Rasmala Investment Bank Ltd

Transcription

1 September 2013 Rasmala Investment Bank Ltd Rasmala Leasing Fund

2 Contents Executive Summary 03 U.S. Market Outlook SAFE HAVEN 04 Rasmala General Partner 06 European Islamic Investment Bank (EIIB) The Seed Investor 08 ATEL Investment Manager 09 General Equipment Leasing Policies 23 Sharia a Compliance 24 Features of the Rasmala Leasing Fund 25 Major Risks and Mitigations 28 Guarantees and Liquidity 29 Contact Details 34 02

3 Executive Summary The Opportunity ATEL Value Added The Seed Investor The Fund Participate in the U.S. equipment finance market with $725 billion of equipment financed in 2012 and $742 billion estimated for Focused on investing in a high quality, diversified portfolio of low obsolescence, business critical equipment to investment grade corporate lessees primarily in the U.S. Target IRR: 6% to 7% per annum consisting of annual cash flows of approximately 12% to 14% made up of distributions of both a return on and return of capital. Such returns should significantly exceed the Barclays Capital U.S. Aggregate Bond Index. Founded in 1977; one of the largest independent privatelyheld leasing companies in U.S. Over $2 billion of equipment leased to primarily investment grade U.S. corporations. Originates leases with Fortune 1,000 client base. Experienced and stable management team (Over 15 years average tenure with ATEL, and over 29 years average industry experience). Headquartered in San Francisco with offices in Denver, and sales branches nationwide. Full service asset management capabilities. Zero losses from 2007 April European Islamic Investment Bank plc EIIB is a UK-domiciled, FSA regulated Investment Bank, seeking to invest in a conservatively managed Fund which offers a regular income stream which is earned strictly in accordance with the principles of Sharia a. Minimum initial cash commitment by EIIB of USD 20,000,000. The Fund s principal objectives are to invest in a diversified portfolio of Sharia a-compliant equipment leasing investments that are intended to: I. Preserve, protect and return the Fund s invested capital; II. Generate quarterly cash distributions of up to 12% - 14% per annum to investors during the term of its leases; III. Provide additional cash distributions after the end of lease term through lease renewals and asset sales until disposal of all assets is complete. Attractive alternative investment not correlated to stock market or private equity. 03

4 U.S. Market Outlook SAFE HAVEN U.S. investment-grade bonds more attractive than Europe Improving U.S. corporate fundamentals; strong earnings and balance sheets Sharia a-compliant operating leases involving investment grade credits are an alternative to U.S. corporate bonds Currency Hedge: US$ provides investors with natural hedge against pegged GCC currencies Inherently Islamic: Asset backed ijara Modest Default Rates: Industry (US) average default rate of 0.8% ( ). Peaking at 2.24% in 2009 Uptick in inflation negatively impacts bond prices Operating leases based on true ownership of business critical equipment may serve as inflation hedges to rising asset prices 04

5 Market Size U.S. Marketplace Leasing Market $725 Billion of equipment financed in 2012 and $742 Billion estimated for of every 10 companies in America leases equipment and leasing is the largest single form of commercial finance for equipment in the U.S Equipment Financing Market Size ($ in B) * Year * Projected Finance Volume Source: Equipment Leasing and Finance Association & U.S. Dept of Commerce 05

6 Rasmala - General Partner Overview Regional presence Leading regional investment banking group headquartered in Dubai Established in 1999, with offices in the UAE, Saudi Arabia, Oman and Egypt With 75 employees across the region Shareholders include: European Islamic Investment Bank Deutsche Bank Management Prominent regional investors Business lines Egypt Operating Platform Saudi Arabia Rasmala Holdings Ltd. (Dubai International Financial Centre) Asset Management Investment Banking Rasmala Brokerage Rasmala Rasmala Rasmala Egypt Rasmala Investment Bank Investments Saudi Investments Ltd. (DIFC) CJSC Oman LLC Asset Management Investment Banking Asset Management Investment Banking Rasmala Holdings Ltd. has USD 1.1 billion in assets under management* *August 2013 Investment - Advisory Brokerage - Advisory Banking - Arranging - Marketing Brokerage (non-omani securities) 06

