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CONFIDENTIAL

Oct. 28, 1995

Breach of Contract
Stock Purchases
Repurchase Agreement

Confidential

Settlement –  $2,315,000

Judge

C. Robert Jameson

Court

Orange Superior


Attorneys

Plaintiff

Paul D. Beechen

Steven B. Katz
(Constangy, Brooks, Smith & Prophete LLP)


Defendant

William B. Hanley
(William B. Hanley Attorney at Law)


Facts

On February 15, 1995, Defendant purchased Plaintiff's business in exchange for cash and stock. Defendant agreed to buy back stock, pursuant to stock repurchase agreement. Plaintiffs tendered stock, pursuant to the stock repurchase agreement; but Defendant refused to pay the amount demanded.

Settlement Discussions

Plaintiff contends it demanded $2,315,000 and Defendant made no offers prior to this result.

Damages

Value of stock, per the repurchase agreement, $2,315,000; plus prejudgment interest.

Other Information

This case was filed on June 2, 1995; four months prior to this result.


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