The Inside Story of the Plantation Palms Community and the Golf Club Sale
by Jim Hammond – A Resident
Bring Back Our Course – BBOC
It’s All About Property Values
Book 2: The Bill Place Era
- BOMB SHELL – The Government Rejects Bill Place’s Bid – Is it all Over Before it Even Starts?
This has NEVER been made public before! Bill Place, owner of Ace Golf, had actually made an official offer to buy the Plantation Palms Golf Course right before my first meeting with him on January 15th at Wentworth’s Mulligan, and almost 2 weeks before our 2016 Annual HOA Meeting “Shoot-out”. Keep in mind that the last failed offers the government had seen prior to his offer were in the $1+ million range, Bill’s offer was FAR short of this, it was such a low price that I won’t reveal here. This was weeks before the HOA meeting and I was hoping that the Annual Meeting would be a huge celebration, we would announce that the Golf Course, after being closed for almost 2 years, was now purchased by Bill Place. But as I’ve experienced throughout my business career, especially doing acquisitions of businesses, a deal isn’t done until it is DONE.
I was very concerned that the government had already given up hope on us, even though I was trying to keep in touch with them. I was also concerned that they would not like the bid submitted by Bill. So it was time to reconnect with them and push the Bill Place offer. Since Bill’s offer was quite a bit less that past numbers I had to use the only evidence I had that the golf course WAS NOT worth very much, it was time to use the Alan Cale report. It’s ironic that so many people on Facebook that were blasting me were also criticizing the HOA Board for wasting money on this report, thank goodness we had it, it turned out to be a key factor later in the government’s decision.
One thing the Alan Cale report did not provide at the time was a written estimate of how much he thought the golf course was actually worth. Therefore everyone had an opinion as to what it should sell for. It was pretty clear that the $1.2M asking price from MJS was not the number. So, I decided to go back to Alan Cale and ask for his professional opinion on what he thought, I wasn’t sure Alan would even respond, but he did.
Here is Alan’s email back to me with his estimate of the course.
This was great, we now had a 3rd party opinion using numbers in the $500,000 – $700,000 range for what the course was worth. I was now ready to get the government tuned into a whole new price range.
Here is a copy of an email I sent to all the key government players, seeking their support, remember at the time I was not a board member, just leader of the BBOC team.
Jim Hammond <firstname.lastname@example.org>
To: Richard Berryhill, Michael Luger, David Johnson
Bcc: Rob Rochlin, Simon FitzPatrick, Bill Place
Jan 14, 2016 at 4:12 PM
Dear Messrs Johnson, Luger and Berryhill,
I represent a group of residents in Plantation Palms called the BBOC, “Bring Back Our Course”. Our group is supported by and has worked closely with our HOA Board to find a buyer for our golf course for quite some time. As the leader of the BBOC I have personally worked closely with Rob Rochlin for the past 9 months.
The BBOC has a bi-weekly newsletter with over 500 opt-in email participating resident, in addition, we have a dedicated web site with over 11,000 views by our 821 households since launching in August. Unfortunately since the course closed there have been multiple failed offers including most recent offers where the financial requirements to both buy the course and rehabilitate it far exceeded any potential business value of the course.
In August 2015 I presented to our HOA Board proposals to hire an independent 3rd party consultant to once and for all determine the true cost of rehabilitating the course. The Board selected and contracted with Alan Cale, CEO of Cornerstone Golf Partners to provide this independent analysis. The report was completed and delivered to the HOA Board within this last week. In a separate communication, we also asked Alan provide a realistic estimate of the value of the course, a potential purchase price. His reply was $500,000 – $700,000. This is on top of over $1.5M in rehab expenses plus cash flow required during the first few years of start-up.
We now understand that Mr. William Place, a well-known local operator of courses in our area, has made a cash offer to buy and rehab our course with no contingencies and an immediate close date. Mr. Place is by far the most qualified buyer we have had since this process has started. He has purchased and rehabilitated 3 local course in the last 10 years, all are well run and have great relationships with the local community. We would be proud to have Mr. Place as our community partner.
On behalf of our community, who have lived with a closed, distressed situation and falling property values for over 18 months we implore you, the decision makers, to accept Mr. Place’s offer and help this community Bring Back Our Course. This is a close community of families and retirees and the golf course is one of the central elements that bonds us together.
We look forward to the day we can again cherish the beauty of our property with an opened course.
I would be happy to answer any questions you might have and thank you so much for our consideration.
Jim Hammond <email@example.com>
To: David Gunsteens, Ray Bedgood
Jan 14, 2016 at 4:19 PM
FYI, an offer to purchase the course was officially made today and provided to the BIA and MJS along with a conference call.
We are praying that it is accepted quickly and it could close around the time of the annual meeting. The BIA told Rob he might even have an answer tomorrow.
Tomorrow Simon and I are going on a tour of Bill Place’s golf course and meeting with the President of the Crescent Oak’s HOA.
I’ll let you know what I hear.
On January 19th I learned that Bill’s offer had been rejected! It was a sad time, over before it started. See this email:
From: Berryhill, Richard
Date: Tue, Jan 19, 2016 at 4:40 PM
To: Rob Rochlin
I did consult with David and we have decided not to accept the deal and refer the case to the Department of Justice. We do thank you for all of your assistance with this property.
Michael Berryhill, Eastern Zone Manager
Division of Capital Investment
Office of Indian Energy & Economic Development
Jim Hammond <firstname.lastname@example.org>
To: Rob Rochlin
Jan 19, 2016 at 5:06 PM
Really sad, after all of your and our hard work!
To: Jim Hammond
Jan 19, 2016 at 5:10 PM
I’m really bummed. Thanks for all your efforts.
Jim Hammond <email@example.com>
To: David Gunsteens, Ray Bedgood, Simon FitzPatrick,
Jan 19, 2016 at 5:32 PM
David, Ray and Simon,
It is truly a sad day in Plantation Palms.
At 4:40PM today we found out that Bills offer was rejected and the entire matter is being referred to the DOJ, meaning it is going into foreclosure. We were afraid all along that the level of frustration was mounting and the selling price dropping.
I’ll call David Johnson tomorrow if he’ll take my call just to chat.
I plan on doing a newsletter release and web site update tonight, then post a Facebook message.
I’d like to thank you all for all your effort, it has been quite a journey and we gave it a heck of an effort to the bitter end.
THE DEAL IS DEAD, NO WHERE TO GO!
Bill Place / Ace Golf
To: Rob Rochlin
Cc: Plantation Palms – Jim Hammond
Jan 20, 2016 at 9:34 AM
The HOA seems very motivated to help make this happen. Would you please contact the seller and ask what number would work for them? It may be that the community decides to make up the difference and get their golf course back.
President, Ace Golf
- The Idea of Community Participation – Really?
So, now you have it, it was becoming very clear that the golf course was NEVER going to come back without community “participation”. The financial numbers just wouldn’t support it. Read this as the community needs to pay some of the costs to Bring Back Our Course. How much could we pay, would the community go along with this? This again sounded similar to the Rocky concept where the community “participated”. It was also clearly shown in the financial model I had presented to the HOA Board 9 months earlier.
My personal opinion was that we could find a way to work out a deal, but just to be safe we needed to move forward along 3 separate fronts, Bill Place buying the course with our “participation”, Penny Parks – Links Financial, housing development and Alan Cale’s proposal to have the HOA buy the course. Bill knew that we were facing tough decisions and was doing everything he could to help us through it. The HOA Annual Meeting was only 2 days away and we had just met with Penny.
At the same time we got some bad news. Remember the idea of a “carve out” of the driving range to build some houses, this was to help Bill finance the purchase of the golf course. Well Bill had called me to say that he had access to an engineering report that showed the driving range had “spongy soil” and would need major surgery and a large amount of new dirt, the “carve out” was no longer a viable option. Good quality fill dirt in this quantity is almost impossible to find and the cost would be prohibited. With no carve-out Bill was not going to get the money that he was counting on to buy the course. By the way, he used a similar situation when he bought Pebble Creek many years ago.
Here is an email from Bill trying to frame the discussion:
To: Jim Hammond, Simon FitzPatrick, David Gunsteens
Jan 22, 2016 at 12:04 PM
I’ve been giving this some more thought and have a few things to share.
It is still hard to imagine a scenario with any residential development that you would not have most of those that live on the golf course opposing any kind of development despite what the HOA might support. They would just be losing too much equity. There are enough of them that it would make any re-zoning a crap shoot at best. My experience is that commissioners cave to angry voters.
I still don’t have any further indications on the carve out. I would still hope that even with all the fill there might be something to gain, though if it were too small, it would be best to keep the driving range anyhow. I wish the soil information were different. Are there any other parcels that might work, even for a home site or two? That would raise some money.
If you opt for the course renovation, I really don’t know if the seller would go for a bid $50-100k higher. They may still go to foreclosure, and if builders understand that a re-zoning is not very likely, it may be possible to get the course at a lower price while wiping out past liens. Possibly a better option, though with some more risks.
I’ve thrown out numbers to you based on my experience. If we can get to the sales price they need, perhaps it is easier ongoing if you were able to get a $100/home annual beautification fee for 5 years or $80 at 6 years. If I can get the course profitable and making debt service sooner, perhaps there could be a clause to reduce the fee at certain triggers. A course needs to be producing $200k/year ebida to be minimally profitable and making debt service; $300k would be considered a healthy business. These may sound like high numbers, but you have to take in to account that at least $50k year in capital expenses reduce these numbers further – we must invest in the course and facilities every year.
Our view of a golf club is as a community center. We offer kids clubs for after school golf lessons, social events, meeting rooms for card players and classes (this would be in the divided section of the restaurant), party/wedding facilities, community picnics, and of course, restaurant service 7 days/week.
Anyhow, just some thoughts. If I can be of help, please let me know.
President, Ace Golf
You will note in Bill’s email the mention of a “beautification fee”, this was an idea I floated out after a discussion with a board member as a possible way to get money from the HOA. It was more or less a “placeholder” idea until we could figure out a legal way to “participate”. OK, now it’s time for the January 26th big meeting. We’ll sort out all the details later!
- The Big “Shoot-out”, January 26, 2016 Annual Meeting & Board Elections
So, we are all ready for the big event that will help set the strategic direction of Plantation Palms as a community. Will the BBOC (Bring Back Our Course) Board Candidates consisting of Simon Fitzpatrick, Jeff Steiner and I get elected onto the HOA Board? What will the reaction be by the community to our 3 Guest Speakers that evening, each proposing a different course for our future? The HOA Board had hired an off-duty sheriff for the night, just in case. The church where we held the meeting had a large turn-out, well over 250 people.
Let’s look at the 3 speakers, first Penny Parks from Links Financial. As I mentioned in Book #1, on January 21, 2016, a week before the board meeting Simon and I met with Penny and her team. Here is a copy of my report from that meeting, click here. We went to Links to try and test the waters for an “agreement” of sorts that would provide the Plantation Palms community with certain amenities and considerations in trade for helping support any zoning changes required to build houses on the closed golf course. This of course was a back-up plan to re-opening the course. Penny made it clear that she supported the idea of re-opening the club, if it was possible. Penny knew that she might have a hostile crowd at the Annual HOA Meeting, we suggested that she consider offering some of the amenities I provided to her in writing on our January 21st meeting. Since we did not want to reveal who the other guest speakers would be we actually kept Penny, Bill Place and Alan Cale in separate rooms at the church where the meeting was help. By the end of the night Bill Place and Penny Parks had met up in the lobby and were chatting. It turned out that Bill’s wife, Su Lee Place, had known Penny from various Tampa area social/fund raising events. Both were well known in the community, the secret was out!
Here is one of many emails that I was generating every day regarding the golf course and upcoming HOA Board elections.
Jim Hammond <firstname.lastname@example.org>
To: Rob Rochlin
Jan 20, 2016 at 2:29 PM
I’ll just quickly boil down where we are at from a community point of view. Today I have consulted with our HOA board president, other board members and key people in our community. We will immediately begin serious discussions with the land developer who is prepared to confirm their offer to immediately purchase the Plantation Palms property as a housing development with assurances from the community that we will provide best efforts not to oppose any rezoning restrictions as they might come up at a later date.
Our pressing issue is that we have our Annual Homeowners Meeting and board elections taking place Tuesday evening, January 26th. We are working with our HOA attorney as I write this email to prepare us for how to update the community at this meeting on our potential plans to “partner” with a developer. I am confirming a meeting with this developer for tomorrow afternoon, January 21st to further clarify our potential partnership.
Our goal is to have all of this worked out next week after our Annual Meeting so that the land developer confirms their offer and can immediately close on the deal.
The BBOC group is working very hard to make this happen well prior to any foreclosure or tax deed sale that we all fear.
Please let me know if you have any questions.
Just to keep life interesting, while I was in the thick of all of this I had another inquiry by a potential golf course buyer. I got a call from Chris McLaren, Firinn Golf Group managing partner, who had just bought Pine Lakes Golf Club, Palm Coast, FL in October 2014, they already owned Regent Park Golf Club, near Charlotte, North Carolina. Chris indicated that they were in the early phases of looking for another course and would need a number of months of just due diligence, before an offer could even be made. I explained to Chris that we had an offer from Bill Place for immediate purchase, he understood and I kept his name handy just in case. I passed all of this information along to Rob Rochlin. In addition, I sent an email introducing Chris to my friends at Turkey Creek who were still looking to re-open their course.
Let’s get back to the “big shoot-out”.
Penny Parks was first up on the podium and along with Mike Lawrence, a developer, gave a good presentation about how Links Financial could, if a golf course buyer could not found, provide a high quality housing development. They presented the idea of purchasing the Plantation Palms Golf Course property and building houses on various portions of the land. They provided an engineering drawing of houses, lakes and streets. They indicated that the houses would be equivalent of our Savana neighborhood. This plan included the complete removal of the existing club house. The entire project would be based upon strong community support for zoning approval. The development project along with various studies alone would take about 1 year at which time a builder could start building on lots. It was unclear exactly how many lots were being proposed and construction could take 3-5 years or more depending on sales. Penny indicated that at the end of the project, they would deed over to the HOA at no charge all remaining segments of land they were unable to develop on and the HOA would then maintain this land and it could use it for walking trails etc. Again, this was not what the group wanted to hear, but the homeowners were respectful. The disappointing part to me was that after providing Penny with a list of community sought after amenities and considerations (in my opinion), the only accommodation she identified in her presentation was the deeding to the community of a dozen tax parcels that were two small or narrow to develop on. This was a no-brainer anyhow, no one outside of the community could use these parcels and the cost to maintain them was not cheap. Not a good sign, we were hoping for more amenities. We believed at the time that Penny Parks had already had a discussion with Rob Rochlin, the club’s real estate agent, about putting in a bid for the course for about $1M. We don’t believe this bid was ever formalized or sent to MJS.
