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EQT — Investor Presentation 2022
Mar 16, 2022
2910_iss_2022-03-16_79d31061-a7b4-4b67-8cd5-1d32365c7515.pdf
Investor Presentation
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Creating a world leader
in active ownership strategies
16 March 2022
Attractive fundamentals, outsized growth in private markets and
increasing client allocations in Asia 1
4
EQT is creating a global leader in active ownership with a strong performance track-record
3
The combination is highly strategic with strong financial merits and aligned incentives
2
Together EQT and BPEA create a unique scaled platform in Asia, based on active ownership, a strong performance, and a great cultural fit
42% Of global GDP growth by 2030 1
85 % Of new members of the global middle class by 2030 1
Faster digital adoption than in mature markets 2,3
Asia
Growth in private markets in Asia vs. global 2020-2025 CAGR1 Significant growth potential for private markets firms in Asia
23% 34% ~40%
2016 Today 2025
68% Global private markets firms' share of AUM1
Clients see Asia as a primary area of their private equity program in 20212
✓Active ownership
- ✓Thematic
- ✓Culture
- ✓Local-with-locals
- ✓Sustainability
Year track-record
25
BPEA has the right cultural fit, track-record and scale
2.6x
Realized Gross MOIC since inception1
India China and Hong Kong
South East Asia
Japan
Korea Australia
Investment by geography 2
The combined platform is uniquely positioned to deliver performance for clients
Active ownership
Thematic
Future-proofing
Digitalization
Sustainability
Americas 46%
Asia Pacific 24%
Europe
22%
Middle East
8%
Opportunity to leverage existing client relationships across combined platform
+100
New client relationships to EQT
MOIC
MOIC
True partnership with aligned incentives
BPEA shareholders' pro forma stake in the enlarged EQT
~16%
(~191m shares)
Total consideration
(\$7.4bn)
Equity consideration
~80%
Expected closing
Q4 2022 1
Cash consideration
of future carried interest BPEA VI: 25% BPEA VII: 35%
100% 35% of BPEA
Transaction is expected to be immediately high single digit accretive to EPS
• Asia private markets expected to grow at almost twice the rate of global markets Creating a world leader in active ownership strategies
• BPEA provides the right fit, track-record and scale
• Creating a scaled active ownership platform in Asia • -with- covering nearly 80% of global GDP
• With a strong performance track-record, EQT is uniquely positioned to expand and scale active ownership strategies globally
1
2
3
4
5
Questions?
Appendix
creating a scaled active ownership platform in Asia
EQT Active Core Infra
Asia a strategic priority for EQT
Strong market fundamentals Investors to increase allocations to Asian private markets 4
Under-penetration of private markets in Asia leaves room for future growth
Asia will contribute 42% of global GDP growth by 20301
Asia will represent ~85% of new members of the global middle class by 20301
Digital adoption in Asia has accelerated ~ 2x faster than in mature markets2,3
Clients see Asia as a primary area of their private equity program in 2021 (vs 55% in 2020)
Clients will maintain or increase their allocation to private equity globally
96%
68%
Asia is poised to outpace global private markets growth
Global private markets firms still represent a minority of the Asian market
5
Asia as a new engine of EQT's growth
BPEA local footprint and sourcing
- 10 regional offices
- ~95% of FTEs based in Asia and Australia1
- ~230 FTE+1
- Integrated teams across countries and sectors
- Extensive knowledge of local markets with on-the-ground sourcing and execution capabilities
-
A multi-dimensional sourcing model underpinned by expansive long-term networks and strong reputation in Asia
-
Proprietary origination angle2 in 76%
- of the investments in Funds VI and VII3
Mumbai
28
FTE+3
Footprint
Sourcing
business
Infrastructure EQT Exeter
Continue to operate on a global basis, including Asia
Real Assets
BPEA Real Estate integrated into EQT Exeter
America
Stockholm Helsinki Oslo Copenhagen Amsterdam London Luxembourg Munich Zurich New York Madrid Shanghai Hong Kong Singapore San Francisco Milan Berlin Sydney Tokyo Paris
-with - 78% of global GDP 1
Philadelphia Chicago Atlanta South Florida Indianapolis Memphis Sao Paulo Mexico City Seoul Prague Brussels Dallas Seattle Dublin Dusseldorf Warsaw Houston Washington DC
of global GDP covered 2
U.S.
