NCG200504_COMPLETE FILE - HISTORICAL_20160708

STORMWATER DIVISION CODING SHEET
NCG PERMITS
-PERMIT NO.
DOC TYPE
.HISTORICAL FILE
❑ MONITORING REPORTS
DOC DATE
❑ a O I LP 3-
YYYYM M DD

Energy, Mineral
and Land Resources
ENVIRONMENTAL QUALIFY
Mr. Nathan E. Pipkin
Foss Industrial Recycling, LLC
219 Watlington Industrial Drive
Reidsville, NC 27320
Dear Mr. Pipkin:
PAT MCCRORY
Gove1" or
DONALD R. VAN DER VAART
.`wwarl'
TRACY DAVIS
Ofreclor
RECE V ED
July 8, 2016 JUL 13 Z616
CENTRAL.. FILES
DWR SECTION
Subject: NPDES Stormwater Permit NCG200504
Foss Industrial Recycling, LLC
Formerly BP Greer Recycling, Inc.
Rockingham County
Division personnel received your request to revise your stormwater permit Certificate of
Coverage to accurately reflect your new company and/or facility name.
Please find enclosed the revised Certificate of Coverage. The terms and conditions contained
in the General Permit remain unchanged and in full effect. This revised Certificate of
Coverage is issued under the requirements of North Carolina General Statutes 143-215.1 and
the Memorandum of Agreement between North Carolina and the U.S. Environmental
Protection Agency.
If you have any questions or need further information, please contact the Stormwater
Permitting Program at [phone].
Sincerely,
- ICJ
for Tracy E. Da , P.E., CPM, Director
Division of Energy, Mineral and Land
Resources
cc: Winston-Salem Regional Office
�/ Stormwater Permitting Program Files
Y Central Files
State of North Carolina I Environmental Quality I Energy, Mineral and Land Resources
1612 Mail Service Center 1 512 North Salisbury Street I Raleigh, North Carolina 27699-1612
919 707 9220 T

STATE OF NORTH CAROLINA
DEPARTMENT OF ENVIRONMENTAL QUALITY
DIVISION OF ENERGY, MINERAL, AND LAND RESOURCES
GENERAL PERMIT NO. NCG200000
CERTIFICATE OF COVERAGE No. NCG200504
STORMWATER DISCHARGES
NATIONAL POLLUTANT DISCHARGE ELIMINATION SYSTEM
In compliance with the provision of North Carolina General Statute 143-215.1, other lawful
standards and regulations promulgated and adopted by the North Carolina Environmental
Management Commission, and the Federal Water Pollution Control Act, as amended,
Foss Industrial Recycling, LLC
is hereby authorized to discharge stormwater from a facility located at:
Foss Industrial Recycling, LLC
219 Watlington Industrial Drive
Reidsville
Rockingham County
to receiving waters designated as Little Troublesome Creek, a class WS-IV water, in the Cape
Fear River Basin, in accordance with the effluent limitations, monitoring requirements, and other
conditions set forth in Parts 1, II, Ill, and IV of General Permit No. NCG200000 as attached.
This certificate of coverage shall become effective July 8, 2016.
This Certificate of Coverage shall remain in effect for the duration of the General Permit.
Signed this day July 8, 2016.
for Tracy E. Davis, A.E., Director
Division of Energy, Mineral, and Land Resources
By the Authority of the Environmental Management Commission

Y Division of Energy, Mineral & Land Resources
r Land Quality Section/Stormwater Permitting
e` A National Pollutant Discharge Elimination System
FOR AGENCY USr: ONLY
Dale Received
Year
Wnlh
PERMIT NAMEIOWNERSHIP CHANGE FORM
i
[. r lease enter the permit number for which the change is requested.
NPDES Permit (or) Certificate of Coverage
% I a S 0 N C G 2 0 0 5 0 4
t/ I1. Permit status rior to requested change.
ta. Permit issued to (company name): BP Greer Recycling Inc.
1b. Person legally responsible for pennit:
First Ml Last
Title
Permit Holder Mailing Address
City Slate Zip
Pllotle Fax
c. Facility name (discharge): Watlington Ferrous_ Operations Facility _
d. Facility address: 219 Watlington Industrial Drive
Address
Reidsville NC 27320
City stale Zip
e. Facility contact person: ( }
First / Ml / Last Phone
ill. Please provide the' following for the requested change (revised permit).
a. Request for change is a result of: ® Change in ownership of the facility
❑ Name change of the facility or owner
!f othev please explain:
b. Permit issued to (company name): Foss Industrial Rec clin91 LLC
C. Person legally responsible for pennit: c' C' E .
71 g••• � � y Ilk First N11 Last
� ' -.V LJ
JAN 14 2016
STc,, PcRivilTTir`.t;
Title
219 Watlington Industrial Drive
wPcnnit Holder Mailing Address
Reidsville NC 27320
City slate Zip
Phone E-mail Address
d. Facility name (discharge): Foss Industrial Recycling, LLC
e. Facility address_ 219 Watlington Industrial Drive
Address
Reidsville NC 27320
City Statc Zip
f. Facility contact person: � ate; tQ Per- kaPr .
First L Ml� (+ East
(33(0 )3�(�.`lfrZ �l Pr�N151 �1 � iO5f Cer A 1C'1+'nT
Phone E-mail Address
IV. Permit contact information (if different from the person legally responsible for the pertnit)
Ramsed Jan, 27. 2014
CIO r--%

NPDES PERMIT NAME/OWNERSHIP CHANGE FORM
Page 2 of 2
Permit contact:
First Mt Last
Title
Mailing Address
City State Zip
( )
Phone E-mail Address
V. Will the permitted facility continue to conduct the same industrial activities conducted prior
to this ownership or name change?
® Yes
❑ No (please explain)
V1 Required Items: THIS APPLICATION WILT, BE RETURNED UNPROCESSED IF ITEMS
ARE INCOMPLETE OR MISSING:
❑ This completed application is required for both name change and/or ownership change
requests.
❑ Legal documentation of the transfer of ownership (such as relevant pages of a contract deed,
or a bill of sale) is required for an ownership change request. Articles of incorporation are
not sufficient for an ownership change.
The certifications below must be completed and signed by both the permit holder prior to the change, and
the new applicant in the case of an ownership change request. For a name change request, the signed
ppIicant's Certification is sufficient.
PERA41TTEE C TIFIa2=st
lder prior to ownership change):
1, 1 {, that this application for a name/ownership change has
been reviewed and is accurate and complete to the best of my knowledge. I understand that if ali required
parts of this application are not completed and that if all required supporting information is not included,
this application package will be returned as incomplete.
Signature
Date
APPLICANT CERTIFIC IVN
1, 0 CA- , attest that this application for a name/ownership change has
been reviewed and is accurate 6d complete to the best of my knowledge. I understand that if all required
parts of this application are not completed and that if all required supporting information is not included,
this applicatioz
will be returned as incomplete. r
Signature Date
PLEASE SEND THE COMPLETE APPLICATION PACKAGE TO:
Division of Energy, Mineral and Land Resources
Stormwater Permitting Program
1612 Mail Service Center
Raleigh, North Carolina 27699-1612
Revised Jan. 27, 2014

z�� g�v-0,5o 4
Ep
BILL OF SALE Jut 071016
D,�n'R
S]'pRMwq PER� QU4llr}•
This Bill of Sale and conveyance is made this the _ day of December, ZGF541§yNGnd
between B. P. Greer Recycling, Inc., Foss Industrial Recycling, LLC and its partial assignee Foss
Enterprises, Inc. pursuant to the Asset Purchase Agreement dated October 30, 2015.
WHEREAS, B. P. Greer Recycling, Inc. ("Seller" and/or "Debtor") filed a voluntary
petition under Title 11, Chapter 11 of the United States Code in the United States Bankruptcy
Court, Middle District of North Carolina (Case No. 15-11192) on October 30, 2015. As a result
thereof, Seller has been and continues to operate as a Debtor -In -Possession; and
WHEREAS, Thomas J. McGoldrick has been appointed by the Bankruptcy Court
pursuant to an Order entered on the 2nd day of November, 2015 as the Chief Restructuring
Officer of the Seller with full authority to act on behalf of the Seller including, but not limited to,
entering into Court approved conveyances of real and personal property of the Seller, a copy of
which order (Doc. 34) is attached hereto as Exhibit "A"; and
WHEREAS, Foss Industrial Recycling, LLC ("Purchaser") presented an offer to purchase
the assets of the Seller which was memorialized in an Asset Purchase Agreement dated
October 30, 2015 and for which the Seller sought, pursuant to a motion filed in Bankruptcy
Court on October 30, 2015 (the "Sale Motion," Doc. 5), an Order authorizing said sale and
ultimate closing and transfer of the property described herein by Seller to Purchaser; and
WHEREAS, the Court entered the order confirming and approving the sale and transfer
of the sale assets to the Purchaser free and clear of all liens, claims and encumbrances as set out
in the order entered December 15, 2015 (Doc. 70) (the "Sale Approval Order"), attached hereto
as Exhibit "B"; and
WHEREAS, the Asset Purchase Agreement provided that the Purchaser could assign its
rights under the Agreement and the Purchaser has elected to assign its rights with regard to the
purchase of the real property at 219 Watlington Drive, Reidsville, NC to Foss Enterprises, Inc.
917967v2

Si
THEREFORE, upon the consideration paid by Purchaser and its assignee and by and
through the authority given to Thomas J. McGoldrick, pursuant to the attached Orders,
McGoldrick on behalf of Seller does hereby sell, grant, convey, assign, transfer and set over to
Foss Enterprises, Inc. the real property listed on Exhibit "C", Schedule A-2 and to Purchaser all
of the remaining property of the Debtor as hereinafter described. This transfer is for the purpose
of transferring the complete and total ownership in said property both legal and equitable to said
Purchaser and Foss Enterprises, Inc., as their interests may appear, and to do so free and clear of
all liabilities, liens, encumbrances, and claims of interest as has been authorized by the Sale
Approval Order. The Assets being sold are set out in Exhibit "C" and listed as Schedules A-1
through A-6.
1. Except for the Excluded Assets listed in Section 1.2 of the Asset Purchase
Agreement, the property subject to this Bill of Sale is as follows:
a. All assets utilized in the Seller's full service recycling business including, but not
limited to, inventories, work in progress, prepaid expenses, deposits, furniture and fixtures,
machinery and equipment, intangibles, vehicles and any other assets used in the business
including those listed on Exhibit "A'' to the Asset Purchase Agreement the same being identified
and attached hereto as Exhibit "C" and containing Schedules A-1 through A-4 (See Schedule A-
1: Personal Property; Schedule A-2: Real Property; Schedule A-3: List of contracts; and
Schedule A-4: List of Insurance Policies) (the "Sale Assets") and the Sale Assets shall also
include, in addition thereto, the following:
b. All transferrable licenses, permits and other governmental authorizations of Seller
on Schedule A-5, if any, related to the Sale Assets;
C. All warranty rights and claims assertable against third party manufacturers of all
machinery, equipment, vehicles, trucks and trailers included within the Sale Assets;
2

d. All claims arising under any insurance policies for losses caused or occurring to
the Sale Assets between the execution of this Agreement and the Closing Date;
e. All books and records of Seller relating to the business operations of Seller with
respect to the Sale Assets. Purchaser shall retain such books and records for a period of no less
than three {3) years from the Closing Date and shall allow the Seller or its agents reasonable
access to the same during said time period; and
f. Any and all patents, trademarks, and other intellectual property owned by Seller
and listed on Schedule A-6 and any and all rights associated therewith to enforce, maintain or
otherwise preserve the same to the extent any are owned by Seller.
2. The Seller, shall execute, acknowledge and deliver or cause to be executed,
acknowledged or delivered to Purchaser, successor, or assigns, or its nominee or nominees any
and all other further deeds, acts, transfers, assignments, instruments, conveyances, and
assurances as the Purchaser may reasonably demand for the assuring of the conveyance of title as
contemplated herein. The Purchaser and its assignee are each the true owner of all rights, title
and interest in the transferred properties as described herein. This Agreement to cooperate is
binding upon the Seller whether the acts are required to be taken by the current Chief
Restructuring Officer or any successor in interest who acts on behalf of the Seller in the future
including a Bankruptcy Trustee.
3. This Bill of Sale and Conveyance is to the benefit of and shall bind the respective
parties to this instrument and their respective legal representatives, successors, and assigns.
SELLER
B.P. GREER RECYCLING, INC.
By:
Thomas J. McGoldrick
Title: Chief Restructuring Officer
3

PURCHASER
ACKNOWLEDGE RECEIPT OF SALE ASSETS:
FOSS INDUSTRIAL RECYCLING, LLC
By:
Name:
Title:
Manager
and
FOSS ENTERPRISES, INC.
By:
Name:
Title:
4

S
Case 15-11192 Doc 34 Filed 11/09/15 Page 1 of 5
SO ORDERED.® s
SIGNED this 9th day of November, 2015. Mer t4
CLC?j
UNITED STATES BANKRUPTCY JUDGE
IN THE UNITED STATES BANKRUPTCY COURT
FOR THE MIDDLE DISTRICT OF NORTH CAROLINA
GREENSBORO DIVISION
IN RE: )
B. P. GREER RECYCLING, INC. ) CASE NO. 15-11192
Chapter 11
Debtor. )
ORDER PURSUANT TO 11 U.S.C. § 543(d)(1) EXCUSING THE
RECEIVERICUSTODIAN FROM THE OBLIGATIONS REQUIRED
UNDER SECTION 543 AND FURTHER DESIGNATING
SAID RECEIVER TO ACT AS THE CHIEF RESTRUCTURING OFFICER
OF THE DEBTOR IN POSSESSION
THIS MATTER coming on to be heard and being heard on November 4, 2015, upon the
Debtor's M otion P ursuant t o I I U S.C. § 543( d)(1) R equesting t hat t he C ourt Excuse t he
Receiver/Custodian from the Obligations Required under Section 543 and to Further Designate
said Receiver to Act as the Fiduciary in Charge of the Debtor in Possession (the "Motion") [Docket
Number 7], and after due and proper notice to all parties and in consideration of the pleadings filed
and evidence presented, the Court makes the following Findings of Fact and Conclusions of Law:
The Debtor filed a voluntary petition under Title 11, Chapter 11 ofthe United States
Bankruptcy Code on October 30, 2015. As a result of that filing, the Debtor is acting as a debtor
in possession.

