UNITED STATES BANKRUPTCY COURT

SOUTHERN DISTRICT OF FLORIDA

Fort Lauderdale Division

www.flsb.uscourts.gov

In re:

 Case No. 20-19402-PDR

DESTINATION HOPE, INC., Chapter 11

 

 Debtor.

_________________________________________/

DEBTOR’S EMERGENCY MOTION TO COMPEL COMPLIANCE WITH ORDER

APPROVING ASSUMPTION AND ASSIGNMENT OF LEASE WITH 

PONTUS SW PORTFOLIO LLC

[Emergency hearing requested for Jan. 14, 2021 at 11 am]

Reason for Exigency

The Debtor is to close on its transaction on the sale of substantially 

all of its assets with the Buyer today (January 14, 2021) and yet 

one of the landlords is not willing to comply with a court order 

and approve the assignment to the Buyer’s assign. The parties are 

all aware that the Debtor is seeking an emergency hearing, and 

time is of the essence. Therefore, the Debtor requests that a 

hearing on this matter be set for January 14, 2021 at 11 a.m.

DESTINATION HOPE, INC., the Debtor and Debtor-in-Possession, (the “Debtor”), by 

and through undersigned counsel, files this Emergency Motion To Compel Compliance With Order 

Approving Assumption and Assignment of Lease With Pontus SW Portfolio LLC (the “Motion”).

The Motion seeks entry of an order compelling Pontus SW Portfolio LLC (“Pontus”) to comply 

with a previously-entered court order, to execute the attached assignment, and for Pontus to pay 

damages to the Estate and the Buyer as this Court deems appropriate, and in support thereof states

as follows:

1. The Debtor is in the midst of a sale of substantially all of its assets, which is 

expected to occur January 14, 2021, the day of the filing of this Motion. 

2. One of the landlords, Pontus, is attempting to re-trade the deal between it and the 

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Buyer which is memorialized in the Order Granting Debtor’s Expedited Omnibus Motion to 

Assume and Assign Certain Executory Contracts and Unexpired Leases as to the Debtor’s Lease 

With Pontus SW Portfolio LLC [ECF 158] (the “Assignment Order”) which was entered January 

4, 2021.

3. The form of the Assignment Order was approved by all parties on December 31, 

2020, including Pontus, before it was uploaded to the Court.

4. The Assignment Order approved the assumption and assignment of the lease with 

Pontus to the Buyer. 

5. The term “Buyer”, as defined in the underlying motion to the Assignment Order, is 

“Regard Recovery LLC and/or its permitted assigns”.

6. The executed Asset Purchase Agreement, approved by this Court and attached to 

the Sale Procedures Order [ECF 121], entered October 20, 2020, states that the buyer is Regard 

Recovery LLC and/or its permitted assigns. Regard Residential is an assign of Regard Recovery 

LLC.

7. The Assignment Order calls for $100,000 to be paid as a cure by the Debtor. In 

addition, the Buyer was to provide a $159,000 security deposit. Both of these terms will be adhered 

to by the Buyer and the Debtor.

8. Pontus is now, however, seeking additional terms not agreed-to previously and not 

in the Assignment Order, including additional guarantees1 by the Buyer2. Accordingly, Pontus is

unwilling to execute the Assumption and Assignment of Lease, attached as Exhibit “A” (the 

1 The $159,000 security deposit was negotiated between the parties (the Buyer and Pontus) 

specifically to address Pontus’ concerns as to security/guarantees. 2 The date of the filing of this Motion, at 8:12 a.m., Mike Press, representative of Pontus emailed 

Eli Schwartz, a representative of Regard Recovery, saying “There seems to be a misunderstanding 

on the assignment agreement.” [As an aside, both parties are represented by counsel.]

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“Assignment”).

9. The Assignment contains the same material terms as are listed in the Assignment

Order.

10. One of the issues now being raised by Pontus is that the buyer, Regard Recovery 

LLC, which was only established October 21, 2020 and has no assets or operations, is now having 

its wholly-owned subsidiary Regard Recovery Residential Treatment of Florida, LLC (“Regard 

Residential”) act as the buyer/tenant.

3

11. WHEREFORE, the Debtor, Destination Hope, Inc., respectfully requests the entry 

of an Order compelling Pontus to comply with the Assignment Order, execute the Assignment, 

pay the Estate and the Buyer damages for its noncompliance as this Court deems appropriate, and 

for such further and other relief as this Court deems appropriate..

I HEREBY CERTIFY that a true and correct copy of the foregoing was served on the 

parties below and in the manner indicated on January 14, 2021. 

Respectfully submitted,

Wernick Law, PLLC

Counsel for the Debtor

2255 Glades Road, Suite 324A

Boca Raton, Florida 33431

(561)961-0922/(561)431-2474- fax

By: /s/Aaron A. Wernick

Aaron A. Wernick, Esq.

Florida Bar No. 14059

awernick@wernicklaw.com

By manual email:

3 Regard Residential is actually a better tenant for Pontus is it will be the operating entity and 

therefore have more assets than the assignor.

