M Liner is seeking a strategic partner for joint business development in Russia. Key advantages include a diversified portfolio, professional team with 15 years of advertising experience, and handling of low- and medium-sized budgets. A possible deal structure would be to attract a strategic partner, such as a leading network agency, with the chance to sell a share of M Liner over time.

2. Executive summary
According to its strategy, M Liner is looking for a strategic partner for joint business
development in Russia
Key M Liner advantages are:
• Diversified & stable portfolio
• Professional team
• 15-year experience in advertising
• Handling of low- & medium budgets
Possible deal structure – attraction of strategic partner (a leading network agency) with
a chance of selling share in M Liner

3. Company profile
M Liner operates in advertising for over than 15 years
Full-service advertising agency; provides services in marketing, strategy,
creative, ATL & BTL
AKAR & RAMU member

4. Our team
Vitaly Prikhodchenko
President
Advertising experience since 1993
Education - MGIMO, marketing & advertising faculty,
Boston University (MBA )
In 1996 founded M-Liner
Since 2005 — President of M Liner Group
Mikael Guseinov
CEO
Education: RGU of Kant
Advertising experience since 1997
Since 2011 — CEO of M Liner Group

5. Agency structure
Account
director
CEO
Media
department
Design
department
BTL
department
Digital
department
IT & Support
Financial
department
Law
department
Suppo
rt
Strategy
department
Tactics
department
Media
buying
Project
managers
Logistics
department
Production
Creative
department
Designers
Copywriters
Media
buying
Context Ads
Clients
service
departmen
t
Head
account
managers
Account
managers
Business
development
New
business
director

6. Client portfolio
Portfolio is very diversified (over than 30 clients)
12 biggest clients account for 80% of revenue
Loyal clients exceed 80 % of portfolio
All clients growth faster than market

7. Key financial figures
Actual 2011 Actual 2012 Budget 2013
BILLINGS 581 109 821 600 865 317 1 156 958 843
REVENUE 112 280 358 126 941 548 172 900 876
NET PROFIT 36 312 069 46 700 217 48 818 787

8. General idea for merger
M Liner can provide effective service for small-size (budgets up to $1 mln.) & mid-size
(budgets up to $2-3 mln.) Clients, so our strategic partner can enter the niches, he earlier
overlooked
M Liner can provide a full range of services, which is very important for mid-size Russian &
foreign Clients
M Liner receives large clients providing network agency support
In 2013 M Liner is expected to increase its revenue by 80%, with support of network
agency this figure will be even bigger

9. What do we need
Brand, technologies, buying possibilities of network agency
An opportunity to access tenders, which are restricted for us
as non-network agency
An opportunity for stable growth & development in long-run

10. Competitive advantages/highlights
of M Liner
Professional team
Loyal clients
Good relations with suppliers
A well-known brand

11. Possible deal structure
Strategic partner acquires minority stock as a first step of partnership
We provide a possibility to acquire shares up to control stock (during several
years according to operational & financial KPIs)
Put&call options, which provide a chance for strategic partner to acquire
up to 100% stock