Verified Complaint: TH TH

ESX-L-007180-20 10/24/2020 2:47:33 PM Pg 1 of 25 Trans ID: LCV20201906303
David A. Schrader (Atty No. 039381988)

PAYKIN KRIEG & ADAMS, LLP
155 East 44th Street, 6th Fl.
New York, New York 10017
(347) 879-2345
Attorneys for Plaintiff
_____________________________________
GREG COHEN PROMOTIONS, LLC, on its : SUPERIOR COURT OF NEW JERSEY
Own behalf and derivatively, : LAW DIVISION – ESSEX COUNTY
:
Plaintiff, :
: Docket No.
v. :
: CIVIL ACTION
OFFABBOT, LLC; OFFABBOT SPORTS, :
INC.; OFFABBOT SPORTS, LLC; :
FRANK SAMUEL, TORBEN H. VON : :
STADEN; EVAN RUTKOWSKI; :
KURT EMHOFF; ABC CORP or : VERIFIED COMPLAINT
PARTNERSHIP OR LLC d/b/a :
RING CITY U.S.A. :
:
Defendants. :
_____________________________________:
Plaintiff, Greg Cohen Promotions, LLC (“GCP”) with an address at 25 B Spring Street,
Millburn NJ 07041, New Jersey by and through its undersigned counsel, by way of complaint
against defendants, states:
INTRODUCTION
1. This action is brought on behalf of Plaintiff to enforce its rights in a new business
which it helped plan, in which it was agreed to be a partner, and from which it was wrongfully
excluded by defendants. In this regard, GCP formed a partnership with Offabbot, LLC (“Offabbot”)
(as well as others that were joined into the partnership during the course of planning) to create a new
boxing series. Through this partnership, Offabbot would provide distribution, sponsors, and
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production services for the new boxing series; GCP would provide access to 30 years of boxing
relationships and industry expertise, as well as access to GCP’s roster of boxers, access to other
boxing promotors, as well as contacts at casino sites (the “New Boxing Business). Other parties
were joined into the partnership at various points. The agreement between the parties was to form a
partnership in furtherance of the New Boxing Business (the “Partnership”).
2. After GCP provided extensive input into the business plans and operations and made
numerous introductions which are being utilized by the Partnership, the defendants proceeded
forward with the New Boxing Business without including GCP in violation of the Partnership. GCP
estimates its damages at up to $50 million.
The Parties
3. Plaintiff Greg Cohen Promotions, LLC ("GCP") is a New Jersey limited liability
company with its principal place of business located in Milburn, New Jersey. GCP is a licensed boxing
promoter and has an exclusive promotional agreement to promote several high-profile boxers. One of
GCP’s principals, Gregory Cohen (“Cohen”), has been in the boxing industry for over 30 years and is,
and has been, the promotor for many high profile boxers.
4. Defendant Offabbot is a California limited liability company with its principal places
of business at 8335 W Sunset Blvd., Suite 200, Los Angeles, California 90069 and 326 Indiana Ave,
Venice, CA 90291. Offabbot is a media production company that had no prior experience or
contacts in the boxing industry. Offabbot is in large part controlled, owned and operated by
defendant Frank Samuel (“Samuel”).
5. Defendant Offabbot Sports, Inc. is a Delaware Corporation formed on or about
November 7, 2019 in connection with the New Boxing Business. Upon information and belief,
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Offabbot, its principals, and the individual defendants, are the owners of Offabbot Sports, Inc.
Defendant Samuel is the CEO of Offabbot Sports, Inc. and defendant Torben H. von Staden (“von
Staden”) is the Chief Financial Officer.
6. Upon information and belief, Offabbot Sports, Inc. was formed by Offabbot. Samuel,
von Staden and other persons currently unknown to plaintiff as a vehicle for the operation of the
New Boxing Business. On its certificate of registration, the company describes itself as a “multi-
window boxing & content platform.”
7. Defendant Offabbot Sports, LLC. is a Delaware limited liability company also formed
on or about November 7, 2020. Samuel is the managing member of Offabbot Sports, LLC. Upon
information and belief, Offabbot Sports, LLC was also formed by Offabbot. Samuel, von Staden and
other persons currently unknown to plaintiff as an additional or alternative vehicle for the operation
the New Boxing Business. Defendants Offabbot Sports, Inc. and Offabbot Sports, LLC are
hereinafter collectively referred to as Offabbot Sports. It is unknown to the plaintiff which of these
entities is being utilized by Offabbot and the other defendants to operate the New Boxing Business.
8. Defendant Samuel is an individual, who upon information and belief, resides in the
State of California. Defendant Samuel, along with Offabbot, are utilizing defendants Offabbot,
Offabbot Sports and Ring City, USA (defined below) to operate the New Boxing Business. All
defendants are acting in concert with, and/or under the direction of, Samuel with the specific intent
to deprive GCP of its ownership interest in, and associated compensation from, the New Boxing
Business
9. Offabbot, Offabbot Sports, Samuel and the other individual defendants (Emhoff, von
Staden and Rutkowski) are hereinafter referred to collectively as the “Offabbot Parties.”
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10. According to a recent press releases, the Offabbot Parties have created an entity
called “Ring City USA” from which it operates all or part of the New Boxing Business. The press
releases do not provide adequate detail to ascertain the form of entity type of Ring City or its specific
members, partners or shareholders. Defendant Ring City as an entity has been joined as defendant
”ABC Corp or Partnership or LLC d/b/a Ring City USA” (hereinafter called “Ring City”.)
11. Upon information and belief, the Offabbot Parties have an ownership interest in Ring
City, as well as any entities through which the New Boxing Business operates. The defendants have
all acted in concert to exclude GCP from its rightful ownership and financial interest in the
partnership/business.
12. Defendant Kurt Emhoff (“Emhoff”) is a boxing attorney, who upon information and
belief, is a principal of Offabbot, Offabbot Sports and/or Ring City and who is directly involved in
the operation and direction of the New Boxing Business. Upon information and belief, Emhoff is
directly involved in, and is believed to have orchestrated, part of the plot to exclude GCP from its
ownership interest in the partnership, including the New Boxing Business.
13. Evan Rutkowski (“Rutkowski”) is a former HBO Boxing employee who has a
personal or business relationship with Samuel. Rutkowski is a freelance boxing writer and blogger.
Upon information and belief, Rutkowksi is also a principal of Offabbot, Offabbot Sports and/or Ring
City and who is directly involved in the operation and direction of the New Boxing Business. Upon
information and belief, Rutkowski is directly involved in, and is believed to have orchestrated, part
of the plot to exclude GCP from its ownership interest in the partnership, including the New Boxing
Business.
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14 Von Staden joined into the New Business and is, upon information and belief, a
principal of Offabbot, Offabbot Sports and/or Ring City who is directly involved in the operation of
the New Boxing Business and the actions to exclude GCP from its ownership interest. Von Staden
is also the CFO of Offabbot Sports, Inc. Upon information and belief, von Staden is directly
involved in the operation and direction of the New Boxing Business and is believed to have
orchestrated part of the plot to exclude GCP from its ownership interest in the partnership, including
the New Boxing Business.
15. Each of the individual defendants were involved in the New Boxing Business during
at least a portion of the time that GCP was still being recognized as a partner in the business.
16. It is unclear the final form of business through which defendants currently operate the
New Boxing Business, however, regardless of the final structure, GCP is entitled to an ownership
percentage of this business with all of its attendant benefits and profits.
FIRST COUNT
(Breach of Partnership Agreement)
17. The plaintiff repeats each and every allegation in the preceding paragraphs as if fully
set forth herein.
18. GCP, through Cohen, starting working with Offabbot in or about May 2018.
GCP, as a boxing promotor, had a Showtime network boxing event in which it was the lead
promotor. The event was held in Philadelphia, Pennsylvania. Offabbot was at the event in
connection with a documentary it was producing on one of the fighters involved in the Showtime
event. Cohen spent several days with Samuel, the head of Offabbot, in Philadelphia during
which time they discussed and agreed to combine each of Offabbot and GCP’s expertise, as
partners, to create a New Boxing Business.
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19. After the initial meeting in Philadelphia, GCP and Offabbot had numerous
telephone discussions in furtherance of the business. In person meetings were also held in Los
Angeles, New York City and Princeton, New Jersey. The parties worked on putting together a
business plan, and a detailed presentation was prepared with extensive input from GCP.
20. At various points in time, the individual defendants Emhoff, von Staden and
Rutkowski were added as members to the New Boxing Business to play various roles. From the
outset, it was agreed between Cohen and Samuel that GCP and Offabbot would be the two main
partners with additional partners having a small ownership interest.
21. The parties worked together to create a detailed business plan for the operation of
a uniquely focused boxing business with a global strategy for live events and media broadcasting
and production. Numerous drafts of the business presentation were exchanged by the parties
commencing in May 2019. On July 2, 2019, an eighth iteration of this business presentation was
created which well-defined the business plans and operations of the New Boxing Business. The
edits into this draft were largely added by GCP and this presentation represents a detailed
presentation of the business plan for the New Boxing Business. The July 2nd draft is annexed
hereto as Exhibit A (the “Business Presentation”).
22. The business plan that was formulated, and is represented in the July 2, 2019
Business Presentation, is the business operational plan being utilized by the Partnership/New
Boxing Business. GCP was a substantial contributor to the business and operational planning of
the New Boxing Business.
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23. The business presentation and business plan utilized by the New Boxing Business
was co-created by GCP and the New Boxing Business is utilizing GCP’s ideas, work product and
contacts.
24. The Business Presentation, including earlier drafts, contains a biography of
partners involved in the New Boxing Business and their role. GCP is listed and acknowledged
as a partner throughout.
25. GCP and Cohen worked extensively on this project. In fact, Cohen collaborated
on the creation of the Ring City name for the business. The contacts and business strategy that
GCP introduced to the New Boxing Business/Partnership are being used by the business in its
current operations.
26. During the course of the operational planning, while GCP was still actively
involved, several additional persons were brought in as additional partners into the mix,
including defendants von Staden, the current CFO of Offabbot Sports, Inc., Emhoff and
Rutkowski.
27. GCP’s last live meeting with any of the partners occurred on September 28, 2019
in New Jersey, at which time Cohen met von Staden in Princeton.
28. Over the next few months, the other partners in the Partnership began to decrease
their communications with GCP. No explanation was provided and it appears that the
defendants were undertaking to cut GCP out of the New Boxing Business.
29. In a matter unrelated to this action, Greg Cohen, one of the principals of GCP,
was convicted of a federal crime in connection with submitting inaccurate information in
connection with a loan. Cohen was sentenced in November 2019 to six months in prison. This
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information was unknown to the defendants when they began to exclude GCP, and this
conviction is unrelated to defendants’ actions to exclude GCP.
30. When Cohen’s conviction and sentencing became public information in
November 2019, Cohen provided information regarding this matter to the other partners in the
Partnership.
31. Notwithstanding Cohen’s conviction, GCP as an entity remained fully capable of
fulfilling its role in the Partnership, and GCP has already contributed to the operational
preparedness, plan and implementation for the operation of the New Boxing Business.
32. It is also of note that unlike many other industries, having a criminal conviction in
the world of boxing is not unusual and does not adversely impact on one’s ability to continue in
the industry. Moreover, GCP was not involved in any fashion in Cohen’s legal trouble. GCP
continued on as a boxing promotor even in Cohen’s absence and after Cohen’s return from
prison.
33. The Court should also note that during the period of Cohen’s incarceration from
February 2020 to mid-July 2020, there was minimal activity actually occurring in the boxing
industry because of the COVID virus which prevented boxing events from being conducted
during almost the entirety of Cohen’s 6 month prison sentence.
34. The last communication received by GCP in connection with the New Boxing
Business was in December 2019. At no time was there ever any communication to GCP that
GCP was being excluded from the business. There was also a false impression created by
defendants that the business was not moving forward.
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35. The defendants failed and neglected to inform GCP that they had formed new
