By T. D. Thornton
The $23-million lawsuit by a lender against Ahmed Zayat and his financially troubled Zayat Stables, LLC, was nearly four years in the making. But a series of red-flag events over the last four months put the alleged fraud more alarmingly into focus, sparking frantic efforts by the plaintiff to get the troubled racing and bloodstock business into court-mandated receivership before the equine assets used to secure $30 million in loans were potentially sold off and hidden.
Although the major allegations in the civil lawsuit filed by MGG Investment Group, LP, in Fayette Circuit Court in Kentucky revolve around accusations that Zayat Stables hid the proceeds from the sale of nine lifetime breeding rights shares to 2015 Triple Crown winner American Pharoah, the plaintiff is arguing in court documents that Zayat's alleged malfeasance could extend to the covert sales of at least 15 other “valuable racing Thoroughbreds” held as collateral, including retired Zayat color bearers and bloodstock assets Bodemeister, Eskendereya, El Kabeir and Zensational.
“Even though MGG is not aware of all of the deceptive actions of Zayat Stables and Mr. Zayat, it has already uncovered several million dollars of equine collateral in addition to the interests in American Pharoah that Zayat Stables and Mr. Zayat have purported to sell out from under the Agent's security interests in violation of the Loan Agreements,” the lawsuit states.
Years before Zayat Stables bred and raced champion American Pharoah, Ahmed Zayat was in the news and in the courts for money troubles. The Lexington Herald-Leader reported Wednesday that in 2009, “Fifth Third Bank sued Zayat for $34 million, alleging he had defaulted on loans, [and a] deal was reached in 2010 in federal bankruptcy court in New Jersey to repay the loans as well as reorganizing Zayat Stables.”
And as recently as October, TDN reported that Zayat was involved in a disputed $600,000 training-bills debt with New York conditioner Rudy Rodriguez that reportedly was settled under the legal threat of Zayat's horses being sold at a court-mandated auction to satisfy the debt.
According to the Jan. 22, 2020, lawsuit, on July 26, 2016, Zayat entered into an agreement with MGG to finance existing debt via a series of loans totaling $30 million.
On its corporate Linked In page, MGG describes itself as “a private direct lender focused on the deeply under-served and less competitive lower-middle market. In particular, we excel at investments in complex and special situations that require distinct underwriting expertise.”
For background, the suit explains that when Zayat sold 100% of American Pharoah's breeding shares to Orpendale (an organization the suit describes as “affiliated with” Coolmore and Ashford Stud) in 2015 for $23 million, Zayat and his wife and children were assigned among them nine lifetime breeding rights to American Pharoah.
The suit further states that as part of the 2016 loan agreement, “Mr. Zayat was fully aware that MGG's loans to Zayat Stables were contingent upon the American Pharoah breeding rights being among its assets, all of which were pledged to secure the loans, as evidenced by the Zayat AP Breeding Rights Transfer Document, which he signed along with his wife and children.”
Nevertheless, the suit contends, “between December 2018 and June 2019, Mr. Zayat and his family purported to sell all nine of the Zayat AP Breeding Rights, with proceeds of the purported sales totaling $3.3 million.”
In chronological order during that seven-month time frame, the court documents detail through bills of sale that LNJ Foxwoods allegedly bought two American Pharoah breeding shares for $375,000 each. Orpendale allegedly bought the remaining seven–two for $400,000 and five for $350,000.
But despite raking in an alleged $3.3 million on those deals, “Zayat Stables did not make any principal payments as the result of any of the purported sales of the Zayat AP Breeding Rights, as was required pursuant to the Financing Agreement,” the suit states.
Then, “A few days before the Sept. 30, 2019, payment was due, Mr. Zayat informed MGG that Zayat Stables would not be able to make the required loan payments.”
On Oct. 24, 2019, Zayat visited MGG's offices in New York and told lending officials that “several hundreds of thousands of dollars in proceeds of a recent sale of his family's personal assets were used to pay other debts of Zayat Stables.”.
By early December, Zayat had been served with two subsequent notices of default. The $23-million amount listed in the suit represents the principal plus interest through that date that the plaintiff is seeking to recover.
But the suit also states that MGG was unaware even after issuing three default notices that Zayat Stables had sold its nine breeding rights to American Pharoah
In fact, the suit states, when Ahmed Zayat presented a liquidation proposal to MGG on Dec. 12, 2019, the American Pharoah breeding rights were still listed as assets on the stable's balance sheet.
Six days later, MGG asked Zayat to start selling some of those assets to generate loan repayment money. The two parties agreed to meet again in mid-January for a progress report.
But on Jan. 2, 2020, an assets appraiser who had been appointed to the case flagged to MGG that Zayat Stables no longer owned the nine American Pharoah breeding rights.
On Jan. 7, an MGG official called Zayat to “confront him regarding the breeding rights to American Pharoah. On that call, Mr. Zayat denied that any of the breeding rights had been sold,” the suit states.
Zayat allegedly admitted to MGG's Patrick Flynn in a Jan. 12 phone call that he had, in fact, sold all nine of the stable's American Pharoah shares. The suit states that Zayat reiterated that admission in an email later that day.
“I am ready if needed to walk away and give you the keys and full control if that is what you want,” Zayat's email said, according to the suit.
On Jan. 15, Zayat allegedly admitted in an email to MGG that he also sold without permission assets related to six other horses that were supposed to have been collateral on his loans.
MGG, still in the midst of its preliminary investigation, discovered Jan. 16 that assets related to nine other Zayat horses were also allegedly sold without permission.
Although Zayat Stables was placed into receivership Jan. 22 with no explicit plans in the court order itself to sell off any horses, the suit does state that “MGG is prepared to expend the necessary capital for a receiver to oversee the liquidation of the collateral.”
The suit continues: “As a direct and proximate result of Defendants' material misstatements, MGG has been damaged and is continuing to be damaged in an amount to be proven at trial, but not less than $23 million.”
Ahmed Zayat has not yet responded to a detailed voice message left by TDN on Wednesday asking for his side of the story.