Case Nos: CA-2025-001485 - [2025] EWCA Civ 1108

This appeal arises out of a dispute relating to the ownership of the claimant, Yodel Delivery Network Limited (“Yodel”). The third defendant and fourth party, respectively Shift Global Holdings Limited (“Shift”) and Corja Holdings Limited (“Corja”), claim to be entitled to have large numbers of shares in Yodel allotted to them as a result of their exercise of options granted by a warrant instrument dated 19 June 2024 (“the Warrant Instrument”). However, Yodel, whose shareholder is at present the fifth party, Judge Logistics Limited (“JLL”), denies the claims. It disputes the authenticity of the Warrant Instrument and maintains that, even if it was executed as claimed, the warrants for which it provided were never enforceable and anyway would have lapsed before they were exercised.

By application notices dated 9 May 2025, Shift and Corja applied for injunctive relief to restrain Yodel from carrying out a planned reorganisation. The applications came before Mr David Mohyuddin KC (“the Judge”), sitting as a Deputy High Court Judge, on 5 June 2025. In a judgment dated 11 June (“the Judgment”), the Judge concluded that no injunction should be granted. Shift and Corja appealed against that decision.

At the conclusion of the hearing before us on 31 July 2025, we announced that the appeals would be dismissed. This judgment contains my reasons for joining in that decision.