Wisdomtree, Inc. · NYSE:WT

Wisdomtree — Proxy Contest (May 2024)

54 slides from Wisdomtree's proxy contest presentation, May 21, 2024

  1. Slide 1: Unlock Value at WisdomTree

    Unlock Value at WisdomTree Campaign for Against Vote at WISDOMTREE, Inc. (NYSE: WT) www.unlockwt.com May 20, 2024

  2. Slide 2: Disclaimer

    Disclaimer The materials contained herein (the “Materials”) represent the opinions of ETFS Capital Limited and the other participant named in its proxy solicitation (collectively, “ETFS” or “we”) and are based on publicly available information with respect to WisdomTree, Inc. (“WisdomTree”, “WT” or

  3. Slide 3: Table of Contents

    Table of Contents Executive Summary and Message from Graham Tuckwell 4 Campaign Summary 6 The Value of the Core ETF Business – and WisdomTree’s Failure to Maximize It 13 WisdomTree’s DeFi Push – the Latest in a Long Line of Questionable Capital Allocation Decisions 19 WisdomTree’s Board Only Acts Un

  4. Slide 4: Executive Summary

    Executive Summary  While our efforts to add relevant expertise and introduce significant governance changes to the WisdomTree Board of Directors (the “Board”) has been largely successful, the status quo persists due to the outsized influence of three long-tenured directors – CEO Jonathan Steinberg,

  5. Slide 5: Message from Graham Tuckwell AO, Founder and Chairman of ETFS Capital Limited

    Message from Graham Tuckwell AO, Founder and Chairman of ETFS Capital Limited We became the largest stockholder in WisdomTree because we had faith in the Company and its future. However, we and all stockholders have been badly let down by the Company’s management and Board. We believe that with the

  6. Slide 6: 2024 Campaign Summary

    2024 Campaign Summary What do stockholders To unlock value want? How do we get it? A truly independent strategic review Why aren’t we getting A badly behaved Board because of long-tenured directors it? When do we want it? Now … we want a review, not a proxy fight So what do we need? A vote AGAINST t

  7. Slide 7: We Believe there is Significant Value to be Unlocked in the Core ETF Business

    We Believe there is Significant Value to be Unlocked in 1 the Core ETF Business • We estimate WisdomTree’s core ETF business to be worth $2.1 - $3.0 billion1. • We think the intrinsic value of the core ETF business is being hamstrung by:  Management’s failure to contain costs in the core ETF busine

  8. Slide 8: We Believe the Time is Right for a Truly Independent Strategic Review of the Entire Company

    We Believe the Time is Right for a Truly Independent 2 Strategic Review of the Entire Company • The lack of clarity around the DeFi initiative’s progress three years into its development places both the Company’s operating performance and its intrinsic value into question. • Stockholders have commun

  9. Slide 9: Last Year, at the Company's 2023 Annual Meeting, Stockholders Voted for Significant Change

    Last Year, at the Company’s 2023 Annual Meeting, 3 Stockholders Voted for Significant Change • Entrenched Chairman Frank Salerno failed to be re-elected by stockholders. • Long-tenured director Win Neuger received tepid stockholder support, receiving WITHHOLD votes from approximately 34% of the vote

  10. Slide 10: We Have Spent Our Money to Help All Stockholders, While the Company Spends Stockholder Money

    We Have Spent Our Money to Help All Stockholders, While the Company 4 Spends Stockholder Money to Fight Against…Stockholders • It appears the WisdomTree Board would rather spend stockholder money on fighting its stockholders rather than listening to them. • According to publicly available informatio

  11. Slide 11: We Believe the Board is Behaving Badly

    5 We Believe the Board is Behaving Badly The Board Continues to... Distract attention from the Company’s Deny stockholders relevant transparency Demonize ETFS Capital Limited and failure to unlock the value of the core ETF and access to the KPIs required to judge Graham Tuckwell. business. DeFi init

