This announcement contains inside information for the purposes of Article 7 of the UK version of Regulation (EU) No 596/2014 which is part of UK law by virtue of the European Union (Withdrawal) Act 2018, as amended ("MAR"). Upon the publication of this announcement via a Regulatory Information Service, this inside information is now considered to be in the public domain.

14 July 2023

XPS Pensions Group plc
("XPS" or the "Group")

XPS Announces National Pensions Trust Strategic Partnership with SEI

XPS Pensions Group plc is pleased to announce that it has entered into an option agreement to sell XPS Pensions (Nexus) Limited, principal employer and scheme funder of the National Pensions Trust ("NPT"), to SEI^® (the "Transaction") with the intention to create a market leading defined contribution proposition for employers and pension scheme members. The deal creates a strategic partnership between XPS and SEI, under which XPS will provide wide ranging services to continue to support NPT and SEI.  The transaction is subject to regulatory approval.

The total cash consideration payable to XPS upon completion following regulatory approval is up to £42.5 million, comprising of £35.0 million initial consideration and deferred earn-out consideration of up to £7.5 million based on business performance over two years. 

The Transaction positions the SEI Master Trust to continue delivering best-of-breed service at increased scale in partnership with NPT. XPS will continue to provide high-quality pensions administration and consultancy services to NPT and SEI which will ensure continuity of service to the members and clients. SEI will benefit from enhanced opportunities in the growing master trust space, and XPS will benefit as a key service provider to SEI.

The consideration will be satisfied in cash. Net proceeds from the Transaction will be used to repay the Group's debt facilities.

Gross assets attributable to NPT were £2.5 million (including the regulatory capital cash account) and the adjusted EBITDA contribution from NPT to the XPS Group in the year ended 31 March 2023 was £0.9 million.

The Transaction constitutes a Class 2 transaction for the purposes of the FCA's Listing Rules and is expected to complete upon receipt of regulatory approval.

Commenting on the Transaction:

Paul Cuff, Co-CEO of XPS Pensions Group, said:

"We are delighted to announce the agreement we have reached with SEI, which will create a market leading master trust for the benefit of our clients and their members.  Under the partnership we have agreed, both firms will be bringing the best of what we each do to continue this exciting journey.

More widely, the XPS business continues to perform strongly in the new financial year, with continued high levels of demand for our services and confidence in our financial performance."

Steve Charlton, Managing Director of Defined Contribution, EMEA and Asia, for SEI's Institutional business, added:

"As we continue to expand the SEI Master Trust, we believe we are well-positioned to provide the premier service, investment management, and technology solutions for our members. Our expertise-combined with the addition of XPS' high-quality pension administration services-will further enable us to deliver improved member outcomes. We look forward to welcoming the National Pensions Trust clients and team to SEI and their members into a partnership with the SEI Master Trust, so we can build upon both of our success."

About National Pension Trust

Founded in 2009, NPT is a leading master trust in the UK with over 60,000 members.

About the SEI Master Trust

The SEI Master Trust provides a fully-bundled solution for employers delivering defined contribution (DC) schemes to approaching 250,000 members. The Master Trust encompasses investment management, member communications and administration, as well as utilising a manager-of-managers platform established over 25 years ago and overseen by more than 115 in-house investment experts. With its global scale and 16-year heritage as one of the first U.K. Master Trust providers, the SEI Master Trust offers a complete member journey, guiding members through retirement and beyond.

Enquiries:

XPS Pensions Group

Snehal Shah, Chief Financial Officer       +44 (0)20 3978 8626

Paul Cuff, Co CEO                                +44 (0)20 3978 8625

Canaccord Genuity (Joint Broker)

Adam James                                         +44 (0)20 7523 8000

Patrick Dolaghan                                              

RBC Capital Markets (Joint Broker)

James Agnew                                       +44 (0)20 7653 4000

Jamil Miah                                           

Media Enquiries

Camarco

Gordon Poole                                       +44 (0)20 3757 4997

Rosie Driscoll                                       +44 (0)20 3757 4981

The person responsible for making this announcement is Zoe Adlam (Company Secretary)

Notes to Editors:

XPS Pensions Group is a leading pension consulting and administration business focussed on UK pension schemes. XPS combines expertise, insight and technology to address the needs of over 1,500 pension schemes and their sponsoring employers on an ongoing and project basis. We undertake pensions administration for over 1 million members and provide advisory services to schemes and corporate sponsors in respect of schemes of all sizes, including 81 with assets over £1bn.  Deloitte Corporate Finance acted a lead financial adviser to XPS Pensions Group.