FRANKLIN RESOURCES, INC., THROUGH ITS SUBSIDIARY
TEMPLETON MANAGEMENT LIMITED, AND BISSETT & ASSOCIATES
ANNOUNCE AGREEMENT TO ACQUIRE BISSETT
(Toronto, July 26, 2000) Templeton Management Limited, a wholly-owned
subsidiary of Franklin Resources, Inc. [NYSE:BEN], and Bissett & Associates
Investment Management Ltd. [TSE Symbol: BIM] are pleased to announce that a
newly-formed subsidiary of Templeton Management Limited has entered into an
agreement to make an offer to acquire all of the issued and outstanding shares
of Bissett on a fully diluted basis for CDN$20.50 per share. The all cash
transaction is valued at approximately CDN $140 million (equivalent to U.S. $95
million) plus a special dividend of CDN $0.48 per share payable by Bissett to
its shareholders from its retained earnings immediately prior to completion of
the offer.
Following receipt of a report from an independent committee of the board
of directors of Bissett, recommending approval of the offer, the board of
directors of Bissett has unanimously agreed to recommend the acceptance of the
offer to Bissett shareholders.
In addition to the acquisition agreement, certain principal shareholders
of Bissett holding approximately 67% of the Bissett outstanding shares (on a
fully diluted basis) have agreed to tender their shares to the offer. To ensure
the continuity and stability of Bissett's investment management process and
team, Bissett's senior executives have entered into continuing employment
agreements and will invest 30% of their proceeds from the sale of Bissett shares
in the Bissett and Franklin Templeton Investments family of funds. David
Bissett, Chairman of Bissett, and Kevin Wolfe, President of Bissett, will retain
those positions with Bissett Investment Management.
Charles B. Johnson, CEO and Chairman of Franklin Resources, Inc., stated,
"Combining businesses with Bissett fits in with our overall corporate strategy
of building the best selection of products through strong proprietary investment
management teams to meet investors' needs worldwide."
Donald F. Reed, President and Chief Executive Officer of Templeton
Management Limited continued, "We are delighted to have the opportunity of
combining businesses with one of Canada's pre-eminent and most successful
domestic investment management teams. Bissett's Canadian investment management
focus and strong track-record will provide an excellent complement to
Templeton's global products and the recently introduced Franklin growth-style
U.S. and Specialty Equity products. Bissett's investment management team will
continue to operate independently, while both groups' clients will benefit
through expanded choices."
"We are very pleased to be able to combine our expertise in Canadian
investment management with the global expertise and reach of Templeton,"
commented David Bissett, founder of Bissett. "Our primary objective was to
select a partner of the highest quality, whose structure, philosophy and
resources would best fit and support our organization, while allowing us to
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maintain independence in our investment management area. Although we will be
part of a larger organization, our investment process and culture will remain
the same. It will give us additional resources to expand and improve our
research, investment management and client services."
Kevin Wolfe, President of Bissett added, "Our focus has been building a
strong asset management organization, which we believe we have fully
accomplished. Our next logical step was to find a global partner. Templeton's
mix of products and their global reach blends perfectly with our strengths ."
Don Reed continued, "I am confident that this new partnership with Bissett
will help continue Templeton's position as a leader in investment management and
introduce the Bissett products to many investors through Templeton's large
distribution network in Canada. This will create one of the top investment
management firms with products in all asset classes managed by proprietary
investment teams."
RBC Dominion Securities Inc. is serving as the financial advisor to
the special committee of Bissett's board of directors and Bissett. Merrill
Lynch & Co. is serving as advisors to Franklin Resources, Inc.
Founded by David Bissett in 1982, Calgary-based Bissett & Associates
provides investment advisory services throughout Canada to a broad range of
clients that include pension plans and foundations, high net worth investors and
individual investors through Bissett mutual funds, Atlas mutual funds (offered
by Merrill Lynch Canada Inc.) and alliances with a variety of financial
institutions. Bissett's assets under management as of June 30, 2000 were
approximately CDN$5.5 billion, primarily consisting of Canadian equity mandates
managed under a growth at a reasonable price approach, as well as Canadian
balanced and Canadian fixed income mandates. In December of 1997, Bissett &
Associates was selected as "Analyst's Choice - Mutual Fund Company of the Year"
by an industry panel.
Upon completion of the transaction, which is subject to customary
regulatory approvals, the combined assets under management of Templeton and
Bissett in Canada will total approximately CDN$38 billion, including CDN$22
billion in mutual funds and CDN$16 billion in institutional assets. The
transaction is anticipated to close in early October, 2000.
Martin Flanagan, President of Franklin Templeton Companies and Director of
Templeton Management Limited, concluded, "I am confident that this new
partnership with Bissett will help continue our position as a leader in
investment management and introduce the Bissett products to many investors
through Templeton's large distribution network in Canada. We are very excited
about what this means for our clients and our organization going forward."
Templeton Management Limited is a wholly-owned subsidiary of Franklin
Resources, Inc., a global investment organization operating as Franklin
Templeton Investments. Through its subsidiaries, Franklin Templeton Investments
provides global and domestic investment advisory services to the Franklin,
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Templeton and Mutual Series funds and institutional accounts. The San Mateo, CA,
U.S.-based company has over 50 years of investment experience and US$229
(CDN$336) billion in assets under management as of June 30, 2000.
In Canada, Templeton Management Limited manages and distributes 27 funds
under the Templeton, Franklin and Mutual Series brands covering a variety of
investment objectives to suit the differing needs of investors. With more than
CDN$33 billion in assets under management, Templeton services more than 2
million unitholder accounts and more than 110 pension funds, foundations and
other institutional investors.
Statements in this press release regarding Franklin Resources, Inc,
Templeton Management Limited and Bissett & Associates businesses which are not
historical facts are "forward-looking statements" within the meaning of the
United States Private Securities Litigation Reform Act of 1995 that involve risk
and uncertainties. For a discussion of such risks and uncertainties which could
cause actual results to differ from those contained in the forward-looking
statements, see "Risk Factors" in the Franklin Resources, Inc. Annual Report,
Form 10-K for the most recently ended fiscal year as well as other documents
filed by Franklin Resources, Inc. with the United States Securities and Exchange
Commission.
PRESS BRIEFING INFORMATION
Thursday, July 27 at 10am ET
Roy Thomson Hall
Green Room
(enter via Artists' Entrance from Wellington Street)
Toronto, Ontario
For further information regarding the press briefing or this announcement,
contact
Jeanette Jones
Cohn Wolfe/Toronto
Tel: (416) 924-5700 ext. 4065 or Cell: (416)996-3557
Kevin Wolfe
Calgary, Alberta
Tel: (403) 266-4668
In the U.S., contact:
Holly Gibson Brady, Corporate Communications 650-312-4701
Alan Weinfeld/Investor Relations 650-525-8900
For more information on these companies, you can also visit
www.templeton.ca and www.bissett.com
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