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Company Presentation

We help our clients in determining strategic, operational and financial targets and preparing detailed budget and proforma financial tables in order to increase rating of the companies and strengthen balance sheets. Also, we analyze liquidity problems and provide customized solutions for a healthier financial and operational structure.

Besfin is one of the leading institutions in project finance advisory projects, specializing in timing and financing of investments using innovative and scientific methods by an experienced team.

We provide advisory services for our buy/sell-side clients focusing on leading transaction processes, identifying potential investors/targets; advising on M&A transactions, valuation projects, acquisition/sale strategies and other related topics.

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About Besfin

Besfin is a corporate finance advisory firm specialized in Financial Advisory, Project Finance and M&A Advisory projects with a unique and innovativeapproach We aim to help our esteemed clients improve their company’s financial structure, stability and success in alliance with our CorporateFinance advisory services. Guided by the goals of our customers and developed by our experienced team, we develop and execute strategic financialplans in order to provide financial stability, strength, value creation and growth for our clients.

Financial Advisory

Project Finance

M&A Advisory

Besfin Finansal Hizmetler ve Danışmanlık

Financial Check-UpFinancial Management, Planning

and LoansFinancial Restructuring

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Assessment of financial situation, analysis of financial debts and

determination of development areas

Determination of Key Performance Indicators (KPI) and creating corporate

strategy

Market, trend and competition analysis, current situation and future outlook

Preparation of growth plans with alternative scenarios

Revaluation, working capital management, asset sales, etc. methods to increase the debt service capacity

Capital increase, reduction of financial expenses and improvement of debt ratios

Preparation of short and long term business plan

Managing bank relationships, determination of credit limit, risk and other credit performance indicators

Managing the foreign exchange risk and setting the targets

Determining targets such as preparing cash flow, planning short-term payments, reducing

costs and establishing long-term bank relationships for company continuity

Analysis of alternative solutions for the determination of financial and operational

actions-methods, creation of model and business plan, asset evaluation, resource exploration and productivity analysis and

solution of financial problems

Analysis and planning of financial debts according to new business plan, negotiation of financial debts with banks and other financial institutions, implementation of cost, product, market and competition strategies within the

scope of new business plan

Finalizing negotiations on financial debts, organizing bank credit limits, monitoring

operational and strategic changes/developments according to new

business plan

Determination of potential problems or opportunities by conducting financial and operational analysis of companies

Financial Advisory

Preparation of budget, pro-forma cash flow, balance sheet and income statement and determination of key financial ratios

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Stage I

I.Financial modelling of the investment for different scenarios

II.Assessment of optimal financing structure for the project

Stage II

I.Setting up the amount, maturity, payment maturity and guarantee structure of the investment

II.Preparing Information Memorandum (in Turkish and English) for creditor institutions

Stage III

I.Specifying the optimal credit institutions for the IM document and investment details to be shared

II.Managing the financing process comprise of term sheets’ assessment and other stages by encouraging competition among credit institutions

Project Finance Advisory

Besfin, since 2011, acted as lead financial advisor for the

financing of approximately 1,2 bn USD for more than 20

projects with total investment amount exceeding 5,0 bn

USD with its qualified employees, broad sectoral network

and experience.

Sectoral Breakdown of Project Finance Advisory and Total Investment Amount (mn USD)

Sectoral Breakdown of Projects and Finance Amounts (mnUSD)

Sector YearInvestment Amount

(mn USD)

Project Finance

Amount(mn

USD)

Stage

Real Estate 2013 1.200 250 Closed

M&A Financing 2013 20 20 Closed

Tourism 2013 10 5 Closed

Real Estate 2014 150 125 Closed

M&A Financing 2014 125 100 Closed

Energy 2014 75 40 Closed

Tourism 2014 10 5 Closed

Real Estate 2016 1.200 140 Closed

Tourism 2016 750 125 Closed

Energy 2016 50 40 Closed

Industry 2016 710 150 Closed

Industry 2016 20 15 Ongoing

Energy 2017 100 64 Ongoing

Energy 2017 80 110 Ongoing

Real Estate 2017 250 30 Ongoing

Infrastructure 2017 500 200 Ongoing

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I. Strategic planning anddrafting of marketingdocuments in order toinitiate the process.

