Seattle Ghost Spooks Broken Top Owners: "Now ya gettin nasty"

Here's the latest on the Broken Top fiasco, ostensibly taken from the now private Broken Top blog:

Cohen Financial
ATTENTION: Angus Cameron
111 Sutter Street (Suite 950)
San Francisco, CA 94104
E-mail to acameron@cohenfinancial.com

Re: Broken Top Club

Dear Mr. Cameron:

As a senior member (#65) of Broken Top Club, with a residence facing the 12th fairway, I'm hoping you can put an end to the concerns being generated by the Club's recent purchase by a nameless buyer.

My vantage point is that, since buying Broken Top property in 1993, my wife and I have looked forward to a day when the Club would belong to its members. Our Portland clubs (Portland Golf Club, Arlington Club, Town Club and Multnomah Athletic Club) were all equity clubs -- for people like us, the norm.

Even so, at Broken Top Club, short of acquisition of by its own members, our interests would be best served by the Club's passing into the hands of knowledgeable new owners with long-term staying power and genuine commitment to operating a premier property. If the Seattle Ghost qualifies, so be it.

Nonetheless, since word of the Club's sale leaked out, members and neighbors have been baffled, insulted, and infuriated by a series of slaps-in-the-face:

* Being told by you that the buyer's identity is being concealed by confidentiality agreement exacted by the seller, at the same time that the seller is telling us that the confidentiality proviso is demanded by the buyer .

* Being confronted by a cockamamie "re-development" scheme that would degrade the Broken Top neighborhood and shatter our way of life.

* Being sent, as the buyer's emissary, a grossly inept and uninformed "marketeer" whose only observable talent is the gift of alienating everyone who is exposed to him. ( * See footnote).

* Discovering a 6'2" blonde (an utter stranger among our members) parading around public gatherings to shell out business cards proclaiming her as Broken Top Club's Director of Sales/Marketing/Public Relations.

Having acquired, merged and sold several companies, I hardly need be reminded that, during many negotiations, confidentiality can be critical. But you don't need a Wharton MBA to figure out that, once the ink is dry, the parties had better start reading from the same page -- aloud -- to all their stakeholders and to the media.

The clumsiness and secrecy attending the Broken Top Club transaction have provoked resentment, suspicion and anger -- in my judgment, needlessly. Before this degenerates into a lawyers' feeding frenzy, the Seattle Ghost might think about shedding his shroud and laying his cards on the table, this time face-up.

Cordially,
John J. Mathews

61745 Broken Top Drive
Bend, OR 97702-1088

* To be perfectly blunt, within hours, the ESP "focus groups," had become widely known as the "f___-us groups."


And this:

This morning (2/8) I received a phone call from Angus Cameron of Cohen Financial. He stated that my name, as well as Ron Cole’s and ________ (a member who asked to not be identified), had come up in conversations and emails yesterday identifying us as members who are trying to organize an effort to buy the balances of the CEM memberships.

He stated that he wanted to open communications and “get ahead of this” as opposed to finding out about it later. He was very direct and forceful in his questioning regarding our intent. He also said he had heard we’ve hired an attorney.

My fundamental answer was, “we are considering all of our options including buying the balance of the CEM’s”. He pushed for more specifics, but I didn’t provide any more than to say we will be in touch when the time is right.

I turned the tables by asking him a series of questions. His answers are paraphrased here, not exact quotes.

How would the new owners react to an offer to buy the remaining CEM’s? “I’m not sure. Based on this new news of your efforts they instructed me to contact you and open a dialogue on the topic”.

You and the owner’s strategy to date have only created distrust and confusion about your intent. Why was it handled this way and why won’t the new owners identify themselves? “We sent Mike Parker in to present our ideas. We heard the feedback and are working on adjustments to those plans. The owners are a private family and they wish to remain that way. They don’t take an active role”.

You just said the owners asked you to contact us. “They are involved in decisions, but they want to remain private”.

How do the owners feel about the current CEM plan? What are their intentions? “We’ve hired Troon Golf to evaluate the membership plans. They should have some news in the next few weeks”.

Do the new owners plan to honor the CEM plan and turn over the Club and property when 300 CEM’s are secured as defined in the documents? “We have hired an attorney to review the documents and provide an opinion on the CEM plan. We should hear something within 30 days”.

It is inconceivable to me that the new owners wouldn’t have addressed that question during their due diligence, all of the upside potential of their acquisition hinges on that question. “I can’t discuss what happened in the due diligence”.

We’re both business people who have done major financial transactions. You’re saying the owner is waiting until 60 days after closing to find out if a membership structure will hinder their plans? Didn’t they answer that question in advance? “I can’t talk about the due diligence”.

With that we ended the call with me saying we would be in touch if we had more to discuss.

My general feeling is that he was on a fishing expedition.

Mark Powell

I hope they can resolve it peacefully, but this has LAWSUIT written all over it. If I were a BT owner, especially an equity holder in the golf course, I would be a little TO'd. But this is what happens in a "wink and a handshake" town like Bend. How many verbal deals will have to come back & bite people on the ass before they realize the Boss Hog style of running things won't work here anymore? There's a bridge in Sisters that a developer promised verbally to widen once he'd finished his little subdivision. Guess what? He sold most of the units, and when asked to complete the bridge, he told the City to screw off. Now there is a 1 lane choke point to exit that subdiv if there's ever a wildfire. And he probably WON'T be liable, since the City of Sisters is run on so many handshake deals. And of course, that's why the school system there is imploding and owes the state $1.2MM for a home schooling scam gone bad.