2020 interim results presentation - htsc.com.cn

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2020 Interim Results Presentation September 2020 (A joint stock company incorporated in the PRC with limited liability under the Chinese corporate name 华泰证券股份有限公司 and carrying on business in Hong Kong as HTSC)

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Page 1: 2020 Interim Results Presentation - htsc.com.cn

2020 Interim Results Presentation

September 2020

(A joint stock company incorporated in the PRC with limited liability

under the Chinese corporate name 华泰证券股份有限公司 and

carrying on business in Hong Kong as HTSC)

Page 2: 2020 Interim Results Presentation - htsc.com.cn

1

Agenda

22

23

21

Financial overview

Business overview

概要Company overview

24 Development strategy

Page 3: 2020 Interim Results Presentation - htsc.com.cn

2

Company overview

Financial overview

Business overview

Agenda

Development strategy

Page 4: 2020 Interim Results Presentation - htsc.com.cn

3

0

200

400

600

800

1,000

1,200

1,400

1,600

01/19 05/19 09/19 01/20 06/20

13.5

16.9

1H19 1H20

61

144

1H19 1H20

(RMBbn)

2,000

3,000

4,000

5,000

6,000

7,000

01/15 11/15 10/16 09/17 08/18 07/19 06/20

Shenzhen Composite Index Hang Seng Index

FTSE 100 S&P 500

Shanghai Composite Index

Performance of key market indices1

Scale of mutual funds (NAV)

Market Environment

Number and offering size of IPOs

(RMBbn) (RMBtn)

(人民币十亿元)

-7.7%

+50.6%

+3.5%

Northbound trading volume and

proportion

4,917

8,242

1H19 1H20

Stock trading volume

+39.6%

-5.7%

High: 1,415

(RMBbn)

7.1% 9.3%Trading %

Margin financing and securities

lending (MFSL) balance

(RMBbn)

64 128# of IPO

0

100

200

300

400

6,000

7,000

8,000

9,000

10,000

11,000

12,000

01/19 05/19 09/19 01/20 06/20

融资余额 融券余额

1,200

1,100

1,000

900

800

700

600

40

30

20

20

0

Margin financing Securities lending

Margin financing Securities lending

Source: Securities Association of China, Wind, Asset Management Association of China

Note: 1. All indices are rebased to the beginning level of Shanghai Composite Index

In the first half of 2020, the capital market continued to reform and open up despite COVID-19. Trading is active in A-share market

with surging margin financing and historic record of securities lending balance. The registration-based reform has propelled growth

in direct financing, mutual fund scale recorded historic high and institutionalization of market participants accelerated

Page 5: 2020 Interim Results Presentation - htsc.com.cn

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4,057

6,405

1H19 1H20

Performance Overview

562 594

126 128

2019 1H20Total assets Net assets

Net profit

ROAA and ROAE 1 1H20 revenue breakdown

Significant improvement in profitability with expansion of total assets and optimization of revenue structure

0.9% 1.1%

3.8%

5.0%

1H19 1H20

ROAA ROAE

(RMBmm)

Total assets and net assets

(RMBbn)

Wealth

management

30.3%

Capital-

based intermediary services

13.3%

Institutional

services23.8%

Investment

management

14.3%

Internationa

l business14.1%

Others

4.2%

Source: Company data

Note: 1. ROAA = net profit / average total assets, ROAE = net profit / average net assets

Page 6: 2020 Interim Results Presentation - htsc.com.cn

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Business Highlights

Strengthening leadership Pursuing breakthrough

Ranked #1 in terms of interest income from

margin financing and securities lending

business1

AssetMark’s platform AUM reached USD63.2bn,

with steady growth from 2019

Among the first to be selected for core

businesses pilot qualifications including

pilot regulation on consolidated basis and pilot

fund investment advisory services, etc.

