Case No. BV19D16672

58.This is by far the biggest of the contentious issues. I accept the evidence of Mr Bezant that there has to be some reflection of upside. The receipt of $150m so soon after the receipt of $30m from TC is so out of line with anything else that has happened in the business’s life that it is hard to ignore. Mr Bezant’s report explained how he arrived at the figure of $20.9m uplift and his calculations, as opposed to his assumptions, have not been challenged. 59.H says that this payment was so out of the ordinary and unrepeated that it skews the value of the business to reflect any assumption that it will ever happen again. The fact is that there has been no receipt of anything approaching this size since 2017. 60.W’s fundamental point was that this payment should be treated as a success fee, but even if she is wrong about that and it was a fee for the provision of services, it still needs to be reflected in the valuation by some form of uplift because otherwise the right to $300m over 10 years is entirely omitted from the valuation. Mr Bezant agreed with this point but whilst he felt able to provide a calculation based on his assessment of the probabilities of another success fee, he was understandably unable to do the reverse process of adjustment of his valuation on the basis that the money received was an upfront payment for services because by the time that he did his valuation the payment had so affected the accounts in many different ways that it would be impossible to extract the receipt and translate it into an income stream.61.Mr Bezant cites in support of the argument for an uplift the receipt of shares in Q. Instead of receiving a fee for the flotation of Q, ABC received a shareholding. At one time I am told that holding was worth some $126m but by the time they came to be valued by Mr Bezant it was down to $9.4m and now is even less. Plainly if the share price had remained anywhere remotely near the high point, and had then been realised, the business would have received a sum that would support an uplift in valuation.62.Putting all this together, it seems to me that there needs to be some adjustment to the value to reflect the fact that there is a not insignificant prospect of a receipt of a sum which would affect the valuation and needs to be fed into the figures. I conclude that Mr Bezant’s figure is too high. His calculations at para 2.22 at page 1614 of the bundle assume potential fees from a large deal of $200m, I reduce that to $150m because that was the sum actually received under the agreement. Applying ABC’s share of 30% to that figure (because 70% will go to the deal team) produces a business share of $45m. 63.I then reduce the probability of such a deal to 33% which I think is more realistic than the 50% used by Mr Bezant bearing in mind that there has only been one such deal at the illustrated value. This produces a weighted fee of such an event to $14.85m which I discount in the same way as Mr Bezant did for 2.5 years so as to produce an uplift of $10.65m, as opposed to Mr Bezant’s figure of $20.9m.64.I accept that the issue of uplift is a matter of judgment. I am satisfied that the addition of $10.5m is likely not to be markedly different to what an adjustment of the profit would be before applying the multiplier of 2.4 used by the SJE if the alternative approach was used of treating the anticipated payments of $30m pa as additional income. 65.I unhesitatingly reject H’s argument that I should park the issue of the uplift by making an award for a contingent lump sum in the event that there is a repeat of what Mr Bishop QC called a “megadeal”. It would be very difficult to frame; it would leave the parties financially enmeshed; there is a need for as much finality as possible. 66.I do not find that there is much relevance in this context in the grant of Q shares. At the time they were granted their value was under $10m and such a cash sum is within the normal range of success fee that ABC receives from time to time. The skyrocketing of the value before its plunge is immaterial in this context.67.I agree with H that I can do no better than to take the current share price of Q Ltd which is at $6 per share. At the time Mr Bezant completed his report the share price was $10.45. It has since reduced to under $5 but is now trading at approximately $6. I understand the force of W’s point that it may seem illogical to update just one figure only but I agree with what Mostyn J said in