Macfarlanes advises Smith & Williamson on restructuring of Tilney merger and Warburg Pincus investment

Macfarlanes has advised Smith & Williamson on the agreement of a revised structure for its merger with Tilney, including a significant new equity investment from global private equity investor Warburg Pincus LLC, who will co-invest on completion alongside Tilney’s controlling shareholder, Permira.

The combined Tilney Smith & Williamson group will be the UK’s leading integrated wealth management and professional services business, with approximately £44bn in assets under management. The merger was originally announced in September 2019, but was delayed in Q1 2020 due to the impact of the Covid-19 pandemic and ongoing discussions between the parties and the Financial Conduct Authority. Subject to customary regulatory and antitrust consents, and the approval of Smith & Williamson shareholders, it is now expected that completion will take place in the second half of 2020.

The Macfarlanes team was led by corporate and M&A partner Tom Rose, assisted by senior solicitor Tom French and solicitors Olivia Seeley and Emma Bailey. Tax and reward advice was provided by partners Mark Baldwin and Rob Collard, supported by senior solicitor Saba Palizi and solicitor Mark Petch. Finance advice was provided by partner Kirstie Hutchinson and solicitor Owen Giles, with competition expertise provided by partner Cameron Firth, senior solicitor Charlie Critchley and solicitor Dominic Griffin.

Nicola Mitford-Slade, Head of Legal at Smith & Williamson, comments: “The Macfarlanes team have continued to provide invaluable support to us on this highly complex transaction. Despite the difficult circumstances of Covid-19 and the challenges of remote working, the service we have received from the team has been exceptional.”

Tom Rose comments: “It is a real testament to the strength of the relationship between the parties that a revised structure for the deal, including the Warburg Pincus investment, has been agreed in these difficult times. We are delighted to continue supporting the Smith & Williamson team on this exciting merger.”