PENSION -- Chooch Emails

8/8/2019 PENSION -- Chooch Emails

http://slidepdf.com/reader/full/pension-chooch-emails 1/30



following Mr. Rattner's departure as managing principal in February 2009. Mr. Rattner claims

in the arbitration that the Quadrangle Parties' conduct has resulted in repeated breaches of their

contractual obligations to Mr. Rattner, breaches of their fiduciary duties, violations of the

implied covenant of good faith and fair dealing, and other violations of New York and Delaware

law.

4. Petitioner has meritorious arbitrable claims. In order to proceed with his

claims, Petitioner must have the information requested by the subpoenas. Failure to do so may

preclude Petitioner from obtaining complete relief at arbitration, and will prejudice Petitioner in

asserting his claims and defending against the counterclaims raised in the Quadrangle Parties'

answering statement.

5. Petitioner therefore brings this application for the issuance of subpoenas

under CPLR 3102(c).

6. I attach true and correct copies of the following documents as Exhibits A

through G:

Exhibit Document

A Email from Kerry Hatch to Steven Rattner, dated October

13, 2004, forwarded by Steven Rattner to Peter Ezersky in

an email dated October 14, 2004.

B Email from Seth Willenson to Kerry Hatch, dated

November 14, 2004, forwarded by Kerry Hatch to Steven

Rattner in an email dated November 15, 2004.

C Email chain between Kerry Hatch and Steven Rattner,

dated November 19, 2004 through November 23, 2004.

D Email chain between Kerry Hatch and Steven Rattner,

dated November 19, 2004 through November 30, 2004.



Exhibit Document

E Email chain between Bill Sondheim and Kerry Hatch,

dated November 30, 2004, forwarded by Kerry Hatch to

Steven Rattner in an email dated November 30, 2004.

F Requested subpoena duces tecum to David Loglisci.

G Requested subpoena duces tecum to Alan Hevesi.

7. No previous application for the relief sought has been made.

Dated: New York, NY

November 18, 2010

erA. Cooper



EXHIBIT A







To : S.Raueqadranup u.c tee.RatdinelrOUtg vp.C~n!IFuou Hatch, KerrySamt Mon 1111512004 2:41:05 PMsubject Fw: ChoochiCategouies: wn.-content-daseewnessae

Stewe- Would you Ike us to continue working with Steve, the Producer Of Chooch. Seth'is note below h11lights where we are in he.process. Please let me know how you would like us to Proceed. Thanks, kerry

Sent from my BlackBerry aims Handheld

-- ftInai Message--From: Sethwillenson <setliwlfenhoninc~aolcom>To, HAMc, Keny ckhaschGOODT1MES.oorP: Sondhelm, Bigl 4BSondheim@GQODTMEScofPSent Sun No v 14 22:48:00 2004Subect Re: Choochi

Igot C ooch at the beginning of the AFM. Iwatched I hisweekenid. Although I hink it has some

problem I does have some appeal to Its core audience. As Bill and Ihave dlscusse it saquestion of

balancing asall opportunity to expectatins on the part of he producer. Usually these are pretty laboirItensive activities and the producer Isnot happy inhe end.

To determine Its potential Iwould need to have one more conversation with the producer.

Itdepends of how we can be ama ffective baseid an its provenance. ifwe consider going frward I

would lik to show it o Michael Catalano and Tom whose family owns Luna (restaurant) I E~e Italy.



EXHIBIT C



To: Steve.ReWruaangleroup.com[en.Rafter~qudrgeoup.comFrom: Hatch, KerrySat* Tue I1123204 6;37;17 PMSubject: Re: ChoochCategories: wnmccntent-claates:meuaage

Steve:

Iwould definitely like to keep indired contact. Ivalue your opinion, Insight and support very much.

M~ will continue to dance with Steve. It Is ot aproblem at all as he Is ot very pro-active at the moment.

