Attached files
file | filename |
---|---|
8-K - FORM 8-K - GLG Partners, Inc. | y80250e8vk.htm |
EX-99.2 - EX-99.2 - GLG Partners, Inc. | y80250exv99w2.htm |
Exhibit 99.1
GLG PARTNERS REPORTS Q3 2009 EARNINGS
| YTD returns1 through September 30, 2009 of 24.6% for the alternative strategies, 25.8% for the 130 /30 strategies and 31.0% for the long only strategies | ||
| Net AUM of $21.6 billion as of September 30, 2009, up 13% sequentially in Q3 2009 reflecting net inflows of $216 million, $1.9 billion of performance gains and $435 million of currency translation impact | ||
| Non-GAAP adjusted net income of ($5.1) million for Q3 2009 and $85.5 million for the first nine months of 2009 ((0.02) and 0.27 per non-GAAP weighted average fully diluted share, respectively) on a GAAP net loss attributable to common stockholders of $99.0 million for Q3 2009 and $243.7 million for the first nine months of 2009 (GAAP diluted EPS loss of $0.45 and $1.12, respectively) |
New York, November 5, 2009 GLG Partners, Inc. (GLG) (NYSE: GLG), the U.S.-listed asset
manager, today reported a GAAP net loss attributable to common stockholders of $99.0 million for
the quarter ended September 30, 2009 and a net loss of $243.7 million for the first nine months of
fiscal 2009. GAAP diluted EPS was a loss of $0.45 for the quarter ended September 30, 2009 and a
loss of $1.12 for the first nine months of 2009. These GAAP metrics compare to a GAAP net loss
attributable to common stockholders of $167.1 million and diluted EPS loss of $0.79 for the quarter
ended September 30, 2008 and a net loss of $487.0 million and diluted EPS loss of $2.30 for the
first nine months of fiscal 2008.
Under GAAP, GLG expects to continue to recognize significant and largely non-cash expenses
associated with GLGs reverse acquisition transaction with Freedom Acquisition Holdings in November
2007. Accordingly, GAAP net losses for the third quarter and first nine months of 2009 resulted
directly from the recognition of $110.1 million and $365.7 million, respectively, of
Acquisition-related compensation expenses as compared to $188.0 million and $588.5 million for the
third quarter and first nine months of 2008, respectively. Acquisition-related GAAP compensation
expenses will be recognized quarterly through to the fourth quarter of 2013. For further discussion
of these largely non-cash Acquisition-related charges see below under Non-GAAP Financial
Measures.
1 | Performance is typically measured by the longest running share class in each fund. See the Appendix for a description of how dollar-weighted average returns are calculated. |
1
Table 1: Financial Highlights
(US$ in millions except per share amounts)
(US$ in millions except per share amounts)
YTD to | YTD to | |||||||||||||||||||||||
Q3 2009 | Q3 2008 | YoYD | 9/30/09 | 9/30/08 | YoYD | |||||||||||||||||||
Closing net assets under management
(AUM) |
21,628 | 17,280 | 25 | % | 21,628 | 17,280 | 25 | % | ||||||||||||||||
Net revenues |
48.2 | 102.1 | (53 | %) | 186.1 | 422.3 | (56 | %) | ||||||||||||||||
GAAP net loss attributable to common
stockholders |
(99.0 | ) | (167.1 | ) | (41 | %) | (243.7 | ) | (487.0 | ) | (50 | %) | ||||||||||||
GAAP fully diluted EPS |
(0.45 | ) | (0.79 | ) | 43 | % | (1.12 | ) | (2.30 | ) | 51 | % | ||||||||||||
Non-GAAP adjusted net (loss) / income |
(5.1 | ) | 21.8 | (123 | %) | 85.5 | 99.9 | (14 | %) | |||||||||||||||
Non-GAAP adjusted net (loss) /
income divided by non-GAAP weighted
average fully diluted shares |
(0.02 | ) | 0.07 | (123 | %) | 0.27 | 0.31 | (14 | %) |
Non-GAAP adjusted net loss was $5.1 million for the quarter ended September 30, 2009 as compared to
non-GAAP adjusted net income of $21.8 million for the same period in 2008. Non-GAAP adjusted net
income was $85.5 million for the first nine months of fiscal 2009 as compared to $99.9 million for
the year ago period. The ratio of non-GAAP adjusted net (loss) / income to non-GAAP weighted
average fully diluted shares was (0.02) for the quarter ended September 30, 2009, as compared to
0.07 for the same period in 2008, and 0.27 for the first nine months of fiscal 2009, as compared to
0.31 for the same period in 2008. Non-GAAP results for the first nine months of 2009 reflected the
following significant items: an $84.8 million gain on the extinguishment of debt (or $75.0 million
on an after-tax basis), $4.1 million of related acquisition and restructuring costs associated with
the acquisition of Société Générale Asset Management UK (SGAM UK) ($3.2 million on an after-tax
basis) and a $2.0 million operating loss on a pre- and after-tax basis from SGAM UK. Non-GAAP
adjusted net income and non-GAAP weighted average fully diluted shares are financial measures not
prepared under GAAP. A reconciliation of GAAP net income to non-GAAP adjusted net income and
average fully diluted shares under GAAP to non-GAAP weighted average fully diluted shares is
presented below under Non-GAAP Financial Measures.
GLG delivered solid investment returns across the franchise and built momentum in the business
throughout the quarter, said Noam Gottesman, Chairman and Co-CEO of GLG. We won mandates from a
large sovereign wealth fund and a Fortune 100 corporate pension fund, received buy rankings from
two prominent institutional consulting firms for our global and international equity products, and
successfully launched a UK retail-oriented offering leveraging the platform we acquired with the
second quarter 2009 purchase of SGAM UK. Additionally, we continued to build out our UCITS III
offerings, a growing segment for investors that is well suited for many of our strategies. Our net
AUM flows turned positive in the third quarter and we generated strong investment returns across
the franchise. Going forward, our primary focus remains the delivery of superior investment
performance for our investors. We are excited about the broad range of investment and strategic
opportunities that we see on the horizon.
2
With the markets righting themselves and inflows returning to the industry, GLG is well-positioned
for growth: we continue to invest in our talented pool of professionals, rewarding strong
performance and making selective hires, said Emmanuel Roman, Co-CEO of GLG. We have streamlined
our operations over the past year, our net inflows have turned positive with redemption trends
normalizing and we continue to believe that our broad, internationally-focused, multi-strategy
platform will benefit significantly as industry flows continue to gather momentum.
Assets Under Management Summary
GLGs total net assets under management (AUM) as of September 30, 2009 were approximately $21.6
billion (net of assets invested from other GLG managed funds), up 13% from June 30, 2009 and up 25%
from September 30, 2008.
Investment performance across the GLG franchise was strong, increasing net AUM by $1.9 billion in
the third quarter of 2009 and $2.9 billion for the first nine months of 2009. Specifically,
investment returns1 for the quarter ended September 30, 2009 for GLGs alternative, long
only and 130/30 strategies were 10.2%, 12.8% and 12.3%, respectively. The year-to-date
returns1 through September 30, 2009 were 24.6% for the alternative strategies, 31.0% for
the long only strategies and 25.8% for the 130/30 strategies. The returns through October
20092 were 25.2% for alternative, 28.0% for long only and 24.5% for 130/30 strategies.
For the third quarter of 2009, first nine months of 2009 and the month of October, the MSCI World
Index was up 14.8%, up 20.3% and down 2.2%, respectively, and the S&P 500 Index was up 15.4%, up
18.6% and down 1.9%, respectively.
Net inflows for the quarter ended September 30, 2009 were $216 million, largely reflecting interest
in GLGs managed account capabilities, its Japan and convertible debt offerings and the new UK
retail distribution platform which launched in August, offset by anticipated outflows from the
lifting of suspensions on redemptions from the GLG Market Neutral Fund. For the first nine months
of 2009, net inflows were $2.5 billion primarily from approximately $2.6 billion of incremental net
AUM acquired from SGAM UK during the second quarter of 2009.
The effect of currency translation increased net AUM by $435 million in the quarter ended September
30, 2009 and $1.2 billion in the first nine months of 2009.
GLGs total gross AUM (including assets invested from other GLG managed funds) was $24.0 billion as
of September 30, 2009, up 11% from June 30, 2009 and up 13% from September 30, 2008.
