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25-40982 Doc 9 Filed 04/28/25 Entered 04/28/25 19:14:35 Main Document\n Pg 1 of 34\n\n\n UNITED STATES BANKRUPTCY COURT\n EASTERN DISTRICT OF MISSOURI\n EASTERN DIVISION\n\n\n In re: Chapter 11\n\n 23ANDME HOLDING CO., et al., 1 Case No. 25-40976-357\n\n Debtors. (Jointly Administered)\n\n\n\n GLOBAL NOTES AND STATEMENTS OF LIMITATIONS,\n METHODOLOGY, AND DISCLAIMERS REGARDING DEBTORS\u2019 SCHEDULES\n OF ASSETS AND LIABILITIES AND STATEMENTS OF FINANCIAL AFFAIRS\n\n Introduction\n\n The Schedules of Assets and Liabilities (collectively, the \u201cSchedules\u201d) and Statements of\nFinancial Affairs (collectively, the \u201cStatements\u201d and, together with the Schedules, the \u201cSchedules\nand Statements\u201d) filed by 23andMe Holding Co. and certain of its affiliates, as debtors and debtors\nin possession (collectively, the \u201cDebtors\u201d) in the United States Bankruptcy Court for the Eastern\nDistrict of Missouri (the \u201cBankruptcy Court\u201d), were prepared in accordance with section 521 of\ntitle 11 of the United States Code (the \u201cBankruptcy Code\u201d) and rule 1007 of the Federal Rules of\nBankruptcy Procedure (the \u201cBankruptcy Rules\u201d) by management of the Debtors, with the\nassistance of the Debtors\u2019 professional advisors, and are unaudited.\n\n The Schedules and Statements have been signed by Joseph Selsavage, Interim Chief\nExecutive Officer and Chief Financial and Accounting Officer of the Debtors. Mr. Selsavage has\nnot (nor could have) personally verified the accuracy of each such statement and representation,\nincluding, for example, statements and representations concerning amounts owed to creditors,\nclassification of such amounts, and their addresses. In addition, Mr. Selsavage has not (nor could\nhave) personally verified the completeness of the Schedules and Statements, nor the accuracy of\nany information contained therein. In reviewing and signing the Schedules and Statements, Mr.\nSelsavage necessarily relied upon various personnel of the Debtors and the Debtors\u2019 professional\nadvisors and their efforts, statements, and representations in connection therewith. Although\nmanagement has made reasonable efforts to ensure that the Schedules and Statements are accurate\nand complete based upon information that was available to them at the time of preparation,\nsubsequent information or discovery thereof may result in material changes to the Schedules and\n\n1 The Debtors in each of these cases, along with the last four digits of each Debtor\u2019s federal tax identification\n number, are: 23andMe Holding Co. (0344), 23andMe, Inc. (7371), 23andMe Pharmacy Holdings, Inc. (4690),\n Lemonaid Community Pharmacy, Inc. (7330), Lemonaid Health, Inc. (6739), Lemonaid Pharmacy Holdings Inc.\n (6500), LPharm CS LLC (1125), LPharm INS LLC (9800), LPharm RX LLC (7746), LPRXOne LLC (3447),\n LPRXThree LLC (3852), and LPRXTwo LLC (1595). The Debtors\u2019 service address for purposes of these chapter\n 11 cases is: 870 Market Street, Room 415, San Francisco, CA 94102.\n\fCase 25-40982 Doc 9 Filed 04/28/25 Entered 04/28/25 19:14:35 Main Document\n Pg 2 of 34\n\n\nStatements, and inadvertent errors or omissions may exist.\n\n These Global Notes and Statements of Limitations, Methodology, and Disclaimers\nregarding the Debtors\u2019 Schedules and Statements (the \u201cGlobal Notes\u201d) pertain to, are incorporated\nby reference in, and comprise an integral part of all of the Schedules and Statements. The Global\nNotes should be referred to and reviewed in connection with any review of the Schedules and\nStatements. The Global Notes are in addition to any specific notes contained in any Debtor\u2019s\nSchedules or Statements. Disclosure of information in one Schedule, Statement, exhibit, or\ncontinuation sheet, even if incorrectly placed, shall be deemed to be disclosed in the correct\nSchedule, Statement, exhibit, or continuation sheet.\n\n The Schedules, Statements, and Global Notes should not be relied upon by any\npersons for information relating to current or future financial conditions, events, or\nperformance of any of the Debtors.\n\n Global Notes and Overview of Methodology\n\n General Reservation of Rights. Although the Debtors\u2019 management has made every\n reasonable effort to ensure that the Schedules and Statements are as accurate and complete\n as possible under the circumstances based on information that was available to it at the time\n of preparation, subsequent information or discovery may result in material changes to the\n Schedules and Statements, and inadvertent errors or omissions may have occurred, some of\n which may be material. Because the Schedules and Statements contain unaudited\n information, which remains subject to further review, verification, and potential adjustment,\n there can be no assurance that the Schedules and Statements are complete. The Debtors\n reserve all rights to amend the Schedules and Statements from time to time, in any and all\n respects, as may be necessary or appropriate, including the right to dispute or otherwise assert\n offsets or defenses to any claim reflected in the Schedules and Statements as to amount,\n liability, or classification, or to otherwise subsequently designate any claim (\u201cClaim\u201d) as\n \u201cdisputed,\u201d \u201ccontingent,\u201d or \u201cunliquidated.\u201d Furthermore, nothing contained in the\n Schedules and Statements shall constitute an admission of any claims or a waiver of any of\n the Debtors\u2019 rights with respect to these chapter 11 cases, including issues involving\n substantive consolidation, recharacterization, mandatory subordination, equitable\n subordination, and/or causes of action arising under the provisions of chapter 5 of the\n Bankruptcy Code and other relevant non-bankruptcy laws to recover assets or avoid\n transfers. The Debtors and their agents, attorneys, and advisors expressly do not undertake\n any obligation to update, modify, revise, or recategorize the information provided herein, or\n to notify any third party should the information be updated, modified, revised, or\n recategorized, except as required by applicable law or order of the Bankruptcy Court. Any\n specific reservation of rights contained elsewhere in the Global Notes does not limit in any\n respect the general reservation of rights contained in this paragraph.\n\n Description of Cases and \u201cAs Of\u201d Information Date. On March 23, 2025 (the \u201cPetition\n Date\u201d), each of the Debtors filed voluntary petitions for relief under chapter 11 of the\n Bankruptcy Code in the Bankruptcy Court. The Debtors\u2019 chapter 11 cases are jointly\n administered pursuant to an order entered by the Bankruptcy Court on March 27, 2025\n [Docket No. 105]. The Debtors continue to operate their business and manage their\n\n\n 2\n\fCase 25-40982 Doc 9 Filed 04/28/25 Entered 04/28/25 19:14:35 Main Document\n Pg 3 of 34\n\n\n properties as debtors in possession pursuant to sections 1107(a) and 1108 of the Bankruptcy\n Code. On April 3, 2025, the Office of the United States Trustee for the Eastern District of\n Missouri appointed an official committee of unsecured creditors [Docket No. 159]. Unless\n otherwise stated herein, liabilities are reported as of the Petition Date.\n\n Basis of Presentation. The Schedules and Statements purport to reflect the assets and\n liabilities of separate Debtors. The Debtors, however, along with their non-Debtor affiliated\n variable interest entities (the \u201cVariable Interest Entities\u201d), prepare financial statements for\n financial reporting purposes, which are audited annually, on a consolidated basis. The\n Debtors reserve all rights relating to the legal ownership of assets and liabilities among the\n Debtors and nothing in the Schedules or Statements shall constitute a waiver or\n relinquishment of such rights. Information contained in the Schedules and Statements has\n been derived from the Debtors\u2019 books and records. The Schedules and Statements do not\n purport to represent financial statements prepared in accordance with Generally Accepted\n Accounting Principles nor are they intended to be fully reconcilable to audited financial\n statements.\n\n Totals. All totals that are included in the Schedules and Statements represent totals of all\n known amounts included in the Debtors\u2019 books and records. To the extent there are unknown\n or undetermined amounts, the actual totals may be different than the listed total, and the\n difference may be material. In addition, the amounts shown for total liabilities exclude items\n identified as \u201cunknown,\u201d \u201cdisputed,\u201d \u201ccontingent,\u201d \u201cunliquidated,\u201d or \u201cundetermined,\u201d and,\n thus, ultimate liabilities may differ materially from those stated in the Schedules and\n Statements.\n\n Excluded Assets and Liabilities. The Debtors have excluded certain categories of assets,\n tax accruals, and liabilities from the Schedules and Statements, including certain intangibles,\n and certain accrued liabilities including, but not limited to, accrued employee compensation\n and benefits, certain customer accruals, tax accruals, accrued accounts payable, accrued\n contract termination damages, deferred income accruals, litigation accruals, and certain\n deposits. The Debtors have also excluded potential Claims arising on account of the potential\n rejection of executory contracts and unexpired leases, to the extent such Claims exist.\n Further, certain immaterial assets and liabilities may have been excluded.\n\n Currency. All amounts are reflected in U.S. dollars. In instances where the Debtors\n maintain their books in a currency other than U.S. dollars, the FX rate as of the opening of\n the business day on (i) the date such payment was made or (ii) the Petition Date, as\n applicable, was used to calculate the currency conversion.\n\n Book Value. Unless otherwise indicated, the Debtors\u2019 assets are shown on the basis of their\n net book values as of February 28, 2025, and the Debtors\u2019 liabilities are shown on the basis\n of their net book values as of the Petition Date. Thus, unless otherwise noted, the Schedules\n and Statements reflect the carrying value of the assets and liabilities as recorded on the\n Debtors\u2019 books. Net book values may vary, sometimes materially, from market values. The\n Debtors do not intend to amend these Schedules and Statements to reflect market values.\n The book values of certain assets may materially differ from their fair market values and/or\n any liquidation analysis prepared in connection with the Debtors\u2019 chapter 11 cases.\n\n\n 3\n\fCase 25-40982 Doc 9 Filed 04/28/25 Entered 04/28/25 19:14:35 Main Document\n Pg 4 of 34\n\n\n Paid Claims. The Bankruptcy Court authorized the Debtors to pay certain outstanding\n prepetition Claims\u2014including, but not limited to, payments to employees, customers, and\n certain vendors\u2014pursuant to various \u201cfirst day\u201d orders entered by the Bankruptcy Court.\n Accordingly, certain outstanding liabilities may have been reduced by post-petition\n payments made on account of prepetition liabilities. Where the Schedules list creditors and\n set forth the Debtors\u2019 scheduled amount of such Claims, such scheduled amounts reflect\n amounts owed as of the Petition Date, adjusted for any post-petition payments made pursuant\n to the authority granted to the Debtors by the Bankruptcy Court. In addition, to the extent\n the Debtors later pay any of the Claims listed in the Schedules and Statements pursuant to\n any orders entered by the Bankruptcy Court, the Debtors reserve all rights to amend or\n supplement the Schedules and Statements or take other action, such as filing Claims\n objections, as is necessary and appropriate to avoid overpayment or duplicate payments for\n liabilities.\n\n Recharacterization. Notwithstanding that the Debtors have made reasonable efforts to\n correctly characterize, classify, categorize, or designate certain Claims, assets, executory\n contracts, unexpired leases, and other items reported in the Schedules and Statements, the\n Debtors nonetheless may have improperly characterized, classified, categorized, or\n designated certain items. The Debtors reserve all rights to recharacterize, reclassify,\n recategorize, or re-designate items reported in the Schedules and Statements at a later time\n as they determine to be necessary and appropriate.\n\n Liabilities. The Debtors allocated liabilities between the prepetition and post-petition\n periods based on the information and research conducted in connection with the preparation\n of the Schedules and Statements. As additional information becomes available, and further\n research is conducted, particularly with respect to the Debtors\u2019 payable accounts, the\n allocation of liabilities between the prepetition and postpetition periods may change. The\n Debtors reserve the right to, but are not required to, amend the Schedules and Statements as\n they deem appropriate to reflect this.\n\n The liabilities listed on the Schedules and Statements do not reflect any analysis of claims\n under section 503(b)(9) of the Bankruptcy Code. Accordingly, the Debtors reserve all rights\n to dispute or challenge the validity of any asserted claims under section 503(b)(9) of the\n Bankruptcy Code or the characterization of the structure of any such transaction or any\n document or instrument related to any creditor\u2019s Claim.\n\n Intellectual Property Rights. Exclusion of certain intellectual property shall not be\n construed to be an admission that such intellectual property rights have been abandoned,\n have been terminated or otherwise expired by their terms, or have been assigned or otherwise\n transferred pursuant to a sale, acquisition, or other transaction. Conversely, inclusion of\n certain intellectual property shall not be construed to be an admission that such intellectual\n property rights have not been abandoned, have not been terminated or otherwise expired by\n their terms, or have not been assigned or otherwise transferred pursuant to a sale, acquisition,\n or other transaction. The Debtors have made significant efforts to attribute intellectual\n property to the rightful Debtor owner, however, in some instances intellectual property\n owned by one Debtor may, in fact, be owned by another. Accordingly, the Debtors reserve\n\n\n\n 4\n\fCase 25-40982 Doc 9 Filed 04/28/25 Entered 04/28/25 19:14:35 Main Document\n Pg 5 of 34\n\n\n all of their rights with respect to the legal status of any and all such intellectual property\n rights.\n\n Insurance. The Debtors have listed policies in Schedule A/B. Information regarding the\n Debtors\u2019 insurance policies is set forth in the Debtors\u2019 Motion for Entry of Interim and Final\n Orders (I) Authorizing the Debtors to Continue Prepetition Insurance Obligations in Respect\n Thereof and (II) Granting Related Relief [Docket No. 13].\n\n Executory Contracts and Unexpired Leases. The Debtors have not set forth executory\n contracts or unexpired leases as assets in the Schedules and Statements. The Debtors\u2019\n executory contracts and unexpired leases have been set forth in Schedule G. In addition,\n while the Debtors have made diligent attempts to properly identify all executory contracts\n and unexpired leases, inadvertent errors, omissions, or over-inclusion may have occurred.\n\n Claims Description. Schedules D, E, and F permit each of the Debtors to designate a Claim\n as \u201cdisputed,\u201d \u201ccontingent,\u201d and/or \u201cunliquidated.\u201d Any failure to designate a Claim on a\n given Debtor\u2019s Schedules and Statements as \u201cdisputed,\u201d \u201ccontingent,\u201d or \u201cunliquidated\u201d\n does not constitute an admission by the Debtor that such amount is not \u201cdisputed,\u201d\n \u201ccontingent,\u201d or \u201cunliquidated\u201d or that such Claim is not subject to objection. The Debtors\n reserve all rights to dispute any Claim reflected on their respective Schedules and Statements\n on any grounds, including, without limitation, liability or classification, or to otherwise\n subsequently designate such Claims as \u201cdisputed,\u201d \u201ccontingent,\u201d or \u201cunliquidated.\u201d In\n addition, the Debtors reserve their rights to object to any listed Claim on the grounds that,\n among other things, the Claim has already been satisfied.\n\n Causes of Action. Despite their reasonable efforts, the Debtors are not aware of any causes\n of action or potential causes of action against third parties to list as assets in their Schedules\n and Statements, including, without limitation, avoidance actions arising under chapter 5 of\n the Bankruptcy Code and actions under other relevant non-bankruptcy laws to recover assets.