FOR MEDIATION PURPOSES ONLY — CONFIDENTIAL AND PRIVILEGED — NOT TO BE USED OR DISCLOSED IN ANY JUDICIAL PROCEEDING
SUPREME COURT OF THE STATE OF NEW YORK COUNTY OF KINGS
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JONATHAN R. CALDWELL,
Plaintiff,
— against —
MARCUS D. WHITFIELD and PINNACLE GREYSTONE CAPITAL LLC,
Defendants.
Index No. 519847/2023
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CONFIDENTIAL MEDIATION STATEMENT OF PLAINTIFF JONATHAN R. CALDWELL
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Submitted to: Jerome Aschkenazy, Esq., Mediator Meridian Dispute Resolution Services LLC 100 Park Avenue, Suite 1650 New York, NY 10017
In Advance of the Mediation Session Scheduled for December 14, 2023
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Submitted by:
CALDERWOOD & HARKNESS LLP 599 Lexington Avenue, 34th Floor New York, NY 10022
Douglas Carmichael, Esq. (Responsible Partner) Francesca Morano, Esq. (Partner) Patrick Gallagher, Esq. (Senior Associate) Simone Laroche, Esq. (Associate)
Attorneys for Plaintiff Jonathan R. Caldwell
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NOTICE: This Confidential Mediation Statement is submitted to the Mediator exclusively for the purpose of facilitating settlement discussions in connection with the above-captioned action. This document, and all information contained herein, is privileged and confidential, prepared in contemplation of mediation, and is not to be used, disclosed, referenced, or offered into evidence in any judicial, arbitral, administrative, or other proceeding. This statement is protected by all applicable mediation privileges, including but not limited to New York CPLR § 4547 and the mediation confidentiality provisions agreed to by the parties.
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I. PRELIMINARY STATEMENT
This Confidential Mediation Statement is respectfully submitted on behalf of Plaintiff Jonathan R. Caldwell in connection with the mediation of his claims against Defendants Marcus D. Whitfield and Pinnacle Greystone Capital LLC (collectively, "Defendants"), scheduled to take place on December 14, 2023, before Jerome Aschkenazy, Esq. of Meridian Dispute Resolution Services LLC.
At its core, this dispute arises from a joint $14.8 million real estate investment in a mixed-use development project located at 540-548 Atlantic Avenue, Brooklyn, New York 11217 (the "Property" or the "Project"). In reliance upon material representations made by Mr. Whitfield and his entity, Pinnacle Greystone Capital LLC, Mr. Caldwell invested $5,920,000 — representing a 40% co-investment share — through his wholly owned entity, Caldwell Urban Ventures LLC. Mr. Caldwell committed these funds on the understanding that Mr. Whitfield, serving as managing co-investor through Pinnacle Greystone Capital LLC, had conducted thorough due diligence on the Property and had accurately represented the condition, financial profile, and risk characteristics of the investment opportunity.
That understanding was profoundly betrayed. As Mr. Caldwell discovered in August 2023, Mr. Whitfield, through Pinnacle Greystone Capital LLC, systematically concealed material adverse information from Mr. Caldwell and diverted project funds for his personal benefit. The concealed information falls into four discrete categories: (1) $1,340,000 in pre-existing New York City real property tax liens encumbering the Property at the time of acquisition; (2) a Phase II environmental site assessment revealing petroleum contamination requiring approximately $620,000 in remediation costs; (3) the inflation of pro forma rental income projections by approximately $580,000 per year, or approximately 26.9%; and (4) an undisclosed $370,000 consulting agreement with an entity controlled by Mr. Whitfield's brother-in-law, through which project funds were diverted to an insider for Mr. Whitfield's personal benefit.
On September 18, 2023, Mr. Caldwell filed a Complaint in the Supreme Court of the State of New York, Kings County, asserting six causes of action: (1) common-law fraud; (2) fraudulent inducement; (3) constructive fraud; (4) breach of fiduciary duty; (5) unjust enrichment; and (6) aiding and abetting fraud against Pinnacle Greystone Capital LLC. The Complaint seeks compensatory damages in the amount of $6,200,000, together with punitive damages warranted by the egregious and intentional nature of Defendants' misconduct.
Mr. Caldwell enters this mediation in good faith and is prepared to engage constructively with the process and with the Mediator in an effort to reach a reasonable resolution of this dispute. Mr. Caldwell recognizes the costs, uncertainties, and burdens of protracted litigation and values the opportunity that mediation provides to resolve matters efficiently and privately. However, Mr. Caldwell respectfully submits that any resolution must fairly compensate him for the significant and quantifiable harm caused by Defendants' deliberate scheme to defraud him. The evidence is overwhelming, and the damages are substantial. Mr. Caldwell is confident that a full trial of this matter would result in a judgment in his favor, and his settlement demand, set forth in Section VIII below, reflects meaningful concessions from the full measure of his claims.
II. THE PARTIES
A. Plaintiff Jonathan R. Caldwell
Jonathan R. Caldwell is an individual investor, age 58, residing at 440 East 72nd Street, Apt. 18D, New York, New York 10021. Mr. Caldwell is a seasoned real estate and asset management professional with decades of experience evaluating, structuring, and managing complex real estate investments in the New York metropolitan area.
Mr. Caldwell holds a Bachelor of Science in Finance from the Wharton School of the University of Pennsylvania and a Master of Business Administration from Columbia Business School. Following a distinguished career in institutional real estate finance, Mr. Caldwell previously served as a Managing Director at Hargrove Meridian Partners LLC, a New York-based real estate private equity firm with approximately $2.4 billion in assets under management. In that capacity, Mr. Caldwell was responsible for sourcing, underwriting, and managing a portfolio of commercial and mixed-use real estate investments throughout the Northeast. In 2018, Mr. Caldwell transitioned from institutional portfolio management to direct personal investing, focusing on value-added and opportunistic real estate opportunities in the New York metropolitan area.
Mr. Caldwell's estimated net worth is approximately $34 million, of which approximately $19 million is deployed across various real estate holdings in the New York metropolitan area. His investment in the Project at issue in this litigation represents a significant concentration of his personal capital and was made in reliance upon the representations and due diligence of his co-investor, Mr. Whitfield.
Mr. Caldwell invested in the Project through Caldwell Urban Ventures LLC, a New York single-member limited liability company formed on March 8, 2021 (EIN: 86-4031278), of which Mr. Caldwell is the sole member and manager. Caldwell Urban Ventures LLC holds a 40% membership interest in Atlantic Yards Development Partners LLC, the special purpose vehicle formed to acquire and develop the Property.
