Ashurst and Sackers settle Boots-KKR pensions dispute

Ashurst and Sacker & Partners played significant roles in ending the conflict between Boots Pension Scheme trustees and the KKR-led consortium buying Alliance Boots.

Trustees were concerned that AB Acquisitions, the bidding vehicle comprising KKR and Alliance Boots executive deputy chairman Stefano Pessina, had not clarified the contributions it would make towards the pension fund’s deficit. As Alliance Boots’ largest creditor, the pension fund could have halted the scheme of arrangement through which the acquisition is being structured.

However, AB Acquisitions and the Boots Pension Scheme have reached an agreement in principle relating to funding and security for the scheme.

Ashurst’s corporate head Adrian Clark and partner Mark Vickers advised the scheme on the corporate aspects of reaching that agreement, while Sackers partner Peter Lester and associate Robin Simmons gave pensions-related advice.

Sackers also had a role in the landmark case that saw the Pensions Regulator step in to make Sea Containers take responsibility for its pension funds’s deficits ( 19 June).

AB Acquisitions has agreed to contribute a sum of £418m in instalments over the next 10 years, which amounts to a net present value of £305m in cash. A bank guarantee and specific security package will be put in place to back these cash instalments.

In addition, AB Acquisitions will provide an additional £600m security package designed to protect the long-term benefits of the members.

The scheme, which has a deficit of around £1bn, has 66,710 members, including 16,315 active employees, 27,625 deferred members and 22,720 pensioners. The average pension is currently £4,300 per annum.

Alliance Boots was advised by Frances Murphy of Slaughter and May and AB Acquisitions was advised by Tony Keal at Simpson Thacher & Bartlett.