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International Assets signs agreement to merge with FCStone Group
Jul 03, 2009 (Datamonitor via COMTEX) --
International Assets Holding, a provider of financial services, and FCStone Group have signed a definitive agreement to merge in a share swap that creates a combined company with a market capitalization of approximately $260 million.
Under the merger agreement, FCStone common shareholders will receive 0.2950 shares of International Assets's common stock for each share they own. International Assets's current stockholders will own approximately 52.5% of International Assets following the merger and FCStone's current stockholders will own the remaining approximately 47.5%.
Directors and management of the combined company will own approximately 26% of the equity.
Sean O'Connor will be CEO of the merged company and Pete Anderson, FCStone's president and CEO will serve as president and a director of International Assets and continue as CEO of FCStone.
In addition to Mr O'Connor and Mr Anderson, the merged company's executive management team will include International Assets's Scott Branch as COO, Brian Sephton as chief legal and governance officer and FCStone's Bill Dunaway as CFO.
International Assets will have a 13-seat board of directors, with seven seats designated by International Assets and six by FCStone. The position of chairman will alternate for the first two years. International Assets will be headquartered in New York and FCStone will continue to operate from its offices in Kansas City, Missouri and West Des Moines, Iowa.
The transaction has been unanimously approved by the boards of directors of both companies. Both companies must secure the approval of their respective shareholders. The transaction is subject to expiration or termination of the requisite waiting period under the Hart-Scott-Rodino Act and the approval of the stockholders of International Assets and FCStone. It is currently anticipated that the transaction will close in the fourth calendar quarter of 2009.
Banc of America Merrill Lynch Securities and Houlihan Lokey served as financial advisors and Shutts & Bowen served as legal advisor to International Assets Holding. BMO Capital Markets served as exclusive financial advisor to FCStone Group. Stinson Morrison Hecker served as the legal advisor for FCStone Group.
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