Precision Castparts hat nun das konkrete Kaufangebot für die Werner Schulz GmbH unterbreitet. Section 4.5(d) provides as follows: CPHB, ¶4. Zu den Kunden gehören unter anderem Branchengrößen wie Esso, Die weltweite soziale Ungleichheit ist weit dramatischer als bisher bekannt: Laut einer aktuellen Studie der Entwicklungsorganisation Oxfam, besitzen acht Männer mehr Kapital als die Hälfte der Menschheit. This criticism falls flat, however. Lupea WS, ¶¶4-8. RPHB, ¶¶86-91. These opinions are important data points, but they are not the whole story and must be viewed in the context of all the evidence before us, which at bottom is powerful. xx.xx.xxxx.
At no time prior to the closing of PCC's purchase of the Acquired Companies did Schulz disclose to PCC either the IDW S 6 going concern analysis, its need to file an insolvency petition for a period of time in June and July 2016, the €8 million Commerzbank bridge loan, or the trust agreement. The Tribunal determines and declares that Claimants failed to prove that Respondents breached Sections 2.20 and 2.21 of the SPA and accordingly denies those claims. I'm afraid they will not purchase any more Hyundai receivables.Two days later, Koelling assured DFB that payment for Hyundai had been wrongfully delayed over questions concerning technical deficiencies in the products, but that payment was now "on its way.
We conclude that the rehash doctrine does not bar Claimants' fraud claim. Respondents also dispute Claimants' claim of breach of Section 2.21, pursuant to which Respondents represented that there were no material liabilities "required by GAAP to be set forth in a financial statement," except for obligations incurred in the ordinary course of business since September 30, 2016, that are "accrued or reserved against" in the Financial Statements or that relate to the transaction itself. On June 26, 2017, Flöth responded as follows: "(ii) an award of attorneys' fees if all parties have requested such an award or it is authorized by law or their arbitration agreement. Respondents also complain that Kiess considered the absence of third-party confirmations with respect to the transactions in question to support his conclusions that the transactions were false. We consider Respondents' position too restrictive in three respects. CX-1419; CX-1420; Kiess-2, ¶87. Respondents shall pay simple interest on the amounts payable pursuant to paragraphs 295 and 296 at the rate of 3.75% per annum from February 16, 2017 until the date of full payment of the award.
1089 (Demuth). As in the case of Wördehoff's out-of-sequence analysis, Respondents have put forward no credible alternative explanation for Kiess's conclusions that is innocent in nature, whereas Kiess's conclusions and the evidence that supports them point to fraud: (i) his discovery of the Tracking Sheet that reflected the 47 transactions in question; (ii) his reliance on the absence, with respect to these transactions, of the types of documentation that one would expect to see in connection with bona fide transactions; (iii) a variety of emails that showed WSG personnel engaged in inappropriate conduct; (iv) manufacturing records of the 47 transactions which showed implausibly all the manufacturing steps taking place on the same date at the same time; and (v) his inquiries with respect to whether a particular freight carrier or a particular laboratory had records of their work on a particular transaction, all support his conclusion that the 47 transactions were fictitious.
Because we have rested our damages conclusion on the €157 million opening trial balance figure, we need not resolve that dispute. Notwithstanding these market conditions, Respondents touted to PCC that the Acquired Companies were prospering in spite of the challenges in the energy sector. RPHB, ¶¶169-171. N15C-10-176, 2018, WL 3084975, at *15 (Del.
Respondents' Post-Hearing Brief (" We bring a unique supply chain to the energy market. CX- 0267-0268. 994-997 (Turnes); Beaton, ¶30; RX-0928; Tr. The confluence of Schulz's dire financial condition and the need to sell the Acquired Companies led Schulz personnel to take additional measures to assure that PCC would complete the transaction. We do award costs in favor of Claimants, but consider that Claimants' original request for costs is too broad and encompasses non-recoverable costs.
Finally, Claimants contend that Respondents breached Section 2.20 pursuant to which Respondents represented that its inventory was useable and saleable. Putting to one side the fraud claim, and addressing solely the breach claims, it is clear that, if PCC had been given accurate financial statements and if PCC had received accurate information that was not disclosed by virtue of the other breaches that we have found, PCC would not have purchased the Acquired Companies for €800 million. Whether Schulz had a legal obligation to file an insolvency petition as a technical matter of German law, the fact remains that Schulz was unable to pay its debts and depended on Commerzbank's forbearance to avoid bankruptcy. Nor does Delaware law, which follows the American Rule, authorize fee shifting in the circumstances of this case, where there is no applicable fee shifting statute in Delaware, and where Respondents have not conducted themselves in this arbitration "in bad faith, vexatiously, wantonly or for oppressive reasons." 766 (Wördehoff).
In this section of the Final Award, we summarize the Parties' principal contentions. CPHB, ¶¶278-279.
1698-1705 (Anderson). We begin with the evidence relevant to the question whether Respondents made false representations and omitted facts that they had a duty to disclose. CX-0001, § 4.5(a). Respondents also maintain that Beaton's discounted cash flow analysis is flawed on multiple grounds. RPHB, ¶73.