Professional Documents
Culture Documents
Complaint Vapiano
Complaint Vapiano
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1 FACTUAL ALLEGATIONS
2 Plaintiff PSH Enters the Restaurant Sector
3 22. Plaintiff PSH is a holding company with interests across a wide
4 array of industries. In 2018, PSH made the strategic decision to reduce its
5 exposure in the residential real estate mortgage markets and to expand into retail
6 consumer markets. As part of this strategy, PSH expanded into the film-financing
7 industry and e-gaming markets. PSH also identified an opportunity to expand
8 into the retail consumer markets through the acquisition of restaurant franchise
9 rights in the United States.
10 23. Specifically, PSH identified an opportunity to acquire rights to
11 expand a successful European Italian-themed restaurant franchise in the U.S.
12 market. This franchise had seen rapid expansion throughout Europe, but efforts
13 to expand this franchise in the United States had not been successful. PSH
14 believed that with the right backing this franchise could quickly blossom in the
15 U.S. market. PSH identified two potential transactions to implement this strategy.
16 The first transaction involved acquiring three existing franchised Restaurants
17 from their majority owner, VAP Sunshine, thus providing PSH an existing U.S.
18 footprint for the franchise. The second larger transaction involved acquiring U.S.
19 development rights from the franchisor directly in order to expand the franchise
20 throughout Florida, Illinois, and Virginia.
21 24. PSH was unaware that development of the Doral Restaurant had
22 been funded by an international money-laundering scheme, and that the illicit
23 enterprise behind this money-laundering scheme was seeking to maintain
24 control. It appeared that the initial funding tiers for development of the
25 Restaurant had come from an individual named Thorsten Maehle through the
26 entity he managed, VAP Invest. However, it later became clear that the true
27 source of the funds was the nefarious J. Widmer. In order to disguise the origin of
28 this money, the Widmer family created a disguised trust that was designed to
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1 mask the funds unlawful origins. Maehle, as the frontman for this scheme, knew
2 that the true source of the money was J. Widmer who had amassed his fortune
3 through corrupt shipping transactions in Guatemala.
4 The Widmer Enterprise Launders Illicit Bribery Proceeds
5 25. J. Widmer, known as “The King of the Ports” in Guatemala, is a key
6 figure in an international bribery scandal. Specifically, in coordination with
7 government officials, J. Widmer, through his various companies including but
8 not limited to Novacom S.A., exchanged discounted tariff costs for bribes from
9 importers. In April 2015, however, following a UN-assisted investigation,
10 evidence of this network of corruption was disclosed by international prosecutors
11 resulting in a scandal that reached the highest levels of the Guatemalan
12 government. Although J. Widmer was suspected of being a major participant in
13 this illicit bribery conspiracy, J. Widmer managed to escape Guatemala before he
14 could be prosecuted, and moved to Switzerland where he remains a fugitive from
15 justice according to Guatemalan media.1 While Switzerland has extradition
16 treaties, it has frequently taken a conservative approach to extradition requests
17 and refuses to extradite its own nationals. Thus, Switzerland has unfortunately
18 become somewhat of a known haven for some of the world’s wealthiest financial
19 criminals, as well as for other major international criminals who manage to
20 obtain Swiss citizenship. 2
21 1
See The reign of Jurg Widmer remains intact in the ports, El Periodico,
22 February 11, 2018, available at https://elperiodico.com.gt/investigacion/
23 2018/02/11/el-reinado-de-jurg-widmer-sigue-intacto-en-los-puertos/
2
See 5 Countries With No U.S. Extradition Treaty, Thomson Reuters (FindLaw),
24
June 5, 2013, available at https://blogs.findlaw.com/blotter/2013/06/5-countries-
25 with-no-us-extradition-treaty.html (referring to Switzerland as an “honorable
mention” in a list of countries with no US extradition treaty because it has been
26
“known to harbor U.S. fugitives”); Schectman, Joel, Lawmakers Tell Justice
27 Dept. to Seek Swiss Banker Extraditions, Dow Jones & Company, March 18,
2014, available at
28
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1 knowingly acting on behalf of the Widmer family to assist their efforts to launder
