UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act
Item 2.02. Results of Operations and Financial Condition.
On November 12, 2021, P10, Inc. issued a press release and detailed presentation announcing its financial results for the third fiscal quarter ended September 30, 2021. A copy of the press release and presentation are furnished as Exhibit 99.1 to this Current Report on Form 8-K and are incorporated by reference into this Item 2.02 as if fully set forth herein.
The information included in, or furnished with, this report shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit No. | Description | |
| 99.1 | Press Release of P10, Inc., dated November 12, 2021 | |
| 104 | Cover Page Interactive Data File (formatted as inline XBRL) | |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| P10, INC. | ||||||
| Date: November 12, 2021 | By: | /s/ Amanda Coussens | ||||
| Amanda Coussens | ||||||
| Chief Financial Officer | ||||||
Exhibit 99.1
PRESS RELEASE
P10 Reports Third Quarter 2021 Results
Record Results Driven by 122% Increase in Year-Over-Year Fee Paying Assets Under
Management
Dallas, Texas – November 12, 2021 – P10, Inc. (NYSE: PX), a leading private markets solutions provider, today reported financial results for the third quarter ended September 30, 2021.
Third Quarter 2021 Financial Highlights:
| • | Fee Paying Assets Under Management: $16.3 billion as of the end of the quarter, a 122% increase year-over-year |
| • | Revenue: $38.1 million for the quarter, a 148% increase year-over-year |
| • | Net Income: $4.1 million for the quarter, a $4 million increase year-over-year |
| • | Net Income attributable to P10: $3.6 million for the quarter, a $3.7 million increase year-over-year |
| • | Adjusted EBITDA: $21.8 million for the quarter, a 148% increase year-over-year |
| • | Adjusted Net Income: $16.2 million for the quarter, a 146% increase year-over-year |
| • | Earnings Per Share: Fully diluted GAAP EPS is $.04 for the quarter |
Robert Alpert, Chairman and Co-CEO, and Co-CEO Clark Webb said, “P10 delivered solid financial results driven by strong demand for our portfolio of best-in-class private markets solutions. We uplisted to the New York Stock Exchange in October and completed an offering that strengthens our balance sheet and improves our market position.”
A presentation of the third quarter financials may be accessed HERE and is available on the Company’s website.
Conference Call Details:
The company will host a conference call at 8:30 a.m. Eastern Time on Friday, November 12, 2021. The call will be webcast live and may be accessed HERE.
All participants joining by telephone should dial one of the following numbers, followed by the Participant Code provided:
| United States: | 1-646-904-5544 or 1-844-200-6205 | |
| Canada: | 1-226-828-7575 | |
| All other locations: | 1-929-526-1599 | |
| Participant Code: | 914613 | |
For those unable to participate in the live call, a replay will be made available on P10’s investor relations page at www.P10alts.com.
About P10
P10 is a leading multi-asset class private markets solutions provider in the alternative asset management industry. P10’s mission is to provide its investors differentiated access to a broad set of investment solutions that address their diverse investment needs within private markets. As of September 30, 2021, P10 has a global investor base of over 2,400 investors across 46 states, 29 countries and six continents, which includes some of the world’s largest pension funds, endowments, foundations, corporate pensions and financial institutions. Visit www.p10alts.com.
Forward Looking Statements
Some of the statements in this release may constitute “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, Section 21E of the Securities Exchange Act of 1934 and the Private Securities Litigation Reform Act of 1995. Words such as “will,” “expect,” “believe,” “estimate,” “continue,” “anticipate,” “intend,” “plan” and similar expressions are intended to identify these forward-looking statements. Forward-looking statements discuss management’s current expectations and projections relating to our financial position, results of operations, plans, objectives, future performance and business. The inclusion of any forward-looking information in this release should not be regarded as a representation that the future plans, estimates or expectations contemplated will be achieved. Forward-looking statements are subject to various risks, uncertainties and assumptions. Forward-looking statements reflect management’s current plans, estimates and expectations and are inherently uncertain. All forward-looking statements are subject to known and unknown risks, uncertainties and other important factors that may cause actual results to be materially different, including risks relating to: global and domestic market and business conditions; successful execution of business and growth strategies and regulatory factors relevant to our business; changes in our tax status; our ability to maintain our fee structure; our ability to attract and retain key employees; our ability to manage our obligations under our debt agreements; as well as assumptions relating to our operations, financial results, financial condition, business prospects, growth strategy; and our ability to manage the effects of events outside of our control.
The foregoing list of factors is not exhaustive. For more information regarding these risks and uncertainties as well as additional risks that we face, you should refer to the “Risk Factors” included in our prospectus dated October 20, 2021, filed with the U.S. Securities and Exchange Commission (“SEC”) on October 22, 2021, and in our quarterly report on Form 10-Q to be filed with the SEC, and in our subsequent reports filed from time to time with the Securities and Exchange Commission. The forward-looking statements included in this release are made only as of the date hereof. We undertake no obligation to update or revise any forward-looking statement as a result of new information or future events, except as otherwise required by law.
Use of Non-GAAP Financial Measures by P10, Inc.