Alan Cale was next up to the podium. Alan was Chief Executive Officer – Cornerstone Golf Partners. If you remember from Book #1, Alan had been hired by the HOA Board to do an analysis of the golf club: was it a viable opportunity, what would it cost to operate it and so forth. In other words, Alan was going to present why the HOA should buy the club and hire his company to manage it. By this time only a few people on the HOA Board had even seen the report, (I’m not sure if any board members actually had read it.) As mentioned in Book #1, I had been given a copy of the report, less Alan’s price quote pages for his services. I had read every page of this report, and knew it well. I had already developed a list of concerns with his financial modeling, I felt there were huge gaps in his numbers. I had already given some thought and did a little research on how a Florida non-profit HOA could “buy” a golf course, what would the legal structure be. There were some options on how to do this with a separate LLC. So, Alan gave his presentation to the meeting and there was a mild level of interest, at least the community would have a golf course. Also as I mentioned in Book #1, Alan’s basic operating numbers were similar to the financial model I had presented at both the Land Study Committee and the HOA board in 2015. After Alan’s presentation the HOA Board allowed for short question & answer session for homeowners. A critical question was “in total, how much money would the HOA need to come up with make his plan work”? Alan struggled with this, he wasn’t exactly a finance guy, but he finally said it would cost about $3 million. I already knew the answer to this but Alan needed to tell all the homeowners. That was pretty much it, few people in the room wanted to hear a number like this. I would, at a later HOA homeowners meeting, dissect these costs and explain them in more detail. The number was pretty close to the real cost.
Bill Place was the final speaker, and the one most homeowners wanted to hear . Bill and his wife Su Lee are Tampa residents who owned existing golf clubs, Pebble Creek, Crescent Oaks and Wentworth. They also own Ace Golf driving ranges, miniature golf and batting cages and the Mulligan’s brand of restaurants. Bill told the meeting he would like to buy Plantation Palms Golf Course and make it into a top notch facility. He had 23 years of golf owner/operator experience, but wasn’t a golfer. He was a business man. The 3 golf courses he owned all required substantial renovations after being purchased. Crescent Oaks was similar to Plantation Palms, closed for a year or so. Bill explained that he would put in a family themed restaurant; I had been to both of his Mulligan’s pubs and they would fit nice in our community. He also made it clear that the economics of buying our course were not good and he would need community participation to help fund the costs. He indicated that the rehab alone would cost him about $1.5 M, in addition to the purchase price and cash flow requirements. All of his current golf courses became profitable after 3-4 years. What wasn’t mentioned was Bill was counting on getting about $800,000 from the “carve out” of the driving range for residential development. Click here to see a copy of Bill’s presentation at the 2016 Homeowners Meeting.
A Straw Poll. At the end of the 3 presentations Eric Appleton, the HOA attorney, asked the meeting attendees for a raising of a hand, straw poll, not legally binding, but a show of support for one of the 3 options presented. The voting was surprising, about 6 people voted for a housing development, a few more for the HOA to buy the course, and the vast majority went for Bill Place buying the course. The surprise was that there were 6 people who wanted a housing development, maybe I shouldn’t have been surprised, I was getting “rocked” on our community Facebook site by a handful of people who continually attacked me and the BBOC.
Tax Deed Sale. At our January 26th meeting, Eric Appleton explained the issue regarding the potential Tax Deed Sale of the golf course for past due taxes to Pasco County. This was a critical issue. I’ll cover this in more detail later, it was one of the most controversial issues that divided the community throughout the entire golf course sale process.
Election Results. It was probably not a surprise that the BBOC team running for election, was swept into office by a pretty wide margin, here was the final vote count for 3 new HOA Board Members:
Simon Fitzpartick – 156 – Elected
Jim Hammond – 145 – Elected
Jeff Steiner – 128 – Elected
Ana Vazquez – 113
David Schwarz – 105
Jewel Aardema – 94
After the Annual Meeting I wanted to reach out to Penny Parks, who was so professional throughout the entire process, so we exchanged emails, see below:
Jim Hammond <email@example.com>
To: Penny Parks
Jan 27, 2016 at 10:49 AM
First off I want to thank Mike and you for taking time to address our residents who attended the Annual Meeting last night. You had a very difficult proposal to make and I thought you did a very good job of presenting your plans.
Just as an update to what transpired last night, the 3 BBOC candidates running for the board were all elected, including Simon and me. We will be seated shortly as we have our first organizational meeting.
Secondly, we also had presentations from a proposed local golf course buyer, and a proposal from a 3rd party consultant hired by the board to explain the costs to the community to outright purchase golf course ourselves. After all the presentations, Eric, our HOA lawyer, asked for a non-binding straw poll of attendees as to which of the 3 proposals looked most attractive. Your housing development proposal received about 6 votes, the purchase of the course directly by the HOA a few more votes, and the purchase of the course by the local buyer (including the requirement for community assistance) had an overwhelming display of support. The results of the straw poll was clear, I guess this may have been expected.
So at this point we believe the community wants us to proceed with further discussions with the local golf course buyer. Frankly, with the low vote count for the proposed housing development and the noticeable grumbling about opposing any such attempt I personally don’t feel at all comfortable at this point that the community would support any housing option. Again I’ll make it clear that I am not providing this communication as a board member, nor necessarily representing the opinion of the in-coming board, I speaking as a private resident.
Again I want to thank you for spending time with Simon and me and addressing our community.
We never know what the future holds and it was a please meeting with Mike and you.
To: Jim Hammond
Jan 27, 2016 at 5:46 PM
Jim – thanks so much for your GREAT report! Well said – but then in having worked with you I’m not surprised!
When I saw Bill Place I had a feeling that you all were going to try to keep it as a golf course. I really hope that works for you all.
Thanks for all of the time that you gave to Mike and me – I really appreciate it. Glad you’ve joined the board – I’m sure that you and Simon will do a great job!
All the best – Penny
Links Financial, LLC
On January 29, 2016 I provided the entire community with a newsletter update from the HOA Annual Meeting. Those not in attendance were delighted with the outcome.
I would not officially be on the HOA Board until the “organizational” HOA meeting set for Tuesday, February 2nd at noon, at that meeting I would both become a board member and be voted to become Vice President of the HOA.
- January 27, 2016 Another Crisis with the Government – “Ticking Time Bomb” – 4 PM Impossible Deadline
Just when you thing you can chill out for a few days, especially after last night’s Annual HOA Meeting, all hell breaks loose the following morning. I needed a break, but it was not going to happen, things would get much worse.
Bill Place’s prior bid to buy the golf course had been rejected as too low as I mentioned above. Bill then turned around and made a higher bid to buy the course with a contingency that the Plantation Palms community provide a level of funding. No funding, no deal! The government had this latest bid; we however had no plan on how to come up with the community participation money.
At 11 AM the morning after the Annual Meeting, I got a surprise call from Rob Rochlin, he had Richard Berryhill from the Bureau of Indian Affairs on the line, and we would have a conference call, SURPRISE. The call was a total disaster, Berryhill was highly agitated and told us we had until 4 PM that day, January 27, 2016 to provide a letter saying we had completely resolved the “community contingency” funding issue with Bill Place’s offer. Furthermore, Berryhill did not take seriously a letter that Eric Appleton (HOA attorney) had sent to the government about the pending “tax deed” sale. You’ll see Berryhills comment about the DOJ laughed at the letter. I can tell you right now that the DOJ was NOT laughing at the “tax deed” issue a month later.
That was all I needed to hear, after having spent over 1,000 hours working on this crazy project, I was totally pissed! As professional as I could be under this pressure I let Berryhill have it, we weren’t going to back away from this deal now! We had a real buyer, Bill Place, we just needed to work out a few small matters, like MONEY!
Jim Hammond <firstname.lastname@example.org>
To: Ray Bedgood
Cc: Simon FitzPatrick
Jan 27, 2016 at 11:53 AM
Can you pass this along to Eric, I don’t have his email address?
I just got off a joint call with Rob Rochlin and Richard Berryhill from the BIA regarding our golf course. He says that we have until 4PM today to provide a letter proving we have a deal to buy the course, Bill’s offer for approx.$1M. I told Richard all the details about our annual meeting, new board, strong support for Bill’s deal, the need to seat the board and get a community vote. I also mentioned a huge political campaign based on the facts presented to us by Eric regarding the tax deed sale. His comments was that the DOJ guys “laughed” at the letter. I told him that we too are tax payers and didn’t think it was a laughing matter.
I told him clearly that this community needed a reasonable period of time to complete the transaction.
I made it clear that NOTHING would be happening by 4 PM today other than a statement of our intentions and a request, given the new developments, for additional time to solidify the offer.
This is a real pain
Ok, it’s now noon and emails and phone calls are flying around, we needed to get this under control, it was getting ugly. We agreed that Rob and Bill had to call the government, I was in NO mood to be on that call. This time they called another person involved at the BIA, Mike Lugar. Here is that email:
To: Jim Hammond
Cc: Ray Bedgood, Simon FitzPatrick
Jan 27, 2016 at 1:24 PM
Rob and I spoke with Michael at BIA. I told them the $1M offer would NEVER close, that the HOA may supplement my offer, but to expect $1M is not reasonable and would unfairly deplete HOA reserves. Told them they needed to tell a minimum they would accept and get this done.
Bill’s email generated more calls and emails. We needed a strategy to again get this whole project under control. It was time to take a step back and re-frame the entire discussion with the government and present a united front. It was time to get the “boss” at the government back involved, David Johnson. It was decided that I would provide a detailed email to all the parties, including the government with a proposed step forward. In addition, the government needed to take the tax deed issue seriously.
Unfortunately I used the word “Ticking Time Bomb” in my government email!
Subject: Plantation Palms Golf Course Community and The Ticking Time Bomb
From: Jim Hammond <email@example.com>
To: David Johnson, Richard Berryhill, Michael Luger
Cc: Bill Place, Ray Bedgood
Bcc: Simon FitzPatrick, Rob Rochlin, New HOA Board
Jan 27, 2016 at 4:10 PM
Dear Messrs.’ Johnson, Luger and Berryhill,
I last wrote to you on January 14, 2016 regarding our efforts to secure a buyer for our golf course.
Today in discussions with Mr. Berryhill, we were told that we had until 4PM ET today to provide an executed agreement between both our buyer and MJS, the sellers. Mr. Berryhill further indicated that our property had already been turned over to the Department of Justice to handle this property under foreclosure and furthermore, deal with the “ticking time bomb” which is the many years of unpaid property taxes on the two main golf course parcels that are scheduled to go to Tax Deed sale shortly in Pasco County Florida.
Gentlemen, it is impossible for us to consummate this transaction by 4PM today.
As I indicated in my past correspondence we now have a highly qualified buyer Mr. William Place who is prepared to make a cash offer to purchase the course for $900,000, far above market price. Mr. Place’s offer is based upon our HOA agreeing to subsidize a portion of that selling price, for which we have the cash to do so. At last night’s Annual HOA Meeting Mr. Place presented his plan to the community and was given a strong show of hands supporting the proposal. Our HOA rules require us to put this expenditure to a vote and achieve a certain level of confirmation from the homeowners. We are in the process of organizing that effort as I write this letter. Due to official notice requirements and so forth we expect to have a community confirmation that our board can then approve, thus allowing Mr. Place to proceed with his offer and immediate close on the property. We believe all of this can transact before a Tax Deed sale takes place.
We are asking for an extension of time to allow our community to complete our process and save us all from the unknowns of a foreclosure and potential further delays in bring back our property values and the serenity our community deserves.
As a point of clarification, I am providing a list of our current HOA Board members and our HOA attorney. I am providing this since these are the only people authorized to speak on behalf of the HOA. We may have individual residents who may contact you with their personal beliefs, we have no control over them. The people below represent the entire community.
Jeff Steiner Eric Appleton, ESQ, Bush Ross, the HOA attorney
We again implore you to allow us to bring back our golf course that has been closed for almost 2 years. We believe we are very close to a final resolution.
If you have any questions please do not hesitate to contact me directly at 813-388-2833
Thank you for your understanding of our situation.
Plantation Palms HOA Board Member
OK, the email went out and I needed a drink! Maybe I could enjoy a nice dinner out with Diane (my wife).
No, not tonight! Within 2 hours we had a detailed response directly from David Johnson. This became a somewhat famous email and a few lessons learned.
Lesson #1: DO NOT send an email to a high level government figure with “Ticking Time Bomb” in the subject line, oops! My mistake, but it did get immediate attention.
Lesson #2: “Trains and Planes and Collection efforts have to live with timetables”. I took this that David Johnson had a real sense of humor.
Here is the email:
From: Johnson, David
Sent: Wednesday, January 27, 2016 5:46 PM
To: Jim Hammond <firstname.lastname@example.org>
Cc: Richard Berryhill; Michael Luger; Bill Place ; Ray Bedgood
Subject: Re: Plantation Palms Golf Course Community
Greetings Mr. Hammond,
As a taxpayer, you’ll appreciate that our program used some of your money to reimburse the original lender for this project. We have been trying for close to two years to start the process of getting those funds repaid on your behalf. From information conveyed to Mr. Berryhill and his predecessors, we’ve been told of multiple opportunities for the debtors, who still own the golf course, to enter into a voluntary sale of the property to do just that. After an approved sale, they would send the proceeds to us, and we then could determine what to do about any amount still owed. But without exception, each of these sale proposals has fallen through.
My Division does not drive this process; the sellers and the universe of buyers do. We merely have veto power over any agreement reached.
We are now way overdue elevating this debt in accordance with Federal guidelines, thanks to an extraordinary string of false starts. Since there is valuable collateral — although, as you say, its value has declined over time due to lack of maintenance and a deepening tax problem — what we need to do is transfer this debt and its collateral to the Department of Justice (DOJ), the government’s law firm. I have asked Mr. Berryhill to do that without further delay. DOJ will then start helping us design a comprehensive debt collection strategy, including foreclosure.
Even when DOJ is in control of further collection efforts, however, we still can consider anything sensible we or they can do to collect amounts owed. We are merely getting DOJ involved because it is that organization, not us, who can use the court system to assure we make progress.
I am not a fan of artificial deadlines, but trains and planes and collection efforts have to live with timetables. What you wish to have happen, perhaps, still can. Mr. Berryhill simply has to know what information to put into the paperwork he is submitting to DOJ, and since there’s no pending, signed deal, that has to be reflected in his submission.
You may well reach an agreement involving MJS, Mr. Place and the HOA sometime after today. Submit it to us when you do, and we will forward it to DOJ for discussion. If it is sensible, we may still go that route. Foreclosure takes a while, and we have not begun the process yet.
In the future, please note that Mike Luger is no longer involved in this matter; you may leave him off any further correspondence. Also, please consider that you have a very security-conscious government these days. You may wish to avoid subject lines like the one you picked this time.
David B. Johnson
Acting Chief, Division of Capital Investment
Office of Indian Energy and Economic Development
U.S. Department of the Interior
Well, you can’t read this email without concluding that David Johnson himself had already gone all the way he could to help out our community. Furthermore, after all of this time, he was still sympathetic to our efforts and was AGAIN giving us the opportunity to come back to him or the DOJ with a deal.
After reading this email I was again inspired to push forward, we would not “screw” this up, we just need to come up with a few hundred thousand dollars! Time for that drink!!!