\n The Debtors reserve all of their rights for any claims, causes of action, or avoidance actions\n they may have, and neither these Global Notes nor the Schedules and Statements shall be\n deemed a waiver of any such claims, causes of actions, or avoidance actions or in any way\n prejudice or impair the assertion of such claims.\n\n Undetermined Amounts. Claim amounts that could not readily be quantified by the Debtors\n are scheduled as \u201cunknown,\u201d \u201cTBD,\u201d or \u201cundetermined.\u201d The description of an amount as\n \u201cunknown,\u201d \u201cTBD,\u201d or \u201cundetermined\u201d is not intended to reflect upon the materiality of such\n amount.\n\n Unliquidated Amounts. Claim amounts that could not be readily quantified by the Debtors\n are scheduled as \u201cunliquidated.\u201d\n\n Liens. Property and equipment listed in the Schedules and Statements are presented without\n consideration of any liens that may attach (or have attached) to such property or equipment.\n\n Insiders. In circumstances where the Schedules and Statements require information\n regarding \u201cinsiders,\u201d the Debtors have included information with respect to the individuals\n and entities that the Debtors believe may potentially be included in the definition of \u201cinsider\u201d\n\n\n 5\n\fCase 25-40982 Doc 9 Filed 04/28/25 Entered 04/28/25 19:14:35 Main Document\n Pg 6 of 34\n\n\n set forth in section 101(31) of the Bankruptcy Code during the relevant time periods. Such\n individuals may not actually constitute \u201cinsiders\u201d for purposes of section 101(31) of the\n Bankruptcy Code or may no longer serve in such capacities. Persons and entities listed as\n \u201cinsiders\u201d have been included for informational purposes only. The Debtors do not take any\n position with respect to (a) such person\u2019s influence over the control of the Debtors; (b) the\n management responsibilities or functions of such individual; (c) the decision-making or\n corporate authority of such individual; or (d) whether such individual could successfully\n argue that he or she is not an \u201cinsider\u201d under applicable law, including federal securities law,\n or with respect to any theories of liability or any other purpose. As such, the Debtors reserve\n all rights to dispute whether someone identified in response to questions in the Schedules\n and Statements is in fact an \u201cinsider\u201d as defined in section 101(31) of the Bankruptcy Code.\n\n Estimates. To prepare and file the Schedules as close to the Petition Date as possible,\n management was required to make certain estimates and assumptions that affected the\n reported amounts of these assets and liabilities. The Debtors reserve all rights to amend the\n reported amounts of assets and liability to reflect changes in those estimates or assumptions.\n\n Credits and Adjustments. The claims of individual creditors for, among other things,\n goods, products, services, or taxes are listed as the amounts entered on the Debtors\u2019 books\n and records and may not reflect credits, allowances, or other adjustments due from such\n creditors to the Debtors. The Debtors reserve all of their rights with regard to such credits,\n allowances, and other adjustments, including the right to assert claims objections and/or\n setoffs with respect to the same.\n\n Setoffs. The Debtors incur certain setoffs and other similar rights during the ordinary course\n of business. Offsets in the ordinary course can result from various items, including, without\n limitation, pricing discrepancies, returns, warranties, negotiations and/or disputes between\n the Debtors and their vendors and customers. These offsets and other similar rights are\n consistent with the ordinary course of business in the Debtors\u2019 industry and are not tracked\n separately. Therefore, although such offsets and other similar rights may have been\n accounted for when certain amounts were included in the Schedules, offsets are not\n independently accounted for, and as such, are excluded from the Schedules.\n\n Global Notes Control. In the event that the Schedules and Statements differ from these\n Global Notes, the Global Notes shall control.\n\n Confidentiality. There may be instances in the Schedules and Statements where the Debtors\n have deemed it necessary and appropriate to redact from the public record information such\n as names, addresses, or amounts. Typically, the Debtors have used this approach because of\n an agreement between the Debtors and a third party, concerns of confidentiality, or concerns\n for the privacy of, or otherwise preserving the confidentiality of, personally identifiable\n information. The redactions are limited to only what is necessary to protect the Debtors or\n third party and are consistent with the relief granted under the Order (I) Extending the Time\n to File Schedules and Statements; (II) Extending the Time to Schedule the Meeting of\n Creditors; (III) Waiving the Requirements to File Equity Lists and Provide Notice to Equity\n Security Holders; (IV) Authorizing the Debtors to File (A) A Consolidated List of Counsel\n Representing Cyber Security Incident Claimants and (B) A Consolidated List of Other\n\n\n 6\n\fCase 25-40982 Doc 9 Filed 04/28/25 Entered 04/28/25 19:14:35 Main Document\n Pg 7 of 34\n\n\n Unsecured Creditors of the Debtors, (V) Authorizing the Debtors to Prepare a Consolidated\n and Redacted List of Creditors in Lieu of Submitting Separate and Reformatted Creditor\n Matrices for Each Debtor; (VI) Approving the Form and Manner of Notifying Creditors of\n the Commencement of these Chapter 11 Cases; and (VII) Granting Related Relief [Docket\n No. 132].\n\n General Disclosures Applicable to Schedules\n\n Classifications. Listing a Claim (a) on Schedule D as \u201csecured,\u201d (b) on Schedule E/F as\n \u201cpriority,\u201d or (c) on Schedule E/F as \u201cunsecured,\u201d or a contract on Schedule G as \u201cexecutory\u201d\n or \u201cunexpired,\u201d does not in each case constitute an admission by the Debtors of the legal\n rights of the claimant, or a waiver of the Debtors\u2019 right to recharacterize, subordinate, or\n reclassify such Claim or contract.\n\n Schedule A/B \u2013 Real and Personal Property.\n\n a) Schedule A/B, Part 1 \u2013 Cash and Cash Equivalents. Details with respect to the\n Debtors\u2019 cash management system and bank accounts are provided in the Debtors\u2019\n Motion for Entry of Interim and Final Orders (I) Authorizing (A) Continued Use of\n Cash Management System, (B) Maintenance of Bank Accounts and Business\n Forms, (C) Performance of Intercompany Transactions, and (D) Certain\n Prepetition Obligations to be Honored; (II) Granting Administrative Expense\n Priority Status to Postpetition Intercompany Claims Against the Debtors;\n (III) Waiving Strict Compliance with 11 U.S.C. \u00a7 345(b) and Certain Operating\n Guidelines, as Applicable; and (IV) Granting Related Relief [Docket No. 12]. The\n Debtors\u2019 cash balances are listed as of the Petition Date at bank balances.\n\n b) Schedule A/B, Part 2 \u2013 Deposits and Prepayments. The Bankruptcy Court,\n pursuant to the Final Order (I) Prohibiting Utility Companies from Altering,\n Refusing, or Discontinuing Utility Services; (II) Deeming Utility Companies to\n Have Adequate Assurance of Future Payment; (III) Establishing Procedures for\n Determining Adequate Assurance of Payment; and (IV) Granting Related Relief\n [Docket No. 310], authorized the Debtors to provide adequate assurance of payment\n for future utility services. In addition, certain retainers or deposits reflect payments\n to professionals made by a certain Debtor entity, but may be subject to applicable\n allocation amongst the Debtors.\n\n Certain reported prepaid or amortized assets are listed in accordance with the\n Debtors\u2019 books and records. The amounts listed in Part 2 do not necessarily reflect\n assets the Debtors will be able to collect or realize. The amounts listed in Part 2\n include, among other things, prepaid insurance, licenses, taxes, and other prepaid\n expenses.\n\n c) Schedule A/B, Part 3 \u2013 Accounts Receivable. The Debtors\u2019 reported accounts\n receivable include amounts that may be uncollectible. Notwithstanding the\n foregoing, the Debtors have used reasonable efforts to deduct doubtful or\n\n\n\n\n 7\n\fCase 25-40982 Doc 9 Filed 04/28/25 Entered 04/28/25 19:14:35 Main Document\n Pg 8 of 34\n\n\n uncollectible accounts. The Debtors are unable to determine with certainty what\n amounts will actually be collected.\n\n d) Schedule A/B, Part 4 \u2013 Investments. Ownership interests in subsidiaries,\n partnerships, and joint ventures have been listed in Schedule A/B, Part 4, as\n undetermined amounts on account of the fact that the fair market value of such\n ownership is dependent on numerous variables and factors and may differ\n significantly from their net book value.\n\n e) Schedule A/B, Part 7 \u2013 Office Furniture, Fixtures, and Equipment; and\n Collectibles. Dollar amounts are presented net of accumulated depreciation and\n other adjustments.\n\n f) Schedule A/B, Part 8 \u2013 Machinery, Equipment, and Vehicles. For those Debtors\n that own machinery, equipment and vehicles, dollar amounts are presented net of\n accumulated depreciation and other adjustments.\n\n g) Schedule A/B, Part 9 \u2013 Real Property. The Debtors do not own any material real\n property. Certain leasehold improvements have been listed on Schedule A/B, part\n 9 as having undetermined value.\n\n h) Schedule A/B, Part 10 \u2013 Intangibles and Intellectual Property. The Debtors\n review intangible assets having indefinite lives for impairment annually or when\n events or changes in circumstances indicate the carrying value of these assets might\n exceed their current fair values. The Debtors report intellectual property assets as\n having undetermined value whenever applicable. For purposes of the Schedules,\n the Debtors have listed customer lists, trademarks, patents, copyrights, and domain\n names only at entities for which these assets are recorded on their books. The\n exclusion of listing similar assets at additional Debtors should not be construed as\n an admission that other Debtors do not possess similar assets.\n\n i) Schedule A/B, Part 11 \u2013 All Other Assets. Dollar amounts are presented net of\n impairments and other adjustments.\n\n a. Item 72 \u2013 Tax Refunds and Unused Net Operating Losses (NOLs). The\n Debtors may receive refunds for sales and use tax at various times\n throughout their fiscal year. As of the Petition Date, however, certain of\n these amounts are unknown to the Debtors and, accordingly, may not be\n listed on Schedule A/B. Additionally, the Debtors may be entitled to apply\n certain net operating losses or other tax attributes. The Debtors have\n provided a summary of certain of their tax attributes and related\n considerations in Item 72; however, such tax attributes are listed as\n undetermined amounts because the fair market value (if any) of such\n attributes is dependent on numerous variables and factors.\n\n b. Item 73 \u2013 Interests in Insurance Policies or Annuities. A list of the\n Debtors\u2019 insurance policies and related information is available in the\n\n\n\n 8\n\fCase 25-40982 Doc 9 Filed 04/28/25 Entered 04/28/25 19:14:35 Main Document\n Pg 9 of 34\n\n\n Debtors\u2019 Motion for Entry of an Order (I) Authorizing the Debtors to\n Continue Prepetition Insurance Policies and Pay All Prepetition\n Obligations in Respect Thereof and (II) Granting Related Relief [Docket\n No. 13].\n\n c. Items 74 and 75 \u2013 Causes of action against third parties (whether or not\n a lawsuit has been filed) and other contingent and unliquidated claims or\n causes of action of every nature, including counterclaims of the debtors\n and rights to set off claims. The Debtors are not currently aware of any\n causes of action and other claims. Potential avoidance actions were not\n listed because the Debtors have not completed an analysis of such potential\n claims. The Debtors\u2019 failure to list any cause of action, claim, or right of\n any nature is not an admission that such cause of action, claim, or right does\n not exist, and should not be construed as a waiver of such cause of action,\n claim, or right.\n\n Schedule D \u2013 Creditors Who Have Claims Secured by Property. The Claims listed on\n Schedule D arose or were incurred on various dates; a determination of the date upon which\n each Claim arose or was incurred would be unduly burdensome and cost prohibitive.\n Accordingly, not all such dates are included for each Claim. All Claims listed on Schedule\n D, however, appear to have arisen or have been incurred before the Petition Date. Operating\n leases are listed on Schedule G.\n\n Except as otherwise agreed pursuant to a stipulation or order entered by the Bankruptcy\n Court, the Debtors reserve their rights to dispute or challenge the validity, perfection, or\n immunity from avoidance of any lien purported to be granted or perfected in any specific\n asset of a secured creditor listed on Schedule D of any Debtor. Moreover, although the\n Debtors have scheduled Claims of various creditors as secured Claims, the Debtors reserve\n all of their rights to dispute or challenge the secured nature of any such creditor\u2019s Claim or\n the characterization of the structure of any such transaction or any document or instrument\n related to such creditor\u2019s Claim. Further, while the Debtors have included the results of\n Uniform Commercial Code searches, the listing of such results is not, nor shall it be deemed,\n an admission as to the validity of any such lien. The descriptions provided in Schedule D\n are solely intended to be a summary and not an admission of liability. The Debtors made\n reasonable, good faith efforts to include all known liens on Schedule D but may have\n inadvertently omitted to include an existing lien because of, among other things, the\n possibility that a lien may have been imposed after the Uniform Commercial Code searches\n were performed or a vendor may not have filed the requisite perfection documentation.\n\n Except as specifically stated on Schedule D, real property lessors, utility companies, and\n other parties that may hold security deposits have not been listed on Schedule D. The Debtors\n reserve their rights to amend Schedule D to the extent that the Debtors determine that any\n Claims associated with such agreements should be reported on Schedule D.\n\n Moreover, the Debtors have not included on Schedule D parties that may believe their Claims\n are secured through setoff rights or inchoate statutory lien rights.\n\n\n\n 9\n\fCase 25-40982 Doc 9 Filed 04/28/25 Entered 04/28/25 19:14:35 Main Document\n Pg 10 of 34\n\n\n Schedule E/F - Creditors Who Have Unsecured Claims. The Debtors have not listed on\n Schedule E any wage or wage-related obligations which the Debtors have been granted\n authority to pay pursuant to the Final Order (I) Authorizing the Debtors to (A) Pay Certain\n Prepetition Employee Wages and Benefits and (B) Continue Employee Benefits Programs\n and Pay Related Obligations and (II) Granting Related Relief [Docket No. 304]. The\n Debtors believe that all such Claims have been or will be satisfied in the ordinary course\n during these chapter 11 cases pursuant to the authority granted in the relevant order.\n\n The Debtors have not listed on Schedule E any tax related obligations, except for open tax\n audits, which the Debtors have been granted authority to pay pursuant to the Final Order\n (I) Authorizing the Payment of Certain Taxes and Fees, and (II) Granting Related Relief\n [Docket No. 303]. The Debtors believe that all such Claims have been or will be satisfied in\n the ordinary course during these chapter 11 cases pursuant to the authority granted in the\n relevant order.\n\n The Debtors have used reasonable efforts to report all general unsecured Claims against the\n Debtors on Schedule E/F based upon the Debtors\u2019 existing books and records as of the\n Petition Date; however, inadvertent errors or omissions may have occurred. The Claims\n listed on Schedule E/F arose or were incurred on various dates. In certain instances, the date\n on which a Claim arose is an open issue of fact. In addition, the Claims of individual\n creditors for, among other things, goods or services are listed as either the lower of the\n amounts invoiced by such creditor or the amounts entered on the Debtors\u2019 books and records\n and may not reflect credits, rebates, or allowances due from such creditors to the applicable\n Debtors. The Claims and amounts listed in respect of certain trade payables may reflect\n payments by the Debtors pursuant to applicable \u201cfirst day\u201d orders and amounts to be paid\n later pursuant to \u201csecond day\u201d orders. Certain Debtors may pay additional Claims listed on\n Schedule E/F during these chapter 11 cases pursuant to these and other orders of the\n Bankruptcy Court and reserve all of their rights to update Schedule E/F to reflect such\n payments. In addition, certain Claims listed on Schedule E/F may be entitled to priority\n under section 503(b)(9) of the Bankruptcy Code.