The former Fair Oaks Foods meat factory in Clonmel, Co Tipperary has been closed for over a decade. Its sprawling site overlooking an islet in the River Suir, a stone’s throw from the town centre, could be turned into a beautiful development. Instead, the semi-derelict industrial buildings have been an eyesore at one of the gateways into south Tipperary’s main urban centre.

The land is zoned for commercial developments and there were plans for a luxury hotel, retail and medical centre complex there, but the financial crisis hit at the same time and nothing ever happened. Then in 2018, part of the vacant factory was destroyed by a mysterious fire. On that occasion, local independent TD Mattie McGrath publically lobbied for the site to be re-zoned for residential use.

Two years ago, the owner obtained planning permission for demolition works following the fire. Planning documents reveal that the applicant was South City Ltd, a company that had nothing to do with the former owners of Fair Oaks Foods. Instead, the vacant site and its Jersey-based holding company form a tiny part of the assets at the heart of a new €650 million restructuring of Larry Goodman’s affairs.

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The latest step in the reorganisation of the 83-year-old beef baron’s sprawling business empire lifts a new corner of the veil on the assets at play, their value and the evolving shape of their control structures.

As reported last year, the Goodman group removed a series of Luxembourg-based intermediary holding companies from its labyrinthic corporate structure. The move somewhat streamlined ownership of assets controlled by the Rabena Foundation, one of the Liechtenstein entities ultimately holding the family’s interests, through a series of companies registered in Jersey.

In parallel, Goodman has been buying out former partners in his group of private hospitals in Dublin and Galway, cementing control of the Blackrock, Hermitage and Galway clinics. New governance structures have emerged, with healthcare executives joining a new board and management structure under the Parma banner. On the meat processing side, too, ABP Food Group has been beefing up its board with food industry veterans. 

Goodman has been advised at the highest level by a new appointee to the Liechtenstein trusts controlling the family’s fortunes – Nigel Boardman, a London-based corporate lawyer with a lifetime of experience in mergers and acquisitions.

The changes above had left some loose ends. The cull of Luxembourg subsidiaries left important Dutch holding companies in limbo. Parma Investments BV and Kanev BV held interests across Goodman’s beef, property and healthcare portfolio but found themselves entrapped in a circular whirlpool of Jersey companies appearing to own each other. 

Trusted coporate operators

Since November, this has all been tidied away. Until last September, Larry Goodman and his son Laurence Jr were directors of an Irish company called Yalart Holdings. At that point, they handed over to two of their most trusted corporate operators, Declan Sheeran and Larry Corrigan, to conduct a series of transactions. 

That same month, Yalart Holdings agreed to absorb Parma Investments BV and Kanev BV. The cross-border mergers required High Court approval, which was duly granted by Justice David Barniville on November 6. At that point, the two Dutch companies were dissolved and their assets transferred to Yalart.

What assets? The balance sheet filed by Parma Investments BV in Amsterdam a few months earlier showed that it had €398 million in assets and €74 million in debt, leaving it with €324 million in equity. Goodman’s Dutch companies have published only abridged accounts in recent years, but going back to 2016 filings, more details are available. That year, Parma reported ownership of:

  • 40.5 per cent of Glydee Ltd, a Jersey company and immediate parent of the ABP Food Group entitled to most profit distributions according to the constitution of the meat processing giant. The equity value attached to this stake was €224 million;
  • 100 per cent of Breccia, an Irish vehicle for Goodman’s interest in the Blackrock Clinic, reporting an equity value of just €436,630;
  • 50 per cent of the shares in Marpole Ltd, the parent company of the Galway Clinic, with €48 million in equity attached;
  • One third of Hermitage Clinic Limited, with no value attached, and one third of Hermitage Medical Developments Ltd, another Irish company with a corresponding €1 million equity value, as well as one third of their related company Torcross Ltd ;
  • The entire share capital of Setanta Center (Jersey) Ltd, named after Goodman’s building on Dublin’s Nassau St, reporting €5.4 million in equity;
  • All of South City Ltd, the owner of the former meat factory site in Clonmel, valued at €437,572 on an equity basis;
  • 100 per cent of both Loftview and Vevan, two Irish companies with over €1 million in equity each, which have not been linked to any specific assets;
  • The entire share capital of three companies for which no significant net value was reported: Parma Developments (Jersey) Ltd, an intermediary holding company; Pirtuck in Ireland and Whitehelm in Jersey, which were not linked to any identifiable business.

In the same way, we can see from Kanev BV’s filings that it had €334 million in unspecified assets and €74 million in debt, leaving it with €260 million in equity six months before merging with Yalart. Going back four years for its most recent detailed accounts, it emerges that its entire balance sheet value at the time stemmed from a 41.25 per cent stake in Glydee Ltd worth €228 million.

When Parma Investments BV and Kanev BV merged into Yalart, they brought a combined €584 million worth of net assets with them. This results from the steady growth of their balance sheet in recent years and it is likely that the business interests listed in 2016 remained largely present on the pool of assets they transferred to Yalart. The Irish company did not enjoy its newfound wealth for long, however. Filings published by the Companies Registration Office this week show that Sheeran placed it into liquidation on December 18. At that point, Yalart declared €649 million in assets and no liabilities.

Yalart’s wind-up resolution states that these assets will be distributed to the members of the company. According to its last annual return, its sole shareholder was Remley Finance Unltd, itself a wholly-owned subsidiary of Jersey-based Remley Holdings Unltd.

Click to enlarge map

Remley Holdings’s capital structure is similar to that of a number of other Jersey-based holding companies, with control asserted through voting rights reserved to A shares allotted to companies controlled by Larry Goodman himself unless an “insolvency event” such as  death or bankruptcy occurs. Voting rights would revert to B shares ultimately controlled by the Rabena Foundation in that case. Through intermediary holding companies, the Liechtenstein entity is entitled to nearly all profit distributions from this branch of the group. Meanwhile, its sister entity, the Sabena Foundation, holds a minority stake with limited rights attached.

This structure presents a significant overlap with those established last year and it is likely that the €650 million worth of business assets appearing now are consolidated in the €3.3 billion reported as Goodman left Luxembourg.

Wage Subsidy Scheme to the rescue of Goodman’s employees

The list published by the Revenue Commissioners and disclosing the beneficiaries of the Temporary Wage Subsidy Scheme (TWSS) last year reveals that all of ABP’s six beef processing plants availed of the financial support for their employees. The Irish Agricultural Development Company, a separate company located on Goodman’s personal farm in Co Louth, also received TWSS funds to pay its employees.

None of these companies appear on the list of beneficiaries for the Employment Wage Subsidy Scheme, which replaced the TWSS on September 1, 2020.