2 J. Widmer’s bribery proceeds.
3 28. The purpose of VAP Invest was to hide the identity of the Widmer
4 family in connection with the investment of J. Widmer’s unlawful bribery
5 proceeds into legitimate U.S. businesses. Once procured by the frontman, the
6 unlawful scheme involved transferring the investment to a different shell
7 company under the direct control of J. Widmer’s children. Upon information and
8 belief, J. Widmer’s children, A. Widmer and K. Widmer, set up many of these
9 shell companies to hold the investments made using their father’s illicit bribery
10 proceeds. Indeed, A. Widmer and K. Widmer are listed as officers of no less than
11 five such Florida shell corporations including Widvest LLC, Tucan Enterprises,
12 Inc., Brickestate, Inc., Adventure Capital, Inc., and VAPvest (the entity that the
13 investment at issue here, the stake in the Doral Restaurant, was eventually
14 transferred to following acquisition).
15 The Widmer Enterprise Infiltrates the Restaurants
16 29. In July 2016, VAP Invest made a $1 million investment in the Doral
17 Restaurant in exchange for a 40% interest in that business pursuant to a
18 Membership Interest Purchase Agreement with VAP Sunshine executed by
19 Thorsten Maehle as the manager of VAP Invest. (See Membership Interest
20 Purchase Agreement attached hereto as Exhibit A). Unbeknownst to anyone but
21 the members of the Widmer Enterprise, the true source of this investment was the
22 bribery proceeds of J. Widmer. Subsequently, VAP Invest, through the Widmer
23 Enterprise’s frontman, Maehle, transferred the 40% interest in the Doral
24 Restaurant to VAPvest Corp, an entity that was also controlled by the Widmer
25 Enterprise. At all times, Maehle understood that his role was to act on behalf of
26 the Widmer Enterprise and to use this complicated investment mechanism to
27 conceal the true origin of the investment funds.
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1 exercising domination over the Doral Restaurant so they could control day-to-
2 day operations with the ultimate goal of using the enterprise for money
3 laundering.
4 36. This illicit scheme may have gone unnoticed and unhindered for
5 years except for the decision by one of its members, Defendant Maehle, to cash-
6 out of the Widmer Enterprise through a sale of his interest in the Restaurants.
7 Upon information and belief, Defendant Maehle had knowingly participated in
8 the Widmer Enterprise, but following a dispute with the Widmer family, had
9 decided to liquidate his interest in the Restaurants, including the Doral
10 Restaurant. Thus, when the managing partner of Sunshine, Andres Moser,
11 approached PSH about selling the Restaurants in December 2018, Defendant
12 Maehle jumped at the opportunity to cash-out and walk away from the Widmer
13 Enterprise’s illicit scheme.
14 PSH Walks into the Hornets’ Nest
15 37. Unaware of the hornets’ nest it was walking into and the nefarious
16 origin of the funds used to develop the Doral Restaurant, PSH entered
17 discussions with Andreas Moser and Thorsten Maehle to acquire their 97.5%
18 interest in VAP Sunshine. VAP Sunshine had a 100% interest in the Brickell and
19 Reston Restaurants, and a 60% interest in the Doral Restaurant. The parties to the
20 Sunshine Transaction set forth the terms of this agreement in a Non-Binding
21 Proposal to Purchase the Equity Interests of VAP Sunshine, LLC. (See Sunshine
22 Transaction Closing Letter and exhibits thereto attached hereto as Exhibit B.) On
23 January 8, 2019, the parties to the Sunshine Letter entered into a Consent of
24 Members as contemplated thereby mutually agreeing to make the Sunshine
25 Acquisition Agreement binding and enforceable. (See id.)
26 38. Unfortunately, the remaining members of the Widmer Enterprise, J.
27 Widmer, A. Widmer, and Gregor, were not willing to let such an ideal
28 money-laundering scheme go without a fight. While the Widmer Enterprise
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1 could not legally prevent its former member, Defendant Maehle, from selling his
2 shares in VAP Sunshine to PSH, they remained intent on benefiting from or
3 blocking the Sunshine Transaction.
