E x c h a n g e ' s A n a l i t i c a l C o v e r a g e S u p p o r t P r o g r a m m e

7TH OCT 2021

MCI Capital SA - value in IAI and Morele.net

In our opinion the very good results in the first half of the year still do not exhaust the potential for growth in the value of MCI's portfolio investments. In this context, investments in IAI and Morele.net come out to the top. The discount of the current price of MCI Capital shares to BV at the end of H1 amounts to around 35%. After updating our forecasts, we adjust our valuation of MCI Capital shares from 30.9 PLN to 41.2 PLN.

Very good first half of 2021

After a good Q1, in Q2 2021 the company generated investment earnings of PLN 310.1m vs PLN 13.2m a year earlier, EBIT of PLN 304.9m and net profit of PLN 430.6m. In total, for the entire H1 2021, earnings from investments amounted to PLN 355m and net profit to PLN 467m. Book value per share at the end of 2Q21 was PLN 34.7.

Shoper's IPO success will highlight IAI's value?

The great success of the IPO of Shoper, which successfully offered PLN 362m worth of existing shares with a valuation of 66x EV/EBITDA for 2020, shows that the Polish capital market is well mature for high valuations of such fast- growing entities. In our opinion, this will show the market the value embedded in MCI's largest portfolio investment, IAI, which posted higher financial results than Shopper in 2020 and in July this year began its international expansion with the acquisition of a controlling stake in Shoprenter, the Hungarian market leader. A simplified application of Shoper's current EV/EBITDA multiple to IAI's valuation in our view suggests that the value of the IAI package held by MCI alone exceeds the capitalization of MCI as a whole.

Record liquidity, looking for new investments

MCI takes advantage of the very good market conditions and systematically exits its investments. In 2021, exits amounted to 218 million PLN. On the other hand, the company, holding the record-breaking liquidity, which at the end of the year is to reach 1 billion PLN, prepares next large investments, although - as the management board admits - it is not easy due to high valuations.

Current price

22.5 zł

Valuation

41.2 zł

Upside/downside

83%

Market cap.

PLN 1 157m

Free float

22%

Avg. Vol. 6M

4 819

180%

MCI Capital

WIG

170%

160%

150%

140%

130%

120%

110%

100%

90%

80%

Oct-20Dec-20Feb-21Apr-21

Jun-21Aug-21Oct-21

Source: Bloomberg, Noble Securities

COMPANY PROFILE

MCI Capital is a one of the leading private equity fund in Central-Eastern Europe. Since 1999 group realised over 100 investment projects and finished over 58 exits. Assets under management are estimated over PLN 2B.

SHAREHOLDERS

Tomasz Czechowicz

77,7%

Risks for our forecasts and valuation

Others

22,3%

Main risk factors for our valuation are limited portfolio liquidity, high concentration of portfolio investments and the adopted valuation method for

Krzysztof Radojewski

certain portfolio companies.

Senior Analyst

Our valuation is equally based on NAV (PLN38.2/share) and peers valuation to the other PE funds (PLN44.3/share) and indicates present fair price at PLN41.2/share.

krzysztof.radojewski@noblesecurities.pl

+48 22 213 22 35

PLN m

2019

2020

2021F

2022F

Investment profits

156

167

500

213

Net profit

113

127

603

194

NAV/share

24.0

27.8

38.2

41.4

P/E (x)

10.1

9.1

1.9

5.9

P/NAV (%)

93%

80%

58%

54%

Source: MCI Capital ASI (2019-20), Noble Securities (2021F-2022F)

The preparation of report was finalized on 07/10/2021 at 8:10 a.m.. The first publication took place on 07/10/2021 at 8:20 a.m.

NOBLE SECURITIES EQUITY RESEARCH REPORT 1

E x c h a n g e ' s A n a l i t i c a l C o v e r a g e S u p p o r t P r o g r a m m e

VALUATION

We calculated the value of one share of MCI Capital using Net Asset Value (NAV) method on the basis of book value of investment portfolio at the end of 2021 and peers valuation to the other few European PE companies. We give both methods equal weights.

