IN THE UNITED STATES BANKRUPTCY COURT
FOR THE MIDDLE DISTRICT OF TENNESSEE
Case No. 3:25-bk-03788
RE: Notice of Equity Auction
On May 11, 2026, Bartram Logistics LLC d/b/a Bartram Electric ("Bartram") filed its Amended Chapter 11 Plan of Reorganization (as may be amended, modified or supplemented from time to time, the “Plan”)[1] [Doc. No. 330] and its Amended Disclosure Statement to Accompany Debtor’s Amended Plan of Reorganization (as may be amended, modified or supplemented from time to time, the “Disclosure Statement”) [Doc. No. 331] and which, among other things, provided for the Debtor to (i) conduct an Equity Auction within 30 days after entry of the Confirmation Order and (ii) to market notice of the Equity Auction within three (3) days of the entry of an Order permitting solicitation through the Disclosure Statement. [Doc. No. 330, Article XI.8].
On May 13, 2026, the Bankruptcy Court entered an order approving the Disclosure Statement for solicitation [Doc. No. 336]. Therefore, through this Notice, the Debtor markets the Equity Auction.
The Debtor shall conduct an auction sale of the New Equity within thirty (30) days after entry of the Confirmation Order. Below is a summary of the Auction and Bidding Procedures. Interested parties should consult the Plan and Disclosure Statement for more complete information and may want to obtain the advice of legal counsel.
- Qualification Deadline. Each Person seeking to become a Qualified Bidder must submit documentation sufficient to establish its status as a Qualified Bidder on or before the Qualification Deadline.[2]
- Qualification Determination Deadlines. The Debtor shall review the documentation submitted by Persons seeking to become Qualified Bidders and, in its business judgment, determine whether the Persons submitting such documentation are Qualified Bidders. On or before the Initial Qualification Determination Deadline, the Debtor shall provide notice to each Person who submits documentation seeking to establish its status as a Qualified Bidder whether such Person is a Qualified Bidder. A Person who is notified that it does not meet the requirements to be a Qualified Bidder may seek to remedy their disqualification by providing supplemental documentation no later than the Supplemental Qualification Deadline. The Debtor shall review any supplemental documentation submitted and, in its business judgment, determine whether each Person submitting such documentation is a Qualified Bidder. On or before the Supplemental Determination Deadline, the Debtor shall provide notice to each Person who submits supplemental documentation seeking to establish its status as a Qualified Bidder whether such Person is a Qualified Bidder.
- Cancellation of Equity Auction. If any of the following events occurs, the Equity Auction shall be cancelled, the Stalking Horse Bidder shall be declared the Winning Bidder and the transaction contemplated by the Equity Auction shall close with the New Equity issued to the Winning Bidder: (A) no Person submits documentation seeking to establish its status as a Qualified Bidder on or before the Qualification Deadline; (B) after the Qualification Deadline, the Debtor determines that no Person meets the requirements to become a Qualified Bidder and no Person submits supplemental documentation on or before the Supplemental Qualification Deadline; or (C) after the Supplemental Qualification Deadline, the Debtor determines that no Person meets the requirements to become a Qualified Bidder.
- Conduct of Equity Auction. If more than one (1) Qualified Bidder exists, then the Equity Auction shall occur no later than thirty (30) days after entry of the Confirmation Order. The Equity Auction shall take place at the offices of counsel for the Debtor. The Equity Auction shall open with the opening bid of the Stalking Horse Bidder. The Debtor shall evaluate all bids of Qualified Bidders received during the Equity Auction and determine which bid is the highest and best bid. The Debtor may consult with its financial and legal advisors in making such determination.
- Additional Equity Auction Rules. The Debtor may amend or modify the Auction and Bidding Procedures.
- Closing of Equity Auction. Within twenty-four (24) hours after the designation of the Winning Bidder, the transaction contemplated by the Equity Auction shall close with the New Equity issued to the Winning Bidder. By closing the transaction and receipt of the New Equity, the Winning Bidder waives and releases all Interests in the Debtor and all Claims against the Debtor and each Protected Party.
- Reservation of Rights. If the Winning Bidder fails to consummate the purchase of the New Equity, the Cash Deposit of such Winning Bidder shall be forfeited to the Debtor. Notwithstanding this forfeiture, the Debtor specifically reserves the right to seek all additional available damages from any defaulting Winning Bidder. In the event the Winning Bidder does not close on the sale of the New Equity, the Debtor reserves the right to sell the New Equity to the Qualified Bidder whose bid the Debtor determines is the next highest and best bid, in which case the Qualified Bidder who closes the transaction shall be subject to all requirements relating to the Winning Bidder as provided herein.
- Membership Interests. The New Membership Interests shall be exempt from registration under the Securities Act and any other applicable securities laws pursuant to section 1145 of the Bankruptcy Code or, to the extent section 1145 is unavailable, pursuant to section 4(a)(2) of the Securities Act or other applicable law. If the holder of the New Equity is an “underwriter” with respect to such securities, as that term is defined in section 1145(b) of the Bankruptcy Code, such Membership Interests may be resold without registration under the Securities Act or other federal securities laws.
This Notice is subject to the full terms and conditions of the Plan, the Confirmation Order, and any other procedures governing assumption set forth in a final order of the Bankruptcy Court.
DATED: May 15, 2026
Nashville, Tennessee
Bradley Arant Boult Cummings LLP
/s/ Austin McMullen
Austin L. McMullen
Erin D. Malone-Smolla
1221 Broadway, Suite 2400
Nashville, TN 37203
Phone: (615) 252-2307
[email protected]
[email protected]
Attorneys for the Debtor and Debtor in Possession
Notes:
[1] Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the Plan or the Disclosure Statement, as applicable.
[2] “Qualification Deadline” means the date that is seven (7) days after the date on which the Bankruptcy Court enters the Confirmation Order.
Bartram Electric has announced an upcoming equity auction, to occur after confirmation of its chapter 11 plan of reorganization.
