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UNITED STATES BANKRUPTCY COURT

SOUTHERN DISTRICT OF NEW YORK

In re TOPS HOLDING II CORPORATION, et al. Case No. 18-22279 (RDD)

Debtor Reporting Period: May 20, 2018 - June 16, 2018

Federal Tax I.D. # 46-2733709

CORPORATE MONTHLY OPERATING REPORT

File with the Court and submit a copy to the United States Trustee within 20 days after the end of the
month and submit a copy of the report to any official committee appointed in the case.
(Reports for Rochester and Buffalo Divisions of Western District of New York are due 15 days after the end of
the month, as are the reports for Southern District of New York.)

REQUIRED DOCUMENTS Form No. Document Explanation

Attached Attached
Schedule of Cash Receipts and Disbursements MOR-1
Bank Reconciliation (or copies of debtor's bank reconciliations) MOR-1 (CON'T)
Copies of bank statements
Cash disbursements journals
Statement of Operations MOR-2
Balance Sheet MOR-3
Status of Post-petition Taxes MOR-4
Copies of IRS Form 6123 or payment receipt
Copies of tax returns filed during reporting period
Summary of Unpaid Post-petition Debts MOR-4
Listing of Aged Accounts Payable
Accounts Receivable Reconciliation and Aging MOR-5
Payments to Estate Professionals MOR-6
Debtor Questionnaire MOR-7

I declare under penalty of perjury (28 U.S.C. Section 1746) that this report and the attached documents
are true and correct to the best of my knowledge and belief.

Signature of Debtor Date

Signature of Authorized Individual* /s/ David Langless Date 07/16/2018

Printed Name of Authorized Individual David Langless, CFO Date 07/16/2018

*Authorized individual must be an officer, director or shareholder if debtor is a corporation; a partner if debtor is a
partnership; a manager or member if debtor is a limited liability company.

FORM MOR
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GLOBAL NOTES AND STATEMENTS OF LIMITATIONS AND DISCLAIMERS

REGARDING THE DEBTORS’ MONTHLY OPERATING REPORTS

On February 21, 2018 (the “Commencement Date”), Tops Holding II Corporation

(“Holdings”) and certain of its affiliates, as debtors and debtors in possession (collectively, the
“Debtors” or the “Company”),1 each commenced a voluntary case under chapter 11 of title 11
of the United States Code (the “Bankruptcy Code”) in the United States Bankruptcy Court
for the Southern District of New York (the “Bankruptcy Court”). The Debtors are authorized
to operate their businesses and manage their properties as debtors in possession pursuant to
sections 1107(a) and 1108 of the Bankruptcy Code. On February 23, 2018, the Bankruptcy
Court entered an order authorizing the joint administration of these cases pursuant to
Bankruptcy Rule 1015(b) [ECF No. 51]. On March 6, 2018, the United States Trustee for
Region 2 (the “U.S. Trustee”) appointed an official committee of unsecured creditors pursuant
to section 1102(a)(1) of the Bankruptcy Code (the “Creditors’ Committee”).

The Debtors are filing their consolidated monthly operating report (the “MOR”) solely
for purposes of complying with the monthly operating requirements applicable in the Debtors’
chapter 11 cases. The MOR is in a format acceptable to the U.S. Trustee. The MOR should
not be relied upon by any persons for information relating to current or future financial
conditions, events, or performance of any of the Debtors or their affiliates.

The following notes and statements of limitations should be referred to, and referenced
in connection with, any review of the MOR.

1. Basis of Presentation. For financial reporting purposes, the Debtors generally prepare
consolidated financial statements, which include information for Holdings and its
Debtor affiliates. The financial statements and information contained herein are
unaudited and reflect the Debtors’ reasonable efforts to report certain financial
information of each Debtor on an unconsolidated basis. The Debtors are maintaining
their books and records in accordance with generally accepted accounting principles in
the United States (“GAAP”) and the information furnished in this MOR uses the
Debtors’ normal accrual method of accounting. In preparing the MOR, the Debtors
relied on financial data derived from their books and records that was available at the
time of preparation. Subsequent information or discovery may result in material
changes to the MOR and errors or omissions may exist. Notwithstanding any such
discovery, new information, or errors or omissions, the Debtors do not undertake any
obligation or commitment to update the MOR.

