1. Public Sale. The Secured Creditors, through the Agent (as each is defined below) will sell the Debtor’s (as defined below) right, title and interest in the Assets (as defined below) to the highest qualified bidder(s) in public (the “Public Sale”) as follows:
2. Secured Creditors. The “Secured Creditors” are Canal Capital Partners III, LP, Canal Capital Partner III – A, LP, and Douglas Tansill.
3. Debtor. The “Debtor” is MiCorp Custom Auto & Truck, LLC.
4. Sale Date. The Public Sale is scheduled for August 23rd, 2021 at 11:00 a.m. Eastern Time and will be conducted via Zoom. The Bid Deadline (as defined below) is August 20th, 2021 at 4:00 p.m. Eastern Time.
5. Assets. The “Assets” consist of all of Debtor’s Accounts, Deposit Accounts, Documents, Electronic Chattel Paper, Equipment, Fixtures, General Intangibles, Goods, Inventory, Instruments, Intellectual Property, Investment Property, Letter-of-Credit Rights, Payment Intangibles, Receivables, Software, Stock Rights, Supporting Obligations, Commercial Tort Claims and Other Collateral, wherever located, in which Debtor now has or hereafter acquires any right or interest, and the proceeds, insurance proceeds and products thereof, together with all books and records, customer lists, credit files, government tax credits and refunds, software, computer files, programs, printouts and other computer materials and records related thereto.
6. Authority for Sale. The Sale is being held pursuant to (i) The Senior Subordinated Note Purchase Agreement dated as of October 27, 2016, by and among the Debtor, MiCorp CAT Holdings, LLC (“MiCorp Holdings”) and Canal Capital Partners III, LP (“Canal III”) as Administrative Agent and Collateral Agent (in such capacities, the “Agent”) (as the same may be amended, supplemented or otherwise modified from time to time, the “Note Purchase Agreement”); (ii) The Continuing Security Agreement, dated as of October 27, 2016, by and among the Debtor, MiCorp Holdings and the Agent (as the same may be amended, supplemented or otherwise modified from time to time, the “Security Agreement” and collectively with the Note Purchase Agreement and all other agreements, documents and instruments entered into in connection with the transactions contemplated therein, the “Credit Documents”) pursuant to which Debtor granted the Agent a first-priority security interest in and lien upon, among other things, Debtor’s right, title and interest in and to all of the Collateral, as defined in the Security Agreement (including the assets); and (iii) Section 9-611 of the Uniform Commercial Code (the “UCC”), codified as 1309.611 of the Ohio Revised Code. Each capitalized term used but not defined herein shall have the meaning given to it in the Note Purchase Agreement.
7. Terms of Sale.
8. Additional Information. For additional information, send an email with the name, email address and address of the person who Agent may contact in order to provide further information regarding the Assets and the Public Sale to: Daniel R. Swetnam of ICE MILLER LLP, as counsel to and for Agent, at 250 West Street, Ste. 700, Columbus, Ohio 43215 or by phone: (614) 462-2225 or by email at [email protected]
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