SlideShare ist ein Scribd-Unternehmen logo
1 von 33
Downloaden Sie, um offline zu lesen
1
1. Strategic background
2. Project description
3. Asset based valuation
4. Economics
5. Risk analysis
6. Disclaimer
Appendices




                           2
Strategic background
Overview of the agricultural market in Ukraine (1/5)
Current situation                                                Yields and productivity rate of major cereal
  After the collapse of the Soviet Union, Ukrainian              crops in Ukraine, 1990-2007
                                                                 60000                                                                                                                                     4
  agriculture declined for a long time as a result of cuts in              3,51                                                                                                                     3,46
                                                                                                3,21                                                                                                       3,5
  state support and lack of investment incentives. According     50000
                                                                                         2,79                                                                            2,83
  to USDA estimates, the Ukrainian grain production                               2,65                 2,68                                           2,71 2,73                 2,6                        3
                                                                 40000                                        2,43          2,45                                                      2,41
  decreased by 50% over the period 1990 – 2000 and                                                                                 2,08 1,97                                                 2,18          2,5
                                                                                                                     1,96                      1,94
  fertilizer use fell by 85% during the same period              30000
                                                                                                                                                                  1,82
                                                                                                                                                                                                           2
  As a result, the Ukrainian Ministry of Agriculture developed                                                                                                                                             1,5
                                                                 20000
  the Countryside Development Program (CDP) in order to                                                                                                                                                    1
  rebuild agricultural sector, which according to EIU forecast   10000
                                                                                                                                                                                                           0,5
  will stand at 10% of the country’s GDP in 2009
                                                                      0                                                                                                                                    0
  The implementation of the CDP was expected to result in
  a 100% increase in farming exports and 60% increase in
  the total volume of agricultural production during the                                               Harvested,                                                 Yields,
  period from 2005 – 2015                                                                              tons                                                       ton/ha
                                                                 Source:   Ukrstat, 1990-2008




                                                                                                                                                                                               3
Strategic background
Overview of the agricultural market in Ukraine (2/5)
Advantages and disadvantages of agriculture in                Crop harvesting in Ukraine by major plant
Ukraine                                                       families, 2008
                                                                                           Vegitables
  Apart from convenient geographical location, mild climate                                 7 965,10
  and on-going economic development, the Ukrainian                                             8%
  agricultural sector has the following key comparative
  advantages:
                                                                                        Potatoes
  − soil quality                                                                        19 545,40
                                                                                           19%
  − availability of vast areas of arable land
                                                                                                        Cereals &
  − potential for low cost farming
                                                                                                         legumes
                                                                          Sunflower                     53 290,10
  − prospects of productivity improvement                                  6 526,20                        53%
                                                                              7%
  Currently, the major weaknesses attributable to the
  agricultural industry in the Ukraine are:
                                                                                    Sugar beets
  − low crop productivity                                                            13 437,70
                                                                                        13%
  − lack of proper inputs such as chemicals and machinery     Source:   Ukrstat, 2008

  − existing infrastructure
  − lack of experience in profitable farm management
  − insufficient legislative support in development and
    implementation of state policies and regulations
  − absence of land reform
  − lack of rural financing

                                                                                                                    4
Strategic background
Overview of the agricultural market in Ukraine (3/5)
Soil quality                                                      Humus content in soils by districts of agricultural
  Ukraine owns wide areas of chernozem, a black coloured          area of Ukraine
  soil, characterised by exceptional fertility. According to US
  Department of Agriculture, about one-third of the world’s
  supply of chernozem is located in Ukraine
  Chernozem contains a high percentage of humus, an
  organic material essential to the fertility of soils, which
  grants a comparative advantage in crop production
  A humus layer of the soils in Ukraine varies in depth from
  15 cm to 150 cm and sometimes more, which is one of the
  highest indicators in the world, according to Food and
  Agriculture Organisation of the United Nations
  The high content of humus in the soil produces above                        Humus content (%)
                                                                              1.3% - 2.1% (low)
  average agricultural yields as it:                                          2.1% - 2.9% (average)

  − provides micro-organisms necessary for healthy level of                   2.9% - 3.7% (increased)
                                                                              3.7% - 4.9% (high)
    soil life
                                                                    Source:     Ministry of Agrarian Policy of Ukraine
  − allows to preserve nutrients vital for plant growth
  − absorbs moisture up to 80%-90% of its
    weight, protecting the soil from drought conditions
  − grants greater aeration of the soil




                                                                                                                         5
Strategic background
Overview of the agricultural market in Ukraine (4/5)
Existing infrastructure                                         Availability of vast areas of arable land
  The Ukraine possesses a developed transportation                It should be noted that based on Dragon Capital Report
  network including rail, road and inland / sea waterways for     there are 42.9 million ha of agricultural land (71% of total
  the movement of crops within the country                        land area) in Ukraine
  Ukrainian port facilities include 17 seaports equipped to       With a high supply of available land, domestic agricultural
  handle grain with storage capacity for 1.2 million tons and     companies have the opportunity to consolidate their land
  with a throughput capacity of about 16 million                  holdings compared to those in EU countries. According to
  tons, according to AAFC market research                         Eurostat, the average agricultural company in the EU
  Most large arable farms have access to storage facilities       owned 20.7 ha. of land in 2005. According to
                                                                  DerzhZovnishInform, a Ukrainian analytical agency, the
                                                                  average Ukrainian agricultural company operated 72 ha. in
  Please also refer to Appendix 5 for precipitation and           2005, resulting in a larger base for the distribution of fixed
  average temperature maps                                        costs
                                                                  Recent developments indicate that a number of private
                                                                  companies tend to lease smaller farms in close to form
                                                                  large-scale agricultural production units operating on a
                                                                  scale of 30,000 to more than 200,000 ha. each




                                                                                                                          6
Strategic background
Overview of the agricultural market in Ukraine (5/5)
Potential for low cost farming                                  Prospects of productivity improvement
  Major local factors indicating opportunities for low cost       We draw your attention to the fact that as a result of lower
  harvesting in the Ukraine are:                                  level of fertilization treatment of land, machinery utilisation
  − the average rental cost for agricultural land was around
                                                                  and lack of experienced farm managers; current
    UAH300 - 400 per ha. in 2009                                  productivity in the Ukraine is below the level of the
                                                                  EU, regardless of the availability of rich soil and favourable
  − Ukraine has the cheapest labor among its competitors          climatic conditions
  − chernozem soil requires less mineral fertilizers and          According to Eurostat, during the last three years
    lower refinement                                              Ukrainian farmers, engaged in harvesting arable crops and
  According to analytical agency AAA, the average                 vegetables, achieved productivity level of 2.6 tons per
  production cost of wheat in Ukraine was in the range            ha, which is much lower than in the EU (average of 5.9
  USD75-110 per ton in 2007. For comparison, production           tons per ha.)
  cost of wheat in the UK and the USA averaged USD160             On the other hand, large private Ukrainian enterprises
  per ton in 2006, according to Scottish Agricultural College     have begun to apply modern fertilization and chemical
                                                                  spray protection as well as investing in machinery in order
                                                                  to improve harvesting yields




                                                                                                                           7
1. Strategic background
2. Project description
3. Asset based valuation
4. Economics
5. Risk analysis
6. Disclaimer
Appendices




                           8
Project description
Description of the Company
Target Farm Holding Profile
  Kniazi Lani LLC (hereafter referred to as FH, the
  “Company” or the “Farm”) currently operates three
  locations with the total land bank circa 26 th. ha. Two
  locations in Lviv and one in Zhytomir region
  The Company owns two elevators (storage capacity: 30
  and 40 th. tons) and has an opportunity to acquire a small
  elevator (storage capacity: 5 th. tons) in Zhitomir to
  support local production for circa USD150 thousand. The
  Farm also has additional opportunities to acquire extra 10
  th. ha. of farm land in Ivano-Frankivsk with a new Cimbria
  elevator facility for circa USD4.5 million
  The Company is currently in the process of acquiring
  another 4 th. ha. Land Bank inside their territory, for the   Management:
  price of re-registering the land (USD50 thousand)             Strong management team in place with well developed political and
                                                                financial connections
                                                                Production:
                                                                26 th. ha of excellent soil with the potential increase up to 30 th. ha.)
                                                                Modern technology in place
                                                                Storage capacities:
                                                                70 th. tons of elevator storage capacity




                                                                                                                                      9
Project description
Advantages of the Company
  The Farm benefits from the following advantages:               − Close location of the Company’s Land Bank to
  − Favourable Company’s location - close proximity to
                                                                   Landkom International could provide opportunity to
    major shipping routes and international grain trading          merge with the listed Company which will provide
    hubs                                                           immediate liquidity and an exit opportunity

