LAW OFFICE OF JOHN MIETUS, LLC

6701 DEMOCRACY BOULEVARD, SUITE 300

BETHESDA, MD 20817-7500

JOHN R. MIETUS, JR. 

(202) 747-5212

john@mietuslaw.com

January 21, 2015

BY ELECTRONIC MAIL

Ms. Lauralyn Remo

Chief, Air Carrier Fitness Division

Department of Transportation

1200 New Jersey Avenue, SE

Washington, DC 20590

Re: Eastern Air Lines Group, Inc., Dockets OST-2014-0012/0013 

Dear Ms. Remo: 

 

By letter dated January 12, 2015, you requested that Eastern Air Lines 

Group, Inc. (“Eastern”) provide certain additional information relating to the abovecaptioned applications. Eastern’s responses follow. 

The Raimbeault civil lawsuit

The civil lawsuit to which the Department refers, Raimbeault v. Accurate 

Machine & Tool, LLC (the “Raimbeault Case”),1 was dismissed with prejudice, and 

with the consent of all parties, on November 26, 2014. Plaintiff Sean Raimbeault 

purported to object to Eastern’s certification in June 2014 based on allegations he 

later made in that lawsuit.2 However, Raimbeault now has stated in the letter 

attached as Exhibit 21 that:

My objection to the approval of the DOT Application had no factual basis. I have no 

reason to believe that James Tolzien, Joseph DaGrosa, 1848 Capital Partners, LLC or 

Sunbelt Diversified Enterprises engaged in fraud in their dealings with me or at any time.

1

 Sean Raimbeault and Lori-Ann Raimbeault v. Accurate Machine & Tool, LLC, Sunbelt Diversified 

Enterprises, LLC, 1848 Capital Partners LLC, James Tolzien, Joseph E. DaGrosa, Jr., David Neithardt, 

James Wilder a/k/a Jimmie Wilder and John Sicilian (S.D. Fla. Case No. 14-CIV-20136).

2

 Documents DOT-OST-2014-0012-0004 and 0005. These documents were filed 3 1/2 months after the Rule 

204 deadline for answers to Eastern’s application and without a motion for leave to file. Cf. Travelspan 

G.T., Inc., Notice of Action Taken dated Nov. 3, 2006 in Docket OST-2006-24494, at 1 n. 5 (late-filed 

documents are not part of the record).

 
Ms. Lauralyn Remo

Re: Eastern Air Lines Group, Inc.

January 21, 2015

Page 2 

A brief discussion of the lawsuit, with emphasis on the items identified by the 

Department’s December 23, 2014 e-mail and January 12, 2015 letter, follows.

After agreeing to sell their business to Accurate, the Raimbeaults sued 

Sunbelt/Accurate in 2013. The Raimbeault Case was first filed in South Carolina 

state court; it later was moved to Federal district court in South Carolina and then 

in Florida. Despite progress in early 2014 during mediation of the dispute, Sean 

Raimbeault filed comments in Eastern’s certification docket on June 3, 2014 

asserting that Eastern director DaGrosa, CFO Tolzien, and others were “subject to 

a potential lawsuit for fraud.” The Raimbeaults later amended their complaint to 

include DaGrosa, Tolzien, 1848 Capital Partners, and three others as defendants 

(the “Florida Defendants”) and asserted that specific actions of each constituted 

fraud or other activity for which they should be civilly liable. As a result, 1848 

Capital Partners filed a separate lawsuit against the Raimbeaults for 

defamation/libel and abuse of process, unfair trade practices, and civil conspiracy, 

with the following explanation:

Seeing an opportunity to extort [1848], Defendants [the Raimbeaults] doubled their 

previous demand from mediation, said they would sue [1848 unless 1848] paid them, 

and informed counsel that they knew [1848] was involved in the re-launch of Eastern 

Airlines. Defendants subsequently made false and defamatory statements on the United 

States Department of Transportation’s website and named [1848], among others, in 

their Amended Complaint in the Florida lawsuit. Both of which were done in an attempt 

to extort funds from [1848]. 3

Copies of the First Amended Raimbeault Complaint (Exhibit 22) and of 1848 

Capital Partners’ amended complaint (Exhibit 23) are attached.

No judgment was issued in the Raimbeault Case before it was dismissed. As 

is common in civil litigation before filing a responsive pleading on the merits, the 

Florida Defendants moved to dismiss the First Amended Complaint for failure to 

state a claim on which relief can be granted and failure to join an indispensable 

party. When considering the former, the Court generally must take the plaintiffs’ 

allegations as true; “a well-pleaded complaint may proceed [beyond such a motion] 

even if it strikes a savvy judge that actual proof of those facts is improbable, and 

'that a recovery is very remote and unlikely.'" Bell Atlantic Corp. v. Twombly, 550 

U.S. 544, 556, 127 S. Ct. 1955, 1965 (2007)(citation omitted). In ruling on the 

motions, the Court allowed certain of the Raimbeaults’ claims to proceed and 

3

 1848 Capital Partners, LLC v. Sean Raimbeault, Lori-Ann Raimbeault, and Laurentec, LLC, C.A. No. 

2:14-cv-02212, Docket Entry 23 (Local Civil Rule 26.03 Disclosures of 1848 Capital Partners) at 1-2 

(D.S.C. Aug. 22, 2014).

 
Ms. Lauralyn Remo

Re: Eastern Air Lines Group, Inc.

January 21, 2015

Page 3

dismissed others; the Florida Defendants then filed answers in which they denied 

the salient elements of the remaining Raimbeault claims.

The dismissal of the lawsuit, Mr. Raimbeault’s retraction of his objection to 

Eastern’s DOT Application, and his express disavowal of the fraud allegations 

demonstrate that his objection was completely groundless.

Investors and Key Personnel

Eastern has completed its funding for charter operations and does not plan a 

new round of investment for those operations at this time. Neither its investors nor 

its key personnel (with one exception noted below) have changed since Eastern’s 

prior update. The following, previously-named entities and key personnel have 

confirmed that they have no information of the types described in sections 204.3 

(l,m,o,p) to report:

Eastern Air Lines Group, Inc.

Eastern Board members:

 Admiral Owens Manny Diaz

 Doug Cifu Vincent Viola

 Joe DaGrosa Ed Wegel

Additional entities/persons:

1848 Capital Partners LLC David Neithardt

1848 Skyworks LLC Matthew Caldwell

1848 Aviation Partners LLC

1848 Blueco

ACPG LLC

Pitcairn Aviation LLC

VV-DC Eastern Investments, LLC
Ms. Lauralyn Remo

Re: Eastern Air Lines Group, Inc.

January 21, 2015

Page 4

Key personnel

James R. Tolzien, Chief Financial Officer Deborah Ann Aragona, Director of Inflight

Daniel Stone, Chief Technical Officer Alan Brandon, Chief Pilot

John Furneaux, VP, Flight Operations Terry C. Austin, Director of Safety

 Terry Lee Pentecost, Director, QC

 (n.b. Keith Gibson is no longer with Eastern)

Eastern’s B737-800 aircraft

At this time, Eastern has leased a single Boeing 737-800 from an affiliate of 

FLY Leasing Limited via a U.S. trustee. A brief, narrative discussion of the effect 

on current Eastern finances of future aircraft purchases, and a copy of the lease and 

related documents, are being filed confidentially as Confidential Exhibit K with a 

motion for confidential treatment. Eastern’s plans to operate a total of three 

aircraft in its first year of operations remain unchanged.

Warrants and options

As discussed in earlier submissions, Eastern plans to issue various warrants 

and options relating to its stock that, if exercised, would result in dilution of 

Eastern’s current shareholders by only a few percent. The agreements pursuant to 

which Eastern will do so are attached as Confidential Exhibits L-N. To date, 

Eastern has not issued any warrants or options.

Updated balance sheet, pre-operating expenses, and forecast first-year 

results:

Provided as Exhibits 24-25, with an unredacted version of Exhibit 25 as 

Confidential Exhibit O; these exhibits retain the format used in prior submissions. 

Eastern is paying its pre-operating expenses in due course and expects to continue 

doing so as it approaches certification. The full amount of the $5 million line of 

credit provided by VV/DC Eastern Investments, LLC remains available.


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Pollack, Pollack & Kogan, LLC

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UNITED STATES DISTRICT COURT FOR THE 

SOUTHERN DISTRICT OF FLORIDA 

MIAMI DIVISION 

Case Number: 14-20136-CIV-MARTINEZ-GOODMAN 

Sean Raimbeault and Lori-Ann Raimbeault, 

Plaintiffs, 

vs. 

Accurate Machine & Tool, LLC, Sunbelt 

Diversified Enterprises, LLC, 1848 Capital 

Partners LLC, James Tolzien, Joseph E. 

DaGrosa, Jr., David Neithardt, James 

Wilder a/k/a Jimmie Wilder and John 

Sicilian, 

Defendants. 

PLAINTIFF’S 

FIRST AMENDED COMPLAINT 

Sean Raimbeault and Lori-Ann Raimbeault (together, the “Plaintiffs”), by and through 

their undersigned attorneys, hereby file this Amended Complaint against Accurate Machine & 

Tool, LLC (“Accurate”), Sunbelt Diversified Enterprises, LLC (“Sunbelt”), 1848 Capital 

Partners LLC (“1848 Capital”), James Tolzien (“Tolzien”), James Wilder a/k/a Jimmie Wilder 

(“Wilder”), John Sicilian (“Sicilian”) Joseph E. DaGrosa, Jr. (“DaGrosa”), David Neithardt, 

(“Neithardt”) (together, the “Defendants”) and allege and say: 

THE PARTIES 

1. Sean Raimbeault and Lori-Ann Raimbeault are citizens and residents of the State

of Arizona. 

