Sceptre Investment Counsel, the manager of the Sceptre Mutual Funds, and Fiera Capital have signed a definitive agreement to merge the two companies. The name of the combined company will be changed from Sceptre to Fiera Sceptre.
Under the agreement, Sceptre shareholders will exchange 14 million common shares for 14 million new Class A subordinate voting shares of Sceptre on a one-for-one basis. Fiera will transfer all of its assets and related liabilities to Sceptre in exchange for 21.1 million Class B special voting shares of Sceptre, which will result in a total of 35.1 million outstanding Class A subordinate voting shares and Class B special voting shares of Sceptre. After closing, Fiera will control approximately 60% of the outstanding shares of Fiera Sceptre.
Jean-Guy Desjardins, controlling shareholder of Fiera, will become chairman, CEO and chief investment officer of Fiera Sceptre, and will be its controlling shareholder, Fiera president and chief operating officer, Sylvain Brosseau, will become president and chief operating officer of Fiera Sceptre. David Pennycook, currently president and interim CEO of Sceptre, will become vice-chairman and executive vice-president of Fiera Sceptre.
Sceptre Mutual Funds account for approximately $947m of the $7bn in assets under management by Sceptre. Fiera currently manages over $22bn in assets. Upon completion of the transaction, Fiera Sceptre will be a diversified portfolio management firm that will have assets under management of approximately $30bn.
The transaction is expected to close in late summer 2010.