Global law firm Norton Rose Fulbright has advised Charles Stanley Group PLC (“Charles Stanley”) on the £278.9 million recommended cash offer announced on July 29, 2021 by Raymond James Financial, Inc. (“Raymond James”) for Charles Stanley. Raymond James UK Wealth Management Holdings Limited (a wholly-owned subsidiary of Raymond James formed for the purposes of the offer) will acquire the entire issued and be issued share capital of Charles Stanley via a Court-sanctioned scheme of arrangement under Part 26 of the Companies Act (the “Acquisition”).
Under the terms of the acquisition, Charles Stanley shareholders will be entitled to receive £5.15 per share. The terms of the offer imply a deal value of £278.9 million for Charles Stanley. A loan note alternative will be available to Charles Stanley shareholders (other than Charles Stanley shareholders resident or located in a restricted jurisdiction, including the US) which will enable eligible shareholders to elect to receive unsecured loan notes of £1.00 each in lieu of part of all of the cash consideration to which they would otherwise be entitled under the terms of the Acquisition.
Charles Stanley provides holistic wealth management services to private clients, charities, trusts and institutions in the UK. Its origins trace back to 1792 and it is one of the oldest firms on the London Stock Exchange. Charles Stanley has a national presence, with 26 locations and over 800 professionals. Its wealth management services are provided direct to clients and to intermediaries.
Raymond James is a US company with its headquarters located in St. Petersburg, Florida and is listed on the New York Stock Exchange. Raymond James is a multinational independent investment bank and financial services company providing financial services to individuals, corporations, and municipalities through its subsidiary companies that engage primarily in investment and financial planning, in addition to capital markets, banking and asset management services.
The Norton Rose Fulbright team advising Charles Stanley on the matter was led by corporate, M&A and securities partner Fiona Millington and relationship partner, Richard Sheen, together with corporate partner Kit McCarthy and corporate associates Laura Vasey and Stephanie Notice. Additional specialist advice has been provided by Dominic Stuttaford (tax), Matt Findley (incentives), Ian Giles (antitrust), Imogen Garner (regulatory), Lesley Browning (pensions) and Catrina Smith (employment).