Freshfields Bruckhaus Deringer (‘Freshfields’) advises The Co-operative Bank Holdings p.l.c (‘Co-operative Bank’), on its acquisition by Coventry Building Society.

The Co-operative Bank provides a range of banking products and services to about 2.5m retail customers and c.94k small and medium sized enterprises (‘SME’). The Bank is committed to values and ethics in line with the principles of the co-operative movement. The Co-operative Bank is the only high street bank with a customer-led Ethical Policy, which gives customers a say in how their money is used. Coventry Building Society is an award-winning savings and mortgage provider, currently the 8th largest UK lender with mortgage balances at £50.3bn at the end of 2023. As a mutual, it is owned by and run for the benefit of its members (customers with an eligible savings account or mortgage). It has around 2 million members across the UK.

The Co-operative Bank’s shareholders will be entitled to receive a total cash consideration of £780 million (subject to customary post-completion price adjustments). Of the total cash consideration, up to £125 million will be deferred for a period of 3 years from completion subject to the future performance of the Bank and the terms of the SPA. Completion is expected to occur in the first quarter of 2025, subject to regulatory approvals.

The Freshfields team was led by partners Sundeep Kapila and Nick Jones, supported by senior associates Lisa Flanagan and Bethan Rodden. Financial regulatory advice was provided by counsel Mac Mackenzie, tax advice by partner Jill Gatehouse, employment advice by partner Holly Insley, pensions advice by partner Charles Magoffin, finance advice by partner Peter Allen and IP/IT advice by partner Richard Lister.