Doc#:23 Filed:12/29/1O Entered:12/29/1O 16:31:15 Pagel of 76 UNITED SATES BANKRUPTCY COURT FOR THE DISTRICT OF COLORADO In re: Bankruptcy Case No. 10-41997 ABC Twin Lakes Business Park, LLC, a Colorado limited liability company, (Chapter 11) Debtor and Debtor-In Possession. The Honorable A. Bruce Campbell AFFIDAVIT OF JOHN W. STONE IN SUPPORT OF COMPASS (1) MOTION TO EXCUSE COMPLIANCE WITH 11 U.S.C. (B), AND (2) OPPOSITION TO MOTION TO USE CASH AND (3) OPPOSITION TO MOTION FOR TURNOVER OF PROPERTY HELD BY RECEIVER I, John W. Stone, being duly sworn on my oath, do swear and af?rm as follows: 1. I am of the full age of majority and have personal knowledge of th matters set forth in this af?davit. - 2. I am the managing director and principal of Grand County Custom Homebuilding, LLC and have been in the construction industry since 1972. I have been involved in the real estate and banking related industries in a number of capacities since 1972. A true and correct copy of my Resume Pro?le and Receivership Responsibilities is attached hereto as Exhibit ?16? and is incorporated herein by this reference. 3. I am experienced in ?duciary relationships, asset management, construction and property oversight, con?ict resolutions and bankruptcies. I hold a registered general contractor?s license in both Grand County and Douglas County, Colorado with liability and builder?s risk, and worker?s compensation insurance coverage. I am a member of the National Association of Homebuilders and the Homebuilders Association of Metro Denver. 4. On July 8, 2010, I was appointed as the receiver over the three-building industrial/?ex complex totaling 71,446 square feet, located at 4699 Nautilus Court, Boulder, Colorado (the ?Property?), also known as the Twin Lakes Business Park. 5. This is the second lawsuit in which I was appointed receiver at the request of Compass Bank. In the other case, the borrower ?led a bankruptcy petition and, upon 1 Doc#:23 Filed:12/29/1O Entered:12/29/1O 16:31:15 Page2 of 76 the motion of Compass Bank, Judge Brooks excused me from complying with the turnover requirements of 11 U.S.C. 543. The bankruptcy case was ultimately dismissed and I am still acting as receiver over the project, which is located in Grand County. 6. Pursuant to the Order for Emergency Appointment of Receiver (the ?Order?) entered by the Boulder County District Court (the ?State Court?), I caused my Oath to be ?led with the State Court posted the Receiver Bond in the amount of $40,000. The Oath and Receiver Bond are attached collectively hereto as Exhibit ?17? and are incorporated herein by reference. 7. I agreed to act as receiver of the Property for a fee of $225.00 per hour, not to exceed $8,000.00 per month, plus reimbursable costs. I have spent well in excess of 36 plus hours each month overseeing and managing the Property. 8. On or about August 10, 2009, I ?led the Oath of Receiver, posted the Receiver?s Bond, and took possession of the Property. 9. After taking possession of the Property, I took control and possession of the bank accounts and set up new accounts for the receivership. 10. I met with the management company, Fuller Management Services (now known as Cassidy Turley Management Services) (the ?Management Company?). After spending considerable time with the Management Company, and based upon the reputation and reasonableness of the Management Company?s fees of rental receipts), I decided it was in the best interest of the receivership to keep the Management Company in place. I felt it would be counterproductive to change the property management company if there was no practical reason to do so. 11. I also decided to retain the Colorado Group (the ?Leasing Company?), the leasing agency for Twin Lakes, to continue leasing activities at the Property. 12. On or about July 23, 2010, I met with Brian Watson (?Watson?), the manager of Twin Lakes Business Park, LLC (?Twin Lakes?), the asset manager for the Property, and the internal accountant. During our meeting, I learned that Watson is the Chief Executive Of?cer of Commercial Partners, LLC Prior to the receivership, managed the Property. Watson also informed me that there are over 40 individual investors in Twin Lakes. 13. I explained the mechanics of the receivership to Watson and told him my approach to receiverships is to be a proactive manager and to operate in a transparent manner. I explained my main directives of maximizing income, improving the tenant quality and lease terms, with the combined goals of stabilizing the business park?s income and asset valuation. I also explained that I am an agent of the Court, not Compass Bank. We discussed the fact that Watson was a guarantor of the loan made by Compass Bank to Twin Lakes. 14. Watson was cooperative at the meeting and informed me that he would be focusing on taking out the loan to Compass Bank. 2 Doc#:23 Filed:12/29/1O Entered:12/29/1O 16:31:15 Page3 of 76 15. To date, I have ?led with the State Court and served on the parties four status reports. True and correct copies of the status reports are attached hereto as Exhibits ?18-21? and are incorporated herein by this reference. Except for the ?nal report, I have not included the voluminous Operating Reports prepared by the Management Company. Such reports will be made available upon request. 16. In our July 23rd meeting, Watson informed me that virtually all of the HVAC units in the Property (28) needed replacement but that he had decided to defer the cost inde?nitely as the tenants are required to pay for HVAC repairs in their individual units as a cost of their tenancy above and beyond the standard prorated community CAM costs. Subsequently I initiated an incentive program applicable to current tenant lease renewals tied to HVAC repairs or necessary replacement by the project ownership, thus deferring a large one time cost of replacement, assisting cash ?ow (and value), and at the same time attempting to avoid having the Property branded with a negative reputation associated with the term ?deferred maintenance?. 17. With respect to Unit 404, upon inspection I learned that before the inception of the Receivership, the tenant had subleased the property to a man who constructed an upstairs space without permission or with building permits in the unit, installed growing tables, lighting, venting, and was growing marijuana in the space. The sub?tenant was notfa licensed grower or distributor. In addition, the growing operation created water damage to the unit. I evicted the tenant from the unit and had the tenant and sub-tenant restore the premises as they were at the inception of the lease. Subsequently, I leased the space to a substantial new tenant, NAP, Inc. 18. After speaking with representatives of the Management Company and the Leasing Company, I learned there was very little hands-on management by of the existing tenants and limited ongoing contact by with the Leasing Agent and Management Company. Since July, I restructured the management operations into a hands-on management system with both the Management Company and the Leasing Company. Now, the Management Company, Leasing Company, and I engage in an on- going hands-on review of the rental rolls and leases, pending lease terminations, discussions regarding tenants, renewals, and other issues at the Property. As a result of the discussions, and subsequent meetings with tenants, I learned early on about two disgruntled tenants who were threatening to leave due to odors emanating from one of the units (201) housing a marijuana grower tenant, the subsequent eviction of the tenant (thus recapturing the two tenants who threatened to leave, one a pending lease renewal) . The terminated tenant was replaced with a new tenant accompanied by a ?ve year lease. 19. I set up a review system far more precise and detailed than had been in existence under management. I conduct ?nancial reviews with the Management Company, review the entire operations reports, review competitive bids for necessary work at the Property, review every invoice to be paid and sign every check, along with a second signature from an authorized of?cer of the Management Company. of?cers did not sign the checks generated by the Management Company. 9.2 . 3 Doc#:23 Filed:12/29/1O Page4 of 76 20. During the receivership, the following leases and modi?cations have been completed: Units 501& 502 Morganically Grown, a'medical marijuana grower, lease was modi?ed and restructured to satisfy state guidelines, July 30, 2010; Unit 503 Servpro of Greater Boulder lease modi?cation with a rent increase for storage space from $1,000.00 per month to $3,000.00 per month, Oct. 1, 2010; Unit 404 Bagi Mechanical a long time problem tenant (12/12/06) which had subleased its space to an entity that began surreptitiously growing marijuana, was evicted on October 19, 2010. Its security deposit was forfeited and outstanding is being pursued with legal counsel. Unit 404 A new three year lease with NAP, Inc. was rati?ed on October 26, 2010, replacing Bagi. Unit 201 Mountain Health Research a medical marijuana tenant since 10/20/09 had its lease terminated on October 20, 2010 for odor violations and non compliance. Security deposit was forfeited to the Business Park ownership. Unit 201 A new 5 year lease is being signed with Glen and Alice McIntosh, replacing Mountain Health Research, a medical marijuana grower which had been in violation of its lease terms. . Unit 202 - Empty space was leased to William ?Van? Ness, September 23, 2010; - Unit 203 A new lease with Kein Mote, b/b/a Sign World was signed October 14, 2010, immediately replacing a vacated space by Truenano Technology Truenano?s lease terminated September 30, 2010 without renewal. 21. Tenants with leases that terminate in the ?rst half of 2011 have been contacted by Jason Kruse, the Property?s leasing Broker, to begin negotiations for renewals; or with refusals, to get a multi-month ?head start? in an attempt to replace these vacating tenants with the minimum of rental income loss. Already, Caffee Nostro (unit 504 with a lease termination date of 5/11/11), and Servpro (unit 401with a lease termination date of 7/31/11; together with an attendant month to month lease in unit 503, [see 20, above] have indicated they wish to renew . Lease terms and pricing negotiations have commenced and are in process. 23744592 4 Doc#:23 Filed:12/29/1O Entered:12/29/1O 16:31:15 Page5 of 76 22. At present, the Property is 100% occupied and has positive cash-?ow. Due to downsizing, the only space in the Property that is entirely of?ce space is being vacated at the beginning of 201 1, which will temporarily reduce the occupancy to 96% 23. Although Watson was cooperative when I was ?rst appointed as receiver, it became clear that he did not intend to abide by the State Court?s Order. In October, 2010, Watson objected when I indicated I would be making a principal and/or interest payment to Compass Bank even though the Court Order authorizes such payments. Attached hereto as Exhibit ?22? is a true and correct c0py of my response to Watson. Out of an abundance of caution, I want ahead and asked permission from the Court to make the payments to Compass Bank. Adhering to the Court?s Order, I have been making interest payments to the Bank. Those payments are either $22,468.47 (30 day month) or $23,217.42 (31 day month). All involved parties are noti?ed of these payments. These payments have kept the principal balance of the BBVA Compass Bank note from increasing beyond its July, 2010 debt level. 24. There exists no outstanding accounts payables pertaining to the Twin Lakes Business Park operations beyond any current invoices I have not yet been presented with by the Management Company. Each month the 36 page Operating Report? is ?rst reviewed by me and the Management Company, and then distributed to Watson, the Bank and their respective attorneys. It is a comprehensive ?nancial and tenant status report which details income, cash ?ow, and with a full and complete accounting of all expenditures. 25. On October 22, 2010, I received an e-mail from Watson informing me that had chosen Cushman Wake?eld and The Colorado Group as the listing brokerage team to sell the Property. Prior that time, Watson did not review any of the proposals with me. I asked for details surrounding the listing price and informed Watson that I conditionally did not object. A true and correct copy of the e-mail chain and listing agreement are attached hereto as Exhibit 26. On November 12, 2010, I followed up the e-mail communications with a letter regarding the handling of the listing agreement. A true and correct copy of the letter is attached hereto as Exhibit I received no response to the November 12th letter. 27. Watson has refused to involved the receivership in its listing negotiations, pricing and dealing with prospective buyers. 28. Watson has represented in writing to both me and Compass Bank, that he has many offers to purchase the Property and recently has decided on one particular buyer that will be utilizing a 1031 tax exchange ?nancial vehicle at a price of $4,750,000. In response to Watson?s representations, I offered in writing to both parties additional debt reduction payments in the amount of $10,000 to assist Twin Lakes with Compass Bank?s offer to stay the foreclosure. 1 had set aside funds to immediately initiate the additional debt reduction in an independent 3"d party attempt to facilitate a foreclosure stay and encourage an optimal forbearance agreement between Watson and 23744592 5 Doc#:23 Filed:12/29/1O Entered:12/29/1O 16:31:15 Page6 of 76 the Bank. I am prepared to initiate these debt reduction payments if so instructed, and continue them in addition to the interest payments. 29. Watson has refused to produce the letter of intent or copies of the other otters he claims to have received, and instead has chosen to ?le this bankruptcy case to gain control of the asset and the operating funds. 30. All of my actions in this receivership have been focused on a non? adversarial resolution and effort to work with in spite of its non-compliance with the Order in an effort to avoid this bankruptcy and to sell the Property for its maximum value. 31. Watson has either misrepresented the existence of an offer to purchase to me and the Bank or has failed to disclose the existence of such a contract to this Court. FURTHER AF FIANT NOT DATED this 29th day of December, 2010. John W. Stone sure or commoo es. COUNTY OF Subscribed and sworn to before me this 29th day of December, 2010. WITNESS my hand and of?cial seal. My commission expires: 9h lama. Pm: Notary Public macaw? 'ioB'Erplres' "'Wizi?t Doc#:23 Filed:12/29/1O Entered:12/29/1O 16:31:15 Page? of 76 JOHN WOODRUFF STONE, RECEIVER Profile John Woodruff Stone has been involved in most phases of real estate development for over thirty years in the ?elds of heavy and highway construction, commercial and mixed use development, of residential building and development. Boulder County i)istrict Court 21111, JD I Date: Jul 6 2031} 3: 34PM MDT After his college education at American University' in Washington primer was spent in the and New Jersey real estate markets, ?rst as a Developer with Builder oversight, then as a Builder 1n work out situations a?er assuming bankrupt builders? portfolios In the mid 1970?s he helped organize and run the ?rst Service Corporation subsidiary for York Federal Savings and Loan Association in central Shortly thereafter Stone was invited by a large Philadelphia based Real Estate Brokerage ?rm to create and operate a New Homes Marketing Division in the ?Main Line? section of suburban Philadelphia. He trained and managed selected Brokers in his division and subsequently built a stable of loyal Builders in a number of subdivisions. Stone was solicited and hired by Robert of Toll Brothers, Inc. during the economical recession of 1979-80 as a regional Project Manager, specializing in turning struggling residential projects into successful pro?t centers for TBI. Because of his work with TBI, Stone was recruited by the lawyers of Johns Manville real estate subsidiary in 1982 to turn around their unsuccessful real estate portfolio in New Jersey (during Manville?s asbestos related bankruptcy). This single asset portfolio consisted of a large mixed use PUD just west of NYC. Operating as C00 and Executive Vice President, Stone reorganized the corporate operations of the subsidiary and successfully delivered the ?rst 1,200 multi family dwellings in six different product lines in a two year time span, along with the planning of a retail and commercial shopping center since built at the gateway to the PUD. In 1983-84 he was asked by Johns Manville management to visit their corporate headquarters in Ken Caryl Ranch in Littleton, CO to help restructure the struggling mixed use PUD surrounding their of?ce complex. Stone?s recommendations led to the formation of one of the ?rst Colorado master planned communities wherein the developer built only the infrastructure and amenities package and sold parcels of both approved and improved residential and commercial land to builders and commercial users, a standard practice in Colorado real estate today. Beginning in 1986 Stone was asked by a several of Johns Manville bankers and lenders with whom he had worked closely to assist them in what was becoming a distressed real estate market in the New Jersey and marketplace, and a precursor to the demise of most Savings and Loan institutions . Stone worked directly with both lenders and debtors in attempting to stabilize commercial and large multi use projects in New Jersey and His management company, The Stone Companies, Inc. worked in numerous capacities including ?duciary roles, property stabilization and direct construction management. His clients included large multi national banks; National Westminster (London and New York), Chemical Bank (New York), Bank of New York (New York); and several New Jersey based Security Savings and Loan Association (New Brunswick, NJ), Cenlar Savings Bank (East Windsor, NJ), and Nassau Savin? and Loan Assoc.