Invest in the world’s best businesses through one through ... · Core strategy Identify businesses which ideally have the following characteristics: high-quality, strong cash flows,

Confidential

This document is confidential. It may not be disclosed to any third party or used for any other purpose without the prior written consent of Astoria Investments Ltd

This document is confidential. It may not be disclosed to any third party or used for any other purpose without the prior written consent of Astoria Investments Ltd

Investor Roadshow Presentation

November 2015

www.astoria.mu

Invest in the world’s best businesses Invest in the world’s best businesses Invest in the world’s best businesses Invest in the world’s best businesses

through one through one through one through one JSE listed shareJSE listed shareJSE listed shareJSE listed share

Slide no.Slide no.Slide no.Slide no.

Introduction 3

Offer Details 4

Why Astoria? 5

The Astoria Differentiators 6

Investment Policy 7

What is Astoria Buying? 9

What can an Astoria Shareholder Expect? 13

Corporate Structure 14

Management 15

Fees and Costs 19

Offer Summary and Timetable 20

Table of ContentsTable of ContentsTable of ContentsTable of Contents

Confidential

Offer Summary and Timetable 20

Disclaimer 21

Appendices:

Astoria Advisors and Service Providers 23

Equities and Currency Performance 24

Board of Astoria CVs 25

Board of Investment Manager CVs 27

Anchor Capital Global Investment Management Experience 28

Investment Management Agreement 29

Advisory Services Agreement 30

Anchor Capital Global Equity Management Performance 31

Strategic Alliance with ACPI 35

Examples of Niche Funds and Private Equity Funds that will be Considered 36

Options for South African Investors Investing Offshore 48

Tax Considerations 49

The ideal investment vehicle for South African investors

to access offshore investments

South African investors cannot replicate this investment

IntroductionIntroductionIntroductionIntroduction

1

2

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Simple, transparent and low cost structure

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3

3

Offer DetailsOffer DetailsOffer DetailsOffer Details

Pre-committed capital

Issue price

Purpose of capital raise

In excess of USD50 million committed prior to roadshow, sufficient for listing to proceed

Rand equivalent of a USD1.00 per share

To fund investments in line with the company’s investment policy

Confidential

Indicative timing

Minimum application

Offer opens at 09h00 on Monday, 16 November 2015

Offer closes at 12h00 on Wednesday, 18 November 2015

Listing on JSE on Wednesday, 25 November 2015

R1 million on the South African register

USD50 000 on the Mauritian register

Targeted capital raise USD150 million

4

Why Astoria?Why Astoria?Why Astoria?Why Astoria?

Hard currencyreturns

Astoria’s functional currency is USD

Investors will subscribe for shares

Global diversification

No geographic investment limits

Access to global markets through

Accessibility

Investors will not need to use their foreign allowance to invest in Astoria on the JSE

Strong management

structure

Investment management team has global equity management experience

Unique actively

managed offering

Exposure to investments that South African investors cannot readily access

Low fee structure

Low costs to investors with an expected TER of circa 1.6% (all in cost)

Confidential

subscribe for shares in ZAR on the JSE

Hard currency referenced return

markets throughthe JSE

Primary focus is developed markets

Trading on the JSE is easy vs opening offshore broker account

Investment manager will draw on experience of Anchor Capital SA

Astoria management has wide ranging skills in investment management, corporate governance and investor relations

Unique actively managed global equity investment proposition available on the JSE

5

• Gain offshore exposure through one phone call to a South African broker

• Active investment, which avoids slavishly following indices

• An equity portfolio managed by an experienced team, augmented by niche opportunities SA investors find

challenging to access, for example:

• Up to 20% in private equity funds and direct private equity opportunities

• 10-20% in well-screened niche (geography, style or approach) funds

• Attractive tax positioning – SA investors do not need to be concerned about SITUS*

The Astoria The Astoria The Astoria The Astoria DifferentiatorsDifferentiatorsDifferentiatorsDifferentiators

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• Attractive tax positioning – SA investors do not need to be concerned about SITUS*

• Well-networked to identify opportunities - eg. strategic alliance with ACPI

• Mandate to gear up to 40%

• Will only be used selectively against low-risk assets

• Efficiencies driven by scale:

• Eg. Brokerage charge <10bps, access to IPO’s

• Genuine long-term investment – fund managers not chasing monthly league tables

6

* Both the US and the UK levy estate or inheritance taxes at 40% on assets which are classed as “situs” assets even though these assets are owned by

non-residents

Investment PolicyInvestment PolicyInvestment PolicyInvestment Policy

Investments to comprise Direct and indirect investment in listed or unlisted businesses or securities

Long-term and high quality The board of Astoria believes that the best long-term returns in investment markets can be achieved by owning shares

in high-quality global growth businesses

Confidential

Core strategy

Identify businesses which ideally have the following characteristics: high-quality, strong cash flows, long-term growth

potential, durability and a strong franchise. The intention is to take long-term positions in core holdings which have been

carefully researched. The company will have the luxury of being in a position to make genuine long term investment

decisions, unhindered by the monthly performance pressures typically faced by modern fund managers

Value vs growthValue is an important component of investment decisions, but the preference is for

growth companies at a reasonable price over stagnant, or declining, businesses which appear cheap at face value

7

Investment Policy (continued)Investment Policy (continued)Investment Policy (continued)Investment Policy (continued)

Macro-economic views

While a “bottom-up” approach lies at the core of the investment philosophy, it is recognised that global markets can be volatile

in nature with many dynamic components. Certain markets can also offer attractive value from time to time. Informed macro-

economic views will be taken into account and the company will seek to benefit from shorter term opportunities in

territories, sectors or asset classes

Direct equity investments are likely to form the majority of Astoria’s investments over time. However, there will be

Confidential

Majority of investments circumstances where exposure to niche investment themes or geographies can be most effectively accessed through a

specialist fund manager or exchange-traded fund

Private equity opportunities

The long-term nature of the Astoria capital lends itself to less liquid investment opportunities, which offer attractive potential for

returns. Global private equity opportunities will be considered, but these will be limited to 20% of Astoria’s investments

(measurement made at inception of the relevant investment). These will be viewed as a way to enhance investment returns,

rather than being at the core of the investment strategy. The focus will be on pre-IPO opportunities and lower-risk investments

as opposed to pure private equity plays. Direct investments in start-ups will be avoided. No single investment will be big enough

to materially impact the net asset value of Astoria’s total investments, which has capital preservation as one of its core objectives

8

What is Astoria Buying?What is Astoria Buying?What is Astoria Buying?What is Astoria Buying?

Up to 20% alternatives /private equity

Global screen of opportunities – must offer prospect of low/medium risk of at least 10% USD IRR

Up to 20% niche funds

Utilised where specialist knowledge is required to access

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Utilised where specialist knowledge is required to access investment theme. This includes property

+/-60% direct listed equities

Direct equity portfolio, which is most cost effective way to invest.

