Case 1:18-cv-00131-LG-JCG Document 1 Filed 04/18/18 Page 1 of 18

IN THE UNITED STATES DISTRICT COURT

ANDERSON HOLDINGS, INC.; and

VERSUS 1:18-cv-131-HSO-JCG
CIVIL ACTION NO. _________________

CYCLEBAR FRANCHISING, LLC;

COMPLAINT

COMES NOW, the Plaintiffs, and file this Complaint against the above named and

unnamed Defendants, and in support thereof would show unto the Court the following:

PARTIES

1. Plaintiff, Anderson Holdings, Inc. (“Anderson Holdings”) is a Mississippi

corporation with its principal place of business located at 11109 Channelside Drive, Gulfport,

Mississippi 39503.

2. Plaintiff, Leslie Anderson Suit (“Ms. Suit”), is an adult resident citizen of

Harrison County, Mississippi. Anderson Holdings and Ms. Suit are collectively referred to

throughout this Complaint as “Anderson”.

3. Defendant, Cyclebar Franchising, LLC (“Cyclebar”) is a limited liability

company organized under the laws of the State of Ohio with its principal place of business

located in Cincinnati, Ohio. Cyclebar may be served with process through its registered agent,

Joseph Roda, located at 7720 Montgomery Road, Suite 200, Cincinnati, Ohio 45236, or

wherever he may be found.

4. Defendant, St. Gregory Development Group, LLC (“St. Gregory”), is a limited

liability company organized under the laws of the State of Ohio with its principal place of

business located in Cincinnati, Ohio. St. Gregory may be served with process through its

registered agent, Jim Jagers, located at 7720 Montgomery Road, Suite 200, Cincinnati, Ohio

45236, or wherever he may be found.

5. The true names and capacities of Defendants John Does 1-10 are at this time

unknown to Plaintiffs, who therefore bring this Complaint against such fictitious Defendants.

Plaintiffs reserve the right to seek leave of Court to amend this Complaint when said true names

and capacities are ascertained.

JURISDICTION AND VENUE

6. This Honorable Court has jurisdiction over this matter pursuant to 28 U.S.C. §

1332, as complete diversity exists among the parties and the amount in controversy exceeds

Seventy-Five Thousand and 00/100 Dollars ($75,000), exclusive of interests and costs.

7. Venue is proper in this Honorable Court because the acts, omissions and

representations of Defendants giving rise to this Complaint substantially occurred, in whole or in

part, within the Southern District of Mississippi.

FACTUAL ALLEGATIONS

8. Cyclebar is a franchisor that offers and sells franchises throughout the United

States for the operation of a studio that offers indoor cycling classes under the CYCLEBAR®

trademarks. Cyclebar first began offering franchises in January 2015.

9. St. Gregory promotes and sells Cyclebar franchises on behalf of Cyclebar to

prospective franchisees. St. Gregory and Cyclebar share many of the same officers and

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employees, and St. Gregory was at all material times acting as Cyclebar’s agent and authorized

representative in soliciting Anderson as a prospective franchisee.

Defendants’ Solicitation of Anderson

10. Around July 2015, Defendants began soliciting Anderson for a prospective

Cyclebar franchise in Mississippi. During the course of their solicitations, Defendants had

extensive communications with Anderson in Mississippi, including but not limited to multiple

phone calls, emails and other correspondence sent to and from Anderson in Mississippi.

11. Although Defendants had never previously opened or operated a Cyclebar or

other similar franchise in Mississippi, Defendants advised Anderson on specific locations in

Mississippi which purportedly would or would not be profitable for a Cyclebar franchise.

Defendants ultimately advised Anderson that Hattiesburg, Mississippi was purportedly a

profitable site location for the franchise.

12. Pursuant to the Fair Trade Commission Franchise Rule, 16 C.F.R. Parts 436 and

437 et seq. (the “FTC Rules”), franchisors such as Cyclebar are required to provide certain

itemized disclosures to prospective franchisees such as Anderson prior to offering and selling

them a franchise. This disclosure document is called a Franchise Disclosure Document

(“FDD”), which was provided to Anderson in approximately July 2015.

13. Section 436.5 of the FTC Rules required Cyclebar to make certain disclosures in

its FDD provided to Anderson, including but not limited to requirements that Cyclebar:

a. Truthfully and accurately represent the estimated amount of initial

investment required for Anderson to open a Mississippi franchise;

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b. Have a reasonable basis and written substantiation for any representations

made with respect to the initial investment and prospective financial

performance of Anderson’s Mississippi franchise; and

c. Fully disclose whether Cyclebar would receive revenue or other material

consideration for required purchases, supplies, leases, construction or

other items during the course of Anderson’s prospective Mississippi

franchise.

