NOTICE OF PUBLIC UCC ARTICLE 9 FORECLOSURE – PUBLIC SALE of substantially all assets and personal property of Encore Dermatology, Inc., a Delaware corporation

PLEASE TAKE NOTICE that on January 21, 2021, at 1:00 p.m. (EST), a public sale (the “Public Sale”) shall be conducted of the assets and personal property of Encore Dermatology, Inc. (the “Debtor”), as described on Schedule “A” below (the “Collateral”).

The Public Sale will be conducted via video conference on:
United States: +1 (571) 317-3122
Access Code: 287-859-949

PLEASE TAKE FURTHER NOTICE that the Public Sale is being conducted by Rock Creek Advisors, as agent (the “Agent”) for PennRx Ventures, LLC (the “Secured Party”) to enforce the rights and remedies of Secured Party to sell the Collateral under applicable commercial law and the Venture Loan and Security Agreement and related Secured Promissory Notes and other loan documents (collectively, the “Loan Documents”), pursuant to which the Debtor is indebted to the Secured Party in an amount of no less than $15,674,209.

The Collateral will be sold to the highest qualified bidder for cash, or the credit against outstanding indebtedness held by the Secured Party or for which the Secured Party is entitled by contract to bid.  Please be advised that Secured Party, and any assignees of the Secured Party, reserve their right to credit bid, and may credit bid, at the public sale of the Collateral.

There will be no warranty made or provided relating to title, possession, quiet enjoyment or the like in connection with the disposition.

To be a qualified bidder, a prospective bidder must, on or before 5:00 p.m. (EST) on January 19, 2020, both: (i) contact Agent at the e-mail address or phone number below and provide the Agent with current contact information and such adequate assurances of bidder’s ability to perform as the Secured Party may reasonably request; and (ii) provide Agent with a refundable cash deposit of five hundred thousand dollars ($500,000) to secure any bids that the bidder may submit at auction. The Secured Party shall not be required to post any such deposit in order to participate in the auction. All deposits of qualified bidders, other than the successful bidder, will be refunded after the auction.

Parties interested in participating at the Public Sale as a “qualified bidder” for the Collateral should contact Agent by e-mail at hlipton@rockcreekfa or by telephone at 917-842-2652 or or by telephone at 845-826-2526.

Schedule A – Collateral 

The “Collateral” shall include rights, titles, interests, claims and demands of Debtor in the following:  (a) contract rights and general intangibles, including goodwill, including all rights, title and interest in the branded dermatology products Impoyz®, Promiseb®, Sernivo® and Trianex®, and any formulations, reformulations or improvements of same (the “Products”), as well as FDA new drug applications together with related registrations, licenses, authorizations, and approvals; (b) all intellectual property, including patents and patent rights, trademarks and trademark rights, trade secrets, licenses, methods, processes, and records; (c) all goods, equipment, inventories, raw materials, work in process and finished products; (d) accounts, contract rights, royalties, license rights, documents, cash, deposit accounts, certificates of deposit, instruments, accounts receivables; and (e) all other personal property of the Debtor, whether tangible or intangible, and proceeds thereof.