Symphony Regulatory News (SIHL)

Not for Distribution, directly or indirectly, in or into the United States or any jurisdiction in which such distribution would be unlawful.

1 March 2018

Symphony International Holdings Limited

Financial Results for the year ended 31 December 2017

Symphony International Holdings Limited ("Symphony" or the "Company") announces results for the year ended 31 December 2017. The condensed financial statements of the Company has not been audited or reviewed by the auditors of the Company.

Introduction

The Company is an investment company initially incorporated as a limited liability company under the laws of the British Virgin Islands on 5 January 2004. The Company voluntarily re-registered itself as a BVI Business Company on 17 November 2006. The Company's investment objectives are to increase the aggregate net asset value of the Company ("NAV") calculated in accordance with the Company's policies through strategic longer-term investments in consumer-related businesses, primarily in the healthcare, hospitality and lifestyle ("HH&L") sectors (including education and branded real estate developments) and through investments in special situations and structured transactions, which have the potential to generate attractive returns and to enhance the NAV.

The Company was admitted to the Official List of the UK Listing Authority on 3 August 2007 under Chapter 14 of the UK Listing Rules and its securities were admitted to trading on the London Stock Exchange's main market for listed securities on the same date.

As at 31 December 2017, the issued share capital of the Company was US$382.80 million (31 December 2016: US$414.08 million) consisting of 488,221,592 (31 December 2016: 528,838,811) ordinary shares.

Symphony's Investment Manager is Symphony Asia Holdings Pte. Ltd. ("SAHPL" or the "Investment Manager"). The Company entered into an Investment Management Agreement with SAHPL as the Investment Manager.

Net Asset Value

The NAV attributable to the ordinary shares on 31 December 2017 was US$1.2672 per share (US$1.2345 per share on a fully diluted basis). This represents a 3.8% increase over the NAV per share of US$1.2211 at 31 December 2016 (US$1.1988 per share on a fully diluted basis).

Chairmen's Statement

Over the past year there has been a definitive shift in sentiment and the global economic landscape. Investors are generally much more positive than they were a year earlier, and growth is accelerating in most major economies. Despite the volatility that has been caused by the shifting political spheres of influence and concerns over rising interest rates, we have seen a strong run-up in public market valuations that have been driven by strong earnings momentum. Emerging markets, particularly in Asia, have become increasingly attractive in the global landscape with stronger growth expectations. Although the favourable environment will likely continue into 2018, we see some risk from the unwinding of the unprecedented monetary easing that began almost a decade ago and to a lesser extent, geopolitical tensions (including protectionism) that tend to have a shorter-term impact on financial markets.

Symphony's portfolio performed favorably during 2017. Net asset value ("NAV") and NAV per share, Symphony's key measures of performance, were US$618.7 million and US$1.27 (US$1.23 on a fully diluted basis) at 31 December 2017, respectively. During the 2017 financial year, we paid out dividends of US$ 82.3 million or 13.5 cents per share. Excluding the impact of these dividends paid, the NAV and NAV per share would have been US$700.9 million and US$1.44 on the same date or 8.5% and 17.6% higher than a year earlier, respectively. The better performance on a NAV per share basis is predominantly due to the value accretion derived from the share buyback program. During 2017, Symphony bought back and cancelled a total of 43.5 million shares (8.2% of the total shares outstanding) at a cost of US$37.3 million.

Since introducing the dividend policy in 2014 and more recently, the share buyback program, we have made progress in reducing the discount that the Company's share price trades to NAV per share. The discount has narrowed from 41.7% at the time of the first dividend announcement to 33.7% at 31 December 2017. We hope to narrow this further in the coming years.

As a result of the run-up in public market valuations during 2017, we took the opportunity to realize some of our listed portfolio investments. We announced at the end of the third quarter of 2017, an exit from Parkway Life Real Estate Investment Trust ("PREIT) that generated proceeds (net of transaction expenses) of US$70.3 million. Together with the dividends received of US$26.8 million since the initial investment, Symphony achieved an annualized return and times the original cost from this investment of 14.4% and 2.9 times, respectively. We also made a partial exit from Minor International Pcl ("MINT") through the sale of warrants and shares in the market, which generated proceeds of US$96.6 million during the year. The annualized return and times the original cost of investment on the partial sale of shares in 2017 (taking into account dividends) was 19.1% and 5.1 times, respectively. The exits and partial exits made over the past several years have allowed us to consistently maintain healthy distributions to our shareholders in addition to supporting the share buy buyback program that was initiated at the beginning of 2017.

During 2017, we made follow-on investments related to the property development in Desaru, Malaysia and the Liaigre Group. The follow-on investments cumulatively amounted to approximately 5% of NAV. We continue to explore a number of new investment opportunities. However, we see high valuation expectations in the current market environment. One of the advantages of Symphony's permanent capital structure, is not having to deploy capital at inopportune times within business cycles unless we see a strong value proposition and or a propensity to generate value with the right partners. In this light, we continue to evaluate our deal-flow for attractive opportunities to add to Symphony's investment holdings.

Regarding the performance of our portfolio, our listed investments, that include MINT and IHH Healthcare, continue to grow their businesses. During 2017, MINT added three hotels, bringing the total owned and management properties to 158, and 68 restaurants that increased the number of outlets in its portfolio to 2,064. Some key highlights related to MINT's portfolio include entry into the UK by taking a significant interest in Corbin and King, which operates iconic destination restaurants that include The Wolseley, The Delaunay, Brasserie Zedel and The Beaumont Hotel, a 73 key five star hotel in Mayfair. MINT also announced new properties in Thailand, the UAE and the Maldives during 2017. MINT's core revenue and EBITDA (excluding non-recurring items) increased by 8% and 9% in 2017 year-over-year, respectively. Operations in Asia continue to benefit from growing intra-regional travel and rising incomes.

IHH continued to see a ramp-up in operations at newer hospitals opened in 2017, organic growth at incumbent hospitals, larger contributions from Tokuda and City Clinic Group acquired in 2016 and ongoing growth of IMU, the group's healthcare medical university. Inpatient admissions and revenue intensity per patient increased across the Group's geographic footprint. As result, IHH had revenue growth of 11% in 2017 year-over-year. Some portfolio highlights during 2017 include the opening of Gleneagles Hong Kong Hospital in March, an acquisition of a majority interest in Angsana Holdings (a molecular diagnostics business) and an exit from its interest in Apollo Hospitals in India. EBITDA was flat in 2017 year-over-year as overall profitability was impacted by the pre-operating costs from the Gleneagles Hong Kong Hospital and to a lesser extent, wage inflation. IHH is well placed to take advantage of growing demand for private healthcare in its core markets and we anticipate higher growth in EBITDA in coming years as newer facilities continue to ramp-up operations.