Beijing Hong Kong London Los Angeles Mumbai New Delhi Shanghai Singapore Sydney Tokyo
BPEA overview of existing funds
| Vintage | Fund size (\$bn) |
Current AUM (\$bn) 1 |
EQT AB carried interest |
Representative investments | |
|---|---|---|---|---|---|
| Private Equity funds | |||||
| Fund IV | 2007 | 1.5 | 0.3 | - | |
| Fund V | 2011 | 2.5 | 1.9 | - | |
| Fund VI | 2015 | 4.0 | 3.6 | 25% | |
| Fund VII | 2018 | 6.5 | 6.5 | 35% | |
| Fund VIII | 2021 | n.a. | n.a. | 35% | 2 2 |
| Real Estate funds | |||||
| RE Fund I | 2015 | 0.4 | 0.1 | - | AccraLaw Myeongdong Joyful 45 Tai Tam Tower Tower (MDT) Honda |
| RE Fund II | 2018 | 1.0 | 1.0 | - | Forest ARCA 235 Bourke H1 Express Logistics Building Street Midosuji |
| Logistics Co-invest | 2021 | 1.0 | 0.3 | - | |
Uniquely positioned to expand and scale active ownership strategies globally
BPEA and EQT Private Capital Asia to become BPEA EQT Asia
Jean Eric Salata will become:
• Head of BPEA EQT Asia •
strong joint ability to continue growth trajectory • Close collaboration between BPEA EQT Asia and EQT Private Capital
- •
- Europe and North America
- across the platform
• Digital: Leverage Motherbrain and EQT Digital Business Development
• -related value creation approach integrated throughout the investment life cycle
Governance
Collaborations
Future-proofing
Investment
Profitability
Dividend policy
Growth -term growth rate
Adjusted EBITDA margin of 55-65%
To generate a steadily increasing annual dividend in absolute eurodenominated terms
EQT targets (over the fund cycle) Transaction impact
No change
1
No change
Transaction is expected to be immediately high single digit accretive to EPS
No change
Summary of key transaction terms
Shareholding
Timeline
Key terms
- EQT will acquire 100% of BPEA for total consideration of
- 25% in BPEA Fund VI and 35% in BPEA Fund VII included in the transaction perimeter
- EQT will be entitled to 35% of the carried interest of future funds
-
Cash consideration of ~20% of total consideration
-
BPEA shareholders to receive 191.2m EQT shares1
- will be subject to 180 days lock-up
(16% of enlarged share capital) • BPEA management team to enter into lock-up provisions, consistent with those of current senior EQT partners • AMG will receive same consideration mix as other BPEA shareholders equating to 29m EQT shares of which 25%
- EQT shareholders representing more than 50% of the share capital have irrevocably committed to vote in favour of the issuance of new shares at the AGM in June 2022
- Customary closing conditions including anti-trust, regulatory approvals and BPEA client consent approvals
- Completion expected Q4 2022
Financing
- Cash consideration financed through existing cash and available financing facilities
- financing options
• EQT has cash and facilities in place to fund the cash consideration. In addition, EQT may review long-term
(\$7.4bn) Total consideration
16% BPEA shareholding in EQT
Q4 2022 Expected
closing
Financing of the cash consideration
Cash consideration for the transaction
(\$1.6bn)
Cash resources:
• Cash on balance sheet as of 31-Dec-21 of
• Additional cash generation from management fees received in Jan 2022 and July 2022
Existing financing facilities:
- Access to
- Additional
by Morgan Stanley
We may evaluate long-term financing options in the debt market over time
End notes
-Growth Consumer Markets: India, Bain & Company and World Economic Forum; Euromonitor;
| Page number |
Footnote number |
Reference | ||
|---|---|---|---|---|
| 1 | Source: Euromonitor | |||
| Page 3 | 2 | Refers to increase in internet users as % of population in China / SEA / India vs. US | ||
| 3 | Industry participant interviews; 2021 Online Retail Forecast, APAC/US: Forrester; Bain analysis | |||
| Page 4 | 1 | By AUM; Source: Preqin | ||
