Pengana Private Equity Trust
Pengana Private Equity Trust(expected ASX code: PE1)IPO ReportMarch 2019
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Pengana Private Equity Trust (expected ASX code: PE1)Contents1. Product Summary. 12. Investor Suitability . 13. Recommendation. 14. SWOT. 25. Structure. 36. Management & Corporate Governance. 77. Investment Process. 98. Portfolio.119. Performance Analytics. 1410. Peer Comparison. 17Appendix A – Ratings Process . 18Appendix B – Managed Investments Coverage . 19Independent Investment Research
Pengana Private Equity Trust (expected ASXcode: PE1)Inved ndedRecomNote: This byPenganandemestCapital Limited and is based on theproduct disclosure statement (PDS)lodged with ASIC on 22 February2019.Not eradtGenstmRecommended InveRatingNot RecommendedndedommeRechlyHigndedommeRecKey Investment InformationRecommended Expected ASXRecommend( )Offer PriceeCodePE11.25d 4 March 2019Expected Offer Close10 April 2019Expected Commencement ofTrading on the ASX30 April2019Min/Max Offer Size ( m), notincluding oversubscriptions100/600ndedommeRechlyHigExpected Offer OpenProforma NAV ( ) per unit(Min/Max Subscription)1.3125Fees:Management Fee & RE Fee(p.a), incl. GST & net of RITC1.25%Performance Fee20.0%Performance Hurdle8.0%p.aKey ExposureUnderlyingExposurePortfolio of private equity andprivate credit investments.FX ExposureThe Trust will have directforeign currency exposure. TheInvestment Manager may hedgethe currency exposure in relationto capital calls, however, isnot expected to hedge realisedreturns.The investment opinion in this report is current asat the date of publication. Investors and advisersshould be aware that over time the circumstancesof the issuer and/or product may change whichmay affect our investment opinion.Independent Investment Research1. PRODUCT SUMMARYPengana Private Equity Trust (PE1, or “the Trust”) is a newly formed trust that will seek to liston the ASX. The Trust will seek to raise 100m to 600m through the issue of 80m to 480munits at 1.25 per unit. The Trust will be structured as a fund of funds, providing exposure toa diversified portfolio of private equity and private credit investments. The Responsible Entity(RE) of the Trust will be Pengana Investment Management Limited, who will appoint PenganaCapital Limited as the Manager of the Trust. Both the RE and the Manager are wholly ownedsubsidiaries of Pegana Capital Group Limited (ASX:PCG). The Manager will in turn appointGrosvenor Capital Management L.P. (“Grosvenor” or the “Investment Manager”) to managethe portfolio. Grosvenor is a US based alternative asset manager established in 1971 within excess of US 52 billion of assets under management (AUM). The Trust will provide anadditional incentive to investors through the issue of ‘Alignment Shares’. PCG will issue anamount equal to 5% of the total subscription amount of convertible preference shares inPCG to the Trust, increasing the initial NAV of the Trust by 5%. PCG intends to convert theAlignment Shares into ordinary shares approximately two years after listing and distributein-specie to unitholders. The Trust will seek to generate attractive returns over the long-term,which is considered to be a ten year period. The Investment Manager has an internal longterm target return of 8%-14%p.a. The Trust has a target distribution of 4%p.a of the NAVat the end of the period the distribution is to be paid, which the Trust will seek to pay semiannually. An inaugural distribution is expected to be paid for the period ending 31 December2019. The Trust will seek to offset the typically long dated nature of private equity returns bygenerating cashflow through an investment in short duration credit investments in the initialyears to generate income for unitholders. The Trust will also invest in and alongside Grosvenorsecondary and co-investment funds in which the portfolio has already been partially invested,thereby reducing the time to realisation of the underlying investments.2. INVESTOR SUITABILITYAn investment in the Trust is suitable for investors seeking to diversify their portfolio withexposure to alternative investments. PE1 provides the ability to gain diversified exposureto private equity and private credit investments, an asset class not readily available to retailinvestors. Private equity investments have an additional layer of risk to listed companies dueto the lack of liquidity and limited transparency. Given this, diversification is key in privateequity investments. Once fully invested, PE1 is seeking to provide exposure to more than500 underlying investments through around 100 funds. It will seek to pay a semi-annualdistribution of 4%p.a. thus providing a regular income stream to investors. It is expected theTrust will not distribute returns in excess of the target distribution to unitholders under theAMIT regime. Capital raised will be invested globally, largely in North America, and will havedirect currency