David Lyon – Hybrid Capital Solutions for Private Assets

I always laugh and I tell my investors, people that show you the same decks that say wall of maturities. It's never happened in the history of finance. People say, "Oh my God, I forgot I have a maturity." Good companies finance those ahead of time. It's only the bad ones that can't refinance themselves and people figure that out. They talk about fraud in China. They talk about debt to GDP. I call it the boogie men's slides. They're saying, "World's gonna end. I have capital." [music] On Ted's side, and this is Capital Allocators. My guest on today's show is David Lyon, managing director and head of capital solutions at New Burger Berman, where he oversees $10 billion of assets and deploys $2 to $3 billion each year, originating large-scale financing solutions to premier sponsor backed companies. Over three decades, David was the first arbitrage analyst at OXF in the mid-1990s, an associate at one of the then largest private equity firms in the late 1990s, and a fundamental distress debt investor at Quant hedge fund DE Shaw through the global financial crisis. His experiences offer a deep understanding of both sides of the balance sheet, which he brought together in hybrid capital solutions over the last decade. Our conversation traces his journey, lessons learned along the way, and perspectives on today's private markets. We then discussed the need for flexible capital solutions to address private equity liquidity challenges, competitive differentiation in the space, and the process for making it happen across sourcing, creating solutions, and managing risk. Along the way, David cherished his refreshingly honest views on investor expectations, leveraged capital structures, good and bad investments, and incentives that help navigate an increasingly crowded marketplace. 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All of this lives inside the AlfaSense platform, turning raw conversations into comparable, auditable insight. The first to see wins, the rest follow. Learn more at alpha-sense.com/capital. Capital Ilocators is also brought to you by Morningstar. But if data wasn't just a bunch of raw numbers, but a clear and decisive language to help connect investment strategies with long-term investor needs in a constantly evolving market landscape. Morningstar created that language, bringing order and utility to insight rich data so you can prepare for your next opportunity no matter the asset class or market. Visit wheredataspeaks.com to see what Morningstar data can do for you. Please enjoy my conversation with David. Bye. David, so fun to do this with you. Ted, great to see you. We've known each other for what, 28 years? So go back a long way. We're not going to go there. No. Why don't you take me back to what it was like growing up in a family where your brother's all ended up in investing in finance. We were typical middle class family in New Jersey. My dad was not in the business at all. He was an engineer. My oldest brother got into the business by accident. My mother knew someone that she played golf with. Her husband was a partner at Goldman and she asked, "What is your son doing?" And he said, "I'm going to go work for a big-wheel company and do chemical engineering." She casually said, "Well, have you thought about investment banking?" No one in my family had any idea what that was the time. My brother was a smart guy and ended up interviewing and getting a job. That's how my family accidentally discovered investment banking. But I had another brother who's still in the business. He went through the process and I was really lucky because when I was in college, I knew what an analyst program was. I knew the questions they asked you in interviews and all those sorts of things. Now I wasn't a finance major. I was a liberal arts major. I didn't grow up with a dad who was obsessed with stockpicking. I didn't have any of those things. I was very fortunate that I got exposed to a bunch of those analyst programs in the interviews and was able to figure out how to bumble and stumble my way through them. I was lucky enough to get offers at a couple banks and I went to Goldman Sachs. The big advantage for me joining that analyst program was since I never really learned a lot of that stuff formally, I had to figure it out for myself. I'm a common sense oriented person. I had to understand the principles from a common sense perspective and finance is relatively simple. I'm not talking about upper level mathematics here, but basic concepts to be able to teach yourself. Those things was very powerful for me. It was very lucky to have exposure to it, very lucky to have older siblings that understood this space. I was ready to work. I was a dumb kid. I didn't care about working 100 hours a week. I thought it was the most glamorous, sexy thing in the world to send faxes to partners Hampton's houses and numbered the pages to make sure that he can get jammed up in the fax machine. I was also very lucky when I started doing this in 1994. M&A was booming. We didn't have a huge team in my analyst class and I worked on live things. I didn't do pitches. God knows what damage I caused when I was 22 years old. Got exposure to management teams, to cell-side processes, to raid defenses, all those things with a court side seat. That was an amazing experience for me. I got to work on some pretty large companies and get it from the inside without pitching. I was losing and just doing decks. I was thrown into the boardroom and I don't think it was adding a lot of value, but I got to watch it firsthand. Should we go from early banking to early hedge funds? What was that experience like? I was a good analyst, well rated or whatever that is in the analyst program, but you realize a lot of that is just doing a lot of perfunctory things. When you step back after 30 years, you were making sure a deck got done. You were making sure the merger model was right. Back in the day, we didn't have the internet. We had to go down to the stupid ibis machine and get the estimates off the machine and we had to get paper stacks of SEC documents. A lot of that was navigating a process. Making sure the deck was on them. You're going down to word-pro--30 years ago, we didn't have Excel. You had Lotus 1, 2, 3. You had to print it out and get word-processing to transpose it from there, make sure there were no mistakes in it, put it in the book, make sure the book's produced correctly. A lot of your job was that. Being good at that doesn't mean you're a great investor. It means that you're good at people yelling at you. It means you're good at handling abuse and being incredibly inefficient with your time, but you thought you were efficient. Then step into day one, I joined a hedge fund and I was one of four or five people there and I remember just the absolute pain and agony I felt of I was the youngest person there probably by 15 years. In terms of real chops about what to do, I had no idea. My first week, someone asked me about a stock. Should we buy it or sell it or what should we do? I think we owned it and they asked should we sell it. I remember asking, what's our basis? Would we pay for it? The amount of anger and fury was like, what are you an accountant? Who cares what we paid for it? It's only what it's worth. right now, that doesn't matter. And I was like, oh my God, being thrown in the fire. But that was terrific because I got to first hand deal with an investor who was on the front lines doing this. He was not afraid to tell me I was an idiot. That was a massive learning experience for me to understand how to think about up down, how to think about the source of our edge. Why do we know something that no one else knows? I originally was in a risk-arb fund, a special sits fund. We weren't doing stock picking. We were trying to take advantage of structural inefficiencies back in the day. Risk-arb was an amazing business. It wasn't 5%, it was 20%. I was thinking back about God, I wish I knew what I know now then. Because having a market that could produce those rates of return by being one of the few participants is really an anomaly. That doesn't happen, especially today, how competitive finances. You could make real returns by being one of the few players in a structurally inefficient market. That's very different now in the hedge fund space. So that was baptism by fire. I was there for a couple years. I don't think I felt incredibly fulfilled doing merger art. It wasn't like, hey, David, these two utilities are merging. Go to this conference and talk to the guy from the PUC of Iowa to make sure that the deal's going to go through. That didn't pop my blood. I started thinking about what kind of investment do I want to do? I wanted to be on the buy side. I thought in the back of my mind, doing something more private equity-oriented, only because I liked interaction with management teams. I like thinking about how does the company work. If I look back in the day, even with people that were mentors to me, my favorite conversations was, how do they make a product? How do they sell it? How does the business work? Explain it to me as if I'm an eight-year-old. Understanding a business to that level was most exciting to me. I thought, gee, if I did it in a more concentrated way, or in a liquid way where it wasn't about trading, it was about getting in the guts and interacting with management. I went off to business school. I ultimately went into the private equity industry after that. Would you find when you got into private equity? I was in private equity in the late '90s through 2007. Under the time, we were the top four or five largest funds in the world. It no longer exists sadly. A couple of things I learned. Raising a private equity fund, there's a lot of marketing behind it. There's a lot of IR math. There are a lot of stories. People didn't have his deep investment chops back then, because at a time you could buy an asset for eight times, ebita. You could leverage six. The LBO math did most of the work for you in terms of return. You weren't having deep level thoughts about the industry. You weren't doing advanced M&A or trying to buy an asset and