ELECTRONICALLY FILED

2/27/2015 12:34 PM
43-CC-2014-000565.00
CIRCUIT COURT OF
LEE COUNTY, ALABAMA
MARY B. ROBERSON, CLERK

EXHIBIT #41

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EXHIBIT #42

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EXHIBIT #42A

lxh. REGroNro
Amendment / Exception Form
Date:;l)ll1-l2}lz
Region
Area: Central AL Area
Department: Problem Asset Manage
LOB: PAM Commercial
RM:DOWNEY III, NORMAN R

Total Credit Exposure:$2,189,464.05

Total Commitment Amount: $2,L89,464.05
Outstanding Amount: $2,t26,464.Os
Original Maturity Dalett0/31/2012
Number of Extensions Since Maturity:0
Last Extension Maturity Date:
Cu rrent Matu rity Date: L0 /3tl 20t2

A/E Form

Region: South

Risk

Rating:7s

New Note Needed?:

6 Yes C No

Included Oblioors/Oblioations

Obligor Name

Obligor
Number

Craftmaster Printers, 4340068254

Inc

6ross Annual

Obligation
Number

NAICS Code

Revenue

t778729

$4,129,00C

323110 - Commercial
Lithographic Printing

SIC Code
2752 - Commercial Printing,
Lithographic

Documentation Exception
Waived Exception: C Yes 6' No
Days Extended:
Extension Expiration Date:

Exception Extension:

Current # of Days:
Does the approval cover a renewal or

restructure? 6

(e Yes

Yes C No

Is the TDR Checklist attached?

No
Was the renewal or restructure determined to be a Troubled Debt Restructure (TDR)?

(e.

Yes C No

Obligor Risk Rating (Attach internal risk rating model): 75

If Obligor Rating has changed, what was previous rating?
Triggers Up:
We would consider the upgrade of this borrower to a 70 accrual status risk rating with the successful equity injection before year-end 2012,
and resulting DSC of 1.10x over a six-month sustained period. This upgrade would be supported by the PAM Risk rating model.
Triggers Down:
We would risk rate the credit an 80 risk rating should the value of the collateral decline to a level that we determine there is a loss but are not
able to quantify the amount of that loss. Any downgrade would be supported by the PAM Risk rating model.
Exception to Policy and Reason(s) Why:

Attached Files for Exception to Policy and Reason(s) Why:

(File Types JPG, JPEG, and GIF are included in this document as an embedded image just below.)

None

Covenant/Reporting Compliance: Not Applicable

Benchmark Compliance:
Not Applicable
Pricing Modification:
Not Applicable
Guarantor Modification:
Not Applicable
Collateral Modification:
Not Applicable

Amendments, Modification, or Waiver:

We request the renewal and extension of the maturity date on this $600m Revolving Line of Credit (#014340068254-L778729) to 4/72/2013. This extension will allow our borrower fufther time to execute their current
turnaround strategy to raise investor equity and implement operational changes to their printing business. The line
is provided to support their short term working capital needs and is secured with the outstanding accounts
receivable. Our extension agreement will retain the basics terms and require the following:
1) completion of the preferred stock/ equity raise of $1.5mm prior to 72/31/72;
2) Regions will have the right to engage a turn around consultant to analyze the company's turn around plan
and operations at the Bank's expense and the borrower will cooperate with same;
3) completion of specific debt repayment (explained below) prior to 7/3L/73;
4) completion of the conversion of existing shareholder debt (in amount of approximately $898m, as detailed
below), to common equity prior to 72/37/t2;
5) the borrower to provide a certified monthly borrowing base report within 10 days of the first day of each

month;

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6)'

zj

taking a security interest in all equipment and inventory; and

of eligible accounts receivable,
tfre ad-vance rate to remain at

|b

Each party will pay for its own costs associated with the extension.

Collateral Sr rnnort
Our note is secured with a first security lien on all accounts receivable of the borrower, with an advance rate of B5o/o
of current accounts less than 90 days. At month-end,8/37/2012, the borrower had A/R outstandings of $720m, of
which $699m were current. With the current loan outstanding of $534m, our LTV is at760/o.
Relaterl deht
The related exposure is to Swann Investments LLC, a SPE investor group of ten individuals which include 3 of our 4
principals. The debt is secured with the company plant/building that is leased to our borrower. The building & land

wasappraisedong/L9/2O12for$2,800m,whichprovidesa59o/oLTV. TheSwanndebtcarriesthepersonal
guaranties of the ten owners. The current outstanding debt is $1,592m with monthly P&I payments of $18m, and
long-term maturity of LlU2022.

Historical hackgror rnd

In 2000, Craftmaster Printers, Inc ("CP") became a distressed credit for another local bank. After the death of the
original owners, the relocation of the business into an expansive facility with a large amount of debt, the company's
financial condition deteriorated. A group of investors stepped in to assume ownership. However, despite a growth in
revenue, the limited profitability and heavy debt burden kept the company struggling for lack of cash flow to service
debt. Several investors and managers had come and gone until 2005. In 2005 the company filed for Chapter 11
bankruptcy protection. At that time, with only the guarantees from the former owners/ the other bank (not
Regions) forgave g2mm, the press/ equipment financing source forgave almost $3mm, and the company was able to
restructure supplier terms, (including their principal paper source which is still their primary vendor today,) which
allowed them to exit from bankruptcy and continue to operate.
By this time in 2005, the management team which had settled to the current four owners - 2 investors and the 2
day-to-day managers (see descriptions below) - established Craftmaster Holdings Inc as the parent company and
100o/o owner of CP. And in a separate transaction, the investor group, Swann Investments LLC, refinanced the
existing building that is leased to CP. With a restructured balance sheet in place, the company had a profitable
period, with good cash flows during the years of 2006 - 2008, when other printers saw deteriorating conditions in
the marketplace. During this time, Regions stepped in to provide financing on the related OOCRE Swann
Investments loan and this RLOC to carry the borrower's accounts receivable.

Financial highlights

After reaching a high point in revenues at $5.2mm and profitability during FY2OO7 , conditions quickly changed, with
a revenue decline of 18o/o over the next two years. Although gross margins improved over the same 2006-2008
period, net losses and cash flow shortages appeared due to increased operating expense during that time,
Tn OOO's

FYl

FY11

FYOT

FYOS

FYOq

Revenues

5,270

5,051

4,773

4,316

4,729

GPM%

26.Lo/o

28.30/o

29.70/o

20.7o/o

!4.30/o

727

271

(126)

(17)

335

369

91

(437)
(377)

NIBT
EBITDA

During the period of growth it appears the company's cash flows could not keep up, and when revenues slowed,
their operating expenses outpaced the cash flowing back into the operation. Consequently, they have remained
under-capitalized and continue to struggle with cash flow and debt service. The company has built up a loss carryforward which amounts to $3,156m.

Finally, due to the cash flow shortage during FY2011, the borrower slowed in payroll tax payments and is currently,
delinquent for approximately $350m. This situation has been turned over to their outside CPA for appropriate
action to repay and settle any fines or penalties. The borrower is now paying its ongoing payroll taxes.
Crrrrent management

In early 20L2, after considering FY2011 results, investor Mike Hubbard stepped up to the present situation with the
current business plan and turnaround strategy. He has recognized the company's growing debt, historical shortage
of cash, and production inefficiencies. His strategy is to raise equity capital to retire debt and locate quality,
production management.
Phillip Cole is a t6.60/o owner of CP, who retired from CP in 2010. He has a background with over 30 years
experience in the production and commercial printing business. Cole has agreed to return as COO to manage the
borrower's daily operations, without a salary through at least year-end 2012. This position may be the most
important key to the success of the borrower.

