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For use with institutions only – not for use in the United States
Partners Group Private Infrastructure Investing22 February 2016
Japan Solar General Partner | Private Infrastructure
Table of contents
2
1 Partners Group
2 Introduction to infrastructure
3 Infrastructure market environment
4 Investment examples
5 Summary
6 Appendix - PG Direct Infrastructure 2015
PARTNERS GROUP PRIVATE INFRASTRUCTURE INVESTING
Global private markets investment management
3
1 1 1 1 Unaudited, as of 31 December 2015.
Integrated approach
Direct, secondary and primary
investment capabilities across private markets
Wide network
>370 direct investments >730 private markets investment partners
>300 advisory board seats
Tested risk management
Chief Risk Officer and adedicated team of portfolio and risk managers
Client focused structuring
In-house team of over 50 professionalsoffering customized structuring, legal and tax services
Independent
Combined, employees are the largest shareholder
Private markets focus
Over EUR 46 billion1 AuM in private equity, private debt, private real estate, private infrastructure
Stable & transparent
Long-term incentive structuresListed on the SIX SwissExchange
Strong resources
Over 830 employeesrepresenting over 50 nationalities across 18 offices
▫
PARTNERS GROUP
More than 750 institutional investors worldwide
4
Clients listed include direct clients of Partners Group (USA) Inc., Partners Group AG or their affiliates, and investors in funds managed or advised by such parties. Clients listed were selected to demonstrate the breadth and types of clients served by Partners Group. Inclusion in the list does not indicate approval or disapproval by any of the clients of Partners Group or the services rendered by Partners Group to the relevant client.
Public pension funds and SWFs Insurance companies
Banks and distribution partnersPrivate pension funds
▫
PARTNERS GROUP
Partners Group Direct Infrastructure
5
Note: 1Based on geographic focus of investments acquired since inception. Figures as of 30 September 2015 unless other specified. 2As of January 2016. 3As of 30 June 2015. Past performance is not indicative of future results.For illustrative purposes only. No assurance can be given that the Fund will be successful or that investors will not lose some or all of their capital. Average performance calculated net of underlying fees (if any), gross of Partners Group fees. There is no assurance that similar investments will be made.
Proven resultsDifferentiating strategy
• Control oriented global mid-cap transactions
• Assets with stability and visibilityof cash flows
• Potential for value creation through active ownership
• Leverage flexibility of platform for relative value assessment
• Investing in private infrastructure since 2001
• Achieved on average 20% IRR on direct infrastructure investments
• Completed 202 direct transactions across four continents in last five years
Global resources
• Team of 342 investment professionals based locally in Europe, US, Asia and Australia
• Investment team embedded in global private markets platform of >500 professionals
• EUR 4.0bn3 of assets under management
True infrastructure
AmericasEurope
Asia-Pacific
716
11EUR
0.7bn
EUR
1.2bn
EUR
0.9bn
EUR
0.5bnUS
Europe
Asia Pacific
RoW
Active Ownership
Creating upside
Successful track recordLocal knowledge
Infrastructure investments1 Representation across 6 offices worldwide
▫
PARTNERS GROUP
Global Infrastructure Investment Team
6
Note: 1Members of the Infrastructure Investment Committee. As of January 2016.
