CORPORATE PROFILE

PROFICIENCY IN UNLOCKING VALUE

VISION. INTEGRITY. FOCUS.

TABLE OF CONTENTS

01. CORPORATE PROFILE

02. INVESTMENT STRATEGY

03. STRUCTURAL EDGE

04. BOARD AND MANAGEMENT

05. MARKET OVERVIEW

06. CAPITAL DEPLOYMENT CYCLE

07. PORTFOLIO COMPANIES

08. PEGCC GUIDELINES

01. CORPORATE PROFILE

“Our culture is friendly and intense, but if push comes to shove we’ll settle for intense” Jeff Bezos

Growthgate Capital Corporation B.S.C. (‘Growth-gate Capital’) is a growth equity investment firm. We invest in profitable and promising middle market companies operating in the GCC and other select markets of the MENA region.

Growthgate Capital was incorporated as a closed joint stock company in the Kingdom of Bahrain in 2007. Our founders include State-owned banks, public pension funds, and single-family offices active in the Middle East.

Growthgate Partners (“GP”), a dedicated profes-sional firm, manages the investment activities of Growthgate Capital. Its principals comprise cor-porate financiers and seasoned dealmakers, with an extensive track record of landmark deals in a multitude of sectors.

Growthgate Capital’s competitive advantages lie in the transactional breadth and proficiency of GP’s team, as well as, the market insights and active support of its founding shareholders and Board members.

Growthgate Capital’s comparative advantages reside in its distinctive ‘buy and build’ strategy, and its corporate vs. fund-like structure that enhances shareholders’ rights and heightens management accountability.

Portfolio companies in which Growthgate Capital invests, assume prudent levels of debt that ena-ble them to fund their expansion plans and safe-ly weather economic downturns. They grow their businesses organically where warranted, and via bolt-on acquisitions when necessary, to expand their market reach and gain relevant scale on a regional level.

When Growthgate Capital was founded in 2007, PE investments were still a nascent activity in the MENA region. We had no established precedent to follow and we were not interested in emulating oth-er existing firms. Some had acclaimed the advent of PE as a means to duplicate the model applied in

more developed economies: eyeing mega deals, taunting the merits of leverage, and seeking total or partial buyouts. We set our own investment strate-gy based on a buy and build model that focuses on middle market companies, with no use of leverage, whilst keeping founders-managers at the helm of operations. Many PE managers have since followed suit and embraced our growth equity model. We trust that replicating is a form of flattery.

We believe that ingredients for our success have been carefully assembled at the outset. They included the construct of the management team, the selection of the shareholders’ base, and above all, our shared values and principles. This extended to the choice of our professional advisers and the selection of our investee companies and business partners.

Clarity of mission and perseverance has enhanced the quality of our execution and ensured a sustain-ability of superior results. GP works exclusively for Growthgate Capital. We dedicate all human talent, time, network, and experience to managing the firm’s operations, and maximizing its shareholders’ value. We carefully select our investments, diligent-ly monitor their growth, and efficiently harvest the fruits of their success at opportune times.

We operate from many locations but act as one firm. We have a richly diverse group of talented people who operate as one team. We are bound by one culture.

02. INVESTMENT STRATEGY

“Success is never accidental” Jack Welch

We, at Growthgate Capital, have been investing growth equity capital in fast growing businesses over the last seven years, working with families, business pioneers, entrepreneurs, management teams and other key stakeholders, to significant-ly enhance value by helping them transform their companies from local successes to regional champi-ons, and beyond. We currently have $1.7 billion in Assets Under Monitoring.

We have an established on-the-ground presence in the MENA region with offices in Bahrain, Dubai and Beirut, and a continued physical presence in all key countries of the GCC and other select markets. This market coverage enables us to source deals, monitor companies, spot opportunities and assist management teams in accelerating their growth plans.

We have built relationships around the region and beyond, with experienced business leaders, pioneers of industry, professional advisers, governments and regulators, and have an extensive track record of success across a range of sectors. This wealth of relations and wide network, together with the ethics and proficiency of our team, permit us to gain the proper inroads and market edge nec-essary to seek and identify exceptional investment opportunities.

We invest in profitable, well managed, assets appropriate and lightly leveraged businesses, that have a demonstrable track record in their home markets and the capacity to successfully scale-up their activities into new ones.

We follow a ‘buy and build’ strategy that targets middle-market companies operating principally in the GCC, with EV of between $50 million and $200 million, and invest growth equity capital to fund their expansion plans.

We partner with founders-managers and seldom seek majority control thus, avoiding lengthy nego-tiations on control issues, while leaving day-to-day operations in the capable hands of entrepreneurs. Our role consists of providing strategic advice at Board and Executive Committee levels, securing access to markets through our wide business network, fielding opportunities and talent, offering support for non-organic growth (conducting bolt-on and M&A transactions); and assisting on operational enhancements through industry experts and in-house advice. We have an agnostic approach to sectors and typically focus on service-oriented firms operat-ing in non-regulated industries and avoid those sectors that are either dominated by the State (pet-rochemicals, oil and gas) or that are location-specific (hospitality, real estate development).

