A Florida appellate court has ruled in favor of a Colombian beer business pursuing an arbitration claim potentially worth hundreds of millions of dollars against a past potential investor.

The Third District Court of Appeal reversed an order of the Miami-Dade Circuit Court that prevented Ancla International SA from pursuing an arbitration claim against the Panama-based investment group Tribeca Asset Management Inc. The appeals court then remanded the case back to the circuit court.

Ancla, which specializes in craft beer, commenced the underlying litigation with a complaint against Tribeca in Miami-Dade Circuit Court. The November 2015 suit sought to compel arbitration after the defendant, a Panamanian investment company, abandoned talks of a possible partnership between the two companies. According to an April 2016 press release from Ancla, Tribeca purportedly lied regarding their reasons for discontinuing the discussions and subsequently invested heavily in Bogota Beer Co., one of Ancla's competitors.

Ancla's release also contended the arbitration claim stood to be worth $500 million.

The petition to compel arbitration alleged Ancla had shared trade secrets with Tribeca over the course of their negotiations, leaving room for the group to utilize this information against the company in its newfound partnership with Bogota Beer Co. Ancla cited a clause of their January 2012 confidentiality agreement with Tribeca, which held the contract would be "governed by the laws of the State of Florida … a jurisdiction accepted by the parties irrespective of the fact that the principal activity of the beer project will be conducted in Colombia."

Read the opinion:

The same stipulation also said any intractable disagreements between the parties "will be submitted to an Arbitration Board, whose ruling with carry the force of law."

The lower court granted Tribeca's motion to dismiss for lack of personal jurisdiction, prompting Ancla's appeal to the Third DCA. The appellate panel disagreed with the trial court's interpretation of "jurisdiction" in the contract as a provision outlining the parties' choice of law. The appeals court wrote "the plain and ordinary meaning of the disputed language" of the agreement delineated authority to Florida courts to weigh in on disputes between the parties.

"The parties agreed to be bound by Florida law and be subject to the jurisdiction of Florida courts," the opinion said, adding court saw "no reason to read this language any other way."

Attorney Carlos Sardi, Sardi Law. Courtesy photo Attorney Carlos Sardi, Sardi Law. Courtesy photo

Ancla's appellate attorney, Coral Gables solo practitioner Carlos Sardi, said his client's interpretation of the contract was "vindicated" by the Third DCA's ruling.

"Florida law not only applied, but Florida courts should be the ones deciding any disputes as to the enforcement of the agreement," he said.

Holland & Knight attorneys Adolfo Jimenez, Rebecca Plasencia, and Vanessa Lopez served as Tribeca's legal counsel. Jimenez said his client was disappointed by the Third DCA's reversal and noted the original contract was drafted in Spanish.

"There was never a waiver of personal jurisdiction," the Holland & Knight partner said. "The relevant language in plaintiff's contract was limited to the application of Florida law and it did not confer jurisdiction to Florida courts. The applicable law provision was merely noting that the transaction at issue had no relationship to Florida."

Sardi said his client is "ecstatic" and excited for the case to proceed in arbitration.

"The only thing to be determined by the trial court is which arbitration organization or forum we would need to resort to in order for the parties to resolve their dispute," he said. "We've been waiting for quite a while, but thank goodness it came out the right way."

Related stories: