Case 20-10534-MFW Doc 3 Filed 03/05/20 Page 1 of 14
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`
`
`IN THE UNITED STATES BANKRUPTCY COURT
`FOR THE DISTRICT OF DELAWARE
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`-------------------------------------------------------------------x
`
`
`In re:
`
`
`DirectStream, LLC,1
`
`
`Debtor.
`
`: : : : : : : : :
`
`
`
`Chapter 7
`
`Case No. 20–_______ (___)
`
`
`
`
`
`-------------------------------------------------------------------x
`
`
`In re:
`
`
`DirectStream Federal, LLC,
`
`
`
`
`Chapter 7
`
`Case No. 20–_______ (___)
`
`
`
`
`
`-------------------------------------------------------------------x
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`
`: : : : : : : : :
`
`Debtor.
`
`THE CHAPTER 7 CASES SCHEDULES AND SOFAS GLOBAL NOTES
`
`These Global Notes regarding the above-captioned debtors and debtors in
`possession (collectively, the “Debtors”) Schedules of Assets and Liabilities (the “Schedules”) and
`Statements of Financial Affairs (the “SOFAs”) comprise an integral part of the Schedules and
`SOFAs and should be referred to and considered in connection with any review of them
`
`1. The Debtors prepared these unaudited Schedules of Assets and Liabilities (the “Schedules”) and
`Statements of Financial Affairs (the “SOFAs”) pursuant to section 521 of title 11 of the United
`States Code (the “Bankruptcy Code”) and Rule 1007 of the Federal Rules of Bankruptcy
`Procedure. Except where otherwise noted the information provided herein is presented as of the
`beginning of business on March 5, 2020.
`
`2. While the Debtors have made every reasonable effort to ensure that the Schedules and SOFAs are
`accurate and complete, based upon information that was available to them at the time of
`preparation, inadvertent errors or omissions may exist and the subsequent receipt of information
`and/or further review and analysis of the Debtors’ books and records may result in changes to
`financial data and other information contained in the Schedules and SOFAs. Moreover, because
`the Schedules and SOFAs contain unaudited information, which is subject to further review and
`
`
`1 The Debtors in the above captioned chapter 7 Cases, along with the last four digits of each Debtor’s federal tax
`identification number, are as follows: DirectStream, LLC (4631) and DirectStream Federal, LLC (8149). The Debtors’
`address is 9925 Federal Drive, Suite 130, Colorado Springs, CO 80921.
`25630883.4
`
`
`
`Intel Exhibit 1042 - 1
`
`

`

`Case 20-10534-MFW Doc 3 Filed 03/05/20 Page 2 of 14
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`potential adjustment, there can be no assurance that the Schedules and SOFAs are complete or
`accurate.
`
`3.
`
`In reviewing and signing the Schedules and SOFAs, Paul Reeder, the duly authorized and
`designated representative of the Debtors (the “Designated Representative”), has necessarily relied
`upon the prior efforts, statements and representations of other employees, personnel and
`professionals of the Debtors. The Designated Representative has not (and could not have)
`personally verified the accuracy of each such statement and representation that collectively provide
`the information presented in the Schedules and SOFAs, including but not limited to, statements and
`representations concerning amounts owed to creditors and their addresses.
`
`4. The Debtors reserve their rights to amend the Schedules and SOFAs as may be necessary or
`appropriate in the Debtors’ sole and absolute discretion, including, but not limited to, the right to
`assert offsets or defenses to (which rights are expressly preserved), or to dispute, any claim
`reflected on the Schedules as to amount, liability or classification, or to otherwise subsequently
`designate any claim as “disputed,” “contingent” or “unliquidated.” These Global Notes will apply
`to all such amendments. Furthermore, nothing contained in the Schedules or SOFAs shall
`constitute a waiver of the Debtors’ rights with respect to the chapter 7 cases and specifically with
`respect to any issues involving substantive consolidation, equitable subordination and/or causes of
`action arising under the provisions of chapter 5 of the Bankruptcy Code and other relevant non-
`bankruptcy laws to recover assets or avoid transfers, or an admission relating to the same.
`
`5. Any failure to designate a claim listed on the Debtors’ Schedules as “disputed,” “contingent” or
`“unliquidated” does not constitute an admission by the Debtors that such amount is not “disputed,”
`“contingent” or “unliquidated.” Additionally, the dollar amounts of claims listed may be exclusive
`of contingent and additional unliquidated amounts. Further, the claims of individual creditors are
`listed as the amounts entered on the Debtors’ books and records and may not reflect credits or
`allowances due from such creditors to the Debtors or setoffs applied by such creditors against
`amounts due by such creditors to the Debtors with respect to other transactions between them. The
`Debtors reserve all of their rights with respect to any such credits and allowances.
`
`6. Some of the Debtors’ scheduled assets and liabilities are unknown and/or unliquidated. In such
`cases, no amounts are listed or the amounts are listed as “undetermined,” “unknown,” “none
`calculated” or to similar effect. Accordingly, for this and other reasons the Schedules may not fully
`reflect the aggregate amount of the Debtors’ assets and liabilities.
`
`7. At times, the preparation of the Schedules and the SOFAs required the Debtors to make
`assumptions that may affect the reported amounts of assets and liabilities, the disclosures of
`contingent assets and liabilities, and/or other items. Actual results could differ from those estimates.
`Pursuant to Fed. R. Bankr. P. 1009, the Debtors may amend their Schedules and SOFAs as they
`deem necessary and appropriate to reflect material changes. In addition, the Debtors, for the
`benefit of their estates, reserve the right to dispute or to assert offsets or defenses to any claim listed
`on the Schedules or SOFAs.
`
`8. Given the differences between the information requested in the Schedules and the financial
`information utilized under generally accepted accounting principles in the United States (“GAAP”),
`
`25630883.4
`
`
`
`Intel Exhibit 1042 - 2
`
`