2 | October dollar-weighted average returns are calculated based on estimated October month-end net asset values (NAVs). See the Appendix for a description of how dollar-weighted average returns are calculated. |
3
Table 2: Assets Under Management
(US$ in millions)
(US$ in millions)
As of September 30, | ||||||||
2009 | 2008 | |||||||
Alternative strategies3 |
$ | 10,924 | $ | 16,740 | ||||
Long only strategies4 |
13,069 | 4,412 | ||||||
Gross AUM |
$ | 23,993 | $ | 21,152 | ||||
YoY % Change |
13.4 | % | (10.3 | %) | ||||
Less: alternative strategy investments in GLG Funds |
$ | (1,266 | ) | $ | (3,867 | ) | ||
Less: long only strategy investments in GLG Funds |
(1,099 | ) | (5 | ) | ||||
Net AUM |
$ | 21,628 | $ | 17,280 | ||||
YoY % Change |
25.2 | % | (15.6 | %) | ||||
Quarterly average net AUM5 |
$ | 20,361 | $ | 20,474 |
Three Months Ended | Nine Months Ended | |||||||||||||||
September 30, | September 30, | |||||||||||||||
2009 | 2008 | 2009 | 2008 | |||||||||||||
Opening Net AUM |
$ | 19,094 | $ | 23,668 | $ | 15,039 | $ | 24,612 | ||||||||
Inflows (net of redemptions)6 |
216 | (2,182 | ) | 2,492 | (2,044 | ) | ||||||||||
Performance (gains net of losses and fees) |
1,883 | (3,139 | ) | 2,873 | (4,956 | ) | ||||||||||
Currency translation impact (non-US$ AUM
expressed in US$) |
435 | (1,068 | ) | 1,224 | (332 | ) | ||||||||||
Closing Net AUM |
$ | 21,628 | $ | 17,280 | $ | 21,628 | $ | 17,280 | ||||||||
% of Opening Net AUM |
||||||||||||||||
Net inflows (net of redemptions) |
1.1 | % | (9.2 | %) | 16.6 | % | (8.3 | %) | ||||||||
Net performance (gains net of losses and fees)7 |
9.9 | % | (13.3 | %) | 19.1 | % | (20.1 | %) | ||||||||
Net currency translation impact (non-US$
expressed in US$) |
2.3 | % | (4.5 | %) | 8.1 | % | (1.3 | %) |
Note: Managed accounts amounted to $10.4 billion in net AUM at September 30, 2009 and $1.8 billion
in net AUM at September 30, 2008.
3 | Alternative strategy gross AUM includes all alternative strategy funds, all 130/30 strategy funds and managed accounts managed in accordance with alternative and 130/30 strategies. | |
4 | Long only strategy gross AUM includes all long only funds and managed accounts managed in accordance with a long only strategy. | |
5 | Quarterly average net AUM for a given period is calculated as a 2 point (quarter open and close) average. | |
6 | Inflows for the first nine months of 2009 include approximately $2.6 billion of incremental net AUM acquired from SGAM UK during Q2 2009. | |
7 | Performance as a percentage of opening net AUM is based on both opening AUM and inflows and outflows during the period and can be influenced by heavy inflows or outflows. |
4
Financial and Operational Summary
REVENUES
Net revenues and other income were $48.2 million, down 53% year-over-year, for the quarter ended
September 30, 2009. The decline largely reflects the greater representation in net AUM from long
only funds and managed accounts which have lower management and administrative fees than GLGs
alternative strategy funds. Net revenues and other income for the first nine months of 2009
decreased 56% from the first nine months of 2008 to $186.1 million.
Third quarter 2009 performance fees were $1.9 million, down $4.9 million from the year ago period.
It is GLGs policy to recognize performance fees when they crystallize, generally on June 30 and
December 31 of each year. Sustained performance from the third quarter on AUM in a position to
generate performance fees will generally be recognized in the fourth quarter when the fees
crystallize on December 31. Accordingly, the fourth quarters performance fees will largely reflect
second half performance. Performance fees for the first nine months of 2009 were $50.7 million
versus $89.8 million in the year ago period due to generally stronger investment performance offset
by lower levels of AUM in position to generate performance fees.
Management fees and administration, service and distribution fees totalled $46.0 million for the
quarter ended September 30, 2009, down 53% from the same period last year due to a greater
representation in net AUM from long only funds and managed accounts which have lower management and
administration fees than GLGs alternative strategies. The annualized yield on management,
administration, service and distribution fees was 0.90% of average net AUM, a decline of 102 basis
points (bps) compared to the yield in the third quarter of 2008 but steady relative to the second
quarter of 2009. For the first nine months of 2009, management fees and administration, service and
distribution fees totaled $127.8 million, down 61% from the same period last year. The annualized
yield on management, administration, service and distribution fees was 0.96% of average net
AUM8, a decline of 99 bps compared to the yield in the first nine months of 2008.
Other income, which largely reflects the currency translation impact on non-dollar denominated cash
held on GLGs balance sheet and currency hedging, increased by $3.1 million from the third quarter
of 2008 to $0.3 million for the three months ended September 30, 2009 due to the weakening of the
U.S. dollar during the period. For the first nine months of 2009, other income rose by $5.1 million
from the same period a year ago to $7.6 million.
8 | Average net AUM for the first nine months of 2009 excludes as of January 1, 2009 approximately $3 billion of AUM mandated in December 2008 pursuant to a sub-advisory arrangement with SGAM UK which terminated upon the acquisition of SGAM UK on April 3, 2009 and includes net AUM of approximately $7 billion acquired from SGAM UK on April 3, 2009 as if the AUM were acquired on April 1, 2009. |
5
EXPENSES
GAAP compensation, benefits and profit share for the quarter ended September 30, 2009 decreased to
$136.6 million compared to $227.4 million in the same quarter last year. For the first nine months
of 2009, GAAP compensation, benefits and profit share decreased to $455.2 million compared to
$777.1 million in the first nine months of 2008. Non-GAAP compensation, benefits and profit share
(non-GAAP CBP) decreased in the quarter ended September 30, 2009 by 33% from the year ago period
to $26.5 million. For the first nine months of 2009, CBP decreased by 53% from the year ago period
to $89.5 million. Non-GAAP CBP is a financial measure not prepared under GAAP, and includes
compensation, benefits and profit share but excludes Acquisition-related compensation expense
described below under Non-GAAP Financial Measures.
The total level of non-GAAP CBP when expressed as a percentage of revenues and other income rose 16
percentage points to 55% in the quarter ended September 30, 2009 from the same period last year,
and rose 3 percentage points to 48% in the first nine months of 2009 when compared to the first
nine months of 2008. Restructuring costs tied to the acquisition of SGAM UK added $3.3 million to
GAAP compensation, benefits and profit share and non-GAAP CBP for the first nine months of 2009.
These restructuring compensation costs, when expressed as a percentage of revenues and other
income, were 1.8% in the first nine months of 2009. The higher non-GAAP CBP to revenue ratios in
2009 when compared to 2008 reflect stronger investment performance broadly, a lower percentage of
total net AUM in a position to generate performance fees and lower management and administration
fee yields. Please note that GLGs compensation, benefits and profit share has large discretionary
components and is finalized based primarily on full year performance as at December 31 of each
year.
General, administrative, and other expenses for the quarter ended September 30, 2009 decreased 22%
from the year ago period to $23.7 million, and decreased 21% year-over-year for the first nine
months of 2009 to $71.5 million. The decrease is mainly the result of targeted cost cutting
initiatives established in the fourth quarter of 2008 partially offset by the addition of expenses
from the operations acquired from SGAM UK. Non-compensation related acquisition and restructuring
costs tied to SGAM UK added $0.1 million and $0.9 million to general, administrative, and other
expenses for the third quarter and first nine months of 2009, respectively.
Net interest expense was $2.9 million during the quarter ended September 30, 2009 and $8.8 million
during the first nine months of 2009. Net interest expense largely reflects the cost of borrowings
under GLGs term loan, revolving credit facilities and convertible notes, offset by the
amortization of the deferred portion of the gain on debt restructuring and interest income on cash
balances.
Realized gains on available-for-sale investments were $1.0 million in the third quarter of 2009 and
a loss of $20.2 million during the first nine months of 2009. The realized gain or loss on
available-for-sale investments relates to investments made in GLG funds on
6
behalf of participants in GLGs equity participation plan. These investments are consolidated on
GLGs balance sheet under GAAP but are excluded from the calculation of non-GAAP adjusted net
income, as the gains or losses on these investments flow to the participants in the plan. A net
gain of approximately $75 million was recognized on the extinguishment of debt for the nine months
ended September 30, 2009 resulting from $284.5 million principal amount of debt repurchased in the
second quarter of 2009 for $170.7 million (the difference between the $113.8 million discount paid
to face value on the repurchase and the recorded gain in the statement of operations of $84.8
million is being amortized as a reduction of interest expense). There was also a gain in the
quarter ended June 30, 2009 of $21.1 million reflecting negative goodwill from the acquisition of
SGAM UK (intangible assets of $33.3 million associated with the acquisition are being amortized
over the next ten years). The negative goodwill gain, related amortization and associated tax
benefit are excluded from the calculation of non-GAAP adjusted net income for the first nine months
of 2009 as these items are not factored into managements assessment of the underlying performance
of GLGs business.
Capital
As of September 30, 2009, there were 249.6 million common shares, 58.9 million FA Sub 2 Limited
Exchangeable Shares and 54.5 million warrants outstanding (250.3 million, 58.9 million and 54.5
million, respectively, at June 30, 2009 and 245.8 million, 58.9 million and 54.5 million,
respectively, at March 31, 2009). Approximately 0.6 million shares were repurchased and no warrants
were repurchased or exercised during the third quarter of 2009. During the first nine months of
2009, no warrants were repurchased or exercised and 29.0 million shares were repurchased for $67.0
million.
