LONDON, Oct. 10, 2017 /PRNewswire/ -- European Wealth Group (EWG) today announces its plan to acquire US-based broker-dealer firm Newbridge Securities Corporation and its affiliate, Newbridge Financial Services Group Inc., a registered investment adviser (together "Newbridge").
- The acquisition is expected to close in late 2017 or early 2018, subject to US FINRA (Financial Industry Regulatory Authority) approval.
- The transaction accelerates EWG's strategy to become a leading diversified and vertically integrated platform on a global scale, providing services such as Financial Planning, Investment Management, Broker-Dealing, and Investment Banking.
- The acquisition will immediately double the assets under management (AUM) of the combined platform to around US$4 billion and provide direct access to every US State (exc. Maine). The US is the largest global wealth management market, worth US$65 trillion.
- The combined platforms will have an enhanced product portfolio and deliver superior client service, allowing the cross-selling of products across global markets to its expanding investor base.
- To reflect the global nature of the business, EWG will rebrand as Kingswood, subject to shareholder approval.
The acquisition signals a clear and differentiated strategic direction for EWG. Newbridge is a pre-eminent national broker-dealer and registered investment adviser platform headquartered in Florida. The business has a nationwide network of over 220 professional advisors and associates, over 12,000 clients and approximately US$1.7 billion AUM. It is licensed to operate across every State in the US (apart from Maine).
In the year ended 31 December 2016, Newbridge reported full year revenue of US$28.0 million and profit before tax of US$(0.5) million. As at 31 December 2016, Newbridge had net cash of US$0.7 million and total gross assets of US$2.5 million. Newbridge has actively grown adviser personnel over the last 12 months and the resultant revenue growth, coupled with cost eliminations that will be derived under the Company's ownership model, should deliver significant benefits to European Wealth post-closing.
Newbridge has a strong national footprint with representatives in 46 offices across the US, including a strong presence in key financial centres, such as New York, with ambitions to explore business opportunities in other key markets, including California, Virginia and New Jersey, which EWG will support.
The AUM of the combined platform will be around US$4 billion, with 20,000 clients, providing EWG with an excellent base to grow and distribute new and existing products across new markets and client groups.
Funding for the Newbridge acquisition along with on-going working capital needs will be met by a Convertible Loan underwritten by KPI (Nominees) Limited, a significant EWG shareholder. Participation in the Convertible Loan is to be offered to all EWG shareholders pari passu with their current shareholdings. This option will be available for 21 days from signing the convertible loan facility.
Shareholders who are interested in taking up their entitlement in the Convertible Loan should send their interest by email to firstname.lastname@example.org.
EWG is accelerating its strategy to become a leading diversified global financial services platform with its proposed acquisition of US-based national broker-dealer and registered investment adviser Newbridge.
Commenting on the proposed acquisition, EWG CEO Marianne Ismail said:
"We are ambitious to grow both organically and dynamically by acquisition. This is our first key step to deliver a profitable and differentiated strategy in the financial services arena. We anticipate following this deal with further exciting accretive acquisitions in the future, strengthening our position in major international markets, product offering and AUM.
"Newbridge presents a unique opportunity to invest in an established, well-positioned and nationally represented company. It significantly increases our global footprint by gaining immediate access to the largest wealth management market in the world, which we intend to build and scale substantially.
"The acquisition will empower EWG to diversify and grow its earning base, international position and influence to attract more clients, cross-sell products and significantly increase our AUM."
Following the closing of this transaction, there will be no change in the US management team, and the business will continue to be managed by Leonard Sokolow, who will assume the role of CEO of the Newbridge business, and Thomas Casolaro, who will serve as its President.
Commenting on the proposed acquisition, Leonard Sokolow and Thomas Casolaro stated:
"We believe that the proposed combination of our two businesses represents an exciting opportunity to grow a truly global business, focused on delivering innovative products to our clients. EWG benefits from supportive shareholders and, with their backing, we can aim to rapidly build our product offering and global footprint, and ultimately, enhance our returns to shareholders."
Building a global distribution platform
EWG will seek to build on recent acquisitions and will leverage operational efficiencies to become a leading diversified, vertically integrated financial services platform on a global scale. It will be active across a broad range of financial services, encompassing Financial Planning, Investment Management, Broker-Dealing and Investment Banking. EWG intends to be represented across all major global markets in Asia, Australia, South Africa, Europe, Middle East, North America and South America.
Enhanced product portfolio
EWG currently offers access to superior equity and fixed income strategies, and a dedicated dealing service for clients. These offerings will be upscaled for existing and new clients, while the Newbridge acquisition presents a unique and exciting opportunity to further extend this product offering and differentiate the EWG platform by developing attractive new propositions for investors throughout the financial services value chain. It will leverage Newbridge's existing product expertise and the combined platforms' product portfolio to benefit retail, wholesale and institutional clients.
A further key differentiation of the combined platforms will be to bring quality institutional product lines to retail, HNW and UHNW investors. To deliver alternative programmes globally, EWG will create an Alternative Product division, offering investment opportunities in key strategies, including real estate, infrastructure, credit, private equity, hedge funds, structured products, and liquid alternatives.
In partnership with asset managers globally, each with superior track records, EWG will deliver traditional and alternative investment strategies which meet the objectives of its global retail and institutional investors, including sovereign wealth funds, pension funds, foundations and insurance companies.
It will support this extended product range with the recruitment of a best in class institutional sales team.
Increased scale and efficiency to deliver superior client services to new and existing clients
The enlarged platform will deliver significant operational synergies, leveraging its global distribution power to retail and institutional investors, while providing regulatory efficiencies across the Group. It will benefit from economies of scale through integrated product development and technical support.
