IN THE UNITED STATES BANKRUPTCY COURT FOR THE … · 2020. 5. 5. · 3 CHAR2\2262499v3 rights...

$Page 1: IN THE UNITED STATES BANKRUPTCY COURT FOR THE … · 2020. 5. 5. · 3 CHAR2\2262499v3 rights contained elsewhere in the Global Notes does not limit in any respect the general reservation$
CHAR2\2262499v3

IN THE UNITED STATES BANKRUPTCY COURT FOR THE WESTERN DISTRICT OF NORTH CAROLINA

CHARLOTTE DIVISION

__________________________________________ )

In re: ) Chapter 11 (Joint Administration) )

SD-Charlotte, LLC, et al.,1 ) Case No. 20-30149 ) Debtors. ) __________________________________________)

GLOBAL NOTES AND STATEMENTS OF LIMITATIONS, METHODOLOGY, AND DISCLAIMERS REGARDING DEBTOR’S SCHEDULES OF ASSETS AND

LIABILITIES AND STATEMENTS OF FINANCIAL AFFAIRS

SD-Charlotte, LLC and its debtor affiliates in the above-captioned chapter 11 cases

(collectively, the “Debtors” and each a “Debtor”) are filing their respective Schedules of Assets and Liabilities (each, a “Schedule” and, collectively, the “Schedules”) and Statement of Financial Affairs (each, a “Statement” or “SOFA” and, collectively, the “Statements” or “SOFAs”) in the Bankruptcy Court for the Western District of North Carolina (the “Bankruptcy Court”) pursuant to section 521 of title 11 of the United States Code (the “Bankruptcy Code”) and Rule 1007 of the Federal Rules of Bankruptcy Procedure (the “Bankruptcy Rules”).

These Global Notes and Statements of Limitations, Methodology, and Disclaimer

Regarding the Debtors’ Schedules and Statements (collectively, the “Global Notes”) pertain to, and are incorporated by reference in, and comprise an integral part of all of the Schedules and Statements. These Global Notes should be referred to, and referenced in connection with, any review of the Schedules and Statements.

The Debtors’ management prepared the Schedules and Statements with the assistance of

their advisors and other professionals. The Schedules and Statements are unaudited and subject to potential adjustment. In preparing the Schedules and Statements, the Debtors relied on financial data derived from their books and records that was available at the time of preparation. The Debtors’ management team and advisors have made reasonable efforts to ensure that the Schedules and Statements are as accurate and complete as possible under the circumstances; however,

1 The Debtors, together with the last four digits of each Debtor’s federal tax identification number, are: SD-Charlotte, LLC (7237); RTHT Investments, LLC (2540); SD Restaurant Group, LLC (0331); SD-Missouri, LLC (8294) and Southern Deli Holdings, LLC (9425).

Case 20-30149 Doc 338 Filed 05/05/20 Entered 05/05/20 10:37:55 Desc MainDocument Page 1 of 27 Docket #338 Date Filed: 05/05/2020

2 CHAR2\2262499v3

subsequent information or discovery may result in material changes to the Schedules and Statements and errors or omissions may exist. Notwithstanding any such discovery, new information, or errors or omissions, the Debtors and their agents, attorneys and financial advisors expressly do not undertake any obligation to update, modify, revise, or re-categorize the information provided herein, or to notify any third party should the information be updated, modified, revised, or re-categorized. In no event shall the Debtors or their agents, attorneys and financial advisors be liable to any third party for any direct, indirect, incidental, consequential, or special damages (including, but not limited to, damages arising from the disallowance of a potential claim against the Debtors or damages to business reputation, lost business or lost profits), whether foreseeable or not and however caused, even if the Debtors or their agents, attorneys, and financial advisors are advised of the possibility of such damages.

Mr. Brian Rosenthal., Chief Restructuring Officer for each of the Debtors has signed each of the Schedules and Statements. Mr. Rosenthal is an authorized signatory for each of the Debtors. In reviewing and signing the Schedules and Statements, Mr. Rosenthal has relied upon the efforts, statements, and representations of various personnel employed by the Debtors and their advisors. Mr. Rosenthal has not (and could not have) personally verified the accuracy of each statement and representation contained in the Schedules and Statements, including statements and representations concerning amounts owed to creditors, classification of such amounts, and creditor addresses.

The Schedules, Statements, and Global Notes should not be relied upon by any

persons for information relating to current or future financial conditions, events, or performance of any of the Debtors or their affiliates.

Global Notes and Overview of Methodology

1. Reservation of Rights. Reasonable efforts have been made to prepare and file complete and accurate Schedules and Statements; however, inadvertent errors or omissions may exist. The Debtors reserve all rights to (i) amend or supplement the Schedules and Statements from time to time, in all respects, as may be necessary or appropriate, including, without limitation, the right to amend the Schedules and Statements with respect to claim description, designation, or Debtor against which the claim is asserted; (ii) dispute or otherwise assert offsets or defenses to any claim reflected in the Schedules and Statements as to amount, liability, priority, status or classification; (iii) subsequently designate any claim as "disputed," "contingent," or "unliquidated;" or object to the extent, validity, enforceability, priority or avoidability of any claim. Any failure to designate a claim in the Schedules and Statements as "disputed," "contingent," or "unliquidated" does not constitute an admission by the Debtors that such claim or amount is not "disputed," "contingent," or "unliquidated." Listing a claim does not constitute an admission of liability by the Debtors against which the claim is listed or against any of the Debtors. Furthermore, nothing contained in the Schedules and Statements shall constitute a waiver of rights with respect to the Debtors' chapter 11 cases, including, without limitation, issues involving claims, substantive consolidation, defenses, equitable subordination, and/or causes of action arising under the provisions of chapter 5 of the Bankruptcy Code and any other relevant non-bankruptcy laws to recover assets or avoid transfers. Any specific reservation or

Case 20-30149 Doc 338 Filed 05/05/20 Entered 05/05/20 10:37:55 Desc MainDocument Page 2 of 27

3 CHAR2\2262499v3

rights contained elsewhere in the Global Notes does not limit in any respect the general reservation of rights contained in this paragraph. Notwithstanding the foregoing, the Debtors shall not be required to update the Schedules and Statements except as may be required by applicable law.

2. Description of the Cases and "As Of" Information Date. On February 7, 2020 (the "Petition Date"), each Debtor filed a voluntary petition for relief under chapter 11 of the Bankruptcy Code. The Debtors' cases are jointly administered under case number 20-30149 (JLB). The Debtors are currently operating their businesses and possessing their property as debtors-in-possession under sections 1107 and 1108 of the Bankruptcy Code. On February 20, 2020, the Bankruptcy Court entered the Order Granting Motion to Jointly Administer Case(s) [Docket No. 51]. On February 20, 2020, the Bankruptcy Court entered the Order Appointing Creditors' Committee [Docket No. 87] pursuant to its authority under 11 U.S.C. 1102 of the Bankruptcy Code.

Except as otherwise noted, all asset and liability information is as of the Petition Date.

