The final court decision has been issued in the case of Kevin Brittingham’s lawsuit against Freedom Group and Remington over his sudden firing a couple years back, and it’s a way better read than I expected. Not only is it a complete and total smackdown against Remington, but it was so entertaining that I found myself chuckling at times. The full test is available for download here, but for those who don’t want to wade through all 117 pages of brilliantly written legal analysis I’ll try to summarize . . .
Kevin Brittingham founded AAC, and his success was due in part to the culture that the company cultivated. They even went so far as to give silencers to people who had an AAC logo tattooed on their bodies, a marketing campaign that was so successful that they sunk a quarter million dollars into it before it ended. The company was debt free and making money hand over fist, so Kevin never saw a need to sell. But after a meeting with Jason Schauble (then working for Remington, recently fired from Tracking Point, and now working for SilencerCo), Kevin saw that Remington might be able to help them grow the business beyond what they could do on their own. Kevin wanted silencers to be mainstream, and getting Remington to start marketing silencers would be a major step forward.
The end result of the negotiations with Jason Schauble was that AAC would be a separate entity owned by Remington, but completely independent in operation. And in return, Remington would provide support with ATF compliance, record keeping, and give them access to Remington’s extensive distribution network. It was a sweet deal on its face, but it never had a chance.
To make the deal work, Remington would purchase AAC’s gear lock, stock, and barrel and transfer it to a new Remington-owned entity. This meant transferring all existing equipment to Remington’s possession, along with all of their silencers and R&D guns. But there was a problem. Since day one, Kevin had used his personal gun collection in the design and development of the company’s silencers. Kevin had gotten his start in the gun world by buying and selling machine guns back when the market was starting to take off, and as a result he had amassed an impressive collection of modern and antique guns. He had used these as tools to test new silencer designs, and since he owned the company he never saw the need to officially transfer the guns to AAC or buy replacements.
Realizing that AAC would not be able to function without using Kevin’s personal guns for R&D, the deal allowed time for those guns to remain on premises while the transfer was taking place. The idea was that Remington would either purchase those guns later or get some replacements, but in the meantime Kevin’s stash would remain in the shop and fuel the development of new products. Jason Schauble didn’t see this as problematic, so long as Kevin maintained proper “control and dominion” over the guns as per ATF regulations and federal law.
After the sale, things went south quickly. Technically as soon as the company was sold they needed to start operating under a new FFL, since they had only purchased the assets and not the business itself. But instead of ceasing operation until they had everything figured out under their own FFL, they continued using Kevin Brittingham’s personal and business FFLs and simply rubber stamping his name on the forms. Even after AAC had moved to the new Lawrenceville location and sold the old business, they continued operating as if the old FFL from that old building was valid. On the stand, Remington’s own ATF expert testified that the practice was indeed illegal
Kevin and the AAC guys saw what was happening and were understandably concerned. Despite Remington’s promise to send them support to handle the compliance issues, no help came. Kevin and others repeatedly asked when someone would be assigned to help, but years after the sale there was no permanent employee detailed to handle AAC’s books. In the meantime, AAC continued to use their pre-sale FFLs to conduct business while Freedom Group obtained a new one for the “new” AAC, and even after the new FFL was in place the existing stocks of guns and ammo that had been agreed upon as part of the sale remained in the “old” FFL’s bound books. The guns in AAC’s vaults became a tangled mess, and there was no end in sight to the compliance nightmare.
During this time, as court documents showed, Kevin had succeeded in pissing off Freedom Group to the extent that they were actively looking for a reason to fire him. The terms of his contract were that he would be an employee of the “new” AAC and retain control of that autonomous entity, and if he hit his performance metrics and was still employed come January of 2015 he’d be given an extra $4 million over the $10 million purchase price. Remington still hadn’t paid the full purchase price either, meaning that Kevin was stuck for another few years. The only good news was that Kevin was untouchable — unless he committed a felony, or broke company policy.
