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The Partner of Choice for Outsourced Integrated Clinical Engineering and e-Health & e-Government Services Confidential London, 19 May 2011

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Page 1: The Partner of Choice for Outsourced Integrated Clinical ...investor.tbsgroup.com/images/pdf/IR/TBSGroup_Small__Midcap_event... · The Partner of Choice for Outsourced Integrated

The Partner of Choice for Outsourced Integrated Clinical Engineering and e-Health & e-Government Services

Confidential

London, 19 May 2011

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Disclaimer

This Presentation has been prepared by TBS Group S.p.A. (the “Company”) solely for use by you at the Presentation, held in London on 19 May 2011 .

“Presentation” means this document, any oral presentation, the question and answer session and any written or oral material discussed or distributed during the “Presentation”.

The Presentation includes material/slides which provide information on the Company and the Group which it heads. The information contained in this document has not been independently verified byMPS Capital Services S.p.A. and/or Intermonte SIM S.p.A. – which act as, Nomad and Specialist for the Group or any independent third party. Save where otherwise indicated, the Company is thesource of the content of this Presentation and no representation of warranty, express or implied, is made as to, and no reliance should be placed on, the fairness, accuracy, completeness orcorrectness of the information or opinions contained herein. The information set out herein may be subject to updating, revision, verification and amendment and such information may changematerially. The Company is under no obligation to update or keep current the information contained in this document or in the Presentation to which it relates and any opinions expressed in them issubject to change without notice. None of the Company or any of its respective affiliates, advisers or representatives shall have any liability whatsoever (in negligence or otherwise) for any losswhatsoever arising from any use of this document or its contents, or otherwise arising in connection with this Presentation.

No reliance may be placed for any purposes whatsoever on the information contained in this Presentation or on its completeness, accuracy or fairness. Care has been taken to ensure that the factsstated in this Presentation are accurate and that the opinions expressed are fair and reasonable. However, no representation or warranty, express or implied, is made or given, by or on behalf of theCompany, MPS Capital Services S.p.A. and/or Intermonte SIM S.p.A as to the accuracy, completeness or fairness of the information or opinions contained in this Presentation or any other materialdiscussed at the Presentation. None of the Company, MPS Capital Services S.p.A. and/or Intermonte SIM S.p.A nor any other person accepts any liability whatsoever for any loss howsoever arisingfrom any use of this Presentation or its contents or otherwise arising in connection therewith.

This Presentation is an advertisement and does not constitute or form part of, and should not be construed as, any offer for sale or subscription of, or solicitation of any offer to buy or subscribe for,any securities of the Company nor should it or any part of it form the basis of, or be relied on in connection with, any contract or commitment whatsoever. This Presentation does not constitute arecommendation regarding the securities of the Company.

This Presentation is for distribution in Italy only to persons who qualify as qualified investors (operatori qualificati) pursuant to pursuant to article 34 ter of Consob Regulation 11971/1999. In nocircumstances should this Presentation, or any information relating to this document, circulate among or be distributed in Italy to, individuals or entities falling outside the definition of qualifiedinvestors as defined above. This Presentation and the information contained herein are not an offer of securities for sale in the United States and are not for publication or distribution to persons in theUnited States (within the meaning of Regulation S under the United States Securities Act of 1933, as amended (the Securities Act)). The securities of the Company have not been and will not beregistered under the Securities Act and may not be offered or sold in the United States except pursuant to an exemption from, or transaction not subject to, the registration requirements of theSecurities Act.

This Presentation is being communicated in the United Kingdom only to: (i) persons who have professional experience in matters relating to investments falling within Article 19(5) of the FinancialServices and Markets Act 2000 (Financial Promotion) Order 2005 (“Financial Promotion Order”) or (ii) persons falling within article 49 (2) (A) to (D) of the Financial Promotion Order, or (iii) to personsto whom it may otherwise be lawful to communicate it to (all such persons being referred to as “relevant persons”). This Presentation is only directed at relevant persons and any investment orinvestment activity to which the Presentation relates is only available to relevant persons or will be engaged in only with relevant persons. Solicitations resulting from this Presentation will only beresponded to if the person concerned is a relevant person. Other persons should not rely or act upon this Presentation or any of its contents.

The information in this Presentation is given in confidence and may not be reproduced or redistributed to any other persons. The recipients of this Presentation should not base any behavior inrelation to qualifying investments or relevant products (as defined in the Financial Services and Markets Act 2000 (FSMA) and the Code of Market Conduct made pursuant to FSMA) which wouldamount to market abuse for the purposes of FSMA on the information in this Presentation until after the information has been made generally available. Nor should the recipient use the information inthis Presentation in any way which would constitute “market abuse”.

