Brookfield Infrastructure Partners L.P. (NYSE:BIP) made an offer to acquire HomeServe plc (LSE:HSV) from Directors of HomeServe Plc and others for £4 billion on May 19, 2022. The consideration will be payable in cash. As per the terms, transaction will be financed by a combination of equity to be drawn from funds managed by Brookfield Infrastructure or affiliates of Brookfield Infrastructure and debt to be provided under the Interim facilities agreement. On May 30, 2022, Directors of HomeServe Plc has given irrevocable undertaking to accept or procure the acceptance of offer for their 12.77% stake of HomeServe plc. HomeServe Directors intend to recommend unanimously that HomeServe Shareholders vote in favor of the scheme The acquisition is conditional on the approval of HomeServe shareholders and subject to the further Conditions and including the satisfaction of merger control conditions in respect of the UK, the European Union and the United States, the receipt of foreign investment clearances in Spain and Italy and the receipt of change of control approval from the FCA in the UK. As of June 16, 2022, HomeServe Directors consider that the terms of the acquisition are in the best interests of HomeServe Shareholders as a whole and unanimously recommend that HomeServe Shareholders vote in favour of the Scheme at the Court Meeting and the Special Resolution to be proposed at the General Meeting. Transaction is subject to the satisfaction of the relevant merger control conditions and receipt of foreign investment clearances and regulatory approvals. HomeServe plc announces that at the Court Meeting and General Meeting held on July 22, 2022, majority of Scheme Shareholders voted to approve the Scheme at the Court Meeting along with shareholders also voted to pass the Special Resolution to implement the Scheme. The acquisition is currently expected to complete during the fourth quarter of 2022. As of December 14, 2022, all of the conditions relating to merger control and other regulatory approvals have now been satisfied or (where capable of waiver) waived. The transaction is expected to close on January 4, 2023.

Richard Walsh, Carsten Woehrn, James Robinson and Gerard Breen of J.P. Morgan Cazenove Limited, Craig Calvert, James Donovan, David Sissons and Romine Hakme of UBS AG, London Branch, Anthony Gutman, Chris Emmerson, Sara Hanlon and Mitul Patel of Goldman Sachs International acted as financial advisor and Roland Turnill, Robert Innes, James Cook, Jonathan Slade, Tina Zhuo, Phil Linnard, Chris Sharpe and Jan Putnis of Slaughter and May acted as legal adviser to HomeServe. Chris Raff, Abid Chaudhri, Stephen Paine and Basile Benoit of Deutsche Bank AG, London Branch acted as financial advisor and Linklaters LLP and White & Case LLP acted as legal adviser to Brookfield Infrastructure.

Brookfield Infrastructure Partners L.P. (NYSE:BIP) completed the acquisition of HomeServe plc (LSE:HSV) from Directors of HomeServe Plc and others on January 4, 2023.