|Adversary case 21-05166 Complaint, filed by HDR Farms Incorporated Liquidating Trust against Applied Botanics LLC f/k/a XSI USA, LLC, Cozen O’Connor, Kawel LauBach, Dean Johnson, Annette Cox, Todd Mercer, Applied Biology LLC Fee Amount 350. (13 (Recovery of money/property – 548 fraudulent transfer)),(14 (Recovery of money/property – other))(02 (Other (e.g. other actions that would have been brought in state court if unrelated to bankruptcy))) (Yeager, Tyler)|
|Kentucky Eastern Bankruptcy Court|
|Judge:||Gregory R Schaaf|
|Nature of Suit||2 Bankruptcy – Other
13 Bankruptcy – Recovery of money/property – §548 fraudulent transfer
14 Bankruptcy – Recovery of money/property – other
Remember this day.
It’s the day we start on the path of becoming Legends.
> On 1/20/20, 12:21 PM, “Annette Cox” <annettecox***@*********.com> wrote:
> I, too, am excited and looking forward to working with the team. I am traveling but will get the papers signed and back to you no later than tomorrow.
> Take care
>> On Jan 20, 2020, at 10:17 AM, Kawel LauBach <kawel.laubach@*********.com> wrote:
>> Hi Annette –
>> Thank you for the quick turnaround on this…
>> We are comfortable with the changes and believe they only further illustrate our initial agreement and understanding.
>> I have attached the ‘accepted changes’ document for your final review and ultimate signing. I assume that you are comfortable with the ‘subscription agreement’ and no further changes are needed?
>> We are excited to get this behind us and beginning what will be a very profitable partnership.
>> On 1/20/20, 10:31 AM, “Annette Cox” <annettecox***@*********.com> wrote:
>> Attached are the revisions from my attorney. Please review and let me know if this is acceptable to everyone.
>> Have an outstanding day
>> <LEGAL XSI USA – Operating Agreement JMW revisions – ACCEPTED.docx>
On Feb 13, 2020, at 10:26 PM, Kawel LauBach <kawel@*********.com> wrote:
XSi. As we need to control our interests v. TBT…Dave will and would understand. He wants control of his intellectual contribution I want control of our capital and business acumen.Sent from my iPhone
On Feb 13, 2020, at 10:10 PM, Dean Johnson <deanj@*********.com> wrote:
Yeah I think that works.
Do it in XSi or CBDKY?
On Feb 13, 2020, at 10:01 PM, Kawel LauBach <kawel@*********.com> wrote:
Annette = 25%
Mercer = 2%
Kawel = 32.5%
Dean = 32.5%
XSi Canada/Seamus & Steve = 8% or 4% each. That’s a lot for very little capability or input. I would argue less.
100% of XSi USA
Sat 2/8/2020 6:24 PM
- Kawel LauBach
Sounds good. I’m ready to discuss all points.Chatted with Steve and I think it would be good for us to hook up tomorrow afternoon if you are available. He’s fully committed and may be hugely beneficial in controlling Dave if he is at mfg site and we are in Louisville.I’m confident we will figure this all out and wrap up the deal nicely.
On Feb 8, 2020, at 9:37 AM, Kawel LauBach <kawel@*********.com> wrote:
A few more things;
- We have sent our commercial realtor to negotiate for a 3-year term in arguably the nicest sky rise in downtown Louisville. The office is on the 22nd floor with views to kill. It will be an inarguable game changer when trying to sell CBD KY to prospective new accounts. It is also on main street just up from the revitalized bourbon area. If you could add the cost of the lease (approximately $4,000 per month). We are trying to reduce with first year in full deposit. (Multiple texts to follow with photos.)
- You need to be prepared to discuss CBD KY ownership and your contribution. I have some additional thoughts;
- Important to put into context your connections with cannabis and the value you provide to Dave and CBD KY.
- Important to illustrate your background and how we need you (and we do) to assist with the financial direction of this organization.
- Important to point out your unwavering commitment to the success of this endeavor.
- We need to address the fact that the $2.5M isn’t just earmarked for XSi and that it is to mutually fund the start up of CBD KY. I expressed this but Dave somehow believes he is funding the manufacturing side and we are funding the farm/cloning operation. I made it clear that this is a partnership and that our effort has been and continues to be to properly fund the entire operation. We just need to determine how that translates.
- Will need to address Seamus and Steve – specifically Seamus, I agree with better understanding what Seamus has told you versus what is the truth regarding his and Dave’s relationship.
- Looking forward to seeing you. Safe travels.
Dean Johnson <firstname.lastname@example.org>
Trip Redford <email@example.com>
Thanks Dean. This info is what we needed.
From: Dean Johnson [mailto:firstname.lastname@example.org]
Sent: Wednesday, April 15, 2020 9:02 PM
To: Todd Forester <email@example.com>
Cc: Kawel LauBach <kawel@*********.com>
Subject: Expenses for company during time of shop improvement.
I wouldn’t send the workbook as it does include some items we have kept, but the below is a summary including those expenses.
|Shop Supplies||$ 22,991.48|
|Small Tools||$ 485.00|
|Up to Feb 26, 2020||$ 32,166.89|
|Total amount paid during period||$ 70,027.17|
|Removing 50% of salaries (K&D)||$ 55,027.17||k|
|– even though we spent a large amount of our time one shop|
118 E Main Street, Suite 200
Office: (860) 694-6001
Cell: (403) 819-3326