- ACE Golf Asks for Money – How Do We Get a Few Hundred Thousand Dollars?
Let’s get serious here, how to we come up with this money? The following morning on January 28th, I started working pretty much full-time working on getting money. I once asked Bill if he was willing to take on a silent partner(s) who would come up with this money. He flatly rejected the idea, no partners.
I guessed that even though the new HOA Board had not even officially met yet for our “organizational meeting”, it was OK for me to start speaking for the new Board, I mean I was elected 2 days ago!
The first step in looking at HOA provided funds was to get an official request from Bill Place, up until now all we had were emails to a non-board member (me up until 2 days ago). I sent the following email to get the process started.
Oh, and did I fail to mention that all during this time I was still getting blasted on Facebook almost daily by the same 8-10 people who were anti-BBOC. Luckily I kept getting encouragement from Simon Fitzpatrick and others to try and ignore these jerky people. I was now on the HOA Board, did I still have to take this crap …. Yep!
Subject: Plantation Palms Golf Course – Bill Place
From: Jim Hammond <email@example.com>
To: Bill Place
Cc: Ray Bedgood, Simon FitzPatrick
Jan 28, 2016 at 11:49 AM
In order for the HOA Board consider a request for funds we will need a formal request from you with some general details of the specific requests. This should be sent to the HOA Board via either letter on a business letterhead, or via email with your business logo enclosed.
The request should identify specifically what the funds would be used for, etc. If the HOA Board decides to act on your request a legal agreement can then be drafted.
Your request should include at least these items:
- The name of the person or entity requesting the funds. We may want to pay funds to the actual entity purchasing the course.
- Identify what the funds will be used for, i.e. purchase of golf course and rehab of golf course.
- Clarify that any funds provided by the HOA would be a contribution, not a loan, nor purchase of any equity position, now will it be paid back.
- Identify the amount requested for the purchase, i.e. not to exceed $300,000, and date due, i.e. xxxx days after proof of transaction closing and clear title.
- Identify the amount requested for the renovation of the property and club house, i.e. not to exceed $100,000 per year for xx years. Identify when these payments would be due i.e. payable in 2 – 6 month payments.
- Identify in general terms any offsets to the renovation payment requests, i.e. EBITDA exceeding $xxxx/yr, if any property on the course is sold to a developer, if any other business is set up ie miniature golf etc.
You are welcome to provide this in email format to both Ray Bedgood and me. We have a meeting scheduled for Tuesday, February 2 at noon. Can you get this provided to us before our meeting?
Bill Place / Ace Golf
To: Jim Hammond
Cc: Ray Bedgood, Simon FitzPatrick
Jan 28, 2016 at 1:21 PM
Yes, that won’t be a problem. Thanks for all the specifics.
On January 31st, Bill Place provided his formal proposal to the HOA as a framework as to how we might do a deal. Here is a copy of the first email, to save you some time, I can tell you that we had a number of back and forth emails and discussions to get his proposal into something that I could pass along to the new HOA Board to even begin a discussion. Here is the email string, and the final Bill Place Proposal.
Bill Place / Ace Golf
To: ‘Jim Hammond’
Cc: ‘Ray Bedgood’ ‘Simon FitzPatrick’
Jan 31, 2016 at 7:47 PM
Here you go. Please let me know any comments, suggestions.
President, Ace Golf
Jim Hammond <firstname.lastname@example.org>
To: Bill Place / Ace Golf
Cc: ‘Ray Bedgood’ ‘Simon FitzPatrick’
Jan 31, 2016 at 9:12 PM
Thanks for the proposal.
Here are a couple of comments.
- The board will consider your proposal, subject an agreement between the parties drafted by an attorney along the lines of your proposal. We’ll have our attorney review it and provide the HOA Board final approval. Please add a line in your proposal, “to a legal agreement” being reached.
- You identify the “minimum” amount required by the HOA to be $300k based on a $1M selling price, We need this changed to read a “maximum”. You may want to state your bid to the sellers that you bid is an “all in” bid and the maximum price to include all costs, liens, taxes etc….. In other words we don’t want to spend over $300K towards the purchase, this of course would be offset as you mentioned by and price reduction below $1M, like ay $900k.
- We ask the attorneys to provide language as to what happens if the purchase is made and the course doesn’t get renovated etc.
- Under the club house we’d like to see a reference to a restaurant/bar similar in menu and theme to Mulligans, so we have a frame of reference as to what we can expect.
We have a special board meeting on Tuesday where we will discuss your proposal, the idea is that we would seek community approval, as required by our HOA bylaws, along the lines of the “not to exceed $xxxx” so as to give the board the flexibility required to complete a transactions, if so approved.
If the above are acceptable to you please make the changes and return your proposal. If you’d to discuss any details I’m available anytime tomorrow after 10AM or so.
Here is a copy of the initial ACE Golf request for Community “Participation”, it totaled $800,000. This of course was round 1 of the entire process, but at least we had a written request. Click here to see the ACE Golf January 31, 2016 proposal.
I won’t mention any names, but these emails were already generating some flak from a board member who felt I was way out of bounds to already be speaking for the HOA Board. I had been leading this entire effort for the last 9 months, so I’m ruffling a few feathers, I’m on a mission and I’m sure not letting up now! The mission was to Bring Back Our Course!
- February 2, 2016 – My First Board Meeting as a Director
The 2016 HOA Board meet for its organizational meeting to appoint officers at Noon on February 2, 2016. At that very first meeting I was elected Vice-President of the HOA, Tim Hodes was elected President. Ray Bedgood, who had been Vice President on the previous board, withdrew his name for consideration and announced that he would probably be moving from the community in 2016.
Just as soon as the elections were done it was time to get down to business regarding the golf course. Based on previous discussions with board members here are the actual recorded minutes from the meeting. We need to move quickly to deal with the pending Tax Deed sale issue and Bill Places offer. We need to call a “special Membership Meeting” of all homeowners ASAP. Keep in mind that in the past the only Membership Meeting ever called was the annual meeting in January, that was about to change.
Recorded Board Notes:
Membership Meeting – Laurann Flynn made a motion to have a membership meeting and call
for a vote to use up to $150,000 if necessary to pay the taxes on the golf course parcels. Jeff
Steiner seconded the motion and all directors voted in favor.
Golf Course – Jim Hammond made a motion that the Board authorize a community vote asking
for the authority for the Board of Directors to assess and award funds not to exceed $800,000 to
assist a private buyer in the purchase and renovation of the Plantation Palms Golf Course and
Club House. Simon Fitzgerald seconded the motion, Ray Bedgood abstained and all other
directors voted in favor.
Laurann Flynn made a motion to include a vote on the proxy asking residents if they would be in
favor of a residential development of the golf course – at no cost to residents. Jim Hammond
seconded the motion. Ray Bedgood abstained and all other directors voted in favor.
- Other Golf Course buyers shows up – Are you kidding?
Just when you think you have things settled down the unexpected seems to happen. I had just gotten in the mail a Pasco County summons for jury duty and had been scheduled for jury selection on Monday, February 8th. Are you kidding, I’m too busy to deal with this. Luckily when I called on Sunday evening February 7th I found that I did not have to show up, thank God!
However, that week was even a little more exciting when two more potential new golf course buyers showed up on the scene. Here are some of the emails that will tell the story.
Davey Golf Inquiry:
Jim Hammond <email@example.com>
Feb 3, 2016 at 8:52 AM
We met during the Plantation Palms special board meeting yesterday.
You indicated that your company might have interest in our golf course. We are really late in the game with a proposed buyer, a tax deed sale looming and a foreclosure process underway. the property is available today under a short-sale.
If you have someone who is high enough in the organization to make quick decisions I can share some facts with him/her, including a 3rd party consulting study on the cost of rehab.
If I don’t hear from anyone I’ll assume it is a pass.
Adams, Lincoln <Lincoln.Adams@davey.com>
Feb 3, 2016 at 9:26 AM
I have sent all the information that a gathered at the meeting to the RIGHT people. I am doing everything I can to help save the golf course which is obviously very important to the neighborhood and surrounding community. I will have an answer back soon and pass it along to you.
Typically Davey Golf manages courses. We don’t own any currently. A few of us within the company are working to change that.
I will keep you posted as it comes down.
Lincoln Adams BDM
Jim Hammond <firstname.lastname@example.org>
Feb 3, 2016 at 12:27 PM
I have been involved with our community to help find a buy for our community golf course, Plantation Palms Golf Club, Land O Lakes FL for the past 9 months. The course has been closed for the last 18 months.
If you are interested in learning more you can contact me at 813-388-2833. We are on a very tight time frame with a pending buyer, a possible foreclosure and tax deed sale pending.
Feb 3, 2016 at 1:27 PM
I will contact you in the next 24 Hrs. to discuss how we may be able to amicably work together.
Thanks, Mark Jackson
I won’t publish anymore correspondence because after talking to Davey Golf on the phone they were in no way able to move quickly to make an offer on the course and they could clearly see that we already had a good buyer we were working with.
Green Golf Partners Inquiry:
Feb 19, 2016 at 5:15 PM
I appreciate you taking the time to chat with me today regarding the Plantation Palms Golf Course. The situation is most unfortunate for the residents, but we are hopeful that we may work together to turn things around.
My partner and I partially inspected the site earlier this week and came away thinking that it was worth further investigating, particularly because the surrounding real estate presents so well. The residents are clearly to be applauded in such a challenging situation. As I’m sure you are acutely aware, these can be complicated deals, but we are prepared to spend some time working through the due diligence process to find a mutually beneficial way forward for the golf course and the HOA.
Please feel free to put us in contact with your listing agent or anyone else you may feel is useful for us to speak with. I understand that you may have an offer of some type already, but we both know how difficult it can be to actually close a sale. If it is possible, we would like to review the course assessment by Mr. Cale at Cornerstone Golf Partners. We will, of course, be discreet.
Again thank you for your candor in speaking with me today. I look forward to possibly meeting up with you in the next couple weeks.
David A. Esler, President
Esler Golf Designs, LLC
Vintage Golf Construction, LLC
To: Rob Rochlin, Matt McIntee
Feb 29, 2016 at 12:46 PM
Thanks for the call this morning, sounds very much like time is of the essence.
By way of this email, please meet my partner, Matt McIntee. His cell is (xxx) xxx-xxxx, his email is above. He is very familiar with the Tampa market. It is, of course, easiest if the two/three of you speak directly about setting up a time to meet this week. I am assuming that it will be Wednesday, but that’s up to you all.
Matt, please also meet Jim Hammond, his cell is (xxx) xxx-xxxx. Jim is the current VP of the Plantation Palms HOA. I was directed to Jim from the previous President of the HOA. I think it is important that you connect with Jim as we both know that the participation and cooperation of the HOA is critical to making this work – if that is at all possible.
Rob, if you could please provide a brief bullet point summary of who all is involved and the schedule as you know it, that might also be helpful.
I look forward to speaking with you all again soon.
I won’t publish any more of these emails, there were dozens of back and forth communications. These to me were just more distractions. We had a buyer, a draft Services Agreement and a “Ticking Time Bomb”.
At this point we are again going 100 miles per hour, trying to get a deal put together with Bill Place. Even though we didn’t have all details worked out.
I needed to update the government on what was happening, I couldn’t let them just drift along, processing our course for foreclosure.
Here was my email update to them:
Subject: Plantation Palms Golf Course – Follow-up
Jim Hammond <email@example.com>
To: David Johnson
Cc: Richard Berryhill
Bcc: Bill Place, Tim Hodes, Eric N. Appleton, Simon FitzPatrick, Ray Bedgood, and 5 more…
Feb 4, 2016 at 7:55 PM
I thought it would be appropriate to follow up to your email of January 27, 2016, since a lot has happened in our community in the last 10 days
At our January 26th Annual Homeowners Meeting, I was elected to the HOA Board along with two others who were very supportive of our golf course efforts. Subsequently, I’ve become Vice President of the Board and the liaison for all golf course related matters.
With 48 hours’ notice, we called a special Board meeting where we approved a special Homeowners Meeting to be held on February 28th. This special meeting will seek community approval to fund a contribution to a highly qualified, prospective golf course buyer. This contribution would allow him to immediate negotiate a cash deal and prompt closing first with MJS and then hopefully submit the deal to your office for final approval.
Although we are confident, there is no guarantee we will get a majority vote for approval of our Proxy. However, I wanted you to see, that with new HOA leadership in place, we are highly motivated to get back our golf course as soon as possible. We are also concerned that this transaction get consummated prior to our feared and pending Tax Deed sale or a foreclosure.
I will be sure to keep you up to date on our efforts.
Vice President – Plantation Palms HOA
You will notice in my email to David Johnson that indicated our Special Membership meeting was scheduled for February 28th, the meeting was actually on February 25th.
You will also notice that I told David we would be voting on funding, this however got changed to a vote on the Tax Deed issue. More on that later!
- The Tax Deed Sale Issue – A Disaster Waiting to Happen
So much has been said about the pending Tax Deed sale of the Plantation Palms Golf Course property and now you are going to get the facts regarding it. As you can see by the February 2nd HOA board meeting notes we had 3 motions approved by the board, all subject to a special Membership Meeting and a vote by the community. One was for paying up to $150,000 for back taxes, voting on providing up to $800,000 to assist with the purchase of the golf course and a vote to see if people wanted a housing development.
Let’s just deal with the Tax Deed sale, what is it and how did it effect Plantation Palms Golf Club.
If someone in Florida does not pay their annual property tax the county may sell a “tax certificate” to an investor. This becomes a lien against the property, not the property owner. This way the county gets paid up front from an investor who will in-turn earn interest on the certificate. A bidder is actually bidding on an interest rate, the lowest interest rate wins, in case of a tie they use a random number generator to pick the winner. Bidding starts at the maximum of 18% interest and goes down from there. A tax certificate is an investment. This investment does not provide any property rights or ownership to the certificate holder. A certificate holder is an investor and the purpose of purchasing certificates is to earn interest on your investment not to get the property. Pasco County uses an on-line bidding system and conducts these auctions in May-June each year. Each unpaid tax year becomes a separate tax certificate available for bidding. Here is the on-line site that Pasco uses https://lienhub.com/county/pasco. If a property did not get any bids during this annual sale, it then becomes a “county held tax lien” and the tax certificate can be bought at any time during the year on another Pasco site. Here is a list of currently available “county certificates” on this web site https://pasco.lienexpress.net/certificates.
After a holder of a Tax Certificate has waited 2 years, as of April 1st of that year the investor may file an application for a Tax Deed, meaning that the investor will get his money back plus interest from the County. Any Tax Certificate that becomes 7 years old becomes worthless. If the person who originally owed the unpaid property taxes (or a mortgage company) pays off the past due taxes to the county, this payment to the county must include all the accrued interest and fees and the county will then pay-off the tax certificate investor.
