Schnatter Makes Case for Access to Papa John's Records as Del. Trial Opens
An attorney for Papa John's founder John Schnatter said Monday that he was confident his client would obtain access to company records related to his ouster from the pizza chain, in a multifaceted legal battle playing out in the Delaware Court of Chancery.
October 01, 2018 at 07:03 PM
5 minute read
![delaware court of chancery](https://images.law.com/contrib/content/uploads/sites/394/2018/01/010218Delaware-Chancery.jpg)
An attorney for Papa John's founder John Schnatter said Monday that he was confident his client would obtain access to company records related to his ouster from the pizza chain, in a multifaceted legal battle playing out in the Delaware Court of Chancery.
The comments, from Los Angeles-based Glaser Weil Fink Howard Avchen & Shapiro partner Garland A. Kelley, followed a trial in Schnatter's books-and-records suit seeking a range of corporate documents, including communications by a special committee of Papa John's directors, which recommended his termination as chairman in July, just days after Forbes reported that he had used a racial slur on a company call.
Chancellor Andre G. Bouchard declined to rule Monday, and asked the sides for post-trial briefs on a series of “subsidiary issues,” including on “whose inboxes need to be searched” in connection to Schnatter's demands.
“We could not be more happy with the way today went,” Kelley told reporters. “I hate to read the mind of the judge … but I think he's clearly indicating that we are going to get documents.”
Schnatter, who resigned due to the controversy, said in his testimony that he used the N-word during discussions with an outside advertising agency about adding rapper Kanye West to the company's marketing plan. His use of the word, Schnatter said, was not in reference to West, but was intended to make a larger point about how he did not want that word to be associated with Papa John's brand.
“My comments were anti-racist,” he said on direct questioning from Kelley.
Schnatter has alleged that the company, under the direction of CEO Steven Ritchie, failed to come to his aid, choosing instead to jettison him amid blowback from the comment, which Schnatter said was taken out of context. In August, he filed a separate derivative lawsuit accusing Ritchie of trying to portray his as a racist in order to keep his own job.
The company has denied those allegations, saying that Schnatter simply regrets his decision to step down from the company.
The purpose of the books-and-records case, Schnatter insisted, was to investigate whether the other Papa John's directors had breached their fiduciary duties before his ouster in mid-July.
Attorneys for Papa John's have argued that the documents sought in Schnatter's lawsuit cannot be used in the other case. Kelley said he disputes that claim; however, he said the information could be used in a third lawsuit, which would allege that members of Papa John's senior management caused “significant damage” to the company by placing their own interests over those of shareholders.
“This third one—that is the big one,” Kelley said. “We're trying to wait and, in addition to the ones we already have, get these documents, whatever the chancellor is going to give us. And if they say what we think they say, that third lawsuit will come out very soon.”
A spokesman for Papa John's did not respond to a request for comment.
Blake A. Rohrbacher, the Richards, Layton & Finger director who is representing the company in the records suit, pressed Schnatter Monday on the purpose behind the lawsuit, as well as the breadth of Schnatter's requests for 17 categories of documents. In his cross-examination, Rohrbacher questioned whether Schnatter simply wanted documents regarding his termination and his treatment by the board.
Schnatter responded that he had been left “in the dark” and needed to inform himself as a director of the company. He still holds a 30 percent stake in the pizza chain and holds a seat on the company board. Schnatter said he was mostly concerned with how quickly the board reacted in terminating two key agreements related to his employment after the Forbes article was published.
“I think there's information out there that can help me figure out what happened over the last eight to 10 months and whether anybody violated their fiduciary duties,” he said. “This isn't about me.”
It was revealed during Rohrbacher's questioning that Schnatter had signed confidentiality agreements with at least two women, including Lesli Workman, who had sued Schnatter and Papa John's in 1999, alleging that Schnatter had sexually harassed her. Schnatter filed a counterclaim and later alleged that she had tried to extort money from him and the company.
The case was dismissed, though it was not clear if the parties had settled. On Monday, Schnatter acknowledged the existence of the agreements, but he did not provide further details from the witness stand.
Kelley said after the trial that Schnatter did not have the document and that he was aware of no other agreements beside the two cited in court on Monday. He said the confidentiality agreements did not relate to Schnatter's purpose for seeking company records, and that the company instead was trying to “deflect from well-documented allegations” against other directors and Papa John's senior management.
Schnatter has alleged in his derivative suit that he reported allegations of misconduct by female employees to the Papa john's human resources department, but the same special committee cleared officials of wrongdoing without any meaningful investigation.
“Part of our theme is this special committee takes no proper steps to inform itself. It simply acts,” Kelley said.
This content has been archived. It is available through our partners, LexisNexis® and Bloomberg Law.
To view this content, please continue to their sites.
Not a Lexis Subscriber?
Subscribe Now
Not a Bloomberg Law Subscriber?
Subscribe Now
NOT FOR REPRINT
© 2025 ALM Global, LLC, All Rights Reserved. Request academic re-use from www.copyright.com. All other uses, submit a request to [email protected]. For more information visit Asset & Logo Licensing.
