HOUSTON – The contentious family legal battle between Cary McNair and Texans ownership has branched out into the since-dismissed CEO of McNair Industries versus the National Football League.
Now, the NFL filed a motion Friday to dismiss Cary McNair’s lawsuit filed in the Supreme Court of New York before Judge Andrea Masley that seeks a minimum $100 million. The motion, obtained by KPRC 2, stated that Cary McNair has been seeking ‘a new villain’ in his ongoing battle against his brother, Cal McNair, the Texans’ principal owner, CEO and chairman. The league’s counsel asked the Court to dismiss the lawsuit, with prejudice.
The league cited Cary McNair’s “unsuccessful litigation” against his family, which includes him losing a legal effort in Harris County seeking guardianship of his mother, Janice McNair, and her estate holdings in 2023 as well as seeking damages when he was removed by the board of the McNair family’s business interests.
The NFL’s counsel, Gibson, Dunn & Crutcher, characterized Cary McNair’s lawsuit as a ‘last-ditch claim’ after being defeated in Texas.
The Texans didn’t issue a comment on this active legal matter. The NFL declined to comment.
Lawyers representing the NFL’s interests in this legal matter stated that the plaintiff failed to identify any contract the NFL allegedly interfered with, failed to identify a contract provision that was allegedly breached, stated there was no “cause of action for tortious interference with an at-will contract.”
“This lawsuit is a transparent attempt by Plaintiff Robert Cary McNair, Jr. to relitigate a family dispute he has been losing in every other forum,” the motion to dismiss stated. “After more than two years of defeats in Texas and Nevada courts, Plaintiff tries again, searching for a new venue and a new villain to continue his smear campaign. This time, he points the finger at the National Football League for his termination from various McNair family entities. But his “blame the NFL” narrative is legally baseless and factually incoherent. His case fails as a matter of law and should be dismissed. Plaintiff’s pivot is as obvious as it is untenable.
“For years, he insisted to other tribunals that his brother Cal McNair “orchestrated a hostile takeover” of the family businesses (which include a trust that holds the Houston Texans NFL franchise) and “ousted Cary from his roles.” Now, without explanation and contrary to everything he previously alleged, he says the NFL somehow engineered his removal. But the only conduct he attributes to the League is the routine approval of ownership adjustments for the Houston Texans under the NFL Constitution and Bylaws. That administrative approval has nothing whatsoever to do with Plaintiff’s subsequent terminations from separate McNair family businesses. His new theory is not just implausible; it is legally irrelevant and flatly inconsistent with his own prior positions.”
After Cary McNair, who is being represented by Houston-based attorney Tony Buzbee, dropped his lawsuit involving Texans ,co-founder and principal owner Janice McNair, he was voted off the board.
Buzbee filed the lawsuit on behalf of Cary McNair in September.
In his filing, Buzbee wrote:
“When Plaintiff Cary McNair began asking pointed questions about NFL player scandals that potentially implicated the NFL, its personnel, and its decision-making process, the NFL worked to silence him by, among other things, negotiating a restructuring of the McNair family business and McNair family trust, which led to the more pliable Cal McNair, Cary’s brother, being installed as the Owner’s Representative, and to Cary McNair being stripped of his roles and employment with the McNair family enterprises.”
The NFL, in its response to the lawsuit, stated that Cary McNair didn’t identify any valid contract, naming no agreement, counterparty or terms.
“Under black-letter principles, there can be no tortious interference if there is no contact,” the NFL’s counsel wrote. “Strip away the rhetoric and the venue-shopping and nothing remains. Plaintiff is simply trying to repackage an intra-family dispute he has been losing, this time by accusing the NFL of causing a termination he cannot tie to any contract, any breach, or any actionable conduct. His story may be new, but it adds nothing of legal significance. This is not a close case. The Court should dismiss the complaint with prejudice.”
Harris County probate court Judge Jerry Simoneaux denied Cary McNair’s request for an independent medical exam that effectively ended the legal dispute.
If Cary McNair had been successful in obtaining guardianship of his mother, that could have affected control of the defending AFC South champion Texans franchise.
Cary McNair is one of the late Texans founder and owner Bob McNair’s four children. Bob McNair passed away in 2018 after a long fight with skin cancer.
After the failed attempt to seek guardianship, Cal McNair and his sisters Ruth McNair Smith and Melissa McNair were assigned Janice McNair’s interests in Palmetto Protector, an entity overseeing the McNair family trusts. At that time because that affected ownership interests in the Texans, Janice McNair and other interested parties were required to see the NFL’s consent. The NFL did and Cal McNair was voted unanimously as principal owner by his fellow franchise owners, including Dallas Cowboys owner Jerry Jones.
“Cal thinks it’s great, great for the fans, great for the team, great for the organization, and he’s just glad this is over. Most importantly, happy for his mother,” Paul Dobrowski, Cal McNair’s attorney, told KPRC 2 in a telephone interview at the time of the dismissal. “They can remain totally focused on the draft and next season without this distraction. Cal is very thankful for Judge Simoneaux. He really can’t say enough good things about him and how he handled this. His ruling on the IME was critical and helped get this matter resolved. Janice is going to remain on as the senior chairperson for the Texans and she is actively involved with Cal. So, steady in the boat and excited for next season.”
