J. BRUCE MILLER LAW GROUP. 20! Floor, Waterfront Plaza J. Bruce Miller, Founding & Senior Partner 325 W. Main Street Member U.S. Supreme Court Bar - October 1972 Louisville, Kentucky 40202 AV-Rated, Martindale-Hubbell since 1973 Ph. 502-587-0900 Martindale-Hubbell Pre-Eminent American Law Firm since 1992 Fx, 502-587-7756 Four term Jefferson County (Louisville) Attorney 1970-86 Mobile 502-649-5656 Licensed in 1, 24, 3, St, 6%, 9& 1th Federal Circuits Email: jbruce Her6S@gmail.com June 20, 2018 ‘To Whom This May Concern (including the investors many of whom I've never been introduced to or invited to meet by Mr. Steier or anyone else involved with the Louisville Basketball Investment & Support Group, LLC [LLC’]) After considerable thought, the conclusion has been reached that, I have no realistic option other than to immediately resign from my position as the LLC Co-Founder (with Joseph Steier) and resign as an officer of the LLC and further resign from my 12/20/17 Consulting Agreement with the LLC as an independent contractor for the LLC with sole discretion to undertake the activities necessary to acquire a 90% majority partner in a putative NBA franchise for the LLC (which in any event would only own, at most, 10% of the franchise) My reasons are simple and direct 1. Signature HealthCARE is one of the largest nursing home companies in America. Its Chief Executive is Joseph Steier ("Mr. Steler”). On February 5, 2016 I co-founded a company with Mr. Steier called Louisville Basketball Investment & Support Group, LLC ("LLC"). Its stated purpose ‘was, by either transfer of an existing NBA team or via the expansion of a NBA new team -- to form a “local minority” investment group of 10% ownership that would pursue the remaining 90% majority ownership group to bring an NBA team to the Louisville Market Area, After all the years | was hopeful by assimilating my previous efforts dating back to 1976-77 with Mr, Steler’s financial and business connections that, collectively, we would enhance Louisville's opportunity as a legitimate NBA franchisee candidate. 2. After floundering for over a year and a half I recommended to Mr. Steier in early November 2017 that we raise funds and bring in Dan Issel (“Mr. Issel") as the President of the LLC to further that purpose, A series of financial consulting agreements were drafted, negotiated and signed between Mr, Steier (on behalf of the LLC) and Mr, Issel and me. Those agreements confirmed that Mr. Issel and 1 were to work in concert to facilitate the purpose of the LLC. The local investment group of prominent Louisville-based individuals and investors was formed and the pubic announcement of this effort was made in February 2018,3. Mr. Issel and I went to work. Much has been jointly and individually undertaken. 4. On Friday June 6, 2018, at approximately 5:00 pm EDT | learned the US. Justice Department had issued a press release stating that Signature Healthcare had paid a $30-35 million dollar fine in a Nashville federal court case to settle a federal False Claim Act case involving several whistleblower employees of Signature Healthcare who were fired by a Signature Healthcare facility for disclosing that the company had over-billed the federal government Medicare and Tennessee Medicaid programs $24,000,000. a. Not only was the case a startling shock to me but my shock was magnified by the fact that it had been filed on March 27, 2015 in the Nashville federal court ~ which was nearly 10 months before Mr. Steier and | formed the LLC --- and he had never informed me, as his LLC co- owner, anything about this during the entire operation of the LLC between February 5, 2016 and my discover of the fact, by happenstance, on June 6, 2018, b. In my capacity as a co-founder of the LLC and as a member of the Kentucky Bar Association for 52% years, it is my opinion that Kentucky law required honesty and forthright communication between LLC partners. 5. Despite my shock, | immediately initiated legal research via the use of the Pacer System, which is an Internet service offered by the US. federal court system to provide pleadings on all ng and previous federal civil and criminal cases, Within several hours I learned that there had been a case filed in Ft. Wayne, Indiana on November 14, 2016, which was 9 months after Mr. Steier and I formed the LLC - and again I was never told anything about this case during the entire process of the operation of the LLC. 6. After a weekend of intense thought and further research, on Monday evening June 9° at 11:00 pm EDT I sent the following email to Mr. Steier: In the next 24 hours will you provide me with a sworn affidavit swearing under your solemn cath that there are no other active cases in the federal or court systems ofthis nation or existing threats of same or similar itigation that are within your knowledge or the knowledge of your legal staff or lawyers of Signature Healthcare that allege Signature Healthcare has filed false claims for federal reimbursement in Violation of the Federal False