\n\n Schedule E/F also contains information regarding pending litigation involving the Debtors.\n The dollar amount of potential Claims associated with any such pending litigation is listed\n as \u201cundetermined\u201d and marked as contingent, unliquidated, and disputed in the Schedules\n and Statements. Some of the litigation Claims listed on Schedule E/F may be subject to\n subordination pursuant to section 510 of the Bankruptcy Code. Schedule E/F also includes\n potential or threatened legal disputes that are not formally recognized by an administrative,\n judicial, or other adjudicative forum due to certain procedural conditions that counterparties\n have yet to satisfy.\n\n Schedule G \u2013 Executory Contracts and Unexpired Leases. While every effort has been\n made to ensure the accuracy of Schedule G, inadvertent errors or omissions may have\n occurred. Each lease and contract listed in Schedule G may include one or more ancillary\n documents, including any underlying assignment and assumption agreements, amendments,\n supplements, full and partial assignments, renewals and partial releases. Certain of the leases\n and contracts listed on Schedule G may contain certain renewal options, guarantees of\n payment, options to purchase, rights of first refusal, and other miscellaneous rights. Such\n\n\n 10\n\fCase 25-40982 Doc 9 Filed 04/28/25 Entered 04/28/25 19:14:35 Main Document\n Pg 11 of 34\n\n\n rights, powers, duties, and obligations are not set forth on Schedule G. In addition, the\n Debtors may have entered into various other types of agreements in the ordinary course of\n business, such as financing agreements, subordination, non-disturbance agreements,\n supplemental agreements, amendments/letter agreements, title agreements, and\n confidentiality agreements. Such documents may not be set forth on Schedule G. Certain\n of the contracts, agreements, and leases listed on Schedule G may have been entered into by\n more than one of the Debtors. Further, the specific Debtor obligor to certain of the executory\n contracts could not be specifically ascertained in every circumstance. In some cases, the\n same supplier or provider appears multiple times in Schedule G. This multiple listing is to\n reflect distinct agreements between the applicable Debtor and such supplier or provider. In\n such cases, the Debtors made their best efforts to determine the correct Debtor\u2019s schedule on\n which to list such executory contracts or unexpired leases. Certain of the executory contracts\n may not have been memorialized in writing and could be subject to dispute.\n\n The Debtors reserve all of their rights to dispute the validity, status, or enforceability of any\n contracts, agreements, or leases set forth in Schedule G and to amend or supplement such\n Schedule as necessary. Inclusion or exclusion of any agreement on Schedule G does not\n constitute an admission that such agreement is an executory contract or unexpired lease, and\n the Debtors reserve all rights in that regard, including, that any agreement is not executory,\n has expired pursuant to its terms, or was terminated prepetition.\n\n Schedule H \u2013 Codebtors. The Debtors have not identified any claims that are liable by\n multiple co-Debtors. Although the Debtors have made every effort to ensure the accuracy\n of Schedule H, inadvertent omissions may have occurred. The Debtors hereby reserve all\n rights to further amend or supplement such Schedule as necessary.\n\n The Debtors further reserve all rights, claims, and causes of action with respect to the\n obligations listed on Schedule H, including the right to dispute or challenge the\n characterization or the structure of any transaction, document, or instrument related to a\n creditor\u2019s claim. The listing of a contract, guarantee, or other obligation on Schedule H shall\n not be deemed an admission that such obligation is binding, valid, or enforceable.\n\n In the ordinary course of their business, the Debtors have been involved in pending or\n threatened litigation and claims arising out of the conduct of their business. These matters\n may involve multiple plaintiffs and defendants, some or all of whom may assert cross-claims\n and counterclaims against other parties. Because such litigation is listed elsewhere in the\n Statements and Schedules, they have not been set forth individually on Schedule H.\n\n General Disclosures Applicable to Statements\n\n Questions 1 and 2. The Debtors\u2019 responses to Questions 1 and 2 are presented in accordance\n with the Debtors\u2019 books and records. Certain revenue for these periods includes amounts\n attributable to the Variable Interest Entities.\n\n Question 3. For certain creditors receiving payment, the Debtors maintain multiple\n addresses for such vendor. Efforts have been made to attribute the correct address, however,\n in certain instances, alternate addresses may be applicable for a party listed in response to\n\n\n\n 11\n\fCase 25-40982 Doc 9 Filed 04/28/25 Entered 04/28/25 19:14:35 Main Document\n Pg 12 of 34\n\n\n Question 3. Information regarding payments to bankruptcy professionals and insiders are\n listed on Questions 4 and 11 and therefore excluded from Question 3.\n\n Question 4. Individual payments to insiders, directors, and executive officers of the Debtors\n are reflected in the Debtors\u2019 responses to Question 4, as applicable. The listing of any entity\n as an insider does not constitute an admission or a final determination that any such entity is\n or is not an insider. The information reported on Question 4 is representative of the total\n payments made to such parties on behalf of the Debtor entities during the year prior to the\n Petition Date. For the avoidance of doubt, the information reported on Question 4 may\n include payments to individuals who may have been insiders at the time of payment but are\n no longer employed in such capacity by a Debtor.\n\n Question 7. The Debtors reserve all of their rights and defenses with respect to any and all\n listed lawsuits, administrative, and arbitral proceedings. The listing of any such suits and\n proceedings shall not constitute an admission by the Debtors of any liabilities, the validity\n of any action, the availability of insurance coverage, or the amount or treatment of any\n claims, defenses, counterclaims, or cross-claims or the amount or treatment of any potential\n claim resulting from any current or future actions and proceedings, or that the actions or\n proceedings were correctly filed against the Debtors or any affiliates of the Debtors. For the\n avoidance of doubt, the Debtors preserve all defenses with respect to any listed actions and\n proceedings, including their rights to assert that a Debtor is not an appropriate party to such\n actions or proceedings. The Debtors have generally excluded internal grievance claims to\n protect the privacy interests of the grieving party and because the majority of such claims\n generally will not result in actual litigation.\n\n Question 11. All payments for services of any entities that provided consultation concerning\n debt restructuring services, relief under the Bankruptcy Code, or preparation of a petition in\n bankruptcy within one year immediately preceding the Petition Date are listed on each\n Debtor\u2019s respective Statements, as applicable. The Debtors have endeavored to list only\n payments made for debt restructuring services, however, in some instances, these balances\n may include payments for services not related to restructuring or bankruptcy matters.\n Additional information regarding the Debtors\u2019 retention of professionals is more fully\n described in the individual retention applications for those professionals.\n\n Question 13. While the Debtors have made reasonable efforts to respond comprehensively\n to Question 13, certain de minimis asset sales and transfers may be omitted unintentionally.\n In addition, the Debtors regularly sell certain non-core assets, including inventory, in the\n ordinary course of business. Accordingly, such dispositions made in the ordinary course of\n business have not been reflected in Question 13.\n\n Question 16. The Debtors collect a limited amount of information about customers and their\n representatives. Examples of the types of information collected by the Debtors include,\n among other things, full names, dates of birth, mailing addresses, IP addresses, cookies,\n pixels, genetic data and interpretations, medical history and demographic results, and\n wearable data and laboratory results.\n\n\n\n\n 12\n\fCase 25-40982 Doc 9 Filed 04/28/25 Entered 04/28/25 19:14:35 Main Document\n Pg 13 of 34\n\n\n Question 26d. In the ordinary course of business, the Debtors provide financial statements\n to certain parties, such as financial institutions, investment banks, auditors, potential\n investors, vendors and financial advisors. The Debtors do not maintain complete lists to\n track such disclosures, and as such, the Debtors have not provided a listing of these parties\n in response to this question.\n\n\n\n\n 13\n\f Case 25-40982 Doc 9 Filed 04/28/25 Entered 04/28/25 19:14:35 Main Document\n Pg 14 of 34\n Fill in this information to identify the case:\n\n Debtor name LPharm CS LLC\n\n United States Bankruptcy Court for the: Eastern District of Missouri\n\n\n Case number (If known): 25-40982 (BCW)\n \u00a8 Check if this is an\n amended filing\n\n\n\n\nOfficial Form 206Sum\nSummary of Assets and Liabilities for Non-Individuals 12/15\n\n\nPart 1: Summary of Assets\n\n\n 1. Schedule A/B: Assets-Real and Personal Property (Official Form 206A/B)\n\n 1a. Real property:\n Copy line 88 from Schedule A/B ................................................................................................................................\n $ 0.00\n\n\n 1b. Total personal property:\n $ Undetermined\n Copy line 91A from Schedule A/B ..............................................................................................................................\n\n 1c. Total of all property:\n $ Undetermined\n Copy line 92 from Schedule A/B ................................................................................................................................\n\n\n\n\nPart 2: Summary of Liabilities\n\n\n\n\n 2. Schedule D: Creditors Who Have Claims Secured by Property (Official Form 206D)\n $ 0.00\n Copy the total dollar amount listed in Column A, Amount of claim, from line 3 of Schedule D ..........................................\n\n\n 3. Schedule E/F: Creditors Who Have Unsecured Claims (Official Form 206E/F)\n\n 3a. Total claim amounts of priority unsecured claims:\n $ 0.00\n Copy the total claims from Part 1 from line 5a of Schedule E/F .................................................................................\n\n 3b. Total amount of claims of nonpriority amount of unsecured claims:\n + $ 0.00\n Copy the total of the amount of claims from Part 2 from line 5b of Schedule E/F .......................................................\n\n\n\n\n 4. Total liabilities ...............................................................................................................................................................\n $ 0.00\n Lines 2 + 3a + 3b\n\n\n\n\n *Plus Undetermined Amounts\n\n Official Form 206Sum Summary of Assets and Liabilities for Non-Individuals page 1\n\f Case 25-40982 Doc 9\n Filed 04/28/25 Entered 04/28/25 19:14:35 Main Document\n Fill in this information to identify the case: Pg 15 of 34\n\n Debtor name LPharm CS LLC\n\n\n United States Bankruptcy Court for the: Eastern District of Missouri\n \u00a8 Check if this is an\n Case number (If known) 25-40982 (BCW) amended filing\n\n\n\n Official Form 206A/B\n Schedule A/B: Assets - Real and Personal Property 12/15\n\n Disclose all property, real and personal, which the debtor owns or in which the debtor has any other legal, equitable, or future interest. Include all property in\n which the debtor holds rights and powers exercisable for the debtor 's own benefit. Also include assets and properties which have no book value, such as fully\n depreciated assets or assets that were not capitalized. In Schedule A/B, list any executory contracts or unexpired leases. Also list them on Schedule G:\n Executory Contracts and Unexpired Leases (Official Form 206G).\n\n Be as complete and accurate as possible. If more space is needed, attach a separate sheet to this form. At the top of any pages added, write the debtor\u2019s\n name and case number (if known). Also identify the form and line number to which the additional information applies. If an additional sheet is attached,\n include the amounts from the attachment in the total for the pertinent part.\n\n For Part 1 through Part 11, list each asset under the appropriate category or attach separate supporting schedules, such as a fixed asset schedule or\n depreciation schedule, that gives the details for each asset in a particular category. List each asset only once. In valuing the debtor\u2019s interest, do not deduct\n the value of secured claims. See the instructions to understand the terms used in this form.\n\n Part 1: Cash and cash equivalents\n\n 1. Does the debtor have any cash or cash equivalents?\n\n \u00fe No. Go to Part 2.\n \u00a8 Yes. Fill in the information below.\n\n Current value of debtor's\n All cash or cash equivalents owned or controlled by the debtor\n interest\n\n 2. Cash on hand $\n\n 3. Checking, savings, money market, or financial brokerage accounts (Identify all)\n\n Name of institution (bank or brokerage firm) Type of account Last 4 digits of account number\n\n 3.1 $\n\n 3.2 $\n\n\n 4. Other cash equivalents (Identify all)\n\n 4.1 $\n\n 4.2 $\n\n\n 5. Total of Part 1\n $ 0.00\n Add lines 2 through 4 (including amounts on any additional sheets). Copy the total to line 80.\n\n\n Part 2: Deposits and prepayments\n\n 6. Does the debtor have any deposits or prepayments?\n\n \u00fe No.Go to Part 3.\n Current value of debtor's\n \u00a8 Yes. Fill in the information below. interest\n 7. Deposits, including security deposits and utility deposits\n\n Description, including name of holder of deposit\n\n 7.1 $\n 7.2 $\n\n\n\nOfficial Form 206A/B Schedule A/B: Assets - Real and Personal Property Page 1\n\fDebtor LPharm CS LLC\n Case 25-40982 Doc 9 Case number (If known)\n Filed 04/28/25 Entered 04/28/25 19:14:35 Main25-40982 (BCW)\n Document\n Name\n Pg 16 of 34\n 8. Prepayments, including prepayments on executory contracts, leases, insurance, taxes, and rent\n\n Description, including name of holder of prepayment\n\n 8.1 $\n\n 8.2 $\n\n 9. Total of Part 2.\n $ 0.00\n Add lines 7 through 8. Copy the total to line 81.\n\n\n Part 3: Accounts receivable\n\n 10. Does the debtor have any accounts receivable?\n\n \u00fe No. Go to Part 4.\n \u00a8 Yes. Fill in the information below.\n Current value of debtor's\n interest\n 11. Accounts receivable\n\n 11a. 90 days old or less: = ...... $\n face amount doubtful or uncollectible accounts\n\n 11b. Over 90 days old: = ...... $\n face amount doubtful or uncollectible accounts\n\n 12. Total of Part 3\n $ 0.00\n Current value on lines 11a + 11b = line 12. Copy the total to line 82.\n\n\n Part 4: Investments\n\n 13. Does the debtor own any investments?\n\n \u00a8 No. Go to Part 5.\n \u00fe Yes. Fill in the information below. Valuation method Current value of debtor's\n used for current value interest\n\n 14. Mutual funds or publicly traded stocks not included in Part 1\n Name of fund or stock:\n 14.1 None $ 0.00\n\n 14.2 $\n\n\n 15. Non-publicly traded stock and interests in incorporated and unincorporated businesses,\n including any interest in an LLC, partnership, or joint venture\n Name of entity: % of ownership:\n 15.1 See Attached Rider % $ Undetermined\n\n 15.2 % $\n\n\n\n 16. Government bonds, corporate bonds, and other negotiable and non-negotiable\n instruments not included in Part 1\n\n Describe:\n 16.1 None $ 0.00\n\n 16.2 $\n\n\n\n 17. Total of Part 4 $ Undetermined\n Add lines 14 through 16. Copy the total to line 83.\n\n\n*Plus Undetermined Amounts\n\nOfficial Form 206A/B Schedule A/B: Assets - Real and Personal Property Page 2\n\fDebtor LPharm CS LLC\n Case 25-40982 Doc 9 Case number (If known)\n Filed 04/28/25 Entered 04/28/25 19:14:35 Main25-40982 (BCW)\n Document\n Name\n Pg 17 of 34\n Part 5: Inventory, excluding agriculture assets\n\n 18. Does the debtor own any inventory (excluding agriculture assets)?