In table below we present valuation summary:

Valuation summary

Weight (x)

Per share (PLN)

Previously (PLN)

change %

Net asset value (NAV)

0,50

38.2

27.9

37%

Peers

0,50

44.3

33.9

31%

Average valuation

41.2

30.9

33%

Current price

22.5

19.2

16%

Upside/downside

83%

61%

Source: Noble Securities

PEER VALUATION

Valuation of MCI Capital's assets is based on book value, which shall reflect fair value. We do not find

any arguments for the necessity of book value adjustment in our calculations. The discount in the

company's market valuation relative to book value has started to decrease slightly in recent quarters, which we attribute to profitable exits at valuations near or above book value. Also worth noting is the company's implementation of a dividend policy and first dividend payment in 2021. Below are the P/BV valuation ratios of selected European PE companies. The main difference between these companies and MCI Capital is their higher market capitalization. Based on the valuation ratios of European PE

companies, we value the company with the peer valuation method at PLN 44.3 per share (previously PLN 33.9).

Company

Currency

Market cap (PLN m)

P/BV (x)

Div. yield

2021

3I GROUP PLC

PLN

64 948

1.3

3.1%

GIMV NV

PLN

6 591

1.1

4.6%

EURAZEO

PLN

29 205

1.2

2.0%

DEUTSCHE BETEILIGUNGS AG

PLN

3 011

1.0

3.4%

Mean

1.16

MCI Capital

PLN

1 157

0.59

2.4%

Premium/discount to mean (%)

-49%

Implied fair value of MCI Capital

PLN

44.3

Implied fair value of MCI Capital

PLN

44.3

Source: Bloomberg, Noble Securities, data on 06/10/2021 at 2:34 p.m.

NOBLE SECURITIES EQUITY RESEARCH REPORT 2

E x c h a n g e ' s A n a l i t i c a l C o v e r a g e S u p p o r t P r o g r a m m e

P&L (PLN m)

2019

2020

2021F

2022F

Investment management fees

na

na

36

32

Investment profits

156

167

500

213

Operating expenses

5

5

41

37

Other operating revenues and expenses

0

1

0

0

EBIT

151

164

495

208

Net financial income and expenses

-8

-8

-7

-7

Profit before taxation

143

156

488

201

Income tax

-29

-29

114

-7

Net profit

113

127

603

194

Source: MCI Capital ASI (2019, 2020), Noble Securities (forecasts, 2021F-2022F)

Balance sheet (PLN m)

2019

2020

2021F

2022F

Assets

1 527

1 695

2 213

2 379

Non-current assets

1 517

1 669

2 128

2 300

Investment certificates

1 511

1 662

2 126

2 298

Other non-current assets

6

7

2

2

Current assets

10

26

85

79

Cash and cash equivalents

8

23

25

19

Other current assets

2

2

60

60

Liabilities

1 527

1 695

2 213

2 379

Equity and liabilities

1 271

1 387

1 962

2 128

Equity

183

229

152

152

Non-current liabilities

77

96

96

96

Liabilities on bonds

105

133

13

13

Current liabilities

1

0

42

42

Liabilities on bonds

73

78

98

98

Liabilities on bills of exchange

25

49

49

49

Provisions

41

19

29

29

Other

7

10

20

20

Source: MCI Capital ASI (2019, 2020), Noble Securities (forecasts, 2021F-2022F)

Cash flow (PLN m)

2019

2020

2021F

2022F

CF from operating activities

138

15

36

28

CF from investment activities

0

0

0

0

CF from financial activities

-138

1

-34

-35

CF

1

15

2

-6

Cash at the beginning of the period

7

8

23

25

Cash at the end of the period

8

23

25

19

Source: MCI Capital ASI (2019, 2020), Noble Securities (forecasts, 2021F-2022F)

Selected indicators

2019

2020

2021F

2022F

Book value per share

24.01

27.77

38.15

41.38

Dividend per share

0.00

0.00

0.54

0.54

Net debt

135

141

150

156

Net debt/BV

11%

10%

8%

7%

Number of shares issued

53.0

50.0

51.4

51.4

P/BV

0.93

0.80

0.58

0.54

Source: MCI Capital ASI (2019, 2020), Noble Securities (forecasts, 2021F-2022F)

NOBLE SECURITIES EQUITY RESEARCH REPORT 3

E x c h a n g e ' s A n a l i t i c a l C o v e r a g e S u p p o r t P r o g r a m m e

LEGAL DISCLAIMER

FUNDAMENTAL RULES FOR ISSUING ANALYTICAL REPORT

This analytical report, hereinafter referred to as the "Report", was prepared by Noble Securities S.A. ("NS") based in Warsaw.