Remington and Freedom Group finally had their excuse to can Brittingham when a single antique silencer was delivered to AAC’s doorstep. Kevin had standing orders that any Maxim silencer his employees found should immediately be purchased for his collection, but he also used them as models for designing new silencers by examining their construction. He confirmed via text message that the silencer in question was indeed a Maxim, but he maintains that it was sent by Freedom Group to set him up. Nevertheless, even before it could be determined whether this was Kevin’s “personal” silencer or if it was for R&D at the company, Kevin was suspended.
Kevin immediately tried to contact Freedom Group about the reason for his suspension, and he wasn’t given any information. Despite repeated requests, he was never given a reason for his suspension or the results of an external investigation into the issue. The only thing he hard from Remington was that he had been fired “for cause,” which would void his employment agreement and leave him out $4 million. In reality, there had never been any cause for termination.
Kevin thought that he was canned, but Remington offered him an option. They told him that he had been fired “for cause” and that he could return if and only if he signed a document saying that he admitted fault, agreed to a lower pay (previously $250,000/year), and was on “probation” for a year during which they could fire him without notice. Kevin tried to negotiate the terms of the agreement, but there were no changes. On the dotted line of that agreement he signed only the word “flounder.” According to Kevin that was written in the “title” box, as Kevin had had his title changed from “president” to “founder,” but he doesn’t remember writing it.
It’s not clear whether Remington and Freedom Group realized that Kevin hadn’t signed the document or if Kevin had tried to “dupe” them but either way he came back to work, accepted the lower pay, and kept right on trucking. At court, it came out that the only person on Remington’s side who could sign the employment agreements and make them valid… never did. So even if Kevin had signed, Remington never did.
Remington eventually sent a single person to iron out the compliance issues, in the form of a former private investigator with a few days of ATF training and no background in compliance whatsoever. Repeated emails warning that the guy wasn’t qualified went unheeded, and he immediately set to work trying to untangle AAC’s books. I’ll spare you the details (it gets pretty dry), but here are the judge’s own words on the compliance officer:
[The compliance officer] was never intended to be a compliance person – at best, he was unqualified to ensure appropriate compliance; at worst, he was sent to AAC to find a basis to terminate Brittingham.
On November 16th 2011, Jason Schauble was plotting Kevin’s final demise. He had had enough of Kevin, and figured that Kevin didn’t deserve the $4 million that was coming to him. This despite Kevin meeting and exceeding his stated performance goal (growing the company by over 100%, more than the amount required by the employment agreement). In an email recorded in the final verdict, Jason Schauble outlines his plan.
I think you [Scott Blackstone, Freedom Group] and I should seriously consider a Plan B for this business. . . . If we terminate [Brittingham] at our discretion before the end of his year, we might lose Lynsey [manager at AAC and co-plaintiff in the suit] and we might lose Robert [Silvers, R&D genius and 300 BLK designer], and we might get sued, but we will keep a lot of other people and I’ll personally go down there and put people in place that will endure in the longer term and continue to grow this business. Also, this move will get Bob on board and de-risk this business. . . .
[T]he time is now to consider before we double down on our investment of a lot of our personal capital getting him his title and $$ back and enduring his inability to work within our system.
[…]
I have researched our Plan B options with APA, old employment agreements, new employment agreements, term sheets with probation statements, etc and can give you the bottom line tomorrow . . . . I also thought through various replacement options . . . .
I think we are at the juncture to discuss whether we want to make a leadership change for the long term at AAC if we believe that KB is not up to the task. If we do, we have until Jan. 9 or else it becomes a ton harder bc probationary period ends. . . .
It is important to point out that at the time this email was written, Remington and Freedom Group had no knowledge that Kevin had done anything wrong. He had pissed off the management, but that wasn’t sufficient cause for dismissal. Schauble and the rest of the Remington and Freedom Group board were not aware of any misconduct that would give them a reason to can Kevin.
