I would now like to hand the conference over to Mr. Michael Clarke. Please go ahead.
Thank you very much, and welcome everyone to the Pacific Current Group, or PAC as we say, investor presentation call for the first half of the 2025 financial year. By way of introduction, I'm Michael Clarke, and I'm an Executive Director and Acting Chief Executive of PAC. I joined the board of Pacific Current Group in February 2024 as a Non-Executive Director and transitioned to my current role in July of 2024. I'm joined on the call by Ashley Killick, the Chief Financial Officer of PAC. Ashley joined PAC over five years ago. In our full-year update to shareholders in August last year, we highlighted that PAC was committed to taking actions that would unlock shareholder value and reported the progress made to achieving this goal. We are gratified to report that the momentum developed in the previous financial year has continued into the first half of FY2025.
Turning to slide three in the PAC, we are pleased to report the company's interim results for the six months ended 31 December 2024. Just working through the key highlights, clearly there has been a big focus on the implementation of an equal access off-market share buyback of up to AUD 300 million at a price of AUD 12 per share. The buyback was approved by an extraordinary general meeting of PAC shareholders in January, receiving the support of well over 90% of shareholders entitled to vote at that meeting. The buyback timetable has well progressed, with the offer closing on 7 March and settlement expected subject to any necessary scale back by 18 March. We will obviously update the market on 7 March as to the progress of the buyback. Pacific Current is also declaring an unfranked dividend of AUD 0.15 per share with a record date of 5 March.
The dividend is equal to the dividend declared in the first half of the previous financial year. Importantly, as the dividend record date is pre the close of the buyback, all shareholders, including those shareholders that subscribe into the buyback, are entitled to receive the dividend. During the period, Pacific Current declared a statutory net profit of just over AUD 100 million, driven by uplifts in the fair value of assets in the portfolio and the gain on disposal of selected assets. This compares with the statutory net profit of AUD 11.7 million in the first half of the previous financial year. Pacific Current recorded a decline in underlying net profit to AUD 15.3 million from AUD 16.7 million in the first half of the previous financial year.
This decline was driven by the disposal of assets, which resulted in a higher level of cash in the portfolio. Importantly, cost-saving initiatives implemented in the previous financial year positively supported the result with a 37% reduction in corporate operating costs during the period. Turning to transaction activity, it was another busy period following the work done in the previous financial year. In July of 2024, PAC announced the sale of 100% of its interest in Carlyle to Abacus Life. PAC received 1.97 million newly issued Abacus Bonds with a coupon of 9.875% and an aggregate par value of $49.2 million. In addition, PAC received 1.36 million shares of Abacus Common Stock. At completion of the sale on December 3, 2024, the aggregate net proceeds to PAC were estimated to be $60.3 million.
In August 2024, PAC announced the sale of 55% of its equity stake in Victory Park Capital's management company and 22% of PAC's future carried interest entitlements in Victory Park's funds yet to be launched. Pacific Current received an upfront consideration of $33.9 million, and that's before transaction costs, of which 75% was in cash and 25% in Janus Henderson's stock. Pacific Current could also receive up to an additional $28.7 million earn-out payment based on certain Victory Park gross revenue milestones to be measured in calendar years 2025 and 2026. Finally, the agreement also includes provisions for the potential sale of the remaining 45% of PAC's interest in Victory Park Management Company and an incremental portion of carried interest into the future. In December 2024, PAC announced the redemption of its interest in Banner Oak Capital Partners.
PAC originally invested $35 million in Banner Oak in January 2022. The redemption of $19.1 million, coupled with $15.9 million of historical distributions from Banner Oak, resulted in a full return of PAC's invested capital on a pre-tax basis. The final transaction for the six months, in December 2024, PAC disposed of all of its interest in NCI or Nereus. Post the calendar year end in February, PAC agreed in principle to restructure its 100% equity ownership in Aether Investment into a revenue share agreement. This is designed to provide even stronger incentives and alignment with Aether Management as they work to execute new growth initiatives. As a consequence of fair value uplifts recognized on partial and completed sales of assets during the period and related considerations, PAC's fair value estimate of NAV increased to AUD 14.32 per share at 31 December.
