Major firms guide Perpetual's proposed acquisition of Pendal for $2.3bn

Herbert Smith Freehills (HSF) and King & Wood Mallesons (KWM) have confirmed their roles in the proposed acquisition of Pendal Group Limited by Sydney-based asset manager Perpetual Limited for $2.3bn.

Pursuant to the deal, Perpetual agrees to acquire 100% of shares in Pendal by way of a scheme of arrangement, under which Pendal shareholders will receive one Perpetual share for every 7.50 Pendal shares plus $1.976 cash per Pendal share. This implies an offer price of $6.02 for each Pendal share based on Perpetual’s closing price as of 24 August.

According to Perpetual, the acquisition will create a global asset manager with $201bn in assets under management and materially accelerate both companies’ multi-boutique global growth ambitions − with all brands, key investment teams, and their investment autonomy being retained. Pendal shareholders will retain ownership of about 47% of the combined entity, KWM said.

“The combined group will have premium, respected brands domestically and globally, strong cultural alignment based on the continued investment autonomy within each boutique, will be a global leader in active ESG asset management, and will have a materially enlarged global distribution team to drive improved future growth,” Perpetual CEO and managing director Rob Adams said.

The transaction is expected to be completed later this year or in early 2023. It is subject to regulatory approvals, including that of Pendal shareholders, and customary closing conditions.

Chair and senior partner Rebecca Maslen-Stannage helmed the HSF team alongside partner Malika Chandrasegaran in advising Perpetual. They were assisted by executive counsel James Shirbin, senior associate Samuel Moran, and solicitors Carla Ayoub and Jonathan Wu.

The team worked closely with the Perpetual legal team headed by general counsel Jessie Moodley.

Meanwhile, M&A partner Rob Kelly took the lead on KWM’s team, working alongside partners David Eliakim and David Friedlander. They were supported by senior associate Ned Sutton.

“This deal was made possible by working closely together through an extensive due diligence and negotiation process at a challenging time for global markets and the funds management industry,” Kelly said. “To succeed in reaching this milestone is a real achievement for all involved.”