Derick E. Hingle-USA TODAY Sport
The Maloofs and Chris Hansen chose to ignore Sacramento-based minority owners' rights to be first in line to buy the Kings. Will the NBA try to do the same? If not, there's one obvious solution to this mess.
Well now we have ourselves a real pickle in Sacramento. David Stern has already invited Sacramento mayor Kevin Johnson to New York to present a local bid for the Kings in mid-April. Chris Hansen and his Seattle-based group have already told the world they have agreed to buy the team, and they have leaked to the world that they will immediately move the club to the Emerald City and have paid the Maloofs $30 million to not flirt with anyone else.
That's all messy enough. But all along in the background there were murmurs that existing Kings minority owners -- all but one based in Sacramento, and the other with solid ties to the early years of the franchise's Sacramento era -- were getting left out of the loop. Getting left out of the loop wasn't an issue of manners. It was a legal matter.
And now we have this from Pro Basketball Talk:
Since the Sacramento Bee's report on the issue January 24, there has been speculation whether Kings minority owners have the "Right of First Opportunity" to purchase the team from the Maloofs.
Looking at the club's governing documents, they well may.
NBC ProBasketballTalk has acquired a copy of the Kings' 1992 ownership agreement and an addendum to the original agreement from May of 2003. While a 1991 version of this document has also made media rounds over the last two weeks, we have verified through sources that the 1992 copy is the definitive agreement governing ownership rights and obligations of the Kings franchise and that the 2003 addendum specifically clarified any confusion regarding the Right of First Refusal, amongst other pending issues.
Forget for a moment about this being good news for Sacramento. Consider what this means for the NBA. It means the potential for a drawn-out court case that would make Clay Bennett's extrication from Seattle in 2008 look like an episode of People's Court.
Remember, Bennett had basically two years to get everything in order for a clean exit. The only legal hurdle was ending the lease at KeyArena. Yet it took months to clear up a court case on that matter. Bennett had basically announced his intent to relocate the team in October 2007. He finally got clearance to do so in July 2008. He'd already bought the team in 2006. Hansen is trying to get approval on the purchase of the team and relocate while the team has outstanding debts in Sacramento related to the arena. Hansen's gambit is a whole lot messier than was Bennett's, and it's being attempted on a much tighter schedule.
And no part of this is messier than this right of first refusal. Basically, based on the documents PBT cited and quoted, if the Maloofs reach an agreement to sell the controlling share of the club, they are required to share that agreement with the minority owners -- of which there are several, who collectively own 35 percent of the franchise. The minority owners then have the legal right to match the offer that the Maloofs received. They would still be subject to NBA Board of Governors approval, as is Hansen. But the contract they all entered into says they have that right.
The Maloofs and Hansen have dismissed this issue (via anonymous quotes, natch) from Day 1. They have actually called it a "non-issue." As I wrote at Sactown Royalty this morning, it is the exact opposite of a non-issue. Maybe the Maloofs have a case that a two-sentence clause relating to supermajority powers actually rates as more powerful. I doubt it, but maybe it's there. That still means that there is an issue here, one that will end up in front of a judge.
It's February already. One minority stake is in bankruptcy court, and the trustee in charge of that bankruptcy has been extraordinarily vocal about ensuring that this particular asset's value is protected. Which means that he's fighting to have the right of first refusal honored. Because, obviously, the asset is far more valuable if it has a real live right of first refusal to the whole franchise attached. And that doesn't just apply to this sale -- it holds for the future as well. The trustee and the law firm hired by the trustee are pressing on this issue right now. There's a hearing in federal bankruptcy court next week that could give us some more sunlight into the endgame.
The NBA has been sending one of its attorneys to bankruptcy hearings on this matter. At some point, the NBA may realize that Hansen and the Maloofs are either wrong or lying about this being a non-issue. And you wonder if at that point Stern will dismiss the chance of completing the sale and moving the team in time for next season. And you wonder if at that point everyone will start taking 1-team expansion a bit more seriously. It's really the only solution when you have two cities fighting over who can give a team more than $200 million in arena subsidies.
The right thing to do, the clean thing to do and perhaps soon the only thing to do is for Stern to bring the expand-to-Seattle, keep-the-Kings-in-Sacramento option to the Board of Governors. It's a chance to make it all right.