Investor/Analyst Conference Call and Webcast
GLG will hold a conference call for investors and analysts on Thursday, November 5, 2009 at 8:30
a.m. EST / 1:30 p.m. GMT hosted by Chairman of the Board and Co-Chief Executive Officer, Noam
Gottesman, and Chief Financial Officer, Jeffrey Rojek. To participate by telephone, the domestic
dial-in number is +1 888 713 4211 and the international dial-in number is +1 617 213 4864. The
access code is 12622431.
Participants may pre-register for the call at:
https://www.theconferencingservice.com/prereg/key.process?key=PXX9RJNW7
Pre-registrants will be issued a pin number to use when dialing into the live call which will
provide quick access to the conference by bypassing the operator upon connection.
For the audio replay, which will be available until December 5, 2009, the domestic dial-in number
is +1 888 286 8010 and the international dial-in number is +1 617 801 6888. The replay access code
is 72696678.
7
A live audio webcast of the teleconference will be accessible via the Investor Relations
section of GLGs website at www.glgpartners.com. The audio webcast will be available for
replay in the Calendar of Events section of the website until December 5, 2009. A copy of this
earnings release and the third quarter update investor presentation will also be available
online.
About GLG
GLG is a U.S.-listed asset management company offering its base of long-standing prestigious
clients a diverse range of alternative and traditional investment products and account management
services. GLGs focus is on preserving clients capital and achieving consistent, superior
absolute returns with low volatility and low correlations to both the equity and fixed income
markets. Since its inception in 1995, GLG has built on the roots of its founders in the private
wealth management industry to develop into one of the worlds largest and most recognized
alternative investment managers with a growing presence in the traditional long-only investment
product market. As of September 30, 2009, GLG managed net AUM of over $21 billion.
GLG maintains an Investor Relations website at www.glgpartners.com and routinely posts important
information on its website for investors. Effective on or after February 1, 2010, GLG intends to
use its website as a means of disclosing material non-public information and for complying with its
disclosure obligations under Regulation FD promulgated by the SEC. These disclosures will be
included on GLGs website under the section Investor Relations Overview Recent News.
Accordingly, investors should monitor this portion of GLGs website, in addition to following its
press releases, SEC filings and public conference calls and webcasts.
Forward-looking Statements
This press release contains statements relating to future results that are forward-looking
statements as defined in the Private Securities Litigation Reform Act of 1995. Words such as
will and other statements that are not statements of historical fact are intended to identify
forward-looking statements. Actual results may differ materially from those projected as a result
of certain risks and uncertainties. These risks and uncertainties include, but are not limited to:
the volatility in the financial markets; GLGs financial performance; market conditions for GLG
managed investment funds; performance of GLG managed investment funds, the related performance fees
and the associated impacts on revenues, net income, cash flows and fund inflows/outflows; the
impact of net inflows on GLGs mix of assets under management and the associated impacts on
revenues; the cost of retaining GLGs key investment and other personnel or the loss of such key
personnel; risks associated with the expansion of GLGs business in size and geographically;
operational risk, including counterparty risk; litigation and regulatory enforcement risks,
including the diversion of management time and attention and the additional costs and demands on
GLGs resources; risks related to the use of leverage, investment in derivatives, availability of
credit, interest rates and currency fluctuations; as well as other risks and uncertainties,
including those set forth in GLGs filings with the Securities and Exchange Commission. These
forward-looking
8
statements are made only as of the date hereof, and GLG undertakes no obligation to update or
revise the forward-looking statements, whether as a result of new information, future events or
otherwise, except as required by law.
Nothing in this press release should be construed as or is intended to be a solicitation for or an
offer to provide investment advisory services.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy any
securities or loans, nor shall there be any offer or sale of securities or loans in any
jurisdiction in which such offer, solicitation or sale would be unlawful.
Contacts:
Investors/analysts:
GLG:
|
Jeffrey Rojek | |
Chief Financial Officer | ||
+1 212 224 7245 | ||
jeffrey.rojek@glgpartners.com | ||
Michael Hodes | ||
Director of Public Markets | ||
+1 212 224 7223 | ||
Media:
|
michael.hodes@glgpartners.com | |
Finsbury:
|
Rupert Younger / Talia Druker | |
+44 (0)20 7251 3801 | ||
glg@finsbury.com | ||
Andy Merrill / Stephanie Linehan | ||
+ 1 212 303 7600 | ||
glg@finsbury.com |
9
Non-GAAP Financial Measures
GLG presents certain financial measures that are not prepared in accordance with U.S. generally
accepted accounting principles (GAAP), in addition to financial results prepared in accordance with
GAAP.
Non-GAAP compensation, benefits and profit share: GLGs management assesses its personnel-related
expenses based on the measure non-GAAP compensation, benefits and profit share, or non-GAAP CBP.
Non-GAAP CBP reflects GAAP compensation, benefits and profit share adjusted to exclude
Acquisition-related compensation expense in connection with the acquisition by Freedom Acquisition
Holdings Inc. (Freedom) of GLG Partners LP and associated entities. A reconciliation of non-GAAP
CBP to GAAP compensation, benefits and profit share is provided in the following pages.
Acquisition-related compensation expense reflects share-based and other compensation recognized
with respect to (a) the 15% of the total consideration of cash and capital stock received
collectively by Sage Summit LP and Lavender Heights Capital LP in connection with the Acquisition
(including with respect to the cash portion of the awards under the equity participation plan in
the aggregate amounts of $91 million, $45 million, and $5 million for the three 12-month periods
beginning with the consummation of the Acquisition), the 10,000,000 shares allocated for the
benefit of employees, service providers and certain key personnel under the Restricted Stock Plan,
and the agreement among the principals and trustees and (b) dividends paid on unvested shares that
are ultimately not expected to vest. GLG subtracts any compensation expense related to dividends
paid on unvested shares. Compensation expense is only booked in accordance with Accounting
Standards Codification Topic 718 on dividends on unvested shares that are ultimately not expected
to vest.
Management believes Acquisition-related compensation expense does not reflect GLGs ongoing core
business operations and compensation expense and excludes such amounts for assessing GLGs ongoing
core business performance.
Non-GAAP CBP is not a measure of financial performance under GAAP and should not be considered as
an alternative to GAAP compensation, benefits and profit share.
Non-GAAP Adjusted Net Income: GLGs management assesses the underlying performance of its business
based on the measure adjusted net income, which adjusts GAAP net (loss)/income before
non-controlling interests for (1) the Acquisition-related compensation expense, (2) to the extent
that GLG records a tax benefit in connection with Acquisition-related compensation that is tax
deductible for GAAP purposes, the impact of that tax benefit in calculating non-GAAP adjusted net
income, (3) any gains or losses realized from investments in GLG Funds held by equity participation
plan participants in connection with the Acquisition, (4) the cumulative dividends payable to the
holders of exchangeable shares of GLGs FA Sub 2 Limited subsidiary in respect of its estimate of
the net taxable income of FA Sub 2 Limited allocable to such holders multiplied by an assumed tax
rate, (5) the gain on business combination arising from the purchase of SGAM UK, and (6)
amortization of the intangible assets recognized in relation to the acquired management contracts
of SGAM UK and its associated tax effect. The definition of adjusted net income was modified in the
second quarter to
10
reflect certain additional adjustments arising from the SGAM UK acquisition, as these items are not
factored into managements assessment of the underlying performance of GLGs business. A
reconciliation of non-GAAP adjusted net (loss) / income to GAAP net loss before non-controlling
interests is provided in the following pages.
Adjusted net income is not a measure of financial performance under GAAP and should not be
considered as an alternative to GAAP net (loss)/income as an indicator of GLGs operating
performance or any other measures of performance derived in accordance with GAAP.
Non-GAAP Weighted Average Fully Diluted Shares: GLGs management assesses business performance per
share based on the measure non-GAAP weighted average fully diluted shares, which adjusts average
fully diluted shares outstanding under GAAP for (1) the unvested shares issued pursuant to GLGs
equity participation plan, which are recorded under GAAP as treasury shares, but upon which it will
pay dividends to the extent it pays them on vested shares; (2) unvested shares awarded under GLGs
2007 Restricted Stock Plan and Long-Term Incentive Plan upon which it will pay dividends to the
extent it pays them on vested shares; (3) the exchange of the FA Sub 2 Limited Exchangeable Shares;
(4) the conversion of the convertible notes, if the conversion is dilutive and (5) the number of
shares issuable upon exercise of the warrants under the treasury stock method.
Adjusted Non-GAAP Adjusted Net Income: For periods in which the conversion of the convertible notes
would be dilutive and the underlying shares are included in the non-GAAP weighted average fully
diluted share count, GLGs management further adjusts the non-GAAP adjusted net income measure to
add back the amount of the convertible note interest expense for the period.
GLG is providing these non-GAAP financial measures to enable investors, securities analysts and
other interested parties to perform additional financial analysis of GLGs personnel-related costs
and its earnings from operations and because GLG believes that they will be helpful to investors in
understanding all components of personnel-related costs of GLGs business. GLGs management
believes that non-GAAP financial measures also enhance comparisons of GLGs core results of
operations with historical periods. In particular, GLG believes that the non-GAAP adjusted net
income measure better represents economic income than does GAAP net (loss)/income primarily because
of the adjustments described under Non-GAAP Adjusted Net Income above. In addition, GLG uses
these non-GAAP financial measures in its evaluation of its core results of operations and trends
between fiscal periods and believes these measures are an important component of its internal
performance measurement process. GLG also prepares forecasts for future periods on a basis
consistent with these non-GAAP financial measures.
