Alaris Equity Partners Income Trust Releases Q3 2021
NOT FOR DISTRIBUTION IN THE UNITED STATES.
FAILURE TO COMPLY WITH THIS RESTRICTION MAY CONSTITUTE A VIOLATION OF UNITED STATES SECURITIES LAW.
CALGARY, Alberta, Nov. 09, 2021 (GLOBE NEWSWIRE) — Alaris Equity Partners Income Trust (together, as applicable, with its subsidiaries, “Alaris” or the “Trust“) is pleased to announce its results for the three and nine months ended September 30, 2021. The results are prepared in accordance with International Accounting Standard 34. All amounts below are in Canadian dollars unless otherwise noted.
Q3 2021 Highlights:
- Generated revenue of $42.9 million in the quarter, the largest quarter of revenue in Alaris’ history and an increase of 44% on a per unit basis compared to Q3 2020. Revenue of $110.0 million in the nine months ended September 30, 2021 represents a per unit increase of 17% compared to the $77.6 million in 2020;
- Normalized EBITDA of $33.3 million in the quarter (Q3 2020 – $20.1 million) and in the nine months ended September 30, 2021 Normalized EBITDA totalled $94.3 million (2020 – $58.5 million). These increases on a per unit basis of approximately 32% are primarily the result of incremental revenue from capital deployment in excess of $400 million in the last twelve months;
- During the quarter, Alaris received an additional US$3.4 million of Distributions from Kimco Holdings, LLC (“Kimco”) related to unaccrued deferred Distributions from prior years. Kimco continues to evaluate the possibility of a full or partial redemption of Alaris’ investment. Nothing is imminent, nor can any redemption be assured; however, the redemption value is estimated to be between US$60.0 million and US$70.0 million, inclusive of unaccrued and unpaid Distributions from prior periods of US$13.6 million;
- Net cash from operating activities during the quarter was $0.66 per unit, which was an increase of more than 100% compared to Q3 2020, which includes $0.10 per unit related to additional collections from Kimco in the quarter. This resulted in $0.33 of net cash per unit in excess cash generated in the quarter after paying $0.33 in Trust distributions to unitholders;
- Subsequent to September 30, 2021, Federal Resources Supply Company (“FED”) redeemed all of Alaris’ FED preferred units and repaid the outstanding loan for total proceeds to Alaris of US$80.9 million. Alaris’ total return on the FED investment was US$75.7 million or 113% which represents an unlevered IRR of over 19% during the six-year partnership. The total proceeds of US$80.9 million included a US$13.9 million premium in excess of the total invested capital of US$67.0 million;
- The weighted average combined Earnings Coverage Ratio (“ECR”) remains above 1.7x on a trailing twelve month basis;
- Based on the financial results of Alaris’ Partners so far in 2021, Alaris currently expects an overall positive reset on Distributions for 2022 of approximately 2.0% which would result in additional revenue of $2.6 million, or $0.06 per unit; and
- Alaris reduced its outstanding debt to $257 million subsequent to quarter end using the proceeds from the FED redemption, additional cash received from Kimco in the quarter (US$3.4 million) and excess cash flow generated in the quarter of US$10.0 million as a result of Alaris’ Actual Payout Ratio of 47%.
“Recovering some previously written off amounts from Kimco made for a record quarter of revenue, along with all of the new partner revenue generated from the last twelve months of deployment. With healthy ECR’s across the board, a sub-70% Run Rate Payout Ratio and over $140 million of dry powder following the FED redemption, we are in a strong position to continue our positive trajectory”, said Darren Driscoll, CFO.
