CAUSE NO. DC-2
`
`16
`
`3
`
`FILED
`02411.54 AM
`FELICIA PITRE
`DISTRICT CLERK
`DALLAS CO., TEXAS
`Janieshia Reed DEPUTY
`
`“ELM CREEK INVESTMENTS, LLC,
`
`Plaintiff/Counter-Defendant
`
`VS.
`
`MONTY RIAL, etal.
`
`Defendant/Counter-Plaintiffs
`(alternatively Third-Party Plaintiffs).
`
`v8.
`
`KARL WILLIAMS,etal,,
`
`Counter-Defendants (alternatively
`Third-Party Defendants).
`
`IN THE DISTRICT COURT
`4
`
`68™ JUDICIAL DISTRICT
`
`DALLAS COUNTY, TEXAS
`
`RETURN OF SERVICE
`Cameto my hand onTuesday,August 13, 2024 at3:30 PM,
`Executed at: 7250 DALLAS PARKWAY,SUITE 200, PLANO,TX 75024
`at 10:05 AM, on Wednesday, August 14, 2024, by delivering to the within named:
`
`BVA GROUP RESTRUCTURING AND ADVISORY LLC
`
`by delivering to its Registered Agent, THE BVA GROUP LLC
`by delivering to its Authorized Employee, JOANNE WOOLIDGE
`a true copy ofthis
`SUBPOENA DUCES TECUM TO PRODUCE DOCUMENTS PURSUANT TO TEXAS RULES
`OF CIVIL PROCEDURE 176 AND 205.3, with EXHIBIT A-1 and AGREED PROTECTIVE
`ORDERwitliEXHIBIT 1
`having first endorsed thereon the date ofthe deliveryand tendered a witness fee of $1.00 in cash that
`was accepted,
`
`I am a personnotless than eighteen (18) years ofage and I am competent to make this oath. J am a resident ofthe State of
`Texas, I have personal knowledge ofthe facts and statements contained herein and aver that each is true and correct. I am
`nota party to nor related or affiliated with any party to this suit. I have no interest in the outcomeofthe suit. I have never
`been convicted of a felony or of a misdemeanor involving moral turpitude. I am familiar with the Texas Rules of Civil
`Procedure, and the Texas Civil Practice and Remedies Codes as they apply to service of process. I am certified by the
`Judicial Branch Certification Commissionto delivercitations and other notices from anyDistrict, County and Justice Courts
`in andfor the State ofTexas in compliance with rule 103 and 501.2 oftheTRCP.”
`My name is HEATHERHULKEWICZ, mydate ofbirth ig May 16, 1984 and my business address is $470
`L.B.J. Freeway, Dallas, Texas, 75240 in the county of Dallas, United States of America. I declare under
`penalty of perjury that the foregoing is true and correct.'
`
` “
`
`

`

`THE STATE OF TEXAS
`
`Cause No. DC-23-02616
`
`IN THE DISTRICT COURT OF
`
`DALLAS COUNTY, TEXAS
`
`68JUDICIAL DISTRICT
`
`§ § § § §
`
`§
`§
`§
`
`§ § § § § §
`
`ELM CREEK INVESTMENTS,LLC,
`Plaintiff/Counter-Defendant,
`
`Vv.
`
`MONTYRIAL,et al.,
`Defendant/Counter-Plaintiffs
`(alternatively Third-Party Plaintiffs),
`
`Vv.
`
`KARL WILLIAMS,etal.,
`Counter-Defendants (alternatively
`Third-Party Defendants).
`
`SUBPOENA DUCES TECUM TO PRODUCE DOCUMENTSPURSUANTTO TEXAS
`RULES OF CIVIL PROCEDURE 176 AND 205.3.
`
`TO ANY SHERIFF OR CONSTABLE OF THE STATE OF TEXAS OR OTHER
`PERSON AUTHORIZED TO SERVE AND EXECUTE SUBPOENASAS PROVIDED
`
`IN RULE176.5 OF THE TEXAS RULES OF CIVIL PROCEDURE
`
`YOU ARE HEREBY COMMANDED TO SUMMONBVAGroup Restructuring and
`
`Advisory LLC (“BVA Group”), throughits registered agent, The BVA Group LLC (7250 Dallas
`
`Parkway, Suite 200, Plano, TX 75024), whois represented to reside within one hundredfifty miles
`
`of the Courthouse of Dallas County, Texas, in which the above suit is pending, or who may be
`
`found within suchdistance at the time ofthetrial, to produce atsaid time and place belowsetforth
`
`the books, papers, documents,or other tangible things, as listed herein.
`
`Pursuant to Texas Rules of Civil Procedure 205.3, BVA Group is hereby commanded to
`
`produce and/or permit inspection and copying of documentsortangible items in your possession,
`
`custody or control listed on Exhibit A-1, attached hereto, to be used as evidence in the above-
`
`SUBPOENA DUCES TECUM TO BVA GROUP RESTRUCTURING AND ADVISORY LLC
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`PAGE 1
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`

