Slaughter and May is advising Countrywide on the strategic investment by Alchemy and proposed recapitalisation

Slaughter and May is advising Countrywide plc (Countrywide) on its proposed recapitalisation (Proposed Recapitalisation) comprising:

• a fully underwritten capital raising of approximately £90 million by funds advised by Alchemy Partners (Alchemy) by way of a firm placing and placing and open offer at 135 pence per share;
• a purchase of existing shares in Countrywide by way of a tender offer and accompanying tender offer placing to Alchemy at 180 pence per share;
• a transfer of listing category on the Official List from premium to standard listing; and
• a new £75,000,000 term loan facility agreement.

The Proposed Recapitalisation is intended to reduce debt and facilitate the delivery of the group's strategy, with the proceeds of the capital raising being used to reduce group debt by £50 million, fund investment in Countrywide to facilitate the completion of the turnaround plan announced in March 2018 and the delivery of the group's strategy and provide what the board believes will give the group the necessary balance sheet resilience to withstand market uncertainty.

The Proposed Recapitalisation is conditional upon, among other things, the approval of shareholders at a general meeting of Countrywide (including the approval by independent shareholders of a resolution in respect of the waiver of Rule 9 of the Takeover Code, subject to agreement with the Panel). If the Proposed Transaction is approved and implemented, Alchemy will hold between approximately 50.1 per cent. and 67.7 per cent. of the enlarged share capital of Countrywide, depending on the results of the open offer and tender offer. A combined prospectus, circular and notice of general meeting was published on 30 October 2020.

Jefferies is acting as sponsor and both Jefferies and Barclays are acting as joint financial advisers, joint global coordinators and joint corporate brokers to Countrywide.

Slaughter and May is supporting Countrywide’s in-house legal team led by Gareth Williams (Head of Legal and Company Secretary) with Katherine Stockwell (Senior Counsel) and is working as an integrated team with Paul, Weiss, Rifkind, Wharton & Garrison LLP (advising on US law) led by Mark Bergman and Yasmeen Rouben.