2. Upon information and belief, Accurate is a limited liability company organized

and existing under the laws of the State of Florida, with its principal place of business in Raleigh, 

North Carolina. 

Case 1:14-cv-20136-BB Document 45 Entered on FLSD Docket 06/18/2014 Page 1 of 27

Eastern Air Lines

Exhibit 22

(27 pages)
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3. Upon information and belief, Sunbelt is a limited liability company organized

under the laws of the State of Florida, with its principal place of business in Miami, Florida. 

4. Upon information and belief, Sunbelt owns a 90% interest in Accurate with the

remaining 10% owned by Jimmie Wilder, Accurate’s Chief Executive Officer. 

5. Upon information and belief, 1848 Capital is a limited liability company

organized and existing under the laws of the State of Delaware with its principal place of 

business located in Miami, Florida. 

6. Upon information and belief, 1848 Capital is an equity owner, partner, and

creditor of Sunbelt and Accurate. 

7. Upon Information and belief, 1848 Capital, through its principal and executives,

controls Sunbelt and Accurate. 

8. 1848 Capital describes itself as “ultimately financially responsible for both

Accurate and Sunbelt”. In addition, 1848 Capital has commenced litigation in its own name in 

order to recover damages for alleged torts committed against Sunbelt and Accurate. Upon 

information and belief, 1848 Capital commenced that litigation in its own name not as a result of 

any contractual assignment of these tort claims, but due to the fact that 1848 Capital treats 

Sunbelt and Accurate as so financially intertwined that both are mere alter egos that are 

indistinguishable from 1848 Capital. 

9. Upon information and belief, 1848 Capital and Sunbelt share the same office suite

in Miami. 

10. Upon information and belief, Mr. Tolzien is a citizen and resident of the State of

Florida. Upon further information and belief, Mr. Tolzien is the Chief Executive Officer, a 

board member, and a partner of Sunbelt. 

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11. Upon information and belief, Mr. Wilder is the Chief Executive Officer, a board

member, and a member of Accurate. 

12. Upon information and belief, Mr. Sicilian is a partner and board member of

Sunbelt and a co-founder, partner, and board member of 1848 Capital. 

13. Upon information and belief, Mr. Neithardt is a partner and board member of

Sunbelt, and a co-founder, partner, investment committee and board member of 1848 Capital. 

14. Upon information and belief, Mr. DaGrosa is a partner and board member of

Sunbelt, and a co-founder, partner, investment committee and board member of 1848 Capital. 

15. Upon information and belief, the three principals of 1848 Capital are John

Sicilian, Joseph DeGrosa, Jr., and David Neithardt. They were involved in the negotiation of the 

transaction at issue. 

VENUE AND JURISDICTION 

16. Venue in this Court is proper pursuant to a Consent Order executed by the

Plaintiffs, Accurate and Sunbelt which transferred this litigation from the United States District 

Court for the District Court of South Carolina to this Court in accordance with a venue selection 

clause contained in the agreements in issue. 

17. This Court has personal jurisdiction over the parties and subject matter

jurisdiction over the issues raised in this Amended Complaint. 

BACKGROUND 

The Asset Purchase Agreement and Related Contracts 

18. The instant action arises from a transaction for the sale of assets between the

Plaintiffs and Defendants, wherein the Defendants conspired to defraud Plaintiff and to obtain 

possession of Plaintiffs’ business assets. 

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19. WDCI, LLC f/k/a Laurentec, LLC (“Laurentec”) is a limited liability company

organized and existing under the laws of the State of South Carolina. 

20. Plaintiffs were the sole shareholders of Laurentec.

21. Laurentec was a commercial business engaged in production, fabricating,

machining, subcontracting, and sales of industrial and military defense parts on a contract basis. 

22. In or around July 2012, Peter Patraka, the executive vice president of business

development at Sunbelt, approached Mr. Raimbeault regarding acquiring his company on behalf 

of 1848 Capital. 

23. On July 27, 2012, Mr. Patraka sent Mr. Raimbeault an email containing

background information regarding 1848 Capital and reiterated that 1848 Capital was interested in 

acquiring Laurentec. 

24. The parties arranged to meet to discuss potential business opportunities.

25. Mr. Patraka and Mr. Wilder visited Mr. Raimbeault in South Carolina to discuss

purchasing Laurentec’s assets. 

26. Mr. Patraka and Mr. Wilder introduced Mr. Raimbeault to Mr. Tolzien, Sunbelt’s

CEO. Mr. Patraka also introduced Mr. Raimbeault to Mr. Sicilian, a principal of 1848 Capital, 

member of Sunbelt and the Chairman of the Sunbelt board. 

27. In August of 2012, James Tolzien telephoned Mr. Raimbeault. Mr. Tolzien told

Mr. Raimbeault that Sunbelt and 1848 Capital intended to evaluate, value, and offer a favorable 

price for the assets of Laurentec, and might offer substantially more than the $1.83 million 

original lump-sum cash asking price for the assets that the parties discussed. Mr. Tolzien stated 

that his offer would be transmitted via a Letter of Intent (“LOI”). 

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28. Sunbelt sent the LOI to Mr. Raimbeault. A copy of the LOI is attached hereto as

Exhibit A. 

29. Tolzien, Wilder, Sicilian, DaGrosa and Neithardt were all involved with the LOI

and subsequent negotiations for the sale. 

30. As set forth in the LOI, Mr. Raimbeault was offered $2.1 million dollars for

Laurentec’s assets. 

31. Before Mr. Raimbeault executed the LOI, Mr. Tolzien communicated, both

verbally and in writing, that 1848 Capital and Sunbelt would not be financing the transaction 

with any other lenders. Mr. Tolzien told Mr. Raimbeault that 1848 Capital would provide the 

funds for the transaction. 

32. Mr. Tolzien stated to Mr. Raimbeault that Messrs. Sicilian, DeGrosa, and

Neithardt had all personally reviewed and approved the transaction to purchase Laurentec’s 

assets. 

33. Mr. Raimbeault subsequently executed the LOI and returned it to Tolzien.

The Defaults with Chatham Capital Management III, LLC 

34. Sunbelt, 1848 Capital, and their owned and controlled subsidiaries/portfolio

companies including, Accurate, Official Reporting Services, LLC, Krese & Associates, LLC, 

Goldman, Naccarato, Vela, & Associates, LLC, Green Thumb Lawn & Garden, LLC, Naples 

Transportation and Tours, Naples Trolley Tours and The Old Naples General Store, 1848 JSSI, 

LLC, NTT Realty, LLC, and AMT Realty are all borrowers, debtors, guarantors or credit parties, 

under various agreements with Chatham Capital Management III, LLC (“Chatham”). 

35. Chatham is allegedly a lender under the terms of a Senior Credit Agreement dated

July 15, 2008, pursuant to which it would make loans and other financial accommodations to 

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Accurate and related entities described in paragraph 34. Chatham purports to hold certain debt 

which is alleged to be senior to the Defendants’ contractual obligations owed to Plaintiffs. 

36. In September 2013, Mr. Tolzien contacted Mr. Raimbeault and informed him that

the transaction would now require a “sign off” by Chatham, who was described by Mr. Tolzien 

as Accurate and Sunbelt’s unrelated third-party “senior lender.” Although Mr. Tolzien stated that 

Chatham was not providing funding for the transaction, he stated their approval was necessary. 

Mr. Tolzien further assured Mr. Raimbeault that the approval was a simple formality and would 

be granted, based upon the strong relationship and history between 1848 Capital, Accurate, 

Sunbelt, and their lender, Chatham. 

37. Pursuant to the LOI, Mr. Raimbeault would be provided with a security interest in

the physical equipment that was being sold. 

38. Accurate, Sunbelt, 1848 Capital, Tolzien, Wilder, Sicilian, Neithardt, and

DaGrosa later modified the transaction. Tolzien stated that Chatham and/or 1848 Capital refused 

to allow Mr. Raimbeault to retain a security interest in the equipment, and convinced Mr. 

Raimbeault to accept an unconditional and irrevocable guaranty from Sunbelt instead. 

39. Further, instead of Sunbelt purchasing the Laurentec’s assets, the Defendants

modified the transaction so that Accurate would be the purchasing entity. 

40. The LOI expired by its own terms on September 15, 2013. After its expiration,

Tolzien sent an email to Mr. Raimbeault explaining that he wanted to prove to Mr. Raimbeault 

that he still intended to move forward with a transaction, and stated that “in good faith” he was 

instructing Jimmie Wilder and Accurate to wire transfer to Mr. Raimbeault a $35,000 as a “no 

strings attached deposit”. 

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41. Plaintiffs received the wire referenced by Mr. Tolzien in or around September,

2012. 

42. The corporate defendants defaulted on their credit obligations owed to Chatham

on July 31, 2008 and have been in continuous default on their senior credit facility with Chatham 

for the previous four years prior to the Laurentec transaction. 

43. During negotiations and at the time of closing of the Laurentec sale, the

Defendants were in default. Defendants never informed Plaintiffs of their default, which was 

highly material to the transaction for the purchase of Laurentec assets. 

44. Plaintiffs were unaware that during the time period between October and

November 20, 2012 (the date the Laurentec sale closed), Defendants were negotiating with 

Chatham to modify Sunbelt and Accurate’s debt obligations to purportedly cure the default. 

45. Upon information and belief, the Defendants conspired to structure the transaction

with Accurate as the buyer, knowing that Accurate had been in default with Chatham for years, 

in order to defraud Plaintiffs. 

46. Defendants made representations to Mr. Raimbeault that 1848 Capital, Sunbelt,

and Accurate had sufficient capital and were in good standing with their debts. This was done 

with the intent to defraud Plaintiffs into accepting a worthless guarantee instead of a security 

interest in the assets. 