  − Secured large areas of high quality, contiguous               Land harvested and yields
    agricultural land via long-term lease agreements                                    Land Bank 2009/10,       Yields,
    suitable for a wide range of crops                                                         ha               tons/ha
  − Excellent soil structure (pH, humus, calcium and              Winter OSR                         6,688             3.39
    potash), producing high yields                                Winter Wheat                       6,688             4.52
                                                                  Spring Wheat                         803             3.77
  − Flat fields, which are large enough to allow widest
                                                                  Winter Barley                      4,013             3.94
    equipment available
                                                                  Spring Barley                      2,675             3.65
  − Modern technology in place                                    Corn                               3,210             8.89
  − Storage and logistics availability:                           Buckwheat                          1,338             0.79
                                                                  Soya                                 535             0.99
       Currently, the Company has its own drying and
                                                                  Winter Oats                          268             4.00
       storage capacity, which is sufficient to support
       current land bank of 26 th. ha.                            Peas                                 268             2.53
                                                                  Forage                               268              n.a.
       The Company owns and maintains a substantial fleet         Total                             26,750
       of its own grain trucks, lowboys, and trailers, capable
       of servicing current production. Additional needs for
       logistics are usually outsourced



                                                                                                                    10
1. Strategic background
2. Project description
3. Asset based valuation
4. Economics
5. Risk analysis
6. Disclaimer
Appendices




                           11
Asset based valuation

Valuation of the Farm
  Based on our market research we have identified, that current prices for land lease rights
                                                                                                Valuation summary
  for large, well-managed farms, in Ukraine, are in the range from USD150 to USD300 per        Land assumptions
  ha. Based on our experience and expert opinion we think that the fair value of the land        Existing land bank, ha.    26,750
  lease rights for the land controlled by the Farm is at the upper range per ha.                 To be obtained, ha.         4,000
                                                                                                 Land bank, ha.             30,750
  The Company has two elevators (storage capacity: 30 and 40 th. tons) and several               Price per ha, USD             250
  support bases. Its handling facilities include 2 RIELA dryers and 1 large CIMBRIA dryer (all Value (in USD million)
  less than 3 years old) We consider that the fair value of the elevator capacity and several   Land bank                        7.7
  support bases approaches its Net Book Value (NBV) in the range of USD7.5 million              Storage facilities               7.5
  Due to the fact that major part of the Company’s equipment is new and well maintained, we Machinery and other                  5.2
  take NBV of the equipment other than storage to be in line with the Fair Value of these       Biological assets                2.7
  equipment – USD5.2 million                                                                    Management
                                                                                                stewardship                       1.9
  The Farm has seeded 5,150 ha with winter rape equalling an investment of UAH1,700 per         Enterprise Value                25.0
  ha. The Company also invested approximately USD1 million in winter barley seeding. This       Loan with local banks           (7.0)
  makes fair value of Biological Assets USD2.7 million. (this amounts ware confirmed by         Equity Value                    18.0
  SAC)
  In addition, intangible assets such as current management’s expertise and good Company’s reputation should be evaluated.
  Due to good reputation of management the Company has over EUR1 million in supplier credit available at any given time. We
  estimate it to be in the range of USD1.9 million
  In order to derive the Equity Value we have deducted book value of the Company’s debt with several prominent local banks
  used for CAPEX (not working capital or acquisition of the land bank) of circa USD7.0 million
  Based on the above we think that indicative value of 100% of the Farm shares is USD18.0 million

                                                                                                                           12
1. Strategic background
2. Project description
3. Asset based valuation
4. Economics
5. Risk analysis
6. Disclaimer
Appendices




                           13
Economics
Key assumptions (1/7)

Projected      For the purposes of the DCF method of valuation, the forecast period represents the period from 1 Oct 2009 to 31 Dec 2015.
period         Forecast interval is 1 year
               It was assumed that the Company would receive cash flows steadily over each period. Therefore, for discounting purposes we
               proceeded on the assumption that free cash flows occur at mid-period. All cash flows are discounted to the date 1 Oct 2009

Projection     Financial projections and the assessment of terminal cash flows were prepared in UAH, since Company’s prices as well as expenses
currency       are largely set in UAH. Then all figures are translated to USD using 8 UAH/USD exchange rate


Type of cash   Due to high uncertainty as for the inflation rate during the forecasted period, the projections were prepared in real terms, with no
flow           accounting for inflation. Therefore, the discount rate used was also calculated in real terms


Discount       The Company’s forecast of terminal cash flows were discounted to their present value as at the Business Plan preparation date using
  rate         a discount rate that reflects the risks related to the achievement of cash flows, thereby forming the present value of the Company
               The Cost of Invested Capital was used as the discount rate and was calculated as the weighted average cost of invested capital
               (WACC), taking into account the required return on equity and the effective interest rate on borrowed funds

Terminal       To determine the terminal cash flows, we assumed a stable growth level of free cash flow on invested capital from 2015 to infinity.
cash flows     When calculating terminal cash flows we assumed that depreciation will equal to capital investments and change of working capital
               was assumed to be zero
               Long-term growth rate of terminal cash flows was assumed to be 0%

Tax rates      The Company is subject for corporate profit taxes (CPT). Although the Company could claim exemption from such a tax in Ukraine
               and become a fixed agricultural taxes (FAT) payer which is calculated based on 0.15% of the cadastre value of land used
               In this model we have used CPT at 25% rate to be more on a conservative side




                                                                                                                                          14
Economics
Key assumptions (Revenue) (2/7)
  The Group’s projected sales revenue is based on the            Harvested land
  calculation of expected crop sales as at the Analysis Date,
                                                                      According to Management, the Company seeded /
  taking into account the Groups’s planed structure of
                                                                      harvested and plans to seeded / harvest land as shown in
  seeding for 26 th. ha. as at 31 Aug 09
                                                                      the tale below
  It should be noted that the sales revenue projection was
  performed separately for each crop types harvested
                                                                  Planting, ha
                                                                                                           2008A    2009A     2010F From 2011F
  All crops are harvested during the third and fourth quarters   Winter OSR                                 4,304    6,293    6,688      7,688
  and the Company’s Management believes that all                 Winter Wheat                               3,355    5,270    6,688      7,688
  harvested crops will be sold in three months after being       Spring Wheat                                 565      663      803        923
  harvested. No unsold crop inventory is expected as at year     Winter Barley                                892    2,047    4,013      4,613
  end                                                            Spring Barley                              1,421    2,937    2,675      3,075
  Total sales revenue for each harvested crop is the product     Corn                                       4,000    3,577    3,210      3,690
  of volume of crop sold and crop prices in the third and        Buckwheat                                    175    1,141    1,338      1,538
  fourth quarters                                                Soya                                          85      565      535        615
                                                                 Winter Oats                                   38      306      268        308
  Volume of crops sold during the third and the fourth
                                                                 Peas                                         346      150      268        308
  quarters equals to volume of crops produced which is the
                                                                 Forage                                       575      325      268        308
  product of:
                                                                 Total                                     15,756   23,274   26,750     30,750
  − harvested land for each crop                                 Source:   Company’s Management
                                                                           A – actual data; F – Forecast
  − yield per crop




                                                                                                                                      15
Economics
Key assumptions (Revenue) (3/7)
Yield per crop                                                Yields, tons/ha
  The projected yield per crop of the Company in 2010 and                                     2008A 2009A 2010F 2011F 2012F 2013F 2014F
  2011 were performed by agronomy of the Company.             Winter OSR                        3.39 3.00 3.39 3.42 3.46 3.49 3.53
  Yields projection for the following years was performed     Winter Wheat                      4.48 4.48 4.52 4.57 4.62 4.66 4.71
  based on (see graph to the right) was based on the          Spring Wheat                      3.73 3.73 3.77 3.80 3.84 3.88 3.92
  product of the following factors:                           Winter Barley                     3.90 3.90 3.94 3.98 4.02 4.06 4.10
  − yield projection for 2011
                                                              Spring Barley                     3.61 3.61 3.65 3.68 3.72 3.76 3.79
                                                              Corn                              8.80 8.80 8.89 8.98 9.07 9.16 9.25
  − average forecast y-o-y change of the yield in Ukraine     Buckwheat                         0.78 0.78 0.79 0.80 0.80 0.81 0.82
    projected by FAPRI                                        Soya                              0.98 0.98 0.99 1.00 1.01 1.02 1.03
  We consider that the above approach to be more              Winter Oats                       3.96 3.96 4.00 4.04 4.08 4.12 4.16
  conservative as the Company expects to continue             Peas                              1.02 2.50 2.53 2.55 2.58 2.60 2.63
                                                              Source:   Company’s Management
  investing in modern land cultivation technologies thereby             A – actual data; F – Forecast

  attaining the average yield per crop levels in major EU
  countries




                                                                                                                                16
Economics
Key assumptions (Revenue) (4/7)
Price per crop
  Taking into account that we have projections in real terms
  we took actual prices per each type of crop based on the
  information agency ProAgro (www.proagro.com.ua) for
  Aug 09
  We also made analysis of deviation for crop prices for
  each month as for Aug using all available data of monthly
  statistics for 2002-2009. And calculated indices. Please
  refer to the graph on the left
  Each crop indices per month and prices for Aug 09 we
  estimated prices per crops for each month Projected price    Prices (net of VAT)
  per crop forecast in 2008 is calculated as the product of                                                  2008A              From 2009A
  the following factors:                                                                                 UAH         USD       UAH      USD
                                                               Winter OSR                                  1,975        391      2,245      281
  − the ratio between (a) the average price level of crop      Winter Wheat                                  788         156       828      104
    futures for the third and fourth quarters of 2008 as at    Spring Wheat                                  884        175        828     104
    the Valuation Date and (b) the average price level of      Winter Barley                                 833         165       684       86
    crop futures for third and fourth quarters of 2007         Spring Barley                                 838        166        684       86
    (source: FT and APK-Inform)                                Corn                                          646        128        870     109
  − the historic sales prices of the Company per crop in the   Buckwheat                                   1,111         220     1,667      208
    third and fourth quarters of 2007                          Soya                                        1,761        349      2,798      350
                                                               Winter Oats                                   773        153        375       47
  To forecast prices per crop for the period 2010-2013, we
                                                               Peas                                        1,308         259     1,500      188
  used prices identical to prices for 2009                     Source:   Company’s Management
                                                                         A – actual data; F – Forecast



