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Full title: Declaration in Support - Declaration of Johnny Vallejo in Support of Limited Objection of the City of Long Beach to the Debtors' Motion, Pursuant to Bankruptcy Code Sections 365(b) And 554(a), Seeking Entry of Order(1) Authorizing Debtor Urban Commons Queensway, LLC to (A) Reject Certain Executory Contracts and Unexpired Leases and Subleases Nunc Pro Tunc to Surrender Date and (B) Abandon Any Remaining Personal Property Located at Leased Premises and (II) Granting Related Relief (related document(s)870) Filed by City of Long Beach and the City of Long Beach, Harbor Department, acting by and through its Board of Harbor Commissioners. (Attachments: # 1 Exhibit 1 to Declaration of Johnny Vallejo # 2 Exhibit 2 to Declaration of Johnny Vallejo # 3 Exhibit 3 to Declaration of Johnny Vallejo) (Busenkell, Michael) (Entered: 06/18/2021)

Document posted on Jun 17, 2021 in the bankruptcy, 5 pages and 0 tables.

Bankrupt11 Summary (Automatically Generated)

The Debtors in these chapter 11 cases, along with the last four digits of each debtor’s tax identification number, as applicable, are as follows: EHT US1, Inc. (6703); 5151 Wiley Post Way, Salt Lake City, LLC (1455); ASAP Cayman Atlanta Hotel LLC (2088); ASAP Cayman Denver Tech LLC (7531); ASAP Cayman Salt Lake City Hotel LLC (7546); ASAP Salt Lake City Hotel, LLC (7146); Atlanta Hotel Holdings, LLC (6450); CI Hospitality Investment, LLC (7641); Eagle Hospitality Trust S1 Pte Ltd. (7669); Eagle Hospitality Trust S2 Pte Ltd. (7657); EHT Cayman Corp Ltd. (7656); Sky Harbor Atlanta Northeast, LLC (6450); Sky Harbor Denver Holdco, LLC (6650); Sky Harbor Denver Tech Center, LLC (8303);UCCONT1, LLC (0463); UCF 1, LLC (6406); UCRDH, LLC (2279); UCHIDH, LLC (6497); Urban Commons 4th Street A, LLC (1768); Urban Commons Anaheim HI, LLC (3292); Urban Commons Bayshore A, LLC (2422); Urban Commons Cordova A, LLC (4152); Urban Commons Danbury A, LLC (4388); Urban Commons Highway 111 A, LLC (4497); Urban Commons Queensway, LLC (6882); Urban Commons Riverside Blvd., A, LLC (4661); and USHIL Holdco Member, LLC (4796).The City is also the landlord under the Submerged Land and Water Area Lease (the “Submerged Land Lease”) and the Special Events Park Lease (the Lease, the Submerged Land Lease and the Special Events Park Lease are collectively referred to herein as the “Leases”).In addition to the Rent and other payments required to be paid under this Lease, Tenant shall pay any and all taxes, assessments, and other charges of any description including, without limitation, the possessory interest tax (collectively, “Impositions”) levied or assessed from the Effective Date until the termination of this Lease by any governmental agency or entity on or against the Leased Premises or any portion thereof, or on or against any interest in the Leased Premises (including the leasehold interest created by this Lease), or any improvements or other property in or on the Leased Premises.The Evolution contracts in place are necessary to ensure the safety and security ofthe City’s property, including the Queen Mary and surrounding land and improvements, and for services such as security guards, maintenance, repairs, protection against fires or flooding and emergency services.

