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RBC Global Asset Management Infrastructure … Global Asset Management Infrastructure Investment...
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RBC Global Asset Management Infrastructure Investment Group
Presentation to Stanislaus County Employees Retirement Association
September 2010
CONFIDENTIAL AND PROPRIETARY
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Joseph LyonsManaging Director, Investment Committee Member Before founding the Infrastructure Investment Group, Joe Lyons was president of SSgA Global Alliance, LLC. In this role, Joe was responsible for the acquisition, oversight, and development of early stage asset management firms on behalf of Global Alliance's two shareholders: State Street Global Advisors (SSgA), one of the world’s largest institutional investment managers, and ABP, the pension plan for civil servants in the Netherlands. He has participated on a variety of boards and oversight committees including SSgA’s senior management group, product development committee, and seed capital committee, and board of directors for each of Global Alliance’s portfolio companies. Joe also served as director, treasurer, and board member of Wilton Asset Management, a joint venture between SSgA and Dupont Capital Management. He was a member of the investment committees of the Korean Mid-cap Fund, Thai Recovery Fund, Korea Venture Fund, and Emerging Europe Capital Investors. Joe earned a BS/BA from Boston University and an MBA from Boston College.
Whit PorterManaging Director, Investment Committee MemberPrior to founding the Infrastructure Investment Group, Whit Porter was a senior manager in Macquarie’s capital funds group with the primary role of raising capital for Macquarie’s infrastructure private funds and co-investment transactions. Before joining Macquarie, Whit worked for SSgA Global Alliance, LLC, an early investor in alternative investment firms, and two of its affiliates. Prior to Global Alliance, he worked in the capital markets division of Wachovia Securities (formerly First Union Capital Markets), where he focused on diversified manufacturing opportunities. Whit earned a BA from the University of Vermont and studied at Queens College in London.
James A. RobertsManaging Director, Institutional Sales Jim Roberts is responsible for institutional sales and client service for a range of client types. Jim’s responsibilities include direct selling to public entities, insurance companies, foundations, pension funds, and corporate portfolios. Before joining RBC GAM (US) in 1993, he managed a bond sales and trading/retail investment brokerage business, and also served as chief financial officer for a $2 billion regional commercial bank. Jim has worked in the financial services industry since 1981. He earned a BA in Finance from GustavusAdolphus College.
Presenters
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Contents
23RBC IIG Team & Investment Committee Members
15RBC IIG Investment Philosophy, Process & Portfolio Construction8Investing in Infrastructure – The Opportunity4Overview of RBC & Infrastructure Investment Group (IIG)
PAGEPRESENTATION
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As of 6.30.10
Royal Bank of Canada
Royal Bank of Canada (RBC)• 6th largest bank in North America and 13th largest
in the world based on market capitalization
• Credit rating among highest of financial institutions globally
- Aaa by Moody’s
- AA- by S&P
• Diversified mix of business and geographies
• Approximately 80,000 employees
RBC Global Asset ManagementRBC Global Asset Management, with $190 billion (USD) in assets under management, is the umbrella for three investment management businesses owned by Royal Bank of Canada (RBC)
• RBC Global Asset Management (U.S.) Inc.(RBC GAM (US)), $45 billion in AUM(U.S.-based Institutional)
• Phillips, Hager & North Investment ManagementLtd., $64 billion in AUM(Canadian-based Institutional)
• RBC Asset Management Inc.*, $81billion in AUM(Individual Investors)
*Within the U.S., RBC Asset Management Inc. is not registered with the SEC or any state as an investment advisor
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U.S.-BASED TEAMSMoney Market
CANADIAN-BASED TEAMSCanada Money MarketU.S. Money Market
U.S.-BASED TEAMSMoney Market
CANADIAN-BASED TEAMSCanada Money MarketU.S. Money Market
Not all products, services or investments described above are available in all markets, and some are available on a limited basis only, due to local regulatory and legal requirements.
