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Information Memorandum

STRICTLY PRIVATE AND CONFIDENTIAL

PROJECT BAIT
Innovative and growing brand in the
Food Services Sector
INFORMATION MEMORANDUM – STRICTLY PRIVATE AND CONFIDENTIAL

Table of contents
SECTION PARTICULARS PAGE SECTION PARTICULARS PAGE
1 Important Notices 4 4.7 LBG’s Organization Structure 18

2 Executive Summary 6 4.8 Future Development Plan 20


3 GCC Food Services Market 8 4.9 Competitive Landscape 21

4 London Business Group 11 4.10 SWOT Analysis 22

4.1 Journey So Far 12 4.11 Investment Rationale 23


5 Financial Statement 24
4.2 Critical Success Factors 13
6 Assumptions 25
4.3 Salient Features 13
7 Bank Borrowings 27
4.4 LBG’s Brands 14
8 Appendix – Commercial Documents 28
4.5 The Franchise Model 15
9 Disclaimer 39
4.6 Supply Chain Management 17

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INFORMATION MEMORANDUM – STRICTLY PRIVATE AND CONFIDENTIAL

Glossary
Term Abbreviation/ explanation
Term Abbreviation/ explanation
AED Arab Emirates Dirhams
LFC London Fish & Chips
ATG Anatolia Turkish Grill
MENA Middle East and North Africa
CAGR Compounded Annual Growth Rate
POS Point of Sale
ERP Enterprise Resource Planning
QSR Quick Service Restaurants
F&B Food and Beverages
R&D Research and Development
GCC Gulf Co-operation Council
SAR Saudi Arabian Riyal
GDP Gross Domestic Product
TGIF T.G.I. Friday's
HR Human Resources
UAE United Arab Emirates
IT Information Technology
UK United Kingdom
KSA Kingdom of Saudi Arabia
USD United States Dollar
LBG London Business Group

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INFORMATION MEMORANDUM – STRICTLY PRIVATE AND CONFIDENTIAL

1. Important Notices
Introduction The IM has been prepared solely for information purposes, in order to assist
interested parties in evaluating the investment opportunity. It should not be
This Information Memorandum (“IM”) is issued by the owners (the “Owner”) of deemed to be a prospectus prepared in connection with a general public offering
London Business Group (the “Company”) in relation to the placement of an and does not purport to contain all of the information that a prospective investor
equity stake in the Company to a suitable investor (the “Transaction”). The IM is may require. There is no obligation on the part of IdealMC or the Founder/
for the exclusive use of the persons to whom it is addressed in connection with management of the Company (the “Management”) to update the information
the Transaction. Ideal Management Consultants (“IdealMC”) has not concluded contained in this IM should there be any change in the affairs of the Company, its
audit, due diligence, taxation, legal or other services. future prospects or performance, following the issue of this IM. Certain
information contained in this IM constitutes “forward-looking statements”,
The sole purpose of this IM is to assist the recipient in deciding whether it wishes
which can be identified by the use of forward-looking terminology such as “may”,
to proceed with a further investigation on the Company. It is not intended to
“will”, “should”, “expect”, “anticipate”, “project”, “estimate”, “envisage”,
form the basis of any investment decision. It is recommended that interested
“intend”, or “believe” or the negatives thereof or other variations thereon or
parties should consult their professional advisors on matters referred to in this
comparable terminology. Due to various risks and uncertainties, actual results or
IM. No information contained herein shall constitute advice to prospective
the actual performance of the Company may differ materially from those
investors in respect of their position on this matter.
reflected or contemplated in such forward looking statements. While the
Confidentiality statements contained in this IM have been carefully developed, they represent
the Management’s views, and have been arrived at on the basis of the best
All of the information provided in this IM is strictly confidential to the recipient of information available at the date of this IM, they have not been subjected to
this document and must not be disclosed to any other party or used for any independent verification, and no representations or warranties are made as to
purpose other than for assessing the investment opportunity presented herein. the accuracy or completeness of such statements. Therefore, parties associated
In accepting delivery of this IM, the recipient acknowledges and confirms its with the preparation of this IM shall have no liability for any statements,
agreement that this IM, and all of the information contained in it, is information opinions, information or matters (express or implied) arising out of, contained in,
supplied under the Non-Disclosure Agreement (“NDA”) previously executed by or derived from, or for any omissions from, or any errors in, this IM or any other
the recipient, and that the recipient shall observe and perform all the covenants written or oral communications to the recipient in relation to the Company or
and agreements required under the same NDA. Anyone who has not signed the the Transaction. It is recommended that parties interested in investing should
NDA is not authorised to receive this IM. To preserve strict confidentiality, the consult their professional advisors on matters referred to in this IM. No
Transaction should be referred to as “Project Bait” in all communications. information contained herein shall constitute advice to prospective investors in
respect of their personal position. In all cases, interested investors should,
Purpose and limitations amongst other things, conduct their own investigation and analysis in relation to
This IM is not an offer or an invitation to the general public to invest in the the acquisition of an equity stake in the Company and the information set forth
Company. It has been prepared solely for distribution to a limited number of in this IM.
institutional or sophisticated investors who have specifically expressed an
interest in investing in the Company. It has not been subject to any regulatory
filing or review.

Important Executive GCC Food London Business Financial Bank


Notices Summary Services Market Group Statement Assumptions Appendix Disclaimer
Borrowings
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INFORMATION MEMORANDUM – STRICTLY PRIVATE AND CONFIDENTIAL

Owners’ rights
The provision of this IM is not a representation to any recipient or any other
person that a Sale and Purchase Agreement (“SPA”) will be executed with that or
any other party. The Owner may at any time negotiate with one or more
potential investors and enter into a contract without prior notice to any or all
interested parties. Furthermore, the Owner reserves the right to terminate, at
any time, further participation in the Transaction by any or all parties, or to
modify the process. The Owner will not be responsible for, or pay, any costs,
expenses or losses which may be incurred by any interested party in connection
with the Transaction.

Currency
Unless otherwise specified, all financial figures in this IM are stated in Arab
Emirates Dirhams.

