Acadian Asset Management Inc. current report, 24 July 2020

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Filing Overview

Registrant: BrightSphere Investment Group Inc.; the provided metadata identifies Acadian Asset Management Inc., but the filing names BrightSphere as the registrant.

Form 8-K date: July 24, 2020, with the report signed July 27, 2020. The filing describes transactions entered into on July 24 and July 26, 2020.

Material Transactions

  • BrightSphere agreed to sell all of its interests in Barrow, Hanley, Mewhinney & Strauss, LLC to Perpetual US Holdings Company Inc.
  • Consideration is $319 million in cash, on a cash-free, debt-free basis, subject to customary closing and post-closing adjustments.
  • The transaction also provides for redemption of BrightSphere’s seed investments with Barrow Hanley.
  • BrightSphere separately sold all of its equity interests in Copper Rock Capital Partners LLC to Spouting Rock Asset Management LLC. The filing text does not provide the consideration or other financial terms for this transaction.

Financial Information

  • The filing references preliminary Barrow Hanley financial results for the six months ended June 30, 2020 in an attached press release and investor presentation, but those results are not included in the provided filing text.
  • No revenue, profit, cash flow, margin, debt, liquidity, or balance-sheet metrics are provided in the available text.
  • No prior-period comparison is provided.

Conditions, Outlook, and Risks

  • Closing of the Barrow Hanley sale is subject to customary conditions, including Hart-Scott-Rodino antitrust clearance or expiration of the applicable waiting period.
  • Closing also requires no preliminary or permanent injunction or other order preventing completion.
  • Barrow Hanley’s revenue run-rate for all investment advisory clients at closing must exceed 80% of the June 30, 2020 revenue run-rate for those clients.
  • The purchase agreement includes customary representations, warranties, operating covenants, indemnification provisions, and representations-and-warranty insurance obtained at BrightSphere’s expense.
  • The filing does not provide management earnings guidance or a broader financial outlook.

Key Facts to Verify

  • Whether the Barrow Hanley transaction received all required regulatory approvals and ultimately closed.
  • The final cash proceeds after closing and post-closing adjustments.
  • Whether Barrow Hanley satisfied the 80% revenue run-rate condition.
  • The consideration, closing status, and financial impact of the Copper Rock transaction.
  • The preliminary Barrow Hanley results referenced in Exhibit 99.1 and their effect on BrightSphere’s consolidated results.