Motion-Secondary: BBSR, LLC v. ANHEUSER-BUSCH, LLC

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                                DOCKET NO.: X03 HHD CV 226166055 S


BBSR, LLC,                                              SUPERIOR COURT

       Plaintiff,
                                                        COMPLEX LITIGATION DOCKET
v.
                                                        AT HARTFORD

ANHEUSER-BUSCH, LLC,

       Defendant.




                            AFFIDAVIT OF JORDANA L. HAVIV

       I, JORDANA L. HAVIV, duly sworn, do hereby depose and say as follows:

       1.      I am a partner of the law firm Freedman Normand Friedland LLP, counsel for

Plaintiff BBSR, LLC. I am fully familiar with the facts and circumstances set forth herein, and I

make this affidavit in support of BBSR’s Motion to Compel the Production of Documents and

Response to Interrogatory No. 19 based on my knowledge of the events herein.

       2.      The parties met and conferred on April 1, 2024, to discuss open discovery items,

including search terms for Anheuser-Busch’s documents. During this meeting, BBSR reiterated

its request for hit counts in light of Anheuser-Busch’s refusal to confirm that its purported sampling

was representative of the full data set. Anheuser-Busch agreed to revert with an answer by the end

of the week.

       3. Attached hereto are true and correct copies of the following:
  Ex.    Document
   A     Email from J. Haviv re: BBSR v. Anheuser-Busch - X03 HHD-CV22-6166055-S,
         dated December 23, 2023.
   B     Email from S. Mann re: BBSR v. Anheuser-Busch, attaching counter proposals, dated
         January 26, 2024.
   C     Email from J. Haviv re: BBSR v. Anheuser-Busch, dated February 2, 2024.
   D     Letter from G. Langsdale re: BBSR, LLC v. Anheuser-Busch, LLC No. X03-HHD-
         CV-226166055 S (Conn. Super. Ct.), attaching Anheuser-Busch Search Terms Hit
         Report, dated February 2, 2024.
   E     Email from K. Friel re: BBSR v. AB Meet and Confer, dated February 22, 2024.
   F     Email from G. Langsdale re: BBSR v. AB rolling productions, dated March 12, 2024.
   G     Email from K. Friel re: BBSR v. AB rolling productions, dated March 26, 2024.
   H     Email from G. Langsdale re: BBSR v. Anheuser-Busch, dated April 15, 2024.
   I     Plaintiff's First Set of Interrogatories, dated June 15, 2023202.
   J     Anheuser-Busch Responses and Objections to Plaintiff’s First Set of Interrogatories,
         dated August 14, 2023.
   K     Letter from A. Friedland re: BBSR v. Anheuser-Busch - X03 HHD-CV22-6166055-S,
         dated January 26, 2024.
   L     Letter from G. Langsdale re: BBSR, LLC v. Anheuser-Busch, LLC
         No. X03-HHD-CV-226166055 S (Conn. Super. Ct.), dated February 16, 2024.
  M      Letter from A. Friedland re: BBSR v. Anheuser-Busch - X03 HHD-CV22-6166055-S,
         dated February 29, 2024.
   N     Letter from G. Langsdale re: BBSR, LLC v. Anheuser-Busch, LLC
         No. X03-HHD-CV-226166055 S (Conn. Super. Ct.), dated March 21, 2024.
   O     Plaintiff’s Responses and Objections to Defendant Anheuser-Busch’s First Set of Re-
         quest for the Production of Documents, dated October 30, 2023.



Date: April 19, 2024



                                                  Jordana L. Haviv




                                              2
EXHIBIT A
Subject:     Re: BBSR v. Anheuser-Busch - X03 HHD-CV22-6166055-S
Date:        Saturday, December 23, 2023 at 8:02:40 PM Eastern Standard Time
From:        Jordana Haviv 
To:          Katie Friel , Langsdale, Greg , Amos Friedland
             
CC:          Wallach, Brian , Mann, Samuel , Baldwin, Mark
             , Boccamazzo, Anthony J. , Ted
             Normand , Richard Cipolla , bquarmby@mololamken.com
             , Matthew Penfield 
Attachments: 2023.12.23 Proposed AB Search Terms & Custodians.docx


Following up on search terms, a4ached please find our preliminary proposal for AB’s documents,
which is s
Date: Wednesday, December 20, 2023 at 4:20 PM
To: Langsdale, Greg , Amos Friedland 
Cc: Jordana Haviv , Wallach, Brian , Mann,
Samuel , Baldwin, Mark ,
Boccamazzo, Anthony J. , Ted Normand
, Richard Cipolla , bquarmby@mololamken.com
, Matthew Penfield 
Subject: Re: BBSR v. Anheuser-Busch - X03 HHD-CV22-6166055-S

All, please see the a4ached correspondence.

Best,
Ka
Date: Wednesday, December 13, 2023 at 12:19 PM
To: Langsdale, Greg , Amos Friedland 
Cc: Jordana Haviv , Wallach, Brian , Mann, Samuel
, Baldwin, Mark , Boccamazzo,
Anthony J. , Ted Normand , Richard
Cipolla , bquarmby@mololamken.com ,
Ma4hew Penfield 
Subject: Re: BBSR v. Anheuser-Busch - X03 HHD-CV22-6166055-S

All, please see a4ached correspondence.

Best,
Ka
Date: Friday, December 8, 2023 at 9:08 PM
To: Amos Friedland 
Cc: Jordana Haviv , Wallach, Brian , Mann, Samuel
, Baldwin, Mark , Boccamazzo,
Anthony J. , Ted Normand , Richard
Cipolla , Ka, bquarmby@mololamken.com
, Ma4hew Penfield 
Subject: RE: BBSR v. Anheuser-Busch - X03 HHD-CV22-6166055-S

[EXTERNAL SENDER]

Counsel,

Please see the a4ached correspondence.