3. Amendments and Recharacterization. Notwithstanding the Debtors' commercially reasonable efforts to properly characterize, classify, categorize, or designate certain claims, assets, executory contracts, unexpired leases, and other items reported in the Schedules and Statements, the Debtors may nevertheless have improperly characterized, classified, categorized, designated, or omitted certain items. Accordingly, the Debtors reserve all of their rights to re-characterize, reclassify, recategorize, redesignate, add, or delete items reported in the Schedules and Statements at a later time as is necessary or appropriate as additional information becomes available, including without limitation, whether contracts or leases listed herein were deemed executory or unexpired as of the Petition Date and remain executory and unexpired postpetition. Disclosure of information in one or more Schedules, one or more Statements, or one or more exhibits or attachments to the Schedules or Statements, even if incorrectly placed, shall be deemed to be disclosed in the correct Schedules, Statements, exhibits, or attachments. The Debtors reserve their right to amend the Schedules and Statements in all respects at any time as may be necessary or appropriate, including, without limitation, the right to dispute or to assert offsets or defenses to any claim reflected on the Schedules and Statements as to amount, to liability, or to classification, or to otherwise subsequently designate any claim as "disputed," "contingent," or "unliquidated." Any failure to designate a claim as "contingent," "unliquidated," or "disputed" does not constitute an admission by the Debtors that such claim is not "contingent," "unliquidated," or "disputed."

4. Estimates and Assumptions. The preparation of the Schedules and Statements requires the Debtors to make certain estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosures of contingent assets and liabilities on the date of the Schedules and Statements and other matters. Actual results could differ from those estimates.

5. Unknown Amounts. Certain of the scheduled assets and liabilities are unknown and unliquidated at this time. In such cases, the amounts are listed as "Undetermined, "Unknown" or "Unliquidated." Amounts that are Unknown, Undetermined or Unliquidated may be material. Accordingly, the Schedules and Statements do not accurately reflect the aggregate amount of the Debtors' assets and liabilities


4 CHAR2\2262499v3

6. Liabilities. The Debtors have sought to allocate liabilities between the prepetition and postpetition periods based on the information available and the research conducted in conjunction with the preparation of these Schedules and Statements. As additional information becomes available and further research is conducted, the allocation of liabilities between prepetition and postpetition periods may change. The liabilities listed on the Schedules do not reflect any analysis of claims under section 503(b)(9) of the Bankruptcy Code. Accordingly, the Debtors reserve all of their rights to dispute or challenge the validity of any asserted claims under section 503(b)(9) of the Bankruptcy Code or the characterization of the structure of any such transaction or any document or instrument related to any creditor's claim.

7. Intellectual Property Rights. Any exclusion of intellectual property from being listed on the Statements and Schedules shall not be constructed as an admission that such intellectual property rights have been abandoned, terminated, assigned, expired by their terms, or otherwise transferred pursuant to a sale, acquisition, or other transaction.

8. Basis of Presentation. These Schedules and Statements do not purport to represent financial statements prepared in accordance with Generally Accepted Accounting Principles ("GAAP"), nor are they intended to fully reconcile to any financial statements otherwise prepared and/or distributed by the Debtors. Additionally, these Schedules and Statements contain unaudited information that is subject to further review, potential adjustment and reflect the Debtors' commercially reasonable efforts to report the assets and liabilities of each Debtor on an unconsolidated basis.

9. Asset Values. It would be prohibitively expensive, unduly burdensome, and time-consuming to obtain current market valuations of the Debtors' property interests. Accordingly, to the extent any asset value is listed herein, and unless otherwise noted therein, net book values rather than current market values of the Debtors' property interests are reflected on the applicable Schedule or Statement. Unless otherwise indicated, all asset amounts and claim amounts are listed as of the Petition Date.

10. Causes of Action. The Debtors reserve all of their rights with respect to any cause of action (including avoidance actions), controversy, right of setoff, cross claim, counterclaim, or recoupment and any claim on contracts or for breaches of duties imposed by law or in equity, demand, right, action, lien, indemnity, guaranty, suit, obligation, liability, damage, judgment, account, defense, power, privilege, license, and franchise of any kind or character whatsoever, known, unknown, fixed or contingent, matured or unmatured, suspected or unsuspected, liquidated or unliquidated, disputed or undisputed, secured or unsecured, assertable directly or derivately, whether arising before, on, or after the Petition Date, in contract or in tort, law or in equity, or pursuant to any other theory of law (collectively, "Causes of Action") they may have, and neither these Global Notes nor the Schedules and Statements shall be deemed a waiver of any claims or Causes of Action or in any way prejudice or impair the assertion of such claims or Causes of Action. Furthermore, nothing contained in the Schedules and Statements shall constitute a waiver of rights with respect to these chapter 11 cases, the Debtors' right to seek equitable subordination and/or assert causes of action arising under the provisions of chapter 5 of the Bankruptcy Code and other relevant nonbankruptcy laws to recover assets or avoid transfers.

12. Insiders. Where the Schedules and Statements require information regarding insiders and/or officers and directors, included therein are each of the Debtors' (a) members (or persons in similar positions) and (b) employees that are, or were during the relevant period,


5 CHAR2\2262499v3

officers (or persons in control). The listing of a party as an insider is not intended to be nor should it be construed as a legal characterization of such party as an insider and does not act as an admission of any fact, claim, right, or defense, and all such rights, claims, and defenses are hereby expressly reserved. Persons listed as "insiders" have been included for informational purposes only, and such individuals should not be deemed to be "insiders" for other purposes.

13. Summary of Significant Reporting Policies and Practices. The following conventions were utilized by the Debtors in preparation of the Schedules and Statements:

(a) Undetermined Amounts. The description of an amount as "unknown," "unliquidated," or "undetermined" is not intended to reflect upon the materiality of such amount.

(b) Totals. All totals that are included in the Schedules and Statements represent totals of all known amounts. To the extent there are unknown or undetermined amounts, the actual total may be different from the listed total.

(c) Fair Market Value; Book Value. Unless otherwise noted therein, the Schedules and Statements reflect the carrying value of the liabilities as listed in the Debtors' books and records.

(d) Setoff/Recoupment Rights. The Debtors have not included on Schedule D parties that may believe their claims are secured through setoff rights, deposits posted by or on behalf of the Debtors, or inchoate statutory lien rights. Such counterparties have been listed on Schedule F.

(e) Disputed, Contingent and/or Unliquidated Claims. Schedules D, E, and F permit the Debtors to designate a claim as disputed, contingent, and/or unliquidated. A failure to designate a claim on any of these Schedules and Statements as disputed, contingent, and/or unliquidated does not constitute an admission that such claim is not subject to objection. The Debtors reserve the right to dispute, or assert offsets or defenses to, any claim reflected on these Schedules and Statements as to amount, liability, or status.

(f) Executory Contracts. The presence of a contract or agreement on Schedule G does not constitute an admission that such contract or agreement is an executory contract or unexpired lease. The Debtors reserve all of their rights, claims, and causes of action with respect to the contracts and agreements listed on Schedule G.

14. Intercompany Payables and Receivables. Intercompany payables and receivables between the Debtors are set forth on Schedule E/F or Schedule A/B 77, as applicable. The listing by the Debtors of any account between a Debtor and another Debtor is a statement of what appears on a particular Debtor's books and records and does not reflect any admission or conclusion of the Debtors regarding the allowance, classification, characterization, validity, or priority of such account. The Debtors reserve all rights with respect to such accounts.


6 CHAR2\2262499v3

Specific Disclosures with Respect to the Debtors' Schedules

Schedules Summary. Except as otherwise noted, the asset and liability information provided herein reflects the Debtors' data as of close of business on February 6, 2020. The Schedules reflect the assets and liabilities of the Debtors on a nonconsolidated basis, except as otherwise noted, and were prepared from the general ledger data of the Debtors.

