ICG Enterprise Trust PLC (ICGT) Earnings Call Transcript & Summary

Good afternoon. Welcome to ICG Enterprise Trust's Q3 Trading Update for the 3 months to 31st of October 2024. I'm joined today by Oliver Gardey and Colm Walsh, who will discuss our investment performance and activity in more detail over the course of this presentation. The slides for the presentation, along with the accompanying results announcement, are available on our website. We will have time for Q&A at the end of the presentation. So if you'd like to submit a question, please do so through the online portal at any point in the Q&A box on your screens, we will then aim to answer those questions at the end of the presentation. With that, Oliver, over to you.

Thanks, Martin, and good afternoon, everyone. We're happy to report another strong quarter. This is another quarter where our clear investment strategy has performed well. We focus -- as you know, we focus on mature cash-generative companies with defensive growth characteristics. And also what we're seeing in general, we're observing that the PE market is becoming more dynamic than the previous 2 years. Maybe digging in some of the data, our NAV per share total return rose by 3% over the 3 months to the 31st of October of 2024. And our portfolio grew on a local currency basis by 3.1% in Q3, which is our second consecutive quarter of being above -- at or above 3%. We're also continuing our efforts to develop our medium-term target portfolio composition more towards secondary and direct investments, which Colm will speak more about it later. And then in regards to capital allocation, we feel we've been one of the leaders in our sector and had, we believe, a very thoughtful approach to capital allocation. Our dividend per share has risen 9% on an annualized basis over the last 5 years. And as you know, we've been also early and very active in our buyback efforts. Since October 2022 -- sorry, 2022, our buyback programs have returned about GBP 50 million to shareholders. The buyback program added 2.3% to NAV per share, which is equivalent to about 6.1% of opening shares, which excluding tender offers is the most in our peer group and something we're quite proud of. Continuing this shareholder-focused approach to distributions, the Board has also renewed our efforts and our opportunistic buyback program for fiscal year '26 of up to another GBP 25 million. Moving on to the next slide. Many of you have seen the slide before, but we think it is worthwhile just having a quick summary of it because that is very crucial to our investment strategy. Our goal is to achieve for our investors long-term compounding growth, but at the same time, reducing risk. As you know, private equity has its -- is a higher risk asset management class, but it has been, over the long term, the best performing asset class. And so what we do and all what we're focusing on is very much to provide our investment in these long-term compounding growth by taking out risk. So when you look at the first 4 columns, those are the -- those are the kind of our strategy, how we reduce risk. So for example, we only focus on buyouts because buyouts have much lower loss ratios and are much more predictable in terms of long-term returns, then venture capital, which you can have a loss ratio is up to 60% to 70%. We focus on only on developed markets, U.S. and Europe. We do not like to have exposure to the emerging markets as typically the liquidity and the roads to exit and the path to exit are much more limited. And furthermore, we have, over the years, shifted much more pivoted more towards the U.S. which is now about 44% of the portfolio. And then we focus on middle market to large cap private equity. Why? Because those are typically the funds which have the most experience and are large enough to deploy and attract absolutely top-tier investment professionals. And if you look at the last 2 columns, you see this is how we actually really try to achieve growth and drive returns. One is by investing in the top-tier funds. Since we are one of the oldest certainly listed private equity companies, we have the DNA and the access to the top-tier buyout fund managers, and this is something we're constantly fostering. And so getting access to the top-tier fund manager is fundamental to our investment strategy. And lastly is picking defensive growth companies. And that's how we -- and that's why our dedicated investment team really helps. We have -- we're one of the very few investment trusts who have a dedicated and private equity, we have a dedicated investment team who can go and pick and select the best ideas coming from our investment managers. And with that, I'll hand over to Colm to talk about in more detail about the portfolio.

