Animo Bancorp, Inc. v. the Capital Markets Company, LLC

• Court: Court of Appeals of Texas
• Decided: March 8, 2024
• Docket: 05-23-01195-CV
• Status: Published

Opinion

ACCEPTED 05-23-01195-CV FIFTH COURT OF APPEALS DALLAS, TEXAS 3/8/2024 12:03 PM RUBEN MORIN CLERK

NO. 05-23-01195-CV

FILED IN 5th COURT OF APPEALS DALLAS, TEXAS IN THE FIFTH COURT OF APPEALS 3/8/2024 12:03:48 PM DALLAS, TEXAS Ruben Morin Clerk

Animo Bancorp, Inc v. The Capital Markets Company, LLC

Appeal from Cause No. DC-22-17307 In the 14th District Court of Dallas County, Texas Honorable Eric Moyé, Judge Presiding

SUGGESTION OF BANKRUPTCY

This Suggestion of Bankruptcy is filed by ANIMO BANCORP, INC., who is Defendant in this case.

ANIMO BANCORP, Defendant, filed a voluntary petition for relief under chapter 7 of the United States Bankruptcy Code in the United States Bankruptcy Court for the Western District of Texas, Case No. 24-50359-cag, on March 5, 2024. A copy of the petition is attached as Exhibit A.

Respectfully submitted,

FIELD MANNING STONE AYCOCK, P.C.

2112 Indiana Avenue Lubbock, Texas 79410-1444 T 806/792-0810 F 806/792-9148 jpmanning@lubbocklawfirm.com

/s/ J. Paul Manning J. PAUL MANNING State Bar No. 24002521

ATTORNEYS FOR DEFENDANT

Capco v. Animo – Suggestion of Bankruptcy Page 1 of 2 CERTIFICATE OF SERVICE

A true and correct copy of the above and foregoing instrument was on this March 8, 2024, served on the attorneys of record via E-filing of Texas, as follows:

DAVID PARHAM David.parham@akerman.com MICHAEL B. HESS Michael.hess@akerman.com AKERMAN, LLP 2001 Ross Ave., Ste. 3600 Dallas, TX 75201 Attorney For Plaintiff

/s/ J. Paul Manning J. PAUL MANNING

Capco v. Animo – Suggestion of Bankruptcy Page 2 of 2 24-50359-cag Doc#1 Filed 03/05/24 Entered 03/05/24 13:14:15 Main Document Pg 1 of 33 03/05/2024 01:09:43pm

Fill in this information to identify the case: Exhibit A United States Bankruptcy Court for the: WESTERN DISTRICT OF TEXAS Check if this is an Case number (if known): Chapter 7 amended filing

Official Form 201 Voluntary Petition for Non-Individuals Filing for Bankruptcy 06/22

If more space is needed, attach a separate sheet to this form. On the top of any additional pages, write the debtor's name and the case number (if known). For more information, a separate document, Instructions for Bankruptcy Forms for Non- Individuals, is available.

1. Debtor's name Animo Bancorp, Inc.

2. All other names debtor used in the last 8 years

Include any assumed names, trade names and doing business as names

3. Debtor's federal Employer Identification Number (EIN) 8 7 – 1 0 0 3 8 4 9

4. Debtor's address Principal place of business Mailing address, if different from principal place of business

1305 East Houston Street 10777 Strait Lane Number Street Number Street

P.O. Box

San Antonio TX 78205 Dallas TX 75229 City State ZIP Code City State ZIP Code

Location of principal assets, if different Bexar from principal place of business County

Number Street

City State ZIP Code

5. Debtor's website (URL)

6. Type of debtor Corporation (including Limited Liability Company (LLC) and Limited Liability Partnership (LLP)) Partnership (excluding LLP) Other. Specify:

Official Form 201 Voluntary Petition for Non-Individuals Filing for Bankruptcy page 1 24-50359-cag Doc#1 Filed 03/05/24 Entered 03/05/24 13:14:15 Main Document Pg 2 of 33 03/05/2024 01:09:43pm

Debtor Animo Bancorp, Inc.

7. Describe debtor's business A. Check one: Case number (if known) Exhibit A Health Care Business (as defined in 11 U.S.C. § 101(27A)) Single Asset Real Estate (as defined in 11 U.S.C. § 101(51B)) Railroad (as defined in 11 U.S.C. § 101(44)) Stockbroker (as defined in 11 U.S.C. § 101(53A)) Commodity Broker (as defined in 11 U.S.C. § 101(6)) Clearing Bank (as defined in 11 U.S.C. § 781(3)) None of the above

B. Check all that apply:

Tax-exempt entity (as described in 26 U.S.C. § 501) Investment company, including hedge fund or pooled investment vehicle (as defined in 15 U.S.C. § 80a-3) Investment advisor (as defined in 15 U.S.C. § 80b-2(a)(11))

C. NAICS (North American Industry Classification System) 4-digit code that best describes debtor. See http://www.uscourts.gov/four-digit-national-association-naics-codes

8. Under which chapter of the Check one: Bankruptcy Code is the debtor filing? Chapter 7 Chapter 9 A debtor who is a "small Chapter 11. Check all that apply: business debtor" must check The debtor is a small business debtor as defined in 11 U.S.C. § 101(51D), and its the first sub-box. A debtor as aggregate noncontingent liquidated debts (excluding debts owed to insiders or defined in § 1182(1) who elects affiliates) are less than $3,024,725. If this sub-box is selected, attach the most to proceed under subchapter V recent balance sheet, statement of operations, cash-flow statement, and federal of chapter 11 (whether or not income tax return or if any of these documents do not exist, follow the procedure the debtor is a "small business in 11 U.S.C. § 1116(1)(B). debtor") must check the second sub-box. The debtor is a debtor as defined in 11 U.S.C. § 1182(1), its aggregate noncontingent liquidated debts (excluding debts owed to insiders or affiliates) are less than $7,500,000, AND IT CHOOSES TO PROCEED UNDER SUBCHAPTER V OF CHAPTER 11. If this sub-box is selected, attach the most recent balance sheet, statement of operations, cash-flow statement, and federal income tax return, or if any of these documents do not exist, follow the procedure in 11 U.S.C. § 1116(1)(B).

A plan is being filed with this petition.

Acceptances of the plan were solicited prepetition from one or more classes of creditors, in accordance with 11 U.S.C. § 1126(b).

The debtor is required to file periodic reports (for example, 10K and 10Q) with the Securities and Exchange Commission according to § 13 or 15(d) of the Securities Exchange Act of 1934. File the Attachment to Voluntary Petition for Non- Individuals Filing for Bankruptcy Under Chapter 11 (Official Form 201A) with this form.

The debtor is a shell company as defined in the Securities Exchange Act of 1934 Rule 12b-2.

