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). In Pennsylvania, the elements of fraud must be proven by clear and convincing evidence. See Gnagey Gas & Oil Co., Inc., 82 A.3d at 493, 500 n.4 (noting that the presiding officer found that the Fund presented clear and convincing evidence that Gnagey perpetrated a fraud in concealing the existence of the abandoned tanks and/or misrepresenting the number of tanks at the site and ultimately affirming the presiding officer's holding that the hiding of the tanks constituted fraud); see also SodexoMAGIC, LLC v. Drexel Univ., 24 F.4th 183, 205, 212 (3d Cir. No. (Id. ), L. Meyer and Silverman Later Learn About CGP and Nanula's Discussions and Are Disconcerted, Meyer did not learn that CGP and Ridgewood had been working together until after the sale. (Id. (Compare Id. at 120:10-121:2 (I mean everything that they undertook required it to be redone or needs to be redone again . . (See, e.g., Doc. 149-1 at 204. Last, the Court denied the motion to dismiss NPT's breach of contract claim against Ridgewood, which was based on Ridgewood's alleged violation of a confidentiality agreement. There is no evidence that PCC seriously considered NPT's revised proposal, which outlined two different options. No. The PSA was executed on February 6 by Nanula on behalf of Concert Philmont and Concert Philmont Properties and Meyer on behalf of PCC. No. . 100-29, Ex. No. at 42:2 7.) 100-5, Ex. 100-2 at 25.) MM at 149:22-150:4.) 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. (See, e.g., Doc. (Id.) No. Likewise, PCC outright rejected NPT's two offers-which it received prior to executing the PSA with CGP-rather than try to start a bidding war between CGP and NPT. . 100, 101.) The next day, September 20, Moran provided Nanula with a preliminary analysis of Philmont Club's finances, and Nanula replied, E. Ridgewood's Interest in a Potential Transaction, In September 2016, Plotnick, then-Vice President of Ridgewood, a developer, attended an industry conference in Texas, where he met PCC's golf management consultant, John Brown of Brown Golf Management. WebConcert Golf Partners is a boutique owner-operator of private clubs based in Newport Beach, Calif. W, 36:20-37:9, 54:10-54:22).) ), filed by JAMES STEVENS. (See Doc. U at 58:2-19.) 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? Hearing on PGCCs motion that the Court decide the entire case (all claims by the The Class) without a trial. 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 . No. Meyer testified that it would have been disconcerting to hear that Nanula had been speaking with another potential buyer about not approaching Philmont. 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. No. Credibility determinations, the weighing of evidence, and the drawing of legitimate inferences from those facts are matters left to the jury. No. No. 100-5, Ex. Although the meeting went well and the Township want[ed] to get the deal done (see id. 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. (See Doc. Pa. 2013) (Haywood's motion for summary judgment must, therefore, be denied because the University, if it proves the other elements of a claim for breach of contract, may be entitled to nominal damages.). Nos. For the foregoing reasons, the Court grants summary judgment to the Concert Defendants on Counts I (fraud), II ( 550), III ( 551), and IV (aiding and abetting) and grants summary judgment to the Ridgewood Defendants on Counts II ( 550), III ( 551), V (aiding and abetting). (Id.) When I say they went to bat for methis Law Firm literally did just that. 5 (September 16, 2014 email in which Nanula wrote, Spoke to Glenn Meyer. (Id.) (Doc. (Doc. Holdings, LLC, Civil Action No. ), 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. 5 to Ex. 149-1 at 169. 116 at 29 (citing Ex. but in reality he was planning to actually spend less than $5 million, would you have still voted to sell the club to Concert Golf? 59.). To the contrary, the evidence shows that PCC did not even attempt to create a bidding war to drive up the sale price to increase its own profit when it received NPT's revised proposal in December 2016. at 17.) (Doc. Public Records Policy. Inc., 811 A.2d 10, 14 (Pa. Super. [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.).). 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). 2 Forwarded To: Counsel on 12/31/2018 (ahf) (Entered: 12/31/2018), Docket(#1) COMPLAINT against CONCERT GOLF PARTNERS, CONCERT PHILMONT, LLC ( Filing fee $ 400 receipt number 0313-13254330. (Doc. . The Class serves the report of its expert Chris Foux regarding how much The Class is owed. X at 10:8-13 (Meyer's and Silverman's testimony that they both resigned).) 