Ranked #1 by ZhangLe Fortune Path in

terms of MAU among PRC securities firms’

apps, MAU exceeded 9.1mm

Ranked #3 in terms of average monthly

balance of actively managed private funds

Ranked #1 in terms of brokerage trading

volume of stocks and funds

# of clients > 15mm

Ranked #2 in terms of the value and number

of CSRC-approved M&A transactions3

Ranked #1 in terms of accumulated incremental

nominal principle of OTC derivatives2

> RMB3.9tn total client assets

Source: Company data, CISP of CSRC, SAC, Wind

Note: 1. 1H20 statistics according to Securities Association of China; 2. OTC statistics as of May 2020

3. 1H20 statistics; 4. Ranking based on Asset Management Association of China’s 2Q20 ranking on monthly average AUM of private funds

Page 7: 2020 Interim Results Presentation - htsc.com.cn

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Company Overview

Financial overview

Company overview

Business overview

Development strategy

Agenda

Page 8: 2020 Interim Results Presentation - htsc.com.cn

7

14,728

18,972

1H19 1H20

Continuous Improvement in Profitability and Operational Efficiency

Total revenue

Source: Company data, financial report (IFRS)

Operating profit and net profit

(RMBmm)

(RMBmm)

Earnings per share

(RMB)

Cost-to-income ratio

71.9% 69.1%

1H19 1H20

0.49

0.71

1H19 1H20

4,138

5,858

4,057

6,405

1H19 1H20

Operating profit Net profit

Page 9: 2020 Interim Results Presentation - htsc.com.cn

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Robust Growth across All Business Lines

Wealth management revenue

Investment management revenue

Institutional services revenue

International business revenue

7,315

8,265

1H19 1H20

(RMBmm)

3,113

4,520

1H19 1H20

1,926

2,717

1H19 1H20

1,835

2,666

1H19 1H20

(RMBmm)

(RMBmm)(RMBmm)

+13.0% +45.2%

+41.1% +45.3%

Source: Company data, financial report (IFRS)

Page 10: 2020 Interim Results Presentation - htsc.com.cn

9

4,679

69,006

201,279

85,472

286,751

62,176

286,751

73,685

139,569

66,080

291,082

82,910

154,092

4,598

78,312

190,196

100,886

Achieved Steady Assets Growth and Continuous Optimization of Assets Structure

(RMBmm)

Others

Financial assets

Credit assets

Cash assets

2019 1H20 2019

Bond

Other financial

assets

Steady assets growth

Rapid growth in margin financing while stock pledged

lending balance remained low

2019 1H20

Stock pledged

repo1

Stable financial assets with a modest decline in share of

bond assets

Margin financing

1H20

562,181

24.8%

13.1%

51.0%

11.1%

93.6%

6.4%

73,685

70.2%

594,16482,910

291,082

25.9%

14.0%

49.0%

11.1%

94.5%

5.5%

65.3%

Source: Company data, financial report (IFRS)

Note: 1. Calculated after deduction of impairment losses

Page 11: 2020 Interim Results Presentation - htsc.com.cn

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76,700

95,470

41,236

133,661

213,406

118,805

108,006

238,698

89,822 20.6%

54.7%

24.7% 65,467

109,719

63,512

238,698

46.0%

Slight Decline in Financial Leverage and Strong Liquidity

• On February 12, 2020, the Company successfully issued one tranche of USD Bond, with total amounts of USD400mm and floating coupon rate

• On March 26, 2020, the Company successfully issued one tranche of Corporate Bond, with total amounts of RMB8bn and coupon rate of 2.99%

• On April 29, 2020, the Company successfully issued one tranche of Corporate Bond, with total amounts of RMB3.5bn and coupon rate of 2.90%

• On May 21, 2020, the Company successfully issued one tranche of Corporate Bond, with total amounts of RMB3.0bn and coupon rate of 3.20%

• On June 18, 2020, the Company successfully issued one tranche of Corporate Bond, with total amounts of RMB2.3bn and coupon rate of 2.58%

• On June 18, 2020, the Company successfully issued one tranche of Corporate Bond, with total amounts of RMB3.2bn and coupon rate of 3.10%