03. STRUCTURAL EDGE

“The difference between a pebble and a mountain lies in whom you ask to move it” MW Buckingham

COMPETITIVE ADVANTAGES

A highly experienced General Manager that regroups veteran corporate financiers and dealmakers with an extensive transactional track record in the Middle East in a multitude of sectors. GP’s team has an in-depth knowledge of and a close affinity to, the social and business landscapes of the target markets. A culture of leadership by model prevails at GP with, at the helm, a team of commit-ted partners anchored by a dedicated Investment Advisory team, a Portfolio Management team, and invaluable corporate and support staffers.

A core base of founding shareholders, principally drawn from the Middle East, including State-owned banks, public pension funds, and single-family offices. The founding shareholders were selected from key markets of the region thus giving Growth-gate Capital a truly representative constituency. Shareholders are represented on the Board of Di-rectors, and double as Growthgate Capital’s ad-hoc advisory body.

A ‘buy and build’ strategy focused on the mid-dle market segment that targets successful local companies, with strong management teams and a potential for scalability. Growthgate Capital offers a balanced combination of organizational improve-ments, and growth-orientated initiatives, to broad-en the business offering, give management proper bandwidth, and expand the footprint regionally prior to staging an exit.

A constantly evolving, proprietary deal flow. This permits Growthgate Capital to secure a qualitative deal sourcing, avoid auction-type transactions that drive prices up and values down, and ensure a bet-ter control over the entire transactional process. These deal parameters result in an average closure rate in excess of 70 percent of reviewed targets. This is due to a rigorous pre-screening phase, a thorough corporate investigation, and direct discussions

with founders and principals, minimizing time, lowering costs, and increasing returns on invested capital.

COMPARATIVE ADVANTAGES

A permanent capital structure vs. a fund set up, that renders exits a function of fair value being attained rather than a prescribed holding period having elapsed. In a region where exits may be delayed by factors beyond one’s control, the undue pressure of divesting by a fixed date could negatively affect total returns. The relatively modest volumes and liquidity of the capital markets and the nascent nature of the regional M&A scene, make for less than a readily available path for harvesting investments. The permanent capital structure puts Growthgate Capital in a unique position of balancing maximum returns to shareholders.

A strict compliance with best standards of corpo-rate transparency and disclosure, and an adherence to best practices, are the hallmarks of Growthgate Capital. Uncommon in PE comparables, Growth-gate Capital has a twelve-member Board with rep-resentatives of shareholders as well as independent members, an Audit Committee, and an Investment Committee that oversees all capital allocations. Growthgate Capital holds a minimum of three Board meetings per annum, issues semi-annual reports to shareholders; and maintains constant communications with its stakeholders.

A competitive fee structure offers another differen-tiating factor in the PE industry. GP is paid a flat fee levied on the paid-up capital (not on NAV), in addi-tion to the carried-interest payable after deducting a straight hurdle rate. No advisory or monitoring fees are charged separately to portfolio companies, no ongoing consulting fees, and finally no success fees charged at entry into or exit from portfolio companies.

04. BOARD AND MANAGEMENT

“Management is doing things right; leadership is doing the right things” Peter Drucker

A highly experienced group of professionals works closely with the management team to complete the critical tasks that consist of conducting direct equity investments, monitoring their performance, and seeing to their successful realization.

BOARD OF DIRECTORS

Mr. Dhafer Al Ahbabi - Chairman

Mr. Saleh Al Habsi - Member

Mr. Badr Jafar - Member

Mr. Fahad Al Khalifa - Member

Mr. Khalifa Khouri - Member

Mr. Maher Mikati - Member

Mr. Varouj Nerguizian - Member

Mr. Mu’taz El Sawwaf - Member

Mr. Malek Sukkar - Member

Mr. Robert Sursock - Member

Mr. Tariq Badran - Member

SENIOR MANAGEMENT TEAM

Mr. Karim Souaid – Managing Partner

Mr. Ahmed Doumani – Partner

Mrs. Randa Khoury – Partner

Mr. Haythem Macki – Partner

05. MARKET OVERVIEW

“Risk comes from not knowing what you’re doing” Warren Buffett

OPPORTUNITY IN CRISIS The global financial crisis, which struck in 2008, and seems to abate more recently, has shaken investors’ beliefs in capital markets and the banking system as a whole. Assets mispricing, the deathtrap of subprime obligations, and the epidemic of moral hazard at large money center banks have all led to a retrenchment of capital. Stocks were hammered, bonds –whether corporate or sovereign- offered modest alternatives, while real estate stagnated and commodities went on an unpredictable course. The fundamental tenet of efficient market theory that existing share prices always incorporate and reflect all relevant information was simply out of synch with market reality.

Compared to developed markets, the un-sophis-ticated financial system of developing economies were an advantage to investors. Emerging mar-kets did not witness the financial bloodbath of large bank failures, toxic assets, and corporate shut downs that plagued more advanced economies. The impact of the global financial crisis on emerg-ing markets severely affected investors’ sentiment but not market fundamentals. Strong volumes of domestic demand, lower levels of sovereign and corporate debt, and natural resources supported the relative robustness of emerging economies.

