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<br />INITIALLY SEAN HAD SENT TO 14E AN AGREEMENT MUCH LIKE
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<br />HAD MADE A HUGE MISTAKE IN TRUSTING THIS M.4N TO GET IT
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<br />THIS WHERE HE WOULD GET A POINT OR TWO FOR RAISING
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<br />DONE BECAUSE HE HAD MAIZE SO 14ANY REPRESENTATIONS THAT
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<br />CAPITAL, WHETHER IT WAS DEBT OR EQUITY, AND I DISCDSSED
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<br />HAD COME OUT NOT TO BE TRUE AT THAT POINT IN TIME THAT
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<br />WITH HIM THAT IT HADN'T WORKED BEFORE AND MAYBE IT
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<br />HE COULD GET IT DONE.
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<br />DIDN'T WORK BECAUSE YOU EITHER WEREN'T COMMITTED, WERE
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<br />AND I THEN SPOKE TO MR. HISNO, BOB SAID TO ME
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<br />DOING OTHER THINGS AND THAT IF YOU HAD A MORE ACTIVE
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<br />"WELL, LET'S PUT OUR BEADS DOWN, LET'S GO LOOK FOR SOME
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<br />ROLE THEN PERHAPS THIS COULD GET DONE. AND SO I SAID TO
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<br />FUNDS, A SLUG OF DEBT AND 'MAYBE WE HAVE SOME INDIVIDUALS
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<br />HIM PROPOSE A DEAL.
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<br />WHO ARE WILLING TO TAKE IT DOWN.'
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<br />Q DID HE EVER PROPOSE A DEAL?
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<br />AND SO 1 DID THE SAME THING. AND I PUT MY HEAD
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<br />A HE DID.
<br />1D
<br />DOWN AND I FOUND THE FIRST LENDER AND I FOUND AT THE
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<br />Q WHAT WAS THE DEAL HE PROPOSED?
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<br />TIME, I CALL HIM A MEZZ LENDER, AND I PUT UP SUBSTANTIAL
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<br />A HE CAME WITH A DEAL IF HE RAISED ALL THE
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<br />MONEY OF MY OWN TO GET IT DONE AND THAT'S WHERE WE WENT
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<br />CAPITAL AND WE WERE TO TAKE THIS DEAL FROM ACQUISITION
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<br />AND, HONESTLY, I DON'T REMEMBER THE QUESTION ANYMORE.
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<br />THROUGH RAISING THE CAPITAL, WHICH WAS HIS CHIEF ROLE IN
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<br />Q LET ME GO BACK,
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<br />THIS, HIRING OF THE CONSULTANTS -- LET ME REGRESS.
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<br />YOU SAID THAT MR. DALESANDRO MADE SO MANY
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<br />WHEN I SAY RAISING CAPITAL, VINEYARDS
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<br />MISREPRESENTATIONS THAT TURNED OUT NOT TO BE TRUE,
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<br />DEVELOPMENT, RYAN OGULNICK WAS GOING TO PUT ZERO INTO
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<br />IS THAT, AM I CORRECTLY READING WHAT YOU SAID?
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<br />THIS DEAL, -
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<br />A YES.
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<br />THAT HE WOULD RAISE THE DEBT, HE WOULD RAISE A
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<br />Q HOW MANY MISREPRESENTATIONS DID HE MAKE THAT
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<br />'MEZZ SLUG, HE WOULD RAISE AN EQUITY SLUG AND IF HE WERE
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<br />WERE NOT TRUE?
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<br />SUCCESSFUL HE HAD IDEAS OF WHAT HE WOULD GET.
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<br />A HUNDREDS.
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<br />HIS IDEA OF THIS DEAL WAS IT WAS AN
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<br />Q HUNDREDS.
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<br />INSTITUTIONAL CAPITAL PLAY FROM THE BIG FUNDS WHO WRITE
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<br />WHAT WAS THE FIRST MISREPRESENTATION HE MADE
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<br />BIG CHECKS AND THAT THEY WOULD PUT UP THE MONEY AND WE
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<br />THAT WAS NOT TRUE?
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<br />WOULD GO FORWARD WITH A STRUCTURE TO FULLY ENTITLE,
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<br />MR. BISNO: VAGUE AS TO TIME.
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<br />FULLY DEVELOP THE PROJECT, A 48- TO 60-MONTH PROCESS,
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<br />THE WITNESS: FROM THE BEGINNING OF THE
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<br />AND IF HE WERE SUCCESSFUL HE PROPOSED THAT HE WOULD GET
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<br />RELATIONSHIP HE WOULD MAKE ME FEEL THAZ HE HAD THE
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<br />25 PERCENT OF THE DEAL.
