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IN THE CIRCUIT COURT OF THE STATE OF OREGON

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FOR THE COLINTY OF MARION

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STATE OF OREGON,

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Plaintiff, CaseNo. 16CR53578 v.

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DECLARATION OF A¡IIYIE

LAIIAIE

MARTIN JAY SHAIN, Defendant.

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I, Annie Lallaie, declare:

1.

I am

a

Legal Assistant with the law firm ofBall Janik LLP, counsel for defendant

Martin Jay Shain.

2.

I have been a Legal Assistant for approximately 30 years, working on general and

complex litigation matters.

3.

I was asked to transcribe an audio recording provided by the State in this matter on or

about September 15,2016. My firm received the audio recording on a disk from the Oregon Department of Justice. The recording was in a file folder named "CRU Batch 69 Shain Pretext Call

090115

Bates 2595." The

-

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file name ofthe recording was

"Outjortland7036305529 09-01-2015 094724PM.wav."

4.

I transcribed the audio recording

any part of the recording,

I

as accurately as possible.

If I did not clearly

hear

inserted the word "[inaudible]" and I noted the minute and seconds

ma¡k where the inaudible portion of the recording occurred.

Page 1

- DECLARATION OFANNIE LAHAIE Ball Jânik

LLP

10882¡8 Porlônd, Orego¡ 9?204-12 I 9


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5.

Attached as Exhibit A is a true and correct copy ofmy transcription ofthe recording.

I hereby declare that the above statement is true to the best of my knowledge and beliel and that I understand it is made for use as evidence in court and is subject to penalty for perjury.

DATED this

30th day of

November, 2016.

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A¡,n',

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IALþ*>-

Annie LaFIaie 8

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- DECLARATION

OF ANNIE LAHAIE Ball Janik

LLP

10882t8 Portland, Oregon 9?204-12 19 Telephone 50ì 2:8 2525


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The hardest thing, I mean, the last couple months, you know I’m going through a divorce, lost my job, and you know, at this stressful time I’m trying to remember certain things that occurred on certain days, like, you know, they kept drilling in on to the letter that was written to Evan. Mmm hmmm … And, I mean, I think you helped me draft that letter, I believe. I’m trying to remember that … Well, yes, I mean we discussed it and then, yeah, I mean definitely we discussed it because, you know, it was very clear that, I mean ODOE wanted – you know, we had to take that step, right? So Mm hmmm. Um, yeah, I mean, I don’t know, the thing is is that, you know, I know that we had so many discussions. I mean, we talked all the time, that frequently, and Yeah. And unfortunately, you know, I wish that … well, whatever, it’s not realistic. I can’t remember. You know, there’s no way that I can remember 200 different conversations over 5 ½ years on, you know, 150 different specific topics. There’s no way. I’m not humanly capable of that, and, you know, if someone wants to call me a fool or irresponsible or whatever, you know, that’s fine. And I’ll suck that up. The reality is that pre-certification is designed so that you can push your project forward, expend time, energy, human resources, whatever funds you need to make them happen … but guess what? You don’t get anything from the State of anyone else unless you finish your project. The Department of Energy goes and looks at them and signs off on them and makes sure they’re working. Yeah. So, you know, I’m sorry the process was convoluted and challenging and extensive and years long and everything else. But the projects happened and they happened as good or better than anyone could have ever hoped for. And that’s what the final certification … No, no … hugely successful … Bob, no one has asked – no one cares, seemingly. No, I know. It all boils down to this stupid letter from RedCo and I’m trying to remember when …I’m pretty sure I got that letter in the mail around January sometime. You know what, I don’t remember the exact date. I don’t at all. What I remember is that I assembled a package of information, and by the way, I don’t know what’s in ODOE’s file, but … Well, I can tell you the only thing they have is the letter with my signature on it, and then Elias, and the RedCo letter from December 20th with attached invoice. That is the only thing … You know what – you know what? You know what? That’s bullshit. Bullshit? You know, what I’m telling you is, can you imagine the size of ODOE’s file after how many years of working on that with them? What should they have in their file? I mean, what did you provide them back in whenever …

