SS&C’s $5.4 billion Acquisition of DST Systems

Credit Suisse and Morgan Stanley acted as financial advisors and Davis Polk & Wardwell acted as legal advisor to SS&C. Credit Suisse and Morgan Stanley have provided fully committed debt financing for the transaction. BofA Merrill Lynch acted as financial advisor and Skadden, Arps, Slate, Meagher & Flom acted as legal advisor to DST.

SS&C Technologies Holdings, Inc. (“SS&C”) (Nasdaq: SSNC), a leading global provider of financial services software and software-enabled services, and DST Systems, Inc. (“DST”) (NYSE: DST), a leading provider of proprietary technology-based information processing and servicing solutions, today announced that the companies have entered into a definitive agreement wherein SS&C will acquire DST. Under the terms of the agreement, SS&C will purchase DST in an all-cash transaction for $84 per share plus assumption of debt, equating to an enterprise value of approximately $5.4 billion.

DST is a global provider of specialized technology, strategic advisory and business operations outsourcing to the financial services and healthcare industries. DST provides solutions through a unique blend of industry knowledge and experience, technological expertise and service excellence to clients across asset management, brokerage, retirement and healthcare. Headquartered in Kansas City, Missouri, with more than 14,400 employees worldwide, DST generated pro forma revenue of $2.3 billion for the 12 months ended September 30, 2017.

The transaction significantly increases SS&C’s scale, with approximately $3.9 billion in combined pro forma revenue and 13,000 clients. Additionally, the transaction expands SS&C’s footprint into the US retirement and wealth management markets and adds 110+ million investor positions across DST’s client base. The combination leverages SS&C’s market leading software platform for institutional and alternative asset managers to drive increased automation and efficiency across wealth management account servicing.

The transaction also represents a continuation of SS&C’s proven strategy of adding talented people and technology through acquisitions. This strategy, combined with its continued investment in its software stack, has created one of the world’s leaders in software enabled services.

The Skadden team includes: M&A partners Eileen Nugent (Picture) and Maxim Mayer-Cesiano, and associate Rachel Arnett; Executive Compensation and Benefits partner Regina Olshan; Tax partner Steven Matays; Antitrust and Competition partner Clifford Aronson; European Union/International Competition partner Giorgio Motta (Brussels); Banking partner Stephanie Teicher; Capital Markets partner Laura Kaufmann Belkhayat; and Investment Management of counsel Patrick Brandt (London) and counsel Anna Rips.

 

Involved fees earner: Eileen Nugent – Skadden Arps Slate Meager & Flom; Maxim Mayer-Cesiano – Skadden Arps Slate Meager & Flom; Rachel Arnett – Skadden Arps Slate Meager & Flom; Regina Olshan – Skadden Arps Slate Meager & Flom; Steven Matays – Skadden Arps Slate Meager & Flom; Clifford Aronson – Skadden Arps Slate Meager & Flom; Giorgio Motta – Skadden Arps Slate Meager & Flom; Stephanie Teicher – Skadden Arps Slate Meager & Flom; Laura Kaufmann Belkhayat – Skadden Arps Slate Meager & Flom; Patrick Brandt – Skadden Arps Slate Meager & Flom; Anna Rips – Skadden Arps Slate Meager & Flom;

Law Firms: Skadden Arps Slate Meager & Flom;

Clients: DST Systems Inc.;