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PIPELINE FOODS, LLC, Et Al.,1 Debtors. Chapter 11 Case

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Case 21-11002-KBO Doc 110 Filed 07/23/21 Page 1 of 54 IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE In re: Chapter 11 PIPELINE FOODS, LLC, et al.,1 Case No. 21-11002 (KBO) Debtors. Jointly Administered AFFIDAVIT OF SERVICE I, Sabrina G. Tu, depose and say that I am employed by Stretto, the claims and noticing agent for the Debtors in the above-captioned cases. On July 21, 2021, at my direction and under my supervision, employees of Stretto caused the following documents to be served via overnight mail on the service list attached hereto as Exhibit A, and via electronic mail on the service list attached hereto as Exhibit B: • Notice of Telephonic Section 341 Meeting (Docket No. 73) • Application of the Debtors for Entry of an Order Pursuant to Bankruptcy Code Section 327(a), Bankruptcy Rules 2014(a) and 2016, and Local Rules 2014-1 and 2016- 2, Authorizing Appointment of Bankruptcy Management Solutions, Inc. d/b/a Stretto as Administrative Agent to the Debtors, Effective as of the Petition Date (Docket No. 85) • Motion of the Debtors for the Entry of an Order Authorizing (I) Retention and Employment of SierraConstellation Partners, LLC to Provide Interim Management Services, a Chief Restructuring Officer, and Additional Personnel, and (II) the Designation of Winston Mar as Chief Restructuring Officer, Effective as of the Petition Date (Docket No. 86) • Debtors’ Motion for Entry of Order Authorizing Debtors to Retain and Compensate Professionals Utilized in the Ordinary Course of Business, Effective as of the Petition Date (Docket No. 87) • Order Granting Motion of the Debtors for Expedited Consideration of Motion of the Debtors for Entry of an Order Under 11 U.S.C. §363(b) and Rule 6004 of the Federal Rules of Bankruptcy Procedure Authorizing the Debtors to Sell Their Commodities Inventory by Private Sale Outside the Ordinary Course of Business (Docket No. 88) • Notice of Hearing and Motion (Docket No. 91) ___________________________________ 1 The Debtors in these cases, along with the last four digits of each Debtor’s federal tax identification number, are: Pipeline Foods, LLC (5070); Pipeline Holdings, LLC (5754); Pipeline Foods Real Estate Holding Company, LLC (7057); Pipeline Foods, ULC (3762); Pipeline Foods Southern Cone S.R.L. (5978); and Pipeline Foods II, LLC (9653). The Debtors’ mailing address is 6499 University Avenue NE, Suite 200, Fridley, MN 55432. Case 21-11002-KBO Doc 110 Filed 07/23/21 Page 2 of 54 • Debtors’ Application for an Order Authorizing the Employment and Retention of Saul Ewing Arnstein & Lehr LLP as Counsel to the Debtors, Effective as of the Petition Date (Docket No. 93) • Notice of Hearing and Motion (Docket No. 94) • Application of Debtors for Order Authorizing (I) Retention and Employment of Ocean Park Securities, LLC, as Investment Banker to the Debtors, Effective as of the Petition Date, and (II) a Waiver of Compliance with Certain Requirements of Local Rule 2016-2 (Docket No. 98) Furthermore, on July 21, 2021, at my direction and under my supervision, employees of Stretto caused the following documents to be served via first-class mail on the service list attached hereto as Exhibit C, and via electronic mail on the service list attached hereto as Exhibit B: • Notice of Telephonic Section 341 Meeting (Docket No. 73) • Notice of Chapter 11 Bankruptcy Case (Docket No. 90) Furthermore, on July 21, 2021, at my direction and under my supervision, employees of Stretto caused the following document to be served via first-class mail on the service list attached hereto as Exhibit D: • Debtors’ Motion for Entry of Order Authorizing Debtors to Retain and Compensate Professionals