About Besfin. Financial Advisory

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1 Business Finance 1

2 About Besfin Besfin is a corporate finance advisory firm specialized in Financial Advisory, Project Finance and M&A Advisory projects with a unique and innovative approach. Established in 2011 by Ferda Besli, Besfin provides advisory services to its broad customer base from a wide range of industries. We aim to help our esteemed clients improve their company s financial structure, stability and success in alliance with our Corporate Finance advisory services. Guided by the goals of our customers and developed by our experienced team, we develop and execute strategic financial plans in order to provide financial stability, strength, value creation and growth for our clients. Financial Advisory 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. Project Finance 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. M&A Advisory 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. 2

3 Financial Advisory Besfin's main principle is to provide high quality financial consulting services to its corporate clients. It helps its clients determine and implement their strategic, operational and financial objectives to meet their strategic goals, ideal financing terms of the investments, financial flexibility and power, and readiness for the changes that may occur in the economy. Besfin leads its clients in the efficient use of detailed budget and pro-forma financial statements and company resources. We provide services to many companies operating in different sectors on the following issues. Financial Check-Up Financial Management, Planning and Loans Financial Restructuring 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 Determination of potential problems or opportunities by conducting financial and operational analysis of companies 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 Preparation of budget, pro-forma cash flow, balance sheet and income statement and determination of key financial ratios 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 actionsmethods, 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 3

4 Project Finance Advisory In the context of investment projects analysis and financial modelling, at Besfin we examine and analyze investment projects of our clients for various scenarios, assess the financial risks that may the client encounter at various stages of the project and work on the many solutions to prevent these risks. The financial infrastructure of the Project is analyzed in a systematic way and then the results of the analysis is formatted and shared with the clients so that it can be presented to the financial institutions and potential investors. Project finance advisory comprises of 3 main stages stated below; Stage I Stage II Stage III I. Financial modelling of the investment for different scenarios I. Setting up the amount, maturity, payment maturity and guarantee structure of the investment I. Specifying the optimal credit institutions for the IM document and investment details to be shared II. Assessment of optimal financing structure for the project II. Preparing Information Memorandum (in Turkish and English) for creditor institutions II. Managing the financing process comprise of term sheets assessment and other stages by encouraging competition among credit institutions Sectoral Breakdown of Projects and Finance Amounts (mn USD) Sector Year Investment Project Finance Amount (mn USD) Amount (mn USD) Stage Real Estate Closed M&A Financing Closed Tourism Closed Real Estate Closed M&A Financing Closed Energy Closed Tourism Closed Real Estate Closed Tourism Closed Energy Closed Industry Closed Industry Closed Energy Ongoing Energy Ongoing Real Estate Ongoing Infrastructure Ongoing 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) 4

5 Mergers and Acquisitions (M&A) Advisory We provide strategic solutions to our clients demands with our customized approach, close relationships with our customers and broad network in the following segments: transaction advisory, valuation and strategic due diligence. We provide M&A advisory services with our customer-oriented approach to our business partners in transaction preparation, execution and post integration considerations; tailored solutions by our dynamic and experienced team; strategy and long-term business planning solutions. Transaction Advisory I. Strategic planning and drafting of marketing documents in order to initiate the process. II. Identifying and contacting potential investors/targets, preparation and assessment of non-binding offers during the marketing and negotiation stage. III. Professional advisory services during the due diligence process IV. Final negotiations and SPA preparation/finalization, transaction closing Besfin provides advisory services to MidMarket clients with a customer oriented approach, experienced team and strong business network. Valuation Three of the most commonly used valuation methodologies in Corporate Finance are used by our experienced team: I. Discounted Cash Flow Analysis (DCF) II. Comparable Companies (Trading Multiples) Analysis III. Historical M&A (Transaction Comps) Analysis Selected Industry Profile Also, our team of experienced professionals can use other Corporate Finance valuation methodologies. Strategic Due Diligence We provide strategic solutions to our clients M&A related questions and demands. Our focus is on providing information on the M&A processes, inorganic growth opportunities for funding needs and long-term planning.