entities, Offabbot Sports, in early November 2019 in which they were moving this business
operations. These Offabbot Sports entities were created without notice to GCP and even before
the defendants were aware of Cohen’s conviction. Cohen was also never informed of the
creation of Ring City.
36. GCP was excluded from the ownership structure of these new entities.
37. Cohen served his sentence for six months commencing February 4, 2020 until
mid-July 2020 in a minimum security federal prison.
38. From December 2019 through the present, the defendants have continued to
operate the Partnership business to the exclusion of GCP. They have formed new entities,
including Ring City, and have not include GCP in the ownership structure.
39. Pursuant to a press release dated October 15, 2020, NBC Sports announced that it
had entered into a partnership with Ring City for a new boxing series of 2 hour shows to air on
Thursday nights commencing November 19, 2020. Upon information and belief, this deal alone
is likely to generate extensive income to Ring City in the millions of dollars.
40. The shows that are being put together by Ring City are with promoters that were
introduced to the New Boxing Business by GCP.
41. In connection with the New Boxing Business, the Offabbot defendants entered
into a partnership arrangement with plaintiff. This agreement was oral, and in any event, would
have been created by operation of law. The partnership was also confirmed by certain
documents, including the Business Presentation.
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42. Each of the defendants became members of the Partnership and joined in the
partnership obligations. Pursuant to the Partnership, defendants are charged with contractual,
statutory and fiduciary obligations owing to the plaintiff.
43. These contractual duties include, but are not limited to, defendants’ requirement to
recognize and honor plaintiff’s participation and ownership in the Partnership, the New Boxing
Business, and a share of any flow of profits arising therefrom.
44. These contractual obligations are express and also implied at law from the
relevant partnership statutes.
45. Defendants violated their contractual duties owing to plaintiff by virtue of their
wrongful conduct, their diversion of partnership assets, their exclusion of plaintiff from the New
Boxing Business, their theft of partnership assets and opportunities, their self-dealing, usurpation of
business opportunities, failing to account for profits to plaintiff, and misuse of partnership assets.
46. Defendants’ breaches of conduct proximately caused the injuries of the plaintiff.
47. By reason of the foregoing breaches of the partnership agreement, plaintiff has been
financially injured in an amount estimated at close to $50 million.
48. In fact, the four 4 promoters in the United States who have a relationship with a
network/streaming platform similar to Ring City’s with NBC all make tens of millions of dollars
a year because of their network/streaming distribution deals. This is the reason why the Ring
City Series was the single most important piece of business GCP was developing over a nearly 2-
year period. Having a series with a credible distributor is the Holy Grail in the boxing business.
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49. To the extent that no “formal” partnership agreement may exist, the partnership
arrangement arose as a matter of law from the conduct of the parties, including their undertaking a
joint business for profit.
50. By reason of the foregoing, plaintiff has been, and will continue to be, financially
injured and is entitled to monetary compensation.
51. In addition to monetary damages, plaintiff additionally seeks specific performance to
enforce the Partnership arrangement. In this regard, plaintiff does not have an adequate remedy at
law.
52. Without immediate intervention by this Court, plaintiff will suffer severe and
irreparable harm.
SECOND COUNT
(Breach of Implied Covenant of Good Faith
and Fair Dealing)
53. The plaintiff repeats each and every allegation in the preceding paragraphs as if fully set
forth herein.
54. Pursuant to the agreement set forth in Count One above, and described in the Complaint,
defendants owe a duty of good faith and fair dealing to plaintiff in the performance of their contractual
obligations owing to plaintiff.
55. Despite this duty, defendants breached these implied obligations, all in violation of the
duty of good faith and fair dealing.
56. Defendants violated these implied obligations.
57. As a result of defendants’ breach of their obligations to the plaintiff, the plaintiff has
sustained grave economic injury.
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58. These economic injuries cannot be fully recompensed through monetary damages and
plaintiff is entitled to enforcement of its Partnership rights in addition to monetary damages.
59. Without immediate intervention by this Court, plaintiff will suffer severe and irreparable
harm. Plaintiff has no adequate remedy at law.
THIRD COUNT
(Breach of Fiduciary Duty against Defendants)
60. The plaintiffs repeat each and every allegation in the preceding paragraphs as if fully
set forth herein.
61. Pursuant to Offabbot’s role as a partner of GCP, Offabbot owes a fiduciary duty to
plaintiff GCP.
62. This fiduciary duty owing to the plaintiff also arises from, and extends to, Offabbot,
each of the individual defendants, Offabbot Sports and Ring City, who each owe fiduciary duties to
plaintiff in connection with each business entity in which plaintiff should have been included but
was excluded. Plaintiff should have been included in each of these various entities.
63. To the extent that GCP should have been included in Offabbot Sports, there is also a
fiduciary duty that would arise and be owing to plaintiff from the Offabbot Sports, Inc., Offabbot
Sports, LLC and their officers, directors, managers and large shareholders.
64. The individual defendants and Offabbot are, upon information and belief, the
officers, directors and managers of these entities, and the entity known as Ring City, and as such
owe a fidu8ciary duty to plaintiff in these roles.
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65. Each defendant owes a fiduciary duty to plaintiff as a result of the Partnership to the
extent they have been afforded any rights in the partnership, or any entity derived from the
Partnership or to which the Partnership business or assets has been diverted and operated.
66. These fiduciary duties include but are not limited to a duty of trust, good faith, fair
dealing and loyalty.
67. As a result of defendants wrongful conduct, including but not limited to diversion of
corporate assets and opportunities, self-dealing, usurpation of business opportunities, establishing
and working for a competitor company, failing to account for profits, and other misconduct as set
forth above and throughout the complaint, defendants have breached their fiduciary duties to
plaintiff, including the duty of trust, good faith, fair dealing and loyalty..
68. Defendants’ conduct has proximately caused plaintiff’s injuries.
69. Each of the defendants other than Offabbot have acted as Offabbot’s agents and/or
employees in committing the breaches of fiduciary duty set forth above.
70. Offabbot is responsible for the acts of its agents and employees and is therefore
liable to plaintiffs for these wrongful acts
71. By reason of the foregoing, plaintiff has been financially injured and is entitled to
both monetary damages, as well as the enforcement of its partnership rights and an accounting.
72. By reason of the foregoing, plaintiff have been, and will continue to be, irreparably
harmed.
73. Without immediate intervention by this Court to enforce the Partnership, plaintiff
will suffer severe and irreparable harm.
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FOURTH COUNT
(Aiding and Abetting a Breach of Fiduciary Duty)
set forth herein.
75. As set forth above, defendant Offabbot breached its fiduciary duties to plaintiff.
76. To the extent that the other defendants are deemed not to additionally owe direct
fiduciary duties to the plaintiff, these defendants aided and abetted Offabbot in breaching its
fiduciary duties owing to plaintiff.
77. Each of the breaches of fiduciary duty by Offabbot were knowingly induced and or
assisted by each of the other defendants, and each additional defendant is liable to plaintiff for
aiding and abetting these breaches of fiduciary duty by Offabbot.
78. By reason of the foregoing, plaintiff has been injured (and is continuing to be
injured) by such acts of these defendants.
FIFTH COUNT
(Claim for Declaratory Relief)
set forth herein.
80. As set forth above, defendants breached the partnership agreement pursuant to
which plaintiff is entitled to ownership and financial rights in the Partnership and in the New
Boxing Business, including any other entities currently being utilized by this business.
81. Plaintiff additionally seeks a declaratory judgment by this Court enforcing its
Partnership and financial rights to future business and profits, including in each of the relevant business
entities and the business as a whole.
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SIXTH COUNT
(Conversion/Money Had and Received Against All Defendants)
set forth herein.
83. At all times relevant, plaintiff was the rightful owners of the assets and property,
including distribution and business rights, arising from and relating to the Partnership, including any
distribution rights to profits, business opportunities and other Partnership business, including rights
arising from the New Boxing Business.
84. Upon information and belief, defendants have received, or are about to receive,
profits and distributions from the Partnership and the New Boxing Business, including the profits
and distributions arising from Ring City, Offabbot and Offabbot Sports, including the share of such
profits and distributions that are the rightful property of Plaintiff.
85. Plaintiff has been, and continues to be, entitled to immediate possession of such
distributions, assets and its share of such profits.
86. The defendants do not have the right or legal authority to the possession of plaintiff's
property.
87. These diversions are for defendants' own personal gain and benefit, at plaintiff's
expense, and without plaintiff's permission, and without authority.
88. In this regard, defendants have intentionally and unlawfully exercised ownership,
dominion and control over plaintiff's assets and property, in denial and repudiation of plaintiff's
rights thereto.
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89. By reason of the foregoing, the plaintiff has been injured and continues to be injured.
Plaintiff is entitled to the immediate return and payment of all money improperly diverted from
Plaintiff’s partnership interest and distributions.
90. Plaintiff is also entitled to the imposition of a constructive trust on any assets which
should have been diverted and which should have been paid to plaintiff as distributions or other
payments which are in the possession of defendants or their agents or proxies.
91. As a result of these conversions, the plaintiff has sustained grave economic injury
which cannot be fully recompensed through a money judgment alone. Plaintiff is additionally
entitled to a continuing constructive trust on future profits of the Partnership, or profits derived from
the business diverted from the Partnership.
92. Without immediate intervention by this Court, plaintiff will suffer severe and
irreparable harm.
93. Plaintiff has no adequate or complete remedy at law.
SEVENTH COUNT
(Theft of Partnership Opportunity)
set forth herein.
95. Defendants’ actions and inactions amount to a diversion of business opportunities
away from the Partnership to other entities under defendants’ control and to which plaintiff has no
ownership or financial interest. This amounts to a theft of partnership assets and opportunities.
96. These actions by defendants were undertaken in violation of their fiduciary and
contractual duties and without proper authorization.
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97. Each of these actions were undertaken by defendants intentionally, and with
knowledge that they were unauthorized and ultra vires.
98. Defendants have thus failed to perform their duties and have wasted, diverted,
misapplied and dissipated the assets of the Partnership causing extensive damage to plaintiff.
99. Defendants have further undertaken a plot to deliberately conceal their actions to the
further detriment of plaintiff.
100. As a result of these acts, the plaintiff has suffered grave economic injury.
EIGHTH COUNT
(Tortious Interference)
set forth herein.
102. The plaintiff has a protected interest in its respective Partnership and contract rights,
in the New Boxing Businesses, and prospects of future profits from this business.
103. All defendants (other than Offabbot) have undertaken intentional acts to interfere
with plaintiff’s Partnership with Offabbot.
104. These acts were made with the intent of interfering with the business relationship
and contract of the plaintiff, including the Partnership and New Boxing Business, and were intended
by defendants to result in damage to the plaintiff's contractual rights and his prospective business
opportunities in this regard.
105. Defendants' actions were intentional and malicious.
106. Defendants had no valid justification for such conduct.
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107. As a result of defendants' interference with contract and with prospective businesses
and existing business relationships, plaintiff's reasonable expectancy of present and future income
was harmed.
108. Defendants’ conduct proximately caused plaintiff’s injuries.
109. As a result of defendants’ conduct, plaintiff has been financially injured.
NINTH CAUSE OF ACTION