                                                                                                                                         17
Economics
Key assumptions (Costs, direct) (5/7)
  Production (harvesting) costs of the Company are largely Direct costs, UAH/ha
  attributable to:                                                                      2008A           2009A    2010F   2011F   2012F   2013F    2014F
  − seeds                                                   Winter OSR                   3,139           3,124   3,126   3,126   3,131   3,131    3,131
  − fertilizers                                             Winter Wheat                 2,169           2,162   2,176   2,176   2,181   2,181    2,181
                                                            Spring Wheat                 1,797           1,793   1,794   1,794   1,795   1,795    1,795
  − herbicides
                                                            Winter Barley                1,718           1,724   1,746   1,746   1,749   1,749    1,749
  − fuel & oil                                              Spring Barley                1,474           1,479   1,475   1,475   1,478   1,478    1,478
  − labour                                                  Corn                         3,396           3,355   3,350   3,350   3,353   3,353    3,353
  − other                                                   Buckwheat                    1,228           1,237   1,239   1,239   1,240   1,240    1,240
                                                            Soya                         1,639           1,644   1,644   1,644   1,644   1,644    1,644
  The Company’s management has provided us with the         Winter Oats                    428             431     430     430     431     431      431
  average costs per crop types which were used for          Peas                         2,438           2,433   2,434   2,434   2,434   2,434    2,434
  projection period                                        Source: Company’s Management
                                                                        A – actual data; F – Forecast




                                                                                                                                             18
Economics
Key assumptions (Costs, other) (6/7)
Elevator expenses                                              Capital expenditures
  Based on the information from market players we                Due to the fact that we did not projected increase in land
  identified that in average expenses for running elevator       bank of the Group, capital expenditure projections were
  are in the range of UAH60-70 per tone of storage capacity.     made only with respect to the other than land (buildings,
  We calculated elevator expenses taking average of              infrastructure, machinery and equipment). The CAPEX
  UAH65 per tone of storage capacity                             could be divided in two parts:
                                                                 − Maintenance capital expenditures
Overhead expenses                                                − Development capital expenditures
  Company’s general and administrative expenses are as         Maintenance capital expenditures
  follows:                                                       We assumed that maintenance expenses would be at half
  − Operating Costs       UAH2.860 thousands per annum           level of the annual depreciation charge
  − Audit Costs           UAH 160 thousands per annum          Development capital expenditures
                                                                 Development capital expenditures could be divided into
  − Consultants/Lawyers UAH 400 thousands per annum
                                                                 two groups:
                                                                 − CAPEX for storage capacity
                                                                 − CAPEX for other PPE




                                                                                                                      19
Economics
Key assumptions (Miscellaneous) (7/7)
FAT and CPT
  The Company is subject for corporate profit taxes (CPT).
  Although the Company could claim exemption from such a
  tax in Ukraine and become a fixed agricultural taxes (FAT)
  payer which is calculated based on 0.15% of the cadastre
  value of land used
  In this model we have used CPT at the 25% level to be
  more on a conservative side
VAT
  In order to simplify the Model We performed our analysis
  based on the prices net of VAT. Thus no VAT is projected
  for the Group




                                                               20
Economics
 Detailed business plan (P/L)
PROFIT AND LOSS                 Annual in kUSD (@ 8 UAH/USD ex rate)
                                        2009        2010       2011       2012      2013        2014
Revenue                              13,519      15,817     18,439     18,985    19,158      19,333
COS                                  (6,968)     (7,819)    (8,989)    (9,003)   (9,003)     (9,003)
Gross profit                           6,551       7,998      9,451      9,982   10,155      10,330
  Gross profit margin                    48%         51%        52%        54%       55%         55%
Elevator costs                         (309)       (707)      (869)    (1,113)   (1,113)     (1,113)
Maintenance expenses                   (560)       (617)      (697)      (756)     (791)       (791)
Other expenses (1%)                    (135)       (157)      (182)      (184)     (186)       (188)
Indirect labour costs                (1,003)     (1,003)    (1,003)    (1,003)   (1,003)     (1,003)
General and Administrative             (428)       (428)      (428)      (428)     (428)       (428)
EBITDA                                 4,118       5,088      6,272      6,500     6,636       6,809
  EBITDA Margin                          30%         32%        34%        35%       36%         36%
Depreciation Amortization            (1,119)     (1,234)    (1,395)    (1,511)   (1,581)     (1,581)
EBIT                                   2,999       3,855      4,878      4,989     5,055       5,228
  EBIT Margin                            22%         25%        27%        27%       27%         28%
Interest expenses                    (1,040)       (954)      (672)      (252)       (14)           -
EBT                                    1,960       2,901      4,206      4,738     5,041       5,228
  EBT Margin                             14%         18%        23%        26%       27%         28%
Taxes                                  (490)       (725)    (1,051)    (1,184)   (1,260)     (1,307)
Net income                             1,470       2,176      3,155      3,554     3,781       3,921
Net income %                             11%         14%        17%        19%       20%         21%




                                                                                            21
Economics
 Detailed business plan (B/S)
BALANCE SHEET                   Annual in kUSD (@ 8 UAH/USD ex rate)
                                       2009       2010        2011      2012     2013         2014
Non-current assets
 Land                                  2,250      2,000      1,750      1,500    1,250     1,000
 Fixed Assets, gross                   9,031     11,477     11,733     12,571   11,240     9,909
Total Non-current assets              11,281     13,477     13,483     14,071   12,490    10,909
Current assets
 Inventory                             7,942      8,913     10,246     10,262   10,262    10,262
  Biological assets                    3,834      4,303      4,946      4,954    4,954     4,954
  Other inventory                      4,108      4,610      5,299      5,308    5,308     5,308
 Trade receivables                     3,583      4,155      4,824      4,873    4,921     4,970
 Cash and cash equivalents             1,438         14         15         16    5,247    10,811
Total Current assets                  12,962     13,082     15,085     15,151   20,430    26,044
TOTAL ASSETS                          24,243     26,560     28,568     29,222   32,920    36,952
EQUITY
 Share capital                         1,803      1,803      1,803      1,803    1,803     1,803
 Retained earnings                     7,378      9,553     12,707     16,260   20,040    23,960
Total EQUITY                           9,181     11,356     14,510     18,063   21,843    25,763
Non-current liabilities
 Loans and borrowings                  7,000      5,852      3,200       193         -           -
Total Non-current liabilities          7,000      5,852      3,200       193         -           -
Current liabilities
 Trade payables                        8,061      9,349     10,855     10,963   11,073    11,184
Total Current liabilities              8,061      9,349     10,855     10,963   11,073    11,184
TOTAL EQUITY and LIABILITIES          24,242     26,558     28,565     29,218   32,916    36,947

                                                                                         22
Economics
 Detailed business plan (CFS)
CASH FLOW STATEMENT                   Annual in kUSD (@ 8 UAH/USD ex rate)
                                             2009        2010       2011       2012    2013          2014
Cash flow from operating activities
Net income                                   1,470      2,176      3,155      3,554    3,781         3,921
Depreciation                                 1,119      1,234      1,395      1,511    1,581         1,581
Change in working capital                  (1,164)      (255)      (496)         44       61            62
 Inventory
   Biological assets                       (1,034)      (469)      (643)         (8)        -             -
   Other inventory                         (1,108)      (502)      (689)         (8)        -             -
 Trade and other receivables                 (783)      (573)      (669)        (48)     (49)          (49)
 Interest Accrued                                -          -          -           -        -             -
 Trade and other payables                    1,761      1,288      1,505        109      110           111
Cash flow operating activities               1,425      3,154      4,053      5,109    5,423         5,564
Cash flow from investing activities
 Capex                                           -     (3,430)    (1,400)    (2,100)        -             -
Cash flow from investing activities              -     (3,430)    (1,400)    (2,100)        -             -
Cash flow from financing activities
 Loans Raised                                   -            -          -          -       -          -
 Loans Repaid                                   -      (1,148)    (2,652)    (3,008)   (193)          -
Cash flow from financing activities             -      (1,148)    (2,652)    (3,008)   (193)          -
Cash increase/(decrease)                    1,425      (1,423)          1          1   5,231      5,564
Cash at b-o-p                                  13        1,438         14         15      16      5,247
Cash at e-o-p                               1,438           14         15         16   5,247     10,811