Investors should consider these non-GAAP financial measures in addition to, and not as a substitute
for, or superior to, measures of performance prepared in accordance with GAAP. The non-GAAP
financial measures presented by GLG may be different from financial measures used by other
companies.
11
APPENDIX
Alternative Strategy Dollar-Weighted Average Returns
GLG alternative strategy dollar-weighted average returns are calculated as the composite
performance of the alternative funds listed below, in addition to managed accounts managed in
accordance with alternative strategies, weighted by the sum of month-end AUM and net inflows on the
subsequent dealing day:
GLG ABSOLUTE RETURN BOND FUND
GLG ALPHA SELECT FUND
GLG ATLAS GLOBAL MACRO FUND
GLG ATLAS VALUE & RECOVERY FUND
GLG CONSUMER FUND
GLG CONVERTIBLE OPPORTUNITY FUND
GLG CREDIT FUND
GLG EMERGING CURRENCY AND FIXED INCOME FUND
GLG EMERGING EQUITY FUND
GLG EMERGING MARKETS CREDIT OPPORTUNITY FUND
GLG EMERGING MARKETS FUND
GLG ESPRIT FUND
GLG EUROPEAN DISTRESSED FUND
GLG EUROPEAN LONG-SHORT FUND
GLG EUROPEAN OPPORTUNITY FUND
GLG EVENT DRIVEN FUND
GLG FINANCIALS FUND
GLG GLOBAL CONVERTIBLE FUND
GLG GLOBAL FUTURES FUND
GLG GLOBAL MACRO FUND
GLG GLOBAL MINING FUND
GLG GLOBAL UTILITIES FUND
GLG JAPAN LONG-SHORT FUND
GLG LOAN FUND
GLG MANGOUSTA FUND
GLG MARKET NEUTRAL FUND
GLG NORTH AMERICAN LONG SHORT FUND
GLG NORTH AMERICAN OPPORTUNITY FUND
GLG STRATEGIC FIXED INCOME FUND
GLG TECHNOLOGY FUND
GLG ALPHA SELECT FUND
GLG ATLAS GLOBAL MACRO FUND
GLG ATLAS VALUE & RECOVERY FUND
GLG CONSUMER FUND
GLG CONVERTIBLE OPPORTUNITY FUND
GLG CREDIT FUND
GLG EMERGING CURRENCY AND FIXED INCOME FUND
GLG EMERGING EQUITY FUND
GLG EMERGING MARKETS CREDIT OPPORTUNITY FUND
GLG EMERGING MARKETS FUND
GLG ESPRIT FUND
GLG EUROPEAN DISTRESSED FUND
GLG EUROPEAN LONG-SHORT FUND
GLG EUROPEAN OPPORTUNITY FUND
GLG EVENT DRIVEN FUND
GLG FINANCIALS FUND
GLG GLOBAL CONVERTIBLE FUND
GLG GLOBAL FUTURES FUND
GLG GLOBAL MACRO FUND
GLG GLOBAL MINING FUND
GLG GLOBAL UTILITIES FUND
GLG JAPAN LONG-SHORT FUND
GLG LOAN FUND
GLG MANGOUSTA FUND
GLG MARKET NEUTRAL FUND
GLG NORTH AMERICAN LONG SHORT FUND
GLG NORTH AMERICAN OPPORTUNITY FUND
GLG STRATEGIC FIXED INCOME FUND
GLG TECHNOLOGY FUND
For the month of October 2009, dollar-weighted average returns are based on estimated month-end
NAVs as at November 3, 2009.
12
Long Only Strategy Dollar-Weighted Average Returns
GLG long only strategy dollar-weighted average returns are calculated as the composite performance
of the long only funds listed below, in addition to managed accounts managed in accordance with a
long only strategy (except those for which GLG does not exercise full control), weighted by the sum
of month-end AUM and net inflows on the subsequent dealing day:
GLG ACTIONS FUND
GLG ALPHA CAPTURE FUND
GLG AMERICAN GROWTH FUND
GLG ASIA-PACIFIC FUND
GLG BALANCED (DIST) FUND
GLG BALANCED FUND
GLG CAPITAL APPRECIATION (DIST) FUND
GLG CAPITAL APPRECIATION FUND
GLG CONTINENTAL EUROPE FUND
GLG EAFE (INST) FUND
GLG EAFE (INST) II FUND
GLG ENVIRONMENT FUND
GLG EUROPEAN EQUITY (DIST) FUND
GLG EUROPEAN EQUITY FUND
GLG EUROPEAN EQUITY UCITS III FUND
GLG GLOBAL CONVERTIBLE UCITS (DIST) FUND
GLG GLOBAL CONVERTIBLE UCITS FUND
GLG GLOBAL EMERGING MARKET FUND
GLG INTERNATIONAL SMALL CAP FUND
GLG JAPAN CORE ALPHA FUND
GLG NORTH AMERICAN EQUITY FUND
GLG PERFORMANCE (DIST) FUND
GLG PERFORMANCE (INST) FUND
GLG PERFORMANCE (INST) II FUND
GLG PERFORMANCE FUND
GLG PERFORMANCE UCITS III FUND
GLG TECHNOLOGY EQUITY FUND
GLG UK ACTIVE 350 FUND
GLG UK GROWTH FUND
GLG UK INCOME FUND
GLG UK SELECT EQUITY (DIST) FUND
GLG UK SELECT EQUITY FUND
GLG UK SMALL COMPANIES FUND
GLG UK SPECIAL OPPORTUNITIES FUND
GLG US RELATIVE VALUE FUND
GLG SGAM EQUITY CONCENTRATED EUROLAND FUND
GLG SGAM EQUITY CONCENTRATED EUROPE FUND
GLG SGAM EQUITY EMERGING EUROPE FUND
GLG SGAM EQUITY EUROLAND FUND
GLG SGAM EQUITY EUROPE GROWTH FUND
GLG SGAM EQUITY GLOBAL EMERGING FUND
GLG SGAM EQUITY JAPAN CORE ALPHA FUND
GLG SGAM EQUITY MENA FUND
GLG SGAM INVEST EURO ACTION FUND
GLG SGAM INVEST EUROPE ACTION FUND
GLG SGAM INVEST GLOBAL TECHNOLOGY FUND
GLG SGAM OASIS MENA FUND
GLG ALPHA CAPTURE FUND
GLG AMERICAN GROWTH FUND
GLG ASIA-PACIFIC FUND
GLG BALANCED (DIST) FUND
GLG BALANCED FUND
GLG CAPITAL APPRECIATION (DIST) FUND
GLG CAPITAL APPRECIATION FUND
GLG CONTINENTAL EUROPE FUND
GLG EAFE (INST) FUND
GLG EAFE (INST) II FUND
GLG ENVIRONMENT FUND
GLG EUROPEAN EQUITY (DIST) FUND
GLG EUROPEAN EQUITY FUND
GLG EUROPEAN EQUITY UCITS III FUND
GLG GLOBAL CONVERTIBLE UCITS (DIST) FUND
GLG GLOBAL CONVERTIBLE UCITS FUND
GLG GLOBAL EMERGING MARKET FUND
GLG INTERNATIONAL SMALL CAP FUND
GLG JAPAN CORE ALPHA FUND
GLG NORTH AMERICAN EQUITY FUND
GLG PERFORMANCE (DIST) FUND
GLG PERFORMANCE (INST) FUND
GLG PERFORMANCE (INST) II FUND
GLG PERFORMANCE FUND
GLG PERFORMANCE UCITS III FUND
GLG TECHNOLOGY EQUITY FUND
GLG UK ACTIVE 350 FUND
GLG UK GROWTH FUND
GLG UK INCOME FUND
GLG UK SELECT EQUITY (DIST) FUND
GLG UK SELECT EQUITY FUND
GLG UK SMALL COMPANIES FUND
GLG UK SPECIAL OPPORTUNITIES FUND
GLG US RELATIVE VALUE FUND
GLG SGAM EQUITY CONCENTRATED EUROLAND FUND
GLG SGAM EQUITY CONCENTRATED EUROPE FUND
GLG SGAM EQUITY EMERGING EUROPE FUND
GLG SGAM EQUITY EUROLAND FUND
GLG SGAM EQUITY EUROPE GROWTH FUND
GLG SGAM EQUITY GLOBAL EMERGING FUND
GLG SGAM EQUITY JAPAN CORE ALPHA FUND
GLG SGAM EQUITY MENA FUND
GLG SGAM INVEST EURO ACTION FUND
GLG SGAM INVEST EUROPE ACTION FUND
GLG SGAM INVEST GLOBAL TECHNOLOGY FUND
GLG SGAM OASIS MENA FUND
For the month of October 2009, dollar-weighted average returns are based on final and estimated
month-end NAVs as at November 3, 2009; however estimated October pricing data is unavailable for
approximately 30% of GLGs total long only AUM, which have therefore been excluded from the long
only composite returns for October and year-to-date through October 2009.
