Phoenix XXII: It's Now or Never

CasualFan · Feb 22, 2011

MOD: Copied key posts from the last thread - http://hfboards.com/showthread.php?t=876014

In lieu of vCash, which would be gambled away, CF gets to be the OP for perhaps the last one of these threads? Imminent is imminent.

Killion said:
Absolutely ABD. I dont discount CF's, GSC's or anyone elses' opinion that its' doable & believe it to be so myself as you know & I believe agree, however, if we back the truck up for a moment here, its the "assumption" that I made (along with many others) that the Parking Rights were included in the AMULA with Moyes' that was extended under an Interim Agreement with the NHL. Not some separate agreement & file altogether. It puts' a whole new spin on things.

Let's collect all the agreements as if they were Pokemon cards. The Moyes AMULA in 4 parts:

http://docs.bmcgroup.com/phoenixcoyotes/docs/azb_2-09-bk-9488_756_1.pdf
http://docs.bmcgroup.com/phoenixcoyotes/docs/azb_2-09-bk-9488_756_2.pdf
http://docs.bmcgroup.com/phoenixcoyotes/docs/azb_2-09-bk-9488_756_3.pdf
http://docs.bmcgroup.com/phoenixcoyotes/docs/azb_2-09-bk-9488_756_4.pdf

Then we have the substantial draft of the Hulsizer AMULA
http://www.glendaleaz.com/Clerk/agendasandminutes/Special/Agendas/021511-SM01.pdf

The November 2001 Arena Development Agreement is still missing from our set.

GSC2k2* · Feb 22, 2011

I call your pair of AMULA's and raise you a development agreement (which I have, but cannot upload due to size) and, the prize (and solution of much of this) the Easement agreement:

Fugu · Feb 22, 2011

CasualFan said:
Dewey Ranch.

Goldwater is on a fools errand if they choose to pursue the parking rights conveyance and payment.

I don't know if they indeed will choose that or not, but I recall reading that was one issue that was being investigated further.

aj8000 said:
I am not arguing that Moyes did not have the parking rights under these agreements. My contention is that these agreements are all null and void because of the BK and only extended for short periods of time to facilitate the sale of the Coyotes. The extensions end when the new lease is signed; therefore, if you want the parking rights you do not include them in the new lease.

That's why I keep asking for all the blanks to be filled in.

Once upon a time, an arena was built by COG, and they paved some land for parking. Elman promised to build a parking garage at some point in the future.

2001
2002
2003
2004
2005
2006 -- Elman exits, Moyes assumes 100% ownership (more or less) of the Yotes and sole Arena Manager
2007
2008
2009 - Baum awards the Coyotes to the NHL for $140m; Moyes is still the Arena Manager, plus all rights, which the NHL asked for/received by asking him to not terminate the agreement for one additional year. ???

2010 -- June 2010. Moyes agreement is terminated.
2011 - MH, who hasn't bought the team yet, somehow will sell the parking rights to COG.

??????

What did I leave out?

aj8000 · Feb 22, 2011

Fugu said:
??????

What did I leave out?

I don't think you left anything out. I want to see how the previous rights have been automatically assigned to MH so he can sell them back to the COG.

I have been trying to find the agreement to fund the losses for the year to read how the extension of Moyes lease from the end of June was worded. If I remember correctly it was only temporary.

If anyone has the link to the thread it would be much appreciated.

CasualFan · Feb 22, 2011

Fugu said:
I don't know if they indeed will choose that or not, but I recall reading that was one issue that was being investigated further.

That's why I keep asking for all the blanks to be filled in.

Once upon a time, an arena was built by COG, and they paved some land for parking. Elman promised to build a parking garage at some point in the future.

2001
2002
2003
2004
2005
2006 -- Elman exits, Moyes assumes 100% ownership (more or less) of the Yotes and sole Arena Manager
2007
2008
2009 - Baum awards the Coyotes to the NHL for $140m; Moyes is still the Arena Manager, plus all rights, which the NHL asked for/received by asking him to not terminate the agreement for one additional year. ???

2010 -- June 2010. Moyes agreement is terminated.
2011 - MH, who hasn't bought the team yet, somehow will sell the parking rights to COG.

??????

What did I leave out?

So much for staying above the fray. I believe the answer that you are looking for is found when you revise the 2009 entry to your time line.

Specifically in the NHL Asset Purchase Agreement Schedules:

1.1(e) Permitted Encumbrances
Common Operation and Reciprocal Easement Agreement for the Entertainment District at Westgate, made as of the February 15, 2006, by Entertainment Center Development, LLC and Coyote Center Development, LLC.

