Court filing
Voluntary Petition for Chapter 11 Bankruptcy — In re KServicing Wind Down (Bankr. D. Del.)
Filed October 3, 2022 in Kservicing Bankruptcy; one of 140 filings from this case.
Record facts
| Court | U.S. Bankruptcy Court for the District of Delaware |
|---|---|
| Filed | 2022-10-03 |
U.S. Bankruptcy Court for the District of Delaware · No. 22-10951 · Doc. 1 · 2022-10-03 · Docket on CourtListener
Full text
Official Form 201 Voluntary Petition for Non-Individuals Filing for Bankruptcy Page 1 Fill in this information to identify the case: United States Bankruptcy Court for the District of Delaware Case number (if known): Chapter 11 Check if this is an amended filing Official Form 201 Voluntary Petition for Non-Individuals Filing for Bankruptcy 06/22 If more space is needed, attach a separate sheet to this form. On the top of any additional pages, write the debtor’s name and the case number (if known). For more information, a separate document, Instructions for Bankruptcy Forms for Non-Individuals, is available. 1. Debtor’s name Kabbage, Inc. 3. Debtor’s federal Employer Identification Number (EIN) 36-4973937 4. Debtor’s address Principal place of business Mailing address, if different from principal place of business 730 Peachtree Street, Suite 470 925B Peachtree Street, NE Number Street Number Street Suite 383 P.O. Box Atlanta Georgia 30308 Atlanta Georgia 30309 City State ZIP Code City State ZIP Code Location of principal assets, if different from principal place of business Fulton County Number Street City State ZIP Code 5. Debtor’s website (URL) https://www.kservicing.com 6. Type of debtor ☒Corporation (including Limited Liability Company (LLC) and Limited Liability Partnership (LLP)) ☐Partnership (excluding LLP) ☐Other. Specify: 2. All other names debtor used in the last 8 years Include any assumed names, trade names, and doing business as names d/b/a KServicing d/b/a KService Corp. d/b/a KServicing, Inc. Kabbage Platform (used solely in the state of New York) Case 22-10951 Doc 1 Filed 10/03/22 Page 1 of 44 Debtor Kabbage, Inc. Case number (if known) 22-_____ ( ) Name Official Form 201 Voluntary Petition for Non-Individuals Filing for Bankruptcy Page 2 A. Check one: 7. Describe debtor’s business ☐Health Care Business (as defined in 11 U.S.C. § 101(27A)) ☐Single Asset Real Estate (as defined in 11 U.S.C. § 101(51B)) ☐Railroad (as defined in 11 U.S.C. § 101(44)) ☐Stockbroker (as defined in 11 U.S.C. § 101(53A)) ☐Commodity Broker (as defined in 11 U.S.C. § 101(6)) ☐Clearing Bank (as defined in 11 U.S.C. § 781(3)) ☒None of the above B. Check all that apply: ☐Tax- exempt entity (as described in 26 U.S.C. § 501) ☐Investment company, including hedge fund or pooled investment vehicle (as defined in 15 U.S.C. § 80a-3) ☐Investment advisor (as defined in 15 U.S.C. § 80b-2(a)(11)) C. NAICS (North American Industry Classification System) 4-digit code that best describes debtor. See http://www.uscourts.gov/four-digit-national-association-naics-codes. 5223 – Activities Related to Credit Intermediation 8. Under which chapter of the Bankruptcy Code is the debtor filing? A debtor who is a “small business debtor” must check the first subbox. A debtor as defined in § 1182(1) who elects to proceed under subchapter V of chapter 11 (whether or not the debtor is a “small business debtor”) must check the second sub-box. Check one: ☐Chapter 7 ☐Chapter 9 ☒Chapter 11. Check all that apply: ☐ The debtor is a small business debtor as defined in 11 U.S.C. § 101(51D), and its aggregate noncontingent liquidated debts (excluding debts owed to insiders or affiliates) are less than $3,024,725. If this sub-box is selected, attach the most recent balance sheet, statement of operations, cash-flow statement, and federal income tax return or if any of these documents do not exist, follow the procedure in 11 U.S.C. § 1116(1)(B). ☐ The debtor is a debtor as defined in 11 U.S.C. § 1182(1), its aggregate noncontingent liquidated debts (excluding debts owed to insiders or affiliates) are less than $7,500,000, and it chooses to proceed under Subchapter V of Chapter 11. If this sub-box is selected, attach the most recent balance sheet, statement of operations, cash-flow statement, and federal income tax return, or if any of these documents do not exist, follow the procedure in 11 U.S.C. § 1116(1)(B). ☒A plan is being filed with this petition. ☐Acceptances of the plan were solicited prepetition from one or more classes of creditors, in accordance with 11 U.S.C. § 1126(b). ☐The debtor is required to file periodic reports (for example, 10K and 10Q) with the Securities and Exchange Commission according to § 13 or 15(d) of the Securities Exchange Act of 1934. File the Attachment to Voluntary Petition for Non-Individuals Filing for Bankruptcy under Chapter 11 (Official Form 201A) with this form. ☐ The debtor is a shell company as defined in the Securities Exchange Act of 1934 Rule 12b-2. ☐Chapter 12 9. Were prior bankruptcy cases filed by or against the debtor within the last 8 years? If more than 2 cases, attach a separate list. ☒No ☐Yes District When Case number MM/ DD/ YYYY District When Case number MM / DD/ YYYY Case 22-10951 Doc 1 Filed 10/03/22 Page 2 of 44 Debtor Kabbage, Inc. Case number (if known) 22-_____ ( ) Name Official Form 201 Voluntary Petition for Non-Individuals Filing for Bankruptcy Page 3 10. Are any bankruptcy cases pending or being filed by a business partner or an affiliate of the debtor? List all cases. If more than 1, attach a separate list. ☐No ☒Yes Debtor See Schedule 1 Relationship See Schedule 1 District Delaware When October 3, 2022 Case number, if known MM / DD/ YYYY 11. Why is the case filed in this district? Check all that apply: ☒ Debtor has had its domicile, principal place of business, or principal assets in this district for 180 days immediately preceding the date of this petition or for a longer part of such 180 days than in any other district. ☐ A bankruptcy case concerning debtor’s affiliate, general partner, or partnership is pending in this district. 12. Does the debtor own or have possession of any real property or personal property that needs immediate attention? ☒No ☐Yes. Answer below for each property that needs immediate attention. Attach additional sheets if needed. Why does the property need immediate attention? (Check all that apply.) ☐ It poses or is alleged to pose a threat of imminent and identifiable hazard to public health or safety. What is the hazard? ☐ It needs to be physically secured or protected from the weather. ☐ It includes perishable goods or assets that could quickly deteriorate or lose value without attention (for example, livestock, seasonal goods, meat, dairy, produce, or securities- related assets or other options). ☐ Other Where is the property? Number Street City State ZIP Code Is the property insured? ☐No ☐Yes. Insurance agency Contact Name Phone Statistical and administrative information 13. Debtor’s estimation of available funds Check one: ☒ Funds will be available for distribution to unsecured creditors. ☐ After any administrative expenses are paid, no funds will be available for distribution to unsecured creditors. 