  12. Slide 12: The Board Continues to Demonstrate it is Unwilling to Effect the Change Needed

    The Board Continues to Demonstrate it is Unwilling to Effect the 6 Change Needed to Unlock Stockholder Value • We believe the Board has repeatedly shown it will only respond to stockholder pressure, and even then, will only do so begrudgingly. • This was exemplified by the 2023 Annual Meeting, when

  13. Slide 13: The Value of the Core ETF Business – and WisdomTree's Failure to Maximize It

    The Value of the Core ETF Business – and WisdomTree’s Failure to Maximize It

  14. Slide 14: We Believe WisdomTree's Core ETF Business is Significantly Undervalued

    We Believe WisdomTree’s Core ETF Business is Significantly Undervalued WT Bitcoin Prime Core ETF ETF Business Core ETF Business ETFS Estimate Current Market Value $2.1 - $3.0 billion $1.4 billion 14

  15. Slide 15: We Believe WisdomTree's Core ETF Business, If Managed Efficiently, Could be Valued at $2.1B

    We Believe WisdomTree’s Core ETF Business, If Managed Efficiently, Could be Valued at $2.1B WT FY23 (Excl. Gold Payable) WT FY23 as % of Revenue ETFS – FY24 Core ETF Business ETFS - % of Revenue Avg. AUM $93B $106B Weighted Fee (bps) 37.6 36 Revenue $349M $382M Fund Admin ($71M) 20% ($76M) 20% All O

  16. Slide 16: We Believe The Core ETF Business Could Be Worth $3B in a Strategic Transaction

    We Believe The Core ETF Business Could Be Worth $3B in a Strategic Transaction Precedent Transactions Suggest Significant Unlocked Value for ETF Business Transaction Target Total Multiple (Total Implied Value for Implied Value Per Potential Date AUM (Acquirer/target) Industry Consideration Considera

  17. Slide 17: WisdomTree Has Consistently Failed to Generate Incremental Margins of 50%

    WisdomTree Has Consistently Failed to Generate Incremental Margins of 50%, Resulting in Sub-par Performance for the Core ETF Business Despite Revenue Increasing by $26m, the Operating Margin in 1Q2024 was Lower than in 1Q2021 • The Company has been promising incremental margins of more than 50% sinc

  18. Slide 18: None of the Analyst Estimates Show Confidence in the Existing Board and Management

    None of the Analyst Estimates Show Confidence in the Existing Board and Management Being Able To Unlock the Value of the Core ETF Business In Our View Sell-side Target Price Estimates vs. Intrinsic Value Range $20.00 Higher-end of Intrinsic Value: $19.5 $18.00 $16.00 Value of Core ETF Business When

  19. Slide 19: WisdomTree's DeFi Push – the Latest in a Long Line of Questionable Capital Allocation Decisions

    WisdomTree’s DeFi Push – the Latest in a Long Line of Questionable Capital Allocation Decisions

  20. Slide 20: WisdomTree CEO: "I am all in on DeFi"

    WisdomTree CEO: “I am all in on DeFi” …I believe that over the next five years, we will be recognized as a DeFi business that has an ETF business… …when I think about where WisdomTree stacks in the competitive set: we were early in ETFs, but we were 13 years after State Street and 7 years after iSha

  21. Slide 21: Why is WisdomTree Wanting To Transform Itself Into a DeFi Company?

    Why is WisdomTree Wanting To Transform Itself Into a DeFi Company? Goal: Transform Into Source: 1Q2024 Earnings Presentation; WisdomTree website; Company SEC filings 21

  22. Slide 22: The Promise of WisdomTree Prime

    The Promise of WisdomTree Prime “I'm excited to introduce WisdomTree Prime, our new financial services mobile app. This digital wallet native to the blockchain will bring the look and feel that users are accustomed to from traditional mobile apps, while at the same time offering the benefits of a di