High quality, long term holdings in blue chip companies

9


+/-60% direct listed equities

Direct equity portfolio, which is most cost effective way to invest. High quality, long term holdings in blue chip companies.Current portfolio includes the following:

NameNameNameName SectorSectorSectorSector ExchangeExchangeExchangeExchange CurrencyCurrencyCurrencyCurrency

1 Alibaba Group Holding Ltd Technology New York USD

2 Apple Inc Technology NASDAQ GS USD

3 Berkshire Hathaway Inc-Cl B Insurance New York USD

4 The Blackstone Group Financial New York USD

5 Facebook Inc-Cl A Technology NASDAQ GS USD

6 Google Inc-Cl A Technology NASDAQ GS USD

7 iShares MSCI Japan ETF Index NYSE Arca USD

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7 iShares MSCI Japan ETF Index NYSE Arca USD

8 Johnson & Johnson Pharmaceutical New York USD

9 JP Morgan Chase & Co Financial New York USD

10 Mastercard Inc-Cl A Financial New York USD

11 Starbucks Corp Consumer Products NASDAQ GS USD

12 Walt Disney Co Entertainment New York USD

13 Yum! Brands Inc Consumer Products New York USD

14 Admiral Group Plc Insurance London GBP

15 Daimler AG Transportation Xetra EUR

16 Lloyds Banking Group Plc Financial London GBP

17 Nestle SA Consumer Products SIX Swiss Ex CHF

18 Pandora A/S Retail Copenhagen DKK

19 UBS Group AG Financial SIX Swiss Ex CHF

20 Unilever Plc Consumer Products London GBP

21 Toyota Motor Corp Transportation Tokyo JPY

10


Up to 20% niche funds

To achieve desired macro positioning and diversify across different geographies and asset classes, Astoria will screen global opportunities and where appropriate invest 10-20% in niche funds

What Astoria is looking for:

• Smaller, nimbler managers• Transparent managers that give direct access to key personnel and constant position level information

What Astoria is not looking for:

• Large managers with limited manoeuvrability

• “Asset gatherers” and popular holdingsNon-transparent funds and

Confidential

and constant position level information

• Liquid, less complex strategies and underlying investments

• Proven adaptability throughthe cycle

• Significant alignments of interests• Attractive fund terms commensurate with the underlying strategy

• Strong risk management culture• Operational soundness and integrity

holdings• Non-transparent funds and difficult to monitor portfolios

• Strategies vulnerable to liquidity risk, dependent upon excessive leverage and complex investments

• Liquidity mismatch between fund structure and underlying investments

• Inadequate or inappropriate operation infrastructure

11


Up to 20% alternatives /private equity

Global screen of opportunities –must offer prospect of low/medium risk of at least 10% USD IRR

Examples of private equity investments that Astoria will seek:

Confidential

investments that Astoria will seek:

• Star Capital Partners

• Hanover Investments

• Cabot Square Capital

• Apollo Global Management

12

What can an Astoria Shareholder What can an Astoria Shareholder What can an Astoria Shareholder What can an Astoria Shareholder Expect?Expect?Expect?Expect?

Astoria intends to provide its shareholders with medium to long term capital growth

through increased NAV

Astoria will reinvest the dividends it receives from its investments

Confidential 13

Astoria will reinvest all profits made from the sale of investments

Astoria does not intend to pay a dividend initially, but will re-visit the dividend policy on a regular

basis

Financial year end is 31 December. Astoria will issue quarterly reports and updates

Corporate Structure of AstoriaCorporate Structure of AstoriaCorporate Structure of AstoriaCorporate Structure of Astoria

Investment management fee

Investors on the Mauritian register

Investors on the South African

register

Anchor Capital Mauritius

Anchor Capital South Africa

Advisory agreement

Advisory services fee

Confidential

Investment management agreementSEM primary listing

JSE secondary listing

Mauritian incorporated and licensed investment manager

and a wholly owned subsidiary of Anchor Capital South Africa

Niche Funds

Private equity & alternatives

Direct listed equity

14

ManagementManagementManagementManagement

Board of Astoria

• Determines the strategic objectives and the

investment policy of Astoria

• Ensures compliance with appropriate

Investment Manager

• Manages the investment and re-investment

of Astoria’s assets

• Provides ongoing advice and assistance in

Advisory Services

• Anchor Capital South Africa to provide

investment advisory services to the

investment manager

Confidential

• Ensures compliance with appropriate

corporate governance standards

• Supervises the implementation of the

investment policy by the investment

manager

• Provides ongoing advice and assistance in

the implementation of Astoria’s investment

objectives and policies

• This in order to draw from the existing

experience and excellent track record of

Anchor Capital South Africa

15

Management Management Management Management –––– Board of AstoriaBoard of AstoriaBoard of AstoriaBoard of Astoria

Tiffany Purves

ACA CA(SA) (46)Chief financial officer

Darryl Kaplan

BBus Sci, LLB (51)Chief executive officer

Peter Armitage

CA(SA) (46)Non-executive director

DirectorDirectorDirectorDirector RoleRoleRoleRole ExperienceExperienceExperienceExperience

• Over 25 years experience in financial services

• Investment banking and FD experience

• More than 18 years of global investment and corporate finance

experience

• More than 22 years experience in financial markets as an analyst, fund

manager, Head of Research, Chief Investment Officer, Chief Executive

Officer, Head of Hedge Funds

Confidential

Lourens Geldenhuys

MCom, CA(SA) (47)Non-executive director

CA(SA) (46)

Catherine McIlraith

CA(SA) (51)

Independent non-

executive director

• Ex Global Head of Asset Finance at Standard Bank

• Ex Head of Corporate Finance at African Merchant Bank

• Over 25 years experience in the financial industry


• Current CEO of Anchor Capital South Africa

• Over 25 years experience in the financial markets

• Ex Head of Banking at Investec Mauritius

• Ex Chairperson of the Mauritian Institute of Directors

16

Kate Holland

PPE, LLB (32)Non-executive director • Over 7 years of legal experience in Mauritius

16

Board of the Investment ManagerBoard of the Investment ManagerBoard of the Investment ManagerBoard of the Investment Manager

Bryan Rudd

BCom (Hons) (37)Executive director

Tinesh Ramprusad

CA (UK) (31)Non-executive director


• Involved in the global investment market for more than 15 years as a

buy-side analyst and fund manager

• More than 12 years experience in the field of taxation, auditing and

accounting for global companies

Confidential

Catherine McIlraith

CA(SA) (51)Non-executive director

• Over 25 years experience in the financial markets

• Ex Head of Banking at Investec Mauritius

• Ex Chairperson of the Mauritian Institute of Directors

17

Anchor Capital Global Investment Management ExperienceAnchor Capital Global Investment Management ExperienceAnchor Capital Global Investment Management ExperienceAnchor Capital Global Investment Management Experience

Nick Dennis

CA(SA),CFA (35)