Bond issuance

Customer funds

Interest-bearing

liabilities

Other liabilities

Net assets

(RMBmm)

Increase in customer funds and slight decrease in

interest-bearing liabilities

2019 1H20 2019 1H20

Long-term

liabilities

Repurchase

agreement (Repo)

Current

liabilities

Strong liquidity

2019 1H20 Current ratio Liquidity coverage

ratio

Optimizing structure of interest-bearing liabilities

Net stable

funding ratio

100%

125,655

436,526

213,406

465,871

128,293

25.5%

45.8%

28.7%

44.7%

150%

235%

144%

Page 12: 2020 Interim Results Presentation - htsc.com.cn

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Financial overview

Business overview

Development strategy

Company overview

Agenda

Page 13: 2020 Interim Results Presentation - htsc.com.cn

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ZhangLe Fortune Path

Established a Headquarter-driven, Onshore and Offshore Integrated Wealth

Management Platform

Monthly active

users (MAU)1

Aggregate downloads

and usages

9,110k

53,563k1,135k

New accounts opened

on mobile 4,748 MAU2

Customer insights

Curated plans

Targeted services

Process management

Optimization of Offline BranchesProfessional Wealth Management Team

2,414 Investment advisors to build a multi-layered,

high-quality and professional team 243 Securities branches

42 Futures branches

~70%Branches located in economically

developed area

Offline branches

3 intelligent branches, 1 wealth management branch, with

more to come

Professional + Intelligent networks

Intelligent branches

A wealth management platform

connecting global markets and

serving global Chinese

Integrated

Operation

Integrated Platform

Empowerment

Source: Company data, Analysys source

Note: 1. MAU as of June 2020; 2. MAU as of June 2020

Securities Lending Path

The first open online securities

lending platform in the industry

Create a financial advisory business system centered

on asset allocation services

ZhangLe Global

Creating a new digital operating

model in the securities lending

industry

Investment Advisor’s

Cloud Platform

Ranked No.1 amongst

Apps developed by

securities companies in

terms of average MAU

Page 14: 2020 Interim Results Presentation - htsc.com.cn

13

12,780

13,936

15,057

2.463.35

3.92

0

2

4

6

8

10

10,000

11,000

12,000

13,000

14,000

15,000

16,000

2018 2019 1H20

44 67 77

54

38 36

2018 2019 1H20Margin financing and securities lending Stock pledged repo

98105

Established a Headquarter-driven, Onshore and Offshore Integrated Wealth Management

Platform (Cont’d)

Capital-based intermediary business size

(RMBbn)

Financial products sales volume1

Source: Company data

Note: 1. Tiantianfa is not included in the value of financial products distributed and the number of financial products for sales

(RMBbn)

300 374

264

2018 2019 1H20

5,456 5,533 5,691Number of

financial

products for sale

(Thousands)

14.3

20.6

14.6

2018 2019 1H20

1

(RMBtn)

Stock and fund trading volume

Ranking 1 1

Number of brokerage and wealth management customers

and size of customer assets

Driven by advanced platform, brokerage trading volume maintained No. 1 position, customer base and customer assets significantly

expanded. Sales of financial products and balance of margin financing and securities lending surged with continuous unleashing of

WM platform’s advantages and systematic synergies

(RMBtn)

Number of customers Customer assets size

2018 1H202019

113

Page 15: 2020 Interim Results Presentation - htsc.com.cn

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Developed Best-in-class Competitive Advantages for Investment Banking Business

110 128

48

2018 2019 1H20

204

336

230

2018 2019 1H20

139 132

74

2018 2019 1H20

Maintained steady development and industry leadership by grasping opportunities from the rise of New Economy and the introduction

of registration-based reform, focusing on technology innovation and real economy, deepening engagement with quality customers,

enhancing cross-border collaborations, and seizing business opportunities from GDR, homecoming of overseas-listed Chinese

stocks and offshore listing

Source: Company information, Wind

Note: 1. Value and number of M&A transactions based on CSRC

2. Equity underwriting includes IPO, follow-on offering, rights issue, preferred shares, convertible bond and exchangeable bond

