Brother in Holiday World dispute still fighting for ownership

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The family battle over the southern Indiana amusement park, Holiday World and Splashin’ Safari, could be moving to the Indiana Supreme Court.

Attorneys representing Dan Koch filed a petition to transfer Dec. 5. They argue under a “legitimate reading” of the agreement between the park’s shareholders and the estate of the William Koch Jr., the estate is only entitled payment for William Koch’s shares and cannot be the majority shareholder.

The Koch Development Corp.’s 2002 share purchase and security agreement required the corporation to buy all the shares of common stock whenever a shareholder died. After Will, then the majority owner, passed away in June 2010, his brother, Dan, became owner and operator of Holiday World.

Dan subsequently tendered an offer of $26.9 million for Will’s majority shares. However, Will’s widow charged that Dan had undervalued the shares and the actual purchase price is $32.1 million.

In October, the Indiana Court of Appeals found Dan and KDC materially breached the agreement and, therefore, the estate did not have to sell Will’s shares.     

Petitioning for transfer, Dan asserted the Court of Appeals improperly relied on the “first party to breach” doctrine. He argued this doctrine has been repealed by the adoption of Section 242 of the Restatement (Second) of Contracts which expressly calls for contracts to be enforced even when there has been a material breach.

“Under no reasonable interpretation of the Court of Appeals’ Opinion did the court enforce the Agreement,” Dan’s petition stated. “Instead, relying on the ‘first party to breach’ doctrine, the court rewrote the Agreement to provide extra-contractual relief to the Estate, contrary to the expectations of the parties.”

In addition, Dan faulted estate’s continued assertion that he failed to act within the 180-day period imposed by the agreement. He stated that the estate’s position is unfounded and runs counter to Indiana law.

Dan concluded that Indiana law requires the estate to sell Will’s share to him and KDC.

“To rule otherwise, allowing the Estate to keep Will’s stock – and thus majority ownership in KDC – would defeat the clear expectations of the parties of the Agreement and, contrary to the Estate’s position, would grant it an unlawful windfall, because under no legitimate reading of the Agreement is the Estate entitled to anything other than the purchase price of Will’s shares,” the petition states.



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  1. Joe, you might want to do some reading on the fate of Hoosier whistleblowers before you get your expectations raised up.

  2. I had a hospital and dcs caseworker falsify reports that my child was born with drugs in her system. I filed a complaint with the Indiana department of health....and they found that the hospital falsified drug screens in their investigation. Then I filed a complaint with human health services in Washington DC...dcs drug Testing is unregulated and is indicating false positives...they are currently being investigated by human health services. Then I located an attorney and signed contracts one month ago to sue dcs and Anderson community hospital. Once the suit is filed I am taking out a loan against the suit and paying a law firm to file a writ of mandamus challenging the courts jurisdiction to invoke chins case against me. I also forwarded evidence to a u.s. senator who contacted hhs to push an investigation faster. Once the lawsuit is filed local news stations will be running coverage on the situation. Easy day....people will be losing their jobs soon...and judge pancol...who has attempted to cover up what has happened will also be in trouble. The drug testing is a kids for cash and federal funding situation.

  3. (A)ll (C)riminals (L)ove (U)s is up to their old, "If it's honorable and pro-American, we're against it," nonsense. I'm not a big Pence fan but at least he's showing his patriotism which is something the left won't do.

  4. While if true this auto dealer should be held liable, where was the BMV in all of this? How is it that the dealer was able to get "clean" titles to these vehicles in order to sell them to unsuspecting consumers?

  5. He has refused his Assent to Laws, the most wholesome and necessary for the public good. He has forbidden his Governors to pass Laws of immediate and pressing importance, He has erected a multitude of New Offices, and sent hither swarms of Officers to harrass our people, and eat out their substance. He has combined with others to subject us to a jurisdiction foreign to our constitution, and unacknowledged by our laws; giving his Assent to their Acts of pretended Legislation: For imposing Taxes on us without our Consent: He is at this time transporting large Armies of foreign Mercenaries to compleat the works of death, desolation and tyranny, already begun with circumstances of Cruelty & perfidy scarcely paralleled in the most barbarous ages, and totally unworthy the Head of a civilized nation.. He has excited domestic insurrections amongst us, and has endeavoured to bring on the inhabitants of our frontiers, the merciless [ ] Savages, whose known rule of warfare, is an undistinguished destruction of all ages, sexes and conditions. GOD BLESS THE GOVERNORS RESISTING! Count on the gutless judiciary to tie our children down and facilitate the swords being drawn across their throats. Wake Up America ...