4 39. Initially, the Widmer Enterprise tried to work directly with or
5 “recruit” PSH in hopes that they may be able to replace Maehle with a new
6 frontman that not only had franchise approval to operate the existing Restaurants,
7 but also had the right to develop even more franchised restaurants that they could
8 infiltrate for their money-laundering operations. As such, J. Widmer and Gregor
9 met with representatives of PSH in Switzerland to discuss how they could remain
10 involved with the VAP Sunshine Restaurants, and potentially invest in PSH’s
11 U.S. Transaction aimed at expanding the franchise.
12 40. Not knowing the full background of the Widmer family and the
13 origin of J. Widmer’s wealth, PSH approached the franchisor about the
14 possibility of partnering with the Widmer family. The franchisor, however,
15 immediately and unambiguously rejected all suggestions involving the Widmer
16 family in the U.S. Transaction or any proposal that would result in the Widmer
17 family having any control over franchised restaurants.
18 41. Upon learning of the Widmer family’s background and the origin of
19 J. Widmer’s wealth, PSH also came to the independent conclusion that it could
20 not do business with the Widmer family in any capacity. Moreover, PSH’s
21 subsequent diligence also uncovered troubling information about Thorsten
22 Maehle. First, PSH came to learn that Maehle was A. Widmer’s close friend and
23 confidant. Second, and more importantly, PSH’s investigation revealed evidence
24 that the funds Maehle had purportedly invested in VAP Sunshine through the
25 various shell companies had not in fact come from Maehle, but instead had come
26 from the Widmer family and represented J. Widmer’s illicit bribery proceeds.
27 Thus, PSH’s preliminary investigation suggested that Maehle was merely a
28 frontman operating on behalf of the Widmer family to assist them in laundering
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1 the Restaurants intended to reduce the Restaurants’ revenue, increase costs, harm
2 PSH’s reputation in the industry, and interfere with PSH’s relationship with the
3 franchisor; and (c) a defamation campaign designed to interfere with PSH’s
4 relationship with the franchisor. Specific examples of the Widmer’s assault on
5 PSH include, but are not limited to:
6 a. Members of the Widmer Enterprise, either directly or through
7 third parties, engaged and continue to participate in a smear campaign
8 designed to encourage Restaurant employees to quit, refuse to cooperate
9 with PSH, and/or cooperate directly with the Widmer Enterprise and its
10 agents and representatives. The Widmer Enterprise and other Defendants,
11 including Defendant Politano, have repeatedly and systematically texted,
12 called, and emailed Restaurant employees defamatory statements about
13 PSH.
14 b. Widmer Enterprise members including A. Widmer, Thorsten
15 Maehle, and Clemens Gregor repeatedly threatened or intimidated
16 Restaurant employees through phone calls and in person. The threats and
17 intimidation were so aggressive and unfortunately effective in interfering
18 with PSH’s ability to work with Restaurant staff, that PSH was forced to
19 send a letter to Gregor through counsel demanding that he and his co-
20 conspirators cease and desist further communications with Restaurant
21 employees.
22 c. Upon information and belief, the Widmer Enterprise or its
23 representatives also handed out cash to employees and encouraged them to
24 strike against new ownership and/or refuse to work for PSH.
25 Representatives of the Widmer Enterprise then contacted local news media
26 sources in order to attract unfavorable attention that caused significant
27 reputational harm to PSH and the Restaurants.
28
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1 accounts were connected to all vendor auto-debit and ACH payments and
2 were property of the Restaurants now owned by Plaintiff. This interfered
3 with Plaintiff’s ability to manage and operate the Restaurants until they
4 were able to coordinate with BB&T to take control of the accounts.
