Preview
CHRISTOPHER E. SEYMOUR, #126330
cseymour@gmlegal.net
GILMO! MAGNESS JANISSE
Post Office Box 28907 E-FILED
Fresno, California 93729-8907 12/4/2018 3:02 PM
Telephone: (559) 448-9800 FRESNO COUNTY SUPERIOR COURT
Facsimile: (559) 448-9899
By: K. Daves, Deputy
Attorneys for Receiver, Donald G. Howell
SUPERIOR COURT OF CALIFORNIA
COUNTY OF FRESNO, CENTRAL DIVISION
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11 RABOBANK, N.A., a national banking Case No. 18CECG00437
association,
12 REQUEST FOR JUDICIAL NOTICE
Plaintiff,
13 Judge: Hon. Donald Black
Vv Date: January 23, 2019
14 Time: 3:30 p.m.
GREGORY JOHN TE VELDE, an Dept.: 502
15 individual, PACIFIC RIM DAIRY, a Trial Date: None
California general partnership; and DOES
16 1 through 30, inclusive,
17 Defendants.
18
19 Pursuant to Evidence Code §452(d) and (e), Receiver Donald G. Howell
20 (“Receiver”) hereby request that this Court take judicial notice of the following:
21 1 Custodian’s Report and Accounting, filed June 1, 2018, in United
22 States Bankruptcy Court, Eastern District of California Case No. 18-11651-11.
23 2. Order Approving Custodian’s Report and Accounting, Entered July 4,
24 2018, in United States Bankruptcy Court, Eastern District of California Case No. 18-
25 11651-11.
26 3 Order Approving Custodian’s Motion for Allowance and Payment of
27 Chapter 11 Administrative Claim, entered June 30, 2018, in United States Bankruptcy
28 Court, Eastern District of California Case No. 18-11651-11.
ILMORE MAG 3 JANISSE
RESNO LIFORNIA 12898-0000\447861.1
REQUEST FOR JUDICIAL NOTICE
DATED: December 4, 2018 GILMORE MAGNESS JANISSE
By
Kinds er E, Seymour
torneys for Receiver, Donald G. Howell
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JILMORE MAGNESS JANISSE
‘A ProressioNAl-CoRPORATION
negg5 AuHoRsNA sa0.450 || 12898-00001447861.1 2
REQUEST FOR JUDICIAL NOTICE,
PROOF OF SERVICE
Rabobank, N.A. v Gre
Case No. 1 ace CG00437
John Te Velde, et al.
STATE OF CALIFORNIA, COUNTY OF FRESNO
At the time of service, I was over 18 years of age and not a party to this action. I
am em)
Office B oyed in the County of Fresno, State of California. My business address is Post
ox 28907, Fresno, CA 93729-8907.
On December 4, 2018, I served true copies of the following document(s) described
as REQUEST FOR JUDICIAL NOTICE on the interested parties in this action as
follows:
SEE ATTACHED SERVICE LIST
9
BY MAIL: | enclosed the document(s) in a sealed envelope or package addressed
10 to the persons at the addresses listed in the Service List and placed the envelope for
collection and mailing, following our ordinary busi ss practices, | am readily familiar
ll with Gilmore Magness Janisse's practice for collecting and rocessing correspondence for
mailing. On the same day that the correspondence is place for collection and mailing, it
12 is deposited in the ordinary course of business with the United States Postal Service, ina
sealed envelope with postage fully prepaid.
13
I declare under penalty of perjury under the laws of the State of California that the
14 foregoing is true and correct.
15 Executed on December 4, 2018, at Fresno, California.
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JILMORE MAGNESS JANISSE
‘A Pkorrssional. ConnoRarion
POST OFFICE BOX 269077
RESNO CALIFORNIA 93729-4907 || 12898-0000\447861.1 3
REQUEST FOR JUDICIAL NOTICE
SERVICE LIST
Rabobank, N.A. v Gregory John Te Velde, et al.
Case No. 18CECG00437
Riley C. Walter, Esq. Richard A. Rogan, Esq.
Walter Wilhelm Law Grow Bennett G, Young, Esq.
205 E. River Park Circle, Suite 410 Jeffer Mangels Butler Mitchell LLP
Fresno, CA 93720 Two Embarcadero Center, 5th Floor
Email: rileywalter(@W2LG.com San Francisco, CA 94111-3813
brouuiaimbecon
0
Gre: ory John Te Velde Gregory John te Velde, Partner
585 Avenue 160 Pacific Rim Dairy, a general partnership
Tipton, CA 93272 5850 Avenue 160
Email: gjtevelde(@ aol.com Tipton, CA 93272
Email: gitevelde@aol.com
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ILMORE MAG! 3S JANISSE
E20: 2.407]
RESNO, CA } 12898-0000\447861.1 4
REQUEST FOR JUDICIAL NOTICE
EXHIBIT 1
Filed 06/01/18 Case 18-11651 Doc 295
CHRISTOPHER E. SEYMOUR, #126330
cseymour@gmlegal.net
GILMORE MAGNESS JANISSE
Post Office Box 28907
Fresno, California 93729-8907
Telephone: (559) 448-9800
Facsimile: (559) 448-9899
Attorneys for Custodian Donald G. Howell
UNITED STATES BANKRUPTCY COURT
EASTERN DISTRICT OF CALIFORNIA, FRESNO DIVISION
10
11 In re Case No, 18-11651-11
12 GREGORY JOHN te VELDE, Chapter 11
13 Debtor. DCN: GMJ-1
14 Date: June 27, 2018
Time: 1:30 p.m.
15 Place: 2500 Tulare Street
Courtroom 11, Dept. A
16 Fresno, CA 93721
17
MOTION FOR APPROVAL OF CUSTODIAN’S REPORT AND ACCOUNTING
18 (11 ULS.C. § 543(b)(2); FRBP Rule 6002)
19 1 Donald Howell (“Howell”), hereby moves the Court for an order pursuant
20 to 11 U.S.C. section 543(b)(2) and Federal Rules of Bankruptcy Procedure, Rule 6002: (1)
21 approving his Report and Accounting submitted herewith as Exhibit A; and (2) discharging him
22 from liability incident to his office as Receiver in the state court actions and as Custodian
23 following commencement of the Chapter 11 case.!
24 JURISDICTION
25 2 The Court has jurisdiction over this matter pursuant to the general grant of
26 jurisdiction of 28 U.S.C. § 1334. The matter is a core proceeding as defined by 28 U.S.C.
27
28 ' Howell is filing a motion for payment of administrative claim for his fees and expenses
5JLMORE MAGNESS JANISSE
'APMIEAKIONAL CoRROR STON
concurrently with this motion.
POST OFFICE BOX 23007
[RESNO, CALIFORNIA 91729-4007 12898-0000\4 18232, 1
MOTION FOR APPROVAL OF CUSTODIAN’S REPORT AND ACCOUNTING (1 U.S.C. section 543(b)(2); FRBP Rule 6002)
Filed 06/01/18 Case 18-11651 Doc 295
§157(b)(2). The relief requested is approval of a custodian’s report under 11 U.S.C. § 543(b)(2).
This Court may hear and determine this matter pursuant to Wellness International Network, Ltd. v.
