Law firm, state fair owner sued for $14M

Law firm Williams Mullen is under fire by a company that claims it rigged a deal to buy the state fair.

Williams Mullen is under fire by a company that says it rigged the sale of the state fair.

Running the state fair isn’t all fun and games.

The owner of the State Fair of Virginia and one of Richmond’s biggest law firms are being sued for at least $14 million over a deal that never materialized more than two years ago.

Mini-USA, a New Kent County-based company that claims it attempted to buy the State Fair of Virginia in 2012, filed a lawsuit in Richmond last week against Virginia Farm Bureau Federation and law firm Williams Mullen.

It claims that Virginia Farm Bureau, with the help of Williams Mullen, carried out a scheme to grab control of the fair for itself. Mini-USA is alleging conspiracy, violations of state trade secret laws and legal malpractice, among other counts.

Run by local concert promoter Gratton Stephens, Mini-USA pursued the acquisition of the State Fair, including the sprawling Meadow Event Park in Caroline County, beginning in 2011. The assets had come on the market following the bankruptcy of the fair’s previous owner.

Mini-USA hired Williams Mullen to assist in the process, according to the case.

By mid-2012, Mini-USA made an offer for the fair and had a purchase agreement in place, the suit states. Mini-USA eventually approached Farm Bureau to become an investor in deal. Farm Bureau was also a major client of Williams Mullen.

Stephens and Farm Bureau President Wayne Pryor met then several times, according to the suit. The two sides entered into a non-disclosure agreement in order to share the data and business plan Stephens’ company had gathered on the fair as they considered the investment.

The fair’s assets ended up selling at auction in May 2012 to Universal Fairs, a company run by Mark Lovell out of Tennessee. Mini-USA then began negotiating with Universal Fairs while still working toward an investment from Farm Bureau.

Then, just as talks for $1.5 million in funding from Farm Bureau were escalating, the case claims Farm Bureau changed its course and broke off discussions of an investment while it “secretly” acted to acquire the fair. Lovell’s firm also then suddenly drove up the asking price for the fair’s assets, an effort to allegedly deter Mini-USA. The suit claims that Universal Fairs, Farm Bureau and some at Williams were in cahoots in that effort.

“At this time, Mini-USA and Stephens had no idea that Farm Bureau and others at Williams Mullen were advancing another agenda, in concert with Lovell and Universal Fairs.”

Virginia Farm Bureau ultimately bought the fair from Universal Fairs and now has full control over the event and its properties.

Mini-USA claims that certain Williams Mullen attorneys were pulling the strings to control each side and steer the situation in Farm Bureau’s favor. It says Williams Mullen never advised Mini-USA that it was working with Farm Bureau to buy the fair assets and that the relationship was a clear conflict.

“Farm Bureau had used Mini-USA’s proprietary information to act as a competitor, rather than a partner, of Mini-USA, and had done so with the assistance of Mini-USA’s law firm, Williams Mullen,” the suit states.

Williams Mullen attorney Sandy Graham, who had initially represented Mini-USA as it was trying to buy the fair, was “mortified by the actions of his law partners and firm with respect to its conduct toward its client Mini-USA. So much so that used his own money to cover the $114,000 in legal fees billed by Williams Mullen to Mini-USA, the case states.

The lawsuit, filed Nov. 14 in Richmond Circuit Court, claims eight counts including conspiracy, violations of state trade secret laws against both Farm Bureau and Williams Mullen.

It alleges breach of contract, negligence, legal malpractice and breach of fiduciary duty against Williams Mullen and unjust enrichment against Farm Bureau.

It asks for damages of no less than $14 million.

Messages left for Stephens and an email to his attorneys Harris Butler and Rebecca Royals of Richmond law firm Butler Royals were not returned by Monday evening.

A message left for Farm Bureau’s Pryor was not returned by press time.

Williams Mullen said through spokesperson Kristin Richardson that the suit has no merit and that it would not comment further on pending litigation.

Farm Bureau and Williams Mullen have not yet filed a response in the case.