14. Estimated number of creditors (on a consolidated basis with all affiliated debtors) ☐ 1-49 ☐ 50-99 ☐ 100-199 ☐ 200-999 ☒ 1,000-5,000 ☐ 5,001-10,000 ☐ 10,001-25,000 ☐ 25,001-50,000 ☐ 50,001-100,000 ☐ More than 100,000 Case 22-10951 Doc 1 Filed 10/03/22 Page 3 of 44 Debtor Kabbage, Inc. Case number (if known) 22-_____ ( ) Name Official Form 201 Voluntary Petition for Non-Individuals Filing for Bankruptcy Page 4 15. Estimated assets (on a consolidated basis with all affiliated debtors) ☐ $0-$50,000 ☐ $50,001-$100,000 ☐ $100,001-$500,000 ☐ $500,001-$1 million ☐ $1,000,001-$10 million ☐ $10,000,001-$50 million ☐ $50,000,001-$100 million ☐ $100,000,001-$500 million ☒ $500,000,001-$1 billion ☐ $1,000,000,001-$10 billion ☐ $10,000,000,001-$50 billion ☐ More than $50 billion 16. Estimated liabilities (on a consolidated basis with all affiliated debtors) ☐ $0-$50,000 ☐ $50,001-$100,000 ☐ $100,001-$500,000 ☐ $500,001-$1 million ☐ $1,000,001-$10 million ☐ $10,000,001-$50 million ☐ $50,000,001-$100 million ☐ $100,000,001-$500 million ☒ $500,000,001-$1 billion ☐ $1,000,000,001-$10 billion ☐ $10,000,000,001-$50 billion ☐ More than $50 billion Request for Relief, Declaration, and Signatures WARNING Bankruptcy fraud is a serious crime. Making a false statement in connection with a bankruptcy case can result in fines up to $500,000 or imprisonment for up to 20 years, or both. 18 U.S.C. §§ 152, 1341, 1519, and 3571. 17. Declaration and signature of authorized representative of debtor The debtor requests relief in accordance with the chapter of title 11, United States Code, specified in this petition. I have been authorized to file this petition on behalf of the debtor. I have examined the information in this petition and have a reasonable belief that the information is true and correct. I declare under penalty of perjury that the foregoing is true and correct. Executed on October 3, 2022 MM / DD/ YYYY /s/ Laquisha Milner Laquisha Milner Signature of authorized representative of debtor Printed name Chief Executive Officer Title 18. Signature of attorney /s/ Daniel J. DeFranceschi Date October 3, 2022 Signature of attorney for debtor MM / DD / YYYY Daniel J. DeFranceschi Ray C. Schrock, P.C. Printed Name Richards, Layton & Finger, P.A. Weil, Gotshal & Manges LLP Firm Name One Rodney Square, 920 North King Street 767 Fifth Avenue Address Wilmington, Delaware 19801 New York, New York 10153 City/State/Zip (302) 651-7700 (212) 310-8000 Contact Phone defranceschi@rlf.com Ray.Schrock@weil.com Email Address 2732 Delaware Bar Number State Case 22-10951 Doc 1 Filed 10/03/22 Page 4 of 44 Schedule 1 Pending Bankruptcy Cases Filed by the Debtor and Affiliates of the Debtor On the date hereof, each of the entities listed below filed a voluntary petition for relief under chapter 11 of title 11 of the United States Code in the United States Bankruptcy Court for the District of Delaware (the “Court”). A motion will be filed with the Court requesting that the chapter 11 cases of each entity listed below be consolidated for procedural purposes only and jointly administered, pursuant to Rule 1015(b) of the Federal Rules of Bankruptcy Procedure, under the case number assigned to the chapter 11 case of Kabbage, Inc. and under the case name Kabbage, Inc. d/b/a KServicing. COMPANY Kabbage, Inc. Kabbage Canada Holdings, LLC Kabbage Asset Securitization LLC Kabbage Asset Funding 2017-A LLC Kabbage Asset Funding 2019-A LLC Kabbage Diameter, LLC Case 22-10951 Doc 1 Filed 10/03/22 Page 5 of 44 UNANIMOUS WRITTEN CONSENT OF THE BOARD OF DIRECTORS OF KABBAGE, INC. October 3, 2022 The undersigned, being all of the members of the Board of Directors (the “Board”) of Kabbage, Inc., a Delaware corporation (the “Company”), hereby adopt, consent and approve the following resolutions and each and every action effected thereby by written consent in lieu of a meeting, pursuant to (i) the relevant provisions of the organizational documents of the Company and (ii) Section 141(f) of the General Corporation Law of the State of Delaware. WHEREAS, the Board has reviewed and had the opportunity to ask questions regarding the materials presented by management and the legal and financial advisors of the Company regarding the liabilities and liquidity of the Company, the strategic alternatives available to them and the impact of the foregoing on the Company’s business; WHEREAS, the Board has had the opportunity to consult with the management and the legal and financial advisors of the Company to fully consider, and have considered, the strategic alternatives available to the Company; and WHEREAS, the Board desires to approve the following resolutions: 1. Commencement of Chapter 11 Case NOW, THEREFORE, BE IT RESOLVED, that the Board has determined, after consultation with the management and the legal and financial advisors of the Company, that it is desirable and in the best interests of the Company, its creditors, and other parties in interest that a petition be filed by the Company seeking relief under the provisions of chapter 11 of title 11 of the United States Code (the “Bankruptcy Code”); and be it further RESOLVED, that any other duly authorized officer of the Company, including but not limited to the Chief Executive Officer and the Interim Chief Financial Officer (each an “Authorized Officer”, and collectively the “Authorized Officers”) in each case, acting singly or jointly, be, and each hereby is, authorized, empowered, and directed, with full power of delegation, to negotiate, execute, deliver, and file in the name and on behalf of the Company, and under its seal or otherwise, all plans, petitions, schedules, statements, motions, lists, applications, pleadings, papers, affidavits, declarations, orders, and other documents in the United States Bankruptcy Court for the District of Delaware (the “Bankruptcy Court”), and, in connection therewith, to take and perform any and all further acts and deeds which such Authorized Officer deems necessary, proper, or desirable in connection with the Company’s chapter 11 case (each, a “Chapter 11 Case”), including, without limitation, (i) the payment of fees, expenses, and taxes such Authorized Officer deems necessary, appropriate, or desirable, and (ii) negotiating, executing, delivering, performing and filing any and all additional documents, schedules, statements, lists, papers, agreements, certificates, and/or instruments (or any amendments or modifications thereto) in connection with, or in furtherance of, the Chapter 11 Case with a view to the successful prosecution of the Chapter 11 Case (such acts to be conclusive evidence that such Authorized Officer deemed the same to meet such standard); and be it further Case 22-10951 Doc 1 Filed 10/03/22 Page 6 of 44 2. Retention of Advisors RESOLVED, that, in connection with the Company’s Chapter 11 Case, any Authorized Officer, in each case, acting singly or jointly, be, and each hereby is, authorized empowered, and directed, with full power of delegation, in the name and on behalf of the Company, to employ and retain all assistance in the name and on behalf of the Company, to employ and retain all assistance by legal counsel, accountants, financial advisors, investment bankers, and other professionals which such Authorized Officer