Sharif, 135 8, Ct. 1932 (2015), Opposition to the Motion is controlled by Bankruptcy Rule 9014.
Service is provided pursuant to Local Bankruptcy Rule 9014-1.
BASIS FOR REQUESTED RELIEF
3 11 USC § 543. “Turnover of property by a custodian,” states in pertinent
part
“(b) A custodian shall--
() deliver to the trustee any property of the debtor held by or transferred to
10 such custodian, or proceeds, product, offspring, rents, or profits of such property,
ll that is in such custodian's possession, custody, or control on the date that such
12 custodian acquires knowledge of the commencement of the case; and
13 (2) file an accounting of any property of the debtor, or proceeds, product,
14 offspring, rents, or profits of such property, that, at any time, came into the
15 possession, custody, or control of such custodian.”
16 11 USC §543(b).
17 Federal Rules of Bankruptcy Procedure (FRBP), Rule 6002, provides:
18 “(a) Accounting required. Any custodian required by the Code to deliver property
19 in the custodian’s possession or control to the trustee shall promptly file and
20 transmit to the United States trustee a report and account with respect to the
21 property of the estate and the administration thereof.
22 (b) Examination of administration. On the filing and transmittal of the report and
23 account required by subdivision (a) of this rule and after an examination has been
24 made into the superseded administration, afier notice and a hearing, the court shall
25 determine the propriety of the administration, including the reasonableness of all
26 disbursements.”
27 FRBP 6002.
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GILMORE MAGNESS JANISSE
APROHEXRONAL.Cor
POST OFFICE BOD
RESNO, CALIFORNIA 1729-407 |] 12898-01000\418232.1
2
MOTION FOR APPROVAL OF CUSTODIAN’S REPORT AND ACCOUNTING (1 U.S.C. section 543(b)(2); FRBP Rule 6002)
Filed 06/01/18 Case 18-11651 Doc 295
“TRule 6002] prescribes the procedure to be followed by a custodian who under
§ 543 of the Code is required to deliver property to the trustee and to account for its disposition,
The examination under subdivision (b) may be initiated (1) on the motion of the custodian
required to account under subdivision (a) for an approval of his account and discharge thereon.”
1983 Advisory Committee Notes to Rule 6002. The Bankruptcy Court has the authority to
discharge a receiver-turned-custodian from liability incident to the post-petition custodianship and
the pre-petition receivership. In re Weldon F, Stump & Co., 337 B.R. 636 (Bankr. N.D. Ohio
2005); 28 USC §1334(e).
4 From February 22, 2018 through April 25, 2018, Howell served as court-
10 appointed receiver over certain assets and operations of debtor-in-possession Gregory J. te Velde
1 (“te Velde”).
12 5 Upon his appointment by Rabobank, N.A.’s (“Bank”) ex parte application
13 as state court receiver over te Velde’s California assets and operations on February 22, 2018,
14 which appointment was confirmed by court order on March 13, 2018 (see Exhibits 6 and 7 to
15 Custodian’s Report and Accounting (“Accounting”) submitted herewith as Exhibit A), and after
16 filing his receiver’s bond and oath, he commenced performing his duties as receiver by taking
17 possession and control of the GJ te Velde Ranch (“GJ”) near Tipton, CA, and Pacific Rim Ranch
18 (“Pacific Rim”) near Corcoran California.
19 6 On March 18, 2018, the Fresno County Superior Court entered an order
20 authorizing Howell to retain the services of Christopher E. Seymour as his counsel, retroactive to
21 the date he first was appointed receiver (February 22, 2018), (Accounting, Ex. 13)
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22 An ancillary receivership appointment was made by order of the Oregon
23 Court on April 12, 2018 (“Oregon Receiver Order’). (Accounting, Ex. 8) Unlike the California
24 Receiver Orders, Howell’s receiver powers in the Oregon Receiver Order were limited to assisting
25 in preparing Lost Valley Farms (“LVF”) cattle for sale by auction pursuant to a UCC sale that had
26 been noticed by Rabobank, or in a subsequent sale as might be applied for by Howell. The
27 Oregon Order also provided for Howell to open an account for the purpose of depositing proceeds
28 from the sale of Oregon cattle and to hold those funds pending agreed methods and amounts of
SILMORE MAGNESS JANISSE
‘A PuPESSIONAL Conyowarion
‘POST OFFICE BOX 2007
RESNO, CALIFORNUA 91729-4017 12898-0000\4 18232. 1 3
MOTION FOR APPROVAL OF CUSTODIAN’S REPORT AND ACCOUNTING (| U.S.C. section 543(b)(2); FRBP Rule 6002)
Filed 06/01/18 Case 18-11651 Doc 295
distribution or further court order. Unlike with the California Dairies, Howell did not take over
possession or operations of the LVF Dairy, and therefore never had authority over the LVF
income or expenditures or other daily operations,
8 As authorized in the Oregon Order, Howell retained the services of Jeffrey
Misley to represent him in his capacity as Receiver in the Oregon Receivership, (Accounting,
Exs 8, 14)
9 Prior to Howell’s appointment in Oregon, a consent order (“Consent
Order”) was entered in Oregon relating to te Velde’s Confined Animal Feeding Operation
(“COFA”) pollution discharge permit #OR995129 (“Permit”) regarding LVF’s continuing
10 violations of wastewater disposal requirements. Thus, Howell’s services as Receiver in Oregon
11 were limited strictly to care and preservation of the cattle to the extent possible without have any
12 actual control over LVF operations, which control always rested with te Velde through his LVF
13 manager, Travis Love,
14 10. As reflected in the Accounting, as receiver Howell preserved and benefitted
1S the estate and its creditors by performing substantial services for this large and complex estate,
16 including, but not limited to: (1) taking possession of and managing the GJ and Pacific Rim
17 Dairies and their operations, including payment of vendors, payroll, retaining employees,
18 managing inventories, opening and closing accounts, negotiating for continued deliveries on term
19 and COD bases, (2) preparing an inyentory of estate assets, (3) selling cattle and preparing cattle
20 for sale, including arranging for TB testing and coordinating with auctioneers, and (4) reporting to
21 debtor and creditor counsel regarding health and safety of the herds, feed and other supply vendor
22 issues, harvesting issues, and various matters brought to Howell’s attention by the Debtor's
23 mariagement and staff. Howell understood te Velde to be an addict, and te Velde’s erratic
24 behavior complicated the receivership and threatened remaining viability of the estate and its
25 assets. Howell was required to “put out fires” on an almost daily basis.
26 WHEREFORE, Howell requests that his Report and Accounting filed herewith be
27 approved, and that an order be entered determining that (1) Howell’s administration was proper
28 and that all disbursements made were reasonable, and (2) Howell is discharged from all liability
ILMORE MAGNESS JANISSE.
ADPRGEHRWAL COnFORATINS
POST OFFICE BOX 28007
RESNO, CALIFORNIA 9720-4017 12898-0000\418232,1 4
MOTION FOR APPROVAL OF CUSTODIAN’S REPORT AND ACCOUNTING (1 U.S.C. section 543(b)(2); FRBP Rule 6002)
Filed 06/01/18 Case 18-11651 Doc 295
1 incident to his office as Receiver in the state court actions and as Custodian following
2 || commencement of the Chapter 1 case.
