Member Info for Looed

(Part 2 of 2)

5. Judgment is hereby entered against Nicandros in favor of Mourant in the amount of One Million Two Hundred Fifty Thousand Nine Hundred Thirty-Six and Sixteen/Hundred Dollars ($1,250,936.16) (the “Recognized Judgment”);

6. The Recognized Judgment will bear interest post-judgment at the rate of seven and three-quarters percent (7.75%) simple interest per annum commencing on the date of January 1, 2023;

7. Nicandros will ensure that a promissory note in the amount of the Recognized Judgment, including post-judgment interest, will be executed by entities subject to Nicandros’ control on or before July 10, 2023 (“Recognized Judgment Promissory Note”);

8. Nicandros and Mourant will execute simultaneously with the execution of this Agreed Judgment a Settlement Agreement that will include a requirement that Nicandros will execute a guaranty of payment of the Recognized Judgment Promissory Note;

9. The Recognized Judgment Promissory Note will provide for payment of the Recognized Judgment on the following terms:

a- One Hundred Fifty Thousand and No/Hundred Dollars ($150,000.00) will be paid to Mourant on or before September 1, 2023;

b- The remaining principal balance, of the Recognized Judgment Promissory Note will be paid in two installments;

c- The first installment of Two Hundred Thousand and No/Hundred Dollars ($200,000.00) will be paid on or before December 1, 2023;

d- The second and final installment of the remaining principal and accrued interest will be paid on or before February 1, 2024.

e- The Recognized Judgment Promissory Note may be paid to Mourant, without penalty, at any time before February 1, 2024.

10. Any payment due under the Recognized Judgment Promissory Note paid within seven (7) calendar days of its due date will be deemed timely paid;

11. If an uncured default (meaning a default that has not been cured within seven days of its due date) occurs under the Recognized Judgment Promissory Note, Mourant will have the right to file this Agreed Judgment with the Court;

12. Nicandros, subject to Mourant’s fulfillment of its obligations under the Settlement Agreement and this Agreed Judgment, waives any right to appeal this Agreed Judgment;

13. If the Recognized Judgment Promissory Note is paid in accordance with its terms, Mourant will return this Agreed Judgment to Nicandros within ten (10) calendar days of receipt by Mourant of the final payment;

14. All court costs are taxed against the party incurring same;

15. This Judgment is final and disposes of all claims of Mourant and Nicandros; any relief requested in any party’s pleadings and not specifically granted herein is denied.

(Part 1)

On this day Plaintiff Mourant Ozannes (Cayman), LLP (“Mourant”) and Defendant Steve Nicandros (“Nicandros”) appeared by their respective attorneys of record and announced to the Court an agreement to settle all matters between them arising out of the matters in the underlying litigation.

As evidenced by the authorized signatures of both Mourant and Nicandros and their respective attorneys of record appearing on this Judgment, Mourant and Nicandros represent to the Court that they entered into this settlement freely, without coercion and with full understanding of the consequences of the execution of this Agreed Judgment.

THE COURT, WITH THE PARTIES’ AGREEMENT, MAKES THE FOLLOWING FINDINGS OF FACT:

1. On or about February 12, 2020, Mourant, Nicandros and Zaza Mamulaishvili entered into an agreed judgment styled “Summary Judgment Entered By Both Defendants By Consent,” In The Grand Court Of The Cayman Islands, Cause No. 118 of 2019, styled Between: Mourant Ozannes and (1) Steve Nicandros, (2) Zaza Mamulaishvili (the “Caymans Judgment”).

2. Zaza Mamulaishvili (“Mamulaishvili”), although having appeared in this case, is not known to be presently represented by counsel in this case and is not a party to this Agreed Judgment between Mourant and Nicandros

3. Mourant agrees that Mamulaishvili is not bound by this Agreed Judgment;

4. Mourant agrees that its claims against Mamulaishvili and all claims and defenses of Mamulaishvili as against Mourant should be severed into a separate case leaving only Mourant and Nicandros as parties to this lawsuit;

5. Mourant and Nicandros agree that the Caymans Judgment is a “foreign county judgment” as defined by TEX. CIV. PRAC. & REM. CODE §36A.002.

6. Mourant and Nicandros agree that the Caymans Judgment — as to Nicandros — is entitled to recognition pursuant to the requirements of TEX. CIV. PRAC. & REM. CODE Chapter 36A, the Uniform Foreign- County Money Judgments Recognition Act.

G. The Court finds, pursuant to the agreement of Mourant and Nicandros, that the Caymans Judgment — as to Nicandros — is entitled to recognition.

