Memorandum of Timber Agreement — In re Panthera Enterprises, LLC

What This Document Is

This is docket entry 348-3, the 3-page Exhibit C to the trustee's memorandum supporting the § 363 sale motion (docket entry 348), filed May 21, 2021. It is the Memorandum of Timber Agreement prepared by Woods Rogers PLC, executed by Theresa Morgoglione in 2018 and recorded in Hardy County at Book 346, Page 278 — the recorded notice of the March 26, 2018 Timber Agreement covering the debtor's two parcels.

Factual Summary

The memorandum identifies the parties as TenX Group, LLC — addressed c/o Panthera Worldwide, Attn: Ray Jones, Leesburg, Virginia — and Theresa Morgoglione, c/o Woods Rogers PLC. It covers the two Hardy County parcels comprising the debtor's real property: approximately 59.00 acres (Parcel 3-203-5) and 689.4 acres (Parcel 2-203-8). Its operative recital states that "[p]ursuant to a Timber Agreement dated March 26, 2018, TenX Group LLC has granted Theresa Morgoglione the right to harvest any and all timber, trees and other forest products growing on the above-referenced property, for a perpetual term, commencing on September 26, 2018," with each party holding a fully executed copy of the underlying agreement, whose terms are incorporated. The acknowledgment shows Morgoglione's 2018 execution before a Charlottesville, Virginia notary; the trustee's memorandum states the recording occurred May 24, 2018. The trustee offers the instrument to rebut TR&L's timber-rights objection: the recorded grantee is Morgoglione, not SMI, so TR&L — SMI's claimed successor — has no interest in the timber rights and no § 363(e) standing on that ground. The trustee's memorandum adds that his adversary proceeding (21-ap-00002) attacks the timber transfer as fraudulent and that the Clerk entered default against Morgoglione on May 6, 2021.

Key Facts

• Docket entry: 348-3, filed May 21, 2021, 3 pages
• Instrument: Memorandum of Timber Agreement, recorded at Book 346, Page 278, Hardy County
• Underlying agreement: March 26, 2018; perpetual harvest right commencing September 26, 2018
• Grantor: TenX Group, LLC (Attn: Ray Jones); grantee: Theresa Morgoglione
• Covers both parcels of the debtor's 747.49-acre training-facility property

Source Caveats

The source PDF is a scan of a recorded instrument bearing "Unofficial Document" watermarks, with OCR artifacts; the handwritten acknowledgment date is partially illegible (the year 2018 is legible; the trustee's memorandum gives April 30, 2018 as the execution date). The memorandum is notice of the underlying March 26, 2018 Timber Agreement, whose full terms are not in this exhibit. The transfer it records was under attack as a fraudulent conveyance in adversary proceeding 21-ap-00002 when this exhibit was filed.