Tom Herring 0

POAGI Request to Disavow the Deal

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We, the named property owners of Reynolds Plantation, do hereby respectfully request the POAGI immediately disavow the offer from Linger Longer Development Company to sell the various Reynolds to the Reynolds Property Owners Association for the following reasons: 1. It is a bad deal. The $45M price has been artificially engineered to meet the needs of LLDC and the banks, not the property owners. 2. Contrary to POAGI's assertions, we do not believe this deal will have any material effect on the protection of our property values. 3. The due diligence process has been short circuited, incomplete and fundamentally flawed. The failure of LLDC to provide access to its financial records and indebtedness, as well as various related party transactions, for a deal involving what is in very real terms an unsecured $26.5M loan to LLDC makes this transaction legally and financially risky and not in the best interests of the property owners. 4. The negotiation process was not conducted with the necessary knowledge of LLDC's financial condition or the details of other indebtedness (e.g. Empire Financial mortgages, other creditors, etc.) outside of the B of A syndicate that has been driving this deal. 5. The notice and proxy process has been compromised by a flawed initial proxy and voting process, the lateness of getting information about the deal to all property owners, and even some people not receiving the necessary voting and deal-related information at all. 6. We believe there is a better deal to be had with more time and patience. We should not expend our funds on a fundamentally bad transaction now. 7. This deal is driving a wedge in our community due to its being rushed through a flawed due diligence, negotiation, notice and voting process. 8. Your reputations will be enhanced in the community by rejecting this deal even though it has been your mission for these past several months. We look forward to your affirmative response to our sincere and respectful request.

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