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Residents plan to make Mellow Moods employee-owned establishment

February 23, 2018
Vanessa McGuigan - Chronicle Staff , Shepherdstown Chronicle

Nearly every day for the past 10 years, Bradley Sanders has had his breakfast at Mellow Moods, and he'd like to continue the tradition. Now, Sanders and several friends are coming up with a plan to make Mellow Moods what they think will be the first employee-owned and community-supported restaurant in Shepherdstown.

Philip Mastragelo opened the restaurant, located at 119 W. German St., over 10 years ago, and had sold it last fall. Now, the restaurant is for sale again. The "good food, good thought, good energy" establishment is well-loved and highly rated online for its dedicated staff and menu consisting of myriad fresh juices, smoothies, coffees and sandwiches, including many vegetarian and vegan options.

Sanders, a self-employed business owner and craftsman, along with Keir Knoll, a self-employed software engineer and construction contractor, led a meeting at Town Run Tap House on Sunday to explain the foundation of their plan for purchasing Mellow Moods.

Article Photos

Vanessa McGuigan/Chronicle
A group of Shepherdstown residents has a plan to save Mellow Moods, a local cafe and juice bar that is currently closed until further notice.

As the building itself isn't for sale, the purchase would essentially be of the restaurant equipment, which is currently valued at $40 thousand pending evaluation. Organizers are hoping to raise at least $50 thousand to cover the initial expenses and to resupply.

"What we're trying to do is acquire the funds from the community to purchase the equipment and to support the employees, so that they're vested in the place that they're working," Sanders said.

Knoll said his eventual dream for Mellow Moods is to create a food hub-an aggregation point for farmers to be able to bring their produce and have it available for purchase in the store front, as well as to be used in the prepared foods provided by the restaurant. Before that happens, the group needs to establish ownership.

"We are seeking investors to establish equity within the company," Knoll said. "The LLC will be owned by the investors and the employees. The investors bring money, at least $2 thousand, but they don't vote. We don't want people to come in with money and then run things, so there's two classes of members in this LLC."

According to Knoll, the first class consists of investors who don't vote, but have an "equity position." Those investors receive divdends if they're granted.

The second class comprises employee-owners. They put no money into the company, but become owners by working at Mellow Moods for a year and are voted into the company by other employees.

"The employees that are owners then vote for three employees to be on the board, which manages the LLC and makes all the executive decisions," Knoll said. "Three employees and two community members will be on the board, so there's always going to be a community presence."

Knoll said the plans are complex and somewhat fluid at the moment. He's planning on drafting an operating agreement and having it vetted by an attorney. Finalization will depend upon legal issues and and input from the investors.

For a contribution of $100 per year, Knoll said members of the community would be "club members" of Mellow Moods. They'd ideally be able to receive some discounts and be able to vote the community members on the board.

A key goal is to keep the same overall health focus and feel of the restaurant and the adjoing Jala Yoga studio, which is owned by Mastrangelo's sister.

"This is the heart for several parts of the community and a meeting place for people," Sanders said. "The two businesses together (Mellow Moods and Jala Yoga) brought a stream of community members-college students, groups of old guys like me, family members with young kids-just a real heart of the town."

Updates will be posted on the Save Mellow Moods Facebook page and contributions can be made to the GoFundMe page. Cash and checks are also accepted. Cash can be donated to Sanders or Knoll directly or dropped off at Town Run Tap House. Checks can be made payable to "Save Mellow Moods" and mailed to P.O.Box 604, Shepherdstown, WV 25443.



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