The basis for the preparation of the Report were publicly available information known to the Analyst as at the date of preparing the Report, in particular information provided by the Issuer in current and periodic reports prepared as part of its disclosure obligations.

The Report only expresses the analyst's knowledge and views as at the date of its preparation.

The forecasts and evaluation elements presented in the Report are based solely on the analysis performed by the Analyst, without arrangements with the Issuer or with other entities, and are based on a number of assumptions that may turn out to be irrelevant in the future.

NS or the Analyst do not give any assurance that the forecasts will work.

The report issued by NS is valid for a period of 24 months, unless it is previously updated. The frequency of updates results from the date of publication by the Issuer of financial results for a given reporting period, the market situation or subjective assessment of the Analyst.

STRONG AND WEAKNESSES OF VALUATION METHODS APPLIED BY NS IN THE REPORT

The DCF (eng. discounted cash flow) method - is considered the methodologically most appropriate valuation technique and consists in discounting financial flows generated by the rated entity. Strengths of this method include taking into account all cash flows that flow in and out of the company and the cost of money over time. The disadvantages of the DCF valuation method are: a large number of assumptions and parameters that need to be estimated and the sensitivity of valuation to changes in these factors. A variation of this method is the discounted dividend method.

Peers valuation - is based on a comparison of valuation multipliers of companies in the industry in which the rated entity operates. This method very well reflects the current state of the market, requires fewer assumptions and is simpler to apply (relatively high availability of indicators for compared entities). Its disadvantages include high volatility related to price fluctuations and stock exchange indices (in the case of comparison to listed companies), subjectivism in the selection of a group of comparable companies and simplification of the company image leading to the omission of some important parameters (eg growth rate, corporate governance, non- operational assets , differences in accounting standards).

INTERESTS OR CONFLICTS OF INTERESTS THAT MAY AFFECT THE REPORTING OBJECTIVITY OF THE REPORT

The report was prepared by NS for consideration, on behalf of the Warsaw Stock Exchange S.A.

The Analyst is not a party to any contract concluded with the Issuer and does not receive remuneration from the Issuer. The Analyst's remuneration for preparing the Report due from NS is not directly related to transactions in brokerage services provided by NS or other types of transactions carried out by NS or any other legal entity that is part of the group to which NS belongs or with transaction fees that they receive NS or these people. It can not be ruled out that the remuneration that may be due in future to a NS Analyst by another title may be indirectly dependent on NS financial results, including those obtained as part of investment banking transactions related to the Issuer's financial instruments. The Analyst is not a party to any contract concluded with the Issuer and does not receive remuneration from the Issuer. The Analyst's remuneration for preparing the Report due from NS is not directly related to transactions in brokerage services provided by NS or other types of transactions carried out by NS or any other legal entity that is part of the group to which NS belongs or with transaction fees that they receive NS or these people. It can not be ruled out that the remuneration that may be due in future to a NS Analyst by another title may be indirectly dependent on NS financial results, including those obtained as part of investment banking transactions related to the Issuer's financial instruments.

It is possible that NS has or will have the intention to submit an offer to provide services to the Issuer.

We inform that on June 21, 2021 MCI Capital ASI (the Acquiring Company) merged with Private Equity Managers (the Target Company) by acquisition.

NS is or has been within 12 months a party to agreements with the Issuer concerning provision of brokerage services.

NS is or has been within 12 months a party to agreements with the Issuer's Parent Company concerning provision of brokerage services. NS has been within 12 months a party to agreements with the Target Company relating to the provision of brokerage services.

ORGANIZATIONAL AND ADMINISTRATIVE SOLUTIONS AND INFORMATION BARRIERS ESTABLISHED TO PREVENT CONFLICT OF INTERESTS AND TO AVOID THEMSELVES

Detailed rules of conduct in the event of conflicts of interest are set out in the "Regulations of Conflicts of Interest Management at Noble Securities SA" available at the website www.noblesecurities.pl in the tab: "About us" / "Regulations" / "Information policy".