At such time of crisis, Growthgate Capital saw the opportunity to deploy capital into promis-ing and growth-oriented businesses operating in the GCC and other select markets of the MENA region. Throughout that period, from 2008 to 2010, and beyond, Growthgate Capital directly invested along with entrepreneurs and business founders-managers into varied companies. This was made possible because our ‘buy and build’ strategy that targets middle market businesses is firmly based on fundamentals not on market trends. We invest- at all times - in companies that show tangible signs of our ‘3M’ litmus test: Managerial talent, Model resilience, and Market focus.

The market opportunity lies even today more than ever, in acquiring middle market, promising busi-nesses that offer valuable services or products to a growing number of domestic and regional custom-ers. Growthgate Capital continues to identify prof-itable, solid enterprises that are asset-light, with no excessive leverage and strong cash flow streams, and with the potential for regional scalability at minimum regulatory costs. We believe such busi-nesses will represent the biggest opportunities for PE investments in years to come.

MARKET CONDITIONS

Much has been said about the emerging markets’ growth story, but whether one adheres to it or not, there is a fundamental reason for emerging markets’ out-performance: the higher volatility makes it a riskier asset class. Investors should be compensated for taking risk, and with emerging markets they have been over the long term. Emerg-ing markets have a tendency to go through dramatic and often prolonged busts, but over the long term they have outperformed developed markets by an average of 1.5 percent annually since 1950.

Since 1995 the annualized volatility on the MSCI Emerging Markets Index has been roughly 25 percent, in contrast to about 15 percent for the MSCI World Index of developed countries. How-ever, the quantitative easing of the recent past has damped volatility as investors have been forced into riskier asset classes in their hunt for higher yields. With quantitative easing now coming to an end, at least in the US, we are returning to a more normal environment. Still emerging markets offer to assets managers the combined benefits of diversification, lesser correlation with developed markets, and a value-accretive proposition that is not tainted by excessive leverage.

Closer to home, the GCC markets are running at healthy growth rates due to steady oil prices and government stimuli translated into support

to the banking sector and the adjudication of massive public works. All of these factors com-bined have kept enterprises afloat and growing, consequently fostering a favorable investment en-vironment for PE firms with sufficient ‘dry powder’ and growth-orientated strategies. The dry powder of PE firms in the MENA region (reportedly $6.4 billion) is poised to stimulate a wave of IPOs for long-awaited exits and spur M&A activity with managers under pressure from LPs to deploy or return capital.

The receding effects of the Arab Spring, coupled with sings of a global economic recovery and steady oil prices form a set of factors that underly the recent vigor to the regional stock exchanges, thus, giving cause for cheer to PE firms to exit some of their investments though public flotation; and raising expectations of capital distributions.

MIDDLE MARKET

The most prevailing myth in the PE sector of the MENA region is that there are few deals left. We cannot disagree more with this specious declama-tion.

In the MENA region and especially in the MUST markets of: Morocco, UAE, Saudi Arabia, Tunisia, middle market businesses are abundant, growing at healthy rates, rarely leveraged, and poised to scale up beyond their national environment and into the regional markets.

In excess of 90 percent of all businesses in MENA are family-owned, covering almost every non-util-ities aspect of the economy, from banking to contracting, and from private transport to basic manufacturing. The medium-sized enterprises, in particular, generate the majority of non-oil exports (both products and services), create employment opportunities, develop talents and foster skills, and open new markets. They represent a wider selection of promising targets for PE firms to choose from.

With prospective large deals ($500 million - $1 bil-lion) having proven scarce, if not purely elusive, the smart money will be on value investors who focus on the more reliable middle market. This segment is ill-suited for bargain hunters, or short-term holders and more fitting for growth equity investors seek-ing to unlock the true potential of target companies over the medium-term (five to seven years) prior to harvesting an investment.

GLOBAL TREND CONVERGENCE

The most common story line in PE is that there are few bargains left. Warren Buffet talks about hunt-ing for elephants meaning large, stable, dividend gushing corporations. In that space of mega deals and larger transactions that require complex struc-turing, anti-trust scrutiny and significant financing acquisition activity might seem scarce. Not only are such deals rare but also corporate buyers, who have amassed massive cash reserves since the 2008 cri-sis, are on the prowl to compete for them with PE firms.

In developed economies, the so-called middle mar-ket PE firms that focus on small and mid-sized com-panies, usually with under $500 million in annual revenues, have been more active than larger ones. Despite being a very competitive deal market, there are many more businesses in the lower middle market, as there are fewer choices at the very large end of the spectrum. The growth of those smaller businesses are five times faster than the S&P 500 in 2013, according to new a new survey released by the National Center for the Middle Market completed in 2013.

