Case 18-31240-7 Doc 1 Filed 04/04/18

Entered 04/04/18 19:16:35

Page 1 of 54

Fill in this information to identify the case:
United States Bankruptcy Court for the:

NORTHERN DISTRICT OF TEXAS
Case number (if known):



7

Chapter

Check if this is an
amended filing

Official Form 201
Voluntary Petition for Non-Individuals Filing for Bankruptcy

04/16

If more space is needed, attach a separate sheet to this form. On the top of any additional pages, write the debtor's name and
the case number (if known). For more information, a separate document, Instructions for Bankruptcy Forms for NonIndividuals, is available.

1.

Debtor's name

Brain Synergy Institute, LLC

2.

All other names debtor used
in the last 8 years

dba Cerebrum Health Centers

Include any assumed names,
trade names and doing
business as names
3.

Debtor's federal Employer
Identification Number (EIN)

4.

Debtor's address

4

–

5

5

5

3

3

4

Principal place of business

2

3
Mailing address, if different from principal
place of business

11511 Luna Road
Number

Street

Number

Street

Suite 100
P.O. Box

Farmers Branch

TX

75234-6022

City

State

ZIP Code

Dallas
County

City

City

Debtor's website (URL)

www.cerebrum.com

6.

Type of debtor





Official Form 201

ZIP Code

Location of principal assets, if different
from principal place of business

Number

5.

State

Street

State

ZIP Code

Corporation (including Limited Liability Company (LLC) and Limited Liability Partnership (LLP))
Partnership (excluding LLP)
Other. Specify:

Voluntary Petition for Non-Individuals Filing for Bankruptcy

page 1

 Case 18-31240-7 Doc 1 Filed 04/04/18
Debtor Brain Synergy Institute, LLC
7.

Describe debtor's business

Entered 04/04/18 19:16:35

Page 2 of 54

Case number (if known)

A. Check one:









Health Care Business (as defined in 11 U.S.C. § 101(27A))
Single Asset Real Estate (as defined in 11 U.S.C. § 101(51B))
Railroad (as defined in 11 U.S.C. § 101(44))
Stockbroker (as defined in 11 U.S.C. § 101(53A))
Commodity Broker (as defined in 11 U.S.C. § 101(6))
Clearing Bank (as defined in 11 U.S.C. § 781(3))
None of the above

B. Check all that apply:




Tax-exempt entity (as described in 26 U.S.C. § 501)



Investment advisor (as defined in 15 U.S.C. § 80b-2(a)(11))

C.

NAICS (North American Industry Classification System) 4-digit code that best describes debtor. See
http://www.uscourts.gov/four-digit-national-association-naics-codes

Investment company, including hedge fund or pooled investment vehicle (as defined in
15 U.S.C. § 80a-3)

6
8.

9.

Under which chapter of the
Bankruptcy Code is the
debtor filing?

Were prior bankruptcy
cases filed by or against
the debtor within the last 8
years?
If more than 2 cases, attach a
separate list.

2

1

1

Check one:





Chapter 7
Chapter 9
Chapter 11. Check all that apply:
 Debtor's aggregate noncontingent liquidated debts (excluding debts owed to
insiders or affiliates) are less than $2,566,050 (amount subject to adjustment on
4/01/19 and every 3 years after that).



Chapter 12



No



Yes. District



The debtor is a small business debtor as defined in 11 U.S.C. § 101(51D). If the
debtor is a small business debtor, attach the most recent balance sheet,
statement of operations, cash-flow statement, and federal income tax return or if
all of these documents do not exist, follow the procedure in
11 U.S.C. § 1116(1)(B).



A plan is being filed with this petition.



Acceptances of the plan were solicited prepetition from one or more classes of
creditors, in accordance with 11 U.S.C. § 1126(b).



The debtor is required to file periodic reports (for example, 10K and 10Q) with the
Securities and Exchange Commission according to § 13 or 15(d) of the Securities
Exchange Act of 1934. File the Attachment to Voluntary Petition for NonIndividuals Filing for Bankruptcy Under Chapter 11 (Official Form 201A) with this
form.



The debtor is a shell company as defined in the Securities Exchange Act of 1934
Rule 12b-2.

When

Case number
MM / DD / YYYY

District

When

Case number
MM / DD / YYYY

District

When

Case number
MM / DD / YYYY

Official Form 201

Voluntary Petition for Non-Individuals Filing for Bankruptcy

page 2

 Case 18-31240-7 Doc 1 Filed 04/04/18

Entered 04/04/18 19:16:35

Debtor Brain Synergy Institute, LLC
10. Are any bankruptcy cases
pending or being filed by a
business partner or an
affiliate of the debtor?

Page 3 of 54

Case number (if known)



No



Yes. Debtor

Relationship

District

When
MM / DD / YYYY

List all cases. If more than 1,
attach a separate list.

Case number, if known

Debtor

Relationship

District

When
MM / DD / YYYY

Case number, if known
11. Why is the case filed in
this district?

12. Does the debtor own or
have possession of any
real property or personal
property that needs
immediate attention?

Check all that apply:



Debtor has had its domicile, principal place of business, or principal assets in this district for 180
days immediately preceding the date of this petition or for a longer part of such 180 days than in
any other district.



A bankruptcy case concerning debtor's affiliate, general partner, or partnership is pending in this
district.




No
Yes. Answer below for each property that needs immediate attention. Attach additional sheets if
needed.
Why does the property need immediate attention?

(Check all that apply.)



It poses or is alleged to pose a threat of imminent and identifiable hazard to public health or
safety.
What is the hazard?



It needs to be physically secured or protected from the weather.



It includes perishable goods or assets that could quickly deteriorate or lose value without
attention (for example, livestock, seasonal goods, meat, dairy, produce, or securitiesrelated assets or other options).



Other

Where is the property?
Number

Street

City

State

ZIP Code

Is the property insured?




No
Yes. Insurance agency
Contact name
Phone

Statistical and adminstrative information
13. Debtor's estimation of
available funds

Official Form 201

Check one:
 Funds will be available for distribution to unsecured creditors.
 After any administrative expenses are paid, no funds will be available for distribution to unsecured
creditors.

Voluntary Petition for Non-Individuals Filing for Bankruptcy

page 3

 Case 18-31240-7 Doc 1 Filed 04/04/18

Entered 04/04/18 19:16:35

Debtor Brain Synergy Institute, LLC

Page 4 of 54

Case number (if known)

14. Estimated number of
creditors






1-49
50-99
100-199
200-999





1,000-5,000
5,001-10,000
10,001-25,000





25,001-50,000
50,001-100,000
More than 100,000

15. Estimated assets






$0-$50,000
$50,001-$100,000
$100,001-$500,000
$500,001-$1 million






$1,000,001-$10 million
$10,000,001-$50 million
$50,000,001-$100 million
$100,000,001-$500 million






$500,000,001-$1 billion
$1,000,000,001-$10 billion
$10,000,000,001-$50 billion
More than $50 billion

16. Estimated liabilities






$0-$50,000
$50,001-$100,000
$100,001-$500,000
$500,001-$1 million






$1,000,001-$10 million
$10,000,001-$50 million
$50,000,001-$100 million
$100,000,001-$500 million






$500,000,001-$1 billion
$1,000,000,001-$10 billion
$10,000,000,001-$50 billion
More than $50 billion

Request for Relief, Declaration, and Signatures
WARNING -- Bankruptcy fraud is a serious crime. Making a false statement in connection with a bankruptcy case can result in fines up to
$500,000 or imprisonment for up to 20 years, or both. 18 U.S.C. §§ 152, 1341, 1519, and 3571.

17. Declaration and signature of
authorized representative
of debtor

 The debtor requests relief in accordance with the chapter of title 11, United States Code, specified in
this petition.
 I have been authorized to file this petition on behalf of the debtor.
 I have examined the information in this petition and have a reasonable belief that the information is
true and correct.

I declare under penalty of perjury that the foregoing is true and correct.
Executed on 04/04/2018
MM / DD / YYYY

X /s/ Misty W. Gilbert
Signature of authorized representative of debtor

Misty W. Gilbert
Printed name

Title Chief Operating Officer
18. Signature of attorney

X /s/ David L. Campbell

Date

Signature of attorney for debtor

04/04/2018
MM / DD / YYYY

David L. Campbell
Printed name

Underwood Perkins, P.C.
Firm name

5420 LBJ Freeway
Number

Street

Suite 1900

Official Form 201

Dallas

TX

75240

City

State

ZIP Code

(972) 661-5114

dcampbell@uplawtx.com

Contact phone

Email address

03698500

TX

Bar number

State

Voluntary Petition for Non-Individuals Filing for Bankruptcy

page 4

 Case 18-31240-7 Doc 1 Filed 04/04/18

Entered 04/04/18 19:16:35

Page 5 of 54

Fill in this information to identify the case
Brain Synergy Institute, LLC

Debtor name

United States Bankruptcy Court for the: NORTHERN DISTRICT OF TEXAS
Case number
(if known)



Check if this is an
amended filing

Official Form 206A/B
Schedule A/B: Assets -- Real and Personal Property

12/15

Disclose all property, real and personal, which the debtor owns or in which the debtor has any other legal, equitable, or future
interest. Include all property in which the debtor holds rights and powers exercisable for the debtor's own benefit. Also
include assets and properties which have no book value, such as fully depreciated assets or assets that were not capitalized.
In Schedule A/B, list any executory contracts or unexpired leases. Also list them on Schedule G: Executory Contracts and
Unexpired Leases (Official Form 206G).
Be as complete and accurate as possible. If more space is needed, attach a separate sheet to this form. At the top of any
pages added, write the debtor's name and case number (if known). Also identify the form and line number to which the
additional information applies. If an additional sheet is attached, include the amounts from the attachment in the total for the
pertinent part.
For Part 1 through Part 11, list each asset under the appropriate category or attach separate supporting schedules, such as a
fixed asset schedule or depreciation schedule, that gives the details for each asset in a particular category. List each asset
only once. In valuing the debtor's interest, do not deduct the value of secured claims. See the instructions to understand the
terms used in this form.

Part 1:
1.

Cash and cash equivalents

Does the debtor have any cash or cash equivalents?




No. Go to Part 2.
Yes. Fill in the information below.

All cash or cash equivalents owned or controlled by the debtor

Current value of
debtor's interest

$0.00

2.

Cash on hand

3.

Checking, savings, money market, or financial brokerage accounts (Identify all)
Name of institution (bank or brokerage firm)

Type of account

Last 4 digits of
account number

3.1.

Checking account

Checking account

1

2

6

6

$1,984.41

3.2.

Savings account

Savings account

6

3

2

2

$50.00

4.

Other cash equivalents

(Identify all)

Name of institution (bank or brokerage firm)
5.

Total of Part 1
Add lines 2 through 4 (including amounts on any additional sheets). Copy the total to line 80.

$2,034.41

Part 2: Deposits and prepayments
6.

Does the debtor have any deposits or prepayments?




No. Go to Part 3.
Yes. Fill in the information below.

Official Form 206A/B

Schedule A/B: Assets -- Real and Personal Property

page 1

 Case 18-31240-7 Doc 1 Filed 04/04/18
Debtor

Entered 04/04/18 19:16:35

Brain Synergy Institute, LLC

Page 6 of 54

Case number (if known)

Name

Current value of
debtor's interest
7.

Deposits, including security deposits and utility deposits
Description, including name of holder of deposit

7.1.
8.

Lexington Lion Farmers Branch, LP (Security Deposit)

$39,060.50

Prepayments, including prepayments on executory contracts, leases, insurance, taxes, and rent
Description, including name of holder of prepayment

8.1.

Tail Insurance Coverage with Chiro Secure (2018-2019)

8.2.

Employee Health Insurance for a Broker (Orchestrate HR April 2018)

8.3.

Prepayment to BOX.

8.4.

Prepayment to Quickbooks.

9.

$11,277.86
$5,039.18
$335.79
$89.55

Total of Part 2.
Add lines 7 through 8. Copy the total to line 81.

$55,802.88

Part 3: Accounts receivable
10. Does the debtor have any accounts receivable?




No. Go to Part 4.
Yes. Fill in the information below.
Current value of
debtor's interest

11. Accounts receivable

$212,932.65

11a. 90 days old or less:

–

face amount

$1,279,676.53

11b. Over 90 days old:

$55,746.65

= .............. 

$157,186.00

= .............. 

$133,871.88

doubtful or uncollectible accounts

–

face amount

$1,145,804.65
doubtful or uncollectible accounts

12. Total of Part 3
Current value on lines 11a + 11b = line 12. Copy the total to line 82.

$291,057.88

Part 4: Investments
13. Does the debtor own any investments?




No. Go to Part 5.
Yes. Fill in the information below.
Valuation method
used for current value

Current value of
debtor's interest

14. Mutual funds or publicly traded stocks not included in Part 1
Name of fund or stock:
15. Non-publicly traded stock and interests in incorporated and unincorporated
businesses, including any interest in an LLC, partnership, or joint venture
Name of entity:

% of ownership:

15.1.

Carrick Brain Centers of Atlanta, LLC

100%

Unknown

15.2.

Carrick Brain Centers of North Texas, LLC

100%

Unknown

Official Form 206A/B

Schedule A/B: Assets -- Real and Personal Property

page 2

 Case 18-31240-7 Doc 1 Filed 04/04/18
Debtor

Entered 04/04/18 19:16:35

Brain Synergy Institute, LLC

Page 7 of 54

Case number (if known)

Name

16. Government bonds, corporate bonds, and other negotiable and
non-negotiable instruments not included in Part 1
Describe:
17. Total of Part 4
Add lines 14 through 16. Copy the total to line 83.

$0.00

Part 5: Inventory, excluding agriculture assets
18. Does the debtor own any inventory (excluding agriculture assets)?




No. Go to Part 6.
Yes. Fill in the information below.

General description

19. Raw materials

Date of the
last physical
inventory
MM/DD/YYYY

Net book value of
debtor's interest
(Where available)

Valuation method
used for current value

Current value of
debtor's interest

20. Work in progress
21. Finished goods, including goods held for resale
22. Other inventory or supplies

Nutritional and Medical
Supplements.

03/19/2018

$6,044.68 Retail Price

$6,044.68

23. Total of Part 5
Add lines 19 through 22. Copy the total to line 84.

$6,044.68

24. Is any of the property listed in Part 5 perishable?
 No
 Yes
25. Has any of the property listed in Part 5 been purchased within 20 days before the bankruptcy was filed?
 No
Valuation method
Current value
 Yes. Book value
26. Has any of the property listed in Part 5 been appraised by a professional within the last year?
 No
 Yes

Part 6: Farming and fishing-related assets (other than titled motor vehicles and land)
27. Does the debtor own or lease any farming or fishing-related assets (other than titled motor vehicles and land)?




No. Go to Part 7.
Yes. Fill in the information below.

