Najiyya Budaly
February 23, 2026
Clifford Chance-Led Nuveen To Buy Schroders For £9.9B

4 min
AI-made summary
- • Schroders has agreed to a £9.9 billion cash takeover by U.S
- asset manager Nuveen, valuing shares at a 34% premium including dividend. • The transaction will take Schroders into private ownership and remove it from the London Stock Exchange, where it has been listed since 1959. • The deal requires approval from at least 75% of Schroders shareholders and regulatory clearance in multiple jurisdictions, with completion expected in the fourth quarter of 2026. • Nuveen has secured irrevocable undertakings from shareholders holding approximately 42% of Schroders shares, including the Schroders family. • Legal and financial advisers involved include Clifford Chance, Slaughter and May, BNP Paribas, Norton Rose Fulbright, Wells Fargo, Barclays, and J.P
- Morgan.
Schroders said Thursday that it has agreed to a £9.9 billion ($13.5 billion) cash takeover by U.S. asset manager Nuveen in a transaction that would take one of the City's historic names into private ownership.
Schroders has agreed to a takeover by U.S. asset manager Nuveen in a transaction that would take the London-headquartered company into private ownership. (Getty Images/Bloomberg) Nuveen is offering shareholders in Schroders PLC 590 pence per share in cash, a 29% premium on Wednesday's closing price of 456 pence for the U.K. multinational, which is listed on the London Stock Exchange.
Nuveen is using its bidding vehicle, Pantheon LLC, to allow Schroders to retain a dividend of up to 22 pence if it is paid before the deal closes, bringing the offer price up to 612 pence. That is a higher premium of 34% on the Wednesday closing price. The offer, including the dividend, values the share capital of Schroders at £9.9 billion.
Clifford Chance LLP is acting as legal adviser to Nuveen, its bidding vehicle and its parent company, Teachers Insurance and Annuity Association of America. The team is led by partners Nicholas Rees, David Pudge and James Bole.
Slaughter and May is providing counsel to Schroders. The team includes partners James Cook, Richard Hilton and Hemita Sumanasuriya and senior partner Roland Turnill.
Shares in Schroders, a member of London's blue-chip FTSE 100 index, were up almost 29% in Thursday morning trading, compared with their closing price on Wednesday of 457 pence.
Schroders has been implementing a three-year turnaround program since March 2025: its shares have been on a downward spiral over the past five years. The wealth manager wants to cut costs and boost growth. Schroders said on Monday that it will work with a U.S. private equity firm, Apollo, to provide investment and retirement products to wealthy clients on both sides of the Atlantic.
Nuveen said on Thursday that the deal will create one of the largest global asset managers and that the combined group will have almost $2.5 trillion of assets under management across institutional and wealth clients.
Schroders had £825 billion of assets under management at the end of December, while Nuveen had $1.4 trillion.
Schroders was founded in 1804 and has a strong identity as a British money manager. Nuveen said that it will keep the brand and retain London as the enlarged group's headquarters outside the U.S.
William Huffman, chief executive of Nuveen, said that the deal "will create an extraordinary opportunity to enhance the way we serve our collective clients through access to new markets, bolstered product offerings and deeper pools of investment talent."
The deal will pull Schroders from the LSE, where it has had a presence since 1959. But the U.S. asset manager added that it would consider London as a dual-listing venue if it considered floating the combined group in the future.
The transaction is being completed through a scheme of arrangement under the Companies Act 2006, which requires the backing of at least 75% of shareholders in Schroders at a court meeting and a general meeting. The date of the meetings has not yet been set.
The directors of Schroders said that they consider the terms of the transaction to be fair and reasonable and therefore intend to unanimously recommend that shareholders vote in favor of it at the meetings.
Richard Oldfield, chief executive of Schroders, said that "the transaction will significantly accelerate our growth plans to create a leading public-to-private platform with enhanced geographic reach and a strengthened balance sheet."
Nuveen said it has won irrevocable undertakings from shareholders that hold approximately 42% of shares in Schroders, including from members of the Schroders family.
Dan Coatsworth, head of markets at AJ Bell, said that the bid premium "is below the 44% average year-to-date, and there may be grumbles from shareholders the takeout price is not generous." But he added that "there's not a lot they can do in this situation. The Schroders family own approximately 45% of the business, and they've indicated support for the bid at the current price.
"What they say goes in this situation, given the scale of their voting power," Coatsworth added.
The deal must also win regulatory approval in jurisdictions including Bermuda, Hong Kong, Switzerland and the U.K. and antitrust approval in territories including Europe, the U.S. and Australia.
The parties said that they expect the deal to complete during the fourth quarter of 2026.
BNP Paribas SA is acting as financial adviser to Nuveen and the bidding company. The bank is being advised by Norton Rose Fulbright LLP, led by partner Paul Whitelock.
Wells Fargo Securities International Ltd., Barclays Bank PLC and J.P. Morgan Securities PLC are acting as financial advisers to Schroders.
The Clifford Chance team included director Rui Huo, senior associate Antonio Folgore and associates Zoe Ram, Nicole Jones, Cathal Lynam and Francesca Warren.
The Slaughter and May team also included associates Olivia Hosker, Duncan McEwan, Anna Winter, Caroline Robinson and Henry Alexander.
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Najiyya Budaly
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