NOTICE OF FILING OF PROOFS OF CLAIM Composite Exhibit “A

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UNITED STATES BANKRUPTCY COURT SOUTHERN DISTRICT OF FLORIDA

FORT LAUDERDALE DIVISION www.flsb.uscourts.gov

In re: Case No. 20-23346-PDR Case No. 20-23348-PDR TAMARAC 10200, LLC and UNIPHARMA, LLC, Chapter 11 Debtors. /

NOTICE OF FILING OF PROOFS OF CLAIM

Creditors and Equity Holders, Raimundo Santamarta, Jr., Yohana Santamarta, and Reinaldo

Santamarta (collectively, the “Creditors”), hereby give notice of the filing of the Creditors’ proofs

of claim, annexed hereto as Composite Exhibit “A,” which will be transmitted via Federal

Express on the 25th day of January, 2021 pursuant to the procedures provided by third-party claims

agent Kurtzman Carson Consultants LLC in the above captioned proceeding.

Respectfully submitted, BAST AMRON LLP Attorneys for Creditors and Equity Holders Raimundo Santamarta, Jr., Yohana Santamarta, and Reinaldo Santamarta SunTrust International Center One Southeast Third Avenue, Suite 1400 Miami, Florida 33131 Telephone: 305.379.7904 Facsimile: 305.379.7905 Email: [email protected] Email: [email protected] Email: [email protected] By: /s/ Jaime B. Leggett Brett M. Amron (FBN 0148342) Jeffrey Bast (FBN 996343) Jaime B. Leggett (FBN 1016485)

Case 20-23346-PDR Doc 281 Filed 01/24/21 Page 1 of 31

¨2¤"AN5!8 #8«

2023346210124000000000003

Docket #0281 Date Filed: 1/24/2021

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CERTIFICATE OF SERVICE

I HEREBY CERTIFY that a true and correct copy of the foregoing has been served

electronically via the Court’s CM/ECF system upon the parties listed below this 24th day of

January, 2021.

By: /s/ Jaime B. Leggett

Jaime B. Leggett, Esq. VIA CM/ECF

Scott Andron [email protected], [email protected] Eric N Assouline [email protected], [email protected] Paul A Avron [email protected],

[email protected];[email protected];[email protected] Chase A Berger [email protected],

[email protected];[email protected] Adisley M Cortez Rodriguez [email protected] Melbalynn Fisher [email protected] Gavin Gaukroger [email protected] Alan C Hochheiser [email protected],

[email protected] Phillip M. Hudson III [email protected],

[email protected];[email protected];[email protected];[email protected]

Christopher A Jarvinen [email protected], [email protected];[email protected];[email protected]

Office of the US Trustee [email protected] Heather L. Ries [email protected], [email protected] Paul Steven Singerman [email protected],

[email protected];[email protected];[email protected] Edward Soto [email protected], [email protected];edward-soto-

[email protected] Andrew D. Zaron [email protected], [email protected]


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COMPOSITE EXHIBIT “A”



Official Form 410 Proof of Claim page 2

Part 2: Give Information About the Claim as of the Date the Case Was Filed

6. Do you have any numberyou use to identify thedebtor?

NoYes. Last 4 digits of the debtor’s account or any number you use to identify the debtor: ____ ____ ____ ____

7. How much is the claim? $___Estimated at______________________. Does this amount include interest or other charges? No

Yes. Attach statement itemizing interest, fees, expenses, or othercharges required by Bankruptcy Rule 3001(c)(2)(A).

8. What is the basis of theclaim?

Examples: Goods sold, money loaned, lease, services performed, personal injury or wrongful death, or credit card.

Attach redacted copies of any documents supporting the claim required by Bankruptcy Rule 3001(c).

Limit disclosing information that is entitled to privacy, such as health care information.

______________________________________________________________________________

9. Is all or part of the claimsecured?

NoYes. The claim is secured by a lien on property.

Nature of property:

Real estate. If the claim is secured by the debtor’s principal residence, file a Mortgage Proof of ClaimAttachment (Official Form 410-A) with this Proof of Claim.

Motor vehicleOther. Describe: _____________________________________________________________

Basis for perfection: _____________________________________________________________

Attach redacted copies of documents, if any, that show evidence of perfection of a security interest (for example, a mortgage, lien, certificate of title, financing statement, or other document that shows the lien has been filed or recorded.)

Value of property: $__________________

Amount of the claim that is secured: $__________________

Amount of the claim that is unsecured: $__________________ (The sum of the secured and unsecured amounts should match the amount in line 7.)

Amount necessary to cure any default as of the date of the petition: $____________________

Annual Interest Rate (when case was filed)_______%

FixedVariable

10. Is this claim based on alease?

No

Yes. Amount necessary to cure any default as of the date of the petition. $____________________

11. Is this claim subject to aright of setoff?

No

Yes. Identify the property: ___________________________________________________________________

✔

10,080,494.90✔

See attached Exhibit "A"

✔

✔

✔



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EXHIBIT A TO PROOF OF CLAIM

Creditor and Equity Holder, Raimundo Santamarta, Jr. (“Raimundo, Jr.”) hereby files this

Exhibit A to the Proof of Claim, and states as follows:

1. The amount of the claim is a preliminary estimate of damages calculated through a

proportionate allocation (based on Raimundo, Jr.’s percentage ownership of the equity in

Unipharma LLC) of the purchase price offered by the Stalking Horse Bidder NHTV (AIV) ULM

BIDCO, LLC and agreed to by the Debtors. In other words, the claim amount is 11.33%

(Raimundo, Jr.’s ownership percentage) times the $87,059,019 purchase price paid by the Stalking

Horse Bidder, plus the amount below. This damage amount will be adjusted as discovery

proceeds.