General description

Net book value of
debtor's interest
(Where available)

Valuation method
used for current value

Current value of
debtor's interest

28. Crops--either planted or harvested
29. Farm animals Examples: Livestock, poultry, farm-raised fish
30. Farm machinery and equipment (Other than titled motor vehicles)
31. Farm and fishing supplies, chemicals, and feed
32. Other farming and fishing-related property not already listed in Part 6
33. Total of Part 6.
Add lines 28 through 32. Copy the total to line 85.

Official Form 206A/B

Schedule A/B: Assets -- Real and Personal Property

$0.00

page 3

 Case 18-31240-7 Doc 1 Filed 04/04/18
Debtor

Entered 04/04/18 19:16:35

Brain Synergy Institute, LLC

Page 8 of 54

Case number (if known)

Name

34. Is the debtor a member of an agricultural cooperative?
 No
 Yes. Is any of the debtor's property stored at the cooperative?
 No
 Yes
35. Has any of the property listed in Part 6 been purchased within 20 days before the bankruptcy was filed?
 No
Valuation method
Current value
 Yes. Book value
36. Is a depreciation schedule available for any of the property listed in Part 6?
 No
 Yes
37. Has any of the property listed in Part 6 been appraised by a professional within the last year?
 No
 Yes

Part 7: Office furniture, fixtures, and equipment; and collectibles
38. Does the debtor own or lease any office furniture, fixtures, equipment, or collectibles?




No. Go to Part 8.
Yes. Fill in the information below.

General description

Net book value of
debtor's interest
(Where available)

Valuation method
used for current value

Current value of
debtor's interest

39. Office furniture
40. Office fixtures
41. Office equipment, including all computer equipment and
communication systems equipment and software

Medical Supplies, Tech Supplies, and Office
Supplies (See attached BOOK VALUE inventory
for reference)

$1,372,465.00

Retail Value

$300,000.00

42. Collectibles Examples: Antiques and figurines; paintings, prints, or other
artwork; books, pictures, or other art objects; china and crystal; stamp, coin,
or baseball card collections; other collections, memorabilia, or collectibles
43. Total of Part 7.
Add lines 39 through 42. Copy the total to line 86.

$300,000.00

44. Is a depreciation schedule available for any of the property listed in Part 7?
 No
 Yes
45. Has any of the property listed in Part 7 been appraised by a professional within the last year?
 No
 Yes

Part 8: Machinery, equipment, and vehicles
46. Does the debtor own or lease any machinery, equipment, or vehicles?




No. Go to Part 9.
Yes. Fill in the information below.

Official Form 206A/B

Schedule A/B: Assets -- Real and Personal Property

page 4

 Case 18-31240-7 Doc 1 Filed 04/04/18
Medical Supply Item
RPSS Sierra Caldwell (3 Broken)
RPSS- Chatanooga Tower
Centrifuge (Owned by Labs)
Portable VNG + Laptop (Micromedical)
Interacoustics VNG
Caloric
CAPS
Sunny Health Fitness Vibration Plate
Neurocom Long Force Plate- Balance Master
SVI
OVARD
Welch Allyn
Lloyd Table- Hi-Lo Table (2 Broken)
Lloyd Table- Flat Bench
Rebuilder
SP O2
Compressed O2
Airex Pad
Misc. Wooden Blocks
Exam Equipment (Misc stethoscope, pinwheel, etc)
Panoptic Opthalmoscope (Broken)
Cases Colored Glasses (multiple missing pieces)
Prism Glasses
Wheelchair
Scale
Hoyer Lift
Massage Chair
Bosu Ball
Colloidal Silver Cases
Relaxation Chairs
Blood Draw Chairs (not owned by Cerebrum)
Foot Leveler (loaned from company)
Marketing Banner
Cognison System (not owned)
Erchonia PL Touch Cold Laser
Walker

Entered 04/04/18 19:16:35
# Available
6
2
2
1
2
1
2
1
1
3
5
7
6
5
3
2
3
3
12
2
1
2
1
2
4
2
4
3
11
13
6
1
1
1
1
1

Location
C
C
C
C
C
C
C
C
C
C
P/C
C
C
C
C
C
C
C
C
C
C
C
C
C
C
C
C
C
C
C
C
C
C
C
C
C

Page 9 of 54
Est. Retail Price Value
$25,000.00
$150,000.00
$2,000.00
$4,000.00
$0.00
$0.00
$20,000.00
$20,000.00
$20,000.00
$40,000.00
$1,000.00
$1,000.00
$21,000.00
$42,000.00
$300.00
$300.00
$15,000.00
$15,000.00
$10,000.00
$30,000.00
$140,000.00
$700,000.00
$2,000.00
$14,000.00
$8,000.00
$48,000.00
$1,000.00
$5,000.00
$500.00
$1,500.00
$50.00
$100.00
$700.00
$2,100.00
$50.00
$150.00
$25.00
$300.00
$25.00
$50.00
$500.00
$500.00
$300.00
$600.00
$100.00
$100.00
$50.00
$100.00
$50.00
$200.00
$5,000.00
$10,000.00
$750.00
$3,000.00
$100.00
$300.00
$300.00
$3,300.00
$4,000.00
$52,000.00
$0.00
$0.00
$0.00
$0.00
$1,000.00
$1,000.00
$0.00
$0.00
$12,500.00
$12,500.00
$50.00
$50.00

 Case 18-31240-7 Doc 1 Filed 04/04/18
Trampoline
6x6 PT Table
Adjusting Table
Exam Table
Med Fridge
Neurocom Balance Manager
Tech Supply Item
Server with Racks and Boards
iPad Stands
iPads
30" TV
40" TV
49" TV
70" TV
20" iMac
Desktop Computer Towers, old and outdated
Desktop Monitor
Laptop Computer
Apple Laptop
Printer- Sm. Misc
Phone- Misc.
Camcorder + Tripod
Labelmaker
Projector- Sm.
Projector Screen
Soundboard
Speakers
Microphones
Fridge
MiniFridge
Microwave
Projector Mounted
Misc Tech
DSLR Camera
Camera Tripod and Lightset
Monitor Stand

Entered 04/04/18 19:16:35
1
1
1
1
2
2
# Available
1
6
4
1
5
7
3
12
18
14
29
4
9
16
1
1
1
1
1
1
2
2
4
3
2
1
1
1
5

C
C
C
C
C
C

C
C
C
C
C
P/C
C
C
C
C
C
C
P/C
C
C
C
C
C
C
C
C
C
C
C
C
C
C
C
P/C

Page 10 of 54
$100.00
$400.00
$1,000.00
$750.00
$500.00
$20,000.00

$500.00
$20.00
$100.00
$50.00
$100.00
$150.00
$250.00
$1,000.00
$400.00
$100.00
$500.00
$1,000.00
$100.00
$75.00
$200.00
$25.00
$25.00
$100.00
$300.00
$50.00
$50.00
$700.00
$500.00
$150.00
$300.00
$400.00
$1,500.00
$70.00
$50.00

$100.00
$400.00
$1,000.00
$750.00
$1,000.00
$40,000.00
Subtotal
$500.00
$120.00
$400.00
$50.00
$500.00
$1,050.00
$750.00
$12,000.00
$7,200.00
$1,400.00
$14,500.00
$4,000.00
$900.00
$1,200.00
$200.00
$25.00
$25.00
$100.00
$300.00
$50.00
$100.00
$1,400.00
$2,000.00
$450.00
$600.00
$400.00
$1,500.00
$70.00
$250.00

$1,200,400.00

 Case 18-31240-7 Doc 1 Filed 04/04/18
TV Mount
Office Supply Item
5x5 Cube Shelves
Stacking Chairs
Stack/Roll Chairs
Rolling Office Chairs
Office Chairs with Arms
Office Round 6 ft Ottoman Thing
Stool
Trash Can (small)
Trash Can (large)
Sectional Couch
2x2x4 Cabinet
2x3x2 Cabinet
2x3x4 Rolling Cabinet
3x2x3 Cabinet Mounted, with Glass
File Cabinets
6x2x3 Cabinet
2x2x2 Table
2x2x3 Table
2x3x2 Table
4x4x2 Table
3x4 Desk
5x2 Desk
6x3 Desk
6 foot hutch
Rounded T for Desk
2x5 Mirror
2x5x2 Bench
Bookcase
Keurig
Ladder Sm
Ladder Lg
Coathanger
Front Desk
Misc Tools

Entered 04/04/18 19:16:35
5
# Available
2
10
55
45
65
2
21
10
8
1
1
4
15
3
22
3
2
3
3
1
2
34
5
6
5
4
8
2
3
1
1
2
1
1

P/C

C
C
C
P/C
P/C
C
C
C
C
C
C
C
C
C
C
C
C
C
C
C
C
P/C
C
C
C
C
C
C
C
C
C
C
C
C

Page 11 of 54
$50.00

$250.00
$50.00
$50.00
$300.00
$200.00
$300.00
$150.00
$50.00
$100.00
$500.00
$100.00
$100.00
$100.00
$75.00
$50.00
$250.00
$50.00
$50.00
$50.00
$100.00
$150.00
$250.00
$250.00
$100.00
$100.00
$50.00
$300.00
$100.00
$50.00
$150.00
$500.00
$100.00
$250.00
$40.00

$250.00
Subtotal
$500.00
$500.00
$2,750.00
$13,500.00
$13,000.00
$600.00
$3,150.00
$500.00
$800.00
$500.00
$100.00
$400.00
$1,500.00
$225.00
$1,100.00
$750.00
$100.00
$150.00
$150.00
$100.00
$300.00
$8,500.00
$1,250.00
$600.00
$500.00
$200.00
$2,400.00
$200.00
$150.00
$150.00
$500.00
$200.00
$250.00
$40.00

$52,290.00

 Case 18-31240-7 Doc 1 Filed 04/04/18
Small Rolling Table
Small Cube Shelf
Wooden TV Tray
Gorilla Cabinet
Round Tables
Misc Paintings
Misc Office Supplies
Couch
Heater, Desk
Coffee Pot
Large Table
Folding Tables
4x3 Wooden Table
Executive Desk Wood
Misc Cubicles, Damaged
Leather Chair
Lab Coats, Box
Black Desks

Entered 04/04/18 19:16:35
5
2
2
5
6
29
1
1
3
2
2
4
5
2
10
1
1
10

C
C
C
C
C
C
C
C
C
C
C
C
P
P
P
P
P
P

Page 12 of 54
$125.00
$150.00
$25.00
$80.00
$75.00
$100.00
$300.00
$400.00
$25.00
$10.00
$200.00
$50.00
$100.00
$700.00
$200.00
$200.00
$150.00
$150.00

$625.00
$300.00
$50.00
$400.00
$450.00
$2,900.00
$300.00
$400.00
$75.00
$20.00
$400.00
$200.00
$500.00
$1,400.00
$2,000.00
$200.00
$150.00
$1,500.00
Subtotal
Total

$119,775.00
$1,372,465.00

 Case 18-31240-7 Doc 1 Filed 04/04/18
Debtor

Entered 04/04/18 19:16:35

Brain Synergy Institute, LLC

Page 13 of 54

Case number (if known)

Name

General description
Include year, make, model, and identification numbers
(i.e., VIN, HIN, or N-number)

Net book value of
debtor's interest
(Where available)

Valuation method
used for current value

Current value of
debtor's interest

47. Automobiles, vans, trucks, motorcycles, trailers, and titled farm vehicles
48. Watercraft, trailers, motors, and related accessories Examples: Boats
trailers, motors, floating homes, personal watercraft, and fishing vessels
49. Aircraft and accessories
50. Other machinery, fixtures, and equipment (excluding farm
machinery and equipment)
51. Total of Part 8.
Add lines 47 through 50. Copy the total to line 87.

$0.00

52. Is a depreciation schedule available for any of the property listed in Part 8?
 No
 Yes
53. Has any of the property listed in Part 8 been appraised by a professional within the last year?
 No
 Yes

Part 9: Real property
54. Does the debtor own or lease any real property?



55.

No. Go to Part 10.
Yes. Fill in the information below.

Any building, other improved real estate, or land which the debtor owns or in which the debtor has an interest
Description and location of property
Include street address or other description
such as Assessor Parcel Number (APN),
and type of property (for example,
acreage, factory, warehouse, apartment or
office building), if available.

Nature and extent
of debtor's interest
in property

Net book value of
debtor's interest
(Where available)

Valuation method
used for current
value

Current value of
debtor's interest

55.1. 11511 Luna Road, Suite 100, 120, &

185
Office Space
(Rent per month is $28,125.43)

Lease

Unknown N/A

56. Total of Part 9.
Add the current value on lines 55.1 through 55.6 and entries from any additional sheets. Copy the total to line 88.

Unknown
$0.00

57. Is a depreciation schedule available for any of the property listed in Part 9?
 No
 Yes
58. Has any of the property listed in Part 9 been appraised by a professional within the last year?
 No
 Yes

Part 10: Intangibles and Intellectual Property
59. Does the debtor have any interests in intangibles or intellectual property?




No. Go to Part 11.
Yes. Fill in the information below.

Official Form 206A/B

Schedule A/B: Assets -- Real and Personal Property

page 5

 Case 18-31240-7 Doc 1 Filed 04/04/18
Debtor

Entered 04/04/18 19:16:35

Brain Synergy Institute, LLC

Page 14 of 54

Case number (if known)

Name

General description

Net book value of
debtor's interest
(Where available)

Valuation method
used for current value

Current value of
debtor's interest

60. Patents, copyrights, trademarks, and trade secrets

U.S. Patent No. 6,800,062

$1,000,000.00

N/A

Unknown

U.S. Patent No. 7,559,766.

$1,500,000.00

N/A

Unknown

61. Internet domain names and websites

www.cerebrum.com

Google and PR Firm Rep

$212,080.00

62. Licenses, franchises, and royalties
63. Customer lists, mailing lists, or other compilations

Customer/Patient lists

Unknown

64. Other intangibles, or intellectual property
65. Goodwill

Goodwill unknown

Unknown

66. Total of Part 10.
Add lines 60 through 65. Copy the total to line 89.

$212,080.00

67. Do your lists or records include personally identifiable information of customers (as defined in 11 U.S.C. §§ 101(41A) and 107)?
 No
 Yes
68. Is there an amortization or other similar schedule available for any of the property listed in Part 10?
 No
 Yes
69. Has any of the property listed in Part 10 been appraised by a professional within the last year?
 No
 Yes

Part 11: All other assets
70. Does the debtor own any other assets that have not yet been reported on this form?
Include all interests in executory contracts and unexpired leases not previously reported on this form.