Certain information in this Presentation may include “forward-looking statements”. These statements, which contain the words “anticipate”, “believe”, “intend”, “estimate”, “expect” and words of similarmeaning, reflect the Directors’ beliefs and expectations and are subject to risks and uncertainties that may cause actual results to differ materially. These risks and uncertainties include, among otherfactors, securing necessary governmental and other approvals, the satisfaction of the conditions of the Offering, changing business or other market conditions and the prospects for growth anticipatedby the management of the Company. These other factors could adversely affect the outcome and financial effects of the plans and events described herein. As a result, you are cautioned not to placeundue reliance on such forward-looking statements. The Company disclaims any obligation to update its view of such risks and uncertainties or to publicly announce the result of any revisions to theforward-looking statements made herein, except where it would be required to do so under applicable law.

By attending the meeting where this Presentation is made, you agree to be bound by the above limitations.

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Speakers

NAME ROLE

Paolo Salotto M&A & Investor Relator 1992

Diego Bravar President and CEO 1987

IN TBS GROUP SINCE

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Table of Contents

� TBS Group

� Market Overview

� Financials

� Recent Important Acquisitions or JV

� Strategy

� Appendix

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TBS Group Provides Integrated Clinical Engineering and e-Health & e-Government Services and Products

e-Health & e-Government Systems and Solutions

Medical Equipment and Devices

•New technology accounts for 50% of total Healthcare expenditure increase

• TBS Group mission is to help Healthcare providers contain the cost and increase the quality of care, through medical technology outsourcing management services

Medical Technology

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Medical Technology outsourcing Services: clinical engineering & e-Health services and products

Medical TechnologyMedical

Technology

� Medical technology (relevant to TBS):

� Medical Devices (including Medical

Equipment).

� Medical Information Technology including

Hospital IT Systems & Solutions

� Telehealthcare systems & solutions

Medical Devices

Medical Information Technology(Medical IT)

Medical Equipment

Hospital IT

� Convergence of

Medical Equipment

and Medical IT….

� Convergence of

Medical It and

Telehealthcare

� Future Services� Medical technology

management outsourcing

services:

• Clinical Engineering

outsourcing services

(for medical equipment)

• e-Health services &

products (for Medical IT

and Telehealthcare systems

& solutions)

� … Leading to

Integrated

Clinical

Engineering

outsourcing

services.

Telehealthcare

� Clinical Engineering Services: the safe and efficient management of technology and the

application of medical and biomedical engineering within the clinical environment, for the

advancement of healthcare (Source: IFMBE - Clinical Engineering Division).

IFMBE: International Federation of Medical and Biological Engineering

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� Discrete Medical Equipment.

� Little presence of Hospital

Information Systems (“HIS”).

� Limited integration of Medical

Equipment, digital data storage,

HIS.

Background

TodayYesterday

Convergence of Medical Equipment, Medical IT & Telehealthcare systems and solutions

Tomorrow

Hospital

Organization

Impact for medical

Technology

outsourcing

services

� Separate Clinical Engineering

and ICT Departments.

� Separate organization, different

skills and focus.

� Separate budgets and buying

processes.

� Separate Markets / Different

players

� No real synergies between Clinical

Engineering and ICT outsourcing

services

� Different categories of players

providing solutions/services to the

Hospital: CE Outsourcers and ICT

providers.

� Medical Equipment “Systems”.

� Equipment evolving towards

special purpose computers.

� Widespread integration of

Diagnostic equipment with

ICT systems (eg PACS).

� HIS penetration still low

� Clinical Engineering and ICT

Departments: cooperation

(start to merge).

� Most advanced organization

understand the need to buy and

support Equipments and IT

solution with a view on integrating

them.

� Market Synergies between CE

and ICT

� First signs of commercial synergies

(eg joint tenders).

� Opportunity for up selling and

providing integrated solutions(e.g.

CE for devices e-Health systems and

solutions, ICT Outsourcing services

for medical equipment

management.

� Digital Hospital.

� Full integration of Equipment

and IT platforms.

� Closed loop systems (ie

diagnostic data automatic drive

of therapeutics)

� Patient data collected and

viewed in hospital and outside

� One department managing

hospital and home care

medical technology.

� Mission of selecting and supporting

the integrated Medical Equipment,

Medical IT and telehealthcare

systems and solutions.

� One market for outsourcing

Clinical Engineering services and

e-Health services and products

� Integrated Clinical Engineering

outsourcing services for medical

equipment & e-health systems and

solutions

� Strong advantage from joint provision of

consulting and support services on the

full spectrum of the medical

technologies

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e-Health & e-Government Systems

& Solutions BU

Medical Equipment & Devices BU

TBS Group Provides Integrated Clinical Engineering and e-Health & e-Government Services and Products with 2 BU

� Clinical Engineering services:

� Advisory & planning for new capital expenditures

� Management of medical equipment

� Check in test

� Training

� Preventive and corrective maintenance

� Safety and functional testing

� Consulting on equipment renewals

� e-Health & e-Government services and products:

� Clinical IT services and products for hospitals

� IT services and products for primary and integrated care

� Telecare & telemedicine for remote monitoring of patients

� e-Government services and products for PA

� Public and private hospitals

� Public and private healthcare providers

� Public and private hospitals

� Public and private healthcare providers

� Local administrations

Services and Products ClientsMedical Technology

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History and Strategy to date

� Established in 1987 as a spin-off of a

research project of the Italian research

Council (CNR)

� First customer acquired in 1991, providing

clinical Engineering services on “low tech”

Biomedical Equipment.