heave off a bad part of it or do something creative. You were using leverage. The barrier to entry was, could you figure out Excel? Could you do that modeling? Could you convince a bank to give you the financing? It was a different business. I regret that the firm I was that didn't capitalize on it, because it was a lot easier in the day. I also found basic things that when you have a team of people, because mostly private equity firms have different partners that do different industries, they have to get along. And there has to be management. What I learned is having a bunch of fiefdoms and people that have different incentives leads to bad outcomes. Aside from bad investments, I learned about day one, organization matters. Having someone driving a culture, having someone drive accountability is difficult in a partnership. That's something when I look back as what I learned about that space is, how you can organize it, how you can invest. Do you have specific themes? Are there industries you care about? Being a generalist, looking at auctions and trying to get as much leverage as possible and do an LBO model, I don't think it was a winning recipe for long-term success. A lot of the subbenefit of hindsight, but early on, I got to witness some things that went sideways or backwards pretty quickly and it was a big jolt to my fragile ego. I got this really exciting job. I was at a big buyout firm. There weren't a lot of people. Then you realized all the things zoom away. They're hard. When things go the wrong way, it's tough. I spent many, many years early in my career dealing with things that some of them went bankrupt. Some of them were disasters. I'd also taught me a lot about why did we invest in this? What was our thesis? What were you thinking about? The final thing that I learned is when your thesis in private equity is a person, so-and-so is amazing. That's very dangerous. It's great to back a person. You have to realize that your thesis is, I'm backing a person. And God forbid something goes wrong and it doesn't deliver. What do you do? Replace management? Okay, but my entire thesis was Bob. And now that I got to remove Bob, 'cause I'm not doing well, did I really have conviction about the industry? Did I really like the company's position? I saw a lot of that firsthand. Those are some of the lessons I had in private equity. Disfunction, people's trust. I'm guessing it'd be best friends to go on picnics every weekend together. What I'm saying is, have professional respect, common incentives, not gun for my deal versus your deal and things like that. Those things are insidious. And they infect a culture and they go from the top down. You've got to be really cognizant of putting the right motivations in place. So after seeing that, that looked like it was going to be great. Top of the world doesn't go that well. Where do you go from there? I went to a large hedge fund. This was the '07 cycle when we were long in the tooth. And people thought that the world might end. I pivoted to doing more distress stuff. Loan to own. Get into parts of the cap structure. We're going to become the fulcrum. The hedge fund was a quantitative hedge fund with these to call our qualitative business. And I thought it would be a fantastic piece. It looked like we were long in the cycle. Using our skills, especially my skills with things that had been broken before and having learned how to think about those things and what's a good business, bad business. The aphorism, good company, bad balance. She, by the way, never exists anymore. But being exposed to that, I pivoted to a large hedge fund that had a huge capital base to go do that. One of the things about this hedge fund that I worked at is it was incredibly quantitative. Tremendous smart people. That was one of the least exposed to what they did day to day because they were up on a shop. The one rigor and things I learned, and I think back to this day is one always calculating your up and your down, precisely. Hey, what am I playing for? What is my real downside? And I remember these to tell me, I don't want you to be conservative. I want you to be accurate. What I learned from them is, listen, we can take advantage of risk reversion. Often in the market, we get paid because people are risk-averse. And if we have a big enough diversified pool of capital, we can take advantage of that. We can buy those risks and assemble them in a pool. So I don't want your risk averse estimates. I want your real ones. And then we can decide whether we want to take that risk and whether actually mathematically it makes sense to do that. That was a bit of an eye-opener. Because if you come from private equities ago, these are conservative assumptions. And your downside case was 10%. I used to laugh. Your downside case is negative 100. If you're a six-time-leber company, it goes wrong. You're going to lose all your money. There was a lot of that. Gaming the system, running five-year models, and going to a place that was just rigorously quantitative. That was a massive eye-opener. They weren't big into the more qualitative parts of the business, relationships, building benches of management teams, things like that. It was a different business for them. That was a big eye-opener. And of course, I was in that seat during the GFC. That was an unbelievable time to be there and to do that and have that capital base and see the advent of CDS and what happened to that. All those different things at one time. That was a pretty unique experience for me. As you reflect back, your path, arbitrage hedge funds, stressed, private equity, credit. I'd love to get your perspective today on each of these now popular alternative asset classes. Private credit, if you look at the different pockets of capital in there, the biggest one by far is direct lending. That's what everyone's talking about. And it came out of the GFC when all of the regional banks went away. This was the story they'll tell you. Hey, the syndicated loan market can't support these smaller loans. The banks are in the moving business, not the storage business, they get paid a couple points to syndicate the CLOs. And as such, we need a home for these smaller things. You can make a real spread in doing that. That was the genesis of direct lending. It was a beta strategy from the start. I'm getting paid a spread. You can think that maybe you were getting paid too much. But the whole point was, I'm going to invest in a smaller business. I'm going to provide flexible, first-lean capital and help a lot of sponsor back stuff get done. The industry exploded over time because rates were zero and people desperately needed yield. As rates stayed zero for longer and longer and you look what traditional fixed-and-come assets were returning, it became a huge spread. People figured out, well, G, indirect lending, I can introduce leverage. I can create what I call a baby CLO. CLOs are 10-time-levered vehicles who sold purposes to buy loans because coupons are S325. You have to leverage 10 times to produce 12 to 15% inequity. In a direct lending fund, leverage is a lot lower because you're getting a significant pick-up in spread. You're getting an extra 150-250 Bips. The asset class exploded because institutions needed yield. Today, direct lending competes with the syndicated loan market. Big players have hundreds of billions of dollars. They will hold $2 billion in a name. So it's no longer a cottage industry supporting the underbanked. It is a direct competitor in the syndicated loan market. Most of the activity is in private equity owned companies because they're the most prolific users. They're the most active and it's hard to get real reliable statistics on how much is private equity and how much is non, but vast majority of sponsors are backed. Which kind of gets us the other parts of credit. You have big explosion asset backed, which is Basel 4, Basel 5. Banks will be out of this business. I'm going to finance real cars. I'm going to finance planes. I'm going to finance all these different things. You've had fintech-related things, consumer loans. That's all being aided by technology. You've also had guys do what I do, which is cap solutions. I used to always laugh because distress always got thrown into private credit. And I'm like, if you're buying things that trade, it's not private. That was always amusing to me. More and more distress guys have pivoted to brand themselves capital solutions. Cap solutions. is just hybrid capital. It's all it is. You don't fit in a box traditionally. You're neither just first-ling debt or equity. Within private credit, with all the explosion that's happened in the activity, the volume of assets to put to work, what are you seeing in the behavior of the participants? It's a fine asset class. What you're seeing is if new buyouts are the lifeblood of that business, and new buy activities been muted for the last several years, you're seeing a lot of competition in that space and spreads have come down. You have an interesting environment where the height of direct lending was in 2023. Because of the failure of the syndicated loan market, there were a lot of hung deals in 22 and banks lost a lot of money on paper. You had a major participant out and a lot of these direct lenders were financing deals that were getting done at spreads of 700. What that means at the time as the base rate was 5.5, adding 7 to 5.5 is 12.5% for senior secured paper. If you look at prices that were being paid for the assets, they were paying 18 times, 17 times. So you were a third into the capital structure being paid 13% on levered. That was Nirvana. Everyone went all over the world and said, "Hey, forget equity. I can give you 13%. I can lever it in a diversified pool and make you 15." That caused a lot of capital to flood into the ecosystem. Now what you're seeing is those businesses are attached to a lot of very large alternative asset managers, many of whom trade on FRE. A good way to create FRE is to take several billion dollars of loans and charge 1% on them. That's what you're seeing in the ecosystem. So it's incentives. I'm not saying that the world's going to end. What I'm saying is you're seeing a lot of