Swiss Asset Manager GAM Holdings Shareholders Voted Unanimously to Replace Current Board of Directors with 99.5% Voting for Antoine Spillmann to be Chairman, Shareholders Rejected in August 2023 Takeover by UK Liontrust Acquisition of GAM Investments with $26 Billion AUM for $121 Million
30th September 2023 | Hong Kong
Swiss Asset Manager GAM Holdings shareholders had voted unanimously to replace the current Board of Directors with 99.5% voting for Antoine Spillmann to be elected Chairman. Earlier in August 2023, shareholders had rejected the takeover (May 2023) by UK Liontrust acquisition of GAM Holdings with $26 billion AUM (Assets under Management) for $121 million, with GAM board announcing entering into a discussion with investors group Newgame comprising of Rock Investment, Newgame & Bruellan. Only 33.45% of GAM Holdings shareholders had voted to agree to the takeover by Liontrust (66.6% votes required). Law firm Dentons, Consulting & audit firm Deloitte and investment bank Alantra will earn a fee of £11 million from Liontrust for the takeover bid. GAM Holdings: “As announced on 26 September 2023, NewGAMe is committed to securing the necessary financial resources to fund GAM’s operations and ensure stability for clients, employees and other stakeholders. Rock Investment SAS, a member of the NewGAMe investor group, has already provided short-term financing of up to CHF 20 million to cover GAM’s immediate liquidity needs and is now prepared to provide GAM with a mix of short- and long-term funding up to an increased total of CHF 100 million.” More info below:
“ Swiss Asset Manager GAM Holdings Shareholders Voted Unanimously to Replace Current Board of Directors with 99.5% Voting for Antoine Spillmann to be Chairman, Shareholders Rejected in August 2023 Takeover by UK Liontrust Acquisition of GAM Investments with $26 Billion AUM for $121 Million “
Swiss Asset Manager GAM Holdings Shareholders Rejects Takeover by UK Liontrust Acquisition of GAM Investments with $26 Billion AUM for $121 Million, GAM Board Enters into Discussion with Investors Group Newgame Comprising of Rock Investment, Newgame & Bruellan
25th August 2023 – Swiss asset manager GAM Holdings shareholders had rejected the takeover (May 2023) by UK Liontrust acquisition of GAM Holdings with $26 billion AUM (Assets under Management) for $121 million, with GAM board announcing entering into a discussion with investors group Newgame comprising of Rock Investment, Newgame & Bruellan. Only 33.45% of GAM Holdings shareholders had voted to agree to the takeover by Liontrust (66.6% votes required). Law firm Dentons, Consulting & audit firm Deloitte and investment bank Alantra will earn a fee of £11 million from Liontrust for the takeover bid. GAM Holding: “GAM Holding AG (“GAM”) Board of Directors (“GAM Board”) notes the interim results of the Liontrust Asset Management plc (“Liontrust”) tender offer (“Liontrust Offer”) and the expectation that they will declare it unsuccessful on 29 August 2023. … … The GAM Board has entered into constructive and productive discussions with representatives of the investor group “Newgame”, including Rock Investment SAS (“Rock”), Newgame SA and Bruellan SA. These discussions are focused on agreeing short term bridge financing which has been offered by Rock on 18 August 2023. In addition, Newgame has recognised the need to ensure that GAM has appropriate and adequate financing to continue as a going concern. Newgame will embark on immediate discussions with GAM portfolio management teams to ensure that they have a full understanding of Newgame’s business plan and their aspirations for making GAM a success. In addition, Newgame recognises that GAM is built on its clients and their confidence in GAM’s ability to deliver its investment teams, client servicing activities and a stable future.” GAM is currently trading at $89 million (CHF 79 million). GAM is an independent investment manager that is listed in Switzerland. Total assets under management were CHF 68 billion as at 30th June 2023, with Investment Management at CHF 21.9 billion and Fund Management Services at CHF 46.1 billion.
