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Gluskin Sheff & Associates Inc. Proposal
23 November 2009
Asset Manager Outlook
Primary Trends

   Credit, non-US stocks gain flow share in 4Q – equity funds remained in the outflow mode, shedding another $3bn,
    which was once again led by domestic funds

   Bond Funds – flows remained solid at an estimated $7.4bn for the current week

   Money Market Funds – outflows accelerated once again, reaching $21bn for the current week

   Gross Sales – October marked the first month in the past 13 in which average growth was positive for the group and
    follows the general trend of sequentially improving results

   Poised to Outperform – The retail asset managers have underperformed the S&P/TSX Financials Index since the
    market peaked on September 22nd. Given their beta sensitivity, the asset managers would be the key beneficiaries of
    a market rally

Valuation – trends signal an attractive entry point for investors – the group is trading below their historical average
   EV/EBITDA

        Moreover, the group is trading below their historical market premium to the Canadian banks on a forward P/E
         basis – current market pullback presents a buying opportunity for asset manager stocks
Asset Manager Outlook
Drivers

   Benefiting from Trends in Wealth Management – with the baby boom generation currently passing through their
    peak earnings and savings years and beginning to plan for retirement, this has spurred a significant expansion in the
    flow of assets into both stand alone funds and asset managers

   Managed Asset Growth – increases in managed assets has been a result of the increasing demand from investors for
    investment counseling and advice, placing a greater emphasis on investment services rather than individual products
    or funds

   Private Investment Counsel – represents the bulk of the managed asset market and is the sub-segment under which
    Gluskin Sheff falls. GS+A has been at the forefront of sector growth with its assets under management growing at a
    cumulative average annual growth rate of 77%
Sector Segmentation

             $MMs
       $140                                                   $132

       $120
                    $100
       $100

        $80
                                  $65
        $60                 $47
        $40                                                            $28
                                        $26
                                                       $21
        $20                                     $7                            $10

        $-
                 MMFW HEFW        FBB   SMW   IHMW     AM      PIC    E&T      UL

       MMFW: Mass Mkt Fund Wraps SMW: Separately Mgd Wraps PIC: Pvt Investment Counsel
       HEFW: High End Fund Wraps IHMW: In-House Mgd Wraps E&T: Eestates & Trusts
       FBB: Fee-Based Brokerage  AM: Advisor Mgd           UL: Universal Life Ins.




       Source: Equity Research
Relative Performance


    170%

    150%

    130%

    110%

     90%

     70%

     50%
     19-May-09                  3-Jul-09         17-Aug-09     1-Oct-09

                                CDN Financials        GS     CDN AMs




           Source: Equity Research
Company Overview
   Founded by Ira Gluskin and Gerald Sheff in 1984 with a primary focus on the high net worth (HNW) private client
    market

   Since launching with an initial $26mm in assets under management, GS+A has grown to become one of the
    preeminemt wealth management firms in Canada with $5bn in AUM, spread across a diverse range of investment
    portfolios

   Beginning in 2000, several strategic initiatives were pursued to grow the scope and scale of the firm and broaden the
    equity ownership beyond its two foundations
        This ultimately culminated in a public listing in 2006 which consisted solely of a secondary offering by existing
         shareholders, issuing 7.6MM subordinated voting shares while employees retained 21.6MM multiple voting shares
         - this has resulted in employee interests remaining closely aligned with the rest of the shareholders while
         providing for a gradual increase in the float as multiple voting share are released

   GS+A has also been careful to operate in a manner that keeps client interests at the forefront. This includes
    employees investing a significant portion of their wealth in the company’s portfolios. The fee structure of the
    various portfolios has been structured such that the Company benefits from positive investment returns through
    performance fees while also sharing in the pain during periods of weak performance fees while also sharing in the
    pain during periods of weak performance in the form of minimum return hurdles

   GS&A stands to benefit from the growing demand for the provision of investment counseling to high net worth
    individuals along with the continued popularity of hedge fund style of investments
Company Overview
       Revenue Segmentation: 2008-2011E                                  Attribution by Asset Class

$140

$120
                                                          $36
$100
         $20                              $27                                                      33%
 $80                        $6                                             44%
 $60
                                                          $93
 $40     $83                              $78
                        $64
 $20
                                                                                             23%
 $-
         2008           2009             2010E            2011E

          Base Fees (MMs)        Performance Fees (MMs)           Fixed Income   Alternative Strategies   Long Equity




