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Next Edge Private Debt Fund
February 2019
Next Edge Private Debt Fund February 2019 1 Important Notes The - - PowerPoint PPT Presentation
Next Edge Private Debt Fund February 2019 1 Important Notes The Next Edge Private Debt Fundor the Fund means the Next Edge Private Debt Fund. Capitalized terms not defjned in this presentation are defjned as set forth in the
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February 2019
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Important Notes
The ‘Next Edge Private Debt Fund’or the ‘Fund’ means the ‘Next Edge Private Debt Fund’. Capitalized terms not defjned in this presentation are defjned as set forth in the Offering Memorandum of the Fund (the ‘OM’). This communication is not, and under no circumstances is to be construed as, an invitation to make an investment in the Fund nor does it constitute a public
important detailed information about the Fund. Copies of the OM may be obtained from Next Edge Capital Corp., the principal distributor of the Fund. Each purchaser of the units of the Fund (the ‘Units’) may have statutory or contractual rights of action under certain circumstances as disclosed in the OM. Please review the provisions of the applicable securities legislation for particulars of these rights. Terms defjned herein shall have the same meaning as in the OM. Potential investors should note that alternative investments can involve signifjcant risks and the value of an investment may go down as well as up. There is no guarantee of trading performance and past or projected performance is not indicative of future results. Investors should review the OM in its entirety for a complete description of the Fund, its risks, and consult their registered dealers before making an investment. The information contained in this material is subject to change without notice and Next Edge Capital Corp. will not be held liable for any inaccuracies or misprints. Any descriptions or information involving investment process or strategies is provided for illustration purposes only, may not be fully indicative of any present
The Fund has not been, and will not be, registered under the United States Securities Act of 1933, as amended, or any State securities laws. The Fund may not be offered or sold in the United States or to US persons.
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Cautionary Note Regarding Forward-Looking Statements
The following presentation may contain forward-looking statements. All statements, other than statements of historical fact, that address activities, events or developments that Next Edge Capital Corp., the Credit Advisor or any affjliates thereof (the ‘Companies’) believe, expect or anticipate will or may occur in the future (including, without limitation, statements regarding any targeted returns, projections, forecasts, statements and future plans and objectives of the Companies) are forward-looking statements. These forward-looking statements refmect the current expectations, assumptions or beliefs of the Companies based on information currently available to the Companies. Forward-looking statements are subject to a number of risks and uncertainties that may cause the actual results of the Companies to differ materially from those discussed in the forward-looking statements, and even if such actual results are realized or substantially realized, there can be no assurance that they will have the expected consequences to, or effects on, the Companies. Factors that could cause actual results or events to differ materially from current expectations include, among other things, changes in international fjnancial and commodities markets, fmuctuations in currency exchange and interest rates, liquidity of portfolio investments, reduction in availability of leverage, default by counterparties, special risks arising from short sales and investments in forward contracts and other derivatives, unintentional trades, accuracy
securities and those factors discussed under the section entitled ‘Risk Factors’ in the Prospectus. Any forward-looking statement speaks only as of the date on which it is made and, except as may be required by applicable securities laws, the Companies disclaim any intent or obligation to update any forward-looking statement, whether as a result of new information, future events or results or otherwise. Although the Companies believe that the assumptions inherent in the forward-looking statements are reasonable, forward-looking statements are not guarantees of future performance and accordingly undue reliance should not be put on such statements due to the inherent uncertainty therein.