3. Debt underwriting includes local government bond, policy financial bond, non-policy financial bond, enterprise bond, corporate bond, medium term notes, commercial paper, private placement notes

(PPN), foreign issuer bond, government-backed bond, asset-backed securities, convertible bond, exchangeable bond and bonds of other types

股权承销规模与数量排名3 Debt underwriting volume and number ranking 3

(RMBbn)(RMBbn)

Ranking 8 7

39 49 33Number of

transactions

432 1,086 836Number of

transactions

Industry-leading by M&A transaction value1

No.3 in terms of equity underwriting volume2

(RMBbn)

15 14 8Number of

transactions

Ranking 1 1 2

Ranking 3 3 3 6

Huatai United Securities sponsored 9 out

of 74 companies approved by the Listing

Committee of STAR Market in 1H20

12%

34 STAR Market IPOs

accepted by SSE, ranking

No.2 in the industry

Industry-leading position in terms of the number of

accepted and approved IPOs on STAR Market

2

Page 16: 2020 Interim Results Presentation - htsc.com.cn

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Source: Company information

Empowered corporate development by leading investment banking capabilities and facilitate innovative landmark transactions through

seizing policy and market opportunities with foresight. Supported corporate financing for COVID-19 relief and demonstrated social

responsibilities

Embrace capital

market reforms and

support technology

innovation

IPO

Support clients to

be better and

stronger

Refinancing

Close complex and

innovative

transactions

M&A

Support real

economy

Debt

financing

A global leading integrated

smart PV solution provider

A leader in FPC testing

sector

The most profitable biopharma

IPO on SZSE since 2019

The most efficient registration since

the implementation of registration-

based reform

The first power

battery stock on the

STAR Market

Raised RMB12,782mm

The largest private placement in

1H20

Raised RMB11,619mm

The largest equity financing in Jiangsu

in 2020

The first exchangeable bond

offering across markets in

2020

Highest price premium

among >RMB2bn refinancing

in 2020

The first acquisition with

newly offered shares

registered on the STAR

Market

Deal size RMB17,028mm

The largest approved reorganization

and listing in 1H20

The first debt-to-equity swap

via share placement by a

private holding company

RMB14,504mm

The largest M&A deal in

hazardous waste services

industry in A share

RMB100bn+ company in

chip industry

7 working days from

acceptance to approval

The first publicly offered

COVID-19 relief securitized

product

The first COVID-19 relief

ABN product by a private

company

Huatai-Zheshang Phase 1 ABS Specialized Plan

The first special situation ABS by local AMCs in China

The first onshore non-FI

climate bond

The first corporate

bond by funds

Developed Best-in-class Competitive Advantages for Investment Banking Business (Cont’d)

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Developed Platform-based Systematic Capabilities for Institutional Services and

Improved Integrated Financial ServicesScale of fund custody and administration business improved continuously, mutual fund trading volume further increased;

investment and trading relied on platform-based systematic capabilities to further upgrade and transform in order to secure more

pricing power and better trading capabilities and further diversify profit model

73

131 160

71

156

221

2018 2019 1H20Custody Administration

445

672

469

2018 2019 1H20

Investment and Trading Business

Scale of fund under custody and administration

services1

(RMBbn)

Mutual Funds trading volume(RMBbn)

Note: 1. The size of fund administration services excludes that of AM subsidiaries; 2. Statistics from Wind Info; 3. Statistics from Securities Association of China, as of May 2020