(Princeton, NJ). Stone served on the Board of Directors of Nassau Service Corp., the Special Assets subsidiary of Nassau Saving and Loan, until liability insurance became impossible to underwrite for directors in 1989. After the systemic failure Stone was asked to work in both a forensic and property disposition capacity for the FDIC and Resolution Trust in both commercial and residential ?elds until 1990. In 1990 Stone bought a small Colorado manufacturing company in the library supply and o?ice products industries, since liquidated due to Asian import competition. He has operated a real estate Building and Development business in Colorado since 1997. Current Receivership Responsibilities: John Woodmff Stone operates as a Court appointed Receiver' 1n a high quality 56 unit townhouse project in Winter Park, Colorado. The community' IS identi?ed as Bear Crossing. His Receivership appointment was requested in August, 2009 by a large multi-national commercial bank, BBVA Compass Bank. The Receivership Order 18 comprehensive 1n its scope. The Court Order instructed the Receiv- - . - ar Crossing project, beginning with initial project and ?nancial stabilization, then comple- improvements and landscaping. Simultaneously, he was instructed to determine 11 individual retail values of the remaining Doc#:23 Filed:12/29/1O Entered:12/29/1O 16:31:15 Page8 of 76 26 townhomes in inventory, conditioned by the existing market. The Court then directed the Receiver to create and implement a marketing and sales program re?ecting those retail values. The Court?s stated goals were for the Receiver to dispose of the assets at the maximum residual values, thus protecting the Lender?s security interests and at the same time reducing the debtor?s personal liability exposure. The Receiver estimates that the gross retail value in this project approaches $13,000.000.00 (Thirteen Million Dollars), with net debt reduction values of around $10,000,000.00 (Ten Million Dollars) over a two year absorption period, with a time value discount Additionally, as an indirect value enhancement, the Receivership restructured the project HOA and IS operating as de facto Declarant with hired independent property management in place. In October, 2009 the Debtor ?led for Chapter 1 1 Bankruptcy in an attempt to regain control of the project through Debtor Possession (DIP) and reorganize the development company. Based on independent ?nancial analyses, the Bank and Receivership objected. In March 2010 the U. Bankruptcy Court' in Denver denied the Debtor reorganization plans in a preliminary hearing. Subsequently the Debtor?s bankruptcy attorney ?led a motion to dismiss the bankruptcy which was ?nalized by the Court. Since the Debtor?s Reorganization Plan was denied, the Receivership is in the process of completing construction within the Bear Crossing community and is marketing the last 26 townhomes at its projected retail prices. Supporting the Receivership property value analyses, early 2010 Bear Crossing Purchasers have received appraisals which match the Receiver?s published selling prices. The Receivership is networking regionally and nationally to the second home market through its web site, Surety Bonds, Workers Compensation Insurance, Liability Insurance, Contractor?s and Independent Real Estate Broker?s licenses are in place and available for any needed future project involvement. Receiver?s Background, Knowledge and Experience Commercial Real Estate Lending and Mortgage Financing Forensic Analysis Analysis and Resolution of Liens, Judgments, Litigation Lender Liability Exposure Fiduciary Accounting and Detailed Periodic Status Reporting, Income and Cash Flow Management, Outside CPA Reviews Foreclosures, Bankruptcies, DIP Oversight and Financing Receiverships Third Party Debtor/Lender Con?ict Resolution, when Feasible Strong Focus on Project Stabilization, Maximizing Residual Values, Re- Branding, Value Enhancement, Tumarounds and Positioning for Asset or Debt Disposition Property Management, Direct Maintenance Management, Tenant Assocs. and HOA Oversight Entitlements, Bonding, Insurance and SIA Management Mixed Use, PUD, Commercial and Residential Development; Af?liates in the Hotel and Hospitality Industry Site and Utility Construction Oversight Vertical Construction - Commercial and Residential Real Estate; Licensed Colorado General Contractor; Construction Management Af?liates in Mid Rise and High Rise Commercial Construction, Value Engineering Wholesale and Retail Value Analysis; Time Value Discounting Wholesale, Retail Marketing and Sales Programs; Licensed Independent R.E. Broker Affiliate; Co-op Programs Local, Regional and National Networking with Brokers, Private Equity Funds, Builders and Developers Internet Web Site Marketing Contact Information: John Woodruff Stone, Receiver 71 14 West Jefferson Ave, Suite 125 Lakewood, CO 80235 Phone: (303) 63 8-2502 Doc#:23 Filed:12/29/1O Entered:12/29/1O 16:31:15 PageQ of 76 (720) 785-3804 E-mail: mdhomes@aol.com beamrossingwn@gol.wm June; 1, 2010 Doc#:23 Filed:12/29/1O Entered:12/29/1O 16:31:15 Page10 of 76 LEI) Document LU boomer Launty instruct Cour 213132.11) DISTRICT COURT, COUNTY OF BOULDER Filing Base: .131 12 2919 MDT Court Address: Fliing ii): 32034063 1777 Sixth 31: Review Clerk: Debra Crosser Boulder CO 80302 Telephone: (303) 441-3750 Plaintiff: COURT USE ONLY COMPASS BANK, an Alabama state bank, V. Defendants: TWIN LAKES BUSINESS PARK, LLC, a Colorado limited liability company; and GROWTH PROGRAMS, LTD, 3 Colorado corporation dba FULLER MANAGEMENT SERVICES, LTD Attorneys for me? Case Number: 20100?50 Holly R. Shilliday, 24423 Brian P. Ga?ney, #39119 Division: Snell Wilmer, L.L.P. 1200 Seventeenth Street, Suite 1900 Courtroom: Denver, CO 80202 Phone: 303-623-2000 Fax: 303-623?2020 Email: hshilliday@swlaw.com; bgaffney@swlaw.com OATH OF RECEIVER STATE OF COLORADO ss COUNTY OF - I, John W. Stone, do solemnly swear upon my oath that I will faithfully perform the duties of receiver in the above?captioned action. John W. Stone 11721185.] EXHIBIT [l Doc#:23 Filed:12/29/1O Entered:12/29/1O 16:31:15 Page11 of 76 Var?. .71. . . Subscribed and swam to before me this th day of July, 2010, by John W. Stone. WITNESS my hand and of?cial seal. Con-m. i172l135.l 2 Doc#:23 Filed:12/29/1O Entered:12/29/1O 16:31:15 Page12 of 76 American Contractors Indemnity Company - (301301 er . Bisirict ConrtZ?tlan} ?ling Date: Jul 26' 2310 MDT Filing an; 32186342 DISTRICT COURT, COUNTY OF Boulder STATE OF COLORADO CASE NO. 10CV750 RECEIVER BOND IN THE MATTER OF: Order for Appointment of Receiver of .lohn Woodruff Stone on behalf of Compass Bani: (Plaintiff) to take custody and control of the owned by Twin Lakes Business Park, LLC and Growth Programs, LTD dba Fuller Management Services, LTD (Defendants) and being developed as an industriali?cx complex. KNOW ALL MEN BY THESE PRESENTS. that we, John ??00de as Receiver. and American Contractors Indemnity Company, licensed to do business in the State ofCoiorado, as are held and ?rmly bound unto the People of the State of Colorado in the penal sum of Fourly Thousand Dollars and 00100 DOLLARS 340900.00 lawful money ofllie United States of America. of which payment Well and truly to be made and performed, we. and each of us do hereby bind ourselves. our heirs. executors. administrators. successors and assigns, jointly and severally and ?rmly by these presents. THE CONDITION or THIS OBLIGATION IS SUCH. that ii?thc abevc named John Woodmff Stone :6 Receiver, shall the duties oi?sucll office as provided by law and order ol?this Court, this obligation shall be void. otherwise to remain in full force and effect. SIGNED. 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'f 5111111: . 1 11; ?113?? UniwdStates Suriety' Company andUS . 1116119111, anuacrars Indemnity 12011113111131, 'abasns f-sausfactary ewdence 1111161111: 1511111111, whose 11111111: is subscn'bed ta t}'1e_ 'withi'n 111111 aoknowledg by '.hj-S 11111111111 23111" - -. 31 1:11:13: 111111: 1111: abpve 11:11 1-1-1111 and 111111- ?mhemor 1111:. -j - Doc#:23 Filed:12/29/1O Entered:12/29/1O 16:31:15 Page14 of 76 John Woodruff Stone, Receiver Twin lakes Business Park, LLC 7114 West Jefferson Ave, Suite 125 Lakewood, CO 80235 (303) 638?2502, Fax: (303) 679-3574 E-mail: August 8, 2010 Judge Roxanne Bailin Twin Lakes Business Park, LLC Craig Pimple, Vice President District Court, Boulder County c/o Commercial Farmers BBVA Compass Bank 1777 Sixth Street . a Brian Watson, President 3100 E. Arapahoe Rd, 3rd 0. Boulder, CO 80302 1675 Larimer Street, Suite 700 Centennial, CO 80112 Denver, CO 80202 Holly Shilliday Harvey Sender, Esq. Snell Wilmer, LLP Sender Wasserman, PC 1200 17?h Street, Suite [900 1660 Lincoln Street, Suite 2200 Denver, CO 80202 Denver, CO 80264 RE: Receivership First Status Report Twin Lakes Business Park, Boulder, CO District Court Case 10CV750, Division 5 Brief Reporting Overview and Timing: The Receivership was established by the District Court on July 8, 2010. The plaintiff in the case is BBVA Compass Bank and defendants named as Twin Lakes Business Park LLC and Growth Programs, LTD d/b/ a Fuller Management Services, Ltd. The Court instructed the Receiver to prepare an operating budget within thirty days and Status Reports in thirty day increments. The ?rst thirty day period is today, August 8, and I want to follow the Court?s directives- Unless the parties and Court object, the Receivership would like to modify the thirty day reporting periods to the end of each month so that rental income and paid out operating expenses can be booked and included in the ?nancial statements prepared by the property management company. The Defendant, Twin Lakes Business Park, LLC, has requested a statement for distribution to its partners, and this will be facilitated by a month ending reporting period. Together with the property management company Fuller Management Services, I am in the process of preparing the operating budget which includes an interest payment to BBVA Compass Bank. Unless I receive an objection from an involved party or its legal Counsel, I will forward a more complete Status Report with operating budgets by August 31, 2010. Property Management and its Defendant Status: The Court instructed me to remove the current property management company. Fuller Management Services is the current pr0perty management company and a named Defendant. Immediately upon the Receivership appointment, I inquired of the Bank?s attorney as to why the property management company was named as an additional defendant and was informed that it is necessary in a complaint of this nature. Over the last thirty days I have spent considerable time with Fuller?s property management group who have been managing Twin Lakes Business Park for the owners. I reviewed in depth the history of their involvement in Twin Lakes Business Park, their management operations and ?nancial reporting systems. I discovered the following: Prior to the current ownership, Fuller Management Services had been working for the previous owners for a number of years. According to current ownership, Fuller was retained because of their ef?ciency and cost effectiveness in managing the 28 tenant property. They charge 4% of rental receipts, which is less than I expected to pay another ?rm. Included in that fee Fuller collects the rents and prepares a ?nancial statement for the owners. Both Fuller Management and Twin Lakes Business Park, LLC represent that this is the only business relationship which exists between the two entities. Each month Fuller Management Services prepares a Operations Report? for Twin Lakes Business Park, LLC and its manager Commercial Partners. The report contains the following ?ve categories: 1. A brief Executive Summary 2. A Cash Flow Summary 3 Financial Statements which includes a Balance Sheet (which I believe is inaccurate) and a reconciled Operating Income Statement with itemized and Year-to-Date Income, Operation?s Disbursements and Distributions. 4. Tenant Information section which recaps rental rolls, rent and CAM payments, aging reports, insurance and lease expiration tracking, and a Vacancy Report 5. Supplemental Accounting Information section which is the accounting back-up for the Operating Statements and include checking account records, deposit and disbursement records, reconciliation records and a General Ledger Report A copy of the June 30, 2010 Opera?on?s Report is attached to this Status Report Because I responsible to the Court and principal parties to operate with ?scal prudence and, by extension, in a manner which avoids as much as possible a disruption of day to day business park property values (and tenants), I f?i EXHIBIT expressed this opinion separately EC ?ii; counterproductive to change property management if ther I 8 AUG 162010 SNELL (St Doc#:23 Filed:12/29/1O Entered:12/29/1O 16:31:15 Page15 of 76 Receiver?s attorneys and to the BBVA Compass Bank?s attorneys. I volunteered that I did not believe Fuller was anything but an arm?s length property management company. Subsequently, I asked the Bank?s attorneys, Snell and Wilmer, LLP to remove Fuller Management Services and Growth Programs from the complaint with the caveat that if in the future I discover anything to the contrary, they could be brought back into the litigation. They agreed to the conditional release of Fuller, thus erasing the obvious con?ict of interest of my having a defendant managing the property for the Receivership. Fuller is today preparing a ?nancial budget for my review and the month end report. Receivership Financial Control of the Asset, Income, Disbursements and Banking: The Receivership has taken control of the ?nancial operations of Twin Lakes Business Park, LLC and has set up two separate operating accounts with Steele Street Bank and Trust in Cherry Creek. One account is ajoint account with Fuller Management Services. All income is deposited in this account. Two authorized signatures are required for disbursements and one must be the Receiver?s. For expediency sake, three Fuller Managers are approved for the other signature. The second account is the Receiver?s account which will deal with debt service and receivership expenses. recaps will be distributed to the Court, Plaintiff and Defendant(s). Leasing and Marketing: The Colorado Group has been the leasing Agency for the current ownership. Jason Krusc is the listing Broker for the business park. I met with Jason shortly after the Receivership was put in place. I explained the situation to him and encouraged him to continue to solicit new tenants, committing to maintain operations without disruption including any tenant ?t-out requirements necessary for new tenants. I instructed Jason to continue to merchandize the property for sale, although the current $6,900,000.00 price is unrealistic in this market. Insurance: Because of two business park tenants that grow medical marijuana, both the property and liability policies have been cancelled. The deadline for new policies is August 22, 2010. The owners have obtained alternate policy quotes from their existing Insurance Broker, Denver Agency. I have requested two additional quotes ?'om other Agencies and am waiting for the ?nal quote by the end of the week. Denver Agency has forwarded to me an estimate of the additional premium costs beyond a standard policy and those two tenants will be invoiced for the full additional premium cost calculated by their prorated square that usage. Property Value and Receivership Asset Management Policy: The Jamison Group, has appraised the property for $5,100,000.00. The current secured debt and associated costs approximate $4,200,000.00. The Owners represent that they have an equity investment, combined with the secured bank debt, which exceeds the $5,100,000.00 appraisal and are exploring potential options to satisfy the bank debt. The Receivership will continue to operate the business while the Plainti?? and Defendant decide for themselves what course of action each will take. Respectfully% submitted this 8th day of August, 2010. ohn% Woodru?? Ston Receiver Doc#:23 Filed:12/29/1O Entered:12/29/1O 16:31:15 Page16 of 76 OCtobet 2, 2010 Judge Roxanne Bailin District Court, Boulder County 1777 Sixth Street Boulder= CO 80302 Holly Shilliday Snell Wilmer, LLP 1200 17?? Street, Suite 1900 Denver, CO 80202 John Woodruff Stone, Receiver THE 20TH Twin lakes Business Park, LLC 2101 Torrey Pine Drive, P.O. Box 3369 Evergreen CO 80439 OCT 0 7 Zilltl 303 633-2502, 303 679-3574 I Egmail: twinlakgb??ggct hm; BOULDER comm OD Document "0 3 litter Countv District (tourt 26th .ii) 'l'win LakesBusiness Park, LLC 5 I ?i - ?53 Elaine? or do Commercial Partners (A concentric R. Brian Watson, President - tie .. Q?llgl?i?d? 3"i 1675 Larimcr Street, Suite 700 enteiml?itl, LU 30112 Denver, CO 80202 Harvey Sender, Esq. Sender Wesserman, PC 1660 Lincoln Street, Suite 2200 Denver, CO 80264 RE: Receivership Status Report #2 Twin Lakes Business Park, Boulder, CO District Court Case IOCV 750, Division 5 Briet?Receivership Overview: At the end of its third month the Receivership?s primary function is maximizing and maintaining the