GMP Capital Inc. completes acquisition of Miller Tabak Roberts Securities, LLC

TORONTO, Sept. 26, 2011 /CNW/ - GMP Capital Inc. (TSX: GMP) ("GMP") announced today that it has successfully completed the previously announced acquisition of Miller Tabak Roberts Securities, LLC ("MTR"), a New York headquartered institutional fixed income boutique specializing in high yield debt, distressed debt, convertible bonds, international bonds, investment grade and asset-backed securities.

"We believe this is a transformational acquisition for GMP, one that marks our expansion into the United States and significantly extends our reach and expertise into the fixed income business," said Harris Fricker, Chief Executive Officer, GMP. "The combination of GMP's financial strength, deep sell-side relationships and proven product origination expertise with MTR's impressive distribution platform and extensive buy-side relationships in North America and abroad provides the opportunity to create a highly compelling and formidable fixed income franchise."

Pursuant to the purchase agreement, a wholly-owned subsidiary of GMP acquired all of the outstanding equity securities of MTR for US$33 million in cash, which was paid to the sellers on closing but which amount is subject to certain post-closing adjustments. In addition, GMP entered into arrangements with certain key employees of MTR pursuant to which these employees are being issued 1.853 million common shares of GMP having an aggregate value of US$15 million. These common shares will vest over a four-year period. The sellers will also receive an "earnout" to a maximum of US$11 million.

Commenting further, Mr. Fricker said, "MTR is a terrific strategic and cultural fit with GMP's core securities franchise. The yield business is becoming increasingly important to our clients, and, we believe, the acquisition of MTR allows GMP to participate in this business in a meaningful way. We are pleased to have such a talented group of debt capital markets professionals join the GMP family and we are excited about the expanded opportunities for our clients."

ABOUT GMP CAPITAL INC.
GMP Capital Inc. ("GMP") is a leading diversified financial services firm headquartered in Toronto, Canada, providing a wide range of financial products and services to a client base that includes corporate clients, institutional investors and high-net-worth individuals in three integrated reporting segments. The Capital Markets segment provides investment banking, including advisory and underwriting services, institutional sales and trading and research through offices located in Toronto, Montreal, Calgary, New York, Miami, Dallas, London, Perth and Sydney. The Capital Markets segment conducts its business through the following operating entities: GMP Securities L.P., Miller Tabak Roberts Securities, LLC , Griffiths McBurney Corp., GMP Securities Europe LLP and GMP Securities Australia Pty Limited. Wealth Management consists of GMP's non-controlling ownership interest in Richardson GMP Limited, a full-service independent firm focused on providing exclusive and comprehensive wealth management and investment services delivered by an experienced team of investment professionals. The Alternative Investments segment consists of the investment management and advisory services and alternative investment products provided by GMP Investment Management L.P. and EdgeStone Capital Partners, L.P. GMP is listed on the Toronto Stock Exchange under the symbol "GMP". For further information, please visit our corporate website at gmpcapital.com.

FORWARD-LOOKING STATEMENTS
This press release contains "forward-looking statements" as defined under applicable Canadian securities laws and may also include additional forward-looking statements concerning anticipated future events, results, circumstances, performance or expectations that are not historical facts but instead represent management's beliefs, expectations, estimates and projections regarding future events, many of which, by their nature, are inherently uncertain and beyond our control. These statements include, but are not limited to, statements made with respect to management's beliefs, plans, estimates, and intentions, and similar statements concerning anticipated future events, results, circumstances, performance or expectations that are not historical facts. Forward-looking statements generally can be identified by the use of forwardlooking terminology such as "outlook", "objective", "may", "will", "expect", "intend", "estimate", "anticipate", "believe", "should", "plans" or "continue", or similar expressions suggesting future outcomes or events. Such forward-looking statements reflect management's current beliefs and are based on information currently available to management.

These forward-looking statements are not guarantees of future performance and are subject to numerous risks and uncertainties, including those described in this press release and the risks relating to the inability of GMP to realize the anticipated benefits from its acquisition of MTR due to a variety of factors including, without limitation: the inability to effectively integrate MTR into its operations, failure to retain key MTR employees, failure to maintain or develop key client relationships and the impact of the economy and its potential negative effects on the areas where MTR conducts its business. GMP's primary business activities are both competitive and subject to various risks. These risks include market, credit, liquidity, operational and legal and regulatory risks and other risk factors including, without limitation, variations in the market value of securities, the volatility and liquidity of equity trading markets, the volume of new financings and mergers and acquisitions ("M&A"), competition in the marketplace for suitable investments, sustainability of fees, nature and type of portfolio company investments, ability to realize carried interest entitlements and dependence on key personnel. Other factors, such as general economic conditions, including interest rate and exchange rate fluctuations, may also have an effect on GMP's results of operations. Many of these risks and uncertainties can affect our actual results and could cause our actual results to differ materially from those expressed or implied in any forward-looking statement made by us or on our behalf. For a description of additional risks that could cause our actual results to differ materially from our current expectations, please see the "Risk Management" section in the 2010 Annual MD&A, the "Risk Management" and "Risk Factors" sections in the Second Quarter 2011 MD&A and "Risk Factors" in GMP's annual information form dated March 1, 2011. Material assumptions or factors underlying the forward-looking statements contained in this press release are set out in the "Business Environment and Market Outlook" section in the Second Quarter 2011 MD&A and include, without limitation, the slowing momentum of economic recovery, renewed economic uncertainty, inflationary pressures, on-going European sovereign debt concerns, continuing global supply chain disruptions, lower energy prices and muted global growth. Although forward-looking information contained in this press release is based upon what management believes are reasonable assumptions, there can be no assurance that actual results will be consistent with these forward-looking statements. Certain statements included in this press release may be considered a "financial outlook" for purposes of applicable Canadian securities laws, and as such the financial outlook may not be appropriate for purposes other than this press release. The forward-looking statements contained in this press release are made as of the date of this press release, and should not be relied upon as representing GMP's views as of any date
subsequent to the date of this press release.

Except as required by applicable law, management and the board of directors of GMP undertake no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise.

SOURCE GMP Capital Inc.

For further information:

GMP Capital Inc.
Rocco Colella, Director, Investor Relations
145 King Street West, Suite 300, Toronto, Ontario M5H 1J8
Tel: (416) 941-0894; Fax: (416) 943-6175
rcolella@gmpcapital.com or investorrelations@gmpcapital.com


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