CI Financial Corp.

sustained strong performance highlights the impact that the transformation we made from a series of competing boutiques to an integrated global asset manager has had for our clients. Corian had another strong quarter delivering adjusted EBITDA growth of 6% quarter over quarter. In May, Corian completed the acquisition of two RIAs and on July 31st, he closed on two more, adding a combined 14 billion of client assets across the four firms. I'll now turn the call over to Ahmed to discuss our financial results.

Thank you, Kurt, and good morning, everyone. Turning to slide four, our global assets ended the quarter up 3% to 489 billion, driven by positive markets across our three segments, as well as net inflows into our U.S. and Canadian wealth segments. Turning to our financial results on the next slide, I'll focus my comments on our adjusted results. Adjusted net income was 136 million or 90 cents per share for the quarter. Adjusted EBITDA increased to 252 million for the quarter, and our adjusted EBITDA margin was 40.1%. Turning to the next slide, I'll highlight the segment results and the key drivers of EBITDA and margins. Asset management EBITDA was relatively stable and came in at 159 million for the quarter. Margins were down due to seasonal compensation items, which I'll go through later. Canada wealth EBITDA was down slightly to 18 million for the quarter, and margins were down due to our previously disclosed investments we are making into our custody platform. In the U.S., pre-MCI EBITDA increased to 115 million, and margins were relatively flat at 42.6%. Compared to the second quarter of last year, EBITDA has increased 21%, which is greater than the invested group's preferred return. We have some variability in our U.S. MCI this quarter due to the timing of expenses between quarters and whether the expenses were incurred within our partnership or our U.S. holding company, which each have different levels of MCI ownership. A better go-forward number is looking at our first half MCI, which removes that variability. For purposes of modeling non-controlling interest of our U.S. segment for future quarters, we estimate non-controlling interest of 37% of U.S. adjusted EBITDA when calculating our segment. And for purposes of modeling non-controlling interest for our U.S. segment's contribution to EPS, we estimate non-controlling interest of 30% of U.S. segment adjusted EBITDA. Turning to the next slide, I'll walk through the changes in revenue. Revenues on a comparable basis increased 4% to 757 million. Asset management revenues were up 3 million due to positive markets, which were partly offset by slightly lower fee capture and the effect of net outflows. Canada and U.S. wealth management fees increased due to higher asset levels from positive flows and positive markets. Acquisitions in the U.S. added 2 million in revenue in the quarter. Turning to the next slide, we can review the major changes in expenses. On a comparable basis, total expenses increased about 8%. SG&A increased due to higher compensation-related expenses. In particular, we incurred the full quarter effect of merit increases and stock-based compensation for awards granted in the first quarter, in addition to higher headcount to support the build-out of our custody platform as we last saw in the first quarter. We also had higher costs for investments in marketing and sales to support our three business segments and higher external professional fees. Advisor and dealer fees increased due to higher revenue earned in our Canada wealth segment. Interest expense increased because of the new bond offering as well as borrowings to fund acquisitions related acquisition related obligation payments and stock buybacks. Depreciation and amortization increased due to higher depreciation of hardware and computer equipment as part of integration and new lease office space at Coriant, which we discussed on last quarter's call. Looking forward to the next few quarters, we anticipate interest and lease finance expenses to be in the range of 59 to 60 million in the third quarter, primarily due to interest costs from our recent bond issuance and borrowings from our credit facility to settle acquisition obligations. Also, as a reminder from last quarter, we expect higher depreciation and amortization of 18 to 21 million over the next few quarters reflecting the impact from integration capital expenditures. This guidance is unchanged from last quarter. Turning to slide nine, we can review our debt and leverage. Our debt was relatively unchanged at 3.5 billion as the new bonds we raised in May were offset by reduction in our long dated U.S. dollar bonds, which were tendered during the quarter and lower credit facility balance. FX headwinds increased debt by 24 million. Our net leverage was also unchanged at 3.5 times on a reported basis. Turning to slide 10, I'll review new information we are providing on the separation of debt and acquisition liabilities for Canada and the U.S. As we previously discussed, Canada and the U.S. have different capital priorities. The table on the right of this slide reflects the cash, debt, and M&A obligations for Canada and the U.S. at the end of the quarter. The U.S. has borrowed 154 million from Canada to primarily fund acquisitions. The U.S. also has 151 million in contingent consideration obligations. Canada has 164 million remaining to pay for U.S. acquisitions. These will be fully paid off by early next year with a large portion running off in the third quarter. Canada also has 70 million in other Canadian acquisition obligations. We will update this information quarterly so you can track how we're using the respective cash flows of the businesses to pay down its obligations deployed to other strategic priorities. Thank you. Let me turn the call back to Kurt.

