SDTHQ Schedules

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CHI 61583948v9 October 3, 2011

KEITH SHAPIRO, ESQ. Illinois Bar No. 6184374 NANCY A. PETERMAN, ESQ.

Illinois Bar No. 6208120

GREENBERG TRAURIG, LLP

77 West Wacker Drive, Suite 3100

Chicago, Illinois 60601

Telephone: 312-456-8400

Facsimile: 312-456-8435

Email: [email protected]


Counsel for

Debtor and Debtor-in-Possession

BOB L. OLSON, ESQ.

Nevada Bar No. 3783


3773 Howard Hughes Parkway,

Suite 400 North

Las Vegas, Nevada 89169

Telephone: 702-792-3773

Facsimile: 702-792-9002


UNITED STATES BANKRUPTCY COURT

FOR THE DISTRICT OF NEVADA

In re:

SHENGDATECH, INC.,

Debtor.

Case No. BK-11-52649

Chapter 11

GLOBAL NOTES AND STATEMENT OF

LIMITATIONS, METHODOLOGY AND

DISCLAIMER REGARDING THE

DEBTOR’S SCHEDULES OF ASSETS

AND LIABILITIES AND STATEMENTS

OF FINANCIAL AFFAIRS

ShengdaTech, Inc. (“Debtor”), as debtor and debtor-in-possession in the above-captioned

chapter 11 case (the “Chapter 11 Case”), respectfully submits the following statement to

accompany the Debtor’s Schedules of Assets and Liabilities (the “Schedules”) and Statements of

Financial Affairs (the “Statements,” and collectively with the “Schedules,” the “Schedules and

Statements”) in the United States Bankruptcy Court for the District of Nevada (the “Bankruptcy

Court”). The Debtor, with the assistance of its advisors, prepared the Schedules and Statements in

accordance with section 521 of title 11 of the United States Code (the “Bankruptcy Code”) and

Case 11-52649-btb Doc 141 Entered 10/03/11 14:55:01 Page 1 of 38

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Rule 1007 of the Federal Rules of Bankruptcy Procedure (the “Bankruptcy Rules”). The Global

Notes and Statement of Limitations, Methodology and Disclaimer Regarding the Debtor’s

Schedules of Assets and Liabilities and Statements of Financial Affairs (the “Global Notes”)

pertain to, are incorporated by reference in, and comprise an integral part of all of the Schedules

and Statements. The Global Notes should be referred to and reviewed in connection with any

review of the Schedules and Statements.1

The Debtor’s Chief Restructuring Officer (“CRO”), Michael Kang, has signed the

Schedules and Statement. Mr. Kang’s appointment as CRO was confirmed pursuant to the Final

Order Authorizing Debtor To (I) Confirm The Employment Of Alvarez And Marsal North

America, LLC To Provide The Debtor A Chief Restructuring Officer And Certain Additional

Personnel And (II) Confirm The Appointment Of Michael Kang As Chief Restructuring Officer

For The Debtor, Nunc Pro Tunc To The Petition Date entered on September 2, 2011 [Docket No.

80]. He is an authorized signatory for the Debtor, including its former management. In reviewing

and signing the Schedules and Statements, Mr. Kang has necessarily relied upon the efforts,

statements and representations of various personnel of the Debtor and, to the extent available, the

Debtor’s records. Mr. Kang has not (and could not have) personally verified the accuracy of each

such statement, representation or record, including statements, representations or records

concerning amounts owed to creditors.

The Schedules and Statements do not purport to represent financial statements prepared in

accordance with Generally Accepted Accounting Principles in the United States (“GAAP”), nor

are they intended to be fully reconciled to the financial statements of the Debtor. The Schedules

and Statements contain unaudited information that is subject to further review and potential

adjustment. The Schedules and Statements reflect the Debtor’s reasonable best efforts to report

the assets and liabilities of the Debtor on an unconsolidated basis (i.e., those assets and liabilities

of ShengdaTech, Inc. only and not of any of its direct or indirect subsidiaries).

1 The Global Notes are in addition to the specific notes contained in the Debtor’s Schedules and

Statements. The fact that the Debtor has prepared a “specific note” with respect to any of the Schedules and

Statements and not to others should not be interpreted as a decision by the Debtor to exclude the applicability of such

Global Note to any of the remaining Schedules and Statements.


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In preparing the Schedules and Statements, the Debtor relied on financial data derived

from its books and records that was available at the time of such preparation. At the time of

preparation of the Schedules and Statements, the Debtor had limited access to its books and

records. The Debtor only had access to information in the possession of A. Carl Mudd and

Sheldon B. Saidman, two of the Debtor’s independent board members, Greenberg Traurig, LLP,

the Debtor’s legal counsel and other third parties, including, without limitation, JPMorgan Chase

which maintains the Debtor’s sole bank account2. Upon information and belief, the Debtor’s

books and records are located at the Debtor’s headquarters in China (which location is currently

unknown) and at the various plant locations in China owned by the Debtor’s indirect subsidiaries.

The Debtor’s books and records may also be located at the offices of ShengdaGroup, an entity

related to the Debtor, in China. At the time of preparing these Schedules and Statement, the

Debtor did not have access to any records at the locations noted in the foregoing two sentences.

Although the Debtor has made reasonable efforts to ensure the accuracy and completeness

of such financial information, subsequent information or discovery may result in material changes

to the Schedules and Statements, particularly given the concerns surrounding accurate financial

reporting by the Debtor’s prior management. The Debtor’s former auditor, KPMG LLP

(“KPMG”), previously informed the Debtor’s audit committee of certain concerns arising during

its incomplete audits of the Debtor’s consolidated financial statements as of and for the year ended

December 31, 2010, and the effectiveness of internal control over financial reporting as of

December 31, 2010.

In April 2011, KPMG informed the Debtor’s board of directors that, in its view, the

Debtor’s senior management had not taken, and the board of directors had not caused the senior

management to take, timely and appropriate remedial actions with respect to these discrepancies

and/or issues, and that the continued lack of resolution would materially impact the financial

statements for the year ended December 31, 2010 and possibly prior periods. KPMG further

2 Upon information and belief, Debtor may have additional bank accounts, including, without

limitation, an account at China Merchants Bank. To date, despite due diligence and inquiry, the Debtor has not been

able to verify the existence of any additional accounts.


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informed the Debtor that disclosures should be made and action should be taken to prevent future

reliance on KPMG’s previously issued audit reports related to the consolidated balance sheets of

the Debtor and its subsidiaries as of December 31, 2008 and 2009, and the related consolidated

statements of income, shareholders’ equity and comprehensive income, and cash flows for the

years then ended and the effectiveness of internal control over financial reporting as of December

31, 2008 and 2009.

The various matters raised by KPMG are currently under investigation by a special

committee of the Debtor’s board of directors (the “Special Committee”). To date, the Special

Committee had determined that certain of the Debtor’s financial records may have been falsified

in whole or in part and that serious issues remain unanswered regarding the financial condition of

the Debtor’s overall business operations, including its indirect subsidiaries located in China. This

investigation is ongoing.

On April 29, 2011, the Debtor announced that it had received a letter on April 20, 2011

from the Listing Qualifications Department of the NASDAQ Stock Market LLC stating that,

based on the review of public documents and information provided by the Debtor, NASDAQ

determined the continued listing of the Debtor’s securities on NASDAQ is no longer warranted.

Trading of the Debtor’s shares on NASDAQ has been suspended pending delisting, but trading on

the Global OTC BB exchange is ongoing.

As a result of the foregoing, and despite the Debtor’s best efforts, errors or omissions may

exist in these Schedules and Statements. The Debtor reserves all rights to amend or supplement

the Schedules and Statements as is necessary and appropriate.

Nothing contained in the Schedules and Statements shall constitute a waiver of any of the

Debtor’s rights or an admission with respect to its chapter 11 case, including, without limitation,

any issues involving substantive consolidation, equitable subordination, defenses or causes of

action arising under the provisions of chapter 5 of the Bankruptcy Code and any other relevant

applicable laws to recover assets or avoid transfers.