Best regards,

Greg

Greg Langsdale
Partner
Cadwalader, Wickersham & Taj LLP
700 Sixth Street, NW, Washington, DC 20001
Office: +1 (202) 862-2267 | Mobile: +1 (703) 851-6508
Greg.Langsdale@cwt.com | www.cadwalader.com
He/Him/His

From: Jordana Haviv 
Sent: Monday, December 4, 2023 4:19 PM

                                                                                           2 of 3
To: Wallach, Brian ; Langsdale, Greg ; Baldwin,
Mark ; Boccamazzo, Anthony J.
; Mann, Samuel 
Cc: Amos Friedland ; Ted Normand ; Richard Cipolla
; Ka; bquarmby@mololamken.com
Subject: BBSR v. Anheuser-Busch - X03 HHD-CV22-6166055-S

    Cau
Sent: Friday, January 26, 2024 4:00 PM
To: Langsdale, Greg ; Amos Friedland ; Mann, Samuel
; Jordana Haviv ; Ted Normand ;
bquarmby@mololamken.com
Cc: Wallach, Brian ; Boccamazzo, Anthony J.
; Richard Cipolla 
Subject: Re: BBSR v. Anheuser-Busch

   Cau$on: This email originated from outside of CWT. Do not click links or open a;achments unless
   you recognize the sender and know the content is safe.

Counsel, please see a;ached correspondence.


                                                                                                           1 of 6
Thanks,
Ka$e

From: Ka$e Friel 
Date: Friday, January 19, 2024 at 4:51 PM
To: Langsdale, Greg , Amos Friedland , Mann,
Samuel , Jordana Haviv , Ted Normand
, bquarmby@mololamken.com 
Cc: Wallach, Brian , Boccamazzo, Anthony J.
, Richard Cipolla 
Subject: Re: BBSR v. Anheuser-Busch

Greg - glad to hear everything is ok. 2:00 pm on Monday works for us.

Get Outlook for iOS

From: Langsdale, Greg 
Sent: Friday, January 19, 2024 2:37:08 PM
To: Amos Friedland ; Mann, Samuel ; Ka$e Friel
; Jordana Haviv ; Ted Normand ;
bquarmby@mololamken.com 
Cc: Wallach, Brian ; Boccamazzo, Anthony J.
; Richard Cipolla 
Subject: RE: BBSR v. Anheuser-Busch

[EXTERNAL SENDER]

Thank you for your understanding, all is well here now. Are you available to reconvene on Monday? We
could do 11:30 or 2 pm if either of those $mes work for you.

Regards,

Greg




From: Amos Friedland 
Sent: Friday, January 19, 2024 3:02 PM
To: Langsdale, Greg ; Mann, Samuel ; Ka$e Friel
; Jordana Haviv ; Ted Normand ;
bquarmby@mololamken.com
Cc: Wallach, Brian ; Boccamazzo, Anthony J.
; Richard Cipolla 
Subject: Re: BBSR v. Anheuser-Busch

   Cau$on: This email originated from outside of CWT. Do not click links or open a;achments unless
   you recognize the sender and know the content is safe.

                                                                                                       2 of 6
Ok let us know - we are dialed in.

Amos Friedland
Partner
Freedman Normand Friedland LLP
99 Park Avenue, Suite 1910
New York, New York 10016
(t) (646) 970-7519
(f) (646) 392-8842
(m) (203) 809-1953

From: Langsdale, Greg 
Sent: Friday, January 19, 2024 2:59:07 PM
To: Mann, Samuel ; Ka$e Friel ; Amos Friedland
; Jordana Haviv ; Ted Normand ;
bquarmby@mololamken.com 
Cc: Wallach, Brian ; Boccamazzo, Anthony J.
; Richard Cipolla 
Subject: RE: BBSR v. Anheuser-Busch

[EXTERNAL SENDER]

Amos and team: I apologize for sending this moments before we are set to begin but we have an urgent
family issue I need to a;end to right now rela$ng to one of my kids. I will reach back out if this is
resolved quickly but we may need to move to next week. Again, apologies.

Greg




From: Mann, Samuel 
Sent: Thursday, January 18, 2024 8:45 PM
To: Ka$e Friel ; Langsdale, Greg ; Amos Friedland
; Jordana Haviv ; Ted Normand ;
bquarmby@mololamken.com
Cc: Wallach, Brian ; Boccamazzo, Anthony J.
; Richard Cipolla 
Subject: RE: BBSR v. Anheuser-Busch

Yes, we will be prepared to discuss search terms.




From: Ka$e Friel 
Sent: Thursday, January 18, 2024 4:19 PM
To: Mann, Samuel ; Langsdale, Greg ; Amos

                                                                                                        3 of 6
Friedland ; Jordana Haviv ; Ted Normand ;
bquarmby@mololamken.com
Cc: Wallach, Brian ; Boccamazzo, Anthony J.
; Richard Cipolla 
Subject: Re: BBSR v. Anheuser-Busch

   Cau$on: This email originated from outside of CWT. Do not click links or open a;achments unless you
   recognize the sender and know the content is safe.


Thanks Sam, could you confirm you'll be prepared to discuss search terms tomorrow?

From: Mann, Samuel 
Date: Thursday, January 18, 2024 at 12:39 PM
To: Ka$e Friel , Langsdale, Greg , Amos Friedland
, Jordana Haviv , Ted Normand ,
bquarmby@mololamken.com 
Cc: Wallach, Brian , Boccamazzo, Anthony J.
, Richard Cipolla 
Subject: RE: BBSR v. Anheuser-Busch

[EXTERNAL SENDER]

Ka$e,

We are available at 3pm tomorrow to meet and confer. I will send out a dial-in shortly.

Sam




From: Ka$e Friel 
Sent: Wednesday, January 17, 2024 8:06 PM
To: Langsdale, Greg ; Amos Friedland ; Jordana Haviv
; Ted Normand ; bquarmby@mololamken.com
Cc: Wallach, Brian ; Mann, Samuel ; Boccamazzo,
Anthony J. ; Richard Cipolla 
Subject: Re: BBSR v. Anheuser-Busch

   Cau$on: This email originated from outside of CWT. Do not click links or open a;achments unless you
   recognize the sender and know the content is safe.


Greg,

Please see a;ached correspondence and BBSR’s amended responses and objec$ons to AB’s first set of
interrogatories.


                                                                                                         4 of 6
We are available at 3pm on Friday to meet and confer. Please let us know if that works for you.

