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M&A Deal tracker, Scorpio Partnership – March 2016

1

2016 Scorpio PartnershipWealth Management Deal Tracker

Strategic insight of the global trends in M&A

London – March 2016

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4

Contents

Executive summary 5

Key points 9

Detailed assessment of the wealth management deal market 18

Section one: Sustained M&A activity 19

Section two: Growing demand for Domestic assets 25

Section three: Selected regional trends 29

Section four: UK-focused transactions 33

Full list of deals 44

Terminology: Definitions 63



5

EXECUTIVE SUMMARY



6

Executive summary

Welcome to our 2016 Wealth Management M&A Deal Tracker report covering the global industry. The last 12 months have been a strong

year for deal makers in wealth management worldwide. The number of reported deals covered in this report in 2015 reached 124. This is

the highest number in the eight years that Deal Tracker has been prepared.

While the quantity of deals reached a new peak, the quantity of assets under management (AUM) changing ownership actually fell

markedly. In 2015, USD408 billion changed hands. This was a 47.7% drop from the peak asset transfer figure reached in 2013. The AUM

volume data only tells one side of the story but looking closer at the deals concluded it is clear that a much higher number of deals took

place among the much smaller wealth managers.

Another noteworthy global trend in 2015 has been the growth of the domestic to international deals ratio, which has risen steadily since

2013. The higher demand for domestic deals has been reflected in the price to AUM ratios. For domestic deals, this price to AUM ratio

has increased by 0.1% from 2014 to 2.2% in 2015, while price to AUM for international deals dropped from 2.0% to 1.6%. This suggests

the domestic agreed valuations may now be steadying in the marketplace for onshore businesses. International businesses continue to

have a slightly higher volatility in valuations.

A motivator for the deal impetus is likely to be the continued pressure on cost-income ratios. The margins many businesses are

experiencing in wealth are under acute pressure due to regulation (MiFID being “the big one” for the coming 12-24 months), competition

and the cost-to-serve clients. The latter is of particular interest to Scorpio Partnership as it is the area where wealth managers have the

best chance of introducing better controls. Currently their answer to this appears to be to pursue scale through a dealmaking solution.



7

Executive summary

In terms of the operators writing or accepting cheques this year, there have been a few regional trends in the big players of the wealth

management industry. Large exits are happening in India with RBS selling its Private Wealth (India) division to Sanctum Wealth

Management and HSBC shutting down its Indian Private Banking operations. Meanwhile in Switzerland many large banks are acquiring,

namely Vontobel, Julius Baer, and UBP. But the type of deals they are consummating are very different in terms of strategic intent.

UBP appears to be the firm most set on making large scale purchases while Julius Baer has mostly continued its approach for buying

strategic stakes in vital markets. Notably, Julius Baer is now fully through its Bank of America Merrill Lynch International purchase so

perhaps this strategic approach is due for a step change. Considering the ongoing effort to improve transparency in Swiss banking,

smaller banks could find it hard to survive in a drastically changing environment. The three Swiss banks appear to be setting the pace for

their local neighbours but perhaps it is prefacing a larger Swiss “fight back” in the international markets.

One final note of reference for all our readers: the analysis has attempted to capture as many deals as possible. However, given the

breadth of the wealth industry it is inevitable some deals may not have been included. Ultimately, this report seeks to provide a trend–

based assessment of the market that can provide the reader with an extremely detailed picture in a complex market. Our view is that

better insight will enable readers to develop conclusions and thus their future strategy.

With that in mind, before you delve further into the charts and content, the key themes have been spotlighted overleaf.



8

M&A trends

Prevailing M&A industry themes:

1. Price to AUM ratios – signs that a floor is being reached overall in terms of pricing tolerance, particularly at home.• The upward trend in price to AUM ratio continues overall throughout 2015; although cross border deals are experiencing more

price volatility.• Notably, smaller businesses are commanding higher multiples as the race for enhanced targeted distribution picks up.

Although, mid-sized operators (USD5bn-10bn) had the best year so far in terms of multiples suggesting a few big opportunities.

2. Number of M&A deals reach new peak – the pace is up but the quantum is down. The new normal is “little and often”.• M&A deals are continuing on an increasing trend since 2008, with 2015 showing a rebound from the slowdown in 2013. There

is no suggestion that the pace will taper in 2016.

3. Smaller sized firms heavily involved in the action – could this be the tail-end of the boutique wealth sell off started in 2009?• A global trend is seen in a larger amount of M&A activity among smaller firms from the fact that although the number of deals is

much higher, total AUM exchanged hands is lower than in 2013 and 2014.• Taking into account a growing number of local and EU regulations impacting on the cost of doing business with wealthy

clients, smaller firms are continuing to feel the most margin pressure and this is the tipping point of their move into the M&A market.

4. International deals – what’s next? Are a select group of the Swiss coming back to participate on the main stage?• A noteworthy selection of the big wealth management players in the market are maintaining the trend of selling off their non-

core international wealth management units in order to focus on core private client business. • The number of Swiss private banks with serious international ambitions has continued to be on a downward path. This year’s

Deal Tracker shows large Swiss wealth managers acquiring at a similar pace to last year and statements by these operators point to an expected continuation of this pace into 2016.



9

KEY POINTS



10

1021 21 25

35

7665

108

14

227

1814

24

18

16

24 43 28 43 49 100 83 124

0

20

40

60

80

100

120

140

2008 2009 2010 2011 2012 2013 2014 2015

Nu

mb

er o

f d

eals

Domestic International

2015 was a peak year in transactions while the ratio of domestic to international deals has been growing steadily

A global trend for domestic deals is the headline for 2015. A 50% uptick in the number of deals is reflective of the changing landscape of M&A in the wealth management sector. A considerable number of deals were in the frontline advisors space as distribution pressures mount, with more firms on the market.

Source: 2016 Scorpio Partnership Wealth Management Deal Tracker

Domestic / International deals: 2008 – 2015



11

Cheque-book momentum: North America and the UK were the most active buyers in 2015, leaving other regions far behind

North America’s activity was significantly driven by the RIA and Wealth Management sectors in 2015. A surge in IFA deals within Australia has driven up activity in APAC, most prominently AZ Next Generation Advisory’s six acquisitions this year as part of a sustained roll up strategy.


Total number of deals by acquirer region: 2008 – 2015

2 7 8 412 10 9

45

810 6 9

1 7 7

7

6

114 7 5

135

10

5

49

19 26

59

54

49

1

10 24

8

6

13

11

1

1

21

1

3

1

24 43 28 43 49 100 83 124

0

20

40

60

80

100

120

140

2008 2009 2010 2011 2012 2013 2014 2015

Nu

mb

er o

f d

eals

North America Europe (Ex. Switzerland & UK) Switzerland

UK APAC Latin America

Middle East & Africa



12

Distribution is the flavour of the year: Global investment advisers sector dominates the M&A activity in 2015 in terms of the number of deals

The UK’s IFAs topped the charts for the number of acquisitions. This data sector include Bellpenny, who acquired ten new firms this year, bringing its total acquisition count since 2013 up to a whopping 32. AFH has also been active this year with eight new acquisitions.

Total number of deals by target business model: 2008 – 2015

Note: The option labelled “Other” includes Fiduciary Services, Corporate and Retail Banking, Brokerage, Family Office, and Platform Businesses

9 7 7 413

2518

297 158 15

8

911

12

5

16

512

15

1820

13

2

2

1

1211

2827

48

17

1

3

7

2

20

7

5

24 43 28 43 49 100 83 124

0

20

40

60

80

100

120

140

2008 2009 2010 2011 2012 2013 2014 2015

Nu

mb

er o

f d

eals

Wealth Management Private Banking Asset & Investment management IFA RIA Other




13

Reflecting an increased demand for smaller firms, premiums paid on under USD1bn businesses have risen 1.5 times since 2013

The growing P/AUM in smaller deals is indicative of the maturing independent advisers market which has not yet fully realised its value-creation potential and is likely to continue to increase.

Price to AUM (%) across business sizes (USD AUM bn): 2013 – 2015


2.3%

1.8%

3.2%

1.1%

2.2%

2.1% 2.1%

1.7%

1.5% 1.3%

2.0%

1.0%

0.0%

0.5%

1.0%

1.5%

2.0%

2.5%

3.0%

3.5%

<USD1bn USD1-5bn USD5-10bn USD10bn+

Pri

ce /

AU

M,

%

Size of acquired business (USD bn)

2015 2014 2013



14

Change of advised ownership in global wealth: USD 2.6 trillion changed hands in wealth sphere in the last 8 years


Regional breakdown of acquired assets: 2015 (2008 – 2015 in brackets)

USD279.0bn(USD808.6bn)

USD0.2bn(USD39.2bn)





North America

United KingdomSwitzerland

Europe (ex.UK/Sw)

Asia Pacific

LATAM

41

6518

16

2

Note: The numbers in circles represent the number of target firms acquired in the respective region in 2015



15

Total AUM acquired has dropped 47.7% compared to the peak in 2013 but relatively stable compared to 2014

The volume of assets changing hands in 2015 differed very little from the previous year although there was a big drop in businesses with an international book and a corresponding big rise in domestic AUM deals. Overall the big fall in quantum is shown from 2013 to 2015.


