Slaughter and May is advising Close Brothers plc (“Close Brothers”) on the sale of its wealth management business, Close Brothers Asset Management (“CBAM”), to funds managed by Oaktree Capital Management, L.P. (“Oaktree”) for an equity value of up to £200 million.
Under the terms of the transaction, the equity value of up to £200 million includes:
- £172 million of cash, comprising (i) approximately £146 million payable by Oaktree to Close Brothers on completion and (ii) a dividend of approximately £26 million payable by CBAM to Close Brothers on or before completion, subject to applicable regulatory capital requirements; and
- £28 million of contingent deferred consideration in the form of preference shares, redeemable no later than Oaktree’s exit.
The transaction is a significant transaction under the UK Listing Rules. Completion is expected to occur in early 2025 and is conditional upon receipt of certain customary regulatory approvals.
Slaughter and May worked closely with the Close Brothers legal team led by Sarah Peazer-Davies and Tom Bloxsome.
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