Source document (2021-03-29) — In re Panthera Enterprises, LLC

What This Document Is

This is docket entry 302-1, a seven-page "Exhibit A" filed March 29, 2021 as an attachment to the Chapter 7 Trustee's Motion to Sell Real Property and Novate Government Contracts (docket entry 302). The docket's own entry text for the parent filing lists "Exhibit A" as attachment 1 of the 49-page, 3-document motion package. The queue's placeholder title and document type ("Source document (2021-03-29)" / "court-filings") were generic auto-generated labels rather than a description of the exhibit's content.

Factual Summary

The exhibit is an Asset Purchase Agreement dated March 29, 2021 between Panthera Training, LLC as purchaser and Panthera Enterprises, LLC as seller. Subject to bankruptcy-court approval, Panthera Training agreed to acquire substantially all of the seller's assets for $6,563,252.35 and assume only specified liabilities tied to novated federal-government contracts. Purchased assets include the approximately 747.40-acre Hardy County facility, its fixtures and improvements, and novation of the contracts; the seller's website is excluded and the Trustee is to cancel it after closing. The agreement requires closing within 30 days after entry of the Sale Order. Its payment terms include lien-release payments, a $205,191.82 trustee commission, a $290,000 non-interest-bearing promissory note tied to contract receipts and due no later than September 30, 2024, transaction costs, and release by the purchaser of approximately $1,547,776.94 in claims against the estate.

Key Facts

• Docket entry: 302-1 ("Exhibit A"), filed and entered March 29, 2021, 7 pages
• Filed as attachment 1 to the Trustee's Motion to Sell Real Property and Novate Government Contracts (docket entry 302)
• Purchase price: $6,563,252.35 for the facility and contract-novation assets, subject to the Sale Order.
• Purchaser assumes only obligations arising under contracts as they are novated; other seller liabilities are excluded.
• Filed by Aaron C. Amore, Chapter 7 Trustee, on behalf of the estate of Panthera Enterprises, LLC.

Source Caveats

The transaction remained subject to entry of a final, unappealable Sale Order and approval of each contract novation.