ALTERNATIVE INVESTMENTS

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1 ALTERNATIVE INVESTMENTS Licensed Financial Services Provider

2 OLD MUTUAL INVESTMENT GROUP ALTERNATIVE INVESTMENTS Alternative Investments is one of the largest alternative investment managers in Africa, with assets under management of approximately R50 billion (US$5 billion) as at October We manage investments in private equity, infrastructure, mezzanine debt and a range of impact funds. OUR VALUE PROPOSITION n We build capabilities that generate investment outcomes with higher returns than traditional asset classes or with lower correlation to traditional asset classes, which results in diversification benefits for our clients portfolios. n We leverage our respected brand, depth of experience and expertise as well as our extensive network of strategic relationships to: n Produce attractive deal flow n Execute projects professionally and timeously n Continuously add value n Focus on sustainability. n We have created a flexible, free-thinking environment for our team, who are strongly incentivised to add value to our clients. This creativity is securely underpinned by a structured and disciplined investment process that seeks to ensure consistent returns. n Our investment activities are synergistic in that we leverage a shared operating platform, distribution capability and focus on growth in Africa as well as learning from others. Building resonant investment teams is more art than science. By defining appropriate autonomous decision-making rights, Old Mutual Investment Group s independent investment boutiques are intended to allow this creative process to be pursued, insulated from the corporate drama that can often be present in large companies. As such, teams are able to single-mindedly focus on delivering exceptional investment outcomes. Each boutique s prosperity is inextricably linked to meeting client expectations and building investment outcomes that add value to client portfolios. This, we would hope, results in a virtuous circle of great teams building differentiated outcomes that exceed client expectations. PAUL BOYNTON HEAD: ALTERNATIVE INVESTMENTS SUMMARY STATISTICS 95 PORTFOLIO COMPANIES 15 ACTIVE FUNDS 7 FUNDS OF FUNDS 92 EMPLOYEES 65 S 58 INSTITUTIONAL INVESTORS RETAIL INVESTORS 2

3 CONTENTS INFRASTRUCTURE PAGE 4 PRIVATE EQUITY PAGE 5 DEVELOPMENT IMPACT FUNDS PAGE 6 ANNEXURES: FUND FACT SHEETS PAGE 7 IDEAS MANAGED FUND PAGE 8 OLD MUTUAL MULTI-MANAGER PRIVATE EQUITY FUND 3 PAGE 9 OLD MUTUAL PRIVATE EQUITY FUND IV PAGE 10 OMIGSA INTERNATIONAL PRIVATE EQUITY FUND OF FUNDS II PAGE 11 HOUSING IMPACT FUND FOR SOUTH AFRICA PAGE 12 SCHOOLS AND EDUCATION INVESTMENT IMPACT FUND OF SOUTH AFRICA PAGE 13 ALTERNATIVE INVESTMENTS TEAM PAGE 14 Alternative investments are a popular asset class for their consistent above-benchmark returns, as well as for the role they play in facilitating sustainable economic growth and job creation across the African continent. ROJIE KISTEN CAPITAL RAISING 3

4 INFRASTRUCTURE As Africa s oldest investor in infrastructure equity, and one of the largest, we originate deals across the African continent through the IDEAS Managed Fund and through funds managed by African Infrastructure Investment Managers (AIIM), our joint venture with the Macquarie Group. Our Infrastructure teams specialise in originating, structuring, developing and executing infrastructure investment transactions as well as managing these assets over the long term. The team has over 85 years of combined investment experience and an impressive depth and breadth of skills. Infrastructure assets have low correlations to other asset classes offering institutional investors an attractive diversified source of equity return over the long term. In addition, the assets have strong CPI protection characteristics and stable projected cash flows. Our focus is on growing our investors wealth, while providing them with the valuable opportunity to actively contribute towards creating a more prosperous, sustainable South Africa. The inherent nature of fixed investment projects is that they are capital and labour intensive during development. Our infrastructure investments serve as great engines of employment and skills development, as well as providing an enabling platform on which other economic activity can be based. For example, our investment in toll-road infrastructure provides access to ports for the import and export of manufactured goods. While infrastructure investments are vital for economic growth and have tangible social and environmental impacts, we only target those investments with potential to deliver strong long-term returns. The IDEAS Managed Fund invests in: n Economic infrastructure (roads and railways) n Social infrastructure (housing and public private partnerships) n Renewable energy infrastructure (solar, wind and hydrogeneration projects). The fund has made a significant investment into the Government s Renewable Energy Independent Power Producer Procurement programme, participating in the construction and operation of projects in excess of MW. The projects hold long-term power purchase agreements with Eskom. JURIE SWART HEAD: INFRASTRUCTURE 4