|Per Unit Results||Three months ended||Nine months ended|
|Period ending September 30||2021||2020||% Change||2021||2020||% Change|
|Net cash from operating activities||$0.66||$0.28||+135.7||%||$1.76||$1.39||+26.6||%|
|Basic earnings / (loss)||$1.03||$0.80||+28.8||%||$2.25||$(0.29||)||+867.5||%|
|Fully diluted earnings / (loss)||$0.97||$0.75||+29.3||%||$2.16||$(0.29||)||+835.9||%|
|Weighted average basic units (000’s)||45,032||35,584||43,615||36,003|
For the three months ended September 30, 2021, revenue per unit increased by 43.9% as a result of Distributions from Alaris’ new investments in Vehicle Leasing Holdings, LLC, dba D&M Leasing (“D&M”), 3E LLC, (“3E”), Brown & Settle Investments, LLC and a subsidiary thereof (collectively, “Brown & Settle”), Falcon Master Holdings LLC, dba FNC Title Services (“FNC”) and Edgewater Technical Associates (“Edgewater”), as well as the additional Distributions from follow-on investments in Accscient, LLC (“Accscient”), Body Contour Centers, LLC (“BCC”) and GWM Holdings, Inc. and its subsidiaries (“GWM”). The increase is also attributable to (i) US$3.4 million of additional unaccrued distributions received from Kimco related to periods prior to 2020 and (ii) the deferral of Distributions in Q3 2020 from PF Growth Partners, LLC (“PFGP”) as a result of the impact of COVID-19. These were partially offset by the depreciation of the US dollar against the Canadian dollar compared to the prior year, as the quarterly average rate was approximately 6% lower in Q3 2021.
Basic earnings per unit in the quarter of $1.03 increased by 28.8% compared to the prior year due to the higher revenue described above, partially offset by a non-recurring gain of $10.6 million in the prior year related to the re-valuation of the convertible debentures due to Alaris’ conversion to an income trust.
Normalized EBITDA of $0.74 per unit in Q3 2021 was an increase of 32.1% from $0.56 per unit in the prior year, primarily as a result of the new and follow-on investments made during the previous twelve months. The Trust declared distributions of $0.33 per unit during the three months ended September 30, 2021, resulting in an Actual Payout Ratio of 47.1% for the period.
The net cash from operating activities of $0.66 per unit in the three months ended September 30, 2021 was a significant increase from the prior year as a result of the increase in revenue per unit along with consistent general and administrative expenses compared to the prior year. This was partially offset by higher cash interest paid in the current period due to a higher average total debt outstanding balance compared to Q3 2020.
The Trust’s total capital deployment of greater than $400 million in the trailing twelve-month period has resulted in a record quarter of revenue for Alaris with $42.9 million in Q3 2021. As outlined below, the outlook for the next twelve months continues to be positive following this deployment and the continued overall health of the portfolio. During Q3 2021, PFGP returned to paying full distributions of US$0.8 million per month, which is also reflected in the Run Rate Cash Flow table below. The resulting Run Rate Revenue for Alaris is approximately $141.8 million over the next twelve months. This includes current contracted amounts, the removal of Distributions from FED following their redemption in October 2021 and an estimated aggregate of $3.2 million of common dividends or distributions. Alaris expects total revenue from its Partners in Q4 2021 of approximately $36.2 million.
Annual general and administrative expenses are currently estimated at $13.0 million and include all public company costs. The Trust’s Run Rate Payout Ratio is expected to be within a range of 65% and 70% when including run rate distributions, overhead expenses and its existing capital structure. The table below sets out our estimated Run Rate Cash Flow alongside the after-tax impact of positive net deployment and the impact of every $0.01 change in the USD to CAD exchange rate.
|Run Rate Cash Flow ($ thousands except per unit)||Amount ($)||$ / Unit|
|General & Admin.||(13,000||)||(0.29||)|
|Interest & Taxes||(37,300||)||(0.83||)|
|Free cash flow||$91,500||$2.03|
|Excess Cash Flow||$ 32,000||$ 0.71|
|Other Considerations (after taxes and interest):|
|New Investments||Every $50 million deployed @ 14%||+3,563||+0.08|
|USD to CAD||Every $0.01 change of USD to CAD||+/- 900||+/- 0.02|
The senior debt facility was drawn to $352.0 million at September 30, 2021 in the Trust’s statement of financial position. The annual interest rate on that debt, inclusive of standby charges on available capacity, was approximately 4.2% for the nine months ended September 30, 2021. Subsequent to September 30, 2021, the US$80.9 million received from the redemption of FED was used to repay senior debt, bringing the total drawn as of the date of this release to approximately $256.6 million, with the capacity to draw up to another $143.4 million based on covenants and credit terms.
