SSIC

CMG

SINO-SWISS INVESTMENT CORPORATION

Private & Confidential

SSIC

Table of Contents

1. 2. 3. 4. 5.

Company Overview Transaction Process Universe of Investors Typical Client Profile Industry Expertise

Private & Confidential

SSIC
Company Overview
SSIC is a principal investment and financial advisory firm with operations in greater China and worldwide SSIC makes principal investments in companies with robust business models, strong growth prospects and exceptional management teams SSIC uses a variety financing techniques as part of its investment strategy and is therefore not limited in terms of sector, type of transaction or deal size In cases where SSIC decides not to make a principal investment, but nevertheless believes the company represents an attractive investment proposition, SSIC may enter into an advisory relationship with the company As part of its advisory business SSIC is focused on assisting companies with raising capital and stock market listings SSIC works with a wide range of principal investors, investment banks and institutional brokers worldwide to provide equity, debt and mezzanine financing to suit its clients needs SSIC also advises companies with respect to listings on stock markets in mainland China, Hong Kong, London and New York

Private & Confidential

SSIC
Transaction Process
For an advisory assignment the transaction typically follows the sequence as set out below Time to closing depends on the nature of the transaction but generally takes a minimum of 3 months from start to finish

1
Preliminary due diligence and industry analysis. Review of financial information. Formulation of transaction strategy and execution of engagement letter.

2
More detailed due diligence and industry analysis. Preparation of financial projections and financial analysis. Valuation and IRR analysis. Formulation of appropriate transaction structure, including investment instruments, capital structure, restructuring, regulatory, legal and tax issues etc.

3
Preparation of investor materials, including an executive summary of the investment opportunity and a more detailed investment memorandum.

4
Implementation of road show targeting preselected investors and potentially additional specialized investment firms. In each case an initial approach is made to the counterparty and in the case of serious interest further discussions are held with respect to due diligence, valuation and transaction structure.

5
Via the road show process expressions if interest and/or letters of intent are sought from seriously interested parties, setting out the proposed mode of cooperation between the parties. These offers are then reviewed by company management together with SSIC and a strategy is devised for engaging with each interested party. In many cases discussions are held concurrently with multiple parties with a view to providing the company with a range of potential transaction alternatives.

6
Agreement in principal with respect to the general mode of cooperation is generally followed by more detailed due diligence, negotiation and in certain cases restructuring. For example, in the case of an IPO of a Chinese company on an overseas stock exchange it is often necessary to transfer ownership of the Chinese entity to a foreign listing vehicle jointly owned by the original owners of the Chinese entity and any new investors.

Private & Confidential

SSIC

Universe of Investors

Shanghai Toronto
TSX Key source of financing for the mining sector

Deutsche Boerse London

AIM PLUS

New York
NYSE NASDAQ AMEX Many successful cases of Chinese companies listed on NASDAQ and AMEX Strong SPACS market Growing interest in China from institutional investors and family offices in the middle east

Shenzhen Hong Kong

HKX GEM

Key source of equity financing for Chinese mid cap companies is pre-IPO private equity investment followed by IPO

Private banking firms include both foreign funds and a growing number of RMB and Sinoforeign funds

Key Sources of Capital

Private equity Venture Capital Strategic Investors IPO Angel Investors Family Offices Cash Shells SPACS Debt + Mezzanine Providers

Private & Confidential

SSIC

Typical Client Profile

In the case of a principal investment SSIC is not restricted in terms of the size of the existing operating business or type of transaction Advisory assignments are considered on a case by case basis and SSIC is highly selective in determining its clients. Typical selection criteria are set out below:

- A minimum of RMB 30 million in net profit Scale - No restriction with respect to level of assets

- Clear opportunities for growth Growth Prospects - Concrete road map for growing the business

Competition

- High quality product - Defensible market position

Location

- No geographical restriction - Focus on Chinese & Asian companies

Industry

- No industry restriction - Focus on industries with favorable industry dynamics

- Entrepreneurial and experienced management team Management - Ability to interface effectively with institutional investors and ultimately meet public market requirements.

Private & Confidential

SSIC

Industry Expertise

SSIC partners have experience in a wide range of different industries, including the following:

Advertising Aerospace Agriculture Automotive Banking Beverages Business Services Construction Consumer Products

Education Energy and Utilities Entertainment Financial Services Food Gaming Government Healthcare Hotels

Industrial Manufacturing Insurance IT Leisure Media Metals and Mining Motion Pictures

Online Gaming Pharmaceuticals Real Estate Retail Security Products and Services Telecommunication Travel

Private & Confidential