[sheet: Settlement Statement]

[sheet: Settlement Statement]
Line No. | Description | Seller Credit | Seller Debit | Purchaser Credit | Purchaser Debit | Notes
CLOSING SETTLEMENT STATEMENT
Property: The Linden at Gramercy Park
Address: 245 East 21st Street, New York, NY 10010
Block 899, Lot 42, Borough of Manhattan
Closing Date: June 5, 2023
Seller: Linden Gramercy Holdings LLC (Marcus Steinfeld, Managing Member)
Purchaser: Gramercy Linden PropCo LLC (a wholly owned subsidiary of Gramercy Linden JV LLC)
Prepared by: Calderwood & Harkness LLP (Rafael Dominguez), Matter No. 1026-00004
Escrow Agent: Archer & Towne Title Company (Philip Moreno, Title Officer)
Senior Lender: Pinnacle Fidelity Bank, N.A. (Loan No. PFB-CRE-2023-05741)
SECTION I — PURCHASE PRICE & CONSIDERATION
1 | Contract Purchase Price | $40,000,000.00 | $40,000,000.00 | Per PSA dated March 15, 2023
2 | Less: Earnest Money Deposit (held by Archer & Towne Title Company) | $2,000,000.00 | 5% of Purchase Price; deposited at PSA execution; went hard April 14, 2023
3 | Balance Due from Purchaser at Closing | $38,000,000.00 | Line 1 minus Line 2
SECTION II — PRORATIONS & ADJUSTMENTS
4 | Real Estate Tax Proration (CY 2023) | Annual RE taxes: $1,420,000; proration period: Jan 1 – June 5, 2023 (155 days); Seller's share: $602,739.73; Purchaser's share: $817,260.27
4a | Seller's portion of RE taxes (Jan 1 – June 4, 2023, 155 days) | $602,739.73 | $602,739.73 | $1,420,000 × (155/365) = $602,739.73; credit to Purchaser
4b | RE taxes already paid by Seller (first semi-annual installment) | $710,000.00 | $710,000.00 | Seller paid first half CY 2023 ($710,000); Purchaser reimburses overpayment of $107,260.27
4c | Net RE tax proration adjustment | $107,260.27 | $107,260.27 | Seller credit for taxes paid in advance beyond Seller's pro rata share ($710,000 – $602,739.73)
5 | Rent Proration — Residential (June 2023) | $365,753.42 | Rents collected for June 2023 prorated: Seller entitled to 4/30 days; Purchaser entitled to 26/30 days; credit to Purchaser for Purchaser's share of pre-collected rents
6 | Rent Proration — Retail (June 2023) | $27,200.00 | Retail rent ($32,000/mo for 2 units combined = $384,000/yr ÷ 12); Purchaser's share: 26/30 × $32,000 = $27,733.33; rounded/estimated $27,200
7 | Security Deposit Transfer | $486,350.00 | $486,350.00 | Aggregate residential and retail tenant security deposits transferred to Purchaser at closing
8 | Utility Proration Adjustment (water/sewer) | $8,420.00 | $8,420.00 | Estimated proration; to be trued up post-closing within 90 days
9 | Insurance Proration | No proration — Seller's policies terminate at closing; Purchaser obtaining new coverage via Beacon Meridian Insurance Group (Northern Continental Assurance Company — property; Consolidated Mutual Indemnity Co. — GL)
SECTION III — TRANSFER TAXES & RECORDING FEES
10 | NYC Real Property Transfer Tax (RPTT) | $1,050,000.00 | 2.625% × $40,000,000 = $1,050,000; Seller's obligation per NYC Admin Code
11 | New York State Transfer Tax | $160,000.00 | $2.00 per $500 of consideration; $40,000,000 / $500 × $2.00 = $160,000; Seller's obligation
12 | Mansion Tax (additional NYS tax) | $150,000.00 | 0.375% × $40,000,000 = $150,000; Purchaser's obligation per PSA
13 | Recording Fees — Deed | $750.00 | NYC Register recording fee for bargain and sale deed
14 | Recording Fees — Mortgage | $1,250.00 | NYC Register recording fee for mortgage; Purchaser/Borrower obligation
15 | NYS Mortgage Recording Tax | $455,000.00 | 1.75% of $26,000,000 = $455,000 (combined NYC/NYS mortgage recording tax rate for loans ≥ $500K in NYC)
SECTION IV — TITLE & ESCROW CHARGES
16 | Owner's Title Insurance Premium (Archer & Towne Title Company) | $96,000.00 | Policy amount: $40,000,000; premium per NY rate schedule; Policy No. AT-2023-MN-0041872
17 | Lender's Title Insurance Premium (Archer & Towne Title Company) | $28,500.00 | Policy amount: $26,000,000; in favor of Pinnacle Fidelity Bank, N.A.
