concert golf partners lawsuit

A; Doc. 100-6, Ex. The Kabelins invested significantly more than $1,200 in the golf club. This field is for validation purposes and should be left unchanged. No. 3 to Ex. PCC was in a distressed financial situation and decided to sell a portion of its property (the Property) for residential development. (See Doc. 149-1 at 58; Doc. 100-34, Ex. with Doc. . 2020-03-13, U.S. District Courts | Civil Right | At no point did Ridgewood formally offer to purchase the Property or any portion thereof. at 91:2-8. No. On 12/31/2018 STEVENS filed a Civil Right - Employment Discrimination lawsuit against CONCERT GOLF PARTNERS. A: It - it might have. (Doc. 100-38, Exhibit GG.) 140-1 at 49. It appears that this was the basis for the Bucci court's test-not the Restatement directly. ), On November 1, 2016, Nanula provided PCC with a formal written proposal for CGP's purchase of Philmont Club and the Property. at 60-64.) ), to Plotnick's knowledge, there were no governmental approvals issued, or even applied for, that would permit the development of the Property with 160 or more units as of that date (see Doc. PCC's property included two 18-hole golf courses (the North Course and the South Course), which spanned approximately 296 acres of land. ), Ridgewood and CGP continued to keep in touch as things moved ahead with CGP and PCC. Undoubtedly, the record shows that Nanula and CGP were heavily involved in the negotiations for the transaction. Concert Plantation & PGCC file their Motion for Summary Judgment to have the Court decide the breach of contract issue as well as decide whether the Receipt & Release forms signed by certain class members is valid. (Doc. No. NPT insists that Ridgewood did not make an informal offer for $5 million, despite Meyer's testimony in 2021 that such an offer was made. Amanda Ellen B. Clay(Designation Retained), Gabrielle Elizabeth Klepper(Designation Retained). 22 to Ex. During oral argument, NPT implied that this inconsistency in testimony rendered Meyer not credible. Refund amounts are based on the current Bylaws when the members resignation occurs. Click Here to read our Client Testimonials, 1015 15th Street NorthwestSuite 1125Washington, DC 20005, 1605 Main StreetSuite 710Sarasota, FL 34236, 1325 4th AvenueSuite 1730Seattle, WA 98101, Guillain-Barr Syndrome and Vaccine Injury. So getting them to back off to a small fee will be difficult. (Id. See Restatement (Second) of Torts 551(2)(a)-(e). W at 117:17-118:9.). No. Id. . (Doc. Really like that we are planning on utilizing 1 clubhouse and not 2. (emphasis added)).) No. Talk to our attorneys about your refund even if you already received a redemption check for an incorrect amount, or youre awaiting a redemption check. ), In an email from months before the PSA was executed, November 21, 2016, Nanula emailed Brandon Collins at CGP, writing, The wild ideas the Board has about a master plan' for the North Course are probably way overblown, and we have huge capital needs in the clubhouse, HVAC, etc. On November 2, 2016, Nanula emailed Plotnick, I hope you guys will stand back, profess some concerns about the real estate risks, and just wait to see if I can strike a better deal for all of us here. The Judges overseeing this case are Anthony E. Porcelli and James S. Moody. Chairman and Such is the case here. ), This is consistent with Meyer's 2021 testimony that Ridgewood informally offered $5 million for the Property. 8:19-CV-02344 | 2019-09-20, U.S. District Courts | Other | ), Fields forwarded Nanula's email to PCC's then-Treasurer, Sam Silverman. No. 100-18, Ex. . at 36:20-39. X at 10:8-13 (Meyer's and Silverman's testimony that they both resigned).) (Id.) No. PCC, NVR, and NPT met the next day, September 7, to discuss these issues. at 26. No. On September 27-the day after it terminated the AOS-NPT discussed the terms of the deposits it would render to PCC if PCC signed a new agreement of sale for the Property. By continuing to use this website, you agree to UniCourts General Disclaimer, Terms of Service, 100-5, Ex. As you also are aware, you have the option under Paragraph 3(b) of the Collateral Assignment Agreement for [NPT] to assign the AOS to NVR, Inc. 37 to Ex. T.) NPT's revised proposal