competition for larger deals because scale participants want to invest big dollars in larger deals. And deals that are for sure to be high quality where lower probability of impairment spreads are very tight. And that's what's going on in that ecosystem. You're going to have to calibrate return expectations accordingly. How's that impacted what you're saying in private equity? What I would say in private equity is you had a couple things happen. Rates were low for a long time. If you're paying 16 times EBITDA for something and your capital structure is only 6, the incremental pickup and basically spread and rate don't crater your LBO model because it's a small part of your structure. What it does do is hampers your flexibility. Your ability to do real aggressive add on M&A. If your coverage ratios are really tight, you have to have confidence about what you're buying. You can't just say I'll buy a bunch of stuff and see what happens. You're going to have real issues with solvency if you get these wrong. If you do a bunch of M&A and it doesn't produce the earnings you think again and you're keep levering yourself up on a pro forma number, you got to be careful, especially with rates going from zero. You used to be able to borrow you to launch back in 21 at 6.25%. Now those numbers are around nine and changed today. They were 13. You can get a sense of the impact of that. That impacted by and built. The other thing in private equity is funds got raised. Bigger and bigger funds. What's happened is that a lot of these assets are huge. A lot of these companies that are good businesses and business services and things with high margins that are low capital intensity. A lot of them are valued at 15, 16, 17 times EBITDA. If it's 150 or 200 million of EBITDA, the exit alternatives are limited for that. It's very different when you were writing an equity check up 50. The exits available to you were multiple. You can get out through another sponsor. You could do more M&A. There was always someone big enough that says, oh, this platform's interesting. I want to grow it. Today, if you have a margin optimized company, that's worth 16 times and it has a billion dollars of equity in it. And you want to just do some basic math and you want to earn a 15% return over five years. That's a double. You got to take a billion and turn into two billion. A lot of these companies don't really deliver because as you know, EBITDA is not a gap principle. If you took operating income and added DNA to it, it wouldn't be the number that's presented to you. There isn't a ton of free cash flow in these models. You really have to grow the top line. You have to think about who's going to pay the same price for this asset in five years. That's what's confounding the industry, which is it's very difficult to pay 16 times for something. And then assume multiple contraction in your buyout model three, four, five years into it. The implied growth is huge. If you make a 20 plus percent return, that's impacting the industry. What you're seeing in private equity was a golden age rates below capital formation was awesome. People doing smart things. The advent of buyouts that never happened, meaning in the past, you couldn't do a software deal. Lenders wouldn't give you the capital and they would say, oh, your assets walking out the door every single day. And now they're the most aggressively finance companies on the street because people realize, wow, there's a lot of recurring revenue and people don't throw out the ERP systems. There were innovations. As the industry got more competitive, it's more difficult to innovate because other people see what you do and can copy it very quickly. Private equity is not dead. It's mature and it's cyclical. People are going to have real impact of the activities in 2019 and 2021. We're seeing that. It's a real factor today. How did those two things work together where there seems to be an endless abundance of credit capital available for a sponsor? But the sponsors have this pricing issue in terms of generating the returns they need to for their LPs. Credits still hot. The uni markets are back to where they were. You can get six and a half seven times leverage on the right assets if you need to. It's more expensive because of base rates, but spreads are very tight. Credits sought the problem. The problem is bid ask. If you looked at 2022, the S&P with down 20%, the NASDAQ with down 30%. Let's say private equity lives somewhere but to those two worlds. Private equity was flat for the year. Compounding is pretty powerful. People now look at public comps. That's where you're having issues with these marks. You've never had any dip in the number. A lot of private equity firms, what you're seeing is the biggest institutions are capital formation machines. They're excellent. They're well-run. They're well-managed. The vast majority of capital being raised in private equity. I think the number is two thirds is the top 10 firms. What you're seeing is a shakeout in middle market. Middle market, by the way, is not tiny. It's two billion, a 15 billion somewhere in there. You're seeing real issues there. There are thousands of those players. You're seeing those folks with difficulty in returning capital. At the same time, some of them don't want to say, "Hey, this is a great asset." I think comps say it's 17. I'm not going to mark it down because I still got to raise my next fund. That circle is pretty powerful. We're seeing a reluctance for people to say, "Hey, I think this is a good company. This is what comps suggest. It's fair value." But when you go put it out for auction, it's hard to get that number. Especially if it requires a billion and a half dollars of equity, that's right now what you're seeing in the industry. I just love your quick take on hedge funds. We started your career. What I did and what multi-strat to do is a very different animal. My experience in the business was a relatively small pocket of capital doing a vet ribbon stuff. We weren't stockpickers. It was a pretty narrow universe of guys that did this stuff. We knew which lanes we were swimming in. There's been a massive evolution in the products. You have quant funds and you had multi-strats that became huge. Not all of them have fair, well, some have had some issues, but I'm always impressed with the people that are running these 10, 15, 20 billion dollar funds that managed to put up decent numbers and really stay ahead of flows and focus on three or four industries. It's very, very difficult to do that. The industry had a tremendous backlash for a while. It was dead. It's come back. We talked to people in that space that managed real dollars. It's a challenge. You know it very well. You used to allocate it to it. There are very few people that are gifted in doing that when you're fundamentally stockpickers in size. It's just a handful of folks. I think have real talent in doing that. So you go back to the private markets. You have this disconnect and bottleneck between credit and the equity. As you mentioned, you're now in the capital solutions business. You can talk about what that is and where it came from. In essence, it's any capital that's nontraditional. The first thing I alluded to was distressed. There is no distress market. What's happening is 30 years ago, there was a bigger premium to be in distress. If something were complicated or hairy or on the verge of insolvency, a lot of people said, "I don't want to deal with that. That's gross." So you had a bigger discount at play in that space. On top of that, you actually had higher carry rates were structurally higher. You could sit on a loan and buy it at 75 and make a rate of return just by taking in the coop. When rates got super low and the no-sional yields were 4%, it was hard to make any money buying something at 77. More people came into the industry. What happened is distress only became interesting when there was dislocation. Right now, if you look at dislocation, during COVID, syndicated loans traded below 80 cents for eight days. During the GFC, 294. Big difference. The windows to take advantage are incredibly narrow. People realized very quickly, "Oh, this is a 500 million dollar EBITDA software company." And it went from par to 78 because people freaked out that we were all going to be living in caves. That's silly. And that inefficiency went away. That's not a strategy. People say, "Oh my God, I forgot I have a maturity. Good companies finance those ahead of time. They're saying, "World's going to end. I have capital." But before that happens and no one knows when it's going to happen, all the things that people look at are already baked into the cake. It's the exogenous factor that no one knows. It causes the thing to topple over. I always tell people, "So you're going to be at the bottom with all-dry powder? That's your strategy?" That's silly. People are realizing that that's not the case. A lot of stress guys said, "Well, all right, worlds are becoming fundamentally more private. I want to pitch the omnibilded and jacked capital into these companies." A lot of their pitches see how big direct lending became. There's obviously a car crash there coming. I'm going to be the guy to benefit from. People love pitching themes. This theme is what's been proliferating around the street. I hate that investment theme. This is my bias. I don't believe it's possible for any single person to assemble a reasonably diversified portfolio of 20 broken things. You can have an edge in one or two things where you think there's a possibility to turn it around. You might know an operating executive or understand the model. Can you do that at scale? I don't think so. My opinion, that's where you see most people in cap solutions. There's some angle of distress. It's balance sheet repair. If you're injecting junior capital into a company, most cap solutions are junior capital. There, some form of either a note at hold co can be a preferred stock, can be a convertible preferred stock, but it's some form of flexible junior capital. And the premise is you're somewhere between senior secured and equity. You're hybrid. If the company's got existential problems and it could