Good day, and thank you for standing by. Welcome to the Patria Investor Call. At this time, all participants are on 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 one one on your telephone. You will then hear an automated message advising your hand is raised. To withdraw your question, please press star one one again. Please be advised that today's conference is being recorded. I would now like to hand the conference over to your speaker today, Josh Wood, Head of Shareholder Relations. Please go ahead.
Hello, everyone, and thank you for joining us today to hear more about Patria's acquisition of the European-headquartered private equity solutions business from Abrdn. Speaking on the call today are Patria's Chief Executive Officer, Alex Saigh, Chief Corporate Development Officer, Marco D'Ippolito, and Chief Financial Officer, Ana Russo. For the Q&A session following our remarks, we'll also have Merrick McKay, who leads this business for Abrdn and will join Patria as part of this transaction. We've issued a press release and presentation, which you can find posted on our investor relations website at ir.patria.com or on Form 6-K filed with the Securities and Exchange Commission. Any forward-looking statements made on this call are uncertain, do not guarantee future performance, and undue reliance should not be placed on them. Patria assumes no obligation and does not intend to update any such forward-looking statements.
Also note that no statements on this call constitute an offer to sell or a solicitation of an offer to purchase an interest in any Patria or abrdn fund. Patria will report third quarter 2023 earnings in a few weeks on November 7. Given our proximity to the earnings report, we'll ask that you please keep questions today focused on this transaction. We'll defer any broader questions around Patria's results and business to our upcoming earnings call. As an overview of the transaction, Patria is announcing an agreement to acquire the European-headquartered private equity solutions business from abrdn, which manages $9 billion in total AUM and $7.8 billion of fee-earning AUM across primaries, secondaries, and co-investment strategies.
The transaction includes total consideration of up to GBP 100 million to be paid in three installments over the next 36 months, with GBP 80 million as base value and GBP 20 million contingent on certain performance factors. The transaction is expected to close in the first half of 2024, subject to regulatory approval, and is expected to be accretive to Patria's shareholders in 2024. I'll now turn the call over to Alex.
Thank you, Josh, and thanks to everyone for joining us here on short notice. We have just announced the agreement for an exciting transaction, which is also about expanding and improving the ways we serve our clients, and we think it should be also very attractive to PAX shareholders. At our PAX Investor Day event last year, we framed our growth strategy along three pillars. Number 1, being a trusted partner for sophisticated global institutional investors who want to allocate to private markets in Latin America. 2, developing attractive local alternatives products for local investors in the region while promoting greater allocations to the asset class. Number 3, being a trusted partner and gateway for Latin American clients to access private markets on a global scale.
As we continue to believe in the financial deepening theme in the region, we believe local investors' appetite for alternative products will continue to grow more sophisticated. The first stage is entry-level local products in local currency. First, public markets, and then perhaps stepping into listed REITs, Real Estate Investment Trusts, which offer straightforward access and liquidity. The next step is more sophisticated local products with our dollar-denominated high-yield credit fund or local vehicles into our flagship private equity and infrastructure funds. The final leap is seeking access to global products across all relevant asset classes with a partner they know and trust. We have seen this evolution play out in Chile already, where local institutional investors already allocate to alternatives at a much higher level than markets like Brazil.
In fact, this is where Patria already manages $1.3 billion in feeder funds that direct Andean capital to global private market partners. This business came to Patria through our acquisition of Moneda in 2021, but these feeder partnerships have been in place for more than 10 years. The carve-out acquisition of this private equity solutions platform from abrdn is an initial step to vertically integrate global private markets investment capabilities and a major step forward in advancing this third pillar of our growth strategy. Through this transaction, we will acquire in-house expertise in primaries, secondaries, and co-investment strategies, which are in high demand and have become a critical part of the private markets ecosystem. We add additional permanent capital AUM, taking permanent capital to about 13% of our fee-earning AUM upon the closing of pending transactions.