5 PRIVATE EQUITY We are one of the leading private equity managers in South Africa, managing private equity assets on behalf of Old Mutual and thirdparty investors. Since 2004 we have successfully invested over R6.8 billion in 23 direct investments and returned in excess of R13 billion to investors (as at June 2013). Our two lines of business are: OLD MUTUAL PRIVATE EQUITY DIRECT INVESTMENTS, where we invest directly in private equity investments; and OLD MUTUAL PRIVATE EQUITY FUNDS OF FUNDS, where we invest in a spread of premier private equity managers. These investments provide retail as well as institutional investors with more affordable access to the private equity asset class. In our direct investments business, we have invested in many of the top deals (by value) in South Africa, including Pepkor, Life Healthcare, Consol, Actom, Idwala, Tourvest and Savcio. Old Mutual Private Equity Fund of Funds launched its first investment product in April 2006 to make the private equity asset class more accessible to retail as well as institutional investors. We now manage four funds: Old Mutual Multi-Manager Private Equity Fund 1, Old Mutual Multi-Manager Private Equity Fund 2, Old Mutual Private Equity Secondary Fund and Old Mutual Multi- Manager Private Equity Fund 3. The core of our team has over 80 years of combined investment experience and an impressive depth and breadth of skills. Our focus has been to partner with other parties in investing in top quality businesses with strong management teams. Based on the Riscura SAVCA industry survey, Old Mutual Private Equity (OMPE) continues to deliver competitive long-term returns against its peers and the JSE. 30 SA PRIVATE EQUITY SURVEY ANNUALISED RETURNS TO 30 JUNE % Globally, private equity has a sustained long-term track record of outperforming listed equity markets. JACCI MYBURGH HEAD: PRIVATE EQUITY % 20.9% 19.6% 12.8% 7.0% 5 Years 10 Years SA Private Equity Industry Old Mutual Private Equity FTSE/JSE All Share Index Source: Riscura SA PE Performance Report. The returns quoted for private equity funds is the internal rate of return to investors, net of costs and fees to 30 June OMIGSA INTERNATIONAL PRIVATE EQUITY Investing in international equity offers the benefits of global diversification as well as access to potential growth industries not available locally. The international private equity industry is in a mature stage, with the added benefits of proven portfolio management skills and relative transparency of underlying investments. The investment objective of our two Funds of Funds is to maximise capital appreciation over the long term by investing in a select group of portfolio funds, managed by reputable, independent, top-performing private equity managers. We have a team of four professionals dedicated to identifying opportunities in the private equity markets outside of South Africa. They have an average of over 24 years of alternative direct investment and fund selection experience and manage over R6.8 billion in assets. JAMES REGOUT HEAD: INTERNATIONAL PRIVATE EQUITY 5

6 DEVELOPMENT IMPACT FUNDS The Development Impact Fund team members share the view that Socially Responsible Investments (SRIs) are fundamental to national economic transformation and define SRIs as those that provide investors with commercial returns while delivering positive social and developmental impacts on scale. Our funds invest over R11 billion in assets/areas where gaps or backlogs in social infrastructure have not been adequately addressed, with a primary focus on developing affordable housing and providing access to quality education through training teachers as well as upgrading/building new school infrastructure. The knockon effects of these initiatives are tangible economic development and job creation. Our team comprises high-performance, entrepreneurial individuals who have in excess of 140 years cumulative experience in the investment field, and who are passionate about delivering on our mandates. Our philosophy is to partner with businesses that are experts, with proven track records in their respective fields. This reduces investment risk for our investors, has a positive impact on investment returns through greater efficiency and lower costs, and allows us to provide an end product that is affordable to our target market. SCHOOLS AND EDUCATION INVESTMENT IMPACT FUND OF SOUTH AFRICA (SCHOOLS INVESTMENT FUND) R1.2 BILLION (CLOSED) Urgent interventions are required to improve the quality of education in South Africa. There is a pressing need to increase the amount of schooling that children receive. In an effort to play a role in improving the quality of education, investors have established the R1.2 billion Schools Investment Fund. The primary focus of the Schools Investment Fund is on independent low-fee paying schools, with a dual objective to finance infrastructure and education-related requirements and deliver a commercially acceptable return. The fund partners with experts in education and has agreements in place with Curro Holdings for nine Meridian independent schools across South Africa and with BASA for a Soweto-based junior and high school. Our Schools Grant Fund seeks donations towards bursaries for children attending these schools. Our two key development impact funds are: HOUSING IMPACT FUND OF SOUTH AFRICA (HIFSA) R9.15 BILLION (CLOSED) The fund finances the construction of affordable homes for sale and rent, as well as providing housing loans and rental accommodation for families and students, helping fill the serious gap in the market between government-provided housing and those who have access to bank finance to purchase their own homes. HIFSA is currently the largest single source of development funding in the affordable market, having provided more money than South Africa s big four commercial banks combined since One of HIFSA s investments, Savanna City has recently broken ground on what will be South Africa s largest ever housing development, comprising close to housing units. By way of comparison, the suburb of Pinelands in Cape Town has less that housing units. CHRISTINE GLOVER HEAD: DEVELOPMENT IMPACT FUNDS

