Free Case Transferred In - District Transfer - District Court of Delaware - Delaware

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EXHIBIT A
From: Arenson Avie
Sent: Wednesday, December 18, 2002 3:08 AM
To: Gene Krieger; George Buchler _
Cc: Michael G. Jesselson (E-mail); Michel Konig (E-mail); Isaac M. Neuberger
Subject: ALHII
Dear George and Gene:
Since our last conference call, (Gene, George, Isaac and me) the meeting with Swiss Re
occurred and I know that you were gratified (as were we) to hear of the extension.
Obviously, we now need to get Wachovia to accept the Swiss Re "bond" or find a different
bank that will. There is real doubt on our part that Wachovia will not see this as an
opportunity to force us out of the Bank. Wachovia is in fact First Union (in the merger,
First Union bought Wachovia and changed their name) and they have shown NO interest in
continuing their relationship with ALH. A
In that connection and in connection with expanding the Ohio Savings Bank facilities, we
remain gravely concerned that the sale of Bowden will seriously impair the viability of
ALH, as while it might serve some short term end and may fund the Bowden litigation
settlement, which we feel is not a "priority", it will hinder and cripple ALH going
forward. The "auction"
process is busted and it has made ALH look even weaker.
The Bs are prepared to fund needed working capital. We appreciate that the As have made a _
decision to exit and are NOT prepared to invest additional amounts. Since we fear that we
have been placed in a liquidation mode, the Bs, in an effort to save their investment and
seize an opportunity (that the As either do not believe is there or that they choose not
to pursue) have been willing to offer the As a limited sum to exit and it is that amount
that we need to agree upon.
What the Bs simply can not accept is to allow the As to liquidate ALH in a piecemeal
fashion.
That said, we need to conclude a buy—out of the As on mutually acceptable terms or
recommit ourselves to running ALH in a positive and forward looking manner and abandon,
for the time being, the notion of a sale.
I look forward to hearing from you.
Avie
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