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Description of Cases. On August 19, 2011 (the “Petition Date”), the Debtor commenced

this case by filing a voluntary petition for relief under chapter 11 of the Bankruptcy Code. The

Debtor has continued in possession of its property and is operating and managing its business as a

debtor-in-possession pursuant to sections 1107(a) and 1108 of the Bankruptcy Code. The

Debtor’s fiscal year ends on December 31. All asset and liability information contained in the

Schedules and Statements, except where otherwise noted, is reported as of the close of business on

August 19, 2011.

Recharacterization. Notwithstanding that the Debtor has made reasonable best efforts to

correctly characterize, classify, categorize or designate certain claims, assets, executory contracts,

unexpired leases, and other items reported in the Schedules and Statements, the Debtor

nonetheless may have improperly characterized, classified, categorized or designated certain

items. Thus, the Debtor reserves all rights to recharacterize, reclassify, recategorize or redesignate

items reported in the Schedules and Statements at a later time as is necessary and appropriate.

Liabilities. The Debtor allocated liabilities between the prepetition and postpetition

periods based on the information and research conducted in connection with the preparation of the

Schedules and Statements. As additional information becomes available and further research is

conducted, the allocation of liabilities between the prepetition and postpetition periods may

change. The Debtor reserves all rights to modify, amend and supplement the Schedules and

Statements as is necessary and appropriate. The liabilities listed on these Schedules do not reflect

an analysis of claims under section 503(b)(9) of the Bankruptcy Code, if any. Accordingly, the

Debtor reserves all rights to dispute or challenge the validity of any asserted claims under section

503(b)(9) of the Bankruptcy Code or the characterization of the structure of any such transaction

or any document or instrument related to such creditor’s claim.

Insiders. For purposes of the Schedules and Statements, the Debtor defines “insiders”

pursuant to section 101(31) of the Bankruptcy Code as (a) directors; (b) officers; (c) shareholders

holding in excess of 5% of the voting shares; (d) relatives of directors, officers, or shareholders of

the Debtor; and (e) debtor/non debtor affiliates. The Debtor defines “directors” as members of the


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board of directors. Further, the Debtor’s response to Statement 3c includes payments made to

such creditors who are or were insiders to the extent such payments were made during the time in

which the creditor was an insider and only in such creditor’s capacity as an insider.

Persons listed as “insiders” have been included for informational purposes only. The

Debtor does not take any position with respect to: (a) such person’s influence over the control of

the Debtor, (b) the management responsibilities or functions of such individual, (c) the decision-

making or corporate authority of such individual, or (d) whether such individual could

successfully argue that he or she is not an “insider” under applicable law, including, without

limitation, the federal securities laws, or with respect to any theories of liability or for any other

purpose.

Intercompany Claims. Receivables and payables among a debtor and its affiliates are

reported on Schedule B and Schedule F, respectively, and in Question 3(c) of the Statements.

Given the lack of access to the Debtor’s books and records, the Debtor was unable to determine

whether any intercompany receivables and payables exist and in what amount. Moreover, the

Debtor would have concerns as to the accuracy of any such intercompany receivables and

payables given the circumstances of this Chapter 11 Case. Therefore, the Debtor has only listed

the name of each of its direct and indirect subsidiaries on Schedule F as holding a contingent,

unliquidated and disputed claim in an unknown amount. The listing of these alleged claims is not

and shall not be construed as an admission of the characterization of such balances, as debt, equity

or otherwise.

Intellectual Property Rights. Exclusion of certain intellectual property shall not be

construed to be an admission that such intellectual property rights have been abandoned, have

been terminated or otherwise expired by their terms or have been assigned or otherwise transferred

pursuant to a sale, acquisition or other transaction. The Debtor reserves all of its rights with

respect to the legal status of any and all intellectual property rights.

Executory Contracts. The Debtor has not set forth executory contracts as assets in the

Schedules and Statements. The Debtor’s executory contracts have been set forth in Schedule G.


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Classifications. Listing a claim (1) on Schedule D as “secured,” (2) on Schedule E as

“priority,” (3) on Schedule F as “unsecured,” or (4) listing a contract on Schedule G as

“executory” or “unexpired,” does not constitute an admission by the Debtor of the legal rights of

the claimant, or a waiver of the Debtor’s right to recharacterize or reclassify such claim or

contract.

Claims Description. Any failure to designate a claim on the Debtor’s Schedules and

Statements as “disputed,” “contingent” or “unliquidated” does not constitute an admission by the

Debtor that such amount is not “disputed,” “contingent” or “unliquidated.” The Debtor reserves

all rights to dispute any claim reflected on its Schedules and Statements on any grounds,

including, without limitation, liability, classification or to otherwise subsequently designate such

claims as “disputed,” “contingent” or “unliquidated.”

Causes of Action. Despite its reasonable best efforts, the Debtor may not have identified

and/or set forth all of their causes of action (filed or potential) against third parties as assets in its

Schedules and Statements. The Debtor reserves all rights with respect to any causes of action, and

nothing in the Global Notes or the Schedules and Statements shall be deemed a waiver of any such

causes of action.

1. Summary of Significant Reporting Policies. The following is a summary of

significant reporting policies:

a. Currency. All amounts are reflected in U.S. dollars. To the extent

applicable, foreign currency has been translated to U.S. dollars using translation rates as of the Petition Date.

b. Undetermined Amounts. The description of an amount as “unknown,”

“TBD” or “undetermined” is not intended to reflect upon the materiality of such amount.

c. Totals. All totals that are included in the Schedules and Statements

represent totals of all known amounts. To the extent there are unknown or undetermined amounts, the actual total may be different than the listed total.

d. Current Market Value - Net Book Value. In certain instances, current

market valuations are neither maintained by, nor readily available to, the Debtor. Accordingly, unless otherwise indicated, the Debtor’s Schedules and Statements reflect net book values. Market values may vary, at some times materially, from net book value. Also, assets that have been fully


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depreciated or that were expensed for accounting purposes do not appear in these Schedules and Statements as they have no net book value.

e. Paid Claims. The Debtor has authority to pay certain outstanding

prepetition payables pursuant to Bankruptcy or other court order, as such outstanding liabilities have been reduced by any court approved postpetition payments made on prepetition payables. To the extent the Debtor pays any of the claims listed in the Schedules and Statements pursuant to any orders entered by the Bankruptcy Court, the Debtor reserves all rights to amend or supplement the Schedules and Statements or take other action such as filing claims objections, as is necessary and appropriate to avoid overpayment or duplicate payments for liabilities.

f. Excluded Assets and Liabilities. Immaterial assets and liabilities may have

been excluded.

2. Specific Schedules and Statements Disclosures

a. Schedules B1 and B2. Upon information and belief, the Debtor may have

additional bank accounts, including, without limitation, an account at China Merchants Bank. To date, despite due diligence and inquiry, the Debtor has not been able to verify the existence of any additional accounts.

b. Schedule B13. The Debtor’s ownership interest in its subsidiaries,

partnerships and joint ventures has been listed in these Schedules at an undetermined amount because the fair market value of such ownership is dependent on numerous variables and factors and may differ significantly from the net book value.

c. Schedule F. Schedule F contains information regarding threatened or

pending litigation involving the Debtor. The amounts for these potential claims are listed as “undetermined” and marked as contingent, unliquidated and disputed in the Schedules and Statements. Schedule F reflects the prepetition amounts owing to counterparties to executory contracts and unexpired leases. Such prepetition amounts, however, may be paid in connection with the assumption or assumption and assignment of an executory contract or unexpired lease. In addition, Schedule F does not include rejection damages claims, if any, of the counterparties to executory contracts and unexpired leases that may be rejected. The claims of individual creditors for, among other things, merchandise, goods, services or taxes are listed on the Debtor’s books and records and may not reflect credits or allowances due from such creditor. The Debtor reserves all of its rights with respect to the foregoing. The dollar amounts listed may be exclusive of contingent and unliquidated amounts.

d. Schedule G. While every effort has been made to ensure the accuracy of

Schedule G, inadvertent errors or omissions may have occurred. Listing a contract or agreement on Schedule G does not constitute an admission that such contract or agreement is an executory contract or unexpired lease or that such contract or agreement was in effect on the Petition Date or is valid or enforceable, and the Debtor reserves all of its rights with respect thereto.

e. Statement Question 19d. At the end of each of its fiscal quarters, fiscal

years and upon the occurrence of significant events, the Debtor prepared and filed with the Securities and Exchange Commission (the “SEC”) Forms


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10 K, 10 Q and 8 K (collectively, the “SEC Filings”). The SEC Filings contain financial information relating to the Debtor. Because the SEC Filings are public record, the Debtor does not maintain records of the parties who requested or obtained copies of any of the SEC Filings from the SEC or the Debtor. In addition, the Debtor may have provided financial information to certain parties, such as banks, auditors, potential investors, vendors, customers and financial advisors, financial statements that may not be part of a public filing. The Debtor does not maintain complete lists to track such disclosures. As such, the Debtor has not provided lists of these parties in the Statements.

