Georgia Capital - Financial Overview and Investment Opportunities

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#1GEORGIA CAPITAL Georgia-focused investment company Speaker: Irakli Gilauri, CEO and Chairman 10 x = 10 y Georgia Investor Day 12 October 2018 | London#2Content 1. Georgia Capital at a glance 2. Georgia Capital - Investment opportunity 3. Current capital allocation 4. Capital allocation going forward 5. Appendices GEORGIA CAPITAL Page 2#3CGEO: LN overview LSE premium listed, with more than 90% institutional shareholder base GCAP shareholders allocation by geography GCAP top shareholders | 28-Sep-2018 Rank Shareholder name Ownership 1. M&G Investment Management Ltd 6.10% 2. Schroder Investment Management 5.33% 18.2% ■ UK/Ireland 3.4% 4.8% 7.3% O 9.0% 28.6% 28.8% 3. LGM Investments Ltd 3.81% ■ USA 4. Norges Bank Investment Management 3.36% 5. Dimensional Fund Advisors (DFA) 3.12% ■Luxembourg ■ Scandinavia ■ Vested and unvested shares held by management Unawarded shares for Historical GCAP share price vs. Average of analysts value per share 22.00 Average of analysts value per share management ■ other 20.00 18.00 16.00 14.00 12.00 GCAP share price 10.00 8.00 29-May 1-Jun 6-Jun 11-Jun 14-Jun 19-Jun 22-Jun 27-Jun 30-Jun 4-Jul 9-Jul 12-Jul 17-Jul 20-Jul 25-Jul 30-Jul 2-Aug 7-Aug 10-Aug 15-Aug 20-Aug 23-Aug 29-Aug 3-Sep 6-Sep 11-Sep 14-Sep 19-Sep 24-Sep 27-Sep 30-Sep 3-Oct Page 3 GEORGIA CAPITAL#4Georgia Capital at glance Listed Bank of Georgia (Banking) 19.9%¹ Georgia Capital portfolio GEORGIA CAPITAL Investment company focused on investing in and developing businesses in Georgia Private Late stage Pipeline Water utility (managed by GGU) 100% Housing development (managed by m²) 100% P&C insurance (managed by Aldagi) 100% Education GHG (Healthcare) 57% Renewable energy (managed by GGU) 65% Early stage Hospitality & Commercial real estate (managed by m²) 100% Beverages (managed by Georgia Beverages) 80% Georgia Capital aims to deliver total shareholder returns of 10-times over 10-years 10x = 10y (1) As long as Georgia Capital's stake in BoG is greater than 9.9%, it will exercise its voting rights in Bank of Georgia in accordance with the votes cast by all other shareholders on all shareholder votes GEORGIA CAPITAL Page 4#5(1) (2) GEL millions Key portfolio highlights | 30 June 2018 Portfolio value | GEL 1.8 billion Listed | GEL 1.2 billion Private | GEL 624 million GEORGIA CAPITAL Average of analyst valuation¹ | GEL 2.6 billion Listed | GEL 1.6 billion Private | GEL 989 million 609 594 Late stage Early stage Pipeline 282 69 79 85 54 49 6 GHG BOG Water Utility Housing P&C Development Insurance Hospitality & Renewable Commercial energy real estate Beverages Education Management adjusted value? LSE Market value GEL millions 931 711 Water utility & Renewable energy 609 594 552 Housing development & Hospitality & Commercial real estate Average of analyst valuation Management adjusted value? LSE Market value 336 P&C insurance Beverages 171 179 147 Analysts covering Georgia capital: Wood & Co (Report date: 31-May-2018); Investec (Report date: 29-May-2018); Renaissance Capital (Report date: 31-May-2018); Does not include VTB Capital; For the definition please refer to slide 35 87 85 49 Page 5#6Content 1. Georgia Capital at a glance 2. Georgia Capital – investment opportunity 3. Current capital allocation 4. Capital allocation going forward 5. Appendices GEORGIA CAPITAL Page 6#7Georgia Capital – a ground floor opportunity - GEORGIA CAPITAL Investment company focused on investing in and developing businesses in Georgia capitalizing with its robust corporate governance on fast-growing economy across the last decade, having the access to capital and management Georgia Commitment to the highest level of corporate governance Access to capital Access to management Page 7#8Georgia - Diversified Resilient Economy Leading economy in the region ■ Diversified non-commodity reliant economy with strong growth prospects Top-ranked in economy environment indices ■ #9 in ease of doing business (2018) Top-9 in Europe region by Economic Freedom Index (Heritage Foundation, 2018) and #16 internationally ■ Low corruption and bribery risk (TI, 2017 and Trace international, 2017) Average 4.5% GDP growth rate over the past 10 years ■ Double-digit growth of tourism revenues supporting SME development and accelerating GDP growth Large public infrastructure programs backed by multilateral international funding driving potential output Low inflation with 3% target set by National Bank of Georgia GEORGIA CAPITAL Page 8#9Georgia Capital value proposition - 3-fundamental enablers 1 Superior access to capital Only investment company in Georgia