Beneficient Enters into $1.36 Million GP Primary Capital Transaction
DALLAS, Jan. 06, 2025 (GLOBE NEWSWIRE) -- Beneficient $(BENF)$ ("Ben" or the "Company"), a technology-enabled platform providing exit opportunities and primary capital solutions and related trust and custody services to holders of alternative assets through its proprietary online platform AltAccess, today announced it has closed on the financing of a $1.36 million primary capital commitment for 8F Fund, LP ("Fund"), a fund managed by 8F Asset Management, a global asset manager that manages private equity funds that invest in vertically integrated aquaculture production and processing facilities. The transaction represents Ben's first GP Primary transaction since its recently announced Public Stockholder Enhancement Transactions. In exchange for an interest in the Fund, the Fund received approximately $1.36 million in stated value of shares of the Company's Resettable Convertible Preferred Stock (the "Preferred Stock"), which is convertible at the election of the holder into shares of the Company's Class A common stock, subject to the terms and conditions of the transaction documents. As a result of the transaction, the collateral for Company's ExAlt loan portfolio is expected to increase by approximately $1.36 million of interests in alternative assets.
"Closing this transaction underscores our commitment to executing on our core liquidity and primary capital business plan by delivering innovative capital solutions for holders and managers of alternative assets," said, Beneficient management. "We believe this financing reflects our ability to drive shareholder value while supporting impactful, vertically integrated investment strategies that enhance the value of the collateral backing our ExAlt loan portfolio. We look forward to building on this momentum in 2025 as we continue to evaluate additional opportunities that align with our strategic objectives."
Upon closing of the previously announced Public Stockholder Enhancement Transactions, the Company believes this transaction will result in the addition of approximately $450K (and an aggregate of approximately $10.23 million) of tangible book value attributable to the Company's stockholders.
Beneficient's GP Primary Commitment Program is focused on providing primary capital solutions and financing anchor commitments to general partners during their fundraising efforts while immediately deploying capital into our equity. Through the program, Beneficient seeks to help satisfy the up to $330 billion of potential demand for primary commitments to meet fundraising needs.
Reconciliation of Non-GAAP Financial Measures
The following tables reconciles these non-GAAP financial
measures to the most comparable GAAP financial measures
as of September 30, 2024 on an actual basis and pro
forma assuming the Transactions occurred on September
30, 2024.
Pro forma -
Pro forma -- Transactions
(dollars in thousands) Actual Transactions (1) and GP Primary ((3)
--------- ----------------- --------------------
Tangible Book Value
Total equity (deficit) (13,192) (13,192) (11,831)
Less: Goodwill and
intangible assets (13,014) (13,014) (13,014)
Plus: Total temporary
equity 125,526 125,526 125,526
Tangible book value 99,320 99,320 100,681
======= ========== ===== ======= ===========
Pro forma -
Pro forma -- Transactions and GP
Actual Transactions(1) Primary((3) ()
--------- ----------------- --------------------
Tangible book value
attributable to Ben
public company
stockholders
Tangible book value 99,320 99,320 100,681
Less: Tangible book
value attributable to
Beneficient Holdings
noncontrolling interest
holders (99,320) (89,388) (90,454)
Tangible book value
attributable to Ben's
public company
stockholders - 9,932 (2) 10,227 ((4) ()
------- ---------- -------
Market Capitalization of
Ben's Class A and Class
B common stock as of
January 3, 2024 ((5)
() $ 6,048
(1) Assumes the Transactions closed on September 30, 2024
including that the Beneficient Holdings limited partnership
agreement was amended to provide that Ben, as the
indirect holder of the Class A Units and certain Designated
Class S Ordinary Units of Beneficient Holdings, would
receive in the event of a liquidation of Beneficient
Holdings 10% of the first $100 million of distributions
of Beneficient Holdings following the satisfaction
of the debts and liabilities of Beneficient Holdings
on a consolidated basis.
