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CAUTION: THIS DOCUMENT HAS NOT YET BEEN REVIEWED BY THE COUNTY CLERK. (See below.)NYSCEF DOC. NO. 1INDEX NO. UNASSIGNEDRECEIVED NYSCEF: 12/03/2020(c) the Trusts3 retain a five percent ownership interest in the SI Yankees (the “OwnershipInterest”) in “order to ensure that the SI Yankees remain[ed] a Yankees affiliateand that its business affair[]s are run properly . . . .”5.Most importantly, the NY Yankees promised that as long as the NY Yankeescontinued to hold the Ownership Interest (which they still do through the Trusts), the NYYankees would remain affiliated with the SI Yankees and would provide the SI Yankees withplayers and coaches. In reliance on this and other promises, Nostalgic purchased the SI Yankees,entered into financial commitments, and operated the SI Yankees in good faith for nine years.6.Defendants, however, have engaged in anything but good faith. DespiteDefendants’ numerous promises to the SI Yankees, Defendants have taken – in just the last fewmonths – unilateral and unauthorized actions to effectively dissolve the NY-Penn League, endtheir affiliation with the SI Yankees, kick the SI Yankees out of the SI Stadium, deny the SIYankees any future players or coaches, and put the SI Yankees out of business. These actions areunlawful, giving rise to the claims asserted herein.7.As demonstrated in more detail below, Defendants’ actions in rejecting theiraffiliation with the SI Yankees – and in breaching the promises that Defendants have repeatedlymade to the SI Yankees – have caused the SI Yankees significant harm. Accordingly, Plaintiffshave brought this action seeking actual and punitive damages against Defendants, in an amountto be determined at trial, but which exceeds 20 million.3The Trusts and the NY Yankees are not independent actors. The Trusts are entities which control shares of the NYYankees. Furthermore, internal documentation regarding the Trusts, including the Subscription Agreement definethe Trusts as the “New York Yankees.”This is a copy of a pleading filed electronically pursuant to-4-New York State court rules (22 NYCRR §202.5-b(d)(3)(i))which, at the time of its printout from the court system's electronic website, had not yet been reviewed andapproved by the County Clerk. Because court rules (22 NYCRR §202.5[d]) authorize the County Clerk to rejectfilings for various reasons, readers should be aware that documents bearing this legend may not have been7 ofaccepted for filing by the County Clerk.46

CAUTION: THIS DOCUMENT HAS NOT YET BEEN REVIEWED BY THE COUNTY CLERK. (See below.)NYSCEF DOC. NO. 1INDEX NO. UNASSIGNEDRECEIVED NYSCEF: 12/03/2020PARTIES8.Plaintiff Nostalgic Partners, LLC, d/b/a the Staten Island Yankees, is a limitedliability company organized under the laws of the State of Delaware with its principal place ofbusiness located at 75 Richmond Terrance, Staten Island, New York 10301.9.Defendant New York Yankees Partnership is a partnership organized under thelaws of the State of Ohio with its principal place of business at Yankee Stadium, 1 East 161stStreet, The Bronx, New York 10451, and a member of MLB.10.Upon information and belief, Defendant Charles Norman Stallings (the “Trustee”)is the trustee of the Trusts, which are for the benefit of one or more members of the Steinbrennerfamily, who are the controlling shareholders of the NY Yankees. Upon information and belief,The Trustee resides in Tampa, Florida.11.Defendant the Office of the Commissioner of Baseball is an unincorporatedassociation with its principal place of business at 1271 Avenue of the Americas, New York, NewYork 10020, and whose members are the thirty Major League Baseball teams (including the NYYankees).JURISDICTION AND VENUE12.This court has personal jurisdiction over the NY Yankees and MLB pursuant toCPLR § 301 because the NY Yankees and MLB have offices, and regularly transact business, inNew York.13.This court has personal jurisdiction over the Trustee pursuant to CPLR § 302because, upon information and belief, the Trustee transacts business in New York State,regularly does business in New York State, derives substantial revenue from goods used orconsumed and services rendered in New York State, is employed by the NY Yankees, aThis is a copy of a pleading filed electronically pursuant to-5-New York State court rules (22 NYCRR §202.5-b(d)(3)(i))which, at the time of its printout from the court system's electronic website, had not yet been reviewed andapproved by the County Clerk. Because court rules (22 NYCRR §202.5[d]) authorize the County Clerk to rejectfilings for various reasons, readers should be aware that documents bearing this legend may not have been8 ofaccepted for filing by the County Clerk.46

