Fiera Capital announces closing of acquisitions of Bel Air Investment Advisors and Wilkinson O'Grady & Co
/NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR DISSEMINATION IN THE UNITED STATES/
MONTREAL, Oct. 31, 2013 /CNW Telbec/ - October 31, 2013 - Fiera Capital Corporation ("Fiera" or the "Firm") (TSX: FSZ) announced today that it has completed its previously announced acquisitions of Los Angeles, California based Bel Air Investment Advisors LLC as well as its affiliate Bel Air Securities LLC (collectively "Bel Air"), and New York based investment manager Wilkinson O'Grady & Co., Inc. ("Wilkinson O'Grady") (the "Transactions"). These acquisitions add approximately C$8.5 billion in assets under management to Fiera's private wealth sector.
The aggregate purchase price in connection with the Transactions amounted to approximately US$156.25 million. The purchase price for the Bel Air acquisition was approximately US$125 million, subject to post-closing adjustments, including US$115 million in cash. The remaining US$10 million will be paid to the selling partners by issuing new Fiera Class A subordinate voting shares ("Class A Shares") over a 32-month period. US$15 million of the cash consideration is being held in escrow for a period of three years. The purchase price for the Wilkinson O'Grady acquisition was approximately US$31.25 million consisting of US$29.7 million in cash and US$1.6 million worth of new Class A Shares issued to certain selling shareholders.
The purchase price was financed using the net proceeds from the Firm's previously announced C$105 million private placements of subscription receipts, completed partly through a syndicate of underwriters co-led by National Bank Financial Inc. and GMP Securities L.P. and partly with Natcan Investment Management Inc., a wholly-owned subsidiary of National Bank of Canada, as well as from amended credit facilities. Under Fiera's amended credit facilities, the revolving facility was increased from C$20 million to C$75 million and the term loan was decreased to C$175 million from C$180 million. Approximately C$50 million was drawn by Fiera under its revolving facility to finance the Transactions.
Each subscription receipt will be exchanged, without additional payment, for one Class A Share. Holders of subscription receipts do not need to take any action in order to receive the Class A Shares to which they are entitled. As the subscription receipts were sold on a private placement basis, the Class A Shares are subject to a statutory resale restriction until January 19, 2014.
The securities referred to in this press release have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act") and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the U.S. Securities Act and applicable state securities laws. This news release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of any securities in the United States or any jurisdiction in which such offer, solicitation or sale would be unlawful.
About Fiera Capital Corporation
Fiera Capital Corporation is a leading publicly traded, independent investment firm. The Firm is one of only a handful of full service, multi-product investment firms in Canada, offering clients a proven top tier track record in Canadian and foreign equity and fixed income management as well as depth and expertise in asset allocation and non-traditional investments. www.fieracapital.com
Additional information relating to the Firm, including the Firm's annual information form, is on SEDAR at www.sedar.com.
About Bel Air Investment Advisors
Established in 1997, Bel Air Investment Advisors LLC is a prominent independent wealth management advisory firm, providing financial advisory, and asset and investment management services to exclusively high net worth individuals, families, trusts and foundations with US$20 million or more in investable assets. Headquartered in Los Angeles, California, Bel Air services over 275 families across the United States and oversees approximately C$7.7 billion in assets, including private foundation relationships. For more information, visit www.belair-llc.com.
About Wilkinson O'Grady & Co., Inc.
Founded in 1972, Wilkinson O'Grady & Co., Inc. actively manages separate global, domestic and international portfolios for wealthy individuals, families, trusts, endowments, foundations, corporations and other clients. Wilkinson O'Grady & Co. is a global investor that builds client portfolios around enduring investment themes — the economic and social forces that drive long-term change. Wilkinson O'Grady & Co. endeavors to grow client capital by investing in the marketable securities of businesses it believes have attractive financial characteristics, strong management teams and significant market opportunities.
This document may contain certain forward-looking statements. These statements relate to future events or future performance, and reflect management's expectations or beliefs regarding future events, including business and economic conditions and Fiera's growth, results of operations, performance and business prospects and opportunities. Such forward-looking statements reflect management's current beliefs and are based on information currently available to management. In some cases, forward-looking statements can be identified by terminology such as "may", "will", "should", "expect", "plan", "anticipate", "believe", "estimate", "predict", "potential", "continue", "target", "intend" or the negative of these terms, or other comparable terminology.
By their very nature, forward-looking statements involve inherent risks and uncertainties, both general and specific, and a number of factors could cause actual events or results to differ materially from the results discussed in the forward-looking statements. In evaluating these statements, readers should specifically consider various factors that may cause actual results to differ materially from any forward-looking statement.
These factors include, but are not limited to, market and general economic conditions, the nature of the financial services industry, and the risks and uncertainties detailed from time to time in Fiera 's interim and annual consolidated financial statements, and its Annual Report and Annual Information Form filed on www.sedar.com.
These forward-looking statements are made as of the date of this document, and Fiera assumes no obligation to update or revise them to reflect new events or circumstances.
SOURCE Fiera Capital CorporationFor further information:
Mélanie Tardif, CPA, CMA
Director, Corporate Communications and Investor Relations
Fiera Capital Corporation