When a major Canadian health-technology company sought to acquire two UK businesses — one focused on the development of patient-flow management solutions, and another that works with the National Health Service (NHS) on health information management issues — as part of its expansion strategy, it turned to two Ally Law member firms for assistance: Toronto-based Torkin Manes and London-based Edwin Coe.
Products and services developed by the target company in the first transaction have been deployed in more than 53 NHS Trusts in the UK representing 130 hospitals. Its solutions are also deployed internationally. The Canadian acquirer’s UK subsidiary paid approximately £3,850,000 for the entire issued share capital of the target company, to be adjusted in accordance with a closing net equity adjustment. This was paid in cash to the target’s shareholders at completion, which took place on 19 August 2020.
Three weeks later, on 9 September 2020, the Canadian company’s UK subsidiary completed its acquisition of the entire issued share capital of the health-information management target. The acquired company empowers NHS teams to determine actionable insights from a wide range of healthcare data, leading to improved organizational efficiencies and resource utilization, ultimately aiming to improve the delivery of patient care. The total consideration paid for the TSL shares was £5,951,820, which is composed of a £1,900,000 issuance of common shares of the acquiring company and a cash payment of £4,051,820.
The Edwin Coe team was led by Head of Corporate & Commercial Russel Shear and Associate Christophe Robert, working in conjunction with Hunter Forman of Torkin Manes.