GE Capital/National Mutual

This is the first major deal Herbert Smith has done for GE Capital in this sector. It was approached to do the work on the back of a burgeoning reputation for demutualisations. The firm is also acting on the £4.2bn demutualisation and flotation of Friends Provident, and on Royal London’s acquisition of Scottish Life.
National Mutual decided to review its mutual status and opted to look for a buyer; GE Capital was the successful bidder. The deal is subject to a vote by the members of National Mutual, to approval of the court and to regulatory consents and approvals. A member vote is expected to take place at the end of this year and a High Court hearing is expected at the beginning of 2002.
The financial components involve payments by GE of £370m, plus a capital support facility of up to £200m. The offer has to be accepted by three-quarters of the membership.
The National Mutual board proposes a fixed-cash payment of around £500 to each of its 160,000 members.