53 at 26-30; see also id. . On 06/06/2016 Polge filed a Civil Right - Employment Discrimination lawsuit against Concert Golf Partners, LLC. 17-1694, 2018 WL 827433, at *5 (E.D. 3 to Ex. No. 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. ), The following day, July 23, NPT and PCC entered into an agreement of sale (AOS), pursuant to which PCC agreed to sell the Property to NPT for $12 million, assuming a yield of 162 lots. . (Doc. However, in 2021, Meyer testified that in or around September 2016, Ridgewood made an informal offer for $5 million for the nine-hole Property. at 198:3-199:1.). 100-28, Ex. at 28:8-21 (Q: If you found out, if you learned before the sale of the club to Concert Golf, if you found out Ridgewood was going to make an offer with an increased amount but did not do so because Concert instructed Ridgewood not to make an offer, had you out about that, would you still have recommended the sale of the club to Concert Golf? We have an experienced commercial litigation team ready to help you. A: It - it might have. A ([T]he minimum Purchase Price will be no less than the product of $73,308.64 multiplied by 150 or Eleven Million, Two Hundred Ninety-Six Thousand, Two Hundred Ninety-Six and no/100 Dollars ($11,296,296) irrespective of Unit yield[.]).) A). 100-28, Ex. 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. The mere fact that Ridgewood showed interest in making an offer to PCC and followed up with telephone calls does not mean that they were parties to a transaction, whether business-related or not. 149-1 at 75; Doc. Was thrilled that there were going to be one owner who wanted to integrated homes into club. (See Doc. ; see also id. (Doc. No. (See Doc. ), During a mid-January 2017 email exchange with counsel about a draft of the PSA, Nanula wrote that the current Exhibit I cover[ed] the Big 4 of these projects, which included utility infrastructure; pool/porch/patio; locker rooms; and golf course. Nanula said that Meyer understood and would be going back to the Board. 3:21-CV-00816 | 2021-04-08, U.S. District Courts | Other | (The Board unanimously believes that this is our best option towards securing Philmont's success in the years ahead. Company Type For Profit. 100-5, Ex. Silverman explained that it would be easier to provide a summary of the current real estate deal with NPT verbally as [PCC was] in the process of receiving an amendment to the [AOS] that will better clarify the details. (Id.) 100-28, Ex. Summary judgment is appropriate if the movant shows that there is no genuine dispute as to any material fact and the movant is entitled to judgment as a matter of law. Fed.R.Civ.P. 13 to Ex. No. 100-5, Ex. 149-1 at 50. NPT also named Concert Philmont, LLC, Concert Philmont Properties, LLC, and Ridgewood Philmont, LLC as Defendants in its original Complaint. ), Nanula had previously spoken to Glenn Meyer about a potential deal in 2014. No. 100-21, Ex. Grp., Inc., 667 F.Supp.2d 443, 450 (M.D. Finally, one place to get all the court documents we need. 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? Nanula also presented a counter-proposal on the real estate deal, which included first, splitting the entitlement costs 50-50, second, CGP tak[ing] the next $7m . However, even applying that rule in this context, the Court finds that here, the omitted information is so obviously unimportant that reasonable minds could not differ on its materiality. No. As noted above, a defendant can be held liable under 551 only if there is a duty to disclose. (Doc. Warner Bros. 116-19, Ex. The Motion by Concert Plantation and PGCC to continue/delay the trial is DENIED. (See Doc. 149-1 at 33.) The Country Club sold to Concert Golf Partners, a company that owns and operates 19 upscale private clubs. Along with the sale came a plan to recapitalize. 100-28, Ex. 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. at 117:14-16 (Well, obviously learning of some of these negotiations behind our back is a little -you know, unsettling.). He already knew about you and had been on your website. ; see also id. Equal Employment Opportunity Act (EEOA) - 42 USC 2000e (Doc. . ; see also id. Updated: Feb 28, 2023 / 05:11 PM EST. I think that shows we are for real and committed to getting this deal done.). No. 5 to Ex. 124-1 at 7. Ruling favors golf club in lawsuit filed by former members (quoting Colton, 231 F.3d at 898-99); accord U.S. ex rel. 2:19-CV-04540 | 2019-10-01, U.S. District Courts | Labor | (See Doc. Nanula stated that CGP would only pursue the real estate angle with Ridgewood and that he was prepared to sign an agreement to that effect. (Id.) 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