Global and experienced infrastructure team embedded within wider platform
Doris Schürch
JeanPerarnaud1
Americas
Todd Bright1
Paul Luce
Patrick Langan
Fentress Boyse
Todd Smith
Javier Chavarria
AudreySaul
EnriqueGarcia
LuisRios
Andreas Baumann
Stephan Schäli
Michael Studer
Christoph Rubeli
Marcel Erni
Walter Keller
Alfred Gantner
André Frei
René Biner
Global Investment Committee
David Daum
MichaelBarben1
DmitriyAntropov1
Thomas Hoffmann
MarcMeier1
Continental Europe
Esther Peiner
NicholasPepper
Johannes von Pfister
BrandonPrater1
Shreya Malik
Gianfranco Saladino
Luc Avérous
UK
Tim Michalas
Benjamin Haan1
Nandan Balachandran
Asia Pacific
AndrewKwok
Emmanuel de Ladoucette
Rob Jans
Clayton Chew
Patrizia Buser
JansenAng
Kok Leong Toh
Portfolio & Risk Management
>10 professionals
Product Reporting & Accounting
>125 professionals
Deal generation
>230 professionals
Tax, Legal & Structuring
>50 professionals
Treasury & Execution
>10 professionals
Investment Analytics & Monitoring
>15 professionals
Infrastructure Investment Team – 34 professionals
Juri Jenkner1
▫
PARTNERS GROUP
20 infrastructure direct investments over the last 5 years
7
ChannelviewPower Plant (USA): 856MW contractedgas-firedcombined cycle power plant in Houston
Fermaca (Mexico): Pipeline developer/operator in Mexico with current capacity of 1.2bn Bcf/day
Billy Bishop Toronto City Airport (Canada): Passenger terminal located near the Toronto city center
Seaborn (USA; signed): Construction of 10’000km submarine fiber optic cable to run from New York to Sao Paulo
Temple Power Plant (USA): New-build 758MW natural gas, combined cycle power project
Carlsbad (USA): 54m gallon-per-day desalination facility (under construction)
Sorgenia France: Wind portfolio of more than 200MW of operational and construction stage assets
SouthmeadHospital (UK): Construction and operation of a new 842 bed acute hospital
Enerya (Turkey): Operation of nine natural gas distribution companies with c. 800‘000 subscribers
Affinity Water (UK): Water supply company servicing 3.5m people
Madrileña Red de Gas (Spain): Regulated natural gas distribution company with presence in 40 municipalities
Italian Solar Platform: Portfolio of solar PV plants with a total capacity of 97MW
Japan solar: Platform to construct utility-scalesolar plants across Japan
North West Rail (Australia): Construction and operation of a 36km double-track railway in Sydney
Soleq (Thailand): PV platform expansion of up to 300MW
Victoria Comprehensive Cancer Centre (Australia): Cancer research and treatment facility
Wind Energy Holding (Thailand): Mezzanine investment in two co-located 90MW wind farms
Newcastle Coal (Australia): Sub. debt instrument for expansion and operation of a 66mt p.a. coal export terminal
Ararat Wind Farm (Australia):Construction of a 242MW wind farmwest ofMelbourne
Strictly confidential
Source: Partners Group. Note: Stake in SouthmeadHospital is held through an investment vehicle managed by Lloyds Bank Group. As of November 2015 the investment in Seaborn is signed but has not closed. Note to track record: Based on performance of all infrastructure direct investments as of 30 September 2015, with cash flows translated to EUR using fixed FX rates as of the same date. Figures exclude interest earned on, fees paid for and costs of the respective Partners Group programs. Past performance is not indicative of future results.For illustrative purposes only. There is no assurance that similar investments will be made.
20% IRR on all infrastructure direct investments since 2001
Sentinel (USA): 800MW contracted gas-fired simple cycle power plant in The Los Angeles Basin
PARTNERS GROUP
Table of contents
8
1 Partners Group
2 Introduction to infrastructure
3 Infrastructure market environment
4 Investment examples
5 Summary
6 Appendix - PG Direct Infrastructure 2015
PARTNERS GROUP PRIVATE INFRASTRUCTURE INVESTING
Infrastructure sectors
9
Partners Group divides infrastructure into eight main sectors
Infrastructure comprises all durable capital goods which ensure the proper development and functioning of an economy
Communication Transportation Power conventional Power renewable
Energy infrastructure Water Waste Social
▫
INTRODUCTION TO INFRASTRUCTURE
Investment characteristics
10
Fundamental characteristics of infrastructure assets drive diversification properties
Partners Group focuses on investments in operating assets and approved projects
Investment characteristics
OperationExpansionConstructionDevelopmentContractorsSuppliers
Partners Group focus
Long economic life Contractual revenues Long contract duration Inelastic demand
Capital intensive Inflation linked tariffs Regulatory controlHigh barriers to entry
▫
INTRODUCTION TO INFRASTRUCTURE
Investment stages
11
Development and construction risks, capital gains, active management
Income-oriented strategies, cash yield, passive management
Ret
urn
Risk
Brownfield:
• Existing assets with predictable, stable cash flows and low operational risks.
• Primarily targeting cash yield with limited capital appreciation.
Expansion project:
• Existing assets with the potential to re-position, upgrade and/or expand.
• Targets a combination of cash yield and capital appreciation.
Greenfield:
• New investment opportunities with construction and/or demand risk.
• Potential for substantial capital appreciation.