II. Identifyingand contactingpotential investors/targets,preparation and assessmentof non-binding offers duringthe marketing andnegotiation stage.

III. Professional advisoryservices during the duediligence process

IV. Final negotiations and SPApreparation/finalization,transaction closing

Three of the most commonly usedvaluation methodologies inCorporate Finance are used byour experienced team:I. Discounted Cash Flow

Analysis (DCF)II. Comparable Companies

(Trading Multiples) AnalysisIII. Historical M&A (Transaction

Comps) Analysis

Also, our team of experiencedprofessionals can use otherCorporate Finance valuationmethodologies.

We provide strategicsolutions to our clients M&Arelated questions anddemands.

Our focus is on providinginformation on the M&Aprocesses, inorganic growthopportunities for fundingneeds and long-termplanning.

Transaction

Advisory Valuation Strategic Due Diligence

Mergers and Acquisitions (M&A) Advisory

Besfin Finansal Hizmetler ve Danışmanlık 66

References

Besfin Finansal Hizmetler ve Danışmanlık

Nihan TarmurDirector

Ferda BesliCEO

[email protected] [email protected]

Our Team

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Ferda Besli has experience more than 30 years on project financing, strategic marketing, debt management and financial institution relations. He is the founder and managing partner of Besfin. He started his professional career at Akbank T.A.Şin 1987. He has served as an Internal Auditor and Branch Manager, followed by his post as Manager in charge of Corporate Banking and Senior Vice President in charge of Commercial Banking. In 2006, he was appointed as Executive Vice President in charge of Commercial Banking. Mr. Besli served as Executive Vice President of Commercial and SME-Banking of Akbank T.A.S after 2010. After his retirement in 2011, he established Besfin. Mr. Besli has a certificate from Capital Markets Board of Turkey which is "Capital Market Activities Advanced Level".Alsohe integrated the "Credit Rating License" and "Corporate Governance Rating License".Mr. Besli graduated from Istanbul University with a Bachelor degree in Economics. When working at Akbank, Besli engaged in an internship at Deutsche Bank, one of the worldwide leading financial institutions. Besli continues to participate in numerous domestic and international training programs on sales, marketing and corporate finance. The last program which he was participated in “Customer Focused Marketing Strategy” at London Business School.As a member of a high-level working group, jointly established by the Centre for European Policy Studies (CEPS) and the European Institute of the Mediterranean (IEMED), Mr. Besli took actively part in the meetings in Barcelona and Brussels where the working group examined practical avenues to improve access by micro, small and medium-sized enterprises (MSMEs) to financing in the region.Mr. Besli is a member of The World Future Society(WFS), TUSIAD, Chatham House and many other social organizations.

Nihan Tarmur has experience more than 20 years on project financing, foreign trade and cash management. Tarmur joined Besfin as the Corporate Finance Director in 2016. She started her banking career with Yapı ve Kredi Bank MT program in 1994. Until 2003, she continued to work as Branch Manager in the headquarter and Esentepe Corporate Branches. Between 2004 and 2007, she worked as a branch manager under Commercial Banking Management and between 2007 and 2010 as Corporate Banking Sales and Credit Support Director. After 2010, she was involved in a joint project on Structured Trade and Export Finance related with Unicredit Group Banks. She lastly served as the Corporate Sales Director for the Unicredit Group. Between 2012 and 2016, Tarmur worked as Head of Sales and Credit Support Unit/Group Manager in Corporate/Commercial Banking at ABank.Nihan Tarmur graduated from Boğaziçi University, Department of Chemistry in 1994 and graduated from Marmara University Institute of Social Sciences, Master of Accountancy Finance program between 2007 and 2009 and completed the Business Certificate Program of Georgetown University between 2003-2004.

