Lonesome Dove Petroleum, Inc. v. John H. Holt
889 F.3d 510
| 8th Cir. | 2018Background
- In 2004 Holt and Lonesome Dove president Brett Boedecker (with two investors) formed an oral agreement to acquire oil and gas leases in Mountrail County and share profits/ORIs; parties dispute scope (limited 20–50k acre "limited lease play" vs. ongoing joint venture).
- From Aug 2004–Jan 2005 they acquired >25,000 acres; Holt and the two investors later pursued additional leases without Boedecker, who claims he was excluded and not informed.
- Lonesome Dove sued in 2012 asserting breach of joint venture contract, breach of implied covenant, breach of fiduciary duty, civil conspiracy, negligent misrepresentation, and unjust enrichment; case removed and transferred to North Dakota federal court.
- District court granted summary judgment for Holt on all claims except breach of the joint venture contract; a jury found a joint venture existed but Holt did not breach it. Post-trial equitable relief and new-trial motions by Lonesome Dove were denied.
- On appeal Lonesome Dove challenged summary judgment on negligent misrepresentation and unjust enrichment and the denials of equitable accounting and a new trial; the Eighth Circuit affirmed.
Issues
| Issue | Plaintiff's Argument | Defendant's Argument | Held |
|---|---|---|---|
| Negligent misrepresentation — damages/proximate cause | Holt misled Boedecker about lease opportunities and secrecy, causing lost opportunities and economic harm | No specific evidence of actual damages or proximate causation; co-investors would have excluded Boedecker regardless | Summary judgment for Holt — plaintiff failed to present competent evidence of specific damages or proximate cause |
| Unjust enrichment — post-contract benefits | Boedecker conferred labor, introductions, confidentiality, and noncompetition, producing benefits to Holt after contract ended | A jury found a valid joint venture contract existed, so legal remedies were available; plaintiff offers no specific post-contract benefits | Summary judgment for Holt — unjust enrichment unavailable where an adequate contractual remedy exists and plaintiff showed no specific post-contract enrichment |
| Equitable accounting (equitable relief) | An accounting was needed because legal remedies were inadequate | Jury adjudicated fiduciary/accounting issues and found no breach; transactions were few and simple so legal remedy sufficed | Denial of equitable accounting not an abuse of discretion — no lack of adequate legal remedy and no basis for broad equitable relief |
| New trial — verdict against weight of evidence | Jury verdict was contrary to clear weight of evidence about the venture scope and duties | Evidence was conflicting; reasonable jury could credit Holt’s version that venture was limited | Denial of new trial affirmed — verdict not against the clear weight of the evidence |
Key Cases Cited
- Woods v. DaimlerChrysler Corp., 409 F.3d 984 (8th Cir. 2005) (standard of review for summary judgment)
- Celotex Corp. v. Catrett, 477 U.S. 317 (U.S. 1986) (summary judgment burden and need for specific evidentiary showing)
- Bourgois v. Mont.-Dakota Utils. Co., 466 N.W.2d 813 (N.D. 1991) (statutory negligent misrepresentation recognition in North Dakota)
- Grandbois & Grandbois, Inc. v. City of Watford City, 685 N.W.2d 129 (N.D. 2004) (plaintiff’s burden to present competent evidence of actual damages and proximate cause)
- Markgraf v. Welker, 873 N.W.2d 26 (N.D. 2015) (elements of unjust enrichment and remedy exclusion when contract exists)
- Zimmerman v. Lehr, 176 N.W. 837 (N.D. 1920) (partners may seek legal remedies without extensive accounting when transactions are few and simple)
- Bennett v. Riceland Foods, Inc., 721 F.3d 546 (8th Cir. 2013) (standard for new-trial motion when verdict is against the weight of evidence)
- Belk v. City of Eldon, 228 F.3d 872 (8th Cir. 2000) (abuse-of-discretion review for new-trial motions)