Alaris Equity Partners Income Trust (ADUN) Earnings Call Transcript & Summary

Good day, and thank you for standing by. Welcome to the Alaris Third Quarter 2022 Earnings Conference Call. [Operator Instructions] Please be advised that today's conference is being recorded. I would now like to hand the conference over to your speaker today, Amanda Frazer, Chief Financial Officer. Please go ahead.

Thank you, Liz. We appreciate everyone taking the time to join us this morning. We are excited to present our Q3 results. I'm joined on this call by Steve King, President and Chief Executive Officer of Alaris. Before we begin, I would like to remind our listeners that all of the amounts given are in Canadian dollars unless otherwise noted. Listeners are cautioned that the comments made today may contain forward-looking information. This forward-looking information is based upon a number of factors and assumptions, and therefore, actual results could differ materially. Additional information concerning the underlying factors, assumptions and risks are available in last night's press release and our MD&A under the headings Forward-Looking Statements and Risk Factors, copies of which are available on SEDAR at sedar.com as well as on our website. Non-IFRS data is also presented and may differ from the way other companies present such data. As with the forward-looking statements, please refer to last night's press release and our MD&A for more clarification regarding non-IFRS measures. Now for the Q3 highlights. Q3 revenue of $42.9 million was consistent with the prior period. The current period benefited from common distributions from both Fleet and Amur of $3.1 million and a 4% more favorable exchange rate, while the prior period benefited from the receipt of $4.3 million of deferred Kimco distribution. Cash generated from operations, prior to changes in working capital of $44 million was an increase of 1.2% over the prior period, and included in this amount is $5.8 million of realized gains relating to a common distribution paid by Fleet. The increase in the quarter was partially offset by increased G&A expenses of $1.5 million. A $700,000 decrease in salaries and wages driven by a change in the mechanics of the bonus accrual was offset by a $400,000 increase related to continued exploration of the AUM strategy and increased insurance costs as well as $1.9 million of increased legal spending in regards to the Sandbox matter. During the quarter, Alaris entered into insurance contracts to mitigate the risks presented by the reassessments of the CRA. The ability of Alaris to obtain insurance contracts show that underwriters are aligned with our views of ultimate success on this matter. However, the state of the law is in flux, and by obtaining insurance, we are able to protect against any adverse changes. Although there can be no assurance that all the amounts for which Alaris may become liable will be fully covered, obtaining insurance provides increased certainty for Alaris and its shareholders. We continue to defend this matter vigorously. Q3 earnings as compared to the prior quarter were impacted by a $22.5 million change in net realized and unrealized fair value of investments from $15.8 million gain in Q3 of 2021 as compared to a current net loss of $7.1 million, primarily impacted by the increasing market interest rate's effect on discount rates and multiples. Despite these factors, we saw increasing fair values for SCR of $1.3 million, BCC of USD 900,000, Fleet of USD 900,000, Edgewater of USD 800,000. As discussed last quarter, the results of SCR can be impacted by the timing of project-related work throughout the year. As expected, activity picked up through the summer and has continued, increasing our expected cash sweep for the last half of the year, as a result, increasing fair value. SCR's ECR also rebounded and is now back in the range of 1.5 to 2x range. BCC has seen impressive year-over-year growth with record high activity, which has resulted in an upward revision to our reset metric, same clinic sales. In Q2, we realized a USD 4.4 million fair value increase on Fleet as a result of significant improvement in their balance sheet and excess assets held in the business. At the time, it wasn't anticipated that these assets would be distributed in the near term. But in Q3, Fleet declared a common distribution of USD 5.9 million to Alaris and distributed excess cash to common unitholders. This distribution represents a significant portion of the common equity invested in Q4 2021 of USD 8 million. Due to the previous inclusion of these distributed assets in the fair value of Fleet, USD 4.4 million of the distribution was included as a realized gain, while USD 1.5 million was recorded as dividend revenue. The net impact of these realized and unrealized gains were USD 900,000 increase in the fair value of Fleet in the quarter. Edgewater has been able to generate an increase in revenue through growing headcount in both new and existing long-term contracts. With strong spending expected to continue within the U.S. Department of Energy, the outlook for the remainder of 2022 and 2023 continues to be very positive. Offsetting these increases were declines in GWM of USD 6.7 million. As discussed last quarter, GWM has not achieved the growth expected at the time of our investment. While they continue to see improving top line growth and the diversification of their customer base, we have further decreased our reset expectations to the full 8% collar. We continue to believe in the long-term trajectory of the business, but given slower-than-expected start have pushed out the forecast to achieving this level of growth. This shift in expectations, coupled with the continued discount rate increases and declining multiples, have resulted in a decrease in fair value. Planet Fitness and D&M, each had declines of USD 3.5 million and USD 3.4 million, respectively, again, due mainly to the impact of rising interest rates have had on the respective discount rates used to value these companies' equity investments. In addition to the follow-on investment of USD 26 million into our existing partner, Accscient, including $16 million of preferred and $10 million of common earlier this quarter, this week, we closed an investment into new partner, Sagamore, for USD 24 million, including $20 million of preferred at a pretax yield of 15% and $4 million of common. These 2 investments bring our year-to-date deployment up to $152.8 million. Subsequent to the quarter, FNC fully redeemed their investments, marking the first common equity crystallization for Alaris. Proceeds of USD 58.3 million consists of $51.7 million for the redemption of the preferred and common equity and $5.2 million of make-whole distributions to the third year anniversary of the deal. Those revenues will be recorded in Q4. The total return on our USD 40 million investment, including preferred and common equity distributions, will be USD 29.9 million or 75% upon the collection of the USD 1.4 million of escrowed amount, which represents an approximate 43% IRR for our preferred equity investment and 38% IRR for our common equity investment in FNC. In Q3, we also completed an amendment to the credit facility, increasing the facility from $400 million to $450 million with an additional $50 million accordion. The amendment also extended the facility maturity date from November 2023 to September 2026. Subsequent to the quarter, we decreased our senior debt outstanding by USD 47 million as a result of the FNC redemption as well as cash flow, partially offset by the investment in Sagamore. We currently have $231 million of senior debt outstanding, resulting in $219 million of available capacity and are at approximately 1.6x senior leverage ratio. In regards to our partners, our portfolio continues to have a weighted average ECR over 1.75x, with 13 of 17 partners continuing to have an ECR above 1.5x. We now have 8 months of financial results for all of our partners and are anticipating total aggregate resets of 3% in 2023, an increase of approximately $4.5 million or $0.10 per unit. Top of the collar resets are expected from 10 partners. Our current outlook calls for $47 million of revenue in Q4, inclusive of $7.1 million in make-whole distributions received on the redemption of FNC and a 12-month run rate of $161.5 million, up from $159.3 million last quarter or $168.6 million including the FNC make-whole. Our G&A expectations have increased from $16 million to $17 million. This is to reflect the amortization of the additional insurance contracts entered into in Q3, although it should be considered that those are noncash in nature as all of those contracts were paid in cash. I will now turn it over to Steve for his comments.