Beginning

Leadership in Italy

Move into e-Health

European and Asia expansion

� TBS grows as undisputed leader in Italy

as CE outsourcing market rapidly

develops, due to financial constraints and

favorable regulatory environment (DRG

system, a pay for performance hospital

reimbursement scheme)

� Move into e-Health through acquisitions

(Telecare and Clinical IT)

� Acquisition of European Clinical Services

activities of GE in 2004 (Uk, Spain,

France, Germany, Belgium, Portugal)

� Follow acquisitions in Netherlands, Spain,

Germany and Italy

� Acquisition of Insiel Mercato in Italy, MNE

Tech in India, launch of TBS Serbia and

JV’s in Saudi Arabia and China

� TBS Group founded after identifying low level of

efficiency in the medical technologies

management in Italian hospitals, when compared

to a US benchmark.

� Following the adoption of tough cost containment

measures and incentives in Public Hospitals, TBS

grows fast. Clinical Engineering outsourcing

services is quickly acknowledge, as Italian

hospitals historically had weak internal technical

teams.

� Vision of one market for medical technology

through convergence between medical

equipment, medical IT and telehealthcare

systems and solutions.

� Leverage the Italian experience and know how to

developthe outsourcing medical technology

services market in other key European countries.

� Entry in Middle East and Asia: become the only

global player in outsourcing medical technology

services to exploit economies of scale.

� Create barriers to entry and competitive

advantage by quick wide geographical expansion.

Key Milestones Strategic Rationale

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Value Proposition

Customers:

� End-users of medical

technology (hospitals

and social healthcare

providers)

� Suppliers of medical

technology

(manufacturers)

Benefits:

� Reduction of purchase and management costs relating to medical

technology (both for hospitals and for the home care services);

� Unique highly skilled technical reference point for any medical

technology issue;

� Increased uptime (and thus utilization) of medical technology;

� Improved safety for patients and healthcare operators utilizing the

medical technology;

� Improved quality of the healthcare and home care services offered, by

supporting the adoption of best practices; relates to a specific medical

technology

� Facilitated continuity of treatment of chronic and degenerative

illnesses, by extending medical services to the home, improving

medical technology integration.

� Reduced support and warranty cost;

� Improved service to the end user;

� Organizational simplification;

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1998 1999 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010

A History of Growth

Early StageGrowth in Italy and e-Health

Start-upEuropean Expansion

€7m €9m€13m

€24m

€42m €45m

€70m

€88m

€102m€111m

€158m

€126m

€190.7m

GlobalExpansion

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Industry Consolidator

� 21 acquisitions completed and successfully integrated since 2000

� Possibility for further consolidation: markets, both in Europe and emerging countries, are still fragmented

Subitec(Germany)

Surgitech(3 companies in Italy, Germany and the Netherlands)

General Electric MS(7 companies in Italy, Belgium, Germany, the UK, France, Spain and Portugal)

TeSAN(Italy)

Caribel(Italy)

SLT (Italy),NCA (Spain) Crimo (Italy)

Insiel Mercato (Italy)MNE Technologies Ltd

(India)

PCS(Austria)

24

42 45

70

88102

111

126

158

Note: In the chart, the turnover of the acquired companies is a rolling figure on two years for the 12 months successive to the date of acquisition (for example, an acquisition carried out at the end of September, weights for 3 months in the year and 9 months in the successive year)

190.7MSI Med Serv(Germany)EBM (Italy)

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Significant Competitive Advantages

Know How

� Technological know how, gained in over 20 years of activity in 12 countries

� IT platform for the management of services and the sharing of know how

(more than 600,000 biomedical equipments under management)

� Highly-qualified employees and ability to attract new talent

� Long standing collaboration with universities and research centres (teaching

and R&D)

Competitive Position

� Very innovative business model

� Large bids need strong references and track record

� Integrated service portfolio, in Clinical Engineering and e-Health

� Presence in all main European countries

� More than 1,000 hospitals and healthcare providers served and about 1,000

italian municipalities and others local public administration

Organization� International network of clinical engineers biomedical and IT technicians;

330 in-hospital workshops and 24 specialist centres of which 8 endoscopy

specialized centres.