14. In the FDD provided to Anderson, Defendants made several representations

regarding the amount of initial investment for a prospective Hattiesburg franchise, its purported

profitability and Cyclebar’s revenue from required suppliers.

15. Around July 2015, Defendants provided Anderson with a Unit Economics

worksheet (the “Unit Economics”) separate and apart from the FDD. In the Unit Economics,

Defendants made several representations regarding the amount of initial investment for

Anderson’s prospective Mississippi franchise and its purported profitability, many of which were

not contained in the FDD.

16. Defendants further informed Anderson that the initial investment estimates should

be reduced for the small-market Hattiesburg location, and that the financial performance of the

franchise would be comparable to those contained in the FDD and Unit Economics.

Franchise Agreement and Initial Investment

17. In reliance on Defendants’ representations contained herein, on or about October

6, 2015, Anderson and Cyclebar entered into a written franchise and development agreement (the

“Franchise Agreement”) to open a Cyclebar franchise in Hattiesburg, Mississippi.

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18. A copy of the Franchise Agreement executed by Anderson, along with Cyclebar’s

FDD provided to Anderson, is included in Exhibit “A” to this Complaint.

19. Pursuant to the Franchise Agreement, Anderson paid Cyclebar a $49,500

franchise fee in addition to a training fee of $10,000.

20. The Franchise Agreement required that Cyclebar approve the site location for the

Hattiesburg franchise prior to Anderson entering into a commercial lease. Following Cyclebar’s

site approval, Anderson entered into a commercial lease in approximately June 2016.

21. Cyclebar required Anderson to use certain vendors during the course of

construction and build-out of the Hattiesburg studio location. For example, Cyclebar required

Anderson to utilize the Weitzman Group as a lease broker, Consolidated Development Services

(“CDS”) as a contractor for site improvements, and Platinum Audio Visual (“PAV”) for audio

technology. None of these vendors was disclosed in Cyclebar’s FDD provided to Anderson.

22. Upon information and belief, Cyclebar and/or its agents received kickbacks or

other material consideration from the Weitzman Group, CDS, PAV and/or other required

vendors for their roles in the site selection, build-out and furnishing of Anderson’s franchise.

23. Cyclebar required many extravagant and unnecessary site improvements during

the build-out of Anderson’s franchise. The total leasehold improvements for Anderson’s

franchise ended up far exceeding the amounts represented by Defendants that would be

necessary to open the Hattiesburg franchise in such a small market. In fact, Anderson’s total

leasehold improvements far exceeded even the “high” estimated amount of $225,000 for

leasehold improvements represented by Defendants in the FDD and Unit Economics and which

Defendants stated was only applicable to much larger markets than Hattiesburg.

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24. Numerous other initial expenditures represented by Defendants in the FDD and in

other communications to Anderson likewise turned out to be misleading or false. As a result,

Anderson’s total initial investment was significantly greater than even the “high” estimate of

$599,300 represented by Cyclebar in its FDD provided to Anderson. This is despite Defendants

informing Anderson that the Hattiesburg franchise location would be on the “low” end relative to

other Cyclebar franchise studios in larger markets throughout the country.

25. Anderson opened the Hattiesburg Cyclebar franchise on or about October 10,

2016. Contrary to Defendants’ representations regarding the projected financial performance of

the Hattiesburg franchise, Anderson has suffered significant net losses each month of operation

since opening in addition to her initial investment.

Defendants’ Misrepresentations and Other Conduct

26. At the time its FDD was provided to Anderson in July 2015, Cyclebar had been

offering franchises for a mere six (6) months, and only a few Cyclebar studios were even in

existence. As a franchisor, Cyclebar owed a heightened duty of care to Anderson as a

prospective franchisee to truthfully and accurately disclose financial projections and cost

estimates, particularly in the early offerings of Cyclebar franchises.

27. Nonetheless, in an effort to prematurely expand the Cycelbar brand in its

beginning stages, Defendants represented several material facts to Anderson regarding the

amount of initial investment for a prospective Hattiesburg franchise, its purported profitability

and Cyclebar’s revenue from required suppliers. Many of these representations turned out to be

misleading and false, and were made with no reasonable basis or substantiation.

