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Full title: Application for compensation for Steeplechase Advisors, LLC, Consultant. Period: 3/1/2021 to 3/31/2021, Fee: $55,013.15, Expenses: $2,140.00. An affidavit or verification, Proposed order. Hearing scheduled 4/27/2021 at 09:30 AM at Courtroom 2B, 2nd floor, 316 North Robert Street, St. Paul, Judge William J. Fisher. (McAdam, Emily) (Entered: 04/06/2021)

Document posted on Apr 5, 2021 in the bankruptcy, 16 pages and 3 tables.

Bankrupt11 Summary (Automatically Generated)

Asset Purchase Agreement (“APA”), executory contracts and leases, schedules, and closing; reviewing and revising asset purchase agreement; preparing schedules of the APA; reviewing executory contracts and open items and fixed asset schedules; reviewing and responding to emails relating to adequate assurance issues, escrow agreement, and ombudsman issues; responding to emails relating to lease issues on Marion IN property; participating in telephone calls regarding sale process, closing issues, reconciliation of data room issues, fee applications, and invoicing; drafting calculating of sale fee; reviewing closing checklist prepared by DataSite estimated fees: Data Room services 3/7/21 - 4/6/21Detailed review and analysis of issues and documents relating to proposed purchase of assets; telephone conferences with Clint Cutler (Fredrikson Law), Matt Whebbe, Jason Plummer and Nate Anderson regarding transaction and Asset Purchase Agreement (APA); review and respond to emails from Clint Cutler and Matt Whebbe regarding transaction; participate in multiple update calls with Clint Cutler, Matt Whebbe, Mike 1/2021Review and analysis of issues and documents relating to proposed purchase of assets by RJ Plummer group, including reconciliation of fixed assets; telephone conferences with Clint Cutler, Matt Whebbe, and RJ Plummer group; review and respond to emails from Clint Cutler, Matt Whebbe, and Mike Wesley regarding transaction; prepare for and participate in update calls with Clint Cutler, Matt Whebbe and RJ Plummer 2/2021 review and work on preparation of schedules for APA; multiple telephone conferences with Jason Plummer, Clint Cutler, Kathy Smith and Bruce Ridele; review list of executory contracts and open items prepared by legal counsel; review and analysis of fixed asset schedules; review and respond to issues relating to escrow agreement and real estate issues; review and respond to request to provide confidentiality agreement for RJ Plummer.Prepare for and participate in telephone conference with Clint Cutler, Matt Whebbe, Jason Plummer regarding sale process and closing issues; detailed review and analysis of time and preparation of fee applications; 2/2021 Jim Cullen review and respond to legal counsel regarding applications and 3.10 $395.00 1 ,224.

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: March 1, 2021 through March
31, 2021
Total compensation sought this period: $57,153.15
Total expenses sought this period: $0.00
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: $388.26
Number of professionals included in this application: 3
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 THIRD FEE APPLICATION OF STEEPLECHASE ADVISORS, LLC, INVESTMENT BANKER FOR DEBTOR MARCH 1, 2021 THROUGH MARCH 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, April 27, 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, April 22, 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 third fee application under 11 U.S.C. § 331. Steeplechase received court approval for the following fee application:
Table 1 on page 3. Back to List of Tables
Fee Application
Amount
Date of Order Approving Fee
Application
Docket Number
$42,110.50 March 9, 2021 194
$20,664.50 Pending N/A
As of the date of this current fee application, court-approval and payment for the February fees is in process. 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 $20,000.00 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. In the Court’s order approving Steeplechase’s first application, the Court authorized Steeplechase to apply the $34,260.00 from the retainer for the data room expense. After Steeplechase applied the retainer, it holds a retainer of $22,861.50 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

