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ANALYSIS: The operation to close Clerys was clinical and must have taken a lot of planning

All the buzzwords are there - “smart; creative; relentless” - in large point size on ...
Newstalk
Newstalk

13.18 17 Jun 2015


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ANALYSIS: The operation to clo...

ANALYSIS: The operation to close Clerys was clinical and must have taken a lot of planning

Newstalk
Newstalk

13.18 17 Jun 2015


Share this article


All the buzzwords are there - “smart; creative; relentless” - in large point size on D2 Private’s slickly-designed website.

And in the wake of the corporate manoeuvre last week whereby D2, run by Sligo woman Deirdre Foley and her joint venture partners, Cheyne Capital Management, managed to secure the property asset that we all knew as Clerys Department Store, few could argue with the accuracy of the slogans.

The other word that flashes up on the D2 home page is “Integrity” though it’s unlikely former employees of Clerys, the store’s former concessionaire tenants, or indeed the general public would be as quick now to endorse that particular badge.

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What happened last week to these stakeholders of Clerys constitutes nothing less than a corporate ambush – a “smart, creative, relentless” exercise fully within the law, but open to all sorts of questions in terms of integrity.

For instance, how long had it been in the planning?  The previous owners of Clerys, Gordon Brothers of Boston, had confirmed publicly late last year that the business was for sale, though they hadn’t made public that it had been structured into separate property and operations companies.

So Natrium, the joint venture of D2 and Cheyne Capital Management, would have had plenty of time to assess the viability of the overall business; to conclude that the operating company, OCS operations, was significantly loss-making and not worth maintaining from their point of view; and to plot how to secure the targeted property asset and cast aside the operations company. However long they planned it, they executed it with military precision last Friday.

Then there is the issue of how OCS Operations was transferred for the price of a euro to a company dissolution services company run from a premises in Wimbledon London by Jim Brydie, the former Head of Anglo Irish Bank’s operations in the UK.

'So what' you might ask? Only that it’s highly likely that Deirdre Foley, as a former major lender of Anglo Irish Bank, would have had business dealings with Mr Brydie. If so, the fact that Natrium offloaded OCS operations so swiftly to a probable former business acquaintance offers further evidence that this was a detailed and long-planned manoeuvre.

It was Brydie’s firm, understood to be Logan Capital, that sought the appointment by the High Court of KPMG as provisional liquidators to OCS Operations on Friday evening, and it was the provisional liquidators who broke the shocking news to staff and concessionaires.

According to informed sources, the paper work and planning for this High Court submission would have taken a number of days and could not have represented a sudden decision on the part of either Natrium or Logan Capital, following inspection of the OCS Operations books on Friday.

Another question that might be posed both to Gordon Brothers and Natrium is whether, in anticipation of the planned liquidation of the loss-making OCS Operations, Natrium was in a position to offer a higher purchase price than other potential buyers  for Clerys. If so, and the reported €29m purchase price is accurate, Gordon Brothers could have doubled within the space of three years, their original purchase price and subsequent investment in the retail firm.

There has been much talk in the Dail and elsewhere about the need to review company law to force corporate buyers and sellers to provide more information to employees and other stakeholders about deals that have such a radical impact on their lives. This will take time if it happens at all.

In the short term, the liquidation process is under the stewardship of the High Court, and at the very least it may determine the level of transparency that should attach to the process, even if it won’t put bread on the table for former staff or concessionaires.

In the longer term as memories fade, we may all become shoppers at Natrium’s glittering new arcade at street level in the former Clerys, the store we all claimed to love, but too few visited or supported as consumers.

 


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