Thanks,
Ka$e

From: Langsdale, Greg 
Date: Wednesday, January 17, 2024 at 12:05 PM
To: Amos Friedland , Jordana Haviv , Ted Normand
, Ka$e Friel , bquarmby@mololamken.com

Cc: Wallach, Brian , Mann, Samuel ,
Boccamazzo, Anthony J. 
Subject: BBSR v. Anheuser-Busch

[EXTERNAL SENDER]

Counsel,

We can be available this Friday anernoon to con$nue our meet and confer. If that does not work for you, we can
also be available Monday at 2 or 4. I expect we will send you a proposed Protec$ve Order later today or tomorrow.

Regards,

Greg



Greg Langsdale
Partner
Cadwalader, Wickersham & Tan LLP
1919 Pennsylvania Avenue, NW, Washington, DC 20006
Office: +1 (202) 862-2267 | Mobile: +1 (703) 851-6508
Greg.Langsdale@cwt.com | www.cadwalader.com




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NOTICE: The information contained in this e-mail message is intended only for the personal and confidential use of the recipient(s)
named above. This message may be an attorney-client communication and/or work product and as such is privileged and
confidential. If the reader of this message is not the intended recipient or agent responsible for delivering it to the intended recipient,
you are hereby notified that you have received this document in error and that any review, dissemination, distribution, or copying of
this message is strictly prohibited. If you have received this communication in error, please notify us immediately by e-mail, and
delete the original message.




NOTICE: The information contained in this e-mail message is intended only for the personal and confidential use of the recipient(s)
named above. This message may be an attorney-client communication and/or work product and as such is privileged and
confidential. If the reader of this message is not the intended recipient or agent responsible for delivering it to the intended recipient,
you are hereby notified that you have received this document in error and that any review, dissemination, distribution, or copying of
this message is strictly prohibited. If you have received this communication in error, please notify us immediately by e-mail, and
delete the original message.




NOTICE: The information contained in this e-mail message is intended only for the personal and confidential use of the recipient(s)
named above. This message may be an attorney-client communication and/or work product and as such is privileged and
confidential. If the reader of this message is not the intended recipient or agent responsible for delivering it to the intended recipient,
you are hereby notified that you have received this document in error and that any review, dissemination, distribution, or copying of
this message is strictly prohibited. If you have received this communication in error, please notify us immediately by e-mail, and
delete the original message.




                                                                                                                                              6 of 6
Proposed Anheuser-Busch Custodians:

      -   Felipe Szpigel, President of Anheuser-Busch’s “High End” business unit responsible
          for management oversight over Boathouse
      -   Carrie Shafir, Marketing Director at Anheuser-Busch
      -                                                                                        Deleted: Brendan Whitworth, CEO of Anheuser-Busch
      -   Chelsea Phillips, VP Marketing of Beyond Beer Group at Anheuser-Busch
      -   Matthew Gilbertson, VP of M&A and Treasury at Anheuser-Busch
      -   Randy Ornstein, VP Sales of Beyond Beer Group at Anheuser-Busch
      -   Jake Kirsch, VP Innovation of Beyond Beer Group at Anheuser-Busch
      -   Thomas Larson, In-House Lawyer at Anheuser-Busch at Anheuser-Busch (with
          regard to external communications and communications involving Nick Shields only)
      -   Michael Taylor, VP of M&A at Anheuser-Busch
      -   Peter McGraw, Director of M&A at Anheuser-Busch
      -   Marcel Marcondes, CMO at Anheuser-Busch
      -   Tahseen Butt
      -                                                                                        Deleted: Janet Delatte
      -   Katie Coco, Director of Marketing at Anheuser-Busch
Proposed Search Terms:

Date Range: January 1, 2016 to March 21, 2022

Anheuser-Busch:
      1. BBSR OR Boathouse

       2. Spiked! /10 ((bon /2 viv) OR “B&V”)                                                  Deleted: AND

       3. Bullish AND (spiked! OR ((bon /2 viv) OR “B&V”)

       4. Spiked! /10 “beyond beer”                                                            Deleted: AND

       5. (“double mermaid” OR trident) AND ((bon /2 viv) OR “B&V”))                        Commented [MS1]: Clarifying syntax

       6. (Releas! OR re-releas! OR rerelease! OR OR relaunch OR re-launch OR rollout OR       Deleted: launch!
          introdu! OR reintroduce! OR re-introduc! OR transition!) /5 spiked!                  Deleted: AND

       7. (new /2 (packaging OR brand OR logo OR formula OR recipe OR name) OR
          “changed formula” OR reformulate!)) AND ((bon /2 viv) OR “B&V”)                   Commented [MS2]: Clarifying syntax

       8. (boathouse OR spiked!) AND (“equity purchase agreement” OR epa OR “letter of
          intent” OR loi OR earnout OR “2.10”)

       9. (spiked! OR ((bon /2 viv) OR “B&V”)) AND (“competitive product” OR “company
          product”)

       10. “Competitive product volume”

       11. “competitive product” AND “Seller representative”

       12. (spiked! OR ((bon /2 viv) OR “B&V”)) AND (can OR label OR mermaid) AND
           design

       13.                                                                                     Deleted: (spiked! OR ((bon /2 viv) OR “B&V”)) AND
                                                                                               (market! OR advertis! OR promot! OR brand! OR logo)
              o (spiked! OR ((bon /2 viv) OR “B&V”)) /5 (market! OR advertis! OR promot!)

              o (spiked! OR ((bon /2 viv) OR “B&V”)) /10 (brand! OR logo)

       14. (spiked! OR ((bon /2 viv) OR “B&V”)) AND (conceal! OR manipul! OR hide OR
           fake OR mask OR obscure OR disguise!)

