Loeb Represents Mandrake Capital and Related Parties in High-Stakes Multi-Forum Joint Venture Dispute Concerning the Iconic Stanly Ranch Property in Napa Valley

In a high-profile dispute involving Stanly Ranch, an iconic luxury resort and residential development in Napa Valley, California, Loeb & Loeb Litigation partners Tad O’Connor, Mark Ressler, Andrew Elkin and Melissa Barahona represent New York-based Mandrake Capital and related parties in parallel proceedings in state courts in New York and California. In this joint venture dispute, the general partner, controlled by Denver-based developer the Nichols Partnership, has asserted claims against the limited partner, controlled by Mandrake, arising out of a multi-year project to develop Stanly Ranch.

This representation is another in a series of high-profile real estate matters for Loeb partners Tad O’Connor, a Chambers-ranked real estate litigator, and Mark Ressler. The two have handled numerous joint venture disputes for leading developers, owners, operators and investors involving marquee properties in New York and elsewhere. 

The New York Action

The Nichols entities commenced the New York action, in the Manhattan Commercial Part, in March 2026, challenging the limited partner’s exercise of its contractual rights in response to actions and decisions by the general partner over project budgets, residential pricing and capital call shortfalls. Asserting claims for, among others, contract breach, fiduciary breach and fraud, the plaintiffs allege that the defendants caused a default on a $235 million loan and seek more than $100 million in damages.

Loeb filed a motion to dismiss the complaint in its entirety on April 30, 2026. The motion argues, among other things, that the claims are time-barred, duplicative, insufficiently particularized, nonjusticiable and precluded by express contractual waivers and applicable law. In the motion, the defendants contend that Nichols mismanaged the project, blowing budgets and causing delays that resulted in the limited partner’s termination of Nichols as project developer. The motion asserts that “what the Complaint casts as a nefarious scheme by Defendants is in fact a futile attempt by Plaintiffs to convert their own mismanagement into someone else’s liability.”

The California Action

Nichols filed a parallel action in Napa County Superior Court against a Mandrake entity and the joint venture, seeking to challenge the termination of its role as developer and nonpayment of $780,000 in fees allegedly owed under a development agreement.

Loeb Litigation partner Michael Donner represents a defendant in the California action. On April 30, 2026, Loeb filed a demurrer arguing that the plaintiffs’ claims for tortious interference, unjust enrichment and declaratory relief were defective, and joined in the joint venture’s demurrer as to the remaining claims. Concurrently, the Loeb team moved to dismiss or stay the action on forum non conveniens grounds, arguing that the partnership agreement’s mandatory forum selection clause requires that disputes be heard in New York, where Nichols already commenced an action.