taconic capital group

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INTRODUCTION TO:

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June 2012

Company Introduction

! Taconic Capital Group Limited (TCG) is a leading boutique merchant bank in China, providing

asset management and financial advisory services to enterprises, business owners,

institutional investors and private investors. Our asset management businesses include a

Growth Capital fund and a Buyout fund. Our financial advisory services include equity private

placement, debt private placement, mergers & acquisitions, and other corporate services.

! Headquartered in Hong Kong, TCG was originally established in 2003. In 2005, UniCredit

Banking Group, the leading European bank headquartered in Milan Italy, acquired 51% of

Taconic Capital’s financial advisory business to form a joint venture – UniCredit China Capital

Limited (UCC). As UniCredit Banking Group’s investment banking arm in China under Mr.

Zhang’s leadership, UCC quickly became a leader in the Chinese market and a preferred

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Zhang’s leadership, UCC quickly became a leader in the Chinese market and a preferred

financial advisor to Chinese small & medium-size enterprises by successfully executing some

high profile private placement deals including AutoNavi (The Deal of the Year 2006 by

Zero2IPO and Forbes, listed in NYSE 2010), Anton Oil (listed in HKSE 2007), PPLive, BitAuto

(listed in NYSE 2010 ) and Hybio (listed in Shenzhen 2011). UCC was acquired and

restructured in 2011 to become fully owned subsidiary of Taconic Capital.

! TCG partners and senior advisors are among the most experienced bankers and managers in

China with previous senior positions in leading financial institutions including J.P. Morgan,

Merrill Lynch, Goldman Sachs, CICC, and United Securities.

! Total value of transactions by TCG partners has exceeded US$10 billion, covering industries in

consumer products, renewable energy, technology, telecom, equipments, healthcare and oil

field services.

Value Creation

We create value for clients by contributing our professional skills, experiences and innovation, through financial engineering, strategic consultation, deal initiation and execution, and asset management

Integrity

Be open and honest to clients. Treating all people right and with respect. We respect agreements written or oral, and act strictly within rules, regulations, policies and social responsibilities

Corporate Value

TACONIC CAPITAL

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Accountability

Our clients’ interests are the only thing that moves us to act, and we act with highest standards, optimum efficiency, innovation and result. We stay away from conflicts of interest, and can recommend the most suitable solutions at all time

Create long term return to corporate partners

Partnership

We focus on clients' long term interests and value creation. We treat clients as long term partners, and seek to become their “Adviser of the house” by providing continuous and comprehensive financial advice and solutions to aid their growth

Why TCG

Preeminent

Management

Team

! Top tier investment banking experiences

! Expertise in both overseas and domestic market

! Industrial thought leader and pioneer

Proven

Execution

Capability

! Multitudinous successful executions

! Tailored solutions to clients’ need and specific situation

! High service standard and quality work

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Client

Focus

! Senior partners devote and dedicate to each deal

! Building long term relationship

! Prioritizing client interest and high value-added services

Global & Local

Network

! Wide network of business leaders

! Long history of working with investors and advisors

! Frequent communication with regulators and government agencies

Services

Client Advisory Services

Corporate seeking financing

" Exclusive financial adviser in private equity placement, debt placement, mezzanine financing and bridge Loan financing

" LBO financing, deal structuring, valuation

PE/VC seeking investments

" Deal brokerage" Financial and business due diligence" Buy-side advisory

Corporate selling assets or " Exclusive sell-side advisory

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Corporate selling assets or businesses

" Exclusive sell-side advisory" Fairness opinions

Corporate seeking acquisitions

" Exclusive buy-side advisory" Advising in MBO/LBO

Pre-IPO Corporate" Independent financial advisory" Restructuring and Pre-IPO placements

Corporate & family office" Asset management, Investment strategy, tax & accounting

Services, etc

Industrial Focus

Healthcare

! Drug manufacturing! Pharmacy & Distribution! Medical devices! Medical consumptions! Nutrition! Hospital and clinics

Energy & Environment

! Energy! Renewable! Energy saving! Waste treatments! Water treatments! Environment monitoring

Consumer Products

! Food & Beverage! Retails & Restaurants! Education! Home appliance &

Furniture! Other consumer brands

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! !"#$%%&'(&! )*+*,-./,&(01$.$+2! 3&4/5&6*-! 71,&..*+&1,/828,&%8! 9*'&.&88/:;<! <$=,4-'&/-16/7>/8&'?*(&8

