Victory Capital to acquire First Eagle for ~$7.0B, creating $571B AUM manager

Victory Capital Holdings, Inc.

• Total consideration ~$7.0B: $4.4B cash, $2.0B stock, plus assume $575M of First Eagle's 7.25% notes due 2032.
• Combined AUM ~$571B; First Eagle has $222B AUM with positive net flows each of last 3 years.
• Deal expected ~35% accretive to 2027E adjusted EPS; ~$280M net expense synergies; pro forma revenue ~$3.2B.
• Genstar to own ~14.6% of Victory (voting capped at 4.9%), two board seats; David Brown remains CEO/Chairman.
• Expected close by end of Q1 2027; subject to regulatory approvals, client consents, and Victory shareholder approval.