The First Minister, Gresham House, the Scottish National Investment & the City of London Corporation Burns Supper

The Ferret ran a story today about how the asset management company, Gresham House has been taken over by US private equity form Searchlight Capital Partners LP.

The Scottish Government’s investment bank gave £50m to a forestry scheme that has now been bought out by a New York finance giant – sparking claims the bank is failing to support Scotland’s economy and obstructing land reform efforts.”

It is a well-written and sourced article but there is a risk that the casual reader on social media might misinterpret exactly what has gone on.

Gresham House plc is one of the UK’s oldest companies dating back to 1857 (Company No. 857

The entirety of the share capital in the company valued at around £470 million has now been acquired by Seed Bidco Ltd, a company registered in Guernsey and controlled by funds advised by Searchlight Capital Partners LP.

Gresham House plc is now Gresham House Ltd. – a private company.

Gresham House has, over the past 10-20 years established a number of Limited Partnerships (LPs) which are legal entities comprising a General Partner and any number of Limited Partners. The General partner controls the entity whilst the limited partners are typically investors and have no role in managing the affairs of the business.

A number of these LPs have been established in Scotland as a Scottish Limited Partnerships (SLPs) and together they own a significant extent of land (I will be publishing details of exactly how much in the next few weeks). One of them, the Gresham House Forest Growth and Sustainability LP was established in January 2021 as Gresham House 1 LP (it changed its name in April 2021.)

The Gresham House Forest Growth and Sustainability LP has 83 limited partners who are the investors. Gresham House controls the partnership as the General Partner. Among these 83 partners is Scottish Investments Ltd. the investment vehicle for the publicly owned Scottish National Investment Bank which invested £50 million in the SLP in 2021. By 2023, the SLP had raised over £300m. Other Limited Partners (investors) include Braesnose College, Oxford University, the National Trust and a range of private individuals. Gresham House plc (now Gresham House Ltd) is also a Limited Partner.

The General Partner of the SLP is Gresham House (General Partner) Ltd., a company ultimately controlled by Gresham House Ltd. and set up as a separate legal entity ecause it is not possible for any entity to be both a General and a Limited Partner at the same time.

What does all this mean for interests of the SNIB and the public funds invested in the SLP?

Put simply, nothing really changes and it is arguable that there is any notable or relevant issue raised by the takeover of the the General Partner by Seed Bidco/Searchlight.

The Gresham House Forest Growth and Sustainability LP remains as it always was. Indeed there are no filings in Companies House for the SLP since February 2023, well before the takeover of Gresham House plc.

There remains of course the wider question as to the role of the SNIB in making this investment in the first place and the wider promotion of finance capital by Scottish Ministers. This latter phenomena in well illustrated by the fact that the First Minister today travelled to London for engagements with the City of London Corporation to agree a new Partnership Agreement (worth a read) which agrees further expansion of City of London finance in the Scottish land market (SG News release here and extract below).