ECO-MEDICAL VILLAGE LIMITED ECOMED HOSPITAL · 2019. 9. 2. · DISCLAIMER 2 This confidential...

Information Memorandum

JULY 2019

Revision 14

Information Memorandum

Investment and Financing Opportunity

across the West African Region

ECO-MEDICAL VILLAGE LIMITED

ECOMED HOSPITALA world class hospital project for the ECOWAS region.

In Collaboration with

www.ecomedicalvillage.com

DISCLAIMER

2

This confidential Investment Memorandum (IM) has been prepared by First Atlantic

Brokers Limited (“FAbL”) and contains confidential information on Eco-Medical Village

(“EMV” or “the Project”). It is intended solely for the benefit and exclusive use of

potential investors and solely as a basis for discussion of potential investment in the

Project. The Information Memorandum does not constitute an offer or an invitation to the

general public to subscribe to an offer to buy securities.

AfEDIC�

This Information Memorandum has been prepared based on information and/or datapresented to FAbL, and FAbL assume no responsibility and make no representations withrespect to the accuracy or completeness of any information provided to us for the purposeof the engagement. Any estimates and projection contained herein involve significantelements of subjective judgment and analysis, which may or may not be correct.

The receipt of this IM or any information contained in it or supplied with it does not

constitute investment advice to its recipients. Any advice or recommendation given in this

IM is general advice and does not take into account the investment objectives, financial

situation, characteristics and needs of any particular investor. The IM cannot be used in

substitution for the exercise of independentjudgment.

The distribution of the IM may be restricted by local laws and regulations in certain

jurisdictions. The IM is not intended for distribution to, or use by, any person or entity in

any such jurisdiction, and any party receiving the IM is required to inform itself about and

observe any such restrictions.

This IM is strictly confidential and may not be reproduced, summarized or disclosed,

in whole or in part, without the prior written authorization of the FAbL, and by accepting

this IM, the person to whom the IM is delivered hereby agrees to be bound by the

restrictions contained herein.

2nd Approach

Paramedic Units Across WestAfrica

To make available paramedic unitswithin

every 15 square kilometers ofevery

Project Concept – 5 Pronged Approach

3

The Eco-Medical Village project is a five prong, public private sector initiative that aims to make healthcare accessible to the

ordinary African by the establishment of a world class health facility serving the West African Region (ECOWAS) through public

private sector development and to attract medical tourisms from the rest of Africa.

Mobility

Air Ambulance Limited

To make available paramedic units within

every 15 square kilometers of every

capital city within Accra, and West Africa.

ICU Ambulances are not available in the

Ecowas regions. 90 percent of patients die

on their way to the Hospital as there are no

paramedics to assist them.

Ecomed will use the paramedic units in

Accra as a model in working with other

governments of each country in the

ECOWAS region to spread the concept.

Infrastructure

Eco-Medical Village Limited

The flagship project is the development,

construction and operation of a State of the Art

International Hospital Complex.

Ecomed Hospital, established together with

Hotels, Apartments and a Medical Mall to serve

the medium to upper class citizens and residents

of the West African Region.

The facilities will address illnesses such as

cancer, diabetes, kidney diseases,

cardiovascular diseases etc.

Community Access(Telemedicine)Eco-Cliniks Limited

To make available health care services to

the rural areas and villages throughout

Ghana and the Ecowas Region.

This will be achieved through the

introduction of mobile clinics and

telemedicine with mobile diagnosis

systems and mobile surgical units.

We believe in proving it is possible to

deliver high-quality , low-cost healthcare to

the poor and less privileged.


Project Concept – 5 Pronged Approach

4www.ecomedicalvillage.com

Medication

Eco-Pharma Limited

A discount retail pharmacy across the entire

16 countries of Ecowas with the brand name

Eco-pharma. Eco-Pharma will provide

prescription, medications for customers at

the lowest market price. The distribution of

medical device for the hospital channel,

clinics, private and healthcare residencies.

The repair of medical equipment for hospitals

around the Ecowas region.

EcardEco-Card Services

The ability to carry your own medical records

anytime at a global level. The availability of vital

medical information on the go in case of

emergencies. Faster diagnosis, treatment and

reduced risk of Cross-medication. Ability to stay

connected with family and doctors at all times

and locations globally and the facilitation of

hassle free access to insurance cover at a global

level.

Outline (1/2)

www.ecomedicalvillage.com 5

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A. The Flagship Project

B. Project Features

C. The Financing Requirement

D. The Promoter

E. The Key SuccessFactors

F. Overview of the Health Care Sector in Accra (Ghana)

A. Project Architecture

B. Project Synopsis

C. Key Features of the Project

D. Location for the Project

E. Project Cost Profile

F. Project Revenues Profile

G. Project Income Profile

H. Project Balance Statement

I. Roll Out Plan/Project Roadmap

J. Provisional Timeline for Hospital Area

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2. Project Description

1. Executive Summary

Outline (2/2)

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A. The Parties to the Project

B. The Promoter & Anchor Investor

C. The Board of Ecomedical Village Limited

D. The Management of Ecomed HospitalLimited

E. Track Record of Technical Parties

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A. Cardinal Points

B. Financing Structure

C. Summary Termsand Conditions

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A. Investment Case in EMV

B. Investment Highlights

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A. Core Project Risk & Mitigants 47

A. Contacts

B. Expression of Interest Form

49

50

7. The Invitation

6. Key Risks &Mitigation

5. Key Investment Considerations

4. The Financial Basis

3. Presentation of Parties Involved in theProject


1. EXECUTIVE SUMMARY

Ecomed Hospital

A world class hospital project for the ECOWAS region.


Executive Summary (1/3)

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x. A Medical Shopping Mall

xi. Housing Facilities for the Elderly

xii. Helipad for emergency paramedic services/support

THE FINANCING REQUIREMENT

The total cost of the entire project is estimated at USD 475.66 million.