Domestic / International AUM acquired (USD bn): 2008 – 2015

14

182

61 105

238 290

142

321

32

110

4 36

199

490

320

87

46 292 65 141 437 780 461 408

0

100

200

300

400

500

600

700

800

900

2008 2009 2010 2011 2012 2013 2014 2015

AU

M a

cqui

red

, U

SD

bn




16

In 2015 Switzerland leads the way with the size of firms acquired at USD9.4bn on average

North America, Switzerland and Europe continue with larger players involved in the M&A action, such as Julius Baer, RBC, and Vontobel. While in the UK IFAs are more active, reflecting on the low average AUM acquired per deal.


Average AUM acquired per deal (USD bn): 2008 – 2015

23.9

59.4

8.05.6

1.6

8.34.1

19.8

5.9 4.66.4

8.2 8.0 9.4

0.9 1.8 0.20

10

20

30

40

50

60

70

North America Europe (Ex.Switzerland &

UK)

Switzerland UK APAC Latin America

Ave

rag

e A

UM

acq

uir

ed,

US

D b

n

2013 2014 2015



17

IFA consolidation is expected to continue, but challenges may be faced as the supply of opportunity dries up

The Middle East & Africa and Latin America regions are still lacking in M&A activity, while in the APAC region a surge of IFA consolidation is happening. With demand for improved technology globally, we can expect more M&A activity next year.

Distribution of deals within regions, by target business model


Note: MEA and Latin America were excluded due to lack of data.The option labelled “Other” includes Fiduciary Services, Corporate and Retail Banking, Brokerage, Family Office, and Platform Businesses

14%

14%

37%

42%

13%

40%

33%

43%

19%

2%

2%

7%

8%

75%

60%

17%

57%

6%

33%

8%

25%

10%

33%

13%

33%

13%

33%

73%

53%

17%

63%

41%

4%

6%

5%

17%

33%

0% 25% 50% 75% 100%

UK (N=51), 2015

UK (N=51), 2014

North America (N=41), 2015

North America (N=12), 2014

Europe (Ex. Switzerland & UK) (N=8), 2015

Europe (Ex. Switzerland & UK) (N=5), 2014

Switzerland (N=6), 2015

Switzerland (N=7), 2014

APAC (N=16), 2015

APAC (N=6), 2014

% of deals

Wealth Management Private Banking Asset & Investment management IFA RIA Other



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DETAILED ASSESSMENT OF THE WEALTH MANAGEMENT DEAL MARKET



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SECTION 1:Sustained M&A activity



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Price to AUM ratio rebounded after a major dip in 2013 and is now nearing on the 8-year average

The quantity of deals has picked up which may have had an impact on the deal valuations at a market level in 2015. A closer review of the deal profiles show that the appetite for IFA and RIA business models was very strong –which suggests a renewed attempt to buy market share through accessing front line distribution.


8 YEAR AVERAGE = 2.5%

Note: Acquisition involving City National and RBC has been omitted due to abnormally high P/AUM ratio

Global Price to AUM, %: 2008 – 2015

3.69%

4.60%

2.61%

2.13%

1.69%

1.35%

2.06% 2.14%

0.0%

0.5%

1.0%

1.5%

2.0%

2.5%

3.0%

3.5%

4.0%

4.5%

5.0%

2008 2009 2010 2011 2012 2013 2014 2015

Pri

ce /

AU

M,

%

Overall



21

24

43

28

4349

100

83

124

0

20

40

60

80

100

120

140

2008 2009 2010 2011 2012 2013 2014 2015

Nu

mb

er o

f d

eals

UK IFA deal pace increases a notch in 2015 – perhaps given there are over 4,500 IFA businesses in the UK there may be much more to come

30% of the total M&A deals in wealth management area in 2015 were in the UK IFA sector, 1.4 times the previous year. With a over 4,500 financial advice firms in the UK in 2015, advisory M&A market is far away from being exhausted.

UK IFA market

37*


Total number of deals: 2008 – 2015

*UK IFA market focuses on 2013, 2014 and 2015 where the number of deals was significant. Pre 2013 there was little emphasis on this sector.

UK IFA market

27*

UK IFA

market28*



22

The P/AUM trend line across business sizes has become steeper from 2013 to 2015 Bigger deals tend

to yield lower P/AUM ratios, possibly reflecting the limited volume of such deals.

Smaller deals have been yielding increasingly higher P/AUMs over the last 3 years suggesting a united front of firms gearing up their resources to tackle regulatory changes collectively


Linear pricing trendlines across business sizes (USD AUM bn): 2013 – 2015

Note: Acquisition involving City National and RBC (AUM USD50bn+) has been omitted due to abnormally high P/AUM ratio

0.5%

1.0%

1.5%

2.0%

2.5%

3.0%

3.5%

<USD1bn USD1-5bn USD5-10bn USD10bn+

Pri

ce /

AU

M,

%

Size of acquired business (USD bn)

Linear (2015) Linear (2014) Linear (2013)



23

Cost-income ratios are rising in the wealth management sphere, in line with the rising prices of deals

61.9%

70.6%

75.1% 75.0% 74.6% 74.5%

78.6% 78.8%

65.5%

87.6%

81.3%

86.7% 85.6% 85.9%88.1%

89.9%

40%

60%

80%

100%

2007 2008 2009 2010 2011 2012 2013 2014

Co

st in

com

e ra

tio

, %

All banks Diversified Pure player

CIR average for 25 largest global private

banks

While the full industry average reflected here demonstrates tighter margins, it is notable that CIRs for the largest 25 wealth managers by AUM in 2014 had average CIRs of 75.1%. Again, scale appears to present efficiencies that smaller operators are struggling to keep pace with.

Cost-income ratio by business model; time series 2007 – 2014

Source: Scorpio Partnership Global Private Banking Benchmark 2015



24

The diversified business model is now consistently growing AUM at a faster pace than pure players

The pursuit of a pure player target operating model has been a fashion for the past five years in some corners of the industry. For some it represents a simplified and lean solution that is free of conflict and is preferred by clients. However, the KPI results show the diversified target operating model is the major winner on growth and operating efficiencies. The faster rate of AUM suggests more clients bank there too.

147.5 136.1 139.8

150.2

130.4 124.4

155.7

173.1

26.3 20.2

26.3 31.1 29.8 32.1 33.2

38.2

0

40

80

120

160

200

2007 2008 2009 2010 2011 2012 2013 2014

Ave

rag

e A

UM

, U

SD

bn

All banks Diversified Pure player

Average assets under management by business model; time series 2007 – 2014

Source: Scorpio Partnership Global Private Banking Benchmark 2015



25

SECTION 2:Growing demand for Domestic assets



26

In 2015, international deals were more costly than domestic ones, reversing the trend of 2013 and 2014


The downward trend of the international deals pricing is reflective of the fact that international deals tend to be larger in value. The average volume of AUM purchased is now at USD10.9bn in comparison to USD4.1bn for domestic.

Domestic and International Price to AUM, %: 2008 – 2015

5.5%5.3%

2.5%

1.2%1.4%

1.4%

2.1%2.2%

1.9%

3.2%

3.4%3.6%

2.6%

1.2%

2.0%

1.6%

0.0%

1.0%

2.0%

3.0%

4.0%

5.0%

6.0%

2008 2009 2010 2011 2012 2013 2014 2015

Pri

ce /

AU

M,

%

Domestic International Overall



27

83%61%

66%

58%64%

48%

77%80%

55%

100%100%100%

40%57%61%

17%39%

34%

42%36%

52%

23%20%

45%

60%43%39%

0% 25% 50% 75% 100%

Wealth Management, 2015Wealth Management, 2014

Wealth Management, 2008-2013

Private Banking, 2015Private Banking, 2014

Private Banking, 2008-2013

Asset & Investment Management, 2015Asset & Investment Management, 2014

Asset & Investment Management, 2008-2013

IFA & RIAs, 2015IFA, 2014

IFA, 2008-2013

Other, 2015Other, 2014

Other, 2008-2013

% of deals


Location, location, location: in 2015, the share of domestic deals has grown across the majority of business models

The business models of the deals over the course of the last 8 years suggest that the share of domestic deals increased most significantly in the wealth management sphere.

Domestic and International deals by business model: 2008 – 2015

Source: 2016 Scorpio Partnership Wealth Management Deal TrackerNote: The option labelled “Other” includes Fiduciary Services, Corporate and Retail Banking, Brokerage, Family Office, and Platform Businesses



28

86%94%94%

63%

42%

93%

32%

80%

38%

70%57%

83%

41%50%

81%

14%6% 6%

37%

58%

7%

68%

20%

63%

30%43%

17%

59%50%

19%

0%

10%

20%

30%

40%

50%

60%

70%

80%

90%

100%

2008

-201

3

2014

2015

2008

-201

3

2014

2015

2008

-201

3

2014

2015

2008

-201

3

2014

2015

2008

-201

3

2014

2015

UK North America Europe (Ex.Switzerland &

UK)

Switzerland APAC

Per

cen

tag

e o

f d

eals


Domestic deals in 2015 surge from 2014; although there is an intriguing exception with Europe (Ex. Switzerland & UK)

While the UK M&A wealth management activity has been traditionally domestically-focused, and other regions splits varying, it is particularly interesting to see that APAC has showed a clear trend. This region has been actively developing its expertise. Europe’s datapoint may be a reflection of more intra-EU transactions.