  23. Slide 23: WisdomTree Appears to Be All In on DeFi

    WisdomTree Appears to Be All In on DeFi Word Mentions • The shift in management focus from the core ETF business to Last 10 Earnings Calls the DeFi strategy has been reflected in past earnings calls. • On its most recent earnings call, WisdomTree referred to its DeFi initiatives 10x as often as its

  24. Slide 24: Despite the Fanfare Surrounding WT Prime, Which is Now Available to 75% of the U.S. Population…

    Despite the Fanfare Surrounding WT Prime, Which is Now Available to 75% of the U.S. Population… Source: 2Q2023 Earnings Presentation Source: 1Q2024 Earnings Presentation 24

  25. Slide 25: Management Has Provided No Information to Evaluate the Future Prospects or Current Success

    Management Has Provided No Information to Evaluate the Future Prospects or Current Success for the DeFi ‘Transformation’ Initiatives What do we know? Digital Funds AUM: US Availability: -$20.4m Total AUM as Total Amount Worried Stockholders: Original Waitlist Available across 41 of 05/15/20243 Inves

  26. Slide 26: Key KPIs for Other DeFi Businesses that Investors Should Expect from WT Prime

    Key KPIs for Other DeFi Businesses that Investors Should Expect from WT Prime Company Disclosed KPIs Number of retail customers, deposits, number of monthly transactions, monthly active customers, customers on paid plans, revenue, number of transactions, average account size, Net Profit Margin New m

  27. Slide 27: The Board and Management's History of Poor Capital Allocation Gives Stockholders Ample Cause for Concern

    The Board and Management’s History of Poor Capital Allocation Gives Stockholders Ample Cause for Concern We believe that, given a decade of misfires on external investments and strategic pivots without management accountability, the company’s shift to DeFi – and the lack of data supporting the wisdo

  28. Slide 28: The Company's Unsuccessful Rollout of a US Spot Bitcoin ETF

    The Company’s Unsuccessful Rollout of a US Spot Bitcoin ETF Suggests An Inability to Connect with the DeFi Marketplace What has management said about this performance? Q- “What are some of the early takeaways and what's your plan to grow in a crowded field?” JL – “…In terms of WisdomTree, just to re

  29. Slide 29: Question:

    Question: What information does the WisdomTree Board have which gives it the confidence to ‘unanimously’ support the DeFi strategy? And why doesn’t it share that information with the investor community? Source: WT press release, 6 May 2024 29

  30. Slide 30: WisdomTree's Board Only Acts Under Stockholder Pressure

    WisdomTree’s Board Only Acts Under Stockholder Pressure – Send the Message that a Truly Independent Review is Essential

  31. Slide 31: Stockholder Led Changes At WisdomTree

    Stockholder Led Changes At WisdomTree • At the 2023 Annual Meeting, long-tenured Chairman Frank Salerno failed to be re-elected by stockholders • In 2022 and 2023, three of ETFS’ director nominees were elected or appointed to the Board • In 2022, ETFS negotiated for the Board’s declassification as p

  32. Slide 32: Investor Pressure Has Been a Positive Catalyst for WisdomTree Share Price

    Investor Pressure Has Been a Positive Catalyst for WisdomTree Share Price 14.0 12.1 27-February-2024: 10-May-2023: WT announced settlement WT press release disclosing 12-April-2018: ETFS demand for strategic of Contractual Gold 10.3 Completed review acquisition of ETF 17-March-2023: Payments Securit

  33. Slide 33: The Market Has Typically Responded Unfavorably to WisdomTree Earnings Announcements

    The Market Has Typically Responded Unfavorably to WisdomTree Earnings Announcements 1-day change in share price following Earnings Announcement (%) 2.0 1.3 0.9 0.7 1.0 0.0 -1.0 -1.4 -1.4 -1.7 -2.0 -3.0 -3.3 -4.0 -4.4 -5.0 -5.5 -6.0 Mar '22 Jun '22 Sep '22 Dec '22 Mar '23 Jun '23 Sep '23 Dec '23 Mar

