Uncle Nearest stays under court control

Judge denies Weavers’ request to end Uncle Nearest receivership – and expands it to include Grant Sidney

1:20 p.m. May 26, 2026

DUANE CROSS
MCO Publisher•Editor

A federal judge has rejected Fawn and Keith Weaver’s bid to regain control of Uncle Nearest, finding the whiskey company remains insolvent by a considerable margin, its assets remain at risk, and the court-appointed receivership must stay in place while Farm Credit Mid-America’s lawsuit moves forward.

In a 62-page order filed Tuesday, May 26, U.S. District Judge Charles E. Atchley Jr. denied a motion by Fawn Weaver, Keith Weaver, and Grant Sidney Inc. to end the receivership over Uncle Nearest Inc., Nearest Green Distillery Inc., and Uncle Nearest Real Estate Holdings LLC.

Atchley also expanded the receivership to include Grant Sidney Inc., the holding company through which Fawn Weaver owns her shares of Uncle Nearest Inc.

The ruling matters because it keeps Uncle Nearest out of the Weavers’ hands for now and gives receiver Phillip G. Young Jr. a wider lane to trace assets, money movement, and control questions around the company. It also marks one of the court’s sharpest public assessments yet of Uncle Nearest’s finances and Fawn Weaver’s credibility.

The order keeps the embattled Shelbyville whiskey company under court supervision and gives Young authority to examine money and asset movement beyond Uncle Nearest’s own accounts.

The court declined, for now, to add six other related entities to the receivership.

Farm Credit claims Uncle Nearest and related defendants breached a July 2022 credit agreement and associated loan documents. The court placed Uncle Nearest into receivership last year after finding Farm Credit’s collateral – described in the order as “most, if not all” of Uncle Nearest’s assets – faced possible concealment, dissipation, loss, or diversion without court intervention.

Atchley’s order makes clear the court found no basis to step back.

“The Weavers and Grant Sidney have failed to meet this burden,” Atchley wrote, referring to their request to show changed circumstances that would justify ending the receivership.

Court Says Uncle Nearest is Still Insolvent

The ruling comes down largely to money.

Atchley found Uncle Nearest is insolvent in two ways: it cannot pay its debts as they come due, and its liabilities exceed the fair value of its assets.

“Uncle Nearest is insolvent under both definitions,” the judge wrote.

The court found Uncle Nearest owed about $11.6 million to various entities as of June 12, 2025. More than $10.5 million of that amount was past due, and more than $7.7 million was more than 90 days past due.

The judge also reviewed cash-flow forecasts and actual operating data from before the receivership. Between the week ending April 18, 2025, and the week ending June 13, 2025, Uncle Nearest’s cumulative net operating cash flow was negative $1.2 million.

Atchley put the point in unusually plain language.

“The problem the Weavers and Grant Sidney face is that pre-receivership actual cash flow data tells the same story as the forecasts: Uncle Nearest – under Fawn Weaver’s control – was far better at spending money than making it,” he wrote.

The court acknowledged that Young has improved the company’s cash position since taking over. But Atchley found the company still loses money and still is not servicing its outstanding debt.

The judge calculated Uncle Nearest’s liabilities at about $207.9 million. That figure includes more than $120.8 million Farm Credit says it is owed; $20 million in convertible promissory notes to MP-Tenn LLC; about $45 million tied to a forward contract with Advanced Spirits LLC; nearly $13.9 million in accounts payable; and other credit card, tax, and note obligations.

The Weavers and Grant Sidney argued Uncle Nearest should be valued at 12 to 13 times annual revenue, which would put the company’s enterprise value between $300 million and $325 million based on about $25 million in 2025 sales. At that value, the company would be solvent.

The court rejected that argument.

Atchley said the Weavers and Grant Sidney relied on older sales of other spirits brands, including Casamigos, Aviation Gin, Proper No. Twelve, and Don Papa Rum. Those sales, the judge said, happened under market conditions that no longer exist.