BASED ON THE AGREEMENT OF MOURANT OZANNES (CAYMAN), LLP AND STEVE NICANDROS IT IS HEREBY ORDERED, ADJUDGED AND DECREED:

1. Mourant’s claims as against Zaza Mamulaishvili and all claims and defenses of Mamulaishvili as against Mourant are hereby severed into a separate case;

2. The Caymans Judgment is entitled to recognition and hereby is granted recognition;

3. The Caymans Judgment is found to be conclusive as between Mourant and Nicandros to the same extent as the judgment of a sister state entitled to full faith and credit in this State would be conclusive;

4. The Caymans Judgment is enforceable in the same manner and to the same extent as a judgment rendered in the State of Texas;

It's currently on the docket for 1 day. Hard to say if the judge will decide on the day or take it under advisement. In the past YA motions have been decided on the day or not long after.

FRC have filed their witness list which includes SN and the FRC attorney at Stratton Law Firm. So far, no other filings or responses to YA's latest data drop.

Lots of filings and re-filings by YA . Nothing much new that I can see other than they lay out the exhibits they will be relying on at the upcoming hearing, all of which must be included within the reams of filings already made by YA.

Let’s see if or how the company respond before the hearing in early October.

Thanks Chris572 - I think this is just a tax-related summary / declaration by the now-head of the GOGC laying out his personal incomes, ownerships and official duties for the past year. The reference to GC / FEGL is likely in relation to the GOGC's role in the local operating company.

No problem Kenco222 and agree it's best to be open-minded about potential outcomes.

Kenco222 – You have nothing to feel guilty about. You were the victim of a long-planned and well-orchestrated crime. It has taken years to reverse the damage and destruction that resulted from the actions of those bad actors. After the carnage of the past few years, we are down to “just” 2 cases, one of which should be dealt with in one way or another in about a month.

Part of that reversal includes successfully managing -

ZM – from him successfully stealing the jewels, albeit for a short time, to being found to have violated of his terms of employment and being judged in a court of law to be a scam artist and a criminal.

Hope – those seemingly intractable court cases now settled.

GOGC / GG – from Arbitration, then termination, to more recent talk of cooperation.

Aside from the time taken in court to deal with the above, that is quite a turnaround. It would seem the threat of inside and outside factors conspiring to destroy the company has diminished. Hopefully we will soon see if the company has been able to capitalize on these new partnerships and find a positive way forward for all of us. Not least of which should include more robust checks and balances on and by the BoD.

Also, I don’t wish to be pedantic, but some folks keep saying there has been no official news since delist. It might feel like there is no news and you can complain about the regularity of news - but there has been news. Here are three examples of official news releases post delist –

https://www.prnewswire.com/news-releases/frontera-resources-statement-regarding-outrider-managements-tortious-interference-in-georgia-301154219.html

https://www.interpressnews.ge/en/article/115008-statement-by-green-capital-and-zaza-mamulaishvili-aims-to-mislead-the-public/

https://www.interpressnews.ge/en/article/116463-us-based-frontera-resources-advances-return-to-work-with-government-of-georgia/

Baramara - I think you are talking about jurisdiction and that the liquidators are using the NYC courts to enforce something that happened in Cayman? Is that right? Not sure if this answers your question.

The liquidators are using NYC as FRCC has "property' in that district given the entity paid a retainer to an NYC law firm. Also SN (and ZM at the time) are considered resident of the USA so 'fair game' for the liquidators to pursue them as the liquidators were unable to unlock any value in Cayman. Their only option is to go after the officers of the liquidated entity.

It was quite a while ago, but you might remember the company stated "We have legal teams in Texas and Georgia" - they did not say they we also have legal teams in NYC or Cayman. To date the company hasn't filed anything in the NYC case and we don't see any action in Cayman.

The NYC case is waiting for the outcome of the FIC V SN case in Texas to see what implications it has to its own case.

Prior to the settlement in the Hope Federal cases, FIC filed a new petition with the Texas court that sought to differentiate the FIC case from the others – “Such actions, and the attendant breach of fiduciary duties, are materially (or completely) distinct from the California Litigation and the Texas Litigation, and it is not reasonably foreseeable (and likely not conceivable) that a ruling in either case would impact this proceeding.” But then went on to argue the same points as the Hope cases including loan notes, Hope related court cases, Green Capital, the assignment, the arbitration, and so on.

