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FILED
2/15/2023 4:45 PM
FELICIA PITRE
DISTRICT CLERK
DALLAS CO., TEXAS
Brandon Keys DEPUTY
CAUSE NO. DC-21-11406
MILTON 635 GRAVOIS ROAD LLC IN THE DISTRICT COURT
§§§§§§§§§§§§§§§
635 GRAVOIS ROAD LEASING LLC,
and 635 GRAVOIS ROAD REAL
ESTATE, LLC
Plainttffs,
v. 44TH JUDICIAL DISTRICT
TRT HOLDINGS, INC.,
RBR REAT. ESTATE HOLDINGS,
LLC, BRIAN ZELMAN, and
ADAM ZEITSIFF
Defendant. DALLAS COUNTY, TEXAS
NON-PARTY KPMG LLP’S OBJECTIONS AND RESPONSES TO
PLAINTIFFS’ SUBPOENA DUCES TECUM
TO: Plaintiffs Milton 635 Garvois Road LLC, 635 Gravois Road Leasing LLC, and 635 Gravois
Road Real Estate LLC, by and through its attorneys of record, Robert N. LeMay, Jaime M.
DeWees, KANE RUSSELL COLEMAN LOGAN PC, 901 Main St., Ste. 5200; Dallas, TX
75202.
Non-party KPMG LLP (“KPMG”) hereby submits its Objections and Responses to
Plaintiffs Milton 635 Gravois Road LLC, 635 Gravois Road Leasing LLC, and 635 Gravois Road
Real Estate LLC’s Subpoena to Produce Documents, dated January l7, 2023 (the “Subpoena”).
Dated: February 15, 2023
Respectfully submitted,
FOLEY & LARNDER LLP
By: /s/ Vi T. Tran
Todd A. MuITay
Texas Bar No. 00794350
2021 McKinney Avenue, Suite 1600
Dallas, Texas 75201
Telephone: (214) 999-4862
E-mail: tmurray@foley.com
Vi T. Tran
Texas Bar No. 24093274
1000 Louisiana, Suite 2000
Houston, Texas 77002
E-mail: vtran@foley.com
ATTORNEYS FOR NON-PARTY
WITNESS, KPMG LLP
CERTIFICATE OF SERVICE
I hereby certify that a true and correct copy of the foregoing was served on the following
counsel of record on February 15, 2023:
Robert N. LeMay Elliot Strader
Jaime M. DeWees Xakerma Henderson
KANE RUSSELL COLEMAN LOGAN PC AKERMAN LLP
901 Main St., Ste. 5200 2001 Ross Avenue, Suite 3600
Dallas, Texas 75202 Dallas, TX 75201
Telephone: 214.777.4200 elliot.strader@akerman.com
Facsimile: 214.777.4299 xakema.henderson@akerman.com
rlemay@krcl.com
jdewees@krcl.com
/s/ Vi T. Tran
Vi T. Tran
OBJECTIONS AND REPONSES T0 REQUESTS FOR PRODUCTION
KPMG objects to this subpoena because it does not comply with the 10-day notice
requirement under TEX. R. CIV. P. 205.3. Subject to and without waiving the foregoing objection,
KPMG responds to each request as follows:
REQUEST NO. 1: Any and all documents and/or communications relating to, reflecting
or evidencing the date that the Consolidated Financial Statements, With Independent Auditors'
Report Thereon, of Gold’s Gym and its subsidiaries as of December 31, 2018, was completed and
delivered to Gold’s Gym.
OBJECTION: KPMG objects to this request as worded (“any and all” and “relating to”) because
it is ambiguous, overbroad, and fails to describe with reasonable particularity what information is
sought. KPMG objects to this request as overbroad and unduly burdensome to the extent that this
request seeks information that can be obtained from some other source that is more convenient,
less burdensome, or less expensive. TEX. R. CIV. P. 192.4(a).
RESPONSE: Subject to and without waiving the foregoing objections, KPMG will produce the
transmittal email reflecting the date in which it sent the December 31, 2018 and 2017 Consolidated
Financial Statements (with Independent Auditors’ Report Thereon) for Gold’s Gym International,
Inc. and its subsidiaries, and CGI Holdings, LLC and its subsidiaries.