The Schedules do not purport to represent financial statements prepared in accordance with GAAP, nor are they intended to be fully reconciled with the financial statements of each Debtor. Additionally, the Schedules contain unaudited information that is subject to further review and potential adjustment and reflect the Debtors' reasonable best efforts to report the assets and liabilities of each Debtor on an unconsolidated basis. Moreover, given among other things, the uncertainty surrounding the collectability and ownership of certain assets and the valuation and nature of certain liabilities, the Schedules should not be relied upon nor do they constitute an admission regarding the solvency or insolvency of either Debtor.

Schedule A/B. P1.Q3. Checking, savings, money market, or financial brokerage accounts. The Debtors collectively have 88 zero balance sweep accounts. The accounts have been disclosed in pleadings. As a result, the accounts are not included herein. As to the operating and disbursement accounts, such accounts may have negative balances as a result of the timing of the sweep at close of business on February 6, 2020.

Schedule A/B. P3.Q11. Accounts receivable. Amounts listed on Schedule A/B 11 reflect accounts receivable due to the Debtors. Amounts reflected here do not include intercompany receivables, which as described above, are reflected elsewhere in the Schedules.

Schedule A/B. P4.Q15. Non-publicly traded stock and interests in incorporated and unincorporated businesses, including an LLC, partnership or joint venture. Equity interests in subsidiaries and affiliates arise from LLC membership interests. For purposes of these Schedules, the Debtors have listed an undetermined value for the equity interests. The book values of certain assets may materially differ from their fair market values.

Schedule A/B. P5.Q24. Perishable Inventory. To the extent the Debtors list food as inventory that existed on the Petition Date, such food was perishable but has been stored and used in the ordinary course of operations.

Schedule A/B. P11.Q72. Tax refunds and unused net operating losses (NOLs). The Debtors had no net operating loss carryforwards for the 2019 tax year. However, the Debtors believe that it is possible that certain NOLs may be generated during the 2020 tax year. Due to uncertainty related to losses that have occurred or may occur, as well as the inability to accurately estimate such losses as of the Petition Date, the Debtors have included no amounts with respect to net operating losses in the Schedules.

Schedule A/B. P11.Q77. Other property of any kind not already listed. The listing of any account between a Debtor and another Debtor or is a statement of what appears in a particular Debtor's books and records and does not reflect any admission or conclusion of the Debtors regarding the allowance, classification, character, validity, or priority of such account. These intercompany accounts remain subject to review by the Debtors, and the Debtors take no position in these Schedules and Statements as to whether such accounts would be allowed as a claim, an interest, or not allowed at all.


7 CHAR2\2262499v3

Schedule D. Creditors Who Have Claims Secured by Property. The listing of the Debtors of creditors with liens does not reflect any admission or conclusion of the Debtors regarding the allowance, classification, character, validity, or priority of such liens.

Schedule E/F. Creditors Who Have Unsecured Claims. The listing by the Debtors of any account between a Debtor and another Debtor is a statement of what appears in a particular Debtor's books and records and does not reflect any admission or conclusion of the Debtors regarding the allowance, classification, character, validity, or priority of such account. These accounts remain subject to review by the Debtors, and the Debtors take no position in these Schedules and Statements as to whether such accounts would be allowed as a claim, an interest, or not allowed at all.

Certain of the claims of state and local taxing authorities set forth in Schedule E/F may ultimately be deemed, in whole or in part, to be secured claims pursuant to state or local laws. The Debtors reserve their right to dispute or challenge whether claims owing to various taxing authorities are secured or entitled to such priority. The listing of any claim on Schedule E/F does not constitute an admission that such claim is entitled to priority pursuant to section 507 of the Bankruptcy Code.

Schedule G. Executory Contracts and Unexpired Leases. Certain of the items reflected on Schedule G may contain renewal options, purchase options, rights of first refusal and other miscellaneous rights. Such rights, powers, duties, and obligations are not separately set forth on Schedule G. The Debtors hereby expressly reserve the right to assert that any item listed on Schedule G is an executory contract or unexpired lease within the meaning of section 365 of the Bankruptcy Code. In addition, the Debtors reserve all of their rights, claims, and causes of action with respect to claims associated with any contracts and agreements listed on Schedule A/B, including their right to dispute or challenge the characterization or the structure of any transaction, document, or instrument (including any intercompany agreement.

Certain confidentiality agreements may not be listed on Schedule G. The Debtors reserve all rights with respect to such agreements. Certain of the contracts and agreements listed on Schedule G may consist of several parts that may not be listed on Schedule G or that may be listed as a single entry.

Specific Disclosures with Respect to the Debtors' Statements

Part 2/Question 3. Certain payments or transfers to creditors within 90 days before filing this case. In Statement 3, disbursements made on account of multiple invoices may be reflected as a single payment. Additionally, payments shown in Statement 3 do not include payments to professionals related to bankruptcy, which are shown separately in Part 6/Question 11.

Part 2/Question 4. Payments or other transfers of property made within 1 year before filing this case that benefited any insider. Where mutuality exists between intercompany parties with respect to Southern Deli Holding, LLC’s ownership of RTHT Investment, LLC (receivable and payable to and from same legal entities), the information presented is on a net basis.

Debtors show all transfers made to Yaron Goldman during the one year prior to the bankruptcy. The listing by the Debtors of any transfer to American Express or Citi cards on behalf of Yaron Goldman is what is shown on the Debtors’ books and records and does not reflect any admission or conclusion as to whether such transfers were for proper business reimbursement or otherwise.


8 CHAR2\2262499v3

Part 6/Question 11. Payments or transfers related to debtor counseling or bankruptcy made within 1 year preceding commencement of this case. Payments to these professionals may have included amounts related to professional advice for non-bankruptcy issues. The Debtors did not conduct an analysis regarding the nature of the services rendered in attempt to delineate the payments to such professionals related only to advice on bankruptcy issues.

Part 11/Question 21. Property held for another. Certain creditors assert that they sold perishable agricultural commodities on credit to the Debtors and have trust rights pursuant to the Perishable Agricultural Commodities Act of 1930 (the “PACA”). The Debtors have listed the PACA trust rights in the Statements but the Debtors have not reviewed such claims. The Debtors reserve their right to dispute or challenge such PACA claims and including them on the Statements does not reflect any admission or conclusion of the Debtors regarding the allowance, classification, character, validity, or priority of such claims.


1 The Debtors, together with the last four digits of each Debtor’s federal tax identification number, are: SD-Charlotte, LLC (7237); RTHT Investments, LLC (2540); SD Restaurant Group, LLC (0331); SD-Missouri, LLC (8294); and Southern Deli Holdings, LLC (9425).

IN THE UNITED STATES BANKRUPTCY COURT FOR THE WESTERN DISTRICT OF NORTH CAROLINA

__________________________________________ In re: SD-Charlotte, LLC, et al., 1

Debtors.

) ) ) ) ) ) )

Chapter 11 Case No. 20-30149 Jointly Administered

__________________________________________ )

AMENDED STATEMENT OF FINANCIAL AFFAIRS FOR RTHT INVESTMENTS, LLC

(CASE NO. 20-30152)


04/19

Fill in this information to identify the case:

Debtor name: RTHT Investments, LLC

United States Bankruptcy Court for the: Western District of North Carolina

Case number: 20-30152Check if this is anamended �ling

O�cial Form 207Statement of Financial Affairs for Non-Individuals Filing for Bankruptcy

The debtor must answer every question. If more space is needed, attach a separate sheet to this form. On the top of any additional pages, write the debtor’s name andcase number (if known).

