SRG GLOBAL LIMITED — Investor Presentation 2012

Sep 6, 2012

Investor Presentation

FY12 Results and Capital Raising Presentation September 2012

Not for distribution in the United States or to U.S Persons

Disclaimer

This investor presentation (Presentation) has been prepared by Global Construction Services Limited (ABN 81 104 662 259) ("GCS" or the "Company"). This Presentation has been prepared in relation to a placement of new GCS ordinary shares (New Shares or GCS Shares) to institutional and sophisticated investors (Institutional Placement) under section 708A of the Corporations Act 2001 (Cth) (Corporations Act), and a non-renounceable accelerated entitlement offer of New Shares, to be made to eligible institutional and sophisticated shareholders of GCS (Institutional Entitlement Offer) and eligible retail shareholders of GCS (Retail Entitlement Offer) (together the "Entitlement Offer"), under section 708AA of the Corporations Act as modified by Australian Securities and Investments Commission (ASIC) Class Order 08/35 (the Offer).

Summary information: This Presentation contains summary information about GCS, its subsidiaries, and its activities which is current as at the date of this Presentation. The information in this Presentation is of a general nature and does not purport to be complete nor does it contain all the information which a prospective investor may require in evaluating a possible investment in GCS or that would be required in a prospectus or product disclosure statement prepared in accordance with the requirements of the Corporations Act.

The historical information in this Presentation is, or is based upon, information that has been released to the Australian Securities Exchange (ASX). This Presentation should be read in conjunction with GCS' other periodic and continuous disclosure announcements lodged with the ASX, which are available at www.asx.com.au.

Not an offer: This Presentation is not a prospectus, product disclosure statement or other offering document under Australian law (and will not be lodged with ASIC) or any other law. This Presentation is for information purposes only and is not an invitation or offer of securities for subscription, purchase or sale in any jurisdiction (and will not be lodged with the U.S Securities Exchange Commission).

The retail offer booklet for the Retail Entitlement Offer will be mailed to eligible retail shareholders following its lodgement with ASX. Any eligible retail shareholder who wishes to participate in the Retail Entitlement Offer should consider the retail offer booklet in deciding to apply under that offer. Anyone who wishes to apply for New Shares under the Retail Entitlement Offer will need to apply in accordance with the instructions contained in the retail offer booklet and the personalised entitlement and acceptance form.

This Presentation does not constitute investment or financial product advice (nor tax, accounting or legal advice) or any recommendation to acquire New Shares and does not and will not form any part of any contract or commitment.

This Presentation may not be released or distributed in the United States. This Presentation does not constitute an offer to sell, or a solicitation of an offer to buy, any securities in the United States or in any other jurisdiction. Investors outside Australia should have regard to the International offer restrictions set out at the end of this presentation.

Neither the New Shares nor the entitlements have been, or will be, registered under the U.S. Securities Act of 1933 (the "U.S. Securities Act") or the securities laws of any state or other jurisdiction of the United States. Accordingly, the entitlements, and the New Shares may not be offered or sold, directly or indirectly, in the United States, unless they are offered and sold in a transaction exempt from, or not subject to, the registration requirements of the U.S. Securities Act and any other applicable state securities laws.

Not investment advice: This Presentation has been prepared without taking account of any person's individual investment objectives, financial situation or particular needs. Before making an investment decision, prospective investors should consider the appropriateness of the information having regard to their own investment objectives, financial situation and needs and seek legal, accounting and taxation advice appropriate to their jurisdiction. GCS is not licensed to provide financial product advice in respect of GCS shares. Cooling off rights do not apply to the acquisition of GCS shares.

Investment risk: An investment in GCS shares is subject to known and unknown risks, some of which are beyond the control of GCS. GCS does not guarantee any particular rate of return or the performance of GCS. Investors should have regard to the risk factors outlined in this Presentation when making their investment decision.

Financial data: All dollar values are in Australian dollars (A$ or AUD) unless otherwise stated. Investors should note that this Presentation contains pro forma financial information. The pro forma financial information and past performance information provided in this Presentation is for illustrative purposes only and is not represented as being indicative of GCS's views on its future financial condition and/or performance.

The pro forma financial information has been prepared by GCS in accordance with the measurement and recognition requirements, but not the disclosure requirements, of applicable accounting standards and other mandatory reporting requirements in Australia. Investors should also note that the pro forma financial information does not purport to be in compliance with Article 11 of Regulation SX of the rules and regulations of the U.S. Securities and Exchange Commission.

Investors should be aware that certain financial data included in this presentation are "non-GAAP financial measures" under Regulation G of the U.S. Securities Exchange Act of 1934. These measures include Net Debt.

The disclosure of such non-GAAP financial measures in the manner included in the Presentation may not be permissible in a registration statement under the U.S. Securities Act. These non-GAAP financial measures do not have a standardised meaning prescribed by Australian Accounting Standards and therefore may not be comparable to similarly titled measures presented by other entities, and should not be construed as an alternative to other financial measures determined in accordance with Australian Accounting Standards. Although GCS believes these non-GAAP financial measures provide useful information to users in measuring the financial performance and condition of its business, investors are cautioned not to place undue reliance on any non-GAAP financial measures included in this Presentation.

