this particular case relates to the fact that it was our contention that when the court of appeals ruled which is contained in the  the original apparent appellate opinion which was submitted  according to the record three hundred and six thousand dollars in a quick minute from superior when superior went out of business he then formed the grain company several months went by and then started operating the grain company the court of appeals affirmed the judgment summary judgment by judge real in part and reversed in part and mandated that the court of appeal mandated this court mandated that a hearing be held maybe that's the right language  better that something be held to determine the amount of damages that were due based upon the fraudulent transfer claims alone that's exactly their language and with regard to that the district court requested people to file status reports which we did then several days later the status reports we got an order saying there were no oral argument there's no reason to have an oral argument there's no reason to have a hearing and simply ruled that the value of the fraudulent transfer was exactly the amount of the arbitration award in the underlying judgment you're not suggesting that a hearing was required are you know what i'm suggesting is they stated that they had to determine the amount of damages due on the fraudulent transfer claims alone so why does it matter that no hearing was if there was no hearing because the court of appeal and its opinion said that mister ford tez paid one hundred and forty thousand dollars for equipment and in the record the value of the equipment was alleged to be three hundred and six thousand dollars and some miscellaneous core that's what was purchased their argument was that the business was bankrupt at that time could not pay out of barry's bill amazon able to continue to buy corn to process corn the business was defunct mister cortez who started the original business and sold it to his children basically came back and said the equipment is worth i believe about one hundred and forty thousand dollars wrote checks his superior for one hundred and forty thousand dollars and simply started the business several months later again so counsel correct me if i'm wrong but i thought the issue in this case was whether or not the arbitration award the creditors claim was less than the value of the assets transfer that's basically what's the issue in the carolinas and so there was the evidence to support the judgment that was also meant to be rendered was simply the judge says the evidence that was submitted which was is the amount of the arbitration award there was virtually no evidence submitted as to what the value of the business was at the time or the court of appeal said because we had a fraudulent transfer action you're only entitle to the value of what was transferred correct that's it you're not entitled to your original judgment and in the record where you dollars and the amount paid was one hundred and forty thousand dollars but the amount transfer was the whole business that's what we have answered but the business wasn't transferred the business was closed well that's the argument the whole business with but that's not the facts the business was closed the business did not reopen for several months it was closed it was dad but that was the whole point that it was a fraudulent transfer the point was the business was on the verge of closing or had closed mr cortez came in realizing that he was not involved in the out of very transaction he had stepped away from the business he spent a lot of his time and el salvador he comes back they have this job arbitration award against the company for me in dollars or eight  what was the difference in the operation of those wasn't any different right that's the point yet though that's a point that's the point for which he paid one hundred and forty thousand dollars for the value of the equipment and the business was shut down the business did not operate the policy council probably sees that differently but well i don't know how we got an assumption there really were the facts around disputed that it was closed for a period of time before  reopened is a great company and there was and money was paid for the equipment the value what was that they believe the value of the quitman was a fair price and the court of appeals send it back to determine correct and then the district court reinstated its award because the dismissed the prior opinion his court affirmed reversed remanded as to one aspect which was an unjust enrichment claim and went back down to the district court and the district court concluded that the amount of the original damages stood and at this point this is arbitration a word was entered answer client almost ten years ago eight or  client the arbitration award the arbitration award was entered against superior corporation had nothing to do with likely but there's now been multiple findings including by this court that the transfers it issue and multiple stages here were fraudulent the transfers were fraudulent and the word fraudulent implies evil intent and a lot of other things all that happened here was the amount of money paid for the transfer of the merchandise received was less then reasonably equivalent value they're saying acknowledge that one hundred and forty thousand was paid and it was worth three hundred and six dollars and then there's the judgment for close to a one million dollars and then the court of appeal this court found and told the court to define what were the damage is based upon the fraudulent transfer alone and there's this court recognizes it's the value of the met of the property transferred not the amount of the judgment whichever is less and i don't there was sufficient evidence in this in the matter when it went back after the mandate to support the finding that last statement is that a challenge you made on this appeal yes i mean basically all i'm saying on this appeal is we wanted a hearing or some evidence to show that the amount of judgment was exactly the same amount as the arbitration  asked you earlier in your argument whether or not you were taking the position that it was error to not have a hearing you say you were not you did not challenge the fact that the district court elected not that he should have had a hearing but what i can't control letting me stay i represent it's pretty green in the chapter seven case the chapter seven case was filed an independent neutral disinterested trustee was appointed the trustee reviewed examined went through every single which appeal are you are offering these comments dealing with now that mr i can just start so what occurred was the father who was upset about what happened with his children because he transferred the business to them sold it to them they didn't pay him and he said i want to try to save myself do something and he started the new entity green g r a y n e which confusion to me because of the spelling but that was started and he paid two hundred and forty thousand dollars to start it on the issue that i understand on appeal was how much if any of the grain was there sitting in superior adebayor when i'm sure graeme company started that would be the measure of damages plus the three hundred and six thousand dollars which is a disputed minus a one hundred and forty dollars that was paid that would be the extent of the which unless there was other value for example if there was an operating business that was conveyed that would presumably have some additional value to add to it now we're hearing that there was no operating business but it seems to me these are all issues that could and should have been raised to the district court or in the brief on appeal i don't see any of this there that was brought up well i believe it was brought up but there was no business like that it was probably where it was brought up i put in the fact that superior wait a minute well you didn't file a brief no i did not so you didn't bring it up in this appeal who did where was it brought up it was brought up on the st appeal your honor what were how does that help us if that probably doesn't take you i hear lots of arguments in both of these cases that might have been made before might have been made here could have been made but weren't made and i'm not sure what we're supposed to do with us well what i'm asking is the so that the district court makes it we're not going