Company developing Sage Ranch and former VP Stuart Nacht in court battle

For about two and a half years, beginning in the second half of 2018, Stuart Nacht was the public face of the Sage Ranch development project in Tehachapi.

The proposed project — 995 residential units on 138 acres near Tehachapi High School — has been in the works since sometime that year. The Tehachapi City Council eventually approved the project and a related Environmental Impact Report in September 2021. Recently, the Tehachapi Planning Commission extended by 90 days the company’s deadline to submit a precise development plan that is the next step toward actual development of the project.

Nacht was identified as the vice president, real estate development, for the company developing the property. He met with city officials, attended events and organized a community advisory board for the project on behalf of the its owner. But by early in 2021, the CEO of the company developing Sage Ranch reportedly told Nacht not to communicate with city staff or local real estate agents and brokers, according to a complaint first filed in Orange County Superior Court last June.

The legal case, Greenbriar Capital (US) LLC, a Delaware Corporation vs Nacht, was transferred to Kern County Superior Court on Aug. 18.

Greenbriar alleges breach of contract, which Nacht denied in an answer to the complaint filed concurrently with a cross-complaint on Sept. 30.

Nacht alleges labor code violations in the cross-complaint — and on Nov. 14 Greenbriar denied Nacht’s claims in an answer to the cross-complaint filed with the court.

The city of Tehachapi is mentioned multiple times in documents filed by both sides. On Nov. 17 the city said it had no comment on the litigation and that it was not previously aware of the lawsuit.

GREENBRIAR’S CLAIMS

Greenbriar has asked for compensatory damages for breaches of contract in the amount of approximately $1 million, injunctive relief demanding return of property, including data and information, legal expenses and a declaratory judgment finding that it does not owe money to Nacht in relationship to certain paragraphs of a contract made in June 2018. In the complaint filed with the court, the company identifies itself as Greenbriar Capital (U.S.) LLC. Jeff Ciachurski is CEO of the LLC and a related Canadian company, Greenbriar Capital Corp.

As recounted in its complaint, Ciachurski and Nacht met in 2018 through a business friend and executed a contract at Ciachurski’s home in Newport Beach on June 3, 2018. According to a document included with the complaint that appears to have been signed by all parties, Nacht was to be paid $10,000 a month plus some expenses for his work on behalf of Greenbriar.

His contract included a $5,000 relocation allowance and the potential of a bonus to be paid if a final Tentative Tract Map was attached to the property and it was sold within 18 months of the agreement.

According to Greenbriar, the company engaged Nacht’s services “because he represented that he could move the project through city approval” within a timeframe of 12 months or less.

But Greenbriar alleges that Nacht “created a bad name for Sage Ranch among many of Tehachapi’s top listing agents and brokers” and also “created significant delays in obtaining city approval of the project.”

These and other allegations are outlined in Greenbriar’s complaint against Nacht.

NACHT’S COUNTER-COMPLAINT

In addition to denying Greenbriar’s allegations, in his counter-complaint Nacht alleges that he was not an independent contractor of Greenbriar but instead an employee entitled to statutory protections under California law.

His cross-complaint describes doing work on Greenbriar’s behalf, including submitting plans and specifications for the Sage Ranch project to the city for review.

But, according to Nacht’s filing, in late 2020, Ciachurski, the CEO, informed him that “Greenbriar did not intend to comply with the plans and specifications that were submitted to the city” and that “Greenbriar intended to develop a lower quality project that fails to comply with the plans and specifications that were submitted to the city.”

When Nacht objected, his cross-complaint states, Ciachurski instructed him to cease communications with the city, to limit his work to construction coordination, to take a one-month paid vacation and suggested that he move from Tehachapi to Bakersfield.

Then, on Sept. 17, 2021, Nacht’s complaint relates, he was terminated. His complaint states that this was in violation of California’s Labor Code because “it served as retaliation for cross-complainant’s objection to Greenbriar’s intent to develop a lower quality project…”

Nacht claims damages of at least $134,400 in lost compensation, along with severe emotional and mental distress. He seeks a civil penalty of up to $10,000, along with related legal costs.

Not only has Greenbriar denied those allegations in its court filing, but in an email on Nov. 17 Ciachurski said that the statements Nacht made about him in the cross-complaint are not true.

In its answer to the cross-complaint, Greenbriar asks that Nacht take nothing by way of the cross-complaint, that a judgment be entered in favor of the company and against Nacht and that the company be awarded legal costs and whatever further relief the court may deem just and proper.

PROJECT TIMELINE

In a news release on June 4, 2018, Greenbriar Capital Corp. announced it had engaged an “expert builder,” Stuart Nacht, to develop its California real estate (later known as the Sage Ranch project). A document Greenbriar included in its complaint, represented to have been sent to Ciachurski by Nacht, reported about a May 28, 2018, meeting with city staff — Greg Garrett, Corey Costelloe and Jay Schlosser.

Nacht could not be immediately reached to confirm whether this was his communication or, if it was, the date was correct and the meeting at City Hall was actually held on that date, which would have been Memorial Day.

Five months passed before much more was made public about the proposed development.

In an article published in Tehachapi News on Nov. 13, 2018, Nacht described the Sage Ranch plan that he said was being discussed with the city.

He noted that a neighborhood master plan had been filed with the city and said that once approved, the project could take more than a few years but added that infrastructure could be started as soon as the following summer.

And Trevor Hawkes, planner for the city at the time, confirmed that the project was the first being proposed under the city’s new T-4 zoning code.

In February 2019, the Tehachapi Planning Commission approved a preliminary development plan for the project and Greenbriar issued another news release: “Sage Ranch management team lead by Greenbriar’s Stuart Nacht, successfully received unanimous 4-0 approval from the Tehachapi City Planning and Zoning Commission. The Greenbriar team was supported by the world famous JZMK Partners, Architects and Planners.”

In July 2019 the City Council made an agreement to start working on an environmental impact report for the project. And in November 2019, according to a Tehachapi News article, Nacht told members of the Tehachapi Area Association of Realtors that the company hoped to break ground in the second quarter of 2020.

In March 2020, Nacht opened an office for Sage

Ranch in downtown Tehachapi and in July 2020 Greenbriar announced a partnership with Forward Living Keller Williams. Paul Morris of that company was named CEO of Sage Ranch in January 2021, with a news release from Greenbriar noting that Nacht would be a construction adviser. Around the same time Nacht was quoted in a Tehachapi News article as saying that Sage Ranch expected final approval that spring.

The downtown office has since closed and no public statements about Sage Ranch by Nacht have been published since early January 2021.

But months later — on Aug. 4, 2021 — Greenbriar’s board of directors approved $2.74 million in bonus awards to executives and directors of the company, stating that the “extraordinary awards (were) merited by the recipients in the unique circumstances surrounding the approval of the Final Master Development Plan” for the Sage Ranch project, according to a filing with the United States Securities and Exchange Commission.

The Tehachapi City Council approved the project on Aug. 17, 2021 — and according to Nacht’s court filing, he was terminated 30 days later.

COURT CASE STATUS

According to the Kern County Superior Court website, a case management conference has been set for 8:30 a.m. on Feb. 28, 2023, in Bakersfield. Case documents may be found online at bit.ly/3tLvhv2.