Global Notes Control. In the event that the Schedules and Statements differ from the

foregoing Global Notes, the Global Notes shall control.

***END OF GLOBAL NOTES***

**SCHEDULES AND STATEMENTS BEGIN ON THE FOLLOWING PAGE**


B6 Summary (Official Form 6 - Summary) (12/07)

United States Bankruptcy Court

In re ___________________________________, Case No. ___________________Debtor

Chapter ____________

SUMMARY OF SCHEDULESIndicate as to each schedule whether that schedule is attached and state the number of pages in each. Report the totals from Schedules A, B, D, E, F, I,and J in the boxes provided. Add the amounts from Schedules A and B to determine the total amount of the debtor’s assets. Add the amounts of allclaims from Schedules D, E, and F to determine the total amount of the debtor’s liabilities. Individual debtors also must complete the “StatisticalSummary of Certain Liabilities and Related Data” if they file a case under chapter 7, 11, or 13.

NAME OF SCHEDULE

ATTACHED(YES/NO) NO. OF SHEETS ASSETS LIABILITIES OTHER

A - Real Property $

B - Personal Property $

C - Property Claimed as Exempt

D - Creditors Holding Secured Claims

$

E - Creditors Holding Unsecured Priority Claims (Total of Claims on Schedule E)

$

F - Creditors Holding Unsecured Nonpriority Claims

$

G - Executory Contracts and Unexpired Leases

H - Codebtors

I - Current Income of Individual Debtor(s)

$

J - Current Expenditures of Individual Debtors(s)

$

TOTAL

$ $

No

+ UndeterminedAmounts

1 0.00

+ Undetermined Amounts

7


13,852,482.38


1 0.00

2 0.00

N/A

N/A

11 164,184,811.88

4

1

13,852,482.3827 164,184,811.88

SHENGDATECH, INC. 11-52649 (BTB)

NEVADA District Of Nevada

11

No


B6A (Official Form 6A) (04/10)

In re SHENGDATECH, INC. , Case No. 11-52649 (BTB)

Debtor (If known)

SCHEDULE A – REAL PROPERTY

Except as directed below, list all real property in which the debtor has any legal, equitable, or future interest, including all property owned as a co-

tenant, community property, or in which the debtor has a life estate. Include any property in which the debtor holds rights and powers exercisable for

the debtor’s own benefit. If the debtor is married, state whether the husband, wife, both, or the marital community own the p roperty by placing an “H,” “W,” “J,” or “C” in the column labeled “Husband, Wife, Joint, or Community.” If the debtor holds no interest in real property, write “None” under “De scription and Location of

Property.”

Do not include interests in executory contracts and unexpired leases on this schedule. List them in Schedule G - Executory Contracts and

Unexpired Leases.

If an entity claims to have a lien or hold a secured interest in any property, state the amount of the secured claim. See Sch edule D. If no entity claims

to hold a secured interest in the property, write “None” in the column labeled “Amount of Secured Claim.”

If the debtor is an individual or if a joint petition is filed, state the amount of any exemption claimed in the property only in Schedule C - Property

Claimed as Exempt.

DESCRIPTION AND

LOCATION OF

PROPERTY

NATURE OF DEBTOR’S

INTEREST IN PROPERTY

HU

SB

AN

D,

WIF

E,

JO

INT

,

OR

CO

MM

UN

ITY

CURRENT VALUE

OF DEBTOR’S

INTEREST IN

PROPERTY, WITHOUT

DEDUCTING ANY

SECURED CLAIM

OR EXEMPTION

AMOUNT OF

SECURED

CLAIM

NONE

Total ► $ 0.00

(Report also on Summary of Schedules.)


B6B (Official Form 6B) (04/10)


Debtor (If known)

SCHEDULE B – PERSONAL PROPERTY

Except as directed below, list all personal property of the debtor of whatever kind. If the debtor has no property in one or mo re of the categories,

place an “x” in the appropriate position in the column labeled “None.” If additional space is needed in any c ategory, attach a separate sheet properly

identified with the case name, case number, and the number of the category. If the debtor is married, state whether the husba nd, wife, both, or the marital

community own the property by placing an “H,” “W,” “J,” or “C” in the column labeled “Husband, Wife, Joint, or Community.” If the debtor is an

individual or a joint petition is filed, state the amount of any exemptions claimed only in Schedule C - Property Claimed as Exempt.

Do not list interests in executory contracts and unexpired leases on this schedule. List them in Schedule G - Executory Contracts and

Unexpired Leases.

If the property is being held for the debtor by someone else, state that person’s name and address under “Description and Loc ation of Property.” If the

property is being held for a minor child, simply state the child’s initials and the name and address of the child’s parent or guardian, such as “A.B., a minor

child, by John Doe, guardian,” Do not disclose the child’s name. See 11 U.S.C. § 112 and Fed. R. Bankr. P. 1007(m).

TYPE OF PROPERTY

N

O

N

E

DESCRIPTION AND LOCATION

OF PROPERTY

HU

SB

AN

D, W

IFE

, J

OIN

T,

OR

CO

MM

UN

ITY

CURRENT VALUE OF

DEBTOR’S INTEREST

IN PROPERTY, WITH-

OUT DEDUCTING ANY

SECURED CLAIM

OR EXEMPTION

1. Cash on hand.

X

2. Checking, savings or other financial

accounts, certificates of deposit, or shares in

banks, savings and loan, thrift, building and loan, and homestead associations, or credit

unions, brokerage houses, or coopratives.

JPMORGAN CHASE, N.A. - XXXXXX109

13,697,289.57

3. Security deposits with public utilities,

telephone companies, landlords, and others.

SEE ATTACHED SCHEDULE B.3 RIDER

155,192.81

4. Household goods and furnishings,

including audio, video, and computer

equipment.

X

5. Books; pictures and other art objects; antiques; stamp, coin, record, tape, compact

disc, and other collections or collectibles.

X

6. Wearing apparel.

X

7. Furs and jewelry.

X

8. Firearms and sports, photographic, and

other hobby equipment.

X

9. Interests in insurance policies. Name

insurance company of each policy and itemize surrender or refund value of each.


UNDETERMINED

10. Annuities. Itemize and name each issuer.

X


B6B (Official Form 6B) (04/10) – Cont.


Debtor (If known)

SCHEDULE B – PERSONAL PROPERTY (Continuation Sheet)

TYPE OF PROPERTY

N

O

N

E


OF PROPERTY

HU

SB

AN

D, W

IFE

, J

OIN

T,

OR

CO

MM

UN

ITY

CURRENT VALUE OF

DEBTOR’S INTEREST

IN PROPERTY, WITH-

OUT DEDUCTING ANY

SECURED CLAIM

OR EXEMPTION

11. Interests in an education IRA as defined in 26 U.S.C. § 530(b)(1) or under a

qualified State tuition plan as defined in 26

U.S.C. § 529(b)(1). Give particulars. (File

separately the record(s) of any such

interest(s). 11 U.S.C. § 521(c).)