B. Defendant Marcus D. Whitfield
Marcus D. Whitfield is an individual real estate developer and investment manager, age 52, residing at 88 Montague Street, Penthouse B, Brooklyn, New York 11201. Mr. Whitfield operates principally through Pinnacle Greystone Capital LLC, which he solely owns and controls.
Mr. Whitfield holds a Bachelor of Arts in Economics from New York University and a Juris Doctor from Fordham University School of Law. Although Mr. Whitfield holds a law degree, he is not a practicing attorney and has not maintained an active license to practice law. He has been involved in over $200 million in aggregate real estate transactions in Brooklyn and Queens over the past decade, representing himself to investors and counterparties as an experienced and knowledgeable real estate development professional.
In connection with the Project at issue, Mr. Whitfield invested $8,880,000 (a 60% co-investment share) through Pinnacle Greystone Capital LLC. More significantly for purposes of this mediation, Mr. Whitfield served as the managing co-investor with primary responsibility for sourcing the deal, conducting all due diligence on the Property, managing the acquisition process, and overseeing the subsequent development and renovation. It was in this capacity — as the party entrusted with due diligence and deal management — that Mr. Whitfield systematically concealed material adverse information and diverted project funds for his personal benefit.
C. Defendant Pinnacle Greystone Capital LLC
Pinnacle Greystone Capital LLC is a New York limited liability company with its principal office at 330 Furman Street, Suite 410, Brooklyn, New York 11201 (EIN: 83-2917465). Pinnacle Greystone Capital LLC was formed on June 14, 2019 under the laws of the State of New York. Marcus D. Whitfield is the sole member and manager of Pinnacle Greystone Capital LLC. The entity has no other members, managers, officers, or employees of material significance to this dispute.
Pinnacle Greystone Capital LLC served as the managing co-investor entity in the Project and holds the 60% membership interest in Atlantic Yards Development Partners LLC, the Project SPV. It was through Pinnacle Greystone Capital LLC that Mr. Whitfield exercised control over the Project and through which the fraudulent conduct at issue was perpetrated, including the execution of the undisclosed consulting agreement with Glenmore Realty Advisors Inc. and the diversion of $370,000 in project funds.
D. Atlantic Yards Development Partners LLC (Project SPV)
Atlantic Yards Development Partners LLC is a New York limited liability company formed on April 22, 2021 (EIN: 87-1253946) as the special purpose vehicle for the acquisition and development of the Property at 540-548 Atlantic Avenue, Brooklyn, New York 11217. Its registered agent is National Filing Services Inc., 28 Liberty Street, New York, New York 10005.
The membership interests in Atlantic Yards Development Partners LLC are held as follows:
Under the operating agreement of the SPV, Pinnacle Greystone Capital LLC, as the 60% member, serves as the managing member, vested with broad authority over the day-to-day operations and management of the Project, subject to fiduciary duties owed to all members.
III. FACTUAL BACKGROUND
A. The Investment Opportunity
In or about March 2021, Mr. Whitfield approached Mr. Caldwell with a co-investment opportunity to acquire and redevelop a mixed-use building located at 540-548 Atlantic Avenue, Brooklyn, New York 11217. The Property consists of a 42,000-square-foot mixed-use building situated on an approximately 0.38-acre lot in Brooklyn. The Property is zoned C6-2A, a commercial zoning classification that permits a range of residential and commercial uses, including the ground-floor retail and upper-floor residential conversion that Mr. Whitfield proposed as the development plan. The neighborhood along Atlantic Avenue in the vicinity of the Property has experienced significant growth and investment activity in recent years, and the location was presented by Mr. Whitfield as a highly attractive development opportunity.
Mr. Whitfield circulated to Mr. Caldwell detailed pro forma financial projections and investment materials presenting the proposed development opportunity. These materials, which Mr. Whitfield either personally prepared or caused to be prepared under his direction and supervision, formed the basis upon which Mr. Caldwell evaluated the investment and ultimately committed his capital. The materials included a comprehensive investment memorandum, a detailed pro forma financial model, a property description, market comparables, and a summary of the proposed capital structure.
The key financial terms presented by Mr. Whitfield in the investment materials were as follows:
• Acquisition Price: $14,800,000
• Projected Total Development Budget: $22,350,000 (comprising the $14,800,000 acquisition cost plus $7,550,000 in projected renovation and development costs)
• Projected Stabilized Value: $31,200,000
• Projected Equity Multiple: Approximately 2.13x ($31,200,000 ÷ $14,800,000)
• Pro Forma Annual Gross Rental Income at Stabilization: $2,160,000
These projections painted an attractive picture of a value-added real estate investment with substantial upside potential, and they were central to Mr. Caldwell's decision to invest. As set forth in detail below, these projections were materially false and misleading in critical respects.
B. Capital Structure and Closing
The acquisition of the Property was financed through a combination of senior debt and co-investor equity, structured as follows:
Senior Debt: Broadmark Commercial Lending Corp. (140 Broadway, 22nd Floor, New York, New York 10005) provided a $9,620,000 acquisition and construction loan (the "Senior Loan") secured by a first-priority mortgage on the Property. The Senior Loan represented a loan-to-value ratio of approximately 65% ($9,620,000 ÷ $14,800,000 = 65%). The loan was originated by loan officer David Poulos and was underwritten based in part on the same pro forma financial projections that Mr. Whitfield presented to Mr. Caldwell.
Equity: The total equity required at closing was $5,180,000, representing the difference between the $14,800,000 acquisition price and the $9,620,000 Senior Loan. This equity was funded by the two co-investors in proportion to their respective membership interests:
The acquisition of the Property closed on May 14, 2021. At closing, Mr. Caldwell, through Caldwell Urban Ventures LLC, contributed $2,072,000 in equity, with the balance of his total committed equity of $5,920,000 to be funded through subsequent capital calls as renovation and development costs were incurred.
In making his investment decision and committing $5,920,000 in equity to the Project, Mr. Caldwell relied upon Mr. Whitfield's representations regarding the condition of the Property, the absence of material encumbrances or liens, the accuracy of the financial projections, and the completeness of the due diligence that Mr. Whitfield had undertaken in his capacity as managing co-investor. As set forth below, each of these representations was materially false.
