The amended complaint names it “the Fraud Scheme”: eight steps, in order. The fact-checks were already on file.

The lure

BAM’s 2023 FDD Item 19 represented average annual gross revenue of $508,002.62 per location, range $182,359.52 to $986,179.05.fact checkconfirmed The figures are gross revenue only; Item 19’s own fine print concedes they “do not reflect any of the costs of sales, operating expenses or other costs or expenses.”fact checkprimary source The complaint says BAM presented the numbers as indicative of profitability, coupled with representations that the stores were “authorized LEGO resellers”fact checkprimary source and that Salem was “turnkey.” And it adds a detail with teeth: the FDD and prospectus were delivered through BAM’s own corporate Slack and the store’s email account, both of which BAM cut off at the seizure, so “the materials that induced the purchase are today in BAM’s exclusive possession.”

The target profile

The sales effort aims at first-time franchise owners investing personal savings, without franchise counsel, facts BAM learns from its own application process. The Salem plaintiffs fit: over $200,000 of personal resources, first franchise. The complaint says the Canby, Oregon franchisee fit “more starkly still: a woman over 65, in poor health, who invested life savings exceeding $120,000,” citing her own suit, which this site hosts (Clackamas County No. 24CV06902). “The scheme depends on counterparties who cannot easily absorb the loss or finance the litigation needed to contest it.” That sentence is the pleading’s theory of victim selection; it is theirs to prove.

Engineered dependence

The purchase agreement conveyed the store’s bank accounts, social accounts, and lease rights, and BAM never conveyed them.fact checkconfirmed It kept the bank account, kept the lease in its own name, and retained the point-of-sale, email, and bookkeeping access it would later revoke at will.fact checkconfirmed The complaint’s reading: “The retention was not sloppiness; the retained controls are the tripwires of the scheme.”

Manufacturing the breach

The withheld controls “did exactly what they were designed to do.” The frozen account disrupted payments and their documentation; the lease held in BAM’s name generated “rent arrears” on an obligation BAM itself controlled; the withheld systems prevented the clean records BAM would later demand. Every default cited in the November 14, 2024 termination letter, the complaint says, traces to an asset or control BAM promised to convey and did not: defaults of BAM’s own making.fact checkconfirmed

The lull

While the engineered defaults accumulated, BAM accepted restructured payments, retracted claimed defaults in writing, and encouraged the owners to keep investing, which “kept the store’s value growing for the harvest.” On the recorded takeover-day call, BAM’s Director of Operations told them they “did the work, kept the store open.” The complaint pleads the store’s monthly sales rose from about $10,000 to a sustained $20,000 to $25,000, roughly half the revenue rate Item 19 advertised, and notes the proof sits in point-of-sale data and royalty ledgers “that BAM seized and retains.”

The pre-arranged successor

And here the record is registry paper: Baker Bricks, LLC was organized May 2, 2024, more than six months before the termination, while BAM was still accepting the restructured payments. Brandon Best, acting as BAM’s contracted “inventory inspector,” was given access to the store and conducted an inventory, which the complaint calls “acquisition due diligence dressed as franchise compliance.”fact checkconfirmed Salem-Baker’s assumed-business-name registration followed on November 15, 2024, the day after the seizure; the purchase agreement followed on March 27, 2025.

The ambush

On November 14, 2024, BAM terminated and seized the store without prior notice or a genuine chance to cure, in a takeover its Director of Operations directed by phone.fact checkprimary source The asserted debt moved as it went: approximately $97,393.70 in the termination letter, “about $100,000” on the recorded call the same day, “exceeding $175,000” later.fact checkconfirmed The complaint’s phrase for it: “the arithmetic of pretext, not of an account stated.”

The harvest

BAM kept everything. The franchise-fee economics built into the purchase, the purchase price with its interest-bearing note, the inventory and equipment, consigned LEGO merchandise,fact checkprimary source customers’ layaway goods, and the going-concern value of the store. Against all of it, in its own verified pleading in the Schneider action, BAM credited “an estimated $38,000 paltry value,” which the complaint calls “a self-serving write-down that converts a six-figure seizure into a purported deficiency.” BAM then claimed liquidated damages while, the complaint says, refusing the appraisal and fair-market-value purchase its own contract required.