With this manager in place, Barry Whatley, President and a 30.6olo owner, will return to his sales responsibilities on
a full time basis. Whatley's experience was as a top salesman with Verizon and others, prior to joining the initial
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,llll:, and pat ou}.o","owners, each, whire not part or ttuv-to-day manasement, wirr
,::""il;:l"
immediatety take a greater role in the business development. Hubbard is the President of the IMG Auburn Network
which holds marketing and broadcast rights for Auburn University Athletics and, in addition, serves as Speaker of
the Alabama State House of Representatives. Pat Dye is the retired head football coach and athletic directorfor
Auburn University, and the owner of deer hunting lodges and a specialized tree nursery. Both have excellent
contacts and name recognition in the southeastern market. Each of the four investors guarantees the debt for
725o/o of their individual ownership percentage in the company.
Gr

rarantors

In Summary: Hubbard provides an 8/72, joint personal statement with total assets of $8,380m, estimated net
worth of $7,778m, liquidity of $865m, and 2011 Tax AGI of $434m. Dye provides a 7/72, personal statement with
total assets of $7,579m, estimated net worth of $6,343m, liquidity of $31m, and 2011Tax AGI of $56m. Whatley
provides a7/tZjoint personal statement with total assets of $577m, estimated net worth of $180m, liquidity of
g2m and 2011 Tax AGI of $239m. Cole provides a 6/72, joint personal statement with total assets of $2,358m,
estimated net worth of $2,355m, liquidity of $859m and 2011Tax AGI of $57m. Each individual provides a 725o/o
guaranty of their ownership.
Crrrrent Strategy

In an effort to raise $1.5mm in new equity capital, the borrower is currently seeking 10 investors to subscribe to a
preferred stock offering of $150m each, Hubbard has the contacts and is leading the drive to solicit these
individuals. The basic terms of this preferred stock ownership is a 60lo cuffiulative, quarterly dividend and
exoectation to reourchase same bv the 5th anniversary at a 1Oo/o premium. At this date the borrower has a
commitmentof 7' investors, and ccjnfirmed cash payments from 3. Hubbard expects to have this offering fully
subscribed within 45 days, and all funds collected by year-end 20t2. Regions will allow the quarterly dividend to be
paid to these investors during this extension in order to allow the borrower to raise the needed capital.
The $1.5mm will be used for the following (approximate):
OOO's
Annual Debt Service
Pay off:
794
Southern States Bank
465
179
326
Heidelberg Press
0
350
Payroll Tax
0
9
Note to P. Cole
1t
Regions RLOC IReduction] 3so
Total $1,500
$390
Payment of these obligations will eliminate the current annual debt service requirements of $390m, but add $90m
in dividend payments which would be due to the preferred shareholders, but overall would significantly improve cash
flow. The debt above to Southern States was financing secured by all furniture, fixtures & equipment of the
business; Heidelberg press debt is the remainder of the debt from the original purchase, which they would hope to
get discounted; the payroll tax issue is an account they seek to clear as soon as possible; the note to Cole was for
inventory purchases due a period of cash shortage; and the Regions line reduction is a pay down of the revolver
which has shown limited movement in recent months.

The borrower has provided Regions a monthly forecast forthe final four months of FY12, in which they show
profitability for that period. After showing deficits in 6 of the eight months actual YTD, CP is projected to loss
($141m) for the FY12. EBITDA is projected at $151m.
Fxisting Shareholder Deht

In addition, current shareholder debt that totals $898.5m, including principal & interest, will be converted to 68m
shares of common stock ownership and 35m preferred share options, and distributed equally to Hubbard, Whatley
and Dye, The debt consists of $299.5m in debt to each of these three shareholders,
Conclrrsion

The relationship team believes that current management is taking the appropriate immediate steps to make
changes in an effort to eliminate debt, increase revenues, place controls on printing operations and expenses. We
believe the investors are driven by a commitment to protect their personal reputation, and will diligently work
toward the success of their strategy. We recommend renewal with the added agreement to complete the capital
raise, debt retirement, shareholder debt conversion and to provide monthly borrowing base certificates, aging of
accounts receivables, quarterly company statements, annual accountant- reviewed statements, and current
guarantor statements, as needed.
Attached Files for Amendments, Modification, or Waiver;
(File Types JPG, JPEG, and GIF are included in this document as an embedded image just below.)

TDR Craftmaster 10_2012.pdf

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PricinQ Floor Exception: C Yes

6'

No

Pricing Floor Value:

Fee charged:

Facility MROC for covenant waivers or amendments:

Management/Committee

Risk Rating Accuracy: (Does this change/impact the Borrower's risk rating? If yes, complete risk rating change form.)

Does this A&E trigger one of the tracked exceptions? C Yes C No

Does this loan meet the FDIC definitaon of Higher R.isk C&I

N/A

Loans? C Yes 6

No

Does this loan meet Regions Leveraged Cash Flow Lending definition per CLP?

C Yes

6 No

Is this a high-risk customer? C Yes (e No

Is there a new guarantor? C Yes

Is there a signer that is not on Level

No

III?

C Yes

No

Approvals

Workout

Specialist

SAD Regional Manager

DOWNEY

III,

KING

NORMAN R

III.

(Ron)

Approved by: DOWNEY

Signature

III.

NORMAN R (Ron)

1Ol)?l)O1 2 1:11:14
Date

PM

tO/24/2012 t0:33:09 AM

DEWITT W

Date

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EXHIBIT #42B

DXTENSION AGREEMENT
THIS EXTENSION AGREEMENT (this "Agreement") is effective as of the 30th day of
October, 2012 (the t'Effective Date"), by and between Regions Bank ("Regions") and Cmftmaster
Printers, Inc., an Alabarna corporation ("the "Bonower"), Craftrnaster Holdings, Inc., an Alabama

cotporation ("Additional Guarantor"), Thomas Bauy Whatley, Jr., ("Whatley"), Michael

Hubbard (rrHubbard"), Patrick Dye ("Dye") and Phillip Cole ("Cole", and together with Whatley,
Hubbard, and Dye, collectively, the "Original Guarantors", and together with the Additional
Guarantor, collectively, the ,Guamntors"). Borrower and Guarantors, are refen'ed to hercin,
collectively as the "Obligors".

RECITALS

A.

On February 13,2A09, Regions agreed to make a Revolving Line of Credit loan to

Borower in the original principal arnount of $600,000.00 (the "Loan"). The Loan lus

been

extended several tirnes and by letter dated August 17,2012 Regions last extended the maturity
date to October 31,2012 (the "Cument Maturity Date").

B.

On February 13,2009, Bonorver executed and delivered to Regions that cefiain

Promissory Note in the original principal amount of the Loan (the "Note"). Pursuant to the tenns
of the Note, Bon'orver is indebted to Regions under a Revolving Line of Cnedit in the original
principal amount of the Loan.

C. On Febntary 13, 2009, Bomorver executed and deliverpd to Regions that certain
Continuing Security Agreement (the "secudty Agreement"). Pursuant to the tenns of the
Security Agreement, Bon'orver gtanted Regions a security interest in and lien on all inventory
and accounts (the "Original Collateral"). The Security Agreernent states that the Personal
Property Collateral serves as collateral for all other obligations, debts and liabilities of the
Borrorver.

D. Regions perfected its interest in the Original Collateral by filing that certain UCCFinancirrg Statement with the Alabarna Secretary of State on February 23, 2009 as filiug
number 09-0886280 FS (the "Financing Statement")
I

E. The Loan is further secured by those certain prorated guarantees dated February
13,2009, rnade by the Original Guarantorc in favor of Regions (collectively, the Guamnty") of
Whatley (38.3% of outstaMing principal balance), Htrbbard (33.0%), Dye (33.0%) and Cole
Q0JYA (the "Guaranteed Shares"). The Guaranteed Shares total 125.0% of the otrtstanding
principal balance of the Loan.
F. All documents evidencing, referuing to or relating to includirrg without lirnitation,
the Loan, the Note, the Security Agreement, the Fitrancing Staternent, the Guaranty, arc
hereinafter referted to collectively as the "Loan Docurnents."

G.

