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August 20, 2019Cart

Business

by Fairfield County Business Journal
by FCBJ

Yalies for Yalies Bulldog venture capital fund has Yalies suing Yalies

Graduates of Yale University’s School of Management created Bulldog Innovation Group LLC in 2014 to enable Yalies to invest in Yalies, but the venture capital firm has devolved into Yalies suing Yalies.

EveresTV Inc., a Port Chester company controlled by Jeffrey Feldman, class of 1995, sued Bulldog last month in federal court, White Plains, claiming that he was ousted as its managing director in violation of Bulldog’s rules.

“This is a case about power, control and manipulation under the guise of the corporate form,” his complaint states.

Bulldog struck first, in 2017, suing Feldman and EveresTV in Superior Court, Stamford, claiming that Feldman had tried to form a competing venture fund and siphon off investors.

Feldman, of Greenwich, was hired in 2015 to run Bulldog. EveresTV invested $100,000, and he was designated as a founding member of the board of managers.

His job was to persuade Yale graduates and faculty members to invest in Bulldog’s Whitney Innovation Fund, and to use that capital to promote high potential ventures by Yale graduates.

His federal lawsuit identifies, but does not name as defendants, four founding board members that he claims thwarted him: Robert Quartel Jr. (class of 1978), founder of Ntelx consulting firm in Washington, D.C.; Jay Readey (2004), a Flossmoor, Illinois lawyer; Andrea Sehl (1981), a Kent, Connecticut management consultant; and Tom Halsey (1981), a former Exxon official in Dallas.

In 2016, the board amended Bulldog’s operating agreement. EveresTV was not notified of the meeting or allowed to vote, the complaint states, because board members created the “fiction” that Feldman had violated a no-competition requirement.

The board diluted EveresTV’s financial interests in Bulldog, the complaint states, stripped EveresTV of its voting rights, removed Feldman as a founding board member and fired Feldman as managing director of investments.

The complaint accuses Bulldog of minority shareholder oppression and demands that the venture capital firm be dissolved and liquidated.

EveresTV made similar allegations and demands, in response to Bulldog’s lawsuit in Stamford. In July, the judge in that case ruled that Connecticut state court was not the place to consider dissolution of Bulldog, because the company was formed in Delaware and governed by Delaware law.

Bulldog’s complaint in Stamford claims that Feldman voluntarily withdrew as its managing director. He allegedly demanded three months of severance pay and said he would return Bulldog’s computers, passwords and documents once he was paid.

The lawsuit describes Feldman’s alleged demands as corporate ransom. The firm refused to pay severance, threatened legal action and got back its property.

Almost immediately after resigning, Bulldog claims, Feldman “sought to create an investment fund that would compete directly with Bulldog,” and he allegedly pressured Whitney Fund investors to withdraw $585,000.

Feldman had violated the firm’s confidentiality, non-competition and non-solicitation rules, Bulldog claims. The board deemed that, under the rules, EveresTV had withdrawn as a member. It could retain its investment in Bulldog but could no longer vote as a member.

Feldman allegedly responded that he was not bound by Bulldog’s rules because it was EveresTV, not him personally, that signed the operating agreement.

Bulldog also claims that Feldman embarked on a campaign to disparage and injure the firm. He allegedly filed a complaint with the U.S. Securities and Exchange Commission, for instance, accusing Bulldog’s fund administrator of helping the Whitney Fund abscond with capital.

Bulldog is demanding that Feldman and EveresTV immediately cease breaching the operating agreement and is asking for unspecified damages.

Feldman filed a new complaint in the Stamford court on March 1.

He accuses Quartel, Readey, Sehl and Halsey of abusing their positions as members of Bulldog’s executive committee. He denied forming a competing fund, and he claims that he was forced to resign as managing director and was defamed by the board members.

He also is demanding unspecified monetary damages.

A trial is scheduled for Oct. 1 in Stamford.