Report: MGG Brings New Motion In Bankruptcy Case Alleging Zayat Committed Fraud

The lengthy legal battle between New York firm MGG Investment Group and Triple Crown-winning trainer Ahmed Zayat continued with a new move last week, according to Thoroughbred Daily News.

Zayat declared bankruptcy earlier this year, seeking Chapter 7 protection. Now, MGG is asking a federal judge to order that Zayat can't get his debts to the investment group forgiven because the company says the $24 million in loans Zayat still owes were acquired fraudulently.

“[I]t is a debt…that was obtained by use of a series of statements in writing that were materially false, respecting an insider's (Zayat Stables) financial condition, on which MGG reasonably relied, and that Ahmed Zayat caused to be made or published with the intent to deceive MGG,” read a complaint filed by MGG. “[I]t is a debt for willful and malicious injury caused by Ahmed Zayat to the property of MGG within the meaning of [the] Bankruptcy Code.”

MGG's suggestion that Zayat was dishonest in his representations to the company isn't new; the basis for its much-publicized suit against Zayat in Fayette Circuit Court in Kentucky is based partly on allegations that Zayat failed to disclose the sale of nine breeding rights to American Pharoah or turn over the proceeds to the lender.

Read more at Thoroughbred Daily News

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Keeneland December Digital Sale Catalog Now Online

The catalog for the 2020 Keeneland December Digital Sale is now online, featuring 76 entries.

The sale will take place Tuesday, Dec. 15, starting at 10 a.m. Eastern. Information on registering to buy can be found on Keeneland's Digital Sales Ring website.

Among the offerings in the catalog are 33 broodmares, 12 yearlings, eight weanlings, seven horses of racing age, five broodmare prospects, five stallions, and a share in a stallion.

Pregnant mares in the sale are offered in-foal to Blame, Catalina Cruiser, Catholic Boy, City of Light, Flameaway, Keen Ice, Mitole, Mshawish, Not This Time, Nyquist, Practical Joke, Real Solution, Saxon Warrior, Twirling Candy, Vino Rosso, Yoshida, and Zoffany.

The offering of stallions includes five residents of Calumet Farm who stood privately or regionally in 2020.

  • Behesht, a 9-year-old son of Sea The Stars whose first foals are yearlings of 2020. The product of The Aga Khan's breeding program was a stakes winner in France.
  • Grey Swallow, a 19-year-old Daylami horse best known as the winner of winner of the Group 1 Irish Derby and Tattersalls Gold Cup in his home country.
  • Lentenor, a 13-year-old full-brother to ill-fated Kentucky Derby winner Barbaro. The stakes winner stood the 2020 breeding season at Indiana Stallion Station.
  • Musketier, an 18-year-old German-bred son of Acatenango who was a Group 3 winner in France before coming stateside and winning six graded stakes races.
  • Snapy Halo, an Argentine-born 16-year-old son of Southern Halo who was a Group 1 winner in his home country.

The sale also features one share in the 50-share syndicate for WinStar Farm resident Paynter, belonging to Zayat Stables and offered as part of the ongoing liquidation of Ahmed Zayat's equine assets. Paynter is the sire of Breeders' Cup Dirt mile winner Knicks Go.

To view the full online catalog, click here.

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MGG Wants Zayat Debt Ruled ‘Non-Dischargeable’ Because of Alleged Fraud

MGG Investment Group, LP, is already nearly a year into a civil lawsuit initiated to try and recoup $24 million in loan defaults by Ahmed Zayat and his family-owned bloodstock and racing operation. Now the New York-based lender is going after the insolvent Triple Crown-winning owner and breeder in a different court by trying to get a federal bankruptcy judge to rule that some of Zayat’s debts shouldn’t be legally forgiven under the Chapter 7 bankruptcy protection he is seeking because those loans were the product of years of systematic fraud that Zayat allegedly orchestrated.

“The indebtedness owed by Ahmed Zayat to MGG is non-dischargeable as it is a debt for money, property, services, or an extension, renewal, or refinancing of credit, that was obtained by false pretenses, false representations and/or actual fraud within the meaning of Bankruptcy Code Section 523(a)(2)(A),” MGG stated in a Dec. 4 complaint filed in United States Bankruptcy Court, District of New Jersey.

“[I]t is a debt…that was obtained by use of a series of statements in writing that were materially false, respecting an insider’s (Zayat Stables) financial condition, on which MGG reasonably relied, and that Ahmed Zayat caused to be made or published with the intent to deceive MGG,” the complaint continued. “[I]t is a debt for willful and malicious injury caused by Ahmed Zayat to the property of MGG within the meaning of [the] Bankruptcy Code.”

The specifics of MGG’s fraud allegations against Zayat are not new. They were just introduced in a different court in a different legal context.

In fact, the “adversary proceeding” that MGG filed Dec. 4 covers the nearly identical timeline of alleged deceit and evasion involving racehorses and bloodstock between 2016 and 2020 that MGG first brought to light in January in its Kentucky lawsuit in Fayette Circuit Court.