28. In the 2015 FDD and Unit Economics provided to Anderson, Defendants

misrepresented the total initial investment to be $257,150 to $599,300 for the Hattiesburg

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franchise. As stated in the FDD, this figure includes an estimated $75,000 to $225,000 for

leasehold improvements and is based entirely on one (1) Cyclebar studio in Cincinnati, Ohio that

had only been open for a few months prior to the issuance of the 2015 FDD.

29. Upon information and belief, Defendants also intentionally omitted initial

investment figures for the other existing Cyclebar studios in the 2015 FDD and Unit Economics

in an effort to keep the investment figure as low as possible.

30. Defendants had no reasonable basis or substantiation for the initial investment

representations contained in the 2015 FDD and Unit Economics, which were also false and

misleading. In communications with Anderson independent from the FDD, Defendants further

misrepresented that the initial investment figures should be reduced and that Anderson’s

Hattiesburg franchise location would be on the “low” end of the initial investment figure.

31. In the 2015 FDD and Unit Economics provided to Anderson, Defendants

misrepresented the prospective financial performance of Anderson’s Cyclebar franchise and

made such representations with no reasonable basis or written substantiation. In

communications to Anderson separate from the FDD and Unit Economics, Defendants continued

to misrepresent to Anderson that the Hattiesburg location would be profitable.

32. Upon information and belief, Defendants also misrepresented and/or concealed

financial performance information of existing Cyclebar studios in the FDD and Unit Economics

to make the financial projections as lucrative as possible.

33. In the 2015 FDD, Defendants misrepresented and/or concealed the compensation

that Cyclebar would receive from certain required vendors and suppliers for Anderson’s

franchise, including the Weitzman Group, CDS and PAV, among others. Defendants continued

to misrepresent this fact to Anderson in communications separate from the FDD.

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34. Cyclebar’s financial disclosures in FDD’s issued since Anderson executed the

Franchise Agreement are telling. In Cyclebar’s 2016 FDD, the estimated total initial investment

substantially increased to between $378,400 and $893,600, with estimated leasehold

improvement increasing to between $139,400 and $434,000. These figures again increase in

Cyclebar’s 2017 FDD. Unlike the 2015 FDD, Cyclebar states that the updated figures are based

on actual construction budgets and lease terms of franchisees.

35. Since Anderson opened the Hattiesburg franchise, Cyclebar has come under new

ownership and management. Upon information and belief, many of the extravagant leasehold

improvements and build-outs required of Anderson are no longer required of new franchises, and

franchisees are no longer required to use certain vendors such as the Weitzman Group and CDS.

36. On April 17, 2018, the parties mediated this matter in Gulfport, Mississippi,

thereby satisfying any mediation requirement under the Franchise Agreement.

COUNT ONE – FRAUDULENT MISREPRESENTATION/CONCEALMENT

37. Anderson adopts and incorporates the allegations contained in each of the above

numbered paragraphs as if fully set forth herein.

38. As described herein, Defendants made false representations and/or omissions of

material facts regarding the amount of initial investment for Anderson’s prospective Hattiesburg

franchise, its purported profitability and Cyclebar’s revenue from required suppliers.

39. Defendants knew their representations and/or omissions were false, and intended

for Anderson to rely on such representations and/or omissions in entering the Franchise

Agreement, performing site improvements and continuing to do business with Defendants as a

Cyclebar franchise.

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40. Anderson rightfully relied on Defendants’ representations and/or concealments

and was not aware that Defendants’ representations and/or concealments were false. In relying

on Defendants’ misrepresentations and/or concealments, Anderson was induced to enter the

Franchise Agreement, perform site improvements and continue to do business with Defendants

as a Cyclebar franchise. Had Anderson known of Defendants’ misrepresentations and/or

concealments, Anderson would not have entered into the Franchise Agreement.

41. Anderson exercised due diligence in attempting to ascertain the truth of

Defendants’ representations, but was unable to do so due to Defendants’ superior knowledge and

fraudulent conduct and concealment, as well as the lack of information independently available

to Anderson as a result of the Cyclebar franchise brand being in its early stages.

42. As a proximate result of Defendants’ fraudulent misrepresentations and/or

concealments, Anderson has suffered and will continue to suffer damages including, but not

limited to, all monetary amounts paid to Defendants pursuant to the Franchise Agreement and

Anderson’s continued net operating loss of the Hattiesburg franchise.