The Promoter of the Project has made a USD 77.88 million equity

contribution to the Project, representing the value of the land and

other developmental expenses. The remaining USD 397.77

million is to be funded as follows:

Equity Financing: USD 100.00 million for up to 40% of theshareholding; these funds will be used to partially finance theProject construction;

Mezzanine Financing: USD 47.78 million providing a 10% interest

rate over a 7-year tenor, to partially finance the Project

construction; and

Debt Financing: USD 250.00 million in the form of a 7-year seniorsecured loan priced at 3 months LIBOR plus 3% to partiallyfinance the Project construction and provide working capital. Thefinancing source will be encouraged to optimize the amount offunding that can be secured from local banks and/or developmentfinance institutions.

.

THE FLAGSHIP PROJECT

The Eco-Medical Village (“EMV”) Project (“the Project) is the development,

construction and operation of a State of the Art International Hospital Complex,

Ecomed Hospital, established together with Hotels, Apartments and a Medical

Mall to serve the low middle to upper class citizens and residents of the West

African sub- region, who usually go to South Africa, North America, Europe,

Cuba and India for medical care.

The Project, which will be multi-lingual, is intended to be the leading private

healthcare centre in the sub-region and to rival any such project in any part of the

world. The concept is to give a four star ultra-serene environment, approach and

attention to patients and guests of the EMV facilities.

The hospital is intended to be located in Accra, the capital of Ghana, with

satellite units to be established in all the countries in the West African Region

within the first 10 years of operation.

This hospital and its insfrastructure will in terms of sustainability will meet the

certification of World Green Building Council. To make sure it meets international

standards of sustainability. The infrastructure is been design and built by theCatalonian government through the Secretariat of Infrastructure and Mobility,

Spain.

PROJECT FEATURES

The Project will be developed on a 400 acres area and will consist of:i. A 380 Ward Hospital (700 plus bed)ii. A120 Ward Women and Children Hospital (300 plus bed)

iii. A17 storey doctors’ offices

iv. 40 unit studio apartments for medical technicians

v. A medical research centre in collaboration with world renowned hospitals

vi. A 4 Star Hotel (150 bed)

vii. A 2 Star Hotel (120 bed)

viii.Centre for Sport Medicine

ix. Amusement Parks & Playground


Executive Summary (2/3)THE PROMOTER

The Project is being promoted by Platinum Equities Limited

(the “Promoter” or the “Anchor Investor”), a company registered

in Ghana and managed by a seasoned International Consultant

and Entrepreneur, Mr. Peter Ahiekpor.

Developing the Eco-Med Insurance Product and promoting it across the West African sub-region

Creating awareness of the benefits of the Donor Cards in the

entire sub-region

Ensuring that the majority of the staff members are Multi-

lingual, reflecting the cultures of the West African sub-region

Installing and utilizing suitable and modern equipment,

technologies and Best Operational and Maintenance Practices

Developing a corporate structure that minimises management

costs, overheads and operational costs, without compromising

professionalism and efficiency in service delivery

The Promoter is also engaged in other businesses like (i) Trade

Finance, (ii) Trade Negotiation/Facilitation, (iii) Soft Commodity

Trading (iv) Project Consulting & Management and (v) Logistics.

The company has investment interests in Ghanaian companies

in sectors like real estate (building and road construction),

transportation/logistics, general merchandise and film

production.

The Promoter has established a company named Eco-Medical

Village Limited (“Ecomed” or “the Company”) which will be the

SPV for the Project.

KEY SUCCESS FACTORS

The keys to the success for the Project include:

Having a large number of wards and beds for the hospitals

Having a large number of rooms in the adjoining hotels

Enhancing the hotel-like approach in the care of patients

Building a reputation for the provision of high quality services

Putting in place a modern IT to control operations, safety,

security, accounts, staff, maintenance scheduling and training of

staff, etc.

Having the highest standard of Sustainability in all its aspects.

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This Information Memorandum provides further details on the Project with particular financing structure, along with emphasis on the indicative projections of the Project.


Executive Summary (3/3)OVERVIEW OF THE HEALTH CARE SECTOR IN GHANA

The public healthcare system in Ghana has five levels of providers: (1)

Health Posts which are first level primary care for rural areas, (2) Health

Centers and Clinics, (3) District Hospitals, (4) Regional

Hospitals and (5) Tertiary Hospitals. These providers account for more

than 40% of the healthcare services. The private and traditional health

care sector cover the balance.

The population characteristics of Ghana and the rest of theRegion indicate a not so exciting prospect for our future. Available

statistics indicate that more than 44% of the country’s population is below

the age of 15 years, whereas the proportion of the aged is only about 5%;

life expectancy is very low at an average of 58 years, and this statistic is

representative of the other countries in West Africa.

It is estimated that,the total expenditure on healthcare in Ghana as a

percentage of GDP in 2013 was 5.4%. Despite the existence of the

National Health Insurance System, its limitations mean that most

health service, whether publicly provided or privately, is paid for by the

user. This is strong evidence of a willingness to pay for good health

services

The health sector is regulated by a flotilla of agencies responsible for

registration, training and licensing as well as monitoring the quality of

institutions in the sector. Some of these institutions include the Medical

and Dental Council, Private Hospitals and Maternity Homes Board, Food

and Drugs Authority, Nurses and Midwives Council, Pharmacy Council

and the Environmental Protection Agency.

In terms of political risk, Ghana has been stable since 1992, and the

emergence of significant social and political tensions likely to hinder the

country’s medium-term growth prospects is unlikely.

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Stakeholders

Ministry of

Health

The health sector is regulated by the Ministry through the

Ghana Health Service. Its role is to improve the health status

of all people living in Ghana through effective and efficient

policy formulation, resource mobilization, and monitoring and

regulation of delivery of health care by different health

agencies.

