Boldy and others were franchisees of McConnell’s who sued the company claiming that the franchise agreement constituted an unregistered security under federal securities laws. Although franchise agreements have not normally fallen under federal securities laws, Boldy claimed that the co-mingling of funds before start-up, and the application of the risk capital test brought this particular agreement under federal securities laws.
Full case also available here: http://www.mlmlegal.com/legal-cases/boldy_v_mcconnells_fine_ice_creams.php
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