potentially default, you can call yourself whatever and you're not going to do well. If you're at hold co the liquidation preference and the company can't pay its interest, that's not good. I have a fundamental bias against people pitching downside protection in junior capital and selecting things that are tricky, damaged, sexually challenged. So that's one bucket, eight years ago when I raised our first fund. We were an ops fund. We were, I hate to say it, me too. And half of what we did was bond loans and bond bonds in the secondary market. And eight, nine years ago, I had an epiphany saying, "God, this business is difficult. I don't have an edge." And being this 75th guy, looking at the same loan at 75 cents, what edge do I have? It became apparent to me that, oh, we have lots of relationships with private equity guys. We're thoughtful about structure and how to price risk. This market's inefficient, meaning this hybrid capital market there are a lot of people who do it. We'd be in a pivot into that business in 17 and 18. Then I realized, wow, what's really interesting is in smaller deals when transactions are 20 or 30 or 40, lots of people can do those. In terms of size, hedge funds, they'll have pockets of capital. They can write at 20, they can write at 30, insurance companies, they'll like direct things. Any guy that raised $300 million in a cap solutions fund can do a 20 or 30 million dollar transaction. As a result, lots of competition in that space. The other thing I realized that there is no barrier to distress. It's only if you're crazy enough to do it. Company needs money, they're gonna have a restructuring advisor, they're gonna call whoever's gonna give them money. There is no barrier to entering that space. If you have the capital and you're willing to engage in it, you can do it. I was trying to do something that was less competitive where there was a real mode around it. I realized one of those things was scale. As private equity got bigger, thematically I saw, wow, they're gonna be need for larger checks. Those bigger companies that are in stable industries, they're better managed, they're more professional. We needed to deal with a $4 million EBITDA company. You're gonna be rolling up your sleeves. Maybe it isn't the most sophisticated, maybe it isn't the deepest bench, and this is gonna sound stupid, but $500,000 matters when you have $4 million EBITDA. The businesses that we're looking at 200, 300 million, management team zones, significant part of them, they're professionally run, they are good systems, they are scaled, I felt much better about the underlying quality assets. If I was going to be junior capital, I wanted to sleep at night, and I wanted to write checks with conviction and say this is a great company. Our whole premise was, can we get really good companies? Can we be in a part in the structure where I think there's massive room for error? Maybe the company isn't worth 17 times pro forma adjusted EBITDA. Maybe the guy who's gonna take that risk is the guy who owns the equity. This is gonna sound basic, but if the company's marked at 16 or 17 times, and it has six times leverage, that means there are 10 turns of equity. If multiple has come down by two turns, you just lost 20% of your money. I didn't want to take that risk. Our premise was, can we get into really good things that are good industry, good companies that are well run, and figure out a way to shield our investors from what's happened to private equity? That's really how we pivot it, and that's our model. We have a few competitors who do that at scale. What's unique about what we do for a while was it was difficult to raise these funds, because allocators looked at them and said, "You're neither fish nor foul." I got my credit guy, and that's a yield. I got equity and equity's equity. I remember talking to insurance companies in 2021, and the first question was capital charge. I care about how much money I gotta put down. Well, you look at our fund, it's probably gonna be equity treatment. I'm like, "Oh no, my equity book returns 30%. "And I'm like, it does. "I should do what you do." And of course, now today, like, can you do 10? That would be amazing. There are people that have different variations of this theme. The big push is that there's three trillion, four trillion, whatever number you believe, an unrealized private equity nav out there. It's a big number. Private equity will become interesting again. The regular buyout business is gonna take a couple years for that to get fleshed out. We're addressing the nav today. Because there's so much of it, at least there's opportunity to sift through it, and figure out what's interesting. And then the other thing I like about private equity is a whole bunch of weird structural inefficiencies about raising funds, about returning capital, about doing things that are not just pure intellectual sitting in a room, doing the thing I would do if I had unlimited dollars and building a theoretical portfolio. You have LPs. You have different motivations at stake. You have funds that are in the carry, not in the carry. These motivations influence decisions about when to return capital. That's a nice thing to know. In finance, there are some people who historically have been incredibly talented about spotting trends, about seeing around the corner. What's nice is to have a handicap. If you have sometimes structural inefficiencies, that goes a long way to building a scaled business. The other thing that we bring to the table is a lot of people entering this business are competing with other private equity firms. We are neutral in this space. As a result, we get looks at a lot of things. You can be the smartest person in the world. And I'm not, but you can be, if you see three bad deals a year, you know what you're gonna do, three bad deals. It's nice to see 300 real like, oh, here's the range of stuff to do. This seems relatively more attractive. That's the key to doing this. It sounds simple. When you're buying public stocks, you know your universe. It's there. You can be an introvert sitting in a room and being very good at. Our business involves something different. You got a source. There's still an efficiency about sourcing. Do you know a management team? Do you know XYZ banker who's your friend and you had a drink with four nights ago at some event? Those things all come into play as long as you work that system and get a reputation for being someone good to deal with, someone who'll close on deals, someone who doesn't retrain people, it's virtuous. You get to see more and more stuff. That's how I thought about it. If you're gonna build a business of scale, you've gotta have some advantages and you gotta have reasons while you get paid. I would like to tell you that I can predict the future. Sadly, I cannot. That's been our business model for the last seven, eight years. We're gonna take a quick break in the action to tell you about Ridgeline. Imagine starting your day with reconciliation already done. No spreadsheets, no breaks to chase, no duct tape holding systems together. Ridgeline is the first front-to-back system of record built for investment managers. One platform, one real-time data set, embedded AI. Investment firms are replacing a patchwork of isolated and data order management systems, accounting systems, reporting add-ons and client tools with this fundamentally new operating model. Automating complex workflows, scaling personalized client experiences, and unlocking the full value of AI. If this is the year your firm is ready to modernize operations in Harness AI, you can learn more at Ridgeline.ai. And now back to the interview. I wanna dive through how you do it. If you take a step back, you mentioned the importance of scale in this business and the strategy you're pursuing. Love to hear about the new burger platform and how that fits into it. New burger bourbon is a 500 billion-dollar plus or minus asset manager. We have traditional equity, traditional fixed income, and we have all alternatives business. The business is roughly 150 billion today give or take. The roots of the business were, there was a fund of funds a long time ago. It branched into co-investments. We built a secondary business. We have a direct lending franchise. We have a cap solutions business. We have a specialty finance business. The thesis was, we're not gonna do control by out. We can be a provider of capital in this ecosystem. The platform invests five to six billion dollars a year in private equity. People know us, people trust us. We're very relevant. We're both in the US and Europe and in Asia. It starts with relationships who you know. Private equity guys are smart. They're good at capital markets. They don't become successful by giving people free money. I'm pretty sure that doesn't work. A lot of that helps you get in the door and give you access. And then it's what you do with it. Our platform's powerful because scale, as I mentioned, our funds don't have to be $14 billion individually to do a deal. When you raise a $14 or $15 or $16 billion fund, it's challenging because you got to populate. And your money isn't there forever. Our funds typically are more reasonable in size, but we have so many different pockets of capital on our platform that we can scale. We can do a $7, $8, $900 billion investment. And there are different people want different exposures without having to raise a $20 billion vehicle to do that. There are different sides of the house. We actually all get along. And many alt firms are siloed. There's a lot of people that have competition, that have issues with each other. These relationships go back a very long time. Tony Tutron, who built our platform, did a wonderful job with people and with motivations and incentives. And so there is collaboration. That's very, very powerful. They've been to work together to figure things out and say, hey, this could go in this pocket and this pocket. And we'll figure out a way to slice this up. Our platform does everything from invest in private equity funds on the fund to fund side, to do syndicated co-investment, to pricing minority equity, to doing prefs and hybrids and converts, direct