exposure. PE1 is not expected to hedge the currency exposure and thereforemovements in the relevant currencies will impact the Australian dollar value of the portfolio.3. RECOMMENDATIONIndependent Investment Research (IIR) has assigned the Pengana Private Equity Trust(expected ASX code: PE1) a Recommended Plus rating. Our rating is based on PE1 raisingfunds towards the upper end of the offer range and may be subject to review if this isnot achieved. The Trust is complex in both structure and investment style and as such weadvise potential investors to take the time to gain comfort in the structure and investmentstyle. While the Trust will have ASX liquidity, the underlying investments will be largelyilliquid. By nature returns from private equity investments can be lumpy and require along-term investment commitment. The Trust is yet to raise capital and list and thereforehas no performance history, however, the portfolio will be managed by Grosvenor whichhas significant experience in private market investments and a robust investment process.Grosvenor has developed a sizable investment platform that provides it with unprecedentedaccess to fund managers and co-investment opportunities in the private equity market. Thereare a number of positive structural features of the Trust, including (1) PCG will be paying thecosts of the offer which means there will be no discount to the NAV at the time of listing;(2) the Trust will be issued with Alignment Shares in PCG that will result in the NAV at thecommencement of trading being at a 5% premium to the offer price; and (3) the Trust willseek to pay distributions from the outset, mitigating the typically long dated nature of returnsfrom private equity investments.1
Pengana Private Equity Trust (expected ASX code: PE1)4. SWOTStrengths The Trust provides access to the Grosvenor platform, which provides access to anextensive range of investment opportunities across private equity and private creditmarkets with in excess of 24 billion invested across the Grosvenor private marketplatform (private equity, real estate and infrastructure). Grosvenor has an experienced team with 27 senior private equity professionalsexecuting private equity investments across primary funds, secondary investments andco-investments. The senior team members are supported by 20 analysts and associates. Grosvenor has been investing in private markets since 1999 and has developed adisciplined and robust investment process across all private equity investments. One ofthe key components of the business is the relationships it has with private equity funds,which assists in all aspects of the private market investments. The Alignment Shares will provide additional value to unitholders at the time of listing fora nominal cost. PCG will pay the costs of the offer, with no cost to be incurred by the Trust. Incombination with the Alignment Shares, this means the Trust will have a NAV 5% abovethe offer price at the date of listing. The Trust will seek to stagger the investments across short-duration credit investmentsand private equity co-investments and secondary investments until the portfolio can befully allocated to private equity investments with the aim of generating a return fromthe time of investment and avoiding the J-curve return effects of a typical investment inprivate equity funds. The portfolio, once fully invested, is expected to be well diversified reducing the riskassociated with any single investment by the Trust and the underlying funds.Weaknesses As with all fund of fund structures there is a double layer of fees, the fees associatedwith the Trust plus the fees associated with the underlying funds. The total feesassociated with the Trust are high as tends to be the case with private equity funds,however, we note that the fees are being reduced to some extent through theinvestment in the Grosvenor funds which are able to invest at a lower cost compared tothird party funds. The Trust is complex with limited transparency into the underlying investments.Opportunities The Trust provides investors the opportunity to gain exposure to a diversified portfolioof private equity and private credit investments that are not typically available to retailinvestors. The Trust will have ASX liquidity, providing unitholders the ability to exit at any stage fromwhat is an illiquid underlying investment.Threats The Trust will invest in private equity and credit investments based internationally withthe portfolio expected to be heavily weighted to North America. The Trust is not expectedto hedge the currency exposure. As such, movements in the relevant foreign currencieswill have an impact, either positively or negatively, on the Australian dollar value of theportfolio. While the Trust will have ASX liquidity, the underlying investments will primarily be illiquidand lack transparency. This provides an additional layer of risk and may result in theInvestment Manager not being able to exit an investment in a timely manner, which mayimpact the return of the underlying investment. In the event the Trust does not generate sufficient income to pay the target distributionyield, the Trust may return capital to meet the target distribution. In our opinion, it ispreferable to retain the capital to invest as opposed to retuning the capital and reducingthe investment pool. There are significant conflicts of interest associated with the Trust including theInvestment Manager allocating capital to it’s own funds and the RE and Manager bothbeing wholly owned subsidiaries of PCG.Independent Investment Research2
