Bell Financial Group proposes to acquire Selfwealth for $51 million

ASX-listed Selfwealth have announced that it has received a non-binding indicative proposal from Bell Financial Group to acquire 100% of the shares in Selfwealth for $0.22 cash per share, with a Bell scrip consideration alternative at Selfwealth shareholders’ election, by way of a scheme of arrangement (“Bell Proposal”).

The Bell Proposal follows an approach from Bell in October 2024 and a subsequent period of engagement between Selfwealth and Bell, including due diligence to ascertain whether Bell could develop a proposal which was likely to be in the best interests of Selfwealth shareholders.

Proposal attractive for Selfwealth shareholders

Following careful consideration, including advice from its financial and legal advisers, the Selfwealth Board has determined that the Bell Proposal is highly attractive for Selfwealth shareholders. Selfwealth has therefore entered into an exclusivity deed with Bell to provide for a period to negotiate and document the terms of a binding offer for Selfwealth by Bell.

The Bell Proposal values Selfwealth at approximately $51 million on a 100% equity basis and represents a:

• 83% premium to the last close share price of Selfwealth of $0.120 (as at 12 November 2024);
• 85% premium to the 1-month volume weighted average price (VWAP) of $0.119 (as at 12 November 2024); and,
• 79% premium to the 3-month VWAP of $0.123 (as at 12 November 2024).

The Bell Proposal allows for Selfwealth shareholders to select their preferred form of consideration, with the ability to elect to take cash and / or Bell shares.

Chair of Selfwealth, Ms Christine Christian AO (pictured), said, “The Board and Management of Selfwealth view the Bell Proposal as compelling for Selfwealth’s shareholders, team members and clients. It would deliver significant value to shareholders, with an attractive cash price and the potential to share in possible synergies for those electing to receive Bell shares. We also believe our clients will benefit from Bell’s diversified wealth management offering.”

Chair of Bell Financial Group, Brian Wilson AO, said, “We are excited by the prospect of welcoming Selfwealth’s clients and team to Bell. The integration of Selfwealth into our Technology & Platforms business will add significant scale, adding almost 130,000 active portfolios and increasing our sponsored holdings by $11 billion to $94 billion.”

Subject to Selfwealth and Bell agreeing an implementation deed on terms acceptable to Selfwealth, the Selfwealth Board have stated that their intention is to unanimously recommend that Selfwealth shareholders vote in favour of the Bell Proposal, in the absence of a superior proposal and subject to the independent expert concluding (and continuing to conclude) that the Bell Proposal is in the best interests of Selfwealth shareholders.

The Bell Proposal is not subject to any financing conditions.