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TBS Group: clinical engineering outsourcing services delivery

• CGM = Corporate General Manager

> 1,000 healthcare hospitals structures customers in whole Europe

342 hospitals work shop sitemanagers(SWS)

SWS SWS

43 regional operations centers managers (RC)

SC

SC

SC

15CompaniesArea Manager(CA)

SC

24 CompanySpecialized centers managers (SC)

RC RC

C/A C/A

H HH H H HH H

SWS SWS SWS

RC

CGM

2 Corp.GeneralManager

(CGM)

service identification and development

service deliverymarketing & sales and service design

quality

IT technological platform development & management

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TBS Group: e-Health outsourcing services and produc ts delivery

service identification and development

service deliverymarketing & sales and service design

qualitytechnological

platform development

The service delivery models used within the two sectors of the e-Health BU

35,000 patients

7 specialised centers (SC)

p

SC

Telecare & Telemedicine Company Managers

H

Medical IT & e-Government Company Managers

150 hospitals and local health auth.

Lhealth Auth.

Telemedicine

SC

Telecare

munic.

About more than 900municipalities

&hospitals.

1 CGMCorporate General Manager

munic.regions

munic.regions

over 600municipalities& other PublicAdministration

p p pp

SC SC5 specialised centrrs (SC)

H H H

> 1,000 Municipalities & other Public administration

> 100 hospitals work shop sitemanagers(SWS)

8 CompanySpecialized centers managers (SC)

1Corp.GeneralManager

(CGM)

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Experienced and Committed Management Team and High-Profile Shareholders

Management

� Important shareholder from the start

� In the ‘90s TBS Group’s managers “created”,

in Italy, the market of Clinical Engineering

outsourcing services (first mover)

� Significant experience, gained in

multinationals and leading players in the

sector

� Key Managers are bound to a lock-up period

of a further 3 years and a half.

Shareholders

� High-profile shareholders

� Governance and organizational practices of a

public company already in place

� Generali Group is a shareholder since 1999

Free Float16,76%

CE&IT S.p.a. (Founders, Managers)

23,52%

Allegro S.a.r.l. (Generali Group, Insurance Fund)

18,31%

Capitol Health Special Fund, L.P. (USA

Specialised Fund)7,67%

EMMEPI s.r.l. (Family Fund)

6,59%

Terra Nova Capital S.r.l. (Private Equity Fund)

5,95%

Infracom Italia S.p.a. (Industrial Fund)

5,04%

GE Capital Equity Investments Inc.

4,80%

Servizi Integrati per la Sanità – SIS S.r.l.

4,46%

Monte Paschi Fiduciaria S.p.a. 4,35%

TBS Group1,33%

SIPI Investimenti S.p.a.1,20%

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Table of Contents

� TBS Group

� Market Overview

� Financials

� Recent Important Acquisitions or JV

� Strategy

� Appendix

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Clinical Engineering Outsourcing Services: Market Analysis

� Medical Equipment Management: over € 5 bn

estimated market potential for current TBS

countries.

� India and China already a sizeable market.

� DI: the largest new market opportunity.

Value Added

Services

Lifecycle Management

Services

� Healthcare Technology Assessment and Planning

consulting: we estimate an average pricing for a 5 years Capital

(renewal) Plan of € 120 per year per bed (in USA). EU market stand

alone practically non existing.

� Asset utilization tracking and optimization: Operating short

term lease of peak-need movable equipment is a market niche

estimated around USD 900 m in USA. EU market practically non

existent.

� Financing/insurance services: Financial and Operating Lease

widely adopted by hospitals to optimize capital deployment (high

cost non movable equipment), worth several USD billions in the US

and EU.

Low Tech DI Total Biomed Services

EU Top 5 1,97 1,47 3,44

EU TBS current 2,25 1,68 3,93

Middle East na na 0,15

India na na 0,15

China na na 1,00

na na 5,23

USA 3,56 2,66 6,22

€ bn

Total TBS

Potential Market

CAGR ’06-’08

CAGR ’08-’12E

19%

10%

10-15%

5-10%

10-15%

10-15%

10%

5-10%

5-10%

10-15%

€41m

€60m

€78m

€166m

€204m

UK

Spagna

Francia

Germania

Italia

� Market characterized by significant growth, also in economic

downturns

� Italy is the most developed market. Recourse to outsourcing is

spreading through the largest European countries (and is starting

in emerging markets)

Non Cyclical Market with Stable & Continuous Growth in EU Top 5

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Potential Development

TBS Group’s Clinical Engineering Services: Position & Potential Development in the EU Top 5.

CountryTBS Group Position

Market Share

1° 36%

1° 18%

1° 33%

2° 14%

4-6° 8%

Overall 23%

4-6°

Position of TBS Group

Source: A.T. Kearney – October 2009 (report commissioned by the Company, 2008 figures)Note: The potential market includes the Clinical Engineering services managed both in house, by original equipment manufacturers (OEM) and by outsourcers

Penetration Rate (%)

26% 17% 12% 20% 6%1°

€204m €166m€78m €60m €41m

€771m

€996m

€675m €688m

€307m

Already outsourced Potential market

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e-Health & e-Government Service & Product: Market Analysis

� Clinical system growth driven by :

� The national programs in Europe designed to increaseadoption of healthcare IT among hospitals

� Need to:

� decrease cost of medical errors and improve servicelevel

� decrease the costs avoiding duplication of analysisand medical treatments

� allow operating data monitoring/collection andimprove the efficiency of hospitals governance

(1) Fixed exchange rate = average 2008 (1€ = 1,4USD)(2) UK, Germany, France, Italy, Spain, Scandinavia, BeneluxSource: Frost & Sullivan

2,4 2,63,0

2008 2010 2015

Hospital Information System (HIS) market – Main western European countries (1) (2)

- € bn -

CAGR ’08-’15(%)

3,3%

Telehealthcare Market

542773

918 1285

15461837

2142

2576

3082 3212

3864

4592

0

1000

2000

3000

4000

5000

low penetration(3% of 65+)

moderatepenetration (6% of

65+)

high penetration(10% of 65+)

very highpenetration (15% of

65+)

2009 2020 2030

� Estimates of the economic potential of Telemedicine services and sale of monitoring equipment, show:

• A potential for the Monitoring Services in 2020 ranging from € 0.8 bn to € 3.8 bn depending on level of penetration of Telehealthcare on elderly (over 65), assuming an annual charge per user of € 250.

• Over € 12 bn of market potential for the sale of monitoring equipment for Heart disease, Diabetes and Respiratory diseases in year 2009, with a potential growth to € 18bn in 2030.

• The expected economic benefit to the Healthcare systems is much higher than the Telehealthcare expected market value: large net benefit to the system!

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TBS Group’s e-Health & e-Government: Position & Potential Development in Italy and Austria.

Country Medical IT TelehealthcareMarket share

Medical IT

Market share Telehealthcare

8.5% 38%

/ 31% /2°

4-6°

Position of TBS Group

Source: A.T. Kearney – October 2009 (report commissioned by the Company, 2008 figures)Note: The potential market includes the Clinical Engineering services managed both in house, by original equipment manufacturers (OEM) and by outsourcers

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Table of Contents

� TBS Group

� Market Overview

� Financials

� Recent Important Acquisitions or JV

� Strategy

� Appendix

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Strong Top Line Growth

� Top line growth mainly driven by:

� Increasing revenues in existing markets

� Cross selling between the BUs

� Acquisitions

Revenues Breakdown 2010

€110,7m€126m

€158,4m €190,7m

Italy 65,4%

Austria 3,1%

Holand 2,0%

Belgium 0,5% Portugal 0,6%

Spain 3,7%

UK 8,0%

Germany 7,5%

France 8,2%

Other countries

0,9%

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2007 2008 2009 2010

MED e-Health

Increasing EBITDA Margin

EBITDAMargin 11.4% 11.6% 11.9%

� Increasing margins due to operating efficiencies (i.e. cost reductions)

� Improvement of profitability generated by foreign activities

� Enhanced control on material costs (introduction of a centralized e-procurement system)

� Stable cost structure over the years. Main costs: services (OEM), personnel and purchases

� 1,1 No recurring costs

MED 9.4% 10.4% 11.1%

e-Health 24.9% 19.0% 17.4%

€12.6m€14.6m

€18.8m

72.3%

27.7%

23.1%

17.6%

76.9%

82.4% 79,8%

€20.7m

20,2%

10.9%

10.4%

11.0%

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Improving Operating and Net Income

EBITMargin

5.8% 7.1% 7.2%

� 2010 extraordinary costs are equal to €2 m (impairment test)

Net IncomeMargin

0.9% 1.9% 2.3%

� Non recurring benefit on tax rate equal to 3,4 million.

€6.4m

€11.4m

€9.0m

€1.0m

€3.7m

€2.4m

5.9% 2.9%

€11.3m

€5.6m

2007 2008 2009 2010

MED e-Health

90,7%

83%91,5%95,7%

4,3%10,7%

8,5%

9,3%

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6,56,95,75,1

104,885,2

52,7

2007 2008 2009 2010

Inventories Accounts receivables Accounts payables

% on Revenues

30.8% 41.3% 43.5%

€34.1m

€52.0m

€68.9m

� Increase in 2008 due to the acquisition of EBM and in 2009 due to the acquisition of Insiel Mercato

� Factoring over the last three years amounted to

� €34.5m in 2007

� €24.7m in 2008

� €25.9m in 2009

� €51m in 2010

(23.8)

(38.9)

(42.8)

Operating Working Capital (“OWC”) Efficiently Managed

(42.3)

€79.5m

115.4

41.7%

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Solid Capital Structure

Capital Structure (€m)

� Dividends distribution for 1.1 Million

Leverage 1.3x 1.0x 1.0xNet debt / EBITDA 2.7x 2.8x 2.8x

25,340,6 50,6 54,9

33,5

40,851,8

69

2007 2008 2009 2010

Equity of the Group Net debt

1.3x

3.3x

46,069,0

23,0

Net S/Tindebtedness

Net L/Tindebtedness

NFP

NFP (31/12/2010) €m

� Debt spread is, on average, < 200 bps

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Table of Contents

� TBS Group

� Market Overview

� Financials

� Recent Important Acquisitions or JV

� Strategy

� Appendix

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� Acquired in April, 2010 for a total consideration of

about € 6,1 mln

� Operates in India since 2000

� Core activities – development and management

of integrated clinical engineering services

� Revenues 31/03/2010 – almost € 2 mln

� EBITDA 31/03/2010 – almost € 0,6 mln

� NFP 31/03/2010 – almost - € 0,074 mln

(cash in hands)

