Completely Posh founder Ann Dalton has sued LaCore Enterprises and proprietor Terry LaCore.
In a lawsuit initially filed again in March, Dalton accuses LaCore of participating in conduct that hampered her capacity to maneuver on after resigning.
Named defendants in Dalton’s lawsuit are:
- PP Holdings CO. INC., dba Completely Posh
- Innov8tive Diet
- LaCore Enterprises LLC
- Mike Lohner
- Terry LaCore
- Jenifer Grace and
- Anna Brooks
In her Criticism, Dalton (proper) claims she based Completely Posh in 2011. Underneath Dalton’s management as CEO, Completely Posh generated file revenues of $135 million in 2016.
Dalton primarily attributes Completely Posh’s subsequent downfall on Mike Lohner.
Through the spring of 2016, Lohner met with administration of Completely Posh.
He suggested Completely Posh starting summer season of 2016 after which grew to become a part of Momentum Advisors Completely Posh, LLC (“Momentum”), an investor and advisory group, beginning in fall of 2016.
Sooner or later throughout October of 2016, Momentum invested cash in Completely Posh and put in a number of new people in administration positions, together with inserting Lohner on the Board of Administrators of Completely Posh.
In November or December of 2016, Momentum put in new members of the administration crew at Completely Posh, together with officers and administrators who had been acquaintances of Lohner.
These new members included people who took benefit of the corporate, made extreme expenditures on their very own behalf whereas producing little or no outcomes helpful to Completely Posh, waited out a one-year noncompete from a distinct firm, solely to then stop in precisely one yr and go away Completely Posh to work at a competitor.
Momentum additionally employed a Chief Advertising and marketing Officer, Randy Baker, who was relocated to Utah, and who then not solely failed to supply outcomes helpful to Completely Posh, however finally was let go after he made racist feedback to a artistic director.
Momentum moreover employed a person, Pat Sheehan, who was not productive and due to this fact terminated, solely to be introduced again by Lohner instantly after Terry LaCore and LaCore assumed management of Completely Posh through a monetary funding in Completely Posh.
Lohner additionally promoted a Chief Monetary Officer, David Van Oostendorp, who was recognized to have misappropriated over $100,000 value of product, who colluded with an worker within the misappropriation, and who had beforehand been caught mendacity to administration and the corporate.
Lohner and LaCore however promoted VanOostendorp (“Van”) after realizing he had taken firm product, saved it, and denied it.
In operating Completely Posh into the bottom, Dalton accuses Lohner of failing to implement an “omnichannel” enterprise mannequin and “introduce … companies, software program, and different enterprise relationships that he would personally profit from financially.”
Because of poorly designed applications and software program launches headed up by a Subject Improvement Govt, Gaya Amarasingha, employed by Lohner and Jonee Woddard, and dangerous acts which might be believed to have been intentional and designed to financially hurt Completely Posh, Completely Posh’s annual revenues plummeted from its file excessive in 2016 to lower than one-third of its file excessive by 2019.
These acts included eradicating Gordon Morton from the board and putting in Momentum actors, Vaughn Crowe and Connie Tang.
Dalton additional alleges that Lohner (proper) actively “block[ed] incentive packages to competent executives”, to supply himself with
an extreme wage for his “consulting” companies, whereas concurrently terminating key workers and positions, ostensibly to liberate money for the corporate.
Dalton remained CEO of Completely Posh throughout all of this. And in case you’re questioning the place she was;
Following repeated makes an attempt to appropriate the poor decision-making by the Board of Administrators and administration crew at Completely Posh, Dalton skilled repeated makes an attempt by the Board of Administrators and the administration crew … to compel her to resign from Completely Posh.
Earlier than resigning in October 2019, the final straw for Dalton was the purported bungling of a profitable funding and partnership take care of Clarke Capital.
The last word act of poor determination making was offending an funding and strategic partnership deal that valued Completely Posh at the very least seven occasions larger than the funding deal that was finally entered into with LaCore, which occurred lower than three weeks after operating off a recognized, strategic investor (Clarke Capital) who had a confirmed monitor file of success, was the one largest investor in Completely Posh, and served on the board.
Following her resignation, Dalton entered into separation settlement with Completely Posh.
The Separation Settlement formalized Dalton’s separation from Completely Posh and set forth varied obligations of each Completely Posh and Dalton.
This was late 2019 and is across the time LaCore Enterprises acquired the corporate.
