This week, the first contested final judgment in a case before the Texas Business Court was entered.
On Monday, Judge Bill Whitehill of the First Division, which encompasses seven counties, including Dallas and Collin counties, entered final judgment disposing of a dispute between Primexx Energy Corp. and minority investors in the company. In a four-page final judgment, Judge Whitehill wrote that on June 3 the parties entered a Rule 11 agreement to dismiss remaining claims that survived summary judgment “so that the causes of action and claims dismissed by the orders can proceed to appealable judgment.”
“Accordingly, the court orders that plaintiffs take nothing. This final judgment finally disposes of all claims, causes of action, and parties before the court,” he wrote. “To the extent not addressed herein or in a prior order of the court, all relief requested by plaintiffs is denied. This judgment is appealable.”
This week’s final judgment isn’t the first time this lawsuit — in which minority investors allege they were harmed by a “rushed” $788 million sale of an oil and gas exploration business to Callon Petroleum Corp. in August 2021 — has broken new ground. In November, on a motion for summary judgment by the defendant business entities that orchestrated the sale, the business court heard what are believed to be the first oral arguments on a dispositive motion.
The business court was created by lawmakers last session and became operational Sept. 1. More than 100 lawsuits have been filed across the five divisions since that time. Proponents of the new court argued it would provide an avenue for parties to obtain quick decisions in complex business disputes and Monday’s final judgment, issued just shy of eight months after the case was filed in the business court, seems to support that. Judge Whitehill had earlier issued a 79-page partial summary judgment ruling on March 10, dismissing the minority investors’ $200 million breach of contract and fiduciary duty claims.
The minority investors originally filed this lawsuit in 2022, alleging the sale had rendered their roughly $200 million in investments “almost totally worthless, while generating hundreds of millions of dollars” for Blackstone.
According to court documents, in 2016, Dallas-based Primexx Energy Partners, Ltd. operating in the Delaware Basin, entered into a partnership with Blackstone, one of the world’s largest alternative investment firms. They signed a partnership agreement that included a “drag-along” provision that gave the majority owners the power to decide when to sell and at what price.
In 2021, the Blackstone limited partner in the investment invoked the drag-along right to force the sale to Houston-based Callon Petroleum Company for $788 million. The sale was approved in August, but in June, an independent third party valued the company at $1.43 billion, according to plaintiffs. The sale generated hundreds of millions of dollars for Blackstone, the plaintiffs said.
The parties later agreed to dismiss the state court case and refiled the dispute in the business court Oct. 25.
Primexx Energy Corp. is represented by Jeremy Fielding, Zack Ewing, Laura Brigham, Aysha Spencer and Michael Patton of Kirkland & Ellis, Chris Patton, Yaman Desai, Kyle Gardner and Jessie Cox of Lynn Pinker Hurst & Schwegmann and Roger Cowie and Taylor Levesque of Troutman Pepper Locke.
The minority investors are represented by Bryan Caforio, Marc. M. Seltzer, Sarah Hannigan, Stephen Shackelford and Lindsey Godfrey Eccles of Susman Godfrey.
The case number is 24-BC01B-0010.
Bruce Tomaso contributed to this report.