Have a erlific Thanksgiving holiday.

Kerry

Sent from my Blackf~ery Vielese Handheld

-Original Message-Fromn Rattner, Steven cStevn.Raffnerqusddmngbgroupconp>To: Hatch, Kerry <khgtchGOOD1MESconvSent Tu e NOV 23 13:12:58 2004Subject RE: Ckiooch

Kerry:

Iwa s happy to come by and would lIke to stay in irect contact with you as we work hrough this situationtogether. Please feel free to call me at any time with anything that is n your mind! and If ts ok , 1 ill dothe same with you.

As for Steve Loghtcl, Iwould appreciate I Iyou coulfd dance along with this for another couple ofweeks

while Ibry to figure out what we need to do. Iwill be back to you as soon as possible.

Thanks,

Steve

From: Hatch, Kmrry [email protected]

Sent: Wiay, November 19,.2004 4:23 PMTo. Rater. StevenSubject Chooch

Steve-



Thanks fo r coming to GT yesterday. I really appreciated C

On aseparate note, we are at apoint with Steve Logllscl and the Chooch movie that we would typicallydisengage. I ould continue to work with hi Ifha t would be helpful. In ight of Bill's departure, Iwant toensure I doesn't fall through the cracks and we handle it ppropriately. Please advise how you would like

me to proceed.

Kerr,



EXHIBIT D



To: Ratbe, Stevenptevn.Ruttner~quadran~goup.omFrom; Hatch, Kerrysent: Tue 1 /3=004 11:45:55 PMsubject RE: ChocchCategories: ummoontent-claes-message

Stewe- BIN and Seth met with Steve today. We said we would do adistnibution done fo r him. UnderseparatecoverlIwifllsend youanote from 8lthat explinshow weare proceeding. Theonly riskIsheexpects us to sell mre then we believe is ossible and he gets disappointed. This probably wouldn'thappen to earlest April or Ma y 2005. Seth and Bill are scheduled to meet with him again this Thursday.Kerry

From; Rattner, Steven (mallto:Steve.Rattnefquadrmngiegroup.com]Sent Monday, Novemnber 29, 2004 11;28 AMTo: Hatch, KerrySubject RE: ahooch

On the Chooch front, if we needed tD do adistuibution deal with him an d see what we couldsell, what would that cost us and/or what are the typical terms? Thanks.

From:, Hatch, Kerry [ma1ito:khtchGOODTJMES.wm)nSft Friday, November 19, 2004 4:23 111TW : Raijwe, gtemeSubjW Chooch

Steve-

Thanks for corning to GT yesterday. I really appreiaed It.

On aSeparate note, we are at apoint with Steve Logllscl and the Chooch movie that we would typicallydisengage. Icould continue to work with him Ifthal would be helpful. In ight of BiNl's departure, Iwant to

ensure It oesn't fail through the crackcs and we handle it ppropriately, Pleas advise how you would likeme to proceed.



Ke"y





II S

(4

*

E.Rrn

I IPt -Dz

w aa U' P

(n-

NI

ti.'

i 9I -u

z



Imet with Steve again yesterday for about an hour. We had apleasant and somewhat productivediscussion. During that time, we reviewel the market challenges he faces. He seemed more reaistic attirm but still felt he could leverage his relationships Into organizations Ike Blockbuster beyond what I