The favourable growth environment has also benefited our unlisted businesses. We have seen an improvement in the trading of the Liaigre Group, the Wine Connection Group ("WCG") and C Larsen Singapore Pte. Ltd. ("C Larsen"). Over the past eighteen months, the Liaigre Group has invested heavily to lay the foundation for future growth at the expense of short-term profitability, which has included expenditures on new showrooms, a platform to expand the business in Asia and a marketing function that had not existed previously. We are happy to report that in addition to receiving significant publicity over the past six months, the Liaigre Group has signed a number of new large projects that will contribute to profitability of the business over the next few years.

WCG has been able to grow its business, despite a difficult trading environment in Singapore and Thailand for the food & beverage industries. In addition to growing revenues by 5% year-over-year on a constant currency basis, the management team of WCG was able to improve efficiency and improve EBITDA margins by 5.1% in 2017 compared to the prior year. The main focus for this business going forward is to expand its footprint in other Asian countries and management is actively exploring three new markets. We are extremely pleased with the performance for this business given the difficult operating environment.

C Larsen, which primarily distributes high-end US and European furniture brands in Thailand through retail outlets and by providing furniture, fixture and equipment solutions for property developers, saw its business benefit from a strong luxury real estate market in Thailand. We expect this business to continue to perform well in 2018 on account of an existing strong order pipeline from both retail and corporate clients.

Our investment in WCIB International Co. Ltd ("WCIB"), which is developing Wellington College International Bangkok, is an example of our commitment to focusing on long-term trends. The demand for private international education institutions continue to grow in Asia with demand primarily from local families seeking globally recognized qualifications for further study abroad. Local families currently account for over 80% of students at international schools (ITS UASG 8th Edition 2016-2017). Phase one of Wellington College International Bangkok, which will cater to ages 2-11 years, is on schedule to open in August 2018 and we are beginning to see an increase in enrollments. The school will cater to additional school years as other phases are rolled out over the next few years. We are excited about bringing the fifth international addition to the Wellington College family of schools to Thailand and look forward to further openings in the region in the future.

On the property side of the business, we continue to position to explore options for realizing value out of our holdings. The development in Desaru, Malaysia is expected to launch later this year that will allow us to begin monetising part of this development by commencing the sale program for the villas. In Niseko, Japan, there has been a strong increase in the value of real estate that has been driven Asian demand, particularly from Hong Kong and Singapore, for vacation properties. As a result, the value of the land held by our property joint venture in Japan has increased. No decision has been made on whether to sell or develop the land and we continue to positively view the prospects for either strategy as that area continues to develop further into a top all year-round tourist destination in Asia.

We continue to hold our two property investments in Bangkok, Thailand that include SG Land Co. Ltd ("SG Land"), which owns the two leasehold office towers in central Bangkok, and Minuet Ltd ("Minuet"), a joint venture company that holds approximately 332 rai (53 hectares) of land. The office towers continue to provide us with an attractive yield and we continue to see the area around the Minuet land being developed, which should support higher valuations for this investment in the future. The Wellington College International Bangkok school, which is being built on Minuet land that was sold to WCIB, is expected also to add considerable value to the rest of Minuet's land holdings in the area.

The speed of development in Asia has been astounding, particularly over the past decade. We are seeing economies traditionally driven by external demand with factory led models to one that is increasingly driven by services and consumption. Asian consumers are also becoming richer, less price sensitive and more elderly. Although we do see some risks as highlighted earlier, our businesses and real estate holdings will continue to benefit from these long-term trends. Our realizations to date have validated our investment thesis by providing attractive risk adjusted returns. Since announcing the dividend policy in March 2014, Symphony has distributed a total of US$177.2 million through dividends. We look forward to continuing to reward our shareholders with dividends in addition to growing our NAV per share. Once again, we would like to thank you our shareholders and business partners for their continued support.

Pierangelo Bottinelli

Chairman, Symphony International Holdings Limited

Anil Thadani

Chairman, Symphony Asia Holdings Pte. Ltd.

28 February 2018

Investment Manager's Report

This "Investment Manager's Report" should be read in conjunction with the financial statements and related notes of the Company. The financial statements of the Company were prepared in accordance with the International Financial Reporting Standards ("IFRS") and are presented in U.S. dollars. The Company reports on each financial year that ends on 31 December. In addition to the Company's annual reporting, NAV and NAV per share are reported on a quarterly basis being the periods ended 31 March, 30 June, 30 September and 31 December. The Company's NAV reported quarterly is based on the sum of cash and cash equivalents, temporary investments, the fair value of unrealised investments (including investments in unconsolidated subsidiaries, associates and joint ventures) and any other assets, less any other liabilities. The financial results presented herein include activity for the period from 1 January 2017 through 31 December 2017, referred to as "the year ended 31 December 2017".

Our Business

Symphony is an investment company incorporated under the laws of the British Virgin Islands. The Company's shares were listed on the London Stock Exchange on 3 August 2007. Symphony's investment objective is to create value for shareholders through longer term strategic investments in high growth innovative consumer businesses, primarily in the healthcare, hospitality and lifestyle sectors (including education and branded real estate developments), which are expected to be fast growing sectors in Asia, as well as through investments in special situations and structured transactions.

Symphony's Investment Manager is Symphony Asia Holdings Pte. Ltd. ("SAHPL"). The Company entered into an Investment Management Agreement with SAHPL as the Investment Manager. Symphony Capital Partners Limited ("SCPL") is a service provider to the Investment Manager.

SAHPL's licence for carrying on fund management in Singapore is restricted to serving only accredited investors and/or institutional investors. Symphony is an accredited investor.

Investments

At 31 December 2017, the total amount invested by Symphony since admission to the Official List of the London Stock Exchange in August 2007 was US$444.8 million (2016: US$412.5 million). SIHL's total cost of investments after taking into account shareholder loan repayments, partial realisations and the cost of fully realised investments was US$183.7 million at 31 December 2017, down from US$283.6 million a year earlier. The change is due to (i) the partial realisation of MINT shares held, which has generated proceeds in excess of total cost for that investment of US$53.7 million compared to a net cost of US$42.9 million at 31 December 2016 (ii) the complete exit from PREIT reducing the cost to nil at 31 December 2017 compared to a net cost of US$31.5 million a year earlier and (iii) shareholder loan principal repayments of US$4.4 million during 2017. These reductions were offset by investments of US$32.3 million and other minor movements in cost US$0.2 million. As at 31 December 2017, the healthcare, hospitality, lifestyle, lifestyle/real estate sectors and a structured investment accounted for 17.3%, -29.2%, 57.8%, 51.8%, and 2.4% (2016: 22.3%, 15.1%, 27.8%, 31.9% and 2.9% of total cost of investments, respectively.