  34. Slide 34: Since ETFS' Letter Requesting a Strategic Review Was Made Public, WT's TSR has Outperformed

    Since ETFS’ Letter Requesting a Strategic Review Was Made Public, WT’s Total Shareholder Return (“TSR”) has Outperformed… Suggesting the Market Favors a Strategic Review Process TSR Since WT's Public Response to ETFS Letter (February 26, 2024 to May 8, 2024) 18.2% 2.1% 0.7% 0.4% 0.0% S&P 1500 Asset

  35. Slide 35: Stockholder Pressure is Required to Narrow WisdomTree's Valuation Discount

    We Believe Stockholder Pressure is Required to Narrow WisdomTree’s Valuation Discount. Absent Stockholder Pressure, WisdomTree’s Valuation Discount Appears to Increase 1.30 Relative P/E (NTM) Multiple: WisdomTree/BlackRock 1.20 • Since 2021, stockholder Post-2023 Annual Meeting pressure has seemingl

  36. Slide 36: Give the Board the Message – A Truly Independent Review is Essential

    Give the Board the Message – A Truly Independent Review is Essential • The market appears generally unimpressed by WisdomTree unless stockholders push for change • In 2022 and 2023, three of ETFS’ director nominees were elected or appointed to the Board • The WisdomTree board only changes when pushe

  37. Slide 37: 2024 Campaign Summary

    2024 Campaign Summary What do stockholders To unlock value want? How do we get it? A truly independent strategic review Why aren’t we getting A badly behaved Board because of long-tenured directors it? When do we want it? Now … we want a review, not a proxy fight So what do we need? A vote AGAINST t

  38. Slide 38: Appendix: A Deeper Dive into WisdomTree's Struggling DeFi Strategy

    Appendix: A Deeper Dive into WisdomTree’s Struggling DeFi Strategy

  39. Slide 39: WisdomTree's Foray into Direct-to-Consumer May Struggle to Gain Traction

    WisdomTree’s Foray into Direct-to-Consumer May Struggle to Gain Traction Really?? Source: WisdomTree 1Q 2022 earnings presentation 39

  40. Slide 40: In 4Q2021, WT Management Began to Talk About the Virtues of a DeFi Business

    In 4Q2021, WT Management Began to Talk About the Virtues of a DeFi Business Source: 4Q2021 Earnings Presentation 40

  41. Slide 41: The Core ETF Business Has Failed To Deliver Promised Economies of Scale

    We Believe the Core ETF Business Has Failed To Deliver Promised Economies of Scale Due to Management’s Focus on DeFi Initiatives, Most Notably WT Prime Sources: Company Press Release July 12, 2023, Blockworks Article July 28, 2023: WisdomTree Blockchain Native, Company Press Release March 5, 2024, B

  42. Slide 42: … and Bitcoin ETFs

    … and Bitcoin ETFs (1): https://www.dlnews.com/articles/defi/wisdomtree-follows-blackrock-applies-for-bitcoin-etf/; (2) https://cryptoslate.com/wisdomtree-submits-new-filing-for-bitcoin-etf/; (3) https://www.nasdaq.com/articles/eye-wisdomtrees-take-on- spot-bitcoin-etfs; (4) https://www.coindesk.com

  43. Slide 43: And After Spending Millions on the WT Prime Initiative…

    And After Spending Millions on the WT Prime Initiative… Our digital asset spend, which is included in the guidance just communicated, is anticipated to range from $9 million to $14 million. This includes both compensation and discretionary spending such as professional fees, marketing, product devel