▫
INTRODUCTION TO INFRASTRUCTURE
• Price: regulated by the state
• Volume: demand risk is limited to none
• Long-term service contracts
• Performance/availability guarantees
• Financing amortizing over life of asset (project finance)
• Variable interest typically swapped into fixed rate
• Accelerated depreciation often provides tax shield
• Tax credits
Return composition of an infrastructure transaction
12
Social/utilities: smallTransportation: large
Uncertain portion: small
Fixed in advance
Fixed in advance
Revenue
Operationalcost
Financingcost
Tax
• Recurring cash flows from mature projects
• Largely independent from the economic environment
Currentyield
• Growth/operational improvements during the holding period
• Improved risk profile attracting lower IRR investorsExit
5-10% p.a.
Upside from capital gains: 5-10% p.a.
A typical infrastructure business model provides high visibility and stability of cash flows
Source: Partners Group
Factors Typical variation rangeTransactionparameters
▫
INTRODUCTION TO INFRASTRUCTURE
Risk/return profile of an infrastructure asset
13
Infrastructure risk/return profile drives the approach to portfolio construction
0%
Distribution of private infrastructure returns
Fat tail due to idiosyncratic risks such as event risks, counterparty risks or asset specific risks
Capped upside for operating assets mostly due to regulated returns
13%IRR
Probability
Distribution of infrastructure returns mimic credit instruments
Low correlation of unsystematic risks across assets
Event risk Counterparty risk Asset specific risk
• Regulatory changes (country specific political risks)
• Natural disaster (region specific)
• Default of off-taker (sector and country specific)
• Concentration of off-takers (sector and country specific)
• Misalignment of interests (investment specific)
• Technology shifts (sub-sector specific)
• Development, construction and operation specific risks (stage specific)
Low correlation across different infrastructure assets
▫
INTRODUCTION TO INFRASTRUCTURE
Private infrastructure investment management
14
Regions
Sectors
Leverage
Stages
Asset class specific value drivers Investment management value drivers
8.4 %13.6 %
Unlevered Levered
Expected
IRR
Access
Relative value
Assetmanagement
Selection
O&M/InsuranceCapex programsRefinancing
▫
INTRODUCTION TO INFRASTRUCTURE
Why invest in private infrastructure?
15
Macroenvironment
• Historically low real government bond yields
• Future path of inflation is highly uncertain
Attractive risk-adjusted returns
• Infrastructure receives increasing attention from institutional investors
• Strong demand drivers as there is a large need for infrastructure financingGrowing market
• High spread of expected returns over government bond yields
• Low sensitivity of returns to economic cycles
• Inflation link through strong pricing power of infrastructure businesses
• Revenues are often contractually linked to inflationInflation protection
• Recurring and often regulated revenues lead to stability of distributions
• Long-term visibility of cash flows due to contracted nature of revenuesCash yield
▫
INTRODUCTION TO INFRASTRUCTURE
Table of contents
16
1 Partners Group
2 Introduction to infrastructure
3 Infrastructure market environment
4 Investment examples
5 Summary
6 Appendix - PG Direct Infrastructure 2015
PARTNERS GROUP PRIVATE INFRASTRUCTURE INVESTING
2016 E 2017 E 2016 E 2017 E
Tollroad 7.3 7.5 15.7 12.6
Airport 11.6 10.3 23.6 21.1
Port 8.9 8.1 16.3 15.0
Railway 8.6 8.1 14.6 13.0
Satellite 9.8 9.4 18.1 16.5
Tower 19.0 17.8 60.0 51.7
Oil & Gas Storage & Transportation11.2 10.0 17.7 16.8
Transmission & Distribution 10.1 9.5 16.3 15.8
Water 9.4 8.4 21.8 17.4
EV / EBITDA (x) P/E (x)
Premium over regulated asset base ("RAB")
Stretched valuations in crowded space
17
Low rates driving higher valuations Listed infrastructure valuations are stretched
12M forward P/E ratio
Listed infrastructure valuations by sector
Last 12M P/E ratio
Sources: RBS November 2011, Credit Suisse July 2012, Deutsche Bank November 2012, InfraNews 2012 and 2013, Bloomberg (January 2016)
5.0x
7.0x
9.0x
11.0x
13.0x
15.0x
17.0x Jan-2011 Dec 2015
▫
INFRASTRUCTURE MARKET ENVIRONMENT
Europe Aust-ralia
US Europe Mexico US Europe Japan
Availability-based brownfield PPP
Operational energy infrastructure (pipeline, distribution networks)
Renewables
2-3%*
4-6%*
4-6%*
Private infrastructure: fishing outside of the crowded pond
18
0
20
40
60
80
0
10
20
30
40
50
2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015YTD
No. of funds
in USD bn
Aggregate Capital Raised (bn USD) No. of Funds
Source: upper left: Preqin (October 2015), upper right: InfraNews (July 2015), Citi Project & Infrastructure finance (May 2014), lower left: Gross returns are estimations by Partners Group (H1 2016); lower right: Oxford Energy, China Electricity Council, BDEW, REE, NRCAN, EIA, USEA, Bloomberg New Energy Finance. Past performance is not indicative of future results.For illustrative purposes only.