We further diversify our AUM and revenues from a product, geography, and hard currency standpoint. We also add a highly complementary client base, and most importantly, we are making sure our platform is positioned to serve the evolving needs of Latin American investors as we look to the future. Upon closing this major platform acquisition, we plan to combine with our existing third-party feeder business to form a new Global Private Markets Solutions vertical for Patria in 2024. This new vertical will fully encompass these efforts to provide global exposure to our clients, and we expect it to scale through a combination of proprietary and third-party channels. Marco D'Ippolito, that you know, will lead the new vertical. I'll now let him go into more detail in a moment.
Before we do that, let me just reiterate that since our IPO in early 2021, we have expanded and diversified our platform across both asset class and geography, and M&A has been a significant tool to achieve that. We have added a market-leading Latin American credit platform with nearly $5 billion in AUM and its own 20+ year track record. We have scaled our real estate vertical from near zero at the IPO to nearly $3 billion, pending the closing of our recently announced joint venture with Bancolombia. We also added a $2 billion+ public equities platform that is delivering strong inflows and outstanding performance here in 2023. With the conclusion of this transaction, we will additionally add AUM of approximately $9 billion in primaries, secondaries, and co-investment strategies that provide access to global private markets.
As we look towards achieving the 2025 growth targets that we set out in the Investor Day last year, that is $50 billion of total AUM, $35 billion of fee-paying AUM, and $200 million-$225 million of fee-related earnings. These inorganic drivers are a key element of the path alongside organic growth. Upon closing this transaction, along with our pending joint venture agreement with Bancolombia, we will already reach approximately $38 billion of total AUM and $31 billion of fee-earning AUM. We are, of course, guiding to $150 million of fee-related earnings here in 2023, and on the path to reach the $200 million+ target in 2025. FRE for 2024 should, of course, land somewhere in between, and we will give more guidance on that in due time.
We are excited to welcome our newest partner to Patria upon closing the deal and pursuing success to that together on our journey. I'll now turn the floor over to Marco to talk more about the transaction and business. Thank you.
Thank you, Alex, and hello, everyone. This is indeed a significant transaction for Patria, which will form the core of a new global private market solution vertical that I'm honored and excited to lead. I will take you a bit deeper on the business we are acquiring, how they serve clients, and what this means for PAX shareholders, and then we can turn to Q&A. As noted, this platform brings nearly $8 billion of fee earning AUM across primaries, secondaries, and co-investment strategies focused in the European and U.S. middle market. In terms of product structures, this capital is managed across a combination of drawdown funds, a listed private equity trust, which trades on the London Stock Exchange, and separately managed accounts, which provide tailored solutions to individual major clients.
To expand into this solution strategy, we believe partnering with an established platform is almost essential, as these businesses are driven by relationships with both general partners on the investment side and limited partners on the fundraising side. This platform was built over two decades, and today has relationships with more than 150 GPs, and holds more than 250 advisory board seats. These relationships are anchored by a reliable pool of capital for primary commitments, which in turn provides differentiated access to secondary and co-investment opportunities. The team carries an impressive track record of performance, with primaries delivering 16% IRR since 2008, secondaries 20% since 2008, and co-investments 20% since 2013, as measured in aggregate across all vehicles.
The listed private equity trust, which is permanent capital AUM, has generated annualized NAV appreciation of over 11% since inception in 2001, which outperforms the FTSE All-Share Index by more than 600 basis points over the time period. The secondary platform has also been a real standout in terms of returning capital to investors, with all five mandates benchmarking top or second quartile. The investor base is comprised of high-quality institutional clients, including public and private pensions, financial institutions, insurance companies, and endowments, with the majority sourced from the U.K. and Europe. This is a highly complementary client base for Patria.
We know very well that serving clients is the heart of our business model, and our primary focus in this transaction is to assure that the team has all the resources available to continue their outstanding and well-recognized service to existing clients, as well as leverage Patria's platform to access Latin America. The team is led by Merrick McKay, who is here with us on the call for Q&A today, and I'm very excited to work together as we build this new vertical. Their team of more than 50 people operates from offices in London, Edinburgh, and Boston, with the top leadership working together for the last decade. To enhance alignment, as part of the transaction, the management team will have the opportunity to participate in the deal through contributions toward total consideration, which would be converted into Patria shares.
