## Facts

- Turner owned the Atlanta Hawks, the Atlanta Thrashers, and operating rights to Philips Arena and announced in 2002 it intended to sell these assets.
- David McDavid negotiated to purchase the assets.
- On April 30, 2003, the parties signed a letter of intent establishing an exclusive negotiating period and outlining proposed terms; it expired without a final written contract, but negotiations continued.
- Evidence at trial showed Turner personnel described the transaction with McDavid as a “done deal” and treated subsequent drafting as memorializing agreed terms.
- Turner’s board approved a restructured version of the transaction that Turner represented as not changing primary terms, and Turner’s CEO communicated that the deal was complete.
- While exchanging drafts with McDavid, Turner negotiated with Atlanta Spirit, LLC and executed a written sale agreement with Atlanta Spirit on September 12, 2003.
- Turner later told McDavid the deal was off; McDavid sued for breach of an oral contract and presented expert valuation evidence supporting substantial damages.
- A jury found Turner liable for breach of contract and awarded McDavid $281 million; the trial court denied Turner’s motions for JNOV or a new trial.

## Issues

1. Whether there was any evidence that the parties intended to be bound by an oral agreement before signing a final written contract and had agreed on all material terms.
2. Whether McDavid was required to prove the NBA and NHL would have approved the sale, and whether the trial court erred by refusing Turner’s requested jury instruction on league approval.
3. Whether the $281 million damages award was speculative, excessive, or against the weight of the evidence.

## Decision

- Affirmed the judgment and the denial of Turner’s motions for JNOV and new trial.
- Held that there was some evidence supporting the jury’s finding of an enforceable oral contract, including evidence of intent to be bound and agreement on material terms.
- Rejected Turner’s league-approval arguments and found no reversible instructional error.
- Upheld the $281 million award because the jury heard competing valuation evidence and the verdict was supported by competent evidence.

## Legal Principles

- When a jury verdict has been approved by the trial judge, an appellate court must affirm if any evidence supports the verdict, construing evidence and inferences in favor of upholding it.
- Under Georgia law, parties may form an enforceable oral contract even when they expect later written documentation, if they intend immediate binding effect and agree on essential terms.
- Whether conditions such as third-party or league approval would be satisfied may present fact questions for the jury on an adequate evidentiary record.
- Damages are not reversible as speculative or excessive where the jury resolves conflicting expert valuation evidence and the award is supported within the evidentiary range.

## Conclusion

The court affirmed a $281 million breach-of-contract verdict, concluding that the record contained evidence from which a jury could find the parties formed a binding oral agreement to sell the sports franchises and arena rights, that league-approval concerns did not require reversal, and that the damages award was supported by competent valuation evidence under a deferential appellate standard.


Turner Broad. Sys., Inc. v. McDavid, 303 Ga. App. 593, 693 S.E.2d 873 (Ga. Ct. App. 2010)