Global law firm Ashurst has advised Ramsay Health Care Limited (“Ramsay”) on its UK subsidiary’s (Ramsay Health Care (UK) Limited) recommended all-cash offer for Spire Healthcare Group Plc (“Spire”) to be effected by way of a scheme of arrangement of Spire under Part 26 of the Companies Act 2006 (the “Transaction”).
Ramsay provides quality health care through a global network of clinical practice, teaching and research and listed on the Australian Stock Exchange in 1997, while Spire is a leading independent hospital group in the United Kingdom focused on private payors, with a strong collaborative partnership with the NHS.
Spire shareholders will be entitled to receive 240 pence in cash for each Spire share held, valuing Spire’s entire issued and to be issued share capital at approximately £999.6 million on a fully diluted basis and approximately £2,063.6 million on an enterprise value basis (including IFRS 16 lease liabilities).
The Ashurst team was led by corporate partners Karen Davies, Tom Mercer and Harry Thimont, supported by associates Demi Pham, Lauren Garrett, and Aaron Koh. Australian corporate partner Bruce Macdonald led on the Australian elements of the transaction, with support from senior associate Alli Clark, and associates Claudia Wyer and Sheenae LeCornu.
Competition advice is being provided by partners Euan Burrows and Steven Vaz, senior associates Danica Barley and Laura Carter, associates Adelle Elhosni, Emile Abdul-Wahab, Helen Chamberlain, Matthew Harper, Nessa Salvador, Lauren Satill, Alana Perna, and Jasmine Tiong and economists David Wirth and Oliver Noble.
Real estate advice was provided by partner Henry Moss and Richard Vernon and senior associate Rabinder Sokhi. The following members of the real estate team also assisted on this matter – counsel David Razzell, senior associates John Arey, Chris Benbow, Alex Levart, Victoria Clarke, Chloe Marshall, Suzannah Varey, and Aoife Devlin, and associates Rory Marbaix, Emma Potter, Dan Sargeant, Victoria Edwards, Miles Oakes, and Josie Oliver.
Incentives advice was provided by senior consultant Nicholas Stretch and senior associate Rebecca Servian. Partner Nicholas Gardner advised on tax matters with support from associate Becky Hart. Partner Ruth Buchanan, counsel John Gordon and associate David Pemberton advised on employment and pensions aspects.
Partner Tim Rennie also provided banking advice with support from senior associate Darren Phelan and banking analyst Hannah Brower.