Norman An Wins Breach Verdict in Club Sense Sale Dispute

Case Background

In May 2023, Norman An, the president of Red Nat Inc., negotiated to buy Club Sense, a karaoke bar in Sunnyvale, from Lisa Fang’s company, Red Ling Inc. The agreed price was $200,000, which covered the club’s equipment, inventory, goodwill, tradename, and a valuable Alcoholic Beverage Control license. Both sides signed a buy–sell agreement that clearly listed the business assets and confirmed that the ABC license accounted for most of the purchase value. The closing was supposed to be simple: the seller would sign escrow papers, the buyer would deposit the funds, and the liquor license transfer would be completed.

Norman paid $160,000 toward the price and signed the Liquor License Transfer Escrow instructions. But Fang allegedly refused to sign the final transfer documents, even after repeated requests. According to An, her refusal left him without control of the bar or the license he needed to operate. The delay threatened his ability to sell alcoholic beverages, which he said would cripple, if not destroy, his planned business operations. Fang denied wrongdoing and claimed An had not fulfilled all conditions necessary for closing.

By December 2023, An and Red Nat Inc. filed a lawsuit in Santa Clara County Superior Court. They sought specific performance to force completion of the sale, an injunction preventing Fang from canceling the transfer, damages for fraud, and compensation for breach of contract. Fang answered in January 2024 with a general denial, asserting multiple defenses. She cla