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

Good day, and thank you for standing by. Welcome to Alaris Second Quarter 2024 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 first speaker today, Amanda Frazer, Chief Financial Officer. Please go ahead.

Thank you, Amy. We appreciate everyone taking the time this morning as we present our Q2 results. I'm joined on this call by Steve King, our CEO. Before we begin, I'd like to remind our listeners that all amounts given are in Canadian dollars unless otherwise noted. Listeners are cautioned that comments made today may contain forward-looking information. This forward-looking information is based upon a number of important factors and assumptions, and therefore, actual results could differ materially. Additional information concerning the underlying factors, assumptions and risks is available in last night's press release and our MD&A under the heading, Forward-Looking Statements and Risk Factors, copies of which are available on SEDAR at sedarplus.com as well as 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. As we discussed last quarter, with the evolution of Alaris' investment model over the last few years, beginning with the introduction of common equity and continuing to evolve with the expansion of SPV investments such as Sono Bello, Alaris determined it met the requirements of an investment entity under IFRS 10. As a result of this prescribed change, Alaris no longer consolidates its investment entity subsidiaries into its financial results. These entities, which are now referred to as acquisition entities in our financial statements include, Alaris Equity Partners USA, the subsidiary that holds Alaris' U.S. investments and senior debt; as well as Alaris Equity Partners, Inc., which holds Canadian investments and senior credit facility. These entities are now reflected in the trust balance sheet as corporate investments and are held at fair value. This method of accounting has had a pervasive effect on the financial information on the face of the statements, and IFRS requires that this change in accounting is made prospectively and, as such, prior periods have not been restated. Disclosure surrounding corporate investments located in Note 3 of the statements provides details on the acquisition entities' results, and the MD&A has been crafted in a way that, to the extent possible, information is presented alongside its prior quarter comparatives. Accordingly, users of the interim reporting should exercise caution in reviewing, considering and drawing conclusions from period-to-period comparisons and changes. Direct comparisons between dates or across periods may be inappropriate or not meaningful if not carefully considered in this context. Now to the Q2 results. Q2 was a fairly standard quarter for Alaris. Net book value increased $0.36 per unit to $22.01, which continues to be a record for Alaris. This brings the 6-month increase in net book value to $0.90 per unit. Alaris' partner distribution and transaction fee revenue of $42.1 million was ahead of previous guidance of $33.9 million and Q2 of 2023's $36.9 million. This was driven by the follow-on investments in the quarter, a higher-than-expected FX rate and higher-than-anticipated common dividends. Common distributions in Q2 '24 were $3.7 million as compared to $1.2 million in the comparable quarter last year, with year-to-date dividends of $4.3 million as compared to $2.1 million in 6 months ended 2023. This was driven most notably by Edgewater's common distribution of $2.8 million. Alaris' net distributable cash flow to date in 2024 has increased by 14% to $55.2 million or $1.21 per unit from $48.5 million and $1.07 per unit in the same period of 2023 after adjusting the comparable period for nonrecurring settlement and litigation costs that occurred. The actual payout ratio for the quarter was 56%, driven lower in part by the common dividends received. Subsequent to the quarter, Stride redeemed Alaris' investment for gross proceeds of USD 4.1 million, bringing the total number of partner investments exited by Alaris to 22 and an overall total return from exited investments of 65% and a median IRR of 19%. Year-to-date, Alaris has invested $77.5 million, including an additional USD 27.5 million of preferred equity into Shipyard, USD 20 million in new partner, Cresa and USD 35 million into FMP just this quarter. With regards to partners, our portfolio continues to perform well and has maintained its weighted average ECR of approximately 1.5x, with 10 out of the 19 partners continuing to be above this threshold. With regards to partner performance, it was a quiet quarter for fair value as we were essentially flat. Shipyard used proceeds of our follow-on investment in the quarter for an acquisition. And as a result of both this and increases in the base business forecasted -- base businesses forecasted EBITDA, the fair value of the common increased by USD 1.4 million. During the quarter, Edgewater paid a significant dividend, resulting in receipt of USD 2.1 million by Alaris. The payment of this dividend impacted the net debt position of Edgewater and, in turn, the fair value. As a result of this realization, the fair value of Alaris' interest decreased in the quarter by USD 1.4 million, although year-to-date Edgewater's fair value continues to be up USD 900,000. With relief to U.S. interest rates pushed back from expectations at the start of the year, D&M is seeing a slower recovery to lease volumes than originally forecast. As a result of the updated reset metrics and anticipated EBITDA, there was a decrease in fair value of USD 800,000 for both the common and preferred units. Other less significant impacts to fair value in the quarter were driven by Ohana and Carey Electric. Of our 19 partners, 11 have either no or less than 1x of debt as compared to EBITDA. Our current outlook calls for $38.7 million of revenue in Q3 as this period sees generally lower common distributions. That said, the 12-month run rate of $163 million is up from $158 million last quarter, partially due to higher annual common expectations. Our G&A outlook remains at $16.5 million. And on that note, I'll turn it over to Steve.