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INFORMATION MEMORANDUM – STRICTLY PRIVATE AND CONFIDENTIAL

2. Executive Summary
▪ Food services has emerged as one of the most vibrant sectors in the GCC.
▪ GCC food services market was valued at USD 16.5 billion in 2012 and is expected to grow to USD 24.5 billion by 2018.
▪ Saudi Arabia leads the region accounting for nearly half of the GCC market. The UAE remains the second largest contributor generating
Market snapshot around 30% of the region’s demand.
▪ Fast food or Quick Service Restaurants (QSR) has emerged as the largest segment in the GCC accounting for almost 60% of the market.
▪ The segment has gained significant traction with its “low-cost, quick service” value proposition coupled with the breadth of international
cuisines and brands.

▪ LBG was established in 2001 and focuses on the fast food and casual dining segments.
About London ▪ Since inception, LBG’s promoters have strived to be the franchisor of home-grown brands.
Business Group ▪ LBG has dedicated its efforts to realize this vision across fine dining, casual dining, fast food and confectionery segments.

▪ LFC was launched in 2001 as a fast food outlet in the Quick Service Restaurant (“QSR”) category.
▪ The idea was to replicate a 150-year-old English street food concept into the regional market and to build it out into a multi-regional
seafood oriented chain.

London Fish& ▪ LFC has maintained an authentic English outlook in the décor, design and menu offerings across company-owned and franchise-owned
outlets. The ambience along with the original flavours has helped LFC to set itself apart from the other sea-food chains in the market.
Chips
▪ LFC won the What’s On award (2013 & 2015) for Best British Restaurant category in UAE.
▪ At present, LFC has over 30 outlets (company and franchisee owned) as between KSA and UAE.
▪ LFC has also signed franchise contracts in Oman for 5 outlets and in Egypt for 25 outlets.

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INFORMATION MEMORANDUM – STRICTLY PRIVATE AND CONFIDENTIAL

EXECUTIVE SUMMARY (CONTINUED)

▪ Anatolia Turkish Grill was launched in 2010 in the casual dining restaurant category.
▪ ATG specializes in authentic Turkish cuisine in an elegant and modern way akin to the classy restaurants of the city of Istanbul.

Anatolia Turkish ▪ ATG sources key ingredients from Turkey and employs Turkish chefs in order to deliver an authentic offering similar to the dining outlets in
Turkey.
Grill
▪ Residents of Turkish origin in UAE and KSA see ATG as an authentic Turkish eatery.
▪ ATG has 4 company-owned outlets in KSA and UAE along with a pilot franchise outlet in UAE.
▪ LBG plans to expand the footprint of LFC & ATG both on the own store and the franchise fronts.
▪ Management is currently studying franchise inquiries from other GCC countries for LFC and franchise inquiries from the Northern Emirates
for ATG
Expansion plan
▪ Over the next 3 to 5 years, the Management aims to achieve a 2:1 ratio in favour of franchise units.

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INFORMATION MEMORANDUM – STRICTLY PRIVATE AND CONFIDENTIAL

3. GCC food services market


Food services has emerged as one of the most vibrant sectors in the GCC, appealing to customers across all segments of the society. The regional food services market has
dynamically evolved in the last few years to cater to the changing tastes of locals, expatriates and tourists from all over the world. The sector continues to expand rapidly
on the back of favourable demographics with a large young population and a steady rise in the tourist inflows.

ACTIVITIES IN GCC Fig 1: GCC Food Retail Sales (USD billion, % of GCC total)
▪ Saudi Arabia and UAE are the largest markets in the GCC region primarily due KSA
60% USD 59 bn USD 83 bn USD 106bn
to the population size and the large tourist inflows – religious and leisure – UAE
50%
into these two destinations. Local and international restaurants - fast food and
40% Kuwait
causal dining - are successfully making inroads into the GCC region through
franchise agreements which remain the preferred method of doing business in 30% Oman
the region. 20% Qatar

▪ In Saudi Arabia, religious tourists form the largest group of visitors primarily to 10% Bahrain
perform Hajj and Umrah and to visit the Holy Sites throughout the year. The 0%
Kingdom attracted 18 million international tourists in 20151. 2007 2012 2017F
Sources: Euro monitor; A.T. Kearney
▪ Leisure and business are both major factors that are driving traveller inflows
into the UAE. The country has successfully positioned itself as a premium MARKET SIZE
tourist destination and international logistics hub in the region; 15 million
tourists visited the UAE in 20151. The number of arrivals in UAE is expected to The GCC food services market was valued at USD 16.5 billion in 2012 and is
substantially increase in the coming years during Dubai's run up to Expo 2020. expected to grow to USD 24.5 billion by 2018 (Fig.2). Saudi Arabia leads the
region accounting for nearly half of the GCC market. The UAE remains the
▪ During its six-month run, Expo 2020 is forecast to draw around 20 million second largest contributor generating around 30% of the region’s demand.
visitors to the Dubai-based on government projections. Strategic events such
Fig 2: GCC market size by country
as the Dubai Food Festival and the long established Dubai Shopping Festival
6%
which runs along the peak annual holiday season in December/ January form 6% 2%
2% 8%
part of the government’s initiatives designed to celebrate and enhance 7%
Dubai's and the UAE's global status as the region's gastronomic capital. 10%
Bahrain 9%
▪ Food retail sales have reported the highest numbers in KSA and UAE within the 2012
Oman 2018
GCC due to higher tourist arrivals and subsequent growth in F&B demand CAGR: 6.8%
Qatar
(Fig.1). Kuwait
UAE 28% 47%
KSA 46%
29%
1 World Tourism Rankings
Sources: IMF, BMI, PwC Report 2015

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INFORMATION MEMORANDUM – STRICTLY PRIVATE AND CONFIDENTIAL

QUICK SERVICE RESTAURANTS SEGMENT GROWTH DRIVERS


▪ Fast food or Quick Service Restaurants (QSR) has emerged as the largest ▪ Steady Economic Growth: GCC economies have grown in GDP at a steady pace
segment in the GCC accounting for almost 60% of the market2. The focus is of 2-3% in the recent past and is expected to maintain this growth rate.
primarily on providing fast service of low-cost food in public areas such as malls Sustained GDP growth has led to higher personal income levels, which in turn,
and open-air areas visited by tourists and residents. The emphasis on self- supports the market for food services.
service distinguishes this group from the traditional restaurants.
▪ Demographics: A large percentage3 (approx. 37%) of the population is under
▪ The segment has gained significant traction with its “low-cost, quick service” 35 years of age, with a significant working class and this supports the shift in
value proposition coupled with the breadth of international cuisines and taste and preference towards convenience and higher quality food services.
brands. The offerings have also dynamically evolved to bring in a good
▪ Tourism: The rising flow of tourists, especially to the UAE, supports the case for
amalgamation of western and domestic cuisines which caters to the demands
the food services market across the spectrum - from fine dining to QSR. Tourist
of the constantly changing consumer mindset.
arrivals in the GCC region are expected to grow at an annual rate of around 7%
▪ Saudi Arabia is the region’s largest QSR market followed by UAE and Kuwait. in the near future4. Mega events such as Dubai Expo 2020 are expected to
The entry of international QSR players and the expansion of the regional directly benefit the food services market.
players has increased the competition in the QSR segment in the last few years
▪ Urbanization: Better job prospects, standard of living and other factors have
(Fig.3).
resulted in rapid urbanization in GCC and this is expected to act as a direct
Fig. 3: Types of cuisines preferred stimulus to the growth in the food service sector.

