The High Court has declared that an option to buy Dublin’s Beach Tavern was exercised at €725,000, after finding that Conor Martin did not exercise it at the lower price of €625,000 in May 2016 as he claimed.
In a judgment delivered on 12 March 2021, Ms Justice Pilkington found the first clear exercise of the option was a letter sent by Mr Martin’s solicitor to the defendants’ solicitors on 17 October 2016. Under the agreement, that date fell in the second year of the tenancy, when the purchase price was €725,000.
The dispute concerned a clause in an agreement dated 24 August 2015 between the O’Keeffes and Ducas Hospitality Management Limited, which gave Mr Martin, a director and shareholder of the company, an option to buy the Beach Tavern premises at 7/9 Bath Street, Irishtown. The price rose from €625,000 in the first year to €925,000 in the fourth year.
Mr Martin said he told Ray O’Keeffe and their agent, Rory Browne, at a meeting in the Alexander Hotel on 25 May 2016 that he was exercising the option. Mr O’Keeffe denied this, and Mr Browne said the option had been discussed but that Mr Martin had expressed an intention to exercise it. The judge found that the evidence did not establish a clear exercise at that meeting. She also found insufficient evidence that Mr Browne had authority to bind both defendants on the matter.
The judge noted that Mr Martin’s solicitor did not write to the defendants’ solicitors to confirm an exercise until October 2016. She found his conduct in the intervening period—including continued discussions about tenancy issues and the absence of steps to enforce the option—was inconsistent with his claim that it had already been exercised. The October letter made no reference to a prior exercise, so the judge treated it as the exercise itself, at the second-year price.
The defendants had argued that alleged breaches of the tenancy agreement and non-payment of rent or a security deposit affected the option. The judge found no condition requiring compliance with other tenancy terms before exercising it, and made no finding on the disputed rent and deposit payments. She also rejected the defendants’ argument that delay amounted to laches.
The court refused specific performance and other reliefs sought in parts of the claim. Instead, it declared that Mr Martin exercised the option by the October letter to acquire the premises for €725,000. The precise form of the order and costs remained to be addressed after the judgment; the parties were invited to communicate with the court and, if necessary, file written submissions within 21 days.