You Might Like
View All![Securities Report Says That 2024 Settlements Passed a Total of $5.2B Securities Report Says That 2024 Settlements Passed a Total of $5.2B](https://images.law.com/cdn-cgi/image/format=auto,fit=contain/https://images.law.com/delbizcourt/contrib/content/uploads/sites/399/2023/05/securities-litigation-767x633.jpg)
Securities Report Says That 2024 Settlements Passed a Total of $5.2B
3 minute read![Delaware Supreme Court Agrees Insurance Dispute Can Be Retried Delaware Supreme Court Agrees Insurance Dispute Can Be Retried](https://images.law.com/cdn-cgi/image/format=auto,fit=contain/https://images.law.com/delbizcourt/contrib/content/uploads/sites/394/2023/12/Chief-Justice-Collins-Seitz-767x633-1.jpg)
![Morris Nichols Partners to Be Involved With PLI Program Morris Nichols Partners to Be Involved With PLI Program](https://images.law.com/cdn-cgi/image/format=auto,fit=contain/https://images.law.com/delbizcourt/contrib/content/uploads/sites/395/2024/05/Morris-Nichols-Arsht-Tunnell-Sign-767x633.jpg)
![Zoom Faces Intellectual Property Suit Over AI-Based Augmented Video Conferencing Zoom Faces Intellectual Property Suit Over AI-Based Augmented Video Conferencing](https://images.law.com/cdn-cgi/image/format=auto,fit=contain/https://images.law.com/contrib/content/uploads/sites/390/2024/05/Zoom-SJ-4938-767x633.jpg)
Zoom Faces Intellectual Property Suit Over AI-Based Augmented Video Conferencing
3 minute readTrending Stories
- 1Ex-Starbucks GC Exiting Latest Role, Will Get Severance
- 2Family Law Special Section 2025
- 3We Must Uphold the Rights of Immigrant Students
- 4Orrick Picks Up 13-Lawyer Tech, VC Group From Gunderson Dettmer
- 5How Alzheimer’s and Other Cognitive Diseases Affect Guardianship, POAs and Estate Planning
Who Got The Work
J. Brugh Lower of Gibbons has entered an appearance for industrial equipment supplier Devco Corporation in a pending trademark infringement lawsuit. The suit, accusing the defendant of selling knock-off Graco products, was filed Dec. 18 in New Jersey District Court by Rivkin Radler on behalf of Graco Inc. and Graco Minnesota. The case, assigned to U.S. District Judge Zahid N. Quraishi, is 3:24-cv-11294, Graco Inc. et al v. Devco Corporation.
Who Got The Work
Rebecca Maller-Stein and Kent A. Yalowitz of Arnold & Porter Kaye Scholer have entered their appearances for Hanaco Venture Capital and its executives, Lior Prosor and David Frankel, in a pending securities lawsuit. The action, filed on Dec. 24 in New York Southern District Court by Zell, Aron & Co. on behalf of Goldeneye Advisors, accuses the defendants of negligently and fraudulently managing the plaintiff's $1 million investment. The case, assigned to U.S. District Judge Vernon S. Broderick, is 1:24-cv-09918, Goldeneye Advisors, LLC v. Hanaco Venture Capital, Ltd. et al.
Who Got The Work
Attorneys from A&O Shearman has stepped in as defense counsel for Toronto-Dominion Bank and other defendants in a pending securities class action. The suit, filed Dec. 11 in New York Southern District Court by Bleichmar Fonti & Auld, accuses the defendants of concealing the bank's 'pervasive' deficiencies in regards to its compliance with the Bank Secrecy Act and the quality of its anti-money laundering controls. The case, assigned to U.S. District Judge Arun Subramanian, is 1:24-cv-09445, Gonzalez v. The Toronto-Dominion Bank et al.
Who Got The Work
Crown Castle International, a Pennsylvania company providing shared communications infrastructure, has turned to Luke D. Wolf of Gordon Rees Scully Mansukhani to fend off a pending breach-of-contract lawsuit. The court action, filed Nov. 25 in Michigan Eastern District Court by Hooper Hathaway PC on behalf of The Town Residences LLC, accuses Crown Castle of failing to transfer approximately $30,000 in utility payments from T-Mobile in breach of a roof-top lease and assignment agreement. The case, assigned to U.S. District Judge Susan K. Declercq, is 2:24-cv-13131, The Town Residences LLC v. T-Mobile US, Inc. et al.
Who Got The Work
Wilfred P. Coronato and Daniel M. Schwartz of McCarter & English have stepped in as defense counsel to Electrolux Home Products Inc. in a pending product liability lawsuit. The court action, filed Nov. 26 in New York Eastern District Court by Poulos Lopiccolo PC and Nagel Rice LLP on behalf of David Stern, alleges that the defendant's refrigerators’ drawers and shelving repeatedly break and fall apart within months after purchase. The case, assigned to U.S. District Judge Joan M. Azrack, is 2:24-cv-08204, Stern v. Electrolux Home Products, Inc.
Featured Firms
Law Offices of Gary Martin Hays & Associates, P.C.
(470) 294-1674
Law Offices of Mark E. Salomone
(857) 444-6468
Smith & Hassler
(713) 739-1250