No. Go to Part 12.
Yes. Fill in the information below.
Current value of
debtor's interest

71. Notes receivable
Description (include name of obligor)

LOP Accounts Receivable (0%-100% doubtful or
uncollectible, but estimate 40% collectible)

$35,835.28
Total face amount

–

$21,501.17

=

$14,334.11

doubtful or uncollectible amount

72. Tax refunds and unused net operating losses (NOLs)
Description (for example, federal, state, local)
73. Interests in insurance policies or annuities

Official Form 206A/B

Schedule A/B: Assets -- Real and Personal Property

page 6

 Case 18-31240-7 Doc 1 Filed 04/04/18
Debtor

Entered 04/04/18 19:16:35

Brain Synergy Institute, LLC

Page 15 of 54

Case number (if known)

Name

74. Causes of action against third parties (whether or not a lawsuit has been filed)
75. Other contingent and unliquidated claims or causes of action of every nature,
including counterclaims of the debtor and rights to set off claims
76. Trusts, equitable or future interests in property
77. Other property of any kind not already listed Examples: Season tickets, country club membership
78. Total of Part 11.
Add lines 71 through 77. Copy the total to line 90.

$14,334.11

79. Has any of the property listed in Part 11 been appraised by a professional within the last year?
 No
 Yes

Part 12: Summary
In Part 12 copy all of the totals from the earlier parts of the form.
Type of property

Current value of
personal property

Current value of
real property

$2,034.41

80. Cash, cash equivalents, and financial assets.
Copy line 5, Part 1.

$55,802.88

81. Deposits and prepayments. Copy line 9, Part 2.

$291,057.88

82. Accounts receivable. Copy line 12, Part 3.

$0.00

83. Investments. Copy line 17, Part 4.

$6,044.68

84. Inventory. Copy line 23, Part 5.

$0.00

85. Farming and fishing-related assets.
Copy line 33, Part 6.

$300,000.00

86. Office furniture, fixtures, and equipment;
and collectibles. Copy line 43, Part 7.

$0.00

87. Machinery, equipment, and vehicles.
Copy line 51, Part 8.

88. Real property. Copy line 56, Part 9................................................................ 

$0.00

$212,080.00

89. Intangibles and intellectual property.
Copy line 66, Part 10.
90. All other assets. Copy line 78, Part 11.

+

91. Total. Add lines 80 through 90 for each column.

91a.

$14,334.11
$881,353.96

+

91b.

$0.00

92. Total of all property on Schedule A/B. Lines 91a + 91b = 92.......................................................................................

Official Form 206A/B

Schedule A/B: Assets -- Real and Personal Property

$881,353.96

page 7

 Case 18-31240-7 Doc 1 Filed 04/04/18

Entered 04/04/18 19:16:35

Page 16 of 54

Fill in this information to identify the case:
Brain Synergy Institute, LLC

Debtor name

United States Bankruptcy Court for the: NORTHERN DISTRICT OF TEXAS



Case number
(if known)

Check if this is an
amended filing

Official Form 206D
Schedule D: Creditors Who Have Claims Secured by Property

12/15

Be as complete and accurate as possible.
1.

Do any creditors have claims secured by debtor's property?




No. Check this box and submit page 1 of this form to the court with debtor's other schedules. Debtor has nothing else to report on this form.
Yes. Fill in all of the information below.

Part 1:
2.

2.1

List Creditors Who Have Secured Claims

List in alphabetical order all creditors who have secured claims. If a creditor has more
than one secured claim, list the creditor separately for each claim.

Creditor's name

BSA Business Software Alliance, Inc.

Describe debtor's property that is
subject to a lien

Creditor's mailing address

Computer equipment

420 Montgomery Street

Column A
Amount of claim
Do not deduct the
value of collateral.

$18,000.00

Column B
Value of collateral
that supports
this claim

$18,000.00

Describe the lien

Agreement
San Francisco

CA

94104

Creditor's email address, if known
Date debt was incurred

12/29/17

Last 4 digits of account
number
Do multiple creditors have an interest in
the same property?




No
Yes. Specify each creditor, including this
creditor, and its relative priority.

Is the creditor an insider or related party?
 No
 Yes
Is anyone else liable on this claim?
 No
 Yes. Fill out Schedule H: Codebtors (Official Form 206H)
As of the petition filing date, the claim is:
Check all that apply.





Contingent
Unliquidated
Disputed

$24,000 Settlement Agreement regarding software licenses, resulting in note and security interest. 4 of 6 payments
remain.

3.

Total of the dollar amounts from Part 1, Column A, including the amounts from the
Additional Page, if any.

Official Form 206D

Schedule D: Creditors Who Have Claims Secured by Property

$1,518,000.00
page 1

 Case 18-31240-7 Doc 1 Filed 04/04/18

Entered 04/04/18 19:16:35

Brain Synergy Institute, LLC

Debtor

Part 1:

Case number (if known)

Additional Page

Copy this page only if more space is needed. Continue numbering the lines
sequentially from the previous page.
2.2

Creditor's name

Joshua L. Flowers

Describe debtor's property that is
subject to a lien

Creditor's mailing address

All property, equipment, and patent

P.O. Box 1645

Page 17 of 54

Column A
Amount of claim
Do not deduct the
value of collateral.

$1,500,000.00

Column B
Value of collateral
that supports
this claim

$0.00

Describe the lien

Agreement
Silverthorne

CO

80498

Creditor's email address, if known
Date debt was incurred

05/01/15

Last 4 digits of account
number
Do multiple creditors have an interest in
the same property?




No
Yes. Have you already specified the
relative priority?



No. Specify each creditor, including this
creditor, and its relative priority.



Yes. The relative priority of creditors is
specified on lines

Is the creditor an insider or related party?
 No
 Yes
Is anyone else liable on this claim?
 No
 Yes. Fill out Schedule H: Codebtors (Official Form 206H)
As of the petition filing date, the claim is:
Check all that apply.





Contingent
Unliquidated
Disputed

Settlement Agreement resulting in note and security interest. Quarterly Payments Beginning 1/1/17. (Unknown Value
of collateral)

Official Form 206D

Additional Page of Schedule D: Creditors Who Have Claims Secured by Property

page 2

 Case 18-31240-7 Doc 1 Filed 04/04/18
Brain Synergy Institute, LLC

Debtor

Part 2:

Entered 04/04/18 19:16:35

Page 18 of 54

Case number (if known)

List Others to Be Notified for a Debt Already Listed in Part 1

List in alphabetical order any others who must be notified for a debt already listed in Part 1. Examples of entities that may be
listed are collection agencies, assignees of claims listed above, and attorneys for secured creditors.
If no others need to be notified for the debts listed in Part 1, do not fill out or submit this page. If additional pages are needed,
copy this page.
Name and address

On which line in Part 1
did you enter the
related creditor?

Manfred Sternberg & Associates, Inc.

Line

2.2

Line

2.1

Last 4 digits of
account number
for this entity

4550 Post Oak Place Drive, Suite 119

Houston

TX

77027

Weir Johnson, PLLC
4925 Greenville Ave., Suite 200

Dallas

Official Form 206D

TX

75206

Part 2 of Schedule D: Creditors Who Have Claims Secured by Property

page 3

 Case 18-31240-7 Doc 1 Filed 04/04/18

Entered 04/04/18 19:16:35

Page 19 of 54

Fill in this information to identify the case:
Brain Synergy Institute, LLC

Debtor

United States Bankruptcy Court for the: NORTHERN DISTRICT OF TEXAS



Case number
(if known)

Check if this is an
amended filing

Official Form 206E/F
Schedule E/F: Creditors Who Have Unsecured Claims

12/15

Be as complete and accurate as possible. Use Part 1 for creditors with PRIORITY unsecured claims and Part 2 for creditors with
NONPRIORITY unsecured claims. List the other party to any executory contracts or unexpired leases that could result in a claim.
Also list executory contracts on Schedule A/B: Assets - Real and Personal Property (Official Form 206A/B) and on Schedule G:
Executory Contracts and Unexpired Leases (Official Form 206G). Number the entries in Parts 1 and 2 in the boxes on the left.
If more space is needed for Part 1 or Part 2, fill out and attach the Additional Page of that Part included in this form.

Part 1:
1.

Do any creditors have priority unsecured claims? (See 11 U.S.C. § 507).



2.

List All Creditors with PRIORITY Unsecured Claims

No. Go to Part 2.
Yes. Go to line 2.

List in alphabetical order all creditors who have unsecured claims that are entitled to priority in whole or part.
If more space is needed for priority unsecured claims, fill out and attach the Additional Page of Part 1.
Total claim

2.1

Priority creditor's name and mailing address

Priority amount

As of the petition filing date, the
claim is: Check all that apply.





Contingent
Unliquidated
Disputed

Basis for the claim:
Date or dates debt was incurred
Is the claim subject to offset?
 No
 Yes

Last 4 digits of account
number
Specify Code subsection of PRIORITY unsecured
)
claim: 11 U.S.C. § 507(a)(

Official Form 206E/F

Schedule E/F: Creditors Who Have Unsecured Claims

page 1

 Case 18-31240-7 Doc 1 Filed 04/04/18
Brain Synergy Institute, LLC

Debtor

Part 2:
3.

Entered 04/04/18 19:16:35

Page 20 of 54

Case number (if known)

List All Creditors with NONPRIORITY Unsecured Claims

List in alphabetical order all of the creditors with nonpriority unsecured claims. If more space is needed for nonpriority unsecured
claims, fill out and attach the Additional Page of Part 2.
Amount of claim
3.1

Nonpriority creditor's name and mailing address

Altep, Inc.
7450 Kemeon Circle

As of the petition filing date, the claim is:
Check all that apply.
 Contingent
 Unliquidated
 Disputed

$14,497.24

Basis for the claim:

El Paso

TX

Date or dates debt was incurred

79912

Services
Is the claim subject to offset?
 No
 Yes

2016

Last 4 digits of account number

Legal Balance
3.2

Nonpriority creditor's name and mailing address

Anida Technologies, LP
819 W. Arapaho Road, Suite 24B #344

As of the petition filing date, the claim is:
Check all that apply.
 Contingent
 Unliquidated
 Disputed

$5,000.00

Basis for the claim:

Richardson
Date or dates debt was incurred

TX

75080

Contract
Is the claim subject to offset?
 No
 Yes

2017

Last 4 digits of account number

Balance of payment plan on monthly maintenance of medical equipment.
3.3

Nonpriority creditor's name and mailing address

Bizmatics (PrognoCIS)
4010 Moorpark Avenue, Suite 222

As of the petition filing date, the claim is:
Check all that apply.
 Contingent
 Unliquidated
 Disputed

$1,545.70

Basis for the claim:

San Jose
Date or dates debt was incurred

CA

95117

April 2018

Last 4 digits of account number

3

1

4

2

Goods
Is the claim subject to offset?
 No
 Yes

Medical Practice Software
3.4

Nonpriority creditor's name and mailing address

CopyNet Digital Imaging Solutions
2805 E. Plano Parkway #100

As of the petition filing date, the claim is:
Check all that apply.
 Contingent
 Unliquidated
 Disputed

$1,303.34

Basis for the claim:

Plano
Date or dates debt was incurred

TX

75074

Feb/March 2018

Last 4 digits of account number

Goods
Is the claim subject to offset?
 No
 Yes

Copy machine rental equipment fees

Official Form 206E/F

Schedule E/F: Creditors Who Have Unsecured Claims

page 2

 Case 18-31240-7 Doc 1 Filed 04/04/18

Entered 04/04/18 19:16:35

Brain Synergy Institute, LLC

Debtor

Part 2:

Case number (if known)

Additional Page

Copy this page only if more space is needed. Continue numbering the lines sequentially from the
previous page. If no additional NONPRIORITY creditors exist, do not fill out or submit this page.
3.5

Page 21 of 54

Nonpriority creditor's name and mailing address

Dunford Enterprises
31 Lake Linden Drive

As of the petition filing date, the claim is:
Check all that apply.
 Contingent
 Unliquidated
 Disputed

Amount of claim

$297.00

Basis for the claim:

Bluffon

SC

Date or dates debt was incurred

29910

Services
Is the claim subject to offset?
 No
 Yes

March 2018

Last 4 digits of account number

Social Media services
3.6

Nonpriority creditor's name and mailing address

Everbank Commercial Finance
P.O. Box 911608

As of the petition filing date, the claim is:
Check all that apply.
 Contingent
 Unliquidated
 Disputed

$919.66

Basis for the claim:

Denver

CO

Date or dates debt was incurred
Last 4 digits of account number

80291-1608

2016-2018
4

4

1

6

Goods
Is the claim subject to offset?
 No
 Yes

Equipment Rental
3.7

Nonpriority creditor's name and mailing address

Farrow-Gillespie & Heath, LLP
1700 Pacific Avenue, Suite 3700

As of the petition filing date, the claim is:
Check all that apply.
 Contingent
 Unliquidated
 Disputed

$31,354.51

Basis for the claim:

Dallas

TX

Date or dates debt was incurred

75201

Services
Is the claim subject to offset?
 No
 Yes

2015-2018

Last 4 digits of account number

Legal balance
3.8

Nonpriority creditor's name and mailing address

Greenway Medical Technologies, Inc.
P.O. Box 203658

As of the petition filing date, the claim is:
Check all that apply.
 Contingent
 Unliquidated
 Disputed

$1,446.82

Basis for the claim:

Dallas
Date or dates debt was incurred
Last 4 digits of account number

TX

75320-3658

2018
2

5

9

5

Goods
Is the claim subject to offset?
 No
 Yes

Medical EMR & PM Software

Official Form 206E/F

Schedule E/F: Creditors Who Have Unsecured Claims

page 3

 Case 18-31240-7 Doc 1 Filed 04/04/18

Entered 04/04/18 19:16:35

Brain Synergy Institute, LLC

Debtor

Part 2:

Case number (if known)

Additional Page

Copy this page only if more space is needed. Continue numbering the lines sequentially from the
previous page. If no additional NONPRIORITY creditors exist, do not fill out or submit this page.
3.9

Page 22 of 54

Nonpriority creditor's name and mailing address

Heygood Orr & Pearson
6363 N. State Hwy 161, Suite 450

As of the petition filing date, the claim is:
Check all that apply.
 Contingent
 Unliquidated
 Disputed

Amount of claim

$2,470.00

Basis for the claim:

Irving

TX

Date or dates debt was incurred

75038

Services
Is the claim subject to offset?
 No
 Yes

2016-2018

Last 4 digits of account number

Legal balance
3.10

Nonpriority creditor's name and mailing address

HHSC
PO Box 202948

As of the petition filing date, the claim is:
Check all that apply.
 Contingent
 Unliquidated
 Disputed

$197,229.03

Basis for the claim:

Austin

TX

Date or dates debt was incurred
Last 4 digits of account number

78720-2948

November 2016
0

0

0

1

Contract
Is the claim subject to offset?
 No
 Yes

Repaying an overpayment in installments. 17 payments remain.
3.11

Nonpriority creditor's name and mailing address

Holland & Hart, LLP
P.O. Box 17283

As of the petition filing date, the claim is:
Check all that apply.
 Contingent
 Unliquidated
 Disputed