� 20,000 medical equipment under management

for over 70 customers (some of the leading

corporate hospitals, educational institutions,

multispecialty hospitals and other government

and private healthcare facilities)

� Employees - 150

MNE Technologies Private LTD (India)

Recent important acquisitions - India

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Market potential – INDIA

� Total healthcare expense was USD 34,2 bn (0.6% of GDP) in 2006 and is expected to grow to USD 78,6

(2% of GDP) by 2010. A sustained growth rate (CAGR) of 11% per year is expected in the mid term

(2016)

� Medical equipment expense was 1,7 bn and is expected to grow to 3.9 in 2012

� Consumables expense was 2,0 bn in 2006 and is expected to grow to 3,9 bn in 2012

� Private healthcare will be the largest component from 2012 onwards (expected share of usd 38 bn in

2012).

� Current hospital beds at 1,11 per thousand population. Quality accreditation standards mandatory (JCI)

� Population of nearly 1.1 bn, expected to grow 2% per year (will be 1.6 bn by 2050). An estimated 70

mn are older than 60. An estimated 50 mn can afford “western standards” healthcare (i.e. hospital and

medicine).

� Non communicable disease quickly becoming focus (especially for private healthcare) Cardiac, oncology

and diabetes already accounted for 36% for hospital revenue in 2006.

� Emerging private hospital groups (10% are corporate hospitals) equipped with top notch devices. Major

corporate hospital groups are interesting in state of the art “healthcare cities” 15-20 expected by 2012,

with 1000-50.000 patient beds and full lodging/entertainments services for patients and relatives

� Emergence of Health Insurance schemes: today out of pocket patient expense still predominant, but

hospital revenues attributable to Health Insurance growing from 2% in 2001 to 16% in 2006 (expected

to be 50% by 2012)

Recent important acquisitions

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� JV agreement signed with CSIMC Ltd in 2011 for

an expected investment of € 0,57 mln

� CSMIC

� makes part of Sinopharm Group

� activities - engineering, production and large

scale marketing of biomedical equipment

� revenues of Sinopharm Group in 2009 - over

6.5 billion euro

� Newco

� Sinopharm TBS Beijing Clinical Engineering Co.

Ltd

� head office in Beijing

� activities- outsourced clinical engineering

services

TBS Group JV in China

Recent important acquisitions - China

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� Total healthcare expense was USD 137 bn (4,5% of GDP) in 2006. A sustained growth rate (CAGR)

of 10-12% per year is expected in the mid term.

� China population of more than 1,3 bn has a growing number of senior citizen among its affluent

population. Today, roughly 144m are older than 60 (11% of the population).

� An urban medical insurance system was introduced in year 2000 to provide access to basic

healthcare to urban workers, estimated to be 577 mn, mostly located in the largest cities of the east

coast. Supplemental private insurance is becoming increasingly widespread.

� China in 2007 had over 19,000 hospitals, with about 2,5 beds per thousand population, a number

well behind world’s standards, despite new hospital construction efforts. In addition to that, a study

of year 2007 estimated the need to rebuild at least 80% of existing hospitals within 10 years

� With a compound annual growth rate (CAGR) of 9.2%, China's medical devices and related services

market is projected to grow from $10 billion in 2007 to $15.5 billion in 2012.

� Diagnostic Imaging equipment (including CT, MRI, color ultrasound diagnostic apparatus and digital

x-ray system) and clinical diagnostic laboratory instrument, are expected to grow at faster rates

from 2007 to 2012, reaching CAGRs of 12.9% and 13.3%, respectively. Diagnostic Imaging

accounted for USD1,9 bn in 2007, and is expected to grow to USD 3,5 bn in 2012.

Market potential – China

Recent important acquisitions

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Table of Contents

� TBS Group

� Market Overview

� Financials

� Recent Important Acquisitions or JV

� Strategy

� Appendix

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Organic growth Strategy

e-Health BU Strategic Guidelines & Portfolio

Evolution

MED BU Strategic Guidelines & Portfolio

Evolution

From First Mover to Leader: a Growth Path

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MED BU – Strategic Guidelines

� As a complex multilevel/multinational service , streamlining of operation, process and

organization is of paramount importance to delivering consistent service quality and

exploiting operating leverage (cost control).

Optimization of existing perimeter

New Offering Portfolio

� Serve hospitals’ new “technology pain”:

� One order of magnitude larger potential addressable market by expanding the

service portfolio, adding “adjacent” services on a wider technology spectrum.