X

12. Interests in IRA, ERISA, Keogh, or

other pension or profit sharing plans. Give particulars.

X

13. Stock and interests in incorporated and unincorporated businesses. Itemize.

100% EQUITY OWNERSHIP IN FAITH BLOOM LTD.

UNDETERMINED

14. Interests in partnerships or joint ventures. Itemize.

UNKNOWN

UNDETERMINED

15. Government and corporate bonds and other negotiable and nonnegotiable

instruments.

UNKNOWN

UNDETERMINED

16. Accounts receivable.

UNKNOWN

UNDETERMINED

17. Alimony, maintenance, support, and property settlements to which the debtor is

or may be entitled. Give particulars.

X

18. Other liquidated debts owed to debtor

including tax refunds. Give particulars.

UNKNOWN

UNDETERMINED

19. Equitable or future interests, life estates,

and rights or powers exercisable for the

benefit of the debtor other than those listed in Schedule A - Real Property.

X

20. Contingent and noncontingent interests in estate of a decedent, death benefit plan,

life insurance policy, or trust.

X




Debtor (If known)


TYPE OF PROPERTY

N

O

N

E


OF PROPERTY

HU

SB

AN

D, W

IFE

, J

OIN

T,

OR

CO

MM

UN

ITY

CURRENT VALUE OF

DEBTOR’S INTEREST

IN PROPERTY, WITH-

OUT DEDUCTING ANY

SECURED CLAIM

OR EXEMPTION

21. Other contingent and unliquidated

claims of every nature, including tax

refunds, counterclaims of the debtor, and rights to setoff claims. Give estimated value

of each.

UNKNOWN

UNDETERMINED

22. Patents, copyrights, and other

intellectual property. Give particulars.


UNDETERMINED

23. Licenses, franchises, and other general

intangibles. Give particulars.

UNKNOWN

UNDETERMINED

24. Customer lists or other compilations

containing personally identifiable

information (as defined in 11 U.S.C. § 101(41A)) provided to the debtor by

individuals in connection with obtaining a product or service from the debtor primarily

for personal, family, or household purposes.

X

25. Automobiles, trucks, trailers, and other

vehicles and accessories.

UNKNOWN

UNDETERMINED

26. Boats, motors, and accessories.

X

27. Aircraft and accessories.

X

28. Office equipment, furnishings, and

supplies.

UNKNOWN

UNDETERMINED

29. Machinery, fixtures, equipment, and

supplies used in business.

UNKNOWN

UNDETERMINED

30. Inventory.

UNKNOWN

UNDETERMINED

31. Animals.

X

32. Crops - growing or harvested. Give particulars.

X

33. Farming equipment and implements.

X

34. Farm supplies, chemicals, and feed.

X




Debtor (If known)


TYPE OF PROPERTY

N

O

N

E


OF PROPERTY

HU

SB

AN

D, W

IFE

, J

OIN

T,

OR

CO

MM

UN

ITY

CURRENT VALUE OF

DEBTOR’S INTEREST

IN PROPERTY, WITH-

OUT DEDUCTING ANY

SECURED CLAIM

OR EXEMPTION

35. Other personal property of any kind not

already listed. Itemize.

X

3 continuation sheets attached Total ► $ 13,852,482.38


(Include amounts from any continuation

sheets attached. Report total also on

Summary of Schedules.)


IN RE: SHENGDATECH, INC. CASE NO. 11-52649 (BTB)

DEPOSIT AMOUNT

CONYERS DILL & PEARMAN 11,018.51$

MARCUM BERNSTEIN & PINCHUK 130,000.00$

SKADDEN, ARPS, SLATE, MEAGHER & FLOM LLP 14,174.30$

155,192.81$

RIDER B.3 - SECURITY DEPOSITS

SCHEDULE B - PERSONAL PROPERTY

Page 1 of 1



INSURANCE COMPANY TYPE OF POLICY POLICY NUMBERSURRENDER OR

REFUND VALUE

ZURICH AMERICAN INSURANCE

COMPANYDIRECTORS AND OFFICERS LIABILITY DOC-5965716-02 UNDETERMINED

FEDERAL INSURANCE COMPANY EXCESS LIABILITY 8211-5057 UNDETERMINED

IRONSHORE INDEMNITY, INC. EXCESS LIABILITY 000176501 UNDETERMINED

TOTAL UNDETERMINED


RIDER B.9 - INTERESTS IN INSURANCE POLICIES

Page 1 of 1



DESCRIPTION VALUE

PATENTS LICENSED TO USE IN CHINA UNDETERMINED

WEBSITE - WWW.SHENGDATECHINC.COM UNDETERMINED


RIDER B.22 - PATENTS, COPYRIGHTS, AND OTHER INTELLECTUAL PROPERTY

Page 1 of 1


B6D (Official Form 6D) (04/10)


Debtor (if known)

SCHEDULE D - CREDITORS HOLDING SECURED CLAIMS

State the name, mailing address, including zip code, and last four digits of any account number of all entities holding claims secured by

property of the debtor as of the date of filing of the petition. The complete account number of any account the debtor has with the creditor is useful

to the trustee and the creditor and may be provided if the debtor chooses to do so. List creditors holding all types of secured interests such as

judgment liens, garnishments, statutory liens, mortgages, deeds of trust, and other security interests.

List creditors in alphabetical order to the extent practicable. If a minor child is the creditor, state the child’s initials and the name and

address of the child’s parent or guardian, such as “A.B., a minor child by John Doe, guardian.” Do not disclose the child’s name. See 11 U.S.C. §

112. and Fed. R. Bankr. P. 1007(m). If all secured creditors will not fit on this page, use the continuation sheet provided.

If any entity other than a spouse in a joint case may be jointly liable on a claim, place an “X” in the column labeled “Codebtor,” include the

entity on the appropriate schedule of creditors, and complete Schedule H – Codebtors. If a joint petition is filed, state whether the husband, wife,

both of them, or the marital community may be liable on each claim by placing an “H,” “W,” “J,” or “C” in the column labeled “Husband, Wife,

Joint, or Community.”

If the claim is contingent, place an “X” in the column labeled “Contingent.” If the claim is unliquidated, place an “X” in th e column

labeled “Unliquidated.” If the claim is disputed, place an “X” in the column labeled “Disputed.” (You may need to place an “X ” in more than one of

these three columns.)

Total the columns labeled “Amount of Claim Without Deducting Value of Collateral” and “Unsecured Portion, if Any” in the boxes

labeled “Total(s)” on the last sheet of the completed schedule. Report the total from the column labeled “Amount of Claim Wit hout Deducting Value

of Collateral” also on the Summary of Schedules and, if the debtor is an individual with primarily consumer debts, report the total from the column

labeled “Unsecured Portion, if Any” on the Statistical Summary of Certain Liabilities and Related Data.

x Check this box if debtor has no creditors holding secured claims to report on this Schedule D.

CREDITOR'S NAME AND

MAILING ADDRESS

INCLUDING ZIP CODE AND

AN ACCOUNT NUMBER

(See instructions above.)

CO

DE

BT

OR

HU

SB

AN

D,

WIF

E,

JO

INT

, O

R

CO

MM

UN

ITY

DATE CLAIM WAS

INCURRED,

NATURE OF LIEN,

AND

DESCRIPTION

AND VALUE OF

PROPERTY

SUBJECT TO LIEN

CO

NT

ING

EN

T

UN

LIQ

UID

AT

ED

DIS

PU

TE

D

AMOUNT OF CLAIM

WITHOUT DEDUCTING

VALUE OF

COLLATERAL

UNSECURED

PORTION, IF

ANY

ACCOUNT NO.

VALUE $

ACCOUNT NO.

VALUE $

ACCOUNT NO.

VALUE $

0 continuation sheets attached

Subtotal ►

(Total of this page)

$ 0.00 $0.00

Total ►

(Use only on last page)

$ 0.00

$0.00

(Report also on Summary of

Schedules.)

(If applicable, report

also on Statistical

Summary of Certain Liabilities and Related

Data.)


