JTC, a global provider of fund, corporate and private client services, is to acquire SALI Fund Management and SALI GP Holdings (together “SALI”), a US-based provider of fund and structuring administration services to the Insurance Dedicated Fund (IDF) and Separately Managed Account (SMA) market for a maximum consideration of USD236.0 million.
The initial consideration of USD204.5 million will be settled by a combination of USD192.2 million in cash and up to a maximum of USD12.3 million in new JTC ordinary shares of 1 penny each. A further consideration of up to USD31.5 million is payable in cash and JTC Ordinary Shares on the achievement of performance targets for the two-year period post completion. The Acquisition is not subject to regulatory approval and is expected to complete at the end of October 2021.
The Acquisition will be funded from the Group’s existing cash reserves, debt facilities and the proceeds of a proposed placing of new ordinary shares in the Company to raise up to approximately GBP80 million. The Placing is being conducted through an accelerated bookbuilding process which will be launched immediately following the release of the Placing Announcement. Joh. Berenberg, Gossler & Co KG (Berenberg) and Numis Securities Limited (Numis) are acting as the Company’s joint bookrunners in connection with the Placing.
Nigel Le Quesne, CEO of JTC, says: “SALI is a business of exceptional quality and a clear leader in the growing IDF market. Their operations are highly complementary to our existing US footprint and their deep expertise will be a fantastic addition to our Group capabilities. As always, cultural alignment is vitally important to us and like JTC, they are committed to developing successful long-term relationships that span decades. We are excited to welcome the SALI team, their clients and partners to the JTC family.”
Thomas Nieman, Chief Executive Officer of SALI, says: “SALI couldn’t be more excited to join the JTC family, whose history of cultivating client relationships over multiple decades aligns strongly with SALI’s core mission and values. SALI’s customers include many of the largest and most innovative insurance companies and alternative investment managers around the globe. We look forward to continuing to enhance our service offering for these clients through JTC’s global reach and commitment to customer service.”