7 ANNEXURES: FUND FACT SHEETS 7

8 IDEAS MANAGED FUND KEY FACTS FUND SIZE R6.2 billion LAUNCH DATE January 1999 FUND MANAGER INVESTMENT VEHICLE FUND BENCHMARK MINIMUM INVESTMENT LIQUIDITY PRICING FREQUENCY RISK CATEGORY Old Mutual Investment Group Alternative Investments Fund policy as defined in the Long-term Insurance Act, 1998 CPI + 7% p.a. over a 36-month rolling periods R50 million January and July Minimum lock-in period of 5 years 1 year s written notice for full or partial withdrawals Daily for mark-to-market variables. Bi-annual equity valuations Moderate to low relative to conventional balanced funds The Infrastructural, Developmental and Environmental Assets (IDEAS) Managed Fund is South Africa s largest domestic infrastructure equity fund. It is managed by the Old Mutual Investment Group and jointly marketed by Old Mutual and Unity Incorporation (representing a group of eight trade unions). INVESTMENT OBJECTIVE The fund aims to delivering a commercially acceptable return of CPI + 7% over rolling three-year periods. To achieve its objective, the fund invests in economic infrastructure, social infrastructure and renewable energy. ECONOMIC INFRASTRUCTURE SOCIAL INFRASTRUCTURE RENEWABLE ENERGY Toll Roads Toll Bridges Power and Gas Rail Affordable Housing Office Accommodation (PPP) Prisons Wind Farms Solar Plants While infrastructure investments are vital for economic growth and have tangible social and environmental impacts, the fund only targets those investments with potential to deliver strong long-term returns. Since inception, it has consistently generated above-target returns. INVESTMENT STRATEGY Our infrastructure team specialises in originating, structuring and executing investment transactions, as well as managing these assets over the long term. We take great care to ensure that the fund remains diversified across its investments, and only consider investments that allow for thorough due diligence and the acquisition of a significant stake. Fundamental to our investment strategy is forming strong partnerships with government departments, financial institutions and prominent operators to invest in a variety of infrastructure projects. While the main focus of the fund is on South African investment opportunities, it has also been recognised that the development of the greater Southern African Development Community (SADC) region, especially in the immediate neighbouring states, has a positive impact on the South African economy. The fund s investment strategy therefore makes specific allowance (to a maximum of 25%) for SADC regional investments. SUITABLE INVESTORS The IDEAS Managed Fund is available to institutional investors who wish to invest in economic, social and renewable energy infrastructure. Infrastructure assets have low correlations to other asset classes offering an attractive alternative source of equity return over the long term. The fund is suited to those investors who have an understanding of the characteristics of the asset class, including the risks and liquidity restrictions. There are no investment guarantees and there is a risk of capital loss. Investors should have a long-term investment horizon. FUND STRUCTURE The IDEAS Managed Fund is a unitised pooled portfolio and is structured using a fund of funds approach. FEE STRUCTURE INVESTED PORTION UNIVERSAL CASH PERFORMANCE FEE EXCLUDING VAT 1.25% p.a. excl. VAT 0.25% p.a. excl. VAT 20% of the outperformance achieved by the IDEAS Fund above CPI + 7% over 3-year rolling periods 8

