Ginger Sushi + Poke Shop litigation history

The franchisor and its predecessor

Concluded (8)

• KOHO, Inc. v. Kahala Franchising, L.L.C.

  settled

  Brought by a franchisee · filed 2015 · Superior Court of the State of California for the County of Los Angeles · BC572565

  “… Superior Court of the State of California for the County of Los Angeles; Case No.: BC572565. On or about February 17, 2015, Koho, Inc. (“Koho”) filed a Complaint against Kahala Franchising, L.L.C. (“Kahala”) alleging: (i) breach of contract; (ii) unjust enrichment; and (iii) declaratory relief.”Page 21 of the 2024 FDD, Item 3

  Outcome: “On June 19, 2017, the parties entered into a settlement agreement whereby Kahala repurchased Koho’s Area Developer territory for the sum of $75,000 and forgave the remaining damages owed in the amount of $130,000.”

• Purav Enterprises, LLC, Balwant Bahia, and Paramjit Samra v. The Extreme Pita Franchising USA, Inc., EP Development, Inc., and Feisal Ramjee

  settled

  Brought by a franchisee · The Extreme Pita Franchising USA, Inc. (predecessor in interest to affiliate MTY Franchising USA, Inc.), EP Development, Inc. and Feisal Ramjee · filed 2015-06-22 · Superior Court of the State of Washington for King County · 15-2-15120-7

  “… Superior Court of the State of Washington for King County; Case No. 15-2-15120-7.”Page 20 of the 2024 FDD, Item 3

  Outcome: “The parties entered into a settlement agreement on March 11, 2016, in which Defendants paid Plaintiffs the sum of $20,000. The matter was dismissed on March 16, 2016.” (page 21)

• Texas Nrgize #1, Inc. v. Kahala Franchising, L.L.C.. and Kahala Holdings, L.L.C.

  settled

  Brought by a franchisee · filed 2014 · 67th Judicial District Court, Tarrant County, Texas; removed to the United States District Court for the Northern District of Texas; transferred to the United States District Court of the District of Arizona · Civil Action No. 067-272652-14; Case No. 4:14-cv-544-Y; Case No. CV15-0337 PHX DGC

  “… 67th Judicial District Court, Tarrant County, Texas; Civil Action No.: 067-272652-14 subsequently removed to United States District Court for the Northern District of Texas; Case No.: 4:14-cv-544-Y.”Page 22 of the 2024 FDD, Item 3

  Outcome: “In December 2015, the parties executed a settlement agreement in which Defendant paid Plaintiff the sum of $35,000. The parties filed a Stipulation to Dismiss With Prejudice on December 18, 2015.” (page 23)

• State of Maryland Determination

  concluded

  Government or regulatory action · Triune, LLC (predecessor of BF Acquisition Holdings, L.L.C.) · filed 2012 · State of Maryland (Consent Order with the Office of the Attorney General of Maryland) · Case Number 2012-0073

  “… Case Number 2012-0073. In February 2012, the State of Maryland alleged that during the period January 1, 2009 to November 26, 2009, Triune, LLC (“Triune”): (i) did not retain signed acknowledgements of receipt”Page 33 of the 2024 FDD, Item 3

  Outcome: “Without admitting or denying the allegations, in September 2012, Triune voluntarily entered into a Consent Order with the Office of the Attorney General of Maryland and agreed to: (i) not violate the Maryland Law in the future; (ii) pay the Office of the Attorney General the sum of $50,000 as a civil penalty;”

• State of Virginia Determination

  settled

  Government or regulatory action · Triune, LLC (predecessor of BF Acquisition Holdings, L.L.C.) · filed 2012 · Division of Securities and Retail Franchising of the State Corporation Commission (Virginia) · Case Number SEC-2012-00027

  “… Case Number SEC-2012-00027. In February 2012, the Division of Securities and Retail Franchising of the State Corporation Commission (the "Commission") alleged that during 2009 Triune, LLC (“Triune”): (i) offered or sold franchises in Virginia in 2009 that were not registered under the Virginia Retail Franchising Act”Page 33 of the 2024 FDD, Item 3

  Outcome: “Without admitting or denying the allegations, on November 26, 2012, Triune voluntarily entered into a Settlement Order with the Commission and agreed: (i) to not violate the Virginia Act in the future; (ii) to pay Virginia the sum of $25,000 as a penalty and the sum of $5,000 to defray the Commission’s costs of investigation;”

• In the Matter of Maui Wowi Franchising, Inc.