The non-GAAP financial measures contained in this press release (including, without limitation, Adjusted EBITDA, Adjusted Net Income and fee-paying assets under management) are not GAAP measures of the Company’s financial performance or liquidity and should not be considered as alternatives to net income (loss) as a measure of financial performance or cash flows from operations as measures of liquidity, or any other performance measure derived in accordance with GAAP. A reconciliation of such non-GAAP measures is included in the presentation of the third quarter financials. The Company believes the presentation of these non-GAAP measures provide useful additional information to investors because it provides better comparability of ongoing operating performance to prior periods. It is reasonable to expect that one or more excluded items will occur in future periods, but the amounts recognized can vary significantly from period to period. Adjusted EBITDA and adjusted net income should not be considered substitutes for net income or cash flows from operating, investing, or financing activities. Fee paying assets under management reflects the assets from which we earn management and advisory fees. Our vehicles typically earn management and advisory fees based on committed capital, and in certain cases, net invested capital, depending on the fee terms. Management and advisory fees based on committed capital are not affected by market appreciation or depreciation. You are encouraged to evaluate each adjustment to non-GAAP financial measures and the reasons management considers it appropriate for supplemental analysis. Our presentation of these measures should not be construed as an inference that our future results will be unaffected by unusual or non-recurring items.
Ownership Limitations
P10’s Certificate of Incorporation contains certain provisions for the protection of tax benefits relating to P10’s net operating losses. Such provisions generally void transfers of shares that would result in the creation of a new 4.99% shareholder or result in an existing 4.99% shareholder acquiring additional shares of P10.
P10 Press and Investor Contact:
info@p10alts.com
Third Quarter 2021 Results Earnings Presentation - November 12, 2021
Legal Disclaimer Forward-Looking Statements Some of the statements in this presentation may constitute forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, Section 21E of the Securities Exchange Act of 1934 and the Private Securities Litigation Reform Act of 1995. Words such as will, expect, believe, estimate, continue, anticipate, intend, plan and similar expressions are intended to identify these forward-looking statements. Forward-lookingstatementsdiscuss management's current expectations and projections relating to our financial position, results of operations, plans, objectives, future performance and business. The inclusion of any forward-looking information in this release should not be regarded as a representation that the future plans, estimates or expectations contemplated will be achieved. Forward-looking statements are subject to various risks, uncertainties and assumptions. Forward-looking statements reflect management’s current plans, estimates and expectations and are inherently uncertain. All forward-looking statements are subject to known and unknown risks, uncertainties and other important factors that may cause actual results to be materially different, including risks relating to: global and domestic market and business conditions; successful execution of business and growth strategies and regulatory factors relevant to our business; changes in our tax status; our ability to maintain our fee structure; our ability to attract and retain key employees; our ability to manage our obligations under our debt agreements; as well as assumptions relating to our operations, financial results, financial condition, business prospects, growth strategy; and our ability to manage the effects of events outside of our control. The foregoing list of factors is not exhaustive. For more information regarding these risks and uncertainties as well as additional risks that we face, you should refer to the “Risk Factors” included in our prospectus dated October 20, 2021, filed with the U.S. Securities and Exchange Commission (“SEC”) on October 22, 2021, and in our quarterly report on Form 10-Q to be filed with the SEC, and in our subsequent reports filed from time to time with the Securities and Exchange Commission. The forward-looking statements included in this releaseare madeonly as of thedatehereof. We undertakenoobligationtoupdate or revise any forward-looking statement as a result of new information or future events, except as otherwise required by law. Use of Non-GAAP Financial Measures by P10, Inc. The non-GAAP financial measures contained in this presentation (including, without limitation, Adjusted EBITDA, Adjusted Net Income and fee-paying assets under management are not GAAP measures of the Company’s financial performance or liquidity and should not be considered as alternatives to net income (loss) as a measure of financial performance or cash flows from operations as measures of liquidity, or any other performance measure derived in accordance with GAAP. A reconciliation of such non-GAAP measures to their most directly comparable GAAP measure is included below. The Company believes the presentation of these non-GAAP measures provide useful additional information to investors because it provides better comparability of ongoing operating performance to prior periods. It is reasonable to expect that one or more excluded items will occur in future periods, but the