Dowell v. G & G Motorcycles, Inc. et al
Filing
58
MEMORANDUM OPINION. Signed by District Judge John A. Gibney, Jr. on 11/26/2014. (walk, )
IN THE UNITED STATES DISTRICT COURT
FOR THE EASTERN DISTRICT OF VIRGINIA
Richmond Division
MARSHALL E. DOWELL,
Plaintiff,
V.
Civil Case No. 3:14cv263
G & G MOTORCYCLES, INC., et al.,
Defendants.
MEMORANDUM OPINION
This matter came before the Court for a bench trial on October 16, 2014. The case
presents two issues: 1) does the doctrine of recoupment entitle the defendants to a reduction of
the amount they owe the plaintiff, and 2) if so, how much? The Court fmds that the defendants
are entitled to a reduction in the purchase amount, but still owe the plaintiff $97,751.69.
I. FINDINGS OF FACT
In 2003,' Marshall Dowell and his partner, Greg Stoneman, agreed to sell their Harley
Davidson dealership to George Wills^ for $12,000,000. Apparently, Wills paid $7,000,000 of
the purchase price at closing. To complete the purchase. Wills signed promissory notes totaling
$5,000,000 payable to Dowell and Stoneman. Because Dowell owned 51%of the dealership, the
note to him was slightly more than half the amount due—$2,764,200.
Dowell and Stoneman sold the dealership as an on-going business, including assets, such
as inventory and down payments, that change daily as customers do business with the dealership.
In recognition that the precise value of the assets would change between the date of the
' Given the date of the original transaction, the defendants have asserted a statute of limitations
defense in their answer, but the parties did not present evidence on this issue at trial. (Dk. Nos. 6
& 19.) Consequently, the Court makes no finding on this issue.
^ Upon execution of the agreement. Wills assigned his rights to his corporation, G & G
Motorcycles. Wills signed a guaranty of any amount due, so, for the purposes of this opinion.
Wills and G «& G have the same liability, and the Court will refer to them both as "Wills."
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