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`referenced matter. The materials requested below must be produced nolater than twenty days after
`
`service of these requests, to Defendant/Counter-Plaintiff Monty Rial (“Rial”) throughits counsel,
`
`Mackenzie S. Wallace, at Thompson Coburn LLP, 2100 Ross Avenue, Suite 3200, Dallas, TX
`
`75201, or via email to mwallace@thompsoncoburn.com.
`
`Failure by any person without adequate excuse to obey a subpoena served upon that person
`may be deemed a contemptof the court from which the subpoenais issued ora district court
`in the county in which the subpoenais served, and may be punishable by fine or confinement,
`or both. TEX. R. Clv. P. 176.8(a).
`
`DO NOT FAILto return this writ to said Court, with return thereon, showing the manner
`of execution.
`
`This subpoena duces tecum wasissued at the request of Defendant/Counter-Plaintiff (and
`
`alternatively, Third-Party Plaintiff) Monty Rial (“Rial”), individually and derivatively on behalf
`
`of TCJ Ventures, LLC (“TCJ”), Hard Six Holdings, LLC (“Hard Six”), Hard Six HoldingsII,
`
`LLC (“Hard Six II”), TCJ Energy, LLC (“TCJ Energy”), Coach’s Farm & Ranch Supply, LLC
`
`(“Coach’s”), 225 US283, LLC and Elm Creek Real Estate, LLC (collectively, 225 US 283, LLC,
`
`and Elm Creek Real Estate, LLC are defined hereinafter as “Butler Ranch”), and ECI
`
`(collectively, Rial individually and derivatively on behalf of TCJ, Hard Six, Hard Six II, Coach’s,
`
`TCJ Energy, Butler Ranch and ECI,is referred to as “Counter-Plaintiffs” or “Rial’”), whose
`
`attorney of record is Mackenzie S. Wallace, Thompson Coburn LLP, 2100 Ross Ave., Suite 3200,
`
`Dallas, TX 75201.
`
`SUBPOENA DUCES TECUM TO BVA GROUP RESTRUCTURING AND ADVISORY LLC
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`PAGE 2
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`

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`SIGNEDand ISSUED this 154 day of August
`
`, 2024.
`
`Respectfully Submitted,
`
`THOMPSON COBURN LLP
`
`By: /s/ Mackenzie S. Wallace
`
`Mackenzie S. Wallace
`Texas Bar No. 24079535
`mwallace@thompsoncoburn.com
`
`Nicole L. Williams
`Texas Bar No. 24041784
`nwilliams@thompsoncoburn.com
`
`AlexanderJ. Pennetti
`Texas Bar No. 24110208
`apennetti@thompsoncoburn.com
`
`Hayden Baird
`Texas Bar No. 24132155
`hbaird@thompsoncoburn.com
`
`2100 Ross Ave., Ste. 3200
`Dallas, Texas 75201
`Phone: (972) 629-7100
`Fax: (972) 629-7171
`
`COUNSEL FOR MONTYRIAL,
`INDIVIDUALLY AND DERIVATIVELY
`
`SUBPOENA DUCES TECUM TO BVA GRouP RESTRUCTURING AND ADVISORY LLC
`
`PAGE 3
`
`