                                                                                                23
Economics
WACC analysis
  Risk-free rate is based on the yields of a 20-year US             Calculation of the discount rate
  Treasury bond. As at 30 Sep 09 the nominal annual return           Risk-free rate                     4.14%
  for this US Treasury bond was 4.02%                                Equity risk premium                5.73%
  According to SBBI Valuation Edition 2009 Yearbook, long-           Unlevered beta                       0.72
  horizon expected risk premium (supply side) large                  Levered beta                         0.81
  company stocks total returns minus long-term government            Size premium                       3.74%
  bond income returns was 5.7%                                       Country risk premium               6.36%
                                                                     Cash-flow currency correction     1.0471
  In order to account for the operating risk of the entities, the   Cost of equity                     24.49%
  unlevered betas of 0.8 was used based on the market                Cost of debt (nominal pre-tax)     4.80%
  data for listed companies operating in the industry with           Tax rate                          25.00%
  SIC 0 (according to Damodaran, 2009)                               Cost of debt (nominal post-tax)    3.60%
  The size premium for a company in the deciles Micro-               Weight of debt                    14.55%
  Cap 9-10 (Market capitalisation USD1.6 million to                  Weight of equity                  85.45%
  USD453.3 million) was equal to 3.74% (SBBI Valuation              WACC nominal                       21.45%
  Edition 2009 Yearbook)                                            WACC real                          13.83%
  The country risk was determined based on the rates of
  return as at 31 Aug 09 of a 15-, 16- and17-year Ukrainian
  Eurobond and a 20-year US Treasury Bond
  The Company’s projected cash flows were prepared in
  real terms, and therefore the nominal WACC rate should
  be adjusted using Gordon's formula to arrive to Real
  WACC rate


                                                                                                        24
Economics
DCF (@ WACC=16%)
Valuation summary              Annual in kUSD (@ 8 UAH/USD ex rate)
                                 SUMMARY          2010       2011       2012      2013       2014
EBIT                                              3,854      4,877      4,989     5,054      5,227
IT Expenses                                       (725)    (1,051)    (1,184)   (1,260)    (1,307)
Depreciation                                      1,234      1,395      1,511     1,581      1,581
Change in Working Capital                         (255)      (496)         44        61         62
Capex                                           (3,430)    (1,400)    (2,100)         -          -

Free Cash Flow                                     678      3,324      3,260     5,437         5,563

Discount rate (WACC)                              14%        14%        14%       14%           14%
 Discount period                                  0.50       1.50       2.50      3.50          4.50
 Discount factor                                  0.94       0.82       0.72      0.64          0.56
Discounted cash flow                              635       2,737      2,358     3,455         3,106
Sum of discounted cash flows        12,292
 Terminal value                     40,234
 Discount factor                       0.56
Discounted terminal value           22,464
Enterprise value                    34,756
Debt                                (7,000)
Cash and cash equivalents             1,438
Equity value 100%                   29,194




                                                                                          25
1. Strategic background
2. Project description
3. Asset based valuation
4. Economics
5. Risk analysis
6. Disclaimer
Appendices




                           26
Risk analysis
Sensitivity analysis
  Sensitivity analysis was performed to analyze influence of
                                                               Sensitivity analysis (in USD Million)
  changes in external factors on net present value (NPV) of
                                                                           WACC          0
  the Project
                                                               TV                     (2%)    (1%)         -     1%       2%
  Changes in this investment indicator were caused by           0            (2%)    31.24   28.42     25.96   23.81    21.90
  changes in the following factors:                                          (1%)    33.36   30.20     27.47   25.10    23.01
  Financial                                                                      -   35.84   32.25     29.19   26.56    24.26
                                                                               1%    38.78   34.66     31.19   28.23    25.68
  − Discount rate
                                                                               2%    42.31   37.50     33.52   30.16    27.30
  − Terminal value
  Operational                                                  Sensitivity analysis (in USD Million)
  − Sales
                                                                            Sales        0
                                                               COS                   (10%)    (5%)         -     5%      10%
  − COS                                                         0           (10%)    30.12   30.12     30.12   30.12    30.12
                                                                             (5%)    29.65   29.65     29.65   29.65    29.65
                                                                                 -   29.19   29.19     29.19   29.19    29.19
                                                                               5%    28.75   28.75     28.75   28.75    28.75
                                                                              10%    28.30   28.30     28.30   28.30    28.30




                                                                                                                       27
1. Strategic background
2. Project description
3. Asset based valuation
4. Economics
5. Risk analysis
6. Disclaimer
Appendices




                           28
Disclaimer

 This document is provided on the basis that it is kept       In providing this document, Kniazi Lani LLC reserves the
 CONFIDENTIAL and its circulation and use are                 right at any time to make changes or fully replace it.
 RESTRICTED. It should not be copied or sent to any other     Nothing in this document may and should be deemed to
 person/party without the express permission of the           be or interpreted as an obligation or promise regarding the
 Company                                                      future
 This document has been prepared because Kniazi Lani
 LLC intend to find strategic investor
 This document includes the basic information, estimates
 and forecasts, which have been prepared by Kniazi Lani
 LLC. This document is provided exclusively to assist
 interested party in making decision on the advisability of
 further study of the investment opportunity. Any recipient
 of this material should conduct its own analysis of the
 potential investment, and understand that the receipt of
 this material from Kniazi Lani LLC in no way signifies
 confirmation that the Transaction is justified
 Kniazi Lani LLC will not be liable in any way for any
 representations or warranties directly or indirectly
 contained/arising from this material




                                                                                                                   29
1. Strategic background
2. Project description
3. Asset based valuation
4. Economics
5. Risk analysis
6. Disclaimer
Appendices




                           30
Appendix 1
Air temperature




                  31
Appendix 1
Precipitation




                32
New Zealand




                                                                                                                                                                                                                                                                                                                                                    7,7
                        Zimbabwe




                                                                     10,0
                                                                                                                                     Source:




         Source:
                                                                                                                                                         Egypt




                                                                                                                                                                                                                                                                                                                                    6,5
                      New Zealand




                                                               8,0
                                                                                                                                                   Switzerland
                       Switzerland




                                                         6,0
                                                                                                                                                  Saudi Arabia




                                                                                                                                     USDA, 2008




         USDA, 2008
                             EU-27




                                                   4,3
                                                                                                                                                         EU-27

                            Croatia                                                                                                                     Croatia

                                                                                                                                                                  5,5 5,4 5,4 5,3




                                                  4,2
                                                                                                                                                       Mexico
                              Chile




                                                  4,0
                                                                                                                                                         China
                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 Appendix 2



                             China




                                                  3,9
                                                                                                                                                          Chile
                           Norway




                                              3,7
                                                                                                                                                       Zambia

                      Korea, South                                                                                                                     Norway




                                              3,7
                                                                                                                                                                                  4,9 4,7 4,7 4,6 4,5




                         Argentina                                                                                                                  Uzbekistan




                                              3,6
                                                                                                                                                    Zimbabwe
                      United States




                                              3,5
                                                                                                                                                         Japan
                                                                                                                                                                                                      4,4 4,2 4,1




                             Japan




                                              3,5
                                                                                                                                                        Serbia
                          Uruguay




                                             3,4
                                                                                                                                                       Belarus

                            Serbia                                                                                                                Korea, South




                                             3,3
                                                                                                                                                         Sudan
                                                                                                                                                                                                                  3,8 3,6 3,6 3,5




                             Egypt



                                             3,2
                                                                                                                                                   South Africa
                        Uzbekistan
                                             3,2
                                                                                                                                                       Albania
                           Albania
                                            3,0
                                                                                                                                                      Uruguay

                           Belarus                                                                                                                     Ukraine
                                            3,0




                                                                                                                                                  United States
                             Brazil
                                            2,9




                                                                                                                                                          India
                           Canada
                                            2,9




                                                                                                                                                    Azerbaijan
                       South Africa
                                            2,8




                                                                                                                                                     Argentina

                           Mexico                                                                                                                   Kyrgyzstan
                                        2,6




                                                                                                                                       Bosnia and Herzegovina
     Bosnia and Herzegovina
                                        2,5




                                                                                                                                                      Pakistan
                                                                                                                                                                                                                                  3,1 3,0 3,0 2,9 2,9 2,9 2,8 2,8 2,8 2,7 2,7




                        Macedonia
                                       2,4
                                                                                                                                                                                                                                                                                                                                                                                                         Productivity rate of Wheat & Barley by country, 2009/10 (tons per ha)




                                                                                                                                                      Lebanon
                           Ukraine
                                       2,4




                                                                                                                                                   Bangladesh
                                                                                                                                                                                                                                                                                                                                          Productivity rate of Wheat by country, 2009/10 (tons per ha)




                                                                     Productivity rate of Barley by country, 2009/10 (tons per ha)




                        Azerbaijan                                                                                                                    Moldova
                                       2,2




                         Colombia                                                                                                                   Macedonia
                                      2,0




