AMANDA CAPITAL PLC, eQ ASSET MANAGEMENT GROUP AND ADVIUM CORPORATE FINANCE LTD TO JOIN FORCES INTO A STRONG FINNISH ASSET MANAGER AND CORPORATE FINANCE ADVISOR
AMANDA CAPITAL PLC STOCK EXCHANGE RELEASE
21.12.2010
AMANDA CAPITAL PLC, eQ ASSET MANAGEMENT GROUP AND ADVIUM CORPORATE FINANCE LTD TO JOIN FORCES INTO A STRONG FINNISH ASSET MANAGER AND CORPORATE FINANCE ADVISOR
JANNE LARMA APPOINTED AS CEO OF AMANDA CAPITAL PLC
Amanda Capital Plc has today agreed to join forces with eQ Asset Management Group and Advium Corporate Finance Ltd. The combined entity is a domestic player that specializes in in private equity and alternative asset management, traditional asset management and corporate finance advisory. The combined group offers products and solutions related to investments, private equity, hedge funds and traditional institutional asset management. The transaction results in the assets under management of Amanda Capital Plc to increase from 2.6 billion euros to 3.6 billion euros.In addition, the services offered by the combined group will include merger & acquisition advisory as well as real estate transaction advisory, through Finland’s leading corporate finance advisor Advium Corporate Finance Ltd.
Through the transaction, Amanda will expand its activities to new business areas, significantly growing its customer base and product offering. The revenue and balance sheet of Amanda Capital will grow, and the cash flows will become more stable. The transaction will grow the revenues of Amanda significantly (pro forma revenue during the period 1.1.–30.9.2010 grows to circa 11.3 million euros, and the pro forma balance sheet total at 30.9.2010 will increase to circa 68 million euros). Total employee count will increase to over 50 persons. The transaction does not aim to pursue significant cost synergies. The transaction does not significantly change the pro forma per share results of Amanda Capital for the period 1.1 – 30.9.2010.
The aim of the combined group is to grow in all of its business areas. This will be done domestically and in neighboring markets, both organically and through acquisitions.
The transaction will be implemented as an acquisition, whereby Amanda Capital Plc acquires eQ Asset Management Group Ltd and Advium Corporate Finance Ltd. This will be implemented through a directed share issue of 10.3 million new Amanda Capital Plc shares. The issuance will be implemented at a 1.41 euros per share, resulting in a total transaction value of circa 14.5 million euros. Post-transaction, the existing owners of eQ Asset Management Group Ltd will own circa 12% of the share capital of Amanda Capital Plc and the existing owners of Advium Corporate Finance Ltd will own circa 18% of the pro forma share capital. As part of the transaction, Amanda Capital Plc will also acquire a convertible debt instrument of eQ Group, with circa 1.6% of the pro forma share capital. The existing owners of Amanda Capital Plc will own circa 69% of the combined group’s share capital. The employee share ownership will be significant (circa 29%).
As part of the transaction, Amanda has agreed to sell the shares currently on its balance sheet at 1.85 euros per share.
The proposed transaction requires the approval of the Finnish Financial Supervisory Authority. The shareholders of Amanda Capital Plc will be invited to the Annual General Meeting, which will be held during week 9 of 2011. The directed share issue will be decided upon at the AGM. The Board of Directors of Amanda Capital Plc recommends the transaction and over 60.1% of existing shareholders have committed to voting in favor of the transaction at the AGM.
JANNE LARMA APPOINTED AS CEO OF AMANDA CAPITAL PLC
As part of the transaction, the Board of Directors of Amanda Capital Plc have decided to appoint Janne Larma (born 1965) as CEO of Amanda Capital Plc. Janne Larma founded Advium Corporate Finance Ltd in 2000, prior to which he had gained over 10 years of experience within investment banking. In addition, Janne Larma has gained significant experience in asset management, as a board member of eQ Asset Management as well as a member of the management group of eQ Bank during the years 2004-2009- Janne Larma will continue in his current role as CEO of Advium Corporate Finance.
Summary description of acquired companies
eQ Asset Management Ltd is an independent Finnish provider of Investment Management Services for both institutional and retail investors. The scope of investment is global covering both equities and fixed income instruments utilizing various strategies. eQ experienced portfolio managers have a successful track record of managing a range of 21 own mutual funds and portfolio mandates totaling in some 1 billion euros in assets under management. The company employs over 30 persons has over 11 000 customers. During 2010, eQ Asset Management has succeeded as best in its category, at both the Morningstar Fund Awards as well as SFR’s survey of asset managers. eQ’s asset management mandates and funds will continue in their current form under the eQ brands post-transaction. During the period 1.1 - 30.9.2010, eQ Asset Management Group generated revenues of 4.9 million euros and operating result of 0.0 million euros. Balance sheet total as at 30.9.2010 was 4.1 million euros and shareholder equity 2.2 million euros. For the financial year 2010 the eQ Group is projected to have a positive operating result. For additional information of eQ Asset Management, please see www.eqvarainhoito.fi or contact CEO Lauri Lundström on +358 50 555 2864.
Advium Corporate Finance is an investment bank that provides independent advisory services in mergers and acquisitions, large real estate transactions and equity capital market transactions. Advium Corporate Finance’s clients are typically headquartered in Finland or international companies engaging in transactions involving Finland. The proposed transaction strengthens Advium’s position to broaden its businesses and to diversify its client base. During the period 1.1 - 30.9.2010, Advium generated revenues of 2.3 million euros and operating result of 1.0 million euros. Balance sheet total as at 30.9.2010 was 2.3 million euros and shareholder equity 0.9 million euros. For the financial year 2010 Advium will report a positive operating result. For additional information on Advium, please see www.advium.fior contact CEO Janne Larma on +35840 500 4366.
A summary and conditions of the transaction
- The Annual General Meeting of shareholdrs of Amanda Capital Plc will be held during week 9 2011
- The Board of Directors of Amanda Capital Plc recommends the transaction
- Over 60,1% of Amanda Capital Plc’s existing shareholders have committed to voting in favor of the transaction at the AGM
- In conjunction with the transaction, it is proposed that Georg Ehrnrooth joins the Board of Directors of Amanda Capital Plc
AMANDA CAPITAL PLC
THE BOARD OF DIRECTORS
Additional information:
Topi Piela Chairman of the Board of Directors +358 40 700 23248
Distribution:OMX Nordic Exchange, Helsinki www.amandacapital.fi
The Amanda Group is a private equity management company. Its parent company is the first publicly listed private equity fund of funds in Scandinavia. Amanda has investments in 24 private equity funds and in four funds of funds under Amanda's own management. Amanda Group offers asset management, investment advice, administrative and reporting services to 13 portfolios. Investments from these portfolios has been made to over 190 private equity funds in Europe, the USA, Asian Russia totallingoriginal commitments of EUR 2.6 billion.
Going forward, Amanda Capital Plc will continue to make commitments to the fund of funds managed and advised by the Amanda Group.
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