Demand for infrastructure remains high … … resulting in elevated valuations
27x EV/EBITDA17x EV/EBITDA
29x EV/EBITDA
28x EV/EBITDA
QCLNG gas pipeline
13x EV/EBITDA
25x EV/RAB
35.3x EV/EBITDA
Opportunity in US and EM renewablesLeveraging on market segmentation
Gross return estimations Renewable energy proportion of total 2014 power generation
Q3
▫
INFRASTRUCTURE MARKET ENVIRONMENT
19
Word of caution: rising rates may lead to lower valuations
Note: 1Median of a group of 34 listed utilities across different regions with a median market capitalization of USD 6.2bn. Source: Bloomberg, as of December 2015
Relationship between interest rate and valuation of listed utilities1
0
2
4
6
8
10
12
-
0.20
0.40
0.60
0.80
1.00
1.20
1990 1995 2000 2005 2010 2015
US 10yr gov bond yield (indexed) Utilities EV/EBITDA
1999-2000 interest rate hike
1994-1995 interest rate hike
▫
INFRASTRUCTURE MARKET ENVIRONMENT
Table of contents
20
1 Partners Group
2 Introduction to infrastructure
3 Infrastructure market environment
4 Investment examples
5 Summary
6 Appendix - PG Direct Infrastructure 2015
PARTNERS GROUP PRIVATE INFRASTRUCTURE INVESTING
Billy Bishop Toronto City Airport (BBTCA)
Transformative growthAssets with value enhancement potential
Market-leading platforms
Private infrastructure: investment examples
21
1 Figures calculated net of underlying fees, gross of Partners Group fees. For illustrative purposes only. There is no assurance that target returns will be achieved. There is no assurance that similar investments will be made. Source: Partners Group (Private Markets Navigator H1 2016)
SeabornNetworks is constructing a 10,000km submarine fiber optic cable (Seabras-1) that will run from New York to Sao Paulo, Brazil
Value creation initiatives:
• Complete construction on-time and on-budget
• Optimize capacity sales mix
• Evaluate strategic system additions
Target return: ~ 26% IRR1
Passenger terminal at Billy Bishop Toronto City Airport, located on an island in Toronto Harbour, next to the downtown business district
Value creation initiatives:
• Passenger and slot growth
• Upgrade terminal building
• Add US border preclearance
Target return: ~17% IRR1
Leading midstream operator and owner of gas pipeline and compression station infrastructure in Mexico
Value creation initiatives:
• Expand pipeline network
• Pursue add-on opportunities
• Provide additional equity
Target return: ~16% IRR1
1 2 3
SeabornNetworks
▫
INVESTMENT EXAMPLES
• Deal source: Partners Group was strategically positioned for a communications infrastructure opportunity which straddles EM (Brazil) and US
• Valuation gap closed through preferred investment structure
• USD denominated asset with Latin American growth exposure
• Fastest growing transoceanic routes, and the cable will have the lowest latency between US and Brazil financial centers
• Experienced management - development, installation and operation on 250,000km of subsea cable
• Mature technology installed by the leading provider with construction risks transferred to the installer
Transformative growth: Seaborn Networks – Seabras-1
22
Asset overview
Construction and operation of a 10,000km submarine fiber opticcable (Seabras-1) that will run fromNew York to Sao Paulo, Brazil
Industry Communication
Region/Country US / Brazil
PG role Lead
Closing date January 2015
Relative value/Investment rationale
Underwriting metrics
• Target gross IRR/Multiple of 26%/2.6x
1
1 Target returns are calculated as of January 2015 net of underling fees (if any) and gross of Partners Group fees and after tax, using PG base case assumptions. Past performance is not indicative of future results. For illustrative purposes only. There is no assurance that similar investments will be made or that targeted returns will be achieved
▫
INVESTMENT EXAMPLES
Assets with value enhancement potential: Billy Bishop Airport Terminal (Canada)
23
Past performance is not indicative of future results. For illustrative purposes only. There is no assurance that similar investments will be made or that targeted returns will be achieved. 1Target returns are calculated as of January 2015 net of underling fees, gross of PG fees, assuming exit in 2023.