Fund manager – Anchor

Global Equity Fund

Sean Ashton

BCom (Hons) CFA (34)Chief investment officer

Peter Little

BCom,CFA (43)


Global Capital Plus Fund

DirectorDirectorDirectorDirector Role at Anchor CapitalRole at Anchor CapitalRole at Anchor CapitalRole at Anchor Capital ExperienceExperienceExperienceExperience

• More than 11 years experience as an investment manager and analyst

across global emerging markets. Most recently at Pictet Asset

Management in London as an analyst

• Chief Investment Officer of Anchor Capital South Africa and has more

than 11 years of financial markets experience. Most recently as a

portfolio manager at Investec Wealth & Investment

• More than 18 years experience on the buy-side and sell-side of the

financial industry. Most recently at Credit Suisse Asset Management in

New York as a portfolio manager

Confidential

Peter Armitage

CA(SA) (45)Chief executive officer

BCom,CFA (43) Global Capital Plus Fund

• More than 22 years experience in financial markets as an analyst, fund

manager, Head of Research, Chief Investment Officer, Chief Executive


• Currently CEO of Anchor Capital South Africa

New York as a portfolio manager

David Gibb

Bsc (Med) CA(SA) CFA (49)


BCI Worldwide Flexible

Fund

• More than 20 years experience as an equity analyst and unit trust

manager

• Ex-Head of Equity Research at Stanlib

Blake Allen

MA CA(SA) (33)

Global strategist and

analyst

• Over 8 years experience in financial services

• Nottingham graduate

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Fees and CostsFees and CostsFees and CostsFees and Costs

The Astoria sustainable TER is estimated at 1.6% in FY2016

Fees and costs:

� Asset management fees are 1% for direct investments and 0.5% for investment into funds managed by third parties

� Brokerage of less than 10 bps

Assumptions used to calculate TER for FY2016:

� USD150 million of assets under management

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� USD150 million of assets under management

� Operating expenses of USD0.5 million

� Excludes listing and setup costs of approximately 2% of NAV

19

Offer Summary and TimetableOffer Summary and TimetableOffer Summary and TimetableOffer Summary and Timetable

IndicativeIndicativeIndicativeIndicative timetabletimetabletimetabletimetable

Why Astoria?Why Astoria?Why Astoria?Why Astoria?

The ideal investment vehicle for South African investors to access offshore investments


Simple, transparent and low cost structure

1

2

3

Confidential

Offer opens 09h00 on Monday, 16 November 2015

Offer closes 12h00 on Wednesday, 18 November 2015

Listing of Astoria on the AltX Wednesday, 25 November 2015

BookrunnerBookrunnerBookrunnerBookrunner –––– Java CapitalJava CapitalJava CapitalJava Capital

Carl Esterhuysen +27 (0) 11 722 3054 [email protected]

Travis Green +27 (0) 11 722 3055 [email protected]

Gareth Earl +27 (0) 11 722 3064 [email protected]

20

This document has been prepared and issued by and is the sole responsibility of the management of Astoria Investments Ltd (the “companycompanycompanycompany”). No information made available in

connection with this presentation may be passed on, copied, reproduced, in whole or in part, or otherwise disseminated, directly or indirectly, to any other person. The contents of

this presentation are to be kept confidential.

This document does not constitute or form part of any offer or invitation to sell or issue, or any solicitation of any offer to purchase or subscribe for, any securities of the company

nor shall it or any part of it nor the fact of its distribution form the basis of, or be relied on in connection with, any contract commitment or investment decision in relation thereto

nor does it constitute a recommendation regarding the securities of the company. Investors and prospective investors in securities of the company are required to make their

own independent investigation and appraisal of the business and financial condition of the company and the nature of the securities.

This presentation and any materials distributed in connection with this presentation may include certain forward-looking statements, beliefs or opinions, including statements with

respect to the company’s business, financial condition and results of operations. These statements, which contain the words “anticipate”, “believe”, “intend”, “estimate”, “expect”,

“forecast” and words of similar meaning, reflect the Directors’ beliefs and expectations and involve risk and uncertainty because they relate to events and depend on

circumstances that will occur in the future. No representation is made that any of these statements or forecasts will come to pass or that any forecast results will be achieved.

There are a number of factors that could cause actual results and developments to differ materially from those expressed or implied by these statements and forecasts. Past

DisclaimerDisclaimerDisclaimerDisclaimer

Confidential

There are a number of factors that could cause actual results and developments to differ materially from those expressed or implied by these statements and forecasts. Past

performance of the company cannot be relied on as a guide to future performance. Forward-looking statements speak only as at the date of this presentation and the company

expressly disclaims any obligations or undertaking to release any update of, or revisions to, any forward-looking statements in this presentation. No statement in this presentation

is intended to be a profit forecast. As a result, you are cautioned not to place any undue reliance on such forward-looking statements.

This document speaks as of the date hereof. No reliance may be placed for any purposes whatsoever on the information contained in this document or on its completeness,

accuracy or fairness. This information is still in draft form and has not been legally verified. The financial information included herein is in draft form and unaudited. The company,

its advisers and each of their respective members, directors, officers and employees are under no obligation to update or keep current the information contained in this

presentation, to correct any inaccuracies which may become apparent, or to publicly announce the result of any revision to the statements made herein except where they would

be required to do so under applicable law, and any opinions expressed in them are subject to change without notice. No representation or warranty, express or implied, is given

by the company, or any of its subsidiary undertakings or affiliates or directors, officers or any other personas to the fairness, accuracy or completeness of the information or

opinions contained in this presentation and no liability whatsoever for any loss howsoever arising from any use of this presentation or its contents otherwise arising in connection

therewith is accepted by any such person in relation to such information.

21

Appendices

Confidential

Advisors and Service ProvidersAdvisors and Service ProvidersAdvisors and Service ProvidersAdvisors and Service Providers

South African corporate advisor,

bookrunner and JSE sponsor Mauritian Bankers Mauritian legal advisor

Owner of the investment manager

and provider of advisory services to

the investment manager

Confidential

South African legal and tax advisor South African Transfer Secretary

SEM Listing SponsorSouth African BankersKPMG SA: JSE Reporting Accountant

Mauritian transfer secretaries

23

Custodian

Equities and Currency PerformanceEquities and Currency PerformanceEquities and Currency PerformanceEquities and Currency Performance

Confidential 24

Board of Astoria CVsBoard of Astoria CVsBoard of Astoria CVsBoard of Astoria CVs


Darryl Kaplan

(51) Australian

BBus Sci LLB

(magna cum laude)

Chief Executive

Officer

Mr Kaplan has worked in the fields of global investment management, corporate finance and law. Mr Kaplan has 15 years of experience

valuing and acquiring companies. Mr Kaplan was recently an analyst/fund manager for the Pengana Australian Equity Fund for

approximately 2 years. Mr Kaplan’s roles included research, modelling, generating equity investment recommendations, portfolio

construction. Subsequently, Mr Kaplan was a global equities analyst, located in Australia, for Sasfin Securities for approximately 1 year.

