Squabble over ownership of Denver’s Aviano Coffee and lost real estate deal leads to dual lawsuits

A legal squabble over the ownership of Denver’s Aviano Coffee and a lost real estate opportunity worth millions of dollars has its founder and investors pointing fingers at each other.

The lawsuit filed on July 28 by the investors alleges that Douglas Naiman, who founded Aviano Coffee Cherry Creek North alongside his wife Saadia in 2010, spearheaded an “unlawful scheme to improperly seize control” of the business that he now holds a minority interest in.

The plaintiffs are seeking damages, attorneys’ fees and costs, and an injunction requiring Naiman to relinquish control of his intellectual property to them.

Five months ago, Naiman filed a lawsuit of his own against one of the investors, Matt Joblon, CEO of BMC Investments. His complaint primarily focuses on alleged interference by Joblon in Naiman’s acquisition of property at 244 Detroit St. in Cherry Creek, resulting in at least $1.75 million in damages.

He’s requesting an award of damages, pre- and post-judgment interest and attorneys’ fees and costs.

Naiman’s attorney, Ben Hudgens, called the July lawsuit “nothing more than retaliation.”

“Aviano’s complaint contradicts itself and is, to be blunt, baseless,” he said in a statement on Thursday. “This is just the latest instance of Mr. Joblon’s attempts to distract from, and to evade accountability for, his misconduct.”

Attorney Brad Schacht, who is representing Joblon’s interests among others, declined to provide further comment.

The investors’ lawsuit

For the investors, the story starts around 2018.

Joblon and Dan Vecchiarelli of Leprino Foods provided money to Naiman to expand Aviano Cherry Creek North, forming Aviano Coffee Holdings LLC as a result, the lawsuit says.

Naiman’s company, Aether Holdings LLC, sold all of its interests in Aviano Cherry Creek North to Aviano Coffee Holdings “in return for a 70% participation interest” in the new company, according to the complaint. That company owns and runs two Aviano coffee shops in Cherry Creek North.

Originally, its board of managers included Joblon, Vecchiarelli and Naiman, the lawsuit states.

Naiman oversaw the cafe at 244 Detroit St. until 2020 when “it became clear to Joblon and Vecchiarelli that Naiman’s management of the coffee shops was unsatisfactory and it was affecting Aviano’s business.”

By mutual agreement, they passed shop operation over to Denver restaurateur Juan Padro, and “the resulting financial turnaround in CCN’s business was almost immediate,” according to the complaint. Padro didn’t immediately respond to a request for comment.

Naiman then resigned from his posts at Aviano Coffee Holdings, with a payout of $1.1 million and a cut of his company Aether’s ownership share to 20%, the lawsuit says.

The plaintiffs allege that Naiman “refused to cede control over vital aspects of the day-to-day operations” by keeping the business license for Aviano Cherry Creek North in his name, managing the relationship between the business and its landlord and retaining it as intellectual property, in spite of previous arrangements.

In the summer of last year, Naiman allowed “a premature termination” of the lease by letting the five-year renewal option lapse, with the lease scheduled to end in February as a result, the complaint alleges. The plaintiffs argue that Naiman also didn’t let them know that the landlords offered to sell the property to him in July 2022 until the offer’s deadline passed, instead intending to buy the property himself.

Once the investors caught wind, they told Naiman to make an offer for $2.7 million on their behalf, according to the lawsuit. But “Naiman secretly attempted to acquire the Property for himself, with no notice,” forming Empyreal Holdings LLC to do so and going under contract for $3 million on Sept. 19, 2022, it alleges.

With funding unavailable, the plaintiffs allege that Naiman then tried to push the purchase of the property to a neighbor – this time for $4.8 million, with Naiman meant to receive $1.8 million. But “the neighboring property owner grew skeptical of Naiman and his motives and backed out of the deal,” according to the complaint.

They argue that all of the above actions mean Naiman “unlawfully usurped” the plaintiffs’ opportunities, defied his fiduciary duties, misused confidential information and breached their operating agreements.

The lawsuit is also filed against 10 unnamed men and women that joined Naiman in acting “as a single entity for the purposes of committing wrongdoing.”

The founder’s lawsuit

But Naiman’s company, Empyreal Holdings, filed suit against Joblon first in February.

In his complaint, he corroborates that Joblon bought a 40% interest in Aviano in 2018, and introduced Padro into the partnership in 2020. At this point, Naiman held a 20% ownership interest, and resigned from his roles at Aviano.

Where the contention stems is the property.

Aviano Coffee Cherry Creek North’s lease with the building landlord, Ekouyennia LLC, began on Dec. 18, 2012. The lawsuit argues that Joblon reviewed that agreement before joining the partnership, and “has thus been aware of the right of first offer provision of the lease for years.”

The complaint alleges that Joblon wants the property to potentially redevelop it – not to benefit Aviano.

The landlord sent a notice via mail to Naiman with an offer to buy the property for $3 million last July, giving him 20 days to act on it, according to the lawsuit. But “unbeknownst to Naiman, somebody at Aviano opened the (right of first offer) notice envelope but failed to inform Naiman of it.”

Once he learned of it, he and Joblon discussed the offer, with Joblon allegedly saying that “he believed the $3 million value of the exclusive purchase right was excessive, and that the Property was worth a maximum of $2.4 million to $2.7 million.”

Naiman secured a two-week extension on the offer, and was eventually asked by Joblon to offer $2.7 million to the landlord, but declined to act as the intermediary, according to the complaint.

Joblon didn’t contact the landlord, buy the property at $3 million or make another offer before the deadline passed, the lawsuit states. Naiman then formed his company Empyreal to buy it for $3 million, and made a deal with the landlord.