Thanks, Amit. As discussed frequently, we take a dynamic approach to our capital allocation priorities. The second quarter was very active on this front. In addition to share buybacks, M&A, and settling deferred considerations, one of the actions we took was to crystallize a $282 million pre-tax gain for our shareholders through a tender offer of our 2051 bonds along with open market purchases of our 2030 and 2051 bonds. We felt the second quarter was the opportune time to realize this large gain for our shareholders as it is likely that any unrealized gains will be reduced as interest rates contract. Currently, additional opportunities exist for us to continue to achieve accelerated deleveraging through the repurchases of the remaining bonds that are trading at a discount so far. We continue to rapidly scale our U.S. wealth management business. Since the minority investment in Coriant last May, the business has grown EBITDA at a 26% compound annual grocery. EBITDA growth was driven primarily from a combination of organic growth and our integration efforts as until recently M&A activity was running below historical levels. As we discussed last quarter, we are nearing the completion of major real estate integrations. In May, we consolidated our New York City office footprint into new office space at 101 Park Avenue. In two weeks, we will move into new space in Boston, which will be followed by Chicago in September and Miami later this year. The consolidation of office space is important for elevating the client experience, driving collaboration, culture, and unity across Cori. As mentioned earlier, we have supplemented our strong organic growth with the completion of four transactions in recent months, adding nearly $14 billion in client assets. In the second quarter, we closed on the acquisition of Fort Lauderdale-based Socialist Family Office, which specializes in serving NFL and NBA players. We also closed on the acquisition of Cleveland-based multi-family office Paragon Advisors. Paragon focuses on -net-worth families with average assets of greater than $80 million. At the end of July, we closed on two additional acquisitions. Byron Financial is a Charlotte-based -net-worth RAA focused on comprehensive financial planning that will deepen our presence in North Carolina. Emerald is South Florida-based and focuses on providing comprehensive wealth management services to families with greater than $200 million in net worth. All four of these acquisitions were fully integrated at the time of closing, driving immediate benefits for clients and synergies for our business. We continue to make progress executing against our strategic priorities. In asset management, we've been active on the product front, both streamlining our existing lineup and launching innovative new strategies, including the global AI ETF, which quickly scaled past $500 million in assets. Our private market solution continues to gain traction as it is addressing an unmet need in the marketplace, providing Canadians with access to the world's leading alternatives managers via single solution. In addition, we maintain strong financial discipline with EBITDA margins essentially flat for the first half of the year, despite the cyclical pressure we've endured on fee rates as a result of asset mix shift. In Canadian wealth, we continue to have success recruiting advisors to both our Asante and Align Capital platforms. In aggregate, recruited assets are up over 75% in the first half of the year. We also continue to invest to further scale our custody business and leverage technology to provide a better client experience. We are working towards onboarding the remainder of our wealth assets and are having constructive conversations with a number of third parties. At Coriant, we're making progress against our strategic plan and the investments we've made to scale and fully integrate our business are reflected in our financial results. Our EBITDA grew 6% quarter over quarter, our net flows remain strong, and our solutions and alternatives offerings are growing rapidly. Margins in the business are showing the benefit of our integration efforts to adjust the EBITDA margins up 120 basis points in the first half of the year. As we discussed on the previous slide, we've accelerated growth with the acquisition and integration of four high quality firms so far in 2024. On the 30th anniversary of CI as a public company, we're incredibly proud of the success we've had since our inception and couldn't be more excited about how well diversified and how well positioned the firm is going forward. We thank you for your interest in CI and we'd be happy to take your questions.

We will now begin the Q&A session. If you would like to ask a question, please press star followed by one or your touchtone keypad. If for any reason you would like to remove that question, please press star followed by two. Again, to ask a question, press star one. As a reminder, if you are using a speakerphone, please remember to pick up your handset before asking your question. We will pause here briefly to allow questions to generate in queue. First question comes from the line of Cal Voight with KBW. Please proceed.

