EFTA02570836.pdf

From: jeffrey E. <[email protected]> Sent: Sunday, November 5, 2017 5:33 PM To: David Mitchell Subject: Re: Response, Do i understand correctly that you are demanding an u=front payment of 700k with no accounting , but only a rough budget. = It appears you are unwilling to detail where the money =s to go? to whom and specifically for what.? as =AO we are willing to provide the checks in advance , your position =eems based on some misunderstanding. However, If you decide to walk=out on your written agreements and verbal commitment I can only =AO assume you are willing to accept the full liability for doi=g so. On Sun, Nov 5, 2017 at 12:12 PM, David Mitchell > wrote: DAVID MITCHELL Mitchell Holdings LLC 801 Madison Avenu= <https://maps.google.com/?q=801+Madison+Avenue%C2%A0%0D+Ner+York+NY+10065+%0D+USA&entry=gmail&sour ce=g> New York NY 10065=/a> <https://maps.google.com/?q=801+Madison+Avenue%C2%A0%0D+Ne=+York+NY+10065+%0D+USA&entry=gmail&sour ce=g> USA <https://maps.google.com/?q=801+Madison+Avenue%C2%A0%0D+Ne=+York+NY+10065+%0D+USA&entry=gmail&sour ce=g> Begin forwarded message: From: Stephen Hanson target=» Date: November 5 2017 at 12:01:33 PM EST To: David Mitchell Cc: "Randolph. / David Life Laywer 17 / Amengual" HOWIE/ SUE MUCH Mirium / h=wie muchnick < <mailt Shanson900 u ect: e: Response, The below is not accurate or acceptable EFTA_R1_01739024 EFTA02570836  You have had the restaurant detailed budget for months - many revisio=s - you have dealt with ALAN on revisions many times via email — s=ems like another of your stall tactics that I have seen you do with the co=tractors I think it best I respond to you through lawyers as it seems I =ill not be able to proceed for lack of funding - or completion of restaura=t spaces seems best -we now need to part ways - do not count on me being=on site Let's review how you think Best to tell restaurant employees = especially after Friday when you insured they would be fully funded - you=told them to ramp up get ready to open in under 3 weeks I find=you where totally Disingenuous Let's hear your separation plan on Monday and we can tell the= on Tuesday as Monday is a huge PR event for the hotel and restaurant Then lees review - now you have just paid the door past moni=s due - they need to review how we will announce - that I will not be open=ng a restaurant- maybe they will have a good approach - first thing = Tuesday we should set up a door cc before it gets out that I have laid everyone off I'll drop off the 3 contractor checks you wanted me to distri=ute later today I'll ask them to be put in the safe Just a FYI You will need to organize many trades - your going to be needed on si=e and not just for your usual one hour stay Tara will be on site at 11am on Monday you need to sit with her. Many=items to review - Many trades to coordinate and as you'll see some trades reall= need handholding I am trying to find in the loan docs from DB if it says the restauran= must be open - even if it does I'm sure it does not say - you mus= serve alcohol - you can hire anyone to make a simple menu - you need to r=view the wording for the hotel bar though - that could be a issue although you can get a beer and wine licensee only=- rather quickly The above is so your not stranded on Monday as we where to go full sp=ed - Best now we stop communicating and deal through the lawyers Sent from my iPad On Nov 5, 2017, at 11:02 AM, David Mitchell <mail > wrote: 2 EFTA_R1_01739025 EFTA02570837  DEAR STEVE: MOST IMPORTANT TWO FACTS ARE: 1.WE NEED TO CLOSE OUT CONSTRUCTION AND GET=A TCO SO THAT BOTH OF US ARE OFF ANY CONSTUCTION GUARANTEE FOR COMPLETION<=span> 2. MAKE THE FUNDS AVAILABLE FOR THE RESTAUR=NT WORK AS THERE IS NO OTHER SOURCE OF FUNDING AND EVERY DOLLAR IS ACCOUNT=D FOR IN DETAIL PLEASE SEE MY RESPONSE IN CAPS =/span> On 11/4/17, 11:57 AM, "Ste=hen Hanson" wrote: analit > David</=pan> Now tha= you have received funding for 3.5m — NET FUNDING SEE BELOW, Life Hotel, 19=West 31st Street, New York <https://maps.google.