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paid as required to the United States Trustee, and that all monthly operating reports are being timely filed. RELIEF REQUESTED I. POST PETITION SERVICES AND EXPENSES. 8. By this Application, Steeplechase requests allowance of professional fees for services rendered during the chapter 11 case between March 1, 2021, and March 31, 2021, in the amount of $20,733.00. 9. The post-petition professional services rendered by Steeplechase are detailed on the attached Exhibit B. Those services include the tasks specifically described below: Services consist of reviewing and analyzing issues and documents relating to proposed purchase of assets; extensive communication with Debtor and Debtor’s counsel regarding transaction, Asset Purchase Agreement (“APA”), executory contracts and leases, schedules, and closing; reviewing and revising asset purchase agreement; preparing schedules of the APA; reviewing executory contracts and open items and fixed asset schedules; reviewing and responding to emails relating to adequate assurance issues, escrow agreement, and ombudsman issues; responding to emails relating to lease issues on Marion IN property; participating in telephone calls regarding sale process, closing issues, reconciliation of data room issues, fee applications, and invoicing; drafting calculating of sale fee; reviewing closing checklist prepared by Zach Olson; and communications regarding closing issues and wire transfer. 10. Steeplechase requests allowance of expenses incurred and paid during the chapter 11 case between March 1, 2021, and March 31, 2021, in the amount of $2,140.00 for Data Room services provided between February 7, 2021 and April 6, 2021. II. RESTRUCTURING TRANSACTION FEE 11. On March 2, 2021 The Debtor entered into an Asset Purchase Agreement with R.P. Acquisition Corporation (the “APA”), which the Court also approved [Docket No. 228] (the “Sale Motion”). The R.P. Acquisition Corporation transaction officially closed on March 31, 2021. Pursuant to the terms of the agreement entered into by and between Steeplechase and the Debtor

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(the “Engagement Agreement”), as attached to the application to employ Steeplechase [Docket No. 6] and approved by this Court’s order approving Steeplechase’s employment (attached as Exhibit A), Steeplechase earned a success fee for successfully arranging the Agency Transaction (the “Restructuring Transaction Fee”). 12. The Engagement Agreement provides that the Restructuring Transaction Fee is 1.5% of the value received by the Debtor, which Steeplechase calculates as follows:
Table 1 on page 5. Back to List of Tables
Description Amount Fee % Fee Amount
Sale Proceeds $1,750,000 1.50% $26,250.00
Waiver of Real Estate Cure Costs $451,249.44 1.50% $6,768.74
Waiver of Equipment Lease Cure Costs $84,093.99 1.50% $1,261.41
None None None $34,280.15
13. 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. 14. 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 expenses incurred from the assets of the estates in excess of the compensation allowed by law. 15. Pursuant to the Court’s order granting Steeplechase’s first fee application [Docket No. 194] and Bankruptcy Rule 2002(i), this Application has been 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.

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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 03 Service Dates: 3/01/21 - 3/31/21 Invoice Date: 3/31/2021 ate Consultant Description Time Rate Total Expense paid: Data Room services, 2 months - endor: DataSite invoice #2575560: Data Room services 2/7/21 - 3/6/21 2.00 $ 1 ,070.00 $ 2 ,140. ataSite DataSite estimated fees: Data Room services 3/7/21 - 4/6/21Detailed review and analysis of issues and documents relating to proposed purchase of assets; telephone conferences with Clint Cutler (Fredrikson Law), Matt Whebbe, Jason Plummer and Nate Anderson regarding transaction and Asset Purchase Agreement (APA); review and respond to emails from Clint Cutler and Matt Whebbe regarding transaction; participate in multiple update calls with Clint Cutler, Matt Whebbe, Mike 1/2021 Jim Cullen Wesley (Clear Thinking Group), Nate Anderson, and RJ Plummer group 4.00 $395.00 $ 1 ,580. regarding transaction; review and analysis of revisions to Asset Purchase Agreement (APA); review and work on preparation of schedules for APA; participate in multiple telephone conferences with Jason Plummer, Clint Cutler, Kathy Smith, Bruce Ridele and Nate Anderson regarding transaction; review ongoing list of executory contracts and open items prepared by legal counsel; review and analysis of fixed asset schedules. Multiple conference calls with Matt Webbe, Jason Plummer and RP Lumber 1/2021 Nate Anderson 1.00 $295.00 2 95. team, Mike Wesley, Clint Cutler, and Jim Cullen to finalize APA. Review and analysis of issues and documents relating to proposed purchase of assets by RJ Plummer group, including reconciliation of fixed assets; telephone conferences with Clint Cutler, Matt Whebbe, and RJ Plummer group; review and respond to emails from Clint Cutler, Matt Whebbe, and Mike Wesley regarding transaction; prepare for and participate in update calls with Clint Cutler, Matt Whebbe and RJ Plummer 2/2021 Jim Cullen group regarding transaction; review and analysis of revisions to APA; 5.20 $395.00 2 ,054. review and work on preparation of schedules for APA; multiple telephone conferences with Jason Plummer, Clint Cutler, Kathy Smith and Bruce Ridele; review list of executory contracts and open items prepared by legal counsel; review and analysis of fixed asset schedules; review and respond to issues relating to escrow agreement and real estate issues; review and respond to request to provide confidentiality agreement for RJ Plummer. Read and respond to various email correspondence relating to follow up 3/2021 Jim Cullen matters on transaction, including schedules and fixed asset agreements; 1.50 $395.00 5 92. review transition services agreement. 4/2021 Jim Cullen Read and respond to email from debtor's counsel regarding invoicing. 0.50 $395.00 1 97.