Dalton claims that no prior to had the settlement been formalized, that Completely Posh didn’t uphold its obligations.
Completely Posh instantly didn’t honor the obligations therein by, amongst different issues, failing to supply Dalton data correctly requested by her.
Dalton additionally alleges she grew to become a scapegoat for Completely Posh’s issues.
Earlier than and following the time Dalton resigned from her positions at Completely Posh, Lohner and a number of of DOES 1-100 harassed Dalton through defamatory and disparaging statements made each publicly and to Completely Posh workers, distributors, and others.
Lohner additionally contacted every shareholder, debt holder, and proprietor of Completely Posh in early 2021 and a number of other different people in late 2021 to defame and disparage Dalton, falsely claiming she had been fired for dangerous acts and falsely claiming she was chargeable for the monetary demise of Completely Posh.
Confusingly, with respect to Dalton’s allegations in regards to the separation settlement, Completely Posh filed a Utah state-level case towards her in June 2021 (observe BehindMLM wasn’t conscious of and didn’t cowl this case).
Dalton doesn’t go into specifics however claims Completely Posh’s Criticism
alleg[ed] varied causes of motion, together with claims of breach of the Separation Settlement.
The Criticism was filed principally and foremost to harm Dalton and the postresignation startup enterprise of Dalton’s referred to as “Ambitchous.”
The proceedings within the case proof little or no effort by Completely Posh to genuinely pursue the motion.
Ambitchous seems to be an MLM firm of some kind Dalton tried to launch.
Following execution of the Settlement Settlement, and for greater than eighteen months, Completely Posh, via administration, and in live performance with Terry LaCore, Jenifer Grace, and Anna Brooks, refused to switch to Dalton the “Ambitchous” Trademark that Dalton designed when she was an proprietor of Completely Posh; this was accomplished for the aim of hampering Dalton’s capacity to develop her post-resignation startup enterprise.
Lohner and a number of of DOES 1-100 interfered with dozens of potential prospects of Dalton’s new enterprise, together with threatening to fireside and really firing consultants of Completely Posh for as little as attending a dwell video stream or liking a social media submit buying a product Completely Posh didn’t supply, and having something to do with Dalton or her post-resignation startup enterprise; some examples of people fired by Completely Posh below such circumstances embrace, however will not be restricted to: Jordan Bridge, Kelli Fangmann, Michelle Boyd, Anita Squire, Obi Kalu, Denise Aiken, Connie Brown, Jennifer Zimmerman, April Vicars, Michelle Ditmer, Jason Shankland, and Kole Ann, amongst others.
Completely Posh, via the directives and actions of Lohner, Terry LaCore, Anna Brooks, and Jenifer Grace, and a number of of DOES 1-100, interfered with, hindered, and finally prevented Dalton from efficiently constructing her post-resignation startup enterprise, inflicting monetary harm to Dalton and Ambitchous.
Dalton filed a solution to Completely Posh’s Criticism in August 2021. Included was a counterclaim in search of over $4 million in damages.
The Counterclaim included eleven (11) causes of motion, together with breach of the Separation Settlement, defamation, and intentional interference with financial relations.
Completely Posh and Dalton entered mediation proceedings in April 2022. A month later, Completely Posh stopped delivery buyer orders.
Dalton claims
On the time of the mediation, Completely Posh and Terry LaCore knew that Completely Posh would quickly be rendered bancrupt.
Terry LaCore and Completely Posh, nonetheless, failed to speak this to Dalton and thereby mediated in dangerous religion, at substantial expense to Dalton.
In “the autumn of 2022”, funds Dalton was allegedly entitled to as a part of the separation settlement, started being delayed.
Via the primary half of 2022, there was no try made to avoid wasting Completely Posh from turning into bancrupt.
In the meantime, Terry LaCore was taking money from Completely Posh and disparaging Dalton, saying she was going to take down Completely Posh whereas realizing this was not true.
This was a message repeated persistently to Completely Posh subject leaders by Completely Posh executives, together with by Van, from the time Dalton resigned till at the very least the time Completely Posh was merged or in any other case absorbed into Innov8tive – one thing Dalton would solely discover out via a press release revealed by Van in fall of 2023.
BehindMLM lined Lacore’s merging of Completely Posh and Innov8tive Diet in June 2022.
Along with Lacore’s shenanigans, Dalton claims David Van Oostendorp’s 2023 assertion
deeply and irreparably broken Dalton’s repute with the Completely Posh subject she constructed and labored with for greater than a decade, in addition to with some former workers.