9 OLD MUTUAL MULTI-MANAGER PRIVATE EQUITY FUND 3 FOR INDIVIDUAL AND INSTITUTIONAL INVESTORS KEY FEATURES Fund size R600 million capacity Launch date 01 July 2013 Fund manager Investment vehicle Fund target Old Mutual Investment Group Alternative Investments Life policy available through the Old Mutual Wealth Life Wrapped Investment CPI + 10% p.a. Minimum investment R Fund term 10.5 years (31 December 2023) INVESTMENT OBJECTIVE This is a high-risk fund that aims to aggressively outperform inflation. It is invested in underlying private equity funds that, in turn, are predominantly invested in companies not listed on a public stock exchange. Through their low correlation with other asset classes, private equity funds have the potential to outperform traditional asset classes over the long term and to provide diversification for the sophisticated investor. The key benefit of this private equity fund is the quality of the underlying private equity managers and its diversification across vintages (transaction years), investment styles and geographies. This is an aggressive fund with a risk rating of 5 (based on Old Mutual s rating scale of 1-5). INVESTMENT STRATEGY Old Mutual Multi-Manager Private Equity Fund 3 (OMMMPEF3) is designed to have exposure to a combination of high-quality private equity funds, diversified across vintages, investment styles and geographic regions. This provides investors with exposure to a portfolio of some of the premier private equity funds in South Africa. FUND ALLOCATION Old Mutual Private Equity Fund II 18% Old Mutual Private Equity Fund IV 23% Ethos Fund VI 23% Actis Fund III 18% Capitalworks Fund II 9% Additional managers 9% SUITABLE INVESTORS OMMMPEF3 is available to individuals, retirement funds, companies, trusts and tax-exempt institutions. It is suited to sophisticated investors who have an understanding of the characteristics of the asset class. It is a high-risk, and an aggressive investment because of the nature of the underlying investments as well as its ability to use leverage. The fund is available via the Old Mutual Wealth Life Wrapped Investment. No investment guarantees are offered and there is a risk of capital loss. Investors should have a long-term investment horizon and understand the liquidity restrictions associated with both the fund and the lifewrapped investment vehicle. It is not advisable for an investor to have a large proportion of their investment portfolio concentrated in private equity. FUND STRUCTURE Investor limitations Fund leverage Subscription period Liquidity Valuation and pricing FEE STRUCTURE Asset management fee Carried interest (performance fee) Financial planner fees** Administration fees** Product management fee R25 million limit per retail investor (due to limited capacity) Targeted to remain below 50% of the value of the underlying assets at all times. A leverage charge will be levied on borrowed funds at prime. Investments are allocated to the early subscription account, earning interest at the same rate as the Old Mutual Money Market Fund. Transfers from the early subscription account to OMMMPEF3 units will take place at quarter-end and the end of the month after quarter-end. Investor-elected switches from the OMMMPEF3 into a money market fund are allowed on a quarterly basis and limited to the original investment amount. Transactions are subject to a charge of 7.5% of the amount switched. Switches of over R10 million will be effected over four quarters. Note that withdrawals from the Old Mutual Wealth Life Wrapped Investment contract may be subject to restrictions imposed by legislation. Current legislation can be summarised as follows: One loan and one surrender from the contract are permitted in the first five years, up to a maximum of 100% of the original investment plus 5% growth per year. The underlying private equity investments are valued on a quarterly basis. The unit price of the OMMMPEF3 will be updated on a monthly basis and will apply from the first business day of the new month. The underlying private equity funds charge an annual management fee of 2% (excl. VAT) of the cost price of the capital committed to the fund. The managers can earn a performance fee of 20% of the net returns earned in the fund, provided a preferred return of 10% p.a. has been achieved. The performance fee is only paid on realisation of all the assets in the fund. Initial and/or annual financial planner fees may be payable. These fees are fully negotiable between the client and the financial planner. The administration fee is 0.34% per annum, with a minimum of R per month per contract and a maximum of R570 per month per contract. Old Mutual Life Assurance Company South Africa (OMLACSA) will charge a management fee of 0.45% p.a. of the market value of the fund, charged to the portfolio on a monthly basis. ** For details of the financial planner and administration fees payable, refer to the Old Mutual Wealth fees and commission page at or consult your financial planner. 9

10 OLD MUTUAL PRIVATE EQUITY FUND IV KEY FEATURES Fund size R4 billion capacity Launch date January 2014 Fund manager Investment vehicle Fund target Minimum investment Old Mutual Investment Group Private Equity Structured as an en commandite partnership 20% p.a. R50 million FUND STRUCTURE Investor limitations R50 million minimum per investor Subscription period Final close January 2016 Liquidity Valuation and pricing There is no liquidity option for investors in the fund. Investments in the underlying companies are expected to start maturing after approximately seven years. Proceeds from these sales will be distributed to investors as they are realised. The underlying private equity investments are valued on a quarterly basis. Fund term 10 years extendable by up to 2 years FEE STRUCTURE INVESTMENT OBJECTIVE The fund aims to deliver medium- to long-term returns above a benchmark of 20% a year by investing in high-quality unlisted companies that display significant growth potential. Through its low correlation with other asset classes as well as the likely premium associated with less-liquid instruments, private equity has the potential to outperform traditional asset classes over the long term. It also provides significant diversification benefits for the institutional investor. INVESTMENT STRATEGY The Old Mutual Private Equity Fund IV provides equity capital to enterprises that are generally not quoted on a public stock exchange. Investments are typically made via the acquisition of significant minority equity stakes in the business, as part of a controlling consortium of like-minded investors. Types of transactions this fund finances: n Size of investments: R100 million to R500 million. n South African focused business, with an ability to transact throughout Africa. n Minority stakes in private companies based on a clear investment thesis. n Partner with management teams and fellow shareholders. n Actively involved in supporting management teams in driving value through strategic initiatives. n Capacity to hold investments for seven years or longer. SUITABLE INVESTORS The Old Mutual Private Equity Fund IV is available to large institutional investors including retirement funds, companies, trusts and tax-exempt institutions. It is suited to those investors who have an understanding of the characteristics of the asset class and who have a tolerance for risk. The fund is structured as an en commandite partnership. Investors should have a long-term investment horizon and understand the liquidity restrictions associated with the fund. Asset management fee Carried interest (performance fee) The fund charges an annual management fee of 2% (excl. VAT) of the capital committed to the fund. The manager can earn a performance fee of 20% of the net returns earned in the fund, provided a preferred return of 10% p.a. has been achieved. The performance fee is only paid on realisation of all the assets in the fund. 10