Subsequent to those FIC filings, we know most of the arguments have been settled in the other cases or otherwise dealt with by the courts. As FIC moves forward, I think it is safe to assume they will rely on the new landscape post Hope which might explain why they are now cooperating and allowing a breathing space rather than accusing the parties of tactical delays etc. Their goal is to try and recoup funds or, as a last resort, give up if it looks like the means to realize funds (for example, the asset) are safely, and legally, protected from their actions meaning ongoing legal costs outweigh any potential for gains.

I don't know if it is still relevant, but you might recall FRC made a royalty provision when reassigning the asset. Perhaps, if FRC is able to finalize a new deal, (and the royalty offer still stands) that might be palatable to the parties rather than engage in yet another round of seemingly endless litigation.

Sycric - "Was there mention further down the road they would be reaching out to those who held holdings?" - Yes, that is what they have said, post litigation.

Baramara - regarding the SOCAR case, are you referring to the alleged selling of oil?

Baramara - are you asking if the continuance is due to lack of legal representation? If so, then the answer is no. The parties state in the motion for continuance that -

"Recently, the Courts in the California Federal Action and the Texas Federal Action have dismissed those lawsuits.

In light of those dismissals, the Parties are now able to focus solely on this Lawsuit. Although the Parties have conducted initial written discovery, they need additional time to complete discovery before the trial of this matter can occur. At this time, it is necessary to complete written discovery, depose fact and expert witnesses, and obtain expert discovery.

A continuance would provide the Parties adequate opportunity to focus their efforts on completing discovery and preparing for trial in this matter. Without the continuance of the trial setting and currently pending deadlines, the Parties will be unfairly harmed and prejudiced and unable to adequately prepare their respective cases for trial."

I think you might get more accurate search results if google something like "motion for continuance (or whatever word / term you are searching for) in Texas civil law / code / court" rather than rely only on Wikipedia, as the laws can vary state to state in the USA.

Hi MontiBurns – I prefer you think of my posts as opinion. I will always flag direct messaging from the company as such.

In your second paragraph you say, “We had all thought at that time (following the execution of this agreement) other major cases between OMF-Hope and SN-FRC would have settled but atlas, we are none-the-wiser.”

By “major cases” do you mean FIC v SN or do you have another case in mind ?

The cases in which Hope / OMF was either named plaintiff or defendant have settled. The joint motion for continuance in the FIC case is a direct consequence of the settlement in the Hope-specific cases and signals a shift in the relationship.

You mention the grim reaper – in ZM we not only met the G.R. but got to experience first-hand his scam to cull us all, yet we prevailed.

One more point - You might wonder why this case is based in NYC while all the others are in Texas. This is because the FRCC liquidators retained NYC based counsel. In the eyes of the court this means FRCC has "property" in NYC and so can proceed its action in that district.

Tsbs1 - we don't really know. But back in January this is what the GOGC said -

"As the chairman of the agency, Giorgi Tatishvili, reported to "Business Partner”, "Frontera" returned 99% of the license block according to the international arbitration order. It has 1% remaining where the Oil and Gas Corporation operates.

“The local company of “Frontera” is in liquidation mode. As the liquidation process is underway, and not to deteriorate the economic situation and not to spill the oil, this oil is managed by the state itself. However, at the same time, we are negotiating with the American management of “Frontera", which has a desire to continue working here, but with the condition of fulfilling the terms that were put forward by the arbitration, because the amount has to be paid. So there is an opportunity for” Frontera " to return. If this does not happen, the state will continue to work there,” – says Giorgi Tatishvili."

Elsewhere, we saw various sums of money being quoted that the company said they had via the support of US banks and financial institutions.

As expected, a tweaking of the dates to accommodate the recently filed YA Motion for Summary Judgement. The company have swapped the dockets and advised the court as follows -

"Hearing on YA II PN, Ltd.’s Motion For Motion for Traditional And No- Evidence Summary Judgment in the above-styled and numbered cause is set for hearing on Friday, October 6, 2023, at 10:00 A.M. by Order of the Court."

This means the Trial on Merits will need to be arranged for a later date, possibly taking the October 9 slot but so far, nothing filed to that effect.

As a reminder, this is the latest in an along line of attempts by YA to enforce judgement with all previous attempts failing. Though the latest motion includes some of the "helpful suggestions" put forward by the company, it does rely on many of the same arguments as the previous motions. Of course there is always the chance YA will prevail.

Why would the company agree to switch dates and put back their Trial on Merits so YA can attempt to get Summary Judgement? There could be many reasons, one could be that a failure by YA to obtain Summary Judgement (again) is the court telling YA they don't have a strong case and which might then be a factor in any subsequent Trial on Merits.