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IN THE UNITED STATES BANKRUPTCY COURT DISTRICT OF DELAWARE In re: Chapter 11 EHT US1, INC., et al., Case No. 21-10036 (CSS) Debtors1. (Jointly Administered) DECLARATION OF JOHNNY VALLEJO IN SUPPORT OF LIMITED OBJECTION OF THE CITY OF LONG BEACH TO THE DEBTORS’ MOTION, PURSUANT TO BANKRUPTCY CODE SECTIONS 365(B) AND 554(A), SEEKING ENTRY OF ORDER (1) AUTHORIZING DEBTOR URBAN COMMONS QUEENSWAY, LLC TO (A) REJECT CERTAIN EXECUTORY CONTRACTS AND UNEXPIRED LEASES AND SUBLEASES NUNC PRO TUNC TO SURRENDER DATE AND (B) ABANDON ANY REMAINING PERSONAL PROPERTY LOCATED AT LEASED PREMISES AND (II) GRANTING RELATED RELIEF I, Johnny Vallejo, declare: 1. I am the Business Operations Bureau Manager for the Economic Development Department for the City of Long Beach. I am over the age of 18. Each of the facts contained in this declaration is based on personal knowledge and, if called as a witness, I could and would competently testify as to these facts. 1 The Debtors in these chapter 11 cases, along with the last four digits of each debtor’s tax identification number, as applicable, are as follows: EHT US1, Inc. (6703); 5151 Wiley Post Way, Salt Lake City, LLC (1455); ASAP Cayman Atlanta Hotel LLC (2088); ASAP Cayman Denver Tech LLC (7531); ASAP Cayman Salt Lake City Hotel LLC (7546); ASAP Salt Lake City Hotel, LLC (7146); Atlanta Hotel Holdings, LLC (6450); CI Hospitality Investment, LLC (7641); Eagle Hospitality Trust S1 Pte Ltd. (7669); Eagle Hospitality Trust S2 Pte Ltd. (7657); EHT Cayman Corp Ltd. (7656); Sky Harbor Atlanta Northeast, LLC (6450); Sky Harbor Denver Holdco, LLC (6650); Sky Harbor Denver Tech Center, LLC (8303); UCCONT1, LLC (0463); UCF 1, LLC (6406); UCRDH, LLC (2279); UCHIDH, LLC (6497); Urban Commons 4th Street A, LLC (1768); Urban Commons Anaheim HI, LLC (3292); Urban Commons Bayshore A, LLC (2422); Urban Commons Cordova A, LLC (4152); Urban Commons Danbury A, LLC (4388); Urban Commons Highway 111 A, LLC (4497); Urban Commons Queensway, LLC (6882); Urban Commons Riverside Blvd., A, LLC (4661); and USHIL Holdco Member, LLC (4796). The Debtors’ mailing address is 3 Times Square, 9th Floor New York, NY 10036 c/o Alan Tantleff (solely for purposes of notices and communications).

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2. Any capitalized terms used but not defined herein, shall have the same meaning as is affixed to them in the City’s limited objection and this declaration is made in support of the limited objection. The documents and exhibits referred to herein are maintained by the City in the ordinary course of the City’s business at or near the time of the acts, conditions, or events to which they relate. 3. The City is the landlord under that certain Amended and Restated Lease and Operations Agreement of Queen Mary, Adjacent Lands and Improvements, Dome and Queen’s Marketplace dated November 1, 2016 (the “Lease”). The City is also the landlord under the Submerged Land and Water Area Lease (the “Submerged Land Lease”) and the Special Events Park Lease (the Lease, the Submerged Land Lease and the Special Events Park Lease are collectively referred to herein as the “Leases”). Debtor Urban Commons Queensway, LLC dba Queen Mary (the “Debtor”) (the Debtor and its other related debtor entities are referred to herein as the “Debtors”) is the tenant under the Leases. The Debtor leases the RMS Queen Mary (a retired ocean liner that operated between the 1930s and 1960s; it now operates as a hotel, museum and attraction and is one of the most iconic landmarks and attractions in the City), the water surrounding it within the enrockment, the land adjacent to the Queen Mary and improvements on that land, and certain additional water rights adjacent to the Queen Mary, collectively located at 1126 Queens Hwy, Long Beach, California 90802. Included within the premises leased by the City to the Debtor is land, submerged land and water used, through subleases, to develop and operate a cruise ship docking area and terminal for Carnival Corporation. The land and water leased from the City to the Debtor is located within the City’s Harbor District and consists of tidelands trust property which is held in trust by the City on behalf of the State of California. 4. The City is the lessor for the Leases. True and correct copies of the Lease and the Submerged Land Lease, including amendments, are attached hereto as Exhibit 1 (the Lease) and Exhibit 2 (the Submerged Land Lease), and are incorporated herein by reference. The City is also the landlord for the Special Events Park Lease. There are multiple subleases, and in some

