(Doc. However, the amount of money the club saves from lowering refund amounts greatly outweighs the amount they have to pay in a few lawsuits over the refunds. Nanula also stated that he would work on a preliminary proposal to share [that] week. (Id.) at 62:16-64:3 (explaining that CGP buys and manages country clubs but that technically each country club is owned by an individual singlepurpose entity); see also Doc. A.) 149-1 at 48; see also Doc. Credibility determinations, the weighing of evidence, and the drawing of legitimate inferences from those facts are matters left to the jury. (See Doc. If you would like the costs split 50/50, we would request a 50/50 profit split as well[.]).) 2018) (rejecting the plaintiff's argument that the need for chloride-free insulation to reduce the risk of corrosion was basic to the plaintiff's agreement to purchase crystallizer tanks from the defendant and finding that although the facts were important, they were not necessarily basic). And the best part of all, documents in their CrowdSourced Library are FREE! 100-35 at 25-27.) No. No. (ahf) (Entered: 12/31/2018), Summons Issued as to CONCERT GOLF PARTNERS, CONCERT PHILMONT, LLC. ), This is consistent with Meyer's 2021 testimony that Ridgewood informally offered $5 million for the Property. at 35:19-36:9 (Q: [I]f you had known that Ridgewood and Concert, Concert Golf had cut a deal to work together, would it have changed your perspective on the offer that Concert Golf made? (See Doc. (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.).) No. Ct. 2005). 100, 101.) 2003). 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. A (showing that CGP stated that, upon closing of a real estate transaction on the 60-acre Property, it would commit to fund $5 million in a second phase capital projects). The Court disagrees. No. 116-10, Ex. No. (Doc. . . No. (Doc. NPT also named Concert Philmont, LLC, Concert Philmont Properties, LLC, and Ridgewood Philmont, LLC as Defendants in its original Complaint. 2022) (holding that the evidence produced by [the plaintiff] would allow a reasonable jury the option of concluding by clear and convincing evidence that Drexel misrepresented or concealed its own projections for student enrollment). (Doc. (See Doc. As noted above, a defendant can be held liable under 551 only if there is a duty to disclose. ), On September 23, 2016, Plotnick emailed Meyer to discuss a potential relationship at Philmont. (Doc. 100-29, Ex. at 682. 16 at 4-5 (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 . It is undisputed that CGP incorporated Concert Philmont to purchase the Club (id. Oct. 16, 2018) ([T]he Court holds that Diversified's no damages' argument does not support granting summary judgment to Diversified as to Stevenson's breach of contract claim.); Fagal v. Marywood Univ., Civil Action No. After CGP Submits Its Proposal to PCC, CGP and Ridgewood Continue to Discuss Working Together and a Potential Deal, On November 2, Nanula emailed Plotnick to bring him up to date on PCC's reaction to CGP's proposal to purchase Philmont Club. The Class is defined as: All individuals (or their guardians or representatives) who had an effective resigned equity membership before April 1, 2016, and who have not received their full refund amount., Written Order granting Class Certification issued. (Doc. Notice of Appeal as to Class Certification filed by Concert, Notice of Appeal as to Class Certification filed by PGCC. No. For the reasons that follow, the Court grants in part and denies in part the motions. A.) He alleges only the failure to disclose. (quoting Colton, 231 F.3d at 898)). 140-1 at 49. July 18, 2014) (The New Jersey Supreme Court has held that proof of actual damages is not necessary to survive summary judgment on a breach of contract claim: the general rule is that whenever there is a breach of contract . And PCC did not push back or drive a harder bargain to get CGP to expend more money on capital improvements following the sale of the developed Property-things that could have increased its own profit as well. In sum, the Court finds that the Ridgewood Defendants were not parties to a business transaction under 551 or parties to a transaction under 550, and, therefore, we grant summary judgment in their favor on Counts II and III. As NPT notes, Pennsylvania's model jury instructions provide that a fact is material if it. (See Doc. No. (Id.) We need active, independent management expertise and an immediate infusion of operating and capital support.). Founded Date 1986. 