(Unjust Enrichment and Quantum Meruit)
110. Plaintiff repeats each and every allegation in the preceding paragraphs as if fully set
forth herein.
111. Plaintiff contributed its know how, contacts and other things of value to the
Partnership, and by being excluded from the business, has been financially injured.
112. Defendants have gained the benefit of plaintiff’s activities and have earned profits
from the New Boxing Business as a result of plaintiff’s actions and contributions.
113. Defendants have each received and taken monies and other things of value to which
they are not entitled and are requiring to repay the amounts due and owing to plaintiff.
114. As a direct and proximate result of defendants' failure to include plaintiff in the New
Boxing Business, defendants have been unjustly enriched to plaintiff’s detriment.
115. To allow these defendants to keep the benefits of plaintiff’s Partnership
contributions without remuneration would unjustly enrich them to the severe detriment of the
plaintiff.
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TENTH COUNT
(Accounting)
116. Plaintiff repeats each and every allegation in the preceding paragraphs as if fully set
forth herein.
117. Plaintiff is entitled to a share of the Partnership profits which have been secreted
from the plaintiff by defendants.
118. Defendants have misappropriated Partnership assets and business opportunities
and have diverted plaintiff’s share of profits to themselves and others for their own personal use.
119. Plaintiff is entitled to an accounting.
ELEVENTH COUNT
(Piercing the Corporate Veil/Alter Ego)
120. Plaintiff repeats each of their allegations set forth above as if fully set forth herein at
length.
121. Offabbot and Samuel have exercised complete domination and control over the
defendant entities currently controlling the New Boxing Business. This includes the named
defendant entities and others which may at this time be unknown to plaintiff.
122. Offabbot and Samuel’s domination and control were employed by them to commit a
wrong-doing that resulted in injury to Plaintiff, including the tortious diversion of Plaintiff’s
Partnership interest and profits arising therefrom.
123. There was such a unity of interest and control between the defendants that they
cannot be said or deemed as a matter of law to be separate entities.
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124. Offabbot and Samuel participated directly in, and/or had sufficient involvement with
the commissions of the tortious and willful misconduct alleged herein such that the normal corporate
protections should be disregarded.
125. The defendants, upon information and belief, also have removed assets and corporate
opportunities from the Partnership leaving it with inadequate capitalization to pay plaintiff’s
distribution rights.
126. =In light of the foregoing, plaintiff should be permitted to pierce the corporate veil to
reach the assets of Offabbot and Samuel individually
Derivative Claim Allegations
127. As set forth above, at the time of the commencement of this action, and at the
time of the incidents of which plaintiff hereafter complains, plaintiff is a partner and continues to
be a partner in the Partnership.
128. Because the claims for diversion of business and profits to other entities may be
deemed derivative claims, the plaintiff additionally brings this action both on behalf of itself
individually, and in a representative capacity for the Partnership.
129. Plaintiff believes that it is not legally necessary to bring this action in a derivative
capacity but does so protectively. Plaintiff believes that it is the only injured party who was
deprived of its partnership share, and thus any injury is specific to plaintiff rather than common
to the Partnership and its members.
130. To the extent that Samuel has become the de facto head of the defendants,
including the Partnership, and to the extent that all other partners appear to have benefited from
the exclusion of Plaintiff in the partnership, demand upon Samuel and others who may be in a
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management role in the Partnership would be futile. As such, plaintiff did not make any demand
upon defendants to bring and prosecute this action. In such event, Samuel and the other
defendants would maintain sufficient control of the Partnership to prevent the company from
bringing this action.
IRREPARABLE HARM
131. By virtue of defendants' acts, plaintiffs are threatened with irreparable harm and are
entitled to specific performance and/or injunctive relief.
132. Without the immediate intervention by the Court to enjoin the continuing tortious
and improper actions by the defendants, plaintiff will suffer permanent and irreparable harm.
133. Similarly, this Court is further request to enforce the specific performance of various
contractual and partnership rights of ownership of the Partnership for which no monetary
compensation will suffice, including the benefit of specific future distributions and profits from the
Partnership, the New Boxing Business and from other entities to which defendants have diverted the
boxing business..
134. Plaintiffs have no adequate remedy at law.
WHEREFORE, Plaintiff demands judgment against the defendants jointly, severally and in the
alternative, upon all Counts of the Complaint, as follows:
(a) permanently enjoining the defendants' continuing breaches of fiduciary duties as
identified throughout the Complaint;
(b) permanently enjoining defendants from operating a competing business against the
Partnership or using any of the information or contacts provided by the plaintiff in any competing
business;
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(c) ordering the immediate transfer back to the Partnership of all Partnership assets and any
other property of plaintiff or the Partnership which may be in the possession of defendants;
(d) ordering the attachment of all of the assets of the Partnership which have been diverted
to other entities, including any profits flowing from the Partnership or any of the defendants activities in
furtherance the New Boxing Business;
(e) declaring and adjudging plaintiff’s right in and arising from the Partnership, and to
plaintiff’s ownership interest and distribution rights in the Partnership and in all other entities to which
the New Boxing Business has been diverted;
(f) impressing a constructive trust in favor of plaintiff upon all of the assets and profits in
the possession, custody or control of defendants arising from, derived from or relating to the New
Boxing Business, the Partnership or plaintiff’s contributions to the Partnership;
(g) ordering the specific performance of plaintiff’s contractual, Partnership rights and
distribution rights relating to the Partnership and the New Boxing Business;
(h) imputing an ownership interest in favor of the plaintiff in all of defendants’ business
activities relating to the Partnership or New Boxing Business, including in each entity utilized for these
business activities;
(j) impressing a constructive trust in favor of plaintiff on all proceeds or profits made by
defendants and the entities they are utilizing for the New Boxing Business;
(k) setting aside all unauthorized transactions undertaken by the Partnership without the
consent or involvement of GCP;
(l) ordering an accounting of all business transactions and activities conducted by
defendants and their agents;
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(m) ordering an accounting of all of defendants’ financial records and of the business of the
Partnership and each entity utilized in furtherance of the New Boxing Business;
(n) such other equitable relief as this Court may deem appropriate;
(o) monetary relief, including compensatory and consequential damages;
(p) punitive damages;
(q) costs of suit, interest and attorneys’ fees; and
(r) such other and further relief as the Court deems just and proper.
DESIGNATION OF TRIAL ATTORNEY
Pursuant to Rule 4:25-4, Plaintiffs hereby designate David A. Schrader, Esq. as their trial
attorney in this matter.
DEMAND FOR TRIAL BY JURY
Plaintiffs herby demand a trial by jury of all issues so triable in the within matter.
CERTIFICATION PURSUANT TO RULE 4:5-1
I hereby certify that the within action is not the subject of any other action pending in any other
Court or of a pending arbitration proceeding.
CERTIFICATION PURSUANT TO RULE 1:38-7(b)
I hereby certify that confidential personal identifiers have been redacted from documents
now submitted to the court, and will be redacted from all documents submitted in the future in
accordance with Rule 1:38-7(b)
PAYKIN KRIEG & ADAMS, LLP

