TGG Management Company, Inc. v. Petraglia

Opinion

1 2 3 4 5 6 7 8 UNITED STATES DISTRICT COURT 9 SOUTHERN DISTRICT OF CALIFORNIA 10 11 TGG MANAGEMENT COMPANY, Case No. 19-cv-02007-BAS-KSC INC., 12 ORDER: Plaintiff, 13 v. (1) GRANTING JOINT MOTION 14 FOR ENTRY OF PERMANENT JOHN PETRAGLIA, et al., 15 INJUNCTION AND DISMISSAL OF Defendants. ACTION WITH PREJUDICE (ECF 16 No. 170); 17 18 (2) DENYING AS MOOT ECF NOs. 147, 151, 152, 162; AND 19 20 (3) ENTERING PERMANENT INJUNCTION 21 22 23 24 25 26 27 28 1 Pending before the Court is a joint motion for entry of stipulated permanent 2 injunction and dismissal with prejudice (“Joint Motion”) filed by Plaintiff TGG 3 Management Company, Inc. (“TGG”) and Defendants John Petraglia (“Petraglia”), Megan 4 Zerba (“Zerba”), Sayva Solutions, Inc. (“Sayva”), and Holiday Foliage, Inc. (“HF”). (ECF 5 No. 170.) TGG, Petraglia, Zerba, Sayva, and HF (collectively, “the settling parties”) 6 represent that they have agreed to settle the claims and request TGG’s action be dismissed 7 with prejudice. The Court has previously dismissed TGG’s claims against the non-settling 8 parties, Bubbly Brands and Sash Group, by granting those parties’ Rule 12 motion. (ECF 9 No. 93.) 10 Because no claims are pending against any Defendant, the Court GRANTS TGG’s 11 request to dismiss this action with prejudice. The following motions are thus DENIED AS 12 MOOT: joint motion for discovery (ECF No. 147); motion to amend pleading (ECF No. 13 151); motion to file documents under seal (ECF No. 152); and ex parte motion for 14 discovery (ECF No. 162). The dismissal of this action has no effect on the Court’s 15 authority to adjudicate Bubbly Brands’s motion for attorney’s fees (ECF No. 167) and the 16 related sealing applications (ECF Nos 168, 173, 176). See Cooter & Gell v. Hartmarx 17 Corp., 496 U.S. 384, 395–96 (1990) (holding that the court can consider collateral issues 18 after an action is no longer pending, including motions for costs or attorney’s fees). 19 The settling parties request the stipulated permanent injunction be entered against 20 Petraglia, Zerba, and Sayva. The Court, having reviewed the Joint Motion, GRANTS the 21 request for entry of permanent injunction against Petraglia, Zerba, and Sayva. 22 Accordingly, the Court ORDERS as follows: 23 // 24 // 25 // 26 // 27 // 28 // 1 PERMANENT INJUNCTION 2 (1) Defendants Petraglia, Zerba, and Sayva (including any representatives, agents, 3 employees, officers, directors, partners, subsidiaries, or any other persons under their 4 control or acting in concert with them, which specifically includes Sayva SAS, LLC and 5 its officers, employees, and members) are permanently enjoined from accessing, copying, 6 or using any of TGG’s documents or derivatives thereof, including: 7 (a) TGG’s QuickBooks Accounting File (including any backups); 8 (b) TGG’s Quality Assurance materials; 9 (c) any TGG financial and accounting workbooks or workbook templates, 10 including the following: 11 (i) accounting workbooks/working papers and sub-schedules, 12 including month-end close workbooks for corporations, month- 13 end close workbooks for partnerships, month-end close 14 workbooks for limited liability companies (LLCs), a process for 15 “rolling over” templates from one accounting period to the next; 16 (ii) process documentation for accounts payable, accounts 17 receivable, bank reconciliations, cash flow reporting, credit card 18 processing, fixed assets, inventory, month-end close procedures, 19 payroll and revenue recognition, cash drawers, cash receipts and 20 deposits, wire transfers, and check signing authority; 21 (iii) documents for reporting Quality Assurance results; 22 23 24 25 26 27 28 1 (iv) working papers and schedules for financial statements, including 2 accrued liability schedule, capital lease schedule, convertible 3 notes schedule, deferred rent schedule, loan amortization 4 schedule, fixed asset schedule, prepaid expense schedule, AP 5 tracker template, credit card receipt tracker template, insurance 6 schedule, employee tracker template, intangible asset schedule, 7 IRS Form 941 quarterly reconciliation template, weekly client 8 update template, breakeven analysis template, capitalization 9 table template, tax return (schedule L) to balance sheet 10 reconciliation template, triple bottom line template, covenant 11 compliance template, key advisors list template, cash forecasting 12 template, templates specific to and inventory-based business, and 13 month-end checklists; and 14 (v) any other financial statements or financial models prepared by 15 TGG; 16 (d) TGG’s sales and marketing materials; 17 (e) TGG customer lists and information; 18 (f) TGG’s Utilization Report; 19 (g) TGG’s internal training and instruction materials, including for how to 20 use the templates, workbooks, and schedules described above in 21 Paragraph (1)(c); 22 (h) any other materials copied or downloaded from TGG’s computer 23 systems by Petraglia and Zerba to any external drives, personal email 24 accounts, or cloud storage accounts; and 25 (i) any files derived from the above categories. 26 (2) Defendants Petraglia, Zerba, and Sayva are enjoined from using any of the 27 foregoing documents to solicit business from any current TGG clients whose information 28 is contained in the materials described in Paragraph (1). l (3) Within 30 days of the entry of this Permanent Injunction, Defendants Petraglia, 2 || Zerba, and Sayva will return all of TGG’s materials listed above in Paragraph (1) within 3 || their possession, custody, or control to TGG, to the extent not already returned to TGG. 4 || This Paragraph (3) shall apply to any materials that are discovered to be in Defendants 5 || Petraglia’s, Zerba’s, or Sayva’s possession after entry of this Permanent Injunction. In 6 || addition, Defendants Petraglia, Zerba, and Sayva will instruct their consultant, iDiscovery 7 || Solutions, to destroy all of TGG’s materials in its possession or custody within 30 days of 8 entry of this Permanent Injunction. 9 (4) Defendants Petraglia, Zerba, and Sayva will return to TGG any external drives 10 USB storage devices that contain TGG documents, to the extent not already returned. 11 Paragraph (4) shall apply to any external drives or USB storage devices that are 12 || discovered to be in Defendants Petraglia’s, Zerba’s, or Sayva’s possession after entry of 13 ||this Permanent Injunction. 14 (5) Within 7 days of entry of this Permanent Injunction, Sayva shall provide a copy 15 this Permanent Injunction to each of its owners, directors, officers, and to all of its 16 |}employees and independent contractors providing outsourced accounting services. 17 (6) This Permanent Injunction shall apply to any other business enterprise operated 18 || by Defendants Petraglia or Zerba, and to any successor corporation, entity, partnership, or 19 || business organization of Sayva. 20 (7) This Permanent Injunction shall not apply to any of the documents listed in 21 Paragraphs (1)(a) — (1)(1) that become public knowledge through a source other than 22 || Defendants Petraglia, Zerba, or Sayva and through no fault of Defendants Petraglia, Zerba, 23 || or Sayva. 24 IT IS SO ORDERED. 25 ) 26 || DATED: August 3, 2021 ( yi A A (Hiphan 6 27 United States District Judge 28 □□