Beneficient · NASDAQ:BENF
Beneficient — The Beneficient Company Group — SPAC Merger (May 2023)
40 slides from Beneficient's SPAC merger presentation, May 16, 2023
Slide 1: Ben and Avalon Acquisition Inc. – May 2023
May 2023 * | ) Ben GS AVALON \ ~~ Acquisition Inc. NASDAQGM: AVAC CORO Oe OOH OH EHO EHH EHH EHH EHH EH EES CORO M OHO Eee HEH HEHEHE EEE EEE EHH EEE HOHE EEE HEHEHE OEE EEE EEE ES
Slide 2: Important Risks and Disclaimers
Important Risks and Disclaimers This presentation is for educational and informational purposes only This presentation has been prepared for use by The Beneficient Company Group, LP. (“Ben”) and Avalon Acquisition inc. (“Avalon”) in connection with their proposed business combination. On September 2
Slide 3: Combination Overview
Combination Overview The Beneficient Company Group, L.P. (Ben) and Avalon Acquisition Inc. (NASDAQ: AVAC or Avalon) have agreed to a business combination. Upon the closing of the transaction, the combined company will be named Beneficient and is expected to be listed on the NASDAQ under the ticker B
Slide 4: Summary Transaction Overview
Summary Transaction Overview * AVAC has $216 million in trust * 100% existing Ben equity holders rollover * Transaction assumes post-money enterprise valuation of $3.5 billion? and a common equity valuation of $2.5 billion? * Avalon public shareholders who do not redeem will also receive a preferred
Slide 5: Detailed Transaction Overview
Detailed Transaction Overview Pro Forma Valuation?” Illustrative Sources & Uses (In millions, except per share data) Sources Pro-forma Shares Outstanding” 253,683 AVAC Cash in Trust" $216 Pro Forma Equity Value” S$ 2,536.83} (+) Preferred Equity Value $ 1,075.35 fotal Enterprise Value? $ 3,520.72 Us
Slide 6: Key Investment Highlights
Key Investment Highlights * $11.9 trillion? alternative assets held by investors globally Significant Market Opportunity Ben estimates its current target market holds approximately $2 trillion? in alternative assets and has annual liquidity needs of approximately $50+ billion? — Ben's target market
Slide 7: Alternative Assets and Associated Liquidity Represent a Large Market Opportunity
Alternative Assets and Associated Liquidity Represent a Large Market Opportunity Recent period of rapid growth in alternative investments has resulted in increased demand for early liquidity, currently most are provided through the secondaries market, which caters to large institutions AUM ($8) Seco
Slide 8: The Journey of Transforming an Asset Class
The Journey of Transforming an Asset Class The alternative asset class is at the precipice of being digitized and democratized as other asset classes have been before (e.g., equities, mortgages, etc.) Standardization of assets through Technology-Driven a safe and sound process Strategy Regulatory TA
Slide 9: What Problem is Ben Solving for Alternative Asset Investors?
What Problem is Ben Solving for Alternative Asset Investors? Ben provides liquidity solutions for underserved investor segments, who hold illiquid, professionally managed Global alternative assets under management growing rapidly Mid-to-ultra high net worth and smaller institutional investors are in
Slide 10: Ben’s Technology-Driven Ecosystem
Ben’s Technology-Driven Ecosystem Ben’s ecosystem seeks to digitize and democratize the alternative asset class Overview of Ben’s Integrated, Data-Rich Ecosystem “Digitizing” assets on the platform decreases friction costs of AltCustody™ transferring assets to AltQuote™? , ExAlt Trusts / : AltData™?