       15. (Spiked! OR ((bon /2 viv) OR “B&V”)) /10 (generic OR ownable OR replac!)            Deleted: AND

       16. “super bowl” AND (spiked! OR ((bon /2 viv) OR “B&V”))

       17. “water street”
18. spiked! AND “parent”

19.                                                                                          Deleted: (((bon /2 viv) OR “B&V”) OR spiked!) AND
                                                                                             (customer OR review OR feedback OR complaint OR
        o “#wearethesixpercent”                                                              “social media” OR twitter OR facebook OR Instagram
                                                                                             OR tiktok or “#wearethesixpercent”)

        o ((customer or consumer) /5 (feedback or review)) AND (summary or
          compilation or survey) AND (spiked! OR ((bon /2 viv) OR “B&V”))

20. (spiked! OR ((bon /2 viv) OR “B&V”)) AND (mark OR trademark OR wordmark)
    AND (registration OR “register! OR assign! OR transfer! OR apply! OR applica!)        Commented [MS3]: We think there may be a syntax
                                                                                          issue; we are willing to accept the term as edited. If the
21.                                                                                       struck ‘OR’ was intended to be an or, we cannot accept the
                                                                                          term.
        o (spiked! OR ((bon /2 viv) OR “B&V”)) /5 (budget OR resources)                      Deleted: OR
                                                                                             Deleted: ((spiked! OR ((bon /2 viv) OR “B&V”)) AND
        o (spiked! OR ((bon /2 viv) OR “B&V”)) AND (volume OR sales) – for                   (volume OR sales OR distribut! OR budget)
          custodians Gilbertson, Taylor, McGraw, Butt, Szpigel only

        o (spiked! OR ((bon /2 viv) OR “B&V”)) /10 (distribut! /5 (nation! or region!))

22. (                                                                                        Deleted: (spiked! OR ((bon /2 viv) OR “B&V”)) AND
                                                                                             (shields OR holmes) AND “press”
23.                                                                                          Deleted: ((spiked! OR ((bon /2 viv) OR “B&V”)) AND
                                                                                             “ABV” OR formula OR “alcohol content”
24. “project siren”

25.                                                                                          Deleted: spiked! AND inventory

26. “current product” OR “spiked!” /20 (“phase out” OR “manage down” OR discontin!           Deleted: AND
    OR legacy OR sunset!)

27. “spikedseltzer90”

28.                                                                                          Deleted: “hard seltzer” OR “alcohol! seltzer” OR
                                                                                             “spiked seltzer”
29. (spiked! OR ((bon /2 viv) OR “B&V”)) AND “natural light”

30. (                                                                                        Deleted: “North American Breweries” OR “Blue City
                                                                                             Brewery”
31.                                                                                          Deleted: “Baldwinsville Brewery” AND (spiked! OR
                                                                                             OR “B&V”))
32.                                                                                          Deleted: Shields

33.                                                                                          Deleted: Holmes

34. Timmerman /2 (Andrew or Drew or Andy)

35. Demong
36. Christophides

37. “O’Halloran” /2 Chris!

38. Jurgensen

39. Ghriskey

40. Centre /2 Justin

41. Lobo /2 Sean

42. Kirt /2 Jeff!

43. Cutler /2 Eliot

44. Jellinek /2 Pete!

45. Hokin

46. Shergalis

47. (Diego /2 Reyes) OR “SR Bubbly”

48. Zemnitsky OR “ANZ Capital”

49. Nusbaum OR “Jaylar Capital”
Proposed BBSR Custodians:

        -   Nicholas Shields
        -   David Holmes
        -   Harriet Shields
        -   Andrew Timmerman
        -   Brad Demong
        -   Leander Christophides
        -   Christine O’Halloran
        -   Paul Jurgensen
        -   Benjamin Ghriskey
        -   Sue Holmes
        -   Justin Centre
        -   Sean Lobo
        -   Jeffrey Kirt
        -   Eliot Cutler
        -   Peter Jellinek
        -   Justin Hokin
        -   Edward Shergalis
        -   Diego Reyes, Manager of SR Bubbly LLC
        -   Andrew Zemnitsky, Managing Member of ANZ Capital LLC
        -   Jeff Nusbaum, Managing Member of Jaylar Capital LLC
        -   Sal Comunale
        -   Wendy Stapleton
        -   Walker Stapleton
        -   Rick Seiders



Proposed Search Terms:

Date Range: January 1, 2016 to March 21, 2022

BBSR:
        1. (“equity purchase agreement” OR epa)                             Deleted: AND (spiked! OR BBSR or Boathouse)

        2. (“letter of intent” OR loi) AND (spiked! OR BBSR OR Boathouse)

        3. earnout

        4. (volume OR “2.10”) AND (spiked! OR BBSR or Boathouse)            Deleted: earnout

        5. “competitive product”                                            Deleted: AND (bon /2 viv)

        6. (bon /2 viv) OR “B&V”
7. (can OR label) AND design AND (spiked! OR (bon /2 viv) OR BBSR OR
   Boathouse)

8. (spikedseltzer OR (bon /2 viv)) AND (market! OR advertis! OR promot! or confus!)

9. “super bowl” AND (spiked! OR (bon /2 viv) OR “B&V”)

10. “water street” OR SpikedTonic!

11. (bon /2 viv) AND (customer OR review OR feedback OR “social media” OR twitter
    OR facebook OR Instagram)

12. bbsr AND (meet! OR call OR minutes OR agenda)                                     Deleted: ) AND (

13. complaint AND (AB OR Anheuser OR boathouse OR bbsr OR spiked! OR (bon /2
    viv) OR “B&V”)

14. “First Beverage” OR townsend OR ziebold OR (ryan /2 lake) OR (stephen /2
    scharafin)

15. spiked! AND “parent”

16. (Spiked! OR ((bon /2 viv) OR “B&V”)) AND (generic OR ownable OR replac!)

17. ((spiked! OR ((bon /2 viv) OR “B&V”)) AND (volume OR sales)

18. (“Natural Light” or “Natty Light”) w/3 Seltzer

19. (“Bud Light” /3 Seltzer) or “BL Seltzer”
EXHIBIT C
                                                   Friday, April 19, 2024 at 12:58:32 Eastern Daylight Time

Subject:   Re: BBSR v. Anheuser-Busch
Date:      Friday, February 2, 2024 at 9:53:56 AM Eastern Standard Time
From:      Jordana Haviv
To:        Langsdale, Greg, Katie Friel, Amos Friedland, Ted Normand, bquarmby@mololamken.com
CC:        Wallach, Brian, Mann, Samuel, Boccamazzo, Anthony J., Richard Cipolla


Thanks Greg. We look forward to receiving your le9er today.