Besfin Finansal Hizmetler ve Danışmanlık

Pınar Elif YaktıyolAnalyst

Simay DutAnalyst

[email protected] [email protected]

Our Team

8

Selen Uruk GüngörAssociate

[email protected]

Çağrı Kaan YıldızAnalyst

[email protected]

Selen Uruk Güngör joined Besfin in 2015 and his primary industry experience covers logisticsn and textile. Selen serves in Besfin focusing on project financing, financial modelling, valuation, analysis, research, and M&A. Her career started at Agis Zorgverzekeringen . After, she worked at n11.com. She graduated from Middle Mimar Sinan Fine Arts University with a Bachelor of Science degree in Mathematics. She also completed Anadolu University, Economics programme. She started Finance master programme in Istanbul University in 2014.

Pınar Yaktıyol joined Besfin in 2018 and her primary industry experience is energy. Pınar serves in Besfin focusing on financial modelling, analysis, research. Her finance career started at Mazars. After she worked at Orka Holding, Sanko Holding and Ahlatcı Securities. Prior to joining Besfin, she supported the M&A transactions of PwC Advisory. She graduated from Istanbul University with a Bachelor of Business Administration and Management.

Simay Dut joined Besfin in 2018 and her primary industry experience covers especially energy industry. Simay serves in Besfin focusing on project finance, M&A, financial modelling, valuation and financial analysis. Her finance career started at Whyndham Grand. After, she supported the Audit Department of PwC and the Department of Corporate & Institutional Banking of TEB. She graduated from St. Georg’s Austrian High School with Matura Certificate and from Vienna University of Economics and Business with a Bachelor’s degree in Business Administration.

Besfin Finansal Hizmetler ve Danışmanlık

Our Team

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[email protected]

Nisan KülahçıAnalyst

Yiğit Can AylaAnalyst

[email protected]

Nisan Külahçı joined Besfin in 2018 and her primary industry experience covers especially construction and building construction materials industry. Nisan serves in Besfin focusing on project finance, M&A, financial modelling, valuation and financial analysis. Her finance career started at Garanti Bank. After, she supported the Loan Product Group at Rabobank and the Tax Department of E&Y. She graduated from İzmir American High School (ACI) and from Koç University with a Bachelor’s degree in Economics and with a double major of Business Administration.

Yigit Can Ayla joined Besfin in 2019. He serves in Besfin focusing on project finance, M&A, financial modelling, valuation and financial analysis. His finance career started at Akbank then he supported Audit unit in Ernst&Young Turkey and worked at Orion Capital Partners as M&A analyst. He graduated from Istanbul Sainte Pulchérie French High School, SabancıUniversity with a bachelor’s degree in Management with finance minor.

Yusuf İnanç ÇemberAnalyst

Yusuf İnanç Çember joined Besfin in 2019. He serves in Besfin focusing on project finance, M&A, financial modelling, valuation and financial analysis. His primary industry experience covers retail sector.İnanç serves in Besfinfocusing on financial modelling, valuation, analysis, research, and M&A. His finance career started at PwC. He graduated from Atatürk High School of Science in Istanbul and from Middle East Technical University with a B.Scdegree in Business Administration.

[email protected]

Törehan Çağrı KaraAnalyst

Törehan Çağrı Kara joined Besfin in 2019. He serves in Besfinfocusing on project finance, M&A, financial modelling, valuation and financial analysis. His primary industry experience covers automotivesector. Törehan serves in Besfin focusing on financial modelling, valuation, analysis, research, and M&A. His finance career started at Fina Energy. Afterwards, he worked at TEPAV and Çimsa. He graduated from Robert College and from Middle East Technical University with a B.Sc degree in Economics.

[email protected]

Besfin Finansal Hizmetler ve Danışmanlık

Our Team

10

Deniz BesliAnalyst

Deniz Besli joined Besfin in 2016. Deniz serves in Besfin focusing on financialanalysis, financial modelling, M&A and research. She supported the TransactionsAdvisory Services of E&Y and Valuation of M&A transactions of PwC Advisory. She graduated from Istanbul Technical University and State University Of New York at Economics .

[email protected]

Besfin Financial Services and Consultancy Co.

Tel: +90 212 609 83 50

Faks: +90 212 609 83 49

Eclipse Business Maslak

Akasya Sokak C Blok No:13

Sarıyer/İstanbul

www.besfin.com

Business Finance

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©2019 Besfin Financial Services and Consultancy Co.