Domestic and International deals as a percentage across regions: 2008 – 2015




29

SECTION 3:Selected regional trends



30

Average P/AUM grew rather steadily in the UK in the last two years


While P/AUM ratios in Europe and Switzerland fell considerably in the last year, North America showed a trend towards more expensive deals.Buying the assets in Switzerland, North America and Latin America historically has been more expensive than in the rest of the world.

Regional Price to AUM, %: 2008 – 2015

4.1%3.9%

3.6%

2.4%

2.0%

1.6%

1.3%

1.8%

1.5%1.7%

2.1%

3.5%

2.4%

1.7%

1.1%

2.1%2.2% 2.3%

0.0%

0.5%

1.0%

1.5%

2.0%

2.5%

3.0%

3.5%

4.0%

4.5%

North America Latin America Switzerland APAC UK Europe (Ex.Switzerland &

UK)

Pri

ce /

AU

M,

%

Average 2008-2013 2014 2015



31

The 10 most active M&A players since 2008 (ranked by deal quantity)

# FirmNumber of

acquisitions*Total AUM acquired*

(USD bn)Regional focus Business focus

MAJOR ACQUIRERS (excluding UK IFAs)

1 Julius Baer 10 125.4 Global EXPANSION

2 Rathbone Brothers 8 5.8 UK GROWTH

3 AZ Next Generation Advisory 7 1.1 APAC (Australia) GROWTH

4 Banco Sabadell 5 3.8 Europe & North America EXPANSION

5 Brooks MacDonald 5 2.7 UK AUM GROWTH

MAJOR SELLERS

1 Commerzbank 7 24.8 Europe REORGANISATION

2 RBS 6 94.2 UK & AsiaNON-CORE ASSETS

DISPOSAL

3 Close Brothers 4 3.1 UK & Channel IslandsSALE OF NON-CORE

ASSETS

4 HSBC 4 35.1 Europe & Asia COST-EFFICIENCY

5 ING 4 70.4 Europe & AsiaSALE OF ASSETS AFTER STATE AID

Top 10 M&A market players: 2008 – 2015

Source: 2016 Scorpio Partnership Wealth Management Deal Tracker*Total number of deals and total AUM acquired includes all information wherever possible, in some cases this may not be publically available. We aim to include deals that involve (U)HNWI assets.



32

Swiss banks consolidating in an attempt to optimise costs

List of most significant deals occurring in the Swiss region in 2015

# Date Acquirer Vendor Business model

1 March 2015 UBP Coutts International Wealth Management

2 July 2015 SYZ Group RBC (Suisse) Private Banking

3 September 2015 Vontobel Finter Bank ZurichInvestment Management

4 November 2015 Julius Baer Fransad Gestion IFA

5 November 2015 AMG Wealth Partners Systematica InvestmentsInvestment Management

6 November 2015 Banque Heritage Banque Hottinger & Cie Wealth Management

The number of Swiss banks continue to drop as stricter regulations surrounding the issue of secrecy are introduced. To keep up with these costly changes, smaller Swiss banks need to adapt or exit.

USD46.9 bn of clients assets

sold in Switzerland in

2015




33

SECTION 4: UK-focused transactions



34

29%

16%

32%

47%

53%

63%61%

41%

0%

10%

20%

30%

40%

50%

60%

70%

2008 2009 2010 2011 2012 2013 2014 2015

Sh

are

of

dea

ls

Share of UK deals

UK takes a step back in global M&A activity as other regional markets’ M&A picked up


8 year average = 43%

Acquisitions of UK-based firms was growing post-crisis and peaked in 2013 at 63% of the overall amount of deals registered.Since then, however, as other markets activity picked up, the UK is risking losing the crown of the wealth management M&A centre.

Share of the acquisitions in the UK in the overall number of acquisitions, %: 2008 – 2015



35


While domestic M&A in the UK slowed down in 2015, international activity picked up


Out of all domestic deals that happened in 2015, 44% were with a UK-based target. This is a considerable drop relative to its position in 2013, at 74% of the total deals but it continues to illustrate the magnetic pull of the UK wealth market.

Share of the acquisitions in the UK in the overall number of international and domestic acquisitions, %: 2008 – 2015


40%

19%

43%

72%

66%

74% 74%

44%

21%

14%

11%

21%

29%

17%19%

0%

10%

20%

30%

40%

50%

60%

70%

80%

2008 2009 2010 2011 2012 2013 2014 2015

Sh

are

of

dea

ls,

%

UK share of domestic deals UK share of international deals



36

The number of wealth management firms for sale in the UK dropped, with the IFA business model still in the lead

Independent adviser consolidation is not a surprising trend, it has been consistently rising since 2011. In total, for the last 8 years, there have been 119 acquisitions of UK-based advisers. In 92 cases, acquirers are other IFAs, yet there is a demand for advisors from investment managers and other firms.

Total number of the UK deals by target business model: 2008 – 2015

3 1 4 18

18

7 71 2

1

1 12 3 2 5

6

7

13

42 2 1

12

11

28

2737

2

1

9

3 2

7 7 9 20 26 63 51 51

0%

10%

20%

30%

40%

50%

60%

70%

80%

90%

100%

0

10

20

30

40

50

60

70

2008 2009 2010 2011 2012 2013 2014 2015

Nu

mb

er o

f d

eals

Wealth Management Private Banking Asset & Investment management IFA Other

Source: 2016 Scorpio Partnership Wealth Management Deal TrackerNote: “Other” option includes Fiduciary services, Family Offices, Corporate and Retail Banking, Brokerage and Platform Businesses



37

Out of USD 32.2bn, USD14bn of IFA assets were acquired by other IFAs since 2008

Total deals: 119

Average P/AUM: 1.79%

Total AUM: USD32.2 bn

Acquirer Location StrategyTotal AUM accumulated

(USD mn)

Towry Bracknell Wealth management focus 13,868

Bellpenny Reading Consolidation 6,365

Succession Plymouth Strategic national roll up 2,305

AFH Financial Bromsgrove Build scale and AUM 1,286

Mattioli Woods Leicester Build scale and AUM 1,781

SUBTOTAL 25,536

IFA consolidation examples: 2008 – 2015* United Kingdom


*IFA consolidation examples data incorporate acquisitions of both IFAs and non-IFAsNote: numbers in brackets on the chart represent the number of acquisitions made by the respective firm in 2008-2015

2,483

5,735

2,135 1,605 938 1,044

11,385629

170 176348 51

0

5,000

10,000

15,000

Towry (8) Bellpenny (29) Succession (7) Mattioli Woods (5) AFH Financial (33) Other firms (20)

AU

M,

US

D m

n

Acquisitions of IFAs, 2008-2015 Acquisitions of non-IFAs, 2008-2015



38

Towry and Ashcourt Rowan merged to form a USD16bn firm

Total deals: 10

Average P/AUM: 1.35%


Strategy: Consolidation

Towry and Ashcourt RowanReference date Acquisition target LocationAUM accumulation

(USD mn)

Towry

01/01/2008 Hazlems Financial Ltd London N/A

29/10/2009 Edward Jones (UK) Multiple locations 2,483

27/03/2013 Norscot Financial Services Glasgow N/A

05/09/2013 Bluefin Personal Consulting London 780

25/09/2013 Conclusion Financial Planning Aberdeen 24

20/12/2013 Deverill Black & Company (50.1%) Bristol N/A

29/04/2014 Baker Tilly London 2,524

08/05/2015 Ashcourt Rowan London 8.057

Ashcourt Rowan

13/12/2013 UK Wealth Management Yorkshire 2,118

13/01/2014 Generali Portfolio Management (UK) London 327

AVERAGE 2,330

SUBTOTAL 16,314

IFA consolidation example I: 2008 – 2015

Towry, backed by private equity firm Palamon Capital Partners since 2003 has focused on the UK IFA sector to drive growth. Ashcourt Rowan meanwhile is listed on the alternative investment market.

The Towry and Ashcourt Rowan integration will mark a new chapter in the IFA market consolidation play in the UK. Together, the firm will have a comprehensive foothold in the affluent and HNW advice-led market at a discounted overall pricing level to many of the other IFA major market competitors.




