Metropolitan Tickets, Inc. v. City of St. Louis

849 S.W.2d 52, 1993 Mo. App. LEXIS 25, 1993 WL 3539
CourtMissouri Court of Appeals
DecidedJanuary 12, 1993
DocketNo. 60965
StatusPublished
Cited by9 cases

This text of 849 S.W.2d 52 (Metropolitan Tickets, Inc. v. City of St. Louis) is published on Counsel Stack Legal Research, covering Missouri Court of Appeals primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.

Bluebook
Metropolitan Tickets, Inc. v. City of St. Louis, 849 S.W.2d 52, 1993 Mo. App. LEXIS 25, 1993 WL 3539 (Mo. Ct. App. 1993).

Opinion

CARL R. GAERTNER, Presiding Judge.

Plaintiff, Metropolitan Tickets, Inc., (Me-trotix) instituted this action seeking to enjoin defendant, The Ticket Company, (Tickets Now), the City of St. Louis, and Community Facilities Corp., (CFC), from providing computerized ticketing services to in-tervenors, Riverport Performing Arts Cen[53]*53ter Joint Venture, (Riverport) and other private entities. After a hearing, the trial court issued a permanent injunction forbidding Tickets Now from providing ticket services for riverboat casinos operating in Illinois, but declined to enjoin Tickets Now from serving general entertainment venues in St. Louis County and in Illinois. Plaintiff and defendants appeal.

In reviewing an equity case, we will affirm the judgment of the trial court unless there is no substantial evidence to support it, unless it is against the weight of the evidence, or unless it erroneously declares or applies the law. Ballesteros v. Johnson, 812 S.W.2d 217, 221 (Mo.App.1991). We defer to the findings of fact in a court tried case, but we make an independent evaluation of the conclusions of law the trial court draws from its factual findings. Bradley v. Mullenix, 763 S.W.2d 272, 275 (Mo.App.1988). We must affirm the trial court if its ruling was proper for any reason, even if the grounds assigned were wrong. Arthur v. Jablonow, 665 S.W.2d 364, 365 (Mo.App.1984).

In 1986, Harry Ornest owned the St. Louis Blues professional hockey club, The Arena and a computerized ticket agency. Ornest desired to sell the club. The Mayor of St. Louis and civic leaders were eager to keep the hockey club in St. Louis, so they took an active role in finding the eventual buyer, Michael Shanahan. Shanahan purchased Ornest’s interest in the Blues, and the City, through the Land Clearance for Redevelopment Authority (LCRA), purchased The Arena. Shanahan purchased the computerized ticket agency, Tickets Now, from Ornest and immediately transferred it to CFC, a non-profit corporation set up to hold the stock of and operate Tickets Now and to operate the Arena by leasing it from LCRA.

Computerized ticket agencies like Tickets Now operate a computer system which issues tickets for an entertainment venue from outlets located throughout an area. The agency is responsible for contracting with both venues and ticket outlets, which are often located in music, grocery, and department stores. The public can buy tickets at an outlet without visiting the venue’s box office since the computer system prints the ticket on blank stubs at the time of purchase.

Tickets Now was and remains a for-profit corporation. At the time of the sale it only provided ticketing services for The Arena. At that time, Ticketmaster was the only other computerized ticket agency in St. Louis. Ticketmaster serviced another city facility, Kiel Auditorium. When Kiel’s agreement with Ticketmaster expired, Tickets Now began providing ticket services for Kiel. Ticketmaster then filed suit in federal court claiming the switch of services violated antitrust laws. The Honorable Clyde Cahill, U.S. District Judge, ruled that the City, CFC, and Tickets Now were exempt from damages for antitrust violations because their actions were directed by City officials.

Ticketmaster eventually left the St. Louis market. However, Fox Associates, owners of the Fox Theater, started Metro-tix, which directly competed with Tickets Now. At the same time, Tickets Now expanded its distribution outlets and the venues it served.

In the summer of 1991, Riverport prepared to open its 19,000 seat amphitheater in St. Louis County. Tickets Now agreed to provide computerized ticket services for Riverport. In response, Metrotix filed this suit seeking to enjoin Tickets Now from contracting with any private entities. The petition named Tickets Now, CFC, and the City of St. Louis as defendants. Riverport later intervened in the suit.

