MONTREAL and LONDON, December 21,
2018 /PRNewswire/ --
/NOT FOR DISTRIBUTION TO U.S. NEWS
WIRE SERVICES OR DISSEMINATION IN THE
UNITED STATES/
Fiera Capital Corporation (TSX: FSZ) ("Fiera Capital" or
the "Firm"), a leading independent asset management firm,
announced today that it has reached an agreement for the
acquisition of an 80% interest in Palmer Capital Partners Limited
("Palmer Capital"), a leading UK focused real estate investment
manager, based in London, UK. The
acquisition will be made through Fiera Capital's wholly owned
subsidiary, Fiera Properties Limited ("Fiera Properties"), its
dedicated real estate investment management company, which provides
direct real estate investment opportunities to institutional
investors, foundation and endowment clients, and high net worth
individuals.
Palmer Capital, founded in 1992, has over £800 million in assets
under management with an additional £215.5 million managed through
the joint ventures of eight regional property companies in which it
is a minority shareholder (as at 30th September
2018). It will remain independently managed but will become the UK
arm of Fiera Properties, part of Fiera Capital's alternative asset
offerings. Ray Palmer, the founder
of Palmer Capital, will remain the Executive Chairman and
Alex Price, Chief Executive Officer,
will continue to run the day to day strategy and operations of the
business.
"Palmer Capital is a perfect fit for us as we look to further
grow our footprint outside of North
America," said Vincent
Duhamel, Global President and Chief Operating Officer,
Fiera Capital. "This is a strategic
acquisition with a growing business in Europe and the United Kingdom - key areas
of focus for us as we expand globally. We have grown significantly
over the last decade by acquiring stakes in best in class boutique
firms, underpinning them with operational and strategic support and
leaving their talented investment professionals to focus their time
and skill on delivering strong positive investment
performance."
John Valentini, President and
Chief Executive Officer, Fiera Private Alternative Investments,
added: "This transaction, which sees Fiera Capital taking
a long-term view of the UK real estate market, is very much in line
with our strategy of expanding our current service offering in
alternative strategies and provides an excellent platform for both
Fiera Properties and Palmer Capital to expand their domestic
businesses and become part of a coordinated and growing global
business. The combined business significantly expands the range of
offerings to our existing client bases."
This acquisition marks Fiera Capital's first acquisition of a
real estate investment management business outside of Canada and its second acquisition in the UK
market following its acquisition of boutique fund manager
Charlemagne Capital in 2017. Expanding globally, in March 2018 Fiera Capital increased its presence
in Asia with the acquisition of
Clearwater Capital Partners.
Chief Executive Officer of Palmer Capital, Alex Price, commented: "We are
delighted to become the UK arm of the Fiera Properties business,
and to use this strategic alliance to improve the service we can
give to our clients. We also welcome the opportunity to more easily
access North American capital seeking access to the UK, a market
where we see opportunity in 2019. From a cultural, product and
philosophical view point, ourselves and Fiera Properties are very
similar and we look forward to continuing to support the growth of
our backed property companies, our client portfolios and Fiera
Properties in the UK."
Under the terms of the purchase agreement for the acquisition,
the 80% interest to be acquired by Fiera Capital has an equity
value of £40 million and an enterprise value of £30 million,
subject to post-closing price adjustments. Of the purchase price
payable by Fiera Capital, £10 million will be payable in Class A
Subordinate Voting Shares of Fiera Capital ("Fiera Capital Class A
Shares"), to be issued at a price equal to the volume weighted
average price of the Fiera Capital Class A Shares on the Toronto
Stock Exchange for the period of 10 consecutive trading days
preceding the date that is two business days prior to closing. The
Palmer Capital management shareholders will retain a 20% equity
interest in Palmer Capital.
The transaction is expected to be immediately accretive, adding
single digit accretion to adjusted earnings per share within the
first full year post-closing.
The transaction is subject to regulatory approval and is
expected to close in the first quarter of 2019. The transaction
will increase Fiera Capital's headcount in the UK to over 100.
Forward-Looking Statements
This announcement contains forward-looking statements. These
statements relate to future events and reflect management's
expectations or beliefs regarding such future events, based on
information currently available to management. In some cases,
forward-looking statements can be identified by terminology such as
"may", "will", "plans", "believes", "expects", "aims", "intends",
"anticipates", "estimates", "projects" or words or terms of similar
substance or the negative thereof.
