EFTA00961943.pdf

From: Cecile de Jongh To: JEE [email protected]> Cc: Jeanne Brennan < >, Richard Kahn Subject: Fwd: AYH Date: Fri, 31 May 2013 08:53:03 +0000 Attachments: Deed_signed_and_attested_with_Tax_Letters_(1-5-07).pdf; Bill_of_Sale_Fixed_ Fixed Assets AYH_(1-18-07).pdf; Assignment_of Coastal_Zone_Mgmt_Permits_(12-13-06).pdf; Assignie_Assump_of Material_Contracts,filip_Agreements_and_Leases_(1 -18-07).pdf; Purchase_and_Sale_Agreement_AYH_10-23-06.pdf We have all of this with the exception of the Bill of Sale. I think I should reiterate that we need the closing does from the 1/17/07 transfer of title and the later closing with Banco Popular along with the appraisal. Also, a copy of a canceled check(s) in the amount of $25,500,000 from IGY-AYH Acquisitions to MOF VI. This was a private sale (no bank involvement) in 1/17 but there must be a closing statement which lists all costs, fees etc. At the end of the day, I think the does should roughly show: JE investment $5,100,000 AF investment $5,100,000 Banco Loan. $15,300,000 Purchase amt. $25,500,000 JE put in about $12,750,000 (half of the "value") and later, when the Banco financing was concluded, he got back about $7,650,000 from the proceeds. The question is, how could the bank support a $15,300,000 loan on a property that, on record (based on the last deed) is valued at only $6 million? Jeffrey, if you are a 50% owner and signed loan does, we can ask the bank for the closing information. Thoughts? With warm regards, Cecile Sent from my iPhone Begin forwarded message: From: "Garrison, Frank" Date: May 30, 2013, 10:50:45 PM GMT-04:00 To: Cecile de Jongh Cc: "Garrison, Frank" EFTA00961943 Subject: FW: AYH Cecile, See below which includes both the Purchase and Sale Agreement as well as the actual transfer documents. The transfer documents, other than the deed, only recite nominal consideration. I don't know what is customary in the USVI but similar documents in the U.S. depending upon jurisdiction, also recite nominal consideration on their face. Frank Frank M. Garrison Island Capital Group LLC One American Center 3100 West End Ave Suite 1230 Nashville, TN 37203 From: Lande, Mark Sent: Thursday, May 30, 2013 2:10 PM To: Garrison, Frank; Jennifer Greene Cc: Mukamal, Tom Subject: RE: AYH The deed is for a lesser amount - $6.1 million. Bill of Sale — nominal consideration Assignment and Assumption of Material Contracts, Slip Agreements and Leases — nominal consideration Assignment of CZM Permits — nominal consideration P&S Agreement - $25.5 million — Section 2.04 (you probably already have) This message, and any attachments hereto, is confidential and intended exclusively for the use of the individual or entity to whom it is addressed. This communication may contain information that is confidential, proprietary, privileged, subject to a confidentiality and/or non-disclosure agreement, or otherwise exempt or protected from disclosure (either by contract or under applicable law). If you are not the intended recipient, you are hereby notified that printing, retaining, reproducing, copying, disclosing, disseminating or using this message or any information contained herein (including any reliance thereon) is strictly prohibited. If you have received this message in error, please contact the sender immediately and destroy the message (including any attachments) and any copies in their entirety, whether in electronic or hard copy format. Nothing contained in this e-mail shall be considered a legally binding agreement, amendment or modification of any agreement with Island Capital Group LLC or any of its affiliates, each of which requires a fully executed agreement to be received by Island Capital Group LLC or such affiliate. EFTA00961944