Raymond James Financial said it will acquire Regions Financial’s Morgan Keegan brokerage for $930 million, a move the firm said will create one of the largest wealth management and investment banking firms away from Wall Street.

The transaction will result in $1.18 billion in proceeds for Regions, Regions said in a separate statement regarding the transaction on Wednesday. That includes a $930 million stock purchase agreement with Raymond James. Morgan Keegan will also pay a $250 million dividend to Regions before the deal closes.

Regions said it has also agreed to indemnify Raymond James for all of Morgan Keegan’s litigation matters for an estimated $210 million. Morgan Keegan has ongoing litigation stemming from high yield bond funds it sold during the financial crisis.

The terms of the acquisition come as Morgan Keegan’s primary businesses currently have more than $1 billion in revenue. Those businesses include its private client group, and equity capital markets, fixed income capital markets and investment banking businesses. Morgan Keegan is expected to have a $700 million book value when the deal closes, which is expected to happen on March 30.

Morgan Keegan’s approximate 1,200 financial advisor force will become Raymond James employees with the deal, the firm said, bringing its total number of advisors to more than 6,000. That will expand its Raymond James & Associates financial advisor force by about 60%.

Those financial advisors will be eligible for retention bonuses to be paid by Raymond James, though more details about those bonuses was not available on Wednesday.

“The anticipated retention amounts paid to FA’s will be very fair and the Morgan Keegan management team expects very high retention,” Dennis Zank, chief operating officer at Raymond James Financial, said in a statement.


Raymond James also said that it plans to continue to maintain a strong presence in Memphis, where Morgan Keegan is based, following the transaction. Raymond James’s fixed income and public finance businesses will be based in Memphis with the firm’s regional support center.

“While our preference is generally organic growth, we have used strategic mergers to grow throughout our history when the timing and pricing are right and, most importantly, when there is a strong cultural fit and clear path for integration,” Raymond James Chief Executive Paul C. Reilly said in a statement on Wednesday.

The deal is expected to boost the performance of several of Raymond James’s businesses, the firm said, including the productivity of its financial advisors. That comes as the acquisition is expected to help enhance its financial planning, high net worth and retail front-end support systems, the firm said.

Raymond James will also acquire Morgan Keegan’s equity capital markets employees with the deal, which it said it expects will boost its equity research and investment banking platforms.

Raymond James also said it expects the deal will allow it to improve its fixed income capital markets business with Morgan Keegan’s public finance group. That will directly affect its advisory and underwriting fixed income practice.

Morgan Keegan Chief Executive John Carson will join Raymond James Financial as president and lead the fixed income and public finance businesses.

Raymond James also said that other senior Morgan Keegan executives will join the firm. The firm did not disclose who will be joining, and said their roles are still being determined.

Raymond James was advised by JPMorgan Securities and Morrison & Foerster on the deal. Regions worked with Goldman Sachs and Sullivan & Cromwell.

Also see:

Morgan Keegan Deal Portends Possible M&A Activity Ahead

Terms of Raymond James-Morgan Keegan Deal Get Lukewarm Reviews

Stifel’s Retention Pool For Morgan Keegan Employees Was Larger: Sources

Lorie Konish writes for On Wall Street.






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