- 6 - capital contributions made by the partners over the life of Twenty Mile. Empire lent Twenty Mile $3,500,000 (with a maximum limit of $6 million) for acquisition and development of the Clarke property. The loan was evidenced by a $6 million promissory note dated April 16, 1985, from Twenty Mile to Empire, and signed by an officer of ESL and by officers of Nicholson Enterprises and PDW&A as the general partners of PND, and Messrs. Gitlitz, Nicholson, and Winn, individually. The debt was secured by the Clarke property, without recourse to Twenty Mile, but with recourse to the three individuals in the same percentages used for Parker Properties. Parker 480 Joint Venture A third parcel was acquired by Parker 480 Joint Venture (Parker 480) (which is not a party in this case). The Parker 480 agreement was entered into on June 26, 1985, by and between A. & P.D.W. Limited Partnership (APDW), consisting of the PDW&A partners; and N-4 Associates (N-4), which included Mr. Nicholson and his family. Parker 480 partners contributed capital, as follows: APDW, $500; N-4, $500. Empire was the lender with an "equity incentive participation" or "equity kicker".7 7 The "equity kicker" is defined in the $3,500,000 note as 50 percent of the equity in the property secured by the deed of (continued...)Page: Previous 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 Next
Last modified: May 25, 2011