The fair value of investments, excluding temporary investments (but including structured investments), held by Symphony was approximately US$624.1 million at 31 December 2017, down from US$661.1 million a year earlier. This change is comprised of an increase in value of investments by US$99.6 million and new investments of US$32.3 million, which were more than offset by realisations (including shareholder loan repayments of US$168.9 million).

As at 31 December 2017, we had the following investments:

Minor International Public Company Limited

Minor International Public Company Limited ("MINT") is a diversified consumer business and is one of the largest hospitality and restaurant companies in the Asia-Pacific region. Anil Thadani (a Director of the Company) currently serves on MINT's board of directors. Sunil Chandiramani (a Director of the Company) currently serves as an advisor to MINT's board of directors. MINT is a company that is incorporated under the laws of Thailand and is listed on the Stock Exchange of Thailand.

MINT owns 70 hotels and manages 88 other hotels and serviced suites with 20,209 rooms. In addition to owning hotels under the Four Seasons, St. Regis and Marriott brands, MINT owns and manages hotels under its own brand names that include Anantara, Oaks, Elwana, Avani, Tivoli and The Beaumont in 25 countries.

As at 31 December 2017, MINT also owned and operated 2,064 restaurants (comprising 1,072 equity-owned outlets and 992 franchised outlets) under the brands The Pizza Company, Swensen's, Sizzler, Dairy Queen, Burger King, Beijing Riverside, Thai Express and The Coffee Club amongst others. Approximately two-thirds of these outlets are in Thailand with the remaining number in other Asian countries, the Middle East and the United Kingdom. MINT's operations also include contract manufacturing and an international lifestyle consumer brand distribution business in Thailand focusing on fashion, cosmetics through retail (398 outlets), wholesale and direct marketing channels under brands that include Esprit, Bossini, GAP, Banana Republic, Brooks Brothers, Etam, OVS, Radley, Anello, Pedro, Charles & Keith, Henckels and Joseph Joseph.

MINT reported core revenue and EBITDA growth (before non-recurring items) of 8% and 9% in 2017 year-over-year, respectively. The growth was driven by all business units. Core net profit increased by 18% due to strong top-line growth and core net profit margins expanding from 8.4% in 2016 to 9.2% in 2017.

MINT's hotel and mixed-use business had revenues (excluding non-recurring items) of THB31.0 billion during 2017, which is 12% higher than the same period a year earlier. MINT increased the number of rooms in its portfolio that are owned (including majority owned and joint ventures) and managed by 195 and 238 during the year, respectively. The growth in revenue was predominantly driven by improved operations in Thailand and the UAE and additional management fees from an increase in the number of managed rooms.

At the end of 2017, MINT's total number of restaurants reached 2,064 comprising 1,072 equity-owned outlets and 992 franchised outlets. Approximately 65% were in Thailand with the remaining number in other Asian countries, the Middle East and the United Kingdom. Approximately 68 restaurants were added during 2017 and total system sales increased by 5.1% during the same period. The retail trading and contract manufacturing businesses grew sales by 17% with revenues of THB4.1 billion during 2017.

Symphony's gross and net investment cost in MINT was approximately US$74.0 million and (US$53.7 million) (2016: US$74.0 million and US$42.9 million), respectively at 31 December 2017. The negative net cost is due to the proceeds from partial realisations being in excess of cost for this investment. On the same date, the fair value of Symphony's investment in MINT was US$340.3 million, up from US$336.0 million a year earlier. The increase in value of approximately US$4.3 million was predominantly driven by an increase in the value of MINT shares by US$100.9 million, which was partially offset by the sale of 79.6 million MINT shares and 16.6 million MINT warrants during the year that generated proceeds of US$96.6 million. MINT's share price and the Thai baht strengthened by 21.7% and 9.0% in 2017, respectively. The annualised return and times the original cost of investment on the partial sale of shares and warrants in 2017 was 19.1% and 5.1 times, respectively.

Minuet Limited

Minuet Ltd ("Minuet") is a joint venture between the Company and an established Thai partner. The Company has a direct 49% interest in the venture and is considering several development and/or sale options for the land owned by Minuet, which is located in close proximity to central Bangkok, Thailand. As at 31 December 2017, Minuet held approximately 332 rai (53 hectares) of land in Bangkok, Thailand.

The Company initially invested approximately US$78.3 million by way of an equity investment and interest-bearing shareholder loans. Since the initial investment by the Company, Minuet has received proceeds from rental income and partial land sales. As at 31 December 2017, the Company's investment cost (net of shareholder loan repayments) was approximately US$47.2 million (31 December 2016: US$47.2 million). The fair value of the Company's interest in Minuet on the same date was US$83.1 million (31 December 2016: US$76.7 million) based on an independent third party valuation of the land plus the net value of the other assets and liabilities of Minuet. The change in value is predominantly due to a strengthening of the Thai baht during the year by 9%.

Parkway Life Real Estate

Parkway Life Real Estate Investment Trust ("P-REIT") is one of Asia's largest listed healthcare real estate investment trusts by asset size. It is listed on the Singapore Exchange. PREIT was established by Parkway Holdings Limited to invest primarily in income-producing real estate and/or real estate-related assets in the Asia-Pacific region that is/are used primarily for healthcare and/or healthcare-related purposes.

Symphony made an investment in the initial public offer of PREIT units in August 2007 and subsequently acquired additional units in February 2012. The investments provided the Company with an aggregate interest of approximately 6.36% in PREIT at a cost of US$33.8 million. Since July 2016, Symphony has taken advantage of the higher unit price of PREIT by selling units in the market. The orderly sale process was completed on 22 September 2017 that resulted in the Company exiting its entire interest and generating proceeds (net of transaction expenses) of US$70.3 million. In addition to these proceeds, Symphony has received dividend income from PREIT of US$26.8 million since making the initial investment. The annualised return and times the original cost of the investment from the sale (taking into account dividends) was 14.4% and 2.9 times, respectively. The fair value of Symphony investment in PREIT at 31 December 2017 was nil following the sale (31 December 2016: US$60.5 million). 

IHH Healthcare Berhad

IHH Healthcare Berhad ("IHH") is one of the largest healthcare providers in the world by market capitalisation. Its portfolio of healthcare assets includes Parkway Holdings Limited, Pantai Holdings Berhad, International Medical University, Acibadem Saglik Yatirimlari Holding A.S. ("Acibadem"). IHH has a broad footprint of assets in Asia as well as Turkey, Abu Dhabi, Central and Eastern Europe that employs over 35,000 people and operates close to 10,000 licensed beds in 50 hospitals worldwide.