Various Everrts of Default (the "Events of Default") have occuned under the Loan
Docutnents, including rvithout lirnitation, the failure of Bonower to pay all payroll witlrholding
taxes to the IRS (the "Past Due Taxes"). The Obligors have requested that Regions fortear fiorn

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taking any action under the Loarr Documents based on the Events of Default. In addition, the
Obligors havo requested Regions consent to an infusion of new capital to Additional Guamntor
by, among others, the Original Guarantors, to be used for the benefit of the Bortower (the
"Capital Infusion"). Obligors have further requested an extension of the Cument Maturity Date.

H.

Regions is willing to forbear on taking action based on the Events of Default,

consent to the Capital Infusion and to extend the Curent Maturity Date, but only upon the tenns

and conditions of this Agreement, including without limitation, the addition of the Additional
Guarantor as an Obligor hereunder.

AGREEMENT
NOW, THEREFORE, in consideration of the foregoing Recitals and other good and
valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the
Obligors agrce rvith Regions, and Regions agrees with the Obligors, as follows:

l.
Acknorvledeement of Recitals. Obligors and Regions acknowledge and agree
that the foregoing "Recitals" are true, conect, and cornplete, and agrce that the same are
incorporated by reference into the body of this Agreement.
2. Aclarorvletlgement of Loan Oblisations. Obligors acknowledge and agree that
each is indebted to Regions for repayment of all amounts due and owning by Obligors to
Regions, including, without limitation, all obligations for perfonnance of any and all kinds under
the Loan Documents, including all accrued interest, costs, fees (including attomeys' fees) and
expenses (the "Loan Obligations"). Obligors hereby reaffirm and ratify the tenns of the Loan
Documents, as amended herein, and acknowledge that the Loan Documents constitute the legal,
valid and binding obligations of Obligors in accordance rvith their respective tenns. Obligors
acknowledge and agree that all Loan Obligations are uncoMitionally due aM owing by Obligors
to Regions without offset, defense or counterclaim of any kind, nature or description rvhatsoever.
3.

Acknowleclemeut of Securitv Interests. Obligors acknorvledge the validity and

enforceability of the security interests and Loan Docurnents granted in favor of Regions in the
Original Collateral, and all security interests are proper{y recorded or perfected, as the case may
be, and that Regions lrolds a first-priority sectrrity interest in all of the Original Collateral.
Obligors agree, at the request of Regions, to execute and consent to the filing of any nelv or
additional security agreements, notes, nrortgages or UCC-I financing statements or any other
documents, as Regions tuay require to perfect or to continue the perfection of such security
interests and Mortgage consistent rvith Article 9 of the Uniform Commercial Code and other
applicable law.

4. Acknowledeenrent of Lack of Defepses. Obligors acknowledge that as of the

Effective Date each has no defense, countelclaim, offset, closs complaint, claim or demand of
any kind or nature lvhatsoever (collectively, the "Claims") that can be asserted to reduce or
eliminate all or any part of its liability to repay any indebtedness to Regions or seek affinnative
relief for damages of any kind or nature firrm Regions, which Claims arise out of or are related to
the Loan Documents or Obligors' relationship rvith Regions. To the extent that Obligors allege
that they hold any such Clairns as of the Effective Date, Obligors acknorvledge and agree that
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o
they fully, forever and inevocably release any such Claims against Regions pursuant to
Paragraph 13 hereto.

5.

Extension of Maturitv Date. The Cun'ent Maturity Date of the Loan is hereby
extended until April 12,2013 (the "Extended Mafurity Date"), By agleeing to the extension of
the Cument Maturity Date, Regions is not comrnitting to any futurre extensions or rcnewals of the
Loan.

6.

Capital Infusion.

(a)

Regions consents to the Capital Infiision as described in that ceflain

Preferred Stock Offering provided to Regions by Obligors (the "Offering"), In the
Offering, Additional Guarantor provides for the issuance of certain Prefen'ed Stock
(defined therein), in accordance rvith a Stock Purchase Agreement (the "Stock Purchase
Agreement"). The Capital Infusion must occur on or before December 31,2012.

(b)

Obligors

will

use the Capital Infusion as follorvs (the "Capital hrfusion

Paynents"):

(i)

paynerlt in full of all obligations due and orving by Additional

Guarantor to Southern States Bank, the cancellation of any leases
related to the equipment securing the Southem States Bank debt
(the "Southem States Lease");

(iD

payrnent in full of all obligations due and owing to Heidelberg

Press;

(iiD

payment in full of the Past Due Taxes;

(iv)

paynent in full of the Cole Debt (defined belorv), per Bottower's

request; arrd

(v)

payment to Regions

of the sum of

$350,000.00 as a principal

rcduction to the Loan.

(c)
(d)

All Capital Infusion

Payrnents

will occur on or before January 31,2013.

After paynent of the Capital Infusion Paynents, Obligors shall provide to

Regions an accounting of all Capital lnfusion Payments made.

(e)

After payment of the Capital lnfusion Payrnents, Southem States Bank,

Heidelberg Press, the IRS and Cole shall execute and release any and all liens, if any (the
"Capital Infusion Releases") against auy properly orvned by the Obligors.

7.

of Debt to Equitv. As of the Effective

Date, Bortower and

Additional Guarantor was indebted to certain of the Original Guarantors in the total amount of
$898,507.82 (the "Guarantor Debt"). On or before December 31,2012, Original Guarantors will
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convefi the Guarantor Debt to common equity, provided horvever, that the Guamntor Debt due to
Cole in the approximate amount of $8,500.00 shall not be converted to equity (the "Cole Debt").

8.

Additional Guarantv, On or before the Effective Date, the Additional Guarantor

rvill execute an unconditional, unlimited guaranty in favor of Regions, purcuant to rvhich
Additional Guarantor guarantees repayment of the Loan Obligations substantially in the fonn of
Exhibit A attached hereto (the "Additional Guaranty").

9.

Conditions Precedent. As conditions precedent to Regions' agreement to the

tenns set forth herein, Obligors agree:

(a)

On or before the Effective Date, Obligors shall provide to Regions

completed Bonowing Base Certificate (the "Bonowing Base Certificate") in the form
attached herBto as Exhibit B. Bonower shall cornplete and subrnit a Bon'owing Base
Cerlificate to Regions effective as of the lst day of each calendar month hereafter
delivered on ot before the lOth day of the month. The advance rate under the Loan will
remain 85o/o of cuuent accounts receivable less than 90 days past due.

(b)

On or beforc the Effective Date, the Additional Guarantor shall execute

and deliver to Regions the Additional Guaranty.

(c)

The Obligors shall provide copies of all Ten (10) executed Stock Purchase

Agreernent.

10.

Conditions Subsequent. The following conditions must be met subsequert to

the Effective Date, as set for the belorv.

(a)
(b)

On or before January 31, 2013, all Capital Infusion Payments must be

(c)

On or before January 31, 2013, obligors rnust cancel the Southem states

(d)

On or before February 15, 2013, Obligors must provide evidence to

Ou or befote December 31,2012, the Capital Infusion rnust be made.

made.

Leases.

Regions that all Capital Infusion Releases have been recorded.

(e)

Obligors shall provide

all financial reporling required to be made,

respectively, by Borrower and Guararrtors under the Loan Docurnents, provided horvever
that the financial reporting requirements contained in the Loan Documents are modified
herein as follows:

(i)

Annual Statements. As soon as available, but in no event later

than one-hundred-twenty (120) days after the end of each fiscal year,
Borower's balance sheet and income statement for the year ended,
revierved by a certificate public accountant satisfactory to Regions.

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(ii)

Interim Statements. As soon as available, but in no event later

than twenty Q0) days after tho end of each calendar month,

Bonower's balance sheet and profit and loss statement for the period
ended, provided however, that each Guamntor aM Additional
Guarantor does not have to produce interim statements, but rather
each respective annual tax retum within 20 days aftel submissions of
such tax retum to the goveming taxing authorities.

(iii) All other financial reporting contained

in the Loan Documents

shall rernain in place.

