Value of Principal Investments Portfolio to be Realized Over Time and Primarily Returned to Shareholders Via Share Repurchases and Dividends
Oct. 28, 2009 (PR Newswire) -- NEW YORK, Oct. 28 /PRNewswire-FirstCall/ -- Greenhill & Co., Inc. ("Greenhill") (NYSE: GHL) today announced a plan to focus entirely on its client advisory business following an agreement to sell the right to launch successor funds to its three merchant banking funds and thereby transition out of merchant banking activities over time. The key elements of the sale agreement and related plans are as follows:
-- The sale price will be $25 million, payable principally in Greenhill
common stock, which will be retired. The purchaser will be an entity
formed by Robert H. Niehaus, Chairman of Greenhill Capital Partners.
Completion of the transaction is expected to occur in the current
quarter.
-- Existing funds will continue to be managed by Greenhill through Mr.
Niehaus and other current personnel, all of whom are expected to remain
Greenhill employees until transitioned at a later date to the purchasing
entity. Following the transition of Mr. Niehaus and other employees to
the new entity, Mr. Niehaus will remain a Senior Advisor to the Firm.
-- Greenhill will retain its portfolio of Principal Investments, which had
a fair market value of $178.5 million as of September 30, 2009, and will
work along with the relevant fund investment teams to maximize the value
thereof over a number of years. The Firm intends to use the proceeds of
the portfolio, as and when realized, to fund share repurchases and
dividends as well as to reduce its modest outstanding debt. Greenhill
will make a modest commitment (which will not be charged fees or a
profit override) to two successor funds planned by the purchasing
entity, and it will own a modest portion of the profit override (or
carried interest) in existing funds as well as the two successor funds.
-- Greenhill's fund placement advisory group will remain as part of
Greenhill's ongoing advisory business and will act as placement agent
for the purchasing entity in raising the two planned funds, on customary
fee arrangements. Greenhill may also perform other client advisory
services for the new entity and its fund portfolio companies from time
to time.
"Since inception, Greenhill's main business has always been providing advice to large corporate and institutional clients on important matters, and we have always been much more narrowly focused on that business than any of our significant competitors.