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A landmark transaction in size and complexity, delivering a platform for continued growth, maximising value

The sale of ASX-listed PSC Insurance Group Limited to The Ardonagh Group via a A$2.3 billion Scheme of Arrangement

Here we discuss our work with PSC and our long-term partnership.

The 3 Elements

Enabling a seamless cross-border transaction to create one of the largest private insurance distribution networks in the ANZ region.

Our Supporting Role

Maddocks is a longtime trusted adviser to PSC, having advised the Group on its IPO in 2015. The IPO was one of the first steps in implementing its strategy of organic growth through operational focus, coupled with complementary acquisitions.

PSC has experienced very significant growth since that time and, almost a decade later, PSC looked to continue this expansion through a partnership with a like-minded global business while providing an opportunity for shareholders to exit their investment.

Maddocks wanted to ensure a smooth and highly collaborative process throughout the cross-border negotiations between PSC and the UK-based private equity-backed Ardonagh Group.

The Solution

The acquisition was implemented via a Scheme of Arrangement under which Ardonagh acquired 100% of PSC shares for cash, and in respect of some members of senior management, a mixture of cash and equity in Ardonagh.

Our role included initial negotiations with multiple interested parties, negotiating the Merger Implementation Deed with The Ardonagh Group, and working to obtain the approvals of ASIC, shareholders and the Court for the merger over a 10 month period.

Despite navigating some new technical areas regarding the scheme process with ASIC, the acquisition proceeded without concern from the regulators or the Court and was overwhelmingly supported by PSC shareholders.

A Collaborative Outcome

The Maddocks team worked closely with the PSC Board and Management and its other advisers, including Goldman Sachs and EY, to guide PSC and its shareholders through the scheme of arrangement process and worked collaboratively with Ardonagh’s advisers to obtain the regulatory approvals (including FIRB and ACCC) required for the transaction.

The Maddocks cross practice team drew on its knowledge of the PSC business from working with the PSC team over the last decade together with its experience of successfully executing large Australian public M&A transactions to efficiently deliver the outcome for PSC shareholders.

The Maddocks Way

One team executing large Australian public M&A transactions.

  • Total
    solutions

    A modern, all-in-one approach for today and tomorrow’s requirements.

  • Combined
    expertise

    Strategic thinkers with deep sector knowledge and proven track records.

  • Client
    focused

    Results-orientated and innovative advice for all the stages of a business life cycle.

  • "This transaction is testament to PSC’s people and business that has had immense growth and success over the last 18 years."

    Catherine Merity
    Partner

Would you like to know more about our M&A expertise?

Please contact a member of our team

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