Macfarlanes advises Alchemy on proposed fundraising by Countrywide plc

22 October 2020

Macfarlanes has advised long-standing private equity client Alchemy on its participation in a proposed fundraising by Countrywide plc, the largest property group in the UK, which will involve Alchemy acquiring at least 50.1% of the enlarged share capital of Countrywide.

The fundraising is conditional upon, amongst other things, the approval of Countrywide’s shareholders.

The fundraising will involve Alchemy investing up to £90m pursuant to a firm placing, conditional offer and by funding the repurchase of Countrywide shares pursuant to a tender offer. Depending on the results of the conditional offer and the tender offer, Alchemy will hold between 50.1% and 67.7% of the enlarged share capital of Countrywide. Other existing Countrywide shareholders will also be entitled to participate in either the conditional offer or the tender offer.

The proceeds of the fundraising will be used to reduce group debt by £50m and fund investment for a turnaround plan led by Alchemy. As part of the proposed transaction, Countrywide’s listing will be transferred from the premium segment of the Official List to the standard segment of the Main Market of the London Stock Exchange to enable a streamlined private equity style governance approach and new management incentive arrangements.

The Macfarlanes team is being led by corporate and M&A partner Robert Ogilvy Watson, assisted by senior counsel Tim Redman and solicitors Olivia Seeley and Emma Bailey. Finance advice is being provided by partner Jat Bains, supported by solicitor Timothy Bromley-White. Tax and reward expertise comes from partners Rob Collard and Peter Abbott, supported by senior counsel Rasmus Berglund. Regulatory partner Andrew Henderson is advising on FCA change of control; and investment management partner Christopher Good is advising on the equity financing with assistance from senior solicitor Harriet Miller.

Robert Ogilvy Watson comments: “This transaction remains subject to conditions but we are delighted to have assisted Alchemy in agreeing the terms of this transaction, which delivers control of a listed company whilst also enabling participation by existing shareholders who wish to invest alongside Alchemy or sell their shares.”