n
0ca1IVN90Lk-L*-MLO0PYV@E-* LaaaLO°FnLL-LV -11°c9LLLQVK6°Lk1♦°MLO°PYV80_♦ aaaLO°FnLL-LV 112
Case 15-11192 Doc 34 Filed 11/09/15 Page 2 of 5
2. This Court has jurisdiction over this matter pursuant to 28 U.S.C. §§ 157 and 1334
and 11 U.S.C. §§ 105, 361, 363, 364, 365, 506, 1107 and 1108.
3. This is a core proceeding pursuant to 11 U.S.C. § 105, and the Court may enter final
orders in response to this Motion.
4. The Debtor i s a North Carolina corporation with i is principal pl ace of business
located at 219 Watlington Drive, Reidsville, Rockingham County, North Carolina. The Debtor is
engaged in the business of buying and selling scrap metal for commercial use. The Debtor was
unable to pay debt obligations owed to Carolina Bank, which resulted in Carolina Bank initiating
a lawsuit in the General Court of Justice, Superior Court Division, of Guilford County, North
Carolina, against certain parties, including B. P. Greer Recycling, Inc. The complaint was filed
on or before June 15, 2015. As a result of that filing and by and with the consent of the Debtor's
owner and the other defendants, the Superior Court entered a Preliminary Injunction and appointed
Thomas J . M cGoldrick, CT P, C IRA, CD BV as R eceiver ( "Receivership O rder"). T he
Receivership Order was entered on June 15, 2015, and has been in effect since that date, and the
Receiver has continued to manage the affairs of the Debtor.
5. As a result of the Receivership Order, the Receiver took control of the Debtor and
has acted as its Chief Executive Officer, and has managed all of its operational and financial affairs
since his appointment. As a result, he is familiar with the Debtor's business operations, operational
history, financial history and current financial state. S aid party also has consulted with and is
familiar with the outstanding alleged secured debts owed by the Debtor including, but not limited
to, the substantial debt obligation owed to Carolina Bank.
6. In fulfilling his obligations the Receiver determined that the Debtor would not be
able to continue to operate in the ordinary course of business or maintain its operational affairs
without additional financing, and it did not appear that additional financing would be available.
Therefore, the Receiver, shortly after being appointed, initiated efforts to market the Debtor's
business and investigate the potential to sell substantially all its assets. As a result of those efforts,

Case 15-11192 Doc 34 Filed 11/09/15 Page 3 of 5
the Receiver has obtained an offer pre -petition for the purchase of certain described assets of the
Debtor. The offer contemplated the Debtor would file a petition for relief under Title 11, Chapter
I I of the United States Code, and for the offer to be deemed an opening bid at an auction sale
based upon certain preapproved sale procedures. Simultaneously with the filing of the Motion,
the Debtor filed appropriate pleadings seeking authority to accomplish the same.
7. The R eceiver h as s ubstantial ex perience r elating t o b usiness, m anagement o f
business and specifically, managing and assisting companies in financial difficulty. The Receiver
works for Anderson Bauman Tourtellot Vos & Co., which is a turnaround management company
that has substantial experience and resources available to it, as it relates to acting as a fiduciary in
control of a d ebtor-in-possession. T he R eceiver, ba sed upon hi s di rect a xperience w ith t his
Company and his overall experience in assisting financially troubled entities, is well positioned to
act as a fiduciary Chief Restructuring Officer of the Debtor, and it would be in the best interest of
the Debtor, its secured creditors, its unsecured creditors and all other parties in interest if this Court
allows the Receiver to continue as the party in charge of the operation of the Debtor in Possession.
Prior to the filing of the Chapter l 1 proceeding, the 100% owner of the Company, Brian P. Greer,
executed a Resolution on behalf of the corporation which granted the Receiver authority to file a
petition for relief under Chapter 11 and authority to continue to act as the fiduciary responsible for
the Debtor in Possession.
S. As a result of the filing of Motion and the request that the hearing be expedited, the
Court entered an Order on October 30, 2015, shortening the notice period for certain motions,
including the Motion pursuant to I I U S.C. § 54 3(d)(1) to allow for the matter to be heard on
November 4, 2015. There was no Objection filed by any party in interest opposing the Motion.
Charles M. Ivey, III, appeared for the Debtor, William P. Miller, the Bankruptcy Administrator
appeared, W illiam E . Burton, III and Neale T . Johnson appeared for C arolina Bank, S arah F .
Sparrow appeared for Foss Industrial Recycling, LLC ("Foss Industrial") and Foss Recycling, Inc.,
Holmes P. Harden appeared for Caterpillar Financial Services Corporation ("CFSC") and Tim
Nerhood appeared for G.R. Funding, LLC, Jeffrey F. Blum, Thomas Craig, Douglas A. Cruikshank,
Steven S. Helms, James E. Kjorlien, Quintium Private Opportunities Fund, L.P., Glenn S. Schafer,
Philip P. Vineyard, Jubilee Minerals, LLC, Thomas R. Williams, Thomas M. Young, Bruce M.

Case 15-11192 Doc 34 Filed 11/09/15 Page 4 of 5
Schafer and Carolina Financial Securities. (All such parties are hereinafter referred to collectively as
"G.R. Funding." Thomas S. Armour and Third Avenue Special Situations (Master) Fund, L.P. have
filed UCC Financing Statements, along with all other parties represented by Tim Nerhood but had
not retained him at the time of this hearing.)
9. The Debtor in Possession has requested and this Court approves the entry of a Sales
Order which will authorize the Debtor to sell a majority of its assets by means of an auction sale,
with t he S ales P rocedure be ing p redetermined by t his C ourt. F urthermore, t he Debtor h as
requested and the Court approves that the assets of the Debtor may be operated and leased by the
prospective purchaser, who will act as the initial Acceptable Bid at said auction. Both the sale and
the lease arrangement were negotiated by the Receiver, who has substantial knowledge concerning
these matters, as well as substantial knowledge relating to other parties who may have an interest
in participating as a b idder i n the sale. A s a result o f the Receiver's p repetition contacts and
involvement with the Debtor, good cause has been shown and it is in the best interest of the Debtor
for the Receiver to continue to act as fiduciary for the Debtor in Possession in the capacity of a
Chief Restructuring Officer through the closing of said sale, and for this matter to come before the
Court for reconsideration at a hearing to be set after the closing date on said sale.
10. The compensation to be paid to the Chief Restructuring Officer shall be based upon
an hourly rate of $375.00, which represents the normal hourly rate charged b y the Receiver in
similar matters to this Chapter 11 proceeding.
11. Pursuant to 11 U.S.C. § 543(d)(1) and after proper notice and hearing, it is herein
determined that Thomas J. McGoldrick is a "custodian," as that term is used in 11 U.S.C. § 543
and, as a result, this Court has authority to excuse compliance with the reporting and turnover
directives as contained in Section 543 that would be applicable to a custodian. This excuse of
compliance is being granted as a result of it being in the best interest of creditors and based upon
the Debtor, at the time of filing, appearing to be insolvent. Continued involvement of the Receiver
in this Chapter 1 I pr oceeding for the purpose of aiding and assisting in the completion of the
anticipated s ale will a id and assist in maximizing th e return for c reditors i n this m atter. T he

Case 15-11192 Doc 34 Filed 11/09/15 Page 5 of 5
designation of the Receiver as the fiduciary in charge shall be as Chief Restructuring Officer of
the Company.
Based upon the foregoing Findings of Fact and Conclusions of Law,
IT IS ORDERED, ADJUDGED AND DECREED pursuant to l 1 U.S.C. § 543 that:
1, Thomas J. M cGoldrick, a s R eceiver, s hall be excused f rom t he t urnover a nd
reporting requirements normally required of a custodian under Section 543; and
2. Said individual shall be designated as the Chief Restructuring Officer of the Debtor
Corporation upon the terms and conditions set forth herein, and shall act in that capacity on behalf
of the Debtor until further order of this Court; and
NOTICE IS HEREBY GIVEN
That the continuation of Thomas J. McGoldrick as Chief Restructuring Officer shall come
back on f or further consideration by this Court on J anuary 5, 2016, at 9: 30 a.m., in
Courtroom Number 2, U.S. Bankruptcy Court, 101 South Edgeworth Street, Greensboro, North
Carolina 27401.
[END OF DOCUMENT]

Fol
EXHIBIT B
Case 15-11192 Doc 70 Filed 12/15/15 Page 1 of 21
SO ORDERED.
SIGNED this 15th day of December, 2015.
UNITED STATES BANKRUPTCY JUDGE
UNITED STATES BANKRUPTCY COURT
MIDDLE DISTRICT OF NORTH CAROLINA
GREENSBORO DIVISION
IN RE:
B.P. GREER RECYCLING, INC., Case No. 15-1 l 192
Chapter I
DEBTOR.
ORDER PURSUANT TO BANKRUPTCY CODE SECTIONS 105(a), 363, AND 365
APPROVING THE DEBTOR'S SALE OF CERTAIN ASSETS TO FOSS INDUSTRIAL
RECYCLING, LLC FREE AND CLEAR OF LIENS, CLAIMS, AND INTERESTS; (ii)
TRANSFERRING LIENS TO PROCEEDS OF SALE; AND (iii) AUTHORIZING THE
ASSUMPTION AND ASSIGNMENT OF CERTAIN EXECUTORY CONTRACTS
THIS CASE came before the Court on December 8, 2015, for the Final Hearing (the
"Sale Approval Hearing") on the motion dated October 30, 2015 filed by the above -captioned
debtor (the "Debtor"), for, among other things, entry of an order under 1 1 U.S.C. §§ 105(a), 363,
and 365 of the Bankruptcy Code (A) Authorizing and Scheduling an Auction at Which Debtor
Will Solicit Bids for the Sale of Its Assets; (B) Approving Procedures for Submission of
Competing Bids; (C) Approving Breakup Fee Provision; (D) Scheduling a Hearing to Consider
Approval of Such Sale after Bidding Process Has Been Completed; (E) Approving the Form and
Manner of Notice of Auction Procedures and Sale Hearing; (F) Authorizing the Opening Bid
Amount in Favor of Foss Industrial Recycling, LLC, (G) Authorizing the Sale of the Assets to be
Free and Clear of All Liens, Claims, Encumbrances and Other Claims of Interest and
916648v1

Case 15-11192 Doc 70 Filed 12/15/15 Page 2 of 21
Transferring Such Claims to the Proceeds of Sale; (H) Approving the Form of the Asset
Purchase Agreement; (1) Approving the Lease and Operating Management Agreement; and
(J) Granting Related Relief Including, if Necessary, a Hearing Under 1 1 U.S.C. § 506 (the "Sale
Motion").
At the Sale Approval Hearing, Charles M. Ivey, III appeared as counsel for the Debtor;
Sarah F. Sparrow appeared as counsel for Foss Industrial Recycling, LLC ("Purchaser" or "Foss
Industrial"); William E. Burton III appeared for Carolina Bank; and William P. Miller, the
Bankruptcy Administrator, appeared. The Court, having reviewed and considered: (i) the Sale
Motion; (ii) the arguments of counsel made; (iii) the evidence presented at the Sale Approval
Hearing and the initial hearing on the Sale Motion held November 4, 2015 (the "Initial Sale
Hearing") (collectively, the "Hearings"); and the Order pursuant to Sections 105(a), 363, 365,
and 1146 of the Bankruptcy Code (A) Authorizing and Scheduling an Auction at Which Debtor
Will Solicit Bids for the Sale of Its Assets; (B) Approving Procedures for Submission of
Competing Bids; (C) Approving Breakup Fee Provision; (D) Scheduling a Hearing to Consider
Approval of Such Sale after Bidding Process Has Been Completed; (E) Approving the Form And
Manner of Notice of Auction Procedures and Sale Hearing; (F) Authorizing the Opening Bid
Amount in Favor of Foss Industrial Recycling, LLC, (G) Authorizing the Safe of the Assets to
Be Free and Clear of All Liens, Claims, Encumbrances and Other Claims of Interest and
Transferring Such Claims to the Proceeds of Sale; (H) Approving the Form of the Asset
Purchase Agreement; (I) Approving the Lease and Operating Management Agreement; and
(J) Granting Related Relief including, if Necessary, a Hearing under 11 U.S.C. § 506 having
been entered on November 9, 2015, following the Initial Sale Hearing on November 4, 2015 (the
"Auction and Sales Procedures Order"); and it appearing that the relief requested in the Sale
2
916648vl

Case 15-11192 Doc 70 Filed 12/15/15 Page 3 of 21
Motion with regard to approval of the sale and transferring liens to proceeds is in the best
interests of the Debtor, its estate and creditors, and other parties in interest; and upon the record
of the Hearings in this bankruptcy case; and after due deliberation thereon; and good cause
appearing therefore, the Court hereby FINDS, DETERMINES, AND CONCLUDES THAT:
A. The findings and conclusions set forth herein constitute the Court's findings of
fact and conclusions of law pursuant to Fed. R. Bankr. P. ("Bankruptcy Rule") 7052, made
applicable to this proceeding pursuant to Bankruptcy Rule 9014.
B. To the extent any of the following findings of fact constitute conclusions of law,
they are adopted as such. To the extent any of the following conclusions of law constitute
findings of fact, they are adopted as such.
C. Capitalized terms used herein and not otherwise defined herein shall have the
meanings ascribed to them in the Asset Purchase Agreement,
D. The Court has jurisdiction over the Sale Motion and the transactions contemplated
by the Asset Purchase Agreement pursuant to 28 U.S.C. §§ 157 and 1334. This matter is a core
proceeding pursuant to 28 U.S.C. § 157(b)(2)(A) and (N). Venue of these cases and the Sale
Motion in this district is proper under 28 U.S.C. §§ 1408 and 1409.
E. The statutory predicates for the relief sought in the Sale Motion are sections 105,
363, and 365 of 11 U.S.C. §§ 101 et seq. (the "Bankruptcy Code"), and Bankruptcy Rules 2002,
6004, 6006, and 9014.
F. This Court entered the Auction and Sales Procedures Order on November 9, 2015,
and the Auction and Sales Procedures Order has become a final and non -appealable order, Due,
proper, timely, adequate, and sufficient notice of the Sale and Auction Procedures (as defined in
the Auction and Sales Procedures Order) has been given in accordance with the provisions of
3
9166480