Mr Kaplan’s role at Sasfin Securities included building an international model portfolio, global equity research and preparation of

investment recommendations. For approximately 4 years prior to this, Mr Kaplan managed a global equities fund for an Australian

family office. Mr Kaplan’s roles included global research and building the portfolio in selected international sectors. Mr Kaplan was

previously the manager of corporate finance at The Bidvest Group Limited where he was involved in a number of large acquisitions and

fund raisings at Bidvest and was required to work closely with regulators, shareholders and external advisors. He was also responsible

for investor relations at Bidvest. Previously, Mr Kaplan worked as a lawyer at Mallesons Stephen Jaques in Sydney and worked in

corporate finance at Senbank and Davis Borkum Hare (acquired by Merrill Lynch) in South Africa. Mr Kaplan is an Australian resident

Confidential

Tiffany Purves

(46) British ACA

CA(SA)

Financial

Director

Ms Purves is a qualified Chartered Accountant. She spent 7 years in the investment banking sector in London, working for ING Barings,

Bankers Trust and ABN AMRO from 1993 to 2000. She worked on interbank marketing for the fixed income derivatives team of ABN

AMRO and is registered with the Financial Services Authority in the United Kingdom as a result. Ms Purves worked as the financial

director of an IT business for 3 years before starting her own business, About Finance Ltd, which provides bookkeeping, accountancy

and corporate secretarial services

Peter Armitage

(46) South African

CA(SA)

Non-Executive

Director

Mr Armitage has 22 years’ experience in South African financial markets, having worked as an analyst, Head of Research, fund manager

(hedge and long only) and Chief Investment Officer. Mr Armitage is a CA (SA), having served articles with Deloitte & Touche subsequent

to completing a BCom, BCompt (Hons) and the SAICA Board exam in 1993. Mr Armitage has worked at Merrill Lynch (Head of Research),

Deutsche Bank, Nedbank and until December 2011 at Investec Wealth & Investment. Mr Armitage has achieved a record number of No

1 positions (21) in the annual Financial Mail investment analyst survey of institutional investors. In 1999 Mr Armitage was rated the Top

Analyst in South Africa by Finance Week. He regularly received accolades in the investment innovation category. He was deputy Chief

Executive Officer and Head of Research at Nedcor Securities until 2005. Subsequent to Nedcor, Peter joined Investec Wealth &

Investment and worked there for 6 years in the positions of Head of Hedge Funds (Alternative Investments), Head of Research and Chief

Investment Officer. In 2011 he purchased Anchor Capital with the intent of developing it into one of South Africa’s most successful asset

managers. By mid-2015 the business had over R16 billion of assets and was the top performing equity asset manager in South Africa

over 1 and 2 years. Anchor Group Limited was listed on the JSE in September 2014 and has a market capitalisation of over R2 billion

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Board of Astoria CVsBoard of Astoria CVsBoard of Astoria CVsBoard of Astoria CVs


Kate Holland

(32) BA PPE (Politics

Philosophy and

Economics) LLB

Non-Executive

Director

Ms Holland has a BA PPE from the University of Stellenbosch, South Africa and a Post-Graduate LLB from the University of Cape Town,

South Africa. She has worked in the legal field in Mauritius since 2008, where she has experience working on various property-related

projects, such as the Integrated Resort Schemes and Real Estate Schemes and in the corporate field, with varied experience, including

experience on advising and setting up corporate entities in Mauritius. She has also been involved in the listing of various companies on

the SEM and advising on their continuing obligations. Ms Holland has also headed up the business development and worked as practice

manager for one of the largest legal practices in Mauritius.

Lourens

Geldenhuys

(47) British MCom

CA (SA)

Non-Executive

Director

Mr Geldenhuys graduated from the University of Stellenbosch with an accounting degree and obtained an Honours and Masters degree

in corporate restructuring/accounts from the University of Johannesburg. Lourens was employed by the Standard Bank Group for 12

years, most notably as Global Head of Asset Finance, based on London, where he successfully arranged financing and provided

corporate finance advice to numerous clients in emerging markets, including sub-Saharan Africa, Brazil, China and Russia. Prior to

Standard Bank London, Lourens was Head of Corporate Finance at African Merchant Bank in Johannesburg where his clients included

major listed companies such as Naspers, Metropolitan Life and Real Africa Investments. Mr Geldenhuys is currently a director of MLG

Confidential

major listed companies such as Naspers, Metropolitan Life and Real Africa Investments. Mr Geldenhuys is currently a director of MLG

Investment Partners, a UK based asset financing and strategic consulting firm

Catherine

McIlraith

(51) Mauritian

Bachelor of

Accountancy

Independent

Non-Executive

Director

Ms McIlraith is a Mauritian citizen and holds a Bachelor of Accountancy degree from the University of the Witwatersrand, Johannesburg,

South Africa and has been a member of the South African Institute of Chartered Accountants since 1992. She served her Articles at

Ernst & Young in Johannesburg. She then joined the Investment Banking industry and has held senior positions in corporate and

specialized finance for Ridge Corporate Finance, BoE NatWest and BoE Merchant Bank in Johannesburg. She returned to Mauritius in

2004 to join Investec Bank where she was Head of Banking until 2010. Catherine is a Fellow member of the Mauritius Institute of

Directors (“MIoD”). She is an independent non-executive director and a member of various committees of a number of public and

private companies in Mauritius including AfrAsia Bank Limited, CIEL Limited, LesGazIndustriels Limited. She is also the chairperson of

the MIoD since October 2014. Ms McIlraith is a Mauritian resident

26

Board of Investment Manager CVsBoard of Investment Manager CVsBoard of Investment Manager CVsBoard of Investment Manager CVs


Bryan John Rudd

(37) South African

BCom Economics

BCom (Hons)

Investment

Management

Executive

Director

Mr Rudd has 15 year experience in South African, African and Global financial markets. Mr Rudd is currently employed by Anchor

Capital Group Ltd, the JSE listed wealth and asset manager, where he is involved in the investment process of the global offshore

equities fund. His role includes investment management of the global portfolios, execution of decisions, financial modelling, portfolio

management, execution of investment decisions and interaction with external stakeholders. Preceding this Mr Rudd was an

independent investment analyst, for approximately 4 years, researching analysing and valuing global, African and South African

investment opportunities on a quantitative and qualitative basis. Simultaneously, Mr Rudd was a director of Trifecta Capital Services

(Pty) Ltd providing project and corporate action management, in particular ensuring compliance with FSB requirements and appropriate

corporate governance by their clients. Prior to this, Mr Rudd was a senior international investment manager at Canon Asset Managers

