Defined benefit (DB) superfund Clara-Pensions has taken on six pension schemes in a single transaction with vehicle technology company Marelli.
The deal has seen Clara taken on schemes ranging from £1m to £125m in size, including three that the superfund said would have been unlikely to access such a deal alone.
Following three other deals announced this year, Clara-Pensions’ assets under management are now in the region of £2.5bn.
As the six funds were all sponsored by Marelli, they have been transferred into a single section of Clara’s master trust structure, which Clara said would help all schemes benefit from economies of scale.
The transaction covers more than 3,300 members with a total asset value of around £250m. Additional capital was injected by Clara’s investors, including private equity firm Sixth Street, to improve benefit security.
The transaction was carried out amid a wider corporate restructure process at Marelli, which added urgency to the work carried out by the schemes’ trustee boards and advisers.
Karen Myring, legal and compliance manager at Marelli UK, said: “The pension schemes represented an important consideration as we progressed our wider corporate plans. Reaching agreement with Clara provides greater certainty for members while allowing all six schemes to be addressed through a single transaction.”
Clara completes most complex deal yet
Matt Wilmington, chief transactions officer at Clara-Pensions, said: “This has been a particularly innovative transaction because of both the number and range of schemes involved…
“Half of these schemes would be too small to access a superfund, but by bringing them together we can provide all members with access to the same enhanced security and clear journey towards insured buyout.”
LCP was the lead adviser to the schemes’ trustee boards, chaired by professional trustee firm Zedra.
Sam Jenkins, a partner at LCP, said the complexity of the deal and a “challenging timeline” meant close collaboration was necessary between the employer, the trustee board, and all the advisers involved.
“I expect this deal to encourage other employers with several legacy schemes to look seriously at whether superfunds could work for them.”
Clive Pugh, Burges Salmon
Burges Salmon, one of several law firms involved in the Marelli transaction, advised the employer throughout the process. Partner Clive Pugh said the work required “creative thinking from everyone at the table”.
Pugh added: “What makes this deal stand out for me is that it works on both sides of the pension equation. [Marelli] has actively met its legacy liabilities, while members, including those in the very smallest schemes, are protected…
“I expect this deal to encourage other employers with several legacy schemes to look seriously at whether superfunds could work for them.”
Clara’s deals so far
| Scheme name | Date | Size | Members | Notes |
|---|---|---|---|---|
| Sears Retail Pension Scheme | November 2023 | unknown | 9,600 | First ever UK superfund deal |
| Debenhams Retirement Scheme | March 2024 | £600m | 10,400 | Scheme taken out of PPF assessment |
| Wates Pension Fund | December 2024 | £210m | 1,500 | First deal involving an active sponsor |
| Church Mission Society Pension Scheme | June 2025 | £55m | 730 | Connected covenant deal retaining sponsor link |
| Videndum DB Pension Scheme | April 2026 | £43m | 500 | First to use dedicated small scheme service |
| Unnamed scheme | September 2026 | £40m | 400 | Small scheme service |
| Arco Group Pension Scheme | September 2026 | £135m | 1,281 | Deal completed during M&A transaction for sponsor |
| Six schemes sponsored by Marelli UK | October 2026 | £250m | 3,300 | Six schemes consolidated into one section |
Alastair Meeks, client director at Zedra Governance, said: “We are very pleased to have secured a successful outcome for the schemes that achieves both sponsor and pension scheme objectives, and to have done so quickly and efficiently… Ultimately, this is about providing greater security for our members and pensioners, and we are pleased to have achieved that.”
John Hubbleday, director at BDO, which advised Marelli, said: “The circumstances of the sponsor, and the number and sizes of schemes involved, have made this a particularly innovative transaction, with three of the schemes too small to have accessed a superfund on a standalone basis. It’s been a pleasure to work so collaboratively with the Marelli team and their other advisers.”
Other advisers included law firms Squire Patton Boggs, Sackers, Eversheds Sutherland, and CMS Cameron McKenna Nabarro Olswang.
Superfund market ‘taking off’
“The pensions superfund market has had a relatively slow start to life but is finally starting to take off. We’re expecting this market to go even further next year as new providers move into the space. There is still over £1.2trn sat in UK DB pension schemes, and there is competition for those assets and how they can be invested for the benefit of the UK more widely.”
“These transactions represent another important milestone in the continuing evolution of the UK superfund market. Together, they demonstrate the flexibility of the Clara model, from consolidating multiple schemes within a single transaction to providing solutions in the context of wider corporate activity, and also options for smaller schemes. They also demonstrate Clara’s capacity to sign and close multiple transactions at the same time.”
“We expect exponential growth to continue over the next few years, with two or three more superfunds entering the market over the next six to 12 months to cater for the growing demand from schemes and sponsors… Perhaps the most interesting question for the market is no longer whether superfunds have a role to play, but the range of circumstances in which they can be used.”
Appetite for superfunds growing
Recent research from TPT Retirement Solutions has indicated that superfunds are the most popular endgame option among DB scheme trustees.
The company – which plans to launch its own superfund in the coming months – found that superfunds were the most commonly selected option when trustees were asked to indicate which endgame options they were considering. More than half (57%) said they were considering a superfund deal, up from 40% in TPT’s 2024 survey.
Larger schemes – those with more than £1bn – were more likely to be interested in superfunds, the research showed. This is despite the largest transaction so far being Clara’s £600m deal to lift the Debenhams pension scheme out of the Pension Protection Fund, completed in March 2024.
Half of trustees (50%) were considering capital-backed journey plans, while just over two in five (43%) were considering buyout with an insurer, TPT’s survey found. A similar proportion (41%) cited consolidation into a DB master trust or similar structure, while just 28% said they planned to run on.
Steve Collins, head of superfund at TPT Retirement Solutions, said the findings showed that “superfunds are no longer a niche consideration”.
He added: “For trustees, the challenge now is ensuring that evaluation takes place early enough to understand where superfunds may fit within their endgame strategy, thereby preserving flexibility as key strategic decisions are made.”