On December 19th, Schauble got his response. Jason wanted AAC to be treated like another “plant,” like Remington or Marlin or Bushmaster, with Remington HQ as the head of operations. But Scott Blackwell at Freedom Group told him in no uncertain terms that AAC would remain a separate entity. At 5:00 PM, Jason Schauble sent in his resignation stating “I just don’t feel that we (fgi) have a fundamental philosophy that I can reconcile with on many levels.”
Back in October, a pre SHOT Show photo shoot took place at AAC’s HQ. During the shoot a number of guns were used which Freedom Group claims were Kevin’s personal firearms, but Kevin denies this claim. According to Kevin these guns all came from the old AAC location and were on the old FFL that was still being used by AAC to do business — the guns that were in the process of being transferred to the “new” AAC — and none of them were his personal firearms. He claims that one of the AAC employees brought them over and that he wasn’t even present for the photo shoot. The judge didn’t find Kevin’s testimony credible on that point, but the lack of evidence to support Freedom Group’s assertion that the guns were Kevin’s makes it a moot point.
Later that month the compliance officer finally arrived, and noticed that some of the guns from the shoot were still present. He immediately started segregating the guns and, with some help, forming a pile that were not able to be positively identified as AAC property. The compliance officer told Kevin verbally to remove any personal firearms from the premises, and Kevin set to work doing exactly that. One of the employees compiled a list of these guns and titled the pile “Kevin’s guns,” despite it actually being a pile of guns whose provenance was not known. At trial many of these guns turned out to not be Kevin’s firearms at all, and the rest were common firearms that were not conclusively Kevin’s guns.
It is important to note that neither the compliance officer nor any of the AAC staff assisting with the segregation process knew about the terms of the sale, specifically which guns of Kevin’s became the property of the “new” AAC. As such all they had to go on were the bound books for the new FFL, and the guns they were putting in the “Kevin” pile turned out to indeed be related to the sale of the company years earlier.
While the guns were being sorted, a hand written list of which guns were under whose ownership was compiled. It was nowhere near accurate or complete, and was intended as a starting point rather than a finished product. But months later when the list made its way to Freedom Group’s headquarters, they took it as gospel that the guns in the “Kevin” pile were all actually Kevin’s guns, did no further fact checking, and decided to fire him without notice.
On December 20th Kevin stayed late after a full day of work, disabled the main security camera, and removed all of the personal items that he could get his hands on. The judge thinks that Kevin might have been after some personal firearms as well, but Kevin says he just wanted to grab his personal effects — when he was suspended previously, Remington didn’t even let him grab his kid’s backpack before being thrown out of the building. The next day he was fired, supposedly for still having personal firearms on the premises.
The issue is that under the original employment agreement, Kevin needed to be issued a written warning and be given an opportunity to fix the problem (over a period of 30 days). That warning never took place, and no time was given. He was summarily fired for guns that either weren’t actually his or were being legitimately used for R&D purposes being in the shop, and that was a breach of the contract from Freedom Group’s end.
The conclusion of the decision is pretty awesome to read, and I recommend you do it in full. But here are the cliff notes:
- Kevin had been suspended for no reason — there was insufficient evidence that a single silencer whose provenance and purpose was unclear was justification for “cause” to fire him, especially when Kevin’s personal guns were still being used for R&D purposes as per the terms of the agreement.
- Freedom Group and Remington had been incorrect about their finding of “cause” for terminating Kevin, had withheld information by never providing him with any documentation about the investigation or even a detailed description of what he did wrong, and issued an ultimatum to sign the new employment agreement or lose out on all his money. Because of the false pretenses, even if Kevin had signed the document it would have been void and the original agreement would have remained in place.
- Freedom Group and Remington had conspired to find a way to fire Kevin in order to save $4 to $8 million that he was due as performance incentives and pay.