CAUTION: THIS DOCUMENT HAS NOT YET BEEN REVIEWED BY THE COUNTY CLERK. (See below.)NYSCEF DOC. NO. 1INDEX NO. UNASSIGNEDRECEIVED NYSCEF: 12/03/2020company located in New York State, owns and/or oversees assets in New York State, andengaged in tortious conduct in New York State. Furthermore, the injuries alleged herein causedby the Trusts and the Trustee occurred within New York State.14.Venue in this Court is proper pursuant to CPLR § 503(a) because MLB has itsprincipal place of business in New York County.FACTUAL ALLEGATIONSI.BackgroundA.The History Of MLB And MiLB15.The SI Yankees are a professional MiLB team and a member of the NationalAssociation, an umbrella organization that represents MiLB leagues and teams in their specialrelationships with MLB and its teams.16.In 1903, the National Association and MLB first entered into a joint ventureagreement to sponsor professional baseball and support the promotion of talented baseballplayers from MiLB teams to MLB. For the past 117 years, MiLB teams like the SI Yankees haveoperated as independent businesses, but their business has been inextricably intertwined with thatof MLB.17.The joint venture relationship between MLB and MiLB was embodied fordecades in what was known as the Professional Baseball Agreement (“PBA”). The PBAprovided a high-level outline of the terms of the MLB/MiLB relationship and incorporated theMajor League Baseball Rules (“MLR”) as the by-laws governing the joint venture. Pursuant toRule 56 of the MLR, each MiLB club also signed an addendum to the MLR, known as a PlayerDevelopment Contract (“PDC”) with the MLB team with which it was affiliated. The PDCThis is a copy of a pleading filed electronically pursuant to-6-New York State court rules (22 NYCRR §202.5-b(d)(3)(i))which, at the time of its printout from the court system's electronic website, had not yet been reviewed andapproved by the County Clerk. Because court rules (22 NYCRR §202.5[d]) authorize the County Clerk to rejectfilings for various reasons, readers should be aware that documents bearing this legend may not have been9 ofaccepted for filing by the County Clerk.46

INDEX NO. UNASSIGNEDCAUTION: THIS DOCUMENT HAS NOT YET BEEN REVIEWED BY THE COUNTY CLERK. (See below.)NYSCEF DOC. NO. 1RECEIVED NYSCEF: 12/03/2020formalized the affiliation between MiLB and MLB teams and provided that MLB-contractedplayers would play for affiliated MiLB teams.18.As part of the PBA, MiLB teams paid MLB eight percent of their ticket sales,which sales constituted the overwhelming majority of most MiLB teams’ revenue.19.The PBA, and the joint venture it represented, were extraordinarily successful,and professional baseball in North America has expanded significantly since 1903, growing to asystem of 30 MLB and 160 MiLB teams. The 160 MiLB teams operate in 20 minor leagues,which are located in the United States, Canada and Mexico.20.Through the system memorialized in the PBA, MLB teams fostered anddeveloped their pool of baseball recruits without the cost and expense of operating MiLB teams.MiLB teams benefited by having the opportunity to provide professional baseball games to theirlocal communities, with an affiliated MLB team to assist in obtaining players and coaches,marketing endeavors, and financial commitments. Of course, fans benefited the most: at minorleague games, they got to watch new MLB prospects and see MLB players who had beenreturned to the minor leagues for injury rehabilitation or further training. Indeed, nearly everyMLB player has spent time developing his talent in one or more minor leagues – Mickey Mantledeveloped his future hall-of-fame talent in Joplin, Missouri for the Joplin Miners in 1950, andDerek Jeter spent 1992 in Greensboro, North Carolina playing for the Greensboro Hornets. As anMLB official recently acknowledged, this system created a “partnership” between MLB andMiLB.44Why MLB’s Minor Leagues As You Know Them Will End Sept. 30, ESPN (Sept. 3, 2020; 8:00 AM),https://www.espn.com/mlb/story/ 0.This is a copy of a pleading filed electronically pursuant to-7-New York State court rules (22 NYCRR §202.5-b(d)(3)(i))which, at the time of its printout from the court system's electronic website, had not yet been reviewed andapproved by the County Clerk. Because court rules (22 NYCRR §202.5[d]) authorize the County Clerk to rejectfilings for various reasons, readers should be aware that documents bearing this legend may not have been10 of 46accepted for filing by the County Clerk.

