EX-99.1 2 dex991.htm MONTHLY OPERATING REPORTS Monthly Operating Reports

Exhibit 99.1

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Exhibit 99.1

UNITED STATES BANKRUPTCY COURT

DISTRICT OF DELAWARE

In re: EBHI Holdings, Inc. Case No. : 0912099

Debtor

Reporting Period: Nov 1 - Nov 28, 2009

MONTHLY OPERATING REPORT

REQUIRED DOCUMENTS

Form No.

Document Attached

Explanation Attached

Affidavit/Supplement Attached

Schedule of Cash Receipts and Disbursements MOR-l No Note I

Bank Reconciliation MOR-la Yes

Schedule of Professional Fees Paid MOR- lb No Note 2

Copies of bank statements No Note 2

Cash disbursements journals No Note 2

Statement of Operations MOR-2 Yes

Balance Sheet MOR-3 Yes

Status of Post-Petition Taxes MOR-4 No Note 2

Copies of IRS Form 6123 or payment receipt No Note 2

Copies of tax returns filed during reporting period No Note 2

Summary of Unpaid Post-Petition Debts MOR-4 No Note 2

Listing of aged accounts payable MOR-4 No Note 2

Accounts Receivable Reconciliation and Aging MOR-5 No Note 2

Debtor Questionnaire MOR-5 Yes

Notes:

(1) Cash Receipts and Disbursements have been reported on a Consolidated Basis. Please reference Amargosa, Inc. Monthly Operating Report,

(2) Requested information is not applicable to reporting entity.

I declare under penalty of perjury (28 U.S.C. Section 1746) that this report and the attached documents are true and correct to the best of my knowledge and belief.

Signature of Authorized individual* Date

Brent I. Kugman Chief Restructuring Officer

Printed Name of Authorized Individual Title of Authorized Individual

Authorized individual must be an officer director or shareholder if debtor is a corporation a partner if debtor is a partnership; a manager or member if debtor is a limited liability company.


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In re: EBHI Holdings, Inc. Case No.: 09-12099

Debtor Reporting Period: Nov 1—Nov 28, 2009

FOOTNOTES

The information and data included in this report are derived from sources available to EBHI Holdings, Inc. (the “Company”) and its subsidiaries that have filed proceedings under Chapter 11 of the Bankruptcy Code (collectively, the “Debtors” or the “Estate”). The Debtors have prepared this presentation, as required by the Office of the United States Trustee, based on information available to the Debtors at this time, but note that such information may be incomplete and may be materially deficient in certain respects. This MOR is not meant to be relied upon as a complete description of the Debtors, their business, condition (financial or otherwise), results of operations, prospects, assets or liabilities. The Debtors reserve all rights to revise this report.

This MOR is not prepared in accordance with generally accepted accounting principles (GAAP).

The financial statements and supporting figures included herein are unaudited, have not been reviewed or examined by independent accountants and are based on certain estimates that if not achieved may adversely impact future results.

Reflected in this report is the August 3,2009 sale of substantially all of the Debtors assets to Everest Holdings LLC (“Buyer”). The results of the sale, including the final purchase price, remaining asset values and assumed liabilities, are subject to the Debtors review of the Closing Balance Sheet. Final adjustments to the purchase price are anticipated to be recorded in the December 2009 report.

Intercompany balances do not include the segregation of pre- and post-petition obligations and accrued interest on post- petition amounts.

For certain Debtors, the Statement of Operations included in Form MOR-2 includes a charge recorded under Reorganization Items to adjust debt balances to estimated allowed claim amounts.

For certain Debtors, the Statement of Operations included in Form MOR-2 includes a gain recorded under Reorganization Items related to eliminating remaining deferred rent and unfavorable lease obligations as Buyer is responsible for all cost and expenses incurred under leases until the Designation Deadline. Under the asset purchase agreement, all leases will either be assumed by the Buyer or otherwise will be rejected by the Debtors.

Adjustments to net obligations related to employee benefit and pension plans have not been evaluated.

The Statement of Operations included in Form MOR-2 does not include amounts related to SFAS No. 123(R), Share-Based Payment.

Adjustments to gross deferred tax assets or deferred tax liabilities, tax receivables, tax payables, tax reserves and any tax effect of the August 3, 2009 sale of substantially all the assets of the Debtors to the Buyer have not been fully evaluated.


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In re: EBHI holdings, Inc. Case No.: 09-12099

Debtor

Reporting Period: Nov 1 - Nov 28, 2009

MOR- I A: BANK RECONCILIATIONS

Bank Name

Account Description

Account Number

Balance

LaSalle Global I rust Services (I)

Segregated Deposit Account escrow XX3248 $ —

LaSalle Global trust Services (I) Resolved Cure Escrow

XX3273 949,148

Unresolved Cure Escrow XX3275 679,966

LaSalle Global Trust Services (I) Partially Paid Cure Escrow XX3274 146,456

Lease Cure Escrow XX3272 2,469,410

LaSalle Global ‘trust Services (I) Working Capital Escrow XX3276 10,010,500

LaSalle Global Trust Services (I) Carve Out Escrow XX3277 7,0l7262

(1) Amount is included in Prepaid Expenses on MOR -3: Balance Sheet.

I attest that each of the Debtors’ corporate bank accounts is reconciled to monthly bank statements, The Company’s standard practice is to ensure that each corporate bank account Is reconciled to monthly bank statements for each calendar month within 30 days oiler month end SLC attached listing of each of the Debtors’ bank accounts and the book balance of the account an of the end of the fiscal month covered by this report

Brent I. Kugman

Authorized Representative

Printed Name of Authorized Representative


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In re: EBHI Holdings, Inc.

Case No.: 09-12099

Debtor

Reporting Period: Nov 1 - Nov 28, 2009

Debtor

MOR-2: STATEMENT OF OPERATIONS

Current Month

Cumulative Filing to Date

REVENUES

Net Revenue $ —

Operating Expenses

Cost of Goods Sold, Including Buying and Occupancy —

Selling, General and Administrative Expenses

Operating Income

OTHER INCOME AND EXPENSES

Interest Expense — (321,190)

Other Income (Expense), Net

Net Profit (Loss) Before Reorganization Items 321,190

REORGANIZATION ITEMS

professional Fees

U.S. Trustee Quarterly Fees

Estimated Claims Adjustments 52,575,585

Interest Earned on Accumulated Cash from Chapter 11

Loss / (Gain) from Sale of Equipment (3.070,611)

Other Reorganization Expenses

Total Reorganization Expenses Income Taxes 49,504,974

Net Profit (Loss) $ — $ (49,183,784)


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In re: EBHI Holdings, Inc. Case No.: 09-12099

Debtor Reporting Period: Nov 1—Nov 28, 2009

MOR-3: BALANCE SHEET

ASSETS

BOOK VALUE AT END OF CURRENT REPORTING MONTH

BOOK VALUE ON PETITION DATE

CURRENT ASSETS

Unrestricted Cash and Equivalents $—

Accounts Receivable (Net)

Inventories

Prepaid Expenses 21,272,742 Professional Retainers -

TOTAL CURRENT ASSETS 21.272,742 -

PROPERTY AND EQUIPMENT

Property and Equipment 1,459,000

OTHER ASSETS

Other Assets (see attached schedule) 199,226,222 215,160,000

TOTAL OTHER ASSETS 199,226,222 215,160,000

TOTAL ASSETS $ 220,498,964 216.619000

LIABILITIES AND OWNER EQUITY

BOOK VALUE AT END OF CURRENT REPORTING MONTH

BOOK VALUE ON PETITION DATE

LIABILITIES NOT SUBJECT TO COMPROMISE (Post-Petition)

Accounts Payable $—

Taxes Payable

Wages Payable

Rent / Leases—Building/Equipment

Professional Fees

Secured Debt / Adequate Protection Payments

Other Post-Petition Liabilities

TOTAL POST-PETITION LIABILITIES

LIABILITIES SUBJECT TO COMPROMISE (Pre-Petition)

Secured Debt/ Adequate Protection Payments

Priority Debt 75,000,000 22,424,000

Unsecured Debt 1,260,778 451,000

TOTAL PRE-PETITION LIABILITIES 76,260,778 22,875,000

TOTAL LIABILITIES 76,260,778 22,875,000

OWNER EQUITY Capital Stock 308,522 309,000

Additional Paid-In Capital 632,393,873 632,394,000

Retained Earnings - Pre-Petition (438,959,235) (438,959,000)

Retained Earnings - Post-Petition 632,393,873 (49,504,974)

NET OWNER EQUITY 144,238,186 193,744,000

TOTAL LIABILITIES AND OWNERS’ EQUITY $ 220,498 964 $ 216,619,000


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In re: EBHI Holdings, Inc. Debtor

MOR-3: BALANCE SHEET (Continuation Sheet)

Case No. : 09-12099

Reporting Period: Nov 1 - Nov 28, 2009

ASSETS

BOOK VALUE AT END OF CURRENT REPORTING MONTH

BOOK VALUE ON PETITION DATE

OTHER CURRENT ASSETS

OTHER ASSETS

Intercompany receivables from affiliates $ 198,626,222 $ 214,560,000

Investment in subsidiaries 600,000

199,226,222

215,160,000

LIABILITIES AND OWNER EQUITY

OTHER POST-PETITION LIABILITIES

BOOK VALUE AT END OF CURRENT REPORTING MONTH

BOOK VALUE ON PETITION DATE


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In re: EBHI Holdings, Inc.

MOR-5: DEBTOR QUESTIONNAIRE

Case No.: 09-12099

Reporting Period: Nov 1—Nov 28, 2009

Debtor

1. Have any assets been sold or transferred outside the normal course of business this reporting period? If yes, provide an explanation below.

2. Have any funds been disbursed from any account other than a debtor in possession account this reporting period? If yes, provide an explanation below.

3. Have all post-petition tax returns been timely filed? If no, provide an explanation below.

4. Are workers compensation, general liability and other necessary insurance coverages in effect? If no, provide an explanation below.

5. Has any bank account been opened during the reporting period? If yes. provide documentation identifying the opened account(s). If an investment account has been opened provide the required documentation pursuant to the Delaware Local Rule 400 1-3.

X


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UNITED STATES BANKRUPTCY COURT

DISTRICT OF DELAWARE

in re: Amargosa, Inc. Debtor

Case No.: 09-12100

Reporting Period: Nov 1—Nov 28, 2009

MONTHLY OPERATING REPORT

REQUIRED DOCUMENTS

Form No.