`

`EXHIBIT A-1
`
`

`

`INSTRUCTIONS
`
`1.
`
`To the fullest extent permitted by the Texas Rules of Civil] Procedure (the “Rules”),
`
`these requests are continuing in nature. You are requested and required to supplement your
`
`responses and produce additional documents when appropriate or necessary underthe Rules.
`
`2.
`
`These document requests are intended to cover all documents in your possession,
`
`custody, or control. A document is deemed to be within the possession, custody, or control of you
`
`if it is within your physical control, or it is within the physical control of another person or entity
`
`and you:
`
`a) own the documentin whole orin part;
`
`b) havea right by contract, statute, or otherwise to use, inspect, examine, or copy
`
`the document;
`
`c) have,as a practical matter, the ability to use, inspect, examine, or copy such
`
`document; or
`
`d) have a right of access to such document which is superior to Rial’s right of
`
`access.
`
`3.
`
`If any documentis withheld on the basis of any claim ofprivilege, work product,
`
`or otherwise, you are requested to submit a written statement no later than the date of
`
`commencementofthe production:
`
`a) identifying the person or persons who prepared, created, or drafted the
`
`document, and, if applicable, the person or persons to whom the document was
`
`sent or shown;
`
`b) identifying the date on which the document wasprepared ortransmitted;
`
`c) identifying the subject matter of the document;
`
`d) describing the nature of the document(e.g., letter, telegram, etc.);
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`SUBPOENA DUCES TECUM TO BVA GROUP RESTRUCTURING AND ADVISORY LLC
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`PAGE4
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`e) stating the identity of each person whohadaccessto, custody of, and who
`
`received a copy of the document;
`
`f) identifying the present custodian of the document;
`
`g) stating the reason the document wasnot produced;
`
`h) stating the basis for any claim that the documentis privileged, constitutes work
`
`product, or is otherwise protected from production; and
`
`i) identifying the paragraph of this Request to which the documentrelates.
`
`4.
`
`All documents and/or data compilations which mightrelate to or impact the subject
`
`matter of the litigation shall be preserved, and any ongoing process of document destruction
`
`involving such documents shall cease immediately pursuant to TEX. PENAL CODE. ANN.. § 37.09,
`
`whereinthe act of concealing or destroying a documentwith the intent to impairits availability as
`
`evidence in any official proceeding is a criminal offense. In those instances where document
`
`destruction has already taken place, the documents that would have beenrelevantto the following
`
`document requests shall be identified, as well as the date of destruction and the individual
`
`authorizing, ordering, and/or carrying out the destruction.
`
`5.
`
`All electronic and/or magnetic data or media that are responsive to the requests
`
`belowshall be producedin their native electronic or magnetic form. With referenceto imagefiles,
`
`produce responsive documents and tangible things in their original, TIF, GIF, JPEG, or PDF
`
`formats. With reference to any documents or tangible things existing in WordPerfect, Microsoft
`
`Word, Microsoft Excel, Microsoft Access, Microsoft PowerPoint, Microsoft Outlook, Microsoft
`
`PST,or other formats, produce such documentsin their native format with related metadata. With
`
`referencetoall other electronic and/or magnetic data, please produce all documents and tangible
`
`thingsin their native format and ASCII format, and for any field-based data, produce documents
`
`SUBPOENA DUCES TECUM TO BVA GROUP RESTRUCTURING AND ADVISORY LLC
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`PAGE 5
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`

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`and tangible things in an ASCII delimited text format,
`
`identifying the delimiters. All such
`
`electronic and/or magnetic data or media shall be produced on either CD-ROM or DVDdiscs.
`
`6.
`
`Except as otherwise stated herein, the timeframe for all requests is June 1, 2017 to
`
`the present.
`
`7.
`
`It is requested that all documents concerning the subject matter of this lawsuit be
`
`preserved and that any ongoing process of documentdestruction involving such documents cease
`
`immediately. To the extent that you believe any of the Requests are objectionable, provide
`
`documentsin responseto the portion that, in your view, is not objectionable. Separately state the
`
`portion of the Requests to which you object and the legal or factual basis for your objection
`
`pursuant to the Texas Rules of Civil Procedure.
`
`8.
`
`To the extent that you believe any of the Requests call for documents subject to a
`
`privilege, provide the responsive documentsthat, in your view, are not privileged. If you claim
`
`that any Responsive documentis privileged, please provide the information required by Texas
`
`Rule of Civil Procedure 193.3.
`
`9.
`
`You are requested to quote each Request
`
`in full
`
`immediately preceding the
`
`corresponding response. Each answer, objection, or response to each Request should beidentified
`
`by the same numberand should appearin the sameorder.
`
`10...
`
`Each documentshall be producedasit is kept in the usual course of business or
`
`shall be organized and labeled to correspond to the category of documents requested. For each
`
`document requested, produce the entire document, including al] attachments, appendices, and
`
`exhibits. All non-identical copies of a document are to be produced. Pursuant to Texas Rule of
`
`Procedure 196.4, you are instructed to produce electronic or magnetic data on a disk or through
`
`downloadable electronic files.
`
`SUBPOENA DUCES TECUM TO BVA GROUP RESTRUCTURING AND ADVISORY LLC
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`PAGE 6
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`