CASHCASH
Investment Capabilities
U.S.-BASED TEAMSShort-Term BondsIntermediate BondsAggregate BondsLiability Driven InvestingCorporate CreditEmerging MarketMortgagesCommunity Investment
CANADIAN-BASED TEAMSShort-Term BondsLong-Term BondsLiability Driven InvestingCorporate CreditMortgagesTerm Structure PoolsInflation Linked Bonds
U.S.-BASED TEAMSShort-Term BondsIntermediate BondsAggregate BondsLiability Driven InvestingCorporate CreditEmerging MarketMortgagesCommunity Investment
CANADIAN-BASED TEAMSShort-Term BondsLong-Term BondsLiability Driven InvestingCorporate CreditMortgagesTerm Structure PoolsInflation Linked Bonds
FIXED INCOMEFIXED INCOME
U.S.-BASED TEAMSU.S. EquityInternational Equity
CANADIAN-BASED TEAMSCanadian EquityU.S. EquityNorth American EquityInternational Equity
U.S.-BASED TEAMSU.S. EquityInternational Equity
CANADIAN-BASED TEAMSCanadian EquityU.S. EquityNorth American EquityInternational Equity
EQUITYEQUITY
Global BondsGlobal ResourcesGlobal Precious MetalsGlobal Energy
Global BondsGlobal ResourcesGlobal Precious MetalsGlobal Energy
GLOBALGLOBAL
Portable AlphaOverlay SolutionsCurrency Solutions“130/30”InfrastructureHedge Fund of Funds
Portable AlphaOverlay SolutionsCurrency Solutions“130/30”InfrastructureHedge Fund of Funds
ALTERNATIVESALTERNATIVES
RBC Global Asset Management
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RBC Infrastructure Investment Group• Exclusive focus on infrastructure investing
• Objective is to provide stable, long term capital returns with low correlation to other asset classes
Competitive Advantages• Fund of Funds solution provides diversification, scale and efficiency
• Independent team
• Competitive fee structure
• Ability to diversify offerings and strategies
• Extensive experience evaluating investment management teams
• Strong alignment of interest with significant anchor investment by RBC
RBC IIG Summary
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Essential assets that facilitate the functioning of a society
Infrastructure assets are not homogeneous – unique assets and ownership structures across various geographies, developmental stages and sub-sectors
REGULATED• Electric
Distribution and Transmission
• Oil & Gas Storage
• Oil & Gas Distribution and Transmission
• Water Distribution
• Water Treatment
SOCIAL• Hospitals• Aged Care• Schools• Courthouses• Prisons• Waste
Management
THROUGHPUT• Roads• Airports• Bridges• Tunnels• Railways• Ports• Ferries
CONTRACTUAL• Cell Towers• Broadcast
Towers• Satellites• Power
Generation• District Energy• Renewable
Energy
What is Infrastructure?
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Essential services
supporting the community
Essential services
supporting the community
High barriers to entry
High barriers to entry
Stable, predictable cashflows
Stable, predictable cashflows
Low demand elasticity
Low demand elasticity
Underlying cashflowslinked to inflation
Underlying cashflowslinked to inflation
Low correlation with
other asset classes
Low correlation with
other asset classes
Long operational life
Long operational life
CHARACTERISTICS OF INFRASTRUCTURECHARACTERISTICS OF INFRASTRUCTURE
Diversified by geography,
sector, stage
Diversified by geography,
sector, stageVintage
year/timingVintage
year/timingManager selectionManager selection
Portfolio construction
Portfolio construction
Monitoring and reporting
Monitoring and reporting
RBC IIG VALUE-ADDRBC IIG VALUE-ADD
DiversificationDiversification ScaleScale EfficiencyEfficiency
BENEFIT OF FUND OF FUNDS TO INVESTORSBENEFIT OF FUND OF FUNDS TO INVESTORS
The Attraction of Infrastructure
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Source: American Society of Civil Engineers 2009, Booz Allen, Urban Land Institute / Ernst & Young, IMF World Economic Outlook 2009
The Need for Private Infrastructure Investing – A Global Opportunity
Booz Allen projects the need for spending $41 trillion globally over the next 25 years to maintain, modernize and expand basic utilities and transportation
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THIS HYPOTHETICAL ILLUSTRATION IS SHOWN FOR ILLUSTRATIVE PURPOSES ONLY1. Returns shown are based on a review by IIG of the target returns for other infrastructure funds. Past performance is no guarantee of future results2. Risk profile differs based upon factors including concession agreements, demographics, traffic patterns, overall GDP growth and capital expenditure needs
Ann
ualiz
ed T
arge
t Ret
urns
(Gro
ss o
f Fee
s)
Social InfrastructurePPP – availability payment
Higher cash yieldLower capital appreciation
Roads, Tunnels & Bridges2
Mature Regulated Utilities2
Emerging Market Brownfield Rail Links
Average cash yieldAverage capital appreciation
Airports & PortsCommunications TowersPower, Energy & Renewables
Lower cash yieldHigher capital appreciation
Roads, Tunnels & Bridges2
Mature Regulated Utilities2
Average cash yieldAverage capital appreciation
Risk ProfileLow - Medium Medium - High
10-1
8%8-
12%
15-2
0%Unlisted Infrastructure Returns Profile1
Risk/Return Characteristics of Individual Sub-Asset Classes are Substantially Different
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Capital appreciation + incomepotential inflation hedge
Capital appreciation + incomepotential inflation hedge
Market based & market volatilityReturns
None - LimitedNone - LimitedHighLiquidity
Additional level of feesPrivate equity like (2%/20%)
Lower for co-investmentsHigh, management fee
Some carry fee structuresFees
~15 years~12-15 years closed endPerpetuity for open end
Open-endDuration
Audited annuallyAudited annuallyMarket basedValuation
Diversified by stage, geography and asset typePotential concentration issueHeavy utilitiesAsset concentration
Mature, Greenfield, Co-InvestmentsMature and GreenfieldMature, infra-like assetsAsset stage
Outsource to managerIn-houseIn-houseOversight/Administration
Key Features Listed Securities Unlisted Funds Fund of Funds
Correlation to otherasset classes Very high correlation to equities Low Low
Routes to Infrastructure Market
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80% CAGR in fundraising activity from 2004 to 2008
In 2009, fundraising declined similar to other alternative asset classes
Approximately $1.6 billion was raised in 1Q09, $2.4 billion in 2Q09 and $1.3 billion in 3Q09, $5.4 billion was raised in 4Q09 likely due to increased investor confidence in the equity markets
Probitas counts ~100 funds in the market seeking over $110 billion of capital in the next 12 months
Source: Probitas, December 2009, and Prequin, 2010
Unlisted Infrastructure Fundraising Activity
2.4 5.2
17.9
34.3
24.7
10.7
0
5
10
15
20
25
30
35
40
2004 2005 2006 2007 2008 2009
$ in
bill
ions
Unlisted Infrastructure Fund Managers by Vintage of First Fund Raised
44 49 55 64 6987
106134
169
4 5 6 95
18
28
35
23
40
020406080
100
120140160180200
2000 2001 2002 2003 2004 2005 2006 2007 2008 2009
Existing New
19
Unlisted Funds in the Market
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Objective• Provide attractive risk-adjusted returns by offering a diversified portfolio of funds and co-investments• Construct an investment portfolio that will:
- Generate predictable cash flows over the long term- Exhibit the key investment characteristics of essential infrastructure assets, in particular, a sustained competitive
advantage due to regulated or contracted revenue, limited demand risk, or a low level of competition
The Manager will proactively seek portfolio investments that demonstrate an advantageous combination of the following:• Clearly defined investment strategies that will fit within the Fund’s investment objective and diversification criteria• Managers that can demonstrate strong investment teams of experienced, well-qualified individuals that ideally
have a history of working together as a team making successful infrastructure investments• Investment teams that have an alignment of interest with their investors
IIG Investment Philosophy
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IIG Investment Strategy
Themes that will drive our investment strategy:• Strong macro trends leading to increased private infrastructure investment
- Government finances under pressure and stressed globally- Infrastructure investment (new and existing) is essential for the growth of global economies- Increasing interest from institutional investors
• Expanding geographic opportunity- UK, Australia, Canada were early movers in infrastructure- Huge potential for U.S. and other countries- Nascent stage given majority of infrastructure assets are still in public hands
• Rapidly increasing number of fund managers
• Increased specialization of fund managers by sector, region and investment focus- Large, global funds doing mega/large deals replaced by more diversified universe of funds- Inefficient fund structures will give way to more disciplined structures- Lower fees, longer investment holding periods and fund lives, greater flexibility to rollover or reinvest- “Investment Banking”, deal oriented approach will move toward “Investment Management” orientation
• The “Great Recession” has reset valuations to reasonable levels – the next 3-5 years will likely be good “vintage years”
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DIF is an infrastructure fund-of-funds that intends to pool investors’ capital to achieve the critical mass necessary to deliver diversified exposure to infrastructure funds, co-investments and secondary fund investments.
