PCMR v. Talisker: Lawsuit a decade ago delivered one shocking moment after another in Park City
Case stretched for 2 1/2 years as sides battled in courtroom for control of the mountain resort
The lawsuit that led to the Powdr Corp. sale of Park City Mountain Resort to Vail Resorts launched 10 years ago this week and involved 2 1/2 years of drama as the former ownership of PCMR unsuccessfully attempted to retain control of the resort.
The case centered on the former owner’s lease of the acreage underlying most of the PCMR terrain. The PCMR side brought the lawsuit against a firm called Talisker Land Holdings, LLC. Vail Resorts later entered the case on the landowner’s side. The case drew intense interest in Park City with the long-term future of PCMR at stake.
There were extraordinary moments throughout the proceedings, some leading to community-wide shock and others leaving a numbing feeling in the Park City area.
The case was ultimately settled with the sale of PCMR in September of 2014.
Some of the key moments, summarized from The Park Record’s coverage, included:
• March 2012: Park City Mountain Resort on Friday filed a lawsuit against a firm under the Talisker umbrella, claiming that the resort must stop Talisker Land Holdings, LLC from interfering with PCMR or trying to shut it down. In a prepared statement released on Friday, PCMR indicated Talisker Land Holdings, LLC on Dec. 27 told the resort that its right to use the land had expired. The firm said PCMR needed to vacate or negotiate another agreement to use the land, the prepared statement said. The lease dates to 1971, resort officials said. The late-2011 move by Talisker Land Holdings, LLC followed three years of negotiations between the two sides, according to the resort. In a statement posted on a PCMR website created to outline the lawsuit, the resort said it “can’t say for certain” whether the resort will open for the next ski season. It says it hopes the case is resolved soon and plans are being made for the next ski season.
• April 2012: A firm under the Talisker umbrella has asked that a lawsuit filed by Park City Mountain Resort centering on the resort’s two leases of Talisker-controlled land be dismissed, claiming, in a blunt statement, that the leases have expired. In documents filed in Third District Court at Silver Summit, attorneys for Talisker Land Holdings, LLC and United Park City Mines, claim that PCMR did not submit written notice by the deadline to extend the leases. Talisker Land Holdings, LLC and United Park City Mines “had no duty to remind” PCMR about the deadline, the documents say.
• November 2012: Third District Court Judge Ryan Harris, calling the lease dispute between Park City Mountain Resort and a firm under the Talisker Corporation umbrella “unfortunate,” on Tuesday dismissed key parts of PCMR’s lawsuit against its landlord. Talisker Land Holdings, LLC and United Park City Mines won dismissals of six points of PCMR’s case, including one focused on PCMR’s assertion that Talisker Land Holdings, LLC had a duty to remind the resort of the requirements of a lease renewal as the expiration date approached. The 47-page ruling also dismissed PCMR’s antitrust claims against Talisker Land Holdings, LLC. Harris, meanwhile, allowed the PCMR side to press forward with two points — one encompassing a contention that Talisker Land Holdings, LLC waived its right to claim or is stopped from claiming the leases expired and the other for damages if it is found that Talisker Land Holdings, LLC failed to disclose early on that it saw the leases as having expired.
• May 2013: Vail Resorts on Wednesday said it has reached an agreement with Talisker Corporation to lease Canyons Resort, a deal that brings one of the ski industry’s top brands to Park City. In a prepared statement, Vail Resorts said it “has assumed all of the resort operations of Canyons…” as part of the lease. The statement, meanwhile, indicates that the agreement includes the possibility of the Vail Resorts lease expanding to the acreage at Park City Mountain Resort that is under the ownership of a Talisker Corporation-controlled firm. PCMR and the Talisker Corporation firm are engaged in a lawsuit centered on the PCMR lease of the land.
• August 2013: The lead attorney for Park City Mountain Resort in a lawsuit against a firm under the Talisker Corporation umbrella on Monday sent the judge a written statement acknowledging that a letter critical to the case was not sent on the date it was purported to have been when the litigation commenced. The letter was what the PCMR side believed to be written confirmation that it extended its leases of Talisker Corporation land. Much of the resort’s terrain is on the leased land. The lawsuit centers on a dispute about the lease renewal.
• August 2013: A firm under the Talisker Corporation umbrella on Wednesday served Park City Mountain Resort with a notice to leave the premises, giving the resort five days, until Monday, to move off most of the land where PCMR operates. In two documents delivered to the PCMR side, an entity called Talisker Land Holdings, LLC outlines the move toward an eviction, calling PCMR a tenant and saying the tenancy is being terminated. It was an extraordinary move that immediately heightened what was already a tense several weeks between the two sides in a lawsuit about the land.
• September 2013: The 3rd District Court judge presiding over the lawsuit between Park City Mountain Resort and Talisker Land Holdings, LLC ruled on Wednesday afternoon PCMR is able to broaden the case to claim that the resort was denied the right of first refusal on the Talisker land underlying much of the PCMR terrain. Judge Ryan Harris also ruled that PCMR is able to add a point to the lawsuit claiming that there might have been a violation of the lease agreements between the Talisker side, which is the landowner, and PCMR when Talisker reached an agreement with Vail Resorts to operate Canyons Resort. That agreement could be expanded to include the Talisker land underlying much of PCMR depending on the outcome of the lawsuit. The ruling, delivered at the end of a hearing that lasted nearly three hours, was a major victory for the PCMR side in a case that for months has seemed to tilt toward Talisker.