5 g. On March 28, 2019, the Widmer Enterprise unlawfully took
6 over physical operations at the Doral Restaurant for one day during which
7 they collected all the Restaurant’s receivables. The Widmer Enterprise
8 accomplished this by fraudulently informing Shewalter (the Doral
9 Restaurant’s landlord) that VAPvest and the Widmer family were the true
10 owner of the Restaurant and thus obtaining his assistance in placing the
11 Widmer Enterprise’s chosen manager, Defendant Beilenson, in charge of
12 the Restaurant. For his part in this scheme, Defendant Beilenson (whom
13 Shewalter referred to in email as “Clemens [Gregor]’s guy”) was paid in
14 cash directly or indirectly by the Widmer Enterprise. After physically
15 taking over the Doral Restaurant, Beilenson installed a “Square” credit-
16 card reader to divert all the Doral Restaurant’s revenue to the Widmer
17 Enterprise. In this manner the Widmer Enterprise, through Defendant
18 Beilenson, was able to convert revenue due to the Doral Restaurant and its
19 true owner, PSH, and take it for themselves. Plaintiff PSH was eventually
20 able to resolve this situation and take back control over the Doral
21 Restaurant by having the franchisor provide Shewalter with a letter
22 demonstrating PSH was the lawful franchisee. However, PSH was not able
23 to regain control until after it had already lost nearly a full day of revenue
24 and not without incurring substantial reputational harm with the Doral
25 Restaurant staff and employees as well as the franchisor.
26 h. Maehle, with assistance from A. Widmer, recruited Szabari to
27 assist in preventing PSH from its lawful operation of the Restaurants by
28 refusing to perform his actions as managing member of VAP Sunshine.
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1 operations. This may only be fleeting in nature, but it still has an economic
2 impact.
3 FIRST CAUSE OF ACTION
4 AGAINST J. WIDMER, A. WIDMER, MAEHLE, AND GREGOR
5 (Federal Civil RICO, 18 U.S.C. § 1962(c))
6 49. Plaintiff incorporates by reference all the preceding paragraphs of
7 this Complaint as though fully set forth herein.
8 50. Defendants J. Widmer, A. Widmer, Maehle, and Gregor (the “RICO
9 Defendants”) violated RICO and Plaintiff was injured as a result.
10 51. Plaintiff is a “person” capable of holding legal or beneficial interest
11 in property within the meaning of 18 U.S.C. § 1961(3).
12 52. Each of the RICO Defendants is a “person” capable of holding legal
13 or beneficial interest in property within the meaning of 18 U.S.C. § 1961(3).
14 53. Each of the RICO Defendants violated 18 U.S.C. § 1962(c) by the
15 acts described in the prior paragraphs, and as further detailed below.
16 54. The Enterprise. Defendants J. Widmer, A. Widmer, Maehle, and
17 Gregor together with the entities they control, including but not limited to VAP
18 Invest and VAPvest, form an association-in-fact for the common and continuing
19 purpose described herein, and constitute an enterprise within the meaning of 18
20 U.S.C. § 1961(4), which is engaged in the conduct of their affairs through a
21 continuing pattern of racketeering activity. The members of the Widmer
22 Enterprise functioned as a continuing unit with an ascertainable structure
23 separate and distinct from that of the pattern of racketeering activity. There may
24 also be other members of the enterprise who are unknown at this time.
25 55. Pattern of Racketeering Activity. The RICO Defendants, each of
26 whom are persons associated with, or employed by, the Widmer Enterprise, did
27 knowingly, willfully, and unlawfully conduct or participate, directly or indirectly,
28 in the affairs of the Widmer Enterprise though a pattern of racketeering activity
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1 59. Plaintiff PSH specifically alleges that the RICO Defendants have
2 participated in the operation and management of the association-in-fact Widmer
3 Enterprise by overseeing and coordinating the commission of multiple acts of
4 racketeering as described below.
5 60. Predicate Acts: Money Laundering. The RICO Defendants
6 committed no less than three offenses under 18 U.S.C. § 1956 by knowingly
7 conducting financial transactions with property that was proceeds of unlawful
8 activity at least three times with respect to the Widmer Enterprise’s investment in
9 the Doral Restaurant.
10 61. The money that was invested in the Doral Restaurant by the Widmer
11 Enterprise through VAP Invest and its frontman and co-conspirator, originated
12 from unlawful activity pursuant to 18 U.S.C. § 1956 because it constituted the
13 proceeds of J. Widmer’s bribery network which involved bribery of a public
14 official and/or the misappropriation, theft, or embezzlement of public funds by or
15 for the benefit of a public official.
