Watchstone Group PLC v PricewaterhouseCoopers LLP

Watchstone Group PLC v PricewaterhouseCoopers LLP

Watchstone failed to prove, on the balance of probabilities, that PwC (Mr Green) disclosed confidential information to Greenhill (Mr Davies) at the 15 January 2015 meeting. The only information passed was already public or immaterial. There was no evidence that any such information was passed to S&G or influenced the negotiation or price paid for the PSD. The claim for breach of confidence, contract, fiduciary duty, and conspiracy therefore fails. Even if there had been a breach, Watchstone failed to prove causation or loss.

Parties
Claimant: Watchstone Group PLC; Defendant / Part 20 Claimant: PricewaterhouseCoopers LLP; Part 20 Defendant: Slater & Gordon (UK) 1 Limited
Jurisdiction
England and Wales
Judgment Date
11 September 2024
Procedural Posture
Commercial Court Claim (breach of Confidence, Contract, Fiduciary Duty, Conspiracy) / Final Judgment After Trial
Outcome
Claim dismissed
Legal Topics
Breach of Confidence, Breach of Contract, Breach of Fiduciary Duty, Unlawful Means Conspiracy, Causation, Damages, Corporate M&a, Confidential Information, Professional Conduct
Commercial Law Equity and Trusts Contract Law Tort Law Breach of Confidence Breach of Contract Breach of Fiduciary Duty Unlawful Means Conspiracy +5 more

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Parties

Watchstone Group PLC

Claimant

PricewaterhouseCoopers LLP

Defendant / Part 20 Claimant

Slater & Gordon (UK) 1 Limited

Part 20 Defendant

Procedural Posture

Commercial Court Claim (breach of Confidence, Contract, Fiduciary Duty, Conspiracy) / Final Judgment After Trial

Legal Issues

  1. 1 Whether PwC (Mr Green) disclosed confidential information of Watchstone (Quindell) to Greenhill (Mr Davies) at the 15 January 2015 meeting
  2. 2 Whether any such information was passed to S&G and influenced the purchase price in the M&A transaction
  3. 3 Whether PwC was liable for breach of contract, breach of confidence, breach of fiduciary duty, or unlawful means conspiracy

Ratio Decidendi

Watchstone failed to prove, on the balance of probabilities, that PwC (Mr Green) disclosed confidential information to Greenhill (Mr Davies) at the 15 January 2015 meeting. The only information passed was already public or immaterial. There was no evidence that any such information was passed to S&G or influenced the negotiation or price paid for the PSD. The claim for breach of confidence, contract, fiduciary duty, and conspiracy therefore fails. Even if there had been a breach, Watchstone failed to prove causation or loss.

Court Disposition

Claim dismissed

Orders

  • The claim by Watchstone against PwC is dismissed in its entirety.
  • The additional claim by PwC against S&G is dismissed.