47. All Defendants had access to Accurate’s books and knowledge of Accurate’s

financial situation at the time it purportedly modified its debt obligations with Chatham to enter 

into the transaction to purchase Laurentec’s assets. 

48. All Defendants knew that Sunbelt and Accurate were in default of their loan

obligations to Chatham. 

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Closing and the Loan Agreement with Plaintiffs

49. On or about November 20, 2012, Accurate as Buyer and Laurentec as Seller, and 

Sean and Lori-Ann Raimbeault as the only shareholders of Laurentec executed an Asset 

Purchase Agreement (“APA”) pursuant to which certain Laurentec assets were sold to Accurate. 

A copy of the APA is annexed hereto as Exhibit B. 

50. Chatham, 1848 Capital, Sunbelt, and their respective agents, together with 

Messrs. Tolzien, Wilder, DaGrosa, Neithardt and Sicilian were directly involved with the 

negotiations regarding the terms of the sale and otherwise controlled the transaction for 

Accurate, Sunbelt and 1848 Capital. 

51. Upon information and belief both Chatham and 1848 Capital provided Accurate 

with funds for the transaction with Plaintiffs. 

52. Accurate paid a portion of the total purchase price in cash at closing. The 

remaining portion of the purchase price was financed by a promissory note in the principal 

amount of $650,000.00 made by Accurate (the “Accurate Note”) to the Plaintiffs. A copy of the 

Accurate Note is attached hereto as Exhibit C and is incorporated herein by reference. As 

additional compensation for the transaction, Defendants provided Plaintiff Sean Raimbeault with 

a Consulting Agreement with Accurate. 

53. Sunbelt executed an unconditional limited guarantee (“Sunbelt Guarantee”) of the 

debt pursuant to which it was liable for the first $300,000.00 in principal of the Accurate Note. 

A copy of the Sunbelt Guarantee is attached hereto as Exhibit D and incorporated herein by 

reference. 

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54. The Sunbelt Guarantee recites that “Guarantor [Sunbelt] has a direct economic

interest in Buyer [Accurate], and Guarantor has a real and substantial interest in inducing Seller 

and the Shareholders to proceed to a closing. . .” 

The Intercreditor Agreement with Chatham 

55. Plaintiffs also executed a Subordination and Intercreditor Agreement

(“Intercreditor Agreement”) with Chatham. A copy of the Intercreditor Agreement is attached 

hereto as Exhibit E and is incorporated herein by reference. 

56. Defendants persuaded Plaintiffs to execute the Intercreditor Agreement as part of

their scheme to defraud Plaintiffs. While the full terms of the Intercreditor Agreement are set 

forth therein, the agreement contained a “Standstill Provision” which provides – 

Until Discharge of Senior Debt shall have occurred, Subordinated Creditor 

[Plaintiffs] shall not, without the prior written consent of Agent 

[Chatham], take any Enforcement Action with respect to the Subordinated 

Debt. Notwithstanding the foregoing, Subordinated Creditor may file 

proofs of claim against the Company in any Proceeding involving the 

Company. Any distributions or other proceeds of any Enforcement Action 

obtained by Subordinated Creditor in violation of the foregoing 

prohibition shall in any event be held in trust by it for the benefit of Agent 

and Senior Lenders and promptly paid or delivered to Agent for the 

benefit of Senior Lenders in the form received until Discharge of Senior 

Debt shall have occurred. 

Exhibit E: Intercreditor Agreement at § 2.4. 

57. If enforceable, the Standstill Provision operates to preclude the Plaintiffs from

enforcing the Subordinated Debt (defined as both the Accurate Note and Sunbelt Guarantee) in 

the event that Accurate defaulted under its loan with Chatham. 

58. During all negotiations concerning the sale of Laurentec’s assets, Defendants

represented to Plaintiffs that Chatham was an unrelated third-party lender entity who provided 

traditional financing in an arms-length manner. 

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59. Chatham in fact had a financial interest in the Defendants Accurate and Sunbelt

and holds warrants to purchase the stock and/or membership interests in those companies. 

60. Sunbelt, 1848 Capital, and Accurate and its respective agents, together with

Messrs. Tolzien, Wilder, DaGrosa, Neithardt and Sicilian further represented to Plaintiffs that 

Accurate and Sunbelt were performing their obligations under the Chatham loan. 

61. During all the dealings and negotiations Sunbelt, 1848 Capital, and Accurate and

its respective agents, together with Messrs. Tolzien, Wilder, and Sicilian knew, or had reason to 

know, that the Senior Credit Agreement was in default. 

62. Sunbelt, 1848 Capital, and Accurate and its respective agents, together with

Messrs. Tolzien, Wilder, and Sicilian knew, or had reason to know, that the Intercreditor 

Agreement would purportedly preclude the enforcement of the Accurate Note and Sunbelt 

Guarantee by the Plaintiffs under the Standstill Provision, because Accurate was in default on its 

debt obligations to Chatham and would continue to be in default notwithstanding any 

modifications. 

63. On November 21, 2012, the same day as the signing of the APA, Chatham and

Sunbelt and Accurate purportedly entered into a loan modification agreement wherein the slate 

was “wiped clean” such that they were no longer in default. 

64. Upon information and belief, this was done for the sole purpose of closing the

sale with Plaintiffs and was not designed to address the perpetual default of the borrower entities 

under the Senior Credit Agreement. 

65. On December 3, 2012, a mere 11 days after closing on the transaction with

Plaintiffs -- borrowers, debtors, guarantors, representatives or credit parties including: Sunbelt, 

Accurate, Official Reporting Services, LLC, Krese & Associates, LLC, Goldman, Naccarato, 

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Vela, & Associates, LLC, Green Thumb Lawn & Garden, LLC, Naples Transportation and 

Tours, Naples Trolley Tours and The Old Naples General Store, NTT Realty, LLC, and AMT 

Realty synchronously defaulted on their obligations under the Senior Credit Agreement by, 

among other defaults, failing to make a collective payment of $73,394.00 to Chatham. 

66. Defendants had cash of at least $200,000.00 at the time of default and an

additional $500,000.00 in liquid assets. 

67. Defendants conspired to intentionally default on their credit facility to avoid

paying Plaintiffs. 

68. Defendants never disclosed to Plaintiffs that Accurate and the other parties under

the Senior Credit Agreement were in default and unable to perform their obligations. 

69. Defendants, at the time of the closing on the sale with Plaintiffs, had no intention

of complying with the terms of the Accurate Note, Sunbelt Guarantee, or other agreements 

relating to the sale of Laurentec’s assets. 

70. Accurate’s default on its obligations owed to Chatham and its inability to perform

notwithstanding the purported modification were material. The Plaintiffs would not have agreed 

to finance the purchase of Laurentec’s assets had they known that they would have no effective 

ability to enforce the agreements and that Accurate was not paying its other notes and debts. 

71. Furthermore, Plaintiffs would not have entered into the Intercreditor Agreement

which purportedly precludes the enforcement of the Accurate Note and Sunbelt Guarantee under 

the Standstill Provision in the event that Accurate was in default on its loan with Chatham. 

Accurate Made Only One Payment 

72. Plaintiffs remained in physical possession of the equipment sold under the APA

after the November 21, 2012 closing. 

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73. Defendants never provided Plaintiffs with notice of the default with Chatham that 

occurred on December 3, 2012. 

74. Pursuant to the Intercreditor Agreement, upon default, Defendants are prohibited 

from making any further payments to Plaintiffs. However, Defendants caused Accurate to tender 

its first payment pursuant to the Accurate Note on January 1, 2013 even though Accurate, 

Sunbelt, and other parties were allegedly in default under the terms of the loan agreement with 

Chatham. 

75. Between the time of the first payment and the due date of the second payment, 

Defendants obtained possession of the equipment and moved it to Accurate’s North Carolina 

facility. 

76. After Defendants obtained possession of the Laurentec equipment, Accurate and 

Sunbelt refused to make any further payments in connection with the Note or Guaranty. Further, 

Defendants refused to make any payments towards Laurentec payables to venders, which 

Accurate had assumed pursuant to the APA. 

77. Defendants knew that Plaintiffs would not surrender possession of the equipment 

if the first payment was not made and would exercise its rights to rescind the APA. 

78. The first payment was made with the intent to deceive Plaintiffs and with 

Defendants’ knowledge that they were allegedly in default to Chatham and that no other 

payments would be made in connection with the Laurentec sale. 

79. Upon information and belief, Chatham has taken no action against Accurate and 

Sunbelt to enforce its rights for the alleged default. 

80. Upon Information and belief, Chatham continues to transact business with the 

Defendants. 

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Pollack, Pollack & Kogan, LLC

Courthouse Tower ∞ 44 West Flagler Street ∞ Suite 2050 ∞ Miami, Florida 33130 ∞ Tel. (305) 373-9676 

www.MiamiBusinessLitigation.com 

COUNT ONE: 

CIVIL CONSPIRACY TO COMMIT FRAUD 

(As to Accurate, Sunbelt, 1848 Capital, 

Tolzien, Wilder, DaGrosa, Neithardt and Sicilian) 

Plaintiffs repeat and reallege the allegations contained in paragraphs 1 to 80 as if the 

same were set forth at length herein. 

81. Accurate, Sunbelt, 1848 Capital, Tolzien, Wilder, DaGrosa, Neithardt and Sicilian

entered into an agreement with one another pursuant to which they agreed to, among other 

things, willfully misrepresent and refuse to disclose Accurate’s default under the Chatham loan 

and its intention not to perform its obligations owed to Plaintiffs as part of the purchase of 

Laurentec’s assets. 

82. Accurate’s default under the Chatham loan was material.

83. The actions of Accurate, Sunbelt, 1848 Capital, Tolzien, Wilder, DaGrosa,

Neithardt and Sicilian were done in a concerted effort to defraud Plaintiffs. 

