Customers-Kabbage Bankruptcy -Declaration of Alyssa White
- Date
- 2022-12-07
Summary
Exhibit 1, filed December 7, 2022 as Doc 339-1 in In re Kabbage, Inc., d/b/a KServicing, et al., Case No. 22-10951 (CTG), in the U.S. Bankruptcy Court for the District of Delaware: the declaration of Alyssa White, a Customers Bank senior vice president, supporting Customers Bank's motion to compel compliance with a court-approved settlement agreement and for additional adequate protection. The declaration states that borrower payments on CB PPP Loans for October 2022 totaled approximately $1,301,569, that Trust Account deposits totaled approximately $1,551,245.91, and that the payment received was $376,326.59. Exhibits A and C are marked filed under seal; Exhibit B is a November 28, 2022 email raising the discrepancies; and Exhibit D is a settlement calculation showing a Settlement Payment of $20,499,683.
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Case 22-10951-CTG Doc 339-1 Filed 12/07/22 Page 1 of 10
EXHIBIT 1
Case 22-10951-CTG Doc 339-1 Filed 12/07/22 Page 2 of 10
IN THE UNITED STATES BANKRUPTCY COURT
FOR THE DISTRICT OF DELAWARE
In re:
Chapter 11
KABBAGE, INC., d/b/a KSERVICING, et al.,
Case No. 22-10951 (CTG)
Debtors. (Jointly Administered)
DECLARATION OF ALYSSA WHITE IN SUPPORT OF MOTION OF CUSTOMERS
BANK FOR ENTRY OF AN ORDER (I) COMPELLING COMPLIANCE WITH COURT
APPROVED SETTLEMENT AGREEMENT AND ORDER; (II) REQUIRING
ADDITIONAL ADEQUATE PROTECTION IN FAVOR OF CUSTOMERS BANK;
AND (III) GRANTING RELATED RELIEF
I, Alyssa White, hereby declare pursuant to 28 U.S.C. §1746, under penalty of perjury to the
best of my knowledge and belief, that:
1. I am Senior Vice President, Director of Digital 7A Operations for Customers Bank, a
position that I have held since approximately November, 2021. From approximately December,
2020 to November, 2021, I held other roles at Customers Bank.
2. I submit this Declaration in support of the contemporaneously filed Motion of
Customers Bank for Entry of an Order (I) Compelling Compliance With Court Approved Settlement
Agreement and Order; (II) Requiring Additional Adequate Protection In Favor of Customers Bank;
and (III) Granting Related Relief (“Motion to Compel”).1
3. I have personal knowledge of the terms of the Settlement Agreement entered into
between Customers Bank and the Debtor, Kabbage, Inc. d/b/a KServicing (“KServicing”) and the
assertions in the Motion to Compel. I also have personal knowledge of the reconciliation process
that took place between Customers Bank and KServicing following the Effective Date of the
Settlement Agreement regarding the calculation of, and payment of, the October Payment and the
amount of the October Remittances. In addition, I have personal knowledge of Customers Bank’s
historic business relationship with KServicing.
4. In communicating with representatives of KServicing regarding the support for the
Debtor’s calculation of the October Payment, I was provided the form of a borrower remittance report
for the month of October, 2022 relating to the CB PPP Loans via SFTP. Using the data contained in
that voluminous file, I carefully created the table set forth below, containing a true and accurate
summary of the information reported by the Debtor:
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Capitalized terms not defined herein shall have the meanings ascribed in the Motion to Compel.
Case 22-10951-CTG Doc 339-1 Filed 12/07/22 Page 3 of 10
5. Based on my analysis of the remittance report provided by the Debtor for the month
of October, 2022, the amount of borrower payments on CB PPP Loans totaled approximately
$1,301,569.
6. In relation to the Servicing Plan provisions of the Settlement Agreement,
representatives of KServicing provided me a copy of the October Bank Statement in a large zip file
containing bank statements for other relevant time periods, with the October Bank Statement attached
hereto as Exhibit A. Based on my analysis of the October Bank Statement, for the month of October,
2022, starting as of October 3, 2022, the amount of deposits on CB PPP Loans deposited in the Trust
Account totaled approximately $1,551,245.91.
7. The payment received by the Debtor from the Trust Account, however, was only in
the amount of $376,326.59.