The NHIA was established by an Act of Parliament, Act

650,2003 and amended by Act 852, 2012.

National

Health

Insurance

Authority

Its mission is to provide financial risk protection against the

cost of quality basic health care for all residents in Ghana,

and to satisfy its subscribers and stakeholders with an

enthusiastic, motivated and empathetic professional staff who

share the values of honesty and accountability in partnership

with all stakeholders.

The following are the major public health instituitions in

Key Health

Institutions

Ghana:

1. Korle Bu Teaching Hospital; 4. Ridge Hospital

2. 37 Military Hospital; 5. Legon Teaching Hospital

3. Komfo Anokye Teaching Hospital.

Private

Hospitals

Ghana developed a Private Health Sector Development

Policy in 2003 to focus on influencing rapid development of

the private sector in health.

Private providers, especially faith-based organisations, have

been serving Ghanaian communities for decades.

The traditional health sector supplements the public and

private health sectors.


2. PROJECT DESCRIPTION

Ecomed Hospital


CEwww.ecomedicalvillage.com

Project Architecture (1/3) – 3DModel

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A B O C

E IL

N MK

D

J G F

H

P

KEY

A The Apartments

B The Villas

C The Town Houses

D The Club House

E The Manor

F The Heliport

GLaboratories/Doctors’

Studios

H Medical CommercialCentre

I Women & Children Hospital

J Four StarHotel

K Two StarHotel

L AdministrativeBlock

M The 380 Ward Hospital

N Housing for the Elderly

O Tower Officesfor Doctors

P TrainingCentre


Project Architecture (2/3) – FloorPlans


Project Architecture (3/3) –Sections

14

I

--1-


Project Synopsis

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The hospital will be international in nature and ethos, providing

services with modern patient-centred design, facilities and

technology to improve the health of patients in a magnificent

working environment for the hospital staff and a four star ultra-

serene environment approach, giving patients a complete hotel

guest-like experience.

Multi-lingual Guest Service Agents or Concierge will be assigned

to patients and potential patients and receive them either at the

airport or the hospital. The Concierge will plan their itinerary and

undertake any other plans e.g. taking the patient’s family to visit

the Accra Eco Park and other tourism hot spots in Ghana,

shopping malls, etc.

Together a shared strategy for a sustainable urban development.

Working to achieve better village by means of a gathered

governance, fostering healthier prospectus and quality urban

model.

Will have integrated policy to promote sustainable and

environmentally friendly health complex.

Ecowas Medical Village Limited is a mixed development of ahospital, high class hotels (4-star and 2-star), commercialcentre, and exclusive residential facilities for clients, medicalofficers as well as offices for staff use and for rentals.

The Project is to be sited on a 40 acre prime site located at

Westlands Achimota adjacent to the Ghana Institute of

Management and Public Administration in Accra. The location

of the project is about 10 minutes drive from Accra’s main

International Airport.

The Project’s main objectives are as follows :

– Develop a State of the Art international hospital complex with

satellite hospitals in other Ecowas countries with various

specializations;

– Develop other ancillary projects like support hotels, medical

shopping malls, doctors’ apartments and offices blocks to

meet Ghana and West Africa’s current demand in terms of

modern international standard health care, related residential

spaces, offices and parking facilities;

– Strengthen the attractiveness of the metropolis of Accra by

offering health care and other property solutions that match

citizens’ as well as visitors ’interests.

– Target the West African market, the citizens in the sub-

region, who usually go to other parts of the world for medical

check-up and care.


Key Features of the Project

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The Project will be developed on a 40 acrearea.

The Hospital complex areas will consist of 720,000sqm on 8 floors with executive suites andparamedic facilities and a helipad. Other facilitiesinclude:

• 380 Ward (700 plus bed) Hospital Specialistdoctors could refer their patients to an addressin the EMV periodically. The doctors will haveaccess to support staff, diagnostic analysis anduse of the theatres;

• Medical Shopping Mall for everything related tohealthcare;

• Apartments for the E lderly;

• Parking facilities with a total capacity of over2000 slots; and

• Complementary facilities, including:

- Visitor reception

- Amusement Park

- Orchard

- W alk & Drive

- Safari Cultural Village

4 and 2 Star Hotels and restaurants for the

families and staff of patients and potential patients;

A Doctors’ Office Complex; and

Apartments for medical officers.

Residential

Areas

Hospital Areas

Land Area

• A 120 Ward Women and Children Hospital (300

plus bed)


Location for the Project

17

Project SiteLocation The Project will be developed on a 400 acre site located in an

extremely attractive area in the heart of the City of Accra, the

economic and administrative capital of Ghana.

• The location of the project is situated between Dodowa and Shai

Hills.

Metropolies of Accra

Aerial viewAccra’s Key Figures

Municipality area 3,425 sq km

Density 848 people per sq km

Population 2,905,726


Project Cost Profile (1/2)

Sources and Uses of Fund

Land

US$ m

60.00

W orking Capital 21.93

Construction (incl. soft costs) 393.73

Total Uses of Funds 475.66

Anchor Investor Equity 77.88

Equity and Quasi-Equity 147.78

Bank loan 250.00

Total Sources of Funds 475.66

Investment Program

18

Investment Program

The Project’s total indicative cost is USD 475.66m, including the preliminary developmental

expenses already made. These soft costs, which includes studies, development fee,

design, engineering, licenses, permits, etc, as of date is approximately USD 18m.

Based on a recent market valuation, the value of the 40 acres site assigned to the project is

estimated at USD 60.00m (i.e. USD 1.50million/acre). The breakdown of the land area is as

follows: Hospital Area = 12 acres, Residential Area = 15 acres, Hotels Area = 5 acres and

other developments = 8 acres. Another 400 acres has been acquired by the promoters.