deems necessary, appropriate, or desirable in connection with such employment and retention of professionals set forth in this resolution, with the view to the successful prosecution of the Chapter 11 Case (such acts to be conclusive evidence that such Authorized Officer deemed the same to meet such standard); and be it further RESOLVED, that the firm of AlixPartners LLC, located at 909, Third Avenue, New York, NY 10022, is hereby retained as financial advisor for the Company in the Chapter 11 Case, subject to Bankruptcy Court approval; and be it further RESOLVED, that the law firm of Weil, Gotshal & Manges LLP, located at 767 Fifth Avenue, New York, NY 10153, is hereby retained as attorneys for the Company in the Chapter 11 Case, subject to Bankruptcy Court approval; and be it further RESOLVED, that Omni Agent Solutions, is hereby retained as claims, noticing and solicitation agent for the Company in the Chapter 11 Case, subject to Bankruptcy Court approval; and be it further RESOLVED, that Richards, Layton & Finger, PA, located at 920 N King St, Wilmington, DE 19801, is hereby retained as local counsel for the Company in the Chapter 11 Case, subject to Bankruptcy Court approval; and be it further RESOLVED, that KPMG International Limited, located 500 Grant St #2300, Pittsburgh, PA 15219, is hereby retained in connection with fraud review for the Company in the Chapter 11 Case, subject to Bankruptcy Court approval; and be it further RESOLVED, that Jones Day, LLP, located at 1221 Peachtree St NE #400, Atlanta, GA 30361 is hereby retained as government investigations counsel for the Company in the Chapter 11 Case, subject to Bankruptcy Court approval; and be it further RESOLVED, that Greenberg Traurig, located at 3333 Piedmont Road, NE, Suite 2500, Atlanta, GA 30305, is hereby retained as counsel for the Board in the Chapter 11 Case, subject to Bankruptcy Court approval; and be it further Case 22-10951 Doc 1 Filed 10/03/22 Page 7 of 44 3. General Authorization and Ratification RESOLVED, that any Authorized Officer, any one of whom may act without any of the others, be and hereby is, authorized and directed, in the name and on behalf of the Company, to cause the Company to enter into, execute, deliver, certify, file and/or record, and perform, such agreements, instruments, motions, affidavits, or rulings of governmental or regulatory authorities, certificates, or other documents, and to take such other actions that in the judgment of the Authorized Officer shall be or become necessary, proper, or desirable in connection with the Chapter 11 Case; and be it further RESOLVED, that any actions taken by any Authorized Officer, for or on behalf of the Company prior to the date hereof that would have been authorized by these resolutions but for the fact that such actions were taken prior to the date hereof be, and hereby are, authorized, adopted, approved, confirmed and ratified in all respects as the actions and deeds of the Company. [The remainder of this page is intentionally left blank] Case 22-10951 Doc 1 Filed 10/03/22 Page 8 of 44 [SIGNATURE PAGE TO WRITTEN CONSENT OF THE BOARD OF DIRECTORS OF KABBAGE, INC. AUTHORIZING COMMENCEMENT OF CHAPTER 11] IN WITNESS WHEREOF, the undersigned, being the members of the Board, have executed this consent as of the date first written above. Laquisha Milner Robin Gregg Eric Hartz ___________________________________ Lawrence X. Taylor Case 22-10951 Doc 1 Filed 10/03/22 Page 9 of 44 Official Form 204 List of Creditors Who Have the 30 Largest Unsecured Claims and Are Not Insiders Page 1 ☐Check if this is an amended filing Official Form 204 Chapter 11 or Chapter 9 Cases: Consolidated List of Creditors Who Have the 30 Largest Unsecured Claims and Are Not Insiders 12/15 A list of consolidated creditors holding the 30 largest unsecured claims must be filed in a Chapter 11 or Chapter 9 case. Include claims which the debtor disputes. Do not include claims by any person or entity who is an insider, as defined in 11 U.S.C. § 101(31). Also, do not include claims by secured creditors, unless the unsecured claim resulting from inadequate collateral value places the creditor among the holders of the 30 largest unsecured claims. Name of creditor and complete mailing address, including zip code Name, telephone number, and email address of creditor contact Nature of the claim (for example, trade debts, bank loans, professional services, and government contracts) Indicate if claim is contingent, unliquidated, or disputed Amount of unsecured claim If the claim is fully unsecured, fill in only unsecured claim amount. If claim is partially secured, fill in total claim amount and deduction for value of collateral or setoff to calculate unsecured claim. Total claim, if partially secured Deduction for value of collateral or setoff Unsecured claim 1 Cross River Bank Attn.: Arlen Gelbard, Esq., General Counsel 400 Kelby Street Fort Lee, New Jersey 07024 Attn.: Arlen Gelbard, Esq., General Counsel Phone: (201) 808‐7189 Email: agelbard@crossriverbank.com Customer Undetermined 2 Customers Bank Attn.: Sam Sidhu 1015 Penn Avenue, Suite 103 Wyomissing, Pennsylvania 19610 Customers Bank Attn.: Jennifer Petsu, Third Party Risk Management Attn.: Andrew Sachs, General Counsel 701 Reading Avenue West Reading, Pennsylvania 19611 Attn.: Sam Sidhu Email: ssidhu@customersbank.com Attn.: Jennifer Petsu, Third Party Risk Management Email: jpetsu@customersbank.com Attn.: Andrew Sachs, General Counsel Email: asachs@customersbank.com Customer Undetermined 3 Federal Reserve Bank of San Francisco Attn.: Credit Risk Management 101 Market Street, MS 830 San Francisco, California 94105 Federal Reserve Bank of San Francisco Attn.: Credit Risk Management Attn.: Braden Parker Attn.: Wallace Young 101 Market Street, MS 830 San Francisco, California 94105 Federal Reserve Bank of San Francisco c/o Cleary Gottlieb Counsel to Federal Reserve Attn.: Lisa Schweitzer One Liberty Plaza New York, New York 10006 Attn.: Credit Risk Management Phone: (866) 974‐7475 Email: pplfcredit@sf.frb.org Attn.: Braden Parker Attn.: Wallace Young Phone: (866) 974‐7475 Email: braden.parker@sf.frb.org Email: wallace.young@sf.frb.org Attn.: Lisa Schweitzer Phone: (212) 225‐2629 Email: lschweitzer@cgsh.com Secured Lender $536,700,000.00 Undetermined Fill in this information to identify the case: Debtor name: Kabbage, Inc. United States Bankruptcy Court for the District of Delaware (State) Case number (If known): 22-_____ ( ) Case 22-10951 Doc 1 Filed 10/03/22 Page 10 of 44 Debtor Kabbage, Inc. Case number (if known) 22-_____ ( ) Name Official Form 204 List of Creditors Who Have the 30 Largest Unsecured Claims and Are Not Insiders Page 2 Name of creditor and complete mailing address, including zip code Name, telephone number, and email address of creditor contact Nature of the claim (for example, trade debts, bank loans, professional services, and government contracts) Indicate if claim is contingent, unliquidated, or disputed Amount of unsecured claim If the claim is fully unsecured, fill in only unsecured claim amount. If claim is partially secured, fill in total claim amount and deduction for value of collateral or setoff to calculate unsecured