NIG Prospectus - London Stock Exchange

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Level: 8 – From: 8 – Thursday, August 9, 2007 – 2:18 pm – mac5 – 3776 Section 01 : 3776 Section 01It is not possible to predict the occurrence of events or circumstances such as or similar to thoseoutlined above or the impact of such occurrences and no assurance can be given that NIG wouldbe able to sustain its current profit levels if such events or circumstances were to occur.Political, Economic and Related ConsiderationsKuwait has enjoyed significant economic growth and relative political stability. There can be noassurance that such growth or stability will continue. Moreover, while the Kuwaiti government’spolicies have generally resulted in improved economic performance, there can be no assurancethat such level of performance can be sustained. NIG may also be adversely affected generally bypolitical and economic developments in or affecting Kuwait.No assurance can be given that the Kuwaiti government will not implement regulations or fiscal ormonetary policies, including policies, regulations, or new legal interpretations of existingregulations, relating to or affecting taxation, interest rates or exchange controls, or otherwise takeactions which could have a material adverse effect on NIG’s business, financial conditions, resultsof operations or prospects or which could adversely affect the market price and liquidity of theTrust Certificates.NIG’s business may be affected if there are geo-political events that prevent NIG from deliveringits services. It is not possible to predict the occurrence of events or circumstances such as orsimilar to a war or the impact of such occurrences and no assurance can be given that NIG wouldbe able to sustain its current profit levels if such events or circumstances were to occur. A generaldownturn or instability in certain sectors of the Kuwaiti or regional economy could have an adverseeffect on NIG’s business, financial condition, results of operations or prospects.Building materials businesses are cyclical in natureOne of NIG’s core businesses comprises the manufacture and sale of building material productsfor the construction industry. The regional construction industry has been cyclical and subject toseasonal fluctuations, experiencing volatility in revenues, profitability and asset values resultingfrom changes in the supply of and demand for construction products and related services. Thedemand for construction products and related services is influenced by regional economicconditions, developments in international trade and exchange fluctuations, embargoes and strikes,among other factors. There can be no assurance that any economic downturn will not adverselyaffect NIG’s existing operations and thereby have a material adverse effect on its business,financial condition, operating results and future prospects and/or its ability to comply with theobligations under the Transaction Documents.Certain risks in relation to BI Group plcBI Group experiences a range of levels of competition in relation to its different businesses andproducts. The level of competition that BI Group faces may increase or decrease over time, whichcould have an effect on BI Group's business, results of operations and financial condition. Inaddition, historically, BI Group’s wholly owned subsidiary, George Wilson Industries wassignificantly reliant on one of its customers, Transco, although the extent of this reliance has beenreduced as a result of the deregulation of the UK market in recent years. BI Group facilities maybe exposed to effects of natural disasters or other potentially catastrophic events. There can be noassurance that any such occurrences will not adversely affect BI Group’s existing operations andthereby have a material adverse effect on its business, financial condition, operating results andfuture prospects. BI Group believes that it has an appropriate level of insurance against majorinsurable categories of risk, including the most likely causes of material damage and businessinterruption.10
Level: 8 – From: 8 – Thursday, August 9, 2007 – 2:18 pm – mac5 – 3776 Section 01 : 3776 Section 01NIG incurs significant risks in implementing new business investment decisionsInvestment by NIG in new businesses involves a number of significant risks including:• limited capital resources: an acquired business may have limited financial resources andmay be unable to meet its financial obligations;• limited operating history: an acquired business may have a limited operating history,narrower product lines and smaller market shares than established business, which couldrender them more vulnerable to competitors’ actions and market conditions, as well as togeneral economic downturns;• limited information: generally, little public information exists about the businesses in whichNIG invests and NIG must rely on the ability of its senior management to obtain adequateinformation to evaluate the potential returns from the proposed investment. Any failure toobtain all material information could result in the investment underperforming or being lossmaking;• dependence on senior management: certain businesses in which NIG invests may dependon a small management group and the loss of any one of these could significantly adverselyimpact the acquired business and therefore NIG;• other risks: these include the risk that the acquired businesses may not have predictableoperating results, may experience or be parties to litigation and may require significant newcapital to support their operations, finance their expansion or maintain their competitiveposition.As a result of the above factors, investments made by NIG may not perform as expected and thiscould have a material adverse effect on the business, results of operations and financial conditionof NIG.Stock Market VolatilityBeing an investment holding company, a substantial amount of NIG’s revenue is derived from itsinvestment portfolio which includes shares in quoted and unquoted companies as well as local andinternational managed funds. NIG is exposed to stock market volatility in relation to its listedinvestments which could have an adverse effect on the results of its operations and financialcondition of NIG.Risk factors relating to the Trust CertificatesAbsence of secondary market/limited liquidityThere is no assurance that a market for the Trust Certificates of any Series will develop or, if it doesdevelop, that it will continue for the life of such Trust Certificates. Accordingly, a Certificateholdermay not be able to find a buyer to buy its Trust Certificates readily or at prices that will enable theCertificateholder to realise a desired yield. The market value of the Trust Certificates may fluctuateand a lack of liquidity, in particular, can have a severe adverse effect on the market value of theTrust Certificates. Accordingly, the purchase of the Trust Certificates is suitable only for investorswho can bear the risks associated with a lack of liquidity in the Trust Certificates and the financialand other risks associated with an investment in the Trust Certificates.The Trust Certificates are limited recourse obligationsRecourse to NIG Sukuk Ltd in respect of each Series of Trust Certificates is limited to the TrustAssets of that Series and proceeds of such Trust Assets are the sole source of payments on therelevant Trust Certificates. Upon occurrence of a Dissolution Event or early dissolution pursuant toCondition 11.2 or 11.3, the sole rights of each of the Issuer, the Trustee, the Delegate and the11
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NIG Prospectus - London Stock Exchange

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