By this email, we confirm (less than 2 weeks a@er your request) that we will review linearly for
responsive, non-privileged documents, all of the communicaEons between the former owners of
Boathouse, including Mr. Shields and Mr. Holmes. We trust this resolves your issue.

To be clear, BBSR is requesEng hit counts because Anheuser-Busch has taken the posiEon that it can
narrow (and perhaps significantly narrow) our proposed search terms based on concerns of burden,
without actually assessing the volume of documents called back by our search terms (or yours). Clearly,
that is not appropriate. BBSR is requesEng hit counts in order to evaluate your counterproposal, as is
relaEvely standard in liEgaEon.

We propose the parEes begin rolling producEons by February 23. Please confirm.


 Jordana Haviv
 Partner
 Freedman Normand Friedland LLP
 99 Park Ave., Suite 1910
 New York, NY 10016
 (t) 646.350.0527 x 107
 (c) 917.623.0757
 (@) jhaviv@fnf.law




From: Langsdale, Greg 
Date: Thursday, February 1, 2024 at 2:53 PM
To: Jordana Haviv , Katie Friel , Amos Friedland
, Ted Normand , bquarmby@mololamken.com

Cc: Wallach, Brian , Mann, Samuel ,
Boccamazzo, Anthony J. , Richard Cipolla

Subject: RE: BBSR v. Anheuser-Busch

[EXTERNAL SENDER]


                                                                                                              1 of 9
Jordy,

Our response to the 12-page le9er we received from Amos (despite the fact that we specifically
discussed during our last meet and confer that it would not be producEve to engage in a le9er wriEng
campaign) will address search terms. We expect to send that this week. To be clear, despite our
preference to have a global resoluEon concerning document requests prior to commencing review, we
have collected and reviewed tens of thousands of documents in this ma9er. At the same Eme BBSR is
demanding that AB provide hit counts, BBSR has not provided any informaEon concerning the volume of
communicaEons between Mr. Shields and Mr. Holmes, the two leaders of BBSR whom BBSR has
excluded from its commitment to review every communicaEon among the former owners of Boathouse.
Please provide that informaEon. We maintain our posiEon that every communicaEon between Messrs.
Shields and Holmes, and either one of them with the other former owners of Boathouse, should be
reviewed for responsiveness.

Finally, while BBSR has repeatedly and erroneously asserted that there are “hundreds of millions of
dollars” in dispute, this case presents a narrow and straigh_orward issue: whether Bon & Viv Spiked
Seltzer was a Boathouse product. It was, and Mr. Shields repeatedly acknowledged this truth in
contemporaneous communicaEons with other members of BBSR.

Best regards,

Greg

Greg Langsdale
Partner
Cadwalader, Wickersham & Ta@ LLP
1919 Pennsylvania Avenue, NW, Washington, DC 20006
Office: +1 (202) 862-2267 | Mobile: +1 (703) 851-6508
Greg.Langsdale@cwt.com | www.cadwalader.com



From: Jordana Haviv 
Sent: Wednesday, January 31, 2024 3:00 PM
To: Mann, Samuel ; KaEe Friel ; Langsdale, Greg
; Amos Friedland ; Ted Normand
; bquarmby@mololamken.com
Cc: Wallach, Brian ; Boccamazzo, Anthony J.
; Richard Cipolla 
Subject: Re: BBSR v. Anheuser-Busch

   CauEon: This email originated from outside of CWT. Do not click links or open a9achments unless you
   recognize the sender and know the content is safe.


Sam, following up on my email below. Please provide a response.

AddiEonally, we can agree to your proposed redlines to the search terms for BBSR’s documents. Thanks.

                                                                                                         2 of 9
 Jordana Haviv
 Partner
 Freedman Normand Friedland LLP
 99 Park Ave., Suite 1910
 New York, NY 10016
 (t) 646.350.0527 x 107
 (c) 917.623.0757
 (@) jhaviv@fnf.law




From: Jordana Haviv 
Date: Friday, January 26, 2024 at 7:49 PM
To: Mann, Samuel , Katie Friel , Langsdale, Greg
, Amos Friedland , Ted Normand
, bquarmby@mololamken.com 
Cc: Wallach, Brian , Boccamazzo, Anthony J.
, Richard Cipolla 
Subject: Re: BBSR v. Anheuser-Busch

Thanks Sam. We’ll revert on your proposed edits to BBSR’s search terms.

With respect to your significant efforts to narrow our proposed search terms for AB’s documents, can
you please idenEfy the basis for the narrowing? Are any of the revisions based in relevance? They do not
appear to be as they largely (if not enErely) appear to be limitaEons on the connectors (e.g. “/20”
instead of “OR”). Assuming that’s accurate, and as noted on the meet and confer, please provide hit
counts. We cannot assess whether these limiters are appropriate without at least hit counts for the
terms/custodians we requested that we can compare to your proposed limitaEons, parEcularly in light of
the fact that hundreds of millions of dollars are in dispute in this ma9er. Please provide hit counts
promptly as we have now waited over a month for your redline, which is not even tethered to an
assessment of the volume of responsive documents.

 Jordana Haviv
 Partner
 Freedman Normand Friedland LLP
 99 Park Ave., Suite 1910
 New York, NY 10016
 (t) 646.350.0527 x 107
 (c) 917.623.0757
 (@) jhaviv@fnf.law




From: Mann, Samuel 

                                                                                                           3 of 9
Date: Friday, January 26, 2024 at 5:49 PM
To: Katie Friel , Langsdale, Greg , Amos
Friedland , Jordana Haviv , Ted Normand
, bquarmby@mololamken.com 
Cc: Wallach, Brian , Boccamazzo, Anthony J.
, Richard Cipolla 
Subject: RE: BBSR v. Anheuser-Busch

[EXTERNAL SENDER]

KaEe,

A9ached are our markups to both sets of search terms and custodians. As discussed in Monday’s meet
and confer, these revisions are subject to conEnued discussion and we expressly reserve the right to
revisit the burden associated with specific terms as we move through the review. Please note that for
certain of the AB proposed terms, we have struck the proposed term and suggested narrower
alternaEves, including breaking a proposed term into two terms.