7 Rasmala s Role as General Partner General Partner shall retain oversight and ultimate responsibility for the management and control of the business affairs of the partnership General Partner has appointed the Manager to exercise day-to-day management and control of the Investments consistent with the Investment objectives and policies of the fund The Investment Manager shall obtain the written approval of the General Partner and the Shariah Supervisory Board (where necessary), prior to closing, acquiring investments, or of the General Partner prior to exiting investments The General Partner will retain operative functions of the Fund, including communicating with Investors, approving subscriptions, preparing marketing documents and other functions The General Partner will also retain the right to approve certain third party advisors of the Fund, and oversight of the Manager and the Fund as a whole 07

8 EIIB Seed Investment USD 20 Million Founded in 2005 and headquartered in London, European Islamic Investment Bank plc ( EIIB or the Bank ) is an independent Alternative Investment Market quoted wholly Sharia a compliant Bank, authorised and supervised by the United Kingdom Financial Services Authority EIIB s mission is to deliver exceptional value to its clients and shareholders through its innovative and focused approach whilst ensuring the highest standards of professionalism, integrity and corporate governance. The Bank offers a full spectrum of wholesale Islamic banking products and services, centered around the equity, financing and real estate asset classes, mainly in support of its key focus area which is the manufacture and distribution of differentiated and value added investment products Given its skilled and experienced management team, strong capitalisation and healthy liquidity ratios, EIIB is able to actively pursue an aggressive growth strategy which includes organic growth, partnerships, joint ventures and targeted acquisitions, principally but not exclusively in the Middle East, Levant and North Africa region 08

9 ATEL - The Investment Manager One of the leading lessors in North America, with $30 billion of transactions priced, structured and arranged Highly targeted customer selection focused exclusively on: Investment grade companies, and investment grade equivalent credits Sovereign credits Highly selective equipment criteria focused exclusively on: Low technology and low obsolescence Equipment with long useful life, including rail, manufacturing, material handling, mining, construction, logging, machine tools and trailers 09

10 ATEL - The Investment Manager Founded in 1977; one of the largest independent privately-held leasing companies in U.S.A. Over $2 billion of equipment leased to primarily investment grade U.S. corporations Over $500 million in private portfolio leasing transactions Currently managing over $600 million of leased assets Originates leases with Fortune 500 client base Purchases leases from financial institutions including banks, commercial finance companies and other leasing companies Experienced and stable management team Over 12 years average tenure with ATEL Over 25 years average industry experience Team of 85 professionals Headquartered in San Francisco with offices in Denver, and sales branches nationwide Full service asset management capabilities 10

11 ATEL - The Investment Manager Group of entities of ATEL holds Commercial Finance Lender s License, SF Business License, ASC Securities Licenses The ATEL is not listed on any exchanges There have been no significant fines, warnings or criticism been issued to any of the Group entities by any regulator or other authority 100% of voting rights held by Dean Cash, Pari Choksi 12.63% ownership interest no voting rights ATEL's nationwide network of over 200 broker-dealers provides ATEL with a continuous stream of equity capital, allowing them to swiftly take advantage of opportunities as they arise A small management team affords company the competitive advantage of making timely decisions, and their full-time legal and due diligence team assures an efficient, professional closing process 11

12 ATEL Advantage Representative Customers ATEL industry relationships: 649 investment grade U.S. companies/lessees Strong institutional relationships with 88 banks and finance companies Master lease contracts in place with 303 investment grade U.S. companies ATEL s annualized default rate has been 0.3% (of original cost) for its capital equipment leasing business versus industry average 0.80% ( ) 12

13 ATEL Advantage The Company ATEL Finances: ATEL Does Not Finance: Commercial passenger aircraft Information technology equipment Deep-water ocean cargo vessels 13

