Montana Republican U.S. Senate candidate Tim Sheehy greets supporters outside of a rally in Bozeman on Aug. 9, 2024. (Photo by Blair Miller, Daily Montanan)
Attorneys for two former employees of Tim Sheehy’s who are suing him and his brother for an alleged breach of contract this week accused the Sheehys of filing a doctored contract with the court they claim potentially shorted them millions of dollars and of failing to produce necessary documents in the case.
According to the attorneys’ filing, if the contract that the plaintiffs submitted in the case is correct, they believe the two former employees could be owed up to $3 million — although the Sheehys’ attorneys say they’ve already paid them more than they deserved.
Attorneys representing the plaintiffs in the case from Beck, Amsden, and Stalpes in Bozeman filed a motion on Wednesday in Gallatin County District Court asking a judge to compel the Sheehys’ attorneys to produce documents and communications they have asked for but have been denied.
An attorney representing the Sheehys said Friday the motion from the plaintiffs “is not grounded in facts” and his campaign said the lawsuit was “politically motivated.”
Sheehy, a Republican, is set to face incumbent U.S. Democratic Sen. Jon Tester and two third-party candidates in November in a race that could decide which party holds the power in the U.S. Senate.
The filing comes six months after Weston Irr and John Wantulok, the two former employees, first sued the Sheehy brothers and their former company, Bridger Management Holdings, alleging the Sheehys forced the two to sell off stock of theirs before the Sheehys sold their drone company, Ascent Vision Technologies, for $350 million.
In July, Sheehy’s attorneys with Holland and Hart filed a counterclaim in the case against Irr, claiming he is a disgruntled former employee who received more than $600,000 in Ascent Vision sales proceeds and a bonus when the sale closed. The counterclaim also accused Irr of breach of contract for not maintaining the confidentiality of the business and criticizing Sheehy and the companies in a Facebook post last year.
Montana 2024 Republican U.S. Senate candidate Tim Sheehy. (Courtesy Tim Sheehy campaign)
Conner Bottomly, an attorney for Irr and Wantulok, made the claims about discovery and the “altered” contract, as he called it in the filings, in court documents this week. The court filing cites several exhibits that were filed under seal as part of an agreement between the two sides because they include confidential company information.
One exhibit that was not sealed was the Operating Agreement of Bridger Management Holdings, LLC, Bottomly said Wantulok and Irr signed when they started working at Ascent Vision Technologies that outlines their shares, according to Bottomly.
As part of the court file, the attorney for the two former employees references a sealed copy of the operating agreement that the Sheehys’ attorneys submitted in discovery. But he wrote that Irr and Bottomly had never seen that version of the document nor signed it.
He additionally submitted as a sealed exhibit a report from an expert forensic document examiner who used to work for the FBI “that compared Plaintiffs’ and Defendants’ conflicting operating agreements at issue.”
Attorneys argue contract submitted to court was ‘altered’
At issue, according to Bottomly’s filings, is which operating agreement the court accepts as true in the case, which the plaintiffs contend would have deep ramifications for them because the two contain different company structures and different classes of shares that had purportedly been assigned to the two men.
Irr and Wantulok’s attorneys say that the expert forensic analyst, former FBI special agent and document analyst Mark Songer, found that the document submitted by the Sheehys “is more likely than not altered,” according to the brief.
“The April 2017 operating agreement upon which the Sheehy Defendants’ defenses and threats are made was altered without Plaintiffs’ knowledge to remove mention of Bridger Aerospace. Plaintiffs’ signature pages were also altered and then affixed to the altered agreement,” the brief says. “And further, based on that altered document and their own denials of Plaintiffs’ allegations, the Sheehy Defendants have refused to produce documents that Plaintiffs are entitled to under the law and the ordinary rules of discovery in order to prosecute their claims.”
In addition to the altered documents allegation, the plaintiffs’ attorneys say while they have already submitted more than 1,000 pages of documents as part of the court process, the Sheehys’ attorneys produced only 508 pages, many of them redacted, which they say violates Montana rules of civil procedure and law.