Document Attached

Explanation Attached

Affidavit/Supplement Attached

Schedule of Cash Receipts and Disbursements MOR-l Yes

Bank Reconciliation MOR-la Yes

Schedule of Professional Fees Paid MOR-Ib No Note I

Copies of bank statements No Note 2

Cash disbursements journals No Note 2

Statement of Operations MOR-2 Yes

Balance Sheet MOR-3 Yes

Status of Post-Petition Taxes MOR-4 Yes

MOR-4a & 4b

Copies of IRS Form 6123 or payment receipt No Note 2

Copies of tax returns filed during reporting period No Note 2

Summary of Unpaid Post-Petition Debts MOR 4 Yes

Listing of aged accounts payable MOR-4 No Note 2

Accounts Receivable Reconciliation and Aging MOR-5 No Note I

Debtor Questionnaire MOR-5 Yes

Notes:

(I) Requested information is not applicable to reporting entity.

(2) Due to system constraints and/or the volume of records, UST has agreed to waive requirement to provide requested information.

I declare under penalty of perjury (28 U.S.C. Section 1746) that this report and the attached documents are true and correct to the best of my knowledge and belief.

Signature of Authorized Individual* Date

Brent I. Kugman

Printed Name of Authorized Individual

Chief Restructuring Officer Title of Authorized Individual

Authorized individual must be an officer, director or shareholder if debtor is a corporation; a partner if debtor is a partnership; a manager or member if debtor is a limited liability company.


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In re: Amargosa, Inc. Case No.: 09-12100

Debtor Reporting Period: Nov 1—Nov 28, 2009

FOOTNOTES

The information and data included in this report are derived from sources available to EBHI Holdings, Inc. (the “Company”) and its subsidiaries that have filed proceedings under Chapter 11 of the Bankruptcy Code (collectively, the “Debtors” or the “Estate”). The Debtors have prepared this presentation, as required by the Office of the United States Trustee, based on information available to the Debtors at this time, but note that such information may be incomplete and may be materially deficient in certain respects. This MOR is not meant to be relied upon as a complete description of the Debtors, their business, condition (financial or otherwise), results of operations, prospects, assets or liabilities. The Debtors reserve all rights to revise this report.

This MOR is not prepared in accordance with generally accepted accounting principles (GAAP).

The financial statements and supporting figures included herein are unaudited, have not been reviewed or examined by independent accountants and are based on certain estimates that if not achieved may adversely impact future results.

Reflected in this report is the August 3, 2009 sale of substantially all of the Debtors assets to Everest Holdings LLC (“Buyer”). The results of the sale, including the final purchase price, remaining asset values and assumed liabilities, are subject to the Debtors review of the Closing Balance Sheet. Final adjustments to the purchase price are anticipated to be recorded in the December 2009 report.

Intercompany balances do not include the segregation of pre- and post-petition obligations and accrued interest on post- petition amounts.

For certain Debtors, the Statement of Operations included in Form MOR-2 includes a charge recorded under Reorganization Items to adjust debt balances to estimated allowed claim amounts.

For certain Debtors, the Statement of Operations included in Form MOR-2 includes a gain recorded under Reorganization Items related to eliminating remaining deferred rent and unfavorable lease obligations as Buyer is responsible for all cost and expenses incurred under leases until the Designation Deadline. Under the asset purchase agreement, all leases will either be assumed by the Buyer or otherwise will be rejected by the Debtors.

Adjustments to net obligations related to employee benefit and pension plans have not been evaluated.

The Statement of Operations included in Form MOR-2 does not include amounts related to SFAS No. 123(R), Share-Based Payment.

Adjustments to gross deferred tax assets or deferred tax liabilities, tax receivables, tax payables, tax reserves and any tax effect of the August 3, 2009 sale of substantially all the assets of the Debtors to the Buyer have not been filly evaluated.


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In re: Amargosa, Inc. Debtor

Case No. : 09-12 100

Reporting Period: Nov 1—Nov 28, 2009

MOR-1: CONSOLIDATED SCHEDULE OF CASH RECEIPTS AND DISBURSEMENTS

CURRENT MONTH

ACTUAL

PROJECTED(2)

CUMULATIVE FILING TO DATE

ACTUAL PROJECTED(2)

BEGINNING CASH $ 12,710,721 $ 3,677,900 $—

RECEIPTS

CASH SALES 107137,714

LOANS AND ADVANCES (1) (5,337,303)

CLOSING DAY FUNDS 39,664,379

LCs RELEASED 43,304 1.099,671

CLOSING DAY ESCROWS 946,757 9,708,563

TAX REFUNDS 9,287 277.829

PREPAID INSURANCE—UNEARNED PREMIUMS 340,624 342,829

UTILITY DEPOSIT ADEQUATE ASSURANCE 648,500

OTHER ESCROWS 983,069

OTHER MISC 16,229

TOTAL RECEIPTS 2,971,541 154,541,481

DISBURSEMENTS

PAYROLL & BENEFITS 33,252,996

MERCHANDISE PAYMENTS 25,674,185

RENT & OCCUPANCY

OTHER OPERATING

CAPITAL EXPENDITURES

TAXES 16,026,836 20,860,757 1,256,383

124,924 2,346,278

CASH SWEEP FROM ASSET SALE

PROFESSIONAL FEES

FINANCING COSTS 720,063 98,548 4,700,998 2,961,830

UTILITY DEPOSITS 724,098

CONTRIBUTION TO CLOSING DAY ESCROWS 4,613,180

OTHER NON-ORDINARY COURSE

Banking, ESCROW & OTHER MISC EXPENSES

WORKERS COMP & BENEFIT WIND-DOWN EXPENSE 8,531,613 98,464

103,805 183 27,952 1,386,758 20,489,835

TERM LENDER DISTRIBUTION

RESOLVED CURE ESCROW 18,250 1,380,071

UNRESOLVED CURE ESCROW 1,199,093

PARTIALLY PAID CURE ESCROW 587,793

LEASE CURE ESCROW 14,726 21,159

WORKING CAPITAL ESCROW 5,500 CARVE-OUT ESCROW 395,472 5,978,388

CHANGE IN FLOAT 488,214 (6,300,153)

TOTAL DISBURSEMENTS 2,625,540

NET CASHFLOW 346,001 19,378,822

ENDING CASH (3) $ 13,056,722 $— $13,056,722

Notes:

(1)

 

Loans and Advances are net of any revolver pay downs.

(2) Previously provided projections are no longer relevant for comparison purposes given the August 3, 2009 sale of substantially all of the Debtors assets to Everest Holdings, LLC.

(3)

 

Cash balances exclude amounts related to VEBA Trust and any amounts held in escrow.


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In re: Amargosa, Inc.

Debtor

MOR-1A: BANK RECONCILIATIONS

Case No.: 09-12100 Reporting Period: Nov 1—Nov 28, 2009

BANK NAME Account Description Account Number Balance

Bank of America ex-Photo Shoot (Check Disbursements) XXXXXXO685 $2,728

Bank of America APA Account (Wire/Check Disbursements) XXXXXX655O 1,193,257

Bank of America Estate Funds Account XXXXXX756I -

Bank of America Segregated Deposit Account XXXXXX3642 5,582,975

Bank of America Estate Settlement Account XXXXXX5378 6,277,762

Citibank (1) CIGNA VEBA Imprest XXXX8273 374,979

JP Morgan Chase Bank (l) UHG Benefits Disbursement (VEBA) XXXXX 1970 75,236

LaSalle Global Trust Services (2) Expeditors Escrow Account XX0679 -

(1) VEBA related imprest cash accounts exluded from balance sheet.

(2) Amount is included in Prepaid Expenses on MOR - 3: Balance Sheet.

I attest that each of the Debtor’s corporate bank accounts is reconciled to monthly bank statements. The Company’s standard practice is to ensure that each corporate bank account is reconciled to monthly bank statements for each calendar month within 30 days after month end. See attached listing of each of the Debtors’ bank accounts and the book balance of the account as of the end of the fiscal month covered by this report

Brent I. Kugman

Authorized Representative

Printed Name of Authorized Representative


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In re: Amargosa, Inc. Case No.: 09-12100

Debtor Reporting Period: Nov 1—Nov 28, 2009

MOR-2: STATEMENT OF OPERATIONS

REVENUES Current Month Cumulative Filing to Date

Net Revenue $ - $ 88,019,452

OPERATING EXPENSES

Cost of Goods Sold, Including Buying and Occupancy - 60,701,573

Selling, General and Administrative Expenses 1,144,684 31,331,074

Operating Income (1,144,684) (4,013,195)

OTHER INCOME AND EXPENSES

Interest Expense - 7,161,573

Other Income (Expense), Net (see attached schedule) (22,907) 185,466

Net Profit (Loss) Before Reorganization Items (1,167,590) (10,989,302)

REORGANIZATION ITEMS

Professional Fees 837,500 11,806,013

U. S. Trustee Quarterly Fees 12,500 75,925

Estimated Claims Adjustments (115,085) 18,891,911

Interest Earned on Accumulated Cash from Chapter 11 - -

Loss / (Gain) from Sale of Equipment - 52,068,427

Other Reorganization Expenses - 4,695,817

Total Reorganization Expenses 734,915 87,538,092

Income Taxes 265,713 1,643,492

Net Profit (Loss) $ (2,168,218) $ (100,170,886)


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In re: Amargosa, Inc. Case No.: 09-12100

Debtor Reporting Period: Nov 1 - Nov 28, 2009

MOR-2: STATEMENT OF OPERATIONS

(Continuation Sheet)

BREAKDOWN OF “OTHER” CATEGORY Current Month Cumulative Filing to Date

Other Income

Equity in (earnings) of foreign joint ventures $ - $ 208,264

Investment income - 109

Bank Fee (22,907) (22,907)

$ (22,907) $ 185,466


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In re: Amargosa, Inc. Case No. : 09-12100

Debtor Reporting Period: Nov 1 - Nov 28, 2009

MOR-3: BALANCE SHEET

ASSETS BOOK VALUE AT END OF CURRENT REPORTING MONTH BOOK VALUE ON PETITION DATE

CURRENT ASSETS

Unrestricted Cash and Equivalents (1) $ 12,961,710 $ 8,720,000

Accounts Receivable (Net) - 18,546,000

Inventories - 108,368,000

Prepaid Expenses 12,088,079 14,676,000

Professional Retainers 209,476 1,641,000

TOTAL CURRENT ASSETS 25,259,265 151,951,000

PROPERTY AND EQUIPMENT

Property and Equipment - 93,385,000

OTHER ASSETS

Other Assets (see attached schedule) 20,070,062 195,614,000

TOTAL OTHER ASSETS 20,070,062 195,614,000

TOTAL ASSETS $ 45,329,327 $ 440 90,000

LIABILITIES AND OWNER EQUITY BOOK VALUE AT END OF CURRENT REPORTING MONTH BOOK VALUE ON PETITION DATE

LIABILITIES NOT SUBJECT TO COMPROMISE (Post-Petition)

