A Mutual Fund Service Provider Sells for $250 Million
Reported by Neil Anderson, Managing Editor
DST Systems is buying private equity-backed ALPS Holdings for $250 million. The deal is expected to close in the fourth quarter.
Morgan Stanley advised ALPS on the sale.
Denver-based ALPS, founded 25 years ago, boasts more than 300 employees, more than $3.275 billion of its own assets under management (including some of its own, sub-advised mutual funds), as well as more than $291 billion in client assets. The firm offers asset managers a broad spectrum of outsourcing capabilities, including distribution, fund accounting and administration, legal and compliance services, and transfer agency. Its clients include the Liberty All-Star Funds and the Select Sector SPDR ETFs.
ALPS will merge with a newly created DST subsidiary and keep its brand. When the deal is complete, ALPS will operate as "ALPS, a DST company."
A year ago, there was a media report stating that private equity firm Lovell Minnick, which has a majority stake in ALPS, was "open to overtures" from buyers interested in its stake. Commenting on the peHUB report, Lovell Minnick managing director Jeff Lovell toldThe MFWire.com at the time that Lovell Minnick had no immediate plans to sell its stake.
In an interview on Wednesday morning, Lovell Minnick president and managing director Jim Minnick told The MFWire.com, that the "time was right from the standpoint of the fund and from the standpoint of the business."
He noted that ALPS has grown significantly and it stands to benefit from being part of DST.
ALPS CEO Ned Burke said in a press release that the transaction "represents a healthy and natural progression for each firm. Our suite of asset servicing and asset gathering solutions aligns closely with DST's business goals and objectives. This new relationship allows us to maintain our unique culture at ALPS even as it empowers us to further grow our business."
Burke added that the deal will allow ALPS to leverage DST's scale and resources, such as its technology platform and data center infrastructure.
An ALPS spokesperson said the company is not providing further comment beyond the press release.
DST's deal to buy ALPS "further underscores our commitment to expanding our distribution support and asset gathering capabilities," stated DST CEO Tom McDonnell.
The deal comes a month after DST publicly commented on rumors about its own sale, insisting that, while it had received "informal inquiries" from bidders, the board had decided not to sell at this time [see MFWire.com, 6/15/2011 and 6/16/2011].
DST Systems, Inc. Announces Agreement to Acquire ALPS Holdings, Inc.
Acquisition Builds DST's Distribution and Asset Gathering Services While Broadening Range of Administrative Capabilities
KANSAS CITY, Mo., July 19, 2011 -- DST Systems, Inc. (NYSE: DST) announced that it has signed a definitive agreement to acquire ALPS Holdings, Inc. (ALPS) through a merger with a wholly owned subsidiary. At closing, DST will pay $250 million funded from cash and existing credit facilities.
ALPS is a 25-year-old financial services firm that provides a suite of asset servicing and asset gathering solutions to the investment management industry. As of December 31, 2010, the firm managed more than $3.275 billion in assets and provided servicing to more than $291 billion in client assets. Headquartered in Denver, ALPS employs approximately 300 people.
The acquisition broadens the range of products and services DST will offer to the investment management and brokerage industries. ALPS's asset servicing segment provides a comprehensive suite of turn-key outsourcing services including fund administration, fund accounting, transfer agency, legal and compliance, creative services and medallion distribution services to a broad set of asset managers across open-end funds, closed-end funds, exchange traded funds (ETFs) and hedge funds. ALPS's asset gathering segment provides an advisory platform and scaled wholesale distribution to investment managers. Services include active distribution, closed-end fund IPOs, Liberty All-Star Funds and proprietary products. The distributor division services Select Sector SPDR ETFs.
The transaction, subject to regulatory approval and certain conditions, is expected to close in fourth quarter 2011. On a pro-forma basis, the transaction is expected to be accretive. DST plans to operate ALPS as a stand-alone entity. DST expects to realize $5 million of annualized synergies in the first 24 months through rationalization of technology and service infrastructures. Prior to the realization of synergies and costs associated with rationalization, DST estimates that the transaction will break even in fourth quarter 2011 and estimates a contribution on a GAAP basis of approximately $.06 per share during 2012. Excluding non-cash charges and costs associated with rationalization, the transaction is expected to deliver $.26 per share during 2012. Upon completion of the transaction, ALPS's financial results will be consolidated with those of DST, and will be reported as part of DST's Financial Services Segment.
"This transaction further underscores our commitment to expanding our distribution support and asset gathering capabilities," commented Tom McDonnell, CEO of DST Systems. "With our recent acquisitions of Finix Business Strategies and Subserveo, Inc., the company is well positioned to capitalize on the distribution side of the asset management industry. ALPS has a proven track record of managing, servicing and distributing products across the asset management spectrum, and we look forward to their continued growth and success."
