Hknn!kp!vjku!kphqtocvkqp!vq!kfgpvkh{!vjg!ecugZ_± O± \Q>__± O± VQQ>V__± R± XQQ>___± •± V.QQQ=\(QQQ± S± \.QQV>WQ9QQQ± P± VQ)QQW?X\*QQQ± T± X\2QQW>\Q9QQQ± T± \Q9QQW?WQQ+QQQ± T± j—ž}±¥„t–±VQQ2QQQ± R± "Q>"\Q2QQQ± R± "\Q,QQW>#VQQ,QQQ± U± "VQQ.QQV>"\QQ-QQQ± P± "\QQ2QQW?#V±•‰’’‰—–± S± "V*QQQ.QQW@"VQ±•†“’†—–± T± "WQ9QQQ.QQVA"\Q±•‰“’‰—–± U± #\Q/QQQ2QQW>#WQQ±•‰““‰—–± Ž± "WQQ2QQQ2QQW>#\QQ±•‰““‰—–± T± #\QQ)QQQ0QQW>$W±v†“’‰—–± "# #W9QQQ)QQQ1QQV>#WQ±v‰’’†—–± R± #WQ2QQQ3QQQ4QQW>"\Q±v†’’†—–± R± j— ±¥„t–±"\Q±v‰’“‰—–± O± "Q>"\Q2QQQ± P± #\Q2QQW>"WQQ2QQQ± T± "WQQ2QQW>#\QQ0QQQ± "##\QQ5QQVB"W±•‹““‰—–± U± #V9QQQ9QQVC"WQ±•†”’†—–± P± "WQ,QQQ2QQW>"\Q±•‰““‰—–± O± "\Q2QQQ2QQW?"WQQ±•‰’“†—–± Ž± "VQQ,QQQ6QQV>"\QQ±•‰’’†—–± 2345678A89 ;< 6= > +.( 0GI23<@"W±v†’“†—–± O± #W9QQQ.QQQ9QQW>"WQ±v†’’†—–± R± #WQ9QQQ9QQQ2QQVD"\Q±v†’“‰—–± O± j—ž ±¥„t–±#\Q±v‰’’‰—–± #$%&'(# %*48*679+359 %*1.*,"9 $*(1'5'7/32#9'2)9 &0-2'785*69 '"&%$%#(E bt–ž¨™¥w­±~žt¨y±‡¤±t±¤ ž†—¨¤±wžˆ• G± jt‰–ƒ±t±t’¤ ±¤¥t¥ • –¥±†–±w—–– w¥‰—–±«ˆ¥„±t±vt–‘¨™¥w®±wt¤ ±wt–±ž ¤¨“¥±‰–±~†– ¤±¨™±¥—± "\QQ8QQQ±—ž±†•™ž†¤—–• –¥±—ž±©™±¥—±XQ±­}tž¤9±—ž±v—¥„F± V^± qHoFcI±°°±V\X.±VYZW;± V\W_<±t–y± Y\]WJ± %&$G /64@2E2ID86G=4<8G 8?@ABC DE &±a’“±¤¥t¦‰¤¥Šwt“±t–y±€‰–t–w†t’±‰–—ž•t¥‰—–±w—–¥t†– y±„ ž †–±†¤±ž ™—¢¥}y±—–±t±w—–¤—’†yt¥ y±vt¤†¤±«†¥„±¥„ ±d v¥—¡%¤±t“†t¥ ¤±t¤±—±¥„ ±m ¥†¥†—–±dt¥ M± l‚w‰t“±e—¢•±XQV± Case 20-81692-CRJ11 s—’¨–¥t­±n ¥†¥Œ—–±~—ž±k—–>i–y‰ª‰y¨t“¤±f†“‰–ƒ±˜ž±bt–ž¨™¥w­± Doc 1 Filed 07/27/20 Entered 07/27/20 21:28:04 Document Page 4 of 17 ™tƒ ±[± Desc Main Fgdvqt! ! Remington Arms Company, LLC aaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaa! Pcog! 29/! Ukipcvwtg!qh!cvvqtpg{! " /s/ Derek F. Meek Ecug!pwodgt!)kh!mpqyp*aaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaa!! aaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaa ! Fcvg!! Ukipcvwtg!qh!cvvqtpg{!hqt!fgdvqt! 07 27 / 2020 aaaaaaaaaaaaaaaaa OO! 0!FF!!0![[[[! Derek F. Meek aaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaa! Rtkpvgf!pcog! Burr & Forman LLP aaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaa! Hkto!pcog! 420 20th Street North, Suite 3400 aaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaa! Pwodgt! Uvtggv! Birmingham AL 35203 aaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaa! aaaaaaaaaaaa! aaaaaaaaaaaaaaaaaaaaaaaaaaaaaa! Ekv{! Uvcvg! \KR!Eqfg!! (205) 251-3000 aaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaa!! Eqpvcev!rjqpg!! dmeek@burr.com !aaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaa! Gockn!cfftguu! ASB-7723-M74D Alabama aaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaa!aaaaaaaaaaaa! Dct!pwodgt! Uvcvg! !!!Qhhkekcn!Hqto!312! Case 20-81692-CRJ11 Xqnwpvct{!Rgvkvkqp!hqt!Pqp.Kpfkxkfwcnu!Hknkpi!hqt!Dcpmtwrve{! Doc 1 Filed 07/27/20 Entered 07/27/20 21:28:04 Document Page 5 of 17 rcig!6! Desc Main SCHEDULE 1 Pending Bankruptcy Cases Filed by the Debtors in this Court On the date hereof, each of the affiliated entities listed below (collectively, the “Debtors”) filed a voluntary petition for relief under chapter 11 of the Bankruptcy Code, in the United States Bankruptcy Court for the Northern District of Alabama. Contemporaneously herewith, the Debtors are filing a motion requesting the joint administration of these chapter 11 cases for procedural purposes only under the case number assigned to Remington Outdoor Company, Inc. 1. 32E Productions, LLC 2. Barnes Bullets, LLC 3. FGI Finance Inc. 4. FGI Holding Company, LLC 5. FGI Operating Company, LLC 6. Great Outdoors Holdco, LLC 7. Huntsville Holdings LLC 8. Outdoor Services, LLC 9. RA Brands, L.L.C 10. Remington Arms Company, LLC 11. Remington Arms Distribution Company, LLC 12. Remington Outdoor Company, Inc. 13. TMRI, Inc. Case 20-81692-CRJ11 Doc 1 Filed 07/27/20 Entered 07/27/20 21:28:04 Document Page 6 of 17 Desc Main JOINT UNANIMOUS WRITTEN CONSENT OF THE BOARD OF MANAGERS OF FGI HOLDING COMPANY, LLC FGI OPERATING COMPANY, LLC REMINGTON ARMS COMPANY, LLC BARNES BULLETS, LLC OUTDOOR SERVICES, LLC RA BRANDS, L.L.C. 32E PRODUCTIONS, LLC GREAT OUTDOORS HOLDCO, LLC HUNTSVILLE HOLDINGS LLC REMINGTON ARMS DISTRIBUTION COMPANY, LLC July 