PUBLIC NOTICE OF ASSIGNEE SALE: AMS Digital, LLC and it’s Subsidiaries

NOTICE OF SOLICITATION OF BIDS BY ASSIGNEE

Sale of Assets: On January 3, 2025 at 11:00 a.m. (CDT) via Zoom or other virtual meeting platform, Steven A. Nerger, not individually, but solely as Assignee (“Assignee”) for the Benefit of Creditors of AMS Digital, LLC (d/b/a Professional Education Institute) and its subsidiaries AMS Direct, Inc., American Marketing Systems, Inc. and Legacy Learning, LLC (collectively, “the Company”), intends to sell at a public sale to the highest and best bidder (“Auction”) all of his right, title and interest in and to the following assets (“Assets”):

The Assets of the Company consist primarily of intellectual property, websites, URLs, etc. The Company was engaged in a monthly subscription business marketing educational materials and self-improvement home study products via the internet. The Assets will be offered as a single lot on an “as-is, where-is” basis.

Terms and Conditions of Sale: The overview of the sale process is as follows: (1) upon execution of a non-disclosure agreement, interested parties will be provided the available due diligence materials; (2) the Assignee will provide a form asset purchase agreement to those interested parties who have executed a non-disclosure agreement; (3) qualified written offers, including an earnest money deposit in the form of a cashier’s check payable to the Assignee in the amount of at least $5,000, must be received by the Assignee on or before 5:00 p.m. (CDT) on January 2, 2025; (4) the auction sale will occur at 11:00 a.m. (CDT) on January 3, 2025; and (5) the winning bidder must be prepared to close and fund the purchase no later than January 10, 2025. If competing bidders are present, bidding at the Auction will occur in an auction-like process. If the successful bidder fails to pay the balance of its successful bid at closing, then its earnest money deposit will be forfeited to the Assignee and the Assets may, at the Assignee’s option, be sold to the next highest bidder without prejudice to, or waiver of, the Assignee’s rights and remedies against the defaulting high bidder. The Assignee reserves the right, in his sole discretion, to determine the qualifications of any competing bidder, including the ability to close the transaction on the terms and conditions referenced herein. The Assignee may announce at or before the Auction such other terms and
conditions of sale and bidding in his sole discretion as will result in the highest or otherwise best value for the Assets and be in the best interests of the estate.

The Assets are being sold AS IS, WHERE IS and with no express or implied warranties, representations, statements or conditions of any kind including, but not limited to, warranties of merchantability or fitness for a particular purpose or protection under applicable law.

For further information regarding the sale, or to obtain a Non-Disclosure Agreement, please contact:

Assignee
Steven A. Nerger
Nerger Advisory Services, LLC
[email protected]
Tel: (847) 612-0451