Under the terms of the acquisition, each Resolution shareholder will receive 720 pence in cash for each Resolution share, valuing Resolution’s entire issued and to be issued share capital at approximately £4.98bn.
The transaction will create a combined group with assets under management of £85bn, making it a top ten UK life insurer.
Impala and Pearl have also entered into a binding framework agreement with Royal London under which, following completion of the acquisition, Royal London will have the right to acquire certain of Resolution’s business and assets.
The total consideration payable by Royal London for the Royal London assets is £1.267bn.
Pearl remains Resolution’s largest shareholder with an aggregate interest in more than 177 million Resolution shares, representing approximately 25.93 per cent of the existing issued ordinary share capital of Resolution.
Pearl director Hugh Osmond says Resolution and its management team have built an outstanding business and created very significant value for its shareholders.
He says: “We wish to combine the proven strength and expertise of both teams to create one organisation capable of delivering far more than either of its constituent parts. We believe that this will herald a bright future for policyholders, shareholders and employees of the combined group.”
Resolution chairman Clive Cowdery says: “Resolution welcomes both the value delivered to its shareholders and Pearl’s commitment to maintaining policyholder improvements. The board of Resolution is delighted to recommend this transaction, which creates a major UK insurer and an expert manager of closed funds. We wish Pearl continued success in this sector.”