Great. Thanks, Amanda. As she just said, our second quarter came in slightly ahead of where we had expected but generally on plan. The next -- sorry, the last few months saw the addition of a great new partner in Cresa, a commercial real estate broker with offices around the world. And we expect them to be very active with acquisitions over the coming years. We also saw the redemption of Stride, our smallest investment, at just $4 million. Of our 19 partners, I would highlight Cresa, The Shipyard, Ohana, 3E, Sagamore, D&M and Edgewater as partners that we expect to have opportunities for growth investments in over the coming months. And obviously, 7 out of the 19, it has become a bigger and bigger focus for us in our investment criteria to find partners that have ongoing acquisition and growth opportunities, especially now that we have common equity in those partners. Stride is a great example actually of the power of our structure and how it reduces the risk in our investment returns. During our years with Stride, the company enjoyed some success, but over the last few years has seen a contraction in their business. Despite the revenue and earnings being well below where they were when we invested, we were able to record a reasonable 15% IRR over the course of our investment. While that's below the roughly 20% IRR that we target for new investments, it was a positive result overall. And no other redemptions are imminent, but we do expect to see 2 or 3 over the next 12 months. As for new partner deployment, we do expect an active second half of the year. With more than $75 million deployed in the first 6 months, we hope to beat that number in the second half based on current partner opportunities as well as potential new partner adds. With 2 rate cuts in Canada already, where we procure our debt and our equity capital, we're in a really good position given that we generate almost all of our investment opportunities in the U.S., who have not cut their rates yet. The U.S. investment environment is highlighted by higher growth and higher returns on structured capital like ours. So Amy, with that, I'll turn it over to any questions that the field has.

[Operator Instructions] And our first question comes from the line of Geoffrey Kwan with RBC Capital Markets. Our next question comes from Nik Priebe with CIBC Capital Markets.

Just wondering if you could provide us with an update on how the search process is progressing to identify replacement CEO at Heritage.

Gregg is working on that quite extensively. So just for people that are listening, we've had the senior management of Heritage have a health issue and has had to step away. So we have a group that we used actually on Kimco years ago that ended up getting a great return for us on Kimco. They are in, managing Heritage on a day-to-day basis. And we are, as you pointed out, Nik, looking for a permanent manager. We're not in a big hurry because of the people we have in there managing it, who we trust. But the search is ongoing. So I don't have a time line on that yet, but that's very much a focus for us.

Understood. And I just wanted to ask a clarification question on that as well. I think last quarter, you had mentioned that you own about 40% of the common equity in Heritage and the owner that has -- or the CEO that has departed owns the other 60%. And then I think you suggested you have that 60% to play with in terms of bringing someone in new and offering them equity. I just -- I didn't fully understand that comment. I was just -- were you suggesting that there could be the prospect of the issuance of additional equity that might dilute down your stake a little bit?

No. It would be buying the 60% from the CEO, and I think that could be done very inexpensively at this stage. And so we would be able to incent a new manager with that 60%.

I see. Okay. That makes sense. And just last question for me. The outlook for Fleet's common equity distribution given the June 30 year-end, what's the expectation for timing there? It kind of seems, based on the guidance, like it could be in Q4. But I think last year it was in Q3. So what's your view on that?

Yes, they generally wait until they finish the audit. So the time line is always quite tight. So just to be conservative, we have pushed that to Q4. That payment usually is made in October. And then from accounting purposes, it really comes down to what is the date of declaration.

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

Maybe just follow on, on Nik's last question there. So you've raised your outlook for common distribution from your equity investment, I think, $10.5 million to $12.5 million, a chunk of that related to Fleet that you just mentioned. So how confident are you in that $12.5 million as a run rate when you look out to '25? And also maybe give a bit of a kind of commentary on how Fleet is doing on a year-to-date basis.

Yes. Fleet continues to do very well. I don't see -- as it relates to them, I don't see a downturn in their business, and they are -- I think they'll remain a big chunk of our common dividends going forward. So yes, I think there's probably even some upside there.

And just with regards to the outlook, that is looking 12 months forward. So it does include the first half of 2025 in that $12.5 million number. And I think as we've been adding new investments, we brought on Cresa and Sagamore, FMP are paying dividends, taking out companies like Brown & Settle, who were redeemed earlier in the year, Stride [ as well ]. But neither of those companies paid common dividends nor did we have any common in Stride. So we're just starting to replace more and more portfolio with companies that have common and paid dividends. So we're just sort of seeing that evolution flow into the outlook of what our common expectations are.

Okay. That makes sense. And then my second question, saw this small redemption in Stride this quarter and then Brown & Settle earlier this year. I think you mentioned there's no imminent redemption currently, which is good to hear. Steve, you sounded more bullish on the deployment side. You've highlighted a bunch of partners in M&A mode. Are you able to kind of highlight some of the chunkier opportunities in the near-term horizon?

