Investors to Think Loud partners: Show us the books
A new front opened in bitter legal wars between the business partners and former friends at the core of the Think Loud companies.
Before 2022 came to a close, the developers engaged in seven civil suits alleging fraud, concealed records and massive debt over the deal that was billed as a game changer for York City.
One of the latest suits, filed Dec. 15, involves three investors demanding to see the books of a Think Loud business that managers claim is now "defunct." That suit doesn't name individual defendants. Rather, it targets the business as a whole.
In the complaint, their attorneys expressed concern that their funds were embezzled or misappropriated.
“Plaintiffs, as investors, have a right to examine the books and records of (Think Loud Entertainment),” the complaint reads. “TLE’s opacity regarding the exercise of these rights have left plaintiffs justifiably concerned as to where their funds went.”
The main players in the ongoing drama are entrepreneur Bill Hynes and Chad Taylor, musician and former guitarist with rock band Live. Taylor is a defendant in four of the suits; Hynes is a plaintiff in one and a defendant in another.
Both men have accused each other of weaving webs of lies, deceit and manipulation. They also laced personal insults into legal filings as a growing animosity became evident.
Hynes charged Taylor with misrepresenting his wealth and covering up severe financial problems for years while borrowing hundreds of thousands of dollars in loans and promissory notes. Taylor and his attorney alleged Hynes has orchestrated a series of frivolous lawsuits to attack and bury him financially in retaliation for their personal falling out.
Other key actors are Patrick Dahlheimer and Chad Gracey, former Live bandmates and Think Loud partners, now spilt into separate camps, according to the suits.
Dahlheimer, who has remained silent so far, is linked to Taylor in several filings.
Gracey seems largely affiliated with Hynes. He's also suing Taylor and Dahlheimer on fraud and financial mismanagement accusations. In a separate suit, he alleged he was kept in the dark about a corporate loan Taylor took out that's now on the verge of default.
Also involved are Richard McIntosh and Nick Richardson, reputed friends of Hynes who formed Invictus One LLC. Through that company, they purchased the former Think Loud building at 210 York St. in late 2021 and are now at the heart of the ownership dispute.
With the new case, three investors stepped onto the stage to sue for access to financial records in Think Loud Entertainment — it’s one of about a dozen companies registered under a “Think Loud” name in York. Several other businesses also fall under the Think Loud umbrella, including property company 120 York LLC and United Fiber and Data.
Robert Zazzera, of Nazareth, Pennsylvania; Gregory LaCava, of Connecticut; and Eric Martinis, of California, alleged multiple requests to review the company’s books and records were stonewalled, which led to the lawsuit. Hynes previously resided in Nazareth in Northampton County.
The complaint shows the three each invested $10,000 for membership stakes in TLE in 2016. The suit also shows Zazzera invested in a previous incarnation, Questionable Entertainment, in 2011, and that rolled into TLE in 2013.
Fast forward to last August, and the lawsuit, citing concerns about TLE’s financial health, says the investors reached out to Taylor to request the company’s records.
They were met by Taylor and Dahlheimer’s attorney, Jason Confair, according to the documents.
In an email, attached as an exhibit, Confair purportedly denied access to the records while citing a Pennsylvania state law governing rights to corporate information by members and managers. He wrote that they didn’t follow proper procedure to make the request, and that it came in “bad faith” as he suspected Hynes of pulling strings.
“I’m not sure which ‘investors’ you think you ‘represent,’ but my strong sense is your use of the word ‘investor’ is code for ‘Bill Hynes’ and/or one of his errand-boy lackeys,” Confair purportedly wrote.
According to legal filings, Confair reportedly warned the investors to preserve communications they had with Hynes and Gracey. He also threatened to countersue under another state law if he learned Hynes and Gracey were behind the request, according to the documents.
Confair also purportedly said Taylor informed them and other investors around 2017 that TLE was “defunct,” calling it curious they waited until 2022 to reach out. He then stated that 2020 tax returns showed they owned 0.17% of TLE, and they had negative $290 in a capital account, the documents show.
The lawsuit noted the announcement that TLE was defunct came as a surprise since the investors had received corporate tax reports from the business each year.
The Pennsylvania secretary of state’s business portal also lists TLE as still “active.”
The investors retained attorneys in November, who then submitted a two-page request right before Thanksgiving that cast a wide net for financial records dating back to 2016. Confair was given 10 days to respond.
One attorney, Ryan Kirk, sent a follow-up email to Confair the same day, according to another exhibit attached to the suit. Kirk also represents Hynes in one of the other lawsuits.
Documents show Confair purportedly replied he’d look at the request when he had a “few moments to waste.”