We acknowledge receipt of your le9er dated today and will respond under separate cover.

Best,
Sam




From: KaEe Friel 
Sent: Friday, January 26, 2024 4:00 PM
To: Langsdale, Greg ; Amos Friedland ; Mann, Samuel
; Jordana Haviv ; Ted Normand ;
bquarmby@mololamken.com
Cc: Wallach, Brian ; Boccamazzo, Anthony J.
; Richard Cipolla 
Subject: Re: BBSR v. Anheuser-Busch

   CauEon: This email originated from outside of CWT. Do not click links or open a9achments unless
   you recognize the sender and know the content is safe.

Counsel, please see a9ached correspondence.

Thanks,
KaEe

From: KaEe Friel 
Date: Friday, January 19, 2024 at 4:51 PM
To: Langsdale, Greg , Amos Friedland , Mann,

                                                                                                       4 of 9
Samuel , Jordana Haviv , Ted Normand
, bquarmby@mololamken.com 
Cc: Wallach, Brian , Boccamazzo, Anthony J.
, Richard Cipolla 
Subject: Re: BBSR v. Anheuser-Busch

Greg - glad to hear everything is ok. 2:00 pm on Monday works for us.

Get Outlook for iOS

From: Langsdale, Greg 
Sent: Friday, January 19, 2024 2:37:08 PM
To: Amos Friedland ; Mann, Samuel ; KaEe Friel
; Jordana Haviv ; Ted Normand ;
bquarmby@mololamken.com 
Cc: Wallach, Brian ; Boccamazzo, Anthony J.
; Richard Cipolla 
Subject: RE: BBSR v. Anheuser-Busch

[EXTERNAL SENDER]

Thank you for your understanding, all is well here now. Are you available to reconvene on Monday? We
could do 11:30 or 2 pm if either of those Emes work for you.

Regards,

Greg




From: Amos Friedland 
Sent: Friday, January 19, 2024 3:02 PM
To: Langsdale, Greg ; Mann, Samuel ; KaEe Friel
; Jordana Haviv ; Ted Normand ;
bquarmby@mololamken.com
Cc: Wallach, Brian ; Boccamazzo, Anthony J.
; Richard Cipolla 
Subject: Re: BBSR v. Anheuser-Busch

   CauEon: This email originated from outside of CWT. Do not click links or open a9achments unless
   you recognize the sender and know the content is safe.

Ok let us know - we are dialed in.

Amos Friedland
Partner
Freedman Normand Friedland LLP

                                                                                                       5 of 9
99 Park Avenue, Suite 1910
New York, New York 10016
(t) (646) 970-7519
(f) (646) 392-8842
(m) (203) 809-1953

From: Langsdale, Greg 
Sent: Friday, January 19, 2024 2:59:07 PM
To: Mann, Samuel ; KaEe Friel ; Amos Friedland
; Jordana Haviv ; Ted Normand ;
bquarmby@mololamken.com 
Cc: Wallach, Brian ; Boccamazzo, Anthony J.
; Richard Cipolla 
Subject: RE: BBSR v. Anheuser-Busch

[EXTERNAL SENDER]

Amos and team: I apologize for sending this moments before we are set to begin but we have an urgent
family issue I need to a9end to right now relaEng to one of my kids. I will reach back out if this is
resolved quickly but we may need to move to next week. Again, apologies.

Greg




From: Mann, Samuel 
Sent: Thursday, January 18, 2024 8:45 PM
To: KaEe Friel ; Langsdale, Greg ; Amos Friedland
; Jordana Haviv ; Ted Normand ;
bquarmby@mololamken.com
Cc: Wallach, Brian ; Boccamazzo, Anthony J.
; Richard Cipolla 
Subject: RE: BBSR v. Anheuser-Busch

Yes, we will be prepared to discuss search terms.




From: KaEe Friel 
Sent: Thursday, January 18, 2024 4:19 PM
To: Mann, Samuel ; Langsdale, Greg ; Amos
Friedland ; Jordana Haviv ; Ted Normand ;
bquarmby@mololamken.com
Cc: Wallach, Brian ; Boccamazzo, Anthony J.
; Richard Cipolla 
Subject: Re: BBSR v. Anheuser-Busch



                                                                                                        6 of 9
EXHIBIT D
February 2, 2024

VIA E-MAIL


Amos E. Friedland, Esq.
Jordana Haviv, Esq.
Katie Friel, Esq.
Freedman Normand Friedland LLP
99 Park Ave., Suite 1910
New York, NY 10016

Re:     BBSR, LLC v. Anheuser-Busch, LLC
        No. X03-HHD-CV-226166055 S (Conn. Super. Ct.)

Dear Counsel:

         We write in response to BBSR’s letter dated January 26, 2024. I was surprised to receive
a letter from Mr. Friedland purporting to summarize a meet and confer that he did not attend. I
was also disappointed to receive such a letter in the first place, given the conversation we had
with Ms. Haviv and Ms. Friel at the conclusion of the meet and confer on January 22, 2024,
when I thought we were in agreement that it would not be productive to engage in a letter-writing
campaign. Finally, your letter discusses every single Anheuser-Busch discovery response that
BBSR finds unsatisfactory. Those responses were served nearly six months ago. With the
exception of the three interrogatories mentioned on page 2 of your 12-page letter, the parties
have not even conferred on any of those other discovery responses.

        This case presents a narrow and straightforward issue: whether Bon & Viv Spiked Seltzer
was a Boathouse product. It was. Bon & Viv Spiked Seltzer cans bore the name “Boathouse
Beverage LLC.” Mr. Shields’s contemporaneous emails demonstrate that he knew that the
appropriate way to calculate the Earnout was based on sales of Bon & Viv Spiked Seltzer as a
Boathouse product. It was only after Mr. Shields learned of the anticipated introduction of Bud
Light Seltzer that he and other BBSR members decided to concoct a scheme they knew to be
false: that Bon & Viv Spiked Seltzer was not a Boathouse product. This lawsuit is BBSR’s
attempt to monetize that false narrative in order to “get something more from AB” than the tens
of millions of dollars that Anheuser-Busch has already paid under the parties’ contract.