David Jacob, Chairman of the GAM Holding AG: “The GAM Board acknowledges that the majority of our shareholders have not found the Liontrust Offer compelling. I am pleased that we have entered constructive and productive discussions with Newgame and that these discussions continue at speed.”
GAM – GAM is an independent investment manager that is listed in Switzerland. Total assets under management were CHF 68 billion as at 30 June 2023, with Investment Management at CHF 21.9 billion and Fund Management Services at CHF 46.1 billion. GAM has global distribution with offices in 14 countries and is geographically diverse with clients in almost every continent. It has 3,500 clients globally, of which c. 2,700 are based in Europe. Headquartered in Zurich, GAM Investments was founded in 1983 and its registered office is at Hardstrasse 201 Zurich, 8037 Switzerland.
Swiss Asset Manager GAM Holdings Shareholders Rejects Takeover by UK Liontrust Acquisition of GAM Investments with $26 Billion AUM for $121 Million
24th August 2023 – GAM Holding AG (“GAM”) Board of Directors (“GAM Board”) notes the interim results of the Liontrust Asset Management plc (“Liontrust”) tender offer (“Liontrust Offer”) and the expectation that they will declare it unsuccessful on 29 August 2023.
The GAM Board has entered into constructive and productive discussions with representatives of the investor group “Newgame”, including Rock Investment SAS (“Rock”), Newgame SA and Bruellan SA. These discussions are focused on agreeing short term bridge financing which has been offered by Rock on 18 August 2023.
In addition, Newgame has recognised the need to ensure that GAM has appropriate and adequate financing to continue as a going concern. Newgame will embark on immediate discussions with GAM portfolio management teams to ensure that they have a full understanding of Newgame’s business plan and their aspirations for making GAM a success. In addition, Newgame recognises that GAM is built on its clients and their confidence in GAM’s ability to deliver its investment teams, client servicing activities and a stable future.
The GAM Board recognises the importance of GAM shareholders determining a change in the GAM Board composition and looks forward to receiving the Newgame proposals for a future Extraordinary General Meeting. These constructive and productive discussions are ongoing and are expected to conclude shortly. The GAM Board will provide an update as soon as such discussions have progressed further. The GAM Board appreciates the patience of shareholders, clients and employees during this process and are confident that a clear path forward can be established imminently.
Swiss Asset Manager GAM Investments Shareholders Raised Unfair Takeover Conditions to Swiss Takeover Board for UK Liontrust Acquisition of GAM Investments with $26 Billion AUM for $121 Million
11th May 2023 – Swiss asset manager GAM Investments shareholders had raised unfair takeover conditions to Swiss Takeover Board for UK Liontrust acquisition of GAM Investments with $26 billion AUM (Assets under Management) for $121 million. The group (GAM Investments shareholders), comprised of NewGAMe SA and wealth manager Bruellan. Earlier in May 2023, UK asset manager Liontrust Asset Management with $40 billion AUM (Assets under Management & Administration) has announced to buy Swiss asset manager GAM Investments with $26 billion AUM for $121 million (CHF 107 million) via new share issuance, creating a global asset manager with $66 billion AUM.
$40 Billion UK Liontrust Buys $26 Billion Swiss Asset Manager GAM Investments for $121 Million Via New Share Issuance, Creates Global Asset Manager with $66 Billion AUM
5th May 2023 – UK asset manager Liontrust Asset Management with $40 billion AUM (Assets under Management & Administration) has announced to buy Swiss asset manager GAM Investments with $26 billion AUM for $121 million (CHF 107 million) via new share issuance, creating a global asset manager with $66 billion AUM. GAM Investment AUM had decreased from $132 billion to $26 billion in the last 3 years (2021 to 2023) and share price had decreased by more than 95% in the last 5 years to $109 million market value (4/5/23). Liontrust: “Liontrust intends to rebrand all GAM funds as Liontrust as soon as possible after completion of the Proposed Acquisition and for the GAM business to operate under the Liontrust brand. GAM has reached agreement in principle to transfer all third-party fund management services clients serviced out of Luxembourg and Switzerland to a specialist asset servicing company active across Europe, with further details to be announced by GAM in due course. The Consideration will be satisfied by the issue of 9.4 million new ordinary shares in Liontrust, and it is expected that GAM shareholders will own approximately 12.6 per cent. of the combined group on Completion.” The transaction is expected to be completed by 2023 Q4. More info below.
