Notice of Disposition of Collateral Public Auction – UCC Sale

Description

Notice of Disposition of Collateral Public Auction – UCC Sale

Notice is hereby given that, in accordance with applicable provisions of the Uniform Commercial Code as enacted in Delaware, Yu Capital LLC (the “Lender”) under that certain Security and Pledge Agreement dated as of January 3, 2025 (the “Security Agreement”), executed by Guidepost A LLC (the “Grantor”) in favor of Lender, will offer for sale, at public auction, the Collateral (as defined below) pledged to it by the Grantor.  The public auction will be held at Jones Swenson Auctions, 1202 Lakeway Drive, Ste. 2, Austin, TX 78734 at 11:00 a.m. (prevailing local time) on April 29, 2025. The Collateral will be sold to the to the highest qualified bidder; provided, however, that Lender reserves the right to cancel the sale in its entirety, or to adjourn the sale to a future date.

The Collateral will be sold together in five (5) lots (described below), and there is no warranty or representations relating to title, possession, quiet enjoyment, merchantability, fitness, or the like in this disposition. The Lender reserves the right for itself and any assignee to bid (whether by cash and/or crediting some or all of the secured obligations) and to become the purchaser at the sale. Parties interested in bidding on the Collateral must contact the Auctioneer, Jones Swenson Auctions, Attn: W. Scott Swenson, CAI, GPPA, 2303 RR 620 S., Ste. 160-200, Austin, TX 78734, (512) 261-3838, scott@jonesswenson.com. The Terms of Sale, bidding instructions and additional documentation will be available. Interested parties who do not contact the auctioneer prior to the sale and submit an opening bid on or before April 28, 2025 at 12:00 noon (prevailing local time) will not be permitted to bid at the auction.

The Collateral to be sold includes all fixtures and personal property of every kind and nature utilized for the operation of the following five (5) school businesses each of which will constitute a single lot: (i) “Guidepost Montessori – Westlake Campus” (ii) “Guidepost Montessori – Brushy Creek Campus”; (iii) “Guidepost Montessori – Bee Cave Campus”; (iv) “Guidepost Montessori – Round Rock Campus”; and (v) “Guidepost Montessori at Eldorado” including all accounts, goods (including furniture, fixtures and equipment), documents (including, if applicable, electronic documents), instruments, promissory notes, chattel paper (whether tangible or electronic), letters of credit, letter-of-credit rights (whether or not the letter of credit is evidenced by a writing), general intangibles (including all payment intangibles), money, deposit accounts, and any other contract rights or rights to the payment of money.

Bids may be submitted either on a single lot or all the Collateral. Interested parties may not contact the schools or enter their property to gather information and any questions must be submitted to the Auctioneer. This auction and sale shall not infringe on the ongoing operations of the respective schools.