Links sees through Goldshield purchase for HgCapital-led MBO

Relationship partner Richard Youle worked alongside private equity partner David Holdsworth and banking partner Adam Freeman on the £178m bid, which saw HgCapital back a management buyout of the company.

Goldshield’s management team, which is led by Rakesh Patel and which will be placing a large number of shares into the new business structure, received separate advice from Eversheds private equity head Mark Spinner. The HgCapital-backed bidding team went hostile on the deal after an offer from AIT Investments was recommended by the company ’s b o a r d i n September.

AIT is an investment vehicle led by the Fuhrer family of Israel and former Goldshield chief executive Ajit Patel, who left the company in 2007 while it was subject to an SFO price-fixing investigation. AIT, which was advised by Freshfields Bruckhaus Deringer corporate partner Stephen Hughes, finally withdrew its offer at the end of October after the management team raised its bid to 485p a share. Goldshield’s independent directors turned to Jones Day partner Peter Baldwin for advice on the deal.

Jones Day has a longstanding relationship with Goldshield, having advised the company on the SFO investigation, which fell apart last year. Litigation partner Craig Shuttleworth defended the company against allegations that it had conspired to defraud the NHS through an alleged pharmaceutical cartel.

The case fell apart because the SFO’s original indictment only related to price-fixing, which alone is not an offence. When the SFO tried to amend the indictment to include conspiracy to defraud the Department of Health between 1996 and 1999 its application was refused and the case was abandoned. Linklaters has been on HgCapital’s panel for a number of years, alongside Weil Gotshal & Manges. HgCapital’s current general counsel Alison Hampton was formerly a consultant at Weil.

Hampton joined the private equity house in February 2008, replacing John Kitching, who joined HgCapital from Lovells in 2000. Hampton was also previously a partner at Lovells.