FOR IMMEDIATE RELEASE
Contact: Marni McKinney, The Somerset Group, Inc. 317-269-1275
Robert Kaspar, Somerset Wealth Management 317-269-1316
Pat Early, Whipple & Company 317-469-7776
Somerset Wealth Management Division of The Somerset Group, Inc.,
to merge with Whipple & Company; new division to expand assets to
$250 million
INDIANAPOLIS (December 17, 1997)_The Somerset Group, Inc.
(NASDAQ: SOMR) announced today that the company has signed a
letter of intent to merge with Whipple & Company, a privately
owned Indianapolis-based public accounting and consulting firm,
according to Robert H. McKinney, chairman of The Somerset Group.
The merger will bring more than 2,000 clients to Somerset and
represents a major step forward in Somerset's strategic plan to
build a comprehensive financial services company.
When the merger is complete, Somerset will manage more than
$250 million in assets for individuals, families and businesses
located throughout the Midwest, McKinney said. The merger is
expected to have a positive effect on earnings per share.
"This merger represents an important step in the strategic
development of our firm," explained Marni McKinney, president and
CEO of The Somerset Group. "The breadth and depth of Whipple &
Company's consulting expertise and its fine reputation add
tremendous value to our company and enhances our ability to create
shareholder value."
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Somerset/Whipple Merger, Page 2 of 3
Founded in 1960, Whipple & Company provides a wide array of
financial and accounting services, including tax planning and
preparation, retirement planning, estate planning, investment
planning, business consulting and accounting services. They also
specialize in health care consulting services to physicians and
outpatient surgery centers nationwide.
The new combined company possesses a regional client base
throughout the Midwest. Outside of Indianapolis, the company's
major Indiana clients are located in Bloomington, Evansville, Fort
Wayne, Lafayette, South Bend and Terre Haute. A five person
executive committee will direct the new company, with each person
bringing a specific area of financial and investment expertise to
the company.
"Our emphasis on financial planning and consulting services,
along with our tax and business expertise, fits perfectly with
Somerset's mission," said Pat Early, president of Whipple &
Company. "The new combined company will provide excellent
strategic benefits to both companies' clients."
Early added that the merger strongly advances the strategic
focus of both companies. "This takes us to where we wanted to be
five years from now, " he said. "Everyone will benefit from the
newly expanded services."
Marni McKinney pointed to Whipple & Company's forward-
looking strategic focus as a chief reason for considering the
merger. "Traditional accounting and audit services currently
represent less than 10 percent of Whipple's 1997 revenues," she
said. "When you consider that these traditional services
accounted for more than 60 percent of Whipple's business a decade
ago, it demonstrates how Whipple & Company's management team has
effectively modified the firm's strategic focus from being
dependent on traditional accounting and auditing services to
providing value-added planning and consulting services for
businesses and high net worth individuals."
McKinney continued: "Whipple's expertise in financial
planning, consulting, tax and real estate planning services will
be a tremendous resource to Somerset's current clients and to
future relationships developed through our combined efforts."
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Somerset/Whipple Merger, Page 3 of 3
Robert Kaspar, president of Somerset Wealth Management,
reiterated the importance of this merger to Somerset's strategy of
providing objective and responsive investment management services
and growing the company's client base. "Together we can offer
highly integrated advisory services that foster long-term
relationships," Kaspar said. "Having high quality planning and
consulting services is integral to growing our investment
management business."
Kaspar related that the new company's total service package
is presently unique to the Greater Indianapolis area. "Few other
financial services firm can offer the combined depth of expertise
and resources that our new firm can," he said. "The heritage of
our investment experience, coupled with Whipple's in-depth
financial advisory, business consulting and tax background, gives
us an excellent competitive market advantage for our combined
clients."
Somerset will use common stock to acquire 100 percent of the
outstanding stock of Whipple & Company, and the transaction will
be accounted for on a pooling of interests basis. The shares to
be issued for the merger are valued at $21.00 per share and the
transaction is valued at $7 million. The closing of the
transaction is subject to completion of a definitive agreement and
is expected to be completed by the end of 1997.
As part of its strategic plan, The Somerset Group created
Somerset Wealth Management in early 1997. In the division's first
six months of operations, Somerset Wealth Management accumulated
more than $120 million in client assets. Whipple's current
consulting, planning and investment management activities will be
combined with Somerset Wealth Management activities, with the
exception of Whipple & Company's traditional accounting and
auditing operations. These activities will continue to be
conducted by an independent and licensed accounting firm, which
will continue to use the name Whipple & Company and will be
managed under present Whipple & Company leadership
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of The Securities Exchange Act of
1934
Date of Report: December 23, 1997 (Date of earliest event reported)
THE SOMERSET GROUP, INC.
(Exact name of registrant as specified in its charter)
Indiana 0-14227 35-1647888
(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification No)
incorporation)\
135 N. Pennsylvania Street, Suite 2800, Indianapolis, IN 46204
(Address of principal executive offices)
Registrant's telephone number: (317) 269-128
ITEM 5 OTHER EVENTS:
The Somerset Group, Inc., the Registrant, on December 17, 1997,
signed a letter of intent to merge with Whipple & Company, P.C.
See attached press release for details of the announcement.
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of
1934, the Registrant has duly caused this Form 8-K to be signed on
its behalf by the undersigned hereunto duly authorized.
THE SOMERSET GROUP <INC>
s/Joseph M. Richter
Date: December 23, 1997 Joseph M. Richter
Executive Vice President & CEO
Date: December 23, 1997 s/Sharon J. Sanford
Sharon J. Sanford
Corporate Secretary
