Deal: Jones Day has advised Pepper Global Topco Limited (Pepper Global) on a major global restructure of its corporate group, including the demerger and IPO of its subsidiary, Pepper Money Limited (Pepper Money) on the ASX.

Value: $1.3 billion for the demerger. The value of the restructure has not been disclosed.

Area: M&A, corporate.

Key players: The team advising Pepper Global was led by Jones Day partner Mark Crean and of counsel Amelia Berczelly, with partner Liam Bonamy leading on the UK and European components of the restructure.

The team also included a large number of lawyers across the firm’s practice groups and offices in Australia and the UK. Jones Day was also responsible for coordinating Pepper Global’s other external advisers across the 13 jurisdictions involved in the restructure.

Deal significance: As per a statement provided by Jones Day, Pepper Global is the ultimate holding company of the Pepper Global Group, a leading diversified global loan servicer and lender that is majority owned by funds advised by KKR Credit Advisors (US) LLC (KKR).

Pepper Money is the Australian and New Zealand lending and servicing division of the Pepper Global Group.

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“The IPO of Pepper Money was the final step of a much broader restructure of companies ultimately owned by Pepper Global, which Jones Day also advised on and coordinated,” added Jones Day lead partner Mr Crean.

“The restructure, which involved 13 jurisdictions, was incredibly complex, both in terms of its scale and the complexity of the structuring and regulatory issues involved. The IPO values Pepper Money alone at approximately A$1.3 billion on a market capitalisation basis and is the largest Australian IPO to date in 2021.

“...We feel privileged to have been able to advise Pepper Global on this very important deal. Jones Day has enjoyed a long-standing relationship with the Pepper Global Group and its management team, having acted for Pepper Money in 2017 on KKR’s acquisition of its controlling interest in the Group by way of scheme of arrangement and, more recently, its proposed sale of Pepper European Services to Link Group and its entry into the Japanese financial services market by way of its 100 per cent acquisition of Millennium Corporation.

“The restructure is another very important milestone in the history of the Pepper Global Group. It has enabled Pepper Global to retain a controlling stake of 61.6 per cent in Pepper Money and enjoy the liquidity and benefits of partial sell-down of its Australian and New Zealand business, while allowing it to maintain full ownership of and focus on further growing its business in the UK, European and Asian markets and beyond.”