2. Reporting Period. Unless otherwise noted herein, the MOR generally reflects the
Debtors’ books and records and financial activity occurring during the applicable
1
The Debtors in these chapter 11 cases, along with the last four digits of each Debtor’s federal tax identification
number, as applicable, are Tops Holding II Corporation (3709), Tops MBO Corporation (4249), Tops Holding
LLC (2536), Tops Markets, LLC (2810), Tops Markets II Corporation (6401), Tops PT, LLC (2050), Tops Gift
Card Company, LLC (6105), Erie Logistics LLC (9381), and TM1, LLC (2409).

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reporting period. Except as otherwise noted, no adjustments have been made for
activity occurring after the close of the reporting period.

3. Consolidated Entity Accounts Payable and Disbursement Systems. As described in

the Cash Management Motion,2 the Debtors utilize an integrated, centralized cash
management system, in the ordinary course of business, to collect, concentrate, and
disburse funds generated by their operations (the “Cash Management System”). The
Debtors maintain a consolidated accounts payable and disbursements system (the
“Consolidated AP System”) to pay operating and administrative expenses through
various disbursement accounts. In addition to being the means by which all Debtor
payables are recorded and paid, the Consolidated AP System also is the means by which
Franchised Store (as defined in the Franchisee Motion) payables are recorded and paid,
as referenced in the Motion of Debtors for Authorization to Honor Franchise
Agreements in the Ordinary Course of Business [ECF No. 10] (the “Franchisee
Motion”). As mentioned in the Franchisee Motion, given the intertwined nature of
activities between the Debtors and the Franchised Stores, it would be unduly
burdensome to segregate accounts payable records and payments. However, because
the Debtors generally track and report their financial information on a consolidated basis
some errors may exist and adjustments in future reporting may be necessary.

4. Accuracy. The financial information disclosed herein was not prepared in accordance
with federal or state securities laws or other applicable non-bankruptcy law or in lieu of
complying with any periodic reporting requirements thereunder. Persons and entities
trading in or otherwise purchasing, selling, or transferring the claims against or equity
interests in the Debtors should evaluate this financial information in light of the
purposes for which it was prepared. The Debtors are not liable for and undertake no
responsibility to indicate variations from securities laws or for any evaluations of the
Debtors based on this financial information or any other information.

5. Payment of Prepetition Claims Pursuant to First Day Orders. Within the first two
days of the Debtors’ chapter 11 cases, the Bankruptcy Court entered orders (the “First-
Day Orders”) authorizing, but not directing, the Debtors to, among other things, pay
certain prepetition (a) service fees and charges assessed by the Debtors’ banks and debit
and credit card companies; (b) claims of warehousemen and miscellaneous lien
claimants; (c) certain insurance obligations; (d) obligations to “critical vendors;” (e)
customer programs obligations; (f) employee wages, salaries, and related items,
including employee benefit programs and independent contractor obligations; (g) taxes
and assessments; and (h) amounts held in trust or on a consignment basis where the
company has collected on behalf of a third party. To the extent any adjustments are
necessary for any payments made on account of such claims following the
commencement of these chapter 11 cases pursuant to the authority granted to the

2
Motion of Debtors Pursuant to 11 U.S.C. §§ 105(a), 363, 364, 503, and 507 Requesting Interim and Final
Authority to (I) Continue Using Existing Cash Management System, Bank Accounts, and Business Forms, (II)
Implement Changes to the Cash Management System in the Ordinary Course of Business, (III) Continue
Intercompany Transactions, (IV) Provide Administrative Expense Priority for Postpetition Intercompany
Claims and for Related Relief [ECF No. 5] (the “Cash Management Motion”).

