Augsburg, London, Sydney, 13 September 2021 – PATRIZIA SE has entered into a share purchase agreement (“SPA”) to acquire the entire issued share capital of Whitehelm Capital (“Whitehelm”), one of the world’s most experienced infrastructure investment managers and strategy advisers.
With offices in London, Sydney and Canberra, Whitehelm manages infrastructure AUM of EUR 3.2bn with EUR 1.6bn of additional commitments. Whitehelm has a proven track record in diversified infrastructure equity and credit investment management having made over 100 investments over the last 23 years.
Whitehelm’s AUM are broadly diversified by geography (APAC, Europe and the US) and sub-sector (including transport, social, energy & utilities, renewables and communications). PATRIZIA expects Whitehelm’s experience to accelerate execution of PATRIZIA’s ESG strategy to become carbon neutral by 2040 in respect of more than 70% of AUM.
The transaction fully complements and enhances PATRIZIA’s existing product shelf and significantly enhances its footprint in the Asia Pacific region. On closing of the acquisition, PATRIZIA’s infrastructure AUM will triple to c. EUR 5bn with a midterm growth ambition of between EUR 15bn and EUR 20bn. PATRIZIA’s total AUM will increase to over EUR 50bn on closing of the transaction.
PATRIZIA’s quality of earnings will be enhanced as more than 80% of Whitehelm revenues come from recurring management fees on long duration assets. The transaction is fully in line with PATRIZIA’s communicated strategy to become a leading partner for global real assets.
PATRIZIA clients will benefit from a much broader and more diversified real assets product offering via expansion in infrastructure equity and infrastructure debt. Annual investments in the global infrastructure sector are expected to rise by 35% from currently USD 2.8 trillion a year to over USD 3.8 trillion a year by 2040 (Source: G20 Global Infrastructure Outlook).
The initial purchase price payment for the fully complementary acquisition is EUR 67m payable in cash and PATRIZIA treasury shares. The total purchase price is based on an earn-out structure and can reach a low three-digit EURm amount if ambitious midterm revenue growth targets are met. The earn-out will also be paid in a combination of cash and PATRIZIA shares. Whitehelm employee shareholders have agreed to a lock-up period for the PATRIZIA consideration shares, fully aligned to the interests of PATRIZIA shareholders.
Closing of the transaction is subject to regulatory approvals and expected to take place in Q1 2022.