- Kevin never signed the new agreement, and Freedom Group should have known better than to consider the word “flounder” as Kevin’s official signature on an important document. The judge described it as an act of defiance and not a binding signature.
Due to these decisions, the judge ruled that Kevin had been terminated without cause and was due every cent of the damages that he demanded: somewhere around $14 million plus lawyer fees and interest.
[1/20/2014 – 10:38 AM: This post was updated thanks to an interview with Kevin Brittingham. Comments from Kevin are marked as such.]
I am not a lawyer or cop. I am just a casual observer who feels that many times cops are prone to unneeded overuse of force. However, this cop was polite, respectful, gave plenty of time, partially retreated and showed great restraint. I say good and justified shoot. I am sorry for both family for having to go through this.
This is a whole boatload of “fail” and a passel of “never mind”.
Lesson here is, if you own a company and have another, larger company come in an “help”, you don’t own your company anymore. I work with a lady who just left a firm that used to be owned by a sole proprietor. The owner was having some cash flow issues, so he sold controlling interest to larger company. 2 years later, he’s fired “from his own company”, and she can’t understand how. Simple answer: it’s not his company anymore, and it wasn’t the day he sold ownership and went from employer to employee.
Sounds like a pretty toxic environment to work in. I still want a pre-Remington marlin 336, though.
This guy is an idiot. He states its a 30 cal when its obvious its a 5.56. Next he says its an automatic weapon which would mean it needed a federal tax stamp to own. Next he says the sniper rifle is just like the ones used in Afghanistan which is BS, The army doesn’t use weapons like that.
How is it sub intelligent people get elected to office especially in California.
I haven’t read through the full decision (though I will), but this was an Interesting read. Thanks, Nick.
OK, I’m plowing through the decision. Several things jump out at me:
1. The deal was structured as a $10 mil+ lump sum up front, and $8 mil in contingent comp, based on whether Kevin was still with AAC in 2015 and “met certain goals.”
BAD MOVE. Never, ever take a buy-out package that is contingent upon you, the founder, still being there at some date in the future. You’ve now structured a deal where it is well within the buyer’s benefit to get rid of you and the founders of the company being bought out.
No, you never, ever do this. If they want you to remain on, work for a set dollar amount per month or year. Your continuing to work for a company that is no longer yours is a completely different matter than the buy-out price of the existing company at the point where ownership and control is transferred to the buyer. At the point when they want control, they need to cough up the full fair value in the deal. Not later, not contingent upon some future issue. Now.
2. When some buyer of your company says that their back-office IT systems can benefit you, that’s a sure sign that they’re going to quash your culture. Culture follows process, and vice-versa. If you don’t want to work for a bunch of hide-bound morons who spend their days filling out TPS reports, then don’t accept a buy-out offer from a company that promised you how TPS reports are going to cure all your record-keeping problems.
3. For founders of small companies, get a lawyer. Really. The big companies who are buying you have scads of lawyers on their staff. You should make the effort to get at least one hot-shot lawyer on your side. This will cost money. This might well save you lots of money later.
4. FGI’s management are not “gun guys.” They’re a bunch of Wall Street parasites. Nardelli is an infamous jerk. As such, their word is worthless. They don’t know what they’re talking about, and the only thing they’re interested in is making money for themselves. Customers, employees, et al can go screw themselves, as they’re completely expendable.
DG, as a lawyer who represented both small and huge companies in mergers and acquisitions, all I can say is: you nailed it.
Any contract that calls for payment to the seller “on the come” provides an incentive for the buyer to jack with the seller. And as everybody knows, a stiff corporation has no conscience.
Wow, lot of work went into this one. Good read though. It’s nice to see the innovator and underdog in the market smack the big lazy dog that was trying some underhanded crap.
Wherever Kevin ends up, I will buy as many of his products as I can afford.
“Throw into that confusion the fact that the R&D department was using some of Kevin’s personal firearms as design aides and you can see where there was a lot of potential for disaster.”