3 || DATED: May 2 2018 GILMORE MAGNESS JANISSE
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(ihe istopher E. Seymour
rneys for Custodian Donald G. Howell
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JHLMORE MAGNESS JANISSE
POST OFFICE BOX
RESNO, CALIPORNIA 93729-8007 || 12898-0000\418232.1 5
MOTION FOR APPROVAL OF CUSTODIAN’S REPORT AND ACCOUNTING (1 U.S.C. section 543(b)(2); FRBP Rule 6002)
Filed 06/01/18 Case 18-11651 Doc 498
196
CHRISTOPHER E. SEYMOUR, #126330
cseymour@gmlegal.net
GILMORE MAGNESS JANISSE
Post Office Box 28907
Fresno, California 93729-8907
Telephone: (559) 448-9800
Facsimile: (559) 448-9899
Attorneys for Custodian Donald G. Howell
UNITED STATES BANKRUPTCY COURT
EASTERN DISTRICT OF CALIFORNIA, FRESNO DIVISION
10
ll In re Case No. 18-11651-11
12 GREGORY JOHN te VELDE, Chapter 11
13 Debtor, DCN: GMJ-1
14 Date: June 27, 2018
Time: 1:30 p.m.
15 Place: United States Bankruptey Court
Department A, Courtroom 11
16 2500 Tulare Street
Fresno, California
17
EXHIBIT TO MOTION FOR APPROVAL OF CUSTODIAN’S REPORT AND
18 ACCOUNTING (11 U.S.C. § 543(b)(2); FRBP Rule 6002)
19 EXHIBIT | DESCRIPTION PAGES
20 A Report and Accounting of Custodian 189
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23 DATED: May 0, 2018 GILMORE MAGNESS JANISSE
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(LZ,
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By:
26 Chfistopher E. Seymour
Attorneys for Custodian Donald G, Howell
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JILMORE MAGNESS JANIS
PROVUssioVAL CORPORATION
POST OFFICE BOX 247 12898-0000\418536,1
RESNO, CALIFORNIA 91729-8007
EXHIBIT TO MOTION FOR APPROVAL OF CUSTODIAN’S REPORT AND ACCOUNTING
Filed 06/01/18 Case 18-11651 Doc 208
CHRISTOPHER E. SEYMOUR, #126330
cseymour@gmlegal.net
GILMORE MAGNESS JANISSE
Post Office Box 28907
Fresno, California 93729-8907
Telephone: (559) 448-9800
Facsimile; (559) 448-9899
Attorneys for Custodian Donald G, Howell
UNITED STATES BANKRUPTCY COURT
EASTERN DISTRICT OF CALIFORNIA, FRESNO DIVISION
10
ll In re Case No. 18-11651-11
12 GREGORY JOHN te VELDE, Chapter 11
13 Debtor. DCN: GMJ-1
14 Date: June 27, 2018
Time: 1:30 p.m.
1s Place: United States Bankruptcy Court
Department A, Courtroom 11
16 2500 Tulare Street
Fresno, California
17
18 REPORT AND ACCOUNTING OF CUSTODIAN (11 U.S.C. § 543 (6)(2); FRBP 6002)
19 I, Donald G. Howell, declare:
20 1 Having turned over possession and control of all assets of the Estate to the
21 Debtor in Possession, I submit this report and accounting pursuant to 11 U.S.C. § 543(b)(2) and
22 Federal Rules of Bankruptcy Procedure (FRBP), Rule 6002.
23 2 Attached hereto as Exhibit 1 is a written summary of advances, receipts and
24 disbursements as of May 18, 2018. The May 18 date is the date of the bank statements from
25 which the figures were derived. My last act regarding the accounts was when the funds were
26 turned over to the DIP on May 9, 2018. Attached as Exhibits 2 and 3 are the accountings |
27 submitted for March and April of 2018. The May 2018 bank statements are attached as Exhibit 4,
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ILMORE MAGNESS JANISSE
ah BESIOMAL CORPORATION
POST OFFICE BOX 24907
RESNO, CALIFORNIA 93729-8907 12898-0000\418233,2
REPORT AND ACCOUNTING OF CUSTODIAN (11 U.S.C. (6)(2); FRBP 6002)
Filed 06/01/18 Case 18-11651 Doc 298
3 From February 22, 2018 through April 25, 2018, I served as court-
appointed receiver over certain assets and operations of debtor-in-possession Gregory J. Te Velde
(“Te Velde”).
4. Attached as Exhibit S is a true and correct copy of the Inventory of
Property.
5 Attached as Exhibits 6, 7 and 8 are true and correct copies of the orders
appointing me as receiver over Te Velde personal property and operations of the GJ Te Velde
Dairy (“GJ”) and Pacific Rim Dairies in California (“California Receiver Order’), and as a limited
powers receiver in the ancillary action in Oregon regarding the Lost Valley Farms dairy (“Oregon
10 Receiver Order”)(collectively, “Receiver Orders”). Upon te Velde’s Chapter 1 filing on
ll April 26, 2018, I became a “custodian” of the assets in the receiver estate.
12 6 In California, I performed all of the duties normally associated with
13 management of the California dairies, including budgeting, cash management, conversations and
14 negotiations with vendors, review of all invoices prior to payment. I signed all checks, assumed
1S management oversight of the daily calendar of events and instituted missing operational controls
16 Under my stewardship, appropriate financial accounting and reporting controls were instituted,
17 proper purchasing procedures, and where appropriate, bidding, was instituted. No extraordinary
18 expenses were paid. Despite this, the Estate was forced to borrow $2,000,000 from Rabobank to
19 operate, for which I issued receiver certificates to Rabobank in that amount, copies of which are
20 attached as Exhibits 9 and 10,
21 7 I instituted the missing controls financially (prior to my arrival there were
22 none), and blocked the DIP from access to cash, and cash withdrawals for personal use from the
23 Estate, i.e., the attempted cash withdrawal on the Debtor’s Rabobank account via a local casino.
24 Under my control, all California invoices were analyzed for need (cow care, feed, labor, farming,
25 fuel, etc.) weekly by myself and Robin Ferreira. She then entered the invoices and wrote the
26 checks, I signed them, she mailed them. There was no further issuance of disbursements without
27 the review of two people, Robin had singular authority to print checks, and [ had singular
28 authority to sign them.
LMOKE MAGNESS JANISSE
‘AP
POST OFFICE Bt
RESNO CALIFORNI 07 12898-0000\418233.2 2
REPORT AND ACCOUNTING OF CUSTODIAN (11 U.S.C. (6)(2); FRBP 6002)
Filed 06/01/18 Case 18-11651 Doc 2s
8. Other activities that preserved or exhausted the value of the debtor’s assets
and protected the interests of debtor’s creditors include, but are not limited to:
a, I stopped all cash payments on accounts receivable. All calf sales
historically had been on a cash basis. After the first week, I stopped this and required a check
going forward.
b I maintained a positive relationship with the lender (Rabobank), vendors,
employees, and the Management Team (Carson te Velde, Travis Love, Robin Ferreira).
Subsequent to the bankruptcy filing, Travis Love filed his resignation with the DIP.
Cc. I ensured that Rabobank’s (“Bank”) ability to access, sort, present, tb test,
10 advertise and put on three auctions were not interrupted by any action of the debtor.