26, 2020 The undersigned, being the members of the boards of managers (the board of managers for each Company being referred to as the “Board”) of each of FGI Holding Company, LLC, a Delaware limited liability company, FGI Operating Company, LLC, a Delaware limited liability company, Remington Arms Company, LLC, a Delaware limited liability company, Barnes Bullets, LLC, a Delaware limited liability company, Outdoor Services, LLC, a Delaware limited liability company, RA Brands L.L.C., a Delaware limited liability company, 32E Productions, LLC, a Delaware limited liability company, Great Outdoors Holdco, LLC, a Delaware limited liability company, Huntsville Holdings LLC, a New York limited liability company, and Remington Arms Distribution Company, LLC, a Delaware limited liability company (each a “Company” and collectively, the “Companies”), acting pursuant to the authority of Section 18-404(d) of the Delaware Limited Liability Company Act or Section 408 of the New York Limited Liability Company Act, as applicable, and the applicable Amended and Restated Limited Liability Company Agreement, dated as of May 15, 2018, of each Company, hereby consent to, adopt and approve the following resolutions (these “Resolutions”) and each and every action effected thereby: WHEREAS, the Board of each Company has reviewed the performance and results of the respective Company, the market in which the respective Company operates, and the respective Company’s current and future liquidity needs, business prospects, and current and long-term liabilities; WHEREAS, the Board of each Company has reviewed the materials presented by its respective financial, legal, and other advisors and have engaged in numerous and extensive discussions (including, without limitation, with its management and such advisors) regarding, and has had the opportunity to fully consider, the respective Company’s financial condition, including the respective Company’s liabilities and liquidity position, the strategic alternatives available to the respective Company, and the impact of the foregoing on the respective Company’s businesses and operations; Case 20-81692-CRJ11 Doc 1 Filed 07/27/20 Entered 07/27/20 21:28:04 Document Page 7 of 17 Desc Main WHEREAS, the Board of each Company, in consultation with the respective Company’s financial, legal, and other advisors, determined that it was in the best interests of the respective Company to explore a potential sale of its various business units to one or more potential bidders (the “Sale Transaction”); and WHEREAS, on July 26, 2020, the Board of each Company has determined that it is desirable and in the best interests of the respective Company and such Company’s creditors, equity holders, employees, and other parties in interest that such Company file or cause to be filed a voluntary petition seeking relief under the provisions of chapter 11 of title 11 of the United States Code, 11 U.S.C. §§ 101-1532 et seq. (the “Bankruptcy Code”). I. Chapter 11 Case NOW, THEREFORE, BE IT RESOLVED, that in the judgment of the Board of each Company, it is desirable and in the best interests of the respective Company, such Company’s respective creditors, and other parties in interest, that such Company shall be and hereby is authorized to file or cause to be filed a voluntary petition for relief under the provisions of chapter 11 of the Bankruptcy Code in the United States Bankruptcy Court for the Northern District of Alabama (the “Bankruptcy Court”) or other court of competent jurisdiction. RESOLVED FURTHER, that any one or more officers of each respective Company (each an “Authorized Person” and collectively, the “Authorized Persons”) are authorized, empowered, and directed, in the name and on behalf of the respective Company, to execute and verify all petitions under chapter 11 of the Bankruptcy Code and to cause the same to be filed in the Bankruptcy Court and to commence any ancillary or related proceedings as may be necessary or appropriate to effectuate the restructuring of the respective Company and to execute, verify, and cause