`

`Case 20-10534-MFW Doc 3 Filed 03/05/20 Page 3 of 14
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`the aggregate asset values and claim amounts set forth in the Schedules may not necessarily reflect
`the amounts that would be set forth in a balance sheet prepared in accordance with GAAP.
`
`9. With respect to Schedule A/B, questions 6-7, the retainer amounts paid by the Debtors to their
`bankruptcy counsel, Young Conway Stargatt & Taylor, LLP, on an earned upon receipt basis do
`not constitute an interest of the Debtors in property and are thus not listed in response to Schedule
`B, questions 6-7. These payments are listed in response to SOFA question 11.
`
`10. With respect to Schedule A/B, question 61, the Debtors’ website was foreclosed on and the Debtors
`do not retain an interest in the Debtors’ website.
`
`11. With respect to Schedule A/B, question 72, the Debtors are not currently owed any tax refunds.
`The Debtors are uncertain whether they retain any net operating losses for preceding tax years.
`
`12. With respect to Schedule E/F, part 2, all creditors and amounts listed are derived from the Debtors’
`accounts payable as of March 5, 2020. The Debtors are unable to state with certainty the dates that
`such debts were incurred, and accordingly, the Debtors have not listed the dates that such debts
`were incurred.
`
`13. For purposes of Schedule H, the Debtors have not listed their past insurers or current insurers as co-
`debtors because the Debtors are unaware of any actual present liability on the part of these parties.
`The Debtors reserve their rights to assert that any of the various foregoing parties (or any other
`party not listed on Schedule H whom the Debtors later discover to be liable in whole or part for any
`obligation of the Debtors) is a co-debtor with the Debtors, and neither these Global Notes nor the
`Schedules and SOFAs shall be deemed a waiver of any rights of the Debtors to assert that any
`entity not listed in response to Schedule H is a co-debtor with respect to one or more of the
`Debtors’ obligations.
`
`14. With respect to SOFA questions 26(b) through 26(d), the Debtors have excluded rank and file
`accountants and bookkeepers in response to this question, instead listing those officers who
`supervised them, as well as the Debtors’ external accounting and audit firms.
`
`15. The Debtors and their past or present officers, employees, attorneys, professionals and agents
`(including, but not limited to, the Designated Representative), do not guarantee or warrant the
`accuracy, completeness, or currentness of the data that is provided herein and shall not be liable for
`any loss or injury arising out of or caused in whole or in part by the acts, errors or omissions,
`whether negligent or otherwise, in procuring, compiling, collecting, interpreting, reporting,
`communicating or delivering the information contained herein. The Debtors and their past or
`present officers, employees, attorneys, professionals and agents (including, but not limited to, the
`Designated Representative) expressly do not undertake any obligation to update, modify, revise or
`re-categorize the information provided herein or to notify any third party should the information be
`updated, modified, revised or re-categorized. In no event shall the Debtors or their past or present
`officers, employees, attorneys, professionals and/or agents (including, but not limited to, the
`Designated Representative) be liable to any third party for any direct, indirect, incidental,
`consequential or special damages (including, but not limited to, damages arising from the
`disallowance of any potential claim against the Debtors or damages to business reputation, lost
`
`25630883.4
`
`
`
`Intel Exhibit 1042 - 3
`
`