So it seems as if there was a lot of confusion and scheming around this issue. The question I have is why? As in, why should there be any problem whatsoever with a company using a personal possession to facilitate R&D? It doesn’t surprise me that our government would put in place rules/regulations that stifle design and innovation, they do that all the time. But this R&D is related to our RKBA, so why is it ok to do this? If I were the judge, I’d have been tempted to issue a ruling that called into question the legality of these rules.
The owner of a business has a great deal of leeway on how they run that business. As it should be, but it gets complicated when control changes or there’s nebulous IP or physical property rights. The problem was not anticipating these problems and accounting for them enough. No insult intended to Brittingham, but I suspect he would have preferred to have done things differently and avoided all of this in hindsight.
Someone should gather the statistics on how likely a MAIG member is to commit a crime versus a CCW holder.
Politician or non-politician?
If they wanted a smaller revolver they should have chambered it for the shorter but more powerful 9mmP — or even the comparably powered .380acp. Then the cylinder could have been made significantly shorter.
Don’t see much of a difference between that and a vest with mags attached except the “case” is slower. Am I missing something?
Just the novelty, as far as I can tell. If you need body armor you should probably just wear it. If you need to hide your body armor while not wearing it, I would think you could just put it into a duffel bag with all the other stuff you would want to have while realizing you need to put on your body armor.
From the website it appears the price of the CARRIER is $449. It has NO ARMOR for that price. Only when you pay $785 do you start getting into basic ballistic protection for pistol rounds. $1275 for rifle rounds. And since it’s not soft armor it’s not gonna provide any protection for the sides.
The briefcase configuration is a neat novelty, but that’s about it. If you need a vest enough that you’re willing to spend above $700 dollars and have with you, I think you need one enough to either wear one or just figure out a different storage method.
In short: it’s tacticool, but the advantages it appears to offer can be matched or exceeded by other options.
I was so glad to hear that Sheriff Nick Finch of Liberty County Florida was found not guilty. Florida should really look at clearifying and appropriately defining conceal-carry laws. Thank God that there were enough citizens that knew what Sheriff Finch’s rights are concerning the constitution were to render a proper verdict. As Sheriff he has the power to interpret when laws should be applied.
Only in office a year and already talking pogroms.
The kimber dragon haha I like it way better. I have it every thing is great except for the sights. And when you pay 1200 ish for a pistol you would think you would get 2 mags….wrong! Oh well love it anyways. Great job kimber thanks
This billboard actually pisses me off. In the sense that it is a constant reminder that I live in Cook County and can’t own an AR.
Sure you can. You just can’t (legally) keep it there. But you could keep a Mini-14 (no flash hider)…
Love them shoving it in the faces of the elitist’s in Chicago , they are so full of themselves that they really think that the rest of the US will go along with their national gun control , a storm is coming and it will be devestating to the government , and their lackies , they just don’t understand that they almost already caused a 2nd Revolution last year around April , when the gun control bill if it would have passed would have been the trigger and started insurrection on a nation wide scale , remember folks there are over 1 million gun owners out there and a lot of them are so the mind that their guns will have to be taken by force , and there will not be registration , what the Feds will get is a backlash that will consume them .Be prepared and ready.Keep your powder dry.
True, it’s pricey, but I haven’t seen too many vests with rifle plates that are truly concealable without super baggy clothing. Especially with mags attached. As to the price, ar500 is cheaper by far for the armor at least. It may be a nice thing to have at your desk in the office or slung on the shoulder though. The price really is a bit excessive though. Half and I’d be on it for the novelty.
Good shoot.
S.E. Cupp – Spare us the gun lecture, Harvey
Weinstein told his buddy Piers Morgan that he is “planning a movie that will make the NRA “wish they weren’t alive.””
