Texas Business Court Decision – June 3, 2026

No. 25-BC01B-0049    Dallas Sports Group, LLC, et al. v. DSE Hockey Club, L.P., et al. 26 Tex. Bus. 36 (Division One, Judge Whitehill.  25-bc01b-0049-dallas-sports-group-v-dse-hockey-club-2026-tex-bus-36.pdf

Contracts.

Background. The Dallas Mavericks’ ownership entities (plaintiffs Dallas Sports Group and Radical Arena) sought to redeem the Dallas Stars’ ownership interests in the Center Operating Company (COC) and its general partner GP – the entities that operate the American Airlines Center area. In October 2024, the Mavericks delivered a redemption letter and $110 cash, triggering what they argued was a “Relocation Event” under the Mavericks’ and Stars’ partnership agreements, based on the Stars’ failure to maintain their principal corporate and executive offices in the City of Dallas. The redemption letter named “DSE Hockey Club, L.P.” (Hockey Club) in the address block, rather than Dallas Sports & Entertainment, L.P. (DSELP), which turned out to the actual contract party holding the Stars’ interest in the American Airlines Center. The Stars revealed this distinction only on January 25, 2026 – months into the litigation – despite having consistently represented Hockey Club as the owner in their pleadings and sworn declarations.

At the parties’ request, this opinion further explains the court’s May 5, 2026 orders deciding that (i) the Maverick’s redemption letter and cash tender method was also effective as to DSELP; (ii) the court’s April 2, 2026 summary judgment rulings negated the Stars’ declaratory judgment counterclaim and those claims are dismissed; and (iii) the Stars’ 2011 bankruptcy was not a  defense to the Mavericks’ claims.

Holdings:

1. Under International Bankers Life Co. v. Holloway, 368 S.W.2d 567 (Tex. 1963), actual notice to DSELP’s officers and agents – including its owner, CEO, and CFO – was actual notice to DSELP); the Mavericks’ redemption method was effective to DSELP because the letter and cash “got to the right people, Texas elevates substance over form, and DSELP was in privity with Hockey Club and was not misled or prejudiced.” The court rejects the Stars’ due process objection, finding DSELP had known of the dispute from the outset, shared identical interests and counsel with Hockey Club, and failed to seek a continuance or assert unique defenses after being joined.
2. On the counterclaim issue, the court dismissed the Stars’ declaratory judgment counterclaim as a mirror image of issues already resolved in the Mavericks’ favor in the court’s April 2, 2026 order, rendering it moot.
3.  The Stars’ 2011 bankruptcy did not bar the Mavericks’ claims on res judicata grounds; the Stars assumed their Location Commitment and Relocation Event terms post-bankruptcy; these terms created a condition subsequent that applied post-bankruptcy. Because the Stars’ post-bankruptcy conduct triggered that condition, the Mavericks could exercise their redemptions rights; the  court further notes that the defense was waived by not being raised in response to the Mavericks’ earlier summary judgment motion.