beieve Is btainable. At the end of our conversation, he asked me what Iwould do In is shoes and Ioffered the following. wYou can meet with a ew smallr companies to see if hey get excited about theproject and would snake ame kind of focused commitnent that asmall Independent can often achieve. Ifafter that process you dent fInd the match, come back to GoodTimes; and we wA offer abelow marketdistibution fee, then recover any third party costs and spit the backend SO50 I thougt this could dragout the proess as We decide how te proceed. To my surprise he said he would prefer to just take hi schance with OT and not seek other company feedback. I esponded that Iwould put together a impledeal memoi by Wednesday and have aconference call planned on Thursday with Seth and Steve to movethings ahead. Ar e yo u ok with meg9Mn hima ID%distribution fee, plus costs he n 50/50 split? I emainvery skeptical of the films viability but we can work I with rental retailers and Seth will become thestrategy point person ki my absence. Idon't see asignificant downside to us financially but If e fall, willthat cause us and Quadrangle more problems? I hink astandard deal terniwould have tobe 15% feethen costs, then 50150 so it's generous bu t niot crazy, and we should breakewen at worst case If urspends are gradual and cautious. Please le t me know 9 I am to proceed as outlned.

Regards,

Bill



EXHIBIT F



Present: Honorable

SUPREME COURT OF THE STATE OF NE W YORK

COUNTY OF NEW YORK

IN THE MATTER OF THE PETITION OF STEVEN L.RATTNER,

Petitioner,

FO R AN ORDER PURSUANT TO SECTION 3102(C)

OF TH E CIVIL PRACTICE LA W AND RULES TO

DIRECT TH E ISSUANCE OF A SUBPOENA DUCES

TECUM TO DAVID LOGLISCI AND ALAN HEVESI,SUBPOENA

DUCES TECUM

Respondents.

TO: David Loglisci

c/o Kevin J. Keating, Esq.

Law Offices of Kevin J.Keating

805 Third Avenue, 1Ith Floor

New York, New York 10022

GREETING:

WE COMMAND YOU, that all business and excuses being laid aside, produce the

documents identified in the Exhibit A annexed hereto on or before December 30, 2010, at Cleary

Gottlieb Steen &Hamilton LLP, One Liberty Plaza, New York, New York 10006.

Failure to comply with this subpoena is punishable as a contempt of Court and shall make

you liable to the person on whose behalf this subpoena was issued for a penalty not to exceed

fifty dollars and all damages sustained by reason of your failure to comply.

WITNESS, Honorable , one of the Justices of said Court, at the New

York County Courthouse the-day ofNovember, 2010.

Index No.



Dated: New York, New York

November 18, 2010

By:4

Lewis J. Liman

Roger A. CooperCleary Gottlieb Steen &Hamilton LLPOne Liberty PlazaNew York, New York 10006

(212) 225-2000

Attorneys for Petitioner Steven Rattner

I/ f



EXHIBIT A

TO SUBPOENA DUCES TECUM

DEFINITIONS

1. "Documents" includes, without limitation, all tangible preservations of

information, whether set down in handwriting, typewriting, printing, photostating, magnetic

impulse, mechanical, electronic or digitized recording, e-mail, voice mail, or other form of data

compilation, including information preserved on computer databases, and including any non-

identical copies (whether different from the originals because of notes made on such copies,

because of indications that such copies were sent to different individuals than those to whom the

originals were sent, or because of any other reason), and drafts.

2. "N Y Common" means the New York State Common Retirement Fund.

3. "Quadrangle" means Quadrangle Group LLC and its current or former officers,

directors, employees, majority-owned subsidiaries and/or affiliates, and successors, including but

no t limited to Quadrangle GP Investors 11, L.P.

4. "You,"5 "your" and "yourself' refers to the individual or organization to whom

these requests are directed as well as your agents and attorneys.

INSTRUCTIONS

A. You must produce all documents in your possession, custody or control.

B. These Requests are continuing in nature. If you or any person on your behalf

obtain(s) or become(s) aware of additional information responsive to these Requests after you

have answered them, you must serve a supplemental answer, as soon after receipt as reasonably

possible, reflecting all such subsequently acquired information.



C. The term "Documents" includes, without limitation, all tangible preservations of

information, whether set down in handwriting, typewriting, printing, photo stating, magnetic






D. The connectives "and" or "or" are to be construed either disjunctively or

conjunctively as necessary to bring within the scope of this discovery request all responses that

might otherwise be construed to be outside of its scope.