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Risks of Investing In The Fund
Please see the Fund’s OM for a complete listing and description of the risks associated with an investment in the Fund. Risks Associated With An Investment In The Partnership General Investment Risk; No Guaranteed Return; Limited Operating History; Class Risk; No Advice to Investors; Illiquidity of Units or Limited Liquidity; Potential Confmicts of Interest; Reliance on the Manager and Credit Managers; Capital Depletion Risk; Fees and Expenses of the Partnership; Risks Arising from Multiple Classes of Units; Changes in Applicable Law; Changes to Canadian Tax Laws and Challenges by the CRA; Achievement of the Investment Objective; Changes in Investment Strategies; Illiquid Positions; Not a Public Mutual Fund; Distributions; Possible Effect of Redemptions; Possible Loss of Limited Liability; Possible Negative Impact of Regulation; Potential Indemnifjcation Obligations; Reliance on Manager and Track Record; Currency Risk; Initial Investment in the Partnership; Legal; Tax Liability; Units are not Insured and Strategies. Risks Associated With The Underlying Investments & Strategies Availability of investments; Counterparty and Settlement Risk; Credit Risk; Custody Risk and Broker or Dealer Insolvency; Debt Securities; Diversifjcation; Valuation of the Partnership’s Investments; General Litigation Risk; Uninsured and Underinsured Losses; Equity Risk; Exchange Traded Funds; Failure to Meet Commitments; Foreign Investment Risk; General Economic and Market Conditions; Highly Volatile Markets; Interest Rate Changes; Investment and Trading Risks in General; Issuer–Specifjc Changes; Knowledge and Expertise of the Credit Managers; Leverage; Limited Sources of Borrowing; Liquidity Risk; Credit Manager Insolvency; Nature of the Investments; Options; Portfolio Turnover; Shorting; Use of Derivatives and Composition of Investments.
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We are an alternative investment fund manager and a leader in the structuring and distribution of Alternative and Private Credit fund products in Canada. Next Edge Capital specializes and focuses on providing unique, non-correlated pooled investment vehicles to the retail marketplace – access to what’s next.
Generating consistent returns Diversifying traditional portfolios
Solutions for Businesses to Grow Non-Bank Financing Solutions (NBFS)
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Industry Experience With NECC Since Responsibility
Toreigh Stuart, CFA 27 2006 Managing Director, Founding Partner, CEO Robert Anton 26 2006 Managing Director, Founding Partner, Head of Sales and Product Development David Scobie 25 2009 Managing Director, Founding Partner, Chief Operating Offjcer Erica Axani 20 2017 Senior Vice-President, Credit and Risk Cheng Dang, CPA, CA 11 2012 VP of Finance Eden Rahim 30 2014 Portfolio Manager Mike Bird 32 2014 Associate Portfolio Manager James Franz 31 2018 Strategic Advisor David Weinstein 36 2018 Senior Credit Advisor
*Please note that over CDN $2 Billion of the CDN $3 Billion of alternative assets raised relates to assets raised at a previous fjrm(s).
Formed in July 2006, was renamed Next Edge Capital Corp. after the spinout of Man Investments Canada Corp. from Man Group plc (“Man”) in June 2014. Licensed as an Exempt Market Dealer, Portfolio Manager and Investment Fund Manager. Management team responsible for raising over CDN $3 Billion of alternative assets in Canada since 2000.* Focused on providing unique, non-correlated investment ideas.
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What is Private Lending? Private Lending: An Attractive Fixed Income Solution
Benefjts of Private Lending Investing
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Post 2008, regulatory changes have forced traditional banks to notably pull back their lending activities. This has allowed new lenders to emerge and fmourish in the alternative lending space. The Private Lending market is estimated to be in excess of US $45.22 trillion in size.
compress and accounts for only 25% of all commercial loans outstanding1.
banks to underwrite from a cost and capital effjciency standpoint.
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Breakdown of Investors in Private Lending by Type
Source: Preqin Private Debt Online 2018
Private Lending has been broadly adopted by institutional investors.
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Private debt should be a part of every pension plan’s portfolio.
*Source: Troy, Teresa, Why the private debt world appeals to pension funds like Halifax’s HRM, The Financial Post, 2014-02-06
Alternative Credit should play a pivotal role in client portfolios, but instead tends to be underexploited, both in terms of asset allocation and the implementation of options created. Notably, alternative credit can play a role in helping to reduce the reliance on the equity premium to drive investment returns and as such help to improve investment effjciency and portfolio robustness. .
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Non-bank and alternative lending in North America is:
Capital”) that can execute to capture market share.
