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Charles Schwab and SoundView Technology Announce Strategic Alliance With Perseus
Group
Alliance Will Enable Planned Schwab SoundView Capital Markets Business To
Provide Institutional Investors With Access to Equity Offerings
JERSEY CITY, N.J., OLD GREENWICH, Conn. and SAN FRANCISCO, Dec. 3
/PRNewswire-FirstCall/ -- The Charles Schwab Corporation , ("Schwab"), and
SoundView Technology Group, Inc. , ("SoundView") today announced a strategic
alliance with Perseus Group ("Perseus"), an independent investment bank, which
will allow the planned Schwab SoundView Capital Markets business to offer its
institutional clients access to public equity offerings in industries including
technology, healthcare, consumer, media, and communications. The Perseus
alliance will take effect upon formation of Schwab SoundView, and is subject to
regulatory approval.
The alliance with Perseus follows the definitive agreement announced on November
19th, under which Schwab has agreed to acquire SoundView. Upon completion of
the proposed transaction, Schwab and SoundView's institutional securities
businesses will be combined to form Schwab SoundView Capital Markets ("Schwab
SoundView"), which will offer asset managers a full range of equity research and
trade execution services. As announced previously, SoundView will exit its
investment banking unit in conjunction with the purchase by Schwab.
"For growth-oriented institutional investors, access to high-quality new issues
is an important service that we intend to deliver in a new way, without
traditional investment banking conflicts," said Lon Gorman, Schwab Vice Chairman
and head of Schwab Institutional and Asset Management. "We will work only for
the institutional investor, receiving absolutely no financial reward from
investment banking. Our economic incentive in distributing deals only comes
from our clients believing we are doing a good job in making appropriate
investments available to them, thereby building client loyalty."
Overview of the Alliance
The alliance of Schwab SoundView with Perseus is a distribution arrangement with
three key features:
1. Perseus provides investment banking services. Perseus serves as the
underwriter and advisor to the issuing company on transaction structure, timing,
valuation and other issuer-specific items. Perseus retains 100% of all
underwriting fees and does not provide research, trading and other services to
investors.
2. Schwab SoundView provides distribution. Schwab SoundView will review all
offerings proposed by Perseus and only offer to its institutional investor
clients those deals that it believes are appropriate. Since Schwab SoundView
receives no underwriting fees or other economic consideration, it has no
incentive to distribute offerings that are not suitable investments for its
institutional clients.
3. An alliance free from traditional conflicts. Schwab SoundView will have no
ownership stake or other interest in Perseus. Schwab SoundView and its
employees will not receive underwriting fees, corporate finance fees, selling
concessions, expense recoveries or other compensation associated with
underwriting transactions. Schwab SoundView will have no obligation to publish
any research on, nor will Schwab SoundView research analysts have any obligation
to follow, any of the companies involved in these offerings. Instead, Schwab
SoundView research coverage results solely from institutional client demand for
differentiated insight into exciting companies with solid growth prospects.
Additionally, neither Schwab SoundView nor its research analysts will receive
any direct compensation for providing research coverage on companies
underwritten by Perseus.
Perseus Group was established earlier this year by a group of highly experienced
professionals formerly associated with Wall Street's leading investment banks to
focus on growth sectors of the economy. The firm provides a full range of
investment banking services including mergers and acquisitions and capital
raising, and provides senior-level strategic advice to corporate clients,
venture capital and private equity firms. Managing Directors of Perseus Group
have collectively advised clients on over $1 trillion of underwriting and
strategic advisory transactions.
"Perseus Group is excited to enter into this ground-breaking alliance. Our focus
on growth-oriented industries will give Schwab clients access to new issues,"
said Todd Carter, president and chief executive of Perseus Group. "Since Perseus
will not offer equity research, sales or trading, the Schwab SoundView alliance
provides us with an important capability that complements our existing mergers
and acquisitions, capital raising and other corporate finance advisory services.
We believe this model for further separating investment banking from research
will bring greater integrity to the capital raising process."
"As we stated when we announced our intention to create Schwab SoundView Capital
Markets, we are exiting investment banking and focusing our brand on independent
research and trading. But knowing how important new issues are to institutional
investors, we are pleased to create the alliance with Perseus," commented Mark
Loehr, CEO of SoundView. "Since we will receive no investment banking revenue
from our clients' investments in Perseus' offerings, Schwab SoundView will be
100% aligned with our investing clients."
About Charles Schwab
The Charles Schwab Corporation, through Charles Schwab & Co., Inc. (member
SIPC/NYSE), U.S. Trust Corporation, CyberTrader, Inc. (member SIPC/NASD) and
its other operating subsidiaries, provides a broad range of financial and
brokerage services to individual investors, independent investment managers and
institutions. http://www.schwab.com/.
About SoundView Technology Group, Inc.
SoundView Technology Group, Inc. is the parent of SoundView Technology
Corporation, a research-driven securities firm focused on providing
institutional investors with fundamental research on companies in technology,
media, telecom, healthcare and other growth-related industries. Old Greenwich,
Connecticut-based SoundView produces comprehensive sell-side equity research on
approximately 210 companies. On November 19, 2003, SoundView announced an
agreement to be acquired by The Charles Schwab Corporation. For more
information, please see http://www.soundview.com/.
About Perseus Group
Perseus Group provides a full range of investment banking services to companies
across a broad range of industries including Technology, Healthcare, Media,
Communications, Business Services, Consumer and Financial Services. The
management team consists of senior professionals formerly associated with many
of Wall Street's leading investment banks. Founded in 2003, Perseus Group is an
employee-owned firm with a minority investment by Perseus LLC, a Washington, DC
based private equity fund management company. All investment banking and
securities services are performed by Perseus Advisors LLC, a subsidiary of
Perseus Group and an NASD member firm. For more information, please see
http://www.perseusgroup.com/.
Forward Looking Statements
This release includes forward looking statements relating to the acquisition of
SoundView Technology Group, Inc. which are indicated by the words "will,"
"expect," "believe" and similar expressions. These forward-looking statements
are necessarily current estimates based on the best judgment of Schwab's and
SoundView's senior management. Achievement of the expressed goals, expectations
and objectives is subject to risks and uncertainties that could cause actual
results to differ materially from those goals, objectives or expectations.
Important factors that may cause such differences include, but are not limited
to, changes in the demand for and pricing of institutional equity research and
trade execution services, the effect of changes in competitors' offerings, and
Schwab's success in integrating this acquisition.
DATASOURCE: The Charles Schwab Corporation
CONTACT: Rich Fowler, +1-415-636-9869 (investors), or Jennifer Hallahan,
+1-212-804-3668 (media), for Schwab; or Robin Weinberg, +1-201-499-3567, for
SoundView;, or Steve Lipin of Brunswick Group, +1-212-333-3810, for Perseus
Web site: http://www.schwab.com/