Attorneys for Plaintiff
By:_______________________________
DAVID A. SCHRADER
DATED: October 24, 2020
-23-
VERIFICATION
I, Gregory Cohen, am the President of Greg Cohen Promotions, LLC, the plaintiff in the above
matter. I hereby certify and state that I have read the attached complaint and that the facts contained
therein are true to my personal knowledge, except the facts set forth upon information and belief, which
I believe to be true. I further state that I am authorized on behalf of Greg Cohen Promotions, LLC to
sign this Verification.
I hereby certify that the foregoing statements made by me are true. I am aware that if any of the
foregoing statements are willfully false, I am subject to punishment.
_____________________________
Gregory Cohen
Dated: October 24, 2020
-25-
ATTORNEY CERTIFICATION
I am an attorney at law of the State of New Jersey and am a member of the firm of Paykin
Krieg & Adams, LLP, attorneys for plaintiff in the above action. Annexed hereto are facsimile
signature of Gregory Cohen in the verification of Greg Cohen Promotions, LLC. The signatory has
acknowledged the genuineness of his signatures to me.
I am filing this Certification pursuant to Rule 1:4-4(c) so that the Court may accept these
facsimile signatures on the annexed Verifications. An original signature will be filed if requested by
the Court or a party.
I hereby certify that the foregoing statements made by me are true. I am aware that if any of
the foregoing statements made by me are willfully false, I may be subject to punishment.
____________________________
David A. Schrader
DATED: October 24, 2020
-25-
HAYMAKER SPORTS PRESENTS
TKO FIGHT NIGHT

TKOFightNight
• It’s the exposure world-rated title contenders need.

• The opportunity independent promoters have been waiting for.
• The mid-week, must-attend events regional casinos have been waiting for.
• The must-see, midweek content regional sports channels have been waiting for.
• The under 50, multi-cultural, regional audience national sponsors and advertisers
have been searching for.
“ THERE SEEMS TO BE
A LOT OF PEOPLE
ACTING WITH THEIR
BALLS RATHER THAN
THEIR BRAINS.
HEY, MAYBE WE’RE
ONE OF THEM.”
— Eddie Hearn
TKOFightNight
THE CONCEPT:
FUEL/CAPITALIZE ON
BOXING’S RESURGENCE
AT ITS REGIONAL ROOTS.
BE LIKE THE ST. LOUIS CARDINALS, OKC THUNDER,

GREEN BAY PACKERS, COLUMBUS BLUE JACKETS.
( SMALL MARKETS THAT MAKE A BIG IMPACT)
INSTEAD OF DOWNPLAYING REGIONAL LOCATIONS,

DOUBLE-DOWN ON THE REGIONAL LOCATION.
Regional sports ... whether it’s the Cameron Crazies, Steeler Nation,
Red Sox Nation, the Cheeseheads, Roll Tide, War Eagle or Gig ‘Em
Aggies ... is a passion play.
Every sport promotes and leverages the bond between regional
stars/franchises and regional fans. Every sport except boxing.
Boxing outside of Vegas and Madison Square Garden tries to be
Vegas or Madison Square Garden.
BOXERS WANT TO FIGHT IN THEIR HOMETOWN.

FANS WANT TO SEE HOMETOWN HEROES FIGHT.
• Robert Brant (Minnesota) has sold out the Grand Casino in Hinckley, MN
in each of his last 5 fights.
• Regis Prograis (Lousiana) defended his Super Lightweight title in the 13,000
seat Cajundome in Lafayette, LA.
• Unbeaten Super Featherweight prospect Gabriel Flores Jr. (California) drew
more than 10,000 to Stockon Arena for a hometown bout against little-known
Eduardo Pereira dos Reis.
• Jose Ramirez (California) drew more than 15,000 fans to Fresno State’s
SafeMart Arena in December 2018, and drew boxing’s second-biggest
broadcast audience of the year.
• Deontay Wilder (Alabama) brought 12,345 fans to Birmingham’s Legacy Arena
in 2017, and drew boxing’s second-biggest broadcast audience of the year.
• And of course, Dallas hero Errol Spence Jr. and Mikey Garcia drew more than
40,000 fans to AT&T Stadium in March 2019 for their title bout.
LEVERAGE THAT BOND:

• CELEBRATE THE LOCATION.
• CELEBRATE ITS BOXING HISTORY/COMMUNITY.
• CELEBRATE THE CROWD.
• MAKE THE CROWD PART OF THE SHOW.
• CAMERAS IN THE CROWD.
• STATE FLAGS, STATE SONGS, STATE CELEBS.
• CONTENT AND SHOULDER PROGRAMMING THAT
CONNECTS FIGHTERS TO THEIR HOMETOWNS.
• USE THE UNDERCARD TO FEATURE THE
REGION’S UP AND COMING PROSPECTS.
• CREATE AN ENERGY/ENVIRONMENT THAT
PUTS REGIONAL PRIDE ON THE LINE.
REGIONAL EVENTS THAT ACHIEVE NATIONAL