\n\n \u00fe No. Go to Part 6.\n \u00a8 Yes. Fill in the information below.\n General Description Date of the last Net book value of Valuation method Current value of\n physical inventory debtor's interest used for current debtor's interest\n (Where available) value\n\n 19. Raw materials\n $ $\n MM / DD / YYYY\n 20. Work in progress\n $ $\n MM / DD / YYYY\n 21. Finished goods, including goods held for resale\n $ $\n MM / DD / YYYY\n 22. Other inventory or supplies\n\n $ $\n MM / DD / YYYY\n\n 23. Total of Part 5.\n $ 0.00\n Add lines 19 through 22. Copy the total to line 84.\n\n 24. Is any of the property listed in Part 5 perishable?\n \u00a8 No\n \u00a8 Yes\n\n 25. Has any of the property listed in Part 5 been purchased within 20 days before the bankruptcy was filed ?\n\n \u00a8 No\n \u00a8 Yes. Book value $ Valuation method Current value $\n\n 26. Has any of the property listed in Part 5 been appraised by a professional within the last year ?\n\n \u00a8 No\n \u00a8 Yes\n\n Part 6: Farming and fishing-related assets (other than titled motor vehicles and land)\n\n 27. Does the debtor own or lease any farming and fishing-related assets (other than titled motor vehicles and land)?\n \u00fe No. Go to Part 7.\n \u00a8 Yes. Fill in the information below.\n\n General Description Net book value of Valuation method Current value of debtor's\n debtor's interest used for current interest\n (Where available) value\n\n 28. Crops-either planted or harvested\n $ $\n\n 29. Farm animals Examples: Livestock, poultry, farm-raised fish\n $ $\n\n 30. Farm machinery and equipment (Other than titled motor vehicles)\n $ $\n\n 31. Farm and fishing supplies, chemicals, and feed\n $ $\n\n 32. Other farming and fishing-related property not already listed in Part 6\n $ $\n\n\n\nOfficial Form 206A/B Schedule A/B: Assets - Real and Personal Property Page 3\n\fDebtor Case 25-40982\n LPharm CS LLC Doc 9 Filed 04/28/25 Entered 04/28/25 19:14:35 Main25-40982\n Case number (If known) Document\n (BCW)\n Name\n Pg 18 of 34\n 33. Total of Part 6.\n $ 0.00\n Add lines 28 through 32. Copy the total to line 85.\n\n 34. Is the debtor a member of an agricultural cooperative?\n\n \u00a8 No\n \u00a8 Yes. Is any of the debtor\u2019s property stored at the cooperative?\n\n \u00a8 No\n \u00a8 Yes\n\n 35. Has any of the property listed in Part 6 been purchased within 20 days before the bankruptcy was filed?\n\n \u00a8 No\n \u00a8 Yes. Book value $ Valuation method Current value $\n\n 36. Is a depreciation schedule available for any of the property listed in Part 6?\n\n \u00a8 No\n \u00a8 Yes\n\n 37. Has any of the property listed in Part 6 been appraised by a professional within the last year ?\n\n \u00a8 No\n \u00a8 Yes\n\n Part 7: Office furniture, fixtures, and equipment; and collectibles\n\n 38 Does the debtor own or lease any office furniture, fixtures, equipment, or collectibles?\n\n \u00fe No. Go to Part 8.\n \u00a8 Yes. Fill in the information below.\n\n General Description Net book value of Valuation method Current value of debtor's\n debtor's interest used for current interest\n (Where available) value\n\n 39. Office furniture\n $ $\n\n 40. Office fixtures\n $ $\n\n 41. Office equipment, including all computer equipment and\n communication systems equipment and software\n $ $\n\n 42. Collectibles Examples: Antiques and figurines; paintings, prints, or other\n artwork; books, pictures, or other art objects; china and crystal; stamp, coin,\n or baseball card collections; other collections, memorabilia, or collectibles\n 42.1 $ $\n 42.2 $ $\n 42.3 $ $\n\n 43. Total of Part 7.\n $ 0.00\n Add lines 39 through 42. Copy the total to line 86.\n\n 44. Is a depreciation schedule available for any of the property listed in Part 7?\n\n \u00a8 No\n \u00a8 Yes\n\n 45. Has any of the property listed in Part 7 been appraised by a professional within the last year ?\n\n \u00a8 No\n \u00a8 Yes\n\n\n\nOfficial Form 206A/B Schedule A/B: Assets - Real and Personal Property Page 4\n\f Case 25-40982 Doc 9 Filed 04/28/25 Entered 04/28/25 19:14:35 Main Document\nDebtor LPharm CS LLC Case number (If known) 25-40982 (BCW)\n Name\n Pg 19 of 34\n\n Part 8: Machinery, equipment, and vehicles\n\n 46. Does the debtor own or lease any machinery, equipment, or vehicles?\n\n \u00fe No. Go to Part 9.\n \u00a8 Yes. Fill in the information below.\n General Description Net book value of Valuation method Current value of debtor's\n Include year, make, model, and identification numbers ( i.e., VIN, debtor's interest used for current interest\n HIN, or N-number) (Where available) value\n\n\n 47. Automobiles, vans, trucks, motorcycles, trailers, and titled farm vehicles\n\n 47.1 $ $\n 47.2 $ $\n 47.3 $ $\n 47.4 $ $\n\n\n 48. Watercraft, trailers, motors, and related accessories Examples: Boats,\n trailers, motors, floating homes, personal watercraft, and fishing vessels\n\n 48.1 $ $\n 48.2 $ $\n\n\n 49. Aircraft and accessories\n 49.1 $ $\n 49.2 $ $\n\n\n 50. Other machinery, fixtures, and equipment (excluding farm\n machinery and equipment)\n\n $ $\n\n\n\n 51. Total of Part 8.\n $ 0.00\n Add lines 47 through 50. Copy the total to line 87.\n\n\n 52. Is a depreciation schedule available for any of the property listed in Part 8?\n \u00a8 No\n \u00a8 Yes\n\n\n 53. Has any of the property listed in Part 8 been appraised by a professional within the last year?\n\n \u00a8 No\n \u00a8 Yes\n\n\n\n\nOfficial Form 206A/B Schedule A/B: Assets - Real and Personal Property Page 5\n\fDebtor Case 25-40982\n LPharm CS LLC Doc 9 Filed 04/28/25 Entered 04/28/25 19:14:35 Main25-40982\n Case number (If known) Document\n (BCW)\n Name\n Pg 20 of 34\n Part 9: Real property\n\n 54. Does the debtor own or lease any real property?\n\n \u00fe No. Go to Part 10.\n \u00a8 Yes. Fill in the information below.\n 55. Any building, other improved real estate, or land which the debtor owns or in which the debtor has an interest\n Description and location of property Nature and extent Net book value of Valuation method Current value of\n Include street address or other description such as of debtor\u2019s interest debtor's interest used for current debtor's interest\n Assessor Parcel Number (APN), and type of property in property (Where available) value\n (for example, acreage, factory, warehouse, apartment\n or office building), if available.\n\n\n 55.1 $ $\n 55.2 $ $\n 55.3 $ $\n 55.4 $ $\n 55.5 $ $\n 55.6 $ $\n\n 56. Total of Part 9.\n $ 0.00\n Add the current value on lines 55.1 through 55.6 and entries from any additional sheets. Copy the total to line 88.\n 57. Is a depreciation schedule available for any of the property listed in Part 9?\n\n \u00a8 No\n \u00a8 Yes\n 58. Has any of the property listed in Part 9 been appraised by a professional within the last year ?\n\n \u00a8 No\n \u00a8 Yes\nPart 10: Intangibles and intellectual property\n\n 59. Does the debtor have any interests in intangibles or intellectual property?\n \u00fe No. Go to Part 11.\n \u00a8 Yes. Fill in the information below.\n\n General Description Net book value of Valuation method Current value of debtor's\n debtor's interest used for current interest\n (Where available) value\n\n 60. Patents, copyrights, trademarks, and trade secrets\n $ $\n\n 61. Internet domain names and websites\n $ $\n\n 62. Licenses, franchises, and royalties\n $ $\n\n 63. Customer lists, mailing lists, or other compilations\n $ $\n\n 64. Other intangibles, or intellectual property\n $ $\n\n 65. Goodwill\n $ $\n\n 66. Total of Part 10.\n $ 0.00\n Add lines 60 through 65. Copy the total to line 89.\n\n\n\nOfficial Form 206A/B Schedule A/B: Assets - Real and Personal Property Page 6\n\fDebtor LPharm CS LLC\n Case 25-40982 Doc 9 Case number (If known)\n Filed 04/28/25 Entered 04/28/25 19:14:35 Main25-40982 (BCW)\n Document\n Name\n Pg 21 of 34\n 67. Do your lists or records include personally identifiable information of customers (as defined in 11 U.S.C. \u00a7\u00a7 101(41A) and 107)?\n \u00a8 No\n \u00a8 Yes\n 68. Is there an amortization or other similar schedule available for any of the property listed in Part 10 ?\n \u00a8 No\n \u00a8 Yes\n 69. Has any of the property listed in Part 10 been appraised by a professional within the last year ?\n \u00a8 No\n \u00a8 Yes\nPart 11: All other assets\n\n 70. Does the debtor own any other assets that have not yet been reported on this form?\n Include all interests in executory contracts and unexpired leases not previously reported on this form.\n\n \u00a8 No. Go to Part 12.\n \u00fe Yes. Fill in the information below. Current value of\n debtor's interest\n 71. Notes receivable\n Description (include name of obligor)\n None = $ 0.00\n Total Face Amount Doubtful or uncollectible Amount\n\n 72. Tax refunds and unused net operating losses (NOLs)\n Description (for example, federal, state, local)\n None Tax Year $ 0.00\n Tax Year $\n Tax Year $\n\n 73. Interests in insurance policies or annuities\n See Attached Rider $ Undetermined\n\n 74. Causes of action against third parties (whether or not a lawsuit\n has been filed)\n None $ 0.00\n\n Nature of Claim\n Amount Requested $\n\n 75. Other contingent and unliquidated claims or causes of action of\n every nature, including counterclaims of the debtor and rights to\n set off claims\n None $ 0.00\n\n Nature of Claim\n Amount Requested $\n\n 76. Trusts, equitable or future interests in property\n None $ 0.00\n\n 77. Other property of any kind not already listed Examples: Season tickets,\n country club membership\n None $ 0.00\n $\n\n 78. Total of Part 11.\n $ Undetermined\n Add lines 71 through 77. Copy the total to line 90.\n\n 79. Has any of the property listed in Part 11 been appraised by a professional within the last year ?\n \u00fe No\n \u00a8 Yes\n *Plus Undetermined Amounts\n\n\nOfficial Form 206A/B Schedule A/B: Assets - Real and Personal Property Page 7\n\f Case 25-40982 Doc 9 Filed 04/28/25 Entered 04/28/25 19:14:35 Main Document\nDebtor LPharm CS LLC Case number (If known) 25-40982 (BCW)\n Pg 22 of 34\n Name\n\n\n\n Part 12: Summary\n\n In Part 12 copy all of the totals from the earlier parts of the form.\n\n\n Current value of Current value\n Type of Property\n personal property of real property\n\n\n 80. Cash, cash equivalents, and financial assets. Copy line 5, Part 1. $ 0.00\n\n 81. Deposits and prepayments. Copy line 9, Part 2. $ 0.00\n\n 82. Accounts receivable. Copy line 12, Part 3. $ 0.00\n\n 83. Investments. Copy line 17, Part 4. $ Undetermined\n\n 84. Inventory. Copy line 23, Part 5. $ 0.00\n\n 85. Farming and fishing-related assets. Copy line 33, Part 6. $ 0.00\n\n 86. Office furniture, fixtures, and equipment; and collectibles. $ 0.00\n Copy line 43, Part 7.\n 87. Machinery, equipment, and vehicles. Copy line 51, Part 8. $ 0.00\n\n 88. Real property. Copy line 56, Part 9. . ............................................................................... $0.00\n\n 89. Intangibles and intellectual property. Copy line 66, Part 10. $ 0.00\n\n 90. All other assets. Copy line 78, Part 11. $ Undetermined\n\n 91. Total. Add lines 80 through 90 for each column..............................91a. $ Undetermined + 91b. $0.00\n\n\n\n\n 92. Total of all property on Schedule A/B. Lines 91a + 91b = 92................................................................................................ $ Undetermined\n\n\n\n *Plus Undetermined Amounts\n\n\n\n\nOfficial Form 206A/B Schedule A/B: Assets - Real and Personal Property Page 8\n\f Case 25-40982 Doc 9 Filed 04/28/25 Entered 04/28/25 19:14:35 Main Document\n Debtor Name: LPharm CS LLC Pg 23 of 34 Case Number: 25-40982 (BCW)\n\n Assets - Real and Personal Property\n\n\nPart 4, Question 15: Non-publicly traded stock interests in incorporated and unincorporated businesses, including any interest in an LLC, partnership, or joint venture.\n\n\n\n Non-publicly traded stock and interests in incorporated and % of Valuation method Current value of debtor's\n unincorporated businesses, including any interest in an LLC, Ownership used for current value interest\n partnership, or joint venture (Name of entity:)\n LPRXONE LLC 100% NET BOOK VALUE Undetermined\n\n\n\n TOTAL $0.00\n + Undetermined Amounts\n\n\n\n\n Page 1 of 1\n\f Case 25-40982 Doc 9 Filed 04/28/25 Entered 04/28/25 19:14:35 Main Document\nDebtor Name: LPharm CS LLC Pg 24 of 34 Case Number: 25-40982 (BCW)\n\n Assets - Real and Personal Property\n\n Part 11, Question 73: Interests in insurance policies or annuities\n\n\n\nInterests in insurance policies or annuities Policy Type Policy Number Current value of debtor's\n(Description) interest\nALLIED WORLD SPECIALTY INSURANCE D&O EXCESS - PUBLIC 03138799 Undetermined\nCOMPANY\n\nALLIED WORLD SPECIALTY INSURANCE D&O EXCESS SIDE A DIC - 03129255 Undetermined\nCOMPANY PUBLIC\n\nARCH SPECIALTY INSURANCE COMPANY E&O/CYBER LIABILITY - EXCESS C4LPE044020CYBER2024 Undetermined\n\n\nAXIS INSURANCE COMPANY D&O EXCESS SIDE A DIC - P00100052287303 Undetermined\n PUBLIC\n\nBEAZLEY INSURANCE COMPANY CRIME V32364240301 Undetermined\n\n\nBERKLEY INSURANCE COMPANY D&O EXCESS - PUBLIC BPRO8094901 Undetermined\n\n\nBERKLEY INSURANCE COMPANY D&O INDEPENDENT DIRECTORS BPRO8121721 Undetermined\n - PUBLIC\n\nCONTINENTAL CASUALTY COMPANY D&O EXCESS - PUBLIC 652347042 Undetermined\n\n\nCONTINENTAL CASUALTY COMPANY EMPLOYMENT PRACTICES 652522230 Undetermined\n LIABILITY\n\nENDURANCE ASSURANCE CORPORATION D&O EXCESS SIDE A DIC - ADL30007968302 Undetermined\n(SOMPO) PUBLIC\n\nFEDERAL INSURANCE COMPANY AUTO - COMMERCIAL 73602283 Undetermined\n\n\nFEDERAL INSURANCE COMPANY FIDUCIARY LIABILITY J06016091 Undetermined\n\n\nFEDERAL INSURANCE COMPANY PACKAGE - COMMERCIAL 36053971 Undetermined\n\n\nFEDERAL INSURANCE COMPANY PRODUCTS LIABILITY - EXCESS 93643559 Undetermined\n\n\nFEDERAL INSURANCE COMPANY UMBRELLA - COMMERCIAL 78186788 Undetermined\n\n\nHOMELAND INSURANCE COMPANY OF NEW CYBER LIABILITY - EXCESS 7200019130000 Undetermined\nYORK\n\nHOUSTON CASUALTY COMPANY E&O/CYBER LIABILITY - EXCESS 14MG24A16424 Undetermined\n\n\nHUDSON INSURANCE COMPANY D&O EXCESS - PUBLIC HN03037601061623 Undetermined\n\n\nLLOYDS OF LONDON E&O/CYBER LIABILITY B1510CY2400013 Undetermined\n\n\nLLOYDS OF LONDON E&O/CYBER LIABILITY - EXCESS TCIAX24HH86 Undetermined\n\n\nLLOYDS OF LONDON E&O/CYBER LIABILITY - EXCESS B1510CY2400014 Undetermined\n\n\nNATIONAL UNION FIRE INS CO PITTSBURGH, D&O - PUBLIC 011735605 Undetermined\nPA\n\nOLD REPUBLIC INSURANCE COMPANY D&O EXCESS SIDE A DIC - ORPRO12105085 Undetermined\n PUBLIC\n\nTWIN CITY FIRE INSURANCE COMPANY D&O INDEPENDENT DIRECTORS 57DA070093624 Undetermined\n - PUBLIC\n\n Page 1 of 2\n\f Case 25-40982 Doc 9 Filed 04/28/25 Entered 04/28/25 19:14:35 Main Document\nDebtor Name: LPharm CS LLC Pg 25 of 34 Case Number: 25-40982 (BCW)\n\n Assets - Real and Personal Property\n\n Part 11, Question 73: Interests in insurance policies or annuities\n\n\n\nInterests in insurance policies or annuities Policy Type Policy Number Current value of debtor's\n(Description) interest\nXL SPECIALTY INSURANCE COMPANY D&O EXCESS - PUBLIC ELU19060223 Undetermined\n\n\nXL SPECIALTY INSURANCE COMPANY D&O INDEPENDENT DIRECTORS ELU20062124 Undetermined\n - PUBLIC\n\n TOTAL $0.00\n + Undetermined Amounts\n\n\n\n\n Page 2 of 2\n\fFill in this information\n Case to identify\n 25-40982 Docthe\n 9 case:\n Filed 04/28/25 Entered 04/28/25 19:14:35 Main Document\n Pg 26 of 34\nDebtor name LPharm CS LLC\n\nUnited States Bankruptcy Court for the: Eastern District of Missouri \u00a8 Check if this is an\n amended filing\nCase number (If known): 25-40982 (BCW)\n\n\nOfficial Form 206D\nSchedule D: Creditors Who Have Claims Secured by Property 12/15\nBe as complete and accurate as possible.\n1. Do any creditors have claims secured by debtor's property?\n \u00fe No. Check this box and submit page 1 of this form to the court with debtor\u2019s other schedules. Debtor has nothing else to report on this form.\n \u00a8 Yes. Fill in all of the information below.\nPart 1: List Creditors Who Have Secured Claims\n Column A Column B\n 2. List in alphabetical order all creditors who have secured claims. If a creditor has more than one Amount of Claim Value of collateral\n secured claim, list the creditor separately for each claim. Do not deduct the value that supports this\n of collateral. claim\n Creditor's name Describe debtor\u2019s property that is subject to a lien\n\n $ $\n\n Creditor's mailing address\n\n\n Describe the lien\n\n\n\n Creditor's email address, if known Is the creditor an insider or related party?\n \u00a8 No\n \u00a8 Yes\n Date debt was incurred\n Is anyone else liable on this claim?\n Last 4 digits of account \u00a8 No\n number\n \u00a8 Yes. Fill out Schedule H: Codebtors (Official Form 206H).\n Do multiple creditors have an interest in the\n same property? As of the petition filing date, the claim is:\n Check all that apply.