`

`Case 20-10534-MFW Doc 3 Filed 03/05/20 Page 4 of 14
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`
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`business or lost profits), whether foreseeable or not and however caused arising from or related to
`any information provided herein or omitted herein.
`
`
`
`
`
`25630883.4
`
`
`
`Intel Exhibit 1042 - 4
`
`

`

`Case 20-10534-MFW Doc 3 Filed 03/05/20 Page 5 of 14
`
`Fill in this information to identify the case:
`
`Debtor name DirectStream, LLC
`
`
`
`United States Bankruptcy Court for the: DISTRICT OF DELAWARE
`
`
`Case number (if known)
`
`
`
`
`
`
`
`
`
`
`
`
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`
`
`
`
`
`
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`
`
`
`
`
`
` Check if this is an
`amended filing
`
`
`
`Official Form 207
`04/19
`Statement of Financial Affairs for Non-Individuals Filing for Bankruptcy
`The debtor must answer every question. If more space is needed, attach a separate sheet to this form. On the top of any additional pages,
`write the debtor’s name and case number (if known).
`
`
`Part 1:
`
`Income
`
`
`1. Gross revenue from business
`
`
` None.
`
`
`
`Identify the beginning and ending dates of the debtor’s fiscal year,
`which may be a calendar year
`
`
`From the beginning of the fiscal year to filing date:
`From 1/01/2020 to Filing Date
`
`
`
`For prior year:
`From 1/01/2019 to 12/31/2019
`
`
`
`For year before that:
`From 1/01/2018 to 12/31/2018
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`Sources of revenue
`Check all that apply
`
` Operating a business
`
`
`Other
`
`
`
` Operating a business
`
`
`Other
`
`
`
` Operating a business
`
`
`Other
`
`
`
` Gross revenue
`(before deductions and
`exclusions)
`
`
`
`
`
`
`
`
`
`
`
`
`
`$0.00
`
`
`
`$1,743,965.51
`
`
`
`$665,871.80
`
`
`
`
`2. Non-business revenue
`Include revenue regardless of whether that revenue is taxable. Non-business income may include interest, dividends, money collected from lawsuits,
`and royalties. List each source and the gross revenue for each separately. Do not include revenue listed in line 1.
`
` None.
`
`
`
`
`
`
`
`
`
` Description of sources of revenue
`
` Gross revenue from
`each source
`(before deductions and
`exclusions)
`
`Part 2:
`
`List Certain Transfers Made Before Filing for Bankruptcy
`
`
`3. Certain payments or transfers to creditors within 90 days before filing this case
`List payments or transfers--including expense reimbursements--to any creditor, other than regular employee compensation, within 90 days before
`filing this case unless the aggregate value of all property transferred to that creditor is less than $6,825. (This amount may be adjusted on 4/01/22
`and every 3 years after that with respect to cases filed on or after the date of adjustment.)
`
`
`
`
`
` None.
`
`Creditor's Name and Address
`
` Dates
`
` Total amount of value Reasons for payment or transfer
`Check all that apply
`
`
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`
`
`Official Form 207
`
`Software Copyright (c) 1996-2020 Best Case, LLC - www.bestcase.com
`
`Statement of Financial Affairs for Non-Individuals Filing for Bankruptcy
`
`page 1
`
`Best Case Bankruptcy
`
`Intel Exhibit 1042 - 5
`
`