amounts recognized can vary significantly from period to period. Adjusted EBITDA and adjusted net income should not be considered substitutes for net income or cash flows from operating, investing, or financing activities. Fee paying assets under management reflects the assets from which we earn management and advisory fees. Our vehicles typically earn management and advisory fees based on committed capital, and in certain cases, net invested capital, depending on the fee terms. Management and advisory fees based on committed capital are not affected by market appreciation or depreciation. You are encouraged to evaluate each adjustment to non-GAAP financial measures and the reasons management considers it appropriate for supplemental analysis. Our presentation of these measures should not be construed as an inference that our future results will be unaffected by unusual or non-recurring items. 2 Third Quarter 2021 Results
Today’s Presenters Robert Alpert Fritz Souder C. Clark Webb Co-CEO and Chairman COO Co-CEO Amanda Coussens Mark Hood CFO and CCO Director of Investor Relations 3 Third Quarter 2021 Results
Third Quarter 2021 Highlights Strong FPAUM growth drives record financial performance ì Fee paying assets under management (FPAUM) were $16.3Bn, an increase of 122% compared to September 30, 2020 Three Months Ended Nine Months Ended Financial Results ($ in Millions) September 30, 2021 September 30, 2020 September 30, 2021 September 30, 2020 Q3'21 vs Q3'20 YTD'21 vs YTD'20 Actual FPAUM ($Bn) $ 16.3 $ 7.3 $ 16.3 $ 7.3 122% 122% (1) $ 16.3 $ 12.8 $ 16.3 $ 12.8 27% 27% Pro Forma FPAUM ($Bn) GAAP Financial Metrics Revenue $ 38.1 $ 15.4 $ 104.9 $ 42.7 148% 146% Operating Expenses $ 27.1 $ 13.2 $ 76.7 $ 33.8 106% 127% Financial GAAP Net Income $ 4.1 $ 0.1 $ 9.3 $ 3.2 N/A 191% Fully Diluted GAAP EPS $ 0.04 $ 0.00 $ 0.08 $ 0.04 N/A 113% Non-GAAP Financial Metrics GAAP Revenue $ 38.1 $ 15.4 $ 104.9 $ 42.7 148% 146% (2) Adjusted EBITDA $ 21.8 $ 8.8 $ 56.8 $ 22.5 148% 152% Adjusted EBITDA Margin 57% 57% 54% 53% (2) Adjusted Net Income $ 16.2 $ 6.6 $ 40.9 $ 15.4 146% 165% (3) $ 0.15 $ 0.09 $ 0.37 $ 0.20 72% 90% Fully Diluted ANI EPS Notes: 1. FPAUM on a pro forma basis assumes the acquisitions of Five Points, TrueBridge, Enhanced, Bonaccord, and Hark were completed as of January 1, 2020. 2. Adjusted EBITDA and Adjusted Net Income are non-GAAP financial measures. Please refer to page 16 for a reconciliation of non-GAAP to GAAP measures. 3. ANI EPS Calculations include the total of all common shares, stock options under the treasury stock method, and the redeemable non-controlling interests of P10 Intermediate converted to Class B stock as of each period presented. 4 Third Quarter 2021 Results
Third Quarter 2021 Highlights ì Fee paying assets under management (FPAUM) were $16.3Bn, an increase of $8.9Bn, or 122%, compared to September 30, 2020, actuals (1) ì Organic FPAUM grew by $3.5Bn, or 27%, when compared to September 30, 2020, pro forma FPAUM Key Business Drivers ì Q3 organic growth was driven by 14 funds that were active in the market fundraising and deploying capital ì FPAUM inorganic growth in Q3 was attributable to Bonaccord and Hark acquisitions on September 30, 2021, that contributed an additional $900M+ in FPAUM to P10 ì On October 21, 2021, P10 uplisted to the NYSE and began trading under the ticker PX ì Investors purchased 20.0 million Class A shares at $12 per share Capital (2) ì Net proceeds to the Company were $129M , of which, $99M was used to pay down debt. As of (3) Markets September 30, 2021, the Company has $319M of outstanding debt and net debt of $297M ì All per share metrics throughout this presentation have been retrospectively adjusted to reflect the 0.7 for 1 share reverse split that took place on October 20, 2021 Notes: 1. Organic FPAUM is calculated on a pro forma basis assuming the acquisitions of Five Points, TrueBridge, Enhanced, Bonaccord, and Hark were completed as of January 1, 2020. 2. Net proceeds includes only the issuance of 11.5M shares in the primary offering and excludes the 8.5M shares sold by selling shareholders in the secondary offering. 3. The $319M of outstanding debt includes $3M of deferred financing costs that are shown net on the Balance Sheet as of September 30, 2021, on page 17 of this presentation. Net debt is outstanding debt of $319M less $22M of cash and cash equivalents as of September 30, 2021. 5 Third Quarter 2021 Results
Third Quarter 2021 Highlights ì September 30, 2021: Acquired Bonaccord Capital Partners. Bonaccord acquires minority equity investments in a diversified portfolio of alternative markets asset managers with a focus on mid-sized managers across private equity, private credit and real assets. Bonaccord, founded in 2017, a leader in the GP stakes market, brings one investment vehicle and seven investment professionalsto Acquisitions & P10 Strategic Relationships ì September 30, 2021: Acquired Hark Capital. Hark provides loans to mid-life private equity, growth equity, venture and other funds. These loans are backed by the unrealized investments at the fund level and provide financing for companies that would otherwise require equity. Hark, founded in 2012, brings two investment vehicles and five investment professionals to P10 ì September 27, 2021: P10 appointed Edwin Poston, a Managing Partner and Co-Founder of TrueBridge Capital and Head of P10 Venture Solutions, to the board of directors. P10 appointed Scott Gwilliam, Corporate Managing Partner and Co-Founder of Keystone Capital, as an independent director Governance ì August 12, 2021: P10 appointed Travis Barnes, Global Head of Financial Sponsors Group and Sustainable and Impact Banking at Barclays PLC, as an independent director 6 Third Quarter 2021 Results
