Contract analysis

1. PURPOSE OF MEMORANDUM This memorandum documents the results of the conflict of interest check conducted in connection with the proposed representation of Greenfield Agricultural Partners LLC ("GAP" or the "Prospective Client") in a breach-of-contract collection action against Prairie Basin Grain Co. ("PBGC"), its principal Darren K. Musgrave, and potentially other related parties that may be identified during the

2. PROPOSED ENGAGEMENT SUMMARY The following is a summary of the key details of the proposed engagement: Prospective Client: Greenfield Agricultural Partners LLC, a Delaware limited liability company headquartered at 1400 Grand Prairie Boulevard, Suite 800, Des Moines, Iowa 50309. Federal Employer Identification Number: 47-3821654. Nature of Matter: Breach-of-contract collection action arising from PBGC's failure to

3. PARTIES AND RELATED ENTITIES SEARCHED In accordance with the Firm's conflicts-checking procedures, the following individuals, entities, and affiliates were identified as parties or persons of interest in connection with the proposed engagement and were searched against the Firm's conflicts database, billing records, and other sources described in Section 4 below. All reasonable name variants, abbreviations, and "a

1. Greenfield Agricultural Partners LLC (and the following variants: "Greenfield," "GAP," "Greenfield Agricultural," "Greenfield Ag Partners," "Greenfield Ag")

2. Thomas R. Greenfield, Chairman and Chief Executive Officer of GAP

3. Margaret A. Greenfield-Wu, President and Chief Operating Officer of GAP (also searched as "Margaret Greenfield," "Margaret Wu," and "Margaret A. Wu")

4. Caleb Jennings, Director of Grain Operations, GAP Grain Trading Division

5. GAP Grain Trading Division (operating division of GAP; also searched as "GAP Grain," "Greenfield Grain Trading," and "GAP Trading")

6. Capitol Registered Agents Inc., GAP's registered agent for service of process in the State of Illinois, located at 200 South Wacker Drive, Suite 3100, Chicago, Illinois 60606

7. Langford & Pryce CPAs LLP, GAP's external auditing firm, located at 700 Locust Street, Suite 500, Des Moines, Iowa 50309; Russell D. Langford, CPA, Engagement Partner for the GAP audit relationship 3.2 Adverse Parties The following names and entities were searched as parties associated with the anticipated Adverse Parties:

1. Prairie Basin Grain Co. (and the following variants: "PBGC," "Prairie Basin," "Prairie Basin Grain," "Prairie Basin Grain Company"), an Illinois corporation with its principal office located at 4520 Harvest Road, Champaign, Illinois 61820; Federal Employer Identification Number: 37-4295018

2. Darren K. Musgrave, President, sole director, and 72% shareholder of PBGC; personal guarantor under the Off-Take Agreement. Personal residence: 1188 Windermere Lane, Champaign, Illinois 61822. Mr. Musgrave was also searched under the variants "Darren Musgrave," "D. Musgrave," and "D.K. Musgrave."

3. Lydia R. Musgrave, Secretary, Treasurer, and 18% shareholder of PBGC; spouse of Darren K. Musgrave. Also searched under the variants "Lydia Musgrave" and "L. Musgrave."

4. Victor P. Novotny, Vice President of Operations and 10% shareholder of PBGC. Also searched under the variants "Victor Novotny," "Vic Novotny," and "V. Novotny."

5. Ridgeline Corporate Services LLC, PBGC's registered agent for service of process in the State of Illinois, located at 77 West Washington Street, Suite 1420, Chicago, Illinois 60602

6. Mercer Tidwell & Associates PC, PBGC's external auditing firm, located at 112 West Church Street, Champaign, Illinois 61820; Joan F. Tidwell, CPA, Engagement Partner for the PBGC audit relationship 3.3 Known Interested / Related Third Parties The following names and entities were identified as known interested or related third parties with a potential connection to the subject matter of the proposed engagement. Al