I l.
Additionat Seeurity Interest,, As additionat consideration for Regions
Agrcernent hereunder, the Bonower and Additional Guarantor (the "Pledgorc") grant, assign,
transfer and sets over to Regions, as additional security for the paynent and performance of the
Loan Obligations, rvhether now or hereafter owned by Pledgors howsoever arising, wherever
located and whether now owned or existing or hereafter existing or acquired, continuing security
interest in all of each Pledgors rights, title aM interest in, all goods, building and othet materials,
supplies, work in process, equipment, machinery, fixtures, fumiture, funrishings, signs and other
personal property, wherever situated; all rents, issues, deposits and profit; all inventory,
accounts, cash receipts, deposit accourtts, impounds, accounts receivable, contract rights, general
intangibles, chattel paper, instruments, docunents, notes, drafts, letters of credit, insurance
policies, insumnce and condernnation awards and proceeds, any other rights to the payment of
money, tmde names, trademarks and sewice marks, all leases, pennits, consents, appncvals,
licenses, authorizations aud other riglrts granted by, given by or obtained from, any govemmental
entity; all deposits or other security norv or hereafter rnade with or given to utility cornpanies by
Pledgom; all advance payments of insurance prcmiums rnade by Pledgors rvith lespect to the
property; all plans, drarvings and specifrcations; all loan flinds held by Regions, whether or not
disbursed; all funds deposited rvith Regions pursuant to any Loan Document; all reserves,
deferred paynents, deposits, accounts, refunds, cost savings and payments of any kind, together
with all replacements and proceeds of and additions and accessions to, any of the foregoing, and
all books, records and files relating to any of the foregoing (the "Additional Collateral" and
together with the Original Collateral, collectively the "Collateral"). Pledgors hereby authorize
Regions to file such UCC-I financing statements and other documents as are required to perfect,
presetve, amend, maintain or continue Regions lien upon the Collateral and shall take such other
action as may be required to perfect or to continue the perfection of Regions lien upon the
Collateral. Pledgors hereby agree that Regions shall be entitled to exercise, any and all riglrts
which Regions tnay have under the Loan Documents or under applicable law with respect to the
Collateral.

12.

Oblisors' Representatigns,and Warranties.

(a)

Obligors' Representations and Wamarties. Obligors hereby makg state,

inco4:orate by reference herein, and affirm the representations and rvan'anties rnade by
Obligors in the Loan Documents as if rnade by Obligors as of the Effective Date, rvhich
representations and wamanties shall survive the execution and closing of this Agreement
and coutinue thereafter until the Loan Obligations arc paid in full.

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(b)

Validity and Due Authorization. In addition to, and not in lirnitation of

the representatiorts and rvarranties in the preceding subsection, Obligors hereby represent
and warant to Regions as follows:

(i) Additional Guamntor is a lirnited liability company duly organized,

validly existing and in good standing under the laws of the State of Alabama, and is
qualified to do business in the states where the Collateral is located.

(ii)

Due Dxecution.

(a)

Bonower and Additional Guarantor and its rnernbers, officers, and

directots, as applicable, have taken all necessary action for the due authorization,
execution, delivety and perfonnance of this Agreement and all other docurnents executed
in connection herewith, and this Agteernent and all such other docunents have been duly
authorized, executed and delivered by thern.

(b)

Whatley has taken all necessary action for the due authorization,
execution, delivery aM perfonnance of this Agreement and all other docurnents executed
in connectiou herewith, and this Agreement and all such other documents have been duly
authorized, executed and delivered by Whatley.

(c)

Hubbard has taken all necessary action for the due authorization,
execution, delivery arrd perfomance of this Agreement and all other documents executed
in connection herervith, and this Agreement and all such other documents have been duly
authorized, executed and delivered by Hubbard,

(d)

Dye has taken all necessary action for the due authorization,
execution, delivery and perfonnance of this Agreement and all other documents executed
in connection lrcrervith, and this Ageement ancl all such other documents have been duly
authorized, executed and delivered by Dye.

(e)

Cole has taken all necessary action for the due authorization,
execution, delivery and perfonnance of this Agreement and all other documents executed
in connection herervith, and this Ageement and all such other documents have been duly
authodzed, executed and delivered by Cole.

(iil)

Ynlkl and Due Authorizatlon.

Each Person executing this Agreement

and all other documents executed in connection hetewith on behalf of Obligors is

and duly authorized to execute thern.

validly

(iv)

Bindine Oblieation. This Agreement and all other docurnents executed

in connection herewith are the legal, valid and binding obligations of Obligors, as
applicable, enforceable against them in accordance with their respective terms, except as
such enforcement rnay be lirnited by bankruptcy, insolvency or othet larvs of general
application relating to or affecting the enforcement of creditors' dghts generally.

AGdoc0187313

Confidential

RB-LCS_00234

(c) No Secondarv Financinq. Unless otherwise stated herein, lien or other

charge upon the Collateml, other than the security interests of Regions, have been given or
executed by Obligors, or have been contracted or agreed to be so given or executed.
(d) Finaneial Statements. All financing statements and other due diligence
provided by Obligors to Regiorrs to induce Regions to permit the Ageement, are true and conect
in all material respects, were plepared in accordance with generally accepted accounting
pdnciples and fairly present the financial condition reflected therein as of the date thereof, and
there have been no rnaterial adverse changes since the date of each suoh document.
(e) Asreements. Obligors ate not parties to any agreement or instrument,
materially and adversely affecting the business, propefties, assets, operations ot condition,
financial or otherrvise, of Obligors; and Obligors are not in default in the performance,
obselance, or fulfilhnent of any of the obligations, covenants or conditions contained in any
agreement or instrumerrt to which it is a party, which default would have a rnaterial adverse
effect upon the business, properties or assets, operations or condition, financial or otherwise of
Obligors, respectively.
(0

Governntentfll Sonsents. Obligors have not failed to obtain any required

order, cotrsent, approval or authodzation of or failed to rnake any rcqtrired declaration or filing
with, any govemmental authority in connection with the execution and delivery of this
Agreement and the consummation of the transactions conternplated hereby.

(S)

Ifo OffqpJS. Obligors have no defenses, offsets or counterclairns against

the Loan Obligations.

0,

None of the Obligots are insolvent or bankmpt and there has been no (i)
assigrunent made for the benefit of the creditors of any such pa(y, (ii) appointrnent of a receiver

for any such party or for any such party's properties, or (iii) bankruptcy, reorganization, or
liquidation proceeding instituted by or agairrst any such party.

(i)

Obligors are acting on their orvn behalf and as of the date hereof neither is
an ernployee benefit plan as defined in Section 3(3) of the Ernployee Retirement Income Security
Act of 7974, as amended ('ERISA") which is subject to Title I of ERISA nor a plan as defined in
Section a975(e)(l) of the Internal Revenue Code of 1986, as amended, each of the foregoing
hereinafter referred to collectively as a "Plan," and the assets of Bon'ower do not constitute 'rplan
assets" of one or more such Plans rvithin the rneaning of Departnrent of Labor Regulation

Section 2510.3-101. Obligors also represent, waffant and covenant that neither

reconstituted as a Plan or as all entity whose assets constitute [plan assets.r'

will

be

6)

Upon execution arrd delivery hereof, this Agreement and all other Loan
Documents rvill constitute valid and binding obligations of Obligors, as applicable, and Regions
will be entitled to the benefits of tlris Agreement and the Loan Documents.
The foregoing Section 13 (a) through

O shall

be deerned covenants

of the Loan

Documents.

AGdoc0187314

Confidential

RB-LCS_00235

13.