More PE firms that focus on smaller opportunities are doing it through business development compa-nies or “BDCs.” These publicly traded entities are run by PE firms and invest mostly in the debt of smaller companies. Unlike standard PE funds, they are open to the public thanks to a legal exception to

spur investment in smaller businesses. BDCs have gained in popularity as their relatively risky lever-aged debt investments have performed well in the bull market, earning gains and dividends that com-bine to give investors high single or low double-dig-it returns.

There have been 21 initial public offerings of BDCs since 2010 that raised $2.16 billion, according to data from Dealogic.

Medium sized firms have produced strong gains compared to their larger counterparts in PE, ac-cording to industry reports, where it was pointed that buyout funds with less than $500 million in as-sets have outperformed those with more than $500 million in five of the last six years by their investor rate of return.

06. CAPITAL DEPLOYMENT CYCLE

“The four most dangerous words in investing are: this time it’s different” Sir John Templeton

CAPITAL DEPLOYMENT

Since its capitalization in mid-2007, Growthgate Capital has made investments in 8 portfolio companies covering various sectors, as per the below timeline:

2007:Acquisition of Able Logistics

(Q4) & Gama Aviation

(Q4)

2010:Acquisition of IrisGuard(Q1)

& IFS (Q4), Carveoutof Roots Steel (Q2)

2013:Exit from Root Steel

resulting in gross dividend distribution

of $4.4m (Q1)

2007:Initial CapitalSubscription:$102m (Q4)

2009:Acquisition of

Rubicon Group (Q4)

2014:Partial exit from

Able Logistics

2008:Aquisition of

Roots Group Arabia (Q2)

& Aveda International (Q4)

2008:Capital Subscription:

$99m (Q4)

MANAGING FOR GROWTH Growthgate Capital does not pursue a ‘buy and flip’ investment strategy. The ‘buy and build’ invest-ment strategy of Growthgate Capital is aligned with single-founders and family business’ desire to nurture sound returns on capital by shunning excessive debt, safeguarding business values, such as quality services or products, and pursuing accel-erated growth (both organic and by acquisitions) prior to conducting a successful exit sale.

When investing in a portfolio company, Growth-gate Capital seeks to generate investment returns in different ways: Operational performance, management discipline, effective governance, and controlled exit strategy.

For that end, GrowthGate Capital has professional-ized the monitoring of and support for, its portfolio companies, by dedicating a Portfolio Management Team to oversee these critical functions.

ENHANCING OPERATING PERFORMANCE This is typically achieved in three ways: operation-al excellence, effective use of capital and empha-sis on cash flow growth and returns. Optimizing performance requires the most productive use of every operating asset of a portfolio company: phys-ical, human and financial. Outsourcing goods and services, web-based customer response systems, productivity maps for optimal plant utilization, are tools often supported by Growthgate Capital in its portfolio companies.

Because they are sales-orientated, many businesses measure growth in terms of revenues. GrowthGate Capital’s approach is to measure growth in terms of cash flow. The cash flow growth - not sales growth - creates value either at the time of exit or earlier, to be reinvested in expansion or acquisitions. Hence, every investment decision at the level of a portfo-lio company is judged by its short and long-term impact on cash flow growth.

The effective use of capital is probably where Growthgate Capital seeks the largest and fastest value creation opportunities. Reducing the amount of capital used in the business has an exponential effect on shareholders’ value creation. Growth-gate Capital ultimately analyzes investment per-formance by the excess of ROI over the cost of capital. The less capital invested the more return we can generate from operations, and hence the more value we will create for our shareholders.

INSTALLING MANAGEMENT DISCIPLINE

For Growthgate Capital, management discipline is another key driver of value creation. Management discipline focuses on setting measurable goals for

each manager, monitoring progress toward achiev-ing those goals, and basing a portion of compensa-tion on those milestones and the portfolio compa-ny’s overall performance.

For Growthgate Capital, accountability and compensation are key to management discipline. Each portfolio company’s owner-manager is very clear about his or her responsibilities, what they are accountable for, how performance (or lack thereof) will be measured and how such performance will be rewarded.

Because Growthgate Capital has such emphasis on shareholders’ value creation, management performance at the level of each portfolio company is gauged by how such performance can affect and contribute to the value chain.

APPLYING EFFECTIVE GOVERNANCE

For Growthgate Capital, effective governance starts with effective management information systems and reporting tools. Growthgate Capital emphasizes efficient, timely and well-informed decision-mak-ing in portfolio companies.

Growthgate Capital uses a clear and straightfor-ward, yet not overwhelming management dash-board, to monitor investment performance.

Growthgate Capital structures the management of its portfolio companies around the Executive Committee, which has the ultimate say on all matters that are ‘not in the ordinary course of busi-ness’. This helps expedite time-sensitive decisions without the need to convene the entire board of a portfolio company.

Growthgate Capital looks at a medium-term exit of five to seven years from the date of the initial investment in a portfolio company. We assess

the merits of any investment decision relating to portfolio companies - be it a merger or a bolt-on acquisition - in light of the impact of that invest-ment on the flexibility of exit and the return that such investment will generate upon exit.

