Contract analysis

I. INTRODUCTION This Case Management Conference Statement is submitted by Plaintiff Greenfield Agricultural Partners LLC ("GAP"), by and through its attorneys, Calderwood & Harkness LLP, pursuant to the Court's standing order and Illinois Supreme Court Rules governing case management procedures, in advance of the mandatory Case Management Conference scheduled for September 12, 2022, before the Honorable Patricia Dela

II. NATURE OF THE CASE This is a commercial collection action involving the purchase and sale of agricultural commodities—specifically, #2 Yellow Corn and #1 Yellow Soybeans—under a multi-year forward-contract off-take agreement between GAP and PBGC. The case arises from PBGC's failure to pay for grain commodities delivered to and accepted by PBGC at its elevator facilities in central Illinois during the period from

III. SUMMARY OF CLAIMS GAP's Verified Complaint, filed on May 9, 2022, sets forth four counts, as summarized below. A. Count I — Breach of Contract (Off-Take Agreement) against PBGC Count I alleges that PBGC breached the Off-Take Agreement by failing to pay for grain commodities delivered to and accepted by PBGC during the period from September 2021 through January 2022. The Off-Take Agreement was executed on March 1

IV. DAMAGES SOUGHT The damages sought by GAP in this action are as follows:

1. Total principal outstanding: $4,870,050.00, representing the aggregate unpaid balance of the five invoices described in Section III.A above.

2. Accrued contractual interest through May 9, 2022 (date of filing): Approximately $345,992.00, calculated at the contractual rate of 1.5% per month (18% per annum) from each invoice's respective due date through the date the Complaint was filed.

3. Total claimed at filing: Approximately $5,216,042.00.

4. Continuing interest accrual: Interest continues to accrue at the contractual rate of 1.5% per month on the total outstanding principal balance of $4,870,050.00, resulting in monthly interest accrual of approximately $73,050.75. Accordingly, the total damages as of the date of this Statement (September 12, 2022) exceed $5,216,042.00 and continue to increase with each passing month.

5. Reasonable attorneys' fees and costs: GAP seeks an award of its reasonable attorneys' fees and litigation costs incurred in prosecuting this action, pursuant to Section 12.4 of the Off-Take Agreement (prevailing-party fee provision).

6. Pre- and post-judgment interest: GAP seeks pre-judgment interest at the contractual rate of 1.5% per month and post-judgment interest as allowed by law.

7. Count II (Musgrave Guaranty): On Count II, GAP seeks recovery of up to $2,000,000 from Musgrave individually under the Musgrave Guaranty. This amount is not additive to the contract damages sought under Counts I and III; rather, it constitutes a component of GAP's overall recovery of the amounts owed by PBGC under the Off-Take Agreement.

V. STATUS OF PLEADINGS A. Complaint. GAP filed its four-count Verified Complaint on May 9, 2022, initiating this action. The Complaint sets forth the four counts described in Section III above. B. Service of Process Service of process was completed on both Defendants on May 24, 2022, as follows: • PBGC: Service was effected upon PBGC through its registered agent, Ridgeline Corporate Services LLC, at 77 West Washingto

VI. PARTIES AND COUNSEL A. Plaintiff. Greenfield Agricultural Partners LLC 1400 Grand Prairie Boulevard, Suite 800 Des Moines, Iowa 50309 Counsel for Plaintiff: Calderwood & Harkness LLP 225 West Wacker Drive, Suite 4000 Chicago, Illinois 60606 • Francesca Morano, Responsible Partner • Samuel Eklund, Billing Partner • Hannah Brinkley, Lead Associate • Patrick Gallagher, Working Associate B. Defendants. Prairie Basin

VII. RELATED CASES Plaintiff is not aware of any related cases pending before this Court or any other court in which GAP is a party that would affect the management or resolution of this matter. Plaintiff is aware that PBGC's property insurer, Triton Mutual Insurance Co., is involved in a separate insurance coverage dispute with PBGC relating to the October 17, 2021 fire at PBGC's Macon County elevator facility. GAP

VIII. PROPOSED DISCOVERY PLAN AND SCHEDULE A. Written discovery GAP proposes to serve its First Set of Interrogatories and First Request for Production of Documents on PBGC within approximately two weeks of this Case Management Conference, with a target service date on or before September 30, 2022. GAP's initial written discovery will be directed primarily at PBGC, as the contracting party and the entity with custody

IX. SETTLEMENT AND ALTERNATIVE DISPUTE RESOLUTION The Off-Take Agreement does not contain a mandatory arbitration clause or a mandatory mediation clause. Dispute resolution is governed by Section 13.1 of the Off-Take Agreement, which provides for exclusive jurisdiction in the courts of Cook County, Illinois, or the United States District Court for the Northern District of Illinois. The parties have not entered into a

X. ESTIMATED LENGTH OF TRIAL GAP estimates that trial, if necessary, would require approximately three (3) to five (5) days for a bench trial. The case involves primarily documentary evidence, including the Off-Take Agreement and its exhibits, the five unpaid invoices, delivery tickets, weight certificates, grade certifications, correspondence between the parties, and Musgrave's February 3, 2022 email. The number of

XI. OTHER MATTERS FOR THE COURT'S ATTENTION GAP respectfully brings the following additional matters to the Court's attention, as they are relevant to the efficient management and resolution of this case: Suspension of Deliveries. GAP suspended further deliveries under the Off-Take Agreement on March 8, 2022, pursuant to Section 8.2 of the Off-Take Agreement (Adequate Assurance of Performance). Section 8.2 provides t

XII. CONCLUSION For the foregoing reasons, Plaintiff Greenfield Agricultural Partners LLC respectfully submits this Case Management Conference Statement and requests that the Court enter a case management order consistent with the proposed schedule set forth in Section VIII.D above. GAP is prepared to discuss any of the matters addressed herein with the Court and opposing counsel at the Case Management Conference and