The Palms Restaurants
A dispute between members of the families owning the Palm focused on improper transactions concerning the use of intellectual property (IP). First opened in 1929 by John Ganzi and Pio Bozzi, the restaurant started expanding in the ‘70’s under the direction of two members of a later generation – Bruce Bozzi Sr. and Walter Ganzi Jr. – and now operates approximately 25 restaurants throughout the U.S.
The Plaintiffs told the court that Bozzi Sr. and Ganzi Jr. caused Just One More Restaurant Corporation (JOMR), the entity that the families own together, to license the Palm IP at a below market rate. Each new restaurant paid a flat fee of $6,000 per year instead of a royalty calculated as a percentage of sales, which effectively cut the Minority Shareholder family members out of their rightful share of profits.
How do you determine a reasonable royalty rate? How much should be paid to license a well-known, 90-year-old business name and its trade dress (the signature look and feel of the product)? What is the proper structure for the payment of a licensing fee?
The DALS team of Pamela O’Neill and David Benick prepared an expert report and delivered testimony that led to a groundbreaking ruling issued in the Supreme Court of the State of New York regarding the appropriate valuation method to calculate lost royalties.
Pam and David supported their reasonable royalty rate opinion for use of the Palm IP by examining a variety of qualitative factors and evaluating market evidence from the acquisitions of comparable premium steakhouse companies.
The Cushman & Wakefield team was able to present the analysis skillfully and persuasively. The Judge cited Pam as an “experienced valuation authority” and relied entirely on her analysis and testimony and declined to rely on the testimony and opinions of the valuation experts put forth by the Defendants. The Court found Pam’s testimony credible, her analysis of comparable steakhouse restaurants valid, and her assumptions and conclusions supported.
Based on the team’s findings, the judge awarded more than $116 million in lost royalties, rent and interest to our clients.
This result demonstrates the value of collaboration and our multi-disciplinary approach, which is the foundation of the DALS practice. The group has become a true litigation support practice with broad reach and capabilities in business valuation and damages extending beyond real estate related issues.
As the legal case law evolves in how best to assess damages when the appropriate royalty rate is in question, our team has helped set a legal precedent for matters involving disputes concerning intellectual property.