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MONTREAL, Oct. 18, 2017 /CNW Telbec/ - Fiera Capital Corporation ("Fiera Capital" or the "Firm" or the "Corporation"), (TSX: FSZ), a leading independent investment firm, announces that it has completed today a private placement of 581,602 Class A subordinate voting shares (the "Class A Shares") to Natcan Investment Management Inc. ("Natcan"), a wholly-owned subsidiary of National Bank of Canada ("NBC"), pursuant to the terms of the asset purchase agreement between Fiera, Natcan and NBC dated February 24, 2012, as amended, (the "Agreement") with respect to the acquisition by the Corporation of the business of Natcan.
Pursuant to the Agreement, a portion of the purchase price shall be satisfied by the Corporation by making annual payment for a period of seven years following the closing of the acquisition which occurred on April 2, 2012 (each, an "Annual Payment"). The Annual Payment in respect of the two first years were payable by the issuance of Class A Shares of the Corporation. Each of the remaining Annual Payments are payable in cash or, at the sole discretion of the Corporation, by the issuance of Class A Shares of the Corporation.
In accordance with the Agreement, the Corporation has elected to issue to Natcan Class A Shares in satisfaction of the Annual Payment of CAD$8.5 million in respect of the year commencing July 1, 2016 and ended June 30, 2017. The issue price per Class A Share is equal to the volume weighted average trading price of the Class A Shares for the 20 trading day period ended October 17, 2017.
As a result of such issuance, NBC beneficially owns approximately 21.2% of the issued and outstanding Class A Shares and Class B special voting shares of Fiera Capital.
The issuance of the Class A Shares to Natcan constitutes a related party transaction but is exempt from the valuation and minority approval requirements of National Instrument 61-101 because the amount involved does not exceed 25% of Fiera Capital's market capitalization.
The Class A Shares issued to Natcan are subject to a four month hold period in accordance with applicable Canadian securities laws.
The Toronto Stock Exchange has conditionally approved the private placement.
This document may contain certain forward-looking statements. These statements relate to future events or future performance, and reflect management's expectations or beliefs regarding future events, including business and economic conditions and Fiera Capital's growth, results of operations, performance and business prospects and opportunities. Such forward-looking statements reflect management's current beliefs and are based on information currently available to management. In some cases, forward-looking statements can be identified by terminology such as "may", "will", "should", "expect", "plan", "anticipate", "believe", "estimate", "predict", "potential", "continue", "target", "intend" or the negative of these terms, or other comparable terminology.
By their very nature, forward-looking statements involve inherent risks and uncertainties, both general and specific, and a number of factors could cause actual events or results to differ materially from the results discussed in the forward-looking statements. In evaluating these statements, readers should specifically consider various factors that may cause actual results to differ materially from any forward-looking statement.
These factors include, but are not limited to, market and general economic conditions, the nature of the financial services industry, and the risks and uncertainties detailed from time to time in Fiera Capital's interim and annual consolidated financial statements, and its Annual Report and Annual Information Form filed on www.sedar.com. These forward-looking statements are made as of the date of this document, and Fiera Capital assumes no obligation to update or revise them to reflect new events or circumstances, except as required by applicable law.
About Fiera Capital Corporation
Fiera Capital is a leading independent asset management firm with more than C$125 billion in assets under management as of June 30, 2017. The Firm provides institutional, retail and private wealth clients with access to full-service integrated money management solutions across traditional and alternative asset classes. Clients and their portfolios derive benefit from Fiera Capital's depth of expertise, diversified offerings and outstanding service. Fiera Capital trades under the ticker FSZ on the Toronto Stock Exchange. www.fieracapital.com
In the U.S., asset management services are provided by the Firm's U.S. affiliates, Bel Air Investment Advisors LLC and Fiera Capital Inc., investment advisers that are registered with the U.S. Securities and Exchange Commission (SEC). Further, Charlemagne Capital (UK) Limited and Charlemagne Capital (IOM) Limited are both registered as investment advisers with the SEC. Charlemagne Capital (UK) Limited is authorized and regulated by the Financial Conduct Authority in the United Kingdom and Charlemagne Capital (IOM) Limited is licensed by the Isle of Man Financial Services Authority. Registration with the SEC does not imply a certain level of skill or training. Additional information about Fiera Capital Corporation, including the Firm's annual information form, is available on SEDAR at www.sedar.com.
SOURCE Fiera Capital Corporation