Alpha Strategic, the AIM listed hedge fund investment group, has conditionally raised GBP2,493,722.61 (before expenses) by way of a placing to Northill Europe Holdings SARL of 4,705,137 ordinary shares of 1 pence each in the capital of Alpha Strategic at a price of 53.0 pence per Ordinary Share. Northill is a private company incorporated in Luxembourg whose sole shareholder is Northill Jersey Holdings LP. The ultimate majority owner of Northill is the Bertarelli family.
This investment by Northill represents a significant step forward for Alpha Strategic, which specialises in acquiring multiple revenue streams from a diverse range of key alternative investment strategies, managed by experienced hedge fund managers. Alpha Strategic has existing agreements with Winton Capital Management Limited and IKOS Asset Management Limited. The additional funds from Northill will be used to support and accelerate Alpha Strategic’s strategy of acquiring additional, non-correlated revenue streams, which will in turn serve to expand and diversify Alpha Strategic’s income base. The directors of Alpha Strategic continue to actively market Alpha Strategic’s business model and discussions are, both early stage and advanced stage are ongoing.
The Placing Price represents a premium of 6 per cent. to the closing mid-market price per Ordinary Share on 11 April 2011, being the last dealing day prior to the date of this announcement. Following the admission of 4,705,137 Placing Shares to trading on the AIM market of the London Stock Exchange (“Admission”), Alpha Strategic will have 9,225,758 Ordinary Shares in issue and a market capitalisation of approximately £4.9m at the Placing Price. The Placing Shares will represent approximately 51 percent. of the issued share capital of Alpha Strategic immediately following admission
Alpha Strategic has also undertaken to issue to Northill such additional Ordinary Shares at completion of the Placing to ensure that it maintains a 51% shareholding of Alpha Strategic if Alpha Strategic issues or contracts to issue further Ordinary Shares to any other party prior to such completion so that Northill’s shareholding in Alpha Strategic is not diluted to less than 51% as a consequence of any such issue or contract to issue. Northill will be issued such Ordinary Shares at the lower of (i) the lowest price per share at which Alpha Strategic issues Ordinary Shares to other parties and (ii) 64.5p per Ordinary Share if the consideration is cash and Northill will otherwise subscribe at 50.0p per Ordinary Share (the closing mid-market price on 11 April 2011) if the consideration for the issue of Ordinary Shares to the other parties is non-cash.
The Placing is conditional, inter alia, on shareholder consent and Admission. A circular will be sent to shareholders today convening a general meeting of Alpha Strategic (the “General Meeting”) for 28 April 2011 at which resolutions will be proposed to give the authority to the directors of Alpha Strategic (the “Directors”) to allot the Placing Shares and to disapply the pre-emption rights in connection with the allotment of the Placing Shares. The Placing will not be underwritten.
Application will be made to the London Stock Exchange for the Placing Shares to be admitted to trading on AIM and it is expected that Admission will occur at 8.00 a.m. on 6 May 2011.
Following the completion of the Placing, Northill will be interested in more than 30 per cent. of the voting rights in Alpha Strategic. In normal circumstances a general offer from Northill to Alpha Strategic’s shareholders would be required under Rule 9 of the Takeover Code to acquire all the Ordinary Shares not already owned by Northill. However, the Takeover Panel has agreed to waive the requirement for a full offer for Alpha Strategic as stipulated under Rule 9 of the Takeover Code, following approval by certain of Alpha Strategic’s independent shareholders who together are the beneficial owners of 2,668,222 Ordinary Shares (representing 59.0 percent. of Alpha Strategic’s issued share capital carrying voting rights as at the 11 April 2011, being the last dealing day prior to the date of this announcement).
The agreement for the Placing between Alpha Strategic and Northill (the “Subscription Agreement”) gives Northill various rights and places certain obligations and restrictions on Alpha Strategic. A full summary of these is set out at the end of this announcement and they will also be summarised in the Circular.
Additionally, with immediate effect from and conditional upon Admission, Mr Jonathan Little (aged 46) will be appointed as a non-executive Director of Alpha Strategic.
Prior to founding Northill in November 2010 with the Bertarelli family, Jonathan Little was Vice Chairman of BNY Mellon Asset Management and a member of The Bank of New York Mellon Corporation’s Global Executive Committee. He joined Mellon (later BNY Mellon) in 2000 and was latterly Head of BNY Mellon’s International Asset Management business and was responsible for all non-US asset management businesses. In addition, from January 2007 to December 2008 he was also Chairman of BNY Mellon’s subsidiary, The Dreyfus Corporation, one of America’s largest and oldest mutual fund companies.
In recognition of Mr Little’s success at BNY Mellon in 2008, Global Investor Magazine voted him ‘Senior Industry Executive of the Year’ and FTSE Global markets named him one of its “20/20 Leaders who have driven their business forward in the last 12 months”. In 2010 he was named one of The Financial News ‘100 Most influential people in European Capital Markets’.
Mr Little was educated at Oxford Brookes University and has the Chartered Insurance Institute, Financial Planning Certificate. He also has the Investment Management Certificate from CFA UK. He is also a director of Standfirst Media Ltd – a sports and music publishing company.
Alpha Strategic’s CEO Dr. Nicola Meaden Grenham, says: “It is fantastic to have a partner with the scale and expertise of Northill on board. Not only is it a pleasing endorsement of the considerable merits of the Alpha Strategic business model but it is also expected to accelerate future growth and subsequently income of Alpha Strategic to the benefit of our investors.”
Jonathan Little adds: “We are delighted to have entered this mutually beneficial partnership with Alpha Strategic and look forward to working with the company’s excellent management team. The innovative nature of the business has seen it team up with some of the most experienced and respected managers in the industry while at the same time championing transparency and liquidity for investors.”