`

`Case 20-10534-MFW Doc 3 Filed 03/05/20 Page 6 of 14
`
`Debtor DirectStream, LLC
`
`Case number (if known)
`
`Creditor's Name and Address
`
` Dates
`
` Total amount of value Reasons for payment or transfer
`Check all that apply
`
`3.1.
`
`
`
`3.2.
`
`
`
`
`3.3.
`
`American Express
`World Financial Center
`New York, NY 10285
`
`American Express
`World Financial Center
`New York, NY 10285
`
`Planning Gateway
`3424 Autumn Woods Dr.
`Chaska, MN 55318
`
`
`
`
`
`
`
`
`
`
`
`
`January 6,
`2020
`
`
`
`January 14,
`2020
`
`
`
`
`December 6,
`2019
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`$73,243.11
`
`
`
` Secured debt
`
` Unsecured loan repayments
`
` Suppliers or vendors
`
` Services
` Other
`
`
`
`
`
`
`
`
`
`
`
`$80,372.10
`
`
`
` Secured debt
`
` Unsecured loan repayments
`
` Suppliers or vendors
`
` Services
` Other
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`$8,742.50
`
`
`
` Secured debt
`
` Unsecured loan repayments
`
` Suppliers or vendors
`
`
`
`
`3.4.
`
`United Healthcare
`3100 AMS Blvd.
`PO Box 19032
`Green Bay, WI 54313
`
`
`
`
`
`
`
`
`
`January 6,
`2020
`
`
`
`
`
`
`
`
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`
`
`
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`
`
`
`$57,163.53
`
`
`
` Services
` Other
`
`
`
`
` Secured debt
`
` Unsecured loan repayments
`
` Suppliers or vendors
`
` Services
` Other
`
`
`
`
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`
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`4. Payments or other transfers of property made within 1 year before filing this case that benefited any insider
`List payments or transfers, including expense reimbursements, made within 1 year before filing this case on debts owed to an insider or guaranteed
`or cosigned by an insider unless the aggregate value of all property transferred to or for the benefit of the insider is less than $6,825. (This amount
`may be adjusted on 4/01/22 and every 3 years after that with respect to cases filed on or after the date of adjustment.) Do not include any payments
`listed in line 3. Insiders include officers, directors, and anyone in control of a corporate debtor and their relatives; general partners of a partnership
`debtor and their relatives; affiliates of the debtor and insiders of such affiliates; and any managing agent of the debtor. 11 U.S.C. § 101(31).
`
`
`
`
`
` None.
`
`
`
`Insider's name and address
`Relationship to debtor
`
`4.1. Todd Rooke
`1665 Peregrine Vista Hts.
`Colorado Springs, CO 80921
`Employee Manager
`
` Dates
`
`
`
`Mar 2019 -
`Jan 2020
`
`
`
` Total amount of value Reasons for payment or transfer
`
` Wages Paid ($199,595.61)
`Business Exp. Reimbursement
`($223,180.40)
`
`$422,776.01
`
`
`
`
`
`
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`
`
`
`
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`
`
`Official Form 207
`
`Software Copyright (c) 1996-2020 Best Case, LLC - www.bestcase.com
`
`Statement of Financial Affairs for Non-Individuals Filing for Bankruptcy
`
`page 2
`
`Best Case Bankruptcy
`
`Intel Exhibit 1042 - 6
`
`

`

`Case 20-10534-MFW Doc 3 Filed 03/05/20 Page 7 of 14
`
`Debtor DirectStream, LLC
`
`Case number (if known)
`
`
`5. Repossessions, foreclosures, and returns
`List all property of the debtor that was obtained by a creditor within 1 year before filing this case, including property repossessed by a creditor, sold
`at a foreclosure sale, transferred by a deed in lieu of foreclosure, or returned to the seller. Do not include property listed in line 6.
`
`
`
` None
`
`
`
`Creditor's name and address
`
`FG SRC LLC
`100 Crescent Court
`Suite 1450
`Dallas, TX 75201
`
`
`
`
`
` Describe of the Property
`
` All personal property and fixtures; all
`interests in promissory notes and other
`instruments payable to the debtors; all
`intellectual property and copyrights; all
`bank and investment accounts; all income,
`profits, and proceeds related to the
`foregoing.
`
`
`
`
`
`
` Date
`
` 1/22/20
`
`
`
`
`
`
`
`Value of property
`
`$22,000,000.00
`
`
`
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`
`6. Setoffs
`List any creditor, including a bank or financial institution, that within 90 days before filing this case set off or otherwise took anything from an account
`of the debtor without permission or refused to make a payment at the debtor’s direction from an account of the debtor because the debtor owed a
`debt.
`
`
`
`
`
` None
`
`
`
`Creditor's name and address
`
` Description of the action creditor took
`
` Date action was
`taken
`
`
`
`Amount
`
`Part 3:
`
`Legal Actions or Assignments
`
`
`7. Legal actions, administrative proceedings, court actions, executions, attachments, or governmental audits
`List the legal actions, proceedings, investigations, arbitrations, mediations, and audits by federal or state agencies in which the debtor was involved
`in any capacity—within 1 year before filing this case.
`
`
`
`
`
`
`
` None.
`
`Case title
`Case number
`
`7.1. DirectStream, LLC and
`Directstream Federal, LLC v.
`Swoop Search LLC
`2019CV031895
`
`
`
` Nature of case
`
` Breach of
`Contract
`
`
`
`
`
`
`
` Court or agency's name and
`address
` District Court, Arapahoe
`County, Colorad
`7325 S Ptomac St.
`Englewood, CO 80112
`
`
`
`
`
`
` Status of case
`
` Pending
`
` On appeal
`
` Concluded
`
`
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`
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`8. Assignments and receivership
`List any property in the hands of an assignee for the benefit of creditors during the 120 days before filing this case and any property in the hands of a
`receiver, custodian, or other court-appointed officer within 1 year before filing this case.
`
`
`
` None
`
`
`
`Custodian's name and Address
`
`JPMorgan Chase
`PO Box 6076
`Newark, DE 19714
`
`
`
`
`
` Describe the property
` Letter of Credit held on Deposit for benefit of
`Crescent Real Estate LLC (Landlord)
`
`
` Case title
`
`
` Case number
`
`
` Date of order or assignment
`
`
`
`
`
`Value
`
`
`
`
`$217,522.74
`
`
`
` Court name and address
`
`
`
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`Part 4: Certain Gifts and Charitable Contributions
`
`
`9. List all gifts or charitable contributions the debtor gave to a recipient within 2 years before filing this case unless the aggregate value of
`the gifts to that recipient is less than $1,000
`
`Official Form 207
`
`Software Copyright (c) 1996-2020 Best Case, LLC - www.bestcase.com
`
`Statement of Financial Affairs for Non-Individuals Filing for Bankruptcy
`
`page 3
`
`Best Case Bankruptcy
`
`Intel Exhibit 1042 - 7
`
`