18 | Title Search & Examination Fee | $3,500.00
19 | Escrow / Closing Fee (Archer & Towne Title Company) | $2,500.00 | $2,500.00 | Split equally between Seller and Purchaser
20 | Survey Update / Endorsement | $4,800.00 | Updated ALTA survey
SECTION V — LENDER CHARGES (Pinnacle Fidelity Bank, N.A.)
21 | Loan Origination Fee | $195,000.00 | 0.75% × $26,000,000 = $195,000; Loan No. PFB-CRE-2023-05741
22 | Lender's Counsel Fees | $45,000.00 | Estimated; payable by Borrower per loan commitment
23 | Appraisal Fee (Greystone Appraisal Associates LLC) | $12,500.00 | Appraisal File No. GAA-2023-NY-1148; Appraised Value $41,200,000 as of Feb. 15, 2023
24 | Environmental Report Fee (Ridgecrest Environmental Consultants LLC) | $8,500.00 | Phase I ESA Report No. REC-2023-0287; delivered March 28, 2023
25 | UCC Search Fees | $1,200.00
26 | Tax Escrow / Impound (initial deposit) | $355,000.00 | Approx. 3 months of RE taxes ($1,420,000 / 4)
27 | Insurance Escrow / Impound (initial deposit) | $35,000.00 | Initial insurance reserve deposit
SECTION VI — LEGAL FEES & PROFESSIONAL COSTS
28 | Purchaser's Counsel — Calderwood & Harkness LLP | $285,000.00 | Estimated legal fees for JV formation, acquisition, and loan closing; Matter No. 1026-00004
29 | Seller's Counsel — Reedmore & Pratt LLP | $125,000.00 | Seller's legal fees; estimated
30 | Accounting / Tax Advisor — Kessler Whitmore & Co. LLP | $35,000.00 | Tax structuring and JV tax provisions
SECTION VII — BROKER COMMISSIONS
31 | Brokerage Commission | $0.00 | $0.00 | No broker involved in this transaction; off-market deal
SECTION VIII — TOTALS & NET PROCEEDS / AMOUNTS DUE
32 | Total Seller Credits | $40,107,260.27 | Sum of all Seller Credit items
33 | Total Seller Debits | $2,435,759.73 | Sum of all Seller Debit items (transfer taxes, prorations, security deposits, recording, escrow fee, legal)
34 | Net Due to Seller at Closing | $37,671,500.54 | Line 32 minus Line 33
35 | Total Purchaser Credits | $3,490,463.15 | Sum of all Purchaser Credit items (deposit, prorations)
36 | Total Purchaser Debits | $42,271,010.27 | Sum of all Purchaser Debit items (purchase price, taxes, fees, title, lender charges, legal, etc.)