Release. In consideration of Regions' agrcement to enter into this Agreement and

for other good and valuable consideration, the receipt and sufficiency of which is hereby
acknowledged, the Obligors, on behalf of themselves and all persons or entities claiming by,
through, or under thern (collectively, the "Releasors") do hereby unconditionally rernise, release
and forever discharge Regions, its parents, subsidiaries, affiliated companies, past and prcsent
stockholders, partners, officers, directors, employees, agents, attomeys, divisions, participants,
predecessors, successors and assigns (collectively, the "Releasees") from any and all manner of
actions, causes of action, suits, claims, counterclaims, crossclaims, defenses and demands
whatsoever, arising fiom any and all debts, demands, proceedings, agreements, contracts,
judgments, damages, accourtts, reckonings, executiorrs, conhovemies, claims, liabilities, and
facts whatsoever, whether contingent or fixed, liquidated or unliquidated, at law or at equity, if
any, which the Releasols ever had, now have, and/or hercafter may have against the Releasees,
for or by reason of any cause, rnatter or thing rvhatsoever arising fiorn the beginning of the rvorld
tlu'ough the date hereof, rvhich clairns or matters relate or pertain to, whether directly or
indirectly, the Loan Documents, the Loan Obligations, this Agreement or any aspect of the
foregoing. To the best of the Obligors' knowledge, infonnation and belief, there exists no basis
for any such claim described in the preceding sentence. This provision shall survive termination
of this Agreernent.

14. Reaffirr*ption of Loan Documents. Except as modified by this Agreement,

Obligors hereby ratify and reaffirm all of the terms and conditions of the Loan Documents, as
amended, to which they are pafiies, any prior agreements and all other documents executed in
connection therervith, including without limitation, paynent of all regular payments due and
owing under the Loan Documents, and such ter:ls and conditions shall continue in full force and
effect. Obligors shall execute any and all other docurnents requested by Regions to implernent
the tenns and conditions of this Agreement.
15.

Waiver. No rernedy confened upou, or reserved to, Regions in this Agreement or

any of the other Loan Documents is intended to be exclusive of any other remedy or remedies,
and each and every remedy shall be cumulative and shall be in addition to every other rernedy
given hereunder or now or hereafter existing in law or in equity. Exercise of or omission to
exercise any right of Regions shall not affect any subsequent right of Regions to exercise the
same. No course of dealing between Obligors and Regions or any delay on Regions' part in
exercising any rights shall operate as a rvaiver of any of Regions' rights. No rvaiver of any
default under this Agreement or any of the other Loan Documents shall extend to or shall affect
any subsequent or other then existing Events of Default or shall impair any rights, remedies or
powers of Regions.

16. Costs and Expenscs. Each party will bear their respective, fees and expenses
(including actual attomeys' fees ancl expenses in connection with the preparation of this
Agteement and the other Loan Documents (including any amendments hereafter made), and irr
connection with any rnodifications thereto and the recording of any of the Loan Documents. If,
at any time, a default occurs or Regions becomes a party to any suit or proceeding in order to
protect its intetests or priority in any collateral for any of the Loan Obligations or its rights under
this Agreement or any of the Loan Documents, or if Regions is made a pafty to any suit or

AGdoc0187315

Confidential

RB-LCS_00236

proceeding by virtue of the Loans, this Agreernent or any Collateml and as a result of any of the
foregoittg, Regions ernploys counsel to advise or provide other rcpresentation with respect to this
Agreement, or to collect the balance of the Loan Obligations, or to take any action in or with
respect to atry suit or proceeding relating to this Agreernent, any of the other Loan Documents,
any Collateral, the Obligors, or to protect, collect, or liquidate arry of the security for the Loan
Obligations, or attempt to enfotce any security interest or lien granted to Regions by any of the
Loau Docutnents, then in any such events, all of the actual attorney's fees arising fucm such
services, including attorneys' fees for preparation of litigation and in any appellate or bankruptcy
proceedings, and any expenses, costs and charges relating thereto shall constitute additional
obligations of Obligors to Regions payable on demand of Regions. Such amounts shall
constitute a portion of the Loan Obligations, shall be securcd by the Collateral and shall bear
interest fiorn the date advanced until repaid.

17,

Headines. The headings of the Sections of this Agreement arc for convenience of
rcference only, are not to be considered a part hereofl, and shall not lirnit or otherwise affect any
of the tenns hereof.

18.

All

Survival of Covenants,.
covenants, agreements, representations and
warranties made herein and in ceftificates or reports delivered pumuant hereto shall be deemed to
have been material and relied on by Regions, notwitlxtanding any investigation rnade by or on
behalf of Regions, and shall surive the execution and delivery to Regions of this Agreement.

19. Benefits. All of the terms and provisions of this Ageement shall bind and inure
to the benefit of the parties hereto and their respective successors and assigns, No person other
than Obligors or Regions shall be entitled to rely upon this Agreernent or be entitled to the
benefits of this Agreement.
20. Supersedes Prior Asreementsl Counterparts. This Agreement and the
itrstruments refetred to herein supersede and incorporate all representations, promises, and
statemeuts, oral or rvritten, made by Regions in comectiotr rvith the l,oan Documents. This
Agrcement may not be varied, altercd, or amended except by a written instrument executed by an
authorized officer of Regions. This Agreernent may be executed in any number of counterpafts,
each of whiclt, when executed and delivered, shall be an odginal, but such counterpafts shall
together constitute one and the sarne instrument.
21. CgNTBOLLING LAW. THE PARTIES HERETO AGREE TIIAT THE
VALIDITY, INTERPRETATION, ENF'ORCEMENT AND EI'FECT OF THIS

AGREEMENT SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE

WITTI, THE LAWS OF THE STATE OF ALABAMA AND THE PARTIES HERETO
SUBMIT (AND WArVE ALL RTGHTS TO OBJECT) TO NON-EXCLUSM
PERSONAL JURISDICTION IN THE STATE OF ALABAMA, FOR THE
ENFORCEMENT OF ANY AND ALL OBLIGATIONS T'NDER THE LOAN
DOCUMENTS EXCEPT THAT IF ANY SUCH ACTION OR PROCEEDING ARISES
UNDER THE CONSTITUTION, LAWS OR TREATIES OF THE UNTTED STATES OF
AMERICA, OR IF THERE IS A DIVERSITY OF CITIZENSHIP BETWEEN THE
PARTIES THERETO, SO THAT IT IS TO BE BROUGHT IN A UNITED STATES

AGdoc0187316

Confidential

RB-LCS_00237

DISTRICT COURT, IT SHALL BE BROUGHT IN THE UNITED STATES DISTRICT

COURT FOR THE NORTHERN DISTRICT OF ALABAMA OR ANY SUCCESSOR
FEDERAL COURT HAVING ORIGINAL JURISDICTION.

22,

WAIVER OF JURY TRIAL. OBLIGORS HEREBY WAIVE ANY RIGHT

THAT EITHER MAY HAVE TO A TRIAL BY JURY ON ANY CLAIM,

COUNTERCLAIM, SETOFT, DDMAND, ACTION OR CAUSE OF, ACTION (A)

ARISING OUT Otr OR IN ANY WAY RELATED TO THIS AGREEMENT OR THE
LOANS, OR (B) IN ANY WAY CONNECTED WITII OR PERTAINING OR RELATED
TO OR INCIDENTAL TO ANY DDALINGS OF REGIONS AND/OR OBLIGORS WITH
RESPECT TO THE LOAN DOCUMENTS OR IN CONNECTION WITTI THIS
AGREEMENT OR THE EXERCISE OF EITHER PARTY'S RIGHTS AND REMEDIES
I'I\TDER TIIIS AGREEMENT OR OTHERWISE, OR THE CONDUCT OR THE
RELATIONSHIP OF THE PARTIES HERETO, IN ALL OF THE, I'OREGOING CASES
WHETHER NOW EXISTING OR HEREATTER ARISING AND WHETHER
SOUNDING IN CONTRACT, TORT OR OTHERWISE. OBLIGORS AGREES THAT
REGIONS MAY F'ILE A COPY OF THIS AGREEMENT WITH ANY COURT AS
WRITTEN EVIDENCE OF THE KNOWING, VOLUNTARY, AND BARGAINED
AGREEMENT OF' OBLIGORS IRRDVOCABLY TO WAIVE THEIR RESPECTIVE
RIGHTS TO TRIAL BY JURY AS AN INDUCEMENT OF REGIONS TO EXTEND THE
MATURITY DATE OF LOAN 1, AND THAT, TO THE EXTENT PERMITTED BY
APPLICABLE LAW, ANY DISPUTE OR CONTROVERSY WHATSOEVER
(WHETHER OR NOT MODII'IED HEREIN) BATWEEN OBLIGORS AND REGIONS
SHALL INSTEAD BE TRIED IN A COURT OF COMPETENT JURISDICTION BY A
JUDGD SITTING WITHOUT A JURY.