2. This Exhibit A hereby adopts and incorporates the allegations of the Verified

Complaint filed in the above-captioned cases at ECF No. 237 and in the adversary captioned as

Raimundo E. Santamarta, et al. v. NHTV ULM Holdings, LLC, Adv. Proc. No. 21-1021-PDR at

ECF No. 1.

3. Shortly after October 19, 2020, the Debtors publicized knowingly false and

defamatory statements regarding the circumstances of Raimundo, Jr.’s termination of his


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employment at the Debtors, which statements resulted in substantial harm to his reputation,

business relationships and business opportunities.

4. Additionally, because the Debtors needed sale support in Mexico, in June 2019, the

Debtors entered into an oral agreement (the “Agreement”) with Raimundo, Jr. under which he

would move with his family to Mexico and perform sales services for the Debtors in exchange for

compensation equal to his estimated monthly living expenses in Mexico in the amount of $14,961

per month, from which $13,750 would be paid directly to Raimundo, Jr. and $1,211 would be paid

directly to Cigna Insurance on his behalf. In reliance upon the Agreement and the proposed

compensation, Raimundo, Jr. executed a two-year residential real property lease in Mexico which

expires August 1, 2021. Though he was terminated without cause by the company on October 19,

2020, Raimundo is unable to terminate his lease in Mexico prior to its expiration. The total sum

of unpaid compensation equals $216,934.50 for the months of August through December 2019,

one half of October 2020, plus November 2020 through July 2021.

5. Additionally, the Debtors aided and abetted NHTV (AIV) ULM Holdings, LLC’s

(“AIV”) breaches of its fiduciary duties under Delaware law to Raimundo, Jr.

6. Raimundo, Jr. reserves all rights to amend, supplement, or modify this Proof of

Claim, including as additional discovery is received.







7. How much is the claim? $__Estimated at_____________________. Does this amount include interest or other charges? No






______________________________________________________________________________



Nature of property:










FixedVariable


No



No


✔

3,290,755.35✔


✔

✔

✔



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Creditor and Equity Holder, Yohana Santamarta, Jr. (“Yohana”) hereby files this Exhibit A

to the Proof of Claim, and states as follows:


proportionate allocation (based on Yohana’s percentage ownership of the equity in Unipharma

LLC) of the purchase price offered by the Stalking Horse Bidder NHTV (AIV) ULM BIDCO,

LLC and agreed to by the Debtors. In other words, the claim amount is 3.78% (Yohana’s

ownership percentage) times the $87,059,019 purchase price paid by the Stalking Horse

Bidder. This damage amount will be adjusted as discovery proceeds.




ECF No. 1.


defamatory statements regarding the circumstances of Yohana’s termination of her employment

at the Debtors, which statements resulted in substantial harm to her reputation, business

relationships and business opportunities.


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4. Additionally, the Debtors have in their possession, custody, or control various items

of personal property belonging to Yohana, including:

a. A XEROX DocuColor 252, Oversized HCF, XEROX Workcenter 5638,

laminating and velobinding machines, a paper cutting machine, a paper folding

machine, and various other items of office equipment, all as reflected by the

invoices and images annexed hereto as Exhibit 1.


(“AIV”) breaches of its fiduciary duties under Delaware law to Yohana.

6. Yohana reserves all rights to amend, supplement, or modify this Proof of Claim,

including as additional discovery is received.


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Exhibit 1






yohanasm

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yohanasm

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yohanasm

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yohanasm

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yohanasm

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7. How much is the claim? $_ Estimated at _______________. Does this amount include interest or other charges? No






______________________________________________________________________________



Nature of property:










FixedVariable


No



No


✔

16,436,365.36✔


✔

✔

✔



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Creditor and Equity Holder, Reinaldo Santamarta (“Reinaldo”)] hereby files this Exhibit A

to the Proof of Claim, and states as follows:


proportionate allocation (based on Reinaldo’s percentage ownership of the equity in Unipharma

LLC) of the purchase price offered by the Stalking Horse Bidder NHTV (AIV) ULM BIDCO,

LLC and agreed to by the Debtors. In other words, the claim amount is 18.88% (Reinaldo’s

ownership percentage) times the $87,059,019 purchase price paid by the Stalking Horse

Bidder. This damage amount will be adjusted as discovery proceeds.




ECF No. 1.


defamatory statements regarding the circumstances of Reinaldo’s termination of his employment

at the Debtors, which statements resulted in substantial harm to his reputation, business

relationships and business opportunities.


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(“AIV”) breaches of its fiduciary duties under Delaware law to Reinaldo.

5. Reinaldo reserves all rights to amend, supplement, or modify this Proof of Claim,

including as additional discovery is received.


Documents

NOTICE OF FILING OF PROOFS OF CLAIM Composite Exhibit “A