Drew Morrison–“Good Cop” or BS’er?

Is CityGuru founder, Drew Morrison, using a mysterious “Board” to play Good Cop/Bad Cop with Investors? When faced with a potentially sticky decision—such as an investor’s request for his/her money—Drew Morrison has deferred to “his Board”. More than one CityGuru Investor has been delayed waiting for the verdict from the “Board” which is invariably: “No you can’t have the money back”.

From that point Drew Morrison soft-shoes the various reasons why the funds must be used elsewhere, such as “advertising” and “expenses” although a follow-up request for financials reporting these expenses against revenue never seem to get past the Mysterious Board’s nod of approval.

On one occasion, a CityGuru investor demanding his money back was told by Drew Morrison that the matter would have to be taken before “his Board”. A week later, the Board rejected the request with a rather nebulous explanation. When he requested the identity of the Board members, Morrison promptly explained it would be necessary for the investor to, first, execute a Non-Disclosure Agreement (NDA).

Yet, two weeks later yet another investor also requested the identity of the Mysterious Board Members in which Drew Morrison simply stated: “There is no Board.”

As if the fact a Shareholder was asked to sign a NDA in return for the identity and opportunity to speak to a Board member or officer of the company didn’t sound peculiar to us, to learn that perhaps there was no “Board” was very peculiar. This is particularly because so many of us have been subjected to the belief that somehow the Mysterious Board influenced or even governed our investment funds. As one might expect, this was a call for some Due Diligence on the part of the investors.

As with all things CityGuru, Inc., obtaining accurate and complete information is difficult at best. Where does one start in seeking the identity of the Mysterious Board members—if they existed at all? We certainly will not sign NDA’s with Drew Morrison to obtain information that is rightfully ours. The logical place to start with what we already know of Drew Morrison’s own “Advisors”. He has mentioned them many times in past promotions.   Do they the Mysterious Board members?

Based upon Morrison’s own blogs and correspondence we were able to identify at least five people who served in the capacity as “Advisor” to Drew Morrison-CityGuru, some dating back to when CityGuru was formerly known as On The Go Technologies.

Of these, we found in their LinkedIn credentials the mention of CityGuru affiliation as its “Board of Advisors”. With this we can only assume it is a matter of semantics; “Advisor” is the synonymous with “Board”. They can certainly be used interchangeably depending upon whom one is speaking (to an investor it may instill confidence to know the Founder is counseling with an “Advisor”. To the general public, however, a “Board” (of Directors) makes a good impression while instilling some form of legitimacy.

From there, it became a simple matter of contacting each of the Advisors to request for personal interviews. In return for agreement to speak directly to us, we offered an advance list of questions we would be posing to them, giving them equal time with Shareholders. These questions were what one might expect of investors/shareholders trying to learn more about the people who manage and control their investment funds such as:

• “What do you do as an Advisor?
• “Do you meet with other Advisors as a Board Meeting?”
• “Do own equity in CityGuru?”
• “Are you compensated by CityGuru?”
• “Can you explain why our requests or money has been denied every time?”
• “How is the company, CityGuru, doing financially? Profit? Loss? ”
• “Is CityGuru generating revenue? Shareholder equity? Assets?”
• “When can CityGuru Investors reasonably expect a distribution of profits/equity?”
• “May we obtain periodic financial reporting?”
• “Are you the ‘Board’ that Drew Morrison refers to?”
• “Do you participate in soliciting investor funds?”

Surprisingly, the “Board” of Advisors proved to be very elusive, even uncooperative. Rather, we received the following responses:

Justin Smith apparently remains an active Advisor to Drew Morrison-CityGuru. When we requested an interview with us, he asked us to “go through Drew (Morrison)”—as if it were Drew Morrison rather than he acting as the Advisor. We interpreted this as a polite brush-off, leaving all the answers to our questions to be filtered through Drew Morrison.

Jeff Coon responded to our request for interview with anger suggesting we were being “slanderous”—until he learned our INVESTOR CONFIDENTIAL REPORT is based upon the Public/Court Record. Apparently, he has not been advised of the extent of Drew Morrison’s ongoing litigations.  UPDATE: In a May 28, 2015 Deposition for Court Case 13-2-03663-1, and while under Oath, Drew Morrison testified that Jeff Coon is now a Director of CityGuru, Inc.  Mr. Coon has offered no comment. 

Michael Elliott, CityGuru Director?