Uniquely positioned given the access to capital in a small frontier economy, where access to capital is limited Flexibility to use own shares as acquisition currency 2 Access to management ■ Attracted talents have demonstrated track record of successful delivery GEORGIA CAPITAL ■ Proven DNA in turning around companies and growing them. efficiently Strong skillset in company exits 3 Strong corporate governance Outstanding track record Strong board and robust corporate governance Aligned shareholders' and management's interests ◉ ◉ Management compensation linked to performance Equity/performance dominating compensation structure Page 9#10Solid track record ||| Acquisitions Capital raise Exit IRR The Georgia Capital management team, under the BGEO Group, has a track record of executing more than 40 acquisitions in banking, insurance, healthcare, utilities, retail, FMCG and other sectors Uniquely positioned given the access to capital in a small frontier economy, where access to capital is limited: • • c.US$ 500 mln raised in equity at LSE Issued five Eurobonds totaling US$ 1.5 billion US$ 3 billion+ raised from IFIs (EBRD, IFC etc.) 121% IRR from GHG IPO 75% IRR from m² Real Estate projects More than 40 acquisitions $ 4.5 bln + debt c. US$ 500 mln equity 121% IRR from GHG IPO GEORGIA CAPITAL Page 10#11Successful track record of delivering strong results Value creation across our late stage private portfolio and listed assets Private late stage Listed Bank of Georgia Dividend CAGR 39.3% Dividend per share CAGR (2010-2017) 20%+ ROAE in 2014-2017 Outstanding ROAE performance Net Loan book CAGR 21.4% 2013-2017 GHG GEORGIA CAPITAL EBITDA almost tripled in 2014-2017 EBITDA almost tripled from GEL 37 million in 2014 to GEL 108 million in 2017 Created market leading healthcare services provider, with an integrated, synergistic business model ➤ Number of beds up 55% (2014-1H18) ➤ coverage of over 3/4 of Georgia's 3.7 million population with 37 high quality hospitals, 17 district polyclinics, 24 express outpatient clinics, and 259 pharmacies Water utility EBITDA up 55% since acquisition in 2014 (2014-2018E) Efficiency gains 22% decrease in electricity own consumption (2014 - 2018E) Growing dividend capacity GEL 28 million paid in 2017 with expected CAGR of 5% through 2022 Housing GEL 82 million capital was generated, fully reallocated to hospitality & commercial real estate business development 75% IRR from real estate projects 1,691 apartments completed 99% sold with 145mln US$ sales value Net profit more than doubled in 2014-2017 P&C insurance 35%+ ROAE in 2015-2018E Growing dividend capacity GEL 7 million paid in 2016-2017 and GEL 10 million paid in 2018 with expected CAGR of 26% through 2022 Page 11#12Content 1. Georgia Capital at a glance 2. Georgia Capital - Investment opportunity 3. Current capital allocation 4. Capital allocation going forward 5. Appendices GEORGIA CAPITAL Page 12#13Capital allocation & harvesting investments Georgia focused diversified investment company aiming to deliver total shareholder returns of GEORGIA CAPITAL 1 2 Capital allocation 10-times over 10-years ■ Highly disciplined approach to unlock value through investments, targeting - High-multiple businesses, defensive industries – service, consumer Consider greenfields ■ 360° analysis to be performed when evaluating capital returns, new investment opportunities or divestments: ■ We manage capital allocations in such a way that we do not depend on sale of listed investments ■ Clear exit paths through IPO or trade sale in 5-10 years Harvesting investments Advisory approach for management of more mature phase companies ■ Hands-on management approach to the early stage portfolio companies ■ Board participation (if needed) in publicly listed companies Page 13#14Value creation Georgia Capital generated ROI¹ 26.7% at 30 June 2018 Listed investments Late stage portfolio businesses GHG BOG Holding period¹ 5.6 years 9.6 years Holding period 1 2.3 years GEL millions 27.6% ROI¹ 49.7% IRR 358.6% 26.8% ROI¹ IRR 609 594 129 44 Net Investment Market Value Net Investment Market Value GEL millions GEORGIA CAPITAL Water utility Housing Development 3 P&C Insurance² 7.2 years 8.6 years 38.7% ROI¹ 18.7% ROAC¹ 66.6% ROI¹ 13.5% ROAC¹ 425.4% 40.4% ROI¹ ROAC¹ 282 186 69 49 21 (14) Net Investment Allocated Capital Net Investment Allocated Capital Net Investment Allocated Capital (1) For detailed definition please refer to the 35 slide (2) Net investment amount is negative GEL 14 million, as the investment amount was fully recovered through dividends received from P&C insurance business over the investment holding period (3) Hospitality and commercial real estate business