Indy Publisher Swings, Whiffs

A Santa Barbara Superior Court judge has ruled against The Santa Barbara Independent publisher Randy Campbell in his lawsuit against attorney Joseph Cole. Sixteen years ago, Cole represented Campbell but recently assisted the paper’s editor in chief during her litigation against Campbell over control of the newspaper. The court order — issued two days ago — ends the litigation between Campbell and Cole and puts Campbell on the losing end of yet another round of legal wrangling regarding the sale of his shares.

In his suit, Campbell said Cole had an attorney-client relationship with him, and that Cole breached his fiduciary duty to Campbell by advising editor Marianne Partridge. But, the court ruled, Campbell failed to describe factual or legal issues that would suggest that was true. Legally, there must be a substantial relationship between the two cases. The court said that Campbell failed to show there was one.

In 1997, Campbell hired Cole to help in a dispute where the four shareholders of The Independent were determining whether they should continue to publish the Ventura Independent. The 2009 case was a shareholder dispute regarding the effect of a buy-sell agreement on a transfer of shares. Campbell, Judge Donna Geck said, “never describes the specific factual and legal issues that were in dispute in the two actions and how they were materially related to each other.”

This was actually Campbell’s second shot at Cole. His first lawsuit was insufficiently “specific to demonstrate that Cole’s later conduct implicates the revelation of attorney-client confidences from his prior representation of Campbell,” said Geck, who gave Campbell a chance to revise his complaint and refile it. But, she said, the second filing failed for the same reason. “Campbell has had two opportunities to state a viable claim against Cole and has failed to do so,” the judge said.

The ruling makes Campbell 0-for-2 in his litigation related to the sale of his shares. In April, an appellate court upheld a judgment against him in Partridge’s suit. As a result of that ruling, he must hand over his 51-percent share of The Independent to Partridge in exchange for roughly $1.3 million. The judgment came after a weeklong trial in August 2011.

The court found Campbell reneged on his offer to sell his shares of The Independent. He was contemplating an offer from a Pasadena-based publishing company — Southland Publishing — but Partridge and the other shareholders had a right of first refusal. She exercised her right to purchase the shares, at which time Campbell began claiming it wasn’t an actual offer.

Now that the appeal has concluded, Partridge and Campbell are expected back in superior court to iron out the details of the sale in the coming weeks. When all is said and done, Partridge will own 58 percent of the paper with the rest of the shares divided among two minority shareholders. Campbell, who — though acting publisher — rarely enters the building, will have no ownership interest in the weekly.

“In my opinion, this was one more of Mr. Campbell’s inappropriate actions in trying to sell control of The Santa Barbara Independent to a Los Angeles–based newspaper chain,” Cole said of the suit against him. “Judge Donna Geck recognized the facts and threw this case out before I had to file an answer. I am happy with the ruling, and I am glad that I have been able to play a small role in keeping The Indy owned by someone with deep local roots by supporting Editor in Chief Marianne Partridge’s right to buy Mr. Campbell’s shares.”