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The hardest thing, I mean, the last couple months, you know I’m going through a divorce, lost my job, and you know, at this stressful time I’m trying to remember certain things that occurred on certain days, like, you know, they kept drilling in on to the letter that was written to Evan. Mmm hmmm … And, I mean, I think you helped me draft that letter, I believe. I’m trying to remember that … Well, yes, I mean we discussed it and then, yeah, I mean definitely we discussed it because, you know, it was very clear that, I mean ODOE wanted – you know, we had to take that step, right? So Mm hmmm. Um, yeah, I mean, I don’t know, the thing is is that, you know, I know that we had so many discussions. I mean, we talked all the time, that frequently, and Yeah. And unfortunately, you know, I wish that … well, whatever, it’s not realistic. I can’t remember. You know, there’s no way that I can remember 200 different conversations over 5 ½ years on, you know, 150 different specific topics. There’s no way. I’m not humanly capable of that, and, you know, if someone wants to call me a fool or irresponsible or whatever, you know, that’s fine. And I’ll suck that up. The reality is that pre-certification is designed so that you can push your project forward, expend time, energy, human resources, whatever funds you need to make them happen … but guess what? You don’t get anything from the State of anyone else unless you finish your project. The Department of Energy goes and looks at them and signs off on them and makes sure they’re working. Yeah. So, you know, I’m sorry the process was convoluted and challenging and extensive and years long and everything else. But the projects happened and they happened as good or better than anyone could have ever hoped for. And that’s what the final certification … No, no … hugely successful … Bob, no one has asked – no one cares, seemingly. No, I know. It all boils down to this stupid letter from RedCo and I’m trying to remember when …I’m pretty sure I got that letter in the mail around January sometime. You know what, I don’t remember the exact date. I don’t at all. What I remember is that I assembled a package of information, and by the way, I don’t know what’s in ODOE’s file, but … Well, I can tell you the only thing they have is the letter with my signature on it, and then Elias, and the RedCo letter from December 20th with attached invoice. That is the only thing … You know what – you know what? You know what? That’s bullshit. Bullshit? You know, what I’m telling you is, can you imagine the size of ODOE’s file after how many years of working on that with them? What should they have in their file? I mean, what did you provide them back in whenever …

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Bob, we went through, we went through – I don’t … countless conversations with them, and discussions, and meetings, and phone conversations, and they, they were totally up to speed on those projects. They were so familiar with the projects that they chose those projects to represent the positive impact, right? The economic impact of BETC and, hey, this is how good this can be. Do you think that the only information that they had was two pieces of paper and that’s what they made their decision on? Does that make sense? Ummm … Of course not. What … so, if they only have these two documents in their file, what else did you give them? I mean … Bob, Bob, you know what … they I can’t remember … The list – I’ll tell you, we had meeting over meeting over conversation over conversation, and I would update them. And you and I would talk, and I would update them. Those guys were up to speed on where the projects were at. Okay? They were telling us what we needed … when I came to that meeting, there’s the one day, and I only, I recollect a part of it, I remember them saying … I said, “What else do you need?” And they kind of went “Oh, this is fine, we’ll just take these.” You know, “Give me that and that …” So you just gave them … I only gave them what they told me they needed, and they literally And the RedCo letter? They literally – Bob, I don’t remember exactly. They wanted … and keep in mind, they were totally up to speed on the projects. There was not a beat of those projects that those guys were not informed with. Now, the question is, well, well, gee, uh, you know, did you update them in writing? I know – No, I didn’t! I’m not a writing kind of guy. I come in, I sit down, I go, “Hey, I want to update you on what’s going on with these. A, B, C, D, E … that’s where we’re at. You know, what do you think? You know, so then until we go in there and they did say look at, you know, bring me … there should have been a project like, uh, a project management report, because I believe, my best recollection is that they asked for that, they wanted, um, and they wanted, they said, “Bring evidence of … that there’s been construction on site.” And you know what, we had photographs, you know, of people on site. We had photographs, we had, let’s see, I think we had engineering documents, you know, that showed soils and showed solar system design. We had talked to the utilities. We had to do a whole overview of – remember all the metering stuff at Mmm hmmm At, um, you know, at Klamath Falls? We had looked at structural stuff with the University of Oregon. See, one of the things here that’s taken out of context is the projects that ended up being done versus the projects that were begun a long time ago – you know, under the original precert. Which we modified because it didn’t Exactly, exactly. And they were modified – they were amended with them – the rules as best as ODOE explained that to us. And I don’t think anyone has ever questioned that. But the problem is that people are looking back now with 20/20 hindsight rather than standing there on the ground at the University of Oregon looking at Moshofsky Center or Eastern or Western or,