  concluded

  Government or regulatory action · Maui Wowi Franchising, Inc. (predecessor franchisor of the Maui Wowi brand; predecessor in interest to Kahala Franchising, L.L.C.) · Securities Commissioner of Maryland · Case No. 2005-0651

  “On November 11, 2005, Maui Wowi Franchising, Inc., the predecessor franchisor of the Maui Wowi brand (“MWF”), entered into a Consent Order with the Securities Commissioner of Maryland (“Commissioner”) resulting from MWF inadvertently entering into four franchise agreements with Maryland residents after its registration in Maryland expired on June 9, 2004”Page 32 of the 2024 FDD, Item 3

  Outcome: “At this time, MWF is in full compliance with the Consent Order.”

• In the Matter of Maui Wowi Franchising, Inc. (No. Case No. 2007-0194)

  concluded

  Government or regulatory action · Maui Wowi Franchising, Inc. (MWF) · Securities Commissioner of Maryland · Case No. 2007-0194

  “On September 12, 2007, “MWF” entered into a Consent Order with the Maryland Commissioner resulting from MWF inadvertently entering into two franchise agreements with two Maryland residents (“Second Maryland Franchisees”) without delivering to them the appropriate Offering Circular.”Page 32 of the 2024 FDD, Item 3

  Outcome: “to reimburse the Maryland Attorney General for its investigation and resolution costs in the total amount of $2,500.”

• In the Matter of SweetFrog Enterprises, LLC f.k.a. Imagination Enterprises, Inc., d/b/a Sweet Frog

  concluded

  Government or regulatory action · SweetFrog Enterprises, L.L.C. f.k.a. Imagination Enterprises, Inc. (predecessor of affiliate SFF, L.L.C.) · Securities Commissioner of Maryland (Administrative Proceeding) · Case No. 2012-0055

  “… Administrative Proceeding Before the Securities Commissioner of Maryland, Case No. 2012-0055.”Page 31 of the 2024 FDD, Item 3

  Outcome: “On August 29, 2012, the Commissioner and SFE agreed to enter into a consent order whereby SFE, without admitting or denying any violations of the law, agreed to: (i) immediately and permanently cease from the offer and sale of franchises in violation of the Maryland Franchise Law;”

Status not stated in the filing (1)

• Kahala Franchising, L.L.C. v. Hunter Hammond Enterprises, L.L.C. and Keith Hammond

  Brought against a franchisee · Superior Court of Harris County, State of Georgia · Civil Action File No.: 23-CV-379

  “… In The Superior Court Of Harris County State Of Georgia; Civil Action File No.: 23-CV-379.”Page 34 of the 2024 FDD, Item 3

Parent, affiliates, master franchisor and subfranchisor

Concluded (5)

• Pretzelsdallas1, Inc. v. Wetzel’s Pretzels, LLC

  settled

  Brought by a franchisee · Wetzel’s Pretzels, L.L.C. · filed 2019 · American Arbitration Association (Los Angeles, California) · AAA Case No. 01-19-0002-9326

  “On or about September 11, 2019, Pretzelsdallas1, Inc., (“Claimant/Counter Respondent”) a franchisee, filed a demand for arbitration against Wetzel’s Pretzels, LLC (“Respondent/Counter Claimant”) with the American Arbitration Association in which it alleged claims for (i) recission and restitution for intentional misrepresentation, (ii)”Page 29 of the 2024 FDD, Item 3

  Outcome: “On September 24, 2021, the parties entered into a settlement agreement, in which a mutual release of all claims was agreed to, and Respondent/Counter Claimant paid Claimant/Counter Respondent the sum of $125,000. The matter was subsequently dismissed with prejudice.”

• Desert Ribs, LLC, Famous Gracie, LLC, Famous Freddie, LLC, Famous George, LLC and Famous Charlie, LLC v. Famous Dave’s of America, Inc.

  settled

  Brought by a franchisee · Famous Dave’s of America, Inc. · filed 2016-03-14 · American Arbitration Association, Minneapolis, Minnesota · 01 16 0000 8549

  “On March 14, 2016, the franchisees for the Famous Dave’s® Restaurants in Chandler, Peoria, Mesa and Gilbert, Arizona (“Claimants”) filed a Demand for Arbitration against Famous Dave’s alleging that Famous Dave’s (1) violated the Minnesota Franchise Act (“MFA”),”Page 27 of the 2024 FDD, Item 3

  Outcome: “Upon the dismissal of the MFA claims, Claimants voluntarily dismissed their remaining claims against Famous Dave’s and entered into a confidential settlement agreement and mutual release (the “Settlement Agreement”), dated August 22, 2016, with Famous Dave’s.”

