Tetragon Financial Group Limited Announcement of GreenOak Real Estate Merger With Sun Life Financial's Real Estate and Property Management Firm Bentall Kennedy and Intention to Conduct Tender Offer

LONDON, December 19, 2018 /PRNewswire/ --

GreenOak Real Estate merger with Bentall Kennedy: 

Tetragon Financial Group Limited today announces the merger of its GreenOak Real Estate joint venture with Bentall Kennedy, Sun Life Financial Inc.'s leading North American real estate and property management firm. The combined Bentall Kennedy and GreenOak entity will be named Bentall GreenOak and will be part of Sun Life Investment Management. Bentall GreenOak will remain a key strategic investment of TFG Asset Management, Tetragon's diversified alternative asset management business that owns majority and minority private equity stakes in asset management companies.

As part of the merger, Sun Life Financial has agreed to contribute its interest in Bentall Kennedy and pay GreenOak shareholders U.S.$146 million in cash in exchange for a 56% interest in the combined entity of Bentall GreenOak. GreenOak Co-Founders, John Carrafiell and Sonny Kalsi, TFG Asset Management and existing GreenOak senior management will hold the remaining interest.  As part of the transaction, Sun Life will have an option to acquire the remaining interest in Bentall GreenOak approximately seven years from the closing.¹

The merger values Bentall GreenOak at U.S.$940 million. Tetragon will receive approximately U.S.$42.5 million upon the closing of the merger. TFG Asset Management will continue to own nearly 13% of the combined entity and will receive a series of fixed quarterly payments as well as a portion of Bentall GreenOak's earnings over the next seven years. Alongside other GreenOak owners and team members, TFG Asset Management will retain its current ownership of carried interest in existing GreenOak funds and will participate in carried interest in new Bentall GreenOak funds. 

TFG Asset Management will serve on the Board of Directors of Bentall GreenOak, will continue to participate in investment committees for funds in which TFG Asset Management will hold carried interest and expects to invest in new Bentall GreenOak funds.

"Tetragon partnered with the GreenOak Co-Founders on the launch of GreenOak, providing working capital, co-investment capital and operating infrastructure to the joint venture. We are particularly proud of its growth and performance and are pleased to have found a strong strategic platform to fuel the next generation of business growth while also delivering an attractive return to shareholders," said Stephen Prince, Head of TFG Asset Management.