\n \u00a8 No\n \u00a8 Yes. Specify each creditor, including this \u00a8 Contingent\n creditor, and its relative priority. \u00a8 Unliquidated\n \u00a8 Disputed\n Creditor's name Describe debtor\u2019s property that is subject to a lien\n\n $ $\n Creditor's mailing address\n\n\n Describe the lien\n\n\n\n Creditor's email address, if known Is the creditor an insider or related party?\n \u00a8 No\n \u00a8 Yes\n Date debt was incurred\n Is anyone else liable on this claim?\n Last 4 digits of account \u00a8 No\n number\n \u00a8 Yes. Fill out Schedule H: Codebtors (Official Form 206H).\n Do multiple creditors have an interest in the\n same property? As of the petition filing date, the claim is:\n Check all that apply.\n \u00a8 No\n \u00a8 Yes. Have you already specified the relative \u00a8 Contingent\n priority? \u00a8 Unliquidated\n \u00a8 No. Specify each creditor, including this \u00a8 Disputed\n creditor, and its relative priority.\n\n\n\n \u00a8 Yes. The relative priority of creditors is\n specified on lines\n\n 3. Total of the dollar amounts from Part 1, Column A, including the amounts from the Additional Page, if any. $\n\n\n\n\n Official Form 206D Schedule D: Creditors Who Have Claims Secured by Property Page 1 of 2\n\f Debtor Case 25-40982\n LPharm CS LLC Doc 9 Filed 04/28/25 Entered 04/28/25\n Case number19:14:35\n (If known): Main\n 25-40982 Document\n (BCW)\n Name Pg 27 of 34\n\nPart 2: List Others to Be Notified for a Debt Already Listed in Part 1\n\nList in alphabetical order any others who must be notified for a debt already listed in Part 1. Examples of entities that may be listed are collection\nagencies, assignees of claims listed above, and attorneys for secured creditors.\n\nIf no others need to be notified for the debts listed in Part 1, do not fill out or submit this page. If additional pages are needed, copy this page.\n\n On which line in Part 1 Last 4 digits of\n Name and address did you enter the account number\n related creditor? for this entity\n\n\n Line 2.\n\n\n\n\n Line 2.\n\n\n\n\n Line 2.\n\n\n\n\n Line 2.\n\n\n\n\n Line 2.\n\n\n\n\n Line 2.\n\n\n\n\n Line 2.\n\n\n\n\n Line 2.\n\n\n\n\n Line 2.\n\n\n\n\n Line 2.\n\n\n\n\n Line 2.\n\n\n\n\n Official Form 206D Official Part 2 of Schedule D: Creditors Who Have Claims Secured by Property Page 2 of 2\n\f Case 25-40982 Doc 9 Filed 04/28/25 Entered 04/28/25 19:14:35 Main Document\n Fill in this information to identify the case: Pg 28 of 34\n Debtor LPharm CS LLC\n\n\n United States Bankruptcy Court for the: Eastern District of Missouri\n \u00a8 Check if this is an\n Case number 25-40982 (BCW) amended filing\n (If known)\n\n\n\n\n Official Form 206E/F\n Schedule E/F: Creditors Who Have Unsecured Claims 12/15\n Be as complete and accurate as possible. Use Part 1 for creditors with PRIORITY unsecured claims and Part 2 for creditors with NONPRIORITY unsecured\n claims. List the other party to any executory contracts or unexpired leases that could result in a claim. Also list executory contracts on Schedule A/B: Assets -\n Real and Personal Property (Official Form 206A/B) and on Schedule G: Executory Contracts and Unexpired Leases (Official Form 206G). Number the\n entries in Parts 1 and 2 in the boxes on the left. If more space is needed for Part 1 or Part 2, fill out and attach the Additional Page of that Part included in this\n form.\n\n\n Part 1: List All Creditors with PRIORITY Unsecured Claims\n\n 1. Do any creditors have priority unsecured claims? (See 11 U.S.C. \u00a7 507).\n \u00fe No. Go to Part 2.\n \u00a8 Yes. Go to line 2.\n\n 2. List in alphabetical order all creditors who have unsecured claims that are entitled to priority in whole or in part. If the debtor has more\n than 3 creditors with priority unsecured claims, fill out and attach the Additional Page of Part 1.\n\n Total claim Priority amount\n2.1 Priority creditor\u2019s name and mailing address As of the petition filing date, the claim is: $ $\n Check all that apply.\n \u00a8 Contingent\n \u00a8 Unliquidated\n \u00a8 Disputed\n Basis for the claim:\n Date or dates debt was incurred\n\n Last 4 digits of account\n number Is the claim subject to offset?\n SpecifyCode subsection of PRIORITY unsecured \u00a8 No\n claim: 11 U.S.C. \u00a7 507(a) () \u00a8 Yes\n2.2 Priority creditor\u2019s name and mailing address As of the petition filing date, the claim is: $ $\n Check all that apply.\n \u00a8 Contingent\n \u00a8 Unliquidated\n \u00a8 Disputed\n Basis for the claim:\n Date or dates debt was incurred\n\n Last 4 digits of account\n number Is the claim subject to offset?\n SpecifyCode subsection of PRIORITY unsecured \u00a8 No\n claim: 11 U.S.C. \u00a7 507(a) () \u00a8 Yes\n2.3 Priority creditor\u2019s name and mailing address As of the petition filing date, the claim is: $ $\n Check all that apply.\n \u00a8 Contingent\n \u00a8 Unliquidated\n \u00a8 Disputed\n Basis for the claim:\n Date or dates debt was incurred\n\n Last 4 digits of account\n number Is the claim subject to offset?\n SpecifyCode subsection of PRIORITY unsecured \u00a8 No\n claim: 11 U.S.C. \u00a7 507(a) () \u00a8 Yes\n\n\n Official Form 206E/F Schedule E/F: Creditors Who Have Unsecured Claims Page 1 of 4\n\f Debtor LPharm CS LLC Case number (If known) 25-40982 (BCW)\n Case 25-40982 Doc 9 Filed 04/28/25 Entered 04/28/25 19:14:35 Main Document\n Name\n Pg 29 of 34\n Part 2: List All Creditors with NONPRIORITY Unsecured Claims\n 3. List in alphabetical order all of the creditors with nonpriority unsecured claims. If the debtor has more than 6 creditors with nonpriority\n unsecured claims, fill out and attach the Additional Page of Part 2.\n Amount of claim\n3.1 Nonpriority creditor\u2019s name and mailing address As of the petition filing date, the claim is:\n Check all that apply. $\n \u00a8 Contingent\n \u00a8 Unliquidated\n \u00a8 Disputed\n Basis for the claim:\n\n Date or dates debt was incurred Is the claim subject to offset?\n \u00a8 No\n Last 4 digits of account number \u00a8 Yes\n3.2 Nonpriority creditor\u2019s name and mailing address As of the petition filing date, the claim is:\n Check all that apply. $\n \u00a8 Contingent\n \u00a8 Unliquidated\n \u00a8 Disputed\n Basis for the claim:\n\n Date or dates debt was incurred Is the claim subject to offset?\n \u00a8 No\n Last 4 digits of account number \u00a8 Yes\n3.3 Nonpriority creditor\u2019s name and mailing address As of the petition filing date, the claim is:\n Check all that apply. $\n \u00a8 Contingent\n \u00a8 Unliquidated\n \u00a8 Disputed\n Basis for the claim:\n\n Date or dates debt was incurred Is the claim subject to offset?\n \u00a8 No\n Last 4 digits of account number \u00a8 Yes\n3.4 Nonpriority creditor\u2019s name and mailing address As of the petition filing date, the claim is:\n Check all that apply. $\n \u00a8 Contingent\n \u00a8 Unliquidated\n \u00a8 Disputed\n Basis for the claim:\n\n Date or dates debt was incurred Is the claim subject to offset?\n \u00a8 No\n Last 4 digits of account number \u00a8 Yes\n3.5 Nonpriority creditor\u2019s name and mailing address As of the petition filing date, the claim is:\n Check all that apply. $\n \u00a8 Contingent\n \u00a8 Unliquidated\n \u00a8 Disputed\n Basis for the claim:\n\n Date or dates debt was incurred Is the claim subject to offset?\n \u00a8 No\n Last 4 digits of account number \u00a8 Yes\n3.6 Nonpriority creditor\u2019s name and mailing address As of the petition filing date, the claim is:\n Check all that apply. $\n \u00a8 Contingent\n \u00a8 Unliquidated\n \u00a8 Disputed\n Basis for the claim:\n\n Date or dates debt was incurred Is the claim subject to offset?\n \u00a8 No\n Last 4 digits of account number \u00a8 Yes\n\n\n\n\n Official Form 206E/F Schedule E/F: Creditors Who Have Unsecured Claims Page 2 of 4\n\f Debtor Case 25-40982\n LPharm CS LLC Doc 9 Filed 04/28/25 Entered 04/28/25 19:14:35\n Case number (If known): Main\n 25-40982 Document\n (BCW)\n Name Pg 30 of 34\n\nPart 3: List Others to Be Notified About Unsecured Claims\n\n4. List in alphabetical order any others who must be notified for claims listed in Parts 1 and 2. Examples of entities that may be listed are collection agencies,\n assignees of claims listed above, and attorneys for unsecured creditors.\n\n If no others need to be notified for the debts listed in Parts 1 and 2, do not fill out or submit this page. If additional pages are needed, copy the next page.\n\n\n Last 4 digits of\n Name and mailing address On which line in Part 1 or Part 2 is the\n account number, if\n related creditor (if any) listed?\n any\n\n 4.1 Line\n\n \u00a8 Not listed. Explain\n\n\n\n 4.2 Line\n\n \u00a8 Not listed. Explain\n\n\n\n 4.3 Line\n\n \u00a8 Not listed. Explain\n\n\n\n 4.4 Line\n\n \u00a8 Not listed. Explain\n\n\n\n 4.5 Line\n\n \u00a8 Not listed. Explain\n\n\n\n 4.6 Line\n\n \u00a8 Not listed. Explain\n\n\n\n 4.7 Line\n\n \u00a8 Not listed. Explain\n\n\n\n 4.8 Line\n\n \u00a8 Not listed. Explain\n\n\n\n 4.9 Line\n\n \u00a8 Not listed. Explain\n\n\n\n\n Official Form 206E/F Schedule E/F: Creditors Who Have Unsecured Claims Page 3 of 4\n\f Debtor Case 25-40982\n LPharm CS LLC Doc 9 Filed 04/28/25 Entered 04/28/25 19:14:35\n Case number (If known) Main Document\n 25-40982 (BCW)\n Name Pg 31 of 34\n Part 4: Total Amounts of the Priority and Nonpriority Unsecured Claims\n\n\n5. Add the amounts of priority and nonpriority unsecured claims.\n\n\n\n\n Total of claim amounts\n\n\n\n5a. Total claims from Part 1 5a. $ 0.00\n\n\n\n\n5b. Total claims from Part 2 5b. + $ 0.00\n\n\n\n\n5c. Total of Parts 1 and 2 5c. $ 0.00\n Lines 5a + 5b = 5c.\n\n\n\n\n Official Form 206E/F Schedule E/F: Creditors Who Have Unsecured Claims Page 4 of 4\n\f Case 25-40982 Doc 9 Filed 04/28/25 Entered 04/28/25 19:14:35 Main Document\n Fill in this information to identify the case: Pg 32 of 34\n Debtor name LPharm CS LLC\n\n United States Bankruptcy Court for the: Eastern District of Missouri\n \u00a8 Check if this is an\n Case number (If known): 25-40982 (BCW) amended filing\n\nOfficial Form 206G\nSchedule G: Executory Contracts and Unexpired Leases 12/15\nBe as complete and accurate as possible. If more space is needed, copy and attach the additional page, numbering the entries consecutively.\n\n 1. Does the debtor have any executory contracts or unexpired leases?\n \u00fe No. Check this box and file this form with the court with the debtor\u2019s other schedules. There is nothing else to report on this form.\n \u00a8 Yes. Fill in all of the information below even if the contracts or leases are listed on Schedule A/B: Assets - Real and Personal Property (Official\n Form 206A/B).\n 2. List all contracts and unexpired leases State the name and mailing address for all other parties with\n whom the debtor has an executory contract or unexpired lease\n\n\n State what the contract or\n lease is for and the nature\n of the debtor\u2019s interest\n\n State the term remaining\n List the contract number of\n any government contract\n\n\n\n State what the contract or\n lease is for and the nature\n of the debtor\u2019s interest\n\n State the term remaining\n List the contract number of\n any government contract\n\n\n\n State what the contract or\n lease is for and the nature\n of the debtor\u2019s interest\n\n State the term remaining\n List the contract number of\n any government contract\n\n\n\n State what the contract or\n lease is for and the nature\n of the debtor\u2019s interest\n\n State the term remaining\n List the contract number of\n any government contract\n\n\n\n State what the contract or\n lease is for and the nature\n of the debtor\u2019s interest\n\n State the term remaining\n List the contract number of\n any government contract\n\n\n\n\nOfficial Form 206G Schedule G: Executory Contracts and Unexpired Leases Page 1 of 1\n\f Case 25-40982 Doc 9\n Filed 04/28/25 Entered 04/28/25 19:14:35 Main Document\n Fill in this information to identify the case: Pg 33 of 34\n\n Debtor name LPharm CS LLC\n\n United States Bankruptcy Court for the: Eastern District of Missouri\n \u00a8 Check if this is an\n Case number (If known): 25-40982 (BCW) amended filing\n\nOfficial Form 206H\nSchedule H: Codebtors 12/15\nBe as complete and accurate as possible. If more space is needed, copy the Additional Page, numbering the entries consecutively. Attach the\nadditional Page to this page.\n\n 1. Does the debtor have any codebtors?\n \u00fe No. Check this box and submit this form to the court with the debtor's other schedules. Nothing else needs to be reported on this form.\n \u00a8 Yes\n 2. In Column 1, list as codebtors all of the people or entities who are also liable for any debts listed by the debtor in the schedules of\n creditors, Schedules D-G. Include all guarantors and co-obligors. In Column 2, identify the creditor to whom the debt is owed and each\n schedule on which the creditor is listed. If the codebtor is liable on a debt to more than one creditor, list each creditor separately in Column 2.\n\n Column 1: Codebtor Column 2: Creditor\n\n Name Mailing address Name Check all schedules\n that apply:\n 2.1 \u00a8 D\n \u00a8 E/F\n \u00a8 G\n\n\n\n 2.2 \u00a8 D\n \u00a8 E/F\n \u00a8 G\n\n\n\n 2.3 \u00a8 D\n \u00a8 E/F\n \u00a8 G\n\n\n\n 2.4 \u00a8 D\n \u00a8 E/F\n \u00a8 G\n\n\n\n 2.5 \u00a8 D\n \u00a8 E/F\n \u00a8 G\n\n\n\n 2.6 \u00a8 D\n \u00a8 E/F\n \u00a8 G\n\n\n\n\nOfficial Form 206H Schedule H: Codebtors Page 1 of 1\n\f Case 25-40982 Doc 9 Filed 04/28/25 Entered 04/28/25 19:14:35 Main Document\n Fill in this information to identify the case and this filing: Pg 34 of 34\n\n Debtor name LPharm CS LLC\n\n\n United States Bankruptcy Court for the: Eastern District of Missouri\n\n Case number (If known) 25-40982 (BCW)\n\n\n\n\nOfficial Form 202\nDeclaration Under Penalty of Perjury for Non-Individual Debtors 12/15\n\nAn individual who is authorized to act on behalf of a non-individual debtor, such as a corporation or partnership, must sign and submit this form for the\nschedules of assets and liabilities, any other document that requires a declaration that is not included in the document, and any amendments of those\ndocuments. This form must state the individual\u2019s position or relationship to the debtor, the identity of the document, and the date. Bankruptcy Rules 1008\nand 9011.\n\nWARNING -- Bankruptcy fraud is a serious crime. Making a false statement, concealing property, or obtaining money or property by fraud in connection\nwith a bankruptcy case can result in fines up to $500,000 or imprisonment for up to 20 years, or both. 18 U.S.C. \u00a7\u00a7 152, 1341, 1519, and 3571.\n\n Declaration and signature\n\n\n\n I am the president, another officer, or an authorized agent of the corporation; a member or an authorized agent of the partnership; or\n another individual serving as a representative of the debtor in this case.\n\n I have examined the information in the documents checked below and I have a reasonable belief that the information is true and correct:\n\n \u00fe Schedule A/B: Assets-Real and Personal Property (Official Form 206A/B)\n \u00fe Schedule D: Creditors Who Have Claims Secured by Property (Official Form 206D)\n \u00fe Schedule E/F: Creditors Who Have Unsecured Claims (Official Form 206E/F)\n \u00fe Schedule G: Executory Contracts and Unexpired Leases (Official Form 206G)\n \u00fe Schedule H: 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On the top of any additional pages, write the debtor\u2019s name and the case\nnumber (if known). For more information, a separate document, Instructions for Bankruptcy Forms for Non-Individuals, is available.