I think Ohana is probably one that we'll have a chance to invest more capital into, which is great. Anybody that follows the Planet Fitness story knows that the basic membership was just moved from $10 to $15. So that move, while it takes time because people that are current members get grandfathered in at their $10, but it has a really interesting impact in that it really stops people from canceling their memberships. So they can stay grandfathered at $10. And it has shown over the last year through testing and through its early release that it has not stopped new membership growth at all. So we expect some nice gains on our Ohana returns, and putting more money into them would be a great thing for us. And as I mentioned, kind of those 7 partners that I highlighted earlier, those are all companies that are very active. And our business development team here at Alaris has really been tasked with finding opportunities for those 7 partners. So those are all 7 over the next 12 months. I'd be surprised if we didn't put more money into at least 5 or 6 of them.

Okay. That's helpful. And then just last one maybe for Steve as well. Just over the past few years, you've restarted increasing your dividends at a pretty steady pace. While the stock offer a pretty attractive 8% yield today, how do you think about distribution increase in the back half of this year?

Yes, it's a tough one. I mean, at an 8.5% yield, actually more than that now with today's market decline, it's really not providing incentive for us to increase the dividend. I think a two-pronged approach of increasing our growth rate by conserving capital because we certainly don't want to raise any capital in this kind of a market. And if anything, we would look more at share buybacks than dividend increases, I would suggest.

[Operator Instructions] Our next question comes from the line of Thomas Bolland with NBF.

It's actually Thomas calling in for Zach. Just a quick one here. Is there significant risk to Heritage restarting distributions in the first half of 2025? What would be those risks? Or is that assumption rock solid at this point?

We continue to monitor the business. At this point, our assumption is that we would resume in 2025. But we continue -- I mean, we have a long-term view on the business obviously, amplified by the fact that we also have common invested into it. So we want to make sure that the business is in the best position possible before we resume distributions, just to make sure that once we do start distributions that, that is a permanent restart and it's not just sort of fits and starts.

Yes, I agree. It's a very good, steady business, has been so for decades. So the market has not changed for them. Their place and taking on the competitive landscape has not changed. So I'm still quite bullish on that company long term.

Our next question comes from the line of Jeff Fenwick with Cormark Securities Inc.

Sorry, I joined the call a bit late so I apologize if this is a repeat last question. Please, I can follow up with you afterwards. But I wanted to ask about the Cresa new investment there and the PIK option that you elected to include in that agreement. Can you just speak to why you would do that? I mean it's -- you give them a fair bit of runway on that option before they have to cover it. And is that something you're looking to add? It's something that's just indicative of a more flexible deal structure that you can offer out to your partners?

Yes. We actually have that in several of our investments, Jeff, and it almost never gets used. But you hit the nail on the head. It is really just to provide companies with flexibility. But it compounds that 14% yield. So if they use it, then obviously it doesn't impact our returns. In fact, it might help it a little bit, but gives them flexibility. And in the case of Cresa, they do have acquisition opportunities that they want to funnel their free cash flow into. As an investor in them, that's great for us, too. So yes, it's something that I like doing. More flexibility is better. The focus for us should be on total return, not just cash return and having healthy partners. So it's something I actually quite like using.

Okay. So this is about growth for them rather than seasonality or something that might impact it. And I guess in that context, you also look at it as possibly, if they're successful, that could be a good candidate for follow-on investments.

Yes, exactly. So Cresa has -- gosh, the number of worldwide offices eludes me, but it's quite a bit. So most of them are corporate-owned. There's also Some that are kind of licensees, affiliates, they're called. And there's a lot of opportunity over the next couple of years to bring in-house those affiliate offices and acquire them. So that's where all their money is being used. This isn't being taken out or anything like that or buttressing earnings or anything. It's purely for growth. So it's a good story.

Okay. And then maybe one just on capital and investment. I mean, you've mentioned that it's not really an environment you want to be raising equity in obviously right now. But when I look at that payout ratio, it looks like the cost of funds here are going to start falling on credit facilities. I mean, would you -- how do you think about leverage going forward? I know you've upsized your facility periodically here, but do you think you'd be comfortable running with a little higher level of leverage as we go forward?

Well, yes, as we grow, I'd probably keep it as a ratio to our EBITDA. I'd probably keep it fairly similar to what we have today. But we did take out the $100 million of convertible debentures through cash on our balance sheet last month. And so that's something that I think we have in our back pocket. If redemptions outstrip -- sorry, if deployment outstrips redemptions over the next 6 to 12 months, we would likely probably use that convert market before we would ever use equity.

And I'm showing no further questions at this time. I would now like to turn it back to Steve King, President and CEO, for closing remarks.

Thanks, Amy, and thanks, everybody, for tuning in. I have to say I'm impressed for a Friday of a long weekend in August that so many of you came and so many asked questions. Looking forward to another good solid quarter coming up in Q3. And as always, if you have any questions, please reach out to myself or Amanda. Enjoy the rest of your summer.

Thank you for your participation in today's conference. This does conclude the program. You may now disconnect.