| 2 | Source: Cambridge Associates LLC report; Profitas survey 2019 Dec 2018, EMPEA EM PE survey May 2018, Coller Capital PE Barometer 2021 |
|||
| Page 5 | 1 | Since inception defined as the timing of creation of the independent firm (from Fund III and onwards) | ||
| 2 | Arithmetic average of fund growth for Private Equity Funds V VIII | |||
| 3 | Adjusted EBITDA as of December 2021 | |||
| 4 | Excluding international alternative asset managers | |||
| Page 6 | 1 | Logi | ||
| 2 | As of December 31, 2021 | |||
| Page 8 | 1 | Based on total commitments in active funds as of December 31, 2021 | ||
| 2 | Based on total commitments across all live funds (VI VIII) as of December 31, 2021 | |||
| Page 10 | 1 | Converted to EUR using an FX rate of 1.1326 as of December 31, 2021 and an FX rate of 1.1234 as of December 31, 2019 |
||
| 2 | Adjusted revenue and EBITDA; Converted to EUR using an FX rate of 1.1827 as an average for CY2021 and an FX rate of 1.1195 as an average for CY2019 |
|||
| Page 11 | 1 | granting the board of directors of EQT the authority to issue the consideration shares | ||
| Page 12 | 1 | Realized Gross MOIC since inception for Private Equity Funds (III VII) as of December 31, 2021 | ||
| 2 | Net IRR since inception for Private Equity Funds (III VII) as of December 31, 2021 | |||
| 3 | 2021 nominal GDP estimate; Source: Macroeconomics indicators EIU via SNL as of Feb 2022 | |||
| Page 17 | 1 | Source: Euromonitor | ||
| 2 | Refers to increase in internet users as % of population between China / SEA / India vs. US |
Subject to customary closing conditions, including anti-trust, regulatory approvals and certain BPEA fund investor consent approvals, as well as EQT majority shareholder approval at the AGM in June 2022
-Growth Consumer Markets: India, Bain & Company and World Economic Forum; Euromonitor;
| Page number |
Footnote number |
Reference |
|---|---|---|
| 3 | Industry participant interviews; 2021 Online Retail Forecast, APAC/U.S.: Forrester; Bain analysis | |
| Page 17 | 4 | Source: Cambridge Associates LLC report; Profitas survey 2019 Dec 2018, EMPEA EM PE survey May 2018, Coller Capital PE Barometer 2021 |
| 5 | Source: Preqin | |
| Page 18 | 1 | AUM converted to EUR using an FX rate of 1.1326 as of December 31, 2021, adj. Revenue and EBITDA converted to EUR using an FX rate of 1.183 as an average for FY2021 |
| 2 | Adjusted | |
| 3 | Logi | |
| Page 19 | 1 | EQT AUM in Asia consists of Mid Market Asia III fund |
| 2 | Excludes Ventures and PVF for EQT | |
| 3 | EQT Asia FTE figures consist of all FTEs based in Asia and Australia | |
| 4 | AUM converted to EUR using an FX rate of 1.1326 as of December 31, 2021, invested capital converted to EUR using an FX rate of 1.183 as an average for FY2021 | |
| 1 | As of December 31, 2021 | |
| Page 20 | 2 | Refers to either an existing relationship with a company or its management team, or instances when BPEA has directly approached a company |
| 3 | As of December 31, 2021; with 2 additional FTEs based in Switzerland | |
| Page 21 | 1 | Including the EQT Mid Market Asia III fund |
| Page 22 | 1 | |
| 2 | 2021 nominal GDP estimate; Source: Macroeconomics Indicators EIU via SNL as of Feb 2022 | |
| Page 23 | 1 | As of December 31, 2021 |
| 2 | Expected to close in 2022 | |
| Page 24 | 1 | AUM as of December 31, 2021 |
| Page 26 | 1 | As of December 31, 2021 |
| 2 | As of December 31, 2021; excluding BPEA Credit | |
| Page 28 | 1 | New shares will be entitled to the second dividend instalment of SEK 1.40 per share, assuming closing in Q4 2022 before the second instalment is paid in December; total annual DPS of SEK 2.80 per share remains unchanged |
New shares will be entitled to the second dividend instalment of SEK 1.40 per share, assuming closing in Q4 2022 before the second instalment is paid in December; total annual DPS of SEK 2.80 per share