Preeminent Investment Teams Delivering Best-in-Class Performance (1) Superior Track Record Across a Broad Range of Portfolio Solutions RCP Performance Fund Vintage Fund Size ($M) Called Capital Net IRR Net ROIC Fund Vintage Fund Size ($M) Called Capital Net IRR Net ROIC Fund-of-Funds (as of 6/30/21) Fund-of-Funds (as of 6/30/21) Fund I 2007 $311 93% 14.2% 3.1x Fund I 2003 $92 105% 14.1% 1.8x Fund II 2010 $342 83% 23.6% 5.5x Fund II 2005 $140 109% 8.2% 1.5x Fund III 2013 $409 92% 23.9% 3.5x Fund III 2006 $225 107% 6.8% 1.4x Fund IV 2015 $408 91% 42.3% 3.4x Fund IV 2007 $265 110% 14.4% 2.0x Fund V 2017 $460 79% 58.1% 2.1x Fund V 2008 $355 121% 13.4% 1.7x Fund VI 2019 $608 36% - - Direct Investment Funds (as of 6/30/21) Fund VI 2009 $285 114% 15.9% 2.0x Direct Fund I 2015 $125 95% 41.0% 3.1x Fund VII 2011 $300 109% 18.1% 2.1x Direct Fund II 2019 $196 78% 53.7% 1.4x 2012 Fund VIII $268 110% 20.2% 2.0x Fund IX 2014 $350 103% 19.3% 1.8x Fund X 2015 $332 101% 17.1% 1.5x SEF 2017 $179 73% 23.4% 1.6x Fund Vintage Fund Size ($M) Called Capital Net IRR Net ROIC Fund XI 2017 $315 78% 24.4% 1.6x Equity Funds (as of 6/30/21) Fund XII 2018 $382 69% 17.4% 1.3x Fund I 1998 $101 94% 12.7% 2.1x Fund XIII 2019 $397 38% - - Fund II 2007 $152 99% 12.6% 1.7x Fund XIV 2020 $394 16% - - Fund III 2013 $230 92% 22.7% 2.1x SEF II 2020 $123 7% -- Fund IV 2019 $230 18% - - Credit Funds (as of 6/30/21) Fund XV 2021 $435 6% - - Fund I 2006 $162 93% 12.2% 2.0x Fund XVI 2022 $52 0% - - Fund II 2011 $227 100% 7.6% 1.6x Secondary Funds (as of 6/30/21) Fund III 2016 $289 74% 14.7% 1.4x SOF I 2009 $264 112% 22.0% 1.8x Fund IV 2021 $87 3% - - SOF II 2013 $425 108% 11.6% 1.3x SOF III 2018 $400 54% 70.2% 1.8x SOF III Overage 2020 $87 13% 235.3% 2.2x Co-Investment Funds (as of 6/30/21) Direct I 2010 $109 82% 37.9% 3.0x Fund Vintage Invested ($M) Called Capital Net IRR Net ROIC Direct II 2014 $250 86% 28.6% 2.5x Impact Funds (as of 6/30/21) Direct III 2018 $385 73% 25.0% 1.3x 2 Impact Credit - $591 - 7.4% 1.2x Direct IV 2021 $102 1% - - 3 4,5 Impact Equity - $408 - 20%+ 1.2x Notes: 1. See performance disclosure notes starting on page 22. 7 Third Quarter 2021 Results
Fee Paying Assets Under Management SECTION 7 Third Quarter 2021 Results
FPAUM and Average Fee Rate Detail Robust Organic FPAUM Growth and Stable, Attractive Fee Rates (1) (2) Organic FPAUM Growth Average Fee Rate (Bps) ($Bn) Average 2020PF-Q3’21A Fee Rate: 100bps Average Fee Rates are Stable and Consistent Across Vehicles and Fund Structures 18% CAGR 30% CAGR 101 100 99 98 16.3 15.1 13.9 13.4 11.9 9.6 2020PF Q1'21A Q2'21A Q3'21A 2018PF 2019PF 2020PF Q1'21 PF Q2'21 PF Q3'21 A Average Organic FPAUM 15.2 12.1 12.9 13.6 24% 12% 4% 9% 8% FPAUM (Bn) Growth Notes: 1. Organic FPAUM is calculated on a pro forma basis assuming the acquisitions of Five Points, TrueBridge, Enhanced, Bonaccord, and Hark were completed as of January 1, 2018. 2. The average fee rates shown in the graph to the right for all 2021 values are calculated as actual average FPAUM as a quotient of actual revenue. FY 2020 numbers were calculated on a pro forma basis, inclusive of Five Points, TrueBridge, and Enhanced FPAUM and revenue for the full year. 9 Third Quarter 2021 Results
(1) Organic Fee-Paying AUM Growth Model Long-Term Contractually Locked Up Funds Ensure Highly Sticky FPAUM Base 0.4 16.3 2.8 (0.3) 0.6 13.4 1.2 (0.3) 11.9 Dec-19 PF Raised Deployed Stepdowns Dec-20 PF Raised Deployed Stepdowns Sep-21 A Expirations Expirations NAV NAV Breakdown of FPAUM Flows Description Description Increase / Decrease Impact Increase / Decrease Impact Represents new commitments to funds that Scheduled Fee Base Contractual reduction in fee base – timing Capital Raised (3) earn fees on a committed capital fee base known at outset of vehicle launch. Most Stepdowns vehicles do not change the charging basis from committed to invested capital upon In certain vehicles, fees are based on capital Capital Deployed stepdown deployed, as such increasing FPAUM Decreases in FPAUM due to fund expirations NAV change consists primarily of the impact (3) Fee Period Expirations (2) NAV Change of market value appreciation (depreciation) from vehicles that earn fees on a NAV basis. Notes: 1. Organic FPAUM is calculated on a pro forma basis assuming the acquisitions of Five Points, TrueBridge, Enhanced, Bonaccord, and Hark were completed as of January 1, 2019. 2. NAV change impact on P10’s overall FPAUM is de minimis and relates to only one vehicle. For simplicity, the NAV Change impact on FPAUM is grouped with the Stepdown and Expiration amounts (the NAV Change in FY 2020 and YTD 2021 was -$4M and $8M, respectively. 3. Decreases in FPAUM from Fee Based Stepdowns and Expirations are combined with NAV Changes in the above graph. FY 2020 Stepdowns and Expirations were -$230M and -$44M, respectively. YTD Stepdowns and Expirations were -$241M and -$61M, respectively. 10 Third Quarter 2021 Results
Premier Private Markets Solutions Provider Exceptionally Well-Positioned in the Private Markets Ecosystem Private Markets Ecosystem We are a specialized private market solutions provider. As LPs entrust us with capital, we strengthen our relationships with high performing, difficult to access fund managers. These relationships drive additional investment opportunities, source more data, enable portfolio optimization, enhance returns, and in turn, attract new LPs. Our position within the private markets ecosystem is reinforced by our synergistic multi-asset class solutions extracting sourcing opportunities from our vast network of GPs and portfolio companies. GP Primary Solutions GP Limited Partners (LPs) GP Public Pensions Endowments & Foundations Family Offices Corporate Pensions Direct & Co-Investments GP GP GP High Net Worth Financial Institutions GP Wealth Managers Sovereign Wealth Funds GP Secondary Investments GP GP Large, Global, High Quality LP Base of 2,400+ Proprietary Database and Analytics Platform Supported Synergistic Multi-Asset Class Private Market Solutions Institutional and High Net Worth Investors by Seasoned Team of 91 Investment Professionals Network of 220+ GPs Driving Cross-Solution Sourcing Opportunities 11 Third Quarter 2021 Results
