First Pacific Advisors, LLC

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1 February 3, 2014 FPA International Value Strategy Presented by the International Value Team: Pierre Py Portfolio Manager Jason Dempsey Analyst Victor Liu Analyst FPIVX Fourth Quarter 2013 Webcast Presentation

2 Key fund attributes Absolute value Seek genuine bargains and hold cash when opportunities are scarce. Broad universe and benchmark agnostic Invest across market caps, sectors, geographies. Bottom-up Select and value companies based on fundamentals. Look for high quality. Downside focused Avoid low quality and high leverage. Buy at a significant discount to fair value. Research-based Portfolio is output of research. Discounts dictate portfolio weightings. Concentrated Focus on best ideas - typically holdings. Long-term, often contrarian approach Five-year expected average holding period. 1

3 Performance Performance (%) As of Date: 12/31/13 QTD YTD * Inception* FPA International Value MSCI ACWI Ex US % invested at the end of the quarter. Cash stake averaged in excess of 38% during quarter and year-to-date. Since inception, cash exposure has fluctuated along with the opportunity set and grown steadily from low teens to 35% of assets. Positive absolute return, but first quarter of noticeable short-term under-performance relative to the Index. Prices continue to rise. Multiple expansion now often compounded with expectations of an up-tick in operating results and return to solid levels of profitable growth. Sustained run-up in prices could hurt short-term relative performance. Staying true to quality bias and absolute value discipline. Assessing valuations based on normalized economics. Focused on downside protection and long-term performance. * Inception December 1, Annualized. Calculated using Morningstar Direct A redemption fee of 2% will be imposed on redemptions within 90 days. Net expense ratio: 1.32% Gross expense ratio: 4.14% The Advisor has contractually agreed to waive fees/certain fund expenses through June 30, This agreement may only be terminated earlier by the Fund's Board or upon termination of the Fund's investment advisory agreement. In the absence of such a waiver, the returns would be reduced. Past performance is no guarantee of future results and current performance may be higher or lower than the performance shown. This data represents past performance and investors should understand that investment returns and principal values fluctuate, so that when you redeem your investment it may be worth more or less than its original cost. Current month-end performance data may be obtained via or by calling toll-free, Note: The MSCI ACWI ex US Index is a float-adjusted market capitalization index that is designed to measure the combined equity market performance of developed and emerging market countries excluding the United States. 2

4 Portfolio metrics June 30, 2013 As of Date: 12/31/13 FPA International Value Fund MSCI ACWI ex US 12-Month Trailing P/E x 16.8x 12-Month Forward P/E x 13.6x Price/Book 1 2.4x 1.7x Return on Equity 19.2% 14.3% Debt to Equity 0.4x 0.6x Median Market Cap ($ billion) $9.2 $ x P/E: High quality companies that trade at attractive valuations Financials, Materials, Energy drive index P/E down significantly. We believe our names are cheaper. Weighted average discount to estimated intrinsic value of 24% at quarter end. Flat despite continued rising prices. Our businesses have greater staying power and superior management teams. 19.2% ROE: Strong fundamentals drive industry-leading margins, high cash flows, and attractive returns. Good managers allocate capital in value creative manner. 0.4x Debt to Equity: Financially robust companies positioned to become stronger through difficult times. Return on a like-for-like capital structure more than 2x that of Index. Source: Mellon 1 12-Month Trailing and Forward P/E are calculated using harmonic averaging, which helps avoid extreme results that may occur due to small relative numbers. Price/Book ratio is the market price of a stock divided by the book value per share. Return on Equity measures a corporation's profitability by revealing how much profit a company generates with the money shareholders have invested. Debt to Equity is the measure of a company's financial leverage calculated by dividing its total debt by stockholders' equity. 3