RBC Diversified Infrastructure Fund (DIF)
Diversified Infrastructure Fund (DIF)
Investors
RBC Global AssetManagement IIG (Advisor)
Infrastructure Funds SecondariesCo-Investments
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Overweight small and medium sized funds Focus on annuity type assets with low volume risk Target 80% Brownfield / 20% Greenfield Long-term contracts Minimize political and regulatory risk Funds focused on emerging markets no more than 20% of
Fund
Mitigate J-curve North American focused co-investments with Enterprise
Value <$3 billion Reduce overall average expense of investment
IIG Portfolio Construction
Infrastructure fund of funds that will target 60-75% exposure to unlisted infrastructure funds and 25-40% opportunistic assets, including co-investments and secondaries• Fund will have a target of 10-15 investments• Diversified across geography, sector, vintage year, investment stage and investment size• No more than 20% in any one investment
Throughput 10-30%Regulated 20-40%Contracted 10-20%Social 0-20%
Unlisted Infrastructure Funds: 60-75%
Co-Investments 0-20%Secondaries 0-20%
Opportunistic: 25-40%
Type of Investment Target Allocation
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IIG Investment Process
Post-InvestmentMonitoring & Reporting
Focus onPortfolio Construction
Three StageInvestment Process
Proprietary ResearchDatabase
Stage 1:Identify and Screen
Opportunities
Stage 2:In-Depth Diligence
Stage 3:Investment Committee
Investment MonitoringInvestmentDecision
IIG Research TeamDiscussion and Analysis
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Investment Strategy• Geography, sub-sector, stage• Target capitalization and life of Fund• Key drivers of value creation• Expected returns - yield vs. capital gains• Majority vs. minority stakes
Fund Structure• Tax and jurisdiction implications• Fund terms• Management, performance fees, catch-up
Alignment of Interest• General Partner & Limited Partners• General Partner & broader internal
organization• Within General Partner• Allocation of deals
Team• Strong and cohesive management team• Investment in Fund• Experienced investment team that
matches scope of strategy (i.e.operational, financial, regional expertise)
Investment Process• Manager due diligence process • Target investment size, type, holding
period• Use of leverage• Valuation methodologies• Risk management / investment limits• Review and approval process
Organization Strength• Organization’s financial strength and
overall stability• Resources and back office • Track record
Competitive Advantages• Uniqueness of strategy• Sector and regional expertise• Post-transaction operational and/or
financial value-add
Execution• Source and quality of deal flow• Auction vs. proprietary deal flow• Relationships with local governments,
regulators, operators• Ability to close transactions• Exit strategy
Key Factors InfluencingDue Diligence
IIG Investment Process
In-Depth Due Diligence
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Why Infrastructure?
Why Fund of Funds?
Why RBC IIG?
Stable cash flows and relatively low volatility Portfolio diversification Inflation hedge Long duration and asset/liability matching
Scale Diversification Efficiency
Strong alignment of interest Dedicated exclusively to investing in infrastructure investments Competitive fees Significant capital commitment from RBC RBC is one of North America’s leading diversified financial
services institutions
IIG Conclusion
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Joseph LyonsManaging Director, Investment Committee Member Before founding the Infrastructure Investment Group, Joe Lyons was president of SSgA Global Alliance, LLC. In this role, Joe was responsible for the acquisition, oversight, and development of early stage asset management firms on behalf of Global Alliance'stwo shareholders: State Street Global Advisors (SSgA), one of the world’s largest institutional investment managers, and ABP, the pension plan for civil servants in the Netherlands. He has participated on a variety of boards and oversight committees including SSgA’s senior management group, product development committee, and seed capital committee, and board of directors for each of Global Alliance’s portfolio companies. Joe also served as director, treasurer, and board member of Wilton Asset Management, a joint venture between SSgA and Dupont Capital Management. He was a member of the investment committees of the Korean Mid-cap Fund, Thai Recovery Fund, Korea Venture Fund, and Emerging Europe Capital Investors. Joe earned a BS/BA from Boston University and an MBA from Boston College.