In effect, for Patria shareholders, this will be the equivalent of paying a small portion of the consideration in equity. But in this carve-out scenario, it is of course, going to the team that will be part of Patria as opposed to the seller. While this will generate meaningful alignment for key investment professionals, it is not expected to exceed 10% of the total consideration. We believe Patria is an attractive home for this business and team, to which Merrick can attest. Patria offers a diversified platform focused on alternative investments, which can provide resources across fundraising and a variety of corporate functions, positioning the business for greater scale moving forward. To conclude, I'm very excited to take leadership of our new global private market solutions vertical as we conclude this transaction and expand on what we believe is an attractive area for growth for Patria.
Until the conclusion of this transaction, I will continue to lead corporate development and shareholder relations. As we progress toward our target over the next few years, we continue to build a platform that delivers world-class service to our clients and attractive value to our shareholders. I will now pass the word on to Ana Russo, our CFO, for some additional details on the financial impact.
Hello, everyone. In terms of financial impact, this platform today generates a management fee yield of 50-60 basis points of the current fee earnings AUM of $7.8 billion, with an FRE margin between 30%-40%. That should give a sense for annualized revenue and FRE contribution. As indicated before, the transaction includes total consideration of up to GBP 100 million to be paid in 3 installments over the next 36 months, with $80 million as a base value and $20 million contingent on certain performance factors. The total consideration equates to less than 2% of fee earned AUM and a high single-digit multiple of the implied fee-related earnings. The transaction will be supported by a bank credit facility.
While this will generate incremental interest expense impact in our distributable earnings, please note that our dividend policy to pay out 85% of DE will not change. As customary in this transaction, performance fees for existing funds will not convey. However, Patria will have performance fee economics on relevant funds raised going forward. We will be able to give a better sense of 2024 earnings contribution as the closing date timing comes more into focus. With that, we are now happy to take your questions.
Thank you. As a reminder, to ask a question, please press star one one on your telephone and wait for your name to be announced. To withdraw your question, please press star one one again. Our first question comes from the line of Tito Labarta with Goldman Sachs. Your line is now open.
Hi, good morning. Thanks for the conference call and congratulations on the acquisition. A couple questions. I guess just some basics here. Can you let us know what interest rate will you be paying on the bank credit facility of the GBP 60 million? And Alex, I think you mentioned, I guess, some of it may be in stock. So just to think, the remaining GBP 20 million, if you can give some color, will that be paid in cash, or is part of the stock would be part of that GBP 20 million? And then along those lines, what are the performance factors for the remaining GBP 20 million that you will pay? I'll start there. Thank you.
Hey, Tito, how are you? This is Alex. Thanks for participating in the call. I hope all is well with you. On your three-prong question here, first, is SOFR plus 2.5%. However, let me just emphasize here, we might not need the financing for a long period of time. Most probably, we're just gonna take it for a short period of time, so it's kind of an overdraft line. As we do generate a lot of cash, as you know, and we have, you know, a significant amount of Distributable Earnings, even distributing 85% of that as dividends, but still the 15% is big enough for us to be able to self-fund these payments.
So it's more of a 2- or 3-quarter kind of imbalance of the cash flow. So, going to your second part of the question, so most probably the second tranche, GBP 20 million, and the third and last tranche that is subject to performance metrics will not require any bank facilities. On your third part of the question, it's fundraising performance metrics. So the third GBP 20 million installments is dependent on fundraising metrics.
Great. Thanks, Alex, for the call. Go ahead.
Tito, for the second question. Hi, Tito, this is Marco D'Ippolito. Nice talking to you. For the second question, it's all cash. Okay, so I think part of your question was if the $20 million remaining was contingent to equity? The answer is no, it's all cash.
