Stifel Financial and Thomas Weisel Partners have entered into a definitive agreement to build a middle-market investment bank with investment banking, research and wealth management capabilities.
The terms of the agreement, approved by the boards of both companies, call for each Thomas Weisel Partners share to be exchanged for 0.1364 shares of Stifel Financial common stock.
Thomas Weisel Partners has approximately 32.8 million shares outstanding as of 31 March 2010.
The deal is valued at more than USD300m, which includes the outstanding shares and restricted stock units and warrants.
Estimated annual revenues for the combined company are approximately USD1.6bn, derived from consensus estimates, with a pro forma market capitalization of approximately USD2.0bn and USD1.0bn in pro forma equity capital.
Thomas Weisel Partners will be merged into a subsidiary of Stifel and become a wholly-owned subsidiary of Stifel.
The merger is subject to approval by Thomas Weisel Partners shareholders and customary regulatory approvals.
The transaction is expected to close on or about 30 June 2010.
"I am very pleased to announce Stifel’s strategic merger with Thomas Weisel Partners. We expect the combined firm to benefit from the investment banking, research, and sales and trading platforms of both firms, as well as the brokerage services offered by Stifel’s global wealth management division and the strong venture capital relationships and expertise in growth companies of Thomas Weisel Partners. With the merger, Stifel’s revenue mix remains balanced between its institutional group and global wealth management segments," says Ronald J. Kruszewski (pictured), chairman, president and chief executive of Stifel Financial.
Thomas W. Weisel, chairman and chief executive of Thomas Weisel Partners, adds: "There is virtually no overlap in investment banking and less than a ten per cent overlap in research coverage. Our platform adds key growth sectors to Stifel’s investment banking business, particularly in technology, healthcare and energy. Stifel has one of the largest global wealth management groups with nearly USD100bn in client assets, which is a great complement to the combined investment bank."
Upon the completion of the merger, Kruszewski and Weisel will be co-chairmen of the board and Kruszewski will remain president and chief executive of Stifel Financial.