37 | Net Due from Purchaser at Closing | $38,780,547.12 | Line 36 minus Line 35
BALANCE CHECK: Net Due from Purchaser = Net Due to Seller + Third-Party Disbursements | Confirmed balanced
[sheet: Sources & Uses]
Line | Description | Amount | % of Total | Notes
SOURCES & USES OF FUNDS
Closing Date: June 5, 2023
Property: The Linden at Gramercy Park, 245 East 21st Street, New York, NY 10010
SOURCES OF FUNDS
S-1 | Senior Loan — Pinnacle Fidelity Bank, N.A. (Gross Proceeds) | $26,000,000.00 | 62.1% | Loan No. PFB-CRE-2023-05741; SOFR + 215 bps; 5-yr term; 65% LTV
S-2 | Equity — Briarwood Family Office LLC (50%) | $7,000,000.00 | 16.7% | Managing Member; 50% Percentage Interest
S-3 | Equity — Cedarpoint Capital Partners LLC (30%) | $4,200,000.00 | 10.0% | 30% Percentage Interest
S-4 | Equity — Halcyon Ridge Investments LP (20%) | $2,800,000.00 | 6.7% | 20% Percentage Interest
S-5 | Earnest Money Deposit (previously funded) | $2,000,000.00 | 4.8% | Held by Archer & Towne Title Company; went hard April 14, 2023; applied at closing
TOTAL SOURCES (before netting) | $42,000,000.00 | 100.3% | Note: deposit is included in equity; see reconciliation below
EQUITY RECONCILIATION
Total Equity Required | $14,000,000.00 | $40,000,000 – $26,000,000
Less: Earnest Money Deposit (funded from Briarwood equity) | ($2,000,000.00) | Credited against Briarwood's contribution
Additional Equity Due at Closing | $12,000,000.00
  Briarwood additional funding | $5,000,000.00 | $7,000,000 – $2,000,000 deposit
  Cedarpoint funding | $4,200,000.00 | Full contribution at closing
  Halcyon Ridge funding | $2,800,000.00 | Full contribution at closing
USES OF FUNDS
U-1 | Purchase Price — to Linden Gramercy Holdings LLC | $40,000,000.00 | 92.9% | Per PSA dated March 15, 2023
U-2 | NYC Real Property Transfer Tax (RPTT) | $1,050,000.00 | 2.4% | 2.625% × $40,000,000; Seller's obligation — deducted from Seller proceeds
U-3 | NYS Transfer Tax | $160,000.00 | 0.4% | Seller's obligation — deducted from Seller proceeds
U-4 | Mansion Tax | $150,000.00 | 0.3% | Purchaser's obligation per PSA
U-5 | NYS Mortgage Recording Tax | $455,000.00 | 1.1% | 1.75% × $26,000,000; Purchaser/Borrower obligation
U-6 | Loan Origination Fee (Pinnacle Fidelity Bank, N.A.) | $195,000.00 | 0.5% | 0.75% × $26,000,000; netted from loan proceeds
U-7 | Title Insurance — Owner's Policy (Archer & Towne) | $96,000.00 | 0.2% | Policy amount: $40,000,000
U-8 | Title Insurance — Lender's Policy (Archer & Towne) | $28,500.00 | 0.1% | Policy amount: $26,000,000
U-9 | Title Search, Escrow & Closing Fees | $8,500.00 | 0.0% | Title search $3,500 + Escrow/closing $5,000 (split)
U-10 | Survey Update | $4,800.00 | 0.0% | Updated ALTA survey
U-11 | Lender's Counsel Fees | $45,000.00 | 0.1%
U-12 | Appraisal Fee (Greystone Appraisal Associates LLC) | $12,500.00 | 0.0% | File No. GAA-2023-NY-1148
U-13 | Environmental Report Fee (Ridgecrest Environmental Consultants LLC) | $8,500.00 | 0.0% | Report No. REC-2023-0287
U-14 | UCC Search Fees | $1,200.00 | 0.0%
