Legacy Cares: Mesa Sports Park Chapter 11 and $284M Bond Fraud

Legacy Cares, Inc., the Arizona non-profit that built and owned the 320-acre Legacy Park sports and entertainment complex in Mesa, filed chapter 11 on May 1, 2023 in the U.S. Bankruptcy Court for the District of Arizona under lead case number 2:23-bk-02832-DPC. The case landed before Judge Daniel P. Collins as a freefall filing aimed at a § 363 sale of substantially all assets, with UMB Bank, N.A. acting as both prepetition indenture trustee and postpetition DIP lender for the bondholders that financed the project through the Arizona Industrial Development Authority.

The case was a municipal-bond restructuring routed through chapter 11. Roughly $301 million of prepetition revenue bonds defaulted in August 2022, the project missed its 2022 revenue budget by more than $70 million, and an initial October 2023 auction produced no qualified bids. After exclusivity was granted to AZ Athletic Associates LLC, the park sold for $25.8 million in December 2023, mechanic's lien holders absorbed roughly $19 million of the proceeds, and Judge Collins confirmed a debtor- and committee-sponsored Combined Plan of Liquidation on June 21, 2024. A separate post-confirmation track produced SEC and federal criminal charges in April 2025 against the Legacy Sports principals and a fraud consultant tied to the underlying $284 million bond offering.

Debtor	Legacy Cares, Inc.
Court	U.S. Bankruptcy Court, District of Arizona
Case Number	2:23-bk-02832
Petition Date	May 1, 2023
Plan Type	Combined Disclosure Statement and Plan of Liquidation
Confirmation Date	June 21, 2024
Judge	Hon. Daniel P. Collins
Claims Agent	Epiq Corporate Restructuring, LLC
DIP Facility	Up to $9.0 million from UMB Bank, N.A. (as indenture trustee); 12% per annum (14% default); maturity September 30, 2023

From Bell Bank Park to a $70 Million Revenue Miss

Legacy Cares, Inc. is an Arizona non-profit that owned and operated Legacy Park, formerly branded Bell Bank Park, in Mesa. According to the Omnibus Declaration of CEO Douglas Moss, the 320-acre complex contained baseball, basketball, soccer, volleyball, and pickleball facilities, a 3,000-seat outdoor stadium, a 2,800-seat indoor arena, and food and beverage operations. The park opened in January and February 2022, roughly sixteen months before the chapter 11 filing.

Revenue came from usage fees, sponsorships, and food and beverage. The original 2022 revenue budget was $98 million; actual 2022 revenue was $27.7 million, a shortfall of more than $70 million that left the project unable to service the underlying revenue bonds. Moss attributed the miss to event cancellations, ticketing-system delays, an inability to ramp programming, and weak food and beverage execution, layered on top of pandemic-era construction delays, supply chain disruption, labor shortages, and wi-fi and cellular service failures.

Operations were not run by the Debtor directly. Legacy Sports USA, LLC, owned by Randy Miller, served as the initial park manager from opening through March 28, 2023, when the management agreement was mutually terminated after Legacy Sports failed to refinance or restructure the bond debt. Elite Sports Group, LLC — owned by Miller's son — became the replacement manager. Workers staffing day-to-day park operations were employees of the third-party manager, not of Legacy Cares.

By the petition date, the litigation overhang on top of the missed budget included approximately 21 mechanic's lien foreclosure lawsuits filed by trade contractors with liens totaling roughly $37 million in face amount, an arbitration award held by Icing Investment Holdings, LLC, and an Insight Investments, LLC lawsuit seeking more than $20 million in damages. Legacy Cares had defaulted on bond interest payments on August 1, 2022, and as of the filing the aggregate amount owed under the prepetition loans was approximately $310,279,959.84.

Arizona Industrial Development Authority Bonds and UMB as Trustee

Legacy Cares had no conventional corporate debt. The funded debt stack was entirely municipal revenue bonds issued through the Arizona Industrial Development Authority, with UMB Bank, N.A. acting as indenture trustee for bondholders.