Gregory W. Langsdale Tel +1 202 862-2267 Fax +1 202 862-2400 greg.langsdale@cwt.com
February 2, 2024

        Despite the straightforward nature of this dispute, BBSR set off on a massive fishing
expedition and served 137 discovery requests, many of which are cumulative, duplicative,
irrelevant, grossly overbroad, unduly burdensome, vague, and/or compound, among other things.
Notwithstanding these defects, Anheuser-Busch has agreed to produce troves of documents,
including drafts of the Equity Purchase Agreement (RFP 3); drafts of the Letter of Intent (RFP
4); employment agreements with Mr. Shields (RFP 5); employment agreements with Mr.
Holmes (RFP 5); any formal description of Messrs. Shields’s or Holmes’s roles and
responsibilities (RFP 5); press releases concerning Mr. Shields, Mr. Holmes, SpikedSeltzer, or
Bon & Viv Spiked Seltzer (RFP 11); documents collecting or summarizing consumer feedback
regarding Bon & Viv Spiked Seltzer (RFP 18); documents discussing a “parent” brand for
SpikedSeltzer, including documents referencing “Water Street” (RFP 19); documents discussing
“SPIKEDSELTZER90” (RFP 20); trademark applications for SpikedSeltzer and Bon & Viv
Spiked Seltzer submitted to the U.S. Patent and Trademark Office or its Canadian counterpart
and associated documents received from those entities (RFP 24); and communications with Mr.
Shields and/or Mr. Holmes relating to the calculation of the Earnout (RFP 29); documents
regarding: the negotiation of the Equity Purchase Agreement (RFP 2, 3); the negotiation of the
Letter of Intent (RFP 2, 4); the calculation of the Earnout (RFP 2, 28, 30); the Earnout payment
paid by Anheuser-Busch on January 31, 2022 (RFP 30); the Earnout report sent to BBSR (RFP
30); the Amended Earnout report sent to BBSR on February 23, 2022, and the calculation thereof
(RFP 32); compensation for Mr. Shields (RFP 2); compensation for Mr. Holmes (RFP 2); Mr.
Shields’s involvement in the reformulation of SpikedSeltzer to Bon & Viv Spiked Seltzer (RFP
2); SpikedSeltzer’s trademark, word mark, or trade dress (RFP 6); “Project Siren” and the
repositioning/reformulation of SpikedSeltzer (RFP 12, 15, 22); and Nick Shields’s involvement
in the development, launch, or promotion of Bon & Viv Spiked Seltzer (RFP 16); and documents
sufficient to show: the SpikedSeltzer recipe following the acquisition of Boathouse (RFP 7); the
recipe for Bon & Viv Spiked Seltzer (RFP 15, 22); the Volume of SpikedSeltzer and Bon & Viv
Spiked Seltzer on an annual basis (RFP 9, 17, 33); the budget and resources allocated to
Boathouse products (RFP 10); suggestions to wholesalers to “manage down” inventory of
SpikedSeltzer (RFP 13); the transition of Boathouse Beverage to the Beyond Beer team (RFP
21); the assignment of a Bon & Viv trademark to Boathouse Beverage LLC on or around August
1, 2019 (RFP 25); considerations regarding a “re-release of SpikedSeltzer” (RFP 26, 27); the
date of the introduction of Natural Light Seltzer (RFP 31); and the annual sales volume of Natural
Light Seltzer, Bud Light Seltzer, Bud Light Platinum Seltzer, Michelob Ultra Seltzer, Social
Club Seltzer, Cacti Agave Seltzer, and Year Of Seltzer (RFP 34). We have already reviewed
tens of thousands of documents and will be prepared to begin rolling productions after a
Protective Order is entered by the Court.

      In response to BBSR’s interrogatories, Anheuser-Busch has identified persons involved
in communications with Boathouse representatives prior to the execution of the Equity Purchase



                                                                                           Page 2
February 2, 2024

Agreement (ROG 2); individuals with knowledge relating to the acquisition of Boathouse (ROG
3); individuals who had involvement regarding the Letter of Intent (ROG 5); individuals who
had involvement regarding the Equity Purchase Agreement (ROG 6); persons who participated
in calculating or determining the Earnout payment (ROG 8); persons who have knowledge
relating to the calculation of the Earnout (ROG 10, 11); individuals having knowledge of the
repositioning/reformulation of SpikedSeltzer as Bon & Viv Spiked Seltzer (ROG 12);
individuals with knowledge of the creation or development of Bon & Viv Spiked Seltzer’s trade
dress, trademarks, or logos (ROG 13); individuals with knowledge of the registration of Bon &
Viv Spiked Seltzer’s trade dress, trademarks, or logos with the U.S. Patent and Trademark office
and any international counterpart agency (ROG 14); the flavored alcohol seltzer beverage
products or brands created, launched, or sold by Anheuser-Busch or its affiliates from 2016
through 2021 (ROG 15); individuals who had managerial responsibility for the marketing of Bon
& Viv Spiked Seltzer (ROG 22); and agreed to produce documents sufficient to show the annual
sales volume of SpikedSeltzer, Bon & Viv Spiked Seltzer, Natural Light Seltzer, Bud Light
Seltzer, Social Club Seltzer, Cacti Agave Spiked Seltzer, Bud Light Lemonade Seltzer, and
Michelob Ultra Seltzer (ROG 16); and documents sufficient to show considerations regarding a
“re-release of SpikedSeltzer” (ROG 24). We have also responded to 49 of BBSR’s 60 Requests
for Admission.

        Thus, BBSR’s attempt to mischaracterize Anheuser-Busch’s responses to BBSR’s
myriad discovery requests as deficient is simply not accurate. Moreover, Anheuser-Busch served
its responses and objections to BBSR’s discovery in mid-August 2023. We heard nothing from
BBSR for months. BBSR made no attempt to engage with Anheuser-Busch regarding its
discovery responses until December, when another matter your firm was handling settled. BBSR
then sent a list of proposed search terms and custodians the day before Christmas Eve. We are
committed to engaging with you in good faith to resolve discovery disputes, but please do not
attempt to suggest that Anheuser-Busch has been dilatory in any way, particularly given the
manner in which BBSR has proceeded (or not proceeded) as the plaintiff in this matter.

