OUR SERVICES

Why Go Public

It is one certain way to improve your company’s opportunities for success. A public offering of your company’s shares will both provide funds to promote growth by way of acquisition and internal expansion and liquidity to your investment in the company. More
superior advantages of IPO over private debt borrowing and equity loan financing are:

• Larger amounts of capital can generally be made available from substantial local and in some cases, foreign public capital.
• The resulting improved equity position of your company, if the need arises, may enable you to obtain debt financing (loans) more easily and on better terms.
• A higher calibre of employee can be attracted to the company and retained through the use of stock options.
• Once your company is listed for trading on a local or foreign stock exchange, shareholders will have a ready market for their shares.
• Additional shares can be issued later to increase available capital further.
• Business will improve due to the enhance prestige the company gets from publicity through an IPO and the eventual public listing on local or foreign exchange or both.
• There are psychological benefits (corporate vitality) for your employees at a time, which is looked upon as a milestone in the growth of your company.
• The shares of the company may be distributed across a wider geographical base where you might not otherwise have had an exposure.

How can We help you go public

Our financing teams posses’ unparallel experience in the preparation, structuring and processing of IPO transactions involving both existing and established and Greenfield (start-ups or new) companies. When preparing your company to go public, we will expertly structure and guide the whole process through our three crucial stages:

1. Conduction Due Diligence and preparation of Preliminary Financial Plan
2. Preparation of Final Pre-Bidding Documents
3. Hold and Manage “the CONTEST“* for underwriting (placement) the Issue between Investment Banks and Underwriters.

We also provide a variety of individual pre-listing services and participate by providing other corporate and business tasks including:

• Preparation of Preliminary and Advanced Business Plan
  
• Preparation of Preliminary and Advanced Financial Plan
  
• Preparation of Information Memorandum
  
• Preparation of Circulars and Prospectuses
  
• Arrange Distribution & Placement - by CONTEST*
  
• Online Roadshows and Promotion of Issues

* Experience proves that the Contest process is the most cost-efficient method available substantially reducing the structuring costs of an IPO and competitively determining fees and commissions of underwriters.

Why Fundmore and Not Merrill Lynch

In the Emerging Markets, almost all enterprises and companies are categorized as small by western standards. In most of these countries, the greatest majority of companies, both listed and unlisted on a local stock exchange are family owned with a capitalization value of $15 million and less. These companies usually do not meet the ‘minimum transaction volume’ necessary to justify the involvement of Merrill Lynch or most other international investment banks. Our services are not constrained by transaction volumes. We will consider providing IPO services to companies with $1,000,000 capitalization and over.

GDR (Global Depository Receipts)

GDR and ADR (American Depository Receipts) services involving listed companies of the Emerging Markets will include:

• Focused due diligence on company structure and management
  
• Preparation of the required shares to the Deposit
  
• Arranging for Depository Bank/Agent and delivery of Shares

M&A (Mergers & Acquisitions)

Provide analysis of a Business Unit’s (BU) operations, management, products, customers and markets, and determination of the most effective strategies and alternatives to assist a

BU reach its objectives. These services will include:

• Structure and assist the realization of strategic partnership including Start-Ups
  
• Structure and assist in purchase and sale of companies/business units
  
• Structure and assist the spin-off of companies in part or in whole
  
• Assist in the divestitures of companies/business in part or in whole
  
• Assist in the recapitalizations of companies
  
• Assist in the realization of co-investment and management/ leverage Buy-Outs
  
• Develop strategies to maximize efficiency, profits and shareholders’ value
  
• Supervise the implementation of shareholders’ rights
  
• Supervise Charter amendments and other corporate governance provisions
  
• Plan marketing strategies, Corporate Restructuring and Rehabilitation
  

Other Merchant Banking Services

Strategic plans and reviews, producing business plans, providing consultative studies and performing high quality due diligence. These services are essential merchant banking activities and will be provided on a ‘stand-alone’ basis or in conjunction with other merchant banking services. These services will also focus on assisting the establishment and consolidation of local cottage industries that will include:

• Agro-industry
  
• Forestry and wood processing
  
• Retailing
  
• Food production
  
• Consumer goods
  
• Services
  
• Distribution
  
• Import & export
  
• Printing
  
• Small assembly plants & packaging
  
• Small manufacturing
  
• Other cottage industries

Our merchant banking services will include:

• Preparation of Business Plans and advise on strategy
  
• Preparation of conventional financing structures and plans
  
• Preparation of unconventional financing structures and plans
  
• Prepare the company to qualify for foreign aid and export credit financing

   

Syndication

Will act as principal (arranger) in syndicating a number of finance products and facilities which will include:

• Syndicating corporate credit facilities
  
• Syndicating corporate loan facilities
  
• Syndicating project (debit) loan facilities
  
• Syndicating project (equity) loan facilities

The Auction Room

Services to be conducted in “The Auction Room” will include daily or weekly auctions of financial instruments and products. The timing and range of financial products will be participant driven between B2B and B2C trading and will include:

• Currency swap transactions for project financing
  
• Blocked currency
  
• Discounting & Forfaiting of Receivables
  
• Discounting Standby (L\Cs) Letters of Credit
  
• Tendering Bid Bond , Performance and other accessory Bond Guarantees
  
• Funding of Trade (Export) Indemnity Guarantees
  
• Funding Cross-border Leasing

Private Placement

Tapping local capital pools, banks and financial markets including fund managers making medium and long-term investments in these markets. Fundmore will also be involved in the traditional private placement practices, directly related to the promotion of its other merchant banking activities which will include::

• Equity Financing
  
• Debt Financing

BOT Projects Financing

For the Emerging Markets BOT, BOO and BOOT are the most attractive financing model because of the inherent “No recourse“ or “limited recourse” features, which are of special importance to the economies of the Emerging Markets requiring large capital to develop essential infrastructure projects without increasing their national debit burden. We plan to depart from the present practice of depending on multinational utilities and other sponsors of BOT type projects by creating the right conditions for the participation of equity investors and fund managers. We will initially be involved in the following
Projects:

• Power Generation
  
• Oil & Gas
  
• Mining & Natural Resources
  
• Ports & Airports
  
• Bridges and Highways

Project Finance & Financial Engineering

Project Financing services are essential to the process of rationalization of project development opportunities in the Emerging Markets. Financial engineering services and structured financing solutions are pivotal to the attraction and realization of development projects in the Emerging Markets. We plan to introduce a number of innovative solutions and credit enhancement instruments to support the credit standing of projects. These projects will include:

• Pre-export Project Financing
  
• Assets-backed Project Financing
  
• Assets-based Project Financing
  
• Commodity-linked Project Financing

Finance Tutorial Support Services

The Merchant Bank Portal, described in detail below, will operate and manage a comprehensive finance tutorial support service. This service is intended to focus upon assisting banks and financial institutions in the Emerging Markets to upgrade their financial knowledge and techniques, improve banking services and allow them to transition into the global industry. These services will include:

• Cash-flow Modelling for Securitisation and Bond Issues
  
• Financial Analysis and Forecasting
  
• Corporate Valuation and Modelling
  
• Financial Market Mathematics
  
• Advanced Business Analysis
  
• Equity Evaluation Techniques
  
• Treasury Products
  
• Yield Curve Analysis and Alternative returns
  
• Measures/ Pricing Methodologies
  
• Arbitrage Relationships/ Swaps/ Bond Trading/ Assets Backed Securities

Advertising & Sale

These services will be provided to more than 85 countries where Fundmore will have “real-life” business representatives. FundmoreMerchantBank will sponsor a special “Sales Program” of pre-prepared online, language and country relevant, legal and financial instruments and products. such as :

• Legal Forms - wills, commercial leases, deeds, corporate forms etc.
  
• Financial Reports, Business Books, C-ROM presentations etc.