C. Whitfield's Role as Managing Co-Investor
Under the operating agreement of Atlantic Yards Development Partners LLC (the "Operating Agreement"), executed by both Caldwell Urban Ventures LLC and Pinnacle Greystone Capital LLC contemporaneously with the formation of the SPV in April 2021, Pinnacle Greystone Capital LLC — i.e., Mr. Whitfield — served as the managing member with comprehensive responsibility for the day-to-day management and operation of the Project. Specifically, Mr. Whitfield, through Pinnacle Greystone Capital LLC, was responsible for:
(a) Sourcing and evaluating the investment opportunity and presenting it to potential co-investors;
(b) Conducting due diligence on the Property, including title searches, environmental assessments, physical inspections, zoning analysis, and financial underwriting;
(c) Managing the acquisition process, including negotiating the purchase agreement, coordinating with the lender, and overseeing the closing;
(d) Overseeing all post-acquisition development and renovation activities, including engaging contractors, managing budgets, and supervising construction; and
(e) Providing periodic reports and updates to all members of the SPV regarding the status of the Project and any material developments.
Mr. Caldwell reasonably relied on Mr. Whitfield to discharge each of these responsibilities honestly, diligently, and in good faith. The entire structure of the co-investment was predicated on the understanding that Mr. Whitfield — as the managing co-investor who sourced the deal and controlled the due diligence process — would conduct himself with the integrity and transparency required of a fiduciary. As managing member and co-member of the SPV, Mr. Whitfield owed fiduciary duties of loyalty and care to Mr. Caldwell and to Caldwell Urban Ventures LLC. These duties included the obligation to disclose all material information concerning the Property and the investment, to refrain from self-dealing, and to act in the best interests of the SPV and its members. Mr. Whitfield breached each of these obligations.
D. Discovery of the Fraud
For more than two years following the closing, Mr. Caldwell had no reason to suspect that Mr. Whitfield had concealed material adverse information or engaged in self-dealing. Mr. Whitfield provided periodic updates on the Project that gave no indication of the undisclosed liabilities or the diversion of project funds.
In August 2023, however, the Project encountered financing difficulties when Broadmark Commercial Lending Corp. required updated title and environmental reports as a condition of extending the maturity date of the Senior Loan, which was approaching its original maturity. This requirement triggered a fresh examination of the Property's title status and environmental condition.
Through this process, Mr. Caldwell discovered for the first time the following material adverse facts that Mr. Whitfield had concealed:
(a) The existence of $1,340,000 in pre-existing New York City real property tax liens encumbering the Property at the time of acquisition;
(b) The existence of a Phase II environmental site assessment conducted prior to the acquisition that identified petroleum contamination requiring an estimated $620,000 in remediation;
(c) The material inflation of the pro forma rent roll by approximately $580,000 per year, or approximately 26.9%, above achievable market rents; and
(d) The existence of an undisclosed $370,000 consulting agreement with Glenmore Realty Advisors Inc., an entity controlled by Mr. Whitfield's brother-in-law, through which project funds were diverted for Mr. Whitfield's personal benefit.
The discovery of these facts, each of which is discussed in detail in Section IV below, confirmed a systematic pattern of fraud, concealment, and self-dealing by Mr. Whitfield that pervaded every material aspect of the investment opportunity presented to Mr. Caldwell.
IV. THE FOUR CATEGORIES OF FRAUD
A. Concealment of $1,340,000 in Pre-Existing NYC Real Property Tax Liens
At the time of the acquisition on May 14, 2021, the Property at 540-548 Atlantic Avenue was encumbered by $1,340,000 in outstanding New York City real property tax liens. These liens represented unpaid real property taxes that had accrued over a multi-year period prior to the acquisition and had been sold by the City of New York in the form of tax lien certificates. The existence of these liens was readily ascertainable through a standard title search or a review of the New York City Department of Finance records, and Mr. Whitfield — who had assumed sole responsibility for conducting due diligence on the Property — was aware of their existence.
Notwithstanding his actual knowledge of these liens, Mr. Whitfield affirmatively represented to Mr. Caldwell, both orally and in written investment materials, that all tax obligations relating to the Property had been resolved prior to closing. These representations were false. Mr. Whitfield never disclosed the existence of the outstanding tax liens to Mr. Caldwell at any time — not in the investment memorandum, not during discussions leading up to the closing, and not at any point during the more than two years between the closing and Mr. Caldwell's independent discovery of the liens in August 2023.
The existence of $1,340,000 in outstanding tax liens materially impaired the value and marketability of the Property. Tax liens are senior encumbrances that take priority over virtually all other claims against real property, and the failure to satisfy them creates an ongoing risk of tax lien foreclosure, which could result in the complete loss of the co-investors' equity in the Project. The liens directly reduced the net equity value of the investment by $1,340,000 and created additional carrying costs and legal exposure for Atlantic Yards Development Partners LLC that were never disclosed to or anticipated by Mr. Caldwell.
B. Suppression of Phase II Environmental Assessment Revealing $620,000 Remediation Liability
In February 2021 — approximately three months before the acquisition closed — Ridgepoint Environmental Consultants LLC conducted a Phase II environmental site assessment of the Property at Mr. Whitfield's direction and at the expense of the pre-development budget. A Phase II assessment involves subsurface investigation, including soil and groundwater sampling, and is typically conducted when a Phase I environmental site assessment identifies recognized environmental conditions warranting further investigation.
The Phase II assessment conducted by Ridgepoint Environmental Consultants LLC identified petroleum contamination on the site — specifically, the presence of petroleum hydrocarbons in soil and groundwater at concentrations exceeding applicable New York State Department of Environmental Conservation cleanup standards. The assessment estimated that remediation of the contamination would require approximately $620,000 in costs, including excavation, treatment, disposal, monitoring, and regulatory compliance.
Mr. Whitfield was in possession of the Phase II assessment report and was fully aware of its findings. Despite this, Mr. Whitfield represented to Mr. Caldwell that the Phase I environmental site assessment of the Property was "clean" and made no mention whatsoever of the Phase II assessment or its findings. Mr. Whitfield did not provide Mr. Caldwell with a copy of the Phase II report, did not disclose its existence, and did not reference the petroleum contamination or the estimated remediation costs in any communication, written or oral, with Mr. Caldwell.