lending, all of those things in scale across the private equity ecosystem. So that's fairly unique. When you have that breadth of activities and relationships, what does that sourcing funnel look like for your business? It depends on what you're doing. If you are sourcing a direct lending transaction, you want to be in front of the capital market's person at a private equity firm. And that person's sole focus is to go out and try to secure an attractive cost of capital. Because that market has become more mainstream, those capital markets people know the people to call and know who could speak for what size. I don't want to say it's perfunctory, but it's a relatively straightforward process. When you're doing these hybrid instruments, we don't want to talk to the capital market's guy because generally we're expensive. If you're talking to someone whose sole purpose in life is to get the cost of capital down, that's not a good place to go into. What we want to do is traffic in a couple industries. The reason why that is is there's nothing wrong with being an automotive supplier. There's nothing wrong with being a commodity chemical producer or drilling for oil. All those things are terrific. Buy equity. If you're going to go do that and take some risks like that, don't do hybrid capital in things that have more volatility or extremely capital intensive. And so we'll mine parts of business services, parts of software that we can understand, parts of healthcare that are underwritable, then we'll get deep in those industries. We'll do the conferences and we'll get to know the individual deal partners at these PE shops and start talking to them about what's going on, what deals have you worked on, what are you thinking about? Then you get deeper. And what happens is, oh, I need to go get something done. I need capital relatively quickly. Who do I trust? That's powerful versus cap markets guy who's trying to get you down and cost a capital. We use that to our advantage. Our kind of parties are smart, sophisticated, the best in the world at this stuff. If you give them enough time, you will lose. Every time you will lose, they will take your face and drag you through the mud and make you eat the mud. However, if you can say I can get this done, 400 million, 500 million, three weeks. I know this industry. I've looked at before and that's the combo you want. Do you know your area is well enough? You have to do all of your own diligence. You're actually going to rely on someone saying, well, I told you, you're going to hire your market study if you need that stuff, parts of it. You're going to hire your own account if you need that. But do it quickly enough because you understand the basics that industry and what to look for. And then speak with conviction and size. That's how you earn excess return in our space. Waiting for someone to syndicate risk to you is not how you're going to do it in these capital solution deals. The platform enables us to get to that deal partner that we don't know because, oh, we're also an LP. Gee, oh, take my call. Generally speaking, I'm not a competitor. There's a part of our house that is an investor. They're going to pick up my phone call. And it's incumbent upon my team to figure out, build a relationship. If you couple the LP relationship, no one gives LP free money, but access, trust, non-competition. And then our ability to get deep in industries and then liaises with deal partners, we constantly outbound them with, hey, I noticed you guys were trying to do XYZ last year. Do you want help or have you thought about getting liquidity and something? A lot of times, well, actually have great data on things. If I call up and say, hey, my name is David, I would like an 18% convert. That's not a very attractive pitch. If I call up and say, hey, here's five pages of reasonably thoughtful stuff. Take a look at it. Here are the last 10 deals that we've done. That gets people thinking. There are bankers involved, but when you're doing these hybrid deals, it's not an auction because you're still going to be invested with that owner in the company. They don't want anyone in the boardroom with them. It's a narrow handful of people they want to do business with. You want to be one of those one or two calls because they're only going to call a couple of people. That's how it all works together. As your team and the other people in the organization are teasing out what might be an opportunity and there's some time sensitivity to what are the couple of signposts of what will get your attention as a deal that you might want to dive into? The first thing when we're sitting down as the portfolio manager for our business, if I don't understand what it is in the first two hours, there's no chance we're doing it. I'm any great genius. I'm old and I've been doing this a lot. I've seen a lot of these business models. If I can't figure out what it does or I have to make a bet on technology or a bet on some commodity price, it ain't going to happen. Then we'll look at things and say, do we have any view on the three or four major top line trends here in this space? Some industries we're not very bullish on. Some we think are more attractive. Start with that. There are certain spaces we're not going to touch. I don't have a background on retail. I'm not going to go charging into a massive retailer and say, gee, if same source sales were higher, it would be great. Basically something we understand. We'll look at the business and say, okay, what are we doing for it? If you look at the two use cases for what we do, it's generally M&A or it's return of capital. And start with M&A. If it's small enough, a private equity owned company will use leverage. That's most accretive to its equity. However, if something gets big enough and they need equity, it can be difficult sometimes for them to invest in a company that they have marked up in the same fund and write equity check to go do that. If it's a large deal where they need significant equity, that's more challenging for them. Weak like that set up because typically bigger things are being sold by someone else and there's time pressure. So someone wants to do a large M&A deal. Need some form of junior capital has structural reasons why they can't write an equity check. Those are about half of our deals. It's also something that has done well. Generally speaking, it's probably in the top 10 to 20% of what they own and their view is whatever I'm buying is going to help me exit in two or three years because it's going to improve the story. Maybe there are synergies. Maybe there's something. Maybe it can help us go public. Whatever it is, that's how the puzzle pieces fit together. We like that business a lot. Those investments can be preferred stock. It's something that's just a creed over time. We're going to get pay for saying you guys are showing up in an auction. You got competition. Here's the $350 million. This is my rate of return. It's hard for them to bid five people off each other and at the same time call competitors that are in the business who might be bidding on it. That's bit of business we're in. That's not an equity bet. All we're assessing there is my detachment point in the structure. At the end of the day, if you think that violence at the Holtkowa company is a good idea, it's not. You want the equity to be successful. It may not earn 27%. But you want it to be positive. Your thesis is I have a lot of value to eat in two theoretically. You have to be able to eat into something. And if it's zero, congratulations, you're also a zero. I don't think people understand that concept. Is this business saleable in a couple of years? What is the thesis? How hard you'll lean are the assumptions? This thing they're buying. Do they understand how to integrate it? Is the team good at this? Have they done it before? Simple things like that? You're going to assess does the cost of capital make sense? The deeper you are in a structure, the more you should get paid. The other business is what I call the return of capital business. You're going to call it the DPI business. Where a sponsor says, I have a winner. I'm going to keep compounding my money. But I have people telling me to give money back. I don't want to sell this company because I still think we're going to make money. There's a way for them to enter into partnership with us. We'll buy 20, 30, 40%. They'll take that money. They'll give it to their LPs. And we'll say there's one small catch that I'm going to be structurally senior to you. And I want a minimum multiple of my money because you have a lower basis than I do. I need to catch up. That's generally how it's presented. Those are typically converts where you're buying something the greater of some minimum multiple or the value of the equity. That is our hardest business by far because private equity isn't cheap. And you're sifting through a lot of assets. If you're doing your job well, you have to believe the convert has value. The worst thing possible to do as well, I think this is overpriced and makes no sense, but I have a one five. That's a good way to lose money because you're going to be misaligned from the get-go and enforcing liquidity rights that you have in documentation. Good luck. The worst thing people talk about for sale rights and these documents because typically you'll have a forced liquidity right? You don't walk into a conference room and say sell. So how it works. Typically, the management team has to be on board. The owner has to be on board. If it's not going well, that's not going to be a robust auction. If someone knows it's a for sale, you have to think ahead and you have to think about being reasonable. We do that business occasionally. It's not a massive part of our book. It's about 35% 40%. We've got to be really selective and we have to have a thesis behind what we're doing. By far, that's the hardest business that we're in. Is there anything else that's interesting that falls into the type of deal structure you do? Occasionally, we'll do a new buyout. There are some terrific direct lenders that have the ability to do preferred. It's an auction. There are five or six guys competing on