This estimate exceeds the statutory NAV by AUD 0.48 per share and compares with the estimated fair value NAV of AUD 13.47 per share on the 30th of June 2024. I'd now like to hand over to Ashley to cover financials for the first half of the financial year.
Thank you, Michael. We look at slide four in the presentation pack. I'll just quickly go through the financial highlights. As Michael said, over the past 12 months, we have fully realized our investments in Avante, Banner Oak Capital Partners, Carlyle, Cordiera, GQG Partners, Nereus, and Proterra, while partially realizing our investments in Pennybacker Capital and Victory Park Capital. These realizations have obviously impacted our revenue from boutiques in this period. As a result of these disposals, management fee revenue is down 61.6% over the prior comparative period in USD. In first half 2024, performance fees were $8.45 million, while in the current period, it was AUD 500,000. The majority of these fees were generated by our investment in Rock Group.
Over the past few periods, the listed investments held by Victory Park Capital have had negative mark-to-market losses, but in the current period, they've turned around and have recorded a net gain of $1 million US, or AUD 1.5 million. In May 2024, we outsourced our investment management function to GQG. This has resulted in us significantly reducing our corporate cost structure but incurring an investment management fee. The cash realized from the boutique realizations have led to higher interest income being generated, and therefore our underlying net profit after tax and earnings per share have declined between the two periods, but the board has decided to maintain our dividend at AUD 0.15 per share. This dividend will, however, be unfranked. If we turn to page five of the presentation pack, this is effectively a graphical depiction of the revenue trends that we've discussed.
If we turn to page six, we can work through the ultimate balance sheet. The intention of the ultimate balance sheet is to deconsolidate the results of Aether to present a look-through view of Pacific Current Group with numbers analysis over the last couple of years. If we look at cash, the boutique realizations that I've mentioned before have significantly increased our cash balance. We hold AUD 300 million on a short-term deposit in preparation for the previously announced share buyback. In addition to the remainder of $80 million, we also have the deferred consideration arising from the partial disposal of Pennybacker, of which half will be settled over the next six months. We've previously borrowed $41 million, which is shown in the other non-current liabilities line. That's translated into about AUD 64 million.
It is secured by a corresponding US dollar bank deposit, which is included in other non-current assets. During the period, we impaired our investment in Aether. As such, the investment in subsidiaries line has reduced significantly. The disposal of Banner Oak and Victory Park partially has resulted in a significant reduction in the associates and joint venture line. The remaining interest in Victory Park Capital and the Janus Henderson shares we received as consideration is now classified as a financial asset reported at fair value through profit loss, thus the significant increase in the value of that asset class. The fair value through other comprehensive income is the investment in EAM, which has recently changed its name, but its value has maintained at around AUD 10 million-AUD 12 million. If we turn to page eight, we have an analysis of the net asset value broken down.
Movement in net assets has seen the book value of our net asset value per share increase from AUD 11.48- AUD 13.84. In preparing our statutory accounts, we undertake a valuation exercise to consider whether any asset is impaired and to determine the value for fair assets, financial assets recorded fair value. This process is governed by the accounting standards and is not intended to provide a precise value at which an investment would be realized at. Further details of this process are detailed on page 26 of the presentation, which I encourage everyone to read. The center columns of the table on page eight summarize the values resulting from this process. This suggests that the fair value net asset value per share has increased from AUD 13.47- AUD 14.32. Part of the considerations in the disposal of Carlyle was bonds in Abacus Life.