to be filed all documents in furtherance thereof, at such time as such Authorized Person executing the same shall determine. RESOLVED FURTHER, that each Authorized Person is authorized, empowered, and directed, in the name and on behalf of the respective Company, to negotiate, enter into, execute, deliver, certify, file, record, and perform, or cause to be negotiated, entered into, executed, delivered, certified, filed, recorded, and performed, any and all petitions, schedules, lists, motions, certifications, agreements, instruments, affidavits, acknowledgments, applications, including, without limitation, applications for approvals or rulings of governmental or regulatory authorities, pleadings, or other documents and to take, or cause to be taken, such other actions, as in the judgment of such Authorized Person shall be or become necessary, advisable, proper, or desirable in connection with the respective Company’s chapter 11 case, such Authorized Person’s performance of any such act and his or her execution and delivery of any such document, agreement, or instrument to be conclusive evidence of the Authorized Person’s approval thereof. II. Cash Collateral RESOLVED FURTHER, that each respective Company, as a debtor and debtor in possession under the Bankruptcy Code, be authorized, empowered, and directed to negotiate and obtain the use of cash collateral or other similar arrangements, including, without limitation, to enter into any guarantees and to pledge and grant liens on and claims against its respective assets 2 Case 20-81692-CRJ11 Doc 1 Filed 07/27/20 Entered 07/27/20 21:28:04 Document Page 8 of 17 Desc Main as may be contemplated by or required under the terms of cash collateral agreements or other similar arrangements, in such amounts as is reasonably necessary for the continuing conduct of the affairs of such Company in its chapter 11 case and any of such Company’s affiliates who may also, concurrently with such Company’s petition, file for relief under the Bankruptcy Code. III. Sale Process and Bidding Procedures RESOLVED FURTHER, that in the judgment of the Board of each Company, it is desirable and in the best interests of each respective Company, its creditors, and other parties in interest, and each respective Company be and it hereby is authorized to (i) file the motion (the “Sale Motion”) with the Bankruptcy Court to request, among other things, the Bankruptcy Court’s approval of (a) the Sale Transaction, (b) the commencement of a marketing and sale process in the chapter 11 case for the Sale Transaction (the “Sale Process”), and (c) the bidding procedures associated with the Sale Process, which are attached to the Sale Motion (such bidding procedures, in the form approved by the Bankruptcy Court, the “Bidding Procedures”) and (ii) commence and implement the Sale Process. RESOLVED FURTHER, that the Authorized Persons, and any employees or agents (including counsel) designated by or directed by any such officers, be, and each of them hereby is, authorized, empowered, and directed, in the name and on behalf of each respective Company, to take any and all other actions as they may deem necessary or advisable to (i) file the Sale Motion with the Bankruptcy Court, (ii) commence and implement the Sale Process as contemplated in the Bidding Procedures, (iii) grant access to due diligence materials and other confidential information regarding the assets of the Company and the applicable subsidiaries to participants in the Sale Process in accordance with the Bidding Procedures, and (iv) in connection with the access mentioned above, negotiate and execute non-disclosure agreements between each respective Company, its subsidiaries, and the participants in the Sale Process protecting the confidentiality of certain due diligence materials and other confidential information. RESOLVED FURTHER, that the Authorized Persons, and any employees or agents (including counsel) designated by or directed by any such officers be, and each of them hereby is, authorized, empowered and directed, in the name of and on behalf of