Okay, great.
Yeah.
Thanks, Alex and Marco. Yeah, and so then-
Yeah.
Which portion would be in stock that you mentioned?
Yeah, just clarifying here. The management that is led by Merrick, that is here with us in the call today, is willing to invest alongside with us in this deal, up to 10% of the deal. So if they do invest, they will invest in cash, but they will with that receive Patria's shares with a five-year lockup. So they are investing in cash, let's say $10 million. They'll get $10 million equivalent worth of Patria shares. They are then invested with us in the deal, and those shares are then released to them five years down the road, that's a lockup.
Okay, great. Yeah, thanks. Yeah.
It's more of a retention, alignment than actually cash flow, challenge for us.
Perfect, great, thanks for the color. And then, I guess a second question here. I guess thinking about the outlook, and you mentioned part of the performance, factors will be fundraising. You showed some numbers there for how much, like, you know, global markets and, and European markets have grown, over the last three years. Should we think that similar type of growth rate expectation? And also on the FRE margin, around 30%-40% is, you know, is below your current margin. Do you think over time, you would be able to get that margin more in line with the margins you're delivering, you know, in the high 50% range?
Well, Tito, this is myself, Alex, and Marco here again. But, we don't want to give the specific fundraising guidelines today. I think we're gonna have a overall organic fundraising target that we will give as a guideline in our third quarter call, which should happen very early in November, so a fortnight from today. There, I think we're gonna add the fundraising, organic fundraising of this new vertical, plus the organic fundraising guidelines of the other verticals that we have, and give you a number which you can work on. I think it's more interesting to see the whole general number.
Remember that this year, the $5 billion-$6 billion of organic fundraising will give you a guideline, as I said, in our earnings call in a fortnight from today. So, if you can please, then just, you know, hold to that moment. And, as we look into the business. Do you want to take the second question?
Yeah. As far as margin is concerned, we guided you on the 30%-40% and over this announcement. And this is very much in line with the nature of products and services that we acquired. So if you look at the peer group, there are some some public companies that that could be a good reference for you. And the thirty to forty percent is actually the running rate margin for the nature of these businesses. And of course, as we combine this with Patria, it will result in what- whatever will result in the, as a, as a consequence, of bringing up this margin. But we don't expect to have a significant margin expansion to the business.
Great. Yeah, thanks, Alex and Marco, again. Maybe just one follow-up on that point. Does that 30%-40% margin, though, imply some potential synergies, or it's just the run rate of the business, and that's where you'll be able to manage it at?
Yeah, it does. It does not. It's the current rate of the business. Of course, moving forward with the general scheme of things, we will, you know, see dilution of fixed costs.
that's a given. However, over the next couple of years, I think as we guided you guys, that we would like to also invest in our sales, marketing, commercial efforts, and as we are building even more strength in our commercial facilities. I mentioned specifically about, you know, our willingness to open offices in other parts of the globe, that we still don't have offices. Now, I used Sydney as an example. I used other cities in Europe as an example. So as we do see this dilution of fixed costs running towards a higher margin, we also see our need to invest in some areas that I just mentioned.
So that's why we're still keeping the mid-50% FRE margin that we gave out. Given all that, of course, this our organic fundraising plus these inorganic movements that we did and that we are doing, of course, puts us in a very good position to deliver our PAX day guidance. Now, of course, if you look at the next two years, we were expecting to get to, or guided you guys that we would get to, $35 billion of fee-earning AUM by the end of 2025. We're reaching now $21 billion by now.
Now, there's still some fundraising too, because the numbers that we gave you, we were using June 30, 2023, plus this businesses the AUM, plus Bancolombia's AUM. So this is still the second semester of fundraising, organic fundraising that is are still not incorporated in the numbers I just gave you. So we feel that, you know, that the chances that we'll hit those PAX guidelines are increased with this movement that we did, and we're very, very happy with that, that we're going into the right direction here, Tito.
