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2016 ANNUAL REPORT • ILLINOIS STATE BOARD of INVESTMENT Table of Contents

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2016 ANNUAL REPORT • ILLINOIS STATE BOARD of INVESTMENT Table of Contents 2016 ANNUAL REPORT • ILLINOIS STATE BOARD OF INVESTMENT Table of Contents INTRODUCTION 2 Board Members 3 Letter to Trustees 8 Financial Highlights 9 Ten Year Summary FINANCIAL STATEMENTS 10 Independent Auditors’ Report 13 Financial Statements 14 Management’s Discussion and Analysis 16 Statement of Net Position 17 Statement of Changes in Net Position 18 Notes to Financial Statements SUPPLEMENTAL FINANCIAL INFORMATION 34 Portfolio of Investments 124 Portfolio Data 126 Investment Transactions with Brokers and Dealers 128 Restricted Investments 130 Staff and Investment Managers Printed on contract by authority of the State of Illinois, December 21, 2016 (100 copies at $28.80 each) ILLINOIS STATE BOARD OF INVESTMENT 1 Board Members Marc Levine Mark Cozzi Justice Mary Seminara-Schostok CHAIRMAN EXECUTIVE COMMITTEE Marc Levine Marc Levine Appointed Member Chairman VICE CHAIRMAN Mark Cozzi Mark Cozzi Vice Chairman Appointed Member Justice Mary Seminara-Schostok RECORDING SECRETARY Recording Secretary Justice Mary Seminara-Schostok James F. Clayborne Ezequiel Flores Chairman, Board of Trustees Shari Greco Reiches Judges’ Retirement System of Illinois Member at Large MEMBER-AT-LARGE AUDIT & COMPLIANCE COMMITTEE Shari Greco Reiches Justice Mary Seminara-Schostok Appointed Member Chairman Ezequiel Flores Senator James F. Clayborne Marc Levine, Board Chairman Chairman, Board of Trustees Shari Greco Reiches General Assembly Retirement System INVESTMENT POLICY COMMITTEE Michael Frerichs Mark Levine, Chairman Treasurer, State of Illinois Mark Cozzi Michael Frerichs Ezequiel Flores Susana A. Mendoza Susana A. Mendoza Steven Powell Comptroller, State of Illinois Chairman, Board of Trustees Shari Greco Reiches State Employees’ Retirement System EMERGING MANAGER COMMITTEE Steven Powell Senator James F. Clayborne, Chairman Appointed Member Mark Cozzi Ezequiel Flores Ezequiel Flores Michael W. Frerichs, Treasurer Appointed Member Marc Levine, Board Chairman Shari Greco Reiches Steven Powell Shari Greco Reiches 2 ILLINOIS STATE BOARD OF INVESTMENT Unaudited Letter to Trustees The General Assembly Retirement System The Judges’ Retirement System of Illinois The State Employees’ Retirement System of Illinois Illinois Power Agency Trust At the Illinois State Board of Investment (“ISBI”), we believe the best way to serve our beneficiaries and participants is investment excellence. In FY2016, the Board implemented significant changes seeking to increase the transparency, sim- plicity, and reliability of the portfolio while simultaneously reducing costs. ISBI is proud to work toward increasing annual savings for the beneficiaries of the funds entrusted to us. On June 30, 2016 ISBI’s portfolio value was $15,601,668,525. Board Changes Early in FY2016, the Board took dedicated actions leading up to changing the portfolio structure. At its Annual Meeting on September 17, 2015, the Board elected its new Chair, Mr. Marc Levine. The Board also elected Mr. Mark Cozzi as Vice Chair, Justice Mary Seminara-Schostok as Recording Secretary, and Ms. Shari Greco Reiches as Member at Large. In October, the Board finished its RFP process for a general consultant and retained the firm Meketa Investment Group (“Meketa”). Upon its retention, Meketa began reviewing the portfolio and familiarizing itself with the Board and staff at ISBI. The staff and representatives of the Board worked with Meketa to consider improvements to the portfolio, seeking to manage costs and reduce complexity. Further, the role and utility of certain asset classes (e.g. hedge funds) were scrutinized. Portfolio Construction At a meeting of the Board on January 29, Meketa presented a revised asset allocation for the Board’s consideration, aimed at adding value and reducing costs for beneficiaries. This new asset allocation demonstrably increased the role of passive strategies within the portfolio; created a TIPS allocation; markedly reduced the hedge fund allocation; increased the portfolio’s exposure to private equity; moved both domestic and international small cap allocations from significant overweight to market neutral; and eliminated the allocation to global bonds. The board unanimously ap- proved the revised asset allocation at the January 29 meeting. On September 15 the board further adjusted the portfolio with the creation of an opportunistic debt allocation. The result was a portfolio