One more time for Transcend � then maybe we can let them rest in peace - Transcend lawsuit

For all you Transcend haters – more fuel for the flames.

This is PUBLIC record – nothing confidential here.  No need to comment on the validity – this is straight from the Court records. 

By the way, they are in talks and have hopes to acquire 1 or 2 more companies THIS YEAR.  Is your company going to be one of them?  No one is safe!!!  

LET THE RANTINGS BEGIN

ENJOY !!!!! 

Plaintiff TRS Institute, LLC, complaining of Defendant Transcend Services, Inc., hereby alleges and says:

                        INTRODUCTION

1.   Shortly over one year ago, TRS Institute, LLC (“TRS”), then known as Transcription Relief Services, LLC, closed on the sale of its domestic medical transcription business (the “Acquisition”) to Defendant Transcend Services, Inc. (“Transcend”). As consideration for the sale of its primary business, TRS received $4,000,000 at the time of closing, and an additional $562,731 shortly thereafter. The remaining consideration consisted of a “Contingent Payment” of up to $3,000,000 (the “Earn-Out”), the precise amount of which was to be calculated based on the revenue generated by TRS customers after closing.

2.   Based on the performance of TRS and their conversations with Transcend’s management, TRS executives believed TRS revenues would exceed the milestones necessary to generate the maximum Earn-Out of $3,000,000. Beginning almost immediately after closing, however, Transcend engaged in a series of actions deliberately designed to minimize the amount of the Earn-Out while maximizing Transcend’s revenues. These actions – including the 2 allocation of resources away from TRS customer accounts, delays in implementation of new TRS accounts, and discouraging the development of TRS’s relationship with its most valuable customer and referral source – breached the express terms of the Asset Purchase Agreement between TRS and Transcend and violated the implied covenant of good faith and fair dealing inherent in all contracts. Transcend’s actions, as described in more detail below, have resulted in substantial financial loss to TRS. In this lawsuit, TRS seeks to recover the Earn-Out consideration it is rightfully owed and which it would have received but for Transcend’s conduct.   

Case 1:10-cv-00362-UA-PTS Document 1 Filed 05/06/10