Lone Star Real Estate Fund VI, L.P., managed by Lone Star Global Acquisitions, Ltd., completed the acquisition of McCarthy & Stone plc from Anchorage Capital Group, L.L.C., John Tonkiss, Michael Lloyd, Frank Nelson, Gillian Barr and others.
February 31, 2021
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Lone Star Real Estate Fund VI, L.P., managed by Lone Star Global Acquisitions, Ltd., reached an agreement to acquire McCarthy & Stone plc (LSE:MCS) from Anchorage Capital Group, L.L.C., John Tonkiss, Michael Lloyd, Frank Nelson, Gillian Barr and others for approximately £620 million on October 23, 2020. Under the terms, Lone Star will acquire shares of McCarthy at a price of £1.15 per share in cash. As of December 7, 2020, Lone Star will acquire shares of McCarthy at a price of £1.20 per share in cash for a consideration of approximately £650 million. The cash consideration will be funded through an equity commitment letter from equity financing drawn down by Lone Star Real Estate Fund VI. On December 24, 2020, Lone Star Real Estate Fund VI entered into a debt commitment letter and fee letter under which Goldman Sachs Bank USA has committed to arrange and underwrite a £275 million senior secured term loan facility for the purpose of refinancing the existing indebtedness of McCarthy & Stone. On January 27, 2021, Lone Star entered into a senior facilities agreement pursuant to which Goldman Sachs Bank USA as mandated lead arranger and original lender has made available a £275 million senior secured term loan facility subject to the satisfaction of certain conditions precedent.
The transaction is subject to approval of the Scheme at the Court Meeting and the passing of the Resolutions at the General Meeting by at least 75% shareholders, in each case by the requisite majority of McCarthy & Stone Shareholders and satisfaction of the EU Anti-trust Condition. The Acquisition will also be subject to the applicable requirements of the Code, the Panel, the London Stock Exchange, third party approval and the FCA. The McCarthy & Stone Directors unanimously intend to recommend that the McCarthy & Stone Shareholders vote in favor of the transaction. As of November 9, 2020, Lone Star received irrevocable undertakings from Martin Abell in aggregate 399 McCarthy & Stone Shares representing approximately 0.000074% of the issued share capital. Lone Star received irrevocable undertakings in aggregate 92.64 million McCarthy & Stone Shares representing approximately 17.2% of the issued share capital. As of December 4, 2020, Lone Star received irrevocable undertakings from Martin Abell in aggregate 658 McCarthy & Stone Shares. As of November 16, 2020, the meeting of shareholders and court meeting of McCarthy & Stone plc is scheduled to take place on December 7, 2020. As of December 7, 2020, the transaction was approved by the shareholders of McCarthy & Stone plc at its Court Meeting and the General Meeting. As of December 8, 2020, the transaction has received merger control clearance from the European Commission. The scheme is expected to be effective on February 1, 2021. The transaction is expected to close by February 28, 2021.
Alex Midgen, Peter Everest and Phil Hare of Rothschild & Co, Neil Collingridge, James Arculus, Simon Hollingsworth and Raed El-Dana of Deutsche Bank AG, London Branch and Charles Batten, Harry Nicholas and Miles Cox of Peel Hunt acted as financial advisor to McCarthy & Stone Directors. Mark Aedy, Robert Sorrell and Liam Beere of Moelis & Company and Chris Emmerson and James Brodie of Goldman Sachs International acted as financial advisors to Lone Star. Weil, Gotshal & Manges (London) LLP acted as legal advisor to Lone Star. Alasdair Balfour, Richard Browne and Paul McCarthy of Allen & Overy LLP acted as legal advisor to McCarthy & Stone.
Lone Star Real Estate Fund VI, L.P., managed by Lone Star Global Acquisitions, Ltd., completed the acquisition of McCarthy & Stone plc (LSE:MCS) from Anchorage Capital Group, L.L.C., John Tonkiss, Michael Lloyd, Frank Nelson, Gillian Barr and others on January 29, 2021. On January 28, 2021, the transaction was approved by the court. On February 15, 2021, the settlement of consideration will take place. Savvas Savvides, Valentyn Makarenko, Patrick Lebreton, Timothy Beaulac and James Riddell have been appointed to the board of directors of McCarthy & Stone and Francis Nelson, Gillian Barr, John Carter, Geeta Nanda and Arun Nagwaney have resigned as directors of McCarthy & Stone. Paul Lester has agreed with Bidco that he will remain on the board of McCarthy and Stone for a six month transitional period.
McCarthy & Stone PLC is a United Kingdom-based developer and manager of retirement communities. The Company buys land and then builds, sells and manages retirement developments. Its product ranges include Retirement Living and Retirement Living PLUS, which provide mainly one and two-bedroom apartments across the United Kingdom with varying levels of support and care for older people. Retirement Living developments provide independence in private apartments designed specifically for the over-60s, as well as facilities, such as communal lounges and guest suites that support companionship. Retirement Living PLUS developments, which are designed specifically for the over-70s, offer all of this plus more on-site facilities such as restaurants, well-being suites and function rooms.
Lone Star Real Estate Fund VI, L.P., managed by Lone Star Global Acquisitions, Ltd., completed the acquisition of McCarthy & Stone plc from Anchorage Capital Group, L.L.C., John Tonkiss, Michael Lloyd, Frank Nelson, Gillian Barr and others.