it. I'm going to back all of them. I'm going to run five trees. We're going to sequester information and know what's going to know what each other's doing and we're not in that business. People are wonderful at it. That's a different business. It's a cost of capital business. The business that we like to do is imagine if you're a six billion dollar fund or a seven billion dollar fund and you want to do a high conviction deal where you're paying 20 times for something and you've got to write a billion to a billion three equity check. Next check is large. It's actually for you. And ultimately, you're going to syndicate it to your limited partners. Before that happens, what do you do? Sometimes we'll come in and say, hey, listen, there's a big check. We're going to overcommit and prefer it. The right whole size is 300 million in this company. We're going to commit 500 or 600. There's different costs for those levels. The bigger the number, the more equity like return is and down it goes. People, when they're in a bidding contest, I'm like, use me as your slush fund. If you need another 50, go ahead. That's very valuable to someone to know that you have someone who can move very quickly and will have a minimum hold. You can syndicate me out until you get X. We're a couple of partners we've done that with where we are their partner. We're the silent equity partner, but we have a structure behind it. We've done those a couple of times. That's the universe we're in. The one thing I mentioned that we get looks at, we don't want to do bailout capital. We see every one of those deals. I'm sure there are smart people that do it. I'm sure that there are wonderful funds, but it's difficult to analyze those things unless you are an expert or have operational partners in industry with a specific view on what the 90-day plan is once you do lever, just sitting in Excel saying, wow, if margins got better, I don't think that's a good way to scale a fund and go through life. How do you think about what your portfolio looks like to the number of names, diversification? When we set up these funds, their private equity like, their drawdown vehicles, we don't leverage these portfolios, so there's no third party. leverage on the funds. And that's important for a couple of reasons. I couldn't get attractive leverage even if I wanted to because none of the companies pay interest. They're not seniors to treat piece of paper. My advance rate would be nothing. I would go through all of this misogynist and get no incremental return. If you believe that you are an alpha strategy, I think I'm getting excess return for doing this. I have some edge, whether it's structural, who I am, whatever it is. But at the same time, I want to balance that because these names are not going to be five X's or six X's times our money. If you look at a PE fund the way it's constructed, sometimes we'll have seven names. Have a seven-bagger, have a three-bagger, have things marked in the middle and some things aren't so good. And those offset. We're playing between one and a half and two and a half times our money, somewhere in that range. So you want to have reasonable thereerification, 25 to 30 names. You're able to withstand a left-tail of it. You have to be able to do that, especially with no leverage. But you can't have 100 names. Because then you're just doing anything and you're participating in clubs. All of these deals we typically author them and we syndicate them to our own investors, our own platform. You have to have enough scale and have to be able to do five, six hundred million. But you have to be able to size it appropriately in a fund that if something God forbid goes wrong, it doesn't destroy the entire portfolio. Is that happy balance? And that's just hard because you got to find 25 high conviction ideas. And you will scale things based on risk. If something is a massive conviction, love it. Someone gave me a free lunch. That's a 4% name. And if something has more drawdown probability, it's going to be a 1% name. You're doing less of that. But you're also thinking about that. And you're thinking about what factor risk you're exposed to. I used to laugh whenever a drawdown private fund has a risk manager. I'm like, well, what does that person do? Because you don't hold cash. You don't hedge. Are they on your investment committee? Telling you what not to do because all of your risk comes from sizing the bets and what you're investing in from the get go. Once you're in these names, they're private. You can't say, whoops made a mistake. I'm going to move on. It's difficult to do that, especially when it's a name that you authored and you have your own investors in it. You can't just do that willy nilly. You're thinking a lot about risk management when you're constructing the portfolio real time. There's very little you can do once you're long these names. You're on the board of the company. You got to be really thoughtful about how many risks my exposed to the other thing was the difference on the margin between a name you'll invest with them putting the portfolio and one that you decide not to. I've got to believe in the top line. My least favorite these are value traps. I'm going to fire x, y and z and I'll be able to create it at x multiple. Other people may do this well in my 31 32 years of doing this. That's always gone poorly. I will take top line over terminating people cutting costs all day long. I have to have some conviction why does it grow explain to me why and it's not just well. I took an excel and I broke 1.06 and I kept mold playing. No, I mean, how do they sell this stuff? Do they have real pricing power? Who are their customers? If you look at business services, their sales organizations. I'll spend a lot of time saying, okay, if I'm making a bet on this company's ability to sell stuff, are they well run? How do the salespeople get paid? How does it work? It's top line. Every single time when I'm making investment, I'm never going to pick a point estimate on a number. Where is my confidence interval around 7 to 12% growth? That's difficult to do to grow 8 or 9% consistently over four or five years. If you're underwriting that as your thesis, God, you got to have data, not only data about looking backwards, but what is someone telling you that gives you that confidence going forward? What are you pointing to? That's the hardest thing. The other piece for me is who's running it. That's so important. We've made investments in large companies where the management team owns half the business and they're extremely wealthy. They want to hop on the phone every two weeks, talk to us because they love it and they live it every single day and their animals. That is so powerful to have a partner like that, especially someone who's a founder that built the business from scratch. And to this day, regardless of how much money he or she has in their bank account, they love it. They want to do it. That's who you want to partner with. Having a financial guy as chairman of a company, I don't want that. I don't want someone on eight boards. I want someone who lives it and breathes it on the margin. Those are my two things. How easy is it to tease that out when people say it's hard. I have many flaws. I don't know where it starts to describe them. My wife could give you a pretty long list. One thing I'm okay at is being pretty direct with people, but doing it a way that doesn't offend them completely and getting answers. I like to sit down with people and say, why do you do this? Tell me about how you built it and what you were trying to do and tease it out. It takes a while to tease out, figure out what makes someone tick. When I go and meet with management teams, I make sure our teams really prepared. If our team spends the first management, they mean learning about a company, we failed. You want to be able to start asking questions where people are like, wow, these guys actually spent time learning my business. It goes a long way because people are like, wow, they're interested in what I do for a living. Step one, if you start building that confidence early on, they'll start telling you things. And you're not being argumentative and antagonistic. You're like, listen, I want to learn how this works. I'm interested. You can slowly tease out what gets people motivated. I've been a lot of deals. We're after talking to someone over dinner. I'm like, you're checking out. I'm writing you a $500 million check and you want to retire. I don't think we're going to do this one. You have to figure that out. And people don't come out and tell you that. They give you cues. And you have to build up those cues. And sometimes you're wrong. It's a subtle skill that's taken me a long time to figure it out. When you're one of a few people able to provide this type of capital in the private equity ecosystem that itself isn't having easy liquidity, how do you think about the exit strategy for your deals? If you're doing that M&A deal, you're making a wager that that M&A deal is going to be transformative somehow. They're going to realize whatever synergies. They're going to create a different narrative about top line growth. They're going to jettison some part of it that's slower growth, something that's going to change the narrative that maybe will appeal to the public markets, that maybe we'll get a strategic interest in it. That's part of what you're doing. And the second thing is when you're doing what I call the DPI trade or returning capital, sometimes those companies have run processes and they weren't able to sell the company and you're going to come in and provide them partial liquidity and it's like, well, why am I so smart? Because they just try to sell it and why do I think three or four years will be better? I wasn't born yesterday. You've got to do a lot of soul searching as to what's going to be different. It can be things from when they sold it, the two or three best strategics were doing whatever. That could be part of your thesis. They were tied up. It could be that there were certain macro things going on or that they had leaked valuations that weren't realistic that caused people to stay away from this process. Maybe