Series	Indenture	Principal Amount
2020A	Original Indenture (Aug. 1, 2020)	$212,960,000
2020B	Original Indenture (Aug. 1, 2020)	$6,810,000
2020C	Original Indenture (Aug. 1, 2020)	$31,000,000
2021A	First Supplemental Indenture (June 1, 2021)	$32,425,000
2021B	First Supplemental Indenture (June 1, 2021)	$575,000
Total		$283,770,000

Counting accrued interest and other obligations, the aggregate prepetition bond exposure reached roughly $301 million in principal and interest, and the first-day declaration reported approximately $310.3 million owed under all prepetition loans. The bond obligations were secured by a first-position lien on the Debtor's leasehold interest in the park, the structures and improvements, park revenues, and personal property. In the months before filing, UMB also obtained a Security Agreement (April 14, 2023), a Deposit Accounts Security Agreement, and Deposit Account Control Agreements covering non-real estate collateral.

The park itself sat on land owned by Pacific Proving, LLC under a Ground Lease. Any third-party buyer would have to assume the ground lease, replace it, or negotiate fresh terms with Pacific Proving, and Pacific Proving ultimately contributed $6,042,000 to the proceeds pool under the November 2023 Memorandum of Understanding.

DIP Financing, Priming Liens, and Trade-Creditor Pushback

On the petition date, the Debtor sought superpriority priming DIP financing from UMB as trustee for the same bondholders whose collateral the loan would prime. The DIP motion requested up to $9.0 million in commitments at 12% per annum (14% default) with maturity on the earliest of September 30, 2023, the closing of a sale of substantially all assets, or plan confirmation. Initial draw at the emergency hearing was $1.6 million. Use of proceeds was limited to short-term working capital, professional fees, and consummating the contemplated asset sale.

The court entered an Interim DIP Order on May 5, 2023, a Second Interim Order on May 30, 2023, and a Final DIP Order on June 15, 2023. The DIP was secured by a first-priority lien on substantially all assets that had secured the prepetition bonds — the leasehold estate, structures and improvements, rents, and personal property — and granted superpriority administrative status under § 364(c)(1).

Mechanic's lien claimants and other trade creditors objected to the priming structure, and the U.S. Trustee filed a supplemental objection. Many of those objections were resolved through negotiation before the final hearing. Maturity was later pushed back through a stipulation entered on September 26, 2023 and a further amendment to the DIP credit agreement filed on November 6, 2023.

The DIP claim survived the sale. Following the December 2023 closing, the Amended Combined Plan reflected a paydown of approximately $2 million on the bondholders' prepetition claims (rendering the balance unsecured) and a remaining DIP Superpriority Claim of approximately $9.9 million held by the bondholders under the Final DIP Order.

U.S. Trustee's Motion to Appoint a chapter 11 Trustee

On June 28, 2023, the Office of the U.S. Trustee filed a motion to appoint a chapter 11 trustee or, alternatively, to dismiss the case. The motion alleged a pattern of self-dealing and conflicts of interest at Legacy Cares that the U.S. Trustee argued warranted displacing management.

The motion's principal allegations included: improper loans of more than $3.2 million from bond proceeds to Legacy Sports in 2021, plus additional loans to Legacy Sports affiliates in 2022, allegedly in violation of the bond documents; board members compensated by Legacy Sports rather than by the Debtor while overseeing Legacy Sports' performance; CEO Douglas Moss's ownership of an entity called KingDog that held a fee agreement with the Debtor and was characterized as "independent" in the bond Offering Memorandum; over $7.1 million paid in non-hourly salaries in 2022, including to family members of Legacy Sports principals, while more than $33 million in mechanic's liens went unpaid; the absence of a conflict-of-interest policy; entry into the Elite Sports Group management agreement without verifying that Elite was authorized to do business in Arizona; and a $708,714 management fee paid to Elite that creditors said they could not assess.

The Debtor and the Official Committee of Unsecured Creditors both objected, arguing that no "cause" had been shown under § 1104 and that appointing a trustee mid-process would disrupt the going-concern sale path that bondholders supported. Judge Collins ruled in favor of the Debtor on the trustee question in August 2023, with the ruling backed by both the bondholder group and the Committee — keeping management in place to consummate the sale. The court declined to appoint a trustee, but the U.S. Trustee's allegations remained on the record and were echoed almost two years later in SEC and DOJ filings against Legacy Sports principals.

Failed Auction and Sale to AZ Athletic Associates

The Debtor filed its Sale Motion and Bidding Procedures Motion on August 4, 2023, seeking authority to sell substantially all assets free and clear of liens under § 363. The court entered the Bidding Procedures Order on September 7, 2023, authorizing the Debtor to provide bid protections to a stalking horse and scheduling an auction for October 5, 2023.