was fully funded by housing development business Page 14#15Portfolio management principles Investment Stage Early Acquisition/Entrance Discovery Late Young Portfolio Companies Large Portfolio Companies Beverages P&C Insurance Housing development Hospitality & Commercial real estate Water Utility Education Renewable Energy Portfolio Company Development Focus Significance of Influence Influence Through Institutionalisation/ Independence Rapid growth organically and through M&A; Active investment stage; High Focus on efficiency improvements; Diversification of revenue streams; Introduction of dividend discipline; Target to Exit Exit GEORGIA CAPITAL Possible Completion of Exit Mature Portfolio Companies GEORGIA HEALTHCARE GROUP BANK OF GEORGIA Sustainable shareholder value creation and dividend distributions ■ Strategy and agenda setting ■ Active human capital management ■ Talent development ■ Executive coaching ■ Active involvement ■ Strategy approval Capital allocation approval ■ Human capital management Advisory and mentoring Oversight ■ Board membership (if needed) ■ AGM voting Low Low High Page 15#16GEORGIA CAPITAL 1H18 performance highlights (management accounts) Strong portfolio performance driven by GEL 71 million net income & ROI of 26.7% Georgia Capital NAV overview Georgia Capital performance GEL billions, except for per share information 30-Jun-18 Change 1H18 change (YTD) Period ended 30 June 2018, GEL millions unless otherwise noted GCAP net operating income (y-o-y) 21.7 NMF Investment portfolio value 1.8 +20.0% Total attributable income of portfolio companies 82.5 +55.3% Net Asset Value 1.7 +11.7% of which, income from listed investments 54.7 NMF NAV per Share GBP 14.06 +28.3% NAV per share GEL 45.71 19.1% of which, income from private investments Net income 27.8 -32.8% 70.8 +67.4% ROI 26.7% Page 16#17Content 1. Georgia Capital at a glance 2. Georgia Capital - Investment opportunity 3. Current capital allocation 4. Capital allocation going forward 5. Appendices GEORGIA CAPITAL#18Listed access to fast growing private portfolio Hospitality business hotel rooms development pipeline, aiming 15% blended ROIC GEL 72 million | Total net capital contribution from GCAP¹ GEORGIA CAPITAL Renewable energy business continues to build ground for its 500MW operating capacity, aiming 12% blended ROIC GEL 184 million | Total net capital contribution from GCAP1 Hotel rooms development pipeline 400MW 38MW 152 1,000 58 Rooms +310 +221 Rooms +259 36MW 98MW 30MW 46MW 102MW 50MW 2019 2020 2021 2022 2023 2023 1H18 2019 2020 2021 Rooms to target 2021 HPP Wind |Solar Beverages aiming to increase vineyard base to 1,000 hectares Our wine business targets to increase its vineyard base to 1,000 hectares by 2021 from current 436 hectares, where GCAP intends to allocate total additional capital of GEL 38 mln¹. Education business aiming to reach 30,000 pupils by 2025 We expect to deploy GEL 140 million equity capital¹ over the next four to five years and by 2025 we expect the business to reach 30,000 pupils and become the largest chain of affordable schools in Georgia. (1) Capital allocation from GCAP through 2H18-2022 Page 18#19Capital allocation outlook through 2022 Highly disciplined approach to unlock value through investments GEL millions BOG Listed investments GHG 20181 2019 2020 2021 2022 (24) (26) (27) (29) (31) +137 million dividend inflows Private investments Water utility (28) (30) (32) (34) (35) Late stage Housing development (10) (15) (20) (25) +306 million P&C insurance (10) (12) (15) (18) (22) Private investments Renewable energy 8 101 Early stage Hospitality & Commercial 33 30 9 Beverages 49 18 20 20 78 (19) dividend inflows (327) million Capital deployment Pipeline Education Total² 34 42 42 28 (146) million Capital deployment 62 30 million 62 113 (18) 5 (132) Net capital outflows 12 Together with the available GEL 604 million liquid funds and short-term loans, we are well-positioned to support the value creation across our private portfolio businesses and take advantage of new opportunities as and when they arise (1) Includes actual net capital allocations of GEL 29 million in 1H18, comprising of GEL 10 million dividend inflows from P&C insurance business and capital deployment of GEL 39 million in education, renewable energy and beverages businesses (2) Buybacks are not included within the capital allocations GEORGIA CAPITAL Page 19#20GEL millions Liquidity and cash management at Georgia Capital GEL 604 million Liquid funds & short-term loans | 30-Jun-2018 Cash at bank of GEL 164 million Internationally listed debt securities of GEL 148 million Locally listed debt securities of GEL 40 million Loans issued of GEL 252 