Let’s assume the tax certificate holder wants to cash in on his investment and files an application to the county for a Tax Deed. Now the county is back in the same situation, unpaid property taxes for a number of years. The county may then auction off this property in a Tax Deed sale to the highest bidder. Seldom does the tax certificate holder bid on the actual property, he’s just an investor. However, other investors might be willing to bid on the property at a Tax Deed sale and take possession of the property for potentially a price slightly higher than what the county already has invested (the property tax, all the interest and handling fees). You could buy a $1M worth of property at auction for maybe thousands of dollars.
Plantation Palms Golf Course is actually comprised of 14 tax parcels. MJS DID NOT pay Pasco property taxes for 2012, 2013, 2014 or 2015. Basically, MJS never paid their property taxes since buying the course in April 2011. I assume they paid the 2011 property taxes for that year at the closing. It is sort of unbelievable that it went on this long and the bank never did anything about it, until they called the mortgage for non-payment, forcing a short-sale.
OK, so what did all of this mean to my efforts to find a golf course buyer? Back in the fall of 2015 the HOA attorney, Eric Appleton brought this to the attention of the HOA board. The issue was that tax certificate holders had started filing to get their money back, an application for a Tax Deed as early as June 2015 and a bunch more were file on November 6, 2015. Under the normal process, if the taxes weren’t paid by someone, these tax parcel properties would be auction to the highest bidder, regardless of the fact there was a $2.2 M mortgage attached to the. Here is a copy of the Tax Deed status as of February 2016, see all of the Tax Deed filings. Click here to view a copy. Based on information from the tax collector’s office I kept a running total of value of the tax certificates and tax deeds which would change monthly as interest was applied. Here is the last spreadsheet I had showing these amounts, click here to view. As you can see the Tax Deed portion was already $121,000 and the total including certificates was almost $150,000.
So, you would think the Bureau of Indian Affairs, their bank, or someone in the government would do something to make sure someone didn’t buy the golf course parcels just for the value of the tax deeds, at auction, roughly $150,000 plus some fees. Their $2.2M mortgage on the property would immediately become worthless. In the private sector this happens every day and the bank carrying the mortgage would just pay all the back and future property taxes just to protect their mortgage. But NOT the government. On January 21, 2016, Eric Appleton, on behalf of the HOA Board, sent a letter to David Johnson and others at the government bringing this serious issue to their attention. Click here to see a copy of that letter. So, what happened, the government just laughed it off and responded back that they had NO WAY to pay local property taxes. This was the “Ticking Time Bomb” I wrote to David Johnson about in my January 27th somewhat famous email!
What was our strategy? We wanted to get a deal done with a buyer for the golf course before ANY of the parcels were auctioned off! Plain and simple. But what would happened if we couldn’t get a deal done this fast? Bill Place had already made an offer to buy the course, contingent on the HOA providing some level of “participation” (money). But the deal was sitting in limbo and the Tax Deed clock was running. So, we developed a new strategy, a fallback position! We were going to ask the HOA community for permission to pay up to $150,000 in back taxes to the county if we had to protect a pending deal. This did not mean we were buying the property, or even buying the tax certificates directly. If we paid Pasco the amounts for the tax deeds that were going to auction, there would be no auction. This again was NOT something we wanted to do, but it was a fallback strategy. This explains the motion at the February 2, 2016 Organizational Board Meeting “to have a membership meeting and call for a vote to use up to $150,000 if necessary to pay the taxes on the golf course parcels.”. Now it should make sense to you.
Here is something never before revealed to the community! I did not want to take the time to call a special meeting for the tax deed approval. I wanted to instead call a special meeting vote on providing funds to help a buyer buy the golf course. I thought that if we pressed forward with the deal we could get if done before the tax deed sale ever took place. There was a lot of communications about this issue with various board members and others. I won’t provide names. In the end, I lost and we would go forward with the special meeting asking for $150,000, if necessary to pay taxes. Here is what you learn in these situations. Many times in my life I had executive meeting or attended board meetings were heated debates took place, each side was passionate in their beliefs, all were acting in good faith. Many times I was the ultimate decision maker, I wasn’t looking to be “the boss” and only do things my way. A good executive team or board is one that debates behind closed doors, but is united on the final vote that takes place. So it was here, in this case I was not “the boss” and I agreed to 100% back the request for tax deed money at the upcoming Membership meeting.
On February 25, 2016 the HOA board conducted a Special Membership meeting of the homeowners after having sent them a proxy to vote on the tax deed $150,000. For weeks before the meeting there was a huge divide within the community. Even though the BBOC block captains again went door to door handing out flyers supporting the tax deed funds, an equal number of opposing residents were handing out their own “vote no” flyers. Facebook was blasting the idea, it was one of the ugliest situations you could imagine. At the Members meeting alone over 20 residents spoke and voiced their opinions, many were angry and upset. In addition, the Reserve HOA had their attorney speak on behalf of the Reserve as a “no vote”. You could almost say that things were getting out of hand at the meeting.
Most did not understand the strategy, most thought the new HOA Board, including Simon and me were trying to rip them off. Our strategy however was that IF a golf course deal was eminent and approved by the government, the back taxes of $150,000 would have to be paid off by someone. Although I didn’t like the idea of this meeting, the strategy we had was not so bad. The HOA would pay the $150,000 and we would adjust this amount from whatever “community participation” we were willing to provide. A yes vote would have allowed the HOA, to at least have this flexibility. No way would the HOA pay the $150,000 without a guaranteed deal!!!
The meeting started at 7 PM and didn’t finish until almost 9 PM, the final vote was 265 NO and 196 Yes, a clear defeat! Here are the recorded minutes for that meeting. Here is a copy of the proxy that was sent to homeowners to vote on.
I haven’t told you the whole story of the February 25, 2018 meeting yet! But before I do, let me back track a few days and lay the ground work for the deal we were trying to put together with Bill Place.
- Getting a Services Agreement Deal Drafted – Deal & No Deal
As I mentioned many time already in book #2, I believed the only way to get a buyer to buy the golf courses was to help provide some community funds. The cost to rehab the course was more than the business was worth. But the issue was, EXACTLY how could our community do this, or even would our community vote to do this.
At this point in early February the HOA board had been in place for less than 2 weeks, we had a special community meeting coming up on February 25th, the proxy for the Tax Deed vote had been sent out and I was hard at work trying to structure a deal with Bill Place that would also be legal. My next HOA monthly board meeting was on Wednesday, February 17th and I wanted to have an agreement to present to the board for approval and call another special HOA community meeting to approve it.
On February 7, 2016 I sent a draft copy of “Value Proposition” to the HOA Board members for their review. This was my first attempt to justify providing about $800,000. This was a long list of things that we would ask for in trade for the funding. This list included some “must haves” such as right of first refusal to purchase the course if it were to close, but the list also had a lot of expensive costs to ACE Golf. I was proposing a “beautification” plan, street cleaning in the mornings etc. I won’t publish a copy of the Value Proposition, as you’ll see later we had legal issues.
I’ll let you read some of the emails around it.
Jim Hammond <firstname.lastname@example.org>
To: HOA Board
Feb 7, 2016 at 1:58 PM
Fellow Board Members,
With your help I have drafted a Value Proposition that I’ll present to Bill for his review. The idea is that if we go to the community and ask for money that we get back some “value” that would help justify the money.
Please review these items. I arbitrarily plugged in a costs for these, but again this is all a first draft and Bill hasn’t seen it.
After I receive your feedback I’ll send it to him for a discussion. After we negotiate the general ideas we can have Eric draft a more formal agreement.
Jim Hammond <email@example.com>
To: Bill Place
Feb 10, 2016 at 9:32 AM
I’ve been working with our Board to find a way to justify providing you assistance in opening our golf course. All of our residents want the golf course back and run by a professional organization, like yours. Most, but not all, believe a benefit of the open course is the improvement in our property values. Some have pointed out studies including Crescent Oaks that show little improvement in per sq ft selling prices before and after the closed course opened, others believe this only effects the people selling in the next few years. The HOA Board believes that your purchase and opening of our golf course will both protect and increase our property values.
In order to ask our community to provide a financial aid to a private buyer we need to be able to show them “value for the aid”, what are they getting for their money. Along this thought I’m attaching a draft Value Proposition for your review. Let me know a good time we can discuss this.
Feb 11, 2016 at 8:50 AM
I’ve made some notes on your attachments. These are subject to a review by my attorney if we come to agreement.
As you know, I was prepared to withdraw my offer for the course when I learned that it was unlikely that the driving range parcel could be used to raise renovation capital. At that point, Mr. Gunsteens asked me what would make the acquisition viable, and I gave my response which is the purchase and renovation supplement that you have outlined.
Purchase and renovation of the Plantation Palms Golf Course is a long-term project with a higher degree of risk than most golf course acquisitions. The numbers simply do not work when a lot of additional risks and costs are added to the proposal that I made to the HOA.
- The club was losing over $200,000/year in 2009 when it was sold. It did not make any money during the MJS years. And, I don’t know if it ever really made money since its construction in 2000.
- The club has been closed for almost two years, adding immensely to the renovation cost and to the cash flow requirements to getting it back open and getting golfers to return. It will take a good 3-4 years to condition the course back to optimal playing conditions, and during this time it will be difficult to fill tee sheets to a profitable level.
- There are some major investments required to change the business model to one that ensures long-term health of the club. I have outlined these clubhouse and other improvements to you previously.
I know what it will take to make this club successful. It requires much more investment and carries far more risk than our three golf course renovations to date. And, the relatively high ongoing golf course maintenance and improvement costs do not give a lot of room to assume extra maintenance and other costs.
I also understand and appreciate why residents are wanting to see their money handled responsibly. While I think this club can and should be a successful and vibrant part of the community, I will not agree to further costs and restrictions that might doom it yet again.
Bill Place – President, Ace Golf
Jim Hammond <firstname.lastname@example.org>
To: Bill Place
Feb 11, 2016 at 8:53 AM
I have taxes till 2pm today. Can we talk this afternoon?
I did speak to Bill on the afternoon of Thursday, February 11th. I would say that we were both looking for a way to structure a deal, but we just weren’t able to come to a common structure of what Plantation Palms would get that would justify the funding, other than he would buy the course and rehab it. Although this was important, I couldn’t take this to the community.
I needed to brief the other board members, and because of Florida sunshine laws I had to do this briefing in small groups. Therefore, on Friday, February 12th I met with Tim and Keith at Panera Bread. On Monday, February 15th I met with Ray and Jeff at noon, and the next day I had lunch with Laurann at Panera Bread. Later that afternoon, on Tuesday February 16th we had a conference call scheduled with Eric Appleton and Bill Place to have a frank discussion on what we could and couldn’t do.
That February 16th 3:30 PM conference call DID NOT go well. The bottom line was that we had legal issues with everything I had been proposing! Within an hour the entire deal had fallen apart, there was NO WAY we could use the “Value Proposition” concept to provide Ace Golf with funding. We ended the call on a friendly tone, but the entire deal fell apart.
Bill Place proceeded to text Rob Rochlin that he was cancelling his offer to buy the course. Rob called me completely pissed off, I was in no mood to listen to him or any one else. All of this work with ACE Golf had just gone down the drain. There was NO DEAL. I don’t remember how I slept that night but I know that I woke up Wednesday morning, February 17th I had a whole new idea, how could I have missed this before. I was trying the wrong approach. It dawned on me, what was the single biggest challenge any business has after being closed for 2 years when it re-opens? CUSTOMERS! Of course, a new business needs lots and lots of customers as soon as possible.
This vision had to be a gift from above. I just needed to structure a deal to give Bill Place a lot of guaranteed customers, like 821 new customers. All morning long I was on the phone with either Bill Place or Eric Appleton. The new idea was so simple, Plantation Palms would buy golf club memberships for all 821 homeowners. I had researched a similar concept earlier to see how legal this was and found that a lot of HOA’s purchased annual memberships to swimming facilities, on-site health clubs and yes even golf clubs. Many of these facilities had some sort of HOA ownership, but that was not a requirement.
By 3 PM on February 17th Bill and I were pretty close to deal for a “Services Agreement”, at least in concept. Bill was also being very accommodating and came off his $800,000 requirement, we were now talking about $625,000 over 5 years. I told Bill that if we could reach a verbal agreement on the specific details I would take it to the 6:30 PM board meeting that night and seek full board approval and authorization for another special HOA Membership Meeting to vote on it.
At 5:30 PM, just an hour before the board meeting Bill called to say “We Have a Deal”!
At 6:30 PM, we opened the official February HOA Board meeting. I made a motion to provide Ace Golf $625,000 over 5 years for a Services Agreement and to authorize a community vote. The motion was unanimously approved! I needed a drink!!!
Over the next several weeks we had a lot of work to do to negotiate all the details of the Services Agreement, schedule a community vote for early March, and oh by the way figure out how we were going to get the community to approve $625,000!!!
We also had to see where the government was in the foreclosure process.
- Guess Who Comes Back Into The Picture?
Rocky Morgan, Dusty Dean and Rocky’s Attorney are now contacting the government directly trying to get back into this deal. I needed to make sure we were on top of exactly what they were doing.
Jim Hammond <email@example.com>
To: Rocky Morgan
Feb 9, 2016 at 11:40 AM
I understand from the gov’t that you have shown interest in the golf course again.
Rock A. Morgan
Cc: Rocky Attorney@lawfirm.com
Feb 9, 2016 at 1:02 PM
If you will recall my commitment to you and that community was not to walk away. I never did. Now…..we are going to do what should of happened back in October of last year. Other than the Tour portion, Dusty is not involved in this acquisition. This time (Rocky attorney) will take the lead from the beginning and proper funding is in place. We don’t have to rely on the property maintenance contracts going in.
I believe in my heart that you want what is best for Plantation Palms and have worked to make that happen. I will stand before God and PP and say that again. All you did was try to help me help them.
Hope all is well.
Feb 9, 2016 at 8:59 PM
Jim…..please know that (Rocky Attorney) is on top of that and in direct contact with the seller’s agent and the BIA. Mr Johnson and Mr Berryhill have been fantastic. This message better self-destruct after you read it.
Rock A. Morgan
Feb 16, 2016 at 8:03 PM
We just finished with DelMorgan. Based on the information from DelMorgan, (Rocky Attorney) is preparing the LOI to present to the sellers. If the sellers and the BIA and the tax deed folks will work with us and our timeline we can get this thing done with a fair offer. The offer still has to be accepted and approved.
We also have the money approved for another portfolio of courses that is on the market that you are familiar with. If Plantation Palms does not materialize for us we will still be in the area.
Rocky Attorney <firstname.lastname@example.org>
Feb 22, 2016 at 6:36 PM
Mr. Hammond –
I just got off an hour long conference with a few of the key investors in the Plantation Palms group I represent. It has been brought to my attention that Mr. Place has tendered a contract and an escrow money deposit to the seller. Please do not disregard this email as I assure you the clients with whom I am now dealing have a very palatable and unimpeachable plan that doubtless the lender (BIA) will entertain (in a short sale, until you have approval from all subordinate lien holders, clear title cannot be convey – more on this below).
