Fairness Opinion for GAM Holding

On 4th of  May 2023, Liontrust Asset Management Plc (Liontrust) announced that it has entered into a transaction agreement with GAM Holding AG (GAM) to acquire all publicly held registered shares of GAM through a voluntary public exchange offer and published a pre-announcement of the offer. Liontrust offers 0.0589 of its ordinary shares for each GAM share (the exchange ratio).

Based on the volume-weighted average price over the last 60 trading days (VWAP) of Liontrust shares on the last trading day prior to the publication of the pre-announcement (GBP 10.19 as of 3rd of May 2023) and the average FX rate of 1.1197 over the last 60 trading days, the offered exchange ratio corresponds to an implicit price offered of CHF 0.6723 per GAM share and a transaction volume of CHF 107 million respectively.

The offer prospectus for the public exchange offer was published on 13th of June 2023. With the transaction, a global asset manager with around GBP 53 billion of assets under management shall be created.

Support by IFBC

IFBC was mandated by the board of directors of GAM to prepare a Fairness Opinion assessing the financial fairness of the exchange offer made by Liontrust. As a qualified evaluator pursuant to Article 30(6) Takeover Ordinance, IFBC is suitably qualified to prepare Fairness Opinions in Switzerland.

Short portraits of the parties

GAM
GAM is an independent investment manager that is listed in Switzerland. Total assets under management were CHF 68 billion as at 30th June 2023, with Investment Management at CHF 21.9 billion and Fund Management Services at CHF 46.1 billion. GAM has global distribution with offices in 14 countries and is geographically diverse with clients in almost every continent. It has 3,500 clients globally, of which c. 2,700 are based in Europe. Headquartered in Zurich, GAM Investments was founded in 1983 and its registered office is at Hardstrasse 201 Zurich, 8037 Switzerland.

Liontrust
Liontrust is an independent, specialist asset manager established in 1995, listed on the London Stock Exchange in 1999 and is a member of the FTSE 250. Headquartered on the Strand in London with additional offices in Edinburgh and Luxemburg, Liontrust had £30.5 billion in AuMA as at 16th June 2023. Liontrust seeks to enable investors to enjoy a better financial future through investing in a range of global equities, fixed income, sustainable investment and multi-asset portfolios and funds.

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