Caledonia buys stake in Stonehage Fleming

Caledonia's investment will be structured as a tender offer made to all of Stonehage Fleming's shareholders, alongside a share buy-back offer by Stonehage Fleming. Caledonia will acquire 36.7% of the fully diluted capital. The transaction is expected to get regulatory approvals within three months.

Caledonia's total investment for the stake will be dependent on the number of shares needed to reach the 36.7% threshold, but is expected to be approximately £92m. In addition, it will pay a deferred consideration of up to £20.6m, dependent on Stonehage Fleming's performance in 2019 and 2020.

Caledonia has also underwritten a £30m term loan facility as part of the funding of the transaction. A third party facility will be put in place with international banks around completion.

Stonehage Fleming's existing shareholders, including the incumbent management team, will invest alongside Caledonia. All of the management team will remain with the business and will own around 50% of the share capital alongside other staff members. Two members of Caledonia's Unquoted team will join Stonehage Fleming's board.

Company
Stonehage Fleming was formed as a result of the merger of Stonehage Investment Advisors and Fleming Family & Partners in January 2015. The family office looks after 250 families and has 13 offices around the globe.

For a full overview of Stonehage Fleming and its private equity allocation strategy, click here to read our dedicated LP profile on the business.

People
Caledonia Investments – Duncan Johnson (head of unquoted investments).
Stonehage Fleming – Giuseppe Ciucci (CEO).

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