That case revolves around accusations that Zayat hid the proceeds from the sale of nine lifetime breeding rights shares to 2015 Triple Crown winner American Pharoah, plus at least 15 other “valuable racing Thoroughbreds” that had been pledged to MGG as loan collateral.

Also Dec. 4, in a separate status report filing related to that case, the court-appointed receiver who has been managing and liquidating Zayat Stables reported that the operation is down to just three remaining horses after nine sold at public auction in November, grossing $566,000.

The MMG suit is one of at least three intertwined and currently active court cases involving Zayat and his racing stable.

Separately, in a federal Chapter 7 bankruptcy petition filed Sept. 8 by Zayat himself, horse farms, trainers, bloodstock businesses, veterinarians and equine transportation companies were among 132 entities listed as creditors.

Zayat stated they are due $14.7 million in “non-priority unsecured claims,” which means they are at the bottom of the hierarchy to get paid–if they get paid at all–if the plea for bankruptcy protection gets granted. This is the bankruptcy case that MGG is now trying to influence with its Dec. 4 adversary proceeding.

Complicating matters further, Zayat’s personal voluntary bankruptcy pleading is different from a separate involuntary bankruptcy petition that Zayat’s former financial advisor and other entities initiated against his racing stable Sept. 14.

Involuntary bankruptcy proceedings are relatively uncommon, and are generally designed to protect creditors as opposed to debtors. Involuntary bankruptcies are often filed against companies (as opposed to individuals) as an attempt to get paid when it is believed that a firm is rapidly burning through assets and/or financial malfeasance is alleged.

MGG’s Dec. 4 complaint pertaining to Zayat’s Chapter 7 petition demanded entry of a judgment declaring that he “is personally liable for all of the indebtedness owed to MGG under the Loan Documents in an amount to be determined by this Court and that such indebtedness owed by Ahmed Zayat is determined to be nondischargeable pursuant to [the] Bankruptcy Code [while] awarding MGG such other and further relief as this Court deems appropriate.”

The filing continued: “For several years, Ahmed Zayat’s fraudulent scheme worked for his benefit. In light of the fraudulent sales of MGG’s Equine Collateral, the concealment of sales revenue relating thereto, the manipulation of accounts payable, and the nondisclosure of Defaults and Events of Default under the Loan Documents by Zayat Stables…MGG was intentionally deceived and kept ‘in the dark…’

“As a result, MGG was defrauded of the opportunity to accelerate its Loans at or before the time when these fraudulent actions were occurring, thereby enabling Ahmed Zayat to continue to orchestrate the wrongful sale of additional Equine Collateral and further deprive MGG of the ability to insure that such sales realized fair market value and that the proceeds thereof were applied in accordance with the Loan Documents.”

MGG’s Dec. 4 filing also stated that “This Complaint is not intended to supersede or modify any of MGG’s claims against Ahmed Zayat or any other party asserted in the Kentucky [lawsuit]….

“Pursuant to this Complaint, MGG is setting forth the grounds on which it objects to the dischargeability of debts owed by Ahmed Zayat to MGG, and is preserving its right to have the claims against Ahmed Zayat set forth in the Kentucky [lawsuit] consolidated with the claims set forth herein at such time as the issues relating to the Kentucky [lawsuit] are ripe for further discussion by this Court.”

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Zayat Stables Equine Liquidation Approaches Finish Line After Keeneland November Sale

One of the overarching storylines throughout this year's detour-laden auction calendar has been the liquidation of the once-mighty Zayat Stables operation to settle debts from a defaulted eight-figure loan and an ensuing bankruptcy.

Beginning with the Fasig-Tipton Kentucky Winter Mixed Sale in February, the equine holdings of Ahmed Zayat have been steadily pieced off through the auction ring, private sales, the claim box, and giveaways. According to a court document filed in early November by Elizabeth Woodward, the receiver responsible for handling the liquidation, there were still 10 horses publicly on the books for the stable. After the recently-completed Keeneland November Breeding Stock Sale, where all 10 were cataloged, only two remain, and they will likely be sold privately by Thanksgiving.

This, of course, is not a clear-cut indicator that all of the liquidation resources have been exhausted. The document implies that Zayat Stables still holds some stallion interests, and other holdings might still be in the process of being determined. Regardless, it is clear that the sun is almost over the horizon on the operation that bred and raced Triple Crown winner American Pharoah, won Eclipse Awards as outstanding owner and breeder, and was recognized by the Turf Publicists of America with the Big Sport of Turfdom Award and by the National Turf Writers and Broadcasters Association with the Mr. Fitz Award for “typifying the spirit of racing.”

The November sale saw nine of the 10 remaining Zayat horses go through the ring, with eight selling for a total of $491,000.

Starting with the two that didn't sell, Amandrea is owned in a 45 percent minority with partner Myracehorse.com, and she was scratched from the sale. The next filing from the receiver will indicate if a private deal was brokered or pending for Zayat's share before the sale. A weanling Kitten's Joy filly finished under her reserve with a final bid of $80,000, but liquidation horses that did not meet their reserve at previous auctions this year have typically been sold privately or re-entered in another auction.

