Eichenblatt v. Piedmont/Maple, LLC, A20A2052

CourtUnited States Court of Appeals (Georgia)
Writing for the CourtBrown, Judge.
Citation358 Ga.App. 234,854 S.E.2d 572
Docket NumberA20A2052
Decision Date29 January 2021
Parties EICHENBLATT v. PIEDMONT/MAPLE, LLC et al.

358 Ga.App. 234
854 S.E.2d 572

EICHENBLATT
v.
PIEDMONT/MAPLE, LLC et al.

A20A2052

Court of Appeals of Georgia.

January 29, 2021


854 S.E.2d 573

Keith Samuel Hasson, Atlanta, Michael Francis O'Neill, for Appellant.

Eric Jon Taylor, Laura Thayer Wagner, Atlanta, Ra Olusegun Amen, for Appellee.

Brown, Judge.

854 S.E.2d 574

This is the fourth time these parties have come before this Court. See Eichenblatt v. Piedmont/Maple, LLC , 350 Ga. App. XXIV (June 24, 2019) (unpublished) (the "Third Appeal"); Eichenblatt v. Piedmont/Maple, LLC , 341 Ga. App. 761, 801 S.E.2d 616 (2017) (the "Second Appeal"); Kaufman Dev. Partners, L. P. v. Eichenblatt , 324 Ga. App. 71, 749 S.E.2d 374 (2013) (the "First Appeal"). In this appearance, David Eichenblatt appeals the trial court's grant of attorney fees in the amount of $837,444.95 to Piedmont/Maple, LLC, Kaufman Development Partners, LP ("KDP"), and Craig S. Kaufman (collectively "appellees"), under Georgia's "offer of settlement statute," OCGA § 9-11-68. We reverse.

A more detailed factual history of this case is found in the three prior opinions issued in this case, but following is a brief summary of the pertinent facts, most of which are culled from the opinion issued in the Third Appeal. In 1995, Eichenblatt and KDP, as its sole members, formed Piedmont/Maple, a real estate investment company that owned and operated a piece of commercial property in Atlanta. Pursuant to the operating agreement, Eichenblatt would receive up to 40 percent of Piedmont/Maple's quarterly cash flow distribution. In accordance with an amended operating agreement executed in 2000, Eichenblatt was removed as a member of Piedmont/Maple, but retained the right to receive his share of distributions. In 2005, Piedmont/Maple refinanced the debt on the commercial property, and then began experiencing financial difficulties. Eichenblatt, suspecting mismanagement by KDP, sued Kaufman, KDP, and other related entities claiming, inter alia, that the defendants had mismanaged Piedmont/Maple, breached the amended operating agreement, and ignored their fiduciary responsibilities. Following a jury trial in 2011, Eichenblatt was awarded $625,000 against KDP for breach of the operating agreement. KDP appealed, and this Court affirmed in the First Appeal.

In September 2012, KDP loaned Piedmont/Maple $3,550,000, allowing Piedmont/Maple to pay off debt on the commercial property which had gone into default. At around the same time, the commercial property, which had been divided into two parcels, was sold in two separate transactions. Following the sale, appellees sought to wind down and terminate Piedmont/Maple. As part of the dissolution, Piedmont/Maple distributed to Eichenblatt $969,609.23, which it had determined to be 40 percent of its total remaining assets, less certain fees and expenses. When Eichenblatt disputed the accuracy of Piedmont/Maple's calculation and refused to cash the final distribution check, appellees filed the instant action for declaratory judgment to establish the proper dissolution payment. Eichenblatt counterclaimed for breach of contract and breach of fiduciary duty, asserting that KDP and Kaufman had manipulated the member loan to KDP's advantage and had reduced the value of the commercial property by selling the two parcels separately instead of as an assemblage. Eichenblatt also alleged that KDP and Kaufman leased space in the commercial property to an affiliate, but did not require the affiliate to make rental payments. Eichenblatt sought 40 percent of the unpaid rent, totaling approximately $422,451.