marketable" value of the business park, thus best protecting the secured ?nancial interests of the creditor BBVA Compass Bank as well as the debtor/OWner, Twin Lakes Business Park, .C. Twin Lakes Business Park, LLC is managed by Commercial Partners, LLC. In addition to the Twin Lakes Business Perle LLC consists of over forty (40) investors with aggregate investments totaling an unde?ned surn well in excess of the current marketable value of the business park, after the secured debt owed BBVA Compass Bank is factored into the total investment. lnitial attempts by Twin Lakes Business Park. LLC to re?nance its expired BBVA Compass Bank loan, or obtain new financing, have proved unsuccessful to date without the necessity ol?infusing signi?cant new investment capital to reduce the face value of a new loan. Nonhstar?s CEO Brian Watson is a guarantor on the BBVA Compass Bank debt instrument. as well as a guarantor on another BBVA Compass Bank loan which secured an industrial preperty in Memphis, Term. The Memphis property and debt instrument recently was foreclosed and a de?ciency identi?ed when the asset was sold to a third party. At this writing BBVA Compass Bank has initiated foreclosure proceedings again st the Owner. The Twin Lakes Business Park is a. hilly functional Business Park of twenty eight ?of?ce warehouse" tenant spaces totaling 71,446 square feet oftentable space. Historically there has been and continues to be modest turnover in tenancy but the business park averages a 90% or better occupancy rate. That Continues today. Two of the tenants are medicai marijuana growers and the smaller tenant, Mountain Health Research (Unit 201, 1800 sf), is in violation of the offensive odor clause de?ned in paragraph 13, Page 5 of the standard lease. Its neighboring tenants are objecting to the pervasive marijuana odors emanating from its unit. The company is being given notice to correct the violation or face eviction. Until the disposition of the property is clari?ed for the Court, the Receivership will continue to operate as the proactive manager ot'the Business Park in both property management and leasing decisions. The management team includes Cassidy Turley Property Management Services (formerly Fuller Management Services) and The Colorado Group (Leasing Broker). Both organizations understand the Receiver?s role and have responded positively to the directive to maximize income, improve tenant quality and lease terms, with the combined goals of stabilizing business park?s income and asset valuation. ?t?he Receivership operates in a transparent manner. Since its inception, most management decisions of any significance have been reviewed with both Twin Lakes Business Park, LLC and BBVA Compass Bank management. These parties are cepied with most E?mail correspondence which might have an impact on the value of the property. Property Management and its Defendant Status: The Defendant, Fuller Management Services, is now merged with Cassidy Turley. Cassidy Turley has been conditionally released from the pending BBVA Compass Bank complaint, and continues to function as the Twin Lakes Business Park property manager. The Cassidy Turlcy ?nancial report for August 20") is attached to this Status Report, and includes the foilowing Exhibits: - l. A brief Executive Summary 2. A Cash Flow Summary 3 Financial Statements which includes a Balance Sheet and a reconciled Operating income Statement with itemized and Year-to-Darc Income, Operation?s Disbursements and Distribinions. 4. Tenant information section which recaps rental rolls, rent and CAM payments, aging reports, insurance and lease expiratiori tracking, and a Vacancy Report 5. Supplemental Accounting Information section which is the accounting back-up for the Operating Statements and include checking account records, deposit and disbursement records, reconciliation records and a General Ledger Report Financial Control?ofthe Asset, Income, Disbursements and'Banking: Recapping last month?s Status Report l. the taken control of the ?nancial operatioris o'f'l'win Lakes Business Park. LLC and has set on two separate operating EXHIBIT il?_ Doc#:23 Filed:12/29/1O Entered:12/29/1O 16:31:15 Page17 of 76 expediency sake, three Fuller Managers are approved for the other signature. The secmd account is the Receiver?s account which deals with debt reduction payments to BBVA Compass Bank and receivership expenses It is the intent of the Receivership to make principal reduction payments to the bank ?om excess cash ?ow. This will enhance the creditor?s security interests and at the same time reduce the debt level of the owner. As is evident Earn the attached Operating Statement, the business park continues to generate a positive trash flow from operations. - Leasing and Marketing: The Colorado Group is the leasing Broker for the business park. Jusorr Kruse is the listing Broker and has been diligent in his attempt to market available Twin Lake units. As shown bciow, The Colorado Group has prepared a listing proposal and Renltor?s Opinion ofValue (ROV) in anticipation of obtaining 21 Selling Agency in the event that the busincss park is to he sold. Recognizing the potential need to sell the business park, Twin Lakes Business Park, LLC requested four sepame Realtom' Opinion of Values and listing proposals from the following Invesnnent Brokers: (1) Marcus Millichap; (2) (Bushman 8c Wake?eld; (3) Cassidy Turleyl Fuller, and (4) The Colorado Group. The four listing proposals are attached to'the Status Report. Estimated values and Capitalization Rate assumptions are included with the projected sale?s price range(s). Insurance: Both the property and liability policies are in place. After requesting three separate bids, the existing Insurance Broker, Denver Agency proved to he the least expensive underwriter for the increawd premiums resulting from the medical marijuana tenants in the business park . Those two tenants are being invoiced for the full additional premium costs calculated by their prm?ated square foot usage. . i?roperty Value and Asset Disposition The Jami son Group, has appraised the property for $5,100,000.00. The four Realtors Opinion of Velues were predicated on the necessity ofseiling the project in a reasonable but ill de?ned time frame, given the current relationship between banker and debtor. The values vary from a low end selling price probability of $4,200,000.00 to around $5,000,000.00 with most targeted sale prices in the $4,400,000.00 to $4,800,000.00 range. Short term leases with 2011-12 termination dates, and the presence of the medical marijuana tenants, may have a negative hnpact on the ultimate income hosed valuation of the asset. In their respective value analyses, each Broker note-cl these potential devalning issues. The ownership recently requested BBVA Compass Bank to temporarily stay the foreclosme to give them a short time with which to sell the project and recoup some investor capital in the project, and thus avoiding a possible bankruptcy ?ling to protect the hlvectors? ?nancial interests. At this writing .I believe the bank continues to consider the proposal, subject to a non contested transfer of title to the bank should the marketing e??ort fail in the given time home. lfthe bank conditionally agrees, we will work alongside the owner and BBVA Compass Bank in determining which Broker to retain and at what Cap Rate, Listing Price, and targeted Selling Price is acceptable to both principals and the Brokers. 13/ submitted this 2nd day ot?October, 2010; ohn Woodru??" Stone Receiver Doc#:23 Filed:12/29/1O Entered:12/29/1O 16:31:15 Page18 of 76 DISTRICT COURT, COUNTY OF BOULDER, COLORADO 1777 Sixth Street Boulder, Colorado Telephone: (303) 441-3750 Plaintiff: COMPASS BANK, an Alabama state chartered bank Defendants: TWIN LAKES BUSINESS PARK, LLC GROWTH PROGRAMS, LTD. FULLER MANAGEMENT SERVICES, LTD. COURT USE ONLY Case Number: 10CV750 Division 5 AFFIDAVIT OF MAILINGS TO ALL PARTIES APPLICABLE TO: Twin Lakes Business Park, LLCReceive-rstaip Status Report 2 I, Iohn Woodmff Stone, Boulder County District Court appointed Receiver of Twin Lakes Business Park, LLC do swear on my oath that on October 4, 2010 The Receivership mailed by ?rst class mail copies of Receiver's Status Report 2 to the following parties: Judge Roxanne Bailin Twin Lakes Bushess Park, LLC District Court, Boulder County c/o Commercial} Partners 1777 Sixth Street R. Brian Watson, President Boulder, CO 80302 1675 Iarimer Street, Suite 700 Denver, CO 80202 Harvey Sender, Esq. - Sender Wassem PC Craig Pimple 1660 Lincoln Sheet, Suite 2260 BBVA Compass Bank Denver, CO 89264 8100 E. Arapahoe Rd, F1. Centennial, CO 80112 Holly R. Malay, CO 80112 Snell 8r Wilmer, LLP 1200 17th Street, Suite 1900 Denver, CO 80202 The mailing address of the Bear Crossing Receiver is: John Woodruff Stone, Receiver RU. Box 3369 Evergieen, CO 80437-3369 2101 Torrey Pine Drive Evergreen, CO 89439 (303) 638-2502 Email: h'vinlakesbpianicom Re ectfu?y submitted this 4*h day of October, 2010 John Wendi-eff Sto Receiver Doc#:23 Filed:12/29/1O Entered:12/29/1O 16:31:15 Page19 of 76 John Woodruff Stone, Receiver Twin lakes Business Park, LLC 2101 Torrey Pine Drive. Evergreen CO 80439 P.O. Box 3369, Evergreen, CO 80437-3369 (303) 63 8-2502, Fax: (303) 679-3574 E?mail: twinlakesbp@aol.com November 20, 2010 Judge Carol Glowinsky Twin Lakes Business Park, LLC Craig Firnple, Vice President c/o Michelle Lucero c/o Nothstar Commercial Partners BBVA Compass Bank District Court, Boulder County R. Brian Watson, President 8100 E. Arapahoe Rd., 2?d 1777 Sixth Street 1675 Larimer Street, Suite 700 Centennial, CO 80112 Boulder, CO 80302 Denver, CO 80202 Holly Shilliday Harvey Sender, Esq. Snell Wilmer, LLP Sender Wasserrnan, PC 1200 17th Street, Suite 1900 1660 Lincoln Street, Suite 2200 Denver, CO 80202 Denver, CO 80264 RE: Receivership Status Report #3 Twin Lakes Business Park, Boulder, CO District Court Case 10CV750, Division 5 With the introduction of Judge Glowinsky to the Compass Bank (Plaintiff) and Twin Lakes Business Park, LLC (Defendant) Case 10CV750, I am beginning Status Report 3 with an edited recap of the initial Section entitled Brief Receivership Overview? within the Receiver?s Status Report 2. Brief Receivership Overview: At the end of its fourth month the Receivership?s primary function continues to be maximizing and maintaining the marketable value of the business park, thus best protecting the secured ?nancial interests of the creditor BBVA Compass Bank as well as the debtor/owner, Twin Lakes Business Park, LLC. Twin Lakes Business Park, LLC is managed by Commercial Partners, LLC. In addition to the Twin Lakes Business Park, LLC consists of over forty (40) investors with aggregate investments totaling an unde?ned sum well in excess of the current marketable value of the business park, after the secured debt owed BBVA Compass Bank is factored into the total investment. Initial attempts by Twin Lakes Business Park, LLC to re?nance its expired BBVA Compass Bank loan, or obtain new ?nancing, have proved unsuccessful to date without the necessity of infusing signi?cant new investment capital to reduce the face value of a new loan. CEO Brian Watson is a guarantor on the BBVA Compass Bank debt instrument, as well as a guarantor on another BBVA Compass Bank loan which secured an industrial property in Memphis, Term. The Memphis property and debt instrument recently was foreclosed and a de?ciency identi?ed when the asset was sold to a third party. At this writing BBVA Compass Bank has initiated foreclosure proceedings against Twin Lakes Business Park, LLC with the foreclosure sale scheduled for December 29, 2010. The Twin Lakes Business Park is a fully functional Business Park of twenty eight ?of?ce warehouse? tenant spaces totaling 71,446 square feet of rentable space. There have been a number of short term leases, and as shown below, several problematic tenants. Modest turnover in tenancy continues. However, recently the business park has averaged a 90% or better occupancy rate. That continues today. Until the disposition of the property is clari?ed for the Court, the Receivership will continue to operate as the proactive manager of the Business Park in both property management and leasing decisions. I have purposely kept a very low pro?le while working almost daily with the leasing Broker and property managers. Business as Usual? is the theme I impressed on the management team. That team includes Cassidy Turley Property Management Services (formerly Fuller Management Services) and The Colorado Group (leasing Broker). Both organizations understand the Receiver?s role and have responded positively to my stated goals of maximizing income and improving tenant quality towards stabilizing the business park?s longer term income and asset valuation. Both groups have been very active from the beginning of the Receivership, requiring frequent personal contact, E-mail correspondence, and ongoing legal, business and leasing decisions. Whereas the Receivership Order contemplated typical ?caretaker? duties of custodial maintenance and therefore limited me to about 35 hours each month committed to the business park, for the last four and one half months I have spent more than twice that amount of time each month in fulfilling the Court?s Order and managing the business park operations. To date I have not charged fees beyond the Court?s maximum time allocation, accruing these additional Receivership costs until less time is necessary. I will then bill in arrears, or when the property is sold and/or the Receivership terminated. Time logs and E-mail records have been kept. The Receivership operates in a transparent manner. Since its inception, most management decisions of any signi?cance have been reviewed with both Twin Lakes Business Park, LLC and BBVA Compass Bank management. These parties are copied with most E-mail correspondence which might have an impact on the value of the property. Property Management and its Defendant Status: The Defendant, Fuller Management Services, now merged with Cassidy Turley. Cassidy Turley has been conditionally released from the pending BBVA Compass Bank complaint and continues to ?mction as the Twin Lakes Business Park property manager. The Cassidy Turley ?nancial report for October 2010, titled Operations Report? is attached to this Status Report. The report includes the following Exhibits: EXHIBIT Doc#:23 Filed:12/29/1O Entered:12/29/1O 16:31:15 Page20 of 76 l. A Cash Flow Summary 2. Financial Statements which includes a Balance Sheet and a reconciled Operating Income Statement with itemized and Year-to-Date Income, Operation?s Disbursements and Distributions. 3. Tenant Information section which recaps rental rolls, rent and CAM payments, aging reports, insurance and lease expiration tracking, and a Vacancy Report 4. Supplemental Accounting Information section which is the accounting back-up for the Operating Statements and include checking account records, deposit and disbursement records, reconciliation records and a General Ledger Report Receivership Financial Control of the Asset, Income, Disbursements and Banking: As is evident from the attached October Operating Statement, the business park continues to generate a positive cash ?ow from operations. The Receivership began on July 8, 2010. Since then I have made interest payments for July, August, September and October 2010, which has kept the debt balance from increasing above its July, 2010 balance of $4,085,176.72. Commercial Partners initially objected to these payments but since agreed to the debt stabilization, avoiding a Court Hearing on the subject. (See attached letter, dated October 11, 2010). I intend to continue this practice. Accounts payable have been reduced to three accounts: (1) Le?hand Industries which has been resolved with a payment schedule (see below, Unit 302); Flatiron Films from June 2010; and (3) Bagi Mechanical ??om September and October 2010 (See below, Unit 404). With the recommendation of Cassidy Turley the Receivership retained the Silverman Law Finn on October 15, 2010 to collect the AIP due the business park (excluding Letthand) on a contingency fee basis. Bankruptcy: Several weeks ago Commercial Partners, LLC noti?ed BBVA Compass Bank that Twin Lakes Business Park, LLC intended to declare bankruptcy without stating which category of bankruptcy it will ?le. The reasons given were that a negotiated foreclosure forbearance agreement satisfactory to both parties could not be reached. The Receivership has been copied with enough of the two party correspondence to know the major issues in dispute. A bankruptcy attorney has not been revealed to me nor am I aware that a ?ling has occurred. Leasing and Tenant Status: At this writing the ?nal terms of a lease replacement for unit 201are being negotiated, which if rati?ed and then approved by the Court, temporarily increases the rental rolls to 100% of committed space, indicating that the Receivership is not negatively impacting either public and/or realtor perception of the Business Park as ?distressed real estate?, nor to be avoided because of risk and reputation. The following leases and modifications have been completed since the Receivership took control of the Business Park operations: Units 501& 502 Morganically Grown, a medical marijuana grower, lease was modi?ed and restructured to satisfy state guidelines, July 30, 2010 Unit 503 Servpro of Greater Boulder lease modi?cation with a rent increase for storage space from $1,000.00 per month to $3,000.00 per month, Oct. 1, 2010 Unit 404 Bagi Mechanical a long time problem tenant (12/12/06) which