Oth er European 30 24 33 1st Preference CHALLENGES


2nd Preference
▪ High dependence on imports: The GCC region is heavily dependent on imports
Othe r East Asian 31 22 25 3rd Preference
for food and though the governments have embarked on long term plans for
Figures within boxes
Japanese 33 32 28
represent respondents
reliable food supply, steady sourcing of quality ingredients remains an issue
and adds to the cost.
18 48 61
American
▪ Increasing infrastructure costs: The rental costs for retail spaces that witness
Arabic 47 38 44 higher footfall has always been at a premium and has been steadily increasing
in the last few years, especially in the supermalls category.
97 55 54
Pakistani
▪ Supply chain: The supply chain infrastructure in most GCC countries rank below
Chinese 51 117 101 the developed countries and even some emerging markets. Weak supply chain
results in increased transportation costs and wastage which in turn affects the
Turkish and food service costs.
110 105 111
lebanese
▪ Skilled resources: The steady rise in competition combined with a largely
Italian 84 161 147
expatriate driven workforce has resulted in a significant crunch for skilled
Indian 23 5 105 80 resources and continues to remain as a major challenge in the food services
market.
Source: KPMG UAE F&Bsurvey 2016 2Al Masah Capital; 3UN Population; 4The World Travel & Tourism Council

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Fish & Chips: Origins


▪ Globally perceived as a British national institution. Winston Churchill called ▪ Fish & chips became so essential to the diet of the ordinary man and woman
them "the good companions". John Lennon smothered his in tomato ketchup. that one shop in Bradford had to employ a doorman to control the queue.
Michael Jackson liked them with mushy peas.
▪ The Territorial Army prepared for battle on fish & chips provided in special
▪ Both Lancashire and London stake a claim to being the first to invent this catering tents erected at training camps in the 1930's.
famous meal.
▪ During World War II, ministers bent over backwards to make sure fish & chips
▪ As early as 1863, an entrepreneur called John Lees sold fish & chips out of a were one of the few foods that were never rationed.
wooden hut in industrial Lancashire.
▪ The longest running fish & chip shop still in operation is based in Yeadon near
▪ There are claims that the first combined fish & chips shop was opened by a Leeds. Trading under the name 'The Oldest Fish & Chip Shop in the World', fish
Jewish immigrant, Joseph Malin, within the sound of Bow Bells in East London & chips are believed to have been served from the premises continually since
around 1860. 1865.
▪ Fish & chips were a tasty break from the ▪ Harry Ramsden's is widely believed as the largest fish and chip shop in the UK.
norm at a time when working-class diets
were bleak and unvaried. ▪ There are currently in the region of 10,500 specialist fish and chip shops in the
UK, whereas, McDonald’s has 1,250 outlets and Kentucky Fried Chicken has
▪ Outlets sprung up across the country and only 840 outlets.
soon they were as much a part of
Victorian England as steam trains and ▪ Annual spend on fish and chips in the UK is in the region of a staggering £1.2
smog. billion!

▪ Italian migrants passing through English ▪ British consumers eat some 382 million portions of fish and chips every year.
towns and cities sensed a business That's six servings for every man, woman and child.
opportunity and set up shops in Scotland, ▪ 80% of the people visit fish and chip shops at least once a year in the UK, while
Wales and Ireland. 22% of people visit fish and chip shops every week.
t fish from all over Atlantic, Iceland and
▪Development of steam trawler brough ▪ 56% of people buy fish and chips to eat in the home as a family meal.
sy and fast distribution of the fish .
Greenland and the railways allowed ea
▪ Fish and chips as a nutritious meal concept has also spread to Ireland, Australia,
▪ To keep prices down, portions were often wrapped in old newspaper - a
Canada, New Zealand, South Africa and USA.
practice that survived as late as the 1980s.
▪ Outlets range from small affairs known as fish and chip shops to chain
▪ The British National Federation of Fish Friers was founded in 1913.
restaurants. Locally owned mobile "chip vans“ are also popular in many places.
▪ Fish & chips became a staple of the working-class diet during the First World
▪ In New Zealand and Australia, fish and chips is a popular business and income
War, providing a cheap and nutritious hot meal. The profit margins were too
source among the Asian community, particularly Chinese migrants.
small for large chains to be established, so the ‘chippie’ retained its personal,
neighbourhood character.
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INFORMATION MEMORANDUM – STRICTLY PRIVATE AND CONFIDENTIAL

4. London Business Group


ABOUT LBG LBG’s FOOTPRINT
LBG was established in 2001 and focuses on the fast food and casual dining
outlets. LBG’s objective is to be an important player in the regional QSR and
casual dining segments.
Canada
Since its inception, LBG’s promoters have strived to be the franchisor of home- Qatar
Bahrain
grown brands. LBG has dedicated its efforts to realize this vision across fine
dining, casual dining, fast food and confectionery segments. USA Kuwait UAE Pakistan
India
Egypt KSA Oman Malaysia
TURNING VISION INTO REALITY
Singapore
LBG has created two in-house concepts which offers authentic cuisines in a
Current locations
scalable format.
Ready to open locations
London Fish & Chips Target locations
Incepted in 2001, LFC was launched as a fast food outlet in the Quick
Service Restaurant (“QSR”) category. The idea was to replicate a 150-year-
old English street food concept into the regional market and to build it out
Brands KSA UAE Oman Egypt Total
into a multi-regional seafood oriented chain.
Group owned

Anatolia Turkish Grill LFC 14 8 - - 22


Anatolia Turkish Grill (“ATG”) specializes in authentic Turkish cuisine in an ATG 2 2 - - 4
elegant and modern way akin to the classy restaurants of the city of Istanbul.
Franchised
Following the successful market placement of the brands, LBG developed a
franchise model to further expand its LFC outlets. ATG on the other hand has LFC 5 4 1 1 11
expanded the size of its outlets and will be franchise -ready in the coming years ATG - 1 - - 1
with a pilot store open since 2015.
At present, LFC has over 30 outlets (company and franchisee owned) between KSA and UAE. It has also signed franchise contracts in Oman for 5 outlets and in
Egypt for 25 outlets. ATG has a total of 4 company-owned outlets in KSA and UAE and has one pilot franchise outlet in UAE.