Premier Private Markets Solutions Provider (1) Comprehensive Suite of Private Market Vehicles Primary Direct and Secondary Solutions Co-Investments Investments • Private Equity • Private Equity • Private Equity • Venture Capital • Venture Capital • Private Credit • Impact Investing • Invests in diversified portfolio of funds across • Direct and Co-investments alongside leading GPs • Secondary purchaser of LP interests in private asset classes with defined investment equity funds • Invests in secured unitrache, second lien, strategies mezzanine loans and equity • Focused exclusively on lower middle market private equity funds • GP Stakes • Provides instant fund diversification to investors • Extensive built-in network of fund managers results in • Ability to purchase interests at a discount significant actionable deal flow • Differentiated access to relationship-driven VC • Leverages RCP’s position in the private equity and lower middle market sectors • Deals sourced from GP relationships and trusted ecosystem advisors with preferred economic terms • Specialized underwriting skills and expertise to • Ability to leverage extensive fund manager select best managers • Ability to leverage extensive fund manager diligence diligence and insights as part of investment and insights as part of investment selection process selection process • Offered in both commingled investment vehicles and customized separate accounts • Well-diversified portfolio across industry, sponsor and • Shorter holding period and earlier cash returns geography • Robust database and analytics platform • Countercyclical nature • Offered in both commingled investment vehicles and • Reduced blind pool risk customized separate accounts • Offered through commingled investment • Robust database and analytics platform vehicles • Robust database and analytics platform (2) FPAUM $10.1Bn $5.0Bn $1.2Bn ($Bn) Notes: 1. Any discussion in this Presentation of past, committed to, or potential transactions should not be relied upon as any indication of future deal flow. There can be no assurance that any potential transactions described herein will be consummated. Diversification does not guarantee a profit or protect against a loss in declining markets. 2. FPAUM as of September 30, 2021. 12 Third Quarter 2021 Results Value Structure Asset Proposition Description Classes
Fee Paying Assets Under Management Across Diversified Vehicles Multi-Asset Investment Platform with Strong Organic Growth Key Metrics Diversified Base and Growth Across Vehicles FPAUM Composition Primary Solutions (As of Q3’21) $10.1Bn 28% Primary Solutions 62% FPAUM as of Q3’21 Organic FPAUM CAGR Total Q4’20 PF – Q3’21 A FPAUM Direct & Co-Investments 31% $16.3Bn Primary Solutions Secondary Investments 7% $5.0Bn 29% (1) Organic FPAUM Growth FPAUM as of Q3’21 Organic FPAUM CAGR (From 2020PF to Q3’21) Q4’20 PF – Q3’21 A Primary Solutions Total Primary Solutions 62% FPAUM $1.2Bn 53% Direct & Co-Investments 31% Growth FPAUM as of Q3’21 Organic FPAUM CAGR $2.9Bn Secondary Investments 7% Q4’20 PF – Q3’21 A Notes: 1. Organic FPAUM is calculated on a pro forma basis assuming the acquisitions of Five Points, TrueBridge, Enhanced, Bonaccord, and Hark were completed as of January 1, 2020. Third Quarter 2021 Results 13
Financial Highlights SECTION 2 Third Quarter 2021 Results
Consolidated Statements of Operations (unaudited) Three Months Ended Nine Months Ended (Dollars in thousands except share and per share amounts) September 30, 2021 September 30, 2020 September 30, 2021 September 30, 2020 Q3'21 vs Q3'20 YTD'21 vs YTD'20 Revenues Management and advisory fees $ 37,939 $ 15,222 $ 104,029 $ 41,821 149% 149% Other revenue 206 159 872 861 30% 1% Total revenues 38,145 15,381 104,901 42,682 148% 146% Operating Expenses Compensation and benefits 14,009 5,918 38,119 15,818 137% 141% Professional fees 2,595 2,627 7,856 5,177 -1% 52% General, administrative and other 3,019 1,068 8,310 3,160 183% 163% Amortization of intangibles 7,484 3,572 22,452 9,606 110% 134% Total operating expenses 27,107 13,185 76,737 33,761 106% 127% Income From Operations 11,038 2,196 28,164 8,921 403% 216% Other (Expense)/Income Interest expense implied on notes payable to sellers ( 223) (216) (657) (771) 3% -15% Interest expense, net (5,261) (2,089) (15,761) (6,498) 152% 143% Other income/(expense) 283 (1) 668 21 N/A N/A Total other (expense)/income (5,201) (2,306) (15,750) (7,248) 126% 117% Net income (loss) before income taxes 5,837 (110) 12,414 1,673 N/A 642% Income tax (expense)/benefit (1,759) 175 (3,154) 1,513 N/A N/A Net Income 4,078 6 5 9,260 3,186 N/A 191% Less: preferred dividends attributable to redeemable (49 4) (153) (1,483) (306) 223% 385% noncontrolling interest Net Income Attributable to P10 $ 3,584 $ (88) $ 7,777 $ 2,880 N/A 170% Earnings per share Basic earnings per share $ 0.06 $ (0.00) $ 0.12 $ 0.05 N/A 170% Diluted earnings per share $ 0.04 $ (0.00) $ 0.08 $ 0.04 N/A 109% Weighted average shares outstanding, basic 62,464 62,464 62,464 62,464 Weighted average shares outstanding, diluted 66,787 62,464 66,702 64,442 15 Third Quarter 2021 Results