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`11.|The documents and information requested herein include any andall documents
`
`and information that are in your possession. custody or control and any and all documents and
`
`information in the possession, custody or control of third parties, including employees, agents,
`
`attorneys, accountants or others, if you have the right or privilege to examine such documents or
`
`receive such information upon request or demand, whetheror not such right or privilege has been
`
`exercised.
`
`12.
`
`For a document that no longer exists or that cannot be located,
`
`identify the
`
`document, state when and howit passed out of existence, or when it could no longer be located,
`
`and the reasons for the disappearance. Also, identify each person having knowledge about the
`
`disposition or loss of the document, and identify any other document evidencing the lost
`
`document’s existence or any facts about the lost document.
`
`13.
`
`To the extent any information called for by these Requests is unknownto you, so
`
`state, and set forth whatever information you have regarding the Request. If any estimate can
`
`reasonably be made, please set forth your best estimate, clearly designated as such, and describe
`
`the basis upon which your estimate is made.
`
`SUBPOENA DUCES TECUM TO BVA GRouP RESTRUCTURING AND ADVISORY LLC
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`PAGE7
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`DEFINITIONS
`
`The following terms and phrases shall have the meaningslisted below, unless the context
`
`requires otherwise:
`
`1.
`
`“You” means non-party witness BVA Group andincludes its agents, employees,
`
`managers, members, representatives, attorneys, officers, directors, shareholders, and all others
`
`acting on its behalf.
`
`2.
`
`“ECI” means Plaintiff/Counter-Defendant Elm Creek Investments, LLC and
`
`includes its agents, employees, managers, members, representatives, attorneys, officers, directors,
`
`shareholders, and all others acting on its behalf.
`
`3.
`
`“ECI Managers” means any or all of Counter-Defendant James Michael
`
`Montgomery IJ, Counter-Defendant Karl Douglas Williams, and/or Counter-Defendant Edward J.
`
`Chalupa.
`
`4.
`
`“ECI Subsidiary” meansanyorall ofCounter-Defendants Elm Creek Auto Group,
`
`LLC; Elm Creek Auto Group Holdings, LLC; 7014 SA, LLC; Kyle Crossing Holdings, LLC; Kyle
`
`Crossing Holdings Manager, LLC; 1101 Venture, LLC; 1087 Main, LLC; Garland Kings, LLC;
`
`7801 Metcalf, LLC; 5800 Democracy, LLC; Hard Six Holdings, LLC; Hard Six HoldingsII, LLC;
`
`Hard Six Holdings III, LLC; Hard Six Holdings IV, LLC; ECRE Sunland Park, LLC; 4641 Nall,
`
`LLC; 4525 McEwen, LLC; TCJ Energy, LLC; Elm Creek WC, LLC; TSP Operations, LLC;
`
`Conexlink, LLC; Starwood Motors, LLC; Elm Creek Autoplex, LLC; Elm Creek Auto Group
`
`Metcalf, LLC; Red Dirt Mineral Holdings LLC; Cahaba Holdings, LLC; Elm Creek Real Estate,
`
`LLC; Shops of Murphy, LLC; and Shops of Watauga, LLC, and, for each, includes their agents,
`
`employees, managers, members, representatives, attorneys, officers, directors, shareholders, and
`
`all others acting on their behalf as they existed before February 27, 2024.
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`SUBPOENA DUCES TECUM TO BVA GROUP RESTRUCTURING AND ADVISORY LLC
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`PAGE 8
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`5.
`
`“ECREH” means Counter-Defendant ECRE Holdings, LLC and includes its
`
`agents,
`
`employees, managers, members,
`
`representatives,
`
`attorneys,
`
`officers,
`
`directors,
`
`shareholders, andall others acting onits behalf.
`
`6.
`
`“ECREH Subsidiary” means any or all of Counter-Defendants Wimo, LLC;
`
`ECRE HQ, LLC; Elm Creek Capital Partners Fund I GP, LLC; Elm Creek Capital Partners Fund
`
`I, LP; Elm Creek Capital Partners Manager, LLC; Elm Creek Capital Partners, LLC; ECRE
`
`Lufkin, LLC; ECRE Livingston, LLC; ECRE Woodlake, LLC; ECRE Kansas City, LLC; ECRE
`
`Lynnhaven, LLC; ECRE Southland, LLC; Hard Six Holdings V, LLC; 1000 I-35 Gainesville,
`
`LLC; 1110 Woodbury, LLC; 813 Oregon, LLC; SRB Holdings, LLC; SRB Albuquerque, LLC;
`
`SRB Brownsville, LLC; SRB College Station, LLC; SRB Daytona, LLC; SRB Denton, LLC; SRB
`
`Gateway, LLC; SRB Harlingen, LLC; SRB Hulen, LLC; SRB Littleton, LLC; SRB Mesquite,
`
`LLC; SRB Spartanburg, LLC; Ventures Karma, LLC; Coach’s Farm & Ranch Supply, LLC; 225
`
`US283, LLC; 14801 Inwood, LLC; and Seymour Holdings, LLC, and, for each, includes their
`
`agents,
`
`employees, managers, members,
`
`representatives,
`
`attorneys,
`
`officers,
`
`directors,
`
`shareholders, and all others acting on their behalf.
`
`7.
`
`“Chicane” means Counter-Defendant Chicane Holdings, LLC, and includes its
`
`agents,
`
`employees, managers, members,
`
`representatives,
`
`attorneys,
`
`officers,
`
`directors,
`
`shareholders, andall others acting on its behalf.
`
`8.
`
`“CodeZero” means Counter-Defendant CodeZero Capital, LLC, and includesits
`
`agents,
`
`employees, managers, members,
`
`representatives,
`
`attorneys,
`
`officers,
`
`directors,
`
`shareholders, and all others acting on its behalf.
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`SUBPOENA DUCES TECUM TO BVA GROUP RESTRUCTURING AND ADVISORY LLC
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`PAGE 9
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`9.
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`“Highgrove” means Counter-Defendant Highgrove Holdings, LLC, and includes
`
`its agents, employees, managers, members,
`
`representatives, attorneys, officers, directors,
`
`shareholders, and all others acting on its behalf.
`
`10.
`
`ll.
`
`“Rial” means Defendant/Counter-Plaintiff Monty Rial.
`
` “TCJ” means derivative Counter-Plaintiff TCJ Ventures, LLC, and includesits
`
`agents,
`
`employees, managers, members,
`
`representatives,
`
`attorneys,
`
`officers, directors,
`
`shareholders, and all others acting on its behalf.
`
`12.
`
`“Goldman Sachs” means Goldman Sachs Bank USA andincludes any related
`
`entities and their agents, employees, managers, members, representatives, attorneys, officers,
`
`directors, shareholders, and all others acting on their behalf.
`
`13.
`
`“Goldman Revolver” means the Revolving Loans (Committed Loan) Unsecured
`
`Loan Agreement between Goldman Sachs Bank USA,as Lender, and Edward J. Chalupa, James
`
`Michael Montgomery (A/K/A Michael Montgomery), and Karl D. Williams collectively as
`
`Borrower(s) with an Effective Date of November 25, 2020, and all amendments or supplements
`
`thereto.
`
`14.
`
`“EPA” means that Equity Purchase Agreement dated February 27, 2024, between
`
`Elm Creek Investments, LLC and Chicane Holdings, LLC, Highgrove Holdings, LLC, and
`
`CodeZero Capital, LLC.
`
`15.
`
`The relevant
`
`timeframe for these requests is June 1, 2017 to present, unless
`
`otherwise stated.
`
`16.
`
`“Document”includes, but is not limited to, the originals and all copies of written,
`
`reported, recorded, or graphic matter however produced or reproduced, which is now or wasat
`
`any time in the possession, custody, or control of the producing party, the party’s attorneys,
`
`SUBPOENA DUCES TECUM TO BVA GROUP RESTRUCTURING AND ADVISORY LLC
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`PAGE 10
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`accountants, or any of their agents,
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`including but not limited to, all papers, books, accounts,
`
`drawings, graphs, charts, photographs, electronic or videotape recordings, electronic mail and data,
`
`and any other data compilations from which information can be obtained and translated, if
`
`necessary, by the Person from whom production is sought, into reasonably usable form, or all of
`
`the foregoing upon which notations and writings have been made and which do not appear on the
`
`original. These terms also include information stored in, or accessible through, a computeror other
`
`information storage or retrieval system. If the information is kept in a computer or information
`
`storage or retrieval system, these terms also include codes and programminginstructions and other
`
`materials necessary to understand such systems. Pursuant to Texas Rule of Civil Procedure 196.4,
`
`the term “document” expressly includes electronic and magnetic data in any form.
`
`17.
`
`“Communications” means any transmission or exchange of information between
`
`two or more persons, whetherorally or in writing, including without limitation any conversation
`
`or discussion by means ofletter, note, memorandum,inter-office correspondence, telephone,
`
`telegraph, telex, facsimile, telecopy, email, text message and instant message(including those sent
`
`through social media messengersor application messengers), cable communicating data processor,
`
`or any otherelectronic or other medium.
`
`18.
`
`19.
`
`“Post-combination ECI” means ECI asit existed after execution of the EPA.
`
`“Post-combination Subsidiary” means any or all of Counter-Defendants Elm
`
`Creek Auto Group, LLC; Elm Creek Auto Group Holdings, LLC; 7014 SA, LLC; Kyle Crossing
`
`Holdings, LLC; Kyle Crossing Holdings Manager, LLC; 1101 Venture, LLC; 1087 Main, LLC;
`
`Garland Kings, LLC; 7801 Metcalf, LLC; 5800 Democracy, LLC; Hard Six Holdings III, LLC;
`
`Hard Six Holdings IV, LLC; ECRE Sunland Park, LLC; 4641 Nall, LLC; 4525 McEwen, LLC;
`
`TCJ Energy, LLC; Elm Creek WC, LLC; TSP Operations, LLC; Conexlink, LLC; Starwood
`
`SUBPOENA DUCES TECUM TO BVA GrRouP RESTRUCTURING AND ADVISORY LLC
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`=PaGE11
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`

