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that there would be a good return on the capital." Both Marvin
and Philip Yarnell were aware that the tax benefits flowing from
Plymouth exceeded the amount of their respective investments.
Philip Yarnell testified that he read the Plymouth offering
memorandum and that, with the exception of the technical aspects,
he understood the substance of what was set forth therein.
However, in describing how Plymouth was supposed to generate an
economic profit, he testified that he was informed that Plymouth
would manufacture the recyclers, place them with end-users, and
oversee their operation (all facets of the Plymouth transaction
which were supposed to be performed by PI, not Plymouth).
Marvin Yarnell testified that he and Philip "briefly" read
the offering memorandum and that, "quite frankly speaking, it was
very lengthy. It was very detailed and such." He could not
recall having read the reports of the evaluators and explained
that he and his brother were very busy at the time working on
their new company. In lieu of a thorough reading of the offering
memorandum, or an independent investigation, the Yarnells met
with Bachmann to get his opinion as to whether Plymouth was worth
investing in. Marvin Yarnell testified that he and Philip
invested in Plymouth based upon "what had been told to" them. He
also testified that "if the details were mentioned to * * *
[them], they really were not paid that much attention to because
* * * [they] had * * * [their] own business to take care of."
Bachmann never represented that he had contacted an
independent expert, and neither Marvin or Philip Yarnell ever
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