The High Court has dismissed claims by Globe Entertainments Ltd and Sean Doyle for specific performance of an alleged deal involving The Globe and Rí-Rá nightclub in Dublin, finding that no enforceable agreement had been concluded.
The claims concerned the sale of the premises at 11 South Great George’s Street and an alleged agreement to settle Doyle’s personal liabilities to Ulster Bank Ireland Ltd for €5,000. The judgment, delivered by Ms Justice Costello on 24 February 2015, said the premises were being sold by Tom Kavanagh, the receiver appointed over the property’s owner, The Pub Pool Ltd. Ulster Bank was the mortgagee and was involved in discussions about Doyle’s personal liabilities and whether it would consent to release its charge.
Doyle had sought to buy the premises in 2009, but that proposed sale did not proceed. In 2014, he and the bank discussed an overall figure of €2.3 million. Doyle’s company later offered €2.295 million for the premises, with a separate €5,000 proposed settlement of his personal liabilities. The bank confirmed it had consented to a proposed sale at €2.295 million, subject to closing by 31 May 2014. The receiver had recommended the offer, subject to matters still to be agreed.
Before contracts were exchanged with Doyle’s company, the receiver accepted a higher offer from Panther BIL Ltd. for €2.7 million. The receiver signed a sale contract with that company on 17 April 2014. Doyle argued that the earlier communications with the bank and receiver had already created binding agreements.
Justice Costello found the receiver was the intended vendor and that Ulster Bank had not agreed to sell the premises. The court also found that the receiver’s documents recommended a sale subject to unresolved conditions and did not record a concluded contract. The closing date had not been agreed with Doyle, and the communications were marked “without prejudice” and contemplated formal contracts.
The court further found that Doyle had not provided the proof of funding required before a binding sale contract could be made. A letter from Bybrook Capital LLP was conditional on due diligence and did not meet the receiver’s requirement for unconditional proof of funds. The court dismissed both plaintiffs’ claims for specific performance. It made no order requiring a sale to Doyle’s company or a €5,000 settlement of Doyle’s liabilities.