AIM-listed Randall & Quilter advised on £480m takeover offer

Mills & Reeve has advised Randall & Quilter on Brickell Insurance Group’s £480 million takeover offer with a new $100 million equity fundraising.

Randall & Quilter, a non-life global specialty insurance company focused on program management and legacy transactions, has received a takeover offer from one of its major shareholders, Brickell Insurance Group, in an acquisition backed by investment group 777 Partners.

Mills & Reeve has acted for Randall & Quilter for the last 15 years including in 2013, helping to redomicile R&Q from the UK to Bermuda. Following this, Mills & Reeve has advised on numerous AIM fundraisings as well as several bank and debt facilities, including listed debt securities.

Following the announcement of the proposed takeover, further work will be needed to satisfy numerous conditions, including R&Q shareholder approval and consents from global regulators, as well as implementing other terms of the deal.

The Mills & Reeve team advising R&Q included partners Stephen Hamilton and Frances Churchyard; head of London corporate, Kristian Shearsby; principal associate, Emma Plaxton; senior associate, Tom Samuel; associate, Judith Houston; and trainee solicitor, Alexandra Illingworth. Partner James Hunter has led the firm’s client relationship with R&Q since the early years.

Stephen Hamilton, who led the Mills & Reeve team said: “We have enjoyed a longstanding relationship with R&Q for many years and were really pleased to work alongside them again on this very important transaction.”

Emma Plaxton, added: “It was a pleasure to support the R&Q team. The scale and complexity of the transaction, and regulatory, listing, and international aspects, meant we had to play our role in a much wider deal team, and I think this played to our strengths as a firm which emphasises the importance of collaboration.”

George Clarke, Group General Counsel at R&Q, said: “Mills & Reeve have been available and supportive throughout. With a tight knit team familiar with our business, they worked efficiently with our US and Bermuda counsel providing a strong and responsive team across the required disciplines and jurisdictions. They are a pleasure to work with.”

Barclays Bank and Numis Securities provided financial advice to R&Q, Mayer Brown advised R&Q on US law aspects and Conyers provided Bermuda law advice. Brickell was advised by GuyCarp, Norton Rose Fulbright and Applebys.

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