LOS ANGELES--(BUSINESS WIRE)--Jan. 31, 2003--Moving to furtherexpand and diversify its asset management business, City NationalCorporation (NYSE:CYN), today announced that it has entered into adefinitive agreement to acquire Convergent Capital Management LLC(CCM), a privately held Chicago-based company, and substantially allof its asset management holdings, including its majority ownershipinterests in eight asset management firms and minority interests intwo additional firms. Combined, these 10 firms manage assets of $6.5billion.
The purchase price is $49 million, comprised of cash and theassumption of approximately $7.5 million of debt, and is subject toclosing adjustments. The acquisition is expected to be neutral to CityNational's net income in the first year, and accretive to net incomethereafter.
On a pro-forma basis, the transaction is expected to nearly doubleCity National's assets under management to $13.9 billion, and increaseassets under management and administration to $26 billion. Thetransaction is also expected to increase City National's pro-formaratio of noninterest income to total revenue from 22 percent to 25percent.
"The acquisition of CCM, which has assembled a strong group offirms and investment professionals over eight years, gives us theability to accelerate the pace at which we take the next several stepsin our long-established program to acquire outstanding external assetmanagement firms," said Russell Goldsmith, Chief Executive Officer ofCity National. "This strategy is designed to achieve the twinobjectives of enhancing wealth management capabilities for our clientsand further diversifying and growing noninterest revenue. CCM'sexcellent management team and proven platform for managing investmentaffiliates will enhance City National's ability to manage - andexpand - our diversified, external asset management interests as wemove forward for the long term."
As a result of the transaction, City National will acquireinterests in two distinct but related types of asset managementbusinesses. Six of the firms are investment counselors with a primaryfocus on affluent individuals, while the other four firms are assetmanagers that primarily serve the institutional market.
Four of the CCM firms are located in California, and the remainingsix are in Illinois, Michigan, Texas and Hawaii. CCM will remainheadquartered in Chicago. It will be headed by Richard H. Adler, CCM'sPresident and Chief Executive Officer, who will report to VernonKozlen, City National's Executive Vice President and Director of AssetManagement Development.
"CCM's affiliate managers are successful entrepreneurs andinvestment professionals who are focused on relationships andlong-term investment performance," said Mr. Adler. "These firms willcontinue to operate independently, and their clients will benefit fromthe enhanced strength, stability and expertise that City National canprovide. In eight years, we have built a strong platform, andassembled an impressive family of asset management firms. CCM grewrevenue at a compound annual rate of 19 percent from 1997 to 2002.Through our new relationship with City National, we believe CCM ispoised to create even greater value in the future."
"CCM adds a variety of wealth management investment strategies,products and styles, as well as geographic diversity and talentedmanagers to our business," said Mr. Kozlen. "In addition, CCM'sdiversified asset mix of approximately 55 percent in equity and 45percent in fixed income and liquidity investments should enhance CityNational's investment management revenue. Furthermore, we've enteredinto long-term employment contracts with the CCM management team thatare designed to help maintain continuity for CCM and its affiliatesand build upon its track record of successful growth. As a part of theplan, the principals who continue to build the CCM affiliates willretain their pre-existing equity stakes in these businesses."
CCM is the third acquisition made by City National to expand itswealth management businesses. In 1998, the bank purchased NorthAmerican Trust Company, and in 2000 it acquired the asset managementfirm of Reed, Conner & Birdwell.
The transaction involving CCM is expected to close in the secondquarter of 2003. It is subject to regulatory and other approvals.
Berkshire Capital Corporation acted as financial advisor to CityNational, and Merrill Lynch & Co., Inc. and McDonald Investments Inc.acted as financial advisors to CCM.
About City National
City National Corporation (NYSE:CYN) is a financial servicescompany with $11.9 billion in total assets. Its wholly ownedsubsidiary, City National Bank, is the second largest independent bankheadquartered in California. As California's Premier Private andBusiness Bank(SM), City National provides banking, investment andtrust services through 55 offices, including 11 full-service regionalcenters, in Southern California, the San Francisco Bay Area and NewYork City. The company has $19.5 billion in investment and trustassets under management or administration.
For more information about City National, visit the company's Website at www.cnb.com.
About Convergent Capital Management
CCM was formed in 1994 to invest in money management firms and hassuccessfully grown to be an organization with 12 affiliates possessingmore than $18 billion in assets under management and administration.CCM has achieved this status by (1) structuring creative transactionsthat incorporate continuing affiliate management equity ownership, and(2) delivering demonstrated value to each affiliate after theinvestment.
For more information about CCM, visit the company's Web site atwww.convergentcapital.com.NOTE:To hear highlights of the transaction in a pre-recordedmessage from City National's Chief Executive Officer RussellGoldsmith, dial 800/642-1687, followed by the passcode 8101154. Themessage will be available for two weeks.
Except for historical information, all other information in thisnews release consists of forward-looking statements within the meaningof the Private Securities Litigation Reform Act of 1995. Theseforward-looking statements include, but are not limited to, (i)statements about the benefits of the acquisition, including futurefinancial and operating results, cost savings, enhancements to revenueand accretion to reported earnings that may be realized from theacquisition; (ii) statements about City National's plans, objectives,expectations and intentions and other statements that are nothistorical facts; and (iii) other statements identified by words suchas "expects," "anticipates," "intends," "plans," "believes," "seeks,""estimates" or words of similar meaning. These forward-lookingstatements are based upon the current beliefs and expectations of CityNational's management and are inherently subject to significantbusiness, economic and competitive uncertainties and contingencies,many of which are beyond our control. In addition, theseforward-looking statements are subject to assumptions with respect tofuture business strategies and decisions that are subject to change.There are a variety of conditions and risk factors that could causeactual results to differ materially from those expressed in theforward-looking statements and are discussed in City National'sreports (such as Annual Reports on Form 10-K, Quarterly Reports onForm 10-Q and Current Reports on Form 8-K) filed with the Securitiesand Exchange Commission and available at the SEC's Internet site athttp://www.sec.gov. All written and oral forward-looking statementscontained in this news release concerning the proposed transaction orother matters attributable to City National, or any person acting ontheir behalf are expressly qualified in their entirety by thecautionary statements above. City National does not undertake anyobligation to update any forward-looking statement to reflectcircumstances or events that occur after the date the forward-lookingstatements are made.
CONTACT:City National CorporationFrank Pekny (Investor Contact), 310/888-6700Frank.firstname.lastname@example.orgCary Walker (Media Contact), 213/833-4715Cary.email@example.comAbernathy MacGregor GroupIan Campbell (Investor Contact), 213/630-6550Idc@abmac.com