23.

Consttltant Regions may retain a third-party consultant at its sole and absolute
expense (the "Consultarrt") to evaluate Bolroler's business plan and operations. If Regions
elects to retain such Consultant, Obligors agree to cooperate rvith the Consultaut and to provide
infonnation about the business reasonably requested bythe consultant.

24.
(a)

Miscellaneous.

This Agreement shall be binding upon and inure to the benefit of the parties

hercto and their respective successors and assigns.

(b)

Obligors agree to exectrte any and all documents necessary to effect the tenns aM

conditions of this Agreement.

(c)

Each undertaking of tlre Obligors hercin contained shall be the joilrt and several
undertaking of each of the Obligorc, and it is specifically agreed that Regions may enforce the
ptovisions hereof with respect to any one or more of the Obligors without seeking to enforce the
same as to all or any other Obligor. Each of the Obligors hereby waives any requirement of
joinder of all or any other of the parties hereto in any suit or proceeding to enforce the provisions
hereof.

t0

AGdoc0187317

Confidential

RB-LCS_00238

(d)

The Loan Documents and this Agreement represent the final agreement betrveen
the parties and may not be contradicted by evidence of pdor, contemporaneous, or subsequent
otal agreements of the parlies. There are no unwritten oral agteements between the parties.
[SIGNATURE PAGE CONTINUED ON NEXT PAGE]

ll
AGdoc0187318

Confidential

RB-LCS_00239

IN WITNESS WHBREOF, the undersigned have caused this Agr,eernent to be propedy

ofthe date set forth above.

exeouted as

WITNESS/ATTEST:

BORROWER:
CRAF'TMASTER PRINTERS, XNC., ar Alabama

ORIGIIYAL GUARANTORS:

THOMAS BARRY

HUBB

ATRICI( DYE, i

ADI}ITIONAL GUARANTORI
CRMTMASTER IIOLDINGS, INC., an Alabanta

t2
AGdoc0187319

Confidential

RB-LCS_00240

EXHIBIT #43

From

Mike Hubbard

To

Brooke

Sent

9 6 2011 4 04 30

Subject

Good Afternoon

Congratulations
players

new

on

hope you

are doing well

the Tide s season opening

have a feeling

know you have

discussed

Will

lots

more

it

able to

victory

We

be home a

little

more

found a way to win

but

it

usual

was

scary

With 53 out of 80

on my

situation that

s going to be a tough season

important things

a few weeks ago

and

than

afternoon

PM

to see

if

on your mind

but

just

you ve had any more thoughts

base

Good

Will

wanted to touch
I

am

starting to

get

very nervous

we

and am anxious

to pursue any options you might suggest

As we discussed
a

slightly

Again

am

striving to

be

the best Speaker

better than mediocre Speaker

know you

Please give

my

are

swamped

in order to

with Harbert

in the United

States

Perhaps
might
I
need to scale back and be

devote more time to supporting

business but

just

wanted

to touch

my
family

base

best to Maggie

Mike

AGdoc0222553

Brooke 00724

EXHIBIT #44

AGdoc0221903

EXHIBIT #45

From

Brooke

To

Will

hubbard

com

aunetwork

Sent

3 20 2012 7 44 19

Subject

Re Good

AM

Morning

Mike
for this email

Thanks

be your friend
the

in the

politics

and

minds of

today

of

having

On

the

to

flip

everything

It

am of

you would

many

others

would

side of

the

equation

no answer
it

resignation
not

and

were

but
and

even

Maggie

give

will

one

that
I

you have

to

give

strongest and

to

consider

your note

with me

You

most effective

should you find

are

am honored

in my mind

leader

yourself

to
and

in Alabama
in a position

take

care

of

your family

This

obligation

trumps

options

guess that

we

many

and

did not

he told

It

is

will

will

am confident

for your friendship

path

He

and

it

and

have

you two had

would

lead

to

your

a quandary

emerge

my ability
I

quite

about

me that

realize that

something

but

business people

it

a given

beyond

want

thanks

to

about

is

Maybe

for help

think
and

spoken
Riley

will

definitely keep

have

you in my prayers

will

give

support

We

you what
both

is

God
best

appreciate

work
forward

as to

to

picture

am embarrassingly

see you around

have

up on this

wishes

look

And

with hope

hard

Governor

on some

answer we

and

book

surprise

ll

not

sends her best

cred

as I

thoughts

loss for our state

this

working

and

us the

your friendship
As to

to

spoke

on reflection

you in my thoughts
may not

single

these

else

should be a solution

have

the

share

resign

found

even

be a huge

There

discussed

greatly mixed emotions

that

honored

Perhaps

reading

in it
to

it

The

with you
be in such

should come

teaser
well

sounds like

that

will

it

give

contains

me some

more

than

serious

street

a picture

to

Montgomery

over

an advance

for a visit

face

to

copy

book

face

Will

From
To

Mike

Sent

Mon

Subject
Good
I

Hubbard

Brooke

Will
Mar 19 22 48 54 2012

Good

hope

Will

you are doing

Storming The
attached

So

enjoyed

make

it

a photo

thought

out

to

of

you and

want

things
It

is

the

historic 2010

me in the

Speaker

you a quick

earlier this month

be included

Charter

looking

story of

to

in the
get

are going

am extremely

House
the

was

d just drop

do not

for me

State

rolling

and

I
the

with Maggie

funding

happen

Montgomery
the

saw
I

Politically
at

House

being

Girls Club

well

State

and

section
I

Morning

morning

very

School

pleased

Maggie
very

s office

e mail to

as she and

budget

again

on my bad

well

We

with the
as I

legislation

and

others

ve

in Alabama
I

written
synopsis

included

in the

photo

on you
lobbied
I

have

for the

Boys

and

a feeling that

will

side

continue
we

to

fix

shake

up the

status

are making in changing

m sure Billy
the

the
which

check

this year

progress

refreshing

of

election

has relayed

for the

to

you

quo
the

We

immigration law

in
mindset

will

over

the

ends

at

be
next

few days
Personally
end

of

however

this month

especially

since

turned

old

best

in most cases

As you know

my employment with IMG

It

has been

created

50 last month

my concern

is

the

quite

tough

Auburn s multi media rights

on me to

Auburn Network
But

financial

from scratch

suppose

things

and

fact

the

see my athletic
change

that

back

in 1990

for a reason

serving

holder

career

wind

when
and

as Speaker

the

down
was

turn

28 years

out

consumes

for the

a enormous

AGdoc0221916

Brooke 00087

amount
Riley
give

of
and

believe

up being

changes

hope

would

Speaker

as I

make

and

to

give

least one

have

no income

an opportunity

resign from the

need

to

think

of

that

Harbert

is

you on the

Harbert

team

my best

more

virtually

have

to

have

work

Legislature

been

in discussions

with him and

Although

my obligations

to

with Governor

his company
believe

my family

if

were

to

am making positive

Please

keep

me in your

this decision

you are well

fortunate
Please

generates
I

in Montgomery

thoughts
I

time and

and

to

budget

Maggie
cycle

and

tell

After that

prospering

her I

can

as a company

definitely help

she may have

to

Raymond

the

Boys

use her lobbying

is

certainly

and

Girls for at

skills

on someone

new
See

you soon

Mike

AGdoc0221917

Brooke 00088

EXHIBIT #46

From:
Sent:
To:
Subject:

Mike Hubbard <hubbard@aunetwork.com>

9/10/2012 1:16:01 PM +00:00
Bob Riley <govbobriley@gmail.com>
RE: MLI Letter

I will ask him.