1 d I worked with a nutritionist to restring cattle and upgrade the nutritional
12 inputs to the milking cows. This is not yet complete on Pacific Rim, but production was already
13 up eight pounds per cow per day as of May 9, 2018. In the milk market as of the date of turnover,
14 this will generate an additional $400,000 +/- to the estate. This was not done on GJ te Velde
15 Ranch because the cattle were scheduled to be sold on May 5, 2018.
16 €. On April 10, 2018 I discovered 6,775 +/- head of calves had accrued
17 $2,291,688 in calf-raising expense and continue to accrue at $2.40 per day from that date until
18 May 8 on 5,685 head. | paid off the accrued bill on 1,090 head owned by Pacific Rim and this
19 decision will save a significant amount since the calves can be fed on the dairy for about half the
20 price, and all of the gain will be essentially profit. The location of these cattle, and their
21 associated costs were unreported by the debtor and previously unknown to all creditors. This all
22 happened because the debtor made an agreement to ship the cattle to Frings Calf Ranch, which
23 DOES NOT generate a monthly statement or send monthly invoices.
24 f. Harvest was started on time, despite the fact the harvesting contractor was
25 owed a significant amount of money from harvest of corn silage last fall.
26 8 From March 3, 2018 through April 26, 2018, the California portion of the
27 Estate operated, apparently for the first time ever, with appropriate controls, a singular responsible
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JILMORE MAGNESS JANISSE
‘APuoresHiowal-ContOmATION
POST OFFICE BOX 28907
RESNO, CALIFORNIA 93729-6907 12898-0000\4 18233.2 3
REPORT AND ACCOUNTING OF CUSTODIAN (11 U.S.C. (6)(2); FRBP 6002)
Filed 06/01/18 Case 18-11651 Doc 498
and available party in control, and appropriate management decisions that were made on a timely
basis.
9. In Oregon, I ensured that the Bank had access to the herd to facilitate its
scheduled sale, I also established a good working relationship with Travis Love, and was able
through conversations with Rabobank to reinstitute the timely flow of fuel, feedstuffs, water for
the barn; and all other necessary expenditures required to preserve, maintain, and continue the
operation of the dairy through the planned sale of the livestock on April 27, 2018. I was able to
facilitate continued milk pickup from Columbia River (Tillamook) and established a good
relationship with Mr. Wayne Bean of that company.
10 10. Pursuant to the court’s Orders entered on May 1, 2018 (Docket no. 57), |
11 maintained possession of the Estate assets which were in the Receivership Estate pending a further
12 hearing on the DIP’s cash collateral motion and Bank’s relief from stay motion on May 8, 2018.
13 During that time, I approved and facilitated disbursements for the preservation of those assets as
14 Custodian under 11 USC § 543 pursuant to those Orders. Pursuant to the court’s Order entered on
15 May 8, 2018 (Docket no, 148), I turned over possession and control of the assets to the DIP on
16 May 9" or 10", except for $130,000 reserved pursuant to Court Order for payment of my fees and
17 expenses as Receiver and Custodian pending approval of this report and accounting.
18 11. Pursuant to California and Oregon Receiver Orders, [ employed counsel in
19 California and Oregon to assist me in this complex and difficult case. I have received their
20 invoices, attached as Exhibits 11 and 12, and believe that the services reflected therein were
21 necessary to my performance of my obligations as receiver and custodian and thereby benefitted
22 the Estate and its Creditors, and that the amounts charged were necessary, reasonable and
23 appropriate to the separate Order appointing Mr. Seymour as counsel is attached as Exhibit 13.
24 Mr. Misley’s notice of retention pursuant to the Oregon Receiver Law is attached as Exhibit 14.
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JLMORE MAGNESS JANISSE
‘AP Raressinei- COMPORAT
POST OFFICE BOX 28007
RESNO, CALIFORNIA 93729-8107 12898-0000\418233.2 4
REPORT AND ACCOUNTING OF CUSTODIAN (11 U.S.C. (6)(2); FRBP 6002)
Filed 06/01/18 Case 18-11651 Doc 208
1 I declare under the laws of the United States of America that the information
2 || contained in the Report and in the Exhibits hereto are true and correct.
3 Executed this 29th day of May, 2018, Fresno, California.
4
a
/S/ DONALD G. HOWELL
Donald G. Howell
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“APROVEEKIONAL CORPORATION
nogno. caLirontA 5729507 || 12898-0000\418233.2 5
REPORT AND ACCOUNTING OF CUSTODIAN (11 U.S.C. (6)(2); FRBP 6002)
Filed 06/01/18 Case 18-11651 Doc 298
EXHIBIT 1
TO REPORT AND ACCOUNTING OF CUSTODIAN
Filed 06/01/18 Case 18-11651 Doc 298
Rabobank N.A. v Gregory John te Velde May 18, 2018
Case #: 18CECG00437 (California)
Case #: 18CV06675 (Oregon)
Receivers Accounting
ADVANCES, RECEIPTS, AND DISPERSEMENTS SUMMARY
Pre Petit!
Mar-18
Beginning Cash: (From Defendants Rabobank Account) $93,829.78
Rabobank Advances: (Receivers Certificate One) $1,500,000.00
Income from Operations: $4,647,468.1.
Total Available Cash: $6,241,297.96
Operating Expenses: $3,766,232.5
Net Cash Position: $2,475,065.39
Apr-18
Beginning Cash: $2,475,065.39
Rabobank Advances: (Receivers Certificate Two) $500,000.00
Income from Operations: $3,072,180.02
Total Available Cash $6,047,245.41
Operating Expenses: $5,341,029.1
Net Cash Position: $706,216.27
Post Petition
May-18
Beginning Cash: $706,216.27
Rabobank Bank Advances $0.00
Income from Operations: $1,881,38
Total Available Cash $2,587,604.33
Operating Expenses: $1,564,209,.53
Turn Over To DIP: $893,394.81
Total Disbursements: $2,457,604.33
Net Cash Position $130,000.00
Total All:
Beginning Cash: (From Defendants Rabobank Account) $93,829.78
Rabobank Advances: (Receivers Certificate One) $2,000,000.00
Income from Operations: $9,601,036.2
Total Available Cash: $11,694,866.04
Operating Expenses + Turn Over to DIP: $11,564,866.04
Net Cash Position: $130,000.00
EXHIBIT 1
Page 1 of 1
Filed 06/01/18 Case 18-11651 Doc 298
EXHIBIT 2
TO REPORT AND ACCOUNTING OF CUSTODIAN
Filed 06/01/18 Case 18-11651 Doc 298
Rabobank, N.A. v Gregory John teVelde
Case # 18CECG00437
Receivers Monthly Accounting
March, 2018
United Security Bank-Savings
Rabobank Advance 1,500,000.00
Interest Earned 41.10
Total Cash 1,500,041.10
Funds Transferred to Pacific Rim Dairy 600,000.00
Funds Transferred to GJ teVelde Ranch 600,000,00.
