Pacific Equity Buying American Stock Transfer

Pacific Equity Partners has agreed to buy share registry company American Stock Transfer & Trust Co., in a transaction valued at approximately US$1 billion. PEP plans to merge ASTT with existing portfolio company Link Market Services.



American Stock Transfer & Trust Company (“AST”) today announced that it has received a capital investment from Pacific Equity Partners (“PEP”) and will be joining forces with Link Market Services (“Link”). The combined offering will allow AST to accelerate its international expansion plans and provide enhanced services to its clients that are increasingly operating on a global basis.


AST is the largest independent share registry in the United States by issuer number. Founded in 1971 by brothers Michael and George Karfunkel, AST prides itself on its superior customer service, best-in-class technology and diverse product offering. AST has consistently ranked number one for service in the prestigious Group Five survey of transfer agents (share registries) in the US (1) and has a client base of more than 2,800 market leading companies across industries, including Wachovia, Dell Computer, Honeywell International, Eastman Chemical, Nucor and Raytheon.


Furthermore, AST Equity Plan Solutions, a division of AST, is a leading provider of equity compensation plan administration.

“After building this business for almost 40 years we believe that joining forces with Pacific Equity Partners and Link will allow us to export our technology and stock option plan administration capabilities and cross-sell the full suite of AST and Link products to both customer bases. Our current staff and state-of-the-art systems will continue to provide our customers with the highest level of service in the industry,” said Michael Karfunkel. “We were attracted to Link because they share our service-based approach, and this alliance will allow us to jointly offer support to our valued clients across key international jurisdictions.”


Pacific Equity Partners (“PEP”) has a strong track-record in the sector, investing in ten businesses with specialist operations in share registry services, superannuation administration and investor relations. Working with Link for three years, PEP has helped fuel the company's global growth and diversification through strategic partnerships that expanded the business beyond Australia into global markets, such as India, South Africa and the United Kingdom. “The combined platform will allow clients to operate on a global scale. Ultimately, a corporation could issue shares in the US and have them transferred 10,000 miles away in Sydney,” said Link Chairman and PEP founder Paul McCullagh. PEP intends to continue to invest in the sector through capital expenditures on systems and further global acquisitions.


“AST is extremely well positioned for continued growth, and we look forward to working closely with the existing team, led by Michael Karfunkel, to continue to manage and develop the business,” said Mr. McCullagh. “AST and Link have both invested deeply in systems development and technology across their respective share registry, analysis and administration platforms. We see great potential for taking the state-of-the-art AST platform into new geographies.”


Michael Karfunkel added: “Our objective is to provide a global share registry that is capable of servicing clients in the most accurate and efficient way across multiple geographies.”


Lehman Brothers served as financial advisor and Simpson Thacher & Bartlett LLP served as legal advisor to AST on the transaction. Goldman Sachs JBWere, ICG and National Australia Bank provided financing and Skadden, Arps, Slate, Meagher & Flom LLP acted as legal advisor to PEP.


About AST

Consistently ranked #1 in the prestigious Group Five survey, American Stock Transfer and Trust Company (“AST”) has pioneered a unique, customer-driven approach to the provision of comprehensive transfer agency services. Founded in 1971, AST has grown to be the largest independent stock transfer agent in the United States.

    AST's current corporate services include:
     — Share registry and transfer agency services
     — IPO counselling
     — Internet access for direct purchase and dividend reinvestment
     — Interactive communication through a secure Internet web site
     — Proxy services
     — Trustee services for debentures, Tender Agent, Exchange Agent and
     — Personal communication with investors
     — Equity compensation plan administration

About Link Group

Link Group is owned by Pacific Equity Partners. Over the past four years, Link has acquired businesses in registry, superannuation administration and related areas. Link has operations in Australia, New Zealand, Asia, the United Kingdom, the United States and South Africa. Major clients include Qantas, Westpac, CBA, Telstra, QBE and Anglo American plc.



About PEP

PEP is the most active private equity fund in Australia and New Zealand, providing strategic management experience and capital resources to grow companies in a range of business situations. PEP Fund IV is the largest private equity fund in Australia and the firm has over $6.0 billion of equity funds under management. Since its establishment in 1998, PEP has made 18 portfolio company acquisitions and more than 20 add-on acquisitions at the company level.


PEP currently has 13 companies in its portfolio with combined revenues in excess of $3 billion per annum, spanning industries including food, liquor, technology, financial record-keeping and retail trade.