39

Bellpenny continues acquisitions in line with its strategy

BellpennyReference date Acquisition target LocationAUM accumulation

(USD mn)

10/01/2013Brunning Newman Houghton, Private Portfolio, Solutions Financial Services & Vermillion Wealth

Tunbridge Wells, Sussex, Essex, Nottingham

484

17/01/2013 Monmouthshire (MIFA) Monmouthshire 160

09/05/2013 Foot Davson Chartered Accountants Tunbridge Wells 93

13/05/2013 Price Bailey Financial Planning Bishop’s Stortford 228

29/05/2013 The County Partnership Cheltenham 304

25/07/2013 Entire Wealth Manager Surrey 154

22/08/2013 KM Financial Advisers Glasgow 75

11/10/2013 Meridan Park Associates Berkshire 121

31/10/2013 Spofforths Financial Planning West Sussex 161

11/12/2013 MGW Glasgow 231

09/01/2014 Actuarial & Investment Services London 123

09/01/2014 The Hammond Consultancy Birmingham 184

17/03/2014 Personal & Corporate Financial Solutions Essex N/A

21/03/2014 MDM Associates Surrey 532

01/06/2014 SJL Welath Derby 68

12/05/2014 Hansen Lloyd Asset Management Colchester 127

05/08/2014 Torquil Clark Reading 1,518

01/09/2014 Reid, Scott & Ross Glasgow 178

01/12/2014 Unizone Essex 519

2015 DEALS CONTINUED ON THE NEXT PAGE

IFA consolidation example II: 2008 – 2015




40

Bellpenny acquired 9 more IFAs in 2015, as well as an asset management firm

Total deals: 32*

Average P/AUM: N/A


Strategy: Consolidation

BellpennyReference date Acquisition target LocationAUM accumulation

(USD mn)

16/03/2015 Legal & Professional Services Limited Farnham 59

13/04/2015City Wealth Management Independent Financial Advisors

Windsor 46

11/05/2015 Rawson Steele Warwickshire 59

12/05/2015 Caledonia Edinburgh Edinburgh 72

08/06/2015 TJ Financial Services Surrey 52

08/06/2015 TOR Financial Advisers Devon 34

06/07/2015 Cranfield Financial Services London 306

27/07/2015 Trustee Asset Management London 244

13/10/2015 Ashton KCJ Financial Planning Cambridge 93

13/10/2015 Principals in Practice Horsham 139

AVERAGE 227

SUBTOTAL 6,365

IFA consolidation example II: 2008 – 2015 cont’d

Bellpenny, the private equity - Oaktree Capital backed business has focused on the UK IFA sector to drive AUM growth and revenue growth. The firm continues its acquisition of scale in wealth management.


*Bellpenny reports 32 acquisitions. The discrepancy between the number of deals is due to the fact that in elected instances Bellpanny was buying more than 1 firm, reporting a combined AUM acquired as a result of the deals



41

Succession adds another USD186mn to its AUM in 2015

Total deals: 7

Average P/AUM: 3.3%


Strategy: Mass accumulation

Succession

IFA consolidation example III: 2008 – 2015

Private equity – majority backed Succession intends to purchase GBP7 bn worth of AUM, with an initial target of achieving membership of 75-80 IFA businesses.

Reference date Acquisition target LocationAUM accumulation

(USD mn)

01/05/2011 Campbell Dallas Financial Services (39%) Across Scotland N/A

22/08/2012

Smart Wealth Management, Campbell Dallas Financial Services, The Financial Management Group, Westminster Financial Planning and Westpoint Financial Consultants

Various locations 1,579

02/06/2014Cornerstone Lifestyle Financial Planning & Hopkinson Associates

Chester 168

24/07/2014 LRH Wealth Management Halifax 170

30/07/2014 Doe & Davies (Target Wealth Management) Herts 203

27/08/2014 Hart Financial Consultancy Salisbury N/A

13/10/2015 Edinburgh Investment Consultants Edinburgh 186

AVERAGE 461

SUBTOTAL 2,305




42

AFH Financial continues the geographical expansion

AFH FinancialReference date Acquisition target LocationAUM accumulation

(USD mn)

01/10/2011 Prevision Evesham 9

01/10/2011 WTRFP Warwick 20

31/10/2011 AJ Lutwyche Stourbridge 5

01/12/2011 Chapelhouse FS Redditch 9

01/12/2011 Peter Smith Telford 8

01/04/2012 Thompson Independent Kidderminster 5

01/04/2012 Arden Court Nottingham 160

01/06/2012 Specialist Solutions Cheltenham 125

10/09/2012 Elgar Financial Herefordshire 8

01/10/2012 Chartwell Associates Egham 52

01/12/2012 Seager Financial Consultancy Redditch 3

14/12/2012 Racol Financial Services Wales 26

21/12/2012 Lawrence Flanagan & co Wolverhampton 10

24/06/2013 Shape Financial Taunton 92

31/10/2013 Origin Financial Hagley 141

21/11/2013 AG Financial Planning Bridgend 45

25/11/2013 Robert Magee & Associates Leominster 44

30/09/2013 CH Financial Hemel Hempstead 113

10/12/2013 Michael Mac Wealth Management Stratford 13

2014 & 2015 DEALS CONTINUED ON THE NEXT PAGE

Figure 27: IFA consolidation example IV: 2008 – 2015




43

AFH Financial continues the geographical expansion

Total deals: 33

Average P/AUM: 1.7%


Strategy: Expansion

AFH FinancialReference date Acquisition target LocationAUM accumulation

(USD mn)

16/01/2014 SR Wealth Management Stoke-on-Trent 16

20/05/2014 Omega Consulting Norwich 24

29/07/2014 Finlay Gow & Company Edinburgh 68

12/09/2014 Hindsight Financial Services Northampton 24

12/09/2014 Jeff Seward & Partners client bank Cardiff N/A

03/11/2014 Knight O'Byrne Cornwall 82

02/02/2015 First Class Financial Management West Bromwich 8

02/02/2015 Roxborough Consultancy Limited Oxfordshire 75

02/03/2015 CIB Wealth Management Rochester 63

02/04/2015 Clarendon Financial Solutions Nottingham 37

01/05/2015 Independent Financial Services Gloucestershire N/A

27/07/2015 Quest Financial Management Derby N/A

27/07/2015Phoenix Independent Financial Services Limited (Assets only)

Blackburn N/A

06/08/2015 Davisons Financial Management Limited Devon N/A

AVERAGE 46

SUBTOTAL 1,286

IFA consolidation example IV: 2008 – 2015 cont’d

Publically listed AFH Financial has focused on the UK IFA sector to attract new investors, improve liquidity and raise capital. The firm continues strategic acquisition and organic growth in the IFA market.




44

FULL LIST OF DEALS



45

List of dealsTarget Company Deal type Acquirer Reported date

BBVA (Latin American) Acquisition Banco Sabadell Jan 2008Richelieu Finance Acquisition KBL European Private Bankers Jan 2008Morgan Stanley’s (Spain) Acquisition La Caixa Jan 2008Hazlems Financial Ltd Acquisition Towry Law Jan 2008Capitalia Luxembourg (Monegasque) Acquisition CMB Feb 2008Cheshire Acquisition Focus Financial Partners Feb 2008Close Brothers Joint Venture Marrache family Mar 2008EFG Private Bank Joint Venture Lebanese Canadian Bank Mar 2008Citywall Financial management Acquisition Rathbone Brothers Mar 2008CWM Acquisition SG Private Banking Mar 2008Sycomore Gestion Privée Acquisition EFG International Jun 2008NuVerse Advisors (50.01 %) Strategic Investment Bank Hapoalim Jun 2008VermogensGroep Acquisition UBS Jun 2008Boston Private (25%) Strategic Investment Carlyle Group Jul 2008Roger Harris & Co. Acquisition Greystone Financial Services Jul 2008Bank Insinger de Beaufort (Nachenius Tjeenk) Acquisition BNP Paribas Wealth Management Aug 2008Fairfield Greenwich Group Merger Banque Benedict Hentsch Sep 2008Anglo Irish Bank Acquisition Valartis Sep 2008Dresdner Bank Acquisition Commerzbank Sep 2008Bank Hugo Kahn Acquisition Finter Bank Sep 2008Rathbone Brothers (Jersey and Singapore) MBO Rathbone Brothers Oct 2008Saudi Swiss Securities Joint Venture Credit Suisse Nov 2008AIG Private Bank Acquisition Aabar Investments Dec 2008URSA Bank Merger MDM Dec 2008Smith Barney Joint Venture Morgan Stanley Jan 2009Banque de Patrimoines Privés Genève Acquisition Norinvest Holdings (Banque Cramer & Cie) Mar 2009DSP Merrill Lynch Strategic Investment Merrill Lynch Mar 2009Emile M.P. Chang (AIG wealth management) Joint Venture Bank of East Asia Mar 2009Epic Advisors Acquisition GenSpring Family Offices Apr 2009Lee & Co. Acquisition Money Wise Apr 2009