Case 15-11192 Doc 70 Filed 12/15/15 Page 4 of 21
section 363(b) and (f) of the Bankruptcy Code and Bankruptcy Rules 2002 and 6004. No other or
further notice of the Sale and Auction Procedures is or shall be required.
G. As evidenced by the certificates of service previously filed with the Court, (i)
proper, timely, adequate, and sufficient notice of the Sale Motion, the Initial Sale Hearing, the
Sale, the Sale and Auction Procedures, the Sale Approval Hearing and the assumption and
assignment of the Assigned Contracts, and all the other transactions at issue in the Asset
Purchase Agreement (collectively, the "Transactions") has been provided in accordance with
sections 102(1), 363, and 365 of the Bankruptcy Code, Bankruptcy Rules 2002, 6004, and 9014,
(ii) such notice was good, sufficient, and appropriate under the particular circumstances, and (iii)
no other or further notice of the Sale Motion, the Initial Sale Hearing, the Sale, the Sale and
Auction Procedures, the Sale Approval Hearing, or the assumption and assignment of Assigned
Contracts is or shall be required.
H. The Debtor has complied with the Auction and Sales Procedures Order. No
objections to the Auction and Sales Procedures Order were filed, and none were raised at the
Hearings; however, some potential bidders requested clarification of certain procedures to
qualify as an Acceptable Bidder. Pursuant to the Debtor's motion, the Order in Aid of Order
Entered November 9, 2015 [Docket No. 33] and Amended November 10, 2015 [Docket No. 381,
was entered November 24, 2015 [Docket No. 58] clarifying certain dates and procedures to
qualify as an Acceptable Bidder. Steel Dynamics, Inc. qualified as an Acceptable Bidder. Foss
Industrial was found to be an Acceptable Bidder pursuant to the Auction and Sales Procedures
Order. Both Foss Industrial and Steel Dynamics, Inc. participated in the auction on December 4,
2015, and engaged in competitive bidding. The Initial Purchase Price in the Asset Purchase
Agreement as modified prior to the Initial Sale Hearing was $2,400,000, plus the agreement of
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the Purchaser to be responsible for rectifying the conditions described in the Notice of Violation
from the North Carolina Department of Waste Management, a copy of which is attached to the
Asset Purchase Agreement as Exhibit B (the "Notice of Violation"). The final bid price was
$3,350,000 (the "Purchase Price"), plus the agreement of the Purchaser to be responsible for
rectifying the Notice of Violation. The Purchase Price less the amount of the required deposit
shall be paid in cash at Closing in accordance with the terms of the Asset Purchase Agreement.
In accordance with the Asset Purchase Agreement, the Parties have agreed that the Purchase
Price will be allocated, for all state and federal tax purposes, $500,000 to the Real Property with
the balance to the other Sale Assets (as defined in the Asset Purchase Agreement and hereinafter
sometimes referred to as the "Assets").
1. As demonstrated by (i) the testimony and other evidence presented and proffered
at the Hearings, including the testimony of Thomas J. McGoldrick, the Debtor's Chief
Restructuring Officer, and (ii) the representations of counsel made on the record at the Hearings,
the Debtor has fully marketed the Assets and the Assigned Contracts.
J. Through marketing efforts which began pre -petition and a competitive marketing
and sale process post -petition over a period of approximately five months, the Debtor and the
Chief Restructuring Officer afforded interested potential purchasers a full, fair, and reasonable
opportunity to make an offer to purchase the Debtor's assets.
K. The Seller, through its Chief Restructuring Officer, (i) has full corporate power
and authority to execute all documents contemplated by the Asset Purchase Agreement
(collectively, the "Sale Documents"), and the sale of the Assets by the Seller has been duly and
validly authorized by all necessary corporate action of the Seller, (ii) has all of the corporate
power and authority necessary to consummate all the Transactions contemplated by the Asset
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Purchase Agreement, (iii) has taken all corporate action necessary to authorize and approve the
Asset Purchase Agreement and the consummation by the Seller of the Transactions contemplated
thereby, and (iv) needs no consents or approvals, other than those expressly provided for in the
Asset Purchase Agreement and of this Court, to consummate such Transactions.
L. The Debtor has demonstrated and proven to the satisfaction of this Court good,
sufficient, and sound business purpose and justification for the Sale and the other Transactions
contemplated by the Asset Purchase Agreement and this Order, pursuant to section 363(b) of the
Bankruptcy Code. Exigent circumstances and sound business reasons exist for the Seller's sale of
the Assets pursuant to the Asset Purchase Agreement. Entry into the Asset Purchase Agreement
and consummation of the Transactions contemplated thereby constitute the exercise by the Seller
of sound business judgment and such acts are in the best interests of the Seller, its estate, and
creditors. The Court finds that the Seller has articulated good and sufficient business reasons
justifying the Sale of the Sale Assets pursuant to sections 105 and 363 of the Bankruptcy Code.
Such business reasons include, but are not limited to, the facts that (a) the Asset Purchase
Agreement constitutes the highest or best offer for the Sale Assets; (b) the Asset Purchase
Agreement and the closing thereon will present the best opportunity to realize the value of the
Assets; (c) the consideration provided by the Purchaser for the purchase of the Assets pursuant to
the Asset Purchase Agreement exceeds what the Debtor would be able to realize in a liquidation
of the Assets; and (d) the Debtor has insufficient funds and revenue to continue operations or to
rectify the Notice of Violation.
M. The Asset Purchase Agreement must be approved and consummated promptly in
order to maximize the return to creditors in this bankruptcy case.
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N. The Asset Purchase Agreement and the Transactions contemplated by the Asset
Purchase Agreement were negotiated and have been and are undertaken by the Seller and the
Purchaser at arm's length, without collusion or fraud, and in good faith within the meaning of
section 363(m) of the Bankruptcy Code. As a result of the foregoing, the Seller and the Purchaser
are entitled to the protections of section 363(m) of the Bankruptcy Code.
O. The Purchase Price to be paid by Purchaser for the Assets, including the
agreement to be responsible for rectifying the Notice of Violation, is fair and reasonable and
constitutes reasonably equivalent value and fair consideration under the Bankruptcy Code and
under the laws of the United States and applicable non -bankruptcy law. The Asset Purchase
Agreement was not entered into for the purpose of hindering, delaying, or defrauding creditors.
P. At the Sale Approval Hearing, counsel for the Debtor and counsel for Purchaser
were present. Counsel represented on the record that no adjustments to the Purchase Price were
necessary under the terms of the Asset Purchase Agreement or otherwise. Counsel for the Debtor
further represented that no further contingencies existed which might affect the net value from
the Sale recognized by the estate.
Q. The aggregate consideration provided by the Purchaser for the Assets pursuant to
the Asset Purchase Agreement and the assignment of the Assigned Contracts thereunder (i) is
fair and reasonable, (ii) is the highest and best offer for the Assets and the Assigned Contracts,
and (iii) will provide a greater recovery for the Debtor's creditors than would be provided by any
other practical, available alternative. The terms and conditions of the Asset Purchase Agreement
are also fair and reasonable. A sale of the Assets other than one free and clear of interests would
impact materially and adversely on the Seller's bankruptcy estate and would yield substantially
less value for the Seller's estate. Therefore, the Sale contemplated by the Asset Purchase
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Agreement is in the best interests of the Seller and its estate, creditors, and other parties in
interest and is an exercise of its sound business judgment, as the entry of this Order and the
approval of (a) the Sale of the Assets and the (b) assumption and assignment of the Assigned
Contracts to the Purchaser under the Asset Purchase Agreement, pursuant to sections 363(b),
363(f), and 365 of the Bankruptcy Code, are necessary and appropriate to maximize the value of
the Debtor's estates. In addition, the relief requested in the Sale Motion (including, without
limitation, the approval of the Asset Purchase Agreement, the Sale pursuant to section 363(b) of
the Bankruptcy Code, and the other Transactions) is a necessary and appropriate step toward
enabling the Debtor to successfully conclude this Chapter 1 1 case and is otherwise in the best
interests of the Debtor, its creditors, its estate, and all other parties in interest in this case.
R. A reasonable opportunity to object or be heard with respect to the Sale Motion
and the relief requested therein has been afforded to all interested persons and entities, including-
(i) the United States Bankruptcy Administrator; (ii) counsel for the Purchaser; (iii) all
counterparties to the Assigned Contracts; (iv) all entities known to the Debtor to have expressed
an interest in a transaction with respect to the Assets during the last nine months; (v) all parties
that have requested notice pursuant to Bankruptcy Rule 2002; and (vi) all other known creditors
and equity interest holders.
S. The transfer of the Assets to the Purchaser will be a legal, valid, and effective
transfer of the Sale Assets, and, except as otherwise set forth in the Asset Purchase Agreement,
will vest the Purchaser with all right, title, and interest of the Seller to the Sale Assets free and
clear of all liens, claims, rights, interests and encumbrances of any kind or nature whatsoever,
including but not limited to (i) those that purport to give to any parry a right or option to effect
any forfeiture, modification, right of first refusal, or termination of the Seller's or the Purchaser's
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interest in the Assets, or any similar rights, (ii) those relating to taxes arising under or out of, in
connection with, or in any way relating to the operation of the Assets prior to the Closing, and
(iii) (A) all mortgages, deeds of trust, security interests, conditional sale or other title retention
agreements, pledges, liens, judgments, demands, encumbrances, rights of first refusal, or charges
of any kind or nature, if any, including, but not limited to, any restriction on the use, transfer,
receipt of income or other exercise of any attributes of ownership and (B) all debts arising in any
way in connection with any agreements, acts, or failures to act, of any of the Seller or any of the
Seller's predecessors or affiliates, claims (as that term is defined in the Bankruptcy Code),
obligations, liabilities, demands, guaranties, options, rights, contractual or other commitments,
restrictions, interests, and matters of any kind and nature, whether known or unknown,
contingent or otherwise, whether arising prior to or subsequent to the commencement of this case
pursuant to Chapter II of the Bankruptcy Code, and whether imposed by agreement,
understanding, law, equity or otherwise, including but not limited to claims otherwise arising
under doctrines of successor liability (collectively, "Interests"), other than the Assumed
Liabilities as provided in the Asset Purchase Agreement. All such Interests either will be
satisfied at closing of the Sale, or shall be solely preserved in, and transferred to, the proceeds of
the sale.
T. The Purchaser would not have entered into the Asset Purchase Agreement and
would not consummate the transactions contemplated thereby, thus adversely affecting the
Seller, its estate, and its creditors, if the sale of the Assets to the Purchaser and the assignment of
the Assigned Contracts were not free and clear of all Interests of any kind or nature whatsoever
(other than as set forth in the Asset Purchase Agreement), or if the Purchaser would, or in the
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future could, be liable for any of the Interests (including without limitation all Excluded
Liabilities as defined in the Asset Purchase Agreement).
U. The Seller may sell the Assets free and clear of all Interests of any kind or nature
whatsoever (except for the Assumed Liabilities), including but not limited to those below,
because, in each case, the standards set forth in section 363(f) of the Bankruptcy Code have been
satisfied as further described in the Auction and Sales Procedures Order.
1. As of Petition Date, Carolina Bank claimed a secured interest in the
Debtor's real property including the Sale Asset of 219 Watlington Drive,
aka 219 Watlington Industrial Drive, Reidsville, Rockingham County, NC
described in the Asset Purchase Agreement. Carolina Bank's Deed of
Trust, recorded August 30, 2013, is at Book 1462, Page 1522,
Rockingham County Registry, NC and the Assignment of Rents, recorded
August 30, 2013, is at Book 1462, Page 1546, Rockingham County
Registry, NC. Carolina Bank also has recorded a UCC Fixture Financing
Statement recorded in Book 1462, Page 1561 and has filed UCC's with
the North Carolina Secretary of State. Carolina Bank has consented to the
sale of the Sale Assets and pursuant to Section 363(f)(2) its liens on the
Sale Assets may be transferred to the proceeds of sale. To the extent
Carolina Bank holds a lien on real property which is an Excluded Asset,
Carolina Bank's lien survives. Carolina Bank agrees to take such action
as necessary to release its lien on the Sale Assets including the real
property.
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2. G.R. Funding, LLC claims a secured interest against certain of the
Debtor's assets. G.R. Funding, LLC filed a judgment in the principal
amount of $600,000 plus interest on or about July 15, 2015 against the
Debtor in Rockingham County, North Carolina, and it may claim a
secured interest pursuant to other documents including a filed UCC
Financing Statement for itself and/or certain parties more particularly
identified in the Auction and Sales Procedures Order (all collectively
"G.R. Funding"). G.R. Funding consented to the Sale and, in addition,
there exists a bona fide dispute as to whether G.R. Funding has a secured
claim and, if so, if it is properly perfected. This dispute exists by and
between the Debtor and G.R. Funding and Carolina Bank which asserts
that its lien is superior to any lien claim of G.R. Funding and/or any claim
that the Debtor could make as a result of avoiding said lien pursuant to the
Bankruptcy Code.
3. In addition, the following creditors may have security interest liens and/or
tax liens on equipment or real property owned by the Debtor and included
in the Sale Assets, and their claims of lien can be transferred to proceeds
of sale pursuant to I I U.S.C. §§ 363(f)(3) or (f)(4): Commercial Credit
Group, Inc.; Wells Fargo Equipment Finance Manufacturer Services
Group; and Rockingham County Tax Collector, The Purchase Price is
greater than the aggregate value of all liens in the Assets except to the
extent Carolina Bank's lien amount .exceeds the sale price and Carolina
Bank has consented to the sale.
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V. The Seller has demonstrated that it is an exercise of its sound business judgment
to assume and assign the Assigned Contracts to the Purchaser in connection with the
consummation of the Sale, and the assumption and assignment of the Assigned Contracts is in
the best interests of the Seller, its estate, and its creditors. The Assigned Contracts being assigned
to, and the Assumed Liabilities being assumed by, the Purchaser are an integral part of the Assets
being purchased by the Purchaser and, accordingly, such assumption and assignment of the
Assigned Contracts and the Assumed Liabilities are reasonable, enhance the value of the Seller's
estate, and do not constitute unfair discrimination.
W. On November 17, 2015, and consistent with, and pursuant to the Auction and
Sales Procedures Order, the Debtor filed its Motion to Assume One or More Leases and its
Motion to Reject One or More Leases (collectively, the "Executory Contract Motions") upon all
counterparties to executory contracts which the Debtor sought to assume and assign to any
potential Purchaser pursuant to the Asset Purchase Agreement. The Motion to Assume One or
More Leases, among other things, specifically identified and set forth each executory contract
which the Debtor sought to assume and assign and informed the parties that the Debtor was
seeking to identify if there was a cure amount for each such contract, and whether any defaults
existed. The Bankruptcy Noticing Center served a notice on all counter -parties that a hearing
would be held on these motions December S, 2015 at 2:00 p.m. at the Bankruptcy Court. No
party filed a written objection nor did any party orally object to the proposed assumption and
assignment of the Assigned Contracts at the Sale Approval Hearing or the hearing on these
motions. The motion provided that if there were a default it would be cured prior to assumption.
There has been no dispute that Purchaser will be able to perform under the assumed and assigned
contracts. The three leases or executory contracts the Debtor is authorized to assume and assign