REQUEST NO. 2: Any and all documents and/or communications relating to, reflecting
or evidencing to whom (person[s]) at Gold's Gym the Consolidated Financial Statements, With
Independent Auditors' Report Thereon, of Gold's Gym and its subsidiaries as of December 31,
2018, was delivered to.
OBJECTION: KPMG objects to this request as worded (“any and all” and “relating to”) because
it is ambiguous, overbroad, and fails to describe with reasonable particularity what information is
sought. KPMG objects to this request as overbroad and unduly burdensome to the extent that this
request seeks information that can be obtained from some other source that is more convenient,
less burdensome, or less expensive. TEX. R. CIV. P. 192.4(a).
RESPONSE: Subject to and without waiving the foregoing objections, KPMG will produce the
transmittal email from KPMG attaching the December 31, 2018 and 2017 Consolidated Financial
Statements (with Independent Auditors’ Report Thereon) for Gold’s Gym International, Inc. and
its subsidiaries, and CGI Holdings, LLC and its subsidiaries.
4863-0601 -6334
Automated Certificate of eService
This automated certificate of service was created by the efiling system.
The filer served this document via email generated by the efiling system
on the date and to the persons listed below. The rules governing
certificates of service have not changed. Filers must still provide a
certificate of service that complies with all applicable rules.
Envelope ID: 72809210
Status as of 2/17/2023 8:35 AM CST
Associated Case Party: MILTON 635 GRAVOIS ROAD LLC
Name BarNumber Email TimestampSubmitted Status
Robert LeMay rlemay@krcl.com 2/15/2023 4:45:01 PM SENT
Jaime DeWees jdewees@krcl.com 2/15/2023 4:45:01 PM SENT
Case Contacts
Name BarNumber Email TimestampSubmitted Status
Teresa Rowe trowe@krcl.com 2/15/2023 4:45:01 PM SENT
Connie Nims cnims@krcl.com 2/15/2023 4:45:01 PM SENT
Bree Kimball BKimball@krcl.com 2/15/2023 4:45:01 PM SENT
Associated Case Party: TRT HOLDINGS, INC.
Name BarNumber Email TimestampSubmitted Status
Elliot Strader elliot.strader@akerman.com 2/15/2023 4:45:01 PM SENT
Xakema Henderson xakema.henderson@akerman.com 2/15/2023 4:45:01 PM SENT
Preview
FILED 2/15/2023 4:45 PM FELICIA PITRE DISTRICT CLERK DALLAS CO., TEXAS Brandon Keys DEPUTY CAUSE NO. DC-21-11406 MILTON 635 GRAVOIS ROAD LLC IN THE DISTRICT COURT §§§§§§§§§§§§§§§ 635 GRAVOIS ROAD LEASING LLC, and 635 GRAVOIS ROAD REAL ESTATE, LLC Plainttffs, v. 44TH JUDICIAL DISTRICT TRT HOLDINGS, INC., RBR REAT. ESTATE HOLDINGS, LLC, BRIAN ZELMAN, and ADAM ZEITSIFF Defendant. DALLAS COUNTY, TEXAS NON-PARTY KPMG LLP’S OBJECTIONS AND RESPONSES TO PLAINTIFFS’ SUBPOENA DUCES TECUM TO: Plaintiffs Milton 635 Garvois Road LLC, 635 Gravois Road Leasing LLC, and 635 Gravois Road Real Estate LLC, by and through its attorneys of record, Robert N. LeMay, Jaime M. DeWees, KANE RUSSELL COLEMAN LOGAN PC, 901 Main St., Ste. 5200; Dallas, TX 75202. Non-party KPMG LLP (“KPMG”) hereby submits its Objections and Responses to Plaintiffs Milton 635 Gravois Road LLC, 635 Gravois Road Leasing LLC, and 635 Gravois Road Real Estate LLC’s Subpoena to Produce Documents, dated January l7, 2023 (the “Subpoena”). Dated: February 15, 2023 Respectfully submitted, FOLEY & LARNDER LLP By: /s/ Vi T. Tran Todd A. MuITay Texas Bar No. 00794350 2021 McKinney Avenue, Suite 1600 Dallas, Texas 75201 Telephone: (214) 999-4862 E-mail: tmurray@foley.com Vi T. Tran Texas Bar No. 24093274 1000 Louisiana, Suite 2000 Houston, Texas 77002 E-mail: vtran@foley.com ATTORNEYS FOR NON-PARTY WITNESS, KPMG LLP CERTIFICATE OF SERVICE I hereby certify that a true and correct copy of the foregoing was served on the following counsel of record on February 15, 2023: Robert N. LeMay Elliot Strader Jaime M. DeWees Xakerma Henderson KANE RUSSELL COLEMAN LOGAN