Beverage distributors just gained major ground under the Missouri Franchise Act (MFA), thanks to a new opinion from the Eighth Circuit. In Pinnacle Imports, LLC v. Share A Splash Wine Co., LLC (link to opinion), the court reversed a district court decision that had let a supplier off the hook for terminating a distribution relationship without good cause. The appellate court’s analysis sends a clear message: if you’re demonstrating products at your facility—even occasionally—you may be entitled to franchise protections.
This is a big deal for distributors operating in Missouri. The case clarifies key terms under the MFA, lowers the threshold for what qualifies as a “place of business,” and protects against overly narrow readings of the statute. It also makes it harder for suppliers to escape liability at the summary judgment stage, giving distributors a better shot at having their day in court.
What the Case Was About
Pinnacle Imports is a Missouri-based wine distributor. In 2013, it entered into an oral agreement with Share A Splash Wine Co., a California supplier, to distribute its wines exclusively in Missouri. Pinnacle promoted and sold the wines throughout the state, primarily through reps who visited restaurants and retailers.
In 2021, Share A Splash gave notice that it would be pulling its products from the Missouri market. But instead of exiting the state, it appointed a different distributor. Pinnacle sued, claiming the termination violated the Missouri Franchise Act—which prohibits termination of a franchise without good cause.
What the Parties Argued
Share A Splash argued that Pinnacle wasn’t a “franchisee” under the MFA because it didn’t maintain a “place of business” where goods were “displayed or demonstrated for sale.” According to the supplier, Pinnacle’s model was mobile—sales reps went to the customers, and any tastings or viewings at its warehouse were too rare or informal to count.
Pinnacle, by contrast, pointed to occasional customer visits and product tastings at its Overland facility. It argued that these in-person viewings and “kick-the-box” tours amounted to demonstrations, satisfying the MFA’s requirement for a fixed place of business.
The district court sided with the supplier, granting summary judgment and holding that Pinnacle didn’t meet the statutory threshold. But the Eighth Circuit disagreed.
What the Court Found Important
The Eighth Circuit focused on the statutory language—especially the definition of “place of business” under § 407.400(1) of the MFA. That provision requires a “fixed, geographical location at which goods, products or services are displayed or demonstrated for sale.” The court emphasized that the statute does not require such activity to be part of the “regular course of business”—a key point that the district court got wrong.
Key Cases Cited:
- Missouri Beverage Co. v. Shelton Bros., 669 F.3d 873 (8th Cir. 2012): emphasized the importance of both “community of interest” and “place of business.”
- State v. Heathcock, 708 S.W.3d 163 (Mo. banc 2025): reaffirmed the use of dictionary definitions to interpret undefined statutory terms.
- Button v. Dakota, Minn. & E. R.R. Corp., 963 F.3d 824 (8th Cir. 2020): discussed the sham affidavit doctrine and limited its application, allowing Pinnacle’s affidavit to stand.
Court’s Conclusion:
Even if customer tastings were occasional, they met the plain meaning of “demonstrate”—which includes showing or proving a product’s value to a potential buyer. Pinnacle’s president testified about such events, and his affidavit didn’t contradict earlier deposition testimony. That created a genuine factual dispute, requiring a trial.
The court reversed the summary judgment and remanded the case.
What the Case Clarifies About the MFA
This case clears up several important points about the Missouri Franchise Act:
- No “Regular Course” Requirement
The MFA doesn’t require that demonstrations happen regularly or be the primary way of doing business. Even occasional product showings can qualify. - Demonstration Includes Tastings or Product Viewings
Tastings and informal “warehouse tours” can count as demonstrations, even without sales occurring on-site. - Plain Meaning Controls
Courts must interpret undefined terms like “demonstrate” using common dictionary definitions, not restrictive commercial practices. - Affidavits Must Be Considered if Not Contradictory
The decision narrows the application of the sham affidavit rule, which is often used to exclude distributor testimony at summary judgment.
Why This Is a Big Win for Beverage Distributors
This case makes it much easier for distributors—especially those in wine, beer, and spirits—to qualify for MFA protection. Many operate using hybrid models: reps in the field, tastings at warehouses, and no formal storefronts. Previously, those facts may have kept them from asserting franchise rights.
No longer.
The court’s opinion affirms that you don’t need a showroom to have a “place of business.” What matters is whether you ever demonstrate the product to potential buyers from a fixed location. That reflects the reality of how beverage distribution works.
It also makes summary judgment harder to win for suppliers seeking to terminate without cause. Distributors now have a clearer path to getting in front of a jury when challenging unlawful terminations.
Final Takeaway
The Eighth Circuit just handed Missouri distributors a potent new tool. The Pinnacle opinion expands the protective reach of the Missouri Franchise Act, affirms a flexible and common-sense interpretation of “place of business,” and warns suppliers that even informal, oral agreements could qualify as protected franchises.
If you’re a distributor operating in Missouri—or advising one—you should be revisiting your business model and your agreements. You may have more legal protections than you think.
Also, if you are interested in comparing the court’s opinion to the issues raised in the oral argument, you can hear the oral argument audio here.
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