Hey, good morning, everyone. Maybe just a two-part question for me on the balance sheet strategy and then I'll hop back in the queue. So I really appreciate the updated disclosure on the segment balance sheet on slide 10. So first question, you've noted in the past the importance of the balance sheet to be able to provide a standard level of debt. So I'm wondering if you have any update on how we should think about leverage targets of debt to the subsidiary. So that's the first question. Second part of the balance sheet question is really related to total company net leverage, relatively flat sequentially despite some of the moves around retiring debt. I guess with the three Q uses of capital between U.S. wealth acquisitions, you've already announced repurchases that have also been announced and M&A obligations that will also be paid out. Seems like we may see net leverage tick up again in three Q. So is that correct or should we expect further moves on the debt retirement to offset this as you noted was possible in the prepared remarks?

Sure. So let me, thanks, Kyle. I'll take them in order. So the first question as it relates to call it the separation of debt. So we feel we made considerable progress from when we took the initial minority investment about a year ago. At that point, all of our cash flows were effectively commingled. We had competing priorities across our Canadian business and our U.S. business. And we've taken very considerable steps to effectively ready the businesses from a total separation standpoint. As I've touched on before, Corrigan has a separate board, has a separate management team, separate equity, obviously, and now we've fully separated the debt. The disclosures that Ahmed had shared a few moments ago, we've effectively taken the debt and now fully assigned it to each of our respective businesses. In terms of the entity itself that ultimately issues the debt, I'd say over time it's wait and see. There's nothing kind of pressing that would cause us to go to markets right now from a Corrigan perspective on a standalone basis.

Even if we

did, let's just say, go to market for something in the future, the question would be where is it more attractive for our shareholders? And is that doing it from a Corrigan's perspective on a standalone basis or would it be doing it at the CI level with the debt fully attributed to Corrigan's as we've disclosed in the new table? So we're ready to do it, I guess, to summarize if that's something that we choose to pursue, but we have flexibility as to ensuring it's the most attractive financially for our shareholders with the debt fully assigned to each entity in the event of a separation in the future. As it relates to capital allocation, I'd say the easiest way to think of this, we're just maintaining a very dynamic approach. So last quarter was obviously a lot of different moving pieces as you mentioned. We bought 9.9 million shares back effectively since April. We pursued some M&A. We settled some deferred considerations as Canada's obligations to the US have run off. And then we did the bond issue and some simultaneous bond tender, which was able to fund all of those priorities while keeping the aggregate leverage flat. So as we move forward, we're going to continue to look at what provides the best long-term value creation for our shareholders and what is the ideal sequencing for us to ultimately capture those actions. And we'll continue to monitor and communicate that, what we've done on a quarterly basis.

Thanks,

Kurt. Thank you. The next question comes from the line of Graham Writing with TD Securities. Please proceed.

Oh, hi. Good morning. Just wondering if, you know, you're obviously targeting a lot of share buybacks currently. Would you consider at all paying off some of the preferred equity, just given it's a higher cost of capital as well, you know, relative to some of your debt or other capital options?

Sure. So the way we're thinking, you know, similar to feedback, apologies for being a bit redundant with Kyle's question, but we're very dynamic with our capital allocation priorities. If we're asking and looking at the preferred call it in the short term over the next couple of quarters, the growth rate that we've been able to achieve is effectively double the expected return of the preferred. As I mentioned, until the end of May, we didn't close any acquisitions The last acquisition we closed prior to that was October of 2023. And we have called it a huge outperformance relative to those expectations. So I would say in the short term, as it relates to capital priorities, that wouldn't be at the top of the list. But it would be something that we continue to monitor as we get closer to call it the third anniversary of that investment.

Okay, understood. The RIA is that you've fought year to date. How did you fund those? Did you use debt at the CI level to fund those? Or have you actually allocated some debt to directly according already?

Hi, Grant. It's on it. Yes, we, as Kurt said, you know, we borrow at the CI level, and then we loan money down to the US business. And in that new segmented balance sheet, you can see how much of the borrowings US has taken from Canada to fund those acquisitions. So it comes from the Canadian business, borrowing on the credit facility, and then loading it down to the US business.

Okay, understood. Your non-controlling interest, I think was down fairly notably versus your guidance last quarter. You know, what drove that? And should we expect the guidance you've given us here to be sort of a reasonable run rate going forward? Or is this potentially going to move around?

So, Grant, Amit had highlighted, Amit, what page is that on the list?

Yeah, it was earlier in the presentation, Grant, we referred to it on slide six.