My clients are still nevertheless interested and feel strongly that they will be able to present a more fiscally sensible and feasible plan to transform the course seamlessly into a flourishing enterprise as it was years ago (as an avid golfer myself since I was 8 years old, I am very familiar with the course).
With that being said, I need to know what the HOA’s incentive to qualified buyer would be? It is my understanding – and I am relying on pure hearsay so if I misstate this, please correct me – that the HOA will tender up to $800,000.00 toward the acquisition price of Plantation Palms from MJS Golf Group, LLC. Additionally, the HOA will enter into a five year service contract with the purchaser which will yield a gross amount of $125,000 per year to the purchaser in exchange for services rendered.
A few questions that warrant only brief answers:
1) What services are in exchange for the $125,000?
2) Is the $125,000 tendered prepaid in full for the year or is it held in trust/escrow, tantamount to, say, a construction loan and released periodically?
3) What, if anything, does the HOA expect in return, primarily, for the $800,000 grant?
The next issue is whether the seller has the ability to convey marketable title. In examining title, there are countless liens on the property, including the tax deed issue that is imminently upon us. The title search I was provided months ago was incomplete and disorganized and was not a fair representation. I also noticed that several liens have been filed since I received that search (which was in Sep., I believe). None of the liens stemming from successful suits against MSJ and its managers show that they are represented by counsel. My prior attempts at reaching their counsel proved fruitless.
As of last week, Rochlin was unable to provide me with a single written estoppel from any lienholder. I do not believe they have been negotiated – it constrains reason and conventional commercial protocol to suggest that ALL these lienholders have signed off on a short payoff and satisfaction of lien when prior to the existence of a contract. It even further confounds me that first lien holder would agree to pay this secondary class, so to speak, anything at all without knowing the value of the offer. The sale of Plantation Palms will doubtless require the intimate, assiduous involvement of legal counsel from both sides; the issues are too multi-faceted and related to judgment lien priority and debt negotiation which can only be lawfully done by an attorney in this state when it’s done on behalf of another person (a mortgage broker may negotiate debt, too, but that is inapposite here; a real estate licensee may, but they cannot charge). Given that Rob could provide very little details to me, and given that he details which were provided were nebulous at best, a swift closing with marketable title is astronomically unlikely and perhaps impossible without significant legal intervention. I don’t see who is performing this.
In any event, for the aforementioned reasons, my clients would like to proceed, if even as a back up offer to Ace; however, since a contract is not effective in a short sale until the lender provides its blessing (third party approval), there is no contract at all as there is no mutuality of obligation since there is no obligation at all – basic logic and contract law 101. The BIA will not provide a letter of approval for weeks, so there is still time for the community to explore all options. I would appreciate the chance to either speak with you, even if briefly, along with one or two of the partners, whether from the operation or finance side or both.
I look forward to hearing from you, and thank you in advance for your anticipated cooperation in providing the answers to the above, and, of course, for taking the time to read this email. Brevity would have been inappropriate given the nuances innate within this deal.
Board Certified Real Estate Attorney
Jim Hammond <email@example.com>
To: Rocky Attorney <firstname.lastname@example.org>
Feb 22, 2016 at 9:13 PM
Thank you for the email. I have forwarded a copy to our HOA attorney for guidance.
Vice President – Plantation Palms HOA
From: Dusty Dean
Cc: Rocky Morgan
Feb 25, 2016 at 4:24 PM
I feel it incumbent upon me to simply reach out, on behalf of both Rocky and me, in a fully transparent, sincere, and candid manner to clear the air and ensure you understand our position. At the very core of our issue is that, despite the disorder, confusion, and miscommunication among key parties clouding the past offer(s), we feel strongly that we have abundantly demonstrated that we are committed to both the community of Plantation Palms, as well as the maintenance and prosperity of golf course; unfortunately, because of the significant challenges inherent within a project of this magnitude and complexity, combined with a frustrating lack of cooperation or indifference on behalf of the selling group, we simply were not able to discover the appropriate avenue to render the Plantation Palms acquisition financially viable. Fortunately, because we have continued to work diligently to ascertain a feasible solution, we are fully prepared to move forward and we are confident that our plan will be embraced wholeheartedly by the community of Planation Palms.
You, personally, have been a party to email chains very recently which illustrate quite clearly that we are aligned with and have the full support of well-founded and fully liquid financial partners, namely, David Porter and Neil Morganbesser. We are confident that, with the community’s support, an acquisition of Plantation Palms that would be globally beneficial to the community, the investors, and the owners, is not only viable, but is compelling and exciting. We are also comfortable stating that there exists no other investors/purchasers that are going to be willing to committing even half the time, energy and money, upfront,, as we have already done. Nor will the community find a more faithful, LONG TERM partner to ensure that you never have to endure the loss of the hallmark of your community – an active, enviable golf course and club. We do understand why the community has been compelled to explore other options after our original negotiations fell by the wayside. However, the very recent willingness on behalf of the community to financially support the effort has significantly and meaningfully increased to a point where, through meticulous planning and consulting, we were able to formulate a plan to zealously revisit the acquisition. This was not the case when we originally spoke, and consequently we were not able to partner with an outside investor to finance a fiscally unviable real estate transaction. The reason Gary reached out to you earlier this week was to divine whether we would be afforded access to those same funds you are offering to any “qualified buyer” so we can immediately prepare an offer; you directed (Rocky Attorney) inquiry to counsel for the association, but we have not heard back from the association attorney. (Rocky Attorney) even directly reached out to Mr. Appleton and still never received a reply.
My point is very simple. We firmly believe that we are the community’s best option to accomplish its goal of permanently restoring Plantation Palms to the enviable, valuable, and wonderful community it once was. The current willingness of the community to support and endorse this effort financially, the leverage shifts back into the lap of the community. What I don’t want to happen is for the community to make a swift decision predicated on desperation and urgency, and ultimately regret it, simply because we were not able to effectively communicate and get on the same page. At the same time, we are not looking to create an issue or interfere in any way if you are content with exclusively exploring path you are currently taking with the pending offer. Believe it or not, like you, we simply want what is best for Plantation Palms and its residents, and even though you see us as outsiders, we neither see nor feel that way. In all sincerity, if you take our actual cash we have invested into this project, as well as the associated money in connection with our time (there’s no denying the fact that the course did get cleaned up by virtue of Rocky’s personal sweat equity and efforts), it would add up to an amount that would have paid our “mortgage” for 20 years each. Because of this personal investment with time and financial expenditures, we feel like we should be welcomed in as Plantation Palms residents because, despite the fact that we do not live there, we nevertheless have invested the money and time as if we were residents. I trust you already appreciate and are aware of this fact.
We clearly understood the reasoning behind deferring the communication from Gary to your attorney. As of today, as I said, we have not heard from him and, at the end of the day, we simply need to know if the opportunity to garner the community’s financial support has vanished. We do understand that Ace Golf and Bill Place are currently interested (or maybe under contract) and, because of the synergy emanated from us both being in the golf industry, we would be open to working with him on Plantation Palms and even his other golf enterprises. We would like to reach out to him to better understand his long term intentions with both your community and his other golf ventures, but I do not want to do so blindly without better understanding the community’s current position. As I said, we have zero interest in getting sideways with anyone and only seek for the best for path to success for all interested parties. If we have missed the opportunity to participate, we simply want to wish everyone the best of luck and move on to our next project; however, it would be unfortunate indeed for the community not to afford us the opportunity to present our unique and compelling strategy for long term success with Plantation Palms.
Please let me know your thoughts either way, and appreciate all the time and effort you have put in this endeavor. The community is very lucky to have advocates like you and Simon.
Talk Soon – Dusty
At this point I felt that I needed another HOA Board member to sit in on any call with Dusty Dean and Rocky. I approached Tim Hodes and explained to him my strategy for even talking to these guys, he agreed to sit on all future conference call with Dusty and Rocky including on at 9 AM on February 26th. Keep in mind this is the morning following our Members Meeting on the Tax Deed sale. The call was bizarre, but we got through it. Below is Dusty’s email after the call.
To: email@example.com , Rocky Morgan
Cc: Tim Hodes
Feb 26, 2016 at 11:30 PM
Hi Jim and Tim – thanks again for spending time with us today and again I apologize for getting so animated. I truly only have good intentions and my frustration only stems from where things stand now. But we are working on putting something together and will do our best to get the highest offer in AND get the community behind us as they are with Mr. Place, who as we all agree, would be a great asset to PP as well. We will be in touch shortly. Thanks for your time – Dusty
- What else took place at the February 25th Special Meeting?
So, let’s circle back to Special Members Meeting we held on February 25, 2016, you’ll remember that this meeting was to vote on spending up to $150,000 to pay all back taxes and eliminate a Tax Deed sale. I already stated that this was not exactly my agenda. I wanted to get a deal done with a buyer, hopefully Bill Place. The board asked me to do a presentation at this meeting, so I was happy to do so.
However my presentation was NOT on the Tax Deed issue, it was on the Services Agreement and getting the golf course SOLD! Even though the Tax Deed issue had polarized our community, I wasn’t going to lose focus on my #1 Priority.
Our homeowners needed some degree of financial education to understand that the outright purchase of the golf course as a terrible business deal. No one was ever going to buy this property and renovate the course, strictly on the numbers.
Here are the key points from my presentation:
- The majority of our homeowners bought here because Plantation Palms was both gated and was a golf course community.
- Plantation Palms property values had dropped since the course had closed. Nobody benefited from a closed course.
- I provided proof that it was safer and cheaper to buy an existing golf club, then to take the risk and buy and rehab Plantation Palms, without “community participation”.
- Presented for the 1st time the 5 year, $625,000 Service Agreement idea. $13/mo. for 4 years actual cash out of pocket.
- Discussed Bill Place as a buyer.
- Hurry, Hurry, We Are Running Out Of Time!
By March 1, 2016 we are again running at 100 MPH. I had so much going on that my head was spinning, I had more “to do” lists on my desk than I could even manage. Some had critical dates. Check this out, it was totally CRAZY!
- We had scheduled another Special Homeowners Meeting for the earliest possible date, this was March 17th. Therefore we needed to send out a Proxy Voting package within a day or so to meet our 14 day legal notice process. We got all of this out the door on March 2nd!!! Eric Appleton, our HOA attorney had done a great job of getting our ideas into the final proxy.
- We learned that 2 of 3 MJS partners had approved the Bill Place “contingent on community participation” deal. Great, but we didn’t exactly have a community approved deal yet.
- We needed a “final” Service Agreement document, we had the dollars worked out but needed a final document before we could do the Proxy. Bill Place did a great job of working with me via email and over the phone to get a draft completed. From early morning till late afternoon on March 1st we worked out all the structural issues. See my email below to the HOA Board where I provide them with the final “non-legal” version of the agreement. You will also see the new “Rocky cash offer”.
- We needed to immediately start selling the Services Agreement to the community, so that we’d have a successful March 17th The first step was to have Bill Place host a Meet & Greet at his Pebble Creek Banquet Hall.
- We needed educational hand-out and email blast materials on the Services Agreement that made clear what we were asking for.
- We needed to conduct “Informational Events for Q&A” by the HOA Board, we scheduled 6 of these.
- A community group was already forming to oppose the Services Agreement. They even got a resident who was an attorney to send emails indicating what we were doing was illegal. This alone generated a ton of emails, I let Eric deal with her.
- We finally had an impartial study from a respected real estate agency showing the substantial drop in home values since the golf course closed.
- All this time the government was silent, and processing the MJS loan to the DOJ for foreclosure. We had no time to spare.
Jim Hammond <firstname.lastname@example.org>
To: HOA Board Members, Eric Appleton, CA
Mar 1, 2016 at 3:12 PM
Tim and Eric,
I’ve asked Bill to provide the BOD with a clean, update proposal on his letterhead. See attached. We can use this both as the framework for our legal agreement as well as a disclosure to our community. It’s much better for the community to see the details from him than just me.
Btw, where is much more drama today as Rocky’s LOI was directly delivered to one of the MJS members along with Rob. Rocky knew Bills offer and increased the offer along with an immediate cash close proposal.
- Our “Yes Vote” Action Plan:
Looking back today, I’m still amazed that in a short period of time we were able to put forth so much effort to explain the Services Agreement to the community seeking a “Yes Vote” for the March 17th Special Membership meeting.
Meet & Greet
The first announcement was that we had organized with Bill Place to have him host a Meet & Greet at his Pebble Creek Banquet Hall. It was an RSVP open invitation to all Plantation Palms homeowners. We scheduled this for Wednesday, March 9th from 7 – 9 PM. Click here to see a copy of the invitation. Bill Place would provide the hall, snacks, beer, ice tea and a cash bar. Ray Bedgood, a DJ, resident and HOA Board member, provided entertainment at no charge. Bill would also provide his key managers to mingle with the crowd and answer any questions about ACE Golf, this was a nice touch. It would be quite a night. Not only did we have the banquet hall, but they opened up the adjoining meeting rooms by moving the sliding room dividers. I don’t have an exact count, but we had well over 100 people, luckily Ray Bedgood brought a great sound system and a powerful microphone. I launched the meeting and explained why we were here, the idea behind the Services Agreement for $625,000. It was then Bill’s turn, he was great. He explained in welcomed detail how he had bought and rehabilitated Pebble Creek, Crescent Oaks and Wentworth. He was soft-spoken and made it clear that he was here for the long-haul. He explained how he had wanted to buy Plantation Palms since before MJS. The evening progressed with lots of questions & answers. It was clear that there was already a lot of misinformation circulating. By 9:30 PM or so that evening the crowd was leaving and pretty pumped up. But we still had a long way to go. We needed to get to all of those that did not attend.
Informational Q&A Sessions
We knew that many people could not or would not attend the Bill Place event at Pebble Creek. We assumed that people who were against the Services Agreement idea would NOT attend Bill’s event. We felt that the HOA Board needed to hold “fair and balanced” Informational sessions to answer all the questions people had. We hoped the “vote no” people would attend and at least get the facts.
Here is the schedule of meetings we held:
- Friday March 4th: Guardhouse from 12:00 – 2:00.
• Saturday March 5th: LOL Library from 12:00-2:00.
• Tuesday March 8th: Publix from 6:00 – 8:00.
• Thursday March 10th: Guardhouse from 12- 2:00.
• Saturday March 12th: LOL Library from 12:00 – 2:00.
• Tuesday March 15th: LOL Library from 6:00 – 8:00.
Many of these informational sessions were packed with people, we had board members there to hand out information, and answer any questions. I attended most of these.
In preparation for these meetings we put together a complete Homeowners Package of Information. It included everything people needed for the upcoming March 17th Special Meeting. It includes a “Why Vote Yes” presentation.
- The “Vote No” Hysteria!
By Early March 2016 the golf course had been closed for almost 2 years, weeds were again 6 feet high, the club house and maintenance building had been vandalized. Yet, there was a movement of “Vote No” people who fell into the following categories:
- People who just didn’t like me (or Simon and the BBOC) group, it had become personal. I could have invented the cure for cancer and they would have still been critical. Simon and I were constantly getting ripped on Facebook, there were probably a dozen people who constantly blasted us personally. 4-5 of them were just outright nasty! Many of these people would have been happier with a housing development than to see the “BBOC win”. Some of the “Vote No” people didn’t trust the entire HOA Board. I won’t mention any names here!
