공지 • Aug 22
Barratt Developments plc (LSE:BDEV) completed the acquisition of Redrow plc (LSE:RDW) from Bridgemere Securities Limited and others.
Barratt Developments plc (LSE:BDEV) entered into a scheme of arrangement to acquire Redrow plc (LSE:RDW) from Bridgemere Securities Limited and others for £2.5 billion on February 7, 2024. Under the terms of the Combination, each Redrow Shareholder will receive for each Redrow Share 1.44 New Barratt Shares. Redrow Shareholders will, in aggregate, receive approximately 476,309,153 New Barratt Shares. Immediately following Completion, Redrow Shareholders will hold approximately 32.8 per cent. of the Combined Group and Barratt Shareholders will hold approximately 67.2 per cent. of the Combined Group. The Combined Group will be renamed "Barratt Redrow plc" from Completion. Transaction is subject to approvals of Court, and Redrow shareholders. The Barratt and Redrow Directors consider the terms of the Combination to be in the best interests of Barratt and Barratt Shareholders as a whole. Accordingly, the Barratt and Redrow Directors intend to recommend unanimously that Shareholders vote in favor of the Scheme. The Combination is expected to become Effective during the second half of 2024. As of March 18, 2024, The Competition and Markets Authority has launched a investigation on the transaction. As of May 15, 2024, Board members of both Barratt and Redrow shareholders have approved with the vast majority of shareholders voting in favour of the merger. Redrow saw 99.93% of its shareholders vote in favour of the merger, while 99.82% of Barratt’s shareholders voted in favour. As of August 8, 2024, CMA concluded a detailed Phase 1 investigation into the deal – which included assessing competition on the national level and in local areas across Great Britain – the CMA found competition concerns in this one local area. While this deal did not raise UK-wide competition concerns, the CMA is aware there may be further consolidation amongst housebuilders in the UK and is committed to carefully assessing mergers in the housebuilding market further, both on a national and local level. Barratt and Redrow now have the opportunity to submit proposals which address the CMA’s concerns in the local area around the Tilstock Road development, to avoid the deal moving to an in-depth Phase 2 review. As of August 19, 2024, Further to the CMA's announcement on August 8, 2024, Barratt and Redrow announce that Barratt has waived the CMA Condition to the Scheme and the parties now intend to complete the Combination. Redrow has confirmed that it will seek the Court's sanction of the Scheme and the Court Sanction Hearing has been scheduled to be held on August 20, 2024. As of August 20, 2024, Redrow is pleased to announce that the Court has issued the Court Order sanctioning the Scheme. It is anticipated that the Effective Date will be August 21, 2024.
Jonathan Retter, Joe Hannon and Anisah Mahomed of UBS AG, London Branch; Matthew Jarman, Shirav Patel and Nick White of Morgan Stanley & Co. International plc acted as financial advisors; James Wootton, James Inglis and Natura Gracia of Linklaters LLP acted as a legal advisor and PricewaterhouseCoopers LLP acted as Accountant to Barratt Developments plc. Sally Wokes, Harry Hecht, Phil Linnard, Charles Cameron, Ed Hunnisett, William Turtle, Jessica Staples, Ed Fife, John Nevin, Richard Keczke, Dominic Robertson and Emma Game of Slaughter and May acted as a legal advisor, and Charles Batten, Marc Jones, Pete Mackie, Ben Harrington and Rebecca Bankhead of Peel Hunt LLP, Alisdair Gayne, Osman Akkaya, Tom Macdonald, Akshay Majithia and Mark Gunalan of Barclays Bank PLC acted as financial advisors and provided the fairness opinion to Redrow plc (LSE:RDW). Daniel Hall and Stephen Nash of Eversheds Sutherland acted as legal advisor to Bridgemere Securities. Will Pearce, Dan Hirschovits, Reuven B. Young and Dominic Foulkes of Davis Polk is advising UBS AG London Branch. Computershare Investor Services PLC acted as registrar.
Barratt Developments plc (LSE:BDEV) completed the acquisition of Redrow plc (LSE:RDW) from Bridgemere Securities Limited and others on August 21, 2024.