$53,787.92

Basis for the claim:

Denver

CO

Date or dates debt was incurred

80217-0283

2013-2017

Last 4 digits of account number

Services
Is the claim subject to offset?
 No
 Yes

Legal balance
3.12

Nonpriority creditor's name and mailing address

Intellys Corporation
621 W. College Street

As of the petition filing date, the claim is:
Check all that apply.
 Contingent
 Unliquidated
 Disputed

$18,469.32

Basis for the claim:

Grapevine
Date or dates debt was incurred
Last 4 digits of account number

TX

76051

2015-2017

Services
Is the claim subject to offset?
 No
 Yes

Computer & Server Support

Official Form 206E/F

Schedule E/F: Creditors Who Have Unsecured Claims

page 4

 Case 18-31240-7 Doc 1 Filed 04/04/18

Entered 04/04/18 19:16:35

Brain Synergy Institute, LLC

Debtor

Part 2:

Case number (if known)

Additional Page

Copy this page only if more space is needed. Continue numbering the lines sequentially from the
previous page. If no additional NONPRIORITY creditors exist, do not fill out or submit this page.
3.13

Page 23 of 54

Nonpriority creditor's name and mailing address

Kenneth C. Beam
1626 Fair Oaks Court

As of the petition filing date, the claim is:
Check all that apply.
 Contingent
 Unliquidated
 Disputed

Amount of claim

$105,000.00

Basis for the claim:

Westlake
Date or dates debt was incurred

TX

76262

08/2017-12/2017

Last 4 digits of account number

3.14

Nonpriority creditor's name and mailing address

Lexington Lion Farmers Branch, LP
One Penn Plaza, Suite 4015

Loans
Is the claim subject to offset?
 No
 Yes
As of the petition filing date, the claim is:
Check all that apply.
 Contingent
 Unliquidated
 Disputed

$337,505.16

Basis for the claim:

New York
Date or dates debt was incurred
Last 4 digits of account number

NY

10119

04/01/18
1

7

0

1

Lease
Is the claim subject to offset?
 No
 Yes

Rent Obligation (1 year of rent at $28,125.43/month)
3.15

Nonpriority creditor's name and mailing address

Louis Paletta
1122 Post Oak Plaza

As of the petition filing date, the claim is:
Check all that apply.
 Contingent
 Unliquidated
 Disputed

$546,450.00

Basis for the claim:

Westlake
Date or dates debt was incurred

TX

76262

08/2017-03/2018

Last 4 digits of account number

3.16

Nonpriority creditor's name and mailing address

Pegasus Logistics, Inc.
306 Airline Drive, Suite 100

Loans
Is the claim subject to offset?
 No
 Yes
As of the petition filing date, the claim is:
Check all that apply.
 Contingent
 Unliquidated
 Disputed

$680,232.42

Basis for the claim:

Coppell

TX

75019

Loans

Date or dates debt was incurred

July 2015-March 2018 Is the claim subject to offset?

Last 4 digits of account number




Official Form 206E/F

No
Yes

Schedule E/F: Creditors Who Have Unsecured Claims

page 5

 Case 18-31240-7 Doc 1 Filed 04/04/18

Entered 04/04/18 19:16:35

Brain Synergy Institute, LLC

Debtor

Part 2:

Case number (if known)

Additional Page

Copy this page only if more space is needed. Continue numbering the lines sequentially from the
previous page. If no additional NONPRIORITY creditors exist, do not fill out or submit this page.
3.17

Page 24 of 54

Nonpriority creditor's name and mailing address

5080 Spectrum Drive, Suite 1000E

As of the petition filing date, the claim is:
Check all that apply.
 Contingent
 Unliquidated
 Disputed

Addison

Services

Perpetuum Health, PLLC
c/o Ravi B. Patel, M.D.

Amount of claim

$15,000.00

Basis for the claim:

TX

Date or dates debt was incurred

75001-4646

Is the claim subject to offset?
 No
 Yes

March 2018

Last 4 digits of account number

Medical Director contract
3.18

Nonpriority creditor's name and mailing address

Quick Fee
520 Broadway, Floor 2

As of the petition filing date, the claim is:
Check all that apply.
 Contingent
 Unliquidated
 Disputed

$30,024.83

Basis for the claim:

Santa Monica
Date or dates debt was incurred

CA

90401

Services
Is the claim subject to offset?
 No
 Yes

2017

Last 4 digits of account number

Accounting fees to Montgomery Coscia Grehlich LLP; debt was sold to Quick Fee.
3.19

Nonpriority creditor's name and mailing address

Ready Refresh
P.O. Box 856680
Louisville, Kentucy 40285-6680

As of the petition filing date, the claim is:
Check all that apply.
 Contingent
 Unliquidated
 Disputed

$323.82

Basis for the claim:

Services
Date or dates debt was incurred
Last 4 digits of account number

02/2018-03/2018
3

2

8

0

Is the claim subject to offset?
 No
 Yes

Water Service
3.20

Nonpriority creditor's name and mailing address

Real News PR, LLC
5420 LBJ Freeway, Suite 515

As of the petition filing date, the claim is:
Check all that apply.
 Contingent
 Unliquidated
 Disputed

$3,000.00

Basis for the claim:

Dallas
Date or dates debt was incurred
Last 4 digits of account number

TX

75240

04/01/18

Services
Is the claim subject to offset?
 No
 Yes

Social Media Services

Official Form 206E/F

Schedule E/F: Creditors Who Have Unsecured Claims

page 6

 Case 18-31240-7 Doc 1 Filed 04/04/18

Entered 04/04/18 19:16:35

Brain Synergy Institute, LLC

Debtor

Part 2:

Case number (if known)

Additional Page

Copy this page only if more space is needed. Continue numbering the lines sequentially from the
previous page. If no additional NONPRIORITY creditors exist, do not fill out or submit this page.
3.21

Page 25 of 54

Nonpriority creditor's name and mailing address

Reese Gordon Marketos, LLP
750 N. Saint Paul Street, Suite 610

As of the petition filing date, the claim is:
Check all that apply.
 Contingent
 Unliquidated
 Disputed

Amount of claim

$18,566.62

Basis for the claim:

Dallas

TX

Date or dates debt was incurred

75201-3202

2015-2018

Last 4 digits of account number

Services
Is the claim subject to offset?
 No
 Yes

Legal Balance
3.22

Nonpriority creditor's name and mailing address

Shred-It USA, LLC
P.O. Box 101007

As of the petition filing date, the claim is:
Check all that apply.
 Contingent
 Unliquidated
 Disputed

$121.43

Basis for the claim:

Pasadena
Date or dates debt was incurred

CA

91189-1007

02/2018-03/2018

Last 4 digits of account number

Services
Is the claim subject to offset?
 No
 Yes

Shredding Service
3.23

Nonpriority creditor's name and mailing address

Spectrum Business/Time Warner Cable
PO Box 60074

As of the petition filing date, the claim is:
Check all that apply.
 Contingent
 Unliquidated
 Disputed

$868.48

Basis for the claim:

City of Industry
Date or dates debt was incurred

CA

91716-0074

March 2018

Last 4 digits of account number

Services
Is the claim subject to offset?
 No
 Yes

Network services.
3.24

Nonpriority creditor's name and mailing address

Sports Leadership Institute
222 SW Columbia, Suite 1020

As of the petition filing date, the claim is:
Check all that apply.
 Contingent
 Unliquidated
 Disputed

$6,000.00

Basis for the claim:

Portland
Date or dates debt was incurred
Last 4 digits of account number

OR
2015

97201

Contract
Is the claim subject to offset?
 No
 Yes

Paid Sponsorship for Event

Official Form 206E/F

Schedule E/F: Creditors Who Have Unsecured Claims

page 7

 Case 18-31240-7 Doc 1 Filed 04/04/18

Entered 04/04/18 19:16:35

Brain Synergy Institute, LLC

Debtor

Part 2:

Case number (if known)

Additional Page

Copy this page only if more space is needed. Continue numbering the lines sequentially from the
previous page. If no additional NONPRIORITY creditors exist, do not fill out or submit this page.
3.25

Page 26 of 54

Nonpriority creditor's name and mailing address

Stericycle, Inc.
P.O. Box 6582

As of the petition filing date, the claim is:
Check all that apply.
 Contingent
 Unliquidated
 Disputed

Amount of claim

$614.88

Basis for the claim:

Carol Stream
Date or dates debt was incurred
Last 4 digits of account number

IL

60197-6582

02/2018-04/2018
9

9

8

9

Services
Is the claim subject to offset?
 No
 Yes

Hazardous Waste Disposal
3.26

Nonpriority creditor's name and mailing address

2500 Pepperwood Street, Apartment 140

As of the petition filing date, the claim is:
Check all that apply.
 Contingent
 Unliquidated
 Disputed

Farmers Branch

Services

The Resource Management Group, LLC
Attn: Misty W. Gilbert

$20,140.00

Basis for the claim:

Date or dates debt was incurred

TX

75234-6122

Is the claim subject to offset?
 No
 Yes

March 2018

Last 4 digits of account number

Payment for COO, Consultant, and Accountant indepdent contractors.
3.27

Nonpriority creditor's name and mailing address

Trizetto Provider Solutions
3300 Rider Trail South, 6th Floor

As of the petition filing date, the claim is:
Check all that apply.
 Contingent
 Unliquidated
 Disputed

$633.22

Basis for the claim:

Earth City
Date or dates debt was incurred
Last 4 digits of account number

MO

63045

01/2018-03/2018
3

U

V

1

Services
Is the claim subject to offset?
 No
 Yes

EPI Claims. Contested- overbilled for providers. Should be $0.00

Official Form 206E/F

Schedule E/F: Creditors Who Have Unsecured Claims

page 8

 Case 18-31240-7 Doc 1 Filed 04/04/18
Debtor

Part 4:
5.

Brain Synergy Institute, LLC

Entered 04/04/18 19:16:35

Page 27 of 54

Case number (if known)

Total Amounts of the Priority and Nonpriority Unsecured Claims

Add the amounts of priority and nonpriority unsecured claims.
Total of claim amounts

5a. Total claims from Part 1

5a.

5b. Total claims from Part 2

5b.

5c. Total of Parts 1 and 2
Lines 5a + 5b = 5c.

5c.

Official Form 206E/F

Schedule E/F: Creditors Who Have Unsecured Claims

$0.00

+

$2,092,801.40
$2,092,801.40

page 9

 Case 18-31240-7 Doc 1 Filed 04/04/18

Entered 04/04/18 19:16:35

Page 28 of 54

Fill in this information to identify the case:
Debtor name

Brain Synergy Institute, LLC

United States Bankruptcy Court for the: NORTHERN DISTRICT OF TEXAS
Case number
(if known)

Chapter



7

Check if this is an
amended filing

Official Form 206G
Schedule G: Executory Contracts and Unexpired Leases

12/15

Be as complete and accurate as possible. If more space is needed, copy and attach the additional page, numbering the entries
consecutively.
1.

Does the debtor have any executory contracts or unexpired leases?



2.

2.1

No. Check this box and file this form with the court with the debtor's other schedules. There is nothing else to report on this form.
Yes. Fill in all of the information below even if the contracts or leases are listed on Schedule A/B: Assets - Real and Personal Property
(Official Form 206A/B).

List all contracts and unexpired leases

State what the contract
or lease is for and the
nature of the debtor's
interest

Medical Equipment Maintenance
Contract
Contract to be REJECTED

State the term remaining

1 year

List the contract
number of any
government contract

2.2

State the name and mailing address for all other
parties with whom the debtor has an executory
contract or unexpired lease

Anida Technologies, L.P.
819 W. Arapaho Road, Suite 24B #344

Richardson

State what the contract
or lease is for and the
nature of the debtor's
interest

Office Space Lease
Contract to be REJECTED

State the term remaining

6 years, 1 month

TX

75080

Lexington Lion Farmers Branch, LP
c/o Lexington Realty Advisors, Inc.
One Penn Plaza, Suite 4015
New York, New York

List the contract
number of any
government contract

2.3

State what the contract
or lease is for and the
nature of the debtor's
interest

Medical Director Contract
Contract to be REJECTED

State the term remaining

3 months

5080 Spectrum Drive, Suite 1000E

List the contract
number of any
government contract

2.4

Addison

State what the contract
or lease is for and the
nature of the debtor's
interest

Chief Operating Officer Contract
Contract to be REJECTED

State the term remaining

6 months

List the contract
number of any
government contract

Official Form 206G

Perpetuum Health, PLLC
Attn: Ravi B. Patel, MD

TX

75001-4648

The Resource Management Group, LLC
d/b/a Medical Account Solutions
2500 Pepperwood Street, Apartment 140

Farmers Brach

Schedule G: Executory Contracts and Unexpired Leases

TX

75234-6122

page 1

 Case 18-31240-7 Doc 1 Filed 04/04/18

Entered 04/04/18 19:16:35

Page 29 of 54

Fill in this information to identify the case:
Debtor name

Brain Synergy Institute, LLC

United States Bankruptcy Court for the: NORTHERN DISTRICT OF TEXAS

…

Case number
(if known)

Check if this is an
amended filing

Official Form 206H
Schedule H: Codebtors

12/15

Be as complete and accurate as possible. If more space is needed, copy the Additional Page, numbering the entries
consecutively. Attach the Additional Page to this page.
1.

Does the debtor have any codebtors?
… No. Check this box and submit this form to the court with the debtor's other schedules. Nothing else needs to be reported on this form.
; Yes

2.

In Column 1, list as codebtors all of the people or entities who are also liable for any debts listed by the debtor in the
schedules of creditors, Schedules D-G. Include all guarantors and co-obligors. In Column 2, identify the creditor to whom the debt is
owed and each schedule on which the creditor is listed. If the codebtor is liable on a debt to more than one creditor, list each creditor
separately in Column 2.
Column 1: Codebtor

2.1

Column 2: Creditor
Check all schedules
that apply:

Name

Mailing address

Name

Kenneth C. Beam

1626 Fair Oaks Court

Lexington Lion Farmers
Branch, LP

Number

Street

Westlake

TX

76262

City

State

ZIP Code

2.2

Carrick Brain Centers
of North Texas, LLC

11511 Luna Rd., Suite 100
Dallas, Texas 75234

2.3

Carrick Brain Centers
of Atlanta, LLC

1950 Spectrum Drive,
Suite B-200
Marietta, Georgia, 30067

Official Form 206H

Schedule H: Codebtors

…
…
;

D
E/F
G

N/A
Potential co-debtor. Entity
is a subsidiary of Debtor, and
often uses same d/b/a on
contracts. Unknown whether there
may be claims against entity for
some of same debts.
N/A
Potential co-debtor. Entity
is a subsidiary of Debtor, and
often uses same d/b/a on
contracts. Unknown whether there
may be claims against entity for
some of same debts.

page 1

 Case 18-31240-7 Doc 1 Filed 04/04/18

Entered 04/04/18 19:16:35

Page 30 of 54

Fill in this information to identify the case:
Debtor Name Brain Synergy Institute, LLC
United States Bankruptcy Court for the:

NORTHERN DISTRICT OF TEXAS



Case number (if known):

Check if this is an
amended filing

Official Form 206Sum
Summary of Assets and Liabilities for Non-Individuals

Part 1:
1.