• October 2013: The CEO of Vail Resorts on Wednesday night, making a high-profile appearance in Park City, indicated to a crowd there could be more dramatic moments upcoming in a closely watched lawsuit involving the Colorado firm, Talisker Land Holdings, LLC and Park City Mountain Resort. Rob Katz spoke about the case in broad terms during his remarks to an invitation-only crowd at the Kimball Art Center that included City Hall officials, businesspeople, not-for-profit executives and others. Katz acknowledged that the publicity the case has received could be unsettling. He said, though, Vail Resorts is not attempting to disrupt business or the upcoming ski season. “In any dispute, there’s going to be some, some fireworks, potentially, and I would say I’m not sure that they’re done. You know I’d love to say … they’re done, but the way, you know, litigation works these days it’s hard to, hard to kind of commit to that,” Katz said.
• October 2013: Talisker Land Holdings, LLC on Monday provided an extraordinary account of the final days and hours as Park City Mountain Resort attempted to renew its leases before a 2011 deadline, filing a document in a closely watched lawsuit that offers details that had not been made public before. The account is largely based on depositions of figures involved on the PCMR side. The document, a counterclaim filed in 3rd District Court at Silver Summit, does not include the deposition transcripts. It repeatedly refers to statements made during them, however. The Talisker Land Holdings, LLC account describes a frenetic PCMR and parent Powdr Corp. scrambling to renew the leases before the fast-approaching deadline at the end of that April. On the day before the deadline, April 29, 2011, the account says, the PCMR-Powdr Corp. side was readying to refinance a loan and revolving credit facility, using the leases as the collateral. The figures then “realized the Leases were set to expire the next day,” it says.
• May 2014: The 3rd District Court judge presiding over the lawsuit between Park City Mountain Resort and its landlord, Talisker Land Holdings, LLC, on Wednesday sided with the landlord in a series of rulings that could reshape the area’s ski industry. The 82-page decision, stamped by the court midmorning, was nearly a complete triumph for Talisker Land Holdings, LLC and Vail Resorts. Judge Ryan Harris sided with the landlord and the Colorado firm that operates Canyons Resort on the most important points in the case. Harris, critically, reaffirmed an earlier ruling that PCMR’s lease of much of the terrain underlying the resort expired in 2011. He also ruled that PCMR was not denied a right of first refusal when Talisker Land Holdings, LLC reached an agreement with Vail Resorts to operate Canyons Resort. The deal could be expanded to include the disputed terrain at PCMR depending on the outcome of the case. He allowed PCMR to continue to pursue a claim for damages based on an allegation that Talisker Land Holdings, LLC could have informed the resort that the leases expired sooner than it actually did.
• June 2014: Park City Mountain Resort President and General Manager Jenni Smith on Wednesday provided a detailed description of plans to dismantle the infrastructure needed to operate a ski resort on the land disputed in the lawsuit between the PCMR side and the property owner, Talisker Land Holdings, LLC, if the resort is evicted. According to the filing, PCMR would remove the following lifts: Town, Crescent, King Con, Silverlode, Bonanza, McConkey’s, Pioneer, Eaglet and Silver Star. Parts of the Jupiter, Thaynes and Motherlode lifts would be removed. The towers of those three lifts would remain based on their being affixed to the land, PCMR has previously said. The filing indicates it would cost upward of $3,570,000 to remove the full lifts and the parts of the other ones. The work would last 33 weeks or so if crews operated around the clock every day, Smith’s declaration estimates. At least one helicopter would be used nearly all the time, it says.
• June 2014: The 3rd District Court judge presiding over the lawsuit between Park City Mountain Resort and its landlord, Talisker Land Holdings, LLC, indicated Thursday morning he would sign a de facto eviction order against PCMR but grant a stay on its enforcement. Judge Ryan Harris ordered the two sides into nonbinding mediation in an effort to reach a resolution in the case. He told the attorneys the sides owe it to the community to participate in mediation. An order to engage in mediation was not expected and it came toward the end of the hearing. The judge required the mediation be completed by Aug. 15. Harris during the hearing essentially ruled that PCMR is unlawfully occupying the Talisker Land Holdings, LLC acreage. The de facto eviction order, known as an order of restitution, gives the resort 60 days to vacate the land. The acreage underlies most of the PCMR terrain.
• September 2014: The 3rd District Court judge who presided over the lawsuit between Park City Mountain Resort and its landlord, Talisker Land Holdings, LLC, on Monday afternoon electronically signed an order dismissing the case, officially ending the most dramatic legal case in Park City’s history. Ryan Harris dismissed the case with prejudice, meaning that another lawsuit cannot be filed with the same claims. The dismissal was expected after a settlement was reached last week between the parties. Vail Resorts agreed to pay $182.5 million to purchase PCMR in a deal that effectively ended the litigation. Both sides sought the dismissal after the settlement was reached.
Park City Council members briefly spoke about the opportunity for a second Winter Olympics in Utah on Thursday, a day after the International Olympic Committee invited Salt Lake City alone into the next phase of discussions for the 2034 Games.
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