Non-GAAP Financial Measures (unaudited) Three Months Ended Nine Months Ended September 30, 2021 September 30, 2020 September 30, 2021 September 30, 2020 (Dollars in thousands except share and per share amounts) Q3'21 vs Q3'20 YTD'21 vs YTD'20 GAAP Net Income $ 4,078 $ 65 $ 9,260 $ 3,186 N/A 191% Add back (Subtract): Depreciation & Amortization 7,553 3,579 22,654 9,627 111% 135% Interest expense, net 5,484 2,325 16,418 7,269 136% 126% Income tax provision (benefit) 1,759 (175) 3,154 (1,513) N/A N/A Non-Recurring Transaction Fees 2,422 2,800 3,833 3,412 -14% 12% Non-cash stock based compensation 461 187 1,452 522 146% 178% Adjusted EBITDA 21,757 8,781 56,771 22,503 148% 152% Less: Cash interest expense, net (4,555) (1,529) (13,712) (6,172) 198% 122% Cash income taxes, net of tax paid related to acquisitions (1,046) (689) (2,192) (938) 52% 134% Adjusted Net Income 16,156 6,563 40,867 15,393 146% 165% ANI Earnings per Share Shares outstanding 62,464 62,464 62,464 62,464 Diluted Shares outstanding 109,979 76,724 109,893 78,701 ANI per share $ 0.26 $ 0.11 $ 0.65 $ 0.25 146% 165% Diluted ANI per share $ 0.15 $ 0.09 $ 0.37 $ 0.20 72% 90% • The cost of financing our business, Above is a calculation of our unaudited non-GAAP financial measures. These are not measures of financial performance under GAAP and should not be construed as a substitute for the most directly • Non-Recurring Transaction Fees include the following: comparable GAAP measures, which are reconciled below. These measures have limitations as • Acquisition-related expenses which reflects the actual costs incurred during the period for the analytical tools, and when assessing our operating performance, you should not consider these acquisition of new businesses, which primarily consists of fees for professional services measures in isolation or as a substitute for GAAP measures. Other companies may calculate these including legal, accounting, and advisory, measures differently than we do, limiting their usefulness as a comparative measure. • Registration-related expenses includes professional services associated with our prospectus We use Adjusted Net Income, or ANI, as well as Adjusted EBITDA (Earnings Before Interest, Taxes, process incurred during the period, and does not reflect expected regulatory, compliance, Depreciation and Amortization) to provide additional measures of profitability. We use the measures and other costs associated with which may be incurred subsequent to our Initial Public to assess our performance relative to our intended strategies, expected patterns of profitability, and Offering, and budgets, and use the results of that assessment to adjust our future activities to the extent we deem necessary. ANI reflects our actual cash flows generated by our core operations. ANI is calculated as • The effects of income taxes. Adjusted EBITDA, less actual cash paid for interest and federal and state income taxes. Adjusted Net Income reflects the cash payments made for interest, which differs significantly from In order to compute Adjusted EBITDA, we adjust our GAAP Net Income for the following items: total interest expense that includes non-cash interest on the non-interest-bearing Seller Notes related to our acquisitions of RCP 2 and RCP 3. Similarly, the cash income taxes paid during the • Expenses that typically do not require us to pay them in cash in the current period (such as periods is significantly lower than the net income tax benefit, which is primarily comprised of deferred depreciation, amortization and stock-based compensation) [continued in next column] tax expense. 16 Third Quarter 2021 Results
Consolidated Balance Sheets September 30, 2021 December 31, 2020 (Dollars in thousands except share amounts) (unaudited) Assets Cash and cash equivalents $ 21,656 $ 11,773 Restricted cash 6,421 1,010 Accounts receivable 7,656 2,494 Due from related parties 5,885 2,667 Investment in unconsolidated subsidiaries 1,977 2,158 Prepaid expenses and other assets 3,355 3,368 Property and equipment, net 1,000 1,124 Right-of-use assets 7,095 6,491 Deferred tax assets, net 35,494 37,621 Intangibles, net 136,306 143,738 Goodwill 417,401 369,982 Total assets $ 644,246 $ 582,426 Liabilities And Stockholders' Equity Liabilities Accounts payable $ 1,260 $ 1,103 Accrued expenses 12,040 12,505 Due to related parties 1,650 2,200 Other liabilities 6,419 254 Contingent consideration 19,160 - Deferred revenues 11,802 10,347 Lease liabilities 8,126 7,682 Debt obligations 315,517 290,055 Total liabilities 375,974 324,146 Commitments And Contingencies (Note 11) Redeemable Noncontrolling Interest 199,202 198,439 Stockholders' Equity Common stock - $0.001 par value; 110,000,000 and 110,000,000 shares authorized, respectively; 62,587,823 and 62,587,823 63 63 issued, respectively; 62,464,371 and 62,464,371 outstanding, respectively Treasury stock (273) (273) Additional paid-in-capital 325,762 324,310 Accumulated deficit (256,482) (264,259) Total stockholders' equity 69,070 59,841 Total Liabilities And Stockholders' Equity $ 644,246 $ 582,426 17 Third Quarter 2021 Results
