00099996 —

Mar 5-23:20
Listing Began:

Description

Seller's Comments and Description:

NOTE OF SECURED PARTY PUBLIC AUCTION

PLEASE TAKE NOTICE that, in accordance with applicable provisions of the Uniform Commercial Code as enacted in New York, MANCHESTER SECURITIES CORP., AND ZYQUAN INVESTMENTS LIMITED (“Secured Party”), will sell 100% of the Collateral (as defined below), to the highest bidder at a public sale. The public sale will take place at 10:00 am on March 19, 2026, both in person and remotely from the offices of Holland & Knight LLP, 787 Seventh Avenue, New York, New York 10019, with access afforded in person and remotely by zoom or other web-based video conferring and/or telephonic conferencing program selected by Secured Party. By virtue of certain defaults by 1005 First Resi Borrower, LLC (“Borrower” or “Debtor”) under a loan, dated as of December 20, 2019 (the “Mezzanine Loan Agreement”), as amended by that certain Amendment to Mezzanine Loan and Security Agreement, dated as of December 20, 2023 (the “Amended Mezzanine Loan Agreement”), and Mezzanine Loan Promissory Note, dated December 20, 2019 in the original principal amount of $61,642,091.00 (“Mezzanine Note”), as amended by that certain Amendment to Mezzanine Loan Promissory Note, dated as of December 20, 2023, which, among other things, increased the original principal amount of the Mezzanine Loan to the maximum principal sum of $63,642,091.00 (“Amended Mezzanine Note”), which Loan has a current unpaid principal balance of $87,649,924.90, which Loan is evidenced and secured by, among other things, that certain Mezzanine Pledge and Security Agreement, dated as of December 20, 2019 (“Mezzanine Pledge Agreement”), by Borrower, as Pledgor, in favor of Manchester Securities Corp., a New York corporation, as administrative agent for Lender (“Administrative Agent”), and whereby Debtor pledged to Secured Party, one hundred percent (100%) of the all of its right, title and interests in the Collateral and does not involve the direct sale of the Property.

As set forth in Section 2 of the Mezzanine Pledge Agreement, Borrower pledged, a first priority security interest in all of Borrower’s right, title and interest in, to or under the following, whether now owned or hereafter acquired (collectively., the “Collateral”): (i) all Pledged Company Interests (meaning 100% of the limited liability company interest of Borrower in 1005 First, LLC (the current owner of the Property described below) as listed on Schedule 1 to the Mezzanine Pledge Agreement); (ii) all securities, additional equity interests, moneys or property representing dividends, distributions, cash or interest on any of the Pledged Securities, or representing a distribution in respect of the Pledged Securities, or resulting from a split-up, revision, reclassification or other like change of the Pledged Securities or otherwise received in respect of or otherwise in exchange therefor, and any subscription warrants, rights or options issued to the holders of, or otherwise in respect of, the Pledged Securities; (iii) any amounts payable under any policy of insurance by reason of loss or damage to the Pledged Securities or the Project; (iv) all “accounts”, “general intangibles”, “instruments” and “investment property” (in each case as defined in the Code) constituting or relating to the foregoing; and (v) all Proceeds of any of the foregoing (including any proceeds of insurance thereon, all “accounts”, “general intangibles”, “instruments” and “investment property”, in each case as defined in the Code, constituting or relating to the foregoing).

The Sale shall be conducted in respect of an indebtedness with a current unpaid principal balance of $ 87,649,924.90, together with interest thereon, plus all other sums due under the Mezzanine Pledge Agreement and other Mezzanine Loan Documents, subject to all prior liens, including relating to that certain Construction Loan and Security Agreement dated as of December 20, 2019 in the original principal amount of $130,600,000 (the “Senior Loan”), which secures certain real property (the “Property”) consisting of the residential and retail component of a certain mixed-use development, commonly known as the “Revel NoMa” and f/k/a “Storey Park-Resi”, and located at or about 1005 1st Street, NE, Washington, D.C. (as more particularly described in the Mezzanine Loan Documents), and all expenses and fees of Secured Party, including, but not limited to, advertising and publishing costs and attorneys’ fees, the Terms and Conditions of Bidding and Sale (which are available upon request), and the auctioneer’s fees.

The Collateral will be sold to the highest qualified bidder; provided, however, that Secured Party reserves the right to cancel the sale in its entirety, or to adjourn the sale to a future date by announcement made at the time and place scheduled for the public sale. The Collateral will be sold only as a block to a single purchaser and will not be split up or broken down. Lender may credit bid the lien of the Lender and/or make cash bids at the Sale. The Sale will be conducted by Mannion Auctions. LLC, by Matthew Mannion, Licensed Auctioneer, NYC Division of Consumer Affairs Licensed Auctioneer, License No. 1434494.

For additional information respecting the Collateral and a copy of the Terms and Conditions of Bidding and Sale, and parties interested in bidding on the Collateral should contact: Attorneys for Secured Party, Stacey A. Lara, Esq., Holland & Knight LLP, 787 Seventh Avenue, New York, New York 10019, Tel: 212-513-3345, E-mail: stacey.lara@hklaw.com. Upon execution of a standard non-disclosure agreement, additional documentation and information will be made available.

Run Date: March 4th, 2026

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