Future performance: This Presentation contains certain "forward looking statements". Forward looking statements can generally be identified by the use of forward looking words such as, "expect", "anticipate", "likely", "intend", "should", "could", "may", "predict", "plan", "propose", "will", "believe", "forecast", "estimate", "target" "outlook", "guidance" and other similar expressions within the meaning of securities laws of applicable jurisdictions and include, but are not limited to, the outcome and effects of the Institutional Placement and Entitlement Offer and the use of proceeds. The forward looking statements contained in this Presentation are not guarantees or predictions of future performance and involve known and unknown risks and uncertainties and other factors, many of which are beyond the control of GCS, and may involve significant elements of subjective judgement and assumptions as to future events which may or may not be correct. Refer to the "Key Risks" section of this Presentation for a summary of certain general and GCS specific risk factors that may affect GCS.

There can be no assurance that actual outcomes will not differ materially from these forward-looking statements. A number of important factors could cause actual results or performance to differ materially from the forward looking statements, including the risk factors set out in this Presentation. Investors should consider the forward looking statements contained in this Presentation in light of those disclosures.

Future performance (continued): The forward looking statements are based on information available to GCS as at the date of this Presentation.

Except as required by law or regulation (including the ASX Listing Rules), GCS undertakes no obligation to provide any additional or updated information whether as a result of new information, future events or results or otherwise. Indications of, and guidance or outlook on, future earnings or financial position or performance are also forward looking statements.

Past Performance: Investors should note that past performance, including past share price performance, of GCS cannot be relied upon as an indicator of (and provides no guidance as to) future GCS performance including future share price performance.

Disclaimer: Neither the lead manager, co-manager, nor any of their or GCS' respective advisers or any of their respective affiliates, related bodies corporate, directors, officers, partners, employees and agents, have authorised, permitted or caused the issue, submission, dispatch or provision of this Presentation and, except to the extent referred to in this Presentation, none of them makes or purports to make any statement in this Presentation and there is no statement in this Presentation which is based on any statement by any of them.

For the avoidance of doubt, the lead manager, co-manager and their respective advisers, affiliates, related bodies corporate, directors, officers, partners, employees and agents have not made or purported to make any statement in this Presentation and there is no statement in this Presentation which is based on any statement by any of them.

They take no responsibility for any information in this presentation or any action taken by you on the basis of such information, make no recommendations nor make any representations or warranties to you concerning the Institutional Placement and Entitlement Offer, or any such information.

To the maximum extent permitted by law, the lead manager, the co-manager and their respective advisers, affiliates, related bodies corporate, directors, officers, partners, employees and agents exclude and disclaim all liability without limitation, for any expenses, losses, damages or costs incurred by you as a result of your participation in the Institutional Placement or the Entitlement Offer and the information in this Presentation being inaccurate or incomplete in any way for any reason, whether by negligence or otherwise, the use of this information or otherwise arising in connection with it.

GCS is a leading supplier of integrated on-site products and services to all industries. Our national reach, local branch network and strong industrial presence enable us to provide for any stage of a project's lifecycle. We work in partnership with our clients to understand their needs and allocate the appropriate resources to deliver the best outcome. By delivering customised solutions, we ensure cost-effective savings without compromising quality and safety. Our wide-ranging experience and result-driven strategies make us a supplier of choice and a reliable industry partner.

About GCS – Products & Services

About GCS – Customer Sectors

Our strong market presence and customised solutions, makes us a leading supplier to the Resource and Industrial, Commercial and Residential sectors.

About GCS – Current Locations

With strategic bases across Australia, GCS is uniquely positioned to service a wide range of industry sectors through its local branch network.

Overview

• » Solid performances across GCS divisions delivered increased revenues and earnings in FY12.

• » A substantial investment has been made in increasing the pool of hire assets based on strong demand in our Site Accommodation and General Plant Hire division.

• » The specialised labour hire company GIS, acquired in June 2011, has exceeded earnings expectations.

• » GCS Managing Director and Key Executives have extended their contracts for an additional three years to 30 June 2015.

• » Revenue up 46.2% to $212.2 million.

• » NPAT up 17.6% to $22.8 million.

• » Normalised NPAT (excluding amortisation of intangibles) up 24.0% to $24.1 million.

• » Statutory EPS of 19.7 cents

• » Normalised EPS of 20.75 cents.

Capital Raising

• » Capital raising of approximately $32.2 million to existing and new shareholders via a placement and accelerated nonrenounceable entitlement offer.
• » Offer price of $0.60 per share.

Corporate Highlights Financial Highlights Rationale for Capital Raising

• » Debt has increased to fund growth through:
  • » the acquisition of a significant pool of hire assets in Site Accommodation and General Plant Hire divisions.
  • » the acquisition of new operational sites in the Northwest of WA.
  • » funding commitments to the Smart Scaff joint venture.
• » Of the raising, approximately $20 million will be applied to reduce GCS' net debt, allowing scope for continued growth across its business in line with the Company's FY13 budget.
• » Provide additional working capital.

