Hagele

I.

FACTUAL AND PROCEDURAL

BACKGROUND

Hagele is an attorney. According to his complaint, the three parties in this action all held or acquired ownership interests in a company doing business as the Cigar Bar and Grill in San Francisco. The complaint alleged

1 “SLAPP is an acronym for ‘strategic lawsuit against public

participation.’ ” (Jarrow Formulas, Inc. v. LaMarche (2003) 31 Cal.4th 728, 732, fn. 1.) The anti-SLAPP motion was brought under Code of Civil Procedure section 425.16 (the “anti-SLAPP statute”). All undesignated statutory references are to the Code of Civil Procedure.

1 that the parties used company credit cards for personal expenses and treated them as membership distributions, although the complaint acknowledged that Hagele’s personal expenditures were “historically greater than Kahn or Rideout’s.” The complaint stated that the parties agreed to an arrangement for equalizing payments to account for their personal-expenditure debts. In 2019, a purported agreement was allegedly entered under which Kahn would accept a 10 percent increase in the membership interest to be “funded by Hagele deducting $115,000 from Kahn’s share of the equalizing payments.” The…