INDEX NO. 652667/2015
FILED: NEW YORK COUNTY CLERK 07/29/2015 06:41 PM NYSCEF DOC. NO. 1
RECEIVED NYSCEF: 07/29/2015
SUPREME COURT OF THE STATE OF NEW YORK COUNTY OF NEW YORK ---------------------------------------------------------------------------X STAR BOXING, INC. and BANNER PROMOTIONS, INC.,
INDEX NO.: Date Purchased:
Plaintiffs, -against-
SUMMONS
ROC NATION SPORTS, LLC, ROC NATION SPORTS – ROC NATION BOXING, LLC, S. CARTER ENTERPRISES, LLC and JEFFREY FRIED, Defendants. ----------------------------------------------------------------------------X TO THE ABOVE NAMED DEFENDANT(s): YOU ARE HEREBY SUMMONED to answer the complaint in this action and to serve a copy of your answer, or, if the complaint is not served with this summons, to serve a notice of appearance, on the plaintiff's Attorney within 20 days after the service of this summons, exclusive of the day of service (or within 30 days after the service is complete if this summons is not personally delivered to you within the State of New York); and in case of your failure to appear or otherwise answer, judgment will be taken against you by default for the relief demanded in the complaint. New York County is designated as the place of trial pursuant to CPLR §503. Dated: July 27, 2015 Lake Success, New York HARFENIST KRAUT & PERLSTIEN Attorneys for Plaintiff /s/Jonathan D. Kraut By: _______________________________ Jonathan D. Kraut Andrew C. Lang 3000 Marcus Avenue, 2nd Floor East Lake Success, NY 11042 (516)355-9600 TO:
See Attached Service List
KP/D219181/FL2589
SERVICE LIST: Roc Nation Sports, LLC 1411 Broadway, 39th Floor New York, New York 10018 Attention: Officer, Managing or General Agent Roc Nation Sports – Roc Nation Boxing, LLC 1411 Broadway, 39th Floor New York, New York 10018 Attention: Officer, Managing or General Agent S. Carter Enterprises, LLC 1411 Broadway, 39th Floor New York, New York 10018 Attention: Officer, Managing or General Agent Jeffrey Fried 2055 L Street NW Washington, D.C. 20036
KP/D219181/FL2589
SUPREME COURT OF THE STATE OF NEW YORK COUNTY OF NEW YORK ---------------------------------------------------------------------------X STAR BOXING, INC. and BANNER PROMOTIONS, INC.,
INDEX NO.:
Plaintiffs, VERIFIED COMPLAINT
-againstROC NATION SPORTS, LLC, ROC NATION SPORTS – ROC NATION BOXING, LLC, S. CARTER ENTERPRISES, LLC and JEFFREY FRIED, Defendants. ----------------------------------------------------------------------------X
Plaintiffs, Star Boxing, Inc. and Banner Promotions, Inc., by their attorneys, Harfenist Kraut & Perlstein LLP, as and for their complaint against defendants, Roc Nation Sports, LLC, Roc Nation Sports – Roc Nation Boxing, LLC, S. Carter Enterprises, LLC and Jeffrey Fried allege the following: NATURE OF ACTION 1.
Defendants, Roc Nation Sports, LLC (“RNS”), Roc Nation Sports – Roc Nation
Boxing, LLC (“RNB”) and S. Carter Enterprises, LLC (“Enterprises”) (RNS, RNB and Enterprises are referred to collectively as “Roc Nation”), affiliated sports and entertainment management companies owned by Shawn Carter, a rapper, record producer and entrepreneur, who is more commonly known by his stage name, Jay Z, intentionally interfered with an Exclusive Promotional Agreement (“EPA”) between plaintiffs, Star Boxing, Inc. (“Star Boxing”) and Banner Promotions, Inc. (“Banner Promotions”), on the one hand, and Demetrius Andrade (“Andrade”), a professional boxer, on the other hand.
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2.
Roc Nation intentionally interfered with the EPA by: (i) negotiating with
Andrade, a World Champion boxer (World Boxing Organization, Junior Middleweight Division) to become his promoter even though they knew he already had a contract with Star Boxing and Banner Promotions; and (ii) offering Andrade the sum of $550,000.00, if Andrade would refuse a fight the Promoters had negotiated with Showtime. Roc Nation’s promise to Andrade was made under false pretenses, namely, that Roc Nation was negotiating to purchase Andrade’s contract from the Promoters and thereafter would negotiate a more lucrative bout for Andrade on HBO. Ultimately, Andrade agreed to Roc Nation’s false inducements and spurned the professional boxing match the Promoters had negotiated with Showtime. 3.