       January 22, 2024 Meet and Confer re: Anheuser-Busch’s Discovery Responses

      We discussed three of BBSR’s interrogatories to Anheuser-Busch at our January 22,
2024 meet and confer, and respond to your letter concerning those interrogatories below:

       Interrogatory No. 22. We have identified persons of whom we are currently aware who
had managerial responsibility for the marketing of Bon & Viv Spiked Seltzer. We will amend
the answer if and when necessary based on our ongoing investigation.




                                                                                         Page 3
February 2, 2024

        Interrogatory No. 21. This interrogatory asks Anheuser-Busch to “Identify all
employees, agents, or consultants of Anheuser-Busch with knowledge (actual, constructive,
direct, or indirect) of the marketing of SpikedSeltzer during the Relevant Period.” We do not
agree that the “marketing of SpikedSeltzer” is “plainly relevant” to “whether Bon & Viv and
SpikedSeltzer were Competitive Products,” as you argue, nor does it have any relevance to
whether Bon & Viv Spiked Seltzer was one of “the Company’s products or brands.” (EPA §
2.10(b).) We agreed to produce documents relating to “Project Siren” and the
repositioning/reformulation of SpikedSeltzer, as well as documents sufficient to show
considerations regarding a “re-release of SpikedSeltzer.” The distinction between Interrogatory
No. 21 and Interrogatory No. 22 is clear—marketing efforts behind SpikedSeltzer in 2016, 2017,
and 2018 prior to the reformulation and repositioning to Bon & Viv Spiked Seltzer have nothing
to do with whether Bon & Viv Spiked Seltzer is a Boathouse product, and any probative value
is outweighed by the burden of sifting through years’ worth of marketing-related documents. On
the other hand, it is at least conceivable that Interrogatory No. 22 may shed light on the that
issue.

        Interrogatory No. 25. This interrogatory asked Anheuser-Busch to “Identify all persons
with knowledge (actual, constructive, direct, or indirect) of consumer feedback and responses to
SpikedSeltzer and other Anheuser-Busch/Constellation Brands alcoholic seltzer products
including, but not limited to, Bon & Viv, Natural Light Seltzer, Bud Light Seltzer, Corona Hard
Seltzer, Michelob Ultra Seltzer, Social Club Seltzer, Model Ranch Water, Cacti Agave Spiked
Seltzer, and Svedka Spiked Seltzer during the Relevant Period.” As noted in our objection and
during the meet and confer, several of these products are not even Anheuser-Busch products.
And as we also mentioned, it would be burdensome and impractical to attempt to list the names
of every person who, for example, may have answered a consumer’s call to a 1-800 number. In
response to Document Request No. 18, we agreed to produce documents collecting or
summarizing consumer feedback regarding Bon & Viv Spiked Seltzer. That should be more than
sufficient at this point.

      Anheuser-Busch Responses and Objections About Which The Parties Have Not Met
and Conferred.

        The remainder of your letter lists every Anheuser-Busch discovery response with which
BBSR is dissatisfied. The parties have not conferred regarding any of these requests. Anheuser-
Busch has repeatedly offered to meet and confer regarding any particular document request,
interrogatory, or request for admission that BBSR would like to discuss, and we remain willing
to do so. However, we do not believe it is a productive use of the parties’ time to exchange letters
without meeting and conferring.




                                                                                             Page 4
February 2, 2024

       It is, however, worth making a few points. First, it is well-settled that the proponent of a
discovery request has the burden of articulating the relevance of their respective requests to the
causes of action that remain pending, not some abstract notion of what might be pertinent to
tangential references in the Complaint that have no bearing on the case’s outcome. See, e.g.,
Berger v. Cuomo, 230 Conn. 1, 6–7, 644 A.2d 333, 337 (1994). “Discovery is confined to facts
material to the plaintiff’s cause of action and does not afford an open invitation to delve into the
defendant’s affairs. A plaintiff must be able to demonstrate good faith as well as probable
cause that the information sought is both material and necessary to his action. A plaintiff
should describe with such details as may be reasonably available the material he seeks and should
not be allowed to indulge a hope that a thorough ransacking of any information and material
which the defendant may possess would turn up evidence helpful to his case.” Id. (cleaned up)
(emphasis added). BBSR has not done that.

        Second, your complaint that “it appears AB does not yet know the number—or even an
estimate of the number—of individuals that would be covered by [interrogatories that have been
objected to]” puts the cart before the horse. As we have explained in our meet and confers, many
of the interrogatories are so broadly phrased that compliance would require the names of
hundreds of current and former employees. Such overbroad requests are unreasonable,
burdensome, and not reasonably calculated to lead to the discovery of admissible evidence. The
only way to tell you how many people would have to be identified in response to certain
interrogatories would be to turn the Company upside down in an attempt to identify those
hundreds of names. The example I provided at the meet and confer was individuals who may
have answered calls from consumers to 1-800 numbers to provide feedback about products. We
do not have the names of every person who answered Anheuser-Busch’s 1-800 number over a
6+ year period. The burden and expense of identifying those individuals would far outweigh any
probative value (there is none) of providing that discovery. In any event, none of the objections
to interrogatories are based solely on burden.

         Third, your statement “it appears that AB has not run searches for responsive documents
to date” and that Anheuser-Busch’s efforts to narrow the burden imposed by BBSR’s proposed
search terms is “entirely arbitrary” (Ltr. at 6) is not accurate and is also contrary to what we said
at the meet and confer. As we stated, we have tested your proposed search terms over documents
from a sample of five custodians in order to inform our response to your search terms and to
assist in assessing the burden of requests for production subject to dispute.

       We are committed to proceeding in good faith and are willing to meet and confer
regarding our discovery responses.




                                                                                              Page 5
February 2, 2024

          Search Terms

        By email on January 26, 2024, Ms. Haviv asked whether any of Anheuser-Busch’s
revisions to the search terms suggested by BBSR were based on relevance. The answer is yes
given Anheuser-Busch’s careful effort to narrow the scope of numerous terms while maintaining
core concepts of terms that may be in scope, as opposed to completely striking other terms.
Nevertheless, in order to be transparent, the following terms were struck (at least in part) due to
lack of relevance:

         Term 191