84. Accurate, Sunbelt, 1848 Capital, Tolzien, Wilder, DaGrosa, Neithardt and Sicilian

each made false representations and/or assurances of the status of Accurate’s loan with Chatham, 

its performance thereunder and its intention and ability of Accurate to fulfil its obligations owed 

to Plaintiffs. Each and every false representations and/or assurances were overt acts in 

furtherance of the conspiracy between them to harm Plaintiffs. 

85. Plaintiffs have incurred damages as a result of the actions of Accurate, Sunbelt,

1848 Capital, Tolzien, Wilder, DaGrosa, Neithardt and Sicilian. 

WHEREFORE, Plaintiffs respectfully request this Honorable Court to enter judgment in 

their favor and against Defendants Accurate, Sunbelt Chatham, 1848 Capital, Tolzien, Wilder, 

DaGrosa, Neithardt, and Sicilian for compensatory damages and costs, and upon a proper 

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Pollack, Pollack & Kogan, LLC

Courthouse Tower ∞ 44 West Flagler Street ∞ Suite 2050 ∞ Miami, Florida 33130 ∞ Tel. (305) 373-9676 

www.MiamiBusinessLitigation.com 

showing pursuant to the Florida Tort Reform Act, allow Plaintiffs’ claim for punitive damages, 

and for any other relief this Court deems just and proper. 

COUNT TWO: 

SUIT ON NOTE 

(As to Defendant Accurate) 

Plaintiffs repeat and reallege the allegations contained in the paragraphs 1 to 80 as if the 

same were set forth at length herein. 

86. Under the terms of the Accurate Note, Accurate, as Borrower, agreed to pay the 

Plaintiffs the original principal amount of $650,000.00 at the annual rate of nine (9.0%) percent 

by making 36 monthly payments of principal and interest. 

87. At the time of closing, the purchased assets were located at Laurentec’s facility 

in Summerville, South Carolina and remained there until sometime after the first payment under 

the Accurate Note became due. 

88. Accurate made the first payment due under the Accurate Note to Plaintiffs in 

order to gain access to the Purchased Assets, and shortly thereafter moved the assets to its 

facility located in North Carolina. 

89. Thereafter, without notice to Plaintiffs, Accurate failed and refused to tender any 

further payments due under the Accurate Note. 

90. The Accurate Note is a valid and binding contract between Accurate and the 

Plaintiffs. 

91. The Plaintiffs performed all of their obligations due and owing under the 

Accurate Note. 

92. Accurate’s failure to tender payment to the Plaintiffs is a material default of the 

Accurate Note. 

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Pollack, Pollack & Kogan, LLC

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www.MiamiBusinessLitigation.com 

93. After Accurate’s default, interest on the unpaid balance accrued at the rate of

eighteen (18%) percent. 

94. All required notices of default have been provided to Accurate.

95. As of April 30, 2014, there is an unpaid balance of $841,368.19, plus interest

accruing at the annual rate of 18% on the Accurate Note. 

96. The Accurate Note provides that the Plaintiffs are entitled to the reimbursement of

their costs and expenses incurred in response to a default. 

97. The Plaintiffs retained the undersigned law firms to prosecute this lawsuit in

response to Accurate’s default under the Accurate Note. 

98. The Plaintiffs are entitled to entry of judgment against Accurate for the amounts

due and owing under Accurate Note, together with all accruing interest and attorneys’ fees and 

costs. 

WHEREFORE, Plaintiffs respectfully request this Honorable Court to enter judgment in 

their favor and against Defendant Accurate, for compensatory damages, prejudgment interest, 

and attorney’s fees and costs, and for any other relief this Court deems just and proper. 

COUNT THREE: 

SUIT ON GUARANTEE 

(As to Defendant Sunbelt) 

Plaintiffs repeat and reallege the allegations contained in the paragraphs 1 to 80 as if the 

same were set forth at length herein. 

99. As Plaintiffs required additional security to consummate the Laurentec

transaction, Sunbelt executed the Sunbelt Guaranty pursuant to which it agreed to, among other 

things, guarantee the full and timely payment of the first $300,000.00 of principal due under the 

Accurate Note. 

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Pollack, Pollack & Kogan, LLC

Courthouse Tower ∞ 44 West Flagler Street ∞ Suite 2050 ∞ Miami, Florida 33130 ∞ Tel. (305) 373-9676 

www.MiamiBusinessLitigation.com 

100. The Sunbelt Guaranty was absolute, unconditional, complete and irrevocable. 

101. Sunbelt further waived all defenses to the payment of the indebtedness that may 

be asserted by Accurate. 

102. The unconditional Sunbelt Guaranty provided for an absolute maximum of 60 

days to defer payment for any reason. 

103. The Sunbelt Guarantee is a valid and enforceable agreement between the 

Plaintiffs and Sunbelt. 

104. The Plaintiffs performed all of their obligations due and owing under the Sunbelt 

Guarantee. 

105. The loan is in default as a result of Accurate’s failure to pay the amounts due and 

owing under the Accurate Note, among other things. 

106. All notices of default have been given to Sunbelt. 

107. Despite demand, Sunbelt refuses to fulfill its obligations under the Sunbelt 

Guaranty and pay the amounts due and owing. 

108. Sunbelt’s refusal to pay the Plaintiffs the amounts due and owing as set forth in 

the Sunbelt Guaranty is a material default of the terms and conditions of the Sunbelt Guaranty. 

109. In addition to the payment of $300,000.00 in principal, the Plaintiffs are entitled 

to the reimbursement of their costs and expenses incurred in response to Sunbelt’s refusal to 

honor its obligations, including the repayment of their costs and attorneys’ fees. 

110. The Plaintiffs are entitled to entry of judgment against Sunbelt in the amount of 

$300,000.00, plus interest, costs and attorneys’ fees. 

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WHEREFORE, Plaintiffs respectfully request this Honorable Court to enter judgment in 

their favor and against Defendant Sunbelt for compensatory damages, prejudgment interest, and 

attorney’s fees and costs, and for any other relief this Court deems just and proper. 

COUNT FOUR: 

ALTER EGO 

(As to Defendant 1848 Capital) 

Plaintiffs repeat and reallege the allegations contained in paragraphs 1 to 80 as if the 

same were set forth at length herein. 

111. As set forth above, 1848 Capital by its complete exercise of dominion and control 

is the alter ego of Sunbelt and Accurate. There exists a unity of interest and ownership among 

Accurate, Sunbelt and 1848 Capital. Among other things, 1848 Capital identifies itself as 

ultimately financially responsible for Sunbelt and Accurate; there is a commonality between 

management, directors and officers and there is a consolidation of financial, strategic and legal 

operations. 

112. 1848 Capital exercises the substantive rights of Sunbelt and Accurate in its own 

name. For example, 1848 Capital commenced suit in its own name in order to recover damages 

allegedly incurred as a result of common law torts suffered by Sunbelt and Accurate. 

113. Upon information and belief, 1848 Capital does not hold an assignment or other 

contractual right to commence litigation on behalf of Sunbelt and Accurate or recover damages 

allegedly incurred by those Defendants as result of torts purportedly inflicted upon them. 

114. 1848 Capital used Accurate and Sunbelt as mere instrumentalities for the 

improper purpose of defrauding creditors, including Plaintiffs. 

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Pollack, Pollack & Kogan, LLC

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www.MiamiBusinessLitigation.com 

115. Adherence to the fiction of separate existence of the 1848 Capital, Sunbelt and 

Accurate would permit an abuse of the corporate privilege and would sanction fraud and promote 

injustice. 

116. 1848 Capital is liable for, among other things, the amounts due and owing under 

the Accurate Note and Sunbelt Guarantee, because Sunbelt are Accurate are its alter egos. 

WHEREFORE, Plaintiffs respectfully request this Honorable Court to enter judgment in 

their favor and against Defendant 1848 Capital for compensatory damages, prejudgment interest, 

and attorney’s fees and costs, and for any other relief this Court deems just and proper. 

COUNT FIVE: 

FRAUD 

(As to Defendants Accurate, Sunbelt, 1848 Capital, 

Tolzien, Wilder, DaGrosa, Neithardt and Sicilian) 

Plaintiffs repeat and reallege the allegations contained in the paragraphs 1 to 80 as if the 

same were set forth at length herein. 

117. Through various representations and discussions, Accurate, Sunbelt, 1848 Capital, 

Tolzien, Wilder, DaGrosa, Neithardt and Sicilian committed fraud in connection with the 

purchase of Laurentec’s assets. 

118. The aforementioned actions statements, and material errors and omissions falsely 

represented the relationship between Accurate, Sunbelt and Chatham and the performance of the 

loan with Chatham. 

119. Accurate, Sunbelt, 1848 Capital, Tolzien, Wilder, DaGrosa, Neithardt and Sicilian 

knew of the falsity of the representations made to the Plaintiffs at all times material to this action. 

120. The misrepresentations, half-truths, and omissions of Accurate, Sunbelt, 1848 

Capital, Tolzien, Wilder, DaGrosa, Neithardt and Sicilian were intended to induce Plaintiff to 

sell Laurentec and deliver its assets to Defendants. 

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Pollack, Pollack & Kogan, LLC

Courthouse Tower ∞ 44 West Flagler Street ∞ Suite 2050 ∞ Miami, Florida 33130 ∞ Tel. (305) 373-9676 

www.MiamiBusinessLitigation.com 

121. Plaintiffs did not know of the falsity of the representations and could not have 

discovered the falsity through the exercise of reasonable care. 

122. Plaintiffs relied upon the representations of Accurate, Sunbelt, 1848 Capital, 

Tolzien, Wilder, DaGrosa, Neithardt and Sicilian. 

123. But for those representations, Plaintiffs would not have sold Laurentec’s assets or 

financed the transaction. 

