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Full title: Notice Final Report of Debtor as Debtor in Possession Upon Conversion of Chapter 11 Case to Chapter 7 Case Pursuant to Bankruptcy Rule 1019(5). Filed by Country Fresh Holding Company Inc. (Beausoleil, Sharon) (Entered: 07/21/2021)

Document posted on Jul 20, 2021 in the bankruptcy, 3 pages and 0 tables.

Bankrupt11 Summary (Automatically Generated)

Country Fresh Holding Company Inc. (7822); Country Fresh Midco Corp. (0702); Country Fresh Acquisition Corp. (5936); Country Fresh Holdings, LLC (7551); Country Fresh LLC (1258); Country Fresh Dallas, LLC (7237); Country Fresh Carolina, LLC (8026);Country Fresh Midwest, LLC (0065); Country Fresh Orlando, LLC (7876); Country Fresh Transportation LLC (8244) CF Products, LLC (8404) Country Fresh Manufacturing, LLC (7839); Champlain Valley Specialty of New York, Inc. (9030); Country Fresh Pennsylvania, LLC (7969); Sun Rich Fresh Foods (NV) Inc. (5526); Sun Rich Fresh Foods (USA) Inc. (0429); and Sun Rich Fresh Foods (PA) Inc. (4661). 2 Debtor cash on hand includes certain accounts receivable and prepayments of certain agreements on behalf of Stellex/CF Buyer (US) LLC (“Stellex”) and certain purchasers of the Debtors’ non-Debtor Canadian affiliates assets.In addition, pursuant to the Stellex Sale Order and Asset Purchase Agreement (defined below) and orders of the court (see Docket No. 645), certain escrow accounts were established with Citibank, N.A. in the following amounts: Account Name The Debtors did not acquire any assets during their chapter 11 cases, other than inventory acquired in the ordinary course of business, certain assets that were sold pursuant to the Sale Order referred to in Part V above, or Excluded Assets (as defined in the Asset Purchase Agreement) identified as retained by the Debtors in Section 2.3 of the Stellex asset purchase agreement (the “Asset Purchase Agreement”).

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Document Contents

IN THE UNITED STATES BANKRUPTCY COURT FOR THE SOUTHERN DISTRICT OF TEXAS HOUSTON DIVISION In re: § § Chapter 7 COUNTRY FRESH HOLDING § COMPANY INC., et. al.1 § Case No.: 21-30574 § Debtors. § Jointly Administered FINAL REPORT OF DEBTOR AS DEBTOR IN POSSESSION UPON CONVERSION OF CHAPTER 11 CASE TO CHAPTER 7 CASE PURSUANT TO BANKRUPTCY RULE 1019(5) I. Cash • On the date of conversion, the Debtors calculated having approximately $11,648,011.93 in cash on hand, net of $143,707.14 of outstanding checks.2 This amount is comprised of the following: Bank Account Name Account Description Balance at Outstanding Number 6/22 Checks PNC SUN RICH FRESH FOODS PA INC 5645 Disbursement Account - CONTROLLED DISBURSEMENT PNC SUN RICH FRESH FOODS PA INC 5653 Depository Account 1,952,749.68 DEPOSITORY PNC SUN RICH FRESH FOODS USA INC 6031 Disbursement Account - (23,882.00) CONTROLLED DISBURSMENT - ZBA PNC SUN RICH FRESH FOODS USA INC 8739 Depository Account 530,893.75 PNC COUNTRY FRESH HOLDINGS CO 7501 Depository Account - #21-30574 PNC COUNTRY FRESH LLC #21-30574 7528 Payroll Disbursement - DISBURSEMENT Account PNC COUNTRY FRESH LLC #21-30574 7536 Depository Account 1,160,440.32 DEPOSITORY 1 The Debtors in these Chapter 7 cases and the last four digits of each Debtors’ taxpayer identification number are as follows: Country Fresh Holding Company Inc. (7822); Country Fresh Midco Corp. (0702); Country Fresh Acquisition Corp. (5936); Country Fresh Holdings, LLC (7551); Country Fresh LLC (1258); Country Fresh Dallas, LLC (7237); Country Fresh Carolina, LLC (8026); Country Fresh Midwest, LLC (0065); Country Fresh Orlando, LLC (7876); Country Fresh Transportation LLC (8244) CF Products, LLC (8404) Country Fresh Manufacturing, LLC (7839); Champlain Valley Specialty of New York, Inc. (9030); Country Fresh Pennsylvania, LLC (7969); Sun Rich Fresh Foods (NV) Inc. (5526); Sun Rich Fresh Foods (USA) Inc. (0429); and Sun Rich Fresh Foods (PA) Inc. (4661). The Debtors’ principal place of business is 3200 Research Forest Drive, Suite A5, The Woodlands, TX, 77381. 2 Debtor cash on hand includes certain accounts receivable and prepayments of certain agreements on behalf of Stellex/CF Buyer (US) LLC (“Stellex”) and certain purchasers of the Debtors’ non-Debtor Canadian affiliates assets. The Debtors’ cash on hand is subject to a lien in favor the Debtors’ secured lenders.