Accounts Payable $ - $ 1,195,000

Taxes Payable 678,037 4,347,574

Wages Payable 820,231 8,066,000

Rent/ Leases - Building/Equipment - 39,058,000

Professional Fees 3,204,738 -

Secured Debt / Adequate Protection Payments - 41,411,000

Other Post-Petition Liabilities (see attached schedule) 518,755,912 572,709,426

TOTAL POST-PETITION LIABILITIES 523,458,917 666,787,000

LIABILITIES SUBJECT TO COMPROMISE (Pre-Petition)

Secured Debt / Adequate Protection Payments 42,407,525 177,238,000

Priority Debt - -

Unsecured Debt 37,322,135 53,727,000

TOTAL PRE-PETITION LIABILITIES 79,729,661 230,965,000

TOTAL LIABILITIES 603,188,578 897,752,000

OWNER EQUITY

Capital Stock 500,000 500,000

Retained Earnings - Pre-Petition (448,395,266) (448,396,000)

Retained Earnings - Post-Petition (101,171,512) -

Adjustments to Owner Equity (see attached schedule) (8,792,473) (8,906,000)

NET OWNER EQUITY (557,859,251) (456,802,000)

TOTAL LIABILITIES AND OWNERS’ EQUITY $ 45,329,327 $ 440,950,000

(I) Cash balances exlude amounts related to VEBA Trust and any amounts held in escrow.


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In re: Amargosa, Inc. Debtor

Case No.: 09-12100

Reporting Period: Nov 1 - Nov 28, 2009

MOR-3: BALANCE SHEET

(Continuation Sheet)

ASSETS OTHER CURRENT ASSETS BOOK AT END OF CURRENT REPORTING MONTH

BOOK VALUE ON PETITION DATE

OTHER ASSETS

Goodwill $ - $ 43,175,000

Trademarks - 105,110,000

licensing agreements - 11,667,000

investment in subsidiaries 20,070,062 20,070,000

investment in foreign joint venture (EB Japan) - 7,131,000

Deferred financing fees - 2,636,000

Capitalized software - 5,825,000

20,070,062 195,614,000

LIABILITIES AND OWNER EQUITY OTHER POST-PETITION LIABILITIES BOOK VALUE AT END OF CURRENT REPORTING MONTH BOOK VALUE ON PETITION DATE

Bank overdraft $ - $ 3,252,000

Deferred tax liabilities (current & non-current) - 41,375,000

Intercompany payables to affiliates 513,900,999 508,742,000

Sales, payroll and business taxes - 425,426

Allowance for sales returns - 6,015,000

Gift certificates & deferred revenues - 3,183,000

Other accrued expenses 426,354 6,414,000

Non-current post-retirement liabilities 3,303,075 3,303,000

Purchase Price Adjustment Accrual (1) 1,125,484 -

518,755,912 572,709,426

ADJUSTMENTS TO OWNER EQUITY

OCI - Foreign currency translation adjustments and other post retirement I $ (8,792,474) $ (8,906.000)

Notes:

(1) Based on “Notice Pursuant to Section 3.2(b) of Asset Purchase Agreement” sent by Everest Holdings, LLC dated Oct 12, 2009. Amount subject to further review


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In re: Amargosa, Inc. Debtor

MOR-4: STATUS OF POST-PETITION TAXES

Case No.: 09-12100 Reporting Period: Nov 1 - Nov 28, 2009

FEDERAL Beginning Tax Liability Amount Withheld or Accrued Amount Paid Date Paid Check or EFT Ending Tax Liability

Withholding $- $ 781 $ (781) Various Various $ -

FICA-Employee - - - N/A N/A -

FICA-Employer - - - N/A N/A -

Unemployment - - - N/A N/A -

Income tax - - - N/A N/A -

Total Federal Taxes $ - $ 781 $ (781) $ -

STATE AND LOCAL

Withholding $ - $ - - N/A N/A -

Sales&Use 33,581 10 (33,591) 11/3/2009 ETF -

Excise 7,546 (2,243) (3,894) Various Various 1,410

Unemployment - - - N/A N/A -

Real Property 46,618 - - N/A N/A 46,618

Personal Property 265,627 67,683 (86,658) Various Various 246,652

lncome: tax 108,357 275,000 - N/A N/A 383,357

Franchise - - - N/A N/A -

Total State and Local Taxes $ 461,730 $ 340,450 $ (124,143) $ 678,037

Sales and use tax returns have been filed in accordance with the Company’s tax payment schedule (See attached Schedule MOR4 -B) Any payments remitted have been incorporated into the Schedule of Cash Receipts and Disbursements at MOR-l.

Adjustments to Amounts Withheld or Accrued include liabilities assumed and/or paid by the Buyer.

Authorized Representative Brent I. Kugman

Printed Name of Authorized Representative

NUMBER OF DAYS PAST DUE

MOR-4: SUMMARY OF UNPAID POST-PETITION DEBTS

Current 0.3 31-60 61-90 Over 90 Total

Taxes Payable 678,037 - - - - 678,037

Professional Fees 3,204,738 - - - - 3,204,738

Non-current post-retirement liabilities 3,303,075 - - - - 3,303,075

Intercompany payables to affiliates 513,900,999 - - - - 513,900,999

Other accrued expenses 426,354 - - - 426.354

Wages payable 820,231 - - - - 820,231

Purchase Price Adjustment Accrual (1) 1,125,484 - - - - 1,125,484

Total Post-Petition Debts $ 523,458,917 $ - $ - $ - $- $ 523,458,917


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In re: Amargosa, Inc. Case No.: 09-12100

Debtor Reporting Period: Nov 1—Nov 28, 2009

MOR 4A: VERIFICATION OF TAX PAYMENTS

FEDERAL vendor Name Amount Payment Payment Date EFT/check

Withholding Ceridien Payroll Trust 381 11/20/09 ETF

Withholding Ceridien Payroll Trust 401 11/20/09 ETF

Total Federal $ 781

PERSONAL PROPERTY TAX

Personal Property Tax Marion County 71 11/11/2009 Check

Personal Property Tax Marion County 2.899 11/11/2009 Check

Personal Property Tax County Of Albemarle 73 11/11/2009 Check

Personal Property Tax Dawson County 1,387 11/11/2009 Check

Personal Property Tax St Johns County Tax 349 11/11/2009 Check

Personal Property Tax Clatsop County Oregon 51 11/11/2009 Check

Personal Property Tax Washington County 263 11/11/2009 Check

Personal Property Tax Multnomah County Tax Collector 508 11/11/2009 Check

Personal Property Tax Lincoln County 66 11/11/2009 Check

Personal Property Tax Clackamas County Tax Collector 86 11/11/2009 Check

Personal Property Tax Deschutes County Tax 45 11/11/2009 Check

Personal Property Tax santa Fe County Treasure 113 11/11/2009 Check

Personal Property Tax Jackson County 59 11/11/2009 Check

Personal Property Tax Jefferson County Sheriff 208 11/20/2009 Check

Personal Property Tax Orange County Tax Collector 2,865 11/20/2009 Check

Personal Property Tax City Of Harrisonburg 633 11/20/2009 Check

Personal Property Tax Walton County Tax Collector 219 11/20/2009 Check

Personal Property Tax Town Of Queenstown 111 11/20/2009 Check

Personal Property Tax County Of Henrico 224 11/20/2009 Check

Personal Property Tax Town Of Kittery 58 11/20/2009 Check

Personal Property Tax Bernalillo County Treasurer 1,862 11/20/2009 Check

Personal Property Tax Howard County Treasurer 1,716 11/20/2009 Check

Personal Property Tax Hillsborough County 291 11/20/2009 Check

Personal Property Tax Washington County Treasurer 65 11/20/2009 Check

Personal Property Tax Bexar County 3,856 11/20/2009 Check

Personal Property Tax City Of Gaffney 153 11/20/2009 Check

Personal Property Tax Lee County Tax Collector 590 11/20/2009 Check

Personal Property Tax Baltimore County 156 11/20/2009 Check

Personal Property Tax Santa Clara County 67,683 11/23/2009 Check

Total Personal Property Tax $ 86,658

SALES& USE Sales & Use State of California 33,591 11/03/09 ETF

Total Sales & Use $ 33,591

EXCISE TAX

Excise Tax Commonwealth of Virginia 143 11/3/2009 Check

Excise Tax Ohio Dept. of Taxation 3,751 11/4/2009 Check

Total Excise $ 3,894


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In re: Amargosa, Inc. Case No.: 09-12100

Debtor Reporting Period: Nov 1 - Nov 28, 2009

MOR 4B: SUMMARY OF TAX RETURNS FILED DURING REPORTING PERIOD

TAXING AUTHORITY State Type of Tax Due Date

Ohio Dept. of Taxation OH Gross Receipts 11/09/09

State of Texas TX Income Tax 11/15/09


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In re: Amargosa, Inc. Case No. : 09-12100

Debtor Reporting Period: Nov 1- Nov 28, 2009

MOR-5: DEBTOR QUESTIONNAIRE

1. Have any assets been sold or transferred outside the normal course of business this reporting period? If yes, provide an explanation below. x

2. Have any funds been disbursed from any account other than a debtor in possession account this reporting period? If yes, provide an explanation below. x

3. Have all post-petition tax returns been timely filed? If no, provide an explanation below. x

4. Are workers compensation, general liability and other necessary insurance coverages in effect? If no, provide an explanation below. x

5. Has any bask account been opened during the reporting period? If yes, provide documentation identifying the opened account(s). If an investment account has been opened provide the required documentation pursuant to the Delaware Local Rule 4001-3.(1) x


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UNITED STATES BANKRUPTCY COURT DISTRICT OF DELAWARE

In re: Gobi Fulfillment Services, Inc. Case No. 09-12101

Debtor Reporting Period: Nov 1 - Nov 28, 2009

MONTHLY OPERATING REPORT

REQUIRED DOCUMENTS Form No. Document Attached Explanation Attached Affidavit / Supplement Attached

Schedule of Cash Receipts and Disbursements MOR-1 No Note I

Bank Reconciliation MOR-1a No Note 2

Schedule of Professional Fees Paid MOR-lb No Note 2

Copies of bank statements No Note 3

Cash disbursements journals No Note 3

Statement of Operations MOR-2 Yes

Balance Sheet MOR-3 Yes

Status of Post-Petition Taxes MOR-4 Yes

Copies of IRS Form 6123 or payment receipt No Note 3

Copies of taxreturns filed during reporting period No Note 3

Summary of Unpaid Post Petition Debts MOR-4 Yes

Listing of aged accounts payable MOR-4 No Note 3

Accounts Receivable Reconciliation and Aging MOR-5 No Note 2

Debtor Questionnaire MOR-5 Yes

Notes:

(l) Cash Receipts and Disbursements have been reported on a Consolidated Basis. Please reference Amargosa, Inc. Monthly Operating Report.