Defendant, Jeffrey Fried (“Fried”), a sports and entertainment attorney, is also
sued because he was formerly affiliated with Roc Nation as a consultant and participated in the wrongful conduct. 4.
As a result, this action seeks damages against defendants under theories of
tortious interference with existing contractual relations and tortious interference with prospective contractual relations. PARTIES AND VENUE 5.
Star Boxing is a domestic corporation with its principal offices located at 991
Morris Park Avenue, Bronx, New York. 6.
Banner Promotions is a Delaware Corporation authorized to do business in the
State of New York with its principal offices located at 2501 Wharton Street, Suite L, Philadelphia, Pennsylvania.
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7.
RNS is a Delaware limited liability company authorized to do business in the
State of New York with its principal offices located at 1411 Broadway, 39th Floor, New York, New York. 8.
RNB is a Delaware limited liability company authorized to do business in the
State of New York with its principal offices located at 1411 Broadway, 39th Floor, New York, New York. 9.
Enterprises is a Delaware limited liability company authorized to do business in
the State of New York with its principal offices located at 1411 Broadway, 39th Floor, New York, New York. 10.
Upon information and belief, Fried is an attorney who resides in and/or maintains
a principal office in the District of Columbia. 11.
This Court has jurisdiction over defendants because: (i) RNS, RNB and
Enterprises transact business in the State of New York; (ii) Fried, at all relevant times, acted as a consultant for Roc Nation and transacted business in the State of New York; and (iii) defendants committed tortious acts in the State of New York. 12.
Venue is appropriate in the County of New York because RNS, RNB and
Enterprises maintain principal offices for the transaction of business in the County of New York.
STATEMENT OF RELEVANT FACTS A.
The Parties Involvement in Professional Boxing
13.
Star Boxing and Banner Promotions are two companies principally engaged in the
business of providing promotional services to professional boxers and promoting professional boxing events.
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14.
Andrade was at all relevant times the World Champion since defeating Vanes
Martirosyan on November 9, 2013. 15.
Andrade has been continuously and exclusively promoted by Star Boxing and
Banner Promotions since 2008, when Andrade, a then highly decorated amateur boxer and 2008 Olympian, was paid a substantial signing bonus by Star Boxing and Banner Promotions. Star Boxing and Banner Promotions have successfully promoted Andrade’s career by making Andrade the first 2008 Olympian to be crowned World Champion. Due to Star Boxing and Banner Promotions’ efforts, Andrade’s boxing matches have been seen on various networks, including ESPN, Showtime and HBO. 16.
Under the EPA, Star Boxing and Banner Promotions have the exclusive right to
promote Andrade’s professional boxing contests during the term of the EPA, including any extensions, which include domestic television rights fees (i.e, Showtime Championship Boxing and HBO Championship Boxing), the sale of all tickets and ancillary rights, such as sponsorship advertising and the worldwide exclusive license to broadcast, telecast, record, film and transmit electronically the bouts in all media. 17.
At all relevant times, the EPA was in full force and effect.
18.
Upon information and belief, Enterprises, RNS, and RNB are three of several
companies owned in whole or part by Jay Z. 19.
Upon information and belief, on or about April 2013, Jay Z formed RNS for
purposes of managing the professional careers of baseball, basketball and football players. 20.
Upon information and belief, RNB was formed in June 2014 to provide Jay Z
with an avenue for the expansion of his sports management business into the promotional aspects of professional boxing.
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21.
Upon information and belief, at all relevant times, Fried, a sports and
entertainment lawyer, acted as an independent consultant to Roc Nation. B.
Roc Nation’s Intentional Interference with the EPA (i)
22.
Roc Nation Improperly Negotiates with Andrade
Under the guise of offering Andrade assistance in marketing and branding (i.e.,
garnering clothing line endorsements, advertising sponsorships, modeling assignments and the like), the minions of Roc Nation enticed Andrade, Andrade’s father and Andrade’s manager, Edward Farris (“Farris”), to attend a meeting at Roc Nation’s Manhattan corporate headquarters on September 23, 2014, which included a tour of Roc Nation’s facilities and operations. 23.
Several of Roc Nation’s representatives were present for all or part of the
meeting, including: Jay Z’s closest confidant and business associate, Desiree Perez (“Perez”); the President of Roc Nation Sports, Juan Perez; Fried; the head of marketing/branding at Roc Nation, Michael Yormark (“Yormark”); and the President of RNB, David Itskowitch (“Itskowitch”). 24.
