Last checked at 14 Nov 2014 07:00
14 November 2014
European Wealth Group Limited
("European Wealth", or "the Company")
Acquisition of P&C Global Wealth Managers SA and GTI Fund Investment Ltd
European Wealth (AIM: EWG, EWGL), the expanding UK wealth management group, is pleased to announce that the Company has made two acquisitions to support the expansion of the Company's European operations and expand its client offerings through complementary onshore and offshore wealth management services.
The businesses that European Wealth has agreed to acquire are Swiss based P&C Global Wealth Managers SA ("P&C") and the associated GTI Fund Investment Ltd ("GTI") (together the "Acquisitions"). The aggregate maximum consideration for the acquisitions is approximately £2,760,000, of which approximately £13,807 is payable in cash and the remainder through the issue of up to 2,619,240 new ordinary shares in Europrean Wealth.
About P&C and GTI
P&C is a Swiss company which was founded over 10 years ago by Iain Little and Bruce Albrecht, in order to provide a range of high quality financial and related services to international clients. P&C currently has approximately £92 million of discretionary funds under management. GTI is a sister company, incorporated in the Cayman Islands, which offers a range of funds advised by P&C.
Both Iain Little and Bruce Albrecht are experienced investment professionals. Bruce Albrecht was a former Group Chief Investment Officer & Global Strategist for N.M. Rothschild London with assets of over $100 billion and Chief Investment Officer Europe for the Abu Dhabi Investment Authority (ADIA) with hands on portfolio management responsibility. Meanwhile Iain Little was a former senior investment manager at Pictet Asset Management London, before becoming a partner and investment manager at Blakeney Management, and a divisional director at Edinburgh Fund Managers plc.
In the year to 31 December 2013, the Acquisitions had aggregate total revenues of approximately CHF 611,000 (equivalent to approximately £401,000*), and recorded a pre-tax loss of approximately CHF 197,000 (equivalent to approximately £129,000*). As at 31 December 2013, the Acqusitions had aggregate net assets of approximately CHF 179,000 (equivalent to approximately £117,000*).
(* using an exchange rate as at 13 November 2014)
It is intended that Iain Little will join the board of European Wealth's subsidiary European Investment Management Limited and that Bruce Albrecht will act as a consultant. It is intended that a number of European Wealth's directors will join the board of P&C.
The Board of European Wealth believes that the Acquisitions will bring a number of benefits to the group, including strengthening the team's investment expertise, providing an offshore base in an established financial centre as well as a credible entry point into the Middle East market should the Company wish to establish a presence in that market.
Commenting on the Acquisitions, John Morton, Executive Chairman of European Wealth, said;
"This is an important step forward in European Wealth's evolution. We are delighted by the cultural fit between European Wealth and P&C's business, which is based on the fundamental belief of delivering personal service to clients, irrespective of their portfolio size. We are therefore delighted to welcome Bruce and Iain into the European Wealth team. In addition to the benefits the acquisitions bring to our existing clients, the Board also recognises the opportunities the acquisitions allow for expanding the Group's international presence and servicing funds from established wealth management centres both in Europe and the Middle East".
The Acquisitions
The consideration for the Acquisitions is split into two tranches. The intial tranche of £1,387,598 shall be satisfied via the payment of approximately £13,807 in cash and the issue of 1,309,620 new ordinary shares of 5p each ("Ordinary Shares") in the capital of the Company (the "Initial Consideration Shares"), at an issue price of 104.9p per share, being the average of the mid-market closing prices of European Wealth's Ordinary Shares over the ten business days up to and including the date immediately preceding the agreement of the Acquisitions.
Up to a further £1,373,791 (the "Deferred Consideration") will be due in late 2015, dependent on the Acquisitons' funds under management and pipeline as at 13 November 2015. The Deferred Consideration will be satisfied through the issue of up to 1,309,620 new Ordinary Shares, also at an issue price of 104.9p per share (the "Deferred Consideration Shares").
Both the Initial Consideration Shares and the Deferred Consideration Shares will be subject to 12-month orderly market arrangements.
Admission
Application has been made for the Initial Consideration Shares to be admitted to trading on AIM and admission is expected to occur at 8:00am on 19 November 2014 ("Admission").
Following Admission, the Company will have in issue 15,726,438 Ordinary Shares. The Company does not hold any Ordinary Shares in treasury. Therefore the total number of Ordinary Shares with voting rights in the Company will be 15,726,438.
The Company also has 575,039 of unsecured convertible loan stock of £10 each quoted on AIM ("CLS"). The total number of CLS with voting rights is 575,039.
The above figures may be used by Shareholders in the Company as the denominators for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, the share capital of the Company.
New Significant Shareholdings
Following Admission, the following will become significant shareholders in the Company and will have percentage holdings as follow:
Shareholder name | Holding post Admission (Ordinary Shares) | % held |
Iain Little | 654,810 | 4.16% |
Bruce Albrecht | 654,810 | 4.16% |
For further details, please contact:
European Wealth Group Limited
John Morton, Rod Gentry: +44 (0)20 7293 0733
www.europeanwealth.com
Daniel Stewart & Company Plc - Nominated Adviser and Broker
Paul Shackleton (NOMAD) +44 (0)20 7776 6550
Mark Treharne (Broking)
GTH Communications
Toby Hall: +44 (0)20 7822 7493 / +44 (0)7713 341072
About European Wealth Group Limited
European Wealth Group Limited (AIM: EWG, EWGL).is the holding company for the fast growing wealth management business, European Wealth Management Group Limited. Having commenced trading in 2010, European Wealth has two operating divisions, European Investment Management Limited ("EIM") and European Financial Planning Limited ("EFP"). Both are regulated by the FCA and were established to be RDR compliant from the outset, EIM opting for Restricted Adviser status and EFP for Independent Adviser status. Today the Group's head office is in London with an expanding network of offices in the UK. Core services offered by the Group are financial planning, corporate pension advisory and investment management in both equity and fixed interest instruments. For further information on European Wealth's wealth management and financial planning services, please go to www.europeanwealth.com.
ENDS