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Full title: Application for compensation for Steeplechase Advisors, LLC, Other Professional. Period: 1/10/2021 to 1/31/2021, Fee: $7,850.50, Expenses: $34,260.00. An affidavit or verification, Proposed order. Hearing scheduled 3/9/2021 at 09:30 AM at Courtroom 2B, 2nd floor, 316 North Robert Street, St. Paul, Judge William J. Fisher. (Kinsella, Steven) (Entered: 02/15/2021)

Document posted on Feb 14, 2021 in the bankruptcy, 18 pages and 2 tables.

List of Tables

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UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF MINNESOTA In re: Case No.: 21-30037 Tea Olive I, LLC d/b/a Stock+Field, Chapter 11 Case Debtor. _____________________________________________________________________________________________ FEE APPLICATION SUMMARY COVER SHEET _____________________________________________________________________________________________
Table 1 on page 1. Back to List of Tables
Name of applicant: Steeplechase Advisors, LLC
Name of client: Tea Olive I, LLC
Time period covered by this application: January 10, 2021 – January
31, 2021
Total compensation sought this period: $7,850.50
Total expenses sought this period: $34,260.00
Petition date: January 10, 2021
Retention date: October 20, 2020
Date of order approving employment: February 1, 2021
Blended rate in this application for all timekeepers: $358.47
Number of professionals included in this application: 2
Number of professionals billing fewer than 15 hours to the
case during this period:
2
If the applicant has increased rates during the case, the
application should disclose the effect of the rate increases. For
comparison purposes, the applicant should calculate and
disclose the total compensation sought in the application using
the rates originally disclosed in the retention application:
N/A
Note: Complies with UST Guidelines for larger chapter 11 cases as of November 1, 2013.

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UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF MINNESOTA In re: Tea Olive I, LLC d/b/a Stock+Field, Case No.: 21-30037 Chapter 11 Case Debtor. NOTICE OF HEARING AND FIRST FEE APPLICATION OF STEEPLECHASE ADVISORS, LLC, INVESTMENT BANKER FOR DEBTOR JANUARY 10, 2021 THROUGH JANUARY 31, 2021 TO: The United States Trustee and other parties in interest specified in Local Rule 9013-3. 1. Steeplechase Advisors, LLC (“Steeplechase”) makes this Application for allowance of professional fees and reimbursement of expenses for services performed as investment banker to the Debtor, and gives notice of hearing herewith. 2. The Court will hold a hearing on this Application at 9:30 a.m. on Tuesday, March 9, 2021, or as soon thereafter as counsel may be heard, in Courtroom 2B, 232 Warren E. Burger Federal Building and U.S. Courthouse, 316 North Robert Street, St. Paul, MN 55101. 3. Any response to this Application must be filed and served not later than Thursday, March 4, 2021, pursuant to the applicable Federal Rules of Bankruptcy Procedure (the “Bankruptcy Rules”) and the Local Rules. UNLESS A RESPONSE OPPOSING THE APPLICATION IS TIMELY FILED, THE COURT MAY ALLOW THE APPLICATION WITHOUT A HEARING. 4. This Court has jurisdiction over this Application pursuant to 28 U.S.C. §§ 157 and 1334, Bankruptcy Rule 5005, and Local Rule 1070-1. This Application is filed under Bankruptcy Rule 2016 and Local Rule 2016-1. This Application arises under 11 U.S.C. §§ 328(a), 330, and

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331. Steeplechase requests allowance of compensation for professional services rendered and for reimbursement of expenses. This is a core proceeding. The petition commencing this bankruptcy case was filed on January 10, 2021 (the “Filing Date”). 5. By Order entered February 1, 2021, the Court authorized the Debtor to employ Steeplechase as investment banker. A copy of that Order is attached as Exhibit A [Docket No. 97]. This is Steeplechase’s first fee application. 6. Prior to the Filing Date, Steeplechase received and applied $151,496.18 for professional fees and costs incurred prior to the Filing Date. On October 20, 2020, and December 31, 2020, the Debtor paid to Steeplechase two $20,000 retainers. In addition to the retainers, the Debtor also paid $17,121.50 to reimburse Steeplechase for the DataSite data room expense; however, Steeplechase did not apply that payment to the DataSite invoice before the Filing Date but instead held it as a retainer. Consequently, Steeplechase holds a retainer of $57,121.50 to be applied against fees and expenses incurred, with the reminder to be held for application against final allowed fees and unpaid costs. 7. Steeplechase believes that the Debtor is current in payment of ordinary operating expenses and any allowed administrative expenses, that any quarterly fees have been or will be paid as required to the United States Trustee, and that all monthly operating reports are being timely filed. RELIEF REQUESTED I. MODIFICATION OF NOTICE REQUIREMENTS. 8. Bankruptcy Rule 2002(a)(6) and Local Rule 2002-1(b)(2) require that notice of hearing on any entity’s request for compensation or reimbursement of expenses must be provided