claim. Total claim, if partially secured Deduction for value of collateral or setoff Unsecured claim 4 U.S. Department of Justice ‐ Civil Division, Commercial Litigation Branch, Fraud Section Attn.: Sarah Loucks, Esq. Attn.: Alastair M. Gesmundo 175 N Street NE, Room 10.1806 Washington, District of Columbia 20002 U.S. Attorney’s Office for the District of Massachusetts Attn.: Sarah Loucks, Esq. Attn.: Brian LaMacchia, Assistant United States Attorney One Courthouse Way, Suite 9200 Boston, Massachusetts 02210 U.S. Attorney’s Office for the Eastern District of Texas Civil Division Attn.: Betty Young, Esq. 550 Fannin, Suite 1250 Beaumont, Texas 77701 Attn.: Sarah Loucks Email: sarah.e.loucks@usdoj.gov Attn.: Alastair M. Gesmundo Phone: (202) 305‐4659 Email: alastair.m.gesmundo@usdoj.gov Attn.: Brian LaMacchia Email: brian.lamacchia@usdoj.gov Attn.: Betty Young, Esq. Email: betty.young@usdoj.gov Litigation Undetermined 5 Federal Trade Commission Attn.: Marguerite Moeller Attn.: Alan Bakowski 600 Pennsylvania Avenue NW Washington, District of Columbia 20580 Attn.: Marguerite Moeller Phone: (202) 326‐2905 Email: mmoeller@ftc.gov Attn.: Alan Bakowski Phone: (202) 326‐2222 Email: abakowski@ftc.gov Litigation Undetermined 6 Small Business Bureau Attn.: Susan Streich Attn.: Eric Benderson 409 3rd Street SW, Suite 7211 Washington, District of Columbia 20416 Attn.: Susan Streich Phone: (202) 205‐6641 Email: susan.streich@sba.gov Attn.: Eric Benderson Email: eric.benderson@sba.gov Litigation Undetermined 7 American Express Kabbage Inc. Attn.: Tara Rajani, Senior Manager 730 Peachtree St NE , #1100 Atlanta, Georgia 30308 Attn.: Tara Rajani, Senior Manager Phone: (919) 971‐1122 Email: tara.e.rajani@aexp.co Trade $278,000.00 8 Biz2X LLC Attn.: Shweta Mohan One Penn Plaza, Suite 4530 New York, New York 10119 Attn.: Shweta Mohan Phone: (212) 644‐4555 Email: shweta.mohan@biz2credit.com Trade $211,000.00 9 Vital Outsourcing Services Inc. Attn.: Ken Braddock 4775 Peachtree Industrial Blvd., Suite 310 Berkley Lake, Georgia 30092 Attn.: Ken Braddock Phone: (678) 381‐4285 Email: kbraddock@vitasolutions.net Trade $161,000.00 10 Vaco LLC Attn.: Shannon Gwinner 115 Perimeter Center Place NE, Suite 950 Atlanta, Georgia 30346 Attn.: Shannon Gwinner Phone: (678) 643‐2427 Email: sgwinner@vaco.com Trade $51,000.00 Case 22-10951 Doc 1 Filed 10/03/22 Page 11 of 44 Debtor Kabbage, Inc. Case number (if known) 22-_____ ( ) Name Official Form 204 List of Creditors Who Have the 30 Largest Unsecured Claims and Are Not Insiders Page 3 Name of creditor and complete mailing address, including zip code Name, telephone number, and email address of creditor contact Nature of the claim (for example, trade debts, bank loans, professional services, and government contracts) Indicate if claim is contingent, unliquidated, or disputed Amount of unsecured claim If the claim is fully unsecured, fill in only unsecured claim amount. If claim is partially secured, fill in total claim amount and deduction for value of collateral or setoff to calculate unsecured claim. Total claim, if partially secured Deduction for value of collateral or setoff Unsecured claim 11 Transunion Risk and Alternative Data Solutions Attn.: Steven Littman 4530 Conference Way South Boca Raton, Florida 33431 Attn.: Steven Littman Phone: (561) 208‐9038 Email: steven.littman@transunion.com Trade $34,000.00 12 URS Technologies Solutions LLC Attn.: Mukesh Chamedia 1100 Green Street, Suite 203 Iselin, New Jersey 08830 Attn.: Mukesh Chamedia Phone: (908) 241‐0582 Email: mukesh@blucognition.com Trade $32,000.00 13 MorganFranklin Consulting, LLC Attn.: Timothy Keefe 7900 Tysons One Place, Suite 300 McLean, Virginia 22102 Attn.: Timothy Keefe Phone: (202) 798‐5073 Email: tim.keefe@morganfranklin.com Trade $31,000.00 14 KLDiscovery Ontrack, LLC Attn.: Dale Drury 8201 Greensboro Drive, Suite 300 McLean, Virginia 22102 Attn.: Dale Drury Phone: (952) 937‐1107 Email: dale.drury@kldiscovery.com Trade $27,000.00 15 Amazon Webservices Attn.: David A. Zapolsky, General Counsel 410 Terry Avenue North Seattle, Washington 98108 Attn.: David A. Zapolsky, General Counsel Phone: (206) 266‐1000 Email: davidz@amazon.com Email: zapolsky@amazon.com Trade $24,000.00 16 Google LLC Attn.: Kent Walker, Chief Legal Officer Attn.: Cody Bowlay 1600 Amphitheatre Parkway Mountain View, California 94043 Attn.: Kent Walker, Chief Legal Officer Phone: (650) 253‐0000 Email: Attn.: Cody Bowlay Email: cbowlay@google.com Trade $18,000.00 17 Moore Colson Attn.: Sarah Parker 600 Galleria Parkway SE, Suite 600 Atlanta, Georgia 30339 Attn.: Sarah Parker Phone: (770) 989‐0028 Email: sparker@moorecolson.com Trade $15,000.00 18 Major, Lindsey & Africa / Allegis Group Holdings Inc. Attn.: Michael A. Albino, Practice Lead 7301 Parkway Drive Hanover, Maryland 21076 Attn.: Michael A. Albino, Practice Lead Phone: (404) 875‐1154 Email: malbino@mlaglobal.com Trade $15,000.00 19 RSM US LLP Attn.: Ben Brockman 30 South Wacker Drive, Suite 3300 Chicago, Illinois 60606 Attn.: Ben Brockman Phone: (312) 634‐4452 Email: ben.brockman@rsmus.com Trade $13,000.00 20 Goodwin Procter LLP Attn.: Dondi Dancy 601 Marshall Street Redwood City, California 94063 Attn.: Dondi Dancy Phone: (650) 752‐3100 Email: ddancy@goodwinlaw.com Professional Services $10,000.00 Case 22-10951 Doc 1 Filed 10/03/22 Page 12 of 44 Debtor Kabbage, Inc. Case number (if known) 22-_____ ( ) Name Official Form 204 List of Creditors Who Have the 30 Largest Unsecured Claims and Are Not Insiders Page 4 Name of creditor and complete mailing address, including zip code Name, telephone number, and email address of creditor contact Nature of the claim (for example, trade debts, bank loans, professional services, and government contracts) Indicate if claim is contingent, unliquidated, or disputed Amount of unsecured claim If the claim is fully unsecured, fill in only unsecured claim amount. If claim is partially secured, fill in total claim amount and deduction for value of collateral or setoff to calculate unsecured claim. Total claim, if partially secured Deduction for value of collateral or setoff Unsecured claim 21 Libra Risk Management Attn.: Ian Cox 12 Howard Avenue Foxborough, Massachusetts 02035 Attn.: Ian Cox Phone: (781) 975‐8424 Email: icox@kservicecorp.com Trade $7,000.00 22 Slack Technologies, LLC Attn.: David Schellhase, General Counsel 500 Howard Street San Francisco, California 94105 Attn.: David Schellhase, General Counsel Phone: (415) 579‐9122 Email: Trade $5,000.00 23 Option 1 Partners LLC Attn.: Jackie Flake 5815 Windward Parkway, Suite 302 Alpharetta, Georgia 30005 Attn.: Jackie Flake Phone: (678) 870‐4343 Email: jackie@option1partners.com Trade $4,000.00 24 Thomas E. Austin Jr., LLC Attn.: Thomas E. Austin Jr 2625 Piedmont Road NE, Suite 56‐330 Atlanta, Georgia 30324 Attn.: Thomas E. Austin Jr. Phone: (404) 814‐3755 Email: taustin@taustinlaw.com Professional Services $3,000.00 25 Box, Inc. Attn.: David Leeb, Chief Legal Officer Attn.: Jason Silapachai 900 Jefferson Avenue Redwood City, California 94063 Attn.: David Leeb, Chief Legal Officer Phone: (877) 729‐4269 Email: Attn.: Jason Silapachai Phone: (650) 729‐4269 Email: jsilapachai@box.com Trade $3,000.00 26. TKCG, Inc. Attn.: Lisa Williams, Executive Vice President 981 Joseph Lowery Boulevard NW Suite 100 Atlanta, Georgia 30318 Attn.: Lisa Williams, Executive Vice President Phone: (404) 488‐7400 Email: williams@trevelinokeller.com Trade $2,000.00 27 Corporation Service Company Attn.: Kevin Hunter Attn.: Jessica Mullenix Woodward 251 Little Falls Drive Wilmington, Delaware 19808 Attn.: Kevin Hunter Phone: (800) 927‐9801 Email: accountspecialist@cscglobal.com Attn.: Jessica Mullenix Woodward Phone: (800) 927‐9801 Ext. 62993 Email: jessica.woodward@cscgfm.com Professional Services $1,480.00 28 Microsoft Attn.: Hossein Nowbar, General Counsel One Microsoft Way Redmond, Washington 98052 Attn.: Hossein Nowbar, General Counsel Phone: (425) 882‐8080 Email: Trade $1,000.00 29 Lanier Parking Solutions I, LLC d/b/a Reef Parking Attn.: Elliot Roby 730 Peachtree Street, Mailbox #35 Atlanta, Georgia 30308 Attn.: Elliot Roby Phone: (404) 888‐0170 Email: elliott.roby@reefparking.com Trade $1,000.00 Case 22-10951 Doc 1 Filed 10/03/22 Page 13 of 44 Debtor Kabbage, Inc. Case number (if known) 22-_____ ( ) Name Official Form 204 List of Creditors Who Have the 30 Largest Unsecured Claims and Are Not Insiders Page 5 Name of creditor and complete mailing address, including zip code Name, telephone number, and email address of creditor contact Nature of the claim (for example, trade debts, bank loans, professional services, and government contracts) Indicate if claim is contingent, unliquidated, or disputed Amount of unsecured claim If the claim is fully unsecured, fill in only unsecured claim amount. If claim is partially secured, fill in total claim amount and deduction for value of collateral or setoff to calculate unsecured claim. Total claim, if partially secured Deduction for value of collateral or setoff Unsecured claim 30 Jason Carr, Vicki LeMaster, Edward Ford Services LLC, Carlton Morgan¸ 365 Sun LLC and Candice Worthy, individually and as putative plaintiffs on behalf of the proposed class c/o The Finley Firm, P.C. Attn.: MaryBeth V. Gibson, Esq. Piedmont Center 3525 Piedmont Road Building 14, Suite 230 Atlanta, Georgia 30305 c/o White & Williams, LLP Attn.: Shane R .Heskins, Esq. Attn.: Justin E. Proper, Esq. 1650 Market Street One Liberty Place, Suite 1800 Philadelphia, Pennsylvania 19103 Attn.: MaryBeth V. Gibson, Esq. Phone: (404) 978‐6971 Email: mgibson@thefinleyfirm.com Attn.: Justin E. Proper, Esq. Phone: (215) 864‐7000 Email: properj@whiteandwilliams.com Attn.: Shane R. Heskins, Esq. Phone: (215) 864‐6329 Email: heskins@whiteandwilliams.com Litigation Undetermined Case 22-10951 Doc 1 Filed 10/03/22 Page 14 of 44 UNITED STATES BANKRUPTCY COURT DISTRICT OF DELAWARE ------------------------------------------------------------ x : In re : Chapter 11 : KABBAGE, INC., : Case No. 22-________ ( ) : Debtor. : : ------------------------------------------------------------ x CONSOLIDATED CORPORATE OWNERSHIP STATEMENT PURSUANT TO FED. R. BANKR. P. 1007 AND 7007.1 Pursuant to Rules 1007(a)(1) and 7007.1 of the Federal Rules of Bankruptcy Procedure (the “Bankruptcy Rules”), attached hereto as Exhibit A is an organizational chart reflecting certain of the ownership interests in Kabbage, Inc. (the “Parent”) and its debtor affiliates, as proposed debtors and debtors in possession (the “Debtor Affiliates” and together with the Parent, the “Debtors”). The Debtors respectfully represent as follows:1 1. To the best of the Debtors’ knowledge and belief, no publicly held corporation owns, directly or indirectly, 10% or more of the equity interests in the Parent. 2. The Parent directly owns 100% of the equity interests in each of the Debtor Affiliates listed in Exhibit A. 1 All positions and ownership information is provided as of the date hereof (the “Petition Date”). Case 22-10951 Doc 1 Filed 10/03/22 Page 15 of 44 Exhibit A Organizational Chart Case 22-10951 Doc 1 Filed 10/03/22 Page 16 of 44 Kabbage, Inc. d/b/a KServicing Organizational Structure Kabbage, Inc. d/b/a KServicing* Incorporated: Delaware EIN Ending: 3937 Kabbage Financial Services Limited Incorporated: UK EIN Ending: N/A Kabbage Canada Holdings, LLC Incorporated: Delaware EIN Ending: N/A Kabbage Asset Securitization LLC Incorporated: Delaware EIN Ending: N/A Kabbage Asset Funding 2017-A LLC Incorporated: Delaware EIN Ending: 4803 Kabbage Asset Funding 2019-A LLC Incorporated: Delaware EIN Ending: 8973 Kabbage Diameter, LLC Incorporated: Delaware EIN Ending: N/A Kabbage India Private Limited Incorporated: India EIN Ending: N/A All ownership is 100% unless otherwise noted. * Kabbage, Inc. d/b/a KServicing, KServicing, Inc., KService Corp., and Kabbage Platform (Kabbage Platform used solely in the state of New York). Debtor Non-Debtor 99.9% Case 22-10951 Doc 1 Filed 10/03/22 Page 17 of 44 List of Equity Holders 1 UNITED STATES BANKRUPTCY COURT DISTRICT OF DELAWARE ------------------------------------------------------------ x In re : Chapter 11 : KABBAGE, INC., : Case No. 22-________ ( ) : : Debtor. : ------------------------------------------------------------ x LIST OF EQUITY HOLDERS1 Pursuant to Rule 1007(a)(3) of the Federal Rules of Bankruptcy Procedure, the following identifies all holders having a direct or indirect ownership interest, of the above- captioned debtor in possession (the “Debtor”). Check applicable box: ☐ There are no equity security holders or corporations that directly or indirectly own 10% or more of any class of the Debtor’s equity interest. ☒ The following are the Debtor’s equity security holders (list holders of each class, showing the number and kind of interests registered in the name of each holder, and the last known address or place of business of each holder): Name and Last Known Address or Place of Business of Holder Kind/Class of Interest Number of Interests Held Softbank Vision Fund (AIV M2) L.P. Attn.: Chris Placencia / Legal Team 1 Circle Star Way San Carlos, California 94070 Common Shares 5,690,800 Blue Run Ventures IV, L.P. Attn.: Jonathan Ebinger 545 Middlefield Road, Suite 250 Menlo Park, California 94025 Common Shares 5,291,159 1 This list serves as the required disclosure by the Debtor pursuant to Rule 1007 of the Federal Rules of Bankruptcy Procedure. All equity positions listed are as of the date of commencement of the Debtor’s chapter 11 case. Case 22-10951 Doc 1 Filed 10/03/22 Page 18 of 44 List of Equity Holders 2 Name and Last Known Address or Place of Business of Holder Kind/Class of Interest Number of Interests Held MDV IX, L.P. c/o Mohr Davidow Ventures Attn.: Bryan Stolle or Managing Director 3000 Sand Hill Road, Bldg. 3, Suite 290 Menlo Park, California 94025 Common Shares 4,700,655 Thomvest Ventures Ltd. Attn.: Managing Director 138 South Park Street San Francisco, California 94107 Common Shares 4,463,434 SoftBank PrinceVille Investments, L.P. Attn.: Steve Murray 38 Glen Avenue Newton, Massachusetts 02459 Common Shares 2,010,724 Evergreen Extension Holdings LLC Attn.: President 183 Centre St New York, New York 10013 Common Shares 1,520,187 TCWC Kabbage, LLC c/o Rob Baxter 865 South Figueroa Street, Suite 1800 Los Angeles, California 90017 Common Shares 1,005,362 Mouro Capital I LP Attn.: President Suite A, 6 Honduras Street London, EC1Y 