Utilized in the Ordinary Course of Business, Effective as of the Petition Date (Docket No. 87) Furthermore, on July 21, 2021, at my direction and under my supervision, employees of Stretto caused the following documents to be served via overnight mail on the service list attached hereto as Exhibit E, and via electronic mail on Farm Credit Canada, Attn: Kendra Mueller at [email protected]: • Order Granting Motion of the Debtors for Expedited Consideration of Motion of the Debtors for Entry of an Order Under 11 U.S.C. §363(b) and Rule 6004 of the Federal Rules of Bankruptcy Procedure Authorizing the Debtors to Sell Their Commodities Inventory by Private Sale Outside the Ordinary Course of Business (Docket No. 88) • Notice of Hearing and Motion (Docket No. 91) [SPACE LEFT INTENTIONALLY BLANK] Case 21-11002-KBO Doc 110 Filed 07/23/21 Page 3 of 54 ()-l Noticc of Hearing anrl Mution (l)ockcl No. ) In addition to the rnctlrotl ol sclr iec set li)rth hcrcin. partics rllro have requested electronic notification of filings via thc Ilankruptc\ ('orlrl's ('N11lr('l: svstenr \\'cre sent the above ref'erenced documents via clcctronic scrr icc. Dated: .lul1 ll. l0l I Sahrina G. Tu A notar)' public or othcr ol'lleer eourplctinr tlris ccrtilleute verilies onl]- the identity ofthe individual who signed thc'docunrcnl 1o rrlriclr lhis c.:rtillcatc is lrtlachecl- and not the truthlulness. accuracy, or validity of' that d()cullrcnl. State of ('alilblnra. County ol' Orangc Subscribed and suorn 1o (ol rr l'll lnrctl) lrc lir t ntc on this ll"l dal ol'.lul1 . 2021. by Sabrina G. Tu proved t0 ntc on thc h0sis ol slrlrslirct()r\ c\ i( (ncc to hc tltc pcrson trho appeared belore me. Signalure: ArO9- N.!drv Publ( Ctnlotn'' aonm !\.on , ? Z3BB l. Case 21-11002-KBO Doc 110 Filed 07/23/21 Page 4 of 54 Exhibit A Case 21-11002-KBO Doc 110 Filed 07/23/21 Page 5 of 54 Exhibit A Served Via Overnight Mail Name Attention Address 1 Address 2 City State Zip Country United Arab Agri Exim DMCC Attn: Suraj Sharma Unit N: 2503, 1 Lake Plaza Plot No: JLT-PH2-T2A Jumeirah Lakes Towers AE 00000 Emirates BNSF Railway Company Attn: Legal Dept 3110 Solutions Center Chicago IL 60677 Brushvale Seed Inc. Attn: Jon Miller 1656 280th St Breckenridge MN 56520 Chaplin Grain LLC Attn: Angie Gerbrandt 322 4th Ave. Chaplin SK S0H 0V0 Canada Attn: Adam Nathe Compeer Financial PCA and FLCA c/o Stinson LLP 50 South Sixth Street Suite 200 and Edwin Caldie Minneapolis MN 55402 Crystal Valley Farms Miller Poultry Attn: Cheri Bovee 3945 N State 327 Orland IN 467776 Dahl Trucking Attn: Aaron Dahl 9240 Hwy 1 South Langdon ND 58249 Delaware State Treasury Attn: Legal Dept 820 Silver Lake Blvd., Suite 100 Dover DE 19904 Ecopure Specialities Limited Attn: Anu Sharma Unit 134 First Fl Rectangle 1 Sakey New Delhi DE 110017 India Gavilon Grain LLC Attn: Mike Rennau 1331 Capitol Ave Omaha NE 68102-5022 Hemingway Brant Attn: Brant Hemingway 78346 310th St. Ellendale MN 56026 Herbst Farms Attn: Cynthia Herbst 63993 260th Ave Kasson MN 55944 Internal Revenue Service Attn: Legal Dept PO Box 7346 Philadelphia PA 19101-7346 Jim Wolf Attn: Dean Zimmerli 49080 270th St Jeffers MN 56145 LSM Commodities Ltd. Attn: Lynn McMillan 203 3550 Taylor St Saskatoon SK S7H 5H9 Canada Minnesota Department of Agriculture Attn: Legal Dept 625 Robert Street North Saint Paul MN 55155-2538 Motl Kev Farmer Merchant State Bank Attn: Kevin Motl 12722 64th Ave S.E. Blooming Prairie MN 55917 Office of The US Trustee For The District Of Delaware 844 N King St #2207 Lockbox 35 Wilmington DE 19801 Organic Farmers Michigan Attn: Stacey Steely 5095 Argyle Rd Decker MI 48426 Organic Ventures Inc. Attn: Rick Halverson W26001 Volds Ln Arcadia WI 54612 Pederson Earl Attn: Earl Pederson 3077 County Hwy 42 Bejou MN 56516 Richland Grain StateBankNewRichland Attn: Ann Hagen 112 