GAM Announcement
- Board unanimously recommends offer from Liontrust Asset Management in the belief that this offer is in best interests of all stakeholders.
- Combined firm in a position to deliver growth in which all shareholders can participate in the future.
- GAM will benefit from the stability and support of being part of the combined business.
- Clients will benefit from access to a broader range of strategies, services and the stability that the financial strength of a combined firm will bring.
- Liontrust to offer 0.0589 ordinary shares of Liontrust for one GAM share, which on the basis of the volume-weighted average price of the Liontrust shares and the average GBP/CHF exchange rate over the past 60 trading days, values each GAM share at CHF 0.6723.
- Offer prospectus expected to be published on or around 9 June and offer to be open for a minimum of 20 trading days and to be subject to acceptances for at least 66 2/3 % of the fully diluted share capital of GAM during the main offer period and approval by Liontrust shareholders at AGM on 7 July 2023.
- Transfer of third-party fund management services business serviced out of Luxembourg and Switzerland to another provider to meet a key condition of the offer of Liontrust.
- Completion is also subject to customary regulatory approvals and is currently expected during the 4th quarter of 2023.
- Shareholders, including directors and senior management of GAM, representing approximately 19.6% of GAM’s issued share capital have already indicated that they are supportive of the transaction.
- Liontrust and GAM will work in partnership to complete the transaction and arrange for a smooth transition, including financial support by Liontrust in the form of two loan facilities worth up to GBP 17.8 million (approx. CHF 20 million).
- Liontrust is committed to GAM’s international presence and client relationships, particularly in Switzerland which is so important to GAM’s heritage.
John Ions, Chief Executive of Liontrust: “This is a significant acquisition that accelerates the growth of Liontrust through enhancing our distribution globally, product capability and investment talent. Liontrust and GAM are both client centric businesses that thrive on providing solutions and first-class service. The enlarged company will provide the platform from which to deliver this to a broader client base. We have been impressed by the quality of the investment teams at GAM. There is commonality in that Liontrust and GAM are both committed to independent and distinct processes for each of their investment teams.
Liontrust specialises in providing an environment in which investment teams can thrive, including through the excellence of our sales and marketing and a robust business infrastructure, strong risk and compliance culture, and the stability that comes with financial strength. Liontrust is committed to the international business and client relationships that GAM has built. We are especially pleased to have such a strong operation in Switzerland which has been so important to GAM’s heritage. The quality of the investment teams across the different asset classes, the talent in the business and the breadth of the distribution at GAM, combined with Liontrust’s existing investment capability and strong brand, sales, marketing, and communications, gives me great confidence we will grow the enlarged business to create long-term value. Liontrust and GAM will work together to provide a seamless transition for clients and enhancing the service provided in the future.”
David Jacob, Chairman of GAM Holding AG: “I am delighted that we have been able to agree this transaction with Liontrust. Our choice of a strategic option was informed by the need to address the interests of all our stakeholders. During 2022 it became increasingly clear to the Board that we needed to review whether our strategy was still appropriate and that the market backdrop, combined with the impact on our financial results, had become an obstacle for us to return to growth in a timely fashion. Our clients have been patient and loyal and I am confident that this will be rewarded since they will benefit from access to a broader range of strategies, services and the stability that the financial strength of a combined firm will bring.
