MALLESONS Stephen Jaques, Allens Arthur Robinson, Skaddens and Allen & Overy have acted on BT Investment Management Ltd's (BTIM) $275 million equity raising to help finance its landmark acquisition of J O Hambro Capital Management Ltd.
BTIM announced a 4 for 5 pro rata entitlement offer of new BTIM ordinary shares at an offer price of $2.15 per share, to raise up to A$275 million, underwritten and committed to A$212 million. The offer price represents a discount of 12.2 per cent to the closing market price of BTIM shares yesterday, 18 July 2011.
Allens Arthur Robinson advised Westpac, major shareholders in BTIM. Allen & Overy advised BTIM, while Skaddens was US counsel for BTIM.
Mallesons acted for the underwriters, Macquarie Capital and UBS AG, Australian branch. The Mallesons team was led by partners David Friedlander and Shannon Finch, who were assisted by senior associate Jonathan Grant and solicitors Amanda Isouard and Jessica Hudson.
Finch said "the deal has some interesting features arising out of the ownership structure. It demanded a nimble and co-operative approach between the legal teams".
The funds raised will help finance BTIM's $314 million landmark acquisition of J O Hambro Capital Management Limited, a privately owned, London-based equity investment manager.
Emilio Gonzalez, BTIM CEO, said "strong cultural fit, aligned business models and investment philosophies make for a powerful long-term partnership".
“BTIM’s acquisition of J O Hambro Capital Management will help drive growth, increase margins and enhance diversification. Our combined businesses will create a diversified investment management business with two powerful brands.
“Importantly, the acquisition will make a meaningful contribution to earnings. It is expected to be EPS accretive in the first full year of ownership on a Cash NPAT basis, delivering value to BTIM shareholders.”
Gavin Rochussen, CEO of J O Hambro Capital Management, said the move represents a significant step in the evolution of J O Hambro Capital Management. He said it provides "certainty in the form of a committed long-term partner".
Westpac has a direct ownership of 60 per cent of BTIM and has given an undertaking to vote in favour of the resolution at the an extraordinary general meeting on 18 August 2011. It has confirmed that it intends to take up its full entitlement.
Following the EGM, eligible shareholders will be able to purchase 4 new shares for every 5 existing BTIM shares held at the record date on 24 August 2011. The Entitlement Offer will open on 26 August 2011 and will close at 5:00pm on 9 September 2011.
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