`

`Case 20-10534-MFW Doc 3 Filed 03/05/20 Page 8 of 14
`
`Debtor DirectStream, LLC
`
`Case number (if known)
`
` None
`
`
`
`Recipient's name and address
`
` Description of the gifts or contributions
`
` Dates given
`
`
`
`Value
`
`
`
`
`
`
`
`Part 5: Certain Losses
`
`
`10. All losses from fire, theft, or other casualty within 1 year before filing this case.
`
`
` None
`
`
`
`Description of the property lost and
`how the loss occurred
`
` Amount of payments received for the loss
`
`If you have received payments to cover the loss, for
`example, from insurance, government compensation, or
`tort liability, list the total received.
`
`List unpaid claims on Official Form 106A/B (Schedule
`A/B: Assets – Real and Personal Property).
`
` Dates of loss
`
`
`
`Value of property
`lost
`
`
`
`Part 6: Certain Payments or Transfers
`
`
`11. Payments related to bankruptcy
`List any payments of money or other transfers of property made by the debtor or person acting on behalf of the debtor within 1 year before the filing
`of this case to another person or entity, including attorneys, that the debtor consulted about debt consolidation or restructuring, seeking bankruptcy
`relief, or filing a bankruptcy case.
`
`
`
`
`
` None.
`
`
`
`Who was paid or who received
`the transfer?
`Address
`
`
`
`If not money, describe any property transferred
`
` Dates
`
`11.1. Young Conaway Stargatt &
`Taylor, LLP
`1000 North King Street
`Wilmington, DE 19801
`
`Email or website address
`
`
`Who made the payment, if not debtor?
`Funds provided by FG SRC LLC
`
`
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`2/20/20
`
`
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`
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`Total amount or
`value
`
`$35,000.00
`
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`12. Self-settled trusts of which the debtor is a beneficiary
`List any payments or transfers of property made by the debtor or a person acting on behalf of the debtor within 10 years before the filing of this case
`to a self-settled trust or similar device.
`Do not include transfers already listed on this statement.
`
`
`
`
`
` None.
`
`Name of trust or device
`
` Describe any property transferred
`
` Dates transfers
`were made
`
`
`
`Total amount or
`value
`
`
`13. Transfers not already listed on this statement
`List any transfers of money or other property by sale, trade, or any other means made by the debtor or a person acting on behalf of the debtor within
`2 years before the filing of this case to another person, other than property transferred in the ordinary course of business or financial affairs. Include
`both outright transfers and transfers made as security. Do not include gifts or transfers previously listed on this statement.
`
`
`
`
`
`
`
` None.
`
`Who received transfer?
`Address
`
` Description of property transferred or
`payments received or debts paid in exchange
`
` Date transfer
`was made
`
`
`
`Total amount or
`value
`
`
` Part 7: Previous Locations
`
`
`14. Previous addresses
`List all previous addresses used by the debtor within 3 years before filing this case and the dates the addresses were used.
`Official Form 207
`Statement of Financial Affairs for Non-Individuals Filing for Bankruptcy
`
`Software Copyright (c) 1996-2020 Best Case, LLC - www.bestcase.com
`
`page 4
`
`Best Case Bankruptcy
`
`Intel Exhibit 1042 - 8
`
`

