THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION
7 April 2021
Sanne Group plc
(Sanne or the Company)
Acquisition of STRAIT Capital Company
Sanne, the global provider of alternative asset and corporate services, today announces the acquisition of STRAIT Capital Company Ltd (STRAIT), a leading North American private equity and hedge fund administration business headquartered in Dallas, Texas.
The acquisition of STRAIT will provide Sanne with increased scale, capability and client coverage in North America, the largest and one of the fastest growing end markets for alternative asset administration. STRAIT adds over 50 employees, more than 60 new client groups and in excess of $20 billion of assets under administration to Sanne's platform as well as a new office in Dallas, Texas. STRAIT generated revenues of $9.4 million for the year ended 31 December 2020.
Sanne and STRAIT have a shared core strategic focus, a close cultural alignment and a commitment to delivering high quality service to clients. The acquisition provides the Company with a third office in North America, complementary to the existing New York and San Diego locations. Stacey Relton, Managing Director of STRAIT since 2016, and STRAIT's management team will become a part of Sanne's North American management team.
The acquisition has been agreed with an upfront consideration of $32 million, of which c.30 per cent is payable in Sanne shares, and an earn-out component consisting of cash and Sanne shares, based on financial performance up to 31 March 2022, which is capped at $13 million. The acquisition is expected to be immediately earnings enhancing, if the effects of the Placing, which has been separately announced today, were disregarded.
This is the sixth transaction that Sanne has completed in the last 12 months, and the Company continues to work actively on a healthy pipeline of potential transactions. Sanne remains disciplined in its approach to acquisitions, focusing on executing transactions that are value accretive and in-line with its long-term strategic vision.
Applications have been made to the Financial Conduct Authority (the FCA) and the London Stock Exchange, respectively, for 1,170,887 ordinary shares of £0.01 each (the Shares) to be admitted to the premium listing segment of the Official List and to trading on the Main Market. 1,135,095 of these shares are to satisfy the upfront share element of the consideration for the Acquisition and 35,792 shares are to settle deferred consideration in relation to the completed acquisition of Private Equity Administrators Group which was announced on 7 December 2020. It is expected that admission of the Shares will become effective and dealings in the Shares will commence on or around 8.00am on 9 April 2021.
Following admission of the Shares the Company will have 149,848,266 ordinary shares of £0.01 each in issue of which 98,533 are held in treasury. Therefore, following admission of the Shares the total number of voting rights in the Company will be 149,749,733 (the Voting Rights Figure). This Voting Rights Figure may be used by Shareholders as the denominator for the calculations by which they will determine if they are required to notify their voting rights interest, or a change to that interest, in the Company under the FCA's Disclosure Guidance and Transparency Rules.
The information contained within this announcement is deemed by the Company to constitute inside information as stipulated under the Market Abuse Regulation (EU) No. 596/2014 as amended by The Market Abuse (Amendment) (EU Exit) Regulations 2019.
Commenting on the acquisition, Martin Schnaier, CEO of Sanne said:
"I am delighted that we have acquired STRAIT; it is a high quality business that shares our culture of delivering excellent client service. The STRAIT acquisition will significantly enhance our North American presence, increasing our access to this large, fast-growing market, and further strengthen Sanne's competitive position."
Tulchan Communications LLP +44 (0) 20 7353 4200
Sanne Group plc +44 (0) 20 3327 9720
Martin Schnaier, Chief Executive Officer
James Ireland, Chief Financial Officer
Sanne is a leading global provider of outsourced alternative asset and corporate business services. Established for over 30 years and listed as a FTSE 250 company on the Main Market of the London Stock Exchange, Sanne employs around 1,900 people worldwide and administers structures and funds that have in excess of £465 billion of assets.
Key clients include leading alternative asset managers, global financial institutions, family offices and international corporates.
Sanne operates from a global network of offices located in leading financial jurisdictions, which are spread across the Americas, Europe, Africa and Asia-Pacific.
This announcement may contain forward-looking statements. Forward-looking statements sometimes use words such as "aim", "anticipate", "target", "expect", "estimate", "intend", "plan", "goal", "believe", "seek", "may", "could", "outlook" or other words of similar meaning. By their nature, all forward-looking statements involve risk and uncertainty because they relate to future events and circumstances which are beyond the control of the Company. As a result, the actual future financial condition, performance and results of the Company may differ materially from the plans, goals and expectations set forth in any forward-looking statements. Any forward-looking statements made in this announcement speak only as of the date they are made and the Company does not assume or undertake any obligation or responsibility to update any of the forward-looking statements contained in this announcement, whether as a result of new information, future events or otherwise, except to the extent legally required.