                   Source: Equity Research
Historical Revenue and EPS

    $200                                                                $3
                   $180

                                                                        $3
    $160
                                                                $131
                                                                        $2
    $120                             $106               $107
                                                                        $2
     $80                                       $69
                                                                        $1

     $40
                                                                        $1

     $-                                                                 $-
                    2007             2008      2009     2010E   2011E

                                        Revenue (MMs)    EPS




           Source: Equity Research
Growth Opportunities
   AUM Growth Continues to Impress – the key surprise of the quarter was the continued strength in fund sales,
    backstopped by ongoing market appreciation of funds, which together boosted AUM by 12%, both sequentially and
    Y/Y to $5.0bn – however, lower MER

   Potential for Hedge Fund Performance Fees – Another positive development from the quarter was the strength of
    the Alternative Strategies funds and the credit arbitrage funds, which have performance fee year-ends in December

   Expansion into Western Canada – David Vankka, formerly a managing director & founder at Tristone Capital has
    been hired to lead these efforts

   Potential Dividend Increases – significant cash position that could contribute to a growing payout ratio

   Market Share – 5%; significantly expand AUM with only modest expansion in market share
Riding The Hedge Fund Wave
Rapid growth in hedge funds

   For the portion of the Baby Boom generation approaching retirement, there has been a greater focus on seeking
    products that can offer equity-like returns while also protecting capital in case of a market downturn

   Institutional investors have also begun to expand their participation in hedge fund investing as large pension plans
    seek out investments with less sensitivity to the volatility of stock markets

   The result has been strong demand for hedge fund products that span the spectrum from market neutral to high-
    alpha strategies, with recent studies indicating the hedge fund assets growing at a rate in excess of 30% per year

   Gluskin Sheff has been growing its hedge fund offerings – three to date: Multi-Strategy Fund, Multi-Strategy
    Opportunities Fund & Long/Short Portfolio


    Ten Largest Single-Manager Hedge Fund Sponsors

    Barclays Global Investors                   Polar Securities

    Dynamic Mutual Funds                        Salida Capital

    Front Street Capital                        Sprott Asset Management

    Gluskin Sheff & Associates                  Trapeze Asset Management

    Goodwood                                    Vertext One Asset Management




                   Source: Equity Research
Ability to Weather Cyclical Pressures
   Gluskin Sheff is well positioned to benefit from the secular growth in demand for both wealth management services
    and hedge fund offerings – however this is only half the story

   Given the recent weakness in the capital markets, the strong players in the asset management sector will be those
    that are able to continue to attract new client assets or at least avoid net outflows of funds under management

   Believe that Gluskin Sheff’s focus on the HNW segment provides it with a greater level of stability in terms of AUM

   In the case of firms providing personalized services and advice to wealthy individuals, these relationships often
    stretch over many years and involve a significant amount of trust being placed in the fund manager

Strong Core Earnings with Upside Potential

   As a fee-based manager providing investment counseling services to high net worth investors and institutions,
    Gluskin Sheff & Associates depends on sustaining and growing its AUM in order to support its revenue and earnings

   The base management fees have provided a steady and growing base of revenue for Gluskin Sheff thanks to the
    continued inflow of client assets over the last five years – it is the base fee revenue that provides strong underlying
    support to the company through the ups and downs of the market
Valuation & Comparables
Premium Franchise Warrants Premium Valuation

   GS is currently trading at 10.1x 2010 Base EV/EBITDA, which represents a 30% premium to the average retail asset
    manager – believe that premium is justified by its superior AUM growth profile and relatively stronger long-term
    growth characteristics

   The 42% discount to Sprott is excessive given GS’ superior growth profile, margins and business mix

   Believe that GS+A warrants a valuation at a premium to the asset manager peer group given

        Exposure to the key growth trends in the wealth management industry

        Solid base of clients and strong long-term performance track-record

        Public comparables in the sector are weighted towards companies with a primary focus on retail funds, whereas
         Gluskin Sheff’s focus is on the high net worth segment
Valuation & Comparables

                                                                              EV/EBITDA                   EV/Fwd EBITDA
                 Asset                                                          9-Year                         Implied Target
                 Managers                              Current      Average      Trough   Peak     Current        Multiple
                 AGF Management                          7.1x         6.8x        2.3x    11.6x      8.2x           6.2x
                 CI Financial                           11.8x         9.5x        5.1x    15.1x     10.4x           9.5x
                 IGM Financial                           7.4x         7.9x        5.1x    10.7x      8.3x           8.9x
                 Gluskin Sheff & Associates              nmf          nmf         nmf      nmf      14.7x           8.8x
                 Sprott                                  nmf          nmf         nmf      nmf      19.7x           8.6x
                 Average                                8.8x         8.1x         4.2x    12.5x    12.26x           8.4x