Great. Perfect. Thanks a lot, Alex and Marco, and congratulations again on the transaction.
Thank you.
Thank you. As a reminder, to ask a question at this time, please press star one one on your touchtone telephone. I'm showing no further questions at this time. I'd like to turn the call back over to Alex Saigh for closing remarks.
Well, here, thank you very much for participating in this call. I can see that we have several of our friends and supporters here with us. As the CEO, I would like to also congratulate Marco for his new role. Very excited that he was gonna perform an amazing job together with Merrick and his team. That again, Merrick is with us here on the call. I met wonderful people as we did our due diligence in this business. True lovers of the business. Very competent, great performance, and as importantly, really liked by their clients. So I'm very excited that we're starting this new vertical. I wish all of you-
For me, I'm sorry. It looks like we do have a couple participants that just queued. Our next question will come from William Barranjard with Itaú BBA. Your line is now open.
Hi, team, thank you for the opportunity, and sorry for interrupting the last remarks. So my question is here regarding these new strategies, more specifically on the Global Private Markets Solutions. Is that you believe that this kind of strategy is gaining momentum among the Latin American investors? So my question here is that, do you already have investors asking for this, for these, or are you going to market with new products? Here, I would like to understand how you're gonna attack the Latin America investors with this new initiative.
Well, William, thank you very much for participating. It's no problem whatsoever interrupting. Actually, we're here to answer your questions and to serve you. So great, great that you managed to join. Thank you. We have been acting under this business for a while now. So, just to give you some, you know, brief historical background, you know, when we did join forces with Moneda, Moneda already had that business for over 10 years. And the way that Moneda approached it was, as it identified interest from mostly Chilean institutional investors, Chilean pension funds, in willingness or interest to expose themselves to invest in hard currency, alternative asset managers.
Then our friends from Moneda started actually creating feeders that would then funnel these Chilean institutional investors resources to global alternative asset managers. Today, we currently manage $1.3 billion through these feeders from mostly Chilean investors to global alternative asset managers. So we have already been doing this for 10 years, and as we approach them, we saw that they are very interested in several other products, including this one, primary, secondaries, and co-invest, as we call private equity solutions, mid-market globally.... They also invest through us in real estate funds from global managers, in credit funds from global managers, in private equity funds, of course, from global managers.
We identify that interest through Moneda over the last two years since we did associate ourselves with Moneda. We have been following that very closely, talking to all of these clients. And then, of course, extending that, these conversations to Brazilian institutional investors, Brazilian family offices, Brazilian ultra high net worth, and Colombians and Mexicans and Peruvians. After that research, you know, we came to the conclusion that we wanted to continue to expand and be the partner of choice of these Latin American investors investing outside of the region. Of course, we also saw the strengthening of several currencies in the region also push this movement forward, and you've probably seen that through your retail branch there at BTG.
You know, clients willing to expose themselves to hard currency products, not only institutional, but retail. We're not, we're not focusing on retail. I'm just mentioning as a trend. We're focusing most, most on the institutional. So the answer is yes. I think we're excited with all, with all this research that we did, and we are already acting in this business through these feeder funds that I mentioned to you. And that's why we came to the conclusion. We have been following this for a big, big, big time now, to be honest. We actually did bid for companies in this sector in 2017, 2018, even before we did actually go public. So it's been, it's been a while that we've been looking into this. Hope I answered your question.
Yes, yes, very complete. Thank you.
Thank you. As a reminder, to ask a question at this time, please press star one one on your touchtone telephone. It looks like we have no further questions at this time. I'd like to hand it back over to you, Alex Saigh, for any further closing remarks.
Okay, no, I'm not going to now take too much longer of your guys' time. Thanks again, and good luck to you all, and hope all is well, and thank you. Any further questions, you know how to reach out to us, and Josh Wood is also here on the line, willing to take your calls on an offline basis. Thanks a lot. Have a very good day.
Thank you.
This concludes today's conference call. Thank you for participating. You may now disconnect.