Consolidated Cash Flows (unaudited) Nine Months Ended September 30, 2021 September 30, 2020 (Dollars in thousands) Cash Flows From Operating Activities Net income 9,260 3,186 Adjustments to reconcile net income to net cash provided by operating activities: Stock-based compensation 1,452 522 Incentive compensation 1,396 - Depreciation expense 202 21 Amortization of intangibles 22,452 9,606 Amortization of debt issuance costs and debt discount 2,798 1,315 Income from unconsolidated subsidiaries (781) - (Benefit)/expense for deferred tax 2,127 (3,213) Change in operating assets and liabilities: Accounts receivable (5,163) 550 Due from related parties (273) 173 Prepaid expenses and other assets 14 (797) Right-of-use assets 1,219 878 Accounts payable 157 3,682 Accrued expenses 152 966 Due to related parties (550) - Other liabilities 6,165 (125) Deferred revenues 1,455 477 Lease liabilities (1,379) (949) Net cash provided by operating activities 40,703 16,292 Cash Flows From Investing Activities Acquisitions, net of cash acquired (46,195) (46,640) Payments of contingent consideration (518) - Purchase of intangible assets (30) Investments in unconsolidated subsidiaries (2,638) - Proceeds from investments in unconsolidated subsidiaries 3,600 - Post-closing payments related to acquistions (1,519) (125) Purchases of property and equipment (78) (14) Net cash used in investing activities (47,378) (46,779) Cash Flows From Financing Activities Issuance of redeemable noncontrolling interests - 31,000 Borrowings on debt obligations 35,952 - Repayments on debt obligations (12,321) (2,582) Payment of preferred stock dividend (720) - Debt issuance costs (942) (470) Net cash provided by financing activities 21,969 27,948 Net change in cash and cash equivalents and restricted cash 15,294 (2,539) Cash And Cash Equivalents And Restricted Cash, Beginning of Period 12,783 19,462 Cash And Cash Equivalents And Restricted Cash, End of Period 28,077 16,923 18 Third Quarter 2021 Results
Tax Assets Combination of Intangible Assets, Goodwill, and NOLs Generating Sustained, Long-Term Tax Benefits Long-Term Tax Benefits Commentary Tax Assets (Projected Dec-21) ìTax basis intangible assets and tax-deductible goodwill – which are more than half of our tax assets – are available to reduce federal income tax ratably over the next fifteen years $208M Federal (1) NOLs ìManagement plans to pursue disciplined growth through acquisitions, which creates a step-up in basis that will likely generate additional intangibles and goodwill amortization Tax Assets that provides an additional federal and state tax deduction over fifteen years ~$518M ìFederal NOLs are generally expected to be fully utilized $310M before expiration. Goodwill & Intangibles Remaining Tax ìWith annual tax amortization and the use of the remaining (2) Amortization NOL balance, the Company anticipates federal taxable (3) income at $0 for several years Notes: 1. The $208M of remaining federal NOLs equals the projected balance of federal NOLs after utilization of NOLs in 2021. 2. Goodwill and intangibles remaining tax amortization is the goodwill and intangibles balance net of tax amortization deducted from inception through September 30, 2021. 3. While we anticipate $0 of federal taxable income for several years, we will have some state and local income taxes. 19 Third Quarter 2021 Results
Compelling Value Proposition Premier, specialized private markets solutions provider operating in large and growing markets with increasing investor allocations Highly recurring revenue composed almost entirely of management and advisory fees earned primarily on committed capital from long-term, contractually locked up funds Strong investment performance across private markets driven by experience, investment process and data advantage supporting the ability to grow and attract future funds Attractive and growing revenue base with highly recurring and well diversified revenue and strong margins Exceptional management team with aligned incentives, proven M&A track record, supported by deep bench of investment talent 20 Third Quarter 2021 Results
Key Terms & Supplemental Information Below is a description of our unaudited non-GAAP financial measures. These are not measures of financial performance under GAAP and should not be construed as a substitute for the most directly comparable GAAP measures. These measures have limitations as analytical tools, and when assessing our operating performance, you should not consider these measures in isolation or as a substitute for GAAP measures. Other companies may calculate these measures differently than we do, limiting their usefulness as a comparative measure. Fee Paying Assets Under Management (FPAUM): FPAUM reflects the assets from which we earn management and advisory fees. Our vehicles typically earn management and advisory fees based on committed capital, and in certain cases, net invested capital, depending on the fee terms. Management and advisory fees based on committed capital are not affected by market appreciation or depreciation. Adjusted EBITDA: In order to compute Adjusted EBITDA, we adjust our GAAP net income for the following items: • Expenses that typically do not require us to pay them in cash in the current period (such as depreciation, amortization and stock-based compensation); • The cost of financing our business; • Acquisition-related expenses which reflects the actual costs incurred during the period for the acquisition of new businesses, which primarily consists of fees for professional services including legal, accounting, and advisory, as well as bonuses paid to employees directly related to the acquisition; • Registration-related expenses includes professional services associated with our prospectus process incurred during the period, and does not reflect expected regulatory, compliance, and other costs associated with which may be incurred subsequent to our Initial Public Offering; and • The effects of income taxes Adjusted Net Income (ANI): • We use Adjusted Net Income, or ANI, as well as Adjusted EBITDA (Earnings Before Interest, Taxes, Depreciation and Amortization) to provide additional measures of profitability. We use the measures to assess our performance relative