Nancy Duff MangravitiManaging Director, Investment Committee MemberA founding member of the Infrastructure Investment Group, Nancy Mangraviti has more than 14 years of experience advising financial services firms on complex investment, securities, corporate, and fiduciary legal matters. Most recently Nancy led the institutional retirement and philanthropic services legal team at Bank of America Merrill Lynch. Before working at Bank of America, she was senior counsel for State Street Global Advisors’ Global Alliance Division, where she conducted due diligence on investee firms, formed and structured private investment funds and fund of funds across a range of alternative asset classes, engaged in new client negotiations, and advised on ERISA matters. Earlier in her career, Nancy was an associate in the corporate departmentof the Boston law firm Goodwin Procter LLP, where she concentrated on general corporate, securities, and private equity maters. She earned a BA from Tufts University and a JD from Cornell Law School. Nancy is a member of the Bar of the Commonwealth of Massachusetts.
Matthew McPheeManaging Director, Investment Committee MemberA founding member of the Infrastructure Investment Group, Matthew McPhee has more than 25 years of equity research and portfolio management experience in both U.S. and international markets. Matthew has been active in infrastructure investing and the development of fund of fund strategies in the U.S. and Australia. He was formerly a managing director and head of Global Fundamental Strategies at State Street Global Advisors (SSgA), working on a range of U.S., EAFE, and global investment strategies. Before that, Matthew served as a senior portfolio manager in SSgA’s global active equity group, where he was jointly responsible for SSgA’s active quantitative international equity strategies. He was also a member of SSgA’s investment committee. Prior to joining SSgA, Matthew worked as a senior portfolio manager and analyst with AMP Capital Investors in Australia. Before that, he held senior analyst roles at Merrill Lynch and Morgan Stanley in Australia. Matthew earned a Bachelor of Economics fromthe University of Sydney.
IIG Team
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Whit PorterManaging Director, Investment Committee MemberPrior to founding the Infrastructure Investment Group, Whit Porter was a senior manager in Macquarie’s capital funds group with the primary role of raising capital for Macquarie’s infrastructure private funds and co-investment transactions. Before joining Macquarie, Whit worked for SSgA Global Alliance, LLC, an early investor in alternative investment firms, and two of its affiliates. Prior to Global Alliance, he worked in the capital markets division of Wachovia Securities (formerly First Union Capital Markets), where he focused on diversified manufacturing opportunities. Whit earned a BA from the University of Vermont and studied at Queens College in London.
Scott Sinha, CFAManaging Director, Investment Committee MemberPrior to joining the Infrastructure Investment Group, Scott Sinha co-founded Perseis Partners, the private equity spin-out of Borealis Capital Corporation (an affiliate of OMERS), which manages infrastructure-related investments and other private equity opportunities. As a senior investment professional at Borealis, Scott focused on private equity, infrastructure, and strategic initiatives. Prior to working at Borealis, he was a principal at Argo Capital Group, a Boston-based private equity firm focused on growth capital for the wireless communication sector. Scott earned a BA in Economics from the University of Western Ontario and an MBA in Finance and Strategy from the Schulich School of Business at York University (Canada). He is a CFA charterholder.
Lamees AzizSenior Research AnalystPrior to joining the Infrastructure Investment Group, Lamees Aziz was an Associate at Macquarie Group. In this role, Lamees supported the capital raising process for Macquarie’s private specialist funds, with a particular focus on Macquarie Infrastructure Partners II, Macquarie European Infrastructure Fund III and Macquarie-State Bank of India Infrastructure Fund. Prior to Macquarie, Lamees was an Analyst in the International Equities division at Goldman Sachs. In this capacity, Lamees was responsible for selling non-US equities to US-based hedge fund and mutual fund clients ranging in assets from $500 million to $10 billion. In addition, she cross-sold structured equity, interest rate, FX and credit products. Lamees holds a Bachelor of Arts in Economics from Wellesley College.
IIG Team
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Dan Chornous, CFACIO RBC Asset Management, Inc. and Phillips, Hager & North Investment Management Inc., Investment Committee MemberDan Chornous is Chief Investment Officer of RBC Asset Management Inc. and Phillips, Hager & North Investment Management Inc., with approximately $150 billion total in assets under management (as of December 31, 2009). Dan is responsible for their overall direction of investment policy and fund management. Dan is an Investment Committee Member of RBC Global Asset Management Infrastructure Investment Group. In addition, he chairs the RBC Investment Strategy Committee, the group responsible for global asset mix recommendations and global fixed income and equity portfolio construction for use in RBC Wealth Management’s key client groups including retail mutual funds, International Wealth Management, RBC Dominion Securities Inc. and RBC Phillips, Hager & North Investment Counsel Inc. He also serves on the Board of Directors of the Canadian Coalition for Good Governance and is chair of its Public Policy Committee.