Pengana Private Equity Trust (expected ASX code: PE1)5. STRUCTUREPRODUCT OVERVIEWThe Pengana Private Equity Trust (expected ASX code: PE1) is a newly formed trust that willseek to list on the ASX. The Trust will seek to raise 100m to 600m through the issue of80m to 480m units at 1.25 per unit. Pengana Investment Management Limited will be theResponsible Entity (RE) for the Trust. The RE will appoint Pengana Capital Limited as theManager of the portfolio. The RE and the Manager are both wholly owned subsidiaries ofPCG. PCG will be paying the costs of the offer, with no costs borne by the Trust.The Manager will in turn appoint Grosvenor Capital Management, L.P. (“Grosvenor” or“Investment Manager”) as the Investment Manager of the Trust. Grosvenor is a US basedasset management firm that was established in 1971 and has in excess of US 52 billionassets under management, more than US 24 billion of which is invested across its privatemarkets platform.The Trust will be structured as a fund of funds, providing exposure to a diversified portfolio ofprivate equity and private credit investments sourced through the Grosvenor private marketsplatform. The Trust will seek to invest a minimum of 70% of the portfolio, once the long-termtarget portfolio allocation is achieved, in private equity investments across primary funds,co-investments and secondary investments. The remainder of the portfolio will be investedin opportunistic investments (which may include private equity style investments), private/alternative credit investments and cash. The table below shows the long-term target portfolioallocation of the Trust. For detailed information on each of the investment categories pleasesee Section 8. Grosvenor expects that it will take up to four years to reach the long-termtarget portfolio. To generate a return from the capital raised in the initial years and to meetthe target distribution yield, the Investment Manager will initially weight the portfolio heavilyto short duration credit investments. The Investment Manager will also allocate a portionof the portfolio to existing co-investment, secondary and opportunistic funds operated byGrosvenor. Investing in or alongside existing funds will provide exposure to private equityinvestments that are already partially deployed, reducing the time to realisation of theunderlying investments.The Trust will seek to generate attractive returns over the long-term which is considered to bea period of at least 10 years. The Investment Manager has an internal long-term target returnof 8%-14%p.a. The Trust will seek to pay a distribution of 4%p.a of the NAV of the Trust at theend of the period the distribution is to be paid. Distributions are expected to be paid semiannually with the first distribution expected to be paid for the period ending 31 December2019. The Trust will seek to fund the distribution primarily from income generated from theportfolio and not from a return of capital, however, will pay a return of capital if sufficientincome has not been generated to meet the target distribution yield.Long-Term Target Portfolio AllocationPrivate aries15%-30%Opportunistic Investments (mayinclude private equity styleinvestments)10%-25%Private/Alternative Credit5%-15%Cash2%-10%Alignment SharesThe Trust will be issued with “Alignment Shares”, which are convertible preference sharesin Pengana Capital Group (ASX: PCG), the sole owner of the RE. PCG will issue AlignmentShares equal to 5% of the total subscription amount ( 5.0m- 30.0m). The number ofAlignment Shares issued to the Trust will be determined by the volume weighted averageprice (VWAP) of PCG shares over the five trading days prior to the allotment date of theunits. Based on the PCG share price of 2.10 at 1 March 2019, the Trust would be issued with2.4m-14.3m shares.Independent Investment Research3
