Crown Holdings

We advised Crown Holdings, the sponsor of the Metal Box Pension Scheme, on a £2.2bn buy-in to buy-out transaction, insuring 12,500 pensioner and deferred members of the scheme with PIC. Not only was the transaction the biggest bulk annuity deal of 2021, it was also one of the largest single-transaction full scheme buy-outs ever undertaken.

The transaction represented the culmination of a long period of planning and structuring to get the deal over the line. Our lawyers came up with numerous innovative solutions to issues that can otherwise bog-down a large scheme buy-out. These included developing a funding structure between the company and pension scheme to manage the realisation of a portfolio of illiquid investments, providing solutions to GMP equalisation/conversion as well as the insurance of residual risks. This was a cutting edge transaction and, as a result of our deal structure, the scheme was able to move from buy-in to buy-out within a month of transacting, setting a new industry standard for full scheme buy-out transactions.

HSBC

We advised the Trustee of the HSBC Bank (UK) Pension Scheme on a £7bn longevity swap with PICA. The swap manages longevity risk in relation to £7 billion of pensioner liabilities, and provides long-term protection to the £30 billion scheme against its members living longer than expected. Not only was the transaction substantial, it was also highly innovative. It was structured as an insurance contract with an HSBC-owned captive insurer in Bermuda and then reinsured to PICA. No longevity swap has ever been done through Bermuda before.

Our lawyers worked closely with the HSBC team and other advisers over many months to get the deal done. Working against the clock to take advantage of attractive pricing, the team carried out complex negotiations with multiple parties in different jurisdictions. The team had to deploy commercial dexterity and technical expertise to find a way through, and to secure suitable protections for the scheme.

Marie Curie

We advised the trustee of the Marie Curie pension plan on a £30m buy-in with L&G. The transaction is an important milestone for the scheme and secures the benefits of over 300 members and their dependants. The agreement demonstrates that it is not just the big schemes that are accessing opportunities in the market place.

Signet

We recently advised the Signet Group Pension Scheme on £236m full scheme buy-in. The buy-in with Rothesay Life, protects the pensions of 1,909 scheme members. As a full scheme buy-in, the transaction secures the benefits for the whole scheme including 825 deferred members and 1,084 pensioners in payment, who will become direct policy holders with Rothesay on completion of the buy-out in due course. We are thrilled to have advised the Trustee of the Signet Group Pension Scheme on this particular transaction, which has achieved a fantastic outcome for scheme members. We were able to bring our significant risk transfer transaction experience and expertise to bear alongside our in depth knowledge of the scheme.

Confidential

We advised a client on a £3.2bn buy-in. The significant transaction materially improved the financial security of all pensioner members’ benefits. Sackers provided full support to the Trustee to enable them to complete the buy-in. The transaction was structured as a framework document, allowing ease of execution for any future transactions between the parties. In addition, the transaction involved heavy tailoring of the terms including the agreement of a sophisticated set of trustee termination rights linked to the insurer’s Solvency II funding and one of a kind terms on trustee liabilities.

National Grid

We advised the National Grid UK Pension Scheme on an £800m buy-in with Rothesay Life. This transaction along with a £2.8bn buy-in in 2019 secures the benefits of 800,000 members. The Rothesay transaction, reflecting the commercial position of the Scheme, was heavily negotiated and encompassed highly favourable termination provisions, unusual for a transaction of this size. In addition the Trustee continues to benefit from overarching framework provisions, which will ensure that future transactions preserve the favourable terms now negotiated.

Sackers has advised the trustees of the scheme for many years and provided full support to the Trustee to enable them to complete the buy-in in a tight timescale taking advantage of a market opportunity. In addition and as part of the process, the Sackers team were able to provide deep technical knowledge of the Scheme’s benefit specification and provided targeted input on risk areas. We also advised the company on the transaction as part of a joint working initiative, contributing materially to the efficiency of the transaction.

Mowlem

We advised the trustees of the Mowlem (1993) Pension Scheme on a £150m PPF+ buy-out transaction, securing the benefits of over 360 deferred members and 650 retirees. This ground-breaking transaction involved negotiation of the PPF entry and exit rules, close liaison and co-operation with the PPF and specialist buy-in contracts. In the course of this transaction, the Trustee needed highly specialised advice on the application of recent judicial rulings in the Hampshire, Hughes and Baur line of cases which added novel complexity to an already highly esoteric area.

Confidential

We advised the Trustees on a highly complex £450 buy-out.  The transaction included several notable elements including residual risks cover at buy-in, requiring the insurer to accept broad cover during a defined buy-in period and very limited data cleanse/true-up provisions.  In addition, the accommodate an element of uncrystalised benefit for certain benefit categories, the contract included structured sweep up arrangements to accommodate the Trustee’s requirements.