Financial Highlights

Financial Year Highlights 2012

Historical Performance

EBITDA ($m)

FY08 FY09 FY10 FY11 FY12

EPS (¢)

NTA (¢)

• » Good progress on $30 million QEII Carpark project for Probuild.
• » General Plant Hire division, GCS Hire, boasts an up-to-date fleet and is winning market share and making increasing contributions to revenue and earnings.
• » GCS has currently submitted approximately $200 million of tenders for new work. GCS has received a conditional letter of intent in respect of one of these tenders.
• » A number of significant project awards in the Perth local market are imminent in FY13 as part of the $7.6 billion 2012-2013 committed infrastructure initiatives by the State government.

Commercial Division Resource and Industrial Division Residential Division

• » Ongoing significant investment in the pool of Site Accommodation and General Plant Hire.

• » Continued expansion of GCS Hire in the Pilbara with two new operating sites opening.

• » GCS Hire now firmly established in the Midwest servicing the region's expanding resource sector.

• » GCS Fleet Rental, a newly created division of GCS Hire, offers mine spec vehicles to the flourishing Resource, Industrial and Energy sectors of WA.

• » Experiencing strong demand for temporary site accommodation in the Northwest.

• » The strategic rebranding of GCS Northwest to GCS Industrial Services, offering a more complete suite of products and services.

• » GCS is successfully deploying its labour pool into the Northwest to meet the ongoing demand for labour in this area.

• » GCS Security Scaffolding is a major player in the WA residential market.

• » GCS' scale and quality products has enabled the residential division to maintain market share in a subdued market.

• » Tough trading conditions expected to continue in FY13.

Segment Information FY12

1 Adjusted EBITDA is EBITDA derived from the operating segments and excludes investments, other income, and GCS support functions including corporate office and treasury which are included in corporate/other.

12 GLOBAL CONSTRUCTION SERVICES LIMITED FY12 Results and Capital Raising Presentation September 2012

Profit and Loss Statement

($m)	Year to 30 June 2011	Year to 30 June 2012
Sales Revenue	145.2	212.2
1Adjusted EBITDA
– Commercial	33.0	34.2
– Resource and Industrial	3.5	17.4
– Residential	5.1	4.8
– Corporate/Other	(3.6)	(6.5)
Total EBITDA	38.0	49.9
EBITDAMargin	26.2%	23.5%
Depreciation	(8.1)	(11.9)
Amortisation	(0.0)	(1.2)
EBIT	29.9	36.8
Share of profits of equity investees	0.06	0.5
Finance Costs	(3.5)	(5.3)
Profit Before Income Tax Expense	26.4	32.0
Income Tax Expense	(7.0)	(9.2)
Net Profit after Tax	19.4	22.8

1 Adjusted EBITDA is EBITDA derived from the operating segments and excludes investments, other income, and GCS support functions including corporate office and treasury which are included in corporate/other.

• » GCS' strategic diversification into the high value Resource, Industrial and Energy sectors continues to drive the growth of the Company. GCS experienced strong enquiries for its products and services from customers operating in the Resource, Energy, Oil and Gas sectors. This is reflected in the growth in the Resource and Industrial division.
• » Residential economic conditions remain subdued and this is expected to continue into FY13. GCS believes the modest fall in Residential earnings reflects GCS' strong position in the market.
• » The decline in EBITDA margins reflects the full year contribution of the Company's acquired labour hire company GIS, which operates on a lower EBITDA margin compared to the other GCS divisions. This was within management's expectations.
• » The increase in corporate costs reflects increases in occupancy costs as GCS has expanded its geographical footprint, holding costs associated with undeveloped operating sites, expanded corporate function and executive team.

Balance Sheet

($m)	As at 30 June 2011	As at 30 June 2012
Cash	17.5	7.2
Current Assets excl. Cash	36.8	52.2
Current Assets	54.3	59.4
Property, Plant & Equipment	120.8	169.3
Other Non Current Assets	66.1	74.3
Non Current Assets	186.9	243.6
Total Assets	241.2	303.0
Current Borrowings	15.7	53.9
Other Current Liabilities	43.3	44.2
Current Liabilities	59.0	98.1
Non Current Borrowings	38.6	45.5
Non Current Liabilities (excl. Borrowings)	10.6	12.7
Non Current Liabilities	49.2	58.2
Total Liabilities	108.2	156.3
Total Equity	133.0	146.7

• » In FY12, approximately $60 million was invested in PP&E of which the majority is Site Accommodation and General Plant Hire to meet customer demand in the Resource, Industrial and Energy markets in the Northwest.
• » Net Debt has increased $55.4 million:
  • » $4.8 million to fund new operating sites in Karratha and Pt. Hedland as part of the Group's expansion. The Group now owns a property portfolio in the Pilbara with a book value of $12 million.
  • » $9 million investment in SmartScaff to date, largely to fund scaffolding purchases to meet East Coast demand.
  • » The majority of the balance reflecting the investment in PP&E.
• » GCS' core bank bill facilities are due to expire in May 2013 and, as such, are required to be classified as current under AASB 101. GCS expects to renew its facilities and Westpac has committed to enter negotiations for renewal in the second quarter of FY13.