                                                                                                                                                       Canada
                          Lebanon
                                      2,0




                                                                                                                                                      Armenia
                          Moldova
                                      2,0




                                                                                                                                                      Morocco
                                                                                                                                                                                                                                                                              2,6 2,5 2,4 2,3 2,3 2,2 2,2




                        Kyrgyzstan
                                      2,0




                                                                                                                                                         Brazil

                              India                                                                                                                      Nepal
                                      1,9




                                                                                                                                                        Turkey
                               Iran
                                      1,9




                                                                                                                                                     Colombia
33




                         Tajikistan
                                      1,8




                                                                                                                                                           Iran
                            Russia
                                      1,8




                                                                                                                                                        Russia
                                                                                                                                                                                                                                                                                                          2,1 2,1 2,1 2,0 2,0 2,0

Weitere ähnliche Inhalte

Was ist angesagt? (6)

2009 07 Usda Wasde
2009 07 Usda Wasde2009 07 Usda Wasde
2009 07 Usda Wasde
 
Global Economic Crisis and Poverty
Global Economic Crisis and Poverty Global Economic Crisis and Poverty
Global Economic Crisis and Poverty
 
ALI - Brazil Private Equity (Parts 1 & 2)
ALI - Brazil Private Equity (Parts 1 & 2)ALI - Brazil Private Equity (Parts 1 & 2)
ALI - Brazil Private Equity (Parts 1 & 2)
 
Nigeria
NigeriaNigeria
Nigeria
 
monsanto 05-28-08
monsanto 05-28-08monsanto 05-28-08
monsanto 05-28-08
 
Israel economyataglance2011
Israel economyataglance2011Israel economyataglance2011
Israel economyataglance2011
 

Ähnlich wie Kniazi Lani LLC, 26k ha Farm

Agriculture and food mgt.
Agriculture and food mgt.Agriculture and food mgt.
Agriculture and food mgt.
sunilkmr550
 
monsanto 09-20-06
monsanto 09-20-06monsanto 09-20-06
monsanto 09-20-06
finance28
 
Profile on temperate fruit seedling
Profile on temperate fruit seedlingProfile on temperate fruit seedling
Profile on temperate fruit seedling
Dagim Solomon
 
2 agriculture rural_sector
2 agriculture rural_sector2 agriculture rural_sector
2 agriculture rural_sector
sarfarazsharb
 
Brazilian sugarcane mills for foreign investors
Brazilian sugarcane mills for foreign investorsBrazilian sugarcane mills for foreign investors
Brazilian sugarcane mills for foreign investors
Ricardo Pinto
 
Daily livestock report feb 11 2013
Daily livestock report feb 11 2013Daily livestock report feb 11 2013
Daily livestock report feb 11 2013
joseleorcasita
 

Ähnlich wie Kniazi Lani LLC, 26k ha Farm (20)

Agriculture and food mgt.
Agriculture and food mgt.Agriculture and food mgt.
Agriculture and food mgt.
 
monsanto 09-20-06
monsanto 09-20-06monsanto 09-20-06
monsanto 09-20-06
 
Potential for profitable wheat production in Rwanda
Potential for profitable wheat production in RwandaPotential for profitable wheat production in Rwanda
Potential for profitable wheat production in Rwanda
 
prices_2001
prices_2001prices_2001
prices_2001
 
02 agriculture
02 agriculture02 agriculture
02 agriculture
 
Research Report on Wheat and Processed Products in China
Research Report on Wheat and Processed Products in ChinaResearch Report on Wheat and Processed Products in China
Research Report on Wheat and Processed Products in China
 
Nono Rusono — Indonesian Food Security and Climate Change
Nono Rusono — Indonesian Food Security and Climate Change  Nono Rusono — Indonesian Food Security and Climate Change
Nono Rusono — Indonesian Food Security and Climate Change
 
Profile on temperate fruit seedling
Profile on temperate fruit seedlingProfile on temperate fruit seedling
Profile on temperate fruit seedling
 
2 agriculture rural_sector
2 agriculture rural_sector2 agriculture rural_sector
2 agriculture rural_sector
 
Agricultue issue Pakistan new
Agricultue issue Pakistan newAgricultue issue Pakistan new
Agricultue issue Pakistan new
 
Informing policy development for sustainable and productive food production s...
Informing policy development for sustainable and productive food production s...Informing policy development for sustainable and productive food production s...
Informing policy development for sustainable and productive food production s...
 
Sesame farm bussiness plan
Sesame farm bussiness planSesame farm bussiness plan
Sesame farm bussiness plan
 
State of Indian Agriculture
State of Indian AgricultureState of Indian Agriculture
State of Indian Agriculture
 
State of Indian Agriculture
State of Indian AgricultureState of Indian Agriculture
State of Indian Agriculture
 
State of Indian Agriculture
State of Indian Agriculture  State of Indian Agriculture
State of Indian Agriculture
 
Brazilian sugarcane mills for foreign investors
Brazilian sugarcane mills for foreign investorsBrazilian sugarcane mills for foreign investors
Brazilian sugarcane mills for foreign investors
 
Agro Rural Finance
Agro Rural FinanceAgro Rural Finance
Agro Rural Finance
 
Implications of Price and Production Shocks on Food Security in Ethiopia: A G...
Implications of Price and Production Shocks on Food Security in Ethiopia: A G...Implications of Price and Production Shocks on Food Security in Ethiopia: A G...
Implications of Price and Production Shocks on Food Security in Ethiopia: A G...
 
Implications of Price and Production Shocks on Food Security in Ethiopia: A G...
Implications of Price and Production Shocks on Food Security in Ethiopia: A G...Implications of Price and Production Shocks on Food Security in Ethiopia: A G...
Implications of Price and Production Shocks on Food Security in Ethiopia: A G...
 
Daily livestock report feb 11 2013
Daily livestock report feb 11 2013Daily livestock report feb 11 2013
Daily livestock report feb 11 2013
 