Chapter 12

Official Form 201 Voluntary Petition for Non-Individuals Filing for Bankruptcy page 2 24-50359-cag Doc#1 Filed 03/05/24 Entered 03/05/24 13:14:15 Main Document Pg 3 of 33 03/05/2024 01:09:43pm

9. Were prior bankruptcy No Case number (if known) Exhibit A cases filed by or against the debtor within the last 8 Yes. District When Case number years? MM / DD / YYYY

District When Case number If more than 2 cases, attach a MM / DD / YYYY separate list. District When Case number MM / DD / YYYY

10. Are any bankruptcy cases No pending or being filed by a business partner or an Yes. Debtor Relationship affiliate of the debtor? District When List all cases. If more than 1, MM / DD / YYYY attach a separate list. Case number, if known

Debtor Relationship

District When MM / DD / YYYY Case number, if known

11. Why is the case filed in Check all that apply: this district? Debtor has had its domicile, principal place of business, or principal assets in this district for 180 days immediately preceding the date of this petition or for a longer part of such 180 days than in any other district.

A bankruptcy case concerning debtor's affiliate, general partner, or partnership is pending in this district.

12. Does the debtor own or No have possession of any Yes. Answer below for each property that needs immediate attention. Attach additional sheets if real property or personal needed. property that needs Why does the property need immediate attention? (Check all that apply.) immediate attention? It poses or is alleged to pose a threat of imminent and identifiable hazard to public health or safety. What is the hazard?

It needs to be physically secured or protected from the weather.

It includes perishable goods or assets that could quickly deteriorate or lose value without attention (for example, livestock, seasonal goods, meat, dairy, produce, or securities- related assets or other options).

Other

Where is the property? Number Street

Is the property insured?

No Yes. Insurance agency

Contact name

Phone

Official Form 201 Voluntary Petition for Non-Individuals Filing for Bankruptcy page 3 24-50359-cag Doc#1 Filed 03/05/24 Entered 03/05/24 13:14:15 Main Document Pg 4 of 33 03/05/2024 01:09:43pm

Debtor Animo Bancorp, Inc. Case number (if known) Exhibit A Statistical and adminstrative information 13. Debtor's estimation of Check one: available funds Funds will be available for distribution to unsecured creditors. After any administrative expenses are paid, no funds will be available for distribution to unsecured creditors.

14. Estimated number of 1-49 1,000-5,000 25,001-50,000 creditors 50-99 5,001-10,000 50,001-100,000 100-199 10,001-25,000 More than 100,000 200-999

15. Estimated assets $0-$50,000 $1,000,001-$10 million $500,000,001-$1 billion $50,001-$100,000 $10,000,001-$50 million $1,000,000,001-$10 billion $100,001-$500,000 $50,000,001-$100 million $10,000,000,001-$50 billion $500,001-$1 million $100,000,001-$500 million More than $50 billion

16. Estimated liabilities $0-$50,000 $1,000,001-$10 million $500,000,001-$1 billion $50,001-$100,000 $10,000,001-$50 million $1,000,000,001-$10 billion $100,001-$500,000 $50,000,001-$100 million $10,000,000,001-$50 billion $500,001-$1 million $100,000,001-$500 million More than $50 billion

Request for Relief, Declaration, and Signatures

WARNING -- Bankruptcy fraud is a serious crime. Making a false statement in connection 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. §§ 152, 1341, 1519, and 3571.

17. Declaration and signature of The debtor requests relief in accordance with the chapter of title 11, United States Code, specified in authorized representative this petition. of debtor I have been authorized to file this petition on behalf of the debtor.

I have examined the information in this petition and have a reasonable belief that the information is true and correct.

I declare under penalty of perjury that the foregoing is true and correct.

Executed on 03/05/2024 MM / DD / YYYY

X /s/ Toby Neugebauer Signature of authorized representative of debtor Toby Neugebauer Printed name Director Title

Official Form 201 Voluntary Petition for Non-Individuals Filing for Bankruptcy page 4 24-50359-cag Doc#1 Filed 03/05/24 Entered 03/05/24 13:14:15 Main Document Pg 5 of 33 03/05/2024 01:09:43pm

Debtor Animo Bancorp, Inc. Case number (if known) Exhibit A 18. Signature of attorney X /s/ Douglas J. Powell Date 03/05/2024 Signature of attorney for debtor MM / DD / YYYY

Douglas J. Powell Printed name The Law Offices of Douglas J. Powell, P.C. Firm name P. O. Box 340686 Number Street

Lakeway TX 78734 City State ZIP Code

(512) 476-2457 dpowell@dougpowelllaw.com Contact phone Email address 16194900 TX Bar number State

Official Form 201 Voluntary Petition for Non-Individuals Filing for Bankruptcy page 5 24-50359-cag Doc#1 Filed 03/05/24 Entered 03/05/24 13:14:15 Main Document Pg 6 of 33 03/05/2024 01:09:44pm

Fill in this information to identify the case Exhibit A Debtor name Animo Bancorp, Inc.

United States Bankruptcy Court for the: WESTERN DISTRICT OF TEXAS

Case number Check if this is an (if known) amended filing

Official Form 206A/B Schedule A/B: Assets -- Real and Personal Property 12/15

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 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 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: Executory Contracts and Unexpired Leases (Official Form 206G).

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's 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, include the amounts from the attachment in the total for the pertinent part.

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 depreciation schedule, that gives the details for each asset in a particular category. List each asset only once. In valuing the debtor's interest, do not deduct the value of secured claims. See the instructions to understand the terms used in this form.

Part 1: Cash and cash equivalents

1. Does the debtor have any cash or cash equivalents? No. Go to Part 2. Yes. Fill in the information below.

All cash or cash equivalents owned or controlled by the debtor Current value of debtor's interest

2. Cash on hand

3. Checking, savings, money market, or financial brokerage accounts (Identify all)

Name of institution (bank or brokerage firm) Type of account Last 4 digits of account number 3.1. Checking account at Frost Checking account 2 3 6 3 $203.00 4. Other cash equivalents (Identify all)

Name of institution (bank or brokerage firm)

5. Total of Part 1 $203.00 Add lines 2 through 4 (including amounts on any additional sheets). Copy the total to line 80.

Part 2: Deposits and prepayments

6. Does the debtor have any deposits or prepayments?

No. Go to Part 3. Yes. Fill in the information below.

Official Form 206A/B Schedule A/B: Assets -- Real and Personal Property page 1 24-50359-cag Doc#1 Filed 03/05/24 Entered 03/05/24 13:14:15 Main Document Pg 7 of 33 03/05/2024 01:09:44pm

Debtor Animo Bancorp, Inc. Name Case number (if known) Exhibit A Current value of debtor's interest 7. Deposits, including security deposits and utility deposits

Description, including name of holder of deposit

8. Prepayments, including prepayments on executory contracts, leases, insurance, taxes, and rent

Description, including name of holder of prepayment

9. Total of Part 2. $0.00 Add lines 7 through 8. Copy the total to line 81.

Part 3: Accounts receivable

10. Does the debtor have any accounts receivable?

No. Go to Part 4. Yes. Fill in the information below. Current value of debtor's interest 11. Accounts receivable

11a. 90 days old or less: – = ....................... face amount doubtful or uncollectible accounts

11b. Over 90 days old: – = ....................... face amount doubtful or uncollectible accounts

12. Total of Part 3 $0.00 Current value on lines 11a + 11b = line 12. Copy the total to line 82.

Part 4: Investments

13. Does the debtor own any investments?

No. Go to Part 5. Yes. Fill in the information below. Valuation method Current value of used for current value debtor's interest 14. Mutual funds or publicly traded stocks not included in Part 1

Name of fund or stock: 15. Non-publicly traded stock and interests in incorporated and unincorporated businesses, including any interest in an LLC, partnership, or joint venture

Name of entity: % of ownership: 16. Government bonds, corporate bonds, and other negotiable and non-negotiable instruments not included in Part 1

Describe: 17. Total of Part 4 $0.00 Add lines 14 through 16. Copy the total to line 83.