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Investment Objective Features Features
credit advisors and managers of credit pools to primarily take advantage of profjtable opportunities in the private lending market.
through interest and capital appreciation that historically have had low correlation to traditional forms
*Net of fees and pre-distributions
factoring, asset based lending and specialty fjnance.
factoring and trade fjnance space since 1999 processing over $3 billion in transactions through both its Canadian and US headquarters (in Toronto and Dallas respectively). Liquid Capital, with 60+ points of presence, originates, manages, and funds accounts receivables, asset based lending and specially fjnance transactions.
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Origination. Underwriting. Monitoring. An effective source of capital. For a fund, pacing of cash fmows/effective cash management as well.
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Factoring
developed economies for centuries.
party (the factor).
their often poor business credit, however, much security can be had from the end debtor (receivable).
Asset Based Lending
Specialty Lending
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billion in transactions through both its Canadian headquarters in Toronto and US headquarters in Dallas.
fjnance transactions.
business.
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If risk/reward profjle is acceptable, then deal is funded
(See the template initial deal checklist on the next page)
Two layers of scrutiny, Liquid Capital and Next Edge credit personnel: Deals fjrst screened by Liquid Capital. High points of analysis include: Deals then reviewed by Next Edge credit committee:
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General Documents Factoring ABL
Signed Client Application
X X
Corporate Financial Statements
X X
Detailed Accounts Receivable Aging
X X
Detailed Accounts Payable Aging
X X
Inventory Valuation Report
X
Additional Collateral Valuation Reports(e.g., equipment, real estate, etc. as required given the client’s unique situation)
X
Tax Due Diligence (Payroll, GST, Workers Comp.)
X X
UCC/PPSA Search
X X
Subordination Agreement, if any other lenders are present (Liquid Capital is always in fjrst position on funded assets)
X X
Personal Financial Statements & Guarantees
X X
Articles of Incorporation (Partnership Agreement/ Operating Agreement)
X X
AP Purchase and Sale Agreement
X X
Client Credit Limits for Credit Insurance
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General Security Agreement
X X
Participation Agreement evidencing Next Edge as an investor in the deal
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Other Documentation
Copy of Insurance Certifjcate
X X
List of Orders on Hand
X X
Estoppel Letter, if necessary
X X
Resumes of company owner(s)
X X
Copy of DBA name fjling for any trade names used
X X
Customer Address List - including phone numbers and addresses
X X
Brochures and other company information (if available)
X X
Copy of an Invoice/Letterhead
X X
On-site DD documentation, as required given the client’s unique situation
X X
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Daily monitoring by Liquid Capital using Cadence / FactorSoft administrative system Next Edge reviews Liquid Capital’s entire portfolio (irrespective of whether Next Edge funded a particular facility) to assess risks to the Next Edge Private Debt Fund’s investment. Selected criteria include:
▶ Client: entire receivables held as collateral; funds advanced by Liquid Capital, etc. ▶ End debtor: advances versus credit limit, aging of AR, calculation of ineligible AR. ▶ Invoice / Purchase order / back-up documents (bills of landing, shipping documents, etc.). ▶ Payment against invoice: cash collections, any discounts taken by the end debtor (dilution), etc.
Entire portfolio reviewed daily by Liquid Capital to assess deal-specifjc and fjrm-specifjc risks.
within the terms of these restrictions.
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2015 (trading start date). Returns for 2018 and 2019 are unaudited. Therefore, performance statistics containing 2018 and 2019 fjgures shown in this material are subject to fjnal confjrmation. The historical annualized rate of return as at February 28, 2019 for the Next Edge Private Debt Fund Class A1 Units are 1 yr 8.11%; 3 yr 7.58%; 5 yr N/A; 10 yr N/A; CARR 7.50%; Class F1 Units are 1 yr 9.41%; 3 yr 8.99%; 5 yr N/A; 10 yr N/A; CARR 8.92%.