The Project construction costs have been jointly assessed by the Promoter and the

proposed construction partners based on their track record in this sector and experience in

Sub-Saharan Africa and Europe, and they are in line with the costs of similar hospital and

real estate projects in the region.

The Project will be financed with a mix of debt and equity, as summarized below and further

detailed in the Section 4 “Indicative Financing Structure”.


Project Cost Profile (2/2)

19

Working capital is projected to be USD 21,915,739, representing approximately 5% of the total cost of the project.


Project Revenues Profile (1/2)


Project Revenues Profile (2/2)

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Revenue Projections,US$

Service Centre Year 1 Year 2 Year 3 Year 4 Year 5

380 Wards HospitalComplex 128,623,269 146,923,564 170,027,779 197,008,146 228,637,574

4-Star HotelProject 11,874,532 13,256,467 16,024,518 16,302,542 16,527,935

2-Star HotelProject 4,561,695 5,092,276 6,143,692 6,268,665 6.377,050

Residential/Housing Project 5,054,400 5,837,832 6,129,724 6,436,210 6,826,283

Elderly Home Project 3,327,431 3,843,183 4,237,109 4,448,965 4,671,413

Women's & Children'sHospitalProject 43,291,110 47,141,768 51,617,627 56,525,102 61,906,365

Medical Mall 5,687,172 6,568,684 7,586,830 8,762,788 9,200.028

Total Revenue 202,419,609 228,663,774 261,767,279 295,752,418 334,147,548


Project Income Profile

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Year 1 Year 2 Year 3 Year 4 Year 5 Year 6 Year 7 Year 8 Year 9 Year 10

Total Income 202,419,608 228,663,773 261,767,278 295,752,419 334,147,547 378,281,873 429,410,958 488,570,802 557,097,465 636,555,611

Total Direct Material59,782,845 62,248,531 64,612,217 66,970,146 69,437,732 72,021,272 74,727,477 77,563,495 80,536,952 83,655,976

Costs

Gross Profit 142,636,763 166,415,243 197,155,061 228,782,273 264,709,815 306,260,601 354,683,481 411,007,307 476,560,513 552,899,635

Total Direct Labour17,981,548 18,431,087 18,891,864 19,364,160 19,848,264 20,344,471 20,853,083 21,374,410 21,908,770 22,456,489

Costs

Total Operating Costs 36,245,376 36,969,109 37,437,866 37,918,425 38,411,078 38,916,122 39,433,862 39,964,613 40,508,696 41,066,441

Operating Profit 88,409,839 111,015,048 140,825,331 171,499,687 206,450,472 247,000,008 294,396,536 349,668,284 414,143,047 489,376,705

Financial Charges 2,602,181 1,257,651 1,439,720 1,626,638 1,837,812 2,080,550 2,361,760 2,687,139 3,064,036 3,501,056

Total Interest Charges 17,192,196 15,405,549 13,618,902 11,832,255 10,045,608 8,258,960 6,472,313 4,685,666 2,899,019 1,112,371

Total Financial Costs 19,794,377 16,663,200 15,058,622 13,458,893 11,883,419 10,339,511 8,834,073 7,372,805 5,963,055 4,613,427

Profit Before Tax 68,615,463 94,351,848 125,766,709 158,040,794 194,567,053 236,660,498 285,562,463 342,295,479 408,179,992 484,763,278

Corporate Tax 12,007,706 16,511,573 22,009,174 27,657,139 34,049,234 41,415,587 49,973,431 59,901,709 71,431,499 84,833,574

Profit After Tax 56,607,757 77,840,274 103,757,535 130,383,655 160,517,819 195,244,910 235,589,032 282,393,770 336,748,494 399,929,704


Project Balance Sheet


Roll Out Plan/ Roadmap for EMV’s 1st Approach

24

The intention is for the construction works to start with the hospital area and the hotels, residential areas and shopping mall will follow thereafter.


Went ahead to acquirean alternative land of400 acres for possibleexpansion or relocation

Roll Out Plan/ Roadmap for EMV’s 2nd Approach

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Paramedic Units

The 2nd approach of the EMV

seeks to make available

paramedic units within every

15 square kilometers within

Accra

* Studies show that one-third of West Africa’s population dwells in urban areas, and two-third in rural areas, with limited access to

quality healthcare.

CONCEPT

• To make available paramedic units within every 15 square kilometers of every capital city within the

West African Region.

• These are designated ambulances, which are equipped to handle emergency medical cases.

• These units will serve as rapid response units to give immediate attention to patients whilst conveying them to

the nearest hospital.

• The roll out will commence in Accra, the capital of Ghana, and then will be further encouraged in other major

capital cities in West Africa. Accra is the capital and largest city of Ghana with a population of 2.27million

(2012 estimate). Total land size – 3,245 km2, giving a total number of paramedic units to be deployed of 216

(i.e. 3,245 km2 /15km2 )

PURPOSETo provide quick medical evacuation services to people in the West African region and beyond, thereby reducing

the incidence of death due to delayed access to medical attention.

FEATURES

• Ambulances fully fitted with mobile diagnosis systems and state-of-the-art first aid medical equipment

• Excellent emergency services

• 24 hours service

• Rapid response time

• Quality personnel

• Online real time access to medical doctors/specialists

BENEFITS Ready access to quality healthcare for city/town dwellers

ROLLOUT

PLAN

• Pilot scheme with 5 ambulances to commence operation in Accra Ghana. Arrangement for the launch

of the pilot scheme is in process.

• The plan is to set up and operate up to 220 ambulances across Accra. The ambulances will be financed

through the Ecomedical insurance scheme and operational income from Ecomed Hospital.

• It is intended that this novel plan would be an inroad into initiating a comparable plan throughout the West

African Region, working with the governments in each country in the Region to meet the ultimate goal of

making available a paramedic unit in every 15 square kilometer of every capital city in the West African

Region.