IHH reported revenue growth of 11% in 2017 year-over-year. The change was driven by organic growth of existing operations, ramp-up in operations in newer hospitals acquired in 2017 as well as a larger contribution from Tokuda and City Clinic Group acquired in 2016. EBITDA was flat in 2017 year-over-year as overall profitability was impacted by the pre-operating costs from the Gleneagles Hong Kong Hospital and to a lesser extent, wage inflation.

Parkway Pantai saw in-patient admissions increase by 3.2% and 2.7% in Singapore and Malaysia in 2017, respectively, compared to a year earlier. Average revenue per inpatient admission also increased by 7.5% in Singapore and 10.9% in Malaysia during the same period. The organic revenue growth from Parkway Pantai was driven by a continued ramp up in operations of the Mount Elizabeth Novena Hospital, Gleneagles Kota Kinabalu Hospital and Medini Hospital in Malaysia.

Acibadem saw admissions and revenue per inpatient admission increase by 24.5% and 12.0% in 2017, respectively, year-over-year. Excluding the effects of the depreciation of the Turkish lira, Acibadem's revenue and EBITDA increased by 28% and 33%, respectively, during the same period.

The Company's gross and net investment cost in IHH was US$50.1 million and US$21.6 million (31 December 2016: US$50.1 million and US$21.6 million), respectively at 31 December 2017. The fair value on the same date was US$56.1 million (31 December 2016: US$54.9 million). The change in value was due to a decline in the share price of IHH by 7.7%, which was more than offset by an appreciation in the Malaysian ringgit by 9.8%. Symphony has received proceeds of US$28.5 million from the sale of IHH shares and aggregate dividend proceeds of US$1.3 million since the date of investment.

Investment in the Liaigre Group

The Liaigre Group ("Liaigre") was founded in 1985 in Paris and is a brand synonymous with discreet luxury, and has become one of the most sought-after luxury furniture brands, renowned for its minimalistic design style. Liaigre has a strong intellectual property portfolio and provides a range of bespoke furniture, lighting, fabric & leather, and accessories. In addition to operating a network of 25 showrooms in 11 countries across Europe, the US and Asia, CLG undertakes exclusive interior architecture projects for select yachts, hotels, and restaurants and private residences. 

The business performed below expectations in 2017. Despite orders being higher than in 2016, revenue was marginally lower due to client delays in projects and taking delivery of orders, as well as a smaller order book at the beginning of the year. Following a strong fourth quarter in 2017, the pipeline of orders and projects was stronger than a year earlier. The shareholders and the management team have focused on laying the foundation for future growth, which has included investing in new showrooms, key hires and an Asian platform to expand the business in that region.

Symphony, together with Navis Capital Partners and management, acquired Liaigre in June 2016 for an undisclosed sum. Symphony's investment was more than 5% of NAV and due to strategic concerns, specific valuation information has not been disclosed publicly.

Property Joint Venture in Malaysia

The Company has a 49% interest in a property joint venture in Malaysia with an affiliate of Destination Resorts and Hotels Sdn Bhd, a hotel and destination resort investment subsidiary of Khazanah Nasional Berhad, the investment arm of the Government of Malaysia. The joint venture is developing a beachfront country club and private villas on the south-eastern coast of Malaysia.

The development is planned to launch in 2018 and will include a Club, 46 club suites and prototype villas. When fully developed the site will have a total of 52 villas.

The Company invested approximately US$29.0 million in January 2012 for its interest in Desaru and made a follow-on investment in October 2017 of US$5.0 million. Based on an independent third party valuation, the investment was valued at US$31.7 million at 31 December 2017 (31 December 2016: US$22.5 million). The change in value predominantly reflects the follow-on investment in 2017 and a strengthening of the Malaysian ringgit by 9.8% during 2017.

Other Investments

In addition to the investments above, Symphony has seven additional non-material investments, at 31 December 2017. Pending investment in suitable opportunities, Symphony has placed funds in certain temporary investments. As at 31 December 2017, cash and cash equivalents that comprised bank deposits and cash at bank amounted to US$15.7 million.

Capitalisation and NAV

As at 31 December 2017, the Company had US$382.8 million in issued share capital and its NAV was approximately US$618.7 million. Symphony's NAV is the sum of its cash and cash equivalents, temporary investments, the fair value of unrealised investments (including investments in subsidiaries, associates and joint ventures) and any other assets, less any other liabilities. The audited financial statements contained herein may not account for the fair value of certain unrealised investments. Accordingly, Symphony's NAV may not be comparable to the net asset value in the audited financial statements. The primary measure of SIHL's financial performance and the performance of its subsidiaries will be the change in Symphony's NAV per share resulting from changes in the fair value of investments. 

Symphony was admitted to the Official List of the London Stock Exchange ("LSE") on 3 August 2007 under Chapter 14 of the Listing Manual of the LSE. The proceeds from the IPO amounted to US$190 million before issue expenses pursuant to which 190.0 million new shares were issued in the IPO. In addition to these 190.0 million shares and 94.9 million shares pre-IPO, a further 53.4 million shares were issued comprising of the subscription of 13.2 million shares by investors and SIHL's investment manager, the issue of 33.1 million bonus shares, and the issue of 7.1 million shares to SIHL's investment manager credited as fully paid raising the total number of issued shares to 338.3 million.

The Company issued 4,119,490 shares, 2,059,745 shares, 2,059,745 shares and 2,059,745 shares on 6 August 2010, 21 October 2010, 4 August 2011 and 23 October 2012, respectively, credited as fully paid, to the Investment Manager, Symphony Investment Managers Limited. The shares were issued as part of the contractual arrangements with the Investment Manager.

On 4 October 2012, SIHL announced a fully underwritten 0.481 for 1 rights issue at US$0.60 per new share to raise proceeds of approximately US$100 million (US$93 million net of expenses) through the issue of 166,665,997 million new shares, fully paid, that commenced trading on the London Stock Exchange on 22 October 2012.

As part of the contractual arrangements with the Investment Manager in the Investment Management Agreement, as amended, the Investment Manager was granted 82,782,691 and 41,666,500 share options to subscribe for ordinary shares at an exercise price of US$1.00 and US$0.60 on 3 August 2008 and 22 October 2012, respectively. The share options vest in equal tranches over a five-year period from the date of grant. The Investment Manager exercised share options amounting to 4,054,970, 4,278,330, 4,538,197, 742,616, 621,902 and 2,285,879 on 8 May 2014, 10 June 2014, 17 April 2015, 23 June 2016, 26 June 2017 and 15 November 2017, respectively, at the exercise price of US$0.60 per share. During 2017, 43,525,00 shares were bought back and cancelled, and part of a share buyback programme announced on 16 January 2017. Together with the shares issued to the Investment Manager, the shares issued pursuant to the rights issue, shares issued pursuant the exercise of options and shares cancelled pursuant to the share buyback programme, the Company's fully paid issued share capital was 488.2 million shares at 31 December 2017.