E. References to the singular shall include the plural and references to the plural

shall include the singular; references to any gender shall include references to all other genders;

and use of the present tense shall also be read to include the past tense and vice versa.

F. The Requests require you to produce all responsive documents, including drafts

and other non-identical versions, whether maintained in paper form or on magnetic tape,

videotape, microfilm, computer database or disc, electronic mail, or any other means.

G. If any document which forms a part of or the entire basis for any response to the

Requests has been destroyed or lost, for each such document state when it was destroyed or lost,

identify the person who destroyed or lost the document, and the person who directed that it be

destroyed. In addition, for each such document, describe the nature of the document, state in as

much detail as possible the date and contents of the document, and all reasons for its destruction.

Additionally, identify all person(s) who created, sent, and received the document.



H. If you withhold any document responsive to the Requests under a claim of

privilege, identify the nature of the privilege (including work product) which is being claimed,

and, ifyou are asserting the privilege in connection with a claim or defense governed by state

law, indicate the state's privilege rule being invoked; and set forth the following information: (i)

the type of document; (ii) the general subject matter of the document; (iii) the date of the

document; and (iv) such other information as is sufficient to identify the document for a

subpoena duces tecum, including, where appropriate, the author of the document, the addressee

of the document, and, where not apparent, the relationship of the author and addressee to each

other. If a portion of a document contains information subject to a claim of privilege, you must

redact only that portion and must produce the remainder.

1. If in answering the Requests you claim any ambiguity in interpreting either a

request or a definition or instruction applicable thereto, you may not use this ambiguity as a basis

for refusing to respond, but must set forth as part of your response to such request the language

you believe to be ambiguous and the interpretation you have chosen to use in responding to the

request.

J. When a Request seeks all documents concerning a particular subject, the Request

should be read as including all communications between or among you and (a) Quadrangle

and/or any Quadrangle current or former employee or (b) Quadrangle's counsel and/or agent.

K. Unless otherwise noted, this request encompasses all responsive documents

created, modified, or transmitted between December 1, 2003 and December 31, 2005.



REQUESTS FOR PRODUCTION

Reqiuest No. 1All documents in your possession that concern Quadrangle, and that reflect the process that led

to NY Common's decision to invest in 2005 in the Quadrangle Capital Partners II, L.P.

Reqiuest No. 2

All documents concerning any due diligence, inquiry, review, assessment or evaluation

concerning NY Common's decision to invest in 2005 in the Quadrangle Capital Partners 11 , L.P.



EXHIBIT G



Present: Honorable

SUPREME COURT OF TH E STATE OF NEW YORK

COUNTY OF NE W YORK

IN THE MATTER OF THE PETITION OF STEVEN L.RATTNER,

Petitioner,

FO R AN ORDER PURSUANT TO SECTION 3102(C)

OF THE CIVIL PRACTICE LA W AND RULES TO

DIET H ISSUANCE OF A SUBPOENA DUCES

TECUMTO DAVID LOGLISCI AND ALAN HEVESI,SUBPOENA

DUCES TECUM

Respondents.

TO: Alan G. Hevesi

c/o Bradley D. Simon, Esq.

Simon & Partners LLP

The French Building

551

Fifth AvenueNew York, NY 10 176

GREETING:

WE COMMAND YOU, that all business and excuses being laid aside, produce the

documents identified in the Exhibit A annexed hereto on or before December 30, 20 10, at Cleary

Gottlieb Steen &Hamilton LLP, One Liberty Plaza, New York, New York 10006.

Failure to comply with this subpoena is punishable as a contempt of Court and shall make

you liable to the person on whose behalf this subpoena was issued for a penalty not to exceed

fifty dollars and all damages sustained by reason of your failure to comply.

WITNESS, Honorable , one of the Justices of said Court, at the New

York County Courthouse the-day ofNovember 20 10.

Index No.