- A Plantation Palms resident attorney had started raising legal issues about our proposed transaction. This person, who I will not identify here, raised questions about the legality of the Services Agreement, the legality of the proxy the HOA Board had sent and so forth. Unfortunately, this person provided all of this materials to the Facebook “Vote No” people and they had a field day. In addition, an email with these issues was sent through the Reserve email system and further fueled the “Vote No” sediment there. Here is a nice response from Tim Hodes our Board president at the time to this attorney. Click here to read it. It is interesting to note that this attorney DID NOT send emails from their personal email account, but from a law firm account, in every case identifying the fact that this person was an attorney. We are fortunate to have a great attorney (Eric Appleton) representing our HOA Board, here is his response to this attorney and the legal concerns.
- A group in the Reserve were opposed to the Services Agreement and were handing out a flyer, supporting a “Vote No”, here is a copy of that flyer.
- An active “Vote No” Facebook person published a document called the “13 reasons to Vote No”. It too had a lot of misunderstandings and I felt we needed to respond to these 13 items. Here is a copy of the 13 reasons and my responses. I have removed the person’s name who published this.
- Some “Vote No” people were for the idea of a Service Agreement, but objected to the fact that it didn’t have Ace Golf and Bill Place specifically named in the Proxy materials. I’ll address this later.
At times in early March 2016, leading up to the Special Members Meeting, the negative and divisive forces seemed so unfair and unreasonable. It was obvious to me, that of 821 households, a certain percentage of them would always disagree with something, you just couldn’t make them all happy. There were however a much larger group of people who wanted the golf course back with a rise in property values. They were the “Vote Yes” people.
At this point I want to clarify that in no way am I accusing the Reserve HOA Board as sponsoring or campaigning for the “Vote No” campaign on the Services Agreement. Some people in the Reserve were campaigning against the vote and I believe the Reserve HOA Board was trying to be a neutral party, not publically endorsing or opposing.
I also want to make it very clear that this is NOT a criticism of the Reserve community or any of the homeowners there. We have all moved on from this situation, I personally have no hard feelings against anyone who voted no on the Services Agreement.
- Property Values Study – Finally!
All through the entire BBOC process we all had made the logical conclusion that the closed gold course had affected property values. How could it not have been an influencing factor when it looked terrible? Yet, we had some people claim that the course closing had no effect. No really …. they claimed this! We needed proof BEFORE our March 17th meeting. How fortunate were we that on March 9, 2016 we received a study done a reputable real estate person with ties to the community. The study would be a major help in settling once and for all the issue of something as obvious as our property values. Click here to see a summary of that report. We immediately published this information to the community and again used it at the March 17th meeting.
We were asking people to pay, out of pocket, $152/yr for 4 years = $608 for a Social Membership and bring back the golf course. Their property values had an impact in the range of $10,000 to $30,000, seems like an easy investment decision.
- The Big Yes or No Special Membership Meeting – March 17, 2016
OK, here we go, the big meeting, are we going to have a golf course and rising property values or will the “Vote No” people stop us. Unfortunately, depending on how you look at it, the HOA needed a very large Yes vote. Normally voting in our HOA requires a majority approval, 50% plus 1 vote, assuming we have a quorum. However, since we were asking for permission to increase dues over the 15% cap we needed a “super majority” Yes vote. Just a few days before the meeting an interesting article appeared in the Tampa Bay Times that really hit home. Quail Hollow, a local golf course and adjoining community, announced that they wanted to close the course and convert the nearly 175-acre site into 400 detached homes and townhouses. Additionally, 5.5 acres would be set aside for a day care center and a 30,000-square-foot office building. We of course published this article and a picture that appeared in the paper showing frustrated Quail Hollow residents who were in shock! Bingo, that could easily be us here in Plantation Palms.
As I mentioned earlier, as required by law the HOA had to send out a Special Membership meeting notice and voting proxy 14 days in advance of a meeting. Click here to see a copy of both the notice and proxy for the vote.
At promptly 7:30 PM Tim Hodes called the Special Meeting to order. We had planned all the details ahead of time as to how we would present our case for a Yes Vote. We had Eric Appleton, our attorney, explain the proxy and exactly what was being voted on. We had Tim Hodes give a brief update on community drainage issues and at that point he turned the meeting over to me to present the case on behalf of the HOA Board for a Yes Vote. I knew that this was it, our one-time opportunity to get this approved.
There would be NO second meeting to help someone buy the golf course, if this failed we were looking at either a foreclosure or a Tax Deed sale and housing development – NO GOLF COURSE! Before leaving for the meeting my wife asked if I was nervous, I truthfully told her no! I had spoken in front of large groups for many years. To me this meeting was a form of closure, the BBOC and the HOA Board had done everything possible to “bring back our course”. Now we needed to listen to the community, they had heard both sides, truth and lies.
I brought with me 18 PowerPoint slides, most slides had just graphics or a few words, while at the podium I didn’t wanted people reading the slides, I wanted them to listen to what I had to say. I thought my presentation went smooth, I had facts and opinions. The entire vote was about PROPERTY VALUES, not who wanted to play golf, remember I’m not a golfer. I knew I had to finish my presentation with a strong message and I did. Right up after me was a 3 minute opportunity for any homeowner to speak to the meeting. The church where we had the meeting was packed! Click here for a copy of my presentation.
The 3 minutes allotted for homeowners to comment was all over the place. Some had questions and we answered some of them, although there was no requirement to do so. I would say that it probably 60% positive and 40% negative comments. One person actually got to the microphone and specifically called out my name and claimed I was a crook and was trying to personally steal money from community, really? It was interesting to note that the attorney representing the Reserve was there to speak. He claimed to be there to help “better explain” exactly what we were voting on, really? I’ll just not comment on his 3 minutes other than to say he was highly irritated that he was cut off after 3 minutes. He then complained that “Jim Hammond” got to talk as long as he wanted, but he only got 3 minutes. Too bad, our meeting and HOA rules!!! One thing was clear there were some pretty bitter people voting no, this was surprising to me I guess. Most of the Facebook “Vote No” people did not speak! I guess it’s easier to voice your opinion on Facebook than face to face.
At the very end of the 3 minute allocation section of the meeting we were ready to wrap up the meeting and tally the votes. We gave all homeowners the right, as per our rules, to change their vote. They had a few minutes to leave the church and go to the lobby to make this change, surprisingly, many people had already done this throughout the meeting. More were doing it now. I took this as a positive sign.
Remember the Yes Vote requirement was so high that we could have had a huge majority Yes Vote and yet still lost the Proxy! The drama was building, it was taking forever to do the count, all counting was manual of course. A few people wanted to stand behind the Condominium Associates staff and watch the count, they thought there might be a bad count, we allowed this, had nothing to hide. We waited about ½ an hour and finally the results were in.
Eric Appleton, stepped to the podium and announced that vote has successfully passed 401 Yes votes to 177 No votes! Of 821 (actually less because of foreclosures etc.) households, 578 had actually voted, I’m sure an all-time high!!!
I needed another drink!
So we had won the vote, but the battle was only half-way done. We were now back to getting the government to accept Bill Places $700,000 bid, net of all liens and back due taxes. We still had a lot of work to do.
- Why didn’t we make the Services Agreement Bill Place specific?
If you read over the Proxy statement you will quickly see that in no place did it mention a specific buyer, not even Bill Place and Ace Golf. Why? A fair number of No Vote people wanted his name specifically locked it. This was a legitimate question and issue. I’ll tell you exactly why! After having worked on this project for what had seemed like a life-time my ultimate goal was to find a buyer. After spending a lot of time with Bill Place, I was convinced that he was the very best buyer for us. He had the money, the business and golf course rehab experience and was the exact kind of person we wanted.
HOWEVER, my strategy and what I convinced the HOA Board was that if the government rejected Bill’s $700,000 offer (netting less than $400,000 after claims) because it was just too low, we were screwed! Bill had already made it known that he would not pay more than the $700,000, it just wasn’t a good deal for him, I completely understood. He was right. I (the HOA Board) wanted the ultimate ability to take a $625,000 Service Agreement package to another buyer if the government refused Bill’s offer or the course was foreclosed or any other outcome. Some people didn’t like this, they felt it was a blank check under the control of the HOA Board, in some way they were right. However, I just couldn’t see going back to the entire community for another vote if Bill’s deal fell through. All this time I (we) were 99% committed to Bill Place, but I wasn’t willing to take any more risks. Now you know why I was still getting calls from other potential buyers, Dusty Dean, Rocky Morgan etc. More about this later. My belief was that the community was just going to have to trust both me and the HOA Board that we would not make a bad decision.
- Foreclosure Goes to DOJ
On March 13, 2016, just 4 days before our big meeting to vote on the golf course we found out that the DOJ had assigned the Plantation Palms foreclosure file to a DOJ attorney, a supervisor person in Washington. This woman was Linda C. (I won’t release here last name). Finally, we had a contact name in DOJ, the government had been really quite about the foreclosure process. I was however not happy that we were again dealing with the Washington bureaucracy. As I had learned from dealing with David Johnson and his team at Department of the Interior you needed to get to the government early and often, before they did something you wouldn’t like. Form the time I got Linda’s contact information, I called Linda every few days and in the off days I sent her emails. I wanted to speak directly to her, plead our case. She never once responded to me. Her secretary always recognized me and put me through to voice mail. I was always professional, but also made it clear I’d be calling forever until she took my call. Some people suggested that the FBI would be out to arrest me for stalking! In the end we were happy when the DOJ did assign our foreclosure to a regional US Attorney for resolution. Maybe my nagging paid off, I’ll never know. More on the US Attorney later.
Here is an introductory email to Linda C.
Jim Hammond <email@example.com>
Mar 23, 2016 at 1:00 PM
I understand that you might be involved with the foreclosure process on our community golf course, Plantation Palms in Land O Lakes FL.
In summary, we are asking you to review and approve a sales agreement just reached this last week with our all cash buyer who will close immediately at an above market price. Below are the specific details of the situation.
Just as background, our golf course was bought by MJS, LLC with a bank loan backed by the Bureau of Indian Affairs for about $2.2M, for which they defaulted and closed the golf course in April 2014. The BIA allowed the owners to attempt a “short-sale” and various parties placed offers but were unable to close the transaction. Our course has been closed now for about 2 years, our property prices have dropped substantially, we’ve had chest high weeds, snakes and other critters in our 821 family community.
To further compound the problem, the Pasco County FL property taxes have not been paid for years and the two key parcels that comprise golf course main area and clubhouse are scheduled to go to Tax Deed sale as soon as June1st we believe. This of course would appear to wipe out much of the governments collateral on the $2.2M note and potentially cause other issues since there are a total of 14 golf course parcels that will also become subject to future Tax Deed sales if a sale is not approved.
Throughout this process I maintained contact with Mr. David Johnson, Acting Chief, Division of Capital Investment, Office of Indian Energy and Econ Dev, Dept of the Interior. Mr. Johnson and his organization worked with us and the real estate agent in an attempt to resolve this issue before sending it to begin the foreclosure process. Mr. Johnson indicated they sent our file to the DOJ in early February, but would discussion our situation with the DOJ if we were able to provide a real buyer and acceptable offer.
I notified Mr. Johnson on March 20th that a Mr. Bill Place, a successful local owner of 3 other golf courses has signed a sales agreement with MJS, the all-cash offer was for $700,000, no due diligence period and immediate close (as soon as paperwork can be arranged). This offer is above market value. Our community has agreed to provide Mr. Place with $625,000 to assist in the golf course rehabilitation process, estimated to cost about $1.5M. I’m sure Mr. Johnson can also provide some additional information.
I have left a few voice mail messages for you and would like to set up s time convenient for you that we can discuss this matter.
Thank you in advance for your consideration.
Vice President, Plantation Palms HOA
- Reaching out to the Politicians – A Complete Waste of Time
Immediately after our March 17th approval meeting I became focused completely on getting the government to first assign our foreclosure to a local US Attorney, and then get him to approve Bill Place’s offer, even though it was pennies on the dollar. It was the only offer we had. We came up with a plan to get all of our Washington politicians involved to put pressure on the DOJ. I asked for community volunteers to meet with the BBOC team at Publix on March 31st to coordinate efforts in contacting these politicians. 21 people contacted me and agreed to attend the meeting. We cancelled the meeting a few days ahead of time because were just moving too fast. Click here for a copy of the email update I sent to the residents who volunteered to contact politicians.
We still wanted to get to Sen. Marco Rubio, Sen. Bill Nelson and Rep. Gus Bilirakis. Bill Place also knew Rep. Kathy Castor. Here is an example of why this was just worthless.
On January 21, 2016 Eric Appleton sent a letter & email to David Johnson at BIA, explaining the urgency of a deal and the Tax Deed issue. On February 11th Bill Nelson sent a reply letter to the Director of Congressional and Legislative Affairs at BIA regarding this issue. On March 30, 2016 the Acting Director replied to Bill Nelson and said he was referring this to the DOJ Debt Collections Management. On April 7, 2016, Bill Nelson responded to Eric with a copy of all of this indicating “If I can assist you in any other matter, please don’t hesitate to let me know”. REALLY!!!! Correspondence with Marco Rubio and Gus Bilirakis had similar results. Our politicians were of NO HELP. We would just have to do all of this ourselves. Over a 3-4 month period all they did was send out fancy letters on their government letterhead.
- Back to Dusty and Rocky Morgan – Again with a new Deal and Big “Lies Claimed”
All the time we were proceeding with a Bill Place offer and our community approved Services Agreement, I still heard from Dusty Dean and Rocky Morgan. Quite frankly, I took their calls and communicated via email. Rob Rochlin, the real estate agent knew that Dean and Rocky and their attorney had been in touch with the government and pitching that they would offer $850,000 vs. Bill’s $700,000 and they claimed to have financial backing already available. I just couldn’t ignore this, but I was highly skeptical. What if the government approved their deal for more money, then what? I would treat them professionally. On March 8, 2016 Dusty had sent us the following email before a conference call. See the attached Business Model description for golf courses like Plantation Palms, even a reference to the TV show Shark Tank!
To: ‘Tim Hodes’ ‘Jim Hammond’
CC: ‘Rock A. Morgan’
Mar 8, 2016 at 10:43 AM
Hi guys – I wanted to attach a high level summary of our business model that you could possibly review briefly review before our call. My thinking is not to spend any time review this but more getting an exact understanding of the lay of the land on both sides and create a game plan. Dusty
Click here to see a copy of this business plan.
I had two huge concerns with Dusty/Rocky. The very biggest concern was credibility, second was that they were never going to get any reliable funding. Dusty had claimed to have given Rocky upfront cash of hundreds of thousands of dollars to help get the Plantation Palms deal done. Rocky apparently spent the money on this efforts, none was ever provided as a down payment. Dusty wanted the community to give him a break because he had lost all of this money, I continued to remind him that the community had no knowledge of this transaction. This was strictly between Dusty and Rocky.