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Debtors by the Bankruptcy Court under the First Day Orders, such adjustments have
been included in the MOR unless otherwise noted.

6. Debtor in Possession Financing. Pursuant to the Final Order (I) Authorizing

Postpetition Financing, (II) Authorizing Use of Cash Collateral, (III) Granting Liens
and Providing Superpriority Administrative Expense Status, (IV) Granting Adequate
Protection, (V) Modifying Automatic Stay, and (VI) Granting Related Relief [ECF No.
238] entered on April 5, 2018 (the “Final DIP Order”), all amounts outstanding under
the pre-petition ABL credit facility were permanently retired (or replaced in the case of
letters-of-credit), subject to challenge periods as set forth in the Final DIP Order.

7. Liabilities Subject to Compromise. The amounts currently classified as liabilities

subject to compromise are estimates and are subject to future change and adjustment.

8. Debtors’ Reservation of Rights. The Debtors reserve all rights to amend or

supplement the MOR in all respects, as may be necessary or appropriate. Nothing
contained in this MOR shall constitute a waiver of any of the Debtors’ rights or an
admission with respect to their chapter 11 cases.

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In re TOPS HOLDING II CORPORATION, et al.
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Case Number: 18-22279 (RDD)
Debtor Reporting Period: May 20, 2018 - June 16, 2018

Schedule Of Cash Receipts And Disbursements

8 9 10 11
Description Tops Markets Tops PT Erie Logistics Franchise (1) Total

I. Receipts
Operating Receipts $ 197,242,636 $ 46,971,490 $ - $ 14,291,834 $ 258,505,960
Total Receipts $ 197,242,636 $ 46,971,490 $ - $ 14,291,834 $ 258,505,960

II. Disbursements
Operating Disbursements
Merchandise Vendor Payments $ (127,383,747) $ (27,685,094) $ - $ (8,210,763) (163,279,604)
Occupancy (5,980,807) (1,207,877) (41,318) (270,823) (7,500,825)
Payroll & Benefits (24,509,256) (6,381,830) (2,796,529) (1,757,051) (35,444,665)
Other Operating Disbursements (31,867,438) (5,405,452) (644,410) (2,099,463) (40,016,763)
ABL Revolver Paydown (7,201,075) - - - (7,201,075)
Total Operating Disbursements (196,942,323) (40,680,254) (3,482,256) (12,338,100) (253,442,933)

Non-Operating Disbursements
Capex (784,681) (143,633) - (35,667) (963,981)
Interest (1,211,263) - - - (1,211,263)
Other Non-Operating (384,890) (70,453) - (17,495) (472,838)
Total Non-Operating Disbursements (2,380,834) (214,086) - (53,162) (2,648,082)

Bankruptcy-Related Disbursements
Estate Professional Fees (61,435) - - - (61,435)
Utility Deposit (352,527) (39,818) - - (392,345)
Total Bankruptcy-Related Disbursements (413,961) (39,818) - - (453,780)

Total Disbursements $ (199,737,118) $ (40,934,158) $ (3,482,256) $ (12,391,262) $ (256,544,795)

III. Net Cash Flow

Total Net Cash Flow $ (2,494,482) $ 6,037,331 $ (3,482,256) $ 1,900,572 $ 1,961,165

IV. Cash Reconciliation

Description Total
Beginning Cash $ 62,944,904
Net Cash Flow 1,961,165
Ending Cash $ 64,906,069

(1)
Represents cash activity on behalf of Franchised Stores, as outlined in the Motion of Debtors for Authorization to Honor Franchise Agreements in the Ordinary Course of Business (ECF No 10)

FORM MOR‐1
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In re TOPS HOLDING II CORPORATION, et al. Case No. 18-22279 (RDD)
Debtor Reporting Period: May 20, 2018 - June 16, 2018

BANK RECONCILIATIONS
Continuation Sheet for MOR-1
A bank reconciliation must be included for each bank account. The debtor's bank reconciliation may be substituted for this page.
(Bank account numbers may be redacted to last four numbers.)