1. Gross revenue from business

None

Identify the beginning and ending dates of the debtor’s �scal year, which may bea calendar year

Sources of revenueCheck all that apply

Gross revenue(before deductions andexclusions)

From the beginning ofthe �scal year to �lingdate:

From01/01/2020

02/06/2020to Operating a business

Other

$1,389,851.00

For prior year: From01/01/2019

to12/31/2019

Operating a business

Other

$12,418,812.03

For the year before that: From01/01/2018

to12/31/2018

Operating a business

Other

$9,947,840.36

2. Non-business revenue Include revenue regardless of whether that revenue is taxable. Non-business income may include interest, dividends, money collected from lawsuits, and royalties. List eachsource and the gross revenue for each separately. Do not include revenue listed in line 1.

None

Description of sources of revenue Gross revenue fromeach source(before deductions andexclusions)

From the beginning ofthe �scal year to �lingdate:

From1/1/2020

2/6/2020to $0.00

For prior year: From1/1/2019

to12/31/2019

Owner's Contribution $115,000.00

For the year before that: From1/1/2018

to12/31/2018

$0.00

Part 1: Income



3. Certain payments or transfers to creditors within 90 days before �ling this case List payments or transfers - including expense reimbursements - to any creditor, other than regular employee compensation, within 90 days before �ling this case unless theaggregate value of all property transferred to that creditor is less than $6,825. (This amount may be adjusted on 4/01/22 and every 3 years after that with respect to cases�led on or after the date of adjustment.)

None

Creditor’s name and address Dates Total amount or value Reasons for payment or transferCheck all that apply

3.1 Creditor’s name and address

See Attachment

$3,287,801.11 Secured debt

Unsecured loan repayments

Suppliers or vendors

Services

Other

4. Payments or other transfers of property made within 1 year before �ling this case that bene�ted any insider List payments or transfers, including expense reimbursements, made within 1 year before �ling this case on debts owed to an insider or guaranteed or cosigned by aninsider unless the aggregate value of all property transferred to or for the bene�t of the insider is less than $6,825. (This amount may be adjusted on 4/01/22 and every 3years after that with respect to cases �led on or after the date of adjustment.) Do not include any payments listed in line 3. Insiders include o�cers, directors, and anyone incontrol of a corporate debtor and their relatives; general partners of a partnership debtor and their relatives; a�liates of the debtor and insiders of such a�liates; and anymanaging agent of the debtor. 11 U.S.C. § 101(31).

None

Insider’s name and address Dates Total amount or value Reasons for payment or transfer

4.1 Insider’s name and address

Relationship to debtor

$ Secured debt

Unsecured loan repayments

Suppliers or vendors

Services

Other

5. Repossessions, foreclosures, and returns List all property of the debtor that was obtained by a creditor within 1 year before �ling this case, including property repossessed by a creditor, sold at a foreclosure sale,transferred by a deed in lieu of foreclosure, or returned to the seller. Do not include property listed in line 6.

None

Creditor’s name and address Description of the property Date Value of property

5.1 Creditor’s name and address $

6. Setoffs List any creditor, including a bank or �nancial institution, that within 90 days before �ling this case set off or otherwise took anything from an account of the debtor withoutpermission or refused to make a payment at the debtor’s direction from an account of the debtor because the debtor owed a debt.

None

Creditor’s name and address Description of the action creditor took Date action was taken Amount

6.1 Creditor’s name and address

Last 4 digits of account number

$

Part 2: List Certain Transfers Made Before Filing for Bankruptcy

Debtor RTHT Investments, LLC____________________________________________________Name

Case number (if known)20-30152________________________________________


7. Legal actions, administrative proceedings, court actions, executions, attachments, or governmental audits List the legal actions, proceedings, investigations, arbitrations, mediations, and audits by federal or state agencies in which the debtor was involved in any capacity—within 1year before �ling this case.

None

Case title Nature of case Court or agency’s name and address Status of case

7.1 NameAPP Funding LLC vs. SD-Charlotte, LLC D/B/A SonicDrive-In, et al.

Case numberE2020000891

Civil NameSupreme Court of the State of New York, County ofMonroe

Street99 Exchange Blvd, #545

CityRochester

StateNY

Zip14614

Pending

On appeal

Concluded

7.2 NameEIN Cap, Inc. vs. SD RestaurantGroup, LLC, et al.

Case number501226/2020

Civil NameSupreme Court of the State of New York, County ofKings

Street360 Adams St # 4

CityBrooklyn

StateNY

Zip11201

Pending

On appeal

Concluded

7.3 NameItria Ventures LLC vs. SouthernDeli Holdings, LLC, et al.

Case number2020CV30047

Civil NameDistrict Court Larimer County, Colorado

Street201 La Porte Ave. Suite 100

CityFt. Collins

StateCO

Zip80521

Pending

On appeal

Concluded

7.4 NameTVT 2.0, LLC vs. SD-CharlotteLLC D/B/A Sonic Drive-In A/K/ASD-Charlotte, et al.

Case number200900647

Civil NameThird Judicial District Court Salt Lake City, Utah

Street450 State St.

CitySalt Lake City

StateUT

Zip84111

Pending

On appeal

Concluded

8. Assignments and receivership List any property in the hands of an assignee for the bene�t of creditors during the 120 days before �ling this case and any property in the hands of a receiver, custodian, orother court-appointed o�cer within 1 year before �ling this case.

None

Custodian’s name and address Description of the property Value

8.1 Custodian's name and address

Street

City State Zip

Case title

Case number

Date of order or assignment

$

Court name and addressName

Street

City State Zip

Part 3: Legal Actions or Assignments

Part 4: Certain Gifts and Charitable Contributions




9. List all gifts or charitable contributions the debtor gave to a recipient within 2 years before �ling this case unless the aggregate value of the gifts to that recipient isless than $1,000

None

Recipient’s name and address Description of the gifts or contributions Dates given Value

9.1 Recipient's nameSee Attachment

Street

City State Zip

Recipient’s relationship to debtor

$19,468.27

10. All losses from �re, theft, or other casualty within 1 year before �ling this case

None

Description of the property lost and how the lossoccurred

Amount of payments received for the lossIf you have received payments to cover the loss, forexample, from insurance, governmentcompensation, or tort liability, list the total received.List unpaid claims on O�cial Form 106A/B(Schedule A/B: Assets – Real and PersonalProperty).

Date of loss Value of property lost

$

11. Payments related to bankruptcy List any payments of money or other transfers of property made by the debtor or person acting on behalf of the debtor within 1 year before the �ling of this case to anotherperson or entity, including attorneys, that the debtor consulted about debt consolidation or restructuring, seeking bankruptcy relief, or �ling a bankruptcy case.

None

Who was paid or who received the transfer? If not money, describe any property transferred Dates Total amount or value

11.1 Name and Address

MERU, LLC1372 Peachtree Street, NWSuite 2121Atlanta,, GA30309

Email or website address

Who made the payment, if not debtor?

