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Full title: Motion to Shorten Time for Notice Limiting Notice and Specially Setting Hearing Date on Amended Motion for Order (I) Authorizing Professional Investors 49, LLC to Consummate the Non-Ordinary Course of Business Sale of Certain Commercial Real Property and (II) Granting Related Relief Filed by Debtor Professional Financial Investors, LLC (RE: related document(s)610 Motion for Sale of Property filed by Debtor Professional Financial Investors, Inc.). (Attachments: # 1 Declaration of J. Barrett Marum) (Marum, J.) CORRECTIVE ENTRY: Clerk added/modified/removed Party Filer(s) to reflect PDF Modified on 5/7/2021 (lb). (Entered: 05/06/2021)

Document posted on May 5, 2021 in the bankruptcy, 7 pages and 0 tables.

Bankrupt11 Summary (Automatically Generated)

Debtors is als 1 Professional Investors 49, LLC hereby files this application (the “Application”), 2 pursuant to Rule 9006(c) of the Federal Rules of Bankruptcy Procedure and Rule 9006-1 3 of the Bankruptcy Local Rules, for entry of an order substantially in the form attached 4 hereto as Exhibit A, shortening time for service of notice and a hearing with respect to the5 On November 20, 2020, under authority granted by the Bankruptcy Court, PFI26 commenced involuntary petitions against twenty-nine of LLC/LP Debtors and on 27 December 11, 2020, PFI consented to such involuntary petitions and the Court entered 1 petitions against ten additional LLC Debtors, including LLC 49.2 Meanwhile, certain parties with a 7 membership interest in limited liability companies formed and controlled by PFI have 8 formed an ad hoc committee of LLC members (the “Ad Hoc Committee of LLC 9 Members”) and certain lenders to the Debtors who are secured by a deed of trust on 10 property owned by one of the Debtors have also formed into an ad hoc committee of DOT11 holders (the “Ad Hoc Committee of DOT Holders,” and collectively with the OCUC and 12 the Ad Hoc Committee of LLC Members, the “Committees”).A that (a) sets the Motion for hearing on May 20, 2021 at 10:00 a.m. or as soon thereafter 18 as the Motion may be heard (the “Hearing”), (b) shortens the time for notice of the hearin19 on the Motion, and (c) provides that the Motion and the notice of the Hearing shall be 20 served via electronic mail or overnight delivery on: (i) the United States Trustee, (ii) 21 counsel for the Committees, (iii) Professional Investors 49, LLC’s top 20 unsecured 22 creditors, (iv) all parties that have specially requested notice any of the above-captioned 23 jointly-administered bankruptcy cases, (v) Homestreet Bank, a Washington State 24 Chartered Commercial BankThe hearing on the Motion will be held on May 20, 2021 at 10:00 a.m. (the 2 “Hearing”) and the time for notice of such hearing is hereby shortened.

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Document Contents

1 SHEPPARD, MULLIN, RICHTER & Richard A. Lapping (SBN: 107496) HAMPTON LLP TRODELLA & LAPPING LLP 2 A Limited Liability Partnership 540 Pacific Avenue Including Professional Corporations San Francisco, CA 94133 3 ORI KATZ, Cal. Bar No. 209561 Telephone: (415) 399-1015 J. BARRETT MARUM, Cal. Bar No. 228628 Facsimile: (415) 651-9004 4 MATT KLINGER, Cal. Bar No. 307362 Email: Rich@TrodellaLapping.com GIANNA SEGRETTI, Cal. Bar No. 323645 5 Four Embarcadero Center, 17th Floor Conflicts Counsel for the Debtors San Francisco, California 94111-4109 6 Telephone: 415.434.9100 Facsimile: 415.434.3947 7 Email: okatz@sheppardmullin.com bmarum@sheppardmullin.com 8 mklinger@sheppardmullin.com gsegretti@sheppardmullin.com 9 Counsel for the Debtors 10 UNITED STATES BANKRUPTCY COURT 11 NORTHERN DISTRICT OF CALIFORNIA, SAN FRANCISCO DIVISION 12 In re Case No. 20-30604 13 PROFESSIONAL FINANCIAL (Jointly Administered) INVESTORS, INC., et al.,1 Chapter 11 14 Debtors. APPLICATION FOR ORDER 15 SHORTENING TIME FOR NOTICE, LIMITING NOTICE AND SPECIALLY 16 SETTING HEARING DATE ON AMENDE MOTION FOR ORDER (I) AUTHORIZING 17 PROFESSIONAL INVESTORS 49, LLC TO CONSUMMATE THE NON-ORDINARY 18 COURSE OF BUSINESS SALE OF CERTAIN COMMERCIAL REAL 19 PROPERTY AND (II) GRANTING RELATED RELIEF 20 Hearing Requested for: 21 Date: May 20, 2021 Time: 10:00 a.m. 22 Judge: Hannah L. Blumenstiel Place: Telephonic/Video Appearances Only 23 450 Golden Gate Ave., 16th Fl., Ctrm. 19 San Francisco, CA 94102 24 25 26 27 1 A complete list of the Debtors and their respective chapter 11 case numbers may be found www.donlinerecano.com/pfi. The federal tax identification numbers of each of the Debtors is als