This concealment was deliberate and calculated. By suppressing the Phase II assessment, Mr. Whitfield deprived Mr. Caldwell of material information about a significant contingent environmental liability that directly affected the investment's risk profile and economics. The $620,000 estimated remediation cost was not included in the $7,550,000 renovation budget or the $22,350,000 projected total development budget presented to Mr. Caldwell in the investment materials. Had Mr. Caldwell been made aware of the environmental contamination and the associated remediation costs, he would have either declined to invest entirely or demanded a substantial reduction in the acquisition price and a restructuring of the deal economics to account for the previously undisclosed liability.
C. Inflation of Pro Forma Rent Roll by Approximately $580,000/Year (26.9%)
The pro forma investment materials prepared or approved by Mr. Whitfield projected annual gross rental income at stabilization of $2,160,000. This figure was central to the financial projections for the Project, as it drove the projected stabilized value, the projected equity multiple, and the overall return expectations upon which Mr. Caldwell relied in making his investment decision.
Following the discovery of the other categories of fraud in August 2023, Mr. Caldwell engaged Ellerby & Associates CPAs LLP (757 Third Avenue, Suite 1800, New York, New York 10017; managing partner Grace Ellerby, CPA) to conduct an independent analysis of the Property's rental income potential. Ellerby & Associates performed a thorough review of the pro forma rent roll, including an analysis of comparable rental properties in the Atlantic Avenue corridor and surrounding neighborhoods in Brooklyn, adjusted for the specific characteristics, condition, and unit mix of the Property.
The independent analysis conducted by Ellerby & Associates determined that achievable market rents for the Property supported only approximately $1,580,000 in annual gross rental income at stabilization — not the $2,160,000 projected by Mr. Whitfield. This represents an overstatement of approximately $580,000 per year, or approximately 26.9% ($580,000 ÷ $2,160,000 = 26.85%).
The magnitude of this overstatement cannot be dismissed as a mere difference of opinion or optimistic underwriting. A 26.9% inflation of the rent roll is far outside the range of reasonable variation and reflects a deliberate effort to make the investment appear significantly more attractive than it was. The inflated rent roll materially overstated the projected stabilized value of the Property and the projected equity returns. The projected stabilized value of $31,200,000, which was derived in part from the capitalization of the inflated rental income, was itself materially inflated as a direct result of the rent overstatement. Similarly, the projected equity multiple of approximately 2.13x was rendered fundamentally misleading. Had the pro forma been prepared using realistic, market-supported rental assumptions, the projected returns would have been substantially lower, and the attractiveness of the investment would have been materially diminished.
D. Undisclosed $370,000 Consulting Agreement with Glenmore Realty Advisors Inc.
On or about April 30, 2021 — approximately two weeks before the acquisition closed on May 14, 2021 — Mr. Whitfield caused Pinnacle Greystone Capital LLC to enter into a consulting agreement (the "Glenmore Agreement") with Glenmore Realty Advisors Inc. Glenmore Realty Advisors Inc. is an entity controlled by Neil Osterberg, who is Mr. Whitfield's brother-in-law. The relationship between Mr. Whitfield and Mr. Osterberg was not disclosed to Mr. Caldwell, nor was the existence of the Glenmore Agreement.
Under the Glenmore Agreement, Pinnacle Greystone Capital LLC paid Glenmore Realty Advisors Inc. a $370,000 "acquisition advisory fee" from the project funds of Atlantic Yards Development Partners LLC. This payment was funded from the capital contributions made by the co-investors — including Mr. Caldwell's equity — to the SPV. The payment was made without Mr. Caldwell's knowledge, consent, or approval. At no point prior to August 2023 did Mr. Whitfield disclose the existence of the Glenmore Agreement, the payment of the $370,000 fee, or the relationship between Glenmore Realty Advisors Inc. and Mr. Whitfield's brother-in-law.
The Glenmore Agreement was a self-dealing transaction of the most egregious kind. Mr. Whitfield, acting through Pinnacle Greystone Capital LLC in his capacity as managing member of the SPV, caused the SPV to pay a substantial fee to a related party — his own brother-in-law's company — without any disclosure to or approval from his co-investor. The "acquisition advisory fee" appears to have been fabricated; no legitimate advisory services were rendered by Glenmore Realty Advisors Inc., and the fee served as a mechanism for Mr. Whitfield to divert project funds for his personal benefit through an insider.
Mr. Caldwell's 40% pro rata share of the diverted $370,000 fee is $148,000 (40% × $370,000 = $148,000). This amount represents a direct loss to Mr. Caldwell attributable to Mr. Whitfield's self-dealing. The Glenmore Agreement was never disclosed in the Operating Agreement, the investment materials, capital call notices, or any subsequent communications from Mr. Whitfield to Mr. Caldwell.
V. PROCEDURAL HISTORY
A. Pre-Litigation. Following the discovery of the fraud in August 2023, Mr. Caldwell immediately took steps to investigate the full scope of Mr. Whitfield's misconduct and to preserve his legal rights. Mr. Caldwell retained Calderwood & Harkness LLP pursuant to an engagement letter dated September 11, 2023, to investigate the claims, assess the available evidence, and pursue all available legal remedies against Mr. Whitfield and Pinnacle Greystone Capital LLC. In parallel, Mr. Caldwell engaged Ellerby & Associates CPAs LLP to conduct the independent rent analysis described above, and Tidewater Appraisal Group LLC to prepare a retrospective appraisal of the Property.
B. Complaint and Causes of Action
On September 18, 2023, Mr. Caldwell filed a Verified Complaint (the "Complaint") in the Supreme Court of the State of New York, Kings County, under Index No. 519847/2023. The Complaint asserts six causes of action against the Defendants:
First Cause of Action — Common-Law Fraud: Against Marcus D. Whitfield and Pinnacle Greystone Capital LLC, alleging that Defendants made material misrepresentations and omissions of fact, with knowledge of their falsity, upon which Mr. Caldwell reasonably relied to his detriment, resulting in damages.
Second Cause of Action — Fraudulent Inducement: Against Marcus D. Whitfield and Pinnacle Greystone Capital LLC, alleging that Defendants' misrepresentations and concealments were made for the specific purpose of inducing Mr. Caldwell to enter into the co-investment and commit his capital to the Project.
Third Cause of Action — Constructive Fraud: Against Marcus D. Whitfield and Pinnacle Greystone Capital LLC, alleging that Defendants occupied a position of trust and confidence vis-à-vis Mr. Caldwell and, through the magnitude and pattern of their misrepresentations and concealments, committed constructive fraud.
Fourth Cause of Action — Breach of Fiduciary Duty: Against Marcus D. Whitfield and Pinnacle Greystone Capital LLC, alleging that Defendants, as managing member and co-member of the SPV, owed fiduciary duties of loyalty and care to Mr. Caldwell and breached those duties through their concealment of material adverse information and their self-dealing.