Cash Flow Statement

($m)	Year to 30 June 2011	Year to 30 June 2012
Receipts from Customers	151.4	194.5
Payments to Suppliers	(106.6)	(148.6)
Taxes Paid	(1.1)	(8.3)
Total Operating Cash Flows	43.7	37.6
Capital Expenditure	(4.6)	(25.4)
Acquisition of Subsidiaries, Net of Cash	(15.2)	(3.5)
Loans to Related parties	-	(5.6)
Total Investing Cash Flows	(19.8)	(34.5)
Net Interest	(2.9)	(5.0)
Proceeds from Borrowings	9.0	30.3
Repayment of Borrowings	(36.7)	(29.6)
Net Proceeds of Share Issues	17.5	0.4
Dividends Paid	(4.9)	(9.6)
Total Financing Cash Flows	(18.0)	(13.5)
Net Increase/(Decrease)in Cash	5.9	(10.4)

• » Reduction in operating cash-flows as Group prior period tax benefits unwind, increased workforce carrying costs in excess of normal levels due to delays on project starts. Increased occupancy costs of properties in the Northwest being leased in addition to the holding costs of operating sites owned.
• » Repayment of borrowings reflects paydowns of hire purchase facilities. New hire-purchase facilities are netted against capital expenditure and therefore do not appear in the cash flow statement.

Outlook

• » GCS expects NPAT to increase approximately 20% in FY 13.

• » This Outlook is based on the following assumptions:

  • » GCS' exposure to the flourishing WA economy which has a current total investment pipeline of $267 billion.*
  • » A current State Government Asset Investment program of $26.4 billion capital works project over the next 4 years of which $7.6 billion will be spent in 2012-2013.**
  • » The Commercial division has tendered contracts valued at approximately $200 million, of which awards are imminent. A conditional letter of intent has been received for one contract tendered. In FY13 the division anticipates winning at least $100 million of the contracts tendered.
  • » Contributions of expanded GCS Hire branch network in Geraldton, Port Hedland and Karratha is expected to provide a significant boost to the divisions revenue and earnings due to ongoing demand.
  • » GCS Budget Portables will continue to expand its fleet to meet the continued demand in the Resource, Industrial and Energy sectors which is forecast to boost the businesses revenue. The division is also experiencing an increase in demand in the local market due to a number of new projects commencing, which includes the new Children's Hospital and Midland Hospital amongst others.

• * Source: Deloitte Access Economics Investment Monitor December 2011

• ** Source: 2012-2013 Budget Paper No.3 Economic and Fiscal Outlook, Treasury WA

• » Continued growth in GCS Industrial Services supplying the State's Resource, Industrial, and Energy customers with a number of scaffolding projects in progress and the deployment of additional labour in this sector.

• » The Residential division will remain subdued in FY13.

• » GIS will experience a decrease in FY13 as its major projects wind down. The division is tendering its skilled labour force into the investment pipeline in Perth and the Northwest of WA and new project awards are imminent. Confirmation has been received to commence labour supply on the re-development of the State Treasury building.

• » Commercial scaffolding and formwork is expected to grow in FY13 with a number of projects in the commercial sector commencing.

• » GCS Group is projected to invest approximately $35 million in capital expenditure in FY13, primarily in the Site Accomodation and General Plant Hire divisions.

• » GCS had approximately $63 million of hire purchase agreements at 30 June 2012 relating primarily to its Site Accommodation and General Plant Hire divisions.
  • » $16.8 million of these were added between 31 December 2011 and 30 June 2012 due to increased investment in the rental businesses. A further $4 million has been added to date in FY13.
  • » Hire purchase liabilities are generally amortised over terms of approximately five years with no balloon repayments.
• » In addition, the Company has a commercial bill facility of $35 million drawn to $33.7 million to fund working capital and commitments to Smart Scaff.
  • » Facility expires in May 2013. GCS expects to renew its facilities and Westpac has committed to enter renewal negotiations in the second quarter of FY13.
  • » Up to approximately $20 million of the raising will be applied towards the reduction of the bill facility.

Capital Raising Overview

• » GCS is undertaking a capital raising of approximately $32.2 million through the issue of approximately 53.7 million shares (New Shares) at an offer price of $0.60 per share to existing and new shareholders via a placement and accelerated non-renounceable entitlement offer.
• » The capital raising will:
  • » Reduce GCS' net debt by applying approximately $20 million of the proceeds to de-leverage the balance sheet and improve head room.
  • » Debt reduction will allow scope for continued growth across GCS' businesses in line with the Company's FY13 budget.
  • » Provide additional working capital.
• » Improved leverage metrics1 :
  • » Pro Forma ND:Equity would decline to 41.8%; and
  • » Pro Forma ND:FY12 EBITDA would fall to 1.47 times.