These bonds are similar in nature to those listed on NASDAQ, ticket code ABLLL. We received these bonds at their face value of $25 per unit. Historically, they traded a slight premium to that value. However, at 31 December, their close price was $33.66 U.S. Subsequently, they have returned to their normal historical norm. The accounting standards require us to record this investment at the price they traded on 31 December. Had they been valued at a price more in line with their historical norm, then a lower value would obviously have been recorded. The blue column on page eight restates the value of these Abacus bonds to a three-month volume-weighted average price, excluding the abnormal period. This restates the fair value net asset value at 31 December to AUD 13.96 per share. I'll now hand back to Michael to.
Thanks, Ashley. If we can turn to slide 12, which focuses. We turn to the outlook for the remainder of this financial year. Pacific Current Group Management expects to maintain strong momentum that has been built in the first half by continuing to focus on executing a clear and disciplined plan. The focus of this plan will be to execute five key initiatives. The first we have spoken about at length, which is to return capital. As discussed, the buyback, the off-market equal access buyback is progressing and will close Friday week. Obviously, we will update as we know more. The second key focus area is to deliver growth initiatives.
We continue to look for opportunities to both increase investment in current boutique partners where the potential exists to accelerate growth, and to also look for other new growth investment opportunities, which is something that we've been working on over the last six, seven months or more. We also will look closely at optimizing organizational effectiveness. We continue to bed down the significant changes to the organization structure and decision-making processes that were implemented in the previous financial year. These changes impact all of PAC's operations, but to date, our relationship with GQG and the team there is strong, and the other aspects of that are progressing well. We will continue to focus on lowering corporate costs. Our corporate cost savings, as we've discussed, of 37% were achieved in the first half, therefore by 2025, obviously compared to the previous financial year.
We will continue to explore opportunities to further reduce costs. Finally, reducing debt, which we discussed at the full year result, we will continue to pursue negotiations to pay down all outstanding debt, but we will only do that when it obviously economically makes sense. In conclusion, we would like to thank our employees and the PAC board, both past and present, for their work to enhance shareholder value. Strong progress was made in FY24, but there is still much to do, and we remain relentlessly focused on achieving the best possible outcome for our shareholders in this financial year and beyond. We would now like to answer any questions that you may have. Thank you.
Thank you. If you wish to ask a question, please press star one on your telephone and wait for your name to be announced. If you wish to cancel your request, please press star two. If you're on a speakerphone, please pick up the handset to ask your question. Your first question comes from Nick McGarrigle with Barrenjoey. Please go ahead.
Hi, sir. Hi, guys. Thanks for taking questions. I guess my main question is just around the buyback. I'm not sure if you've had any early indications on applications or commitments to participate in the buyback, or if you've got a strong view that the whole 300 you think will be subscribed for.
Nick, I think we can clearly respond that the buyback's progressing. We're not releasing any numbers today. I think today is a cardinal moment. The release of the half-year results. There's another, what is it, five business days left for the buyback period. We fully expected that many of the shareholders may wait till later next week. Again, we intend to update the market on Friday the 7th of what's happened. We have no indication or more indication than we've had since the beginning of which way particularly the major shareholders will vote. All are supportive. We know that. We've updated the market on that, but we don't expect to receive any indication, and that's the way it should be. I guess we've all got to wait till the 7th to get an update on the buyback.
No comment on whether it's $300 million or less. We just don't know at this stage.
Okay. Maybe just on Aether, that obviously struggled to raise additional funds and they're being impacted by the structure of their management team margins reducing over time on prior vehicles. What does the contribution look like under the revenue share versus the equity share that was previously in place?
Sure. I'll make some comments, and then I'm sure Ashley will make some comments. I mean, basically, the way we look at Aether is it's really got an existing business, a legacy business, if you like, and also a tendency to launch an interval fund. The degree is very popular in the United States. It is effectively a product designed for the private wealth market, which provides access to private market assets for high net worth investors with some level of liquidity. They're in the process of raising that fund. The early indications are sound. We won't know until we'll know by the end of the financial year the progress of that fundraising. Basically, the design of the revenue sharing agreement is really to return the cash we've invested in the business over the next three years.