Revenue and Other Operating Income

Management concluded during 2014 that the Company meets the definition of an investment entity and adopted IFRS 10, IFRS 12 and IAS 27 standards where subsidiaries are de-consolidated and their fair value is measured through profit or loss. As a result, revenue, such as dividend income, from underlying investments in subsidiaries is no longer consolidated.

During the 2017 fiscal year, Symphony recognised other operating income of US$118.8 million, which mainly comprised interest income from bank deposits, loan interest from unconsolidated subsidiaries (intercompany transactions), dividend income and foreign exchange gain (predominantly relating to intercompany transactions). This compares to other operating income of US$1.0 million in 2016 that comprised interest income from bank deposits and loan interest from unconsolidated subsidiaries.

Expenses

Other Operating Expenses

Other operating expenses include fees for professional services, interest expense, insurance, communication, travel, Directors' fees and other miscellaneous expenses and costs incurred for analysis of proposed deals. For the year ended 31 December 2017, other operating expenses amounted to US$1.8 million. This compares to other operating expenses of US$4.9 million in 2016, which included the same items in 2017 in addition to non-cash foreign exchange losses of US$3.6 million. Excluding the impact of foreign exchange losses in 2016, the higher other operating expenses in 2017 is predominantly due to interest expense related to higher interest bearing borrowings during the year.

Management Fee

The management fee amounted to US$14.2 million for the year ended 31 December 2017 (2016: US$15.0 million). The management fee was calculated on the basis of 2.25% of NAV (with a floor and cap of US$8 million and US$15 million per annum, respectively).

Share Options Expense

Under the terms of the Investment Management and Advisory Agreement, the Investment Manager was granted share options to subscribe for shares of the Company. On 3 August 2008, the Investment Manager was granted 82,782,691 share options to subscribe for shares at US$1.00 each and on 22 October 2012, the Investment Manager was granted 41,666,500 share options to subscribe for shares at US$0.60 each. The share options vest in five equal tranches over a period of five years. The 82,782,691 share options granted on 3 August 2008 were fully vested and expensed by the end of the 2012 financial year.

An expense was recognised based on the fair value of the Share Options calculated using the Binomial Tree option-pricing model at 31 March, 30 June, 30 September and 31 December, respectively. The total expense for the 2017 financial year was US$0.5 million (2016: US$1.2 million) that was recognised in the statement of comprehensive income. The 41,666,500 share options granted on 22 October 2012 were fully vested and expensed during the 2017 financial year.

Liquidity and Capital Resources

At 31 December 2017, Symphony's cash balance was US$15.7 million (2016: US$15.8 million). Symphony's primary uses of cash are to fund investments, pay expenses and to make distributions to shareholders, if and when declared by our board of directors. Taking into account current market conditions, it is expected that Symphony has sufficient liquidity and capital resources for its operations. The primary sources of liquidity are capital contributions received in connection with the initial public offering of shares, related transactions and a rights issue (See description under "Capitalisation and NAV"), in addition to cash from investments that it receives from time to time and bank facilities.

This cash from investments is in the form of dividends on equity investments, payments of interest and principal on fixed income investments and cash consideration received in connection with the disposal of investments. Temporary investments made in connection with Symphony's cash management activities provide a more regular source of cash than less liquid longer-term and opportunistic investments, but generate lower expected returns. Other than amounts that are used to pay expenses, or used to make distributions to our shareholders, any returns generated by investments are reinvested in accordance with Symphony's investment policies and procedures. Symphony may enter into one or more credit facilities and/or utilise other financial instruments from time to time with the objective of increasing the amount of cash that Symphony has available for working capital or for making opportunistic or temporary investments. At 31 December 2017, the Company had total interest-bearing borrowings of US$5.2 million (2016: US$5.0 million) associated with our property related investment in Niseko, Hokkaido, Japan.

Principal Risks

Described below are some of the risks that the Company is exposed to:

The Company's and the Company's investment management team's past performance is not necessarily indicative of the Company's future performance and any unrealised values of investments presented in this document may not be realised in the future.

The Company is not structured as a typical private equity vehicle (it is structured as a permanent capital vehicle), and thus may not have a comparable investment strategy. The investment opportunities for the Company are more likely to be as a long term strategic partner in investments, which may be less liquid and which are less likely to increase in value in the short term.

The Company's organisational, ownership and investment structure may create certain conflicts of interests (for example in respect of the directorships, shareholdings or interests, including in portfolio companies that some of the Directors and members of the Company's investment management team may have). In addition, neither the Investment Manager nor any of its affiliates owes the Company's shareholders any fiduciary duties under the Investment Management Agreement between, inter alia, the Company and the Investment Manager. The Company cannot assume that any of the foregoing will not result in a conflict of interest that will have a material adverse effect on the business, financial condition and results of operations.

The Company is highly dependent on the Investment Manager, the Key Persons (as defined in the Investment Management Agreement) and the other members of the Company's investment management team and the Company cannot assure shareholders that it will have continued access to them or their undivided attention, which could affect the Company's ability to achieve its investment objectives.

The Investment Manager's remuneration is based on the Company's NAV (subject to minimum and maximum amounts) and is payable even if the NAV does not increase, which could create an incentive for the Investment Manager to increase or maintain the NAV in the short term (rather than the long-term) to the potential detriment of Shareholders.

The Company's investment policies contain no requirements for investment diversification and its investments could therefore be concentrated in a relatively small number of portfolio companies in the Healthcare, Hospitality and Leisure ("HH&L") sectors (including education and branded real estate developments) within the Asia-Pacific region.

The Company has made, and may continue to make, investments in companies in emerging markets, which exposes it to additional risks (including, but not limited to, the possibility of exchange control regulations, political and social instability, nationalisation or expropriation of assets, the imposition of taxes, higher rates of inflation, difficulty in enforcing contractual obligations, fewer investor protections and greater price volatility) not typically associated with investing in companies that are based in developed markets.

Furthermore, the Company has made, and may continue to make, investments in portfolio companies that are susceptible to economic recessions or downturns. Such economic recessions or downturns may also affect the Company's ability to obtain funding for additional investments.

The Company's investments include investments in companies that it does not control, and there is a risk that such portfolio companies may take decisions, which do not serve the Company's interests.