Fifth Cause of Action — Unjust Enrichment: Against Marcus D. Whitfield and Pinnacle Greystone Capital LLC, alleging that Defendants were unjustly enriched at Mr. Caldwell's expense through the diversion of project funds via the Glenmore Agreement and through obtaining Mr. Caldwell's equity contribution on the basis of false representations.
Sixth Cause of Action — Aiding and Abetting Fraud: Against Pinnacle Greystone Capital LLC, alleging that Pinnacle Greystone Capital LLC, as the entity through which Mr. Whitfield perpetrated the fraud, provided substantial assistance to the fraudulent scheme.
The Complaint seeks compensatory damages in the amount of $6,200,000, together with punitive damages, pre-judgment interest, costs, and attorneys' fees.
C. Motion for Preliminary Injunction
On October 2, 2023, Mr. Caldwell moved by Order to Show Cause for a preliminary injunction to restrain Defendants from further encumbering, transferring, dissipating, or otherwise impairing the subject Property or the assets of Atlantic Yards Development Partners LLC pending resolution of this action. The motion was supported by Mr. Caldwell's affidavit and a memorandum of law, and was predicated on concerns that Mr. Whitfield, having demonstrated a willingness to divert project funds for personal benefit, might further dissipate the assets of the SPV.
A hearing on the motion was held on October 30, 2023, before the Honorable Patricia Velez, J.S.C. On November 8, 2023, Justice Velez denied the motion on the grounds that Mr. Caldwell had not demonstrated irreparable harm sufficient to warrant preliminary injunctive relief, finding that Mr. Caldwell's claimed injuries were compensable in money damages.
Mr. Caldwell respectfully disagrees with the ruling and notes that the denial of a preliminary injunction was based solely on the procedural standard for injunctive relief — namely, the requirement of irreparable harm — and does not in any way address or undermine the merits of the underlying fraud claims. The court did not make any findings regarding the truth or falsity of Mr. Whitfield's representations or the strength of Mr. Caldwell's substantive claims.
D. Defendants' Answer
On October 23, 2023, Defendants filed their Verified Answer (the "Answer") through their counsel, Ridgeway, Tanaka & Schiff LLP (1 MetroTech Center, Suite 2200, Brooklyn, New York 11201; lead partner Helen K. Tanaka, Esq.; associate Robert Feinberg, Esq.). The Answer denied all material allegations of the Complaint and asserted the following affirmative defenses:
(a) Sophisticated Investor: Defendants contend that Mr. Caldwell is a sophisticated investor who had the ability and opportunity to conduct his own independent due diligence and cannot claim reasonable reliance on Defendants' representations.
(b) Due Diligence Waiver: Defendants contend that Mr. Caldwell contractually waived his right to rely on Defendants' representations by entering into the co-investment without conducting independent due diligence.
(c) Ratification: Defendants contend that Mr. Caldwell ratified the investment and the actions of the managing member by continuing to fund capital calls and participate in the Project after the closing.
As set forth in Section VI below, each of these affirmative defenses is without merit.
E. Current Status
The case remains in the early stages of litigation. Discovery has not yet commenced in earnest, and no depositions have been taken. The parties have agreed to mediate the dispute before Jerome Aschkenazy, Esq. of Meridian Dispute Resolution Services LLC in an effort to reach a negotiated resolution prior to the commencement of formal discovery. The mediation session is scheduled for December 14, 2023.
VI. LEGAL ANALYSIS — STRENGTH OF PLAINTIFF'S CLAIMS
A. Common-Law Fraud
Under well-established New York law, the elements of a cause of action for common-law fraud are: (1) a material misrepresentation or omission of fact; (2) made with knowledge of its falsity (scienter); (3) upon which the plaintiff reasonably relied; and (4) which proximately caused damages to the plaintiff. See Eurycleia Partners, LP v. Padilla & Severin LLP, 12 N.Y.3d 553, 559 (2009); Lama Holding Co. v. Smith Barney Inc., 88 N.Y.2d 413, 421 (1996).
Each element is amply satisfied here.
Material Misrepresentation or Omission. Mr. Whitfield made multiple affirmative misrepresentations and material omissions. He affirmatively represented to Mr. Caldwell that the tax obligations on the Property had been resolved, when in fact $1,340,000 in tax liens remained outstanding. He represented that the Phase I environmental assessment was "clean," while deliberately concealing the Phase II assessment that revealed petroleum contamination requiring $620,000 in remediation. He presented a pro forma rent roll projecting $2,160,000 in annual gross rental income, when achievable market rents supported only approximately $1,580,000. And he concealed entirely the existence of the $370,000 Glenmore consulting agreement. Each of these misrepresentations and omissions pertains to facts that are unquestionably material to any investor's decision to commit $5,920,000 in equity to a real estate development project.
Scienter. Mr. Whitfield had actual knowledge of the falsity of each of his representations. He was in possession of the Phase II environmental assessment report. He was aware of the outstanding tax liens, which were discoverable through basic due diligence that he was responsible for conducting. He prepared or approved the inflated pro forma rent roll. And he personally caused Pinnacle Greystone Capital LLC to enter into the Glenmore Agreement with his brother-in-law's company. There can be no credible argument that Mr. Whitfield was unaware of any of these facts.
Reasonable Reliance. Mr. Caldwell reasonably relied on Mr. Whitfield's representations in committing $5,920,000 in equity to the Project. Mr. Whitfield was not merely a casual acquaintance or an arm's-length counterparty; he was the managing co-investor who had expressly undertaken responsibility for sourcing the deal, conducting all due diligence, and managing the acquisition. The entire structure of the co-investment was designed so that Mr. Whitfield would perform these functions and Mr. Caldwell would rely upon them. Under these circumstances, Mr. Caldwell's reliance on Mr. Whitfield's representations was eminently reasonable. See Brunetti v. Musallam, 11 A.D.3d 280, 281 (1st Dep't 2004) (reliance reasonable where defendant had superior access to information and assumed responsibility for due diligence).
Damages. Mr. Caldwell has suffered direct and quantifiable damages exceeding $6,200,000, as set forth in detail in Section VII below.