each respective Company, to take any and all other actions as they may deem necessary or advisable to, in each respective Company’s capacity as stockholder, shareholder, trustee, equity holder, managing member, sole member, general partner, limited partner, or member of any of its subsidiaries and/or other entities that are debtors in the chapter 11 cases and that will take part in the Sale Process, to cause such subsidiaries and/or other entities to execute, to deliver and to perform any of the actions contemplated with respect to the Sale Process, the Bidding Procedures, and these resolutions or the transactions contemplated hereby. IV. Retention of Advisors RESOLVED FURTHER, that the Authorized Persons be, and each of them hereby is, authorized, empowered, and directed, in the name of and on behalf of each respective Company, to employ the law firm of O’Melveny & Myers LLP as general bankruptcy counsel to represent and advise each respective Company in carrying out its duties under the Bankruptcy Code, and to take any and all actions to advance its rights and obligations, 3 Case 20-81692-CRJ11 Doc 1 Filed 07/27/20 Entered 07/27/20 21:28:04 Document Page 9 of 17 Desc Main including filing any pleadings in connection with the chapter 11 case and with any post-petition financing; and in connection therewith, the Authorized Persons are hereby authorized, empowered, and directed to execute appropriate retention agreements, pay appropriate retainers prior to and immediately upon filing of the chapter 11 case, and cause to be executed and filed an appropriate application with the bankruptcy court for authority to retain the services of O’Melveny & Myers LLP. RESOLVED FURTHER, that the Authorized Persons be, and each of them hereby is, authorized, empowered, and directed, in the name of and on behalf of each respective Company, to employ the firm of Burr & Forman LLP as local counsel to represent and advise each respective Company in carrying out its duties under the Bankruptcy Code, and to take any and all actions to advance its rights and obligations in connection with the chapter 11 case and with any post-petition financing; and in connection therewith, the Authorized Persons are hereby authorized, empowered, and directed to execute appropriate retention agreements, pay appropriate retainers prior to and immediately upon the filing of the chapter 11 case, and cause to be executed and filed an appropriate application with the bankruptcy court for authority to retain the services of Burr & Forman LLP. RESOLVED FURTHER, that that the Authorized Persons be, and each of them hereby is, authorized, empowered, and directed, in the name of and on behalf of each respective Company, to employ the firm of M-III Advisory Partners, LP as financial advisor to represent and assist each respective Company in carrying out its duties under the Bankruptcy Code, and to take any and all actions to advance its rights and obligations in connection with the chapter 11 case and with any post-petition financing; and in connection therewith, the Authorized Persons are hereby authorized, empowered, and directed to execute appropriate retention agreements, pay appropriate retainers prior to and immediately upon the filing of the chapter 11 case, and cause to be executed and filed an appropriate application with the bankruptcy court for authority to retain the services of M-III Advisory Partners, LP. RESOLVED FURTHER, that that the Authorized Persons be, and each of them hereby is, authorized, empowered, and directed, in the name of and on behalf of each respective Company, to employ the firm of Ducera Partners LLC and, where appropriate, its affiliates including Ducera Securities LLC (“Ducera”) as investment banker to represent and assist each respective Company in carrying out its duties under the Bankruptcy Code, and to take any and all actions to advance its rights and obligations in connection with the chapter 11 case and with any post-petition financing; and in connection therewith, the Authorized Persons are hereby authorized, empowered, and