Part 5: Inventory, excluding agriculture assets

18. Does the debtor own any inventory (excluding agriculture assets)?

No. Go to Part 6. Yes. Fill in the information below.

Official Form 206A/B Schedule A/B: Assets -- Real and Personal Property page 2 24-50359-cag Doc#1 Filed 03/05/24 Entered 03/05/24 13:14:15 Main Document Pg 8 of 33 03/05/2024 01:09:44pm

Debtor Animo Bancorp, Inc. Name Case number (if known) Exhibit A General description Date of the Net book value of Valuation method Current value of last physical debtor's interest used for current value debtor's interest inventory (Where available) 19. Raw materials MM/DD/YYYY

20. Work in progress

21. Finished goods, including goods held for resale

22. Other inventory or supplies

23. Total of Part 5 $0.00 Add lines 19 through 22. Copy the total to line 84.

24. Is any of the property listed in Part 5 perishable? No Yes

25. Has any of the property listed in Part 5 been purchased within 20 days before the bankruptcy was filed? No Yes. Book value Valuation method Current value

26. Has any of the property listed in Part 5 been appraised by a professional within the last year? No Yes

Part 6: Farming and fishing-related assets (other than titled motor vehicles and land)

27. Does the debtor own or lease any farming or fishing-related assets (other than titled motor vehicles and land)?

No. Go to Part 7. Yes. Fill in the information below.

General description Net book value of Valuation method Current value of debtor's interest used for current value debtor's interest (Where available) 28. Crops--either planted or harvested

29. Farm animals Examples: Livestock, poultry, farm-raised fish

30. Farm machinery and equipment (Other than titled motor vehicles)

31. Farm and fishing supplies, chemicals, and feed

32. Other farming and fishing-related property not already listed in Part 6

33. Total of Part 6. $0.00 Add lines 28 through 32. Copy the total to line 85.

34. Is the debtor a member of an agricultural cooperative? No Yes. Is any of the debtor's property stored at the cooperative? No Yes

35. Has any of the property listed in Part 6 been purchased within 20 days before the bankruptcy was filed? No Yes. Book value Valuation method Current value

36. Is a depreciation schedule available for any of the property listed in Part 6? No Yes

37. Has any of the property listed in Part 6 been appraised by a professional within the last year? No Yes

Official Form 206A/B Schedule A/B: Assets -- Real and Personal Property page 3 24-50359-cag Doc#1 Filed 03/05/24 Entered 03/05/24 13:14:15 Main Document Pg 9 of 33 03/05/2024 01:09:44pm

Debtor Animo Bancorp, Inc. Name Case number (if known) Exhibit A Part 7: Office furniture, fixtures, and equipment; and collectibles

38. Does the debtor own or lease any office furniture, fixtures, equipment, or collectibles?

No. Go to Part 8. Yes. Fill in the information below.

General description Net book value of Valuation method Current value of debtor's interest used for current value debtor's interest (Where available) 39. Office furniture

40. Office fixtures

41. Office equipment, including all computer equipment and communication systems equipment and software

42. Collectibles Examples: Antiques and figurines; paintings, prints, or other artwork; books, pictures, or other art objects; china and crystal; stamp, coin, or baseball card collections; other collections, memorabilia, or collectibles

43. Total of Part 7. Add lines 39 through 42. Copy the total to line 86. $0.00

44. Is a depreciation schedule available for any of the property listed in Part 7? No Yes

45. Has any of the property listed in Part 7 been appraised by a professional within the last year? No Yes

Part 8: Machinery, equipment, and vehicles

46. Does the debtor own or lease any machinery, equipment, or vehicles?

No. Go to Part 9. Yes. Fill in the information below.

General description Net book value of Valuation method Current value of Include year, make, model, and identification numbers debtor's interest used for current value debtor's interest (i.e., VIN, HIN, or N-number) (Where available)

47. Automobiles, vans, trucks, motorcycles, trailers, and titled farm vehicles 48. Watercraft, trailers, motors, and related accessories Examples: Boats trailers, motors, floating homes, personal watercraft, and fishing vessels

49. Aircraft and accessories

50. Other machinery, fixtures, and equipment (excluding farm machinery and equipment)

51. Total of Part 8. Add lines 47 through 50. Copy the total to line 87. $0.00

52. Is a depreciation schedule available for any of the property listed in Part 8? No Yes

53. Has any of the property listed in Part 8 been appraised by a professional within the last year? No Yes

Official Form 206A/B Schedule A/B: Assets -- Real and Personal Property page 4 24-50359-cag Doc#1 Filed 03/05/24 Entered 03/05/24 13:14:15 Main Document Pg 10 of 33 03/05/2024 01:09:44pm

Debtor Animo Bancorp, Inc. Name Case number (if known) Exhibit A Part 9: Real property

54. Does the debtor own or lease any real property?

No. Go to Part 10. Yes. Fill in the information below.

55. Any building, other improved real estate, or land which the debtor owns or in which the debtor has an interest Description and location of property Nature and extent Net book value of Valuation method Current value of Include street address or other description of debtor's interest debtor's interest used for current debtor's interest such as Assessor Parcel Number (APN), in property (Where available) value and type of property (for example, acreage, factory, warehouse, apartment or office building), if available.

56. Total of Part 9. $0.00 Add the current value on lines 55.1 through 55.6 and entries from any additional sheets. Copy the total to line 88.

57. Is a depreciation schedule available for any of the property listed in Part 9? No Yes

58. Has any of the property listed in Part 9 been appraised by a professional within the last year? No Yes

Part 10: Intangibles and Intellectual Property

59. Does the debtor have any interests in intangibles or intellectual property?

No. Go to Part 11. Yes. Fill in the information below.