14 Leasing Process STEP 1: Lessee chooses equipment from vendor STEP 2: Manager obtains Sharia a approval for transaction STEP 3: Vendor delivers equipment to lessee STEP 4: Equipment is delivered to Lessee and a lease is signed STEP 5: Lessee pays the monthly lease rental payments to the Fund Lessee & Manager negotiate and agree on terms of a lease contract GP approves Lease Transaction Vender invoices Fund for equipment cost Fund purchases the equipment from Vendor and leases equipment to the Lessee Fund makes distributions to investors 14

15 ATEL Advantage Performance 15

16 Distribution of Historical Returns Consistent Performance 16

17 ATEL Historic Return vs. Bond Funds 12.00% ATEL Funds Gross Realized Return vs. Bond Fund Index Averages of Intermediate-Term Bond Funds 11.15% ** 10.00% 8.00% 6.00% 4.00% 2.00% 5.47% 5.50% A T E L 0.00% October Intermediate-Term Bond Index (10-Yr Average Return)* Barclays Capital US Aggregate Bond Index (10-Yr Return) ATEL Funds** SOURCE: Morningstar as of October 19, 2012 * Average of 606 intermediate-term bond funds in category ** Exclusive of leases involving passenger aircraft and technology assets unrelated to the Fund's expected investment strategy. 17

18 ATEL s Business Partners Middle East: ABC BLME Alii Bank (Formerly United bank of Kuwait) Riyadh Bank (Europe) Guidance Financial USA distributors: AIG Princor (The Principal Insurance Group) ONESCO (Ohio National Life) Cambridge Investment Research 18

19 Management Team The senior members of ATEL s Management Team (the Team ) possess substantial experience in all aspects of equipment acquisition, leasing and financing, equipment management and equipment disposition, as well as in investment program management and administration. Most members of the Team have worked together for many years, in some cases for over twenty years. Dean L. Cash, Chairman ATEL Capital Group Mr. Cash, age 62, became Chairman, President and Chief Executive Officer of ATEL in April Mr. Cash joined ATEL as director of marketing in 1980 and served as a Vice President since 1981, Executive Vice President since 1983 and a Director since Mr. Cash is, directly or indirectly, the controlling shareholder of all ATEL related entities. Prior to joining ATEL, Mr. Cash was a senior marketing representative for Martin Marietta Corporation, data systems division, from 1979 to From 1977 to 1979, Mr. Cash was employed by General Electric Corporation, where he was an applications specialist in the medical systems division and a marketing representative in the information services division. Mr. Cash was a systems engineer with Electronic Data Systems from 1975 to 1977, and was involved in maintaining and developing software for commercial applications. Mr. Cash received a B.S. degree in psychology and mathematics in 1972 and an M.B.A. degree with a concentration in finance in 1975 from Florida State University. Mr. Cash is an arbitrator with the American Arbitration Association and is qualified as a registered principal with the FINRA. He currently serves on the Board of Directors of GangaGen, Inc., a life sciences company in which ATEL-sponsored programs invested. Paritosh K. Choksi, Executive Vice President ATEL Capital Group Mr. Choksi, age 59, joined ATEL in 1999 as a Board Director, Senior Vice President and its Chief Financial Officer and oversees all activities of the ATEL venture lending group. He has been its Executive Vice President and Chief Operating Officer since April Prior to joining ATEL, Mr. Choksi was Chief Financial Officer at Wink Communications Inc. from 1997 to From 1977 to 1997, Mr. Choksi was with Phoenix American Incorporated, a financial services and management company, where he held various positions during his tenure, and was Senior Vice President, Chief Financial Officer and Director when he left the company. Mr. Choksi was involved in all corporate matters at Phoenix and was responsible for Phoenix s capital market needs. He also served on the credit committee overseeing all corporate investments, including its growth capital lease portfolio. Mr. Choksi was part of the executive management team which caused Phoenix s portfolio to grow from $50 million in assets to over $2 billion. Since 1997, Mr. Choksi has served as a member of the Board of Directors of Syntel, a public NASDAQ-listed company. Mr. Choksi received a Bachelor of Technology degree in mechanical engineering from the Indian Institute of Technology, Bombay in 1975; and an M.B.A. degree from the University of California, Berkeley in Vasco H. Morais, Executive Vice President and General Counsel ATEL Capital Group Mr. Morais, age 54, joined ATEL in 1989 as General Counsel. Mr. Morais manages ATEL s legal department, which provides legal and contractual support in the negotiating, drafting, documenting, reviewing and funding of lease transactions. In addition, Mr. Morais advises on general corporate law matters, and assists on securities law issues. From 1986 to 1989, Mr. Morais was employed by the BankAmeriLease Companies, Bank of America s equipment leasing subsidiaries, providing in-house legal support on the documentation of tax-oriented and non-tax oriented direct and leveraged lease transactions, vendor leasing programs and general corporate matters. Prior to the BankAmeriLease Companies, Mr. Morais was with the Consolidated Capital Companies in the Corporate and Securities Legal Department involved in drafting and reviewing 19

