LONDON: Private equity firm Permira has agreed to acquire fund administration group JTC Plc (JTC.L) through its newly formed vehicle Papilio Bidco Ltd in a recommended cash deal valuing the company at approximately £2.3 billion ($2.8 billion).
Under the terms of the offer, JTC shareholders will receive 1,340 pence per share in cash, representing a premium of 49.4% to the closing price on Aug. 13, the day before Permira’s initial approach. The deal implies an enterprise value of £2.7 billion and a multiple of 26.2 times JTC’s pre-IFRS 16 adjusted EBITDA for the 12 months ended June 30, 2025.
The acquisition is expected to be implemented via a court-sanctioned scheme of arrangement under Jersey law, though Bidco reserves the right to switch to a takeover offer if necessary.
JTC, a global provider of fund administration, corporate and trust services, has grown through a mix of organic expansion and strategic acquisitions. Its board said the offer delivers more risk-adjusted near-term value than standalone prospects, citing constraints in public market valuations and limited debt capacity for further M&A.
Permira, which has over €80 billion in committed capital, said it supports JTC’s current strategy and leadership, and plans to accelerate growth through service expansion, digitalisation, and targeted acquisitions.
The deal is subject to customary conditions and regulatory approvals.
Commenting on the acquisition, Robin Bell-Jones, Partner, Services, Head of London at Permira, said: “We have long admired JTC and its exceptional leadership, which has consistently delivered strong performance, disciplined growth and a clear strategic vision. The culture of the company and focus on its people is distinctive. With Permira’s global platform, thematic expertise and track record of supporting high-quality businesses in the Fund Administration, Corporate & Trust Services sector ecosystem, we are well placed to help JTC unlock its full potential. We look forward to working in close partnership with Nigel and the team to accelerate growth, pursue selective acquisitions and scale the JTC platform.”
Commenting on the acquisition, Nigel Le Quesne, Chief Executive Officer of JTC, said: “Today’s announcement marks a recognition of the quality and value of the business that we have all built over the last 37 years.
I am exceptionally proud of the achievements of the entire JTC team. Through the power of shared ownership, we are now over 2,300 people providing above-and-beyond service to more than 14,000 clients in over 100 countries. The years since our IPO in 2018 have been a period of transformative growth, welcoming new colleagues and significantly expanding both our service offering and global reach. This has been achieved through a combination of entrepreneurial organic growth and our disciplined and highly informed approach to acquisitions in a sector that continues to consolidate at pace.
Our commitment to shared ownership for all our people underpins everything we do and aligns the interests of all of our stakeholders. It is a strategic differentiator for us and our clients, allowing us to attract and retain some of the highest-quality talent in the industry and provide consistent service excellence.
We have always sought to do what is best for the Company at any given time and take action that will make JTC an even better business for future generations of employee-owners. This next chapter in the JTC journey will reflect that and by partnering with the top-class team at Permira, we will have access to the knowledge, expertise and financial firepower to fully capture the exciting growth opportunities we see for the business, including further M&A and operational transformation through investment in AI.”
Mike Liston, Non-Executive Chairman of JTC, said: “Since the initial public offering in 2018, JTC has delivered a clear strategy to build a scalable, resilient and global professional services platform, founded on its distinctive culture of employee shared ownership. The company’s sustained financial growth, disciplined M&A execution and international expansion demonstrate the success of its business model and the alignment between its people, clients and shareholders.
While the Board remains confident in JTC’s prospects as an independent company it considers that the offer from Permira fully recognises the company’s value, providing shareholders with the certainty of an immediate cash realisation and enables JTC to pursue a more ambitious M&A strategy. JTC will be able to leverage new financial flexibility to compete successfully with other privately-held acquirers in the accelerating consolidation of the industry in which it has become a major global player.
Crucially, the Board has also taken into account Permira’s stated intentions to continue the employee shared ownership model fundamental to JTC’s success and this is essential in its recommendation to shareholders.”