1st Jul 2009 07:00
ABERDEEN ASSET MANAGEMENT PLC
COMPLETION OF FINAL CLOSING OF THE ACQUISTION OF CERTAIN FUND MANAGEMENT ASSETS AND BUSINESSES OF CREDIT SUISSE
Aberdeen Asset Management PLC ("Aberdeen" or the "Company") announces that it has completed the Final Closing of its acquisition of certain fund management assets and businesses of Credit Suisse (the "Target Business"). Aberdeen announced the acquisition of the Target Business on 31 December 2008, with First Closing in respect of the Asia Pacific Target Business announced on 1 May 2009 and Final Closing in respect of the Rest of the World Target Business announced today.
The final consideration has been satisfied by the issue of 207,473,804 New Ordinary Shares to Credit Suisse. Combined with the consideration of 32,526,196 New Ordinary Shares issued pursuant to First Closing, a total of 240 million New Ordinary Shares have been issued to Credit Suisse in satisfaction of the purchase consideration for the Target Business. This is equivalent to 23.9 per cent. of the Enlarged Aberdeen Group's issued ordinary share capital and values the transaction at £297.6 million, based on Aberdeen's closing share price of 124 pence on 30 June 2009.
As at 31 May 2009, the Target Business had total assets under management ("AuM") of CHF62.8 billion (£36.4 billion). The composition of these assets, and the AuM of the Enlarged Aberdeen Group, is summarised below.
The Rest of the World Target Business that has transferred to the Company following Final Closing had AuM of CHF50.0 billion (£29.0 billion) as at 31 May 2009. Excluding the impact of market movements from 30 November 2008 to 31 May 2009, the adjusted AuM on which net run-rate revenues are to be calculated were CHF49.9 billion (£28.9 billion) and the estimated associated net run-rate revenues were CHF178.5 million (£103.4 million), as calculated in accordance with the price adjustment mechanism in the Acquisition Agreement and referred to in the Circular dated 26 March 2009 ("the Price Adjustment Mechanism").
The estimated net run-rate revenues for the Asia Pacific Target Business as at First Closing on 30 April 2009, also calculated in accordance with the Price Adjustment Mechanism, were CHF30.5 million. Therefore, the estimated net run-rate revenues of the Target Business at Closing are CHF209 million, as calculated in accordance with the Price Adjustment Mechanism. This represents 92.9 per cent. of the target net run-rate revenues of CHF225 million and, this being more than 90 per cent. of the target, the maximum number of New Ordinary Shares (being 240 million) has been issued to Credit Suisse. The estimated net run-rate revenues for the purposes of the Price Adjustment Mechanism exclude market movements.
Inflows and outflows in June and any inaccuracies in the calculation of transferring net run-rate revenues will be determined during the three months to 30 September 2009. If the net effect of these movements would result in a reduction in the number of New Ordinary Shares which should have been issued at the two Closings had such matters been taken into account, then a cash payment will be made by Credit Suisse to adjust the consideration accordingly.
Considerable work has been undertaken jointly by the management teams of both Aberdeen and Credit Suisse Asset Management since the announcement of the transaction and Aberdeen remains confident of achieving a smooth integration of the Target Business into the Enlarged Aberdeen Group.
Commenting on the Final Closing, Martin Gilbert, Chief Executive of Aberdeen, said:
"Since the announcement of this acquisition in December, we have worked well with Credit Suisse to ensure a smooth integration. The way our two businesses have come together has been very encouraging and confirms my belief that this transaction will be of great long-term benefit to our shareholders and also our existing and new clients, whom I would like to thank for their continued support throughout this process."
"In these volatile market conditions, financial stability has become more important than ever and this acquisition confirms our position as a leading global firm, strengthening our balance sheet and broadening our client base."
Combined AuM at 31 May 2009
|
Aberdeen £bn |
Target £bn |
Combined £bn |
|
|
Fixed income |
35.6 |
14.3 |
49.9 |
|
Equities |
34.3 |
6.3 |
40.6 |
|
Property |
21.7 |
0.3 |
22.0 |
|
Money market |
- |
13.7 |
13.7 |
|
Multi-asset |
5.1 |
1.8 |
6.9 |
|
Total |
96.7 |
36.4 |
133.1 |
Application has been made to the UK Listing Authority for the 207,473,804 New Ordinary Shares issued pursuant to Final Closing to be admitted to the Official List and to the London Stock Exchange for such shares to be admitted to trading on the Main Market. Admission is expected to become effective, and dealings in such shares on the London Stock Exchange's Main Market are expected to commence, at 8:00 a.m. today.
Defined terms used in this announcement shall, save where the context otherwise requires, have the meanings set out in the Company's Circular to shareholders dated 26 March 2009.
Unless otherwise stated, the exchange rate used in this Announcement is CHF1.7271 per £1 as at 31 May 2009 and sourced from Bloomberg.
For further information, please contact:
Contacts:
Aberdeen Asset Management PLC + 44 (0) 20 7463 6000
Martin Gilbert
Bill Rattray
J.P. Morgan Cazenove + 44 (0) 20 7588 2828
Ian Hannam
Piers Davison
Maitland + 44 (0) 20 7379 5151
Neil Bennett
This Announcement has been issued by and is the sole responsibility of the Company. No representation or warranty, express or implied, is or will be made as to, or in relation to, and no responsibility or liability is or will be accepted by J.P. Morgan Cazenove Limited or by any of its affiliates or agents as to or in relation to, the accuracy or completeness of this Announcement or any other written or oral information made available to or publicly available to any interested party or its advisers, and any liability therefore is expressly disclaimed.
J.P. Morgan Cazenove Limited is authorised and regulated in the United Kingdom for
the conduct of investment business by the Financial Services Authority and is acting, as financial adviser, broker and sponsor exclusively for Aberdeen Asset Management PLC and for no one else in connection with the Acquisition and will not regard any other person as its client in relation to the Acquisition and will not be responsible to anyone other than Aberdeen Asset Management PLC for providing the protections afforded to clients of J.P. Morgan Cazenove Limited nor for providing advice in relation to the Acquisition or any matter referred to herein.
Related Shares:
ADN.L