Perez presented Andrade and his management team with business cards
identifying her as a representative of Enterprises. 25.
The representatives of Roc Nation explained to Andrade that they were not
merely interested in marketing him, but wanted to become his promoter, as Roc Nation was seeking to enter the sport of professional boxing. 26.
When Andrade and his management team reminded Roc Nation’s representatives
that he had an existing EPA with Star Boxing and Banner Promotions, Fried stated that he did not want to discuss the matter further in the meeting for “legal reasons,” but represented that Roc
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Nation would inquire with Star Boxing and Banner Promotions about purchasing Andrade’s promotional rights. 27.
On more than one future occasion, Farris was told by Roc Nation’s
representatives that Roc Nation was willing to pay Star Boxing and Banner Promotions as much as $2,000,000.00 for Andrade’s contract. 28.
Perez, Yormark and Itskowitch acknowledged the September 23rd meeting and
expressed their interest in working with Andrade and making him the first addition to Roc Nation’s boxing division. In a September 24, 2014, e-mail Perez stated, in pertinent part: “It was a pleasure meeting you guys. Listening to you describing Demetrius was inspiring, your passion and love for him is obvious. We look forward and would be honored to work with him and have him be the boxer to bless our boxing division by being first.” On the following day, Perez again e-mailed Farris writing: “Thanks so much, very exciting!! We are going to make this happen!! Discussed it with Jay Z today and he was very happy to hear. Now it’s just getting all the business in order with the existing promoter deal, I’m sure we will resolve it I’m 24 hours/7 days a week literally [sic].” 29.
Following the meeting, Roc Nation’s representatives, including Perez, Fried and
Antonio Leonard, an independent promoter who did consulting work for Roc Nation, had further substantive discussions with Farris about the future of Andrade’s boxing career and how they were going to contact Star Boxing and Banner Promotions about purchasing Andrade’s EPA, which purchase they repeatedly stated would be complete before the end of the year.
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(ii) Roc Nation Wrongfully Offers Andrade Money not to Fight 30.
Sometime in late October 2014, Farris advised Roc Nation that Star Boxing and
Banner Promotions had obtained an offer from Showtime for Andrade to participate in a Junior Middleweight title defense against Jermell Charlo (“Charlo”) scheduled for December 13, 2014 at the MGM Grand in Las Vegas, Nevada. 31.
In response, Roc Nation and Fried embarked on a campaign to convince Farris
and Andrade that Andrade should not sign the agreement negotiated by Star Boxing and Banner Promotions with Showtime. Specifically, Fried told Farris that Roc Nation and Jay Z did not want Andrade to fight on the Showtime card and that Roc Nation, even though it did not promote Andrade, had already been negotiating with senior HBO executives about Andrade fighting on their network. Fried further stated that once Roc Nation became Andrade’s promoter, he would get a much better deal with HBO – a lesser opponent for more money. 32.
As a further inducement, Fried created a false fear that Charlo’s representative, Al
Haymon, was too influential at Showtime and, as a result, Andrade would not be treated fairly. 33.
The proposed Showtime fight with Charlo presented Andrade, Star Boxing and
Banner Promotions with a tremendous opportunity because Showtime, provided Andrade signed the bout agreement to fight Charlo, was also offering Andrade a future three-fight television deal with a fight-by-fight escalation in the rights or license fees being offered by the network. 34.
In late October 2014 and early November 2014, Farris had numerous
communications with Roc Nation, and advised Roc Nation that unless Roc Nation immediately purchased Andrade’s contract from Star Boxing and Banner Promotions, it was in Andrade’s best interests to sign the contract with Showtime for the Charlo fight. If Andrade rejected the
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fight it would potentially ruin his career, as it would be difficult (if not impossible) for him to appear on Showtime in the future. 35.
Showtime was offering Star Boxing and Banner Promotions a rights fee of
$750,000.00 for Andrade to fight Charlo and Star Boxing and Banner Promotions were offering Andrade $550,000.00 to participate in the bout. 36.
On or about November 7, 2014, Farris spoke with Fried who told Farris that he
had personally discussed the situation with Jay Z and Jay Z personally authorized Roc Nation to pay Andrade $550,000.00 – the same amount he was to receive for fighting Charlo – if he rejected the fight with Charlo. Fried also reiterated Roc Nation’s intention to purchase Andrade’s EPA from Star and Banner. 37.