The Second Appeal arose from appellees’ underlying declaratory judgment action. Appellees moved for summary judgment on Eichenblatt's counterclaims, and the trial court granted the motion in part. Eichenblatt appealed. Shortly before Eichenblatt filed the Second Appeal with this Court, appellees served an offer of settlement pursuant to OCGA § 9-11-68 on him. Eichenblatt made a counteroffer, which appellees rejected; the parties never reached an agreement. In the meantime, this Court reversed the partial grant of summary judgment to appellees and remanded the case back to the trial court. See Eichenblatt , 341 Ga. App. at 765-767 (2), (3), 801 S.E.2d 616.

Following remand from this Court, and various procedural machinations, the matter

854 S.E.2d 575

proceeded to trial. At the start of trial, KDP confessed judgment in the amount of $79,000 on the unpaid rent claim. At the close of the evidence, the trial court granted a directed verdict against Eichenblatt on his claims of breach of contract/breach of fiduciary duty related to appellees’ failure to sell the commercial property as an assemblage. As to the remaining claims, the jury found that Piedmont/Maple had proved that it correctly valued its assets and distributions to Eichenblatt regarding its attempted dissolution. The jury ruled against Eichenblatt on his counterclaims, finding that he failed to prove that Kaufman or KDP breached any contracts or their fiduciary duties.1 The trial court entered a final judgment on May 18, 2018, concluding that appellees were entitled to a declaratory final judgment that the correct amount of Eichenblatt's final share in the dissolution is $969,609.23 under the Operating Agreement of Piedmont/Maple, LLC, the First Amendment to Operating Agreement, and the Separation Agreement, and entering judgment against "[p]laintiff Craig S. Kaufman and in favor of ... Eichenblatt in the amount of $79,065.60 [for the rent underpayment]."

In the Third Appeal, Eichenblatt challenged various evidentiary rulings by the trial court during the trial, and the trial court's directed verdict on his counterclaim. This Court affirmed the rulings. See Third Appeal, Slip Op. at 8-15. Upon remittitur, appellees moved for attorney fees pursuant to OCGA § 9-11-68. Following a hearing, the trial court granted the motion, awarding to appellees attorney fees in the amount of $837,444.95, pursuant to OCGA § 9-11-68. Eichenblatt appeals this order.

1. Proper resolution of this appeal requires us to consider the trial court's conclusion that "notwithstanding the discussions between the parties/their counsel at the time...

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2 practice notes
  • Stone v. Stone, A20A1814
    • United States
    • United States Court of Appeals (Georgia)
    • January 29, 2021
    ...later to compel a party who was awarded a specific asset to sell or otherwise convert that asset in order to comply with some other 854 S.E.2d 572 provision of the decree." Id. at 570-571 (3), 690 S.E.2d 410.The divorce decree awarded Brandy a distinct interest in the marital home. It also ......
  • Anderson v. Jones, A22A0812
    • United States
    • United States Court of Appeals (Georgia)
    • October 3, 2022
    ...judgment rests on an erroneous legal theory, an appellate court cannot affirm." (Citation omitted.) Eichenblatt v. Piedmont/Maple, LLC, 358 Ga.App. 234, 237 (1) (854 S.E.2d 572) (2021). So viewed, the record shows that, one evening in October 2019, Anderson was driving while intoxicated whe......
2 cases
  • Stone v. Stone, A20A1814
    • United States
    • United States Court of Appeals (Georgia)
    • January 29, 2021
    ...later to compel a party who was awarded a specific asset to sell or otherwise convert that asset in order to comply with some other 854 S.E.2d 572 provision of the decree." Id. at 570-571 (3), 690 S.E.2d 410.The divorce decree awarded Brandy a distinct interest in the marital home. It also ......
  • Anderson v. Jones, A22A0812
    • United States
    • United States Court of Appeals (Georgia)
    • October 3, 2022
    ...judgment rests on an erroneous legal theory, an appellate court cannot affirm." (Citation omitted.) Eichenblatt v. Piedmont/Maple, LLC, 358 Ga.App. 234, 237 (1) (854 S.E.2d 572) (2021). So viewed, the record shows that, one evening in October 2019, Anderson was driving while intoxicated whe......

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