PARTNERSHIP APPROACH

Prior to conducting any investment we careful-ly assess the potential of working in tandem with founders-managers and entrepreneurs to form a long-lasting partnership. This is the most impor-tant ingredient for success: human synergies and alignment of interests between Growthgate Capital and its investee companies. Medium-to-long term goals are shared, execution plans well defined; and performance benchmarking pre-determined. We spend a great deal of time and effort to grasp the vision and strategy of our partners, to understand their business models and styles. This in turn, per-mits us to fully appreciate the potential risks ahead and the prospective opportunities. Such pre-in-vestment groundwork allows Growthgate Capital to better monitor the progress and the challenges that our investee companies experience during the holding period, and to accompany management in terms of support and resources. The idea of a PE investment being transitory and merely opportun-istic, is alien to our culture.

07. PORTFOLIO COMPANIES

“Know what you own, and know why you own it” Peter Lynch

ABLE LOGISTICS GROUP

Business Location and MarketsUAE, Saudi Arabia, Oman, Iraq, Hong Kong, China, Afghanistan, and North Africa.

SectorIntegrated logistics services including freight forwarding, land transport and warehousing.

Management TeamDr. Ghanem Al Hajiri, Chairman Mr. AbdullaYacoubi, President Mr. Vijay Vikram, Managing Director Mr. Stephen Dessurne, Deputy Managing Director Mr. Bernie Landicho, Finance Controller

Growthgate Capital ShareholdingInvestment Year: 2007Ownership Stake: Majority Estimated Exit Timeline: 2014 (completed partial exit)Board Representation: 4 out of 7 members

Other ShareholdersDr. Ghanem El Hajiri Mr. Abdulla Yacoubi Mr. Vijay Vikram

Websitewww.ablelg.com

OVERVIEW

Able Logistics Group (“Able”), established in 2001 under the trade name ‘E-Freight’, is an integrated logistics services group with three main business lines: Freight forwarding, land transport & ware-housing logistics.

The company is headquartered in the UAE and operates through several locations including Dubai (Dubai Airport/Jebel Ali), Abu Dhabi and Sharjah. Able’s footprint has expanded over the past years through subsidiaries and affiliates in Oman, Saudi Arabia, Hong Kong and recently Iraq, in addition to having a base in Afghanistan for more than a decade.

ABLE’S POSITIONING IN THE INDUSTRY

The logistics industry has been under pressure from a slowdown in world trade growth due to continuous market challenges, including the global crisis in 2008, Asian market’s fatigue and an economic slowdown in Europe. The Middle East region, however, stood out from others by recording a 15 percent YoY increase in cargo demand in 2013. The growth of the industry has been fueled by the continuous investment in logistics infrastructure, including logistics cities, warehouses, ports and airports across the Middle East, and particularly in the UAE and the rest of the GCC countries.

Benefiting from its strategic location in the UAE, Able has expanded its geographical reach and integrated its operations between air and sea freight forwarding, land transport and warehous-ing. Able has built solid and long-term business relations with trade conglomerates and multina-tionals operating in the FMCG and electronics sector, allowing it to sustain a healthy volume of business in different cycles. Within challenging market conditions, Able tamed the financial and economic crisis by out- performing the indus-try in terms of revenue growth, registering a 14 percent CAGR between 2007 and 2012. Able’s performance has been largely driven by its asset-appropriate model, integrated logistics services, strategic footprint, and established rela-tionships with an ever growing client base.

GAMA AVIATION GROUP

Business Location and MarketsFarnborough Airport (UK), Aberdeen and Glasgow (Scotland), Moscow (Russia), Geneva (Switzer-land), Teterboro (New York, US), Bridgeport Con-necticut (US),West Palm Beach (Florida, US), Las Vegas (US), Sharjah International Airport (UAE), Saudi Arabia, Hong Kong and China, with global coverage.

SectorPrivate Aviation Services

Management TeamMr. Marwan Khalek, CEO Mr. Stephen Wright, COO Mr. Darren Millington, CFO

Growthgate Capital ShareholdingInvestment Year: 2008Ownership Stake: Strategic minority Estimated Exit Timeline: 2015Board Representation: 2 out of 5 members

Other ShareholdersMr. Marwan Khalek Mr. Stephen Wright Mr. Ghassan Khalek

Websitewww.gamagroup.com

OVERVIEW

Founded in 1983, Gama Aviation Group (“Gama”) is a private aviation group whose activities include aviation engineering and maintenance, jet manage-ment, interior design and refurbishment, leasing and charter services.

Today, Gama is one of the handful private jet operators managing a sizeable fleet (<100) on a global basis. It holds various industry certi-fications and approvals (ISO 9001:2008, CAA UK, FAA US, AOC UAE, European EASA Part 145, US FAA Part 145, CAA Egypt, DCA Cayman Island, and DCA Bermuda maintenance), with more than 29 years of experience, employing circa 500 dedicated professionals, engineers and pilots having a combined experience of flying more than one million hours.

