Update on Proposed Acquisition of GAM Holding AG

Liontrust Asset Management PLC

04 August 2023

 

THIS ANNOUNCEMENT, INCLUDING THE APPENDICES AND THE INFORMATION CONTAINED IN THEM, IS RESTRICTED AND IS NOT FOR RELEASE, PUBLICATION, DISTRIBUTION OR FORWARDING, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO JAPAN OR ANY OTHER JURISDICTION IN WHICH SUCH PUBLICATION, RELEASE OR DISTRIBUTION WOULD BE UNLAWFUL.

FURTHER, THIS ANNOUNCEMENT IS FOR INFORMATION PURPOSES ONLY AND IS NOT AN OFFER OF SECURITIES IN ANY JURISDICTION.

LEI: 549300XVXU6S7PLCL855

For immediate release

4 August 2023

Stock Exchange Announcement

LIONTRUST ASSET MANAGEMENT PLC

Update on Proposed Acquisition of GAM Holding AG

Liontrust Asset Management Plc ("Liontrust"), the specialist independent fund management group, today issues an update in relation to its recommended public exchange offer for all publicly held registered shares of GAM Holding AG ("GAM") which was announced on 4 May 2023 (the "Proposed Acquisition").

Liontrust announces an extension to the Main Offer Period¹ for GAM shareholders to tender their shares to the maximum time allowed^2,3. The Main Offer Period¹ will now close on 23 August 2023 at 16:00 CEST.

The Main Offer Period is being extended so that shareholders can make an objective assessment of both Liontrust's Proposed Acquisition and NewGAMe's proposition which includes the replacement of the current board of directors of GAM with NewGAMe appointees, changes to the capital structure of GAM and the conditional partial tender offer by NewGAMe for 17.5% of the issued share capital of GAM (the "NewGAMe Proposals").

In effect, GAM shareholders are being presented at the 18 August 2023 extraordinary general meeting ("EGM") with two, very different, options for the future of GAM. Liontrust believes GAM shareholders should have the right to consider the NewGAMe Proposals at the EGM before the Main Offer Period for Liontrust's Proposed Acquisition concludes.

Further, the CEO of Liontrust, John Ions, has today published an open letter to NJJ (being the ultimate controller of NewGAMe via Rock Investments SAS) which sets out, inter alia, questions regarding their proposals being put to the 18 August 2023 EGM. The Board of Liontrust believes that all stakeholders in GAM deserve these answers.

By extending the Main Offer Period¹ to 23 August 2023, Liontrust is allowing GAM shareholders to use the EGM to either support the NewGAMe Proposals or to reject them and still have the opportunity to tender their GAM shares into Liontrust's tender offer.

For the avoidance of doubt, it is likely that if GAM shareholders support the NewGAMe Proposals then Liontrust's tender offer will not be successful on the closing of the Main Offer Period¹.

Liontrust has today issued a fourth update to its Swiss offer prospectus in relation to the Proposed Acquisition formally confirming the matters described above, a copy of which has been published on the website of Liontrust (https://www.liontrust.co.uk/gam-acquisition/documents).

¹ As set out in the Swiss Offer Prospectus that was published on 13 June 2023.

² As set out in the Swiss Offer Prospectus that was published on 13 June 2023, the Main Offer Period¹ may be extended to a maximum of forty (40) trading days on SIX Swiss Exchange from 28 June 2023.

³ A further extension of the Main Offer Period beyond forty (40) trading days on SIX Swiss Exchange remains reserved but would require the prior consent of the Swiss Takeover Board.

For further information please contact:

Teneo (Tel: [phone], Email: [e-mail])

Tom Murray

Liontrust Asset Management Plc (Tel: [phone], Website: liontrust.co.uk)

John Ions: Chief Executive

Vinay Abrol: Chief Financial Officer & Chief Operating Officer

Simon Hildrey: Chief Marketing Officer

David Boyle: Head of Corporate Development

Singer Capital Markets (Tel: [phone])

Corporate Broking: Tom Salvesen

Corporate Finance: Justin McKeegan

Panmure Gordon (Tel: [phone])

Corporate Broking: David Watkins

Corporate Advisory: Atholl Tweedie

ENDS

 

END