General description Net book value of Valuation method Current value of debtor's interest used for current value debtor's interest (Where available) 60. Patents, copyrights, trademarks, and trade secrets

61. Internet domain names and websites

62. Licenses, franchises, and royalties

63. Customer lists, mailing lists, or other compilations

64. Other intangibles, or intellectual property

65. Goodwill

66. Total of Part 10. $0.00 Add lines 60 through 65. Copy the total to line 89.

67. Do your lists or records include personally identifiable information of customers (as defined in 11 U.S.C. §§ 101(41A) and 107)? No Yes

68. Is there an amortization or other similar schedule available for any of the property listed in Part 10? No Yes

69. Has any of the property listed in Part 10 been appraised by a professional within the last year? No Yes

Official Form 206A/B Schedule A/B: Assets -- Real and Personal Property page 5 24-50359-cag Doc#1 Filed 03/05/24 Entered 03/05/24 13:14:15 Main Document Pg 11 of 33 03/05/2024 01:09:44pm

Debtor Animo Bancorp, Inc. Name Case number (if known) Exhibit A Part 11: All other assets

70. Does the debtor own any other assets that have not yet been reported on this form? Include all interests in executory contracts and unexpired leases not previously reported on this form.

No. Go to Part 12. Yes. Fill in the information below.

Current value of debtor's interest 71. Notes receivable

Description (include name of obligor)

72. Tax refunds and unused net operating losses (NOLs)

Description (for example, federal, state, local)

73. Interests in insurance policies or annuities

74. Causes of action against third parties (whether or not a lawsuit has been filed)

75. Other contingent and unliquidated claims or causes of action of every nature, including counterclaims of the debtor and rights to set off claims

76. Trusts, equitable or future interests in property

77. Other property of any kind not already listed Examples: Season tickets, country club membership

78. Total of Part 11. $0.00 Add lines 71 through 77. Copy the total to line 90.

79. Has any of the property listed in Part 11 been appraised by a professional within the last year? No Yes

Official Form 206A/B Schedule A/B: Assets -- Real and Personal Property page 6 24-50359-cag Doc#1 Filed 03/05/24 Entered 03/05/24 13:14:15 Main Document Pg 12 of 33 03/05/2024 01:09:44pm

Debtor Animo Bancorp, Inc. Name Case number (if known) Exhibit A Part 12: Summary

In Part 12 copy all of the totals from the earlier parts of the form.

Type of property Current value of Current value of personal property real property

80. Cash, cash equivalents, and financial assets. $203.00 Copy line 5, Part 1.

81. Deposits and prepayments. Copy line 9, Part 2. $0.00

82. Accounts receivable. Copy line 12, Part 3. $0.00

83. Investments. Copy line 17, Part 4. $0.00

84. Inventory. Copy line 23, Part 5. $0.00

85. Farming and fishing-related assets. $0.00 Copy line 33, Part 6.

86. Office furniture, fixtures, and equipment; $0.00 and collectibles. Copy line 43, Part 7.

87. Machinery, equipment, and vehicles. $0.00 Copy line 51, Part 8.

88. Real property. Copy line 56, Part 9....................................................................................... $0.00

89. Intangibles and intellectual property. $0.00 Copy line 66, Part 10.

90. All other assets. Copy line 78, Part 11. + $0.00

91. Total. Add lines 80 through 90 for each column. 91a. $203.00 + 91b. $0.00

92. Total of all property on Schedule A/B. Lines 91a + 91b = 92......................................................................................................... $203.00

Official Form 206A/B Schedule A/B: Assets -- Real and Personal Property page 7 24-50359-cag Doc#1 Filed 03/05/24 Entered 03/05/24 13:14:15 Main Document Pg 13 of 33 03/05/2024 01:09:44pm

Fill in this information to identify the case: Exhibit A Debtor name Animo Bancorp, Inc.

United States Bankruptcy Court for the: WESTERN DISTRICT OF TEXAS

Official Form 206D Schedule D: Creditors Who Have Claims Secured by Property 12/15 Be as complete and accurate as possible.

1. Do any creditors have claims secured by debtor's property? No. Check this box and submit page 1 of this form to the court with debtor's other schedules. Debtor has nothing else to report on this form. Yes. Fill in all of the information below.

Part 1: List Creditors Who Have Secured Claims 2. List in alphabetical order all creditors who have secured claims. If a creditor has more Column A Column B than one secured claim, list the creditor separately for each claim. Amount of claim Value of collateral Do not deduct the that supports value of collateral. this claim

2.1 Creditor's name Describe debtor's property that is subject to a lien

Creditor's mailing address Describe the lien

Is the creditor an insider or related party? No Yes Creditor's email address, if known Is anyone else liable on this claim? Date debt was incurred No Yes. Fill out Schedule H: Codebtors (Official Form 206H) Last 4 digits of account number As of the petition filing date, the claim is: Do multiple creditors have an interest in Check all that apply. the same property? Contingent No Unliquidated Yes. Specify each creditor, including this Disputed creditor, and its relative priority.

3. Total of the dollar amounts from Part 1, Column A, including the amounts from the Additional Page, if any. $0.00

Official Form 206D Schedule D: Creditors Who Have Claims Secured by Property page 1 24-50359-cag Doc#1 Filed 03/05/24 Entered 03/05/24 13:14:15 Main Document Pg 14 of 33 03/05/2024 01:09:44pm

Fill in this information to identify the case: Exhibit A Debtor Animo Bancorp, Inc.

United States Bankruptcy Court for the: WESTERN DISTRICT OF TEXAS

Official Form 206E/F Schedule E/F: Creditors Who Have Unsecured Claims 12/15

Be as complete and accurate as possible. Use Part 1 for creditors with PRIORITY unsecured claims and Part 2 for creditors with NONPRIORITY unsecured 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 - Real and Personal Property (Official Form 206A/B) and on Schedule G: Executory Contracts and Unexpired Leases (Official Form 206G). Number the 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 form.

Part 1: List All Creditors with PRIORITY Unsecured Claims 1. Do any creditors have priority unsecured claims? (See 11 U.S.C. § 507). No. Go to Part 2. Yes. Go to line 2.

2. List in alphabetical order all creditors who have unsecured claims that are entitled to priority in whole or part. If more space is needed for priority unsecured claims, fill out and attach the Additional Page of Part 1.

Total claim Priority amount

2.1 Priority creditor's name and mailing address As of the petition filing date, the $536.74 $536.74 claim is: Check all that apply. State of Tennessee Contingent Department of Revenue Unliquidated 500 Deaderick Street Disputed

Basis for the claim: Nashville TN 37242 State taxes Date or dates debt was incurred Is the claim subject to offset? No Last 4 digits of account Yes number Specify Code subsection of PRIORITY unsecured claim: 11 U.S.C. § 507(a)( 8 )

Official Form 206E/F Schedule E/F: Creditors Who Have Unsecured Claims page 1 24-50359-cag Doc#1 Filed 03/05/24 Entered 03/05/24 13:14:15 Main Document Pg 15 of 33 03/05/2024 01:09:44pm

Debtor Animo Bancorp, Inc. Case number (if known) Exhibit A Part 2: List All Creditors with NONPRIORITY Unsecured Claims

3. List in alphabetical order all of the creditors with nonpriority unsecured claims. If more space is needed for nonpriority unsecured claims, fill out and attach the Additional Page of Part 2. Amount of claim

3.1 Nonpriority creditor's name and mailing address As of the petition filing date, the claim is: $700,000.00 Check all that apply. Blackstone Invesments I Contingent P. O. Box 863376 Unliquidated Disputed