`

`Case 20-10534-MFW Doc 3 Filed 03/05/20 Page 9 of 14
`
`
`
` Debtor DirectStream, LLC
`
`
`
`
` Case number (if known)
`
`
`
`
`
`
`
`
`
`
` Does not apply
`
`
`
`Address
`
`
`
`
`Part 8:
`
`
`
`Health Care Bankruptcies
`
`
`
`15. Health Care bankruptcies
`
`
`Is the debtor primarily engaged in offering services and facilities for:
`- diagnosing or treating injury, deformity, or disease, or
`
`
`- providing any surgical, psychiatric, drug treatment, or obstetric care?
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`
`
`Dates of occupancy
`
`From-To
`
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`
`
`No. Go to Part 9.
`
`
`Yes. Fill in the information below.
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`
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`
`
`Facility name and address
`
`
`
`
`
`Nature of the business operation, including type of services
`the debtor provides
`
`
`
`
`If debtor provides
`meals and housing,
`number of patients in
`debtor’s care
`
`
`Part 9:
`
`
`
`
`Personally Identifiable Information
`
`
`16. Does the debtor collect and retain personally identifiable information of customers?
`
`
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`
`
`
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`
`
`No.
`
`
`
`Yes. State the nature of the information collected and retained.
`
`
`
`
`17. Within 6 years before filing this case, have any employees of the debtor been participants in any ERISA, 401(k), 403(b), or other pension or
`
`profit-sharing plan made available by the debtor as an employee benefit?
`
`
`
`
`
`
`
`
`
`
`
`
`No. Go to Part 10.
`
`
`Yes. Does the debtor serve as plan administrator?
`
`
`Part 10:
`
`
`
`Certain Financial Accounts, Safe Deposit Boxes, and Storage Units
`
`
`
`
`18. Closed financial accounts
`
`
`Within 1 year before filing this case, were any financial accounts or instruments held in the debtor’s name, or for the debtor’s benefit, closed, sold,
`moved, or transferred?
`
`Include checking, savings, money market, or other financial accounts; certificates of deposit; and shares in banks, credit unions, brokerage houses,
`cooperatives, associations, and other financial institutions.
`
`
`
`
`
`
`
`
`None
`
`Financial Institution name and
`Address
`
`
`
`
`Last 4 digits of
`account number
`
`
`
`
`Type of account or
`instrument
`
`
`
`
`Date account was
`closed, sold,
`moved, or
`transferred
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`
`
`
`
`Last balance
`before closing or
`transfer
`
`
`18.1. Wells Fargo
`
`
`
`
`
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`
`
` 18.2.
`
`Wells Fargo
`
`
`
`
`
`
`
`
`
`XXXX-4560
`
`
`
`
`
`
`
`XXXX-1156
`
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`
`
` Checking
`
`
`Savings
`
`Money Market
`
`
`
`
`Brokerage
`
`Other
`
`
`
` Checking
`
`
`Savings
`
`Money Market
`
`
`
`
`Brokerage
`
`Other
`
`$0.00
`
`
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`
`
`$0.00
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`Official Form 207
`
` Software Copyright (c) 1996-2020 Best Case, LLC - www.bestcase.com
`
`
`
`
`
`
`
`Statement of Financial Affairs for Non-Individuals Filing for Bankruptcy
`
`
`
`page 5
`
`
`
`
`
` Best Case Bankruptcy
`
`Intel Exhibit 1042 - 9
`
`

