Investment Technology Group to Acquire Macgregor for
Approximately $230 Million
NEW YORK and BOSTON, July 13 /PRNewswire-FirstCall/ -- Investment Technology
Group, Inc. ("ITG") (NYSE:ITG), a leading provider of technology- based equity
trading services and transaction research, today announced that it has entered
into a definitive agreement to acquire privately-held Macgregor, a leading
provider of trade order management technology for the global financial
community. The all cash acquisition is valued at approximately $230 million and
will be accretive in the first quarter of 2006.
The combined technologies of ITG and Macgregor will provide clients with a
best-execution order management system that will closely integrate real-time
data, analytics, order management and execution tools into a complete solution
for institutional trading desks. The breadth and depth of the combined product
offering will strongly position ITG and Macgregor to develop multi-asset class
products, to grow internationally, and to attract new customers, including the
growing hedge fund market. The transaction is a continuation of ITG's strategy
of expanding partnerships with its clients by providing them with proprietary,
comprehensive solutions across the trading spectrum.
Macgregor's client base consists of over 100 leading buy side institutions with
approximately $5.5 trillion in assets under management. ITG and Macgregor have
historically partnered by integrating Channel ITG, ITG's algorithmic servers,
and ITG's Transaction Cost Analysis with Macgregor's order management system.
"We are responding to the requests of our customers to seamlessly integrate
execution and order management technologies to create a unique and highly
differentiated 'best-in-class' solution spanning portfolio management,
compliance, execution, operations, analytics and a financial services network,"
said Ray Killian, ITG's Chairman, President, and Chief Executive Officer. "We
recognized the strength of Macgregor's flexible, end-to-end networked platform
and are excited about what this partnership will bring to ITG's clients,
shareholders and employees. This acquisition provides us with a deeper product
set, recurring revenue and continued overall diversification." ITG remains committed to management's philosophy of broker neutrality. ITG is a
trusted partner to many clients and has a long history of providing execution
and transaction cost analysis on a confidential basis. Customers will continue
to have the choice of trading through any broker or venue.
The transaction will be financed with cash and bank debt. The transaction is
expected to close in 60 to 90 days and is subject to customary closing
conditions.
"We are honored to be part of ITG's already world-class solution," said Steven
Levy, President and CEO of Macgregor. "Macgregor and ITG customers will all
benefit significantly from the extensive integration and increased
functionality of ITG's advanced trading products and analytic tools. I look
forward to working closely with Ray and his team with whom we have partnered
successfully for many years." Financial Technology Partners, LLC, and FTP Securities, LLC, served as
exclusive strategic advisors to ITG during this transaction. Wachtell, Lipton,
Rosen, & Katz acted as ITG's outside legal counsel. Bear, Stearns & Co. Inc. served as exclusive strategic advisors to Macgregor during this transaction. Mintz Levin acted as Macgregor's outside legal counsel.
Conference Call ITG has scheduled a conference call and live web cast today at 9:00 AM ET to
discuss the acquisition. Those wishing to listen to the call should dial
1-888-578-6632 at least 10 minutes prior to the start of the call to ensure
connection. For those unable to listen to the live broadcast of the call, a
replay will available for one week by dialing 1-888-203-1112 and entering the
pass code 4012861. A replay will be available for one week on ITG's web site at
http://www.itginc.com/ starting approximately 2 hours after the completion of
the call.
About Macgregor Founded in 1991, Macgregor(R) has set the standard in execution process
technology for the global financial community with the Macgregor XIP(TM) Order
Management Network(TM) (OMN(TM)). XIP combines powerful portfolio management,
compliance, trading and post-trade applications with a fully integrated and
supported financial services IP network. By connecting all internal systems and
external parties involved, XIP enables buy-side firms to execute their
investment decisions with unprecedented speed, accuracy and efficiency
resulting in improved investment performance. For sell-side firms, custodians
and other service providers, XIP provides a unique mechanism for quickly and
efficiently delivering services to our buy-side users' desktops. With offices
in Boston, New York, London and Madrid, Macgregor helps nearly 400 firms
experience the unique efficiencies and power that can only be achieved through
a large, diverse and well-connected community of users. For more information on
Macgregor visit http://www.macgregor.com/.
About ITG Investment Technology Group, Inc. (ITG), is a specialized brokerage firm that
partners with clients globally to provide innovative solutions spanning the
entire trading process. A pioneer in electronic trading, ITG has a unique
approach to trading that combines pre-trade analysis, trade execution, and
post-trade evaluation to provide continuous improvements in trading and cost
efficiency. The firm is headquartered in New York and maintains offices in
North America, Europe and the Asia Pacific regions. For additional information,
visit http://www.itginc.com/.
In addition to historical information, this press release may contain
"forward-looking" statements, as defined in the Private Securities Litigation
Reform Act of 1995, that reflect management's expectations for the future. A
variety of important factors could cause results to differ materially from such
statements. These factors include the company's ability to achieve expected
future levels of sales; the actions of both current and potential new
competitors; rapid changes in technology; financial market volatility; general
economic conditions in the United States and elsewhere; evolving industry
regulation; cash flows into or redemption from equity funds; effects of
inflation; customer trading patterns; new products and services, and matters
relating to the transaction, including without limitation, that the transaction
may be more expensive to complete than anticipated, the integration of
MacGregor's businesses and operations with those of ITG may take longer than
anticipated, may be more costly than anticipated and may have unanticipated
adverse results relating to MacGregor's or ITG's existing businesses,
anticipated cost savings and revenue opportunities anticipated to result from
the transaction may take longer to be realized or may not be achieved in their
entirety, and attrition in employees, key client, partner and supplier
relationships may be greater than expected . These and other risks are
described in greater detail in the company's Annual Report on Form 10-K for the
fiscal year ended December 31, 2004, and other documents filed with the
Securities and Exchange Commission and available on the company's web site.
Investors are cautioned not to place undue reliance on forward-looking
statements, which speak only as of the date of this press release. Except to
the extent required by applicable law or regulation, ITG undertakes no
obligation to update forward-looking statements to reflect events or
circumstances after the date of this press release or to reflect the occurrence
of unanticipated events.
Contacts:
Maureen Murphy Claudine Cornelis
ITG Inc. Financial Dynamics
(212) 444-6323 (212) 850-5665
DATASOURCE: Investment Technology Group, Inc.
CONTACT: Maureen Murphy of ITG Inc., +1-212-444-6323; or Claudine Cornelis of Financial Dynamics, +1-212-850-5665 Web site: http://www.itginc.com/ http://www.macgregor.com/
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