Hi toatie - the full name of this case is "FRCC & David Griffin Bankruptcy Court". The main reason it isn't discussed too much is because nothing much has happened in the case. The case was filed in 2019. FRCC (Frontera Resources Caucasus Corp) is one of the Cayman entities under liquidation along with FIC and FRGC.

In simple terms it is an attempt by the Cayman liquidators to try and find value via the officers (SN, ZM) as they haven't been able to realize any value in Cayman. The filings discuss all the same Hope-related talking points as the FIC case. As far as I can see, the company have never filed any response to this case.

The original filing in October 2019 was a "Petition for Recognition of a Foreign Proceedings" and the judge granted the right to proceed in January 2020. Nothing seems to have happened and in April 2022, the judge asked the legal equivlent of "whats going on here?" In reply, a report was filed to say the liquidators are monitoring the FIC v SN, ZM case and will await the outcome of that case.

Hard to say if this case is already dead in the water (hence the lack of action) or if it might present a danger at some future point. It does cover many of the same issues as FIC v SN so I assume this case will go the same way that one does.

ZiggyZag – nothing stupid about questions around these cases and I only hope this answer doesn’t confuse you more.

As I am sure you know, the Cayman action involves extracting value from the remains of the entity. The USA case is against its officers due to the ongoing failure of the Cayman action t extract value.

In Cayman, Hope’s inability to provide funding became something like the “last straw” for the JOL’s and their already frustrated efforts to realize any value from the entity being liquidated. In a report dated February 2021, the JOL’s conclude they had reached a dead end and there was nothing left to do other than call on the GOGC to terminate the PSC, which we know did not happen. The report ends asking stakeholders if they have any ideas on how to proceed. We do not know if they got any reply.

FIC v SN was filed in Texas in August 2021.

If the asset does now sit with FRUS, it is protected from any Cayman related actions, as stated in the original plaintiff petition in the FIC case which comments that FRUS is “another Frontera entity that is not subject to obligations” under the loan notes and other agreements. If you recall the company instead allowed for a 5% royalty from FRUS to offset monies owed.

The FIC v SN case involves claims against the individual officers and whilst Hope isn’t a defendant in FIC v SN, the case does for the most part revolve around events related to him. As in Cayman, the liquidators need to be realistic as to what they can / cannot achieve. Now the parties appear to be cooperating.

As far as I can recall there was no further update on the situation in Cayman. The NYC case has been dormant since early 2022.

The remaining cases are -

FIC v SN

YA II v FRC

NYC Bankruptcy proceedings.

Whatever might be going on in the Georgian courts

The small claims by Yellow Jersey

Hi MontiBurns – Thanks for the summary. Just a couple of points to add.

YA are claiming US$3.4m+ – “Entering judgment in favor of YA II and against FRC in the sum of $3,431,380.47 as of June 28, 2021, with post-judgment interest thereon at the rate of 8.25% per annum from the date of this judgment until paid together with all costs of Court in this behalf expended”

It looks like there might be some re-jigging of hearing dates in this case with the hearing for Summary Judgement possibly going first. The dates seem a bit out of synch on the court website so hopefully the site will align soon (it doesn’t always) and we can see if that really is the case.

The FIC case covers a lot and involves, amongst other things, claims of breach of fiduciary care, not least against ZM and Green Capital (his instrumental role not fully known to parties at the time of filing), loan notes and Hope.

Though not exactly a like-for-like situation, we saw in Cayman that Hope was able to end proceedings by withdrawing financial support. As stated in a letter submitted in the ZM case and in regard to the liquidation of FRGC - “Outrider has provided an amount of USD 90,000 to date for the fees of the joint voluntary liquidators and JOLs of the Company. This funding has, or shortly will be, fully extinguished by the JOLs fees to date. Outrider has confirmed that it is not in a position to provide further funding in respect of the PSC and there is currently no other funding available to the JOLs.”

FRGC are also a defendant in this case. The correct title of what we call usually call the FIC v SN case being FIC & FRCG v SN & ZM.

Lastly, and I know it doesn't feel like it, but there have been a number of official press releases post de-list. These include information on ZM, Outrider, relations with the GG, plans to return to Georgia. People can rightly say press statements aren't what they want, or the information isn't enough in terms of content or frequency, but these releases are official and available online. I don't know why they don't just put them on the website. I might be wrong, but I think those pressers might pre-date the new website so hopefully going forward that is something they can address.

No problem WHamBoy - the company will always mean the entity holding our shares as opposed to the sub entities, ZM copies etc.