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Full title: Declaration in Support of Motion of Asgaard Capital, LLC for Payment of Remaining Portion of Transaction Fee (related document(s)1042) Filed by Klausner Lumber One LLC. (Butz, Daniel) (Entered: 07/15/2021)

Document posted on Jul 14, 2021 in the bankruptcy, 5 pages and 0 tables.

Bankrupt11 Summary (Automatically Generated)

I submit this Declaration in support of the Motion of Asgaard Capital, LLC for Payment of Remaining Portion of Transaction Fee (D.I. 1042) (the “Motion”), by which Asgaard Capital, LLC (“Asgaard”) seeks payment of the remainder of its Transaction Fees (as defined below) in the sum of $531,465.30.As discussed more fully below, despite being confronted by overwhelming obstacles at every stage of the case, and in the face of great financial risk to themselves, Asgaard and the other professionals retained in this case yielded extraordinary results from the sale of the Debtor’s plant, sawmill and other assets for the benefit of creditors.The sale resulted in substantial proceeds for the benefit of taxing authorities, secured creditors, judgment creditors, equipment lessors, priority creditors, and unsecured creditors.As a result of Asgaard’s efforts (a) a consensual plan among the Debtor and its creditors was confirmed in this case, (b) an estimated distribution in excess of 80% will be made to trade creditors,3 (iii) Florida Sawmills (the Debtor’s pre-petition lender) will realize a substantial recovery, and (iv) the employees who lost their jobs due to the plant and sawmill closure are now back at work.Court approves certain settlements recently achieved by the Debtor and the Official Committee of Unsecured Creditors with (i) Mayr-Melnhof Holz Holding AG, (ii) Deloitte Financial Advisory GMBH, and (iii) Scharpenack GMBH.

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IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE In re: Chapter 11 Klausner Lumber One LLC, Case No. 20-11033 (KBO) Debtor.1 Objection Deadline: July 27, 2021 at 4:00 p.m. Hearing Date: August 11, 2021 at 10:00 a.m. Re: DI 1042 DECLARATION IN SUPPORT OF MOTION OF ASGAARD CAPITAL, LLC FOR PAYMENT OF REMAINING PORTION OF TRANSACTION FEE Nat Wasserstein, pursuant to 28 U.S.C. § 1746, declares as follows: 1. On May 1, 2020, I was appointed as an independent director on the Board of Directors for Klausner Lumber One LLC (the “Debtor”). As an independent director, I am an impartial member of the Board of Directors and, prior to my appointment, I had no connection with the Debtor or its management. 2. In my role as independent director, I am provided with frequent status updates by the Debtor’s advisors. Moreover, I am required to oversee the actions of Michael Freeman, the Debtor’s Chief Restructuring Officer (“CRO”), which I have done since my appointment. As such, I am fully familiar with all the facts and circumstances set forth herein. 3. I submit this Declaration in support of the Motion of Asgaard Capital, LLC for Payment of Remaining Portion of Transaction Fee (D.I. 1042) (the “Motion”), by which Asgaard Capital, LLC (“Asgaard”) seeks payment of the remainder of its Transaction Fees (as defined below) in the sum of $531,465.30. 1 The last four digits of the Debtor’s EIN are 9109. The Debtor’s mailing address is Klausner Lumber One LLC, P.O. Box 878 Middleburg, VA 20118.

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4. As set forth in the Motion, on June 5, 2020, this Court entered the Employment Order2 approving the retention of Asgaard to (a) employ and retain Asgaard to provide the Debtor with a CRO and certain additional personnel to support the CRO, and (b) designate Mr. Freeman as the CRO for the Debtor, effective as of April 30, 2020 (the “Petition Date”). (D.I. 133) (the “Employment Order”). 5. Pursuant to the Employment Order, in addition to Asgaard’s hourly fees, subject to further approval by this Court after notice and a hearing, Asgaard was also authorized to be paid certain transaction fees, specifically a Financing Transaction Fee and a Sale Transaction Fee (collectively, the “Transaction Fees”). 6. As also set forth in the Motion, this Court previously approved Asgaard’s motion for allowance and payment of 85% of its Transaction Fees, and that amount has been paid. Asgaard’s instant Motion seeks approval and payment of the remaining 15% of its Transaction Fees that are still due and outstanding. 7. As discussed more fully below, despite being confronted by overwhelming obstacles at every stage of the case, and in the face of great financial risk to themselves, Asgaard and the other professionals retained in this case yielded extraordinary results from the sale of the Debtor’s plant, sawmill and other assets for the benefit of creditors. The herculean efforts by Asgaard and the other professionals have not only produced substantial recoveries to all of the creditors in the case, including an estimated amount that is likely to be well in excess of 80% to holders of allowed general unsecured claims in Class 5 under the confirmed plan, but also have facilitated the reopening of the previously shuttered sawmill, with all of the concomitant benefits to the local community and citizens. Significantly, this includes many of the former employees being able to get their jobs back. For these and other reasons, I fully support the allowance and payment of the balance of the Transaction Fees for Asgaard. 2 Capitalized terms not defined herein have the same meaning ascribed to them in the Motion.