0TH United Kingdom Common Shares 977,081 Lumia Capital 2014 Fund L.P. 1 Attn.: President 116 New Montgomery, Suite 600 San Francisco, California 94105 Common Shares 858,146 Curieux Limited Co. Two Ravinia Drive, Suite 700 Atlanta, Georgia 30346 Common Shares 812,065 Raymond James & Associates, Inc. CSDN FBO Robert Frohwein RIRA U/A/D 5/27/16 Attn.: President 880 Carillon Parkway St. Petersburg, Florida 33716 Common Shares 685,000 Case 22-10951 Doc 1 Filed 10/03/22 Page 19 of 44 List of Equity Holders 3 Name and Last Known Address or Place of Business of Holder Kind/Class of Interest Number of Interests Held The Bank of Nova Scotia c/o Vivian Koen 40 King Street, 36th Floor Toronto Ontario M5H1H1 Canada Common Shares 675,639 Lumia Telescope, L.P. Attn.: President 116 New Montgomery, Suite 600 San Francisco, California 94105 Common Shares 670,241 Mount McKinley Investment Limited Level 29 c/o Legal Counsel Richard Pu Wanchai Three Pacific Place 1 Queen’s Road East Hong Kong Common Shares 670,241 United Parcel Service General Services Co. Attn.: Legal Department 55 Glenlake Parkway NE Atlanta, Georgia 30328 Common Shares 577,578 Kathryn Petralia Address on File Common Shares 564,318 The Frohwein Family 2015 Trust Attn.: Robert Frohwein Address on File Common Shares 500,000 Marc J. Gorlin Revocable Trust Dated 10/23/98, Attn: Marc J. Gorlin, Trustee 1820 Peachtree Street, #1902 Atlanta, Georgia 30309 Common Shares 492,962 Lancaster Advisors, LLC, as Trustee of Lancaster Gift Trust c/o Fortis Advisors, LLC Attn.: Courtney Nothaus 12526 High Bluff Drive, Suite 280 San Diego, California 92130 Common Shares 425,000 KludeIn Fund I, LLC Attn.: President 855 El Camino Real #13A-385 Palo Alto, California 94301 Common Shares 368,222 Case 22-10951 Doc 1 Filed 10/03/22 Page 20 of 44 List of Equity Holders 4 Name and Last Known Address or Place of Business of Holder Kind/Class of Interest Number of Interests Held Orchard App, Inc. Attn.: Lindsay Cohen 386 Park Avenue S, 3rd Floor New York, New York 10016 Common Shares 357,338 BRV Opportunities Fund, L.P. 545 Middlefield Road, Suite 250 Menlo Park, California 94025 Common Shares 337,820 Victoria A. Treyger Address on File Common Shares 272,909 NCD SWIB Opportunities, L.P. Attn.: President 649 San Ramon Valley Danville, California 94526 Common Shares 268,097 Warren A. Stephens Trust, dated 9/30/87 c/o Warren A. Stephens, Trustee 111 Center Street Little Rock, Arkansas 72201 Common Shares 268,097 Venture Lending & Leasing VI, LLC Attn.: Legal Department 104 La Mesa Drive, Suite 102 Portola Valley, California 94028 Common Shares 241,546 Edward D. Riefkohl Address on File Common Shares 230,345 Pensco Trust Company LLC Attn.: President Custodian FBO Marc J. Gorlin, Roth IRA 1820 Peachtree Street, #1902 Atlanta, Georgia 30309 Common Shares 175,000 H. Barton Co-Invest Fund, LLC Attn.: President 2882 Sand Hill Road, Suite 241 Menlo Park, California 94025 Common Shares 169,953 Case 22-10951 Doc 1 Filed 10/03/22 Page 21 of 44 List of Equity Holders 5 Name and Last Known Address or Place of Business of Holder Kind/Class of Interest Number of Interests Held RSP Fund VI, LLC c/o Shizuka Nishida Recruit Strategic Partners Co. Ltd. Attn: Hiroki Takahashi GranTokyo South Tower 1-9-2 Marunouchi Chiyoda-ku Chiyoda-ku Tokyo Japan Andhra Pradesh 1006640 Common Shares 168,909 Venture Lending & Leasing VI, LLC Attn.: Legal Department 104 La Mesa Drive, Suite 102 Portola Valley, California 94028 Common Shares 159,692 Bennu Holdings Limited Co. Two Ravinia Drive, Suite 700 Atlanta, Georgia 30346 Common Shares 142,293 Margaret Gorlin Address on File Common Shares 138,199 Celtic Investment Inc. Attn.: President 268 S State Street, Ste. 300 Salt Lake City, Utah 84111 Common Shares 126,008 Anna Maiolo Address on File Common Shares 110,560 Kinder Investments, L.P. Attn.: Dov Perlysky 44 Wall Street, 2nd Floor New York, New York 10005 Common Shares 108,602 Ramie A. Tritt Address on File Common Shares 102,500 Jon H. Hoffmann Address on File Common Shares 100,000 Case 22-10951 Doc 1 Filed 10/03/22 Page 22 of 44 List of Equity Holders 6 Name and Last Known Address or Place of Business of Holder Kind/Class of Interest Number of Interests Held Kristen Reifkohl Address on File Common Shares 100,000 David Bonderman Address on File Common Shares 95,564 Lettuce GP c/o Elliott Davis Decosimo Attn.: Fred Decosimo 629 Market Street, Suite 100 Chattanooga, Tennessee 37377 Common Shares 92,693 Thomas Noonan Address on File Common Shares 79,970 Warren Stephens Address on File Common Shares 78,493 SV Angel III, LLC c/o President 770 Chimalus Drive Palo Alto, California 94306 or 588 Sutter Street, Suite 299 San Francisco, California 94102 Common Shares 76,923 Krishna Kumar Srinivasan Address on File Common Shares 74,747 Pete Kight Address on File Common Shares 67,024 Case 22-10951 Doc 1 Filed 10/03/22 Page 23 of 44 List of Equity Holders 7 Name and Last Known Address or Place of Business of Holder Kind/Class of Interest Number of Interests Held Dechomai Asset Trust Attn.: President 3713 Pine St. Jacksonville, Florida 32205 Common Shares 67,000 Kristen Riefkohl Address on File Common Shares 65,054 Frank J.B. Varallo Revocable Trust Two Union Square, Suite 1100 Tallan Bldg. Chattanooga, Tennessee 37402 Common Shares 59,326 Fashionmall.com, Inc. Attn.: Ben Narasin 774 Mays Blvd, #6-259 Incline Village, Nevada 89451 Common Shares 56,368 Kevin Phillips Address on File Common Shares 55,554 Nancy Grace Address on File Common Shares 54,228 Novel TMT Ventures Limited Attn.: Andrew Fine 11 West 42nd Street, 21st Floor New York, New York 10036 Common Shares 53,619 Kaustav Das Address on File Common Shares 52,305 Samantha Phillips Address on File Common Shares 52,199 Case 22-10951 Doc 1 Filed 10/03/22 Page 24 of 44 List of Equity Holders 8 Name and Last Known Address or Place of Business of Holder Kind/Class of Interest Number of Interests Held KK Srinivasan Address on File Common Shares 50,000 Joni Winston Address on File Common Shares 47,736 Venture Lending & Leasing VII, LLC Attn.: Legal Department 104 La Mesa Drive, Suite 102 Portola Valley, California 94028 Common Shares 46,697 Venture Lending & Leasing VIII, LLC Attn.: Legal Department 104 La Mesa Drive, Suite 102 Portola Valley, California 94028 Common Shares 46,696 Carrianne McCormack Address on File Common Shares 41,460 SVB Financial Group c/o Jason Mok 2400 Hanover Street Palo Alto, California 94304 Common Shares 40,000 Steve Gorlin Address on File Common Shares 36,854 Eric Bunting Address on File Common Shares 34,220 James McKelvey Address on File Common Shares 30,384 Case 22-10951 Doc 1 Filed 10/03/22 Page 25 of 44 List of Equity Holders 9 Name and Last Known Address or Place of Business of Holder Kind/Class of Interest Number of Interests Held Samuel Wheeler Address on File Common Shares 30,231 Henry Mellon Address on File Common Shares 27,745 Richard Vogt Address on File Common Shares 27,640 Bruce Hack and Jayma Meyer Hack Address on File Common Shares 27,567 Charles E. Koob Address on File Common Shares 27,567 Peter Astiz Address on File Common Shares 25,034 Meryem Donmez Address on File Common Shares 24,063 Josh and Lara Tolchin Address on File Common Shares 