\n\n\n\n\n 1. Debtor\u2019s name LPharm CS LLC\n ______________________________________________________________________________________________________\n\n\n\n\n 2. All other names debtor used ______________________________________________________________________________________________________\n in the last 8 years ______________________________________________________________________________________________________\n ______________________________________________________________________________________________________\n Include any assumed names,\n ______________________________________________________________________________________________________\n trade names, and doing business\n as names ______________________________________________________________________________________________________\n\n\n\n\n 3. Debtor\u2019s federal Employer 8 ___\n ___ 7 \u2013- ___1 ___\n 3 ___\n 8 ___\n 1 ___\n 1 ___\n 2 ___\n 5\n Identification Number (EIN)\n\n\n\n 4. Debtor\u2019s address Principal place of business Mailing address, if different from principal place\n of business\n\n 1701 Macklind Ave., Suite 300\n ______________________________________________ _______________________________________________\n Number Street Number Street\n\n ______________________________________________ _______________________________________________\n P.O. Box\n\n St. Louis, MO 63110\n ______________________________________________ _______________________________________________\n City State ZIP Code City State ZIP Code\n\n Location of principal assets, if different from\n principal place of business\n ______________________________________________\n County _______________________________________________\n Number Street\n\n _______________________________________________\n\n _______________________________________________\n City State ZIP Code\n\n\n\n\n 5. Debtor\u2019s website (URL) https://www.23andme.com/\n ______________________________________________________________________\n\n\n\n\nOfficial Form 201 Voluntary Petition for Non-Individuals Filing for Bankruptcy page 1\n\f Case 25-40982 Doc 1 Filed 03/23/25 Entered 03/23/25 22:24:30 Main Document\n Pg 2 of 18\nDebtor LPharm CS LLC\n _______________________________________________________ Case number (if known)_____________________________________\n Name\n\n\n\n\n 6. Type of debtor \uf071 Corporation (including Limited Liability Company (LLC) and Limited Liability Partnership (LLP))\n \uf071 Partnership (excluding LLP)\n \uf071 Other. Specify: __________________________________________________________________\n\n A. Check one:\n 7. Describe debtor\u2019s business\n \uf071 Health Care Business (as defined in 11 U.S.C. \u00a7 101(27A))\n \uf071 Single Asset Real Estate (as defined in 11 U.S.C. \u00a7 101(51B))\n \uf071 Railroad (as defined in 11 U.S.C. \u00a7 101(44))\n \uf071 Stockbroker (as defined in 11 U.S.C. \u00a7 101(53A))\n \uf071 Commodity Broker (as defined in 11 U.S.C. \u00a7 101(6))\n \uf071 Clearing Bank (as defined in 11 U.S.C. \u00a7 781(3))\n \uf071 None of the above\n\n B. Check all that apply:\n\n \uf071 Tax-exempt entity (as described in 26 U.S.C. \u00a7 501)\n \uf071 Investment company, including hedge fund or pooled investment vehicle (as defined in 15 U.S.C.\n \u00a7 80a-3)\n \uf071 Investment advisor (as defined in 15 U.S.C. \u00a7 80b-2(a)(11))\n\n C. NAICS (North American Industry Classification System) 4-digit code that best describes debtor. See\n http://www.uscourts.gov/four-digit-national-association-naics-codes .\n 6 ___\n ___ 2 ___\n 1 ___\n 5\n\n 8. Under which chapter of the Check one:\n Bankruptcy Code is the\n debtor filing? \uf071 Chapter 7\n \uf071 Chapter 9\n \uf071 Chapter 11. Check all that apply:\n \uf071 Debtor\u2019s aggregate noncontingent liquidated debts (excluding debts owed to\n insiders or affiliates) are less than $3,024,725 (amount subject to adjustment on\n 4/01/25 and every 3 years after that).\n \uf071 The debtor is a small business debtor as defined in 11 U.S.C. \u00a7 101(51D). If the\n debtor is a small business debtor, attach the most recent balance sheet, statement\n of operations, cash-flow statement, and federal income tax return or if all of these\n documents do not exist, follow the procedure in 11 U.S.C. \u00a7 1116(1)(B).\n \uf071The debtor is a small business debtor as defined in 11 U.S.C. \u00a7 101(51D), and it\n chooses to proceed under Subchapter V of Chapter 11.\n\n \uf071 A plan is being filed with this petition.\n \uf071 Acceptances of the plan were solicited prepetition from one or more classes of\n creditors, in accordance with 11 U.S.C. \u00a7 1126(b).\n\n \uf071 The debtor is required to file periodic reports (for example, 10K and 10Q) with the\n Securities and Exchange Commission according to \u00a7 13 or 15(d) of the Securities\n Exchange Act of 1934. File the Attachment to Voluntary Petition for Non-Individuals Filing\n for Bankruptcy under Chapter 11 (Official Form 201A) with this form.\n\n \uf071 The debtor is a shell company as defined in the Securities Exchange Act of 1934 Rule\n 12b-2.\n \uf071 Chapter 12\n 9. Were prior bankruptcy cases \uf071 No\n filed by or against the debtor\n within the last 8 years? \uf071 Yes. District _______________________ When _______________ Case number _________________________\n MM / DD / YYYY\n If more than 2 cases, attach a\n separate list. District _______________________ When _______________ Case number _________________________\n MM / DD / YYYY\n\n\n Official Form 201 Voluntary Petition for Non-Individuals Filing for Bankruptcy page 2\n\f Case 25-40982 Doc 1 Filed 03/23/25 Entered 03/23/25 22:24:30 Main Document\n Pg 3 of 18\nDebtor LPharm CS LLC\n _______________________________________________________ Case number (if known)_____________________________________\n Name\n\n\n\n 10. Are any bankruptcy cases \uf071 No\n pending or being filed by a\n business partner or an \uf071 Yes. Debtor _____________________________________________\n See Schedule 1 Affiliate\n Relationship _________________________\n affiliate of the debtor? Eastern District of Missouri\n District _____________________________________________ When __________________\n List all cases. If more than 1, MM / DD / YYYY\n attach a separate list. Case number, if known ________________________________\n\n\n\n 11. Why is the case filed in this Check all that apply:\n district?\n \uf071 Debtor has had its domicile, principal place of business, or principal assets in this district for 180 days\n immediately preceding the date of this petition or for a longer part of such 180 days than in any other\n district.\n\n \uf071 A bankruptcy case concerning debtor\u2019s affiliate, general partner, or partnership is pending in this district.\n\n 12. Does the debtor own or have \uf071 No\n possession of any real \uf071 Yes. Answer below for each property that needs immediate attention. Attach additional sheets if needed.\n property or personal property\n that needs immediate Why does the property need immediate attention? (Check all that apply.)\n attention?\n \uf071 It poses or is alleged to pose a threat of imminent and identifiable hazard to public health or safety.\n What is the hazard? _____________________________________________________________________\n\n \uf071 It needs to be physically secured or protected from the weather.\n \uf071 It includes perishable goods or assets that could quickly deteriorate or lose value without\n attention (for example, livestock, seasonal goods, meat, dairy, produce, or securities-related\n assets or other options).\n\n \uf071 Other _______________________________________________________________________________\n\n\n Where is the property?_____________________________________________________________________\n Number Street\n\n ____________________________________________________________________\n\n _______________________________________ _______ ________________\n City State ZIP Code\n\n\n Is the property insured?\n\n \uf071 No\n \uf071 Yes. Insurance agency ____________________________________________________________________\n Contact name ____________________________________________________________________\n\n Phone ________________________________\n\n\n\n\n Statistical and administrative information\n\n\n\n 13. Debtor\u2019s estimation of Check one:\n available funds \uf071 Funds will be available for distribution to unsecured creditors.\n \uf071 After any administrative expenses are paid, no funds will be available for distribution to unsecured creditors.\n\n \uf071 1-49 \uf071 1,000-5,000 \uf071 25,001-50,000\n 14. Estimated number of\n \uf071 50-99 \uf071 5,001-10,000 \uf071 50,001-100,000\n creditors1\n \uf071 100-199 \uf071 10,001-25,000 \uf071 More than 100,000\n \uf071 200-999\n______________________________________________________________\n1\n The Debtors' Estimated Number of Creditors is provided on a consolidated basis.\n\n Official Form 201 Voluntary Petition for Non-Individuals Filing for Bankruptcy page 3\n\f Case 25-40982 Doc 1 Filed 03/23/25 Entered 03/23/25 22:24:30 Main Document\n Pg 4 of 18\nDebtor LPharm CS LLC\n _______________________________________________________ Case number (if known)_____________________________________\n Name\n\n\n\n 2\n \uf071 $0-$50,000 \uf071 $1,000,001-$10 million \uf071 $500,000,001-$1 billion\n 15. Estimated assets\n \uf071 $50,001-$100,000 \uf071 $10,000,001-$50 million \uf071 $1,000,000,001-$10 billion\n \uf071 $100,001-$500,000 \uf071 $50,000,001-$100 million \uf071 $10,000,000,001-$50 billion\n \uf071 $500,001-$1 million \uf071 $100,000,001-$500 million \uf071 More than $50 billion\n\n 3\n \uf071 $0-$50,000 \uf071 $1,000,001-$10 million \uf071 $500,000,001-$1 billion\n 16. Estimated liabilities\n \uf071 $50,001-$100,000 \uf071 $10,000,001-$50 million \uf071 $1,000,000,001-$10 billion\n \uf071 $100,001-$500,000 \uf071 $50,000,001-$100 million \uf071 $10,000,000,001-$50 billion\n \uf071 $500,001-$1 million \uf071 $100,000,001-$500 million \uf071 More than $50 billion\n\n\n Request for Relief, Declaration, and Signatures\n\n\n WARNING -- Bankruptcy fraud is a serious crime. Making a false statement in connection with a bankruptcy case can result in fines up to\n $500,000 or imprisonment for up to 20 years, or both. 18 U.S.C. \u00a7\u00a7 152, 1341, 1519, and 3571.\n\n\n 17. Declaration and signature of \uf06e The debtor requests relief in accordance with the chapter of title 11, United States Code, specified in this\n authorized representative of\n petition.\n debtor\n \uf06e I have been authorized to file this petition on behalf of the debtor.\n\n \uf06e I have examined the information in this petition and have a reasonable belief that the information is true and\n correct.\n\n\n I declare under penalty of perjury that the foregoing is true and correct.\n\n 03/23/2025\n Executed on _________________\n MM / DD / YYYY\n\n\n \uf0fb /s/ Matthew E. Kvarda\n _____________________________________________\n Matthew E. Kvarda\n _______________________________________________\n Signature of authorized representative of debtor Printed name\n\n Chief Restructuring Officer\n Title _________________________________________\n\n\n\n\n 18. Signature of attorney\n \uf0fb /s/ Thomas H. Riske\n _____________________________________________ Date 03/23/2025\n _________________\n Signature of attorney for debtor MM / DD / YYYY\n\n\n\n Thomas H. Riske\n _________________________________________________________________________________________________\n Printed name\n Carmody MacDonald P.C.\n _________________________________________________________________________________________________\n Firm name\n 120 S. Central Avenue, Suite 1800\n _________________________________________________________________________________________________\n Number Street\n St. Louis\n ____________________________________________________ MO\n ____________ 63105\n ______________________________\n City State ZIP Code\n\n (314) 854-8600\n ____________________________________ thr@carmodymacdonald.com\n __________________________________________\n Contact phone Email address\n\n\n\n 61838\n ______________________________________________________ MO\n ____________\n Bar number State\n\n_____________________________________________________________\n 2\n The Debtors' estimated assets are provided on a consolidated basis.\n 3\n The Debtors' estimated liabilities are provided on a consolidated basis.\n\n Official Form 201 Voluntary Petition for Non-Individuals Filing for Bankruptcy page 4\n\fCase 25-40982 Doc 1 Filed 03/23/25 Entered 03/23/25 22:24:30 Main Document\n Pg 5 of 18\n\n\n Schedule 1\n\n Affiliated Entities\n\n On the date hereof, each of the affiliated entities listed below (including the debtor in this\nchapter 11 case, collectively, the \u201cDebtors\u201d) filed a voluntary petition for relief under chapter 11\nof title 11 of the United States Code, \u00a7\u00a7 101 et seq. in the United States Bankruptcy Court for the\nEastern District of Missouri. The Debtors have filed a motion requesting that the chapter 11 cases\nof these entities be consolidated for procedural purposes only and jointly administered pursuant to\nRule 1015(b) of the Federal Rules of Bankruptcy Procedure.\n\n DEBTOR NAME EIN NUMBER\n\n\n 1. 23andMe Holding Co. XX-XXXXXXX\n 2. 23andMe, Inc. XX-XXXXXXX\n 3. 23andMe Pharmacy Holdings, Inc. XX-XXXXXXX\n 4. Lemonaid Community Pharmacy, Inc. XX-XXXXXXX\n 5. Lemonaid Health, Inc. XX-XXXXXXX\n 6. Lemonaid Pharmacy Holdings Inc. XX-XXXXXXX\n 7. LPharm CS LLC XX-XXXXXXX\n 8. LPharm INS LLC XX-XXXXXXX\n 9. LPharm RX LLC XX-XXXXXXX\n 10. LPRXOne LLC XX-XXXXXXX\n 11. LPRXThree LLC XX-XXXXXXX\n 12. LPRXTwo LLC XX-XXXXXXX\n\fCase 25-40982 Doc 1 Filed 03/23/25 Entered 03/23/25 22:24:30 Main Document\n Pg 6 of 18\n\n\n UNITED STATES BANKRUPTCY COURT\n EASTERN DISTRICT OF MISSOURI\n EASTERN DIVISION\n\n\n In re: Chapter 11\n\n LPHARM CS LLC, Case No.: 25-_______\n\n Debtor.\n\n\n LIST OF EQUITY SECURITY HOLDERS\n\n Pursuant to rule 1007(a) of the Federal Rules of Bankruptcy Procedure, the debtor\n\nrespectfully represents that the below chart identifies the holders of the debtor\u2019s equity interests\n\nand sets forth the nature and percentage of such interests held as of the filing of the debtor\u2019s chapter\n\n11 petition:\n\n Equity Holder Percentage of Equity Held Mailing Address of Equity\n Holder\n Lemonaid Pharmacy 100% 1701 Macklind Ave., Suite 300\n Holdings Inc. Saint Louis, MO 63110\n\f Case 25-40982 Doc 1 Filed 03/23/25 Entered 03/23/25 22:24:30 Main Document\n Pg 7 of 18\n Fill in this information to identify the case:\n Debtor name: 23andMe Holding Co.\n United States Bankruptcy Court for the: Eastern District of Missouri\n\n Case number (If known): ______________ \u00a8 Check if this is an amended\n filing\n\n Official Form 204\n Chapter 11 or Chapter 9 Cases: Consolidated List of Creditors Who Have the 30 Largest Unsecured Claims and Are Not Insiders\n 12/15\n\n A list of creditors holding the 30 largest unsecured claims must be filed in a Chapter 11 or Chapter 9 case. Include claims which the debtor disputes. Do not include claims by any person or entity who is an insider, as defined in 11\n U.S.C. \u00a7 101(31). Also, do not include claims by secured creditors, unless the unsecured claim resulting from inadequate collateral value places the creditor among the holders of the 30 largest unsecured claims.\n\n\n\n\n Amount of unsecured claim\n if the claim is fully unsecured, fill in only unsecured claim amount.\n Nature of the claim (for\n Indicate if claim is If claim is partially secured, fill in total claim amount and deduction\n example, trade debts,\n Name of creditor and complete mailing address, contingent, for value of collateral or setoff to calculate unsecured claim.\n Name, telephone number, and email address of creditor contact bank loans, professional\n including zip code unliquidated, or\n services, and government\n disputed\n contracts) Total claim, if Deduction for value\n Unsecured claim\n partially secured of collateral or setoff\n\n\n NGI LABCORP (NATIONAL GENETICS INSTITUTE)\n ADAM SCHECHTER\n 2440 S SEPULVEDA BLVD\n CEO\n 1 SUITE 100 TRADE CLAIM $ 1,193,437\n EMAIL - SCHECHA@LABCORP.COM\n LOS ANGELES, CA 90064\n PHONE - (800) 343-4407\n UNITED STATES\n\n\n\n\n JELLYFISH US LIMITED NICK EMERY\n 1201 WILLS ST., SUITE 600 CEO\n 2 TRADE CLAIM $ 382,544\n BALTIMORE, MD 21231 EMAIL - NICK.EMERY@JELLYFISH.COM\n UNITED STATES PHONE - +44 20 3970 0248\n\n\n\n\n BLUE SHIELD OF CALIFORNIA\n LOIS QUAM\n PO BOX 749415\n 3 CEO TRADE CLAIM $ 339,925\n LOS ANGELES, CA 90074-9415\n PHONE - (844) 831-4133\n UNITED STATES\n\n\n\n\n KAISER FOUNDATION HEALTH PLAN NORTHERN CA DREW ALTMAN\n FILE 5915 PRESIDENT & CEO\n 4 TRADE CLAIM $ 205,155\n LOS ANGELES, CA 90074-5915 EMAIL - DALTMAN@KFF.ORG\n UNITED STATES PHONE - (650) 854-9400\n\n\n\n\n POWER DIGITAL MARKETING, INC. JOHN TAUMOEPEAU\n 2251 SAN DIEGO AVENUE, SUITE A250 COO\n 5 TRADE CLAIM $ 194,506\n SAN DIEGO, CA 92110 EMAIL - JOHN@POWERDIGITALMARKETING.COM\n UNITED STATES PHONE - (503) 484-0548\n\n\n\n\n ALOM TECHNOLOGIES CORPORATION HANNAH KAIN\n PO BOX 5040 PRESIDENT & CEO\n 6 TRADE CLAIM $ 183,507\n SAN JOSE, CA 95150-5040 EMAIL - HKAIN@ALOM.COM\n UNITED STATES PHONE - (510) 360-3694\n\n\n\n\n KATIE COURIC MEDIA, LLC\n COURTNEY LITZ\n 100 CROSBY ST\n EVP\n 7 SUITE 301 TRADE CLAIM $ 175,000\n EMAIL - COURTNEY@KATIECOURIC.COM\n NEW YORK, NY 10012\n PHONE - (212) 253-9493\n UNITED STATES\n\n\n\n DATASITE LLC\n RUSTY WILEY\n 733 S MARQUETTE AVE\n CEO\n 8 SUITE 600 TRADE CLAIM $ 167,650\n EMAIL - RUSTY.WILEY@DATASITE.COM\n MINNEAPOLIS, MN 55402\n PHONE - (407) 352-2732\n UNITED STATES\n\n\n\n\n RIGHT SIDE UP LLC TYLER ELLISTON\n 9901 BRODIE LANE SUITE 160, PMB 515 CEO\n 9 TRADE CLAIM $ 84,645\n AUSTIN, TX 78748 EMAIL - TYLER@RIGHTSIDEUP.COM\n UNITED STATES PHONE - (415) 882-7765\n\n\n\n\n WILSON SONSINI GOODRICH & ROSATI, PROFESSIONAL\n ARIELA TANNENBAUM\n CORPORATION\n CFO\n 10 P.O.BOX 742866 TRADE CLAIM $ 60,441\n EMAIL - ATANNENBAUM@WSGR.COM\n LOS ANGELES, CA 90074-2866\n PHONE - (650) 493-9300\n UNITED STATES\n\n\n\n\nOfficial Form 204 Chapter 11 or Chapter 9 Cases: List of Creditors Who Have the 30 Largest Unsecured Claims page 1\n\f Case 25-40982 Doc 1 Filed 03/23/25 Entered 03/23/25 22:24:30 Main Document\n Pg 8 of 18\n\n ADVANCED CHEMICAL TRANSPORT WALTER SINGER\n 967 MABURY RD CEO\n 11 TRADE CLAIM $ 58,149\n SAN JOSE, CA 95133 EMAIL - WSINGER@ACTENVIRO.COM\n UNITED STATES PHONE - (408) 548-5050\n\n\n\n\n 221 N MATHILDA, LLC DAVE PICKERING\n CONTINGENT,\n ONE MARKET PLAZA, SPEAR TOWER, SUITE 4125 CFO\n 12 CONTRACT REJECTION UNLIQUIDATED, UNDETERMINED\n SAN FRANCISCO, CA 94105 EMAIL - DPICKERING@SPEARSTREETCAPITAL.COM\n DISPUTED\n UNITED STATES PHONE - (415) 222-7420\n\n\n\n\n AGANITHA AI INC. VIKRAM DUVVOORI\n 777 FIRST ST., #519 CEO\n 13 TRADE CLAIM UNLIQUIDATED UNDETERMINED\n GILROY, CA 95020-4918 EMAIL - VIKRAMD@AGANITHA.AI\n UNITED STATES PHONE - (408) 523-8406\n\n\n\n\n ALLIED UNIVERSAL SECURITY SERVICES TIM BRANDT\n P.O. BOX 828854 CFO\n 14 TRADE CLAIM UNLIQUIDATED UNDETERMINED\n PHILADELPHIA, PA 19182-8854 EMAIL - TIM.BRANDT@AUS.COM\n UNITED STATES PHONE - (949) 713-6316\n\n\n\n\n BRAINTREE JAMIE MILLER\n 2211 NORTH FIRST STREET CFO & COO\n 15 TRADE CLAIM UNLIQUIDATED UNDETERMINED\n SAN JOSE, CA 95131 EMAIL - JMILLER@PAYPAL.COM\n UNITED STATES PHONE - (408) 967-1000\n\n\n\n\n CONVERGE TECHNOLOGY SOLUTIONS US, LLC GREG BERARD\n P.O. BOX 23623 CEO\n 16 TRADE CLAIM UNLIQUIDATED UNDETERMINED\n NEW YORK, NY 10087-3623 EMAIL - GBERARD@CONVERGETP.COM\n UNITED STATES PHONE - (678) 250-7123\n\n\n\n\n COREWEAVE, INC.