Care Construction, Inc. v. Century Convalescent Centers, Inc.

Plaintiffs, Care Construction, Inc., et al. (hereinafter referred to as “Care”), were engaged in the business of constructing convalescent hospitals. Care, once construction was completed, would then lease or sell the convalescent hospitals to operators. Among the operators with whom Care negotiated to lease its convalescent hospitals was defendant Century Convalescent Centers, Inc. (hereinafter referred to as “Century”). Century was a publicly held company which was engaged in the business of operating convalescent hospitals. .

This controversy between Care and Century centered on a convalescent hospital completed in February 1971 in the City of Camarillo. Care had obtained the Camarillo property from Mr. Nathan Waters, who had originally desired to construct the convalescent hospital on this property. When the property was transferred from Mr. Waters to Care on May 20, 1970, there was also transferred to Care, Mr. Waters’ interest in a lease to a proposed convalescent hospital with Century.

The lease which had been offered to Mr. Waters by Century in 1969 had never been accepted by Waters.

During 1970-1971, negotiations were conducted by various officials and…