20 Management Team contracts, advising on corporate law matters and securities law issues. Mr. Morais received a B.A. degree in 1982 from the University of California, Berkeley; a J.D. degree in 1986 from Golden Gate University Law School; and an M.B.A. (Finance) degree from Golden Gate University in Mr. Morais is an active member of the State Bar of California since Mr. Morais has served as past Co-Chair of the California State Bar Association, Business Law Section, UCC Committee. He has authored various publications and presented at speaking engagements on both the UCC and equipment finance. Ken Fosina, Executive Vice President ATEL Leasing Corporation Mr. Fosina, age 52, joined ATEL in 2012 and serves as Executive Vice President of ATEL Leasing Corp. Mr. Fosina is a commercial finance veteran of 25 years and spent the past nine years as principal at FFC Consulting, a firm that manages captive finance operations, raises debt and equity for venture stage companies and provides executive financial management to middle market companies. In 1999 Mr. Fosina founded San Francisco based LENDX, a software company that developed the industry s first online equipment finance marketplace, as well as contract management applications. Mr. Fosina raised $50 million in venture capital and debt and served as VP Marketing & Sales and was on its Board of Directors. The company changed its name to Determine Software before its sale to Selectica in From 1986 to 1991, Mr. Fosina worked in New York City arranging equipment financing for Fortune 1000 companies. Mr. Fosina received a B. A. degree in English from the University of Richmond. Thomas P. Monroe, Jr., Senior Vice President ATEL Equipment Corporation Mr. Monroe, age 49, joined ATEL in 1998, as a Portfolio Manager in the Asset Management department. In July 2002, Mr. Monroe was named Vice President and in 2004, Senior Vice President of ATEL Equipment Corporation. In this function, Mr. Monroe manages ATEL s Asset Management department, which is responsible for residual valuation, due diligence, equipment inspections, negotiating renewal and purchase options and remarketing off lease equipment. Prior to joining ATEL, Mr. Monroe was employed by GE Capital for six years as a portfolio manager in the computer leasing division. Mr. Monroe received a B.A. degree in Psychology from the University of California, Berkeley in 1987, and an M.B.A. degree, with a concentration in International Marketing, from the University of Notre Dame in Mr. Monroe is a candidate member of the American Society of Appraisers and has completed four course levels required for the Machinery and Equipment Valuation specialty. Russell H. Wilder, Executive Vice President and Chief Credit Officer ATEL Capital Group Mr. Wilder, age 59, joined ATEL in 1992, as Vice President of ATEL Business Credit, Inc. and in 1995, became its Senior Vice President of operations. He has also served as Chief Credit Officer of ATEL Financial Corporation since October From 1990 to 1992, Mr. Wilder was a personal property broker specializing in equipment leasing and financing and an outside contractor in the areas of credit and collections. Prior to 1990, Mr. Wilder had numerous assignments in the credit and operations departments for small, mid-size and big ticket lease transactions with Westinghouse Credit, Wells Fargo Leasing and Fireside Thrift Company. Mr. Wilder holds a B.S. with Honors (Agricultural Economics and Business Management) from the University of California at Davis. He has been awarded the Certified Lease Professional designation by the United Association of Equipment Lessors. 20