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you know, Klamath Falls or any of these … and they’re forgetting that part of the construction process is all of this work that goes on along the lines and when, at the end of the day, you’re ready to go at University of Oregon and someone at the end of the day – when you’re ready to go and someone says “Wait, you can’t build this here because, you know, the donor’s not real comfortable with how that’s going to look.” You gave them pictures and engineering studies, and all that. Who’d you give them to, do you remember this? I mean, otherwise, you know, it’s just your word. Well, except, you know what, Bob? We have all of that stuff. Okay? You have all the documentation you sent to … Bob, what I have is all the information that we provided to ODOE over the years. Okay? I don’t have – I didn’t record conversations or, you know, I can’t – I don’t know what they left in their files or if – if they’re only showing, because I have no understanding, okay, if they only have one skinny little folder with two pieces of paper and they’re saying that they’ve relied upon that information to consider whether to extend those or not? I’m sorry, forgive me, but they are lying. So who would be lying? Would that be Evan or … who do you talk to … You know what, you know what, Bob. Evan is a kind, diligent person who works for other people there who make decisions from the top down. So, um, I will not and cannot assume if, if those files had been stripped out, and all the information from all of those meetings is, is not represented and they are saying that they purely relied upon two or three or four pieces of paper to make their decision to extend, I’m sorry, but … [inaudible 42.48] this stupid invoice, which … That, you know what? I’m sorry, Bob, but that’s bullshit. That is bullshit. Those guys … that Agency knew every step. Bob, they knew every step that we were taking. We reported to them constantly. Why the heck would they choose those projects for? [inaudible 42.20] To answer them, like, okay, why did you get this letter from RedCo and this invoice? I’m like, uhh, I don’t know. I remember getting it in the mail and you’re copied on it. Hey, Bob … Bob, how many responsibilities did you have at that time, without support? Uh, yeah, I … it damn near killed me. Yes, I know. Bob, I remember sitting with you and having you, bless your heart, tearing your hair out because there was no way you could keep up with the workload. There was no way. Okay? So, please, don’t … But now I’m being asked to explain this shit and I’m drawing a blank. Like they showed me this invoice that has all this stuff that came from RedCo that they purchased … Bob, you know what … But that couldn’t have happened. Bob, you know what … You know, I’m trying to explain it and I can’t. Bob. Hmm? Regardless of one or two pieces of paper, those projects and the work that was done on site makes up hundreds of pieces of paper and images. Okay? I will, and, ODOE was aware every step of the way what was happening on

