Pershing Square Holdings, Ltd. publishes monthly NAV and performance report for May 2021
(1) Performance results are presented on a gross basis and net of costs. Net returns reflect the deduction of, among other expenses, management fees, brokerage commissions, administrative fees and performance fees accrued and / or crystallized, as applicable, and include the reinvestment of all dividends, interest and capital gains of our underlying portfolio companies. Net returns reflect the performance of the Company’s public shares. Depending on the timing of an individual investor’s specific investment, the net performance for an individual investor may differ from the net performance as set forth herein. Gross returns reflect the overall performance of the Company’s shares and are presented before the deduction of management fees and performance fees, if any. Since June 20, 2019, the Company has engaged in share buybacks whereby its buyback agent has bought back public shares subject to certain limitations. Any positive impact on performance due to these share buybacks is reflected here. Performance data and other information contained in this document are estimated and unaudited. Performance is based on the dollar return for the specific period, including all dividends paid by the Company, calculated from the start of that period to the end of that period.
(2) Reflects the number of positions in issuers in which the Company has previously publicly disclosed an investment, which occurs after the Company has completed its accumulation. Cash, cash equivalents, direct or indirect currencies or other hedges and income / expense items are excluded. Multiple financial instruments (for example, common stocks and derivatives on common stock) associated with one (1) issuer count as one (1) position. A position that is included in the number of positions will be deleted from the table only if the investment becomes 0.0% of the portfolio.
(3) For the purpose of determining equity and debt exposures, investments are valued as follows: (a) shares or debt are valued at their market value, (b) options referring to shares or debts are marked to market, (c) call options and short put options (or vice versa, short call options and long put options) held on the same underlying issuer and with the same exercise and the same maturity are grouped and treated as synthetic positions in equities, and are valued at the market value of the equivalent long position in equities (or vice versa, the equivalent short position in equities), and (d ) equity swaps or futures or debt are marked-to-market of the shares or notional debt underlying the swaps or futures, except for positions referencing Pershing Square Tontine Holdings, Ltd (“PSTH ”), Which are marked to market. Whether a position is considered long or short is determined by the positive or negative exposure of an investment to rising or falling prices. For example, long put options are considered short exposure.
(4) Includes all issuer equity, debt and derivatives related to equity and issuer debt, as well as associated currency hedges. Cash, cash equivalents, direct or indirect currencies or other hedges and income / expense items are excluded. The market values of the associated currency hedges are included in the associated investment. In the event of a change in market capitalization category from an undisclosed position, this information is not updated until that position is publicly disclosed.
(5) The composition of the portfolio reflects the portfolio positions made public at the date of this report. A position in an issuer is not assigned to a sector until it has been made public.
(6) “Pershing Square Holdings, Ltd. AUM” is equal to the net assets of Pershing Square Holdings, Ltd. calculated in accordance with GAAP without deducting amounts attributable to accrued performance fees, while adding the principal value of the Company’s outstanding debt ($ 2.1 billion). Any performance fees crystallized at the end of the year will be reflected in the assets under management for the following period.
(7) “Total Strategy AUM” corresponds to the net assets of Pershing Square, LP, Pershing Square International, Ltd. and Pershing Square Holdings, Ltd. (collectively, the “base funds”) calculated in accordance with GAAP without deducting amounts attributable to accrued performance fees, while adding back the principal value of the Company’s outstanding debt ($ 2.1 billion). Redemptions effective at the end of any period (including redemptions attributable to crystallized performance fees / allocations, if applicable) will be reflected in assets under management for the following period.
(8) “Total Strategy AUM + PSTH” is equal to the total AUM of the strategy as defined in footnote 7, plus $ 4 billion raised during the IPO of PSTH, a Delaware corporation, which is a newly incorporated corporation in the form of checks in a merger, stock exchange, asset acquisition, share purchase, reorganization, or similar business combination with one or more companies.
Note: Each public share of the company carries one vote per share at all times. The total voting rights of the Company (“Total voting rights”) may vary over time taking into account the capital and voting structure of the Company. As of May 31, 2021, the total voting rights were 399,039,844. There are 199,120,882 public shares and 1 share with special voting rights (held by VoteCo) outstanding (the categories of shares have respectively 1 vote and 199,918,962 votes per share). In addition, the Company currently holds 11,835,868 treasury shares; these Public Shares do not give voting rights. In connection with the payment of a dividend on March 19, 2021, the high water mark per share has been adjusted to $ 45.37.
In addition, under the Articles of Association of the Company, a person is required to inform the Company of the number of Public Shares that he or she holds or is deemed to hold (through the direct or indirect holding of financial instruments by that person) if this number reaches, exceeds or falls below 3%, 4%, 4.25%, 4.50%, 4.75% or 5% of the total number of public shares in circulation.
On the date of the placement of the public shares, the total amount of compensation, which is part of the performance fee calculation, was $ 120 million. As at March 31, 2021, the amount of compensation has been reduced in total from approximately $ 67.9 million to $ 52.1 million. The performance fee that may be deducted from time to time on paid shares is equal to 16% of the appreciation of the net asset value less the “additional reduction”. The additional reduction is equal to 20% of the cumulative performance allowances / fees received by the investment manager on the earnings of certain other funds managed by the investment manager, plus any additional reduction amount carried over from the previous period (0 , $ 1 million in March 31 December 2021), and is calculated after taking into account the amount of the compensation. The offset amount compensates for the further reduction until it is fully reduced to zero. On the date of the placement, the total amount of compensation was set by reference to the sum of the costs and other costs of placing and admitting the Public Shares, as well as the commissions paid to the placement agents and other training costs and pre-admission offers that had been supported by the investment manager.