million GEL 129 million Net debt | 30-Jun-2018 Georgia Capital issued inaugural US$ 300mln international corporate bonds in March 2018 Net debt overview | 30-Jun-2018 GEL 22 million GEORGIA CAPITAL Standalone GCAP net operating income | 30-Jun-2018 Gross operating income more than tripled y-o-y to GEL 27.0 million from GEL 8.5 million GEL millions 30-Jun-2018 Change Change% y-o-y y-o-y Dividend Income 733 352 31 +14 +79% Interest Income 15 +14 NMF 252 Interest expense (19) +10 +107% Gross operating income 27 +18 NMF 129 Operating expenses (5) +3 NMF Gross Debt Cash and liquid funds Loans issued Net Debt Net operating income 22 +15 NMF Portfolio over net debt Listed assets over net debt Interest coverage 14.2x 9.3x 2.42x Page 20#21Georgia Capital is your ground floor opportunity to tap the growth We look forward to building long-term relationships with high quality shareholders GEORGIA CAPITAL Questions? Georgia Investor Day 12 October 2018 | London#22Content 1. Georgia Capital at a glance 2. Georgia Capital - Investment opportunity 3. Current capital allocation 4. Capital allocation going forward 5. Appendices Portfolio overview GEORGIA CAPITAL#23Private late stage portfolio Water utility business overview Investment rationale ■ Natural monopoly ■ Utilities sector represents ~3% of total Georgian economic output and is consistently growing at a sustainable rate (CAGR 8.2% in 2006 - 2017) ■ Stable cash collection rates Value creation potential EU harmonization reforms in progress Increasing demand on the back of high GDP growth combined with rapid tourism growth Upside opportunity from pursuing cost efficiencies Growing dividend payment capacity Value realisation outlook - IPO together with the renewable energy business GEL millions kWh millions GEORGIA CAPITAL Consumption of self-produced electricity (KWh m) 321 322 313 291 250 236 214 211 209 2014A 2015A 2016A 2017A 2018E 2019E 2020E 2021E 2022E EBITDA 2014 -2022E (GEL m) 200 66% 66% 66% 63% 70% 180 56% 54% 54% 60% 160 51% 140 45% 120 100 CAGR 2014-2022E 11% 50% 40% 80 30% 60 126 114 126 130 20% 40 85 55 61 68 73 10% 20 2014A 2015A 2016A 2017A 0% 2018E 2019E 2020E 2021E 2022E EBITDA margin Page 23#24Private late stage portfolio Housing development business overview Investment rationale m უძრავი ქონება REAL ESTATE Market opportunity Average household size and home ownership GEORGIA CAPITAL Average household size is significantly higher compared to Europe 4.5 120% 4.0 93% 96% 90% 90% 90% 83% 3.5 82% 86% 100% 81% Most of the housing stock dates back to Soviet era and is amortised ■ In line with the economic growth, urbanisation levels are increasing from current low level 3.0 69% 80% 2.5 60% 2.0 1.5 40% 1.0 20% 0.5 3.3 2.8 2.7 2.7 2.6 2.4 2.3 2.3 2.2 2.1 0.0 0% Georgia Croatia Slovakia Poland Romania Bulgaria Hungary EU Estonia Lithuania Average Household Size Home Ownership 2016 Value creation potential Asset light strategy Unlock land value by developing housing projects ■ Development of third-party land - franchise m² brand name Earn Construction management fees from third-party projects and bring construction works in-house Value realisation outlook - Cash out by transformation into real estate asset manager EBITDA 2016-2022E¹ (GEL m) 26 22 17 11 56 51 47 2016A 2017A 2018E 2019E 2020E 2021E 2022E 1 Housing development business' functional currency is US dollars Page 24#25Private late stage portfolio P&C insurance business overview Investment rationale ALDAGI GEORGIA CAPITAL 10.2% 9.2% • Significantly underpenetrated insurance market in Georgia 8.9% • Market leader with a powerful distribution network of point of sale and sales agents Market opportunity Georgia P&C Penetration 0.6% Density $20 6,934 6.4% 6.1% 4.9% • Expansion into car service business - opportunity to develop unique platform with significant synergy potential with expected annual market revenue of GEL 50 mln and 30-35% expected market share 4,064 2.8% 3,395 2.1% 2,613 2,548 1,036 351 155 UK Switzerland France Belgium Germany Slovenia Poland Insurance Density 1.3% 1.5% 144 135 Bulgaria Turkey Russia 1.2% 40 Georgia Insurance penetration Value creation potential •Compulsory border TPL effective from 1 March 2018 • Local TPL expected to kick in from 2020 and provide potential to access untapped retail casco insurance market with only 4% existing penetration • First mover advantage on underpenetrated SME segment Growing dividend payout capacity Dividends distribution 2016-2022E (GEL m) 22 18 15 12 7 10 7 Value realisation outlook - Trade sale or IPO 2016A 2017A 2018A 2019E 2020E 2021E 2022E Page 25#26Private early stage portfolio Renewable energy business overview Investment rationale 23,000 Underdeveloped