Shake on it: High Court rules against John Magnier in the sale of Tipperary estate
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On the 15th of September 2025, the High Court concluded that billionaire businessman John Magnier had failed to convince the Court that an enforceable agreement existed in his attempt to purchase the Barne Estate, and therefore refused the reliefs sought by him in their entirety.[1]
This case concerned John Magnier’s attempt to purchase the historic 17th century Barne Estate which sits on over 750 acres of prime farmland in County Tipperary.
Background
In July 2023, the Thomson-Moores, owners of the Barne Estate, placed it on the market by way of private treaty with a guide price of €13.5 million. Irish billionaire and stud farmer, John Magnier became interested the property and sought to acquire it. He visited the property several times and met with its owners. The dispute at the centre of the case arose from a meeting between the Thomson-Moores and Mr Magnier, after which Mr Magnier argued that a concluded contract had been agreed orally. This was denied by the Defendants with the case ultimately progressing to hearing and running for 19 days in the Commercial Court.
Summary of the Plaintiff’s Case
The crux of the Plaintiff’s case centred around a kitchen table meeting with the Thomson-Moores at Mr Magnier’s Coolmore House, where it was alleged that a concluded oral agreement had occurred for the purchase of the estate. All witnesses agreed that the estate agent, Mr Stokes said, “we have a deal” and that the parties shook hands. The account differs between the parties however, as to whether Mr Stokes qualified this statement by saying it was ‘subject to trustee approval’. The differing accounts of the parties and the credibility of the witnesses was a key factor in the outcome of the case.
The Plaintiff sought to rely on the doctrine of part performance as established in Mackie v Wilde[2]. For part performance to be established, Mackie v Wilde requires:
- A concluded oral contract;
- Acts by the plaintiff evincing an intention to perform that contract;
- Inducement or acquiescence by the defendant; and
- Circumstances making it inequitable to permit reliance on the statute.
The Plaintiff argued part performance had occurred through the agreement of a tillage licence and the commencement of ploughing the lands, the payment of a booking deposit, and the offering of a new contract to an employee of the Barne Estate.
The Plaintiff also argued that an exclusivity agreement between the parties had been breached. An exclusivity agreement was executed between the parties 9 days after the kitchen meeting and, on expiry of this agreement, the Thomson-Moores received and accepted a significantly higher bid of €22.5 million from another Irish businessman, Maurice Reagan. This led to John Magnier issuing proceedings.
The Plaintiff sought a variety of reliefs including a declaration that the defendants were parties to a concluded contract for sale and therefore bound by it, an order for specific performance of the Option Agreement or the Land Agreement, a declaration that the Defendants had breached the exclusivity agreements and an injunction preventing the Defendants from disposing of the Barne Estate.
Summary of the Defendant’s Case
The Defendants denied that the kitchen meeting had resulted in a concluded oral agreement and argued that they had no authority to agree a sale as they required the permission of the trustees of the estate. Although twice during the meeting, the Thomson-Moores and Mr Stokes stepped away to make calls, phone records confirm that no call was made to the trustees. The only call evidenced was a call to Mr Thomson Moore’s sister, a beneficiary of the estate.
The Defendants also argued that no document meeting that requirements of Section 51 of the Land and Conveyancing Law Reform Act 2009[3], requiring a contract for the sale of land to be evidenced in writing, existed.
Decision
The High Court refused all reliefs sought by the Plaintiff and found that the plaintiff had failed to establish existence of the alleged option agreement or the alleged land agreement represented concluded contracts. The Court held that a willingness to negotiate does not amount to a concluded agreement. Further to this, Justice Barrett found that the decision to agree a sale required the approval of trustees who were not present at the meeting. Therefore, the Court found that Mr Magnier was dealing with individuals who lacked the authority to conclude a binding agreement.
The relief sought by the Plaintiff under Section 52 of the Land and Conveyancing Law Reform Act 2009 requires an enforceable contract for the disposition of an interest in land. Fundamentally, Justice Barrett found that, as a matter of fact, no oral contract existed at all and thus Section 51 of the Land and Conveyancing Law Reform Act 2009 was not even engaged.
In relation to the Plaintiff’s claim of part performance, the Court was not satisfied that the acts relied on amounted to part performance. It found that the acts were more consistent with ongoing contractual negotiations than contract performance.
Finally, regarding the exclusivity agreement, the Court found that not only was the agreement not breached by the Defendants but that the existence and terms of the exclusivity agreement were fundamentally at odds with the Plaintiff’s theory that there was a concluded sale agreement.
An important factor of the Court's decision related to the credibility of the Plaintiff witnesses’ oral testimony. Changes of position by the Plaintiff’s witnesses resulted in the Court favouring the contemporaneous documentary evidence over their later, conflicting accounts. This change in emphasis was a key factor in the Court’s decision to find against the Plaintiff.
Mr. Justice Barret interestingly included an appendix to his judgment, where he made observations on various documents that were produced in discovery in the case. His assessment of the contemporaneous documentary evidence of over 50 specific documents (which included but was not limited to; emails, phone records and attendance notes) was a rather unusual but helpful aspect of the judgment, where the trial Judge’s views were made known in respect of specific documentation to bolster the decision made against the Plaintiff. The appendix more particularly deals with each document in respect of the Plaintiff’s claim that the documents represent a note or memorandum in writing for the purposes of S.51 of the Land and Conveyancing Law Reform Act 2009. This relatively thorough and novel approach is therefore likely to be cited in due course in respect of this particular issue, where specific documents are put forward as a note or memorandum of an agreement of the sale of land.
Conclusion
In conclusion, this case highlights the difficulty of enforcing oral agreements or ‘handshake’ deals. It also highlights that part performance must go beyond the steps of the negotiation stage to the actual implementation of the agreement. The importance of witness credibility, especially in cases which lack contemporaneous documentary records, was highlighted in the determination reached by the Judge.
[1] John Magnier & Ors v. Barne Estate Limited & Ors. [2025] IEHC 491
[2] Mackie v. Wilde (No. 2) [1998] 2 IR 578
[3] Section 51, Land and Conveyancing Law Reform Act 2009