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GAM Holding AG's Rights Offering: A Deep Dive into Take-up Rates and Strategic Initiatives

Wesley ParkWednesday, Nov 13, 2024 11:59 am ET
4min read
GAM Holding AG, a Swiss-based independent investment manager, recently announced the results of its rights offering, with a 42% take-up rate and a significant backstop commitment from Rock Investment SAS. This article delves into the factors influencing the subscription rights exercise, the role of Rock's majority stake, and the potential implications for GAM's future.

GAM's strategic initiatives, such as diversifying into new investment product areas and building wealth management offerings, likely played a crucial role in the 42% take-up rate. By expanding its product range and wealth management services, GAM attracted more investors, increasing demand for its shares. Rock Investment SAS, a group company of GAM's anchor shareholder, exercised its full pro-rata allocation, demonstrating confidence in GAM's strategic direction. The successful rights offering raised approximately CHF 98.2 million, which will be used to repay outstanding loans and fund general corporate purposes.

Rock Investment SAS's backstop commitment and indirect participation significantly contributed to the 42% take-up rate. Rock's commitment to purchase all remaining shares not validly exercised by existing shareholders, up to CHF 100 million, provided a safety net for the offering. Additionally, Rock's indirect participation through its majority-controlled subsidiary Newgame SA led to a full pro-rata allocation of newly issued shares, further boosting the take-up rate. As a result of these factors, Rock's direct and indirect shareholding rose to 774,332,093 shares, representing 73% of GAM's issued share capital after settlement of the rights issue.



Market conditions and investor sentiment towards GAM played a significant role in the subscription rights exercise. Despite GAM's anchor shareholder, NJJ Holding, providing a backstop commitment of up to CHF 100 million, only 42% of the subscription rights were validly exercised. This low uptake suggests that investors were cautious about GAM's prospects, possibly due to concerns about its financial performance and the broader economic climate. The remaining 58% of the Offered Shares were allocated to and purchased by Rock Investment SAS, a group company of NJJ Holding, indicating that the anchor shareholder stepped in to support the capital raise. This intervention may have been necessary due to investors' wariness about GAM's future prospects.

GAM's updated strategy, announced in December 2023, focused on sustainable growth and profitability, supported by anchor shareholder NJJ Holding. This strategy, along with the expected financial results for 2023, likely encouraged shareholders to participate in the rights offering. GAM expected an underlying loss before tax of CHF 45-50 million and an IFRS net loss after tax of CHF 105-110 million for 2023, reflecting its commitment to reducing complexity and enhancing investment management capabilities. The expected net proceeds of approximately CHF 98.2 million from the capital increase, to be used for repaying Rock's loan facility and general corporate purposes, further boosted shareholder confidence.

Rock's majority stake in GAM, rising to 73% after the rights offering, significantly influences the company's decision-making process and strategic initiatives. Rock's backstop commitment of up to CHF 100 million demonstrates its confidence in GAM's future prospects. With Rock as the anchor shareholder, GAM can expect increased alignment in strategic objectives, potentially leading to more aggressive growth strategies and a higher focus on shareholder value. However, this concentration of power may also raise concerns about potential conflicts of interest and the independence of GAM's board.

In conclusion, GAM Holding AG's rights offering highlights the importance of strategic initiatives, market conditions, and investor sentiment in driving subscription rates. Rock Investment SAS's significant ownership and backstop commitment played a crucial role in the offering's success. As GAM moves forward, it must address potential conflicts of interest and maintain its independence to ensure long-term success.
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