Victory Capital announced today a definitive agreement to acquire 100% of independent, privately owned asset manager First Eagle Investments, which had approximately $222 billion in assets under management as of July 31, in a deal valued at about $7 billion.
Victory Capital is buying First Eagle Investment Management LLC from Genstar Capital and First Eagle employees. The combined company is expected to have approximately $571 billion in total client assets, Victory Capital stated in the announcement.
The deal comes five months after Janus Henderson rejected Victory Capital’s acquisition proposal and was acquired instead by Trian and General Catalyst.
David Brown, chair and CEO of Victory Capital Holdings Inc., called the First Eagle deal the next chapter in the firm’s evolution.
“First Eagle is a premier global asset manager, with a diversified product lineup spanning global multi-asset, equities, fixed income, and a scaled alternatives platform that includes CLOs and alternative credit,” he said in a statement. “It brings positive net flows in each of the last three years and year to date.”
First Eagle will operate on Victory Capital’s platform while retaining its brand, investment autonomy and its existing investment processes—the same model Victory Capital has used in prior acquisitions. Brown will continue as CEO and board chair.
In the statement, Brown called First Eagle’s investment capabilities “highly complementary to our own,” adding that the “transaction enriches Victory Capital’s talent pool, gives us additional scale to invest even more in our overall platform, and amplifies our distribution depth and breadth in the U.S., as well as outside the U.S. through our strategic partnership with Amundi.”
First Eagle’s $41 billion collateralized loan obligation and alternative credit platform will be the combined company’s alternative investments platform following the closing, according to the announcement.
“I believe this transaction is a very positive development for First Eagle and, most importantly, for our clients,” said Mehdi Mahmud, First Eagle’s president and CEO, in a statement. “First Eagle’s distinctive investment teams will continue to operate autonomously, with no change to the investment philosophies and processes that have earned our clients’ confidence over time. … I expect the combined company’s scale, status as a publicly traded company, and ability to invest in the business for the long term will be a source of strength in the years ahead. The key stakeholders in our business have enthusiastically affirmed their support for this transaction.”
Tony Salewski, managing partner in Genstar, said in a statement that Genstar “could not be more enthusiastic about what this means for clients of both organizations.” In particular, he said, “Mehdi and the First Eagle team have done an outstanding job building a market-leading investment firm, and Victory Capital is the right permanent partner for First Eagle to build on that success.
The total acquisition price of approximately $7.0 billion, comprises approximately $4.4 billion in cash and $2.0 billion in newly issued Victory Capital equity, the firm announced. Victory Capital also will assume $575 million of First Eagle’s outstanding debt due in 2032.
Following the transaction, Genstar is expected to own approximately 14.6% of Victory Capital, with its voting interest limited to 4.9%. The balance of its economic interest will be in nonvoting convertible preferred stock. Genstar’s entire position will be subject to a three-year lock-up period. Genstar will be entitled to designate two directors to the Victory Capital Holdings Board of Directors, which will expand to 11 members upon closing.
The deal is subject to closing conditions, including certain regulatory approvals and client consents, and is expected to close by the end of the first quarter of 2027.
Victory Capital, based in San Antonio, is a global asset manager to institutional, intermediary and individual clients. It managed $348.8 billion in total client assets as of July 31, according to the firm.
First Eagle, based in New York, is an independent, privately owned investment management firm. The firm’s stated capabilities include equity, fixed income, alternative credit and multi-asset strategies.
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Tags: Asset Management, Consolidation, Mergers and Acquisitions