Under pressure Perpetual pauses on Pendal

Mike Taylor

Managing Editor/Publisher, Financial Newswire

11 November 2022

ANALYSIS

A cloud of uncertainty is hanging over Perpetual’s acquisition of Pendal as the private equity bid for Perpetual has gained increased momentum this week.

Perpetual has confirmed that it proposed a short deferral of the Pendal acquisition arrangements as a result of the bid mounted by BPEA Private Equity and Regal Partners.

The acquisition arrangements are the court hearing of the Scheme of Arrangement for the Pendal acquisition.

Confirming its desire to defer the Pendal arrangements, Perpetual cited developments including two indicative offers received and its rejection of those offers together with “further actual and speculated interest in Perpetual by other parties”.

“Perpetual’s Board needs to fulfil its fiduciary and statutory duties to its shareholders, in light of recent approaches from the Consortium and further interest in Perpetual, as well as market development and Pendal-specific considerations, including to assess and make the required disclosure in the scheme booklet,” the company told the ASX.

Perpetual said it had noted an ASX announcement from Pendal.

It noted that the Scheme Implementation Deed also provided for a situation where the Perpetual Board determines that to fulfil its fiduciary or statutory duties to its shareholders, Perpetual should not proceed with the Pendal transaction or should pursue a major transaction which prevented the Pendal transaction from being implemented.

“In that case, Perpetual may have an obligation, subject to the terms and conditions of the Scheme Implementation Deed, to pay Pendal up to $23 million.

Earlier in the day, Regal Partners chief executive, Brendan O’Connor expressed disappointment that Perpetual had rejected the improved proposal from his company and BPEA Private Equity.

“We firmly believe the improved proposal creates significantly more value for Perpetual’s shareholders as compared to the Pendal transaction,” he said.