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STM Group Acquires Zenith Trust Company

Harriet Davies 12 April 2010

STM Group Acquires Zenith Trust Company

STM Group, the cross-border trust service provider, has acquired Jersey-based Zenith Trust Company for a maximum consideration of up to £5.1 million (around $7.8 million), including £0.7 million of liquid net assets being left within the business.

The maximum consideration of up to £5.1 million is made up of a fixed component of £2.7 million and variable consideration of up to £2.4 million. The payments are to be made in cash, with part of the fixed component on completion and the rest in instalments thereafter, and the variable component dependent on performance.

The financing for the deal was raised through the issuance of £2.2 million of convertible loan notes, as well as operating profits and bank funding, according to STM.

The acquisition fits with the STM’s stated strategy - which is to grow by acquiring and consolidating corporate and trustee service providers in tax-efficient jurisdictions, the firm said in a statement. Since its inception in 2007, it has acquired Fidecs Group, Atlas Group and Parliament Corporate Services, all based in Gibraltar, as well as Channel Islands-based Compagnie Fiduciaire Trustees and St George Financial Services, and Luxembourg-based Citadel Group.

On Zenith’s side, the firm’s offering will be expanded by being part of a group with a presence outside of Jersey, said Michael Russell, the firm’s founder and majority shareholder.

For the year ended 30 June 2009, Zenith delivered an adjusted profit before tax on an as-if basis for known changes post acquisition of approximately £0.6 million, according to STM. Meanwhile, for the year ended 31 December 2009, STM said it had pre-tax profits of £0.7 million.

 

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