TORONTO, Dec. 06, 2019 (GLOBE NEWSWIRE) -- Alignvest Management Corporation (“AMC”), Alignvest Partners Master Fund LP (“APMF”), Alignvest Partners Fund LP (“APF”) and Alignvest II LP (the “Sponsor”) (collectively “Alignvest”) today announce their ownership in Sagicor Financial Company Ltd. (formerly Alignvest Acquisition II Corporation) (“NewSagicor” or the “Corporation”), following the completion of the qualifying acquisition of the Corporation under which the Corporation acquired all of the shares of Sagicor Financial Corporation Limited (“Sagicor”) by way of an Ontario court approved plan of arrangement and a Bermuda court approved scheme of arrangement (the “Arrangement”).
Alignvest has been working closely with the Sagicor management team for over two years. Sagicor is the leading life insurance company in the Caribbean, with a growing presence in the United States. The company has a highly credible management team; a record of delivering strong book value and net income growth; greater than 50%+ market shares in its core markets; a prudent history of provisioning for reserves; and a consistently attractive return on equity. As a result, Sagicor has been able to increase its net income from $2 million in 1990 to a projected $85 million for 2020 and has grown assets from $154 million to over $7 billion over that same period.
Alignvest has raised approximately US$500 million, of which more than US$450 million will be retained on New Sagicor’s balance sheet to fund its growth plan. Sagicor shareholders representing 96% of the company’s pre-transaction shareholding have chosen to roll their equity into New Sagicor. Alignvest co-investors include HG Vora Capital Management LLC (“HG Vora”) and the principals of Highgate Hotels, two large and sophisticated New York-based asset management firms. Alignvest, Highgate and HG Vora have been working closely together to close this transaction and are each expected to play a meaningful role on the Board of Directors of New Sagicor.
Reza Satchu, Managing Partner of Alignvest, stated, “When we began the process of seeking a qualifying acquisition, we were searching for a company with a strong and growing core business, an exceptional management team, attractive proprietary growth opportunities, and a way for Alignvest to add value. We are pleased to be able to say that Sagicor has exceeded our expectations along each of those dimensions.”
The Sponsor, APMF, and APF acquired, in aggregate, 10,331,067 warrants of the Corporation (“Warrants”), 6,165,243 Class B shares of the Corporation (“Class B Shares”) and 3,707,500 common shares of the Corporation (“Common Shares”) at a subscription price of $10.00 per share (or $37,075,000 in total) pursuant to the previously disclosed forward purchase agreements (the “Forward Purchase Agreements”) and private placement (the “Private Placement”) of the Corporation that were completed in connection with the completion of the Arrangement. The Class B Shares were converted to Common Shares under the Arrangement. In aggregate, such shares represent approximately 6.7% of the issued and outstanding Common Shares. Following the Arrangement, each Warrant is exercisable to acquire one (1) Common Share. APMF, APF and the Sponsor are managed by AMC, and, accordingly, AMC may be considered to have beneficial ownership or control or direction over the Common Shares and Warrants owned by APMF, APF and the Sponsor. The Sponsor, APMF, and APF acquired the Common Shares and Warrants under the Private Placement and Forward Purchase Agreements for investment purposes. Each of the Sponsor, APMF, APF and AMC may acquire further Common Shares or Warrants or dispose of their holdings of Common Shares or Warrants, both as investment conditions warrant.
Prior to the consummation of the Forward Purchase Agreements and completion of the Private Placement and the Arrangement, AMC, APMF, APF, and the Sponsor collectively held no Common Shares, 10,261,626 Class B Shares (representing 19.3% of the issued and outstanding shares of the Corporation), and 9,812,400 Warrants (representing 31.5% of the issued and outstanding Warrants of the Corporation). Following the consummation of the Forward Purchase Agreements and completion of the Private Placement and the Arrangement, the Sponsor owns 6,477,901 Common Shares (representing approximately 4.4% of the issued and outstanding Common Shares), and 9,495,234 Warrants (representing 27.3% of the issued and outstanding Warrants of the Corporation); APMF owns 3,386,632 Common Shares (representing 2.3% of the issued and outstanding Common Shares), and 833,333 Warrants (representing 2.4% of the issued and outstanding Warrants of the Corporation); APF owns 8,210 Common Shares (representing approximately 0.01% of the issued and outstanding Common Shares), and 2,500 Warrants (representing 0.01% of the issued and outstanding Warrants of the Corporation); and AMC owns no Common Shares, and no Warrants. Collectively, the Sponsor, APMF, APF and AMC’s ownership of Common Shares represents approximately 6.7% of the issued and outstanding Common Shares, and 29.7% of the issued and outstanding Warrants.
All of the calculations of percentages of issued and outstanding Common Shares in this press release are calculated on the basis of the issued and outstanding Common Shares on a non-diluted basis.
The Common Shares and Warrants of the Corporation will be listed on the TSX under the symbols “SFC” and “SFC.WT”, respectively. The Corporation’s head office is located at Cecil F De Caires Building Wildey, St. Michael Barbados.
About Alignvest Management Corporation
Alignvest Management Corporation is a leading alternative investment management firm that seeks to deliver superior risk-adjusted returns for its clients, which include pension plans, foundations, and ultra-high net worth family offices, by identifying and exploiting market discontinuities, and by attracting the very best talent to build industry-leading investment platforms. The partners of the firm have a strong combination of investment and operational expertise, having created and managed numerous successful operating businesses, and having built and led large, highly profitable businesses within global financial and consulting firms.
Alignvest Management Corporation was formed in 2011 and has raised equity and investment capital from a number of private family offices and institutions. Alignvest Management Corporation’s founding partners have committed to invest over $230 million of their personal capital into funds managed by Alignvest Management Corporation, on a fully discretionary basis, with the capital subject to full recyclability. Alignvest Management Corporation believes that this long term, discretionary, and aligned pool of capital provides the firm with a strong and differentiated foundation.
Alignvest Management Corporation is organized under the laws of Ontario, with its head office located at 100 King Street West, 70th Floor, Suite 7050, Toronto, Ontario, Canada, M5X 1C7 and an additional office in London, UK.
Visit Alignvest Management Corporation at www.alignvest.com.
Certain information contained in this news release may be forward-looking statements within the meaning of Canadian securities laws. Forward-looking statements are often, but not always identified by the use of words such as "expect", "anticipate", "believe", "foresee", "could", "estimate", "goal", "intend", "plan", "seek", "will", "may" and "should" and similar expressions or words suggesting future outcomes. This news release includes forward-looking information and statements pertaining to, among other things, potential future acquisitions or dispositions of securities of the Corporation by AMC, APMF, APF or the Sponsor. Numerous risks and uncertainties could cause the actual events and results to differ materially from the estimates, beliefs and assumptions expressed or implied in the forward-looking statements.
FOR FURTHER INFORMATION AND TO OBTAIN A COPY OF THE EARLY WARNING REPORT PLEASE CONTACT:
Alignvest Partners Master Fund LP, Alignvest Partners Fund LP, Alignvest II LP, and Alignvest Management Corporation
Chief Financial Officer
(416) 360-8248 or firstname.lastname@example.org
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