5 Key performers Performance (%) 9/30/13 Through 12/31/13 Total Return of Security BEST PERFORMERS Senior PLC 16.92% Vesuvius PLC 16.85% SAP AG 16.48% GEA Group AG 16.40% Publicis Groupe 15.23% WORST PERFORMERS G.U.D. Holdings -9.42% Danone SA -4.17% LSL Property Services -2.77% Fugro NV -2.10% Incitec Pivot -1.92% Note: Individual security performance based on price change during measurement period. Best performer Senior: Trading at record highs at time of purchase. Up 66.23% (in USD) since. Avoid anchoring bias. UK-based. World leading manufacturer of components for gas turbine engines, aircraft structures, and fluid conveyance systems. Relatively low unit value, critical parts. Designed-in and single-sourced. Underlying growth with good visibility, low to mid-teen margins, high RoCEs and cash conversion. Operationally strong management with EVA mindset. Limited financial leverage. Worst performer Danone: France-based. Superb franchise in fresh dairies. Leading baby food business. Fast-growing nutrition division. Good water assets. Room to continue growing organically at elevated rates. Generating mid-teen margins, high RoCEs and cash conversion. Strategically astute management with a focus on efficiency. Conservative balance sheet. Returning cash to shareholders. As of December 31, 2013, Senior PLC represented.71%, Vesuvius represented.48%, SAP represented 4.72%, GEA Group AG represented.16%, Publicis represented 1.77%, G.U.D. represented 4.60%, Danone represented 4.65%, LSL represented 2.15%, Fugro represented 5.48 %, and Incitec Pivot represented 6.35% of FPA International Value Fund. Portfolio composition will change due to ongoing management of the funds. References to individual securities are for informational purposes only and should not be construed as recommendations by the Fund s Advisor or Distributor. RoCE (Return on Capital Employed) is a financial ratio that measures a company's profitability and the efficiency with which its capital is employed. Return on Capital Employed (ROCE) is calculated as: ROCE = Earnings Before Interest and Tax (EBIT) / Capital Employed. 4

Case study: Senior Plc (3Q13 Webcast) Best-in-class manufacturer of small components for gas turbine engines, aircraft structures, and fluid conveyance systems. Low unit value, critical parts.

Good niche businesses with attractive return profiles. Overall cyclical but high visibility and solid underlying growth. Low to mid-teen margins. Returns on capital in excess of 35%.

Create value through bolt-on acquisitions. Focused on shareholder returns and distribution of excess capital. Leverage ratio below 1x Net Debt to EBITDA. Consistently below 1.5x.

Remain interested in the stock consistent with value discipline.

6 Case study: Senior Plc (3Q13 Webcast) Best-in-class manufacturer of small components for gas turbine engines, aircraft structures, and fluid conveyance systems. Low unit value, critical parts. High cost of failure. Focus on best-in-class suppliers. Designed-in and single-sourced. Increasing fragmentation of aero sector (albeit from duopoly). Few, often weak competitors. Strong track record of execution. Portfolio of part manufacturing businesses geared towards land vehicles (fuel lines, exhaust flexes, heat exchangers) and industrial production (flexible tubes, HVAC ducting, expansion joints). Good niche businesses with attractive return profiles. Overall cyclical but high visibility and solid underlying growth. Low to mid-teen margins. Returns on capital in excess of 35%. Pitch perfect cash conversion rate. Emission control Industrial process EVA-driven management. Strong track-record repositioning the portfolio towards aero and improving operating results. Create value through bolt-on acquisitions. Focused on shareholder returns and distribution of excess capital. Leverage ratio below 1x Net Debt to EBITDA. Consistently below 1.5x. More than 2/3rd of EBITDA converted into free cash flow. At time of purchase traded at 10x earnings, less than 8x EBIT, and offered an 8% free cash flow yield. Returned in excess of 40% (in USD). Remain interested in the stock consistent with value discipline. Gas turbine engines Structures Fluid conveyance Economic Value Added or EVA is the operating profit earned by a company minus its cost of capital. EBITDA (Earnings before Interest Tax Depreciation and Amortization ) is essentially net income with interest, taxes, depreciation, and amortization added back to it, and can be used to analyze and compare profitability between companies and industries because it eliminates the effects of financing and accounting decisions. EBIT is Earnings before interest and taxes. Past performance is not indicative of future results. 5

7 Portfolio activity June 30, 2013 Initiated new positions in Accenture, G.U.D. Holdings, and Taiwan Semiconductor Manufacturing. Accenture: Ireland-based. World leading provider of IT services with unique Global Delivery Model. G.U.D. Holdings: Australia-based. Portfolio of diversified domestic businesses. Taiwan Semiconductor Manufacturing: Taiwan-based. World leading semiconductor foundry. Sold out of Assa Abloy and Britvic. Assa Abloy: Sweden-based. Global leader in lock and security products. One of original holdings. 4Q11 Webcast Case Study. Returned 117.9% since initial purchase (in USD). Based on reduction in discount to intrinsic value. Remains on Best of Breed list of companies. Britvic: UK-based. Portfolio of diversified domestic businesses. One of original holdings. 2Q12 Webcast Case Study. Returned % since initial purchase (in USD). Based on reduction in discount to intrinsic value. Remains on Best of Breed list of companies. Portfolio turnover. Current levels very high by historical standards. Expect long-term average of 20%. 3 to 5 year typical holding period. Only invest if comfortable with possibility of perpetual ownership. Also valuation driven: waiting for discount to intrinsic value to unwind. Market volatility ultimately dictates holding period. As of December 31, 2013, Accenture represented 2.05%, G.U.D. Holdings represented 4.59%, Taiwan Semiconductor represented 3.83% of FPA International Value Fund. Portfolio composition will change due to ongoing management of the funds. References to individual securities are for informational purposes only and should not be construed as recommendations by the Fund s Advisor or Distributor. 6