(2) Requested information is not applicable to reporting entity.

(3) Due to system constraints and/or the volume of records, UST has agreed to waive requirement to provide requested information.

I declare under penalty of perjury (28 U.S.C. Section 1746) that this report and the attached documents are true and correct to the best of my knowledge and belief.

Signature of Authorized Individual* Date

Brent I. Kugman Chief Restructuring Officer

Printed Name of Authorized individual Title of Authorized Individual

* Authorized individual must be an officer, director or shareholder if debtor is a corporation; a partner if debtor is a partnership; a manager or member if debtor is a limited liability company.


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In re: Gobi Fulfillment Services, Inc. Case No.: 09-12101

Debtor Reporting Period: Nov 1—Nov 28, 2009

FOOTNOTES

The information and data included in this report are derived from sources available to EBHI Holdings, Inc. (the “Company”) and its subsidiaries that have filed proceedings under Chapter 11 of the Bankruptcy Code (collectively, the “Debtors” or the “Estate”). The Debtors have prepared this presentation, as required by the Office of the United States Trustee, based on information available to the Debtors at this time, but note that such information may be incomplete and may be materially deficient in certain respects. This MOR is not meant to be relied upon as a complete description of the Debtors, their business, condition (financial or othenvise), results of operations, prospects, assets or liabilities. The Debtors reserve all rights to revise this report.

This MOR is not prepared in accordance with generally accepted accounting principles (GAAP).

The financial statements and supporting figures included herein are unaudited, have not been reviewed or examined by independent accountants and are based on certain estimates that if not achieved may adversely impact future results.

Reflected in this report is the August 3, 2009 sale of substantially all of the Debtors assets to Everest Holdings LLC (“Buyer”). The results of the sale, including the final purchase price, remaining asset values and assumed liabilities, are subject to the Debtors review of the Closing Balance Sheet. Final adjustments to the purchase price are anticipated to be recorded in the December 2009 report.

Intercompany balances do not include the segregation of pre- and post-petition obligations and accrued interest on post- petition amounts.

For certain Debtors, the Statement of Operations included in Form MOR-2 includes a charge recorded under Reorganization Items to adjust debt balances to estimated allowed claim amounts.

For certain Debtors, the Statement of Operations included in Form MOR-2 includes a gain recorded under Reorganization Items related to eliminating remaining deferred rent and unfavorable lease obligations as Buyer is responsible for all cost and expenses incurred under leases until the Designation Deadline. Under the asset purchase agreement, all leases will either be assumed by the Buyer or otherwise will be rejected by the Debtors.

Adjustments to net obligations related to employee benefit and pension plans have not been evaluated.

The Statement of Operations included in Form MOR-2 does not include amounts related to SFAS No. 123(R), Share-Based Payment.

Adjustments to gross deferred tax assets or deferred tax liabilities, tax receivables, tax payables, tax reserves and any tax effect of the August 3, 2009 sale of substantially all the assets of the Debtors to the Buyer have not been fully evaluated.


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In re: Gobi Fulfillment Services, Inc. Case No. : 09-12101

Debtor Reporting Period: Nov 1—Nov 28, 2009

MOR-2: STATEMENT OF OPERATIONS

- Current Cumulative

REVENUES — Tvlonth Filing_to_Date

INetRevcnue Is -j 5 3,191,224 I

Cost of Goods Sold, Including Buying and Occupancy

-

595.014

Selling, General and Administrative Expenses

-

2,584,451

Operating Income

11,759

LOTBIER INCOME AND EXPENSES

Interest Expense

Other Income (Expense). Net

-

-

Net Prolit (Loss) Ilefore Reorganization Items

-

11,759

REORG4NIZATIONITEMS

Professional Fees

-

U. S. Trustee Quarterly Fees

-

-

Estimated Claims Adjustments

(1,341)

Interest Earned on Accumulated Cash from Chapter 11

.

Loss / (Gain) from Sale of Equipment

-

21,779,215

Other Reorganization Expenses

-

(2,275,250)

Total Reorganization Expenses

-

19,502,624

Income Taxes

-

-

Net Profit (Loss)

$ -

$ (19,490,865)


LOGO

 

In re: Gobi Fulfillment Services, Inc. Case No.: 09-12101

Debtor Reporting Period: Nov 1—Nov 28, 2009

MOR-3: BALANCE SHEET

%,SI i’ Ittti)KIIl II”,I) I)OkIII ‘\

II ( t .\ I P1 I’I’I’I( )” i

‘.I.’,’,I.v.I. .•i.••,c ItII’()ItI IN ,1(INJII

UnrestrictedCashandEquivalents

$ -

$ 598,000

Accounts Receivable (Net)

-

124,000

nventories

-

Prepaid Expenses

-

540,000

Professional Retainers

-

-

TOTAL CURRENTASSETS

1,262,000

PROPERTY AN]) EQUIPMENT

Property and Equipment I—I 51,326,000

LOTRER ASSETS . . . .

Other Assets (see attached schedule) 38,066,801 8626,000

TOTAL OTHER ASSETS 38,066,801 8,626,000

TOTAL ASSETS .—. . $ 38,066 801 .$ 61.214,000

1LBHJENDowEQ(i1 . . .— , ‘• BOOK VALUEATEND 1$OOI(VALIJE ON’

PETITION DATE

Lid fliT ITfl 1%TOTcFIRJECT TO roIliPRO)w7cF (pp,jfffi,,, . REPORTING MONTR

AccountsPayable . ,

$ -. -

$

131,000

axes Payable

930,570

954,000

Waggayable

-

3,127,000

ent / Leases—Building/Equipment

rofessional Fees

-

-

ecured Debt! Adequate Protection Payments

-

Other Post-Petition Liabilities (see attached schedule)

146,019

499,000

OTAL POST-PET! TION LIABILITIES

1,076,589

4,711,000

LL4BILITIES SUBJECT To COMJ’ROMISE (Pre Pehtwn)

Secured Debt / Adequate Protection Payments

-

-

Priority Debt

-

.

Unsecured Debt

222,964

246,000

TOTAL PRE-PETITION LIABILITIES

ITO TAL LIABILITIES . ,

222,964

1,299,553

246,000

4,957,000

‘OWNER EQUITY

Capital Stock

1,000

1,000

Retained Earnings—Pre-Petition

(11,755

(12,000)

Retained Earnings—Post-Petition Additional Paid-In Capital

(19,490,865’)

56,268,869

56,268,000

NET OWNER EQUITY

36,767,248

56,257,000

TOTAL LIABOLIUES AND OWNERS’ EQUH’Y 5 38,066,801 S 61,214,000


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In re: Gobi Fulfillment Services, Inc.

Debtor

Case No.: 09-12101

Reporting Period: Nov 1 – Nov 28, 2009

Mor-3: BALANCE SHEET

(Continuation Sheet)

ASSETS

OTHER CURRENT ASSETS

BOOK VALUE AT END OF CURRENT REPORTING MONTH

BOOK VALUE ON PETITION DATE

OTHER ASSETS

Intercompany receivables from affiliates

$ 38,066,801

$ 8,626,000

LIABILITIES AND OWNEER

OTHER POST-PETITION LIABILITIES

BOOK VALUE AT END OF CURRENT REPORTING MONTH

BOOK VALUE ON PETIION DATE


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In re: Gobi Fulfillment Services, Inc.

Debtor

MOR-4: STATUS OF POST-PETITION TAXES

Case No.: 09-12101 Reporting Period: Nov 1—Nov 28, 2009

• Beginning Amount

T Withheld or Amount l)aW Cheek No. Lodlug

,rrlwu . Liability Accrued Vaid Paid or EFT

Liability

[WIiiholding

S -

S -

S •

N/A

N/A S

-

FICA-Employac

-

-

-

N/A

N/A

-

RCA-Employer

-

-

-

N/A

N/A

-

Unemployment

-

-

-

N/A

N/A

-

Income lax

.

N/A

N/A

Savings I3ond

-

-

-

N/A

N/A

-

Total Federal Taxes

$

$ -

$ -

$

-

STATh AND LOCAL

Withholding

$ -

S *

S -

N/A

N/A S

-

Sales& Use

-

-

-

N/A

N/A

-

Excise

-

-

-

N/A

N/A

-

Unemloyrnent

-

-

-

N/A

N/A

-

Real Propey

930,570

-

-

N/A

N/A

930,570

Prsonal Pioperty

-

-

-

N/A

N/A

-

Income tax

-

-

-

N/A

N/A

-

Total State and Local Taxes

$ 930,571)

S -

S -

S

930,570

Sales and use tax returns have been filed in accordance with the Company’s tax payment schedule (Sec attached Schedule MOR4 -13.) Any payments remitted have been incorporated into the Schedule of Cash Receipts and Disbursements at MOR-l, Adjustments to Amounts Withheld or Accrued include liabilities assumed and/or paid by the Buyer.

Authorized Representative

Brent 1. Kugman Printed Name of Authorized Representative

NUMBER OF DAYS PAST DUE

31-60 61-90

Current

0-30

Ov

r 90

Total

Accrued Expenses

S

146,019

$

-

$

-

$

-

$

-

$

146,019

Taxes Payable

930,570

-

-

-

-

930,570

Total Post-Petition Debts

S

1,076,589

$

-

$

-

$

-

$

-

$

1,076,589

1540R-4: SUMMARY OF UNPAID POST-PETITION DEBTS


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In re: Gobi Fulfillment Services, Inc.

Debtor

MOR-5: DEBTOR QUESTIONNAIRE

Case No.: 09-12101

Reporting Period: Nov 1—Nov 28, 2009

Have any assets been sold or transferred outside the normal course of business this reporting period? If yes, provide an explanation below.

.

2. Have any funds been disbursed from any account other than a debtor in possession account this reporting period? If yes, provide an explanation below.

