Manchester Trusts complete landmark merger
On 1 October 2017 Central Manchester University Hospitals NHS Foundation Trust (CMFT) and University Hospital of South Manchester NHS Foundation Trust (UHSM) merged to form the largest NHS foundation trust in the country: Manchester University NHS Foundation Trust (MFT).
The merger, which has widespread support from local and national stakeholders, will allow MFT to deliver improvements to patient care for Manchester and was unanimously approved by the Boards and Council of Governors of CMFT and UHSM.
Hempsons and Aldwych Partners provided CMFT and UHSM with legal and competition advice throughout the process, helping them to secure a landmark clearance decision from the Competition and Markets Authority (CMA) following a phase 2 review. The merger is the first in any sector to be cleared unconditionally by the CMA on the basis of relevant customer
benefits following a finding of a substantial lessening of competition. Early indications suggest that the Manchester Trusts’ success in obtaining this clearance may shape the CMA’s future decisions, allowing NHS mergers to proceed where there is a strong patient benefits case.
The merger is also the first acute hospital merger to be completed under section 56 of the National Health Service Act 2006, following the successful merger of two mental health trusts in Essex in April this year, on which Hempsons also advised. MFT is an entirely new foundation trust with both CMFT and UHSM being dissolved. Hempsons advised on NHS Improvement’s transactions process, legal due diligence, employment and governance arrangements and prepared the documentation required to effect the transaction.
Peter Blythin, Programme Director for the Trusts, comments, “Hempsons and Aldwych Partners have provided first class support to the Single Hospital Service programme. We have been impressed by the quality of advice and effort shown which facilitated CMA clearance and completion of the transaction by 1 October. The degree of professionalism has been outstanding and we would have no hesitation in recommending the team for similar projects”.
Hempsons is the leading law firm for NHS mergers and acquisitions. We have advised on 15 of the 20 completed NHS mergers and acquisitions since 2011. Hempsons is the only law firm to have advised on the two mergers completed under section 56 of the NHS Act 2006.
Hempsons and Aldwych Partners are advising a number of trusts seeking merger clearance from the CMA.