Blue v Ashley [2017] EWHC 1928 (Comm); [2017] 7 WLUK 593

KEY POINTS

• The case centered on a disputed agreement arising from a conversation, with the evidence presented to establish a binding commitment. It involved a claim of a binding agreement, where one party commits a significant sum based on specific conditions. 

• The dispute hinged on interpreting the initial conversation and subsequent actions. The assessment focused on essential contract elements, including clarity of terms and mutual intention. 

• The case relied on recollections, evaluating their reliability and considering subsequent conversations.

  • The court evaluated evidence to determine if a binding contract was formed, scrutinizing the parties' intentions and actions. 

  • The court explored a defense linking payment to specific actions influencing a financial outcome within the broader context of contract existence.

FACTS

• The case involved a dispute between Mr. Jeffrey Ross Blue (“Claimant”) and Mr. R Michael James Wallace Ashley (“Defendant”) over an alleged agreement made in a pub conversation. Mr. Ashley supposedly offered £15 million if Mr. Blue could raise Sports Direct's share price to £8. 

• The court concluded that the offer was not serious, and Mr. Blue's subsequent belief in a contract was wishful thinking.

  • The court rejected claims of work performed by Mr. Blue outside his consultancy agreement.  

  • The court found the lack of essential terms renders any potential contract unenforceable.

• Mr. Blue failed to prove a causal link between his actions and the share price increase, leading to the dismissal of his claims.

JUDGEMENT

• The judgment rendered its conclusion based on the assessment of the conversation between Mr. Blue and Mr. Ashley within the confines of a pub setting.

  • During this exchange, Mr. Ashley made a jesting proposal of £15 million contingent upon the Sports Direct share price reaching £8.

  • The court firmly determined that this statement did not constitute a serious offer intended to form a legally binding contract.

• According to the court's findings, the prevailing sentiment among reasonable individuals at the time was that the proposition lacked the requisite seriousness to establish a contractual obligation.

  • It was unequivocally deemed a jest rather than a genuine commitment. Mr. Blue's pursuit of the £15 million was met with rejection by the court.

  • In observation, the court highlighted that Mr. Blue's belief in the existence of a legally binding agreement was characterized as wishful thinking.

  • This acknowledgment emphasized the subjective nature of Mr. Blue's perception, depicting the absence of a genuine intent to create a contract during the mentioned exchange.

COMMENTARY

• The court's decision highlights the importance of clear intent in contractual agreements.

• Despite Mr. Blue's subsequent belief in the seriousness of the offer made by Mr. Ashley in a pub, the court found that the initial conversation was more of a jest and not intended to create a legally binding contract. 

• The judgment emphasizes the need for specificity in contractual terms, including a clear understanding of the time frame for fulfilling conditions.

• The court scrutinized Mr. Blue's later actions, stating that he failed to prove a causal link between his efforts and the increase in Sports Direct share prices.

• This case shows the significance of objective evidence and expert testimony in establishing legal claims.