On or about November 7, 2014, Farris, on behalf of Andrade, and Fried,
individually and/or on behalf of Roc Nation, agreed that Andrade would not accept the Showtime fight with Charlo, and Roc Nation and/or Fried would pay to Andrade the sum of $550,000.00. 38.
In reliance on the promise made by Roc Nation and Fried, Andrade on or about
November 7, 2014 formally rejected the offer made by Star Boxing and Banner Promotions for him to fight Charlo at the MGM Grand in Las Vegas on December 13, 2014, which boxing event would be televised by Showtime. 39.
On November 7, 2014, Farris received a telephone call from Perez and Fried who
personally thanked him for Andrade’s rejection of the Charlo fight on the December 13, 2014 Showtime card and reiterated Roc Nation’s obligation to pay Andrade $550,000.00.
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C.
Andrade’s November 18, 2014 Meeting at Roc Nation’s Headquarters
40.
A few days later, Roc Nation invited Andrade to their Manhattan offices on
November 18, 2014 to finalize their accord and meet with Jay Z personally. It was also implied that Andrade would receive the $550,000.00 payment. 41.
Andrade appeared at Roc Nation’s corporate offices on November 18, 2014,
together with Farris, Andrade’s father, Andrade’s fiancée and Farris’ wife, among others. Roc Nation was represented by Perez, Juan Perez, Fried and several other key executives. Jay Z was even present for a portion of the time. 42.
Perez stated at the November 18, 2014 meeting, in sum and substance: (a) that
Roc Nation was proud to have Andrade as their first boxer; (b) that Roc Nation would honor its agreement to pay Andrade $550,000.00; (c) that Roc Nation would pay Star Boxing and Banner Promotions up to $2,000,000.00, if necessary to purchase Andrade’s contract from Banner Promotions and Star Boxing; (d) that Roc Nation would complete the purchase of Andrade’s contract from Star Boxing and Banner Promotions on or before December 31, 2014; and (e) that Roc Nation’s payment to Andrade would be made as soon as the negotiations with Banner Promotions and Star Boxing were completed. 43.
Roc Nation and/or Fried never tendered the $550,000.00 to Andrade.
44.
Contrary to Roc Nation and/or Fried’s promises, no substantive or serious efforts
were made to purchase Andrade’s exclusive promotional rights from Star Boxing and Banner Promotions. AS AND FOR A FIRST CAUSE OF ACTION (Intentional Interference with the EPA) 45.
Star Boxing and Banner Promotions repeat, reiterate and re-allege each and every
allegation set forth in paragraphs numbered “1” through “44,” inclusive. 9 AL/D222776/FL2594W
46.
Star Boxing and Banner Promotions have a valid, existing, enforceable and
exclusive agreement with Andrade to promote his professional boxing contests, which includes domestic television rights fees (i.e, Showtime Championship Boxing and HBO Championship Boxing), the sale of all tickets and other ancillary rights, such as sponsorship advertising and the worldwide exclusive license to broadcast, telecast, record, and film and transmit electronically the bouts in all media. 47.
Roc Nation and Fried knew that Andrade had the EPA with Star Boxing and
Banner Promotions. 48.
Despite knowledge of the existence of the EPA Andrade had with Star Boxing
and Banner Promotions, Roc Nation and Fried, for several reasons, intentionally and without justification interfered with the EPA by: (i) negotiating with Andrade to become his promoter; and (ii) offering Andrade the sum of $550,000.00 not to participate in the fight with Charlo at the MGM Grand in Las Vegas, Nevada on December 13, 2014. 49.
If not for the intentional and unjustified actions of Roc Nation and Fried, Andrade
would not have breached his EPA with Star Boxing and Banner Promotions, which breaches included negotiating with Roc Nation, a rival promoter, during the term of the EPA and agreeing to accept monies from Roc Nation not to fight. 50.
As a result of the wrongful conduct of Roc Nation and Fried, Star Boxing and
Banner Promotions have been deprived of the benefits they would have received had Andrade fought Charlo on Showtime’s boxing card scheduled for December 13, 2014, including, but not limited to: (i) the rights fee offered by Showtime for Showtime Championship Boxing; (ii) their share of tickets sold to attend the fight; (iii) sponsorship advertising on the ring mat, ring ropes, corner posts, etc.; (iv) the foreign broadcast rights to the fight; (v) the monies generated by their
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other boxers who would appear on the fight’s undercard; (vi) rights fees to be earned from Andrade’s future fights on Showtime; (vii) the monies to be generated by their other boxers who would appear on the future Showtime fights’ undercards; (viii) the advertising and broadcast rights to the future fights; (ix) the career development and media exposure of their other fighters who would appear on the future fights’ undercards; and (x) numerous other significant pecuniary and non-pecuniary benefits associated with promoting a World Champion fight on a premium cable network. 51.