had subleased its space to an entity that began surreptitiously growing marijuana, was evicted on October 19, 2010. Its security deposit was forfeited and outstanding is being pursued with legal counsel. Unit 404 A new three year lease with NAP, Inc. was rati?ed on October 26, 2010, replacing Bagi. Unit 201 Mountain Health Research a medical marijuana tenant since 10/20/09 had its lease terminated on October 20, 2010 for odor violations and non compliance. Security deposit was forfeited to the Business Park ownership. Unit 201 A new lease is being signed with Glen and Alice McIntosh, replacing Mountain Health Research. Final details and rati?cation is scheduled for the week beginning November 22, 2010 Unit 202 Empty space was leased to William ?Van? Ness, September 23, 2010 Unit 203 A new lease with Kein Mote, b/b/a Sign World was signed October 14, 2010, immediately replacing a vacated space by Truenano Technology Truenano?s lease terminated September 30, 2010 without renewal. Tenants with leases that terminate in the ?rst half of 2011 have been contacted by Jason Kruse, the business park?s leasing Broker to begin negotiations for renewals; or with refusals, to get a multi month ?head start? in an attempt to replace these vacating tenants with the minimum of rental income loss. Unit 204 - Current negotiations are ongoing with Ted Benning of Solutions Systems Technologies . This lease expires 1/31/2011. Unit 302 - Le?hand Industries has not been paying CAM costs since February 2010. The lease terminates May 31, 2011. I met with the owner, Julie and negotiated a repayment program which pays off the outstanding CAM costs by the termination of the lease. A current sub tenant is not interested in assuming the renewal, so the unit will be listed for rent beginning in 2011. Unit 305 The tenant, Freyr Bio Systems, does not intend to renew when its lease terminates on April 30, 2011. I have not yet met with company of?cers. Unit 101 This space is 100% of?ce space with no warehouse storage. The tenant, Computer Task Group, is downsizing into a small executive suites complex in Boulder proper at the termination of its lease on 12/31/2010. I?ve had recent discussions with a corporate officer Pat Oxenholme by phone in Buffalo, NY to no avail. The space is being listed for rent this week. The space will be vacant by 12/15/2010, Doc#:23 Filed:12/29/1O Entered:12/29/1O 16:31:15 Page21 of 76 Property Value and Asset Disposition A brief Status On October 22 I was brie?y advised by Brian Watson about his listing broker recommendation for the sale of Twin Lakes Business Park, but was not invited to take part in the negotiations and was not a party to the ?Exclusive Right to Sell? listing contract subsequently signed with a listing team consisting of Cushman Wake?eld and Jason Kruse, managing partner of The Colorado Group. The Listing Contract was dated October 25, 2010. I was not consulted by either party on the listing which I believe is improper, given the Receivership Order. I have responded to actions by letter which is both self explanatory and non adversarial in its intent. A copy of the letter is attached. I believe the pending litigation, foreclosure and threatened bankruptcy ?ling will have a negative impact on my ongoing mission to maintain and hopefully improve the Business Park?s value for re?nancing or sale. Therefore, because of the reality of a signed listing contract, I have asked Cassidy Turley to cooperate fully with the listing Broker with full ?nancial disclosures, as I have. BBVA Compass Bank recently ordered a current bank appraisal of the Twin Lakes Business Park by First Service Valuation. I?ve met on site with Jon Fletcher of First Service to show him the physical quality of the business park. I provided him with all requested ?nancial records, including the up to date success we?ve had in disposing of unwanted tenants and ?lling the business park with new tenants. I don?t know the status of the appraisal nor its value analysis. Nor do I know if a ?bankruptcy? value factor is included in the appraisal. I did not mention the bankruptcy to him, as it had not yet happened, nor was it certain that it is necessary. Bankruptcy, Foreclosure and the Value of a Forbearance Agreement: My primary Receivership duties are tied to maintaining and improving the value of the underlying asset securing the outstanding debt. It is not directly related to the disposition of the asset. In that vein I have been straightforward with both Plaintiff and Defendant in my attempts to encourage the two parties to come to an accommodation in a de?ned term forbearance agreement which at least temporarily avoids a scheduled foreclosure sale and most probably a bankruptcy ?ling. Both parties have been critical of my e?orts but that ?comes with the territory?. It is incumbent that, as Receiver, I express my independent opinions if I believe it is in the best interests of the property?s value, as follows: BBVA Compass Bank may believe it can recover its outstanding debt in full with a foreclosure or note sale and that may be the case if a forced bankruptcy doesn?t impede the sale. may believe it can force a restructuring of the Compass debt through bankruptcy if excess value can be proven in Court. However, a contested bankruptcy creates a different scenario for both parties which can signi?cantly impact the residual business park value with (1) bankruptcy driven tenant ?ight (prior to current lease termination), (2) the non renewal of existing leases, (3) the non existence of new tenants for vacated space in a ?bankrupt? business park (at competitive rates), and certainly (4) the perceived value of the ?bankrupt? business park by savvy prospective Buyers. Whether the Receivership is maintained or not, it has been shown that the business park can continue to be success?il while the attendant debt obligation is being litigated and/or resolved. Translated into asset disposition value, the property?s market value need not be negatively impacted outside of bankruptcy. Res ctfully submitted this 20th day of November, 2010. fig ohn Woodmff St Receiver Doc#:23 Filed:12/29/1O Entered:12/29/1O 16:31:15 Page22 of 76 DISTRICT COURT, COUNTY OF BOULDER, COLORADO 1777 Sixth Street Boulder, Colorado Telephone: (303) 441-3750 Plaintiff: COMPASS BANK, an Alabama state chartered bank Defendants: TWIN LAKES BUSINESS PARK, LLC GROWTH PROGRAMS, LTD. FULLER MANAGEMENT SERVICES, LTD. COURT USE ONLY Case Number: 10CV 750 Division 5 AFFIDAVIT OF MAILINGS TO ALL PARTIES APPLICABLE TO: Twin Lakes Business Park, LLC Receivership Status Report 3 I, John Woodruff Stone, Boulder County District Court appointed Receiver of Twin Lakes Business Park, LLC do swear on my oath that on November 22, 2010 The Receivership mailed by ?rst class mail copies of Receiver? 5 Status Report 3 to the following parties: Judge Carol Glowinsky Twin Lakes Business Park, LLC District Court, Boulder County c/ Commercial Partners 1777 Sixth Street R. Brian Watson, President Boulder, CO 80302 1675 Larimer Street, Suite 700 Denver, CO 80202 Harvey Sender, Esq. Sender 8: Wasserman, PC Craig Pimple 1660 Lincoln Street, Suite 2200 BBVA Compass Bank Denver, CO 80264 8100 E. Arapahoe Rd., 3rd Fl. Centennial, CO 80112 Holly R. Shilliday, CO 80112 Snell 8: Wilmer, LLP 1200 17th Street, Suite 1900 Denver, CO 80202 The mailing address of the Bear Crossing Receiver is: John Woodmff Stone, Receiver PO. Box 3369 Evergreen, CO 80437-3369 2101 Torrey Pine Drive Evergreen, CO 80439 (303) 638-2502 E?mail; twinlakesbp@aol.com tfully submitted this 22th day of November, 2010 4%1f Woodruff St Receiver Doc#:23 Filed:12/29/1O Entered:12/29/1O 16:31:15 Page23 of 76 John Woodruff Stone, Receiver Twin lakes Business Park, LLC 2101 Torrey Pine Drive. Evergreen CO 80439 P.O. Box 3369, Evergreen, CO 80437-3369 (303) 638-2502, Fax: (303) 679-3574 E?mail: December 20, 2010 Judge Carol Glowinsky Twin Lakes Business Park, LLC Craig imple, Vice President c/o Michelle Lucero c/o Commercial Partners BBVA Compass Bank District Court, Boulder County R. Brian Watson, President 8100 E. Arapahoe Rd., 1777 Sixth Street 1675 Larimer Street, Suite 700 Centennial, CO 80112 Boulder, CO 80302 Denver, CO 80202 Holly Shilliday Harvey Sender, Esq. Snell Wilmer, LLP Sender Wasserman, PC 1200 17?? Street, Suite 1900 1660 Lincoln Street, Suite 2200 Denver, CO 80202 Denver, CO 80264 RE: Receivership Status Report #4 Twin Lakes Business Park, Boulder, CO District Court Case 750, Division 5 Brief Receivership Overview: At the end of its ?fth month the Receivership?s primary function continues to be maximizing and maintaining the marketable value of the Business Park, thus best protecting the secured ?nancial interests of the creditor BBVA Compass Bank as well as the highest residual value for the debtor/owner, Twin Lakes Business Park, LLC. As is demonstrated below with the debtor?s written representation that it is about to obtain an acceptable Purchase and Sale Contract for the Business Park at around the $4,750,000.00 price range and that ?nal details are in process with the 1031 tax exchange Buyer, the Receivership is adhering to the Court?s directive to sustain and maximize the residual value of the asset and continue the business operations of the Business Park. As shown below in the November Property Management report and Leasing and Tenant Status Report, since July 2010 when the Receivership Order commenced, the management and leasing team has improved the quality and number of tenants, increasing the rental rolls to 100% currently with only one vacancy after January I, 2011, or approx. 96% occupancy entering 2011. Problematic tenants have been removed and replaced during this period and accounts receivables are limited to two outstanding legal collection?s efforts. This stable operating environment is a testament to both Cassidy Turley as property managers and The Colorado Group as the listing leasing Broker for the Business Park. Both entities were in place at the start up of the Receivership and have been diligent in their efforts to follow my management and leasing directives. With the consummation of the Business Park sale, it is hoped that both the debtor and creditor will be satis?ed with the Receivership?s efforts in this regard. Property Management: As has been the practice in earlier Status Reports, the Cassidy Turley ?nancial report for November, 2010, titled Operations Report? is attached to this Status Report. The report includes the following Exhibits: 1. A Cash Flow Summary 2. Financial Statements which includes a Balance Sheet-and a reconciled Operating Income Statement with itemized and Year-to-Date Income, Operation?s Disbursements and Distributions. 3. Tenant Information section which recaps rental rolls, rent and CAM payments, aging reports, insurance and lease expiration tracking, and a Vacancy Report 4. Supplemental Accounting Information section which' IS the accounting back-up for the Operating Statements and include checking account records, deposit and disbursement records, reconciliation records and a General Ledger Report Receivership Financial Control of the Asset, Income, Disbursements and Banking: As is evident from the attached November Operating Statement, the Business Park continues to generate a positive cash ?ow ?'om operations. The July debt balance of $4,085,176.72 has not increased as I continue to service the debt owed to BBVA Compass Bank. Additionally, I have offered to initiate 3 $10,000.00 principal reduction payment to attempt to facilitate a stay in the pending December 29, 2010 foreclosure sale and avoid an unnecessary bankruptcy ?ling by Twin Lakes Business Park, LLC. See below. I am awaiting input from both the Bank and Commercial Partners, managers of the LLC Debtor, to initiate these additional principal payments. Pending Business Park Sale: Both Craig Fimple, Vice President of BBVA Compass Bank and Brian Watson, President of Commercial Partners, have copied me with recent E-mail correspondence between them, and I hope that practice continues. Recent E-mail correspondence between Brian and Craig indicates that Commercial Partners have approved a pending sale of the Business Park to an acceptable (to buyer in the $4,750,000.00 price range. This price will enable to fully retire the entire BBVA Compass Bank secured debt now in default, and return a portion of invested capital to the LL the Brian?s E-mail, I have seen no later correspondence which indicates that has shared the details of the offer EXHIBIT .LL. tabbles' Doc#:23 Filed:12/29/1O Entered:12/29/1O 16:31:15 Page24 of 76 Bankruptcy, Foreclosure, Forbearance and/or Foreclosure Stay Status: Because of the pending Business Park sale, and in an effort to create an environment which would allow a forbearance agreement between the two Principals, or stay in the December 29th foreclosure sale, I recently volunteered to make a $10,000.00 principal reduction payment of the Twin Lakes Business Park, LLC debt owed to BBVA Compass Bank. This would be in addition to the interest payments I currently send to the bank to keep the debt balance ?om rising beyond its July 2010 default balance. I had hoped that this offer would help eliminate the necessity of the debtor ?ling a costly and time consuming bankruptcy in an effort to keep from losing any residual value over and above the secured debt and attendant costs in the property. As a Receiver I have been involved in other Bankruptcies and recognize that at least three sets of attorneys, plus a Trustee, will be working on this bankruptcy once it is ?led with the Bankruptcy Court. BBVA Compass Bank commissioned a recent appraisal of the Twin Lakes Business Park which I don?t believe contemplated a potential negative value impact alter a bankruptcy ?ling. According to a recent Craig Fimple E-mail to Brian Watson, the new appraisal is well below the pending sale?s price,which would no doubt be challenged by the Debtor in Bankruptcy Court. This additional dispute ?rrther encourages me to attempt to keep the project and its owner out of bankruptcy if it can be avoided. A?er my principal payment offer, Craig Fimple sent an E-mail to Brian Watson offering two options in an attempt to avoid either a foreclosure sale and/or a bankruptcy ?ling. Utilizing my additional payments, the bank offered to restructure a debt instrumant with a much reduced (but not de?ned) one time debt reduction payment from or its limited partners, and with a replacement guarantor. Or, in lieu of that alternative, to review the pending sales contract with with the goal of implementing a temporary stay in the foreclosure until the Business Park sale could be consummated. The Receivership would continue to service the debt and make the additional principal payments until closing. initial response to this offer was negative. Brian Watsons most recent E-mail indicated that a stay in the foreclosure was unacceptable to the LLC and the LLC intended to declare bankruptcy before the 29*. Brian volunteered that the Buyers were not concerned about buying the Business Park out of bankruptcy as the buyer wouldn?t be ?nancially impacted by the bankruptcy, (unless there is tenant ?ight) I note however that the LLC, the Bank and the Receivership would be ?nancially impacted by the increased legal and fee costs associated with a contested bankruptcy proceeding. In the e-mail stating its intent to declare bankruptcy, also required control of the Business Park operations, replacing the Receivership. I have seen no further correspondence and am unaware of ?rrther developments pertaining to the foreclosure sale or bankruptcy ?ling. The Receivership is not directly involved in these negotiations and will continue to operate the Business Park until otherwise directed by the Boulder District Court, the bankruptcy Trustee, the Bankruptcy Court, or until a sale is completed. If asked, I will sign a sale?s agreement, necessary due diligence disclosures, closing documents, and a deed for any sale?s price which is in excess of the creditor?s payoff number, and approved by Twin Lakes Business Park, LLC and/or the Court. Payment of additional fees and costs associated with a bankruptcy ?ling are outside the Receivership responsibilities. The Receivership has maintained reserves to fund the Business Park?s operations, Receivership costs and necessary legal fees in the event of a bankruptcy ?ling or foreclosure sale. Leasing and Tenant Status: The following leases and modifications have been completed since the Receivership took control of the Business Park operations: Units 5018; 502 Morganically Grown, a medical marijuana grower, lease was modi?ed and restructured to satisly state guidelines, July 30, 2010 Unit 503 Servpro of Greater Boulder lease modi?cation with a rent increase for storage space from $1,000.00 per month to $3,000.00 per month, Oct. 1, 2010 Unit 404 Bagi Mechanical a long time problem tenant (12/12/06) which had subleased its space to an entity that began surreptitiously growing marijuana, was evicted on October 19, 2010. Its security deposit was forfeited and outstanding is being pursued with legal counsel. Unit 404 A new three year lease with NAP, Inc. was rati?ed on October 26, 2010, replacing Bagi. Unit 201 Mountain Health Research a medical marijuana tenant since 10/20/09 had its lease terminated on October 20, 2010 for odor violations and non compliance. Security deposit was forfeited to the Business Park ownership. Unit 201 A new 5 year lease is being signed with Glen and Alice McIntosh, replacing Mountain Health Research, a medical marijuana grower which had been in violation of its lease