they need two years of proof of concept of one of the business lines that they're pointing to that no one believes yet. You've got to grab onto something. When these checks get to be big, a billion and a half, two billion dollars for equity, these problems don't go away. That's our hardest part of the business. Could we do it straight perfords? Oftentimes, they just refinances out. You are a bridge in the structure between six and eight times. If the company does it all well, they're very quickly going to eliminate 16% money. They come new for speed and maybe they want discretion so they're not going to compete you across the world. There are these mega perfords deals to get done that are a billion and a half dollars where the company has syndicated loans and someone will say, you know, I don't care who's in it. I want to syndicate it and I'll race to the bottom. Fine. But when you're doing something where you're on the board of the company and you have an equity option, you've got to have a view on why it didn't sell now. We've had examples where there are a lot of pro forma adjustments in EBITDA and people said, I'm not going to pay this multiple on this pro forma number. We had made a bet that they're going to come off over time and that number is going to be more clean. There's different things you can make investments predicated on, but you've got to be really thoughtful. More and more discussions with my team will look at a deal like how are we ever going to get out of this? This doesn't seem like a good idea. This seems like getting someone to check and having the same problem in four years. That's what you get to be all over. What happens when something goes wrong? You don't sleep well. You question your competence. The most important thing is, is the business worth saving? Is there residual value? If there's no residual value meaning past the debt and you've made a fundamental mistake, don't put money in that. That's the hardest thing to do. Everyone's guilty of it because psychology is consistent. No one wants to admit mistakes and say, wow, I messed up. Thankfully, in our business, we haven't done that yet in these transactions. We've done 51 of them. No, there have been instances where something's happened. The company needs capital for whatever temporal reason and it looks messy, but the overall franchise is valuable. That's where some people don't understand how incentives work. You can't take the majority owner of a company and say, you're a zero. I have all the value at the hold code. Have a nice day. Are you going to manage the business? Are you going to shop at every board meeting? You just told the CEO and his team or her team that they're zero, too. Come on. Think it through. You've got to figure out a way to say, okay, if we have to inject capital in this company for whatever reason and I'm more senior, I probably have to write a smaller check than you or maybe we collapse the structure and we all alone the same thing and we'll figure out how to apportion value. Maybe Mr. Sponsor, I'm okay if I'm in front of you. If I get this minimum return and I'll give you upside above certain rate of return, you've got to focus on incentives. You can't just say you're a zero. I'm senior. It's not going to work out. People pitch that. I'm like, I don't know what deals you've looked at. That's not how it works. These aren't always friendly, nice conversations, but you want to get there. I've had instances where people like, wow, you know, I'm like, no, I'm being direct because you weren't direct with me. What I value the most is someone tells me, we got a problem. We got to go figure it out. It's going to involve a check. Okay. As long as I know, but when other little games happen, eventually we all get to a good place. That's the most painful thing and I tend to get involved a lot because my background wasn't complicated by lateral negotiation. Fortunately, those have worked out, but those are difficult because you're writing a check. You still have to have conviction that the franchise isn't broken. that there's value there, that whatever's happening is because of some exogenous temporal thing and that you need that capital to get through it. It's hard to get connection around that. The human brain is a very fragile thing. When things are going wrong, it's very easy to be negative. It's very easy to say, "Oh, this whole thing sucks. Terrible, terrible, terrible." It's amazing how things can turn. We were involved in a company that we injected a tremendous amount of capital in with the sponsor in February, March this year. It took the leverage part of it because we already in it. We already pitching going public. That's six, seven months later. It's amazing how short memories can be. I wasn't in March thinking about this company going public. That's the art form. As you look at the strategy, what do you think is your most important point of competitive advantage? First is the funnel. Eight years ago, the team was much smaller. Sourcing was me and another dude. We now have done a fantastic job not only covering the private equity world, industry dives, people, but all the relevant bankers as well. I look at some big brand names in the space and our sourcing compared to some of them is a lot better because we've gone through that journey. We had a transition our business from being a MeToo ops fund to being someone who does this and somebody does it at scale. The most important thing for me was get sourcing right. I'm not going to win if I don't see everything. That is where we're really differentiated. Because of the corollary to that, because we don't have vultures, I can teach my team do not be antagonistic, do not fight over stupid things that don't matter in documents. There are four things that matter. The ability to put debt on top of you, the ability to take assets away, the ability to take money out of the system, the economic terms of your agreement, don't fight over little things just to fight. Getting rid of that mindset and also being not recognized as a competitive force, I'm not someone they can beat with another buyouts. This same guy runs that firm, runs that business and the buyout business in 2023 when some of our competitors that were owned by buyout firms were very negative on the world. People had to do the rates would go up forever. If I can fix my return at 18%, I can make money because everyone else thinks interest rate is going to go up forever. I'll do that. Very simple thesis. Sometimes people got caught in their own nonsense because of their connections. The independence is very important right now. There are very few people that are truly independent operators that can scale to $700 million in a check that are not impossible to deal with. That forms our sourcing because the more and more you have behaved like that, the more and more people pick up the phone and call you. That I would say is our single biggest thing. Finally is philosophy and humility. I have realized over time when you get into trouble doing this stuff. You take risks that you really don't understand. You say things like downside protection when the thing has got massive inherent volatility and just being humble and up to like, I don't know what I'm doing. This seems like a bad idea. I want my team of people that are smart, that are aggressive, but I want them to advocate for risk. The single easiest thing to do is be risk averse. Anyone can do that. Oh, that's a risk. That's a risk. That's a risk. The skill in investing is to want to take risks and to understand how to quantify those risks and to say, am I getting paid appropriately for them? No, it sounds like a lot of mumbo jumbo. I think someone at a mid-level or principal level that wants to take risks and knows it could impact his or her career is rare. As long as they're responsible and as long as they actually have data, because I'll have guys on my team, gals on my team that will call up and say, we should do this. We should do this. I'm like, I hate it. It's terrible. It stinks. Then they'll say, did you read it? No. Please read the stuff I sent you. That's what you want. The final point would be, I want people to think that I'm an idiot on my team. I want them to think they can do my job and they don't have it for now. That's important to me. I don't want people to think, oh, whatever David says, that's terrific. I want them to challenge me. I'd love to get your sense of risks of the strategy, but also in this broader ecosystem of what you're seeing in the lending environment as you see so many of these deals and only a few of which you feel worthy of providing capital. I think in direct lending, people learned a lot from the GFC. People have been thoughtful about leveraging these books. I'm not a CLO guide, but something like 93% of the CLOs formed before the GFC had positive equity returns. The reason why I mentioned that is that CLOs actually have a good structure. People that don't understand say, oh, they're a four-seller. They're not. There's a specific regiment for how caspos get diverted and people are not forced to sell assets at sentiment bottom. That's why you would think that 10 times-lebert vehicles that bought LBO loans pre the GFC and only would think 93% of them would have positive equity returns. That's because the structure was good. They weren't compelled to sell collateral when loans were trading at 65 cents. Structure is very important. A lot of these direct lending funds aren't finance with TRS, aren't finance with overnight repal. They're more thoughtful leverage facilities. A lot of the funds have long duration capital. Some are permanent. Some are 12, 13 years. As long as the leverage provider, you have degrees of freedom. You don't have people say, oh, party's over, you got to sell all this stuff in a fire sell. That's when you blow up. Structurally, industry's in a much better place from leverage perspective. Do I think there's going to be an implosion in direct lending? No. Like everything else in life, there are going to be defaults and there will be some bad recoveries. People that were more aggressive are probably going to pay the price. The good thing is the distribution of outcomes