=om/?q=19+West+31st+Street,+New+York&entry=gmail&source=g> =C2 =AO =C2 CREDS Loan as Preferred Equity - Closing St=tement =C2 =AO =C2 3 EFTA_R1_01739026 EFTA02570838 CREDS Gross Loan Proceeds: =AO $3,500,000.00 =A0 =C2 less =C2 =AO =C2 a. CREDS Structuring Fee (2.0%) =AO $-70,000.00 =C2 =AO b. Legal Fees - MMPS =A0 $-20,000.00 =C2 =AO c. Tax Advice - KPMG/Marks Paneth =AO $-6,00=.00 =AO =C2 d. CREDS out of pocket expenses =AO $-5,000.00 =C2 =AO e. Delaware LLC Creation & Admin Expens=s (2 years) =C2 $-6,000.00 =AO =C2 CREDS Net Loan Proceeds =C2 =A0$3,393,000.00 =A0 add Good Faith Deposit =C2 $15,000.00 =AO =C2 CREDS Net Net Loan Proceeds =AO $3,408,000.00 =AO =C2 Distribution of Net Net Loan Proceeds =AO =C2 =AO =C2 Premier Corporate Services =AO $420.00 =AO =C2 =AO Premier Corporate Services =AO $330.00 =AO =C2 =AO First American UCC Insurance Services =AO $2,882.30 =C2 =A0 4span> Katsky Korins =AO $98,000.00 =C2 =AO 4 EFTA_R1_01739027 EFTA02570839  Arnold & Porter $30,000.00 =C2 =AO =/span> Life Hotel One LLC (return of Good Faith De=osit) $15,000.00 =A0 =C2 Muchnick, Golieb & Golieb, P.C. =C2 $25,000.00 =A0 =C2 Life Hotel Pref LLC =AO $3,236,367.7= =C2 Total $=,408,000.00 =C2 Excess Proceeds $3,236,367.70 =C2 =A0 We need=to organize how we can complete the hotel and restaurant open items=br> I can c=me over to your office on Sunday to review the below I NEED TO CATCH UP TO=AY AND PREPARE FOR THE BANK REVIEW ON MONDAY SO EVERYONE ELSE CAN GET PAID I have =c Randy and howie so we can all address this first point 5 EFTA_R1_01739028 EFTA02570840  1/First=- we had always agreed once the project started to be delayed along with A= not being funded a new $800k budget was needed for the restaurant-this bu=get was based from the day of funding - and with a September opening — which so far neither obviously has happened we both=had agreed to personally fund the restaurant with $200k each -this was bac= before summer when we thought we would open in late August Then in=September when you where relaying on Arcade to fund a bridge loan - and we=needed funds to complete time and weather sensitive construction items - i= the new roof, sidewalk and other items -which I funded - we both agreed to fund construction with $200k and where to be repaid when Arcade =unded - -Arcade=walked away from the loan and we where never reimbursed -Then w=en Crescendo stepped in to advance you the 3.5mm loan -you advised them th=t $750k was going to the restaurant - this is not correct- why you positio=ed the proceeds this way is not accurate We both=need to be reimbursed from the Crescendo hotel loan -my loan is higher the= $200k at this point - but reimburse each of us so we can then personally =und the restaurant- as we agreed upon So the =otels additional funding of the restaurant is $350 k not $750 IMPORTANT THING IS DETAILED BUDGET OF HOW T=E $700,000 IS TO BE SPENT This should now be easy for us both. =C2 Need to provide a detailed budget and payab=e list of who gets paid for what. inventory with back up. professional services with backup. =C2 we will cut the checks for the total amount=and send to you. 6 EFTA_R1_01739029 EFTA02570841  THE TOTAL AVAIALBLE FOR THE RES=AURANT IS $700,000, TO DATE THE RESTAURANT HAS RECI=ED AROUND $650,000 will provide detail on Monday ESCROW ACCOUNT at Katsky Korins=HAS $722,000 WHICH IS THE $700,000 STATED ABOVE AND $22,000 FOR ALAN =99S REIMBURSMENT FOR PAYROLL LAST WEEK 2/ Stil= to be addressed - which you have not responded to - is an outline as to t=e possible shortfall in the restaurant we could endure from January to Apr=l - complete budget sent to you weeks ago SEE ABOVE PLEASE 3/ I =80 m told you only are funding the restaurant $700 k because you subtrac=ed last weeks PR? This is not correct in addition there are AP items that =re not the restaurant responsibility -ie tasting for bankers and loan peop=e LUNCH FOR 3 PEOPLE COULD NOT OF BEEN THAT MUCH AND IF NEED BE I WILL PERSO=ALLY PAY FOR THE FOOD COST - the charity event on Monday to pr=mote the hotel I WAS NOT AWARE OF ANY EVENT, UNTIL AFTER THE FACT ,ALSO UN=ERSTAND MONDAY'S EVENT GENERATED INCOME FOR THE RESTAURANT