GAMA’S POSITIONING IN THE INDUSTRY

The global financial crisis which started in 2008, had a severe negative impact on business aviation. However, the importance of private aviation as a time-saving tool for decision-makers has resulted in a quick improvement in the market. Emerging markets are also helping in the industry’s recovery as orders for new aircrafts from the Middle East, India and China account for more than 70 percent of total orders. Gama’s diversified business has permitted the company to sustain the effects of the slowdown and position itself for the recovery whose signs are tangible in the US, Europe and Asia.

Since its acquisition of PrivatAir US in 2008, Gama has acquired five businesses whose niche aviation services offer complementary benefits to Gama’s integrated value chain: flight operational planning, avionics, interiors, rotaries, and piston engines. In 2014, Gama was awarded the management of “Wheels Up”, a new membership program of a sizable 30 King Air fleet in the US.

ROOTS GROUP ARABIA

Business Location and MarketsSaudi Arabia, UAE, Qatar, Egypt, Lebanon, Syria, Hong Kong, Malaysia, China and UK.

SectorManufacturing, Distribution, and Design and Build

Management TeamMr.Tahir Dabbagh, Chairman Mr. Ousama Fansa, CEO Mr. Samir Al Shubaily, Deputy CEO Mr. Nabeih Al Jehani, CFO Mr. Ayman Adham, CCO

Growthgate Capital ShareholdingInvestment Year: 2008 Ownership Stake: Strategic minority Estimated Exit Timeline: 2014Board Representation: 1 out of 9 members

Other ShareholdersMimar Invest Modern Souj Others

Websitewww.arabian-roots.com

OVERVIEW

Established in 1981 as a supplier of building mate-rials to the construction industry in Saudi Arabia, Roots Group Arabia (“RGA”) has grown to become a building materials conglomerate capable of de-signing, sourcing, manufacturing, supplying a wide range of products to the construction industry.

RGA operates three divisions: Distribution, Manufacturing, and Design & Build that form an integrated value chain. RGA’s portfolio of building materials products extends to over 26,000 Stock Keeping Units (SKUs) including industrial consumables, paint, woodworks, sanitary wares, generators, power tools, scaf-folding, heavy equipment and cranes, in addi-tion to finishing and furnishing products.

Besides its own five manufacturing plants in Saudi Arabia, RGA sources its products from international suppliers, and has strategic agreements and joint ventures with region-al and international product developers and original equipment makers.

ROOTS GROUP’S POSITIONING IN THE INDUSTRY

The growing economies of the GCC fuelled by a global oil demand have ensured continuous in-vestment across the GCC to support infrastruc-ture and economic growth. The regional construc-tion industry has managed to remain buoyant throughout the past years as a result of a massive roster of public works, particularly in Saudi Ara-bia, Qatar and the UAE. Reportedly, there are as much as $2.5 trillion worth of projects in the de-sign, bid or construction stage in the GCC. The Saudi Arabian market particularly stands out, with a 21 percent CAGR in the value of awarded construction contracts over the period 2008-2012 largely driven by public projects.

Relying on its firm positioning in the GCC market, its wide products offering, diverse customer base and suppliers, RGA ranks amongst the leading players in its sector. RGA has established a solid presence in key locations across the MENA region, as well as in Asia and in Africa. In December 2013, RGA completed its acquisition of 40 percent of Ideal Standard (Middle East and Africa), the world renowned sanitary works manufacturer.

AVERDA INTERNATIONAL

Business Location and MarketsLebanon, Saudi Arabia, UAE, Qatar, Oman, Morocco, Ireland, Angola and Gabon.

SectorIntegrated waste management (collection, treat-ment, and disposal), in addition to shredding and recycling services

Management TeamMr. Maysarah Sukkar, Chairman Mr. Malek Sukkar, CEO Mr. Mazen Chebaklo, CCO Mr. Patrick Speek, CFO

Growthgate Capital ShareholdingInvestment Year: 2008 Ownership Stake: Strategic minority Estimated Exit Timeline: 2015Board Representation: 2 out of 5 members

Websitewww.averda.com

OVERVIEW

Averda International (“Averda”) is the largest private sector waste management company in the MENA region. Averda provides inte-grated waste management and environmental services based on more than 35 years of sector expertise.

Averda’s spectrum of services covers cleaning, collecting, transporting, sorting, recycling, disposing and treating solid, liquid, non-toxic and hazardous waste. Averda services major capitals in the MENA region (Beirut, Abu Dhabi, Rabat) as well as, commercial,industrial and residential zones in nine coun-tries, namely the UAE, Lebanon, Saudi Arabia, Qatar, Oman, Morocco, Ireland, Angola and Gabon.

Averda’s high-end engineering servic-es support its expansion into new markets and products. Averda constantly addresses waste-related challenges by modeling and spe-cifically designing tools and processes to meet the requirements of its customers and wider communities. Averda adheres to worldwide industry specifications and standards, and applies latest technologies whilst using mod-ern and specialized fleet and equipment throughout its operations. Averda is supported by a strong workforce comprising some 10,000 staff.

AVERDA’S POSITIONING IN THE INDUSTRY

Right until 2008, Averda’s business model consist-ed of providing solid waste management services to 350 municipal communities in Lebanon cover-ing two million people. Since then, Averda has em-barked on an ambitious and aggressive expansion program, which has enlarged its footprint into the GCC, North Africa and Europe.