12/15

Summary of Assets

Schedule A/B: Assets--Real and Personal Property (Official Form 206A/B)
1a. Real property:
Copy line 88 from Schedule A/B.............................................................................................................................

$0.00

1b. Total personal property:
Copy line 91A from Schedule A/B...........................................................................................................................

$881,353.96

1c. Total of all property
Copy line 92 from Schedule A/B.............................................................................................................................

$881,353.96

Part 2:

Summary of Liabilities

2.

Schedule D: Creditors Who Have Claims Secured by Property (Official Form 206D)
Copy the total dollar amount listed in Column A, Amount of claim, from line 3 of Schedule D.......................................

3.

Schedule E/F: Creditors Who Have Unsecured Claims (Official Form 206E/F)

$1,518,000.00

3a. Total claim amounts of priority unsecured claims:
Copy the total claims from Part 1 from line 5a of Schedule E/F..............................................................................
3b. Total amount of claims of nonpriority amount of unsecured claims:
Copy the total of the amount of claims from Part 2 from line 5b of Schedule E/F..................................................

4.

Total liabilities
Lines 2 + 3a + 3b.............................................................................................................................................................

Official Form 206Sum

Summary of Assets and Liabilities for Non-Individuals

$0.00

+

$2,092,801.40

$3,610,801.40

page 1

 Case 18-31240-7 Doc 1 Filed 04/04/18

Entered 04/04/18 19:16:35

Page 31 of 54

Fill in this information to identify the case and this filing:
Brain Synergy Institute, LLC

Debtor Name

United States Bankruptcy Court for the: NORTHERN DISTRICT OF TEXAS
Case number
(if known)

Official Form 202
Declaration Under Penalty of Perjury for Non-Individual Debtors

12/15

An individual who is authorized to act on behalf of a non-individual debtor, such as a corporation or partnership, must sign and
submit this form for the schedules of assets and liabilities, any other document that requires a declaration that is not included
in the document, and any amendments of those documents. This form must state the individual's position or relationship to
the debtor, the identity of the document, and the date. Bankruptcy Rules 1008 and 9011.
WARNING -- Bankruptcy fraud is a serious crime. Making a false statement, concealing property, or obtaining money or
property by fraud in connection with a bankruptcy case can result in fines up to $500,000 or imprisonment for up to 20 years, or
both. 18 U.S.C. §§ 152, 1341, 1519, and 3571.

Declaration and signature
I am the president, another officer, or an authorized agent of the corporation; a member or an authorized agent of the partnership;
or another individual serving as a representative of the debtor in this case.
I have examined the information in the documents checked below and I have a reasonable belief that the information is true and
correct:



Schedule A/B: Assets--Real and Personal Property (Official Form 206A/B)



Schedule D: Creditors Who Have Claims Secured by Property (Official Form 206D)




Schedule E/F: Creditors Who Have Unsecured Claims (Official Form 206E/F)



Schedule H: Codebtors (Official Form 206H)



A Summary of Assets and Liabilities for Non-Individuals (Official Form 206-Summary)



Amended Schedule



Chapter 11 or Chapter 9 Cases: List of Creditors Who Have the 20 Largest Unsecured Claims and Are Not Insiders
(Official Form 204)



Other document that requires a declaration

Schedule G: Executory Contracts and Unexpired Leases (Official Form 206G)

I declare under penalty of perjury that the foregoing is true and correct.
Executed on 04/04/2018
MM / DD / YYYY

X /s/ Misty W. Gilbert
Signature of individual signing on behalf of debtor

Misty W. Gilbert
Printed name

Chief Operating Officer
Position or relationship to debtor

Official Form B202

Declaration Under Penalty of Perjury for Non-Individual Debtors

 Case 18-31240-7 Doc 1 Filed 04/04/18

Entered 04/04/18 19:16:35

Page 32 of 54

Fill in this information to identify the case:
Brain Synergy Institute, LLC

Debtor name

United States Bankruptcy Court for the: NORTHERN DISTRICT OF TEXAS
Case number
(if known)



Check if this is an
amended filing

Official Form 207
Statement of Financial Affairs for Non-Individuals Filing for Bankruptcy

04/16

The debtor must answer every question. If more space is needed, attach a separate sheet to this form. On the top of any
additional pages, write the debtor's name and case number (if known).

Part 1:
1.

Income

Gross revenue from business



None

Identify the beginning and ending dates of the debtor's fiscal year,
which may be a calendar year

Sources of revenue
Check all that apply.

From the beginning of the
fiscal year to filing date:

From




Operating a business
Other

$316,579.76

For prior year:

From




Operating a business
Other

$2,942,570.93




Operating a business
Other

$3,515,628.44

01/01/2018

to

MM / DD / YYYY

01/01/2017

to

MM / DD / YYYY

For the year before that:

From

01/01/2016
MM / DD / YYYY

2.

12/31/2017
MM / DD / YYYY

to

12/31/2016
MM / DD / YYYY

Non-business revenue
Include revenue regardless of whether that revenue is taxable. Non-business income may include interest, dividends, money collected from
lawsuits, and royalties. List each source and the gross revenue for each separately. Do not include revenue listed in line 1.



None

Part 2:
3.

Filing date

Gross revenue
(before deductions
and exclusions

List Certain Transfers Made Before Filing for Bankruptcy

Certain payments or transfers to creditors within 90 days before filing this case
List payments or transfers--including expense reimbursements--to any creditor, other than regular employee compensation, within 90 days
before filing this case unless the aggregate value of all property transferred to that creditor is less than $6,425. (This amount may be
adjusted on 4/01/19 and every 3 years after that with respect to cases filed on or after the date of adjustment.)



None

Creditor's name and address

Dates

3.1. (SEE ATTACHED)
Creditor's name

(Note: Data includes transactions to all
Street

vendors over $6,000 cumulative)
City

Official Form 207

State

ZIP Code

Total amount or value

Reasons for payment or transfer
Check all that apply







Secured debt
Unsecured loan repayments
Suppliers or vendors
Services
Other

Statement of Financial Affairs for Non-Individuals Filing for Bankruptcy

page 1

 Case 18-31240-7 Doc 1 Brain
FiledSynergy
04/04/18
Entered
Institute
LLC 04/04/18 19:16:35

Page 33 of 54

Transaction List by Vendor
January - December 2018
Date

Transaction Type

Num

Posting

Memo/Description

Account

Amount

Subtotal Paid

Anida Technologies, LP
01/04/2018

Bill Payment (Check)

ACH-6794678474

Yes

1013 Chase BSI Operating 1266

3,000.00

01/16/2018

Bill Payment (Check)

ACH-6828130467

Yes

1013 Chase BSI Operating 1266

3,000.00

01/29/2018

Bill Payment (Check)

ACH-6847188576

Yes

1013 Chase BSI Operating 1266

3,000.00

02/09/2018

Bill Payment (Check)

ACH-6892423509

Yes

1013 Chase BSI Operating 1266

3,000.00

02/23/2018

Bill Payment (Check)

ACH-6903381325

Yes

1013 Chase BSI Operating 1266

3,000.00

03/07/2018

Bill Payment (Check)

ACH-6960162933

Yes

1013 Chase BSI Operating 1266

6,000.00

21,000.00 
Catlin, Lillard & CO
03/09/2018

Check

ACH-6968572941

Yes

1013 Chase BSI Operating 1266

10,000.00

03/30/2018

Check

ACH-7023119822

Yes

1013 Chase BSI Operating 1266

2,000.00

12,000.00 
Chirosecure
03/08/2018

Expense

Yes

CHIROSECURE 866-802-4476 AZ

2140 TRMG Discover CC for CHC [4242]

03/20/2018

Expense

Yes

CHIROSECURE SCOTTSDALE AZ

2130 TRMG Master Card CC for CHC [5279]

2,325.29
443.11

03/20/2018

Expense

Yes

CHIROSECURE SCOTTSDALE AZ

2130 TRMG Master Card CC for CHC [5279]

11,277.83

14,046.23 
Google Adwords
01/03/2018

Expense

Yes

GOOGLE *ADWS7698455071 CC@GOOGLE.COMCAP0H127LM

2140 TRMG Discover CC for CHC [4242]

01/05/2018

Expense

Yes

GOOGLE *ADWS7698455071 CC@GOOGLE.COMCAP0H3SJA8

2140 TRMG Discover CC for CHC [4242]

500.00
500.00

01/11/2018

Expense

Yes

GOOGLE *ADWS7698455071 CC@GOOGLE.COMCAP0H7IKCU

2140 TRMG Discover CC for CHC [4242]

500.00

01/16/2018

Expense

Yes

GOOGLE *ADWS7698455071 CC@GOOGLE.COMCAP0HBXCF3

2140 TRMG Discover CC for CHC [4242]

500.00

01/20/2018

Expense

Yes

GOOGLE *ADWS7698455071 CC@GOOGLE.COMCAP0HFETQZ

2140 TRMG Discover CC for CHC [4242]

500.00

01/25/2018

Expense

Yes

GOOGLE *ADWS7698455071 CC@GOOGLE.COMCAP0HJNGFQ

2140 TRMG Discover CC for CHC [4242]

500.00

01/31/2018

Expense

Yes

GOOGLE *ADWS7698455071 CC@GOOGLE.COMCAP0HOCA5O

2140 TRMG Discover CC for CHC [4242]

500.00

02/06/2018

Expense

Yes

GOOGLE *ADWS7698455071 CC@GOOGLE.COMCAP0HTURYK

2140 TRMG Discover CC for CHC [4242]

500.00

02/10/2018

Expense

Yes

GOOGLE *ADWS7698455071 CC@GOOGLE.COMCAP0HWV1NX

2140 TRMG Discover CC for CHC [4242]

500.00

02/16/2018

Expense

Yes

GOOGLE *ADWS7698455071 CC@GOOGLE.COMCAP0HBKFGJ

2140 TRMG Discover CC for CHC [4242]

500.00

02/22/2018

Expense

Yes

GOOGLE *ADWS7698455071 CC@GOOGLE.COMCAP0HGB66I

2140 TRMG Discover CC for CHC [4242]

500.00

02/28/2018

Expense

Yes

GOOGLE *ADWS7698455071 CC@GOOGLE.COMCAP0HLSJJK

2140 TRMG Discover CC for CHC [4242]

500.00

03/06/2018

Expense

Yes

GOOGLE *ADWS7698455071 CC@GOOGLE.COMCAP0HRLSDU

2140 TRMG Discover CC for CHC [4242]

498.24

03/31/2018

Expense

Yes

GOOGLE *ADWS7698455071 CC@GOOGLE.COMCAP0HRLSDU

2140 TRMG Discover CC for CHC [4242]

11.21

01/01/2018

Expense

Yes

GOOGLE *SVCSAPPS_cereb cc@google.com CA

2130 TRMG Master Card CC for CHC [5279]

430.83

01/01/2018

Expense

Yes

GOOGLE *SVCSAPPS_carri cc@google.com CA

2130 TRMG Master Card CC for CHC [5279]

76.83

02/01/2018

Expense

Yes

GOOGLE *SVCSAPPS_carri cc@google.com CA

2130 TRMG Master Card CC for CHC [5279]

44.84

02/01/2018

Expense

Yes

GOOGLE *SVCSAPPS_cereb cc@google.com CA

2130 TRMG Master Card CC for CHC [5279]

377.20

03/01/2018

Expense

Yes

GOOGLE *SVCSAPPS_carri cc@google.com CA

2130 TRMG Master Card CC for CHC [5279]

31.98

03/02/2018

Expense

Yes

GOOGLE *SVCSAPPS_cereb cc@google.com CA

2130 TRMG Master Card CC for CHC [5279]

374.24

03/27/2018

Expense

Yes

GOOGLE *SVCSAPPS_cereb cc@google.com CA

2130 TRMG Master Card CC for CHC [5279]

600.00

04/01/2018

Expense

Yes

GOOGLE *SVCSAPPS_cereb cc@google.com CA

2130 TRMG Master Card CC for CHC [5279]

31.98

Google Services

8,477.35 
Henry G Raroque, Jr, MD,
PA
01/12/2018

Check

ACH-6810947517

Yes

ACH CHECK 6810947517 - Henry G Raroque

1013 Chase BSI Operating 1266

21,695.35

02/09/2018

Check

ACH-6892465647

Yes

ACH CHECK 6810947517 - Henry G Raroque

1013 Chase BSI Operating 1266

906.41

03/16/2018

Check

ACH-6987316871

Yes

ACH CHECK 6987316871 - Henry G Raroque

1013 Chase BSI Operating 1266

977.84

03/22/2018

Check

ACH-7001483924

Yes

ACH CHECK 7001483924 - Henry G Raroque

1013 Chase BSI Operating 1266

7,286.06

30,865.66 
Heygood Orr & Pearson
01/04/2018

Bill Payment (Check)

ACH-6795266297

Yes

1013 Chase BSI Operating 1266

3,000.00

01/29/2018

Bill Payment (Check)

ACH-6847184728

Yes

1013 Chase BSI Operating 1266

3,079.32

 02/19/2018

Yes
Case ACH-6916259511
18-31240-7 Doc
1 Filed 04/04/18

Bill Payment (Check)

Entered 04/04/18 19:16:35

1013 Chase
Page
34BSIofOperating
54 1266

3,000.00

9,079.32 
HHSC (Texas Medicaid and
Healthcare Partnership)
01/16/2018

Check

ACH-6828105406

Yes

1013 Chase BSI Operating 1266

11,601.71

02/12/2018

Check

ACH-6892410606

Yes

1013 Chase BSI Operating 1266

11,601.71

23,203.42 
Holland & Hart LLP
01/04/2018

Bill Payment (Check)

ACH-6794690002

Yes

1013 Chase BSI Operating 1266

3,000.00

02/09/2018

Bill Payment (Check)