(Pty) Ltd where he was responsible for the management of four global equity portfolios. Mr Rudd was also a research analyst/portfolio

manager at African Alliance Securities Trading Limited, where he performed the tasks of financial modelling, portfolio management and

reporting for African investment opportunities. Mr Rudd started his career with Thomson Reuters Plc heading up sub-Saharan data

Tinesh Non-Executive Mr Ramprusad has over 12 years’ experience in the field of taxation, auditing and accounting for both domestic and global business

Confidential

Tinesh

Ramprusad

(31) Mauritian

CA(UK)

Non-Executive

Director

Mr Ramprusad has over 12 years’ experience in the field of taxation, auditing and accounting for both domestic and global business

companies. He is a Fellow member of the Association of Chartered Certified Accountants, UK, and he is also licensed practitioner in

Mauritius. He has extensive experience in the area of IFRS and in various business sectors including the services, construction,

insurance, manufacturing, agriculture and global businesses. Tinesh is a Mauritian resident

Catherine

McIlraith

(51) Mauritian

Bachelor of

Accountancy

Independent

Non-Executive

Director

Ms McIlraith is a Mauritian citizen and holds a Bachelor of Accountancy degree from the University of the Witwatersrand, Johannesburg,

South Africa and has been a member of the South African Institute of Chartered Accountants since 1992. She served her Articles at

Ernst & Young in Johannesburg. She then joined the Investment Banking industry and has held senior positions in corporate and

specialized finance for Ridge Corporate Finance, BoE NatWest and BoE Merchant Bank in Johannesburg. She returned to Mauritius in

2004 to join Investec Bank where she was Head of Banking until 2010. Catherine is a Fellow member of the Mauritius Institute of

Directors (“MIoD”). She is an independent non-executive director and a member of various committees of a number of public and

private companies in Mauritius including AfrAsia Bank Limited, CIEL Limited, LesGazIndustriels Limited. She is also the chairperson of

the MIoD since October 2014. Ms McIlraith is a Mauritian resident

27

Anchor Capital Global Investment Management ExperienceAnchor Capital Global Investment Management ExperienceAnchor Capital Global Investment Management ExperienceAnchor Capital Global Investment Management Experience

DirectorDirectorDirectorDirector ExperienceExperienceExperienceExperience

Sean Ashton (34) BCom (Hons) CFA

Mr Ashton is a senior executive of Anchor Capital South Africa, who will be providing consulting services to the Investment Manager. Mr Ashton is the

Chief Investment Officer of Anchor Capital South Africa and has been running the Anchor Capital Global Investment Process since 2013 as an analyst

and fund manager. He carries 11 years of financial market experience having worked as a sell-side analyst at Deutsche Bank and Nedbank, and Portfolio

Manager and buy-side analyst at Investec Wealth & Investment

Nick Dennis(35) CA(SA) CFA

Mr Dennis has worked in financial markets for 11 years and is a senior executive of Anchor Capital South Africa, who will be providing consulting services

to the Investment Manager. Prior to returning to South Africa, Mr Dennis worked at Pictet Asset Management in London as a Senior Investment

Manager, with responsibility for the Consumer sector across Global Emerging Markets

Peter Little (43) BCom CFA

Mr Little is a senior executive of Anchor Capital South Africa, who will be providing consulting services to the Investment Manager. Mr Little has worked in

the financial services industry for 18 years, on both the buy and sell side, in London for the first eight years and New York for the next eight years before

moving to Anchor Capital South Africa in 2013. He has worked for a number of global investment banks, Including JP Morgan, RBS & Barclays Capital.

Most recently Mr Little was at Credit Suisse Asset Management in New York where he was head of portfolio management for the systematic hedge funds

Peter Armitage Mr Armitage is a CA(SA), having served articles with Deloitte & Touche subsequent to completing a B.Com, B.Compt (Hons) and the SAICA Board exam in

1993. Mr Armitage has 20 years experience in SA financial markets, having worked as an analyst, Head of Research, fund manager (hedge/and long only)

Confidential

(46) CA(SA)1993. Mr Armitage has 20 years experience in SA financial markets, having worked as an analyst, Head of Research, fund manager (hedge/and long only)

and Chief Investment Officer. Peter also ran an internet media business in 2000 and 2001 and has written a book “The Show Must Go On”, the story of

the Internet phenomenon, AfriCam.com. Mr Armitage has achieved a record number of No. 1 positions (21) in the annual Financial Mail investment

analyst survey of institutional investors. In 1999 Mr Armitage was rated the Top Analyst in SA by Finance Week. He regularly received accolades in the

investment innovation category. He has worked at Merrill Lynch, Deutsche Bank, Nedbank and until December 2011 at Investec Wealth & Investment. He

was deputy chief executive officer and Head of Research at Nedcor Securities until 2005. Subsequent to Nedcor Mr Armitage joined Investec Wealth &

Investment and worked there for six years in the positions of Head of Alternative Investments, Head of Research and

Chief Investment Officer

David Gibb

(49) Bsc (Med) CA(SA)

CFA

Mr Gibb is the portfolio manager for the Anchor BCI Worldwide Flexible Fund which invests globally across different asset classes including equities,

bonds, property etc, but retains a bias towards equities. The investment philosophy of this Fund is to target companies with a durable competitive

advantage that are under-appreciated by investors, and preferably to remain invested for the long term. Mr Gibb was the Head of Equity Research at

Stanlib, and also performed roles of equity analyst and unit trust manager

Blake AllenBlake AllenBlake AllenBlake Allen

(33) MA CA(SA)

Mr Allen is an experienced investment strategist, who is currently responsible for Anchor Capital’s global macro strategy, based out of London. Mr Allen

is a qualified chartered accountant and has more recently completed a Masters of Art at Nottingham University. He started his working career at Investec

and moved from Corporate Finance to Investec Securities, where he was responsible for the resources sector along with broader responsibilities. Blake

subsequently travelled the world and completed his Masters, before joining Anchor Capital four years ago as an analyst and global strategist. He is

responsible for the macro process and co-ordinates and authors the Anchor Capital macro strategy document. He is a deep, strategic thinker who is well

suited to the task of assessing where future global investment opportunities may lie

28

Investment Management AgreementInvestment Management AgreementInvestment Management AgreementInvestment Management Agreement

• Astoria has appointed the investment manager to manage the investment and re-investment of its assets. The investment manager is

subject to the supervision of the board and is subject to a defined investment policy as set-out by the board

• All decisions in connection with investments, including without limitation the approving of acquisitions, financings and dispositions of

investments and effecting transactions on behalf of Astoria is the exclusive responsibility of the investment manager

• As consideration for the services, Astoria will pay a management fee to the investment manager equal to 1% per annum of the net-asset

Investment Management AgreementInvestment Management AgreementInvestment Management AgreementInvestment Management Agreement