46


Banque Genevoise de Gestion Strategic Investment Banque Cantonale du Valais Apr 2009Weberbank Acquisition MBS (Mittelbrandenburgische Sparkasse) May 2009Alpha SIM Acquisition Julius Baer May 2009Höller Vermögensverwaltung & Anlageberatung Acquisition Hauck & Aufhäuser Privatbankiers Jun 2009VPV Bankiers MBO Dresdner Bank Jun 2009Aviva Australia Acquisition National Australia Bank Jun 2009Marignan Gestion Acquisition Banco Espirito Santo Jul 2009N+1 Strategic Investment Banque SYZ & Co Jul 2009AAM Privatbank Acquisition Basler Kantonalbank Jul 2009Dresdner Bank (Suisse) Acquisition LGT Group Jul 2009Goldman Sachs JBWere Acquisition National Australia Bank Jul 2009Commerzbank (Suisse) Acquisition Vontobel Jul 2009Reuschel & Co. Privatebankiers Acquisition Conrad Hinrich Donner Bank Aug 2009RBS (Asia) Acquisition ANZ Aug 2009RBS (Pakistan) Acquisition Faysal Bank Aug 2009Arsenal Investimentos Merger Gavea Investimentos Sep 2009ING Europe (ex Benelux) Acquisition Julius Baer Sep 2009Stoker Ostler Wealth Advisors Acquisition Harris Private Bank Sep 2009Gibraltar Van Moer Courtens Acquisition Private investors Sep 2009ING (Australia) Acquisition ANZ Sep 2009Dresdner Van Moer Courtens MBO Management Oct 2009Kleinwort Benson Private Bank Acquisition RHJ International Oct 2009ING Asia Acquisition OCBC Oct 2009BSI Acquisition Andbanc Oct 2009First Republic Acquisition General Atlantic Colony Capital Oct 2009Edward Jones (UK) Acquisition Towry Law Oct 2009Sal Oppenheim jr. & Cie. Acquisition Deutsche Bank Oct 2009AXA APH Acquisition AXA/AMP Nov 2009Hornbuckle Mitchell IFA Acquisition RSM Bentley Jennison Nov 2009Calibre Asset Management Acquisition National Australia Bank Nov 2009



47


TEDA Fund Management Strategic Investment Manulife Financial Nov 2009Venture Finanzas Strategic Investment Mirabaud Nov 2009Privatinvest Bank Acquisition Zuercher Kantonalbank Nov 2009Chelsea Buiding Society Merger Yorkshire Building Society Dec 2009TAM Asset Management Acquisition Helvetia Wealth Dec 2009City Gate Money Managers Acquisition Helvetia Wealth Dec 2009AXA APH Acquisition National Australia Bank Dec 2009B Rollitt & Company Limited Acquisition Towergate Financial Jan 2010Churche House Trust Acquisition Virgin Money Jan 2010Hauck & Aufhäuser Privatbankiers Strategic Investment Frank Asbeck Jan 2010Haines Watts Acquisition Bestinvest Jan 2010Morse, Williams & Co. Acquisition Evercore Wealth Management Jan 2010limia Wealth Management Acquisition Jardine Lloyd Thomson Jan 2010Dresdner Bank Monaco Acquisition Bank Audi Sal Jan 2010Bridgewater Wealth & Financial Management Acquisition Focus Financial Jan 2010KB Rollitt & Company Acquisition Towergate Financial Jan 2010Sarasin Colombo Gestioni Acquisition Colombo Family Feb 2010Dahl & Partner Vermogensverwaltung Strategic Investment Helvetia Wealth Feb 2010Banca Commerciale Lugano Acquisition Hindduja Swiss Holding Feb 2010Stake in Heritage Private Office MBO Current management Mar 2010Atlanta Sosnoff Capital (49%) Strategic Investment Evercore Partners Mar 2010Rensburg Sheppards (53% ) Strategic Investment Investic Mar 2010Private Client Partners (80%) Strategic Investment MM Warburg & Co May 2010I(3) Advisors Acquisition BNY Mellon Jun 2010Andersen Charnley Investment Management Acquisition Collins Stewart Jun 2010Caversham Fiduciary services Acquisition Jersey Trust Company (JTC) Jul 2010Windward Investment Acquisition Charles Schwab Corp Aug 2010Dresdner Van Moer Courtens Acquisition Crédit Agricole Aug 2010Chartwell Group Acquisition Close Asset Management Aug 2010Banque d'Orsay Acquisition Oddo et Cie Aug 2010



48


HSBC (Czech) Acquisition Cesca Sporitelna Sep 2010Banca Gesfid Acquisition PKB Privatbank Sep 2010The WaterStreet Group Acquisition Scotiabank Oct 2010RBC Wealth Management (5 branches) Acquisition Wunderlich Securities Oct 2010Fortis Wealth Management Acquisition RBC Nov 2010Banque d' Orsay Acquisition Oddo & Cie Jan 2011Border Asset Management Merger Principal Investment Management Jan 2011Lloyd George Management Acquisition Bank of Montreal Jan 2011Allenbridge Acquisition Close Asset Management Jan 2011Banque Piguet & Cie's Merger Banque Franck Galland & Cie Feb 2011Banque Safdie SA Acquisition Bank Leumi Mar 2011GT Independent Financial Advisers Acquisition Merchant Securities Mar 2011Baring Private Client Arm Acquisition Société Générale Hambros Mar 2011Close Brothers Cayman Acquisition Intertrust Mar 2011Clariden Leu Insurance-Linked Investments Acquisition LGT Mar 2011UK Wealth Management Acquisition Duke Street Mar 2011Close Brothers Offshore Group Acquisition Kleinwort Benson Mar 2011Offshore Incorporation Group of Companies Acquisition Vistra Mar 2011National IFA Cavanagh Acquisition Close Asset Management Apr 2011Pelican Investment Management Acquisition Eaton Vance Apr 2011Talon Wealth Management Acquisition BNY Mellon Apr 2011Jobson James Financial Services Acquisition Charles Stanley Group, May 2011HSH Nordbank Private Banking Acquisition Banque de Luxembourg May 2011GPS (30%) Strategic Investment Julius Baer May 2011Campbell Dallas Financial Services (39%) Strategic Investment Succession Advisory Services May 2011Jewson Associates Acquisition Stanhone Capital Jun 2011Interdin S.A. (60%) Strategic Investment Banca Privada d'Andorra Jul 2011Karrig Strategic Capital Acquisition Kleinwort Benson Jul 2011Citic Securities (19.9%) Acquisition Credit Agricole Jul 2011Lydian Private Bank Acquisition Banco Sabadell Aug 2011



49


Pioneer Investcorp (WM) Acquisition Fullerton Securities & Wealth Advisors Aug 2011TCF Global Independent Financial Services Acquisition Mattioli Woods Aug 2011ABN AMRO (Swiss) Acquisition Union Bancaire Privee Aug 2011Clarke Willmott Acquisition Brooks Macdonald Aug 2011LGT Bank Deutschland Acquisition ABN AMRO Bank Sep 2011Prevision Acquisition AFH Financial Oct 2011WTRFP Acquisition AFH Financial Oct 2011KBL epb Acquisition Precision Capital Oct 2011Sydbank Schweiz AG Acquisition Nordea International private banking Oct 2011AJ Lutwyche Acquisition AFH Financial Oct 2011Sarasin Strategic Investment Safra Nov 2011Sanlam Private Investments (SPI) (65%) Strategic Investment Sanlam Private Investments Nov 2011Aventus Capital Management Acquisition European Wealth Nov 2011Chapelhouse FS Acquisition AFH Financial Dec 2011Peter Smith Acquisition AFH Financial Dec 2011HSBC (Japan PB) Acquisition Credit Suisse Dec 2011Banque Internationale à Luxembourg (90%) Strategic Investment Qatar's al-Thani royal family Dec 2011EFG (Denmark) Acquisition SEB Denmark Jan 2012Quilter Acquisition Bridgepoint Jan 2012Morgan Keegan Acquisition Raymond James Financial Jan 2012SIF Swiss Investment Acquisition Credit Agricole Jan 2012NCB Acquisition Investec Jan 2012Trustcorp Group Acquisition Hawksford Jan 2012Celfin Capital Merger BTG Pactual Feb 2012RBS UK Wealth management business Acquisition Banco Santander Feb 2012Nexar Capital Group Acquisition Union Bancaire Privee Feb 2012Pensjon & Finans Acquisition Mercer Mar 2012Walker Crips Asset Managers Acquisition Liontrust Mar 2012Coutts Acquisition RBC Mar 2012Arbuthnot Banking Group Swiss subsidiary Acquisition Ducartis Holding Mar 2012



50


RM Walkden & Co Acquisition Rathbone Brothers Apr 2012Thompson Independent Acquisition AFH Financial Apr 2012Arden Court Acquisition AFH Financial Apr 2012RBC Dexia Investor Services (50%) Strategic Investment RBC Apr 2012European Wealth Management Group (33%) Strategic Investment Kingswalk Investments May 2012HSBC Private Banking Acquisition Gilinski Group, Banco GNB Sudameris May 2012Camilleri & Associates Acquisition Sanlam Private Wealth May 2012CIBC Hong Kong and Singapore Acquisition Bank of Montreal Jun 2012Specialist Solutions Acquisition AFH Financial Jun 2012Bridge Wealth Management Acquisition Covenant Multifamily Offices LLC Jun 2012Money Managers Inc Acquisition Aligned Capital Distribution Inc. Jun 2012Crédit Agricole’s Hong Kong-based brokerage Acquisition Citic Securities Jul 2012Orizon Investment Counsel Strategic Investment Mariner Wealth Advisors Jul 2012Merrill Lynch Acquisition Julius Baer Aug 2012Smart Wealth Management, Campbell Dallas Financial Services, The Financial Management Group, Westminster Financial Planning and Westpoint Financial Consultants

Acquisition Succession Aug 2012

BHF-Bank Acquisition Kleinwort Benson Sep 2012Eden Financial (WM) Acquisition Canaccord Financial Sep 2012Elgar Financial* Acquisition AFH Financial Sep 2012Fleming Family & Partners MBO Management team Oct 2012Vision Independent Financial Planning Strategic Investment Rathbone Brothers Oct 2012Castle Investment Solutions (19.9%) Strategic Investment Rathbone Brothers Oct 2012Paradigm Partners Acquisition Caerus Capital Group Oct 2012Chartwell Associates Acquisition AFH Financial Oct 2012Gloucestershire-based Stratton Annette's, Swansea-based Sheriton Financial Services, and a third – unnamed

