Manning & Napier to go private through acquisition by Callodine Group

Manning & Napier Inc. will go private through an acquisition by Boston-based asset management firm Callodine Group LLC for a purchase price of $12.85 per share, representing a 41% premium above its closing price on March 31.

Callodine is executing the transaction, which is expected to close in the third quarter, in partnership with EAST Asset Management LLC. Following the close, Manning & Napier will become a wholly owned subsidiary of Callodine.

Upon deal completion, Manning & Napier will de-register its shares with the SEC and de-list the stock from the NYSE.

In addition, Callodine will purchase all of the outstanding limited liability company interests in Manning & Napier Group LLC from M&N Holdings LLC, that Manning & Napier does not own at a price of $12.85 per unit.

Executive officers of the Manning & Napier, who collectively represent approximately 10% of the current outstanding voting power, have entered into a support agreement to vote their shares in favor of the transaction.

Manning & Napier CEO Marc Mayer will continue in the role. Moreover, the company's management team, investment philosophy and processes, client-facing teams and stewardship groups are also expected to remain in place, the news release said.

Manning & Napier has a 40-day "go shop" period to initiate, solicit and consider alternative acquisition proposals.

PJT Partners served as financial adviser and Gibson Dunn & Crutcher LLP was legal counsel to Manning & Napier. Its management team was represented by Morgan Lewis & Bockius LLP.

Wells Fargo Securities LLC served as lead financial adviser to Callodine. Aviditi Advisors and MSI Capital Management LLC also served as financial advisers and Sidley Austin LLP was legal counsel to Callodine.