Confidential

• As consideration for the services, Astoria will pay a management fee to the investment manager equal to 1% per annum of the net-asset

value of Astoria calculated and accrued monthly. The investment manager may invest in funds managed by third parties and will only

earn 0.5% per annum of the net-asset value of these investments

• Should the agreement terminate, subject to certain conditions, Astoria will pay the investment manager an amount equal to five times

the aggregate gross fees for the twelve month period immediately preceding the date of the termination notice on the date of

termination

29

Advisory Services AgreementAdvisory Services AgreementAdvisory Services AgreementAdvisory Services Agreement

• The investment manager has appointed Anchor Capital South Africa to provide non-discretionary advisory services to assist the

investment manager in carrying out its obligations in terms of the investment management agreement

• The advisory services are of a purely non-binding advisory nature and Anchor Capital South Africa will be remunerated for the services

on an arm's length basis and at the expense of the investment manager

• The advisory services will include:

Advisory ServicesAdvisory ServicesAdvisory ServicesAdvisory Services AgreementAgreementAgreementAgreement

Confidential

• The advisory services will include:

• identifying, creating, evaluating and reporting on new opportunities for possible investment by Astoria, and advising on the factors which it considers relevant

for consideration by the investment manager

• identifying, creating, evaluating and reporting on new opportunities for the possible disposal of any investments, and advising on the factors which it considers

relevant for consideration by the investment manager

• making recommendations to the investment manager regarding the purchase or sale of particular investments, and the terms on which the investment or sale

should be effected

• assisting with the day to day operations of the investment manager, including attending to administrative matters such as executing trade instructions, logging

of the trades with the broker, maintaining accounting books and records

30

Anchor Capital Global Equity Management PerformanceAnchor Capital Global Equity Management PerformanceAnchor Capital Global Equity Management PerformanceAnchor Capital Global Equity Management Performance

1. High Street 1. High Street 1. High Street 1. High Street

Equity Equity Equity Equity PortfoPortfoPortfoPortfoliolioliolio

Objective – long-term capital

growth through active stock

selection within the global

developed equity market. Quality

companies with strong global

Confidential

PeriodPeriodPeriodPeriod Benchmark*Benchmark*Benchmark*Benchmark* Portfolio*Portfolio*Portfolio*Portfolio*

Since inception 37.9% 54.9%

12 Month -4.1% 5.3%

6 Month -6.1% 0.1%

3 Month -7.2% -3.0%

1 Month -6.6% -5.3%

companies with strong global

franchises and long term growth

potential. Emerging market

exposure company specific. ETF

positions in high conviction

thematic ideas

Benchmark – MSCI World Index

Total Return

*Not annualised

31


2. Global Balanced2. Global Balanced2. Global Balanced2. Global Balanced

PortfoPortfoPortfoPortfoliolioliolio

Objective – balanced offshore

investment mix, combination of

equities, government bonds,

corporate bonds, property and

cash. The equity portion will range

Confidential



12 Month 5.2% 12.4%

6 Month 3.4% -0.2%

3 Month 1.3% -3.3%

1 Month 0.2% -3.3%

cash. The equity portion will range

between 50-75%, depending on the

view of markets. The yield

component aims to achieve 4-6%,

adding defensiveness to the

portfolio

Composite Benchmark – 60% MSCI

World Index, 30% JP Morgan Global

Agg Bond Index, 10% S&P Global

REIT Index

*Not annualised

32


3. Global Dividend 3. Global Dividend 3. Global Dividend 3. Global Dividend

Yield PortfolioYield PortfolioYield PortfolioYield Portfolio

Objective – long-term capital

growth together with attractive

yield, through active stock selection

within the global equity markets.

Quality, durable companies with

Confidential



12 Month -4.1% -2.1%

6 Month -6.1% -5.6%

3 Month -7.2% -6.6%

1 Month -6.6% -5.8%

Quality, durable companies with

strong global competitive

advantage and long term growth

potential. ETF positions in high

conviction thematic ideas

Benchmark – MSCI World Index

Total Return

*Not annualised

33

Strategic alliance with ACPIStrategic alliance with ACPIStrategic alliance with ACPIStrategic alliance with ACPI

• ACPI is a world-class, well-established, London-based investment manager

with >R40 billion of assets under management. It was founded by former

Confidential

Goldman Sachs partners

• Anchor Capital has formed an alliance with ACPI to assist with meeting

Astoria’s investment goals

• ACPI offers the following:

• Experience with global equities

• Global equity fund selection for niche opportunities (ACPI runs global fund of fund portfolios)

• Experience and connections in global private equity, where it invests client money

• ACPI is able to utilise its extensive network to source investment opportunities

34

Examples of Niche Funds and Private Equity Funds Examples of Niche Funds and Private Equity Funds Examples of Niche Funds and Private Equity Funds Examples of Niche Funds and Private Equity Funds

that will be Consideredthat will be Consideredthat will be Consideredthat will be Considered

Niche FundsNiche FundsNiche FundsNiche Funds Private Equity FundsPrivate Equity FundsPrivate Equity FundsPrivate Equity Funds

• Pinebridge – Japan Small Cap Equity Fund

• Sector Zen – Japanese Long/Short Equity Fund

• Lyrical – US long-term horizon Equity Fund

• JO Hambro – Continental European Equity Fund

• Hermes – Asia ex-Japan Equity Fund

• Star Capital Partners

• Hanover Investments

• Cabot Square Capital

• Apollo Global Management

Confidential

• Brilliant – Chinese Long/Short Equity Fund

• Quantum – Indian Equity Fund

• Capricorn GEMS – Global Emerging Market

Long/Short Equity Fund

35

Niche Niche Niche Niche Funds Funds Funds Funds PineBridge PineBridge PineBridge PineBridge ---- Japanese Small Cap Equity FundJapanese Small Cap Equity FundJapanese Small Cap Equity FundJapanese Small Cap Equity Fund

• The PineBridge fund is a small cap blend equity fund with a modest growth bias. The strategy focuses on the identification of undervalued opportunities in high growth areas and mature companies as well as turnaround stories

• The fund only invests in companies in a market cap range of JPY10-400bn and is therefore a true smaller companies fundThe manager seeks to capitalize upon the lack of research coverage amongst small cap names in the Japanese market which can lead to asset mispricing.

