Jan Richardson, owner of Jaguar-Land Rover-Volvo Spokane, is fighting a move by Ford Motor Co. to terminate her as operator of the downtown dealership.
Richardson filed a lawsuit against Ford in Spokane County Superior Court earlier this month seeking a declaratory judgment upholding what she claims is her right to have the matter resolved through arbitration and asking for monetary damages for alleged breach of contract.
However, the Ford-dominated board of Spokane Motor Cars Inc., through which she operated the dealership, has severed its management agreement with Richardson, and Ford has won the vacation of a temporary restraining order preventing it from removing her as the dealership's operator. The contentious dispute has been assigned to Judge Tari S. Eitzen for further proceedings.
A woman who answered the phone at the dealership earlier this week said, "Jan is no longer with us," and Richardson couldn't be reached for comment at her home. Richardson's lead attorney, Maris Baltins, also didn't return calls seeking comment.
Court documents outlining Ford's position argue that the company has the right, under its agreement with Richardson, to terminate a dealer if the dealership incurs losses rendering the dealer's common stock valueless. Based on accumulated losses by the downtown dealership of more than $1 million between January 2005 and July 2009, and a certified 2008 year-end audit report, "It is clear that Ms. Richardson's common stock has no value," Ford says.
The dispute comes at a time when auto sales overall, and those of pricier vehicles in particular, are in a deep slump and as the upscale brands sold by Richardson's dealership are struggling to cope with uncertain futures. Ford sold longtime British brands Jaguar and Land Rover to Indian company Tata Motors Ltd. last year, after having acquired them in 1999 and 2002, respectively, and said late last year that it was re-evaluating its options for Volvo, including a possible sale of the Swedish-based marque, which it also acquired in 1999. Since then, news reports say, it has been shopping Volvo to prospective buyers and most recently China's Geely Holding Group Co. has been negotiating a possible acquisition of the brand.
Richardson contends in her suit that Ford's failure to heed her demand for arbitration violates the terms of a 10-year Stock Redemption Plan Dealer Development Agreement that she and Ford entered into in October 2004.
Under the terms of that agreement, the suit says, Ford agreed to capitalize the dealership, located primarily at 1310 W. Third and which Richardson has been operating through Spokane Motor Cars. Ford, in return, initially would own 9,000 shares of preferred stock issued by the dealer, and Richardson would own 1,500 shares of common stock. The agreement further provided that Richardson, as the dealership's operator, also would serve as its president and a director, and that the remaining members of the board would be appointed by Ford.
In April of this year, Ford extended a "one-time discount offer to buy out" to Richardson, entitling her to purchase the preferred shares of stock in the dealership for $1 if certain financial requirements were met, including securing alternate sources of financing for the dealership's vehicle flooring and other business operations, the suit says.
It says that although Richardson initially indicated her willingness to participate in the offer, she has been unable to obtain alternate sources of financing sufficient to meet the requirements set by Ford. Because of that inability, Ford announced its intention to terminate her as the dealership's operator, the suit says.
Per her agreement with Ford, she appealed Ford's action in August and argued her case before a dealer policy board in September, but the board declined in a decision issued Oct. 6 to grant her any form of relief, the suit says. Despite her continuing demand for arbitration, Fordthrough its members on the dealership boardhave proceeded to oust her as the dealer operator, it says.
Richardson also is seeking unspecified monetary damages for the alleged breach of contract.
She told the Journal for a story published in March 2007 that she was the first graduate of the Ford Dealer Development Program to land a Jaguar business as her first dealership. Through Spokane Motor Cars, she bought the assets of both the Jaguar Land Rover Spokane and Lithia Volvo dealerships here in March 2004.
She is a longtime AT&T employee who retired from that company in 1998 at age 43, then enrolled in Ford's two-year dealer development program. As part of the program, she worked at two dealerships in Texas in both employee and management positions before coming to Spokane. She has been active in community organizations here, serving on several boards, and also on the dean's advisory board for Eastern Washington University's business school.