The Consolidated Statement of Financial Position, Statement of Comprehensive Income, and Statement of Cash Flows are attached to this news release. Alaris’ financial statements and MD&A are available on SEDAR at www.sedar.com and on our website at www.alarisequitypartners.com.
Earnings Release Date and Conference Call Details
Alaris management will host a conference call at 9am MDT (11am EDT), Wednesday, November 10, 2021 to discuss the financial results and outlook for the Trust.
Participants in North America can access the conference call by dialing toll free 1-866-475-5449. Alternatively, to listen to this event online, please click the webcast link and follow the prompts given: Q3 Webcast. Please connect to the call or log into the webcast at least 10 minutes prior to the beginning of the event.
For those unable to participate in the conference call at the scheduled time, it will be archived for instant replay for a week. You can access the replay by dialing toll free 1-855-859-2056 and entering the Conference ID: 7852. The webcast will be archived and is available for replay by using the same link as above or by finding the link we’ll have stored under the “Investor” section – “Presentation and Events”, on our website at www.alarisequitypartners.com.
An updated corporate presentation will be posted to the Trust’s website within 24 hours at www.alarisequitypartners.com.
About the Trust:
Alaris, through its subsidiaries, provides alternative financing to private companies (“Partners”) in exchange for distributions, dividends or interest (collectively, “Distributions”) with the principal objective of generating stable and predictable cash flows for distribution payments to its unitholders. Distributions from the Partners are adjusted annually based on the percentage change of a “top-line” financial performance measure such as gross margin or same store sales and rank in priority to the owner’s common equity position.
The terms EBITDA, Normalized EBITDA, Run Rate Payout Ratio, Actual Payout Ratio, Run Rate Revenue, Run Rate Cash Flow, Earnings Coverage Ratio, Per Unit and IRR are financial measures used in this news release that are not standard measures under International Financial Reporting Standards (“IFRS”). The Trust’s method of calculating EBITDA, Normalized EBITDA, Run Rate Payout Ratio, Actual Payout Ratio, Run Rate Revenue, Run Rate Cash Flow, Earnings Coverage Ratio, Per Unit and IRR may differ from the methods used by other issuers. Therefore, the Trust’s EBITDA, Normalized EBITDA, Run Rate Payout Ratio, Actual Payout Ratio, Run Rate Revenue, Run Rate Cash Flow, Earnings Coverage Ratio, Per Unit and IRR may not be comparable to similar measures presented by other issuers.
Run Rate Payout Ratio refers to Alaris’ total distribution per unit expected to be paid over the next twelve months divided by the estimated net cash from operating activities per unit that Alaris expects to generate over the same twelve month period (after giving effect to the impact of all information disclosed as of the date of this report).
Actual Payout Ratio refers to Alaris’ total cash distributions paid during the period (annually or quarterly) divided by the actual net cash from operating activities Alaris generated for the period.
Run Rate Revenue refers to Alaris’ total revenue expected to be generated over the next twelve months.
Run Rate Cash Flow refers to Alaris’ total cash flows expected to be generated and disbursed over the next twelve months.
EBITDA refers to earnings determined in accordance with IFRS, before depreciation and amortization, net of gain or loss on disposal of capital assets, interest expense and income tax expense. EBITDA is used by management and many investors to determine the ability of an issuer to generate cash from operations. Management believes EBITDA is a useful supplemental measure from which to determine the Trust’s ability to generate cash available for debt service, working capital, capital expenditures, income taxes and distributions.
Normalized EBITDA refers to EBITDA excluding items that are non-recurring in nature and is calculated by adjusting for non-recurring expenses and gains to EBITDA. Management deems non-recurring items to be unusual and/or infrequent items that Alaris incurs outside of its common day-to-day operations. For the three and nine months ended September 30, 2021, this includes the additional distributions received from Kimco related to prior year periods. For the nine months ended September 30, 2021, this includes the unit-based compensation expense related to the quarterly re-valuation of the outstanding RTU’s and Options and the reversal of previously recorded credit losses related to the Kimco promissory notes and accounts receivable. For the three and nine months ended September 30, 2020, this includes the non-recurring legal expenses related to the income trust conversion, the non-cash impact of trust conversion and the unit-based compensation expense related to the quarterly re-valuation of the outstanding unit-based compensation. For the nine months ended September 30, 2020, this includes the distributions received upon the redemption of Sales Benchmark Index (“SBI”). Transaction diligence costs are recurring but are considered an investing activity. Foreign exchange unrealized gains and losses are recurring but not considered part of operating results and excluded from normalized EBITDA on an ongoing basis. Changes in investments at fair value are non-cash and although recurring are also removed from normalized EBITDA. Adjusting for these non-recurring items allows management to assess cash flow from ongoing operations.