X

3. Have all post-petition tax returns been timely filed? If no, provide an explanation below.

4. Are workers compensation, general liability and other necessary insurance coverages in effect? If no, provide an explanation below.

X

5. Has any bank account been opened during the reporting period? If yes, provide documentation identitying the opened account(s). If an investment account has been opened provide_the_required_documentation_pursuant to the Delaware Local Rule 4001-3.

X


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UNITED STATES BANKRUPTCY COURT

DISTRECT OF DELAWARE

in re: Arabian Diversified Sales, LLC. Debtor

MONTHLY OPERATING REPORT

Case No.: 09-12103

Reporting Period: Nov 1—Nov 28, 2009

Affidavit I

Document Explanation Supplement

REOUIRED DOCUMENTS Form No. Attached Attached Attached

Schedule of Cash Receipts and Disbursements

MOR-l

No

Note I

Bank Reconciliation

MOR-la

No

Note 2

Schedule of Professional Fees Paid

MOR- lb

No

Note 2

Copies of bank statements

No

Note 2

Cash disbursements journals

No

Note 2

Statement of Operations

MOR-2

Yes

Balance Sheet

MOR-3

Yes

Status of Post-Petition Taxes

MOR-4

No

Note, 2

Copies of IRS Form 6123 or payment receipt

No

Note2

Copies of tax returns filed during reporting period

No

Note 2

Summaty of Unpaid Post Petition Debts

MOR-4

No

Note 2

Listing of aged accounts payable

MOR-4

No

Note 2

Accounts Receivable Reconciliation and Aging

MOR-5

No

Note 2

Debtor Questionnaire

MOR-5

Yes

Notes:

(I) Cash Receipts and Disbursements have been reported on a Consolidated Basis. Please reference Atnargosa, Inc Monthly Operating Report. (2) Requested information is not applicable to reporting entity.

I deelareunder penalty of perjury (28 U.S.C. Section 1746) that this report and the attached documents are true and correct to the best of my knowledge and belief.

signature of Aifthorized )ndividual*

Date

Brent 1. Kugman

Printed Name of Authorized Individual

Chief Restructuring Officer Title of Authorized Individual

Authorized individual must be an oiIiccr,director or shareholder if debtor isa corporation; a partner if debtor

is a partnership; a manager or member if debtor is a litnited liability company.


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In re: Arabian Diversified Sales, LLC. Case No.: 09-12103

Debtor Reporting Period: Nov 1—Nov 28, 2009

FOOTNOTES

The information and data included in this report are derived from sources available to EBHT Holdings, Inc. (the “Company”) and its subsidiaries that have filed proceedings under Chapter 11 of the Bankruptcy Code (collectively, the “Debtors” or the “Estate”). The Debtors have prepared this presentation, as required by the Office of the United States Trustee, based on information available to the Debtors at this time, but note that such infonnation may be incomplete and may be materially deficient in certain respects. This MOR is not meant to be relied upon as a complete description of the Debtors, their business, condition (financial or otherwise), results of operations, prospects, assets or liabilities. The Debtors reserve all rights to revise this report.

This MOR is not prepared in accordance with generally accepted accounting principles (GAAP).

The financial statements and supporting figures included herein are unaudited, have not been reviewed or examined by independent accountants and are based on certain estimates that if not achieved may adversely impact fliture results.

Reflected in this report is the August 3, 2009 sale of substantially all of the Debtors assets to Everest Holdings LLC (“Buyer”). The results of the sale, including the final purchase price, remaining asset values and assumed liabilities, are subject to the Debtors review of the Closing Balance Sheet. Final adjustments to the purchase price are anticipated to be recorded in the December 2009 report.

Intercompany balances do not include the segregation of pre- and post-petition obligations and accrued interest on post- petition amounts.

For certain Debtors, the Statement of Operations included in Form MOR-2 includes a charge recorded under Reorganization Items to adjust debt balances to estimated allowed claim amounts.

For certain Debtors, the Statement of Operations included in Form MOR-2 includes a gain recorded under Reorganization Items related to eliminating remaining defennd rent and unfavorable lease obligations as Buyer is responsible for all cost and expenses incurred under leases until the Designation Deadline. Under the asset purchase agreement, all leases will either be assumed by the Buyer or otherwise will be rejected by the Debtors.

Adjustments to net obligations related to employee benefit and pension plans have not been evaluated.

The Statement of Operations included in Form MOR-2 does not include amounts related to SFAS No. 123(R), Share-Based Payment.

Adjustments to gross deferred tax assets or deferred tax liabilities, tax receivables, tax payables, tax reserves and any tax effect of the August 3, 2009 sale of substantially all the assets of the Debtors to the Buyer have not been hilly evaluated.


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In re: Arabian Diversified Sales, EEC. Case No.: 09-12103

Debtor Reporting Period: Nov 1—Nov 28, 2009

MOR-2: STATEMENT OF OPERATIONS

Current Curnubiuve

REVENUES—Month—Filing to Date

INet Revenue I $ I $ 1,119,562]

OPERATING EXPENSES

I Cost of Goods SoId Includine Buvina and Occuoancv

Selling, General and Administrative Expenses

-

193,930

Operating Income

-

925,632

OTHER INCOME AND EXPENSES

Interest Expense

-

-

Other Income (Expense), Net (see attached schedule)

-

1,003,010

Net Profit (Loss) Before Reorganization Items

-

1,928,642

RUORGANIZATION ITEMS

Professional Fees

.

U. S. Trustee Quarterly Fees

Estimated Claims Adjustments

nterest Earned on Accumulated Cash from Chapter 11

.

Loss / (Gain) from Sale of Equipment

.-

20,114

Other Reorganization Expenses

-

-

Total Reorganization Expenses

-

20,114

Income Taxes

-

-

Net Profit (Loss)

$ -

S1,908,528


LOGO

 

In re: Arabian Diversified Sales, LLC. Case No.: 09-12103

Debtor Reporting Period: Nov 1—Nov 28, 2009

MOR-2: STATEMENT OF OPERATIONS

(Continuation Sheet)

Current Cumulative

BREAKDOWN OF “OTHER” CATEGORY Month Fillng to Date

Othur Income

Interest Income on Intercompany Receivable $—$ 1,003,010


LOGO

 

In re: Arabian Diversified Sales, LLC.

Debtor

MOR-3: BALANCE SHEET

Case No. : 09-12 103

Reporting Period: Nov 1—Nov 28, 2009

ASSETS BOOK VALUE AT END BOOK VALUE ON

OF CURRLNT PETITION DATE

‘CURRENT ASSETS REPORTING MONTH

Unrestricted Cash and Equivalents S—S (5.167)

Accounts Receivable (Net)—1,565,000

Inventories

Prepaid Expenses—-

Professional Retainers—-

TOTAL CURRENT ASSETS—1,559,833

PROPERTY AND EQUIPMENT

Property and Equipment I—I -

OTHER ASSETS

Other Assets (see attached schedule) 66,529,940 63,061,167

TOTAL OTHER ASSETS 66,529,940 63,061,167

TOTAL ASSETS $ 66,529,940 S 64.621,000

LIABILITIES AND OWNER EQUITY BOOK VALUE AT END BOOK VALUE ON

LIABILITIES NOT SUBJECT TO COMPROMISE (Post-Petition) REPORTING MONTH PETITION DATE

Accounts Payable

$ -

S-

-

TOTAL LIABILITIES

OWNER EQUITY

Additional Paid-In Capital

5,247.398

5,247,000

Retained Earnings—Pre-Petition

59,374,014

59,374,000

Retained Earnings—Post-Petition


LOGO

 

NET OWNER EQUITY

1,908,528

-

66,529,940

64,621,000

TOTAL LIABILITIES AND OWNERS EQUITY S 66,529,940 S 64,621,000

Taxes Payable

Waces Payable

Rent / Leases—Building/Equipment

Professional Fees

Secured Debt! A

Other Post-Petition Liabilities

TOTAL POST-PETITION LIABILITIES

LIABILITIES SUBJECT TO COMPROMISE (Pre-petition)

Secured Debt/Adequate Protection Payments

Priority Debt

Unsecured Debt

TOTAL PRE-PETITION LIABILITIES

In re: Arabian Diversified Sales, LLC.

Debtor

Case No. : 09-12103

Reporting Period: Nov 1- Nov 28, 2009

MOR-3: BALANCE SHEET

(Continuation Sheet)

ASSETS

OTHER CURRENT ASSETS

BOOK VALUE AT END OF CURRENT REPORTING MONTH

BOOK VALUE ON PETITION DATE

OTHER/ASSETS

Intercompany receivables from affiliates

$ 66,529,940

$ 63,061,161

LIABILITIES AND OWNER EQUITY

OTHER POST PETITION LIABILITIES

BOOK VALUE AT END OF CURRENT REPORTING MONTH


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BOOK VALUE ON PETITION DATE

In re: Arabian Diversified Sales, LLC.

MOR-5: DEBTOR QUESTIONNAIRE

Case No.: 09-12103

Reporting Period: Nov 1—Nov 28, 2009

1. Have any assets been sold or transferred outside the normal course of business this reporting period? If yes; provide an explanation below.

2. Have any funds been disbursed from any account other than a debtor in possession account this reporting period? If yes, provide an explanation below.

X

3. Have all postpetition tax returns been timely filed? If no, provide an explanation below.

4. Are workers compensation, general liability and other necessary insurance coverages in effect? If no, provide an explanation below.

5. Has any bank account been opened during the reporting period? If yes, provide documentation Identifying the opened account(s). If an investment account has been opened provide the required documentation pursuant to the Delaware Local Rule 4001-3.

X

Debtor


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UNITED STATES BANKRUPTCY COURT

DISTRICT OF DELAWARE

In re: Gibson Services, LLC. Debtor

MONTHLY OPERATING REPORT

Case No.: 09-12104

Reporting Perlod:,Nov I—Nov 28, 2009

Affidavit

Document Explanation Supplement

REQUIRED DOCUMENTS Form No. Attached Attached Attached

Schedule of Cash Receipts and Disbursements MOR I

No

Note I

Bank Reconciliation MOR-la

No

Note 2

Schedule of Professional Fees Paid MOr-1b

No

Note 2

Copies of batik statements

No

Note 2

Cash disbursements journals

No

Note 2

Statement of Operations MOR-2

Yes

Balance Sheet MOR-3

Yes

Status of Post-Petition Taxes MOR-4

No

Note2

Copies of IRS Form 6123 or payment receipt

No

Note 2

Copies of tax returns filed during reporting period

No

Note 2

Summary of Unpaid Post-Petition Debts MOR-4

Yes

Listing of aged accounts payable MOR-4

No

Note 3

Accounts Receivable, Reconciliation and Aging MOR-5

•No

Note 2

Debtor Questionnaire MOR-5

Yes

Notes:

(I) Cash Receipts and Disbursements have been reported on a Consolidated Basis, Please reference Amargosa, Inc. Monthly Operating Report.

