Perpetual has signed a binding agreement to divest its Wealth Management division to Bain Capital Private Equity.

The deal will see Perpetual receive an initial payment of A$500m ($349m) upon completion, subject to adjustments for regulatory capital, working capital, and other standard factors.

The agreement features potential additional payments, including an extra cash component linked to the performance of Perpetual’s advice business before the sale closes.

There is also an earn-out provision of up to A$50m, depending on the performance of the Accounting and Wealth operations within two years after completion.

Under the terms of the transaction, Perpetual will provide Bain Capital with licences for the “Perpetual Wealth” and “Perpetual Private” brands for 15 years.

Ownership of the broader “Perpetual” brand will remain with Perpetual Limited.

The sale will be carried out through a transfer of all shares in Perpetual PWM Services Pty Ltd and is structured on a cash and debt-free basis.

Proceeds from the sale will be used by Perpetual to reduce its debt and fund growth in its Asset Management and Corporate Trust businesses.

Finalisation of the sale is subject to several requirements, including a corporate restructure to separate wealth management from Perpetual’s other businesses.

Achieving this separation will need regulatory approvals.

Perpetual will retain responsibility for certain matters arising before completion and will offer indemnities to Bain Capital and the acquired business for these issues.

Perpetual, established in 1886, has previously rejected takeover proposals, including a A$1.7bn offer in 2022 from a consortium led by Regal Partners and a A$3.1bn bid in 2023 from Washington H Soul Pattinson, reported Reuters.

Last year, Perpetual ended discussions with KKR regarding a A$2.18bn deal covering its wealth management and corporate trust arms, opting instead for standalone divestment of the wealth unit.

For the financial year 2025, the Wealth Management unit reported revenue of A$235.6m, compared with A$226.8m in the prior year. Underlying profit before tax was A$51.5m, down 5% year-on-year.

Perpetual CEO and managing director Bernard Reilly said: “Following a thorough sale process, we believe we have achieved the right outcome for our shareholders, clients and people, and one that reflects Wealth Management’s longstanding reputation as a premium provider of high net worth advisory, fiduciary, philanthropic and not-for-profit offerings in the Australian market.

“This is a pivotal step in our strategy to simplify and transform Perpetual. Following completion, Perpetual will have a stronger balance sheet and more simplified business, focused on two core businesses, asset management and corporate trustee services, while also enhancing its ability to invest for future growth and deliver improved shareholder returns over the longer term.”

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