Crestview Partners Teams with Victory Capital Management's Employees to Acquire Firm from KeyCorp

NEW YORK, February 21, 2013-- Crestview Partners, a leading private equity firm based in New York, has teamed with employees of Victory Capital Management to acquire Victory for $246 million. Upon completion of the transaction, Victory will be an independent firm with the senior management team, portfolio managers and other employees owning a significant amount of the outstanding equity. The transaction is expected to close in the third quarter.

As of December 31, 2012, Victory managed and advised approximately $22.1 billion in equity and fixed income assets on behalf of its institutional and individual investors. Under the new ownership structure, David Brown and Christopher Ohmacht will continue to lead Victory and will be appointed to the company's new Board of Directors along with two representatives from Crestview and three independent directors. Brown will become the Chief Executive Officer, and Ohmacht will become President.

Victory will continue to operate under its present brand name and remain headquartered in Cleveland, Ohio with offices in New York, NY, Cincinnati, OH, Denver, CO and Tampa, FL.

David Brown stated, "We are pleased to partner with Crestview, a firm that is well known and respected for its asset management expertise and integrity. This new ownership structure will preserve our successful multi-boutique operating model and provide an opportunity for real equity ownership to our employees that will align our interests with those of our clients, today and well into the future."

Mr. Brown continued, "From the day-to-day perspective of our clients and investment professionals, nothing significant will change. Strategically, we will have an ownership structure that provides our firm with the ability to drive future growth and to continue delivering leading investment performance and high quality service to our clients."

Richard DeMartini, a Partner at Crestview, added, "We are very pleased to be partnering with the Victory team. Victory is an outstanding firm with excellent investment talent and distribution expertise. The company is very well managed, under the leadership of David Brown and Christopher Ohmacht. Victory has a team of outstanding portfolio managers with a history of strong investment performance."

For many years Victory has operated with autonomy over its strategic business and investment processes. Recently, Victory completed several meaningful enhancements to its technology and operations infrastructure, including outsourcing its technology platform to Citi. These changes have minimized the company's reliance on its parent company and will enable the team to complete this transaction in a seamless manner.

Victory will continue to operate with nine autonomous investment teams, each retaining authority for investment decision making while being supported by the broader Victory organization for risk management, trading, research, sales, client service, compliance, technology and operations. The individual Chief Investment Officer and team that manage each portfolio will not experience any significant change in the resources received from Victory.

About Victory Capital Management

Victory Capital Management is headquartered in Cleveland, Ohio with offices in New York, Cincinnati, Denver and Tampa. As of 12/31/12, Victory had $22.1 billion in assets under management and advisement with 144 employees.

The firm provides investment advisory services to institutional clients including corporations, non profits, public funds, Taft-Hartley and sub-advisory clients. Victory offers international and domestic equity and domestic fixed income products to these investors through separate accounts and commingled funds. Institutional assets under management at 12/31/12 totaled $14.7 billion.

Victory is the investment advisor to The Victory Funds, a collection of 19 mutual funds, offering a variety of share classes. The firm also offers retail and retirement clients Separately Managed Accounts through wrap fee programs and access to its investment models through Unified Managed Accounts. Victory had $7.4 billion in retail assets under management and advisement as of 12/31/12.

About Crestview Partners

Crestview Partners is a value-oriented private equity firm based in New York with approximately $4 billion of capital under management. The firm is led by former partners and leaders in the private equity business and senior management of Goldman Sachs and Morgan Stanley. Crestview's investment strategy is focused in four sectors: financial services, media, energy and healthcare.

Contact:
Crestview Partners:
James David/Jeffrey Taufield
Kekst and Company
212-521-4800

Victory Capital Management:
Tracie Thomas
Director of Marketing and Product Management
(o) 216-898-2413 (m) 216-952-5416

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