Feuding Journey to Continue Tour with Ex-Judge Playing Referee

The iconic rock group Journey, which has been feuding in court for weeks, will tour for now under the eye of a retired judge assigned to break internal deadlocks over the band’s spending.

A Delaware Chancery Court judge appointed one of his former colleagues as a custodian for the entity that manages the band’s touring-related assets. Although the ex-judge, Joseph R. Slights III, won’t technically be a third corporate director, he’ll have all the powers of a board chairman if guitarist Neal Schon and keyboardist Jonathan Cain are at an impasse, according to the order issued Wednesday.

The ruling by Vice Chancellor J. Travis Laster closes a chapter of the fight between Schon, the group’s last remaining co-founder, and Cain, who joined in 1980, the year before Journey released the classic “Don’t Stop Believin.’” The band, a Rock and Roll Hall of Fame inductee, is currently on the US leg of a 50th anniversary tour with Def Leppard.

Laster’s decision appeared to favor Cain on a point of dispute that emerged several days earlier. He rejected Schon’s request for a provision barring Slights from participating in any vote to remove an officer of the business entity, Freedom 2020 Inc., which Schon has led as president since its founding in 2021. Cain is vice president.

‘The High Road’

The litigation began when Cain filed a court petition in July that said Schon’s lavish spending on tour was sowing toxic divisions within the band. He blew past a $1,500-per-night hotel fee cap, maxed out an American Express card with a $1 million limit, unilaterally chartered private jets, hired a close friend as unnecessary extra security, and blocked efforts to pay the group’s debts, the filing said.

Cain also blamed the internal tensions partly on Schon’s wife, the former Michaele Salahi, a model who shot to notoriety in 2009 for breaching security to crash a White House state dinner. The onetime Real Housewives of DC cast member, now known as Michaele Ann Schon, isn’t named as a respondent.

Schon called the claims “slanderous” in an Aug. 22 statement but said he would “take the high road.”

The two sides tentatively agreed that day to have Slights slotted in as court-appointed custodian with the power to break ties between Cain and Schon, the two board members at Freedom 2020. But they exchanged additional legal fire a few days later when a dispute emerged over exactly how much authority Slights would have.

Cain argued in an Aug. 26 court filing that Schon was reneging on the deal by trying to insert a provision in the custodianship order barring Slights from voting to remove Schon as president.

Schon responded the same day, saying he didn’t sign off on an order that could lead to his ouster—an “unnecessary and potentially punitive” arrangement. “Schon has been cooperative,” his court filing said. “He did not agree to step down—or be forced from—any position in Freedom 2020.”

Custodian’s Authority

Laster’s order conspicuously omitted a provision Schon proposed specifying that Slights “shall not have the power to vote to appoint, replace, or remove any officer.” Instead, he included language stating that—in the event of a deadlock—Slights “may exercise the voting power that a third director would have” under state law, Freedom 2020’s charter, and its bylaws.

Although the charter and bylaws weren’t publicly available, court filings indicated they authorize board members to appoint and remove corporate officers.

The order contains language that appeared to give Slights more authority over the entity than either side had sought, including the power to hold a meeting with only Cain or Schon present if he determines the other “is refusing to attend a meeting for purposes of maintaining a deadlock.”

Laster also added clauses granting Slights the powers of a chairman “if he elects to preside over a board meeting” and allowing him “to delegate his authority to a qualified individual, such as music-industry professional.”

Cain is represented by Fox Rothschild LLP. Schon is represented by Prickett, Jones & Elliott PA and Seward & Kissel LLP.

The case is Cain v. Schon, Del. Ch., No. 2024-0791, 8/28/24.