The remaining eight followed the pattern set by their predecessors, hammering well below their lofty assessed values set by Zayat's representatives in mid-December 2019. That assessment came about when the owner submitted a liquidation plan to creditor MGG Investments to pay off a $23-million loan and stave off a lawsuit. MGG ultimately filed suit in late January.

The group cataloged in the November sale (minus the weanling, who wasn't born at the time of the valuation) was valued at a combined $5.9 million in December 2019, meaning they ultimately brought about 8 percent of what they were projected to when they went through the ring nearly a year later.

The six horses sold at this year's Fasig-Tipton July Horses of Racing Age Sale brought 9.62 percent of their December assessed value, while the six horses sold in February brought about 19 percent of their assessed worth.

It's well established that assessing value to a Thoroughbred is not a concrete science, and Thoroughbred value can be so fluid that the 2019 projection is practically obsolete at this point. The receiver's November report also makes sure to note how COVID-19 has affected the marketplace for public and private trade.

What makes it worth pointing out at this juncture is the assessment's use as a milepost – first, to show just how fluid those valuations can be, and second, to display how short of the mark the Zayat dispersal will come to paying off its creditors.

One of the primary methods of assigning valuation is based on income projection – what a horse could potentially earn in his or her lifetime at that point in the road. This would explain the widest discrepancy in the Keeneland November group, Gozilla, who sold for $60,000 after being valued at $2.25 million a year earlier.

In December, Gozilla was a 2-year-old looking down the Triple Crown trail with a third in the Grade 1 Hopeful Stakes and a fourth in the G1 Champagne Stakes. The Flatter colt had a a full buffet of spring graded stakes races to bolster his resume, and a strong performance in the Triple Crown races themselves could have made him a legitimate stallion prospect, easily worth seven or eight figures. The opportunity to reach that level, paired with the past performance to imply he was capable of doing it, justified a higher valuation, even if it was one staring at his ceiling.

To put that valuation in perspective, Max Player was appraised at a “fair market value” of $1.75 million after winning the G3 Withers Stakes in early February. The Kentucky Derby qualifying points the son of Honor Code earned in that race were arguably worth more than the graded stakes win itself. The fact that he was firmly on the path to the Triple Crown, and proved he was capable of defeating other horses with the same intentions, increased his earning potential.

Now, in November, Gozilla's Triple Crown opportunity has been exhausted, along with a potentially lucrative Breeders' Cup try. He has raced just once in 2020, finishing eighth in a Keeneland allowance in July.

Gozilla remains intact, and horses have recovered from greater downturns in form to become high-level runners and stallions, but his window is much smaller to achieve it, and the public auction market is as risk averse as it's ever been. It's highly unlikely he'd have ever commanded a price anywhere close to the Zayat assessment, but his open market value is also a fair assessment of his earnings potential at this point in his career.

A similar trajectory can be seen in Alex Joon, a 3-year-old Flatter colt who shortly before had broken his maiden at Churchill Downs when assigned a $1-million valuation last year. He has since run twice, most recently finishing second in a Churchill allowance, before selling for $120,000 at the November sale.

Alex Joon's allowance runner-up effort came on Oct. 29, shortly before the November sale, and recent form can be appealing for a racing prospect. This was also the case for the most expensive Zayat offering, Bob and Jackie, who sold for $190,000.

The 4-year-old Twirling Candy colt has been one of the highlights among the Zayat runners in 2020. He kicked off his campaign with a victory in the Wickerr Stakes at Del Mar, then he finished fourth in the G2 Del Mar Handicap later in the meet. He entered the November sale off a G2 City of Hope Mile Stakes at Santa Anita on Oct. 3, giving potential buyers recent proof that he can compete at a graded stakes level.

Bob and Jackie was a two-time stakes winner at the time of the December valuation, which placed him at $750,000. Using the same methodology for his higher-priced stablemates, his Triple Crown chances had passed at that point and he'd only run once in 2019 by mid-December. However, his recent stakes success and the fact that he plausibly still had a few prime racing years left in him to make a stallion resume boosted his value above the rank and file. As it turns out, he would become one of the most valuable Zayat horses to change hands at auction during the liquidation.

One last horse to examine from the November group is the Eskendereya mare Fateer, the dam of Bob and Jackie who was offered at this year's Fasig-Tipton Kentucky Winter Mixed Sale in February but finished under her reserve at $95,000. She was offered in-foal to top sire Kitten's Joy during the sale, and the ensuing filly was an $80,000 RNA at the November sale.

Nine months later, Fateer went through the ring again, not pregnant for the 2021 foaling season, and she sold for $57,000 – a steep drop from her $450,000 valuation in December.

Like many bankruptcies, the assets of the Zayat Stables dispersal will likely put only pennies on the dollar toward paying back the outstanding debt.

Thoroughbreds are a volatile commodity, and the fortunes of a public or private sale can swing wildly over one or two big performances by a runner or their foals, as well as the overall health of the marketplace. The valuations placed on the Zayat horses in December were unrealistic – they always were – but an unspectacular year from the stable in the middle of a pandemic also created a wider gap between projection and reality.

One of the most celebrated stables of the past decade went out quietly on the racetrack, which led to it going out quietly in the auction ring.

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