21 Management Team Samuel Schussler, Vice President and Chief Accounting Officer ATEL Capital Group Samuel Schussler, age 60, was appointed Chief Accounting Officer of ATEL Capital Group and its affiliates in August Mr. Schussler served as Senior Vice President, Finance for Velocity Express Corporation, Westport, Connecticut, from 2004 through March, From 2001 through 2003, he served as Chief Operating Officer and Chief Financial Officer of New Century Packaging LLC in Scottsdale, Arizona. From 1999 through 2001, Mr. Schussler served as Vice President of Finance and Chief Financial Officer of BioGenex Laboratories, Inc. in San Ramon, California. Mr. Schussler received his B.B.A. in Accounting Practice from Pace University - New York in 1974; and an M.B.A. in Finance from the New York University Graduate School of Business Administration in He was granted licensure as a C.P.A. in New York and in Arizona. 21

22 Example of a Typical Leasing Transaction Equipment type: Dragline shovel used to excavate lignite coal Start Date End Date Amount 1 Equipment initial cost: Jun-13 -$12,889,342 2 Base term rent received: Jun-13 Jun-15 $4,640,163 3 Renewal rent received: Jun-15 May-17 $4,150,368 4 Expected residual value: May-17 $9,022,539 Net Proceeds $4,923,728 Internal Rate of Return 11.36% Transaction lifecycle: 1 and 2 typically seen as initial "lending" phase. 3 and 4 typically viewed as "asset management" phase. 22

23 General Equipment Leasing Policies Fund s Lease Rate and Return on Investment Objectives will Vary Based on: Type of Equipment Terms of the Lease Credit Quality of the Lessee Prevailing Lease and Financial Market Conditions Types of Equipment The Fund intends to acquire and lease a diversified portfolio of equipment. The Fund intends to invest primarily in what the Manager deems to be relatively low technology, low obsolescence types of equipment. These types of equipment would include a variety of items that are not dependent on high technology design or applications for their usefulness to lessees, and are expected to be less subject to rapid obsolescence than types that are so dependent. However, a limited portion of the portfolio may include more technology-dependent equipment such as certain types of communications equipment, medical equipment and office equipment. 23

24 Sharia a Compliance Leasing Structures Lease Fund: An investment company that invests the shareholders' money in lease obligations. A lease fund is very similar to a bond fund except that the maturities of its investments are shorter. Ijara: An Ijara fund will usually be established for the purpose of purchasing assets (machinery, etc) and then leasing those assets to third parties in return for rental income. Legal ownership of the assets remains with the fund as does responsibility for the management of such assets. A management fee will normally be paid to the manager. It is important that with an Ijara fund, the assets that are leased out must be used in a halal manner. Furthermore, the leasing arrangement put in place between the fund and the lessees must comply with Sharia a Prohibitions Transactions in unethical goods and services Earning returns from a loan contract (Riba/Interest) Compensation based restructuring of debts Excessive uncertainty in contracts (Gharar) Gambling and chance based games (Qimar) Trading in debt contracts at a premium or discount Fund Sharia a Advisor: Guidance Financial Group Ltd Guidance Financial Group Ltd. ( Guidance ) will serve as the Sharia a compliance advisor to the Manager and the Fund. Guidance Financial Group is an international financial services provider dedicated to Sharia a-compliant investments and finance with presence in North America, Europe, Middle East and Asia. The group is organized into three main business lines: an investments & funds advisory division, a capital markets division and a retail home financing division. Through its investment & funds advisory division, Guidance offers a range of investments and advisory services that address key requirements of institutional investors and financial intermediaries internationally. Guidance s Sharia a Supervisory Board currently consists of the following seven Sharia a scholars who are experts in the field of Sharia a and modern finance and investments: Justice (Ret.) Muhammad Taqi Usmani Dr. Abdul-Sattar Abu-Ghuddah Shaykh Nizam Yaquby Dr. Mohd. Daud Bakar Dr. Muhammad Imran A. Usmani Dr. Mohamed A. Elgari Shaykh Yusuf Talal DeLorenzo 24

