Santander UK - Acquisition of RBS branches in England and Wales and NatWest branches in Scotland

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Slaughter and May advised Santander UK plc on its agreement to acquire the parts of the banking businesses of the Royal Bank of Scotland Group which are carried out through its RBS branches in England and Wales and its NatWest branches in Scotland.

The acquisition includes 311 RBS branches in England and Wales and 7 NatWest branches in Scotland, approximately 1.8 million retail customers, 244,000 SME customers and c. 1,200 mid-corporate customers.

The consideration for the acquisition, subject to completion adjustments, comprises £350 million of goodwill relative to a notional equity value of approximately £1.3 billion as at 31 December 2009. Completion, which will be effected through two Part VII schemes under the Financial Services and Markets Act 2000, is expected to take place in 15-18 months, subject to necessary approvals.

Andrew Jolly (partner), Frances Murphy (partner), Adam Eastell (associate), Georgie Fast (associate), Ravi de Fonseka (associate); Financing: Robert Byk (partner), Kirstie Hutchinson (associate); Financial Regulation: Ruth Fox (partner), Ben Hammond (associate), Nick Bonsall (associate), Rachel Baxter (associate); Competition: Bertrand Louveaux (partner), Lisa Wright (associate); Real Estate: Dermot Rice (partner), Dan Marriott (associate); Pensions and Employment: Jonathan Fenn (partner), Naeem Noor (associate), Katherine Pile (associate); Tax: Sara Luder (partner), Ed Milliner (associate)