included a chart comparing NPT/Metropolitan's proposals side-by-side to CGP's proposal. (Id. Q: If you had known that Concert and Ridgewood were anticipating millions in extra profit from the deal, would you have thought differently about the deal that Concert was offering to Philmont Country Club? And on November 30, in response to receiving Meyer's email with the contact information of two firms (NPT and NVR), Nanula told Meyer that he would find the right people to get this land transaction done (Doc. (I assume that the first $5MM or some negotiated portion of that money committed as additional CapX spend will probably satisfy the members.). Co., 2018 WL 1517022, at *4 n.2 (Put another away, Coutu cannot reasonably expect to lob facts into a business transaction, such as Bensusan being able to act as an appraiser under an insurance policy requiring an impartial appraiser, and then walk away unscathed when those facts cause mayhem to the business transaction. No. Cases involving employment discrimination (gender, age, religion, etc. 101-1 at 6 n.2, 17.) All future club required CapX will be the responsibility of Concert; and [t]hird, 60/40 (Concert/Ridgewood) of all additional proceeds. (Id.) . 100-24, Ex. S.) Stallone stated, Yes, but that was with all the environmental and zoning contingencies that you said the club was no longer interested in accepting. (Id.) . No. The Court held oral argument on the motions on July 19, 2022. 116-14, Ex. However, the Court dismissed the only cause of action asserted against those entities-civil conspiracy, so they are no longer Defendants in this action. Meyer wrote about the potential advantages of a transaction with CGP, including that CGP would: (1) pay off all of [PCC's] current debt and obligations (mortgage, line of credit, capital leases and other) which approximates $1,000,000; (2) commit to invest approximately $4,000,000 into the Club immediately over a 12-24 month time frame; (3) commit to fund ongoing capital reserves at 34% of annual revenues, equat[ing] to approximately $1,000,000 over a five year period; (4) commit an additional $5,000,000 towards various agreed upon projects [u]pon closing the real estate deal; (5) freeze dues increases for two to three years and limit annual increases thereafter; (6) eliminate assessments; and (7) guarantee [] maintaining 27 holes of golf after the South Course land [] sold. (Id.) NPT, individually and as PCC's assignee, asserted claims for fraud, breach of contract, conspiracy, and violations of federal antitrust law. 100-29, Ex. [I]f I knew that was his intention I would say I wouldn't - that wouldn't have sat well with me, nor the members of the club.).). 1. 100-35 at 25-27.) Final Judgment entered in favor of PGCC and Concert Plantation. But see id. . Scrape $2.5m here.').) 59.) 2:22-CV-00358 | 2022-01-27, U.S. District Courts | Civil Right | 100-5, Ex. No. 7 at 426:12-15.) was basic to the transaction. (See Doc. Specifically: Restatement (Second) of Torts 551(2); see also Schutter v. Herskowitz, Civil Action No. (ii) to honor its commitment to retain 9 holes of the South Course (or to at least offer an acceptable alternative in light of its refusal to comply with the terms of our Agreement of Sale regarding the South Course), (iii) to provide evidence of the capital it has spent to date, (iv) to provide evidence of its retention of the capital reserves generated as a percentage of Member revenues as required under our Agreement of Sale, and (v) to create and implement a business plan that honors its obligations under our Agreement of Sale to return Philmont to an elite' country club status. (emphasis added)). ), Nonetheless, according to Meyer, even if another offer were available, PCC may have still moved forward given its financial predicament and its desire to no longer operate the Club. Contrary to NPT's assertion, this does not show that Ridgewood's and CGP's secret agreement . In its response brief, NPT summarily asserts, without citation, The evidence clearly shows that the Defendants concealed their relationship and that concealment was material to the transaction at hand. (See Doc. No. He said they were working on a deal with a RE developer, and could not do anything else right