11 OMIGSA INTERNATIONAL PRIVATE EQUITY FUND OF FUNDS II FOR INDIVIDUAL AND INSTITUTIONAL INVESTORS KEY FEATURES Fund size First close Legal entity Sub-fund Vintage year 2012 Base currency FOF II term Regulator US$300 million (target) US$235 million OMIGSA Alternative Assets PLC OMIGSA International Private Equity Fund of Funds II ( FOF II ) USD 12 years (plus 3 years possible extension) Central Bank of Ireland n There will be significant exposure to the developed markets, as well as to the higher-growth emerging markets. n FOF II is listed in a highly regulated market. n FOF II has negotiated a leverage facility of US$50 million. n So far, FOF II has committed approximately US$180 million to 12 Portfolio Funds, giving investors immediate visibility to underlying expected exposures. PORTFOLIO SUMMARY (September 2013) PORTFOLIO FUND NAME Advent International GPE VII Affinity Asia Pacific Fund IV AlpInvest Secondaries Fund V GEOGRAPHIC FOCUS North America, Europe Asia Pacific North America, Europe Investment manager Investment adviser Ballybunion Capital Limited, an Irish registered company Old Mutual Investment Group Alternative Investments Apollo Investment Fund VIII AXA LBO Fund V AXA Secondary Fund V North America France, Germany, Italy North America, Europe Administrator International Fund Services (Ireland) Limited Carlyle Partners VI Carlyle South America Buyout Fund North America, Global South America (mainly Brazil) Custodian Auditors Listing State Street Custodial Services (Ireland) Limited KPMG (Dublin) Class C shares listed on the Irish Stock Exchange (Share code B85SCM0) Equistone Partners Europe Fund IV New Enterprise Associates 14 Nordic Capital Fund VIII Triton Fund IV UK, France, Germany US, India, China Nordic, German-speaking Nordic, German-speaking Minimum investment US$ INVESTMENT OBJECTIVE The investment objective of OMIGSA International Private Equity Fund of Funds II (FOF II) is to maximise capital appreciation over the long term by investing in a select group of Portfolio Funds, managed by well-researched, reputable and independent top-performing private equity managers. FOF II will diversify its capital commitments among Portfolio Funds that invest in companies involved in restructuring, recapitalisations and buy out opportunities. The emphasis is on generalist funds that focus on later-stage development capital and mid-market buy outs. Specialist narrow-theme funds will be avoided. FOF II will, to a limited extent, also invest in Secondary Funds of Funds to optimise diversification and accelerate return of capital. It will be balanced geographically across the US, Europe and emerging markets. INVESTMENT PROPOSITION n Private equity has historically outperformed public markets. n Direct access to individual private equity funds requires extensive due diligence capability and typically minimum investment amounts of US$10 million per fund. Through FOF II investors can broaden their reach across a range of funds with more modest investment amounts. n FOF II gives investors access to a globally diversified portfolio of private equity funds, managed by reputable, top-performing managers. FUND STRUCTURE Advisory/ management fees Outperformance distribution Other fees 0.5% p.a. of FOF II net asset value (before borrowings) and uncalled capital commitments made to Portfolio Funds, charged quarterly in advance. 10% of return above the hurdle return (US CPI plus 6%) Administration, custody, audit, legal, listing and directors fees are carried by FOF II as stated in the Prospectus. PRODUCT STRUCTURE South African investors Foreign non- US investors Minimum investment Class E shares Class E shares US$ FOF II is a drawdown fund, which means that any subscription amount committed to can be drawn down by FOF II over the term of the fund. Investors will need to meet the regulated minimum qualifying investor requirements as referred to in the Prospectus. 11

