CL-2022-000367 - [2025] EWHC 2877 (Comm)

Fecha: 05-Nov-2025

CVS’s case

CVS’s case

91.

CVS’s claim is in fraudulent misrepresentation and/or the tort of deceit. CVS’s case is that, prior to the conclusion of the Three Agreements, Mr Bonnier (acting on behalf of Aaqua) made three representations to CVS (together, the “Representations”), each of which was false:

(1)

That Mr Bonnier was in the course of ongoing discussions with Apple and LVMH about their investing in Aaqua, and that he honestly and reasonably believed that those companies would invest in Aaqua (the “Honest Belief in Investment Representation”).

(2)

That there existed binding conditions precedent between Aaqua and Apple/LVMH which, once satisfied, would lead to those companies becoming unconditionally obliged to invest in Aaqua (the “Conditions Precedent Representation”).

(3)

That negotiations with Apple and LVMH were at an advanced stage, and Apple and LVMH had commented on draft contractual documents during those negotiations (the “Negotiations Representation”).

92.

It is CVS’s case that the Defendants knew that the Representations were false, that the Defendants intended the Representations to induce CVS to enter the Three Agreements and that CVS did in fact rely on the Representations. Finally, CVS says say that this reliance caused loss resulting from the exchange of the valuable Audioboom Shares for what it describes in its pleadings as “worthless (or worth considerably less than the €7.5 million that they effectively cost CVS)” Aaqua shares.

93.

CVS initially sought recission of the Three Agreements and damages in the alternative. I pressed CVS on the mechanics of recission. Mr Nash KC acknowledged that Aaqua had almost certainly sold at least some (if not all) of the Audioboom shares (indeed this was the basis of the claim for injunctive relief and the WFOs), which would be enough to prevent full restoration. I also expressed my concern that restitution could interfere with Aaqua’s Dutch bankruptcy proceedings. CVS subsequently abandoned the claim for recission during the trial. Thus, the only relief sought was ultimately damages.