*Part Year
Class A11 Class F11
JAN FEB MAR APR MAY JUN JUL AUG SEP OCT NOV DEC YTD2 2019
0.69% 0.59%
2018
0.68% 0.55% 0.66% 0.62% 0.64% 0.79% 0.67% 0.63% 0.63% 0.59% 0.64% 0.65% 8.06%
2017
0.66% 0.60% 0.57% 0.63% 0.61% 0.53% 0.57% 0.57% 0.60% 0.69% 0.54% 0.53% 7.33%
2016
0.55% 0.59% 0.70% 0.31% 0.35% 0.56% 0.53% 0.69% 0.63% 0.67% 0.80% 0.60% 7.21%
2015
0.75% 0.37% 0.38% 0.65% 0.69% 0.60% 4.13%*
JAN FEB MAR APR MAY JUN JUL AUG SEP OCT NOV DEC YTD2 2019
0.79% 0.68%
2018
0.80% 0.66% 0.78% 0.74% 0.76% 0.91% 0.77% 0.73% 0.72% 0.69% 0.73% 0.75% 9.41%
2017
0.77% 0.71% 0.68% 0.75% 0.74% 0.65% 0.68% 0.69% 0.72% 0.81% 0.66% 0.65% 8.83%
2016
0.66% 0.70% 0.81% 0.44% 0.44% 0.68% 0.64% 0.79% 0.74% 0.78% 0.91% 0.71% 8.62%
2015
0.98% 0.49% 0.50% 0.77% 0.81% 0.72% 4.97%*
1 Month YTD 1 YR 3 Year Annualized Annualized Since Inception Inception Date NAV Monthly Distribution
Class A11,2 0.59% 1.29% 8.11% 7.58% 7.50% June 2015 $9.49 $0.0633 Class F11,2 0.68% 1.47% 9.41% 8.99% 8.92% June 2015 $10.03 $0.0668
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The Next Edge Private Debt Fund
Attractive Risk/ Reward Ratio Strong and Experienced Management Team Focus on Capital Preservation Low Interest Rate Sensitivity Low historical Correlation to Equity and Bond Markets Strong Deal Origination Relationships Across North America Private Loans not Market Priced (Minimal Volatility)
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FundSERV Codes Class A NEC 448 Class F1 NEC 442
Investment $10,000; for Accredited Investors only
Investment $5,000; for Accredited Investors only Effective Management Fee
(Includes Servicing Fee)
Class A 1.50% Class F1 0.50% Performance Fee 20% above 6% hurdle rate (with a catch-up) Valuation Monthly Redemptions Monthly, with 90 days notice Distributions 8% per annum, paid monthly Registered Plan Status Eligible
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Key members of Liquid Capital/Line Financial Investment Committee Team
Brian Center, President Brian Center serves as the President of Liquid Capital Corp. (“Liquid Capital”). Prior to working with Liquid, Brian spent almost 10 years with Far West Capital culminating in his role as President and Chief Credit Offjcer. In 2002, Brian was the co-founder and President of Comresco Capital, LLC, a factoring company that was sold to Bibby
industry and has served on a number of industry and community boards. With over 30 years of experience in the fjnancial sector, Brian uses his passion for working with and growing small and mid-sized businesses to create a value added consultative affjliation with his clients, stakeholders and teams. Brian graduated with honors from Texas Tech University with a Bachelor of Business Administration in Economics. Brian was selected as and is a member of Omicron Epsilon Delta society honoring esteemed academics and performance in the fjeld of Economics. Erica Axani, Chief Risk Offjcer
risk, and underwriting within Next Edge’s private lending platform. She also plays a key role in the day-to-day monitoring of our Next Edge Private Debt Fund portfolio, as well as that of any of our underlying credit platforms. Prior to joining Next Edge, Ms. Axani had spent close to 20 years in the factoring and asset based lending industry, with a focus on specialty lending. She has held positions as Chief Accountant, Senior Account Manager, Assistant Vice President and Chief Underwriter, on behalf of a large Canadian institution which specializes in these areas.