8 Case study: Assa Abloy (4Q11 Webcast) Based in Sweden, Assa Abloy is the global leader in locks and security products. Stable cash flow profile due to large installed base. 2/3 of revenue comes from aftermarket. High teens operating profit margins and 20% ROE. Management has significantly improved profitability through manufacturing restructuring. We expect continued operating margin expansion driven by further cost cutting through Opportunity for further value accretion through acquisitions. Proven management ability to deploy capital at high rates of return. Strong financial profile. High free cash flow generation (92% of net income over the past five years). Strong balance sheet with net debt at 1.8x EBITDA. Despite a solid long term track record, Assa sells at just 13x 2012 estimated earnings. Forecasted 2.9% dividend yield. Return on Equity measures a corporation's profitability by revealing how much profit a company generates with the money shareholders have invested. EBITDA (Earnings before Interest Tax Depreciation and Amortization ) is essentially net income with interest, taxes, depreciation, and amortization added back to it, and can be used to analyze and compare profitability between companies and industries because it eliminates the effects of financing and accounting decisions. 7

Case study: Britvic Part I (2Q12 Webcast) Pepsi s exclusive

strong local brands such as Tango (fruit CSD) and Robinson s

Acquired #1 water and fruit CSD brands in Ireland and #1

Strong historical operating performance: Core business has

9% in 09-10. Margins consistently in 10.4-11.

High free cash flow conversion and operating returns on

Management focused on logistics, innovation, and operating

Hit by weak UK economy (and associated changes in consumer

9 Case study: Britvic Part I (2Q12 Webcast) Pepsi s exclusive bottler and distributor in the UK. Strong and durable relationship. #1 in UK still soft drinks and #2 in carbonates ( CSDs ) with strong local brands such as Tango (fruit CSD) and Robinson s (concentrates and juices). Acquired #1 water and fruit CSD brands in Ireland and #1 concentrate brand in France. Opportunities for international brand developments and portfolio expansion. Strong historical operating performance: Core business has grown at an average 6% per annum over past 5 years. 9% in Margins consistently in % range over past 10 years, incl. through crisis. High free cash flow conversion and operating returns on capital in excess of 40%. Management focused on logistics, innovation, and operating efficiency gains. New UK MD former head of Diageo UK. Hit by weak UK economy (and associated changes in consumer behaviors), bad weather, and product recall. Britvic s stock sells at 8x normalized EBIT. Forecasted dividend yield over 6% and double-digit free cash flow yield to market cap. EBIT (Earnings Before Interest & Tax) is an indicator of a company's profitability, calculated as revenue minus expenses, excluding tax and interest. 8

Case study: Britvic part II (2Q12 Webcast) We have followed Britvic for many years.

340 Share Price (GBP) 160 At least 33% discount to fair value Within 20% of fair value 12/28/06 Sell range.

At least 33% discount to fair value Within 20% of fair value 12/29/09 Sell range. 07/03/08 Buy range.

References to individual securities are for informational purposes only and should not be construed as

10 Case study: Britvic part II (2Q12 Webcast) We have followed Britvic for many years. It provides a powerful illustration of our philosophy /01/06 Buy range. 340 Share Price (GBP) 160 At least 33% discount to fair value Within 20% of fair value 12/28/06 Sell range. Increase position as share price decline and discount to intrinsic value widen. At least 33% discount to fair value Within 20% of fair value 12/29/09 Sell range. 07/03/08 Buy range. 07/29/11 Buy range. Source: Bloomberg, FPA. Portfolio composition will change due to ongoing management of the fund. References to individual securities are for informational purposes only and should not be construed as recommendations by the Fund s Advisor or Distributor. Past performance is not indicative of future results. Additional disclosures are located in the appendix. At least 33% discount to fair value 12/01/11 FPIVX inception. BVIC was one of the Fund s early Buys. 9

Britvic update (2Q13 Webcast) Disconnect between volatility in

opportunities for long-term value investors to buy high quality

560 360 Share Price (GBP) 160 At least 33% discount to fair value

07/03/12 Robinsons Fruit Shoot and Fruit Shoot Hydro product recall.

