Alaris Equity Partners Income Trust

Welcome to the Alaris Q4 2024 Earnings Release Conference Call. At this time, all participants are in a listen-only mode. After the speaker's presentation, there will be a question and answer session. To ask a question during the session, you will need to press star 11 on your telephone. You will then hear an automated message advising your hand is raised. To withdraw your question, please press star 11 again. Please be advised that today's conference is being recorded. I would now like to hand the conference over to your speaker today, Amanda Frazier, Chief Financial Officer. Please go ahead.

Thanks, Deedee. We appreciate everyone taking the time this morning to join us. And I'm joined on this call with Vice Chief King, President and Chief Executive Officer of Alaris. Before we begin, I'd like to remind our listeners that all emails given are in Canadian dollars, unless otherwise noted, and our caution that comments 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 in MV&A under the heading Forward-Looking Statements and Risk Factors, copies of which are available on CDAR, 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 MD&A for clarification regarding non-IFRS measures. Also, as discussed the last few quarters, 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 Sonobello and now Ohana, Alaris determined it met the requirements of an investment entity under IFRS 10, and as a result, no longer consolidates its investment entity subsidiaries into its financial results. This method of accounting has had a pervasive effect on the financial information on the phase of the statement. Accordingly, users 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. With regards to the Q4 highlights, net book value increased $1.42 per unit to $24.22, which brings the 12-month increase in net book value to $3.10 per unit, and is in addition to $1.36 of dividends for a total return on book value in the year of $4.46, or 21%. This increase was driven by both growth in revenues received from partners, including common distribution. as well as increases to the fair market value of ALERIS's portfolio and rising foreign exchange rates. ALERIS's partner distribution and transaction fee revenue for the quarter of $46.9 million was ahead of previous guidance of $38.9 million and Q4 2023's $41.9 million. This was driven by a collection of LMS's deferred distributions from 2023 and the pick amounts from OHANA's convertible preferred units, which we acquired in Q3 of 2024. Partner distribution and transaction fee revenue for the year of $194.2 million was ahead of prior year revenue of $162.6 million primarily as a result of new and follow-on investments as well as higher common distributions. Common distributions in 2024 were 170% higher than 2023 and represent a 20% cash yield on the common portfolio. Alaris's acquisition entities realized gains on partner investments of $40.1 million or $0.88 per unit in 2024 as compared to $13.5 million or $0.30 per unit in 2023. These gains were realized on the redemption of Brown and Settle, Unify and Stride, as well as the exchange of units in the Ohana during the AUM transactions. Due to their non-recurring nature, these gains are not included in Alaris' net distributable cash flow and would further decrease the payout ratio if included. Alaris' net distributable cash flow for 2024 increased by 42% to $130.4 million, or $2.87 per unit, from $91.6 million, or $2.02 per unit, in the same period of 2023, after normalizing for the prior year's one-time litigation costs. resulting in an actual payout ratio for the year of 48%. Since converting to the trust in 2020, Alaris' tax profile and distribution changed from being 100% eligible dividends to a combination of return of capital, eligible dividends, capital gains, and interest income. Consistent with the prior year, the effective tax rate on Alaris' distribution for Alberta individuals in the top tax bracket of 2024 was 22.5% as compared to 34.3% for a dividend received from a corporation, providing both a tax deferral as well as an overall savings as compared to a corporate dividend. With regards to the portfolio, our portfolio continues to perform well and has maintained We averaged VCR approximately one and a half times, with 10 of our 20 partners continuing to be above this threshold. Of our 20 partners, 13 have either no or less than one turn of debt as compared to EBITDA. With regards to fair value movements, increasing discount rates driven by risk-free rate movements resulted in decreases throughout the portfolio, while partner results further amplified or offset these movements. Most notable in the quarter, Sonobello has been impacted by the higher cost of advertising across the U.S. as a result of the election cycle and a decline of the conversion rate of patient consultations. As they expand in new markets, while these costs have impacted EBITDA in the immediate period, they are believed to be temporary in nature and the longer-term forecast has been improved by the rollout of their contour division as they move into delivering new service offerings with breast augmentations. The total impact to the fair value of Sonobello, including the discount rate change, was a decrease of 7.3 million US. But for the year, Sonobello's fair value increased by 4.1 million US. Heritage is taking longer to return to profitability, and we now expect that Heritage will not be in a cash flow position to support preferred distributions until 2026, and have extended the expected deferral period. As a result of the fair value of Heritage, As a result, the fair value of heritage was decreased by $2.8 million U.S. in the quarter. The increase to fleet's fair value was largely driven by an increase to common equity. While fleet's revenue and EBITDA were down year over year, they are forecast to pick back up in 2025. This, along with reductions in debt from cash generated by the business, led to an increase in the fair value of $2 million U.S. And for the year, fleet's fair value has increased by $10.5 million U.S. During the period, Alaris closed its second AUM transaction, exchanging 127.8 million US of existing investment in Ohana for 59.7 million US of convertible preferred equity and 70.3 million US of common. Growth in the business, as well as increases in EBITDA from the time the transaction was negotiated until the time of closing, drove an increase of 12.2 million US to fair value in the quarter. Our anticipated aggregate partner resets are expected to be an increase of 4.9 million or approximately 5 million in 2025. Positive resets are expected from 10 of our partners with negative resets from two partners and seven partners who will not reset this year. Our current outlook calls for 42.5 million of revenue in Q1 as a result of consistently higher than expected common distributions during the year. as well as positive resets on the preferred portfolio. Our 12-month outlook for revenue has increased to $187 million, up from last year's $171 million, and includes $19.4 million in expected common distribution. G&A outlook increased to $18.5 million from $17 million previously, in part due to increasing FX rates, but remains at 10% of revenue, consistent with prior periods. On that note, I'll turn it over to Steve.