Van messaged, amongst different issues, that Dalton was going to start out anew with Terry LaCore and shut Completely Posh down, which was unfaithful.
Across the identical time LaCore (proper) allegedly approached Dalton about funding Ambitchous via LaCore Enterprises. That didn’t go anyplace.
Terry LaCore indicated to Dalton he was inquisitive about funding Ambitchous.
As soon as the asset switch was full, Terry LaCore by no means tried to work with Dalton or honor the Separation Settlement, not to mention fund Ambitchous.
The “asset switch” refers to a Could 2022 settlement between Completely Posh and Terry Lacore.
On or about Could 10, 2022, Completely Posh and LaCore entered into that sure “Secured Convertible Promissory Be aware”, dated Could 10, 2022.
The Promissory Be aware was secured by that sure “Safety Settlement” (the “Safety Settlement”), dated Could 10, 2022, executed between Completely Posh and LaCore.
Pursuant to the Promissory Be aware, Completely Posh was obligated to pay LaCore an quantity equal to Seven Hundred Thousand {Dollars} ($700,000).
On or about Could 27, 2022, Completely Posh, Innov8tive and LaCore entered into that sure Asset Buy Settlement (the “Asset Buy Settlement”), dated Could 27, 2022.
The Asset Buy Settlement supplies for the sale of all inventories, all database data, and all acquired mental property (the “Belongings”) held by Completely Posh to Innov8tive.
Upon data and perception, below the Asset Buy Settlement, Completely Posh didn’t obtain consideration fairly equal in worth in return for transferring considerably all its property to Innov8tive.
Whereas all of this was happening Completely Posh’s initiated litigation towards Dalton simmered within the background. The swimsuit got here to an finish in 2023, by order of default towards Completely Posh.
On February 19, 2023, an order of default was entered towards Completely Posh … following the failure by Completely Posh to retain alternative counsel and in any other case take part within the litigation it initiated.
Dalton was awarded $1.2 million in damages in June 2023. This seems to have resulted in pettiness from LaCore Enterprises.
Completely Posh, via the directives and actions of Lohner, Terry LaCore, Anna Brooks and Jenifer Grace, and a number of of DOES 1-100 … [left] Dalton’s title on costly, unpaid tax payments and different obligations as late as fall of 2023, at which era she acquired a invoice from the State of Vermont for unpaid taxes owed by Completely Posh totaling tens of hundreds of {dollars}.
After Completely Posh was merged with Innov8tive Diet it successfully ceased to exist.
Following execution of the Asset Buy Settlement, Completely Posh was left or quickly grew to become a financially bancrupt entity with none capacity to pay collectors.
On data and perception, the intent of administration of Completely Posh, Innov8tive, and LaCore was to drive Completely Posh into insolvency, each previous to and following execution of the Asset Buy Settlement.
On January 4, 2023, Jenifer Grace, Chief Working Officer, and Chief Authorized Officer for LaCore, appearing as Supervisor for Completely Posh and below the path of Terry LaCore, induced to be filed with the Utah Division of Companies a Assertion of Termination.
In response to the Utah Division of Companies, Completely Posh grew to become an expired entity as of January 4, 2023.
Dalton, as a creditor of Completely Posh alleges the actions of Lacore harmed her.
On data and perception, Lohner, Terry LaCore, Anna Brooks, and Jenifer Grace, as officers, administrators or representatives of a number of of Completely Posh, Innov8tive, and LaCore, and in live performance with a number of of DOES 1-100, who had been additionally officers, administrators or representatives of a number of of Completely Posh, Innov8tive, and LaCore, acted with precise intent to hinder, delay, or defraud, or harm or hurt, collectors, together with Dalton, by rendering Completely Posh bancrupt.
This brings us to Completely Posh’s lately introduced relaunch (headed up by former President Andrew McBride), which Dalton frames was created with property that, if I’m understanding appropriately, ought to have as an alternative benefited collectors.
This in flip brings us to a offered “alter ego principle”, whereby Dalton paints van Oostendorp as a puppet of LaCore Enterprises.
On data and perception, whereas President of Completely Posh, Van Oostendorp was an officer or director in title solely, and had no management over the corporate’s property, invoice paying, human assets, hiring and firing, and all key and even each day routine selections.
