The deal that will see AGF Management Ltd. sell its stake in U.K. wealth manager Smith & Williamson has been restructured after disruptions from the Covid-19 pandemic.
The Toronto-based asset manager reported that under the new terms of the deal announced last fall, AGF will not retain an equity stake in the company that results from the proposed merger of U.K.-based firms Smith & Williamson and Tilney Group.
AGF now estimates that it will receive approximately £176.5 million from the transaction, excluding tax and one-time expenses, and subject to closing adjustments.
Under the deal’s original terms, AGF expected to receive approximately £193.2 million in cash and equity, and retain a 2.3% stake in the combined company.
However, the U.K.’s Financial Conduct Authority (FCA) had concerns about the proposed merger structure.
In mid-April, AGF said the deal was being restructured due to the effects of the pandemic on valuations.
Along with changes to AGF’s role, the revised structure includes a “material new equity investment” from funds advised by Warburg Pincus LLC, the companies announced.
It also features a new “optimized capital structure for the combined group which has resulted in a lower level of debt,” they said.
On closing, AGF is expected to receive approximately £148.7 million in cash. The firm’s total proceeds from the deal also includes dividends and distributions of up to £27.8 million.
An interim dividend of £2.7 million was paid on Feb. 7, and another £5.3 million is payable on June 26. It also expects to receive a special distribution of £19.8 million immediately before the deal closes.
Subject to regulatory and shareholder approval, the deal is expected to close in the second half of 2020.
“We are pleased with the revised structure of the proposed merger, which allows us to realize the value of our long-term investment in Smith & Williamson,” said Kevin McCreadie, CEO and chief investment officer at AGF, in a statement.
“The extraordinary circumstances created by the Covid-19 pandemic and the resulting economic and valuation impacts are addressed by the revised terms and we believe the structure will meet the points raised by the regulators,” he said.
Once the deal is complete, AGF may use the proceeds in a variety of ways.
“The completion of this transaction will give us the flexibility to redeploy capital in a number of ways, including funding future share buybacks, servicing debt repayment and continuing to invest in new areas of growth ensuring our resources remain focused against our stated strategic goals and delivering continued value for our shareholders,” McCreadie said.