25 Features of the Rasmala Leasing Fund Fund Term 6 Years Structure Closed-Ended Currency USD Domicile Cayman Islands General Partner Rasmala Leasing Managers G.P. Investment Manager ATEL Leasing Associates LLC. Auditors Moss Adams LLP Sharia a Advisor Guidance Financial Group Ltd Minimum Subscription $500,000 Portfolio Average Rating Baa3 (Moody s) Investment Average Life Approximately 5 Years Legal Counsel White & Case LLP (International), Maples and Calder (Cayman Islands) 25

26 Equipments Lessee Cargill, Inc. (rated A by S&P and A2 by Moody s): Cargill is based in Minnetonka, Minnesota and is a privately held, producer and marketer of food, agricultural, financial and industrial products and services. Founded in 1865, it is now the largest privately held corporation in the United States in terms of revenue. Some of Cargill's major businesses are trading, purchasing and distributing grain and other agricultural commodities, such as palm oil; trading in energy, steel and transport; the manufacture of livestock and feed; producing food ingredients such as starch and glucose syrup, vegetable oils and fats for application in processed foods and industrial use. Cargill also operates a large financial services arm, which manages financial risks in the commodity markets for the company. E.l. Dupont De Nemours & Company (rated A by S&P and A2 by Moody s): E. I. du Pont de Nemours and Company (NYSE: DD) is a global science company that employs more than 60,000 people worldwide and has a diverse array of product offerings. DuPont s businesses are organized into the following five categories: Electronic and Communication Technologies, Performance Materials, Coatings and Color Technologies, Safety and Protection, and Agriculture and Nutrition. The company s corporate headquarters are located in Wilmington, Delaware. The company s manufacturing, processing, marketing, and research and development facilities, as well as regional purchasing offices and distribution centers are located throughout the world. 26

27 Equipments Lessee (Cont d) Avery Dennison Corporation (rated BBB by S&P and Baa2 by Moody s): Avery Dennison Corporation (NYSE: AVY) is a Fortune 500, global leader in labelling and packaging materials and solutions. The company s applications and technologies are an integral part of products used in every major market and industry. The company operates through four segments: pressure-sensitive materials, office and consumer products, retail information services, and other specialty products. The Pasadena, California based company today has operations more than 50 countries and 30,000 employees worldwide. It was formed in 1990 with the merging of Avery International with Dennison Manufacturing, becoming Avery Dennison, but its roots date back to the early 1900s. Newell Rubbermaid Inc. (rated BBB- by S&P and Baa3 by Moody s): Newell Rubbermaid Inc., founded in 1903 and headquartered in Atlanta, GA, designs, manufactures, sources, packages, and distributes consumer and commercial products. It operates in three segments: Home & Family; Office Products; and Tools, Hardware & Commercial Products. It serves discount stores, home centers, warehouse clubs, office superstores, and commercial distributors. Newell Rubbermaid Inc. operates in the United States, Canada, Europe, the Middle East, Africa, Latin America, and the Asia Pacific. The company markets its products under the brand names of Rubbermaid, Graco, Aprica, Levolor, Calphalon, Goody, Sharpie, Paper Mate, Dymo, Parker, Waterman, Irwin, Lenox, and Technical Concepts. 27

28 Major Risks and Mitigations Major Risks Mitigations Technological and economic obsolescence Focused on investing in a high quality, diversified portfolio of low obsolescence, business critical equipment to investment grade corporate lessees primarily in the U.S. Lessee defaults on the payments Lower risk is achieved through the quality of the assets leased coupled with the high credit ratings of the lessee. Further risk diversification is achieved through the Fund assets themselves given the broad spectrum of industries the Manager leases into and the kind of assets leased. Changes in economic conditions, including fluctuations in demand for equipment, lease rates, interest rates and inflation rates, Given the current economic conditions interest rates and inflation rates are low. We expect this to rise in over next few years. This should result in higher cost of purchasing new equipment in future. Hence expected residual value will be higher. 28