On data and perception, throughout his presidency at Completely Posh, all selections regarding management over the corporate’s property, invoice paying, human assets, hiring and firing, and all key and even each day routine selections had been made by LaCore executives, together with Terry LaCore, Jenifer Grace, and Anna Brooks.
On data and perception, throughout his presidency at Completely Posh, Van Oostendorp was not allowed to approve or pay Completely Posh’s payments with out permission from LaCore executives.
On data and perception, at in regards to the time of the Separation Settlement and thereafter, Terry LaCore started siphoning funds from Completely Posh and dominated Good Posh, along with Jenifer Grace and Anna Brooks, with close to full authority, making practically all of Completely Posh’s company governance and each day operational selections.
On data and perception, Jenifer Grace owned or in any other case managed a big shareholder stake in Innov8tive, and he or she, Anna Brooks, and Terry LaCore, in addition to Innov8tive and LaCore, had been all appearing as insiders in depriving Completely Posh of operational money reserves.
On data and perception, Terry LaCore, Anna Brooks and Jenifer Grace, by the beginning of 2022, took the entire money reserves out of Completely Posh and left the corporate unable to satisfy its obligations as they got here due.
On data and perception, by early 2022, Completely Posh had money move issues and no available strains of credit score.
On data and perception, in early March 2022, Completely Posh’s financial institution notified it that it might have inadequate funds to cowl payroll bills and a big examine that had been issued, and that extra funds had been wanted to be deposited instantly.
On data and perception, in an effort to allow Completely Posh to cowl imminent bills for commissions and gross sales tax, Van Oostendorp, via two disbursements, on March 7 and eight, 2022, personally loaned Completely Posh $162,500.00.
On data and perception, as of March 9, 2022, regardless of Van Oostendorp having already loaned the corporate $162,500.00, Completely Posh was nonetheless in dire want of money to cowl bills.
On data and perception, on March 9, 2022, Van Oostendorp despatched an electronic mail to the managers of Completely Posh, informing them of the loans he had made and requesting that LaCore make a bridge mortgage to Completely Posh within the quantity of $500,000.00.
On data and perception, on March 9, 2022, LaCore agreed to mortgage Completely Posh half the requested quantity, or $250,000.00, which proceeds had been wired on or about that very same day, March 9, 2022.
On data and perception, as of March 9, 2022, regardless of the loans made by Van Oostendorp and LaCore, Completely Posh nonetheless lacked adequate funds to cowl its working bills.
On data and perception, previous to and by on or about April 26, 2022, Van Oostendorp loaned Completely Posh a collective sum of $392,500.00 and acquired a partial compensation of $80,000 (on April 26, 2022), leaving a stability due from Completely Posh of $312,500.
On data and perception, on or about Could 4, 2022, Van Oostendorp once more contacted the administration of Completely Posh, informing the managers that regardless of the loans from him and LaCore, Completely Posh nonetheless lacked adequate money to function.
On data and perception, on or about Could 10, 2022, LaCore loaned Completely Posh an extra $300,000.
On data and perception, all through Could 2022, Van Oostendorp continued to tell Completely Posh’s managers of urgent capital wants.
Sooner or later Van Oostendorp seems to have sued Completely Posh (and/or LaCore Enterprises). This resulted in a default judgment in his favor in November 2022.
On November 18, 2022, a default judgment was entered towards Completely Posh and in favor of Van Oostendorp within the quantity of $313,205.00, with post-judgment curiosity persevering with to accrue at 10% each year.
To be sincere, past demonstrating mismanagement, I’m unsure what the purpose of Dalton’s “alter ego principle” is with respect to her broader Criticism.
I’ve quoted it as a focal point for anybody wanting perception into what went down with Completely Posh within the lead as much as the Innov8tive Diet merger.
That is the primary time any of this has been publicly disclosed. I don’t consider rank and file Completely Posh distributors had been aware about what was happening behind the scenes.
Throughout 5 causes of motion, Dalton is suing the Completely Posh and LaCore Enterprises defendants for
- fraudulent switch below Texas Enterprise & Commerce Code;
- declaratory judgment as per her “alter ego principle”;
- declaratory judgment as per successor legal responsibility (associated to Innvo8tive Diet, PP Holdings and Dalton’s already awarded however not paid $1.2 default judgement);
- intentional interference with financial relations ($12.5 million in damages); and
- civil conspiracy ($1.25 million in damages)
Dalton et al v. Innov8tive Diet Inc et al has been added to BehindMLM’s calendar. Keep tuned for updates as we proceed to trace the case.