So what you'll see, so, Grant, the guidance Amit gave in the prepared remarks was effectively, there's a lot of moving pieces as it relates to NCI, right? There's NCI to party investors, then there's the partnership NCI. We're settling earn-out obligations in stock, which increases ownership in the partnership plus expense attribution and other things. So kind of the cleanest way that Amit articulated in the remarks was to use the blend of the two in this guidance he's outlined on that page for modeling purposes.

Okay, understood. And then just the last question, three and a half times leverage, are you comfortable at this level or would you consider pushing it higher if you found some further M&A that you wanted to pursue?

Yeah, we're comfortable in the range that we're at. I mean, if you look at what our capital priorities are, they're distinct for Canada and for the U.S. Canada's priorities are buybacks and de-leveraging. We're not pursuing large-scale M&A in the Canadian marketplace. And then the U.S. is either thoughtful M&A that aligns with our strategy or the distribution of capital for the purposes of meeting Canada's obligations. So it really depends upon what opportunities get presented to us and how we can best capitalize on them for long-term value creation for shareholders. So we're looking at it dynamically across the two, but very clear stated strategic priorities for each of the two businesses.

Okay, that's it for me. Thank you.

Thank you. The next question comes from the line of Nick Preby with CBIC. Please proceed.

Okay, thanks. I just wanted to ask what your take is on the emerging theme in the U.S. around cash sweep for broker-dealers. Do you foresee the focus ever shifting to anything that might impact Coriant business in the future as it relates to the fee structure there?

Yeah, so Coriant is a fee-only RIA. So we actually don't even have a broker-dealer and we don't self-custody. So 100% of our assets are fees on the assets that we manage on behalf of our clients. Part of the reason that we chose to pursue that business model in the U.S. was that entire business is upheld to the fiduciary standard, which is the highest standard of care anywhere globally for the wealth management industry. And there's never been a regulatory reform or change that is proposed pushing the standard of care beyond the one that we're operating with. So without getting into opining on impacts for other businesses, it's really just not relevant for us because 100% of our revenue is driven on the fees that we generate from the assets we manage.

Yeah, okay. No, fair enough. And then just in the context of the refinancing that you undertook in the quarter, I understand why you took out the longest-dated piece of the debt stack because it had the largest embedded gain. But would you also consider refinancing any other series, like the 2030 notes? Is that option on the table as well?

Yeah, it certainly exists. I mean, if we look at what we were looking to do, what we accomplished, I should say, in the second quarter was we were able to crystallize or realize an unrealized gain that we had been communicating existed for a period of time. We anticipate that that gain will shrink as interest rates contract. And we wanted to make sure that we were able to take advantage of as much of it as we possibly could. Obviously, we got the greatest, on a per-dollar basis, greatest bang for our buck focused on the 2051s. And we're able to retire a significant portion of those. That trade still does exist for us on the 2030 bonds as well. And it's something we'll continue to monitor relative to other capital allocation priorities.

Got it. Okay. And then in the prepared remarks, you had alluded to the ongoing initiative to consolidate certain RAAs into regional offices. I noticed that CAPEX is trending a bit higher than usual. Was that related to that specific project in the quarter? And for how long would you expect this higher level of spend to continue?

So, yes. Part of that was the upfront investment in the build-out of the real estate expenses, which are effectively coming online now. In some of those markets, we kind of have some excess capacity to facilitate the integration of future acquisitions. So, in spaces like New York, as an example, we have some excess capacity that's fully built out and ready if we ultimately do other acquisitions in the marketplace. So, you'll see, call it a bit of a headwind. Well, the upfront expenses will run off as the space comes on. You'll see a bit of a headwind as it relates, call it to the amortization of those expenses as the capacity goes from unfilled to filled over time.

Understood. Okay. That's it for me. Thanks very much.

Thanks.

Thank you. The next question comes from the line of Tom McKinnon with BMO Capital. Please proceed.

Yeah, thanks very much. Just a couple questions. First, on Canadian asset management, continued kind of fee pressure here, asset mix shift related. We haven't seen anything change in terms of net revenue there over the last several quarters, yet the assets are up. How should we be thinking about this going forward in terms of fee rates? Modest pressure, I assume, but can you help me figure that out? Thanks.

Yeah, so there's really two parts to it, Tom, to think about. One is the, call it the cyclical factors as people have taken a much more conservative stance to investing, allocating more to fixed income cash like products which come with lower fee capture. Some of that or a lot of that is cyclical. The second part of it is structural changes, new products that are typically launched in our industry, which is true for us as well, come at lower price points than products that were launched historically. So it's really just hopefully a combination of the cyclical, which is probably magnified a little bit more given the influence as well. One of the things we started to do a couple of quarters ago was to share our average fee capture for the business and disclose that with our quarter end results, just to provide visibility and ease of that information to all of you looking at it.