The trial court concluded first, Tickets Now and CFC are municipal entities, and second, that their activities served a public purpose and therefore were within the scope of municipal power and authority. Metrotix challenges the second conclusion, and Tickets Now and CFC challenge the first conclusion. We have determined that under Missouri Law the trial court’s conclusion that Tickets Now and CFC are municipal entities is not supported by the evidence. This determination renders the question of public purpose moot.

[54]*54The trial court’s conclusion that Tickets Now and CFC are municipal entities was based upon the fact that the May- or of the City of St. Louis appoints most of the Board of Directors of CFC and the officers and directors of Tickets Now. A City employee, appointed by the Mayor, serves as both CFC’s chairman and president and the president of Tickets Now. The trial court took particular note of the fact that in the federal court action filed by Ticketmaster, CFC and Tickets Now had produced evidence that their activities were subject to control and direction by the May- or and that Judge Cahill had found that they were “municipalities or agencies thereof.” The trial court also stated that the St. Louis City Convention and Tourism Board is responsible to make up any annual shortfall in the operating revenues of Tickets Now through a transfer of funds from the St. Louis Hotel/Motel and Restaurant Tax. None of these facts, even if supported by the evidence, would lead to the legal conclusion that CFC and Tickets Now are municipal entities subject to Article X, § 3 of the Missouri Constitution.

In Ruggeri v. City of St. Louis, 429 S.W.2d 765 (Mo.1968), the Missouri Supreme Court held that placing city officers on the board of directors and the executive committee of a pro forma decree corporation did not make the corporation a public or governmental agency. “When these city officers take such places in the private agency, they simply exercise, in common with other officers of that agency, the powers that such agency has and nothing more.” Id. at 770. Similarly, in State ex rel Board of Control of St. Louis School and Museum of Fine Arts v. City of St. Louis, 216 Mo. 47, 115 S.W. 534 (Mo.1908), it was held that an ordinance authorizing the addition of city officers to the “Board of Control”, a department of Washington University, and the erection of a building to house an art museum to be owned by the City, was invalid because it purported to confer governmental power to a private agency. The augmenting of the board of control by the addition of the Mayor, Comptroller, and Park Commissioner, “fall[s] far short of changing the character of the board of control from a private administrative body into a public municipal body.” Id. 115 S.W. at 542.

The trial court incorrectly stated that Judge Cahill in his opinion in the Ticketmaster litigation had found Tickets Now and CFC to be “municipalities or agencies thereof.” At issue in that case was the charge that the City of St. Louis and its officers, the City defendants, and Tickets Now, CFC and others, the corporate defendants, violated federal antitrust laws in the operation of entertainment facilities and ticket services. The defendants argued and Judge Cahill found that the corporate defendants were subject to the direction and control of the City defendants.

Free access — add to your briefcase to read the full text and ask questions with AI

Related

Lindquist v. Scott Radiological Group, Inc.
168 S.W.3d 635 (Missouri Court of Appeals, 2005)
Ellingstad v. State, Department of Natural Resources
979 P.2d 1000 (Alaska Supreme Court, 1999)
Ellingstad v. STATE, DEPT. OF NAT. RES.
979 P.2d 1000 (Alaska Supreme Court, 1999)
Makara v. Brown
924 S.W.2d 312 (Missouri Court of Appeals, 1996)
Meadows v. Jeffreys
929 S.W.2d 746 (Missouri Court of Appeals, 1996)
Transamerica Insurance Co. v. Pennsylvania National Insurance Companies
908 S.W.2d 173 (Missouri Court of Appeals, 1995)
Resnik v. Blue Cross and Blue Shield of Missouri
912 S.W.2d 567 (Missouri Court of Appeals, 1995)
Porter v. Falknor
895 S.W.2d 187 (Missouri Court of Appeals, 1995)

Cite This Page — Counsel Stack

Bluebook (online)
849 S.W.2d 52, 1993 Mo. App. LEXIS 25, 1993 WL 3539, Counsel Stack Legal Research, https://law.counselstack.com/opinion/metropolitan-tickets-inc-v-city-of-st-louis-moctapp-1993.