Business

Publication of Scheme Document

Nuveen, through its subsidiary Bidco, has published the scheme document detailing its recommended cash acquisition of Schroders plc. The document outlines the terms of the acquisition, which requires approval from Schroders shareholders at a Court Meeting and a General Meeting scheduled for April 16, 2026. The scheme is expected to become effective in the fourth quarter of 2026, leading to the cancellation of Schroders' listing on the London Stock Exchange. The Schroders Directors unanimously recommend shareholders vote in favour of the transaction, having received financial advice from Wells Fargo, Barclays, and J.P. Morgan Cazenove. Financing for the transaction has been syndicated, with Bidco announcing the successful completion of commitments from participating lenders on March 11, 2026. Disclaimer*

articleSchroders PlcMarch 12, 20264/company/schroders-plc/news/publication-of-scheme-document-10
Publication of Scheme Document

About this update from Schroders Plc

[{"type":"text","content":"\n\nNOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF SUCH JURISDICTION\nFOR IMMEDIATE RELEASE\n12 March 2026\nRECOMMENDED CASH ACQUISITION\nOF SCHRODERS plc (\"SCHRODERS\")\nBY PANTHEON, LLC (\"BIDCO\")\na newly incorporated subsidiary of Nuveen, LLC (\"Nuveen\"), a Teachers Insurance and Annuity Association of America (\"TIAA\") company\nto be effected by means of a Scheme of Arrangement\nunder Part 26 of the Companies Act 2006\nPUBLICATION OF THE SCHEME DOCUMENT\nOn 12 February 2026, the boards of directors of Schroders and Nuveen announced that they had reached agreement on the terms of a recommended cash offer to be made by Bidco for the entire issued and to be issued share capital of Schroders (the \"Acquisition\"), to be implemented by way of a court-sanctioned scheme of arrangement under Part 26 of the Companies Act (the \"Scheme\").\nPublication of the Scheme Document\nSchroders and Nuveen are pleased to announce that a circular in relation to the Scheme (the \"Scheme Document\") setting out, among other things, a letter from the Chair of Schroders, an explanatory statement pursuant to section 897 of the Companies Act, the full terms and conditions of the Scheme, an expected timetable of principal events, notices of the Court Meeting and the General Meeting and details of the actions to be taken by Schroders Shareholders, has been published today on Schroders' website at www.schroders.com/nuveenoffer/ and on Nuveen's website at www.nuveen.com/global/nuveen-recommended-offer-for-schroders.\nHard copies of the Scheme Document (or, depending on Schroders' Shareholders' communication preferences, a letter or email giving details of the website where the Scheme Document may be accessed) and Forms of Proxy for the Court Meeting and the General Meeting are being sent to Schroders Shareholders today.\nIn addition, joint letters from Nuveen and Schroders will be sent on 13 March 2026 to participants in the Schroders Share Plans to provide information on how the Scheme will affect their rights under the Schroders Share Plans and the arrangements applicable to them.\nCapitalised terms used in this announcement shall, unless otherwise defined, have the same meanings as set out ...

More updates from Schroders Plc