now. (Id. 149-1 at 120, 123. In December 2016-after PCC's Board approved CGP's proposal but before it approved the PSA-NPT approached PCC again about renewing the AOS. NPT also cites Meyer's testimony that certain information would not have sat well with [him], nor the members of the club. (Doc. No. Section 550 imposes liability when one party to a transaction . Nanula explained that Meyer wanted to explore how we could give the club 100% of all our real estate proceeds in 2-4 years when a deal happens. (Id.) As PCC did not execute the proposed Ninth Amendment upon receipt on September 26, the due diligence period deadline, approximately an hour and a half later, NPT formally terminated the AOS. ), On November 30, Meyer emailed Nanula the contact information for NVR and NPT/Metropolitan as a potential developer Nanula could work with for developing the property. (See, e.g., Doc. 100-29, Ex. at 17)-i.e., after CGP and Nanula's initial November 1, 2016 proposal to acquire the Club and after Philmont's Executive Board voted to approve the PSA (id. (Id. (Doc. There, the court held that the defendant, Gnagey, actively concealed eight abandoned tanks from the plaintiff, the Fund, which provided coverage to storage tank owners. No. Accord id. Second, although Meyer testified that it would have been disconcerting to him if Nanula told Ridgewood to stand down, he did not testify that that information alone would have changed his mind regarding approving the deal. 125-5, Ex. No. the law ordinarily infers that damage ensued, and, in the absence of actual damages, the law vindicates that right by awarding nominal damages.' No. To the contrary, the record shows that PCC was aware that CGP, a golf operator, would want to partner with a developer to develop the Property, that PCC's then-President had passed along the information for a potential developer, and that under the terms of the PSA, the second phase of capital improvement projects would occur only after the sale of the developed Property. In other words, refund plans for resigned members are moving forward even with the sale of the country club. No. Two days later, on November 4, Plotnick responded, I completely understand what you are trying to do and I think your proposal is pretty close; he believed they had the basis for a deal, with just a few minor tweaks. No. ; see also id. ), In May 2015, PCC agreed to sell the Property to NVR, Inc., a homebuilder. . 944 F.3d 1259 (10th Cir. Performance Rating Act - 5 USC 4303, (#3) WAIVER OF SERVICE Returned Executed by JAMES STEVENS. Theyre suing both PGCC and Concert Plantation LLC, a subsidiary of Concert Golf Partners that purchased PGCC in 2019. at 12:4-24 (Silverman's testimony that he never spoke with anyone from Ridgewood and that there were no in-depth discussions with Ridgewood and it really wasn't in the forefront because otherwise he would have known more about it and been more involved); id. Nanula stated, My ops team was there on Friday, and we see a path to making this work at least marginally, even if the real estate deal falls apart after much effort. (Id.) 149-1 at 54; Doc. No. ), Meyer testified that the Concert Defendants had discretion as to do what they wished as to the four general areas of capital improvements discussed and that the Concert Defendants did everything that was discussed. (See Doc. Pa. July 31, 2015) ([W]here a party is accused of purposefully concealing information material to a transaction, no confidential or fiduciary relationship between the parties need exist for liability to be imposed. at 40:16-42:21 (Q: So given that, given your goal of maximizing return, if two potential bidders are - if they are talking with one another about their offers, would you agree that by doing that they are interfering with your goal to maximize the return for the members? No. Under the DSA, Ridgewood Philmont is paid a management fee for providing development services. No. 116 at 29.) 