Includes all legal entities of Tops MBO, Tops Holding II, Tops Markets, etc.
Bank Legal Entity Description Bank Account GL account # Bank Balance (1) Ledger Balance (2) Reconciled (yes/ Account Opened
(last 4 digits) no) During
Reporting Period

Bank of America, N.A. Tops Holding, LLC Business checking #0734 010_0025 $ - $ - Yes
Bank of America, N.A. TM1 LLC TMI LLC New SAM machines #9231 010_0070 30.07 30.07 Yes
Bank of America, N.A. Erie Logistics, LLC Erie Logistics Pension #3771 010_1080 - - Yes
Bank of America, N.A. Tops Markets, LLC Pay Flex Spend claims #6251 010_1510 19,177.63 7,452.57 Yes
Bank of America, N.A. Tops Markets, LLC Pay Teamsters Healthcare #0072 010_1520 - (99,005.55) Yes
Bank of America, N.A. Tops Gift Card, LLC Gift card account #1292 010_2050 8,495.42 8,495.42 Yes
Bank of America, N.A. Tops Markets, LLC Check funding #0637 010_2295 - (5,667,065.65) Yes
Bank of America, N.A. Tops Markets, LLC Hold bottle deposits #0718 010_2296 36,869.10 21,659.74 Yes
Bank of America, N.A. Tops Markets, LLC A/R Trade Lockbox #3251 010_2463 206,219.99 206,204.43 Yes
Bank of America, N.A. Tops Markets, LLC Dormant #0705 010_2465 - - Yes
Bank of America, N.A. Tops Markets, LLC RX A/R Lockbox #3244 010_2466 421.66 421.66 Yes
Bank of America, N.A. Tops Markets, LLC New Concentration Account #4100 010_2469 923,368.20 923,368.20 Yes
Bank of America, N.A. Tops Markets, LLC Main Operating Account #6927 010_2470 825,840.54 825,840.54 Yes
Bank of America, N.A. Tops MBO Corporation Business checking #9772 010_2471 - - Yes
Bank of America, N.A. Tops Markets, LLC Cash / Checks in Transit #3430 010_2472 - 2,229,064.08 Yes
Bank of America, N.A. Tops Markets, LLC Cash / Checks in Transit #3449 010_2473 - 5,841,846.08 Yes
Bank of America, N.A. Tops PT, LLC Cash / Checks in Transit #1771 010_2475 - 1,597,842.90 Yes
Bank of America, N.A. Tops PT, LLC Cash / Checks in Transit #1784 010_2476 - 739,692.57 Yes
Bank of America, N.A. Tops Markets, LLC Cash / Checks in Transit #8157 010_2479 - 504,096.52 Yes
Bank of America, N.A. Tops Markets, LLC Coin & Currency orders #6919 010_2483 - - Yes
Bank of America, N.A. Tops Markets, LLC Game of Chance #3403 010_2484 - - Yes
Bank of America, N.A. Tops Markets, LLC WIC Clearing #0802 010_2550 - - Yes
Bank of America, N.A. Tops Holding II Corporation Business checking #2381 010_2550 - 235.98 Yes
Bank of America, N.A. Tops Markets, LLC ACH funding #0190 010_2820 - (5,490,165.21) Yes
Bank of America, N.A. Tops Markets, LLC Utilities Adequate Assurance Escrow #4047 010_1000 2,142,345.00 2,142,345.00 Yes
Champlain Bank Corporation Tops Markets, LLC Store Local Bank #8441 010_2670 8,513.19 16,783.19 Yes
First Citizens Tops PT, LLC Store Local Bank #9102 010_2474 28,371.43 59,732.43 Yes
Community Bank System, Inc. Tops Markets, LLC Store Local Bank #2575 010_2620 17,009.48 47,533.38 Yes
Community Bank System, Inc. Tops Markets, LLC Store Local Bank #4830 010_2660 15,075.60 31,143.27 Yes
Evans Bancorp, Inc. Tops Markets, LLC General Liability Claim Payments #2152 150_9160 233,126.59 233,525.59 Yes
Glens Falls National Bank and Trust Company Tops Markets, LLC Store Local Bank #6956 010_2650 15,983.43 59,833.43 Yes
Hamlin Bank and Trust Company Tops PT, LLC Store Local Bank #1620 010_2480 17,514.36 27,514.36 Yes
M&T Bank Corporation Tops Markets, LLC Holds Franchise deposits #0423 010_2490 236,774.78 236,774.78 Yes
National Bank of Coxsackie Tops Markets, LLC Store Local Bank #0585 010_2680 4,180.61 22,410.61 Yes
NBT Bancorp, Inc. Tops Markets, LLC Store Local Bank #7883 010_2625 22,166.97 60,519.97 Yes
Northwest Bancshares, Inc Tops PT, LLC Store Local Bank #6000 010_2478 5,344.90 29,744.90 Yes
Peoples State Bank Tops PT, LLC Store Local Bank #4174 010_2477 23,130.44 36,630.44 Yes
TD Bank, N.A. Tops Markets, LLC Store Local Bank #7098 010_2630 17,646.90 45,346.90 Yes
TD Bank, N.A. Tops Markets, LLC Store Local Bank #7080 010_2640 12,408.52 39,004.29 Yes
Trustco Bank Corp NA Tops Markets, LLC Store Local Bank #0642 010_2600 7,009.11 16,742.11 Yes
Norwood Financial Corp Tops Markets, LLC Store Local Bank #5401 010_2690 5,996.24 16,596.24 Yes
Citizens Financial Group Tops Markets, LLC DIP TL Proceeds #7459 010_2710 52,484,027.78 52,484,027.78 Yes
Citizens Financial Group Tops Markets, LLC DIP Collateral Proceeds #7467 NA - -
M&T Bank Corporation Tops Markets, LLC Initially meant for DIP TL Proceeds - not being used #4350 NA - -
Bank of America, N.A. Tops Markets, LLC Check cashing account for New York State #5248 NA - -
Store Cash On Hand or in Transit Tops Markets, LLC & Tops PT, LLC Store Cash on Hand N/A Multiple - 7,346,201
Other Investments Tops Markets, LLC Membership Interests in Partnerships N/A 170_9040 - 303,645
Total $ 57,317,048 $ 64,906,069
(1) Bank statements can be made available upon request.
(2) Differences between bank balances and ledger balances are due to activity such as i) outstanding checks not yet funded as of period-end, and ii) ledger deposits-in-transit as of period-end.