`

`Motors, LLC; Elm Creek Autoplex, LLC; Elm Creek Auto Group Metcalf, LLC; Red Dirt Mineral
`
`Holdings LLC; SIG Reinsurance LLC; Cahaba Holdings, LLC; Elm Creek Real Estate, LLC;
`
`Shops of Murphy, LLC; and Shops of Watauga, LLC, and, for each,
`
`includes their agents,
`
`employees, managers, members, representatives, attorneys, officers, directors, shareholders, and
`
`all others acting on their behalf as they existed on or after February 27, 2024.
`
`20.
`
`“Saville” refers to Saville C.P.A. & Advisors, L.L.C. and any ofits subsidiaries or
`
`affiliates, agents, employees, managers, members, representatives, attorneys, officers, directors,
`
`shareholders, and all others acting on its behalf.
`
`21.
`
`“Valuation Analysis” or “Valuation Report”is used herein in the same manner
`
`intended by BVA Group’s June 3, 2024 “valuation analysis” of ECI, EC Powersports Oklahoma,
`
`LLC d/b/a Starwood Powersports Ardmore, EC Powersports Gainesville, LLC d/b/a Starwood
`
`Powersports Gainesville, and Elm Creek Auto Group Metcalf, LLC. Each “Valuation Analysis”
`
`described above is also intended to mean “Valuation Report” as contemplated by “VI.
`
`Representation and Certification” of each BVA Group “Valuation Analysis.”
`
`22.
`
`The singular as used herein shall include the plural, and the feminine gender shall
`
`include the masculine and the neuter. “And” and “or,” as used herein, shall be construed both
`
`conjunctively and disjunctively, and each shall include the other whenever such construction will
`
`serve to bring within the scope of these Requests any information that would otherwise not be
`
`brought within their scope.
`
`SUBPOENA DUCES TECUM TO BVA GROUP RESTRUCTURING AND ADVISORY LLC
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`PAGE 12
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`