Institutional Investor Services

Platform-driven business innovation

Platform-based systematic capabilities

Boost trading volume Rank No.22 in terms of bond

settlement volume

Secure pricing powerIndustry-leading market-

making volume of exchange-

traded options

Enhance product

conversion

Rank No.13 in terms of

incremental nominal principal

of OTC

Provide professional services to credit

investment research including credit

risk assessment, alerting and pricing

Credit analysis

managementFlash trading

platform

Flash low-latency trading services

for quantitative and algorithmic

based trading

Application Platform

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563 623

709

266 299369

2018 2019 1H20

Mutual funds Other funds

98 108

132

2018 2019 1H20

2624

19

0

2018 2019 1H20

Fund size (RMB100mm)

113 147 150

583 444 432

81 112 101

783 726 718

2018 2019 1H20

Collective AM Targeted AM Special scheme AM Mutual fund

AUM of securities firm asset management

Maintained Leadership in Investment Management Business with Enhanced Active

Management Capabilities

AUM of affiliated mutual funds

Number and value of private equity investments

(RMBbn)

Ranking

by AUM1

3 3

(RMBbn) (RMBbn)

4

By leveraging extensive customer base and full coverage of the business chain, created a diversified product portfolio to address

differentiated customer demands; maintained industry leadership with significant expansion in share of active management business

and substantial growth in private equity investments

Source: Company information, Wind

Note: 1. 1H20 ranking based on Asset Management Association of China’s 2Q20 ranking on monthly average AUM of private funds

(RMB100mm)

59 40 20Number of

investments

Page 19: 2020 Interim Results Presentation - htsc.com.cn

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Improvement in Competitiveness and Influence of International Business

International business deepens cross-border collaborations and platform advantages. HK subsidiary fully integrated the group's

entire business chain system to provide a full range of cross-border comprehensive financial services for domestic and foreign

customers; AssetMark grasped the core business highlights, and the scale of assets under management and operating performance

grew steadily; Huatai Securities (USA) continued to expand its business

61,608

63,229

2019 1H20

AUM (USDmm)

Financial advisors

8,400+

Note: 1.HKEx, Dealogic,deals that raised>USD50mm; 2. As of the end of 3Q2019; 3. As of the end of 2019; 4. Growth compared with the end of 2019; 5. Growth compared with the end of 2019

Investor households

179,000+

Enhanced Huatai Securities (USA) platform with active business development

11.0%2 11.0%3Market share

Market share

ranking3 3 6.5%4

10.4%5

2.6%

Improving performance

• Launched institutional sales and trading businesses

• Continuous promotion of IB business

• Continuous optimization of cross-border collaboration mechanism between US

business and onshore/Hong Kong businesses

Officially launched ZhangLe Global 2.0

• WM platform for worldwide Chinese investors

Huatai International led CPIC’s GDR listing by leveraging

integrated collaborations between onshore and offshore

IB businesses, further solidified Huatai’s leadership in serving

Chinese companies for GDR listing

Institutional business: Actively promoted new account opening, engaged top-tier clients,

deepened client classification, provided customized solutions for different types of clients

• Renowned global long funds • Global quant funds and hedge funds• Top-tier Chinese overseas/cross-border

institutions

• Top-class Hong Kong funds

213 new cash/stock accounts opened in 1H20, up by 350% YoY

Awards

• Corporate Finance Excellence Awards

Bloomberg Businessweek/Chinese Edition: “Financial Institution Awards 2020”

• Risk Management Excellence Awards

• Best Private Debt Institutional Investor in Asia Pacific

2019 Annual Award by Global renowned private debt market magazine “PDI”

Completed 8 IPOs in 1H20, including listing of Peijia and Kintor on the Main Board of HKEx

and secondary listing of NetEase and JD.com in Hong Kong; conducted business in “full

circulation” of the domestic shares of H-share companies

• In 1H20, Huatai International ranked #3 among all Chinese securities companies

in HK in both underwriting number and value1 of IPOs

Page 20: 2020 Interim Results Presentation - htsc.com.cn

19

Business Development Empowered by Open Platform and Digitalization Mindset

Focused on wealth management and institutional services to build a strong digital middle office, consolidated secure and efficient

infrastructure, and created an advanced client-oriented digital financial services platform, thereby empowering quality development