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4.1 JOURNEY SO FAR

London Fish & Chips 10th outlet


opened in

Opened central First franchise KSA Outlet


kitchen in Riyadh outlet in the numbers Franchise
Started LFC in Opened first Eastern Opening of Started touch 15 in Started outlets opened
Al Faisaliyah LFC outlet in Opened 1st UAE outlet Province Dubai Mall franchising in KSA and 6 franchising in in Oman and
Mall, Riyadh Jeddah in IBN Battuta Mall Of KSA outlet Abu Dhabi in UAE Dubai Egypt

2001 2003 2005 2006 2009 2011 2012 2014 2016

Anatolia Turkish Grill


Started ATG in Opened first 2nd KSA outlet 2nd UAE outlet
Granada Mall, UAE outlet in opened in opened in Mirdiff
Riyadh IBN Battuta Mall Riyadh City Centre

2010 2011 2012 2013

Sugar Sprinkles
Sugar Sprinkles Partnered in Sugar shareholder Transferred
Sprinkles brand with Sugar Sprinkles structure shares to co-
one of the LBG co- opens 2 new rejected by founder based in
founders branches SAGIA KSA

2010 2011 2013 2014

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INFORMATION MEMORANDUM – STRICTLY PRIVATE AND CONFIDENTIAL

4.2 CRITICAL SUCCESS FACTORS 4.3 SALIENT FEATURES

▪ Well established brand in QSR and Casual Dining


BRAND LONDON FISH AND CHIPS
segment ;
▪ Strong presence in the two largest GCC economies – ▪ International brand perception: Though a home-grown brand, LFC has
KSA and UAE; maintained an authentic English outlook in the décor, design and menu
▪ LFC won the What’s On award (2013 & 2015) for Best offerings across company-owned and franchise-owned outlets. The
British Restaurant category in UAE; ambience along with the original flavours has helped LFC to set itself apart
from the other sea-food chains in the market
▪ Stringent operational procedures and quality control.
▪ Value -for-money proposition: LFC menu is priced very competitively
▪ Careful selection of raw material vendors from all over given that the outlets are mostly present in the food courts and face direct
SUPPLY CHAIN the world to bring out a unique quality in its products; competition from the other cuisine offerings in the vicinity.
▪ Just-In-Time management of perishable items to ▪ Simplicity of the offering: The LFC menu and offerings has been designed
maintain freshness and minimize wastage; in a straight-forward manner with the focus maintained on fish & chips.
▪ Strict quality control and monitoring across both This has helped LFC to differentiate itself from the sea-food outlets that
owned and franchise stores which results in offer fish & chips as a part of their wider offerings.
consistency and sustained quality across all outlets.
▪ Recipes done in-house: The recipes have been developed in house
keeping in mind the preference of the mix of the target customers and this
STAFF ▪ Extensive training program for new staff; has given the chain an edge in serving local as well as expatriate clients.
▪ Continuous skill enhancement of restaurant crew in 3-
month-cycles; ANATOLIA TURKISH GRILL
▪ ‘Training the Trainer’ program to help cascade
branding and operational aspects to all branches
▪ Authenticity: ATG sources key ingredients from Turkey and employs
Turkish chefs in order to deliver an authentic offering similar to the dining
▪ Strict monitoring and periodic audits of staff outlets in Turkey. The success of these measures is evident from the fact
performance that the residents of Turkish origin in UAE and KSA see ATG as an authentic
Turkish eatery.
▪ Strong relationship with mall operators to ensure
LOCATION
inclusion in the initial tenancy mix and prime ▪ Competitive pricing: The brand has been able to balance a wide menu
placement offering while maintaining a very competitive pricing range and this has
▪ Strategic planning and research to ensure maximum helped in attracting customers to its locations.
catchment area within each target geography. ▪ Central kitchen: The freshness and flavours of the recipes is fully captured
and maintained through the efficient utilization of the central kitchen
facility in both KSA and UAE.

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INFORMATION MEMORANDUM – STRICTLY PRIVATE AND CONFIDENTIAL

4.4 LBG’s BRANDS


LONDON FISH AND CHIPS ANATOLIA TURKISH GRILL
▪ In the UK, fish & chips has predominantly been a staple dish offered by family- ▪ Anatolia Turkish Grill was conceptualized after an in-depth study by the
run diners. Promoters that uncovered the need for authentic Turkish cuisine in the GCC
market.
▪ Having noticed the popularity in UK and the limited supply of this dish in the
GCC, the Promoters built a brand that revolves around offering fish & chips ▪ The Brand endeavors to simulate an authentic Turkish dining experience for
using a fast food model. its customers by brining together the original Turkish flavors with a traditional
ambience.
▪ The Promoters carefully designed the recipe of the dish and the layout of its
outlets to deliver a consistent English experience across all its outlets. ▪ ATG opened its first branch in March 2010 in KSA. The restaurant instantly
developed a strong customer base within the first year and as a resulted
▪ The brand was introduced into the MENA region in 2001 in KSA. Over the next touched gross revenue of approximately SAR 3 million.
6 years it gained substantial traction which helped grow revenue from SAR 1.8
million to SAR 18 million. ▪ Started within a small space of only 220 sqm, the restaurant quickly doubled
its space in 2012 to a 450 sqm outlet. This was primarily due to the request of
▪ In 2005, the Promoters ventured into the UAE market by opening its first the Mall’s management based on demand.
branch in UAE and later another branch in 2009.
▪ Towards year 4 of its operations, LBG opened three additional outlets
▪ Today, the brand has over 30 outlets (company-owned and franchisee) across (between UAE and KSA). The total gross revenue churned from these outlets
KSA and UAE. It has also signed franchise contracts in Oman for 5 outlets and was around SAR 30 million.
in Egypt for 25 outlets.
▪ The unit sizes vary from 350 sqm to 800 sqm with a total space of close to
2,000 sqm across all 4 outlets.

