Bermuda investment company makes play for Ocean Wilsons Holdings

Hansa Investment Company, the Bermuda domiciled and London Stock Exchange listed investor, has announced a deal to acquire Ocean Wilsons Holdings to create an investment company with net assets of more than £900m.

The acquired business is similarly a Bermuda based investment company listed on both the London Stock Exchange and the Bermuda Stock Exchange, with two key investments: Ocean Wilsons (Investments) Limited, an actively managed investment fund, and Wilson Sons S.A., a Brazilian maritime services company.

Hansa and Ocean Wilsons said the combined business would improve diversification and scale, and provide shareholders with an improved management fee rate. Key benefits are listed as:

• Creating a differentiated investment company with a diversified, global portfolio: The Combined
  Group would bring together two companies with a long track record of delivering strong returns for
  shareholders to create an investment platform that would be well-positioned to take advantage of the
  significant investment opportunity across both global public and private markets.
• Complementary portfolios with a shared investment management group: Hansa and Ocean Wilsons
  have complementary investment portfolios which have similar investment objectives, significant portfolio
  overlap, and benefit from the consistency and expertise of the same investment management group.
• Scale: The combined investment portfolios would create an investment company with total net assets, in
  aggregate, of in excess of £900 million, enhancing the scale and profile of the Combined Group.
  · Liquidity: The scale of the Combined Group is expected to improve secondary market liquidity for both
  groups of shareholders.
• Simplification of the group structure: The Possible Combination would create a single investment
  company, building upon Hansa's existing significant shareholding in Ocean Wilsons and allowing the value of
  the combined portfolio to be fully reflected in the net asset value of the Combined Group.
• Cost efficiencies: The fixed costs of running an investment company will be spread over a larger asset
  base, thereby reducing the aggregate costs ultimately borne by both sets of shareholders.
• Reduced management fee rate: A new reduced fee rate and tiered management fee structure is proposed
  which will allow shareholders to share in the benefits of the enlarged scale of the Combined Group and will
  result in a lower blended fee rate.

Jonathan Davie, Chair of Hansa, said: "The possible combination would represent a significant milestone in Hansa's long history. Hansa first invested in Ocean Wilsons in 1958, and over the period since its initial investment, Ocean Wilsons has delivered attractive total returns for Hansa shareholders. The sale of Wilson Sons has provided the opportunity for the possible combination
which, if it were to proceed, would enable Hansa to generate an uplift in the carrying value of Ocean Wilsons by reporting it at net asset value, and create a simplified investment proposition for Hansa shareholders with increased scale that we believe will broaden the appeal of Hansa."

Caroline Foulger, Chair of Ocean Wilsons, said: "Having assessed the strategic options available to us to maximise shareholder value, the independent directors of Ocean Wilsons have concluded that the possible combination with Hansa is in the best long-term interests of Ocean Wilsons and its shareholders who are seeking to continue to gain exposure to its diversified portfolio of global
public and private investments. We are excited by the possible combination which will create a differentiated investment company with a diversified, global portfolio."

The full Regulatory News statements on the tender can be found here: https://www.oceanwilsons.bm/investors/regulatory-news