Thanks, Oliver, and good afternoon, everyone. So straight into the numbers in Q3, that's the 3 months to the 31st of October 2024. Our portfolio grew on a local currency basis by a little over 3% at 3.1% and that translates into a NAV per share total return over the period of 3%. We closed the period with a NAV per share of GBP 19.97. Translating that into returns to shareholders. Our share price total return over the 3 months was down, reflective of a volatile start to Q3 and more generally in global markets. But over the last 12 months, our share price total return was a little over 16%. Combining dividends and buybacks over the last 12 months, we've returned GBP 53 million of cash to shareholders. We'll talk more about our capital allocation policy a little later. Turning to portfolio activity. It's a relatively quiet period. We made one new fund commitment of GBP 7 million, around $10 million to a U.S.-based manager Valeas Capital Partners. That's a U.S. mid-market manager where the key executives spun-out of both Hellman & Friedman and Golden Gate Capital, really interesting investment in a ceded portfolio but we were able to identify significant embedded value. The portfolio cash flow over the quarter was broadly neutral. We had investments of GBP 35 million and proceeds of GBP 34 million. We saw 12 full exits in the quarter. That's the third consecutive month of incrementally higher number of -- an incrementally higher number of exits and we're optimistic that this trend will continue as we go further into 2025. Those 12 full exits in Q3 were completed at a weighted average uplift to carrying value of 18%. So moving on to the next slide. This slide builds on the numbers I've just taken you through and splits out by investment type. The portfolio growth, as you can see, was spread across our 3 main investment types, being primary, direct and secondary with the discretionary part of the portfolio that's secondaries and directs marginally outperforming. Our closing portfolio value stands at just over GBP 1.4 billion and a little over 30% of that is in ICG managed investments. Now as many of you know, every quarter, we like to bring our numbers to life with a case study. And today, we wanted to spend a little bit of time on a co-investment we executed in the quarter. And this is a Swiss company called BSI software, which provides software to help manage relationships and its clients are large customer-facing companies. Now as we've noted many times, the bar for co-investments at the moment has been relatively high, certainly over the last couple of years. And we -- as we've been trying to be selective and to balance the various considerations around the investment program, how it interfaces with our balance sheet and also with our share buyback programs. What attracted us to BSI software, in particular, was its long track record of developing and operating these customer relationship management platforms, a very strong market position in its core geographies. And it has a unique product offering which has an inherent stickiness. It's got very high levels of customer retention. So it's a very good example of what we look for with our definitive growth focus. And alongside the diligence that we conduct within our own investment team, our own dedicated investment team. This is another example of how being part of the ICG platform is very beneficial to us, and we think a really strong competitive advantage. We were able to gain proprietary insights from our colleagues in various different teams across the ICG platform that informed our diligence. It gave us enhanced confidence in BSI's competitive positioning and also the quality of their tech platform, which is clearly especially important for a business of this nature. Zooming back out, we actively manage our portfolio across investment stage, strategy and geography combined, and that is we have a rigorous portfolio monitoring process so we can identify some of the trends in our portfolio. And by stage, to reiterate, we invest entirely, that's 100%, into buyouts with no exposure to venture capital or growth equity, where we see a very different risk-adjusted return proposition. By geography, we target a broadly 50-50 exposure across North America and Europe. By investment strategy, and I think Oliver mentioned this earlier, we've evolved our targets very slightly. It's very much an evolution. So we're going to target 40% to 50% primaries, 25% to 30% secondaries, 35% co-investments. That's a very minor tweak to the previous allocations, which were 50% primaries, 25% secretaries and 25% direct co-investments. This move to more discretionary investments over the medium to long term. And with obviously having slightly less primaries, we think will be beneficial to shareholder returns. Each of these routes bring something specific to building a portfolio that delivers on our investment strategy. In particular, the primary program allows us to access a deep pool of top-tier managers secondary to reduce risk while enhancing our liquidity profile and direct or co-investments allow us to increase our exposure to the company that our top-tier managers have identified, which we particularly like. And combined, when we add all of this up, we believe we are very well positioned with this approach to continue to deliver strong risk-adjusted returns. And with that, I'm going to hand back to Oliver for some concluding slides focusing, in particular, on the shareholder experience.

Thanks, Colm. As I alluded at the start of the presentation, we believe we have a thoughtful and shareholder-focused capital allocation policy. Let us -- I know this is a busy slide, but let's walk through the numbers quickly. Firstly, since 2017, we have had a progressive dividend policy and for Q3 fiscal year '25, we're proposing a dividend of 8.5p per share. And for the fiscal year -- and the board reiterates its intention for fiscal year 2025 to pay total dividends of at least 35p per share. This will be a 6% increase on fiscal year '24 total dividends of 33p our dividend has increased at an annualized rate of 9% over the last 5 years. And secondly, we have a long-term share buyback program, which was introduced in October 2022. And since its launch, we have returned GBP 32 million to shareholders through this program across 176 separate trading days. So we've been very active. And then thirdly, we announced last year the launch of an opportunistic share buyback program of up to GBP 25 million for fiscal year 2025 and approximately about GBP 18 million has been executed so far. The Board announces today that it's renewing this program -- renewing this program for another up to GBP 25 million for the next fiscal year, fiscal year '26. Now if you combine these buyback programs, this means we have bought back 6.1% of our opening share count which is the highest of our peer group, if you exclude one-off tender offers. And it demonstrates our focus on returning cash to shareholders, while maintaining our through-cycle investment program. As I mentioned before, this has added 2.3% to NAV per share. On average, we've been buying back shares at when the shares were about 35 -- in the mid- to high 30s discount. Let's -- in conclusion, in summary, our clear investment strategy and our progressive dividend policy and our share buy program are designed to deliver long-term outperformance for our shareholders. And I think this quarter is another good example of the program and the investment strategy working. But we're also cautious -- but additionally, we're cautiously optimistic that the private equity market continues to improve in terms of deal activity and realizations. Our efforts to increase our U.S. exposure over the past years has been particularly helpful capturing the growth in the U.S. private equity market. And as you can see on this slide, over the last 5 years, we've delivered 16% portfolio return and a 14% NAV per share on an annualized basis. So we believe we have a long track record for delivering to our shareholders, and we remain excited as we begin 2025 that our actively managed portfolio is positioned well to benefit from an environment where we're already seeing transaction activity to increase. And with that, I'll pass over to Martin for the Q&A.