1 Based on proforma net assets at 30 June 2012 and proforma net debt at 31 August 2012

Details of the Offer 1

Offer Size	»Capital raising of approximately $32.2 million (the "Offer") to existing and new shareholders consisting of:»$10.4million placement to institutional and sophisticated investors ("Institutional Placement")»$16.9million 5 for 16 Accelerated Non-Renounceable Entitlement Issue to institutional and sophisticated investors("Institutional Entitlement Offer"); and»$4.9million 5 for 16 Non-Renounceable Entitlement Issue to retail investors ("Retail Entitlement Offer")Total of up to 170.1 million shares on issue post the Offer
Offer Price	»$0.60 per fully paid ordinary share»28.1% discount to last closing price of $0.835 per share2»38.7% discount to the 10 day VWAP of $0.98 per share2
Institutional Entitlement Offer	»Institutional Entitlement Offer is open to eligible institutional investors on Friday 7 September 2012; and»Institutional Entitlements not taken up and entitlements of eligible institutional shareholders will be placed into theInstitutional Entitlement Offer shortfall bookbuild to be conducted on Friday 7 September 2012
Retail Entitlement Offer	»Retail Entitlement Offer is open to eligible shareholders from Friday 14 September 2012 to 5:00pm Sydney timeTuesday 2 Ocotober 2012
Ranking	»New Shares issued under the Offer will rank equally with existing GCS shares.
Underwriting	»Bell Potter Securities is the lead manger to the Offer and is underwriting the retail component subject to thesuccessful completion of the Institutional Offers. Argonaut Securities is Co Manager to the Institutional componentof the Offer

1 Dates and times are indicative only and are subject to change. 2 Calculated with reference to GCS's last closing price on Friday 31st August 2012.

Use of Proceeds

• » The proceeds from the Offer (less associated costs) will be used to:
  • » Reduce GCS' net debt by approximately $20 million.
  • » Provide GCS the scope for continued growth across its businesses in line with the Company's FY13 budget.
  • » Provide additional working capital.

Total Sources and Uses of Proceeds

Source	Amount 1	Uses	Amount
Placement	$10.4m	Reduction in Borrowings	$20.0m
Institutional Entitlement Offer	$16.9m	Working Capital and costs of the Offer	$12.2m
Retail Entitlement Offer	$4.9m
Total Sources	$32.2m	Total Uses	$32.2m

1 Assumes 100% take-up of the Offer

Pro Forma Balance Sheet

($m)	As at 30 June 2012	Impact ofCapital Raising	Pro Forma as at30 June 2012	Pro Forma asat 31 August 2012
Cash	7.2	10.5	17.7	13.4
Current Assets excl. Cash	52.2		52.2
Current Assets	59.4		69.9
Property, Plant & Equipment	169.3		169.2
Other Non Current Assets	74.3		74.4
Non Current Assets	243.6	243.6
Total Assets	303.0		313.5
Current Borrowings	53.9	(20.0)	33.9	39.0
Other Current Liabilities	44.2		44.1
Current Liabilities	98.1		78.0
Borrowings	45.5		45.5	48.5
Non Current Liabilities (excl. Borrowings)	12.7		12.8
Non Current Liabilities	58.2		58.3
Total Liabilities	156.3		136.3
Total Equity	146.7	30.5	177.2
ND : Equity1	62.8%			41.8%
ND : EBITDA (12 months to 30 June 2012)	1.83			1.47

1 Based on pro forma net assets at 30 June 2012 and pro forma net debt at 31 August 2012

Event	Date
Institutional shortfall and Institutional Placement bookbuild.	Friday, 7 September
Global Construction Services shares expected to recommence trading on ASX.	Monday, 10 September
Record date for eligibility in the Retail Entitlement Offer.	Monday, 10 September
Settlement of New Shares under the Institutional Entitlement Offer and Institutional Placement.	Thursday, 13 September
Retail Offer Booklet to be dispatched to eligible retail shareholders.	Friday, 14 September
Retail Entitlement Offer opens.	Friday, 14 September
Trading of New Shares issued under the Institutional Entitlement Offer and Institutional Placement.	Friday, 14 September
Retail Entitlement Offer closes.	Tuesday, 2 October
Settlement of Retail Entitlement Offer.	Tuesday, 9 October
Allotment of New Shares under the Retail Entitlement Offer.	Wednesday, 10 October
Trading of New Shares issued under the Retail Entitlement Offer.	Thursday, 11 October

Note: The above timetable is indicative only and subject to change. The Company reserves the right, subject to the Corporations Act and the ASX Listing Rules, to amend the indicative timetable set out above or to withdraw the Offer at any time

» Experienced management team have recently re-signed for additional 3 years highlighting their commitment to the Company.

Summary

• » Track record of year on year profit growth.
• » With strategic bases across Australia, GCS is uniquely positioned to service a wide range of industry sectors through its local branch network.

» GCS is a leading supplier of integrated on-site products and services throughout Australia.

• » GCS has significantly increased its exposure to the high value Resource, Industrial, Energy, Oil and Gas sectors in the Northwest and Midwest of WA.
• » The capital raising will help support GCS' substantial and continued investment in increasing the pool of hire assets based on strong demand in this region.