Acquisition Sanlam Private Wealth Oct 2012

SIPP business Acquisition Curtis Bank Oct 2012Hume Capital Acquisition Xcap Securities Oct 2012



51


Spearpoint Acquisition Brooks Macdonald Nov 2012Taylor Young Acquisition Rathbone Brothers Nov 2012Kairos (19.9%) Acquisition Julius Baer Nov 2012Coronado First Bank Merger San Diego Private Bank Nov 2012Epoch Holding Corp Acquisition TD Bank Group Dec 2012Seager Financial Consultancy Acquisition AFH Financial Dec 2012Intertrust Acquisition Blackstone Dec 2012UBS Global Asset Management (Canada) Acquisition Fiera Capital Corporation Dec 2012Racol Financial Services Acquisition AFH Financial Dec 2012BNP Paribas (Egypt 95.2%) Acquisition Emirates NBD Dec 2012Lawrence Flanagan & co Acquisition AFH Financial Dec 2012Monmouthshire (MIFA) Acquisition Bellpenny Jan 2013Aquitaine Group Ltd. Merger Goethe Management Ltd. Jan 2013V12 Finance Group Ltd Acquisition Secure Trust Bank (Arbuthnot Banking Group) Jan 2013Moore Group Acquisition IFG Trust and Corporate Group Jan 2013Brunning Newman Houghton, Private Portfolio, Solutions Financial Services and Vermillion Wealth

Acquisition Bellpenny Jan 2013

Credit Suisse (ETFs) Acquisition Blackrock (iShares) Jan 2013Legacy Family Office Acquisition Pathstone Family Office Jan 2013Cheviot Asset Management Merger Quilter & Co. Jan 2013Chelmsford Financial Management Acquisition Whitechurch Securities Jan 2013Anglo-Swiss Trust Company Ltd Acquisition Alpadis Group Jan 2013BSI Trust Singapore Ltd. (BSI Bank AG) Acquisition Vistra Group Jan 2013Fiveways Financial Planning Acquisition Harrisons Financial Advisers Feb 2013Althea Acquisition Vistra Group Feb 2013TCW (Societe Generale) Acquisition Carlyle Group Feb 2013Portfolio Financial Consultancy Acquisition Barrett Bright Feb 2013Sable Offshore Management Company Ltd Acquisition Summit Trust International SA Feb 2013Key Trust Acquisition Hawksford Feb 2013



52


Artio Global Investors Acquisition Aberdeen Asset Management Feb 2013Tenebris Realisations Ltd. Acquisition WH Ireland Ltd. Feb 2013Robeco (90.1%) Acquisition Orix Corporation Feb 2013Professional Connection, Berkeley Associates Acquisition Sanlam Feb 2013Link Investimentos Acquisition UBS Feb 2013Newton (BNY Melon) Acquisition Standard Life Feb 2013Morgan Stanley (Indian wealth management) Acquisition Standard Chartered Feb 2013Morgan Stanley (Stock Plan business) Acquisition Computershare Ltd. Feb 2013

Sella Bank AG AcquisitionBanca Privée Edmond de Rothschild SA (Lugano)

Feb 2013

Group Rapport Acquisition Moneygate Mar 2013EFG International (20.25%) Acquisition Notenstein Private Bank (Raiffeisen) Mar 2013New World Trustees Acquisition Nautilus Trust Company Mar 2013Sesame Acquisition LEBC Mar 2013Moneyspider.com Acquisition Antrams Financial Services Mar 2013Morgan Stanley (EMEA) Acquisition Credit Suisse Mar 2013Norscot Financial Services Acquisition Towry Mar 2013

Genworth Financial Inc AcquisitionAquiline Capital Partners LLC and Genstar Capital LLC

Mar 2013

Sterling McCall Wealth Management Acquisition Sutcliffe Solloway Financial Planning Apr 2013Ardel Fund Services Acquisition JTC Group Apr 2013Prudential Wealth Management Solutions Acquisition Envestnet Inc. Apr 2013Banca Albertini (14.3%) Acquisition Syz & C. Apr 2013Heartwood Acquisition Handelsbanken Apr 2013Morgan Stanley Wealth management Acquisition UnionBanCal (Mitsubishi UFJ) Apr 2013Lloyds Banking Group Acquisition Banco Sabadell Apr 2013Foot Davson Chartered Accountants Acquisition Bellpenny May 2013Intrinsic Acquisition Aegon (Positive Solutions) May 2013Price Bailey Financial Planning Acquisition Bellpenny May 2013The Insurance Partnership Acquisition Jelf Group May 2013



53


Ford Reynolds & Associates, Ian Jones & Associates

Acquisition Bradbury Hamilton May 2013

The County Partnership Acquisition Bellpenny May 2013Lloyds TSB bank Acquisition Banco Sabadell May 2013Lloyds Banking Group Acquisition Banco Sabadell May 2013Provident Life Assurance Acquisition Old Mutual Jun 2013Shape Financial Acquisition AFH Financial Jun 2013Edinburgh Risk Management Acquisition Argyle Consulting Jul 2013Banque Degroof Merger Landolt & Cie Jul 2013PSigma Asset Management Acquisition Miton Group Jul 2013Thomas Hall Partnership's Acquisition Bradbury Hamilton Jul 2013Faulu Kenya Acquisition Old Mutual Jul 2013Prism Capital Management Limited Acquisition Tatton Capital Jul 2013Societe Generale (Japan) Acquisition Sumitomo Mitsui Banking Corporation Jul 2013Entire Wealth Manager Acquisition Bellpenny Jul 2013Cooperative Banking Group Acquisition Royal London Asset Management Jul 2013Atkinson Bolton Acquisition Mattioli Woods Jul 2013Methexis Acquisition Prestige Fund Management Aug 2013KM Financial Advisers Acquisition Bellpenny Aug 2013Religare Macquarie WM (India) Acquisition Religate Enterprise Sep 2013Liechtensteinisch Landesbank Acquisition PKB Privatbank Sep 2013Bluefin Personal Consulting Acquisition Towry Sep 2013Macquarie Group (Private Wealth) Acquisition Richardson GMP Sep 2013Deutsche Asset & Wealth Management Acquisition Goldman Sachs Asset Management Sep 2013Conclusion Financial Planning Acquisition Towry Sep 2013CH Financial Acquisition AFH Financial Oct 2013Meridan Park Associates Acquisition Bellpenny Oct 2013North Investment Partners Acquisition Liontrust Oct 2013Kyprou Asset Management (Bank of Cyprus) Acquisition Alpha Trust Mutual Fund Management Oct 2013Investec Trust Acquisition Salamanca Group Oct 2013



54


Annuity Direct Acquisition Fidelity Worldwide Investment Oct 2013Treasury Asia asset Management Acquisition Nikko Asset Management Oct 2013Jura Trust MBO Liechtensteinische Landesbank Oct 2013AXA Framlington Acquisition Psigma Investment Management Oct 2013Guinea Investment Bank Acquisition Leone Asset Management Oct 2013Spofforths Financial Planning Acquisition Bellpenny Oct 2013Origin Financial Acquisition AFH Financial Oct 2013Bestinvest (3i) Acquisition Permira Nov 2013Evercore Pan Asset Acquisition Charles Stanley Nov 2013Scottish Widows IP (Lloyds) Acquisition Aberdeen Asset management Nov 2013WMPartners Wealth Management Merger Infidar Investment Advisory Ltd Nov 2013Tilney (Deutsche AWM) Acquisition Permira Nov 2013ANZ Merger Vontobel Nov 2013AG Financial Planning Acquisition AFH Financial Nov 2013Robert Magee & Associates Acquisition AFH Financial Nov 2013LCK Wealth Management Acquisition HighTower Nov 2013Deutsche UFG Capital Management Acquisition ATON Nov 2013Anson Group Acquisition JTC Group Dec 2013ING Acquisition Macquarie Dec 2013Credit Suisse (Germany) Acquisition Bethmann Bank (ABN Amro) Dec 2013YourShare Acquisition Australian Wealth Investments Dec 2013Michael Mac Wealth Management Acquisition AFH Financial Dec 2013St James's Place (Lloyds) Acquisition Stockmarket Dec 2013MGW Acquisition Bellpenny Dec 2013UK Wealth Management Acquisition Ashcourt Rowan Dec 2013Deverill Black & Company (50.1%) Acquisition Towry Dec 2013Atlantic Trust Acquisition CIBC Jan 2014Falcon Private Bank (Hong Kong) Acquisition EFG Bank Jan 2014Popular Banca Privada (40%) Acquisition Banco Popular Español Jan 2014



