United States:

Missouri Court of Appeals awards $ 7.5 million to a business partner in the dissolution of the Missouri political advisory firm

August 25, 2021

Thompson Coburn LLP

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The Eastern District Missouri Appeals Court ruled earlier this month that Thompson Coburn’s client Rachel Keller in her dispute with Travis Brown, her former business partner at Pelopidas, LLC, a policy advisory firm formerly affiliated with Rex Sinquefield, the billionaire philanthropist , Owes $ 7.5 million and is an activist.

In the August 10 unanimous decision, the court overturned a St. Louis County District Court ruling that Keller violated the terms of a 2019 settlement in a previous lawsuit and owed Brown and Pelopidas $ 408,326 in legal fees.

For Keller, the decision is an absolute victory in a five-year legal process that was ultimately decided on the basis of basic contractual principles. (A discussion of the court’s reasoning can be found Here.) “The only remaining problem is calculating the legal fees of Keller as the winning party,” Thompson Coburn Partner John Kingston told the Missouri Independent in a story about the appeal decision. Kingston represented Keller along with Tom Douglass and Shaun Broker.

Keller sued Brown on behalf of their joint venture in 2016 for alleged financial misconduct and fiduciary breach. As part of a September 2019 settlement, Brown agreed to buy Keller’s half of Pelopidas for $ 8.85 million, to be paid in annual installments that could be reduced or discontinued if the company’s profits plummet.

Brown and Pelopidas filed lawsuits against Keller in February 2020, accusing them of failing their end of the settlement by refusing to sign documents transferring ownership. Keller disagreed when the company deposited a $ 1.1 million payment due April 1, 2020. The deposited payment was released in November 2020 and Pelopidas finally closed its doors for the next month. However, the appeals court found that Brown was nonetheless personally responsible for the remainder of the $ 8.85 million purchase price as the company’s April 2020 breach sparked an expediting clause in the parties’ settlement agreement.

Rachel Keller now lives in Naples, Florida where she is focused on the continued success of her newest business, Carl’s Wine Vault – a provider of concierge storage and security for rare and valuable wine collections.

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