Wouldn’t you know it, the morning of our March 17th Special Members meeting to vote on the Services Agreement, we get this email from a “claimed” source of funding for Rocky. The person also tried to call me at home and I wouldn’t answer the phone.
Here is the email:
To: Tim Hodes ,Jim Hammond
Cc: Rocky Morgan
Mar 17, 2016 at 11:26 AM
Attention: Tim Hodes, President of HOA, Jim Hammond, VP HOA (Plantation Palms)
Please kindly allow me to briefly introduce myself on behalf and at the behest of Mr. Rocky Morgan.
As a former Fortune 500 CEO of a multi-billion (dollar) Public company, and as an entrepreneur who founded, built and sold a $300m electronics importer/distributor, and presently over the last 13 years as an investor in several “very large private equity real estate hedge funds” – whereby they simultaneously engage me to underwrite and vett investments/loans that come to them – in addition to which I also bring to them as the originator.
Rocky Morgan has just financially retained me a week ago in the dual capacity of “originating/underwriting” a collateralized private equity loan and also as his ongoing “Financial Advisor” first involving the “Plantation Palms” golf course and in the simultaneous development of a portion of the land contiguous with the golf course. Once this undertaking is completed ASAP, we are hoping to cookie cut the success and business model from this first venture into many more similar financially structured golf course investments.
As I understand from Rocky your HOA will be voting tonight on a financial offer to Rocky which if approved will allow him to immediately purchase from BIA the golf course/land property for $850k. While this transaction is hopefully successfully completed I have already started a “30-45 day total due diligence – (inclusive of a current MAI property appraisal and feasibility study) vetting process” for a loan to Rocky to refurbish the golf course and to simultaneously investigate the best way to develop the contiguous portion of land.
Obviously the success of the above venture by Rocky will substantially enhance your subdivision’s real estate and at the same time provide a golf course to the homeowners who play.
I look forward to working with Rocky and the HOA to the satisfaction of both of you. Rocky has officially authorized me by his being a recipient of this email to be in direct contact with you on his behalf, and I hope that you will not hesitate to include me in any calls or correspondence to Rocky as he will do the same on his contact with you.
I have also just placed a phone call and written David Johnson and Richard Michael Berryhill both of BIA reiterating that Rocky wishes to purchase the golf course that Rocky told me they believe they have now taken over for $850k. In order to start the purchase paperwork with them Rocky is awaiting the outcome of your HOA vote tonight as that will affect Rocky’s timing to close with BIA while I am originating for final approval of a loan to Rocky to develop the golf course and land as soon as the loan due diligence is completed, but from my initial due diligence to date – I am very confident that Rocky’s loan will be approved.
Sincerely and respectfully,
Integrated Investment Group (IIG)
So, it appeared that maybe this time Rocky had a real investor! But I felt I had to clarify for Steve XXX our exact situation including Bill Place.
Here is the email I sent back to Steve, right before our Member Meeting.
Jim Hammond <firstname.lastname@example.org>
Cc: Rocky Morgan, Tim Hodes
Bcc: Rob Rochlin
Mar 17, 2016 at 1:45 PM
Thank you for your introduction and email regarding the Plantation Palms Golf Course and our community.
I’ll try and clarify some of the points you’ve raised.
First of all, we have a HOA Membership Meeting this evening seeking community approval to enter into a services agreement with a potential golf course buyer and raise HOA dues to cover the cost of this agreement. Although the proxy statement is somewhat generic it is our intent, if we receive an affirmative vote, to enter into this services agreement with Mr. Bill Place from Ace Golf. We have been informed that Mr. Place has a signed agreement with MJS and that upon our affirmative vote and an executed services agreement, his proposal will be sent to the government by Rob Rochlin the listing agent. We are hopeful that the government will immediately approve his deal and closing will follow quickly since this is a cash transaction with no due diligence period.
The services agreement and community funding represents a negotiated deal with Mr. Place, it is not a gift or donation. We have conducted no other negotiations with prospective buyers. It would not be correct to assume that the deal we negotiated with Bill Place would automatically be offered to any other buyer. If Mr. Place is unable to get government approval or close on the transaction, we would then go back to working with the listing agent on future golf course buyer opportunities.
We believe we are under a tremendous sense of urgency to get a close in place before the pending Tax Deed sale and a foreclosure. The golf course file is already in the hands of a DOJ employee and a foreclosure is in process.
I hope this clarifies our situation and I would be happy to provide you the outcome of our vote this evening.
Best of luck,
Plantation Palms HOA Board – Vice President
That should have clarified our position.
Here is another Rocky “bomb shell”, Rocky was Lying??
Just one week after our Membership Meeting and Steve’s emails about providing funding to Rocky I get this “bomb shell” email claiming that Steve was no longer associated with Rocky and he claimed Rocky had lied to him. Steve’s email was also sent to all of the government contacts, Dusty Dean and Rocky’s attorney. WOW!
I’ll let you read the email yourself.
Cc: Richard Berryhill (BIA), David Johnson (BIA), Dusty Dean, Rocky Attorney
Mar 24, 2016 at 6:44 PM
Dear Mr. Hammond:
I kindly thank you for your prompt reply below. Please accept this letter as my official advice that as of 3/21/16 I am no longer associated with Rocky Morgan in any way.
I have not responded to you till now – because after reviewing your email update of 3/17 – I went back to Rocky to address the many inaccurate and misrepresentations he gave me to entice me in allowing him to engage my services ( a nice way for me to not use the word “LYING” – which is a more accurate description involving Rocky ) and in misleading me into agreeing to represent him in securing a loan for him, and also in his extensively using my time as also his Financial Advisor and management consultant – in reviewing his golf course and homeowner maintenance financial business projections ).
Unfortunately, in addition to his lies regarding that the “HOA was definitely awarding him the $800k cash to buy the golf course which would be final approved at the 3/17 HOA meeting plus an additional $125k per year for him to use as needed for 5 years” ( which was the sole reason I agreed to continue to seek funding for him – to refurbish the golf course after he acquired it with HOA money ) by his then loan qualifying to have “skin in the deal” allowing me to secure a loan for him with the many hedge funds that I fund loans through.
He also lied about a $350k credit line that he said he already had in place – to which he was to immediately pay me a starting retainer from. The fact is that after I called his bank – he had no credit line in place, and he also said he had very little of his own funds to proceed in any venture unless he did secure a credit line.
As a good Christian I still did not desert him and continued to work for him giving him many hours of business plan consulting advice on his proposed mowing maintenance plan – trusting that he would now apply for a “home credit line” from which if approved he could operate and to also pay me for my large amount of time already invested on his behalf based upon his word to pay me.
After analyzing his mowing numbers and financial projections I advised him from my 50 yrs of proven business experience as a former F500 CEO and successful entrepreneur how best to proceed in acquiring the maintenance business and that he should no longer pursue a fruitless attempt with no money, or not enough money to try to acquire the PP golf course.
However through my additional due diligence analysis many more business lies surfaced that made me clearly realize that he is not an honest man, and since my name was associated with all receiving this e-mail I felt that besides protecting my good name – it was my business duty and integrity obligation to alert all who I have come in contact with on his behalf so that none of you could be possibly duped as I was from his disingenuous, and especially the PP homeowners which he advises that will all be giving him their mowing business.
My respectful advice is to proceed with caution if at all in engaging him for any future work, and in first vetting his maintenance work references, insurances, and finances thoroughly before considering going forward. Although as the old saying goes “if you lie down with dirty dogs expect to get fleas.”
Sincerely and respectfully,
Integrated Investment Group (IIG)
I was grateful that Steve took the time to send this email and I thought that would be the end of Rocky/Dean and Rocky’s attorney. I thanked Steve for his email.
Steve sent a nice reply back to us!
Mar 25, 2016 at 2:14 PM
Thanks! I wish the HOA good luck, and for the good of the HOA members – it would be wise to alert them to be very wary of dealing with the poor finances of Rocky, and his lack of credibility – especially how can he really run a Florida business well while living in Tn.
In any event, if I can ever be of help in funding the HOA or any individual homeowners please don’t hesitate to contact me. Plus you are welcome to email out to all the homeowners in your subdivision my contact info – if they seek loans collateralized by real estate – and I will be glad to provide many references on myself from borrowers that I have secured loans for, as well as my direct lending partners at the appropriate time – so you know my for sure that what I have informed you about my background is true. Like President Reagan always said : “trust but verify.” I also pay legal referral fees on commercial loans that I fund – if anyone refers me to a client that I end up funding. Thanks.
Have a Blessed Easter holiday!!
Integrated Investment Group (IIG)
- Our US Attorney – Foreclosure
On April 5, 2016 I was feeling annoyed, the government had told us that we’d have the US Attorney’s name in Tampa by the end of March, we still didn’t have it. It was time again to plead to the government, please, please help us out!
I sent the following email to Linda C. at DOJ and our government contacts along with Bill Place and Rob Rochlin.
April 5, 2016 10:48 AM
Jim Hammond <email@example.com>
To Linda Cxxx (CIV) David Johnson Richard Berryhill
CC Bill Place Rob Rochlin
Dear Linda, David and Michael,
We expected to get the name of the local Tampa DOJ attorney last week, we didn’t.
We feel like we are stuck in the federal bureaucracy, under which we will drift into never, never land. Our community wants us to launch a major phone campaign to all our federal officials to get visibility, we’ve been holding off assuming we were only days away from getting some situational clarity.
Can you provide us with this clarity, provide us the local DOJ contact name?
We have a real buyer, the community is ready to go, we can close as soon as you give us the nod, can we get this going?
A very anxious community,
HOA Board – VP
You never know when you send these emails if they even get read, but this one must have because BINGO, Bill Place got a call from The US Attorney in Tampa! Yeah!!!!!
Here is the email
April 5, 2016 12:41 PM
To ‘Jim Hammond’ ‘Linda C (CIV)’ ‘David Johnson’ ‘Richard Berryhill’
CC ‘Rob Rochlin’
Mr. Chris xxxxx, an attorney at the Tampa DOJ office, contacted me today. He said they will expedite a decision on this matter.
President, Ace Golf
Expedite!!!! Great here we go, this should be a done deal, right??? Not So Fast!!!!
We found Chris xxxxx, the US Attorney to be a really nice guy. He took calls and replied to emails. Eric Appleton spoke to him attorney to attorney, as is the normal practice. I also made sure that Chris understood that I would be in direct contact with him also. It was clear to me that the US Attorney’s office really didn’t want to deal with this issue, I think they liked going after “bad guys” instead. We use to kid our team that Chris must have had drawn the “short straw” and was assigned our foreclosure.
We quickly discovered that getting Bill Place’s deal for $700,000 was NOT going to be a slam dunk with the DOJ! A couple of key issues were at hand. The first being that Chris didn’t know anything apparently about County Tax Deed sales, Eric had to sort of educate him on the process and of course the continued risk.
Secondly, Chris was being asked as a government lawyer to make a recommendation on accepting $700,000 (less all debts it was about $400,000) to settle a $2.2 million government loan. He was trying to figure out why this property wasn’t worth a whole lot more, was someone trying to pull a “slick deal” on the government? This was never going to be a “feather in his cap” case!
We had to help educate Chris on the value of the course. Thank goodness we could again use our Alan Cale, 3rd party Assessment Study. I suggested that Rob Rochlin immediately send the report to him and I’d follow up with my analysis. Below is a copy of this email exchange:
Email sent to: Chris xxxxxxx – US Attorney DOJ
April 13, 2016
Subject: Valuing a Golf Course
I understand there were some discussions today regarding the value of our golf course. I thought it might be useful to share some of the information I gathered over the last year or so regarding golf courses purchases. I provided this information to our HOA at a recent membership meeting.
Just for reference, I’m a retired corporate CEO with experience in acquisitions and I currently consult with businesses as a SCORE Mentor and Board Member.
Valuing a golf course is somewhat similar to valuing any services business with substantial tangible assets (property and club house). Unfortunately the golf course market is very soft because of oversupply. In the case of Plantation Palms the issue is a “buy existing vs rehab” issue. Today, in Florida a semi-private, existing, profitable golf course can be purchased for 1.3 to 1.5 time’s annual revenue. For example, an existing course doing $1.7M would sell for $2.2 – $2.5M. This golf course would have; existing customers, memberships, trained staff, be well maintained and pose no more financial risk than any other services business in a soft market.
A potential buyer of Plantation Palms would compare the price to rehab our course with its inherent risks vs. just buying an established course. Our community saw 5-6 “buyers”, before Bill Place, who tendered offers and then conducted their financial due diligence. None of these “buyers” were able to financially justify the purchase. Finally, our HOA contracted with an industry expert Alan Cale, Cornerstone Golf Partners to provide a comprehensive analysis of what it would cost to reopen our course, net of the initial purchase price. We received this report in January 2016 and immediately understood why past “buyers” might have backed away. The cost to rehab our course is very expensive, depending on options from $2.0 – $2.5M including cash flow requirements until breakeven. Keep in mind that this costs does not include the purchase price, nor the cost of funding, if required. Furthermore, after the rehab has been completed and most of the expenses incurred, the new golf course owner has to start from scratch with no customers and no members, these of course will come with time.
So, what does all of this mean? One might say that the value of our course, closed for 2 years, is $0. Alan Cale told us he thought our course was worth $600 – $700,000.
I’ll also pass along some comments from a recent meeting we had with our Pasco County Administrator Michelle Baker and her staff regarding our community drainage issues. We were told that various housing developers have reviewed the golf course property and examined various engineering drawings. The county discussed with these developers the substantial water drainage issues to be addressed by any developer looking to convert our course into housing. This of course doesn’t include the strong resistance from within our community to any notion that our golf course would rezoned. I guess the message is that the property is well suited to be a golf course but might require a substantial “rehab” effort for a housing developer with the risk of years’ worth of rezoning battles. I’m not aware of any pending offer for our property from a builder/developer.
In summary, we believe the Bill Place offer is fair and reliable. His ability to close on this deal before we all face a Tax Deed sale should be viewed in a favorable light by the government. Our community is highly motivated to protect our property values.
VP – Plantation Palms Homeowners Association
xxxxxxxx, Christopher (USAFLM)
To: Jim Hammond
CC: Eric N. Appleton
Apr 14 at 4:05 PM
Thank you, Mr. Hammond. I recently received a copy of the analysis done by Cornerstone Golf Partners from Rob Rochlin. I am going to take a look at it and we will definitely factor that into our determination. I appreciate your time and thoughts on this matter.
Great, Chris said he would consider all of the materials and emails we sent him to help value the golf course.
We also learned through a series of phone calls that between Chris xxxxx – DOJ attorney, Bill Place and Rob Rocklin that the BIA was looking to clear $600K, after all liens. The assumption is that if this stays a short-sale there will be about $300K in potential liens. Therefore, the gov’t was asking for $900K! Using $300,000 in liens, Bill’s offer was for, in effect $400,000! How could we have a $500,000 difference?
