Apex submits superior bid for Mainstream Group

On April 30, 2021, the Board of Mainstream determined Apex’s offer of AUD$2.55 cash per share by way of a scheme of arrangement to be a Superior Proposal. Mainstream has notified SS&C, and given them until Thursday, 6 May 2021 to match, or offer more favourable terms, as detailed in the Scheme Implementation Deed with SS&C.

Mainstream currently serves more than 176,000 investors and greater than 1,300 funds with funds under administration in excess of AUD $272 billion. In addition to its leadership position in Australia, Mainstream brings a highly regarded, fast-growing private equity and venture capital administration business in the USA and meaningful European business to Apex. Apex’s proposed acquisition of Mainstream would provide clients with access to the Group’s international presence including the potential to access new markets through its globally connected operating model across 45 offices, supported by 4,000 employees. In addition, Mainstream clients would benefit from Apex’s product breadth, including fund administration and related solutions in every major geography and asset class, European custody and banking services, and a pioneering ESG Rating & Advisory offering.

This latest M&A move for the Group follows a series of strategic acquisitions in recent years that have propelled Apex from a leading regional fund administrator to a global financial solutions provider servicing in excess of $1 trillion in assets. Apex has successfully integrated all acquisitions, with limited disruption to, and high retention of, clients and staff of the acquired businesses.

This acquisition would complement Apex’s existing presence in Australia, where it has operated for over a decade, with offices in both Melbourne and Sydney, with over 60 employees. Apex’s existing Australia business offers specialist financial solutions via investor services, private equity, hedge fund and corporate services teams. In addition, Apex’s Australia-based clients benefit from a connected network of 9 offices across the APAC region, employing over 900 employees. As part of the acquisition, Apex intends to retain Mainstream’s management team and employees to further strengthen its existing talent in the region.

Apex operates in all locations Mainstream is located: Australia, USA, Singapore, Hong Kong, Ireland, Malta, Isle of Man and Cayman Islands. The complementary addition of Mainstream would further strengthen Apex’s growing market position in the Americas region, where it now has 14 offices and over 500 employees, who will soon be joined by an additional 75 employees upon final close of the acquisition of Brazilian fund administrator, Banco Modal.

Peter Hughes, Founder and CEO of Apex Group comments: “We have long been impressed by the Mainstream business and management team, and strongly believe that Apex would offer a highly attractive platform to support the company through its next stage of growth. Mainstream would be a highly strategic and complementary addition to the Apex Group, which has developed into a unique and differentiated provider, delivering an unrivalled breadth and depth of services to our clients. At Apex, we are committed to continually enhancing our single-source model, and this acquisition would expand our ability to support new and existing clients across all aspects of their business - no matter where they are in the world.”

Apex is being advised by Macquarie Capital as financial adviser and Herbert Smith Freehills as legal adviser.