B. Fraudulent Inducement
Mr. Whitfield's misrepresentations and concealments were not incidental to the transaction; they were made for the specific and deliberate purpose of inducing Mr. Caldwell to invest in the Project. The concealment of the tax liens, the suppression of the Phase II environmental assessment, the inflation of the rent roll, and the concealment of the Glenmore Agreement were each calculated to make the investment appear more attractive and less risky than it was, thereby securing Mr. Caldwell's capital commitment.
"But for" Mr. Whitfield's misrepresentations, Mr. Caldwell would not have entered into the co-investment on the terms presented. Had Mr. Caldwell been aware of the true condition of the Property, the actual environmental liabilities, the realistic rent projections, and Mr. Whitfield's insider consulting arrangement, he would have either declined the investment entirely or demanded fundamentally different deal terms. The fraudulent inducement claim is thus established on both causation grounds — "but for" causation and proximate causation.
C. Constructive Fraud
Even absent direct proof of scienter — which, as demonstrated above, is abundantly present in this case — Mr. Caldwell's claim for constructive fraud provides an independent basis for recovery. Under New York law, constructive fraud may be established where a party who occupies a position of trust and confidence makes material misrepresentations or fails to disclose material information, regardless of whether the party intended to deceive. See Brown v. Lockwood, 76 A.D.2d 721, 731 (2d Dep't 1980).
Mr. Whitfield occupied precisely such a position of trust and confidence. As managing co-investor and co-member of the SPV, Mr. Whitfield owed fiduciary obligations to Mr. Caldwell, including the duty to disclose material information and to act in good faith. The magnitude and pattern of misrepresentations and concealments documented in this statement — encompassing four separate categories of material adverse information — establish constructive fraud even under the most conservative application of the doctrine.
D. Breach of Fiduciary Duty
As managing member of Atlantic Yards Development Partners LLC, Mr. Whitfield owed fiduciary duties of loyalty and care to all members of the SPV, including Mr. Caldwell and Caldwell Urban Ventures LLC. See Pokoik v. Pokoik, 115 A.D.3d 428, 429 (1st Dep't 2014); Salm v. Feldstein, 20 A.D.3d 469, 470 (2d Dep't 2005). These duties required Mr. Whitfield to (a) disclose all material information relating to the Property and the Project; (b) act in good faith and in the best interests of the SPV and its members; (c) refrain from self-dealing; and (d) not place his personal interests above those of the SPV and its members.
Mr. Whitfield breached each of these duties. The concealment of the tax liens, the suppression of the Phase II environmental assessment, and the inflation of the pro forma rent roll each constitute independent breaches of the duty of care and the duty of disclosure. The undisclosed $370,000 payment to Glenmore Realty Advisors Inc. — an entity controlled by Mr. Whitfield's brother-in-law — constitutes a textbook breach of the duty of loyalty. The Glenmore Agreement was a related-party transaction executed without disclosure to or approval from Mr. Caldwell, using project funds in which Mr. Caldwell held a 40% interest. There is no more fundamental breach of a fiduciary's duty of loyalty than causing the entity he manages to pay substantial sums to his own family member's company without disclosure or consent.
E. Unjust Enrichment
Mr. Whitfield was unjustly enriched by the $370,000 Glenmore fee diverted from project funds. Mr. Caldwell's 40% pro rata share of that fee — $148,000 — was paid from capital contributions that included Mr. Caldwell's equity. Mr. Whitfield obtained this benefit at Mr. Caldwell's expense, without legal justification and without Mr. Caldwell's knowledge or consent.
Additionally, Mr. Whitfield was enriched by obtaining Mr. Caldwell's substantial equity contribution — $5,920,000 in total committed equity — on the basis of false representations. Mr. Whitfield used Mr. Caldwell's capital to fund the acquisition and development of the Project, obtaining the benefit of Mr. Caldwell's financial commitment through a scheme of fraud and deceit. Under the circumstances, it would be inequitable to permit Mr. Whitfield to retain the benefits he obtained through his misconduct.
F. Aiding and Abetting Fraud (Against Pinnacle Greystone Capital LLC)
Pinnacle Greystone Capital LLC, as Mr. Whitfield's solely owned and controlled entity, is not an innocent bystander in this matter. Pinnacle Greystone Capital LLC served as the vehicle through which the fraud was perpetrated. It was the entity that served as managing member of the SPV, that entered into the Glenmore Agreement, that paid the $370,000 advisory fee to Glenmore Realty Advisors Inc., and that signed the investment materials circulated to Mr. Caldwell. As Mr. Whitfield's alter ego and instrumentality, Pinnacle Greystone Capital LLC provided substantial assistance to the commission of the fraud and is jointly and severally liable with Mr. Whitfield for the resulting damages. See Stanfield Offshore Leveraged Assets, Ltd. v. Metropolitan Life Ins. Co., 64 A.D.3d 472, 476 (1st Dep't 2009).
G. Defendants' Affirmative Defenses Are Without Merit
Defendants have asserted three affirmative defenses, each of which fails as a matter of law and fact.
Sophisticated Investor Defense. Defendants contend that Mr. Caldwell is a sophisticated investor who had the ability to conduct his own independent due diligence. While Mr. Caldwell is indeed an experienced real estate professional, his sophistication does not excuse — and cannot immunize Defendants from liability for — active fraud and deliberate concealment of material information. Under New York law, a sophisticated investor is entitled to rely on affirmative representations made by a co-investor and managing member who has expressly undertaken responsibility for due diligence, particularly where the managing member possesses exclusive access to the information being concealed. See DDJ Mgmt., LLC v. Rhone Grp. L.L.C., 15 N.Y.3d 147, 154 (2010) ("even a sophisticated plaintiff may rely on specific factual representations made by a defendant"). The sophisticated investor defense is not a license to commit fraud with impunity against financially literate counterparties.
Due Diligence Waiver. Defendants contend that Mr. Caldwell contractually waived his right to rely on Mr. Whitfield's representations. This defense is factually and legally baseless. No provision of the Operating Agreement or any other document executed in connection with the transaction contains a waiver of Mr. Caldwell's right to rely on the truthfulness of Mr. Whitfield's representations. Even if such a provision existed, it would be unenforceable as against intentional fraud and deliberate concealment under well-established New York law. See Ridgeway Capital Markets v. Itochu Int'l, Inc., 2003 WL 1797847, at 5 (S.D.N.Y. Apr. 4, 2003) (contractual disclaimers cannot bar fraud claims based on intentional misrepresentation); Danann Realty Corp. v. Harris*, 5 N.Y.2d 317 (1959) (specific and carefully crafted disclaimers may bar reliance claims, but such disclaimers are strictly construed and do not bar claims of intentional fraud or active concealment).
