FarmedHere Asset Sale Set for February 23rd
This past month, we at Agritecture syndicated this open letter from Paul Hardej (originally published on the Association for Vertical Farming newsletter) about the closure of the 90,000 sq ft. FarmedHere Facility in Bedford Park, IL.
Upon sharing this news, we received a flood of questions in regards to how and why this happened. This gave us the idea to moderate the panel, An Examination of Shuttered Vertical Farms at the upcoming Aglanta Conference. Paul Hardej will be a participant on that panel.
Since that time, we have been contacted by the assignees charged with liquidated FarmedHere’s assets, and they requested we publish information about the sale which will take place at 2:00 p.m. on Feb. 23rd 2017 at the offices of Rally Capital Services, LLC, 350 N. LaSalle St., Suite 1100, Chicago, IL.
The FarmedHere assets will be sold in either one or two lots at the Assignee’s discretion, and include both tangible and intangible assets including the domain name, patents, social media accounts, trade secrets, grow beds, 1,200 gallon tanks, office furniture and more.
More information about the lots and assets for sale can be found below:
Assignee’s Return of Bids Sale FarmedHere, LLC 6700 S. Sayre Ave. Bedford Park, IL 60638
SALE OF ASSETS: On Thursday, February 23, 2017 Howard B. Samuels, not individually, but solely as Assignee for the Benefit of Creditors (the “Assignee”) of FarmedHere, LLC (“FarmedHere”), intends to sell his right, title and interest in and to certain tangible and intangible assets (the “Assets”). The Assets sold or to be sold will be offered only as two separate lots. The Assets to be sold in Lot 1 include but are not limited to trademarks, copyrights, patents, trade secrets, trade dress, and any other known or unknown intellectual property related to FarmedHere or its business, including but not limited to specifically: The domain www.farmedhere.com (to the extent assignable) as well as all farmedhere.com email addresses (to the extent assignable), all FarmedHere social media accounts including but not limited to Twitter, Facebook, Instagram and Pintrest (to the extent assignable); United States Trademark Reg. Nos. 5026385 and 4292224, all UPC codes, Ceres software platform, all trade secrets related to organic growing; Certain other tangible Assets including but not limited to equipment owned by FarmedHere related to the physical production of salad dressings. A complete and detailed list of Lot 1 can be viewed by contacting the Assignee.
The Assets to be sold in Lot 2 include but are not limited to certain tangible Assets utilized for indoor vertical growing of a variety of vegetables or other botanicals, including 168 growing beds, ten 1,200 gallon tanks, approximately 3,500 growing trays, office furniture and fixtures and other items used for indoor vertical growing. A complete and detailed list of Lot 2 can be viewed by contacting the Assignee. FarmedHere was established in August 2011 to operate as a sustainable indoor farming operation supplying year round local greens for public consumption.
On January 17, 2017, Howard B. Samuels, not individually but solely as Assignee for the Benefit of Creditors of the Debtor, received and accepted an Asset Purchase Agreement (“APA”) for Lot 1 for the Assignee’s right, title and interest in and to certain Assets of the Debtor’s tangible and intangible operating assets and rights of any and every kind, used or usable in the Debtor’s business, subject to all liens, claims and encumbrances of record, as a single lot as provided and further detailed in the APA, for a purchase price of Forty Thousand Dollars ($40,000.00). The APA for Lot 1 also details excluded assets and other terms and conditions. Upon request, the Assignee will furnish to a qualified purchaser, after execution of a confidentiality agreement, a complete list of the Assets and a copy of the fully executed APA.
Lot 2 Assets will be sold as a single lot, or at the Assignee’s discretion, in separate lots. All Assets will be sold “AS IS, WHERE IS” with all faults and without any express or implied representations or warranties whatsoever, including, without limitation, warranties of merchantability, quiet enjoyment or fitness for a particular purpose or as to the title, value or quality of the Assets. The Assignee reserves the right, on or prior to the Date of Sale, to modify, waive or amend any terms or conditions of the Sale or impose any other terms or conditions on the Sale, and, if the Assignee deems appropriate, to reject any bids or continue the Sale (whether for all of the Assets or separate lots) without prior notice.
TERMS & CONDITIONS: An Assignee’s Return of Bids Sale (the “Sale”) for the Assets of FarmedHere identified in Lot 1 and Lot 2 will take place on Thursday, February 23, 2017 at 2:00 p.m. at the offices of Rally Capital Services, LLC, 350 N. LaSalle St., Suite 1100, Chicago, IL. The Assets will be offered as single lots or in separate lots as determined by the Assignee on an “AS IS” and “WHERE IS” basis.
To be a qualified purchaser for Lot 1, a party must post a cash deposit (the “Deposit”) in the form of a cashier’s check, certified check or wire transfer in the amount of Ten Thousand Dollars ($10,000), made payable to and delivered to the Assignee one day prior to the Sale. All bidding for the Assets shall be conducted in the same room with the identity and bid terms of all bidders fully disclosed and on the record as recorded by a court reporter. Any subsequent overbids for the Assets will be determined by the Assignee at the Auction; provided, however, the Assignee reserves the right to change the minimum bid from time to time during the Sale. At the conclusion of the Asset sale, the Assignee shall declare on the record which bid has been declared the highest and best bid and accepted, for the Assets and shall recite the terms of the winning bid into the record with the concurrence of the prevailing bidder. The balance of the purchase price for the Assets must be paid to the Assignee in available funds within twenty-four (24) hours. If the successful bidder fails to pay the balance of his or her successful bid for the Assets, then its Deposit will be forfeited and the Assets may, at the Assignee’s option, be sold to the next highest bidder without prejudice to or waiver of the Assignee’s rights and remedies against the defaulting highest bidder. The Assignee reserves the right to adjourn the Sale from time to time without further notice except as announced at the auction. The Assignee further reserves the right to determine the qualifications of any bidder, including the ability to close the transaction on the terms and conditions referenced herein.
The Assets sold or to be sold are being sold as a single lot “As Is” and “Where Is” and with no express or implied warranties, representation, statements or conditions of any kind including but not limited to warranties of merchantability or fitness for a particular purpose and are to be sold in accordance with the terms and provisions set forth above. Assignee is not transferring or selling herein any leased property, whether real or personal, whether evidenced by a true lease or a capital lease (unless the capital lessor so consents).
For more information on Lot 1 and Lot 2 or to arrange for an inspection of the Assets, please contact the Assignee.
Assignee Howard B. Samuels, Esq. • David N. Missner, Esq. Jeffrey D. Samuels
Rally Capital Services, LLC 350 N. LaSalle St., Suite 1100 Chicago, IL 60654 (312)645-1975 [email protected]