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PNC COUNTRY FRESH 7544 Operating Account 13,404.33 TRANSPORTATION #21-305 Amegy COUNTRY FRESH 4116 Disbursement Account 4,983,233.63 (90,372.86) TRANSPORTATION LLC Amegy COUNTRY FRESH LLC 1052 Depository Account 198,890.00 Amegy CF PRODUCTS LLC 1060 ZBA Account - Amegy CHAMPLAIN VALLEY SPECIALTY 8147 Operating Account - - OF NEW YORK ZBA Amegy COUNTRY FRESH LLC 7761 ZBA Account - (29,452.28) CONTROLLED DISBURSEMENT ACCOUNT Amegy COUNTRY FRESH LLC 1052 Sweep Account 446,034.03 INVESTMENT SWEEP Amegy COUNTRY FRESH HOLDINGS LLC 0027 Depository Account 2,454,639.67 Santander SUN RICH FRESH FOODS PA INC 9170 Operating Account 45,693.74 FNBO COUNTRY FRESH HOLDINGS, 2812 Dormant Account 5,738.92 LLC. MUTUAL OF OMAHA INSURANCE COMPANY, AGENT / ASO CLAIM ACCOUNT • In addition, pursuant to the Stellex Sale Order and Asset Purchase Agreement (defined below) and orders of the court (see Docket No. 645), certain escrow accounts were established with Citibank, N.A. in the following amounts: Account Name Account Description Initial Disbursements Current Number Funding Amt. Amount3 Country Fresh Holding 2464 Adjustment $12,220,000 $5,757,206 $6,462,794 Company Inc. & Stellex/CF Escrow (pursuant to Buyer (US) LLC Adjustment Account Docket No. 645) Esc Acct Preferred Custody Account 0768 PACA Escrow $3,500,000 - $3,500,000 Account II. Accounts Receivable • All collectible accounts receivable on hand on the Petition Date or generated during the chapter 11 cases were collected in the ordinary course of business. Pursuant to the Stellex Sale Order and Asset Purchase Agreement all accounts receivable subsequent to the closing of the Stellex sale, belonged to Stellex. III. Accounts Payable • On July 6, 2021, the Debtors filed the Notice of Schedule of Unpaid Debts [Docket No. 761] (the “Unpaid Debts Report”), which describes the unpaid debts incurred by the Debtors in their chapter 11 cases to the best of their ability with the information that was available. IV. Date that Matrices of Unpaid Creditors during the Chapter 11 Cases were filed • July 6, 2021. 3 Amounts reflected are calculated based on authorized withdrawals per procedures set forth in the Court Order at Docket No. 645.

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V. Original Chapter 11 Assets • The Debtors’ assets as of the Petition Date are set forth on the Debtors’ Schedules of Assets and Liabilities, which were filed in the chapter 11 cases on April 7, 2021. • On April 29, 2021, the Court entered an Order [Docket No. 437] (the “Stellex Sale Order”), pursuant to which the sale of substantially all of the Debtors’ assets to Stellex was authorized and approved. • On July 15, 2021 the Debtors filed their supplemental schedules reflecting changes to the Schedules of Assets and Liabilities filed on April 7, 2021 [Docket No. 790]. VI. New Chapter 11 Assets • The Debtors did not acquire any assets during their chapter 11 cases, other than inventory acquired in the ordinary course of business, certain assets that were sold pursuant to the Sale Order referred to in Part V above, or Excluded Assets (as defined in the Asset Purchase Agreement) identified as retained by the Debtors in Section 2.3 of the Stellex asset purchase agreement (the “Asset Purchase Agreement”). See Docket No. [539]. A list of contracts and leases subject to designation rights regarding assumption and assignment to Stellex is listed in Schedule 2.6(a)(i) and 2.6(a)(ii) to the Stellex asset purchase agreement. This Final Report has been prepared for or by the undersigned, who declared under penalty of perjury that the statements contained therein are true and correct to the best of my knowledge, information and belief. Executed on: July 21, 2021 Signed: /s/ Stephen Marotta_________ Print Name: Stephen Marotta Title: Chief Restructuring Officer

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