Ratification. Defendants contend that Mr. Caldwell ratified the investment and the managing member's actions by continuing to fund capital calls and participate in the Project after the closing. This defense fails because ratification requires knowledge of the material facts. Mr. Caldwell did not discover Mr. Whitfield's fraud until August 2023, and he promptly initiated legal action upon discovering the misconduct. A party who does not know of the facts giving rise to a claim cannot be deemed to have ratified them. See Abacus Fed. Sav. Bank v. ADT Sec. Servs., Inc., 18 N.Y.3d 675, 685 (2012). Mr. Caldwell's continued participation in the Project prior to August 2023 was based on ignorance of the fraud — an ignorance that was a direct result of Mr. Whitfield's deliberate concealment — and cannot constitute ratification.
VII. DAMAGES ANALYSIS
A. Overview. Mr. Caldwell seeks total compensatory damages of $6,200,000, representing the aggregate of his out-of-pocket equity investment, his pro rata share of the diverted Glenmore advisory fee, and additional carrying costs, professional fees, and lost opportunity costs. In addition, Mr. Caldwell seeks punitive damages in an amount to be determined at trial, given the egregious, intentional, and systematic nature of Mr. Whitfield's misconduct.
B. Out-of-Pocket Equity Investment
Mr. Caldwell's total committed equity through Caldwell Urban Ventures LLC was $5,920,000, representing his 40% share of the $14,800,000 total equity commitment to the Project. Of this amount, Mr. Caldwell contributed $2,072,000 at the closing on May 14, 2021, with the balance funded through subsequent capital calls as renovation and development costs were incurred over the following two-year period.
This entire investment was induced by Mr. Whitfield's fraud. Mr. Caldwell committed $5,920,000 in equity based on material misrepresentations and concealments that, had they been disclosed, would have caused Mr. Caldwell to decline the investment entirely. The value of Mr. Caldwell's 40% membership interest in Atlantic Yards Development Partners LLC has been materially impaired as a direct result of the undisclosed tax liens, the undisclosed environmental remediation liability, the inflated rent projections, and the diversion of project funds through the Glenmore Agreement. Mr. Caldwell is entitled to recover the full amount of his out-of-pocket investment as compensatory damages under the "out-of-pocket" measure of damages applicable to fraud claims under New York law. See Lama Holding Co. v. Smith Barney Inc., 88 N.Y.2d at 421.
C. Caldwell's Share of Diverted Glenmore Advisory Fee
As described in Section IV.D above, $370,000 in project funds was diverted to Glenmore Realty Advisors Inc. through the undisclosed consulting agreement orchestrated by Mr. Whitfield. Mr. Caldwell's 40% pro rata share of this diverted amount is $148,000 (40% × $370,000 = $148,000). This amount represents a direct loss to Mr. Caldwell attributable to Mr. Whitfield's self-dealing and breach of fiduciary duty, and is recoverable as compensatory damages.
D. Carrying Costs, Professional Fees, and Lost Opportunity Costs
Mr. Caldwell has incurred approximately $132,000 in additional damages, consisting of:
(a) Carrying costs attributable to the undisclosed tax liens and environmental encumbrances, including interest, penalties, and legal costs associated with addressing these previously concealed liabilities;
(b) Professional fees incurred in investigating the fraud, including the fees of Ellerby & Associates CPAs LLP for the independent rent analysis and related forensic accounting work; and
(c) Quantifiable lost opportunity costs, representing the returns that Mr. Caldwell would have earned had the $5,920,000 been deployed in alternative investment opportunities available to him during the relevant period, rather than being committed to a fraudulently induced investment.
E. Summary of Compensatory Damages
The total compensatory damages claimed by Mr. Caldwell are as follows:
F. Supporting Appraisal Evidence
In support of his damages analysis, Mr. Caldwell retained Tidewater Appraisal Group LLC (26 Court Street, Suite 901, Brooklyn, New York 11242; senior appraiser Kevin Romero, MAI) to conduct a retrospective appraisal of the Property at 540-548 Atlantic Avenue as of the date of acquisition, May 14, 2021.
The Tidewater appraisal confirms that the Property's fair market value at the time of acquisition, when properly accounting for the undisclosed tax liens of $1,340,000, the environmental remediation liability of $620,000, and realistic rent projections of approximately $1,580,000 per year (rather than the inflated $2,160,000 projected by Mr. Whitfield), was materially lower than the $14,800,000 acquisition price paid by the SPV. The appraisal supports the conclusion that Mr. Caldwell's equity investment has been substantially impaired, and that the Project economics as represented by Mr. Whitfield bore no reasonable relationship to the actual condition and value of the Property.
G. Impact of Undisclosed Encumbrances and Liabilities on Project Economics
The combined effect of the four categories of fraud on the Project's economics is devastating and demonstrates that the investment opportunity presented to Mr. Caldwell was fundamentally false:
Undisclosed Tax Liens — $1,340,000. The outstanding tax liens constitute a direct reduction in the net equity value of the Project. These liens represent senior encumbrances that must be satisfied before the co-investors can realize any equity value from the Property. Their existence reduces the effective equity cushion and increases the risk profile of the investment.
Environmental Remediation — $620,000. The $620,000 estimated remediation cost is an unanticipated liability that was not budgeted in the $7,550,000 renovation budget or the $22,350,000 projected total development budget. Accounting for this cost, the total development budget increases to approximately $22,970,000, reducing projected equity returns and increasing the capital required to complete the Project.
Rent Overstatement — $580,000/Year. The overstatement of annual gross rental income by approximately $580,000 per year has a cascading effect on the Project's projected economics. At a market capitalization rate appropriate for a mixed-use property of this type and location, an annual income overstatement of $580,000 translates into an overstatement of the projected stabilized value on the order of several million dollars. For example, applying a market capitalization rate in the range of 5.0% to 6.0% to the $580,000 annual income overstatement yields an overstatement of stabilized value of approximately $9.7 million to $11.6 million ($580,000 ÷ 0.06 = $9,666,667; $580,000 ÷ 0.05 = $11,600,000). Even under more conservative assumptions, the projected stabilized value of $31,200,000 and the projected equity multiple of approximately 2.13x were rendered fundamentally misleading by the inflated rent roll.
Glenmore Fee Diversion — $370,000. The diversion of $370,000 in project funds to an insider further depleted the capital available for the Project and represents a direct loss to the co-investors.