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Counsel for Pontus Ian Landsberg, Esq. ilandsberg@sklarkirsh.com

Pontus representative Mike Press mpress@pontuscapital.com

Pontus representative Scott Stokas sstokas@pontuscapital.com

To all CM/ECF parties, including counsel for the Buyer

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Exhibit “A”

ASSIGNMENT AND ASSUMPTION OF LEASE

This ASSIGNMENT AND ASSUMPTION OF LEASE (this "Assignment"), is dated as of January

14, 2021 (the "Effective Date") by and among DESTINATION HOPE, INC., a Florida corporation 

("Assignor"), REGARD RECOVERY RESIDENTIAL TREATMENT OF FLORIDA LLC, a Florida

limited liability company or its assigns ("Assignee") and PONTUS SW PORTFOLIO, LLC, a Florida 

limited liability company ("Landlord"). This Assignment is effective at 11:59 P.M. (New York time) on 

the Effective Date.

WITNESSETH:

WHEREAS, Assignor is presently the holder of the lessee's interest under that certain Lease 

Agreement, dated September 1, 2018, by and between the Landlord and Assignor (the "Lease") whereby 

Assignor leases property from the Landlord, as more fully described in the Lease; 

WHEREAS, pursuant to that certain order at Docket No. 137 and Case No. 20-19402 (PDR), dated 

December 14, 2020, entered by the United States Bankruptcy Court for the Southern District of Florida (the 

"Court Order"), the Bankruptcy Court has approved the sale of the Assignor’s Assets (as defined in the 

Court Order) to Regard Recovery LLC, a Delaware limited liability company and an affiliate of Assignee 

(“Regard”), or its assign, in accordance with the terms of that certain Asset and Real Estate Purchase 

Agreement, dated December 14, 2020, among Assignor, Regard and DH Camelot LLC, a Florida limited 

liability company (the “Purchase Agreement”); 

WHEREAS, Regard assigned certain of its rights and obligations under the Purchase Agreement,

including without limitation the right to assume the Lease, to Assignee pursuant to an Assignment and

Assumption Agreement, dated January 11, 2021, among Assignee, Regard and 1115 SW 4th Street LLC, a

Florida limited liability company;

WHEREAS, pursuant to Docket No. 158 and Case No. 20-19402 (PDR), dated December 31, 2020,

entered by the United States Bankruptcy Court for the Southern District of Florida, Assignee and Assignor

has been authorized to assign the Lease to Assignee pursuant to Sections 363 and 365 of the Bankruptcy 

Code; and

WHEREAS, Assignor wishes to assign, and Assignee wishes to assume, the Lease, all in 

accordance with the terms set forth hereafter.

NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which 

are hereby acknowledged, Assignor and Assignee, intending to be legally bound, agree as follows:

1. Defined Terms. Terms not otherwise defined herein shall have the meaning ascribed to such term

in the Lease.

2. Assignment. As of the Effective Date, Assignor hereby assigns, conveys, transfers, and sets over 

unto Assignee all of Assignor's right, title, and interest in, to, and under the Lease, free and clear of all liens, 

claims, interests and encumbrances of whatever nature.

3. Obligations. 

a. On the Effective Date, Assignor shall make a payment to Landlord in the amount of One 

Hundred Thousand Dollars ($100,000) as satisfaction of all amounts owed and due by 

Assignor pursuant to the Lease (the “Cure Amount”) and Landlord accepts the Cure 

Amount as full and final satisfaction of all amounts owed by Assignor pursuant to the Lease 

and releases all claims against Assignor under the Lease.

b. As of the Effective Date, Assignor covenants and Landlord acknowledges and agree that 

the Rent owed pursuant to the Lease is current and up to date and that Assignor is not 

otherwise in default pursuant to the Lease.

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c. On the Effective Date, Assignee shall provide Landlord as an additional Security Deposit 

One Hundred Fifty Nine Thousand Dollars ($159,000); provided that if Assignee has made 

timely Base Rent payments for the twelve (12) month period following the Effective Date, 

Landlord shall, in Assignee’s sole discretion, return Fifty Three Thousand Dollars 

($53,000) to Assignee or offset such amount against future Base Rent payments.

4. Assumption. Assignee hereby assumes and agrees to pay all sums, and perform, fulfill, and comply 

with all covenants and obligations, which are to be paid, performed, fulfilled, and complied with by the 

lessee under the Lease, from and after the Effective Date; provided that Assignee shall not be obligated to 

provide a guaranty. In clarification of the foregoing, Assignee shall not assume or have any liability for any 

obligations under the Lease that arose prior to the Effective Date, including the Cure Amount. 

5. Binding Effect. This Assignment shall inure to the benefit of and shall be binding upon the parties 

hereto and their respective successors and assigns. 

6. Counterparts. This Assignment may be executed by the parties in one or more counterparts, each 

of which shall be deemed an original, but all of which together shall constitute one in the same instrument. 

Delivery of an executed counterpart of this Assignment by email, telefacsimile, or other electronic delivery 

shall be equally effective as a delivery of a manually executed counterpart of this Assignment. 

[Signature Page to Follow]

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IN WITNESS WHEREOF, Assignor, Assignee and Landlord have executed this Assignment as of the 

Effective Date.

Witness: ASSIGNOR: 

DESTINATION HOPE, INC.

Name:

Name:

By: ____________________________________

Name: __________________________________

Title: ___________________________________

Witness: ASSIGNEE: 

Name:

REGARD RECOVERY RESIDENTIAL 

TREATMENT OF FLORIDA LLC

Name:

Witness:

Name:

Name:

By: REGARD RECOVERY LLC, its sole member

By: ____________________________________

Name: Eli Schwarcz

Title: Manager

LANDLORD: 

PONTUS SW PORTFOLIO, LLC

By: ____________________________________

Name: __________________________________

Title: ___________________________________

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