Asset overview
Billy Bishop Toronto City Airport passenger terminal isstrategically located near the downtown center and has seenpassengers grow at a 37%CAGR since 2007
Industry Transport
Region/Country Canada
PG role Joint lead
Closing date January 2015
Relative value/Investment rationale
Underwriting metrics
• Value enhancement: Pedestrian tunnel in 2015, additional planned enhancements and current excess demand from airlines for take-off and landing slots provide visible, near term growth
• Long-term, inflation adjusted, contracted cash flows: Terminal lease has a 40-yr term and almost all of the revenues are from contracted Turn Fees paid by airline carriers for use of allocated take-off and landing slots (no direct exposure to passenger volumes)
• Strategic location: located minutes from Toronto’s central business district
• Uniquely positioned consortium: Consortium has strong relationships with airlines, PortsToronto and the City of Toronto, a key to unlocking added value
• Cash yield of 9% p.a. through 2023
• Gross after-tax multiple: 3.0x
2
▫
INVESTMENT EXAMPLES
Market-leading platforms: Fermaca (Mexico)
24
Past performance is not indicative of future results. For illustrative purposes only. 1) Target returns are calculated as of October 2013 gross of Partners Group fees assuming in exit in 2020. There is no assurance that target results will be achieved nor that similar investments will be made.
3
Asset overview
Fermaca builds, owns and operates pipelines and other related energy assets in Mexico
Industry Energy infrastructure
Region/Country Emerging markets/Mexico
PG role Joint lead
PG investment >USD 500m
Closing date Various, initial closing in February 2014
Relative value / Investment rationale
Underwriting metrics
• Gross multiple: 2.1x
• Cash yield: 13.3% p.a.
• Platform growth: Expansion plans by building new pipelines and extending the current network. Since closing, Fermaca has successfully completed two add-on acquisitions of operating assets and is planning further add-ons
• Lead investment together with an experienced and alignedmanagement team on the back of existing brownfield assetswith tangible growth opportunities
• Stable cashflows due to long-term ship/ship-or-pay contractson two pipelines and a compression station
• Downside protection: all assets have well-structured contractswith investment-grade counterparties for an averageremaining life of over 20 years
▫
INVESTMENT EXAMPLES
Recent private infrastructure realizations (examples)
25
Construction and operation of a new 842 bed hospital in Bristol, UK. The Project was structured with a five year and four months construction phase and a 30 year availability based operating concession
Realized returns1:
• Construction started in March 2010
• Exited in December 2015
• Returns: >100% gross IRR and 1.9 multiple
Realization II (Europe)Realization I (Asia-Pacific/Australia)
Newcastle Coal Infrastructure Group (“NCIG”) was formed in 2004 and is owned by six coal producers in the New South Wales coalfields
Realized returns1:
• Entry date: May 2012
• Exited in September 2015
• Returns: 19.6% gross IRR and 1.69 multiple
Ararat Wind Farm
SouthmeadHospital2
Past performance is not indicative of future results. For illustrative purposes only. There is no assurance that similar investments will be made nor that similar results will be achieved. 1Net of underlying fees, gross of Partners Group fees. 2 Investment made through Lloyds Bank UK Infrastructure Co-Invest LP
Newcastle Coal Infrastructure Group
INVESTMENT EXAMPLES
Table of contents
26
1 Partners Group
2 Introduction to infrastructure
3 Infrastructure market environment
4 Investment examples
5 Summary
6 Appendix - PG Direct Infrastructure 2015
PARTNERS GROUP PRIVATE INFRASTRUCTURE INVESTING
Summary: Infrastructure is an attractive asset class for pension funds
27
• Infrastructure can offer diversification to traditional asset classes with low sensitivity to economic cycles
• It can provide attractive risk adjusted returns with significant cash yield potential and a degree of inflation protection
• There is massive need for infrastructure investment across the globe. Governments are unwilling/unable to finance the necessary investment, creating a significant opportunity for providers of private capital
• A large number of LGPS funds are already invested in infrastructure
• Current opportunities include social and energy infrastructure in Europe, the energy sector in the US and transportation in Asia and Emerging Markets
SUMMARY
Table of contents
28
1 Partners Group
2 Introduction to infrastructure
3 Infrastructure market environment
4 Investment examples
5 Summary
6 Appendix - PG Direct Infrastructure 2015
PARTNERS GROUP PRIVATE INFRASTRUCTURE INVESTING
Partners Group Direct Infrastructure 2015
29
20-50% Europe
20-50%North America
0-40%other OECD
0-20%Emerging markets
50 - 80%Brownfield assets
20 - 50%Greenfield assets
Note: For illustration purposes only. Past performance is not indicative of future results.There is no assurance that target returns will be achieved or fund objective/strategy will be achieved. Source: Partners Group as of March 2015. The legal names of "Partners Group Direct Infrastructure 2015" are "Partners Group Direct Infrastructure 2015, L.P. Inc." and "Partners Group Direct Infrastructure 2015 S.C.A., SICAV-SIF".