There's a different revenue share arrangement for the existing legacy business and the interval fund, but the whole thing's been designed up to provide the best net present value result we could achieve. Much depends on the progress of the interval fund and its launch, which we'll know more about by the end of the financial year. Ashley, do you want to add anything to that?
Thank you. You covered it quite well. You go back a couple of years, it was a tier one boutique, but the lack of new fundraising's seen it not being able to bring in new revenue sources. Therefore, we've got the existing ARA funds now in effective run-off mode. It's at a point where the revenue contribution's not that strong. Going forward, unless they get some new funds up, it will be difficult to see it producing a positive economic return. Moving to the revenue issue has asked to shore up our position.
Yep. Great. Thanks for that. Maybe a question around the debt. What's the kind of date at which you can pay it back without penalty? Just to give us a bookend on when that debt could be paid back.
Sure. Ashley, do you want to.
October 25.
Sorry. October 25.
Yeah. There'll be some minor penalty at that point in time, but that's how management shows at the optimal point.
Yeah. Okay. You are holding cash against that debt. Is that the requirement of the facility? That cash is encumbered until that time when you pay back?
Yeah. We've pretty much drawn $41 million U.S. and we've got a $41 million U.S. deposit that I've set up.
Okay. You touched on reducing costs further. Obviously, the costs reduced significantly to $3.4 million U.S. in the half. I assume given the trimmed-down portfolio of stakes, obviously the management fee is pretty formulaic, but where do you think that annual run rate of costs can get to in U.S. dollar terms over time?
In terms of forecasting, I would hope the costs of the, sorry, the decomplication of the asset portfolio would be undertaken. Clearly, as you said, reduced costs not only across the investment management agreement, but also all other aspects of the operation of the business. Lots of costs around effectively being a listed company. We expect to continue making those gains through time. I mean, hard to forecast the number. If we could not get that down to, Ashley, you better correct me if I am wrong here, but something like 30% goes, 7% goes to around 50% over time, I think that would be, that is sort of like a target for us. Ashley, do you agree with that or do you have a different view?
Yeah. Debt, obviously, is a large component of the cost structure at the moment. Stripping that out will help significantly. As you alluded to, as the value of the portfolio diminishes, then obviously the investment management fee will reduce as well.
Okay. Maybe just an update on some of the residual or the remaining affiliates. Do you think that you've obviously restructured Aether, are any of the others kind of in a position where you could progress to some sort of event to either realize value or restructure, or is that not the intention with the remaining portfolio?
We constantly are in touch with them, obviously. They're all quite separate business activities. There's no real linkage between them. So they're all separate conversations. We're in good conversations with all of them. I guess particularly Rock, Astato. We are also looking to work with IMC, as it's now called, the old EAM, as well. Northern Lights is traveling well, but again, we speak to them. All of them are in various states of growth that appropriately may require or may need capital support to accelerate that growth. Quite hard with them all. Obviously, Pennybacker and Victory Park, we are not in that sort of phase with them. In the others, the other six, we're constantly looking for opportunity and looking for opportunity to deploy capital in an attractive way.
Yeah. I guess that's my final question potentially is around what is the intention with the remaining balance sheet? Even if you get $300 million out the door, you're still left with a very substantial balance sheet. Is investment in new affiliates on the cards? Is the capability to undertake that diligence existing internally, or is there a consideration of participating in the private capital solutions fund that GQG's raised?
Look, all of those possibilities, to be frank. Very importantly, we need to see the results of the buyback and understand what our balance sheet looks like. That is something we have obviously been working to very closely for the last nine, twelve months. We will get to that point. Certainly, I mean, to us, the obvious place to look to deploy capital is existing boutiques that we are close to or either on board. We know them well. We can work with their businesses. They are in various stages, as I said. The opportunity is there for the deployment potentially of a reasonable amount of capital. We will also look at, and again, particularly driven by the way the buyback goes and how the balance sheet looks, potentially new growth opportunities.