AND NOT THE HOTEL - we can address this at tomorrow=E2 s meeting SEE ABOVE PLEASE 4/ AP -=how these accounts are paid off- following the AP list you advised lenders=would be cured - you need to complete before they lean the hotel- as a few=have threatened NO LIENS HAVE EVER BEEN FILED EVER, AND THAT WAS I NEED TODAY FOR TO MAKE SURE ALL CONSTRUCTION PAYABLES FOR WORK DONE ARE =AID SEE ABOVE 5/ Cons=ruction- Friday's meeting with skyland seemed to put us on track -=ssue now is how hard will they push to complete in next 2 weeks - we need =ary on board -I hear he is waiting for his payment before he will resume -but we can complete if everyone gets aggressive and bring trades back to =ite We need=plumbing and Electric punch list items - Chefs are working on their list w= will need gary to complete hotels items -especially items needed for tco<=span> 7 EFTA_R1_01739030 EFTA02570842  GARY IS=FULLY AWARE OF FUNDING AND IS ON BOARD 6/ Spea=easy as skyland pointed out at yesterday's meeting and we both und=rstood -there is little they need to contractually complete in the speakea=y as most items are now change orders going forward Items t= complete will be reviewed on Monday with Tara - skyland and gary - your =ffice has still not answered where the banquette fabric is - for starters =S YOU SAW YESTERDAY, YOUR OFFICE WAS GIVEN THIS INFORMATION 3 TIMES AND HA= CONFIRMED YESTERDAY THAT TWO WEEKS AGO THEY RECIVED THE SAME Banquet=- to be built -Lighti=g will reviewed with Tara on Monday - -front =estibule landing Bar ent=re unit Need to=address that AC unit in the new area at bar we developed. $ 7k NOT IN THE =UDGET I BELIEVE BUT WILL CHECK One AP =tem that needs to ASAP be paid is the soundproofing- we will need this als= in the speakeasy bar area — WILL CHECK IF IN BUDGET AND PAYABLES<=span> 7/ When=will you be in your office on Sunday - I'll come over as you sugge=ted on Friday I WILL HAVE THE ABOVE PREPARED SO WE CAN MEET EARLY MONDAY T= GO THROUGH, I NEED TODAY ALONE TO DO THIS As we n=ed a great outline prior to Monday's hopefully jump start to compl=te lobby in 10 days- speakeasy in 3 weeks hopeful=y we can then try to get some xmas party business - looking at the hotels =ccupancy it falls off the cliff after 12/18 but maybe we can capture some =usiness - this brings me back to the restaurants operating budget - we need to address a possible winter shortfall above the $750 k opening =udget NEED TO MAKE THE $700,000 WORK, THERE IS NO OTHER FUNDING 8 EFTA_R1_01739031 EFTA02570843  8/. Hot=l funding operating funds to be released on nov 8. We need these funds to =tay with hotel as they have vendors putting the hotel on COD and as Denise=has mentioned - they are almost out of hair wash and we have run out of slippers weeks ago - now that the cold weather is here these are es=entials I AM AWARE You can=not use these funds for construction AP. OR RESTAURANT OPERATIONS I hear =e are $180 k over 45 days with AP and have $300 k closing in on 30 days WI=L GO OVER ON MONDAY AS YOU KNOW THIS IS NOT UNUSAL =S WE RECEIVE LOCK BOX FUNDING 30 DAYS AFTER IT IS RECIVED Let =80 s also review on Sunday 9/ As y=u agreed on- you need to pay stacy Gilbert so she can resume the accountin= process =AO please note The information contained i= this communication is confidential, may be attorney-client privileged,=may constitute inside information, and is intended only for the use =f the addressee. It is the property of JEE Unauthorized use, disclos=re or copying of this communication or any part thereof is strictly pro=ibited and may be unlawful. If you have received this communication =n error, please notify us immediately by return e-mail or by e-mail to =a href="mailto:[email protected]" target="_blank">jeevacation@gmai=.com, and destroy this communication and all copies thereof, inc=uding all attachments. copyright -all rights reserved 9 EFTA_R1_01739032 EFTA02570844 --94eb2c19168e2ec658055d3fb9db-- conversation-id 24836 date-last-viewed 0 date-received 1509903154 flags 8590195713 gmail-label-ids 7 6 remote-id 765567 10 EFTA_R1_01739033 EFTA02570845