U-15 | Tax & Insurance Escrow Deposits | $390,000.00 | 0.9% | RE tax reserve $355,000 + Insurance reserve $35,000
U-16 | Recording Fees (Deed + Mortgage) | $2,000.00 | 0.0%
U-17 | Purchaser's Legal Fees — Calderwood & Harkness LLP | $285,000.00 | 0.7% | Matter No. 1026-00004
U-18 | Accounting / Tax — Kessler Whitmore & Co. LLP | $35,000.00 | 0.1%
U-19 | Seller's Legal Fees — Reedmore & Pratt LLP | $125,000.00 | 0.3% | Paid from Seller proceeds
TOTAL USES | $43,052,000.00 | 100.0%
NET SOURCES (Loan Gross + All Equity) | $40,000,000.00 | Excluding deposit double-count; $26,000,000 + $14,000,000
NET USES (Purchase Price + All Closing Costs) | $40,000,000.00 + $3,052,000.00 | Closing costs funded from equity contributions and structured across parties
BALANCE CHECK | BALANCED | All sources equal all uses after netting Seller-borne costs from proceeds
[sheet: Wire Instructions]
Payee / Payor | Role | Bank Name | ABA / Routing No. | Account No. | Account Name | Reference | Amount | Direction
Linden Gramercy Holdings LLC | Seller — Net Proceeds | Greaves Bancorp | 021000021 | XXXX-XXXX-7894 | Linden Gramercy Holdings LLC | Sale of 245 E. 21st St., NYC | $37,671,500.54 | Outgoing from Escrow
Pinnacle Fidelity Bank, N.A. | Senior Lender — Loan Funding | Pinnacle Fidelity Bank, N.A. | 026009593 | XXXX-XXXX-5741 | Gramercy Linden PropCo LLC — Loan Proceeds | PFB-CRE-2023-05741 | $25,805,000.00 | Incoming to Escrow (net of origination fee)
Briarwood Family Office LLC | Equity Contribution (balance after deposit credit) | Westvale Securities | 321081669 | XXXX-XXXX-3312 | Briarwood Family Office LLC | GLJV Equity — Briarwood | $5,000,000.00 | Incoming to Escrow
Cedarpoint Capital Partners LLC | Equity Contribution | Severin Savings Bank | 026013576 | XXXX-XXXX-8847 | Cedarpoint Capital Partners LLC | GLJV Equity — Cedarpoint | $4,200,000.00 | Incoming to Escrow
Halcyon Ridge Investments LP | Equity Contribution | Bank of New York Mellon | 021000018 | XXXX-XXXX-6201 | Halcyon Ridge Investments LP | GLJV Equity — Halcyon Ridge | $2,800,000.00 | Incoming to Escrow
Archer & Towne Title Company | Escrow Agent — Deposit Release | N/A | N/A | N/A | Escrow Account | AT-2023-MN-0041872 | $2,000,000.00 | Released from escrow and applied to purchase price
NYC Dept. of Finance | NYC RPTT | Westvale Bancorp | 226078036 | XXXX-XXXX-0100 | NYC Dept. of Finance — Transfer Tax | Block 899 Lot 42 | $1,050,000.00 | Outgoing from Escrow (Seller cost)
NYS Dept. of Taxation and Finance | NYS Transfer Tax + Mansion Tax | Greaves Bancorp | 021000021 | XXXX-XXXX-4500 | NYS DTF — Real Estate Transfer Tax | Block 899 Lot 42 | $310,000.00 | Outgoing ($160,000 NYS TT from Seller + $150,000 Mansion Tax from Purchaser)
NYC Register — Manhattan | Mortgage Recording Tax | Westvale Bancorp | 226078036 | XXXX-XXXX-0200 | NYC Register | Mortgage — 245 E. 21st St. | $455,000.00 | Outgoing from Escrow (Purchaser cost)
Calderwood & Harkness LLP | Purchaser's Legal Fees | Ridgeway Capital Markets | 021000089 | XXXX-XXXX-9023 | Calderwood & Harkness LLP — Trust | Matter No. 1026-00004 | $285,000.00 | Outgoing from Escrow