The internal structure of NS ensures organizational separation of analysts from individuals (teams) performing activities that involve the risk of a conflict of interest and prevents conflicts of interest, and in the event of such conflict enables protection of the Client's interests against the harmful effects of this conflict. In particular, Analysts do not have access to information about transactions concluded on the NS's own account and to Client orders. NS ensures that there is no possibility for third parties to exert any adverse influence on the performance of the work by Analysts. NS ensures that there are no links between the amount of remuneration of employees of one organizational unit and the amount of remuneration of employees of another organizational unit, or the amount of income earned by that other organizational unit, if these units perform activities that involve the risk of a conflict of interests

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OTHER INFORMATION AND RESERVATIONS

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Investors using the Report may not resign from independent assessment and take into account other circumstances than indicated by the Analyst or by NS.

NOBLE SECURITIES EQUITY RESEARCH REPORT 4

E x c h a n g e ' s A n a l i t i c a l C o v e r a g e S u p p o r t P r o g r a m m e

The Report has been prepared in accordance with legal requirements ensuring independence, in particular from the Commission Delegated Regulation (EU) 2016/958 of 9 March 2016 supplementing Regulation (EU) No 596/2014 of the European Parliament and of the Council with regard to regulatory technical standards concerning technical means for the purpose of presenting investment recommendations or other information recommending or suggesting an investment strategy and disclosing particular interests or indications of conflicts of interest. The report is an investment study referred to in art. 36 par. 1 Commission Delegated Regulation (EU) 2017/565 of 25 April 2016 supplementing Directive 2014/65 / EU of the European Parliament and of the Council with regard to organizational requirements and operating conditions for investment firms and concepts defined for the purposes of this directive.

The Report or any of its entries do not state:

  • offer within the meaning of art. 66 of the Act of 23 April 1964 - the Civil Code,
  • grounds for concluding a contract or creating a liability,
  • public offering of financial instruments within the meaning of art. 3 of the Act of July 29, 2005 on Public Offering, Conditions Governing the Introduction of Financial Instruments to Organized Trading, and Public Companies,
  • invitations to subscribe for or purchase securities of the Issuer,
  • investment advisory services or portfolio management services referred to in the Act of 29 July 2005 on Trading in Financial Instruments,
  • investment, legal, accounting or other types of advice.

The Report

  • is published on the NS website: https://noblesecurities.pl/dom-maklerski/analizy2/program-wsparcia-pokrycia-analitycznego-gpw/1794-mci-capital-s-a,
  • is intended for distribution only on the territory of the Republic of Poland, and is not intended for distribution or transmission, directly or indirectly, in the United States of America, Canada, Japan or Australia, or any other jurisdiction, where such distribution would violate relevant provisions of the given jurisdiction or required registration in that jurisdiction,
  • does not contain all information about the Issuer and does not allow full assessment of the Issuer, in particular as regards the Issuer's financial situation, because only certain data regarding the Issuer were selected for the Report,
  • is for information purposes only, so it is not possible to comprehensively evaluate the Issuer based on the Report.

FINAL REMARKS

Analyst preparing the Report: Krzysztof Radojewski

Date and time of completion of the Report: 07/10/2021 at 8.10 a.m.. Date and time of the first dissemination of the Report: 07/10/2021 at 8.20 a.m..

The proprietary copyrights to the Report are held by the Stock Exchange in Warsaw S.A. Dissemination or reproduction of the Report (in whole or in any part) without the written consent of the Warsaw Stock Exchange S.A. is forbidden.

NS is subject to the supervision of the Polish Financial Supervision Authority.

Recent research concerning MCI Capital S.A.

Direction

na.

na.

na.

na.

na.

Date

14/05/2021

11/12/2019

30/06/2020

12/03/2020

28.06.2019

at 10:19 a.m.

at 11:50 a.m.

at 5:20 p.m.

at 4:08 p.m.

at 2:55 p.m.

Stock price at the date of report

19.2

15.0

12.1

8.3

7.3

Valuation per share

30.9

30.4

24.9

21.9

26.5

WIG Index at the date of report

62 004.52

56 230.40

49 569.17

37 164.02

60187.43

NOBLE SECURITIES EQUITY RESEARCH REPORT 5

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MCI Capital SA published this content on 08 October 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 08 October 2021 10:11:04 UTC.