Rathbones announces combination with Investec Wealth & Investment UK

Date: 11 Apr 2023

Vicente Luckina Bunn

To create the UK’s leading discretionary wealth manager, Rathbones announces the combination with Investec Wealth & Investment UK

The Boards and Management of Rathbones Group Plc and Investec PLC are pleased to announce that they have entered into a definitive agreement regarding an all-share combination of Rathbones with Investec Wealth & Investment Limited to create the UK’s leading discretionary wealth manager.

The Combination brings together two trusted and prestigious UK wealth management businesses with closely aligned cultures and operating models and a shared commitment to client-centric values and sustainable growth. The Combination represents a significant value creation opportunity for both Rathbones and Investec Group shareholders.

Under the terms of the Combination, new Rathbones shares will be issued in exchange for 100% of Investec W&I UK’s share capital. The Enlarged Rathbones Group will remain an independent premium-listed company operating under the Rathbones brand with Investec Group as a long-term, strategic shareholder. Following completion, Investec Group will have an economic interest in Rathbones’ enlarged share capital of 41.25% with Investec Group’s voting rights limited to 29.9% of Rathbones’ enlarged total voting rights. Existing Rathbones shareholders will have an economic interest of 58.75% and voting rights of 70.1%. The terms of the Combination imply an equity value of approximately £839 million for Investec W&I UK.

The Investec W&I UK transaction perimeter includes Investec Group’s wealth and investment businesses in the UK and Channel Islands but excludes Investec Bank (Switzerland) AG and Investec Wealth & Investment International (Pty) Ltd, both of which will remain wholly-owned subsidiaries of Investec Group.

The Combination constitutes a Class 1 acquisition for Rathbones for the purpose of the Listing Rules (“Listing Rules”) and is therefore subject to, among other things, shareholder and regulatory approvals.

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