1. Heartland Prairie Bank, N.A. ("HPB"), a national banking association with its principal office located at 300 East Main Street, Decatur, Illinois 62521. HPB is PBGC's senior secured lender under a Revolving Credit and Term Loan Agreement dated June 1, 2018, with an aggregate commitment amount of $45,000,000 (the "HPB Credit Facility"). HPB's Relationship Manager for the PBGC account is Kenneth W. Aldrich, Senior V

2. Triton Mutual Insurance Co., located at 820 South Neil Street, Champaign, Illinois 61820. Triton is PBGC's property insurer and is understood to be involved in a coverage dispute with PBGC related to a fire at PBGC's grain elevator facility in Macon County, Illinois, which occurred on October 17, 2021 (the "Macon County Elevator Fire"). The coverage dispute may have a bearing on PBGC's financial condition and abil

3. Bartlett, Reyes Linley CPAs LLP & Harkin LLP ("BCH"), located at 200 North LaSalle Street, Suite 2500, Chicago, Illinois 60601. BCH is anticipated to serve as defense counsel for PBGC in the proposed collection action. The Lead Partner on the PBGC engagement is understood to be Douglas M. Harkin, and the associate assigned to the matter is understood to be Nadia C. Petrov. BCH was also searched under the variant "

4. DATABASES AND SOURCES SEARCHED The conflicts check was conducted using the following databases and sources, consistent with the procedures set forth in Section 4.03 of the Firm's Office Policy Manual:

1. Calderwood & Harkness LLP Conflicts Management System. The Firm's central electronic conflicts database was searched using all names, variants, and identifiers listed in Section 3 above. The Conflicts Management System contains records of all current and former client representations, adverse-party designations, and related-party entries for all matters handled by the Firm. The database search was performed by Dia

2. Firm-Wide New Matter Intake Records. All pending new matter intake files were reviewed to determine whether any other pending engagement involved any of the parties or entities listed in Section 3. No pending intake files were identified as relevant.

3. Current and Historical Client Lists. The Firm's current active-client roster and historical client lists for the preceding ten (10) years (covering the period from March 2012 through March 2022) were reviewed. These lists encompass all active and closed matters across all practice groups and offices of Calderwood & Harkness LLP.

4. Attorney Personal Knowledge and Recollection. In accordance with Firm policy, a conflicts inquiry notification was circulated via the Firm's internal e-mail system to all partners and of-counsel attorneys on March 21, 2022, at approximately 9:30 a.m. Central Time. The notification identified all parties and entities listed in Section 3 above and requested that any attorney with knowledge of a current, former, or p

5. Billing and Accounts Receivable Records. All names and entities listed in Section 3 were cross-referenced against the Firm's billing system and accounts receivable ledger to confirm that no party has been billed for legal services by Calderwood & Harkness LLP or has any outstanding balance on the Firm's books.

5. RESULTS OF CONFLICTS CHECK The results of the conflicts check for each category of searched parties are set forth below: 5.1 Prospective Client — Greenfield Agricultural Partners LLC A comprehensive search of the Firm's conflicts database, billing records, new matter intake files, historical client lists, and attorney personal knowledge inquiries revealed no prior representation of Greenfield Agricultural Partners

6. ANALYSIS AND CONCLUSION Based on the comprehensive conflicts check documented in this memorandum, which was completed as of March 21, 2022, the undersigned have reached the following conclusions: All names, entities, affiliates, and related parties identified in Section 3 of this memorandum have been run through Calderwood & Harkness LLP's central Conflicts Management System, the Firm's billing and accounts receiv

7. APPROVAL AND SIGN-OFF By signing below, the Responsible Partner and Billing Partner confirm that they have reviewed this Conflict Check Memorandum, are satisfied with the scope and results of the conflicts check, and authorize the opening of Matter No. 1020-00005 and the issuance of the engagement letter to Greenfield Agricultural Partners LLC, subject to any additional conditions noted below. Responsible Partner:

8. DISTRIBUTION This memorandum is classified as Privileged and Confidential — Attorney Work Product and is subject to the following distribution restrictions: • Original: To be retained in the permanent file for Matter No. 1020-00005 (Greenfield Agricultural Partners LLC v. Prairie Basin Grain Co. et al.). • Copy: To be provided to the Firm's Conflicts Coordinator and the New Matter Intake Department for entry into