A number of the Company's investments are currently, and likely to continue to be, illiquid and/ or may require a long-term commitment of capital. The Company's investments may also be subject to legal and other restrictions on resale. The illiquidity of these investments may make it difficult to sell investments if the need arises.

The Company's real estate related investments may be subject to the risks inherent in the ownership and operation of real estate businesses and assets. A downturn in the real estate sector or a materialization of any of the risks inherent in the real estate business and assets could materially adversely affect the Company's real estate investments. The Company's portfolio companies also anticipate selling a significant proportion of development properties prior to completion. Any delay in the completion of these projects may result in purchasers terminating off-plan sale agreements and claiming refunds, damages and/or compensation.

The Company is exposed to foreign exchange risk when investments and/or transactions are denominated in currencies other than the U.S. dollar, which could lead to significant changes in the net asset value that the Company reports from one quarter to another.

The Company's investment policies and procedures (which incorporate the Company's investment strategy) provide that the Investment Manager should review the Company's investment policies and procedures on a regular basis and, if necessary, propose changes to the Board when it believes that those changes would further assist the Company in achieving its objective of building a strong investment base and creating long term value for its Shareholders. The decision to make any changes to the Company's investment policy and strategy, material or otherwise, rests with the Board in conjunction with the Investment Manager and Shareholders have no prior right of approval for material changes to the Company's investment policy.

Companies in which the Company invests in connection with special situations and structured transactions typically have shorter operating histories, narrower product lines and smaller market shares than larger businesses, which tend to render them more vulnerable to competitors' actions and market conditions, as well as general economic downturns. Investments that fall into this category tend to have relatively short holding periods and entail little or no participation in the board of the company in which such investments may be made. Special situations and structured transactions in the form of fixed debt investments also carry an additional risk that increases in interest rates could decrease their value.

The Company's current investment policies and procedures provide that it may invest an amount equivalent to not less than 70% of its total assets, as determined at the time of each investment, predominantly in longer-term investments in the HH&L sectors (including education and branded real estate developments) in the Asia-Pacific region and no more than 30% of its total assets in special situations and structured transactions which, although they are not typical longer-term investments, have the potential to generate attractive returns and enhance the Company's net asset value. Following the Company's investments, it may be that the proportion of its total assets invested in longer-term investments falls below 70% and the proportion of its total assets invested in special situations and structured transactions exceeds 30% due to changes in the valuations of the assets, over which the Company has no control. 

Pending the making of investments, the Company's capital will need to be temporarily invested in liquid investments and managed by a third-party investment manager of international repute or held on deposit with commercial banks before they are invested. The returns that temporary investments are expected to generate and the interest that the Company will earn on deposits with commercial banks will be substantially lower than the returns that it anticipates receiving from its longer-term investments or special situations and structured transactions.

In addition, while the Company's temporary investments will be relatively conservative compared to its longer-term investments or special situations and structured transactions, they are nevertheless subject to the risks associated with any investment, which could result in the loss of all or a portion of the capital invested.

The Investment Manager has identified but has not yet contracted to make further potential investments. The Company cannot guarantee shareholders that any or all of these prospective investments will take place in the future.

The market price of the Company's shares may fluctuate significantly and shareholders may not be able to resell their shares at or above the price at which they purchased them.

The Company's shares are currently trading, and have in the past traded, and could in the future trade, at a discount to NAV for a variety of reasons, including due to market conditions. The only way for shareholders to realise their investment is to sell their shares for cash. Accordingly, in the event that a shareholder requires immediate liquidity, or otherwise seeks to realise the value of his investment through a sale, the amount received by the shareholder upon such sale may be less than the underlying NAV of the shares sold.

ANIL THADANI

Chairman

Symphony Asia Holdings Pte. Ltd.

28 February 2018

Unaudited condensed statement of financial position

As at 31 December 2017

Unaudited condensed statement of comprehensive income

For the financial year ended 31 December 2017

Unaudited condensed statement of changes in equity

For the financial year ended 31 December 2017

Unaudited condensed statement of cash flows

For the financial year ended 31 December 2017

Notes to the unaudited condensed financial statements

For the financial year ended 31 December 2017

These notes form an integral part of the unaudited condensed financial statements

1 Reporting Entity

Symphony International Holdings Limited (the "Company") is a company domiciled in the British Virgin Islands.

The financial statements of the Company as at and for the year ended 31 December 2017 are available upon request from the Company's registered office at Vistra Corporate Services Centre, Wickhams Cay II, Road Town, Tortola VG1110, British Virgin Islands.

2 Statement of compliance

These condensed financial statements have been prepared in accordance with IAS 34 Interim Financial Reporting. They do not include all of the information required for full annual financial statements, and should be read in conjunction with the financial statements of the Company as at and for the year ended 31 December 2017.

The Board of Directors approved these unaudited condensed financial statements on 28 February 2018.

3 Significant accounting policies

The accounting policies applied by the Company in these condensed financial statements are the same as those applied by the Company in its financial statements as at and for the year ended31 December 2016.

The financial statements have been prepared in accordance with International Financial Reporting Standards (IFRS).

The financial statements have been prepared on a fair value basis, except for certain items which are measured on a historical cost basis. The financial statements are presented in thousands of United States dollars (US$'000), which is the Company's functional currency, unless otherwise stated.

4 Estimates and judgement

The preparation of unaudited condensed financial statements in conformity with International Financial Reporting Standards requires management to make judgements, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets and liabilities, income and expense. Actual results may differ from these estimates.

In preparing these unaudited condensed financial statements, the significant judgements made by management in applying the Company's accounting policies and the key sources of estimation uncertainty were the same as those that applied to the financial statements as at and for the year ended 31 December 2016.

5 Financial risk management

The Company's financial risk management objectives and policies are consistent with those disclosed in the financial statements as at and for the year ended 31 December 2016.

6 Other operating income

7 Other operating expenses

8 Financial assets at fair value through profit or loss

During the financial year ended 31 December 2017, the following occurred via the unconsolidated subsidiaries: the Company recognised changes in the financial assets at fair value through profit and loss of US$12,154,000 (31 December 2016: US$8,571,000).

9 Financial instruments

Carrying amounts versus fair values

The fair values of financial assets and financial liabilities, together with the carrying amounts in the unaudited condensed statement of financial position, are as follows.

Quoted investments

Fair value is based on quoted market bid prices at the financial reporting date without any deduction for transaction costs.

Unquoted investments

The fair value of unquoted equity investments including joint ventures and associates are measured with reference to the enterprise value at which the portfolio company could be sold in an orderly disposition over a reasonable period of time between willing parties other than in a forced or liquidation sale, and is determined by using valuation techniques such as (a) market multiple approach that uses a specific financial or operational measure that is believed to be customary in the relevant industry, (b) price of recent investment, or offers for investment, for the portfolio company's securities, (c) current value of publicly traded comparable companies, (d) comparable recent arms' length transactions between knowledgeable parties, and (e) discounted cash flows analysis.

