M.N. Mansour v. Spolin, Silverman CA4/3

Filed 4/3/13 M.N. Mansour v. Spolin, Silverman et al. CA4/3

NOT TO BE PUBLISHED IN OFFICIAL REPORTS California Rules of Court, rule 8.1115(a), prohibits courts and parties from citing or relying on opinions not certified for publication or ordered published, except as specified by rule 8.1115(b). This opinion has not been certified for publication or ordered published for purposes of rule 8.1115.

IN THE COURT OF APPEAL OF THE STATE OF CALIFORNIA

FOURTH APPELLATE DISTRICT

DIVISION THREE

M.N. MANSOUR, INC., et al.,

Plaintiffs and Appellants, G046654

v. (Super. Ct. No. 30-2011-00462556)

SPOLIN, SILVERMAN, COHEN & OPINION BOSSERMAN, LLP, et al.,

Defendants and Respondents.

Appeal from a judgment of the Superior Court of Orange County, Linda S. Marks, Judge. Affirmed. Law Offices of William B. Hanley and William B. Hanley; Law Offices of Laura Sullivan and Laura M. Sullivan, for Plaintiffs and Appellants. Bingham McCutchen, Bruce A. Friedman and Robert A. Brundage, for Defendants and Respondents.

INTRODUCTION This appeal involves a claim of transactional malpractice against a law firm, Spolin, Silverman, Cohen and Bosserman, LLP, and two of its lawyers, Scott Spolin and Stephen Silverman (collectively, Spolin). Their former client, M.N. Mansour, Inc. (Mansour), and its principal, M.N. Mansour, allege that Spolin committed malpractice when it failed to include a provision in an asset purchase agreement requiring the buyer to continue to pay Mansour if the assets it purchased from Mansour were sold to another company. Spolin moved for summary judgment on the malpractice claim, asserting that the buyer would not have agreed to the provision appellants now assert was negligently omitted from the purchase agreement. The court granted the motion and dismissed the action. We affirm. Appellants did not present evidence to create a triable issue of fact as to whether they would have received a “better deal” if the omission had not occurred. Without this evidence, appellants could not establish “but for” causation, and the legal malpractice claim fails. FACTS Mansour, formerly known as Applied Utility Systems, Inc. (AUS), developed a system for removing pollutants from power plants and other fossil-fuel- burning equipment. In early 2006, AUS entered into negotiations with Catalytic Solutions, Inc. (CSI), to sell its assets. CSI created a subsidiary, AUS Acquisition, Inc. (Acquisition), to purchase these assets. In May 2006, CSI and AUS executed a letter of intent, which was expressly made nonbinding. The parties contemplated structuring the purchase and sale to include