Basis for the claim: Plano TX 75086 Business Debt

Date or dates debt was incurred Is the claim subject to offset? No Last 4 digits of account number Yes

3.2 Nonpriority creditor's name and mailing address As of the petition filing date, the claim is: Unknown Check all that apply. Daniel Realty Services Contingent 505 20th Street North Unliquidated Disputed Suite 1000 Basis for the claim: Birmingham AL 35203 Breach of Lease

Date or dates debt was incurred Is the claim subject to offset? No Last 4 digits of account number p I n c Yes

3.3 Nonpriority creditor's name and mailing address As of the petition filing date, the claim is: $218,500.00 Check all that apply. Predicitve Analytics Group, Inc. Contingent c/o Bailey & Glasser, LLP Unliquidated Disputed 2961 Centerville Road, Suite 302 Basis for the claim: Wilmington DE 19808 Business Debt

Date or dates debt was incurred 2022 Is the claim subject to offset? No Last 4 digits of account number Yes

3.4 Nonpriority creditor's name and mailing address As of the petition filing date, the claim is: Unknown Check all that apply. State of New Jersey Contingent Department of the Treasury Unliquidated Disputed c/o Pioneer Credit recovery P. O. Box 1009 Basis for the claim: Moorestown NJ 08057-0909 Possible Claim

Date or dates debt was incurred Is the claim subject to offset? No Last 4 digits of account number Yes

Official Form 206E/F Schedule E/F: Creditors Who Have Unsecured Claims page 2 24-50359-cag Doc#1 Filed 03/05/24 Entered 03/05/24 13:14:15 Main Document Pg 16 of 33 03/05/2024 01:09:44pm

Debtor Animo Bancorp, Inc. Case number (if known) Exhibit A Part 2: Additional Page Copy this page only if more space is needed. Continue numbering the lines sequentially from the previous page. If no additional NONPRIORITY creditors exist, do not fill out or submit this page. Amount of claim

3.5 Nonpriority creditor's name and mailing address As of the petition filing date, the claim is: $488,739.41 Check all that apply. The Capital Markets Company, LLC Contingent 3131 McKinney Ave., Suite 175 Unliquidated Disputed

Basis for the claim: Dallas TX 75204 Business Debt

Date or dates debt was incurred Is the claim subject to offset? No Last 4 digits of account number Yes

Official Form 206E/F Schedule E/F: Creditors Who Have Unsecured Claims page 3 24-50359-cag Doc#1 Filed 03/05/24 Entered 03/05/24 13:14:15 Main Document Pg 17 of 33 03/05/2024 01:09:44pm

Debtor Animo Bancorp, Inc. Case number (if known) Exhibit A Part 3: List Others to Be Notified About Unsecured Claims

4. 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, assignees of claims listed above, and attorneys for unsecured creditors.

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.

Name and mailing address On which line in Part 1 or Part 2 is the Last 4 digits of related creditor (if any) listed? account number, if any

4.1 Michael B. Hess Line 3.5 Akerman, LLP Not listed. Explain: 2001 Ross Avenue Suite 3600 Dallas TX 75201

Official Form 206E/F Schedule E/F: Creditors Who Have Unsecured Claims page 4 24-50359-cag Doc#1 Filed 03/05/24 Entered 03/05/24 13:14:15 Main Document Pg 18 of 33 03/05/2024 01:09:44pm

Debtor Animo Bancorp, Inc. Case number (if known) Exhibit A Part 4: Total Amounts of the Priority and Nonpriority Unsecured Claims

5. Add the amounts of priority and nonpriority unsecured claims.

Total of claim amounts

5a. Total claims from Part 1 5a. $536.74

5b. Total claims from Part 2 5b. + $1,407,239.41

5c. Total of Parts 1 and 2 5c. $1,407,776.15 Lines 5a + 5b = 5c.

Official Form 206E/F Schedule E/F: Creditors Who Have Unsecured Claims page 5 24-50359-cag Doc#1 Filed 03/05/24 Entered 03/05/24 13:14:15 Main Document Pg 19 of 33 03/05/2024 01:09:44pm

Fill in this information to identify the case: Exhibit A Debtor name Animo Bancorp, Inc.

United States Bankruptcy Court for the: WESTERN DISTRICT OF TEXAS

Case number Chapter 7 Check if this is an (if known) amended filing

Official Form 206G Schedule G: Executory Contracts and Unexpired Leases 12/15

Be as complete and accurate as possible. If more space is needed, copy and attach the additional page, numbering the entries consecutively.

1. Does the debtor have any executory contracts or unexpired leases? No. Check this box and file this form with the court with the debtor's other schedules. There is nothing else to report on this form. 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 Form 206A/B).

2. List all contracts and unexpired leases State the name and mailing address for all other parties with whom the debtor has an executory contract or unexpired lease

Official Form 206G Schedule G: Executory Contracts and Unexpired Leases page 1 24-50359-cag Doc#1 Filed 03/05/24 Entered 03/05/24 13:14:15 Main Document Pg 20 of 33 03/05/2024 01:09:44pm

Fill in this information to identify the case: Exhibit A Debtor name Animo Bancorp, Inc.

United States Bankruptcy Court for the: WESTERN DISTRICT OF TEXAS

Official Form 206H Schedule H: Codebtors 12/15

Be as complete and accurate as possible. If more space is needed, copy the Additional Page, numbering the entries consecutively. Attach the Additional Page to this page.

1. Does the debtor have any codebtors? 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. Yes

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 creditors, Schedules D-G. Include all guarantors and co-obligors. In Column 2, identify the creditor to whom the debt is owed and each 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.

Column 1: Codebtor Column 2: Creditor

Check all schedules Name Mailing address Name that apply:

Official Form 206H Schedule H: Codebtors page 1 24-50359-cag Doc#1 Filed 03/05/24 Entered 03/05/24 13:14:15 Main Document Pg 21 of 33 03/05/2024 01:09:45pm

Fill in this information to identify the case: Exhibit A Debtor Name Animo Bancorp, Inc.

United States Bankruptcy Court for the: WESTERN DISTRICT OF TEXAS

Case number (if known): Check if this is an amended filing

Official Form 206Sum Summary of Assets and Liabilities for Non-Individuals 12/15

Part 1: Summary of Assets

1. Schedule A/B: Assets--Real and Personal Property (Official Form 206A/B)

1a. Real property: $0.00 Copy line 88 from Schedule A/B........................................................................................................................................................................

1b. Total personal property: $203.00 Copy line 91A from Schedule A/B........................................................................................................................................................................

1c. Total of all property $203.00 Copy line 92 from Schedule A/B........................................................................................................................................................................

Part 2: Summary of Liabilities

2. Schedule D: Creditors Who Have Claims Secured by Property (Official Form 206D) Copy the total dollar amount listed in Column A, Amount of claim, from line 3 of Schedule D...................................................... $0.00

3. Schedule E/F: Creditors Who Have Unsecured Claims (Official Form 206E/F)

3a. Total claim amounts of priority unsecured claims: $536.74 Copy the total claims from Part 1 from line 5a of Schedule E/F.........................................................................................................................................................

