Ropes & Gray represented BrightSphere Investment Group, Inc. and Landmark Partners, LLC, while Kirkland & Elis LLP represented Ares on the deal.
Ares Management Corporation (“Ares”) (NYSE: ARES) announced today that a subsidiary of Ares has entered into a definitive agreement with a subsidiary of BrightSphere Investment Group Inc. (NYSE: BSIG) and Landmark Investment Holdings LP to acquire 100% of Landmark Partners, LLC (collectively with its subsidiaries, “Landmark”), one of the largest and most experienced investors in acquiring secondary private fund ownership stakes in the alternative asset management industry. The total transaction is valued at $1.08 billion.
As part of the transaction, Ares will acquire the 60% ownership interest in Landmark held by Brightsphere for $690 million in cash and will acquire the remaining 40% ownership interest in Landmark held by the Landmark management team for $390 million in cash and Ares Operating Group Units.
In addition to acquiring BrightSphere’s equity interest in Landmark, Ares has also agreed to acquire BrightSphere’s co-investments in Landmark funds, which had a book value of approximately $34 million as of December 31, 2020. BrightSphere anticipates total after-tax proceeds from the transaction of approximately $630 million, including proceeds from the sale of co-investments.
BrightSphere is a diversified, global asset management company with approximately $157 billion of assets under management as of December 31, 2020. Through its world-class investment management Affiliates, BrightSphere offers sophisticated investors access to a wide array of leading quantitative and solutions-based, private and public market alternative, and liquid alpha strategies designed to meet a range of risk and return objectives.
Founded in 1989, Landmark is a leading investment manager focused on the secondary markets. Landmark has six offices globally with 150 employees, including over 65 investment and research professionals. Over the course of its 30+ year history, Landmark has invested across over 2,400 partnership interests, driving unique and proprietary transactions through its deeply established relationships with institutional investors, fund sponsors, and market advisors.
Ares Management Corporation (NYSE: ARES) is a leading global alternative investment manager operating integrated groups across Credit, Private Equity, Real Estate and Strategic Initiatives. Ares Management’s investment groups collaborate to deliver innovative investment solutions and consistent, attractive investment returns for fund investors throughout market cycles.
Morgan Stanley & Co LLC acted as financial advisor to BrightSphere. Goldman Sachs & Co. LLC acted as financial advisor to Landmark. RBC Capital Markets, LLC and Credit Suisse Securities (USA) LLC acted as financial advisors to Ares.
The Ropes & Gray team that represented BrightSphere was led by private equity partner Matthew Richards (Chicago) and the Ropes & Gray team that represented Landmark was led by private equity partners Adam Leamon (Boston) and William Mone (Boston). The full Ropes & Gray team included tax partner Amanda Holt (Boston), employment, executive compensation & benefits partner Joshua Lichtenstein (New York), mergers & acquisitions partner William Michener (Boston), and asset management partners David Sullivan (Boston) and Eve Ellis (London).
The Kirkland team advising Ares was led by corporate partner Jonathan Benloulou (Picture) and associates Van Whiting and Aparna Bhattacharya, investment funds partner Sean Hill and associate Dan Neer, tax partners Anne Kim and Devin Heckman, and executive compensation partner Jack Stratton.
Involved fees earner: Jonathan Benloulou – Kirkland & Ellis; Aparna Bhattacharya – Kirkland & Ellis; Devin Heckman – Kirkland & Ellis; Sean Hill – Kirkland & Ellis; Anne Kim – Kirkland & Ellis; Daniel Neer – Kirkland & Ellis; Jack Stratton – Kirkland & Ellis; Van Whiting – Kirkland & Ellis; Eve Ellis – Ropes & Gray; Amanda Holt – Ropes & Gray; Adam Leamon – Ropes & Gray; Joshua Lichtenstein – Ropes & Gray; William Michener – Ropes & Gray; William Mone – Ropes & Gray; Matthew Richards – Ropes & Gray; David Sullivan – Ropes & Gray;