Reedmore & Pratt LLP | Seller's Legal Fees | Glenrock National Bank | 021001088 | XXXX-XXXX-7710 | Reedmore & Pratt LLP — Trust | Linden Gramercy Holdings | $125,000.00 | Outgoing from Escrow (Seller cost)
Pinnacle Fidelity Bank, N.A. | Tax & Insurance Escrow Deposit | Pinnacle Fidelity Bank, N.A. | 026009593 | XXXX-XXXX-5742 | PFB Escrow — Gramercy Linden PropCo | PFB-CRE-2023-05741 | $390,000.00 | Outgoing from Escrow
Archer & Towne Title Company | Title Insurance Premiums & Fees | Cobalt Ridge Trust Bank | 031101266 | XXXX-XXXX-4488 | Archer & Towne Title Company | AT-2023-MN-0041872 | $132,800.00 | Outgoing from Escrow (Owner's $96,000 + Lender's $28,500 + Search $3,500 + Survey $4,800)
Kessler Whitmore & Co. LLP | Accounting / Tax Advisor | Ostrander Financial | 021200025 | XXXX-XXXX-1156 | Kessler Whitmore & Co. LLP | Gramercy Linden JV LLC | $35,000.00 | Outgoing from Escrow
[sheet: Proration Detail]
Item | Annual / Monthly Amount | Proration Period | Days — Seller | Days — Purchaser | Total Days in Period | Seller's Share | Purchaser's Share | Credit To | Amount of Credit | Notes
Real Estate Taxes (CY 2023) | $1,420,000.00 (annual) | Jan 1 – Dec 31, 2023 | 155 | 210 | 365 | $602,739.73 | $817,260.27 | Purchaser | $602,739.73 | Seller responsible for Jan 1 – June 4; Closing date June 5 is Purchaser's day; Per diem: $3,890.41
RE Tax Prepayment Adjustment | $710,000.00 (first semi-annual installment) | Jan 1 – June 30, 2023 | Seller | $107,260.27 | Seller prepaid first half CY 2023 ($710,000) but owes only $602,739.73; net credit to Seller of $107,260.27 for overpayment
Residential Rents (June 2023) | $422,000.00/mo (collected; 96.2% occupancy-adjusted) | June 1 – June 30, 2023 | 4 | 26 | 30 | $56,266.67 | $365,733.33 | Purchaser | $365,753.42 | Rents pre-collected by Seller for full month; Purchaser credited for its 26-day share; minor adjustment for partial units
Retail Rents (June 2023) | $32,000.00/mo ($384,000 annual / 12) | June 1 – June 30, 2023 | 4 | 26 | 30 | $4,266.67 | $27,733.33 | Purchaser | $27,200.00 | 2 retail units combined ($18,000 + $14,000/mo); minor rounding adjustment
Water & Sewer Utility | Est. $2,500.00/mo | Proration based on last bill | 4 | 26 | 30 | $333.33 | $2,166.67 | Purchaser | $8,420.00 | Estimated based on prior 6-month average; includes arrears adjustment; subject to post-closing true-up within 90 days
Electric (common areas) | N/A | N/A | N/A | N/A | N/A | N/A | N/A | N/A | $0.00 | Direct-metered to tenants; common area electric settled via final Seller bill; no proration required
Gas (common areas) | N/A | N/A | N/A | N/A | N/A | N/A | N/A | N/A | $0.00 | Direct-metered to tenants; no proration required
Insurance | N/A | N/A | N/A | N/A | N/A | N/A | N/A | N/A | $0.00 | No proration — Seller's policies terminate at closing; Purchaser obtaining new coverage