directed to execute appropriate retention agreements, pay appropriate retainers prior to and immediately upon the filing of the chapter 11 case, and cause to be executed and filed an appropriate application with the bankruptcy court for authority to retain the services of Ducera. RESOLVED FURTHER, that the Authorized Persons be, and each of them hereby is, authorized, empowered, and directed, in the name of and on behalf of each respective Company, to employ the firm of Prime Clerk LLC as notice, claims, and balloting agent to assist each respective Company in carrying out its duties under the Bankruptcy Code; and in connection therewith, the Authorized Persons are hereby authorized, empowered, and directed to execute appropriate retention agreements, pay appropriate retainers prior to and 4 Case 20-81692-CRJ11 Doc 1 Filed 07/27/20 Entered 07/27/20 21:28:04 Document Page 10 of 17 Desc Main immediately upon the filing of the chapter 11 case, and cause to be executed and filed an appropriate application with the bankruptcy court for authority to retain the services of Prime Clerk LLC. RESOLVED FURTHER, that the Authorized Persons be, and each of them hereby is, authorized, empowered, and directed, in the name of and on behalf of each respective Company, to employ any other professionals, including attorneys, accountants, financial advisors, investment bankers, and tax advisors, necessary to assist each respective Company in carrying out its duties under the Bankruptcy Code; and in connection therewith, the Authorized Persons are hereby authorized, empowered, and directed to execute appropriate retention agreements, pay appropriate retainers prior to or immediately upon the filing of the chapter 11 case, and cause to be executed and filed appropriate applications with the bankruptcy court for authority to retain the services of any other professionals, as necessary. V. Other Authorizations and Ratification RESOLVED FURTHER, that the Authorized Persons, and any employees or agents (including counsel) designated by or directed by any such officers be, and each of them hereby is, authorized, empowered and directed, in the name of and on behalf of the respective Company, to take any and all other actions as they may deem necessary or advisable to, in such Company’s capacity as stockholder, shareholder, trustee, equity holder, managing member, sole member, general partner, limited partner or member of any of its subsidiaries and/or other entities that are debtors in the chapter 11 cases, to cause such subsidiaries and/or other entities to execute, deliver, and perform any of the actions contemplated with respect to the chapter 11 cases and these resolutions or the transactions contemplated hereby. RESOLVED FURTHER, that the Authorized Persons be, and each of them hereby is, authorized, empowered, and directed, in the name and on behalf of the respective Company, to cause the respective Company to enter into, execute, deliver, certify, file, and/or record and perform such agreements, instruments, motions, affidavits, applications for approvals or ruling of governmental or regulatory authorities, certificates or other documents, and to take such other action, as in the judgment of such officer shall be or become necessary, proper, or desirable to prosecute to a successful completion of the chapter 11 case, including implementing the foregoing Resolutions and the transactions contemplated by these Resolutions. RESOLVED FURTHER, that the Authorized Persons be, and each of them hereby is, authorized, empowered, and directed, in the name and on behalf of the respective Company, to amend, supplement, or otherwise modify from time to time the terms of any documents, certificates, instruments, agreements, or other writings referred to in the foregoing Resolutions. RESOLVED FURTHER, that the omission from these Resolutions of any agreement, document, or other arrangement contemplated by any of the agreements, documents, or instruments described in the foregoing Resolutions or any action to be taken in accordance with any requirement of any