terms. Unit 202 - Empty space was leased to William ?Van? Ness, September 23, 2010 Unit 203 A new lease with Kein Mote, bib/a Sign World was signed October 14, 2010, immediately replacing a vacated space by Truenano Technology Truenano?s lease terminated September 30, 2010 without renewal. Tenants with leases that terminate in the ?rst half of 201 have been contacted by Jason Kruse, the Business Park?s leasing Broker, to begin negotiations for renewals; or with refusals, to get a multi month ?head start? in an attempt to replace these vacating tenants with the minimum of rental income loss. See current status below. Unit 204 - Two weeks ago Ted Benning of Solutions Systems Technologies signed a 30 month lease renewal . This lease was to expire 1/31/201]. Unit 302 - Le?hand Industries has not been paying CAM costs since February 2010. The lease terminates May 31, 2011. I met with the owner, Julie Ankenbrandt, and negotiated a repayment program which pays off the outstanding CAM costs by the termination of the lease. Julie began the additional payments this month. The unit will be listed for rent beginning in 201 l. Doc#:23 Filed:12/29/1O Entered:12/29/1O 16:31:15 Page25 of 76 Unit 305 The tenant, Freyr Bio Systems, had not intended to renew its lease when its lease terminates on April 30, 2011, but is now reconsidering that option. Unit 504 Caffee Nostro intends to renew its lease, which expires 4/30/2011. Price and lease term are now being negotiated by Jason Kruse. Unit 101 - This space is 100% of?ce space with no warehouse storage. The tenant, Computer Task Group, is downsizing into a small executive suites complex in Boulder proper at the termination of its lease on 12/31/2010. The space has been listed for rent since two weeks ago and has been shown two times since then . Respectfully submitted this 20th day of December, 2010. Stone Receiver Doc#:23 Filed:12/29/1O Entered:12/29/1O 16:31:15 Page26 of 76 . Cassid Property Turle Management Services Operations Regort Twin Lakes Business Park, LLC John Woodruff Stone, Receiver November 2010 Mark Berry Property Manager Doc#:23 Filed:12/29/1O Entered:12/29/1O 16:31:15 Page27 of 76 Twin Lakes Table of Contents Operations Report Cash Flow Summary Operations Narrative Financial Statements Balance Sheet Operating Income Statement Tenant Information Activity Reconciliation Report Delinquency Aging Report Detailed Commercial Rent Roll Lease Expiration Report Tenant Insurance Report Vacancy Report Supplemental Accounting Information AP Expense Distribution Report Check Register Management Fee Calculation General Ledger Bank Reconciliation Doc#:23 Filed:12/29/1O Entered:12/29/1O 16:31:15 Page28 of 76 Cash Fiow Summary For the Month of: November, 2010 Twin Lakes Business Park Beginning Cash Balance 83.125.77 Operating Activity Cash Receipts - Rental income 59.397.41 Cash Disbursements Operating Expenses (13351.14) Cash Receipts Performance Buildine Services Refund for Misbilline 193.50 Interest Income 14.25 Net Operating. Income 46,254.02 Non Operating Activity Receivership Deposit (50.000.00) Tenant Account Receivable - Bagi Mechanical. Suite 404. Legal Fees ($33.00) Tenant Account Receivable - Bagi Mechanical. Suite 404. Xcel 9/29?10/29 (280.93) Tenant Account Receivable Servpro. Suite 503. Xcel 9/29-10/29 (121.57) Tenant Account Receivable Receipt - Moreanically Grown. LLC. Suite 501/502 2.2.52.4? . Security Deposit wfo Lease - Kevin Mote. Leme Received and Entered (2.422.250) Security Deposit Receipt - Kevin Mote. Suite 203 1.466.25 Security Deposit Forfeiture - Bagi Mechanical. Suite 404 (1375.00) Lease Commission - Nap. Inc.. Suite 404 (2,152.00) Lease Commission - Kevin Mote. Suite 203 (2.494.601 Interest income (14.25) Total Non Operating 3 (55.675 .13) Net Cash Flow 3 (9.421.11) Ending Cash Balance 3 73.704.66 Doc#:23 Filed:12/29/1O Entered:12/29/1O 16:31:15 Page29 of 76 Cash Flow Summary For the Month of: November, 2010 Twin Lakes Business Park Beginning. Cash Balance 49,517.49 Interest Income 14.25 Ending. Cash Balance 7 49.531.74 Doc#:23 Filed:12/29/1O Entered:12/29/1O 16:31:15 Page30 of 76 John Stone as Receiver for Twin Lakes Business Park, LLC November, 2010 Executive Summary Lease commissions were paid for NAP. inc. and Kevin More. The annual association dues were paid to the Twin Lakes Tech Park Owners Association. September and October's insurance premiums were paid. All future invoices will be Sent to management?s of?ce. A new relay was installed on the roof top HVAC unit servicing unit 20?. to control the blmver motor. Future ActiOn Items Conduct property inspection. Obtain approval for the 201 1 budget. Property De?ciencies Domestic and ?re backflow preventers are required on the buildings. The back concrete drain pan is damaged and requires repair. Of the 29 rooftop HVAC units. 24 have been recommended for replacement by Performance Building Services. the current preventative maintenance contractor. The gutter system is in need of repair in areas. Overhead and man-doors require ?'csh paint. I Accounts Receivable Mountain Health Research 1619.85 Tenant's lease was terminated as of October 25. 2010. Once tenant signs amendment charges will be reversed. Kevin More (703.13) Overpayment of rent. Lefthand Industries 1.16-1.33 Tenant has entered into a payment plan to repay the delinquent amount by the expiration of the lease. Ground Water Pump Systems (589.28) Overpayment of rent. Flatiron Films(Former) 1 1,247.68 Possession awarded Tenant's account has been turned over to a collection anomey. Bagi Mechanical 1 1.469.90 Possession awarded. Tenant's account has been turned over to a collection anomey. Servpro of Greater Boulder 121.57 Charge consists of a utility charge. Tenant has switched the utilities into their name. Pursuing collection. I Tenant Insurance Certi?cate 5 Tenant Name De?ciencies Tenants are current I Budget Variance I Category YTD YID . Actual Budget Variance Explanation Total CAM. Ins. Tax Expense 42.494 62.407 19.913 Positive variance of 32%. Doc#:23 Filed:12/29/1O Entered:12/29/1O 16:31:15 Twin Lakes- John Woodrutf Stone Receiver Balance Sheet November 30. 2010 Assets Cash Cash-Dish Oper Acct-Prm $73.704.65 Money Market Account 49.531 .7?4 Total] Cash 123236.40 Accounts Receivable AR-Tenant Billbacks 4.76153 Total Receivables 4.767.53 Prepaids Long?Tenn Assets Tenant Improvements 8,400.00 Total Long-Term Assets 8.400.00 Other Assets Caplzed Lease CostsIComm 5,445.60 Total Other Assets 5.445-30 Total Assets 141.849.53 Liabilities Current Liabilities Tenant Security Deposits 51 ?63.59 Total Current Liabilities 51,863.59 Long-Term Liabilities Total Liabilities 51,863.59 Equity Owners Equity Contrib/Paid In Capital 115,919.29 Security Deposits Received by Owner (44,549.34) Distributions (6.25) Receivership Deposit (164,000.00) Current Earnings 18262224 Total Equity 89,985.94 Total Liability Equity 141,849.53 Page31 of 76 15 Page32 of 76 31 12/29/10 16 12/29/10 Entered 23 Filed: 10-41997-ABC Case 1.11. 711001110 Base Rent Insurance-Mommy Ros Res Operating Exp-Prior Year Late ChargesINSF Fee Inleresl Income Total Income Comm Area Exp-Recoverable Retell Recoverable Day Porler a. Melron Trash Removai HVAC PM HVAC Repa?rs RoolRepa?r FirerLife Safety FirefLife Safely Rape-rs Signage a Direclory Gen! REM Eklerior Powerwash?ng Misc Sum s- Ereclncity Ulu'ub'es- Waler l. Sewer Landscaping Connecls Repeis Parking Lol Lighmg Parking) Sweeping Parking Repa?rs Snow Removal Services Fropedy 7.197111 Base Fee Insurance Association Dues Tote! Retell Ream-arable Of?ce Recoverable Total Com Area Exp-Reovl Common Area Expenao- NR NIR NIR HVAC NIR Utn'ru?es- General NIR Admhistrelive Fee LegelFees 01cc Supphes 0. Mel C_)_J_r_r_em Acrum $39,727.63 1.47100 10,195.08 0.00 0.00 14.25 60.4 1 1,68 79.00 0.00 0.00 0.00 0,00 0.00 0.00 0.00 0.00 0.00 0.00 60.50 202.94 1,161 96 0.00 144.00 25.00 235.00 0.00 2.21 2.14 2,427.76 4,250.00 1.044.40 12.68039 12.610 09 0.00 090 65 65.00 0.00 0 00 Currenl Budnel $39,860.63 0. 00 19. 524 .87 0.00 0.00 0.00 59, 4 0 5.50 130.00 1,000.00 760.00 0.00 500.00 0.00 500.00 30.00 0.00 0.00 0.00 100.00 400.00 1250.00 0 00 0.00 25.00 235.00 0.00 4.00000 2,376.00 0.00 0.00 1 1296.00 1 1.20000 0.00 00 400.00 0.00 0.00 06.00 Tw1n Lakes- John Woodru? Stone Recelver Operations Slalemenl November 30, 2010 Verialion YTD Ache} . . YTD Budge! Income (5153.00) $152,868.62 $157,395.41 1.473.80 1,473.30 0.00 (1.32669) 72,539.04 761399.48 0.00 (158.45) 0.00 0.00 900.20 0.00 14 25 56.85 0.00 6.16 227,732.06 235.494.89 Expenses Common Area Expense 51.00 316.00 520.00 1.000.110 3,307.70 4,000.00 750.00 2.067.511 3.000.110 0.00 977.20 11500.00 500.00 0.00 3,000.00 0.00 351m 117.00 500.00 591 .69 1,000.00 30 00 0.00 120.00 0 00 0.00 300.00 0.00 142.00 200.00 0.00 0.00 600.00 31.50 272.50 400.00 167.00 120.51 1,400.00 08 04 5,009.26 4,500.00 0.00 2,204.00 2,153.00 (144.00) 1,533.01 0.00 0.00 339.69 300.00 0.00 940.00 940.00 0.00 1,650.00 4.00000 1.767.85 4.424 28 7,000.00 (51.751 11,952.66 9,420.00 (4.25000) 4,259.00 4,200.00 (1,844.40) 1.844.40 1,737.00 (1,334.99) 42,494.37 52,407.00 (1,384.99) 42.49437 62,407.00 0.00 0.00 300.00 (390.65) 1,989.98 500.00 400.00 281.47 1.600.130 (36.00) 344.00 0.00 0.00 0.00 4.000110 86.00 0.00 344.00 Venahon (54,526.79) 1.473 60 (5.510441 (158 45) 900 20 58.05 (7,762.03) 204.00 692 21 932.50 12,522.72 3.0mm (2:14.00) 405.3) 120.00 300.00 53.01) 600.00 127.50 1.279.419 (509.26) (51 .00) (1.5333!) (39.69) 0.00 2,150.00 2,575.72 (2.532.511) (50.00) (107.40) 19.91263 19,912.63 300.00 (1,439.93) 1,510.53 (344.00) 4,000.00 344.00 13 Variance (31 171 unu- (31 39 17 01 93 100 (2:10(11) (21 us) 0 54 37 (27) 32 32 100 1298] 84 100 100 $0.00 0.00 0.00 0.00 0 00 0 00 0.00 0.00 0.00 0.00 0.00 0.00 0 00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0,00 0 00 0 00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0 00 0.00 PYTD Vorience (8152.45552) (1,473.60) (72,539.04) 158.45 (900 20) 156.65) (227,732.05) 316.00 3307.70 2,067.50 97 7.28 0.00 351.00 591.69 0.00 0.00 142.00 0.00 272.50 120.51 5,009.26 2204.00 1,533.81 339.69 940.00 1,650.00 4,424 28 1 1 352.66 4,250.00 1,844.40 42.494.37 42,494.37 0.00 1.178908 261.47 344.00 0.00 0.00 15 Page33 of 76 31 12/29/10 16 12/29/10 Entered 23 Filed: 10-41997-ABC Case Totel Comm Area Exp- NR Total Comm Area Expense Owners Expense Leasing Advert and Promo Other Omar Expenses Totat Owners Expense Tote) Expenses Net income Security Deposita Received by Caner {onoy Mamet AnTenant 84 backs Tenant Improvements Capilzed Lease CostsICom Security DepositIRenl wlo Lease Documer Tenant Deposits Receivership Deposit Conln'b (Paid In Capital DistnbUBons Total 01 SvaI ImpILeng CF 311 Sv?'l ImpILeng Current 5000] 476.85 13.15764 0.00 0.00 0.00 13,157.64 46,254.02 0.00 (14.25) 1,310.97 0.00 4,846.60 (5,037.50) 3,706 25 (50,000.00) 0.00 0.00 (55.615, 10) Twin Lakes- John Woodru? Stone Receiver Operations Statement November 30. 2010 Current Budget Variation Angel 7 7. Budget 406 00 9.35 2,615.45 6.944.011 11.132 00 (1,315.64) 45,109.32 69.35100 0 00 0.00 0.00 300.00 0.00 0.00 0.00 250.00 0.00 0.00 0.00 550.00 11,782.00 (1,375.64) 45,109.02 69,901.00 47,623.50 (1,369.40) 182,622 24 165,593.89 0! SvlCap 8. TI ImprLelng 0.00 0.00 (44,549.34) 0.00 0.00 (14.25) (49,531.74) 0.00 0.00 1,318.97 (4,767.53) 0.00 0.00 0.00 5.40000 0.00 0.00 (4,646.60) 5,445.60 5.10000 0.00 (6,037.50) 0.00 0.00 0.00 3,706 25 51,663.59 0.00 0.00 (50,000.00) (104,000.00) 0.00 0.00 0.00 115319.29 0.00 0.00 0.00 (6.25) 0.00 0.00 (55,675.13) (108,917.50) (5,100.00) 47,523.50 (57,044.61) 73.704 66 160,493.89 Vidation 4.325.55 24,241.18 300.00 250. 00 560. 00 24,701.18 17,020.35 (44,549.34) (49,631.74) (4,707.50) (0,400.00) (345.60) 0.00 51,053.50 (104,000.00) 1 15.019 29 (0.25) (103,017.50) (86.789 23) ?la Variance Actual PYTD Variancqam 62 0.00 2.61545 35 0.00 45.10932 100 0.00 0 00 100 0.00 0.00 100 0.00 0,00 35 0.00 115,109.82 I0 000 (162.622 24) dun-n 0.00 44,549.34 0.00 49.501.74 0.00 4,767.53 0.00 6,400.00 0.00 5.445.60 0.00 0.00 0 00 (51 363.59) 0.00 164,000.00 0.00 (115.919 29) 000 625 (999) 0.00 108,911.55 (54) 0.00 (73,704.66) Doc#:23 Filed:12/29/1O Entered:12/29/1O 16:31:15 Page34 of 76 12/8/2010 Cassidy Turley Property Management Activity Reconciliation Report 0? 11/1/2010 to 11/30/2010 Property Twin Lakes Business Park, 475 John Woodruff Stone Receiver Boulder, CO 80301 nit Ref. Name Beginning Charges Payments Payment Ending Deposits I Num Suite Description Balance and Adj and Adj Date Balance Lease Term 475-10] Computer Task Group 2,360.00 01/01/2006 CAM Common Area Maintenance 0.00 825.00 825.00 1 1/ 112010 0.00 12/31/2010 RNT Rent 0.00 2.12-1.38 2,124.38 1 Ill/2010 0.00 0.00 2.94938 2.94933 0.00 475-102 Clanton Engineering. Inc 1.000.00 03/01/2005 CAM Common Area Maintenance 0.00 528.00 528.00 11/3/2010 0.00 02/28/2012 RNT Rent 000 1359.60 1.359.150 11/3/2010 0.00 0.00 1.38160 1.88760 0.00 475-103 Asher Brewing Company. LLC 169000 03/01/2010 CAM Common Area Maintenance 0.00 539.00 539.00 11/3/2010 0.00 07/31/2014 RNT Montltiy Rent 0.00 1.14333 1.14333 1 1/3/2010 0.00 0.00 1.68233 1.68233 0.00 475-104 Asher Brewing Company. LLC 1.3066? 05/01/2009 CAM Common Area Maintenance 0.00 625.33 625.33 1 1/3/2010 0.00 08/31/2014 RNT Rent 1.00 1353.34 1.35-1.34 1 1/3/2010 0.00 1.00 1.97867 1,979.67 0.00 475-105 Focus Inc. 2.00-1.81 11/12/2009 CAM Common Area Maintenance 0.00 616.00 616.00 1 1/2/2010 0.00 01/1 ?2013 RNT Rent 0.00 1.23-1.89 1284.39 1 1/2/2010 0.00 0.00 1 900.89 1300.89 0.00 475-201 Mountain Health Research. LLC l.l95.50 10/20/2009 CAM Common Area Maintenance 0.00 495.00 0.00 495.00 12/31/2012 RNT Rent l.l25.00 0.00 l.l24.85 015 1,620.00 0.00 1.619.85 475-202 Wilhnm "Van" Hess. LLC 1.918.00 10/10/2010 CAM Common Area Maintenance 105.9! 469.00 574.91 1 1/4/2010 0.00 10/315101 RNT Rent 221.21 980.00 1201.21 1 1/4/2010 0.00 327.12 1.449.00 1.776.122 0.00 475-203 Truenano Technology. Inc. 3. [3533 Former 07/01/2008 CAM Common Area Maintenance 0.00 0.00 0.00 0.00 10/31/2010 RNT Rent 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 475-203 Kevin Mote 1.45535 11/15/2010 CAM Common Area Maintenance 0.00 253.12 0.00 253.12 0328/2014 RNT Rent 0.00 0.00 956.25 11/30/2010 -956.25 SDA Security Deposit Adjustment 0.00 1.46625 1.46625 1 [130/2010 0.00 0.130 1.71937 1422.50 475-204 Solution Systems Technongies 1.537.00 1301/2003 m. .1. in - Doc#:23 Filed:12/29/1O Entered:12/29/1O 16:31:15 Page35 of 76 12/8/2010 Cassidy Turiey Property Management Usen Activity Reconciliation Report Page 2 0? 11/1/2010 to 11/30/2010 Property Twin Lakes Business Park, LLC 475 John Woodruft' Stone Receiver Boulder, CO 8030] nit Ref. Name Beginning Charges Payments Payment Ending DeposiLs Num Suite Description Balance and Adj and Adj Date Balance Lease Term CAM Common Area Maintenance 0.00 468.00 468.00 1 1/8/2010 0.00 01/31/201 1 RNT Rent 0.00 1.09508 1095.03 1 1/8/2010 0.00 0.00 1.56308 1,563.03 0.00 475-206 Systems Integration Group 3.331.33 09/01/2009 CAM Common Area Maintenance 0.00 1.04500 104500 I 1/1/2010 0.00 1 1/30/2012 RNT Rent 0.00 2.05834 2058.34 1 1/1/2010 0.00 0.00 3.10334 3.10334 0.00 475-207 Guard Transmission 1.187.50 07/04/2009 CAM Common Area Maintenance 0.00 522.50 522.50 11/1/2010 0.00 10/03/2012 RNT Rent 0.00 1.147.92 1,147.92 1 1/1/2010 0.00 0.00 1 ?70.42 1 1370.42 000 475?301 Moiecular 711.00 11/30/3001 CAM Common Area Maintenance 0.00 330.00 330.00 1 1/1/2010 0.00 03/31/2012 Rent 0.00 832.00 832.00 11/1/2010 0.00 0.00 1.162.00 1.16200 0.00 475-302 Lefthand Industries 1.065.00 CAM Common Area Maintenance 15331.31 330.00 704.32 1 1/17/2010 956.99 05/31/3011 LAT Late Charge 207.34 0.00 0.00 207.34 RNT Rent 0.00 795.68 795.68 11/17/2010 0.00 1.53365 1.125.68 1.500.011 1,164.33 475-304 Apex Sports Group. LLC 750.00 1 1/01/2007 CAM Common Area Maintenance 0.00 660.00 660.00 1 1/8/2010 0.00 05/3 1/201 1 RNT Rent 0.00 1.400.110 1.400.011 1 1/8/2010 0.00 0.00 2,060.00 2.06000 0.00 47." 305 Bio Systems 1271.67 02/01/2008 CAM Common Area Maintenance 0.00 385.00 385.00 1 1/1/2010 0.00 04/30/1201 1 RNT Rent 0.00 959.23 959.23 11/1/2010 0.00 0.00 1.344.223 1.34-1.23 0.00 475-308 Ground Water Pump Systems 2.63300 05/01/2003 CAM Common Area Maintenance 0.00 1.133.00 1.183.011 1 1/2/2010 0.00 04/30/2012 RNT Rent 0.00 2508.34 3097.62 11/ 16/2010 689.28 0.00 3.69134 4.280.152 689.28 475?101 Servpro of Greater Boulder 970.00 04/01/2007 CAM Common Area Maintenance 0.00 1.173.15 1,173.15 1118/2010 0.00 07/31/2011 RNT Rent 0.00 2563.16 2563.16 1 1/8/2010 0.00 0.00 3.7.36.3] 3336.31 0.00 475-402 Flatiron Films 000 Former RCM CAM Reconciliation 1667.22 0.00 0.00 4,667.22 CAM Common Area Maintenance 3.14-1.43 0.00 0.00 1144.43 111 I i' Doc#:23 Filed:12/29/1O Entered:12/29/1O 16:31:15 Page36 of 76 12/812010 Cassidy Turley Property Management Us": TAKIYAMA Activity Reconciliation Report 0? 