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are the contracts with BDI Properties, Ernest Wheeley, and Leaf Capital Funding, LLC. This
Court by separate order will rule consistent with these findings on the Executory Contract
Motions. Thus, the Debtor has, to the extent necessary, satisfied the requirements of section
365(b)(1) and (f) of the Bankruptcy Code in connection with the sale, assumption, and
assignment of the Assigned Agreements, and shall upon the assignment thereof at the Closing, be
relieved from any liability for any breach of such Assigned Contracts or for any other obligations
thereunder.
X. Approval of the Asset Purchase Agreement and assumption and assignment of the
Assigned Contracts and consummation of the Sale of the Assets at this time are in the best
interests of Seller, its creditors, its estate, and other parties in interest.
Y. Time is of the essence in closing the Transactions, and the Seller and the
Purchaser intend to close the Sale and other Transactions as soon as possible. Authorizing the
sale of the Assets under section 363 of the Bankruptcy Code instead of through the plan
confirmation process is warranted and appropriate in this case due to the substantial price paid
for the Assets by Purchaser as well as the fact that Purchaser is a strategic purchaser of the
Assets and immediately requires the assimilation of the Assets into its business processes.
For all of the foregoing and after due deliberation, the Court ORDERS, ADJUDGES,
AND DECREES THAT:
1. The Sale Motion is granted, as further described herein.
2. All objections and responses concerning the Sale Motion, if any, are resolved in
accordance with the terms of this Order and as set forth in the record of the Hearings. To the
extent any such objections or responses were not otherwise withdrawn, waived, or settled, all
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such objections and all reservations of rights or relief requested therein, are hereby overruled and
denied with prejudice.
3. The Asset Purchase Agreement, and all of the terms and conditions thereof, the
Sale, and all other Transactions are hereby approved in all respects.
4. Pursuant to section 363(b) of the Bankruptcy Code, the Seller is authorized to
perform its obligations under, and comply with the terms of, the Asset Purchase Agreement, and
consummate the Sale and the other Transactions, pursuant to, and in accordance with, the terms
and conditions of the Asset Purchase Agreement.
5, The Seller is authorized to execute and deliver, and empowered to perform under,
consummate, and implement the Asset Purchase Agreement together with all additional
instruments and documents that may be reasonably necessary or desirable to implement the
Asset Purchase Agreement and to take all further actions as may be reasonably requested by the
Purchaser and provided for in the Asset Purchase Agreement for the purpose of assigning,
transferring, granting, conveying, and conferring to the Purchaser or reducing to possession, the
Sale Assets, or as may reasonably be necessary or appropriate to the performance of the
obligations as contemplated by the Asset Purchase Agreement.
6. This Order and the Asset Purchase Agreement shall be binding in all respects upon
all creditors (whether known or unknown) of the Seller, all non -debtor counterparties to the
Assigned Contracts, all successors and assigns of the Purchaser, the Seiler, and its affiliates and
subsidiaries (if any), the Assets, and any subsequent trustee(s) appointed in the Seller's Chapter
11 case or upon a conversion thereof to Chapter 7 under the Bankruptcy Code and shall not be
subject to rejection. Nothing contained in any Chapter 11 plan confirmed in this bankruptcy case
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or the confirmation order confirming any such Chapter 11 plan shall conflict with or derogate
from the provisions of the Asset Purchase Agreement or this Sale Order.
7. Except as expressly permitted or otherwise specifically provided for in the Asset
Purchase Agreement or this Sale Approval Order, pursuant to sections 105(a) and 363(f) of the
Bankruptcy Code, the Assets shall be transferred to the Purchaser at, and subject to and
conditioned upon, the Closing, and upon Closing shall be, free and clear of all Interests of any
kind or nature whatsoever, except for the Assumed Liabilities, with all such Interests of any kind
or nature whatsoever (except for the Assumed Liabilities) to attach to the net proceeds of the sale
in the order of their priority, with the same validity, force, and effect which they now have as
against the Assets, subject to any claims and defenses the Seller may possess with respect
thereto. Nothing in this Sale Approval Order shall relieve Purchaser of claims which arise
against it as the Operator under the Lease and Operating Management Agreement.
8. Except as expressly permitted or otherwise specifically provided by the Asset
Purchase Agreement or this Sale Order, all persons and entities, including, but not limited to, all
debt security holders, equity security holders, governmental, tax, and regulatory authorities,
lenders, employees, trade, and other creditors, holding Interests of any kind or nature whatsoever
(except for the Assumed Liabilities) against or in the Seller or the Assets (whether legal or
equitable, secured or unsecured, matured or unmatured, contingent or non -contingent, senior or
subordinated), arising under or out of, in connection with, or in any way relating to, the Seller,
the Assets, the operation of the Assets prior to the Closing, or the transfer of the Assets to the
Purchaser, are forever barred, estopped, and permanently enjoined from asserting against the
Purchaser, its successors or assigns, its property, or the Assets, such persons' or entities'
Interests.
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9. The transfer of the Assets to the Purchaser pursuant to the Asset Purchase
Agreement does not require any consents other than as specifically provided for in the Asset
Purchase Agreement and constitutes a legal, valid, and effective transfer of the Assets, and shall
vest the Purchaser with all right, title, and interest of the Seller in and to the Assets free and clear
of all Interests of any kind or nature whatsoever (except for the Assumed Liabilities).
10. Pursuant to sections 105(a), 363, and 365 of the Bankruptcy Code, and subject to
and conditioned upon the Closing, the Seller's assumption and assignment to the Purchaser of
the Assigned Contracts are approved and the requirements of section 365(b)(1) of the
Bankruptcy Code with respect thereto are deemed satisfied.
1 I. The Seller is authorized in accordance with sections 105(a), 363, and 365 of the
Bankruptcy Code: (a) to assume and assign to the Purchaser, conditioned and effective upon the
Closing of the Sale, the Assigned Contracts; and (b) to execute and deliver to the Purchaser such
documents or other instruments as may be necessary to assign and transfer the Assigned
Contracts (and any Assumed Liabilities associated therewith) to the Purchaser.
12. With respect to the Assigned Contracts: (a) the Assigned Contracts shall be
transferred and assigned to, and following the closing of the Sale shall remain in full force and
effect for the benefit of the Purchaser in accordance with their respective terms, notwithstanding
any provision in any such Assigned Contracts (including those of the type described in sections
365(b)(2) and (f) of the Bankruptcy Code) that prohibits, restricts, or conditions such assignment
or transfer and, pursuant to section 365(k) of the Bankruptcy Code, the Debtor shall be relieved
from any further liability with respect to the Assigned Contracts (or the Assumed Liabilities)
after such assignment to and assumption by the Purchaser; (b) each Assigned Contract is an
executory contract of the Seller under section 365 of the Bankruptcy Code; (c) the Seller may
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assume each Assigned Contract in accordance with section 365 of the Bankruptcy Code; (d) the
Seller may assign each Assigned Contract in accordance with sections 363 and 365 of the
Bankruptcy Code, and any provisions in any Assigned Contract that prohibit or condition the
assignment of such Assigned Contract, that require a consent, approval, waiver, notice, or
opinion from or to any party, or trigger any right of first refusal, right of first offer or co -sale, or
allow the party to such Assigned Contract to terminate, recapture, impose any penalty, condition
renewal or extension, or modify any term or condition upon the assignment of such Assigned
Contract, constitute unenforceable anti -assignment provisions that are void and of no force and
effect; (e) all other requirements and conditions under sections 363 and 365 of the Bankruptcy
Code for the assumption by the Seller and assignment to the Purchaser of each Assigned
Contract have been satisfied; and (f) upon Closing, in accordance with sections 363 and 365 of
the Bankruptcy Code, the Purchaser shall be fully and irrevocably vested in all right, title, and
interest of each Assigned Contract.
13. As set forth above, the Debtor has satisfied the requirements of the Bankruptcy
Code, including, without limitation, sections 365(b)(1) and (3) and 365(f)(2)(B), with respect to
the Assigned Contracts.
14. The Purchaser, as a result of its presale operation of the Debtor's assets, shall pay
any cure amounts pursuant to the terms of the Asset Purchase Agreement, the Executory
Contract Notice, and the Auction and Sales Procedures Order. The Assigned Contracts, upon
assignment to the Purchaser, shall be and shall be deemed valid and binding, in full force and
effect in accordance with their terms.
15. Any provision in any Assigned Agreement or any other agreement to which the
Debtor is a party that purports to declare a breach or default as a result of a change in control of
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the Business or requires the consent of a non -Debtor party is hereby deemed unenforceable under
section 365(f) of the Bankruptcy Code.
16. Except for any cure amounts or as otherwise specifically provided for in the Asset
Purchase Agreement, pursuant to sections 105(a), 363, and 365 of the Bankruptcy Code, all
parties to the Assigned Contracts are forever barred and enjoined from raising or asserting
against the Purchaser or the Debtor any assignment fee, default, breach, or claim of pecuniary
loss, or condition to assignment, arising under or related to the Assigned Contracts existing as of
the Closing under the Asset Purchase Agreement or arising by reason of the Closing under the
Asset Purchase Agreement.
17. After the Closing, the Seller and its estate shall have no further liabilities or
obligations with respect to any Assigned Contract, and all holders of such claims are forever
barred and estopped from asserting such claims against the Seller, its successors or assigns, its
property, its assets, or its estate.
18. The consideration provided by the Purchaser for the Assets under the Asset
Purchase Agreement shall be deemed to constitute reasonably equivalent value and fair
consideration under the Bankruptcy Code.
19. On the Closing of the Sale, each of the Seller's creditors is authorized and directed
to execute such documents and take all other actions as may be necessary to release its Interests
in the Assets, if any, as such interests may have been recorded or may otherwise exist.
20. This Sale Approval Order shall be effective as a determination: (a) that, on the
Closing, all Interests of any kind or nature whatsoever existing as to the Assets prior to the
Closing have been unconditionally released, discharged, and terminated (other than the Assumed
Liabilities); and (b) that the conveyances described herein have been effected.
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21. Except for the Assumed Liabilities or as expressly permitted or otherwise
specifically provided for in the Asset Purchase Agreement or this Sale Approval Order, the
Purchaser shall have no liability or responsibility for any liability or other obligation of the Seller
arising under or related to the Assets other than for the Assumed Liabilities.
22. Except as otherwise provided in the Asset Purchase Agreement or the Sale
Approval Order, the sale, transfer, assignment and delivery of the Assets shall not be subject to
any Interests, other than the Assumed Liabilities. Following the Closing, no holder of a lien or
interest in the Assets other than the Assumed Liabilities shall interfere with the Purchaser's title
to or use and enjoyment of the Sale Assets based on or related to such interest, or any actions that
the Seller may take in its Chapter 11 case.
23. This Court retains jurisdiction to enforce and implement the terms and provisions
of the Sale Approval Order and the Asset Purchase Agreement, all amendments thereto, any
waivers and consents thereunder, and of each of the agreements executed in connection therewith
in all respects, including, but not limited to, retaining jurisdiction: (a) subject to the terms and
conditions of the Asset Purchase Agreement, to compel delivery of the Assets to Purchaser or
performance of other obligations of Seller under the Asset Purchase Agreement; (b) to compel
delivery of the purchase price by Purchaser or performance of other obligations of Purchaser
contained in the Asset Purchase Agreement; (c) to resolve any disputes arising under or related
to the Asset Purchase Agreement, except as otherwise provided therein; (d) to interpret,
implement, and enforce the provisions of this Sale Approval Order; (e) to protect the Purchaser
against any of the Excluded Liabilities or and claims or interests attaching to the proceeds of the
Sale; and (f) to protect the Debtor from any Assumed Liabilities.
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24. The Transactions contemplated by the Asset Purchase Agreement are undertaken
by the Seller and Purchaser in good faith, as that term is used in section 363(m) of the
Bankruptcy Code, and accordingly, the reversal or modification on appeal of the authorization
provided herein to consummate the Sale shall not affect the validity of the Sale of the Assets to
the Purchaser (including the assumption, assignment, and sale of any of the Assigned Contracts),
unless such authorization is duly stayed pending such appeal. The Purchaser is a purchaser in
good faith of the Assets and is entitled to all of the protections afforded by section 363(m) of the
Bankruptcy Code.
25. The Purchaser has not engaged in any collusive or unfair practices which might
subject the sale to Purchaser being avoided under section 363(n) of the Bankruptcy Code.
26. The terms and provisions of the Asset Purchase Agreement and this Sale Approval
Order shall be binding in all respects upon, and shall inure to the benefit of, the Seller, its estate,
and its creditors; the Purchaser, and its respective affiliates, successors, and assigns; and any
affected third parties including, but not limited to, all persons asserting a claim, lien or interest in
the Assets to be sold to the Purchaser pursuant to the Asset Purchase Agreement, notwithstanding
any subsequent appointment of any trustee(s), party, entity, or other fiduciary under any section of
any chapter of the Bankruptcy Code or, as to which trustee(s), party, entity, or other fiduciary such
terms and provisions likewise shall be binding.
27. The provisions of this Order and the terms and conditions of the Asset Purchase
Agreement shall be binding upon, fully enforceable against, and inure to the benefit of any
trustee, responsible officer, or other fiduciary appointed in this Chapter I 1 case under any section
of the Bankruptcy Code or any applicable law. Such binding effect is an integral part of this
Order.
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28. The Asset Purchase Agreement and any related agreements, documents, or other
instruments may be modified, amended, or supplemented by the parties thereto, in a writing
signed by both parties, and in accordance with the terms thereof, without further order of the
Court, provided that any such modification, amendment, or supplement does not have a material
adverse effect on the Seller's estate.
29. The stay of orders authorizing: (i) the use, sale, or lease of property as provided
for in Bankruptcy Rule 6004(h); and (ii) the assignment of an executory contract or unexpired
lease as provided for in Bankruptcy Rule 6006(d) shall not apply to this Sale Approval Order,
and this Sale Approval Order is immediately effective and enforceable.
30. Upon the Closing of the Sale, and without further order of this Court, the Debtor
is authorized to pay from the proceeds of sale all customary costs of sale, including the quarterly
fee of the Bankruptcy Court associated with the Sale and the following secured obligations as
outlined in the Sale Motion and the Auction and Sale Procedures Order: (i) Carolina Bank in the
amount equal to the total Purchase Price less the amounts specified in items (ii), (iii), (iv) and (v)
as follows and any other allowable costs of sale, including the $145,000 Carve Out for the
Chapter I 1 Estate; (ii) Wells Fargo Equipment Finance in the amount of $17,933.84; (iii)
Commercial Credit Group, Inc. ("CCGI"), in the amount of $67,500, as agreed by and between
Carolina Bank and CCGI in full satisfaction of CCGI's secured lien claim; (iv) the sum of
$77,500 shall be held in escrow and disbursed according to the joint instructions of counsel for
Carolina Bank and G.R. Funding; and (iv) prorated Rockingham County and City of Lynchburg
Ad Valorem Taxes related to the Sale Assets.
END OF DOCUMENT
21
9166480