Michael Elliott In the same May 28, 2015 Deposition for Court Case 13-2-03663-1, Drew Morrison also identified Michael Elliott as a new Director of CityGuru, Inc.  In email to The CITYGURU Investor, Michael Elliott denies he was ever a Director for the company.  He did not comment on how Drew Morrison may have confused the issue.    He refused any further comments.   

Jeremy Wadsack Acting as an “Advisor” to CityGuru, Inc. since 2011, Wadsack has requested The CITYGURU Investor remove all mention of his name, identity and affiliation with CityGuru, Inc.  Following our questions relating to the fate of our investments, Wadsack replied the questions were “too personal” and refused to comment.  Since when does a company officer consider an investor/shareholder’s questions about his/her investment “too personal?”

Quentin Incao dates back to the early days of On The Go Technologies. He claims no affiliation to CityGuru, Inc. today.

Richard Luck also dates back to the early days of On The Go Technologies. He claims no affiliation to CityGuru, Inc. today.

Chau Saenz  It is not clear in what capacity Ms. Saenz served Drew Morrison and CityGuru, Inc. but apparently she shared signatory authority along with Drew Morrison in writing checks against the CityGuru, Inc. bank account.  Her name appears in bank records in the 2013 time line with some indication she was taking over for Tom Van Horn, who served in the same capacity and as CEO for a brief period.   Like most CityGuru Officers/Advisors, she denies affiliation with Drew Morrison or CityGuru and refuses to answer questions regarding the raising and use of investors’ funds.

So, we still know as much about the “Board” as we did when we began our Due Diligence. Since it is not uncommon for a company’s officers to serve as Board of Directors/Advisors, we turned our attention to two other known individuals who served as CityGuru Officers.

Jim Billmaier as the former Chief Executive Officer (CEO), surely Mr. Billmaier could tell us something about CityGuru’s behind-closed-door Board meetings. Mr. Billmaier no longer claims affiliation with CityGuru-Drew Morrison and in written correspondence, following his resignation on October 1, 2013, Billmaier contends his only affiliation with CityGuru was as a “Independent Contractor (Consultant)” even though Drew Morrison clearly identified him as his new CEO .   

T. Olin Nichols served as Chief Financial Officer (CFO) during Billmaier’s tenure but resigned along with Billmaier. His only comments were regarding his summation that: “CityGuru wasn’t going anywhere”.

SUMMARY:

We cannot verify if a CityGuru “Board” actually exists, and if so, in what capacity they serve Founder, Drew Morrison. Nor can we verify who Drew Morrison seeks to protect with his requirement of Non-Disclosure Agreements for shareholders seeking to counsel with the “Board” themselves.

The bigger question is: why the shroud of mystery? Why no transparency? And: why does Founder, Drew Morrison feel compelled to take an investor’s request for his/her money to a third party rather than provide full disclosure of why he can’t or won’t give the money back?

One investor, who is also a Litigant, suggests it as a natural reaction from anyone who is attempting to distance themselves from being subjected to summons to deposition. the affiliation as an “Officer” of CityGuru which may render them subject to summons to deposition. With ongoing discovery in process for Mr. Morrison’s own litigations, being affiliated as a CityGuru “Officer” is enough to make anyone nervous. But at best, this is only speculation.

What is important is that Drew Morrison and CityGuru, Inc. are synonymous. So goes Drew Morrison, so goes CityGuru, Inc.   Since our investment is in CityGuru, Inc. naturally we are concerned with whom, if anyone, is advising/counseling Drew Morrison.

In future posts (“Do CityGuru Investors/Shareholders have Rights?” and “Who Really Manages CityGuru, Inc.?”), we will continue the Due Diligence and sharing that information here.   If the Mysterious “Board” proves to be nothing more than a phantom in a bed sheet, we will demand more explanation from Drew Morrison…particularly in regards to past investor requests for money which he deferred to his “Bad Cop”.

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[showhide type=”hottip2″ more_text=”- What rights do Shareholders of Public Companies have with their Board of Directors?” less_text=”- What rights do Shareholders of Public Companies have with their Board of Directors?”]In both Public and Private sectors, Shareholders have the right to nominate, vote–and fire–their Board of Directors.  They also have the right to replace the Founder of the company with their own Board of Directors.  Though CityGuru is a private company, it is the Shareholder; the Investor, who has the right to preempt any Board or Founder rights, depending upon voting rights.  Both Founder and “the Board” work for YOU.  Before funding your CityGuru investment, be sure you clearly understand what percentage of voting power you receive in return.  This should be done in writing.  For reference, read “Lessons I learned when I was fired as the Founder by my Board”. [/showhide]