Diamond Hill to be Acquired by First Eagle for $175.00 Per Share in All-Cash Deal

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This preliminary proxy statement details the definitive merger agreement for First Eagle Investment Management to acquire Diamond Hill Investment Group for $175.00 per share in cash. The transaction, unanimously approved by Diamond Hill's board, represents a substantial 49% premium over the unaffected share price. The deal offers immediate and certain value to shareholders, with the board recommending approval. The "go-shop" period concluded without any superior proposals, reinforcing the attractiveness of the current offer. The acquisition is not subject to a financing condition, enhancing closing certainty, though it requires 78% client consent based on revenue run-rate.

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• Acquisition Agreement

  First Eagle Investment Management, LLC will acquire Diamond Hill Investment Group, Inc. for $175.00 per share in an all-cash transaction.

• Significant Premium

  The merger consideration of $175.00 per share represents an approximately 49% premium over Diamond Hill's unaffected closing price of $117.48 on December 10, 2025, the last trading day prior to the public announcement.

• Board Recommendation

  Diamond Hill's Board of Directors unanimously approved the merger agreement and recommends that shareholders vote 'FOR' the merger agreement proposal.

• Go-Shop Period Concluded

  The 35-day 'go-shop' period ended on January 14, 2026, without any alternative acquisition proposals being received.

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This preliminary proxy statement details the definitive merger agreement for First Eagle Investment Management to acquire Diamond Hill Investment Group for $175.00 per share in cash. The transaction, unanimously approved by Diamond Hill's board, represents a substantial 49% premium over the unaffected share price. The deal offers immediate and certain value to shareholders, with the board recommending approval. The "go-shop" period concluded without any superior proposals, reinforcing the attractiveness of the current offer. The acquisition is not subject to a financing condition, enhancing closing certainty, though it requires 78% client consent based on revenue run-rate.