12 HOUSING IMPACT FUND FOR SOUTH AFRICA (HIFSA) KEY FEATURES Approved fund size R9.15 billion Investments are made in debt instruments underpinned by property assets, residential assets or loan obligations with repayments that are passed through to the investor. Investments take place through Special Purpose Vehicles (SPVs) to maximise profit and isolate specific risks. Launch date October 2010 Fund manager Sector Old Mutual Investment Group Alternative Investments Low-income Housing Assets Fund benchmark 3-month JIBAR + 4% Term of fund Commitment period 15 years from closing 4 years from closing The fund is 100% invested in South Africa with a minimum of 80% to be invested in housing and housing-related assets, and 20% which may be invested in non-housing assets. In the housing-related assets, at least 60% is invested to benefit households with incomes of less than R pm; the remainder may be invested at household income levels less than R pm. Furthermore, of the 80% invested in housing-related assets, 67.5% is invested in greenfield development and rental stock while 32.5% is invested in end-user finance for the purposes of affordable housing. TARGET ASSET ALLOCATION Investment vehicle Current participants Status Trust Old Mutual Life Assurance Company of South Africa, Development Bank of South Africa, Government Employees Pension Fund, Eskom Pension & Provident Fund CLOSED to new investors 20% 80% 67.5% 32.5% Valuation frequency Bi-annual valuations INVESTMENT OBJECTIVE The Housing Impact Fund for South Africa (HIFSA) is a Development Impact Fund which seeks to provide commercially viable investments into the low-income housing sector while enabling investors to achieve targeted investment points as defined in the Financial Sector Charter. HIFSA invests primarily in housing and housing-related assets within South Africa, and aims to achieve the maximum risk-adjusted return possible from this asset class. The fund invests in all aspects of the housing value chain, from the physical development of housing through to mortgage and incremental housing finance. INVESTMENT PHILOSOPHY AND PROCESS The fund takes a comprehensive approach to addressing the unique housing needs of South Africa by identifying areas of the housing market which would benefit from scale intervention. HIFSA utilises an active asset management approach in the selection, acquisition and origination of low-income housing-related assets. Investments are structured as long-term strategic partnerships with carefully selected counterparties in order to achieve large-scale impact with positive developmental outcomes. Housing Non-housing Greenfield development and rental stock End-user finance Source: Old Mutual Investment Group ABOUT THE FUND MANAGERS HIFSA is managed by the Development Impact Funds (DIF) team within the Alternative Investments capability of Old Mutual Investment Group (Pty) Ltd. We share the view that Socially Responsible Investments (SRIs) are fundamental to economic transformation and define SRIs as those investments that provide investors with commercial returns while delivering positive social and developmental impacts on scale. Our funds invest in assets/areas where gaps or backlogs in social infrastructure have not been adequately addressed, with a primary focus on developing affordable housing and providing access to quality education. The knock-on effects of these initiatives are tangible economic development and job creation. Our team manages in excess of R13 billion and has originated approved deals of R12.6 billion (as at June 2013). The team comprises high-performance, entrepreneurial individuals who have in excess of 140 years cumulative experience in the investment field, and who are passionate about delivering on our mandates. The Development Impact Funds team originates and manages assets on behalf of HIFSA. The majority of investments are originated in-house and are actively overseen and monitored over the term of the investment. The portfolio is thus positioned to make complex investments requiring bespoke agreements and active management of transactions and cash flows. FUND COMPOSITION HIFSA invests in all forms of housing-related investments, including physical development, ownership of rental stock and end-user finance. HIFSA investments comprise commercially viable low-income investments targeting households earning less than R pm (subject to annual adjustment). 12

13 SCHOOLS AND EDUCATION INVESTMENT IMPACT FUND OF SOUTH AFRICA (SCHOOLS INVESTMENT FUND) KEY FEATURES Approved fund size R1.2 billion Trust establishment date 13 December 2011 Fund manager Sector Old Mutual Investment Group Alternative Investments Low-fee paying independent schools and related education assets Fund benchmark 3-month JIBAR % Term of fund Commitment period Investment vehicle Current participants 17 years from closing 5 years from closing Vesting Trust Government Employees Pension Fund, Old Mutual Life Assurance Company of South Africa ABOUT THE FUND MANAGERS The Schools Investment Fund is managed by the Development Impact Funds (DIF) team within the Alternative Investments capability of Old Mutual Investment Group (Pty) Ltd. We share the view that Socially Responsible Investments (SRIs) are fundamental to economic transformation and define SRIs as those investments that provide investors with commercial returns while delivering positive social and developmental impacts on scale. Our funds invest in assets/areas where gaps or backlogs in social infrastructure have not been adequately addressed, with a primary focus on developing affordable housing and providing access to quality education. The knock-on effects of these initiatives are tangible economic development and job creation. Our team manages in excess of R13 billion and has originated approved deals of R12.6 billion (as at June 2013). The team comprises high-performance, entrepreneurial individuals who have in excess of 140 years cumulative experience in the investment field, and who are passionate about delivering on our mandates. Status Valuation frequency CLOSED to new investors Annual valuations INVESTMENT OBJECTIVE The Schools and Education Investment Impact Fund of South Africa (Schools Investment Fund) is a development impact fund that seeks to provide a commercially acceptable return on investments in independent low-fee paying schools. The fund finances infrastructure requirements for upgrading existing or building new schools as well as providing finance for education-related needs such as early childhood development, skills training and education materials and services. INVESTMENT PHILOSOPHY AND PROCESS Urgent interventions are required to improve the quality of education in South Africa. In an effort to play a role in improving the quality of education and the amount of schooling that children receive, investors established the R1.2 billion Schools Investment Fund. Our philosophy is to partner with school/education operators who have a good track record in the provision and expansion of quality education to our target market. This reduces investment risk for our investors, has a positive impact on investment returns through greater efficiency and lower costs, as well as allowing us to provide an end product that is affordable to our target market. FUND COMPOSITION The Schools Investment Fund invests in school-related infrastructure and in education needs such as early childhood development, skills training and education materials and services. Investments take place through Special Purpose Vehicles (SPVs) to maximise profit and isolate specific risks. The investment takes the form of debt and equity finance. The fund s target market is households that earn less than R a year. The estimated school-fee range is primarily from R4 000 to R a year. The fund prefers large-scale investment as it aims to impact as many learners as possible. Investments can focus solely on infrastructure (e.g. buying and renovating pre-primary, primary and/or high school buildings) or can be a mix of projects that include education-related facilities in the vocational skills space. The investment takes place over a long period (10 to 15 years). The fund can invest anywhere in South Africa. 13