We mentioned at the extraordinary general meeting that we could maybe co-invest with groups like GQG or others around investments. Maybe not put money in a fund, but something we'll consider. Maybe as a first thought, we may have opportunities to co-invest selectively. We'll pursue all of those potential paths to grow.
All right. Thanks.
The next question comes from Nic Burgess with Ord Minnett. Please go ahead.
Yeah. Thanks very much. Good morning. Just a follow-up question. Just so I'm clear, with the two growth options you've mentioned, either investing further sums in existing boutiques or investing in new boutiques, who's responsible for that? What is Paul Greenwood at GQG responsible for, if any of those two outcomes, and which are you responsible with in Pacific Current?
Sure. Paul and his team are clearly, there is for them to originate an investment for us, it'd be a conflict with what they're trying to do with their funds. They aren't out there looking for new investment opportunities for us. That's our responsibility. We may ask them to provide advice or analysis, but in terms of originating, that's our responsibility through the investment committee at PAC. With the existing boutiques, we work actively with Paul and team under the IMA. I mean, that's the point of the IMA to give us the closest possible relationship with those boutiques and advice through Paul and team. I mean, the thing that's happened over the last six months is the investment committee that we formed back in sort of June, May, June is operating effectively. Strong contributors are on that committee.
That's becoming a very, very important decision-making body in the company and likely will increase that importance going forward.
Okay. That's clear. Thank you, Michael. Just a clarification around costs. Excluding debt reduction and excluding the variable costs that you pay away to GQG, it sounds like there's still an expectation of further cost reductions in the costs that remain within the business on an underlying basis. I just wanted to be clear, are those further cost gains dependent on further reductions in the overall asset footprint, or those reductions will happen regardless?
Those reductions are not reliant necessarily on the reduction in the asset footprint. They are a consequence of the, as I mentioned earlier, the sort of decomplex and making the business far less complex. We will see ongoing savings as a result of that process around every aspect of PAC's operations. We have gone from whatever it was, 17 or so boutiques, I do not know, 15 months ago to now 8. There is a logical and natural, if you like, reduction in complexity and then potential cost savings.
Okay. That's clear. Thank you very much.
Once again, if you wish to ask a question, please press star one on your telephone and wait for your name to be announced. The next question comes from Charlie Kingston with K Capital. Please go ahead.
Hi guys. Thank you. Just, I suppose, following up around the buyback. I know we do not know how much you will be able to execute, but if it does not, if you get, I do not know, half of the 300 or thereabouts, or much less than the full amount, can you talk to intentions returning that? I think you have been pretty explicit that you do not think there are any other means, no other sort of on-market buybacks. I think you said that they would be inefficient. In the event that you do not get the full 300, can you just talk to what your intentions are with further buybacks or returning that capital? Would you do an on-market buyback up to the same price of $12, or what happens in that event, please?
That's a good question, Charlie. Obviously, we won't know until Friday what that will look like. There's nothing to stop us doing on-market buybacks. We're really subject to the success of the off-market equal access off-market buyback. That's really something that you can do in a way once. Obviously, the on-market buyback, you can continue with them annually. No doubt, depending on how the off-market buyback goes, that's certainly an option for us. Whatever happens, the balance sheet result will guide us in terms of strategy going forward and the potential for us to, as we said, invest in existing affiliates or look for new opportunities. A combination of all of those, we'd look to pursue, but it will always be done with creating shareholder value in mind. We feel no pressure.
If the buyback is not subscribed as much as we would like, we feel no pressure to suddenly spend that money quickly. We will never do that. We will look for opportunities to deploy capital to get the best return that we can for shareholders through all of the means that we have discussed.
