Pzena Investment Management, Inc. (NYSE: PZN) (“PZN”) announced that it has entered into an agreement to become a private company through a transaction in which holders of PZN Class A common stock will receive $9.60 per share in cash, as detailed in the press release issued by the company.
Under the terms of the definitive agreement, PZN will merge with and into a newly formed subsidiary of its operating company, Pzena Investment Management, LLC (“PIM”), in an all-cash transaction that implies an enterprise value for PZN of approximately $795 million. The $9.60 per share price represents a premium of 49% to PZN’s closing stock price on July 26, 2022, and a premium of approximately 46% over the 90-calendar day volume weighted average price.
Upon completion of the transaction, Pzena Investment Management will be a privately held company owned by the existing partners of PIM. All of Pzena Investment Management’s leadership and investment professionals are anticipated to remain in place and will retain substantially all of their equity interest in the business.
Milbank LLP is advising Pzena Investment Management, LLC on the transaction with a deal team led by Corporate partner Scott Golenbock with special counsel Evelyn Liritis, and associates Frank Pensabene and Yuman Xu; Tax partner Russell Kestenbaum and associate Archan Hazra; Executive Compensation and Corporate Governance partner Mike Shah with special counsel James Beebe; Capital Markets partner Antonio Diaz-Albertini with associate Christina Chaplygina and Alternative Investments partner Catherine Leef Martin.