23,952 Thomvest Ventures Ltd. c/o Managing Director Southern Palms St. Lawrence Gap Christ Church BB 15017 Common Shares 21,605 Case 22-10951 Doc 1 Filed 10/03/22 Page 26 of 44 List of Equity Holders 10 Name and Last Known Address or Place of Business of Holder Kind/Class of Interest Number of Interests Held Boland Jones Address on File Common Shares 21,067 Frank B. and Paula A. McGowan Address on File Common Shares 19,169 DLA Piper Venture Fund 2008, LLC Attn.: Peter Astiz 2000 University Avenue East Palo Alto, California 94303 Common Shares 18,443 Jason Dell Address on File Common Shares 18,427 Cheryl Buck Address on File Common Shares 18,370 MSSB Custodian for Josh Tolchin ROTH Attn.: President 80 Old Powers Place Atlanta, Georgia 30327 Common Shares 18,048 David Moon Address on File Common Shares 16,345 TriplePoint Ventures 2, LLC Attn.: Tom Southworth 2755 Sand Hill Road, Suite 150 Menlo Park, California 94025 Common Shares 15,384 Azba Habib Address on File Common Shares 15,313 Case 22-10951 Doc 1 Filed 10/03/22 Page 27 of 44 List of Equity Holders 11 Name and Last Known Address or Place of Business of Holder Kind/Class of Interest Number of Interests Held Susan C. Grisham Address on File Common Shares 15,107 Janathan P. Parise Address on File Common Shares 14,549 Gregory Kenith Address on File Common Shares 14,415 Troy A. Deus Address on File Common Shares 14,266 Pauline Reader Address on File Common Shares 13,820 Michael Molnar Address on File Common Shares 13,534 Novel TMT CIP I, L.P. Attn.: Andrew Fine 11 West 42nd Street, 21st Floor New York, New York 10036 Common Shares 13,405 Jewish Community Federation & Endowment Fund Attn.: President 121 Steuart St San Francisco, California 94105 Common Shares 13,000 DLA Piper Venture Fund 2011, LLC Attn.: Peter Astiz 2000 University Avenue East Palo Alto, California 94303 Common Shares 12,743 Case 22-10951 Doc 1 Filed 10/03/22 Page 28 of 44 List of Equity Holders 12 Name and Last Known Address or Place of Business of Holder Kind/Class of Interest Number of Interests Held Thomas B. Blaisdell and Sheryl G. Blaisdell, Co- Trustees of the Blaisdell Living Trust Dated 7/20/12 c/o Fortis Advisors, LLC Attn.: Courtney Nothaus 12526 High Bluff Drive, Suite 280 San Diego, CA 92130 Common Shares 12,500 Chevis Patterson Address on File Common Shares 12,080 Cathleen A. Donoghue Address on File Common Shares 11,846 Daniel Baute Address on File Common Shares 10,000 Gene Hoffman Address on File Common Shares 10,000 Intelligent Systems Corporation 4355 Shackleford Road Norcross, Georgia 30093 Common Shares 10,000 Robert Rosenblatt Address on File Common Shares 10,000 Forest A. Skaggs Address on File Common Shares 9,500 Case 22-10951 Doc 1 Filed 10/03/22 Page 29 of 44 List of Equity Holders 13 Name and Last Known Address or Place of Business of Holder Kind/Class of Interest Number of Interests Held David Hsu Address on File Common Shares 9,375 Mary Frances Jones Address on File Common Shares 9,214 Mark B. Elsinger Address on File Common Shares 9,040 McGowan Family Farming Partnership Attn.: President 6576 Bluewaters Drive Flowery Branch, Georgia 30542 Common Shares 8,447 Lydia Kinyanjui Address on File Common Shares 8,251 Krystal Mincey Address on File Common Shares 7,761 Brandon S. Carter Address on File Common Shares 7,584 Frank Bishop Address on File Common Shares 7,500 Marcy Simon Address on File Common Shares 6,702 Case 22-10951 Doc 1 Filed 10/03/22 Page 30 of 44 List of Equity Holders 14 Name and Last Known Address or Place of Business of Holder Kind/Class of Interest Number of Interests Held Kevin Skibbe Address on File Common Shares 6,622 Rachel DeJulio Address on File Common Shares 6,268 Adam Nash Address on File Common Shares 6,250 Jonathan R. Ebinger & Mary Louise Ebinger, Co-Trustees of The Ebinger Family Trust, dated May 9, 2014 Attn.: President 545 Middlefield Road, Suite 250 Menlo Park, California 94025 Common Shares 6,250 Robert Wojciechowski Address on File Common Shares 6,014 Craig Alexander Address on File Common Shares 5,077 Richard Kim Address on File Common Shares 5,000 Sarah Toton Address on File Common Shares 5,000 Michael Goethe Address on File Common Shares 4,931 Case 22-10951 Doc 1 Filed 10/03/22 Page 31 of 44 List of Equity Holders 15 Name and Last Known Address or Place of Business of Holder Kind/Class of Interest Number of Interests Held Jacob Landsman Address on File Common Shares 4,920 Anthony Mannino Address on File Common Shares 4,851 John Cunningham Address on File Common Shares 4,749 Hard Yaka c/o 3taps Chronicle Books Building 680 Second Street San Francisco, California 94107 Common Shares 4,615 Sean P. Rolland Address on File Common Shares 4,608 Randall Cantrell Address on File Common Shares 4,531 James C. Thompson Address on File Common Shares 4,500 Winn Martin Address on File Common Shares 4,375 Raymond R. Riticher Address on File Common Shares 3,986 Case 22-10951 Doc 1 Filed 10/03/22 Page 32 of 44 List of Equity Holders 16 Name and Last Known Address or Place of Business of Holder Kind/Class of Interest Number of Interests Held Ahmet Bakan Address on File Common Shares 3,938 Chris Heisel Address on File Common Shares 3,860 Jennifer Richard-Straus Address on File Common Shares 3,751 Peeyush Sharma Address on File Common Shares 3,750 Stephen Johnson Address on File Common Shares 3,750 Elizabeth Meeker Address on File Common Shares 3,686 Jeremy Johnson Address on File Common Shares 3,604 Herb Biggers Address on File Common Shares 3,360 Amy M. Zimmerman Address on File Common Shares 3,133 Case 22-10951 Doc 1 Filed 10/03/22 Page 33 of 44 List of Equity Holders 17 Name and Last Known Address or Place of Business of Holder Kind/Class of Interest Number of Interests Held Petrina Smith Address on File Common Shares 3,047 Elizabeth Atkins Address on File Common Shares 3,010 Fareeha Sufder Address on File Common Shares 3,000 Joshua M. Johnson Address on File Common Shares 2,846 Erich Hansen Address on File Common Shares 2,813 Vijay Sathish Address on File Common Shares 2,813 Xin Zhang Address on File Common Shares 2,813 Zhengbo Li Address on File Common Shares 2,813 Robert Frohwein Address on File Common Shares 2,681 Case 22-10951 Doc 1 Filed 10/03/22 Page 34 of 44 List of Equity Holders 18 Name and Last Known Address or Place of Business of Holder Kind/Class of Interest Number of Interests Held Tongqing Tony Qiu Address on File Common Shares 2,579 Michael C. Gibson Address on File Common Shares 2,460 Amanda C. Hurtt Address on File Common Shares 2,407 Hitesh Patel Address on File Common Shares 2,344 Alfredo Jimenez Address on File Common Shares 2,299 Michael Galvin Address on File Common Shares 2,250 Andres Thomas Address on File Common Shares 2,247 Michael Heitz Address on File Common Shares 2,218 Charles C. O’Neal Address on File Common Shares 2,200 Case 22-10951 Doc 1 Filed 10/03/22 Page 35 of 44 List of Equity Holders 19 Name and Last Known Address or Place of Business of Holder Kind/Class of Interest Number of Interests Held Caitlyn Arnold Address on File Common Shares 2,188 Yanique M. Javois Address on File Common Shares 2,178 Rebecca Katie Tan Address on File Common Shares 2,127 Nirvan Nagar Address on File Common Shares 2,110 Richard