PC AKERMAN LLP 901 Main St., Ste. 5200 2001 Ross Avenue, Suite 3600 Dallas, Texas 75202 Dallas, TX 75201 Telephone: 214.777.4200 elliot.strader@akerman.com Facsimile: 214.777.4299 xakema.henderson@akerman.com rlemay@krcl.com jdewees@krcl.com /s/ Vi T. Tran Vi T. Tran OBJECTIONS AND REPONSES T0 REQUESTS FOR PRODUCTION KPMG objects to this subpoena because it does not comply with the 10-day notice requirement under TEX. R. CIV. P. 205.3. Subject to and without waiving the foregoing objection, KPMG responds to each request as follows: REQUEST NO. 1: Any and all documents and/or communications relating to, reflecting or evidencing the date that the Consolidated Financial Statements, With Independent Auditors' Report Thereon, of Gold’s Gym and its subsidiaries as of December 31, 2018, was completed and delivered to Gold’s Gym. OBJECTION: KPMG objects to this request as worded (“any and all” and “relating to”) because it is ambiguous, overbroad, and fails to describe with reasonable particularity what information is sought. KPMG objects to this request as overbroad and unduly burdensome to the extent that this request seeks information that can be obtained from some other source that is more convenient, less burdensome, or less expensive. TEX. R. CIV. P. 192.4(a). RESPONSE: Subject to and without waiving the foregoing objections, KPMG will produce the transmittal email reflecting the date in which it sent the December 31, 2018 and 2017 Consolidated Financial Statements (with Independent Auditors’ Report Thereon) for Gold’s Gym International, Inc. and its subsidiaries, and CGI Holdings, LLC and its subsidiaries. REQUEST NO. 2: Any and all documents and/or communications relating to, reflecting or evidencing to whom (person[s]) at Gold's Gym the Consolidated Financial Statements, With Independent Auditors' Report Thereon, of Gold's Gym and its subsidiaries as of December 31, 2018, was delivered to. OBJECTION: KPMG objects to this request as worded (“any and all” and “relating to”) because it is ambiguous, overbroad, and fails to describe with reasonable particularity what information is sought. KPMG objects to this request as overbroad and unduly burdensome to the extent that this request seeks information that can be obtained from some other source that is more convenient, less burdensome, or less expensive. TEX. R. CIV. P. 192.4(a). RESPONSE: Subject to and without waiving the foregoing objections, KPMG will produce the transmittal email from KPMG attaching the December 31, 2018 and 2017 Consolidated Financial Statements (with Independent Auditors’ Report Thereon) for Gold’s Gym International, Inc. and its subsidiaries, and CGI Holdings, LLC and its subsidiaries. 4863-0601 -6334 Automated Certificate of eService This automated certificate of service was created by the efiling system. The filer served this document via email generated by the efiling system on the date and to the persons listed below. The rules governing certificates of service have not changed. Filers must still provide a certificate of service that complies with all applicable rules. Envelope ID: 72809210 Status as of 2/17/2023 8:35 AM CST Associated Case Party: MILTON 635 GRAVOIS ROAD LLC Name BarNumber Email TimestampSubmitted Status Robert LeMay rlemay@krcl.com 2/15/2023 4:45:01 PM SENT Jaime DeWees jdewees@krcl.com 2/15/2023 4:45:01 PM SENT Case Contacts Name BarNumber Email TimestampSubmitted Status Teresa Rowe trowe@krcl.com 2/15/2023 4:45:01 PM SENT Connie Nims cnims@krcl.com 2/15/2023 4:45:01 PM SENT Bree Kimball BKimball@krcl.com 2/15/2023 4:45:01 PM SENT Associated Case Party: TRT HOLDINGS, INC. Name BarNumber Email TimestampSubmitted Status Elliot Strader elliot.strader@akerman.com 2/15/2023 4:45:01 PM SENT Xakema Henderson xakema.henderson@akerman.com 2/15/2023 4:45:01 PM SENT