16 62. The Widmer Enterprise engaged in three specific related but
17 separate financial transactions that constituted violations of 18 U.S.C. § 1956 and
18 thus constituted three distinct but related predicate acts in furtherance of the
19 common purpose of their RICO enterprise. As discussed above, the following
20 three financial transactions constitute examples of the Widmer Enterprise’s
21 knowing participation in financial transactions that involved the use of the
22 proceeds of known unlawful activity: investment of (i) $1 million of J. Widmer’s
23 unlawful bribery proceeds in the Doral Restaurant on or about July 2016 in
24 exchange for a purported 40% interest in the Doral Restaurant; (ii) $1 million of
25 J. Widmer’s unlawful bribery proceeds in Wedis GmbH in exchange for a
26 guarantee from VAP Sunshine without any consideration provided to VAP
27 Sunshine in late (after July) 2016; and (iii) $200,000 of J. Widmer’s unlawful
28
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1 means of furthering the interests and purpose of the Widmer Enterprise by trying
2 to regain or maintain control over the Doral Restaurant on behalf of the Widmer
3 Enterprise. Defendant Maehle knew at the time of these statements to attorney
4 Kluger that he was no longer a representative or owner of VAP Sunshine, and
5 thus could not initiate suit on behalf of VAP Sunshine, as he had sold his shares
6 of that entity to Plaintiff PSH. Likewise, Defendant Maehle knew at the time of
7 these statements to attorney Kluger that Defendant Szabari was no longer a
8 representative or owner of VAP Sunshine following Szabari’s resignation and
9 associated relinquishment of his shares and thus that Defendant Szabari could not
10 initiate suit on behalf of VAP Sunshine.
11 68. Defendant Maehle along with or through Defendant Szabari used
12 interstate wire and/or U.S. mail or private commercial carriers to make these
13 fraudulent representations to attorney Kluger.
14 69. RICO Defendant Gregor also made fraudulent representations
15 regarding the ownership of VAP Sunshine and the Doral Restaurant in
16 furtherance of the Widmer Enterprise’s effort to improperly regain or maintain
17 control of the Doral Restaurant. Specifically, in March of 2019, Gregor
18 represented that the Widmer family was the legal owner of VAP Sunshine to
19 William Shewalter and/or his agents as the landlord for the Doral Restaurant.
20 Defendant Gregor made these representations in order to convince Shewalter to
21 assist in providing Gregor’s “guy,” Defendant Beilenson, with management
22 control over the Doral Restaurant. Representatives of the Widmer Enterprise
23 directly or indirectly provided Defendant Beilenson with cash to convince him to
24 take over the Doral Restaurant and to install “Square” credit-card readers to
25 divert restaurant revenue into accounts controlled by the Widmer Enterprise.
26 Based on Defendant Gregor’s fraudulent representations to Shewalter, Defendant
27 Beilenson was able to accomplish this goal for at least one business day before
28
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1 Plaintiff was able to prove to Shewalter that they were the lawful owner and
2 operator of the Doral Restaurant.
3 70. Defendant Gregor used international or interstate wire
4 communication and/or U.S. mail or private or commercial mail carriers to make
5 these knowingly fraudulent representations to Shewalter with the intent of
6 deceiving Shewalter and harming Plaintiff PSH. Defendant Gregor’s intent was
7 to further the purpose and goals of the Widmer Enterprise.
8 71. Continuity of Conduct. The RICO Defendants’ violations of state
9 and federal laws as set forth herein, each of which directly and proximately
10 injured Plaintiff PSH, constituted a continuous course of conduct spanning a
11 period from approximately 2015 to the present, which was intended to launder
12 the illicit gains of J. Widmer through a sophisticated money-laundering scheme.
13 Therefore, said violations were part of a pattern of racketeering activity under 18
14 U.S.C. §§ 1961(1) and (5).
15 72. The unlawful actions of the RICO Defendants, and each of them,
16 have directly, illegally, and proximately caused and continue to cause injuries to
17 Plaintiff PSH in its business. Plaintiff seeks an award of damages in
18 compensation for, among other things, the millions of dollars in damages the
19 RICO Defendants have caused to the existing Restaurants that PSH owns, and to
20 the reputational harm to the restaurants PSH has negotiated for the right to build
21 pursuant to the larger U.S. Transaction.