EXHIBIT C
Schedule A-1
Personal Property (Tangible)
Equipment located at 219 Watlington Drive, Reidsville, North Carolina:
Item Year/Make/Model Ferrous Description
Air Compressor
Mounted lube truck
Crawler (Track) Loader
John Deere
Hydraulic Excavator
Hitachi/UH123
Hydraulic Shear
Link -Belt
Hydraulic Excavator
Caterpillar/CAT315
Loader Backhoe
Caterpillar/416C
Material Handler
Fuchs
Material Handler
Fuchs
Mini Excavator
Kubota
Skid Steer Loader
Bobcat
Truck Crane
Grove
Wheel Loader
Caterpillar/938G
Depollution Station
Various Tools and
Equipment
Magnet
Walker/60"
Magnet
Winkle/MG933
Grapple
Pemberton
Shear
Genesis/GX99OR
2 Loading •Ramps
Platform Scale
Truck Scale Mettler Toledo/7461
Truck Scale Mettler Toledo/Truckmate
Miscellaneous Tools
Forklift Yale WF-1
5

Forklift
Clark
Forklift
Mitsubishi
Forklift
Mitsubishi
Forklift
Clark
Forklift
Clark
Forklift
Caterpillar
Forklift
Mitsubishi
Forklift
Yale
Forklift
Yale
5 Containers
Downstream
Tumbleback
Shredder
Shredder System
Wendt/60
Assorted Sizes
F5
F3
F7
Fl
F9
F4
F8
Item _ Year/Make/Model Non Ferrous Description
Air Compressor
Alligator Shear
Alloy Analyzer
Baler
Can Densifier
Can Separator
Dump Hoppers
Plasma Cutter
Shredder
Stretch Wrapper
Wire Stripper
Platform Scales
Platform Scales
Platform Scales
Ring Mill
Red Portable
Vertical Baler
G'"

Platform Scales
Equipment Located in Lynchburg:
Item Year/Make/Model Description
Hydraulic Excavator Caterpillar/CAT320 (this has been excluded by agreement of parties)
Platform Scale
Forklift Clark/F2
Graple Bobcat
Equipment Located in Haw River:
Item Year/Make/Model Description
Platform Scale
Truck Scale
Equipment Located on Market Street:
Item Year/Make/Model Description_
Air Compressor Black Upright
Baler In back yard
Copper Chopping System
Copper Chopping System
Dust Collection System
Granulator
Granulator
Horizontal Baler
Magnetic Drum Separator
Spare Cu Chopper Parts
Spare Cu Chopper Parts
Platform Scale
Truck Scale
Equipment Located in Eden, NC. -
Item Year/Make/Model Description
Truck Scale
Platform Scale
Platform Scale
Platform Scale
Not working
Not working
Not working
7

Vehicles:
Item
Description
Charley
_Year/Make/Model
2011 Honda CR-V
_
John Kuster
2001 Dodge Ram 3500
Chris Ellis
2008 Chevrolet Silverado 3500
Watlington Yard Truck
2007 Toyota Tundra
3 Trailers
Utility BI/Utility JK/10 ton Tag Along
Trailer
1993 Accurate
H5
Trailer
1997 Warren
Tractor
1992 Freightliner
FL70-Lube Truck (Yard Only)
Tractor
1992 International
Water Truck (Yard Only)
Tractor
1996 Freightliner
TK3
Truck
1994 Freightliner
TK124 Box
Truck
1987 Autocar
DK Roll Off (Yard Use Only)
Schedule A-2
12.'01 r w*atn
219 Watlington Drive, Reidsville, North Carolina:
PARCEL]:
BEING ALL of Tract # 1 (containing 23.139 acres) and Tract #3 (containing 18.727
acres) as shown on a survey for B.P. Greer Recycling, Inc. dated June 17, 2010, prepared by
Obie M. Chambers & Associates, a copy of said plat being recorded in Map Book 67, page 85 in
the Office of the Register of Deeds of Rockingham County, N. C. to which plat reference is
hereby made for a more complete description.
This property being the same property identified by Parcel Numbers 175470 and 175472.
PARCEL 2:
BEING ALL of Tract #2 (containing 33.750 acres) as shown on a survey for B.P. Greer
Recycling, Inc. dated June 17, 2010, prepared by Obie M. Chambers & Associates, a copy of
said plat being recorded in Map Book 67, page 85 in the Office of the Register of Deeds of
Rockingham County, N.C., to which plat reference is hereby made for a more complete
description.
Together with the right of ingress and egress over that tract containing 0.688 acre
8

conveyed to Boehme-Filatex, Inc. in Deed Book 851, page 1466 as shown on the plat recorded
with said deed.
This property being the same property identified by Parcel Number 175471.
Schedule A-3
List of Contracts
Seller does not operate with long-term supply or service agreements. Seller provides
service on a short-term basis and therefore its contracts with customers consist of its work in
progress. All work in progress is intended to be a Sale Asset.
Schedule A-4
Insurance Contracts as of Date of Petition
Auto -Owners Insurance Auto/Casualty/Commercial/Umbrella 014383243
Hartford Inland Marine 12977215
Prime Rate Premium Property 0017581182
ICW Workmen's Compensation WNC-5029795-00
Schedule A-5
Permits and Licenses
Building permit for administrative office building (double -wide)
Certificate of occupancy for pay office (single -wide)
City of Reidsville business license
Schedule A-6
Intellectual Property
The Seller does not own any trademarks or patents or other known "intellectual
property." To the extent any recycling processes used by the Seller could be classified as a
"trade secret," such information is intended to be a Sale Asset, but there is no representation that
any actual trade secret is owned by Seller.

Energy, Mineral
and Land Resources
ENVIRONMENTAL QUALITY
April 1, 2016
Nathan Pipkin
Foss Recycling
219 Watlington Industrial Drive
Reidsville, NC 27320
Subject: Compliance Inspection Evaluation
Permit No. NCG 200504
Foss Recycling (Formerly BP Greer Recycling)
Rockingham County
Dear Mr. Pipkin:
PAT MCCRORY
Govemor
DONALD R. VAN DER VAART
Secretary
TRACY DAVIS
On March 24, 2016 Glen White of the North Carolina Department of Environmental Quality —
Minerals & Land Resources met you at the subject facility located at 219 Watlington Industrial
Drive in Reidsville to conduct a compliance inspection for the facilities Industrial Stormwater
Permit.
Permit:
This facility holds General Stormwater Permit NCG200504 to discharge stormwater from
industrial activity primarily engaged in assembling, breaking up, sorting, and wholesale
trade of scrap metal [SIC 5093] under the National Pollutant Discharge Elimination System
(NPDES). The permit became effective February 2, 2015 and expires on December 31, 2019. A
copy of the current permit is required to be maintained with the Stormwater Pollution Prevention
Plan (SPPP) documents. The current permit was available for review at the time of inspection.
Records/Reports:
This property was required to develop and maintain a Stormwater Pollution Prevention Plan
(SPPP) in accordance with Part Il, Section A of the permit. The SPPP is new and complete. It
appears to be well prepared.
Facility Site Review:
Foss Recycling first opened in January of 2016 and is still in the process of clean up and
organization after purchasing the property following BP Greer's bankruptsy and foreclosure.
The site appeared somewhat organized with different metals stacking in their own areas of the
grounds. The site was very busy at the time of inspection.
Effluent Receiving_ Waters:
This facility drains to Little Troublesome Creek, Class "C" waters of the Cape Fear River Basin.
State of North Carolina I Environmental Quality I Energy, Mineral and Land Resources
450 Hanes Mill Road — Suite 300
Winston-Salem, NC 27105
[phone]

Self -Monitoring Program:
This permittee is required to conduct both qualitative and analytical monitoring twice annually.
The facility just opened for operation and no monitoring has been conducted as of yet. Please
begin monitoring at the next representative rainfall and provide twice annually. Provide annual
updates to the SPPP, annual stormwater and spills training.
This facility has applied for coverage under a new permit. The BP Greer Pen -nit on this site was
initially issued in 2013 and is current for this facility. Please submit a "Change of
Name/Ownership" form to NCDEQ Raleigh to have the permit name and contact information
updated. A copy of the form is included with this letter. For questions call Glen White with
NCDEQ at 336-776-9660.
Sincerely,
Enclosures:
Inspection Report
�vL
Matthew E. Gantt, P.E.
Regional Engineer
Land Quality Section
Winston-Salem Regional Office
cc: Division of Mineral and Land Resources (WSRO)

Compliance Inspection Report
Permit: NCG200504 Effective: 02/C2115 Expiration: 12/31/19 Owner : BP Greer Recycling Inc
SOC: Effective: Expiration: Facility: Wallington Ferrous Operations Facility
County: Rockingham 219 Wallington Industrial Dr
Region: Winston-Salem
Reidsville NC 27320
Contact Person: Drew Turner Title: Phone: [phone]
Directions to Facility:
Take us route 29 to exit 150 (barnes st exit) in reidsville nc traveling north take a left off exit go 114 mi and turn left on watlington
industrial dr drive another 114 mi and turn 0 into property labeled greer recycling on sign
System Classifications:
Primary ORC: Certification: Phone:
Secondary ORC(s):
On -Site Representative(s):
Related Permits:
Inspection Date: 0312412016 Entry Time: 11:30AM Exit Time: 12:00PM
Primary Inspector: Glen White Phone: [phone]
Secondary Inspector(s):
Reason for Inspection: Routine Inspection Type: Compliance Evaluation
Permit Inspection Type: Wholesale Trade of Metal Waste and Scrap Siormwaler Discharge COC
Facility Status: ® Compliant Not Compliant
Question Areas:
® Storm Water
(See attachment summary)
Page: 1

Permit: NCG200504 Owner - Facility: 8P Greer Recycling Inc
Inspection Date: 03/2412016 Inspection Type ; Compliance Evaluation Reason for Visit: Routine
Inspection Summary:
i
(See Compliance Letter)
.I
Page: 2
t i
"i I