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`REQUESTS FOR PRODUCTION
`
`REQUEST FOR PRODUCTION NO. 1: Communications between You and ECI, the EC1
`Managers, ECREH,any ECI Subsidiary, any ECREH Subsidiary, Post-combination ECI, or any
`Post-combination Subsidiary concerning a “Company Value” of ECI or Post-combination ECI,
`Your Valuation Analysis, any Valuation Analysis, Valuation Report, or other valuation or
`appraisal of any kind concerning ECI, Post-combination ECI, ECREH, any ECI Subsidiary, any
`ECREHSubsidiary, or any Post-combination Subsidiary, or anyassets orliabilities of ECI or Post-
`combination ECI.
`
`REQUEST FOR PRODUCTIONNO. 2: Documents sent to you by ECI, the EC] Managers,
`ECREH, any ECI Subsidiary, any ECREH Subsidiary, Post-combination ECI, any Post-
`Combination Subsidiary, or any third-party concerning a “Company Value” of ECI or Post-
`Combination EC], or that were considered or used in any way for Your Valuation Analysis, any
`Valuation Analysis, Valuation Report, or other valuation or appraisal of any kind concerning ECI,
`Post-combination ECI, ECREH, any ECI Subsidiary, any ECREH Subsidiary, or any Post-
`combination Subsidiary, or anyassetsor liabilities of EC] or Post-combination ECI.
`
`REQUEST FOR PRODUCTIONNO.3: Documents prepared for or supporting Your Valuation
`Analysis, any Valuation Analysis, Valuation Report, or other valuation or appraisal of any kind
`concerning ECI, Post-combination ECI, ECREH, any ECI Subsidiary, any ECREH Subsidiary, or
`any Post-combination Subsidiary, or any assets orliabilities of ECI or Post-combination ECI.
`
`REQUEST FOR PRODUCTIONNO.4: Documents, or documents containing information, that
`You reviewed or considered to prepare Your Valuation Analysis, any Valuation Analysis,
`Valuation Report, or other valuation or appraisal of any kind concerning ECI, Post-combination
`ECI, ECREH,any ECI Subsidiary, any ECREH Subsidiary, or any Post-combination Subsidiary,
`or any assetsorliabilities of EC] or Post-combination ECI.
`
`REQUEST FOR PRODUCTIONNO.5: All copies of Your Valuation Analysis, any Valuation
`Analysis, Valuation Report, or other valuation or appraisal of any kind concerning ECI, Post-
`combination ECI, ECREH,any EC] Subsidiary, any ECREH Subsidiary, or any Post-combination
`Subsidiary, or any assets or liabilities of ECI or Post-combination ECI, including drafts and
`redlines.
`
`REQUEST FOR PRODUCTION NO.6: Documents constituting, containing, or reflecting any
`appraisal or valuation of any ofthe assets orliabilities of EC] or Post-combination ECI.
`
`REQUEST FOR PRODUCTION NO. 7: Your engagement agreement(s) and/or scope(s) of
`work with ECI, the EC] Managers, CodeZero, Chicane, Montgomery, Williams, Chalupa, any EC]
`Subsidiary, or Post-Combination Subsidiary to determine a “Company Value,” or conduct an
`appraisal or valuation of any assets orliabilities of ECI or Post-combination ECI.
`
`REQUEST FOR PRODUCTIONNO.8: Communications concerning any engagementof Your
`services or the scope of Yourservices to determine a “Company Value,” or conduct an appraisal
`or valuation of any assetsor liabilities of ECI or Post-combination ECI.
`
`SUBPOENA DUCES TECUM TO BVA GROUP RESTRUCTURING AND ADVISORY LLC
`
`PAGE 13
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`REQUEST FOR PRODUCTIONNO. 9: Communications between you and any third-party that
`constitute. contain, or reflect any appraisal or valuation of any ofthe assetsor liabilities of ECI or
`Post-combination ECI.
`
`REQUEST FOR PRODUCTION NO.10: All copies, including drafts and redlines, or the
`following documents referred to in the Valuation Reports:
`
`yrOpoagrrATorameaoge
`
`+
`
`-
`
`.
`
`“BVAappraisal report titled ‘Restricted Appraisal Report of El Paso, Texas’”;
`“BVAappraisal report titled "Restricted Appraisal Report of Brownsville, Texas’”;
`“BVAappraisal report titled ‘Restricted Appraisal Report of Denton, Texas’”;
`“BVAappraisal report titled ‘Restricted Appraisal Report of College Station, Texas’”;
`“BVAappraisal report titled ‘Restricted Appraisal Report of Hulen, Texas’”;
`“BVAappraisal report titled ‘Restricted Appraisal Report of Spartanburg, SC*”;
`“BVAappraisal report titled ‘Restricted Appraisal Report of Littleton, CO’”;
`“BVAappraisalreport titled ‘Restricted Appraisal Report of Albuquerque, NM*”;
`“BVAappraisal report titled ‘Restricted Appraisal Report of Mesquite, Texas’”;
`“BVAappraisal report titled ‘Restricted Appraisal Report of Douglasville, GA’”;
`“BVAappraisal report titled ‘Restricted Appraisal Report of Harlingen, Texas’”;
`“BVAappraisal report titled ‘Restricted Appraisal Report of Kyle Crossing’”;