FORM MOR-1-(CONT.)
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In re TOPS HOLDING II CORPORATION, et al. Case No. 18-22279 (RDD)

Debtor Reporting Period: May 20, 2018 - June 16, 2018

STATEMENT OF OPERATIONS (Income Statement)

The Statement of Operations is to be prepared on an accrual basis. The accrual basis of accounting recognizes revenue
when it is realized and expenses when they are incurred, regardless of when cash is actually received or paid.

Description Reporting Period Cumulative Filing to Date

Total Net Sales $ 198,808,033 $ 774,513,315

Total Cost of Goods Sold (142,719,857) (553,918,209)

Gross Profit 56,088,176 220,595,106

Total Operating Expenses (51,497,835) (213,585,091)

Operating Income / (Loss) 4,590,340 7,010,015

DIP Financing Fees, Interest, & Restructuring Expenses (6,676,325) (47,456,460)

Net Profit (Loss) Before Income Taxes (2,085,985) (40,446,445)

Income Tax Expense (40,005) (410,332)

Net Income / (Loss) $ (2,125,990) $ (40,856,777)

FORM MOR-2
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In re TOPS HOLDING II CORPORATION, et al. Case No. 18-22279 (RDD)

Debtor Reporting Period: May 20, 2018 - June 16, 2018

BALANCE SHEET
The Balance Sheet is to be completed on an accrual basis only. Pre-petition liabilities must be classified separately from post-petition obligations.