22 73. Plaintiff PSH accordingly seeks an award of three times the
23 damages it has sustained, and the recovery of reasonable attorneys’ fees and costs
24 of investigation and litigation, as well as any other relief as authorized by statute.
25
26
27
28
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1 § 1962(d). The unlawful actions of the RICO Defendants, and each of them, have
2 directly, illegally, and proximately caused and continue to cause injuries to
3 Plaintiff PSH in its business and property. Plaintiff seeks an award of damages in
4 compensation for, among other things, the millions of dollars in damages that the
5 RICO Defendants have caused to the existing Restaurants that PSH owns and to
6 the reputational harm to the restaurants PSH has negotiated for the right to build
7 pursuant to the larger U.S. Transaction.
8 81. Plaintiff PSH accordingly seeks an award of three times the
9 damages it has sustained, and the recovery of reasonable attorneys’ fees and costs
10 of investigation and litigation, as well as any other relief as authorized by statute.
11 THIRD CAUSE OF ACTION
12 AGAINST GREGOR, MAEHLE, J. WIDMER, AND A. WIDMER
13 (Civil Extortion)
14 82. Plaintiff incorporates by reference all the preceding paragraphs of
15 this Complaint as though fully set forth herein.
16 83. Defendants J. Widmer, A. Widmer, Gregor, and Maehle through
17 VAPvest and its counsel demanded that Plaintiff obtain a franchise license for a
18 member of the Widmer family or they would continue to wrongfully harass
19 Plaintiff PSH through the legal process. The Defendants made such a demand
20 despite Plaintiff PSH’s offer to pay the full and unwarranted financial amount
21 that VAPvest through its counsel has demanded. PSH only verbally accepted this
22 figure in order to avoid further harm to the Restaurants and franchise brand but
23 the RICO Defendants though VAPvest and its counsel refused to stop prosecution
24 of the matter unless Plaintiff got a franchise license for the Widmer family.
25 84. PSH agreed to approach the franchisor about a franchise license for
26 the Widmer family despite the franchisor’s prior refusal to grant such a license.
27 85. The Defendants knew that their action to take control over VAP
28 Sunshine and the Doral Restaurant was unfounded because PSH had acquired
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1 ownership of both entities but continued to prosecute the action unless PSH got it
2 a franchise license.
3 86. The franchisor was unwilling to provide the Widmer family with a
4 franchise license. The RICO Defendants learned of this and stopped prosecuting
5 their action but only after Plaintiff PSH expended substantial amounts on legal
6 defense costs and only after the RICO Defendants’ improper lawsuit caused
7 substantial reputational harm to the Restaurants and to Plaintiff PSH.
8 FOURTH CAUSE OF ACTION
9 AGAINST GREGOR, A. WIDMER, AND BEILENSON
10 (Conversion)
11 87. Plaintiff incorporates by reference all the preceding paragraphs of
12 this Complaint as though fully set forth herein.
13 88. Plaintiff PSH validly owned VAP Sunshine and the Doral Restaurant
14 and as the legal owner was entitled to all the revenue generated by the Doral
15 Restaurant.
16 89. Defendants Gregor, A. Widmer, and Beilenson converted revenue
17 due Plaintiff by physically and unlawfully taking over the Doral Restaurant on
18 March 28, 2019 and diverting credit card revenue due to Plaintiff to themselves
19 and the Widmer Enterprise via use of a Square credit card reader.
20 90. Defendants A. Widmer and Gregor directly or indirectly paid cash to
21 Defendant Beilenson to take over the Doral Restaurant in coordination with
22 fraudulent statements to the landlord’s representative, William Shewalter.