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Key members of Liquid Capital/Line Financial Investment Committee Team
Tammy Kemp, Chief Risk Offjcer For almost 25 years, Tammy Kemp has honed her experience in all aspects of credit management, with a focus
This background perfectly prepared Tammy to assume the role of Vice President, CRO at Liquid Capital, where she and her team are responsible for overseeing the company’s entire portfolio from a risk perspective—for both new and existing transactions. Prior to joining Liquid Capital in 2016, Tammy held senior roles in Canadian alternative and boutique asset based lenders —including Director, Risk and Vice President. Rick Coles, VP and General Counsel Rick likes the challenge of the evolving, multifaceted role he fjlls at Liquid Capital. As General Counsel, he advises the company on any and all legal matters (projects, products, agreements, etc.), sits on the Credit Committee and is involved in instructing any outside counsel that is retained. His focus is on ABL (asset-based lending), where transactions often go beyond straightforward factoring solutions. Rick was in private practice from 1986 until getting into the ABL fjeld in 2012. Rick has a BA and MBA from the University of Toronto and received his law degree from the University of Western Ontario.
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Robert Thompson-So, Chief Strategy Offjcer As Liquid Capital’s Chief Strategy Offjcer since 2013, Robert fjlls a major organizational role, working within the executive team and with the board of directors to help identify, plan and execute strategic initiatives across various lines of business. These may include capitalization, marketing/sales, structuring, developing new markets, M&A initiatives and more. In the fjnancial services industry since 1992, Robert brings to Liquid Capital a background in capital markets, restructuring, mergers/acquisitions, and investment advisory—all areas that contributed to his interest in alternative investment and fjnancing.
Key members of Liquid Capital/Line Financial Investment Committee Team
Sol Roter, Founder and CEO Sol Roter is the current CEO of Liquid Capital, responsible for key decisions related to underwriting, credit, growing the principal network and overall strategy. More than that, as a founding shareholder Sol has been a dedicated driving force behind the company’s success since 1999. Along with helping establish Liquid Capital, he has spent more than 40 years as an entrepreneur and a leader in working capital fjnance and real estate restructuring.
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David Scobie, COO Compliance, Trading, Operations Cheng Dang Vice President of Finance Kathrine Dominguez Senior Manager, Finance & Operations Madeleine Lovelock Operations Manager Vera Zheng Accountant Alicia Lau Administrative Assistant Toreigh Stuart, CEO Erica Axani Chief Risk Officer James Franz Strategic Advisor Andy Dayes Strategic Advisor Brooke Biscoe Senior Analyst Robert Anton, Managing Director Sales & Product Development Bruce Fair Regional Director Western Canada Ron Shporer Sales Quebec David Weinstein Senior Credit Officer Fabiana Ramos Marketing Manager Farialle Pacha VP Business Development
Strategic Advisor Bio-Tech Plus Fund Portfolio Management Team Eden Rahim Portfolio Manager Mike Bird Associate Portfolio Manager
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NECF USA
John Levac Managing Partner, Canada Kevin Temke Senior VP, Originations
NECF CANADA
Vince Mancuso Managing Partner, US John Center Senior VP, Portfolio Development Eric Stickney Associate, Portfolio Development
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Key members of Next Edge Capital/Next Edge Commercial Finance Investment Committee
Erica Axani, Chief Risk Offjcer
risk, and underwriting within Next Edge’s private lending platform. She also plays a key role in the day-to-day monitoring of our Next Edge Private Debt Fund Portfolio, as well as that of any of our underlying credit platforms. Prior to joining Next Edge, Ms. Axani had spent close to 20 years in the factoring and asset based lending industry, with a focus on specialty lending. She has held positions as Chief Accountant, Senior Account Manager, Assistant Vice President and Chief Underwriter, on behalf of a large Canadian institution which specializes in these areas. Brooke Biscoe Brooke Biscoe is an Associate for Next Edge Capital Corp. Brooke’s main role is assessing potential investment
Prior to joining Next Edge, Brooke worked at Standard & Poor’s in Toronto. Brooke started in Credit Estimates group working with mid-market companies in the United States before moving the Canadian Corporate team where he covered Canadian corporate issuers in the transportation, retail, capital goods and gaming sectors. Brooke earned a Bachelor of Commerce from the University of British Columbia and is a Chartered Financial Analyst.