                              Market Cap        EV           AUM      EV/AUM               P/E                       EV/EBITDA           Yield
Large Cap                        (mm)          (mm)         (mm)        (%)        LTM    2009E   2010E       LTM      2009E     2010E    (%)
AGF Management                  $1,467        $1,365       43,343      3.20%      21.0x   19.7x   12.8x       7.7x      8.2x      6.6x   6.1%
CI Financial                    $5,464        $5,951      $63,698      9.30%      18.9x   22.8x   16.4x      10.5x     10.4x      8.9x   3.2%
DundeeWealth                    $1,961        $1,866      $33,333      5.60%       nmf     nmf     nmf       13.0x     11.1x      8.3x   1.1%
IGM Financial                  $10,508        $9,907     $115,990      8.50%      18.0x   16.9x   13.9x       8.6x      8.3x      7.2x   5.2%
Large Cap Average                                                                 19.3x   19.8x   14.4x      10.0x      9.5x      7.8x   3.9%
Small Cap
Gluskin Sheff & Associates       $584          $533       $4,981      10.70%      49.2x   40.3x   16.8x      16.5x     14.7x     10.1x   2.5%
Sprott                           $660          $617       $4,338      14.20%      35.2x   34.4x   30.9x      19.4x     19.7x     17.2x   2.3%
Small Cap Average                                                                 42.2x   37.4x   23.9x      18.0x     17.2x     13.7x   2.4%




                             Source: Equity Research
Investment Risk
Firm Specific

   Loss of Key Employees

   Unpredictability of Performance Fee Revenue

   Relationship with Sub-Advisors – Marret Asset Management

   Poor Investment Performance

Sector Specific

   Negative investor sentiment

   Slowed pace of asset growth

   Potential for weaker earnings

   Compressed valuation multiples
Investment Thesis
   Strong long-term investing track record with the majority of portfolios beating the relative indices over both the
    short and long-term

   Size and reputation make it well positioned to benefit from the growing demand for wealth management services

   Able to tap into the strong demand for alternative investments through its hedge fund portfolios

   Stable and growing AUM combined with base management fees provides a solid and growing base of earnings

   Performance fees create potential upside to our estimates

   Low correlation to the index looked at favourably

   Valuation premium – justified given superior growth prospects and higher margins

   Geographic expansion

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Gluskin Sheff & Associates Pitch