Great. Thanks, Oliver. We now have about 10 minutes or so for Q&A. So as a reminder, please feel free to submit questions via the Q&A box on the webinar platform. A few have come in already. So taking them in turn, a couple revolve around outlook. So as we're saying, as the market is seeing, there's clear cautious optimism across the market that 2025 will be different to 2023, 2024. Maybe perhaps in your own words with any evidence from conversations you've had with U.S. managers and European managers. What can you cite support that optimism?

Yes. That optimism comes from various places. So I think, first of all, one has to differentiate between Europe and the U.S. U.S. is particularly, I would say, experiencing a lot of -- is much more dynamic than Europe. However, we do see some green shoots in Europe as well. And what makes us optimistic is -- the optimism is really driven by a couple of things. One is the visibility on having the inflation under control, let's put it that way. And much more confidence that interest rates stay where they are or even further or fall even further is helping investors and buyers and private equity buyers to really be much more active in buying portfolios, which helps us obviously on the realization side. And in addition to that, the credit markets are much more robust than they were probably a year ago or 2 years ago. And that's why we're seeing a lot of refinancing is happening as well as people lining up for IPOs or for selling their portfolios.

Yes. I'd add to that as well, but I think it's worth noting that one of the other things that our managers are very strongly aligned to generate liquidity. There is quite a lot of pressure from investors after a period of relatively low activity, investors want to see liquidity, and that's a very important part of anybody's fundraising is the ability to demonstrate that.

And just to build on that, in terms of conversations with managers, the questions come in on our commitment to Valeas. Could you talk a little bit more about the new manager that you mentioned you committed to? What attracted you to the manager and their strategy?

Okay. I'll take that. So Valeas, actually I think it was a very interesting opportunity. First of all, 2 main principles came out of Hellman & Friedman and Golden Gate Capital are 2 very well regarded managers and 2 individuals who we referenced and referenced strongly. The key -- this was an example of how we have quite a nimble and flexible approach. This is what's known in the game as a late-stage primary. And what that means is that when a fund is fundraising, it invests capital through its fundraising period. And what that can often mean is that it ends up with a relatively high amount of invested capital. So therefore, when you're looking at the primary fund, you were able to diligence the underlying assets. And again, this plays to our strengths coming from the ICG platform. We were able to look in depth at a number of these companies in sectors that are -- that both we, as a team, but also our colleagues across the platform know very well. And there was a lot of embedded value in this portfolio. Very attractive companies and some of which have actually been marked up. So that actually means that you can commit to the primary fund and it's instantly accretive. Now we would not have done that unless we were really happy with the assets, unless we're really happy with the manager and we've had some success. We committed about 18 months ago to Integra, a similar opportunity, more of an emerging manager, but albeit an emerging manager whose principles have a lot of experience with top-tier managers that we know very well. So that's kind of a sort of a summary of what we liked about that opportunity. I think another example of how that platform really helps us to make good investment decisions.

Great. Thanks, Colm. There's 3 questions on secondaries, actually. A few folks have picked up on us, as Oliver and Colm are saying, evolving our medium-term target portfolio construction to more secondaries and directs. If I group the 3 questions together, one saying -- our secondary exposure has gone down, but we want to add to it. Can we explain essentially, if we break those 2 questions apart, why it has been going down and then our thought process in terms of why we want to add to it? You mentioned it reduces risk, for example. Why is that? And then broader on secondaries, if I tag in a third question is can we outline any trends that we're seeing in the markets for secondaries, both in terms of buying and selling?