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Key members of Next Edge Capital/Next Edge Commercial Finance Investment Committee
Jamie Franz Jamie Franz has over 30 years of experience in senior management, investment management, sales management and loan origination for both commercial and consumer banking, asset-based lending and factoring. His main role at Next Edge Capital Corp. is to build and manage the asset-based lending business which is something that he has done over the last 18 years at other institutions. Prior to joining Next Edge Capital Corp., Jamie was a Managing Director at Ares Management, a $121 billion fund manager based in New York. He was a Regional Manager responsible for the Northeast, Midwest and Canada for Ares Commercial Finance, an asset-based lending fund. Jamie sat on both the Management Committee and the Investment Committee and helped grow the fund from $150 million to over $1 billion in less than four
which Ares purchased in 2014. Jamie has also served in a number of senior management roles in banking with both Citigroup and M&T Bank. He started his career at Pricewaterhouse Coopers after graduating from St. Bonaventure University with a BA in Accounting.
John Levac John Levac has an extensive background in corporate fjnance which includes; Asset-based lending, distressed debt/CCAA restructuring, real estate, and leasing. In addition to the 20 years in corporate fjnance, John has spent the last fjve years in senior roles as an asset advisor for appraisals, auction and liquidation services. His positions included senior roles at RBC Capital Markets, Wells Fargo Foothill, Director of Canada for Gordon Brothers and Accord Financial prior to joining Next Edge Capital Corp. John is a graduate of Laurentian University with an Honors Bachelor of Commerce degree, with concentrations in Finance and Accounting. Mr. Levac is an active member of the Turnaround Management Association (TMA – Toronto Chapter) and the Association for Corporate Growth (ACG).
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Key members of Next Edge Capital/Next Edge Commercial Finance Investment Committee
Vince Mancuso Vince Mancuso is one of the the founders of Next Edge Commercial Finance and leads our overall U.S. portfolio development strategy, focusing on improving asset growth, client retention, and companywide effjciencies. Vince has spent his entire career in commercial fjnance, in all facets of the industry, beginning with Relationship Management, and for the last 15 years in Executive Management, growing and leading high performance teams. Vince regularly consults for the World Bank, in conjunction with United Nations’ initiatives; providing training and guidance to emerging economies in historically poverty stricken areas of the world. Vince continues to serve and preserve the commercial fjnance industry by volunteering for the Commercial Finance Association, and has held a variety of positions within their organization, including Past Executive Committee Member, and current Educational Committee Member and a Mentoring Committee Member. With over 25 years of commercial fjnance experience, Vince brings expert insights and a collaborative, forward-looking approach.
Toreigh Stuart Toreigh Stuart is the Chief Executive Offjcer for Next Edge Capital Corp. Toreigh’s main role is assessing and structuring investment opportunities with a focus on ideas which emphasize increased risk-adjusted returns with low levels of correlation to traditional stocks and bonds. Prior to the formation of Next Edge Capital via a management spin-off of the business, Mr. Stuart was the Chief Executive Offjcer of Man Investments Canada Corp. Subsequently, Mr. Stuart held the position of President and Chief Executive Offjcer of BluMont Capital, a Toronto-based hedge fund company.
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Key members of Next Edge Capital/Next Edge Commercial Finance Investment Committee
David Weinstein David Weinstein serves as a Senior Credit Offjcer at Next Edge and acts as an advisor to the Liquid Capital Investment Committee. David assists in overseeing the credit and operational functions at Next Edge and contributes to our overall strategic vision. Before joining Next Edge, David was a principal and senior underwriter for Ares Commercial Finance, a unit of Ares Management LLC. Previously, he was the managing partner of a boutique investment banking and advisory fjrm, Lakeside Advisors, and a prior to that, a partner in the management-consulting fjrm of Morris Anderson &
and CIT Group Inc. In addition to his corporate experience, David is the immediate past president of the Connecticut Turnaround Management Association and a past president of the New York City chapter of the Turnaround Management
University’s Lubin School of Business teaching fjnance.
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invoices directly.
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For more information please contact: Next Edge Capital Corp. 1 Toronto Street, Suite 200 Toronto, ON M5C 2V6 Local – 416.775.3600 Toll Free – 877.860.1080 info@nextedgecapital.com www.nextedgecapital.com