  • 1. Gluskin Sheff & Associates Inc. Proposal 23 November 2009
  • 2. Asset Manager Outlook Primary Trends  Credit, non-US stocks gain flow share in 4Q – equity funds remained in the outflow mode, shedding another $3bn, which was once again led by domestic funds  Bond Funds – flows remained solid at an estimated $7.4bn for the current week  Money Market Funds – outflows accelerated once again, reaching $21bn for the current week  Gross Sales – October marked the first month in the past 13 in which average growth was positive for the group and follows the general trend of sequentially improving results  Poised to Outperform – The retail asset managers have underperformed the S&P/TSX Financials Index since the market peaked on September 22nd. Given their beta sensitivity, the asset managers would be the key beneficiaries of a market rally Valuation – trends signal an attractive entry point for investors – the group is trading below their historical average EV/EBITDA  Moreover, the group is trading below their historical market premium to the Canadian banks on a forward P/E basis – current market pullback presents a buying opportunity for asset manager stocks
  • 3. Asset Manager Outlook Drivers  Benefiting from Trends in Wealth Management – with the baby boom generation currently passing through their peak earnings and savings years and beginning to plan for retirement, this has spurred a significant expansion in the flow of assets into both stand alone funds and asset managers  Managed Asset Growth – increases in managed assets has been a result of the increasing demand from investors for investment counseling and advice, placing a greater emphasis on investment services rather than individual products or funds  Private Investment Counsel – represents the bulk of the managed asset market and is the sub-segment under which Gluskin Sheff falls. GS+A has been at the forefront of sector growth with its assets under management growing at a cumulative average annual growth rate of 77%
  • 4. Sector Segmentation $MMs $140 $132 $120 $100 $100 $80 $65 $60 $47 $40 $28 $26 $21 $20 $7 $10 $- MMFW HEFW FBB SMW IHMW AM PIC E&T UL MMFW: Mass Mkt Fund Wraps SMW: Separately Mgd Wraps PIC: Pvt Investment Counsel HEFW: High End Fund Wraps IHMW: In-House Mgd Wraps E&T: Eestates & Trusts FBB: Fee-Based Brokerage AM: Advisor Mgd UL: Universal Life Ins. Source: Equity Research
  • 5. Relative Performance 170% 150% 130% 110% 90% 70% 50% 19-May-09 3-Jul-09 17-Aug-09 1-Oct-09 CDN Financials GS CDN AMs Source: Equity Research
  • 6. Company Overview  Founded by Ira Gluskin and Gerald Sheff in 1984 with a primary focus on the high net worth (HNW) private client market  Since launching with an initial $26mm in assets under management, GS+A has grown to become one of the preeminemt wealth management firms in Canada with $5bn in AUM, spread across a diverse range of investment portfolios  Beginning in 2000, several strategic initiatives were pursued to grow the scope and scale of the firm and broaden the equity ownership beyond its two foundations  This ultimately culminated in a public listing in 2006 which consisted solely of a secondary offering by existing shareholders, issuing 7.6MM subordinated voting shares while employees retained 21.6MM multiple voting shares - this has resulted in employee interests remaining closely aligned with the rest of the shareholders while providing for a gradual increase in the float as multiple voting share are released  GS+A has also been careful to operate in a manner that keeps client interests at the forefront. This includes employees investing a significant portion of their wealth in the company’s portfolios. The fee structure of the various portfolios has been structured such that the Company benefits from positive investment returns through performance fees while also sharing in the pain during periods of weak performance fees while also sharing in the pain during periods of weak performance in the form of minimum return hurdles  GS&A stands to benefit from the growing demand for the provision of investment counseling to high net worth individuals along with the continued popularity of hedge fund style of investments
  • 7. Company Overview Revenue Segmentation: 2008-2011E Attribution by Asset Class $140 $120 $36 $100 $20 $27 33% $80 $6 44% $60 $93 $40 $83 $78 $64 $20 23% $- 2008 2009 2010E 2011E Base Fees (MMs) Performance Fees (MMs) Fixed Income Alternative Strategies Long Equity Source: Equity Research
  • 8. Historical Revenue and EPS $200 $3 $180 $3 $160 $131 $2 $120 $106 $107 $2 $80 $69 $1 $40 $1 $- $- 2007 2008 2009 2010E 2011E Revenue (MMs) EPS Source: Equity Research
  • 9. Growth Opportunities  AUM Growth Continues to Impress – the key surprise of the quarter was the continued strength in fund sales, backstopped by ongoing market appreciation of funds, which together boosted AUM by 12%, both sequentially and Y/Y to $5.0bn – however, lower MER  Potential for Hedge Fund Performance Fees – Another positive development from the quarter was the strength of the Alternative Strategies funds and the credit arbitrage funds, which have performance fee year-ends in December  Expansion into Western Canada – David Vankka, formerly a managing director & founder at Tristone Capital has been hired to lead these efforts  Potential Dividend Increases – significant cash position that could contribute to a growing payout ratio  Market Share – 5%; significantly expand AUM with only modest expansion in market share