� Diagnostic Imaging.

Enhanced go to market

� Leverage uniqueness of wide geographic coverage to target new customer

segments:

� International hospital chains in Europe and Asia; construction of new hospitals with

requirements of innovative technology

� OEMs for Service Arm partnerships.

Expansion of the footprint

� The fundamental nature of the on-site business model carries substantial economies

of scale with geographical “density” (high number of customers in the same local

area).

� Significant untapped potential market in current TBS geographies,

� Many local/regional players as potential M&A targets in all geographies.

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Clinical EngineeringOutsourcingServices

MED BU – Porfolio Evolution

� Two fold Portfolio Extension:

� New technologies/devices managed

� New Value Added services

� … plus increased focus on OEM’s

Value Added Services

Biomedical Equipment

Endoscopy Diagnostic Imaging

Spare Parts & Equipment distribution

Spare Parts & Equipment distribution

Planning Consulting on Medical Equipment

Move up the value chain

Increase the scope of service offered to existing customers leveraging the CE network

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e-Health & e-Government BU– Strategic Guidelines

� Combination of the offering of all the entities in the Group to provide an end to

end coverage of the clinical process and integration with administrative tools.

� Leverage benefits of proprietary technology platform “phi technology”:

� For TBS: Fast prototyping, fast and cost effective development of proprietary

applications and customers solutions.

� For customers: reduced cost, ease of use and possibility to “self-develop”.

IT – Product and

Technology Platform

IT- New Business Model

� Indirect “open source” model: an opportunity to scale sales internationally leveraging

“phi technology”.

� Leverage Group synergies: integration with Clinical Engineering, by jointly promoting

and delivering “convergent” services (e.g on IT Medical Devices, IT Outsourcing,…)

IT & TelehealthcareInternational development

� Penetrate selected key markets

� Selected vertical IT products’ (including Emonet Blood Bank and CUP) identified as

potential candidates

� Buy telehealthcare services for EU and emerging market

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e-Health & e-Government BU - Portfolio Evolution

� Providing IT solutions for the Hospital, Social Healthcare institutions, Local Public Administration:

� Including: -Hospital information systems (HIS): supports all the administrative, diagnostic and therapy courses

in the healthcare institutions; manages an electronic record of all the healthcare information relating to each

patient ("Electronic Patient Records"). - Social healthcare IT systems: gathers onto a single database all of the

healthcare and social activities carried out throughout the territory by the social healthcare institutions.

� Covering all phases of Health Clinical Process (Prevention, Access, Diagnosis, Therapy and Follow-up

monitoring); ties to Group’s Telehealthcare offering. Providing full integration with hospital administration

and process management solutions.

� Based on third-party and proprietary applications.

� Leveraging PHI, an innovative technology platform based on open standards and international

standards, which is becoming the basis for all customer solutions and proprietary applications for the

Group.

Healthcare Process

Prevention Access Diagnosis Therapy Monitoring

Social Healthcare Systems

EmergencyReservation

Clinical HIS

Non Clinical HIS

TelecareTelemedicine

phi- Technology

TBS Group’s Solutions (based on third party and proprietary applications)

TBS Group’sTechnology Platform

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Table of Contents

� TBS Group

� Market Overview

� Financials

� Recent Important Acquisitions or JV

� Strategy

� Appendix

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Summary Profit & Loss

2007 2008 2009 2010

thousands of Euros IFRS % IFRS % IFRS % IFRS %

Net revenues 109.732 99,1% 124.536 98,8% 157.213 99,2% 189.080 99,2%

Other revenues and income 951 0,9% 1.483 1,2% 1.201 0,8% 1.581 0,8%

Total revenues 110.682 100,0% 126.019 100,0% 158.414 100,0% 190.661 100,0%

Cost for raw materials, consumables and goods (17.013) (15,4%) (19.235) (15,3%) (24.528) (15,5%) (25.257) (13,2%)

Cost for services (40.873) (36,9%) (47.019) (37,3%) (57.211) (36,1%) (73.978) (38,8%)

Personnel expenses (38.297) (34,6%) (43.623) (34,6%) (55.528) (35,1%) (69.107) (36,2%)

Other operating expenses (1.787) (1,6%) (1.306) (1,0%) (1.970) (1,2%) (1.421) (0,7%)

Accruals (106) (0,1%) (216) (0,2%) (392) (0,2%) (182) (0,1%)

Gross operating profit (EBITDA) 12.606 11,4% 14.620 11,6% 18.785 11,9% 20.716 10,9%

Amortization, depreciation and impairment losses (6.168) (5,6%) (5.658) (4,5%) (7.398) (4,7%) (9.441) (5,0%)

Operating profit (EBIT) 6.438 5,8% 8.962 7,1% 11.387 7,2% 11.275 5,9%

Associates (106) (0,1%) (26) (0,0%) 33 0,0% (17) (0,0%)

Net financial expenses (2.853) (2,6%) (2.830) (2,2%) (1.489) (0,9%) (2.131) (1,1%)

