Apex Group Ltd (Apex) a global financial services provider, has been confirmed as the successful bidder in the acquisition of Mainstream Group Holdings Limited (Mainstream).
On June 28, 2021, the Board of Mainstream announced acceptance of Apex’s offer of AUD2.80 cash per share by way of a scheme of arrangement. Apex’s offer implies an enterprise value for Mainstream of approximately AUD415 million, including transaction costs and net debt. The competing bidder declined to exercise its matching right to match or offer more favourable terms.
Accordingly, Mainstream has given a notice of termination under the Scheme Implementation Deed (SID) with the previous competing bidder. Mainstream has now entered into a SID with Apex and the Mainstream Directors unanimously recommend that shareholders vote in favour of the Apex scheme of arrangement (in the absence of a superior proposal and provided that an Independent Expert’s report concludes that it is in the best interests of shareholders).
With the addition of Mainstream, Apex will have 50 offices worldwide, close to 5,000 employees, and servicing nearly USD1.4 trillion in assets across administration, depositary, custody and under management, Apex delivers a full suite of services to asset managers, family offices, financial institutions and corporates.
The transaction is subject to customary conditions, including approval by Mainstream shareholders, the relevant Australian court and certain regulatory approvals, and is expected to close in the fourth quarter of 2021.
Peter Hughes, Founder and CEO of Apex Group, comments: “We are pleased to announce our successful bid for Mainstream which was made on the strong belief that Apex would provide the best platform for the company’s continued success and expansion. At Apex, we are committed to continually enhancing our single-source model, and this acquisition would expand our ability to support new and existing clients across all aspects of their business with an enhanced product offering – no matter where they are in the world.”
Martin Smith, CEO of Mainstream, adds: “We are delighted to recommend that shareholders vote in favour of the Apex scheme of arrangement. In addition to representing excellent shareholder value, the proposed acquisition would provide Mainstream clients with access to a significantly broader range of solutions and technology investment via Apex’s global network. Apex has successfully integrated a number of strategic acquisitions in recent years, with 99 per cent client retention rates, and we anticipate a similar outcome for Mainstream. We see an acquisition by Apex as beneficial for our clients, shareholders and employees.”
Mainstream is being advised by Miles Advisory Partners as financial adviser and Maddocks as legal adviser.
Apex is being advised by Macquarie Capital as financial adviser and Herbert Smith Freehills as legal adviser.