is relatively narrow. If everything goes well, it's going to be that levered return that everyone talks about the double digit. I think this goes poorly. It's tough to lose money in these. It's really tough if you're diversified and thoughtful about leverage to lose money. It's possible. I'm sure someone's going to do it. There's been a lot more sophistication about what they're doing, diversification, all that stuff. Question is, are you getting paid adequately in credit spread? That's an asset class attractiveness question. If you're making a bet on rates, there's these thing called money markets you can buy. And no one charges you one in ten for that. When you look at that asset class, what are your expectations? What's going to happen with rates? Our current administration has made their point very clear about where they want rates to go. What is your expectation about defaults? Now, you're starting to see non-acruals and defaults pick up in a lot of these public vehicles. There is a 30-year history for leverage loans. What defaults and recoveries have been? It's up to you to decide. Are you going to use that as a proxy? Is private lending different? I think you can solve for that. There are probably lilies where your outcome is not what you thought it was. You're locked up for a long time and it's not ten percent. It's something else, but I don't think it's bad or catastrophic. It's easier with smaller pools of capital to buy smaller companies to make returns that are usual private equity type returns, 20s, 25 percent, because there are multiple sellers. You can do real M&A that impacts your business. If you have a company with 700 million of EBITDAB, it's hard to do M&A on an ad on business going to have a real impact whereas if you have 15 mid cap, larger cap private equity, you're going to have to think about return expectations. What is that asset class going to do? I'm not going to quote numbers, but if you're rooted in 26 percent net, you're going to have to think about things over time. Do I think that some of these ventures are going to have challenges? Yes. On the other side, now it could take many years, but there's opportunity. Eventually, capital will have to get returned. People will have to be more realistic. And if there is a real market cycle, maybe evaluations will get adjusted. Right now, it's challenging to transact in that market. A lot of the investments you talked about are structures for this moment in time. It may last several years, but there's no reason to think 20 years from now. We're going to have the same. How do you think about the flexibility inherent in the hybrid strategy of where you think this goes over the next couple of years? The good news is for the current polls that capital we manage, we're in good shape. The next couple of years, my ability to tell you what's going to happen in four or five years challenged at best. I'll give you some flavors. This location is awesome for us. If you have your best company in the world's blowing up, are you going to call me or some vulture and call me? I have a front row seat to that business either way. I saw it during COVID. One a lot of traditional letters were nervous and they pulled. I'm like, I'll come in. Any capital? 20%. That's a good business. I'm not going to predict that was going to happen or show you four slides of the world's going to end in that environment. Awesome. Hybrid Flexit Capital to do that. Awesome. The worst environment for us is 2021. It's awful. Awful, awful, awful. No one cares about money. There's a $20 billion IPO every week of a company I've never heard of. People are squeezing Costa capital rates for zero, toughest environment to navigate. Wherever one's a VC investor, it's difficult because no one cares about money. Well, more competition and margin, what we do. Yeah. And it all depends on what returns people are willing to accept for what we do. There are too many people in this hybrid space that pitch unrealistic returns that you're only being driven by either buying equity and something has a lot of volatility or taking massive industry or company risk and you're pitching it as downside protection. That to me is intellectually inconsistent. If you're willing to be honest with your expected returns, there's plenty of stuff to do, but it could change because more and more people as these private equity firms have become institutions, not all of them, but focus tends to be more in AUM and growing AUM rather than earning returns in a given asset class. That impacts overall cost of capital. I don't want to tell you what's going to happen in four or five years, but that concerns me. Always does when people get big and rate of return isn't the most important thing. It's their brand name. It's their marketing arm. All sorts of things that get them to be bigger. That's just capitalism. That's what happens. David, I want to make sure I ask you a couple of fun closing questions and finish it up. What was your first heed job and what you learned from it? I was a caddy. I learned a lot. And this was in the 80s. I think a good loop was 18 bucks a bag. You were a self-contractor. You didn't show up a set hours. You didn't scoop the ice cream. You could choose not to work. You could choose to be lazy. You could choose to do only one loop. This is all on me showing up. and doing this. I was 13, understanding that, work ethic. And then second dealing with people. When you caddy, you see people cheat, you see people talk nonsense, you see people that are incredibly difficult. And they're stuck four or five hours together on the golf course. You learn a tremendous amount of rostmosis. Then you learn how to be a good caddy. One of the most important things, some caddies go overboard and talk too much and start telling stories and all that stuff, but they lose golf balls. My dad, he's departed, told me very early on, never lose a ball. Ever. You keep up and shut up until you're spoken to. Always have a wet towel. What do people really care about? They don't want to lose their ball. They want to make sure when they go to grab a club, you're right next to them. If you want to be charming, you do that on the side. What someone invites you into a conversation and you can say your witty thing. Tell me to deal with difficult people. It taught me the importance of work ethic. And it taught me there are some basic principles you got a master here. Unfortunately, I play golf. I have played for a long time. I've seen every flavor of caddy when someone's good. At least I can take care of them because I used to do it. I used to do it for a long time. I can realize what a drag it was sometimes. What's your biggest pet peeve? On the investing side is IRR. It drives me crazy, assuming that capital I get back to someone's going to earn the same rate of return that's still being invested. It tries me up a tree. I've given this big check back and you're assuming you read a plowing at that same rate of return, but it's not. I'm actually making no money. The most important part in investing last time I checked is do compound your money over time. That also goes into my other corollary of people that are obsessed with yield. If you need yield, wonderful. Great. Have a cash-yling product. However, your return goes out every quarter and doesn't get redeployed. And especially you retail investors. I don't understand like I want to yield them so you can pay ordinary income so you cannot reinvest your capital. If you have dollars to invest, you're not a pension with a liability. You're a person. If compound your money and something you believe, those are the two where I understand if you need cash yield to pay certain expenses, wonderful. You're retired and you have to have income terrific. If you're trying to compound capital over time, why pay ordinary income on something that doesn't compound? I don't get it. I still don't get it to this day. And then just people that are obsessed with IRR because in these funds, they're ways to manipulate it. You have to look at multiple of capital and how many years you're stuck and the average amount of capital deployed and then use that as a litmus test versus IRR. That's one of my biggest pet peeves. All right, Dave. Last one. What life lesson have you learned that you wish you knew a lot earlier in life? 20 years ago, I was a lot less mature about the importance of team. And that's going to sound stupid. I was much more of a loner. I had opinions. I do what I do. And I know what's going on. Team Schmiem, this is all a bunch of gobbling cook. We figured out as a society division of labor. It's actually pre-effective. There are people that are better at certain things than you are. What's powerful is getting those different people together to do something. When I built this business over time, it dawned on me having people with different skill sets, having people with different strengths, and having them trust each other. I never would have said those words 25 years ago. And if you knew me, never would come out of my mouth. That's something I wish I really understood a long time ago because it is the single most important thing you do. It's selecting those resources and getting them to work together. Also, the power of positivity. I can be somewhat sarcastic and I can be somewhat skeptical. It's amazing on how Outlook can transform results. If you just think, you know what, it's not the end of the world. I'm going to push through. I'm going to have a brighter perspective on this. It will actually impact the result. Learning that for me was the hardest thing as a natural cynic. It's difficult, but it's powerful. David, I always appreciate your straight talking insights. Thanks for sharing. Yeah, thanks for doing a TED really appreciate it. Thanks for listening to the show. If you like what you heard, hop on our website at capitalallocators.com where you can access past shows, join our mailing list, and sign up for premium content. Have a good one and see you next time. All opinions expressed by TED and podcast guests are solely their own opinions and do not reflect the opinion of capital allocators or their firms. 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