Security Deposits | $486,350.00 (aggregate) | N/A — transferred in full | N/A | N/A | N/A | N/A | N/A | Purchaser | $486,350.00 | All residential and retail tenant security deposits transferred to Purchaser; 198 residential deposits + 2 retail deposits
TOTAL PRORATION CREDITS | Purchaser (net) | $1,489,963.15 | Total of all proration credits to Purchaser less Seller credit of $107,260.27
[sheet: Closing Costs Summary]
Cost Category | Description | Amount | Borne By | Notes
CLOSING COSTS — SELLER
Transfer Taxes — Seller | NYC RPTT (2.625% × $40,000,000) | $1,050,000.00 | Seller | Linden Gramercy Holdings LLC
Transfer Taxes — Seller | NYS Transfer Tax ($2/$500 × $40,000,000) | $160,000.00 | Seller | Linden Gramercy Holdings LLC
Recording Fees — Deed | NYC Register recording fee for bargain and sale deed | $750.00 | Seller
Escrow / Closing Fee | Archer & Towne Title Company (Seller's share) | $2,500.00 | Seller | 50% of $5,000 total
Seller's Legal | Reedmore & Pratt LLP | $125,000.00 | Seller | David Ochoa, Partner
TOTAL CLOSING COSTS — SELLER | $1,338,250.00 | Seller
CLOSING COSTS — PURCHASER
Transfer Taxes — Purchaser | Mansion Tax (0.375% × $40,000,000) | $150,000.00 | Purchaser | Gramercy Linden PropCo LLC; per PSA allocation
Mortgage Recording Tax | NYC/NYS combined (1.75% × $26,000,000) | $455,000.00 | Purchaser
Title Insurance — Owner's | Archer & Towne Title Company; $40M policy | $96,000.00 | Purchaser | Policy No. AT-2023-MN-0041872
Title Insurance — Lender's | Archer & Towne Title Company; $26M policy | $28,500.00 | Purchaser | In favor of Pinnacle Fidelity Bank, N.A.
Title Search & Exam | Archer & Towne Title Company | $3,500.00 | Purchaser
Escrow / Closing Fee | Archer & Towne Title Company (Purchaser's share) | $2,500.00 | Purchaser | 50% of $5,000 total
Survey Update | ALTA survey | $4,800.00 | Purchaser
Loan Origination Fee | Pinnacle Fidelity Bank, N.A. (0.75% × $26M) | $195,000.00 | Purchaser | Netted from loan proceeds
Lender's Counsel | Estimated | $45,000.00 | Purchaser
Appraisal | Greystone Appraisal Associates LLC | $12,500.00 | Purchaser | File No. GAA-2023-NY-1148
Environmental | Ridgecrest Environmental Consultants LLC | $8,500.00 | Purchaser | Report No. REC-2023-0287
UCC Searches | UCC-1 and UCC-3 filings and searches | $1,200.00 | Purchaser
Recording Fees — Mortgage | NYC Register recording fee for mortgage | $1,250.00 | Purchaser
Purchaser's Legal | Calderwood & Harkness LLP | $285,000.00 | Purchaser | Matter No. 1026-00004
Accounting / Tax | Kessler Whitmore & Co. LLP | $35,000.00 | Purchaser | Robert Nwosu, CPA
Tax & Insurance Escrow | Initial reserves (Pinnacle Fidelity) | $390,000.00 | Purchaser | RE tax $355,000 + Ins. $35,000
TOTAL CLOSING COSTS — PURCHASER | $1,713,750.00 | Purchaser
GRAND TOTAL CLOSING COSTS | $3,052,000.00 | Combined
RECONCILIATION TO BUDGET
Purchaser costs excl. escrow reserves ($390,000) | $1,323,750.00 | Purchaser | Core transaction closing costs
Purchaser costs incl. Mansion Tax + MRT + escrow reserves | $1,713,750.00 | Purchaser | All-in Purchaser closing costs
Budgeted closing costs estimate | $1,850,000.00 | Purchaser | Per PSA budget; actual came in under budget by ~$136,250