• Permit: NCG200504 Owner - Facility: BP Greer Recycling Inc
Inspection Date: 03/2412016 Inspection Type : Compliance Evaluation Reason for Visit: Routine
Stormwater Pollution Prevention Plan
Yes No NA NE
Does the site have a Stormwater Pollution Prevention Plan?
® ❑ ❑ ❑
# Does the Plan include a General Location (USGS) map?
® ❑ ❑ ❑
# Does the Plan include a "Narrative Description of Practices"?
N ❑ ❑ ❑
# Does the Plan include a detailed site map including outfall locations and drainage areas?
® ❑ ❑ ❑
# Does the Plan include a list of significant spills occurring during the past 3 years?
❑ ❑ ® ❑
# Has the facility evaluated feasible alternatives to current practices?
®❑ ❑ ❑
# Does the facility provide all necessary secondary containment?
®❑ ❑ ❑
# Does the Plan include a BMP summary?
®❑ ❑ ❑
# Does the Plan include a Spill Prevention and Response Plan (SPRP)?
®❑ ❑ ❑
# Does the Plan include a Preventative Maintenance and Good Housekeeping Plan?
®❑ ❑ ❑
# Does the facility provide and document Employee Training?
®❑ ❑ ❑
# Does the Plan include a list of Responsible Party(s)?
❑ ❑ ❑ ❑
# Is the Plan reviewed and updated annually?
❑ ❑ ❑ ❑
# Does the Plan include a Stormwater Facility Inspection Program?
❑ ❑ ❑ ❑
Has the Stormwater Pollution Prevention Plan been implemented?
❑ ❑ ❑ ❑
Comment: Facility iust opened in January 2016. SPPP appears well prepared. Please update the plan
annually, provide and document stormwater training, provide spills_ and clean-up record for future
spills, document any changes to the facility or procedures as they occur.
Need to submit a "Change of Ownership/Name Form This facility is currently permitted under
the name of the former owner.
Qualitative Monitoring Yes No NA NE
Has the facility conducted its Qualitative Monitoring semi-annually? ❑ ®❑ ❑
Comment: Facility iust opened in Januarv. Please beain aualitative monitorina bi-annually as required for
compliance.
Analytical Monitoring Yes No NA NE
Has the facility conducted its Analytical monitoring? ❑ ®❑ ❑
# Has the facility conducted its Analytical monitoring from Vehicle Maintenance areas? ❑ ®❑ ❑
Comment: Opened in January 2016. Mr. Pipkin has test kits onsite and readv for the next representative
rainfall event. Will begin bi-annual testing at that time.
Permit and Outfalls
Yes No NA NE
# Is a copy of the Permit and the Certificate of Coverage available at the site? ®❑ ❑ ❑
# Were all outfalls observed during the inspection? ❑ ®❑ ❑
# If the facility has representative outfall status, is it properly documented by the Division? ❑ ®❑ ❑
# Has the facility evaluated all illicit (non stormwater) discharges? ® ❑ ❑ ❑
Page: 3

Permit: NCG200504 Owner - Facility: BP Greer Recycling inc '
Inspection Date: 03/2412016 Inspection Type : Compliance Evaluation Reason for Visit: Routine
Comment: Facility has two outfalls located in wooded area behind Clain link fence. Will complete a more
thorough inspection of facilites and outfalls at the next inspection to verify compliance liance with all
,...._
permit requirements.
Page: 4

Division of Energy, Mineral & Land Resources
Land Quality Section/Stormwater Permitting
HC®ENR
National Pollutant Discharge Elimination System
Nona.wouw. GOvnrtraart o
Fn,-eM„,°N�r&—n­
PERMIT NAME/OWNERSHIP CHANGE FORM
FOR AGENCY USE ONLY
Date Received
Year
Month
Day
I. Please enter the permit number for which the change is requested.
NPDES Permit (or) Certificate of Coverage
b c
ll. Permit status rp iar to requested change.
a. Permit issued to (company name):
b. Person legally responsible for permit:
First MI Last
Title
Permit Holder Mailing Address
City State Zip
Phone Fax
c.
Facility name (discharge):
d.
Facility address:
Address
City State Zip
e.
Facility contact person:
( )
First 1 MI / Last Phone
III. Please provide the following for the requested
change (revised permit).
a.
Request for change is a result of:
❑ Change in ownership of the facility
❑ Name change of the facility or owner
If other please explain:
b.
Permit issued to (company name):
c.
Person legally responsible for permit:
First MI Last
Title
Permit Holder Mailing Address
City State Zip
( )
Phone E-mail Address
d.
Facility name (discharge):
e.
Facility address:
Address
City State Zip
f.
Facility Contact person:
First Ml Last
( )
Phone E-mail Address
IV. Permit contact information (if different from the person legally responsible for the permit)
Revised Jan. 27, 2014

NPDES PERMIT NAME/OWNERSHIP CHANGE FORM
Page 2 of 2
Permit contact:
First MI Last
Title
Mailing Address
City State Zip
Phone E-mail Address
V. Will the permitted facility continue to conduct the same industrial activities conducted prior
to this ownership or name change?
❑ Yes
❑ No (please explain)
VI Required Items: THIS APPLICATION WILL BE RETURNED UNPROCESSED IF ITEMS
ARE INCOMPLETE OR MISSING:
❑ This completed application is required for both name change and/or ownership change
requests.
❑ Legal documentation of the transfer of ownership (such as relevant pages of a contract deed,
or a bill of sale) is required for an ownership change request, Articles of incorporation are
not sufficient for an ownership change.
The certifications below must be completed and signed by both the permit holder prior to the change, and
the new applicant in the case of an ownership change request. For a name change request, the signed
Applicant's Certification is sufficient.
PERMITTEE CERTIFICATION (Permit holder prior to ownership change):
I, , attest that this application for a name/ownership change has been reviewed and is accurate and
complete to the best of my knowledge. I understand that if all required parts of this application are not
completed and that if all required supporting information is not included, this application package will be
returned as incomplete.
Signature Date
APPLICANT CERTIFICATION
1, , attest that this application for a name/ownership change has been reviewed and is accurate and
complete to the best of my knowledge. I understand that if all required parts of this application are not
completed and that if all required supporting information is not included, this application package will be
returned as incomplete.
Signature
Date
PLEASE SEND THE COMPLETE APPLICATION PACKAGE TO:
Division of Energy, Mineral and Land Resources
Stormwater Permitting Program
1612 Mail Service Center
Raleigh, North Carolina 27699-1612
Revised Jan. 27, 2014

Division of Energy, Mineral & Land Resources
— ,
�®
Land Quality Section/Stormwater Permitting
tY g
'Im"'CDEW
National Pollutant Discharge Elimination System
EvYMOdwLM u.o Nm/s.q AElOURCES
PERMIT NAME/OWNERSHIP CHANGE FORM
FOR AGENCY USE ONLY
Date Received
Year
I Month
f Day
1. Please enter the permit number for which the change is requested.
NPDES Permit (or) Certificate of Coverage
p
11. Permit status rior to requested change.
a. Permit issued to (company name):
b. Person legally responsible for permit:
First MI Last
Title
Permit Holder Mailing Address
City State Zip
( ) ( )
Phone Fax
c.
Facility name (discharge):
d.
Facility address:
Address
City State Zip
e.
Facility contact person:
( )
First I MI I Last Phone
Ill. Please provide the following for the requested
change (revised permit).
a.
Request for change is a result of:
❑ Change in ownership of the facility
❑ Name change of the facility or owner
If other please explain:
b.
Permit issued to (company name):
c.
Person legally responsible for permit:
First MI Last
Title
Permit Holder Mailing Address
City State Zip
Phone E-mail Address
d.
Facility name (discharge):
e.
Facility address:
Address
City State Zip
f.
Facility contact person:
First M1 Last
r �
Phone E-mail Address
IV. Permit contact information (if different from the person legally responsible for the permit)
Revised Jan. 27, 2014

NPDES PERMIT NAME/OWNERSHIP CHANGE FORM
Page 2 of 2
Permit contact:
First MI Last
Title
Mailing Address
City State Zip
Phone E-mail Address
V. Will the permitted facility continue to conduct the same industrial activities conducted prior
to this ownership or name change?
❑ Yes
❑ No (please explain)
VI Required Items: THIS APPLICATION WILL BE RETURNED UNPROCESSED IF ITEMS
ARE INCOMPLETE OR MISSING:
❑ This completed application is required for both name change and/or ownership change
requests.
❑ Legal documentation of the transfer of ownership (such as relevant pages of a contract deed,
or a bill of sale) is required for an ownership change request. Articles of incorporation are
not sufficient for an ownership change.
The certifications below must be completed and signed by hoth the permit holder prior to the change, and
the new applicant in the case of an ownership change request. For a name change request, the signed
Applicant's Certification is sufficient.
PERMITTEE CERTIFICATION (Permit holder prior to ownership change):
I, , attest that this application for a name/ownership change has been reviewed and is accurate and
complete to the best of my knowledge. I understand that if all required parts of this application are not
completed and that if all required supporting information is not included, this application package will be
returned as incomplete.
Signature Date
APPLICANT CERTIFICATION
I, , attest that this application for a name/ownership change has been reviewed and is accurate and
complete to the best of my knowledge. I understand that if all required parts of this application are not
completed and that if all required supporting information is not included, this application package will be
returned as incomplete.
Signature
Date
PLEASE SEND THE COMPLETE APPLICATION PACKAGE TO:
Division of Energy, Mineral and Land Resources
Stormwater Permitting Program
1612 Mail Service Center
Raleigh, North Carolina 27699-1612
Revised Jan. 27, 20 14

s
FMA
RCDENR
North Carolina Department of Environment and Natural Resources
Division of Energy, Mineral, and Land Resources
Land Quality Section
Tracy E. Davis, PE, CPM
Director
September 20, 2013
Mr. Brian Greer
B. P. Greer Recycling, Inc.
P. 0. Box 1380
Reidsville, NC 27320
Pat McCrory, Governor
John E. Skvarla, III, Secretary
Subject: General Permit No. NCG200000
Greer Recycling, Inc.
Watlington Ferrous Operations Facility
COC NCG200504
Rockingham County
Dear Mr. Greer:
In accordance with your application for a discharge permit received on August 26,
2013, we are forwarding herewith the subject certificate of coverage to discharge under
the subject state—.NPDES general permit. This permit is issued pursuant to the
requirements of North Carolina General Statute 143-215.1 and the Memorandum of
Agreement between North Carolina and the US Environmental Protection Agency dated
October 15, 2007 (or as subsequently amended).
Please take notice that this certificate of coverage is not transferable except after
notice to the Division of Energy Mineral & Land Resources (DEMLR). If the ownership
of the property changes, or the facility is closed, DEMLR may require modification,
revocation, and reissuance of the certificate of coverage.
Per the requirements of the Jordan Lake Nutrient Strategy Buffer Rule, all
stormwater drainage to stream buffers, from portions of this site that have been
constructed after August 11, 2009, must be discharged through a correctly designed level
spreader or another device that meets diffuse flow requirements per 15A NCAC 2B
.0267. Diffuse flow requirements are described in Chapter 8 of the North Carolina
Stormwater BMP Manual, available at: http://por-tal.nedenr,org/web/wq/ws/su/bmp-
manual.
This permit does not affect the legal requirements to obtain other permits which
may be required by DEMLR, or any other federal, state, or local governmental authority.
1612 Mail Service Center, Raleigh, North Carolina 27699-1612 • Telephone [phone] FAX: [phone]
512 North Salisbury Street, Raleigh, North Carolina 27604 - Internet: htto:/Iportal.ncdenr.org/web/Inland-quality
An Equal Opportunity 1 Affirmative Action Employer — 50% Recycled 110% Post Consumer Paper

Mr. Brian Greer
NCG200504
October 7, 2013
Page 2 of 2
If you have any questions concerning this permit, please contact Larry Wade at telephone
number [phone].
Sincerely, . I
1 1"&_
for `Tracy E. Davis, A.E., CPM
cc: Winston Salem. Regional Office, Corey Basinger
Central Files
Stormwater Permitting Unit Files
1612 Mail Service Cenler, Raleigh, North Carolina 27699-1612 - Telephone [phone] FAX: [phone]
512 North Salisbury Street, Raleigh, North Carolina 27604 • Internet: htlp:llporlai,ncdenr orQlweblfr/land ualit
An Equal Opportunity 1 Affirmative Action Employer — 50% Recycled 110% Post Consumer Paper

STATE OF NORTH CAROLINA
DEPARTMENT OF ENVIRONMENT AND NATURAL RESOURCES
DIVISION OF ENERGY, MINERAL, AND LAND RESOURCES
GENERAL PERMIT NO. NCG200000
CERTIFICATE OF COVERAGE No. NCG200504
STORMWATER DISCHARGES
NATIONAL POLLUTANT DISCHARGE ELIMINATION SYSTEM
In compliance with the provision of North Carolina General Statute 143-215.1, other lawful
standards and regulations promulgated and adopted by the North Carolina Environmental
Management Commission, and the Federal Water Pollution Control Act, as amended,
B. P. Greer Recycling, Inc.
is hereby authorized to discharge stormwater from a facility located at
Watlington Ferrous Operations, Facility
219 Watlington Industrial Drive
Reidsville
Rockingham County
to receiving waters designated as Little Troublesome Creek, a class WS-IV water in the
Cape Fear River Basin, in accordance with the effluent limitations, monitoring
requirements, and other conditions set forth in Parts 1, 11, 111, IV, V, and VI of General Permit
No. NCG200000 as attached.
This certificate of coverage shall become effective October 7, 2013.
This Certificate of Coverage shall remain in effect for the duration of the General Permit.
Signed this day October 7, 2013.
ft I
for Tracy E. Davis,'P.E., Director
Division of Energy, Mineral, and Land Resources
By the Authority of the Environmental Management Commission

NCG200504
Map Scale 124, 000
B. P. Greer Recycling, Inc.
Watlington Ferrous Operations Facili
Latitude: 36° 19' 25.23" N
Longitude: -79" 39' 09.81" W
County: Rockingham
Receiving Stream: Little Troublesome Creek
Stream Class: WS-IV
Sub -basin: 03-06-01 (Cape Fear River Basin)
I w" - , . 17.5
, *741 4P;W?t.-�4
!: ►"
Facility Location

