17th Jun 2025 10:18
(Alliance News) - Hansa Investment Company Ltd and Ocean Wilsons Holdings Ltd on Tuesday said they have agreed in principle to a proposed all-share merger that would create an investment group with over GBP900 million in net assets, combining two portfolios of global public and private equity holdings.
Hansa is a Bermuda-based closed-ended investment company listed on the London Stock Exchange, while Ocean Wilsons is a Bermuda-based investment holding company.
Under the terms of the deal, Hansa will acquire Ocean Wilsons via a Bermudan scheme of arrangement. Ocean Wilsons shareholders would receive new Hansa share units, comprising one voting ordinary share and two non-voting A shares, in exchange for each Ocean Wilsons share, based on a formula asset value approach.
The combined entity would maintain Hansa's London listing and closed-end fund status, while introducing a new capital allocation policy prioritising share buybacks.
Ocean Wilsons, which recently sold its majority stake in Brazilian port operator Wilson Sons, also announced a tender offer of up to GBP123 million for 7.1 million shares, or 20% of its capital, with pricing to be determined via a reverse Dutch auction.
The offer opens on Wednesday and runs until July 18. The merger is contingent on shareholder and regulatory approvals, with Hansa receiving indications of 53.8% support and Ocean Wilsons 32.6% from eligible voters.
Both boards said the merger would simplify their structure, reduce costs, and unlock value for shareholders, while leveraging their shared investment manager and overlapping portfolios.
Hansa's ordinary shares were up 0.3% at 247.80 pence in London on Tuesday morning. Its class A shares were 7.8% higher at 243.60 pence. Shares in Ocean Wilsons were up 6.7% at 1,574.20 pence.
By Eva Castanedo, Alliance News reporter
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