NOTICE OF UCC PUBLIC AUCTION SALE
PLEASE TAKE NOTICE, that in accordance with applicable provisions of the Uniform Commercial Code of the States of Delaware and Illinois (as applicable), Pearlmark Mezzanine Realty Partners IV, L.P., a Delaware limited partnership, Pearlmark Mezzanine Realty Partners REIT IV, a Maryland real estate investment trust, and PMRP Co-Investment IV, L.L.C., a Delaware limited liability company (individually and collectively, “Secured Party“), will sell at public auction sale all limited liability company interests held by Kona Mezz, LLC, a Delaware limited liability company (“Pledgor“), in Kona Owner, LLC, a Delaware limited liability company (such entity, the “Pledged Entity“; such interests, the “Equity Interests“). The Equity Interests secure Pledgor’s indebtedness owed to Secured Party in the principal amount of $16,200,000.00 plus unpaid interest, attorneys’ fees and other charges including the costs to sell the Equity Interests (“Debt“).
The public auction sale will be held at 2:00 p.m. (CST) on March 3, 2023 (“Public Sale“) by: (a) in-person bidding at the office Pearlmark Real Estate, L.L.C., 200 West Madison Street, Suite 2800, Chicago, IL 60606; and (b) virtual bidding via Zoom via the following Zoom meeting link: https://bit.ly/KonaUCC, meeting ID: 875 3438 1036, passcode: 943207 (or by telephone at +1-646-558-8656 (US), using same meeting ID and passcode). The Public Sale will be conducted by auctioneer Thomas Tumbleson, of Tumbleson Auction Company (State of Illinois Auctioneer License No. 440000397).
At the Public Sale, Secured Party reserves the right to: (i) credit bid up to the amount of the Debt; (ii) set minimum reserve price(s) for the Equity Interests; (iii) reject bids, in whole or in part; (iv) cancel or adjourn the Public Sale, in whole or in part; and (v) establish the terms and conditions of the Public Sale (“Terms of Public Sale“).
Secured Party’s understanding, without making any representation or warranty as to accuracy or completeness, is that the principal assets of the Pledged Entity are located in Kailua-Kona, Hawaii commonly known as “Niumalu Marketplace”, an approximate 205,000 square foot grocery-anchored neighborhood center.
Prospective and winning bidder(s) will be required to represent in writing to Secured Party that they are purchasing the Equity Interests for their own account, not acquiring them with a view toward the sale or distribution thereof and will not resell the Equity Interests unless pursuant to a valid registration under applicable federal and/or state securities laws, or a valid exemption from the registration thereunder. The Equity Interests have not been registered under such securities laws and cannot be sold by the winning bidder(s) without registration or application of a valid exemption. The Equity Interests will be offered for sale at the Public Auction “as-is, where-is”, and there are no express or implied warranties or representations relating to title, possession, quiet enjoyment, merchantability, fitness, or the like as to the Equity Interests.
Parties interested in bidding on the Equity Interests must contact Secured Party’s broker, Eastdil Secured (“Broker), via email at NiumaluMarketplace@eastdilsecured.com. Upon execution of a non-disclosure agreement, the Terms of Public Sale as well as documentation and information that Secured Party has in its possession will be made available on Broker’s online data site concerning the Equity Interests, the Pledged Entity, the Debt and the senior and mezzanine loan and intercreditor documents. Interested parties who do not contact Broker and register before the Public Sale will not be permitted to participate in bidding at the Public Sale.
(SA1403071 1/30, 1/31/23)