01/06/2020 $25,000.00


MERU, LLC1372 Peachtree Street, NWSuite 2121Atlanta,, GA30309



01/24/2020 $10,000.00

Part 5: Losses

Part 6: Certain Payments or Transfers





Moore & Van Allen PLLC100 North Tryon StreetSuite 4700Charlotte, NC28202-4003



01/16/2020 $10,000.00





01/22/2020 $10,000.00





01/23/2020 $10,000.00

12. Self-settled trusts of which the debtor is a bene�ciary List any payments or transfers of property made by the debtor or a person acting on behalf of the debtor within 10 years before the �ling of this case to a self-settled trust orsimilar device.Do not include transfers already listed on this statement.

None

Name of trust or device Describe any property transferred Dates transfers weremade

Total amount or value

12.1

Trustee

$

13. Transfers not already listed on this statement List any transfers of money or other property�by sale, trade, or any other means�made by the debtor or a person acting on behalf of the debtor within 2 years before the�ling of this case to another person, other than property transferred in the ordinary course of business or �nancial affairs. Include both outright transfers and transfers madeas security. Do not include gifts or transfers previously listed on this statement.

None

Who received transfer? Description of property transferred or paymentsreceived or debts paid in exchange

Date transfer wasmade

Total amount or value





Yaron Goldman131 E Lincoln Ave Ste CFort Collins, CO80524

Relationship to debtorCEO

Amex 8/12/2018 $15,619.01

14. Previous addresses List all previous addresses used by the debtor within 3 years before �ling this case and the dates the addresses were used.

Does not apply

Address Dates of occupancy

14.1 Street

City State Zip

From to

15. Health Care bankruptcies Is the debtor primarily engaged in offering services and facilities for:

diagnosing or treating injury, deformity, or disease, or

providing any surgical, psychiatric, drug treatment, or obstetric care?

No. Go to part 9.

Yes. Fill in the information below.

Facility name and address Nature of the business operation, including type of services thedebtor provides

If debtor providesmeals and housing,number of patients indebtor's care

15.1 Street

City State ZipLocation where patient records are maintained(if different from facilityaddress). If electronic, identify any service provider

How are records kept?Check all that apply:

Electronically

Paper

16. Does the debtor collect and retain personally identi�able information of customers?

No.

Yes. State the nature of the information collected and retained.

Does the debtor have a privacy policy about that information?

No

Yes

Part 7: Previous Locations

Part 8: Health Care Bankruptcies

Part 9: Personally Identi�able Information




17. Within 6 years before �ling this case, have any employees of the debtor been participants in any ERISA, 401(k), 403(b), or other pension or pro�t-sharing plan madeavailable by the debtor as an employee bene�t?

No. Go to Part 10.

Yes. Does the debtor serve as plan administrator?

No. Go to Part 10.

Yes. Fill in below:

Name of plan Employer identi�cation number of the plan

Has the plan been terminated?

No

Yes

18. Closed �nancial accounts Within 1 year before �ling this case, were any �nancial accounts or instruments held in the debtor’s name, or for the debtor’s bene�t, closed, sold, moved, or transferred?Include checking, savings, money market, or other �nancial accounts; certi�cates of deposit; and shares in banks, credit unions, brokerage houses, cooperatives,associations, and other �nancial institutions.

None

Financial institution name and address Last 4digits ofaccountnumber

Type of account Date account wasclosed, sold, moved, ortransferred

Last balance beforeclosing or transfer

18.1 Name

Street

City State Zip

Checking

Savings

Money market

Brokerage

Other

$

19. Safe deposit boxes List any safe deposit box or other depository for securities, cash, or other valuables the debtor now has or did have within 1 year before �ling this case.

None

Depository institution name and address Names of anyone with access to it Description of the contents Does debtor still haveit?

19.1 Name

Street

City State Zip

Address

No

Yes

20. Off-premises storage List any property kept in storage units or warehouses within 1 year before �ling this case. Do not include facilities that are in a part of a building in which the debtor doesbusiness.

None

Facility name and address Names of anyone with access to it Description of the contents Does debtor still haveit?

Part 10: Certain Financial Accounts, Safe Deposit Boxes, and Storage Units




20.1 Name

Street

City State Zip

Address

No

Yes

21. Property held for another List any property that the debtor holds or controls that another entity owns. Include any property borrowed from, being stored for, or held in trust. Do not list leased or rentedproperty

None

Owner’s name and address Location of the property Description of the property Value


See Global Notes

PACA Lien Undetermined

For the purpose of Part 12, the following de�nitions apply:Environmental law means any statute or governmental regulation that concerns pollution, contamination, or hazardous material, regardless of the medium affected (air, land, water,or any other medium).

Site means any location, facility, or property, including disposal sites, that the debtor now owns, operates, or utilizes or that the debtor formerly owned, operated, or utilized.

Hazardous material means anything that an environmental law de�nes as hazardous or toxic, or describes as a pollutant, contaminant, or a similarly harmful substance.

Report all notices, releases, and proceedings known, regardless of when they occurred.

22. Has the debtor been a party in any judicial or administrative proceeding under any environmental law? Include settlements and orders

No.

Yes. Provide details below.

Case title Court or agency name and address Nature of the case Status of case

22.1

Case Number

Name

Street

City State Zip

Pending

On appeal

Concluded

23. Has any governmental unit otherwise noti�ed the debtor that the debtor may be liable or potentially liable under or in violation of an environmental law?

No


Site name and address Governmental unit name and address Environmental law, if known Date of notice

23.1 Name

Street

City State Zip

Name

Street

City State Zip

Part 11: Property the Debtor Holds or Controls that the Debtor Does Not Own

Part 12: Details About Environmental Information




24. Has the debtor noti�ed any governmental unit of any release of hazardous material?

No


Site name and address Governmental unit name and address Environmental law, if known Date of notice

24.1 Name

Street

City State Zip

Name

Street

City State Zip

25. Other businesses in which the debtor has or has had an interest List any business for which the debtor was an owner, partner, member, or otherwise a person in control within 6 years before �ling this case. Include this information even ifalready listed in the Schedules.

None

Business name and address Describe the nature of the business Employer Identi�cation numberDo not include Social Security number or ITIN.

25.1 Name and Address EIN

Dates business existedFrom to

26. Books, records, and �nancial statements 26a. List all accountants and bookkeepers who maintained the debtor’s books and records within 2 years before �ling this case.

None

Name and address Dates of service

26a.1 Name and Address

Group 11600 City Pkwy W Ste 650Orange, CA92868

From12/30/2019

toPresent

26a.2 Name and Address

InfoSync1938 N WoodlawnWitchita, KS67208

From12/26/2016

to12/29/2019

26b. List all �rms or individuals who have audited, compiled, or reviewed debtor's books of account and records or prepared a �nancial statement within 2 years before �lingthis case.

None

Name and address Dates of service

26b.1 Name and Address

Dixon Hughes Goodman LLP214 N Tryon St #2200Charlotte, NC28202

From1/1/2018

to12/31/2018

Part 13: Details About the Debtor's Business or Connections to Any Business




26c. List all �rms or individuals who were in possession of the debtor’s books of account and records when this case is �led.

None

Name and address If any books of account and records are unavailable,explain why

26c.1 Name and Address

Group 11600 City Pkwy W Ste 650Orange, CA92868

26c.2 Name and Address

InfoSync1938 N WoodlawnWitchita, KS67208

26d. List all �nancial institutions, creditors, and other parties, including mercantile and trade agencies, to whom the debtor issued a �nancial statement within 2 years before�ling this case.