to remand because arguments were brought up you need the between the two of you better point to me where these arguments have been made i didn't see it i saw an argument that said there should have been a hearing sort of i saw an argument that said that there was a mandate from this court that dictated something which you don't think it did i didn't see an argument saying that there was insufficient evidence of the value that was transferred to justify th that seems to be what i've been hearing this morning but i haven't found that argument made to us before so here's my problem you know i said a few minutes to figure out an answer to that i think you will hear from the opposing counsel and then a bott were not preserved in appellant opening brief the only argument that appellant presented in its opening brief in this appeal is that this court's mandate limited the asset transferred by superior grain to its equipment and corn and that the district court lacked sufficient evidence only as to the value of the corn but as i think every judge on the panel has now indicated the district court had previously found that the asset transferred was superiors entire business and this court's previous memorandum just position did not change that holding so on re mand the evidence that the district court needed was evidence as to the value of superior grains entire business and appellants did not argue either before the district court in their opening brief before this court that the district court lacks sufficient evidence as to the value of the business so in order to resolve this appeal all this court needs to find is that the previous memorandum disposition did not hold as law of the case that superior grain only transferred its equipment and the corn once this court resolves that issue it will have resolved the only issue that has been preserved in this appeal and it can simply affirm the district court's judgment on that basis and if i could i'd just like to respond briefly to some of the factual claims or other claims that opponents counsel made that i think are you know way too late in the day for them to be raising now so they've made a number of claims about how superior green was bankrupt closed out of money etc that's completely inconsistent with the district court's finding which is now binding on them that superior green and green company were alter egos they were the exact same company operating under different names so what happened is that you have superior grain as an ongoing business concern in two thousand and twelve after at a very files that arbitration proceeding superior grain then just continues operating doing the exact same work in the exact same facilities the same employees same management same customers under the name green company so there was no point in time where superior green failed to close down and grain company had to come in and bail it out it was the same company just operating over that time period under different names that's what the district court found in its summary judgment order this court did not disturb that finding in the previous appeal then on remand the district court again found that every grain and grain company or now binding finding of alter ego liability and again if i could just respond to some of the other claims about superior bankruptcy that were made by green companies counsel none of that has been presented to this court in this appeal and it's just irrelevant to the issues that have been preserved know even if they had preserved that issue there was evidence of superior grains entire value and so this court should affirm unless there are any further questions that evidence was the evidence of the gross revenues that was  between three dollars and five million dollars the certain years and then certain customer purchases of corn was or anything else that's primarily it your honor it was the number of customers the amount of corn that they sold to those customers each month and then the companies gross income which cited a case in our answer in brief and that that gross income is a proper measure for value in the company's goodwill i know that mr cortez is raise some arguments for the st time in his reply brief that that's not the appropriate measure of good will under california law we really haven't had a chance to respond to that in writing i don't think it's been preserved in that this court shouldn't consider it but if the court does consider it for example  case that mr cortez cites in his reply brief does not hold any when the case went back down did mr cortez come forward any evidence to say listen you know this this business is worth less than eight hundred and twenty five thousand dollars and here's why no no your honor and it was clear that that issue was something mr cortez could have raised so on remand at a very argued that the reason the district court didn't need to reopen discovery was because the asset transferred was superior green's entire business and that there was undisputed evidence that the business was more valuable than the arbitration award in response to that argument mr cortez and green company only disputed the definition of the asset transferred they made the same argument that they're making now that this court's memorandum disposition held as law of the case that the answer transferred with only the equipment and corn they did not argue before the district court or submit any evidence that if the acid transferred was superior grain entire business it was less valuable than the arbitration award or that there was any reason to think that the financial data that out of barry submitted in support of its motion was not truly reflective of the company's value and if you look at some of the claims that mr cortez made in his reply brief about how superior grain was out of money broke couldn't pay its bills you'll see that those claims are generally not paired with any citations that record that's because there's no evidence in the record to support them the only evidence that mr cortez cites is his client's deposition testimony that his sons had quote unquote failed at running the business i think that sort of vague statement certainly isn't evidence that the company was broke or closed or out of money bankruptcy filing the reason why superior had no valuable assets or property if that had already given everything the green company which then continued operating the exact same ongoing valuable business there are no furthe the issue of the value of the property transfer which is in the record and found by this court in the supreme but it was three hundred and sixty thousand they're the ones that are saying the business was sold the business was not sold the business was not sold business was close all that was purchased was the equipment so if we if we disagree with you about the reading of this court's prior memorandum disposition what evidence did you bring for in the district court to show that no value to business was less than the amount of the arbitration award the court didn't give us an opportunity to separate submitted the evidence to the court simply took a status report and said there's no need for anybody to come in and i'm issuing this award that was it there was no hearing there was no summary judgment there was no it declarations it was simply the court statement which was contained in the brief that they read each side status report took the case off calendar and rendered a judgment that the amount of the award would be the same as the was before and the  original case that the this court's mandate of the three hundred and six thousand plus minus one hundred and forty dollars was paid was not relevant or just didn't matter and basically there would be no evidence taken on that issue and it would simply be whatever the original arbitration award was and that's the reason for this appeal we felt that was not fair where there is the argument made that there was insufficient evidence to support the district court's conclusion that the value transferred exceeded the amount of the arbitration award we didn't have an opportunity to do that on appeal in europe where is that argument made on appeal in the actual that  it's in the record or that we make the argument in the briefs that where if they're there they're in the brief say what i read in the breeze in the complaint about the mandate of this court not being followed what i did not read in the breeze was an argument that the