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those projects, and if they’re not representing that, I will say under oath that they were well aware of those projects, and with all due respect, why would, why would an agency that has to select a picture perfect example of the positive impact of business energy tax credits in the State, why would they select a project that they had no knowledge of? Why would they do that? They’re not [Inaudible] and they did a case study They’re very smart people. So, you know what, I, I, they’re going to ask me I’m sure a million questions and … Well, I know the one question they’re going to ask you – Did RedCo do this work that’s on this invoice on this project? Bob – hold on one second. Bob, wait a second. I have a thing going off on my phone I’ve got to turn it off. Okay. Okay, I’m sorry. But the one question they keep asking me, did RedCo do this work on this invoice at all these different sites? You know what, first of all, I want to be very clear. The University System was not responsible for spending any money on the project. That was up to the selected developer and/or that developer’s predecessor and/or the predecessor’s predecessor. We went through five different developers … you know, this is [talking over each other 38.54] It was crazy. I know, but the issue is that everyone forgets. This was in the very nascent early days of solar, okay. There were not pathways of “Oh, this is how you do that.” You know that the PPAs and site licenses that we worked through with the AG’s office, okay? Those were some of the first ever done in the Northwest. Period. There were no models to follow. Okay? It was the same way for building projects. It was the same way for the utilities – utility had never done anything of this size. They’d done these little podunk, you know, 50kw, 20kw, maybe a 100kw. They’d never done anything this size that would never push up stations, that would push the voltage on distribution lines. This was – we were breaking ground cutting new pioneer space on every facet, okay? So, there was … [talking over each other 37:48] I know, that’s why we have all these crazy documents and trying different things, and Well, exactly. So, [talking over each other 37:40] It’s all coming down from this stupid letter from RedCo, or allegedly from RedCo, ‘cause the FBI is saying that, you know, this isn’t Ryan Davies’s signature. They analyzed it. And Ryan Davies is telling them “That’s not my signature. I didn’t sign that letter.” So where’d the letter come from, then, if not Ryan Davies? I mean, I … Bob. You know what? I cannot recollect the overflow of documents with the project. I mean that was, that was … But this is an important one. This is the one that … I get that. Except, you know what? You know what? If there were so many factors, that if the question is what’s the project – were these projects worked on? What’s their work on-site at these projects over the course of this two-year period or whatever, were there resources expended? Whether, you know, okay, so let’s put it this way. There could have been 50 different invoices or documents that showed travel and expense and effort put forth

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that all had a cost related to it. Okay, so, so what I find is curious is here is … somebody is saying that they relied on … if what you’re saying is accurate, you know, two or three pieces of paper to gauge whether to grant an extension of a pre-cert for these projects when that agency knew exactly all the work that had been done on those projects for years, and all of that work costs money. Every time a trip was made by a vendor, so okay, so, if the - hey, you know what? If the legislative intent says you had to have spent money on-site, there are many, many, many examples of that. And do you have documentation? Yes. Absolutely. Absolutely. And what I cannot understand other than a newspaper writer pointing to one piece of paper and an agency going, whoa whoa whoa … you know, we’re not culpable. This is all we got. And otherwise we have no comment. You know, I don’t know. What I do know is that, you know, there was years of effort and expense on those projects by several different entities. There were vendors, there was the utility. There was – gosh knows the resources on each campus. How much time did Brandon or Dave Epsom spend, you know walking sites and talking about all this, and you, and I mean the AG working on contracts and hiring outside counsel to help … I’m glad you have all that documentation because I got nothing. Well, you know what? You know what? We do. And all of that adds up to the purpose of a pre-cert is to tell you that you may move forward and invest in these projects knowing that if you build them properly under the knowledge of the administrative authority, which is ODOE, you may then file for a final certificate if the agency is happy and believes that you built the projects to or beyond specification and they are operating, then they will approve and not until that point is one dollar of a tax credit offered. Period. All they have to say is, you know what? You didn’t do what you were supposed to do. You didn’t build these projects. The taxpayer didn’t get what we were supposed to make sure they were going to get. But in this case, dammit, they did. They did. Every one of those projects was constructed and beautifully done. And so, I’m sorry, but that’s what a precert and a final certificate is for. To protect the taxpayer and to allow the developers and the engineers and the utilities, and everyone that works on these projects along the way is what allows them to do their job, because if you didn’t know that at the end of the project, if everyone did their job, that there would be a financial incentive to help make that project economically viable, then nobody would do anything. That was the purpose of a pre-cert and a final cert. Period. So, I’m sorry, I’m sorry, I cannot, I cannot allow this to be distilled down to one or two pieces of paper that God knows out of hundreds, maybe even thousands of pages, is all that someone puts on the table and they’re asking me to, you know, well, what, you need to know everything there is about this. You know, I’m sorry. I dealt with thousands and hundreds of pieces of papers over years and years. Do you have documentation other than this invoice that says that work was done – I mean, whatever the rules were at the time, even though they changed Bob, Bob … Bob, I will tell you and I also want to offer a caution. I want to be careful that … we probably shouldn’t be talking. I mean if I asked my attorney if I should talk to you about this, they’d probably say I – you probably shouldn’t. Okay.