Slide 11: Trailblazing the Path to Democratization of Alternative Assets
Trailblazing the Path to Democratization of Alternative Assets Traditional alternative managers get investors into alternatives — Ben gets them out Global alternative High growth, FinTech assets under disruptors have management proliferated and growing rapidly focus on easing retail investor access
Slide 12: Breadth and Depth of Solutions for Almost All Asset Types and Asset Vehicles
Breadth and Depth of Solutions for Almost All Asset Types and Asset Vehicles — Near Ubiquitous Relevance Provides a modernized digital method of delivering liquidity to investors in most alternative assets, including: Other . Professionally i Je Struc rivate Venture Structured frfrestracture Managed
Slide 13: Leveraging Digital Technology to Provide a Simple & Rapid Exit
Leveraging Digital Technology to Provide a Simple & Rapid Exit Faster liquidity timelines are made possible by Ben AltAccess™, a digital secure AT&T NetBond® certified tech platform designed to deliver liquidity and related custody and trust services to owners of alternative assets Traditional Liqui
Slide 14: Projected Target Market Growth
Projected Target Market Growth Focus on U.S. Medium-to-High Net Worth (MHNW) investors and Small-to-Medium Sized Institutions (SMTI) who represent a Alternatives AUM growing at a MHNW Investors growing, but traditionally underserved liquidity market High Growth i Asset Allocation Asset Class + Fast
Slide 15: Go-to-Market Strategy To Meet Industry Demand for Liquidity
Go-to-Market Strategy To Meet Industry Demand for Liquidity Omnichannel approach designed to capitalize on early mover advantages and capture meaningful market share Source of Demand Fund Sponsor Financial Advisor Distribution Channel Preferred Liquidity Partners (PLP) National Advisory Coverage Dir
Slide 16: Competitive Advantages That Set Ben Apart
Competitive Advantages That Set Ben Apart A unique platform fortified by a strong underlying structure Anticipated Public Statutory Listing W Regulatory Technology ¥ N) Leadership Technology Anticipated Public Statutory Regulatory Leadership ¥ Patents pending on the systems and methodologies built i
Slide 17: Ben’s Advantage
Ben’s Advantage As a Kansas Technology Enabled Fiduciary Financial Institution and trust company, a subsidiary of Ben serves as a regulated fiduciary providing liquidity, custodial and administrative services to alternative asset investors & managers! Ben’s Services Provide a Model of Efficiency * —
Slide 18: Strong Management Team
Strong Management Team Brad K. Heppner DIRECTOR, CEO AND CHAIRMAN OF THE BOARD 30+ years industry experience in finance and the alternative asset space rwommscng Goldman ns comranr © Sits Derek L. Fletcher PRESIDENT CHIEF FIDUCIARY OFFICER WEALTH STRATEGIES DIRECTOR 25+ years industry experience in
Slide 19: Experienced Board of Directors
Experienced Board of Directors Brad K. Heppner DIRECTOR, CEO AND CHAIRMAN OF THE BOARD 30+ years alternative asset and financial institutions experience, Chairman of the Board and CEO, Prior: Founder and CEO of The Crossroads Group; Founder of Capital Analytics; previously wit Bain & Company, MacArt
Slide 20: Financial Highlights
Financial Highlights . oaete poem tere meme eer ew essence nweseere® COROT EE HEHEHE HEHEHE HOSE ES eee eee eee eee eee eee ee eee eee ee i i i ey
Slide 21: Translation from Market Opportunity to Ben’s Serviceable Market
Translation from Market Opportunity to Ben’s Serviceable Market Ben’s revenue capture is illustrative and intended to contextualize the key components of monetization Secular Trends Additive a Illustrative Revenue Funnel $11.9 Trillion CA} to Ben’s Model Alternatives Market Total Global Alternative
Slide 22: Liquidity Transaction Economics
One-Time Fee Revenues Recurring Fee Revenues? Recurring Interest Revenue 1. Actual revenue derived from any part realizations and the timing of such real 2. The aggregate percentage of such fees charged in conn Liquidity Transaction Economics? All transaction-related fees embedded into the determina
Slide 23: Ben Liquidity Transaction Operational Overview
Ben Liquidity Transaction Operational Overview Upon simultaneous execution of the transaction documents, Ben’s trust company makes a fiduciary loan to the ExAlt Trusts, the Customer receives its consideration, and the ExAlt Trusts receive the Alternative Asset 2.5% to Beneficial Owner — Kansas Econo
Slide 24: Revenues Per Financial Statement Reporting
External Revenues Revenues Per Financial Statement Reporting Business segment revenues, not the ExAlt Trusts or consolidating eliminations, illustrate the impact of liquidity transactions Investment Income (Loss), net Interest Income Intersegment Revenues Trust Services & Admin. Revenues Total Reven
Slide 25: Liquidity Example: LiquidTrust
Liquidity Example: LiquidTrust Ben Hypothetical Liquidity Transaction Revenue Summary (in thousands) Net Asset Value”: $10,000,000 Actual NAV Growth ™% (Annualized, based on ongoing cee eeite ateneor heer void Ms cee Ace as years the Alternative Asset would Cece TotalOne-timeFees(7.8%) | $785] 25% |