to our intended strategies, expected patterns of profitability, and budgets, • and use the results of that assessment to adjust our future activities to the extent we deem necessary. ANI reflects our actual cash flows generated by our core operations. ANI is calculated as Adjusted EBITDA, less actual cash paid for interest and federal and state income taxes. Fully Diluted ANI EPS: Fully diluted Adjusted Net Income earnings per share is a calculation that assumes all the Company’s securities were converted into shares, not just shares that are currently outstanding. Net IRR: Refers to Internal rate of return net of fees, carried interest and expenses charged by both the underlying fund managers and each of our solutions. Net ROIC: Refers to return on invested capital net of fees and expenses charged by both the underlying fund managers and each of our solutions. Fund Size: Refers to the total amount of capital committed by investors to each fund disclosed. Called Capital: Refers to the amount of capital provided from investors, expressed as a percent of the total fund size. Supplemental Share Information: Class A shares (CUSIP # 69376K106) trade on the NYSE as PX and have one vote per share. Class B shares (CUSIP # 69376K205) are not tradeable in the open market and have ten votes per share. The Class B shares are convertible at any time at the option of the holder into Class A shares on a one-for-one basis, irrespective of whether or not the holder is planning to sell shares at that time. All previous shareholders of P10 Holdings, Inc. (OTC: PIOE) had their shares converted to Class B shares of P10 at the time the Company was listed on the NYSE. The simplest way to sell Class B shares is to first contact your broker and convert them to Class A shares, which can then be sold on the NYSE. Further note that Class B shares held by P10 insiders are under a lock up agreement. Please refer to our amended and restated certificate of incorporation for a full description of the Class A and Class B shares. Ownership Limitations: P10’s Certificate of Incorporation contains certain provisions for the protection of tax benefits relating to P10’s net operating losses. Such provisions generally void transfers of shares that would result in the creation of a new 4.99% shareholder or result in an existing 4.99% shareholder acquiring additional shares of P10. 21 Third Quarter 2021 Results
Disclaimers Performance Disclaimer The historical performance of our investments should not be considered as indicative of the future results of our investments or our operations or any returns expected on an investment in our Class A common stock. In considering the performance information contained in this prospectus, prospective Class A common stockholders should be aware that past performance of our specialized investment vehicles or the investments that we recommend to our investors is not necessarily indicative of future results or of the performance of our Class A common stock. An investment in our Class A common stock is not an investment in any of our specialized investment vehicles. In addition, the historical and potential future returns of specialized investment vehicles that we manage are not directly linked to returns on our Class A common stock. Therefore, you should not conclude that continued positive performance of our specialized investment vehicles or the investments that we recommend to our investors will necessarily result in positive returns on an investment in our Class A common stock. However, poor performance of our specialized investment vehicles could cause a decline in our ability to raise additional funds and could therefore have a negative effect on our performance and on returns on an investment in our Class A common stock. The historical performance of our funds should not be considered indicative of the future performance of these funds or of any future funds we may raise, in part because: • market conditions and investment opportunities during previous periods may have been significantly more favorable for generating positive performance than those we may experience in the future; • the performance of our funds is generally calculated on the basis of net asset value of the funds’ investments, including unrealized gains, which may never be realized; • our historical returns derive largely from the performance of our earlier funds, whereas future fund returns will depend increasingly on the performance of our newer funds or funds not yet formed; • our newly established funds typically generate lower returns during the period that they initially deploy their capital; • changes in the global tax and regulatory environment may affect both the investment preferences of our investors and the financing strategies employed by businesses in which particular funds invest, which may reduce the overall capital available for investment and the availability of suitable investments, thereby reducing our investment returns in the future; • in recent years, there has been increased competition for investment opportunities resulting from the increased amount of capital invested in private markets alternatives and high liquidity in debt markets, which may cause an increase in cost and reduction in the availability of suitable investments, thereby reducing our investment returns in the future; and • the performance of particular funds also will be affected by risks of the industries and businesses in which they invest. 22 Third Quarter 2021 Results
CONTACT US DALLAS OFFICE Office: 4514 Cole Avenue Suite 1600 Dallas, Texas 75205 Tel: 214.999.0149 Website: p10alts.com Email: info@p10alts.com Third Quarter 2021 Results