From: Bob Riley [mailto:govbobriley@gmail.com]

Sent: Monday, September 10, 2012 7:48 AM
To: Mike Hubbard
Subject: Re: MLI Letter

I understand but there are alot of people who would WANT to help Dye
(lowders etc) and would

Former Governor Bob Riley

Bob Riley and Associates, LLC
3066 Zelda Road #321
Montgomery, Alabama 36106
work: 334-799-4564
cell: 205-470-9910
govbobriley@gmail.com

On Sun, Sep 9, 2012 at 10:44 PM, Mike Hubbard <hubbard@aunetwork.com>

wrote:

I will ask Coach Dye for names. But I know that if its going to get done, I will have to do it. Plus, I
have more to lose than the others.

From: Bob Riley [mailto:govbobriley@gmail.com]

Sent: Sunday, September 09, 2012 9:37 PM
To: Mike Hubbard
Subject: Re: MLI Letter

AG0541954

Mike ............. I would suggest you also run it by the Coach ...... he probably
has twice the potential investors that you would have and I also think it would
be better that this be perceived as a CORPORATE problem.........not just a
Mike Hubbard problem.

Former Governor Bob Riley

Bob Riley and Associates, LLC
3066 Zelda Road #321
Montgomery, Alabama 36106
work: 334-799-4564
cell: 205-470-9910
govbobriley@gmail.com

On Sun, Sep 9, 2012 at 9:18 PM, Mike Hubbard <hubbard@aunetwork.com> wrote:

Governor:

Attached is a letter I am sending to the DOR Commissioner tomorrow. I thought you

might enjoy it.

Dont forget to ask your client if I can talk to him about his tax issue. As you will see
from the attached letter, I am on a warpath with them.

With regard to the Craftmaster deal I mentioned to you on Thursday, Will Brooke
has helped me put together a scenario that I believe will work. If I can find 10
people to invest $150,000 (total of $1,500,000), I can pay all of the back payroll
taxes, virtually all of the remaining debt (including 1/3 of the LOC) and free up
roughly $40,000 per month in cash flow. The offer is to pay a 6% return on the
investment beginning 3 months after the investment with a payback of the original
$150,000 in five years.

AG0541955

I am going to start overseeing all expenses, am bringing in a professional to run the

operations and Barry is going to do nothing but sell. I believe this will work and
hopefully get this thing off of my back once and for all. Plus, I will make sure this
deal works.

Do you have any ideas of who I should approach about being an investor? Will
Brooke has already said he will do it personally, so I need 9 more.
It is a pretty good return compared to what other investments are doing and, in the
big scheme of things, not a lot of money for these type people. Plus, it will be
helping Coach Dye and me.

Here are some names of people I was thinking of approaching:

Lee Styslinger
Jimmy Rane
Kenny McLain
Johnny Johns
John Watson
Tim Wellborn
Johnny Johns
Gaines Lanier
Tim Hudson
Del Marsh

I thought you might think of some other folks who may be prospects. Do you think
Rob would have any interest?

I also thought about going to see Bob Young with Frazier Lanier to see if he has any

AG0541956

thoughts. I need to get this done as quickly as possible especially the past due
payroll taxes.

Unfortunately, this is not a mess I created but it is up to me to fix it.

