As standing legal adviser to the Trustee, we were instructed as soon as the Trustees became aware of two separate proposed recommended cash and share offers to be made for the entire issued share capital of RPC Group Plc. 

The Principal Employer of the Scheme is a subsidiary of RPC Group Plc. Both bids had to be completed in compliance with the plc Takeover Code.

Key highlights

  • This major project required both technical expertise and the ability to work to extremely demanding timescales.
  • We worked closely with professional advisers in the UK, US and France, as well as with the Pensions Regulator.
  • Our advice enabled our client to effectively engage, to achieve the best outcome for the Scheme, and ensured that the security of members’ benefits was not negatively impacted.


We provided specialist advice in relation to the potential legal issues that could impact on the Scheme as a result of the proposed transactions, and worked closely with a multitude of other professional advisers, all with due regard for the Pensions Regulator’s guidance.

Our role was key in facilitating trustee engagement with the various bidders (and their professional advisers in the UK, US and France) throughout the transactions, as well as in the discussions with the Pensions Regulator, with the ultimate result that our client was able to conclude that each proposed transaction would not have a detrimental impact on the Scheme or its members.


Juliet Bayne


Jennifer Crawford

Senior Associate