Herbert Smith Freehills has acted on behalf of Capital & Counties Properties Plc ("Capco"), a major British real estate investment company, in relation to the acquisition of a minority stake of 26.3% in Shaftesbury plc across two tranches, for a net consideration of approximately £436 million. Shaftesbury plc is a real estate investment trust which invests exclusively in London’s West End.
The transaction represents a key milestone in Capco's corporate development, given its strategy to invest in complementary opportunities near its existing Covent Garden estate. The acquisition of 64.4 million shares for £348 million in cash, representing 20.9% of Shaftesbury’s shares, is expected to complete on 3 June 2020. A subsequent tranche of 16.3 million shares for £88 million in cash, representing 5.3% of Shaftesbury’s shares, constitutes a Class 1 transaction for the purposes of the FCA Listing Rules. Completion of the second tranche is therefore conditional on Capco shareholder approval and a circular will be sent to Capco shareholders in due course.
Herbert Smith Freehills advised on all elements of the transaction. The team was led by partner Alex Kay and associate Emily Naylor, who worked closely with Capco’s Group Legal Director Alison Fisher. Other members of the corporate team were partner Mike Flockhart, senior associate Thomas Vaughan and associates Harriet Sykes and Sophie Stevens. Simon Chadney from London Finance led on Capco’s facility drawdown. The wider team included Will Arrenberg and Pindy Gainda from London Tax, and Amy Geddes from London Finance.
Alex Kay, partner in the London Corporate team, commented: "It has been great to support Capco on such a significant transaction, and we look forward to working with them to secure the necessary shareholder approval."