None

Name and address

26d.1

27. Inventories Have any inventories of the debtor’s property been taken within 2 years before �ling this case?

No

Yes. Give the details about the two most recent inventories.

Name of the person who supervised the taking of the inventory Date of inventory The dollar amount and basis (cost, market, or otherbasis) of each inventory

Troy Barney, VP of Ops MOD 12/29/2019 $77,633.48 (Cost Basis)

Name and address of the person who has possession of inventory records


Meagan McGuire - Controller131 E Lincoln Ave Ste CFort Collins, CO80524

Name of the person who supervised the taking of the inventory Date of inventory The dollar amount and basis (cost, market, or otherbasis) of each inventory

Troy Barney, VP of Ops MOD 1/26/2020 $82,706.00 (Cost Basis)

Name and address of the person who has possession of inventory records


Meagan McGuire - Controller131 E Lincoln Ave Ste CFort Collins, CO80524

28. List the debtor’s o�cers, directors, managing members, general partners, members in control, controlling shareholders, or other people in control of the debtor at thetime of the �ling of this case.

Name and Address Position and nature of any interest % of interest, if any




28.1Yaron Goldman131 E Lincoln Ave Ste CFort Collins, CO80524

CEO, Managing Member, Owner 53.325%

28.2Merrick McKinnie131 E Lincoln Ave Ste CFort Collins, CO80524

President / Limited Member 18.40%

28.3Jeff Lindquist131 E Lincoln Ave Ste CFort Collins, CO80524

Limited Member 5.00%

28.4D&A Partners LLP131 E Lincoln Ave Ste CFort Collins, CO80524


28.5Southern Deli Holdings, LLC131 E Lincoln Ave Ste CFort Collins, CO80524


28.6John Clark131 E Lincoln Ave Ste CFort Collins, CO80524


28.7Hirsch�eld Real Estate Group, Inc.131 E Lincoln Ave Ste CFort Collins, CO80524


29. Within 1 year before the �ling of this case, did the debtor have o�cers, directors, managing members, general partners, members in control of the debtor, orshareholders in control of the debtor who no longer hold these positions?

No

Yes. Identify below.

Name and Address Position and nature of any interest Period during which position orinterest was held

29.1 Name and Address From to

30. Payments, distributions, or withdrawals credited or given to insiders Within 1 year before �ling this case, did the debtor provide an insider with value in any form, including salary, other compensation, draws, bonuses, loans, credits on loans,stock redemptions, and options exercised?

No


Name and address of recipient Amount of money or description andvalue of property

Dates Reason for providingthe value

30.1 Name and Address $

Relationship To Debtor




31.Within 6 years before �ling this case, has the debtor been a member of any consolidated group for tax purposes?

No


Name of the parent corporation Employer Identi�cation number of the parentcorporation

31.1 EIN

32.Within 6 years before �ling this case, has the debtor as an employer been responsible for contributing to a pension fund?

No


Name of the pension fund Employer Identi�cation number of the pension fund

32.1 EIN




SOFA 3 ATTACHMENTCertain payments or transfers to creditors within 90 days before filing this case

Creditor's Name Address 1 City State Zip Payment Date Payment Amount Reason for Payment or Transfer521 Partners LLC 2400 South Boulevard Ste 300 Charlotte NC 28203 12/6/2019 $9,951.84 Accrued CamAJ Equity 1451 47th Street Brookland NY 11219 12/9/2019 $17,388.00 MCA 1

AJ Equity 1451 47th Street Brookland NY 11219 12/12/2019 $8,694.00 MCA 1






















AMS Contractors Inc 6511 South Rocky River Road Monroe NC 28112-0000 12/6/2019 $200,687.73 LeaseholdsAMS Contractors Inc 6511 South Rocky River Road Monroe NC 28112-0000 1/10/2020 $20,000.00 LeaseholdsArc Rgchrnc001, LLC Arc Shops at Rivergate NC Charlotte NC 28217 12/6/2019 $8,857.47 Accrued Real Prop TaxesAtlas Sign Industries 1077 W Blue Herron Blvd West Palm Beach FL 33404-0000 11/21/2019 $33,643.27 SignsBerewick Property Partners LLC 8315 Beverly Boulevard Los Angeles CA 90048 11/20/2019 $9,286.64 Accrued RentBerewick Property Partners LLC 8315 Beverly Boulevard Los Angeles CA 90048 12/24/2019 $16,467.21 Accrued RentBlue Cross Blue Shield PO Box 580017 Charlotte NC 28258-0017 12/24/2019 $4,714.25 Insurance - Employee HealthBlue Cross Blue Shield PO Box 580017 Charlotte NC 28258-0017 12/31/2019 $4,714.25 Insurance - Employee HealthBridge Capital 215 Shilling Circle, Suite 100 Hunt Valley MD 21031 12/3/2019 $47,563.05 Secured Lender 1

Cobbs Allen Capital LLC 115 Office Park Drive Birmingham AL 35223 2/4/2020 $134,696.00 Insurance 1

Duke Energy Central Remit Pb01-E Charlotte NC 28272-1046 1/16/2020 $4,433.94 UtilitiesDuke Energy Central Remit Pb01-E Charlotte NC 28272-1046 1/23/2020 $6,887.76 UtilitiesDuke Energy Central Remit Pb01-E Charlotte NC 28272-1046 1/30/2020 $519.59 UtilitiesDuke Energy Central Remit Pb01-E Charlotte NC 28272-1046 2/3/2020 $519.59 UtilitiesDuke Energy-1003 PO Box 1003 Charlotte NC 28201-0000 11/10/2019 $2,216.38 Accrued ElectricDuke Energy-1003 PO Box 1003 Charlotte NC 28201-0000 11/13/2019 $2,371.80 Accrued ElectricDuke Energy-1003 PO Box 1003 Charlotte NC 28201-0000 12/6/2019 $1,331.40 Accrued ElectricDuke Energy-1003 PO Box 1003 Charlotte NC 28201-0000 12/19/2019 $2,745.69 Accrued ElectricEBF Partners 5 West 37th Street, Suite 1100 New York NY 10018 11/20/2019 $2,613.64 MCA 1

EBF Partners 5 West 37th Street, Suite 1100 New York NY 10018 11/21/2019 $2,613.64 MCA 1








In re: RTHT Investments, LLCCase No. 20-30152 Page 1 of 4

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Creditor's Name Address 1 City State Zip Payment Date Payment Amount Reason for Payment or TransferEBF Partners 5 West 37th Street, Suite 1100 New York NY 10018 12/4/2019 $2,613.64 MCA 1




