14 OLD MUTUAL INVESTMENT GROUP ALTERNATIVE INVESTMENTS TEAM PAUL BOYNTON HEAD: ALTERNATIVE INVESTMENTS BSc (Hons); CA(SA); FCMA; MBA KARIN DU TOIT CHIEF OPERATING OFFICER BAcc (Hons); CA(SA); CFA Charterholder CAPITAL RAISING INFRASTRUCTURE & IMPACT FUNDS ROJIE KISTEN CAPITAL RAISING B.Admin (Hons); GMP (Harvard Business School) OLD MUTUAL PRIVATE EQUITY KEVIN FRENCH BUSINESS DEVELOPMENT BCom; CFA Charterholder INTERNATIONAL PRIVATE EQUITY KATHLEEN DANOHER BS; MBA INFRASTRUCTURE JURIE SWART HEAD: INFRASTRUCTURE & IMPACT FUNDS BSc Eng; CA(SA) SEAN FRIEND PORTFOLIO MANAGER MSc Build; CFA Charterholder DHESEN MOODLEY CFP; BCom (Hons); CFA Charterholder LUNGELWA SILOMNTU BA; MCom ULISHA SINGH CA(SA) TOM PLAISTOWE SENIOR EXECUTIVE BSc Eng; MBA CHANDA KAPANDE MEng (Electrical) RESHMA BHIKA CA(SA); HDip Tax PALESA MKHIZE BCom (Hons) JUAN LEVENDAL BCom; CA(SA) LEBO PHOLOBA BCom (Hons) 14

15 ALTERNATIVE INVESTMENTS TEAM DEVELOPMENT IMPACT FUNDS CHRISTINE GLOVER HEAD: DEVELOPMENT IMPACT FUNDS BA (Hons); Masters in City and Regional Planning LEON DYKMAN SENIOR EXECUTIVE BAcc; BCompt (Hons); SAIPA SARAH WEBB SENIOR EXECUTIVE BSc (Hons) Valuation and Estate Management; HDipTax; CAIB(SA) IAN MASON SENIOR EXECUTIVE BSc (Hons) Urban Estate Surveying; MBA; MRICS LALA STEYN BA (Hons); MBA KATHIEM NAJJAAR BCom (Hons); CA(SA) THURSTON GOLIATH BCom (Hons); MBA; CA(SA); CFA GREG COE BBusSc; MSc ILSE ZAGER BCom (Hons) WILLEM VAN DER MERWE BAcc (Hons); CA(SA) MNOMBO KONDILE BSc LUKHOLO MLISANA BCom; BSc (Hons) SHAILA DESAI BCom (Hons); CA(SA) DEBBIE NEWTON Master of Arts HOPE SEGONE BAcc; CA(SA) WALTER TAFANGOMBE BSc Prop (Hons) BEN MOSES BCom (Masters) MIKE MANNIX 15

16 ALTERNATIVE INVESTMENTS TEAM PRIVATE EQUITY JACCI MYBURGH HEAD: OLD MUTUAL PRIVATE EQUITY BCom (Hons) (Acc); CA(SA) QUINTON DICKS PARTNER BA; LLB; Post Grad Dip Tax; LLM (Corp Law); MBA CHUMANI KULA INVESTMENT PRINCIPAL BBusSc (Hons) (Finance); BCom (Hons) (Acc); CA(SA); CFA Charterholder FARHAD KHAN INVESTMENT PRINCIPAL BCom (Hons) (Finance) LANCE GRAYSON INVESTMENT PRINCIPAL BEcon (Hons); CFA Charterholder MOHSIN CAJEE INVESTMENT PRINCIPAL BCompt; BCom (Hons); CTA BURCHERT JOHANNES INVESTMENT ANALYST BAcc; PGDA; CA(SA) NTSABELO NTSALUBA INVESTMENT ANALYST BCom; PGDA; CA(SA) INTERNATIONAL PRIVATE EQUITY JAMES REGOUT HEAD: INTERNATIONAL PRIVATE EQUITY MEcon KATHLEEN DANOHER BS (Hons); MBA LEON LIEBENBERG BAcc; CA(SA); MBA 16