11/1/2010 to 11/30/2010 Property Twin Lakes Business Park, LLC 475 John Woodrui'f Stone Receiver Boulder, CO 80301 Unit Ref. Name.l Beginning Charges Payments Payment Ending Deposits/ Nun: Suite Description Balance and Adj and Adj Date Balance Lease Term LAT Late Charge 566.78 0.00 0.00 566.78 RNT Rent 6.040.14 0.00 0.00 6.04014 TAR Tenant Account Receivable 3.163.55 0.00 0.00 3.163.55 11.247.68 0.00 0.00 1 1,247.68 475?102 Acoustillo. LLC 2,233 .30 02/22/2010 CAM Common Area Maintenance 0.00 1.09652 1,096.52 1 1/3/2010 0.00 04/21/2012 RNT Rent 0.00 2.168.215 2,168.25 118/2010 0.00 0.00 3264.77 3,264.77 0.00 475-103 Tea Spot. lne $516.73 10/15/2007 CAM Common Area Maintenance 0.00 1,068.00 1.068.110 1 1/16/2010 0.00 1y14/201 1 RNT Rent 0.00 2.298.311 229832 11/16/2010 0.00 0.00 3.36632 3,366.32 000 475-404 Bagi Mechanical 0.00 Former 12/12/2006 CAM Common Area Maintenance 2,256.00 1.128.00 0.00 3.38-1.00 01/31/2012 LAT Late Charge 366.53 0.00 0.00 366.53 RNT Rent 5,074.64 2.53732 1,375.00 1 1/18/2010 6.36.96 SDA Security Deposit Adjustment 0.00 - 1,375.00 ?1.375.00 0.00 TAR Tenant Account Receivable 663.48 813.93 0.00 1,482.41 3,365.65 3,104.25 0.00 1 1.469.90 475?104 Nap. Inc. 3.615.00 CAM Common Area Maintenance 0.00 0.00 0.00 0.00 12/31/2012 SDA Security Deposit Adjustment 0.00 3.615.110 3,615.00 1 1/22/2010 0.00 0.00 3,615.00 3.615.00 0.00 475-501 Morgauically Grown. LLC 9,075.00 1 1/17/2009 CAM Common Area Maintenance 0.00 2,936.83 2,936.83 1 1/4/2010 0.00 1 1/30/2014 1NS Insurance income 0.00 1 .473.80 1,473.80 1 1/4/2010 0.00 RNT Rent 0.00 6.136.67 6,136.67 1 1/4/2010 0.00 TAR Tenant Account Receivable 2.25247 0.00 23.52.47 1 1/23/2010 0.00 2.25.2.4? 10,547.30 12,799.77 0.00 475?503 Servant of Greater Boulder 1.000.00 03/25/2010 CAM Common Area Maintenance 0.00 1468.42 1.468.312 1 1/3/2010 0.00 RNT Rent 000 1.531.58 1.531.58 1 1/8/2010 0.00 TAR Tenant Account Receivable 0.00 121.57 0.00 121.57 0.00 3.121.57 3.000.00 121.5? 475-504 Caffcc Nostro. inc. 3.100.00 05/01/2006 CAM Common Area Maintenance 0.00 1.44700 1.447.110 1 1/8/2010 0.00 04/30/201 1 RNT Rent 0.00 2.84-1.78 2.84-1.78 11/8/2010 0.00 0.00 4291.73 4.291.78 0.00 Property Totals 11': T11 Doc#:23 Filed:12/29/1O Entered:12/29/1O 16:31:15 Page37 of 76 Cassidy Turley Property Management 12/8/20] 0 Us?: I Activity Reconciliation Report Page 4 ?f 4 11/1/2010 to 11/30/2010 Property: Twin Lakes Business Park, LLC 475 John Woodruff Stone Receiver Boulder, CO 8030] Unit Ref. Name/ Beginning Charges Payments Payment Ending Deposits] Nurn Suite Description Balance and Adj and Adj Date Balance Lease Term CAM Common Area Maintenance 6.837.65 19591.87 18,195.98 8.23354 RNT Rent 1 1,336.84 40.247.2I 39,727.63 ?.3564?- SDA Security Deposit Adjustment 0.00 3.706.25 3.70625 0.00 LAT Late Charge l.l40.65 0,00 0.00 1.140.65 RCM CAM Reconciliation 4,667.22 0.00 0.00 4.66722 TAR Tenant Account Receivable 6.08-1.50 935.50 2.25147 4.76753 1N8 Insurance Income 0.00 1,473.30 1.47180 0-00 23.73142 65.954353 65.356.13 24.33032 Doc#:23 Filed:12/29/1O Entered:12/29/1O 16:31:15 Page38 of 76 13/3/3010 Cassidy Turley Property Management User: TAKIYAMA Page 1 of 3 Aging Report (Detailed) Property Twin Lakes Business Park, as of 11/30/2010 475 LLC AGED AGED AGED AGED OVER Unit Unit Rererenee Occupant Deposits Balance 1 - 30 3 - 60 61?90 90 Type Number Name Held Due DAYS DAYS DAYS DAYS CURR 201 Mountain I-lealth Research. LLC 1.19550 1.61935 1,620.00 10.15) Phone (970) 8194202 CHARGE CHARGE CHARGE CODE DESCRIPTION DATE RNT Rent 10/22/2010 (0.15) CAM Common Area Maintenance I 1/01/2010 495.00 RNT Rent 1 1/01/2010 1.125.00 CURR 203 Kevin Mote 1466.25 (703.13) (703.13) Contact Kevin Mote CHARG CHARG CHARGE CODE DESCRIPTION DATE CAM 16 days) 11/15/2010 253.12 RNT Rent 1 1/30/2010 (956.25) CURR 302 Lc?hand Industries 1.065.00 1,164.33 45.14 1.119.19 CHARGE CHARGE CHARGE. CODE DESCRIPTION DATE LAT Late Charge February 2010 02/23/2010 56.28 CAM Common Area Maintenance 04/01/2010 54.27 LAT Late Charg:?Apri1 2010 04/13/2010 1 1.78 CAM Common Area Maintenance 05/01/2010 225.68 LAT -May 201 0 05/1 7/201 0 22.57 CAM Common Area Maintenance 06/01/2010 225.68 LAT Late Charge-June 2010 06/15/2010 26.43 CAM Common Area Maintenance 07/01/2010 225.68 LAT Late Charge-July 2010 07/ 1 6/2010 2257 CAM Common Area Maintenance 0810112010 225.63 LAT August Late Charge 08/ 19/2010 22.57 LAT October Late Charge 10/25/2010 22.57 LAT September Late Charge 10/35/2010 22.57 CURR 3118 Ground Water Pump Systems 2.633.011 (589.28) ($89.28) Contact Todd Hunter Phone (303) 527-0396 CHARGE CHARGE CHARGE CODE DESCRIPTION DATE RNT Rent 1 1/16/2010 (589.281 FORM 402 Flatiron FiIms 0.00 11.24168 11.24168 CHARGE CHARGE CHARGE CODE DESCRIPTION DATE CAM Balance of CAM from 205 06/30/2010 3,144.43 LAT Balance of Late from 205 06?0/3010 566.78 RCM Balance of RCM from 205 06/30/2010 (1.66732 RNT Balance of Rent from 205 06/30/2010 6.04014 TAR Balance of TAR from 205 06/30/201 0 3.16355 Doc#:23 Filed:12/29/1O Entered:12/29/1016:31:15 Page39 of 76 12/812010 Cassidy Turley Property Management User: TAKIYAMA Page 2 of 3 Aging Report (Detalled) Preperty Twin Lakes Business Park, as of 11/30/2010 475 LLC AG ED AGED AGED AGED OVER Unit Uni: Reference Occupant Deposits Balance 1 30 31 - 50 51-90 90' Type Number Name Held Due DAYS DAYS DAYS DAY 3 FORM 40-1 3321 Mechanical 0.00 1.469.90 4,479.25 4.107.811 1382.35 Contacl Lazlo Bagi Phone (303) 434-8273 CHARGE CHARGE CHARGE CODE. DESCRIPTION DATE CAM Common Area Maintenance 0910112010 1 .128.00 RNT Rent 0910112010 11162.32 LAT September Late Fee 0911412010 366.53 TAR Legal fee 6/1/10 0912312010 226.00 CAM Common Area Maintenance 1010112010 1 128.00 RNT Rem [0101/2010 2 537.32 TAR Legal fee- 10108110 [011812010 736.00 TAR Legal fee 1012512010 "06.43 CAM Common Area Maintenance 1110112010 1.128.011 RNT Rem 1 110112010 2.537.32 TAR Legal Fee 11/1112010 355.50 TAR Xoel. IONS-10128110 11/122010 280.93 TAR Legal Fee 1111612010 177.50 CURB. 503 of Greater Boulder 1.000.110 111.57 121.57 Phone (303) 49-1-2000 CHARGE CHARGE CHARGE CODE DESCRIPTION DATE TAR chl. 9129-10128/10 11/11/2010 121.57 Doc#:23 Filed:12/29/1O Entered:12/29/1O 16:31:15 Page40 of 76 12/8/2010 Cassidy Turley Property Management User: TAKIYAMA . Page 3 of 3 Aging Report (Detailed) Property Twin Lakes Businms Park, as of 11/39/2010 475 LLC AGED AG ED AGED AGED OVER Unit Unit Reference Occupant Deposits Balance I - 30 3 - 60 Gl-90 90 Numbcr Name Due DAYS DAYS DAYS DAYS PROPERTY TOT A 7359.75 24330.92 4.92.8.4] 4.15179 2382.85 12366.87 CHARGE CHARGE CHARGE CODE DESCRIPTION TOTAL RCM CAM Reconciliation (1.66122) (1.66122 TAR Tenant Account Receivable 4.76153 935.50 442.48 226.00 3,163.55 LAT Late Charge ?40.65 45.14 366.53 728.98 RNT Rent 11,856.42 1116.79 2537.17 1.162.32 6.040.? CAM Common Area Maintenance 83233.54 l.876.l 2 28.00 ?28.00 4.]01.42 I 31 12/29/10 16 12/29/10 Entered 23 Filed: Case 15 Page41 of 76 12/8/2010 Ca sidy anlcy Property Management User: TAKIYAMA . Page 1 01?8 Commercral Rent R011 I REPORT DATE FROM 11/1/2010 T0 11/30/2010 PROPERTY: Twin Lakes Business Park, LLC UNIT LEASE TERM UNIT INFO EASE BASE RENT OPERATING EXPENSE REAL ESTATE TAX OTHER EXPENSE GROSS RENTS SQUARE BASE BASE RENT RENT PER RENT INCREASE NAME NUMBER FEET FROM TO RENT ANNUAL SQ 1" INCREASE AMOUNT MONTH SQ MONTH SQ MONTH SQ TOTAL SQ Group 475-101-CU 3,000 01/01/2006 12/3112010 2,124.33 25,492.56 8.50 01/01/2010 2,124.38 825.00 3.30 0.00 0.00 0.00 0.00 2,949.33 11.80 Comments: Late Charge of 5% Option to Renew: Your 2: $7.00 per square foot with prim 120 days written notice. Engineering, Inc 475-102-CU 1,920 03/01/2005 02/28/2012 1,359.60 16,315.20 3.50 03/01/2010 1,359.60 528.00 3.30 0.00 0.00 0.00 0.00 1,887.60 1 1.80 Comments: NO (?Pl INCREASE FOR EXTENDED TERM 03/01/201 1 1,400.00 Asher Brewing 475-103-1311 1,960 08/01/2010 07/31/2014 1,143.33 13,719.96 7.00 11/01/2010 1,143.33 539.00 3.30 0.00 0.00 0.00 0.00 1,632.33 1030 Comments: Commencement upon completion of landlord 08/01/2011 1.176.00 improvements. Estimating an 8/1/10 commencement date. 08/01/2012 1,208.66 08/01/2013 1,241.33 Asher Brewing Company, LLC 475-104-CU 2,240 05/01/2009 08/31/2014 1,353.34 16,240.08 7.25 09/01/2010 1.353.34 625 33 3.35 0.00 0.00 0.00 0.00 1,978.67 10.60 09/01/2011 1,400.00 09/01/2012 1,446.67 09/01/2013 1,493.34 I Lease Options Information Option Notice Notice Option Optiun Option On Square Type End Begin Em] Unit Number Feet RENEWAL 02/28/2014 05/31/2014 09/01/2014 08/31/2019 0 Option Comments Renewal rate at FMV Rate Per Square Feet 0.00 Year 0.00 Rate Per Month 0.00 15 Page42 of 76 31 12/29/10 16 12/29/10 Entered 23 Filed: 10-41997-ABC Case .1. 11.. 12/8/2010 Cassidy Turley Property Management 11:55:21 AM User: TAKIYAMA Page 2 01'8 Commercml Rent R011 I REPORT DATE FROM 11/1/2010 T0 11/30/2010 PROPERTY: Twin Lakes Business Park, LLC UNIT LEASE TERM UNIT INFO PRORATED BASE BASE RENT OPERATING EXPENSE REAL ESTATE OTHER EXPENSE GROSS OCCUPANT REFERENCE SQUARE BASH BASE RENT RENT PIER RENT INCREASE NAME NUMBER FEET FROM TO RENT ANNUAL SQ INCREASE AMOUNT MONTH SQ MONTH 80 SQ Focus 12,1110. 475-105-CU 2,240 11/12/2009 01/11/2013 1.28-1.89 15,418.68 6.88 11/01/2010 462.00 616.00 3.30 0.00 0.00 1,900.89 10.111 11/01/2010 822.89 12/01/2010 0.00 01/01/2011 1.299.20 11/01/2011 476.41 11/01/2011 8-17.59 12/01/2011 1,383.40 02/01/2012 0.00 03/01/2012 1.338.110 11/01/2012 ?190.71 11/01/2012 873.62 [2/01/2012 1,379.47 01101/2013 439.50 Mountain 110111111 Research, LLC 475-201-CU 1,800 10/20/2009 12/31/2012 1,125.00 13,500.00 7.50 01/01/2010 1,125.00 495.00 3.30 0.00 0.00 1,620.00 10.80 (31/01/2011 1,159.90 01/01/2012 1,195.50 Lease Options Information Option Notice Notice Option Option Option 011 Square Type Start End Itegin 15nd Unit Number Fret 07/01/201 1 09/01/2011 01/01/2013 12/31/2015 0 Option Comments Renewal Rate is :11 FM V. Rate Per Square Feet 0.00 Rate Per Momh 0.00 0.00 Year 15 Page43 of 76 31 12/29/10 16 12/29/10 Entered 23 Filed: 10-41997-ABC Case m. 1218/20 I 0 Cassidy anley Property Management 1 I :55:2 I AM User: Page 3 of 8 Commercral Rent Roll I REPORT DATE FROM 11/1/2010 T0 11/30/2010 PROPERTY: Twin Lakes Business Park, LLC UNIT l1 PRORATED BASE BASE RENT OPERATING EXPENSE TAX OTHER EXPENSE GROSS RENTS REFERENCE SQUARE BASE BASE RENT RENT PER RENT INCREASE NAME NUMBER FEET FROM TO RENT ANNUAL SQ INCREASE AMOUNT MONTH 50 FWYR MONTH SQ MONTH SQ TOTAL SQ Willimn "Vnn" Hess, LLC 475-202-CU 1,680 10/10/2010 10/31/201 1 980.00 1 1,760.00 7.00 11/01/2010 980.00 469.00 3.35 0.00 0.00 0.00 0.00 1,449.00 [0.35 1 Loose Options Information Option Notice Notice Option Option Option 0n Square Type Start End Begin End Unit Number Feet Renewal 07/10/2011 07/10/201 1 11/01/2011 10/31/2012 0 Option Comments Renewal rate is at $7.21. Rate Per Square Feet 7.21 Rate Per Month 0.00 Year 0.00 Kevin Mote 475-203-CU 1,700 1 1/15/2010 02/28/2014 1,167.33 14,007.96 8.24 11/15/2010 0.00 253.12 1.79 0.00 0.00 0.00 0.00 1,420.45 10.03 Comments: Month to Month starting 9/ 112010 [2/01/2010 0.00 02/16/2011 443.95 03/0 [/2011 956.25 11/0 [/2011 984.93 11/01/2012 1.014.12 Lease Options [nl?ornmlion Option Notice Notice Option Option Option 011 Square Type Start End Begin End Unit Number Feet Renown! 12/01/2013 [2/01/2013 03/01/2014 02/28/2017 0 Optlon Comments Option rent starts (1187.64 psl?witlt 3% annual Rate Per Square Feet 0.00 Rate Per Month 0.00 Your 0.00 Solution Systems 475.204-CU 1,700 [2/01/2008 01/31/201 1 1,095.08 13,140.96 7.73 02/01/2010 1,095.03 463.00 3.30 0.00 0.00 0.00 0.00 1,563 .08 1 1.03 Comments: [frent is late 3 consecutive times rent will become due quarterly in 15 Page44 of 76 31 12/29/10 16 12/29/10 Entered 23 Filed: 10-41997-ABC Case 11.. u. 1218/2010 Cassitly Turley Property Management User: TAKIYAMA Page 4 018 Com mercral Rent Roll I REPORT DATE FROM 111112010 TO 1113012010 PROPERTY: Twin Lakes Business Park, LLC UNIT LEASE. TERM UNIT INFO PRORATED BASE BASE RENT OPERATING REAL ESTATE TAX OTHER EXPENSE GROSS REFERENCE SQUARE BASE IMSE 11111 RENT PER RENT NAME NUMBER FEET FROM TO RENT ANNUAL SQ INCREASE AMOUNT MONTH SQ MONTH SQ MONTH SQ TOTAL SQ FTIYR Systems integtation Group 475-206-CU 3,800 0910112009 1113012012 2,162.84 24,700.08 6.50 1210112009 2,058.34 1,045.00 3.30 0.00 0.00 0.00 0.00 3,103.34 9.80 1210112010 2,162.84 121011201 1 2,270.52 Lease Options Information I Option Notice Notice Option Option Option On Square Type Start End Itegin Find Unit Number Feet RENEWAL 0310112012 0610112012 1210112012 1 113012017 0 Option Comments Option Comments: Year i ofoption at fair market value Year 2-5, 103% annual inclea Rate Per Square Feet 0.00 Rate Per Month 0.00 Year 0.00 Guard 'l'ratlsmission [.9011 0710412009 1010312012 1,147.92 13,775.04 7.25 0710112010 1,147.92 522.50 3.30 0.00 0.00 0.00 0.00 1,670.42 10.55 0710112011 1,187.50 1010112012 11493 Molecular Bioscicnces 475-301-CU 1,200 1113012001 0313112012 832.00 9,984.00 8.32 0410112010 832.00 330.00 3.30 0.00 0.00 0.00 0.00 1,162.00 11.62 0410112011 86528 Lemtand Industries 475-302-CU 1,200 1211012007 0513112011 819.55 9,548.16 7.96 1210112009 795.68 330.00 3.30 0.00 0.00 0.00 0.00 1,125.68 1 1.26 Comments: Relocation Option - No later than 210 days prior to the 1210112010 819.55 temtinatiou date. Holdover may charge the amount. 1210112010 194.05 LL. will perform the preventative maintenance on the HVAC 1213012010 - 194.05 system and TT shall rcitnb. LL for it proportionate share. 051011201 1 194.08 0513112011 494.08 15 Page45 of 76 31 12/29/10 16 12/29/10 Entered 23 Filed: Case L. u- Illa/2010 Cassitly Turley Property Management User: TAKIYAMA Page 5 of8 Commercnal Rent Roll REPORT DATE FROM 11/1/2010 TO 11/30/2010 PROPERTY: Twin Lakes Business Park, LLC UNIT LEASE TERM INFO BASE BASE RENT OPERATING EXPENSE REAL ESTATE TAX EXPENSE GROSS OCCUPANT REFERENCE SQUARE BASE BASE RENT PER INCREASE NAME NUMBER FEET FROM TO RENT ANNUAL SQ INCREASE AMOUNT SQ FTIYR MONTH SQ MONTH SQ Fl'l?t'l! TOTAL SQ Apex Sports Group 475-303-CU 0 06/01/2009 05/3 ?201 I 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 Comments: 1200 SF moved into unit 3104. Apex Sports Group. l.l.C 475-304-CU 2,400 11/01/2001 05/31/2011 1,400.00 16,300.00 7.00 06/01/2010 1,400.00 660.00 3.30 0.00 0.00 0.00 0.00 2,060.00 10.30 Comments: ltoldovcr - May charge 150% of the existing talc at the end of the term. Frey! Bio Systems 475-305-CU 1,400 02/01/2008 04/30/201 1 959.23 1 1,510.76 8.22 02/01/2010 959.23 385.00 3.30 0.00 0.00 0.00 0.00 1344.23 11.52 02/01/2011 988.01 Ground Water Pump Systems 475-306-1311 0 05/01/2003 04/30/1012 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 Comments: 1600 SF to unit 303. Ground Water Pump Systems 475-307-C 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 15 Page46 of 76 31 12/29/10 16 12/29/10 Entered 23 Filed: 10-41997-ABC Case 11; 121812010 Cnssitly TurIe}r Property Management User: TAKIYAMA Page 6 018 Commercial Rent Roll REPORT DATE FROM 11/112010 T0 [113012010 PROPERTY: Twin Lnkes Business Park, LLC UNIT LEASE TERM UNIT INFO PROBATED BASE BASE RENT OPERATING EXPENSE REM. ESTATE TAX OTHER EXPENSE GROSS RENTS OCCUPANT REFERENCE SQUARE BASE BASE RENT PER RENT INCREASE NAME NUMBER FEET FROM TO RENT ANNUAL SQ FTIVR INCREASE AMOUNT MONTH SQ MONTH SO 1171']! MONTH SQ F'I?l?t?lt TOTAL SQ Ground Witter Pump Systems 475-303-CU 4,300 0510112003 0413012012 2,503.34 30,100.08 7.00 0510112010 2,508.34 1,183.00 3.30 0.00 0.00 0.00 0.00 3,691.34 10.30 Comments: 1600 SF included 1mm unit 306. 0510112011 2,597.92 Lease Options Information I ()plion Notice Nollee Option Option Option 0n Type Start End Begin End Unit Number Feet RENEWAL 101011201 I 121311201 1 0510112012 0413012014 0 Option Comments Renewal Rule is at FMV. Rate Per Square Feet 0.00 Rate Per Month 0.00 Year 0.00 Boulder 475-401-CU 4,266 04/01/2007 0713112011 2,563.16 30,757.92 7.21 0810112010 2,563.16 1,173.15 3 30 0 00 0.00 0 00 0 00 3,736.31 10.51 Aconsti?o. LLC 3,717 0212212010 0412112012 2,168.25 26,019.00 7.00 0510112010 2,168.25 1,096.52 3.54 0.00 0.00 0.00 0.00 3,264.77 10.54 0410112011 1,517.88 041011201 1 669.95 051011201 I 2,233.30 0410112012 0.00 I Lease Options Information 1 Option Notice Notice Option Option Option On Square Tyne Start End Begin End Unit Number l-?eet RENEWAL 101211201 1 0112112012 0412212012 0412112013 0 Rate Per Square Feet 0.00 Rate Per Month 0.00 Year 0.00 'l'en Spot. Inc 475-403-CU 3,883 1011512007 121141201 1 27,579.84 1,068.00 3.30 0.00 0.00 0.00 0.00 3,366.32 10.40 2,293.32 7.10 1110112010 2,298.32 --1.. u. 0 15 Page47 of 76 121812010 Cassidy Turlegr Property Management User: TAKIYAMA I Page 7 01?8 Commercial Rent Roll REPORT DATE FROM 11/112010 T0 11/30/2010 PROPERTY: Twin Lakes Business Park, LLC :31 12/29/10 16 12/29/10 Entered led UNIT LEASE TERM UNIT INFO PRORATED BASE BASE RENT OPERATING EXPENSE ESTATE TAX OTHER EXPENSE GROSS OCCUPANT REFERENCE SQUARE BASE BASE RENT RENT RENT INCREASE NAME NUMBER FEET FROM TO RENT ANNUAL SQ INCREASE MONTH SQ MONTH SQ MONTH SQ ll'l'NR TOTAL SQ Nap, 1111:. 47S-40-1-CU 4,100 11/01/2010 1213112012 2,537.32 0.00 0.00 1110l12010 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0510112011 2,391.66 Grown, 1.1.C 475-501-CU 10,520 1 111712009 1 113012014 6,320.67 73,640.04 7.00 0310112010 6,136.67 2,936.83 3.35 0.00 0.00 1,473.80 1.68 10,547.30 12.03 Conuncms: 5260 51: from 111111 502 added 10 111111501. 1210112010 6,320.67 1210112011 6,513.04 1210112012 6,715.27 1210112013 6,916.90 475-502-CU 0 11117120091113012014 0.00 0.00 0.00 0.00 0.00 - 0.00 0.00 0.00 0.00 0.00 0.00 0.00 Comments: 5260 SF from unit 502 added 10 11m 501. :23 Case Senrpro Boulder 475-503-C11 5,260 0312512010 1,531.58 13,373.96 3.49 1010112010 1,531.58 1,468.42 3.35 0.00 6.114 Call?cc Nostro, lnc. 475-504-CU 5,260 0510112006 04/30/201 1 2,844.78 34,137.36 6.49 0510112010 2,844.78 1,447.00 3.30 0.00 0.00 0.00 0.00 4,291.78 9.79 PROPERTY TOTALS 71.446 41,726.91 466,526.64 6.53 18,463.87 3.10 0.00 0.00 1,473.80 0.25 58,814.89 9.88 Total Occuplcd Square Feet 71,446 T0101 Vucnnl Square Feet 1 0 15 Page48 of 76 31 12/29/10 16 12/29/10 Entered 23 Filed: Case l213l20 0 Usot': ll. Cassidy Turley Property Management Lease Expiration Report I 1 113012010 Through 12130201 1 Property: 475 - Twin Lakes Business Park, LLC Page of LEASE UNIT NO. EXP UNIT SQUARE BED DEPOSITS CURRENT NOTICE MOVE PHONE DATE NUMBER TYPE FEET ROOMS HELD BALANCE DATE OUT NAME lZ-?3ll20l0 475-l01 3000 0.00 2.l24.38 2.36000 0.00 Computer Task Group (303) 530-3255 (Of?ce) Donald Crockcl (303) 875-4594 (Cell) (303) 527-3958 (Fax) - Option thte U3 I 475-204 l700 0.00 l.095.08 l.537.00 1,563.08 Solution Systems Tochnoogios Option Date 4l30l20l I 475-305 I400 0.00 988.0l 1.27 .67 0.00 Bio Systems (303)492-6288 (Of?ce) Mike Option Date 4l30l20l I 475-504 5260 0.00 2.84-4.78 3. 