Recommended Cash Acquisition of Schroders plc by Nuveen, LLC

Core Viewpoint - Nuveen has announced a recommended cash acquisition of Schroders for approximately £9.9 billion, which will create a leading global asset management firm with nearly $2.5 trillion in assets under management [1][2] Transaction Overview - The acquisition will involve Nuveen acquiring the entire issued and to-be-issued share capital of Schroders, with each shareholder entitled to receive cash consideration of £5.90 per share, totaling £9.5 billion [1] - In addition to the cash consideration, Schroders shareholders can receive dividends of up to 22 pence per share prior to completion, bringing the total valuation to £9.9 billion [1] - The transaction has been unanimously approved by the Boards of Directors of both companies and is expected to close in Q4 2026, pending shareholder and regulatory approvals [1][2] Strategic Rationale - The merger aims to enhance growth opportunities for wealth and institutional investors by combining complementary platforms, capabilities, and distribution networks [1] - The combined entity will focus on creating new investment solutions across various asset classes, including equities, fixed income, private capital, and real estate [1] - London will remain the non-US headquarters of the combined group, reinforcing its role as a global financial center [1] Commitment to Heritage and Culture - Nuveen plans to maintain Schroders' operational independence for at least 12 months post-transaction, with Richard Oldfield continuing as CEO of Schroders [1] - The transaction is positioned as a way to respect and build upon Schroders' established brand and heritage [1] Shareholder Support - The Principal Shareholder Group Trustee Companies, holding approximately 41% of Schroders shares, have committed to vote in favor of the transaction [2]