expected to increase the total return over the next twenty years from 7.5% to 7.7%. The ex- pected standard deviation, an expression of risk, is expected to decline from 13.4% to 12.9%. Below please see a chart showing the previous asset allocation as well as the new asset allocation. Assumes 2% Mezzanine Debt, Old Policy Current Policy 1% Distressed Debt, % % and 1% Real Estate Debt. Equities: 55 52 U.S. Equity 30 23 Developed Foreign Equity 16.5 13 Emerging Markets Equity 3.5 7 Private Equity 5 9 Rate Sensitive: 7 19 Intermediate Investment Grade Bonds 7 11 Long-term Government Bonds 0 3 TIPS 0 5 Credit: 13 11 High Yield Bonds 4 2.5 Bank Loans 4 2.5 Opportunistic Debt 0 4 Foreign Developed Bonds 3 0 Emerging Market Debt 2 2 Real Assets: 15 15 Real Estate 10 10 Infrastructure 5 5 Hedge Funds 10 3 Expected Return 7.5 7.7 Standard Deviation 13.4 12.9 ILLINOIS STATE BOARD OF INVESTMENT 3 Unaudited Fixed income 20% International equity 14% Commingled funds 6% Bank loans 3% Real estate 11% U.S. equity 27% Private equity 4% Real Assets 4% Cash 3% U.S. equity hedge funds 8% Figure 1 Net Asset Allocation June 30, 2016 Fair Value Actual Asset Mix Policy Target $ % % U.S. equity $4,317,909,601 27 23% U.S. equity hedge funds 1,181,203,258 8 3 International equity 2,244,023,753 14 20 Commingled funds4 961,730,986 6 - 1 Maturities of one year or longer, including Fixed income1 3,175,729,227 20 25 convertible bonds. 2 Bank loans 449,925,261 3 3 Interests in limited partnerships and other entities which have limited liquidity. Real estate 1,704,064,846 11 11 3 Includes money market instruments and other Private equity2 582,943,357 4 10 assets, less liabilities. 4 Real assets2 592,736,380 4 5 Holdings include fixed income and equity investments. Cash3 391,401,856 3 - Total $15,601,668,525 100% 100% Hedge Funds On March 11, the Board acted to separate from three of the four hedge fund of funds providers and continued its relationship with Rock Creek. Rock Creek’s mandate was to reduce ISBI’s hedge fund allocation in accordance with the asset allocation, bringing it down from 10% of the portfolio to 3% of the portfolio. Working with Meketa, staff and the board, Rock Creek restructured the hedge fund allocation to emphasize a focus on closed funds and improve the overall hedge fund portfolio performance. Passive Management The Board met in April to take further steps to implement the asset allocation strategy to reduce the portfolio’s reli- ance on active managers and increase the utilization of passive strategies. The Board selected new passive strate- gies provided by State Street Global Advisor and Northern Trust. In addition, ISBI continued and expanded its use of passive investment services provided by Rhumbline Advisors. As a result of these actions, by June 30, 2016 approximately 44% of ISBI’s portfolio was passively managed - as op- posed to June 30, 2015, when 28.3% of the portfolio utilized passive strategies. As of June 30, 2016 Net Portfolio Performance (%) 1 Yr 3 Yr 5 Yr 10 Yr Inception* Total Portfolio (0.8) 7.0 6.9 5.0 8.2 *inception date is 6.30.1970 4 ILLINOIS STATE BOARD OF INVESTMENT Unaudited Figure 2. Investment Returns, June 30, 2016 (Annualized) 2016 2015 2014 2013 2012 2011 3 Yrs. 5 Yrs. 10 Yrs. % % % % % % % % % Total Fund (0.8) 4.7 17.9 14.1 0.1 21.7 7.0 6.9 5.0 Composite Benchmark* 0.7 4.0 16.3 11.8 0.9 19.6 6.8 6.5 5.3 Consumer Price Index 1.0 0.1 2.1 1.8 1.7 3.6 1.1 1.3 1.7 U.S. Equities** (1.7) 6.4 24.1 23.3 1.3 33.9 9.1 10.2 7.2 Russell 3000 Index 2.1 7.3 25.2 21.5 3.8 32.4 11.1 11.6 7.4 Hedge Funds ** (8.9) 6.0 15.0 12.6 (4.3) 12.7 3.6 3.7 3.8 HFRX Equity Hedge (5.4) 4.0 8.5 8.3 (10.7) 3.4 2.2 0.7 (0.4) International Equities (7.1) (1.0) 23.8 16.8 (10.7) 32.7 4.4 3.5 3.9 MSCI-ACWI ex US Index (9.2) (4.6) 22.8 14.4 (14.4) 30.9 2.1 0.8 1.4 Fixed Income 1.6 (1.4) 6.5 2.4 6.8 5.7 2.2 3.1 3.7 Barclays Capital US Universal Index 5.8 1.6 5.2 0.2 7.4 4.8 4.2 4.0 5.3 Real Estate 12.0 16.3 14.5 13.0 5.3 17.0 14.2 12.2 4.4 NCREIF Real Estate Index 10.8 13.4 11.7 11.1 11.3 16.7 12.0 11.7 7.5 Private Equity 7.9 21.5 24.7 16.2 7.6 24.0 17.8 15.4 11.4 Note: Calculations are based on a time series of linked monthly returns (IRR), producing a time weighted effect. Total fund return is presented net of fees. All other return information is presented gross of fees. *Corporate Benchmark Effective 06/14: 30% Russell 3000; 20% MSCI-ACWI ex US IMI Gross; 25% Barclays Capital U.S. Universal; 10% NCREIF ODCE; 5% Custom Private Equity Benchmark which is based on preliminary data subject to change; 10% HFRI Fund of Funds Index.
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