-----------------------------------------------------------------------



Dated: New York, New York

November 18, 2010

ewsJ. Liman

Roger A. CooperCleary Gottlieb Steen &Hamilton LL P

One Liberty Plaza

New York, New York 10006

(212) 225-2000

Attorneys for Petitioner Steven Rattner



EXHIBIT ATO SUBPOENA DUCES TECUM

DEFINITIONS

1. "Documents" includes, without limitation, all tangible preservations of







2. "N Y Common" means the New York State Common Retirement Fund.

3. "Quadrangle" means Quadrangle Group LLC and its current or former officers,

directors, employees, majority-owned subsidiaries and/or affiliates, and successors, including bu t

no t limited to Quadrangle GP Investors 1I, L.P.

4. "'You,"9"your" and "yourself' refers to the individual or organization to whom

these requests are directed as well as your agents and attorneys.

INSTRUCTIONS

A. You must produce all documents in your possession, custody or control.

B. These Requests are continuing in nature. If you or any person on your behalf

obtain(s) or become(s) aware of additional information responsive to these Requests after you

have answered them, you must serve a supplemental answer, as soon after receipt as reasonably

possible, reflecting all such subsequently acquired information.



C. The term "Documents" includes, without limitation, all tangible preservations of







D. The connectives "and" or "or" are to be construed either disjunctively or

conjunctively as necessary to bring within the scope of this discovery request all responses that

might otherwise be construed to be outside of its scope.

E. References to the singular shall include the plural and references to the plural

shall include the singular; references to any gender shall include references to all other genders;

and use of the present tense shall also be read to include the past tense and vice versa.

F. The Requests require you to produce all responsive documents, including drafts

and other non-identical versions, whether maintained in paper form or on magnetic tape,

videotape, microfilm, computer database or disc, electronic mail, or any other means.

G. If any document which forms a part of or the entire basis for any response to the

Requests has been destroyed or lost, for each such document state when it was destroyed or lost,

identify the person who destroyed or lost the document, and the person who directed that it be

destroyed. In addition, for each such document, describe the nature of the document, state in as

much detail as possible the date and contents of the document, and all reasons for its destruction.

Additionally, identify all person(s) who created, sent, and received the document.



H. If you withhold any document responsive to the Requests under a claim of

privilege, identify the nature of the privilege (including work product) which is being claimed,

and, if you are asserting the privilege in connection with a claim or defense governed by state

law, indicate the state's privilege rule being invoked; and set forth the following information: (i)

the type of document; (ii) the general subject matter of the document; (iii) the date of the

document; and (iv) such other information as is sufficient to identify the document for a

subpoena duces tecum, including, where appropriate, the author of the document, the addressee

of the document, and, where not apparent, the relationship of the author and addressee to each

other. If a portion of a document contains information subject to a claim of privilege, you must

redact only that portion and must produce the remainder.

1. If in answering the Requests you claim any ambiguity in interpreting either a

request or a definition or instruction applicable thereto, you may not use this ambiguity as a basis

for refuising to respond, but must set forth as part of your response to such request the language

you believe to be ambiguous and the interpretation you have chosen to use in responding to the

request.

J. When a Request seeks all documents concerning a particular subject, the Request

should be read as including all communications between or among you and (a) Quadrangle

and/or any Quadrangle current or former employee or (b) Quadrangle's counsel and/or agent.

K. Unless otherwise noted, this request encompasses all responsive documents

created, modified, or transmitted between December 1,2003 and December 31, 2005.



REQUESTS FOR PRODUCTION

Request No. 1All documnents in your possession that concern Quadrangle, and that reflect the process that led

to NY Common's decision to invest in 2005 in the Quadrangle Capital Partners 11, L.P.

Request No. 2

All documents concerning any due diligence, inquiry, review, assessment or evaluation

concerning NY Common's decision to invest in 2005 in the Quadrangle Capital Partners II, L.P.