I
A 1 • Division of Water Quality
NCDENR National Pollutant Discharge Elimination System
rrar CAR NA D rHLK oa
t. vVIR01MExi AHD NRuNAL RMs RCS-
NCG200000
FOR AGENCY USE ONLY
Date Received
Year FMonff
Da
Certificate ofCovera e
Check # Amount
Permit Assigned to
NOTICE OF INTENT
National Pollutant Discharge Elimination System application for coverage under General Permit NCG200000:
STORMWATER DISCHARGES associated with activities classified as:
SIC` 5093 Scrap Metal Recycling (except as specified below)
SIC* NIA Like activities deemed by DWQ to be similar in the process and/or the exposure of raw materials,
products, by-products, or waste materials
The following activities are specifically excluded from coverage under this General Permit:
Automobile Wrecking for Scrap (SIC' 5093)
Non -Metal Scrap Recycling (SIC 5093)
Used Motor Vehicle Parts (SIC" 5015)
* Standard Industrial Classification Code
1) Mailing address' of owner/operator: (address to which all permit correspondence will be mailed):
2)
Name Brian Greer
Street Address PO Box 1380
City Reidsville
Telephone No. 336 613-5637
E-mail Address [e-mail] _
Location of facility producing discharge:
Facility Name
Facility Contact
Contact E-mail
Street Address
City
County
Telephone No.
Watlington Ferrous Operations Facility
Ryan Swaim
[e-mail]
219 Watlington Industrial Dr.
Reidsville
Rockingham
336 637-6549
3) Physical Location Information:
State NC ZIP Code 27320
Fax: [phone]
State NC
Fax: 336
ZIP Code 27320
342-1102
Narrative description of how to get to the facility (use street names, state road numbers, and distance and direction
from a roadway intersection). Take US route 29 to exit 150 (Barnes St. Exit) in Reidsville NC. Traveling North
take a left off exit. Go 114 mile and turn left on Watlington Industrial Dr. Drive another'/4 mile and turn rt into
property labeled Greer Recycling on sign.
(A copy of a county map or USGS quad sheet with facility clearly located on the map is required to be submitted with
this application)
4) Latitude 36 19' 25.23 Longitude 79 39' 09.81 (degrees, minutes, seconds)
5) This NPDES Permit Application applies to which of the following :
❑ New or Proposed Facility Date operation is to begin
■ Existing
6) Standard Industrial Classification:
Provide the 4 digit Standard Industrial Classification Code (SIC Code) that describes the pri
this facility:
SIC Code: 5 0 9 3
wtNAME P
FSEP 302013
7) Provide a brief description of the types of industrial activities and products produced at this facility:
Page 1 of 3
SWU-235-11.16.09

NCG200000 N.O.I.
This facility either collects, separates, cuts, and shreds Ferrous and Non Ferrous metals for shipment for further
processing and or alteration at other end user facilities.
8) Discharge points:
How many discharge points (ditches, pipes, channels, etc.) convey storm water from the property? 5
Receiving water classification (if known): WS-1V
9) Receiving waters: ;3
What is the name of the body or bodies of water (creek, stream, river, lake, etc.) that the facility stormwater
discharges end up in? Little Troublesome Creek_���_
Receiving water classification (if known): WS-lV
If the site stormwater discharges to a separate storm sewer system, name the operator of the separate storm sewer
system (e.g. City of Raleigh municipal storm sewer). NA
10) Does this facility have.any other NPDES permits?
❑ No
■ Yes
If yes, list the permit numbers for all current NPDES permits for this facility: NCG 010000
11) Does this facility have any Non -Discharge permits (ex: recycle permits)?
■No
❑ Yes
If yes, list the permit numbers for all current Non -Discharge permits for this facility:
12) Does this facility employ any best management practices for stormwater control?
❑ No
■ Yes
If yes, please briefly describe: This facility currently has 3 functioning sediment basins, silt fence with rock outlets
and berming and or ditch systems to convey sediment laden storm water to them. This is to satisfy the existing
land quality permit at this facility. ROCKI-2013-014
13) Does this facility have a Storm water Pollution Prevention Plan?
❑ No
■ Yes
If yes, when was it implemented? July of 2013 we do have procedures in place for spills that occur on site.
14) Are vehicle maintenance activities occurring at this facility?
❑ No
■Yes
15) Hazardous Waste:
a) Is this facility a Hazardous Waste Treatment, Storage, or Disposal Facility?
■ No
❑ Yes
b) Is this facility a Small Quantity Generator (less than 1000 kg. of hazardous waste generated per month) of
hazardous waste?
m No
❑ Yes
Page 2 of 3
SW U-235-11.16.09

NCG200000 N.O.I.
c) Is this facility a Large Quantity Generator (1000 kg. or more of hazardous waste generated per month) of
hazardous waste?
■ No
❑ Yes
d) If you answered yes to questions b. or c., please provide the following information:
Type(s) of waste: NA
How is material stored: NA
Where is material stored: NA
Now many disposal shipments per year:
Name of transport 1 disposal vendor: NA
Vendor address: NA
16) Certification:
NA
North Carolina General Statute 143-215.6 b (i) provides that:
Any person who knowingly makes any false statement, representation, or certification in any application, record, report, plan, or other
document filed or required to be maintained under this Article or a rule implementing this Article; or who knowingly makes a false
statement of a material fact in a fulemaking proceeding or contested case under this Article; or who falsifies, tampers with, or knowingly
renders inaccurate any recording or monitoring device or method required to be operated or maintained under this Article of rules of the
[Environmental Management] Commission implementing this Article shall be guilty of a Class 2 misdemeanor which may include a fine not to
exceed ten thousand dollars ($10,000).
hereby request coverage under the referenced General Permit. I understand that coverage under this permit will
constitute the permit requirements for the discharge(s) and is enforceable in the same manner as an individual permit.
I certify that I am familiar with the information contained in this application and that to the best of my knowledge and
belief such information is true, complete, and accurate.
Printed Name of Person Signing: Brian Greer
Title: Owner
(Signature of Applicant) (Date Signed)
Final Checklist
This application will be returned as incomplete unless all of the following items have been included:
■ Check for $100 made payable to NC DENR
■ This completed application and all supporting documents
■ Copy of county map or USGS quad street with location of
facility clearly marked on map
Page 3 of 3
sWU-235-11.16.09

NCG200000 N.O.I.
Mail the entire package to: Stormwater Permitting Unit
Division of Water Quality
1617 Mail Service Center
Raleigh, North Carolina 27699-1617
Note
The submission of this document does not guarantee the issuance of an NPDES permit.
For questions, please contact the DWQ Central Office or Regional Office for your area.
DWQ Regional Office Contact Information:
Asheviile Office ......
[phone]
Fayetteville Office ...
[phone]
Mooresville Office ...
[phone]
Raleigh Office ........
[phone]
Washington Office ...(252)
946-6481
Wilmington Office ...
[phone]
Winston-Salem ......
[phone]
Central Office .........
[phone]
Page 4 of 3
SWO-235-11,16.09

Wade, Larry
From: Wade, Larry
Sent: Tuesday, September 10, 2013 9:00 AM
To: White, Sue
Subject: NCG200504 Watlington Ferrous Operations Facility - Greer Recycling
Attachments: D00091013.pdf
Hello Sue,
Please find attached the NO1 for the subject project for your review.
Please let us know if the Regional Office has any concerns with issuing the COC for this NCG200000 permit.
Larry W. Wade PE Telephone: [phone]
Fax: [phone]
Stormwater Permitting Program
North Carolina Department of Environment & Natural Resources
Division of Energy Mineral and Land Resources
1612 Mail Service Physical Address - 512 N. Salisbury St. Room
9425
Raleigh, NC 27699-1612 Raleigh, NC 27604
************************This is a government E-mail address****************************
*********E-mails sent and received from this address can be disclosed to third parties******"""

{
fAMA.
NCDENR
NH GIRO " OEr .EN O
Ew RORMp ♦wp NJ R4 RE3O cE'
Division of Water Quality
National Pollutant Discharge Elimination System
NCG200000
FOR AGENCY USE ONLY
Date Received
Year
Manth Da
CertiricateorCovera e
Check N Amount
i Q
Permit Assigned to
e
NOTICE OF INTENT
National Pollutant Discharge Elimination System application for coverage under General Permit NCG200000:
STORMWATER DISCHARGES associated with activities classified as:
SIC' 5093 Scrap Metal Recycling (except as specified below) DL(�,I; r''u'?± ;0
SIC* N/A Like activities deemed by DWQ to be similar in the process and/or the expos `matei`lais'; —�
i
products, by-products, or waste materials
The following activities are specifically excluded from coverage under this General Per it: A(�" $"'3
• Automobile Wreckingfor Scrap SIC' 5093 I
A f } rat - w��i _ OUALIT'1
• Non -Metal Scrap Recycling (SIC' 5093) '� andn4 ater&an:,i
• Used Motor Vehicle Parts (SIC' 5015) * Standard Industrial Classification Co e
1) Mailing address' of owner/operator: (address to which all permit correspondence will be mailed):
Name B.P. Greer Recycling Inc.
Street Address PO Box 1380
City Reidsville State NC ZIP Code 27320
Telephone No. 336 637-6549 Fax: [phone]
E-mail Address [e-mail] _
2) Location of facility producing discharge:
Facility Name
Facility Contact
Contact E-mail
Street Address
City
County
Telephone No.
Watlington Ferrous Operations Facility
Ryan Swaim
[e-mail]
219 Watlington Industrial Dr.
Reidsville
Rockingham
336 342-2222
3) Physical Location Information:
State NC ZIP Code 27320
Fax: [phone]
Narrative description of how to get to the facility (use street names, state road numbers, and distance and direction
from a roadway intersection). Take US route 29 to exit 150 (Barnes St. Exit) in Reidsville NC. Traveling North
take a left off exit. Go 114 mile and turn left on Watlington Industrial Dr. Drive another'/< mile and turn rt into
property labeled Greer Recycling on sign.
(A copy of a county map or USGS quad sheet with facility clearly located on the map is required to be submitted with
this application)
4) Latitude 36 19' 25.23 Longitude 79 39' 09.81 (degrees, minutes, seconds)
5) This NPDES Permit Application applies to which of the following
El New or Proposed Facility Date operation is to begin
■ Existing
6) Standard Industrial Classification:
Provide the 4 digit Standard Industrial Classification Code (SIC Code) that describes the primary industrial activity at
this facility:
SIC Code: 5 0 9 3
7) Provide a brief description of the types of industrial activities and products produced at this facility:
Page 1 of 3
SWU-235-11.16.09

NCG200000 N.O.I.
This facility either collects, separates, cuts, and shreds Ferrous and Non Ferrous metals for shipment for further
processing and or alteration at other end user facilities.
8) Discharge points:
How many discharge points (ditches, pipes, channels, etc.) convey storm water from the property? 5
Receiving water classification (if known): WS-IV
9) Receiving waters:
What is the name of the body or bodies of water (creek, stream, river, lake, etc.) that the facility stormwater
discharges end up in? tittle Troublesome Creek
Receiving water classification (if known): WS-IV
If the site stormwater discharges to a separate storm sewer system, name the operator of the separate storm sewer
system (e.g. City of Raleigh municipal storm sewer). NA
10) Does this facility have any other NPDES permits?
❑ No
■Yes
If yes, list the permit numbers for all current NPDES permits for this facility: NCG 010000
11) Does this facility have any Non -Discharge permits (ex: recycle permits)?
■No
❑ Yes
If yes, list the permit numbers for all current Non -Discharge permits for this facility:
12) Does this facility employ any best management practices for stormwater control?
❑ No
wYes
If yes, please briefly describe: This facility currently has 3 functioning sediment basins, silt fence with rock outlets
and berming and or ditch systems to convey sediment laden storm water to them. This is to satisfy the existing
land quality permit at this facility. ROCKI-2013-014
13) Does this facility have a Storm water Pollution Prevention Plan?
❑ No
■ Yes
If yes, when was it implemented? July of 2013 we do have procedures in place for spills that occur on site.
14) Are vehicle maintenance activities occurring at this facility?
❑ No
■ Yes
15) Hazardous Waste:
a) Is this facility a Hazardous Waste Treatment, Storage, or Disposal Facility?
■ No
❑ Yes
b) Is this facility a Small Quantity Generator (less than 1000 kg. of hazardous waste generated per month) of
hazardous waste?
■ No
❑ Yes
Page 2 of 3
SWU-235-11.16.09

NCG200000 N.O.I.
c) Is this facility a Large Quantity Generator (1000 kg. or more of hazardous waste generated per month) of
hazardous waste?
■ No
❑ Yes
d) If you answered yes to questions b. or c., please provide the following information:
Type(s) of waste: NA
How is material stored: NA
Where is material stored: NA
How many disposal shipments per year:
Name of transport / disposal vendor: NA
Vendor address; NA
16) Certification:
NA
North Carolina General Statute 143-215.6 b (i) provides that:
Any person who knowingly makes any false statement, representation, or certification in any application, record, report, plan, or other
document filed or required to be maintained under this Article or a rule implementing this Article-, or who knowingly makes a false
statement of a material fact in a rulemaking proceeding or contested case under this Article; or who falsifies, tampers with, or knowingly
renders inaccurate any recording or monitoring device or method required to be operated or maintained under this Article or rules of the
[Environmental Management) Commission implementing this Article shall be guilty of a Class 2 misdemeanor which may include a fine not to
exceed ten thousand dollars ($10,000).
I hereby request coverage under the referenced General Permit. I understand that coverage under this permit will
constitute the permit requirements for the discharge(s) and is enforceable in the same manner as an individual permit.
I certify that I am familiar with the information contained in this application and that to the best of my knowledge and
belief such information is true, complete, and accurate.
Printed Name of Person Signing: _Ryan Swaim
Title: _Safety and Environmental Coordinator
Applicant)
(Date Signed)
9-z3-1�3
This application will be returned as incomplete unless all of the following items have been included:
■ Check for $100 made payable to NC ©ENR
■ This completed application and all supporting documents
■ Copy of county map or USGS quad sheet with location of
facility clearly marked on map
Page 3 of 3
SWU-235-11.16.09

NCG200000 N.O.I.
Mail the entire package to: Stormwater Permitting Unit
Division of Water Quality
1617 Mail Service Center
Raleigh, North Carolina 27699-1617
Note
The submission of this document does not guarantee the issuance of an NPDES permit.
For questions, please contact the DWQ Central Office or Regional Office for your area.
DWQ Regional Office Contact Information:
Asheville Office ......
Fayetteville Office ...
Mooresville Office ...
Raleigh Office ........
Washington Office ..
Wilmington Office ...
Winston-Salem ......
Central Office ........
[phone]
[phone]
[phone]
[phone]
[phone]
[phone]
[phone]
[phone]
Page 4 of 3
SVVU-235-11.16.09

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Disclaimer: The information contained on this page is NOT to be construed or used as a "legal description". Map information is believed to be
accurate but accuracy is not guaranteed.
B.P. Greer Recycling Inc.
arcgis.w& b is.netlnc/RocknghanNprintable.asp 112