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I’m going to say, because I know how damn hard you worked and I know how hard we worked and I know how hard so many other people worked on this. We can show, not just days and months or weeks, we can show years of on-site work that had to be done for these projects to be constructed. It’s part of the construction process. And we had moving targets and politics in administration and this cannot be distilled down to … Okay … hopefully the DOE folks will corroborate all the stuff that you submitted and say, yeah, okay, yeah you submitted that stuff. We just can’t find it. You know what, you know what, Bob? Hmm. They may or may not. Yeah. They will do what serves their purpose at this point in time right now. Mmm hmm. You know, I’m sure they are under tremendous pressure to not take responsibility even though they were the administrative authority and … You’re the easy one to blame. I mean, they’re telling me you got paid two and a half million dollars or something … from For five years of work of my entire staff – totally at our expense. Let’s be very clear about this. Yeah. All travel. All engineering. All … you know, how many hours do you think everyone in my company put into that over five years. How much money does Honeywell or, you know, Ameresco, or Johnson Controls, how much money did they invest in escrow projects to upgrade a building and/or engineer something to be paid for performance. That is a model that is typical for our industry and guess what? We were lucky to survive. We didn’t make shit. I’ve paid myself a dollar an hour, if I look at it. Yeah. I wish I was paid what a State employee was paid. You know, all they want to look at is, “Oh, my goodness! Look how much money they were paid.” Yeah, for five – five and a half years of work. For my entire company. Mmm hmm. You know, and guess what? There’s health care costs, there’s travel costs. Who paid for my gas? Who paid for my air fare? Who paid for the geotechnical and the structural engineers? Who paid for the hours and hours of time – the nights and the weekends? Everyone forgets that. They got their project. They’re built to specs. They operate. They’re perfect. No one gives a shit. They’re trying to find a fall guy and it makes me sick to my stomach. I, I know. I know. And I know you feel the same way. And you know what, goddammit, goddammit, if, I’ll probably just die of a fucking heart attack because these guys … everything wants to sit on my back. We made it happen. We did exactly what we were supposed to do. They can ask me whatever they want and I will never say anything but I bled over those projects. I made sure that they worked and they worked for the benefit of the schools. I know. I know. [inaudible 27:14] get stuff done. But um, [talking over each other]

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You know, I hope, Bob, I hope, Bob that they are listening to this conversation. Shame on me for having this conversation. I hope they’re listening because we did everything we were supposed to do and everything we were asked to do by the administrative authorities. And if they deny that, shame on them. Shame on them. Take responsibility for the authority you were given by the State. Yeah. You know, I’m sorry, but this is, this is just … if this is the way it’s gonna go, it’s a witch hunt. You know what they’re doing – they’re looking at now you’ve got two and a half million and they have false docs here saying that work was done. I mean, they’re putting two and two together and it points, you know, to you. You know, they’re asking did Martin write this RedCo letter, you know, and why would RedCo write this letter? And, you know what, they can ask anything they want. Number one, I cannot track every single document. What I know about RedCo is that it shockingly went out of business over the period of about a week for internal issues. I remember very well the call I got that told me it was happening. And I have no idea what the motivations were. Okay? As far as that goes. What I do know is that we worked for five years, okay? And if all they’re looking at is the final paycheck that we were paid when those projects were actually built, what they really need to look at is did those projects get built to specification and are they producing what they were supposed to produce? Were they so good that the administrative authority said “Wow, these are great! We’re going to offer these the final certificate.” Because the administrative authority had every right to say no. We’re not happy with these. They don’t do what they’re supposed to do. So, so if that’s the case, why didn’t they do that? That’s what a final cert is for. Nothing happens – nothing happens unless the administrative authority says that it looks great. We agree. It looks great. You know, I didn’t authorize those tax credits – they did. I know, I know. The pre-cert – the pre-cert – let me just point out that the pre-cert is – all that is is an opportunity for the developers to continue spending money up front to build the projects with the confidence that they will build them so well that the administrative authority will agree at the end of the day – at the end of the process that they were done properly and they’re performing perfectly. You know, I’m sorry … Their point is, that the rules changed and put all that in jeopardy and so they’re making accusations that …this letter was fabricated to keep it going. You know what, you know what? That letter was, whatever that was in the whole process, there is so much, so much proof and evidence of the work that was done over the years to build those projects, that is one onethousandth of the actual effort and evidence that there was work done onsite on those projects. So then [talking over each other 22:50] where was the other stuff that there so much evidence for the other stuff, why did you need the RedCo letter? I mean, that doesn’t make sense. I sat across the table from Evan and, I believe, Anthony. I don’t remember exactly, and I remember saying we have lots of information – what all do you need? And they said these are fine, and they pulled two or three pieces

