Following up on the September 14th posting entitled “Siena Bankruptcy”, we stated that we were anxiously anticipating the day the Wild Game Ng / Hi-Five and/or Five-Way Development lease would be made public. That day is upon us.
There are two leases that we could find. The original lease from March 6, 2000 and the amended lease from April 14, 2000. Are we to believe that the original lease Barney signed with Barney wasn’t rich enough for Barney in hindsight (6 weeks later)?
It turns out that we were way off on the numbers from the September 14th posting. The monthly rent wasn’t $350,000 per month. It’s actually $553,333.34 and, prior to the Siena BK filing, was scheduled to balloon its way up to $774,666.67 shortly, as the lease hits its tenth year. It was scheduled to escalate to $885,333.34 in its 15th year. Anyway, the latest filing seeks to suspend these $553,333.34 monthly payments from Wild Game Ng to One South Lake, substituting $11,000 monthly payments instead. For those of us who are mathematically challenged, that’s $132,000 a year – a nice income that many of us would be thrilled to have given the state of our investment(s)…but let’s move on, shall we?
Something that initially makes no sense is the fact that the lease is by and between Wild Game Ng and Five-Way Development.
“On or about March 6, 2000, One South (as successor-in-interest to Hi-Five Enterprises, LLC and Five-Way Development) entered into a Land Lease and Hotel Casino Lease pursuant to which it leases the Property to WGN.”
If that’s the case, why is One South Lake the beneficiary? Well, on August 22, 2001, Hi-Five Enterprises Granted, Bargained, or Sold to One South Lake Street – you can find this document on the marvelous Washoe County Recorder’s website.
The BK lease document is full of good information. The following comes from Barney NG’s declaration:
“Pursuant to the Casino Lease, WGN is currently required to pay to One South
monthly rent, without deduction, setoff, prior notice, or demand, equal to an estimated $553,333.34 per month, payable in advance. This rental amount is based upon lease modification documents recently provided to the Debtors by RE Reno, which documents are inconsistent with the Debtors’ internal books and records. The Debtors’ accounting team, under my supervision and direction, is currently verifying this number and reconciling all available documents with the Debtors’ books and records. Since commencing these cases on July 21, 2010 (the “Petition Date,”), however. WGN has not made such rent payments. In connection with WGN’s usage of cash, WGN and One South have been providing R.E. Reno, LLC (“RE Reno”), One South’s secured lender, with periodic operating reports setting forth the Debtors’ net cash flow and operating results, and comparing those results to the Debtors’ operating budget previously tiled with this Court. As demonstrated both by the Debtors’ budget and by its actual operating results during the pendency of these Chapter II cases, WGN is operating on close to a “break even” basis and does not have the ability to make the lease payments called for under the Casino Lease, Furthermore, as of the Petition Date, WGN owed One South as much as $10 million or more pursuant to the Casino Lease on account of unpaid, prepetition rent. (The amount of the prepetition default under the Casino Lease is still being calculated and verified by the Debtors’ accounting staff. under my supervision and direction,). The Debtors commenced these cases primarily to obtain the breathing space afforded by the Bankruptcy Code’s automatic stay while they implement various operating improvements, locate a new operator or transactional partner for The Siena, and develop a plan of reorganization for their business. Those efforts have been ongoing, and 1 have received numerous expressions of interest that I am currently exploring.”
Anyone care to comment? There is plenty of meat in the above paragraph.
Finally, we’ll leave you with the following – does anyone care to comment on the sheer number of affiliated entities and loans and deals zinging back and forth between Walter and Barney (and Barney and Barney)? Who recognizes Gold Mountain Financial Institution? Didn’t the RE Loans Operating Agreement strictly cap the percentage of affiliated loans that could be made?
VIII. FUNDS FOR TENANT IMPROVEMENTS
Landlord shall provide construction funds for tenant improvements to the premises. Such construction funds shall not exceed $35,000,000.00 (less closing costs, attorneys’ fees, the Land Lease Portion defined below and other related costs and expenses) (the “Construction Funds”) which amount, together with $5,000,000.00 borrowed for acquisition of the premises and loan broker fees, Landlord has or shall borrow from Gold Mountain Financial Institution through two loans arranged by Bar K, Inc., a California corporation, evidenced by a promissory note in the amount of $20,000,000.00 dated June 29, 1999 secured by a first position deed of trust recorded against the premises (the “First Loan”) and evidenced by a promissory note in the amount of $20,000,000.00 dated April 17, 2000 secured by a second position deed of trust recorded against the premises (the “Second Loan”) other real property. The lien of such deeds of trust against the premises shall be senior and superior to this Lease. The disbursement of the Construction Funds shall be made in accordance with the requirements of such lender. Tenant shall have the right to approve the use of the Construction Funds. All costs of construction in excess of the Construction Funds shall be the responsibility of Tenant. The term “Hotel & Casino Lease Percentage” shall be deemed to be the percentage determined by dividing the difference between the amount that has been funded under the two loans minus $2,090,000 (which equals that portion of the $40,000,000.00 that is used to pay existing liens against the property that is secured by the deed of trust under the Second Loan that is not secured by the premises) by the amount that has been funded under the two loans. The term “Portion Funded Percentage” shall be 100% less the percentage determined by dividing that portion of the $40,000,000.00 that is not funded for construction by $40,000,000.00.