Kniazi Lani LLC, 26k ha Farm

  • 1. 1
  • 2. 1. Strategic background 2. Project description 3. Asset based valuation 4. Economics 5. Risk analysis 6. Disclaimer Appendices 2
  • 3. Strategic background Overview of the agricultural market in Ukraine (1/5) Current situation Yields and productivity rate of major cereal After the collapse of the Soviet Union, Ukrainian crops in Ukraine, 1990-2007 60000 4 agriculture declined for a long time as a result of cuts in 3,51 3,46 3,21 3,5 state support and lack of investment incentives. According 50000 2,79 2,83 to USDA estimates, the Ukrainian grain production 2,65 2,68 2,71 2,73 2,6 3 40000 2,43 2,45 2,41 decreased by 50% over the period 1990 – 2000 and 2,08 1,97 2,18 2,5 1,96 1,94 fertilizer use fell by 85% during the same period 30000 1,82 2 As a result, the Ukrainian Ministry of Agriculture developed 1,5 20000 the Countryside Development Program (CDP) in order to 1 rebuild agricultural sector, which according to EIU forecast 10000 0,5 will stand at 10% of the country’s GDP in 2009 0 0 The implementation of the CDP was expected to result in a 100% increase in farming exports and 60% increase in the total volume of agricultural production during the Harvested, Yields, period from 2005 – 2015 tons ton/ha Source: Ukrstat, 1990-2008 3
  • 4. Strategic background Overview of the agricultural market in Ukraine (2/5) Advantages and disadvantages of agriculture in Crop harvesting in Ukraine by major plant Ukraine families, 2008 Vegitables Apart from convenient geographical location, mild climate 7 965,10 and on-going economic development, the Ukrainian 8% agricultural sector has the following key comparative advantages: Potatoes − soil quality 19 545,40 19% − availability of vast areas of arable land Cereals & − potential for low cost farming legumes Sunflower 53 290,10 − prospects of productivity improvement 6 526,20 53% 7% Currently, the major weaknesses attributable to the agricultural industry in the Ukraine are: Sugar beets − low crop productivity 13 437,70 13% − lack of proper inputs such as chemicals and machinery Source: Ukrstat, 2008 − existing infrastructure − lack of experience in profitable farm management − insufficient legislative support in development and implementation of state policies and regulations − absence of land reform − lack of rural financing 4
  • 5. Strategic background Overview of the agricultural market in Ukraine (3/5) Soil quality Humus content in soils by districts of agricultural Ukraine owns wide areas of chernozem, a black coloured area of Ukraine soil, characterised by exceptional fertility. According to US Department of Agriculture, about one-third of the world’s supply of chernozem is located in Ukraine Chernozem contains a high percentage of humus, an organic material essential to the fertility of soils, which grants a comparative advantage in crop production A humus layer of the soils in Ukraine varies in depth from 15 cm to 150 cm and sometimes more, which is one of the highest indicators in the world, according to Food and Agriculture Organisation of the United Nations The high content of humus in the soil produces above Humus content (%) 1.3% - 2.1% (low) average agricultural yields as it: 2.1% - 2.9% (average) − provides micro-organisms necessary for healthy level of 2.9% - 3.7% (increased) 3.7% - 4.9% (high) soil life Source: Ministry of Agrarian Policy of Ukraine − allows to preserve nutrients vital for plant growth − absorbs moisture up to 80%-90% of its weight, protecting the soil from drought conditions − grants greater aeration of the soil 5
  • 6. Strategic background Overview of the agricultural market in Ukraine (4/5) Existing infrastructure Availability of vast areas of arable land The Ukraine possesses a developed transportation It should be noted that based on Dragon Capital Report network including rail, road and inland / sea waterways for there are 42.9 million ha of agricultural land (71% of total the movement of crops within the country land area) in Ukraine Ukrainian port facilities include 17 seaports equipped to With a high supply of available land, domestic agricultural handle grain with storage capacity for 1.2 million tons and companies have the opportunity to consolidate their land with a throughput capacity of about 16 million holdings compared to those in EU countries. According to tons, according to AAFC market research Eurostat, the average agricultural company in the EU Most large arable farms have access to storage facilities owned 20.7 ha. of land in 2005. According to DerzhZovnishInform, a Ukrainian analytical agency, the average Ukrainian agricultural company operated 72 ha. in Please also refer to Appendix 5 for precipitation and 2005, resulting in a larger base for the distribution of fixed average temperature maps costs Recent developments indicate that a number of private companies tend to lease smaller farms in close to form large-scale agricultural production units operating on a scale of 30,000 to more than 200,000 ha. each 6
  • 7. Strategic background Overview of the agricultural market in Ukraine (5/5) Potential for low cost farming Prospects of productivity improvement Major local factors indicating opportunities for low cost We draw your attention to the fact that as a result of lower harvesting in the Ukraine are: level of fertilization treatment of land, machinery utilisation − the average rental cost for agricultural land was around and lack of experienced farm managers; current UAH300 - 400 per ha. in 2009 productivity in the Ukraine is below the level of the EU, regardless of the availability of rich soil and favourable − Ukraine has the cheapest labor among its competitors climatic conditions − chernozem soil requires less mineral fertilizers and According to Eurostat, during the last three years lower refinement Ukrainian farmers, engaged in harvesting arable crops and According to analytical agency AAA, the average vegetables, achieved productivity level of 2.6 tons per production cost of wheat in Ukraine was in the range ha, which is much lower than in the EU (average of 5.9 USD75-110 per ton in 2007. For comparison, production tons per ha.) cost of wheat in the UK and the USA averaged USD160 On the other hand, large private Ukrainian enterprises per ton in 2006, according to Scottish Agricultural College have begun to apply modern fertilization and chemical spray protection as well as investing in machinery in order to improve harvesting yields 7
  • 8. 1. Strategic background 2. Project description 3. Asset based valuation 4. Economics 5. Risk analysis 6. Disclaimer Appendices 8
  • 9. Project description Description of the Company Target Farm Holding Profile Kniazi Lani LLC (hereafter referred to as FH, the “Company” or the “Farm”) currently operates three locations with the total land bank circa 26 th. ha. Two locations in Lviv and one in Zhytomir region The Company owns two elevators (storage capacity: 30 and 40 th. tons) and has an opportunity to acquire a small elevator (storage capacity: 5 th. tons) in Zhitomir to support local production for circa USD150 thousand. The Farm also has additional opportunities to acquire extra 10 th. ha. of farm land in Ivano-Frankivsk with a new Cimbria elevator facility for circa USD4.5 million The Company is currently in the process of acquiring another 4 th. ha. Land Bank inside their territory, for the Management: price of re-registering the land (USD50 thousand) Strong management team in place with well developed political and financial connections Production: 26 th. ha of excellent soil with the potential increase up to 30 th. ha.) Modern technology in place Storage capacities: 70 th. tons of elevator storage capacity 9
  • 10. Project description Advantages of the Company The Farm benefits from the following advantages: − Close location of the Company’s Land Bank to − Favourable Company’s location - close proximity to Landkom International could provide opportunity to major shipping routes and international grain trading merge with the listed Company which will provide hubs immediate liquidity and an exit opportunity − Secured large areas of high quality, contiguous Land harvested and yields agricultural land via long-term lease agreements Land Bank 2009/10, Yields, suitable for a wide range of crops ha tons/ha − Excellent soil structure (pH, humus, calcium and Winter OSR 6,688 3.39 potash), producing high yields Winter Wheat 6,688 4.52 Spring Wheat 803 3.77 − Flat fields, which are large enough to allow widest Winter Barley 4,013 3.94 equipment available Spring Barley 2,675 3.65 − Modern technology in place Corn 3,210 8.89 − Storage and logistics availability: Buckwheat 1,338 0.79 Soya 535 0.99 Currently, the Company has its own drying and Winter Oats 268 4.00 storage capacity, which is sufficient to support current land bank of 26 th. ha. Peas 268 2.53 Forage 268 n.a. The Company owns and maintains a substantial fleet Total 26,750 of its own grain trucks, lowboys, and trailers, capable of servicing current production. Additional needs for logistics are usually outsourced 10
  • 11. 1. Strategic background 2. Project description 3. Asset based valuation 4. Economics 5. Risk analysis 6. Disclaimer Appendices 11