With respect to management expectations regarding accretion
resulting from this transaction in 2019, financial performance is
based on information available to management and certain
assumptions, including the accuracy of Palmer Capital's financial
statements, the level of Palmer Capital assets under management
retained following the acquisition, as well as assumptions
regarding the growth in Palmer Capital assets under management and
realization of synergies. Actual results could differ depending on
a number of factors, including the ability to retain key personnel
following the acquisition, the ability to retain clients and assets
under management following the acquisition and general market
conditions.
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
Capital's interim and annual consolidated financial statements, and
its Annual Report and Annual Information Form filed
on http://www.sedar.com. These forward-looking statements are
made as of the date of this document, and Fiera Capital assumes no
obligation to update or revise them to reflect new events or
circumstances.
Non-IFRS Measures
This press release makes reference to adjusted earnings per
share (EPS) of Fiera Capital, which is a non-IFRS measure. Adjusted
EPS is not a recognized measure under IFRS, does not have a
standardized meaning under IFRS and is unlikely to be comparable to
similar measures used by other companies. The rational for the use
of the non-IFRS measures is presented in Fiera Capital's
Management's Discussion and Analysis (MD&A), which is available
on SEDAR at http://www.sedar.com.
About Fiera Capital Corporation
Fiera Capital Corporation is a global independent asset
management firm with over C$143 billion in AUM as at
September 30, 2018 delivering
customized multi-asset solutions across traditional and alternative
asset classes to institutional, retail and private wealth clients
across North America, Europe and key markets in Asia. Fiera Capital strives to be at the
forefront of investment-management science and is passionate about
creating sustainable wealth for clients. Fiera Capital trades under
the ticker FSZ on the Toronto Stock
Exchange. http://www.fieracapital.com
In the U.S., asset management services are provided by the
Firm's U.S. affiliates who are investment advisers that are
registered with the U.S. Securities and Exchange Commission (SEC).
Further, the Firm's affiliates Fiera Capital (UK) Limited and Fiera
Capital (IOM) Limited are both registered as investment advisers
with the SEC. Fiera Capital (UK) Limited is authorized and
regulated by the Financial Conduct Authority in the United Kingdom and Fiera Capital (IOM) Limited
is licensed by the Isle of Man Financial Services Authority.
Registration with the SEC does not imply a certain level of skill
or training.
Additional information about Fiera Capital Corporation,
including the Firm's annual information form, is available on SEDAR
at http://www.sedar.com.
About Fiera Properties Limited
Fiera Properties is a Canadian real estate investment management
company that provides direct real estate investment opportunities
to institutional investors, foundation and endowment clients, and
high net worth investors. As part of Fiera Capital's alternative
asset offerings, Fiera Properties is a team of experienced real
estate practitioners backed with the kind of support that empowers
it to offer innovative solutions to its clients' investment
challenges.
Fiera Properties currently manages approximately C$3 billion of commercial real estate in
Canada through its investment
funds and accounts. They provide strategies from Core through
Opportunistic in both equity and debt and across all major sectors
(as at November 30th,
2018).
About Palmer Capital
Palmer Capital is a UK focused real estate investment management
company with over £800 million in AUM as at September 30, 2018. Founded in 1992, the company
has approximately 26 years of experience in direct real estate.
The business has two distinct divisions - minority shareholdings
in eight regional property companies and the fund management of
pooled and segregated property vehicles. Palmer Capital's AUM is
split 56% in Enhanced Return strategies and 44% in Core strategies
over approximately 60 projects and has 4.2 million square feet
under management (with a further 600,000 square feet. within Palmer
Capital's property company joint ventures). Palmer Capital has 27
staff within its headquarters based in London and a further 45 people located across
the UK within the firm's regional property companies.
For further information: Mariem
Elsayed, Director, Investors Relations and Public Affairs,
Fiera Capital Corporation, +1-514-954-6619,
melsayed@fieracapital.com ; Media contacts: United Kingdom & Europe, Ged Brumby, Smithfield, +44-20-3047-2527,
gbrumby@smithfieldgroup.com ; North
America, Stephanie Ronson,
Edelman, +1-647-252-2859, stephanie.ronson@edelman.com ;
Emily Cullen, Smithfield, +44-20-3047-2530,
ecullen@smithfieldgroup.com