DALLAS (CN) - A Texas law firm insists that it did right by the telecom equipment and wireless network field services firms whose merger it handled in 2009.
American Communications LLC and Tricon/Towerwerks LLC sued Bell Nunnally & Martin LLP and partner Trey Deloach in Dallas County Court in 2011, alleging that the lawyers left drafting errors in the agreement, and that the transaction improperly granted Tricon owner Ron Tripido a minority interest in the new entity.
The companies say Bell Nunnally should have advised them to structure the deal to give Tripido no equity interest. Because of the interest Tripido received, he was able to more effectively fight his removal from the company after the transaction closed, according to the amended complaint.
The lawyers flatly deny these allegations and moved for summary judgment Friday.
"Defendants maintain they were not retained to advise plaintiffs on how to structure the transaction as plaintiffs and Mr. Tripido had already reached a written understanding on the agreed upon structure of their transaction before they even retained the plaintiffs," the 30-page motion states. "Moreover, plaintiffs were experienced businesspeople and had significant prior dealings with majority/minority ownership issues, including several prior legal disputes."
Ensuring that Tripido would receive no equity is an "entirely unattainable" request, the lawyers insist.
Tripido's affidavit testimony shows that he never would have agreed to such a deal, and he even rejected such a deal in the past, according to the motion.
"As a result, the plaintiffs' claims must fail for two independent reasons: (1) there is no causal connection between the structure of the underlying transaction and any of plaintiff's claimed damages; and (2) there is no causal connection between plaintiffs' alleged damages and defendants' alleged negligent acts," according to the motion authored by Lynn, Tillotson, Pinker & Cox attorney Samuel Hardy IV.
Based in Dallas, Bell Nunnally says its practice areas include bankruptcy and financial restructuring, commercial finance, securities, intellectual property, mergers and acquisitions, and white-collar criminal defense.
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