2 July 2004 – LAWFUEL – Herbert Smith is advising Friends Provident plc, one of the UK’s leading financial services groups, in connection with the merger of ISIS Asset Management plc (“ISIS”) and F&C Group (Holdings) Limited (“F&C”). The merger will create the UK’s fourth largest asset manager.
F&C is currently a wholly-owned subsidiary of Eureko BV; ISIS is currently 67% owned by Friends Provident. The merger will be effected through the issue of new ISIS shares in exchange for the acquisition of F&C by ISIS. Of the new ISIS shares to be issued, Friends Provident will be issued with such shares as are necessary for it to retain a 51% holding in the enlarged entity. For these new shares Friends Provident will pay Eureko £378 million, of which £250 million will be in cash and £128 million in new Friends Provident shares.
Corporate partners Geoffrey Maddock, Roddy Martin and Charles Howarth are leading the Herbert Smith team. They are assisted by James Milne, Brian Hanlon, Michael Copeland and Victor Ding. Howard Murray, partner, and Lindsay J’Afari-Pak are advising on tax. Alex Bafi, partner, and Clint Keller are advising on US securities law issues. The Herbert Smith team reports to Friends Provident’s in-house corporate counsel, Gordon Ellis.
ISIS is advised by Norton Rose (partners Andrew Mitchell and Richard Sheen). Eureko is advised by Freshfields (partner Robert Sterling).