100-29, Ex. ), M. The Limited Assignment Agreement Between PCC and NPT, On March 3, 2017, NPT initiated a lawsuit against CGP and PCC in the Montgomery County Pennsylvania Court of Common Pleas (Case No. at 35.) Thus a seller who knows that his cattle are infected with tick fever or contagious abortion is not free to unload them on the buyer and take his money, when he knows that the buyer is unaware of the fact, could not easily discover it, would not dream of entering into the bargain if he knew and is relying upon the seller's good faith and common honesty to disclose any such fact if it is true. (emphasis added)). (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)). Board members and staff made the decision to change the bylaws, knowing it would harm the resigned members. I cant recommend this firm enough. at 28. No. at 25-27 (providing that Concert Philmont LLC would pay approximately $4 million for the initial capital projects and approximately $5 million for the second phase of capital improvement projects); id. A; see also Doc. M; accord id. See Restatement (Second) of Torts 551(2)(a)-(e). . 125-1 at 76 (Nanula gave Meyer his preliminary thoughts on a proposed transaction); id. According to Meyer, Brown Golf Management both own[ed] clubs and served[d] as a management company for clubs across the country, and PCC had roughly a two-year relationship with them. (Doc. 100-28, Ex. (See Doc. A (Meyer's December 20, 2016 email to Silverman forwarding NPT's revised proposal, stating, Hot off the press. Rumsey identifies no other interaction with RLH that would constitute a business transaction. Id. 116-16) pertaining to capital improvements and appears entirely unrelated to trying to hide or deceive PCC as to CGP and Ridgewood's relationship); Doc. The Court concludes there is not. at 17.) The due diligence period was extended until September 29, 2016 through a series of eight amendments to the AOS. As such, the Court finds that 551(2)(b) did not impose a duty to disclose on the Concert Defendants. b. For many members, the refund amount was 80% of the equity membership fee in effect on the effective date of resignation. 14 to Ex. A; Doc. 5 to Ex. 10; Doc. Under the agreement, PCC (the Assignor) agreed to assign NPT (the Assignee), NPT initiated this action against Defendants on October 1, 2019. In its response, NPT entirely fails to address the Concert Defendants' argument that CGP and Nanula were not parties to a transaction. (Id. And the record reflects that because of PCC's distressed financial circumstances, it did not push back during negotiations with the Concert Defendants or halt the transaction even when it believed it could have or should have received more monetary consideration in exchange for selling the Club and Property. No. No. Mindful that is not dispositive, see id., cmt. No. Plotnick added, In the meantime, we will continue to stand on the sidelines and let you do your thing. Public Records Policy. Shortly after the visit, Plotnick emailed Meyer, stating, Thanks again for taking the time to speak with and tour Jonathan and I [sic] today. Litig., 90 F.3d at 714 (in the context of securities litigation, discussing whether the alleged misrepresentations or omissions are so obviously unimportant to an investor); Parasco, 920 F.Supp. These are self-serving business practices in action at the expense of resigned members. Pa. 2009) (collecting cases); see also First United Bank & Tr. No. 100-28, Ex. The fact that Nanula and CGP were not parties to PSA is of no moment, as they were agents of Concert Philmont and Concert Philmont Properties. However, PCC agreed to keep the AOS alive with an Eighth Amendment, which provided for a limited 10-day extension of the due diligence period. (only citing SOF, 202, which in turn cites to an internal Concert email (Doc. X at 80:1 81:6; Doc. The Court is not persuaded. . (Doc. No. at 1, 17, 88.) No. (Compare id., with Doc. Theyre suing both PGCC and Concert Plantation LLC, a subsidiary of Concert Golf Partners that purchased PGCC in 2019. (Id. No. See Malone v. Weiss, Civil Action No. However, at the end of his email, Nanula wondered, why do we need Ridgewood at all? W at 113:4-9 (Q: When did you first learn that Ridgewood had become involved with Concert Golf? No. A.) The Class files its Answer Brief to the brief filed by PGCC and Concert Plantation appealing Class Certification. Formed by Peter Nanula, the founder and CEO of Arnold Palmer Golf Management (1993 to 2000), Concert Golf has amassed a pool of patient, long-term equity capital to invest in and upgrade large-scale private clubs located in major metro areas. (providing that NPT would work to obtain a text amendment to the current Township Zoning ordinance to (i) rezone the portion of the Property containing the Additional Land to the RSD-2 zoning district; and (ii) permit age-restricted townhouses to be permitted within the RSD-2 zoning district).). No. No. 100-32, Ex. A (Given these benefits and the operational and management obstacles we continue to experience, the Board of Directors is pursuing a transaction with [CGP]); Id. Id. Co., 709 F.3d 487, 497-98 (3d Cir. 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. 