Foster Caviness Company Inc PO Box 744739 Atlanta GA 30374-4739 11/19/2019 $28,424.82 Purchases - ProduceFoster Caviness Company Inc PO Box 744739 Atlanta GA 30374-4739 12/20/2019 $21,332.45 Purchases - ProduceFoster Caviness Company Inc PO Box 744739 Atlanta GA 30374-4739 12/29/2019 $21,332.45 Purchases - ProduceFoster Caviness Company Inc PO Box 744739 Atlanta GA 30374-4739 1/7/2020 $9,199.34 Purchases - ProduceFoster Caviness Company Inc PO Box 744739 Atlanta GA 30374-4739 1/17/2020 $12,000.00 Purchases - ProduceFoster Caviness Company Inc PO Box 744739 Atlanta GA 30374-4739 1/27/2020 $16,397.14 Purchases - ProduceFoster Caviness Company Inc PO Box 744739 Atlanta GA 30374-4739 2/3/2020 $27,406.09 Purchases - ProduceFoster Caviness Company Inc PO Box 744739 Atlanta GA 30374-4739 2/5/2020 $7,025.80 Purchases - ProduceGB Amberly Place LLC 5858 Central Ave St Petersburg FL 33707 12/6/2019 $8,778.34 Accrued Real Prop TaxesHalpern Ogden LLC 5200 Roswell Rd Atlanta GA 30342 12/6/2019 $8,106.02 Accrued CamInfosync Services 1938 N Woodlawn Wichita KS 67208-0000 12/2/2019 $5,692.05 Accounting FeesInfosync Services 1938 N Woodlawn Wichita KS 67208-0000 12/27/2019 $17,096.18 Accounting FeesItria 1000 N West Street, Suite 1200 Wilmington DE 19801 12/31/2019 $19,687.50 MCA 1

IVT Creedmoor Raleigh LLC 33227 Collection Center Dr Chicago IL 60693 12/6/2019 $7,504.75 Accrued RentJacob Family Carolina Partners LLC 300 W Summit Ave Ste 250 Charlotte NC 28203 12/6/2019 $6,975.00 Accrued Property InsJacob Family Carolina Partners LLC 300 W Summit Ave Ste 250 Charlotte NC 28203 12/26/2019 $1,166.52 Accrued Property InsMecklenburg City-co Sales Tax PO Box 32728 Charlotte NC 28232-2728 11/19/2019 $3,530.40 Accrued Sales Tax - NCMecklenburg City-co Sales Tax PO Box 32728 Charlotte NC 28232-2728 11/22/2019 $282.75 Accrued Sales Tax - NCMecklenburg City-co Sales Tax PO Box 32728 Charlotte NC 28232-2728 11/27/2019 $138.08 Accrued Sales Tax - NCMecklenburg City-co Sales Tax PO Box 32728 Charlotte NC 28232-2728 12/19/2019 $3,200.22 Accrued Sales Tax - NCMidcap Financial Trust 7255 Woodmont Ave Ste 200 Bethesda MA 20814 11/27/2019 $20,000.00 Loan 1

Mod Super Fast Pizza Franchising LLC 2035 158th Ct NE Bellevue WA 98008 11/12/2019 $25,495.99 Interest ExpenseMod Super Fast Pizza Franchising LLC 2035 158th Ct NE Bellevue WA 98008 11/14/2019 $15,943.90 Interest Expense


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Creditor's Name Address 1 City State Zip Payment Date Payment Amount Reason for Payment or TransferMod Super Fast Pizza Franchising LLC 2035 158th Ct NE Bellevue WA 98008 11/21/2019 $15,683.45 Interest ExpenseMod Super Fast Pizza Franchising LLC 2035 158th Ct NE Bellevue WA 98008 11/27/2019 $1,789.82 Interest ExpenseMod Super Fast Pizza Franchising LLC 2035 158th Ct NE Bellevue WA 98008 11/29/2019 $15,970.04 Interest ExpenseMod Super Fast Pizza Franchising LLC 2035 158th Ct NE Bellevue WA 98008 12/5/2019 $2,916.66 Interest ExpenseMod Super Fast Pizza Franchising LLC 2035 158th Ct NE Bellevue WA 98008 12/6/2019 $14,568.22 Interest ExpenseMod Super Fast Pizza Franchising LLC 2035 158th Ct NE Bellevue WA 98008 12/12/2019 $16,039.45 Interest ExpenseMod Super Fast Pizza Franchising LLC 2035 158th Ct NE Bellevue WA 98008 12/20/2019 $16,035.46 Interest ExpenseMod Super Fast Pizza Franchising LLC 2035 158th Ct NE Bellevue WA 98008 12/27/2019 $18,543.95 Interest ExpenseMoseley Properties LLC PO Box 9 Buckingham VA 23921 12/6/2019 $9,166.67 Accrued RentMSFP Franchising 2035 158th Court NE, Suite 150 Bellevue WA 98008 11/12/2019 $25,495.99 Royalties 1

MSFP Franchising 2035 158th Court NE, Suite 150 Bellevue WA 98008 11/14/2019 $15,943.90 Royalties 1










NWWP LP MSN #569 Birmingham AL 35283 12/6/2019 $9,964.06 Advertising - NationalPerformance Food Service 2801 Alex Lee Blvd Florence SC 29506-0000 11/15/2019 $177,671.26 Purchases - Packaging Pizza BoxesPerformance Food Service 2801 Alex Lee Blvd Florence SC 29506-0000 11/15/2019 $69,495.71 Food 1

Performance Food Service 2801 Alex Lee Blvd Florence SC 29506-0000 11/22/2019 $66,436.08 Food 1

Performance Food Service 2801 Alex Lee Blvd Florence SC 29506-0000 11/22/2019 $63,940.94 Purchases - Packaging Pizza BoxesPerformance Food Service 2801 Alex Lee Blvd Florence SC 29506-0000 11/29/2019 $64,833.64 Food 1








Performance Food Service 2801 Alex Lee Blvd Florence SC 29506-0000 1/10/2020 $62,291.65 Purchases - Packaging Pizza BoxesPerformance Food Service 2801 Alex Lee Blvd Florence SC 29506-0000 1/17/2020 $66,214.56 Purchases - Packaging Pizza BoxesPerformance Food Service 2801 Alex Lee Blvd Florence SC 29506-0000 1/17/2020 $66,214.56 Food 1



PHD@SKIBO II LLC 3930 Max Place Boynton Beach FL 33436-0000 11/20/2019 $9,725.87 Accrued CamPiedmont Natural Gas PO Box 1246 Charlotte NC 28201-1246 11/10/2019 $882.83 Accrued GasPiedmont Natural Gas PO Box 1246 Charlotte NC 28201-1246 11/21/2019 $1,161.06 Accrued GasPiedmont Natural Gas PO Box 1246 Charlotte NC 28201-1246 11/22/2019 $369.78 Accrued GasPiedmont Natural Gas PO Box 1246 Charlotte NC 28201-1246 12/6/2019 $459.06 Accrued GasPiedmont Natural Gas PO Box 1246 Charlotte NC 28201-1246 12/18/2019 $1,444.00 Accrued GasPiedmont Natural Gas PO Box 1246 Charlotte NC 28201-1246 12/19/2019 $405.05 Accrued GasPiedmont Natural Gas PO Box 1246 Charlotte NC 28201-1246 12/26/2019 $1,025.21 Accrued GasPiedmont Natural Gas PO Box 1246 Charlotte NC 28201-1246 1/16/2020 $901.94 Accrued Gas


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Creditor's Name Address 1 City State Zip Payment Date Payment Amount Reason for Payment or TransferPiedmont Natural Gas PO Box 1246 Charlotte NC 28201-1246 1/30/2020 $1,370.90 Accrued GasPreferred Apartment Communities Operating Partnership LP Lock Box 359681514030 Cleveland OH 44194-4163 12/6/2019 $8,710.00 Accrued CamSeegars Fence Co Inc of New Hanover PO Box 7006 Wilmington NC 28406 12/19/2019 $7,830.00 LeaseholdsSmith and Greene Company Inc 19015 66th Ave South Kent WA 98032-1154 12/2/2019 $5,000.00 Supplies - OperatingSmith and Greene Company Inc 19015 66th Ave South Kent WA 98032-1154 12/27/2019 $4,572.44 Supplies - OperatingThe Wallace Indian Land LLC 4201 Congress St Ste 170 Charlotte NC 28209 12/6/2019 $8,202.67 Accrued CamTVT Capital 8 Hunters Ln Roslyn NY 11576 11/14/2019 $33,678.55 MCA 1