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1 Professional Investors 49, LLC hereby files this application (the “Application”), 2 pursuant to Rule 9006(c) of the Federal Rules of Bankruptcy Procedure and Rule 9006-1 3 of the Bankruptcy Local Rules, for entry of an order substantially in the form attached 4 hereto as Exhibit A, shortening time for service of notice and a hearing with respect to the5 Amended Motion for Order (I) Authorizing Professional Investors 49, LLC to Consummat6 the Non-Ordinary Course of Business Sale of Certain Commercial Real Property and (II) 7 Granting Related Relief (the “Motion”) that is filed concurrently with this Application and8 limiting notice of the Motion as set forth herein. 9 This application is based on the discussion below, the Declaration of J. Barrett 10 Marum filed concurrently with this application (the “Marum Declaration”), the other 11 papers of record in this case and upon such further oral and documentary evidence as may12 be presented prior to or at the time of the hearing on the motion. 13 I. 14 BACKGROUND 15 On July 16, 2020, Jacques Achsen, Samuel Goldberger, Elizabeth Goldblatt, Arthu16 Indenbaum, Andrew Michaels, Mary Michaels, and Joel Rubenzahl, each of whom assert 17 they are creditors of Professional Investors Security Fund, Inc. (“PISF”), commenced an 18 involuntary chapter 11 bankruptcy action against PISF, Case No. 20-30579 (the “PISF 19 Case”). On July 26, 2020, PISF filed a consent to the entry of an order for relief in the 20 PISF Case, entered by the Court on July 27, 2020. 21 On July 26, 2020, Professional Financial Investors, Inc. (“PFI,” and together with 22 PISF, the “Original Debtors”) commenced its bankruptcy case, by filing a voluntary 23 chapter 11 petition. Subsequently, PFI commenced involuntary petitions against all but 24 two of its affiliated limited liability companies and limited partnerships (the “LLC/LP 25 Debtors”). On November 20, 2020, under authority granted by the Bankruptcy Court, PFI26 commenced involuntary petitions against twenty-nine of LLC/LP Debtors and on 27 December 11, 2020, PFI consented to such involuntary petitions and the Court entered

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1 petitions against ten additional LLC Debtors, including LLC 49.2 On February 17, 2021, 2 PFI consented to the ten additional involuntary petitions and on February 18, 2021, the 3 Court entered orders for relief. The Debtors’ Chapter 11 Cases are jointly administered 4 under Case No. 20-30604. 5 On August 19, 2020, the Office of the United States Trustee appointed the Official 6 Committee of Unsecured Creditors (“OCUC”). Meanwhile, certain parties with a 7 membership interest in limited liability companies formed and controlled by PFI have 8 formed an ad hoc committee of LLC members (the “Ad Hoc Committee of LLC 9 Members”) and certain lenders to the Debtors who are secured by a deed of trust on 10 property owned by one of the Debtors have also formed into an ad hoc committee of DOT11 holders (the “Ad Hoc Committee of DOT Holders,” and collectively with the OCUC and 12 the Ad Hoc Committee of LLC Members, the “Committees”). 13 II. 14 RELIEF REQUESTED 15 Pursuant to Rule 9006(c) of the Federal Rules of Bankruptcy Procedure and 16 Bankruptcy Local Rule 9006-1, LLC 49 seeks entry of the order attached hereto as Exhibi17 A that (a) sets the Motion for hearing on May 20, 2021 at 10:00 a.m. or as soon thereafter 18 as the Motion may be heard (the “Hearing”), (b) shortens the time for notice of the hearin19 on the Motion, and (c) provides that the Motion and the notice of the Hearing shall be 20 served via electronic mail or overnight delivery on: (i) the United States Trustee, (ii) 21 counsel for the Committees, (iii) Professional Investors 49, LLC’s top 20 unsecured 22 creditors, (iv) all parties that have specially requested notice any of the above-captioned 23 jointly-administered bankruptcy cases, (v) Homestreet Bank, a Washington State 24 Chartered Commercial Bank (“Homestreet”), (vi) Carolyn Lee Walker Davis, Trustee of 25 the Walker Davis Family Trust Agreement Dated November 4, 2017 (the “Walker Davis 26 Trust”), and (vi) the Marin County Tax Collector. 27