Proventi finanziari 319 390 999 731

Oneri finanziari 3.172 3.220 2.488 2.862

Pretax income 3.479 3,1% 6.106 4,8% 9.931 6,3% 9.127 4,8%

Taxes (2.291) (2,1%) (3.355) (2,7%) (5.704) (3,6%) (3.177) (1,7%)

Net income (before minorities) 1.189 1,1% 2.751 2,2% 4.227 2,7% 5.950 3,1%

Minorities (224) (0,2%) (302) (0,2%) (507) (0,3%) (358) (0,2%)

Net income 965 0,9% 2.449 1,9% 3.720 2,3% 5.592 2,9%

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Balance Sheet

2007 2008 2009 2010

thousands of Euros IFRS IFRS IFRS IFRS

Intangible assets and goodwill 31.768 44.940 54.707 59.537

Tangible assets 9.276 11.915 12.709 15.669

Financial assets 3.506 3.900 4.212 10.712

Fixed assets 44.550 60.754 71.628 85.918

Inventory 5.144 5.678 6.898 6.483

Trade receivables 52.691 86.088 104.828 115.370

Trade payables 23.757 38.941 42.868 42.311

Operating working capital 34.078 52.825 68.858 79.542

Other current assets 3.138 4.269 6.449 6.537

Other current payables 13.202 20.986 25.252 27.271

Total working capital 24.014 36.108 50.055 58.808

Severance indemnities 3.346 4.665 6.234 6.553

Other long-term liabilities 4.746 8.019 10.963 11.896

Total net capital employed 60.473 84.178 104.486 126.277

Cash and cash equivalents 7.450 18.912 8.454 8.786

Current financial assets 581 617 203 249

Other financial assets 92 1.517 1.549 1.643

Current financial liabilities 21.619 42.112 35.648 54.960

Non-current financial liabilities 19.991 19.762 26.352 24.647

Net Debt 33.486 40.827 51.794 68.929

Total equity 26.986 43.351 52.692 57.348

Total sources 60.473 84.178 104.486 126.277

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Players in the Industry (1/2)

� Producers of equipment

� Providing warranty/maintenance services on their equipment

� Sometimes offering multivendor maintenance, with specific focus on DI segment.

� Typically large multinational companies providing wide ranges of outsourced services to hospitals (Facility Management, Catering, Construction/Project, ..).

� Players in other fields looking at the CE European industry as a diversification .

Player Comment

� Large international OEM provide multivendor maintenance to control the customer technology management strategy and to influence equipment purchasing decision.

� GE market leader in USA (estimated revenues in excess of USD 400m), divested to TBS in Europe after failing to integrate several small players acquired in key countries.

� Germany : the domestic market for the largest vendors, still an OEM stronghold in multivendor services.

� Drager is multivendor maintenance market leader in Germany, and is active in Italy, France and Spain.

� Mid term trend: sign of OEM back-off from the multivendor market (Italy, France, …… ).

� Small/medium OEM or non EU OEMs: maintenance headache! Potential candidates for outsourcing their maintenance activities on a regional or continental scale to specialized outsourcers with appropriate reach (TBS uniquely positioned).

� Notice: the largest USA independent CE players have been acquired in the past decade by large multi service companies (see entry in CE by Aramark).

� Vamed very active in multivendor maintenance in Austria and Germany, Dalkia has a presence in the business in France and Spain.

� Threat: large players such as Aramark expected to enter EU for CE services, leveraging existing customer relationship (USA chains and EU customers);

� Opportunity: selected players (such as project/construction and facility management) could be approached as strategic/sales partner to bundle service offering to customers.

OEM’s

Service companies in the Health space

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Players in the Industry (2/2)

� Few players with significant presence outside of the USA. USA players now looking into Europe

� Providing comprehensive or vertical CE services at the international level.

� TBS largest player in Europe/Asia.

� Independent multivendor services providers focused on one country/region

� Market highly fragment in all European countries. Most players act at county/region level.

Player Comment

� Currently no independent player at the continental level neither in EU nor in Asia (except for TBS).

� USA players in DI and Rental moving into Europe.� Many available small service companies in all major countries

in Europe, might provide a beachhead for new entrants if acquired.

� Opportunity to join forces (sales partnership, JV) to test US-proven services on the European arena.

� No other independent player in more then one/two countries beside TBS.

� All markets highly fragmented, offering acquisition opportunities to incumbent and new entrants.

� Most local players low quality-low cost providers driving market prices down for basic maintenance services.

� European market: not yet highly competitive but becoming attractive to USA and new large players� Still many consolidation options (available to TBS and the entrants)� USA: historical CE independent players absorbed by large multiservice groups: what about Europe?� OEM role: defending position in historical strongholds markets in multivendor services. Opportunity for Service Arm agreements

Clinical Engineering Outsources (Regional and/or local)

Clinical Engineering Outsourcer (Inter-national)