Travers Smith LLP has advised Caledonia Investments plc ("Caledonia") on its agreement to acquire a minority stake in Stonehage Fleming Family & Partners Limited ("Stonehage Fleming"), one of the world's leading independently owned family offices.
Caledonia's investment will be structured by way of a tender offer made to all of Stonehage Fleming's shareholders that will take place in conjunction with a share buy-back offer by Stonehage Fleming and will result in Caledonia acquiring 36.7% of the fully diluted capital. The transaction is conditional on obtaining regulatory approvals in a number of jurisdictions.
The exact consideration payable by Caledonia on completion will be dependent on the precise number of shares to be acquired to achieve the 36.7% stake, but will be approximately £92m. Caledonia has also agreed to pay additional deferred consideration of up to a maximum of £20.6m contingent on Stonehage Fleming achieving certain financial targets for its years ending 31 March 2020 and 2021.
The Travers Smith team was led by Private Equity Partners Ian Shawyer, Adam Orr and Genevieve Marten who worked alongside Tax Partner Simon Skinner, Financial Services & Markets Partner Stephanie Biggs, Corporate Senior Associate Jessica Kolhorn, Corporate Associates Max Conway and Rachel Taggart, Tax Associate Aimée Hutchinson, and Financial Services & Markets Associate Theresa Eakins.
Stonehage Fleming was advised by Macfarlanes LLP.