SUMMARY OF AUCTION & BIDDING PROCEDURES: BID PROCEDURES: The auction will be conducted in accordance with the Bid Procedures approved by the Bankruptcy Court (hereinafter referred to as the "Bid Procedures"). Download the Bid Procedures at www.schraderauction.com or contact the Auction Company for a copy. If any statement in the marketing materials is contrary to or inconsistent with the Bid Procedures, the Bid Procedures shall control.
BIDDING ON TRACTS 1, 2 & 3: With respect to Tracts 1, 2 & 3, bids may be submitted on the individual tracts, any two tracts combined or all three tracts combined. Bidding on the individual tracts and combinations may compete until the end of the auction. The "Highest Bid Completion" for Tracts 1, 2 & 3 refers to one of the following, whichever is higher and better: (a) the highest and best single Qualifying Bid submitted by a Qualifying Bidder on Tracts 1, 2 & 3 combined; or (b) that combination of two or more Qualifying Bids submitted by Qualifying Bidders on Tracts 1, 2 & 3 which results in the highest and best total value. The Sellers have agreed to sell Tracts 1, 2 & 3 to the Qualifying Bidder(s) whose Qualifying Bid(s) comprise the Highest Bid Completion; provided, however: (i) Tracts 1, 2 & 3 are subject to a "stalking horse" bid for $5,000,000, which constitutes the initial Highest Bid Completion; (ii) any other Highest Bid Completion must equal or exceed $5,250,000 (being the stalking horse bid amount plus a $150,000 Break-Up & Reimbursement Amount plus an initial overbid of $100,000), plus Assumed Liabilities; and (iii) the sale of Tracts 1, 2 & 3 will be subject to final approval of the Bankruptcy Court.

BIDDING ON TRACT 4: Tract 4 can only be purchased as a separate tract. It cannot be included as part of a combination bid. Anyone seeking to acquire Tract 4 with other tract(s) must submit a separate bid on Tract 4 with a separate purchase price. The Sellers have agreed to sell Tract 4 to the Qualifying Bidder submitting the highest and best Qualifying Bid on Tract 4; provided, however, the sale of Tract 4 is subject to obtaining any necessary approval(s) of lien creditor(s). (In the Bid Procedures, Tract 4 is referred to as the "Non-Debtor Parcel".)
BIDDING OPTIONS: A bidder may submit one or more bids on one or more individual tract(s) and/or permitted tract combination(s), as follows: (a) single bid for a single tract; (b) single (lump sum) bid for any permitted tract combination; or (c) multiple bids for different tract(s) or sets of tract(s). A bidder submitting multiple bids will be required to specify that such bids are submitted either as alternative bids (only one of which may be accepted) or as independent bids (each of which may be accepted regardless of the acceptance or rejection of any other bid submitted by the same bidder).

DUE DILIGENCE MATERIALS: Due diligence materials will be available prior to the Bid Deadline, subject to the execution of a confidentiality agreement. Contact the Auction Company for more information.

EVIDENCE OF TITLE; LIENS: Preliminary title evidence will be available prior to the Bid Deadline. All tracts are to be conveyed free and clear of liens pursuant to Banker. Code section 363(f) (as to Tracts 1, 2 & 3) or by consent of the lien creditor(s) (as to Tract 4).

BID DEADLINE: Initial bids must be received on or before 5 pm ET on Tue., Oct. 5, 2021.

BID REQUIREMENTS; DEPOSIT: To be deemed a "Qualifying Bid", a bid must be received from a Qualifying Bidder on or before the Bid Deadline and must satisfy the requirements in Section 6 of the Bid Procedures. The bid requirements include a required 5% bid deposit.

FORM OF AGREEMENT; STALKING HORSE APA: Each Qualifying Bid must include a clean, executed asset purchase agreement, along with a marked copy thereof showing any variations from the Stalking Horse APA filed with the Bankruptcy Court (E. Dist. of PA; 20-13775; Doc. 237). Download the Stalking Horse APA at www.schraderauction.com or contact the Auction Company for a copy.

PARTICIPATION REQUIREMENTS: In order to participate in the live auction, a potential bidder must first be qualified as a "Qualifying Bidder" after submitting the information described in Section 2 of the Bid Procedures. A party may be qualified as a Qualifying Bidder up to the Bid Deadline (Oct. 5, 2021 at 5 pm) but is encouraged to qualify as soon as possible.

AUCTION: A live auction will be conducted if the Qualifying Bids submitted by Qualifying Bidders and received by the Bid Deadline result in a Highest Bid Completion for Tracts 1, 2 & 3 equal to or greater than $5,250,000.00 plus Assumed Liabilities. The live auction will be conducted on Fri., Oct. 8, 2021 at 10 am ET. Qualifying Bidders will be identified in accordance with the Bid Procedures and invited to participate. At the beginning of the auction, the initial high bids will consist of each Qualifying Bid submitted by a Qualifying Bidder and received by the Bid Deadline which constitutes: (a) all or part of the Highest Bid Completion as to Tracts 1, 2 & 3; or (b) the highest and best bid on Tract 4. During the auction, bidders will be allowed to bid on any individual tract or permitted combination and bidding on the individual tracts may compete with bidding on combinations. The highest and best bids will be determined in accordance with the Bid Procedures, including Sections 9 & 11.

CLOSING: According to the Bid Procedures, closing is to occur by October 18, 2021.

AUCTION TRACT MAPS; ACRES: Boundary lines and auction tract maps depicted in the auction marketing materials are approximations provided for identification and illustration purposes only. They are not provided as survey products and are not intended to depict or establish authoritative boundaries or locations. The advertised acres are approximations based on the county's tax parcel data. No warranty or authoritative representation is made as to the number of acres included with any tract or set of tracts. THE PROPERTY IS OFFERED "AS IS", WITHOUT ANY WARRANTY OF ANY KIND AS TO ITS CHARACTER OR CONDITION OR ITS SUITABILITY FOR ANY PARTICULAR USE OR PURPOSE. Prospective bidders are responsible for conducting their own due diligence prior to bidding. As stated in the brochure in several places, Inspection is by Appointment Only. Call the Auction Company for Appointment. The information contained in the marketing materials is provided subject to bidder's independent verification. Sellers and Auction Company assume no liability for any inaccuracies, errors or omissions.

Auction Brochure

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