• The PineBridge Fund provides exposure to the relatively specialist Japanese small cap equity market via a highly experienced manager

Confidential 36

• The Sector Zen fund follows a value driven, contrarian approach with the aim of exploiting inefficiencies within the small and mid-cap space which is one of the most under-researched areas of the Japanese market. The manager believes that the resulting inefficiencies offer attractive returns for diligent and patient investors

• The manager looks for those stocks which the value characteristics espoused by Ben Graham. The manager also seeks subsidiaries that might be the target of a buyout by the parent (a significant and recurring theme within the portfolio

• The manager has been investing in Japanese equities for c20 years and has a long-term track record which shows an ability to outperform including during more difficult markets

Niche Niche Niche Niche Funds Funds Funds Funds Sector Zen Sector Zen Sector Zen Sector Zen –––– Japanese LongJapanese LongJapanese LongJapanese Long----Short Equity FundShort Equity FundShort Equity FundShort Equity Fund

Confidential 37

• The Lyrical fund offers long-only equity investing across the mid- to large-cap US market. The fund adopts a stylistic deep value / quality-oriented bias,investing across a long-term investment time horizon (typically 5-years)

• The investment process looks to take advantage of the different time horizons amongst investors in the belief that short-term investors overreact and drive stock prices to (both positive and negative) extremes. The fund adopts a deep value orientation, aiming to invest in companies with a current stock price significantly below intrinsic value

• ACPI believes that this strategy and approach differentiates the fund

Niche Niche Niche Niche Funds Funds Funds Funds Lyrical Lyrical Lyrical Lyrical –––– US Equity FundUS Equity FundUS Equity FundUS Equity Fund

Confidential 38

• The fund is broadly style agnostic but concentrates on the mid- to large-cap space, with allocations between growth and value according to a broader top-down view and in anticipation of inflection points within industries and the broader market. There is a strong emphasis on strong brands and pricing power

• The fund is run with a relatively high beta (at or around 1) enabling it to perform well in strong up trending markets. The manager continued to increase his cyclical exposure (mostly via financials and consumer discretionary names) at the start the year leading to a strong period of market outperformance

• The manager’s thesis fits well with the theme of a recovery in Europe and offers us exposure to the cyclical names that are set to benefit the most from a sustained recovery

Niche Niche Niche Niche Funds Funds Funds Funds J O Hambro J O Hambro J O Hambro J O Hambro –––– Continental European Equity FundContinental European Equity FundContinental European Equity FundContinental European Equity Fund

Confidential 39

• The fund invests across the market cap spectrum in Asia, albeit with a bias towards China & South Korea. There is a strong emphasis on valuation demonstrated via a significant discount to intrinsic value

• The portfolio varies stylistically according to where the manager sees value at any particular moment. The manager remains uncommitted to a specific investment style at present, neither deep value nor high quality, but continues to be invested across the spectrum

• The Fund is a benchmark-plus product, aiming to deliver an excess return of 200bps net per annum via a style agnostic investment discipline under a tested and proven investment portfolio manager

Niche Funds Niche Funds Niche Funds Niche Funds Hermes Hermes Hermes Hermes –––– Asian exAsian exAsian exAsian ex----Japan Equity FundJapan Equity FundJapan Equity FundJapan Equity Fund

Confidential 40

• The manager focusses on industrials and cyclicals - two areas which receive much less attention in China giving the manager (who has demonstrated an excellent research capability to us) a competitive edge

• Furthermore, the manager has the ability to invest across the Greater China area (i.e. via A-shares, H-shares, Taiwanese shares, ADR’s, etc.)

• This fund gives access to a manager who has strong fundamental research abilities and an ability to successfully short equities (which is difficult given the lack of shorting available in the domestic market)

Fund vs. Benchmark

Niche Funds Niche Funds Niche Funds Niche Funds Brilliant Brilliant Brilliant Brilliant –––– Chinese LongChinese LongChinese LongChinese Long----Short Equity Fund Short Equity Fund Short Equity Fund Short Equity Fund

Confidential 41

• This fund uses a long-term investment horizon, typically c5-years, in order to capitalise upon the on-going structural improvements in the economy. The fund invests across three broad themes of domestic consumption, exports and infrastructure to create a concentrated and high conviction portfolio

• There is a particular focus upon management quality - those who act in the interests of shareholders

• This fund has outperformed the index via a benchmark agnostic approach to stock selection, deliberately avoiding those areas where the manager sees see zero growth or value. Although the macroeconomic and political risks in the region remain elevated, the manger’s focus on higher quality, liquid names provides risk mitigation

Niche Funds Niche Funds Niche Funds Niche Funds Quantum Quantum Quantum Quantum –––– Indian Equity FundIndian Equity FundIndian Equity FundIndian Equity Fund

Confidential

Source: APCI, Bloomberg

42

Private Equity Investments

• ACPI is able to utilise its extensive network to source investment opportunities into interesting private equity

opportunities

• The following slides include a small number of examples of such funds

• Importantly, there will be a time period between the allocation of capital to this strategy and the capital being

called by the respective private equity investment manager

• ACPI proposes that unnecessary ‘cash drag’ on performance is mitigated by using listed private equity funds,

some of which are well known to ACPI’s multi-manager platform, including Pershing Square, Fortress’s various

Private Private Private Private Equity InvestmentsEquity InvestmentsEquity InvestmentsEquity Investments

Confidential

some of which are well known to ACPI’s multi-manager platform, including Pershing Square, Fortress’s various

permanent capital vehicles, Electra Partners, RIT Capital Partners, etc

• Alternatively, one might consider an ETF that attempts to track the private equity management sector

as a whole, such as the PowerShares Global Listed Private Equity Portfolio or the ALPS Red Rocks Listed Private

Equity Fund

43

Example Fund #1: STAR Capital Partners

• STAR Capital Partners Limited has been operating since 1999

• STAR is an investor focused upon strategic assets and businesses in Western Europe with infra-structure like characteristics

• STAR believe that strategic assets provide an attractive alternative to core infrastructure allocations with significantly better risk

adjusted returns – particularly in today’s market

• STAR has a successful track record in making such strategic asset-based investments. It’s differentiated strategy enables it to

Appendix: Private Equity InvestmentsAppendix: Private Equity InvestmentsAppendix: Private Equity InvestmentsAppendix: Private Equity InvestmentsExample Fund #1: STAR Capital PartnersExample Fund #1: STAR Capital PartnersExample Fund #1: STAR Capital PartnersExample Fund #1: STAR Capital Partners

Confidential

• STAR has a successful track record in making such strategic asset-based investments. It’s differentiated strategy enables it to

secure proprietary deal flow

• STAR’s funds are always small as the deals that they pursue are challenging to find and therefore it is difficult to invest larger

pools of capital over a five-year time frame

• STAR has invested cUS$885m since inception (2000)

• STAR has produced an IRR of c77% and an MOI of c3.3x on realised deals (as at June 2015)

44

Example Fund #2: Hanover Investors

• Hanover seeks opportunities where there is a genuine undervaluation and a clear change agenda to unlock returns in UK listed

companies

• Hanover are normally an active participant on the company’s board and often assist for a period in management roles – usually

with the support of other institutional shareholders - in order to expedite and secure the proposed change agenda

• Hanover aims to improve the direction of the business in tangible ways: redefining and communicating strategy; supporting and

improving management teams & organisation structures; improving governance & aligning incentives; transformative corporate

Private Equity InvestmentsPrivate Equity InvestmentsPrivate Equity InvestmentsPrivate Equity InvestmentsExample Fund #2: Hanover InvestorsExample Fund #2: Hanover InvestorsExample Fund #2: Hanover InvestorsExample Fund #2: Hanover Investors

Confidential

actions & M&A

• Hanover exit their positions via public placings of listed shareholdings, private sales processes and IPOs. In public market

situations, Hanover seek to exit once the transformative phase of change is complete and recognised in the share price, but whilst

significant further upside remains for other shareholders

• As an example, Hanover was a lead investor in the creation of Singer Capital Markets via a management buy-out from the

administrator of Kaupthing bank

• Typical gross returns in the range 2-3x over 2-3 years

45

Example Fund #3: Cabot Square Capital

• Cabot Square Capital is a leading provider of investment capital for small- and mid-sized companies in the UK and Western

Europe

• Cabot Square take a hands-on approach and provide companies with capital for growth and acquisitions, innovative

management ideas, creative problem solving and strategic, long-term planning

• Cabot Square invest in companies supported by strong cash flow and real assets with competitive positions in growing markets.