Outlet growth Outlet growth Company Owned


Company owned
60 18 Franchised
Franchised
16
50
14
40 12
No of outlets

No of outlets
10
30
8
20 38
6
34
30 4
26
10 20 20 19 22
2
3 4 4 4 1 4 1 7 3
7 1 2 11 19 27 35 43
2 10 5 13 7 16 9
0
5 5 0
2011 2012 2013 2014 2015 2016 2017F 2018F 2019F 2020F 2011 2012 2013 2014 2015 2016 2017F 2018F 2019F 2020F

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4.5 THE FRANCHISE MODEL


▪ LBG’s revenue model can be broadly bifurcated between LBG-owned outlets and franchisees. LBG’s franchising model has been designed by Francorp, one of the
oldest and most prominent franchise consultancy firms. Francorp is a world leader in franchising with a presence in more than 55 countries and having served over
14,000 companies since its inception.
▪ Revenue generated from franchise stores constitute around 3% of LBG’s total revenue. While the revenue generated is comparatively less, the EBITDA contribution of
franchise stores is much higher (33% of LBG’s EBITDA), as franchise revenue flows through directly to EBITDA. The ability to generate healthy profit margins using a
franchise model has inspired the Promoters to actively pursue this income model to supplement own-store revenues.
▪ The Management has devoted its efforts to franchise the LFC brand since 2008 which has resulted in 11 franchise outlets across UAE, KSA, Egypt and Oman. LBG plans
to extend the franchising model to ATG as well over the coming years with the pilot project already in place. Over the next 3 to 5 years, the Promoters aim to achieve a
2:1 ratio in favour of franchise units. Given below is the detailed franchise model adopted by LBG:

PRE-LAUNCH SUPPORT POST-LAUNCH SUPPORT

SET-UP SUPPORT TRAINING SUPPORT OPERATIONAL SUPPORT


LBG will assist the franchisee with the following The start-up training model of LBG consists of 2 Once the franchise outlet is fully functional, the LBG
activities during the project execution process: phases: shared service team provides the following support to
all franchisees:
▪ Advice on site selection; Phase 1 (for one month):
▪ Supply of raw materials as per their inventory
▪ Advice on layout/design, fixtures and fittings; Franchisee operations manager / branch manager
requirement;
undergoes extensive training for a period of two
▪ Facilitate the procurement of raw materials;
weeks to one month on different operational ▪ Quality control measures such as mystery shopper
▪ Advice on marketing activities; aspects of LFC. After completion of the training, and periodic internal audits for performance
the manager becomes the master trainer for the evaluation & monitoring;
▪ Advice on selection criteria/process for hiring
franchise team.
staff; ▪ Provision of on-going training and continuous
Phase 2 (2 weeks pre-opening and 2 weeks post- update of operations manual;
▪ Providing manuals for operations; and
opening of a new outlet):
▪ Support and customization of all marketing
▪ Advice on preparations for grand opening of
LBG Opening Team travels to the new outlet initiatives.
stores
location and works closely with the local crew to
streamline operational processes associated with
the new outlet.

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TYPES OF FRANCHISE

PARTICULAR LOCAL UNIT AREA EXCLUSIVE MASTER DEVELOPER


Contract terms - Franchisee has the right to - Franchisee has the right to develop and operate - The Master Franchisee has the right to develop and
develop and operate multiple franchised locations within a defined operate multiple franchised locations within a specific
single franchised location ; area; country;
- The décor, design and - Franchisees will be required to share a schedule - Master franchisee is not authorized to sub-franchise
image of each outlet can defining the intended number of outlets that the brand any party;
be finalized only with the will be opened, their location and when they - Master franchisee is required to share a schedule
approval of LBG; will be opened; defining the intended number of outlets that will be
- All raw material must - The décor, design and image of each outlet can opened, their location and when they will be opened;
necessarily be procured be finalized only with the approval of LBG; - The décor, design and image of each outlet can be
through LBG’s - Shareholders of the franchisee to commit a finalized only with the approval of LBG;
procurement department. mutually agreed amount as capital for the first 3 - Shareholders of the franchisee to commit a mutually
years. agreed amount as capital for the first 3 years.
- All raw material must necessarily be procured
through LBG’s procurement department.

- 10 years (renewal subject - 10 years (renewal subject to mutual consent) - 10 years (renewal for an additional two successive
Contract to mutual consent) terms of 10 years each)
duration

Payment terms - 100% of the upfront fees - 20% of the upfront fees at the time of signing - 50% of the contract fee at the time of signing LOI;
at the time of signing LOI. LOI; - Remaining 50% to be paid on a pro-rata basis under
- Remaining 80% payable upon signing of the the outlet opening development schedule.
franchise agreement.

Franchise fee - Upfront fee: USD 30K - Upfront fee: USD 50k - Contract fee for each country: minimum USD 100k
per outlet - Royalty: 7% - Royalty: 7% - Royalty: 6%
- Marketing fee: 2% - Marketing fee: 2% - Marketing fee: 2%

Selection - Applicable for franchisees - Applicable for franchisees who plan to open - Applicable for franchisees who plan to open outlets
criteria who plan to open in a city multiple outlets in region within a country in within a country where LFC does not operate.
which has an existing LFC which LFC currently operates.
outlet

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4.6 SUPPLY CHAIN MANAGEMENT

UAE SUPPLY CHAIN MANAGEMENT INFRASTRUCTURE AND LOGISTICS FOR SUPPLY CHAIN MANAGEMENT

Frozen products for franchisee’s requirements [1C]


IT SYSTEMS
Local supplier for ATG [1D]

LBG has implemented POS systems to help manage the daily operations of each
outlet. The system is a centralized IT system across all company-owned and
Warehouse Central Transit Store franchise-owned outlets. LBG has implemented “Restaurant Manager” (a fully
[2] Kitchen [3] [4] integrated Online Ordering Module) which are uploaded onto the POS hardware
procured from POSIFLEX (a globally renowned brand for touch-screen POS
Dry Franchised terminals).
products outlets [5]
[1B] LBG intends to integrate its existing IT systems into a single ERP system to support
Condiments and packaging [2A] its future growth plans.
Own Outlets
Suppliers [1]
[6]
Frozen products [1A]