energy market with potential for significant 18,000 growth Low per capita power usage Cheap to develop - up to US$1.5mln for 1MW hydro and up to US$1.3mln for wind development 13,000 CAGR: 5.4% 8,000 Target ROICS ranging from 12.5% to 15% from wind power plants and HPPS 3,000 GWh Market opportunity Consumption, 5% GEORGIA CAPITAL 6.1 TWh 2030 2029 2028 2027 2020 2019 2018 2017 2016 2015 2014 Generation, forecast 2013 2012 2011 2010 2009 I Generation, actual Dividends: 11 200 Consumption, +5% Projected EBITDA through 2022 (GEL m) 2026 2025 2024 2023 2022 2021 29 CAGR 2017-2022E+116% 77% 150 GEL millions 100 70% 50 75% 150 70% 81 42 15 65% 2019E 2020E 2021E 2022E EBITDA EBITDA margin 81% 80% 80% 30 85% Value creation potential Opportunity to establish a renewable energy platform with 500MW operating capacity over the medium-term¹ Energy consumption is expected to grow at CAGR 5%, translating into doubling of the consumption over the next 10 years ■ Stabile dividend provider capacity Value realisation outlook - IPO together with the water utility business (1) 500MW target includes existing energy assets of water utility business Page 26#27Private early stage portfolio Hospitality and commercial real estate business overview Investment rationale Market opportunity Arrivals of tourists and tourism revenue | Georgia Record number of tourists visiting Georgia every year: 1.9 million visitors in 1H18, up 23% y-o-y; Tourism inflows up 24% y-o-y Target ROICS ranging from 12.8% to 18% from hotels ◉ Value creation potential Grow Portfolio of rent-earning assets through residential developments/opportunistic acquisitions Reach 1,000 hotel rooms over the next 3 years. Currently approximately 942 rooms of which 152 are operational and c. 790 are in the pipeline Value realisation outlook - spin-off yielding properties as listed REITs managed by m² (1) Hospitality & Commercial real estate business' functional currency is US dollars GEORGIA CAPITAL Source: Georgian National Tourism Administration 4.1 3.3 2.9 2.9 3.0 2.5 2.8 1.8 1.9 2.2 1.7 1.8 1.9 1.6 1.4 1.4 1.1 1.0 2011 2012 2013 Arrivals of tourists (mln) 2014 2015 2016 2017 1H17 Tourism revenue(US$ bln) 1H18 Projected EBITDA through 20221 (GEL m) 54 31 35 89 72 2018 2019 2020 2021 2022 Page 27#28Private early stage portfolio Beverages business overview Investment rationale ☐ ☐ Market opportunity GEORGIA CAPITAL Low consumption per capita compared to peers Beer consumption in Peer Countries 2017 (1/capita) 2.5 1Q18: 0.5 Gel billion 2.0 High growth sector, which has doubled during the last 5 years to GEL 1.9 billion market Peer Average 160 140 137 85 litre 1.5 120 95 96 98 92 Beer consumption per capita at one of the lowest levels in the wider region at 27 liters per capita Georgia's favorable trade regimes (free trade agreements with EU and China) provide potential for export growth 40 100 80 60 2200 Czech republic Austria Source: Statista Vineyard hectares Germany Poalnd Lithuania Ireland Estonia Romania 79 76 77 71 1.0 27 0.5 Slovenia Georgia 0.0 2011 2012 2013 2014 2015 2016 2017 Beverage Market GEL billions Beverages revenue Value creation potential Best-in-class distribution network platform 10-year exclusivity from Heineken to produce and sell beer in Georgia, Armenia and Azerbaijan Grow vineyard base to 1,000 hectares, from current 436 hectares, over the next three years Value realization outlook - Trade sale either of the whole business or in parts 436 86 1H17 1H18 30.5 17.6 436 30.5 +350 ha y-o-y +73.3% y-o-y 1H17 1H18 Page 28#29GEORGIA CAPITAL Pipeline Further value creation opportunity – education business ■ Industry investment rationale LARGE AND GROWING MARKET Growing private school market Government expected to double spending over the next 5 years - Government spending on education as GDP % (2016) 6543 Market opportunity 23.6 25.0 22.1 8.0 7.1 6.9 6.6 6.4 7.0 6.1 5.9 20.0 5.6 5.5 5.4 5.0 4.9 6.0 4.9 4.7 4.7 4.5 4.2 3.8 3.7 15.0 5.0 4.0 10.0 3.0 ☐ Low base - 3.8% of GDP, compared to 5.4% of peers (2016 data) 5.0 2.0 1.0 0.0 0.0 Government incentivized to support private schools development EFFICIENCY UPSIDE Iceland Denmark Source: Eurostat, World bank Sweden Belgium Finland Estonia Switzerland Latvia France Poland Hungary Austria EU UK Czech Germany Georgia Romania Secondary private school enrollment % (2016) 14.8 14.7 12.1 11.0 10.4 10.1 EU Hungary Source: World bank Finland Denmark Switzerland Poland Austria Georgia 2.4 1.1 =1 Bulgaria Romania " Inefficient government spending ■ ■ Fragmented - 2,321 schools in total, only 10% is private and also private market itself is fragmented Undersupplied private school market 83% of teachers teach only 1 subject - 56% for