Cazton International Limited & Ors v Essity Aktiebolag (Publ) & Anor

Cazton International Limited & Ors v Essity Aktiebolag (Publ) & Anor

The claimants have a real prospect of establishing beneficial ownership and sufficient interest to seek declaratory relief regarding an event of default and acceleration notices, despite not being parties to the contract or having direct legal rights under the notes. The absence of custodians and clearing systems as parties does not preclude the claim proceeding, as all relevant arguments can be presented and the declarations sought may serve a useful purpose.

Parties
Claimant: Caxton International Limited; Claimant: OCM Luxembourg VOF SARL; Claimant: Boston Patriot Arlington St LLC; Claimant: Northlight European Fundamental Credit Master Fund; Claimant: MFM Northlight European Credit Opportunities; Claimant: Sona Credit Master Fund Limited; Claimant: Sona Blue Peak Ltd; Claimant: Sparta Global Opportunities Master Fund LP; Defendant: Essity Aktiebolag (Publ); Defendant: Essity Capital B.V.
Jurisdiction
England and Wales
Judgment Date
16 June 2025
Procedural Posture
Civil / Application to Set Aside Permission to Serve Out of Jurisdiction
Outcome
Application to set aside permission to serve out of jurisdiction dismissed
Legal Topics
Declaratory Relief, Standing of Beneficial Owners, Intermediated Securities, Event of Default, Acceleration Notices
Commercial Law Contract Law Trusts and Equity Declaratory Relief Standing of Beneficial Owners Intermediated Securities Event of Default Acceleration Notices

Case Brief

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Parties

Caxton International Limited

Claimant

OCM Luxembourg VOF SARL

Claimant

Boston Patriot Arlington St LLC

Claimant

Northlight European Fundamental Credit Master Fund

Claimant

MFM Northlight European Credit Opportunities

Claimant

Sona Credit Master Fund Limited

Claimant

Sona Blue Peak Ltd

Claimant

Sparta Global Opportunities Master Fund LP

Claimant

Essity Aktiebolag (Publ)

Defendant

Essity Capital B.V.

Defendant

Procedural Posture

Civil / Application to Set Aside Permission to Serve Out of Jurisdiction

Legal Issues

  1. 1 Whether ultimate beneficial owners of loan notes have standing to seek declaratory relief against the issuer regarding an event of default
  2. 2 Whether declaratory relief can be granted when the claimants are not parties to the contract and lack direct legal rights under the notes
  3. 3 Whether granting declarations would serve a useful purpose in the absence of custodians and clearing systems as parties

Ratio Decidendi

The claimants have a real prospect of establishing beneficial ownership and sufficient interest to seek declaratory relief regarding an event of default and acceleration notices, despite not being parties to the contract or having direct legal rights under the notes. The absence of custodians and clearing systems as parties does not preclude the claim proceeding, as all relevant arguments can be presented and the declarations sought may serve a useful purpose.

Court Disposition

Application to set aside permission to serve out of jurisdiction dismissed

Orders

  • Permission to serve out of jurisdiction remains in force
  • Claim proceeds to trial on substantive issues