Wire Transfer Fee 20.00
Total Cash Out 1,200,020.00
Net Cash 300,021.10
EXHIBIT 2
Page | of 36
Filed 06/Omifia Security Bank| Savings account Case 18-11651 Page 1 of| Doc 298
BUSINESS SAVINGS — ####9628 9
Account information
Current balance Interest rate
$300,021.10 0.15%
Accrued in
Preview
CHRISTOPHER E. SEYMOUR, #126330 cseymour@gmlegal.net GILMO! MAGNESS JANISSE Post Office Box 28907 E-FILED Fresno, California 93729-8907 12/4/2018 3:02 PM Telephone: (559) 448-9800 FRESNO COUNTY SUPERIOR COURT Facsimile: (559) 448-9899 By: K. Daves, Deputy Attorneys for Receiver, Donald G. Howell SUPERIOR COURT OF CALIFORNIA COUNTY OF FRESNO, CENTRAL DIVISION 10 11 RABOBANK, N.A., a national banking Case No. 18CECG00437 association, 12 REQUEST FOR JUDICIAL NOTICE Plaintiff, 13 Judge: Hon. Donald Black Vv Date: January 23, 2019 14 Time: 3:30 p.m. GREGORY JOHN TE VELDE, an Dept.: 502 15 individual, PACIFIC RIM DAIRY, a Trial Date: None California general partnership; and DOES 16 1 through 30, inclusive, 17 Defendants. 18 19 Pursuant to Evidence Code §452(d) and (e), Receiver Donald G. Howell 20 (“Receiver”) hereby request that this Court take judicial notice of the following: 21 1 Custodian’s Report and Accounting, filed June 1, 2018, in United 22 States Bankruptcy Court, Eastern District of California Case No. 18-11651-11. 23 2. Order Approving Custodian’s Report and Accounting, Entered July 4, 24 2018, in United States Bankruptcy Court, Eastern District of California Case No. 18- 25 11651-11. 26 3 Order Approving Custodian’s Motion for Allowance and Payment of 27 Chapter 11 Administrative Claim, entered June 30, 2018, in United States Bankruptcy 28 Court, Eastern District of California Case No. 18-11651-11. ILMORE MAG 3 JANISSE RESNO LIFORNIA 12898-0000\447861.1 REQUEST FOR JUDICIAL NOTICE DATED: December 4, 2018 GILMORE MAGNESS JANISSE By Kinds er E, Seymour torneys for Receiver, Donald G. Howell 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 JILMORE MAGNESS JANISSE ‘A ProressioNAl-CoRPORATION negg5 AuHoRsNA sa0.450 || 12898-00001447861.1 2 REQUEST FOR JUDICIAL NOTICE, PROOF OF SERVICE Rabobank, N.A. v Gre Case No. 1 ace CG00437 John Te Velde, et al. STATE OF CALIFORNIA, COUNTY OF FRESNO At the time of service, I was over 18 years of age and not a party to this action. I am em) Office B oyed in the County of Fresno, State of California. My business address is Post ox 28907, Fresno, CA 93729-8907. On December 4, 2018, I served true copies of the following document(s) described as REQUEST FOR JUDICIAL NOTICE on the interested parties in this action as follows: SEE ATTACHED SERVICE LIST 9 BY MAIL: | enclosed the document(s) in a sealed envelope or package addressed 10 to the persons at the addresses listed in the Service List and placed the envelope for collection and mailing, following our ordinary busi ss practices, | am readily familiar ll with Gilmore Magness Janisse's practice for collecting and rocessing correspondence for mailing. On the same day that the correspondence is place for collection and mailing, it 12 is deposited in the ordinary course of business with the United States Postal Service, ina sealed envelope with postage fully prepaid. 13 I declare under penalty of perjury under the laws of the State of California that the 14 foregoing is true and correct. 15 Executed on December 4, 2018, at Fresno, California. 16 17 Joyce ler 18 19 20 21 22 23 24 25 26 27 28 JILMORE MAGNESS JANISSE ‘A Pkorrssional. ConnoRarion POST OFFICE BOX 269077 RESNO CALIFORNIA 93729-4907 || 12898-0000\447861.1 3 REQUEST FOR JUDICIAL NOTICE SERVICE LIST Rabobank, N.A. v Gregory John Te Velde, et al. Case No. 18CECG00437 Riley C. Walter, Esq. Richard A. Rogan, Esq. Walter Wilhelm Law Grow Bennett G, Young, Esq. 205 E. River Park Circle, Suite 410 Jeffer Mangels Butler Mitchell LLP Fresno, CA 93720 Two Embarcadero Center, 5th Floor Email: rileywalter(@W2LG.com San Francisco, CA 94111-3813 brouuiaimbecon 0 Gre: ory John Te Velde Gregory John te Velde, Partner 585 Avenue 160 Pacific Rim Dairy, a general partnership Tipton, CA 93272 5850 Avenue 160 Email: gjtevelde(@ aol.com Tipton, CA 93272 Email: gitevelde@aol.com 10 ll 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 ILMORE MAG! 3S JANISSE E20: 2.407] RESNO, CA } 12898-0000\447861.1 4 REQUEST FOR JUDICIAL NOTICE EXHIBIT 1 Filed 06/01/18 Case 18-11651 Doc 295 CHRISTOPHER E. SEYMOUR, #126330 cseymour@gmlegal.net GILMORE MAGNESS JANISSE Post Office Box 28907 Fresno, California 93729-8907 Telephone: (559) 448-9800 Facsimile: (559) 448-9899 Attorneys for Custodian Donald G. Howell UNITED STATES BANKRUPTCY COURT EASTERN DISTRICT OF CALIFORNIA, FRESNO DIVISION 10 11 In re Case No, 18-11651-11 12 GREGORY JOHN te VELDE, Chapter 11 13 Debtor. DCN: GMJ-1 14 Date: June 27, 2018 Time: 1:30 p.m. 15 Place: 2500 Tulare Street Courtroom 11, Dept. A 16 Fresno, CA 93721 17 MOTION FOR APPROVAL OF CUSTODIAN’S REPORT AND ACCOUNTING 18 (11 ULS.C. § 543(b)(2); FRBP Rule 6002) 19 1 Donald Howell (“Howell”), hereby moves the Court for an order pursuant 20 to 11 U.S.C. section 543(b)(2) and Federal Rules of Bankruptcy Procedure, Rule 6002: (1) 21 approving his Report and Accounting submitted herewith as Exhibit A; and (2) discharging him 22 from liability incident to his office as Receiver in the state court actions and as Custodian 23 following commencement of the Chapter 11 case.! 24 JURISDICTION 25 2 The Court has jurisdiction over this matter pursuant to the general grant of 26 jurisdiction of 28 U.S.C. § 1334. The matter is a core proceeding as defined by 28 U.S.C. 27 28 ' Howell is filing a motion for payment of administrative claim for his fees and expenses 5JLMORE MAGNESS JANISSE 'APMIEAKIONAL CoRROR STON concurrently with this motion. POST OFFICE BOX 23007 [RESNO, CALIFORNIA 91729-4007 12898-0000\4 18232, 1 MOTION FOR APPROVAL OF CUSTODIAN’S REPORT AND ACCOUNTING (1 U.S.C. section 543(b)(2); FRBP Rule 6002) Filed 06/01/18 Case 18-11651 Doc 295 §157(b)(2). The relief requested is approval of a custodian’s report under 11 U.S.C. § 543(b)(2). This Court may hear and determine this matter pursuant to Wellness International Network, Ltd. v. Sharif, 135 8, Ct. 1932 (2015), Opposition to the Motion is controlled by Bankruptcy Rule 9014. Service is provided pursuant to Local Bankruptcy Rule 9014-1. BASIS FOR REQUESTED RELIEF 3 11 USC § 543. “Turnover of property by a custodian,” states in pertinent part “(b) A custodian shall-- () deliver to the trustee any property of the debtor held by or transferred to 10 such custodian, or proceeds, product, offspring, rents, or profits of such property, ll that is in such custodian's possession, custody, or control on the date that such 12 custodian acquires knowledge of the commencement of the case; and 13 (2) file an accounting of any property of the debtor, or proceeds, product, 14 offspring, rents, or profits of such property, that, at any time, came into the 15 possession, custody, or control of such custodian.” 