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3756965.2

DECLARATION OF JOHN BRUNST IN SUPPORT OF MOTION FOR RELEASE OF FUNDS

Thomas H. Bienert, Jr. (admitted pro hac vice)

 tbienert@bklwlaw.com 

Whitney Z. Bernstein (admitted pro hac vice)

 wbernstein@bklwlaw.com 

BIENERT KATZMAN LITTRELL WILLIAMS LLP 

903 Calle Amanecer, Suite 350 

San Clemente, CA 92673 

Telephone: (949) 369-3700 

Facsimile: (949) 369-3701 

Attorneys for Defendant James Larkin 

UNITED STATES DISTRICT COURT 

FOR THE DISTRICT OF ARIZONA 

United States of America,

Plaintiff, 

vs. 

Michael Lacey, et al.,

Defendants. 

CASE NO. 2:18-cr-00422-004-PHX-SMB

DECLARATION OF JOHN BRUNST

IN SUPPORT OF MOTION FOR 

RELEASE OF FUNDS 

Assigned to Hon. Susan M. Brnovich

Courtroom 506

Trial Date: February 9, 2022 

I, John Brunst, declare as follows: 

1. I am a party to the above-entitled action. I have personal knowledge of the 

facts set forth herein, which are known by me to be true and correct, and if called as 

a witness, I could and would competently testify thereto. 

2. Attached as Exhibit A is a true and correct copy of the November 8, 2012 

Membership Interest Purchase Agreement between Village Voice Media Holdings, LLC 

and Voice Media Group, Inc. 

3. Attached as Exhibit B is a true and correct copy of the January 17, 2013 

Borrower Pledge and Security Agreement between Voice Media Group, Inc. and 

Broadway Capital Corp., LLC.

4. Attached as Exhibit C is a true and correct copy of the January 17, 2013 

Case 2:18-cr-00422-DJH Document 1366-2 Filed 10/26/21 Page 1 of 3
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3756965.2 2

DECLARATION OF JOHN BRUNST IN SUPPORT OF MOTION FOR RELEASE OF FUNDS

Credit Agreement between Voice Media Group, Inc. and Broadway Capital Corp., LLC. 

5. Attached as Exhibit D is an account ledger pertaining to BBVA Compass 

Account (Account No. ‘4862), held by Cereus Properties, LLC (“Cereus Properties”), for 

the time period from September 2017 to December 2017. I am Vice President and 

Treasurer of Cereus Properties. I am familiar with the manner and methods used at Cereus 

Properties to make and maintain records as part of the ordinary course of business. This 

Exhibit was made at or near the times of the acts and events described therein, and were 

made by, or from information transmitted by, people with knowledge of those acts and 

events. The Exhibit was kept in the course of Cereus Properties’ regularly conducted 

business activity. Making the Exhibit was a regular practice of Cereus Properties’ 

regularly conducted business activity. 

6. Attached as Exhibit E is a true and correct copy of the April 22, 2015 

Intellectual Property License between Backpage.com, LLC and Vermillion Holdings, 

LLC. 

7. Attached as Exhibit F is a true and correct copy of the April 22, 2015 

Assignment of License Agreement between Vermillion Holdings, LLC and UGC Tech 

Group, C.V. 

8. Attached as Exhibit G is a true and correct copy of the April 22, 2015 

Purchase and Sale Agreement between Vermillion Holdings, LLC and UGC Tech Group, 

C.V. 

9. Attached as Exhibit H is a true and correct copy of the April 22, 2015 Loan 

Agreement between Vermillion Holdings, LLC and UGC Tech Group, C.V. 

10. Attached as Exhibit I is a true and correct copy of a note payment schedule 

regarding the sale of the Backpage business. The schedule was maintained by Cereus 

Properties. This Exhibit was made at or near the times of the acts and events described 

therein, and were made by, or from information transmitted by, people with knowledge of 

those acts and events. The Exhibit was kept in the course of Cereus Properties’ regularly 

conducted business activity. Making the Exhibit was a regular practice of Cereus 

Case 2:18-cr-00422-DJH Document 1366-2 Filed 10/26/21 Page 2 of 3
Properties' regularly conducted business activity. 

2 I declare under penalty or perjury under tl1e laws of the United States of America 

3 that the foregoiog is true and correct. 

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37~?6S.2 

Executed Octobe r 26. 2021, at Phoenix, Arizona. 

John B(IA ~ 

DECLARATION OF JOHN BRUNST IN SUPPORT OF MOTION FOR RELEASE OF FUNDS 

Case 2:18-cr-00422-DJH Document 1366-2 Filed 10/26/21 Page 3 of 3