BUDGETED

COSTS• The estimated budgeted capital cost per paramedical unit is $150,000.00.


Roll Out Plan/ Roadmap for EMV’s 3rd Approach

26

Mobile clinics (Telemedicine

···-

�y

These mobile clinics will be

deployed into rural locations to

provide fast, effective medical

response to the varying needs

in the rural areas of country.

CONCEPT

• A mobile clinic is a basic medical clinic that will bring direct healthcare to the poor in the

rural areas of Ghana (Telemedicine)

• Studies show that one-third of Ghana’s population dwells in urban areas, and two-thirds in

rural areas, with limited access to quality healthcare.

PURPOSETo make available high-quality, low-cost healthcare to the poor/ less privileged in the rural

areas and villages across Ghana. Tele Kiosks and Tele Suitcase.

FEATURES

• Fully fitted ambulance vehicles

• Mobile diagnosis system, (Tele Kiosks, Tele Suitcase)

• Mobile surgical units

• Pharmaceutical units

• Well-trained personnel

BENEFITS

• Reduction in mortality rates in locations other than urban areas

• Ready access to quality healthcare

• Convenience for rural population due to proximity

ROLLOUT

PLAN

• Ecomedical has an agreement with Sphera Global Healthcare in Barcelona for the

implementation of Telemedicine.• The project will be fully financed through private equity and the Ministry of Health.

• 1 ambulance to cover population within every 300 sq.km area, which translates to a total of

530 ambulances to cover 159,023 sq.km area of the 238,535 sq.km of Ghanaian land

mass. Each health post will be fitted with Tele Kiosk or Tele Suitcase.

BUDGETED

COSTS

• The estimated budgeted capital cost per mobile clinic is $100,000.00.

• Annual operating cost will be subsidized through the revenues generated from operational

income from the Telemedicine.


Provisional Timeline for Hospital Area

27

Enter Month 6 -9 Month 9 - 24 Month 20 - 26 Month 24-30

Stage1 Stage2 Stage3

PRE - CONSTRUCTION

Fund raising (Equity, Mezzanine and

debt)

Upfrontworks

CONSTRUCTION

Construction

POST - CONSTRUCTION

Landscaping

Interior and exteriordesigns

Delivery ofassets

Indicative timeline for construction of the hospital area of the entire EMV project is 30 months as presented below:


3. PRESENTATION OF COLLABORATORS AND

PARTIES INVOLVED IN THE PROJECT

Ecomed Hospital



The Collaborators and Parties to the Project



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Citterio

Furniture Suppliers

Leaders in furniture suppliers

ULSS-17

Healthcare Services

An International Hospital in Italy

with over 557 beds

Air Ambulance

Air Medical Services

Air ambulance and paramedic

services.

Gruppo Molteni

Furniture Suppliers

Leader in upholstery products in

Italy.

Operamed Engineering Medical

Equipment Installation of ICU ward

and Equipments.

Sergio Polesel

Project Architects

Extensive experiencen Design and

ArchitecturalDrawing

MassimoValli

ProjectArchitects

Extensive experienceinDesign

and ArchitecturalDrawing

Maeg Construction SPA(Italy)

Project Consultants

Extensive qualitative experience in

medium to heavy steel work

constructions in Europe and across

the World.

Platinum Equities Limited

Project Sponsor/Anchor Company

Qualitative experience ininternational

trade, project finance, business

consulting and management services.

First Atlantic Brokers Limited

Transaction Advisers Backed by

it extensivefinancial advisory,

brokerage, fund arrangement and

sponsorship services experience.


Dot Energia, ItalyDarko Law Firm, New York, USA



Tres G Group

Ministry of Territory and Sustainability, Government of Catalonia, Spain

Sphera Global Health Care

Barcelona, Spain

Prism a Engineering is an Italian based construction com pany specialised in High Quality Projects with a worldwide portfolio in civil and industrial projects.

PGI Engineering, Spain

Zamenis, Italy

Gassim Project Management, France

NH Hotels, Dubai, UAE

Magnolia Hospitality GroupFrance & Ivory Coast

Mott Macdonald, United Kingdom

System air is a leading ventilation com pany with operations in 49 countries globally. We m anufacture and m arket high -quality ventilation products.

The ECOWAS Bank for Investm ent andDevelopm ent (EBID , a financial institutionestablished by ECOWAS Mem ber

States

which

contributes to

the

econom ic

developm ent

of

West

Africa

through

the

financing

of

projects

and

program s .

Mabperry Limited, Accra GhanaAlgorithms Process & Diagnostics

Madrid, Spain Inycom Innovation Technologies, Spain

The Promoter & Anchor Investor(1/2)

32

Platinum Equities Limited is a premier international organisation in Sub-Saharan Africa incorporated in Ghana 2010 and licensed to commence

business on the August 11, 2010.

The company has developed into an entrepreneurial establishment which specializes in trade finance, trade negotiations facilitations, soft commodity

trading, project consulting & management, and logistics.

The company is backed by its principals’ extensive experience in international trade, project finance, business consulting and management

experience. The company has been involved in project financing and capital sourcing for landmark projects in Ghana, Benin, Niger, Mali, Nigeria,

Togo, Ivory Coast and Congo DRC.

The vision for Eco-Medical Village project was conceived by its Managing Director/CEO, Mr. Peter Ahiekpor, a well-seasoned entrepreneur with astrong track record in several major construction projects in Ghana. Peter and his team have done extensive preparatory work for the development ofthe Ecomed Hospital Project.

TRACK RECORD

CLIENT DEAL SIZE TRANSACTION TYPE PURPOSE

3 Ghanaian Banks USD 40 millionFund Arrangement (in partnership with

Westminster Mortgage Finance). Sourced

from HSBC Equator BankPlc.

Funding for the development of agro processing

and salt mining industry.

