“Entrepreneurial Advisors”

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Introduction

Meridian Corporate Finance LLP (“Meridian”) established in 2002

Based in Southampton - with global reach and experience

ICAEW authorised and a member of the BVCA

CF specialists – no DD / Financial Assistance / Tax / Audit

Manage Meridian Growth Capital LLP

As a result we have more deal experience than our competitors

20 plus deals in the last 36 months. Range currently c.£5m-c.£50m

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Directors

MICHAEL BARCIAMichael is a Chartered Accountant and became a corporate finance advisor in 1996, establishing the forerunner of Meridian Corporate Finance LLP in 2002. Michael holds the Corporate Finance qualification and is retained by a number of companies in a strategic financial capacity.

He has experience in over 150 deals and is a Chartered Accountant and holder of the CF qualification.

DARREN THOMPSONDarren joined Meridian as Director in 2003. With 20 years experience in banking and venture capital, Darren served on the boards of a number of companies and was a member of the British Venture Capital Association Hi-Tech Committee. Darren has specific technology deal and operational experience.

Fellow of the Chartered Institute of Bankers, holder of the CF qualification and a member of the IT Non-Executive Directors Association. He currently holds non-executive directorships with a number of IT related businesses.

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Who We Are

JAMES ELLISAssociate Joined Meridian October 2008 Ex PWC Background in accountancy Managing transactions <£5m

KELLY CHEALESOffice Manager Joined Meridian September 2007 First point of contact with clients Assist in research into sectors and potential acquirers Support role for Directors and Associates

MATHEW WILSONAssociate Joined Meridian June 2010 Solicitor on secondment from Blake

Lapthorn Supporting the directors on transactions

PHILIPPA ROBINSONAssociate Joined Meridian August 2010 Ex KPMG Background in Accountancy 10 years experience in Corporate

Finance Managing transactions

Services

We are ‘Strategic Advisers’

to companies in relation to:

Mergers & Acquisitions – identification of targets, production of IM/Financial Forecasts and leading negotiations

Disposals – researching acquirers and approaching the market. “Rifle-shot not scatter gun”

Raising Finance – expansion capital, MBO’s and MBI’s

Ongoing Advisory work & strategic support – non-executive directorships, bid support work for VC’s, business planning and forecasting, contract and licensing and negotiations

We provide our ongoing clients with VC like executive advice

Our Role

We act as lead advisors on transactions:

Disposals

Management Buy Outs (MBOs) and Management Buy Ins (MBIs)

Fund raising

Acquisition searches

We provide strategic advice

We drive the process in negotiating price or terms with potential acquiror/

funders

We project manage the deal process and take the responsibility for managing the

deal so that there is minimum interference with day to day running of the

business

We produce high quality financials that will stand up to due diligence

We facilitate the transaction in all aspects and make sure the deal completes

“We were certainly able to gain access to a number of highly credible potential investors in a relatively short space of time with the minimum of disruption to the business.”

Simon HancockFD and Co Founder

Control Circle Limited

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Our Approach Meridian’s approach is driven by accounting / venture capital / industry

best practice

We aim to “operationally” understand the following (as this is what the investor will base their decision on);

The calibre of the management team and the scale of the opportunity

The business model / financial forecasts vs. finance requirements Channels to market, supplier relationships, competitive landscape

and pricing pressures Return on investment, risk analysis, structuring and exit

In addition to experience, we run Meridian Growth Capital LLP and understand what an investor looks for.

We very quickly understand where the “strategic premium” is within the investment proposition and present this to the investment community to yield optimum results.

“The Meridian team fully immersed themselves into the business and we were impressed with their thorough and professional approach, leaving no stone unturned. They developed a very detailed understanding of the commercial and financial workings of our business very quickly and there is no doubt that we would not have been able to achieve the deal price and structure without this approach.”

Russell Merry Former Director of Hot Wheels

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Areas of Expertise

FAST MOVING CONSUMER GOODS

TELECOMMUNICATIONSINSURANCE

BIOTECHNOLOGY

AEROSPACE & DEFENCE

TECHNOLOGY & IT

OIL & GAS

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Sample Transactions

PRIVATE EQUITY TRANSACTION

Datacentre and hosting specialists. Quinetiq angle. Recurrent revenue

& IP led disposal. P/E 24x. Transaction value £21m.

Completed 2010

DISPOSAL TO ATMEL Inc

Capacitive touch sense specialist. Strategic Premium - IP led disposal.

P/E 65x. Transaction value $130m.

Completed 2008

DISPOSAL TO CONNAUGHT PLC

Compliance software within local government supply chain. Strategic

acquisition. P/E 22x. Transaction value £5.4m.

Completed 2010

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Sample Transactions

BUY BACK FROM 3i

Solutions in engineering and design and composites. Military and

commercial suppliers. Acoustic experts.

Completed 2008

DISPOSAL TO DOREL Inc, CANADA

UK’s largest distributor of Dorel and own brand cycles.

Completed 2009

PURCHASE BY MBO TEAM

UPS and power generation suppliers.

Military and corporate applications.

Completed 2009

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Summary

We have a proven track record of comparable transactions, in terms of: Sector focus Cross-boarder capability

We provide a highly personalised Corporate Finance service that provides a tailored and innovative approach to problem solving to ensure we meet your requirements

We uniquely see issues from a funders/ buyers perspective; experienced in dealing with complex propositions;

We can work with you to decide on the best strategic options available, using our expertise to ensure you get the best value

Dealing with investors with a “hands on” boutique approach and the people you meet are the people you deal with.

“The Meridian team’s advice and experience were truly magnificent, and without whom this deal would never have initiated or been valued as high as it was.

Truly, in my entire career, I have never seen such a terrific, awesomely professional, hard working team of people in my life.”

Hal Philipp former CEO of

Quantum Research Group Ltd.

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Contact

Regulated by the Institute of Chartered Accountants in England and Wales for a range of investment business activities.Member of the British Venture Capital Association.

Registered Number: OC313418 Registered Office: The Coach House, Rownhams House, Rownhams, Southampton, Hampshire SO16 8LS.

The Coach HouseRownhams HouseRownhamsSouthamptonHampshireSO16 8LS

Tel: +44 (0)844 225 8800Email: info@meridiancf.comWebsite: www.meridiancf.com