Fill in this information to identify the case:

Debtor name Grand Fusion Housewares, LLC

United States Bankruptcy Court for the: NORTHERN DISTRICT OF TEXAS

Case number (if known) 24-41694

 Check if this is an

amended filing

Official Form 207

Statement of Financial Affairs for Non-Individuals Filing for Bankruptcy 04/22

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: Income

1. 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

Gross revenue

(before deductions and

exclusions)

From the beginning of the fiscal year to filing date:

From 1/01/2024 to Filing Date

 Operating a business $712,397.80

 Other

For prior year:

From 1/01/2023 to 12/31/2023

 Operating a business $3,808,478.00

 Other

For year before that:

From 1/01/2022 to 12/31/2022

 Operating a business $5,119,248.00

 Other

2. 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.

Description of sources of revenue Gross revenue from

each source

(before deductions and

exclusions)

Part 2: List Certain Transfers Made Before Filing for Bankruptcy

3. 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 $7,575. (This amount may be adjusted on 4/01/25

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 Total amount of value Reasons for payment or transfer

Check all that apply

Official Form 207 Statement of Financial Affairs for Non-Individuals Filing for Bankruptcy page 1

 

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Debtor Grand Fusion Housewares, LLC Case number (if known) 24-41694

Creditor's Name and Address Dates Total amount of value Reasons for payment or transfer

Check all that apply

3.1. MLRP 1215 Crosby LLC

c/o ML Realty Partners, LLC

One Pierce Place, Suite 450-W

Itasca, IL 60143

3/1/24 -

$35,862.58

4/5/24 -

$35,862.58

5/1/24 -

$35,862.58

$107,587.74  Secured debt

 Unsecured loan repayments

 Suppliers or vendors

 Services

 Other Rent payments 

4. 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 cosigned by an insider unless the aggregate value of all property transferred to or for the benefit of the insider is less than $7,575. (This amount

may be adjusted on 4/01/25 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

Relationship to debtor

Dates Total amount of value Reasons for payment or transfer

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.

 None

Creditor's name and address Describe of the Property Date Value of property

6. 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

Creditor's name and address Description of the action creditor took Date action was

taken

Amount

Amazon Capital Services, Inc.

410 Terry Ave N.

Seattle, WA 98109

Setoff amounts owed on loan from

amounts held in Debtor's seller account

Last 4 digits of account number: 

4/16/24 $10,250.77

Part 3: Legal Actions or Assignments

7. 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

Case number

Nature of case Court or agency's name and

address

Status of case

7.1. Umbra LLC v. Grand Fusion

Housewares, LLC

8:23-cv-00731-CJC-DFM

Patent Infringment U.S. District Court, C.D. of

California

 Pending

 On appeal

 Concluded

7.2. Smart Business v. Grand

Fusion Housewares, Inc. et al.

Index No. E2024008174

Breach of contract New York Supreme Court  Pending

 On appeal

 Concluded

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Debtor Grand Fusion Housewares, LLC Case number (if known) 24-41694

Case title

Case number

Nature of case Court or agency's name and

address

Status of case

7.3. Silverline Services, Inc. v.

Grand Fusion Housewares,

LLC, et al.

Index No. 508674

Breach of

Contract

New York Supreme Court  Pending

 On appeal

 Concluded

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: Certain Gifts and Charitable Contributions

9. 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

Recipient's name and address Description of the gifts or contributions Dates given Value

Part 5: Certain Losses

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

 None

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.

List unpaid claims on Official Form 106A/B (Schedule

A/B: Assets – Real and Personal Property).

Dates of loss Value of property

lost

Part 6: 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.

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Debtor Grand Fusion Housewares, LLC Case number (if known) 24-41694

Who was paid or who received

the transfer?

Address

If not money, describe any property transferred Dates Total amount or

value

11.1.

Bonds Ellis Eppich Schafer

Jones LLP

420 Throckmorton St., Ste.

1000

Fort Worth, TX 76102

1/10/24 -

$26,738

retainer

deposit

4/8/24 -

$7,500

replenishm

ent of

retainer

5/15/24 -

$15,000

replenishm

ent of

retainer $49,238.00

Email or website address

www.bondsellis.com

Who made the payment, if not debtor?

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.

Name of trust or device Describe any property transferred Dates transfers

were made

Total amount or

value

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?

Address

Description of property transferred or

payments received or debts paid in exchange

Date transfer

was made

Total amount or

value

13.1

.

Evriholder Products, LLC

975 W. Imperial Hwy. Suite

100

Brea, CA 92821

Sale of inventory in exchange for

payment of $75,557.48 1/31/24 $75,557.48

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

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Debtor Grand Fusion Housewares, LLC Case number (if known) 24-41694

Address Dates of occupancy

From-To

14.1. 1215 W. Crosby Road, Suite 100

Carrollton, TX 75006

06/2022 - 01/2024

14.2. 1220 Champion Circle #100

Carrollton, TX 75006

03/2020 - 06/2022

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

If debtor provides meals

and housing, number of

patients in debtor’s care

Part 9: 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.