peers ACCESS IS HIGH, BUT QUALITY IS POOR Medium term demand outlook for private high schools currently- 10% private 10% Private ☐ Compulsory education lasts 9 years from age 6 to 14 years, literacy level - 99.8% Low supply of quality educators Poor international pupils assessment results - 60th among 72 countries HIGH TRADING MULTIPLES Due to its high quality revenue and high demand for good quality affordable education schools are trading at a very high multiples even amongst the service industry State 90% in 5-years - 20% private 20% We aim to introduce a chain of affordable high schools to capitalise on scale advantage in Georgia 80% We expect to deploy GEL 140 million equity capital and by 2025 we are aiming to reach 30,000 pupils Page 29#30Content 1. Georgia Capital at a glance 2. Georgia Capital - Investment opportunity 3. Current capital allocation 4. Capital allocation going forward 5. Appendices Financials & other GEORGIA CAPITAL Page 30#31Georgia Capital's board of directors Board of directors - Georgia Capital PLC GEORGIA CAPITAL Irakli Gilauri, Chairman & CEO Experience: formerly BGEO Group CEO; Up to 20 years of experience in the banking, investment and finance. BMS in banking from CASS Business School, London; BBS from University of Limerick, Ireland William Huyett, Independent Non-Executive Director Experience: formerly a Director of McKinsey & Company, based in its Boston office, for over 28 years Caroline Brown, Independent Non-Executive Director Experience: Chief Financial Officer at Listen Media Campaign Company, Chief Innovation Officer and Founding Partner at Cambridge Advisory Partners Jyrki Talvitie, Independent Non-Executive Director Experience: 28 years of experience in the banking, including Sberbank, VTB, East Capital and Bank of New York in both buy and sell-side transactions David Morrison, Senior Independent Director Experience: formerly Director at Sullivan & Cromwell with a track record of over 28 years, Founding CEO of the Caucasus Nature Fund (CNF) Kim Bradley, Independent Non-executive Director Experience: Goldman Sachs AM, Senior Executive at GE Capital, President of Societa Gestione Crediti, Board Chairman at Archon Capital Deutschland Massimo Gesua'sive Salvadori, Independent Non- Executive Director Experience: currently an analyst at Odey asset management, formerly with McKinsey & Company for over 9 years 6 out of 7 members are independent Page 31#32Investment company basis management accounts Net Asset Value Overview Number of Shares Ownership % Management Adjusted Value GEL thousand unless otherwise noted 30-Jun-18 Management Adjusted Value 31-Dec-17 Change Change % Listed Equity Investments GHG (75,118,503 shares at market) 75,118,503 57.0% 608,502 933,481 (324,979) -34.8% BOG (9,784,716 shares at market) 9,784,716 19.9% 594,069 594,069 NMF Private Investments Water Utility (at book) 100.0% 282,319 267,923 14,396 5.4% Renewable energy (at book)² 65.0% 53,572 51,511 2,061 4.0% Housing Development (at book) 100.0% 68,530 75,609 (7,079) -9.4% Commercial and Hospitality (at book) Beverages (at book)² P&C Insurance (at book) Education (at cost) Other (at cost) 100.0% 78,700 78,142 558 0.7% 80.0%¹ 84,960 63,637 21,323 33.5% 100.0% 48,869 51,193 (2,324) -4.5% 100.0% 6,177 6,177 NMF 100.0% 82 82 NMF Total Portfolio Value Net Debt Of which, cash and liquid funds Of which, loans issued Of which, gross Debt Net other assets/ (liabilities) Net Asset Value 1,825,780 1,521,496 304,285 20.0% (128,771) 352,002 (7,733) 264,546 (121,038) NMF 87,456 33.1% 252,488 252,488 NMF (733,261) (272,279) (460,982) NMF (9,839) 1,687,170 (2,687) 1,511,076 (7,153) NMF 176,094 11.7% GEORGIA CAPITAL Shares outstanding³ Net Asset Value per share (GEL) Net Asset Value per share (GBP) 36,912,664 45.71 14.06 39,384,712 38.37 10.96 (2,472,048) 7.34 3.10 -6.3% 19.1% 28.3% (1) €23 (2) Aggregate ownership stake, as Georgia Capital holds the beverages business through multiple companies with different ownership stakes Management adjusted value of renewable energy business and the beverages business at 30 June 2018 includes mezzanine loans issued of GEL 33.9 million (31 December 2017: GEL 34.2 million) and GEL 13 million (31 December 2017: zero) respectively (3) Number of outstanding shares at the end of the period under IFRS, i.e. issued shares less treasury shares Page 32#33Investment company basis management accounts GEORGIA CAPITAL Investment company basis income statement Georgia Capital stand-alone cash flow highlights GEL thousands unless otherwise noted 1H18 1H17 % change GEL thousands unless otherwise noted 1H18 1H17 Change % Dividend income 31,340 17,500 79.1% Dividends received 10,000 NMF Interest