Acquisition of UK manufacturing group by non-UK trade buyer

The situation

  • Our client, a non-UK trade buyer, was looking to acquire a UK manufacturing group
  • The main obstacle was a pension scheme, in deficit, where the vendor had proposed a specific price adjustment for that deficit

What we did

  • Conducted a limited scope exercise to assess whether the proposed price adjustment was reasonable (conclusion: it was short of one reflecting the true pension risks)
  • Supported the client in negotiating an alternative adjustment
  • Carried out a full due diligence exercise
  • Supported our client in trustee discussions

Client benefits

  • A significantly increased price adjustment for pensions (effectively, we reduced the purchase price by around £13m - almost 20% of the deal value)
  • A clear appraisal of the likely course of future pension cash costs, and the impact of the transaction on their financial disclosures
  • A good start to the ongoing relationship with the scheme trustees