Ministry of Finance of Republic of

BeninUSD 10 million

Fund Arrangement. Sourced from

Webster Bank Connecticut USA

Acquisition of 100 units of American Bluebird

buses for urban transportation under the USA

Exim Bank program.

Ministry of Energy & Hydraulics,

Government of BeninUSD 10 million Fund Arrangement Securing electrification equipment forSBEE

Ecowas Bank USD 10 million Business Advisory Guarantee for investment anddevelopment

BACKGROUND


The Promoter & Anchor Investor (2/2)

Platinum Securities

& Protocol Services

TRACK RECORD CONT’D

CLIENT TRANSACTION AMOUNT TRANSACTION TYPE PURPOSE

Tatop Company Limited USD 1 million Business Advisory.Equipment guarantee for acquisition of heavy

construction equipment and block making

plant

National Investment Bank,

GhanaUSD 2.2 million

Fund Arrangement; sourced from

Sovereign Bank of the United States

To facilitate acquisition of equipment for

clients of the bank.

Kivu Airways, DR Congo USD 1.2 million Fund ArrangementAcquisition of 3 ILushyin Soviet aircraft from

Sharjash UAE

Government of Benin USD 40 millionFund Arrangement (Part of Team);

Sourced from HSBCFunding for acquisition of presidential jet

Republic of Benin USD 5 million Fund Arrangement Construction of 2nd university of Parakou.

SUBSIDIARY BUSINESSES

Platinum Films LimitedPlatinum CocoaFoundation NGO)

MAEG Construction

Ghana (JV)

Zoom Togo

SARL (JV)

Public Consul Ghana LimitedSototec Ghana (JV)

Zali Freight &

Logistics Limited

Eco Medical Village Limited


Eco Cliniks Limited

Eco Pharma Limited

AIRAMBULANCE GH

Air Ambulance Ghana

FERF I S C H E R &RECHSTEINER GH. LTD.

PhilipinaAdelaideAkyea (Kweku Botwe – MD

Experience:

• Former Managing Director, Ghana Water

Company

• Senior Inspector of Tax, Ghana Revenue

Service

• Former Managing Director, Home

Finance Company

• Director, Real Estate Investment Fund

Peter Ahiekpor MSc. MBA

Experience:

Executive Chairman, Platinum Cocoa

Foundation

MD/CEO Platinum Equities Limited.

MD, Kiak Group of Companies

Head, MAEG Africa//Chairman, MAEG

Ghana

Chairman, Zoom Togo SARL

Chairman, Platinum Films

Former MD Kivu Airways Congo DRC,

Former Lecturer, Northern Virginia

Community College, USA

The Board of Ecomedical VillageLimitedThe Board of EMV is comprised of successful International business people who are providing overall guidance for the Project. The

actual management of the hospitals will be delegated to a specialist hospital management company following an international tender.

Alexis Aquereburu- Board Member

Experience:

Managing Partner ,Aquereburu & PartnersFormer Chairman of Togo BarAssociation, Attorney at Law .

Intellectual Property Specialist

Privatization State Enterprises Specialist

International Law Specialist

Prof. Sogne G. Badjona- Board Member

Experience

Chief of Surgical Emergencies- Sylvanus

Olympio Hospital

Special Advisor to the Tgolese President

on Health

Asst Professor, General Surgery –

Faculty of Medicine University of Togo

Former Director of the Military Section

Sylvanus Olympio Hospital


Dr. Giovanni Pavesi – Board Member

Experience:

Managing Dorector - Azienda U.L.S.S. 17

Monselice-Este” with a turnover of 300million

Euros.

Executive Director managing a 557 bed

hospital with 2.5million outpatients

Supervised the construction of 450 bed hospital

Management of other regional hospitals

The Board of Ecomedical VillageLimitedThe Board of EMV is comprised of successful International business people who are providing overall guidance for the Project. The

actual management of the hospitals will be delegated to a specialist hospital management company following an international tender.


Management of Ecomed HospitalLimited

36

The Management of the Ecomed Hospital at EcomedicalVillage will be led by Dr. Giovanni Pavesi

Dr. Pavesi is responsible for selecting a leading international hospital management company to manage the Ecomed

Hospital in Eco-Medical Village. He is working with specialist consultants to prepare the international tender upon which

the selection will be based. The international tender will be issued during the construction phase of the Project.

Ecomedical Village has sign an MOU with Sphera Global Healthcare to work at the


4. THE FINANCING STRUCTURE

Ecomed Hospital


1'4'EOIC'-


Cardinal Points

Raise equity and debt financings to fully cover the Project’s financial requirements in a timely manner and maximizing loantenure

Optimize investors’ returns

Ensure compatibility with long-term industrystructure

Limit participation of the public sector in the Project’s final structure to reduce political risk

The Project will be funded with a debt to equity ratio of 53:47.

Equity funding is to be secured and disbursed in priority to finance most of the preliminary costs and comfort financial institutions

with regard to the Anchor, Equity and Sub Debt Investors’ commitment to the Project’s success.

Initial funding will be made as follows:

16% or USD 77.88m in-kind contribution from the Promoter;

21% or USD 100.00m pure equity injection from the Equity Investors;

10% or US47.78m mezzanine financing and

53% or USD 250.00m Debt from the Debt fund providers

Furthermore, the Equity Investors will support any financial shortfalls occurring during the construction phase by the way of

additional pure equity injection.

A Bank loan will be secured from financial institutions for an amount up to USD 250m i.e. 53% of the Project cost. The loan tenor will be

capped at 7 years in order to fit with the Project’s revenues profile and minimize completion risk.

In order to reduce pressure on the Project’s early cash flow, the Debt is priced at 3 Months LIBOR plus 6% over a 7-year tenor and a

Mezzanine paid at maturity in order to ensure a minimum 15% IRR for Mezzanine Investors.

