A shareholder in Dublin's Blackrock Clinic claims a company controlled by businessman Larry Goodman, along with a number of others, have engineered a situation where he is not receiving dividends required by him to pay off €16.1 million in outstanding loans.
Joseph Sheehan is a consultant surgeon based in Illinois, in the United States, and is one of the founders in 1986 of the clinic along with his brother James, George Duffy and the late heart surgeon Maurice Neligan.
He has claimed in Commercial Court proceedings that Breccia, a company that he says is owned and/or controlled by Mr Goodman, along with a number of others, have attempted to "engineer a situation" so they can exploit his funding to exclude him from the business.
Breccia “took advantage” by buying loans he got some years ago to purchase shares in the clinic business, for the purpose of now trying to acquire his shares, he claims.
The other defendants in the case brought by Mr Sheehan are the Irish Agricultural Development Company, which he says is controlled by Breccia or by the Goodman Family Trust; Blackrock Hospital Ltd (BHL); Dr George Duffy and Rosaleen Duffy and a company, Tullycorbett Ltd, which Mr Sheehan claims is owned by Dr Duffy.
Mr Justice Brian McGovern was told yesterday by Michael Collins SC, for Mr Sheehan, there was consent between all the parties for the case to be admitted to the Commercial Court list.
In an affidavit, Mr Sheehan says the case arises out of the sale in 2006 by health insurer Bupa of its 56 per cent shareholding in Blackrock Hospital Limited (BHL), which owns the clinic's operating company, to a number of others, including Breccia and existing shareholders.
A shareholders’ agreement was drawn up between those involved to regulate the relationship of those holders of the entire share capital of BHL.
Following the subscription for the Bupa shareholding, Mr Sheehan says he held 28.07 per cent, Breccia had the same, his brother James had 14.8 per cent, Dr Duffy held 13 per cent, Ms Duffy held 7.05 per cent, and a company, Benray, had 8.02 per cent.
All the shareholders funded these acquisitions through finance from the former Anglo Irish Bank, Mr Sheehan says he received a loan of €11.1 million. Anglo insisted upon an inter-parties guarantee between each of the shareholders, although Breccia asked to be removed and did not provide a guarantee, he also says.
Mr Sheehan says he agreed all dividends from his shareholding would be paid by BHL into an account held by him in Anglo. He says he was not in default of interest payments on the loans facilities which he believes would have been renewed by Anglo had it not got into difficulties’
When Anglo was replaced by Irish Bank Resolution Corporation, IBRC itself was later put into special liquidation and began selling loans on its books, he said, and he had made a formal bid to buy his and Dr Duffy's loans for €24 million.
He believed only Dr Duffy’s loans were sold, for €8 million, to Breccia. This was done with the purpose of preventing the sale of Dr Duffy’s loans to him and to “deliberately ruin the proposed purchase by me of my loans”. He claims Breccia misused confidential information to do this and alleges its conduct was entirely unlawful.
Following the liquidation of IBRC, which wanted Mr Sheehan’s dividends from BHL to be paid into a new account, he resisted this and last March the board of BHL agreed they should be paid directly to him. Subsequent dividends have not been paid to him, he says.
He made a second attempt last July to buy from IBRC his then outstanding loan of €16.1 million but he believed that was again bought by Breccia. On December 18th last, Breccia issued a letter of demand seeking immediate repayment from him of the €16.1 million, plus €6.7 million related to the cross-guarantees which the BHL shareholders had given when getting the loans from Anglo, he says.
