FL-2022-000014 - [2025] EWHC 2631 (Ch)

Following the buy-back of $70 million in Fairymead Notes in November 2020, discussions continued between CSAM and the Greensill Group regarding compliance with the exposure limits.

On 11 December 2020 Mr Jesensky sent Mr Greensill an update following a call with “CS”. Mr Jesensky said: “We had a call with CS re legal DD and the way forward, at the end Luc enquired about the SB limits and the urgency to reduce them”. Mr Jesensky said:

“In order to achieve 3% per programme and overall 5% SB sponsor limit we need to:

• Zero out Katerra as planned”.

However, later the same day, Mr Greensill responded to Mr Jenesky saying: “As I discussed with Michel, Katerra should be excluded from the calculation - because CS didn't report it as part of the exposure to the regulator because it is a MO [sc. multi-obligor] programme”.

Later in December 2020 Mr Haas of CSAM emphasised the need for CSAM to comply with the agreed 5% limit on the exposure limit with the Greensill Group directly.

An email from Mr Haas to Mr Jesensky on 21 December 2020 stated:

“We need to stick to the 5% limit for single as well as multi obligor programmes as agreed between Lex and CS senior management earlier this year. There is absolutly [sic] no room to deviate from that.

What we offered to you is to grow the IG Lux fund to USD 300m helping to bring down existing limits subject to your commitment to use the cash and so making sure we stick to the target return.

Seems to be you are not in a position to absorb the extra cash. Based on the list you sent you are not in a position to do meaning we will not actively grow the fund”.

On 25 December 2020 Mr Degen forwarded an email Mr Varvel had sent him to Mr Greensill, which enquired “Are we going to be ok at our 5% target by year end?”. Mr Varvel said to Mr Greensill “See below? Next week we have to get the rest done… it’s really absolutely key for us….”.

Mr Greensill responded the same day: “Yep we are all over this and expect to close our capital raise next week - which will ensure we can hit the agreed targets”.

A call was organised between Mr Greensill and Mr Degen and Mr Mathys of CSAM for 29 December 2020.

Mr Mathys responded to Mr Greensill’s email regarding the exposure targets on 25 December 2020 requesting “lets briefly speak next Monday”.

Following emails to arrange a time, Mr Degen emphasised the urgency of agreeing a trade to reduce exposure on 28 December 2020, the day before the scheduled call.

Mr Greensill replied the same day, noting “That is clear, Michel”.

On 29 December 2020 Mr Haas (CSAM) sent an email to Mr Jesensky (Greensill Group) with the subject line “Limits”. Mr Haas noted that Mr Greensill had agreed with Mr Mathys that “Katerra … will go out of the fund”:

“Before celebrating new year’s eve we have to fix a few more things: […]

VF

- Lex informed Luc that Katerra MO and View will go out of the fund”.

Mr Jesensky forwarded Mr Haas’s email of 29 December 2020 to Mr Greensill on the same day. Mr Greensill replied: “I will call you to discuss”. Ahead of the call, Mr Jesensky provided an update to Mr Greensill, stating:

“I spoke to Lukas just now as part of my update call and informed him that we are actioning all the points he addressed and that you will communicate with L & M […]

His understanding is that we will move [redacted]/Katerra out tomorrow but I said that we have not been made aware (I know we won’t move it out until March).”

At 11:13 pm on 29 December 2020 Ms Eapen sent an email to herself and a Greensill Group mailing list with the subject “Katerra”, which stated:

“When we have funds, we need to buy back each note and settle CS. Where is the 370m coming from?

50 [redacted] + 10 [redacted] reduces to 310.”

Mr Haas sent a further email to Mr Jesensky on 30 December 2020 which said:

“Given it looks like no further secondary trades are planned is my understanding correct that there will be no action on Katerra MO (Fairymead), View and GFG companies? If this is the case please note that the funds will be in breach with the agreement signed earlier this year.”