All cash-flow generated during the construction phase, primarily cash from advances received from commercial operations seeking to

establish themselves in Ecomedical Village, will go toward accelerated repayment of the Bank Loan’s principal, after servicing of

interests on the Bank Loan and the Mezzanine.

Optimal

Proposed

Structure

Objectives


Hospital

Areas

Financing Structure

5

4

3 Lenders

Equity / Mezzanine

Investors 2

EcowasMedical Village

47% 53%Platinum Equities

(Anchor Investor) 1

7

Proceeds Account

6

Debt Service Account

KEY STEPS

1. In-kind contribution from Platinum Equities to Ecowas

Medical Village

2. Equity and Mezzanine Investors make their respective

contribution in terms of pure equity injection and

Mezzanine funding.

3. Lenders provide a Bank Loan (contruction loan) to

Ecowas Medical Village. The loan will finance a

substantial portion of the construction phase.

4. Eco-Medical Village then funded with a 53:47 debt to

equity ratio (including the land by the Platinum

Equities), will build the Hospital and Apartment Areas

5. Domiciliation of revenues from Hospital Areas on a

proceeds account opened with the Agent Bank and

pledged in favour of theLenders

6. Funding of the Debt Service Account; excess cash will

be released to Eco-Medical Village and will serve in

priority interest, principal and kicker repayment under

the Mezzanine

7. Repayment of the Bank Loan.


Summary Terms and Conditions


5. KEY INVESTMENT CONSIDERATIONS

Ecomed Hospital



Investment Case in EMV

Industry Profitability

–Fairly competitive market–Potentially high revenue

and EBITDA growth

The project would be the

leading Health Care Centre

in the sub-region and

would rival any such

project in any part of the

world.

Sector fundamentals–Strong industry dynamics

–High growth profile

–Large potential market

–Sustained high demand

The project is financially

viable. Investing in the

project as envisaged by

EMV is economically sound

and will contribute towards

the creation of jobs,

healthcare for West

Africans and the

development of the

Healthcare Industry in the

sub-region.

Management– Experienced management team

– Strong incentives to deliver on

targets

Sound Operating Structure

– High financial

discipline

– Business

architecture

– Organic/inorganic

growth

Target Positioning–Good liaisons & networks

–Strategic market

–Key corporate relationships


Upper Scale Hospital Project

Landmark and Strategic Project

Investment HighlightsThe opportunities in the offering…..

Strong Economic and Sector Outlook

Strong FinancingStructureSuperior Returns


Investment Highlights ….

44

Upper Scale Hospital Project

The Project is a modern masterpiece Hospital offering a

space for health care, education and business

opportunities.

The complex will be equipped with materials and tools atthe cutting edge of new technologies.

The Project will be developed in accordance with

international standards and is promoted by Platinum

Equities, a well-known entrepreneur with a strong track

record in managing businesses in Ghana.

Superior Returns

Achievable projected figures plus dividend payouts

Return for Equity Investors is estimated at 25% p.a.

Bank Loan offers a competitive return with an interest rate of

3-Months LIBOR plus 6% per annum, commitment and

participation fees as well as an accelerated repayment profile.



45

Strong Financing Structure

A Bank loan will be put in place to guarantee full

completion of the Project, thus reducing construction risk.

Revenues generated from operation of the hospital will have

a first obligation to service the bank loan, both the principal

and interest payments.

Cash flows from the provision of health care services and

other associated services will be domiciled in a reputable

Ghanaian bank account to be opened with the agent bank.

Security on the land and the Project’s assets

Positive Economic and Sector Outlook

Ghana’s economic prospects are good. Despite the recent

economic challenges resulting in the subscription to an IMF

program, the economic prospects remain very strong with

further social reforms and a better business climate.

The sector remains largely under developed in terms of

investments in infrastructure and equipment; however, the

sector is receiving a lot of attention, driven by increases in

demand by the population, as well as a strong government

focus on improving the health care needs of Ghanaians.

The health care sector holds a lot of promises. Equity

participants who invest in EMV are joining a viable sector at a

very good stage – just before a period of substantial growth and

the upside value such growth can create.



46

Landmark and Strategic Project

The Project benefits from strong support and commitment at

the highest level, evidenced by the expression of written

support by the Mayor of Accra, the Chief Justice and the Chief

Imam as well as other notable civil society leaders.

The Project will contribute to further opening up the area

where the hospital will be located and match the strong

demand for commercial areas and car parking facilities in the

Achimota district.


6. KEY RISK & MITIGATION

Ecomed Hospital



47

Core Project Risk & Mitigants

Counterparty/Default

Risk

The proposed appointment of an Operations and Management partner through a very selective processto manage the Hospital will ensure proper administration, to ensure cash flows are generated to repaythe loan.

If needed, the Project Promoter could secure a bank guarantee to cover repayment of the loan.

Political Risk

Ghana has had a very stable social and political environment with successful and peaceful elections since 1992.

Next presidential and parliamentary elections to be held in November 2016 are not seen as a key

challenge for the country.

A rigorous legal due diligence will be implemented in order to prevent any regulatory or legalissue.

The project is a private sector initiative and has the support of key stakeholders of the society, so will

therefore not suffer any kind of expropriationrisk.

Expropriation Risk

Commercial Risk

Commercial risks are firstly mitigated by the lack of similar infrastructure in the health sector whichrequires the provision of adequate hospitals built in accordance with international standards and clients’lifestyle.

The targeting of the top 1% of the population of the West Africa will also mitigate commercial risks.

The selection of the EPC contractor will be done through a rigorous tender process.