Great thanks Amanda and thanks everybody for tuning in. Obviously an excellent ending to our record year for our company. In Canadian dollars we now manage almost $1.6 billion of investments of which more than a third have full common equity upside. We also get a portion of the eventual profits of another $750 million Canadian of third party capital that we manage. So this gives our shareholders significant option value on future investment gains in addition to the lower risk structured preferred equity that forms the basis of every deal we do. Adding that optionality over the last five years hasn't come at the expense of keeping our well-covered dividend for our shareholders, as shown by our distributable cash payout ratio being below 50% for the year just ended. In previous communication, I had indicated that our target for payout ratio would be roughly 65%. Given where we are now, it's a fair question to ask if we'll be increasing our dividend. In analyzing our business over the coming years, we believe that we'll be in a great position to use future exit returns to buy back significant amounts of our stock with the proceeds. As such, it makes sense to have a consistent excess cash strategy and also use our monthly free cash flow to buy back stock as well. We have been active buyers to start this year and have budgeted to spend a monthly amount on buybacks that will put us roughly at the 65% payout ratio for the year and then use exit proceeds to buy back extra amounts when they happen. The impact on our book value per share when we can drive net asset value growth as we have been showing for many years while also reducing the shares outstanding is significant. Obviously, this strategy changes if we end up trading above book value, which is $24.22, but we'll evaluate that when it happens. Another topic that should be discussed is the impact of potential tariffs, U.S. government spending cuts, and a possible recession that could come from those actions. As is the case with the Great Recession of 2008, COVID crisis of 2020, and all the economic turbulence in between, Alaris has built an investment model that is uniquely insulated from any of these factors. Specifically with tariffs, Alaris is 90% invested in U.S. companies doing business strictly in the U.S. They are all service-based businesses and they do not rely on goods and materials that are imported or exported. On the doge reforms that are being enacted, we do have one of our 20 partners that could experience a business disruption from that FMP. that's a human resources consulting company with long-standing government contracts. This is an extremely well-run company with no debt that's been operating in Washington for 35 years, and while we do think that there is some short-term risk to some of their contracts, we have no concerns for them in the medium and long term. From a recessionary standpoint, we're still well-positioned with required service businesses that have little debt and long track records. Operators that own the majority of the businesses are always the best partners to have, and especially when times get tough. On the positive side, we get 90% of our revenue in US dollars, so an environment where Canada suffers due to tariffs would sadly but actually be a tailwind for Ilaris financially as we're seeing today. Finally, on the outlook for 2025, we currently have one of the best pipelines of potential transactions that we've ever had. In addition to just seeing some good opportunities to start the year, the relationships that we've formed with large asset management companies that would like to partner with us going forward has allowed us to look at larger deals and deals that need more common equity than what we've historically been able to do with just our public capital. Having these funds as co-investment partners in the future will be important to grow the business even faster and will give our shareholders more optionality as they get returns on other people's capital. So Didi will throw the phone lines open to questions if they have any.