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to the debtor, the trustee, and all creditors.1 However, this Court has authority pursuant to Bankruptcy Rule 2002(i) to order that any notices required by Bankruptcy Rule 2002(a)(6) need only to be transmitted to the United States trustee and mailed only to the committees appointed under section 1102 of the Bankruptcy Code and any other party that requested notice in the bankruptcy case. Fed. R. Bankr. P. 2002(a)(i). Additionally, Local Rule 9029-1 permits the Court to suspend the requirements of a Local Rule for good cause and this more limited service list is consistent with the service list found in Local Rule 9013-3(a)(2). 9. Providing notice to all creditors for hearings on compensation applications for professionals in this case would be unduly burdensome on the Debtor’s estate. The Debtor’s creditor matrix contains approximately 3,050 parties, including former and current employees, and the Debtor estimates that the cost of serving the single-page notice would total more than $5,000 (the estimated cost for serving the actual applications would total more than $143,000). Accordingly, Steeplechase (and the Debtor) respectfully requests that the Court enter an order authorizing Steeplechase and all other professionals in this case to serve notice of hearings on applications for compensation solely on (a) the United States trustee, (b) the unsecured creditor committee appointed under section 1102 of the Bankruptcy Code, (c) the Debtor, and (d) any other party filing a notice of appearance in this bankruptcy case. II. PREPETITION EXPENSES. 10. As noted in the Debtor’s amended Application to Employ Investment Banker [Docket No. 58], prior to the Filing Date, Steeplechase maintained a data room through a third-party provider, DataSite, for the benefit of the Debtor. In addition to the retainer, the Debtor also 1 Steeplechase complied with Bankruptcy Rule 2002(a)(6) and Local Rule 2002-1(b)(2) by mailing a single-page notice of the hearing date and time, the objection deadline, and the relief

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paid $17,121.50 to reimburse Steeplechase for the data room expenses; however, Steeplechase did not apply that payment to the DataSite invoice before the Filing Date. 11. Consequently, by this Application, Steeplechase requests allowance and reimbursement of that data room expense totaling $34,260.00. The expenses for which Steeplechase seeks reimbursement are itemized on Exhibit B. II. POSTPETITION FEES THROUGH JANUARY 31, 2021. 12. By this Application, Steeplechase also requests allowance of professional fees for services rendered during the chapter 11 case between January 10, 2021, and January 31, 2021, in the amount of $7,850.50. 13. The postpetition professional services rendered by Steeplechase are detailed on the attached Exhibit B. Those services include the tasks specifically described below: Reviewing and responding to various inbound inquires regarding sale process; extensive communication with Debtor and Debtor’s counsel regarding preparation for hearing, possible purchase of assets by KKR, Fleet Farm, and other interested parties, sale process, and term sheet; reviewing materials for hearing; preparing for and participating in first day hearing; preparing term sheet and bid template; and updating term sheet for bankruptcy sales process. 14. All services for which compensation is requested by Steeplechase were performed for and on behalf of the Debtor and not on behalf of any committee, creditor, or other person. 15. The amount requested constitutes reasonable compensation for actual, necessary services rendered by Steeplechase, based on the nature, the extent, and the value of such services, the time spent on such services, and the cost of comparable services other than in a case under title 11. Steeplechase has not entered into any agreement, express or implied, with any other party-in-interest, including the Debtor, any creditor, receiver, trustee, or any representative of any of them, or with any attorney for such party-in-interest in the proceedings, for the purpose of fixing fees or other compensation to be paid to such party-in-interest in the proceedings for services rendered or

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WHEREFORE, Steeplechase respectfully requests that the Court enter an Order: A. Allowing reimbursement of monthly expenses, including those expenses incurred prepetition, totaling $34,260.00; B. Allowing Steeplechase’s unpaid postpetition professional fees in the amount of $7,850.50; C. Allowing Steeplechase to apply its retainer to pay the prepetition expenses; D. Authorizing the Debtor to pay Steeplechase for all postpetition professional fees and expenses allowed herein; E. Authorizing the Debtor and all other professionals to serve future notices of hearing on applications for compensation solely on (a) the United States trustee, (b) the committee of unsecured creditors, (c) the Debtor, and (d) all other parties that have filed a notice of appearance in this case. F. Granting such other relief as the Court deems just and equitable.