COUNT TWO – NEGLIGENT MISREPRESENTATION/CONCEALMENT

43. Anderson adopts and incorporates the allegations contained in each of the above

numbered paragraphs as if fully set forth herein.

44. As described herein, Defendants made false representations and/or omissions of

material facts regarding the amount of initial investment for Anderson’s prospective Hattiesburg

franchise, its purported profitability and Cyclebar’s revenue from required suppliers.

45. In making such representations, Defendants failed to exercise the degree of care

and diligence that Anderson was entitled to expect of a reasonably competent franchisor in

Defendants’ position.

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46. Anderson rightfully relied on Defendants’ representations and/or concealments

and was not aware that Defendants’ representations and/or concealments were false. In relying

on Defendants’ misrepresentations and/or concealments, Anderson was induced to enter the

Franchise Agreement, perform site improvements and continue to do business with Defendants

as a Cyclebar franchise. Had Anderson known of Defendants’ misrepresentations and/or

concealments, Anderson would not have entered into the Franchise Agreement.

47. As proximate result of Defendants’ negligent misrepresentations and/or

concealment, Anderson has suffered and will continue to suffer damages including, but not

limited to, all monetary amounts paid to Defendants pursuant to the Franchise Agreement and

Anderson’s continued net operating loss of the Hattiesburg franchise.

COUNT THREE – NEGLIGENCE

48. Plaintiffs adopt and incorporate the allegations contained in each of the above

numbered paragraphs as if fully set forth herein.

49. The Defendants were under a duty to exercise reasonable care and ordinary

prudence in projecting and disclosing information pertaining to prospective Cyclebar franchises.

As a prospective franchisee, Anderson was owed a heightened duty of care by Defendants in

their representations to Anderson regarding the prospective Hattiesburg franchise.

50. The Defendants did breach their duty of care to Anderson through their

inaccurate, incomplete and/or misleading representations to Anderson, including but not limited

to the following particulars:

a. Preparing estimates of initial investments and financial projections for

prospective franchisees with limited knowledge and experience operating

Cyclebar as a franchise;

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b. Representing estimates of initial investments and financial projections of a

Hattiesburg franchise location with no knowledge or experience operating

a Cyclebar franchise in Mississippi;

c. Failing to provide an accurate and truthful estimated initial investment and

financial projections for Anderson’s prospective Cyclebar franchise;

d. Failing to disclose financial arrangements with certain required vendors

and suppliers which Cyclebar would benefit from;

e. Requiring extravagant and unnecessary leasehold improvements and site

build-outs for Anderson’s Cyclebar franchise; and

f. Other acts of negligence that will be shown during discovery in this case.

51. As a proximate cause of Defendants’ negligence, Anderson has suffered and will

continue to suffer damages including, but not limited to, all monetary amounts paid to

Defendants pursuant to the Franchise Agreement and Anderson’s continued net operating loss of

the Hattiesburg franchise.

COUNT FOUR – BREACH OF CONTRACT

52. Anderson adopts and incorporates the allegations contained in each of the above

numbered paragraphs as if fully set forth herein.

53. Anderson and Cyclebar did enter into a binding and lawful contract in executing

the Franchise Agreement included in Exhibit “A” to this Complaint, and all conditions precedent

thereto have been satisfied.

54. Cyclebar did breach the Franchise Agreement through its inaccurate, incomplete

and/or misleading representations to Anderson, including but not limited to the following

particulars: (i) misrepresenting and/or concealing to Anderson the initial investment and

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financial projection of the Hattiesburg franchise; (ii) failing to disclose Cyclebar’s financial

arrangements with certain required vendors and suppliers which Cyclebar would benefit from;

and (iii) requiring extravagant and unnecessary leasehold improvements and site build-outs for

Anderson’s Cyclebar franchise which Cyclebar would gain pecuniary benefit from.

55. Cyclebar’s actions described herein further breached its implied duty of good

faith and fair dealing owed to Anderson under the Franchise Agreement.

56. As a proximate cause of Defendants’ breaches, Anderson has suffered and will

continue to suffer damages including, but not limited to, all monetary amounts paid to

Defendants pursuant to the Franchise Agreement and Anderson’s continued net operating loss of

the Hattiesburg franchise.

COUNT FIVE – VIOLATION OF MISS. CODE ANN. § 75-24-55

57. Anderson adopts and incorporates the allegations contained in each of the above

numbered paragraphs as if fully set forth herein.

