Five years after purchasing one marina on the James, the owner of Richmond Yacht Basin has acquired a neighboring harbor just upriver, in a move that has prompted a lawsuit from previous operators who claim they were supposed to have first dibs.
Max Walraven, who has operated Richmond Yacht Basin in southeastern Henrico County since purchasing a majority stake in the marina in 2013, recently completed a similar transaction that makes him majority owner of the nearby Kingsland Marina, located off Osborne Turnpike about 1½ miles away.
Walraven acquired Kingsland by purchasing a majority stake in Foster’s Reach LLC, the entity that owns the 13-acre marina, in a transaction that closed in late October. The 35-year-old former contractor, who shares ownership in the LLC with now-minority owner Merritt Foster III, would not disclose the transaction price.
Walraven said the deal came about after he met and befriended Foster, who inherited the LLC when his mother, Mary Foster, died last year. Foster’s father, Merritt Foster Jr., a forensic psychiatrist who had owned Kingsland for decades, died in 2009.
The deal, which saw Walraven assume operations at Kingsland at the start of this year, prompted a lawsuit in December from Kingsland’s previous manager, Henry Upshur, who leased the marina with his wife Michaele through an entity called Kingsland Reach Marina LLC.
Upshur, who once had shared ownership in Kingsland with Foster Jr. from 1990 to 2001, according to the lawsuit, alleges the deal breached terms of the lease that gave the couple first right of refusal to purchase the marina – as they had tried to do at least twice in recent years. Court records show they most recently made an offer in late September as part of a $1.5 million proposal that included other assets.
Walraven countersued, alleging the Upshurs failed to maintain the property according to the terms of the lease and therefore were in default, prompting him to not renew the lease that expired in December. Walraven’s lawsuit, filed on behalf of Foster’s Reach LLC, seeks upwards of $1 million in damages attributed to a lack of dredging and other property maintenance, among other claims.
As the case plays out in Henrico County Circuit Court, with a hearing scheduled later this month, Walraven said he has started work to make improvements at Kingsland, constructing new fencing, building a new website and applying for permits to deepen the harbor with a dredge he purchased in 2017.
“All these marinas, they were neglected for the last 50 years,” Walraven said. “These are the oldest marinas in the state of Virginia. Richmond Yacht Basin was the second-oldest and the first yacht club ever in Virginia, back in 1939.
“A ton of history down there on the river, and in the last 50 years, the owners or the managers have all just not taken the time and energy and money into bringing them to their potential,” he said. “That’s my new goal in life, to bring these marinas back to life.”
After the fire
At Richmond Yacht Basin, which Walraven has gated and made private with memberships, work has focused on repairs after a fire in 2016 destroyed about a dozen boats and a section of covered boat slips. That section since has been reconstructed, save for the enclosure that Walraven opted against rebuilding.
Walraven said in the three years since, there has been a lot of finger-pointing but no lawsuits, as boat owners and the marina proceeded instead with insurance claims. Erie Insurance handled the marina’s claim, he said.
Fully occupied, the yacht basin’s 60 wet slips contain watercraft owned by a who’s who of Richmond’s business elite, including real estate developers, former politicians and others who share dock space with lesser-known boaters.
Where the yacht basin offers only wet slip storage, Kingsland includes land storage for as many as 40 boats in addition to its 30 slips, which Walraven said are about 20 percent occupied – a result, he said, of a loss of business due to a lack of dredging and maintenance. Kingsland also includes a restaurant, the seasonal Lilly Pad Café, which Walraven described as a priority and asset.
“It’s kind of the full spectrum of marinas between the two of them,” Walraven said. “Richmond Yacht Basin does not have a restaurant, where Kingsland does, and they’re only a mile and a half apart from each other.”
At Kingsland, Walraven said he has spent the past few months grading the parking lots and making improvements to its marine and engine shop, and the restaurant buildings ahead of the busy season. He also has focused on marketing the marinas, building websites for both, and creating branding and logos used on T-shirts, stickers and flags. He said Airbnb boat rentals are becoming a trend at both.
“You go down the river on any nice Saturday summer afternoon, and there’s 10 boats on the water with Richmond Yacht Basin flags on them,” he said. “That’s been my branding tactic for these marinas: Nobody’s known they’ve been here. Ten miles from Rocketts Landing are two of the oldest marinas around.”
While he competes for business with Rocketts Landing’s marina, the Kingsland purchase puts Walraven in charge of the only other marinas on the river between Richmond and Hopewell. He also provides salvage on the river from here to Williamsburg, last year responding to seven sinkings.