The auction did not occur. On October 3, 2023, the Debtor filed a notice that no bids satisfying the "Qualified Bid" requirements had been received, and the case briefly faced a parallel Committee motion to convert to chapter 7, joined by creditor SRCGE. The Debtor opposed conversion while it negotiated an exclusivity arrangement with a single buyer.

That arrangement was formalized on October 25, 2023, when the court granted exclusivity to the proposed buyer. The proposed buyer was AZ Athletic Associates LLC, a vehicle controlled by Burke Operating Partners principal Mike Burke. The transaction documents were filed on November 21, 2023: a Memorandum of Understanding and the final Asset Purchase Agreement.

The MOU set total cash consideration of $25,767,023, structured as $19,725,023 from AZ Athletic Associates and $6,042,000 from landlord Pacific Proving, LLC. Distribution waterfall under the MOU:

Allocation	Amount
Mechanic's Lien Holders (per MOU Table 3)	$19,142,000
Administrative Claims	$3,900,000
Bond Trustee / DIP Lender	$2,400,000
Shamrock Claim	$325,023
Total Cash Consideration	$25,767,023

Within the mechanic's lien tranche, Okland Construction Company, Inc., the general contractor, received $15,129,271, and a $500,000 holdback was reserved for the Okland/Kearney Electric, Inc. priority dispute. As additional consideration, bondholders received Preferred Equity Interests in AZ Athletic Holdings LLC, the buyer's parent. The court entered the Sale Order on November 22, 2023, authorizing the sale to Burke Operating Partners or its designee free and clear of all liens, claims, encumbrances, and interests under § 363. The transaction closed on December 14, 2023, and the venue was rebranded as Arizona Athletic Grounds at Mesa Campus.

OVG Facilities, LLC — the former food, beverage, and event management operator — filed both a limited objection to the bidding procedures and a supplemental objection to the sale motion, arguing that the sale could not be approved in a manner that impaired OVG's contractual rights or its damages claims arising from Legacy Sports' alleged breach of the management agreement. OVG continued to pursue separate state-court litigation against Legacy Sports principals.

Combined Disclosure Statement and Plan of Liquidation

After the sale closed, the case posture shifted to liquidation administration. The Debtor and the Official Committee of Unsecured Creditors jointly filed a Combined Disclosure Statement and Plan of Liquidation on May 2, 2024, followed by an Amended Combined Plan on May 17, 2024. The court entered an Order Approving Disclosures on an Interim Basis and Setting Confirmation Hearing on May 20, 2024 and entered the Confirmation Order on June 21, 2024, with a separate post-confirmation reporting order entered on June 24, 2024.

Class	Description	Treatment	Status
Class 1	Unclassified / Priority Claims	Unimpaired	Deemed to accept
Class 2	Secured Claims (believed none exist)	Unimpaired	Deemed to accept
Class 3	Bondholders (Revenue Bond Holders)	Impaired — DIP Superpriority Claim ~$9.9M plus pro rata Liquidation Trust distributions	Voted to accept
Class 4	General Unsecured Claims (~$330M+)	Impaired — pro rata Liquidation Trust distributions from litigation recoveries	Deemed to reject

The plan created a Liquidation Trust administered by Jeremiah Foster as Liquidation Trustee. Trust assets include excluded assets under the APA, avoidance actions (with potential preference recoveries estimated at approximately $5.8 million), and causes of action against former directors and officers including breach of fiduciary duty, fraud, and unpaid sponsorship fee claims. Estate creditors became Liquidation Trust beneficiaries. The plan disclosed approximately $780,000 in unencumbered funds expected on the Effective Date, and general unsecured claims — including the bondholders' unsecured deficiency — were estimated to exceed $330 million, signaling de minimis cash recovery for general unsecured creditors absent litigation upside.

The plan also included exculpation provisions for Exculpated Parties for post-petition acts or omissions, excluding crime, actual fraud, willful misconduct, or gross negligence. The Committee and its members were released from obligations upon dissolution on the Effective Date.

Professional Retentions and Fee Awards

Final approved fee amounts for retained professionals were as follows.

