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Case Studies


Transactional/Advisory - LLP for a pharmacy group

We acted for a venture capital backed pharmacy group which was growing organically, by setting up a number of joint ventures with General Practitioners. The Venture Capital fund required that each individual pharmacy be operated through an LLP. The members of the pharmacy LLP were, in each case, a subsidiary company of the main group and another LLP formed by the doctors in each respective GP practice.

Sale of a Pharmacy Contract

We acted for a client disposing of an NHS Contract which they had not been able to exploit as anticipated. The matter was complicated with both a minor relocation and the grant of a new lease to the buyer who would operate under the contract going forward.

We were, therefore, involved with two other sets of lawyers (for the buyer and the landlord) and with the Local Area Team dealing with the transfer of the NHS Contract and the relocation. Ideally, all the elements needed to be completed simultaneously, as they were obviously inter-dependent. This is not the sort of situation where you want advisers learning on the job. Given our experience in the sector and our understanding of each of the elements involved we were able to bring the matter to a conclusion and effect the sale of the contract for our client.

Acquisition of Two Pharmacies from a Multiple

Our client bought the NHS Contracts, businesses, and assets of two branches of a multiple. The sales were part of a larger disposal programme and there was only so much room for negotiation as the seller wanted to keep as closely as possible to its pro forma sale agreement.

As is common with business (as opposed to share) sales, there was an exchange with a later completion date. It was intended that the NHS Contracts would be transferred on or before completion, but there was an interim management arrangement as a fall back if it was needed.

Our client is an experienced operator and was well able to assess the value of the businesses being acquired and to take a commercial view of the transaction. As experienced advisers in the sector we were also able to take a commercial rather than a purely legalistic view. We made sure the essentials were covered but didn’t waste our client's time and money on debating matters that were academic in the context of this type of deal.

Acquisition of a Pharmacy with a Small Essential Pharmacy Contract

We advised our client, through a new holding company, on the acquisition of a company operating a small essential pharmacy contract and the freehold property from which it trades.

The acquisition of the company was funded through one of the major banks. 

We were also able to act for the bank as we are on their health care panel. This avoided duplication of costs for our client, thereby saving him money.

The funding and related security arrangements were quite complex and we were able to guide our client through the technicalities - and explain current banking practices and attitudes.

The acquisition also involved the transfer of the pharmacy contract, which was in the name of an individual pharmacist and not in the company. We were able to guide our client through the practicalities of sorting this out.

The acquisition of a company, which involves checking and understanding its history, assets, and liabilities is quite challenging. Our experience of both company acquisitions in general and the pharmacy sector in particular, enabled us to ensure that our client understood what he was taking on and ensure that the bank was happy to provide the funding for the deal.

We look forward to assisting our clients with their next purchase once this one has settled down.

Transactional/Advisory - LLP for a pharmacy group

We acted for a venture capital backed pharmacy group which was growing organically, by setting up a number of joint ventures with General Practitioners. The Venture Capital fund required that each individual pharmacy be operated through an LLP. The members of the pharmacy LLP were, in each case, a subsidiary company of the main group and another LLP formed by the doctors in each respective GP practice.

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