The salvage business supplements income from the marinas, which Walraven said bring in between $90,000 and $100,000 in annual slip rental and storage revenue. Additional revenue comes from boat shop sales and leases.
Originally from Hawaii, Walraven had been in real estate and contracting after moving here to be closer to his mother, who grew up in Lynchburg. He co-managed rental properties with his cousin Larkin Garbee, a local entrepreneur whose 804RVA coworking space recently rebranded, and he said money he made from renting and flipping properties in Northside and Church Hill was put toward the yacht basin purchase.
Walraven’s other business interests have included being a minority partner in local restaurant Goatocado and owning a contracting firm, CityStone LLC, which he has since handed over to business partner Jaysin Hutchinson. When the opportunity arose to purchase the yacht basin, Walraven said the river reeled him in.
“Being from Hawaii, this is as close as I can get to home, being on the river,” he said. “I thought, if I can rent houses, I can rent boat slips.
“I feel lucky and that a torch was passed, because these are very special places. Tomorrow, if you and I decided to build a marina, it would cost us millions to build what is down there. Just the land alone, a million bucks. A lot of the stuff you wouldn’t even be able to get permitted these days, because of the resource protection area.
“These places are so special in so many different ways – historically, geographically – and it’s my job to keep them alive,” he said.
While the Upshurs are challenging the Kingsland transaction, asking the court to order that their right of first refusal be extended to them, Walraven said the clause doesn’t apply because he bought a stake in the LLC, not the property.
In their lawsuit, the Upshurs, who were married at Kingsland and until recently resided there on a house boat, argue that the clause does apply because the marina is the LLC’s sole asset.
In a Dec. 3 email included as an exhibit in the suit, Michaele Upshur told Walraven they disagree with his assessment that they’re in breach of their lease and demanded to know his purchase price so they can consider exercising their right of first refusal. The lawsuit said the purchase price never was shared.
“As we have learned that Foster’s Reach’s sole asset is this property we take the sale of the LLC as a sale of the property. That is a violation of our right of first refusal…” the email states.
Reached in recent weeks, the Upshurs deferred comment to their attorney, Belinda Jones of Christian & Barton, who is handling the case that originally was filed by Coates & Davenport attorneys Todd Knode and Thomas Coates III. A message left for Jones was not returned.
Walraven and Foster III are represented by Michael Montgomery of Eckert Seamans Cherin & Mellott. Montgomery declined to comment ahead of the hearing this month.
In their original lawsuit, the Upshurs allege that Foster III waited until after his mother’s death last February to go forward with the transaction because of the history between his parents and Henry Upshur. The suit says Upshur, whose business partnerships with Foster Jr. included an LLC tied to Upshur’s current business, Richmond Honda House, has had an antagonistic relationship with Foster III, alleging that his former partner’s son sold the marina out of spite.
The suit states Upshur and Foster III are contemporaries in age and that Foster Jr. often referred to Upshur as “his ‘other son’” and “saw more business acumen” in Upshur than he did in his son. As a result, the suit states, “Mr. Foster III’s jealousy of Mr. Upshur led him, as a trustee of the Trust, to circumvent the Clause and sell the LLC to Mr. Walraven to spite Mr. Upshur.”
The suit goes on to say that Mary Foster would have insisted that Kingsland be sold to the Upshurs, adding: “Therefore, it is not a coincidence that Mr. Foster, III waited until after his mother passed away to execute the Sale as Mrs. Foster most likely would have insisted on first offering it to” the Upshurs.
Attempts to reach Foster III for comment were unsuccessful. He declined a request for an interview through Walraven, who described Foster III as desiring privacy.
The Upshurs’ suit claims breach of contract, tortious interference and conspiracy to commit tortious interference. In addition to demanding the right of first refusal be extended, it seeks award of damages in an amount to be determined.
The countersuit against the Upshurs claims breach of contract, negligence, breach of duties as constructive insurer, and assumpsit for money had and received. The countersuit also lists former marina tenant Richmond Marine Center and operator Ben Gibson Jr. as defendants.
Plotting a course
Despite the legal fight, Walraven said he is excited for what the future holds for the marinas, which he said he is committed to seeing reach their full potential.
“I bought Richmond Yacht Basin when I was 29. Through just being out there in that end of Richmond and on the water, I realized this is what I wanted to do, and then the second marina presented itself. It never went to market or anything,” he said.
“I was passed a torch, and I feel like the luckiest guy in the world.”