The information and comments above may include forward-looking statements respecting DST and its businesses. Such information and comments are based on DST's views as of today, and actual actions or results could differ. There could be a number of factors affecting future actions or results, including those set forth in DST's latest periodic financial report (Form 10-K or 10-Q) filed with the Securities and Exchange Commission. All such factors should be considered in evaluating any forward-looking comment. The Company will not update any forward-looking statements in this press release to reflect future events.
Press Release from ALPS
ALPS to Become New Subsidiary of DST
DENVER-- ALPS Holdings, Inc. (ALPS), a leading provider of asset servicing and asset gathering solutions to the asset management industry, today announced the firm has signed a definitive agreement to be acquired by DST Systems, Inc. (NYSE:DST - News), through a merger with a wholly owned DST subsidiary.
The transaction, subject to regulatory approval and certain conditions, is expected to close in the fourth quarter of 2011. DST and ALPS will remain as separate companies until the transaction is complete.
After transaction close, ALPS will merge with a newly formed DST subsidiary and retain its brand identity. ALPS will go to market as 'ALPS, a DST Company.'
"This transaction represents a healthy and natural progression for each firm," said Ned Burke, CEO of ALPS. "Our suite of asset servicing and asset gathering solutions aligns closely with DST's business goals and objectives. This new relationship allows us to maintain our unique culture at ALPS even as it empowers us to further grow our business."
According to Burke, ALPS, well-recognized in the financial services industry for its top-rated client service, is uniquely positioned to provide expertise in a broad range of products. The acquisition will enable ALPS to leverage the scale and resources of DST, including its technology platform and data center infrastructure, to further expand its offerings in the marketplace.
"The ALPS infrastructure has evolved to serve the entire investment management industry, from product design to service to distribution," says Mr. Burke, "and we've enjoyed a good deal of operational and financial accomplishment to those ends. We look forward to even greater success as part of the DST family of companies."
ALPS has been a portfolio company of Lovell Minnick Partners since September 2005 when the private equity firm acquired a majority interest. According to Jim Minnick, President and Managing Director of Lovell Minnick, the relationship has been a very successful one. “Thanks to the hard work by both management and employees, it's been a rewarding and exciting six-year partnership for us with ALPS.” Further, Spencer Hoffman, Managing Director of Lovell Minnick, added, "This transaction demonstrates not only the company's impressive growth over the last few years but also its significant value proposition to the investment management industry going forward."
For DST, the acquisition will broaden the firm's offerings to include servicing of exchange traded funds, hedge funds, additional closed-end funds, as well as robust distribution capabilities. The ALPS affiliation also adds fund administration, fund accounting, legal and compliance services, medallion distribution, and creative services to DST's lineup of solutions.
Morgan Stanley & Co. LLC served as the exclusive financial advisor to ALPS for the transaction.
About ALPS Holdings, Inc.
Headquartered in Denver with offices in Boston, New York, and Seattle, ALPS is a 25-year-old financial services firm focused on asset servicing and asset gathering. With more than 300 employees, nearly 200 clients, and an executive team that has been in place for over 16 years, ALPS continues to actively promote all of its various business segments, from asset servicing through ALPS Fund Services, Inc. to asset gathering through ALPS Distributors, Inc. and ALPS Advisors, Inc. As of December 31, 2010, the firm managed more than $3.275 billion in assets and provided servicing to more than $291 billion in client assets. For more information about ALPS and the services available, visit www.alpsinc.com. For additional information about ALPS products, visit www.alpsfunds.com.
About DST Systems, Inc.
DST Systems, Inc. provides sophisticated information processing and computer software products and services to support the mutual fund, investment management, brokerage, insurance and healthcare industries. In addition to technology products and services, DST provides integrated print and electronic statement and billing output solutions through a wholly owned subsidiary. DST’s world-class data centers provide technology infrastructure support for mutual fund companies, broker-dealers, healthcare providers, banks, mortgage bankers and insurance companies around the globe. DST is headquartered in Kansas City, Mo., and is a publicly traded company on the New York Stock Exchange.
About Lovell Minnick Partners LLC
Lovell Minnick Partners LLC is a private equity firm providing buyout and growth capital to companies in the financial services industry. From offices in the Los Angeles and Philadelphia areas, Lovell Minnick manages private equity partnerships totaling $800 million on behalf of qualified private and institutional investors. Portfolio companies of Lovell Minnick operate in various areas of the global financial services industry, including asset management, financial product distribution, outsourced administration services, securities brokerage and investment banking, financial consulting, and commercial and trust banks. For more information about Lovell Minnick, please visit www.lovellminnick.com.