The Project costs will be jointly approved by the contractor and technical experts who will also maintain a

strict supervision of the Project until the start of the operations.Construction Risk


7. DETAILED DOCUMENTS TO SUPPORT OURFUNDING

Ecomed Hospital



Detailed Documents to Support Funding Request

:

5. Ecomedical Due Diligence on Partners

• Travels

• Maeg SPA(Italy)

• Sanita Italia (Italy)

• Avionard Air Medical Service (Italy)

• Busnelli Furniture Products (Italy)

• Operamed (Media Equipment) Italy

• Energy Life Industry (Italy)

1. Ecomedical Business Plan

• Introduction

• Diagnostics

• Strategic Direction

• Socio-economic benefits of theproject

• Financial Module andProjections

2. Ecomedical RegistrationDocuments• Certificate to CommenceBusiness

• Certificate of Incorporation

• CompanyCode

3. Ecomedical Renderings

• Over 100 pictorial renderingof the architectural design of

Ecomedical

4. Ecomedical Project Management Team

50

• Prospectiva (Portugal)

• Project Management of Engineering andArchitecture

• Inception

• Concept and Viability ( PreliminaryDesign)

• Design Development (DetailDesign)

• Work Schedule

• CompanyProfile



6. Ecomedical EngineeringCompany

• IGENACI Company

• CompanyProfile

• Introduction

• ProjectScopes

• Proponent: • The Design Team Responsibilities

• General Condition

• General DevelopmentProcedure–Plan of Work

• Inclusionand Exclusion

7.Ecomedical EPC Contractor

• Company Profile

• ConsolidatedFinancialReport as at December2015

• Memorandum of Understanding (MOU)

• Non– Disclosure Agreement (NDA)

8. EcomedicalFacilityManagement

• Professor Felice E.Agrò

• UniversityHospitalCampus Bio-Medicodi Rome (Rome)

• Atimed Turnkey Hospitals &Solution

• Atimed CompanyProfile

• Formation and Training

9.Ecomedical Formal Request for Facility

• Request Letter

• PowerPoint Presentationon Highlight of the Project

• DocumentsPresentedto Support the Funding

10.Ecomedical Geodetic Report

51

• Geotechnical InvestigationReportby KTReal, TemaGhana

• Introduction

• Objectives andScope ofWork

• The Site

• Field Work

• Laboratory Testing

• Discussion of Results

• Foundation Design

• Subgrade Condition

• Summary of Recommendation


11.Ecomedical Investment Teaser

Investment andFinancing Opportunitypreparedby First Atlantic Brokers, Limited

• Executive Summary

• ProjectDescription

• Presentationof PartiesInvolved in the Project

• TheFinancialBasis

• KeyInvestmentConsideration

• KeyRisk and Mitigation

12. Ecomedical Land Valuation

Report by ProValue Consult,Accra

Ghana

•Executive Summary

•Assumptions & Limitations

•Brief Profile of the Client

•Nature of Assets

•Purpose of Valuation

•Background Data•

•Town Data/Location

•Neighborhood Data

•Property Description

•Title/Tenure

•General Conditions

•Valuation/Basis of Valuation/Method

Adopted

13.Ecomedical Master Plan Drawing

Prepared by Arch. Sergio Polosal, Ing. Marianita

Santilli,Ing. Stefano Simionato Geom. Alessandro

Rossetto, and

Arch. Massimo Valli.

•General Report

a)Project’s Structural Scheme

b)General Data c)Project

•Drawing a)Satellite View

b)Topographic Plan c)Masterplan General d)General

Elevation e)Main Hospital

f)Obstetric Maternity PediatricHospital

g)Home for the Elderly

•Plans

i. Hospital Plans

ii.Women and Children HospitalPlan iii.Elderly

CarePlans

•Functional Layouts

i. Main Hospital, Women and Children Hospital

andElderly Care Home

52




14.Ecomedical Equipment Supplier

1. Prisma Engineering

a) Company Profile

b) Medical Equipment and Supplies

Price List

c) Letter of Intent 2.Operamed

d) Operating Theatres

e) Intensive Care Units

f) Sterilisation Care Unit

g) Diagnostic Department

h) Dental Offices

i) Company Profile

j) Letters of Intent

15. Ecomedical PowerPoint Presentation

a) Summary Information Memorandum that contain thefollowing;• Explanation of theProject

• Project Background

• Main Feature of theProject

• Project Cost and FinancialPlan

• Timing & Phasing of theConstruction

• Keyparties to the Successful Implementation and Operation of the

Project

• Proposal Funding Plan andMix

• Status of theProject

16. Ecomedical Second EPCContractor

by Mabetex Holding Group,Switzerland

• CompanyProfile

• CompletedProjects

17. Ecomedical Slides

A Slide of the whole Projects designed by Maeg Construction SPAinItaly.

18. Ecomedical Statement ofAffairs

53

• Statement of Affairs as 31st December2015, 2016, 2017

• Corporate Information

• Report of theDirectors

• Independent AuditorsReport

• Statement of FinancialPosition

• Notes to the Statement of Affairs



19. Summary Business Plan(Global)

This Illustrate a summary business plan of theHospitals,

Hotels, Medical Research Centre, Medical Health Mall,

Housing for Medical Practitioners and offices for Medical

Doctor.

20. Ecomedical Support Letter

This is aSupport Letter from the Presidentof the Republicof

Ghana, through his Sector Minister of Health to acknowledge

and support the EcomedicalProject.

21. Ecomedical Topography Report

This is a topographical Survey of the project site forthe

Construction of EcomedicalVillage.

22. Ecomedical Video Simulation

This is a 5 minutes video of the project ofEcomedical Village.

It shows how the project will look like when completed.

23. Profile of Key Sponsor forEcomedical

• Company Profile of theKey Sponsor

• Resume of key Sponsor

• ProfessionalExperience

24. Contracts and Agreements in relation toEcomedical

This contains MOU’s and LOI’s of over twenty Companies

that have showed interest in the project and are willing to

work in theProject

25. Ecomedical Letters of Support

These are letters from people who represent pillars of society

that shows their support for the project of Ecomedical Village.


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