Thank you. As a reminder, if you have a question, please press star 11 on your telephone and wait for your name to be announced. To withdraw your question, please press star 11 again. Please stand by while we compile the Q&A roster. And our first question comes from Gary Ho of Desjardins Capital Markets.

And good morning. Steve, just maybe wanted to start off with a capital allocation question. Good to see the step down in the payout ratio. It appears that you've pivoted a bit more towards share repurchases and appreciate your comments earlier in your prepared remarks. So maybe can you also talk about any thoughts on maybe doing an SIB on top of an NCIB given where the shares are trading today?

Yeah, an SIB, Gary, would be considered, but only when we have kind of an extraordinary event. So whether that's the exit of one of our partners that gives us, you know, a larger amount of free capital than what we have today. So, you know, we've kind of budgeted, you know, based on the budget to get to around 65% pay ratio, that's going to be about $25 million of of stock repurchases just from our kind of daily free cash flow. And then an SIB, as I mentioned, would be something if we had a larger exit, we would launch an SIB based on that.

Perfect. Okay, that makes sense. And then you've chatted a little bit about the potential tariffs and Trump administration narratives. So thanks for your comments on FMP. Just outside of that, Are there other partners that have more direct or indirect impact perhaps?

The only other one that I would point to is Edgewater. Edgewater is a nuclear engineering company that looks after nuclear stocks for both the DOE and the DoD. And we don't see anything there. That's an interesting company. One of the things we loved about it is that regardless of the administrations over the years and regardless of whether the DoD is increasing the nuclear stockpiles or decreasing it, both of those require about the same amount of work from Edgewater. We think that one is quite safe, but that's the only other one that really has direct dealings with the government.

Okay. And then just last question, just on the potential redemptions side, as you look out maybe 12, 18 months, are there one or two investments that are more likely to redeem? I think in previous calls, you've highlighted maybe fleet as a potential candidate. Is that still a possibility this year? I just want to hear your comments on the redemption outlook.

Yeah, fleet is still a possibility. You know, I don't think, Anything significant is going to be like in the next quarter or anything like that. But, you know, over the next 12, 18 months, I think we've got probably two or three that could transact if everything goes according to plan.

Okay, great. Those are my questions. Thank you.

Thanks, Gary.

Thank you. Our next question comes from Jack of Cormark Securities. Your line is open.

Hi, good morning everyone. So Steve, I appreciate the commentary on the deal pipeline and obviously you're able to look at some larger opportunities now just based on the co-invest model that you've been developing. I was wondering how does that work with the roster of co-investment partners? I mean, you obviously would like to know that there's a good level of demand Can you maybe just sort of speak to the roster of potential partners that are out there that let you go down the path of looking at some of these bigger deals?

