Nuveen Set to Acquire Schroders in £9.9 Billion Deal

Nuveen, a TIAA company, is poised to acquire Schroders plc in a cash transaction valuing the asset manager at approximately £9.9 billion.

The deal, structured through Nuveen’s subsidiary Pantheon, LLC (“Bidco”), offers Schroders shareholders up to 612 pence per share.

The offer comprises a cash consideration of 590 pence per share, plus potential dividends of up to 22 pence per share declared before the deal’s closing. This represents a premium of 29% over Schroders’ closing price on February 11, 2026, and a substantial 42% and 55% premium over the three-month and twelve-month volume-weighted average prices, respectively.

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If the full permitted dividends are paid, the offer represents a 34% premium to the closing price, a 47% premium to the three-month average, and a 61% premium to the twelve-month average. The transaction implies a multiple of 17 times Schroders’ adjusted operating profit after tax for the year ended December 31, 2025.

Bidco has secured irrevocable undertakings from the Principal Shareholder Group Trustee Companies and Schroders Directors, representing approximately 42% of Schroders’ issued share capital. This significant commitment increases the likelihood of the acquisition’s successful completion.

The merger of Nuveen and Schroders will create a global active asset management powerhouse with nearly $2.5 trillion in assets under management (AUM). The combined entity will balance its portfolio across institutional and wealth channels, offering a wider array of services to its clients.

Both Nuveen and Schroders emphasize their shared organizational cultures, rooted in long-standing histories and a commitment to investment performance, client service, sustainability and innovation. Nuveen intends to retain the Schroders brand. London will become the Combined Group’s non-US headquarters and largest office, housing approximately 3,100 professionals.

Nuveen and Bidco have expressed an intention to pursue a dual listing on the London Stock Exchange if they consider an initial public offering (IPO) of Schroders or the Combined Group in the future. This demonstrates a commitment to the UK capital markets.

William Huffman, the Chief Executive Officer of Nuveen, stated: “Through this exciting and transformational step for both of our distinguished firms, we look forward to welcoming Schroders into the Nuveen family…This transaction is about unlocking new growth opportunities for wealth and institutional investors around the world by giving our leading, differentiated public-to-private platform a broader global presence.”