58. Miss. Code Ann. § 75-24-55 makes it unlawful for Defendants to “represent

directly or by implication that prospective participants may or will earn any stated gross or net

amount, or represent in any manner, the past earnings of participants unless in fact the past

earnings or predicted gross or net amount represented are those of a substantial number of

participants in the community or geographical area in which the representations are made and

accurately reflect the earnings of those participants under circumstances similar to those of the

participant or prospective participant to whom the representation is made.”

59. Anderson is among the prospective participants in Defendants’ Cyclebar franchise

to whom this statute and Mississippi’s franchise laws are designed to protect.

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60. Defendants did violate this statute by making numerous representations and

predictions regarding the financial performance and profitability of Anderson’s prospective

Hattiesburg franchise, despite Defendants having never owned, operated or opened a Cyclebar or

other similar franchise in Mississippi. Specifically, Defendants made several false and

misleading financial performance representations in the FDD and Unit Economics provided to

Anderson, as well as during numerous other oral and written communications to Anderson prior

to execution of the Franchise Agreement.

61. As a proximate cause of Defendants’ violation of Miss. Code Ann. § 75-24-55,

Anderson has suffered and will continue to suffer damages including, but not limited to, all

monetary amounts paid to Defendants pursuant to the Franchise Agreement and Anderson’s

continued net operating loss of the Hattiesburg franchise.

COUNT SIX – CIVIL CONSPIRACY

62. Anderson adopts and incorporates the allegations contained in each of the above

numbered paragraphs as if fully set forth herein.

63. Defendants collectively agreed and conspired to unlawfully misrepresent and

conceal the true initial investment figures for Anderson’s franchise, its profitability and

Cyclebar’s financial arrangements with required vendors and suppliers. The purpose and

objective of the agreement to conspire was to ensure Anderson’s execution of the Franchise

Agreement and opening of a Hattiesburg franchise, which Defendants would profit from.

64. The over acts indicating the existence of a conspiracy by and among Defendants

are set forth herein, and include, but are not limited to, Defendants’ material misrepresentations,

concealments, violations of franchise law, and breaches with respect to the amount of initial

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investment for Anderson’s prospective Hattiesburg franchise, its purported profitability and

Cyclebar’s revenue from required suppliers.

65. As a proximate cause of Defendants’ unlawful conspiracy, Anderson has suffered

and will continue to suffer damages including, but not limited to, all monetary amounts paid to

Defendants pursuant to the Franchise Agreement and Anderson’s continued net operating loss of

the Hattiesburg franchise.

COUNT SEVEN – VIOLATIONS OF OHIO BUSINESS OPPORTUNITY PLANS ACT

66. Anderson adopts and incorporates the allegations contained in each of the above

numbered paragraphs as if fully set forth herein.

67. Defendants, as sellers and brokers of a franchise under the laws of the State of

Ohio, are “sellers” and/or “brokers” of a “business opportunity plan” within the meaning of the

Ohio Business Opportunity Plans Act, Ohio R.C. §§ 1334.01 et seq. (the “Ohio Act”).

68. Through Defendants’ misrepresentations, concealments, breaches and other

conduct described herein, Defendants did violate numerous provisions of the Ohio Act in their

dealings with Anderson, including:

a. R.C. § 1334.03(A) by making oral, written and visual representations to

Anderson as a prospective purchaser concerning potential sales, income,

and gross and nets profits without possessing sufficient data to substantiate

Defendants’ representations;

b. R.C. § 1334.03(B) by making numerous false and misleading statements

and engaging in deceptive and unconscionable acts and practices with

respect to the amount of initial investment for Anderson’s prospective

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Hattiesburg franchise, its purported profitability and Cyclebar’s revenue

from required suppliers;

c. R.C. § 1334.03(C) by making representations inconsistent with the

disclosures required of Defendants in the Ohio Act and the FTC Rules;

d. R.C. § 1334.06 by failing to include the required provisions affording

Anderson the right to terminate in the Franchise Agreement and

misrepresenting the same to Anderson; and

e. Other provisions of the Ohio Act which will be shown during discovery in

this case.

69. Pursuant to R.C. § 1334.09(A), due to Defendants violations of the Ohio Act and

other conduct herein, Anderson is entitled to rescind the Franchise Agreement and recover all

sums paid to Defendants, including, but not limited to, all franchise fees, development fees, and

other sums paid pursuant to the Franchise Agreement, and Anderson is entitled to three (3) times

the amount of her actual damages suffered as a result of Defendants’ conduct.