Yeah, it's still in development, Jeff. I think it's safe to say that there's no large asset manager out there that wouldn't want access to our deals. Everybody's looking to deploy more capital, and so if you offer anybody a free look at deal flow, of course they're going to take it. So for us, you know, we have to partner with people that will become true partners and really, you know, want to do the kinds of deals that we do, you know, with a blend of common and prefs and you can't spread it out too much. You know, we are a middle low market. private equity firm and so the nature of our product the nature of our deals are always going to be slightly smaller than most private equity firms want to do so if you spread it out between five people the check size is just not going to be big enough for any of them so I would suggest it's going to be probably just one or two of them that we choose and part of that will be on how much they're willing to pay us to manage this capital and bring them into our deals Part of it will be cultural fit, part of it will be a fit on horizon and the kind of terms that we typically have on our deals, whether that fits with their model. That's all things that we're working on right now. The next deal of any significance that we do will likely be a test pilot with one or two of these groups. If all of that goes well, then we'll make it something more formal.

Thanks for that, Culler. And then I guess alongside with that is just thinking about your own capital position. You're utilizing a majority of the revolver today. What are your thoughts in terms of how you want to structure the funding base of the business heading into this year?

Yeah, we are working on an expansion of our current facility with our debt syndicate. So that's going to give us more room without doing anything else. Obviously having co-investors lined up, that helps. And then kind of trying to forecast when we get some of these redemptions throughout the year. So those are all kind of the moving parts that we monitor. So we're very comfortable with where our balance sheet is today based on those things.

And just given that you've got 20 partners and the payout ratio now is quite comfortable, would you think about maybe running with a slightly higher leverage ratio in the business, or do you want to keep it around where you've historically been?

Yeah, we want to keep it relatively where it's been. Obviously, the main thing is just access to the proper amount of capital to match our deployment schedule. So we think we're good for the time being. Obviously, if If our deployment really ramps up as it could, then that equation will change. I would suggest we'd probably do another convertible debenture or a straight debt type of transaction. Certainly would not do anything on the common equity side anywhere near these prices.

Okay, thank you for that. I'll re-queue.

Thank you. And as a reminder, if you have a question, please press star 1-1. And our next question comes from Zachary Evershed of National Bank Financial. Your line is open.

Good morning, everyone. Congrats on the quarter. Thanks, Zach. Could you talk a little bit more about the outlook for Heritage and SCR, please?

Sure. So Heritage We have been working with the management team that came in during Kimco to help us recover that investment and things have been going well. The business has worked through those negative margin contracts that put the pressure on working capital previously and they're wrapping up for another busy season. They're just sort of heading back into their high season. all the projects that they have on the docket are profitable. So it's just a matter of working through those and building the cash balance back on the balance sheet to restore that working capital that was depleted over the prior year. So things are going well there. And we continue to work with that group and the underlying management team to drive that business forward. So still a positive outlook there. With regards to STR, They have had a strong finish to 2024. You know, that's an investment that has been moving along sort of that steady $4.5 million distribution for us. I think that's an investment that we've been looking to exit in the near term. And, you know, we continue to work with the management team on possibilities for that to happen as well.

Thank you, Kelly. Thank you. And then last one for me, given the commentary around potentially issuing debt for financing and not being interested in equity at current valuations, if the units did trade up to book value, would there be any interest in calling the debentures early with excess free cash flow or would the NCIB still rank above paying down debt there?

Do you mean the hybrid debentures that we have outstanding now or if we did a future convert?

the existing debentures?

I don't think so. The cost of those debentures, I think, is in line with, you know, where we look to be paying. So I don't think that there's any... We're not looking to really retire those debentures and replace it with equity at any point in time.

Perfectly clear. Thank you very much. I'll turn it over.

Thanks, Zach.

Thank you. I'm showing no further questions at this time. I'd like to turn it back to Steve King for closing remarks.

Great. Thanks, DeeDee, and thanks again for everybody for tuning in. I know Amanda is looking forward to our first quarter because it'll be the first quarter where it'll be comparable to comparable with the new accounting standards, so it'll be a little cleaner and less complicated. So thanks again for everybody, and we'll talk to you next quarter.

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