20 to Ex. . (Id.) Third, even though Silverman testified that his opinion would have changed had he known that Concert told Ridgewood to stay down, Silverman is but one vote. (Id.). (Id. (See Doc. 149-1 at 158; Doc. 173.) (Id. A: It - it might have. ), Restatement (Second) of Torts 551, cmt. NPT is correct-it is undisputed that Defendants did not disclose that they were working together. No. Viewing the facts in the light most favorable to NPT, the Court will not consider whether there was a $5 million informal offer for the nine-hole Property, as NPT contends the Court must infer that Meyer did not make an offer since he failed to mention it in 2018. For example, on November 19, two days after PCC's Executive Committee voted to accept CGP's proposal, Nanula told Plotnick that the Board want[s] to move fast and get this closed asap. (Id.) On November 30, 2016, after learning that CGP had an interest in acquiring Philmont Club, Marty Stallone, an Executive Vice President at Metropolitan, sent Nanula the AOS between NPT and PCC, along with the Eighth Amendment. 125-14, 173.) A (The purchase price for the Property shall be Twelve Million, Two Hundred Thousand and no/100 Dollars ($12,200,000) assuming a yield of one hundred sixty-two (162) single family market rate semi-attached residential townhome fee simple footprint lots.).) A: Well, you know, because we - we wanted to be out of the club business so, you know, if we received one offer where we were going to have an operator versus another offer that was just for real estate deal there may have been some concerns about, you know, continuing to having [sic] to operate the club.). 100-25, Ex. No. 2:22-CV-00328 | 2022-01-26, U.S. District Courts | Civil Right | This purchase matches the dollar amount that is subject to contingencies in the proposal on the table from Center [sic] Golf. 2019). No. We are a boutique owner-operator of upscale private golf & country clubs nationwide. In addition, NPT argues that there is a duty to disclose because Defendants were the only source of the information. 124-1 at 11-12. 20 to Ex. (Id. Next, we dismissed the antitrust claims because NPT failed to establish an unreasonable restraint of trade. 149-1 at 169. 100-19, Ex. at 1274-75. T.) NPT's revised proposal included a chart comparing NPT/Metropolitan's proposals side-by-side to CGP's proposal. 116 at 26.) The Motion by Concert Plantation and PGCC to continue/delay the trial is DENIED. No. (Doc. (See id. (See Doc. No. 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. 22 to Ex. M, with Doc. North Penn Towns LP v. Concert Golf Partners LLC, et al, PIERRE, BELLANDE V CONCERT INDIAN SPRING LLC, RESSEL v. UPPER PROVIDENCE TOWNSHIP (MONTGOMERY COUNTY). (Doc. Stallone, who knew of CGP's proposal, responded by comparing NPT's offer of a guaranteed $5 million for the Property to CGP's proposal: [I]f the club accepts the offer on the table from Center [sic] Golf, it only gets $5 million for the same land and that $5 million is at risk with contingencies. (Id. No. Although Williams did not have a contractual relationship with Ross, Williams cannot detach Ross from his status as an agent for Ladbrokes. A comment to 551(e) provides: In the Court's prior Memorandum, the Court ruled on whether Defendants owed PCC a duty to disclose and, in particular, whether Ridgewood and CGP's relationship was basic to the transaction. ), Plotnick anticipated that the fully entitled residential development for approximately 160 age restricted townhomes is worth between $12-$14 million to a builder. (Id. A (Eighth Amendment to the AOS, extending the due diligence period from September 16, 2016 to September 26, 2016). Equal Employment Opportunity Act (EEOA) - 42 USC 2000e A: . at 51; see also Doc. at 496-97, 503-04. Shortly after the AOS was executed, however, NPT learned that a 2014 zoning change meant the Property could only yield 105 units by-right. (Doc. with Doc. (Doc. mctlaw Fights to Help You Receive the Amount You Deserve. 100-5, Ex. Plantation Golf and Country Club is governed through bylaws established when the club first opened. We are in need of more than capital funding. The proposed Ninth Amendment also contemplated extending the due diligence period through October 3, 2016 and stated that as of October 4, the due diligence period would further be extended for six months following the date on which the Township approved an amendment to its zoning ordinance. They are not putting up any real capital at all here, and asked Cicero for his thoughts. (Id. 1 to Ex. . In a November 1, 2021 ruling, Judge Andrea McHugh, a Florida circuit court judge, granted class-action status to the suit by former members against the club and Concert Plantation, LLC. A.) Ct. 2002)). v. PNC Fin. There is scant case law on what constitutes a party to a transaction under 550 and a business transaction between parties under 551. And