PROCUREMENT
KSA SUPPLY CHAIN MANAGEMENT

Local supplier for ATG [1C]


▪ LBG’s Central Purchasing Unit monitors inventory levels of each company-
owned outlet;
▪ Inventory levels are matched with the par-levels for each store based on the
Warehouse Central Transit Store past consumption trends. The Central Purchasing Unit coordinates all
[2] Kitchen [3] [5] inventory replenishment with the suppliers.
▪ Supplies are made available to individual outlets based on genuine emergency
Dry Franchised
products Outlets [6] orders.
For franchisee’s
[1B]
requirements ▪ In KSA, outlets operating in Eastern Province (Area Franchise) and Jeddah
[4B] (owned outlets) make orders once in 2 weeks for both frozen and dry
Suppliers [1]
Frozen Rented cold Own Outlets products. LBG’s in-house logistics team facilitates the deliveries for these two
products store [4] [7]
Self Delivery regions.
[1A]
[4A]

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4.7 LBG’S ORGANIZATION STRUCTURE

Board of
Directors

Managing
Director

Admin & IT Services


HR and
Government Procurement and Finance Marketing
Training
Relations Maintenance

Operations Compliance Operations Operations Compliance


Manager Officer Manager Manager Officer
(UAE & KSA) (UAE) (UAE) (KSA) (KSA)

Restaurant
Head Chef Area Manager Area Manager
Manager
(1) (1) (2)
(4)

Asst. Restaurant Restaurant Restaurant


Manager Production Staff Manager Manager
(4) (8) (16)

Restaurant
Team Leader Team Leader
Supervisor
(4)
(8) (16) LBG (Shared service for both brands)

London Fish & Chips


Restaurant Restaurant Restaurant
Team Team Team
Anatolia Turkish Grill

▪ LBG employs around 450 people split across LFC, ATG, its headquarters (shared service team) and outsourced staff.
▪ LBG provides shared service support (except marketing) to the brands from offices in KSA and UAE.
▪ Given LFC’s large scale of operations, each country has been assigned an operations manager (to manage own outlets) and a compliance officer (to manage
franchisees).
▪ ATG has a single operations manager that supervises all its outlets in KSA and UAE.
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KEY PERSONNEL

Mohammed Alsamarae Navas Khan

▪ Navas is the finance-in-charge for the London Business


▪ Mohammed is the Managing Director and one of the three
Group;
co-founders of the London Business Group ;
▪ He has been with the Group for more than 11 years;
▪ He is an Engineer by training and is directly involved in the
▪ He is instrumental to the Finance function and is directly
day-to-day functioning of all verticals of the Group.
responsible for budgeting, management reporting and
MANGING financial reporting,
DIRECTOR FINANCE

Ahmed Ezat Theodoros Tofis


▪ Ahmed is the HR & Admin Manager for London Business
Group; ▪ Theodoros is the Operations Manager in Dubai;
▪ He has 12 years of industry experience; ▪ He has 22 years of industry experience;
▪ He is instrumental to the operations at London Business ▪ He is responsible for the restaurant operations in UAE along
Group and is responsible for recruitment, administration, with new business development, menu development and
HR & ADMIN HR policies and strategies. OPERATIONS logistics for the UAE operations.
MANAGER MANAGER

Nader Hassan Abdullah Akkad

▪ Nader is the Operations Manager in Saudi Arabia; ▪ Abdullah is the Operations Manager in Saudi Arabia;
▪ He has 24 years of industry experience; ▪ He has 10 years of industry experience;
▪ He is responsible for the restaurant operations in KSA ▪ He is responsible for the restaurant operations in KSA along
along with new business development, menu with new business development, menu development and
OPERATIONS development and logistics for the KSA operations. OPERATIONS logistics for the KSA operations.
MANAGER MANAGER

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4.8 FUTURE DEVELOPMENT PLAN

Following the successful brand acceptance and market placement in 18 2-3 5


the region of both LFC and ATG, LBG envisions to expand its operations Months Years Years
and global footprint.

The future development plan over the next 5 years will be focused on Key Development
Areas Short-term Mid-term Long-term
five key areas which support LBG’s growth. Given below are the key
areas and specific focus points of the development plan: ▪ Implement suitable
▪ Centralized kitchen ERP system
KEY AREAS OF THE DEVELOPMENT PLAN in UAE and KSA ▪ Integrate supply ▪ Fully integrate ERP
SUPPLY CHAIN chain systems across all
▪ Centralized
▪ New concepts ▪ Streamline food outlets
logistics process
trading division
▪ Launch of prototype

▪ Focus on
▪ Kick start market expansion within
▪ Key role hiring R&D
▪ Expand franchise ▪ Market research for
GEOGRAPHY penetration into USA and Canada
▪ Operational training outlets USA and Canada
USA and Canada ▪ Target new
geographies

▪ Develop the
HR Franchise ▪ Spin-off the franchise model for
▪ Monitor and focus
franchise new concepts
FRANCHISE on franchises in
Key Focus operations into a ▪ Target franchise
Areas Egypt and Oman
new entity ratio of 2:1 in favor
of franchised units

▪ Develop Group’s ▪ Streamline staff


▪ Hire key senior
HR Policy and training models for
Supply staff
Chain Geography procedures franchise units

▪ USA
▪ Canada
▪ Roll out new menus
▪ Sourcing and Logistics ▪ Research on
in ATG and LFC ▪ Create separate methods to
▪ ERP Implementation R&D ▪ Concept creation of R&D division increase in-house
▪ Policy and Procedures new brands production

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4.9 COMPETITIVE LANDSCAPE


LONDON FISH & CHIPS ANATOLIA TURKISH GRILL
▪ Restaurant operators who offer only fish & chips in fast food formats are the ▪ ATG’s direct competition includes individual restaurant operators offering
direct competitors for LFC; Turkish cuisines in the GCC region such as Kosebasi, Bosporus and Sultan Baba
Iskender.
▪ Among other operators who offer fish & chips include casual dining outlets such
as Mc Gettigan’s, Irish Village and TGIF where this meal is a part of their diverse ▪ Outlets who offer a different cuisine but a wide variety of meats such as Tony
menu or as bar bites; Roma’s, Tribe’s Grill, Chilli’s and TGIF also compete for a common clientele.
However, as ATG’s offering is fairly distinguished in taste and flavor, these
▪ Fish & Chips as a product is not suitable for home delivery and hence faces
outlets do not pose a direct threat to its business.
competition from fast food outlets such as pizzas, burgers who thrive on home
delivery models.
NAME AND OUTLETS REGIONS AVG. CHEQUE PER PERSON NAME AND OUTLETS REGIONS AVG. CHEQUE PER PERSON