The attorney for Janice McNair previously told KPRC 2 that he planned to request a dismissal of the probate court case after Simoneaux’s ruling.
Cary McNair was seeking an independent medical exam and guardianship of his mother with his attorneys, arguing that Janice McNair was mentally incapacitated, including allegations that she had memory loss and other cognitive function issues.
This allegation regarding her mental condition was strongly denied and opposed in court by Janice McNair and her attorney, Don Jackson, and Cal McNair, through Dobrowski, as well as by her primary care physician.
“We received the judge’s ruling, we got the order late this morning, and Judge Simoneaux denied Cary McNair’s request for an independent medical exam, and we believe that is absolutely the correct ruling,” attorney Don Jackson said in a telephone interview. “We are very pleased. We appreciate Judge Simoneaux and his staff for all of their hard work and consideration of this case. We don’t know the time and when, but we will be asking the judge to dismiss the case.”
“Janice is very happy. I spoke with Janice a couple of times today and she is very pleased. She wants this behind her and she doesn’t want the stress of this ruling. She wants to put it all behind her.”
Court filings revealed the legal dispute and a battle within the family while the AFC South champion Texans were preparing for an AFC wild-card playoff victory over the Cleveland Browns.
Janice McNair suffered a stroke in January 2022.
“Janice McNair is feeling good and she is doing well,” Jackson said.
Cary McNair, Janice McNair’s son and Cal’s brother, is the CEO of McNair Industries.
Cal McNair has been the chairman and CEO of the Texans since his father’s passing after previously holding titles of vice chairman and chief operating officer. Cal McNair chairs the NFL audit committee and sits on the NFL investment committees.
Cal McNair and his mother previously filed affidavits opposing the legal action from Cary McNair and asked that the filing be sealed.
Cal McNair wrote the following in an affidavit opposing the request for the guardianship:
“I have ownership interests in the Houston Texans NFL Franchise and am currently serving as the Houston Texans Chairman and Chief Executive Officer. The details of this family dispute becoming public will have a serious impact on the Texans. It will create a needless and baseless media stir regarding the ownership and direction of the Texans, thereby negatively affecting our employees, business partners, and the team. Immediate and irreparable harm will result if the records continue to be accessible to the public until notice can be posted and a hearing held on the Motion because my confidential information will be picked up and shared by a third party in the interim. There are no less restrictive means than sealing the Records that will adequately and effectively protect my interests as this dispute will necessarily involve my confidential information.”
Cal McNair and Janice McNair, in affidavits, stated they wanted to protect her medical history and information, financial information, including assets and management, Cal McNair’s financial information and relationships among the McNair family.
“Cary filed the application without the knowledge or input of Ms. McNair or Cal, who are shocked at Cary’s drastic and unwarranted measures of alleging his mother is incapacitated, seeking to terminate her rights and appoint himself as her guardian to control her personal, financial and medical decisions,” the affidavit stated. “Ms, McNair and Cal are firmly against any allegation or implication that Ms. McNair is incapacitated or needs a guardianship. Cary publicly filed the application, which includes Ms. McNair’s confidential medical information such as her doctor’s information, potential medical appointments and her Statutory Durable Power of Attorney. The Application also includes Ms. McNair’s and Cal’s confidential financial information and includes Ms. McNair’s and Cal’s home addresses.”
Janice McNair stated in an affidavit that Cary McNair was “seeking to limit or terminate my rights and appoint himself as guardian of my estate.”
The McNair family business interests include real estate and other businesses.
In December, Judge Simoneaux issued a temporary sealing order stating that Janice McNair and Cal McNair had shown they would suffer immediate and irreparable harm if the case wasn’t made a confidential matter.
“Mrs. McNair and I believe Cary obtained our confidential, financial and personal information through these roles as a fiduciary,” Cal McNair wrote in an affidavit. “Thus, Cary’s disclosure of the information in the application constitutes a breach of his duties owed to Ms. McNair and me. I understand that the guardianship proceedings, which I will be participating in to argue and prove that my mother does not need a guardianship will involve more detailed filings and testimony related to my personal and financial information as Cary has made them an issue. My personal and financial information is confidential, and I understand that I have a right to privacy regarding my confidential information.”
Bob McNair died after a long battle with skin cancer in November 2018 and Janice McNair took over as principal owner.
Cal McNair has been the primary leader of the organization since his father’s death, and he works closely with his wife, foundation vice president Hannah McNair, in conducting the daily operations of the team.
Purchased in 1999 for $600 million, the Texans have a Forbes valuation of over $5.5 billion.
Retired Texans wide receiver Andre Johnson, during a press conference
Aaron Wilson is a Texans and NFL reporter for KPRC 2 and click2houston.com.
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