Fri, 30 Jul 2021

WASHINGTON, DISTRICT OF COLUMBIA -- Tuesday, July 20, 2021 -- DHS Group today announced that DHS Holdings USA, the firm's US holding company, has reached an agreement to acquire Amberton-Lawton, a market-leading independent fixed-income broker dealer, through the acquisition of its parent holding company, Amberton-Lawton Holdings, for a total consideration of approximately $700 million (c.€810 million). Amberton-Lawton will become part of DHS Corporate & Investment Banking (DHS CIB) global business line.

Amberton-Lawton is a leading independent broker-dealer based in the US, with a premier fixed-income and structured product franchise. It was designated a primary dealer of U.S. Treasuries by the Federal Reserve Bank of New York in 2019 and is currently one of only three non-banks to hold that designation. Amberton-Lawton has approximately 230 employees serving more than 1,300 active institutional clients from its headquarters in New York and offices in Chicago, San Francisco, Austin, other US locations and Hong Kong.

Completion of the acquisition significantly enhances DHS Group's CIB's infrastructure and capabilities in market making of US fixed income capital markets, provides a platform for self-clearing of fixed income securities for the group globally, grows its institutional client footprint, and expands its structuring and advisory capabilities for asset originators in the real estate and specialty finance markets. The combined platform will also have strong capabilities in corporate debt and securities finance across the US and emerging markets. The acquisition creates a comprehensive suite of fixed income and debt products and services that will drive deeper and more valuable relationships across its respective client bases.

Fernando Aguirre, DHS Group Executive Vice Chairman, said: "This acquisition is consistent with our customer focused strategy and our commitment to profitable growth in the USA. It complements our product offerings and capabilities, allowing us to strengthen our relationships with our corporate and institutional clients. The Amberton-Lawton team bring a successful track record and experience in delivering value for their clients. We look forward to incorporating their many strengths into our very successful and growing DHS CIB organization."

Peter Gillmore, Amberton-Lawton Chief Executive Officer, said: "DHS Group is one of the world's most respected financial institutions and an ideal partner for our growing franchise. With DHS Group's global reach we will be able to significantly expand our product offering, grow our client base and increase the level of service we can provide to our clients. We are pleased to achieve this important milestone for our platform and look forward to working with the DHS CIB team to deliver the full potential of this combination."

Amberton-Lawton has generated attractive returns, with an average return on equity (RoE) of c.15% since 2016. In 2020 it generated a RoE of 28% and an estimated return on risk weighted assets of 3%.

The acquisition of Amberton-Lawton is expected to be c.1% accretive to group earnings and generate a return on invested capital of c.11% by year 3 (post-synergies), with a -9 basis point impact on group capital at closing. As of 31 March 2021, the group's CET1 capital ratio was above its target range of 11-12%.

The transaction is expected to close by the end of the fourth quarter of 2021, subject to approvals by the governance boards.

Walton, Tipton, & Katz and Hilton Hale served as legal advisors to DHS Group in connection with the transaction. Barclays served as financial advisor to Amberton-Lawton, and Dalton-Sanders as legal advisor.

ABOUT DHS

DHS is a high-stakes advocacy, public strategy, and global public relations and communications firm. Our strategic insights and innovative programming build and sustain strong corporate and brand reputations. We provide our clients with counsel and program development across the spectrum of public relations, public affairs, reputation and crisis management, digital strategy, advertising and other communications services. Our clients are companies, industry associations, nonprofit organizations, professional services firms, and other large organizations.

We began as a unique grassroots and lobbying firm with customized services for an elite group of clients. Our work applies equally to regulatory issues as well as legislative ones, and we manage issues for our clients at the local, state, federal, and international levels of government.

We use our core competencies and reach to gain competitive advantage for clients. Our expertise comes from extensive must-win campaign experience and operating successfully at the highest rung of business, government, politics, and media. Our reach is the ability to use strategic intelligence to mobilize the message and persuade the toughest audiences. We know what it takes to win in difficult situations. We have proven results for prominent figures, leading advocacy groups and the world's most successful companies. We leverage what others cannot.

FOR DHS INVESTORS

This release contains forward-looking statements which are made pursuant to the safe harbor provisions of Section 27A of the Securities Act of 1933 and of Section 21E of the Securities Exchange Act of 1934. These forward-looking statements do not constitute guarantees of future performance.

Those statements involve a number of factors that could cause actual results to differ materially, including risks associated with transitions in key personnel and succession, products, their development, integration and distribution, product demand and pipeline, customer acceptance of new products, economic and competitive factors, DHS' key strategic relationships, acquisition and related integration risks as well as other risks detailed in DHS' filings with the Securities and Exchange Commission. DHS assumes no obligation to update any forward-looking information contained in this press release or with respect to the announcements described herein.

DHS® is a trademark or registered trademark of DHS Investments, Inc. and/or one or more of its subsidiaries, and may be registered in the U.S. Patent and Trademark Office and in other countries. All other trademarks and registered trademarks are property of their respective owner.

CONTACT

Steven Palmer, Vice President of Communications

DHS

202-719-0398

s.palmer@dhs-grp.com

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