of the agreements, documents, or instruments described in the foregoing Resolutions shall in no manner derogate from the authority of the Authorized Persons to take all 5 Case 20-81692-CRJ11 Doc 1 Filed 07/27/20 Entered 07/27/20 21:28:04 Document Page 11 of 17 Desc Main actions necessary, desirable, advisable, or appropriate to consummate, effectuate, carry out, or further the transactions contemplated by, and the intent and purposes of, the foregoing Resolutions. RESOLVED FURTHER, that all lawful acts, actions, and transactions relating to the matters contemplated by the foregoing Resolutions done by any Authorized Person or any manager, employee, legal counsel, or other representative of or advisor to the respective Company, in the name and on behalf of the respective Company, which acts would have been approved by the foregoing Resolutions except that such acts were taken before these Resolutions were certified, are hereby in all respects approved and ratified. RESOLVED FURTHER, that in connection with the transactions contemplated by the foregoing Resolutions, the Secretary and any Assistant Secretary of each Company be, and each of them individually hereby is, authorized in the name and on behalf of the respective Company, to certify any more formal or detailed resolutions as such Authorized Person may deem necessary, appropriate, or desirable to effectuate the intent of the foregoing Resolutions; and that thereupon such resolutions shall be deemed adopted as and for the resolutions of each Board as if set forth at length herein. [Signature page follows] 6 Case 20-81692-CRJ11 Doc 1 Filed 07/27/20 Entered 07/27/20 21:28:04 Document Page 12 of 17 Desc Main IN WITNESS WHEREOF, the undersigned members of the Board of each of the Companies have hereunto signed their names and adopted the above Resolutions as of the date of the last signature below and hereby direct that a signed copy of this Unanimous Written Consent be filed with the Minutes of the proceedings of the Board for each of the Companies. This Unanimous Written Consent may be executed in counterparts, each of which shall be deemed an original, but all of which taken together shall constitute but one and the same Unanimous Written Consent. July 26, 2020 July 26, 2020 Mark Little FGI Holding Company, LLC FGI Operating Company, LLC Remington Arms Company, LLC Barnes Bullets, LLC Outdoor Services, LLC RA Brands, L.L.C. 32E Productions, LLC Great Outdoors Holdco, LLC Huntsville Holdings LLC Remington Arms Distribution Company, LLC Unanimous Written Consent of Board of Managers Case 20-81692-CRJ11 Doc 1 Filed 07/27/20 Entered 07/27/20 21:28:04 Document Page 13 of 17 Desc Main United States Bankruptcy Court Northern District of Alabama Remington Arms Company, LLC In re Case No. Chapter Debtor(s) 11 DISCLOSURE OF COMPENSATION OF ATTORNEY FOR DEBTOR(S) 19. 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 $ Hourly Rates Prior to the filing of this statement I have received $ Please refer to the Retention Application Balance Due $ 0.00 20. The source of the compensation paid to me was:  Debtor  Other (specify): Affiliated Debtor. 21. The source of compensation to be paid to me is:  Debtor 22.   Other (specify): Affiliated Debtor. 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 a 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. 23. In return for the above-disclosed fee, I have agreed to render legal service for all aspects of the bankruptcy case, including: m. n. o. p. Analysis of the debtor’s financial situation, and rendering advice to the debtor in determining whether to file a petition in bankruptcy; Preparation and filing of any petition, schedules, statement of affairs and plan which may be required; Representation of the debtor at the meeting of creditors and confirmation hearing, and any adjourned hearings thereof; [Other provisions as needed] As set forth in the Debtors’ Application for Interim and Final Orders Authorizing Retention and Employment of Burr & Forman LLP as Counsel for Debtors and Debtors In Possession (the “Retention Application”), filed concurrently herewith. 