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NEW ENTERPRISE ASSOCIATES 14, L.P. v. RICH

C.A. No. 2022-0406-JTL.

292 A.3d 112 (2023)

NEW ENTERPRISE ASSOCIATES 14, L.P., NEA Ventures 2014, L.P., NEA:Seed II, LLC, and Core Capital Partners III, L.P., Plaintiffs, v. George S. RICH, Sr., David Rutchik, Josh Stella, Fugue, Inc., GRI Ventures, LLC, JMI Fugue, LLC, Rich Family Ventures, LLC, and Rutchik Descendants' Trust, Defendants.

Court of Chancery of Delaware.

Date Decided: March 9, 2023.

Attorney(s) appearing for the Case

C. Barr Flinn , Paul J. Loughman , Michael A. Carbonara, Jr. , YOUNG CONAWAY STARGATT & TAYLOR, LLP, Wilmington, Delaware; Michele D. Johnson , LATHAM & WATKINS LLP, Orange County, California; Eric Leon , Nathan Taylor , Meredith Cusick , Amanda R. Kurzydlowski , LATHAM & WATKINS LLP, New York, New York; Counsel for Plaintiffs.

John P. DiTomo , Sebastian Van Oudenallen , MORRIS, NICHOLS, ARSHT & TUNNELL LLP, Wilmington Delaware; Patrick Montgomery , Paul Weeks , KING & SPALDING LLP, Washington, DC; Counsel for Defendants.

OPINION ADDRESSING MOTION TO DISMISS UNDER RULE 12(b)(6)

Fugue, Inc. (the "Company") is a startup that spent six months looking for a buyer. No one was interested. After declaring the sale process a failure, the Company needed capital.

Management represented that a financing round led by an investor named George Rich...

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