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cases, sub-subleases and sub-sub-subleases related to the Leases. 5. The Leases between the City and the Debtor do not encompass a Soviet submarine B-427 named “Scorpion” that sits partially submerged alongside the Queen Mary. The Scorpion operated in the 1970s and 1980s as part of the Russian Pacific Fleet, and was decommissioned in or around 1994. Since approximately 1998, it has been moored in the water alongside the Queen Mary as a tourist attraction, although it has been closed to the public since approximately 2015. The City believes that the Scorpion is either personal property belonging to the Debtor or is otherwise possessed by the Debtor. The Scorpion is not owned by the City or discussed in the Leases, yet it poses serious health, safety and environmental concerns. 6. On or about May 24, 2021, the City inspected and toured the Queen Mary. During the tour, Evolution disclosed to the City that the Scorpion was taking on some water, was not safe to be aboard, and could sink and/or roll and damage the hull of the Queen Mary. This poses environmental hazards, as well as property damage and life safety concerns in light of the possibility that the submarine could roll and damage the hull of the Queen Mary. Evolution also disclosed during the tour that the Scorpion is currently not equipped with a bilge pump system to remove any water that has entered the submarine. The cost of removing the submarine from the water is not yet known, but the City estimates it would cost millions of dollars to remove the submarine. 7. Based on proofs of claim filed by the Los Angeles County Treasurer and Tax Collector (Claim Nos. 121 and 124), the Debtor has defaulted on timely paying taxes due. True and correct copies of Claim Nos. 121 and 124 are attached hereto as Exhibit 3. Based on the proofs of claim filed by Los Angeles County Treasurer and Tax Collector (Claim Nos. 121 and 124), the Debtor has not complied with Sections 10.1 or 10.3 of the Lease. Section 10.1 of the Lease states that: In addition to the Rent and other payments required to be paid under this Lease, Tenant shall pay any and all taxes, assessments, and other charges of any description including, without limitation, the possessory interest tax (collectively, “Impositions”) levied or assessed from the Effective Date until the termination of this Lease by any governmental agency or entity on or against the Leased Premises or any portion thereof, or on or against any interest in the Leased Premises (including the leasehold interest created by

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this Lease), or any improvements or other property in or on the Leased Premises. The timely payment as described below in Section 10.3 of the above referenced assessments or other charges is a material term of this Lease, and, to the extent the above-referenced items are payable to Landlord or its successors, they shall constitute additional Rent hereunder. If, by law, any such imposition is payable, or may, at the option of Tenant be paid, in installments, Tenant may pay the same, together with any accrued interest on the unpaid balance of such Imposition, in such installments as those installments respectively become due and before any fine, penalty, interest, or cost may be added thereto for the nonpayment of any such installment and interest. Tenant expressly acknowledges that the property interest created by this Lease is subject to property taxation, and that Tenant, being the party in whom the possessory interest is vested, will be subject to the payment of property taxes levied on that property interest. Section 10.3 of the Lease further states that “[s]ubject to Tenant’s right to contest under Section 10.4, any and all Impositions and installments of Impositions required to be paid by Tenant under this Lease shall be paid by Tenant prior to delinquency, and copies of the original receipt for the payment of each such Imposition or installment thereof or other reasonably satisfactory evidence of payment shall promptly be given to Landlord upon Landlord’s written request.” 8. Additionally, post-petition amounts currently due to the City (additional amounts are due for the pre-petition period) for rent and bounced checks (which checks were for pass-through rent) include 2021 base rent for January and February totaling $50,000. The City is in receipt of base rent payments for March and April 2021. Base rent accrues in the amount of $25,000 each month. Lease, Section 4.1.1. The rent that is due pursuant to the Lease has been subject to a temporary County of Los Angeles rent abatement due to the COVID-19 pandemic, but will become due and owing following the termination of the temporary county rent abatement ordinances and otherwise in accordance with such ordinaces. 9. In addition to the foregoing amounts, the City’s records reflect that the Debtor owes amounts to Long Beach utilities in the amount of $44,226.78 post-petition. Section 11.1 of the Lease states that “[d]uring the Term, Tenant shall pay, or cause to be paid, and shall indemnify defend and hold Landlord and the property of Landlord harmless from all charges for water, sewage, gas, heat, air conditioning, light, power, steam, telephone service and all other services and utilities used, rendered or supplied to, on or in the Leased Premises.”

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10. The Evolution contracts in place are necessary to ensure the safety and security ofthe City’s property, including the Queen Mary and surrounding land and improvements, and for services such as security guards, maintenance, repairs, protection against fires or flooding and emergency services. The City estimates that between June 4, 2021 (the Surrender Date) and July 7, 2021 (the Motion hearing date), the total costs to keep Evolution in place on the leased premises for caretaker services is approximately $309,257.03, calculated as follows: Daily Contract Rate: $8,699.47 (times 33 total days = $287,082.51) Elevator expenses in arrears: $22,174.52 TOTAL: $309,257.03 I declare under penalty of perjury under the laws of the United States of America that the foregoing is true and correct. Executed June1 _7, 2021 at Long Beach, California. _______________________________________ JOHNNY VALLEJO

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