Patria Investments Ltd
For the period ended Jul 31, 2024. Filed Aug 1, 2024.
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Jul 31, 2024 · Filed Aug 1, 2024
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EX-99.1 · Unobservable inputs
Unobservable inputs
The following analysis illustrates valuation techniques, unobservable inputs used to value Level 3 financial instruments and the sensitivity to reasonable changes in the most significant underlying variables used in measurement. The details for each instrument are disclosed in the Annual Consolidated Financial Statements.
| Description · Note · Valuation technique · Unobservable inputs · Range of unobservable inputs · Sensitivity · Financial impact* | |||||||
|---|---|---|---|---|---|---|---|
| Consideration payable on acquisition | Contingent consideration payable on acquisition – VBI | 21 (b) | Discounted cash flow | Discount rate Projected AUM | 11.7% - 13.7% 1% to 26% AUM growth | 10% less growth | US$ 0.2 million |
| Long-term investments | Patria Growth Capital Fund I Fundo de Investimento em Participações Multiestratégia - Startse | 12 (b) | Discounted cash flow | Discount rate Expected cash flows | 17.1% - 18.2% | 50 basis points | US$ 0.8 million |
| Long-term investments | KMP Growth II | 12 (b) | Discounted cash flow | Discount rate Expected cash flows | 18.0% - 19.2% | 100 basis points | US$ 0.9 million |
| Derivative financial instruments | VBI call option | 12 (c) | Monte Carlo simulation | Projected AUM at option exercise date | 50% greater/(lower) than projected AUM | 34.49% volatility | US$ 1.4 million/ (US$2.9 million) |
| Consideration payable on acquisition | Contingent consideration payable on acquisition – Kamaroopin | 21 (b) | Discounted cash flow | Discount rate Projected fundraising activity | 11.5% - 13.7% | 100 basis points | US$ 0.2 million |
- Increase (decrease in discount rate) or decrease (increase in discount rate) the discounted fair value
The following table presents a reconciliation of financial instruments measured at fair value on a recurring basis using significant unobservable inputs (Level 3) as of March 31, 2024 and December 31, 2023.
| Contingent consideration payable (a) | Long term investments at fair value through profit or loss (b) | Derivative Financial instruments (c) | |
|---|---|---|---|
| Fair value of Level 3 financial instruments at December 31, 2023 | 18,201 | 27,624 | 2,896 |
| Cumulative translation adjustment | (1,838) | - | (90) |
| Change in fair value | 2,265 | (505) | - |
| Fair value of Level 3 financial instruments at March 31, 2024 | 18,628 | 27,119 | 2,806 |
| Contingent consideration payable (a) | Long term investments at fair value through profit or loss (b) | Derivative Financial instruments (c) | |
|---|---|---|---|
| Fair value of Level 3 financial instruments at December 31, 2022 | 21,963 | 24,240 | 6,322 |
| Cumulative translation adjustment | 254 | - | 191 |
| Changes in fair value | 716 | 2,611 | 745 |
| Fair value of Level 3 financial instruments at March 31, 2023 | 22,933 | 26,851 | 7,258 |
*Changes in fair value include impact from price risk and/or foreign exchange rate risk
| (a) | Related to contingent consideration payable to sellers of VBI and Kamaroopin (note 21 (b)) |
| (b) | Relates to investments in Patria Growth Capital Fund I Fundo de Investimento em Participações Multiestratégia, and KMP Growth Fund II (note 12(b)) |
| (c) | Relates to VBI Call option to purchase remaining non-controlling interest and other purchased options (note 12(d)) |
| (c) | Financial instruments measured at amortized costs |
As of March 31, 2024, and December 31, 2023, the book values of the financial instruments measured at amortized cost correspond approximately to their fair values because the majority are short-term financial assets and liabilities or the impact of the time value of money is not material except for transactions related to the gross obligation under put option (note 21(d)) measured at amortized cost which is a non-current and current liability and has future gross redemption amounts as reflected in the liquidity risk under note 31(d)(ii).
| (d) | Risk management |
The Group is exposed to the following risks arising from the use of financial instruments:
| (i) | Credit risk |
| (ii) | Liquidity risk |
| (iii) | Market risk |
The Group determines concentrations of risk by assessing the nature, extent, and impact of risks in its investment portfolio. This assessment considers a range of factors that are relevant to its investment strategy and objectives, including geographic concentration, industry concentration, counterparty risk, market risk, and liquidity risk.
To manage concentrations of risk, the Group uses various risk management strategies, including diversification, hedging, and monitoring of counterparty credit risk. The Group also regularly reports on its risk management activities and the effectiveness of its risk management policies and procedures to its audit committee and board of directors.
While the Group uses quantitative measures, such as percentages of its portfolio invested in particular regions or industries, to help determine concentrations of risk, it also uses its judgment and experience in assessing the overall impact of concentrations of risk on its investment portfolio and making informed investment decisions.
| i. | Credit risk |
Credit risk is the possibility of incurring a financial loss if a client or a counterpart in a financial instrument fails to perform its contractual obligations.
The Group has low exposure to credit risk because its customer base is formed by investors in each investment fund. These investors are required to comply with the capital calls in order to repay related investment fund expenses. If capital calls are not complied with, the participation of that investor is diluted among the remaining investors of the investment fund. In addition, management fees could be settled by the sale of the underlying investments kept by the investment funds. The cash and the short-term investments are maintained in large banks with high credit ratings.
