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UK challenger banks OneSavings, Charter Court in £1.6B merger talks

OneSavings Bank PLC and Charter Court Financial Services Group PLC are in advanced talks on a potential all-share merger, the firms said March 9.

Under the deal, OSB will acquire Charter Court's entire issued and to-be-issued ordinary share capital based on an exchange ratio of 0.8253 new OSB share for each Charter Court share. Following the deal's completion, OSB shareholders will own roughly 55% of the combined entity, with Charter Court shareholders holding the remaining stake.

OSB CEO Andy Golding is proposed to become CEO of the combined group, which will have a market capitalization of roughly £1.6 billion, the Financial Times noted.

OSB has until April 6 to either announce a firm intention to bid for Charter Court or that it does not intend to make an offer, although the deadline could be extended with consent from the U.K.'s Panel on Takeovers and Mergers.

OSB and Charter Court's boards believe the merger could potentially create material shareholder value and that it has a compelling strategic and financial rationale, the two companies noted.

The boards expect to recommend the deal to their respective companies' shareholders, subject to the successful outcome of the talks.

RBC Capital Markets and Credit Suisse are acting as joint financial advisers to Charter Court, with RBC also acting as corporate broker. Rothschild & Co and Barclays are acting as financial advisers to OSB, with Barclays also acting as corporate broker.