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of paper off the table and they said “Great. We’ll have these done next week or the week after” or whatever it was. I don’t recall, to be candid with you. What I do know is that, is that they said, and I will swear this on the Bible, I asked them what all do they need? Do they want anything else? We have, we have photographs, we have documents, you know, what do they want? And they said “These are fine.” And that was it. Yeah. And, frankly, frankly, I never thought anything else about it. Yeah. When I went into, when I went into that meeting, Bob, Bob, when I went into that meeting, it was a foregone conclusion. They knew those projects inside and out. They knew that there had been work on those projects. I know. I know. Okay, so I’m just saying … You have to explain the RedCo letter, I mean, so they … You know what, you know what? I can’t. Bob, I don’t know what to say. I can’t. Did you ask them to send this letter to me? Saying, “Hey, we need an extension?” You know? Bob, I’m sorry. I don’t remember. I don’t recall the exact scenario. I just … I don’t. It was three or four years ago now, or whatever it was. Mmm hmm. I don’t remember the exact scenario. All I remember was how many times I was in those offices talking to senior level people there, updating them on the projects, and asking them, “Okay, you know, this … we’re having challenges here. What do we need to do?” You know, so, I mean, I took, I took direction from the administrative authority because that’s what I thought was the right thing to do. You know, they made the decisions on things. Yeah. And, you know, come on. I can read those rules inside and out, and God knows I looked at them over the years. But they changed every month, or two, or three. We had temporary rules, and revised rules, and amended rules, and permanent rules, and rules hearings. And, basically, I mean, as far as I was concerned, the only prudent thing to do was to ask the people who administrated the rules, what we needed to do. What’s required, what do we need to do? Here’s the projects, here’s what’s going on. They were totally up to speed and, so, you know what, if they want to make it all about one or two pieces of paper when there’s probably hundreds, never mind all the photographs on-site of work being done, you know, I, I can’t, I can’t fix that. I don’t know what to say. You know, that’s like putting, you know, “Oh, hey, Bob, here’s a letter from a vendor on building 101 at Western Oregon University in 2011 for, you know, some molding that was put up. Here’s the invoice – you remember this, right?” Well, uh, no, I don’t recollect every single thing. And you know what, they can say, “Well, you know, you had all the motivation. You got paid a fortune.” I didn’t get paid a fortune. I got paid a sustenance, a sustenance when you look at the hours that were put in, and that was no special deal, believe me. You know, it was, it turned out to be a nightmare. And now it’s really a nightmare because now, even though the projects got built …