124. Plaintiffs had a right to rely upon the representations of Accurate, Sunbelt, 1848 

Capital, Tolzien, Wilder, DaGrosa, Neithardt and Sicilian. 

125. As a direct and proximate result of the misrepresentations, half-truths, and 

omissions, the Plaintiffs have been damaged. 

126. The actions of Defendants were willful, malicious and/or in reckless disregard for 

the truth. 

WHEREFORE, Plaintiffs respectfully request this Honorable Court to enter judgment in 

their favor and against Defendants Accurate, Sunbelt, 1848 Capital, Tolzien, Wilder, DaGrosa, 

Neithardt, and Sicilian for compensatory damages and costs, and upon a proper showing 

pursuant to the Florida Tort Reform Act, allow Plaintiffs’ claim for punitive damages, and for 

any other relief this Court deems just and proper. 

COUNT SIX: 

CONSTRUCTIVE FRAUD 

(As to Defendants Accurate, Sunbelt, 1848 Capital Partners, 

Tolzien, Wilder, DaGrosa, Neithardt and Sicilian) 

Plaintiffs repeat and reallege the allegations contained in the paragraphs 1 to 80 as if the 

same were set forth at length herein. 

127. Accurate, Sunbelt, 1848 Capital, Tolzien, Wilder, DaGrosa, Neithardt and Sicilian 

made the aforementioned representations to the Plaintiffs. 

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Pollack, Pollack & Kogan, LLC

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www.MiamiBusinessLitigation.com 

128. Accurate, Sunbelt, 1848 Capital, Tolzien, Wilder, Sicilian and DaGrosa knew, or 

should have known, that their representations were false and material to the purchase of 

Laurentec’s assets and the financing obtained from Plaintiffs. 

129. Upon information and belief, Accurate, Sunbelt, 1848 Capital Tolzien, Wilder, 

DaGrosa, Neithardt and Sicilian knew that Accurate and Sunbelt were unwilling and incapable of 

honoring their contractual obligations. 

130. Accurate, Sunbelt, 1848 Capital, Tolzien, Wilder, Sicilian and DaGrosa knew the 

representations were false, or recklessly disregarded the truth or falsity of the representation. 

131. In reliance upon the false representations of Accurate, Sunbelt, 1848, Tolzien, 

Wilder, DaGrosa, Neithardt and Sicilian, Plaintiffs sold the assets of Laurentec and financed the 

transaction. 

132. Plaintiffs were unaware of the falsity of the representations. 

133. Accurate, Sunbelt, 1848 Capital, Tolzien, Wilder, DaGrosa, Neithardt and Sicilian 

intended to deceive the Plaintiffs. 

134. Accurate, Sunbelt, 1848 Capital, Tolzien, Wilder, DaGrosa, Neithardt and Sicilian 

intended that Plaintiffs act upon its false representations. 

135. Plaintiffs justifiably relied upon the representations of Accurate, Sunbelt, 1848 

Capital, Tolzien, Wilder, DaGrosa, Neithardt and Sicilian. 

136. Plaintiffs had a right to rely upon the representations of Accurate, Sunbelt, 1848 

Capital, Tolzien, Wilder, DaGrosa, Neithardt and Sicilian. 

137. Accurate, Sunbelt, 1848 Capital, Tolzien, Wilder, DaGrosa, Neithardt and Sicilian 

profited from Plaintiffs’ reliance upon the false representations. 

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138. Because of the fraud in the inducement to enter into the agreement to sell 

Laurentec’s assets and finance the transaction, Plaintiffs have proximately and consequently 

suffered damages. 

WHEREFORE, Plaintiffs respectfully request this Honorable Court to enter judgment in 

their favor and against Defendants Accurate, Sunbelt, 1848 Capital, Tolzien, Wilder, DaGrosa, 

Neithardt, and Sicilian for compensatory damages and costs, and upon a proper showing 

pursuant to the Florida Tort Reform Act, allow Plaintiffs’ claim for punitive damages, and for 

any other relief this Court deems just and proper. 

COUNT SEVEN: 

UNJUST ENRICHMENT 

(As to Defendants Accurate, Sunbelt, and 1848 Capital) 

Plaintiffs repeat and reallege the allegations contained in the paragraphs 1 to 80 as if the 

same were set forth at length herein. 

139. In reliance upon the promises and material misrepresentations of Defendants, 

Plaintiffs sold Laurentec’s assets and financed the transaction. 

140. Accurate, Sunbelt, and 1848 Capital enjoyed and realized the benefits of 

Laurentec’s assets by retaining and utilizing them in the operation of their business. 

141. Accurate, Sunbelt, and 1848 Capital refuse to pay Plaintiffs the amounts due and 

owing in connection with their purchase and have actively engaged in a scheme to defraud 

Plaintiffs. 

142. Accurate, Sunbelt, and 1848 Capital will be unjustly enrichmened to the detriment 

of Plaintiff as a result of failure to pay for their acquisition of Laurentec’s assets. 

WHEREFORE, Plaintiffs respectfully request this Honorable Court to enter judgment in 

their favor and against Defendants Accurate, Sunbelt, and 1848 Capital for compensatory 

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Pollack, Pollack & Kogan, LLC

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www.MiamiBusinessLitigation.com 

damages, prejudgment interest, and costs, and for any other relief this Court deems just and 

proper. 

COUNT EIGHT: 

UNFAIR AND DECEPTIVE TRADE PRACTICES 

(As to Defendants Accurate, Sunbelt, 1848 Capital, 

Tolzien, Wilder, DaGrosa, Neithardt and Sicilian) 

Plaintiffs repeat and reallege the allegations contained in the paragraphs 1 to 80 as if the 

same were set forth at length herein. 

143. The conduct of Accurate, Sunbelt, 1848 Capital, Tolzien, Wilder, Sicilian and 

DaGrosa constitutes unfair and deceptive trade practices and is a violation of Fla. Stat. § 

501.201, et. Seq. (“FUDTPA”). 

144. Defendants are in the business of purchasing companies and corporate assets (as 

detailed in the initial July 27, 2012 email). 

145. The Plaintiffs are consumers within the meaning of FUDTPA. 

146. Accurate, Sunbelt, 1848 Capital, Tolzien, Wilder, DaGrosa, Neithardt and Sicilian 

engaged in unfair practices when they misrepresented Accurate’s default status with Chatham 

and caused Plaintiffs to transfer Laurentec assets in exchange for a worthless and purportedly 

unenforceable note and guaranty. 

147. Accurate, Sunbelt, 1848 Capital, Tolzien, Wilder, DaGrosa, Neithardt and Sicilian 

engaged in unfair practices when they conspired to induce Plaintiffs to accept an “absolute, 

unconditional, complete, continuing, and irrevocable” Guarantee, which they knew would not 

have any effect due to the Chatham Intercreditor Agreement, instead of the previously agreed 

upon security interest in the equipment. 

148. Accurate, Sunbelt, 1848 Capital, Tolzien, Wilder, DaGrosa, Neithardt and Sicilian 

made a single payment pursuant to the Accurate Note when Accurate and Sunbelt were allegedly 

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in default with Chatham and supposedly prohibited from making payments to Plaintiffs, in order 

to obtain possession of the Laurentec assets. 

149. The actions of Accurate, Sunbelt, 1848 Capital, Tolzien, Wilder, DaGrosa, 

Neithardt and Sicilian were willful and intentional. 

150. The conduct of Accurate, Sunbelt, 1848 Capital, Tolzien, Wilder, DaGrosa, 

Neithardt and Sicilian is capable of repetition and, upon information and belief has been 

repeated. 

151. The conduct of Accurate, Sunbelt, 1848 Capital, Tolzien, Wilder, DaGrosa, 

Neithardt and Sicilian affects the public interest. 

152. Accurate, Sunbelt, 1848 Capital, Tolzien, Wilder, DaGrosa, Neithardt and Sicilian 

knew or should have known that its actions constituted unfair and deceptive trade practices. 

153. The conduct of Accurate, Sunbelt, 1848 Capital, Tolzien, Wilder, DaGrosa, 

Neithardt and Sicilian qualifies as an unfair practice within the meaning of FUDTPA, because 

said acts are unethical, unscrupulous, and substantially injurious to Plaintiffs. 

154. As a direct, foreseeable, and proximate result of the unfair and deceptive trade 

practices, the Plaintiff has suffered an ascertainable loss of money and property. 

WHEREFORE, Plaintiffs respectfully request this Honorable Court to enter judgment in 

their favor and against Defendants Accurate, Sunbelt, 1848 Capital, Tolzien, Wilder, DaGrosa, 

Neithardt, and Sicilian for damages, attorney’s fees and costs, and upon a proper showing 

pursuant to the Florida Tort Reform Act, allow Plaintiffs’ claim for punitive damages, and for 

any other relief this Court deems just and proper. 

COUNT NINE: 

BREACH OF CONTRACT – CONSULTING AGREEMENT 

(As to Defendant Accurate) 

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Plaintiffs repeat and reallege the allegations contained in the paragraphs 1 to 80 as if the 

same were set forth at length herein. 

155. Accurate and Sean Raimbeault entered into a Consulting Agreement, which is 

attached hereto as Exhibit F.

156. Under the terms of the Consulting Agreement, Mr. Raimbeault provided services 

to Accurate in order to assist Accurate in the development of its businesses. 

157. The Consulting Agreement provided that Mr. Raimbeault would earn a 

commission from both existing and new customers for which he provided leads to Accurate. 

158. The Consulting Agreement required Accurate to promptly respond to a new 

customer’s order and indicate to Mr. Raimbeault whether such order was acceptable. In the 

event that the order was not accepted, Accurate is required to specify the reasons for rejecting the 

new customer’s order. 