of all businesses

Leading wealth

management

and

institutional

services

terminals

Intelligent

digital middle

office Provide professional

credit research

services

Investment

Research

Investment

Banking

IB Cloud

Integrated, full-cycle

digital investment

banking service platform

Enterprise-grade risk

management platform for

risk monitoring, alerting

and preventionRisk

managementCloud Security

Active and responsive information

security product to help monitor

the data security and defend

external threat

Industry-leading hybrid cloud

structure to secure business stability

and continuous delivery

Detailed customer

profiling enables better

customer relationship and

business efficiency

CRM

Customer

Relationship

Full-link, automated and

intelligent data management

service system

Data Middle

Platform

Data

Management

Wealth management

Provide first-class investment

and trading experience for

domestic retail customers

Zhangle

Fortune Path

One-stop cloud

platform for financial

advisors

Secure and

efficient

infrastructure

Institutional services

Comprehensive platform providing

exclusive digital financial services

for institutional clients

Xing ZhiZhangle

Global

Wealth management platform

for worldwide Chinese

investors to invest globally

AORTA

The first open online

securities lending platform

Securities

Lending Path

Investment Advisors’

Cloud Platform

Page 21: 2020 Interim Results Presentation - htsc.com.cn

20

24.6%

18.5%

27.6%

2018 2019 1H20

648.3%

460.6%

234.9%

2018 2019 1H20

281.9%258.1% 265.9%

2018 2019 1H20

141.0%139.0%

144.2%

2018 2019 1H20

Risk coverage ratio Liquidity coverage ratioCapital leverage ratio Net stable funding ratio

100% 100%8% 100%

Source: Company data

Note: 1. Red dotted lines represent regulatory requirement

Continued to Build an Integrated and Digitalized Risk Management System

Adhere to the risk management concept of full staff, coverage and penetration, and build an integrated risk management system

onshore and offshore based on technology empowerment with the idea of centralization, professionalism and integration; By seizing

the opportunity of being selected for the pilot program of consolidation supervision, benchmark first-class risk management standard,

continue to improve risk management capabilities and support company's international development

Strengthen ex-ante assessment, in-process monitoring and warning, and post-ante handling of risks

associated with key businesses and segments to make risk management strategies and measures more

professional, forward-looking and proactive and effectively prevent and control substantive business risks

Digitalization

System

development

Continue to optimize the structure and process of the comprehensive risk management system by

benchmarking with top-class risk management practice and complying with higher standard to support global

development, and deepen professional risk management to fully cover all the business processes

Continue to construct an effective integrated risk management platform, build digitized risk management

process into the entire business chain, establish a risk management platform driven by data analytics, and

facilitate model transformation and efficiency improvement in risk control through technology empowerment

Risk

prevention

Page 22: 2020 Interim Results Presentation - htsc.com.cn

21

Financial overview

Business overview

Development strategy

Company overview

Agenda

Page 23: 2020 Interim Results Presentation - htsc.com.cn

22

Development Strategy for 2020

Institutional

services

Investment

management

Client resources

Financial products

Investment

banking

Integration

Cross LOB

Collaborations

Open

Platform-based

Mutual

Empowerment

Wealth

management

Project

resources

High-quality

assets

Two Focuses

#1 To further promote the tech-empowered “two-pronged” development strategy for wealth management and institutional services and to

propel new growth areas through platform-based approach

#2 To develop a client-centric integrated service system, expand the client base and client ecosystem and develop best-in-class investment

banking franchise

Page 24: 2020 Interim Results Presentation - htsc.com.cn

23

Disclaimer

This document is not for public dissemination and is for the exclusive use and information only of the persons to whom it is addressed and their advisers in connection with HTSC (a joint

stock company incorporated in the People’s Republic of China with limited liability under the Chinese corporate name 华泰证券股份有限公司and carrying on business in Hong Kong as

HTSC, (the “Company”), together with its subsidiaries, hereinafter referred to as the “Group”). It is being made available by the Company to a limited number of recipients. The contents of

this document have not been reviewed by any regulatory authority in any jurisdiction. The distribution of this document in certain jurisdictions may be restricted by law, and into whose

possession this document comes should inform themselves about, and observe such restrictions. Any failure to comply with this restriction may constitute a violation of the United States,

Canadian, PRC or Japanese securities laws or the laws of any such other jurisdictions. By accepting this document, you agree to be bound by the foregoing limitations.