“It is clear from the limited number of documents produced that defendants have not provided a significant majority of requested documents,” the brief says.
The filing says the two operating agreements show discrepancies on several factors. That includes when Bridger Aerospace was allegedly “spun off” from being a subsidiary of Bridger Management Holdings; how much interest Bridger Management Holdings had in Ascent Vision and Bridger Aerospace; why the agreement the Sheehys submitted shows “Class D” shares when the plaintiffs’ document does not; and how shareholders’ interest in Bridger Management Holdings was calculated before Ascent Vision and Bridger Aerospace were either sold or transferred.
The plaintiffs’ operating agreement, according to the filing, showed Bridger Management Holdings owned and controlled Ascent Vision and Bridger Aerospace as subsidiaries, and that Irr’s and Wantulok’s interest in the Bridger Management Holdings shares they were given as part of their compensation package would include the value of the two subsidiary companies.
The filing says the two men and the Sheehys signed the agreement in 2017, which the suit contends offered the Class C units in Bridger Management.
But it says that Bridger Holdings and the Sheehys’ attorneys now claim that Bridger Aerospace was spun off of Bridger Management Holdings in 2015 before the men signed that agreement.
The plaintiffs’ attorneys say the operating agreement the Sheehys produced removed Bridger Aerospace as a subsidiary of Bridger Management Holdings.
They contend that was done “for the purpose of divesting Plaintiffs of their interest in Bridger Aerospace that was promised to them.”
“It is no secret that the sale of Bridger Aerospace was particularly lucrative for the Sheehy defendants,” the brief says. “This case seeks to recoup a minority share of that business previously promised to two military veterans who worked at reduced compensation for years, and to ensure that they were properly compensated for the sale of Ascent Vision, given the Sheehy Defendants’ refusal to provide supporting documentation for the amount and value of their interests.”
Ascent Vision technologies was sold for $350 million, while Bridger Aerospace was initially valued around $860 million when it became a publicly traded company in January 2023. The brief goes on to say that if the operating agreement the plaintiffs submitted is the true agreement, their attorneys believe Irr’s and Wantulok’s interest in Bridger Management would be about $3 million, plus accrued interest.
Filing says emails contradict defendants’ claims
The brief says that in discovery, Sheehys’ attorneys had said the portion of the contract that said Bridger Management Holdings was owned or controlled the subsidiary companies was incorrect and had been included in the document as “a drafting convenience.”
The filing points to Montana’s fraud statute in part of the filing that details the discrepancies.
“Defendants’ position appears to be that false representations in the Operating Agreement can be disregarded as mere ‘drafting conveniences’ without legal effect, even if they induced Plaintiffs to sign the contracts by promising ownership that was valued on the basis of the Subsidiary Companies,” the plaintiffs’ attorneys wrote.
The filing also says that emails from Matt Sheehy in 2020 show he told another Bridger Management Holdings member that there would be “a change in your Bridger Aerospace ownership, which was granted to you through Bridger Management Holdings.”
“This 2020 email directly contradicts the Sheehy Defendants’ representations to the Court and Plaintiffs that they ‘spun off’ Bridger Aerospace in 2015,” the plaintiffs’ attorneys contend in the filing.
The brief says the forensic expert found discrepancies in font between the two operating agreements, different addresses that signaled when the agreements were actually made, and redactions they say they believe will show that “Class D” shares had been added to the operating agreement the Sheehys’ attorneys submitted.
“Taken together, it appears that the Sheehy Defendants or their agents changed the Operating Agreement into the Altered Operating Agreement before transferring and affixing Plaintiffs’ signature pages onto the new document in order to represent to the Court that ‘Wantulok and Irr each signed the [Altered] Operating Agreement,’” the brief says.
Sheehys’ counterclaim paints different picture
The counterclaim filed by Bridger Management Holdings and the Sheehys earlier this summer characterizes Tim Sheehy as helping Irr and Wantulok – two veterans – with jobs. But it says they underperformed and were on the verge of being fired before the Sheehy brothers purportedly stepped in to help both by providing them new jobs at Bridger Aerospace and by paying them share money that the Sheehys’ attorneys say they were not entitled to because their shares had not vested.
