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Annual-Report-2016.Pdf This Annual Report contains certain “forward-looking” statements, and such information is based on the beliefs of Arcapita, as well as on assumptions made by, and information currently available to, Arcapita. When used in this Annual Report, the words “anticipate”, “believe”, “estimate”, “expect”, “plan”, “intend”, and words or phrases of similar import, are intended to identify forward-looking statements. Such forward-looking statements may include, without limitation, statements relating to the following: Arcapita’s plans, strategy, objectives or goals; Arcapita’s future economic performance or prospects; specific country, region and worldwide business environment; potential effect on future performance of certain contingencies; and assumptions underlying any such statements. These statements are inherently subject to significant business, economic, competitive, regulatory and operational uncertainties, contingencies and risks, both specific and general in nature, many of which are beyond the control of Arcapita. Any forward-looking statements are speculative in nature, and it can be expected that one or more of the assumptions underlying such statements will prove not to be accurate, and unanticipated events and circumstances may occur. Actual results and events will likely vary from the plans, objectives, expectations, estimates and intentions expressed in such forward-looking statements, and such variations may be material. Consequently, this Annual Report should not be regarded as a representation by Arcapita that the plans, objectives, expectations, estimates and intentions expressed in such forward-looking statements will be achieved and should not be relied on. Arcapita does not intend to update these forward-looking statements. TABLE OF CONTENTS Overview Geographic Presence 5 Arcapita Values 6 Directors’ Report 7 CEO’S Message 9 Our Business Business Model 11 Clients 11 Lines of Business 11 Investment Process 14 Current and Exited Portfolio 15 Corporate Governance Overview 17 Board Committees 18 Management 18 Organizational Structure 20 Financial Highlights 22 Arcapita Group Independent Auditors’ Report to the Shareholders 25 Holdings Limited Consolidated Statement of Financial Position 26 Consolidated Statement of Income 27 Consolidated Statement Comprehensive Income 28 Consolidated Statement of Cash Flows 29 Consolidated Statement of Changes in Equity 30 Notes to the Consolidated Financial Statements 31 Shari’ah Supervisory Board’s Report to the Shareholders - AGHL 52 Arcapita Investment Independent Auditors’ Report to the Shareholders 54 Management B.S.C. (c) Report of the Board of Directors 55 Statement of Financial Position 56 Statement of Income and Other Comprehensive Income 57 Statement of Cash Flows 58 Statement of Changes in Equity 59 Notes to the Financial Statements 60 Shari’ah Supervisory Board’s Report to the Shareholders - AIM 69 Our People Board of Directors 70 Shari’ah Supervisory Board 72 Senior Management 73 Management Team 75 Contact Information 77 ARCAPITA ANNUAL REPORT 2016 3 OVERVIEW Arcapita offers investors and shareholders diversified Shari'ah-compliant investments. At the center of one of the fastest growing wealth markets in the world, Arcapita's core management team has been serving an exclusive group of investors in the GCC region for 20 years. The global management team has extensive experience gained in a variety of market conditions and is a group of professionals with deep expertise in their respective fields. Arcapita maintains offices in Bahrain, Atlanta, London and Singapore. 4 ARCAPITA ANNUAL REPORT 2016 GEOGRAPHIC PRESENCE Arcapita currently operates out of the following offices: • Manama, Bahrain: Covering the MENA / GCC region and South Asia; • Atlanta, US: Covering the United States; • London, UK: Covering the United Kingdom and broader Europe; and • Singapore: Covering Southeast Asia, China, Japan and Australia. London Atlanta Bahrain Singapore Selected countries where Management has overseen investments Arcapita offices ARCAPITA ANNUAL REPORT 2016 5 ARCAPITA VALUES We are committed to operating our firm based on the following principles: Originality Arcapita aims to provide innovative and distinctive alternative investment opportunities Integrity Arcapita attracts and retains people with the courage to do the right thing at all times and in all circumstances Transparency Arcapita is committed to full, accurate and timely disclosure of information to its stakeholders Professionalism Arcapita is committed to recruiting and retaining the best people with a diverse range of expertise and experience Prudent Risk Management Arcapita strives to achieve sustainable growth by maintaining a solid capital base and to effectively manage the risk inherent in