• DTD Pizza LLC, Brian Watson, Alton Spears, LMP Enterprises LLC, et al. v. Papa Murphy’s International LLC, et al.; consolidated with Mitch and Kristen Brink, Brink Holdings Inc., et al. v. Papa Murphy’s International LLC, et al.

  settled

  Brought by a franchisee · Papa Murphy’s International LLC, with Papa Murphy’s Company Stores, Inc., PMI Holdings Inc., Papa Murphy’s Intermediate Inc., Papa Murphy’s Holdings, Inc., Lee Equity Partners LLC and named board memb · filed 2014 · Washington Superior Court, Clark County · 14-2-00904-0 (consolidated); 14-2-01743-3

  “DTD Pizza LLC, Brian Watson, Alton Spears, LMP Enterprises LLC, Pizza Enterprises LLC, Alan and Denise Barnett, DOB Enterprises, Inc., Douglas and Lesia Billing, Rob & Bud's Pizza, Robert J. Dickerson Trust UA, Rob Dickerson, 4LM Enterprises, Inc., Jana and Randell Liles, Ben and Kim Mayfield, SEAMS Holdings LLC, Scott and Erica Shelby, Robert Hoersting, PM Savannah LLC,”Page 29 of the 2024 FDD, Item 3

  Outcome: “Each of the plaintiff groups have entered into settlements with Papa Murphy’s in which they dismissed all of their claims against defendants with prejudice and the action was dismissed in June 2020.” (page 30)

• Urquieta Sweet Frog, LLC and Ana Urquieta v. SweetFrog Enterprises, LLC d/b/a SFF, LLC

  settled

  Brought by a franchisee · SweetFrog Enterprises, L.L.C. d/b/a SFF, L.L.C. (affiliate SFF, L.L.C. is its successor in interest) · filed 2014-12-23 · American Arbitration Association · 01 14 0001 8086

  “On December 23, 2014, Urquieta Sweet Frog, LLC and Ana Urquieta, a former sweetFrog franchisee and its owner (collectively “Plaintiffs”), filed a Demand for Arbitration against SweetFrog Enterprises, LLC (“Defendant”). Plaintiffs alleged: (i) Defendant engaged in fraud; (ii) unfair practices; and (iii) deceptive actions.”Page 25 of the 2024 FDD, Item 3

  Outcome: “This matter was settled in December of 2015. Under the settlement, Defendant agreed to pay Plaintiffs $300,000 and the parties executed mutual releases.”

• Gregory Fowler, and Doubri Enterprises, L.L.C. v. Cold Stone Creamery, Inc.

  settled

  Brought by a franchisee · Cold Stone Creamery, Inc. · filed 2013 · State of Rhode Island Kent Superior Court; removed to the United States District Court for the District of Rhode Island; transferred to the United States District Court for the District of Arizona · KC-13-0986; CA 1:13-cv-00662-S-PAS; 2:13-02414 PHX PGR

  “… State of Rhode Island Kent Superior Court; Case No.: KC-13-0986;”Page 23 of the 2024 FDD, Item 3

  Outcome: “The parties participated in mediation and ultimately entered into a settlement agreement whereby Defendant paid Plaintiffs $250,000.” (page 24)

Officers and directors (individuals, not the company)

Concluded (1)

• In re: Restaurants Acquisition I, LLC (Giuliano vs. W. Craig Barber et. al.)

  settled

  W. Craig Barber (Chief Executive Officer) and Robert Langford (Chief Concept Officer - Family Restaurant Division) · filed 2017-12-01 · United States Bankruptcy Court for the District of Delaware · Case No. 15-12406 (KG)

  “On December 1, 2017, the Chapter 7 trustee in the Restaurants Acquisition I, LLC (“RAI”) bankruptcy proceeding filed suit in the United States Bankruptcy Court against our Chief Executive Officer W. Craig Barber, our Chief Concept Officer – Family Restaurant Division Robert Langford and companies owned jointly by them alleging avoidance, fraudulent transfer,”Page 29 of the 2024 FDD, Item 3

  Outcome: “On March 6, 2019, Barber and Langford each settled with the Chapter 7 trustee by each agreeing to pay to the trustee and estate separate payments totaling $150,000 each over a three-year period.”