55


Actuarial & Investment Services Acquisition Bellpenny Jan 2014The Hammond Consultancy Acquisition Bellpenny Jan 2014Swiss Asset Advisors Acquisition Andbank Jan 2014Generali Portfolio Management (UK) Acquisition Ashcourt Rowan Jan 2014Square Seven Financial Planning Acquisition Davy Private Clients Jan 2014SR Wealth Management Acquisition AFH Financial Jan 2014Prosperity IFA & Stockbrokers Strategic Partnership Brooks Macdonald Jan 2014Miton Group Acquisition Seneca Investment Managers Jan 2014F&C Asset Management Acquisition Bank of Montreal Jan 2014Succession (50.1%) Acquisition Inflexion Private Equity Jan 2014Ogier Fiduciary Services MBO Electra Partners & Ogier FS management Feb 2014PT NISP Asset Management (80%) Acquisition Aberdeen Asset Management Asia Feb 2014Intrinsic Acquisition Old Mutual Feb 2014IFG Financial Services Acquisition Ascot Lloyd Financial Services Mar 2014Personal & Corporate Financial Solutions Acquisition Bellpenny Mar 2014Societe Generale Asia Acquisition DBS Mar 2014Lord North Street Acquisition SandAire Mar 2014Meridian Fund Services Acquisition Mitsubishi UFJ Fund Services Mar 2014MDM Associates Acquisition Bellpenny Mar 2014GPS Investimentos Financeiros e Participações (50%)

Acquisition Julius Baer Mar 2014

Ignis Asset Management Acquisition Standard Life Mar 2014Skandia Germany and Austria Acquisition Cinven and Hannover Re. Mar 2014Jupiter Asset Management Acquisition Rathbone Brothers Apr 2014Wing Hang Bank Acquisition OCBC Singapore Apr 2014BNP Paribas PB (Miami) Acquisition Banco Santander Apr 2014Thurleigh Investment Managers Merger Ingenious Asset Management Apr 2014India Alternatives Private Equity Fund Acquisition IIFL Apr 2014Iveagh Acquisition City Financial Apr 2014McAdams Wright Ragen Merger Baird Apr 2014



56


La Française Bank Strategic Partnership Banque Havilland Apr 2014DPZ Capital Management Acquisition Brooks Macdonald Apr 2014Baker Tilly Acquisition Towry Apr 2014Morgan Stanley (Suisse) Acquisition Bank J Safra Sarasin Apr 2014Veritas Investment Management Acquisition Affiliated Managers Group Apr 2014Walter Financial Planning Acquisition BRI Wealth Management May 2014Hansen Lloyd Asset Management Acquisition Bellpenny May 2014County Life & Pensions Acquisition Tavistock Investments May 2014Blacksquare Acquisition Tavistock Investments May 2014Valartis Bank Acquisition Banque Cramer & Cie May 2014Omega Consulting Acquisition AFH Financial May 2014SJL Wealth Acquisition Bellpenny June 2014Cornerstone Lifestyle Financial Planning & Hopkinson Associates

Acquisition Succession Jun 2014

Legg Mason Investment Counsel and Trust Acquisition Stifel Financial Corp Jun 2014Pine Grove Asset Management Acquisition Man Group Jun 2014Terra Nova Services MBO Stonehage Jun 2014Citibank Wealth Management (Greece) Acquisition Alpha Bank Jun 2014HSBC Private Bank (portfolio of Swiss assets) Acquisition LGT Jun 2014Nutmeg (stake) Acquisition Schroders Jun 2014Compass Financial Benefits Acquisition European Wealth Jun 2014Simple Finance Solutions (Pensions and Investment Business)

Acquisition Gemini Wealth Management Jul 2014

Credit Suisse (Italy) Private Banking (upper affluent)

Acquisition Banca Generali Jul 2014

BSI Acquisition BTG Pactual Jul 2014Banyan Partners Acquisition Boston Private Bank & Trust Company Jul 2014Bank Leumi (Swiss PB and Luxemboug) Acquisition Julius Baer Jul 2014Banque Privée Espirito Santo (Swiss assets) Acquisition Compagnie Bancaire Helvétique Group Jul 2014LRH Wealth Management Acquisition Succession Jul 2014Levitas Investment Management Acquisition Brooks Macdonald Jul 2014



57


Finlay Gow & Company Acquisition AFH Financial Jul 2014Doe & Davies (Target Wealth Management) Acquisition Succession Jul 2014Torquil Clark Acquisition Bellpenny Aug 2014Hart Financial Consultancy Acquisition Succession Aug 2014IFG Ireland Acquisition Willis Ireland Aug 2014Reid, Scott & Ross Acquisition Bellpenny Sep 2014Standard Life (Canada) Acquisition Manulife Sep 2014Hindsight Financial Services Acquisition AFH Financial Sep 2014Jeff Seward & Partners client bank Acquisition AFH Financial Sep 2014Broadstone Wealth Management Acquisition Thomas Miller Sep 2014Truestone Asset Management Acquisition John Spiers (EQ Investors) Oct 2014Quilter Cheviot Acquisition Old Mutual Oct 2014Knight O'Byrne Acquisition AFH Financial Nov 2014Rawlins Financial Advisers Acquisition Jones Sheridan Nov 2014Fleming Family & Partners Merger Stonehage Nov 2014Blacktower Financial Advisers Acquisition Punter Southall Group Nov 2014Stanbic Investment Management Services Acquisition Liberty Holdings Limited Nov 2014P&C Global Wealth Managers and GTI Fund Investment

Acquisition European Wealth Nov 2014

NLP Financial Management Merger Birchwood Investment Management Nov 2014ING Vysya Merger Kotak Mahindra Bank Nov 2014Heritage Financial Group Inc. Acquisition Renasant Corp. Dec 2014Marquette Financial Companies (MFC) Acquisition UMB Financial Corporation Dec 2014Unizone Acquisition Bellpenny Dec 2014Cutwater Asset Management Acquisition BNY Mellon Jan 2015Vantage Investment Advisors (majority stake) Acquisition Mariner Wealth Advisors Jan 2015The MDE Group and Acertus Capital Management

Acquisition Beacon Trust Company Jan 2015

BlueCreek Merger Keel Point Jan 2015Plimsoll Mark Capital Acquisition Hartland & Co. Jan 2015



58


Fiduciary Management Limited Acquisition Vistra Jan 2015LFI Investimentos (50%) Acquisition Azimut Jan 2015Moore Financial Group Merger EP Wealth Advisors Jan 2015Bell Rock Capital Strategic partnership Malvern Federal Savings Bank Jan 2015KBL EPB (Switzerland) Acquisition BIL Jan 2015BIL (private banking, Belgium) Acquisition Puilaetco Dewaay Jan 2015Standard Financial Group Acquisition Tavistock Investments Jan 2015Petercam Merger Bank Degroof Jan 2015City National Acquisition Royal Bank of Canada Jan 2015DC Wealth Acquisition Pool House Professional Advisers Jan 2015Baker Street Advisors (majority interest) Acquisition AMG Wealth Partners Jan 2015Investment Management Consultants Limited Acquisition Bukaty Companies Financial Services Jan 2015First Class Financial Management Acquisition AFH Financial Feb 2015Roxborough Consultancy Limited Acquisition AFH Financial Feb 2015Standard Chartered (Swiss client assets) Acquisition Banque Heritage Feb 2015Sanderson Financial Consultancy Acquisition Attivo Group Feb 2015Jonathanfry Merger Easby Gale & Phillipson Feb 2015Norwest Consultant Acquisition Jonathanfry Feb 2015Sterne Agee Group Merger Stifel Financial Corp Feb 2015CIB Wealth Management Acquisition AFH Financial Mar 2015Legal & Professional Services Limited Acquisition Bellpenny Mar 2015Coutts International Acquisition UBP Mar 2015Jenner Financial Management Acquisition Newell Palmer Mar 2015Clarendon Financial Solutions Acquisition AFH Financial Apr 2015City Wealth Management Independent Financial Advisors

Acquisition Bellpenny Apr 2015

Stephen Dagnall Financial Management Acquisition Newell Palmer Apr 2015Independent Financial Services Acquisition AFH Financial May 2015MDE Group Inc./Acertus Capital Management LLC

Acquisition Provident Financial Services Inc. May 2015



59

List of dealsTarget company Deal type Acquirer Reported date

Ashcourt Rowan Acquisition Towry May 2015Rawson Steele Acquisition Bellpenny May 2015Eureka Whittaker McNaught Acquisition AZ Next Generation Advisory May 2015Caledonia Edinburgh Acquisition Bellpenny May 2015Porter DeVere Acquisition Attivo Group May 2015Lifetime Financial Partnership Ltd Acquisition Attivo Group May 2015Morgan Fitzgerald Limited Acquisition Attivo Group May 2015Pearson Financial Services Acquisition Attivo Group May 2015Pride Advice Acquisition AZ Next Generation Advisory May 2015Halsey Associates Acquisition Washington Trust Jun 2015Barclays Wealth America Acquisition Stifel Financial Corp Jun 2015TJ Financial Services Acquisition Bellpenny Jun 2015TOR Financial Advisers Acquisition Bellpenny Jun 2015Global Investment Strategy (91.03%) Acquisition Octagonal Jun 2015Shanghai International Trust (97.3%) Acquisition Shanghai Pudong Development Bank Jun 2015Constellation Wealth Advisors Acquisition First Republic Investment Management, Inc. Jun 2015Highmount Capital Acquisition Brown Advisory Jun 2015Seven Investment Management (94%) Acquisition Caledonia Investments Jun 2015Saguenay Strathmore Capital Acquisition Titan Advisors Jul 2015Relative Value Partners (part stake) Acquisition Focus Financial Partners Jul 2015Goodrich Financial Services Acquisition Findex Group Jul 2015Boyd Coughlan Acquisition Mattioli Woods Jul 2015Entrust Private Wealth Acquisition Euroz Jul 2015Cranfield Financial Services Acquisition Bellpenny Jul 2015Excelsia Investment Advisors Acquisition BT Wealth Management Jul 2015River Branch Asset Management Acquisition Piper Jaffray Jul 2015myCIO Wealth Partners (majority stake) Acquisition AMG Wealth Partners Jul 2015Royal Bank of Canada (Suisse) Acquisition SYZ Group Jul 2015Lifestyle Financial Planning Services Acquisition AZ Next Generation Advisory Jul 2015RBS Private Wealth (India) Acquisition Sanctum Wealth Management Jul 2015