3b. Total amount of claims of nonpriority amount of unsecured claims: + $1,407,239.41 Copy the total of the amount of claims from Part 2 from line 5b of Schedule E/F..............................................................................................................................

4. Total liabilities Lines 2 + 3a + 3b........................................................................................................................................................................ $1,407,776.15

Official Form 206Sum Summary of Assets and Liabilities for Non-Individuals page 1 24-50359-cag Doc#1 Filed 03/05/24 Entered 03/05/24 13:14:15 Main Document Pg 22 of 33 03/05/2024 01:09:46pm

Fill in this information to identify the case and this filing: Exhibit A Debtor Name Animo Bancorp, Inc.

United States Bankruptcy Court for the: WESTERN DISTRICT OF TEXAS

Case number (if known)

Official Form 202 Declaration Under Penalty of Perjury for Non-Individual Debtors 12/15

An 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 schedules of assets and liabilities, any other document that requires a declaration that is not included in the document, and any amendments of those documents. This form must state the individual's position or relationship to the debtor, the identity of the document, and the date. Bankruptcy Rules 1008 and 9011.

WARNING -- Bankruptcy fraud is a serious crime. Making a false statement, concealing property, or obtaining money or property by fraud in connection 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. §§ 152, 1341, 1519, and 3571.

Declaration and signature

I am the president, another officer, or an authorized agent of the corporation; a member or an authorized agent of the partnership; or another individual serving as a representative of the debtor in this case.

I have examined the information in the documents checked below and I have a reasonable belief that the information is true and correct:

Schedule A/B: Assets--Real and Personal Property (Official Form 206A/B)

Schedule D: Creditors Who Have Claims Secured by Property (Official Form 206D)

Schedule E/F: Creditors Who Have Unsecured Claims (Official Form 206E/F)

Schedule G: Executory Contracts and Unexpired Leases (Official Form 206G)

Schedule H: Codebtors (Official Form 206H)

A Summary of Assets and Liabilities for Non-Individuals (Official Form 206-Summary)

Amended Schedule

Chapter 11 or Chapter 9 Cases: List of Creditors Who Have the 20 Largest Unsecured Claims and Are Not Insiders (Official Form 204)

Other document that requires a declaration

I declare under penalty of perjury that the foregoing is true and correct.

Executed on 03/05/2024 X /s/ Toby Neugebauer MM / DD / YYYY Signature of individual signing on behalf of debtor

Toby Neugebauer Printed name Director Position or relationship to debtor

Official Form 202 Declaration Under Penalty of Perjury for Non-Individual Debtors 24-50359-cag Doc#1 Filed 03/05/24 Entered 03/05/24 13:14:15 Main Document Pg 23 of 33 03/05/2024 01:09:47pm

Fill in this information to identify the case: Exhibit A Debtor name Animo Bancorp, Inc.

United States Bankruptcy Court for the: WESTERN DISTRICT OF TEXAS

Official Form 207 Statement of Financial Affairs for Non-Individuals Filing for Bankruptcy 04/22

The debtor must answer every question. If more space is needed, attach a separate sheet to this form. On the top of any additional pages, write the debtor's name and case number (if known).

Part 1: Income 1. Gross revenue from business

None

2. Non-business revenue Include revenue regardless of whether that revenue is taxable. Non-business income may include interest, dividends, money collected from lawsuits, and royalties. List each source and the gross revenue for each separately. Do not include revenue listed in line 1.

Part 2: List Certain Transfers Made Before Filing for Bankruptcy 3. Certain payments or transfers to creditors within 90 days before filing this case

List payments or transfers--including expense reimbursements--to any creditor, other than regular employee compensation, within 90 days before filing this case unless the aggregate value of all property transferred to that creditor is less than $7,575. (This amount may be adjusted on 4/01/25 and every 3 years after that with respect to cases filed on or after the date of adjustment.)

Creditor's name and address Dates Total amount or value Reasons for payment or transfer Check all that apply 3.1. Field Manning Stone Aycock 3-1-2024 $85,000.00 Secured debt Creditor's name 2112 Indiana Ave. Unsecured loan repayments Street Suppliers or vendors Services Lubbock TX 79410 Other Legal Services City State ZIP Code

Official Form 207 Statement of Financial Affairs for Non-Individuals Filing for Bankruptcy page 1 24-50359-cag Doc#1 Filed 03/05/24 Entered 03/05/24 13:14:15 Main Document Pg 24 of 33 03/05/2024 01:09:47pm

Debtor Animo Bancorp, Inc. Name Case number (if known) Exhibit A 4. Payments or other transfers of property made within 1 year before filing this case that benefited any insider

List payments or transfers, including expense reimbursements, made within 1 year before filing this case on debts owed to an insider or guaranteed or co-signed by an insider unless the aggregate value of all property transferred to or for the benefit of the insider is less than $7,575. (This amount may be adjusted on 4/01/25 and every 3 years after that with respect to cases filed on or after the date of adjustment.) Do not include any payments listed in line 3. Insiders include officers, directors, and anyone in control of a corporate debtor and their relatives; general partners of a partnership debtor and their relatives; affiliates of the debtor and insiders of such affiliates; and any managing agent of the debtor. 11 U.S.C. § 101(31).

5. Repossessions, foreclosures, and returns

List all property of the debtor that was obtained by a creditor within 1 year before filing this case, including property repossessed by a creditor, sold at a foreclosure sale, transferred by a deed in lieu of foreclosure, or returned to the seller. Do not include property listed in line 6.

6. Setoffs

List any creditor, including a bank or financial institution, that within 90 days before filing this case set off or otherwise took anything from an account of the debtor without permission or refused to make a payment at the debtor's direction from an account of the debtor because the debtor owed a debt.

Part 3: Legal Actions or Assignments 7. Legal actions, administrative proceedings, court actions, executions, attachments, or governmental audits List the legal actions, proceedings, investigations, arbitrations, mediations, and audits by federal or state agencies in which the debtor was involved in any capacity--within 1 year before filing this case.

Case title Nature of case Court or agency's name and address Status of case 7.1. The Capital Markets Breach of contract 14th Judicial District Court Pending Company, LLC v. Animo Name Bancorp, Inc. Dallas County, Texas On appeal Street Concluded

Case number DC-22-17307 City State ZIP Code

Case title Nature of case Court or agency's name and address Status of case 7.2. Predcitive Analytics Group, Suit on debt Superior Court for the State of Delaware Pending Inc. v. Animo Bancorp, Inc. Name and Toby Neugebauer On appeal Street Concluded

Case number N23C-07-022 JRJ City State ZIP Code

Official Form 207 Statement of Financial Affairs for Non-Individuals Filing for Bankruptcy page 2 24-50359-cag Doc#1 Filed 03/05/24 Entered 03/05/24 13:14:15 Main Document Pg 25 of 33 03/05/2024 01:09:47pm

Debtor Animo Bancorp, Inc. Name Case number (if known) Exhibit A 8. Assignments and receivership

List any property in the hands of an assignee for the benefit of creditors during the 120 days before filing this case and any property in the hands of a receiver, custodian, or other court-appointed officer within 1 year before filing this case.