`. “BVAappraisalreport titled ‘Restricted Appraisal Report of Shackleford Crossings’”;
`“BVAappraisal report titled ‘Restricted Appraisal Report of Woodlake Crossings’”;
`“BVA appraisal report titled ‘Restricted Appraisal Report of Watauga, Texas’”;
`“BVAappraisal report titled ‘Restricted Appraisal Report of Lewisville, Texas””;
`“BVAappraisal report titled ‘Restricted Appraisal Report of Murphy, Texas’”;
`“BVAappraisal report titled ‘Restricted Appraisal Report of Lynnhaven East’”;
`“BVAappraisal report titled ‘Restricted Appraisal Report of2300 and 2334 Apollo Circle
`Lot 1, Block A’”;
`“BVAappraisal report titled ‘Restricted Appraisal Report of 2300 and 2334 Apollo Circle
`Lot 2, Block A’”;
`“BVAappraisal report titled ‘Restricted Appraisal Report of2300 and 2334 Apollo Circle
`Lot 3, Block A’”;
`“BVAappraisal report titled ‘Restricted Appraisal Report of2300 and 2334 Apollo Circle
`Lot 4, Block A’”;
`. “BVAappraisal report titled ‘Restricted Appraisal Report of 2351 Country Club Drive’”;
`“BVA appraisal report titled ‘Restricted Appraisal Report of 4610-12 McEwen Rd.””;
`“BVAappraisal report titled ‘Restricted Appraisal Report of 4755 McEwen Rd.””;
`“BVA appraisal report titled ‘Restricted Appraisal Report of 5800 Democracy LLC’”;
`. “BVAappraisal report titled ‘Restricted Appraisal Report of 16083 Dallas Parkway*”;
`. “BVAappraisal report titled ‘Restricted Appraisal Report of Volvo Metcalf”;
`. “BVAappraisal report titled ‘Restricted Appraisal Report of Butler Ranch’”;
`.“BVA appraisal report
`titled ‘Restricted Appraisal Report of ECRE Livingston +
`Lufkin’”;
`. “BVA appraisal report titled ‘Restricted Appraisal Report of Starwood Powersports
`Dealership 900 N. Interstate Highway 35 Gainesville, Cooke County, Texas 76240
`Ranch’”; and
`
`SUBPOENA DUCES TECUM TO BVA GRrouP RESTRUCTURING AND ADVISORY LLC
`
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`ff. “BVA appraisal report titled ‘Restricted Appraisal Report of Starwood Powersports
`Dealership 2361 Merrick Drive Ardmore, Carter County, Oklahoma 73401.’”
`
`REQUEST FOR PRODUCTION NO. 11: Documents, or documents containing information,
`that You reviewed or considered to prepare the BVA Appraisal Reports referenced in Your
`Valuation Reports (and listed in Request No. 10).
`
`REQUEST FOR PRODUCTION NO. 12: Notes, transcriptions, recordings, summaries, or
`documents reflecting the telephonic interviews referenced in your Valuation Reports of ECI, EC
`Powersports Gainesville, LLC d/b/a Starwood Powersports Gainesville, EC Powersports
`Oklahoma, LLC d/b/a Starwood Powersports Ardmore, Elm Creek Auto Group Metcalf, LLC
`d/b/a Premier Volvo Cars Overland Park.
`
`REQUEST FOR PRODUCTION NO. 13: Notes, transcriptions, recordings, summaries, or
`documentsreflecting any conversations, telephonic interviews, or information provided other than
`in writing to you that was reviewed, provided for, considered, relied upon, or referenced in Your
`Valuation Analysis, any Valuation Analysis, Valuation Report, or other valuation or appraisal of
`any kind concerning ECI, Post-combination ECI, ECREH, any ECI Subsidiary, any ECREH
`Subsidiary, or any Post-combination Subsidiary, or any assets or liabilities of ECI or Post-
`combination ECI.
`
`REQUEST FOR PRODUCTION NO. 14: Documents prepared for, considered for, or
`supporting Your Valuation Reports or any Valuation Analysis concerning the followingentities:
`
`gpaosp
`
`EC];
`Post-combination ECI;
`EC Powersports Oklahoma, LLC d/b/a Starwood Powersports Ardmore;
`EC Powersports Gainesville, LLC d/b/a Starwood Powersports Gainesville; and
`Elm Creek Auto Group Metcalf, LLC d/b/a Premier Volvo Cars Overland Park.
`
`REQUEST FOR PRODUCTIONNO.15: All copies, including redlines of drafts, of Your
`Valuation Reports, any Valuation Analysis, or any document reflecting any appraisal or
`valuation of the following entities or the assets orliabilities of the following entities:
`
`saoof
`
`ECI;
`Post-combination EC];
`EC Powersports Oklahoma, LLC d/b/a Starwood Powersports Ardmore;
`EC Powersports Gainesville, LLC d/b/a Starwood Powersports Gainesville; and
`Elm Creek Auto Group Metcalf, LLC d/b/a Premier Volvo Cars Overland Park.
`
`REQUEST FOR PRODUCTIONNO.16: Documentsreflecting any appraisal or valuation of
`any ofthe assets orliabilities of Chicane, CodeZero, or Highgrove.
`
`REQUEST FOR PRODUCTION NO. 17: Communications regarding any appraisal or
`valuation of any ofthe assets or liabilities of Chicane, CodeZero, or Highgrove.
`
`SUBPOENA DUCES TECUM TO BVA GROUP RESTRUCTURING AND ADVISORY LLC
`
`PAGE 15
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`