5 to Ex. (Doc. (Id.) Nanula predicted that he would be in front of [PCC's] Board or at least Executive Committee by midNovember and will see if a consensus can be reached on our proposal. (Id.) I don't know the answer to that question.).) . A, #3 & #5.) "Concert Golf's value-added approach to operating clubs, combined with its operating expertise, has positioned the Company well to bring its best practices to new locations and enhance the experience for private club members," added Dilshat Erkin, Senior Vice President at Clearlake. (KARPF, ARI) (Entered: 01/14/2019), (#2) NOTICE of Appearance by DAVID KORSEN on behalf of JAMES STEVENS (KORSEN, DAVID) (Entered: 01/07/2019), DEMAND for Trial by Jury by JAMES STEVENS. 56(a). (Doc. Citing to comment l to 551, NPT argues that the Concert Defendants' behavior amounted to swindling. 2020-03-13, U.S. District Courts | Other | ), On February 1, PCC's membership voted to approve the PSA. Also, on September 27, Meyer met with Plotnick and Grebow, the President and CEO of Ridgewood, at Philmont Club to discuss Ridgewood's interest in the Property. In addition, although the Court recognizes the distinction between 550 and 551 (i.e., the language of a party to a transaction versus party to a business transaction), the Court finds that the same reasoning applies here with respect to whether the Ridgewood Defendants were a party to a transaction for purposes of 550-NPT has not identified any transaction to which PCC and the Ridgewood Defendants were both parties. 16 (October 19, 2018 resignation email from Mitch Russell, stating, There is no regard for the agreement between Philmont and Concert golf [sic] and I will clearly go on the record of saying Concert stole Philmont and to date has yet to live up to any of the declarations in the agreement . A.) No. WebImpact Investing. 647, 654 (E.D. Nanula wrote, If so, great - we will move ahead on our club deal, and start working with you on the real estate deal. (Id.) (See id. Concert Golf Partners bought Blue Hill CC in 2015, after the club was struggling with about $5 million . Where, as here, the precontractual statements that form the basis for the fraudulent inducement claim concern specific duties that are later outlined in the contract, courts in this Circuit routinely dismiss the claims as sounding in contract and thus barred by the gist of the action doctrine. . Viewing the facts in the light most favorable to NPT and drawing all inferences in NPT's favor, the Court infers from the fact that Plotnick and Meyer had several phone calls in October 2016 that there were ongoing discussions about Ridgewood's interest in purchasing a portion of the Property or the entire club. 16 to Ex. 100-5, Ex. Uhm, so it's - it just hasn't been, you know, first-rate execution along the way). 116-2 at 202 (In discussing the component of the Defendants' agreement that yields a $7 million allocation for the Property, Mr. Nanula wrote to his associates: Next $7m to CGP for land. No. Credibility determinations, the weighing of evidence, and the drawing of legitimate inferences from those facts are matters left to the jury. Concert Golf Partners will not require residents to be club members. (See, e.g., Doc. If the suit cannot be resolved through mediation, the plaintiffs want a jury trial. The Court finds that there is no genuine issue of material fact that the Concert Defendants did not have a duty to disclose its relationship with Ridgewood to PCC. 100-28, Ex. A.) Accordingly, the Court grants summary judgment to the Concert Defendants on Count I. 124-1 at 48-50. Nanula forwarded the materials from Silverman to CGP's consultant, Thomas Moran, to prepare a pro forma analysis. at 27 (At this stage in the litigation, the Court is not persuaded by Defendants' contention that the fraud claims arise under the PSA. a, the Court considers whether there is a genuine issue of material fact as to whether the Concert Defendants intentionally prevented PCC from acquiring material information. Viewing all the facts in the light most favorable to Plaintiff and drawing all inferences in its favor, the Court finds that a reasonable juror could conclude that the Concert Defendants' actively concealed their relationship with Ridgewood from PCC. . 116 at 28-29. W at 20:9-21:23; see also id. 124-1 at 11.) U at 58:2-19.) At first, PCC agreed to sell the Property to Toll Brothers, but Toll Brothers terminated that agreement in July 2014. WebDocket for NORTH PENN TOWNS, LP v. 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