Professional	Role	Final Approved Fees
Miller Buckfire & Co., LLC	Debtor's Investment Banker	$1,925,000
MCA Financial Group, Ltd.	Debtor's Chief Restructuring Officer	$1,390,318
Pachulski Stang Ziehl & Jones LLP	Committee Counsel	$670,016
Warner Angle Hallam Jackson & Formanek, PLC	Debtor's Bankruptcy Counsel	$653,390
Papetti Samuels Weiss McKirgan LLP	Debtor's Special Counsel	$359,759
Slania Law, PLLC	Debtor's Special Counsel	$46,840

AlixPartners, LLP served as Committee financial advisor; final amounts in interim applications were not separately broken out in the cited fee orders. Epiq Corporate Restructuring, LLC was approved as claims and noticing agent under 28 U.S.C. § 156(c). Final fee orders were entered for the retained professionals on October 15, 2024. Cumulative professional fees through October 31, 2023 were approximately $1,634,949 according to DIP budget data filed with the November 2023 cash collateral materials, with MCA Financial Group ($587,384) and Pachulski Stang Ziehl & Jones ($243,502) representing the largest blocks.

Post-Confirmation Litigation and SEC and DOJ Charges

Beginning in April 2025, Liquidation Trustee Jeremiah Foster filed a series of adversary proceedings, including preference claims against trade vendors and D&O actions tied to the pre-filing conduct catalogued in the U.S. Trustee's 2023 motion. The court has also continued to adjudicate residual mechanic's lien priority disputes; on July 15, 2025, the court issued an Under Advisement Order addressing the Okland Construction / Kearney Electric subcontractor priority dispute that had been carved out of the November 2023 sale waterfall. A separate adversary proceeding involving AZ Athletic Associates LLC and Michael Burke proceeded to cross-motions for summary judgment in early 2026.

On April 1, 2025, the SEC filed a civil complaint against Randall J. Miller, Chad J. Miller, and Jeffrey De Laveaga tied to the underlying $284 million Arizona Industrial Development Authority bond offering for the project. The SEC alleged that the defendants fabricated letters of intent and pre-contracts to inflate revenue projections supporting the offering. On the same date, federal prosecutors in the Southern District of New York indicted the same Legacy Sports principals on related criminal fraud charges.

On March 3, 2026, the SEC filed a separate complaint against consultant Jeffrey Puzzullo for allegedly enabling the same bond fraud, and the SEC subsequently obtained a partial consent judgment against Puzzullo. September 2023 reporting flagged that holders of the defaulted Arizona sports-venue debt might have actionable claims beyond the bankruptcy distribution.

Key Timeline

Frequently Asked Questions

Who is the claims agent for Legacy Cares?

Epiq Corporate Restructuring, LLC serves as the claims and noticing agent. The firm maintains the official claims register and distributes case notifications to creditors and parties in interest.

What was the total bond debt at filing?

The Arizona Industrial Development Authority issued bonds totaling $283.77 million in principal across the 2020 and 2021 series, with UMB Bank, N.A. as indenture trustee. Including accrued interest and other obligations, the aggregate amount owed under prepetition loans was approximately $310.3 million at the petition date.

Who bought Legacy Park out of bankruptcy?

AZ Athletic Associates LLC, a vehicle controlled by Burke Operating Partners principal Mike Burke, acquired substantially all assets in a § 363 sale that closed on December 14, 2023 for total cash consideration of $25,767,023, of which $19,725,023 came from the buyer and $6,042,000 from landlord Pacific Proving, LLC.

What did bondholders recover?

Bondholders received approximately $2 million in DIP paydown at closing, $2.4 million from MOU proceeds, Preferred Equity Interests in AZ Athletic Holdings LLC, and a Liquidation Trust beneficial interest tied to avoidance actions and D&O claims. Their remaining DIP Superpriority Claim of approximately $9.9 million sat in front of general unsecured claims under the confirmed plan.

Why did mechanic's lien holders receive most of the sale proceeds?

The MOU allocated $19,142,000 of the $25.77 million in cash consideration to mechanic's lien holders (with Okland Construction receiving $15,129,271), reflecting both the size of the lien claims (~$37 million in face amount across roughly 21 foreclosure actions) and the negotiated structure required to deliver assets to the buyer free and clear under § 363.

What happened to the founders after the bankruptcy?

On April 1, 2025, the SEC filed a civil complaint against Legacy Sports principals Randall J. Miller, Chad J. Miller, and Jeffrey De Laveaga alleging they fabricated letters of intent and pre-contracts to inflate revenue projections supporting the $284 million bond offering. Federal prosecutors in the Southern District of New York indicted the same individuals on related criminal fraud charges the same day.

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