High Court backs OutsideClinic's recovery plan

In a significant ruling on April 11, 2025, the High Court, presided over by Mr Justice Adam Johnson, approved the restructuring plan for OutsideClinic Limited under Part 26A of the Companies Act 2006. This decision comes as the company, a longstanding provider of in-home audiology and optometry services, faced severe financial difficulties exacerbated by the COVID-19 pandemic and acquisitions that had not proceeded as planned.

OutsideClinic was previously acquired by Optimism Health Group Limited in November 2020, initiating a strategy of expansion that involved purchasing three subsidiary companies. However, financial pressures soon mounted, leading to significant losses reported in the financial years ending March 2023 and March 2024. The company's debt to its creditors ballooned, with liabilities exceeding £7 million, prompting the HMRC to threaten winding-up proceedings due to unpaid tax liabilities of £1.45 million.

To address these challenges, OutsideClinic sought a restructuring plan to rearrange its debts and allow continued operations. By securing an additional £1 million in emergency funding from its funding partner, Shawbrook Bank, the company aimed to buy time for the restructuring process and alleviate some of its immediate financial constraints.

The plan proposed by OutsideClinic aimed to allow the enforcement of new terms on impacted creditors, enabling financial recovery while shielding the company from liquidation. Five out of seven creditor classes approved the plan by a majority vote in value, with the only dissent from the so-called "Shop Landlords" class, which had expressed concerns regarding their rights and interests.

Despite initial hesitation from HMRC, which expressed apprehensions about their valuation claims, negotiations between OutsideClinic and HMRC resulted in an improved offer that ultimately led to HMRC's support for the plan. The revised terms allowed HMRC to receive a total of 15p in the pound, combining a foundational return and a dividend for their priority creditor status.

During the hearing, Mr Justice Johnson emphasized the contextual importance of the overarching aim of the restructuring plan. The plan, though not supported unanimously, was viewed as offering a genuine and necessary means of continuing operations while providing some level of recovery for creditors otherwise expected to receive little or nothing under different circumstances.

The court also highlighted the importance of the financial sacrifices made by creditors who backed the restructuring plan, affirming that the interests of dissenting creditors—a group whose claims would have remained unaddressed in a dissolution scenario—did not diminish the overall rationale behind sanctioning the plan.

As a result, the court determined that none of the dissenting classes would be worse off under the sanctioned plan compared to the alternative that would lead to liquidation. The judge noted that there were no defects in the proposed plan that could prevent its successful implementation, marking a decisive step forward for OutsideClinic as it seeks to navigate its economic challenges.

The High Court's approval of OutsideClinic Limited’s restructuring plan marks a pivotal moment for the company, providing a structured path toward recovery while ensuring that fairness and consideration for all creditor classes were maintained. It sets a precedent whereby creditor collaboration can result in beneficial outcomes within the framework of insolvency law, thus encouraging similar practices in future corporate restructuring strategies.

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