(2)

 

Requested information is not applicable to reporting entity.

(3) Due to system constraints and/or the volume of records, UST has agreed to waive requirement to provide requested information,

declare under penalty of perjury (28 U.S.C. Section 1746) that this report and the attached documents are true and correct to the best of my knowledge and belief

Signature of Authorized Individual*

Brent I. Kugman

Printed Name of Authorized Individual

Date

Chief Restructuring Officer Title of Authorized Individual

“Authorized individual must be an officer, director or shareholder if debtor is a corporation; a partner if debtor

is a partncrship; a manager or member if debtor is a limited liability company.


LOGO

 

In re: Gibson Services, LLC. Case No.: 09-12104

Debtor Reporting Period: Nov 1—Nov 28, 2009

FOOTNOTES

The information and data included in this report are derived from sources available to EBFU Holdings, Inc. (the “Company”) and its subsidiaries that have filed proceedings under Chapter 11 of the Bankruptcy Code (collectively, the “Debtors” or the “Estate”). The Debtors have prepared this presentation, as required by the Office of the United States Trustee, based on information available to the Debtors at this time, but note that such information may be incomplete and may be materially deficient in certain respects. This MOR is not meant to be relied upon as a complete description of the Debtors, their business, condition (financial or otherwise), results of operations, prospects, assets or liabilities. The Debtors reserve all rights to revise this report.

This MOR is not prepared in accordance with generally accepted accounting principles (GAAP).

The financial statements and supporting figures included herein are unaudited, have not been reviewed or examined by independent accountants and are based on certain estimates that if not achieved may adversely impact future results.

Reflected in this report is the August 3, 2009 sale of substantially all of the Debtors assets to Everest Holdings LLC (“Buyer”). The results of the sale, including the final purchase price, remaining asset values and assumed liabilities, are subject to the Debtors review of the Closing Balance Sheet. Final adjustments to the purchase price are anticipated to be recorded in the December 2009 report.

Intercompany balances do not include the segregation of pre- and post-petition obligations and accrued interest on post- petition amounts.

For certain Debtors, the Statement of Operations included in Form MOR-2 includes a charge recorded under Reorganization Items to adjust debt balances to estimated allowed claim amounts.

For certain Debtors, the Statement of Operations included in Form MOR-2 includes a gain recorded under Reorganization Items related to eliminating remaining deferred rent and unfavorable lease obligations as Buyer is responsible for all cost and expenses incurred under leases until the Designation Deadline. Under the asset purchase agreement, all leases will either be assumed by the Buyer or otherwise will be rejected by the Debtors.

Adjustments to net obligations related to employee benefit and pension plans have not been evaluated.

The Statement of Operations included in Form MOR-2 does not include amounts related to SFAS No. 123(R), Share-Based Payment.

Adjustments to gross deferred tax assets or deferred tax liabilities, tax receivables, tax payables, tax reserves and any tax effect of the August 3, 2009 sale of substantially all the assets of the Debtors to the Buyer have not been fully evaluated.


LOGO

 

In re: Gibson Services, LLC. Case No.: 09-12104

Debtor Reporting Period: No 1- Nov 28, 2009

MOR-2: STATEMENT OF OPERATIONS

Current Cumulative

REVENUES Month Filing to Date

Net Revenue $ - $ -

OPERATING EXPENSES

Cost of Goods Sold, Including Buying and Occupancy

-

Selling. General and Administrative Expenses

-

33,575

Operating Income

-

(33,575)

OTHER INCOME AND EXPENSES

Other Income (Expense). Net (see attached schedule)

-

245,027

Interest Expense

-

-

Net Profit (Loss) Before Reorganization Items

-

211,451

REORGANISATION ITEMS

Professional Fees

-

-

U. S. Trustee Quarterly Fees

-

-

‘interest Earned on Accumulated Cash from Chapter 11

-

-

Loss/ (Gain) from Sale of Equipment

-

(12,516,082)

Other Reorganization Expenses

-

Total Reorganization Expenses

-

(12,516,082)

Income Taxes

-

-

Net Prolit (Loss)

$ -

$

12,727,533


LOGO

 

In re: Gibson Services, LLC. Case No.: 09-12104

Debtor Reporting Period: Nov 1 - Nov 28, 2009

MOR-2: STATEMENT OF OPERATIONS

(Continuation Sheet)

Current Cumulative

BREAKDOWN OF “OTHER” CATEGORY Month Filing to Date

Other Income

Interest income on intercompany receivable

$ -

$ 1,003,010


LOGO

 

In re: Gibson Services, LLC. Case No.: 09-12104

Debtor Reporting Period: Nov 1 - Nov 28, 2009

MOR-3: BALANCE SHEET

ASSETS CURRENT ASSETS

BOOK VALUE AT END OF CURRENT REPORTING MONTH

BOOK VALUE ON PETITION DATE

Unrestricted Cash and Equivalents $ - $ -

Accounts Receivable (Net) - -

Inventories - -

Prepaid Expenses - -

Professional Retainers - -

TOTAL CURRENT ASSETS - -

PROPERTY AND EQUIPMENT

Property and Equipment - -

OTHER ASSETS

Other Assets (see attached schedule) - 13.783,000

TOTAL OTHER ASSETS - 13,783,000

TOTAL ASSETS $ - $ 13783,000

LIABILITIES AND OWNER EQUITY

LIABILITIES NOT SUBJECT TO COMPROMISE (Post-Petition)

BOOK VALUE AT END OF CURRENT REPORTING MONTH

BOOK VALVE ON PETITION DATE

Accounts Payable $ - $-

Taxes Payable - -

Wages Payable - -

Rent / Leases—Building/Equipment - -

Professional Fees - -

Secured Debt / Adequate Protection Payments - -

Other Post-Petition Liabilities (see attached schedule) 1,707,872 28,218,000

TOTAL POST-PETITION LIABILITIES 1,707,872 28,218,000

LIABILITIES SUBJECT TO COMPROMISE (Pre Petition)

Secured Debt I Adequate Protection Payments - -

Priority Debt - -

Unsecured Debt - -

TOTAL PRE-PETITION LIABILITIES - -

TOTAL LIABILITIES 1,707,872 28,218,000

OWNER EQUITY

Additional Paid-In Capital (33,671,405) (33,671,000)

Retained Earnings - Pre-Petition 19,236,000 19,236,000

Retained Earnings - Post-Petition 12,727,533 -

NET OWNER EQUITY (1,707,872) (14,435,000)

TOTAL LIABILITIES AND OWNERS EQUITY $ (0) $ 13,783,000


LOGO

 

In re: Gibson Services, LLC. Debtor

MOR-3: BALANCE SHEET (Continuation Sheet)

Case No. : 09-12 104

Reporting Period: Nov 1—Nov 28, 2009

ASSETS BOOK VALUE AT END

OF CURRENT BOOK VALUE ON

OTHER CURRENT ASSET REPORTING MONTH PETITION DATE

OTHER ASSETS

Intercompany receivables from affiliates

$ -

$ 13,783,000

LIABILITIES AND OWNER EQUITY OTHER POST- PETITION LIABILITIES

BOOK VALUE AT END

REPORTING MONTH

BOOKS VALUE ON

PETITION DATE

[intercompany payables to affiliates

$ 1,707.872


LOGO

 

In re: Gibson Services, LLC. Debtor

MOR-3: SUMMARY OF UNPAID POST-PETITION DEBTS

Case No. : 09-12104

Reporting Period: Nov 1—Nov 28, 2009

Number of Days past Due

Intercompany payables to affiliates

Total post-Petition Debts

current

0-30

31-60

61-90

Over 90

Total

1,707,872

1,707,872

$1,707,872

$-

1,707,872


LOGO

 

In re: Gibson Services, LLC. Case No.: 09-12104

Debtor Reporting Period: Nov 1 - Nov 28, 2009

MOR-5: DEBTOR QUESTIONNAIRE

Yes

No

I. Have any assets been sold or transferred outside the normal course of business this reporting period? If yes, provide an explanation below.

2. Have any funds been disbursed from any account other than a debtor in possession account this reporting period? If yes, provide an explanation below.

3. Have all post-petition tax returns been timely filed? If no, provide an explanation below.

4. Are workers compensation, general liability and other necessary insurance coverages in effect? If no, provide an explanation below.

5. Has any bank account been opened during the reporting period? If yes, provide documentation identifying the opened account(s). If an investment account has been opened provide the required documentation pursuant to the Delaware Local Rule 4001-3.

X


LOGO

 

UNITED STATES BANKRUPTCY COURT

DISTRICT OF DELAWARE

In re: Karakum International Development, LLC. Case No.: 09-12105

Debtor Reporting Period: Nov 1—Nov 28, 2009

MONTHLY OPERATING REPORT

REQUIRED DOCUMENTS

Form No.

Document Attached

Explanation Attached

Affidavit / Supplement Attached

Schedule of Cash Receipts and Disbursements MOR-l

No

Note 1

Bank Reconciliation MOR-1a

No

Note 2

Schedule of Professional Fees Paid MOR-Ib

No

Note 2

Copies of bank statements

No

Note 2

Cash disbursements journals

No

Note 2

Statement of Operations MOR-2

Yes

Balance Sheet MOR-3

Yes

Status of Post-Petition Taxes MOR-4

No

Note 2

Copies of IRS Fonn 6123 or payment receipt .

No

Note 2

Copies of tax returns filed during reporting period

No

Note 2

Summary of Unpaid Post-Petition Debts MOR-4

No

Note 2

Listing of aged accounts payable MOR-4

No

Note 2

Accounts Receivable Reconciliation and Aging MOR-5

No

Note 2

Debtor Questionnaire MOR-5

Yes

Notes:

(I) Cash Receipts and Disbursements have been reported on a Consolidated Basis. Please reference Amargosa, Inc Monthly Operating Report.

(2)

 

Requested information is not applicable to reporting entity.

I declare under penalty of perjury (28 U S C Section 1746) that this report and the ‘attached documents are true and correct to the best of my knowledge and belief.

Sign attire of Authorized individual*

12-16-09

Date

Brent I. Kugman

Printed Name of Authorized individual

Chief Restructuring Officer

Title of Authorized Individual

*Authorlzcd individual must bean officer, director or shareholder if debtor is a corporation; a partner if debtor is a partnership; a manager or member if debtor is a limited liability company.