Yeah, that's helpful. Thanks. And just help me understand with respect to a potential IPO of Coriant, is the intention to have debt reside at the Coriant level? And as a follow up to that, in terms of the minority investors, are they, in terms of their liquidation preference, is that just strictly cash or are they able to take any of this debt that's been lended down to the US side?

Yeah, so the reason we've started to separate the debt is that that debt that's assigned to Coriant in a separation of the businesses will ultimately travel with Coriant. So whether that's via an IPO, whether that's via another form of exit, the debt is intended to ultimately travel. So what you'll see over time, just given our stated priorities for CI, CI's share of the debt will decline over time and Coriant's share of the debt, assuming we continue to do acquisitions, will grow and whatever portion is assigned to Coriant at that point in time will ultimately travel with the business. As it relates to call it next action for the business, the minority investors have the opportunity to participate or roll into the IPO and convert their shares into common equity shares in a publicly traded company as part of that exit.

Yeah, now they have a liquidation preference that, is that taken out in terms of cash when that happens?

Well, it depends. I mean, if we took them out, we would settle that in cash. If we took the company out, we would settle in cash. So that's the kind of public that would roll into ownership of the new public company.

Okay, right.

So we don't have to settle it. It's not debt. They own the equity. It travels and that will either convert in a private sale, potentially get liquidated or convert in a private sale, convert in an IPO and it would settle in cash to the extent that we chose to take them out.

Understood. Okay, thanks so much.

Thank you.

The next question comes from the line of Jeff Conn with RBC Capital Market. Please proceed.

Hi, good morning. First question I had was you had a good start with that new AI ETF. Just wondering if there's anything you can share on potential and or kind of upcoming new product launches that you're working on?

Yeah, we don't give a lot of, just given the competitive nature of product launches, we don't give a lot of, you know, visibility into kind of what's on the come. But hopefully, people have seen we've demonstrated a strong skill or capability in product innovation, whether that's been thematic ETFs, first mover advantage that we took in both liquid and illiquid alternatives, crypto, and obviously more recently our AI strategy. So we're constantly looking for opportunities to launch or bring strategies to market for Canadian investors that don't otherwise exist or exist and are in a highly differentiated way. So it's a huge priority for us and something that you'll continue to see us push the envelope on as a theme.

My second question was, kind of over the past decade, the companies bought back, I think it's roughly half the shares that's standing. As you look forward, and it seems like you're continuing to be quite active buying back stock, how do you think about that balance between the share liquidity versus the share buyback activity that you want to be doing?

So Jeff, we had a tough time hearing your question, so let me just try to replay it and you tell me if I'm accurate appropriately. Was your question, as we continue to buy back shares, how do we think about the liquidity in our stock? Relative to historical liquidity when we had a larger float? Was that the question?

Yeah, exactly. Sorry, I'm not quite sure what yet, but that's exactly what my question was.

Okay, perfect. Yes, I mean, when you look at our stock today, I mean, it's still a very liquid stock and that creates the two mechanisms by which we buy back stock. One is via substantial issue or bid as part of the process for filing for the tender, we have to do various liquidity tests that we have to meet. We've comfortably cleared all those liquidity tests, which is just reflective of the volume that we've seen in the marketplace in a backward looking manner. We have a normal course issue or bid that we renewed a few weeks ago that obviously allows us to buy shares in the marketplace. So to date, we haven't seen anything that has prevented us from getting access to the shares that we ultimately want. If and when we get to a point where liquidity drives up, we can take a look at it at that point in time. But right now, we're just singularly focused on how well is the business performing operationally and how well is that reflected in our share price. If those two things align, you won't see us buying a lot of shares. If there's a meaningful gap between those two things, you'll see us buying and then liquidity will be assessed on an ongoing basis as that share count continues to reduce.

Okay, thank you.

Thank you. Again, to ask a question, please press star one. We'll pause here briefly to allow questions to generate in queue.

There are no additional questions left at this time.

I will now pass the call back to Kurt McPline for closed remarks.

Thanks, everyone, for your interest in CI. We look forward to chatting with you next quarter.

Thank you. That concludes today's conference call. Thank you. You may now disconnect your line.