Earnings Coverage Ratio refers to the Normalized EBITDA of a Partner divided by such Partner’s sum of debt servicing (interest and principal), unfunded capital expenditures and distributions to Alaris. Management believes the earnings coverage ratio is a useful metric in assessing our partners continued ability to make their contracted distributions.
Per Unit values, other than earnings per unit, refer to the related financial statement caption as defined under IFRS or related term as defined herein, divided by the weighted average basic units outstanding for the period.
IRR refers to internal rate of return, which is a metric used to determine the discount rate that derives a net present value of cash flows to zero. Management uses IRR to analyze partner returns.
The terms EBITDA, Normalized EBITDA, Run Rate Payout Ratio, Actual Payout Ratio, Run Rate Revenue, Run Rate Cash Flow, Earnings Coverage Ratio, Per Unit and IRR should only be used in conjunction with the Trust’s annual audited financial statements while complete versions are available on SEDAR at www.sedar.com.
This news release contains forward-looking information and forward-looking statements (collectively, “forward-looking statements”) under applicable securities laws, including any applicable “safe harbor” provisions. Statements other than statements of historical fact contained in this news release are forward-looking statements, including, without limitation, management’s expectations, intentions and beliefs concerning the growth, results of operations, performance of the Trust and the Partners, the future financial position or results of the Trust, business strategy and plans and objectives of or involving the Trust or the Partners. Many of these statements can be identified by looking for words such as “believe”, “expects”, “will”, “intends”, “projects”, “anticipates”, “estimates”, “continues” or similar words or the negative thereof. In particular, this news release contains forward-looking statements regarding: the anticipated financial and operating performance of the Partners; the Trust’s Run Rate Payout Ratio, Run Rate Cash Flow and Run Rate Revenue; the impact of recent new investments and follow-on investments; expected resets of Distributions in 2022; the Trust’s consolidated expenses; expectations regarding receipt (and amount of) any common equity distributions or dividends from Partners in which Alaris holds common equity, including the impact on the Trust’s net cash from operating activities, Run Rate Revenue, Run Rate Cash Flow and Run Rate Payout Ratio; the use of proceeds from the senior credit facility; the Trust’s ability to deploy capital; potential Partner redemptions, including the timing, if at all, thereof and the amounts to be received by the Trust (including, specifically, the potential Kimco redemption); Q4 2021 revenue; and the Trust’s expenses for Q4 2021. To the extent any forward-looking statements herein constitute a financial outlook or future oriented financial information (collectively, “FOFI”), including estimates regarding revenues, Distributions from Partners (including expected resets, restarting full or partial Distributions and common equity distributions), Run Rate Payout Ratio, Run Rate Cash Flow, net cash from operating activities, expenses and impact of capital deployment, they were approved by management as of the date hereof and have been included to provide an understanding with respect to Alaris’ financial performance and are subject to the same risks and assumptions disclosed herein. There can be no assurance that the plans, intentions or expectations upon which these forward-looking statements are based will occur.
By their nature, forward-looking statements require Alaris to make assumptions and are subject to inherent risks and uncertainties. Assumptions about the performance of the Canadian and U.S. economies over the next 24 months and how that will affect Alaris’ business and that of its Partners (including, without limitation, the ongoing impact of COVID-19) are material factors considered by Alaris management when setting the outlook for Alaris. Key assumptions include, but are not limited to, assumptions that: the Canadian and U.S. economies will continue to stabilize from the economic downturn created by COVID-19 and will not be detrimentally impacted over the next twelve months, interest rates will not rise in a material way over the next 12 months, that those Alaris Partners previously affected by COVID-19 will not see a detrimental impact from COVID-19 over the next 12 months; the businesses of the majority of our Partners will continue to grow; more private companies will require access to alternative sources of capital; the businesses of new Partners and those of existing Partners will perform in line with Alaris’ expectations and diligence; and that Alaris will have the ability to raise required equity and/or debt financing on acceptable terms. Management of Alaris has also assumed that the Canadian and U.S. dollar trading pair will remain in a range of approximately plus or minus 15% of the current rate over the next 6 months. In determining expectations for economic growth, management of Alaris primarily considers historical economic data provided by the Canadian and U.S. governments and their agencies as well as prevailing economic conditions at the time of such determinations.