16 11 USC §543(b). 17 Federal Rules of Bankruptcy Procedure (FRBP), Rule 6002, provides: 18 “(a) Accounting required. Any custodian required by the Code to deliver property 19 in the custodian’s possession or control to the trustee shall promptly file and 20 transmit to the United States trustee a report and account with respect to the 21 property of the estate and the administration thereof. 22 (b) Examination of administration. On the filing and transmittal of the report and 23 account required by subdivision (a) of this rule and after an examination has been 24 made into the superseded administration, afier notice and a hearing, the court shall 25 determine the propriety of the administration, including the reasonableness of all 26 disbursements.” 27 FRBP 6002. 28 GILMORE MAGNESS JANISSE APROHEXRONAL.Cor POST OFFICE BOD RESNO, CALIFORNIA 1729-407 |] 12898-01000\418232.1 2 MOTION FOR APPROVAL OF CUSTODIAN’S REPORT AND ACCOUNTING (1 U.S.C. section 543(b)(2); FRBP Rule 6002) Filed 06/01/18 Case 18-11651 Doc 295 “TRule 6002] prescribes the procedure to be followed by a custodian who under § 543 of the Code is required to deliver property to the trustee and to account for its disposition, The examination under subdivision (b) may be initiated (1) on the motion of the custodian required to account under subdivision (a) for an approval of his account and discharge thereon.” 1983 Advisory Committee Notes to Rule 6002. The Bankruptcy Court has the authority to discharge a receiver-turned-custodian from liability incident to the post-petition custodianship and the pre-petition receivership. In re Weldon F, Stump & Co., 337 B.R. 636 (Bankr. N.D. Ohio 2005); 28 USC §1334(e). 4 From February 22, 2018 through April 25, 2018, Howell served as court- 10 appointed receiver over certain assets and operations of debtor-in-possession Gregory J. te Velde 1 (“te Velde”). 12 5 Upon his appointment by Rabobank, N.A.’s (“Bank”) ex parte application 13 as state court receiver over te Velde’s California assets and operations on February 22, 2018, 14 which appointment was confirmed by court order on March 13, 2018 (see Exhibits 6 and 7 to 15 Custodian’s Report and Accounting (“Accounting”) submitted herewith as Exhibit A), and after 16 filing his receiver’s bond and oath, he commenced performing his duties as receiver by taking 17 possession and control of the GJ te Velde Ranch (“GJ”) near Tipton, CA, and Pacific Rim Ranch 18 (“Pacific Rim”) near Corcoran California. 19 6 On March 18, 2018, the Fresno County Superior Court entered an order 20 authorizing Howell to retain the services of Christopher E. Seymour as his counsel, retroactive to 21 the date he first was appointed receiver (February 22, 2018), (Accounting, Ex. 13) 7 22 An ancillary receivership appointment was made by order of the Oregon 23 Court on April 12, 2018 (“Oregon Receiver Order’). (Accounting, Ex. 8) Unlike the California 24 Receiver Orders, Howell’s receiver powers in the Oregon Receiver Order were limited to assisting 25 in preparing Lost Valley Farms (“LVF”) cattle for sale by auction pursuant to a UCC sale that had 26 been noticed by Rabobank, or in a subsequent sale as might be applied for by Howell. The 27 Oregon Order also provided for Howell to open an account for the purpose of depositing proceeds 28 from the sale of Oregon cattle and to hold those funds pending agreed methods and amounts of SILMORE MAGNESS JANISSE ‘A PuPESSIONAL Conyowarion ‘POST OFFICE BOX 2007 RESNO, CALIFORNUA 91729-4017 12898-0000\4 18232. 1 3 MOTION FOR APPROVAL OF CUSTODIAN’S REPORT AND ACCOUNTING (| U.S.C. section 543(b)(2); FRBP Rule 6002) Filed 06/01/18 Case 18-11651 Doc 295 distribution or further court order. Unlike with the California Dairies, Howell did not take over possession or operations of the LVF Dairy, and therefore never had authority over the LVF income or expenditures or other daily operations, 8 As authorized in the Oregon Order, Howell retained the services of Jeffrey Misley to represent him in his capacity as Receiver in the Oregon Receivership, (Accounting, Exs 8, 14) 9 Prior to Howell’s appointment in Oregon, a consent order (“Consent Order”) was entered in Oregon relating to te Velde’s Confined Animal Feeding Operation (“COFA”) pollution discharge permit #OR995129 (“Permit”) regarding LVF’s continuing 10 violations of wastewater disposal requirements. Thus, Howell’s services as Receiver in Oregon 11 were limited strictly to care and preservation of the cattle to the extent possible without have any 12 actual control over LVF operations, which control always rested with te Velde through his LVF 13 manager, Travis Love, 14 10. As reflected in the Accounting, as receiver Howell preserved and benefitted 1S the estate and its creditors by performing substantial services for this large and complex estate, 16 including, but not limited to: (1) taking possession of and managing the GJ and Pacific Rim 17 Dairies and their operations, including payment of vendors, payroll, retaining employees, 18 managing inventories, opening and closing accounts, negotiating for continued deliveries on term 19 and COD bases, (2) preparing an inyentory of estate assets, (3) selling cattle and preparing cattle 20 for sale, including arranging for TB testing and coordinating with auctioneers, and (4) reporting to 21 debtor and creditor counsel regarding health and safety of the herds, feed and other supply vendor 22 issues, harvesting issues, and various matters brought to Howell’s attention by the Debtor's 23 mariagement and staff. Howell understood te Velde to be an addict, and te Velde’s erratic 24 behavior complicated the receivership and threatened remaining viability of the estate and its 25 assets. Howell was required to “put out fires” on an almost daily basis. 