Key Risks

Investors should be aware that there are risks associated with an investment in the Company. Activities of the Company and its controlled entities, as in any business, are subject to risks which may impact on the Company's future performance. There are a number of factors, both specific to the Company and of a general nature, which may affect the future operating and financial performance and position of the Company and the outcome of an investment in the Company. Some of these risks can be adequately mitigated by the use of safeguards and appropriate systems but many are beyond the control of the Company and its Directors and cannot be mitigated.

Prior to deciding whether to take up their New Shares under the Offer, Shareholders should read this entire Investor Presentation and review announcements made by the Company to ASX (at www.asx.com.au, ASX:GCS) in order to gain an appreciation of the Company, its activities, operations, financial position and prospects. Shareholders should also consider the summary risk factors set out below which the Directors believe represent some of the key specific and general risks that Shareholders should be aware of when evaluating the Company and deciding whether to participate in the Offer. The risk factors set out below are not intended to be an exhaustive list of all of the risk factors to which the Company is exposed. Shareholders should also have regard to their own investment objectives and financial circumstances and should seek professional guidance from their stockbroker, solicitor, accountant or other professional advisor before deciding whether to invest.

Specific Risks		General Risks
Construction industry downturn	Inability to fund capital expenditure and opportunities	Stock Market Fluctuations
Major infrastructure projects cancelled or delayed	Labour constraints and rising labour costs	Lack of liquid market for shares
Debt covenants	Meeting contractual requirements and Price risk	Insurance
Refinancing risk	Competition	Disruption to Business Operations
Financial Performance differs from forecasts	Joint Venture Partners	General economic conditions
Key people	Industrial relations	Accounting standards
Key customers	Safety and industrial accidents	Legal and Regulatory Changes

Key Risks (CONTINUED)

Specific Risks

Construction industry downturn

As a service provider to the construction industry in WA, the financial performance of the Company is highly reliant on the level of activity within that industry. The level of activity in the construction industry can be cyclical and sensitive to a number of factors beyond the control of the Company. Any downturn in the Western Australian construction industry is likely to have a significant effect on the financial performance and/or financial position of the Company.

Major infrastructure projects cancelled or delayed

Major infrastructure projects undertaken by the private and public sector are susceptible to a number of factors including economic and political conditions. The cancellation or delay of a major infrastructure project is likely to have a significant effect on the financial performance and/or financial position of the Company.

Debt covenants

GCS has various covenants in relation to its banking facilities. Factors such as a decline in GCS' operational performance or failure to win contracts could lead to a breach in debt covenants. In such an invent, GCS' lenders may require their loans to be repaid immediately, which would have a significant impact on the Company's financial position if it was unable to find replacement facilities.

Refinancing risk

GCS requires ongoing banking facilities to support its activities and growth program. If GCS is unable to refinance its current banking facilities, which are currently due for renewal in May 2013, the debt under those facilities will be repayable which would have a serious adverse impact on its financial position.

Financial Performance differs from forecasts

GCS makes estimates and assumptions when formulating its forecasts. These estimates and assumptions are continuously and rigorously evaluated and refined and based on historical experience, research and critical judgments on future events. As an element of uncertainty is prevalent in formulating forecasts, actual performance of the Company may differ from that forecast.

Key people

The Directors of GCS, and GCS' senior management have the responsibility of overseeing the day-to-day operations of the Company. The Company is heavily dependent on the relationships that these people have with Company customers. The loss of one or more of these key employees could have a detrimental impact on the Company.

In particular, the Managing Director and substantial shareholder of GCS, Mr Enzo Gullotti has been instrumental in the acquisition of the various businesses that now form part of GCS. Mr Gullotti is also heavily involved in the day-to-day decision making in each of the businesses. If the services of Mr Gullotti are lost to the Company, then it is likely that this will adversely affect the Company's financial performance and/or financial position.

In addition, a significant proportion of the Company's revenue comes from the operations of its subsidiary, CASC. If the services of one or more of the three founders of CASC are lost to the Company then this may adversely affect the Company's financial performance and/or financial position.

Specific Risks (CONTINUED)

Key customers

A material proportion of the Company's revenue has historically come from a small number of key customers. Should the Company's relationship with these customers deteriorate or should the customers terminate or default on contracts, or fail to enter into new contracts, then it is likely that this will adversely affect the Company's financial performance, and/or financial position.

Inability to fund capital expenditure and opportunities

GCS may need additional funds to develop opportunities of a kind that will require it to raise additional capital from equity or debt sources. Any additional equity financing may be dilutive to Shareholders, and debt financing, if available, may involve restrictions on financing and operating activities. There is no certainty the Company will be able to raise such funds on acceptable terms or at all. If the Company is unable to obtain such additional funding it may be required to reduce the scope of its anticipated activities, which could adversely affect its financial position and operating results.

Labour constraints and rising labour costs

The operations of GCS are labour intensive and the future growth of the Company is highly dependent on its ability to retain existing personnel and recruit and retain additional employees. WA is currently experiencing a shortage of labour required to undertake construction services. Should the Company fail to retain existing employees and recruit and retain additional personnel, this may have a negative impact on existing operations and future growth prospects of the Company and adversely affect the financial performance and/ or financial position of the Company.