Averda’s commitment to service direct excellence places it in competition with long-established glob-al operators in the waste management industry. Unlike others, Averda’s competitive advantages lie in its deep knowledge of the region’s dynamics and its experience in running successful and integrated waste management projects with both public and private sector constituents.

RUBICON GROUP HOLDING

Business Location and MarketsJordan, US, Philippines and UAE, with global coverage

SectorAnimation and Edutainement

Management TeamMrs. Randa Ayoubi, CEO Mr. Ghassan Ayoubi, Executive Director and Corporate Business Development Mr. Nowar Shahrouri, Finance Director

Growthgate Capital ShareholdingInvestment Year: 2009 Ownership Stake: Strategic minority Estimated Exit Timeline: 2015Board Representation: 2 out of 7 members

Other ShareholdersAccelerator Technology Fund Haya Ventures Kawar Group Others

Websitewww.rubiconholding.com

OVERVIEW

Rubicon Group Holding (“RGH”) is a global transmedia company specializing in multi-platform digital production, animation, and themed entertainment.

RGH operates from offices and studios in the Mid-dle East (Amman/Dubai), Asia (Philippines), and the US (Los Angeles), and delivers end products on a global basis.

RGH was initially known for its successful pro-duction of Ben & Izzy as an animated televi-sion series. Later, RGH co-produced the “Pink Panther & Pals” TV series, in association with MGM, and has currently launched its latest co-production with Dreamworks of “Postman Pat” The Movie, based on the popular British children’s television series. In 2013, Rubicon signed a co-production agreement with Unique Pictures to produce “High In The Clouds”, a theatrical feature based on Paul McCartney’s children’s book, expected to be released in 2015. RHG is also working on its own pro-duction of the animated movie “The Life and Adventures of Santa Claus” due for release in 2015.

“Pink Panther & Pals” was awarded best an-imated series and best directing at the pres-tigious Kidscreen Awards in New York in 2011 and “A Very Pink Christmas” awarded best TV Episode at the Los Angeles Animation Festi-val in 2012. Moreover, Trashers, an applica-tion/game produced by RGH, was awarded “2011 Best App Ever” at the Oscars for the App World.

RUBICON’S POSITIONING IN THE INDUSTRY

RGH is considered as one of the leading digital an-imation and themed entertainment companies that is much sought after by large US and UK studios and renowned producers to co-produce global pro-jects, challenging IP and innovative animation, en-tertainment and gaming ventures. RGH’s success originates from its creative talents, its culture of excellence and the forging of strategic partnerships with global and prominent leaders in the media and communication industries, such as Turner Broad-casting, MGM Studios, Toonz Animation, Dream-Works and many others.

IRISGUARD INC.

Business Location and MarketsUK, US, Jordan and the UAE, with global coverage

SectorIris Recognition Technology - Biometrics

Management TeamMr. Imad Malhas, CEO Mr. Joe O’Caroll, CMOMr. Andy Holland, CTO

Growthgate Capital ShareholdingInvestment Year: 2010 Ownership Stake: Strategic minority Estimated Exit Timeline: 2016Board Representation: 2 out of 5 members

Other ShareholdersKawar Group Antwan Ltd Imad Malhas

Websitewww.irisguard.com

OVERVIEW

IrisGuard Inc. (“IrisGuard”) is a leading pro-vider of iris recognition end-to-end solutions (hardware, software, and maintenance) fo-cused on managing human identity require-ments.

Established in 1999, IrisGuard business fo-cuses on national security, credentialing, and banking (including online and other payment applications). The company supports its cus-tomers and system integrators in building large scale iris solutions, using custom de-signed iris cameras (electronics as well as op-tics), as well as a highly reliable architecture designed to meet large customers’ demands and delivering unparalleled performance and real-time responses.

IrisGuard has deployed iris recognition for the first time ever at ATM machines to withdraw cash without the need to use a card or a pin. IrisGuard has attracted global media attention (CNN, BBC, National Geographic, Newsweek) and received prestigious awards, notably the 2009 Frost & Sullivan World Iris Recognition Entrepreneurial Company and the 2010 Frost & Sullivan World Product Quality Leadership Award, recognizing the leadership of IrisGuard in the biometrics industry.

IrisGuard manages an IRT data bank of more than 72 million irises, and operates from offic-es in the UK, Switzerland and Jordan.

IRISGUARD’S POSITIONING IN THE INDUSTRY

The superior quality provided by IrisGuard’s relia-ble products and services has materialized in land-mark projects, the major ones being the UNHCR Syrian Refugee Iris registration system, the UAE Homeland Security project, the Indian National ID project, and its successful deployment of the world’s largest border control iris system in Jor-dan and equipping a large number of post offices in Jordan with iris cameras as part of IrisGuard pio-neered Eye-government initiative.