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EXHIBIT A

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UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF MINNESOTA In re: Tea Olive I, LLC d/b/a Stock+Field, Case No.: 21-30037 Chapter 11 Case Debtor. ORDER APPROVING APPLICATION TO EMPLOY INVESETMENT BANK (STEEPLECHASE ADVISORS, LLC) This matter is before the court on the application by the above-captioned debtor (the “Debtor”) to employ Steeplechase Advisors, LLC (“Steeplechase”) in this chapter 11 case. It appears that it is necessary for the Debtor to employ an investment banker. It appears that the professionals selected by the Debtor does not hold or represent an interest adverse to the estate and that they are disinterested within the meaning of 11 U.S.C. § 327(a). IT IS ORDERED: 1. The Debtor’s employment of Steeplechase as investment banker is approved. 2. Steeplechase is authorized, but not directed, to file monthly fee applications. Dated: William J. Fisher United States Bankruptcy Judge

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EXHIBIT B

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Invoice to: STOCK + FIELD Post-petition Invoice Number Service Dates: 01/09/21 - 1/31/21 Invoice Date: 2/10/202 te Consultant Description Time Rate Total Expense incurred not yet paid: /2020 Vendor: DataSite $ 34,2 DataSite invoice #321891021, Data Room services 11/7/12 - 12/6/20Review and respond to various inbound inquires regarding sale process; extended telephone conference with Clint Cutler /2021 Jim Cullen 2.50 $395.00 9 regarding preparation for hearing; extended review of materials in preparation for hearing. Telephone conference with Matt Whebbe and Nate Anderson regarding continued interest by parties regarding purchase of /2021 Jim Cullen assets by KKR, Fleet Farm and other interested parties 2.10 $395.00 8represented by counsel; prepare for and participate in first day motions bankruptcy hearing at the request of counsel. Telephone conference with Matt Whebbe and Jim Cullen regarding continued interest by parties regarding purchase of /2021 Nate Anderson assets by KKR, Fleet Farm and other interested parties 2.00 $295.00 5represented by counsel; Participate in First Day motions bankruptcy hearing at request of counsel. Office conference with Nate Anderson regarding sale process and follow up with various prospects; extended telephone /2021 Jim Cullen 1.90 $395.00 7 conference with Matt Whebbe regarding sale process and interested parties. Office conference with Jim Cullen to discuss Stock + Field sale /2021 Nate Anderson 0.50 $295.00 1 process and follow up with various prospects. Prepare for and participate in extended telephone conference with Jason Plummer, Kathy Smith (RP Lumber), and Nate Anderson regarding sale process; telephone conference with Frank Steeves (Fleet Farm) and Nate Anderson regarding sale /2021 Jim Cullen process; prepare email and status report regarding interested 3.00 $395.00 1 ,1prospects, send to Clint Cutler and Matt Whebbe; telephone conference with Clint Cutler regarding timeline, process and proposed term sheet; telephone conference with Matt Whebbe regarding sale process and status update. Conference call with Jason Plummer and Kathy Smith (RP Lumber) and Jim Cullen to discuss Stock + Field opportunity; /2021 Nate Anderson 1.00 $295.00 2 teleconference with Frank Steeves (Fleet Farm) and Jim Cullen

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Invoice to: STOCK + FIELD Post-petition Invoice Number Service Dates: 01/09/21 - 1/31/21 Invoice Date: 2/10/202 te Consultant Description Time Rate Total Prepare draft of term sheet and bid template; telephone /2021 Jim Cullen conference with Nate Anderson regarding same; prepare email 1.40 $395.00 5to Clint Cutler and Matt Whebbe with draft term sheet. Office conference with Jim Cullen regarding draft term sheet /2021 Nate Anderson 0.50 $295.00 1 and bid template. Update term sheet for bankruptcy sales process; conference call /2021 Jim Cullen with Matt Webber, Clint Cutler and Nate Anderson to discuss 2.50 $395.00 9the term sheet. Review and update term sheet for bankruptcy sales process; /2021 Nate Anderson conference call with Matt Webber, Clint Cutler and Jim Cullen 3.50 $295.00 1 ,0to discuss draft; make additional edits based on conference call. Telephone conference with Jason Plummer, Brian Iversen, Kathy /2021 Jim Cullen Smith (RP Lumber) and Nate Anderson to discuss Stock + Field 0.50 $395.00 1opportunity. Telephone conference with Jason Plummer, Brian Iversen, Kathy /2021 Nate Anderson Smith (RP Lumber) and Jim Cullen to discuss Stock + Field 0.50 $295.00 1opportunity. Total Fees for Services 21.90 $ 7,85 Data Room Invoice $ 34,26 INVOICE TOTAL & BALANCE DUE $ 42,11 Due and payable by Wire Transfer upon Receipt. Thank You. Current Retainer Balance: $57, 121.50

