Introducing ats revised

S T R I C T L Y P R I V A T E & C O N F I D E N T I A L April, 2012

DISCLAIMER

This document and the information contained herein was prepared by Black Star Advisors and is confidential and for the exclusive use of the recipient and others involved in the recipient’s decisions and is to be used solely for the purpose of evaluating the opportunity described herein. This document may not be photocopied, reproduced, provided or disclosed to third parties, other than the recipient’s professional advisors, or used for any other purpose. This document and all of its contents herein shall remain the exclusive property of Black Star Advisors and shall be returned promptly to the directors of Black Star Advisors if so requested.

S T R I C T L Y P R I V A T E & C O N F I D E N T I A L

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EXECUTIVE SUMMARY

• Allterrain Services Inc. (“the Company”) or (“ATS”) offers camp management and hospitality services to leading firms mostly in the mining industry across African countries, established in 1997 and head office situated in Accra, Ghana.

• The Company has achieved 52% 5-year CAGR in turnover from $6.8M in 2004 to $36.2M in 2008, with average 8% EBITDA margin over the same period

• ATS hopes to achieve its medium term growth and profitability targets of over $150M annual turnover by 2012 and sustaining EBITDA margins >8% by doing the following:

– Entering 7 new country markets over the next 3 years

– ATS has acquired market control in most of African mining regions.

– Serving new industries such as oil and gas, etc

– Improving product mix in favor of high margin products while reducing and managing cost through extensive use of IT in stock control and other process improvements to increase efficiency and exploit economies of scale.


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ESTABLISHED IN 1997

Offering Catering, Facilities Management + Design & Communications Solutions


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ATS Is Currently In 13 Countries Across Africa Offering 4 Products/Services

Catering

Facilities Management

Facilities Design

Communications Solutions

ATS CLIENTELE

A Testament To Their Efficient And Well-Managed Operations


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African Gold Group, Inc.

Contracts are typically renewable after 3 years with the oldest existing contract having run for over 9 years.

http://www.anglogold.com/

http://www.eqr.com.au/

http://www.hrg.ca/s/Home.asp

ATS COMPETITIVE ADVANTAGES Including HACCP and ISO22000:2005 FSMS Certification


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HACCP: The first and only current operator to obtain HACCP (Hazard Analysis Critical Control Point) for our catering and facilities operations.

ISO22000:2005 FSMS Certification: The first and only current operator to obtain for our catering and facilities operations.

Cost control: cutting edge computer technology with the latest in swipe cards and bar codes to control meal, shop and bar sales, tailored to the individual site and individual client requirements.

Shareholder managers actively involved in operating the business with share option package aimed at locking the key managers into the company.

Good auditable track record of operations in the African Market place.

Strong Client relationships supported by key top managers with regular meetings and feedback.

ATS CURRENTLY SERVES ~12K WORKERS DAILY I.E. 0.1% OF INDUSTRIAL WORKERS IN THEIR OPERATIONAL MARKETS,

Mostly In Gold Mining And Other Extractive Industries


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2003 2004 2005 2006 2007 2008

3.7 3.8 4.45.7

6.58.2

0

2

4

6

8

10

Industrial Workers In Addressable Market (M)

Year

TanzaniaGhanaCote d'IvoireMaliSierra LeoneBurkina FasoZambia

Congo,Dem. Rep.

CountriesServed

WorkersServed

ShareMeals (M)

2

3

0.1%1.2

2

4

0.1%1.8

3

6

0.1%2.5

6

8

0.1%3.9

7

10

0.2%5.2

8

12

0.1%6.5

Sources: www.worldbank.org, www.cia.gov

DR Congo Operation Begun in 2008, Nigeria Likely to Begin Soon

ATS HAS ACHIEVED AN IMPRESSIVE 52% 5-YEAR REVENUE CAGR FROM $6.8M (2004) TO ~$36.2M (2008)

With 8% Average EBITDA Margin Over The Period


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• Business has sustained a 52% 5-year Income CAGR 2004-2008• EBITDA margin has averaged 8%, a really strong performance in a traditionally low margin

business achieved through tight cost control and extensive use of IT to control shrinkage.• Reduced risk exposure through country, industry and product diversification

2004 2005 2006 2007 2008

6.81.0

11.0

0.1

18.4

2.2

28.9

1.9

36.2

2.50

10

20

30

$40M

Revenue and EBITDA 2004-2008 ($M)

YearRevenueEBITDA

EBITDA Margin

Meals/day

14%

5K

1%

7K

12%

11K

7%

14K

7%

18K

52% CAGR

ZAMBIA AND GHANA OPERATIONS ARE LEADING INDICATORS TO GROUP REVENUE 38% & 31% RESPECTIVELY

Sierra Leone 7%, Burkina 7%, Tanzania 7% And Mali 6% Are Next In Significance


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STRATEGIC AND PROJECTED MARKET OPPORTUNITIESNigeria, Mozambique, Angola, Senegal, Liberia, Namibia & Zimbabwe


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ATS Is Currently In 13 Countries Across Africa While Country Entry Would Be Opportunistic We Envisage This Sequence Given Pipeline

•Largest available untapped markets for our services•Geographically close to existing ATS contracts•Potential contracts have already been identified and offer a firm opportunity.

