Cowen Inc, a diversified financial services firm that provides sales, trading and prime brokerage services, announced today that it has signed a definitive agreement with Quarton International AG and affiliated Quarton entities (Quarton International) to acquire the firm.
The acquisition has been approved by Cowen’s board of directors and the shareholders of Quarton International, with the transaction expected to close by January 2, 2019. Quarton International is a global financial advisory company which serves the middle market.
Under the agreement, Cowen will acquire all of Quarton International’s equity interests for upfront consideration of $75 million, the statement said. However, this will be subject to net working capital and other adjustments as outlined in the agreement.
Cowen Will Pay Quarton International $40 Million Based on Performance
If certain performance milestones are achieved by Quarton International, Cowen will pay additional contingent consideration of $40 million. Furthermore, the financial services firm has agreed to create a retention bonus pool for current employees at Quarton International following the acquisition.
Commenting on the acquisition, Jeffrey Solomon, Cowen’s Chief Executive Officer, said: “the combination of Cowen and Quarton International creates a tremendous opportunity for our firms, our teams and especially our clients.”
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“Quarton International’s significant advisory business to the middle market in Europe and the U.S. complements Cowen’s existing merger advisory platform, as well as our breadth and strength in capital markets activities.
“Together, our two companies create a global, cross-border investment banking platform that is not only dedicated to helping our clients consistently outperform, but also provides greater scale and revenue diversification enabling us to achieve our targeted returns on equity on a more sustainable basis.”
For the transaction, Willkie Farr & Gallagher LLP served as legal advisor to Cowen. For Quarton International, Freeman & Co. acted as financial advisor and Debevoise & Plimpton as legal advisor.
In a joint statement, Andre Augier, Chairman and CEO of Quarton International North America, and Andreas Kinsky, European Co-Founding Partner, added: “we are thrilled to be joining forces with Cowen.”
“Its full-service platform of markets and investment banking services provides us with the scale and resources to continue growing our middle-market advisory business and creating outstanding value for the private equity firms and business owners we serve throughout Europe and the U.S. Just as important, Cowen’s entrepreneurial spirit is a natural fit for the strong culture and unique approach we have built at Quarton International. We are all delighted to be joining the outstanding Cowen team.”