This document has not been independently verified and is not intended to form, and nothing contained herein shall form, the basis of any investment decision, contract or commitment

whatsoever. It does not constitute an offer or invitation to sell, or any solicitation of any offer to subscribe for or purchase any securities in any jurisdiction in which the making of such offer,

solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such jurisdiction or would not otherwise be in compliance with the laws and regulations of

such jurisdiction.

This document does not purport to be comprehensive or to contain all the information that a recipient may need in order to evaluate the Group. No representation or warranty, express or

implied, is given and, so far as is permitted by law and except in the case of fraud, no responsibility or liability is accepted by any person (for the avoidance of doubt, including but not limited

to, the Company, its affiliates, controlling persons, directors, supervisors, officers, partners, employees, agents, representatives or advisers of any of the foregoing), with respect to the

accuracy, reliability, correctness, fairness or completeness of this document or its contents or any oral or written communication in connection with the contents contained in this document.

This document may contain statements that reflect the Company’s current beliefs and expectations about the future as of the respective dates indicated herein. These forward-looking

statements are based on a number of assumptions about the Company’s operations and factors beyond the Company’s control and are subject to significant risks and uncertainties, and,

accordingly, actual results may differ materially from these forward-looking statements. These forward-looking statements are not a guarantee of future performance. Accordingly, you should

not place undue reliance on any forward-looking information. In particular, no representation or warranty is given as to the achievement or reasonableness of, and no reliance should be

placed on, any projections, targets, estimates or forecasts contained in this document. None of the Company, its affiliates, controlling persons, directors, supervisors, officers, partners,

employees, agents, representatives or advisers of any of the foregoing shall have any liability in respect of the use of, or reliance upon, the information contained herein by you or any person

to whom the information herein is disclosed. In all cases, interested parties should conduct their own investigation and analysis of the Group and the data contained in this document. Only

those representations and warranties contained in a definitive agreement shall have any legal effect.

In furnishing this document, the Company and its advisers undertake no obligation to provide any additional information or to update this document or any additional information or to correct

any inaccuracies which may become apparent. This document does not create an obligation on the Company to consider any offer. The provision of the information contained herein shall not

be or be taken as any form of commitment on the Company, or on you to proceed with the proposed placing or offering of shares in the Company.

You acknowledge and represent to the Company, its affiliates, controlling persons, directors, supervisors, officers, partners, employees, agents, representatives and advisers of any of the

foregoing that you are a professional investor, have the knowledge, experience and capability to conduct your own assessment of the Company and its securities and that you have and will

conduct your own investigation with respect to the Company and its securities and have obtained or will obtain your own independent advice relating to the investment in the securities of the

Company.

The securities of the Company have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the “U.S. Securities Act”), or under the laws of any state of the

United States. This document does not constitute or form a part of any offer or solicitation to purchase or subscribe for securities in the United States and is not for distribution, directly or

indirectly, in or into the United States (including its territories and possessions, any state of the United States and the District of Columbia). The securities of the Company will not be offered

or sold in the United States except pursuant to an exemption from the registration requirements of the U.S. Securities Act. There will be no public offer of the Company’s securities in the

United States. By accepting this document, you are deemed to represent to the Company, its affiliates, controlling persons, directors, supervisors, offices, partners, employees, agents,

representatives or advisers that you are, and any customers you represent are persons outside the United States for the purpose of Regulation S under U.S. Securities Act.

The receipt of this document by any recipient is not to be taken as constituting the receipt of investment advice or an establishment of customer or client relationship.