13
130 / 30 or Similar Strategy Dollar-Weighted Average Returns
GLG 130 / 30 or similar strategy dollar-weighted average returns are calculated as the composite
performance of the funds listed below, in addition to managed accounts managed in accordance with a
130 / 30 or similar strategy, weighted by the sum of month-end AUM and net inflows on the
subsequent dealing day:
GLG EMERGING MARKETS FIXED INCOME & CURRENCY FUND (UCITS III)
GLG EMERGING MARKETS EQUITY FUND (UCITS III)
GLG EMERGING MARKETS CREDIT OPPORTUNITY FUND (UCITS III)
GLG EMERGING MARKETS FUND (UCITS III)
GLG PURE ALPHA FUND (UCITS III)
GLG EMERGING MARKETS EQUITY FUND (UCITS III)
GLG EMERGING MARKETS CREDIT OPPORTUNITY FUND (UCITS III)
GLG EMERGING MARKETS FUND (UCITS III)
GLG PURE ALPHA FUND (UCITS III)
For the month of October 2009, dollar-weighted average returns are based on estimated month-end
NAVs as at October 31, 2009.
SOURCE: GLG Partners, Inc.
14
GLG Partners, Inc.
Consolidated Balance Sheets
(US$ in thousands; US GAAP)
Consolidated Balance Sheets
(US$ in thousands; US GAAP)
As of September 30, | As of December 31, | |||||||
2009 | 2008 | |||||||
Assets |
||||||||
Current Assets |
||||||||
Cash and cash equivalents |
$ | 274,431 | $ | 316,195 | ||||
Restricted cash |
13,395 | 13,315 | ||||||
Fees receivable |
39,224 | 42,106 | ||||||
Prepaid expenses and other assets |
60,987 | 32,751 | ||||||
Total Current Assets |
388,037 | 404,367 | ||||||
Non-Current Assets |
||||||||
Investments (at fair value) |
21,834 | 65,484 | ||||||
Intangible assets |
34,739 | | ||||||
Goodwill |
587 | 587 | ||||||
Other non-current assets |
8,821 | 3,868 | ||||||
Property, plant and equipment, net |
12,562 | 14,076 | ||||||
Total Non-Current Assets |
78,543 | 84,015 | ||||||
Total Assets |
$ | 466,580 | $ | 488,382 | ||||
Liabilities and Stockholders Equity |
||||||||
Current Liabilities |
||||||||
Rebates and sub-administration
fees payable |
$ | 22,864 | $ | 26,234 | ||||
Accrued compensation, benefits and
profit share |
65,801 | 148,531 | ||||||
Income taxes payable |
17,353 | 15,633 | ||||||
Distribution payable |
9,679 | 7,592 | ||||||
Accounts payable and other accruals |
67,973 | 47,176 | ||||||
Revolving credit facility |
12,281 | 40,000 | ||||||
Other liabilities |
23,759 | 50,765 | ||||||
Total Current Liabilities |
$ | 219,710 | $ | 335,931 | ||||
Non-Current Liabilities |
||||||||
Loans Payable (including
unamortized gain on modification
of $22,287 and $0, respectively |
295,506 | 530,000 | ||||||
Convertible notes |
228,500 | | ||||||
Total Non-Current Liabilities |
524,006 | 530,000 | ||||||
Total Liabilities |
$ | 743,716 | $ | 865,931 | ||||
Stockholders equity |
||||||||
Common stock; 1,000,000,000
authorized,
249,625,633 issued and outstanding
(2008: 245,784,390 issued and
outstanding) |
$ | 24 | $ | 24 | ||||
Additional Paid in Capital |
1,423,300 | 1,176,054 | ||||||
Treasury Stock, 17,433,220 (2008:21,418,568) shares of common
stock(1) |
(238,834 | ) | (293,434 | ) | ||||
Series A voting preferred stock;
150,000,000 authorized, |
6 | 6 | ||||||
58,904,993 issued and
outstanding (2008: 58,904,993
issued and outstanding) |
| | ||||||
Accumulated deficit |
(1,486,711 | ) | (1,243,058 | ) | ||||
Accumulated other comprehensive
income |
7,413 | (17,141 | ) | |||||
Non-controlling Interests |
17,666 | | ||||||
Total stockholders equity |
(277,136 | ) | (377,549 | ) | ||||
Total liabilities and stockholders
equity |
$ | 466,580 | $ | 488,382 | ||||
1 | Represents stock held by GLG subsidiaries to be delivered in respect of future service obligations of equity participation plan participants and included in common stock issued and outstanding. |
15
GLG Partners, Inc.
Consolidated Statement of Operations
(US$ in thousands, except per share amounts; US GAAP)
Consolidated Statement of Operations
(US$ in thousands, except per share amounts; US GAAP)
Three months Ended | ||||||||||||
September 30, | ||||||||||||
2009 | 2008 | % Change | ||||||||||
Net revenues and other income |
||||||||||||
Management fees, net |
$ | 39,543 | $ | 80,307 | (50.8 | %) | ||||||
Performance fees, net |
1,945 | 6,833 | (71.5 | %) | ||||||||
Administration, service and
distribution fees, net |
6,407 | 17,751 | (63.9 | %) | ||||||||
Other |
326 | (2,796 | ) | | ||||||||
Total net revenues and other
income |
48,221 | 102,095 | (52.8 | %) | ||||||||
Expenses |
||||||||||||
Compensation, benefits and
profit share |
(136,631 | ) | (227,387 | ) | (39.9 | %) | ||||||
General, administrative and other |
(23,709 | ) | (30,283 | ) | (21.7 | %) | ||||||
Amortization of intangible assets |
(1,001 | ) | | | ||||||||
Third party distribution,
administration and service fees |
(935 | ) | | | ||||||||
Total expenses |
(162,276 | ) | (257,670 | ) | (37.0 | %) | ||||||
Loss from operations |
(114,055 | ) | (155,575 | ) | (26.7 | %) | ||||||
Realized gain on
available-for-sale investments |
1,029 | | | |||||||||
Interest expense, net |
(2,855 | ) | (3,985 | ) | (28.4 | %) | ||||||
Loss before income taxes |
(115,881 | ) | (159,560 | ) | (27.4 | %) | ||||||
Income taxes |
1,300 | (3,160 | ) | | ||||||||
Net loss |
$ | (114,581 | ) | $ | (162,720 | ) | (29.6 | %) | ||||
Less non-controlling interests: |
||||||||||||
Share of loss |
15,634 | | | |||||||||
Cumulative dividends on
exchangeable shares |
(71 | ) | (2,896 | ) | (97.5 | %) | ||||||
Exchangeable shares dividend |
| (1,472 | ) | | ||||||||
Net loss attributable to common
stockholders |
$ | (99,018 | ) | $ | (167,088 | ) | (40.7 | %) | ||||
Weighted average shares
outstanding, basic and diluted
(in thousands) |
220,614 | 211,417 | ||||||||||
Net loss per common share, basic
and diluted |
$ | (0.45 | ) | $ | (0.79 | ) | (43.0 | %) |
16
GLG Partners, Inc.
Consolidated Statement of Operations
(US$ in thousands, except per share amounts; US GAAP)
Consolidated Statement of Operations
(US$ in thousands, except per share amounts; US GAAP)
Nine Months Ended | ||||||||||||
September 30, | ||||||||||||
2009 | 2008 | % Change | ||||||||||
Net revenues and other income |
||||||||||||
Management fees, net |
$ | 110,001 | $ | 269,663 | (59.2 | %) | ||||||
Performance fees, net |
50,704 | 89,762 | (43.5 | %) | ||||||||
Administration, service and
distribution fees, net |
17,817 | 60,448 | (70.5 | %) | ||||||||
Other |
7,555 | 2,412 | | |||||||||
Total net revenues and other
income |
186,077 | 422,285 | (55.9 | %) | ||||||||
Expenses |
||||||||||||
Compensation, benefits and
profit share |
(455,217 | ) | (777,130 | ) | (41.4 | %) | ||||||
General, administrative and other |
(71,452 | ) | (90,816 | ) | (21.3 | %) | ||||||
Amortization of intangible assets |
(1,834 | ) | | | ||||||||
Third party distribution,
administration and service fees |
(1,600 | ) | | | ||||||||
Total expenses |
(530,103 | ) | (867,946 | ) | (38.9 | %) | ||||||
Loss from operations |
(344,026 | ) | (445,661 | ) | (22.8 | %) | ||||||
Realized loss on
available-for-sale investments |
(20,188 | ) | | | ||||||||
Gain on debt extinguishment |
84,821 | | | |||||||||
Gain on business combination -
negative goodwill |
21,122 | | | |||||||||
Interest expense, net |
(8,773 | ) | (12,110 | ) | (27.6 | %) | ||||||
Loss before income taxes |
(267,044 | ) | (457,771 | ) | (41.7 | %) | ||||||
Income taxes |
(1,252 | ) | (12,656 | ) | (90.1 | %) | ||||||
Net loss |
$ | (268,296 | ) | $ | (470,427 | ) | (43.0 | %) | ||||
Less non-controlling interests: |
||||||||||||
Share of loss |
35,861 | | | |||||||||
Cumulative dividends on
exchangeable shares |
(11,218 | ) | (12,194 | ) | (8.0 | %) | ||||||
Exchangeable shares dividend |
| (4,418 | ) | | ||||||||
Net loss attributable to common
stockholders |
$ | (243,653 | ) | $ | (487,039 | ) | (50.0 | %) | ||||
Weighted average shares
outstanding, basic and diluted
(in thousands) |
218,078 | 211,357 | ||||||||||
Net loss per common share, basic
and diluted |
$ | (1.12 | ) | $ | (2.30 | ) | (51.3 | %) |
17
GLG Partners, Inc.