26 WHEREFORE, Howell requests that his Report and Accounting filed herewith be 27 approved, and that an order be entered determining that (1) Howell’s administration was proper 28 and that all disbursements made were reasonable, and (2) Howell is discharged from all liability ILMORE MAGNESS JANISSE. ADPRGEHRWAL COnFORATINS POST OFFICE BOX 28007 RESNO, CALIFORNIA 9720-4017 12898-0000\418232,1 4 MOTION FOR APPROVAL OF CUSTODIAN’S REPORT AND ACCOUNTING (1 U.S.C. section 543(b)(2); FRBP Rule 6002) Filed 06/01/18 Case 18-11651 Doc 295 1 incident to his office as Receiver in the state court actions and as Custodian following 2 || commencement of the Chapter 1 case. 3 || DATED: May 2 2018 GILMORE MAGNESS JANISSE 4 5 » /Y 6 7 (ihe istopher E. Seymour rneys for Custodian Donald G. Howell 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 JHLMORE MAGNESS JANISSE POST OFFICE BOX RESNO, CALIPORNIA 93729-8007 || 12898-0000\418232.1 5 MOTION FOR APPROVAL OF CUSTODIAN’S REPORT AND ACCOUNTING (1 U.S.C. section 543(b)(2); FRBP Rule 6002) Filed 06/01/18 Case 18-11651 Doc 498 196 CHRISTOPHER E. SEYMOUR, #126330 cseymour@gmlegal.net GILMORE MAGNESS JANISSE Post Office Box 28907 Fresno, California 93729-8907 Telephone: (559) 448-9800 Facsimile: (559) 448-9899 Attorneys for Custodian Donald G. Howell UNITED STATES BANKRUPTCY COURT EASTERN DISTRICT OF CALIFORNIA, FRESNO DIVISION 10 ll In re Case No. 18-11651-11 12 GREGORY JOHN te VELDE, Chapter 11 13 Debtor, DCN: GMJ-1 14 Date: June 27, 2018 Time: 1:30 p.m. 15 Place: United States Bankruptey Court Department A, Courtroom 11 16 2500 Tulare Street Fresno, California 17 EXHIBIT TO MOTION FOR APPROVAL OF CUSTODIAN’S REPORT AND 18 ACCOUNTING (11 U.S.C. § 543(b)(2); FRBP Rule 6002) 19 EXHIBIT | DESCRIPTION PAGES 20 A Report and Accounting of Custodian 189 21 22 23 DATED: May 0, 2018 GILMORE MAGNESS JANISSE 24 (LZ, 25 By: 26 Chfistopher E. Seymour Attorneys for Custodian Donald G, Howell 27 28 JILMORE MAGNESS JANIS PROVUssioVAL CORPORATION POST OFFICE BOX 247 12898-0000\418536,1 RESNO, CALIFORNIA 91729-8007 EXHIBIT TO MOTION FOR APPROVAL OF CUSTODIAN’S REPORT AND ACCOUNTING Filed 06/01/18 Case 18-11651 Doc 208 CHRISTOPHER E. SEYMOUR, #126330 cseymour@gmlegal.net GILMORE MAGNESS JANISSE Post Office Box 28907 Fresno, California 93729-8907 Telephone: (559) 448-9800 Facsimile; (559) 448-9899 Attorneys for Custodian Donald G, Howell UNITED STATES BANKRUPTCY COURT EASTERN DISTRICT OF CALIFORNIA, FRESNO DIVISION 10 ll In re Case No. 18-11651-11 12 GREGORY JOHN te VELDE, Chapter 11 13 Debtor. DCN: GMJ-1 14 Date: June 27, 2018 Time: 1:30 p.m. 1s Place: United States Bankruptcy Court Department A, Courtroom 11 16 2500 Tulare Street Fresno, California 17 18 REPORT AND ACCOUNTING OF CUSTODIAN (11 U.S.C. § 543 (6)(2); FRBP 6002) 19 I, Donald G. Howell, declare: 20 1 Having turned over possession and control of all assets of the Estate to the 21 Debtor in Possession, I submit this report and accounting pursuant to 11 U.S.C. § 543(b)(2) and 22 Federal Rules of Bankruptcy Procedure (FRBP), Rule 6002. 23 2 Attached hereto as Exhibit 1 is a written summary of advances, receipts and 24 disbursements as of May 18, 2018. The May 18 date is the date of the bank statements from 25 which the figures were derived. My last act regarding the accounts was when the funds were 26 turned over to the DIP on May 9, 2018. Attached as Exhibits 2 and 3 are the accountings | 27 submitted for March and April of 2018. The May 2018 bank statements are attached as Exhibit 4, 28 ILMORE MAGNESS JANISSE ah BESIOMAL CORPORATION POST OFFICE BOX 24907 RESNO, CALIFORNIA 93729-8907 12898-0000\418233,2 REPORT AND ACCOUNTING OF CUSTODIAN (11 U.S.C. (6)(2); FRBP 6002) Filed 06/01/18 Case 18-11651 Doc 298 3 From February 22, 2018 through April 25, 2018, I served as court- appointed receiver over certain assets and operations of debtor-in-possession Gregory J. Te Velde (“Te Velde”). 4. Attached as Exhibit S is a true and correct copy of the Inventory of Property. 5 Attached as Exhibits 6, 7 and 8 are true and correct copies of the orders appointing me as receiver over Te Velde personal property and operations of the GJ Te Velde Dairy (“GJ”) and Pacific Rim Dairies in California (“California Receiver Order’), and as a limited powers receiver in the ancillary action in Oregon regarding the Lost Valley Farms dairy (“Oregon 10 Receiver Order”)(collectively, “Receiver Orders”). Upon te Velde’s Chapter 1 filing on ll April 26, 2018, I became a “custodian” of the assets in the receiver estate. 12 6 In California, I performed all of the duties normally associated with 13 management of the California dairies, including budgeting, cash management, conversations and 14 negotiations with vendors, review of all invoices prior to payment. I signed all checks, assumed 1S management oversight of the daily calendar of events and instituted missing operational controls 16 Under my stewardship, appropriate financial accounting and reporting controls were instituted, 17 proper purchasing procedures, and where appropriate, bidding, was instituted. No extraordinary 18 expenses were paid. Despite this, the Estate was forced to borrow $2,000,000 from Rabobank to 19 operate, for which I issued receiver certificates to Rabobank in that amount, copies of which are 20 attached as Exhibits 9 and 10, 21 7 I instituted the missing controls financially (prior to my arrival there were 22 none), and blocked the DIP from access to cash, and cash withdrawals for personal use from the 23 Estate, i.e., the attempted cash withdrawal on the Debtor’s Rabobank account via a local casino. 24 Under my control, all California invoices were analyzed for need (cow care, feed, labor, farming, 25 fuel, etc.) weekly by myself and Robin Ferreira. She then entered the invoices and wrote the 26 checks, I signed them, she mailed them. There was no further issuance of disbursements without 27 the review of two people, Robin had singular authority to print checks, and [ had singular 28 authority to sign them. LMOKE MAGNESS JANISSE ‘AP POST OFFICE Bt RESNO CALIFORNI 07 12898-0000\418233.2 2 REPORT AND ACCOUNTING OF CUSTODIAN (11 U.S.C. (6)(2); FRBP 6002) Filed 06/01/18 Case 18-11651 Doc 2s 8. Other activities that preserved or exhausted the value of the debtor’s assets and protected the interests of debtor’s creditors include, but are not limited to: a, I stopped all cash payments on accounts receivable. All calf sales historically had been on a cash basis. After the first week, I stopped this and required a check going forward. b I maintained a positive relationship with the lender (Rabobank), vendors, employees, and the Management Team (Carson te Velde, Travis Love, Robin Ferreira). Subsequent to the bankruptcy filing, Travis Love filed his resignation with the DIP. Cc. I ensured that Rabobank’s (“Bank”) ability to access, sort, present, tb test, 10 advertise and put on three auctions were not interrupted by any action of the debtor. 