2009: Nigeria, Mozambique & Angola 2010: Liberia and Senegal

2011: Namibia and Zimbabwe

ATS Is Well-Advanced in Pursuing Several Opportunities in the Nigeria

Headquarters

Current Presence

New Markets

ON COMPLETION OF PROPOSED 7 COUNTRIES ROLLOUT (2011), ATS OPERATIONAL MARKET

16.5M Industrial Workers (Addressable Market)


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Sources: www.worldbank.org www.cia.gov Note: Based on % of labor force engaged in industry and labor force as percentage of projected population

2008 2009 2010 2011

7.3

13.615.7 16.5

0

5

10

15

20M

Addressable Market (Millions)

Year

Congo, Dem. Rep.GhanaTanzaniaCote d'IvoireMaliZambiaBurkina FasoSierra LeoneNigeriaAngolaZimbabweMozambiqueLiberiaBotswanaNamibia

CountriesServed 8 10 13 15

ATS HAS MADE SIGNIFICANT STRIDES IN 2009 REGARDING NEW MARKET ENTRY AND GROWTH

Recent Developments: Nov 2010 - 2012

• Won Tullow Oil Contract – Accra and Takoradi Offices and Guest Houses – our first true Oil & Gas Contract.

• Won Anglo Gold Ashanti Contract – various Accra Ghana Projects.

• Won Ivory Coast - Banlaw Ltd Contract – We have mobilized to site on the Cluff Project.

• Signed and MOU with Group 4 Securicor in Nigeria to jointly market our services. New Nigerian Law requires factories to have a canteen and provide food. G4S have about 4 contracts for us to take on immediately.


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ATS HAS MADE SIGNIFICANT STRIDES IN 2009 REGARDING NEW MARKET ENTRY AND OTHER GROWTH PLANS (II)

Recent Developments Contracts Feb 2009 In Final Discussions


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PROJECTS CURRENTLY ON SERVICE

BURKINA FASO- Somita Taparko Mine DRC- Banro- Bukavu TANZANIA- UGANDA- GHANA

SIERRA LEONE - Sierra Rutile LIBERIA- MALI- ZAMBIA-

BMC Youga Kibali Goldmines Mantra- mkuju River Rand Gold NGGL African Minerals Putu Iron Ore Goldfields FQML

Bissa Gold Banro Twangiza Shanta Gold Tullow Oil London Minning

Equator Resources

West African Drilling Q & A

Perkoa Banro- Lugushwa Schlumberger Adamus Resources Morilla MMS Maintenance

Ampela Batie Banro- Namoya PanAfrican Resources

Chirano LMC

Middle Island- Poni AGA- Mongbwalu Buzwagi- Barrick Golder

Sarama Teichmann- Katanga Geodrill Group 5 Loncor Baker Hughes

Geodrill BatieCDI- Newcrest Mine- Bonikro GOPDC

Resolute Guest House Dredging construction

Banlaw Hire and Oume Baker Hughes Bay Court WBHO

Ayanfuri Perseus Mining

Lycopodium Resources

Azumah Gold Resources Aryee Mining


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1. Overall strong revenue growth in 2011 versus 2010 driven by CEA, SL and ZM. 2012 budget increases are driven by CEA, Franco WA, DRC & TZ, and Zambia

2. CEA growth majorly driven by Kibali & Mongwalu SOW doubling over PY, and addition of (Loncor Resources)3. FY impact of LMC in 2011 Significant change in SOW from 5k meals to about 27k meals in Tonkolili4. In Liberia Putu Iron Construction project ended in 2010, accounting for drop in revenues in 20115. In Zambia LMC increased SOW from 79k 2010 to 88k meals in 2011; New projects in 2011: Manyama Maintenance,

Kalumbila and Teichman in DRC

2011 Actual vs 2010 act vs 2011 bud

2012 Budget vs 2011 act3Yrs F'cast

2013 2014 2015

usd 'mn usd 'mn % usd 'mn % usd 'mn usd 'mn % Revenue 67.26 17.67 36% 3.57 6% 89.63 22.37 33% 94.11 100.05 106.14

- CE & DRC Banro &TZ 5.33 0.48 10% 0.21 4% 7.13 1.80 34% 7.49 7.96 8.45 Central & Easten Africa 2.46 1.20 94% 0.12 5% 7.08 4.61 187% 7.43 7.90 8.38

Francofone West Africa 7.91 (0.14) -2% 0.31 4% 11.58 3.68 47% 12.16 12.93 13.72 Ghana 18.64 2.48 15% 1.08 6% 19.83 1.19 6% 20.82 22.13 23.48 Liberia 1.14 (0.37) -24% 0.01 1% 1.05 (0.09) -8% 1.10 1.17 1.24 Sierra Leone 10.14 7.28 254% 1.12 12% 10.28 0.14 1% 10.79 11.47 12.17 Zambia 21.25 6.67 46% 1.35 7% 32.53 11.27 53% 34.15 36.31 38.52 Equipt Supply - - 0% - 0% 0.15 0.15 100% 0.16 0.17 0.18 Vsat sales 0.38 0.07 21% - 0.63 -62% - (0.38) -100% - - -

• ** requires reconfirmation as capex requirements incomplete


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Key ratios

2010US$M

2011US$M

2012 BudgetUS$M

2013 F’castUS$M

2014 F’castUS$M

2015 F’castUS$M

Revenues 49.6 67.3 89.6 94.1 100.1 106.1

Gross Margin 21.1 27.2 42.3 45.0 50.3 53.8

Earnings -0.7 2.4 6.4 6.6 6.8 7.8

EBITDA 2.0 4.5 **9.0 9.5 10.0 10.6

GM % 43% 40% 47% 48% 50% 51%

Earnings % -1% 4% 7% 7% 7% 7%EBITDA % 4% 7% 10% 10% 10% 10%

Introducing ats revised

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