00.00 4,291.78 Como Nostro, inc. (303) 444-6690 (Of?ce) Betty Annc Option Dane SB ?20! I 475-302 l200 0.00 ?9.55 l.065.00 2.3l3.83 Leflltond industries Option 475-303 0 0.00 0.00 0.00 0.00 Apex Sports Group Option Date 5/3 1 475-304 2400 0.00 1,400.00 750.00 2.060.00 Apex Sports Group. LLC Aldon Hanson Option 7/3 475-40l 4266 0.00 2.56116 070.00 3,736.3? Scn'pro Boulder (303) 494-2000 (Of?ce) Dong Olson (303) 579-7i71 (Cell) Email: Option Date ll20l I 475-202 l680 0.00 980.00 ,9l8.00 l.449.00 Willinrn "Van" Hess. LLC Option Dole l2il 4/2011 475-403 3883 0.00 2298.32 3.316.773 0.00 Too Spot. Inc (303) 2 0-5915 (Coll) Mario Option Doc#:23 Filed:12/29/1O Entered:12/29/1O 16:31:15 Page49 of 76 Tenant Insurance Report - Twin Lakes Business Perle LIE 475 Currentllate Unit Insurance Type Expiration Date Days Remaining Coverage Amount Yes Til/20H 2 3 Each ?cc. Umbrella Special Coverage 7/1/20" 213 ll/A Ether Coverage ll/A A Workers Compensation Yes 213 Statutory IHZ 3" ?33.1: E- . - . Liability Insurance Yes 1/25/23" 55 Each ?cc. Umbrella Special Coverage Yes 25/211" 57 Per Claim] aggeremte- ?lher Coverage Yes 1/25/2?ll SE excess umbrella coverage Workers Compensation Yes 5/ 1/211? I52 - Each line. "13 i . . I ?91531?!? - -I.iabiIity Insurance his Hill of a Special Coverage o/a n/a ?ther Coverage ll/A n/a n/a Workers Compensation n/a n/a m4 . LL .7 Liability Insurance Yes 5/3/20" l57 Each 11cc. limhrella Special Coverage Yes 5/5/20" Each ?ee. Ether Coverage Workers Compensation l'l/h ll/A A m5 . 7 7 .21..- E1 l- . . . Liability Insurance Yes l/ZS/Z?ll 55 Each llcc. Special Coverage Yes 53 73,537 with ?lm deductible Ether Coverage Yes l/Z?/Z?ll 53 Each lice. Retention Si?lil] Workers Compensation ll/JI li/A ll/A ll/lt 2m 1 Liability Insurance NM NM A ?In Special Coverage til/A Ether Coverage Workers Compensation MA WA on Iii. .. liability Insurance Yes 3 ]2 Special Coverage Yes 302 NM Ether Coverage Yes 3&2 Workers Compensa?o?on Ill/A 253 _u - - liability Insurance WA Special Coverage Ill/h Either Coverage ll/h MIA Workers Compensation NM NM 2114 E: . is; .-: . liabITity Insurance Yes IS Each one. lien ?ggregate Special Coverage Yes IS Special Form 3. Business Personal Property 547.5% . C. Loss of Incmne - 32 Months SAciual Loss Uther Coverage NM NM MA MA Workers Compensation ll/A NM NM NM Doc#:23 Filed:12/29/1O Entered:12/29/1O 16:31:15 PageSO of 76 Tenant Insurance Report Twin Lakes BuSiness Park. LLB 475 Current Date 11/ 311/ ZUIU Unit losurance Type Expiration Date Days Remaining Coverage Amount 2116 . "a ii - 1:1 1E LialiiIity Insurance Yes 7/ 1121111 213 Each 11cc. 3111111111111]. General Agg. Special Coverage Yes '1/1/21111 213 Each ?ee. 31011111151]. ?the: Coverage Yes 7/ 1/ 21111 213 Umbrella Each 11cc. 35.111111UU11 Workers Compensation Yes 7/1/21111 213 2m - :32; :53? I: 2 1f, .1 liability insurance Yes 212 occurrence 3211111111111] in the aggregate. Special Coverage Yes Cilia/21111 212 Contents- [5111111110 llther Coverage Yes 212 Excess Umbrella liability Workers Compensation Yes SISUIZUII 212 Statutory an: 1 . Liability Insurance YE 3/22/2111! 2155 Each occ. General 32.111111111111 Special Coverage Yes 3/22/2311 2155 Products- [lther Coverage ll/A 11/11 NM 11111 Workers Compensation 11/11 3132 E- El i Luce. 1 Liability Insurance Yes 4/22/21131 143 Each occ. Ceneral Aggregate 3111111131111 Special Coverage Yes 4/22/2011 143 Business Personal Property - Replacement Cost: Limit 85511113 Deductible 51.11111] Uther Coverage N/ll Workers Compensation Yes 4/ 22/ 21111 143 Each Acci?ent 3114 -- .LE - LEE-42.31: EE - a, . Liah?ity Insurance Yes lEl/l/Z?ll 3115 Each 11cc SI. 131111111] Eeneral Aggregate Special Comage Yes 111/ 1/ 21111 3115 15.3114 Replacement Cost 351111 Deductible Ether Cmerage NM NM ii/o Wot-lure Compensation Yes 711/211" 213 3115 . -E . case. - liability insurance Yes 12/15! 21111 371 Each 11cc SLUIJUBUU Gen Aggregate SZUUELDUD Special Coverage Yes 12/ 1/ 21111 SEE Cost Spec SSYSIU Deduct $5111] Uthet? Coverage "/11 Workers Compensation WA 11/11 No Employees 3115-3115 i is 9 2-5: Ti 2i:- 7 liability Insurance Yes 511/ 21111 133 Each Gen Aggregate 321111113111] Umhrell SLUUHHUU Special Coverage 111A Hill 11/ A llther Courage KIA 11/ A 11/ A 11/11 Workers Compensation Yes 5/1/2311 183 WC 5111111111111] 4111 "Eigli?j'; - 3.35.41; 1: -, Liability 1nsurance Yes 2/1/ 21111 53 Each 11cc 3111111113011 Special Coverage Yes 2/1/2311 ES 511111111. 51111 Deli [lther Coverage Yes 2/1/2011 53 Pollution Worlters Compensation Yes 7/ 1/201! 213 402 - 3 1:51 12- .-1 Liability Insurance 11/ A ?In 11/11 Special Coverage 11/11 11/11 il/A Uther Coverage Hill MA Workers Compensation til/A Doc#:23 Filed:12/29/1O Entered:12/29/1O 16:31:15 Page51 of 76 Report 1 1'win Lake's Business Park. L10 475 Current Date 11/30/2010 01111 Insurance Type Expiration Date ?ays Remaining Coverage Amount 4113 1111 7-. 1- Liability Insurance Yes 11/20/2011 355 Each 02:. 31.000000 Ben Aggregate 32.000000 Umbrella 51.000.01.10 Special Coverage Yes 11/20/2011 355 Bus Pars. Prop. Replacement Cost Special From ?ther Coverage Yes 11/20/2011 355 Umbrella 31.000000 Compensation Yes 12/1/2011 SEE Statutow 494 7.1.1111- - . liabi?ty Insurance ll/A 1l/A 11/11 11/11 Special Coverage 11/11 11/11 11/11 0?ler0uverage MA "h Worlcels Compensation 11/ A 11/ A 11/11 11/ A 5111 . - Liability Insurance Yes 11/ 13/2011 353 Special Coverage Yes 11/10/2011 353 Each 0pc. 01.000000 lien Aggregate 52.000000 Ether Coverage Yes 11/10/2011 353 Each Dec. 31.000000 Ben Aggregate 52.000000 Workers Compensation Yes 11/18/2011 353 Each Accident $500,000 504 :1'1 . 1 15 Yes 6/ 1/2011 103 Each 0pc. 010000110 Ben Aggregate 52.000000 Special Coverage Yes 3/ 1/2011 103 Bus Fer: Prop 3127.000 0111er Coverage 0/11 A 11/ A Workers Compensation ll/A Doc#:23 Filed:12/29/1O Entered:12/29/1O 16:31:15 Page52 of 76 13/3/3010 Cassidy Turley Property Management 1159:4156!? User: TAKIYAMA Page 1 012 AP Expense Distribution 475 - Twin Lakes Business Park, LLC For Cash Account: All From 11/1/2010 To 11/30/2010 GL Account Invoice Check Vendor Description No. No. Amount Account Total 1120-0000 Alt-Tenant Billbacks 00087 23150 - CBS Services. Inc. Eviction - bill back Bagi 10481 000060 355.50 00091 86700 - XCEL ENERGY 9/29 - 10/29 bb Serv Pro 0345 I 261 67 000064 121.57 00096 86700 - XCEL ENERGY 10/ 1 8-1 0128 259436586 000067 280.93 00097 22550 - Coldiron Hamrick Eviction - bb Bagi 20965 000065 177.50 935.50 1910-0000 Caplzed Lease Costs/Comm 00082 22840 - Colorado Group. Inc. Lease commission - Kevin Mote Lse comm 000055 2,494.60 00083 22840 Colorado Group. Inc. Lease commission - Nap Lse comm 000055 2,152.00 4.646.60 3310-0000 Receivership Deposit 00101 82-100 - Twin Lakes Business Park. Owner Distribution 1 1/170wner 000069 50.000.00 50.000.00 5022-0000 Day Porter 8: Matron 00089 63450 - P.L.M. Company Inc November porter 2x/mo 33969 000062 79.00 79.00 5199-0000 Misc Reimb-TrVI/Ofc Sup! 0008] 14875 - MARK BERRY Mileage reimbursement Exp 10/31 000054 32.00 00084 48675 - Nikki Davidson Mileage reimbursement Exp 10/31 000057 36.50 68.50 5210-0000 Utilities? Electricity 00099 86700 - XCEL ENERGY 9/29-10/28 Unit 200 260055797 00006? 34.43 00099 86700 - XCEL ENERGY 9/29-10/28 Unit 400 260055797 000067 52.31 00099 86700 XCEL ENERGY 9/29-10/28 Unit 500 260055797 000067 47.93 00099 86700 - XCEL ENERGY 9/29-10/28 Unit 100 260055797 000067 53.97 00099 86700 XCEL ENERGY 9129?10/28 Unit 300 260055797 000067 40.05 00099 86700 - XCEL ENERGY Late Charge 260055797 000067 4.25 232.94 5260-0000 Utilities- Water Sewer 00092 21525 - City of Boulder 10/1 - 11/ 1 Spkir 0096293 000058 56.65 00093 21525 - City of Boulder 10/1 - 11/1 500 0096294 0c 000058 156.36 00094 21525 - City of Boulder 10/1 - 1 1/1 300/400 0096295 0c 000058 132.99 00095 21525 - City of Boulder 10/1 - 11/1 100/200 0096296 000058 81596 1.16196 5315-0000 Land/Irrigation Repairs 00085 25905 - Colorado Designscapes. In irrigation repair 000056 144.30 144.30 5323-0000 Parking Lot Lighting 00086 23000 - COLORADO LIGHTING. INC. October inspection 224282 000059 25.00 25.00 5324-0000 Parking- Sweeping 00089 63450 . P.L.M. Company lnc. November sweeping 2x/mo 33969 000062 235.00 235.00 5330-0000 Snow Removal Services 00098 45605 - Martinson Snow Removal. 1 November ?xed snow removal 39856 000066 2.212.14 2.212.14 5530-0000 Property Base Fee 00108 20730 - Cassidy Turley Property November 2010 fee Nov.mgm fe 000078 2.427.75 2.427.75 5740-0000 Insurance 00100 25960 - Denver Agency Company Sept/Oct Installment 1657831165: 000068 4,250.00 4.250.00 5790-0000 Association Dues 00090 82450 - Twin Lakes Tech Park Owne Assoc. dues Assoc dues 000063 1.844.40 1.84-1.40 6280-0000 HVAC 00088 61000 - Performance Building Serv HVAC repair - 202 SVC050752 000061 584.15 584.15 6600-0000 Administrative Fee 00106 20730 - Cassidy Turley Property Nov'10 reimb. 000071 86.00 8600 Distribution Total 68,933. Doc#:23 Filed:12/29/1O Entered:12/29/1O 16:31:15 Page53 of 76 13/3/3010 Cassid Turle Pro Manaoement User: TAKIYAMA rty Page20f2 AP Expense Distribution 475 - Twin Lakes Business Park, LLC For Cash Account All From 111112010 To 1113012010 Account Summary Account AccourgDescrintion Debit Credit Account Summary Account Account Description Debit Credit 1120-0000 AR-Tenant Bilibacks 935.50 1910-0000 Caplzed Lease Costs/Comm 4,646.60 3310-0000 Receivership Deposit 50,000.00 5022-0000 Day Porter Matron 79.00 5199-0000 Misc Reimb-Trvl/Ofc Supl 68.50 52.10.0000 Utilities- Electricity 232.94 5260-0000 Utilities Water 8: Sewer 1,161.96 5315-0000 Land?rrigation Repairs 144.30 5323?0000 Parking Lot Lighting 25.00 5324?0000 Parking- Sweeping 235.00 5330-0000 Snow Removal Services 2,212.14 5530?0000 Property Base Fee 2,427.75 5740-0000 Insurance 4,250.00 5790-0000 Association Duos 1,844.40 6280-0000 HVAC 584.15 6600?0000 NIR Administrative Fee 86.00 1010-0000 68,933.24 68,933.24 68,933.24 Doc#:23 Filed:12/29/1O Entered:12/29/1O 16:31:15 Page54 of 76 1213/2111 0 User: TAMRAT Cassidy Turley Property Management Check Register Twin Lakes Business Park, LLC Date Range 11/1/2010 To 11/30/2010 For Cash Account I Page 1 of 1 Check Invoice Invoice Gross Net Check Check Date Vendor Vendor Name Number Date Amount Discount Amount Amount 000054 1 1/04/2010 14875 MARK BERRY 00081 Exp 10/31 11/03/2010 32.00 0.00 32.00 32.00 000055 1 [/0400 10 22840 Colorado Group. Inc. 00032 1.51.: comm 10/19/2010 2.494.150 0.00 149460 1111033 Lse comm 10/26/2010 215200 0.00 2.15100 Total for Check Number 000055 4.646.611 0.00 4.646.130 4.646.60 000056 11/04/2010 25905 Colorado Designseapes. Inc. (1111185 0024674-1N 10/15/2010 144.30 0.00 144.30 144.30 000057 11/04/2010 48675 Nikki Davidson 000.14 Exp10/31 11/03/2010 36.50 0.00 36.50 36.50 000053 1 ?100.010 21525 City 01' Boulder (1111102 0096293 1 1101/2010 56.65 0.00 56.65 00093 0096294 Oct 1 1/01/2010 156.36 0.00 156.36 (10004 0096295 01:1 1 1101/2010 132.99 0.00 132.99 001105 0096296 1 ?01/20/10 815.96 0.00 815.96 Total for Check Number 1300058 1161.96 0.00 1161.96 1.161.96 000059 1 1/10/2010 23000 COLORADO INC. 110086 224282 10/28/2010 25.00 0.00 25.00 25.00 000060 1 1/10/2010 23150 CBS Services. Inc. 1.10037 1048] 10/22/2010 355.50 0.00 355.50 355.50 000061 1 1/1 012010 61000 Performance Building. Services 00088 SVC0507S2 10/22/2010 584.15 0.00 584.15 584.15 000062 1 1/10/2010 63450 P.L.M. Company Inc. 00089 33969 10/28/2010 314.00 0.00 314.00 314.00 000063 1 1/ 10/2010 82450 Twin Lakes Tech Park Owners Assoc 00090 Assoc duos 11/01/2010 1.84440 0.00 1.84-4.40 1.84-1.40 000064 1 1/10/2010 36700 XCEL ENERGY 00001 0345126167 10/29/2010 121.57 0.00 121.57 121.57 000065 1 1/17/2010 22550 Coldiron Hamrick 00007 20965 11/02/2010 177.50 0.00 177.50 177.50 000066 1 1117/2010 45605 Manlnson Snow Removal. Inc. 0011113 39856 1 1104/2010 2.21214 0.00 2,212.14 2.21214 000067 1 1/17/2010 86700 XCEL ENERGY 001106 259436586 280.93 0.00 280.93 0011119 260055797 1 1105/2010 232.94 0.00 232.94 Total for Check Number 000067 513.37 0.00 513.87 513.87 000063 11/17/2010 25960 Denver Agency Company 0111011 165783! 16584 11/10/2010 425000 0.00 4.250.011 4250.00 000069 11/17f2010 82400 Twin Lakes Business Park. LLC. 00101 1 70wnerDi 11/17/2010 50.000.00 0.00 50.00000 50.001100 000071 11/30/2010 20730 CassidyTurlcy Property Management 00106 Nov'lo 11/30/2010 86.00 0.00 36.00 86.00 000073 1 20730 Cassidy Turley Property Management 00108 Novmgm fee 1 1130/2010 1427.75 0.00 2.427.75 2.42175 Cash Account 1 Totals 68.93324 0.00 68333.24 63.93324 Property/Company Totals for Twin Lakes Business Park. LLC 68.93324 0.00 68.93324 68.93324 Doc#:23 Filed:12/29/1O Entered:12/29/1O 16:31:15 Page55 of 76 Management Fee Calculation Casslidysw 9 Turl 6y Managemenlservices Per the MOnth of. November -010 Twin Lakes Business Park Month Cash Receipts (Minimum Management Management Management of $1,000) Fee Due Fee Collected Fee Balance January 3 - 4.00% - - February 3 - 4.00% - - March 8 - 4.00% - - - April - 4.00% - - - May - 4.00% - - - June - 4.00% - - July 4,266.03 4.00% 170.64 - 17064 August 53,096.03 4.00% 2123.84 8 (2,294.48) (170.63) September 52,938.58 4.00% 7117.54 (2,117.55) - October 64,195.51 4.00% 2 567.82 (2,567.82) - November 61,649.88 4.00% 2,466.00 (2,427.75) 38.25 December 53 - 4.00% - - Total 5 236,146.03 4.00% 9,445.85 (9,407.60) 38.26 Doc#:23 Filed:12/29/1O Entered:12/29/1O 16:31:15 Page56 of 76 13/313010 Cassidy Turley Property Management User: TAKIYAMA Page 1 of 6 1 General Ledger Property/Company 475 Twin Lakes- John Woodruff Stone Receiver Period Ending 11/30/2010 Account Number Description Ref Debit Credit Balance 1 1010-0000 Cash-Dish Oper Acet-Prrn 53,125.77 11/17/10 Twin Lakes Reimbursement GJ 1T011 193.50 11/30/10 ers Sec Buy for 475-203 GJ 11 3.51500 11/30/10 Summary Posling SK 475 65.808153 11/30/10 Summary Poszing SK 475 2.87500 11/30/10 AP Summary Posting AP 475 66505.49 1 1/30/10 AP Summary Posting AP 475 2427.75 1 1/30/10 Reverse SD 1le lease. Suite 203 01 TA101 2.42250 11/30/10 Summary Posling SK 475 2.42250 Total 50.42453 77045.74 73704.55 pom-0000 Money Market Account 49517-49 11/30/10 Nov. intercsl income (31 Jvl. 11 14.25 Total 14.25 0.00 49531.74 1 1120?0000 AR-Tenant 311105515 5-0345? 11/10/10 CBS Services. Inc. AP 00087 355.50 11/10/10 XCEL ENERGY AP 00091 121.57 11/17/10 XCEL ENERGY AP 00095 230.93 11/17/10 Coldiron 11 Hamrick AP 00097 177.50 11/30/10 Summary Posting SK 475 1.031% 11/30/10 Summary Posting SK 475 3.28423 Total 1,957.25 3.2.84.3 4,757.53 1520-0000 Tenant Improvements I 3-400-00 Total 0.00 0.00 3.40000 1910-0000 Caplzed Lease Costs/Comm 1 79900 11/04/10 Colorado Group. Inc. AP 00032 2,494.50 1 1/04/10 Colorado Group. Inc. AP 00083 2.152.011 Total 4.54550 0.00 5,445.50 2015?0000 Security Deposit/Rent without Lease (6'037-501 11/30/10 ers Sec Dep for 475-203 GI Jv111 3.615.011 1 1/30/10 Reverse SD wlo lease, Suite 203 TA101 2.42250 Total 5037.50 0.00 0.00 2070-0000 Tenant Security Deposits (48-15734) 11/30/10 Summary Posiing SK 475 1.375.00 11/30/10 Summary Posting. 51: 475 3.61500 1 1/30/10 Summary Posting SK 475 1.46625 Total 1.375.00 50111.25 (51053.59) 1 3200?0000 Contrib/Paid In Capital (115019.29) Doc#:23 Filed:12/29/1O Entered:12/29/1O 16:31:15 Page57 of 76 Cassidy Turley Property Management General Ledger Property/Company 475 Twin Lakes- John Woodruff Stone Receiver Period Ending 11/30/2010 12/8/2010 User: TAKIYAMA Page 2 of 6 Account Number Description Ref Debit Credit Balance Total 0.00 0.00 (1 15.91929) I 3280-0000 Security Deposits Received by Owner 4454934 Total 0.00 0.00 44.54934 I 3300-0000 Distributions I 5-35 Total 0.00 0.00 6.25 I 3310-0000 Receivership Deposit I 114-000-110 11/17/10 Twin Lakes Business Park. LLC. AP 00101 50,000.00 Total 50.00000 0.00 164000.00 4010-0000 Base Rent 4I (113.140.99) 11/30/10 Summary Posting. SK 475 1.500.110 11/30/10 Summary Posting SK 475 40.27138 11/30/10 Summary Posting SK 475 1.167.33 I 1/30/10 Summary Posting. SK 475 2.12358 Total 2.66133 42.39436 (152,863.62) I 4013-0000 Res 0.00 11/30/10 Summary Posting SK 475 1.47330 Total 0.00 1.43.80 (1,413.80) Pal-4.0000 Res (54593-05) 1 1/30/10 Summary Posting. SK 475 18.19538 11/30/10 Summary Posiing SK 475 468.00 1 1/30/10 Summaiy Posiing SK 475 468.00 Total 453.00 18.66338 (72.53904) I 4020-0000 Operating Exp-Prior Year I 153-45 Total 0.00 0.00 158.45 I 4550-0000 Late Charges/NSF Fee I (900.20) Total 0.00 0.00 (900.20) I4560-0000 1mm: Income I (44.60) 11/30/10 Nov. interest income 14.25 Total 0.00 1-125 (58.85) I 5022-0000 Day Porter Matron 237.00 1 1/ 10/1 0 P.L.M. Company Inc. AP 00089 79.00 Doc#:23 Filed:12/29/1O Entered:12/29/1O 16:31:15 Page58 of 76 ,2 3,2010 Cassidy Turley Property Management 1137:3111!? TAKIYAMA Page3 of6 5? General Ledger PropertyICompany :475 Twin Lakes- John Woodruff Stone Receiver Period Ending 1113012010 Account Number Description Ref Debit Credit Balance Total 79.00 0.00 316.00 5050?0000 Trash Removal 0307-79 Total 0.00 0.00 3307.79 . 