The shortage of labour has caused labour costs to rise sharply. It is likely that labour costs will continue to rise. If GCS is unable to increase prices to offset these rises, then its financial performance and/or financial position may be adversely affected.

Meeting contractual requirements and Price risk

Operations of the Company's subsidiary, CASC are generally characterised by large, long term fixed price contracts. The terms of these contracts are generally onerous on CASC as the contractor. Typically they contain, amongst other things, a liability on CASC for non-performance and liquidated damages for late delivery.

Extensive indemnities are given by CASC. Further, these contracts generally provide that the lead contractor is under no obligation to pay for services provided in the event that the ultimate customer defaults on their contractual obligations with the lead contractor.

There is also pricing risk in respect of CASC's current and future contracts. If the initial estimate of costs by CASC in tendering projects that it has tendered for has been understated or costs increase by a margin greater than that accounted for in the pricing of the contracts, then this will adversely affect the Company's financial performance and/or financial position. Further, if future CASC fixed price contracts are priced incorrectly, or costs increase above those anticipated at the time of entering the contracts, this may adversely affect the Company's financial performance and/or financial position.

A portion of GCS's other business is based on the supply of plant and equipment and labour to erect and dismantle for a fixed price. If the amount of plant and equipment required for a particular job or the number of man hours to erect and dismantle is underestimated then this may adversely affect the Company's financial performance and/or financial position.

Specific Risks (CONTINUED)

Meeting contractual requirements and Price risk (continued)

Fixed price contracts also expose the Company to risks of work interruptions, such as inclement weather conditions, causing potential delays to project work. GCS may be contractually obliged by project time frames or in order to maintain key customer relationships to bear the costs of additional resources required to meet customer project deadlines. Further, the contracts of CASC may contain liquidated damages in the event that the project timetable is not achieved. Prolonged work interruptions may adversely impact the Company's financial performance and/or financial position.

Competition

Increased competition could result in price reductions, under-utilisation of equipment and personnel, reduced operating margins and loss of market share. Despite GCS's ability to compete effectively in the markets in which it operates, any of these occurrences may adversely affect the Company's financial performance and/or financial position.

An increase in competition may also result in GCS being unable to increase its prices which, combined with rising labour costs, may adversely affect GCS's financial performance and/or financial position.

Joint Venture Partners

The Company is, and may become in the future, a party to joint venture agreements or operations. In some cases, GCS may not be the manager of the joint venture and is subject to the risks normally associated with joint ventures, which include disagreements as to how to develop, operate and finance activities.

Where a joint venture partner does not act in the best interests of the joint venture, it could have an adverse effect on the interests the Company. Furthermore, the Directors are unable to predict the risk of financial failure, non-compliance with obligations or default by a joint venture partner in any joint venture to which the Company is, or may become, a party. Such an event may have an adverse effect on the interests and financial position of GCS.

Industrial relations

GCS operates within a highly unionised industry. While the Company maintains good ongoing relationships with relevant unions, its financial performance would suffer from a lengthy union dispute and industrial action. There are no assurances that the Company will not experience industrial action in the future.

Safety and industrial accidents

The provision of the Company's products and services is subject to safety related risk and can be considered high risk. The Company meets Australian safety standards and a safety plan is in place. Despite the relevant safety guards there is no guarantee a serious accident will not occur in the future. A serious accident may negatively impact the financial performance and/or financial position of the Company.

General Risks

Stock Market Fluctuations

The value of the New Shares will be determined by the share market and will be subject to a range of factors beyond the control of the Company and the Directors. Share market fluctuations in Australia and other stock markets around the world may negatively affect the value of the New Shares. Factors that may influence the investment climate in stocks may not relate to actual performance of the Company and may include general economic outlook, changes in government fiscal, monetary and regulatory policies, movements in commodity prices, exchange rate movements, interest rates, inflation and political developments.

Lack of liquid market for shares

There can be no guarantee that an active market in the Shares will develop or continue or that the price of the Shares will increase. If a market does not develop or is not sustained, it may be difficult for investors to sell their Shares at a price that is attractive to them or at all. There may be relatively few, or many potential buyers or sellers of the Shares on ASX at any time. This may increase the volatility of the market price of the Shares. It may also affect the prevailing market price at which Shareholders are able to sell their Shares.

This may result in Shareholders receiving a market price for their Shares that is less or more than the price that Applicants paid.

Insurance

It is not always possible to obtain insurance against all risks and GCS may decide not to insure against certain risks as a result of high premiums or other reasons.

The occurrence of an event that is not fully covered, or covered at all, by insurance, could have a materially adverse effect on the Company's financial position.

Disruption to Business Operations

The company's activities are subject to a range of operational risks. Such operational risks include equipment failures, IT system failures, external services failure (including energy or water supply), industrial action or disputes and natural disasters. While the Company will endeavour to take appropriate action to mitigate these operational risks or to insure against them, one or more of these risks may have a material adverse impact on the performance of GCS.