On April 20, 2016 the HOA and Bill Place actually executed the Services Agreement that was the topic of the March 17 the community vote. There were no surprises, the final agreement represented all the protections and benefits we had discussed with the community. I’ll provide a few more details of the agreement later.
As soon as the Services Agreement was signed, I emailed Chris xxxx that finally Bill Place had an offer into the government with a community agreement to back it up.
The next day, April 21, 2016, Chris xxxx – US Attorney responded back with this email. I was almost in tears to read it. We might have government approval “shortly” and he understood the Tax Deed sale!
Hello Mr. Hammond,
Thank you for your email.
I am hopeful that we’ll have an agreement in place shortly for the sale of Plantation Palms. I will be in touch once I can share more. I apologize that this is all the information that I can provide right now.
Additionally, I am aware of the tax deed sale issue and I am monitoring the situation actively to protect the United States’ security interest in Plantation Palms. No one wants to see the property sold out from underneath any of us a public auction.
Things are now moving really fast, we were feeling so much better. We however were not going to celebrate yet, these deals aren’t done until they are done. Rocky and his attorney were all over Chris xxxxx, to accept their higher offer, promising they had funding. Chris was getting tired of these guys, and was pretty impressed as to how our team was functioning on a daily basis to get this deal done.
We still had a major hurdle to overcome, you can’t normally do a real estate close, and transfer the title until all liens are satisfied. But there were a long list of claims against MJS, it would take a very long time to get all of these negotiated out. We needed a break-through.
Although MJS didn’t seem to have a common attorney to deal with we did have access to the “closing attorney” at the title company who was representing the deal. He was very helpful as we all tried to get this sorted out.
Our big break came on April 22, 2016, when Rob (the real estate agent) was on a conference call with Chris (US Attorney) and the real estate closing attorney, they agreed to not hold up the closing process due to renegotiating the remaining tier 2 liens. The closing attorney said it would take a few months to get through all the liens. Instead they plan on placing about $100k of the closing funds into escrow to pay off the liens they haven’t renegotiated yet. They knew that the smaller tier 2 liens could be negotiated down and therefore by the end of July or so the remaining amount will just go to the gov’t.
This was GREAT news. Now it goes back to Chris, the US Attorney. He needed to provide his final report back to the “government” for final approval. He told us he needed 2 levels of final approval because of the massive “hair-cut” in tax payer funds!
We also had a few more issues, Bill Place was already scheduled to go on a long ago booked trip with Su Lee to Africa for the entire month of May 2016! AFRICA, are you kidding me! Luckily, Bill had all of his funds already in a checking account, ready to write the $700,000 check and had turned over power of attorney to a trusted person. We should be OK.
Rob Rochlin had his own issues, he had to get all 3 of MJS partners to sign the final agreement. He had 2 signatures but needed a 3rd. He was afraid that technically a majority of the MJS LLC shareholders (2 of the 3) could probably approve any sale transaction, the last thing we all needed was a law suit by the 3rd shareholder.
- Final Government Decision – Our Old Friend
It is now April 26, 2016, almost 2 years since I moved into Plantation Palms and about 20 months since I thought I’d see if I could help find a buyer for our golf course. Every day now there was a flurry of positive communications coming along. It looked better and better.
We were still all so worried that the only remaining problem could be the Tax Deed sale. This topic alone had been a lurking disaster. I would get feedback almost weekly on whether Pasco had scheduled the sale on the court house steps or not.
I finally got so frustrated that I just had to call myself, there had to be someone at Pasco’s tax office that could give me the “inside information”. So I started calling, and finally got to someone who would give me the “inside information”, I won’t release the name. This person was well aware of our situation and all the calls coming from all the parties. This person told me in confidence that Pasco was so backed up at that point that our two main tax parcels probably wouldn’t be scheduled until October or November 2016! I said “are you sure”, the person assured me we were fine if we could get a close done in in May 2016. I never told anyone about this call, I couldn’t afford it somehow getting back to the government and having them take more time to get a different deal with a higher price. Everyone was expecting the Tax Deed sale notice to get posted any day. You’ll see in the little speech I gave (recorded copy below) in the club parking lot that I revealed my Tax Deed discovery for the first time, it was actually pretty funny when Bill Place heard it!
On April 26, 2016 at 3:21 PM I got the call that brought tears to my eyes, the government approved the deal. In addition, our old friend, David Johnson turned out to be the government person to give the final approval. All of our efforts to work with David, send him all the emails, all the phone calls, it really paid off!
Here is the email I sent to the HOA Board and Published in a Community Newsletter and on Facebook!
Jim Hammond <firstname.lastname@example.org>
To: HOA Board Members, Eric Appleton
Apr 26, 2016 at 3:21 PM
It has been a long struggle. I just heard from Rob and Bill who were on a call with Chris from DOJ. They have accepted Bill’s deal, final sign-off in writing came from none other than our friend David Johnson!
Closing might take 2 weeks, but the deal has been accepted!!!!
Here is one of the nicest letter I’ve ever received, David Johnson’s approval letter Dated April 26, 2016 for the Short Sale.
A few days later I sent a personal email to David Johnson expressing my heartfelt gratitude for all of his help in us getting our golf course back. I won’t publish that email.
The word was getting out and the emails were pouring in. It was so nice to hear from Eric Appleton, our HOA attorney, who had been there for us all along, giving us sound advice and pleading our case whenever he could.
Eric N. Appleton
To: HOA Board
Apr 26, 2016 at 9:07 PM
I was in meetings this afternoon and this evening, so I am just getting to all of these wonderful emails. I am so happy for you all. What a great outcome and turn around for your community!
- The Parking Lot Celebration – Introducing the New Owner
We needed a celebration after hearing that the government approved the deal. So, what did we do, we immediately posted on Facebook and in an email to the community that we would meet in the Plantation Palms Golf Club parking lot for a “social”, it was BYOB! Ray Bedgood brought his sound equipment and we were ready to celebrate. We had a great turn out, talk about people being happy, we were getting our golf course back after 2 years of frustration and a lot of hard work.
On the evening of April 27, 2016 I led off the celebration, by telling the crowd about the approval by our friend David Johnson and then telling for the 1st time that the Tax Deed sale had been delayed till at least November 2016 —- the close would go through without that worry!
Here are the 3 recorder video’s that Kathy Knox took of the event:
Video #2 Bill Speaks – Part 1
Video #3 Bill Speaks – Part 2
In addition Tampa Bay Times ran a short article about the sale here: http://www.tampabay.com/news/business/ace-golf-to-buy-closed-plantation-palms-course-in-land-olakes/2274956
- Drama at the Close?
The closing date was set for Monday, May 16, 2016, while Bill was in Africa. As part of the closing, the title company was quickly trying to wrap up all of the loose ends. One remaining issue was the HOA’s law suit against MJS. We were determined to get something out of this and there was a court hearing for the suit coming up in just a few days. I was having a problem getting the title company and the HOA Board to agree on a final settlement number. How crazy would it be to cancel the close date because our own HOA was getting greedy? I had told the board that the title company had to almost work backwards from the available funds to see how much was left, if any and we would just take it. By the way, we already had committed $625,000, now we wanted to squeeze a few more bucks. Finally, I was able to work out a great final number coming back to the HOA. We never thought we’d ever see a penny of this money, we got $3,686.78. Besides we would save some legal fees by cancelling the court appearance.
Here is the email to the HOA Board:
From: Jim Hammond <email@example.com>
To: HOA Board
Cc: Eric N. Appleton
Sent: Wednesday, May 11, 2016 2:08 PM
Subject: Fw: Plantation Palms Golf Club Account P 02008 377
Fellow Board Members,
There is a last minute glitch in the closing pay-off. There is about $4,154 due for 2014 Personal Tangible Property Tax due by MJS. Nobody wants to pay it and the closing attorney doesn’t want to go back to the BIA/DOJ to ask for a further concession. I’m a little surprised that Bill is refusing to pay, even at the risk of delaying the close.
The proposal is to reduce the HOA payout currently $6500 by $4154.
If you agree please email Neil that you approve and Eric can send a new email to the closing attorney.
MJS – HOA Settlement Agreement
Jim Hammond <firstname.lastname@example.org>
To: HOA Board,
May 9, 2016 at 3:32 PM
We now have 5 of 7 approvals, enough for an agreement.
Can I notify Eric to proceed with the new settlement agreement AND cancel the hearing for this Wednesday to save money?
As way of reference, I see no reason to have a board meeting – this entire issue never had a board vote in the first place other than to fully reserve for it.
I’m trying to get 100% of the loose ends tied up TODAY!
Rob Rochlin was having a problem getting the final MJS partner to sign the closing paperwork —– are you kidding me, so close but yet the deal isn’t closed yet.
Here is his email:
Cc: Jim Hammond, Closing Attorney
May 9, 2016 at 12:15 PM
The 2 sellers said they are going to send back there docs today. I believe it would be a great idea to close as scheduled………..the 3rd seller is making some noise and I’m worried he will stop the deal. We’ve all worked too hard for that, please close next May 16 if it’s at all possible.
One final bit of drama was yet to come. On Wednesday, May 11, 2016, a few days before the close, Rocky/Dusty and Rocky’s attorney found out that the government had signed off on Bill Place’s $700,000 deal, even though they claimed to have made a $850,000 all-cash offer. Rocky’s attorney sent a blistering email to Chris, the US Attorney, with copies to all the government contacts. He wanted to know why the US Attorney was dealing with me and a lot of other claims of wrong doing. The email from Rocky’s attorney was so unprofessional, said he was going to go above his head to a senior DOJ person to block the deal from closing. He threatened to file an injunction to stop the close and had a few choice words regarding my involvement in the entire process.
I won’t provide a copy of that email, but it was nasty!
We were really concerned that the close for Monday morning, May 16, 2016 might get postponed because of a law suit. I was on the phone with the closing attorney and Rob Rochlin up till late Friday afternoon on May 13th, no law suit or injunction yet.
At about 11 AM, Monday, May 16, 2016 the close was finalized. The deal was done and Bill Place owned Plantation Palm Golf Club. No law suit!
Here is the last contact I’ve had from Rocky, Dusty or their attorney, it is a short email from Dusty:
From: Dusty Dean
May 16, 2016 at 4:32 PM
HI Jim – Congratulations on getting it done. Let me know if we can help down the road in anyway. Dusty
Here is a copy of the HUD-1 Settlement Agreement. Check out all the Pasco Taxes paid and liens that were settled.
- The Final Service Agreement – Special Conditions We Wanted
Some people have been critical of the entire Services Agreement, they just didn’t like the idea of the community financially helping to bring back the golf course. They gave no immediate value to the increase in home values. I can tell you that I had some real specific legal terms and conditions added to the Services Agreement that hopefully give our community more flexibility if the golf course ever closes again. The fact that MJS could just close up, walk away and have our property values just drop overnight was something we needed to address.
Here are some key elements of the Service Agreement, beyond the Social Membership benefits:
- Right of Easement and Maintenance. The HOA has the right to maintain the golf course property, if we choose to. The agreement allows us to mow the grounds, including all fairways and greens, maintaining hazards, including ponds and sand traps, and perform all other reasonable landscaping services that are necessary to ensure that the Golf Course Parcels do not deteriorate and fall into disrepair in the event that Ace, or its successors and assigns, fails or refuses to maintain the Golf Course Parcels for a period in excess of thirty (30) consecutive calendar days after written notice thereof by the Association.
One of the problems we had with MJS walking away was that we had no legal right to enter the property or even cut the grass if we wanted to. This clause at least gives us this option.
- Right of First Refusal. Here is what the agreement says: Within three (3) calendar days of listing the Golf Course Parcels for sale, either with or without a real estate broker, Ace shall provide written notice to the Association that the Golf Course Parcels are for sale.
The Association shall have (a) the preemptive right for a five (5) year period beginning upon the Commencement (as defined in the Services Agreement), to purchase the Golf Course Parcels on the same terms and conditions as those of any bona fide offer received by and acceptable to Ace or its successors and assigns and (b) the preemptive right for a period of ten (10) years beginning on the Commencement to purchase the Golf Course Parcels on the same terms and conditions as those of any bona fide offer received by and acceptable to Ace or its successors and assigns, but only if the course is closed for 30 or more consecutive days, except in the case of force majeure events.
- Requirement That Taxes Be Paid. If Ace Golf doesn’t pay their taxes, assessments or expenses they are in violation of our agreement.
- Golf Course Has To Remain Open and Staffed. Ace Golf agrees to keep the golf course open at least 6 days per week except for inclement weather or any force majeure events. Furthermore, the course needs to be properly staffed.
These may not seem like they are very important, but after going through the MJS situation, I felt they were very important. The Right of First Refusal was a major concession.
- The Final Golf Couse Sale Details
So, at the end of the day here are some final details of the golf course sale, in no special order.
- Ace Golf bought the course for $700,000 net of all liens and back faxes.
- Government agreed to take approx. $392,744 in the Short Sale.
- MJS may still owe money to the government. In general, on a short sale, the “homeowner” can still be liable for the difference between the net amount to the sale and the outstanding balance of the mortgage. In this case there was a $1.8+ million gap.
- After working on selling the golf course for over 2 years Rob Rochlin, the real estate agent, (Dennis Realty) received $42,000 in sales commission. Probably less than minimum wage per hour of time spent!!!
- Pasco County including county utilities received over $189,000 in past due taxes and fees.
- HOA settled its law suit for $3,687, John Deere settles for $29,015, other vendors totaled over $23,500 in settlements.
- Plantation Palms residents agreed to pay about $152/year out of pocket under the Services Agreement. The $125,000 per year payment represents about 6% of the annual projected revenue of the course.
- Although never part of our deal with Ace Golf, Ace invested about $1 million in putting in driving range lighting, a mini-golf course, 2 new patio’s and a large banquet hall.
- Property values in Plantation Palms have substantially increased since the closing of the club.
I asked in the Prologue of Book #1 “What are the odds that a golf course, enclosed in a Florida gated community, closed for over 2 years would ever be brought back to life”. Well Mulligan’s opened in October 2016 and the golf course opened Thanksgiving 2016. Since then Plantation Palms has come together as a much tighter 821 household community. We’ve had a 2016 Holiday golf cart parade, July 4th cart parade, fund raisers, New Year’s Eve party and weekly events at the club.
Bill & Su Lee Place are not only very good business people, but they are also kind and people-oriented. Much of the reason this sale took place was because Simon Fitzpatrick and I were able to develop both a professional and a personal relationship with Bill and Su Lee. There was an alignment of trust and common goals. Simon & Michelle Fitzpatrick and Diane and I were invited to dinner with Bill and Su Lee in July 2016 to celebrate our combined success.
Again I’ll repeat, although I spent a lot of my personal time over a 2 year time frame to help this deal take place it just wouldn’t have happened without all the help and support I received from many others. In football terms, I may have been the quarterback, but without the rest of the team we would have had no chance of winning. We had a great team and we all won.
I am so happy to have moved into this community, to be of service to its residents, in the sale of the golf course and now as president of the HOA. I am grateful to be friends with so many people I otherwise would have never known.
I am truly blessed!