by Scutterbucketz »
23 Mar 2025 06:36
JR Elm Park Kid JR Some comments on hear on the lost profits claim and being outrageous as well as the £12/£6m escrow.
If we assume Couhig believes he has valid evidence of a breach of exclusivity, then I would hope we would all agree that a loss of profits claim his reasonable, as a breach of contract by the seller prevented him from owning the club and he wouldn’t be buying it if he didn’t think he could make a profit from it.
It therefore comes down to a forecasting exercise on future profits. £12m does sound very optimistic, but I’m sure they’ll have projections to support that and it will come down to a debate on what reasonable projections are (if the court finds there was a breach).
On the £6m escrow point - that wasn’t the club saying they agree to £6m of loss profits, more a negotiation tactic to reduce the potential downside for Dai and get more of the sale proceeds to him straight away.
I would argue that any claim that you can guarantee a profit from buying a L1 club is laughable.
Nobody has mentioned guaranteeing a profit anywhere.
But it’s basic operation of markets that the vast majority of businesses get purchased because of an expectation of making a profit.
So if a judge concludes exclusivity is broken he will find in Couhig’s favour and award a compensation amount.
What that is will come down to how good the QC’s and arguments are.
Last year I had a 5 year contract with a Council client at work. We had worked for them seamlessly for them for the previous 5 years, but In that first year of the new contract, due to us being massively let down our installation partner, we messed up the delivery and it was a full week until we were able to put things right. When I met with the client I held my hands up and admitted it all, told them why things happened and offered to cancel the whole contract if they paid a reasonable amount for what had been received. I offered a 30% reduction on that first year cost, which was fair. Their noses had been put out of joint and they wanted 80% off due to, essentially, their hurt feelings. To just put an end to it I offered a 50% discount, which was way beyond the level of failure, and just asked them to focus realistically on what had had been delivered and try to put aside the emotion and warned them that next step would be arbitration, which we were very keen to avoid because of the time and expense it involved. They declined.
So we went to court. Seeing as we had nothing to lose at that stage we decided to go for loss of earnings for the whole 5 years. Didn’t really expect to get it, but would literally only take an extra few minutes in the court case to explain why we might be entitled to it. If the judge disagreed then no harm no foul.
As the judge could see we had tried to find a reasonable solution (asking for just 50% of one year to avoid court) and that they weren’t being remotely pragmatic nor had they given the chance to improve, he gave it to us; all 5 years in full.
Long story short; you’d be amazed the sway that disrupting future profits holds in court. I certainly was.