Kirk circled back Dec. 5, asking about the records before the 10-day deadline was up, according to the suit’s exhibit.
That touched off a testy, insult-laden email exchange between the two. Confair called Kirk’s work “amateur-hour rubbish,” while Kirk questioned Confair’s reading level and social circle, according to the exhibit.
During the exchange, Confair included the attorney for Invictus One in several emails. The lawsuit pointed out Invictus was not involved in the matter with the investors.
Confair reportedly didn’t respond to the records request, ultimately leading to the new lawsuit’s filing on Dec. 15.
The case seeks an order for Think Loud Entertainment to turn over financial records, saying that amid the current legal issues, the investors want to see where money went.
“Plaintiffs are concerned that Mr. Taylor has similarly embezzled or misappropriated their investment,” the suit states.
In a comment to The York Dispatch, investor Martinis said the plaintiffs in that case are not sure how TLE could be defunct since the group continues to receive tax return documents with Taylor and Dahlheimer’s addresses on them.
He also questioned the math on the ownership percentage Confair gave them.
“Unfortunately, Mr. Taylor and Mr. Dahlheimer refuse to provide any information or documents relating to where our money went or the status of TLE,” Martinis said.
He also indicated Confair recently told the investors he doesn't represent TLE in this case.
Hynes, when asked for comment on his alleged involvement, said the new lawsuit isn’t surprising.
“Taylor has never shown respect for other people’s money and is a horrible businessman,” he said. “They are not my lackeys; they’re investors with legitimate grievances as to TLE and Taylor’s mismanagement of the same.”
Taylor declined comment on questions about the TLE lawsuit.
As the investors filed their lawsuit, other cases saw a flurry of activity over the last month.
In a suit filed by Invictus One last August over ownership of assets at the 210 York St. building, Taylor, Hynes and Invictus all filed responses.
Taylor alleged Invictus’ claims were false, that all assets in dispute belong to Think Loud, and that they were fraudulently included in the sale of the building. Taylor also accused the Invictus owners of colluding with Hynes to financially ruin him and Dahlheimer and bury them in frivolous lawsuits.
He directly accused Hynes of being a vindictive person who’s pursuing a vendetta after Think Loud “excommunicated” its former partner. In the filing, Taylor likened himself as the latest victim as he alluded to Hynes' plea of no-contest to charges in a domestic violence case last September.
Hynes and Invictus denied the allegations. They also disputed Taylor’s claims to the assets.
Hynes, meanwhile, sued Taylor, Dahlheimer and Gracey in November to call in $482,000 in promissory notes he lent them in 2011 as part of an investment in a business of his, ADS Builders East.
Taylor responded by denying the promissory notes existed, that Hynes manufactured their existence last August as part of his alleged vendetta scheme. Hynes denied those allegations.
Gracey sided with Hynes in his lawsuit and in the Invictus case. He admitted the loans to Hynes are owed.
"I believe that Invictus has all rights to everything that is currently in 210 York St.,” he said in a statement Tuesday. “I believe the ‘Hynes Promissory notes’ are legitimate and I indeed signed it and that Patrick and Chad Taylor did as well.”
Taylor accused Gracey of colluding with Hynes.
Speaking of Gracey, similar to the new lawsuit by the investors, he has also sued Taylor and Dahlheimer on allegations of fraud and mismanagement involving another Think Loud company, Think Loud Holdings.
Gracey said tax returns for 2021 weren’t filed and Taylor balked at providing access to financial records in spite of repeated requests.
He also blamed Taylor as the genesis for lawsuits involving another affiliate, United Fiber & Data, and that a settlement last August cost him $1.4 million in UFD stock he was entitled to.
Gracey’s suit dovetailed into a bundle of three suits Truist Bank filed individually against Taylor, Dahlheimer and Gracey in Lancaster County.
Truist is seeking payments on an outstanding balance of $310,488 from two loans taken out by Think Loud Holdings in 2020. One loan was for $275,000, and the other was for $50,000.
Gracey responded to the suit, saying he did guarantee the $50,000 loan but that he was never aware of the $275,000 loan.
“This ($50,000) loan was presented to me as ‘emergency monies’ as the effects of the COVID shutdowns were in full effect. Being a ‘team player’ I was more than happy to help out,” Gracey told the Dispatch in his statement Tuesday. “I had NO KNOWLEDGE of the $275K and therefore no knowledge that the ‘guarantee’ I signed had anything to do with this note. I have never received a statement for this note.”
He said his lawsuit reinforces his stance that he didn’t know about the $275,000 loan.
No rulings have been made in any of the cases so far.
— Reach Aimee Ambrose at email@example.com or on Twitter at @aimee_TYD.