`

`Case 20-10534-MFW Doc 3 Filed 03/05/20 Page 10 of 14
`
`Debtor DirectStream, LLC
`
`Case number (if known)
`
`
`
`Financial Institution name and
`Address
`
` Last 4 digits of
`account number
`
` Type of account or
`instrument
`
`18.3. JPMorgan Chase
`21591 Network Place
`Chicago, IL 60673
`
`
`
`XXXX-6087
`
`
`
`
`
` Checking
`
` Savings
`
` Money Market
`
` Brokerage
` Other LOC
`
`
`
` Date account was
`closed, sold,
`moved, or
`transferred
`
`
`
`
`
`
`
`
`
`
`Last balance
`before closing or
`transfer
`
`$0.00
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`19. Safe deposit boxes
`List any safe deposit box or other depository for securities, cash, or other valuables the debtor now has or did have within 1 year before filing this
`case.
`
`
`
`
` None
`
`
`
`Depository institution name and address
`
` Names of anyone with
`access to it
`Address
`
` Description of the contents
`
` Do you still
`have it?
`
`
`20. Off-premises storage
`List any property kept in storage units or warehouses within 1 year before filing this case. Do not include facilities that are in a part of a building in
`which the debtor does business.
`
`
`
`
` None
`
`
`
`Facility name and address
`
`Sanmina
`1201 W, Crosby Rd.
`Carrollton, TX 75006
`
`
`
` Names of anyone with
`access to it
` Charles Bryant
`charles.bryant@sanmina.
`com
`Customer Program
`Manager
`Sanmina - Plant E 35
`
`
`
` Description of the contents
`
` Electronic Components
`
`
`
` Do you still
`have it?
`
`
`
`
`
` No
`
` Yes
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`Part 11: Property the Debtor Holds or Controls That the Debtor Does Not Own
`
`
`21. Property held for another
`List any property that the debtor holds or controls that another entity owns. Include any property borrowed from, being stored for, or held in trust. Do
`not list leased or rented property.
`
` None
`
`Owner's name and address
`
`Lockheed Martin
`1300 S. Litchfield Road
`Goodyear, AZ 85338
`
`
`
`
`
` Location of the property
` 9925 Federal Dr.
`Suite 130
`Colorado Springs, CO
`80921
`
`
`
`
`
`
`
`Owner's name and address
`
`DirectStream Employees
`Phil Sexton, Tim Tewalt, Mahesh Patel
`Jeff Keoppel, others
`
` Location of the property
` 9925 Federal Drive
`Suite 130
`Colorado Springs, CO
`80921
`
` Describe the property
` TRACER digital signal
`processing units
`
`
`
`
`
`
`
`
`
` Describe the property
` Personal property including
`office equipment, arcade
`games, exercise equipment
`
`
`
`
`
`
`
`
`
`
`
`Value
`
`$396,896.00
`
`
`
`Value
`
`$10,000.00
`
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`Part 12: Details About Environment Information
`
`
`For the purpose of Part 12, the following definitions apply:
`Environmental law means any statute or governmental regulation that concerns pollution, contamination, or hazardous material, regardless of the
`medium affected (air, land, water, or any other medium).
`
`Official Form 207
`
`Software Copyright (c) 1996-2020 Best Case, LLC - www.bestcase.com
`
`Statement of Financial Affairs for Non-Individuals Filing for Bankruptcy
`
`page 6
`
`Best Case Bankruptcy
`
`Intel Exhibit 1042 - 10
`
`

