Liontrust Asset Management- Acquisition of Majedie Asset Management ltd

Liontrust Asset Management PLC

( “Liontrust” or the “Company”)

Proposed Acquisition of Majedie Asset Management Limited

Introduction

Liontrust, the specialist independent fund management group, today announces that it has entered into a conditional sale and purchase agreement (the “SPA”) with founder shareholders (the “Founders”) to purchase (the “Proposed Acquisition”) the entire issued share capital of Majedie Asset Management Limited (“Majedie”) for a total consideration of up to £120 million (the “Consideration”).

Majedie is a well-established, UK-based asset management firm with a long-term pedigree in Institutional fund management, an area of increasing strategic focus for Liontrust. Majedie's assets under management and advice (“AuMA”) as at 30 November 2021 were £5.8 billion1. Rob Harris, Chief Executive Officer of Majedie, will join Liontrust as Head of Global Institutional Business.

The Proposed Acquisition brings to Liontrust the highly rated and experienced Institutional fund management team at Majedie (the “Majedie Fund Management Team”) headed by James de Uphaugh. On completion of the Proposed Acquisition (“Completion”), all of the investment team members will join Liontrust as the Global Fundamental Team and James de Uphaugh will become Head of the Liontrust Global Fundamental Team.

Highlights of the Proposed Acquisition include:

• The Majedie Fund Management Team has vast experience of, and a long-term pedigree in, institutional fund management;
• The Majedie proposition has a well-established position in the UK investment management market that will benefit from the power, reach and engagement of Liontrust's distribution and brand;
• The Liontrust brand will be used for all the Majedie funds;
• The Proposed Acquisition will significantly boost Liontrust's existing institutional proposition and allow us to accelerate growth in this key segment of the market through increasing scale, our distribution and client base;
• The institutional pedigree and focus of Majedie will enhance Liontrust's client service to the institutional market;
• Majedie's clients will benefit from the enhanced resources of Liontrust;
• Liontrust and Majedie believe that there is a very strong cultural alignment between the two organisations;
• The Majedie Fund Management Team will remain unchanged under James de Uphaugh and will continue to manage their current funds and portfolios consistent with their existing and successful investment process;
• Combining Majedie's investment funds with Liontrust's strong sales, marketing and brand among wealth managers and financial advisers is expected to strengthen further our position in this market;
• Liontrust's pro forma AuMA will increase by £5.8 billion to over £42.3 billion1;
• Integrating the Proposed Acquisition will allow us to remove duplicate administrative activities across both businesses; and
• The Proposed Acquisition, before transaction and re-organisation costs, is expected to be earnings enhancing with regards to our adjusted diluted earnings per share for the financial year ending 31 March 2023 and in future years.

1 Liontrust's AuMA, excluding the Majedie AuMA, as at close of business on 26 November 2021 was £36.5 billion. Majedie AuMA as at close of business on 30 November 2021 was £5.8 billion.

The Consideration will be satisfied by the issue of up to £97.0 million in new ordinary shares of 1 pence each in the capital of the Company (“Ordinary Shares”) and up to £23.0 million in cash to the shareholders of Majedie (“Majedie Shareholders”), see Details of the Proposed Acquisition section below for further details.

On Completion, the members of the Majedie Fund Management Team will continue to manage the existing Majedie funds and Investment Trust mandates:

1. Global Equity, Global Focus and International Equity funds;

2. UK Equity, UK Focus and UK Income funds;

3. US Equity Fund;

4. Global long/short funds (the Tortoise funds); and

5. The Edinburgh Investment Trust plc and Majedie Investments plc,

(collectively the “Funds”) and provide investment management and advisory services to a number of institutional segregated portfolios (“Segregated Accounts”).

John Ions, Chief Executive of Liontrust , said: “Majedie is an important acquisition for Liontrust because of its strong presence and reputation in the institutional market. Liontrust has been increasing our number of institutional clients and the purchase of Majedie will hasten this expansion by enhancing our investment capability and client service credentials.

“We have been very impressed by the Majedie investment management team. They are an experienced team with a robust investment process that is reflected in their excellent long-term performance. This is demonstrated by the quality of Majedie's institutional mandates and the fact they were appointed by The Edinburgh Investment Trust in 2020.

“Majedie has strong client relationships that have been built up over many years and an impressive quality of client service that will reinforce our own.

“Given the growing demand from institutional investors for global equity managers, we believe we can expand this client base further for the Majedie investment team, as well as take advantage of Majedie's institutional expertise.

“The quality of the Majedie investment team, their strong client relationships and service combined with Liontrust's sales, marketing, brand and communications gives me great confidence we will grow the institutional business and Majedie's funds over the next few years.”

Rob Harris, Chief Executive Officer of Majedie , said: “This is an exciting day for everyone at Majedie and for our clients. We have worked hard to build an enviable performance track record spanning almost 20 years, and the acquisition by Liontrust provides a compelling strategic and cultural fit, with a deeply ingrained focus by both firms on rigorous investment processes, a commitment to responsible capitalism and first-class client service.

“Our strength in the institutional market, combined with Liontrust's impressive sales and marketing capabilities, will enhance distribution for our investment team and offer a resilient, long-term proposition for our clients. Together, we will offer a fully resourced, best of breed fund management capability which is true to our heritage and ready to embrace the future with its myriad challenges and opportunities.

“It was very important that our existing clients would be unaffected through the management of their investments and the service they receive. This is being delivered, with no changes to the Majedie investment team who will continue managing accounts and funds to the same investment process as before the acquisition.

“We thank all of our clients for their support and confidence in Majedie over the past two decades. We are now focused on ensuring there is a seamless transition to Liontrust over the next few months and a strong foundation from which to continue to deliver for clients over the years ahead.”