This, in turn, will allow the platform to focus on enhancing its service and product offering.
A new name for a new leader in financial services, Kingswood
As part of its enhanced global strategy, EWG intends to change its name, subject to shareholder approval, to Kingswood, under which every activity will be branded. The enlarged platform is committed to delivering the best products, solutions and technology that will provide people and businesses with highly attractive investment management, investment banking, financial planning, and broker-dealer services.
The enlarged platform's shared values, people, expertise and vision will further strengthen its world class leadership and capabilities in wealth management services.
New Board appointments to support the strategy
The board of EWG in the UK will be strengthened imminently by the addition of Gary Wilder, Jonathan Massing and Darryl Kaplan, CEO of Astoria Investments Ltd.
The board of the US holding company will comprise Gary Wilder, Jonathan Massing, Patrick Goulding and Marianne Ismail.
This board, together with EWG's Board, will provide the necessary strength, skillset, vision and strategic direction for the combined platforms and their ambitious growth plans.
Appendix – Biographies
Thomas Casolaro has been the CEO of Newbridge Securities Corporation ("Newbridge") since 2010. Before that, Mr. Casolaro held various positions with Newbridge, including Financial Advisor, Branch Manager, Regional Manager and National Sales Manager. Mr Casolaro has been responsible for running the day to day operations at Newbridge, as well as being responsible for recruiting many of its quality advisors. His broad background in the industry, which includes more than 28 years of experience in retail brokerage, makes him uniquely qualified to be Newbridge's CEO.
Patrick Goulding is a senior international executive with proven success over 25 years in strategic, financial and operational roles in the US, Europe and Asia-Pacific across all aspects of alternative investments, including real estate. His career spans some of the major global real estate platforms – Morgan Stanley, Lend Lease, Clarion Partners (formerly ING Real Estate) & Schroders. His most recent role was CFO of Global Net Lease, a US$2.5 billion real estate fund listed on NYSE with investments across US and Europe.
Marianne Ismail is CEO of European Wealth. She was originally appointed non-executive director of European Wealth in November 2015 and was appointed CEO in September 2017. Marianne brings a proven and impressive track record for building and growing profitable, pan-national wealth management and private banking companies. Her previous career included 12 years at Morgan Stanley where she was a Managing Director in the asset management, private equity and wealth management divisions. She was also Head of Private Banking for Standard Chartered in EMEA and Latin America. Prior to this, Marianne was CEO of Global Wealth Management for Citigroup London, with responsibility for US$50 billion AUM and 1,000 employees.
Jonathan Massing, a chartered accountant, founded a City-based advisory firm Kingswood in 1993. Kingswood specialises in corporate finance and professional services for private entrepreneurial businesses and smaller companies.
Jonathan currently serves as Kingswood's managing partner with a strong expertise in commercial and corporate finance advisory, buyouts, venture capital, shareholder dispute advisory, and private businesses valuation. He also acts as an independent financial expert.
Jonathan has extensive experience in the sale and acquisition of private companies. He also provides advice on debt structures and working capital facilities.
In 1998 he set up Kingswood Investment Partners Limited as a private equity investor. He is also a founder of Kingswood Property Finance Limited Partnership.
Leonard Sokolow is a seasoned executive with over 35 years managing, directing and supervising various aspects of multi-national public and private companies specifically with respect to strategic planning, corporate development, corporate finance, mergers, acquisitions, divestitures, operations and administration including the development of international sales, marketing, manufacturing and distribution throughout the U.S., Canada, Mexico, Europe, Latin America and Asia. His focus for almost 20 years has been on the financial services industry where he has been active in acquiring, merging, managing, directing and supervising all aspects of a full service financial services firm including multiple FINRA member broker dealer subsidiary firms, licensed SEC registered investment advisory (RIA) firms and insurance firms with full service retail brokerage, market making and institutional sales including the sale of alternative investments.
For the past three years Mr Sokolow has been the CEO & President of Newbridge Financial, Inc. financial services holding company and Chairman of Newbridge Securities, Inc., its full-service broker dealer subsidiary. Prior to Newbridge, he was the Chairman of the Board of Directors and CEO of vFinance, Inc., a publicly traded financial services company (OTCBB: VFIN), which he cofounded, which he then merged into National Holdings Corporation, when he became President of National Holdings Corporation and its Vice Chairman (NasdaqCM: NHLD), also a publicly traded financial services company.
Gary Wilder has over 30 years' experience of real estate investment, structured finance and private equity in Europe and Asia and has been involved in all phases of the investment process including equity capital raising, fund structuring, debt financing, property acquisitions, asset management and sales. He has built up an extensive network of deep relationships with key players, advisors, brokers, consultants, investment banks and analysts.
He co-founded Moor Park in 2006, which today has a team of 34 employees and consultants and offices in London and Hamburg. Prior to founding Moor Park, Gary was a Managing Partner and Co-Head of European Funds Group within Nomura, a team he created following his role as Head of Nomura's Real Estate Principal Finance Group. He was also a member of Nomura's Global Fixed Income Committee. Between 1999 and 2002, he was Partner & Managing Director at Credit Suisse First Boston responsible for its European Real Estate
Investment Banking business. In the period 1992-1999, Gary was a Managing Director at Bankers Trust (now Deutsche Bank) in the Real Estate Group.
He is also a founder partner of Kingswood Property Finance Limited Partnership, and alongside his partner Jonathan Massing has undertaken a range of long term private equity investments and financial transactions.
Gary graduated in 1983 with a Bachelor of Science degree (Honours) from Cass Business School (University of London) and qualified in 1985 as a Chartered Accountant with Arthur Andersen in London where he specialised in International Taxation. Gary is authorised and regulated by the FCA.
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