How the Deal Will Work
The transaction will unfold through a reconstruction and voluntary winding-up of TRIG under Guernsey law. TRIG will transfer all of its assets into HICL in exchange for newly minted HICL shares.
TRIG investors will be offered:
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New HICL shares, and
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An optional partial cash exit of up to £250 million, which TRIG’s own directors say they will not pursue.
Once completed, HICL shareholders will hold 56% of the combined company, while TRIG shareholders will own 44%.
The merger also pulls in heavyweight support: Sun Life Financial Inc., parent company of InfraRed Capital Partners, plans to purchase £100 million of HICL shares post-transaction to enhance liquidity.
Behind the Scenes: Law Firms and Advisers
This transatlantic-scale merger is being shepherded by major legal and financial players:
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HICL is advised by Hogan Lovells International LLP.
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TRIG is advised by Norton Rose Fulbright on English law, with Carey Olsen (Guernsey) LLP handling Guernsey matters.
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Financial advisers include Goldman Sachs International and Investec Bank PLC for HICL, while BNP Paribas advises TRIG.
Both companies are managed by InfraRed Capital Partners Ltd., which will continue to run the combined group.