Slide 26: Liquidity Example: LiquidTrust (continued)
Liquidity Example: LiquidTrust Ben Hypothetical Liquidity Transaction (continued) Net Asset Value”, $19,000000 Actual NAV Growth 1% Consideration: $7,496,000Cash_ Yrs Until Final Distrib. / Wet. 8 yrs. /2.5 yrs. (Annualized, based on ongoing ‘Avg. Duration of Distrib. NAV) Unfunded $o Asset Multiple
Slide 27: Liquidity Example: LiquidTrust (continued)
Liquidity Example: LiquidTrust Ben Hypothetical Liquidity Transaction (continued) 7% Consideration: $7,496,000Cash_ Yrs Until Final Distrib. / Wet. Byrs. /2.5 yrs. Net Asset Value!”: $10,000,000 Actual NAV Growth (Annualized, based on ongoing Avg. Duration of Distrib. NAV) Unfunded so Asset Multiple
Slide 28: Summarized Historical Operating Results
Summarized Historical Operating Results GAAP Revenue by Reportable Segment (in thousands) 11M 12/31/2022 YE12/31/2021 YE 12/31/2020 Ben Liquidity 55,831 56,439 52,101 Ben Custody 30,696 20,288 19,409 Corporate & Other (24,788) 2,615 21,698, Ben Business Units & Other 61,739 79,342 93,208 Customer Ex
Slide 29: Conclusion and Q&A
Conclusion and Q&A
Slide 30: Appendix: Certain Financial Information
Appendix Certain Financial Information
Slide 31: Segment Balance Sheets
Segment Balance Sheets As of December 31, 2022 Customer Ben Ben ExAlt Corporate Consolidating Trusts & Other finthousands) (unau Eliminations Liquidity _ Custody Loans to Customer ExAlt Trusts, net 402,376 - - — (402,376) - Investments, at fair value - — 534,691 7,796 — 542,487 Other assets 6,761 46
Slide 32: Segment Income Statements – Three Months Ended Dec. 31
Segment Income Statements — 1 of 4 Three Months Ended Dec. 31, 2022, and Dec. 31, 2021 ‘Three Months Ended December 31, 2022 Corporate & Consolidating ‘Three Months Ended December 31, 2021 External Revenues Investment income (loss), net Gain (loss) on financial instruments, net Interest, trust servi
Slide 33: Segment Income Statements – Nine Months Ended Dec. 31
Segment Income Statements-— 2 of 4 Nine Months Ended Dec. 31, 2022, and Dec. 31, 2021 Nine Months Ended December 31, 2022 Customer Corporate & Consolidating Nine Months Ended December 31, 2021 Corporate & Consolidating External Revenues Investment income (loss), net Gain (loss) on financial instrume
Slide 34: Segment Income Statements – Three Months Ended March 31
Segment Income Statements — 3 of 4 Three Months Ended March 31, 2022, and March 31, 2021 ‘Three Months Ended March 31, 2022 ‘Three Months Ended March 31, 2021 Customer Corporate & Consolidating Customer porate & ating Ben Liquidity Ben Custody FxAlt rusts Other __Himinations Consolidated I (in thous
Slide 35: Segment Income Statements – Years Ended Dec. 31
Segment Income Statements — 4 of 4 Year Ended December 31, 2021, and December 31, 2020 ‘Year Ended December 31, 2021 Customer Corporate & Consolidating Y ear Ended December 31, 2020 External Revenues Investment income (loss), net Gain (loss) on financial instruments, net Interest, trust services, an
Slide 36: Non GAAP Reconciliation – Three Months Ended Dec. 31
Non GAAP Reconciliation — 1 of 5 Three Months Ended Dec. 31, 2022, and Dec. 31, 2021 ‘Three Months Ended December 31, 2022 ‘Three Months Ended December 31,2021 Customer Corporate & Consolidating Customer Corporate & Consolidating Ben Liquidity Ben Custody ExAlt Trusts _Other___Eliminations Consolida
Slide 37: Non GAAP Reconciliation – Nine Months Ended Dec. 31
Non GAAP Reconciliation — 2 of 5 Nine Months Ended Dec. 31, 2022, and Dec. 31, 2021 Nine Months Ended December 31, 2022 ‘Nine Months Ended December 31, 2021 Customer Corporate & Consolidating Customer Corporate & Consolidating Ben Liquidity Ben Custody ExAlt Trusts Other __Eliminations Consolidated
Slide 38: Non GAAP Reconciliation – Three Months Ended March 31
Non GAAP Reconciliation — 3 of 5 Three Months Ended March 31, 2022, and March 31, 2021 ‘Three Months Ended March 31, 2022 Corporate & Consolidating ‘Three Months Ended March 31, 2021 ‘Customer Customer Corporate & Consolidating Ben Custody ExAlt Trusts Other _Eliminations Consolidated Ben Liquidity
Slide 39: Non GAAP Reconciliation – Years Ended Dec. 31
Non GAAP Reconciliation — 4 of 5 Year Ended December 31, 2021, and December 31, 2020 ‘Year Ended December 31, 2021 Customer Corporate & Consolidating ‘Year Ended December 31, 2020 Customer Corporate & Consolidating Ben Liguidity Ben Custody ExAlt Trusts Other __Eliminations Consolidated Total revenu
Slide 40: Non GAAP Reconciliation – Last Twelve Months Ended Dec. 31, 2022
Non GAAP Reconciliation — 5 of 5 Last Twelve Months Ended December 31, 2022 Last Twelve Months Ended December 31, 2022 Customer Corporate & Consolidating Ben Custody _ExAlt Trusts Other __Eliminations _Consoli: Total revenues S 55,831 $ 30,696 $ (128.417) $ (24,788) S$ (86,375) $__(153,053) Mark to
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