B6E (Official Form 6E) (04/10)


Debtor (if known)

SCHEDULE E - CREDITORS HOLDING UNSECURED PRIORITY CLAIMS

A complete list of claims entitled to priority, listed separately by type of priority, is to be set forth on the sheets provided. Only holders of

unsecured claims entitled to priority should be listed in this schedule. In the boxes provided on the attached sheets, state the name, mailing address,

including zip code, and last four digits of the account number, if any, of all entities holding priority claims against the debtor or the property of the

debtor, as of the date of the filing of the petition. Use a separate continuation sheet for each type of priority and label each with the type of priority.

The complete account number of any account the debtor has with the creditor is useful to the trustee and the creditor and may be provided if the

debtor chooses to do so. If a minor child is a creditor, state the child’s initials and the name and address of the child’s parent or guardian, such as

“A.B., a minor child by John Doe, guardian.” Do not disclose the child’s name. See 11 U.S.C. § 112. and Fed. R. Bankr. P. 1007(m).

If any entity other than a spouse in a joint case may be jointly liable on a claim, place an "X" in the column labeled "Codebtor," include the

entity on the appropriate schedule of creditors, and complete Schedule H-Codebtors. If a joint petition is filed, state whether the husband, wife, both

of them, or the marital community may be liable on each claim by placing an "H," "W," "J," or "C" in the column labeled "Husband, Wife, Joint, or

Community." If the claim is contingent, place an "X" in the column labeled "Contingent." If the claim is unliquidated, place an "X" in the column

labeled "Unliquidated." If the claim is disputed, place an "X" in the column labeled "Disputed." (You may need to place an "X" in more than one of

these three columns.)

Report the total of claims listed on each sheet in the box labeled "Subtotals" on each sheet. Report the total of all claims listed on this Schedule

E in the box labeled “Total” on the last sheet of the completed schedule. Report this total also on the Summary of Schedules.

Report the total of amounts entitled to priority listed on each sheet in the box labeled "Subtotals" on each sheet. Report the total of all amounts

entitled to priority listed on this Schedule E in the box labeled “Totals” on the last sheet of the completed schedule. Individual debtors with

primarily consumer debts report this total also on the Statistical Summary of Certain Liabilities and Related Data.

Report the total of amounts not entitled to priority listed on each sheet in the box labeled “Subtotals” on each sheet. Report the total of all

amounts not entitled to priority listed on this Schedule E in the box labeled “Totals” on the last sheet of the completed schedule. Individual debtors

with primarily consumer debts report this total also on the Statistical Summary of Certain Liabilities and Related Data.

x Check this box if debtor has no creditors holding unsecured priority claims to report on this Schedule E.

TYPES OF PRIORITY CLAIMS (Check the appropriate box(es) below if claims in that category are listed on the attached sheets)

Domestic Support Obligations

Claims for domestic support that are owed to or recoverable by a spouse, former spouse, or child of the debtor, or the parent, legal guardian, or

responsible relative of such a child, or a governmental unit to whom such a domestic support claim has been assigned to the extent provided in

11 U.S.C. § 507(a)(1).

Extensions of credit in an involuntary case

Claims arising in the ordinary course of the debtor's business or financial affairs after the commencement of the case but before the earlier of the

appointment of a trustee or the order for relief. 11 U.S.C. § 507(a)(3).

Wages, salaries, and commissions

Wages, salaries, and commissions, including vacation, severance, and sick leave pay owing to employees and commissions owing to qualifying

independent sales representatives up to $11,725* per person earned within 180 days immediately preceding the filing of the original petition, or the

cessation of business, whichever occurred first, to the extent provided in 11 U.S.C. § 507(a)(4).

Contributions to employee benefit plans

Money owed to employee benefit plans for services rendered within 180 days immediately preceding the filing of the original petition, or the

cessation of business, whichever occurred first, to the extent provided in 11 U.S.C. § 507(a)(5).


B6E (Official Form 6E) (04/10) – Cont.


Debtor (if known)

Certain farmers and fishermen

Claims of certain farmers and fishermen, up to $5,775* per farmer or fisherman, against the debtor, as provided in 11 U.S.C. § 507(a)(6).

Deposits by individuals

Claims of individuals up to $2,600* for deposits for the purchase, lease, or rental of property or services for personal, family, or household use,

that were not delivered or provided. 11 U.S.C. § 507(a)(7).

Taxes and Certain Other Debts Owed to Governmental Units

Taxes, customs duties, and penalties owing to federal, state, and local governmental units as set forth in 11 U.S.C. § 507(a)(8).

Commitments to Maintain the Capital of an Insured Depository Institution

Claims based on commitments to the FDIC, RTC, Director of the Office of Thrift Supervision, Comptroller of the Currency, or Board of

Governors of the Federal Reserve System, or their predecessors or successors, to maintain the capital of an insured depository institution. 11 U.S.C.

§ 507 (a)(9).

Claims for Death or Personal Injury While Debtor Was Intoxicated

Claims for death or personal injury resulting from the operation of a motor vehicle or vessel while the debtor was intoxicated from using alcohol, a

drug, or another substance. 11 U.S.C. § 507(a)(10).

* Amounts are subject to adjustment on April 1, 2010, and every three years thereafter with respect to cases commenced on or after the date of

adjustment.

0 continuation sheets attached


B6F (Official Form 6F) (04/10)

In re SHENGDATECH, INC. , Case No. 11-52649 (BTB) Debtor (if known)

SCHEDULE F - CREDITORS HOLDING UNSECURED NONPRIORITY CLAIMS

State the name, mailing address, including zip code, and last four digits of any account number, of all entities holding unsecured claims without priority against

the debtor or the property of the debtor, as of the date of filing of the petition. The complete account number of any account the debtor has with the creditor is

useful to the trustee and the creditor and may be provided if the debtor chooses to do so. If a minor child is a creditor, state the child’s initials and the name and

address of the child’s parent or guardian, such as “A.B., a minor child by John Doe, guardian.” Do not disclose the child’s name. See 11 U.S.C. § 112. and Fed. R.

Bankr. P. 1007(m). Do not include claims listed in Schedules D and E. If all creditors will not fit on this page, use the continuation sheet provided.

If any entity other than a spouse in a joint case may be jointly liable on a claim, place an "X" in the column labeled "Codebtor," include the entity on the

appropriate schedule of creditors, and complete Schedule H - Codebtors. If a joint petition is filed, state whether the husband, wife, both of them, or the marital

community may be liable on each claim by placing an "H," "W," "J," or "C" in the column labeled "Husband, Wife, Joint, or Community."

If the claim is contingent, place an "X" in the column labeled "Contingent." If the claim is unliquidated, place an "X" in the column labeled "Unliquidated."

If the claim is disputed, place an "X" in the column labeled "Disputed." (You may need to place an "X" in more than one of these three columns.)

Report the total of all claims listed on this schedule in the box labeled "Total" on the last sheet of the completed schedule. Report this total also on the

Summary of Schedules and, if the debtor is an individual with primarily consumer debts, report this total also on the Statistical

Summary of Certain Liabilities and Related Data..

Check this box if debtor has no creditors holding unsecured claims to report on this Schedule F.

CREDITOR'S NAME,

MAILING ADDRESS

INCLUDING ZIP CODE,

AND ACCOUNT NUMBER


CO

DE

BT

OR

HU

SB

AN

D,

WIF

E,

JOIN

T,

OR

CO

MM

UN

ITY

DATE CLAIM WAS

INCURRED AND

CONSIDERATION FOR

CLAIM.

IF CLAIM IS SUBJECT TO

SETOFF, SO STATE.

C

ON

TIN

GE

NT

UN

LIQ

UID

AT

ED

DIS

PU

TE

D

AMOUNT OF

CLAIM

ACCOUNT NO.

INTERCOMPANY CLAIM

X X X

UNDETERMINED

ANHUI CHAODONG

NANOMATERIALS SCIENCE AND TECHNOLOGY CO., LTD.

NO. 168 ZHAOGUANG EAST

ROAD HANSHAN

ANHUI PROVINCE, 245000 CHINA

ACCOUNT NO.