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EXHIBIT C

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UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF MINNESOTA In re: Tea Olive I, LLC d/b/a Stock+Field, Case No.: 21-30037 Chapter 11 Case Debtor. NOTICE OF HEARING AND FIRST APPLICATIONS FOR ALLOWANCE OF FEES AND EXPENSES INCURRED IN JANUARY 2021 TO: All creditors pursuant to Bankruptcy Code 2002(a)(6): 1. The Applications for allowance of professional fees and expenses for Fredrikson & Byron, P.A. (“Fredrikson”), Steeplechase Advisors, LLC (“Steeplechase”), and Donlin, Recano & Company, Inc. (“Donlin”) are set for hearing at 9:30 a.m. on Tuesday, March 9, 2021, in Courtroom 2B, 232 Warren E. Burger Federal Building and U.S. Courthouse, 316 North Robert Street, St. Paul, MN 55101. 2. You may obtain a copy of the Applications from the undersigned or online at https://www.donlinrecano.com/Clients/tolive/Index. 3. In the Applications, Fredrikson seeks allowance of $109,942.00 in fees and expenses, Steeplechase seeks $42,110.50 in fees and expenses, and Donlin seeks $38,848.93 in fees and expenses. 4. Fredrikson, Steeplechase, and Donlin seek authority to serve all future notices of hearing on applications for compensations on (a) the United States trustee, (b) the committee of unsecured creditors, (c) the Debtor, and (d) any other party that has requested notice in the bankruptcy case pursuant to Fed. R. Bankr. P. 2002(i). 5. You are not required to file a response or attend the hearing, but if you do so, any response to the Applications must be filed and served not later than Thursday, March 4, 2021. UNLESS RESPONSES OPPOSING THE APPLICATIONS ARE TIMELY FILED, THE COURT MAY ALLOW THE APPLICATIONS WITHOUT A HEARING.

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Table 1 on page 17. Back to List of Tables
Dated: February 15, 2021 /e/ Emily M. McAdam
Clinton E. Cutler (#0158094)
Steven R. Kinsella (#0392289)
James C. Brand (#387362)
Samuel M. Andre (#0399669)
Emily M. McAdam (#0400898)
FREDRIKSON & BYRON, P.A.
200 South Sixth Street, Suite 4000
Minneapolis, MN 55402-1425
612.492.7000
ccutler@fredlaw.com
skinsella@fredlaw.com
jbrand@fredlaw.com
sandre@fredlaw.com
emcadam@fredlaw.com

ATTORNEYS FOR DEBTOR
72139039 v2

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UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF MINNESOTA In re: Tea Olive I, LLC d/b/a Stock+Field, Case No.: 21-30037 Chapter 11 Case Debtor. ORDER ALLOWING FEES AND EXPENSES OF STEEPLECHASE ADVISORS, LLC This matter came before the court on the First Interim Application for Allowance of Fees and Expenses of Investment Banker, January 10, 2021, through January 31, 2021. Based on the application and the record, IT IS ORDERED: 1. The expenses incurred by Steeplechase Advisors, LLC (“Steeplechase”) in the amount of $34,260.00 are allowed. 2. Steeplechase’s professional fees incurred between January 10, 2021, and January 31, 2021, in the amount of $7,850.50, are allowed. 3. Steeplechase is authorized to apply its retainer to any allowed prepetition expenses. 4. The above-captioned debtor is authorized to pay Steeplechase all professional fees and reimburse Steeplechase for all postpetition expenses allowed by this order. 5. Pursuant to Fed. R. Bankr. P. 2002(i), all future notices of hearing on applications for compensation shall be served on (a) the United States trustee, (b) the committee of unsecured creditors, (c) the debtor, and (d) any other party that filed a request for notice in this bankruptcy case. Dated: William J. Fisher United States Bankruptcy Judge