Great. Thanks, Amanda, and thanks, everybody, for tuning in. We're in an environment where other companies are seeing increased costs and volatility. Alaris, on the other hand, has been able to stay incredibly stable. Our third quarter again highlights the strength and diversity of our portfolio, with another record-high earnings coverage ratio reported by our partners. While some -- there were some negative adjustments in the quarterly valuations, as Amanda said, those are simply just changes in the discount rate used by KPMG and did not reflect any long-term impairment in the company's future prospects. All that said, our book value per share did go up by around $1 per share in the quarter, so that's significant. And the best thing for me is that 17 out of our 18 companies in our portfolio are reporting stable-to-nicely-improved results compared to last year, which is a really incredible performance. A significant number, in fact, are showing more than 25% year-over-year growth, and 2021 was itself a good year. We have a number of embedded factors in our company that explain this unusually strong performance. First is our portfolio is constructed with required service type businesses that have either no or very low levels of debt, low CapEx which can be negatively impacted by inflation or supply chain issues. We don't have to really deal with a lot of that. And also customer demand that is not highly sensitive to the economy. We're also very pleased to announce the closing of another new partnership yesterday with the addition of Sagamore to our family. Sagamore is a highly profitable commercial plumbing and HVAC company with customers in many sectors of the economy in the Boston area. Sagamore displays all the characteristics we look for in a company, including highly motivated owner, management group, a 30-year plus track record of profitability, no debt and a coverage ratio above 1.5. Our G&A was a little higher than expected. I guess the good news is a large part of that is a very positive sign for the future in that our travel and transaction expenses were higher than usual due to the fact that our deployment activity is very strong. We've also continued to progress on our third-party asset management initiative. So there are significant startup costs required for that concept, but we feel very strongly about the future success of it for our Alaris shareholders. All of those factors were key elements in our decision to increase our dividend to $1.36 per share annually. For the majority of our time as a public company, we have established a track record of consistent dividend increases. And this is our third dividend increase since the start of the pandemic in 2020. And in keeping with our objectives, we are maintaining our payout ratio between 65% and 70% after giving effect of the dividend increase. So with roughly $220 million of capital available, we expect to keep driving down that payout ratio with accretive new transactions, like we've just done with Sagamore. The current environment really is ideal for Alaris, and we have a very robust deployment pipeline. We've essentially been competing against free money for the better part of a decade. So having the cost of both debt and equity increase over the last few months makes our operating the entrepreneurs even stronger than it has been. While it's still highly competitive out there with a massive amount of capital chasing few quality deals, traditional private equity is facing a challenge since the type of investment -- that type of investment is typically predicated on high leverage levels within their portfolio of companies. Not only is that now very difficult to find, it's also considerably more expensive than it has been in many years. So private equity firm either needs to adjust the multiple that they pay for an asset or they have to accept lower economic returns. Alaris' model does not rely on any leverage in our deals, so our returns can stay consistent or move up slightly. In this environment, we were able to price deals slightly higher, as seen in the Sagamore transaction with a starting dividend yield of 15% compared to 14% in most deals done over the last several years. We also have the advantage of resetting our dividend from our partners based on their top line performance, which is a very nice feature in an inflationary environment, given the top line should grow faster. But we're insulated from the increase in costs. So putting it all together, with 90% of our revenue in U.S. dollars, low debt, top line orientation and noncyclical investments, we seem like we're really ideally suited for the uncertain world we're in today. So Liz, I'll turn it back to you and open the floor up for questions.