159. Mr. Raimbeault has presented several proposals for customer orders to Accurate. 

160. Accurate failed to respond to the proposals as required or pay the commissions to 

Mr. Raimbeault. 

161. Mr. Raimbeault performed his obligations under the Consulting Agreement and 

continues to perform the same. 

162. Accurate is in material breach of the Consulting Agreement by failing to pay 

commissions and failing to respond to customer proposals. 

163. As a result of the material breaches of the Consulting Agreement by Accurate, 

Mr. Raimbeault has been damaged. 

WHEREFORE, Plaintiff Sean Raimbeault respectfully request this Honorable Court to 

enter judgment in their favor and against Defendant Accurate, for compensatory damages, 

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prejudgment interest, and attorney’s fees and costs, and for any other relief this Court deems just 

and proper. 

DATED on this 18th day of June, 2014. 

Respectfully Submitted, 

POLLACK, POLLACK & KOGAN, LLC 

Attorneys for Plaintiffs 

Courthouse Tower 

44 West Flagler Street 

Suite 2050 

Miami, Florida 33130 

Primary: brett.pollack@ppkfirm.com 

Primary: gary.pollack@ppkfirm.com 

Secondary: diosi.perez@ppkfirm.com 

Secondary: natalie.delarosa@ppkfirm.com 

Tel: (305) 373-9676 

Fax: (305) 373-9679 

By: /s/ Brett Pollack 

Bretton I. Pollack, Esq. 

Fla. Bar No. 48793 

Gary W. Pollack, Esq. 

Fla. Bar No. 313114 

LANGENDORFER LAW FIRM, LLC 

Co-Counsel to Plaintiffs 

P.O. Box 68 

Mount Pleasant, SC 29465 

(843) 501-0469 

Primary: brendan@langendorferlaw.com 

By: /s/ Brendan Langendorfer

Brendan P. Langendorfer 

Admitted Pro Hac Vice

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www.MiamiBusinessLitigation.com 

CERTIFICATE OF SERVICE 

I hereby certify that on June 18th, 2014, a copy of the foregoing Amended Complaint was 

filed electronically. I also certify that the foregoing document is being served this day on all 

counsel of record or pro se parties identified on the Service List below, either via transmission of 

Notices of Electronic Filing generated by CM/ECF or in some other authorized manner for those 

counsel or parties who are not authorized to receive Notices of Electronic Filing electronically. 

Respectfully Submitted, 

POLLACK, POLLACK & KOGAN, LLC 

Attorneys for Plaintiffs 

Courthouse Tower 

44 West Flagler Street 

Suite 2050 

Miami, Florida 33130 

Primary: brett.pollack@ppkfirm.com 

Primary: gary.pollack@ppkfirm.com 

Secondary: diosi.perez@ppkfirm.com 

Secondary: natalie.delarosa@ppkfirm.com 

Tel: (305) 373-9676 

Fax: (305) 373-9679 

By: /s/ Brett Pollack 

Bretton I. Pollack, Esq. 

Fla. Bar No. 48793 

Gary W. Pollack, Esq. 

Fla. Bar No. 313114 

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Pollack, Pollack & Kogan, LLC

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www.MiamiBusinessLitigation.com 

SERVICE LIST 

Langendorfer Law Firm, LLC 

Brendan P. Langendorfer, Esq. 

Co-Counsel for Plaintiffs 

P.O. Box 68 

100 Queensborough Boulevard, Suite 201 

Mount Pleasant, SC 29465 

Phone: (843) 501-0469 

Email: Brendan@langendorferlaw.com 

Law Offices of Ronald T. Bevans, Jr., P.A. 

Ronald T. Bevans, Jr., Esq. 

Counsel for Defendants

1221 Brickell Avenue, Suite 2660 

Miami, FL 33131 

Primary: rtbevans@bevanslaw.com 

Secondary: kpina@bevanslaw.com 

Tel: 305-374-7535 / Fax: 305-374-9869 

YOUNG CLEMENT RIVERS, LLP 

Jason A. Daigle, Esq. 

South Carolina Counsel for Defendants 

25 Calhoun Street, Suite 400 

Charleston, SC 29401 

Phone: (843) 720-5436 

Fax: (843) 579-1324 

Email: jdaigle@ycrlaw.com

Case 1:14-cv-20136-BB Document 45 Entered on FLSD Docket 06/18/2014 Page 27 of 27
IN THE UNITED STATES DISTRICT COURT 

FOR THE DISTRICT OF SOUTH CAROLINA 

CHARLESTON DIVISION 

1848 CAPITAL PARTNERS, LLC, ) C.A. NO. 2:14-cv-02212-DCN 

)

PLAINTIFF, )

FIRST AMENDED COMPLAINT 

(JURY TRIAL DEMANDED) 

)

vs. )

)

SEAN RAIMBEAULT, LORI-ANN 

RAIMBEAULT, AND WDCI, LLC f/k/a 

LAURENTEC, LLC 

) 

) 

) 

) 

) 

) 

)

DEFENDANTS. )

)

Plaintiff, 1848 Capital Partners, LLC (“Plaintiff”), by and through its attorneys, sues the 

Defendants Sean Raimbeault, Lori-Ann Raimbeault, and WDCI, LLC f/k/a Laurentec, LLC 

(“Laurentec”) for defamation, abuse of process, unfair trade practices, and civil conspiracy, and, 

for its Amended Complaint against Defendant states and alleges as follows: 

1. Plaintiff is a limited liability company organized and existing under the laws of

the State of Delaware with its principal place of business in Miami, Florida. 

2. Defendants Sean Raimbeault and Lori-Ann Raimbeault are citizens and residents

of the State of South Carolina. 

3. Defendant WDCI, LLC f/k/a Laurentec, LLC (collectively with Sean Raimbeault

and Lori-Ann Raimbeault “Defendants”) is a limited liability company organized and existing 

under the laws of the State of South Carolina, with its principal place of business located in 

South Carolina. 

2:14-cv-02212-DCN Date Filed 07/21/14 Entry Number 11 Page 1 of 10

Eastern Air Lines

Exhibit 23

(10 pages)
2

JURISDICTION AND VENUE

4. Diversity of citizenship exists between the Plaintiff and the Defendants pursuant

to 28 U.S.C. § 1332, as the Plaintiff and the Defendants are citizens of different states and the 

amount in controversy exceeds $75,000.00. Plaintiff’s claims arise under S.C. Code Ann. § 39-

5-10, et seq.; and the common law of the State of South Carolina. 

5. Venue is proper in this Court pursuant to 28 U.S.C. § 1391(b). Furthermore, the

events giving rise to the cause of action described herein occurred in whole, or in part, in the 

District of South Carolina and the acts complained of continued to occur and are ongoing in the 

State of South Carolina. 

FACTS 

6. Sean Raimbeault and Lori-Ann Raimbeault were and are the sole owners of

Laurentec, LLC located in Summerville, South Carolina. 

7. Laurentec, LLC was in the business of, among other things, machining and

manufacturing parts for various industrial, commercial, and governmental clients. 

8. Plaintiff is a private equity firm that sponsors investments and holds a financial

interest in both Accurate Machine & Tool, LLC (“Accurate”) and Sunbelt Diversified 

Enterprises, LLC (“Sunbelt”). 

9. In August of 2012 Defendants entered into discussions for the sale of Laurentec,

LLC’s assets and business to Accurate and/or Sunbelt (“Acquisition Discussions”). 

10. On or about November 23, 2012 Defendants and Accurate entered into an Asset

Purchase Agreement (“APA”) wherein Accurate agreed to purchase from Laurentec certain 

assets, primarily machinery and tooling to make parts for industrial and governmental customers. 

11. As consideration for the sale of the assets, the Raimbeaults received $700,000.00

cash at closing and a $650,000.00 promissory note from Accurate. 

2:14-cv-02212-DCN Date Filed 07/21/14 Entry Number 11 Page 2 of 10
3

12. Sunbelt provided a $300,000.00 guaranty of part of the Accurate promissory note. 

13. However, the Raimbeaults and Laurentec had made fraudulent, material 

misrepresentations to Sunbelt and Accurate in the Acquisition Discussions and during the due 

diligence period between August and November of 2012 to entice Sunbelt and Accurate to close. 

14. As a result, the assets and business sold under the APA were nearly worthless by 

the closing date. 

15. Those fraudulent, material misrepresentations and omissions include, but are not 

limited to, the following: 

a. Neglecting Laurentec and limiting operations from August of 2012 to the 

Closing Date in November 2012; 

b. Not paying accounts payable for the 2012 calendar year; 

c. Stating that the accounts payable were accurate, up to date, and related to 

Laurentec’s business when, in fact, the accounts payable included in the APA 

were in arrears, were related to the Raimbeault’s personal property and/or 

businesses other than Laurentec; 

d. Hiding from Sunbelt and Accurate the fact that the U.S. Government, 

including the Defense Logistics Agency, and the D.O.D., had become 

convinced that Laurentec did not have the ability to meet the manufacturing 

requirements for critical parts (work that Laurentec had bid for – work which 

was another primary reason Laurentec was targeted for purchase) or that 

Laurentec had refused to allow the D.L.A. to even inspect its facilities as 

required by contract. 

e. Misrepresenting to Sunbelt and Accurate that Laurentec had been profitable in 

the periods leading up to consummation of the APA when in fact it had not (at 

2:14-cv-02212-DCN Date Filed 07/21/14 Entry Number 11 Page 3 of 10
4

the time the APA was signed the accounts payable were over three times more 

than the accounts receivable); 

f. Failing to disclose that Defendants has “obtained” bid work from the

government and other customers at unprofitable amounts in order to overstate

the work-in-progress and give the false appearance that Laurentec was a

profitable and fast growing company;

g. Misrepresenting that purchase orders from customers were good and valuable

contracts when, in fact, Laurentec did not have the capabilities or equipment

to produce the requisite parts and, therefore, no ability to honor the purchase

orders.

h. Misrepresenting that they had valuable leads for additional business and

contracts when, in fact, the “leads” were merely public information for bids

that Laurentec did not have the capability or equipment to fulfill;

i. Concealing the fact that Laurentec’s existing customers had abandoned it by

the time the APA was consummated;

j. To induce Sunbelt and Accurate to pay them a higher price, the Raimbeaults

misrepresented the need for certain of Laurentec’s equipment to perform

certain contracts when, in fact, the equipment was unnecessary and was

unnecessarily included in the APA at a bloated price.