Global relative value approach Focus on brownfield assets
Anticipated fund targets
Target returns: Net return IRR 8-12%
Target yield: 4-6% p.a. yield on invested capital
Diversification: 12-15 deals, no investment shall exceed 15% of commitments
▫
APPENDIX - PG DIRECT INFRASTRUCTURE 2015
Partners Group Direct Infrastructure 2015
The following outlines indicative terms of the program, however they are qualified in its entirety by the respective Fund’s constituent documents:
30
Fund Partners Group Direct Infrastructure 2015 (USD), L.P. Inc., a Guernsey limited partnership
Investment focus Global direct private infrastructure investments
General Partner Partners Group Management VII Limited, Guernsey
Manager/Advisor Partners Group AG, Switzerland
Term 10 years from the final share offering (subject to three 1 year extensions)
Investment period 4 years from the final share offering (subject to a one 1 year extension)The proceeds distributable to the Fund may be re-invested during the investment period
Management fee Estimated average net management fee of 1.06%*) p.a.
Performance feeTwo options at the investor's discretionA) 15%, subject to a 6% preferred returnB) 20%, subject to a 8% preferred return
Organizational charge 0.75% of commitments
Note: *Net management fee is equal to gross management fee1) minus Equalization Rebate2). Average net management fee is calculated as a percentage of commitments to the Fund over an assumed 11.5 year fund life. 1) Gross management fee is 1.50% p.a. on aggregate commitments with 10% tail-down after 5th anniversary of the final closing, no fees paid after 10th anniversary of the final closing occurs, provided further that from the initial closing until the end of the first 4 calendar quarters the rate shall be 0.75% p.a. on aggregate commitments. 2) Assumed Equalization Rebate of 80bps p.a. calculated on Partners Group’s equity commitment for each applicable transaction on the basis of a 5.75 year holding period. Applicable transactions are assumed to amount to 50% of the total commitments to the Fund. All average fee calculations are subject to rounding. The legal names of “Partners Group Direct Infrastructure 2015” are “Partners Group Direct Infrastructure 2015 (USD), L.P. Inc.” and “Partners Group Direct Infrastructure 2015 (EUR) S.C.A., SICAV-SIF”.
APPENDIX - PG DIRECT INFRASTRUCTURE 2015
Contacts
31
Sergio Jovele
Tel.: 0207 575 2704Email: [email protected]
110 Bishopsgate14th FloorLondon EC2N 4AYUnited KingdomTel.: +44 20 7575 2500Fax: +44 20 7575 2501
ZUG | SAN FRANCISCO |HOUSTON |NEW YORK | SÃO PAULO | LONDON|GUERNSEY |PARIS | LUXEMBOURG|MILAN |MUNICH|DUBAI |MUMBAI | SINGAPORE | SHANGHAI | SEOUL |TOKYO |SYDNEY
Disclaimer
This material has been prepared solely for purposes of illustration and discussion. Under no circumstances should the information contained herein be used or considered as an offer to sell, or solicitation of an offer to buy any security. Any security offering is subject to certain investor eligibility criteria as detailed in the applicable offering documents. The information contained herein is confidential and may not be reproduced or circulated in whole or in part. The information is in summary form for convenience of presentation, it is not complete and it should not be relied upon as such.
Any interests referenced herein have not been and will not be approved or disapproved by the U.S. Securities and Exchange Commission or by the securities regulatory authority of any U.S. state or any other relevant jurisdiction, and no other authority or commission has passed upon the accuracy or adequacy of this presentation. Any representation to the contrary is a criminal offense.