INTERNATIONAL FOOD SERVICES

Business Location and MarketsSaudi Arabia, Egypt, UAE, Syria and Lebanon

SectorFood processing, distribution and catering

Management TeamMr. Ziad Rayess, CEO Mr. Karim Chebaklo, COO

Growthgate Capital ShareholdingInvestment Year: 2010 Ownership Stake: Strategic minority Estimated Exit Timeline: 2016Board Representation: 1 out of 5 members

Other ShareholdersMimar Invest Others

Websitewww.ifsksa.com

OVERVIEW

International Food Services (“IFS”) is a Sau-di-based food processing, distribution and mass operator. IFS has plants in Saudi Arabia, Egypt, Syria and distribution operations in the Levant the UAE. IFS owns and operates state of the art food processing facilities in Jeddah, including canned meat, jam and cheese, as well as plas-tic and aluminum factories (for food packaging).

In the staple foods category, IFS owns and operates one of the largest potato factories in Egypt, whilst in dairy products, the company operates a powder milk factory in Syria. The distribution arm is supported by 20 warehous-es, located in major cities throughout Saudi Arabia as well as the Levant region, and a fleet of 85 vehicles serving more than 500 outlets.

IFS owns leading labels such as: “Hot&Crip-sy”, “Golden Fields”, “Maysa”, and distributes a few other FMCG products. Additionally, IFS operates fast food outlets and convenience stores. IFS catering division is specialized in labor camps and is growing its market share of the Hajj sector using the scale and synergies of its centralized operations.

INTERNATIONAL FOOD’S POSITIONING IN THE INDUSTRY

The food industry in the MENA region, and particu-larly in the GCC, is expected to prosper in the com-ing years due to strong demographics and a high level of urbanization, notably in Saudi Arabia and Egypt, where the age bracket under 14 represents 38 and 33 percent of the total population, respec-tively. The entrenched position of IFS in these two strategic markets bodes well for its future prospects in terms of revenue streams, diversification of busi-ness lines and profit sustainability. Additionally, IFS is increasing its exports to regional markets.

IFS is quickly becoming a vertically integrated enterprise with further expansion into food process-ing, large scale catering and wholesale distribution. The company invested significant funds and efforts for the completion of its food-processing complex (both in Saudi Arabia and in Egypt) to reach the critical output capacity needed, the variety of prod-ucts in demand and the state of the art equipment and machinery. The brands created by IFS, namely “Hot&Crispy”, “Golden Fields” and “Maysa” have all the potential of becoming household names in the food sector.

08. PEGCC GUIDELINES

“There is no such thing as a minor lapse of integrity”Tom Peters

PEGCC GUIDELINES

The Private Equity Growth Capital Council (“PEGCC”), based in Washington, DC, is an advocacy, communica-tions and research organization and resource center established to develop, analyze and distribute information about the private equity industry and its contributions to the national and global economy. The PEGCC opened its doors in February 2007.

These guidelines are:

1. Consider environmental, public health, safety, and social issues associated with target companies when evaluating whether to invest in a particular company or entity, as well as during the period of ownership.

2. Seek to be accessible to, and engage with, rele-vant stakeholders either directly or through repre-sentatives of portfolio companies, as appropriate.

3. Seek to grow and improve portfolio companies for long-term sustainability and to benefit mul-tiple stakeholders, including on environmental, social and governance issues, and to that end, work through appropriate governance structures (e.g. board of directors) with portfolio companies with respect to environmental, public health, safety, and social issues, with the goal of improving per-formance and minimizing adverse impacts in these areas.

4. Seek to use governance structures that provide appropriate levels of oversight in the areas of audit, risk management and potential conflicts of interest and to implement compensation and other policies that align the interests of owners and management.

5. Remain committed to compliance with applica-ble labor laws in the respective countries of portfo-lio companies; support the payment of competitive wages and benefits to employees; provide a safe and healthy workplace in conformance with applicable law; and, consistent with applicable law, respect the rights of employees to decide whether or not to join a union and engage in collective bargaining.

6. Maintain strict policies that prohibit bribery and other improper payments to public officials consistent with the U.S. Foreign Corrupt Practices Act, similar laws in other countries, and the OECD Anti-Bribery Convention.

7. Respect the human rights of those affected by investment activities and seek to confirm that investments do not flow to companies that utilize child or forced labor or maintain discriminatory policies.

8. Provide timely information to limited partners on the matters addressed herein, and work to foster transparency about activities.

9. Encourage portfolio companies to advance these same principles in a way which is consistent with their fiduciary duties.

GENERAL INFORMATION

OFFICESRegistered Office Manama - Bahrain Building 247, Office 653Road 1704, Diplomatic Area 317 Tel: +973 17 518734Fax: +973 17 518787

Branch Office Dubai - UAE Emirates Towers, Level 11Sheikh Zayed RoadPO Box 36330Tel: +971 4 330 2220 Fax: +971 4 330 1133

Representative Office Beirut - Lebanon Beirut Central District 157 Marfaa Saad Zaghloul Street Tel: +961 1 974412 Fax: +961 1 974413

www.growthgate.com

VISION. INTEGRITY. FOCUS.

www.growthgate.com