SIGNIFICANCE THROUGH:
1. PACKED REGIONAL VENUES / WORLD CLASS FIGHTERS.
2. AN INDEPENDENT / PROMOTER AGNOSTIC PLATFORM.
3. WBA GOLD + FINAL ELIMINATION + CHAMPIONSHIP FIGHTS
(50/50 FIGHTS, NOT SHOWCASE OR STAY BUSY FIGHTS).
4. WEEKNIGHTS / 26 WEEKS A YEAR.
5. EXISTING REGIONAL BROADCAST PLATFORMS + STREAMING.
6. LOCAL AND NATIONAL SPONSORSHIPS.
REGIONAL FOCUS/NATIONAL REACH

NATIONAL STREAMING
NATIONAL SPONSORS
L SPONSORS
REGIONA
L SPORTS CHANN
IONA ELS
REG
REGIONAL VENUES
RANKED/REGIONAL
STARS
ESPN/FOX/SHOWTIME
($ 1 MILLION AND UP PURSES/ESTABLISHED STARS + TITLE CONTENDERS/IRREGULAR SCHEDULES)
OWN THE BROADCAST/STREAMING SPACE IN BETWEEN WITH:

1. REGIONAL STARS/RANKED CONTENDERS
2. BIG PURSUES/HIGH STAKES FIGHTS
3. LARGE AUDIENCE REACH
4. FULL VENUES WITH REGIONAL RIVALRIES
5. CONTINUITY BETWEEN EVENTS/PROMOTERS
6. MORE LEAD TIME FOR PROMOTERS/VENUES
SHO-BOX/HBO BOXING AFTER DARK

($5K AND UP PURSES/UNESTABLISHED CONTENDERS/IRREGULAR SCHEDULES)
TKOFightNight
THERATIONALE:
1. BOXING’S RENAISSANCE IS REAL.

1
More Americans consider themselves boxing fans, than MMA fans (28% vs 25%).
Boxing is growing in popularity among adults under 40 (36% of Americans under 40 consider themselves fans
2
vs 25% of Americans 40 to 64).
Median age of boxing and MMA fans (49) is younger than NFL (50), College football and basketball (52),
3
and Major League Baseball (57) and is getting younger because of popularity among Hispanic audience.
1
Washington Post, UMASS 2017 random poll of 1000 Americans, overall poll has a 3.7% margin of error
2
2. HISPANIC AND AFRICAN AMERICAN AUDIENCES WILL CONTINUE TO GROW.
52% of African Americans, and 61% of Hispanics claim to be fans of boxing, compared to 17% of White Americans.
1
Nonwhite women outpace white men, 40% to 25%.
New census projections indicate that for youth under 18 – the post-millennial population – minorities will outnumber
2
whites in 2020. For those age 18-29, the tipping point will occur in 2027.
The country’s racial profile will be vastly different, and although whites will remain the single largest racial group in
the US, they will no longer be a majority by 2055 according to Pew Research Center. Growth in the Hispanic and
Asian populations is predicted to almost triple over the next 40 years. By 2055, the breakdown is estimated to be
2
48% White, 24% Hispanic, 14% Asian, and 13% Black.
1
2
(https://www.brookings.edu/blog/the-avenue/2018/03/14/the-us-will-become-minority-white-in-2045-census-projects/)
3. BROADCAST TV IS INSTRUMENTAL IN THE SPORT’S RESURGENCE.
Top Rank on ESPN primetime averaged 1,575,000 viewers and 95,000 on ESPN Deportes in 2017. Lomachinko vs.
1
Pedraza achieved a 1.4 metered market rating. Crawford vs. Benavidez achieved a 1.6 metered market rating.
Fox PBC Fight Night viewership in 2018 was up 67% over 2017. Thurman vs. Lopez achieve a 1.5 metered market
rating. Julian Williams and Jarrett Hurd’s May 11, 2019 fight drew 2.1 million viewers while in direct competition with
2
NASCAR and the NHL Conference Finals.
January 26, 2019 PBC on Fox drew 1.98 million viewers, outpacing the NHL All Star game in head-to-head
2
competition.
1
https://awfulannouncing.com/boxing/top-rank-espn-viewers-pacquiao-horn.html
2 https://www.boxingscene.com/williams-hurd-fox-broadcast-peaked-2108000-viewers--139005
4. LEGALIZED GAMBLING WILL ONLY ADD FUEL TO THE FIRE.
Sports engagement and viewership will increase with the legalization of gambling. According to a Nielsen Sports
study, sports bettors made up 25 percent of the NFL’s television audience in 2015, but accounted for 47 percent of
all minutes viewed. Sports bettors watch about twice as much sports coverage as non-bettors do. The average NFL
1
fan who is a non-bettor watches 15-16 games a year. The average NFL fan who is a bettor watches 45-50.
The State of Nevada recorded $4.8 billion in sports gambling in 2017. Britain, with a population of only 65 million,
and a far less diverse sports market, yielded $20 billion in wagers in 2017. “There’s no denying that people who
gamble on a fight are much more likely to watch it live or on TV,” said former HBO exec Evan Rutowski. “The UK has
terrific live audiences for boxing, and while there are many contributing factors to their impressive attendance
1
numbers, the wide availability of gambling on fights is probably one of them.”
The revenue generated from betting finds its way into the pockets of sports broadcasters, leagues and teams. UK
betting companies are estimated to put 20 to 30 percent of revenue back into advertising, mostly on television.
2
1/3 of the U. S. population lives within 25 miles of a casino.
1 https://www.nytimes.com/2018/05/15/sports/sports-betting.html
2 https://www.washingtonpost.com/blogs/govbeat/wp/2014/08/14/how-close-everywhere-in-america-is-to-a-casino/?utm_term=.a75295389c93
5. REGIONAL BOXING FANS ARE AN UNDERSERVED AUDIENCE.
““I think what we’re looking at is the potential for geographic expansion, the potential that boxing takes place in
more places than is currently the case,” said HBO boxing icon Jim Lampley days after the Professional and Amateur
Sports Protection Act (PASPA) was overturned. “I could certainly see a return of more boxing to Atlantic City, more
boxing on the Gulf Coast of Mississippi, more boxing in Florida, and more boxing in California. And just a general
geographic expansion of the sport — which would be good for boxing fans and good for boxing over the long haul.”
Not everyone wants to, or can afford to, go to Vegas/NYC to see live boxing.
Boxing sold out the Selland Arena in Fresno five times before it outgrew the venue and advanced to the 16,000 seat
Save Mart Center. Once there, the “Fight for Water” series sold out the venue three consecutive times. In November
2017, the Fight for Water 7 (headlined by Jose Ramirez) drew 13,800 people and 1.5 million viewers, making it the
year’s third-most watched cable boxing event, according to ESPN Media Zone. The fight trailed only the Manny
1
Pacquiao/Jeff Horn fight, and the highly anticipated Vasyl Lomachenko/Guillermo Rigondeaux fight.
¹ https://thebusinessjournal.com/scrappy-valley-boxing-scene-sees-resurgence/
6. UP-AND-COMING, REGIONAL STARS ARE AN UNDERUTILIZED ASSET.
“I think boxers are starting to develop more independence than we’ve had in the past. In the past it was all about what the
manager and the promoter wanted. A lot of times the boxers are like robots. I think now because we have a voice, be-
cause we have social media, things like that, there’s more opportunity for us to make fights, and I think the big prize
will come.”
-- Shawn Porter, WBC Welterweight Champion
7. THERE IS OPPORTUNITY BEYOND THE SPORT’S PARALYZING RIVALRIES.
“Because of this division of talent ... blue-chip boxers seem to exist in their own parallel universes, bogged down by
the politics and machinations that have long hampered the industry. The difference these days is that nobody is
truly reaching across the aisle, and there is very little collaboration among the leaders who govern boxing.”
-- Steve Kim, ESPN
The current model leaves millions of dollars on the table. Promoter rivalries, short lead-time for events, random and
unpredictable schedules, the lack of programming continuity means:
• boxers can’t train properly,
• promoters have little time to recruit fighters and secure sites,
• international tv rights are sold as one-off deals,
• sponsorship and advertising opportunities are pitched as spontaneous, last-minute deals.
FIGHTERS NEED MORE EXPOSURE.