16. Those material misrepresentations and omissions lead to litigation between

Accurate and Sunbelt, on the one hand, and Defendants, on the other hand which is currently 

pending (“APA Litigation”). 

17. In March of 2014, Sunbelt, Accurate, and Defendants engaged in a mediation

related to the APA Litigation, but settlement was not achieved. 

2:14-cv-02212-DCN Date Filed 07/21/14 Entry Number 11 Page 4 of 10
5

18. On May 13, 2014, Defendants included 1848 Capital Partners as a defendant in a 

proposed Amended Complaint in the APA Litigation. 

19. Defendants’ counsel stated at the time that the reason for 1848 Capital Partners’ 

inclusion as a defendant in the proposed Amended Complaint in the APA Litigation was that the 

Defendants knew 1848 Capital Partners were investors or involved in the re-launch of Eastern 

Airlines. 

20. On June 3, 2014, Defendants posted on the online, public U.S. Department of 

Transportation comment board an objection to the application by Eastern Airlines for a 

certificate of public necessity required to be certified as a commercial air carrier (“the DOT 

Objection”). 

21. The DOT Objection falsely alleged that Plaintiff has “failed to disclose” that it 

was subject to a lawsuit for fraud. See Exhibit “A”. 

22. The DOT Objection falsely stated that Plaintiff (and others) “have by construction 

allegedly engaged in deceptive trade practices and fraud”. See Exhibit “A”. 

23. Defendants posted the defamatory DOT Objection for the improper purpose of 

blackmailing Plaintiff and others into settling the APA Litigation for twice the amount agreed 

upon at mediation. 

24. The publication of the defamatory DOT Objection is not the first venture by the 

Defendants into the scheme of on-line or email internet fraud. 

25. In December 2011, unhappy with a dispute over software they had purchased, 

Defendants created and published false and defamatory statements about the software supplier, 

accusing it of fraud, and circulated the false and defamatory statements via email to numerous 

parties. 

2:14-cv-02212-DCN Date Filed 07/21/14 Entry Number 11 Page 5 of 10
6

26. In June 2012 Defendants caused the filing of a police report in Dorchester 

County, South Carolina accusing a former management employee of sexual harassment. 

Defendants then circulated defamatory emails to various persons pointing to the false police 

report, all in a scheme to defame and ruin the reputation of their former employee. 

27. Defendants’ publication of the DOT Objection is yet another effort by Defendants 

to defame people, knowing their statements are false, and made in this instance in a subversive 

and improper effort to force a settlement of the APA Litigation. 

FOR A FIRST CAUSE OF ACTION

(Defamation/Libel as to Sean Raimbeault) 

28. Plaintiff repeats and realleges all the allegations contained in the foregoing 

paragraphs as though the same were fully set forth herein verbatim. 

29. Defendant Sean Raimbeault has published written statements (the DOT 

Objection) which have defamed Plaintiff including, but not limited to: 

a. Making false and defamatory statements, on or about June 3, 2014, on the 

United States Department of Transportation’s message board; 

b. Stating in writing that the Plaintiff and its owners, principals, employees, 

subsidiaries, agents, representatives, officers, and/or directors have not 

disclosed certain information to the United States Department of 

Transportation; 

c. Stating in writing that Plaintiff and its owners, principals, employees, 

subsidiaries, agents, representatives, officers, and/or directors have “engaged 

in deceptive trade practices and fraud”; 

2:14-cv-02212-DCN Date Filed 07/21/14 Entry Number 11 Page 6 of 10
7

30. The defamatory statements constitute defamation per se in that the statements 

falsely accuse Plaintiff of certain behaviors and acts; and the defamatory meaning of the 

statements is obvious on the face of the statements. 

31. The defamatory publication, being in written form, is libel, and is actionable per 

se. Defendant Sean Raimbeault’s false and defamatory statements tend to degrade Plaintiff, 

reduce its character and reputation in the estimation of the community, and leads others from 

associating and/or dealing with it. 

32. Defendant Sean Raimbeault acted with common law malice in publishing the 

false and defamatory statements and Plaintiff has suffered general and/or special damages as a 

direct and proximate result. 

33. The defamatory statements were disseminated from Charleston County, South 

Carolina. 

34. The defamatory statements have affected and continue to affect Plaintiff’s 

reputation so as to impede its broader reputation within the community as intended by Defendant 

Sean Raimbeault. 

35. The publications contain false and defamatory statements concerning Plaintiff. 

36. The publications were disseminated by Defendant Sean Raimbeault for the 

purpose of defaming and disgracing Plaintiff. 

37. Defendant Sean Raimbeault’s unprivileged statements about Plaintiff were 

published to third-parties which have damaged and disgraced Plaintiff’s reputation within the 

greater community. 

38. Defendant Sean Raimbeault was at fault in publishing untruthful statements about 

Plaintiff. 

2:14-cv-02212-DCN Date Filed 07/21/14 Entry Number 11 Page 7 of 10
8

39. Plaintiff has suffered actual and special harm as a result of Defendant Sean

Raimbeault’s publishing of defamatory statements. 

40. As a result of Defendant Sean Raimbeault’s defamation, Plaintiff is entitled to

recover actual, consequential, special, and punitive damages from Defendant Sean Raimbeault. 

FOR A SECOND CAUSE OF ACTION

(Abuse of Process All Defendants) 

41. Plaintiff repeats and realleges all the allegations contained in the foregoing

paragraphs as though the same were fully set forth herein verbatim. 

42. On June 18, 2014 Defendants filed an Amended Complaint in United States

District Court for the Southern District of Florida, Miami Division naming 1848 Capital 

Partners, LLC as a defendant. 

43. Defendants named Plaintiff in their Amended Complaint for an ulterior purpose to

gain an objective not legitimate in the use of the process and as a form of coercion to obtain a 

collateral advantage not properly involved in the proceeding. 

44. Defendants are using the process in an attempt to blackmail Plaintiff and to extort

payment from Plaintiff for contracts to which Plaintiff was not a party. 

45. Defendants naming Plaintiff in their Amended Complaint was a willful and

definite act not authorized by the process, was not a legitimate use of the process, and was a 

calculated attempt to sabotage Plaintiff’s business dealings unrelated to the proceeding. 

46. The collateral objectives of sabotaging Plaintiff’s business dealings, blackmailing

Plaintiff, and extorting payment from Plaintiff for contracts to which Plaintiff was not a party 

were the primary purposes for Defendants naming Plaintiff in their Amended Complaint. 

47. As a direct and proximate result of Defendants’ Abuse of Process, Plaintiff has

suffered injury and harm. 

2:14-cv-02212-DCN Date Filed 07/21/14 Entry Number 11 Page 8 of 10
9

48. As a result of Defendants’ Abuse of Process, Plaintiff is entitled to recover actual,

compensatory, consequential, special, and punitive damages from Defendants Sean Raimbeault 

and Lori-Ann Raimbeault. 

FOR A THIRD CAUSE OF ACTION

(Violation of the South Carolina Unfair Trade 

Practices Act, S.C. Code Ann. § 39-5-10, et seq.) 

49. Plaintiff repeats and realleges all the allegations contained in the foregoing

paragraphs as though the same were fully set forth herein verbatim. 

50. Through their conduct, as set forth herein, Defendants have willfully engaged in

unfair methods of competition and unfair or deceptive acts and practices in the conduct of trade 

and commerce, in violation of S.C. Code Ann. § 39-5-10, et seq. 

51. Defendants’ conduct and practices are capable of repetition, adversely affect the

public interest, and have caused Plaintiff to suffer an ascertainable loss of money entitling it to 

the relief permitted by S.C. Code Ann. § 39-5-140. 

52. As a direct and proximate result of Defendants’ unfair and deceptive acts, as

alleged above, Plaintiff and the public has been damaged. 

53. As a direct and proximate result of Defendants’ misconduct, as alleged herein,

Plaintiff has suffered and continues to suffer actual, special and consequential damages including 

but not limited to monetary loss, loss of sales, loss of profits and other damages pursuant to S.C. 

Code Ann. § 35-5-140. 

54. In addition, on account of Defendants’ willful and knowing, use and employment

of unfair or deceptive methods, acts and practices as described herein, Plaintiff is entitled to a 

trebling of any damage award and reasonable attorneys’ fees pursuant to S.C. Code Ann. § 39-5-

140. 

2:14-cv-02212-DCN Date Filed 07/21/14 Entry Number 11 Page 9 of 10
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FOR A FOURTH CAUSE OF ACTION

(Civil Conspiracy – All Defendants) 

55. Plaintiff repeats and realleges all the allegations contained in the foregoing

paragraphs as though the same were fully set forth herein verbatim. 

56. Defendants, acting together and in concert, conspired to injure Plaintiffs as more

specifically outlined above. 

57. The object of Defendants’ conduct as outlined herein, was to ruin and/or damage

Plaintiff. Defendants’ conduct as outlined herein, went well beyond legitimate business 

competition and dealings and included specific planning to damage Plaintiff. 

58. Plaintiff has suffered special damages including, but not limited to, loss of profits,

loss of capital, and loss of business. 

59. As a result of the civil conspiracy, Plaintiff is entitled to recover actual,

compensatory, consequential, special, and punitive damages from Defendants. 