  44. Slide 44: Stockholders Still Have No Real KPIs or Metrics to Evaluate the Adoption or Success of WT Prime

    … Stockholders Still Have No Real KPIs or Metrics to Evaluate the Adoption or Success of WT Prime 4Q2021 Earnings Call 3Q2023 Earnings Call Keith Housum, Northcoast Research Partners LLC: Chris Kotowski, Analyst, Oppenheimer & Co., Inc. Okay. I appreciate that. And then, as you kind of think about t

  45. Slide 45: Nor a Clear Understanding of What the Synergies Are between WT Prime and Core ETF Business

    … Nor a Clear Understanding of What the Synergies Are between WT Prime and Core ETF Business Adam Q. Beatty, UBS Securities LLC William Peck, Head-Digital Assets, WisdomTree, Inc. I want to follow-up on kind of the flywheel effect on I mean, I think that it's completely leveraging the core competenc

  46. Slide 46: Or Know how to Measure Success for WT Prime Business

    … Or Know how to Measure Success for WT Prime Business Michael J. Cyprys, Analyst, Morgan Stanley & Co. LLC William Peck, Head-Digital Assets, WisdomTree, Inc. And just a follow up question on WisdomTree Prime, I was hoping you could maybe talk about your go-to- Yes. I'm happy to start and then if y

  47. Slide 47: Clearly, WisdomTree Is Not Evaluating The Core ETF Business on Any Metric Other than AUM Growth

    Clearly, WisdomTree Is Not Evaluating The Core ETF Business on Any Metric Other than AUM Growth Keith Housum, Northcoast Research Partners LLC Robert Jarrett Lilien, President & Chief Operating Officer, Great. If I can follow-up there and I'm sure AUM is WisdomTree, Inc. the easiest way to measure s

  48. Slide 48: After Two Years of No Real Results, The Sell Side Community Remains Skeptical

    After Two Years of No Real Results, The Sell Side Community Remains Skeptical “Except for expenses, our model does not assume any revenue from WT Prime. We remain skeptical of any material near-term revenue "still don't have any significant numbers on the "New digital asset initiatives could create

  49. Slide 49: Appendix: WisdomTree ETF Business Performance versus Competitors

    Appendix: WisdomTree ETF Business Performance versus Competitors

  50. Slide 50: WisdomTree's Global ETF Ranking Has Deteriorated According to Its 10-K Disclosures

    WisdomTree’s Global ETF Ranking Has Deteriorated According to Its 10-K Disclosures Global ETP Rankings: 2017 10-K Global ETP Rankings: 2023 10-K Source: Morningstar Source: Morningstar Source: WisdomTree 10-K filings 50

  51. Slide 51: Case Study: WisdomTree Needs a Better-Balanced Portfolio

    Case Study: WisdomTree Needs a Better-Balanced Portfolio AUM Distribution of WT ETF Products AUM Distribution of GlobalX ETF Products (Total AUM: $105B) (Total AUM: $56B) Source: WisdomTree; based on monthly AUM data on WisdomTree’s website Source: Based on AUM data on GlobalX website 51

  52. Slide 52: Case Study: WT's Gold ETF has Underperformed its Key Competitors

    Case Study: WT’s Gold ETF has Underperformed its Key Competitors • WT’s lack of focus on the core ETF business is reflected in its failure to maintain and grow AUM for the gold-related ETFs • Since 2019, key competitors have either increased their gold-related AUM or maintained their standing. WT is

  53. Slide 53: Appendix: Why BlackRock Is a Good Comparable for WisdomTree

    Appendix: Why BlackRock Is a Good Comparable for WisdomTree

  54. Slide 54: Peer Valuation: BlackRock is the Only Publicly Listed Relevant Peer for WisdomTree

    Peer Valuation: BlackRock is the Only Publicly Listed Relevant Peer for WisdomTree In our View In USD Billions. In USD Millions. Total AUM: $10T Total Revenue: $17,859 Cash AUM 2023 Revenue • BlackRock offers managed management models, similar to model 8% portfolios offered by WisdomTree* • ETF Reve

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