ACH-6892407449

Yes

1013 Chase BSI Operating 1266

3,000.00

6,000.00 
Lexington Lion Farmer's
Branch, LP
01/29/2018

Check

WIRE: 5032021058

Yes

1013 Chase BSI Operating 1266

26,266.98

02/27/2018

Check

WIRE: 5033317031

Yes

1013 Chase BSI Operating 1266

24,976.19

51,243.17 
OrchestrateHR
01/04/2018

Expense

Yes

EDAS

01/11/2018

Expense

Yes

CEREBRUM HEALTH PAYROLL

01/11/2018

Expense

Yes

BRAIN SYNERGY IN PAYROLL

01/11/2018

Expense

Yes

EDAS

BILLING

2635 4BRAINS

CCD ID: 9IA0843635

1013 Chase BSI Operating 1266

1,158.42

01/12/2018

Expense

Yes

EDAS

BILLING

2637 4CARRIB

CCD ID: 9IA0843635

1016 Chase NTX Operating 0506

3,532.93

01/25/2018

Expense

Yes

CEREBRUM HEALTH PAYROLL

1016 Chase NTX Operating 0506

17,526.51

01/25/2018

Expense

Yes

EDAS

01/25/2018

Expense

Yes

BRAIN SYNERGY IN PAYROLL

01/26/2018

Expense

Yes

EDAS

BILLING

2637 4CARRIB

01/30/2018

Expense

Yes

EDAS

BILLING

2635 4BRAINS

01/31/2018

Expense

Yes

EDAS

BILLING

2637 4CARRIB

CCD ID: 9IA0843635

02/08/2018

Expense

Yes

CEREBRUM HEALTH PAYROLL

02/08/2018

Expense

Yes

BRAIN SYNERGY IN PAYROLL

02/08/2018

Expense

Yes

EDAS

BILLING

2635 4BRAINS

CCD ID: 9IA0843635

1013 Chase BSI Operating 1266

2,321.56

02/09/2018

Expense

Yes

EDAS

BILLING

2637 4CARRIB

CCD ID: 9IA0843635

1016 Chase NTX Operating 0506

6,311.38

02/15/2018

Expense

Yes

EDAS

BILLING

2635 4BRAINS

CCD ID: 9IA0843635

1013 Chase BSI Operating 1266

3,924.96

02/15/2018

Expense

Yes

EDAS

BILLING

2637 4CARRIB

CCD ID: 9IA0843635

1016 Chase NTX Operating 0506

13,229.31

02/22/2018

Expense

Yes

EDAS

BILLING

2635 4BRAINS

CCD ID: 9IA0843635

02/22/2018

Expense

Yes

BRAIN SYNERGY IN PAYROLL

02/22/2018

Expense

Yes

CEREBRUM HEALTH PAYROLL

02/23/2018

Expense

Yes

EDAS

BILLING

2637 4CARRIB

CCD ID: 9IA0843635

03/08/2018

Expense

Yes

EDAS

BILLING

2635 4BRAINS

CCD ID: 9IA0843635

1013 Chase BSI Operating 1266

2,100.68

03/08/2018

Expense

Yes

BRAIN SYNERGY IN PAYROLL

1013 Chase BSI Operating 1266

6,901.85

03/08/2018

Expense

Yes

CEREBRUM HEALTH PAYROLL

1016 Chase NTX Operating 0506

15,387.71

03/09/2018

Expense

Yes

EDAS

03/22/2018

Expense

Yes

CEREBRUM HEALTH PAYROLL

03/22/2018

Expense

Yes

BRAIN SYNERGY IN PAYROLL

03/22/2018

Expense

Yes

EDAS

BILLING

2635 4BRAINS

CCD ID: 9IA0843635

1013 Chase BSI Operating 1266

3,910.98

03/23/2018

Expense

Yes

EDAS

BILLING

2637 4CARRIB

CCD ID: 9IA0843635

1016 Chase NTX Operating 0506

4,834.17

03/29/2018

Check

Yes

EDAS

BILLING

2635 4BRAINS

CCD ID: 9IA0843635

1013 Chase BSI Operating 1266

12,713.63

03/29/2018

Expense

Yes

ONLINE DOMESTIC WIRE TRANSFER VI A: BRANCH BKING & TRU/111017694

1016 Chase NTX Operating 0506

30,379.72

03/30/2018

Check

Yes

EDAS

1013 Chase BSI Operating 1266

145.46

03/30/2018

Deposit

1013 Chase BSI Operating 1266

-1,711.59

WIRE: 5035671639

2915

Yes

BILLING

BILLING

BILLING

BILLING

2637 4CARRIB

CCD ID: 9IA0843635

2637 4CARRIB
2635 4BRAINS

2637 4CARRIB

2635 4BRAINS

CCD ID: 1371737752

1016 Chase NTX Operating 0506

10,264.29

1016 Chase NTX Operating 0506

10,216.01

1013 Chase BSI Operating 1266

3,649.83

1013 Chase BSI Operating 1266

2,835.92

1013 Chase BSI Operating 1266

8,147.00

CCD ID: 9IA0843635

1016 Chase NTX Operating 0506

6,530.28

CCD ID: 9IA0843635

1013 Chase BSI Operating 1266

1,247.35

1016 Chase NTX Operating 0506

3,565.53

1016 Chase NTX Operating 0506

16,801.67

1013 Chase BSI Operating 1266

6,894.38

2637 4CARRIB
2635 4BRAINS

2635 4BRAINS
2637 4CARRIB

2635 4BRAINS
2637 4CARRIB

CCD ID: 1455533423

CCD ID: 1371737752
CCD ID: 1455533423

CCD ID: 1455533423
CCD ID: 1371737752

CCD ID: 1455533423
CCD ID: 1371737752

CCD ID: 9IA0843635

2637 4CARRIB
2635 4BRAINS

2635 4BRAINS

CCD ID: 1455533423

CCD ID: 9IA0843635

2635 4BRAINS

2637 4CARRIB

CCD ID: 1371737752

CCD ID: 1371737752
CCD ID: 1455533423

CCD ID: 9IA0843635

1013 Chase BSI Operating 1266

2,828.22

1013 Chase BSI Operating 1266

8,302.54

1016 Chase NTX Operating 0506

15,241.97

1016 Chase NTX Operating 0506

9,120.04

1016 Chase NTX Operating 0506

5,418.35

1016 Chase NTX Operating 0506

15,759.06

1013 Chase BSI Operating 1266

9,832.87

259,322.99 
Pegasus Logistics Group
03/29/2018

Expense

Yes

1013 Chase BSI Operating 1266

130,000.00

130,000.00 
Perpetuum Health, PLLC
01/22/2018

Check

2885

Yes

1013 Chase BSI Operating 1266

28.13

 01/22/2018

Check

1013 Chase
Page
35BSIofOperating
54 1266

167.36

02/05/2018

Check

Yes
Case 2886
18-31240-7 Doc
1 Filed 04/04/18
WIRE: 5032356748

Yes

Entered 04/04/18 19:16:35

1013 Chase BSI Operating 1266

5,000.00

03/05/2018

Check

WIRE: 5034146855

Yes

1013 Chase BSI Operating 1266

5,000.00

03/16/2018

Check

WIRE: 5034516042

Yes

1013 Chase BSI Operating 1266

5,000.00

03/19/2018

Check

2911

Yes

1013 Chase BSI Operating 1266

104.32

03/29/2018

Check

2914

Yes

1013 Chase BSI Operating 1266

23.69

15,323.50 
Quick Fee
01/24/2018

Check

ACH

Yes

1013 Chase BSI Operating 1266

5,546.56

02/28/2018

Check

ACH

Yes

1013 Chase BSI Operating 1266

2,051.65

03/28/2018

Check

ACH

Yes

1013 Chase BSI Operating 1266

2,001.65

9,599.86 
Real News PR, LLC
02/01/2018

Expense

Yes

REAL NEWS PR 214-2263327 TX

2140 TRMG Discover CC for CHC [4242]

3,000.00

03/01/2018

Expense

Yes

REAL NEWS PR 214-2263327 TX

2140 TRMG Discover CC for CHC [4242]

3,000.00

6,000.00 
Reese Gordon Marketos
LLP
01/25/2018

Bill Payment (Check)

ACH-6847160648

Yes

1013 Chase BSI Operating 1266

5,000.00

02/23/2018

Bill Payment (Check)

ACH-6928262543

Yes

1016 Chase NTX Operating 0506

2,000.00

7,000.00 
The Network Guru
01/16/2018

Bill Payment (Check)

ACH-a0hpgyw3

Yes

Paid via QB Online. mwg

1013 Chase BSI Operating 1266

01/16/2018

Bill Payment (Check)

ACH-a0hpgzwn

Yes

Paid via QB Online. mwg

1013 Chase BSI Operating 1266

1,645.46
37.35

02/02/2018

Bill Payment (Check)

ACH-aj13dgx

Yes

1013 Chase BSI Operating 1266

238.15

02/05/2018

Bill Payment (Check)

ACH aj143fv6

Yes

1013 Chase BSI Operating 1266

2,000.00

02/12/2018

Bill Payment (Check)

ACH-aj16gtns

Yes

1013 Chase BSI Operating 1266

1,978.95

03/01/2018

Bill Payment (Check)

ACH-aj1bzf7m

Yes

1013 Chase BSI Operating 1266

232.74

03/06/2018

Bill Payment (Check)

ACH-aj1dskh9

Yes

1013 Chase BSI Operating 1266

558.24

6,690.89 
The Resource Management
Group, LLC dba Medical
Account Solutions
01/15/2018

Bill Payment (Check)

2880

Yes

1013 Chase BSI Operating 1266

16,725.00

02/09/2018

Bill Payment (Check)

2892

Yes

1013 Chase BSI Operating 1266

18,050.00

03/06/2018

Bill Payment (Check)

2904

Yes

1013 Chase BSI Operating 1266

16,625.00

03/12/2018

Bill Payment (Check)

2909

Yes

1013 Chase BSI Operating 1266

19,190.00

03/30/2018

Bill Payment (Check)

2917

Yes

1013 Chase BSI Operating 1266

2,000.00

03/31/2018

Bill Payment (Check)

2919

Yes

1013 Chase BSI Operating 1266

14,250.00

86,840.00 
Underwood Perkins Law
02/23/2018

Check

WIRE:

Yes

ONLINE DOMESTIC WIRE TRANSFER VI A: VERITEX COMM BK/111024865 A/C

1013 Chase BSI Operating 1266

03/16/2018

Expense

WIRE:

Yes

ONLINE DOMESTIC WIRE TRANSFER VI A: VERITEX COMM BK/111024865 A/C

1013 Chase BSI Operating 1266

10,000.00
335.00

03/28/2018

Check

2913

Yes

1013 Chase BSI Operating 1266

5,000.00

15,335.00 
Vibrant Wellness
01/12/2018

Expense

Yes

VIBRANT WELLNESS 08663640963 CA

2130 TRMG Master Card CC for CHC [5279]

497.00

01/12/2018

Expense

Yes

VIBRANT WELLNESS 08663640963 CA

2130 TRMG Master Card CC for CHC [5279]

498.00

01/12/2018

Expense

Yes

VIBRANT WELLNESS 08663640963 CA

2130 TRMG Master Card CC for CHC [5279]

149.00

01/13/2018

Expense

Yes

VIBRANT WELLNESS 08663640963 CA

2130 TRMG Master Card CC for CHC [5279]

149.00

01/16/2018

Expense

Yes

VIBRANT WELLNESS 08663640963 CA

2130 TRMG Master Card CC for CHC [5279]

149.00

02/03/2018

Expense

Yes

VIBRANT AMERICA 08663640963 CA

2130 TRMG Master Card CC for CHC [5279]

199.00

02/05/2018

Expense

Yes

VIBRANT AMERICA 08663640963 CA

2130 TRMG Master Card CC for CHC [5279]

378.39

02/05/2018

Expense

Yes

VIBRANT AMERICA 08663640963 CA

2130 TRMG Master Card CC for CHC [5279]

1,749.05

02/09/2018

Expense

Yes

VIBRANT AMERICA 08663640963 CA

2130 TRMG Master Card CC for CHC [5279]

199.00

03/01/2018

Expense

Yes

VIBRANT WELLNESS 08663640963 CA

2130 TRMG Master Card CC for CHC [5279]

149.00

03/16/2018

Expense

Yes

VIBRANT AMERICA 08663640963 CA

2130 TRMG Master Card CC for CHC [5279]

3,361.45

 03/16/2018

Expense

Yes
08663640963
CA
Case 18-31240-7 Doc
1 VIBRANT
FiledWELLNESS
04/04/18
Entered
04/04/18 19:16:35

2130 TRMG
Card CC for CHC [5279]
Page
36Master
of 54

722.00

8,199.89 
Wednesday, Apr 04, 2018 09:56:17 AM GMT-7

 Case 18-31240-7 Doc 1 Filed 04/04/18

Entered 04/04/18 19:16:35

Brain Synergy Institute, LLC

Debtor

Page 37 of 54

Case number (if known)

Name

Creditor's name and address

Dates

3/30/18
(endorsed
check)

3.2. Pegasus Logistics Group, Inc.
Creditor's name

306 Airline Drive, Suite 100
Street

Total amount or value

$130,000.00

Coppell, Texas 750169
City

4.

State

ZIP Code

Reasons for payment or transfer
Check all that apply







Secured debt
Unsecured loan repayments
Suppliers or vendors
Services
Other

Payments or other transfers of property made within 1 year before filing this case that benefited any insider
List payments or transfers, including expense reimbursements, made within 1 year before filing this case on debts owed to an insider or
guaranteed or co-signed by an insider unless the aggregate value of all property transferred to or for the benefit of the insider is less than
$6,425. (This amount may be adjusted on 4/01/19 and every 3 years after that with respect to cases filed on or after the date of
adjustment.) Do not include any payments listed in line 3. Insiders include officers, directors, and anyone in control of a corporate debtor
and their relatives; general partners of a partnership debtor and their relatives; affiliates of the debtor and insiders of such affiliates; and
any managing agent of the debtor. 11 U.S.C. § 101(31).



None

Insider's name and address

Dates

4.1. Josh Flowers

12/19/16,
03/23/17,
06/21/17,
09/20/17,
12/20/17

Insider's name

PO Box 1645
Street

Silverthorne, Colorado 80498
City

State

Total amount or value

$105,000.00

Reasons for payment or transfer

Payments pursuant to
settlement agreement and note
(First $15,000, then $22,500
each)

ZIP Code

Relationship to debtor

Former partner/investor
5.

Repossessions, foreclosures, and returns
List all property of the debtor that was obtained by a creditor within 1 year before filing this case, including property repossessed by a
creditor, sold at a foreclosure sale, transferred by a deed in lieu of foreclosure, or returned to the seller. Do not include property listed in
line 6.


6.

None

Setoffs
List any creditor, including a bank or financial institution, that within 90 days before filing this case set off or otherwise took anything from
an account of the debtor without permission or refused to make a payment at the debtor's direction from an account of the debtor because
the debtor owed a debt.



None

Part 3:
7.

Legal Actions or Assignments

Legal actions, administrative proceedings, court actions, executions, attachments, or governmental audits
List the legal actions, proceedings, investigations, arbitrations, mediations, and audits by federal or state agencies in which the debtor
was involved in any capacity--within 1 year before filing this case.