8. On November 28, 2022, I communicated, on behalf of Customers Bank, with
representatives of KServicing regarding my concerns with the short payment of the October Payment,
referencing the summary of data described in Paragraph 4 above, as well as the discrepancies between
information set forth in the remittance reports versus the October Bank Statement. See Exhibit B.
9. Attached as Exhibit C is a true and accurate copy of email correspondence that I
received from Donna Robinson Evans, Senior Operations Director for the Debtor, on November 4,
2022, describing the amount of payments due to the SBA from the Prepetition Remittances previously
withheld from Customers Bank by the Debtor, that were accounted for in calculating the Settlement
Payment.
10. The Settlement Payment was calculated by Customers Bank using the Debtor’s
calculation of amounts due to the SBA set forth in Exhibit C, as described in Exhibit A to the Debtor’s
Reply Letter, which contains a line item for “Fees Owed to SBA (Borrower Payments).” That
summary calculation and reconciliation, prepared by Customers Bank, is attached here for reference
as Exhibit D.
Dated: December 7, 2022 /s/ Alyssa White_______________
Alyssa White
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Case 22-10951-CTG Doc 339-1 Filed 12/07/22 Page 4 of 10
Exhibit A
Filed Under Seal
Case 22-10951-CTG Doc 339-1 Filed 12/07/22 Page 5 of 10
EXHIBIT B
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Case 22-10951-CTG Doc 339-1 Filed 12/07/22 Page 6 of 10
From: White, Alyssa A <awhite@customersbank.com>
Sent: Monday, November 28, 2022 11:22 AM
To: Tamica Williams; Donna Evans; dwalker@kservicecorp.com
Cc: Vervlied, Michele L; Merkin, Albert R; Chioma Ajagba; Anderson, Gregg; Couvreur, Dori
Subject: October Remittance Report
Good morning,
We received the October remittance report and wire for $376,326.59. Noted below are a few discrepancies we
identified.
Please let me know if you are you available to review Wednesday, 11/30 between 10 – 12.
The remittance report shows $1,302,569 as the amount owed. It appears SBA payments were netted out; however,
those funds were never paid to Customers Bank and therefore should not reduce our payment. As a reminder, SBA
payments through September were accounted for in the settlement and listed in Donna’s Email sent on 11/14/22
“(Kservicing Update #5 (this is the last one)”.
The October Synovous bank statement shows $1,551,275.91 in deposits, leaving $249,707 not accounted for.
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Case 22-10951-CTG Doc 339-1 Filed 12/07/22 Page 7 of 10
The content of the report also changed from cumulative to only include current month transactions. In order to process
the report on our end, we do need consistency from month to month. Please confirm going forward, you will continue
to only send current month transactions.
Alyssa A White
SVP, Director of Digital 7A Operations
40 General Warren Blvd, Suite 200
Malvern, Pennsylvania 19355
(Cell) 484-334-5151
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Case 22-10951-CTG Doc 339-1 Filed 12/07/22 Page 8 of 10
Exhibit C
Filed Under Seal
Case 22-10951-CTG Doc 339-1 Filed 12/07/22 Page 9 of 10
EXHIBIT D
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#181849293_v2
Case 22-10951-CTG Doc 339-1 Filed 12/07/22 Page 10 of 10
Reurned/Cancelled Loans $3,617,304
Reurned/Cancelled Loans in Remittance Report ($426,258)
Additional Loans not Disbursed (per Danny) $35,899
Adjusted Returned/Canceled Loans $3,226,945
Borrower Principal Repayments and Returns per Remittance File $25,578,633
Interest Collected $1,030,328
Reported Remittance Account Variance $497,900
Total Borrower Remittance Payments (P&I) $27,106,862
Adjusted Returned/Cancelled Loans $3,226,945
Total Borrower Remittance Payments (P&I) $27,106,862
Fees Owed to SBA (Borrower Overpayments) ($1,150,513)
Disputed KServicing Remittance Holdbacks $29,183,294
Disputed KServicing Fee Holdbacks $8,317,023
Disputed KServicing Remittance Holdbacks $29,183,294
Disputed KServicing Fee Holdbacks $8,317,023
Disputed KServicing Holdbacks $37,500,317
Negotiated Receivable $58,000,000
Disputed KServicing Holdbacks ($37,500,317)
Settlement Payment $20,499,683
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