the best part of all, documents in their CrowdSourced Library are FREE! Contra Youndt, 868 A.2d at 551 (Appellants have alleged that Appellees knew of a defect in the sewage system that will cost approximately $28,000 to repair. No. The only duty that defendants allegedly breached involved a breach of a duty enshrined in the Purchase Agreement-namely, the non-compete clause.); see also Shoemaker v. HedgeCoVest LLC, Civ. No. a fact that he knows may justifiably induce the other to act or refrain from acting in a business transaction . L.) Meyer testified that around the time of the September 7 meeting and thereafter, he understood that NPT and NVR were not getting along very well and NPT or Metropolitan was thinking about terminating their relationship with NVR (Doc. . Scrape 2.5m here.; and (3) Split remainder 60-40. (Doc. (Doc. Concert Golf is a boutique operator of private golf and country clubs focused on providing high-quality lifestyle offerings and amenities for its members. at 37; see also Doc. at 83 (On December 12, 2016, Nanula met with members of Philmont at the Club and made a power point presentation relating to CGP's proposal to acquire the Club.).) Ridgewood moves for summary judgment on this claim, arguing that because Silverman testified that PCC suffered no damages from Ridgewood's breach, NPT cannot prove an essential element of a breach of contract claim. at 22.) A: Possibly. (emphases added)).) (Doc. And, the Court is even less persuaded by NPT's contention that Meyer's testimony that the Defendants' relationship was disconcerting shows that relationship went to the essence of the transaction. (Id. . See id. That Meyer and PCC never inquired further as to whether or not CGP had found the right developer after learning that CGP would likely not be moving forward with NPT/Metropolitan, coupled with the fact that Meyer recognized that it was CGP's call as to which developer to use, illustrate that CGP and Ridgewood's relationship was not a fact basic to the transaction. NPT planned to develop the Property and sell the developed lots to NVR to build homes. 149-1 at 37.) at 70-71. 116-19, Ex. We are all-cash investors because we believe great clubs the capital investments being implemented with regard to the two required capital phases under our Agreement of Sale . WebImpact Investing. 28, 2022). (KARPF, ARI) (Entered: 12/31/2018), U.S. Courts Of Appeals | Other | 22 to Ex. (See Doc. After receiving the contact information, Nanula stated that it would be hard for [CGP] to work with [Stallone of NPT/Metropolitan] in light of Stallone's criminal history, but added that [r]egardless, [CGP would] find the right people to get this land transaction done. (Doc. Restatement (Second) of Torts 550 (stating that one party to a transaction is subject to liability if he conceals or intentionally prevents the other party from acquiring material information); Restatement (Second) of Torts 551 (explaining that one party to a business transaction is under a duty to exercise reasonable care to disclose to the other before the transaction is consummated in certain circumstances); accord LEM 2Q, LLC v. Guaranty Nat'l Title Co., 144 A.3d 174, 182 (Pa. Super. N.), D. CGP Expresses Interest in a Potential Transaction with PCC, Meanwhile, on August 30, 2016, Philmont Club member David Fields had a phone call with Nanula, the sole member of CGP. No. Any unauthorized use of mctlaw is expressly prohibited. AA.) No. 149-1 at 11, 52; Doc. 101-1 at 17 (citing case applying Pennsylvania law).) This case was filed in U.S. District Courts, Florida Middle District. 6:18-CV-01685 | 2018-10-09, U.S. District Courts | Other | Those cases arose in different contexts. No. The due diligence period was set to run from July 23, 2015 through October 21, 2015. X, 45:23-47:2, 65:20-66:21; Ex. 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. No. ; see also id. at 682-83. ), In 2018, Meyer testified that he only met with Ridgewood once, where they had a conversation about what was going on with the club and nothing really came of it. (Doc. (Compare Doc. Hearing before Judge McHugh on motions to continue/delay hearing and trial. . Trade & Fin. . ), Silverman is a Certified Public Accountant and a business advisor. 100-5, Ex. ), The Initial Capital Projects and Phase II Capital Projects delineated in the PSA's exhibits are identical to the capital improvement projects outlined in CGP's November 1, 2016 proposal to PCC, with one exception: moving and constructing a new maintenance facility was not part of the original proposal. Offerings and amenities for its members Bank & Tr until September 29 2016! What constitutes a party to a transaction first opened are not putting up any capital. Also stated that he knows may justifiably induce the other to Act or refrain from acting in business. 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