`

`REQUEST FOR PRODUCTIONNO.18: Communications between You and Goldman Sachs
`regarding ECI, the EC] Managers, ECREH,any EC] Subsidiary, any ECREH Subsidiary, Post-
`combination ECI, or any Post-combination Subsidiary.
`
`REQUEST FOR PRODUCTION NO. 19: Documents sent by Goldman Sachs to You
`regarding ECI,
`the ECI Managers, Chicane, CodeZero, Highgrove, ECREH, any ECI
`Subsidiary, any ECREH Subsidiary, Post-combination ECI, or any Post-combination
`Subsidiary.
`
`REQUEST FOR PRODUCTION NO. 20: Communications between You and Saville
`regarding ECI,
`the ECI Managers, Chicane, CodeZero, Highgrove, ECREH, any ECI
`Subsidiary, any ECREH Subsidiary, Post-combination ECI, or any Post-combination
`Subsidiary.
`
`REQUEST FOR PRODUCTIONNO. 21: Documentssent to You by Saville regarding ECI,
`the EC] Managers, Chicane, CodeZero, Highgrove, ECREH,any ECI Subsidiary, any ECREH
`Subsidiary, Post-combination ECI, or any Post-combination Subsidiary.
`
`REQUEST FOR PRODUCTION NO. 22: Documents or communications reflecting or
`discussing the Goldman Revolver.
`
`REQUEST FOR PRODUCTION NO. 23: Documents or communications reflecting or
`discussing any loans orlines of credit extended to ECI, the ECI Managers, Chicane, CodeZero,
`Highgrove, ECREH, any ECI Subsidiary, any ECREH Subsidiary, Post-combination ECI, or
`any Post-combination Subsidiary.
`
`REQUEST FOR PRODUCTION NO. 24: Documents or communications reflecting or
`discussing the allocation or treatment of tax liabilities of ECI, the EC] Managers, Chicane,
`CodeZero, Highgrove, ECREH,any ECI Subsidiary, any ECREH Subsidiary, Post-combination
`ECI, or any Post-combination Subsidiary.
`
`REQUEST FOR PRODUCTION NO. 25: Documents or communications reflecting
`representations made to You by ECI,
`the ECI Managers, Chicane, CodeZero, Highgrove,
`ECREH, any ECI Subsidiary, any ECREH Subsidiary, Post-combination ECI, or any Post-
`combination Subsidiary regarding anyliabilities or obligations of ECI, the EC] Managers,
`Chicane, CodeZero, Hig