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| FII > SEC Filings for FII > Form 8-K on 2-Dec-2008 | All Recent SEC Filings |
2-Dec-2008
Entry into a Material Definitive Agreement, Completion of Acquisitio
On December 1, 2008 Federated Investors, Inc., (Federated) and Clover Capital Management, Inc. (Clover Capital) amended the terms of its definitive agreement dated September 12, 2008. The primary objective of the amendment is to adjust the initial purchase price and subsequent contingent payments.
On December 1, 2008 Federated completed the acquisition of Clover Capital, a Rochester, N.Y.-based investment manager that specializes in value investing and manages $2.1 billion in assets. The acquisition was consummated pursuant to the terms of a definitive agreement between Federated and Clover Capital dated September 12, 2008 as amended December 1, 2008.
The transaction includes an initial cash purchase payment of approximately $30 million, and a series of contingent payments totaling as much as $56 million over the next five years based on growth. Various assets, primarily intangible assets, will be recorded upon completion of the independent appraiser's valuation. Both Federated and Clover Capital have made customary representations, warranties and covenants in the agreement. In addition, certain covenants relating to non-competition and non-solicitation were made by Clover Capital and certain key employees. Attached herewith as Exhibit 99.1 is a press release issued by Federated with additional details concerning this transaction.
(b) Pro Forma Financial Information.
The information required by this item is not being furnished herewith, but will be furnished with the Securities and Exchange Commission via amendment as soon as practicable, but not later than 71 calendar days after the date on which this Current Report on Form 8-K dated December 2, 2008 was filed.
(d) Exhibits.
Exhibit 99.1 - Press release issued by Federated Investors, Inc. dated December 2, 2008
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