Wealth management firm Insignia Financial (ASX:IFL) on 3 January received a confidential, non-binding, and indicative takeover proposal from US-based private investment firm CC Capital Partners by way of a scheme of arrangement.
Insignia has engaged Citigroup and Gresham Advisory Partners as its financial advisors and King & Wood Mallesons as legal advisor to consider the offer.
The indicative offer is at a price of $4.30 cash per share, or the potential alternative to roll into unlisted stub equity subject to caps and scale-back.
CC Capital’s $2.87 billion proposal represents a 7.5% premium to private equity firm Bain Capital’s non-binding indicative $2.67 billion offer at $4 cash per share received on 12 December 2024.
Insignia rejected Bain Capital’s approach on the basis the offer did not provide fair value to shareholders.
Insignia says CC Capital’s proposal is subject to a number of conditions including satisfactory completion of due diligence on an exclusive basis and execution of a binding scheme implementation agreement.
The scheme implementation agreement, if entered into, would be conditional on (among other things) a unanimous recommendation from the Insignia board, commitment from all directors to vote in favour of the transaction, and approval from CC Capital’s investment committee.
If entered into by Insignia, any transaction would be subject to approval of the Foreign Investment Review Board and the Australian Prudential Regulation Authority.
With origins dating back to 1846, Insignia Financial is an Australian wealth manager and provides financial advice, superannuation, wrap platforms, and asset management services to members, financial advisers and corporate employers.
Write to Adam Orlando at Mining.com.au
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