Certain Assets Of Signorelli, LLC

Auction Date:

April 28, 2017, 10:00 am PDT

Auction Type:

Bulk Sale Public Auction

Auction Location:

Offices of Brian Testo Associates, LLC
21208 Costanso St Suite #1
Woodland Hills, CA 91364
United States

Description of assets to be sold:  The assets to be sold consist of certain of the tangible and intangible assets used in the business of Signorelli ("Assets") as more fully described below:

Inventory:  All inventory, including all goods, supplies, wares, merchandises and other tangible personal property, including goods in transit, raw materials, work in process, supplies and components, and finished goods, and also including products of and accessions to inventory, packing and shipping materials, all documents of title, whether negotiable or non-negotiable, representing any of the foregoing, and all "inventory" as the same is defined under the applicable Uniform Commercial Code.

Equipment:  All equipment, including all goods, machinery, machine tools, equipment, fixtures, office equipment, furniture, furnishings, motors, motor vehicles, tools, dies, parts, jigs,  and all attachments, accessories, accessions, replacements, substitutions, additions and improvements thereto, all supplies used or useful in connection therewith, and all "equipment" as the same is defined under the applicable Uniform Commercial Code.

General Intangibles:  All general intangibles, including choses in action, causes of action, obligations or indebtedness owed to Signorelli from any source whatsoever, payment intangibles, software and all other intangible personal property of every kind and nature (other than Accounts) including patents, trademarks, trade names, service marks, copyrights, patent applications, trademark or service mark applications, copyright applications and goodwill, trade secrets, licenses, franchises, rights under agreements, tax refund claims, insurance refunds, insurance refund claims, pension plan refunds, pension plan reversions, and all books and records including all computer programs, disks, tapes, printouts, customer lists, credit files and other business and financial records, the equipment containing any such information, and all "general intangibles" as the same is defined under the applicable Uniform Commercial Code.

Investment Property:  All investment property, including all securities, whether certificated or uncertificated, financial assets, security entitlements, securities accounts, commodity contracts or commodity accounts; and all "investment property" as the same is defined under the applicable Uniform Commercial Code.

Other Assets: All other assets (except Accounts), including all goods, deposit accounts, instruments, chattei paper (including tangible chattel paper and electronic chattel paper) documents, securities, money, cash, letters of credit, letter-of-credit rights, promissory notes, warrants, dividends, distributions, contracts, agreements, contract rights and other property owned by Debtor or in which Debtor has any rights or an interest, all as­ extracted collateral, leases, lease contracts, lease agreements, and proceeds of a letter of credit.

Assets that will NOT be sold:  Notwithstanding anything else herein to the contrary, the assets to be sold do not include (i) Signorelli's Accounts (as defined in the California Uniform  Commercial Code) and (ii) all products and proceeds of the foregoing (collectively, the "Accounts"), which are pledged to Hana Financial, Inc. pursuant to its Factor, Loan and Security Agreement with Signorelli.

To arrange an inspection of the Assets, please contact:

Brian Testo
Brian Testo Associates, LLC
21208 Costanso Street, Suite 1
Woodland Hills, CA 91364
818.592.6592

Registration & Payment Information:

Terms of Sale:  The Assets will be sold in one lot to the bidder with the highest or otherwise best bid, for cash, except as otherwise provided herein.  Bidders must appear in person at the auction to bid.  The successful bid must be accompanied by a cashier's check or certified check payable to Brian Testo Associates, LLC in an amount equal to $100,000.00 ("Deposit"), with the balance, including all applicable sales tax, payable in good funds within twenty-four (24) hours of concluding the Sale.  If the successful bidder fails to pay the balance when due, the Deposit will be forfeited to Black Oak and the Assets or any portion thereof will be sold without further proceedings to the next highest bidder(s).  Black Oak reserves the right to credit bid any portion of the total amount due and owing it to purchase all or any portion of the Assets, need not make any cash Deposit or cash payment of any kind so long as its credit bid does not exceed the total amount due and owing to it, and need not be in attendance in person at the Auction to bid.

No Warranties.  The Assets will be offered for sale "AS IS", "WHERE IS", "WITH ALL FAULTS" and "WITHOUT ANY WARRANTIES  WHATSOEVER, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, A WARRANTY OF MERCHANTABILITY  OR FITNESS FOR ANY PARTICULAR OR OTHER PURPOSE".

Removal Costs:  Following the Sale, the successful bidder will assume all responsibility and  costs for removal of the Assets and be responsible for leaving the Premises in clean broom swept condition - all by no later than end of day on April 29, 2017.

Postponement or Modification of Sale:  The Sale may be postponed or continued without any further notice except as provided at the Sale.  Signorelli reserves the right to announce, or have its auctioneer announce, additional rules at the Sale to ensure that the Sale is conducted in an orderly manner.