Pearl Energy Inv. Mgmt., LLC v. Gravitas Res. Corp., No. 05-18-01012-CV, 2019 WL 3729501 (Tex. App.—Dallas Aug. 7, 2019, no pet.) is a trade secrets case involving the previous version of Texas’s anti-SLAPP statute the Texas Citizens Participation Act (TCPA). (Effective September 1, 2019, the TCPA no longer applies to trade secrets claims.) In Pearl Energy, Gravitas, an oil and gas production company, alleged that it spent years researching and evaluating the purchase of certain natural gas assets in Utah from Anadarko. In 2016, Gravitas approached Anadarko about purchasing the assets. Gravitas eventually won the bid for the assets and began negotiating a purchase and sale agreement for the assets.
At the same time, Gravitas began seeking additional funding for the purchase. Gravitas approached Pearl Management, a private equity firm, about the investment. Pearl Management received (but did not sign) a non-disclosure agreement, and Gravitas shared its confidential and sensitive information with Pearl Management. Pearl Management, however, declined the investment.
By April 2017, Gravitas still did not have financing for the purchase. When Gravitas was finally ready to move forward with the transaction in May 2017, Anadarko informed Gravitas that it signed a purchase and sale agreement for the assets with AVAD, which was a Pearl Management portfolio company.
Believing that AVAD purchased the property because of the confidential information Gravitas provided to Pearl Management, Gravitas sued Pearl Management, AVAD, and others for breach of the non-disclosure agreement, violations of the Texas Uniform Trade Secret Act (TUTSA), unfair competition by misappropriation, tortious interference, common law fraud, aiding and abetting common law fraud, and unjust enrichment.
In response, Pearl Management and AVAD filed a motion to dismiss under the TCPA, alleging that Gravitas’s suit was based on, relates to, or in response to their free speech and association rights. The trial court denied the motion, and the Dallas Court of Appeals affirmed. As it did with other recent TCPA cases, the Dallas Court of Appeals reasoned that the right of association was not implicated merely because “there are communications between parties with a shared interest in a private business transaction.” Likewise, the court held that the parties’ free speech rights were not implicated, reasoning that “simply because the proprietary and confidential information disclosed to AVAD belonged to a company in the business of oil and gas production or because appellants hoped to profit from their conduct” does not make the communications “tangentially related to a matter of public concern.”