Perpetual adjusts Pendal acquisition terms

Mike Taylor

Managing Editor and Publisher

17 November 2022

Perpetual and Pendal have announced they have agreed on revised terms for their acquisition transaction.

Perpetual has announced to the Australian Securities Exchange that both parties have agreed to revise the cash and scrip consideration mix under the Scheme of Arrangement under which Perpetual will acquire 100% of Pendal.

Under the revised terms, there will be a reduction in the cash component and a new offsetting increase in the scrip component, with Pendal shareholders receiving one newly issued share in perpetual in exchange for seven Pendal ordinary shares and $1.65 cash per Pendal share.

The ASX announcement said the revised terms further strengthen the balance sheet and enhance the financial flexibility of the combined group.

The announcement noted that Perpetual has sought a declaration from the Court to clarify the scope of the Perpetual director’s fiduciary carve-out stating that the carve-out for payment of up to $23 million is important for the Perpetual Board in the event that I needs to pursue a major transaction it determines may be in the best interests of its shareholders.

A decision from the court expected on Friday morning.