LOST PROFITS & ECONOMIC DAMAGE CLAIMS
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CASE EXAMPLESFAILED SOFTWARE IMPLEMENTATION LOST PROFITS OF A CREDIT CARD COMPANY DUE TO A BREACH OF CONTRACT Fair Value of Partnerships’ Interests for Real Estate Developer Funds Tracing of Former Leading Energy Company Analysis of Lost Profits for Antitrust Dispute in the Tobacco Industry
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LOST PROFITS AND ECONOMIC DAMAGE CLAIMS
In commercial litigation, economic damage awards are meant to restore the plaintiff to the financial position the plaintiff would have been in, “but for” the defendant’s alleged harmful acts. Financial experts are often asked to quantify the economic damages that may have been suffered by the plaintiff or to defend against such claimed damages in matters ranging from contract disputes to intellectual property infringement claims, construction delay, and product liability.
LOST PROFITS AND ECONOMIC DAMAGE CLAIMS
In commercial litigation, economic damage awards are meant to restore the plaintiff to the financial position the plaintiff would have been in, “but for” the defendant’s alleged harmful acts. Financial experts are often asked to quantify the economic damages that may have been suffered by the plaintiff or to defend against such claimed damages in matters ranging from contract disputes to intellectual property infringement claims, construction delay, and product liability.
The determination of economic damages relies on various potential approaches , including lost profits or lost business value:
Lost Profits Approach
In certain circumstance the harm is for a defined period of time and a separately identifiable cash flow, allowing for use of a lost profits analysis. Lost profits represents the difference between profits the plaintiff would have achieved, “but for” the harmful event, and profits actually achieved. The calculated lost profits are adjusted for mitigation, if any. A lost profits analysis is commonly employed in breach of contract, intellectual property and general commercial litigation cases.
There are five methods often used in calculating lost profits: sales projection, before and after, accounting for profits, yardstick and market share methods.
- The sales projectionmethod compares forecasted profits before the harmful event to actual profits after the harmful event.
- The before-and-aftermethod compares profits before the harmful event to profits after the harmful event.
- The accounting for profitsmethod is based on incremental sales or profits achieved by the defendant as the result of the harmful event. Use of this method is premised on the assumption that the plaintiff would have attained the same amount of sales or profits as the defendant, “but for” the harmful event.
- The yardstick methodcompares profits to a quantifiable yardstick, before and after the harmful event. This method is typically used in industries where profit margins are closely tied to a measurable yardstick such as the price of raw material.
- The market share methodis based on the market share the plaintiff would have attained, “but for” the harmful event. This method may be suitable for industries where reliable data regarding the overall market is readily available.
Lost Business Value
When the loss of earnings is considered or assumed to be permanent and into perpetuity, or where a business is destroyed completely, a lost business value approach may be appropriate. This approach is commonly applied in business destruction, shareholder oppression, dissenting shareholder and tax court.
In determining lost business value, three commonly used approaches are the asset-based, market and income. In consideration of each of these approaches, a business valuation is performed before the date of harm and after the date of harm, with the resulting difference regarded as the lost business value.
- The Asset-based approachinvolves analyzing the plaintiff’s tangible and intangible assets net of liabilities.
- The Market approachuses pricing multiples taken from guideline companies or transactions and applies these multiples to the appropriate performance measure of the company being valued.
- The Income approach calculates a business’s value by applying a discount or capitalization rate to a measure of its expected future earnings to arrive at a present value of the future benefit streams.
CASE EXAMPLES
FAILED SOFTWARE IMPLEMENTATIONThis matter involves a dispute between a leading television and internet seller of jewelry and a software company.
Accumyn was asked to review and opine on the damages suffered by the jewelry seller as a result of the failed software implementation. Accumyn determined the jewelry seller’s out-of-pocket costs and extra-expenses incurred as a result of failed software implementation. This included payments to the software company, as well to the other third-party vendors. This involved a determination of the value of the benefit received, if any, for each of these payments. Accumyn also determined the internal labor costs incurred by the jewelry seller in order to ameliorate the damage from the failed software implementation.
The assignment also involved the preparation of five lost profit models to determine the damages suffered by the jewelry seller as a result of various delays in obtaining functionalities that had been promised by the software company. Five additional lost profit models were prepared to determine the damages suffered by the jewelry seller as a result of internal projects that were also delayed as a result of the failed software implementation. These analyses involved determination of the expected incremental profits the jewelry seller would have experienced, if not for these delay periods.
Scott Bayley provided two expert reports and trial testimony in support of his opinions.
LOST PROFITS OF A CREDIT CARD COMPANY DUE TO A BREACH OF CONTRACTThis matter involves a dispute between a high-end credit card company that provides co-branded marketing services and a global payment processing company.
Accumyn was asked to review and opine on the damages suffered by the credit card company based on claims that the payment processing company breached its contractual and common-law obligations and interfered with the credit card company’s business operations.
Accumyn determined the credit card company’s lost profits as a result of the payment processing company’s actions. This analysis was based on offsetting the credit card company’s expected program revenues by expected incremental program acquisition and variable carrying costs to derive future profit projections. These revenues and expenses were determined based on the credit company’s historical operating results, as well as the typical operating margins in the credit card industry.
Accumyn then calculated the credit card company’s out-of-pocket costs and extra-expenses incurred as a result of the payment processing company’s actions. This included costs incurred by the credit card company in the process of re-branding its product, retaining its customers, and converting to a new payment network.
Accumyn also determined the internal labor costs incurred by the credit card company in order to ameliorate the damage from the actions of the payment processing company.
Additional analysis included a critique of the opposing experts’ damage calculations
Scott Bayley provided two expert reports and deposition testimony in support of his opinions.
Fair Value of Partnerships’ Interests for Real Estate DeveloperAccumyn’s expert provided testimony in connection with the dissolution of a commercial real estate development and management partnership, based on the minority partner’s claims of breach of contract, breach of fiduciary duties, and other causes of action. Accumyn analyzed the company’s internally developed financial models and subsequent project appraisals to determine the fair value of the partnerships’ carried profit interests in nine joint-venture projects related to cargo warehouses and related office space. Additional damages were based on the expected value of continuing development and management fees.
Funds Tracing of Former Leading Energy CompanyAccumyn’s expert investigated and analyzed the flow of funds between a series of companies holding the ownership interests in an electrical power plant supplying one of the largest cooperatives in the United States. The Accumyn team assessed the profitability and the economic and financial implications of the ownership structure which included off-balance sheet holdings of one of the world’s former leading energy companies. Accumyn also traced profits and cash flows between entities in light of financing arrangements, option agreements and a buy-out option. Throughout the multi-stage litigation and FERC proceedings, Accumyn prepared a valuation of a power purchase agreement, financial analysis of solvency of parties to the agreement, assessment of various acquisition and disposition options based on historical financial performance of plant and holding entities and modeling to assess provisions to cure the alleged breach of contract.
Analysis of Lost Profits for Antitrust Dispute in the Tobacco IndustryRetained by the Chilean subsidiary of one of the world’s leading Tobacco companies, Mr. Tormo provided expert analysis and trial testimony regarding damages resulting from alleged long-term anticompetitive conduct of a competitor. Work included econometric analysis of sales and product prices in Latin American markets and determination of damages including lost profits over a 20 year period.
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