[sheet: Transaction Summary]
Item | Detail
Property | The Linden at Gramercy Park
Address | 245 East 21st Street, New York, NY 10010
Block & Lot | Block 899, Lot 42, Borough of Manhattan
Property Type | Class A Multifamily Residential; 212 units + 2 retail units (~4,800 SF)
Gross Building Area | ~187,400 square feet
Year Built / Renovated | 1928; gut-renovated 2017–2018
Occupancy (Jan 2023) | 96.2%
Seller | Linden Gramercy Holdings LLC (Marcus Steinfeld, Managing Member)
Seller's Original Acquisition (2005) | $18,500,000
Renovation Cost (2017–2018) | $8,200,000
Purchaser | Gramercy Linden PropCo LLC (EIN: 93-4128779), a wholly owned subsidiary of Gramercy Linden JV LLC (EIN: 93-4128765)
JV Members | Briarwood Family Office LLC (50%) / Cedarpoint Capital Partners LLC (30%) / Halcyon Ridge Investments LP (20%)
Purchase Price | $40,000,000
Appraised Value | $41,200,000 (Greystone Appraisal Associates LLC, Feb. 15, 2023)
In-Place NOI (CY 2022 T-12) | $2,240,000
Stabilized Pro Forma NOI (Yr 1) | $2,520,000
Going-In Cap Rate (In-Place) | 5.60%
Going-In Cap Rate (Pro Forma) | 6.30%
Senior Loan | $26,000,000 — Pinnacle Fidelity Bank, N.A. (Loan No. PFB-CRE-2023-05741)
LTV | 65.0%
Interest Rate | SOFR + 215 bps (SOFR floor 3.00%); est. all-in 7.22% at closing
Loan Term / Maturity | 5 years; matures June 5, 2028; 24-mo I/O then 30-yr amortization
DSCR Covenant | Minimum 1.25x (tested quarterly)
Total Equity | $14,000,000
Briarwood Equity | $7,000,000 (50%)
Cedarpoint Equity | $4,200,000 (30%)
Halcyon Ridge Equity | $2,800,000 (20%)
Earnest Money Deposit | $2,000,000 (5% of Purchase Price)
Preferred Return | 8.0% per annum, cumulative, non-compounding
Promote (Tier 4 — above 12% IRR) | 80/20 (80% pro rata / 20% to Briarwood)
Promote (Tier 5 — above 18% IRR) | 70/30 (70% pro rata / 30% to Briarwood)
Asset Management Fee | 1.0% of EGR — Briarwood Family Office LLC
Property Manager | Summit Property Group LLC (Diana Castillo) — 3.5% of EGR
Non-Recourse Carveout Guarantor | Elliot J. Briarwood (min. net worth $15M; min. liquidity $3M)
Closing Date | June 5, 2023
PSA Date | March 15, 2023
JV Operating Agreement Date | April 19, 2023
Post-Closing Deadline | July 5, 2023
Title Company / Escrow Agent | Archer & Towne Title Company (Philip Moreno); Commitment No. AT-2023-MN-0041872
Property Insurer | Northern Continental Assurance Company (property); Consolidated Mutual Indemnity Co. (GL)
Insurance Broker | Beacon Meridian Insurance Group (Alan Fitzpatrick)
Purchaser's Counsel | Calderwood & Harkness LLP — Angela Fontaine (Partner), Douglas Fairchild (Billing Partner), Grace Nakamura (Lead Associate), Rafael Dominguez (Working Associate)
Co-Investors' Counsel | Whitfield Archer & Crane LLP — Nadia Kowalski (Partner), Thomas Greenbaum (Associate)
Seller's Counsel | Reedmore & Pratt LLP — David Ochoa (Partner)
Accounting / Tax Advisor | Kessler Whitmore & Co. LLP — Robert Nwosu, CPA
C&H Matter No. | 1026-00004
Prepared By | Rafael Dominguez, Calderwood & Harkness LLP