income Interest expense 14,742 271 NMF Interest received 10,426 189 NMF (19,079) (9,210) NMF Interest paid (21,785) NMF GCAP gross operating income 27,003 8,561 NMF Cash outflow from Operations before operating expenses (1,359) 189 NMF Operating expenses (5,282) (1,919) NMF GCAP operating expenses (2,787) (244) NMF GCAP net operating income (1) 21,721 6,642 NMF Cash outflow from operations (4,147) (55) NMF Attributable income of listed portfolio companies Investments in portfolio companies (19,700) (11,458) 71.9% 54,762 11,822 NMF Loans Issued of which, GHG (249,635) (7,000) NMF 11,589 11,822 -2.0% Preferred stock of which, BOG 43,172 NMF (19,029) NMF Attributable income of private portfolio companies 27,775 41,324 -32.8% Proceeds from sale of shares in portfolio companies 108,780 NMF of which, Water Utility 22,284 15,702 41.9% Cash outflow on investing activities (288,364) 90,322 NMF of which, Renewable Energy (490) (2,057) 76.2% Share buybacks (49,580) NMF of which, Housing Development 4,375 20,802 -79.0% Cash outflow on buybacks (49,580) NMF of which, Hospitality and Commercial Real Estate 763 1,304 -41.5% Increase in capital 2,249 NMF of which, Beverages (7,462) (2,017) NMF Proceeds from debt securities issued 715,729 NMF of which, P&C Insurance 8,305 Total portfolio company attributable income (2) 82,537 7,590 53,146 9.4% 55.3% Repayment of borrowings from former parent company Proceeds from borrowings (248,295) (7,981) NMF 6,301 NMF Cash inflow from financing activities 467,434 569 NMF Income before income taxes, provisions and adjustments Demerger related outflows (24,245) NMF 104,258 59,788 74.4% (1)+(2) Net cash flow 101,097 90,835 11.3% Adjustment for dividend income accrual (31,340) (17,500) 79.1% Beginning cash and liquid funds 264,546 3,240 NMF Provision (2,115) NMF Ending cash and liquid funds 352,002 93,496 NMF Income tax NMF Fx Effect (13,168) (579) NMF Net income 70,803 42,288 67.4% Fair valuation (474) NMF Net foreign currency (loss) gain (5,104) 423 NMF Non-recurring income (expense) (49,970) Realized gain from sale portfolio company shares (2,225) 90,275 NMF NMF Total comprehensive income 15,729 130,761 -88.0% Page 33#34Investment company basis management accounts GEORGIA CAPITAL Balance Sheet Highlights Corporate GEL thousands unless otherwise noted Cash and liquid funds Loans issued Preferred stock Investment portfolio value June 30-Jun-18 352,002 December 31-Dec-17 Change % 264,546 Portfolio valuation Management Adjusted Value 30-Jun-18 Average of Analyst Valuations 30-Jun-18 33.1% 252,488 NMF Listed Equity Investments 43,064 32,182 33.8% 1,765,044 1,478,806 19.4% Georgia Healthcare Group PLC Bank of Georgia Group PLC 608,502 930,760 594,069 711,197 of which: Listed Investments 1,202,571 933,481 28.8% Georgia Healthcare Group PLC (LSE closing price) 608,502 933,481 -34.8% Private Investments Bank of Georgia Group PLC (LSE closing price) 594,069 NMF Water Utility (at book) 282,319 552,414 of which: Private Investments Water Utility (at book) Renewable energy (at book) Housing Development (at book) Commercial and Hospitality Beverages (at book) P&C Insurance (at book) Other Goodwill Other Assets Total assets Debt securities issued Borrowings Other Liabilities Total liabilities 562,473 545,325 3.1% Renewable energy (at book) 53,572 282,319 267,923 5.4% Housing Development (at NAV) 68,530 170,760 19,623 17,290 13.5% Commercial and Hospitality 78,700 68,530 75,609 -9.4% Beverage (at book) 84,960 87,114 78,700 78,142 0.7% P&C Insurance (at book) 48,869 178,690 60,514 57,509 5.2% Other 6,259 46,528 48,852 6,259 -4.8% Total Portfolio value NMF Net debt* 1,825,780 2,630,935 (128,771) (128,771) 13,831 6,208 2,432,637 733,261 8,469 579 1,784,582 63.3% Net other assets/(liabilities)* NMF Net asset value* (9,839) 1,687,170 36.3% Shares outstanding* 36,912,664 (9,839) 2,492,325 36,912,664 NMF Net asset value per share (GEL)* NAV 12,206 745,466 1,687,170 272,279 1,227 273,506 1,511,076 NMF Net asset value per share (GBP)* 45.71 14.06 67.52 20.77 NMF NMF 11.7% *Figures are stated as at 30 June 2018 Page 34#35Glossary ● GCAP refers to the aggregation of stand-alone Georgia Capital PLC and stand-alone JSC Georgia Capital accounts Georgia Capital and "the Group" refer to Georgia Capital PLC and its portfolio companies as a whole ● NMF - Not meaningful NAV - net asset value GEORGIA CAPITAL EBITDA - Earnings before interest, taxes, non-recurring items, FX gain/losses and depreciation and amortization; The Group has presented these figures in this document because management uses EBITDA as a tool to measure the Group's operational performance and the profitability of its operations. The Company considers EBITDA to