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Invoice to: STOCK + FIELD Post-petition Invoice Number 03 Service Dates: 3/01/21 - 3/31/21 Invoice Date: 3/31/2021 ate Consultant Description Time Rate Total Review and respond to emails relating to adequate assurance issue pertaining to landlords; review and respond to email relating to Asset Purchase Process (APP), escrow agreement, ombudsman issues, and other open issues relating to closing; extended telephone conferences with legal 8/2021 Jim Cullen 4.40 $395.00 1 ,738. counsel regarding APA and open issues; detailed review of open issues; prepare for and participate in telephone conference with Clint Cutler, Matt Webbe, Mike Wesley, RP Lumber team and Nate Anderson regarding open issues. Conference call with Matt Webbe, Jason Plummer and RP Lumber team, 8/2021 Nate Anderson Mike Wesley, Clint Cutler and Jim Cullen to discuss open issues and next 0.50 $295.00 1 47. steps. Prepare for and participate in telephone conference with Matt Whebbe, Clint Cutler, and RJ Plummer team regarding APA and open issues; review 0/2021 Jim Cullen and respond to various emails and follow up regarding processing of wire 1.90 $395.00 7 50. transfer for the deposit; telephone conference with Clint Cutler regarding wire transfer issues. Review and respond to emails relating to leases issue on Marion IN 1/2021 Jim Cullen 0.50 $395.00 1 97. property; review and respond to emails relating to follow up on APP. Prepare for and participate in telephone conference with Clint Cutler, Matt Whebbe, Jason Plummer regarding sale process and closing issues; detailed review and analysis of time and preparation of fee applications; 2/2021 Jim Cullen review and respond to legal counsel regarding applications and 3.10 $395.00 1 ,224. reconciliations of data room issues; prepare emails relating to finalizing of invoicing to client; review chart of objection to sale approval hearing and forward email to Jason Plummer regarding chart of objections. 2/2021 David Burke Review and edit the February fee application. 0.60 $295.00 1 77. Detailed review and preparation of legal documents in support of Sale 5/2021 Jim Cullen Approval Hearing; participate in Sale Approval Hearing for sale of assets to 2.50 $395.00 9 87. RJ Plummer. 5/2021 David Burke Create draft calculation of sale fee. 0.90 $295.00 2 65. Email correspondence with James Brand regarding APA and lease cure 5/2021 David Burke 0.20 $295.00 59. amounts. Review and respond to emails regarding calculation of purchase price and 6/2021 Jim Cullen fees for sale of assets; telephone conference with Clint Cutler regarding 1.40 $395.00 5 53. sale process. Review email correspondence from James Brand related to lease cure 6/2021 David Burke 0.20 $295.00 59. amounts. 6/2021 David Burke Complete calculation of sale fee. 0.20 $295.00 59.