Liontrust’s offer also offers the best opportunity to decisively address all of the recent corporate uncertainty that has surrounded GAM and deliver the growth that is essential to do justice to the talent that we have at the firm. The resulting business will have a strong balance sheet, a broader array of excellent investment products, and a global distribution footprint from which to deliver growth, in which our shareholders can participate in the future. I would like to take this opportunity to thank all colleagues at GAM for their hard work, patience, and dedication while we worked to determine the best option for the firm in the future. Our shareholders have been patient in the face of uncertainty, and I and my fellow board members believe that the transaction with Liontrust represents the best option for you. I sincerely believe that this course of action represents the best option for all our stakeholders and would like to thank colleagues, clients, and shareholders in advance for their support to make this happen.”
Liontrust
Liontrust is an independent, specialist asset manager established in 1995, listed on the London Stock Exchange in 1999 and is a member of the FTSE 250. Headquartered on the Strand in London with additional offices in Edinburgh and Luxemburg, Liontrust had £31.8 billion in AuMA as at 17 April 2023. Liontrust seeks to enable investors to enjoy a better financial future through investing in a range of global equities, fixed income, sustainable investment and multi-asset portfolios and funds.
GAM
GAM is an independent investment manager that is listed in Switzerland and has, within its Investment Management division, AuMA of CHF 23.3 billion (£21.0 billion) as at 31 March 2023. GAM has global distribution with offices in 12 countries and is geographically diverse with clients in almost every continent. It has 3,500 clients globally, of which c. 2,700 are based in Europe. Headquartered in Zurich, GAM Investments was founded in 1983 and its registered office is at Hardstrasse 201 Zurich.
UK Asset Manager $42 Billion Liontrust in Talks to Acquire $76 Billion Swiss Asset Manager GAM Investments, GAM AUM Decreased from $132 Billion to $76 Billion in Last 2 Years and Share Price Decreased 95% in Last 5 Years to $129 Million Market Value
20th April 2023 – UK asset manager Liontrust Asset Management with $42 billion AUM (Assets under Management & Administration) is in talks to acquire Swiss asset manager GAM Investments with $76 billion AUM. GAM Investment AUM decreased from $132 billion to $76 billion in the last 2 years (2021 to 2023) and share price had decreased by 95% in the last 5 years to $129 million market value. GAM Investment is releasing its 2022 annual results on 25th April 2023, and is expected to report a net loss. Liontrust Asset Management: “There can be no certainty that this will lead to a formal offer in respect of the proposed acquisition, nor as to the timing or terms of any such offer, and there can be no assurance that, even if agreement is reached, any such proposed acquisition would be completed.” GAM: “GAM Holding AG notes recent press speculation and confirms it is in discussions with UK asset manager Liontrust Asset Management Plc among others. As we communicated in our announcement on 25th January 2023, the Board is working tirelessly on options to ensure that the firm is strategically positioned in the best interests of all stakeholders. A further announcement will be made should any of these options reach a successful conclusion.”
UK Asset Manager $42 Billion Liontrust in Talks to Acquire $76 Billion Swiss Asset Manager GAM Investments, GAM AUM Decreased from $132 Billion to $76 Billion in Last 2 Years and Share Price Decreased 95% in Last 5 Years to $129 Million Market Value
About GAM – We are an active, independent global asset manager that thinks beyond the obvious to deliver distinctive and differentiated investment solutions for our clients across our three core businesses: Investment Management, Wealth Management and Fund Management Services. Our purpose is to protect and enhance our clients’ financial future. We attract and empower the brightest minds to provide investment leadership, innovation and a positive impact on society and the environment.
Servicing institutions, financial intermediaries, and private investors, we manage CHF 74.6 billion of assets as of 30 September 2022. Headquartered in Zurich, GAM Investments is listed on the SIX Swiss Exchange with the symbol ‘GAM’ and we employ 594 people across 14 countries with investment centres in London, Cambridge, Zurich, Hong Kong, New York and Milan, as at 30 June 2022. Our operational centres are in Dublin, Luxembourg, and London.
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