Consolidated Statements of Cash Flows
(US$ in thousands; US GAAP)
Consolidated Statements of Cash Flows
(US$ in thousands; US GAAP)
Nine Months Ended September 30, | ||||||||
2009 | 2008 | |||||||
Net cash (used in) / provided by operating
activities |
$ | (77,749 | ) | $ | 146,910 | |||
Net cash provided by / (used in) investing
activities |
53,355 | (9,888 | ) | |||||
Net cash used in financing activities |
(21,785 | ) | (167,790 | ) | ||||
Net decrease in cash and cash equivalents |
(46,179 | ) | (30,768 | ) | ||||
Effect of foreign currency translation on cash |
4,415 | (10,967 | ) | |||||
Cash and cash equivalents at beginning of
period |
316,195 | 429,422 | ||||||
Cash and cash equivalents at end of period |
$ | 274,431 | $ | 387,687 | ||||
18
GLG Partners, Inc.
Non-GAAP Adjusted Net Income for Three Months ended September 30, 2009 and September 30, 2008
(US$ in thousands)
Non-GAAP Adjusted Net Income for Three Months ended September 30, 2009 and September 30, 2008
(US$ in thousands)
Three Months Ended | ||||||||||||
September 30, | ||||||||||||
2009 | 2008 | % Change | ||||||||||
Derivation of
non-GAAP adjusted
net income |
||||||||||||
GAAP net loss |
$ | (114,581 | ) | $ | (162,720 | ) | (29.6 | %) | ||||
Less: Cumulative
dividends |
(71 | ) | (2,896 | ) | (97.5 | %) | ||||||
Add: |
||||||||||||
Acquisition-related
compensation
expense |
110,115 | 188,005 | (41.4 | %) | ||||||||
Less: Tax effect of
Acquisition-related
compensation
expense |
(260 | ) | (553 | ) | (53.0 | %) | ||||||
Add: Amortization
of intangible
assets |
1,001 | | | |||||||||
Less: Tax effect of
amortization of
intangible assets |
(281 | ) | | | ||||||||
Less: Realized gain
on
available-for-sale
investments |
(1,029 | ) | | | ||||||||
Non-GAAP adjusted
net income |
$ | (5,106 | ) | $ | 21,836 | (123.4 | %) | |||||
Non-GAAP adjusted
net income divided
by
non-GAAP
weighted average
fully diluted
shares |
(0.02 | ) | 0.07 | (123.4 | %) | |||||||
Non-GAAP weighted
average fully
diluted
shares(1) |
309,354 | 309,630 |
GLG Partners, Inc.
Non-GAAP Expenses for Three Months ended September 30, 2009 and September 30, 2008
(US$ in thousands)
Non-GAAP Expenses for Three Months ended September 30, 2009 and September 30, 2008
(US$ in thousands)
Three Months Ended | ||||||||||||
September 30, | ||||||||||||
2009 | 2008 | % Change | ||||||||||
Non-GAAP expenses |
||||||||||||
Compensation, benefits and profit
share |
$ | (136,631 | ) | $ | (227,387 | ) | (39.9 | %) | ||||
Add: Acquisition-related
compensation expense |
110,115 | 188,005 | (41.4 | %) | ||||||||
Non-GAAP compensation, benefits
and profit share (CBP) |
$ | (26,516 | ) | $ | (39,382 | ) | (32.7 | %) | ||||
Third party distribution, service
and advisory |
(935 | ) | | | ||||||||
GAAP general, administrative and
other |
(23,709 | ) | (30,283 | ) | (21.7 | %) | ||||||
Non-GAAP total expenses |
$ | (51,160 | ) | $ | (69,665 | ) | (26.6 | %) | ||||
1 | Since inclusion of the shares associated with the convertible notes would have an anti-dilutive impact in Q3 2009, the shares are excluded from the non-GAAP weighted average fully diluted share count and no convertible interest expense is added back to non-GAAP adjusted net loss for the period. See the Share Count Reconciliation: GAAP Weighted Average Fully Diluted Shares to Non-GAAP Weighted Average Fully Diluted Share Count in the following pages. |
19
GLG Partners, Inc.
Non-GAAP Adjusted Net Income for Nine Months ended September 30, 2009 and September 30, 2008
(US$ in thousands)
Non-GAAP Adjusted Net Income for Nine Months ended September 30, 2009 and September 30, 2008
(US$ in thousands)
Nine Months Ended | ||||||||||||
September 30, | ||||||||||||
2009 | 2008 | % Change | ||||||||||
Derivation of
non-GAAP adjusted
net income |
||||||||||||
GAAP net loss |
$ | (268,296 | ) | $ | (470,427 | ) | (43.0 | %) | ||||
Less: Cumulative
dividends |
(11,218 | ) | (12,194 | ) | (8.0 | %) | ||||||
Add: |
||||||||||||
Acquisition-related
compensation
expense |
365,703 | 588,508 | (37.9 | %) | ||||||||
Less: Tax effect of
Acquisition-related
compensation
expense |
(1,056 | ) | (6,010 | ) | (82.4 | %) | ||||||
Less: Gain on
business
combination -
negative goodwill |
(21,122 | ) | | | ||||||||
Add: Amortization
of intangible
assets |
1,834 | | | |||||||||
Less: Tax effect of
amortization of
intangible assets |
(514 | ) | | | ||||||||
Add: Realized loss
on
available-for-sale
investments |
20,188 | | | |||||||||
Non-GAAP adjusted
net income |
$ | 85,519 | $ | 99,877 | (14.4 | %) | ||||||
Add: Convertible
note interest
expense |
4,782 | | | |||||||||
Adjusted non-GAAP
adjusted net
income(1) |
$ | 90,301 | $ | 99,877 | (9.6 | %) | ||||||
Adjusted non-GAAP
adjusted net income
divided by
non-GAAP
weighted average
fully diluted
shares |
0.27 | 0.31 | (15.1 | %) | ||||||||
Non-GAAP weighted
average fully
diluted
shares(1) |
339,366 | 318,500 |
GLG Partners, Inc.
Non-GAAP Expenses for Nine Months ended September 30, 2009 and September 30, 2008
(US$ in thousands)
Non-GAAP Expenses for Nine Months ended September 30, 2009 and September 30, 2008
(US$ in thousands)
Nine Months Ended | ||||||||||||
September 30, | ||||||||||||
2009 | 2008 | % Change | ||||||||||
Non-GAAP expenses |
||||||||||||
Compensation, benefits and profit
share |
$ | (455,217 | ) | $ | (777,130 | ) | (41.4 | %) | ||||
Add: Acquisition-related
compensation expense |
365,703 | 588,508 | (37.9 | %) | ||||||||
Non-GAAP compensation, benefits
and profit share (CBP) |
$ | (89,514 | ) | $ | (188,622 | ) | (52.5 | %) | ||||
Third party distribution, service
and advisory |
(1,600 | ) | | | ||||||||
GAAP general, administrative and
other |
(71,452 | ) | (90,816 | ) | (21.3 | %) | ||||||
Non-GAAP total expenses |
$ | (162,566 | ) | $ | (279,438 | ) | (41.8 | %) | ||||
1 | Since inclusion of the shares associated with the convertible notes have a dilutive impact in the first nine months of 2009, the shares are included in the non-GAAP weighted average fully diluted share count and $4.8 million of convertible note interest is added back to non-GAAP adjusted net income for the period. See the Share Count Reconciliation: GAAP Weighted Average Fully Diluted Shares to Non-GAAP Weighted Average Fully Diluted Share Count in the following pages. |
20
GLG Partners, Inc.