the business Alignment of Interests Arcapita aims to align the interest of investors and shareholders by encouraging employees to take a direct stake in the firm’s investments Ethical Investment Policy Arcapita aims to invest in morally and ethically sound companies and products, and does not invest in non-Shari’ah compliant activities 6 ARCAPITA ANNUAL REPORT 2016 DIRECTORS’ REPORT FISCAL YEAR 2016 ABDULAZIZ HAMAD ALJOMAIH CHAIRMAN We are pleased to report that Fiscal Year (“FY”) 2016 was another successful year for Arcapita. Revenues and net income for the period were USD 36.2 million and USD 12.2 million respectively, making this the third consecutive profitable year for the firm. Arcapita’s balance sheet remains robust with total equity of USD 130.2 million as of June 30, 2016, including USD 103.1 million in funded capital, USD 19.8 million in retained earnings, and USD 7.3 million in proposed dividends. In addition, Arcapita currently does not have any short or long term financing liabilities on its balance sheet1. Arcapita’s new business activity accelerated considerably over the past twelve months. Despite a challenging market environment and the added volatility presented by lower oil prices, we completed investments worth a total transaction value of USD 360 million across the US and the GCC. These included the acquisition of a USD 85 million portfolio of senior living communities in Colorado, USA, a USD 100 million investment in a strategically-located logistics park in Dubai, UAE and the acquisition of a premium residential complex in Saadiyat Island, Abu Dhabi, for a transaction value of USD 180 million. Our investments were carefully selected to provide investors with secure and recurring income in markets and sub-sectors with sound economic fundamentals and compelling demographics. As we continue to canvass the market for other such opportunities and our investment portfolio expands, we are also looking forward to resuming private equity activity in the near term. Our global presence, lean investment teams, and deep industry relationships position us well to take advantage of the changing global economic landscape, and we are confident in our ability to continue to provide investors with distinctive investment opportunities. During FY 2016, Arcapita completed further realizations from the investment portfolio it manages, including the sale of Viridian, the largest asset in the portfolio, for a total enterprise value of approximately £875 million. In addition, Arcapita successfully exited ARC Real Estate Income Fund, a USD 316 million real estate fund focused on the GCC’s warehousing and logistics sector, which delivered attractive returns to investors and is positioning us well to grow our global logistics investment platform. With these and past realizations, Arcapita has now returned over USD 3.4 billion to investors across 18 exits over the past three years, and we will be relying primarily on new business to support our future growth. 1) As of June 2016 ARCAPITA ANNUAL REPORT 2016 7 Arcapita’s management team has two decades of experience in managing innovative alternative investments across the globe, and we are excited about accelerating our new investment activity in the geographies and sectors we know best. To support our growth, we have recruited talented investment professionals for our deal teams in the US and the GCC and added additional depth to our investor relationship management team which maintains deep relationships with investors across the Gulf. We have also continued to strengthen each of our business groups, including risk management, information technology, and financial control, and will ensure that these key functions grow in line with the needs of the overall business. FY 2016 was a successful year for Arcapita and we have a robust deal pipeline for FY 2017. As always, our goal is to provide innovative alternative investment opportunities for our investors and deliver superior returns to all our stakeholders. We continue to rely on the support of our shareholders, the Government of the Kingdom of Bahrain and the Central Bank of Bahrain, and we look forward to sharing another successful year ahead. Abdulaziz Aljomaih 8 ARCAPITA ANNUAL REPORT 2016 CEO’S MESSAGE ATIF A. ABDULMALIK CHIEF EXECUTIVE OFFICER Arcapita has made considerable progress towards developing a robust and innovative global investment platform. This year, we expanded our investment teams, broadened the depth and coverage of our placement efforts, and invested in our global office infrastructure, all in anticipation of a substantial increase in our new investment activity. As we look towards the year ahead, we are focused on a number of thematically-driven sectors that we believe will underpin global economic growth in
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