70. As a proximate cause of Defendants’ violations of the Ohio Act, Anderson has

suffered and will continue to suffer damages including, but not limited to, all monetary amounts

paid to Defendants pursuant to the Franchise Agreement and Anderson’s continued net operating

loss of the Hattiesburg franchise.

COUNT EIGHT – NEGLIGENCE PER SE

71. Anderson adopts and incorporates the allegations contained in each of the above

numbered paragraphs as if fully set forth herein.

72. The FTC Rules required Cylcebar to make certain disclosures in the FDD

provided to Anderson, including, but not limited to: (a) truthfully and accurately represent the

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estimated amount of initial investment required for Anderson to open a Mississippi franchise; (b)

having a reasonable basis and written substantiation for any representations made with respect to

the prospective initial investment and financial performance of Anderson’s Mississippi franchise;

and (c) fully disclosing whether Cyclebar would receive revenue or other material consideration

for required purchases, supplies, leases, construction or other items during the course of

Anderson’s prospective Mississippi franchise.

73. Miss. Code Ann. § 75-24-55 prohibits franchisors such as Defendants from

representing or implying certain prospective financial information to prospective franchisees

such as Anderson unless such representations or implications are based on a substantial number

of other franchises in the community or geographical area.

74. Anderson is among the class of persons whom the FTC Rules and Miss. Code

Ann. § 75-24-55 are designed to protect and is entitled to be afforded their protections.

75. Through Defendants’ misrepresentations, concealments, breaches and other

conduct described herein, Defendants did violate numerous provisions of Parts 436 and 437 of

the FTC Rules, including the financial disclosure requirements of 16 C.F.R. § 436.5, the

prohibitions on disseminating certain financial information in 16. C.F.R. § 436.9, and other

provisions of the FTC Rules which will be shown in discovery of this case. Through such

conduct, Defendants further violated Miss. Code Ann. § 75-24-55.

76. As a proximate cause of Defendants’ violations of the FTC Rules and Miss. Code

Ann. § 75-24-55, Anderson has suffered and will continue to suffer damages including, but not

limited to, all monetary amounts paid to Defendants pursuant to the Franchise Agreement and

Anderson’s continued net operating loss of the Hattiesburg franchise.

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COUNT NINE – DECLARATORY JUDGMENT

77. Anderson adopts and incorporates the allegations contained in each of the above

numbered paragraphs as if fully set forth herein.

78. In addition to the other remedies for Defendants’ conduct set forth herein,

Anderson respectfully requests a declaratory judgment which rescinds the Franchise Agreement

and any ancillary contracts thereto between Anderson and Defendants, and which orders that

Defendants repay all sums paid by Anderson to Defendants pursuant to the Franchise Agreement

and ancillary contracts thereto, together with attorneys’ fees incurred by Anderson bringing this

action and interest on such amounts as provided by law.

COUNT TEN – ATTORNEYS’ FEES

79. Anderson adopts and incorporates the allegations contained in each of the above

numbered paragraphs as if fully set forth herein.

80. Through Defendants’ misrepresentations, concealments, breaches and other

conduct described herein, Defendants did violate numerous provisions of the Franchise

Agreement, the Ohio Act and various other statutory and common laws. Accordingly, Anderson

is entitled to recover its reasonable attorneys’ fees and costs incurred bringing this action

pursuant to Section 16.9 of the Franchise Agreement, R.C. § 1334.09(B) and/or other applicable

state statutory or common laws.

DEMAND FOR JURY TRIAL

81. Anderson hereby demands the right to a trial by jury on all applicable counts

stated herein and to determine the amount of damages owed Anderson by Defendants.

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WHEREFORE PREMISES CONSIDERED, Plaintiffs, Anderson Holdings, Inc. and

Leslie Anderson Suit respectfully requests that a judgment be entered against Defendants, jointly

and/or severally, for compensatory, incidental and consequential damages, and treble damages

pursuant to R.C. § 1334.09(A), in amounts to be determined by a jury, together with attorneys’

fees and costs of this action, and pre-judgment and post-judgment interest on such amounts as

provided by law. Plaintiffs further request this Honorable Court enter a declaratory judgment in

favor of Plaintiffs as stated herein, in addition to any further relief this Honorable Court deems

proper, whether legal or equitable in nature.

Respectfully submitted, this 18th day of April, 2018.

ANDERSON HOLDINGS, INC. & LESLIE

BY: BALCH & BINGHAM LLP

BY: /s/ Bryan C. Sawyers

Jonathan P. Dyal (MS Bar No. 99146)

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