There can be no assurance that the assumptions, plans, intentions or expectations upon which these forward-looking statements are based will occur. Forward-looking statements are subject to risks, uncertainties and assumptions and should not be read as guarantees or assurances of future performance. The actual results of the Trust and the Partners could materially differ from those anticipated in the forward-looking statements contained herein as a result of certain risk factors, including, but not limited to, the following: the ongoing impact of the COVID-19 pandemic on the Trust and the Partners (including how many Partners will experience a slowdown or closure of their business and the length of time of such slowdown or closure); management’s ability to assess and mitigate the impacts of COVID-19; the dependence of Alaris on the Partners; leverage and restrictive covenants under credit facilities; reliance on key personnel; general economic conditions, including the ongoing impact of COVID-19 on the Canadian, U.S. and global economies; failure to complete or realize the anticipated benefit of Alaris’ financing arrangements with the Partners; a failure to obtain required regulatory approvals on a timely basis or at all; changes in legislation and regulations and the interpretations thereof; risks relating to the Partners and their businesses, including, without limitation, a material change in the operations of a Partner or the industries they operate in; inability to close additional Partner contributions or collect proceeds from any redemptions in a timely fashion on anticipated terms, or at all; a change in the ability of the Partners to continue to pay Alaris at expected Distribution levels or restart distributions (in full or in part); a failure to collect material deferred Distributions; a change in the unaudited information provided to the Trust; and a failure to realize the benefits of any concessions or relief measures provided by Alaris to any Partner or to successfully execute an exit strategy for a Partner where desired. Additional risks that may cause actual results to vary from those indicated are discussed under the heading “Risk Factors” and “Forward Looking Statements” in Alaris’ Management Discussion and Analysis and Annual Information Form for the year ended December 31, 2020, which is filed under Alaris’ profile at www.sedar.com and on its website at www.alarisequitypartners.com.
Readers are cautioned that the assumptions used in the preparation of forward-looking statements, including FOFI, although considered reasonable at the time of preparation, based on information in Alaris’ possession as of the date hereof, may prove to be imprecise. In addition, there are a number of factors that could cause Alaris’ actual results, performance or achievement to differ materially from those expressed in, or implied by, forward looking statements and FOFI, or if any of them do so occur, what benefits the Trust will derive therefrom. As such, undue reliance should not be placed on any forward-looking statements, including FOFI.
The Trust has included the forward-looking statements and FOFI in order to provide readers with a more complete perspective on Alaris’ future operations and such information may not be appropriate for other purposes. The forward-looking statements, including FOFI, contained herein are expressly qualified in their entirety by this cautionary statement. Alaris disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.