2.2(ii) Excluded Team Contracts
AMULA Undertaking and Indemnification Agreement, dated as of September 25, 2006, by Coyotes Hockey, LLC and Coyotes Holdings, LLC for the benefit of Coyote Center Development, LLC and Glendale-101 Development, LLC.

The NHL kept the Easement Agmt and excluded the AMULA. Therefore, when the NHL transfers it's holdings Hulsizer, the parking rights go with it.

AllByDesign · Feb 22, 2011

aj8000 said:
Exactly, show me the steps on how the parking rights got into the hands of the NHL and MH for that matter.

The MUDA is the initial framework for the entire development. The parking rights at that point were assigned to the Arena Manager. Ellman -> Moyes ->NHL ... once MH signs an Amula and is deemed the arena manager he would have those rights.

GWI never challenged the initial framework for this development in which these rights were initially assigned. Would that not make it difficult to contest at this point?

CasualFan · Feb 22, 2011

For the record, the NHL held the right to assume any Glendale Contract per their APA:

NHL APA @ 2.14(b)

At any time prior to the rejection of any Glendale Contract (but not later than June 30, 2010), the Buyers may elect to assume such Glendale Contract. In the event the Buyers have elected to assume a Glendale Contract, such Glendale Contract shall be treated as an Added Contract in accordance with Section 2.9(b) and thereafter shall be deemed an Assumed Contract.

Glendale Contracts
1. Partition and Sale Agreement, dated as of September 1. 25, 2006, by and among Arizona
Hockey Management, Inc., Arena Management Group, LLC, Arena Management
Holdings, LLC, Arena Development, LLC, Center Ice Holdings, LLC, Coyote Center
Development, LLC, Coyotes Hockey, LLC, Coyotes Holdings, LLC, E-Arena Holdings,
LLC, Ellman Holdings, Inc., Glendale-101 Development, LLC, Jerry Moyes, Coyotes
Holdings MemberCo, LLC, 101 Holdings, LLC, Steven M. Ellman, SUB Investments,
LLC, Jerry and Vickie Moyes Family Trust, Westgate Investments, LLC and Westgate
Signage, LLC.

2. Amended and Restated Agreement in Respect of Parking and Mixed-Use Development
Agreement, dated as of July 1, 2008, by and among Coyote Center Development, LLC,
Glendale-101 Development, LLC, Arena Development, LLC, Westgate Investments,
LLC, Coyotes Hockey, LLC and Arena Management Group, LLC.

3. Agreement for the Replacement of Temporary Parking, dated as of July 1, 2008, by and
among City of Glendale, Coyote Center Development, LLC, Glendale Garage LLC,
Coyotes Hockey, LLC and Arena Management Group, LLC.

4. Declaration of Easements, dated as of September 25, 2006, by and among Coyote Center
Development, LLC, Coyotes Hockey, LLC and Arena Management Group, LLC.

5. Master Declaration of Easements, Covenants, Conditions and Restrictions for Westgate,
dated as of January 30, 2006, by Coyote Center Development, LLC and Entertainment
Center Development, LLC, to the extent a Seller is a beneficiary thereof.

6. Common Operation and Reciprocal Easement Agreement for the Entertainment District at
Westgate, dated as of February 15, 2006, by Coyote Center Development, LLC and
Entertainment Center Development, LLC, to the extent a Seller is a beneficiary thereof.

7. Common Operation and Reciprocal Easement Agreement for the Village Retail District at
Westgate, dated as of February 15, 2006, by Coyote Center Development, LLC, to the
extent a Seller is a beneficiary thereof.

I think that some users want to keep revisiting this parking transaction until they find a smoking gun to prove it's invalid. There just isn't one.

Roadrage · Feb 22, 2011

AllByDesign said:
The MUDA is the initial framework for the entire development. The parking rights at that point were assigned to the Arena Manager. Ellman -> Moyes ->NHL ... once MH signs an Amula and is deemed the arena manager he would have those rights.

GWI never challenged the initial framework for this development in which these rights were initially assigned. Would that not make it difficult to contest at this point?

So the Arena Manager had the right/opportunity to charge for parking for 3 years before Westgate was even opened in late 2006 but didn't?

OthmarAmmann · Feb 22, 2011

CasualFan said:
The NHL kept the Easement Agmt and excluded the AMULA. Therefore, when the NHL transfers it's holdings Hulsizer, the parking rights go with it.

But does that require Hulsizer to monetize the rights before they are transferred to him?

mouser · Feb 22, 2011

Roadrage said:
So the Arena Manager had the right/opportunity to charge for parking for 3 years before Westgate was even opened in late 2006 but didn't?

The Arena Manager has had the right to charge for parking, but has not done so to date. Without reading through the legal agreements I can't confirm the specific date that right started.