TRADE PAYABLE

X

516,363.09

CADWALADER, WICKERSHAM &

TAFT LLP ONE WORLD FINANCIAL CENTER

NEW YORK, NY 10281

ACCOUNT NO.

TRADE PAYABLE

11,039.09

CCG INVESTOR RELATIONS PARTNERS LLC

10960 WISHIRE BOULEVARD

SUITE 2050 LOS ANGELES, CA 90024

Subtotal ► $ 527,402.18

10 continuation sheets attached Total ► (Use only on last page of the completed Schedule F.)

(Report also on Summary of Schedules and, if applicable, on the Statistical Summary of Certain Liabilities and Related Data.)

$


B6F (Official Form 6F) (04/10) – Cont.


Debtor (if known)

SCHEDULE F - CREDITORS HOLDING UNSECURED NONPRIORITY CLAIMS (Continuation Sheet)

CREDITOR'S NAME,

MAILING ADDRESS

INCLUDING ZIP CODE,

AND ACCOUNT NUMBER


CO

DE

BT

OR

HU

SB

AN

D,

WIF

E,

JOIN

T,

OR

CO

MM

UN

ITY

DATE CLAIM WAS

INCURRED AND

CONSIDERATION FOR

CLAIM.


SETOFF, SO STATE.

CO

NT

ING

EN

T

UN

LIQ

UID

AT

ED

DIS

PU

TE

D

AMOUNT OF

CLAIM

ACCOUNT NO.

CONTINGENT LITIGATION

CLAIM

X X X

UNDETERMINED

CHEN, ANDREW WEIWEN C/O UNIT 2003, EAST TOWER

ZHONG RONG HENG RUI

INTERNATIONAL PLAZA 620 ZHANG YANG ROAD,

PUDONG DISTRICT

SHANGHAI, 200122 CHINA

ACCOUNT NO.

CONTINGENT CLAIMS

X X X

UNDETERMINED

CHEN, XIANGZHI SHANDONG HAIZE

NANOMATERIALS CO LTD

YOUTH PIONEER PARK, TAI'AN ECONOMIC & TECH.

TAI'AN CITY

SHANGDONG PROVINCE, 271000 CHINA

ACCOUNT NO.


CLAIM

X X X

UNDETERMINED

CORWIN, ROBERT C/O ROY JACOBS & ASSOCIATES

ATTN: ROY L. JACOBS

60 EAST 42ND STREET, 6TH FLOOR

NEW YORK, NY 10165

Sheet no. 1 of 10 continuation sheets

attached to Schedule of Creditors Holding

Unsecured Nonpriority Claims

Subtotal ► $ 0.00

Total ►

(Use only on last page of the completed Schedule F.)

(Report also on Summary of Schedules and, if applicable, on the Statistical

Summary of Certain Liabilities and Related Data.)

$




Debtor (if known)


CREDITOR'S NAME,

MAILING ADDRESS

INCLUDING ZIP CODE,

AND ACCOUNT NUMBER


CO

DE

BT

OR

HU

SB

AN

D,

WIF

E,

JOIN

T,

OR

CO

MM

UN

ITY

DATE CLAIM WAS

INCURRED AND

CONSIDERATION FOR

CLAIM.


SETOFF, SO STATE.

CO

NT

ING

EN

T

UN

LIQ

UID

AT

ED

DIS

PU

TE

D

AMOUNT OF

CLAIM

ACCOUNT NO.

TRADE PAYABLE

4,900.00

DONOHOE ADVISORY

ASSOCIATES, LLC

ATTN: DAVID DONOHOE 9901 BELWARD CAMPUS DRIVE

SUITE 175

ROCKVILLE, MD 20850

ACCOUNT NO.

INTERCOMPANY CLAIM

X X X

UNDETERMINED

FAITH BLOOM LIMITED

CCS TRUSTEES LIMITED 263 MAIN STREET

PO BOX 2196

ROAD TOWN TORTOLA, VIRGIN ISLANDS

(BRITISH)

ACCOUNT NO.

CONTINGENT CLAIMS

X X X

UNDETERMINED

GUO, ANHUI

C/O UNIT 2003, EAST TOWER ZHONG RONG HENG RUI

INTERNATIONAL PLAZA

620 ZHANG YANG ROAD, PUDONG DISTRICT


Sheet no. 2 of 10 continuation sheets attached to Schedule of Creditors Holding


Subtotal ► $ 4,900.00

Total ►

(Use only on last page of the completed Schedule F.) (Report also on Summary of Schedules and, if applicable, on the Statistical


$




Debtor (if known)


CREDITOR'S NAME,

MAILING ADDRESS

INCLUDING ZIP CODE,

AND ACCOUNT NUMBER


CO

DE

BT

OR

HU

SB

AN

D,

WIF

E,

JOIN

T,

OR

CO

MM

UN

ITY

DATE CLAIM WAS

INCURRED AND

CONSIDERATION FOR

CLAIM.


SETOFF, SO STATE.

CO

NT

ING

EN

T

UN

LIQ

UID

AT

ED

DIS

PU

TE

D

AMOUNT OF

CLAIM

ACCOUNT NO.


CLAIM

X X X

UNDETERMINED

JOHNSON, ROBERT

C/O COOKSEY, TOOLEN, GAGE,

DUFFY & WOOG, P.C. 3930 HOWARD HUGHES

HIGHWAY, SUITE 200

LAS VEGAS, NV 89169

ACCOUNT NO.

CONTINGENT LITIGATION CLAIM

X X X

UNDETERMINED

KOMSKY, MICHAEL

C/O ALDRICH & BRYSON, LLP ATTN: JOHN P. ALDRICH, ESQ.

1601 SOUTH RAINBOW BLVD,

SUITE 160 LAS VEGAS, NV 89146

ACCOUNT NO.

TRADE PAYABLE

X X X

UNDETERMINED

KORN FERRY INTERNATIONAL

SUITE 2501

25/F, ONE CORPORATE AVENUE NO. 222 HUBIN ROAD

LUWAN DISTRICT




Subtotal ► $ 0.00

Total ►



$




Debtor (if known)


CREDITOR'S NAME,

MAILING ADDRESS

INCLUDING ZIP CODE,

AND ACCOUNT NUMBER


CO

DE

BT

OR

HU

SB

AN

D,

WIF

E,

JOIN

T,

OR

CO

MM

UN

ITY

DATE CLAIM WAS

INCURRED AND

CONSIDERATION FOR

CLAIM.


SETOFF, SO STATE.

CO

NT

ING

EN

T

UN

LIQ

UID

AT

ED

DIS

PU

TE

D

AMOUNT OF

CLAIM

ACCOUNT NO.

TRADE PAYABLE

X

632,702.00

KPMG LLP

8TH FLOOR, PRINCE'S BUILDING

10 CHATER ROAD PO BOX 50, GENERAL POST

OFFICE

CENTRAL HONG KONG, HONG KONG

ACCOUNT NO.


CLAIM

X X X

UNDETERMINED

MARLON FUND SICA V PLC C/O POMERANTZ HAUDEK

BLOCK GROSSMAN & GROSS LLP

ATTN: JEREMY A. LIEBERMAN, MARC I. GROSS & PATRICK V.

DAHLSTROM

100 PARK AVENUE, 26TH FLOOR NEW YORK, NY 10017

ACCOUNT NO.


CLAIM

X X X

UNDETERMINED

MATHES, ERIK S.

C/O KAPLAN FOX & KILSHEIMER

LLP ATTN: DONALD R. HALL JR.,

FREDERIC S. FOX, SR., HAE SUNG

NAM, IRINA KOBYLEVSKY 850 THIRD AVENUE, 14TH FLOOR

NEW YORK, NY 10022



Subtotal ► $ 632,702.00

Total ►



$




Debtor (if known)


CREDITOR'S NAME,

MAILING ADDRESS

INCLUDING ZIP CODE,

AND ACCOUNT NUMBER


CO

DE

BT

OR

HU

SB

AN

D,

WIF

E,

JOIN

T,

OR

CO

MM

UN

ITY

DATE CLAIM WAS

INCURRED AND

CONSIDERATION FOR

CLAIM.