Law firm Williams Mullen is under fire by a company that claims it rigged a deal to buy the state fair.

Williams Mullen is under fire by a company that says it rigged the sale of the state fair.

Running the state fair isn’t all fun and games.

The owner of the State Fair of Virginia and one of Richmond’s biggest law firms are being sued for at least $14 million over a deal that never materialized more than two years ago.

Mini-USA, a New Kent County-based company that claims it attempted to buy the State Fair of Virginia in 2012, filed a lawsuit in Richmond last week against Virginia Farm Bureau Federation and law firm Williams Mullen.

It claims that Virginia Farm Bureau, with the help of Williams Mullen, carried out a scheme to grab control of the fair for itself. Mini-USA is alleging conspiracy, violations of state trade secret laws and legal malpractice, among other counts.

Run by local concert promoter Gratton Stephens, Mini-USA pursued the acquisition of the State Fair, including the sprawling Meadow Event Park in Caroline County, beginning in 2011. The assets had come on the market following the bankruptcy of the fair’s previous owner.

Mini-USA hired Williams Mullen to assist in the process, according to the case.

By mid-2012, Mini-USA made an offer for the fair and had a purchase agreement in place, the suit states. Mini-USA eventually approached Farm Bureau to become an investor in deal. Farm Bureau was also a major client of Williams Mullen.

Stephens and Farm Bureau President Wayne Pryor met then several times, according to the suit. The two sides entered into a non-disclosure agreement in order to share the data and business plan Stephens’ company had gathered on the fair as they considered the investment.

The fair’s assets ended up selling at auction in May 2012 to Universal Fairs, a company run by Mark Lovell out of Tennessee. Mini-USA then began negotiating with Universal Fairs while still working toward an investment from Farm Bureau.

Then, just as talks for $1.5 million in funding from Farm Bureau were escalating, the case claims Farm Bureau changed its course and broke off discussions of an investment while it “secretly” acted to acquire the fair. Lovell’s firm also then suddenly drove up the asking price for the fair’s assets, an effort to allegedly deter Mini-USA. The suit claims that Universal Fairs, Farm Bureau and some at Williams were in cahoots in that effort.

“At this time, Mini-USA and Stephens had no idea that Farm Bureau and others at Williams Mullen were advancing another agenda, in concert with Lovell and Universal Fairs.”

Virginia Farm Bureau ultimately bought the fair from Universal Fairs and now has full control over the event and its properties.

Mini-USA claims that certain Williams Mullen attorneys were pulling the strings to control each side and steer the situation in Farm Bureau’s favor. It says Williams Mullen never advised Mini-USA that it was working with Farm Bureau to buy the fair assets and that the relationship was a clear conflict.

“Farm Bureau had used Mini-USA’s proprietary information to act as a competitor, rather than a partner, of Mini-USA, and had done so with the assistance of Mini-USA’s law firm, Williams Mullen,” the suit states.

Williams Mullen attorney Sandy Graham, who had initially represented Mini-USA as it was trying to buy the fair, was “mortified by the actions of his law partners and firm with respect to its conduct toward its client Mini-USA. So much so that used his own money to cover the $114,000 in legal fees billed by Williams Mullen to Mini-USA, the case states.

The lawsuit, filed Nov. 14 in Richmond Circuit Court, claims eight counts including conspiracy, violations of state trade secret laws against both Farm Bureau and Williams Mullen.

It alleges breach of contract, negligence, legal malpractice and breach of fiduciary duty against Williams Mullen and unjust enrichment against Farm Bureau.

It asks for damages of no less than $14 million.

Messages left for Stephens and an email to his attorneys Harris Butler and Rebecca Royals of Richmond law firm Butler Royals were not returned by Monday evening.

A message left for Farm Bureau’s Pryor was not returned by press time.

Williams Mullen said through spokesperson Kristin Richardson that the suit has no merit and that it would not comment further on pending litigation.

Farm Bureau and Williams Mullen have not yet filed a response in the case.

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