The case arose from an attempted recapitalisation of Blue Financial Services Ltd, a formerly JSE-listed micro‑lending group that collapsed financially in 2010 due to mismanagement and fraud. Mayibuye Group (Pty) Ltd agreed to recapitalise Blue by acquiring control, investing R163 million, and negotiating a Debt Rescheduling Agreement (DRA) with Blue’s creditors, including the four appellant banks. Under the DRA, capital repayments were deferred for three years, interest remained payable, and creditors’ capital claims were to be satisfied only through a distribution plan, conversion to equity, or write‑off. Blue defaulted on interest payments and failed to submit a compliant distribution plan timeously. The banks thereafter issued demands for payment and instituted legal proceedings in South Africa, Botswana, and Zambia, obtaining judgments against Blue and its subsidiaries. Mayibuye alleged that these enforcement steps breached the DRA, destroyed Blue’s value, and caused the loss of its investment. Mayibuye ceded its damages claim to Mapula Solutions (Pty) Ltd, which successfully sued the banks in the Gauteng High Court for R704 million, with the banks held jointly and severally liable. The banks appealed to the Supreme Court of Appeal.