(2) Pro forma for the Transactions, represents 10% of
the first $100 million of distributions of Beneficient
Holdings in the event of the liquidation of Beneficient
Holdings following the satisfaction of the debts and
liabilities Beneficient Holdings on a consolidated
basis.
(3) Assumes the Transactions closed on September 30, 2024
including that the Beneficient Holdings limited partnership
agreement was amended to provide that Ben, as the
indirect holder of the Class A Units and certain Designated
Class S Ordinary Units of Beneficient Holdings, would
receive in the event of a liquidation of Beneficient
Holdings (i) 10% of the first $100 million of distributions
of Beneficient Holdings following the satisfaction
of the debts and liabilities of Beneficient Holdings
on a consolidated basis and (ii) 33.3333% of the net
asset value of the added alternative assets of up
to $5 billion in connection with ExAlt Plan liquidity
and primary capital transactions entered after December
22, 2024.
(4) Pro forma for the Transactions, represents (i) 10%
of the first $100 million of distributions of Beneficient
Holdings in the event of the liquidation of Beneficient
Holdings following the satisfaction of the debts and
liabilities Beneficient Holdings on a consolidated
basis and (ii) 33.3333% of the net asset value of
the added alternative assets of up to $5 billion in
connection with ExAlt Plan liquidity and primary capital
transactions entered after December 22, 2024.
(5) Based upon the closing price of the Class A common
stock as reported by Nasdaq as of market close on
January 3, 2025.
About Beneficient
Beneficient (Nasdaq: BENF) -- Ben, for short -- is on a mission to democratize the global alternative asset investment market by providing traditionally underserved investors - mid-to-high net worth individuals, small-to-midsized institutions and General Partners seeking exit options, anchor commitments and valued-added services for their funds- with solutions that could help them unlock the value in their alternative assets. Ben's AltQuote$(R)$ tool provides customers with a range of potential exit options within minutes, while customers can log on to the AltAccess(R) portal to explore opportunities and receive proposals in a secure online environment.
Its subsidiary, Beneficient Fiduciary Financial, L.L.C., received its charter under the State of Kansas' Technology-Enabled Fiduciary Financial Institution (TEFFI) Act and is subject to regulatory oversight by the Office of the State Bank Commissioner.
For more information, visit www.trustben.com or follow us on LinkedIn.
Contacts
Matt Kreps: 214-597-8200, mkreps@darrowir.com
Michael Wetherington: 214-284-1199, mwetherington@darrowir.com
Investor Relations: investors@beneficient.com
Important Information and Where You Can Find It
This press release may be deemed to be solicitation material in respect of a vote of stockholders to approve an amendment to approve the issuance of the Company's Class A common stock upon conversion of the Series B-5 Preferred Stock pursuant to the transaction. In connection with the requisite stockholder approval, Ben will file with the Securities and Exchange Commission (the "SEC") a preliminary proxy statement and a definitive proxy statement, which will be sent to the stockholders of Ben, seeking such approvals related to the transaction.
INVESTORS AND SECURITY HOLDERS OF BEN AND THEIR RESPECTIVE AFFILIATES ARE URGED TO READ, WHEN AVAILABLE, THE PROXY STATEMENT AND ANY OTHER RELEVANT DOCUMENTS FILED OR TO BE FILED WITH THE SEC IN CONNECTION WITH THE TRANSACTION, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THOSE DOCUMENTS, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT BEN AND THE TRANSACTION. Investors and security holders will be able to obtain a free copy of the proxy statement, as well as other relevant documents filed with the SEC containing information about Ben, without charge, at the SEC's website . Copies of documents filed with the SEC by Ben can also be obtained, without charge, by directing a request to Investor Relations, Beneficient, 325 North St. Paul Street, Suite 4850, Dallas, Texas 75201, or email investors@beneficient.com.
Participants in the Solicitation of Proxies in Connection with Transaction
(MORE TO FOLLOW) Dow Jones Newswires
January 06, 2025 07:00 ET (12:00 GMT)
Comments