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<br />KNOWLEDGE, THE EXPERTISE, THE RELATIONSHIPS TO FINANCE
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<br />Q WHEN DID YOU HAVE THIS CONVERSATION WITH
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<br />MY DEALS AND I KEPT BELIEVING HIM. SO G1HEN I SAY
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<br />MR. DALESANDRO?
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<br />HUNDREDS, IT WAS ALL -- IT WAS ALL AROUND THE SAME
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<br />A I THINK IN THE BEGINNING OF THE MONTH HE WAS ON
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<br />THEME. THE THEME WAS I HAVE A DEAL, I NEED MONEY, YES,
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<br />A FEE AGREEMENT. THEN HE STARTED TO GET ENERGIZED,
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<br />I CAN GET IT, YES, I'M TALKING TO THIS PERSON, AND SO
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<br />THINKING HE WOULD HAVE SUCCESS, PROPOSED WHERE HE WOULD
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<br />THERE WERE A P.UNDRED SEPARATE ONES AND THEY WERE,
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<br />BECOME PART OF THE TV ENTITY, AND SO I THINK TOWARDS THE
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<br />WHETHER IT WAS COLONY CAPITAL OR ARIA OR ROCKPOINT OR
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<br />END OF DECEMBER HE WAS COMING AT ME AND I THINK I
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<br />WHAT HAVE YOU. II WAS JUST HE KEPT GETTING MY HOPES UP,
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<br />REJECTED IT FOR A NUMBER OF REASONS, AND THEN HE WENT
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<br />HE KEPT GIVING ME INFORMATION AND HE KEPT COMING BACK
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<br />BACK IN JANUARY TO A FEE AGREEMENT AND THEN BY EARLY/MID
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<br />WITH NOTHING. AND SO I BELIEVE HE CREATED A SITUATION
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<br />FEBROARY I REALIZED HE WAS NOT GOING -0 SUCCEED AND HE
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<br />WHICH WAS A MISREPRESENTATION OF WHAT WAS BEING SAID OUT
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<br />ANNOUNCED TO 14E IT'S NOT POSSIBLE TO GET THIS KIND OF
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<br />IN THE MARKETPLACE. I HAD NO DIRECT CONTACT WITH THESE
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<br />MONEY. INSTITUTIONAL MONEY COMING OFF THE RECESSION,
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<br />PEOPLE. I WAS RELYING ON HIS REPRESENTATIONS. AND SO
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<br />ACCORDING TO HIM, WAS NOT GOING TO INVEST IN THIS
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<br />TF SEAN WAS GOING TO BE SUCCESSFUL OR NOT, I HAD NO WAY
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<br />PROJECT WITH MY COMPANY AND HE SAID 'I CAN'T GET THIS
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<br />OF KNOWING. AND SO EVERY STEP OF THE WAY THERE WAS A
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<br />DONE."
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<br />DISAPPOINTMENT.
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<br />HE THEM REPORTS TO ME "YOU GOT TO TAKE IT DOWN
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<br />Q ➢ID MR. -- YOU REFERENCED ARIA. WHAT IS ARIA?
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<br />ON YOUR BALANCE SHEET.'
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<br />A ARIA IS A FUND.
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<br />I SAY 'WHAT THE BECK DOES THAI MEAN?"
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<br />Q WHAT DID MR. DALESANDRO TELL YOU ABOUT ARIA?
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<br />HE SAYS "YOU GOT TO BUY IT. YOU'VE GOT TO GO
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<br />A AGAIN, TT WAS THE SAME WITH EVERYBODY, ARIA IS
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<br />GET A LOAN AND YOU'VE GOT TO BUY IT.'
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<br />ONE OF DOZENS OF NAMES HE WOULD GIVE ME THAT ARE LOOKING
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<br />AND I GO "WELL, THAT'S BAD NEWS."
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<br />AT THE DEAL, HAVE AN INTEREST IN THE DEAL, AND IT WAS
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<br />AND AT THAT MOMENT IN TIME I REALIZED THAT T
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<br />ALWAYS THE SAME STORY. SOMETIMES HE BLAMED ME,
<br />Dalesandro vs. Ogulnick
<br />Deposition of Ryan Andrew Ogulnick, Vol. 1
<br />August 13, 2012
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