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1 LLC 49 further requests that the order provide that any objections to the approval o2 the Motion shall be filed by no later than 10:00 a.m. PST on May 18th. 3 III. 4 NEED FOR PROMPT RELIEF 5 LLC 49 has requested a shortened time period for the Hearing because it is 6 presently operating the Property at a monthly loss. In its current condition, the Property 7 requires extensive repairs urgently needed to address serious life safety issues at the 8 Property that have resulted in only being able to allow the continued occupancy of six of 9 the nineteen rental units on the Property. Given the Property’s current condition, at least 10 thirteen of the nineteen units remain vacant. The sooner the sale of the Property can close11 the sooner LLC 49 can eliminate the ongoing costs of operating the Property and its 12 liability associated with the Property and the proposed buyer can commence the process o13 making badly-needed repairs to the Property. Moreover, the proposed buyer, Over the 14 Fence, LLC, is eager to quickly close escrow within three days of approval by the Court o15 the proposed sale of the Property. 16 No party will be prejudiced by shortening time on the Motion. All three 17 Committees are aware of the sale and approve of hearing the Motion on shortened time. 18 Furthermore, the Walker Davis Trust which holds an ownership interest in the Property as19 a tenant in common with LLC 49 supports the Proposed Sale and has agreed to execute an20 addendum to the Purchase Agreement consenting to such sale. The Motion proposes that 21 property taxes owed to the Marin County Tax Collector and the $4.15 million debt secure22 by Homestreet’s Deed of Trust on the Property shall be paid in full directly from escrow, 23 while the net sale proceeds shall be remitted to LLC 49’s bankruptcy estate without 24 prejudice to the rights of the Walker Davis Trust. As detailed in the Motion, the Property 25 that is the subject of the Motion has been widely marketed. 26 IV. 27 PREVIOUS REQUESTS FOR TIME MODIFICATIONS

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1 V. 2 EFFECT OF REQUEST FOR SHORTENED TIME 3 If the Application is granted, the relief with respect to the Motion will be heard on 4 shortened time, with approximately ten days’ notice. 5 VI. 6 EFFORTS TO SPEAK WITH MAJOR CONSTITUENCIES 7 The Committees have already been informed of the Proposed Sale and, while they 8 have yet to inform the LLC 49 as to what position they will take on the Proposed Sale 9 itself, they approve of hearing the Motion on shortened time. The Debtors’ counsel has 10 also advised the United States Trustee’s Office that it would seek to have the Motion hear11 on shortened time. As of this filing, the United States Trustee had not informed the 12 Debtors’ counsel of its position on such relief or the relief sought in the Motion. 13 VII. 14 CONCLUSION 15 WHEREFORE, LLC 49 requests that the Court grant this Application and enter an 16 order in the form attached hereto as Exhibit A shortening time and scheduling the hearing 17 on the Motion on May 20, 2021 at 10:00 a.m. or as soon thereafter as the Motion may be 18 heard. 19 Dated: May 6, 2021 20 SHEPPARD MULLIN RICHTER & HAMPTON LLP 21 By /s/ J. Barrett Marum 22 ORI KATZ J. BARRETT MARUM 23 MATT KLINGER GIANNA SEGRETTI 24 Counsel for the Debtors 25 26 27

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1 EXHIBIT A 2 UNITED STATES BANKRUPTCY COURT 3 NORTHERN DISTRICT OF CALIFORNIA, SAN FRANCISCO DIVISION 4 In re Case No. 20-30604 5 PROFESSIONAL FINANCIAL (Jointly Administered) INVESTORS, INC., et al. 6 Chapter 11 Debtors. 7 [PROPOSED] ORDER SHORTENING TIME FOR NOTICE, LIMITING NOTICE 8 AND SPECIALLY SETTING HEARING DATE ON AMENDED MOTION FOR 9 ORDER (I) AUTHORIZING PROFESSIONAL INVESTORS 49, LLC 10 TO CONSUMMATE THE NON- ORDINARY COURSE OF BUSINESS 11 SALE OF CERTAIN COMMERCIAL REAL PROPERTY AND (II) GRANTING 12 RELATED RELIEF 13 Date: May 20, 2021 Time: 10:00 a.m. 14 Judge: Hannah L. Blumenstiel Place: Telephonic/Video Appearances Only 15 450 Golden Gate Ave., 16th Fl., Ctrm. 19 San Francisco, CA 94102 16 17 The Court, having considered the application (the “Application”) filed by 18 Professional Investors 49, LLC (“LLC 49”) on May 6, 2021 for an order that: (a) sets an 19 May 20, 2021 hearing (the “Hearing”) at 10:00 a.m. Pacific Time, on the Amended Motio20 for Order (I) Authorizing Professional Investors 49, LLC to Consummate the Non-21 Ordinary Course of Business Sale of Certain Commercial Real Property and (II) Grantin22 Related Relief (the “Motion”), (b) shortens the time for notice of the hearing on the 23 Motion, and (c) limits service of the notice regarding the hearing on the Motion, all 24 pleadings and evidence filed in connection with the Application, and good cause appearin25 for the relief requested in the Application, 26 IT IS HEREBY ORDERED THAT: 27 1. The Application is GRANTED.

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1 2. The hearing on the Motion will be held on May 20, 2021 at 10:00 a.m. (the 2 “Hearing”) and the time for notice of such hearing is hereby shortened. 3 3. No later than May 10, 2021, LLC 49 shall provide notice of the Hearing and4 the Motion as set forth in the Application. 5 4. No later than May 14, 2021, LLC 49 shall file a proof of service 6 demonstrating compliance with Paragraph (3) of this order. 7 5. LLC 49’s notice of the Hearing shall comply with the Court’s Fourth 8 Amended General Order 38. 9 6. Any opposition or response to the Motion shall be filed no later than 10:00 10 a.m. PST on May 18, 2021. 11 ** END OF PROPOSED ORDER ** 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27

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