17 ALTERNATIVE INVESTMENTS TEAM AFRICAN INFRASTRUCTURE INVESTMENT MANAGERS (AIIM) ANDREW JOHNSTONE CEO BSc Eng; MBA OPERATIONS CARON AITEKEN MANAGER BUSINESS SERVICES BSocSci; PG Dip Marketing Mngt LINDSEY ORD ASSOCIATE DIRECTOR CENTRAL SERVICES BCom; HDE (Sec); MBL TRANSACTIONS VUYO NTOI ASSOCIATE DIRECTOR BCom (Hons) DEAN HORTON ASSOCIATE DIRECTOR BAcc; BCom; CA(SA) SEAN MACDONALD SENIOR ADVISOR BSc Eng; MBA DAMI AGBAJE EXECUTIVE West Africa BA (Eco) SOLA LAWSON REGIONAL DIRECTOR West Africa BSc (Hons); PG Dip Law KAMEEL VIRJEE REGIONAL DIRECTOR East Africa BSc Eng; PhD (Eng) HELEN TREGURTHA MANAGER BSocSc (Hons); CA(UK) HAYLEY STERN EXECUTIVE BSc (Hons) INA HOXHA EXECUTIVE BA (Hons); MA (Eco) MORITZ BREICKMANN MANAGER BSc ASHWIN WEST MANAGER BSc (Hons); MBA; PrSci Nat 17

18 ALTERNATIVE INVESTMENTS TEAM AFRICAN INFRASTRUCTURE INVESTMENT MANAGERS (AIIM) ASSET MANAGEMENT MIKE EDINGTON ASSOCIATE DIRECTOR BSc (Hons); MSc PAUL FRANKISH MANAGER BSc (Hons); CA(SA); CFA Charterholder THOR CORRY MANAGER BSc. (Hons); CA(ICAS) CHANINE WILLIAMS EXECUTIVE BCom; CA(SA) RENEWABLES TEAM RICHARD GORDON CEO Umoya, REISA, ACED BSc Eng; MBA; PrEng JANNIE RETIEF CEO Cookhouse BSc Eng; MSc Eng; PhD CLIVE ELLIOTT CFO Umoya, REISA, ACED, Cookhouse CA(SA); MBA AMEDEO BUONAJUTI COO Cookhouse MA (Hons); MBA NEIL PIENAAR FINANCIAL MANAGER Cookhouse CA(SA) TASNEEM KHAN FINANCIAL MANAGER Umoya, REISA CA(SA) NEIL VAN DER MERWE TECHNICAL MANAGER REISA ND Eng; LLB SAM COOK TECHNICAL MANAGER Umoya BEng (Hons) STATUTORY INFORMATION Old Mutual Investment Group: PO Box 878, Cape Town Tel: +27 (0) Fax: +27 (0) Contractual rights and obligations of investors in these funds are subject to contract. The investments are managed by Old Mutual Investment Group (Pty) Limited, a licensed financial services provider, FSP 604, approved by the Registrar of Financial Services Providers (www.fsb.co.za) to provide intermediary services and advice in terms of the Financial Advisory and Intermediary Services Act 37 of Old Mutual Investment Group and Old Mutual Life Assurance Company (South Africa) are wholly owned subsidiaries of Old Mutual South Africa Limited, Registration No 1993/003023/07. The information and opinions contained in this guide are made in good faith and are based on sources believed to be reliable, but no representation or warranty, express or implied, is made as to their accuracy, completeness or correctness. The opinions expressed herein are not intended to serve as authoritative investment advice and should not be used in substitution for the exercise of own judgement. The price of shares/units and any income from them may fall as well as rise. Past performance or fund benchmark performance is not necessarily a guide to the future and investors may not get back the full amount invested. When a subscription involves a foreign exchange transaction, it may be subject to the fluctuations of currency values. Exchange rates may also cause the value of underlying overseas investments to go down or up. It should be noted that investments within these funds may not be readily marketable. It may therefore be difficult for an investor to withdraw from a fund or to obtain reliable information about its value and the extent of the risks to which it is exposed. NOVEMBER

19 FOR MORE INFORMATION PLEASE CONTACT: INFRASTRUCTURE & IMPACT FUNDS OLD MUTUAL PRIVATE EQUITY INTERNATIONAL PRIVATE EQUITY ROJIE KISTEN KEVIN FRENCH KATHLEEN DANOHER Tel: Tel: Cell:

20 ALTERNATIVE INVESTMENTS Licensed Financial Services Provider

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