Soul Patts and Brickworks Merger: Strategic Consolidation to Unlock Shareholder Value

Soul Patts and Brickworks are merging to form a $14 billion diversified investment powerhouse. The deal aims to simplify structure, unlock hidden value, and drive long-term growth across property, equity, and private markets.

  • The merger ends a 56-year cross-shareholding, streamlining corporate structure and boosting transparency for investors.
  • The unified entity will manage A$13.1 billion in assets, increasing exposure to industrial property, private equity, and credit.
  • The deal is expected to increase NAV and cash flow per share, with Brickworks shareholders receiving a 10.1% premium.
  • Post-announcement, SOL and BKW shares surged 13% and 22% respectively, reflecting confidence in long-term value creation.


Washington H. Soul Pattinson and Company Ltd (ASX: SOL) is one of Australia’s most established investment companies, with a diversified portfolio spanning multiple sectors and asset classes. Headquartered in Sydney, Soul Patts operates as a long-term investment house with interests in telecommunications, energy, financial services, healthcare, industrials, and property. The company is known for its disciplined capital allocation, conservative balance sheet management, and focus on delivering sustainable, risk-adjusted returns to shareholders. By actively managing a diversified portfolio of listed equities, private investments, and strategic assets, Soul Patts provides investors with exposure to growth opportunities across both public and private markets. Its investment strategy prioritises value creation, resilience through economic cycles, and consistent dividend growth.

Strategic Rationale and Portfolio Realignment

Australia’s investment landscape has witnessed a landmark consolidation with the proposed A$14 billion merger between Soul Pattinson and Brickworks. This strategic union marks the end of a 56-year-old cross-shareholding structure between the companies, historically regarded as a defensive tactic against hostile takeovers. With market capitalisations surging post-announcement, Soul Patts up over 13% and Brickworks up more than 22%, investor sentiment is evidently supportive. The merged entity aims to deliver greater transparency, scale, and diversification, transforming Soul Patts into a portfolio powerhouse modelled on global investment conglomerates.

The merger will simplify a historically complex corporate structure. Currently, Soul Patts owns a 43% stake in Brickworks, while Brickworks holds 26% of Soul Patts. While the arrangement provided stability for decades, critics argued that the circular ownership suppressed shareholder value and obscured asset transparency. This deal eliminates these inefficiencies, creating a unified balance sheet and unlocking clearer financial reporting.

The new company is expected to control A$13.1 billion in assets, spanning industrial real estate, private equity, listed equities, agriculture, and structured credit. From a diversification perspective, the merger increases Soul Patts’ exposure to property and private market assets, categories viewed as less volatile and increasingly attractive in a lower interest rate environment. For Brickworks shareholders, the transaction offers a 10.1% premium over pre-announcement prices, in addition to a broader exposure to cash-generative investments beyond cyclical building products.

One of the most compelling assets in the merged portfolio is Brickworks’ $2.2 billion industrial property portfolio, developed in partnership with Goodman Group (ASX: GMG). Benefiting from surging demand in e-commerce and logistics, these assets boast occupancy rates near 100% and are concentrated in land-constrained urban hubs like Sydney and Brisbane. The merger positions Soul Patts to capitalise on this momentum with stronger balance sheet flexibility and enhanced development capacity.

Financial Synergies and Shareholder Upside

From a financial perspective, the merger is projected to increase net asset value (NAV) and net investment cash flow on a per-share basis for both sets of shareholders. Soul Patts has a long track record of dividend stability and growth, having increased its ordinary dividend every year since 2000. Investors can expect this pattern to continue under the merged structure, underpinned by a larger and more resilient earnings base.

The transaction will be executed through a scheme of arrangement, where Soul Patts acquires the remaining Brickworks shares via scrip. Brickworks shareholders will receive Soul Patts shares, with the companies seeking scrip-for-scrip rollover relief to avoid immediate capital gains tax implications. This tax efficiency, combined with scale benefits and premium pricing, makes the proposal financially attractive.

Investor enthusiasm is also reflected in the rerating of both stocks. As of the latest data, Soul Patts trades at a forward price-to-earnings (P/E) ratio of 18.2x, while Brickworks’ P/E has climbed from around 12.4x to over 14x post-announcement. The removal of cross-holdings is expected to narrow historical discounts to NAV, potentially attracting new institutional capital that previously avoided the structure for governance reasons.

Investor Outlook and Execution Risks

The outlook for the merged company is positive, with investors now looking toward execution. With Pitt Capital Partners advising Soul Patts and Citigroup Global Markets advising Brickworks, both firms have underscored their confidence in regulatory and shareholder approvals. Nevertheless, execution risks remain.

One challenge will be maintaining the growth trajectory of Brickworks’ industrial property arm, which has been a primary driver of shareholder returns. Unless Soul Patts maintains an equally aggressive development posture, future growth could lag. Furthermore, some investors who valued Brickworks’ pure-play exposure to building products and property may find the broader investment scope of the merged company misaligned with their portfolios.

Despite these concerns, the strategic benefits appear to outweigh the downsides. The combined entity will be better positioned to weather market volatility, seize countercyclical investment opportunities, and maintain attractive dividend yields, making it an appealing alternative to traditional listed investment companies (LICs) or ETFs.

As Australia’s second-oldest listed company, Soul Patts is now poised to redefine itself as a diversified portfolio manager modelled on Berkshire Hathaway or Brookfield Asset Management. With macro tailwinds in infrastructure, e-commerce, and private credit, the company’s pivot could usher in a new chapter of long-term capital appreciation and stability.

The Soul Patts–Brickworks merger is more than a corporate reorganisation, it is a structural shift aimed at value creation, investor transparency, and long-term portfolio performance. With a simplified structure, broader asset base, and sustained dividend growth potential, the merger positions the new entity as a formidable player in the Australian investment ecosystem. While the full benefits will take time to crystallise, the early market response suggests strong support for the strategic vision laid out by both companies.

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