Mike

AG0541957

EXHIBIT #47

From

Mike Hubbard

To

Brooke

Sent

10 17 2012 8 36 59

Subject

Re

Will

PM

Craftmaster Update

Will

An

update

Your

wire hit te Craftmaster account

this afternoon

Thank you

I also

have received

150 000 from John Watson

and Rob Burton

Tomorrow
month

The

we

Thursday

in cash flow

We

will

off the Heidelberg

send another

Line of Credit will be reduced by

met with Jim Holbrook today

150 000 deals and may have

pay

will also

am

meeting with Kenny

We

do one

in

its

which

note

is

now

100 009 to the IRS which

305 000

make

will

That

will free

up

15 000 per

185 000 paid to them

a total of

45 000

B ham

It

investors

went very well

who would be

McLean on Tuesday and met

He

indicated that he would

with Garry Neil

almost certainly do one of the

two more

interested in one nor

Drummond

last

week

am

hopeful both will

will see

pre pay

Mike Hubbard

Sent from

On

Oct 17 2012

at

3 31

iPhone

PM

Brooke

Will

WBrooke

harbert net

wrote

am

pleased to advise that

to the bank to initiate

have also attached

accepted
Give

and

me a

All the

HMC

the wire

has approved

You should

the Craftmaster investment

therefore expect

the signed Stock Purchase

Agreement

the wired

which

funds

and

that

this afternoon

would appreciate

have

Mike

or

sent the wire instructions

first

thing in the morning

you
dating and returning once

the wire is received

call after

you have

this in

hand

and we can

discuss

status

also havebita of gratuitous advice

for

you

best

Will

AGdoc0222185

Brooke 00356

From

Mike Hubbard

Sent

To

Tuesday

Brooke

Subject

com

aunetwork

16 2012 7 56 AM

Will

RE Craftmaster Update

Good morning

mailto hubbard

October

hope your

Will

travels

last

week were

apologize for bothering you

investment

am

and

100 000

will

fruitful

but wondered

trying to get everything

Things are going very well

around

safe

you were able to obtain the necessary

approvals

if

nailed

for

your Craftmaster

down

Craftmaster is having

very

good month and

we
will

believe

have a positive

cash flow of

keep you posted

Mike

From

Brooke

Sent

To

Will

Tuesday

mailto

WBrooke

harbert net

09 2012 5 42 AM

October

Mike Hubbard

Subject

Re

Craftmaster Update

Mike

Sorry for the delayed

birthday

and went

Saturday

though

reorganization

m also

My

and shared
sounds

It

place to put up deer stands

fund

we had a

so

and

and

progressing

is

and

importantly

and

best
it

son s 30th

oldest

failed to get to

it

on

did see this

wishes around the Craftmaster

sounds as

if

that s being

recognized

by

to success

know only too

more

my

also celebrated

schedule

full

both send our congratulations

you are making great progress and

like

glad that the fundraising

for our third venture

We

Maggie

with

it

we

son in law was in town this weekend

prospective

You are on the way

your creditors

reply

to the hunting

feels to

it

We

are supportive

that folks

how

well

re

months

just finishing eighteen

of fundraising

for

money You have my

Craftmaster

investment this week

be going aroundasking

fraternal

sympathies

the documents

did receive

of our business

nature

at

investment of this nature

New

Baltimore
morning

have

me

certain

and

am

on

regulatory

to the appropriate

folks

week

have the approval

part of the

first

when

last

steps

haveto take before

week and submittedour

winding

return to the office

my

to complete

track

and compliance

the

talked

York and Raleigh

should

that you sent to

HMC

up

in

Thursday

internal paperwork

Montgomeryon Wednesday
afternoon

can

and

be able

make a

Due

for approval

night

to the

private
I

am

in

and Thursday

to wire funds Thursday

afternoon

or Friday morning

It

was good

am

BCA

to see you at the

event

That was a fun evening

and

enjoyed

hearing

Karl

and

Carville s perspectives

also

very glad for the turn of the tide since the debate

Good
until

luck in your fundraising this

it

is

done

very thankful

ll

be praying

week

Although

hopefully you

for your quick success

for this turn of events

as

as

am

won

be prepared

sure that other

think the Lord has tossed

you a line

duties
I

ve

to
hear

no more than once and persevere

are vying for your attention

thanked

Him

for that

as

am

am

though

sure you have

also

Thanks

for keeping

me

posted

ll

talk to you soon

Will

From
To

Mike Hubbard

Brooke

Sent

Will

Sat Oct 06 08 57 58 2012

Subject

Craftmaster Update

Will

AGdoc0222186

Brooke 00357

you

had a meeting

laid out

the plan

them on

the past

month

reduced

on

Craftmaster

with the Trouble

100 000 and

some

hopefully get

or

all

with

visited

McLean
By

the

Lee

which

way

said

hope

able to

by

32 000

and he

Craftmaster s September

all

up and

numbers were 180

the

the

yesterday

said that they were

be removed

with Garry Neil

money

the

meeting with them

the past

the

extremely

now been

working with the IRS to

phone

to provide

pleased with what

Troubled

some

we

are

Asset and non

allow

Drummond
the

on

45 days

company has made over

accountant

from

regulators

in within

first

that our
line of credit has

and we have

shortest period of time the

ten lined

was

been
made over

the progress
the

show them

our loan to

week and have meetings

to have

This

that have

spoke with the lead guy

he expected

is the

week

and showed

was

easily answered

He

6 months which

Styslinger last

in Point Clear

In fact

of the penalties forgiven

this

management changes

the ten investors

and impressed

doing and impressed with the plan

status within

up

from Regions

folks

the payroll tax debt reduced

answers to questions he had

performing

explained the

the progress in signing

extremely pleased

by

Asset Division

that you developed

updated

They were

in

next

We

wanted to

next

just

fill

week as

well as with

Kenny

two weeks

of last year s September

We

are

on

the right course

thanks to you
Enjoyed being with you and Maggie
Thanks

again

for

at the

BCA

dinner

on Tuesday

your help and friendship

Mike

Rep

Mike Hubbard

Speaker

of the

Alabama House
11 South Union
Montgomery

House
of Representatives
Street

AL 36130

334 242 7668

District

Office

P O Box 950
Auburn AL 36831 0950
334 826 2929
0579

001 pdf

AGdoc0222187

Brooke 00358

EXHIBIT #48

AGdoc0232037

EXHIBIT #49

From

Mike Hubbard

To

Brooke

Sent

10 17 2012 8 36 59

Subject

Re

Will

PM

Craftmaster Update

Will

An

update

Your

wire hit te Craftmaster account

this afternoon

Thank you

I also

have received

150 000 from John Watson

and Rob Burton

Tomorrow
month

The

we

Thursday

in cash flow

We

will

off the Heidelberg

send another

Line of Credit will be reduced by

met with Jim Holbrook today

150 000 deals and may have

pay

will also

am

meeting with Kenny

We

do one

in

its

which

note

is

now

100 009 to the IRS which

305 000

make

will

That

will free

up

15 000 per

185 000 paid to them

a total of

45 000

B ham

It

investors

went very well

who would be

McLean on Tuesday and met

He

indicated that he would

with Garry Neil

almost certainly do one of the

two more

interested in one nor

Drummond

last

week

am

hopeful both will

will see

pre pay

Mike Hubbard

Sent from

On

Oct 17 2012

at

3 31

iPhone

PM

Brooke

Will

WBrooke

harbert net

wrote

am

pleased to advise that

to the bank to initiate

have also attached

accepted
Give

and

me a

All the

HMC

the wire

has approved

You should

the Craftmaster investment

therefore expect

the signed Stock Purchase

Agreement

the wired

which

funds

and

that

this afternoon

would appreciate

have

Mike

or

sent the wire instructions

first

thing in the morning

you
dating and returning once

the wire is received

call after

you have

this in

hand

and we can

discuss

status

also havebita of gratuitous advice

for

you

best

Will

AGdoc0222185

Brooke 00356

From

Mike Hubbard

Sent

To

Tuesday

Brooke

Subject

com

aunetwork

16 2012 7 56 AM

Will

RE Craftmaster Update

Good morning

mailto hubbard

October

hope your

Will

travels

last

week were

apologize for bothering you

investment

am

and

100 000

will

fruitful

but wondered

trying to get everything

Things are going very well

around

safe

you were able to obtain the necessary

approvals

if

nailed

for

your Craftmaster

down

Craftmaster is having

very

good month and

we
will

believe

have a positive

cash flow of

keep you posted

Mike

From

Brooke

Sent

To

Will

Tuesday

mailto

WBrooke

harbert net

09 2012 5 42 AM

October

Mike Hubbard

Subject

Re

Craftmaster Update

Mike

Sorry for the delayed

birthday

and went

Saturday

though

reorganization

m also

My

and shared
sounds

It

place to put up deer stands

fund

we had a

so

and

and

progressing

is

and

importantly

and

best
it

son s 30th

oldest

failed to get to

it

on

did see this

wishes around the Craftmaster

sounds as

if

that s being

recognized

by

to success

know only too

more

my

also celebrated

schedule

full

both send our congratulations

you are making great progress and

like

glad that the fundraising

for our third venture

We

Maggie

with

it

we

son in law was in town this weekend

prospective

You are on the way

your creditors

reply

to the hunting

feels to

it

We

are supportive

that folks

how

well

re

months

just finishing eighteen

of fundraising

for

money You have my

Craftmaster

investment this week

be going aroundasking

fraternal

sympathies

the documents

did receive

of our business

nature

at

investment of this nature

New

Baltimore
morning

have

me

certain

and

am

on

regulatory

to the appropriate

folks

week

have the approval

part of the

first

when

last

steps

haveto take before

week and submittedour

winding

return to the office

my

to complete

track

and compliance

the

talked

York and Raleigh

should

that you sent to

HMC

up

in

Thursday

internal paperwork

Montgomeryon Wednesday
afternoon

can

and

be able

make a

Due

for approval

night

to the

private
I

am

in

and Thursday

to wire funds Thursday

afternoon

or Friday morning

It

was good

am

BCA

to see you at the

event

That was a fun evening

and

enjoyed

hearing

Karl

and

Carville s perspectives

also

very glad for the turn of the tide since the debate

Good
until

luck in your fundraising this

it

is

done

very thankful

ll

be praying

week

Although

hopefully you

for your quick success

for this turn of events

as

as

am

won

be prepared

sure that other

think the Lord has tossed

you a line

duties
I

ve

to
hear

no more than once and persevere

are vying for your attention

thanked

Him

for that

as

am

am

though

sure you have

also

Thanks

for keeping

me

posted

ll

talk to you soon

Will

From
To

Mike Hubbard

Brooke

Sent

Will

Sat Oct 06 08 57 58 2012

Subject

Craftmaster Update

Will

AGdoc0222186

Brooke 00357

you

had a meeting

laid out

the plan

them on

the past

month

reduced

on

Craftmaster

with the Trouble

100 000 and

some

hopefully get

or

all

with

visited

McLean
By

the

Lee

which

way

said

hope

able to

by

32 000

and he

Craftmaster s September

all

up and

numbers were 180

the

the

yesterday

said that they were

be removed

with Garry Neil

money

the

meeting with them

the past

the

extremely

now been

working with the IRS to

phone

to provide

pleased with what

Troubled

some

we

are

Asset and non

allow

Drummond
the

on

45 days

company has made over

accountant

from

regulators

in within

first

that our
line of credit has

and we have

shortest period of time the

ten lined

was

been
made over

the progress
the

show them

our loan to

week and have meetings

to have

This

that have

spoke with the lead guy

he expected

is the

week

and showed

was

easily answered

He

6 months which

Styslinger last

in Point Clear

In fact

of the penalties forgiven

this

management changes

the ten investors

and impressed

doing and impressed with the plan

status within

up

from Regions

folks

the payroll tax debt reduced

answers to questions he had

performing

explained the

the progress in signing

extremely pleased

by

Asset Division

that you developed

updated

They were

in

next

We

wanted to

next

just

fill

week as

well as with

Kenny

two weeks

of last year s September

We

are

on

the right course

thanks to you
Enjoyed being with you and Maggie
Thanks

again

for

at the

BCA

dinner

on Tuesday

your help and friendship

Mike

Rep

Mike Hubbard

Speaker

of the

Alabama House
11 South Union
Montgomery

House
of Representatives
Street

AL 36130

334 242 7668

District

Office

P O Box 950
Auburn AL 36831 0950
334 826 2929
0579

001 pdf

AGdoc0222187

Brooke 00358

EXHIBIT #50

Posting Date: 2012-11-15, Debit/Credt: D, Amt: 150,000.00, Posting Acct: 23800055943645 - side 1

Posting Date: 2012-11-15, Debit/Credt: D, Amt: 150,000.00, Posting Acct: 23800055943645 - side 2

105

AGdoc0184125

EXHIBIT #51

AGdoc0221619