The High Court of Lagos State, Tafawa Balewa Square has granted an injunction to prevent Game Discount World (commonly known as “The Game Stores”) and four others from closing down their business and disposing of their assets or interests.
The court, in its ruling of December 19, 2022, further ordered Game Shop and other respondents to maintain the status quo regarding the terms of the Sale of Business Agreement (SBA).
Earlier this year, there were reports that Toko Game has concluded a contract for the sale of its business and assets to a Nigerian entity- Xanderwill Limited.
Apparently, Toko Game allegedly tried to cancel the agreement when Toko Game announced its demise and exit Nigeria on or before December 25, 2022 without selling its business and assets to Xanderwill Limited.
After the alleged attempt to violate the sale of the business agreement with Xanderwill Limited, the dispute was announced and referred to arbitration.
In addition, Xanderwill Limited filed a suit marked LD/6413GCM/2022 at the High Court of Lagos State, to restrain Game Store (1st Respondent in the suit) from taking any action that would adversely affect the pending arbitration proceedings. Consequently, the company’s application for an injunction was granted.
The court stated that “an interim order of injunction that prevents the respondent 1 or any person from doing or selling, transferring, disposing, converting, charging, releasing the assets or the business sold is charged as defined in the SBA which was implemented on April 26, 2022 and all related (Nigerian SBA) between the applicant and the 1st – 3rd defendants, (other than those considered / agreed in the Nigerian SBA, or from taking other actions to reject the commercial requirements of the Nigerian SBA pending trial. and establish the original motion accompanied in the notice .
“Interim order of injunction preventing respondents 1-3 from selling, transferring, disposing of, converting, charging, removing interest, shares and parts of investments, compromised assets in the Sale Assets, Business as defined in the Sale of Business. Agreement executed on the date 26 April 2022 and all related agreements (SBA Nigeria) between the applicant and the 1st-3rd defendants…”
The court also granted an injunction restraining the 1st – 3rd defendants or anyone acting through or by them from terminating, winding down, winding up, shutting down, and/or denying the business and operations of the 1st respondent in Nigeria.
In addition to preventing the defendants from terminating, revoking or revoking business licenses, permits, lease agreements, etc. regarding the business and operations of the company, the court ordered the 4th defendant not to pay or make available to the 1st. -3rd defendant Escrow Agreement executed on or about April 26, between the applicant, the 1st-3rd defendant, and the 4th defendant in any way that would be prejudicial to the applicant.
“An interim order of injunction, restraining the 5th respondent from receiving, honoring, acknowledging any submissions relating to the closure, sale/transfer/conversion/divestment of shares or interests, changes in the management structure or share ownership of the 1st respondent, (other ). than what was contemplated/agreed upon in the Nigerian SBA,” the court said.
Given the injunctions, Game Stores is required to comply with the terms of the SBA for Xanderwill Limited, pending the conclusion of the arbitration between the parties.