3rd St. NE PO Box 235 New Richland MN 56072 Secretary of State Div of Corporations Franchise Tax PO Box 898 Dover DE 19903 Securities & Exchange Commission Secretary of the Treasury 100 F Street, NE Washington DC 20549 NY Regional Office Securities and Exchange Commission Attn: Andrew Calamari 200 Vesey Street, Suite 400 Brookfield Pl New York NY 10281-1022 Simmons Feed & Supply Simmons Grain Attn: Eric Simmons 600 Snyder Road Salem OH 44460 Spot Freight Attn: Brittani Reaves 141 South Meridian St Suite 200 Indianapolis IN 46225 Hoover State Office State of Iowa Office Of The Attorney General 1305 E. Walnut Street Rm 109 Building Des Moines IA 50319 State of Minnesota Office Of The Attorney General 445 Minnesota St, Ste 1400 St. Paul MN 55101 State of North Dakota Office Of The Attorney General 600 E Boulevard Ave Dept 125 State Capitol Bismarck ND 58505 United States Attorney’s Office For The District Of Delaware 1313 N Market Street Wilmington DE 19801 United States Attorney’s Office For The District of Minnesota 300 S 4th Street Suite 600 Minneapolis MN 55415 Yantai Shuangta Food Co. LTD Attn: Matthew Ji #668 Jincheng Road Zhaoyuan City Shandong Province 265400 China In re: Pipeline Foods, LLC, et al. Case No. 21-11002 (KBO) Page 1 of 1 Case 21-11002-KBO Doc 110 Filed 07/23/21 Page 6 of 54 Exhibit B Case 21-11002-KBO Doc 110 Filed 07/23/21 Page 7 of 54 Exhibit B Served Via Electronic Mail Name Attention 1 Attention 2 Email Agri Exim DMCC Attn: Suraj Sharma [email protected] Attn: Victor A Sahn & [email protected] Agri Exim DMCC c/o SulmeyerKupetz David V Sack [email protected] Attn: Matthew G Summers [email protected] Bar ALE, Inc. c/o Ballard Spahr LLP & Laurel D Roglen [email protected] BNSF Railway Company Attn: Suzanne Wellen [email protected] Brushvale Seed Inc. Attn: Jon Miller [email protected] [email protected] Chaplin Grain LLC Attn: Alex & Ron [email protected] Attn: Adam Nathe and [email protected] Compeer Financial PCA and Compeer Financial FLCA c/o Stinson LLP Edwin Caldie [email protected] Attn: H Stephen Castro [email protected] Coöperatieve Rabobank U.A., New York Branch c/o Norton Rose Fulbright US LLP and Eric Daucher [email protected] Attn: Matthew P.
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    2020_CP_NetworkMap_Large_Front_1.6_Final_LowRes.pdf 1 6/5/2020 8:24:47 AM 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 Lake CP Railway Mileage Between Cities Rail Industry Index Legend Athabasca AGR Alabama & Gulf Coast Railway ETR Essex Terminal Railway MNRR Minnesota Commercial Railway TCWR Twin Cities & Western Railroad CP Average scale y y y a AMTK Amtrak EXO EXO MRL Montana Rail Link Inc TPLC Toronto Port Lands Company t t y i i er e C on C r v APD Albany Port Railroad FEC Florida East Coast Railway NBR Northern & Bergen Railroad TPW Toledo, Peoria & Western Railway t oon y o ork éal t y t r 0 100 200 300 km r er Y a n t APM Montreal Port Authority FLR Fife Lake Railway NBSR New Brunswick Southern Railway TRR Torch River Rail CP trackage, haulage and commercial rights oit ago r k tland c ding on xico w r r r uébec innipeg Fort Nelson é APNC Appanoose County Community Railroad FMR Forty Mile Railroad NCR Nipissing Central Railway UP Union Pacic e ansas hi alga ancou egina as o dmon hunder B o o Q Det E F K M Minneapolis Mon Mont N Alba Buffalo C C P R Saint John S T T V W APR Alberta Prairie Railway Excursions GEXR Goderich-Exeter Railway NECR New England Central Railroad VAEX Vale Railway CP principal shortline connections Albany 689 2622 1092 792 2636 2702 1574 3518 1517 2965 234 147 3528 412 2150 691 2272 1373 552 3253 1792 BCR The British Columbia Railway Company GFR Grand Forks Railway NJT New Jersey Transit Rail Operations VIA Via Rail A BCRY Barrie-Collingwood Railway GJR Guelph Junction Railway NLR Northern Light Rail VTR