W A13
Roclangham County, NC Print Map
Parcels
Long PIN: 890307774858
Owner State: NC
Deed Book: 1397
Parcel Number: 175471
Owner Zip: 27323-1380
Deed Page: 2035
Owner ID: 1284507
Deed Acres: 33.75
Deed Year: 2010
Owner Name1: BP GREER RECYCLING INC
Fire District: REIDSVILLE
Date Sold: 20100625
Owner Address: PO BOX 1380
Township: 7
Sales Amount: 325000
Onwer City: REIDSVILLE
Land Value: 317798
Zoning: I2HIR
Improvment Value: 7426
Year Built: 0
Total Value: 325224
Attributes at point: N: 937910. E: 1807481
Census Block Groups
Precincts
Soils
Block Group: 0414002
Name: COUR1LAND
DSL Name: Cer_.
Townships
Name: REIDSVILLE
htt :Itwww.web.gis.net Anderson & Associates, Inc, httoalw6m.andassoc.com
arcg is.webg is.ne11nclR ocW ng hanilpri ntable. asp 212

8/21113 Winston-Salem, NC to 219 Watlington Industrial Dr, i2eidsWle, NC 27320 - Google Maps
Directions to 219 Watlington Industrial Dr, Reidsville, NC 27320
Goosle 42.1 mi — about 58 mins
https:llmaps.googIe.co"maps?f=d&source=s d&saddr=Winstar Salem,+NC&daddr=36.224928,-80.0456369+to: 219+Watlington+Industrial+Dr.&hl=en&geoc... 1/2

Winston-Salem, NC to 219 Watlington Industrial Dr, Reidsulle, NC 27320- Google Maps
p;2 Winston-Salem, NC
V.
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About 2 mins
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219 Watlington Industrial Dr, Reidsville, NC 27320
go 66 ft
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These directions are for planning purposes only. You may find that construction projects, traffic, weather, or other events may cause
conditions to differ from the map results, and you should plan your route accordingly. You must obey all signs or notices regarding your route.
Map data ©2013 Google
Directions w eren't right? Rease find your route on maps.google.com and click "Report a problem" at the bottom left.
https:/Imaps.google.comlmaps?f=d&source=s_d&saddr=Winston-Salem,+NC&daddr=36.224928; 80.0456369+to:219+Watlington+Industrial+Dr.&hl=en&gecc.,. 212

8/21113 Raleigh, NC to Watling ton Industrial Dr- Goog le Maps
Google- Directions to Watlingtan Industrial Dr �
87.8 mi — about 1 hour 35 mins
https:lhrmaps.goog le.conftaps?f=d&source=s_d&saddr= Raleig h&daddr=36.3021664,-79.6412935+to: Watl i ng ton+lndustri al+Qr&geocode=FQbOIQldnRN Q-yn... 1/3

8121113 Raleigh, NC to 219 Wading ton Industrial Dr, Reidsulle, NC 27320 - Gocgle Maps
Directions to 219 Watlington Industrial Dr, Reidsville, NC 27320
Goosle 81.8 mi — about 1 hour 36 mins
httpsalmaps.g oog l e.comlloval?q =from! Raleig h+to:219+ Watl ington+Industrial+Dr. &sll=36.3233,-79.6447&s spn= 0.0850647,0.17783%e=U T F8&hl=en&g l= us&... 112

8l21H3 Raleigh, NC to 219 Wallington Industrial Or, Rei&Alle, NC 27320- Google Maps
Q Raleigh, NC
�x.
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total 0.1 mi
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219 Watiington Industrial Dr, Reidsville, NC 27320
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These directions are for planning purposes only. You may find that construction projects, traffic, weather, or other events may cause
conditions to differ from the map results, and you should plan your route accordingly. You must obey all signs or notices regarding your route.
Map data OO 2013 Google
Directions w eren't right? Please find your route on maps.goo le.com and click "Report a problem" at the bottom left.
https:!lmaps. goog le.comil ocal?q =from:Ra1eigh+lo:219+ Wag ington+industrial+D r. &sl l=36.3233,-79.6447&sspn=0.0850647,0.177835&ie= UTF8&hl=en&g I=us&... 212

BP :Greer Recycling; Ir1G. BRANCH BNKG AND.TRUST COMPANY 315 61 5.
96 Box13ib
REIDSVILLE, NC 27320
Reidsville; NC `27323
66.112J531
336-342-4812
1 '.0 LLl d t[J.81.9119013
20 PAY TO THE NCDENR
CC
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+*100.00
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Taylor -Smith, Aana
From: Taylor -Smith, Aana
Sent: Friday, September 06, 2013 10:32 AM
To: Ryan Swaim
Subject: RE: Secondary Containment Specifications
Attachments: Sec -Con tain men t-Gu i dance. pdf
Hi Ryan,
For secondary containment, the permit requires the following:
Secondary containment is required for: bulk storage of liquid materials; storage in any amount of Section 313 of Title III
of the Superfund Amendments and Reauthorization Act (SARA) water priority chemicals; and storage
in any amount of hazardous substances, in order to prevent leaks and spills from contaminating stormwater runoff. A
table or summary of all such tanks and stored materials and their associated secondary containment areas shall be
maintained. If the secondary containment devices are connected to stormwater conveyance systems, the connection shall
be controlled by manually activated valves or other similar devices (which shall be secured closed with a
locking mechanism), and any stormwater that accumulates in the containment area shall be at a minimum
visually observed for color, foam, outfall staining, visible sheens and dry weather flow, prior to release of the accumulated
stormwater. Accumulated stormwater shall be released if found to be uncontaminated by any material. Records
documenting the individual making the observation, the description of the accumulated stormwater, and the date and
time of the release shall be kept for a period of five years.
Secondary containment is defined in the permit as "Spill containment for the contents of the single largest tank within the
containment structure plus sufflIcient freeboard to allow for the 25-year, 24-hour storm event."
I've attached a PDF to this email with some additional information that defines bulk storage, etc. in case that might be
helpful as well. Typically, the design of the secondary containment area is up to the permittee, as long as the
containment meets the permit requirements. When we check secondary containment areas, we check to make sure that
tanks are free of rust, damage, weathering, pits, and deterioration. We also look for cracks, holes, and evidence of leaks
in concrete areas. Ali drain valves should be kept shut and locked. That's pretty much it.
Hope that helps! I know it's a lot. Thanks for submitting the NOI - I will probably hear from Central Office in the next few
weeks about it and we can get your Certificate of Coverage issued. Please feel free to contact me any time! I will be out
of the office and away from the phone today, but I'm checking my email.
Thanks, and have a great day!
Aana
From: Ryan Swaim [[e-mail]]
Sent: Friday, September 06, 2013 9:57 AM
To: Taylor -Smith, Aana
Subject: Secondary Containment Specifications
Good morning Aana,
I have a question for you.
Could you guide me to the requirements of secondary containment areas? We are
looking to install a concrete containment area for a de pollution station at our steel yard
site.

•
By the way, I have submitted our NPDES application and am waiting to hear back for our
next steps.
Ryan Swaim: Safety and Environmental Coordinator
Greer Recycling
107 Northeast Market St
Reidsville, NC 27320-2920
To God be the Glory
F]

Taylor -Smith, Aana
From: Taylor -Smith, Aana
Sent: Thursday, August 22, 2013 2:38 PM
To: 'Ryan Swaim'
Subject: RE: County Map
Rya n,
There are topo maps you can download for free from USGS at
http://store.uses.F,ov/b2c usEs/usss/maplocator/%28ctvoe=areaDetails&xcm=r3standardnitrex nrd&carea=%24ROOT
&layout=6 1 61 48&uiarea=2%29/.do. The files can be kind of big, so if you'd prefer to just print out a map from
Rockingham County GIS, that's fine as well. The website for that is here: http://arcgis.webgis.net/nc/Rockingham/. On
both pages, you can search by street address to find your site. In fact, if you select the parcel on GIS, it will appear with a
box around your site so that it's indicated as specified on the NOL
Thanks! Let me know if you have any trouble with those two sites and I'll help however I can!
Aana Taylor -Smith
Land Quality Section
Division of Energy, Mineral, and land Resources
NC DENR Winston-Salem Regional Office
Phone: [phone]
Fax [phone]
E-mail correspondence to and from this address may be subject to the North Carolina Public Records Law and may be disclosed to
third parties.
From: Ryan Swaim [ma!Ito:rswaim reerrec clin .com]
Sent: Thursday, August 22, 2013 2:00 PM
To: Taylor -Smith, Aana
Subject: County Map
Aana,
I have filled out the application form. However, I have been unable to find a county
map. Nobody at the county level that I have called has one for sale or otherwise. I
have however printed up some maps via google earth with the directions from Raleigh
and Winston Salem (Map and Written Directions). If this will suffice I will send the
application on. If not I will have to wait for a quad map to get here.
Please let me know what I should do.
Thanks,
Ryan Swaim: Safety and Environmental Coordinator
Greer Recycling

Taylor -Smith, Aana
From: Taylor -Smith, Aana
Sent: Thursday, August 22, 2013 8:19 AM
To: 'Ryan Swaim'
Subject: RE: Waterbody Map
Ryan,
There isn't a great one on our website, so I just usually use the USGS National Map
(htt viewer.nationalma ov viewer nhd.html? =nhd). I think your site probably drains to Little Troublesome Creek,
but you may want to check on that. Also — the classifications can be determined from this website:
httpa/portal.ncdenr.org/.web/wc/pslcsu/classifications. If it does turn out to be Little Troublesome Creek, it will be WS-
IV, NSW waters in the Cape Fear River Basin.
Hope that helps! Let me know if you have any more questions.
Thanks,
Aana Taylor -Smith
Land Quality Section
Division of Energy, Mineral, and Land Resources
NC DENR Winston-Salem Regional Office
Phone: [phone]
Fax [phone]
E-mail correspondence to and from this address may be subject to the !North Carolina Public Records Low and may be disclosed to
third parties.
From: Ryan Swaim[mailto:[e-mail]}
Sent: Wednesday, August 21, 2013 4:02 PM
To: Taylor -Smith, Aana
Subject: Waterbody Map
Aana,
Is there a water body map on your website to show me all the creeks, streams etc.. that
our site is draining into?
Ryan Swaim: Safety and Environmental Coordinator
Greer Recycling
107 Northeast Market St
Reidsville, NC 27320-2920
To God be the Glory

Taylor -Smith, Aana
From:
Taylor -Smith, Aana
Sent:
Wednesday, August 21; 2013 1:22 PM
To:
'Ryan Swaim'
Subject.,
RE: NPDES Permit
Hi Ryan,
The "Local Permitting Authority" shown there represents the local water supply protection program. That map is pretty
confusing, but basically it just means that Rockingham County has its own water supply/watershed protection ordinance
under Planning & Inspections. I'm not sure whether they have additional requirements for industries, but their
stormwater/water shed website is here: http://www.co.rockingham.nc.us/pview.aspx?id=14989&catlD=407.
As far as the State is concerned, for your NPDES permit, you can just submit the NOI to the address given at the bottom
of the last page with the listed enclosures. You do not need to file a permit application locally with Reidsville or
Rockingham County.
It was good to hear from you! Thanks so much!
Aana Taylor -Smith
Land Quality Section
Division of Energy, Mineral, and Land Resources
NC DENR Winston-Salem Regional Office
Phone: [phone]
Fax [phone]
E-mail correspondence to and from this address may be subject to the North Carolina Public Records Caw and may be disclosed to
third parties.
From: Ryan Swaim[mailto:rswaim(agreerrecyclinp.com]
Sent: Wednesday, August 21, 2013 1:05 PM
To: Taylor -Smith, Aana
Subject: NPDES Permit
Aana,
I am finalizing my permit application for BP Greer Recycling's NPDES permit. I did have
a question about the interactive map on your website. Our facility falls within what has
been shaded as "Local PErmitting Authority". How does this affect us with the permit we
are applying for? Do I need to file locally as well?
Thanks,
Ryan Swaim: Safety and Environmental Coordinator
Greer Recycling
107 Northeast Market St
Reidsville, NC 27320-2920

;h
HCDENR
North Carolina Department of Environment and Natural Resources
Division of Water Quality
Pat McCrory Thomas A. Reeder
Governor Acting Director
25 June 2013
Ryan Swaim
Greer Recycling
107 Northeast Market Street
Reidsville, NC 27320-2920
SUBJECT: NPDES General Stormwater Permit Requirements
Greer Recycling - Reidsville, NC
Rockingham County
Dear Mr. Swaim:
John E. Skvarla, III
Secretary
Aana Taylor -Smith of the Winston-Salem Regional Office of the Division of Water Quality met with you at the
Greer Recycling. facility in Reidsville on 18 June 2013 for a routine inspection under the NPDES General
Stormwater Permit NCG010000 for Construction Activities. During that inspection, it was noted that the Greer
Recycling facility does not have the required NPDES Stormwater Permit for its industrial activities.
Stormwater discharges from scrap metal operations fall under the Phase I permitting requirements established in
1990. Coverage under the NPDES General Stormwater Permit NCG200000 is applicable to owners having
stormwater discharges associated with establishments primarily engaged in assembling, breaking up, sorting,
and wholesale trade of scrap metal. Your facility is classified as Standard Industrial Classification (SIC) 5093,
which is covered under the permit. More information about stormwater permits can be found at
htti):L/portal.nedenr.org/web/wq/ws/su/npdessw.
To comply with the above requirement, Greer Recycling needs to obtain the above permit. Attached is the
required application. Please send the completed form along with the $100 application fee and a USGS
topographic map to the Raleigh address listed on page 4 of the application on or before 25 August 2013. A
Technical Bulletin explaining the requirements of the stormwater permit is also attached.
Should you have any questions, please do not hesitate to contact Aana Taylor -Smith at [phone]
([e-mail]) or me at [phone] ([e-mail]).
cc: Central Files
WSRO
North Carolina Division of Water Quality, Winston-Salem Regional Office
Location: 585 Waughtown St. Winston-Salem, North Carolina 27107
Phone: [phone] FAX: [phone] Customer Service: 1-877-623-6748
Internet: www.ncwaterquality.org
Sincerely,
W. Corey Basinger
Surface Water Regional Supervisor
Winston-Salem Regional Office
NorthCarolina
Naturally
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