09/05/12 Possible merger of Britvic and A.G.

11 Britvic update (2Q13 Webcast) Disconnect between volatility in business value and volatility in market price can create repeated opportunities for long-term value investors to buy high quality businesses at large discounts to intrinsic value Share Price (GBP) 160 At least 33% discount to fair value 07/29/11 Buy range. 07/03/12 Robinsons Fruit Shoot and Fruit Shoot Hydro product recall. 02/13/13 Appointment of Simon Litherland as CEO. 09/05/12 Possible merger of Britvic and A.G. Barr 12/01/11 FPIVX inception. BVIC was one of the Fund s early Source: Bloomberg, FPA. Past performance is not indicative of future results. purchases. Additional disclosures are located in the appendix. 10

12 Portfolio as of December 31, 2013 Geographic Allocation: France, 8.5% Rest of Europe, 14.8% Germany, 5.3% Industrials Information Technology Consumer Discretionary Consumer Staples Materials Energy Financials 3.4% 10.1% 10.0% 8.7% 13.7% Asia Pacific, 17.8% Great Britain, 16.9% 28.4% 25.8% 0.0% 10.0% 20.0% 30.0% 40.0% Overview: 63% invested. Residual output of investment process, not top-down allocation. 23 positions. Top 10 account for over 45% of total assets. Cap agnostic. $25bn weighted average market cap (approx. $400m to $100bn). Geographic Analysis: Mostly UK and Northern Europe. Increased exposure to Asia Pacific. Domicile not very relevant. Over half free cash flows generated outside Europe. No currency calls. More than half EUR and GBP exposure hedged defensively. Geo agnostic. No exposure to Japan. Sector Analysis: Sector agnostic. No exposure to banks. IT not technology dependent. Favor proven robust industrial and capital light businesses (such as business services). Portfolio composition will change due to ongoing management of the funds. References to individual securities are for informational purposes only and should not be construed as recommendations by the Funds, Advisor or Distributor. Sector classification scheme has changed from previous quarters to reflect the GICS (Global Industry Classification Standard). 11

Case study: Diageo Diageo is a leading producer and distributor of spirits around the world Controls one-third of the world s 100

track record Business enjoys strong secular growth and has not experienced a down year in a decade Organic compound annual growth rate

(return on invested capital) Effective capital allocation Diageo has made financially sound spirit acquisitions and pulled out of

current market capitalization Talented management team focused on the long-term value and position of the business Continual focus to

net debt to EBITDA, is reasonable given the strong free cash flow of the business Quality company that always appears expensive on

13 Case study: Diageo Diageo is a leading producer and distributor of spirits around the world Controls one-third of the world s 100 leading spirit and beer brands Geographically diverse business with over 35% of revenues in fast growing regions Strong operating track record Business enjoys strong secular growth and has not experienced a down year in a decade Organic compound annual growth rate of 5% over the past decade Operating margins are in excess of 30% in mature markets Industry leading operating margins and ROIC (return on invested capital) Effective capital allocation Diageo has made financially sound spirit acquisitions and pulled out of overpriced auctions Returned 9 billion in dividends and 8 billion through buybacks to shareholders, which has represented 40% of current market capitalization Talented management team focused on the long-term value and position of the business Continual focus to drive costs out of the business in order to invest in growth Financially disciplined management that is thoughtfully reinvesting in attractive markets, building brand equity, and leading innovation Even with high exposure to developing markets (and higher investment requirements), Diageo generates returns on capital in excess of 20% and has high sustainable free cash flows Financial leverage, at 2x net debt to EBITDA, is reasonable given the strong free cash flow of the business Quality company that always appears expensive on traditional multiples At quarter end, stock traded around 18x next year s earnings, a 6% free cash flow yield, and a 3% dividend yield Structures Fluid conveyance 12