Part 4: Certain Gifts and Charitable Contributions 9. List all gifts or charitable contributions the debtor gave to a recipient within 2 years before filing this case unless the aggregate value of the gifts to that recipient is less than $1,000

Part 5: Certain Losses 10. All losses from fire, theft, or other casualty within 1 year before filing this case.

Part 6: Certain Payments or Transfers 11. Payments related to bankruptcy List any payments of money or other transfers of property made by the debtor or person acting on behalf of the debtor within 1 year before the filing of this case to another person or entity, including attorneys, that the debtor consulted about debt consolidation or restructuring, seeking bankruptcy relief, or filing a bankruptcy case.

Who was paid or who received the transfer? If not money, describe any property Dates Total amount transferred or value 11.1. Douglas J. Powell, P.C. 03/01/2024 $5,600.00

Address

P. O. Box 340686 Street

Email or website address

Who made the payment, if not debtor?

12. Self-settled trusts of which the debtor is a beneficiary List any payments or transfers of property made by the debtor or a person acting on behalf of the debtor within 10 years before the filing of this case to a self-settled trust or similar device. Do not include transfers already listed on this statement.

Official Form 207 Statement of Financial Affairs for Non-Individuals Filing for Bankruptcy page 3 24-50359-cag Doc#1 Filed 03/05/24 Entered 03/05/24 13:14:15 Main Document Pg 26 of 33 03/05/2024 01:09:47pm

Debtor Animo Bancorp, Inc. Name Case number (if known) Exhibit A 13. Transfers not already listed on this statement List any transfers of money or other property--by sale, trade, or any other means--made by the debtor or a person acting on behalf of the debtor within 2 years before the filing of this case to another person, other than property transferred in the ordinary course of business or financial affairs. Include both outright transfers and transfers made as security. Do not include gifts or transfers previously listed on this statement.

Part 7: Previous Locations 14. Previous addresses List all previous addresses used by the debtor within 3 years before filing this case and the dates the addresses were used.

Does not apply

Part 8: Health Care Bankruptcies 15. Health Care bankruptcies

Is the debtor primarily engaged in offering services and facilities for:

diagnosing or treating injury, deformity, or disease, or

providing any surgical, psychiatric, drug treatment, or obstetric care?

Part 9: Personally Identifiable Information 16. Does the debtor collect and retain personally identifiable information of customers?

No. Yes. State the nature of the information collected and retained

Does the debtor have a privacy policy about that information? No. Yes.

17. Within 6 years before filing this case, have any employees of the debtor been participants in any ERISA, 401(k), 403(b) or other pension or profit-sharing plan made available by the debtor as an employee benefit?

No. Go to Part 10. Yes. Does the debtor serve as plan administrator? No. Go to Part 10. Yes. Fill in below:

Official Form 207 Statement of Financial Affairs for Non-Individuals Filing for Bankruptcy page 4 24-50359-cag Doc#1 Filed 03/05/24 Entered 03/05/24 13:14:15 Main Document Pg 27 of 33 03/05/2024 01:09:47pm

Debtor Animo Bancorp, Inc. Name Case number (if known) Exhibit A Part 10: Certain Financial Accounts, Safe Deposit Boxes, and Storage Units 18. Closed financial accounts Within 1 year before filing this case, were any financial accounts or instruments held in the debtor's name, or for the debtor's benefit, closed, sold, moved, or transferred? Include checking, savings, money market, or other financial accounts, certificates of deposit, and shares in banks, credit unions, brokerage houses, cooperatives, associations, and other financial institutions.

19. Safe deposit boxes List any safe deposit box or other depository for securities, cash, or other valuables the debtor now has or did have within 1 year before filing this case.

20. Off-premises storage List any property kept in storage units or warehouses within 1 year before filing this case. Do not include facilities that are in a part of a building in which the debtor does business.

Part 11: Property the Debtor Holds or Controls That the Debtor Does Not Own 21. Property held for another List any property that the debtor holds or controls that another entity owns. Include any property borrowed from, being stored for, or held in trust. Do not list leased or rented property.

Part 12: Details About Environmental Information For the purpose of Part 12, the following definitions apply:

Environmental law means any statute or governmental regulation that concerns pollution, contamination, or hazardous material, regardless or the medium affected (air, land, water, or any other medium).

Site means any location, facility, or property, including disposal sites, that the debtor now owns, operates, or utilizes or that the debtor formerly owned, operated, or utilized.

Hazardous material means anything that an environmental law defines as hazardous or toxic, or describes as a pollutant, contaminant, or a similarly harmful substance.

Report all notices, releases, and proceedings known, regardless of when they occurred.

22. Has the debtor been a party in any judicial or administrative proceeding under any environmental law? Include settlements and orders.

No Yes. Provide details below.

Official Form 207 Statement of Financial Affairs for Non-Individuals Filing for Bankruptcy page 5 24-50359-cag Doc#1 Filed 03/05/24 Entered 03/05/24 13:14:15 Main Document Pg 28 of 33 03/05/2024 01:09:47pm

Debtor Animo Bancorp, Inc. Name Case number (if known) Exhibit A 23. Has any governmental unit otherwise notified the debtor that the debtor may be liable or potentially liable under or in violation of an environmental law?

24. Has the debtor notified any govermental unit of any release of hazardous material?

Part 13: Details About the Debtor's Business or Connections to Any Business 25. Other businesses in which the debtor has or has had an interest List any business for which the debtor was an owner, partner, member, or otherwise a person in control within 6 years before filing this case. Include this information even if already listed in the Schedules.

26. Books, records, and financial statements

26a. List all accountants and bookkeepers who maintained the debtor's books and records within 2 years before filing this case.

26b. List all firms or individuals who have audited, compiled, or reviewed debtor's books of account and records or prepared a financial statement within 2 years before filing this case.

26c. List all firms or individuals who were in possession of the debtor's books of account and records when this case is filed.

26d. List all financial institutions, creditors, and other parties, including mercantile and trade agencies, to whom the debtor issued a financial statement within 2 years before filing this case.

27. Inventories Have any inventories of the debtor's property been taken within 2 years before filing this case?

No. Yes. Give the details about the two most recent inventories.

28. List the debtor's officers, directors, managing members, general partners, members in control, controlling shareholders, or other people in control of the debtor at the time of the filing of this case.

Name Address Position and nature of any interest % of interest, if any

29. Within 1 year before the filing of this case, did the debtor have officers, directors, managing members, general partners, members in control of the debtor, or shareholders in control of the debtor who no longer hold these positions?

No Yes. Identify below.

Name Address Position and nature of Period during which position any interest or interest was held

Official Form 207 Statement of Financial Affairs for Non-Individuals Filing for Bankruptcy page 6 24-50359-cag Doc#1 Filed 03/05/24 Entered 03/05/24 13:14:15 Main Document Pg 29 of 33 03/05/2024 01:09:47pm

Debtor Animo Bancorp, Inc. Name Case number (if known) Exhibit A 30. Payments, distributions, or withdrawals credited or given to insiders Within 1 year before filing this case, did the debtor provide an insider with value in any form, including salary, other compensation, draws, bonuses, loans, credits on loans, stock redemptions, and options exercised?