Taken together, these concealed liabilities and distortions rendered the project economics presented to Mr. Caldwell fundamentally false. The actual value, costs, and revenue potential of the Property bore no reasonable relationship to what Mr. Whitfield represented.
H. Punitive Damages
Mr. Caldwell seeks punitive damages in addition to compensatory damages. Mr. Whitfield's conduct was intentional, egregious, and involved a systematic pattern of deliberate concealment and self-dealing that is precisely the type of behavior that warrants the imposition of punitive damages under New York law.
The concealment of four separate categories of material information — (1) $1,340,000 in tax liens, (2) a Phase II environmental assessment revealing $620,000 in remediation costs, (3) inflation of the rent roll by approximately 26.9%, and (4) a $370,000 undisclosed insider consulting agreement — demonstrates not an isolated mistake or a single act of carelessness, but a calculated and systematic scheme to defraud Mr. Caldwell. Each category of concealment involved affirmative steps by Mr. Whitfield to suppress information that he was obligated — as a fiduciary and as a co-investor — to disclose. The Glenmore Agreement, in particular, reflects a brazen act of self-dealing in which Mr. Whitfield diverted project funds to his own brother-in-law's company for his personal benefit.
Under New York law, punitive damages are available where the defendant's conduct is aimed at the public generally or evinces a high degree of moral turpitude and wanton dishonesty. See Walker v. Sheldon, 10 N.Y.2d 401 (1961). The systematic and multi-faceted nature of Mr. Whitfield's fraud, coupled with his breach of fiduciary duty and self-dealing, amply satisfies this standard.
VIII. CALDWELL'S SETTLEMENT DEMAND
A. Initial Demand
Mr. Caldwell's initial settlement demand is $4,750,000.
This demand reflects a good-faith discount from the full compensatory damages claim of $6,200,000, and entirely foregos the substantial punitive damages to which Mr. Caldwell would be entitled at trial. The demand represents Mr. Caldwell's recognition of the inherent uncertainties and costs of litigation, as well as the value of achieving an early and definitive resolution. It is presented in good faith as a starting point for productive mediation discussions.
B. Structure of Proposed Settlement
Mr. Caldwell proposes the following structure for a settlement at the demanded amount:
1. Cash Payment: Payment of $4,750,000 in immediately available funds to Jonathan R. Caldwell (or, at Mr. Caldwell's election, to Caldwell Urban Ventures LLC), to be made within thirty (30) days of the execution of a definitive settlement agreement.
2. Transfer of Membership Interest: Simultaneous with the payment, Caldwell Urban Ventures LLC will transfer its 40% membership interest in Atlantic Yards Development Partners LLC to Pinnacle Greystone Capital LLC (or to a designee designated by Mr. Whitfield), free and clear of any claims by Mr. Caldwell.
3. Mutual General Releases: Execution of mutual general releases between Jonathan R. Caldwell, Caldwell Urban Ventures LLC, Marcus D. Whitfield, and Pinnacle Greystone Capital LLC, releasing all claims, counterclaims, and cross-claims arising out of or relating to the Project, the investment, and the matters alleged in the Complaint.
4. Confidentiality Provisions: Incorporation of customary confidentiality provisions restricting the parties from disclosing the terms of the settlement, subject to exceptions for legal, tax, and regulatory purposes.
5. Dismissal: Dismissal of the action (Index No. 519847/2023) with prejudice, with each party to bear its own costs and attorneys' fees.
C. Justification for the Demand
Mr. Caldwell submits that his demand of $4,750,000 is eminently reasonable in light of the evidence and the applicable legal standards. The demand represents a significant concession from Mr. Caldwell's full compensatory damages claim of $6,200,000 — a discount of $1,450,000, or approximately 23.4%. Moreover, the demand entirely foregos any recovery of punitive damages, which, given the egregious and intentional nature of Mr. Whitfield's conduct, could be substantial at trial.
The demand reflects a practical resolution that allows Mr. Caldwell to recover a substantial portion of his losses while exiting the co-investment cleanly and definitively. The proposed transfer of Mr. Caldwell's 40% membership interest provides meaningful additional value to Mr. Whitfield, who would gain full, unencumbered ownership and control of the Project. This is a significant benefit to Mr. Whitfield that is not reflected in the cash demand and that should be taken into account in evaluating the reasonableness of the overall settlement structure.
Given the strength of the evidence supporting four independent categories of fraud, the clear breach of fiduciary duty, and the self-dealing Glenmore transaction, the demand of $4,750,000 is well within the range of likely outcomes at trial. Indeed, a jury presented with this evidence would be well justified in awarding the full $6,200,000 in compensatory damages together with a significant punitive damages award. Mr. Caldwell's willingness to accept a substantial discount from his full claim in exchange for early resolution reflects his good faith and his desire to bring this unfortunate chapter to a close.
IX. CONCLUSION
The evidence overwhelmingly supports Mr. Caldwell's claims of common-law fraud, fraudulent inducement, constructive fraud, breach of fiduciary duty, unjust enrichment, and aiding and abetting fraud. Mr. Whitfield systematically concealed four separate categories of material adverse information from his co-investor — $1,340,000 in pre-existing tax liens, a Phase II environmental assessment revealing $620,000 in remediation costs, inflation of the pro forma rent roll by approximately 26.9%, and a $370,000 undisclosed consulting agreement with his brother-in-law's company — and engaged in brazen self-dealing at the expense of his co-investor and in breach of his fiduciary obligations.
Mr. Caldwell has suffered damages of at least $6,200,000 and is entitled to punitive damages reflective of the intentional and egregious nature of Defendants' conduct. The project economics presented to Mr. Caldwell were fundamentally false, and Mr. Caldwell's substantial equity investment was induced by and premised upon those false representations and concealments.
Mr. Caldwell is nevertheless prepared to resolve this dispute through mediation on reasonable terms. His settlement demand of $4,750,000 represents a meaningful concession from his full claims and reflects a genuine desire to achieve a fair resolution without the expense, delay, and uncertainty of protracted litigation. Mr. Caldwell respectfully requests that the Mediator assist the parties in reaching a fair and equitable resolution consistent with the strength of the evidence and the magnitude of the harm suffered.
All further communications regarding this mediation or this matter should be directed to:
Douglas Carmichael, Esq. Calderwood & Harkness LLP 599 Lexington Avenue, 34th Floor New York, New York 10022 Telephone: (212) 554-7800
Email: dcarmichael@calderwoodharkness.com
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