Additionally, Star Boxing and Banner Promotions’ reputations with Showtime
and other networks that broadcast professional boxing contests as to Andrade have been sullied and damaged. 52.
Finally, Star Boxing and Banner Promotions are entitled to punitive damages,
since Roc Nation and Fried acted willfully, maliciously, recklessly, wantonly and with intent to injure Star Boxing and Banner Promotions.
AS AND FOR A SECOND CAUSE OF ACTION (Tortious Interference with Prospective Business Relations) 53.
Star Boxing and Banner Promotions repeat, reiterate and re-allege each and every
allegation set forth in paragraphs numbered “1” through “52,” inclusive. 54.
Star Boxing and Banner Promotions reasonably expected to enter into an
agreement with Showtime to have Andrade appear in four separate professional boxing contests on the network, inclusive of the December 13, 2014 with Charlo at the MGM Grand in Las Vegas, Nevada.
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55.
Roc Nation and Fried were aware or should have been aware of the business
opportunity that Star Boxing and Banner Promotions had with Showtime to promote Andrade’s fights on the network. 56.
Roc Nation and Fried interfered with the business opportunity presented by
Showtime to Star Boxing and Banner Promotions, by inducing Andrade, who Roc Nation and Fried knew had an EPA with Star Boxing and Banner Promotions, to reject the fight(s) offered by Showtime, in return for a promised payment to Andrade of $550,000.00, which Roc Nation and Fried had no intention of paying. 57.
The actions of Roc Nation and Fried were intentional, malicious, without
justification and not done for legitimate, competitive business reasons, as Andrade was under exclusive contract with Star Boxing and Banner Promotions, and Roc Nation had no authority to be negotiating with Andrade. 58.
The actions of Roc Nation and Fried were undertaken for several reasons,
including, but not limited to, inflicting harm on Star Boxing and Banner Promotions. 59.
If not for the intentional and unjustified actions of rival promoters, Roc Nation
and Fried, in inducing Andrade to breach the EPA by: (i) negotiating with Andrade during the term of the EPA; and (ii) offering Andrade $550,000.00 not to fight, Star Boxing and Banner Promotions would have been able to consummate a four-fight deal for Andrade to appear on Showtime. 60.
As a result of the wrongful conduct of Roc Nation and Fried in inducing Andrade
not to fight Charlo, Star Boxing and Banner Promotions have been deprived of the benefits they would have received had Andrade fought four times on Showtime, including, but not limited to: (i) the rights fees being offered by Showtime; (ii) their share of tickets sold to attend the fights;
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(iii) sponsorship advertising on the ring mat, ring ropes, corner posts, etc.; (iv) the foreign broadcast rights to the fights; (v) the monies generated by their other boxers who would appear on the fights’ undercards; (vi) the career development and media exposure of their other fighters who would appear on the future fights’ undercards; and (vii) the numerous other significant pecuniary and non-pecuniary benefits associated with promoting a World Champion fight on a premium cable network. 61.
Additionally, Star Boxing and Banner Promotions’ reputations with Showtime
and other networks that broadcast professional boxing contests as to Andrade have been sullied and damaged. 62.
Finally, Star Boxing and Banner Promotions are entitled to punitive damages,
since Roc Nation and Fried acted willfully, maliciously, recklessly, wantonly and with intent to injure Star Boxing and Banner Promotions.
WHEREFORE, Star Boxing and Banner Promotions respectfully demand judgment against Enterprises, RNS, RNB, and Fried, jointly and severally, as follows: 1)
On the first cause of action, damages in an amount to be determined at trial, but at
least $10,000,000.00, together with statutory interest; 2)
On the second cause of action, damages in an amount to be determined at trial,
but at least $10,000,000.00, together with statutory interest; 3)
An award of punitive damages;
4)
The costs and disbursements of this action; and
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5)
The grant of such other and further relief as may be deemed just, proper and
equitable under the circumstances prevailing. Dated: July 29, 2015 Lake Success, New York
HARFENIST KRAUT & PERLSETIN LLP Attorneys for Plaintiffs /S/Jonathan D. Kraut By________________________________ Jonathan D. Kraut Andrew C. Lang 3000 Marcus Avenue, 2nd Fl. East Lake Success, New York 11042 (516) 355-9600
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