Choy Address on File Common Shares 2,110 Michael H. Hosch Address on File Common Shares 2,067 Brian Gordon Address on File Common Shares 2,000 Eric Nalbone Address on File Common Shares 2,000 MLPF&S FBO Thomas DeMarini SEP Attn.: President 2991 Payton Road Atlanta, Georgia 30345 Common Shares 1,924 Case 22-10951 Doc 1 Filed 10/03/22 Page 36 of 44 List of Equity Holders 20 Name and Last Known Address or Place of Business of Holder Kind/Class of Interest Number of Interests Held Alexis Liatis Address on File Common Shares 1,875 Clinton Dugan Address on File Common Shares 1,875 Theodore Ranney Address on File Common Shares 1,815 Ashley Petrilli Address on File Common Shares 1,787 Kiril Staikov Address on File Common Shares 1,750 Kokeitha C. Kirkpatrick Address on File Common Shares 1,750 Yun Kwak Address on File Common Shares 1,750 Ratnakar Pandey Address on File Common Shares 1,500 Ruxi Lucy Zhang Address on File Common Shares 1,407 Case 22-10951 Doc 1 Filed 10/03/22 Page 37 of 44 List of Equity Holders 21 Name and Last Known Address or Place of Business of Holder Kind/Class of Interest Number of Interests Held Jessica Wrenn Address on File Common Shares 1,406 Andrew Meadows Address on File Common Shares 1,371 Justin Williams Address on File Common Shares 1,312 David Liles Address on File Common Shares 1,267 Andrew Bouton Address on File Common Shares 1,239 Brian Reene Address on File Common Shares 1,228 Andrew Stamps Address on File Common Shares 1,215 Donna Hanson Address on File Common Shares 1,200 Caleb Dagenhart Address on File Common Shares 1,172 Case 22-10951 Doc 1 Filed 10/03/22 Page 38 of 44 List of Equity Holders 22 Name and Last Known Address or Place of Business of Holder Kind/Class of Interest Number of Interests Held Christopher Fowlkes Address on File Common Shares 1,172 Kangyuan Zhu Address on File Common Shares 1,172 Jacob Burkhardt Address on File Common Shares 1,152 Brad Evan Major Address on File Common Shares 1,037 Arun Velagapalli Address on File Common Shares 938 Lauren Dymecki Address on File Common Shares 911 Rebecca Weizenecker Address on File Common Shares 875 Bryceton F. O’Neal Address on File Common Shares 820 Caroline Howatt Address on File Common Shares 806 Case 22-10951 Doc 1 Filed 10/03/22 Page 39 of 44 List of Equity Holders 23 Name and Last Known Address or Place of Business of Holder Kind/Class of Interest Number of Interests Held Kofi Asirifi Address on File Common Shares 766 Shashank Dikshit Address on File Common Shares 750 Alexis Ordini Address on File Common Shares 704 Puneeth Kuthati Address on File Common Shares 657 Christina Chan Address on File Common Shares 656 Colin Waldman Address on File Common Shares 646 John Hussar Address on File Common Shares 610 Allison Lilly Address on File Common Shares 578 Charles Brooks Address on File Common Shares 550 Case 22-10951 Doc 1 Filed 10/03/22 Page 40 of 44 List of Equity Holders 24 Name and Last Known Address or Place of Business of Holder Kind/Class of Interest Number of Interests Held Joshua Bennett Address on File Common Shares 547 Joshua Propp Address on File Common Shares 547 Reese Rotella Address on File Common Shares 516 Kjre Jenkins Eidson Address on File Common Shares 504 Anish Khobragade Address on File Common Shares 500 Daniel Geller Address on File Common Shares 500 Marisa Toodle Address on File Common Shares 500 Madison Hodges Address on File Common Shares 438 Zhe Sun Address on File Common Shares 438 Case 22-10951 Doc 1 Filed 10/03/22 Page 41 of 44 List of Equity Holders 25 Name and Last Known Address or Place of Business of Holder Kind/Class of Interest Number of Interests Held Carlos Abreu Address on File Common Shares 422 Aditya Ray Address on File Common Shares 400 Abhishek Singh Address on File Common Shares 317 Matt Kuo Address on File Common Shares 300 Michael Q. Hu Address on File Common Shares 300 Ranjeet Singh Rawat Address on File Common Shares 300 Caroline Ebinger Address on File Common Shares 250 Campbell Kraft Address on File Common Shares 235 Katherine Garstin Address on File Common Shares 200 Case 22-10951 Doc 1 Filed 10/03/22 Page 42 of 44 List of Equity Holders 26 Name and Last Known Address or Place of Business of Holder Kind/Class of Interest Number of Interests Held Monika Khichi Address on File Common Shares 200 Nikita Gupta Address on File Common Shares 200 Martin A. Bell and Alison D. Bell Address on File Common Shares 136 Amrit Ravuri Address on File Common Shares 115 Alexander Gillette Address on File Common Shares 100 Pensco Trust Company, LLC FBO Thomas Demarini IRA Attn.: President P.O. Box 173859 Denver, Colorado 80217 Common Shares 36 Case 22-10951 Doc 1 Filed 10/03/22 Page 43 of 44 Official Form 202 Declaration Under Penalty of Perjury for Non-Individual Debtors Official Form 202 Declaration Under Penalty of Perjury for Non-Individual Debtors 12/15 An individual who is authorized to act on behalf of a non-individual debtor, such as a corporation or partnership, must sign and submit this form for the schedules of assets and liabilities, any other document that requires a declaration that is not included in the document, and any amendments of those documents. This form must state the individual’s position or relationship to the debtor, the identity of the document, and the date. Bankruptcy Rules 1008 and 9011. WARNING – Bankruptcy fraud is a serious crime. Making a false statement, concealing property, or obtaining money or property by fraud in connection with a bankruptcy case can result in fines up to $500,000 or imprisonment for up to 20 years, or both. 18 U.S.C. §§ 152, 1341, 1519, and 3571. Declaration and signature I am the president, another officer, or an authorized agent of the corporation; a member or an authorized agent of the partnership; or another individual serving as a representative of the debtor in this case. I have examined the information in the documents checked below and I have a reasonable belief that the information is true and correct: Schedule A/B: Assets–Real and Personal Property (Official Form 206A/B) Schedule D: Creditors Who Have Claims Secured by Property (Official Form 206D) Schedule E/F: Creditors Who Have Unsecured Claims (Official Form 206E/F) Schedule G: Executory Contracts and Unexpired Leases (Official Form 206G) Schedule H: Codebtors (Official Form 206H) Summary of Assets and Liabilities for Non-Individuals (Official Form 206Sum) Amended Schedule ____ Chapter 11 or Chapter 9 Cases: List of Creditors Who Have the 30 Largest Unsecured Claims and Are Not Insiders (Official Form 204) Other document that requires a declaration Consolidated Corporate Ownership Statement and List of Equity Holders I declare under penalty of perjury that the foregoing is true and correct. Executed on October 3, 2022 MM /DD /YYYY /s/ Laquisha Milner Signature of individual signing on behalf of debtor Laquisha Milner Printed name Chief Executive Officer Position or relationship to debtor Fill in this information to identify the case: Debtor name: Kabbage, Inc. United States Bankruptcy Court for the District of Delaware (State) Case number (If known): 22-_____ ( ) Case 22-10951 Doc 1 Filed 10/03/22 Page 44 of 44
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