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               Offer 2 -Advantages:
                 S$100,000m is certainly more valuable than the S$90,985m for Strategy 2 and even more

                   so than the EV of Strategy 1 or 2 which are still prone to risk anyway.
                 Being a share offer, we become part of the seller mostly likely a bigger group hence we will

                   not relinquish strategic space to Bartini as Offer 1 does.

               Offer 2 -Disadvantages:

                 Being a share offer as opposed to cash offer it will hardly help with our long-term capital
                   structure problems occasioned by the Nakolia fine.
                 We know very little about the seller and will remain exposed to the political and legal risks in

                   this market.

               Recommendation

               Proceed with Strategy 2: Stay the course.

               Justification:

               Strategy 1 has a higher EV (S$83,989m) than Strategy 2 (S$70,091m) but is too risky. At best
               we achieve S$122,400 (51% of 240,000) but at worse, say in the event of indenginisation, we

               loose everything whereas scenario 2 delivers a best case scenario of S$90,985m and a worse
               case of S$21,172m.  The return dispersion is much smaller and more consistent with our 2015-
               revised risk appetite to moderate. Moreover Strategy 1 will require that we raise S$2140m and a

               further  S$2000m  for  undefined  costs  (most  likely  retrenchment  costs  to  release  synergies)
               which could strain our capital structure even more. Strategy 2 does not require extra finance

               and  still  leaves  us  open  to  pursue  our  Middle  East  ambitions.  It  captures  our  value  which  is
               already  reflected  in  our  share  price.  There  is  a  residual  political  risk  but  we  believe  this  is
               inherent in most of the emerging markets we operate in any way! Besides it does not put us in

               controlling  interest  position  which  is  what  is  most  likely  to  attract  the  most  severe  loss  as  in
               Strategy 1.  Strategy 3: Offer 1 undervalues our holding by up to 25% and Option 2 though the
               most valuable of all is not a cash offer to relax our capital structure strain and we know next to

               nothing about the seller.

               Actions:

               1.  Respond to JV-Cellular advising that we will rather pursue Strategy 2 -Stay the course.
               2.  Respond to Bartini thanking them for their offer but politely declining.

               3.  Design an effective legal defense strategy on the data privacy issues.
               4.  Monitor political risk developments and proactively manage the Ilania government.
                                                       Developed by The CharterQuest Institute for 'The CFO Business Case Study Competition 2016'
                                                                          www.charterquest.co.za | Email: thecfo@charterquest.co.za
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