None

Case title
7.1. Texas Health and Human

Services Commission Audit

Nature of case

Court or agency's name and address

Status of case

BSI's receipt of alleged
overpayments from State of
Texas.

Name



Pending

Accounts Receivable



On appeal



Concluded

Texas Health & Human Services Comm

Street

P.O. Box 202948
Case number

Audit No. IG-16-020

Official Form 207

Austin

TX

78720-2948

City

State

ZIP Code

Statement of Financial Affairs for Non-Individuals Filing for Bankruptcy

page 2

 Case 18-31240-7 Doc 1 Filed 04/04/18
Brain Synergy Institute, LLC

Debtor

Entered 04/04/18 19:16:35

Page 38 of 54

Case number (if known)

Name

8.

Assignments and receivership
List any property in the hands of an assignee for the benefit of creditors during the 120 days before filing this case and any property in the
hands of a receiver, custodian, or other court-appointed officer within 1 year before filing this case.



None

Part 4:
9.

Certain Gifts and Charitable Contributions

List all gifts or charitable contributions the debtor gave to a recipient within 2 years before filing this case unless the
aggregate value of the gifts to that recipient is less than $1,000



None

Part 5:

Certain Losses

10. All losses from fire, theft, or other casualty within 1 year before filing this case.



None
Amount of payments received for the loss
If you have received payments to cover the loss, for
example, from insurance, government compensation, or
tort liability, list the total received.

Description of the property lost and how
the loss occurred

Date of loss

Value of
property lost

List unpaid claims on Official Form 206A/B (Schedule A/B:
Assets -- Real and Personal Property).

Former contract employee, Codey
Marshall, borrowed office furniture and
never returned it

$0.00

June 2017

Description of the property lost and how
the loss occurred

Amount of payments received for the loss
If you have received payments to cover the loss, for
example, from insurance, government compensation, or
tort liability, list the total received.

Date of loss

$4,000.00

Value of
property lost

List unpaid claims on Official Form 206A/B (Schedule A/B:
Assets -- Real and Personal Property).

VNG - Micro Medical

Part 6:

$0.00

June/July 201

$25,000.00

Certain Payments or Transfers

11. Payments related to bankruptcy
List any payments of money or other transfers of property made by the debtor or person acting on behalf of the debtor within 1 year
before the filing of this case to another person or entity, including attorneys, that the debtor consulted about debt consolidation or
restructuring, seeking bankruptcy relief, or filing a bankruptcy case.



None
Who was paid or who received the transfer?

11.1. Underwood Perkins, P.C.

If not money, describe the property
transferred

Dates

(legal fees)

Total amount
or value

$15,000.00

Address

5420 LBJ Freeway, Suite 1900
Street

Dallas, Texas 75240
City

State

ZIP Code

Email or website address

Who made the payment, if not debtor?

Official Form 207

Statement of Financial Affairs for Non-Individuals Filing for Bankruptcy

page 3

 Case 18-31240-7 Doc 1 Filed 04/04/18

Entered 04/04/18 19:16:35

Brain Synergy Institute, LLC

Debtor

Page 39 of 54

Case number (if known)

Name

12. Self-settled trusts of which the debtor is a beneficiary
List any payments or transfers of property made by the debtor or a person acting on behalf of the debtor within 10 years before the filing
of this case to a self-settled trust or similar device.
Do not include transfers already listed on this statement.



None

13. Transfers not already listed on this statement
List any transfers of money or other property--by sale, trade, or any other means--made by the debtor or a person acting on behalf of the
debtor within 2 years before the filing of this case to another person, other than property transferred in the ordinary course of business or
financial affairs. Include both outright transfers and transfers made as security. Do not include gifts or transfers previously listed on this
statement.



None
Who received transfer?

13.1. Cagan Randall

Description of property transferred
or payments received or debts paid
in exchange

Date transfer
was made

Payment on Note

8/15/16

Total amount
or value

$31,273.17

Address

975 East Dove Road
Street

Southlake, Texas 76092
City

State

ZIP Code

Relationship to debtor

Part 7:

Previous Locations

14. Previous addresses
List all previous addresses used by the debtor within 3 years before filing this case and the dates the addresses were used.



Does not apply
Address

Dates of occupancy

14.1. 105 Decker Court, Suite 120

From

05/2012

To

04/2017

Street

Irving, Texas 75062
City

Official Form 207

State

ZIP Code

Statement of Financial Affairs for Non-Individuals Filing for Bankruptcy

page 4

 Case 18-31240-7 Doc 1 Filed 04/04/18

Entered 04/04/18 19:16:35

Brain Synergy Institute, LLC

Debtor

Page 40 of 54

Case number (if known)

Name

Part 8:

Health Care Bankruptcies

15. Health Care bankruptcies
Is the debtor primarily engaged in offering services and facilities for:
 diagnosing or treating injury, deformity, or disease, or
 providing any surgical, psychiatric, drug treatment, or obstetric care?




No. Go to Part 9.
Yes. Fill in the information below.
Facility name and address

Nature of the business operation, including
type of services the debtor provides

15.1. Brain Synergy Institute, LLC

Diagnosing or treating injury, deformity, or
disease

Facility name

11511 Luna Road, Suite 100
Street

Farmers Branch, Texas 75234-6022

Location where patient records are maintained
(if different from facility address). If electronic, identify
any service provider.

www.box.com; previous: Greenway Health;
Bizmatics (PrognoCIS)
City

Part 9:

State

If debtor provides meals
and housing, number of
patients in debtor's care

ZIP Code

How are records kept?
Check all that apply:




Electronically
Paper

Personally Identifiable Information

16. Does the debtor collect and retain personally identifiable information of customers?




No.
Yes. State the nature of the information collected and retained

Medical information considered PHI under HIPAA and related laws.
Does the debtor have a privacy policy about that information?
 No.
 Yes.
17. Within 6 years before filing this case, have any employees of the debtor been participants in any ERISA, 401(k), 403(b) or
other pension or profit-sharing plan made available by the debtor as an employee benefit?




No. Go to Part 10.
Yes. Does the debtor serve as plan administrator?
 No. Go to Part 10.
 Yes. Fill in below:

Official Form 207

Statement of Financial Affairs for Non-Individuals Filing for Bankruptcy

page 5

 Case 18-31240-7 Doc 1 Filed 04/04/18

Entered 04/04/18 19:16:35

Brain Synergy Institute, LLC

Debtor

Page 41 of 54

Case number (if known)

Name

Part 10:

Certain Financial Accounts, Safe Deposit Boxes, and Storage Units

18. Closed financial accounts
Within 1 year before filing this case, were any financial accounts or instruments held in the debtor's name, or for the debtor's benefit,
closed, sold, moved, or transferred?
Include checking, savings, money market, or other financial accounts, certificates of deposit, and shares in banks, credit unions, brokerage
houses, cooperatives, associations, and other financial institutions.



None

19. Safe deposit boxes
List any safe deposit box or other depository for securities, cash, or other valuables the debtor now has or did have within 1 year before
filing this case.



None

20. Off-premises storage
List any property kept in storage units or warehouses within 1 year before filing this case. Do not include facilities that are in a part of a
building in which the debtor does business.



None

Facility name and address

Names of anyone with access to it

Description of the contents

Does debtor
still have it?

Pegasus Logistics, Inc.

Ken Beam

Furniture, records, equipment




Name

Address

No
Yes

306 Airline Drive, Suite 100
Street

Coppell, Texas 75019

City

State

Part 11:

ZIP Code

Property the Debtor Holds or Controls That the Debtor Does Not Own

21. Property held for another
List any property that the debtor holds or controls that another entity owns. Include any property borrowed from, being stored for, or held
in trust. Do not list leased or rented property.



None

Official Form 207

Statement of Financial Affairs for Non-Individuals Filing for Bankruptcy

page 6

 Case 18-31240-7 Doc 1 Filed 04/04/18
Brain Synergy Institute, LLC

Debtor

Entered 04/04/18 19:16:35

Page 42 of 54

Case number (if known)

Name

Part 12:

Details About Environmental Information

For the purpose of Part 12, the following definitions apply:
 Environmental law means any statute or governmental regulation that concerns pollution, contamination, or hazardous material, regardless or
the medium affected (air, land, water, or any other medium).
 Site means any location, facility, or property, including disposal sites, that the debtor now owns, operates, or utilizes or that the debtor
formerly owned, operated, or utilized.
 Hazardous material means anything that an environmental law defines as hazardous or toxic, or describes as a pollutant, contaminant, or a
similarly harmful substance.
Report all notices, releases, and proceedings known, regardless of when they occurred.
22. Has the debtor been a party in any judicial or administrative proceeding under any environmental law?
Include settlements and orders.




No
Yes. Provide details below.

23. Has any governmental unit otherwise notified the debtor that the debtor may be liable or potentially liable under or in
violation of an environmental law?




No
Yes. Provide details below.

24. Has the debtor notified any govermental unit of any release of hazardous material?




No
Yes. Provide details below.

Part 13:

Details About the Debtor's Business or Connections to Any Business

25. Other businesses in which the debtor has or has had an interest
List any business for which the debtor was an owner, partner, member, or otherwise a person in control within 6 years before filing this
case. Include this information even if already listed in the Schedules.



None
Business name and address

Describe the nature of the business

25.1. Carrick Brain Centers of Atlanta
Name

Neurological rehabilitation branch
in Atlanta, Georgia

1950 Spectrum Drive, Suite B-200

Employer Identification number
Do not include Social Security number or ITIN.
EIN: 6

1 – 1

7

1

7

5

6

0

Street

Dates business existed

Marietta, Georgia 30067

From August 2013
City

State

To March 2017

ZIP Code

Business name and address

Describe the nature of the business

25.2. Carrick Brain Centers of North

Texas, LLC

Employer Identification number
Neurological rehabilitiation branch Do not include Social Security number or ITIN.

in Dallas, Texas.

Name

EIN: 3

7 – 1

7

3

7

7

5

2

11511 Luna Road, Suite 100
Dates business existed

Street

Farmers Branch, Texas
City

Official Form 207

State

From

July, 2012

To

3/30/18

ZIP Code

Statement of Financial Affairs for Non-Individuals Filing for Bankruptcy

page 7

 Case 18-31240-7 Doc 1 Filed 04/04/18
Debtor

Entered 04/04/18 19:16:35

Brain Synergy Institute, LLC

Page 43 of 54

Case number (if known)

Name

26. Books, records, and financial statements
26a.

List all accountants and bookkeepers who maintained the debtor's books and records within 2 years before filing this case.



None
Name and address

Dates of service
From August 2017

26a.1. The Resource Management Group, LLC

To

Present

To

July 2017

Name

2500 Pepperwood Street, Apt. 140
Street

Farmers Branch, Texas 75234-6122
City

State

ZIP Code

Name and address

Dates of service

26a.2. Montgomery Coscia Greilich LLP

From

2013

Name

2500 Dallas Parkway, Suite 300
Street

Dallas, Texas 75093
City

26b.

State

ZIP Code

List all firms or individuals who have audited, compiled, or reviewed debtor's books of account and records or prepared a financial
statement within 2 years before filing this case.



None
Name and address

Dates of service
From August 2017

26b.1. The Resource Management Group, LLC

To

Present

To

Present

Name

2500 Pepperwood Street, Apt. 140
Street

Farmers Branch, Texas 75234-6122
City

State

ZIP Code

Name and address

Dates of service
From February 2018

26b.2. Catlin, Lillard & Co.
Name

6901 River Park Circle
Street

Fort Worth, Texas 76116
City

26c.

ZIP Code

List all firms or individuals who were in possession of the debtor's books of account and records when this case is filed.


26d.

State

None

List all financial institutions, creditors, and other parties, including mercantile and trade agencies, to whom the debtor issued a
financial statement within 2 years before filing this case.



None
Name and address

26d.1. Lexington Lions Farmers Branch LP
Name

c/o LXP Manager Corp.
Street

12400 Coit Road, Suite 970
Dallas

TX

75251

City

State

ZIP Code

Official Form 207

Statement of Financial Affairs for Non-Individuals Filing for Bankruptcy

page 8

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Entered 04/04/18 19:16:35

Brain Synergy Institute, LLC

Debtor

Page 44 of 54

Case number (if known)

Name

Name and address
26d.2. Lexington Realty Trust
Name

Attn: General Counsel
Street

One Penn Plana, Suite 4015
New York

NY

10119-4015

City

State

ZIP Code

State

ZIP Code

State

ZIP Code

Name and address
26d.3. Reinhardt Capital, LLC
Name

6466 Sondra Drive
Street

Dallas, Texas 75214
City

Name and address
26d.4. Chiro Secure
Name

8501 E. Princess Drive, Suite 130
Street

Scottsdale, Arizona 85255
City

27. Inventories
Have any inventories of the debtor's property been taken within 2 years before filing this case?




No.
Yes. Give the details about the two most recent inventories.
Name of the person who supervised the taking of the inventory

Date of
inventory

The dollar amount and basis
(cost, market, or other basis)
of each inventory

Misty W. Gilbert, COO

March 2018 6,044.68 / Cost (supplements

Name and address of the person who has possession of inventory records
27.1. The Resource Management Group, LLC
Name

d/b/a Medical Account Solutions
Street

2500 Pepperwood Street, Apt. 140
Farmers Branch

TX

75234-6122

City

State

ZIP Code

Name of the person who supervised the taking of the inventory

Date of
inventory

The dollar amount and basis
(cost, market, or other basis)
of each inventory

Misty W. Gilbert, COO

October 2017 .00 / (inv. of software license

Name and address of the person who has possession of inventory records
27.2. The Resource Management Group, LLC
Name

d/b/a Medical Account Solutions
Street

2500 Pepperwood Street, Apt. 140
Farmers Branch

TX

75234-6122

City

State

ZIP Code

Official Form 207

Statement of Financial Affairs for Non-Individuals Filing for Bankruptcy

page 9

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Entered 04/04/18 19:16:35

Brain Synergy Institute, LLC

Debtor

Page 45 of 54

Case number (if known)

Name

Name of the person who supervised the taking of the inventory

Date of
inventory

Paul Shrogin, DC

03/26/18

The dollar amount and basis
(cost, market, or other basis)
of each inventory

$1,372,465.00 / Cost

Name and address of the person who has possession of inventory records
27.3. Misty W. Gilbert, COO
Name

The Resource Management Group, LLC
Street

2500 Pepperwood Street, Apt. 140
Farmers Branch

TX

75234-6122

City

State

ZIP Code

28. List the debtor's officers, directors, managing members, general partners, members in control, controlling shareholders,
or other people in control of the debtor at the time of the filing of this case.
Name

Address

Position and nature of any interest

% of interest, if any

Kenneth C. Beam

1626 Fair Oaks Court
Westlake, Texas 76262

Manager

24.4%

Louis Paletta

1122 Post Oak Plaza
Westlake, Texas 76262

Manager / Held jointly with wife
Wanda Paletta

11.12%

Ralph Searfoss

3901 St. James Court
Colleyville, Texas 76034

Manager

0.23%

Norine Yukon

5118 Mansfield View Court
Austin, Texas 78732

Manager

0.84%

Tom Morgan

1403 Post Oak Place
Westlake, Texas 76262

Manager

0%

Victor Sansone

2104 Vaquero Club Dr.
Westlake, Texas 76262

Manager

0%

29. Within 1 year before the filing of this case, did the debtor have officers, directors, managing members, general partners,
members in control of the debtor, or shareholders in control of the debtor who no longer hold these positions?