PROMOTERS NEED MORE OPPORTUNITIES.
CASINOS/VENUES NEED MORE EVENTS.
FANS NEED MORE LOCAL/AFFORDABLE FIGHTS.
CHANNELS NEED MORE CONTENT.
SPONSORS NEED MORE TARGETED AUDIENCES.
TKOFightNight
SHOW DETAILS:
FEATURE RISING STARS

TOP RANK BOXING GOLDEN BOY, MATCHROOM SPORTS PREMIER BOXING CHAMPIONS PREMIER BOXING CHAMPIONS
We stay away from the sport’s network/promoter rivalries

and feature world-class boxers who aren’t locked into
network platforms.
TOP RANK BOXING GOLDEN BOY, MATCHROOM SPORTS PREMIER BOXING CHAMPIONS PREMIER BOXING CHAMPIONS
We stay away from showcase and “stay-busy” fights that

serve a promoter’s best interests, and feature 50/50 fights
that serve the audience/fans’ best interests.*
* From top of the fight card TO THE BOTTOM, no red corner/blue corner advantage, ideal for gambling and fan involvement.
WBA GOLD TITLE BOUTS

MANDATORY CHALLENGE BOUTS
REGIONAL TITLE BOUTS
OCCASSIONAL WORLD TITLE BOUTS
RANKED REGIONAL CONTENDERS

RANKED REGIONAL UP & COMERS
ROBERT BRANT (WBA Middleweight Champ)

JARRELL MILLER (#2 WBA Heavyweight Contender)
CODY CRAWLEY (WBA Gold Welterweight)
LENNOX ALLEN (WBA Gold Super Middleweight)
REGIS PROGRAIS (WBA Jr Welterweight Champ)
RICHARD COMMEY (IBF Lightweight Champ)
JUAN FRANCISCO ESTRADA (WBC Flyweight Champ)
CECILIA BRAKEHUS (Unified Welterweight Champ)
TYPICAL FIGHT CARD

WBA GOLD or FINAL TITLE ELIMINATION BOUT
TOP REGIONAL STAR vs. RANKED CONTENDER
RANKED REGIONAL UP & COMER vs. OUTSIDE UP & COMER
UNRANKED:
REGIONAL UP & COMER vs. REGIONAL UP & COMER
REGIONAL UP & COMER vs. UP & COMER

IN REGIONALVENUES
We build a reoccuring presence in casinos throughout the Midwest,

Mississippi River, Southeast, Southern California, Northeast
Turning Stone Resort, Verona NY Beau Rivage Resort, Biloxi MS
Pechanga Resort, Temecula CA MGM Grand, National Harbor MD
Grand Casino, Hinckley MN Mystic Lake Casino, Prior Lake MN
Treasure Island Resort, Welch MN Emerald Queen, Tacoma WA
Winnevegas Resort, Sloan IA Hard Rock, Hollywood FL
Hard Rock Casino, Atlantic City NJ Sugar House Casino, Philadelphia PA
Hulu Theater, New York NY Commerce Casino, Los Angeles CA
OVER 26 WEEKNIGHTS
Fights every other week.

COMPETING WITH: Local MLB NOT COMPETING WITH: NFL
Local NBA College Football
Local NHL PGA Golf
NCAA Basketball Marquis Boxing/MMA
EPL Soccer La Liga Soccer
MLS Soccer NASCAR
Monster Energy Supercross
ON REGIONAL SPORTS
CHANNELS
SINCLAIR/ FOX SPORTS NBC SPORTS NETWORK (Comcast Sports Net) ALTITUDE SPORTS & ENTERTAINMENT MSG
NETWORK Bay Area Colorado New York City
Arizona California Idaho Tri-State
Carolinas Chicago Utah NY State
Detroit Washington Kansas
Florida Boston Montana NESN
Indiana Northwest New Mexico Boston
Kansas City Philadelphia Nevada New England
Midwest New York South Dakota
New Orleans Wyoming
North AT&T SPORTS NETWORK SWX RIGHT NOW
Ohio Root Sports Northwest COX SPORTS Idaho
Oklahoma AT&T SportsNet Pittsburgh Louisiana Washington
San Diego AT&T SportsNet Rocky Mountain Texas
FS South AT&T SportsNet Southwest Florida
FS Southeast Arkansas YES Network
FS Southwest SPECTRUM SPORTS New York Metro
Sun Spectrum Sports Kansas City MID-ATLANTIC SPORTS NETWORK New Jersey
Tennessee Spectrum Sports Ohio Maryland Pennsylvania
West Prime Ticket Spectrum Sports Wisconsin Washington DC Connecticut
Wisconsin Spectrum SportsNet SoCal (Vegas, Hawaii) Virginia
SportsTime Ohio Spectrum SportsNet LA (LA) North Carolina TELEMUNDO?
Houston West Virginia
Bay Area COMCAST Pennsylvania UNIVISION
Chicago Michigan Delaware
New England
New York
AND NATIONALSTREAMING
Potential Streaming Partners

FACEBOOK
YOUTUBE
HULU
WARFARE
WITH NATIONAL AND

REGIONAL SPONSORS
A Platform for National + Regional Sponsors

BEER CAR DEALERS
CAR COMPANIES RESTAURANTS
CAR PARTS CASINOS
INSURANCE COMPANIES AUTO REPAIR SHOPS
FAST FOOD LEGAL SERVICES
SPORTING GOODS
APPAREL
SPORTS/ENERGY DRINKS
CELL PHONE PROVIDERS
MILITARY
AND 7 DIFFERENT
REVENUE STREAMS.
Weekly Revenue Streams
1 2 3 4 5 6 7
GATE FEES CONCESSIONS BROADCAST STREAMING ADVERTISING NATIONAL LOCAL

FACILITY FEE RIGHTS RIGHTS SALES SPONSORSHIP SPONSORSHIP
PARKING (DOMESTIC & INTL) (DOMESTIC & INTL)
MERCHANDISE
TKOFightNight
THEPARTNERS:
FRANKSAMUEL:
Frank is a director, executive producer, and co-founder of OffAbbot -- a Los Angeles based commercial, film, and documentary production company. Frank’s early life
reads like a John Hughes’ film: from grade school skate punk in Cali to junior high in Texas, to racing mopeds in blue blazers around Bermuda. He worked his way up from
a P.A. at Corman Studios to the art department on Talia Shires’ directorial debut. Frank was Assistant Art Director on The Mask and Steven Soderbergh’s The Underneath.
Acting training with Jeffrey Tambor led to creative ventures in advertising. There, Frank found his niche. His work for Verizon, M&M’s, IFC Cable, Fox Sports, Oakland A’s, Wix.
com and Visa distinguished him as a versatile commercial director who can find humor in unlikely places. One of his primary strengths is establishing trust and on-set
camaraderie with athletes and celebrities, from boyhood idol Franco Harris, to Brett Favre, to Ronde and Tiki Barber, to Terrell Owens, to Reggie Jackson, to Heidi Klum.
His work garnered numerous awards, including a Gold Lion at Cannes. Today, Frank’s is focused on creating branded and original content, and partnering with professional
athletes to tell their stories through the eyes of the athletes. He is currently in development on several sports documentaries, and is shooting a biopic on legendary
Hollywood actor Orson Bean.
GREGCOHEN:
One of boxing’s premier promotional company’s, Greg Cohen Promotions (GCP) is a well-respected name for staging world-class professional boxing events and
promoting elite professional fighters throughout the world.
Founder and CEO Greg Cohen has been involved with professional boxing in various capacities since the late 1980s, honing his craft and establishing himself as
a shrewd international boxing businessman.
Distinguished by his ability to spot and develop raw talent, Cohen is lauded for his expert guidance of, among many others, current WBA Middleweight Champion
Rob Brant from Minnesota, top-rated heavyweight contender Jarrell “ Big Baby” Miller from New York and former WBA Junior Middleweight Champion Austin “No Doubt”
Trout of New Mexico. All three fighters, under Cohen’s promotional watch, went from unknowns to prospects to national television stars.
In addition, Greg Cohen Promotions has worked with established names such as former unified and two-time heavyweight champion Hasim “The Rock” Rahman
and all-time-great multiple-weight class world champion James “Lights Out” Toney, as well as former WBA World Champion Ismael Barroso and former WBO & Lineal
Heavyweight World Champion Shannon Briggs.
Cohen also has a full stable of up-and-coming future champions, lead by undefeated Super Middleweight Cem Kilic, undefeated Heavyweight prospect Mladen Miljas,
and undefeated WBA Super Middleweight Gold Champion Lennox Allen.
Greg Cohen Promotions has hosted world-class boxing events in the finest venues throughout the United States and the world and has proudly provided talent and/or
content for several television networks including HBO, Showtime, ESPN, ESPN+, DAZN, CBS Sports, MSG and FOX Sports Net.
NDAMUKONG SUH
Ndamukong Suh is an all-pro NFL Defensive Tackle and entrepreneur.
He attended the University of Nebraska, where he earned All American honors in football and a degree in Construction Management Engineering. Suh was drafted by
the Detroit Lions second overall in the 2010 NFL draft, and was a 2018 season NFC Champion with the LA Rams.
He is a partner with companies such as Ember, This Bar Saves Lives (TBSL), HumanVentures and CourtsideVC.
Being mentored by a number of seasoned investors has helped Suh make strategic and successful investments in real estate development with hotels, apartments
and restaurants in Michigan, Oregon, Nebraska and Texas, as well as other prominent investments in all fields listed above. Suh has also been very philanthropic at the
University of Nebraska College of Engineering, with scholarship support and Athletics, as well as in the cities in which he has resided and is associated with.
JEFFHUGGINS:
Jeff is a creative director/writer/executive producer at OffAbbot. A 25+ year veteran of the advertising industry, Jeff has been a writer/creative director
at some of the most creative, most heralded ad agencies in the world including Goodby Silverstein & Partners, Deutsch NY, McCann Worldgroup, and
Ogilvy & Mather. He has lead and managed creative departments of 100+ people, served as worldwide creative director for Microsoft in 29 countries,
and created award-winning campaigns for brands as diverse as Nike, Budweiser, Xbox, Wix.com, Levi’s, GM, American Express, and the Obama For
America 2012 Re-Election Campaign. He has extensive experience in the sports marketing world, having produced campaigns for Nike, the WNBA,
Budweiser Olympics, the Oakland A’s, the San Francisco 49er’s ... and has worked with many notable high-profile athletes. As a writer/producer he is
currently in development on multiple sports documentary series.
JOHNMIRENDA:
NEED BIO INFORMATION FROM JOHN