WHEREFORE, Plaintiff prays for judgment on all causes of action against Defendants 

jointly and severally in an amount to be determined by a jury, together with actual damages, 

consequential damages, punitive damages, trebled damages, costs of this action, attorneys’ fees, 

and such other and further relief that this Honorable Court deems just and proper. 

Respectfully submitted,

YOUNG CLEMENT RIVERS, LLP

By:s/Jason A. Daigle

Jason A. Daigle, Federal I.D. #: 9588 

25 Calhoun Street, Suite 400 

Charleston, South Carolina 29401 

(843) 720-5436 

E-mail: jdaigle@ycrlaw.com 

Attorneys for the Plaintiff 

Dated: July 21, 2014 

Charleston, South Carolina 

2:14-cv-02212-DCN Date Filed 07/21/14 Entry Number 11 Page 10 of 10
Eastern Air Lines Group, Inc.

Comparative Balance Sheets

Forecasted

September 30, 2014 December 31, 2014 March 31, 2015

Current assets;

 Cash on hand $ 9,886,509 $ 8,599,824 $ 6,625,522

 Restricted cash (deposits)

 Restricted cash (credit card holdback)

 Prepaid expenses 7,835 42,320 42,320

 Total current assets 9,894,344 8,642,144 6,667,842

Fixed assets 127,626 185,989 200,989

Deposits on leased aircraft 295,000 885,000 1,400,000

Deposits on aircraft orders 10,418,670 10,418,670

Intangible assets - trademark 654,287 654,287 654,287

Capitalized financing costs 1,129,255 1,129,255 1,129,255

Total assets $ 12,100,512 $ 21,915,345 $ 20,471,043

Current liabilities;

 Accounts payable $ 138,013 $ 189,676 $ 227,611

 Accrued expenses 15,000 51,589 61,907

 Unearned aircraft subsidies 500,000 800,000

 Unearned passenger revenue

 Total current liabilities 153,013 741,265 1,089,518

Debt;

 Bank

 Aircraft deposit loans 10,418,670 10,418,670

 Total debt 0 10,418,670 10,418,670

Total liabilities 153,013 11,159,935 11,508,188

Equity;

 Stock 14,172,841 14,172,841 14,172,841

 Start-up losses to date (2013 and prior) (306,111) (306,111) (306,111)

 Start-up losses to date (2014) (1,919,231) (3,111,320) (3,111,320)

 Start-up losses to date (2015 through certification) (1,792,555)

 Total equity 11,947,499 10,755,410 8,962,855

Total liabilties and equity $ 12,100,512 $ 21,915,345 $ 20,471,043

Eastern Air Lines

Exhibit 24

(2 pages)
Start Up Costs

Through Grand

09/30/14 October November December Total January February March Total Total

Start Up Summary

Pre-certification expenses (see below) 1,919,231 280,969 261,169 649,950 3,111,320 473,385 584,710 734,460 1,792,555 4,903,875

Aircraft deposits 295,000 295,000 0 295,000 885,000 345,000 170,000 515,000 1,400,000

Capital expenditures 135,461 36,526 0 4,580 176,567 5,000 5,000 5,000 15,000 191,567

Total 2,349,692 612,495 261,169 949,530 4,172,887 823,385 759,710 739,460 2,322,555 6,495,442

Corporate Personnel Roster

CEO

Vice President of Flight Operations

Chief Pilot

Director of Safety and Security

Director of In Flight Operations

Director -OCC (System Control)

Vice President of Technical Operations

Chief Inspector

Manager - Maintenance Control

CASS QA Audit

Marketing Manager

CFO

HR/Administration

Executive Assistant

Salaries 419,681 108,918 109,698 105,404 743,700 104,000 109,000 114,000 327,000 1,070,700

Payroll taxes 23,813 8,506 8,557 9,486 50,363 9,360 9,810 10,260 29,430 79,793

Benefits 15,834 1,415 7,898 9,099 34,246 9,300 9,300 9,300 27,900 62,146

Other personnel costs 12,373 3,019 7,875 7,766 31,033 1,000 1,000 1,000 3,000 34,033

Total Personnel Costs 471,701 121,857 134,028 131,755 859,342 123,660 129,110 134,560 387,330 1,246,672

Office expenses 48,109 5,166 1,436 18,660 73,371 7,300 7,300 7,300 21,900 95,271

Rent 14,506 2,157 2,060 3,060 21,783 4,000 4,000 4,000 12,000 33,783

IT/Software, Professional Fees 35,326 2,460 1,660 3,160 42,606 19,100 19,100 19,100 57,300 99,906

Travel 150,226 20,773 12,918 21,900 205,817 21,000 21,000 21,000 63,000 268,817

Directors & Officers Insurance 39,542 14,588 6,019 7,387 67,536 7,000 7,000 7,000 21,000 88,536

Eastern Brand Development and Sponsorships 272,073 2,560 0 36,127 310,760 7,500 7,500 7,500 22,500 333,260

Total Corporate Costs 559,782 47,704 24,093 90,294 721,873 65,900 65,900 65,900 197,700 919,573

Total Personnel and Corporate 1,031,483 169,561 158,121 222,049 1,581,215 189,560 195,010 200,460 585,030 2,166,245

Legal 256,550 17,650 6,450 9,510 290,160 10,000 10,000 10,000 30,000 320,160

HR Consultants 100,400 12,500 12,500 25,574 150,974 12,500 12,500 12,500 37,500 188,474

DOT Consultants 524,520 60,283 51,810 54,580 691,193 35,000 35,000 35,000 105,000 796,193

881,470 90,433 70,760 89,664 1,132,327 57,500 57,500 57,500 172,500 1,304,827

Total Overhead 1,912,953 259,994 228,881 311,713 2,713,542 247,060 252,510 257,960 757,530 3,471,072

Operations - Personnel

Pilots 25,000 25,000 25,000 75,000 75,000

F/As 17,500 35,000 35,000 87,500 87,500

Scheduling/Dispatch 10,000 20,000 30,000 30,000

Maintenance 10,000 20,000 30,000 30,000

42,500 80,000 100,000 222,500 222,500

Payroll taxes (@10%) 3,825 7,200 9,000 20,025 20,025

Benefits (@ $600 pp after 60 days) 0 0 6,000 6,000 6,000

Total 46,325 87,200 115,000 248,525 248,525

Operations - Training 

Training : Pilots 2,500 135,490 137,990 5,000 5,000 10,000 147,990

Training : FA 0 30,000 30,000 5,000 65,000 65,000

Training: Maintenance 0 5,000 5,000 10,000 10,000

Training Hotels 0 45,000 105,000 105,000 255,000 255,000

Total 2,500 135,490 137,990 80,000 145,000 115,000 340,000 477,990

Operations - Aircraft

Aircraft Fuel 21,375 21,375 0 0 82,500 82,500 103,875

Aircraft Lease 20,000 20,000 10,000 10,000 74,000 94,000 114,000

Lease credit 0 (20,000) (20,000) (20,000) (60,000) (60,000)

Aircraft Insurance 112,029 112,029 60,000 60,000 60,000 180,000 292,029

Aircraft Maintenance, Supplies 6,278 20,975 29,788 49,343 106,384 50,000 50,000 50,000 150,000 256,384

6,278 20,975 29,788 202,747 259,788 100,000 100,000 246,500 446,500 706,288

Total Operating Expenses 6,278 20,975 32,288 338,237 397,778 226,325 332,200 476,500 1,035,025 1,432,803

TOTAL EXPENSES 1,919,231 280,969 261,169 649,950 3,111,320 473,385 584,710 734,460 1,792,555 4,903,875

Actual, 2014 Budget, 2015

Pre-Certification Start Up Costs 
Eastern Air Lines

Exhibit 25

(2 pages)
Eastern Airlines Charter Operation

Key Assumptions

Base Miami (MIA)

Funding

Equity $9,173,000

Financing Costs $56,240

Net Equity $9,116,760

Fixed Asset Purchase (EAL Brand) $655,000

Start Up Period January 1, 2014

March 31, 2015

Revenue Operations April 1, 2015

Aircraft Assumptions

Aircraft B737-800 B737-800 B737-700 B737-700

Seating Configuration 12/150 12/150 8/126 8/126

Aircraft Intake Aircraft Lease Rate Aircraft Lease Rate

Aircraft 1 December 1, 2014 1 $295,000

Aircraft 2 May 1, 2015 1 $170,000

Aircraft 3 July 1, 2015 1 $255,000

Aircraft Lease Support $20,000 Per month per aircraft 

Aircraft Deposits 3 months Gross Lease Rate paid in 3 equal installments in Months 4, 2 & 1 prior to Service Entry

Operational Assumptions

Monthly Revenue Flying 200 hours per aircraft 

Monthly Non Revenue Flying 12 hours per aircraft 

Average Trip Length (Miles) 1100 statute miles

Average Block Time (Revenue & Positioning) 3 hours per trip 

Revenue Assumptions B737-800 B737-700

ACMI Block Hour Charge Rate

Cost Assumptions

Start Up Costs As Shown on Start Up Summary Page & Detailed EAL Start Up Expense Report

Aircraft Monthly Lease Rate As above

Cockpit Crew incl. Expenses per block hour

Cabin Crew incl. Expenses per block hour - 

Maintenance $800 per block hour

Insurance - 800 $60,000 per month

Insurance - 700 $44,250 per month

Positioning Flights

Fuel Consumption 750 gallons per block hour

Fuel Cost $2.75 per gallon

Landing - Airport Fees $1,000 per flight

Positioning Flights per Block Hour $3,371

Positioning Flights per Flight $1,000

Corporate Overhead $220,000 up to 2 aircraft

$250,000 3 aircraft
Eastern Air Lines

Exhibit 26

(1 page)