Refinitiv, one of the world’s largest providers of financial markets data and infrastructure, has announced that its shareholders have agreed definitive terms with the London Stock Exchange under which LSEG will acquire Refinitiv in an all share transaction for a total enterprise value of approximately US$27 billion.
The transaction will create a leading, UK-headquartered, global financial market infrastructure (FMI) provider with a leading data and analytics business, significant capital market capabilities across multiple asset classes and a broad post-trade offering, well positioned for future growth.
The transaction will result in Refinitiv’s shareholders – a consortium of investment funds affiliated with Blackstone as well as Thomson Reuters – ultimately holding an approximate 37 per cent economic interest in LSEG and less than 30 per cent of the total voting rights of LSEG. Subject to among other considerations, certain regulators not having objections to proposed nominees, Refinitiv shareholders will be entitled to nominate up to three non-executive directors to the LSEG Board, two of whom will be representatives of Blackstone and one a representative of Thomson Reuters.
The transaction will result in Refinitiv’s shareholders – a consortium of investment funds affiliated with Blackstone as well as Thomson Reuters – ultimately holding an approximate 37 per cent economic interest in LSEG and less than 30 per cent of the total voting rights of LSEG.
Refinitiv’s shareholders will have an important investment in the combined business and have agreed to be subject to a lock-up for the first two years following completion of the transaction, expected in the second half of 2020. In each of years three and four following completion, Refinitiv’s shareholders will become entitled to sell one-third of the shares issued to them and the lock-up will terminate on the fourth anniversary of completion.
Refinitiv’s Chief Executive Officer David Craig will continue in his role and join LSEG’s Executive Committee. The combined business will be chaired by LSEG’s Chairman Don Robert and led by David Schwimmer, LSEG’s Chief Executive Officer with David Warren as LSEG’s Chief Financial Officer.
Commenting on the transaction, David Craig, Chief Executive Officer, Refinitiv, said:
“LSEG’s business is highly complementary with Refinitiv’s leading global data platform, transaction and distribution network. Our aim is to capture the opportunity of data which we believe is driving unprecedented change in the global financial community. The combined business will allow us to better serve customers across all regions.
“Our two companies both have strong heritages, a shared approach to open access and partnership, and we are excited to work with the LSEG team to create a leading financial markets infrastructure group and to continue to invest in our business.”