GAUBERT OIL COMPANY, INC.
BAYOU FUEL MARINE AND HARDWARE SUPPLIES, INC., C&M CONTRACTORS INC., LAFITTE REAL ESTATE, L.L.C., JACQUELYN R. DAIGLE, JARED DAIGLE, CHAD DAIGLE, GULF COAST BANK AND TRUST COMPANY, NEW ORLEANS REGIONAL BUSINESS DEVELOPMENT LOAN CORPORATION, JLH ENTERPRISES, L.L.C., JEAN LAFITTE HARBOR, L.L.C., JEAN LAFITTE MARINE, L.L.C.
APPEAL FROM THE TWENTY-FOURTH JUDICIAL DISTRICT COURT PARISH
OF JEFFERSON, STATE OF LOUISIANA NO. 759-820, DIVISION
"N" HONORABLE STEPHEN D. ENRIGHT, JR., JUDGE
COUNSEL FOR PLAINTIFF/APPELLANT, GAUBERT OIL COMPANY, INC.
Daniel A. Ranson Ryan C. Higgins
COUNSEL FOR DEFENDANT/APPELLEE, GULF COAST BANK AND TRUST
COMPANY, NEW ORLEANS REGIONAL BUSINESS DEVELOPMENT LOAN
CORPORATION Wayne A. Maiorana, Jr. Robert A. Mathis
composed of Judges Marc E. Johnson, Stephen J. Windhorst, and
John J. Molaison, Jr.
J. MOLAISON, JR. JUDGE
an appeal from the grant of a partial summary judgment in
favor of two defendants, Gulf Coast Bank and Trust Company
(Gulf Coast) and New Orleans Regional Business Development
Loan Corporation (RLC) in a revocatory action filed by
Gaubert Oil Company, Inc. (Gaubert). The revocatory action is
one of several claims asserted in a petition filed by Gaubert
against numerous defendants as a result of a default on a
promissory note held by Gaubert. Gulf Coast and RLC
(collectively known as "the lenders") are lenders
and hold mortgages and other security interests in certain
immovable and movable property that Gaubert asserts was owned
by Bayou Fuel Marine and Hardware Supplies, Inc. (Bayou
Fuel), the maker of the promissory note which forms the basis
of the revocatory action. Gaubert asserts that the property
was sold to a third party, increasing or causing the
insolvency of the debtor. For the following reasons, we
affirm the judgment.
April 12, 2016, Gaubert filed a petition naming defendants,
Bayou Fuel, C&M Contractors, Inc. (C&M), Lafitte Real
Estate, LLC (Lafitte Real Estate), Gulf Coast, RLC, Jean
Lafitte Harbor, LLC, Jean Lafitte Marine, LLC, JLH
Enterprises, LLC, (JLH), Jacquelyn Daigle, Chad Daigle, and
Jared Daigle as solidary obligors. The petition states a
claim for indebtedness on a promissory note made by Bayou
Fuel, a revocatory action, enforcement of a security interest
and purchaser liability.
petition claims that on March 3, 2016, Bayou Fuel, C&M
and Lafitte Real Estate sold movable and immovable property
to JLH, adversely affecting Gaubert's security interest
in the property. The petition prays for a judgment against
all defendants, who Gaubert asserts are solidary obligors,
that includes the annulment of the sale and transfer of any
property, the liquidation of the property, and the annulment
of any and all security interests held by the lenders
resulting from the sale.
filed a motion for summary judgment against defendants Bayou
Fuel, Jacquelyn Daigle, Jared Daigle and Chad Daigle as to a
promissory note made by Bayou Fuel in Gaubert's favor.