JOHNISBELL:
NEED BIO INFORMATION FROM JOHN

CONTACT:
FRANK SAMUEL
frank@offabbot.com
(213) 999-6993
THANKYOU
APPENDIX
2018 (Sorted by AVG VIEWS in THOUSANDS)

DATE MAIN EVENT NETWORK AVG VIEWS PEAK VIEWS VENUE LOCATION TITLE / BOUT
12/22/18 Jermall Charlo Matt Korobov FOX Sports 1,970 2,400 Barclays Center Brooklyn, New York WBC Interim-Middleweight Title
12/08/18 Vasyl Lomachenko Jose Pedraza ESPN 1,865 2,013 Madison Square Garden New York, NY WBO, WBA Lightweight Unification
05/05/18 Gennady Golovki Vanes Martirosyan HBO 1,249 1,361 Stubhub Center Carson, CA WBO, WBA, IBF, IBO Middleweight Titles
02/17/18 Devon Alexander Victor Ortiz FOX 1,130 1,530 Don Haskins Center UTEP El Paso, TX Welterweight Fight
03/03/18 Deontay Wilder Luis Ortiz Showtime 1,100 1,200 Barclays Center New York, NY WBC Heavyweight Title
03/10/18 Oscar Valdez Scott Quigg ESPN 1,100 Stubhub Center Carson, CA WBO Featherweight Title Fight
09/15/18 Canelo Alvarez Gennady Golovkin HBO PPV 1,100 PPV buys T-Mobile Arena Las Vegas, NV WBA, WBC, IBO Middleweight Titles
04/28/18 Daniel Jacobs Maciej Sulecki HBO / SKY 811 874 Barclays Center Brooklyn, New York Middleweight Fight
04/21/18 Adrien Broner Jessie Vargas Showtime 782 891 Barclays Center Brooklyn, New York Welterweight Contest at 144 Catch-Weight
02/03/18 Gilberto Ramirez Habib Ahmed ESPN 741 American Bank Center Corpus Christi, TexasWBO Super Middleweight Title
08/04/18 Sergey Kovalev Eleider Alvarez HBO 731 813 Hard Rock Casino Atlantic City, GA WBO Light Heavyweight Title
01/27/18 Lucas Matthysse Tewa Kiram HBO 719 769 Forum Inglewood, CA Vacant WBA "regular" welterweight title
05/12/18 Sadam Ali Jaime Munguia HBO 711 779 Turning Stone Resort CasinoVerona, N.Y. WBO Junior Middleweight Title
02/16/18 Raymundo Beltran Paulus Moses ESPN 703 Reno-Sparks Convention CeReno, Nevada Vacant WBO Lightweight Championship
04/28/18 Jessie Magdaleno Isaac Dogboe ESPN 701 Liacouras Center Philadelphia, PA WBO Super Bantamweight Title
07/28/18 Mikey Garcia Robert Easter Showtime 680 725 Staples Center Los Angeles, CA WBC, IBF Lightweight Unification
02/24/18 Srisaket Sor Rungvisai Juan Francisco Estrada HBO 639 753 The Forum Los Angeles, CA WBC Super Flyweight Title
01/20/18 Errol Spence Lamont Peterson Showtime 637 695 Barclays Center Brooklyn, New York IBF Welterweight Title
09/08/18 Danny Garcia Shawn Porter Showtime 619 690 Barclays Center Brooklyn, New York Vacant WBC Welterweight Title
06/09/18 Leo Santa Cruz Abner Mares Showtime 600 633 Staples Center Los Angeles, CA WBA Featherweight Title
03/03/18 Sergey Kovalev Igor Mikhalkin HBO 599 674 Madison Square Garden New York, NY WBO Light Heavyweight Title
06/16/18 Errol Spence Carlos Ocampo Showtime 551 Ford Center Frisco, TX IBF Welterweight Title
05/19/18 Adonis Stevenson Badou Jack Showtime 535 611 Air Canda Center Toronto, Canada WBC Light Heavyweight Title
05/19/18 Gary Russell Joseph Diaz Showtime 535 MGM National Harbor Maryland WBC Featherweight Title
08/25/18 Ray Beltran Jose Pedraza ESPN 532 Gila River Arena Glendale, AZ WBO Lightweight Title
02/17/18 Danny Garcia Brandon Rios Showtime 516 558 Mandalay Bay Las Vegas, NV Welterweight Fight
10/27/18 Daniel Jacobs Sergiy Derevyanchenko HBO 500 553 Madison Square Garden New York, NY Vacant IBF Middleweight Title
04/07/18 Erislandy Lara Jarrett Hurd Showtime 490 521 The Joint, Hard Rock Las Vegas, NV IBF, IBO, WBA Junior Middleweight Titles
03/17/18 Jose Ramirez Amir Imam ESPN 488 Madison Square Garden New York, NY WBC Junior Welterweight Title
11/24/18 Dmitry Bivol Jean Pascal HBO 467 Hard Rock Casino Atlantic City, GA WBA Light Heavyweight Title
03/24/18 Dillian Whyte Lucas Browne Sky Sports 387 444 O2 Arena London, UK Heavyweight Fight
06/22/18 Claressa Shields Hanna Gabriels Showtime 376 410 Masonic Temple Detroit, MI Vacant IBF and WBA Middleweight World Ch
07/20/18 Lamont Roach Deivis Bassa ESPN 375 Oasis Arena Cancun, Mexico Vacant WBO International Super Featherweig
03/31/18 Anthony Joshua Joseph Parker Showtime/Sk 346 379 Principality Stadium Cardiff, Wales IBF, IBO, WBO, WBA Heavyweight Titles
12/01/18 Deontay Wilder Tyson Fury Showtime PP 325 PPV Buys Staples Center Los Angeles, CA WBC Heavyweight Title
01/12/18 Claressa Shields Tori Nelson Showtime 320 Turning Stone Resort CasinoVerona, N.Y. IBF Super Middleweight Title
06/30/18 Gilberto Ramirez Roamer Alexis Angulo ESPN 303 Chesapeake Energy Arena Oklahoma City, OK WBO Super Middleweight Title
04/12/18 Francisco Vargas Rod Salka ESPN 296 Fantasy Springs Casino Indio, CA Super Featheweight Fight
05/04/18 Ryan Garcia Jayson Velez ESPN 281 Stubhub Center Carson, CA Featherweight Fight
05/11/18 Devin Haney Mason Menard Showtime 276 2300 Arena Philadelphia, PA

02/02/18 Ronald Ellis Junior Younan Showtime 256 WinnaVegas Casino Sloan, Iowa
03/09/18 Ronny Rios Azat Hovhannisyan ESPN 244 OC Fair & Event Center Costa Mesa, CA Super Bantamweight Bout
05/26/18 Eddie Ramirez Aregenis Mendez Fox Sports 1 243 Beau Rivage Resort and CasBiloxi, MI Super Lightweight Contest
10/18/18 Jason Quigley Freddy Hernandez ESPN 227 Fantasy Springs Casino Indio, CA NABF Middleweight Title
2019 (Sorted by AVG VIEWS in THOUSANDS)