29 Guarantees and Liquidity Is there a Guarantee? This is not capital guaranteed product. The Fund does not guarantee its distributions or the return of investors capital. Accordingly, investors must rely on the performance of the Fund s equipment leasing portfolio investments to generate distributions in return of capital and a return on their invested capital. Legal Protection The equipment purchase and sale transactions and corresponding lease agreements are subject to US law and the US judicial system which provides a transparent and tested system for leasing arrangements. All leases will be held in the name for the Fund. Liquidity EIIB/Rasmala may be able to provide limited liquidity on a case by case basis. 29

30 Disclaimer This presentation is prepared by Rasmala Investment Bank Limited ( RIB ). RIB is regulated by the Dubai Financial Services Authority ( DFSA ). Financial products or services related to this presentation will only be made available to customers who RIB is satisfied meet the regulatory criteria to be a Professional Client, as defined under the Rules and Regulations of the Dubai International Financial Centre ( DIFC ). This presentation does not, and is not intended to, constitute an invitation or an offer of securities in or from the DIFC and accordingly should not be construed as such. This presentation has not been reviewed by, approved by or filed with the DFSA. Nothing in this presentation is intended or purports, nor should be deemed or construed, to be an offer or solicitation with respect to securities or financial instruments. This presentation does not constitute a commitment to conclude a transaction, nor are any terms legally binding on any person. Matters of past performance in this presentation should not be taken as an indication or guarantee of future performance and RIB makes no representation or warranty, express, implied or otherwise, regarding future performance. The market value of any security and estimated income may be affected by changes in economic, financial, and political factors (including, but not limited to, spot and forward interest), time to maturity, market conditions, and volatility and the credit quality of any issuer or reference issuer. The value of investments may rise or fall against the interest of investors and certain investments may carry unusually high risks. Information and data in this presentation has been obtained or derived from sources believed by RIB to be reliable, however, RIB does not represent or endorse the accuracy, completeness, timeliness or reliability of any information or data provided in or by this presentation. Information and data provided in or by this presentation may be time sensitive or subject to change without notice. Use of the information and data in this presentation is at the risk of the user. RIB, its group entities, and their respective employees, directors and officers shall not be responsible or liable for liabilities, damages, losses, claims, causes of action, or proceedings (including without limitation indirect, consequential, special, incidental, or punitive damages) arising out of or connection with the use of this presentation or any errors or omissions in its content. Nothing herein limits or excludes any duty or liability to any person under the Regulatory Law 2004 or the Rules, as defined under the Rules and Regulations of the DIFC. This presentation (or any part thereof) may not be reproduced, published, disseminated, quoted or referred to (in whole or part) in any manner or for any purpose, and no references (public or otherwise) to RIB, its group entities, or their respective employees, directors and officers, may be made without RIB s specific written consent in each instance. 30

31 Disclaimer For Residents of Sultanate of Oman The information contained in this presentation neither constitutes a public offer of securities in the Sultanate of Oman as contemplated by the Commercial Companies Law of Oman (Sultani Decree 4/74) or the Capital Market Law of Oman (Sultani Decree 80/98), nor does it constitute an offer to sell, or the solicitation of any offer to buy, Non-Omani securities in the Sultanate of Oman (as contemplated by Article 6 of the Executive Regulations to the Capital Market Law - issued pursuant to Ministerial Decision No. 4/2001). Additionally, this presentation is not intended to lead to the conclusion of a contract of any nature whatsoever within the territory of the Sultanate of Oman. For Residents of Saudi Arabia This presentation does not, and is not intended to, constitute an invitation or an offer of securities in the Kingdom of Saudi Arabia ( Saudi Arabia ) and accordingly should not be construed as such. This presentation is being issued outside Saudi Arabia to a limited number of investors (a) upon their request and confirmation that they understand that the securities (i) are not for sale in Saudi Arabia, (ii) have not been approved, licensed, registered or qualified as exempt offers or private placements by or with the Saudi Arabian Capital Market Authority or any other relevant licensing authorities or governmental agencies in Saudi Arabia, (iii) are not listed on any stock market in Saudi Arabia, (iv) are not denominated in Saudi Riyals and movements in exchange rate may cause the value of the securities to diminish, and (v) past performance is no guarantee of future returns; and (b) on the condition that it will not be provided to any person other than the original recipient, is not for circulation in Saudi Arabia and may not be reproduced or used for any other purpose. For Residents of Egypt All applications for investment should be received and any allotments made, from outside Egypt. This presentation has been prepared for information purposes of intended investors only. This presentation will not be issued, passed to, or made available to the public generally. For Residents of United Kingdom The contents of this presentation have not been approved by an authorised person for the purposes of Section 21 of the Financial Services Markets Act 2000 ( FSMA ). Accordingly, this presentation is being distributed only to persons who fall within an exemption to Section 21 of FSMA, under the following Articles of the Financial Services Markets Act 2000 (Financial Promotion) Order 2001: Articles 12 (overseas recipients), Articles 19 (investment professionals), Article 48 (high net worth individuals) and Article 50 (sophisticated investors). This presentation is directed solely at persons who fall within such exemptions who are also wholesale customers and not Retail Customers (both as defined under the Rules and Regulations of the DIFC) and must not be acted on or relied on by any other persons. 31