London Fish & Chips 33 UAE, KSA, Oman, Egypt USD 10 Kosebasi 11 All over GCC USD 20

Ocean Basket 4 UAE, KSA USD 10 Bosphorus 7 UAE USD 40

Bob’s Fish & Chips 4 UAE USD 20 Anatolia Turkish Grill 5 UAE, KSA USD 20

Hyde Fish & Chips 1 UAE USD 11 Istanbul Flower 3 UAE USD 30

Harry Ramsdens 1 KSA USD 27 Sultan Baba Iskender 2 UAE USD 20

LFC placement in relation to competition ATG placement in relation to competition

30 45 Bosphorus
Harry Ramsdens
Average check per person (USD)

Average check per person (USD)


40
25
35 Istanbul Flower
20 Bob’s 30
25 Sultan Baba ATG Kosebasi
15
Hyde LFC 20

10 15
Ocean Basket
10
5
5

0 0
0 5 10 15 20 25 30 35 40 0 2 4 6 8 10 12
Number of outlets Number of outlets

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4.10 SWOT ANALYSIS

LONDON FISH & CHIPS ANATOLIA TURKISH GRILL

Strengths Weaknesses Strengths Weaknesses


▪ Established brand with a wide ▪ Slow growth in franchise ▪ Established brand in KSA and UAE ▪ Large capital outlay needed for
presence in KSA and UAE expansion ▪ Strong customer recall new outlet
▪ Presence in locations with high ▪ Weak marketing initiatives ▪ Sourcing of key ingredients from ▪ Limited expansion due to lack of
footfall ▪ Weak operational middle Turkey growth capital
▪ Competitively priced offering management ▪ Wide array of authentic offering ▪ Higher number of staff required in
▪ Strong relationships with mall ▪ Absence of a robust ERP platform ▪ Adaptable Supply chain each outlet
operators management ▪ Maintaining consistency is more
▪ Established franchise model that ▪ Stringent quality control difficult
is scalable ▪ Continuous staff training ▪ Weak marketing initiatives
▪ Stringent quality control ▪ Weak operational middle
▪ Continuous staff training management

Opportunities Threats Opportunities Threats


▪ Limited direct competition in the ▪ Staff Turnover - trained people ▪ Launching home delivery services ▪ Strong competition in the GCC
GCC market ▪ Continuously increasing cost ▪ Establish franchise model for ATG market
▪ Room for growing the franchising structure especially in malls ▪ Developing sub-concepts of ATG ▪ Customer sentiment shifts to
model ▪ Entry of an established direct in QSR and confectionery other cuisines
▪ Direct import of main supplies to competitor from the UK (Anatolia Simple, Quik by Anatolia, ▪ Continuously increasing cost
reduce costs Turkish bakery) structure
▪ Infrastructure for mega events ▪ Turnover of trained staff
and tourism development to
increase footfall

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4.11 INVESTMENT RATIONALE


• London Fish & Chips started in 2001 and has firmly established itself as an enduring concept in the regional QSR market. London Fish & Chips brand has been
trademarked in several Middle Eastern countries including Bahrain, Oman, Qatar, Saudi Arabia and UAE .

• LFC and ATG have not shut down a single owned store for want of business - this speaks volumes about the endurance and recognition of both brands.

• Strategic focus to develop the franchise model on both LFC & ATG in existing as well as new regional markets.

• Value-creation opportunity for new investor by strengthening the existing operational structure and building further on the LBG brand platform.

MARKET PENETRATION PRICING FACTOR LFC FRANCHISE ATG FRANCHISE COST RATIONALIZATION INTEREST COST
GROWTH GROWTH
✓ Expansion of own ✓ LFC and ATG menus ✓ Coordination with ✓ Franchise strategy ✓ Undertaking strict ✓ Restructuring loan
outlets in KSA and have been priced existing franchisees has been developed initiatives in order to facilities availed
UAE to cover a larger competitively to ramp up new and its pilot project optimize operating from the banks to
foot-print outlets has been running costs reduce its interest
✓ Moderate pricing
since 2015. ✓ Improving margins costs.
✓ Expansion into new revision is expected ✓ Negotiating with
geographies such as to boost revenue potential franchisee ✓ Currently addressing as well as reducing
USA and Canada while retaining its operators in Kuwait enquires to franchise wastage through
customer base and Qatar. ATG in UAE implementation of
controlled ordering
✓ Exploring spin-off
process
concepts of ATG in
confectionery & QSR
segments.

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5. Financial Statement
Projected Income Statement (LFC + ATG) all figures in AED ‘000s
Audited Estimated Projected
Particulars
2013 2014 2015 2016 2017 2018 2019 2020
Sales 76,144 74,620 64,962 60,193 70,060 88,116 108,363 130,255
Food & Papercost 25,668 24,982 21,012 18,677 21,056 26,415 32,167 38,417
Gross profit 50,476 49,638 43,949 41,516 49,004 61,700 76,197 91,838
Staff costs 11,740 12,283 11,952 11,321 13,191 16,674 20,231 23,874
Operational expenses 15,629 15,918 17,848 16,489 20,741 26,831 33,085 39,519
Total expenses 27,369 28,201 29,800 27,810 33,932 43,505 53,315 63,393
Store operating income 23,107 21,438 14,149 13,706 15,072 18,195 22,881 28,445
General & Adminexpenses 13,530 10,964 12,899 10,178 10,591 11,045 11,521 12,019
Franchise income 908 1,859 3,852 1,924 3,378 5,039 6,924 8,834
Indirect income 627 675 652 272 267 278 290 301
EBITDA 11,111 13,008 5,753 5,725 8,126 12,467 18,574 25,561

Source: LBG Accounting

Notes:
• Sales projection assumes branch expansion in 2017 & beyond (including owned stores necessitating the relatedcapex)
• Management accounts and financial statements for 2016 are still under preparation.