Claims Act -- as was recently concluded in a Nashville federal district court by Signature's agreement to pay over $30,000,000, To possibly simplify the initiation of this request, | direct your attention to the attachment, which is a 43 page Complaint filed by the United States of America on November 14, 2018, (which was 9 months after you and | became co-founders and LLC members of LBI&SGroup) in the federal district court in Fort Wayne, Indiana. This Complaint alleges Signature Healthcare violated the Federal False Claims Act in multiple states, including Florida, Georgia, Indiana, Maryland, North Carolina, Tennessee and Virginia. This case was later dismissed regarding the Indiana plainti, however it was not dismissed with prejudice against the plaintiffs in all the other states.In my opinion, this is a reasonable request of my co-founding partner of an LLC, which carries with it the ‘purpose’ of finding a majority partner to fle an expansion application with the NBA and its Board of Governors. | believe i's a reasonable request because in the attached Complaint the Plaintiff - United States of America asserts at {167 of the Complaint it believes that Signature Healthcare ". . . receives wrongfully over $100,000,000 in state and federal funds annually." The Complaint bolds and italicizes this quote, | ook forward to your response in the next 24'hours. 7. Lhave not received an Affidavit from Mr. Steier, nor have I received any communication of any kind, character or description from him as of the date of t announcement. 8 Lastly, my continuing legal research indicates that there is a very strong possibility that there are other existing cases of this nature involving other whistleblower allegations that have been filed against Signature Healthcare alleging False Claims under the federal false claims acts in other federal courts in the Nation and/or that there are other threats of such litigation. Furthermore, according to the Nashville case, there are portions of it, which are still being pursued by the whistleblowers that were fired by Signature Healthcare for refusing to violate the federal law regarding Medicare reimbursement payments. 9. Therefore, while a few of the reasons for my decision are personal in nature, the considerable majority of them are professional because the facts of the federal false claim fraud allegations are so utterly egregious, of such financial magnitude and appear to be continuing. a, Inmy opinion, this situation is so bizarre that it will severely damage any continuing, efforts the LLC would hope to undertake and will be highly-likely to disqualify any eventual NBA membership application by the Louisville Market Area as long as a high-ranking official associated with Signature Healthcare were a minority owner of the putative franc! 10. Lastly, on advice of counsel I assert that LBI&SG and its Board of Directors have breached my Consulting Agreement, the Subscription Agreement signed by each investor and the existing Operating Agreement of the LLC for many reasons including by refusing to provide me with the contact information for the investors in order to keep them apprised of the on-going business of the LLC (including the federal False Claim Act_admissions referenced above) and I specifically reserve all rights that I may have to assert any such claims, Consequently, | resign and reject any further financial payments from the LLC. I have no present intention of conducting further discussion about my reasons or the disputed assertions other than to conclude by saying that the conduct of my life for 77 years and my legal career for 52¥% years has been guided by the honesty instilled in my by my beloved parents, Marceline and J.R. Miller along with the thought-provoking words of Dr. Madison Sarratt, the former Vanderbilt Dean of Students, which are emblazoned on a bronze plaque at Vanderbilt --“Today I am going to give you two examinations, one in trigonometry and one in honesty. I hope you will pass them both, but if you must fail one, let it be trigonometry, for there are many good people in this world today who cannot pass an examination in trigonometry, but there are no good people in the world who cannot pass an examination in honesty.” In conclusion - to those who numerous folks who have supported my efforts since my friend John Y. Brown, Jr. and I endeavored to transfer the Buffalo Braves to Louisville in 1976-77 to the present ~ I thank you for your friendship, support and prayers over the years. From this day forward until our Lord decides my time has arrived to leave my city, my friends and my family, I go to my grave remembering the warmth of your individual and collective kindnesses ~ and how wholly unnecessary the decision I've been required to make would have been had more thought been given to the afore-noted federal criminal violations and their ramifications upon the corporate purpose of the LLC - ironically by person/s/ who loudly purport to be Christians and possess Christjgn values!!! Yours tru 30