ITEM 8.01 OTHER EVENTS.



On July 2, 2018, Federated Hermes, Inc. (then Federated Investors, Inc.) ("FHI")
and its subsidiary, Federated Holdings (UK) II Limited ("Buyer"), completed,
effective as of July 1, 2018, the acquisition ("Acquisition") of a majority
interest in Hermes Fund Managers Limited ("HFML") pursuant to the terms of a
definitive Share Sale Agreement dated April 12, 2018 ("Purchase Agreement"),
among BT 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, dated July 2, 2018 (the "Option Deed"), among
BTPS and Federated Hermes. The Option Deed provides Federated 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.

On April 20, 2021, BTPS provided a Valuation Request Notice to Federated 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 on August 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 several Federated Hermes sponsored or
managed investment products, including $10.1 billion in long-term private market
strategies as of July 31, 2021.


ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.

(d) Exhibits:


          Exhibit 99.1                  Press release issued by Federated 

Hermes, Inc. dated August 18,


                                        2021
        Exhibit 104                     Cover Page Interactive Data File

(embedded within the Inline XBRL


                                        document)



--------------------------------------------------------------------------------

© Edgar Online, source Glimpses