The objective of valuation techniques is to arrive at a fair value measurement that reflects the price that would be received to sell the asset or paid to transfer the liability in an orderly transaction between market participants at the measurement date.

Other financial assets and liabilities

The notional amounts of financial assets and liabilities with a maturity of less than one year or which reprice frequently (including other receivables, cash and cash equivalents, accrued operating expenses, and other payables) approximate their fair values because of the short period to maturity/repricing.

The table below analyses financial instruments carried at fair value, by valuation method. The different levels have been defined as follows:

· Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities;

· Level 2: inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices);

· Level 3: inputs for the asset or liability that are not based on observable market data (unobservable inputs).

Significant unobservable inputs used in measuring fair value

This table below sets out information about significant unobservable inputs used at 31 December 2017 in measuring the underlying investments of the financial assets categorised as Level 3 in the fair value hierarchy.

The rental growth rate represents the growth in rental income during the leasehold period while the occupancy rates represent the percentage of the building that is expected to be occupied during the leasehold period. Management adopt a valuation report produced by an independent valuer that determines the rental growth rate and occupancy rate after considering the current market conditions and comparable occupancy rates for similar buildings in the same area.

The discount rate is related to the current yield on long-term government bonds plus a risk premium to reflect the additional risk of investing in the subject properties. Management adopt a valuation report produced by an independent valuer that determines the discount based on the independent valuers judgement after considering current market rates.

The comparable recent sales represent the recent sales prices of properties that are similar to the Group's properties, which are in the same area. Management adopt a valuation report produced by an independent valuer to determine the value per square meter based on the average recent sales prices.

The EBITDA multiple represents the amount that market participants would use when pricing investments. The EBITDA multiple is selected from comparable public companies with similar business as the underlying investment. Management obtains the average EBITDA multiple from the comparable companies and applies the multiple to the EBITDA of the underlying investment. The amount is further discounted for considerations such as lack of marketability.

The discount for lack of marketability represents the discount applied to the comparable market multiples to reflect the illiquidity of the investee relative to the comparable peer group. Management determines the discount for lack of marketability based on its judgement after considering market liquidity conditions and company-specific factors.

The revenue growth represents the growth in sales of the underlying business and is based on the operating management team's judgement on the change of various revenue drivers related to the business from year-to-year. The expense ratio is based on the judgement of the operating management team after evaluating the expense ratio of comparable businesses and is a key component in deriving EBITDA and free cash flow for the greenfield business. The free cashflow is discounted at the weighted average cost of capital to derive the enterprise value of the greenfield business. Net debt is then deducted to arrive at an equity value for the business. Weighted cost of capital is derived after adopting independent market quotes or reputable published research-based inputs for the risk-free rate, market risk premium, small cap premium and cost of debt.

The investment entity approach requires the presentation and fair value measurement of immediate investments; the shares of intermediate holding companies are not listed. However, ultimate investments in listed entities amounting to US$396,459,000 (2016: US$451,373,000) are held through intermediate holding companies; the value of these companies are mainly determined by the fair values of the ultimate investments. 

Level 3 valuations

The following table shows a reconciliation from the beginning balances to the ending balances for fair value measurements in Level 3 of the fair value hierarchy.

Sensitivity analysis

Although the Company believes that its estimates of fair value are appropriate, the use of different methodologies or assumptions could lead to different measurements of fair value. For fair value measurements in Level 3 assets, changing one or more of the assumptions used to reasonably possible alternative assumptions would have the following effects on the profit or loss:

The favourable and unfavourable effects of using reasonably possible alternative assumptions have been calculated by recalibrating the valuation model using a range of different values.

For rental properties, the projected rental rates and occupancy levels were increased by 5% for the favourable scenario and reduced by 5% for the unfavourable scenario. The discount rate used to calculate the present value of future cash flows was also decreased by 1% for the favourable case and increased by 1% for the unfavourable case compared to the discount rate used in the year-end valuation.

For land related investments (except those held for less than 12-months where cost approximates fair value), which are valued on comparable transaction basis by third party valuation consultants, the fair value of the land is increased by 15% in the favourable scenario and reduced by 15% in the unfavourable scenario.

For operating businesses (except those where a last transacted price exists within the past 12-months that provides the basis for fair value) that are valued on a trading comparable basis using enterprise value to earnings before interest, tax, depreciation and amortisation ("EBITDA"), EBITDA is increased by 15% and decreased by 15% in the favourable and unfavourable scenarios.

For greenfield businesses (except those where a last transacted price exists within the past 12-months) that are valued using a discounted cashflow, the revenue growth rate is increased by 1%, the expense ratio rate is decreased by 5% and the WACC is reduced by 1% in the favourable scenario. Conversely, in the unfavourable scenario, the revenue growth rate is reduced by 1%, the expense ratio rate is increased by 5% and the WACC is increased by 1%.

10 Earnings per share

Basic earnings per share

For the purpose of calculation of the diluted earnings per share, the weighted average number of shares in issue is adjusted to take into account any potential dilutive effect arising from the dilutive warrants, share options and contingently issuable shares, with the potential shares weighted for the period outstanding.

The effect of the exercise of warrants and issue of contingently issuable shares on the weighted average number of shares in issue is as follows:

At 31 December 2017, there were 107,927,297 (2016: 110,835,078) outstanding share options to subscribe for ordinary shares of no par value. At 31 December 2017, 107,927,297 (2016: 102,501,778) of the unexercised share options had fully vested. 82,782,691 (2016: 82,782,691) of the share options have an exercise price of US$1.00 and have not been included in the computation of diluted earnings per share as their effect would have been anti-dilutive. At 31 December 2017, 25,144,606 (2016: 19,719,087) of the share options have an exercise price of US$0.60 (2016: US$0.60) and have been included in the computation of diluted earnings per share. At 31 December 2017, all of the share options had vested. At 31 December 2016, 8,333,300 options with an exercise price of US$0.60 (2016: US$0.60) had not vested and have been included in the computation of diluted earnings per share for that year.

11 Operating segments

The Company has investment segments, as described below. Investment segments are reported to the Board of Directors of the Investment Manager who review this information on a regular basis. The following summary describes the investments in each of the Company's reportable segments.

Segment results, assets and liabilities include items directly attributable to a segment as well as those that can be allocated on a reasonable basis.

Business activities which do not meet the definition of an operating segment have been reported in the reconciliations of total reportable segment amounts to the financial statements.

