Lovell Minnick, Pantheon to acquire Charles Taylor in £261m deal

The share price represents a 34% premium on the unaffected share price of £2.35. At the time of publication, the company was trading at £3.25 per share.

In addition to the offer, Charles Taylor shareholders will be entitled to receive the previously declared interim 2019 dividend of £3.65.

The directors of the company will recommend the offer and have agreed to sell their own shares, amounting to 1.16% of the company. The company's management will stay on in their current roles.

Lovell Minnick has agreed to reduce its equity funding by syndication. As part of the agreement, Pantheon has committed to provide up to 39.9% and $118m with the intent to reduce that amount to 20-25% of equity funding through syndication.

Debt financing for the deal will be underwritten by RBC Capital Markets.

Charles Taylor's debt providers are HSBC, RBS and Bank of Ireland, according to Unquote sister publication Mergermarket.

The company generated revenues of £263m in 2018, up from £211m in 2017. Its EBITDA increased from £22.9m in 2017 to £31.5m in 2018.

Previous funding
Charles Taylor listed on the stock exchange in 1996.

Since it listed, the company has pursued an aggressive inorganic growth strategy. Since 2011, it has acquired Alico Isle of Man, a second Isle of Man life insurance company from Nordea Life and Pensions for up to €6.35m; Scottish Widows International for £12.5m; and a majority stake in insurance platform Otak. It also acquired Criterion Adjusters for £13.1m, Cega Group for £29.8m, FGR for $14.5m and Inworx for $50.5m.

Company
Founded in 1840, the company employs more than 3,100 staff in 120 locations. Charles Taylor offers various insurance services including underwriting, broking support, loss adjusting and claims management. The company is headquartered in London.

People
Lovell Minnick Partners – Spencer Hoffman, Jason Barg (partners).
Charles Taylor – Edward Creasy (chairman); David Marock (group CEO).

Advisers
Company – Rothschild & Co (corporate finance); Liberum (corporate finance); Davis Polk & Wardwell London (legal).
Equity – RBC Capital Markets (corporate finance); Debevoise & Plimpton (legal).

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