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Background 8. On the Petition Date, the Debtor commenced a voluntary case under Chapter 11 of the Bankruptcy Code. 9. As of the Petition Date, the Debtor was the owner of an abandoned, state-of-the-art Southern Yellow Pine sawmill located in Suwannee County, Florida. 10. The Debtor commenced its voluntary case to sell substantially all of its assets pursuant to § 363 of chapter 11, title 11, United States Code (the “Bankruptcy Code”), and to distribute the proceeds consistent with the Bankruptcy Code, all parties’ pre- and post-petition rights, and the rulings of this Court. 11. However, at the time the case was filed, the Debtor faced substantial challenges. Indeed, among other things, (a) the Debtor had no money to retain professionals, (b) the plant and sawmill had been shuttered and abandoned, (c) the Debtor’s books and records were in disarray, (d) the Debtor had no employees, and (e) the Debtor was subject to multiple lawsuits. To complicate matters further, the world was in the early stages of the COVID-19 pandemic. 12. Notwithstanding the foregoing unique challenges, in September 2020 the Debtor closed on the sale of substantially all of its assets for the sum of $61,000,000 in cash, plus $1,628,775 in assumed liabilities. The sale resulted in substantial proceeds for the benefit of taxing authorities, secured creditors, judgment creditors, equipment lessors, priority creditors, and unsecured creditors. 13. The results that were achieved, as this Court noted at the July 1, 2021 confirmation hearing, were, in part, due to the parties’ hard work and ingenuity. It is respectfully submitted that, without the hard work and ingenuity of Asgaard, the successes achieved in this case would not have been possible. Asgaard’s Motion Should be Approved 14. Asgaard’s work in this case has been nothing short of exceptional. 15. From the inception of Asgaard’s retention, Mr. Freeman and his colleagues at Asgaard have worked tirelessly to achieve the results realized in this case.

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16. Mr. Freeman traveled to Florida – as COVID-19 was approaching its worst - to live and learn how to operate a large, modern sawmill, with no available historic personnel to assist. He managed to get the machinery and equipment (which was substantial, complex, computerized, in a foreign language, and lacking any instructions) up and running so that potential bidders inspecting the property could power up the equipment as part of their due diligence. 17. Of course, the challenge of maximizing the value of the Debtor’s assets was complicated by the COVID-19 pandemic because European bidders were unable to travel to the United States. But Asgaard devised a unique plan to bring in drones to video the entire plant, and add narration, so that foreign bidders could participate in the sale process. 18. Mr. Freeman also learned early on that Suwannee County was having issues with the plant and sawmill, including the Debtor’s failure to pay taxes (as well as the pre-petition mistreatment of its locally employed citizenry). On the first day that he arrived the site, Mr. Freeman had to intervene and stop Suwannee County’s taxing authority from continuing its efforts to impound and auction off various assets of the plant. Without his direct and timely intervention, the assets of the mill would have been drastically depleted. Mr. Freeman met with County officials numerous times, slowly but surely building a relationship of trust, transparency and accountability, and the County officials ultimately wound up working in cooperation with the Debtor, and not against it, throughout the course of this case. 19. As a result of Asgaard’s efforts (a) a consensual plan among the Debtor and its creditors was confirmed in this case, (b) an estimated distribution in excess of 80% will be made to trade creditors,3 (iii) Florida Sawmills (the Debtor’s pre-petition lender) will realize a substantial recovery, and (iv) the employees who lost their jobs due to the plant and sawmill closure are now back at work. 20. It is respectfully submitted that, under these circumstances, the Motion be approved in all respects. 3 The anticipated distribution may be increased if this Court approves certain settlements recently achieved by the Debtor and the Official Committee of Unsecured Creditors with (i) Mayr-Melnhof Holz Holding AG, (ii) Deloitte Financial Advisory GMBH, and (iii) Scharpenack GMBH.

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I declare under penalty of perjury that the foregoing is true and correct. Executed on July 15, 2021. __________________________ Nat Wasserstein 2417098

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