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6. Assumptions
Particulars of ATG 2016 2017 2018 2019 2020
This is an overview of the assumptions used in the Financial Model (‘’Model’’) and
serves as an aid to study the Model. These assumptions are all taken from LBG ATG UAE Sales Growth - 3% 3% 2% 2%
Management.
ATG UAE Corporate Stores 2 3 4 5 6
The Model projects the numbers for 4 full years of business operations starting ATG UAE Franchise Sales
from 1st January 2017. Growth - 4.5% 4.5% 4.5% 4.5%

Revenue assumptions ATG UAE Franchise Stores 1 3 5 7 9

The three revenue streams for LBG are (1) the owned stores of LFC & ATG, (2) the ATG KSA Sales Growth - 3% 3% 2% 2%
franchise fee income from LFC & ATG, and (3) the trading income from providing ATG KSA Corporate Stores 2 4 6 8 10
supplies to the franchisees. The revenue assumptions have been grown based on
the founder’s projections as to annual sales growth increase, new corporate store Cost assumptions
openings and new franchise outlet openings.
The shop level costs have been classified into three broad areas – food & paper
Particulars of LFC 2016 2017 2018 2019 2020 costs, staff costs and operational expenses. The Head Office costs have been
classified into two broad areas – staff costs and G&A expenses.
LFC UAE Sales Growth - 3% 2% 2% 2%
Food & Paper Costs
LFC UAE Corporate Stores 8 10 12 14 16
• LFC UAE: Assumed at 30% of sales for all years
LFC UAE Franchise Stores 4 5 6 7 8
• LFC KSA: 35% of sales for all stores except the following outlets - Industrial,
LFC KSA Sales Growth - 4.5% 4.5% 4.5% 4.5% Localizer, Aziz & Arabia stores at 39% and Granada store at 31% based on
historical costs.
LFC KSA Corporate Stores 14 16 18 20 22
• ATG UAE: 27% of sales
LFC KSA Franchise Stores 5 5 5 5 5
• ATG KSA – 25% of sales
LFC Franchise Sales Growth 3% 3% Staff Costs & Operational Expenses
(Egypt, Oman, New Market) - 2% 2%
Projected annual increases of 2% and 5% for stores and head office respectively.
LFC Other Franchise Stores For ATG UAE, staff cost reduction of 15% is assumed in 2017 alone as a result of
(Egypt, Oman, New Market) 2 9 16 23 30
the restructuring exercise. Staff cost increases assumed at 2% p.a. from 2018
onwards for ATG UAE.

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For new branches, staff & operational expense percentages have been projected Particulars (Continued) 2017 2018 2019 2020
using the actual cost of an existing store that is representative of each segment.
ATG UAE 1 1 1 1
• LFC UAE – Deira City Centre ATG UAE - Ibn Battuta
ATG KSA - Tahliya Capex per branch (AED ‘000s) 1,500 2,000 2,000 2,000
• LFC KSA – Red Sea
ATG UAE new owned stores’ operational costs have been assumed to be 5% ATG KSA 2 2 2 2
lower than the existing stores.
Capex per branch (SAR ‘000s ) 1,800 1,800 1,800 1,800
Renovation assumptions
Warehouse UAE (AED 000s) 2,500 - - -
The renovation of an individual store is assumed to result in a loss of 3 months’
revenue. The store renovation cost has been assumed as below: Warehouse KSA (SAR 000s) 1,500 - - -

• LFC UAE - AED 500,000 ATG UAE – AED 1,500,000

• LFC KSA – SAR 375,000 ATG KSA – SAR 1,500,000


Renovation schedule for LFC & ATG 2017 2018 2019 2020

LFC UAE 1 1 1 1

LFC KSA 3 2 2 2

ATG UAE 1 1 - -

ATG KSA - 1 1 -

Capex assumptions
The schedule of new owned store openings and the associate capital expenditure
has been assumed as below:
Particulars 2017 2018 2019 2020

LFC UAE 2 2 2 2

Capex per branch (AED ‘000s) 900 750 750 750

LFC KSA 2 2 2 2

Capex per branch (SAR ‘000s) 750 750 750 750

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7. Bank Borrowings
7.1 LFC UAE all figures in AED ‘000s
Principal
Drawdown Interest Outstanding as of
Lender Loan Type Loan Term
Date Rate 31 Dec 2016

RAK Bank Business Loan 7-Jan-15 5 Years 15.0% 2,319


First Gulf Bank Business Loan 1-Jul-15 4 Years 14.4% 1,493
Emirates NBD Money Business Loan 28-Jun-15 4 Years 16.0% 1,133
Dubai Islamic Bank Business Loan 3-Sep-15 3 Years 19.0% 702
ADCB Business Loan 29-Jul-15 4 Years 15.6% 769
Mashreq Business Loan 31-Dec-15 3 Years 18.0% 798
Al Hail Orix Finance Equipment Lease 1-May-15 3 Years 10.0% 189
Al Hail Orix Finance Equipment Lease 26-May-15 3 Years 10.0% 763
Al Hail Orix Finance Equipment Lease 15-Apr-16 3 Years 11.0% 401
Total 8,567

7.2 ATG UAE


all figures in AED ‘000s
Drawdown Interest Principal
Lender Loan Type Date Loan Term Rate Outstanding as of
31 Dec 2016
RAK Bank Business Loan 14-Jun-15 4 Years 15.0% 805
ADCB bank Business Loan 24-Sep-15 4 Years 15.6% 804
Total 1,610

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8. Appendix – LFC Commercial License


A. UAE COMMERCIAL LICENSE

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B. KSA COMMERCIAL REGISTRATION

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8. Appendix – LFC Trademark Certificates


A. UAE

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B. SAUDI ARABIA

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C. QATAR

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D. OMAN

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D. OMAN (Continued)

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8. Appendix – ATG Commercial License


A. UAE COMMERCIAL LICENSE

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A. UAE COMMERCIAL LICENSE (Continued)

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B. KSA COMMERCIAL REGISTRATION

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7. Disclaimer
The financial model projects only the results and the implications arising from making certain assumptions about the business case as envisaged by the Owner. While the
Consultants have taken precautions while preparing the financial model with regard to the data integrity as well as consideration to the feedback received from the Owner,
the assumptions and the financial model neither constitute an advice on IdealMC’s part about the viability of the business case nor any indication about the ability of the
Owner to achieve the projected results.

Appropriate due diligence shall be carried out by the users of the document for their purposes. The responsibility of substantiating the projected numbers for LBG in terms
of accuracy, reasonability and implementation solely rests with the Owner of LBG.

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