Financial Supplement
Financial Supplement
First Nine Months | TTM to | ||||||||||||||||||||||||||||
($ in millions) | Q3 2009 | Q2 2009 | Q3 2008 | 2009 | 2008 | 9/30/09 | 9/30/08 | ||||||||||||||||||||||
Opening Net AUM |
$ | 19,094 | $ | 14,031 | $ | 23,668 | $ | 15,039 | $ | 24,612 | $ | 17,280 | $ | 20,466 | |||||||||||||||
Inflows (net of redemptions) |
216 | 2,226 | (2,182 | ) | 2,492 | (2,044 | ) | 3,264 | 882 | ||||||||||||||||||||
Performance (gains net of losses and fees)(1) |
1,883 | 1,797 | (3,139 | ) | 2,873 | (4,956 | ) | 224 | (3,969 | ) | |||||||||||||||||||
Currency translation impact (non-US$ AUM expressed in US$) |
435 | 1,040 | (1,068 | ) | 1,224 | (332 | ) | 860 | (100 | ) | |||||||||||||||||||
Closing Net AUM |
21,628 | 19,094 | 17,280 | 21,628 | 17,280 | 21,628 | 17,280 | ||||||||||||||||||||||
Closing Gross AUM |
23,993 | 21,572 | 21,152 | 23,993 | 21,152 | 23,993 | 21,150 | ||||||||||||||||||||||
Average net AUM(2) |
20,361 | 18,840 | 20,474 | 17,760 | 22,551 | 17,427 | 22,552 | ||||||||||||||||||||||
(US$ in thousands, except per share amounts) |
|||||||||||||||||||||||||||||
Management fees, net |
$ | 39,543 | $ | 36,031 | $ | 80,307 | $ | 110,001 | $ | 269,663 | $ | 158,125 | $ | 357,923 | |||||||||||||||
Performance fees, net |
1,945 | 37,942 | 6,833 | 50,704 | 89,762 | 68,459 | 424,588 | ||||||||||||||||||||||
Administration, service and distribution fees, net |
6,407 | 5,937 | 17,751 | 17,817 | 60,448 | 26,514 | 81,685 | ||||||||||||||||||||||
Other |
326 | 6,232 | (2,796 | ) | 7,555 | 2,412 | 8,068 | 4,618 | |||||||||||||||||||||
Total net revenues and other income |
$ | 48,221 | $ | 86,142 | $ | 102,095 | $ | 186,077 | $ | 422,285 | $ | 261,166 | $ | 868,814 | |||||||||||||||
Compensation, benefits and profit share |
(136,631 | ) | (171,930 | ) | (227,387 | ) | (455,217 | ) | (777,130 | ) | (631,004 | ) | (1,670,283 | ) | |||||||||||||||
General, administrative and other |
(23,709 | ) | (25,426 | ) | (30,283 | ) | (71,452 | ) | (90,816 | ) | (102,385 | ) | (120,107 | ) | |||||||||||||||
Amortization of intangible assets |
(1,001 | ) | (833 | ) | | (1,834 | ) | | (1,834 | ) | | ||||||||||||||||||
Third party distribution, service and advisory |
(935 | ) | (665 | ) | | (1,600 | ) | | (1,600 | ) | | ||||||||||||||||||
Interest expense, net |
(2,855 | ) | (3,328 | ) | (3,985 | ) | (8,773 | ) | (12,110 | ) | (13,276 | ) | (14,455 | ) | |||||||||||||||
Realized gain / (loss) on available-for-sale investments |
1,029 | | | (20,188 | ) | | (22,571 | ) | | ||||||||||||||||||||
Gain on debt extinguishment |
| 84,821 | | 84,821 | | 84,821 | | ||||||||||||||||||||||
Gain on business combination negative goodwill |
| 21,122 | | 21,122 | | 21,122 | | ||||||||||||||||||||||
Income tax expense |
1,300 | (1,934 | ) | (3,160 | ) | (1,252 | ) | (12,656 | ) | (2,827 | ) | (43,635 | ) | ||||||||||||||||
GAAP net income before non-controlling interests |
$ | (114,581 | ) | $ | (12,031 | ) | $ | (162,720 | ) | $ | (268,296 | ) | $ | (470,427 | ) | $ | (408,388 | ) | $ | (979,666 | ) | ||||||||
Less: Realized gain / Add: Realized loss on available-for-sale
investments |
(1,029 | ) | | | 20,188 | | 22,571 | | |||||||||||||||||||||
Add: Acquisition-related compensation expense(3) |
110,115 | 128,851 | 188,005 | 365,703 | 588,508 | 531,458 | 1,227,585 | ||||||||||||||||||||||
Less: Cumulative dividends |
(71 | ) | (10,552 | ) | (2,896 | ) | (11,218 | ) | (12,194 | ) | (13,785 | ) | (14,917 | ) | |||||||||||||||
Less: Tax effect of Acquisition-related compensation expense |
(260 | ) | (441 | ) | (553 | ) | (1,056 | ) | (6,010 | ) | 1,620 | (6,010 | ) | ||||||||||||||||
Less: Gain on business combination negative goodwill |
(281 | ) | (21,122 | ) | | (514 | ) | | (514 | ) | | ||||||||||||||||||
Add: Amortization of intangible assets |
| 833 | | (21,122 | ) | | (21,122 | ) | | ||||||||||||||||||||
Less: Tax effect of amortization of intangible assets |
1,001 | (233 | ) | | 1,834 | | 1,834 | | |||||||||||||||||||||
Non GAAP adjusted net income(3) |
$ | (5,106 | ) | $ | 85,305 | $ | 21,836 | $ | 85,519 | $ | 99,877 | $ | 113,674 | $ | 226,992 | ||||||||||||||
Add: Convertible note interest expense |
| 1,629 | | 4,782 | | 4,782 | | ||||||||||||||||||||||
Adjusted non-GAAP adjusted net income(4) |
$ | (5,106 | ) | $ | 86,934 | $ | 21,836 | $ | 90,301 | $ | 99,877 | $ | 118,456 | $ | 226,992 | ||||||||||||||
Non-GAAP weighted average fully diluted shares |
309,354 | 338,426 | 309,630 | 339,366 | 318,500 | 330,133 | 318,500 | ||||||||||||||||||||||
Adjusted non-GAAP adjusted net income divided
by non-GAAP weighted average fully diluted shares(4) |
(0.02 | ) | 0.26 | 0.07 | 0.27 | 0.31 | 0.36 | 0.71 | |||||||||||||||||||||
Management fees and Administration, service and distribution fees / Average net AUM(2)(5) |
0.90 | % | 0.89 | % | 1.92 | % | 0.96 | % | 1.95 | % | 1.06 | % | 1.95 | % | |||||||||||||||
Total net revenues and other income / Average net AUM(2)(5) |
0.95 | % | 1.83 | % | 1.99 | % | 1.40 | % | 2.50 | % | 1.50 | % | 3.85 | % | |||||||||||||||
Compensation, benefits and profit share less Acquisition-related compensation expense
(CBP)(3) / Total net revenues and other income |
55.0 | % | 50.0 | % | 38.6 | % | 48.1 | % | 44.7 | % | 38.1 | % | 51.0 | % | |||||||||||||||
General, administrative and other expenses / Average net AUM(2)(5) |
0.5 | % | 0.5 | % | 0.6 | % | 0.5 | % | 0.5 | % | 0.6 | % | 0.5 | % | |||||||||||||||
Non-GAAP adjusted net income(3)/ Total net revenues and other income |
(10.6 | %) | 99.0 | % | 21.4 | % | 46.0 | % | 23.7 | % | 43.5 | % | 26.1 | % | |||||||||||||||
Effective tax rate (sum of income taxes, cumulative dividends and tax effect of
Acquisition-related compensation expense and amortization of intangible assets / sum of adjusted
net income, income taxes, cumulative dividends and tax effect of Acquisition-related compensation
expense and amortization of intangible assets) |
11.9 | % | 13.4 | % | 23.2 | % | 14.1 | % | 23.6 | % | 12.0 | % | 22.1 | % |
1 | Inflows for Q2 2009, the first nine months of 2009 and TTM to 9/30/09 include
approximately $2.6 billion of incremental net AUM acquired from SGAM UK during Q2 2009; inflows
for the TTM to 9/30/09 also include approximately $3 billion mandated in December 2008 pursuant to
a sub-advisory arrangement with SGAM UK which terminated upon the acquisition of SGAM UK. |
|
2 | Average net AUM for a given period is calculated as a 2 point (quarter open and close) average for the quarters, 4 point (first and second quarter open and third quarter open and close) average for the nine month periods and 5 point (first, second and third quarter open and fourth quarter open and close) average for the twelve month periods; average net AUM for the first nine months of 2009 excludes as of January 1, 2009 approximately $3 billion of AUM mandated in December 2008 pursuant to a sub-advisory arrangement with SGAM UK which terminated upon the acquisition of SGAM UK on April 3, 2009 and includes net AUM of approximately $7 billion acquired from SGAM UK on April 3, 2009 as if the AUM were acquired on April 1, 2009. | |
3 | See Non-GAAP Financial Measures for further detail. |
|
4 | Shares associated with the convertible notes have been included in the non-GAAP weighted average fully diluted share count for Q2 2009, the first nine months of 2009 and TTM to 9/30/09 due to their dilutive impact and convertible note interest in the amounts of $1.6 million, $4.8 million and $4.8 million have been added back to non-GAAP adjusted net income for those periods, respectively. In Q3 2009, however, the shares associated with the convertible notes have been excluded from the non-GAAP weighted average fully diluted share count due to their anti-dilutive impact and no convertible note interest was added back to non-GAAP adjusted net loss for the period. | |
5 | Ratios are annualized for quarterly and nine month periods. |
21
GLG Partners, Inc.