Confucius · Feb 22, 2011

How many bonds did the city sell today...........

crickets?

It's 11:20

Confucius · Feb 22, 2011

Einstein Theory said:
That's funny!

But at the same time a legitimate question. My understanding was that today was D-day for the bond orders? I would assume that if enough orders are taken for the bonds, the City Council won't waste any time letting anyone know.

Than again, I should never assume anything when it comes to the Coyotes

Still, when would one expect to hear word on the progress of the bond orders?

When they do start selling, the site below should have some record of it. Today was suppose to be the day. I didn't expect it to be personally, being National Margarita day and all, but who knows the day isn't over yet.
http://munios.com/

MAROONSRoad · Feb 22, 2011

OthmarAmmann said:
Where I was going with that is Hulsizer won't have the rights until he purchases the team, and he won't have the team until he has $100 million, and he won't have $100 million until he monetizes the rights, and he won't have the rights until he purchases the team, and ....

But the I guess the friendly neighborhood investment bank might be will to provide bridge financing...

That's not really an issue. There are several ways it could be done assuming MH will gain the rights to an asset someone is willing and able to pay him $100 million for by a certain date.

GHOST

Fugu · Feb 22, 2011

I picked up the key posts from the last thread, for continuity's sake, plus CasualFan put in a lot of work to get all the docs in one place.

Confucius · Feb 22, 2011

Alright, I'm going to be extra good. I don't want to get chucked from this one....

Brodie · Feb 22, 2011

So, the market closed with no bonds being sold?

Roadrage · Feb 22, 2011

Hockeyhopeful said:
I wonder if we'll hear an official explanation from someone, what happened?

Hope it's better than Bettman's Sabres speech today. I heard the part "The Sabres were never for sale.......". That's when I stopped listening. Like how does that all transpire?

No need for offical explanation as I don't recall an offical announcement of Bonds sale. For some reason, I don't think they will offically announce anything from this point forward except that either A)Team is signed, sealed, and delivered to MH, B)Team is signed, sealed, and delivered to TNSE, or C)Team is signed, sealed, and delivered to 3rd party.

Confucius · Feb 22, 2011

Roadrage said:
QUOTE=Hockeyhopeful;31143818]I wonder if we'll hear an official explanation from someone, what happened?

Hope it's better than Bettman's Sabres speech today. I heard the part "The Sabres were never for sale.......". That's when I stopped listening. Like how does that all transpire?

No need for offical explanation as I don't recall an offical announcement of Bonds sale. For some reason, I don't think they will offically announce anything from this point forward except that either A)Team is signed, sealed, and delivered to MH, B)Team is signed, sealed, and delivered to TNSE, or C)Team is signed, sealed, and delivered to 3rd party.[/QUOTE]

There was alot of chatter about the bonds going onsale today and the sale should be complete by this Fri., next Friday at the latest. Was that not right from the city?

MountainHawk · Feb 22, 2011

Brodie said:
So, the market closed with no bonds being sold?

I haven't paid much attention to the bonds sale, but is it a public offering or a private placement? If it's private, I don't think you necessarily hear anything until the bonds show up on a financial statement.

AllByDesign · Feb 22, 2011

The Bonds going on sale were hinged on a pre-order. They were to only go on sale if enough interest was garnered. Of course the pre-requisite volume was never established via media report.

Roadrage · Feb 22, 2011

MountainHawk said:
I haven't paid much attention to the bonds sale, but is it a public offering or a private placement? If it's private, I don't think you necessarily hear anything until the bonds show up on a financial statement.

I recall reading in last thread that JPM underwriting it so I would consider it public.

kdb209 · Feb 22, 2011

A Longer and More Winding Road

You know the drill by now.

AllByDesign · Feb 22, 2011

Wow... there are now 2 lists of 22... could alll these 2's add up to one plus one???? Will we be done???

and on 2-22 ahhhHH!!!!

Roadrage · Feb 22, 2011

AllByDesign said:
The Bonds going on sale were hinged on a pre-order. They were to only go on sale if enough interest was garnered. Of course the pre-requisite volume was never established via media report.

Volume is required but what about timeline? You can't really have pre-orders open for more then 2 weeks (as an example) and say an uptick is imminent. There needs to be some defined time where they can say "It just ain't gonna happen."

pegcity · Feb 22, 2011

I wasn't sure if it was a joke or not, but isn't one of the board members writing a book about this?

Phoenix XXII: It's Now or Never

Tortious Beadicus

GSC2k2*

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Who's this ABD guy??

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Business of Hockey

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HACK THE BONE! HACK THE BONE!

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Who's this ABD guy??

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