TORONTO, June 2, 2014 /CNW/ - Gluskin Sheff + Associates Inc. ("Gluskin
Sheff" or the "Company") today announced that it has entered into an
agreement to acquire all of the outstanding shares of Blair Franklin
Asset Management Holdings Inc., the parent company of Blair Franklin
Asset Management Inc. ("Blair Franklin").
Founded in 2003, Blair Franklin is one of Canada's leading boutique
asset management firms specializing in fixed income with approximately
$625 million in assets under management. The Blair Franklin team has a
long history of delivering positive absolute returns to its clients
through its two funds, the Blair Franklin Global Credit Fund and the
Blair Franklin Global Rates Fund. Blair Franklin's team of investment
professionals has over 150 years of combined experience, and has
specialized knowledge and risk management capabilities in both Canadian
and global fixed income markets.
The Company has agreed to pay $15,000,000 in cash plus 1,900,000 Common
Shares of the Company to the sellers, subject to certain customary
adjustments. 712,500 of the Common Shares issued to the sellers at
closing will be subject to a minimum one-year holding period. The
remaining 1,187,500 Common Shares will be held in escrow for two years
and are subject to claw-back pursuant to a purchase price adjustment
based on the assets under management at the end of this period. Closing
of the transaction is subject to certain closing conditions, including
the approval of the Toronto Stock Exchange and other securities
regulatory approvals/non-objections, and is expected to occur in the
third quarter of calendar 2014.
The transaction is expected to be accretive to the Company's earnings
per share in the first year, excluding amortization and any
non-recurring items arising from the transaction.
Following the closing and subject to regulatory approval, Peter Zaltz,
Blair Franklin's Managing Director & Chief Investment Officer, will
take on the role of Executive Vice-President & Head of Fixed Income and
will be appointed to Gluskin Sheff's Management Committee, and Thomas
C. MacMillan, Chair of Blair Franklin, will be appointed to the
Company's Board of Directors.
"Adding the talents and portfolio offerings of the Blair Franklin team
to our own outstanding team enhances our global capabilities and
broadens the ways in which we can earn strong risk-adjusted returns for
our clients in the fixed income markets," commented Jeremy Freedman,
President & Chief Executive Officer of Gluskin Sheff. "Gluskin Sheff
and Blair Franklin have remarkably similar cultures - a shared passion
for excellence both in investment results and client service; deep and
direct alignment with clients through significant investment in their
own investment portfolios; and a focus on generating strong absolute
risk-adjusted returns over the long term, while protecting capital."
"The combination of the Blair Franklin team with Gluskin Sheff, a firm
that has earned a reputation for delivering exceptional client service
and strong risk-adjusted investment returns over its 30-year history,
is an exciting and tremendous development for our clients and our team
members," commented Peter Zaltz, Managing Director & Chief Investment
Officer of Blair Franklin. "The shared values and philosophies, and
complementary strengths and offerings of Gluskin Sheff and Blair
Franklin, will ultimately be of great benefit to the clients of both
A conference call will be held on Monday, June 2, 2014 at 9:00 a.m. EDT.
A question and answer period will follow.
The telephone numbers for the conference call are:
Local/International: (647) 788-4945
Toll Free: (855) 223-2840
Conference ID: 54738090
Please connect at least 15 minutes prior to the scheduled start time.
The toll free telephone number to listen to the call after it is
completed (Instant Replay) is (855) 859-2056. The Conference ID for the
Instant Replay is 54738090 followed by the number sign (#). The Instant
Replay will be available until midnight, June 16, 2014.
Presentation materials referenced during the call will be available on
the website of the Company at: http://www.gluskinsheff.com/Firm/TSXGS.
Founded in 1984, Gluskin Sheff + Associates Inc. is one of Canada's
pre-eminent wealth management firms serving high net worth private
clients and institutional investors. Gluskin Sheff offers equity and
fixed income investment portfolios in addition to being one of the
largest managers of alternative investments in Canada. The Company's
Common Shares are listed on the Toronto Stock Exchange under the symbol
"GS". For more information about the Company, please visit our website
This news release contains "forward-looking statements" within the
meaning of applicable securities laws relating to the Company's
acquisition of Blair Franklin, including statements regarding the
terms, conditions and timing of the proposed transaction. Readers are
cautioned not to place undue reliance on forward-looking statements.
Actual results and developments may differ materially from those
contemplated by these statements depending on, among other things, the
risks that the parties will not proceed with a transaction, that the
ultimate terms of the transaction will differ from those that currently
are contemplated, that the transaction may take longer to complete than
anticipated and that the transaction will not be successfully completed
for any reason. The statements in this news release are made as of the
date of this release and, except as required by applicable law, the
Company undertakes no obligation to publicly update or revise any
forward-looking statement, whether as a result of new information,
future events or otherwise. Additionally, we undertake no obligation to
comment on analyses, expectations or statements made by third parties
in respect of the Company, its financial or operating results or its
securities or any of the properties that we manage or in which we may
have an interest.
Included in this news release are certain financial terms (including
EBITDA and AUM) that are not measures recognized under International
Financial Reporting Standards (IFRS). These non-IFRS measures do not
have any standardized meanings prescribed by IFRS and should not be
considered alternatives to net income or any other measure of
performance determined in accordance with IFRS. Therefore, these
non-IFRS measures are unlikely to be comparable to similar measures
presented by other issuers. For additional information regarding the
Company's use of non-IFRS measures, including the calculation of these
measures, please refer to the "Non-IFRS financial measures" section of
the Company's Management's Discussion and Analysis and its financial
statements available on the Company's website and on the SEDAR website
located at www.sedar.com.
SOURCE: Gluskin Sheff + Associates Inc.
For further information:
David R. Morris
Chief Financial Officer and Secretary