1 d I worked with a nutritionist to restring cattle and upgrade the nutritional 12 inputs to the milking cows. This is not yet complete on Pacific Rim, but production was already 13 up eight pounds per cow per day as of May 9, 2018. In the milk market as of the date of turnover, 14 this will generate an additional $400,000 +/- to the estate. This was not done on GJ te Velde 15 Ranch because the cattle were scheduled to be sold on May 5, 2018. 16 €. On April 10, 2018 I discovered 6,775 +/- head of calves had accrued 17 $2,291,688 in calf-raising expense and continue to accrue at $2.40 per day from that date until 18 May 8 on 5,685 head. | paid off the accrued bill on 1,090 head owned by Pacific Rim and this 19 decision will save a significant amount since the calves can be fed on the dairy for about half the 20 price, and all of the gain will be essentially profit. The location of these cattle, and their 21 associated costs were unreported by the debtor and previously unknown to all creditors. This all 22 happened because the debtor made an agreement to ship the cattle to Frings Calf Ranch, which 23 DOES NOT generate a monthly statement or send monthly invoices. 24 f. Harvest was started on time, despite the fact the harvesting contractor was 25 owed a significant amount of money from harvest of corn silage last fall. 26 8 From March 3, 2018 through April 26, 2018, the California portion of the 27 Estate operated, apparently for the first time ever, with appropriate controls, a singular responsible 28 JILMORE MAGNESS JANISSE ‘APuoresHiowal-ContOmATION POST OFFICE BOX 28907 RESNO, CALIFORNIA 93729-6907 12898-0000\4 18233.2 3 REPORT AND ACCOUNTING OF CUSTODIAN (11 U.S.C. (6)(2); FRBP 6002) Filed 06/01/18 Case 18-11651 Doc 498 and available party in control, and appropriate management decisions that were made on a timely basis. 9. In Oregon, I ensured that the Bank had access to the herd to facilitate its scheduled sale, I also established a good working relationship with Travis Love, and was able through conversations with Rabobank to reinstitute the timely flow of fuel, feedstuffs, water for the barn; and all other necessary expenditures required to preserve, maintain, and continue the operation of the dairy through the planned sale of the livestock on April 27, 2018. I was able to facilitate continued milk pickup from Columbia River (Tillamook) and established a good relationship with Mr. Wayne Bean of that company. 10 10. Pursuant to the court’s Orders entered on May 1, 2018 (Docket no. 57), | 11 maintained possession of the Estate assets which were in the Receivership Estate pending a further 12 hearing on the DIP’s cash collateral motion and Bank’s relief from stay motion on May 8, 2018. 13 During that time, I approved and facilitated disbursements for the preservation of those assets as 14 Custodian under 11 USC § 543 pursuant to those Orders. Pursuant to the court’s Order entered on 15 May 8, 2018 (Docket no, 148), I turned over possession and control of the assets to the DIP on 16 May 9" or 10", except for $130,000 reserved pursuant to Court Order for payment of my fees and 17 expenses as Receiver and Custodian pending approval of this report and accounting. 18 11. Pursuant to California and Oregon Receiver Orders, [ employed counsel in 19 California and Oregon to assist me in this complex and difficult case. I have received their 20 invoices, attached as Exhibits 11 and 12, and believe that the services reflected therein were 21 necessary to my performance of my obligations as receiver and custodian and thereby benefitted 22 the Estate and its Creditors, and that the amounts charged were necessary, reasonable and 23 appropriate to the separate Order appointing Mr. Seymour as counsel is attached as Exhibit 13. 24 Mr. Misley’s notice of retention pursuant to the Oregon Receiver Law is attached as Exhibit 14. 25 26 27 28 JLMORE MAGNESS JANISSE ‘AP Raressinei- COMPORAT POST OFFICE BOX 28007 RESNO, CALIFORNIA 93729-8107 12898-0000\418233.2 4 REPORT AND ACCOUNTING OF CUSTODIAN (11 U.S.C. (6)(2); FRBP 6002) Filed 06/01/18 Case 18-11651 Doc 208 1 I declare under the laws of the United States of America that the information 2 || contained in the Report and in the Exhibits hereto are true and correct. 3 Executed this 29th day of May, 2018, Fresno, California. 4 a /S/ DONALD G. HOWELL Donald G. Howell 10 i 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 3ILMORE MAGNESS JANISSE “APROVEEKIONAL CORPORATION nogno. caLirontA 5729507 || 12898-0000\418233.2 5 REPORT AND ACCOUNTING OF CUSTODIAN (11 U.S.C. (6)(2); FRBP 6002) Filed 06/01/18 Case 18-11651 Doc 298 EXHIBIT 1 TO REPORT AND ACCOUNTING OF CUSTODIAN Filed 06/01/18 Case 18-11651 Doc 298 Rabobank N.A. v Gregory John te Velde May 18, 2018 Case #: 18CECG00437 (California) Case #: 18CV06675 (Oregon) Receivers Accounting ADVANCES, RECEIPTS, AND DISPERSEMENTS SUMMARY Pre Petit! Mar-18 Beginning Cash: (From Defendants Rabobank Account) $93,829.78 Rabobank Advances: (Receivers Certificate One) $1,500,000.00 Income from Operations: $4,647,468.1. Total Available Cash: $6,241,297.96 Operating Expenses: $3,766,232.5 Net Cash Position: $2,475,065.39 Apr-18 Beginning Cash: $2,475,065.39 Rabobank Advances: (Receivers Certificate Two) $500,000.00 Income from Operations: $3,072,180.02 Total Available Cash $6,047,245.41 Operating Expenses: $5,341,029.1 Net Cash Position: $706,216.27 Post Petition May-18 Beginning Cash: $706,216.27 Rabobank Bank Advances $0.00 Income from Operations: $1,881,38 Total Available Cash $2,587,604.33 Operating Expenses: $1,564,209,.53 Turn Over To DIP: $893,394.81 Total Disbursements: $2,457,604.33 Net Cash Position $130,000.00 Total All: Beginning Cash: (From Defendants Rabobank Account) $93,829.78 Rabobank Advances: (Receivers Certificate One) $2,000,000.00 Income from Operations: $9,601,036.2 Total Available Cash: $11,694,866.04 Operating Expenses + Turn Over to DIP: $11,564,866.04 Net Cash Position: $130,000.00 EXHIBIT 1 Page 1 of 1 Filed 06/01/18 Case 18-11651 Doc 298 EXHIBIT 2 TO REPORT AND ACCOUNTING OF CUSTODIAN Filed 06/01/18 Case 18-11651 Doc 298 Rabobank, N.A. v Gregory John teVelde Case # 18CECG00437 Receivers Monthly Accounting March, 2018 United Security Bank-Savings Rabobank Advance 1,500,000.00 Interest Earned 41.10 Total Cash 1,500,041.10 Funds Transferred to Pacific Rim Dairy 600,000.00 Funds Transferred to GJ teVelde Ranch 600,000,00. Wire Transfer Fee 20.00 Total Cash Out 1,200,020.00 Net Cash 300,021.10 EXHIBIT 2 Page | of 36 Filed 06/Omifia Security Bank| Savings account Case 18-11651 Page 1 of| Doc 298 BUSINESS SAVINGS — ####9628 9 Account information Current balance Interest rate $300,021.10 0.15% Accrued in