OneSavings Bank Plc (LSE:OSB) made an offer to acquire Charter Court Financial Services Group plc (LSE:CCFS) from Elliott Management Corporation, The Liverpool Limited Partnership managed by Elliott International, L.P., Merian Global Investors and others for approximately £730 million on March 11, 2019. Under the terms of the agreement, each Charter Court share will be exchange for 0.8253 new OneSavings Bank shares. OneSavings Bank Plc (LSE:OSB) reached an agreement to acquire Charter Court Financial Services Group plc (LSE:CCFS) from Elliott Management Corporation, The Liverpool Limited Partnership managed by Elliott International, L.P., Merian Global Investors and others for approximately £730 million on March 14, 2019. Immediately following completion of the combination, Charter Court shareholders will own approximately 45% of the share capital of the combined group. OSB intends to retain and operate the lending brands of both OSB and Charter Court (including Kent Reliance, Interbay, Prestige and Precise Mortgages). In addition, OSB intends to operate both of OSB's and Charter Court's retail savings brands (Kent Reliance and Charter Savings Bank).

The Charter Court Board recognizes that there will be a reduction in the number of full-time employees as a result of this transaction. Following completion of the transaction, Malcolm Williamson, currently Chairman of Charter Court, will assume the Chairmanship of the combined group, Andy Golding and April Talintyre, currently Chief Executive Officer and Chief Financial Officer of OSB respectively, will retain their positions of Chief Executive Officer and Chief Financial Officer respectively in the combined group, David Weymouth, currently Chairman of OSB, will become the Deputy Chairman of the combined group and lead a Board Integration Committee, Noël Harwerth, Rajan Kapoor, Tim Brooke and Ian Ward, currently Non-Executive Directors of Charter Court, will join the six current Non-Executive Directors on the OSB Board, with Noël Harwerth joining as Senior Independent Director, Rajan Kapoor will chair the Audit Committee, Malcolm Williamson will chair the Nomination and Governance Committee, Graham Allatt will chair the Risk Committee and Mary McNamara will chair the Remuneration Committee, Peter Elcock will take on the group risk role with responsibility for the integration and convergence of the risk frameworks and function. Hasan Kazmi will remain Chief Relationship Officer for the existing OSB business, Ian Lonergan, currently Chief Executive Officer of Charter Court, will assume the role of Integration Director of the combined group for a period of up to 18 months, Sebastien Maloney, currently Chief Financial Officer of Charter Court, will be retained as an advisor to the combined group for a period of up to 12 months, Philip Jenks, currently Deputy Chairman of Charter Court, will be retained as an advisor to the Integration Committee of the combined group for a period of up to 12 months. Upon completion of the transaction, OSB intends that the combined group will maintain its current locations and be headquartered in Chatham, United Kingdom. Charter Court's current headquarters in Wolverhampton. In addition, OSB and Charter Court intend to consolidate their existing London premises to a new premises in London following completion of the transaction.

The transaction is subject to OSB and Charter Court shareholders' approval, regulatory approval, antitrust approval and listing/approval of new shares on stock exchange. OSB Board of Directors signed an irrevocable undertaking to vote in favor of the transaction. As of May 15, 2019, the directors of both Charter Court and OneSavings Bank unanimously recommended their shareholders to vote in favour of the scheme. As of June 4, 2019, The Competition and Markets Authority announced deadline as July 30, 2019 for first phase decision. As of June 6, 2019, Charter Court shareholders' and OneSavings Bank's shareholders approved the transaction. As on July 30, 2019, CMA cleared the transaction unconditionally and decide not refer it to phase 2. As of July 30, 2019, the transaction was still pending approval from the FCA and PRA. As of September 20, 2019, the transaction is approved by Financial Conduct Authority and Prudential Regulation Authority. The court meeting will take place on October 3, 2019. As of October 3, 2019, the transaction has been sanctioned by the Court. The transaction is expected to close in third quarter of 2019. As of September 20, 2019, the transaction is expected to become effective on October 4, 2019. The long stop date is October 31, 2019. The transaction is anticipated to be earnings accretive for the shareholders of both OSB and Charter Court in 2021.

Stephen Fox, Toby Ross and Guy Luff of N M Rothschild & Sons Limited, while Kunal Gandhi, Francesco Ceccato, Derek Shakespeare of Barclays PLC (NYSE:BCS) acted as financial advisors for OneSavings Bank plc. Oliver Hearsey, Kevin J. Smith, Daniel Werchola and Steve Winter of RBC Capital Markets, London, while George Maddison, Gaurav Parkash, Joe Hannon and Max Mesny of Credit Suisse International acted as financial advisor for Charter Court Financial Services Group plc. Chris Armstrong, Richard Bach, Srijanee Bhattacharyya, Matthew Calvert, Paul Dickson, Victoria Hine, Katie Lewis, Philip Linnard, Bertrand Louveaux, Aurora Luoma, Will Manley, Guy O'Keefe, Jan Putnis, Dominic Robertson, Adam Sriskandan, Paul Thorpe and Roland Turnill of Slaughter and May acted as legal advisors for One saving bank plc. Linklaters LLP acted as legal advisor for Charter Court Financial Services Group plc. The fees to be paid by Charter Court in lieu of financial and corporate broking advice, legal advice and accounting advice is £4.5-8.2 million, £3.6 million and £0.19 million respectively. The fees to be paid by OSB in lieu of financial and corporate broking advice, legal advice and accounting advice is £7.5-8.5 million, £3.6 million and £3 million respectively.

OneSavings Bank Plc (LSE:OSB) completed the acquisition of Charter Court Financial Services Group plc (LSE:CCFS) from Elliott Management Corporation, The Liverpool Limited Partnership managed by Elliott International, L.P., Merian Global Investors and others on October 4, 2019. As of October 4, 2019, Ian Lonergan (Chief Executive Officer of Charter Court), Sebastien Maloney (Chief Financial Officer of Charter Court), Peter Elcock (Chief Risk Officer of Charter Court) and Philip Jenks (Deputy Chairman of Charter Court) have tendered their resignations. In addition, Andy Golding (Chief Executive Officer of OSB), April Talintyre (Chief Financial Officer of OSB), Graham Allatt (Chair of the Risk Committee of OSB) and Mary McNamara (Chair of the Remuneration Committee of OSB) have been appointed as Directors of Charter Court with effect from October 4, 2019. Applications have been made to the Financial Conduct Authority and the London Stock Exchange in relation to the admission of 199.6 million New OSB Shares to listing on the premium listing segment of the Official List and to trading on the London Stock Exchange's main market for listed securities, which is expected to take place by October 7, 2019 and the suspension and cancellation of Charter Court's listing on the premium listing segment of the Official List and the trading of Charter Court Shares on the London Stock Exchange's main market for listed securities, such suspension being expected to take place before markets open on October 7, 2019 and such cancellation to take place with effect from October 8, 2019. As of October 8, 2019, the Financial Conduct Authority has cancelled the listing of Charter Court Shares on the premium segment of the Official List and the London Stock Exchange has cancelled the trading of Charter Court's Shares on its market for listed securities.