Transportation

! Transportation services! Distribution and logistics! Automobile and parts! Other moving equipments

Equipments & Materials

! Machinery equipments! Chemicals! Medals! New materials

Selected Clients

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Selected Transactions

Sell-side Advisor

2011

100% acquisition by

China ITS

Holdings

Exclusive Advisor

2011

RMB10,000,000

Series A Convertible

Preferred Shares

Exclusive Advisor

2011

RMB18,500,000

Series A Convertible

Preferred Shares

Sell-side Advisor

2012

70% acquisition by

China ITS

Holdings

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Exclusive Advisor

2007

Strategic

Investment

By AutoNavi

Exclusive Advisor

2007

RMB47,450,000Series A Convertible

Preferred Shares

002286.SZ

Exclusive Advisor

2007

US$12,000,000

Series B Convertible

Preferred Shares

Exclusive Advisor

2009

002011.!

RMB20,520,000Directional

Add-Issuance

2011 2011 20112012

Selected Transactions

Exclusive Advisor

2006

US$10,000,000

Series B Convertible

Preferred Shares

(BITA.NYSE)

Exclusive Advisor

2007

US$30,000,000Series A Convertible

Preferred Shares

300199.SZ

Exclusive Advisor

2007

US$30,000,000Series A Convertible

Preferred Shares

Exclusive Advisor

2007

US$14,000,000Series A Convertible

Preferred Shares

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Exclusive Advisor

2006

US$40,000,000

Series A Convertible

Preferred Shares

(AMAP.NSDQ)

2006

Exclusive Advisor

2006

600550.SH

RMB17,600,000Directional

Add-Issuance

2007 2007 2007

Exclusive Advisor

2005

US$35,000,000

Series A Convertible

Preferred Shares

(3337.HK)

Sell-side Advisor

2005

Sale of FA business

to UniCredit

Banking Group

Selected Investments

Direct Invest

2008

Cornerstone

Investment

01812.HK

Direct Invest

2009

US$25,000,000Convertible Notes

02468.HK

Direct Invest

2009

Equity Investment

300049.SZ

Direct Invest

2011

RMB200,000,000

Equity Investment

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2008

Direct Invest

2007

US$70,000,000

Equity Investment

Direct Invest

2007

US$75,000,000

Convertible Notes

CHDX.NSDQ

Direct invest

2008

US$12,000,000

Convertible

Preferred Shares

Direct Invest

2008

Pacific King

US$50,000,000

Secured

Convertible Notes

!"#$

2009 20092011

Other Transactions

Other additional transactions includes@

! Advising China Telecom (00728.HK CHA.NYSE) in its US$1,400,000,000 dual listing in HK and US

! Advising Jinxi Steel (00581.HK) in its HK$1,925,000,000 listing in HK

! Advising North China Pharmaceutical GroupA600812.SHBin its restructuring and strategic equity placement

! Advising China Reinsurance Group in their restructuring and strategic equity placement

! Advising Merrill Lynch in their sale of 40% stake in Tianrun Crankshaft to ThyssenCrupp

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! Advising Merrill Lynch in their sale of 40% stake in Tianrun Crankshaft to ThyssenCrupp

! Advising Carraro of Italy in their acquisition of Chinese axle maker

! Advising Pioneer Investment in its acquisition of Chinese asset management company

! Advising Poltrona Frau Group in its entry to Chinese furniture market

! Advising Teknova in its acquisition of Kontron, France

! Executing CNBM’s acquisition of 60 cement businesses with total transaction value over RMB7,000,000,000

International Reach

! Over the last 20 years Taconic bankers have successfully completed acquisitions, public and private debt and equity placements and joint ventures, with transaction values ranging from $10 million to $40 billion, across the most sophisticated financial markets

! Having worked in Hong Kong, Mainland China, Continental and Eastern Europe and the United States and thanks to its network of international partners, Taconic can offer its clients highly professional advisory service on a global basis

! Currently, Taconic has established working relationships with partners in the following countries:

– Germany

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– Germany

– Sweden

– Spain and Portugal

– Italy

– Poland

– Romania

– Canada