The trial court granted that motion in a judgment rendered on
December 17, 2017. In that judgment, the trial court found
that Bayou Fuel and the Daigles defaulted on a promissory
note and were solidarily liable for payment to Gaubert in the
amount of $609, 726.35. That judgment was appealed to this
Court. However, before the appeal was considered, the parties
reached a compromise to satisfy the judgment, and ultimately
filed a joint motion to dismiss the appeal. This Court
granted that motion on October 8, 2018. Gaubert Oil
Company, Inc., v. Bayou Marine and Hardware Supplies,
Inc., 18-225 (La.App. 5th Cir.).
instant appeal, Gulf Coast and RLC filed a motion for summary
judgment, primarily arguing that a revocatory action cannot
cancel a lender's mortgage. The trial court granted the
summary judgment finding in part that, a revocatory action
only lies to revoke contracts between third parties and the
obligor. The trial court reasoned that at the time of the
sale, Lafitte Real Estate and C&M, two of the sellers,
were not Gaubert's obligors. Finally, the trial court
found that Gaubert had no recorded lien interests in the
assets of Lafitte Real Estate and C&M at the time of the
filed a motion for new trial which the trial court granted in
part to clarify the original judgment. The trial court found
that there is no genuine issue of material fact, and the
lenders are entitled to judgment as a matter of law with
regard to Gaubert's assertion of a revocatory action
seeking to directly annul the lenders' mortgages and
security interests, and dismissed those claims with
prejudice. The judgment clarified that the summary judgment
was granted as to Gaubert's assertion that the
lenders' mortgages may be invalid based on a theory that
Bayou Fuel, C&M and Lafitte Real Estate operated as a
single business enterprise. The judgment makes it clear that
nothing in the original judgment affects Gaubert's claim
that Bayou Fuel, C&M, and Lafitte Real Estate operated as
a single business enterprise and that each is a solidary
obligor on the promissory note, and that nothing in the
original judgment is meant to affect the ranking of any
security interest. Gaubert appeals.
separate, but related appeal pending before this Court,
defendants, JLH, Jean Lafitte Harbor, LLC and Jean Lafitte
Marine, LLC, filed a motion for summary judgment in the
revocatory action. The trial court granted that motion and
dismissed Gaubert's revocatory action against JLH, noting
that the other two defendants were previously dismissed with
prejudice from this case by a judgment dated November 27,
2018. Gaubert Oil Company, Inc. v. Bayou Fuel Marine and
Hardware Supplies, Inc., 19-252 (La.App. 5th
Cir.) ___ So.3d ___.
Fuel, C&M and Lafitte Real Estate are businesses started
by Kenneth Daigle and Al Gross in the 1970's in Lafitte,
Louisiana. Bayou Fuel operated as a marina and supply
business selling fuel, groceries, marine and hardware
supplies. C&M provided crane and dock services for the
oil field industry with equipment to load and unload barges.
C&M also rented boats and cabins, and operated a trailer
park. Lafitte Real Estate owned the immovable property,
located at 4932 Kenal Drive, which it leased to the other two
2006, Kenneth Daigle's sons, Chad and Jared, purchased
Mr. Gross' 50% shares in the businesses for $2.6 million
through financing and a mortgage with Whitney Bank. That
mortgage was subsequently assigned to NCC Financial, LLC
(NCC). After that transaction, all three businesses were
owned by Jacquelyn Daigle (Nicholas Daigle's wife) (50%),
Chad Daigle (26%) and Jared Daigle (24%) respectively.
a supplier of commercial fuel including gasoline and diesel
fuel, sold fuel to C&M and Bayou Fuel on an open account
for many years, and the parties agreed that a good business
relationship existed among them. In 2014, when the amount
unpaid on the open accounts grew to about $900, 000.00,
Gaubert put deliveries on a cash on delivery basis. Shortly
thereafter, Gaubert and Bayou Fuel agreed to convert the
accounts payable to a promissory note in favor of Gaubert.
Gaubert agreed to waive the finance charges on the amount
due, and Bayou Fuel executed a promissory note to Gaubert in
the amount of $774, 670.14. In conjunction with the
promissory note, the parties also executed a commercial
security agreement encumbering the equipment, inventory,
accounts receivables, and proceeds from the sale of any of
the assets of Bayou Fuel. The documents were filed in the
Lafourche Parish registry. After a few months, the companies
stopped making payments to Gaubert on the promissory note
because of financial restraints.
2015, the Daigles' decided to sell all of their holdings.
Their real estate agent secured an interested buyer, Nicholas
Dinet, who agreed to purchase the real property and all
equipment and inventory for $3.1 million. However, Mr. Dinet
was unable to secure financing to complete the transaction.
negotiations involved Maria Couevas, who was only able to
secure financing in the amount of $1.8 million through a
combination of loans including one by Gulf Coast and two by
RLC. RLC is a community development entity which ...