24. By agreement with the debtor(s), the above-disclosed fee does not include the following service: As set forth in the Retention Application. 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. July 27, 2020 Date /s/ Derek F. Meek Derek F. Meek Signature of Attorney Burr & Forman LLP 420 North 20th Street, Suite 3400 Birmingham, AL 35203 (205) 251-3000 Fax: (205) 458-5100 dmeek@burr.com Name of law firm 43881629 v1 Case 20-81692-CRJ11 Doc 1 Filed 07/27/20 Entered 07/27/20 21:28:04 Document Page 14 of 17 Desc Main United States Bankruptcy Court Northern District of Alabama Remington Arms Company, LLC In re Case No. Chapter Debtor(s) 11 DISCLOSURE OF COMPENSATION OF ATTORNEY FOR DEBTOR(S) 19. 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 $ Hourly Rates Prior to the filing of this statement I have received $ Please refer to the Retention Application Balance Due $ 0.00 20. The source of the compensation paid to me was:  Debtor  Other (specify): Affiliated Debtor. 21. The source of compensation to be paid to me is:  Debtor 22.   Other (specify): Affiliated Debtor. 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 a 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. 23. In return for the above-disclosed fee, I have agreed to render legal service for all aspects of the bankruptcy case, including: m. n. o. p. Analysis of the debtor’s financial situation, and rendering advice to the debtor in determining whether to file a petition in bankruptcy; Preparation and filing of any petition, schedules, statement of affairs and plan which may be required; Representation of the debtor at the meeting of creditors and confirmation hearing, and any adjourned hearings thereof; [Other provisions as needed] As set forth in the Debtor’ Application for Entry of Interim and Final Orders Authorizing the Employment and Retention of O’Melveny & Myers LLP as Attorneys for the Debtors (the “Retention Application”), filed concurrently herewith. 24. By agreement with the debtor(s), the above-disclosed fee does not include the following service: As set forth in the Retention Application. 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. July 27, 2020 Date /s/ Stephen H. Warren Stephen H. Warren Signature of Attorney O’Melveny & Myers LLP 400 S. Hope Street Los Angeles, CA 90071 (213) 430-6000 Fax: (213) 430-6407 swarren@omm.com Name of law firm 43779212 v1 Case 20-81692-CRJ11 Doc 1 Filed 07/27/20 Entered 07/27/20 21:28:04 Document Page 15 of 17 Desc Main UNITED STATES BANKRUPTCY COURT FOR THE NORTHERN DISTRICT OF ALABAMA NORTHERN DIVISION In re: Chapter 11 REMINGTON ARMS COMPANY, LLC, Case No. 20-___________( ) Debtor. LIST OF EQUITY SECURITY HOLDERS Pursuant to Bankruptcy Rule 1007(a)(3), the following is a list of entities holding an interest in the above-captioned debtor. Name of Equity Security Holder FGI Operating Company, LLC Case 20-81692-CRJ11 Mailing Address of Equity Security Holder 100 Electronics Boulevard SW Huntsville, AL 35824 Nature and Amount of Interest Held Membership Interest - 100% Doc 1 Filed 07/27/20 Entered 07/27/20 21:28:04 Document Page 16 of 17 Desc Main Fill in this information to identify the case and this filing: Debtor Name Remington Arms Company, LLC United States Bankruptcy Court for the Northern District of Alabama 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/8: Assets-Real and Personal Property (Official Form 206A/B) Schedule D: Creditors Who Have Claims Secured by Property (Official Form 2060) Schedule EIF: Creditors Who Have Unsecured Claims (Official Form 206E/F) Schedule G: Executory Contracts and Unexpired Leases (Official Form 206G) Schedule H: Codebtors (Official Form 206H) Summary of Assets and Liabilities for Non-Individuals (Official Form 206Sum) 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 List of Equity Security Holders Executed on 07/27/2020 MM/ODNYYY Ken D'Arcy Printed name Chief Executive Officer Position or relationship to debtor Case 20-81692-CRJ11 Doc 1 Filed 07/27/20 Entered 07/27/20 21:28:04 Document Page 17 of 17 Desc Main