James Torrence, et al. v. The Higgins Family Limited Partnership, et al.

James Torrence and J.T. Lemons (“the plaintiffs”) were lessees of a four-acre tract of land in Polk County. During the original term of the lease, their lessor transferred acreage, which includes the
four acres under lease, to a family partnership, The Higgins Family Limited Partnership (“the Higgins Family”). During an extended term of the plaintiffs’ lease, the Higgins Family, without the consent or knowledge of the plaintiffs, granted Hunter Properties Inc., an option to purchase a 370-acre tract – which includes the four acres – for $1,350,000. Upon subsequent written notice of the option to the plaintiffs by the Higgins Family, the lessees attempted to exercise a right of first refusal set forth in their lease. The right of first refusal provides that “[s]hould the Landlord, during the lease term, or any extended term, elect to sell all or any portion of the Leased Property, the Tenant shall have the right of first refusal to meet any bona fide offer of sale on the same terms and conditions of such offer.” The plaintiffs assert that the right of first refusal extends to the entire 370-acre tract. The Higgins Family refused to sell the lessees the property and this suit followed. The trial court held that the lessees had properly exercised their right of first refusal and were entitled to purchase the property for $1,350,000. Hunter Properties filed a notice of appeal and all parties raise issues. We affirm.