in USD End of Reporting Period

Cash and Cash Equivalents $ 64,906,069
Accounts Receivable, net 80,167,906
Inventory, net 161,682,674
Prepaid expenses and Other Current Assets 21,345,288
Total Current Assets $ 328,101,936

Property and Equipment, net 282,546,430

Total Property and Equipment $ 282,546,430

Goodwill 164,386,311
Intangible assets, net 156,108,704
Other Assets 27,585,092
Total Other Assets $ 348,080,107

Total Assets $ 958,728,473

DIP Loan Balance - Term Loan 125,000,000

ABL 3,474,381
Accounts Payable 84,101,032
Accrued Expenses and Other Current Liabilities 73,989,971
Other Long-term Liabilities 27,578,255
Total Liabilities Not Subject To Compromise $ 314,143,639

Total Liabilities Subject To Compromise[1] $ 930,924,005

Total Liabilities $ 1,245,067,644

Treasury stock (117)

Paid-in Capital 6,217,249
Accumulated Deficit (291,079,912)
Accumulated Other Comprehensive Income, net of tax (1,476,391)
Total Owner's Equity $ (286,339,171)

Total Liabilities And Owners' Equity $ 958,728,473

[1]Liabilities Subject to Compromise reflect management's estimates and may be subject to revision in future monthly operating reports.

FORM MOR-3
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In re TOPS HOLDING II CORPORATION, et al. Case No. 18-22279 (RDD)

Debtor Reporting Period: May 20, 2018 - June 16, 2018

STATUS OF POST-PETITION TAXES

The beginning tax liability should be the ending liability from the prior month or, if this is the first report, the amount should be zero. Attach photocopies of
IRS Form 6123 or payment receipt to verify payment or deposit of federal payroll taxes. Attach photocopies of any tax returns filed during the reporting period.

Federal Beginning Tax Amount Withheld Amount Paid Date Paid Check # or EFT Ending Tax
and/or Accrued
Federal Withholding & FICA $ 1,693,487 $ 6,488,173 $ (6,480,675) Weekly $ - $ 1,700,985
Unemployment 111,797 44,959 - Quarterly - 156,756
Total Federal Taxes $ 1,805,283 $ 6,533,132 $ (6,480,675) $ 1,857,741

Withholding $ 475,159 $ 975,281 $ (971,822) Various - $ 478,618

Sales & Use 3,852,107 4,989,573 (4,475,790) Monthly - 4,365,891
Unemployment 278,238 125,521 - Quarterly - 403,759
Real Property - 514,401 (514,401) Various - -
Total State and Local $ 4,605,504 $ 6,604,777 $ (5,962,013) $ 5,248,267

Total Taxes $ 6,410,787 $ 13,137,909 $ (12,442,688) $ 7,106,008

SUMMARY OF UNPAID POST-PETITION DEBTS

Number of Days Past Due
Current 0-30 31-60 61-90 Over 91 Total
Accounts Payable $ 84,101,032 $ - $ - $ - $ - $ 84,101,032
Wages Payable 6,631,490 - - - - 6,631,490
Taxes Payable 7,106,008 - - - - 7,106,008
Rent/Leases-Building 1,182,287 - - - - 1,182,287
Rent/Leases-Equipment - - - - - -
Professional Fees 10,839,633 - - - - 10,839,633
Total Post-petition Debts $ 109,860,449 $ - $ - $ - $ - $ 109,860,449
Explain how and when the Debtor intends to pay any past due post-petition debts.
n/a

FORM MOR-4
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In re TOPS HOLDING II CORPORATION, et al. Case No. 18-22279 (RDD)