SETOFF, SO STATE.

CO

NT

ING

EN

T

UN

LIQ

UID

AT

ED

DIS

PU

TE

D

AMOUNT OF

CLAIM

ACCOUNT NO.


CLAIM

X X X

UNDETERMINED

MCDERMOTT, TOM

C/O ROSEN LAW FIRM PA

ATTN: LAURENCE M. ROSEN 333 SOUTH GRAND AVENUE,

25TH FLOOR

LOS ANGELES, CA 90071

ACCOUNT NO.

TRADE PAYABLE

1,700.00

MICHAEL J. SIDOR & CO., INC.

527 S. MITCHELL AVE. ARLINGTON HEIGHTS, IL 60005-

1811

ACCOUNT NO.

CONTINGENT CLAIMS

X X X

UNDETERMINED

MUDD, A. CARL C/O FULBRIGHT & JAWORSKI

L.L.P.

ATTN: STEPHEN MARK DOLLAR

2200 ROSS AVENUE

SUITE 2800 DALLAS, TX 75201-2784


attached to Schedule of Creditors Holding Unsecured Nonpriority Claims

Subtotal ► $ 1,700.00

Total ►


(Report also on Summary of Schedules and, if applicable, on the Statistical


$




Debtor (if known)


CREDITOR'S NAME,

MAILING ADDRESS

INCLUDING ZIP CODE,

AND ACCOUNT NUMBER


CO

DE

BT

OR

HU

SB

AN

D,

WIF

E,

JOIN

T,

OR

CO

MM

UN

ITY

DATE CLAIM WAS

INCURRED AND

CONSIDERATION FOR

CLAIM.


SETOFF, SO STATE.

CO

NT

ING

EN

T

UN

LIQ

UID

AT

ED

DIS

PU

TE

D

AMOUNT OF

CLAIM

ACCOUNT NO.

CONTINGENT CLAIMS

X X X

UNDETERMINED

SAIDMAN, SHELDON B.

C/O FULBRIGHT & JAWORSKI

L.L.P. ATTN: STEPHEN MARK DOLLAR

2200 ROSS AVENUE

SUITE 2800 DALLAS, TX 75201-2784

ACCOUNT NO.


CLAIM

X X X

UNDETERMINED

SCHAUL, EDWARD J. C/O ROBBINS GELLER RUDMAN

& DOWD LLP

ATTN: SAMUEL H. RUDMAN & MARIO ALBA, JR.

58 SOUTH SERVICE ROAD, SUITE

200 MELVILLE, NY 11747

ACCOUNT NO.


CLAIM

X X X

UNDETERMINED

SCHWEIGER, MATTHEW

C/O ALDRICH & BRYSON, LLP

ATTN: JOHN P. ALDRICH, ESQ. 1601 SOUTH RAINBOW BLVD,

SUITE 160

LAS VEGAS, NV 89146



Subtotal ► $ 0.00

Total ►



$




Debtor (if known)


CREDITOR'S NAME,

MAILING ADDRESS

INCLUDING ZIP CODE,

AND ACCOUNT NUMBER


CO

DE

BT

OR

HU

SB

AN

D,

WIF

E,

JOIN

T,

OR

CO

MM

UN

ITY

DATE CLAIM WAS

INCURRED AND

CONSIDERATION FOR

CLAIM.


SETOFF, SO STATE.

CO

NT

ING

EN

T

UN

LIQ

UID

AT

ED

DIS

PU

TE

D

AMOUNT OF

CLAIM

ACCOUNT NO.

CONTINGENT CLAIM

X X X

UNDETERMINED

SECURITIES AND EXCHANGE

COMMISSION

LOS ANGELES REGIONAL OFFICE 11TH FLOOR

5670 WILSHIRE BOULEVARD

LOS ANGELES, CA 90036-3648

ACCOUNT NO.

INTERCOMPANY CLAIM

X X X

UNDETERMINED

SHAANXI HAIZE NANO-

MATERIAL CO., LTD. YANGYU TOWN

XIANYANG

QIAN COUNTY, 712000 CHINA

ACCOUNT NO.

INTERCOMPANY CLAIM

X X X

UNDETERMINED

SHANDONG BANSHENG CHEMICAL CO., LTD.

TAI'AN QINGCHUN

ENTREPRENEURIAL DEV ZONE TAI'AN

SHANDONG PROVINCE, 271000

CHINA



Subtotal ► $ 0.00

Total ►



$




Debtor (if known)


CREDITOR'S NAME,

MAILING ADDRESS

INCLUDING ZIP CODE,

AND ACCOUNT NUMBER


CO

DE

BT

OR

HU

SB

AN

D,

WIF

E,

JOIN

T,

OR

CO

MM

UN

ITY

DATE CLAIM WAS

INCURRED AND

CONSIDERATION FOR

CLAIM.


SETOFF, SO STATE.

CO

NT

ING

EN

T

UN

LIQ

UID

AT

ED

DIS

PU

TE

D

AMOUNT OF

CLAIM

ACCOUNT NO.

INTERCOMPANY CLAIM

X X X

UNDETERMINED

SHANDONG HAIZE NANO-

MATERIAL CO., LTD.

TAI'AN QINGCHUN ENTREPRENEURIAL DEV ZONE

TAI'AN

SHANDONG PROVINCE, 271000 CHINA

ACCOUNT NO.

6.5% NOTES DUE DECEMBER

2015

136,327,464.70

THE BANK OF NEW YORK MELLON

ATTN: GLOBAL CORPORATE

TRUST LEVEL 12, THREE PACIFIC PLACE

1 QUEEN'S ROAD EAST HONG

KONG

ACCOUNT NO.

6.0% NOTES DUE JUNE 2018

26,690,643.00


ATTN: GLOBAL CORPORATE

TRUST LEVEL 12, THREE PACIFIC PLACE

1 QUEEN'S ROAD EAST HONG

KONG



Subtotal ► $ 163,018,107.70

Total ►



$




Debtor (if known)


CREDITOR'S NAME,

MAILING ADDRESS

INCLUDING ZIP CODE,

AND ACCOUNT NUMBER


CO

DE

BT

OR

HU

SB

AN

D,

WIF

E,

JOIN

T,

OR

CO

MM

UN

ITY

DATE CLAIM WAS

INCURRED AND

CONSIDERATION FOR

CLAIM.


SETOFF, SO STATE.

CO

NT

ING

EN

T

UN

LIQ

UID

AT

ED

DIS

PU

TE

D

AMOUNT OF

CLAIM

ACCOUNT NO.


CLAIM

X X X

UNDETERMINED

TURNER, JAMES THOMAS

C/O ROBBINS GELLER RUDMAN

& DOWD LLP ATTN: SAMUEL H. RUDMAN &

MARIO ALBA, JR.

58 SOUTH SERVICE ROAD, SUITE 200

MELVILLE, NY 11747

ACCOUNT NO.


CLAIM

X X X

UNDETERMINED

YAW, DONALD D.

C/O ROBBINS GELLER RUDMAN

& DOWD LLP ATTN: SAMUEL H. RUDMAN &

MARIO ALBA, JR.

58 SOUTH SERVICE ROAD, SUITE 200

MELVILLE, NY 11747

ACCOUNT NO.

CONTINGENT CLAIMS

X X X

UNDETERMINED

ZHANG, DONGQUAN

SHANDONG PROVINCE PETROCHEMICAL INDUSTRY

ASSOCIATION

NO. 80 OF LISHAN ROAD SHANDONG PROVINCE

JINAN CITY, 250013 CHINA



Subtotal ► $ 0.00

Total ►



$




Debtor (if known)


CREDITOR'S NAME,

MAILING ADDRESS

INCLUDING ZIP CODE,

AND ACCOUNT NUMBER


CO

DE

BT

OR

HU

SB

AN

D,

WIF

E,

JOIN

T,

OR

CO

MM

UN

ITY

DATE CLAIM WAS

INCURRED AND

CONSIDERATION FOR

CLAIM.


