What is Being Sold? Substantially all of the non-real estate assets of Profitopia, LLC (the “Debtor”), including but not limited to the Debtor’s right, title, and interest in and to accounts, equipment, and general intangibles (collectively, the “Collateral”).
What Type of Sale is This? The seller (the “Secured Party”) is conducting a public sale (the “Auction”) pursuant to A.R.S. §47-9061, et seq., as adopted in the applicable jurisdiction, and any other applicable law. The sale will be “as-is, where is.” The Debtor has granted a security interest in the Collateral to the Secured Party to secure Debtor’s obligations to the Secured Party.
When and Where is the Auction? The Auction will be held on July 31, 2023 at 10:00 am MT and there is an initial bid deadline of July 28, 2023 at 3:00 pm MT. It will be held at Flowers, Rieger & Associates, P.L.L.C., 6125 E. Grant Road, Tucson, AZ 85712 but open bidding will be conducted via video conference. Only Qualified Bidders and their representatives may attend; credentials to be supplied to Qualified Bidders.
Minimum Bid and Deposit. Among other requirements, to participate in the Auction, a Qualified Bidder must make a cash bid in the minimum amount of $100,000.00 and provide a Deposit in the form of cash or certified funds amount of $$50,000. Please email [email protected] or call (520) 529-4276 to arrange to make a Deposit and obtain status as a Qualified Bidder. All Deposits must be received at the offices of Rusing Lopez & Lizardi PLLC, 6363 N. Swan Rd. Ste. 151, Tucson, AZ 85718 c/o Jonathan Saffer, Esq., by 4:00 p.m. (Arizona Time) on July 28, 2023.
More Information – Who to Contact? Please email [email protected] for more information, to execute a confidentiality and non-disclosure agreement, get a copy of the bid procedures (“Bid Procedures”), to express your interest in becoming a Qualified Bidder, and/or to schedule a due diligence session.
Terms and Conditions. The following Terms and Conditions (in addition to the Bid Procedures) apply to the Auction:
The Auction is a public sale. The winning bid will be chosen in the Secured Party’s sole discretion through weighing many factors including, but not limited to, the amount of consideration, type of consideration, and proposed terms.
While, in general, offers must be made with cash, credit bid or cash equivalent, a waiver of this requirement is in the sole discretion of the Secured Party. As such, the Secured Party, if it deems advisable, will designate a second party as back-up bidder in the event that the successful bidder is unable to consummate the anticipated transaction. If, at any point, the successful bidder or backup bidder is unable to fulfill its commitments, its deposit will be forfeited. The Secured Party may, in its sole and absolute discretion, waive this forfeiture.
The Collateral will be transferred via a Secured Party Bill of Sale with no representations, no warranties (whether express or implied) and all Collateral will be sold “as-is, where-is, with all faults.”
The Secured Party will provide access to information to qualified, interested parties at the Secured Party’s discretion provided that a confidentiality and non-disclosure agreement (“NDA”) is signed by the interested party and is on file. To protect the integrity of the information and the value of the Collateral, the Secured Party does not intend to grant access to parties in litigation with the Debtor, and only to competitors on a case-by-case basis. Qualified Bidders must execute an NDA and shall be deemed to acknowledge and represent that (i) it is bound by the Terms and Conditions of Sale and Bid Procedures; (ii) it has an opportunity to perform due diligence on the Collateral; (iii) it is not relying upon any written or oral statements, representations, or warranties of the Secured Party, or its staff, agents or attorneys; and (iv) all provided documents and reports have been provided solely for the convenience of interested parties and neither the Secured Party nor its staff, agents or attorneys, make any representations as to the accuracy or completeness of same.
The information provided to qualified, interested parties, has been provided by the Debtor. Neither the Secured Party nor its staff, agents, or attorneys (including Mr. Saffer or others at Rusing Lopez & Lizardi), has independently verified such information, nor do they warrant the truth or accuracy of any statement made therein. Interested parties are solely responsible for performing their own due diligence to determine the nature, value, fitness for use and status of the offered Collateral through independent investigation by themselves and their legal and financial advisors.
Any person that wishes to bid at the Auction must first become a Qualified Bidder. To become a Qualified Bidder, such person must no later than 4:00 p.m. (Arizona Time) on July 28, 2023, must submit a Deposit in good funds to Rusing Lopez & Lizardi PLLC. The Secured Party reserves the right to credit bid up to the full amount of its debt.
DailyDAC™ is the oldest, most trusted, and most widely used provider of public notices of asset sales and case commencements, and other important notices involving companies in financial distress in the United States and Canada. DailyDAC™ public notices are used by bankruptcy trustees, chapter 11 debtors in possession, federal and state court receivers, and secured parties disposing of their collateral under Article 9 of the Uniform Commercial Code or other state law trust (and their respective auction firms, law firms, and other agents). Learn more.
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