32 Disclaimer For Residents of United Arab Emirates This presentation does not, and is not intended to, constitute an invitation or an offer of securities in the United Arab Emirates (including the Dubai International Financial Centre) and accordingly should not be construed as such. This presentation is being issued to a limited number of institutional / sophisticated investors (a) upon their request and confirmation that they understand that the securities and the Interests have not been approved or licensed by or registered with the United Arab Emirates Central Bank or any other relevant licensing authorities or governmental agencies in the United Arab Emirates; and (b) on the condition that it will not be provided to any person other than the original recipient, is not for general circulation in the United Arab Emirates and may not be reproduced or used for any other purpose. For Residents of Qatar This document has not been filed with, reviewed or approved by the Qatar Central Bank, Qatar Financial Centre Regulatory Authority or any other relevant Qatari governmental body or security exchange. For Residents of Turkey Neither this presentation nor any part of this should be utilized in connection with any general offering to the public in the Republic of Turkey without the prior approval of the Capital markets Board of Turkey. For Residents of Bahrain This presentation has been prepared for private information purposes and is intended to high net worth individuals and institutions. The central bank of Bahrain ( CBB ) has not reviewed, nor has it approved this presentation. For Residents of Kuwait This presentation will comply with the provisions of law no. 31 of 1990 as amended, entitled Regulating Securities Offering and Sales and its Executive By-laws (or implementing regulations) and other applicable laws and regulations in Kuwait. This presentation is issued outside Kuwait and should not be construed as public offer. The recipient of this material have been individual selected and is exclusively directed for private placement. 32

33 Disclaimer For Residents of United States RIB is not registered with the U.S. Securities and Exchange Commission, or any U.S. state authority, as a broker-dealer or investment advisor. The securities of the funds referred to in this presentation have not been approved, disapproved or recommended by the U.S. Securities and Exchange Commission, any state securities commission in the United States, the securities commission of any non-u.s. jurisdiction or any other U.S. or non-u.s. regulatory authority. None of these authorities has passed on or endorsed the merits of any offering of such securities or the accuracy or adequacy of this presentation. Any representation to the contrary is a criminal offence in the United States and may be a criminal offence in other jurisdictions. The funds referred to herein have not been registered under the U.S. Investment Company Act of The securities of the funds referred to herein have not been and will not be registered under the U.S. Securities Act of 1933 or any state securities laws in the United States and may not be offered or sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the U.S. Securities Act of 1933 and Investment Company Act of 1940 and in accordance with any applicable U.S. state securities laws. 33

34 Contact Details Rasmala Investment Bank Ltd. Dubai International Financial Centre The Gate Village, Building 10, Level 1 P.O.Box Dubai, United Arab Emirates Tel: Fax: Rasmala Client Service [email protected] Eric Swats Head of Asset Management Tel: +971 (4) [email protected] Yasmin Asalam Khalifa Head of Asset Management Distribution Tel: +971 (4) [email protected] 34