Executive Summary
Picnic Works had already stopped operating and did not have the cash to fund a formal wind-down. CMBG structured an Assignment for the Benefit of Creditors around a competitive asset sale, with the sale proceeds funding the process from day one. The assets were sold in a matter of weeks, the buyer received an orderly technology and IP handoff, and creditors gained a centralized claims process.
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Background
Picnic Works, Inc. was a Seattle-based food robotics company that built automated pizza assembly systems. By early 2026, the company had wound down operations and no longer had the cash to cover the cost of a formal wind-down.
The board engaged CMBG in March 2026 to explore an Assignment for the Benefit of Creditors (ABC) as an alternative to bankruptcy. Before an ABC could go forward, there was a practical question to solve: how would the process be paid for?
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The Process: Find the Funding Before the ABC Begins
Because Picnic could not fund an ABC on its own, CMBG first ran a targeted marketing process for the company’s assets. The goal was to find a buyer whose purchase price would cover the cost of the process. The marketing produced multiple competing offers, and CMBG moved forward with the highest one.
CMBG used a segmented signing and funding structure to address the board’s concerns about costs. The company signed the board and stockholder consents and the General Assignment in advance, but the ABC did not become effective until a suitable buyer had been found following the robust marketing process.
In parallel, CMBG negotiated the asset purchase agreement with the buyer’s counsel, timing the closing to coincide with the ABC launch. The estate was funded from day one, and neither the board nor the stockholders had to advance any money.
01
Market the assets
Run a targeted process to find a buyer whose purchase price can fund the ABC.
02
Prepare without triggering the ABC
Sign the assignment documents in advance while keeping effectiveness contingent on finding a suitable buyer.
03
Select the highest offer
Manage competing bids and negotiate the purchase agreement with the buyer’s counsel.
04
Coordinate the sale and ABC launch
Time the closing alongside the assignment so the estate has funding from its first day.
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Transferring the Technology and Global IP
Once the ABC was in place, CMBG took control of the company’s records, digital systems, and intellectual property. Working with its IT partner, CMBG backed up and transferred the cloud accounts, codebase, documentation, and domain to the buyer without interrupting live services.
CMBG also completed the transfer of Picnic’s patents and trademarks, including U.S., international (WIPO), and Japanese filings. With the original team gone, the work included rebuilding documentation and confirming the release of a prior lender’s lien so the buyer received clear title.
CMBG then notified creditors and began a formal claims process ahead of distributions. That gave creditors, including international vendors, a transparent, centralized process run by an independent fiduciary.
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What We Accomplished
Funding
Sale-funded
A wind-down that paid for itself
The sale fully funded the ABC, at no cost to the board or stockholders.
Timing
Weeks
A competitive sale in weeks
All of the company’s assets were sold through a competitive process in a matter of weeks. The board avoided the cost, delay, and publicity of a Chapter 7 filing.
Continuity
No downtime
An orderly technology handoff
The buyer received the business’s technology, data, and global IP portfolio, with live services maintained through the transfer.
Creditors
One process
One process for creditors
Creditors, including international vendors, received a transparent and centralized claims process administered by an independent fiduciary.
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The Challenges and How We Addressed Them
No liquidity
Picnic had no cash to pay for a wind-down.
How we addressed it
The transaction was structured so the sale funded the process before the ABC became effective.
Board protection
Directors wanted assurance that they would not be responsible for costs if proceeds fell short.
How we addressed it
The segmented signing and funding structure addressed that concern without requiring an advance from the board or stockholders.
A higher offer late in negotiations
A higher offer arrived while CMBG was already negotiating with another party.
How we addressed it
CMBG managed both bidders to pursue the best result for creditors while preserving the backup option.
Digital assets with access restrictions
Much of the company’s value sat in cloud infrastructure protected by two-factor authentication and legal-entity ownership requirements.
How we addressed it
Careful coordination with the IT partner allowed the assets to move to the buyer without downtime.
International IP formalities
Recording the patent transfers in Japan required original wet-ink signatures from a former officer living overseas.
How we addressed it
CMBG coordinated counsel on three continents to complete the formalities.
Incomplete records and a prior lien
The original team was gone, and records had to be rebuilt, including confirmation of a prior lender’s lien release.
How we addressed it
CMBG rebuilt the documentation and confirmed the release of the prior lender’s lien so the buyer received clear title.