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:

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

Financial Institution name and

Address

Last 4 digits of

account number

Type of account or

instrument

Date account was

closed, sold,

moved, or

transferred

Last balance

before closing or

transfer

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

Depository institution name and address Names of anyone with

access to it

Address

Description of the contents Does debtor

still have it?

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Debtor Grand Fusion Housewares, LLC Case number (if known) 24-41694

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?

Part 11: 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

Owner's name and address Location of the property Describe the property Value

Accelevation LLC

235 S Pioneer Blvd

Springboro, OH 45066

Security deposit for sublease

of warehouse space located

at 1215 W. Crosby Road,

Suite 100, Carrollton, Texas

75006

$32,630.88

Part 12: Details About Environment 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 of 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.

Case title

Case number

Court or agency name and

address

Nature of the case Status of case

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.

Site name and address Governmental unit name and

address

Environmental law, if known Date of notice

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

 No.

 Yes. Provide details below.

Site name and address Governmental unit name and

address

Environmental law, if known Date of notice

Part 13: Details About the Debtor's Business or Connections to Any Business

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Debtor Grand Fusion Housewares, LLC Case number (if known) 24-41694

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 address Describe the nature of the business Employer Identification number

Do not include Social Security number or ITIN.

Dates business existed

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 Date of service

From-To

26a.1. Hilton Blieden

[Address on file]

2016 - present

26a.2. Elizabeth Djinga

[Address on file]

2020 - present

26b. 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

26c. List all firms or individuals who were in possession of the debtor’s books of account and records when this case is filed.

 None

Name and address If any books of account and records are

unavailable, explain why

26d. 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

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

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.

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.

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Debtor Grand Fusion Housewares, LLC Case number (if known) 24-41694

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 Amount of money or description and value of

property

Dates Reason for

providing the value

30.1

.

Brendan Bauer

[Address on file] $85,500

5/22/23

through

1/29/24

$4,500 paid

biweekly

Salary

See attached for

more detail.

Relationship to debtor

Manager

30.2

. Xiaofei Ou

[Address on file] $61,750

5/22/23 -

1/29/24

$3,250 paid

biweekly

Salary

See attached for

more detail.

Relationship to debtor

Manager

30.3

.

Hilton Blieden

[Address on file] $17,208.80

5/22/23 -

1/29/24

Approximatel

y $960 paid

biweekly

Salary

See attached for

more detail.

Relationship to debtor

Manager

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.

Name of the parent corporation Employer Identification number of the parent

corporation

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.

Name of the pension fund Employer Identification number of the pension

fund

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Debtor Grand Fusion Housewares, LLC Case number (if known) 24-41694

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 June 13, 2024

Hilton Blieden

Signature of individual signing on behalf of the debtor Printed name

Position or relationship to debtor Authorized Representative

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 9

/s/ Hilton Blieden

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Grand Fusion Housewares LLC

Statement of Financial Affairs

Question 30. Insider payments, distributions, or withdrawals within 1 year prior to Petition Date

Brendan Bauer Xiaofei Ou Hilton Blieden Total

5/22/2023 $ 4,500.00 $ 3,250.00 $ 840.00 $ 8,590.00

6/5/2023 $ 4,500.00 $ 3,250.00 $ 960.00 $ 8,710.00

6/16/2023 $ 4,500.00 $ 3,250.00 $ 1,008.80 $ 8,758.80

6/28/2023 $ 4,500.00 $ 3,250.00 $ 960.00 $ 8,710.00

7/13/2023 $ 4,500.00 $ 3,250.00 $ 960.00 $ 8,710.00

7/27/2023 $ 4,500.00 $ 3,250.00 $ 960.00 $ 8,710.00

8/10/2023 $ 4,500.00 $ 3,250.00 $ 960.00 $ 8,710.00

8/25/2023 $ 4,500.00 $ 3,250.00 $ 960.00 $ 8,710.00

9/7/2023 $ 4,500.00 $ 3,250.00 $ 960.00 $ 8,710.00

9/22/2023 $ 4,500.00 $ 3,250.00 $ 960.00 $ 8,710.00

10/6/2023 $ 4,500.00 $ 3,250.00 $ 960.00 $ 8,710.00

10/19/2023 $ 4,500.00 $ 3,250.00 $ 960.00 $ 8,710.00

11/2/2023 $ 4,500.00 $ 3,250.00 $ 960.00 $ 8,710.00

11/20/2023 $ 4,500.00 $ 3,250.00 $ - $ 7,750.00

12/4/2023 $ 4,500.00 $ 3,250.00 $ 960.00 $ 8,710.00

12/18/2023 $ 4,500.00 $ 3,250.00 $ 960.00 $ 8,710.00

12/31/2023 $ 4,500.00 $ 3,250.00 $ 960.00 $ 8,710.00

1/13/2024 $ 4,500.00 $ 3,250.00 $ 960.00 $ 8,710.00

1/29/2024 $ 4,500.00 $ 3,250.00 $ 960.00 $ 8,710.00

$ 85,500.00 $ 61,750.00 $ 17,208.80 $ 164,458.80

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