  • 12. Asset based valuation Valuation of the Farm Based on our market research we have identified, that current prices for land lease rights Valuation summary for large, well-managed farms, in Ukraine, are in the range from USD150 to USD300 per Land assumptions ha. Based on our experience and expert opinion we think that the fair value of the land Existing land bank, ha. 26,750 lease rights for the land controlled by the Farm is at the upper range per ha. To be obtained, ha. 4,000 Land bank, ha. 30,750 The Company has two elevators (storage capacity: 30 and 40 th. tons) and several Price per ha, USD 250 support bases. Its handling facilities include 2 RIELA dryers and 1 large CIMBRIA dryer (all Value (in USD million) less than 3 years old) We consider that the fair value of the elevator capacity and several Land bank 7.7 support bases approaches its Net Book Value (NBV) in the range of USD7.5 million Storage facilities 7.5 Due to the fact that major part of the Company’s equipment is new and well maintained, we Machinery and other 5.2 take NBV of the equipment other than storage to be in line with the Fair Value of these Biological assets 2.7 equipment – USD5.2 million Management stewardship 1.9 The Farm has seeded 5,150 ha with winter rape equalling an investment of UAH1,700 per Enterprise Value 25.0 ha. The Company also invested approximately USD1 million in winter barley seeding. This Loan with local banks (7.0) makes fair value of Biological Assets USD2.7 million. (this amounts ware confirmed by Equity Value 18.0 SAC) In addition, intangible assets such as current management’s expertise and good Company’s reputation should be evaluated. Due to good reputation of management the Company has over EUR1 million in supplier credit available at any given time. We estimate it to be in the range of USD1.9 million In order to derive the Equity Value we have deducted book value of the Company’s debt with several prominent local banks used for CAPEX (not working capital or acquisition of the land bank) of circa USD7.0 million Based on the above we think that indicative value of 100% of the Farm shares is USD18.0 million 12
  • 13. 1. Strategic background 2. Project description 3. Asset based valuation 4. Economics 5. Risk analysis 6. Disclaimer Appendices 13
  • 14. Economics Key assumptions (1/7) Projected For the purposes of the DCF method of valuation, the forecast period represents the period from 1 Oct 2009 to 31 Dec 2015. period Forecast interval is 1 year It was assumed that the Company would receive cash flows steadily over each period. Therefore, for discounting purposes we proceeded on the assumption that free cash flows occur at mid-period. All cash flows are discounted to the date 1 Oct 2009 Projection Financial projections and the assessment of terminal cash flows were prepared in UAH, since Company’s prices as well as expenses currency are largely set in UAH. Then all figures are translated to USD using 8 UAH/USD exchange rate Type of cash Due to high uncertainty as for the inflation rate during the forecasted period, the projections were prepared in real terms, with no flow accounting for inflation. Therefore, the discount rate used was also calculated in real terms Discount The Company’s forecast of terminal cash flows were discounted to their present value as at the Business Plan preparation date using rate a discount rate that reflects the risks related to the achievement of cash flows, thereby forming the present value of the Company The Cost of Invested Capital was used as the discount rate and was calculated as the weighted average cost of invested capital (WACC), taking into account the required return on equity and the effective interest rate on borrowed funds Terminal To determine the terminal cash flows, we assumed a stable growth level of free cash flow on invested capital from 2015 to infinity. cash flows When calculating terminal cash flows we assumed that depreciation will equal to capital investments and change of working capital was assumed to be zero Long-term growth rate of terminal cash flows was assumed to be 0% Tax rates The Company is subject for corporate profit taxes (CPT). Although the Company could claim exemption from such a tax in Ukraine and become a fixed agricultural taxes (FAT) payer which is calculated based on 0.15% of the cadastre value of land used In this model we have used CPT at 25% rate to be more on a conservative side 14
  • 15. Economics Key assumptions (Revenue) (2/7) The Group’s projected sales revenue is based on the Harvested land calculation of expected crop sales as at the Analysis Date, According to Management, the Company seeded / taking into account the Groups’s planed structure of harvested and plans to seeded / harvest land as shown in seeding for 26 th. ha. as at 31 Aug 09 the tale below It should be noted that the sales revenue projection was performed separately for each crop types harvested Planting, ha 2008A 2009A 2010F From 2011F All crops are harvested during the third and fourth quarters Winter OSR 4,304 6,293 6,688 7,688 and the Company’s Management believes that all Winter Wheat 3,355 5,270 6,688 7,688 harvested crops will be sold in three months after being Spring Wheat 565 663 803 923 harvested. No unsold crop inventory is expected as at year Winter Barley 892 2,047 4,013 4,613 end Spring Barley 1,421 2,937 2,675 3,075 Total sales revenue for each harvested crop is the product Corn 4,000 3,577 3,210 3,690 of volume of crop sold and crop prices in the third and Buckwheat 175 1,141 1,338 1,538 fourth quarters Soya 85 565 535 615 Winter Oats 38 306 268 308 Volume of crops sold during the third and the fourth Peas 346 150 268 308 quarters equals to volume of crops produced which is the Forage 575 325 268 308 product of: Total 15,756 23,274 26,750 30,750 − harvested land for each crop Source: Company’s Management A – actual data; F – Forecast − yield per crop 15
  • 16. Economics Key assumptions (Revenue) (3/7) Yield per crop Yields, tons/ha The projected yield per crop of the Company in 2010 and 2008A 2009A 2010F 2011F 2012F 2013F 2014F 2011 were performed by agronomy of the Company. Winter OSR 3.39 3.00 3.39 3.42 3.46 3.49 3.53 Yields projection for the following years was performed Winter Wheat 4.48 4.48 4.52 4.57 4.62 4.66 4.71 based on (see graph to the right) was based on the Spring Wheat 3.73 3.73 3.77 3.80 3.84 3.88 3.92 product of the following factors: Winter Barley 3.90 3.90 3.94 3.98 4.02 4.06 4.10 − yield projection for 2011 Spring Barley 3.61 3.61 3.65 3.68 3.72 3.76 3.79 Corn 8.80 8.80 8.89 8.98 9.07 9.16 9.25 − average forecast y-o-y change of the yield in Ukraine Buckwheat 0.78 0.78 0.79 0.80 0.80 0.81 0.82 projected by FAPRI Soya 0.98 0.98 0.99 1.00 1.01 1.02 1.03 We consider that the above approach to be more Winter Oats 3.96 3.96 4.00 4.04 4.08 4.12 4.16 conservative as the Company expects to continue Peas 1.02 2.50 2.53 2.55 2.58 2.60 2.63 Source: Company’s Management investing in modern land cultivation technologies thereby A – actual data; F – Forecast attaining the average yield per crop levels in major EU countries 16
  • 17. Economics Key assumptions (Revenue) (4/7) Price per crop Taking into account that we have projections in real terms we took actual prices per each type of crop based on the information agency ProAgro (www.proagro.com.ua) for Aug 09 We also made analysis of deviation for crop prices for each month as for Aug using all available data of monthly statistics for 2002-2009. And calculated indices. Please refer to the graph on the left Each crop indices per month and prices for Aug 09 we estimated prices per crops for each month Projected price Prices (net of VAT) per crop forecast in 2008 is calculated as the product of 2008A From 2009A the following factors: UAH USD UAH USD Winter OSR 1,975 391 2,245 281 − the ratio between (a) the average price level of crop Winter Wheat 788 156 828 104 futures for the third and fourth quarters of 2008 as at Spring Wheat 884 175 828 104 the Valuation Date and (b) the average price level of Winter Barley 833 165 684 86 crop futures for third and fourth quarters of 2007 Spring Barley 838 166 684 86 (source: FT and APK-Inform) Corn 646 128 870 109 − the historic sales prices of the Company per crop in the Buckwheat 1,111 220 1,667 208 third and fourth quarters of 2007 Soya 1,761 349 2,798 350 Winter Oats 773 153 375 47 To forecast prices per crop for the period 2010-2013, we Peas 1,308 259 1,500 188 used prices identical to prices for 2009 Source: Company’s Management A – actual data; F – Forecast 17
  • 18. Economics Key assumptions (Costs, direct) (5/7) Production (harvesting) costs of the Company are largely Direct costs, UAH/ha attributable to: 2008A 2009A 2010F 2011F 2012F 2013F 2014F − seeds Winter OSR 3,139 3,124 3,126 3,126 3,131 3,131 3,131 − fertilizers Winter Wheat 2,169 2,162 2,176 2,176 2,181 2,181 2,181 Spring Wheat 1,797 1,793 1,794 1,794 1,795 1,795 1,795 − herbicides Winter Barley 1,718 1,724 1,746 1,746 1,749 1,749 1,749 − fuel & oil Spring Barley 1,474 1,479 1,475 1,475 1,478 1,478 1,478 − labour Corn 3,396 3,355 3,350 3,350 3,353 3,353 3,353 − other Buckwheat 1,228 1,237 1,239 1,239 1,240 1,240 1,240 Soya 1,639 1,644 1,644 1,644 1,644 1,644 1,644 The Company’s management has provided us with the Winter Oats 428 431 430 430 431 431 431 average costs per crop types which were used for Peas 2,438 2,433 2,434 2,434 2,434 2,434 2,434 projection period Source: Company’s Management A – actual data; F – Forecast 18
  • 19. Economics Key assumptions (Costs, other) (6/7) Elevator expenses Capital expenditures Based on the information from market players we Due to the fact that we did not projected increase in land identified that in average expenses for running elevator bank of the Group, capital expenditure projections were are in the range of UAH60-70 per tone of storage capacity. made only with respect to the other than land (buildings, We calculated elevator expenses taking average of infrastructure, machinery and equipment). The CAPEX UAH65 per tone of storage capacity could be divided in two parts: − Maintenance capital expenditures Overhead expenses − Development capital expenditures Company’s general and administrative expenses are as Maintenance capital expenditures follows: We assumed that maintenance expenses would be at half − Operating Costs UAH2.860 thousands per annum level of the annual depreciation charge − Audit Costs UAH 160 thousands per annum Development capital expenditures Development capital expenditures could be divided into − Consultants/Lawyers UAH 400 thousands per annum two groups: − CAPEX for storage capacity − CAPEX for other PPE 19