SETOFF, SO STATE.

CO

NT

ING

EN

T

UN

LIQ

UID

AT

ED

DIS

PU

TE

D

AMOUNT OF

CLAIM

ACCOUNT NO.

INTERCOMPANY CLAIM

X X X

UNDETERMINED

ZIBO JAIZE NANO-MATERIAL

CO., LTD.

JIAHE INDUSTRY PARK NEW & HI-TECH ZONE

ZIBO

SHANDONG PROVINCE, 255000 CHINA

ACCOUNT NO.

ACCOUNT NO.

ACCOUNT NO.


attached to Schedule of Creditors Holding Unsecured Nonpriority Claims

Subtotal ► $ 0.00

Total ►


(Report also on Summary of Schedules and, if applicable, on the Statistical Summary of Certain Liabilities and Related Data.)

$ 164,184,811.88

+ Undetermined

Amounts


B6G (Official Form 6G) (04/10)

Page 1 of 4


Debtor (if known)

SCHEDULE G - EXECUTORY CONTRACTS AND UNEXPIRED LEASES

Describe all executory contracts of any nature and all unexpired leases of real or personal property. Include any timeshare interests.

State nature of debtor's interest in contract, i.e., "Purchaser," "Agent," etc. State whether debtor is the lessor or lessee of a lease. Provide

the names and complete mailing addresses of all other parties to each lease or contract described. If a minor child is a party to one of the

leases or contracts, state the child’s initials and the name and address of the child’s parent or guardian, such as “A.B., a minor child by John

Doe, guardian.” Do not disclose the child’s name. See 11 U.S.C. § 112. and Fed. R. Bankr. P. 1007(m).

Check this box if debtor has no executory contracts or unexpired leases.

NAME AND MAILING ADDRESS,

INCLUDING ZIP CODE,

OF OTHER PARTIES TO LEASE OR CONTRACT.

DESCRIPTION OF CONTRACT OR LEASE AND

NATURE OF DEBTOR'S INTEREST. STATE

WHETHER LEASE IS FOR NONRESIDENTIAL

REAL PROPERTY. STATE CONTRACT

NUMBER OF ANY GOVERNMENT CONTRACT.

CADWALADER WICKERSHAM & TAFT LAW

ONE WORLD FINANCIAL CENTER

NEW YORK, NY 10281

AGREEMENT



SUITE 2050


COMMON STOCK PURCHASE WARRANT



SUITE 2050


LETTER OF ENGAGEMENT

CONYERS, DILL & PEARMAN

2901 ONE EXCHANGE SQUARE

8 CONNAUGHT PLACE, CENTRAL HONG KONG

AGREEMENT

DEVRIES CONSULTING

8815 205th PL SW

EDMONDS, WA 98026-6654

LETTER AGREEMENT

DONOHOE ADVISORY ASSOCIATES, LLC

ATTN: DAVID DONOHOE

9901 BELWARD CAMPUS DRIVE

SUITE 175

ROCKVILLE, MD 20850

AGREEMENT

* THE DEBTOR IS UNABLE TO LOCATE A COPY OF THE AGREEMENT.


B6G (Official Form 6G) (04/10) – Cont.

Page 2 of 4


Debtor (if known)

SCHEDULE G - EXECUTORY CONTRACTS AND UNEXPIRED LEASES (Continuation Sheet)


INCLUDING ZIP CODE,







ERNST & YOUNG (CHINA) ADVISORY LIMITED

LEVEL 5, ERNST & YOUNG TOWER

ORIENTAL PLAZA

1 EAST CHANG AN AVE

DONG CHENG DISTRICT

BEIJING, 100738 CHINA

AGREEMENT


77 WACKER DRIVE

CHICAGO, IL 60601

AGREEMENT

HANSEN BARNETT & MAXWELL P.C.

5 TRIAD CENTER

SUITE 750

SALT LAKE CITY, UT 84180-1128


JUN HE LAW OFFICES

CHINA RESOURCES BUILDING

20TH FLOOR

8 JIANGUOMENBEI AVENUE


ENGAGEMENT AGREEMENT

KORN FERRY INTERNATIONAL

SUITE 2501

25/F, ONE CORPORATE AVENUE

NO. 222 HUBIN ROAD

LUWAN DISTRICT


AGREEMENT

MARCUM BERNSTEIN & PINCHUK LLP

7 PENN PLAZA

SUITE 830

NEW YORK, NY 10001


MUDD, A. CARL

C/O FULBRIGHT & JAWORSKI L.L.P.


2200 ROSS AVENUE

SUITE 2800

DALLAS, TX 75201-2784

DIRECTOR AGREEMENT




Page 3 of 4


Debtor (if known)



INCLUDING ZIP CODE,







O'MELVENY & MYERS LLP

37TH FLOOR

YIN TAI CENTRE, OFFICE TOWER

NO. 2 JIANGUOMENWAI AVENUE

CHAO YANG DISTRICT


LETTER AGREEMENT

PRICEWATERHOUSECOOPERS CONSULTING

26/F, OFFICE TOWER A

BEIJING FORTUNE PLAZA

7 DONGSANHUAN ZHONG ROAD

CHAOYANG DISTRICT


AGREEMENT

SAIDMAN, SHELDON B.

C/O FULBRIGHT & JAWORSKI L.L.P.


2200 ROSS AVENUE

SUITE 2800

DALLAS, TX 75201-2784

DIRECTOR AGREEMENT

SKADDEN, ARPS, SLATE, MEAGHER & FLOM

LLP

42/F, EDINBURGH TOWER, THE LANDMARK

15 QUEEN'S ROAD

CENTRAL HONG KONG

ENGAGEMENT AGREEMENT

SNELL & WILMER L.L.P.

HUGHES CENTER

3883 HOWARD HUGHES PARKWAY

SUITE 1100

LAS VEGAS, NV 89169-5958



ATTN: GLOBAL CORPORATE TRUST

LEVEL 12, THREE PACIFIC PLACE

1 QUEEN'S ROAD EAST HONG KONG

INDENTURE - 6% CONVERTIBLE SENIOR NOTES

DUE 2018


ATTN: GLOBAL CORPORATE TRUST

LEVEL 12, THREE PACIFIC PLACE

1 QUEEN'S ROAD EAST HONG KONG

INDENTURE - 6.5% CONVERTIBLE SENIOR NOTES

DUE 2015




Page 4 of 4


Debtor (if known)



INCLUDING ZIP CODE,







ZHANG, DONGQUAN

SHANDONG PROVINCE PETROCHEMICAL

INDUSTRY ASSOCIATION

NO. 80 OF LISHAN ROAD

SHANDONG PROVINCE

JINAN CITY, 250013 CHINA

DIRECTOR AGREEMENT*



B6H (Official Form 6H) (04/10)


Debtor (if known)

SCHEDULE H - CODEBTORS

Provide the information requested concerning any person or entity, other than a spouse in a joint case, that is also liable on any debts listed by

the debtor in the schedules of creditors. Include all guarantors and co-signers. If the debtor resides or resided in a community property state,

commonwealth, or territory (including Alaska, Arizona, California, Idaho, Louisiana, Nevada, New Mexico, Puerto Rico, Texas, Washington, or

Wisconsin) within the eight year period immediately preceding the commencement of the case, identify the name of the debtor's spouse and of any

former spouse who resides or resided with the debtor in the community property state, commonwealth, or territory. Include all names used by the

nondebtor spouse during the eight years immediately preceding the commencement of this case. If a minor child is a codebtor or a creditor, state the

child’s initials and the name and address of the child’s parent or guardian, such as “A.B., a minor child, by John Doe, guardian.” Do not disclose the

child’s name. See 11 U.S.C. § 112; Fed. Bankr. P. 1007(m).

x Check this box if debtor has no codebtors.

NAME AND ADDRESS OF CODEBTOR NAME AND ADDRESS OF CREDITOR



SDTHQ Schedules

Documents

official form

official form

official form

official form

world financial

primarily

pudong district

dowd llp attn