1 512041000 HVAC PM 1 4167-30 Total 0.00 0.00 2,007.50 1 [321.0000 HVAC Repairs I 977-~3 Total 0.00 0.00 977.23 {516041000 FirelLife Safety 1 351-00 Total 0.00 0.00 351.00 1 5161-0000 FirelLil'e Safety Repairs 59159 Total 0.00 0.00 591.59 5130-0000 Gen! Exterior I '42-00 Total 0.00 0.00 142.00 I 5199-0000 Misc Supl 1 204-00 11104110 MARK BERRY AP 00031 32.00 111011110 Nikki Davidson 10> 00004 30.50 Total 68.50 0.00 272.50 5210-0000 Utilitics- Electricity (112.43) 11117110 XCEL ENERGY AP 00099 34.43 11117110 xc1?31. ENERGY AP 00099 52.31 11117110 XCEI. ENERGY AP 00099 47.93 11117110 XCEL ENERGY AP 00099 53.97 11117110 XCEL ENERGY AP 00099 4005 11117110 XCEL ENERGY AP 00099 4.25 Total 232.94 0 00 120.51 5260-0000 Utilities- Water 01 Sewer 3,847.30 11/10/10 City ofBouldcr AP 00092 56.65 ll/lO/lO City ofBouldcr AP 90093 156.36 City ofBouldcr AP 0009-1 [32.99 10/ 10 City of Bouldcr AP 00095 815.96 Total 1.16190 0.00 5.00926 5310-0000 Landscaping Contracts 2304.00 Doc#:23 Filed:12/29/1O Entered:12/29/1O 16:31:15 Page59 of 76 12/8/2010 Cassidy Turley Property Management User: TAKIYAMA I Page 4 of6 General Ledger Property/Company 475 Twin Lakes- John Woodruff Stone Receiver Period Ending 11/30/2010 Account Number Description Ref Debit Credit Balance Total 0.00 0.00 2.20400 5315-0000 Land/Irrigation Repairs 1589-51 11/04/10 Coiorado Designscapes. Inc. AP 00085 144.30 Total 144.30 0.00 1533.31 5323-0000 Parking Lot Lighting 314.69 11110110 COLORADO LIGHTING. INC. AP 00086 25.00 Total 25.00 0.00 339.69 5324-0000 Parking? Sweeping 705-00 11/10/10 P.L.M. Company Inc. AP 00089 235.00 Total ?5.00 0.00 940.00 5325-0000 Parking- Repairs I 1.85000 Total 0.00 0.00 1.85000 1 5330-0000 Snow Removal Services 1 2312-14 11117110 Maninson Snow Removal. Inc. AP 00098 2.21114 Total 2.212.14 0.00 4.42423 5530-0000 Property Base Fee 9,524.91 1 1/30/10 Cassidy Turley Property Management Services AP 00108 2,421.75 Total 2427.75 0.00 11,952.66 1 5740-0000 Insurance . 0.00 1 1117/10 Denver Agency Company AP 00100 5,250.00 Total 4250.00 0.00 4.25000 5790-0000 Association Dues 0.00 1111011 0 Twin Lakes Tech Park Owners Assoc AP 00090 1.84-1.40 Total 1 3-14.40 0.00 1.84-3.40 1 6280-0000 NIR HVAC 1.59933 11110110 Performance Building Services AP 00088 534.15 11/17/10 Twin Lakes Reimbursement GJ 1T011 193.50 Total 584.15 193.50 1.98998 6300-0000 Utilities- General 281.47 Total 0.00 0.00 281.47 Doc#:23 Filed:12/29/1O Entered:12/29/1O 16:31:15 Page60 of 76 12188010 Cassidy Turley Property Management 11:17:31?: User: TAKIYAMA Page 5 of General Ledger PropertyICompany 475 Twin Lakes- John Woodruff Stone Receiver Period Ending 1113012010 Account Number Description Ref Debit Credit Balance 258.00 6600-0000 Administrative Fee 11/30/10 Cassidy Turlcy Property Management Services AP 00106 86.00 Total 36.00 0.00 344.00 Doc#:23 Filed:12/29/1O Entered:12/29/1O 16:31:15 Page61 of 76 {28/2010 Cassidy Turley Property Management 11:17:31 AM 6 f6 user TAKWA A General Ledger age 0 Prope?leompany :475 Twin Lakes- John Woodruff Stone Receiver Period Ending 1113012010 Account Number Description Ref Debit Credit Balance Transaction Totals Total Debits Total Credits 148351.71 Difference 0.00 Total Assets 6.01123 Total Liabilities 4331.25 Total Equity -50.000.00 Total Income 59311.66 Total Expense l3.lS7.6-l Ledger Totals Beginning Debits 333,705.41 Beginning Credits 338.705.? Difference 0.00 Ending Debits 395.673.39 Ending Credits 395.673.39 Difference 0.00 Doc#:23 Filed:12/29/1O Entered:12/29/1O 16:31:15 Page62 of 76 12/3/2020 Cassidy Turley Property Management User: TAMRAT Statement Reconciie Report I Page 9? Checking Account Key 475-STEELE ST Bank Name Steele Street Bank Trust Statement Balance Date Debit I Credit Check No. Description Amount 11/30/2010 Statement Balance 76,598.91 11/10/2010 000059 COLORADO LIGHTING. INC. (25.00) 0 000060 CBS Services. Inc. (355.50) 11/30/2010 000071 Cassidy Turley Property Manage (86.00) 11/30/2010 000078 Cassidy Turley Property Manage (2,427.75) Adjusted Statement Balance 73,704.66 Check Book Balance Date Debit/ Credit Check No. Description Amount 11/30/2010 Reconciled Balance 76,598.91 Adjusted Recenciled Balance 76,598.91 Unreconcr?led Transactions Date Debit! Credit Check No. Description Amount 11/10/2010 000059 COLORADO LIGHTING, INC. (25.00) 11/10/2010 000060 CBS Services, Inc. (355.50) 11/30/2010 000071 Cassidy Turley Property Manage (86.00) 11/30/2010 000078 Cassidy Turley Property Manage (2,427.75) Adjusted Check Book Balance 73,704.66 In Balance Doc#:23 Filed:12/29/1O Entered:12/29/1O 16:31:15 Page63 of 76 12/3/2010 Cassidy Turley Property Management Use": Statement Reconcile Report I Page} Checking Account Key 475-STEELE ST Bank Name Steeie Street Bank 8 Trust Statement Ba/ance Date Debit 1 Credit Check No. Description Amount 1113012010 Statement Balance 76,598.91 1111 012010 000059 COLORADO LIGHTING, INC. (25.00) 1 1/1 012010 000060 CBS Services, Inc. (355.50) 1 1130/2010 000071 Cassidy Turley Property Manage (86.00) Adjusted Statement Balance 75.13241 Check Book Balance Date Debit 1 Credit Check No. Description Amount 1013112010 Reconciled Balance 89,478.66 11/01/2010 Credit RECEIPTS CR batch 722, Prop/Co. 475 1,670.42 1110112010 Credit RECEIPTS CR batch 735, Prop/Co. 475 1,344.23 1110112010 Credit RECEIPTS CR batch 746, Prop/Co. 475 3,103.34 1110112010 Credit RECEIPTS CR batch 754, Prop/Co. 475 1,162.00 1110112010 Credit RECEIPTS CR batch 806, Prop/Co. 475 2,949.38 1110212010 Credit RECEIPTS CR batch 906, Prop/Co. 475 5,592.23 1110312010 Credit RECEIPTS CR batch 942, Prop/Co. 475 5,152.37 1110312010 Credit RECEIPTS CR batch 981, Prop/Co. 475 3,662.00 1110412010 Credit RECEIPTS CR batch 056, Prop/Co. 475 1,500.00 1110412010 Credit RECEIPTS CR batch 062, Prop/Co. 475 1,776.12 1110412010 Credit RECEIPTS CR batch 081, Prop/Co. 475 10,547.30 1110812010 Credit RECEIPTS CR batch 100, Prop/Co. 475 6,736.31 1110812010 Credit RECEIPTS CR batch 201, Prop/Co. 475 1,563.08 1110812010 Credit RECEIPTS CR batch 202, Prop/Co. 475 4,291.78 1110812010 Credit RECEIPTS CR batch 249. Prop/Co. 475 2,060.00 1111612010 Credit RECEIPTS CR batch 350, Prop/Co. 475 589.28 1111612010 Credit RECEIPTS CR batch 438, Prop/Co. 475 3,366.32 1111712010 Credit DEBIT Twin Lakes Reimbursement 193.50 1112212010 Credit RECEIPTS CR batch 512, Prop/Co. 475 3,615.00 1112312010 Credit RECEIPTS CR batch 526, Prop/Co. 475 2,252.47 10/20/2010 Debit 000048 City of Boulder (1,057.90) 1012012010 Debit 000049 XCEL ENERGY (283.55) 1012612010 Debit 000050 Cassidy Turley Property Manage (2,567.82) 1012612010 Debit 000051 COLDIRON 8 HAMRICK, LLC (206.48) 1012612010 Debit 000052 COLORADO LIGHTING, INC. (25.00) 1012612010 Debit 000053 Martinson Snow Removal, Inc. (2,212.14) 1110412010 Debit 000054 MARK BERRY (32.00) 1110412010 Debit 000055 Colorado Group, Inc. (4,646.60) 1 11041201 0 Debit 000056 Colorado Designscapes, Inc. (144.30) 111041201 0 Debit 000057 Nikki Davidson (36.50) 1111012010 Debit 000058 City of Boulder (1,161.96) 1111012010 Debit 000061 Performance Building Services (584.15) 1111012010 Debit 000062 P.L.M. Company Inc. (314.00) 1 1110/2010 Debit 000063 Twin Lakes Tech Park Owners As (1,844.40) 1111012010 Debit 000064 XCEL ENERGY (121.57) 1111712010 Debit 000065 Coldiron 8 Hamrick (177.50) 1111712010 Debit 000066 Martinson Snow Removal, Inc. (2,212.14) 1 111 712010 Debit 000067 XCEL ENERGY (513.87) 1 111 712010 Debit 000068 Denver Agency Company (4,250.00) 1111712010 Debit 000069 Twin Lakes Business Park, LLC. (50,000.00) 1113012010 Debit CREDIT ers Sec Dep for 475-203 (3,61 5.00) Doc#:23 Filed:12/29/1O Entered:12/29/1O 16:31:15 Page64 of 76 Twin Lakes Business Park LLC John Woodruff Stone Receiver Security Deposit Date 11/30/10 Page 1 Account Number Enclosures 1515 Arapahoe Street Suite 1200 Denver CO 80202 Deposit Accounts Business MMA Number of Enclosures 0 Account Number Statement Dates 11/01/10 thru 11/30/10 Previous Balance 49,517.49 Days in the statement period Deposits/Credits .00 Average Ledger 49 517 Checks/Debits .00 Average Collected 49,517 Maint. Fee .00 Interest Earned 14.25 Interest Paid 14. 25 Annual Percentage Yield Earned 0.35% Ending Balance 49,531. 74 2010 Interest Paid 58.85 Deposits and Credits Date Description 11/30 INTEREST PAID 30 DAYS Amount 14.25 Daily Balance Information Date Balance 11/01 49,517.49 Date 11/30 Balance 49,531.74 Interest Rate Summary 10/31 .35% Doc#:23 Filed:12/29/1O Entered:12/29/1O 16:31:15 Page65 of 76 John Woodruff Stone, Receiver Twin lakes Business Park, LLC 2101 Torrey Pine Drive, Evergreen, CO 80439 P.O. Box 3369, Evergreen, CO 80437-3369 (303) 638-2502, Fax: (303) 679-3574 E-mail: twinlakesbp@aol.com October 11, 2010 R. Brian Watson Twin Lakes Business Park, LLC Commercial Partners 1675 Larimer Street, Suite 700 Denver, CO 80202 RE: Friday, October 8, 2010 E-mail correspondence, referencing a Twin Lakes Business Park, LLC debt reduction payment Dear Brian: Friday morning I forwarded an E-mail to you con?rming that I intended to make a $60,000.00 payment to BBVA Compass Bank on behalf of Twin Lakes Business Park, LLC. This noti?cation was consistent with Open disclosure and full information sharing by which I operate my Receiverships. When I arrived at BBVA Compass Bank offices Friday a?emoon, I was informed that you were now objecting by E?mail to this payment, questioning both my authority as Receiver to make the payment and my neutrality status as Receiver of the asset and business operations of the LLC. The note also questioned whether my intended payments protected the value of the asset My response follows. First, I did not make the payment Friday and won?t until I get a ruling from Judge Bailin of Boulder District Court. Second, I remind you that in two direct meetings between us in your of?ce we discussed at some length my intentions to continue payments to BBVA Compass Bank on behalf of Twin Lakes Business Park, LLC. The discussions included the potential bene?ts to your LLC if the Receivership stabilized the debt level or reduced it either by making interest payments or debt reduction payments in regular increments to the bank. The ?rst meeting was held shortly after the Receivership Order was recorded in July 2010 and was attended by Todd Wakely of your staff. The second was several weeks ago when I told you that rather than interest payments, I thought principal reduction payments would be more appropriate, as the BBVA Compass note had come to term. During that meeting you asked me if I had made any payments. I informed you that I hadn?t because the bank had not yet informed me of the dollar amount of interest accruals. I also told you that when I got that information I would inform you of each payment. My Friday E-mail did so. More speci?cally, in both meetings you did not object to this debt stabilization policy as we both believed it would help persuade BBVA Compass Bank to either delay the ?ling of a foreclosure notice, or more recently, to possibly stay the foreclosure temporarily, thus hopefully giving Commercial Partners and the Twin Lakes Business Park, LLC what it needs most, i.e. time. Imemorialized this intended payment procedure in both Receivership Status Reports, the ?rst August 8, 2010 alluded to on Page 2, paragraph 2, and the second October 2, 2010 on page 2, top of page (paragraph continuation from page 1).You have had over two months and ample opportunity to object to these payments, which could have been dealt with some time ago. Your new objections may prove problematic for you and the Receivership with the foreclosure moving forward, unless your intent is bankruptcy. The Receivership?s operations have been predicated upon the belief that values will be maximized if the Business Park can avoid the publicly perceived stigma of a ?distressed? property. As you know the Receivership is trying to manage the Business Park in this business as usual? manner, and I believe continuing regular bank payments support this end. It is important to note that the Jamison Group appraisal commissioned by BBVA Compass Bank, and the four separate Realtor Opinion of Values and listing proposals that your company ordered, did not contemplate a distressed property, a foreclosed property, or a bankruptcy in the ?ve aggregate value analyses. I believed then as I believe now that making payments to BBVA Compass Bank by the Receivership does not impair the value of the property but enhances it. Your E?mail disagrees and you are now objecting to a payment policy I believed was in place for months, and mandated by the Court Order. (See below). Pertaining to your questioning my authority to make payments to BBVA Compass Bank, please refer to the July 8, 2010 Court ordered Appointment of Receiver. Page 4, Paragraph 6 directs me to make payments to BBVA Compass Bank of the amounts owed Plaintiff under the loan documents?. I don?t have discretion here, with or without your cooperation. However, because of your objection I am preparing a letter to Judge Bailin requesting a ruling on the objection so that you get a fair hearing on this issue. Copies of this letter, the Friday E-mails, and my letter to Judge Bailin will be forwarded by mail to each of the named Status Report recipients as well as Brad Benson of Greenberg Taurig, LLP, the Receivership?s attorney. Sincerely, John Woode Stone Receiver Entered:12/29/1O 16:31:15 From: R. Brian Watson Sent: Saturday, October 23, 2010 7:54 AM To: Cc: Shilliday, Holly; bensonb@gtlaw.com Subject: Re: Proposed Listing Agreement, JWS Response John, Since I have never been in this situation, does this mean we can sign the sales listing agreement and begin to have market the asset? Do we need any from the bank? I have not received any replies from Craig or Holly regarding this matter. Regarding your comments about value, the brokers recommended the 8% cap rate asking price as there is a lack of good quality small tenant industrial product available for sale in the marketplace. Consequently, I believe we should follow their advice and start with this pricing. With respect to your role/actions I understand that you have a job to do. My sole goal in this process is to get Compass paid back in ?ll, and return as much equity as possible to the Members/investors in the most expedient time possible. As the Manager it is my job to ensure that this is completed, and so I must take certain actions as well. Please let me know if you need anything more. Thank you, R. Brian Watson Founder and President Commercial Partners 1675 Larimer Street Suite 700 Denver, CO 80202 303.893.9500 303.893.9505 fax Jaime Jones - Executive Assistant 720.240.0624 Original Message From: twinlakesbp@aol.com To: R. Brian Watson; Cc: hshilliday@swlaw.com twinlakesbp@aol.com bensonb@gt1aw.com Sent: Fri Oct 22 18:45:53 2010 Subject: Re: Proposed Listing Agreement, WS Response Brian and Craig: Conditionally the Receivership doesn't object to a listing as long as a bankruptcy is not ?led. If the two parties can't come to an accommodation to allow the orderly disposition of the asset and a subsequent bankruptcy ensues, a listing and a cap rate at 8% becomes problematic for a timely sale. It has been my - initiated that, because of the probability of a looming defensive bankruptcy 12/28/2010 Entered:12/29/1O 16:31:15 interests of both the Plaintiff and Defendant to attempt to allow an orderly and timely sale of the Business Park if a re?nance or new ?nancing vehicle proved impossible. The same opinions were expressed to both parties. It can't be disputed that a foreclosure and bankruptcy will delay the asset disposition, and in the near term both negatively affect tenancies and devalue the asset. Brian: This position should also serve to respond to your back and forth E-mail correspondence with Holly Shilliday earlier this week, to which I was copied by both of you. The Receivership has no client, nor is it one. My charge is to maintain the highest possible value of the business asset, but I am necessarily forced to adjust to the ongoing actions of both parties. That includes voicing reasoned opinions towards that end when asked by either party, or when contacted by your investors. If your concerns are legitimate and not just attorney driven with the impending bankruptcy ?ling, I suggest you contact Steve Sessions, Lori Cyr, Mark Berry or Nikki Davidson of Cassidy Turley, and Jason Kruse at The Colorado Group for independent opinions of the Receivership's leadership, management and degree of non biased independence. I will be happy to explain to the Court the Receivership?s actions and basis for my opinions, whether that court be Boulder District Court or the U.S. Bankruptcy Court. I take none of this personally. It is inherent in a Receivership. I look forward to working with both parties as, collectively, we try to create the best format for a successful disposition of the Business Park. Sincerely John Woodruff Stone Receiver Original From: R. Brian Watson To: twinlakesbp Cc: Jaime Jones craig.?mple hshilliday Sent: Fri, Oct 22, 2010 1:22 pm Subject: RE: Proposed Listing Agreement, JWS Response The brokers recommend starting at an 8% cap rate which in round numbers is or $70 PSF. They are ready to go, once you let us know where you stand. Thanks. R. Brian Watson Founder and President Commercial Partners 1675 Larirner Street Suite 700 Denver, CO 80202 303.893.9500 303.893.9505 Fax Executive Assistant - Jaime Jones 720.240.0624 This email and any ?les transmitted with it are con?dential and intended solely for the use of the individual or entity to whom they are addressed. If you are not the intended recipient, you are hereby noti?ed that any use or dissemination of this communication is strictly prohibited. If you have received this email in error please notify the sender immediately, then delete this email. No warranty or representation, express or implied, is made as to the accuracy of the information contained herein, and same is submitted subject to errors, omissions, change of price, rental or other conditions, withdrawal without notice, and to any special listing conditions, imposed by our principals. 12/28/2010 Entered:12/29/1O 16:31:15 From: twinlakesbp@aol.com