60


Quest Financial Management Acquisition AFH Financial Jul 2015Phoenix Independent Financial Services Limited (Assets only)

Acquisition AFH Financial Jul 2015

Trustee Asset Management Acquisition Bellpenny Jul 2015CBD Wealth Management Acquisition Commonwealth Financial Network Jul 2015PFP Group Acquisition Ascot Lloyd Financial Services Aug 2015MFP Strategies Merger CAPTRUST Financial Advisors Aug 2015Davisons Financial Management Limited Acquisition AFH Financial Aug 2015Highline Wealth Acquisition Bronfman E.L. Rothschild Aug 2015Undisclosed Acquisition Fiducian Group Aug 2015Vale Financial Services Acquisition Newell Palmer Aug 2015Webb Holton & Associates Acquisition Tilney Bestinvest Aug 2015FutureAdvisor Acquisition BlackRock Aug 2015JP Morgan Chase Guardianship and Special Needs Trust

Acquisition MB Financial Bank Aug 2015

Finter Bank Zurich Acquisition Vontobel Sept 2015TPW Financial Acquisition Beacon Pointe Sept 2015Taylor Patterson Acquisition Mattioli Woods Sept 2015Phineus Partners Acquisition Calamos Investments Sept 2015Davies, Edmunds and Co Acquisition Attivo Group Sept 2015C R Toogood Financial Planning Acquisition Attivo Group Sept 2015Advance Emerging Capital Acquisition Aberdeen Asset Management Sept 2015Close Brothers Asset Management (Corporate Business)

Acquisition JLT Employee Benefits Sept 2015

Bells Financial Planning Acquisition European Wealth Sept 2015Independent Financial Partners Merger Private Wealth Alliance Sept 2015Financial Lifestyle Partners Acquisition AZ Next Generation Advisory Sept 2015Vision Independent Financial Planning and Castle Investment Solutions (80.1%)

Acquisition Rathbone Brothers Oct 2015

Lindley Group (pension business) Acquisition Mattioli Woods Oct 2015Edelman Financial Services (majority) Acquisition Hellman & Friedman Oct 2015



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Trees Investment Counsel Acquisition Segall Bryant & Hamill Oct 2015Ashton KCJ Financial Planning Acquisition Bellpenny Oct 2015Principals in Practice Acquisition Bellpenny Oct 2015Edinburgh Investment Consultants Acquisition Succession Oct 2015Wise Planners Acquisition AZ Next Generation Advisory Oct 2015Greystone Financial Group Merger Polaris Wealth Advisers Oct 2015First Asset Capital Acquisition CI Financial Oct 2015IIFL Wealth Management (21.61%) Acquisition General Atlantic Oct 2015HSBC Bermuda Private Banking, Investment Management arms

Acquisition Butterfield Oct 2015

Fransad Gestion Acquisition Julius Baer Nov 2015Undisclosed Acquisition Fiducian Group Nov 2015RBC's Trust, Custody and Fund Administration business (Caribbean)

Acquisition SMP Partners Group Nov 2015

Transamerica Financial Advisors Acquisition John Hancock Nov 2015PSA Insurance & Financial Services (Wealth management)

Acquisition United Capital Financial Advisers Nov 2015

The Mutual Fund Store Acquisition Financial Engines Nov 2015Systematica Investments (majority stake) Acquisition AMG Wealth Partners Nov 2015Quantum Advisors (49.2%) Acquisition Fairfax Financial Holdings (HWIC Asia Fund) Nov 2015South West Financial Planning Acquisition Fairstone Group Nov 2015Hokanson Associates Merger Aspiriant Nov 2015Spruce Hill Capital Acquisition Mercer Advisors Nov 2015Kairos Investment Management (60.1%) Acquisition Julius Baer Nov 2015Avendus Capital (majority stake) Acquisition KKR Nov 2015Santander Private Banking (Italy) Acquisition UBS (Italian wealth management arm) Nov 2015Religare Invesco Asset Management Company (51%)

Acquisition Invesco Nov 2015

Banque Hottinger & Cie Acquisition Banque Heritage Nov 2015Valartis Bank (Austria) Acquisition Wiener Privatbank Nov 2015Bank Leumi Luxembourg (private banking) Acquisition Banque J. Safra Sarasin Nov 2015



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Harvest Wealth (51%) Acquisition AZ Next Generation Advisory Nov 2015Kleinwort Benson Wealth Management Acquisition Societe Generale Nov 2015Pension & Financial Consultants (PFC) Acquisition Davy Private Clients Nov 2015Zimb Johnson Bespoke Financial Acquisition Fairstone Group Dec 2015Deutsche Asset & Wealth Management (US Private Client Services unit)

Acquisition Raymond James Financial Dec 2015

RI Toowoomba Acquisition AZ Next Generation Advisory Dec 2015Commerzbank Luxembourg Acquisition Julius Baer Dec 2015

END OF THE LIST OF 2008 – 2015 DEALS



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TERMINOLOGY



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Terminology

General definitions

Target nation The country in which the target business is headquartered and/or mainly operational

Acquirer The name of the acquiring business/parties

Acquirer nation The country in which the target business is headquartered and/or mainly operational

Seller The name of the selling business/parties. Also know as the targeted firm.

Deal type

The deal types are:- Acquisition- Strategic investment- Merger- Management buy-out (MBO)- Joint Venture (JV)- Strategic Partnership

Reference date The date when the deal was publically announced or when the deal was completed

Close date The date when the deal was legally closed



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Terminology

General definitions

Asset Management The main business activity is managing assets for both retail, HNWs and Institutional clients.

Brokerage A firm engaged in buying and selling stocks and bonds for wealthy clients.

Corporate and Retail Banking The main business activity is servicing retail and corporate clients i.e. lending operations.

Family Office Either a single or multi - family office, servicing the needs of families within the HNW or UHNW space.

Fiduciary Services Services provided by a corporation acting in a trustee and/or trust administration capacity.

IFA

Independent financial advisor providing services to wealthy clients including financial planning, asset allocation, asset monitoring and investment research. The operating model is linked increasingly to fee-based advice but can still incorporate commissions in some cases. The IFA term is widely used in the UK, Asia, and Australia. An equivalent term (and operating model) would be Registered Investment Advisor (RIA) in the US.



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Terminology

General definitions

Investment ManagementInvestment management is the professional asset management of various securities and assets in order to meet specified investment goals for the benefit of the investors.

Platform BusinessFinancial firm providing investment management platform development and maintenance, back office processing, transactional accounting, customer management services and administrative support.

Private BankingAn institution whose main activity is private banking services to HNWs and institutional clients. This will include some, or all, of the following: general banking, asset management, financial planning, brokerage and trusts. The operating models will mostly operate under a banking licence.

Wealth ManagementWealth management as an investment-advisory discipline incorporating financial planning, investment portfolio management and a number of aggregated financial services. The operating models will mostly operate under an asset management licence.



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About Scorpio PartnershipScorpio Partnership is the leading insight and business consultancy to the global wealth industry. The firm specialises in understanding the wealthy and the financial institutions they interact with. We have developed four transformational disciplines – SEEK, THINK, SHAPE and CREATE – each designed to enable business leaders to strategically assess, plan and drive growth.

Scorpio Partnership has conducted more than 300 global assignments for wealth managers and private banks, fund managers, regulators and governments, IT and technology firms, insurance firms, charities and foundations. Scorpio Partnership has been voted best global consultancy to the wealth management industry for three consecutive years* and is the 2014 winner of the award for Thought Leadership in the Middle East and Asia*. The firm is a wholly owned subsidiary of McLagan Partners, and Aon Hewitt company.

For more information go to www.scorpiopartnership.com *Wealth Briefing

SEEK• Client research• Advisor research• Market mapping• Company/intermediary research• Brand identity audits

THINK• Product/service development• Business case development• Concept solutions• M&A diligence• Brand identity development

CREATE• Campaign management• Change management• Strategic marketing• M&A implementation• Specialist consulting

SHAPE• Market entry solutions• Media and event solutions• Training and education solutions• Sales and marketing campaigns• Brand identity solutions



68© Scorpio Partnership 2015 | 68

Scorpio Partnership – JM Finn & Co Client/adviser survey 2015

10 Devonshire SquareLondon

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