CAUTION: THIS DOCUMENT HAS NOT YET BEEN REVIEWED BY THE COUNTY CLERK. (See below.)NYSCEF DOC. NO. 121.INDEX NO. UNASSIGNEDRECEIVED NYSCEF: 12/03/2020And MLB got rich along the way. As the only major professional baseball leaguein North America, MLB teams sold nearly 70 million tickets to their games in 2019. 5 In 2018,MLB’s revenue exceeded 10 billion, which represented a 70 percent increase over the priordecade, largely due to the ever-increasing media rights fees paid by broadcast networks toprofessional sports leagues.6 Not surprisingly, franchise values for the 30 MLB teams have risendrastically during MLB’s joint venture with MiLB. Forbes recently estimated that the combinedvalue of all 30 teams exceeds 54 billion.7 The NY Yankees, as just one example, are valued at 5 billion, representing a nine percent increase from just last year notwithstanding the fact thatwe are in the middle of a pandemic.8 As businesses across our country continue to flounder,MLB’s business is skyrocketing.22.Nonetheless, MLB wants to get richer still. Unsatisfied with its billions inrevenues, MLB is now trying to destroy the independence of MiLB and, in doing so, put 40MiLB teams into insolvency. In September 2020, MLB let the last PBA expire and made it clearthat they have no intention of ever entering into another one with MiLB. Why? The PBA –although promoting an extraordinary successful joint venture – kept MiLB independent fromMLB. And MLB, in a move to further enrich itself, now wants to control, and not just partnerwith, MiLB.5Juliette Love, How Popular Is Baseball, Really?, N.Y. TIMES (Oct. 22, 2019), .6In 2018, MLB signed a new broadcast agreement that was worth approximately 5.1 billion from Fox Sports alone,which does not include other national and local broadcast partners. See Maury Brown, With TBS Renewal, MLBCould See 2 Billion Annually From National TV Contracts, FORBES (June 14, 2020; 3:36 PM), ational-tvcontracts/#15e61ff74411.7The Business of Baseball, FORBES, erall (last visited December3, 2020).8Id.This is a copy of a pleading filed electronically pursuant to-8-New York State court rules (22 NYCRR §202.5-b(d)(3)(i))which, at the time of its printout from the court system's electronic website, had not yet been reviewed andapproved by the County Clerk. Because court rules (22 NYCRR §202.5[d]) authorize the County Clerk to rejectfilings for various reasons, readers should be aware that documents bearing this legend may not have been11 of 46accepted for filing by the County Clerk.

INDEX NO. UNASSIGNEDCAUTION: THIS DOCUMENT HAS NOT YET BEEN REVIEWED BY THE COUNTY CLERK. (See below.)NYSCEF DOC. NO. 1RECEIVED NYSCEF: 12/03/2020B.MLB’s Effort To Take Over MiLB23.In 2019, MLB began negotiations with the National Association for what wassupposed to be a new PBA. However, it soon became clear that MLB had no interest incontinuing its joint venture with MiLB and, instead, had been secretly planning for years totakeover MiLB and reduce the number of MiLB teams (the “Takeover Proposal”). In theTakeover Proposal, MLB proposed to: (a) reorganize MiLB into just a handful of leagues (fromthe current 20 leagues) with a total of 120 affiliated MiLB teams (the “Remaining Teams”); and(b) end its affiliation with 40 other MiLB teams (the “Ousted Teams”). The PBA system, basedon an independent MiLB, would be replaced by a system where MLB directly controls minorleague baseball, and MLB would deal with individual MiLB owners on a team-by-team basis,maximizing leverage and control for the MLB clubs while destroying the balance of powerMiLB clubs received from having the National Association protect their interests.24.In 2019, for the 15th straight year, more than 40,000,000 fans attended gamesplayed by the 160 MiLB teams, most located in smaller cities and communities throughout theUnited States. Now 25 percent of those MiLB teams will disappear. There is no rationaleconomic reason for MLB’s conduct.9 MLB, including the NY Yankees and the Trusts, does notcare: They intend to breach their numerous obligations to MiLB and, as noted above,economically cripple and “divide and conquer” MiLB teams if they do not agree to the TakeoverProposal.9Indeed, Congress has taken various steps to intervene in MLB’s unfair contraction efforts. In a letter sent to theCommissioner of Baseball and all 30 MLB teams, more than 100 members of Congress wrote that “[t]heseprofessional baseball clubs are vital components of our communities because they provide affordable, familyfriendly entertainment to members of our communities, support scores of allied businesses, employ thousands ofindividuals, donate millions of dollars in charitable funds, and connect our communities to Major League Baseball.”See Letter to Comm’r Manfred, Comm’r, MLB, from Members of Congress (Nov. 19, 2019), available athttps://trahan.house.gov/uploadedfiles/trahan mckinleymlb letter.pdf.This is a copy of a pleading filed electronically pursuant to-9-New York State court rules (22 NYCRR §202.5-b(d)(3)(i))which, at the time of its printout from the court system's electronic website, had not yet been reviewed andapproved by the County Clerk. Because court rules (22 NYCRR §202.5[d]) authorize the County Clerk to rejectfilings for various reasons, readers should be aware that documents bearing this legend may not have been12 of 46accepted for filing by the County Clerk.