Information on reportable segments

* Less than US$1,000 

The reportable operating segments derive their revenue primarily by achieving returns, consisting of dividend income, interest income and appreciation in fair value. The Company does not monitor the performance of the investments by measure of profit or loss.

Reconciliations of reportable segment profit or loss and assets

12 Significant related party transactions

Dividend income

During the financial year ended 31 December 2017, the Company recognised dividend income from its unconsolidated subsidiaries amounting to US$110,250,000 (2016: Nil).

Key management personnel compensation

Key management personnel of the Company are those persons having the authority and responsibility for planning, directing and controlling the activities of the Company.

During the financial year, directors' fees amounting to US$400,000 (2016: US$400,000) were declared as payable to four directors (2016: four directors) of the Company. The remaining two directors of the Company are also directors of the Investment Manager who provides management and administrative services to the Company on an exclusive and discretionary basis. No remuneration has been paid to these directors as the cost of their services form part of the Investment Manager's remuneration.

Other related party transactions

During the financial year ended 31 December 2017, the Company recognised interest income received/receivable on advances made to its unconsolidated subsidiaries totalling US$82,000 (31 December 2016: US$840,000).

Pursuant to the Investment Management Agreement, the Investment Manager will provide investment management and advisory services exclusively to the Company. Details of the remuneration of the Investment Manager are disclosed in the financial statements as at and for the year ended 31 December 2016. During the financial year ended 31 December 2017, management fee amounting to US$14,176,000 (31 December 2016: US$15,000,000) paid/payable to the Investment Manager has been recognised in the condensed financial statements.

Pursuant to Schedule 2 of the Investment Management Agreement, the Investment Manager was granted 124,449,191 (31 December 2016: 124,449,191) share options to subscribe for ordinary shares at an exercise price of US$1.00 or US$0.60.

On 3 August 2008, the Company granted 82,782,691 share options with an exercise price of US$1.00 to the Investment Manager, which had been previously deferred. These share options have fully vested in five tranches over a period of five years and will expire on the tenth anniversary of the actual grant date, which has been similarly deferred by 1 year as a result of the deferment of the grant.

On 22 October 2012, the Company granted to the Investment Manager 41,666,500 share options with an exercise price of US$0.60 that will vest in five equal tranches over a period of five years and will expire on the tenth anniversary of the date of grant.

The Investment Manager exercised share options amounting to 4,054,970, 4,278,330, 4,538,197, 742,616, 621,902 and 2,285,879 on 8 May 2014, 10 June 2014, 17 April 2015, 23 June 2016, 26 June 2017 and 15 November 2017, respectively, at the exercise price of US$0.60 per share. 

The share options granted on 3 August 2008 will expire on 3 August 2018. The share options granted on 22 October 2012 will expire on 22 October 2022. Once these options expire, they cannot be reissued to the Investment Manager. 

At 31 December 2017, the Investment Manager has been issued nil (31 December 2016: nil) management shares.

Other than as disclosed elsewhere in the condensed unaudited financial statements, there were no other significant related party transactions during the years ended 31 December 2017 and31 December 2016.

13 Commitments

In September 2008, the Company entered into a loan agreement with a joint venture, held via its unconsolidated subsidiary, to grant loans totaling US$4,300,000 (THB140,000,000). As at 31 December 2017, US$3,700,000 (THB120,000,000) (2016: US$3,300,000 (THB120,000,000)) has been drawn down. The Company is committed to grant the remaining loan amounting to US$600,000 (THB20,000,000), subject to terms set out in the agreement.

In the general interests of the Company and its unconsolidated subsidiaries, it is the Company's current policy to provide such financial and other support to its group of companies to enable them to continue to trade and to meet liabilities as they fall due.

14 Subsequent events

Subsequent to 31 December 2017 and up to 24 February 2018, the Company sold 6.0 million shares of MINT in multiple transactions that generated proceeds of US$8.2 million.

Subsequent to 31 December 2017 and up to 24 February 2018, the Company sold 9.0 million shares of IHH in multiple transactions that generated proceeds of US$13.8 million.

IMPORTANT INFORMATION

This document is not for release, publication or distribution, in whole or in part, directly or indirectly, in or into the United States or any other jurisdiction into which the publication or distribution would be unlawful. These materials do not constitute an offer to sell or issue or the solicitation of an offer to buy or acquire securities in the United States or any other jurisdiction in which such offer or solicitation would be unlawful. THE securities referred to in this document have not been and will not be registered under the securities laws of such jurisdictions and may not be sold, resold, taken up, transferred, delivered or distributed, directly or indirectly, within such jurisdictions.

No representation or warranty is made by the Company or its Investment Manager as to the accuracy or completeness of the information contained in this document and no liability will be accepted for any loss whatsoever arising in connection with such information.

This Document contains (or may contain) certain forward-looking statements with respect to certain of the Company's current expectations and projections about future events. These statements, which sometimes use words such as "anticipate", "believe", "could", "estimate", "expect", "intend", "may", "plan", "potential", "should", "will" and "would" or the negative of those terms or other comparable terminology, are based on the Company's beliefs, assumptions and expectations of its future performance, taking into account all information currently available to it at the date of this document. These beliefs, assumptions and expectations can change as a result of many possible events or factors, not all of which are known to the Company at the date of this announcement or are within its control. If a change occurs, the Company's business, financial condition and results of operations may vary materially from those expressed in its forward-looking statements. Neither the Company nor its Investment Manager undertake to update any such forward looking statements

Statements contained in this DOCUMENT regarding past trends or activities should not be taken as a representation that such trends or activities will continue in the future. The information contained in this document is subject to change without notice and, except as required by applicable law, neither the Company nor THE INVESTMENT MANAGER assumes any responsibility or obligation to update publicly or review any of the forward-looking statements contained herein. You should not place undue reliance on forward-looking statements, which speak only as of the date of this announcement.

This document is for information purposes only and does not constitute an invitation or offer to underwrite, subscribe for or otherwise acquire or dispose of any securities of the Company in any jurisdiction. All investments are subject to risk. Past performance is no guarantee of future returns. Shareholders and prospective investors are advised to seek expert legal, financial, tax and other professional advice before making any investment decisions.

This DOCUMENT is not an offer of securities for sale into the United States. The Company's securities have not been, and will not be, registered under the United States Securities Act of 1933 and may not be offered or sold in the United States absent registration or an exemption from registration. There will be no public offer of securities in the United States.

Neither the content of the Company's website (or any other website) nor the content of any website accessible from hyperlinks on the Company's website (or any other website) is incorporated into, or forms part of, this DOCUMENT.

The Company and the Investment Manager are not associated or affiliated with any other fund managers whose names include "Symphony", including, without limitation, Symphony Financial Partners Co., Ltd.

End of Announcement