  • 10. Riding The Hedge Fund Wave Rapid growth in hedge funds  For the portion of the Baby Boom generation approaching retirement, there has been a greater focus on seeking products that can offer equity-like returns while also protecting capital in case of a market downturn  Institutional investors have also begun to expand their participation in hedge fund investing as large pension plans seek out investments with less sensitivity to the volatility of stock markets  The result has been strong demand for hedge fund products that span the spectrum from market neutral to high- alpha strategies, with recent studies indicating the hedge fund assets growing at a rate in excess of 30% per year  Gluskin Sheff has been growing its hedge fund offerings – three to date: Multi-Strategy Fund, Multi-Strategy Opportunities Fund & Long/Short Portfolio Ten Largest Single-Manager Hedge Fund Sponsors Barclays Global Investors Polar Securities Dynamic Mutual Funds Salida Capital Front Street Capital Sprott Asset Management Gluskin Sheff & Associates Trapeze Asset Management Goodwood Vertext One Asset Management Source: Equity Research
  • 11. Ability to Weather Cyclical Pressures  Gluskin Sheff is well positioned to benefit from the secular growth in demand for both wealth management services and hedge fund offerings – however this is only half the story  Given the recent weakness in the capital markets, the strong players in the asset management sector will be those that are able to continue to attract new client assets or at least avoid net outflows of funds under management  Believe that Gluskin Sheff’s focus on the HNW segment provides it with a greater level of stability in terms of AUM  In the case of firms providing personalized services and advice to wealthy individuals, these relationships often stretch over many years and involve a significant amount of trust being placed in the fund manager Strong Core Earnings with Upside Potential  As a fee-based manager providing investment counseling services to high net worth investors and institutions, Gluskin Sheff & Associates depends on sustaining and growing its AUM in order to support its revenue and earnings  The base management fees have provided a steady and growing base of revenue for Gluskin Sheff thanks to the continued inflow of client assets over the last five years – it is the base fee revenue that provides strong underlying support to the company through the ups and downs of the market
  • 12. Valuation & Comparables Premium Franchise Warrants Premium Valuation  GS is currently trading at 10.1x 2010 Base EV/EBITDA, which represents a 30% premium to the average retail asset manager – believe that premium is justified by its superior AUM growth profile and relatively stronger long-term growth characteristics  The 42% discount to Sprott is excessive given GS’ superior growth profile, margins and business mix  Believe that GS+A warrants a valuation at a premium to the asset manager peer group given  Exposure to the key growth trends in the wealth management industry  Solid base of clients and strong long-term performance track-record  Public comparables in the sector are weighted towards companies with a primary focus on retail funds, whereas Gluskin Sheff’s focus is on the high net worth segment
  • 13. Valuation & Comparables EV/EBITDA EV/Fwd EBITDA Asset 9-Year Implied Target Managers Current Average Trough Peak Current Multiple AGF Management 7.1x 6.8x 2.3x 11.6x 8.2x 6.2x CI Financial 11.8x 9.5x 5.1x 15.1x 10.4x 9.5x IGM Financial 7.4x 7.9x 5.1x 10.7x 8.3x 8.9x Gluskin Sheff & Associates nmf nmf nmf nmf 14.7x 8.8x Sprott nmf nmf nmf nmf 19.7x 8.6x Average 8.8x 8.1x 4.2x 12.5x 12.26x 8.4x Market Cap EV AUM EV/AUM P/E EV/EBITDA Yield Large Cap (mm) (mm) (mm) (%) LTM 2009E 2010E LTM 2009E 2010E (%) AGF Management $1,467 $1,365 43,343 3.20% 21.0x 19.7x 12.8x 7.7x 8.2x 6.6x 6.1% CI Financial $5,464 $5,951 $63,698 9.30% 18.9x 22.8x 16.4x 10.5x 10.4x 8.9x 3.2% DundeeWealth $1,961 $1,866 $33,333 5.60% nmf nmf nmf 13.0x 11.1x 8.3x 1.1% IGM Financial $10,508 $9,907 $115,990 8.50% 18.0x 16.9x 13.9x 8.6x 8.3x 7.2x 5.2% Large Cap Average 19.3x 19.8x 14.4x 10.0x 9.5x 7.8x 3.9% Small Cap Gluskin Sheff & Associates $584 $533 $4,981 10.70% 49.2x 40.3x 16.8x 16.5x 14.7x 10.1x 2.5% Sprott $660 $617 $4,338 14.20% 35.2x 34.4x 30.9x 19.4x 19.7x 17.2x 2.3% Small Cap Average 42.2x 37.4x 23.9x 18.0x 17.2x 13.7x 2.4% Source: Equity Research
  • 14. Investment Risk Firm Specific  Loss of Key Employees  Unpredictability of Performance Fee Revenue  Relationship with Sub-Advisors – Marret Asset Management  Poor Investment Performance Sector Specific  Negative investor sentiment  Slowed pace of asset growth  Potential for weaker earnings  Compressed valuation multiples
  • 15. Investment Thesis  Strong long-term investing track record with the majority of portfolios beating the relative indices over both the short and long-term  Size and reputation make it well positioned to benefit from the growing demand for wealth management services  Able to tap into the strong demand for alternative investments through its hedge fund portfolios  Stable and growing AUM combined with base management fees provides a solid and growing base of earnings  Performance fees create potential upside to our estimates  Low correlation to the index looked at favourably  Valuation premium – justified given superior growth prospects and higher margins  Geographic expansion