`

`Case 20-10534-MFW Doc 3 Filed 03/05/20 Page 11 of 14
`
`Debtor DirectStream, LLC
`
`Case number (if known)
`
`
`Site means any location, facility, or property, including disposal sites, that the debtor now owns, operates, or utilizes or that the debtor formerly
`owned, operated, or utilized.
`
`Hazardous material means anything that an environmental law defines as hazardous or toxic, or describes as a pollutant, contaminant, or a
`similarly harmful substance.
`
`Report all notices, releases, and proceedings known, regardless of when they occurred.
`
`22. Has the debtor been a party in any judicial or administrative proceeding under any environmental law? Include settlements and orders.
`
`
` No.
`
` Yes. Provide details below.
`
`
`
`Case title
`Case number
`
` Court or agency name and
`address
`
` Nature of the case
`
` Status of case
`
`
`23. Has any governmental unit otherwise notified the debtor that the debtor may be liable or potentially liable under or in violation of an
`environmental law?
`
`
`
`
`
` No.
`
` Yes. Provide details below.
`
`Site name and address
`
` Governmental unit name and
`address
`
` Environmental law, if known
`
` Date of notice
`
`
`24. Has the debtor notified any governmental unit of any release of hazardous material?
`
`
` No.
`
` Yes. Provide details below.
`
`Site name and address
`
`
`
`
`
` Governmental unit name and
`address
`
` Environmental law, if known
`
` Date of notice
`
`Part 13: Details About the Debtor's Business or Connections to Any Business
`
`
`25. Other businesses in which the debtor has or has had an interest
`List any business for which the debtor was an owner, partner, member, or otherwise a person in control within 6 years before filing this case.
`Include this information even if already listed in the Schedules.
`
`
`
`
`
` None
`
`Business name address
`
` Describe the nature of the business
`
`25.1. SRC Labs, LLC
`9925 Federal Drive
`Suite 130
`Colorado Springs, CO 80921
`
`
`
`
`Intellectual property
`
`
`
`
`
`
`
`25.2. DirectStream Federal, LLC
`9925 Federal Drive
`Suite 130
`Colorado Springs, CO 80921
`
`
` Government contracting -
`computer hardware and software
`
`
`
`
`
`
`
` Employer Identification number
`Do not include Social Security number or ITIN.
`
`Dates business existed
` EIN:
`
`From-To
`
`81-1010438
`
`12/22/15 to present
`
`
`
` EIN:
`
`From-To
`
`
`
`
`
`
`
`
`
`
`
`
`
`83-0968149
`
`12/28/17 - present
`
`
`
`
`
`
`
`
`
`
`
`
`26. Books, records, and financial statements
`26a. List all accountants and bookkeepers who maintained the debtor’s books and records within 2 years before filing this case.
` None
`
`
`Official Form 207
`
`Software Copyright (c) 1996-2020 Best Case, LLC - www.bestcase.com
`
`Statement of Financial Affairs for Non-Individuals Filing for Bankruptcy
`
`page 7
`
`Best Case Bankruptcy
`
`Intel Exhibit 1042 - 11
`
`

`

`Case 20-10534-MFW Doc 3 Filed 03/05/20 Page 12 of 14
`
`Debtor DirectStream, LLC
`
`Case number (if known)
`
`Name and address
`
`26a.1. Paul Reeder
`9925 Federal Dr.
`Suite 130
`Colorado Springs, CO 80921
`
`
`
`
`
`
`
`
`
` Date of service
`From-To
` 2006 - present
`
`26b. List all firms or individuals who have audited, compiled, or reviewed debtor’s books of account and records or prepared a financial statement
`within 2 years before filing this case.
`
`
`
` None
`
`Name and address
`
`26b.1. EideBailly, LLP
`7001 E. Belleview Ave
`Suite 700
`Denver, CO 80237
`
` Date of service
`From-To
` 2016 to present
`
`
`
`
`
`
`
`
`26c. List all firms or individuals who were in possession of the debtor’s books of account and records when this case is filed.
`
` None
`
`Name and address
`
`26c.1. Crystal Moore
`100 Crescent Ct.
`Suite 1450
`Dallas, TX 75201
`
`
`
`
`
`
`
`26c.2. Paul Reeder
`9925 Federal Dr.
`Suite 130
`Colorado Springs, CO 80921
`
`
`
`
`
`
`
`
`
`
`
`If any books of account and records are
`unavailable, explain why
`
`
`
`
`
`
`
`26d. List all financial institutions, creditors, and other parties, including mercantile and trade agencies, to whom the debtor issued a financial
`statement within 2 years before filing this case.
`
`
`
`
`
`
`
` None
`
`Name and address
`
`26d.1. CSM Corporation (Landlord)
`500 Washington Ave., S.
`Suite 3000
`Minneapolis, MN 55415
`
`
`
`
`
`
`
`
`27. Inventories
`Have any inventories of the debtor’s property been taken within 2 years before filing this case?
`
`
`
` No
`
` Yes. Give the details about the two most recent inventories.
`
`
`
`Official Form 207
`
`Software Copyright (c) 1996-2020 Best Case, LLC - www.bestcase.com
`
`Statement of Financial Affairs for Non-Individuals Filing for Bankruptcy
`
`page 8
`
`Best Case Bankruptcy
`
`Intel Exhibit 1042 - 12
`
`

`

`Case 20-10534-MFW Doc 3 Filed 03/05/20 Page 13 of 14
`
`Debtor DirectStream, LLC
`
`Case number (if known)
`
`
`
`27.1
`.
`
`
`
`
`
`
`
`
`
`Name of the person who supervised the taking of the
`inventory
`Paul Reeder
`
`
`Name and address of the person who has possession of
`inventory records
`
`Paul Reeder
`9925 Federal Dr.
`Suite 130
`Colorado Springs, CO 80921
`
`
` Date of inventory The doll