ITEM 8.01 OTHER EVENTS.
OnJuly 2, 2018 ,Federated Hermes, Inc. (thenFederated Investors, Inc. ) ("FHI") and its subsidiary,Federated Holdings (UK) II Limited ("Buyer"), completed, effective as ofJuly 1, 2018 , the acquisition ("Acquisition") of a majority interest inHermes Fund Managers Limited ("HFML") pursuant to the terms of a definitive Share Sale Agreement datedApril 12, 2018 ("Purchase Agreement"), amongBT Pension Scheme Trustees Limited , as trustee for and on behalf of the BT Pension Scheme ("BTPS" or "Seller"), Buyer and FHI (Buyer and FHI, collectively, as applicable, "Federated Hermes"). At that time,Federated Hermes also entered into a Put and Call Option Deed, datedJuly 2, 2018 (the "Option Deed"), among BTPS andFederated Hermes . The Option Deed providesFederated Hermes with a right to exercise a call option to have Buyer acquire BTPS' remaining 29.5% interest in HFML and BTPS with a right to exercise a put option to sell its remaining interest in HFML to Buyer, after the third, fourth or fifth anniversaries, and subject to certain contingencies, the sixth anniversary, of the date of the Purchase Agreement. The Option Deed provides that the consideration to be paid for BTPS' remaining interest in HFML would be based on BTPS' equity proportion of the fair value of HFML as determined in accordance with the terms of the Option Deed. The remaining approximate 10% of the equity interests of HFML is held in an employee benefit trust for the benefit of certain members of HFML's management and other key employees under a long-term incentive plan established in connection with the Acquisition. OnApril 20, 2021 , BTPS provided a Valuation Request Notice toFederated Hermes requesting determination of the fair value of HFML in accordance with the terms of the Option Deed. Pursuant to the Option Deed,Federated Hermes and BTPS agreed upon a third-party valuation company, which determined the fair value of HFML for purposes of the Option Deed. The parties have accepted the third party valuation and expect to consummate the purchase of the ordinary shares of HFML representing BTPS's 29.5% interest in HFML onAugust 31, 2021 ("Closing Date") for £116.5 million (approximately$161.5 million ) ("Purchase Price").Federated Hermes expects to pay the Purchase Price by using a combination of cash on hand and borrowings under its corporate credit facility. After the Closing Date, BTPS will no longer have any ownership interest in HFML nor any representation on HFML's board of directors. BTPS remains a significant client with$12.0 billion in assets under management invested in severalFederated Hermes sponsored or managed investment products, including$10.1 billion in long-term private market strategies as ofJuly 31, 2021 .
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
(d) Exhibits:
Exhibit 99.1 Press release issued by Federated
2021 Exhibit 104 Cover Page Interactive Data File
(embedded within the Inline XBRL
document)
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