23 91. Defendant Beilenson knew or should have known that A. Widmer
24 and Gregor were not the true owner of the Restaurants but in return for cash
25 compensation physically took over the Doral Restaurant under the control and
26 with their assistance and diverted credit card revenue due to Plaintiff to the
27 Widmer Enterprise.
28
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1 92. Plaintiff PSH was damaged as a result of the above conduct in that it
2 lost revenue it was entitled to receive at the Doral Restaurant and, moreover, was
3 damaged in reputation as a result of the temporary takeover off the Doral
4 Restaurant by Defendants A. Widmer, Gregor, and Beilenson.
5 FIFTH CAUSE OF ACTION
6 AGAINST POLITANO
7 (Tortious Interference with Contract)
8 93. Plaintiff incorporates by reference all the preceding paragraphs of
9 this Complaint as though fully set forth herein.
10 94. The pending U.S. Transaction executed by Plaintiff PSH and the
11 franchisor provides Plaintiff with development rights to further expand the
12 franchise in Florida, Illinois, New York, New Jersey, Virginia, and Washington,
13 DC and acquire several additional existing franchised restaurants. The Sunshine
14 Transaction provided Plaintiff with ownership and control over three existing
15 Restaurants.
16 95. Defendant Politano was fully and completely aware of the
17 relationship between Plaintiff PSH and the franchisor, the U.S. Transaction, and
18 the Sunshine Transaction.
19 96. Defendant Politano has unambiguously and explicitly stated his
20 intent to disrupt the relationship between the franchisor and Plaintiff PSH by
21 destroying the U.S. Transaction and the Sunshine Transaction. Indeed, in an
22 email dated March 8, 2019, Defendant Politano specifically stated that he would
23 “do everything to stop the deal between [Plaintiff PSH and the franchisor].”
24 97. Defendant Politano has conspired with the Widmer Enterprises
25 and/or the other Defendants named herein to disrupt Plaintiff PSH’s lawful
26 operation of the Restaurants by, among other things:
27
28
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1 Politano’s conduct has also resulted in substantial delays in closing the U.S.
2 Transaction, which has caused PSH to incur considerable delay damages. Finally,
3 while Defendant Politano has not yet succeeded in his stated intent to “stop the
4 deal” between the franchisor and Plaintiff PSH, the U.S. Transaction, which is
5 worth several hundred million dollars, is now at substantial risk as a direct and
6 proximate result of Defendant Politano’s conduct and cooperation of the Widmer
7 Enterprise.
8 SIXTH CAUSE OF ACTION
9 AGAINST ALL DEFENDANTS
10 (Civil Conspiracy)
11 100. Plaintiff incorporates by reference all the preceding paragraphs of
12 this Complaint as though fully set forth herein.
13 101. Defendants have all conspired against Plaintiff PSH for varying
14 reasons or motivations and in varying ways but with the same goal of harming
15 Plaintiff PSH with respect to the Sunshine Transaction and its lawful operation
16 and ownership of the Restaurants and/or the larger U.S. Transaction.
17 102. Defendants have engaged in a coordinated attack on PSH and
18 although not all Defendants are equally involved in or have knowledge of the full
19 scope of the illicit scheme, they all share a common scheme of harming PSH and
20 its interests.
21 103. Each Defendant has committed at least one tortious act in
22 furtherance of this conspiracy.
23 104. Defendants’ conspiratorial scheme has caused and is continuing to
24 cause damage to Plaintiff PSH.
25 105. Accordingly, each and every one of Defendants can and should be
26 held fully accountable for the damages caused by the conduct of each and every
27 one of their co-conspirator Defendants.
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Case 8:19-cv-01010 Document 1 Filed 05/27/19 Page 34 of 35 Page ID #:34
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Case 8:19-cv-01010 Document 1 Filed 05/27/19 Page 35 of 35 Page ID #:35
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2 DEMAND FOR JURY TRIAL
3 Plaintiff hereby demands a trial by jury on all causes of action herein.
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5 May 27, 2019 WILSON KEADJIAN BROWNDORF LLP
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8 By: ____________________________
9 BENJAMIN M. CUTCHSHAW
[email protected]
10 1900 Main Street, Suite 600
11 Irvine, California 92614
Attorneys for Plaintiff
12 Plutos Sama Holdings, Inc.
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