[Operator Instructions] Our first question comes from the line of Nik Priebe with CIBC.

I wanted to start with a question on the dividend or the distribution. In the past, you've talked about a comfort level for a dividend raise being a payout ratio below 60%, whereas it seems now you're anchoring on a range of 65% to 75%. I'm just wondering what prompted the change in thinking there? Like is that probably a product of the deployment pipeline you see in front of you?

Yes, it is. Yes, it's always a balance between our payout ratio and the amount of capital that we have available for deployment and the prospects for deployment of that capital. So yes, we felt very comfortable. We've targeted the 65% to 70% to stay within that range. We did that. And yes, we see some good activity coming in, in the near term.

Okay. Fair enough. And then with borrowing costs rising, does that impact pricing at all on new investments in preferred equity? Historically, your entry yield has been in a relatively tight range. The latest one was kind of towards the high end of that range. Does that start to move upwards at all? Or do you feel that the pricing is probably going to be pretty static?

I think it's moved up a little bit, Nik, as evidenced, but it will never be -- like we're never going to be able to get to 20% or anything like that. So it's always been in a pretty tight range for our full 19 years. So in early days in a different interest rate environment, I was able to do some deals at 16%. Obviously, over the last several years, it's been an extremely low interest rate environment. So for follow-on deals, we went to 13% to be competitive. So now we're seeing some senior debt reads on certain companies approaching double digits. So for us, having an equity option for a company where you're eliminating refinance risk and you're only paying 14%, 15% compared to 10% on senior debt with a large amortization schedule, it now becomes very, very competitive. And as I mentioned, like we don't compete against debt. We do compete against private equity. But all those people are facing the same issues with that expensive debt and the higher amortization rate. So it is a really tremendous environment for us.

Our next question comes from the line of Gary Ho with Desjardins.

Great. Just great to see another investment announced. Just wondering if you can provide a bit more color and update on the capital deployment environment activity in the pipeline. And maybe elaborate on kind of -- I think you touched on it in your prepared remarks, but how the higher rate has really benefited the Alaris royalty structure there.