General economic conditions

Both Australian and world economic conditions may negatively affect GCS' performance. Any slow down in economic conditions or factors such as the level of production in the relevant economy, inflation, currency fluctuation, interest rates, taxation legislation, supply and demand and industrial disruption may have a negative impact on the Company's costs and revenue. These changes may adversely affect the Company's financial performance and/or financial position.

Key Risks (CONTINUED)

General Risks (CONTINUED)

Accounting standards

Changes in accounting standards or the interpretation of those accounting standards that occur after the date of this presentation may adversely impact on GCS's reported financial performance and/or financial position.

Legal and Regulatory Changes

The operating activities of the Company are subject to extensive laws and regulations. These relate to labour standards, taxes, occupational health, waste disposal, transportation safety and other matters.

Compliance with these laws and regulations increases the costs of operating activities.

As legal requirements change frequently, are subject to interpretation and may be enforced to varying degrees in practice, GCS is unable to predict the ultimate cost of compliance with these requirements or their effect on operations.

Furthermore, changes in regulations and policies and practices could have an adverse impact on the Company's future cash flows, earnings, and financial position.

This document does not constitute an offer of new ordinary shares ("New Shares") of the Company in any jurisdiction in which it would be unlawful. New Shares may not be offered or sold in any country outside Australia except to the extent permitted below.

Hong Kong

WARNING: This document has not been, and will not be, registered as a prospectus under the Companies Ordinance (Cap. 32) of Hong Kong (the "Companies Ordinance"), nor has it been authorised by the Securities and Futures Commission in Hong Kong pursuant to the Securities and Futures Ordinance (Cap. 571) of the Laws of Hong Kong (the "SFO"). No action has been taken in Hong Kong to authorise or register this document or to permit the distribution of this document or any documents issued in connection with it. Accordingly, the New Shares have not been and will not be offered or sold in Hong Kong other than to "professional investors" (as defined in the SFO).

No advertisement, invitation or document relating to the New Shares has been or will be issued, or has been or will be in the possession of any person for the purpose of issue, in Hong Kong or elsewhere that is directed at, or the contents of which are likely to be accessed or read by, the public of Hong Kong (except if permitted to do so under the securities laws of Hong Kong) other than with respect to New Shares that are or are intended to be disposed of only to persons outside Hong Kong or only to professional investors (as defined in the SFO and any rules made under that ordinance).

No person allotted New Shares may sell, or offer to sell, such securities in circumstances that amount to an offer to the public in Hong Kong within six months following the date of issue of such securities.

The contents of this document have not been reviewed by any Hong Kong regulatory authority. You are advised to exercise caution in relation to the offer. If you are in doubt about any contents of this document, you should obtain independent professional advice.

New Zealand

This document has not been registered, filed with or approved by any New Zealand regulatory authority under the Securities Act 1978 (New Zealand).

The New Shares in the entitlement offer are not being offered or sold to the public in New Zealand other than to existing shareholders of the Company with registered addresses in New Zealand to whom the offer of New Shares is being made in reliance on the Securities Act (Overseas Companies) Exemption Notice 2002 (New Zealand).

Other than in the entitlement offer, New Shares may be offered and sold in New Zealand only to:

• » persons whose principal business is the investment of money or who, in the course of and for the purposes of their business, habitually invest money; or
• » persons who are each required to (i) pay a minimum subscription price of at least NZ$500,000 for the securities before allotment or (ii) have previously paid a minimum subscription price of at least NZ$500,000 for securities of the Company ("initial securities") in a single transaction before the allotment of such initial securities and such allotment was not more than 18 months prior to the date of this document.

Singapore

This document and any other materials relating to the New Shares have not been, and will not be, lodged or registered as a prospectus in Singapore with the Monetary Authority of Singapore. Accordingly, this document and any other document or materials in connection with the offer or sale, or invitation for subscription or purchase, of New Shares, may not be issued, circulated or distributed, nor may the New Shares be offered or sold, or be made the subject of an invitation for subscription or purchase, whether directly or indirectly, to persons in Singapore except pursuant to and in accordance with exemptions in Subdivision (4) Division 1, Part XIII of the Securities and Futures Act, Chapter 289 of Singapore (the "SFA"), or as otherwise pursuant to, and in accordance with the conditions of any other applicable provisions of the SFA.

This document has been given to you on the basis that you are (i) an existing holder of the Company's shares, (ii) an "institutional investor" (as defined in the SFA) or (iii) a "relevant person" (as defined in section 275(2) of the SFA). In the event that you are not an investor falling within any of the categories set out above, please return this document immediately. You may not forward or circulate this document to any other person in Singapore.

Any offer is not made to you with a view to the New Shares being subsequently offered for sale to any other party. There are on-sale restrictions in Singapore that may be applicable to investors who acquire New Shares. As such, investors are advised to acquaint themselves with the SFA provisions relating to resale restrictions in Singapore and comply accordingly.

Ph: 139 GCS (139 427) www.gcs-group.com.au 2 Redcliffe Road, Redcliffe WA 6104