\n NITIN AGRAWAL\n 101 EISENHOWER PARKWAY CONTINGENT,\n CFO\n 17 SUITE 106 CONTRACT REJECTION UNLIQUIDATED, UNDETERMINED\n EMAIL - NITINAGRAWAL@COREWEAVE.COM\n ROSELAND, NJ 07068 DISPUTED\n PHONE - (917)-373-3740\n UNITED STATES\n\n\n\n\n DELTA DENTAL OF CALIFORNIA SARAH CHAVARRIA\n PO BOX 44460 CEO\n 18 TRADE CLAIM UNLIQUIDATED UNDETERMINED\n SAN FRANCISCO, CA 94144-0460 EMAIL - SCHAVARRIA@DELTA.ORG\n UNITED STATES PHONE - (800) 632-8555\n\n\n\n\n FULGENT THERAPEUTICS, LLC MING HSIEH\n P.O. BOX 748677 CEO\n 19 TRADE CLAIM UNLIQUIDATED UNDETERMINED\n LOS ANGELES, CA 90074-8677 EMAIL - MINGHSIEH@FULGENTGENETICS.COM\n UNITED STATES PHONE - (503) 999-5576\n\n\n\n\n GOOGLE, INC. - ADWORDS SUNDAR PICHAI\n P.O. BOX 883654 CEO\n 20 TRADE CLAIM UNLIQUIDATED UNDETERMINED\n LOS ANGELES, CA 90088-3654 EMAIL - SUNDAR@GOOGLE.COM\n UNITED STATES PHONE - (650) 253-0000\n\n\n\n\n JUICE MEDIA, INC. MARK ZAMUNER\n 4094 GLENCOE AVE CEO\n 21 TRADE CLAIM UNLIQUIDATED UNDETERMINED\n MARINA DEL REY, CA 90292 EMAIL - MARK@JUICEMEDIA.IO\n UNITED STATES PHONE - (310) 439-5515\n\n\n\n\n KR OP TECH, LLC ANGELA AMAN\n CONTINGENT,\n 12200 WEST OLYMPIC BLVD., SUITE 200 CEO\n 22 CONTRACT REJECTION UNLIQUIDATED, UNDETERMINED\n LOS ANGELES, CA 90064 EMAIL - AAMAN@KILROYREALTY.COM\n DISPUTED\n UNITED STATES PHONE - (415) 808-6011\n\n\n\n\n LINKEDIN CORPORATION RYAN ROSLANSKY\n 62228 COLLECTIONS CENTER DRIVE CEO\n 23 TRADE CLAIM UNLIQUIDATED UNDETERMINED\n CHICAGO, IL 60693-0622 EMAIL - RROSLANSKY@LINKEDIN.COM\n UNITED STATES PHONE - (866) 533-4332\n\n\n\n\n META PLATFORMS, INC. MARK ZUCKERBURG\n 15161 COLLECTIONS CENTER DRIVE CEO\n 24 TRADE CLAIM UNLIQUIDATED UNDETERMINED\n CHICAGO, IL 60693 EMAIL - MARKZUCKERBURG@FB.COM\n UNITED STATES PHONE - (650) 543-4800\n\n\n\n\nOfficial Form 204 Chapter 11 or Chapter 9 Cases: List of Creditors Who Have the 30 Largest Unsecured Claims page 2\n\f Case 25-40982 Doc 1 Filed 03/23/25 Entered 03/23/25 22:24:30 Main Document\n Pg 9 of 18\n\n MOVIANTO THOMAS CREUZBERGER\n KELTENWEG 70 CEO\n 25 TRADE CLAIM UNLIQUIDATED UNDETERMINED\n OSS, 5342 LP OSS EMAIL - THOMAS.CREUZBERGER@MOVIANTO.COM\n NETHERLANDS PHONE - (31041) 240-6420\n\n\n MIGLIACCIO & RATHOD LLP\n 412 H ST. NE\n WASHINGTON, DC 20002\n NICHOLAS MIGLIACCIO, JASON RATHOD CONTINGENT,\n UNITED STATES;\n 26 EMAIL - NMIGLIACCIO@CLASSLAWDC.COM, JRATHOD@CLASSLAWDC.COM PIXEL LITIGATION UNLIQUIDATED, UNDETERMINED\n 201 SPEAR ST\n PHONE - (202) 470-3510 DISPUTED\n UNIT 1100\n SAN FRANCISCO, CA 94105\n UNITED STATES\n\n\n SUREFOX NORTH AMERICAN JOSHUA SZOTT\n P.O. BOX 610028 CEO\n 27 TRADE CLAIM UNLIQUIDATED UNDETERMINED\n DALLAS, TX 75261 EMAIL - JOSHUA.SZOTT@SUREFOX.COM\n UNITED STATES PHONE - (888) 767-7665\n\n\n\n\n TELUS INTERNATIONAL SERVICES LIMITED MICHAEL RINGMAN\n VOXPRO HOUSE POINT VILLAGE EAST WALL ROAD CIO\n 28 TRADE CLAIM UNLIQUIDATED UNDETERMINED\n DUBLIN, 1 D01X7H6 CO. EMAIL - MICHAEL.RINGMAN@TELUSINTERNATIONAL.COM\n IRELAND PHONE - (604) 327-2371\n\n\n\n\n WOOT SERVICES LLC\n KENT STEWART\n 4121 INTERNATIONAL PARKWAY\n CEO\n 29 SUITE 900 TRADE CLAIM UNLIQUIDATED UNDETERMINED\n EMAIL - KSTEWART@WOOT.COM\n CARROLLTON, TX 75007\n PHONE - (214) 445-2848\n UNITED STATES\n\n\n\n\n WORKDAY, INC CARL ESCHENBACK\n P.O. BOX 886106 CEO\n 30 TRADE CLAIM UNLIQUIDATED UNDETERMINED\n LOS ANGELES, CA 90088-6106 EMAIL - CARL.ESCHENBACH@WORKDAY.COM\n UNITED STATES PHONE - (925) 951-9522\n\n\n\n\nOfficial Form 204 Chapter 11 or Chapter 9 Cases: List of Creditors Who Have the 30 Largest Unsecured Claims page 3\n\f Case 25-40982 Doc 1 Filed 03/23/25 Entered 03/23/25 22:24:30 Main Document\n Pg 10 of 18\n Fill in this information to identify the case and this filing:\n\n\n LPharm CS LLC\n Debtor Name __________________________________________________________________\n Eastern\n United States Bankruptcy Court for the: ______________________ Missouri\n District of __________\n (State)\n Case number (If known): _________________________\n\n\n\n\nOfficial Form 202\nDeclaration Under Penalty of Perjury for Non-Individual Debtors 12/15\n\nAn individual who is authorized to act on behalf of a non-individual debtor, such as a corporation or partnership, must sign and submit\nthis form for the schedules of assets and liabilities, any other document that requires a declaration that is not included in the document,\nand any amendments of those documents. This form must state the individual\u2019s position or relationship to the debtor, the identity of the\ndocument, and the date. Bankruptcy Rules 1008 and 9011.\n\nWARNING -- Bankruptcy fraud is a serious crime. Making a false statement, concealing property, or obtaining money or property by fraud in\nconnection with a bankruptcy case can result in fines up to $500,000 or imprisonment for up to 20 years, or both. 18 U.S.C. \u00a7\u00a7 152, 1341,\n1519, and 3571.\n\n\n\n Declaration and signature\n\n\n\n I am the president, another officer, or an authorized agent of the corporation; a member or an authorized agent of the partnership; or\n another individual serving as a representative of the debtor in this case.\n\n I have examined the information in the documents checked below and I have a reasonable belief that the information is true and correct:\n\n\n \uf071 Schedule A/B: Assets\u2013Real and Personal Property (Official Form 206A/B)\n \uf071 Schedule D: Creditors Who Have Claims Secured by Property (Official Form 206D)\n \uf071 Schedule E/F: Creditors Who Have Unsecured Claims (Official Form 206E/F)\n \uf071 Schedule G: Executory Contracts and Unexpired Leases (Official Form 206G)\n \uf071 Schedule H: Codebtors (Official Form 206H)\n \uf071 Summary of Assets and Liabilities for Non-Individuals (Official Form 206Sum)\n \uf071 Amended Schedule ____\n\n \uf071 Chapter 11 or Chapter 9 Cases: List of Creditors Who Have the 20 Largest Unsecured Claims and Are Not Insiders (Official Form 204)\n List of Equity Security Holders, Corporate Ownership Statement, and List of Creditors Who\n \uf071 Other document that requires a declaration__________________________________________________________________________________\n Have the 30 Largest Unsecured Claims.\n\n\n\n\n I declare under penalty of perjury that the foregoing is true and correct.\n\n\n 03/23/2025\n Executed on ______________ \uf0fb /s/ Matthew E. Kvarda\n _________________________________________________________________________\n MM / DD / YYYY Signature of individual signing on behalf of debtor\n\n\n\n Matthew E. Kvarda\n ________________________________________________________________________\n Printed name\n\n Chief Restructuring Officer\n ______________________________________\n Position or relationship to debtor\n\n\n\nOfficial Form 202 Declaration Under Penalty of Perjury for Non-Individual Debtors\n\fCase 25-40982 Doc 1 Filed 03/23/25 Entered 03/23/25 22:24:30 Main Document\n Pg 11 of 18\n\n\n UNITED STATES BANKRUPTCY COURT\n EASTERN DISTRICT OF MISSOURI\n EASTERN DIVISION\n\n\n In re: Chapter 11\n\n LPHARM CS LLC, Case No.: 25-_______\n\n Debtor.\n\n\n CORPORATE OWNERSHIP STATEMENT\n\n Pursuant to rules 1007(a)(1) and 7007.1 of the Federal Rules of Bankruptcy Procedure, the\nfollowing are corporations, other than a governmental unit, that directly or indirectly own 10% or\nmore of any class of the debtor\u2019s equity interest:\n\n Shareholder Approximate Percentage of Shares Held\n Lemonaid Pharmacy Holdings Inc. 100%\n (Sole Member)\n\fCase 25-40982 Doc 1 Filed 03/23/25 Entered 03/23/25 22:24:30 Main Document\n Pg 12 of 18\n\n\n Omnibus Resolutions of\n\n The Special Committee of the Board of Directors of 23andMe Holding Co.\n\n -and-\n\n the Respective Governing Bodies of the 23andMe Group Companies\n\n March 21, 2025\n\n WHEREAS, (i) 23andMe Holding Co. (the \u201cTopCo\u201d) is a Delaware corporation\nmanaged by a board of directors (the \u201cTopCo Board\u201d), (ii) each of 23andMe, Inc., Lemonaid\nHealth, Inc., 23andMe Pharmacy Holdings, Inc., and Lemonaid Pharmacy Holdings Inc.\n(collectively, the \u201cDelaware Corporations\u201d) is a Delaware corporation managed by a board of\ndirectors (collectively, the \u201cDelaware Boards\u201d), (iii) each of LPharm RX LLC, LPharm INS LLC,\nand LPharm CS LLC (collectively, the \u201cDelaware LLCs\u201d) is a Delaware limited liability company\nmanaged by its sole manager (collectively, the \u201cDelaware Managers\u201d), (iv) Lemonaid Community\nPharmacy, Inc. (\u201cLemonaid Community Pharmacy\u201d) is a Missouri corporation managed by a\nboard of directors (the \u201cMissouri Board\u201d), and (v) each of LPRXOne LLC, LPRXTwo LLC, and\nLPRXThree LLC (collectively, the \u201cMissouri LLCs\u201d) is a Missouri limited liability company\nmanaged by its sole manager (the \u201cMissouri Managers\u201d);\n\n WHEREAS, the TopCo, the Delaware Corporations, the Delaware LLCs,\nLemonaid Community Pharmacy, and the Missouri LLCs are referred to herein collectively as the\n\u201c23andMe Group Companies\u201d and each individually as a \u201c23andMe Group Company,\u201d and the\nDelaware Boards, Delaware Managers, Missouri Board, and Missouri Managers are referred to\nherein collectively as the \u201cGoverning Bodies\u201d and each individually as the \u201cGoverning Body\u201d in\nrespect of its applicable 23andMe Group Company;\n\n WHEREAS, on March 28, 2024, the TopCo Board adopted resolutions (the\n\u201cSpecial Committee Resolutions\u201d) establishing a special committee of the TopCo Board (the\n\u201cSpecial Committee\u201d) and designating three independent and disinterested directors of the TopCo\nBoard to serve as the members of the Special Committee (the \u201cInitial Special Committee\nMembers\u201d);\n\n WHEREAS, on September 17, 2024, all of the non-employee directors of the\nTopCo Board, including the Initial Special Committee Members, resigned from the TopCo Board;\n\n WHEREAS, on October 28, 2024, each of Andre Fernandez, Jim Frankola, and\nMark Jensen were appointed as independent directors of the TopCo Board;\n\n WHEREAS, on November 2, 2024, the TopCo Board adopted resolutions\ndesignating each of Andre Fernandez, Jim Frankola, and Mark Jensen as members of the Special\nCommittee and confirming that the Special Committee has and shall continue to have the authority,\nduties, and power delegated to it in the Special Committee Resolutions;\n\n WHEREAS, pursuant to the TopCo Board\u2019s Resolutions, dated March 7, 2025 (the\n\u201cMarch Resolutions\u201d), the TopCo Board delegated to the Special Committee, to the fullest extent\n\fCase 25-40982 Doc 1 Filed 03/23/25 Entered 03/23/25 22:24:30 Main Document\n Pg 13 of 18\n\n\npermitted by law, among other things, the power and authority of the TopCo Board to (i) authorize\nthe commencement of a case under chapter 11 of title 11 of the United States Code (the\n\u201cBankruptcy Code\u201d) on behalf of the TopCo, (ii) take actions with respect to any Restructuring\nMatter (as defined in the March Resolutions), (iii) engage professionals for the TopCo and/or the\nSpecial Committee in connection with any Restructuring Matter, and (iv) take actions as the\nSpecial Committee in its sole discretion deems necessary, advisable, or appropriate in connection\ntherewith;\n\n WHEREAS, the Special Committee has determined that the matters the Special\nCommittee is approving and authorizing herein, including (which word, for all purposes of these\nresolutions, shall be interpreted to be followed by the words, \u201cwithout limitation\u201d) (i) the\ncommencement of the Bankruptcy Cases (as defined below) by the TopCo, (ii) the filing of the\nBidding Procedures Motion (as defined below), (iii) the conducting of the Marketing Process (as\ndefined below), (iv) the recommendation to the TopCo Board of the appointment of the Chief\nRestructuring Officer (as defined below) and the entry into the CRO Agreement (as defined\nbelow), and (v) the recommendation to the TopCo Board of the appointment of the New Director\n(as defined below) to the TopCo Board and the Special Committee, in each case, constitute a\nRestructuring Matter;\n\n WHEREAS, the Special Committee and each Governing Body has reviewed and\nconsidered the financial and operational condition of their respective 23andMe Group Company\nand of the 23andMe Group Companies as a whole, including the historical performance of the\n23andMe Group Companies, the assets of the 23andMe Group Companies, the current and long-\nterm liabilities of the 23andMe Group Companies, and relevant industry and market conditions,\nand have considered various alternatives in respect of such matters;\n\n WHEREAS, the Special Committee and each Governing Body has had an\nopportunity to consult with the management and the legal, financial, and other outside professional\nadvisors of the 23andMe Group Companies to fully consider each of the strategic alternatives\navailable to the 23andMe Group Companies;\n\n WHEREAS, the Special Committee and each Governing Body has received,\nreviewed, and considered the recommendations of, and the materials presented by, the senior\nmanagement of its applicable 23andMe Group Company and such 23andMe Group Company\u2019s\nlegal, financial, and other outside professional advisors as to the financial condition of its\napplicable 23andMe Group Company and the 23andMe Group Companies and the relative risks\nand benefits of pursuing a case under the provisions of chapter 11 of the Bankruptcy Code;\n\n WHEREAS, the Special Committee and each Governing Body reasonably believes\nthat its applicable 23andMe Group Company\u2019s pursuing a case under the Bankruptcy Code on a\ncoordinated basis with the other 23andMe Group Companies is expected to preserve more value\nfor such 23andMe Group Company and its stakeholders than any other available alternative;\n\n WHEREAS, the intention of the Special Committee and each Governing Body\nwith respect to its applicable 23andMe Group Company is to use the Bankruptcy Code to conduct\na sale process for all or substantially all of the 23andMe Group Companies\u2019 assets;\n\n\n 2\n\fCase 25-40982 Doc 1 Filed 03/23/25 Entered 03/23/25 22:24:30 Main Document\n Pg 14 of 18\n\n\n WHEREAS, the Special Committee has determined that it is desirable and in the\nbest interests of the TopCo and its stakeholders to (i) recommend that the TopCo Board appoint\nMr. Matthew Kvarda to the office of the Chief Restructuring Officer of the TopCo and\n(ii) authorize the TopCo to enter into an agreement (the \u201cCRO Agreement\u201d), on behalf of itself\nand its subsidiaries, with Alvarez & Marsal North America, LLC (\u201cA&M\u201d) in order for A&M to\nmake its personnel available to provide certain management services to the 23andMe Group\nCompanies;\n\n WHEREAS, the Special Committee has determined that it is desirable and in the\nbest interests of the TopCo and its stakeholders to recommend that the TopCo Board appoint\nMr. Thomas Walper (the \u201cNew Director\u201d) to the TopCo Board and designate the New Director as\na member of the Special Committee;\n\n WHEREAS, the Special Committee and the Governing Bodies have reviewed and\nconsidered the need for Authorized Persons (as defined below) to take further actions to carry out\nthe intent and purpose of the following resolutions, perform the obligations of each 23andMe\nGroup Company under the Bankruptcy Code, and pay fees and expenses in connection with the\ntransactions contemplated by the below resolutions; and\n\n WHEREAS, the Special Committee and the Governing Bodies have reviewed and\nconsidered certain actions that may have previously been taken by any director, officer, employee,\nor agent of the TopCo or any director, officer, employee, manager, member, stockholder, general\npartner, or agent of any other 23andMe Group Company in connection with or related to the matter\nset forth in the below resolutions.