DATE MAIN EVENT NETWORK AVG VIEWS PEAK VIEWS VENUE LOCATION TITLE / BOUT
03/09/19 Shawn Porter Yordenis Ugas FOX Sports 2,142 2,197 Dignity Health Sports Park Carson, CA WBC Welterweight Title
01/26/19 Keith Thurman Josesito Lopez FOX Sports 1,980 Barclays Center Brooklyn, NY WBA Welterweight Title
04/20/19 Danny Garcia Adrian Granados FOX Sports 1,391 1,468 Dignity Health Sports Park Carson, CA Welterweight Fight
05/11/19 Jarrett Hurd Julian Wiliams Fox Sports 1,385 2,100 EagleBank Arena Fairfax, VA IBF, WBA, IBO junior middleweight belts
05/04/19 Canelo Alvarez Daniel Jacobs DAZN 1,200 (internal report) T-Mobile Arena Las Vegas, NV WBA, WBC, IBF Middleweight Titles
02/02/19 Eleider Alvarez Sergey Kovalev ESPN 880 Ford Center Frisco, TX WBO Light Heavyweight Title
01/13/19 Jose Uzcategui Caleb Plant FOX Sports 761 Microsoft Theater / LA Live Los Angeles, Ca IBF Super Middleweight Title
05/11/19 Miguel Berchelt Francisco Vargas ESPN 740 Tucson Arena Tucson, Arizona WBC Super Featherweight Title
02/15/19 Rob Brant Khasan Baysangur ESPN 704 Grand Casino Hinckley, MN WBA "Regular" Middleweight Title
03/30/19 Oleksandr Gvozd Doudou Ngumbu ESPN 655 2300 Arena Philadelphia, PA WBC Light Heavyeight Title
03/02/19 Erislandy Lara Brian Castano Showtime 487 Barclays Center Brooklyn, NY
05/04/19 Artur Beterbiev Radivoje kalajdzic ESPN 480 Stockton Arena Stockton, CA IBF Light Heavyweight Title
03/23/19 Kubrat Pulev Bogdan Dinu ESPN 469 The Hanger Costa Mesa, CA Heavyweight Fight
01/19/19 Manny Pacquiao Adrien Broner Showtime PPV 400 PPV Buys MGM Grand Las Vegas, NV WBA "Regular" Welterweight Title
02/09/19 Gervonta Davis Hugo Ruiz Showtime 376 Dignity Health Sports Park Carson, CA WBA Super Featheweight World Title
03/16/19 Errol Spence Mikey Garcia PPV 360 PPV buys AT&T Stadium Texas IBF Welterweight Title
04/13/19 Claressa Shields Christina Hammer Showtime, Box 339 Boardwalk Hall Atlantic City, NJ IBF, WBA, WBO and WBC Middleweight Title
04/27/19 Robert Easter Rances BarthelemyShowtime 261 Cosmopolitan Las Vegas, NV WBA "Regular" Lightweight Title
03/24/19 Lamont Peterson Sergey Lipinets FOX Sports 1 248 290
01/11/19 Devin Haney Xolisani Ndongeni Showtime 188 StageWorks Shreveport, LA Lightweight Contest
02/23/19 Anthony Dirrell Avni Yildirim Showtime 183 The Armory Minneapolis, MN WBC Super Middleweight Title
04/13/19 Caleb Truax Peter Quillin FOX Sports 181 The Armory Minneapolis, MN Super Middleweight Contest
02/16/19 Leo Santa Cruz Rafael Rivera FOX DEPORTE 151 Microsoft Theater / LA Live Los Angeles, Ca WBA Featherweight Champion
04/05/19 Angelo Leo Neil Tabanao Showtime 151 Sam's Town Hotel & GamblinLas Vegas, NV Super Bantamweight Fight
05/10/19 Ruben Villa Luis Alberto Lopez Showtime 108 Omega Products Internation Corona, CA Featherweight Contest
Civil Case Information Statement

Case Details: ESSEX | Civil Part Docket# L-007180-20
Case Caption: GREG COHEN PROMOTION S, LLC VS Case Type: COMPLEX COMMERCIAL
OFFABBOT, LLC Document Type: NJ eCourts Case Initiation Confirmation
Case Initiation Date: 10/24/2020 Jury Demand: YES - 6 JURORS
Attorney Name: DAVID A SCHRADER Is this a professional malpractice case? NO
Firm Name: PAYKIN KRIEG & ADAMS LLP Related cases pending: NO
Address: 2500 WESTCHESTER AVE STE 107 If yes, list docket numbers:
PURCHASE NY 10577 Do you anticipate adding any parties (arising out of same
Phone: 2127254423 transaction or occurrence)? YES
Name of Party: PLAINTIFF : Greg Cohen Promotions, LLC
Name of Defendant’s Primary Insurance Company Are sexual abuse claims alleged by: Greg Cohen Promotions,
LLC? NO
(if known): None
THE INFORMATION PROVIDED ON THIS FORM CANNOT BE INTRODUCED INTO EVIDENCE

CASE CHARACTERISTICS FOR PURPOSES OF DETERMINING IF CASE IS APPROPRIATE FOR MEDIATION
Do parties have a current, past, or recurrent relationship? NO

If yes, is that relationship:
Does the statute governing this case provide for payment of fees by the losing party? NO
Use this space to alert the court to any special case characteristics that may warrant individual
management or accelerated disposition:
Partnership Dispute
Do you or your client need any disability accommodations? NO

If yes, please identify the requested accommodation:
Will an interpreter be needed? NO

If yes, for what language:
Please check off each applicable category: Putative Class Action? NO Title 59? NO Consumer Fraud? NO
I certify that confidential personal identifiers have been redacted from documents now submitted to the
court, and will be redacted from all documents submitted in the future in accordance with Rule 1:38-7(b)
10/24/2020 /s/ DAVID A SCHRADER

Dated Signed

Verified Complaint: TH TH

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ESX-L-007180-20 10/24/2020 2:47:33 PM Pg 1 of 25 Trans ID: LCV20201906303

David A. Schrader (Atty No. 039381988)

against defendants, states:

partnership in furtherance of the New Boxing Business (the “Partnership”).

estimates its damages at up to $50 million.

defendant Frank Samuel (“Samuel”).

5. Defendant Offabbot Sports, Inc. is a Delaware Corporation formed on or about

Staden”) is the Chief Financial Officer.

window boxing & content platform.”

ownership interest in the partnership, including the New Boxing Business.

the New Boxing Business.

set forth herein.

partners, to create a New Boxing Business.

partners with additional partners having a small ownership interest.

hereto as Exhibit A (the “Business Presentation”).

the New Boxing Business.

24. The Business Presentation, including earlier drafts, contains a biography of

in New Jersey, at which time Cohen met von Staden in Princeton.

was convicted of a federal crime in connection with submitting inaccurate information in

conviction is unrelated to defendants’ actions to exclude GCP.

30. When Cohen’s conviction and sentencing became public information in

31. Notwithstanding Cohen’s conviction, GCP as an entity remained fully capable of

during almost the entirety of Cohen’s 6 month prison sentence.

defendants that the business was not moving forward.

creation of Ring City.

mid-July 2020 in a minimum security federal prison.

is likely to generate extensive income to Ring City in the millions of dollars.

introduced to the New Boxing Business by GCP.

documents, including the Business Presentation.

statutory and fiduciary obligations owing to the plaintiff.

Business, and a share of any flow of profits arising therefrom.

relevant partnership statutes.

financially injured in an amount estimated at close to $50 million.

joint business for profit.

injured and is entitled to monetary compensation.

51. In addition to monetary damages, plaintiff additionally seeks specific performance to

obligations owing to plaintiff.

duty of good faith and fair dealing.

56. Defendants violated these implied obligations.

sustained grave economic injury.

plaintiff is entitled to enforcement of its Partnership rights in addition to monetary damages.

harm. Plaintiff has no adequate remedy at law.

set forth herein.

owe a fidu8ciary duty to plaintiff in these roles.

dealing and loyalty.

corporate assets and opportunities, self-dealing, usurpation of business opportunities, establishing

68. Defendants’ conduct has proximately caused plaintiff’s injuries.

employees in committing the breaches of fiduciary duty set forth above.

liable to plaintiffs for these wrongful acts

will suffer severe and irreparable harm.

set forth herein.

fiduciary duties owing to plaintiff.

aiding and abetting these breaches of fiduciary duty by Offabbot.

injured) by such acts of these defendants.

set forth herein.

entities and the business as a whole.

set forth herein.

arising from the New Boxing Business.

profits and distributions that are the rightful property of Plaintiff.

distributions, assets and its share of such profits.

expense, and without plaintiff's permission, and without authority.

Plaintiff’s partnership interest and distributions.