Debtor Reporting Period: May 20, 2018 - June 16, 2018

ACCOUNTS RECEIVABLE RECONCILIATION AND AGING

Accounts Receivable Aging 0-30 Days 31-60 Days 61-90 Days 91+ Days Total
Total Accounts Receivable $ 71,560,479 $ 3,156,399 $ 2,442,681 $ 3,617,394 $ 80,776,953
Less: Bad Debts (Amount considered uncollectible) (609,048) (609,048)
Net Accounts Receivable $ 70,951,431 $ 3,156,399 $ 2,442,681 $ 3,617,394 $ 80,167,906

FORM MOR-5
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In re TOPS HOLDING II CORPORATION, et al. Case No. 18-22279 (RDD)

Debtor Reporting Period: May 20, 2018 - June 16, 2018

PAYMENTS TO ESTATE PROFESSIONALS

Name Date of Court Amount Amount Paid Total Paid to Date Total Incurred &
Order Authorizing Authorized* Unpaid*
Payment
Epiq Bankruptcy Solutions, LLC 3/22/2018 $ 66,468 $ 61,435 $ 351,007 $ 40,828
Evercore Group LLC 3/22/2018 176,004 - 2,791,221 396,948
Deloitte & Touche LLP 3/22/2018 128,834 - - 128,834
FTI Consulting Inc 3/22/2018 575,720 - 1,579,834 575,720
Hilco Real Estate 3/22/2018 - - - -
Hodgson Russ LLP 3/22/2018 151,909 - - 349,680
Morrison & Foerster LLP 3/22/2018 198,266 - - 890,121
Weil, Gotshal & Manages LLP 3/22/2018 1,399,664 - 1,410,648 3,123,071
Zolfo Cooper, LLC 3/22/2018 583,707 - - 843,146
Total Payments to Professionals $ 3,280,572 $ 61,435 $ 6,132,710 $ 6,348,348
* “Amount Authorized” represents the amounts approved for payment pursuant to the order establishing procedures for interim compensation and reimbursement of expenses of professionals,
dated March 22, 2018 (ECF No. 192) (the “Interim Comp. Order”).
* Total Incurred and Unpaid is based on fee and expenses incurred through the end of May.

FORM MOR-6
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In re TOPS HOLDING II CORPORATION, et al. Case No. 18-22279 (RDD)

Debtor Reporting Period: May 20, 2018 - June 16, 2018

DEBTOR QUESTIONNAIRE
Must be completed each month. If the answer to any of the Yes No
questions is “Yes”, provide a detailed explanation of each item.
Attach additional sheets if necessary.
Have any assets been sold or transferred outside the normal course of
1 business this reporting period? X
Have any funds been disbursed from any account other than a debtor in
2 possession account this reporting period? X
Is the Debtor delinquent in the timely filing of any post-petition tax
3 returns? X
Are workers compensation, general liability or other necessary insurance
4 coverages expired or cancelled, or has the debtor received notice of X
expiration or cancellation of such policies?

5 Is the Debtor delinquent in paying any insurance premium payment? X

Have any payments been made on pre-petition liabilities this reporting
6 period? X[a]
Are any post petition receivables (accounts, notes or loans) due from
7 related parties? X
8 Are any post petition payroll taxes past due? X
9 Are any post petition State or Federal income taxes past due? X
10 Are any post petition real estate taxes past due? X
11 Are any other post petition taxes past due? X
12 Have any pre-petition taxes been paid during this reporting period? X
13 Are any amounts owed to post petition creditors delinquent? X[b]
14 Are any wage payments past due? X
15 Have any post petition loans been received by the Debtor from any party? X
16 Is the Debtor delinquent in paying any U.S. Trustee fees? X
Is the Debtor delinquent with any court ordered payments to attorneys or
17 other professionals? X
Have the owners or shareholders received any compensation outside of
18 the normal course of business? X
a As authorized pursuant to various First-Day orders entered by the Court, the Debtors made certain payments on
account of prepetition liabilities during the reporting period.
b From time-to-time, the Debtors may receive vendor invoices from third party processors which have matured past
their due dates. As of the date of this filing, the Debtors are not aware of any delinquencies

FORM MOR-7
PAGE 9 OF 9