Furthermore, accounts receivable balances as of March 31, 2024 and December 31, 2023 are composed mainly of management fees, performance fees of investment funds, advisory fees and reimbursement of expenses to be received from investees of such investment funds.
The amounts receivable and project advances as of March 31, 2024, are expected to be received as demonstrated below:
| Overdue · Due in | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Less than 90 days | 91 to 180 days | 181 to 270 days | 271 to 360 days | Over 360 days | 01 to 90 days | 91 to 180 days | 181 to 270 days | 271 to 360 days(a) | Over 360 days | Total | |
| Accounts Receivable (note 8) | 4,798 | 5,260 | - | 104 | 1,186 | 16,356 | 2,021 | 2,409 | 92,107 | 19,386 | 143,627 |
| Project Advances | - | - | - | - | - | 4,882 | 5,203 | 1,830 | 3,353 | 1,864 | 17,132 |
| Total | 4,798 | 5,260 | - | 104 | 1,186 | 21,238 | 7,224 | 4,239 | 95,460 | 21,250 | 160,759 |
| (a) | Includes overdue postponed collections of management fees of US$ 88.4 million (US$ 0.5 million from the current period and US$ 87.9 million related to prior years management fees renegotiations) related to PBPE Fund IV (Ontario), L.P. (“PBPE Fund IV”), Patria Real Estate III and Alpha Co (note 8). |
| ii. | Liquidity Risk |
Liquidity risk is the possibility that an entity will encounter difficulty in meeting obligations associated with financial liabilities that are settled by delivering cash or another financial assets which might affect the Group's payment ability, taking into consideration the different currencies and settlement terms of its financial assets and financial liabilities.
The Group performs the financial management of its cash and cash equivalents and short-term investments, keeping them available for paying its obligations and reducing its exposure to liquidity risk. In addition, the Group has the option for certain financial instruments to be settled either in cash or through its own equity instruments, Class A common shares.
The Group reinforced its working capital by drawing down US$ 76 million from preapproved credit lines, as disclosed in note 33.
Expected future payments reflect undiscounted future cash outflows to settle financial liabilities as of March 31, 2024, which are shown below.
| Expected liabilities to be paid in | ||||||
|---|---|---|---|---|---|---|
| 01 to 60 days | 61 to 120 days | 121 to 180 days | 181 to 360 days | Over 360 days | Total | |
| Suppliers | 6,752 | - | - | - | - | 6,752 |
| Leases | 802 | 797 | 808 | 2,243 | 17,521 | 22,171 |
| Loans (a) | - | - | - | 11,226 | 100,580 | 111,806 |
| Carried interest allocation | - | - | - | 9,276 | 18,530 | 27,806 |
| Consideration payable on acquisition | 1,349 | 1,693 | - | 5,168 | 24,689 | 32,899 |
| Contingent consideration payable on acquisition | - | 10,991 | - | - | 7,637 | 18,628 |
| Commitment subject to possible redemption (b) | - | 190,692 | - | - | - | 190,692 |
| Gross obligation under put option (c) | - | 84,248 | - | - | 14,211 | 98,459 |
| Derivative financial instruments | - | - | - | - | 1,101 | 1,101 |
| Client funds payable (d) | 13,677 | - | - | - | - | 13,677 |
| Total | 22,580 | 288,421 | 808 | 27,913 | 184,269 | 523,991 |
| (a) | Includes interest estimated for the full maturity term. Partial or full settlement may occur earlier. |
| (b) | Settled with proceeds held in SPAC’s trust account |
| (c) | Liability to be partly settled with Class A common shares |
| (d) | Settled with proceeds held in Client funds on deposit account (note 7) |
| iii. | Market risk |
Market risk is defined as the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market prices, such as interest rate, foreign exchange rate, and security prices. The Group's policy is to minimize its exposure to market risk.
The marketable securities as of March 31, 2024 and December 31, 2023 consist primarily of mutual fund money markets which reduces the Group’s exposure to market risk and investment funds whose portfolios, dependent on the investment strategy are composed of product lines as discussed under Segment information (note 3). To manage its price risk arising from investment funds, the Group
diversifies its portfolio. Diversification of the portfolio is done in accordance with the limits set by the Group. The Group has acquired Warrants as it relates to the SPAC PLAO that are listed. The fair value of the Warrants is subject to changes in market prices. However, the Group has determined
that the exposure to market risk from the warrants is not significant and therefore no sensitivity analysis is presented.
Security price risk:
Long-term investments made by the Group represent investments in investment fund products where fair value is derived from the reported Net Asset Values (“NAV”) for each investment fund, which in turn are based upon the value of the underlying assets held within each of the investment fund products and the anticipated redemption horizon of the investment fund product. Investment fund products expose the Group to market risk and therefore this process is subject to limits consistent with the Group’s risk appetite. To manage its price risk arising from investments in securities, the Group diversifies its portfolio. Diversification of the portfolio is done in accordance with the limits set by the Group.
Foreign exchange risk
Foreign exchange risk results from a possible change in foreign exchange rates that would affect the finance income or expenses and the assets or liability balances of contracts indexed to a foreign currency. The Group measures its foreign exchange exposure by subtracting its non-US dollar currencies liabilities from its respective denominated assets, thus obtaining its net foreign exchange exposure and the amount actually affected by exchange fluctuations.
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