TVT Capital 8 Hunters Ln Roslyn NY 11576 11/21/2019 $33,678.55 MCA 1








Wake County Rev Dept Prepared Food and Beverage Raleigh NC 27602-2719 11/19/2019 $3,773.26 Accrued Sales Tax - NCWake County Rev Dept Prepared Food and Beverage Raleigh NC 27602-2719 11/27/2019 $199.31 Accrued Sales Tax - NCWake County Rev Dept Prepared Food and Beverage Raleigh NC 27602-2719 12/19/2019 $2,954.61 Accrued Sales Tax - NCZiff Properties 200 Wingo Way, Suite 100 Mt Pleasant SC 29464 12/4/2019 $4,802.67 Rent 1

Ziff Properties 200 Wingo Way, Suite 100 Mt Pleasant SC 29464 1/6/2020 $4,625.21 Rent 1

1 - Amended


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SOFA 9 ATTACHMENTAll gifts or charitable contributions the debtor gave to a recipient within 2 years before filing this case

Recipient's Name Recipient's AddressRelationship

to DebtorDescription of Gifts

or Contributions Dates Given ValueCommon Heart PO Box 2761, Indian Trail, NC 29079 None Cash Donation 12/4/2019 $2,766.50CSU Animal Hospital 300 West Drake Road, Fort Collins, Colorado, 80523 None Cash Donation 4/21/2019 $116.32CSU Animal Hospital 300 West Drake Road, Fort Collins, Colorado, 80523 None Cash Donation 5/19/2019 $111.03CSU Animal Hospital 300 West Drake Road, Fort Collins, Colorado, 80523 None Cash Donation 6/16/2019 $116.32CSU Animal Hospital 300 West Drake Road, Fort Collins, Colorado, 80523 None Cash Donation 7/14/2019 $116.32CSU Animal Hospital 300 West Drake Road, Fort Collins, Colorado, 80523 None Cash Donation 8/11/2019 $116.32CSU Animal Hospital 300 West Drake Road, Fort Collins, Colorado, 80523 None Cash Donation 9/8/2019 $111.03CSU Animal Hospital 300 West Drake Road, Fort Collins, Colorado, 80523 None Cash Donation 10/6/2019 $116.32CSU Animal Hospital 300 West Drake Road, Fort Collins, Colorado, 80523 None Cash Donation 11/3/2019 $338.37CSU Animal Hospital 300 West Drake Road, Fort Collins, Colorado, 80523 None Cash Donation 12/1/2019 $338.37CSU Animal Hospital 300 West Drake Road, Fort Collins, Colorado, 80523 None Cash Donation 12/29/2019 $338.37CSU Athletic Department Campus Delivery 0120, Fort Collins, CO 80523-0120 None Cash Donation 4/21/2019 $928.63CSU Athletic Department Campus Delivery 0120, Fort Collins, CO 80523-0120 None Cash Donation 5/19/2019 $928.63CSU Athletic Department Campus Delivery 0120, Fort Collins, CO 80523-0120 None Cash Donation 6/16/2019 $886.42CSU Athletic Department Campus Delivery 0120, Fort Collins, CO 80523-0120 None Cash Donation 7/14/2019 $928.63CSU Athletic Department Campus Delivery 0120, Fort Collins, CO 80523-0120 None Cash Donation 8/11/2019 $928.63CSU Athletic Department Campus Delivery 0120, Fort Collins, CO 80523-0120 None Cash Donation 9/8/2019 $928.63CSU Athletic Department Campus Delivery 0120, Fort Collins, CO 80523-0120 None Cash Donation 10/6/2019 $886.42CSU Athletic Department Campus Delivery 0120, Fort Collins, CO 80523-0120 None Cash Donation 11/3/2019 $126.62CSU Athletic Department Campus Delivery 0120, Fort Collins, CO 80523-0120 None Cash Donation 12/1/2019 $126.62CSU Athletic Department Campus Delivery 0120, Fort Collins, CO 80523-0120 None Cash Donation 12/29/2019 $126.52CSU Foundation 300 University Services Center, Dept 9100, Fort Collins, CO 80523-9100 None Cash Donation 1/27/2019 $115.80CSU Foundation 300 University Services Center, Dept 9100, Fort Collins, CO 80523-9100 None Cash Donation 2/24/2019 $231.58CSU Foundation 300 University Services Center, Dept 9100, Fort Collins, CO 80523-9100 None Cash Donation 3/24/2019 $372.35CSU Foundation 300 University Services Center, Dept 9100, Fort Collins, CO 80523-9100 None Cash Donation 4/21/2019 $496.06CSU Foundation 300 University Services Center, Dept 9100, Fort Collins, CO 80523-9100 None Cash Donation 5/19/2019 $541.14CSU Foundation 300 University Services Center, Dept 9100, Fort Collins, CO 80523-9100 None Cash Donation 6/16/2019 $541.14CSU Foundation 300 University Services Center, Dept 9100, Fort Collins, CO 80523-9100 None Cash Donation 7/14/2019 $541.14CSU Foundation 300 University Services Center, Dept 9100, Fort Collins, CO 80523-9100 None Cash Donation 8/11/2019 $541.14CSU Foundation 300 University Services Center, Dept 9100, Fort Collins, CO 80523-9100 None Cash Donation 9/8/2019 $541.14CSU Foundation 300 University Services Center, Dept 9100, Fort Collins, CO 80523-9100 None Cash Donation 10/6/2019 $541.14CSU Foundation 300 University Services Center, Dept 9100, Fort Collins, CO 80523-9100 None Cash Donation 11/3/2019 $541.14CSU Foundation 300 University Services Center, Dept 9100, Fort Collins, CO 80523-9100 None Cash Donation 12/1/2019 $541.14CSU Foundation 300 University Services Center, Dept 9100, Fort Collins, CO 80523-9100 None Cash Donation 12/29/2019 $541.14Generosity Feeds 800 E. Rochambeau Dr., Suite F, #149, Williamsburg, VA 23188 None Cash Donation 7/11/2018 $2,001.20


Case 20-30149 D

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Fill in this information to identify the case:

Debtor name: RTHT Investments, LLC

United States Bankruptcy Court for the: Western District of North Carolina

Case number: 20-30152Check if this is anamended �ling

WARNING - Bankruptcy fraud is a serious crime. Making a false statement, concealing property, or obtaining money or property by fraud in connection with a bankruptcy case can resultin �nes up to $500,000 or imprisonment for up to 20 years, or both. 18 U.S.C. §§ 152, 1341, 1519, and 3571.I have examined the information in this Statement of Financial Affairs and any attachments and have a reasonable belief that the information is true and correct.I declare under penalty of perjury that the foregoing is true and correct.

Executed on05/04/2020

Signature of individual signing on behalf of debtor

Brian Rosenthal

Printed name

Chief Restructuring O�cer

Position or relationship to debtor

Are additional pages to Statement of Financial Affairs for Non-Individuals Filing for Bankruptcy (O�cial Form 207) attached?

No

Yes


BrianRosenthal

Pencil

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