INDEX NO. UNASSIGNEDCAUTION: THIS DOCUMENT HAS NOT YET BEEN REVIEWED BY THE COUNTY CLERK. (See below.)NYSCEF DOC. NO. 125.RECEIVED NYSCEF: 12/03/2020The SI Yankees are one of the 40 Ousted Teams. That the Takeover Proposalmeans the “immediate cessation” of the SI Yankees and all Ousted Teams’ business has beenmade clear in the National Association’s communications with MLB:“MLB’s position that its ‘Dream League’ concept would save the contractedcommunities from losing their professional teams is simply wrong. The economicrealities of operating affiliated and non-affiliated professional baseball teams arevery different. MiLB owners have extensive knowledge and experience inoperating teams in both circumstances. There is little doubt that very fewcurrently affiliated short season franchises would have any realistic hope ofsurviving under this seriously flawed concept. The actual history of independentfranchises in similar markets that were started (and folded) in the modern eraemphasizes the point. For these reasons, MiLB believes that MLB should stoppromoting this ‘Dream League’ concept, which serves no purpose other than toprovide false hope to communities that will most certainly suffer the loss of theirprofessional teams.”10II.Defendants’ Promises To The SI Yankees26.Whatever impact Defendants’ conduct has on the other Ousted Teams,Defendants – in terminating their affiliation with the SI Yankees – have breached numerouspromises they made to the SI Yankees and otherwise engaged in unlawful conduct.A.Defendants Put Up The SI Yankees For Sale27.In 2006, the NY Yankees and the Trusts purchased a controlling interest in the SIYankees and brought in Mandalay Baseball Properties, LLC (“MBP”) as a partial owner of theteam. MBP, the Trusts, and the NY Yankees’ interests in the SI Yankees were held through alimited liability company, SIMLH.28.In 2011, SIMLH, on behalf of itself, the Trusts, and the NY Yankees, prepared anOffering Memorandum (“Offering Memo” or “OM”) for prospective buyers. Upon informationand belief, the Offering Memo was created by SIMLH with the Trusts and the NY Yankees’ full10Letter from Pat O’Conner, President, MiLB, to Rob Manfred, Comm’r, MLB (Jan. 23, 2020), available fred.This is a copy of a pleading filed electronically pursuant toNew York State court rules (22 NYCRR §202.5-b(d)(3)(i))-10which, at the time of its printout from the court system's electronic website, had not yet been reviewed andapproved by the County Clerk. Because court rules (22 NYCRR §202.5[d]) authorize the County Clerk to rejectfilings for various reasons, readers should be aware that documents bearing this legend may not have been13 of 46accepted for filing by the County Clerk.

INDEX NO. UNASSIGNEDCAUTION: THIS DOCUMENT HAS NOT YET BEEN REVIEWED BY THE COUNTY CLERK. (See below.)NYSCEF DOC. NO. 1RECEIVED NYSCEF: 12/03/2020knowledge, supporting information and documentation, material oversight, and approval. TheOffering Memo emphasized the strong ties between the NY Yankees and SI Yankees, and setforth details of how the NY Yankees and the Trusts intended to keep those ties in place in thefuture. Upon information and belief, the Offering Memo was provided to MLB, MiLB and t

New York, New York 10036 Telephone: (646) 219-1977 Email: jquinn@bafirm.com mfay@bafirm.com eburgess@bafirm.com Weil, Gotshal & Manges LLP David J. Lender Zachary A. Schreiber 767 Fifth Avenue New York, New York Telephone: (212) 310-8000 Email: david.lender@weil.com zach.schreiber@weil.com Counsel for Plaintiff