Their investment focus includes financial services, operating property and infrastructure. They provide capital at all stages of a

Private Equity InvestmentsPrivate Equity InvestmentsPrivate Equity InvestmentsPrivate Equity InvestmentsExample Fund #3: Cabot Square CapitalExample Fund #3: Cabot Square CapitalExample Fund #3: Cabot Square CapitalExample Fund #3: Cabot Square Capital

Confidential

Their investment focus includes financial services, operating property and infrastructure. They provide capital at all stages of a

company’s development, including start-up, turnaround/distressed, buy and build, and expansion. They typically take majority

control positions

• In the last 18 months Cabot Square have invested in Portuguese vehicle financier BPN Credito; Henry Howard Finance, which

provides sales finance for small businesses; and Britain's JBR Capital, which finances the purchase of high-end, sports cars and

classic cars

• Cabot Square’s most recent US$430m fund was raised to unlock value in financial firms and property where assets are being sold

due to regulatory changes or disruption from new technology

46

Example Fund #4: Apollo Global Management

• Apollo manages cUS$39bn of private equity capital and has operated since 1990

• Apollo’s PE activities have been across several funds and strategies including traditional buyouts, distressed buyouts and corporate

partner buyouts

• Opportunistic buyouts have historically comprised the majority of Apollo’s investments. Apollo target companies where an

entrepreneurial management team is comfortable operating in a leveraged environment. Apollo also pursue those non-core businesses

which they believe will function more effectively outside of the parent. Such deals have included Compass Minerals International in 2001

& CORE Media (formerly CKx) in 2011

Private Equity InvestmentsPrivate Equity InvestmentsPrivate Equity InvestmentsPrivate Equity InvestmentsExample Fund #4: Apollo Global ManagementExample Fund #4: Apollo Global ManagementExample Fund #4: Apollo Global ManagementExample Fund #4: Apollo Global Management

Confidential

& CORE Media (formerly CKx) in 2011

• c40% of Apollo’s private equity investments have involved distressed buyouts & debt investments where they target high quality

operating businesses with low-quality balance sheets, including Vail Resorts in 1991 Lyondell Basell in 2010

• Corporate partner buyouts focus upon companies in need of a financial partner in order to consummate acquisitions, expand product

lines, buy back stock or pay down debt. Apollo’s corporate partner buyouts include Sirius Satellite Radio in 1998, and McGraw-Hill

Education in 2013

• Apollo also deploy capital to leverage their deep industry and distressed expertise and collaborate with experienced management

teams. Apollo have the ability to establish new entities that can acquire distressed assets including Vantium in 2007, Athlon Energy LP in

2010 and Veritable Maritime in 2010

47

Options Options Options Options for South African Investors for South African Investors for South African Investors for South African Investors Seeking Offshore ExposureSeeking Offshore ExposureSeeking Offshore ExposureSeeking Offshore Exposure

ETF’sETF’sETF’sETF’s Offshore AllowanceOffshore AllowanceOffshore AllowanceOffshore AllowanceJSE Listed Companies generating JSE Listed Companies generating JSE Listed Companies generating JSE Listed Companies generating revenue predominantly offshorerevenue predominantly offshorerevenue predominantly offshorerevenue predominantly offshore

Feeder FundsFeeder FundsFeeder FundsFeeder Funds

• ETF’s that track global indices can be bought on the JSE

• These ETF’s provide investors with access to a passively managed global investment

• South African investors can use their offshore allowance to invest directly in global markets

• Companies such as Naspers, British American Tobacco and South African Breweries offer JSE investors an investment into companies that generate their revenue predominantly outside South Africa

• Some local South African wealth and asset managers offer feeder funds for offshore investment

Versus AstoriaVersus AstoriaVersus AstoriaVersus Astoria

Confidential

Versus AstoriaVersus AstoriaVersus AstoriaVersus Astoria

• Astoria offers an actively managed investment into global equities by skilled and experienced portfolio mangers

• Astoria offers access to global markets without the investor using their foreign allowance and professional portfolio management

• Astoria offers pure global diversification

• Astoria offers a more cost efficient investment than the feeder funds. The peer average cost of a South African feeder fund is 2.25%* whereas the projected Astoria cost to an investor is circa 1.6%*

Additionally, Astoria offers exposure to investments that these alternatives cannot access

*Both of these figures have been calculated by Astoria

48

� Astoria is incorporated in Mauritius and holds a Category 1Global Business License and as such enjoys an effective corporate tax rate of 3%

� Tax treatment of dividends to Astoria shareholders flowing from Astoria shares held on the Mauritian register

� SA resident shareholders of Astoria on the Mauritian register will receive foreign dividends that will not be subject to South African Dividends Tax, but will be subject to

normal income tax at an effective rate of 15% i.e. the total effective tax payable on dividends received from Astoria will be 15%

� In cases where more than 10% of the shares in Astoria are held, the foreign dividends received by SA shareholders will be exempt from normal tax

� Tax treatment of dividends flowing to Astoria shareholders from Astoria shares held on the South African register

Tax ConsiderationsTax ConsiderationsTax ConsiderationsTax Considerations

Confidential

� SA resident shareholders of Astoria on the South African register will receive dividends that will be subject to Dividends Tax at 15%

� If the beneficial owner of the dividend is a local company, the dividend will be exempt from Dividends Tax

� Non-SA resident shareholders on the South African register will not be subject to Dividends Tax

� Astoria is unlikely to be a Controlled Foreign Company (CFC) for SA tax purposes

� Estate Duty Considerations for SA residents on UK and US investments held by Astoria

� SA residents will not be liable to pay UK Inheritance Tax and US Estate Tax on UK and US investments held by Astoria upon their death

These tax considerations are merely general considerations. The tax treatment of the purchase, holding and disposal of Astoria shares is dependent on the individual investors’

circumstances and tax jurisdiction applicable to that investor. Investors are accordingly advised to consult their professional tax advisors regarding the tax consequences of

investing in Astoria

49

Documents

Invest in the world’s best businesses through one through ... · Core strategy Identify businesses which ideally have the following characteristics: high-quality, strong cash flows,