National Bank to acquire Wellington West
Montreal, 26 May 2011 -
National Bank Financial Group (“National Bank” or the “Bank” or “NBFG”) and Wellington West Holdings Inc. (“Wellington West”) announced today that they have entered into an agreement pursuant to which National Bank will acquire all the common shares of Wellington West that it does not currently own. The transaction enables the combined firm to deliver increased value to Wellington West investment advisors and their clients, and to National Bank shareholders.
Wellington West is an employee-owned firm that has become one of the largest and fastest-growing independent full-service wealth management firms in Canada, with over $10 billion in assets under administration and a strong capital markets franchise focused principally on the energy, mining and agriculture space. Wellington West’s 223 advisors, located in 50 branches across Canada, provide investment advisory services to over 68,000 individual investors. Wellington West has experienced significant growth in assets under administration, which have grown at a compound annual growth rate of over 12% since 2005. Wellington West Capital Markets is recognized as a leader in its focus areas, having participated in more than 235 financings over the last two years, with approximately 65 per cent of deal-related revenue generated by a lead or co-lead capacity.
“National Bank is fortunate to have had Wellington West as a business partner for many years. Our two organizations share a distinctive entrepreneurial culture with complementary operations. The combination adds to National Bank’s geographic diversity and makes us a stronger national organization. This transaction marks the natural evolution of a mutually successful partnership,” said National Bank Financial Group President and Chief Executive Officer, Louis Vachon.
A positive impact on both partners
“This highly strategic acquisition will contribute to the continued growth of National Bank’s wealth management platform. It also aligns with National Bank’s strategy to increase its scale and presence outside of Quebec. Following closing of the transaction, National Bank Financial will have approximately $67 billion in assets under administration and 983 advisors in over 130 branches across Canada. Moreover, 48% of National Bank Financial’s retail revenues will be generated outside of Quebec,” said Luc Paiement, Executive Vice President Wealth Management NBFG, Co-President and Co-CEO of National Bank Financial. “We have great respect for Charlie Spiring. He has built an outstanding business that includes many of the top advisors in the country. As our partner and in his new role as Vice Chairman of National Bank Financial, we expect Charlie to attract even more advisors to our combined firm.”
“This transaction moves us light years ahead in many ways. We are in a highly competitive and rapidly consolidating industry with a changing regulatory landscape. Size, scale and a strong balance sheet matter,” said Charlie Spiring, CEO and founder of Wellington West. “With the financial strength and infrastructure of National Bank, we can provide even better support to our clients and grow our practices without boundaries. Our entrepreneurial values and culture are highly complementary with the values of National Bank Financial and we are proud to be a key part of National Bank’s ambitious growth strategy, and I personally look forward to being an agent for National Bank’s future growth.”
The transaction will also contribute to the Bank’s priorities in its Financial Markets division, and in particular will strengthen its energy and mining franchise. Joining the Financial Markets business will be many of the capital markets professionals of Wellington West, including Greg Thompson, the CEO and founder of Wellington West Capital Markets who will be in charge of Equity Sales, Trading and Research for National Bank. “Greg will play a key role in continuing to build our business with institutional clients in Canada and around the world,” said Ricardo Pascoe, Executive Vice President Financial Markets NBFG, Co-President and Co-CEO of National Bank Financial. “In the seven years since founding Wellington West Capital Markets, Greg has built a strong team in the energy and mining sectors. Their entrepreneurial approach and expertise will be a great complement to our Financial Markets business and is perfectly aligned with our strategic priorities.”
“We look forward to integrating Wellington West activities into our team and helping preserve and develop the client relationships,” said Mr. Paiement. “We will confirm all synergy opportunities and if some employees are eventually affected, they will be treated fairly, with proper severance and relocation assistance.”
The transaction values Wellington West at $333 million, including excess cash of $74 million. Excluding National Bank’s current ownership of 18.2%, the amount payable to Wellington West shareholders is $273 million. The net outlay for the Bank is approximately $199 million after deducting the excess cash acquired as part of the transaction. Each Wellington West shareholder will be entitled to receive consideration for their shares in either cash or common shares of National Bank, at their option, up to an aggregate maximum of 2.2 million common shares. The transaction will be neutral to fiscal year 2011 earnings and accretive thereafter. National Bank estimates the transaction will reduce its Common Equity Tier 1 ratio under Basel III rules by approximately 20 basis points, leaving the Bank’s strong capital ratios intact.
The transaction is subject to receipt of necessary approvals including court, shareholder and regulatory approvals, and is expected to close in July, 2011. Following closing of the transaction, Wellington West’s operations will be integrated with those of National Bank Financial, the Bank’s investment dealer subsidiary. CIBC World Markets Inc. acted as financial advisor to Wellington West Holdings Inc.
National Bank will discuss its second quarter results as well as the acquisition of Wellington West at its quarterly conference call on Thursday, May 26 at 1:00 p.m. EDT. This conference call with financial analysts and institutional investors will be accessible either live or off-line, by phone or by webcast. Details are as follows:
· Access via telephone in a listen-only mode: 416-340-2216 or 1-866-226-1792
· Live Internet broadcast of the conference call will also be accessible at www.nbc.ca/investorrelations
· The conference call recording will be available until June 4, 2011 by dialling 905-694-9451 or 1-800-408-3053 and entering access code 4068080#.
About National Bank Financial Group
National Bank Financial Group is an integrated group that provides comprehensive financial services to consumers, small and medium-sized enterprises and large corporations in its core market, while offering specialized services to its clients elsewhere in the world. National Bank offers a full array of banking services, including retail, corporate and investment banking. It is an active player on international capital markets and, through its subsidiaries, is involved in securities brokerage, insurance and wealth management as well as mutual fund and retirement plan management. National Bank has over $154 billion in assets and, together with its subsidiaries, employs 18,492 people. The Bank’s securities are listed on the Toronto Stock Exchange (NA:TSX). For more information, visit the Bank’s website at www.nbc.ca. To access National Bank Financial Group’s financial education portal, visit www.clearfacts.ca.
About National Bank Financial
With annual revenues exceeding $1 billion, National Bank Financial is a fully-integrated investment dealer combining retail advisory and brokerage services with institutional brokerage, investment banking, corporate finance, and securities clearing for third parties. Its Financial Markets division has a major presence in Toronto, Calgary, Vancouver and Montreal, as well as operations in the United States and Europe.
About Wellington West
The Wellington West group of companies provides full-service brokerage, financial planning, asset management and capital markets services. Over the past 18 years, employee-owned Wellington West has become one of the largest and fastest-growing independent full-service wealth management firms in Canada with over $10 billion in assets under administration.
Information (The telephone number provided below is for the exclusive use of journalists and other media representatives):
| Claude Breton
|| Hélène Baril
| Senior Manager, Public Affairs
|| Director, Investor Relations
| National Bank Financial Group
|| National Bank Financial Group
| Tel.: 514-394-8644
|| Tel.: 514-394-0296
| Kish Kapoor
| Wellington West Holdings Inc.
| 204.925.2298 or email@example.com