Yes. So I think I mentioned in previous calls this year that the -- it wasn't so much the number of deals was an issue earlier in the year, it was the quality of those deals. And we have seen a rebound in that, where some of the higher-quality companies are kind of coming back to the market and looking to raise capital. But I also think that it's been a change, and we're expecting to see even more of this change in that fewer companies will be looking for complete sale transactions because multiples are coming down. It's not a great environment to be selling your company. And so people are going to want to keep more skin in the game, live to see a better day again in terms of multiples and access to capital and cost of capital. So I think we're going to see more kind of partial liquidity events, dividend recaps. And those are all things that we really do well with our structure. So we expect a very robust 2023 in terms of capital deployment, both from the access to capital being constrained in other cases and also just the cost of capital, as I mentioned, when you're seeing senior debt at 10%, you're seeing mezz debt in the mid-teens, you are seeing equity multiples come down. That is really a perfect environment for us. And with the lack of downside in terms of debt within our portfolio, we're really not getting hit by the other edge of that sort. So we're pretty excited. I think an average -- I think there still will be some 14% deals out there for some larger ones that are very hotly contested. But I think for smaller deals, 15% would be kind of the new norm.

Okay. Great. And then maybe on the flip side, we saw the FNC redemption, great returns there. Any other partners potentially indicating they might look to redeem over the next 12 months?

Nothing that's evident right now. But as I've always said, we always expect kind of at least 1 or 2 a year. So I don't think that will change. That is one slight advantage of a bad market as well is that it's not as conducive for someone wanting to sell. So I think we'll probably see people kind of stay with us for longer on average, but it's different in every case. There's -- a lot of the times, it's exterior forces that cause a sale, whether it's a medical issue or just age-related issue or whatever it is. There's always just kind of different circumstances on every deal. But in general, I would still expect another 1 or 2 redemptions, and there could be some ones that have excess cash where they can even just pay down our preferred investment a little bit as opposed to taking us right out. So I think you could see some of those as well.

Okay. And then while I have you, Steve, can you give us an update on the managing third-party capital strategy discussions you've had and perhaps maybe some time line guideposts you're targeting?

Yes. We've made some very good progress since we talked to you last quarter. So we're certainly more confident in our ability to announce something in the relatively near future compared to what we were 3 months ago. So I can't give any time frame on it, but yes, it's gone very well. And that's evidenced in our actual costs that we've had that -- we wouldn't have had those costs if there wasn't a concrete transaction on the table.

Okay. Great. If I can just sneak one more in maybe for Amanda. Just given the higher FX, we've benefited quite a bit. And I think, Steve, you also mentioned the 6% increase in book value per share. Any thoughts on hedging more of your distribution at these levels? I know you have a rolling 12- and 24-month hedge in place. Just wondering if not, you'd consider more.

We actually don't bring a lot of cash back to Canada. So while we do benefit from the FX in our financial reporting, as far as converting U.S. dollars into Canadian on a regular basis, we are fairly well hedged on that standpoint. So to hedge any further, we would be bringing Canadian dollars back to Canada. Kind of unnecessarily, our -- most of our debt is also held in U.S. dollars. So we don't have as much of an advantage to that conversion.

[Operator Instructions] Our next question comes from the line of Zachary Evershed with National Bank Financial.

Congrats on the quarter. Most of my questions have been tackled. So maybe just a quick one on the insurance for the negative outcome on the tax issue. With that in place, what's your potential net exposure now?

It really depends on the circumstances. I mean we continue to believe that there is no exposure and that we won't be successful in the case. This is currently at a number of cases going through the courts, and those decisions can always impact the view on our case. And because we are uncertain on what those other cases may hold for ours, we just thought it prudent to protect ourselves as much as possible. But we continue to believe that we'd be successful.

I'm showing no further questions in queue at this time. I'd like to turn the call back to Steve King for closing remarks.

Great. Thank you, Liz, and thanks, everybody, for tuning in and asking questions. And as always, if there's any follow-up questions, both Amanda and I are always available to take those at any time. So thanks very much again, and we look forward to reporting back to you with our year-end results. Thanks very much.

This concludes today's conference call. Thank you for participating. You may now disconnect.