Yeah. Okay. Yeah. Good to know that there is that possibility because clearly there's going to be some accretion with fair value now that circa AUD 14. So I would think an on-market buyback makes sense if the current price prevails. Jumping to growth, I think you mentioned you've been looking for six to seven months at potential deployment into new opportunities, but I don't think we've had anything thus far. Could you just give us a sense of ticket size that you are looking to do? Again, even if you do deploy that or get the full AUD 300 million bought back, you've still got an extra AUD 80 million notwithstanding your debt, but another, what is it, circa AUD 200 million of assets in harvest mode, so cash-like. Regardless of the outcome, you're still going to have a huge amount of cash.
I'm just hoping to get some color around ticket size, where you're looking, re-potential deployment, please.
Not sure. Your numbers are pretty close to the money. Whatever the outcome is, you say we'll have an investment or an investing focus will be a clear priority going forward. Ticket sizes depend on the opportunity. It's something that the board and this committee will need to review very closely. My own view, for what it's worth, would be very unlikely to go and I'd be more inclined to make a number of investments than one or two large ones is my thinking about risk and diversity. I mean, beyond that, it is totally driven by the opportunity. Managing it, whether we co-invest, whether we directly take stakes in other entities, is all subject to the opportunity and the potential of the opportunity, Charles.
Just the business going forward, am I right in saying the overhead is around $8 million-$9 million? In terms of income, I know it's going to be lumpy with earnouts and potential performance-type fees, but you're probably going to have, I don't know, is your largest revenue line going to be interest income, I suppose, or the Abacus bonds? I think they're generating 10%, but just trying to get a sense of what the earnings on the current portfolio look like for this business, please.
Ashley, do you want to do a shot at that one?
Yeah. It'll be interest income. And it'll be a fraction of how much cash is left after the buyback, I guess.
Exclude the interest income, but just the existing portfolio.
Nothing else. Oh, sorry. From the boutiques.
Yes.
There'll be, obviously, just from the management fee income, we'll be now down to pretty much Pennybacker and Victory Park being the main drivers of management fees. Rock and Victory Park Capital, Holcock, obviously, are the ones that will drive out the performance fees. Difficult to estimate the performance fees given how lumpy they are.
Okay. Any sort of quantum you can provide? Really, just the base management fees you expect? I presume they're going to more than cover your overhead. Is that fair?
I don't think we're having problems covering that cost base. We can opt to quantify our forecasts.
Okay. Just on the deferred tax, can you just remind me that the GQG, I think you were conservative in that tax potential liability, but is there any upside to that? I think it is around 70 million deferred tax, a bit higher that you have accounted for. Could any of that result in franking credits, or is that all offshore U.S.-related?
It's all offshore. Rock is the only boutique that we have onshore. As I said, Rock's revenue to us is very much driven by performance fees at the moment. They're a little lumpy. Therefore, our ability to generate franking credits is limited.
The GQG liability, just remind me, is that a conservative estimate? Is there potential for that to reduce, or what have you accounted for there?
No. We've assumed that will be accessible in the U.S. The election of Donald Trump has seen some speculation around a reduction in corporate tax rates in the U.S. Potentially, there's some opportunities for us to reduce our tax burden in the U.S. depending on how the negotiations take place.
Okay. Thank you. Just lastly, when do you intend on crystallizing those Abacus bonds? I think some of the other stock is escrowed for a while, but yeah, when can we expect those to be harvested, is the term you used, or converted to cash?
Investment committee assess time of investment. We are looking at the best time to realise those. At the moment, they have come back down to $26.50, so just above par value, more face value. They have recently attracted bonds given coupon yield of 9.87%.
Just remind me, what's par on those bonds, please?
25 U.S.
Okay. Par. All right. That's it from me. Thank you.
There are no further questions at this time. I would now like to hand the call back to Mr. Clarke for closing remarks.
Thank you very much. I'd just like to thank everybody who joined the call. It's great to update. We appreciate your support for PAC and look forward to keeping close into the future. Cheers. Thanks.
That does conclude our conference for today. Thank you for participating. You may now disconnect your line.