\n\n NOW, THEREFORE, BE IT:\n\n 1. New Director Matters\n\n RESOLVED, that the Special Committee hereby recommends to the TopCo Board\nthe appointment of the New Director to the TopCo Board and designation of the New Director to\nthe Special Committee; and be it further\n\n 2. Appointment of Chief Restructuring Officer\n\n RESOLVED, that the Special Committee hereby recommends to the TopCo Board\nthe appointment of Mr. Kvarda to the office of Chief Restructuring Officer of the TopCo,\nconsistent with the terms of the CRO Agreement; and be it further\n\n RESOLVED, that, upon the appointment of Mr. Kvarda as Chief Restructuring\nOfficer by the TopCo Board, the TopCo is authorized and directed to enter into the CRO\nAgreement and to take any and all actions to advance the 23andMe Group Companies\u2019 rights and\nobligations in connection therewith, and any such prior actions are hereby ratified in their entirety;\nand be it further\n\n RESOLVED, that the Special Committee and each Governing Body, acting with\nrespect to its applicable 23andMe Group Company hereby authorizes A&M to assign additional\npersonnel to support the Chief Restructuring Officer and the 23andMe Group Companies, to serve\n 3\n\fCase 25-40982 Doc 1 Filed 03/23/25 Entered 03/23/25 22:24:30 Main Document\n Pg 15 of 18\n\n\nin various capacities with the 23andMe Group Companies and to perform other services required\nof A&M pursuant to the CRO Agreement; and be it further\n\n 3. Bankruptcy Resolutions\n\n a. Chapter 11 Filings\n\n RESOLVED, that the Special Committee and each Governing Body, acting with\nrespect to its applicable 23andMe Group Company, hereby determines that it is desirable and in\nthe best interests of such 23andMe Group Company, its equity holders, its creditors, and other\nparties in interest that such 23andMe Group Company file a voluntary petition for relief (the\n\u201cPetition\u201d and, together with the similar petitions by all other 23andMe Group Companies, the\n\u201cPetitions\u201d) and commence a case (collectively, the \u201cBankruptcy Cases\u201d) under chapter 11 of the\nBankruptcy Code in the United States Bankruptcy Court for the Eastern District of Missouri (the\n\u201cBankruptcy Court\u201d); and be it further\n\n RESOLVED, that the Special Committee and each Governing Body, acting with\nrespect to its applicable 23andMe Group Company, hereby authorizes, directs, and empowers any\nofficer or other authorized person of any of the 23andMe Group Companies, including the Chief\nRestructuring Officer (each, an \u201cAuthorized Person\u201d), acting in the name and on behalf of such\n23andMe Group Company, to (i) execute and verify the Petition as well as all other ancillary\ndocuments, and to cause the Petition to be filed with the Bankruptcy Court, and to make or cause\nto be made prior to the execution thereof, any modifications to the Petition or ancillary documents,\nand to (ii) execute, verify, and file or cause to be filed all of the petitions, schedules, lists, and other\nmotions, objections, replies, applications, and other papers or documents advisable, appropriate,\nconvenient, desirable, or necessary in connection with the foregoing; and be it further\n\n RESOLVED, that in connection with the filing of the Petitions, the Special\nCommittee and each Governing Body, acting with respect to its applicable 23andMe Group\nCompany, hereby (i) authorizes and directs the Authorized Persons, in the name and on behalf of\nsuch 23andMe Group Company, to engage in discussions and negotiations with all stakeholders\nin order to prosecute the Bankruptcy Cases, (ii) authorizes, adopts, and approves the form, terms,\nand provisions of, and is hereby authorized and empowered to file with the Bankruptcy Court any\nmotions, pleadings, and any other documents to be performed or agreed to by such 23andMe Group\nCompany that are reasonably necessary for prosecution of and in connection with the proceedings\nof the Bankruptcy Cases (collectively, the \u201cAncillary Documents\u201d), and (iii) authorizes and directs\nthe Authorized Persons, in the name and on behalf of such 23andMe Group Company, to execute\nand deliver (with such changes, additions, and modifications thereto as the Authorized Persons\nexecuting the same shall approve, such approval to be conclusively evidenced by such Authorized\nPersons\u2019 execution and delivery thereof) each of the Ancillary Documents to which such 23andMe\nGroup Company is a party and, upon the execution and delivery thereof by each of the other parties\nthereto, cause such 23andMe Group Company to perform its obligations thereunder; and be it\nfurther\n\n\n\n\n 4\n\fCase 25-40982 Doc 1 Filed 03/23/25 Entered 03/23/25 22:24:30 Main Document\n Pg 16 of 18\n\n\n b. Bidding Procedures Motion and Marketing Process\n\n RESOLVED, that in the judgment of the Special Committee and each Governing\nBody, with respect to its applicable 23andMe Group Company, it is desirable and in the best\ninterests of each 23andMe Group Company, its creditors, and other parties in interest, that such\n23andMe Group Company shall be, and hereby is, authorized to file with the Bankruptcy Court a\nmotion seeking approval of, among other things, (a) a sale of all or substantially all of the 23andMe\nGroup Company\u2019 assets and (b) the proposed bidding and auction procedures pursuant to which\nthe 23andMe Group Companies will market their assets (the \u201cBidding Procedures Motion\u201d); and\nbe it further\n\n RESOLVED, that in the judgment of the Special Committee and each Governing\nBody, with respect to its applicable 23andMe Group Company, it is desirable and in the best\ninterests of each 23andMe Group Company, its creditors, and other parties in interest, that such\n23andMe Group Company shall be, and hereby is, authorized to engage, under the direction of the\nSpecial Committee, in a marketing process for the 23andMe Group Companies\u2019 assets to identify\nthe highest or otherwise best offer for the 23andMe Group Companies\u2019 assets (the \u201cMarketing\nProcess\u201d); and be it further\n\n RESOLVED, that each of the Authorized Persons be, and hereby is, authorized\nand empowered to file the Bidding Procedures Motion, on behalf of each 23andMe Group\nCompany, and to pursue the Marketing Process under the direction of the Special Committee, and\nto take any and all actions necessary or advisable to advance each 23andMe Group Company\u2019s\nrights and obligations thereunder, including filing of additional pleadings; and in connection\ntherewith, each Authorized Person, with power of delegation, is hereby authorized and directed to\ntake all necessary actions in furtherance of the foregoing resolutions; and be it further\n\n c. Retention of Professionals\n\n RESOLVED, that the Special Committee and each Governing Body, acting with\nrespect to its applicable 23andMe Group Company, hereby authorizes and directs each Authorized\nPerson, in the name and on behalf of such 23andMe Group Company, to employ certain individuals\nand/or firms as counsel, professionals, consultants, accountants, restructuring advisors, or financial\nadvisors to such 23andMe Group Company as such Authorized Person, or any one of them, may\ndeem advisable, appropriate, convenient, desirable, or necessary to represent and assist such\n23andMe Group Company in carrying out its duties under the Bankruptcy Code, and in connection\ntherewith, the Authorized Persons be, and each of them hereby is, authorized and directed, in the\nname and on behalf of such 23andMe Group Company, to execute appropriate retention\nagreements, pay appropriate retainers prior to the filing of the Petition, and to cause to be filed\nappropriate applications for authority to retain the services of such individuals and firms; and be\nit further\n\n RESOLVED, that the Special Committee and each Governing Body, acting with\nrespect to its applicable 23andMe Group Company, hereby authorizes and directs each Authorized\nPerson, in the name and on behalf of such 23andMe Group Company, to employ the law firms of\nPaul, Weiss, Rifkind, Wharton & Garrison LLP (\u201cPaul, Weiss\u201d) and Carmody MacDonald P.C.\n(\u201cCarmody MacDonald\u201d) to represent such 23andMe Group Company as chapter 11 counsel and\n\n 5\n\fCase 25-40982 Doc 1 Filed 03/23/25 Entered 03/23/25 22:24:30 Main Document\n Pg 17 of 18\n\n\nto represent and assist such 23andMe Group Company in carrying out its duties under the\nBankruptcy Code, and to take any and all actions to advance such 23andMe Group Company\u2019s\nrights, including the preparation of pleadings and filings in the Bankruptcy Cases; and in\nconnection therewith, the Authorized Persons be, and each of them hereby is, authorized and\ndirected, in the name and on behalf of such 23andMe Group Company, to execute appropriate\nretention agreements, pay appropriate retainers prior to and immediately upon the filing of the\nPetition, and to cause to be filed an appropriate application for authority to retain the services of\nPaul, Weiss and Carmody MacDonald; provided, that any prior actions taken in connection\ntherewith are hereby ratified in their entirety; and be it further\n\n RESOLVED, that the Special Committee hereby authorizes and directs each\nAuthorized Person to employ the law firms of Goodwin Procter LLP (\u201cGoodwin\u201d) and Lewis Rice\nLLC (\u201cLewis Rice\u201d) as special counsel to represent and assist the Special Committee, on behalf of\nthe TopCo, in carrying out its duties under the Bankruptcy Code, and to take any and all actions\nto advance the TopCo\u2019s rights; and in connection therewith, the Authorized Persons be, and each\nof them hereby is, authorized and directed to execute appropriate retention agreements, pay\nappropriate retainers prior to and immediately upon the filing of the Petition, and to cause to be\nfiled an appropriate application for authority to retain the services of Goodwin and Lewis Rice;\nprovided, that any prior actions taken in connection therewith are hereby ratified in their entirety;\nand be it further\n\n RESOLVED, that the Special Committee and each Governing Body, acting with\nrespect to its applicable 23andMe Group Company, hereby authorizes and directs each Authorized\nPerson, in the name and on behalf of such 23andMe Group Company, to employ Moelis &\nCompany LLC (the \u201cInvestment Banker\u201d) to act as financial advisor, capital markets advisor, and\ninvestment banker for the Special Committee or such 23andMe Group Company and, in such\ncapacities, to provide certain financial advisory and investment banking services to the 23andMe\nGroup Companies with regard to the Bankruptcy Cases, effective immediately prior to the filing\nof the Bankruptcy Cases at which time the Investment Banker\u2019s prior engagement as advisor solely\nto the Special Committee shall be terminated; and in connection therewith, the Authorized Persons\nbe, and each of them hereby is, authorized and directed, in the name and on behalf of such 23andMe\nGroup Company, to execute appropriate retention agreements, pay appropriate retainers prior to\nand immediately upon the filing of the Petition, and to cause to be filed an appropriate application\nfor authority to retain the services of the Investment Banker; provided, that any prior actions taken\nin connection therewith are hereby ratified in their entirety; and be it further\n\n RESOLVED, that the Special Committee and each Governing Body, acting with\nrespect to its applicable 23andMe Group Company, hereby authorizes and directs each Authorized\nPerson, in the name and on behalf of such 23andMe Group Company, to employ A&M to make\n(i) the Chief Restructuring Officer and (ii) certain A&M personnel available to provide certain\nmanagement services to the 23andMe Group Companies; and in connection therewith, the\nAuthorized Persons be, and each of them hereby is, authorized and directed, in the name and on\nbehalf of such 23andMe Group Company, to execute appropriate retention agreements, pay\nappropriate retainers prior to and immediately upon the filing of the Petition, and to cause to be\nfiled an appropriate application for authority to retain A&M\u2019s services; provided, that any prior\nactions taken in connection therewith are hereby ratified in their entirety; and be it further\n\n\n 6\n\fCase 25-40982 Doc 1 Filed 03/23/25 Entered 03/23/25 22:24:30 Main Document\n Pg 18 of 18\n\n\n RESOLVED, that the Special Committee and each Governing Body, acting with\nrespect to its applicable 23andMe Group Company, hereby authorizes and directs each Authorized\nPerson, in the name and on behalf of such 23andMe Group Company, to employ Kroll\nRestructuring Administration Services LLC (the \u201cClaims Agent\u201d) to represent such 23andMe\nGroup Company and provide notice and claims agent services to such 23andMe Group Company\nwith regard to the Bankruptcy Cases; and in connection therewith, the Authorized Persons be, and\neach of them hereby is, authorized and directed, in the name and on behalf of such 23andMe Group\nCompany, to execute appropriate retention agreements, pay appropriate retainers prior to and\nimmediately upon the filing of the Petition, and to cause to be filed an appropriate application for\nauthority to retain the services of the Claims Agent; provided, that any prior actions taken in\nconnection therewith are hereby ratified in their entirety; and be it further\n\n 4. General\n\n RESOLVED, that each of the Authorized Persons be, and each of them\nindividually hereby is, authorized, directed, and empowered from time to time in the name and on\nbehalf of each 23andMe Group Company, to (i) take such further actions and execute and deliver\nsuch certificates, instruments, guaranties, notices, and documents as may be required or as such\nAuthorized Person or any one of them may deem advisable, appropriate, convenient, desirable, or\nnecessary to carry out the intent and purpose of the foregoing resolutions, including the execution\nand delivery of any security agreements, pledges, financing statements, and the like, (ii) perform\nthe obligations of each 23andMe Group Company under the Bankruptcy Code, with all such\nactions to be performed in such manner, and all such certificates, instruments, guaranties, notices,\nand documents to be executed and delivered in such form, as the Authorized Person performing or\nexecuting the same shall approve, and the performance or execution thereof by such Authorized\nPerson shall be conclusive evidence of the approval thereof by such Authorized Person and by\nsuch 23andMe Group Company, and (iii) pay fees and expenses in connection with the transactions\ncontemplated by the foregoing resolutions; and be it further\n\n RESOLVED, that all actions previously taken by any director, officer, employee,\nor agent of the TopCo or any director, officer, employee, manager, member, stockholder, general\npartner, or agent of any other 23andMe Group Company in connection with or related to the\nmatters set forth in or reasonably contemplated or implied by the foregoing resolutions be, and\neach of them hereby is, adopted, ratified, confirmed, and approved in all respects as the acts and\ndeeds of such 23andMe Group Company.\n\n [Remainder of Page Intentionally Blank]\n\n\n\n\n 7\n\f","ocr_status":2,"date_upload":"2025-08-20T20:41:19.613514-07:00","document_number":"1","attachment_number":null,"pacer_doc_id":"106027950665","is_available":true,"is_free_on_pacer":null,"is_sealed":null,"document_type":1,"description":"**AUTO** Voluntary Petition - Attorney (Chapter 11)","acms_document_guid":""}],"date_created":"2025-03-23T20:32:55.996505-07:00","date_modified":"2025-03-24T04:31:32.199702-07:00","date_filed":"2025-03-23","time_filed":"22:24:30","entry_number":1,"recap_sequence_number":"2025-03-23.001","pacer_sequence_number":2,"description":"Chapter 11 Voluntary Petition Non-Individual, Schedules and Statements. Fee Amount $1738 Filed by LPharm CS LLC Summary of Assets and Liabilities due 4/7/2025.Schedule A/B due 4/7/2025. Schedule C due 4/7/2025. Schedule D due 4/7/2025.Schedule E/F due 4/7/2025. Schedule G due 4/7/2025. Schedule H due 4/7/2025. Schedule I due 4/7/2025. Schedule J due 4/7/2025. Declaration Concerning Debtors Schedules due 4/7/2025. Statement of Financial Affairs due 4/7/2025. Chapter 11 Income Form 122B due 4/7/2025. Credit Counseling Date: 4/7/2025. (Riske, Thomas) (Entered: 03/23/2025)","tags":[]}],"entries_total":"https://www.courtlistener.com/api/rest/v4/docket-entries/?count=on&docket=69776564&page_size=40"}