All information, including performance information, has been prepared in good faith; however, Partners Group makes no representation or warranty express or implied, as to the accuracy or completeness of the information, and nothing herein shall be relied upon as a promise or representation as to past or future performance. This material may include information that is based, in part or in full, on hypothetical assumptions, models and/or other analysis of Partners Group (which may not necessarily be described herein), no representation or warranty is made as to the reasonableness of any such assumptions, models or analysis. Any charts which represent the composition of a portfolio of private markets investments serve as guidance only and are not intended to be an assurance of the actual allocation of private markets investments. The information set forth herein was gathered from various sources which Partners Group believes, but does not guarantee, to be reliable. Unless stated otherwise, any opinions expressed herein are current as of the date hereof and are subject to change at any time. All sources which have not been otherwise credited have derived from Partners Group.No representation is being made that any account or fund will or is likely to achieve profits or losses similar to the results being portrayed herein. The gross annual rate of returns represents the compound annual rate of return (“IRR”) before management fees, organizational expenses and the general partner’s allocation of profit, but in some instances (where indicated), net of the underlying general partner’s fees and expenses. The net annual rate of return represents the IRR after management fees, organizational expenses and the general partner’s allocation of profit. Actual realized returns on unrealized investments will depend on, among other factors, future operating results, the value of the assets, market conditions at the time of disposition, any related transaction costs, and the timing and manner of sale, all of which may differ from the assumptions and circumstances on which the valuations used in the performance data contained herein are based. Accordingly, the actual realized returns on these unrealized investments may differ materially from the returns indicated herein. Nothing contained herein should be deemed to be a prediction or projection of future performance of any investment.
Certain information contained in this presentation constitutes "forward-looking statements," which can be identified by the use of forward-looking terminology such as "may", "will", "should", "expect", "anticipate", "target", "project", "estimate", "intend", "continue" or "believe" or the negatives thereof or other variations thereon or comparable terminology. Due to various risks and uncertainties, actual events or results or the actual performance of any investment may differ materially from those reflected or contemplated in such forward-looking statements.
Material notes to investors based in AustraliaPartners Group (UK) Limited (ABN 41 130 021 484) is authorized and regulated by the Financial Conduct Authority under UK law, which differs from Australian law and is exempt from the requirement to hold an Australian financial services license.
Material notes to investors based in BrazilThis document has been prepared exclusively for the purpose of providing information, and it is not to be considered as an offer for the sale of any security. The securities may not be offered, sold, redeemed or transferred in Brazil, as any public offering or distribution of securities in Brazil is not legal without prior registration with CVM. Persons wishing to offer or acquire securities in Brazil should consult their own counsel as to the applicability of the registration requirement or any exemption therefrom.
Material notes to investors based in CanadaThis material is presented to investors on behalf of Partners Group AG. Statements herein do not necessarily pertain to Partners Group (USA) Inc., an affiliate of Partners Group AG. Partners Group (USA) Inc. is registered as an exempt market dealer and portfolio manager under the securities laws of each of the Provinces of Canada. For information specifically regarding Partners Group (USA) Inc., please contact us.
Material notes to investors based in the People’s Republic of ChinaThis material is presented to investors by Partners Group (Shanghai) Co., Ltd. on behalf of Partners AG. Partners Group (Shanghai) Co., Ltd is not representing any other entity. Any products referenced herein have not been submitted to or approved/verified by or registered with the China Securities Regulatory Commission or other relevant governmental authorities in the PRC. Such products may not be offered, sold or delivered or available for reoffering, resale or redelivery directly or indirectly to any person in the PRC, other than in full compliance with the relevant laws and regulations of the PRC. PRC investors are responsible for obtaining all relevant government regulatory approvals/licenses, verifications and/or registrations.Material notes to investors based in the Dubai International Financial CentreThis material relates to a financial product which is not subject to any form of regulation or approval by the Dubai Financial Services Authority ("DFSA"). The DFSA has no responsibility for reviewing or verifying any prospectus or other documents in connection with this financial product. Accordingly, the DFSA has not approved this document or any other associated documents nor taken any steps to verify the information set out in this document, and has no responsibility for it. The financial product to which this document relates may be illiquid and/or subject to restrictions on its resale. Prospective purchasers should conduct their own due diligence on the financial product. If you do not understand the contents of this document you should consult an authorized financial adviser.
32IMPORTANT NOTICE
▫
4 February 2016 11:45
Disclaimer
Material notes to investors based in France This information material is presented to investors at their request by Partners Group (France) SAS, which is regulated by the French Securities and Exchange Commission (“Autorités des marches financiers”, “AMF”) as a result of its status of a French financial advisor (“Conseiller en investissements financiers”) through its membership to professional associations (“Anacofi and Anacofi-Cif”) under N° E002832. Partners Group (France) SAS is acting on behalf of Partners Group AG and certain of its affiliates. Any product referred to in this information material will be either a non-French non-harmonized open end investment collective scheme or a non-French closed-ended fund for the purposes of the Monetary and Finance Code of the Republic of France (“MFC”). Any product will not be submitted to or approved/verified by or registered with AMF. The promotion of any product and the distribution of any associated material is accordingly restricted by law. The open end investment collective schemes may be promoted only to qualified investors at their request. The placement of the closed-ended funds may only be undertaken towards qualified investors acting for their own account through a private placement. The shares or the interests thus acquired in any product cannot be distributed or resold directly or indirectly to the public otherwise than in accordance with the provisions of the MFC. Potential investors should consult their own authorized financial advisor.
