L1 Group (L1G) M&A Announcement summary

Deal rationale and strategic fit

• Merger creates a market-leading, diversified investment platform with A$16.5 billion in funds under management, spanning listed equities and alternative strategies across global client segments.

• Leverages L1 Capital's strong performance track record, innovative product launches, and broadens distribution across institutional, wholesale, high-net-worth, and retail channels.

• Aims to accelerate strategic goals, deliver superior investment performance, expand product offerings, and enhance client solutions for growth.

• Both brands will be retained at the product level, with a new group name and ASX ticker to be announced post-completion.

• Boards unanimously support the merger, viewing it as a catalyst for long-term value creation and turnaround.

Financial terms and conditions

• Platinum will acquire 100% of L1 Capital by issuing new shares; L1 Capital shareholders will own 74% and Platinum shareholders 26% of the merged entity immediately after completion.

• Platinum shareholders receive performance fees on the first 3.5% of absolute returns from L1 Capital's Long Short funds; L1 Capital shareholders retain fees above this threshold.

• Up to 1% of new rights (PTMAA) will be issued to certain L1 Capital employees post-completion.

• L1 founders' equity will be subject to escrow, releasing over four years; 25% for 2 years, 25% for 3 years, and 50% for 4 years.

• Break fees of $3 million are payable by either party under certain circumstances.

Synergies and expected cost savings

• The merger targets $20 million in annual pre-tax cost synergies within 12–18 months post-completion.

• Total run-rate synergies expected to reach 25–30% of the combined cost base (A$134 million), including pre-planned Platinum savings.

• Streamlining operations and integrating middle/back office functions are key drivers.

• Enhanced institutional-grade infrastructure and technology to support growth.

• The transaction is projected to be double-digit EPS accretive in the first year and over 30% accretive in FY27.