be an important indicator of its representative recurring operations ● ROIC - return on invested capital is calculated as EBITDA less depreciation, divided by aggregate amount of total equity and borrowed funds ● ● Loss ratio equals net insurance claims expense divided by net earned premiums Expense ratio equals sum of acquisition costs and operating expenses divided by net earned premiums Combined ratio equals sum of the loss ratio and the expense ratio ROAE - Return on average total equity (ROAE) equals profit for the period attributable to shareholders of P&C insurance business divided by monthly average equity attributable to shareholders of P&C business for the same period IRR for listed investments is calculated based on a) historical contributions to the listed investment less b) dividends received and c) market value of the investment at 30 June 2018 ROI for private investments is an annualised return on net investment (gross investments less capital returns) calculated at each investment level. Inputs into the ROI calculation are as follows: (i) the numerator is the annualised attributable income of the private portfolio company less allocated GCAP interest expense, and (ii) the denominator, is the net investment less allocated gross debt of GCAP ROAC is an annualised return on allocated capital as of 30 June 2018 and calculated at each private investment level. Inputs into the ROAC calculation are as follows: (i) the numerator is the annualised attributable income of the private portfolio company, less allocated GCAP interest expense, and (ii) the denominator is the management adjusted value, as included in the NAV statement, less allocated gross debt of GCAP Net investment - gross investments less capital returns Management adjusted value - Private portfolio companies are carried at their book values, which represents the sum of a) their respective IFRS stand- alone total shareholders' equities attributable to Georgia Capital, unless the Group has an arm's length sale transaction with portfolio company's equity. securities to an unrelated third-party; b) attributable IFRS goodwill and c) the carrying value of shareholder advances that represent preferred stock or mezzanine loan type investments in portfolio companies - Holding period – weighted average holding period (years) Page 35#36Forward looking statements Disclaimer GEORGIA CAPITAL This presentation contains forward-looking statements, including, but not limited to, statements concerning expectations, projections, objectives, targets, goals, strategies, future events, future revenues or performance, capital expenditures, financing needs, plans or intentions relating to acquisitions, competitive strengths and weaknesses, plans or goals relating to financial position and future operations and development. Although Georgia Capital PLC believes that the expectations and opinions reflected in such forward-looking statements are reasonable, no assurance can be given that such expectations and opinions will prove to have been correct. By their nature, these forward- looking statements are subject to a number of known and unknown risks, uncertainties and contingencies, and actual results and events could differ materially from those currently being anticipated as reflected in such statements. Important factors that could cause actual results to differ materially from those expressed or implied in forward- looking statements, certain of which are beyond our control, include, among other things: currency fluctuations, including depreciation of the Georgian Lari, and macroeconomic risk; regional tensions and instability; regulatory risk across a wide range of industries; investment strategy risk; investment risk and liquidity risk and other key factors that indicated could adversely affect our business and financial performance, which are contained elsewhere in this document and in our past and future filings and reports and also the 'Principal Risks and Uncertainties' included in Georgia Capital PLC's 1H18 results announcement and in BGEO Group PLC's Annual Report and Accounts 2017. No part of this presentation constitutes, or shall be taken to constitute, an invitation or inducement to invest in Georgia Capital PLC or any other entity, and must not be relied upon in any way in connection with any investment decision. Georgia Capital PLC and other entities undertake no obligation to update any forward- looking statements, whether as a result of new information, future events or otherwise, except to the extent legally required. Nothing in this presentation should be construed as a profit forecast. Page 36

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