Okay. Let me take the allocation first. The reason why we -- our exposure has dropped I hate to say this, but it's almost because it's because it has performed actually extremely well. And we've had above expectations in terms of above our base case and distributions coming back. And so about a year ago, we were roughly around 20%. Now we're more in the mid-teens. And that was very much driven by -- there a lot of companies realizing in a very active realization all above plan. So that has been a great development, but that also has the implication that we are short on our exposure. We have decided to increase just slightly. Our goal always has been 25%, and we have increased it from 25% to 30%. And because we believe that we have now the capabilities of doing some really interesting secondary transactions, and we think it's also a particularly good cycle in the market to do secondaries for the next couple of years. So this is a medium-term target. This is not something you should expect will be back at a 25%, 30% allocation within a couple of quarters. This is an evolution of a more medium-term target. Why do we like secondaries and why do we are increasing it? Because it is -- it's very additive to our portfolio in the sense of it provides private equity type of returns. But contrary to co-investments, it's -- the holding period is much shorter and creates more liquidity as you're seeing how our 20% exposure has decreased very quickly over 12 months, 18 months. And so we're seeing a lot of interesting opportunities, and it gives you something extra and it's less risk because you can buy highly diversified portfolios where we have a lot of data and information and of past performance. And therefore, you have the visibility in terms of performance and potential exits is much better than in co-investments and than primaries. And that's why we very much like secondaries to add to our portfolio because it does increase liquidity and it increases and decreases risk without sacrificing private equity returns. The status of the market is that -- there's an enormous amount of deal flow in the market in 2024 was another record year with about 160 million of -- sorry, 160 billion of transactions being transacted. And all the experts in the market are projecting that 2025 would be an equally busy year. We do see that on the deal flow as well. What's particularly remarkable is the quality of deal flow. So it's a lot of high-quality deal flow. And a lot of that is driven because the last couple of years have been slow in terms of realizations and liquidity. So a lot of private equity -- a lot of investors who are invested in private equity are looking for realizations in order to kind of continue their investment programs with their favorite managers.

And one follow-up question has just come in, Oliver, on that. How are secondary is currently being priced on average in the marketplace?

So top-tier quality assets are sub 10% discount. I would say, portfolios be quality above 10% in the low to mid-teens. Tail-end portfolios could be 20% plus. There has been definitely an improvement in pricing from a seller's perspective over the last 6 to 9 months. And largely a lot of that has to do with the fact that visibility in terms of liquidity and then in terms of exits and realizations coming from the portfolio has increased, and that makes buyers more confident about pricing the portfolios.

Great. Thanks, Oliver. A question on capital allocation. You mentioned the long-term buyback program started in October 2022. So given these results until October 2024, it's essentially been 2 years. How do we view our capital allocation policy over the last 2 years? Has it been successful and has it operated in the ways of what its aims were both in terms of progressive dividend policy, long-term buyback and opportunistic buyback?

We think we really like the way how it's turned out. And that's why we continue with the program, and that's why the Board has also decided to continue with the long term, the opportunistic buyback with up to GBP 25 million. What is it what we like? Let's talk about the buyback program. Separating it to the long term and the opportunistic allows us to kind of really achieve a couple of things. The long-term buyback allows us to be constantly in the market and to support the stock and support our investors on the buy side -- on the sell side, and making sure that we can also smoothen the vehicle. So that is enough liquidity in the market. And that has worked out really well. As you've seen, we've been very active. We've been active in the 170 -- over 170 trading days. And so this is a buyback program, which is constantly there with smaller tickets. The opportunistic buyback is also and mainly because we very much believe in our portfolio, and we're currently seeing an incredible buying opportunity at a, call it, low 30s to mid-30s discount. And therefore, it would be -- it's a great time to buy our stock and to create accretion in terms of performance. And that's what we've seen that we generated about 2.6% of the NAV growth is coming from the buybacks. So we very much believe in our portfolio. And therefore, if we see opportunities where we can buy big chunks in the market, without impacting the price too much. So we're not buying against ourselves. We're happy to buy and be in the market to kind of really take advantage of the big discount. Currently, it's trading out. And in terms of dividend policy, we want to make sure that the -- our investors also understand that we stand behind it. And we know a lot of investors care about the dividends. And we want to make sure we can continue with our progressive dividend policy, which has been very much appreciated by most shareholders.

Great. Thanks, Oliver. Conscious, we're nearly at time. If there are any follow-up questions after webinar, please feel free to contact the e-mail address. You see on your screens. As a reminder, a recording of this event will be available on our website in the coming days. With that, Oliver, Colm, thank you very much, and thank you all for joining today.

Thanks, everyone.

Thanks.