31. Within 6 years before filing this case, has the debtor been a member of any consolidated group for tax purposes?

32. Within 6 years before filing this case, has the debtor as an employer been responsible for contributing to a pension fund?

Part 14: Signature and Declaration WARNING -- Bankruptcy fraud is a serious crime. Making a false statement, concealing property, or obtaining money or property by fraud in connection 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. §§ 152, 1341, 1519, and 3571.

I have examined the information in this Statement of Financial Affairs and any attachments and have a reasonable belief that the information is true and correct.

I declare under penalty of perjury that the foregoing is true and correct.

X /s/ Toby Neugebauer Printed name Toby Neugebauer Signature of individual signing on behalf of the debtor

Position or relationship to debtor Director

Are additional pages to Statement of Financial Affairs for Non-Individuals Filing for Bankruptcy (Official Form 207) attached? No Yes

Official Form 207 Statement of Financial Affairs for Non-Individuals Filing for Bankruptcy page 7 24-50359-cag Doc#1 Filed 03/05/24 Entered 03/05/24 13:14:15 Main Document Pg 30 of 33 03/05/2024 01:09:47pm

B2030 (Form 2030) (12/15) UNITED STATES BANKRUPTCY COURT Exhibit A WESTERN DISTRICT OF TEXAS AUSTIN DIVISION In re Animo Bancorp, Inc. Case No.

Chapter 7

DISCLOSURE OF COMPENSATION OF ATTORNEY FOR DEBTOR 1. Pursuant to 11 U.S.C. § 329(a) and Fed. Bankr. P. 2016(b), I certify that I am the attorney for the above named debtor(s) and that compensation paid to me within one year before the filing of the petition in bankruptcy, or agreed to be paid to me, for services rendered or to be rendered on behalf of the debtor(s) in contemplation of or in connection with the bankruptcy case is as follows:

$5,262.00 For legal services, I have agreed to accept......................................................................................................... $5,262.00 Prior to the filing of this statement I have received............................................................................................. $0.00 Balance Due..............................................................................................................................................................

2. The source of the compensation paid to me was: Debtor Other (specify)

3. The source of compensation to be paid to me is: Debtor Other (specify)

4. I have not agreed to share the above-disclosed compensation with any other person unless they are members and associates of my law firm.

I have agreed to share the above-disclosed compensation with another person or persons who are not members or associates of my law firm. A copy of the agreement, together with a list of the names of the people sharing in the compensation, is attached.

5. In return for the above-disclosed fee, I have agreed to render legal service for all aspects of the bankruptcy case, including:

a. Analysis of the debtor's financial situation, and rendering advice to the debtor in determining whether to file a petition in bankruptcy;

b. Preparation and filing of any petition, schedules, statements of affairs and plan which may be required;

c. Representation of the debtor at the meeting of creditors and confirmation hearing, and any adjourned hearings thereof; 24-50359-cag Doc#1 Filed 03/05/24 Entered 03/05/24 13:14:15 Main Document Pg 31 of 33 03/05/2024 01:09:47pm

B2030 (Form 2030) (12/15) Exhibit A 6. By agreement with the debtor(s), the above-disclosed fee does not include the following services: Representation in any adversary proceedings, contested matter or appeals. The amount reflected above does not include the filing fee for the filing of this matter with the Court which was handled by the Debtor's attorney.

CERTIFICATION I certify that the foregoing is a complete statement of any agreement or arrangement for payment to me for representation of the debtor(s) in this bankruptcy proceeding.

03/05/2024 /s/ Douglas J. Powell Date Douglas J. Powell Bar No. 16194900 The Law Offices of Douglas J. Powell, P.C. P. O. Box 340686 Lakeway, TX 78734 Phone: (512) 476-2457

/s/ Toby Neugebauer Toby Neugebauer Director 24-50359-cag Doc#1 Filed 03/05/24 Entered 03/05/24 13:14:15 Main Document Pg 32 of 33 03/05/2024 01:09:47pm

UNITED STATES BANKRUPTCY COURT WESTERN DISTRICT OF TEXAS Exhibit A AUSTIN DIVISION IN RE: Animo Bancorp, Inc. CASE NO

VERIFICATION OF CREDITOR MATRIX

The above named Debtor hereby verifies that the attached list of creditors is true and correct to the best of his/her knowledge.

Date 3/5/2024 Signature /s/ Toby Neugebauer Toby Neugebauer Director

Date Signature 24-50359-cag Doc#1 Filed 03/05/24 Entered 03/05/24 13:14:15 Main Document Pg 33 of 33 03/05/2024 01:09:48pm

Blackstone Invesments I Exhibit A P. O. Box 863376 Plano, TX 75086

Daniel Realty Services 505 20th Street North Suite 1000 Birmingham, AL 35203

Michael B. Hess Akerman, LLP 2001 Ross Avenue Suite 3600 Dallas, TX 75201 Predicitve Analytics Group, Inc. c/o Bailey & Glasser, LLP 2961 Centerville Road, Suite 302 Wilmington, DE 19808

State of New Jersey Department of the Treasury c/o Pioneer Credit recovery P. O. Box 1009 Moorestown, NJ 08057-0909 State of Tennessee Department of Revenue 500 Deaderick Street Nashville, TN 37242

The Capital Markets Company, LLC 3131 McKinney Ave., Suite 175 Dallas, TX 75204

United States Department of Justice United States Attorney 601 N.W. Loop 410, Suite 600 San Antonio, TX 78216

United States Trustee 903 San Jacinto, Suite 230 Austin, TX 78701 Automated Certificate of eService This automated certificate of service was created by the efiling system. The filer served this document via email generated by the efiling system on the date and to the persons listed below. The rules governing certificates of service have not changed. Filers must still provide a certificate of service that complies with all applicable rules.

Sandy Meeks on behalf of J Paul Manning Bar No. 24002521 smeeks@lubbocklawfirm.com Envelope ID: 85357053 Filing Code Description: Other Document Filing Description: Suggestion of Bankruptcy Status as of 3/8/2024 12:08 PM CST

Associated Case Party: Animo Bancorp, Inc. a/k/a Glorifi Financial

Name BarNumber Email TimestampSubmitted Status

Sandra LeeMeeks smeeks@lubbocklawfirm.com 3/8/2024 12:03:48 PM SENT

J. PaulManning jpmanning@lubbocklawfirm.com 3/8/2024 12:03:48 PM SENT

John Moore jmoore@lubbocklawfirm.com 3/8/2024 12:03:48 PM SENT

Bill Crist bcrist@lubbocklawfirm.com 3/8/2024 12:03:48 PM SENT

Associated Case Party: The Capital Markets Company, LLC

Michael B. Hess michael.hess@akerman.com 3/8/2024 12:03:48 PM SENT