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Simonton Shain

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I mean, they’re probably going to come back and talk to me again, you know, like Groundhog Day, or something. Um, you know, what do I tell them about this stupid invoice and the dumb RedCo letter? I got nothing. You know, you know … we are going to, I’m sure at some point, you know, we’re going to be asked to present, you know, our case and support it. And, um, we’ll answer any questions that are posed to us. We’ll provide everything we possibly have and can and they will see the tremendous amount of work and costs that went into these projects. And if there’s a question of was ODOE aware of that effort along the way, you know, I believe that we can show that they were aware. You know, it may have been through meetings and discussions and phone calls or, or, I mean, whether they had any other documents … I know that they did. They had other things. We looked at other things. But, you know, if that’s all they’re showing, then someone is trying to play CYA. Oh. And, I’m sorry, but at the end of the day they’re fabulous projects. They do what they were supposed to do and every taxpayer dollar was properly spent as intended and as the administrative authority said it had to be before one dollar, one dollar tax credit was permitted. So if there’s a question of, you know, legality or using tax credit dollars that shouldn’t have been allowed, that is absolutely not true. Those people, they could have made that decision anywhere along that line and said that we hadn’t done enough work or we didn’t build these projects, or they weren’t operating, but that’s just not true. That is, that is – excuse me but is there any better evidence than walking, stepping on the Klamath Falls or OSU or any of the other sites and looking at those systems operate – is there a better piece of evidence? Excuse me. Yeah. You know, so, again, Bob, I know that we have a tremendous amount of information that we can show that shows as hard evidence all of the work and the costs that went into this for, certainly for us and it certainly shows other parties involved and, again, if ODOE is for whatever the reason is disavowing that they have any knowledge of these projects other than two or three pieces of paper, and that’s all they have in their files … Why would they keep these two pieces of paper and not the other stuff you gave them? You know what? Well, someone brought it to my attention that there is a senior manager at ODOE right now who was the subject of an Oregonian article last week. And now, right now, I was just made aware that, you know, ODOE is being called out for trying to change, amend rules to potentially protect themselves from stuff that they’ve already approved. And now they want to remove any shadow of doubt by amending rules. Okay, so, I don’t know … Is DOE, are they culpable for these false documents? I mean, once they received them, is it their responsibility? I mean, is it going to come back … That is, you know what, that is an interesting question. What I know, Bob, is that they were fully apprised of the projects. We gave them … we offered them everything that they asked for and much more, and they slid two or three pieces off the table and said “This is great, this is fine. We know, we’re familiar with the projects and your efforts. We know the works’ been

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done.” And that was that. That was that. So, and, again, I will, I will gladly stand there with a Bible under my hand and testify to that because that is what happened. Do I remember and recall every single event and discussion that went on over years prior to that representing … go ahead and do the math, you know, 102 different steps to do a project times 14 different project sites times five different vendors across how many years? How many variables is that that I’m supposed to recollect every conversation and everything that referenced all of those events? There’s no way. Well, let me, let me tell you after seven hours it gets even harder. I’m sorry – say that again. After seven hours of being grilled, it gets harder, I mean, it’s harder to remember stuff. You know, under [inaudible 12:05] I am sure it does. And I’m sure that if they took you through that, it will probably kill me. You know, who knows. Maybe I’ll be under the harsh light for five days, I don’t know. And I’m, I’m, of course, I’m so angry and frustrated and sad and scared. I’m sure everything that you feel, you know, and, uh, Bob, at the end of the day, you know what, I’ve got my children and I’ve got my wife and, um, my family, and, you know … okay, if they decide that … and ODOE has made a decision that, you know, that guy, he’s gonna be the bad guy here. Never mind anything else. Never mind the intent of a pre-cert and the ability for the administrative agency to deny that one dollar of a tax credit ever gets offered and for projects that were all built, okay, you tell me where the State and the taxpayers didn’t get what they were supposed to get and more. Those schools have some of the cheapest power in the United States of America, and they will for a long time because of what you demanded, what you said needed to be seen and done, and what we took it upon ourselves to try and make happen with you. And now, and now with a governor going down and his, his live-in companion being called out, and every agency under scrutiny, they’ve decided that someone is going to hang for this. And, you know, that guy – he looks pretty good! He got paid for that. Yes, I did, I got paid for five years of work for my entire company and we didn’t make squat. So, Umm, yeah, I know man And Bob, you know what, if that’s the way it is … [inaudible 9:32] Yeah, I know. I know. And I’m so sorry that I’m so emotional over this, but It’s okay, it’s okay, man. You know, these guys are gonna try and ruin my life because all I did was the right stuff for five years. I know, I know. I can’t believe it. How did this happen? I don’t know. Christ almighty. It boils down to this letter … What, what .. okay, but … You need to tell me, Martin, did you have anything to do with creating this letter? NO. NO. NO. And we have so much information to show all of the work and the costs that was expended. Never mind the fucking letter. That’s one piece of paper out of hundreds that they could have pulled off the table. And, you know, I couldn’t recollect exactly where every document outside of those documents came. So, and you know what, that’s just the way it is.

