Victory Capital to acquire First Eagle in transformative $7bn deal

November 2026 | DEALFRONT | MERGERS & ACQUISITIONS

Financier Worldwide Magazine

November 2026 Issue

In a transaction set to create a diversified global asset manager with approximately $571bn in client assets, Victory Capital Holdings has agreed to acquire 100 percent of First Eagle Investments from Genstar Capital and First Eagle employees.

Under the terms of the definitive agreement, Victory Capital will acquire First Eagle for approximately $7bn, comprising around $4.4bn in cash and $2bn in newly issued Victory Capital equity. In addition, Victory Capital will assume $575m of First Eagle’s existing 7.25 percent senior secured notes due in 2032.

First Eagle, an independent global asset manager with approximately $222bn in assets under management as of 31 July 2026, will operate on Victory Capital’s platform while retaining its brand, investment autonomy and established investment processes.

“This transaction is a very positive development for First Eagle and, most importantly, for our clients,” said Mehdi Mahmud, president and chief executive of First Eagle. “First Eagle’s distinctive investment teams will continue to operate autonomously, with no change to the investment philosophies and processes that have earned our clients’ confidence over time.”

Following completion of the transaction, First Eagle’s $41bn collateralised loan obligation (CLO) and alternative credit platform will form the combined company’s alternative investments business. Victory Capital and First Eagle said they will work together to provide a seamless transition for clients, ensuring continuity in investment management and client service.

“This is a transformational transaction that represents the next chapter in the evolution of our business,” said David Brown, chairman and chief executive of Victory Capital. “First Eagle is a premier global asset manager, with a diversified product lineup spanning global multi-asset, equities, fixed income, and a scaled alternatives platform that includes CLO and alternative credit.”

Victory Capital, which reported total client assets of $348.8bn as of 31 July 2026, provides investment solutions to institutional, intermediary and individual clients. Through its investment franchises and solutions platform, the company manages a range of specialised strategies across traditional and alternative asset classes.

The acquisition is expected to strengthen Victory Capital’s product offering, broaden its distribution capabilities and enhance its position among publicly traded US asset managers. The combination will also expand the firm’s presence across key investment categories, including equities, fixed income, multi-asset strategies and alternative investments.

“We are excited to partner with Victory Capital,” said Tony Salewski, managing partner at Genstar. “Mehdi and the First Eagle team have done an outstanding job building a market-leading investment firm, and Victory Capital is the right permanent partner for First Eagle to build on that success.”

Upon completion of the deal, Genstar will be entitled to designate two directors to the Victory Capital Holdings board, which will expand to 11 members. Mr Brown will continue to serve as chairman and chief executive.

PJT Partners is acting as lead financial adviser to Victory Capital, while RBC Capital Markets is serving as an additional financial adviser. Willkie Farr & Gallagher LLP is acting as legal adviser to Victory Capital.

For First Eagle, UBS Investment Bank is serving as lead financial adviser, with BofA Securities acting as an additional financial adviser. Ropes & Gray LLP is acting as legal adviser to First Eagle, while Davis Polk & Wardwell LLP is advising management on legal matters related to the transaction.

The transaction remains subject to customary closing conditions, including regulatory approvals, client consents and shareholder approval for the issuance of Victory Capital equity. The companies expect the acquisition to close by the end of the first quarter of 2027.

Mr Brown said the transaction would strengthen Victory Capital through additional talent, greater resilience and enhanced competitiveness, while providing benefits to both clients and shareholders.

Fraser Tennant