6 References 6

7 References 7

8 Our Team Ferda Besli CEO Ferda Besli is the founder and managing partner of Besfin. Mr. Besli, a graduate of the Faculty of Economics of Istanbul University, earned the title of inspector in He has served as an Internal Auditor and Branch Manager at Akbank T.A.Ş., 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 He also served as a member of the Preliminary and Asset-Liability Committees of the Bank. After his retirement in 2011, he established Besfin. When working at Akbank, Besli engaged in an internship at Deutsche Bank, one of the worldwide leading financial institutions. Also he was participated in Customer Focused Marketing Strategy at London Business School. 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. Having experience on project financing, strategic marketing, debt management and financial institution relations, Mr. Besli is a member of The World Future Society(WFS), Chatham House and many other social organizations. Nihan Tarmur Director nihan.tarmur@besfin.com 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 She started her banking career with Yapı ve Kredi Bank MT program in Until 2003, she continued to work in Corporate Banking Head Office and Esentepe Corporate Branch as unit director and portfolio manager. Between 2004 and 2007, she worked as a branch manager under Commercial Banking Management and between 2007 and 2010 as Corporate Banking Management Sales and Credit Support Director. After 2010, Yapı ve Kredi Bank A.Ş. has been involved in a number of projects in the area of Structured Trade and Export financing linked to Unicredit group Banks. In the last group, Unicredit Menkul Değerler A.Ş. she served as the Corporate Sales Director within the company. She also served as the Sales and Marketing Group Manager in Corporate / Commercial Banking management Between 2012 and 2016, ABank A.Ş. Tarmur joined Besfin as the Corporate Finance Director in 2016 and is also a specialist in project financing, foreign trade and cash management. Yıldız Berney Manager Yıldız Berney started her banking career in 1988 at Yapı ve Kredi Bank. After Interbank, she served as branch manager at Körfezbank, Kentbank and TEB. Since 2004, she served as a branch manager at 5 different branches of Akbank İzmir, which 4 of them are commercial branches. Anıl Birinci Associate Anıl Birinci graduated from Middle East Technical University with a Bachelor of Science degree in Economics. He joined Besfin in July 2015 and is currently working as a Corporate Finance. Yıldız Berney graduated from the Department of Business Administration of 9 Eylül University and completed her master's degree in the same university and department. Throughout her banking career, she directed an average of over 600 customer portfolios as branch manager. In 2011, Akbank AOSB Branch won the most successful branch award as the Commercial Branch Manager. In addition, in 2012 with the Izmir Commercial Branch won the best commercial branch award in the field of customer satisfaction. Yıldız Berney joined Besfin in October His finance career started at Deloitte, İstanbul as Intern Auditor in July In August 2013, worked as Intern Advisor in EY Advisory department. During his university education, Anıl participated several training program such as Capital Market Board Trainee, PwC Business Class Junior Program, EY Young Tax Professional of The Year. Anıl serves for Besfin focusing on financial modelling, valuation, analysis, research, and M&A. yildiz.berney@besfin.com anil.birinci@besfin.com 8

9 Our Team Selen Uruk Güngör Selen Uruk Güngör who joined Besfin in June 2015, graduated from Mimar Sinan Fine Arts University, Department of Mathematics in She also completed Anadolu University, Economics programme. In 2014, she started Finance master programme in Istanbul University. Selen worked at Agis Zorgverzekeringen as an intern in And after graduation she participated in n11.com as an E-commerce intern. She serves for Besfin focusing on financial modelling, valuation, analysis, research, and M&A. Ali Enver Arslan Ali Enver Arslan graduated from Middle East Technical University, Department of Economics in During his university education, Ali did an internship in Turkish Airlines in August In the same year, he did another internship at Halk Bank on SME Loans. In August 2013, Ali joined the Organic Agriculture Cluster Project at United Nations Development Programme (UNDP) as an intern. Ali also gained experience in public relations field for a brief period. He serves for Besfin focusing on financial modelling, valuation, analysis, research, and M&A. Derya Tören Derya Tören graduated from Galatasaray University with a Bachelor of Science degree in Mathematics. She joined Besfin in 2016 and is currently working as a Corporate Finance. Her finance career started at Garanti Bank, İstanbul as intern in June In May 2014, worked as intern in Doğan Online Finance department. She continued as a finance intern at Estee Lauder in And she did intership at Michelin Network Sales Department..After graduation she participated in Zorlu Property Group as a Marketing Assistant Specialist. Suzan Bekçi Suzan Bekci graduated from Bogazici University with a Bachelors degree in Business Administration in She worked for Citi Turkey as credit analyst from 2012 to She later got her masters degree in Finance&Accounting from London School of Economics with Merit Degree in Suzan joined Besfin in September 2016 and is currently working as a Corporate Finance. Derya serves for Besfin focusing on financial modelling, valuation, analysis, research, and M&A. derya.tören@besfin.com suzan.bekci@besfin.com 9

10 Our Team Deniz Besli Deniz Besli is a graduate of Istanbul Technical University and State University of New York. Çağrı Kaan Yıldız Çağrı Kaan Yıldız graduated from Bogazici University with a bachelors degree in Business Administration in Deniz Besli, who made her first step in the field of finance in Ernst & Young Corporate Finance Services, participated in many training and seminars such as Global Economic Prospects and Islamic Finance Conference within the World Bank. After starting his finance career as an intern in central branch of Finansbank in 2015, he also worked as an intern in finance department of Eczacibasi, and completed audit internship in PwC. Joining Besfin in 2016, Deniz Besli continues to work on financial analysis and financial modeling. Kaan has been working as a corporate finance analyst since he joined Besfin in deniz.besli@besfin.com kaan.yildiz@besfin.com Doruk Çanga Doruk Çanga who joined Besfin in 2017, graduated from Galatasaray High School in 2012 and from Boğaziçi University with Bachelor of Arts degree in Management in He worked as Part-Time Pricing in Asset and Liability Management and Treasury Department of Turkish Economy Bank in In 2016, after working in PwC as Transaction Services Intern in August, worked as Sales Development Long Term Intern in Çelik Motor. Doruk is currently working as a Corporate Finance. doruk.canga@besfin.com 10

11 Business Finance Besfin Financial Services and Consultancy Co. Tel: Faks: Eclipse Business C Blok No:13 Maslak Mh. Akasya Sk. Sarıyer, İstanbul This presentation has been specially prepared by Besfin. The content of the presentation can not be copied and published beyond Besfin's permission. The views and comments covered by the presentation are generally accepted theoretical approaches and their implementation depends on the circumstances. Besfin and its employees can not be hold responsible for any damages arising from direct use of the content of the presentation Besfin Financial Services and Consultancy Co.

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