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Alaris Equity Partners Income Trust
Alaris Equity Partners Income Trust
Condensed consolidated interim statements of financial position
|Cash and cash equivalents||$||19,364||$||16,498|
|Accounts receivable and prepayments||2,127||981|
|Income taxes receivable||20,036||12,669|
|Promissory notes and other assets||12,462||4,000|
|Promissory notes and other assets||5,722||19,233|
|Property and equipment||697||846|
|Accounts payable and accrued liabilities||$||6,242||$||5,351|
|Income tax payable||–||723|
|Deferred income taxes||30,740||16,112|
|Loans and borrowings||352,013||229,477|
|Other long-term liabilities||1,994||980|
|Retained earnings / (deficit)||(29,639||)||(85,026||)|
|Total Liabilities and Equity||$||1,248,495||$||956,434|
Alaris Equity Partners Income Trust
Condensed consolidated interim statements of comprehensive income / (loss)
|Three months ended September 30||Nine months ended September 30|
|$ thousands except per unit amounts||2021||2020||2021||2020|
|Revenues, net of realized foreign exchange gain or loss||$||42,878||$||23,421||$||110,045||$||77,595|
|Net realized gain / (loss) from investments||(10,259||)||–||(10,259||)||11,603|
|Net unrealized gain / (loss) of investments at fair value||26,122||11,885||47,880||(76,257||)|
|Bad debt recovery||–||–||4,030||–|
|Total revenue and other operating income / (loss)||$||58,741||$||35,306||$||151,696||$||12,941|
|General and administrative||3,920||3,604||8,235||10,089|
|Transaction diligence costs||109||1,076||2,845||4,011|
|Depreciation and amortization||45||50||165||169|
|Total operating expenses||5,445||4,796||15,222||15,958|
|Earnings / (loss) from operations||$||53,296||$||30,510||$||136,474||$||(3,017||)|
|Unrealized (gain) / loss on foreign exchange, including derivatives||(4,315||)||1,542||2,022||(4,721||)|
|Non-cash impact of trust conversion||–||(10,647||)||–||(10,647||)|
|Earnings / (loss) before taxes||$||50,753||$||35,346||$||116,187||$||(980||)|
|Current income tax expense / (recovery)||(4,553||)||1,619||3,593||3,890|
|Deferred income tax expense||9,128||5,156||14,452||5,686|
|Total income tax expense||4,575||6,775||18,045||9,576|
|Earnings / (loss)||$||46,178||$||28,571||$||98,142||$||(10,556||)|
|Other comprehensive income|
|Foreign currency translation differences||12,327||(6,600||)||(541||)||11,208|
|Total comprehensive income||$||58,505||$||21,971||$||97,601||$||652|
|Earnings / (loss) per unit|
|Weighted average units outstanding|
Alaris Equity Partners Income Trust
Condensed consolidated interim statements of cash flows
|Nine months ended September 30|
|Cash flows from operating activities|
|Earnings / (loss) for the period||$||98,142||$||(10,556||)|
|Deferred income tax expense||14,452||5,686|
|Depreciation and amortization||165||169|
|Bad debt recovery||(4,030||)||–|
|Net realized (gain) / loss from investments||10,259||(11,603||)|
|Net unrealized (gain) / loss of investments at fair value||(47,880||)||76,257|
|Unrealized (gain) / loss on foreign exchange, including derivatives||2,022||(4,721||)|
|Non-cash impact of trust conversion||–||(10,647||)|
|Transaction diligence costs||2,845||4,011|
|Changes in working capital:|
|– accounts receivable and prepayments||(1,146||)||680|
|– income tax receivable / payable||(8,794||)||(4,244||)|
|– accounts payable, accrued liabilities||1,905||(5||)|
|Cash generated from operating activities||90,182||60,047|
|Cash interest paid||(13,585||)||(9,835||)|
|Net cash from operating activities||$||76,597||$||50,212|
|Cash flows from investing activities|
|Acquisition of investments||$||(264,900||)||$||(28,178||)|
|Transaction diligence costs||(2,845||)||(4,011||)|
|Proceeds from partner redemptions||14,913||111,306|
|Proceeds on disposal of assets and liabilities held for sale||–||39,196|
|Promissory notes and other assets issued||(5,818||)||–|
|Promissory notes and other assets repaid||14,435||784|
|Changes in working capital – investing||–||(8,723||)|
|Net cash from / (used in) investing activities||$||(244,215||)||$||110,374|
|Cash flows from financing activities|
|Repayment of loans and borrowings||$||(146,913||)||$||(181,077||)|
|Proceeds from loans and borrowings||269,585||64,225|
|Debt amendment and extension fees||(552||)||–|
|Issuance of unitholders’ capital, net of unit issue costs||90,287||–|
|Trust unit repurchases||–||(10,051||)|
|Office lease payments||(121||)||(136||)|
|Net cash from / (used in) financing activities||$||172,320||$||(157,519||)|
|Net increase in cash and cash equivalents||$||4,702||$||3,067|
|Impact of foreign exchange on cash balances||(1,836||)||(3,440||)|
|Cash and cash equivalents, Beginning of period||16,498||17,104|
|Cash and cash equivalents, End of period||$||19,364||$||16,731|
|Cash taxes paid||$||11,777||$||8,204|