Pengana Private Equity Trust (expected ASX code: PE1)PCG intends to convert the Alignment Shares into fully paid ordinary shares in PCGapproximately two years after the Trust lists subject to a determination by the responsibleentity. The Alignment Shares will be distributed ‘in specie’ to unitholders at the time ofconversion. The Alignment Shares provide additional value to unitholders for a nominal cost.As such the pro-forma NAV at the time of listing will be 1.3125, a 5% premium to the offerprice of 1.25.Fee StructureGiven the Trust will have a fund of fund structure, there are multiple layers of fees. The belowtable provides a breakdown of the fees at the Trust level and provides expectations for thefees at the underlying funds level. We note that the actual fees incurred may differ to theexpected fees provided in the below table.FeesManagement & REFees (p.a)Performance FeePerformance FeeHurdle1.25%20.0%8% p.a.Secondaries Fund1.00%10.0%8% p.a.Co-Investments Fund0.95%10.0%8% p.a.Opportunistic Fund1.00%15.0%8% p.a.Primary Private Equity Funds1.80%20.0%8.0% p.a.Alternative Credit Investments0.85%17.5%7.0%p.a.Short Duration Credit0.45%nanaTrustUnderlying InvestmentsGrosvenor Funds:Non-Grosvenor Funds:We have provided an example portfolio allocation below to show the potential blended feesof the Trust. Please note that the numbers provided below are for illustrative purposes. Thereturns are not forecast returns and the portfolio allocation, while based on the long-termtarget portfolio of the Trust, may differ in reality. The below is based on the expected fees andperformance fee hurdles detailed in the above table.Based on the below portfolio allocation the blended management fee would be 2.42%p.a.With respect to performance fees, if you were to assume an 18%p.a gross return from theunderlying funds and assume a performance hurdle of 8%p.a across all investments, aftermanagement fees the total performance fee would equate to 2.5%p.a. Using this grossreturn assumption this would equate to total fees (management plus performance fees) of4.92%p.a.Indicative Blended Fees*PortfolioAllocationUnderlying InvestmentsGrosvenor Funds:Secondaries Fund25.0%Co-Investments Fund25.0%Opportunistic Fund15.0%Non-Grosvenor Funds:Primary Private Equity Funds25.0%Credit Investments10.0%Short Duration Credit0.0%FeesManagement Fee Underlying Funds1.17%Trust Management Fee1.25%Blended Management Fee2.42%Performance Fee of UnderlyingFunds14.0%Trust Performance Fee20.0%Total Performance Fee34.0%Performance fee as a % ofreturn**2.5% p.aTotal fees as a % of return4.92% p.a*Blended fees are for illustrative purposes only and are not a forecast of returns or actual fees incurred.**Assumes a performance hurdle of 8% across all investments.Independent Investment Research4
Pengana Private Equity Trust (expected ASX code: PE1)INVESTMENT STRUCTUREPengana Capital GroupLimited (ASX:PCG)Alignment SharesUnitholders100% ownedPengana InvestmentManagement LimitedREPengana Private Equity Trust(ASX: PE1)MAPengana Capital LimitedIMAManagerInvestmentManagerGrosvenor CapitalManagement, L.P (InvestmentManager)MAC IIIndependent Investment ResearchPortfolio ofPrivate EquityPrimary FundsPortfolio ofSecondaryInvestmentsGCF IICredit Funds5
Pengana Private Equity Trust (expected ASX code: PE1)Product LeverageUsed:The Trust may borrow up to 25% of the NAV at the time of borrowing.However, it does not expect to borrow in excess of 15% of NAV and requiresthe consent of the Manager to do so. Debt will be used to fund investments orpay fees and expenses to address timing issues associated with realisation ofinvestments. The Trust may borrow directly or through an intermediate entity.The Trust will also invest in funds or companies that utilise leverage. Leverageused by the underlying investments may be substantial and has the potentialto magnify both gains and losses.Cost (incl. Fees):The cost of borrowings will be dependent on market rates.Capital ProtectionnaTaxDisclaimer:Tax consequences depend on individual circumstances. Investorsmust seek their own taxation advice. The following comments showIndependent Investment Research’s expectation of tax for ordinaryAustralian taxpayers, but cannot be considered tax advice.Capital gains:A capital gains tax (CGT) event will likely occur in the event the investor sellsunits on marke
Pengana Private Equity Trust (PE1, or "the Trust") is a newly formed trust that will seek to list on the ASX. The Trust will seek to raise 100m to 600m through the issue of 80m to 480m units at 1.25 per unit. The Trust will be structured as a fund of funds, providing exposure to a diversified portfolio of private equity and private .
Pengana Private Equity Trust (ASX: PE1) 28 March 2022 Review. Independent Investment Research . remuneration and promotion is structured so that non-research personnel do not exert inappropriate in uence over analysts. . This is left to the Adviser who knows their client and the individual portfolio of the client. 4) Our research process .
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Pearson BTEC Level 3 National Diploma in Business (720 GLH) 601/7157/1 . Pearson BTEC Level 3 National Extended Diploma in Business (1080 GLH) 601/7160/1 . This specification signposts all the other essential documents and support that you need as a centre in order to deliver, assess and administer the qualification, including the staff development required. A summary of all essential .