S.E. Cupp: “If we’re to assume Weinstein is motivated by a deep concern about gun violence (and not sheer arrogance), then it’s also worth pointing out that he’s got the wrong target. The NRA represents law-abiding gun owners, not criminals. A gangbanger in Chicago doesn’t care about the NRA, isn’t motivated or supported by the NRA, and may not even know what the NRA is. In vowing to take down this powerful organization supported by millions of law-abiding citizens, Weinstein will simply end up empowering and emboldening it.“
Hollywood boycott, anyone?
.50 muzzleloader? .500 S&W? .50 BMG? .50 Beowulf? .50 AE?
The Weinsteins of the coastal California and Boston-Washington D.C. megalopolises are utterly and totally disconnected — geographically, financially, culturally, socially, and psychologically from the other 260 million people in the United States. While they wield great influence over media and financial engines in our nation, they wield NOTHING over the hearts and minds of those other 260 million people. And as a result, they wield much less influence over political matters than they expect.
It is amusing how their arrogance initially blinds them to that fact. Even more amusing is how they never seem to figure it out.
We must still always remain vigilant. Bloomberg and Co. aren’t going away anytime soon, and Bloomberg is so freaking rich (net worth $31 billion last I read) that he could drop hundreds of millions onto a pet cause without batting an eye. We need to get the Koch Brothers involved in gun rights more (unless they already are?).
Go used. I let newbiews shoot one of mine and tell them to buy a good used gun so they don’t mind the dents/dings a new one experiences (like buying a new car and driving it off the lot).
Can someone get on a double stack shotgun mag please? Does Kel-Tec have that patented? Open Class 3gun shotgun are challenging when there are more than 20 rds needed (ie., drum). Running several long regular mags is an option but not ideal.
there is reason to believe that the students at kent state were infiltrated by communist plants, and that it was one of these that intentionally set off the fireworks, knowing what that would cause. we must beware of similar infiltrators if any demonstration following SWAT tactics or even carry rallies.
there are already many cases of confiscation nationwide without legislation or new registration. any media coverage includes marginalizing or vilifying the victim. in one case a gun collector was stopped on his way home, with no chance to take a stand or defend himself or his possessions. that will be how they will do it. use NSA data to identify likely targets and eliminate any chance to take a stand. then with the vilification, other owners neglect to band together in response. there are many, many of these cases already, even some in texas and other places you’d never think it could happen. other ways, of course, is the profiling of veterans as ticking time bombs, etc. most anyone can be made to appear to be rightfully disarmed. it’s easy to say you’d take a stand if they showed up at your door, but what purpose does it serve to martyr yourself if the powers that be and the media will make sure your case is not seen as defendable, or the one to stand behind?
People who just roll over and take it form the welcome mat for tyranny, or something like that.
Glock won’t cut them off , Glock is a European gun manufacturer and will pressure their biggest dealer here in the US to sell NYC whatever it wants , it’s the money , I have nothing for Glock , don’t care for a striker fired handgun don’t really vp care for a polymer frame gun either , plus it ain’t American made . Be prepared and ready. Keep your powder dry.
You know what happens to people with stun guns, bats, and knives?
They get shot.
You are aware those women are IDF, right? They aren’t some redneck who just bought his first Delton and doesn’t know what a charging handle is.
Already own the P250, full, with the compact, and sub kits.. Now, with the purchase of the 320, I will own the world!!! By the way, love my P250.
This strikes me as the firearm equivalent of those early mechanical flight experimental contraptions we’ve likely all seen in black and white footage. The one with actual flapping wings comes to mind, as does the one that resembled a golf cart with a mushroom-shaped canopy that cycled up and down trying to create some lift. This, like those, isn’t likely to take off any time soon.
Then again, maybe these guys are trailblazers and may yet come upon something practical and profitable after however many iterations. Edison tried how many different materials in the light bulb before coming up with a winner?
I can’t fault these guys for getting out there and going for it. God bless the dreamers.