FROM THE PULASKI COUNTY CIRCUIT COURT, SECOND DIVISION. NO.
60CV-15-469. HONORABLE CHRISTOPHER CHARLES PIAZZA, JUDGE.
APPELLANT: MATTHEW T S HORAN.
APPELLEE: DYLAN HUGH POTTS.
M. GLOVER, Judge. ABRAMSON and HARRISON, JJ., agree.
M. GLOVER, Judge
Kilgore appeals from the trial court's May 28, 2015 order
confirming the arbitrator's award (combined interim and
final awards) in favor of Robert Mullenax and Senior Dental
Care, LLC. He contends the trial court erred in doing so
because 1) Arkansas public policy forbids an arbitrator from
entering an award against a party who communicates
information about fraudulent insurance acts to the Arkansas
Insurance Department where the speaker reasonably believes
the information to be true, and 2) the arbitrator lacked
jurisdiction under the Federal Arbitration Act (FAA). We
interim award, the arbitrator set forth the basic facts of
this case, which are not in dispute. We will further condense
them here. Robert Mullenax, an insurance agent and business
owner, formed Senior Dental Care, LLC (SDC) with Dr. Chad
Matone, an Arkansas dentist. SDC operates a dental-management
company, which administers dental practices that provide
dental care to residents of skilled nursing facilities.
Kilgore, a businessman and licensed nursing-home
administrator, approached Mullenax in late 2010 or early 2011
concerning the acquisition of an interest in SDC. Kilgore was
familiar with the SDC program through his work as an
administrator. On January 1, 2012, Kilgore, Mullenax, Matone,
and SDC executed a purchase-and-sale agreement by which
Kilgore was able to purchase membership units in SDC. Section
7 of the purchase-and-sale agreement provided in part:
a. In further consideration of the transfer to Buyer
[Kilgore], buyer agrees that he will not Directly or
Indirectly, at any time during which he has an ownership
interest in the Company [SDC] and for two (2) years
i. form or be employed by, act as an agent for, or otherwise
participate in any sole proprietorship, venture, corporation,
partnership, or other entity that is in the business of
providing dental care to residents of skilled nursing
facilities or assisted living facilities within the state of
ii. solicit work from or provide such dental services to a
Customer of the Company or seek to cause any Customer to
refrain, in any respect, from acquiring services from or
through the Company[.]
Matone subsequently left SDC, an addendum to the
purchase-and-sale agreement was executed, leaving the
noncompete provisions of the agreement in full force and
effect between the remaining owners, Mullenax and Kilgore.
conflict subsequently developed between Mullenax and Kilgore,
resulting in the May 2013 execution of a
confidential-settlement agreement and full release
(settlement agreement). The parties thereby agreed that they
had continuing obligations under the purchase-and-sale
agreement and that those continuing obligations included the
noncompete provisions. They further agreed that the ...