25 F.4th 541
8th Cir.2022Background
- S&H Farm Supply operated four Missouri dealerships and became an authorized Bad Boy dealer under an oral 2008 agreement that allegedly created exclusive "protected territories" around each store (S&H claimed 30–35 mile radii measured "as the crow flies").
- From 2016–2018 S&H’s Bad Boy mower sales fell ~50%; S&H began selling a competing brand (Spartan) and Bad Boy appointed ~10 new Bad Boy dealers within a 30–35 mile radius of S&H stores.
- Bad Boy terminated S&H’s dealership in September 2018, citing declining sales tied to S&H’s sale of Spartan mowers; S&H sued for breach of contract and for wrongful termination under Mo. Rev. Stat. § 407.898 (outdoor power equipment statute).
- At trial S&H presented owner and manager testimony and expert Wayne Brown (who calculated $642,000 past profits and $5,237,000 future profits); jury returned verdicts for S&H for $642,000 (breach) and $5,237,000 (statutory claim).
- The district court denied Bad Boy’s JMOL and new-trial motions, admitted Brown’s testimony, and awarded S&H attorney’s fees, expenses, and costs; the Eighth Circuit affirmed.
Issues
| Issue | Plaintiff's Argument | Defendant's Argument | Held |
|---|---|---|---|
| Existence of a valid contract / mutual assent to protected territory | Testimony (Schnelle) and contemporaneous Eubanks email show parties agreed on a 30–35 mile radius measured as crow‑flies; industry practice supports radius measurement | Testimony was equivocal; no meeting of minds on mileage or measurement method | Sufficient evidence for a reasonable jury to find mutual assent to a 30–35 mile crow‑flies radius; JMOL denied |
| Causation and amount of lost‑profits damages for breach | S&H witnesses linked sales decline to Bad Boy appointing new dealers; Brown quantified lost past and future profits | Other causes (Spartan sales, external competition, weather) explained the decline; Brown did not specifically apportion cause | Jury could reasonably credit S&H’s theory; evidence sufficient to support lost‑profits award; JMOL denied |
| Statutory claim: termination “without good cause” under § 407.895 | No contractual sales‑growth requirement; appointing dealers inside protected territory supports lack of good cause | Three‑year sales decline justified termination; S&H treated no differently than other dealers | Sufficient evidence for jury to find Bad Boy lacked good cause; statutory damages supportable |
| Evidentiary rulings, jury instructions, and fee award | Brown’s historical‑trend methodology for lost profits was valid; claims share common facts so fees recoverable under § 407.898 | Brown’s methodology had an analytical gap; instructions omitted specific mileage finding; fees improperly include breach‑of‑contract work | District court did not abuse discretion: Brown admissible (weight, not exclusion); instructions fairly presented issues; fee award appropriate given intertwined claims |
Key Cases Cited
- Erie R.R. v. Tompkins, 304 U.S. 64 (1938) (federal courts apply state substantive law in diversity cases)
- Daubert v. Merrell Dow Pharm., 509 U.S. 579 (1993) (district courts gatekeep expert testimony for relevance and reliability)
- Gen. Elec. Co. v. Joiner, 522 U.S. 136 (1997) (exclusion warranted where an analytical gap exists between data and expert opinion)
- Borchardt v. State Farm Fire & Cas. Co., 931 F.3d 781 (8th Cir. 2019) (standard of review for JMOL denial)
- Procknow v. Curry, 826 F.3d 1009 (8th Cir. 2016) (verdict reversal only if no reasonable juror could find for non‑movant)
- Wash Sols., Inc. v. PDQ Mfg., Inc., 395 F.3d 888 (8th Cir. 2005) (historical financials valid basis to extrapolate future profits)
- W. Plains, L.L.C. v. Retzlaff Grain Co., 870 F.3d 774 (8th Cir. 2017) (extrapolating expected future profits from prior income is permissible)
- Wandersee v. BP Prods. N. Am., Inc., 263 S.W.3d 623 (Mo. 2008) (evidence required to establish lost profits: prior income and expenses over a reasonable period)
- Alhalabi v. Mo. Dep’t of Nat. Res., 300 S.W.3d 518 (Mo. Ct. App. 2009) (when claims share a common core of facts and overlapping legal work, fees may reflect work on all claims)