  • 20. Economics Key assumptions (Miscellaneous) (7/7) FAT and CPT The Company is subject for corporate profit taxes (CPT). Although the Company could claim exemption from such a tax in Ukraine and become a fixed agricultural taxes (FAT) payer which is calculated based on 0.15% of the cadastre value of land used In this model we have used CPT at the 25% level to be more on a conservative side VAT In order to simplify the Model We performed our analysis based on the prices net of VAT. Thus no VAT is projected for the Group 20
  • 21. Economics Detailed business plan (P/L) PROFIT AND LOSS Annual in kUSD (@ 8 UAH/USD ex rate) 2009 2010 2011 2012 2013 2014 Revenue 13,519 15,817 18,439 18,985 19,158 19,333 COS (6,968) (7,819) (8,989) (9,003) (9,003) (9,003) Gross profit 6,551 7,998 9,451 9,982 10,155 10,330 Gross profit margin 48% 51% 52% 54% 55% 55% Elevator costs (309) (707) (869) (1,113) (1,113) (1,113) Maintenance expenses (560) (617) (697) (756) (791) (791) Other expenses (1%) (135) (157) (182) (184) (186) (188) Indirect labour costs (1,003) (1,003) (1,003) (1,003) (1,003) (1,003) General and Administrative (428) (428) (428) (428) (428) (428) EBITDA 4,118 5,088 6,272 6,500 6,636 6,809 EBITDA Margin 30% 32% 34% 35% 36% 36% Depreciation Amortization (1,119) (1,234) (1,395) (1,511) (1,581) (1,581) EBIT 2,999 3,855 4,878 4,989 5,055 5,228 EBIT Margin 22% 25% 27% 27% 27% 28% Interest expenses (1,040) (954) (672) (252) (14) - EBT 1,960 2,901 4,206 4,738 5,041 5,228 EBT Margin 14% 18% 23% 26% 27% 28% Taxes (490) (725) (1,051) (1,184) (1,260) (1,307) Net income 1,470 2,176 3,155 3,554 3,781 3,921 Net income % 11% 14% 17% 19% 20% 21% 21
  • 22. Economics Detailed business plan (B/S) BALANCE SHEET Annual in kUSD (@ 8 UAH/USD ex rate) 2009 2010 2011 2012 2013 2014 Non-current assets Land 2,250 2,000 1,750 1,500 1,250 1,000 Fixed Assets, gross 9,031 11,477 11,733 12,571 11,240 9,909 Total Non-current assets 11,281 13,477 13,483 14,071 12,490 10,909 Current assets Inventory 7,942 8,913 10,246 10,262 10,262 10,262 Biological assets 3,834 4,303 4,946 4,954 4,954 4,954 Other inventory 4,108 4,610 5,299 5,308 5,308 5,308 Trade receivables 3,583 4,155 4,824 4,873 4,921 4,970 Cash and cash equivalents 1,438 14 15 16 5,247 10,811 Total Current assets 12,962 13,082 15,085 15,151 20,430 26,044 TOTAL ASSETS 24,243 26,560 28,568 29,222 32,920 36,952 EQUITY Share capital 1,803 1,803 1,803 1,803 1,803 1,803 Retained earnings 7,378 9,553 12,707 16,260 20,040 23,960 Total EQUITY 9,181 11,356 14,510 18,063 21,843 25,763 Non-current liabilities Loans and borrowings 7,000 5,852 3,200 193 - - Total Non-current liabilities 7,000 5,852 3,200 193 - - Current liabilities Trade payables 8,061 9,349 10,855 10,963 11,073 11,184 Total Current liabilities 8,061 9,349 10,855 10,963 11,073 11,184 TOTAL EQUITY and LIABILITIES 24,242 26,558 28,565 29,218 32,916 36,947 22
  • 23. Economics Detailed business plan (CFS) CASH FLOW STATEMENT Annual in kUSD (@ 8 UAH/USD ex rate) 2009 2010 2011 2012 2013 2014 Cash flow from operating activities Net income 1,470 2,176 3,155 3,554 3,781 3,921 Depreciation 1,119 1,234 1,395 1,511 1,581 1,581 Change in working capital (1,164) (255) (496) 44 61 62 Inventory Biological assets (1,034) (469) (643) (8) - - Other inventory (1,108) (502) (689) (8) - - Trade and other receivables (783) (573) (669) (48) (49) (49) Interest Accrued - - - - - - Trade and other payables 1,761 1,288 1,505 109 110 111 Cash flow operating activities 1,425 3,154 4,053 5,109 5,423 5,564 Cash flow from investing activities Capex - (3,430) (1,400) (2,100) - - Cash flow from investing activities - (3,430) (1,400) (2,100) - - Cash flow from financing activities Loans Raised - - - - - - Loans Repaid - (1,148) (2,652) (3,008) (193) - Cash flow from financing activities - (1,148) (2,652) (3,008) (193) - Cash increase/(decrease) 1,425 (1,423) 1 1 5,231 5,564 Cash at b-o-p 13 1,438 14 15 16 5,247 Cash at e-o-p 1,438 14 15 16 5,247 10,811 23
  • 24. Economics WACC analysis Risk-free rate is based on the yields of a 20-year US Calculation of the discount rate Treasury bond. As at 30 Sep 09 the nominal annual return Risk-free rate 4.14% for this US Treasury bond was 4.02% Equity risk premium 5.73% According to SBBI Valuation Edition 2009 Yearbook, long- Unlevered beta 0.72 horizon expected risk premium (supply side) large Levered beta 0.81 company stocks total returns minus long-term government Size premium 3.74% bond income returns was 5.7% Country risk premium 6.36% Cash-flow currency correction 1.0471 In order to account for the operating risk of the entities, the Cost of equity 24.49% unlevered betas of 0.8 was used based on the market Cost of debt (nominal pre-tax) 4.80% data for listed companies operating in the industry with Tax rate 25.00% SIC 0 (according to Damodaran, 2009) Cost of debt (nominal post-tax) 3.60% The size premium for a company in the deciles Micro- Weight of debt 14.55% Cap 9-10 (Market capitalisation USD1.6 million to Weight of equity 85.45% USD453.3 million) was equal to 3.74% (SBBI Valuation WACC nominal 21.45% Edition 2009 Yearbook) WACC real 13.83% The country risk was determined based on the rates of return as at 31 Aug 09 of a 15-, 16- and17-year Ukrainian Eurobond and a 20-year US Treasury Bond The Company’s projected cash flows were prepared in real terms, and therefore the nominal WACC rate should be adjusted using Gordon's formula to arrive to Real WACC rate 24
  • 25. Economics DCF (@ WACC=16%) Valuation summary Annual in kUSD (@ 8 UAH/USD ex rate) SUMMARY 2010 2011 2012 2013 2014 EBIT 3,854 4,877 4,989 5,054 5,227 IT Expenses (725) (1,051) (1,184) (1,260) (1,307) Depreciation 1,234 1,395 1,511 1,581 1,581 Change in Working Capital (255) (496) 44 61 62 Capex (3,430) (1,400) (2,100) - - Free Cash Flow 678 3,324 3,260 5,437 5,563 Discount rate (WACC) 14% 14% 14% 14% 14% Discount period 0.50 1.50 2.50 3.50 4.50 Discount factor 0.94 0.82 0.72 0.64 0.56 Discounted cash flow 635 2,737 2,358 3,455 3,106 Sum of discounted cash flows 12,292 Terminal value 40,234 Discount factor 0.56 Discounted terminal value 22,464 Enterprise value 34,756 Debt (7,000) Cash and cash equivalents 1,438 Equity value 100% 29,194 25
  • 26. 1. Strategic background 2. Project description 3. Asset based valuation 4. Economics 5. Risk analysis 6. Disclaimer Appendices 26
  • 27. Risk analysis Sensitivity analysis Sensitivity analysis was performed to analyze influence of Sensitivity analysis (in USD Million) changes in external factors on net present value (NPV) of WACC 0 the Project TV (2%) (1%) - 1% 2% Changes in this investment indicator were caused by 0 (2%) 31.24 28.42 25.96 23.81 21.90 changes in the following factors: (1%) 33.36 30.20 27.47 25.10 23.01 Financial - 35.84 32.25 29.19 26.56 24.26 1% 38.78 34.66 31.19 28.23 25.68 − Discount rate 2% 42.31 37.50 33.52 30.16 27.30 − Terminal value Operational Sensitivity analysis (in USD Million) − Sales Sales 0 COS (10%) (5%) - 5% 10% − COS 0 (10%) 30.12 30.12 30.12 30.12 30.12 (5%) 29.65 29.65 29.65 29.65 29.65 - 29.19 29.19 29.19 29.19 29.19 5% 28.75 28.75 28.75 28.75 28.75 10% 28.30 28.30 28.30 28.30 28.30 27
  • 28. 1. Strategic background 2. Project description 3. Asset based valuation 4. Economics 5. Risk analysis 6. Disclaimer Appendices 28
  • 29. Disclaimer This document is provided on the basis that it is kept In providing this document, Kniazi Lani LLC reserves the CONFIDENTIAL and its circulation and use are right at any time to make changes or fully replace it. RESTRICTED. It should not be copied or sent to any other Nothing in this document may and should be deemed to person/party without the express permission of the be or interpreted as an obligation or promise regarding the Company future This document has been prepared because Kniazi Lani LLC intend to find strategic investor This document includes the basic information, estimates and forecasts, which have been prepared by Kniazi Lani LLC. This document is provided exclusively to assist interested party in making decision on the advisability of further study of the investment opportunity. Any recipient of this material should conduct its own analysis of the potential investment, and understand that the receipt of this material from Kniazi Lani LLC in no way signifies confirmation that the Transaction is justified Kniazi Lani LLC will not be liable in any way for any representations or warranties directly or indirectly contained/arising from this material 29
  • 30. 1. Strategic background 2. Project description 3. Asset based valuation 4. Economics 5. Risk analysis 6. Disclaimer Appendices 30
  • 33. New Zealand 7,7 Zimbabwe 10,0 Source: Source: Egypt 6,5 New Zealand 8,0 Switzerland Switzerland 6,0 Saudi Arabia USDA, 2008 USDA, 2008 EU-27 4,3 EU-27 Croatia Croatia 5,5 5,4 5,4 5,3 4,2 Mexico Chile 4,0 China Appendix 2 China 3,9 Chile Norway 3,7 Zambia Korea, South Norway 3,7 4,9 4,7 4,7 4,6 4,5 Argentina Uzbekistan 3,6 Zimbabwe United States 3,5 Japan 4,4 4,2 4,1 Japan 3,5 Serbia Uruguay 3,4 Belarus Serbia Korea, South 3,3 Sudan 3,8 3,6 3,6 3,5 Egypt 3,2 South Africa Uzbekistan 3,2 Albania Albania 3,0 Uruguay Belarus Ukraine 3,0 United States Brazil 2,9 India Canada 2,9 Azerbaijan South Africa 2,8 Argentina Mexico Kyrgyzstan 2,6 Bosnia and Herzegovina Bosnia and Herzegovina 2,5 Pakistan 3,1 3,0 3,0 2,9 2,9 2,9 2,8 2,8 2,8 2,7 2,7 Macedonia 2,4 Productivity rate of Wheat & Barley by country, 2009/10 (tons per ha) Lebanon Ukraine 2,4 Bangladesh Productivity rate of Wheat by country, 2009/10 (tons per ha) Productivity rate of Barley by country, 2009/10 (tons per ha) Azerbaijan Moldova 2,2 Colombia Macedonia 2,0 Canada Lebanon 2,0 Armenia Moldova 2,0 Morocco 2,6 2,5 2,4 2,3 2,3 2,2 2,2 Kyrgyzstan 2,0 Brazil India Nepal 1,9 Turkey Iran 1,9 Colombia 33 Tajikistan 1,8 Iran Russia 1,8 Russia 2,1 2,1 2,1 2,0 2,0 2,0