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Simonton Shain

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I’m sorry. I’m an old man, with thousands of facets and I’m supposed to recall it all. Working in a tiny company without any help. Ha. Yeah. So, okay. It looks like I’m gonna be in for more grilling tomorrow. Oh, I thought you said that we were – that you thought that it was done at this point. Uh, I don’t think it will ever be done. It just seems to keep going on. It’s like, you know, a nightmare that doesn’t end. Well, you know what, I, I just … I just don’t know what to say any more. Well, you know what, it’s – there – if the question is was there cost expended in the construction of those projects over the course of time from 2009, 2010, 2011 – absolutely, and we can show that. We can show that in spades. And you can pick any one of those receipts or invoices or representations by a geotech person or a structural engineer or a solar engineer or, you know, utility efforts and substation efforts. You know, pick one, I don’t care. Mmm hmm. Pick one. All that did – any of that – all that did was say that well, of course ODOE allowed the pre-cert. They knew intimately the work that was done on those projects. Intimately. And even then, and even then, Bob, a precert means nothing. All a pre-cert means is that you have the privilege to spend more money and time and resources so that you can then present at the end of the day to the administrative authority and ask them if they’ll approve your project as properly built and then if that’s all true, then you get a tax credit. Mmm hmm. So, I guess I don’t understand. Yeah. I mean, they kept coming back to this invoice and saying “Well, it’s false.” You know, it was fraudulent and, you know, what explanation do I give them, you know? [inaudible 5:26] Bob, you know what, I, of course, you know, I know they’re going to ask you to same thing and, you know, I can’t answer the question, either, okay? Okay. Okay. All right. And what I can do is everything that my company did and all the direct interaction that my company had, we have information, tangible documentation of all of those site visits and all of that work and photographs of it. You know, so what I’m directly responsible for, I can show them because we’ve got it. Okay? I cannot take responsibility for one document out of hundreds that is just that – it’s one of hundreds of expenses that were involved in these projects over years. So, you know, I guess I just … I don’t understand … I guess at the end of the day, why isn’t … why don’t they care that the projects were constructed exactly the way they … better than they were supposed to. I just don’t understand why … that not one penny was given until that was done and approved. So I, I can’t. I don’t know, I know I’m just spinning my wheels because I’m just so upset and I know you are, too, but, you know what, I’m just gonna … Bob, I gotta stand, I have to stand by, I have to stand by what I know to be fact. There was so much effort and money spent on those projects and ODOE knew every damn step of it. And if they are not representing that and are standing there in the cold light of day and saying that they knew nothing about these projects except

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for this handful of documents, two or three pieces of paper that were provided and that, and they weren’t offered anything else, all I can is shame on them. Shame on them for not taking the responsibility of knowing how great those projects were at the end of the day and how much effort went into those from day one. From day one. That’s … I don’t … that’s it. I just, I have no more energy, no more heart, no more soul to put into this. It’s bled me dry. I can’t eat, I can’t sleep. They’ve ruined my career. They’ve ruined everything. Oh, I’m … All we did was our job. I know. All we did was our job. You did your job. Brandon Trulstad did his job. Dave Epsom did his job. The vendors did their job. The projects got built. And they perform beautifully. And they [talking over each other 1:33] And this is all over this stupid invoice. You know, it’s heartbreaking. Well, I … Well, I’m just fried. I gotta get something to eat. I’ve just, I mean … Yeah, go, go. I’ll give you a call tomorrow after around 3. And let you know how it went. Okay, I will be, I will be – I know I’ll be in a meeting until tomorrow evening. Probably around 5 or 6 pm. And, you know, you know, Bob I’m saying a prayer that you’re going to be okay and that’s from my heart. I know how hard you worked on these things and I hope you’re gonna be okay, and I hope I’m gonna be okay. I hope so, too, Martin. God, it’s just everything’s been taken out of context. I just don’t understand. Hang in there, Martin I’m sorry – I’m so sorry. It’s okay, man, we’ll get through this. I’m sorry, I’m sorry. It’s okay. I’ll talk to you later, Bob, I’ll talk to you later. I’ll call you tomorrow and just check up on you, okay? Okay. Okay. Good-bye, Martin, night-night. Bye.

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Transcript of call  
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