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Invoice to: STOCK + FIELD Post-petition Invoice Number 03 Service Dates: 3/01/21 - 3/31/21 Invoice Date: 3/31/2021 ate Consultant Description Time Rate Total Read and respond to emails regarding follow up issue on sale process; telephone conference with Matt Whebbe regarding sale process, fee calculations and other matters relating to closing; review and respond to 7/2021 Jim Cullen various emails relating to requests for employee information from 2.90 $395.00 1 ,145. acquiror; telephone conference with Matt Whebbe and Jason Plummer regarding open issues relating to due diligence and information; detailed review of sale documents. Review closing checklist prepared by Zac Olson; review and respond to 8/2021 Jim Cullen multiple emails regarding store visits; extended telephone conference with 1.80 $395.00 7 11. Jason Plummer regarding emails relating to store visits. Prepare for and participate in extended telephone conference with Clint 9/2021 Jim Cullen 1.40 $395.00 5 53. Cutler, Matt Whebbe, and Jason Plummer regarding closing checklist. Read and respond to multiple emails from RJ Plummer, legal counsel and company regarding acquisition of assets, lease issues and follow up on legal 4/2021 Jim Cullen 2.10 $395.00 8 29. documentation; prepare for and participate in extended telephone conference with Clint Cutler and Jason Plummer regarding asset sale. Read and respond to emails from Jason Plummer regarding FF&E (Furniture, Fixtures and Equipment) and requests for information relating to same; review and respond to emails relating to assets being acquired 6/2021 Jim Cullen 2.50 $395.00 9 87. and steps related to closing; prepare for and participate in extended telephone conferences with Clint Cutler, Matt Whebbe and RJ Plummer group regarding multiple closing issues. Review correspondence from RJ Plummer; participate in extended 7/2021 Jim Cullen 1.10 $395.00 4 34. telephone conference with Clint Cutler regarding sale closing issues. Review issues relating to FF&E and email Jason Plummer regarding follow 8/2021 Jim Cullen 0.50 $395.00 1 97. up. Review email requests and review and respond to various emails relating to fixed assets list relating to IT Digital requests and various other matters; telephone conference with Kathy Smith regarding follow up; telephone 9/2021 Jim Cullen 3.50 $395.00 1 ,382. conference with Clint Cutler regarding fixed assets and follow up from Kathy Smith on asset lists; detailed review and analysis of fixed asset list; prepare and respond to emails from Kelly Sims for response. Review and respond to multiple emails regarding closing items; detailed review of closing documents; follow up on open issues by email to RJ 0/2021 Jim Cullen 4.20 $395.00 1 ,659. Plummer; extended telephone conferences with Clint Cutler; telephone conference with Kelly Sims regarding follow up on closing matters.

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Invoice to: STOCK + FIELD Post-petition Invoice Number 03 Service Dates: 3/01/21 - 3/31/21 Invoice Date: 3/31/2021 ate Consultant Description Time Rate Total Telephone conference with Clint Cutler regarding closing issues; extended telephone conference with Katherine Smith regarding wire transfer; 1/2021 Jim Cullen telephone conference with Clint Cutler regarding same; extended 4.80 $395.00 1 ,896. telephone conference with Andrew Purnier regarding closing; write and send emails regarding closing. Total Fees for Services, by Consultant: Jim Cullen 49.80 $395.00 $ 19,671. David Burke 2.10 $295.00 619. Nate Anderson 1.50 $295.00 442. Total Hours and Fees for Services 53.40 $ 2 0,733. Expenses to be reimbursed 2,140. INVOICE TOTAL AND BALANCE DUE $ 22,873. Due and payable by Wire Transfer upon Receipt. Thank You.

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Invoice to: STOCK + FIELD Post-Petition Invoice # 4 Invoice Date 3/31/2021 Item Description Value Rate Fee 1 Fee: Acquired All assets remaining at the end of the store $ 1,750,000.00 1.50% $ 26,250.00Assets closing sales, including FF&E at corporate level and store level for acquired locations, remaining inventory, customer lists, and books and records. 2 Fees: Executory Assignment of designated contracts and leases, Lease Cure Costs with cure costs to be paid by Purchaser: 2a Real Estate Cure Amounts and Fees: real estate leases, 451,249.44 1.50% 6 ,768.74Leases 19 store locations. 2b Equipment Cure Amounts and Fees: equipment leases, 84,093.99 1.50% 1 ,261.41Leases Crown Credit Company. Total Lease Cure Costs & Fees $ 5 35,343.43 $ 8,030.15TOTAL TRANSACTION VALUE AND FEES $ 2 ,285,343.43 $ 3 4,280.15INVOICE TOTAL AND BALANCE DUE $ 34,280.15 Fees due and payable by Wire Transfer upon Receipt. Thank You.

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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 Third Application for Allowance of Fees and Expenses of Investment Banker, March 1, 2021, through March 31, 2021. Based on the application and the record, IT IS ORDERED: 1. Steeplechase Advisors, LLC’s unpaid professional fees incurred between March 1, 2021, and March 31, 2021, in the amount of $20,733.00 plus $2,140,00 in expenses incurred on behalf of the client (total $22,873.00), are allowed. 2. Steeplechase Advisors, LLC’s restructuring transaction fee, in the amount of $34,280.15, is allowed. 3. The Debtor is authorized to pay Steeplechase Advisors, LLC any authorized professional fees and the restructuring transaction fee. Dated: William J. Fisher United States Bankruptcy Judge