“Matt and Tim not only gave Weston Irr and John Wantulok jobs, they gave them equity interests that made Irr and Wantulok aligned in equity value creation alongside the Sheehys and made them hundreds of thousands of dollars,” the counterclaim filing says. “The Sheehys’ reward? This frivolous lawsuit attacking the Sheehys without any basis in fact.”
The filing says Irr and Wantulok were about to be “let go” from Ascent Vision Technologies in late 2019 but that Tim Sheehy “stepped in” and gave them jobs at Bridger Aerospace instead. Irr was put in charge of the company’s drone program, a team which Wantulok also served on. But according to the Sheehys, the two men’s stock in Bridger Management Holdings would not vest until April 30, 2020, and they would forfeit their stock if they left Ascent Vision Technologies before then.
Montana Republican U.S. Senate candidate Tim Sheehy and former President Donald Trump at a rally in Bozeman on Aug. 9, 2024. (Photo by Blair Miller, Daily Montanan)
But the filing says the Sheehy brothers also “stepped in to prevent that” forfeiture by “setting aside the issues that had arisen” with both men. It says they allowed Irr and Wantulok to keep their shares as if they had vested.
Bridger Management Holdings, according to the counterclaim, got “a small percentage of the proceeds” from the $350 million sale of Ascent Vision Technologies. But the Sheehys’ attorneys say that Ascent Vision Technologies was not a subsidiary of Bridger Management Holdings and that Irr and Wantulok did not hold any interest in Ascent Vision Technologies.
The counterclaim says that Tim and Matt Sheehy nonetheless decided to put some more of the sale money toward Bridger Management Holdings “Class C and Class D” stockholders, including Irr and Wantulok, bringing the total from the sale to about $30 million.
The filing says Irr received $511,723 from that pool and Wantulok got $217,370. Irr received an additional bonus of $100,000 from the sale’s closing, the counterclaim says.
It says neither ever asked for more information about the sale, to see Bridger Management’s Holdings books, or objected to the money they purportedly received.
The counterclaim then details how both men quit Bridger Aerospace in 2022 just before the fire season, and when Sheehy announced his Senate run in June 2023, Irr posted to Facebook criticizing Sheehy and accusing the company of threats and manipulation while depriving him of the money he’d been promised by the Sheehys during the years he worked for them.
The counterclaim calls the complaint filed by Irr and Wantulok earlier this year “false” and says the two men never held, nor sold, any membership interest in Ascent Vision or Bridger Aerospace.
“In sum, Irr and Wantulok’s accusations against Tim and Matt are, at best, a misunderstanding of the facts, and at worst, politically motivated intentional lies aimed at either publicly disparaging Tim during an election campaign or exploiting Tim’s public stature for extortionary purposes,” the counterclaim says.
It asks a judge to find Irr breached the contract with the Shehys by not keeping business information confidential when he posted to Facebook and for a judge to award damages and issue a declaration that Irr forfeited all stock by his alleged breach of contract.
Campaign, attorneys respond
Irr’s attorneys have denied the counterclaim’s allegations. Bottomly declined to comment on the filings this week.
A spokesperson for Sheehy’s campaign said the campaign was confident the claims in the lawsuit would be proven false.
“We view this as a politically motivated lawsuit, coordinated by the Democrats, to damage Tim’s image and distract from Tester’s failed record,” the spokesperson said. “The truth is these individuals made hundreds of thousands of dollars in generous payouts after the exit of a successful Montana business and waited four years, until Tim was a candidate, to file these claims.”
Matt Smith, a Denver-based attorney for the Sheehys, told the Daily Montanan on Friday: “The motion to compel is not grounded in facts. We look forward to responding to it later this month.”
The filing from Bottomly says the Sheehys’ attorneys are set to depose Irr and Wantulok in November but have denied their attorneys access to “significant and material evidence,” thus the request of the court to force the defendants’ attorneys to turn over more documents and communications.
Answer_Brief – Brief In Support of Motion