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On 9 August 2007 at 10:18 a.m., B. M. sent an e-mail to Steele, formalising an offer to purchase the shares of the QPRH team. The offer included a purchase price of £2.5 million, with the condition that AC would waive its claims against the company. In addition, an additional payment of GBP 2 million was envisaged if the team was promoted. M. stressed that his director wanted control of the board and would commit to a capital injection through a capital increase.
Steele immediately forwarded the e-mail to G P, who, in turn, delivered a hard copy of the message to AC. On 10 August 2007, Antonio sent an e-mail to Steele requesting the contracts to evaluate them with his partners. However, Steele expressed his disappointment about the need to consult other parties before making a final decision.
On the same day, D. M informed Steele that P was less concerned and that A C would not respond if he was not interested. Furthermore, he suggested preparing a draft contract in order to speed up the negotiations. Steele then replied to M asking for details of the acquiring companies and their shareholding, as well as whether it was necessary to prepare sales documents or involve lawyers in the UK.
At the same time, Steele continued to explore other offers, including offers from some of D’s clients. However, in the early afternoon of 10 August 2007, he sent A C draft contracts, specifying that the purchasers also required a confirmation letter for the cancellation of the loans granted to QPR.
The draft contracts prepared by the law firm Mishcons provided for:
For Barnaby: a purchase price of £1,453,707.30 (£0.0525 per share) with an additional payment of £2,000,000 in the event of promotion.
For Wanlock: a purchase price of £1,046,292.70 (£0.0525 per share).
Together these drafts reflected the B M Offer. D.M. then informed Steele that the offer was final and had to be accepted and signed within 48 hours, or by Monday at the latest, to avoid withdrawal of the proposal.
A C was prepared to accept the offer and the draft contract reflected the agreed arrangements. Steele and the firm Mishcons acted on behalf of A C in preparing and reviewing the documents, seeking to conclude the transaction quickly.
Steele’s handwritten revisions of the draft contracts can be found in AC 1 at page 150.
A complaint has been lodged with Scotland Yard on the matter.