Prior to joining RBC Asset Management in November 2002, Dan was Managing Director, Capital Markets Research and Chief Investment Strategist at RBC Capital Markets. In that role, he was responsible for developing the firm’s outlook for global and domestic economies and capital markets as well as managing the firm’s global economics, technical and quantitative research teams.
Dan was born and raised in Winnipeg, Manitoba, Canada. He graduated from the University of Manitoba with a Bachelor of Commerce (Honors) in 1980 and holds a Chartered Financial Analyst designation (1985).
Additional Investment Committee Member
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Scott SinhaManaging [email protected]
Matthew McPheeManaging [email protected]
Joe LyonsManaging [email protected]
Whit PorterManaging [email protected]
Nancy Duff MangravitiManaging [email protected]
Lamees AzizSenior Research [email protected]
RBC Global Asset Management (U.S.) Inc.155 Federal Street, 16th FloorBoston, MA 02110617-722-4700www.rbcgam.com/iig
IIG Team Contacts
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The information contained herein is highly confidential and is being provided to you at your request for informational purposes only and is not, and may not be relied on in any manner as, legal, tax or investment advice or as an offer to sell or a solicitation of an offer to buy an interest in RBC Diversified Infrastructure Fund, L.P. (the “Fund”) or any other investment vehicle sponsored by RBC Global Asset Management (US), Inc. or any of its affiliates (together with such affiliates, “RBC IIG”), which offer may only be made pursuant to the delivery of a related Private Placement Memorandum (the “Memorandum”), which includes important information about the Fund, including the terms of the Fund, risk factors and conflicts of interest. RBC Global Asset Management (U.S.) Inc. is affiliated with RBC Capital Markets Corp., which serves as the general partner of this Fund. The information contained herein is qualified in its entirety by the Memorandum. No person has been authorized to make any statement concerning the Fund other than as set forth in the Memorandum and any such statements, if made, may not be relied upon.
The information contained herein must be kept strictly confidential and may not be reproduced or redistributed in whole or in part, in any format, without the express written approval of RBC IIG. The foregoing shall not limit the disclosure of the tax treatment or tax structure of the Fund.
Certain information contained herein (including financial information) has been obtained from published and non-published sources and has not been independently verified by RBC IIG, who does not assume responsibility for the accuracy of such information. Except where otherwise indicated herein, information provided herein is as of June 30, 2010, and there is no obligation to update or otherwise revise such information after such date. An investment in the Fund involves significant risks, including loss of the entire investment.
Certain information contained herein constitutes forward-looking statements, which can be identified by the use of terms such as “may”, “will”, “should”, “expect”, “anticipate”, “project”, “estimate”, “intend”, “continue” or “believe” (or the negatives thereof) or other variations thereof. Due to various risks and uncertainties, actual events or results or actual performance may differ materially from those reflected or contemplated in such forward-looking statements, and there can be no assurance that unrealized investments used to calculate the return information set forth herein will be ultimately realized for their assumed values. As a result, investors should not rely on such forward-looking statements.
Although RBC Global Asset Management (U.S.) Inc. is registered as an investment advisor with the SEC, none of the information contained herein has been filed with the Securities and Exchange Commission, any securities administrator under any state securities laws or any other governmental or self-regulatory authority. No governmental authority has passed on the merits of the offering of interests in a Fund or the adequacy of the information contained herein. Any representation to the contrary is unlawful.
Securities offered through RBC Capital Markets Corp., member NYSE/FINRA/SIPC
RBC Global Asset Management (RBC GAM) comprises RBC Global Asset Management (U.S.) Inc. (RBC GAM (US)), RBC Asset Management Inc. (RBC AM) and Phillips, Hager & North Investment Management Ltd. (PH&N), which are separate but affiliated corporate entities. ® Registered trademark of Royal Bank of Canada. RBC Global Asset Management is a trademark of Royal Bank of Canada. Used under license.
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