LOGO

 

In re: Karakum International Development, LLC. Case No.: 09-12105

Debtor Reporting Period: Nov 1—Nov 28, 2009

FOOTNOTES

The information and data included in this report are derived from sources available to EBHI Holdings, Inc. (the “Company”) and its subsidiaries that have filed proceedings under Chapter 11 of the Bankruptcy Code (collectively, the “Debtors” or the “Estate”). The Debtors have prepared this presentation, as required by the Office of the United States Trustee, based on information available to the Debtors at this time, but note that such information may be incomplete and may be materially deficient in certain respects. This MOR is not meant to be relied upon as a complete description of the Debtors, their business, condition (financial or otherwise), results of operations, prospects, assets or liabilities. The Debtors reserve all rights to revise this report.

This MOR is not prepared in accordance with generally accepted accounting principles (GAAP).

The financial statements and supporting figures included herein are unaudited, have not been reviewed or examined by independent accountants and are based on certain estimates that if not achieved may adversely impact future results.

Reflected in this report is the August 3, 2009 sale of substantially all of the Debtors assets to Everest Holdings LLC (“Buyer”). The results of the sale, including the final purchase price, remaining asset values and assumed liabilities, are subject to the Debtors review of the Closing Balance Sheet. Final adjustments to the purchase price are anticipated to be recorded in the December 2009 report.

Intercompany balances do not include the segregation of pre- and post-petition obligations and accrued interest on post- petition amounts.

For certain Debtors, the Statement of Operations included in Form MOR-2 includes a charge recorded under Reorganization Items to adjust debt balances to estimated allowed claim amounts.

For certain Debtors, the Statement of Operations included in Form MOR-2 includes a gain recorded under Reorganization Items related to eliminating remaining deferred rent and unfavorable lease obligations as Buyer is responsible for all cost and expenses incurred under leases until the Designation Deadline. Under the asset purchase agreement, all leases will either be assumed by the Buyer or otherwise will be rejected by the Debtors.

Adjustments to net obligations related to employee benefit and pension plans have not been evaluated.

The Statement of Operations included in Form MOR-2 does not include amounts related to SFAS No. l23R), Share-Based Payment.

Adjustments to gross deferred tax assets or deferred tax liabilities, tax receivables, tax payables, tax reserves and any tax effect of the August 3, 2009 sale of substantially all the assets of the Debtors to the Buyer have not been fully evaluated.


LOGO

 

In re: Karakum International Development, LLC. Case No.: 09-12105

Debtor Reporting Period: Nov 1—Nov 28, 2009

MOR-2: STATEMENT OF OPERATIONS

REVENUES

Current Month

Cummulative Filing to Date

Net Revenue $—

$ 919,101

OPERATING EXPENSES

Cost of Goods Sold Including Buying and Occupancy

Selling, General and Administrative Expenses—47,,99

operating Income

-

871,501

OTHER INCOME AND EXPENSES

Other Income (Expense), Net (see attached schedule)

-

710,688

Interest Expense

-

-

Net Profit (Loss) Before Reorganization Items

-

1,582,190

REORGANIZATION ITEMS

Professional Fees

.

U. S. Termed Quarterly Fees

-

-

Interest Earned on Accumulated Cash from Chapter 11

-

-

Loss / (Gain) from Sale of Equipment

-

-

Other Reorganization Expenses

-

-

Total Reorganization Expenses

-

-

Income Taxes

-

-

Net Profit (Loss)

$ -

$ 1,582,190


LOGO

 

In re: Karakum International Development, LLC. Case No.: 09-12105

Debtor Reporting Period: Nov 1—Nov 28, 2009

MOR-2: STATEMENT OF OPERATIONS

(Continuation Sheet)

Current. Cumulative

BREAKDOVN OF “OTHER” C4TEGORY . . . Month lihing to Date

I I

Interest income on intercompany receivable

$ -

$ 710,688


LOGO

 

In re: Karakum International Development, LLC. Case No. : 09-12105

Debtor Reporting Period: Nov 1—Nov 28, 2009

MOR-3: BALANCE SHEET

ASSETS BOOK VALUE END OF CURRENT REPORTING MONTH

BOOK VALUE ON PETITION DATE

CURRENT ASSETS

Unrestricted Cash and Equivalents Accounts Receivable (Net)

$ -

$ -

-

1,079,000

Inventories

-

Prepaid Expenses

Professional Retainers

-

TOTAL CURRENT ASSETS

-

1,079,000

PROPERTY AND EQUIPMENT

property and Equipment

-

OTHER ASSETS

Other Assets (see attached schedule)

TOTAL OTHER ASSETS

43,811,010

43,811,010

41,150.000

41,150,000

TOTAL. ASSETS $ 43,811,010 $ 42299,000

LIABILITIES AND OWNER EQUITY

BOOK VALUE AT END OF CURRENT REPORTING MONTH

BOOK VALUE ON PETITION DATE

LIABILITIES NOT SUBJECT TO COMPROMISE (Post Petition)

Accounts Payable

$

-

$

-

Taxes Payable

-

-

Wages Payable

-

-

Rent / Leases—Building/Equipment

Professional Fees

Secured Debt / Adequate Protection Payments

-

-

Other Post-Petition Liabilities

-

-

TOTAL POST-PETITION LIABILITIES

-

-

LIABILITIES SUBJECT TO COMPROMISE Pre Petition)

Secured Debt / Adequate Protection Payments

-

-

Priority Debt

-

-

Unsecured Debt

-

-

TOTAL PRE-PETITION LIABILITIES

.-

TOTAL LIABILITIES

-

-

OWNER EQUITY

Additional Paid-In Capital

2,860,820

2,861,000

Retained Earnings—Pre-Petition

39,368,000

39,368,000

Retained Earnings—Post-Petition

1,582,190

-

NET OWNER EQUITY

43,811,010

42,229,000

TOTAL LIABILITIES AND OWNERS EQUITY

$ 843,811,010

$ 42,229,000


LOGO

 

In re: Karakum International Development, LLC.

Debtor

Case No.: 09-12105

Reporting Period: Nov 1—Nov 28, 2009

MOR-3: BALANCE SHEET

(Continuation Sheet)

ASSETS

OTHER CURRENT ASSETS

BOOK VALUE AT END OF CURRENT REPORTING MONTH

BOOK VALUE ON PETITION DATA

OTHER ASSETS

Intercompany receivables from affiliates

$ 43,811,010

$ 41,150,000

LIABILITIES AND OWNER EQUITY

OTHER POST-PETITION LIABILITIES

BOOK VALUE AT END OF CURRENT REPORTING MONTH

BOOK VALUE ON PETITION DATA


LOGO

 

In re: Karakum International Development, LLC. Case No.: 09-12105

Debtor Reporting Period: Nov 1—Nov 28, 2009

MOR-5: DEBTOR QUESTIONNAIRE

Yes

No

1. Have any assets been sold or transferred outside the normal course of business this reporting period? If yes, provide an explanation below.

X

2. Have any funds been disbursed from any account other than a debtor in possession account this reporting period? If yes, provide an explanation below.

X

3. Have all post-petition tax returns been timely filed? If no, provide an explanation below.

4. Are workers compensation, general liability and other necessary insurance coverages in effect? If no, provide an explanation below.

5. Has any bank account been opened during the reporting period? If yes, provide . documentation identifying the opened account(s). If an investment account has been opened provide the required documentation pursuant to the Delaware Local Rule 400 1-3.

X


LOGO

 

UNITED STATES BANKRUPTCY COURT

DISTRICT OF DELAWARE

In re: Simpson Information Technology, LLC Debtor

Case No.: 09-12106

Reporting Period: Nov 1—Nov 28, 2009

MONTHLY OPERATING REPORT

REQUIRED DOCUMENTS

Form No.

Document Attached

Explanation Attached

Affidavit / Supplement Attached

Schedule of Cash Receipts and Disbursements

MOR-I

No

Note 1

Bank Reconciliation

MOR-1a

No

Note 1

Schedule of Professional Fees Paid

MOR-lb

No

Note 1

Copies of bank statements

No

Note 1

Cash disbursements journals

No

Note 1

Statement of Operations

MOR-2

No

Note 1

Balance Sheet

MOR-3

No

Note 1

Status of Post-Petition Taxes

MOR-4

No

Note 1

Copies of IRS Form 6123 or payment receipt

No

Note 1

Copies of tax returns filed during reporting period

No

Note 1

Summary of Unpaid Post-Petition Debts

MOR-4

No

Note 1

Listing of aged accounts payable

MOR-4

No

Note

Accounts Receivable Reconciliation and Aging

MOR-5

No

Note 1

Debtor Questionnaire

MOR-5

No

Note 1

Notes:

(I) Financial reporting for Simpson Information Technology, LLC is rolled up within Amargosa, Inc. and 1313111 Holdings, Inc. within the Debtors’ general ledger system and can not be readily segregated,

1 declare under penalty of perjury (28 US.C. Section 1746) that this report and the attached documents are true and correct to the best of my knoledge and belief

Signature of Authorized Individual*

Brent 1. Kugman

Printed Name of Authorized Individual

12-16-09

Date

Chief Restructuring Officer

Title of Authorized Individual

* Authorized individual must be an officer, director or shareholder if debtor is a corporation; a partner if debtor

is a partnership; a manager or member if debtor is a limited liability company.


LOGO

 

UNITED STATES BANKRUPTCY COURT

DISTRICT OF DELAWARE

In re Sandy Financial Services Acceptance Corporation Case No. 09-12107

Debtor Reporting Period Nov 1—Nov 289 2009

MONTHLY OPERATING REPORT

REQUIRED DOCUMENTS

Form No.

Document Attached

Explanation Attached

Affidavit / Supplement Attached

Schedule of Cash Receipts and Disbursements

MOR-1

No

Note 1

Bank Reconciliation

MOR-la

No

Now 1

Schedule of Professional Fees Paid

MOR-Ib

No

Note 1

Copies of bank statements

No

Note 1

Cash disbursements journals

No

Note 1

Statement of Operations

MOR-2

No

Note 1

Balance Sheet

MOR-3

No

Note 1

Status of Post-Petition Taxes

MOR-4

No

Note I

Copies of IRS Form 6123 or payment receipt

No

Note 1

Copies of tax. returns filed during reporting period.