Share Count Reconciliation: GAAP Weighted Average Fully Diluted Shares to
Non-GAAP Weighted Average Fully Diluted Share Count
(Share count in thousands)
Share Count Reconciliation: GAAP Weighted Average Fully Diluted Shares to
Non-GAAP Weighted Average Fully Diluted Share Count
(Share count in thousands)
First Nine Months | ||||||||||||||||||||
2009 | 2008 | Q3 2009 | Q2 2009 | Q3 2008 | ||||||||||||||||
Outstanding |
||||||||||||||||||||
Common stock (including Treasury Stock)(1) |
239,132 | 236,799 | 239,132 | 238,262 | 236,799 | |||||||||||||||
Unvested shares |
10,493 | 8,995 | 10,493 | 11,993 | 8,995 | |||||||||||||||
Total issued and outstanding common stock |
249,625 | 245,794 | 249,625 | 250,255 | 245,794 | |||||||||||||||
FA Sub 2 Limited Exchangeable Shares |
58,905 | 58,905 | 58,905 | 58,905 | 58,905 | |||||||||||||||
Warrants |
54,485 | 54,485 | 54,485 | 54,485 | 54,485 | |||||||||||||||
Convertible Notes |
61,425 | | 61,425 | 61,425 | | |||||||||||||||
Weighted Average Outstanding |
||||||||||||||||||||
Common stock (excluding Treasury Stock) |
218,078 | 211,357 | 220,614 | 216,814 | 211,417 | |||||||||||||||
Unvested shares |
9,078 | 9,558 | 10,636 | 8,342 | 8,995 | |||||||||||||||
FA Sub 2 Limited Exchangeable Shares |
58,905 | 58,905 | 58,905 | 58,905 | 58,905 | |||||||||||||||
Warrants |
54,485 | 55,031 | 54,485 | 54,485 | 54,485 | |||||||||||||||
Convertible Notes |
30,707 | | | 30,021 | | |||||||||||||||
GAAP Weighted Average Fully Diluted Share Count |
||||||||||||||||||||
Common stock |
218,078 | 211,357 | 220,614 | 216,814 | 211,417 | |||||||||||||||
Unvested shares |
| | | | | |||||||||||||||
FA Sub 2 Limited Exchangeable Shares |
| | | | | |||||||||||||||
Warrants |
| | | | | |||||||||||||||
Total |
218,078 | 211,357 | 220,614 | 216,814 | 211,417 | |||||||||||||||
Non-GAAP adjustments to weighted average fully diluted share count |
||||||||||||||||||||
Common stock: |
||||||||||||||||||||
GAAP weighted average fully diluted share count |
218,078 | 211,357 | 220,614 | 216,814 | 211,417 | |||||||||||||||
add: unvested shares issued pursuant to our equity
participation plan, Restricted Stock Plan and LTIP on which
dividends will be paid to the extent paid on vested shares |
31,676 | 35,888 | 29,835 | 32,686 | 35,839 | |||||||||||||||
Non-GAAP weighted average fully diluted share count |
249,754 | 247,245 | 250,449 | 249,500 | 247,256 | |||||||||||||||
FA Sub 2 Limited Exchangeable Shares: |
||||||||||||||||||||
GAAP weighted average fully diluted share count |
| | | | | |||||||||||||||
add: inclusion of Exchangeable shares as dilutive under non-GAAP |
58,905 | 58,905 | 58,905 | 58,905 | 58,905 | |||||||||||||||
Non-GAAP weighted average fully diluted share count |
58,905 | 58,905 | 58,905 | 58,905 | 58,905 | |||||||||||||||
Warrants: |
||||||||||||||||||||
GAAP weighted average fully diluted share count(1)(2) |
| 12,350 | | | 3,469 | |||||||||||||||
Non-GAAP weighted average fully diluted share count outstanding |
| 12,350 | | | 3,469 | |||||||||||||||
Convertible Notes |
||||||||||||||||||||
GAAP weighted average fully diluted share count |
| | | | | |||||||||||||||
add: inclusion of weighted average convertible notes as
dilutive under non-GAAP |
30,707 | | | 30,021 | | |||||||||||||||
Non-GAAP weighted average fully diluted share count outstanding |
30,707 | | | 30,021 | | |||||||||||||||
Non-GAAP Weighted Average Fully Diluted Share Count(1) |
||||||||||||||||||||
Common stock |
249,754 | 247,245 | 250,449 | 249,500 | 247,256 | |||||||||||||||
FA Sub 2 Limited Exchangeable Shares |
58,905 | 58,905 | 58,905 | 58,905 | 58,905 | |||||||||||||||
Warrants |
| 12,350 | | | 3,469 | |||||||||||||||
Convertible Notes |
30,707 | | | 30,021 | | |||||||||||||||
Total |
339,366 | 318,500 | 309,354 | 338,426 | 309,630 | |||||||||||||||
Equity Market Capitalization (US$ in Thousands) |
||||||||||||||||||||
Common equity market capitalization(2) |
$ | 1,243,376 | $ | 1,651,469 | $ | 1,243,376 | $ | 1,264,464 | $ | 1,651,469 | ||||||||||
Warrant market capitalization |
19,070 | 39,229 | 19,070 | 19,615 | 39,229 | |||||||||||||||
Total equity capitalization(2) |
$ | 1,262,446 | $ | 1,690,698 | $ | 1,262,446 | $ | 1,284,079 | $ | 1,690,698 | ||||||||||
1 | Reflects weighted average diluted shares outstanding eligible to receive common
dividends or the equivalent, plus diluted warrants outstanding under the treasury stock method |
|
2 | Assumes conversion of FA Sub 2 Limited Exchangeable Shares |
22
GLG Partners, Inc.
Composition of Assets Under Management
(US$ millions)
Composition of Assets Under Management
(US$ millions)
As of | As of | As of | As of | As of | ||||||||||||||||
September 30, 2009 | June 30, 2009 | March 31, 2009 | December 31, 2008 | September 30, 2008 | ||||||||||||||||
Alternative strategies(1) |
10,924 | 10,441 | 9,843 | 12,518 | 16,740 | |||||||||||||||
Long only strategies(2) |
13,069 | 11,131 | 5,576 | 4,026 | 4,412 | |||||||||||||||
Gross AUM |
$ | 23,993 | $ | 21,572 | $ | 15,419 | $ | 16,544 | $ | 21,152 | ||||||||||
Less: alternative strategy investments in GLG Funds |
(1,266 | ) | (1,456 | ) | (1,388 | ) | (1,503 | ) | (3,867 | ) | ||||||||||
Less: long only strategy investments in GLG Funds |
(1,099 | ) | (1,022 | ) | (2 | ) | (5 | ) | ||||||||||||
Net AUM |
$ | 21,628 | $ | 19,094 | $ | 14,031 | $ | 15,039 | $ | 17,280 | ||||||||||
Quarterly average gross AUM |
$ | 22,782 | $ | 18,495 | $ | 15,982 | $ | 18,848 | $ | 24,524 | ||||||||||
Quarterly average net AUM(3) |
$ | 20,361 | $ | 18,840 | $ | 11,519 | $ | 16,160 | $ | 20,474 |
Three months ended | Three months ended | Three months ended | Three months ended | Three months ended | ||||||||||||||||
September 30, 2009 | June 30, 2009 | March 31, 2009 | December 31, 2008 | September 30, 2008 | ||||||||||||||||
Opening net AUM |
$ | 19,094 | $ | 14,031 | $ | 15,039 | $ | 17,280 | $ | 23,668 | ||||||||||
Inflows (net of redemptions)(4) |
216 | 2,226 | 50 | 771 | (2,182 | ) | ||||||||||||||
Performance (gains net of losses and fees) |
1,883 | 1,797 | (807 | ) | (2,649 | ) | (3,139 | ) | ||||||||||||
Currency translation impact (non-US$ AUM expressed in US$) |
435 | 1,040 | (251 | ) | (363 | ) | (1,068 | ) | ||||||||||||
Closing net AUM |
$ | 21,628 | $ | 19,094 | $ | 14,031 | $ | 15,039 | $ | 17,280 | ||||||||||
1 | Alternative strategy gross AUM includes all alternative strategy funds, all 130/30 strategy funds and managed accounts managed in accordance with alternative and 130/30 strategies. | |
2 | Long only strategy gross AUM includes all long only funds and managed accounts managed in accordance with a long only strategy. | |
3 | Quarterly average net AUM for a given period is calculated as a 2 point (quarter open and close) average; Q1 2009 and Q2 2009 average net AUM exclude as of January 1, 2009 approximately $3 billion of AUM mandated in December 2008 pursuant to a sub-advisory arrangement with SGAM UK which terminated upon the acquisition of SGAM UK on April 3, 2009 and Q2 2009 average net AUM includes net AUM of approximately $7 billion acquired from SGAM UK on April 3, 2009 as if the AUM were acquired on April 1, 2009. | |
4 | Inflows for Q2 2009 include approximately $2.6 billion of incremental net AUM acquired from SGAM UK in April 2009 and inflows for Q4 2008 include approximately $3 billion mandated in December 2008 pursuant to a sub-advisory arrangement with SGAM UK which terminated upon the acquisition of SGAM UK. |
23