Acquisition and Board Appointment

RNS Number : 5376X

Frenkel Topping Group PLC

01 September 2015

 

1 September 2015

Frenkel Topping Group plc

("Frenkel Topping" or "the Company" or with its subsidiaries the "Group")

Acquisition and Board Appointment

Frenkel Topping (AIM: FEN), a leading provider of specialist independent financial advice on the investment of personal injury damages and clinical negligence awards, is pleased to announce that it has acquired the entire issued share capital of FC Fund Managers Limited ("FCFM") from FCFM Group Limited ("FCFM Group"), (the "Acquisition"). Following the Acquisition, FCFM will be renamed Frenkel Topping Investment Management Limited and will be a wholly owned subsidiary of Frenkel Topping.

The consideration for the Acquisition is £4.425 million, to be satisfied by the issue of 10,000,000 new ordinary shares of 0.5p in the Company ("Ordinary Shares") (the "Consideration Shares") to FCFM Group at an effective price of 44.25 pence per share. FCFM Group has undertaken to the Company that it will not dispose of any of the Consideration Shares for a period of six months from the date of the Acquisition. In addition, with immediate effect, Jason Granite the majority shareholder of FCFM Group, has been appointed to the Board of Frenkel Topping.  Mr. Granite will serve as Chief Investment Officer of the Company and will have additional responsibility focusing on potential investment opportunities.

Rationale for the Acquisition

The Acquisition and the appointment of Jason Granite as Chief Investment Officer provide Frenkel Topping with all of the regulatory permissions and expertise necessary to build a best in class in-house investment management business, a service which is currently outsourced. As such the Company will be able to offer all clients a full investment advisory and investment management service. This is intended to facilitate growth in the Company's profitability and assets under management, on an accelerated basis.

At the time of Acquisition, FCFM has £2.5 million of cash and a wide range of regulatory permissions from the Financial Conduct Authority ("FCA"). These permissions enable FCFM to undertake a wide range of investment management activities, hold client assets, establish and manage funds and provide other investment advisory services. Prior to the Acquisition, all other assets and liabilities of FCFM were transferred to FCFM Group and the historic trade of FCFM will not be continued post acquisition. Approval for the change of control of FCFM has been obtained from the FCA.  The Group's cash balance following the Acquisition is approximately £4.0m.

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Board Appointment

Mr. Granite has over 20 years' experience in law, corporate finance and investment management. Most recently Mr. Granite has served as the Chief Executive and Chief Investment Officer at FCFM, managing capital and funds for a wide range of investors, including the UK Government. Prior to this, Mr. Granite served as Head of Research at Sterne Agee UK LLP (formerly known as Yorvik Partners LLP), was a Founding Partner at Agilo, a Director of Deutsche Bank's special situations group and a member of its European Investment Committee and a key member at Mizuho International's special situations group. Earlier in his career, he worked at Close Brothers Corporate Finance and practiced as a restructuring lawyer at Cadwalader, the leading US law firm. 

Admission of Consideration Shares to AIM

Application will be made for the Consideration Shares, which will rank pari passu with all existing Ordinary Shares, to be admitted to trading on AIM ("Admission"). Admission is expected to occur on 4 September 2015.

On Admission, the Company's share capital and total voting rights will comprise 73,837,067 Ordinary Shares and the Company does not hold any shares in treasury. Consequently 73,837,067 is the figure which may be used by shareholders as the denominator for the calculation by which they will determine if they are required to notify their interest in, or a change to their interest in, the Company under the FCA's Disclosure and Transparency Rules.

Richard Fraser, Chief Executive of Frenkel Topping, commented:

"For over 25 years Frenkel Topping has been a leading provider of specialist independent financial advice on the investment of personal injury damages and clinical negligence awards. We have built a solid business and now have in excess of £640m of assets under management. We have an excellent reputation and are trusted by our clients.

"Earlier this year we announced that we would be hiring additional consultants to fast track our organic growth. We have also created a regional focus with offices in Manchester, Bristol, Leeds, Birmingham, London and Cardiff. The acquisition of FCFM will provide a further acceleration of this growth. We have a pipeline of potential opportunities and we are focused on growing our assets under management to in excess of £1bn.

"As we grow, we also want to offer our clients a full investment advisory and investment management service; the acquisition of FCFM, and appointment of Jason Granite provides us with all of the regulatory permissions and expertise necessary to build a best in class in house investment management business, a service we currently outsource. We believe that over the coming years this will be a strong contributor to our revenue and bottom line.  We are delighted to welcome Jason Granite to the Board; he has many years of investment management expertise and will be a valuable addition to the executive team as we seek to grow our assets under management through acquisitions and broaden our offer to clients."

For further information:

Frenkel Topping Group plc	www.frenkeltopping.co.uk
Julie Dean, Chief Financial Officer	Tel: [phone]
Richard Fraser, Chief Executive Officer
Shore Capital	Tel: [phone]
Pascal Keane / Patrick Castle
Walbrook PR Ltd	Tel: [phone]
Paul McManus	Mob: [phone]
Nick Rome	Mob: [phone]
	[e-mail]

Regulatory disclosures

Jason Granite (aged 40) is or has been a director or partner of the following companies or partnerships during the previous 5 years:

Current	Past during previous 5 years
FC Fund Managers Limited	Arvoco Limited
FCFM Group Investments I Limited	Arvoco Investments LLP
FCFM Group Investments II Limited	Atlas Genetics Limited
FCFM Group Investments III Limited	Barclay House Cottage Company Limited
FCFM Group Trading I Limited	Barclay House Hotel Limited
FCFM Group Trading II Limited	Daniell Arms Limited
FCFM Group Limited	Devon Duvets Limited
	FCFM Investments Ltd
	FCFM Limited
	Finance South West GP Limited
	Jolliman Clothing Limited
	Konik UK Limited
	Midwest Camping Limited
	Sterne Agee UK LLP
	W. Yeomans (Chesterfield Limited)
	Yeomans Investments Limited

The terms of Mr. Granite's service contract include a salary of £100,000 per annum and he may be awarded additional bonus payments at the discretion of the Company. He will be indirectly beneficially interested in the Consideration Shares by virtue of his 52.14% shareholding in FCFM Group Limited. Pursuant to his service contract, Mr. Granite will devote such time to the Company that is necessary to fulfil his role as agreed from time to time by the Board of Frenkel Topping. He will be subject to usual restrictions, commensurate with his position, governing the extent to which he can directly compete with the Company for the duration and following the termination of his service agreement and his appointment is terminable on six months' notice by either party. 

Save as set out in this announcement there are no further matters to be disclosed under Rule 17 or paragraph (g) of Schedule 2 of the AIM Rules for Companies.

About Frenkel Topping: www.frenkeltopping.co.uk

Frenkel Topping provides specialist independent financial advice focussed on asset protection for vulnerable clients. The specialist independent financial adviser has a market leading position providing advice and fund management services for personal injury trusts and clinical negligence awards and is well placed to provide services to a wider customer base.

The Company provides a range of wealth management services including bespoke investment portfolios, financial and tax planning. It is focused on increasing its assets under management by growing the number of fee earners who are qualified to provide benefits protection for a variety of needs as the Company adds to its personal injury and clinical negligence specialism.

It has a national presence with offices on Manchester, Birmingham, Bristol, Cardiff, London and Leeds and has relationships and infrastructure in place to further grow its reach and target markets.

 

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