No

Note 1

Summary of Unpaid Post-Petition Debts

MOR-4

No

Note I

Listing of aged accounts payable

MOR-4

No

Note 1

Accounts Receivable Reconciliation and Aging

MOR-5

No

Note 1

Debtor Questionnaire

MOR-5

No

Note 1

Notes

(1) Sandy Financial Services Acceptance Corporation is an inactive and dormant entity with no assets or ongoing operations.

I declare under penalty of perjury (28 U.S.C. Section 1746) that this report and the attached documents arc true and correct to the best of my knowledge and belief.

Signature of Authorized Individual*

Date

12-16-09

Brent I. Kugman

Printed Name of Authorized Individual

Chief Restructuring Officer

Title of Authorized Individual

*Authorizcd individual must bean officer, director or shareholder if debtor is a corporation; a partner if debtor is a partnership; a manager or member if debtor is a limited liability company.


LOGO

 

UMTED STATES BANKRUPTCY COURT

DISTRICT OF DELAWARE

In re; Sonoran Acceptance Corporation Debtor

MONTHLY OPERATING REPORT

Case No.; 09-12108

Reporting Period; Nov 1 -Nov 28, 2009

• Affidavit I

Document Explanation Supplement

REQUIRED DOCUI’tIENTS Form No. Attached Attached Attached

Schedule of Cash Receipts and Disbursements MOR-1

No

Note I

Bank Reconciliation MOR-la

Yes

Schedule of Professional Fees Paid MOR-ib

No

Note 2

Copies of bank statements

No

Note 3

Cash disbursements journals

No

Note 2

Statement of Operations MOR-2

Yes

Balance Sheet MOR-3

Yes

Status of Post-Petition Taxes MOR-4

No

Note 2

Copies of IRS Form 6123 or payment receipt

No

Note 2

Copies of tax returns filed during reporting period

No

Note 2

Summary of Unpaid Post-Petition Debts MOR-4

No

Note 2

Listing of aged accounts payable MOR-4

No

Note 2

Accounts Receivable Reconciliation and Aging MOR-5

No

Note 2

Debtor Questionnaire MOR-5

Yes

Note

(I) Cash Receipts and Disbursements have been reportcd on a Consolidatcd Basis. Please referenceAniargosa, Inc. Monthly Operating Report.

(2)

 

Requested inlormation is not applicable to reporting entity.

(3) Due to system constraints and/or the volume of records, lIST has agreed to waive requirement to provide requested information.

I declare under penalty of perjusy (28 U.S.C. Section 1746) that this report and the attached documents are true and correct to the best of my knowledge and belief.

Brent 1, Kugman

Printed Name of Authorized Individual

Chief Restructuring Officer Title of Authorized Individual

Signature ofAuthorized In4idual* Date

Authorized individual must be an otTicer, director or shareholder if debtor is a corporation; a partner if debtor

is a partnership; a manager or member if debtor is a limited liability company.


LOGO

 

In re: Sonoran Acceptance Corporation Case No.: 09-12108

Debtor Reporting Period: Nov 1—Nov 28, 2009

FOOTNOTES

The information and data included in this report are derived from sources available to EBI-II Holdings, Inc. (the “Company”) and its subsidiaries that have filed proceedings under Chapter 11 of the Bankruptcy Code (collectively, the “Debtors” or the “Estate”). The Debtors have prepared this presentation, as required by the Office of the United States Trustee, based on information available to the Debtors at this time, but note that such information may be incomplete and may be materially deficient in certain respects. This MOR is not meant to be relied upon as a complete description of the Debtors, their business, condition (financial or otherwise), results of operations, prospects, assets or liabilities. The Debtors reserve all rights to revise this report.

This MOR is not prepared in accordance with generally accepted accounting principles (GAAP).

The financial statements and supporting figures included herein are unaudited, have not been reviewed or examined by independent accountants and are based on certain estimates that if not achieved may adversely impact future results.

Reflected in this report is the August 3, 2009 sale of substantially all of the Debtors assets to Everest Holdings LLC (“Buyer”). The results of the sale, including the final purchase price, remaining asset values and assumed liabilities, are subject to the Debtors review of the Closing Balance Sheet. Final adjustments to the purchase price are anticipated to be recorded in the December 2009 report.

Intercompany balances do not include the segregation of pre- and post-petition obligations and accrued interest on post- petition amounts.

For certain Debtors, the Statement of Operations included in Form MOR-2 includes a charge recorded under Reorganization Items to adjust debt balances to estimated allowed claim amounts.

For certain Debtors, the Statement of Operations included in Form MOR-2 includes a gain recorded under Reorganization Items related to eliminating remaining deferred rent and unfavorable lease obligations as Buyer is responsible for all cost and expenses incurred under leases until the Designation Deadline. Under the asset purchase agreement, all leases will either be assumed by the Buyer or otherwise will be rejected by the Debtors.

Adjustments to net obligations related to employee benefit and pension plans have not been evaluated.

The Statement of Operations included in Form MOR-2 does not include amounts related to SFAS No. 123(R), Share-Based Payment.

Adjustments to gross deferred tax assets or deferred tax liabilities, tax receivables, tax payables, tax reserves and any tax effect of the August 3, 2009 sale of substantially all the assets of the Debtors to the Buyer have not been fully evaluated.


LOGO

 

In re: Sonoran Acceptance Corporation Case No, : 09-12108

Debtor Reporting Period: Nov 1—Nov 28, Z009

MOR-1A: BANKRECONCJLIATIONS

.

. .

.

:

. .

.

Acount

.

BANKNAME . .

[Deutsche l3ankrrist(l)

.

. .

AccountDescrlptlon .

SAC Spiegel Trust

. . . Number Balance

XXXXXXXX000,I S

314,406

(1)

 

Amount is included in Other Assets on MOR-3: Balance Sheet.

I attest that each of the Debtors’ corporate bank accounts is reconciled to monthly bank statements. The Company’s standard practice is to ensure that each corporate bank account. is reconciled to monthly bank statements for each calendar month within 30 days after month end. See attached listing of each of the Debtors’ bank accounts and the book balance of the account as of the end of the fiscal month covered by this report

            Brent 1. Kugman

Authorized Represcnttive Printed Name of Authorized Representative


LOGO

 

In re: Sonoran Acceptance Corporation Debtor

Case No.: 09-12108

Reporting Period: Nov 1—Nov 28, 2009

MOR-2: STATEMENT OF OPERATIONS

RE’ENUES Current Cumulative

INet Revenue ,’1ontIi Filing to Thite

Is -Is—-I

Cost of Goods Sold, Including Buying and Occupancy

-

-1

Sellin General and Administrative Expenses Operating Income

OTHER INCOME AND EXPENSES

Other Income (Expense), Net Interest Expense

-

-

-

Net Profit (Loss) Before Reorganization Items

-

-

REORGANIZAT1ON ITEMS

Professional Fees

-

-

U. S. Trustee Quarterly Fees

-

-

nterest Earned on Accumulated Cash from Chapter 11

-

-

Loss / (Gain) from Sale of Equipment

(51)

 

6,014

Other Reorganization Expenses Total Reorganization Expenses

(51)

 

6,014

neome Taxes

-

-

Net Profit (Loss)

51

S

(6,014)


LOGO

 

In re: Sonoran Acceptance Corporation Debtor

MOR-3: BALANCE SHEET

Case No.: 09-12108

Reporting Period: Nov 1—Nov 28, 2009

ASSETS

BOOK VALUE T END OF CURRENT REPORTING MONTH

BOOK VALUE ON PETITION DATE

Unrestricted Cash and Equivalents

$ -

$ 201,583

Accounts Receivable (Net)

Inventories

-

-

Prepaid Expenses

-

-

Professional Retainers

TOTAL CURRENT ASSETS

-

201,583

PROPERTY AND EQUIPMENT

(Property and Equipment

I -

-

OTHER ASSETS

Other Assets (see attached schedule)

180,881,909

180,686,417

TOTAL OTHER ASSETS

180,881,909

180,686,417

TOTAL ASSETS $ 180,881,909 $ 180.888,000

LIABILITIES AND OWNER EQUITY

BOOK VALUE AT END OF CURRENT REPORTING MONTH

BOOK VALUE ON PETITION DATE

Accounts Payable

$

-

$

-

Taxes Payable

-

-

Wages Payable

.

Rent/Leases—Building/Equipment

-

-

Professional Fees

-

-

‘cured Debt! Adequate Protection Payments Other Post-Petition Liabilities

-

-

-

-

TOTAL POST-PETITION Liabilities

-

.

‘LIABILITIES SUBJECT TO COMPROMISE (Pie Petition)

Secured Debt / Adequate Protection Payments

-

Priority Debt

-

-

Unsecured Debt

-

-

TOTAL PEE-PETITION LIABILITIES

-

-

TOTAL LIABILITIES

I

-

:

OWNER EQUITY

Capital Stock

100,000

100,000

Additional Paid-In Capital Retained Earnings—Pre-Petition

-

-

180,787,923

180,788,000

Retained Earnings—Post-Petition

(6,014)

-

NET OWNER EQUITY

180,881,909

180,888,000

TOTAL LIABILITIES AND OWNERS’ EQUITY $ 180,881,909 $ 180,888,000


LOGO

 

In re: Sonoran Acceptance Corporation Debtor

MOR-3: BALANCE SHEET (Continuation Sheet)

Case No. : 09-12 108

Reporting Period: Nov 1—Nov 28, 2009

ASSETS

BOOK VALUE T END OF CURRENT REPORTING MONTH

BOOK VALUE ON PETITION DATE

OTHER CURRENT ASSETS

OTHER ASSETS

from affiliates

Deposit related to nI,t

$

180881909 180,686417

LIABILITIES AND OWNER EQUITY

BOOK VALUE AT END OF CURRENT REPORTING MONTH

BOOK VALUE ON PETITION DATE

$ 180,567,503

314,406

180,366,417

320,000


LOGO

 

In re: Sonoran Acceptance Corporation Case No.: 09-12108

Debtor Reporting Period: Nov 1—Nov 28, 2009

MOR-5: DEBTOR QUESTIONNAIRE

yes No

1. Have any assets been sold or transferred outside the normal course of business this reporting period? If yes, provide an explanation below.

2. Have any funds been disbursed from any account other than a debtor in possession account_this_reporting_period?_If yes,_provide_an_explanation_below.

3. Have all post-petition tax retums been timely filed? If no, provide an explanation below.

4. Are workers compensation, general liability and other necessary insurance coverages in effect? If no, provide an explanation below.

5. Has any bank account been opened during the reporting period? If yes, provide documentation identifying the opened account(s). If an investment account has been opened provide the required_documentation pursuant to the Delaware_Local Rule 400 1-3.

X