No
Yes. Identify below.

Name

Address

Position and nature of
any interest

Period during which position
or interest was held

Jimmy Matthews

1901 Gaillardia Court
Westlake, Texas 76262

COO & President

Fromovember 201
To ptember 20

Cagan Randall

975 East Dove Road
Southlake, Texas 76092

Managing Partner

From June 2013 ToAugust 2017

Joel B. Brock

386 Mitchell Drive
Sunnyvale, Texas 75182

Lead Clinician

FromAugust 2013To ptember 20

Jon Kerekes

110 Andirons
Irvine, California 92602

Managing
Director/Member

From
To ebruary 201
October 2016

Official Form 207

Statement of Financial Affairs for Non-Individuals Filing for Bankruptcy

page 10

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Entered 04/04/18 19:16:35

Brain Synergy Institute, LLC

Debtor

Page 46 of 54

Case number (if known)

Name

30. Payments, distributions, or withdrawals credited or given to insiders
Within 1 year before filing this case, did the debtor provide an insider with value in any form, including salary, other compensation, draws,
bonuses, loans, credits on loans, stock redemptions, and options exercised?




No
Yes. Identify below.
Name and address of recipient

30.1. Josh Flowers
Name

PO Box 1645
Street

Amount of money or description
and value of property

Dates

Reason for
providing the value

Quarterly payments on
settlement agreement and note
$105,000.00

12/19/16;
03/23/17;
06/27/17;
09/20/17;
12/20/17

Quarterly interest payments
(first $15,000, then $22,500
each)

Silverthorne, Colorado 80498
City

State

ZIP Code

Relationship to debtor

Previous partner/investor
31. Within 6 years before filing this case, has the debtor been a member of any consolidated group for tax purposes?




No
Yes. Identify below.

32. Within 6 years before filing this case, has the debtor as an employer been responsible for contributing to a pension fund?




No
Yes. Identify below.

Part 14:

Signature and Declaration

WARNING -- Bankruptcy fraud is a serious crime. Making a false statement, concealing property, or obtaining money or property by fraud in
connection with a bankruptcy case can result in fines up to $500,000 or imprisonment for up to 20 years, or both.
18 U.S.C. §§ 152, 1341, 1519, and 3571.
I have examined the information in this Statement of Financial Affairs and any attachments and have a reasonable belief that the information is
true and correct.
I declare under penalty of perjury that the foregoing is true and correct.
Executed on 04/04/2018
MM / DD / YYYY
Printed name Misty W. Gilbert

X /s/ Misty W. Gilbert
Signature of individual signing on behalf of the debtor
Position or relationship to debtor Chief Operating Officer

Are additional pages to Statement of Financial Affairs for Non-Individuals Filing for Bankruptcy (Official Form 207) attached?
 No
 Yes

Official Form 207

Statement of Financial Affairs for Non-Individuals Filing for Bankruptcy

page 11

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Entered 04/04/18 19:16:35

Page 47 of 54

B2030 (Form 2030) (12/15)

UNITED STATES BANKRUPTCY COURT
NORTHERN DISTRICT OF TEXAS
DALLAS DIVISION
In re Brain Synergy Institute, LLC

Case No.
Chapter

7

DISCLOSURE OF COMPENSATION OF ATTORNEY FOR DEBTOR
1. Pursuant to 11 U.S.C. § 329(a) and Fed. Bankr. P. 2016(b), I certify that I am the attorney for the above named debtor(s) and
that compensation paid to me within one year before the filing of the petition in bankruptcy, or agreed to be paid to me, for
services rendered or to be rendered on behalf of the debtor(s) in contemplation of or in connection with the bankruptcy case
is as follows:
For legal services, I have agreed to accept..................................................................

$15,000.00

Prior to the filing of this statement I have received.......................................................

$15,000.00

Balance Due...................................................................................................................

$0.00

(See Attachment)

2. The source of the compensation paid to me was:



Debtor



Other (specify)

3. The source of compensation to be paid to me is:


4.

Debtor



Other (specify)



I have not agreed to share the above-disclosed compensation with any other person unless they are members and
associates of my law firm.



I have agreed to share the above-disclosed compensation with another person or persons who are not members or
associates of my law firm. A copy of the agreement, together with a list of the names of the people sharing in the
compensation, is attached.

5. In return for the above-disclosed fee, I have agreed to render legal service for all aspects of the bankruptcy case, including:
a. Preparation and filing of any petition, schedules, statements of affairs and plan which may be required;
b. Representation of the debtor at the meeting of creditors and confirmation hearing, and any adjourned hearings thereof;
c. Representation of the debtor in adversary proceedings and other contested bankruptcy matters;

 Case 18-31240-7 Doc 1 Filed 04/04/18

Entered 04/04/18 19:16:35

Page 48 of 54

B2030 (Form 2030) (12/15)
6. By agreement with the debtor(s), the above-disclosed fee does not include the following services:

CERTIFICATION
I certify that the foregoing is a complete statement of any agreement or arrangement for payment to me for
representation of the debtor(s) in this bankruptcy proceeding.

04/04/2018
Date

/s/ Misty W. Gilbert
Misty W. Gilbert
Chief Operating Officer

/s/ David L. Campbell
Bar No. 03698500
David L. Campbell
Underwood Perkins, P.C.
5420 LBJ Freeway
Suite 1900
Dallas, TX 75240
Phone: (972) 661-5114 / Fax: (972) 661-5691

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Entered 04/04/18 19:16:35

Page 49 of 54

Attachment to Disclosure of Compensation of Attorney for Debtor

Debtor’s counsel was initially retained to determine if a Chapter 11 or other process was
available. Counsel was paid $5,000 for these services. Once the Debtor made the decision to file
Chapter 7, the Debtor and counsel agreed to a flat fee of $10,000.00 to execute this plan.

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Entered 04/04/18 19:16:35

Page 50 of 54

UNITED STATES BANKRUPTCY COURT
NORTHERN DISTRICT OF TEXAS
DALLAS DIVISION
IN RE:

CASE NO

Brain Synergy Institute, LLC

CHAPTER

7

VERIFICATION OF CREDITOR MATRIX
The above named Debtor hereby verifies that the attached list of creditors is true and correct to the best of his/her
knowledge.

Date 4/4/2018

Signature

Date

Signature

/s/ Misty W. Gilbert
Misty W. Gilbert
Chief Operating Officer

 Case 18-31240-7 Doc 1 Filed 04/04/18

Entered 04/04/18 19:16:35

Page 51 of 54

Altep, Inc.
7450 Kemeon Circle
El Paso, Texas 79912

Heygood Orr & Pearson
6363 N. State Hwy 161, Suite 450
Irving, Texas 75038

Manfred Sternberg & Associates,
Inc.
4550 Post Oak Place Drive, Suite
119
Houston, Texas 77027

Anida Technologies, L.P.
819 W. Arapaho Road, Suite 24B #
344
Richardson, Texas 75080

HHSC
PO Box 202948
Austin, Texas 78720-2948

Pegasus Logistics, Inc.
306 Airline Drive, Suite 100
Coppell, Texas 75019

Anida Technologies, LP
819 W. Arapaho Road, Suite 24B #
344
Richardson, Texas 75080

Holland & Hart, LLP
P.O. Box 17283
Denver, Colorado 80217-0283

Perpetuum Health, PLLC
c/o Ravi B. Patel, M.D.
5080 Spectrum Drive, Suite 1000E
Addison, Texas 75001-4646

Bizmatics (PrognoCIS)
4010 Moorpark Avenue, Suite 222
San Jose, California 95117

Intellys Corporation
621 W. College Street
Grapevine, Texas 76051

Perpetuum Health, PLLC
Attn: Ravi B. Patel, MD
5080 Spectrum Drive, Suite 1000E
Addison, Texas 75001-4648

BSA Business Software Alliance,
Inc.
420 Montgomery Street
San Francisco, California 94104

Joshua L. Flowers
P.O. Box 1645
Silverthorne, Colorado 80498

Quick Fee
520 Broadway, Floor 2
Santa Monica, California 90401

CopyNet Digital Imaging Solutions
2805 E. Plano Parkway #100
Plano, Texas 75074

Kenneth C. Beam
1626 Fair Oaks Court
Westlake, Texas 76262

Ready Refresh
P.O. Box 856680
Louisville, Kentucy 40285-6680

Dunford Enterprises
31 Lake Linden Drive
Bluffon, South Carolina 29910

Kenneth C. Beam
1626 Fair Oaks Court
Westlake, TX 76262

Real News PR, LLC
5420 LBJ Freeway, Suite 515
Dallas, Texas 75240

Everbank Commercial Finance
P.O. Box 911608
Denver, Colorado 80291-1608

Lexington Lion Farmers Branch, LP
One Penn Plaza, Suite 4015
New York, New York 10119

Reese Gordon Marketos, LLP
750 N. Saint Paul Street, Suite
610
Dallas, Texas 75201-3202

Farrow-Gillespie & Heath, LLP
1700 Pacific Avenue, Suite 3700
Dallas, Texas 75201

Lexington Lion Farmers Branch, LP
c/o Lexington Realty Advisors,
Inc.
One Penn Plaza, Suite 4015
New York, New York

Shred-It USA, LLC
P.O. Box 101007
Pasadena, California 91189-1007

Greenway Medical Technologies,
Inc.
P.O. Box 203658
Dallas, Texas 75320-3658

Louis Paletta
1122 Post Oak Plaza
Westlake, Texas 76262

Spectrum Business/Time Warner
Cable
PO Box 60074
City of Industry, California
91716-0074

 Case 18-31240-7 Doc 1 Filed 04/04/18
Sports Leadership Institute
222 SW Columbia, Suite 1020
Portland, Oregon 97201

Stericycle, Inc.
P.O. Box 6582
Carol Stream, Illinois 60197-6582

The Resource Management Group, LLC
Attn: Misty W. Gilbert
2500 Pepperwood Street, Apartment
140
Farmers Branch, Texas 75234-6122
The Resource Management Group, LLC
d/b/a Medical Account Solutions
2500 Pepperwood Street, Apartment
140
Farmers Brach, Texas 75234-6122
Trizetto Provider Solutions
3300 Rider Trail South, 6th Floor
Earth City, Missouri 63045

Weir Johnson, PLLC
4925 Greenville Ave., Suite 200
Dallas, Texas 75206

All Investors/Members of Brain
Synergy Institute, LLC
(SEE ATTACHED)

Entered 04/04/18 19:16:35

Page 52 of 54

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Entered 04/04/18 19:16:35

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Kenneth C. Beam
1626 Fair Oaks Court
Westlake, TX 76262

Darla J. Beam
1626 Fair Oaks Court
Westlake, TX 76262

LRK Partners LLC II
3001 Dallas Parkway, Suite 580
Frisco, TX 75034

Guy Mezger
4075 South Better Dr.
Dallas, TX 75229

C&J Family Holdings LTD
P.O. Box 570
Rio Hondo, TX 78583

Pete E. Landesberg
305 East Bob Jones Rd.
Southlake, TX 76092

Gary W. Flowers
309 Palm Blvd.
Isle of Palms, SC 29451

Dr. Robert A. Meyer
23220 Padre Ave.
Keller, TX 76244

Melissa E. Meyer
5433 Royal Lytham
Fort Worth, TX 76244

Henry Exall IV
3610 Cragmont Ave.
Dallas, TX 75205

Arthur Starrs
4441 Rheims Place
Dallas, TX 75205

Gary Randall
975 East Dove Rd.
Southlake, TX 76092

Ethan Joubran
7218 Westlake Ave.
Dallas, TX 75214

Brandon Brock
386 Mitchell Dr.
Sunnyvale, TX 75182

PODsquad LTD
1940 E. State Hwy 114, Suite 150
Southlake, TX 76092

Brent Russell
2000 Swallowtail Circle
Westlake, TX 76262

Steve Mooney
3991 Cobblestone Circle
Dallas, TX 75229

L & J Blackwell Partnership Ltd
3631 Mockingbird Lane
Dallas, TX 75205

Andre Fredieu, M.D.
11250 South 72nd East Place
Bixby, OK 74008

Ryan Kaminski
5703 Headquarters Dr.
Plano, TX 75024

Wakeham Family Trust
Attn: Dirk Wakeham
4687 Fairfax Ave.
Dallas, TX 75209

Dave Seaton
6700 Las Colinas Blvd.
Irving, TX 75039

Brett Pylant
1034 Texan Trail
Grapevine, TX 76051

Torii Hunter
1640 E. Frontier Pkwy
Prosper, TX 75078

BC Security LLC
Attn: Bruce Budagher
P.O. Box 21990
Albuquerque, NM 87154-1990

Josh Flowers
P.O. Box 1645
Silverthorne, CO 80498

Post Rail LP
Attn: Matt Rose
1110 Post Oak Place
Westlake, TX 76262

1273955v- B1694.00001 180404 Creditor matrix

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Entered 04/04/18 19:16:35

Page 54 of 54

Chase Investments LLC
Attn: Ron Chase
2400 Southern Hills Court
Keller, TX 76248

Louis & Wanda Paletta
1122 Post Oak Plaza
Westlake, TX 76262

Richard E. Simmons
1851 Broken Bend Dr.
Westlake, TX 76262

Tortuga Advisors LLC
Attn: Lou Paletta
1122 Post Oak Plaza
Westlake, TX 76262

Vaquero LLC
Attn: Dave Livon
208 Lancaster Dr.
Clayton, MO 63105

Alford Management Trust
5600 Normandy Dr.
Colleyville, TX 76034

Van Sheets
5930 Royal Lane, Suite E111
Dallas, TX 75230

Ralph Searfoss
3901 St. James Court
Colleyville, TX 76034

Jimmy Mathews
1901 Gaillardia Court
Westlake, TX 76262

Roy Whitehead
3425 Bryn Mawr
Dallas, TX 75225

Darren Woodson
Attn: Joanna Jadlow
5950 Sherry Ln., Suite 600
Dallas, TX 75225

Norine Yukon
5118 Mansfield View Court
Austin, TX 78732

1273955v- B1694.00001 180404 Creditor matrix