Material notes to investors based in Italy The fund is not a UCITS fund and it has not nor will be filed with the Italian authorities for authorization of an offering of interests in Italy. Failing authorization any offer of interests in the Italian jurisdiction is prohibited under applicable laws and regulations. This memorandum does not constitute an offer to sell or a solicitation of any offer to buy the interests in the Italian jurisdiction. Pursuant to this memorandum, the interests may not be offered and a circular, advertisement or other document or offering material relating to such interests, may not be published, distributed or made available in the Republic of Italy or to any Italian resident investor in circumstances which would be in breach of relevant Italian laws and regulations. This memorandum may be made available to a person in Italy only upon the express and unsolicited request of such person who has contacted the Fund or its sponsor or placement agent on his or her own initiative.Material notes to investors based in JapanThe registration number for Partners Group AG in Japan is Kanto Financial Bureau No. 2141 (Financial Instruments Business). Partners Group AG is a member of the Japan Investment Advisers Association. The Financial Instruments Mediation Assistance Center ("FINMAC") is the appropriate financial arbitrator for any complaints or disputes regarding the firm's Type II Financial Instruments Business and Investment Advisory Business. (FINMAC Phone: +81 3 3667 8009 Fax: +81 3 3669 9833).Material notes to investors based in KoreaThis document has been prepared exclusively for the purpose of providing information, and it is not to be considered as an offer for the sale of any security. The securities may not be offered, sold, redeemed or transferred in Korea, as any public offering or distribution of securities in Korea is not legal without prior registration with the Korean Financial Services Commission. Please note that Partners Group Singapore Pte. Ltd., Korea Branch is not a licensed entity in Korea.Material notes to investors in SwedenThis marketing material has not and will not be registered with or approved by Finansinspektionen (the Swedish Financial Supervisory Authority). Accordingly, this marketing material may not be made available, nor may the interests offered hereunder be marketed and offered for sale in Sweden, other than under circumstances which are deemed not constitute an offer to the public in Sweden under the Swedish Financial Instruments Trading Act (1991:980) or the Swedish Investment Funds Act (2004:46).Material notes to investors based in Switzerland The paying agent in Switzerland for the collective investment scheme is Credit Suisse AG (Mailing address: Credit Suisse AG, Paying Agent Services, TSZA42, P.O. Box 100, CH-8070 Zurich) and the representative is Partners Group AG (Mailing address: Partners Group AG, Zugerstrasse 57, 6341 Baar, Switzerland). The Prospectus, Articles of Association and further information documentation, such as the annual and half-yearly reports as well as the information on the historical performance of the Fund (if any) may be obtained free of charge at the registered office of may be obtained from General Counsel's office - Partners Group AG.
Material notes to investors based in the United KingdomThe products outlined in this communication are controlled investments for the purposes of the financial promotion restriction under section 21 of the Financial Services and Markets Act 2000 (“FSMA”) and are unregulated collective investment schemes for the purposes of section 238 of FSMA. This communication is exempt from the general restriction under sections 21 and 238 of FSMA on the communication of invitations or inducements to engage in investment activity on the grounds that it is made only to or directed only at persons to whom it may lawfully be distributed.
Material notes to investors based in the United States of AmericaAny interests referenced herein may not be sold, transferred or resold (i) except as permitted under the constituent documents of that fund and (ii) in accordance with applicable securities laws, including the US Securities Act of 1933, as amended, and the US Investment Company Act of 1940, as amended. This presentation may relate to investments managed by any of the following: (i) Partners Group AG, which is not registered with the SEC as an investment adviser pursuant to the US Investment Advisers Act of 1940, as amended (the "Advisers Act"); (ii) Partners Group (USA), Inc., which is registered as an investment adviser pursuant to the Advisers Act or (iii) another Partners Group advisory affiliate. Please contact us for more information regarding how specific assets may be managed within the Partners Group enterprise.
33IMPORTANT NOTICE
D. v. 26.8.2015
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