14 Case study: Diageo, a focus on quality Diageo is a great business that we believe will compound over time and is an example of a high quality company that is underappreciated by markets Some businesses are value compounders and can still be attractively priced even when they trade at high multiples of Diageo (DGE LN) EV/EBIT TTM 20.1 x 13.7 x 13.4 x 12.3 x 13.4 x 14.8 x Total Annual Total Return (USD) % 63.89% 16.84% 22.05% 9.29% 30.14% % 12.66% MSCI All Country World Ex US -4.84% 15.70% % 11.15% 41.45% % 16.65% Difference 68.73% 1.14% 35.76% -1.86% % 13.12% -3.99% Source: Bloomberg. EBITA given the unique combination of strong, sustainable business and superior management We look for the right combination of quality and price, rather than price alone. We are not looking for the cheapest dollar of free cash flow Price is an important factor, but it is not the sole or the most important factor. What we look for is the right combination of quality and price EV/EBIT is Enterprise value to earnings before interest and tax. 13

Investment credo We are long-term value investors with a focus on international equities.

a significant discount to their intrinsic values.

Buy Investment Decision Investment Candidate: Continued value creation over time Discount

15 Investment credo We are long-term value investors with a focus on international equities. We look for well-run, financially strong, highquality businesses that can be purchased at a significant discount to their intrinsic values. Sell Investment Decision Intrinsic value line. Buy Investment Decision Investment Candidate: Continued value creation over time Discount to estimated intrinsic value Discount to intrinsic value line. *Chart is a hypothetical example to show our Investment Philosophy and is not an actual holding in the fund. 14

16 Question & Answer

17 Disclosure These slides are intended as supplemental material to the 4th Quarter 2013 FPA International Value audio presentation that is posted on our website fpafunds.com. We do want to make sure you understand that the views expressed on these slides and in the accompanying audio presentation are as of today, February 3rd, 2013, and are subject to change based on market and other conditions. These views may differ from other portfolio managers and analysts of the firm as a whole, and are not intended to be a forecast of future events, a guarantee of future results or investment advice. Any mention of individual securities or sectors should not be construed as a recommendation to purchase or sell such securities, and any information provided is not a sufficient basis upon which to make an investment decision. The information provided does not constitute, and should not be construed as, an offer or solicitation with respect to any securities, products or services discussed. Past performance is no guarantee of future results and current performance may be higher or lower than the performance shown. This data represents past performance and investors should understand that investment returns and principal values fluctuate, so that when you redeem your investment it may be worth more or less than its original cost. Current month-end performance data may be obtained by calling toll-free, The Prospectus details the Fund's objective and policies, sales charges, and other matters of interest to the prospective investor. Please read this Prospectus carefully before investing. The Prospectus may be obtained by visiting the website at by at crm@fpafunds.com, toll-free by calling or by contacting the Fund in writing. Investments in mutual funds carry risks and investors may lose principal value. Stock markets are volatile and can decline significantly in response to adverse issuer, political, regulatory, market, or economic developments. The Fund may purchase foreign securities, including American Depository Receipts (ADRs) and other depository receipts, which are subject to interest rate, currency exchange rate, economic and political risks. Foreign investments, especially those of companies in emerging markets, can be riskier, less liquid, harder to value, and more volatile than investments in the United States. Adverse political and economic developments or changes in the value of foreign currency can make it more difficult for the Fund to value the securities. Differences in tax and accounting standards, difficulties in obtaining information about foreign companies, restrictions on receiving investment proceeds from a foreign country, confiscatory foreign tax laws, and potential difficulties in enforcing contractual obligations, can all add to the risk and volatility of foreign investments. Small and mid cap stocks involve greater risks and they can fluctuate in price more than larger company stocks. The Fund is non-diversified and may hold fewer securities than a diversified fund because it is permitted to invest a greater percentage of its assets in a smaller number of securities. Holding fewer securities increases the risk that the value of the Fund could go down because of the poor performance of a single investment. Performance returns for the MSCI ACWI ex-usa Index assume dividends were reinvested for the entire period. Returns for periods greater than one year are compounded average annual rates of return. One cannot invest directly in an index. Statistics have been obtained from sources believed to be reliable, but the accuracy and completeness cannot be guaranteed. The FPA Funds are distributed by UMB Distribution Services, LLC The portfolio holdings as the most recent quarter end may be obtained at 16

First Pacific Advisors, LLC

First Pacific Advisors, LLC April 28, 2015 FPA International Value Fund Presented by the International Value Team: Pierre Py Portfolio Manager Jason Dempsey Analyst Victor Liu Analyst FPIVX First Quarter 2015 Webcast Presentation