“All the Keystone chart shows is that spirits companies other than Uncle Nearest sold for 12x to 24x their revenue under conditions that do not currently exist,” Atchley wrote. “This is of little to no use in establishing Uncle Nearest’s enterprise value as it exists today.”

Instead, the court found Uncle Nearest should be valued at 2 to 5 times revenue. That puts the company’s estimated enterprise value between $50 million and $125 million – far below the court’s calculation of nearly $208 million in liabilities.

Judge Rejects Valuations of Distillery and Barrels

The Weavers and Grant Sidney also tried to show Uncle Nearest was solvent by pointing to the value of its assets, including the Nearest Green Distillery and filled whiskey barrels.

The court was not persuaded.

They argued that the distillery was worth at least $70.4 million, citing a proposed sale-leaseback transaction with STORE Capital. Under that deal, Uncle Nearest would have sold the distillery and leased it back for at least 25 years.

Atchley said that the proposal did not prove the standalone value of the distillery because the buyer would have received more than the property. It also would have secured a long-term tenant, shifted responsibility for costs to Uncle Nearest, and generated more than $190 million in future rent.

“Simply put, it is not believable that the Distillery on its own is worth more than a sophisticated buyer like STORE Capital would be willing to pay to acquire the Distillery, plus a tenant who would cover all the Distillery’s costs, plus more than $190 million in future revenue,” Atchley wrote.

The court also rejected the claimed value of Uncle Nearest’s filled whiskey barrels.

The Weavers and Grant Sidney argued the barrels were worth about $81.2 million. The court said that the claim relied heavily on Fawn Weaver’s testimony and an unsupported letter from a spirits broker. Atchley said the letter could not be relied upon because it would run afoul of hearsay rules.

That left Weaver’s testimony.

“The Court does not find Fawn Weaver to be a credible witness,” Atchley wrote.

The judge said he had observed Weaver’s demeanor during a Feb. 9 hearing, considered places where her testimony changed, and weighed her personal interest in ending the receivership.

“Combined, the foregoing leave the Court with the firm conviction that Fawn Weaver’s testimony thus far – whether on the witness stand or through her many declarations – has been guided by the story she believes best serves her personal interests, irrespective of its relation to the truth,” Atchley wrote.

The court also cited Young’s attempt to sell 10,000 filled barrels at $1,000 each. He received no offers at that price. The only offer he received was about $400 per barrel for fewer than 1,000 barrels.

That evidence, Atchley found, undercut Weaver’s claimed value of about $1,500 per barrel.

Court: Farm Credit’s Collateral Remains at Risk

The ruling also focuses on a $20 million transaction involving MP-Tenn LLC, Uncle Nearest, and Grant Sidney.

According to the order, MP-Tenn and Uncle Nearest executed two $10 million convertible promissory notes in February 2025. The proceeds were placed in an Uncle Nearest account opened to receive the funds, then moved into a Grant Sidney account.

Fawn Weaver testified she moved the funds because she did not want the money “snatched” by Farm Credit and needed to keep Uncle Nearest operating during forbearance talks.

Atchley found Farm Credit knew Grant Sidney was sending money for Uncle Nearest’s benefit, but said the record did not show Farm Credit knew MP-Tenn was the source of those funds.

The court found Uncle Nearest “concealed its dealings with MP-Tenn from Farm Credit and misrepresented the $20 million MP-Tenn loaned Uncle Nearest as an infusion of Grant Sidney’s own funds.”

That mattered because the court was weighing whether Uncle Nearest’s assets would be safe without a receiver.

Atchley found the risk remained high enough to keep the receivership in place.

Receiver Credited with Cutting Losses

The Weavers and Grant Sidney argued that the receivership has harmed Uncle Nearest, pointing to lower sales and business disruption.

The court acknowledged sales have declined since Young took over. But Atchley said the record did not support blaming the receiver for all of that decline.

The judge pointed to several possible causes, including the lawsuit itself, distributor issues, reduced marketing efforts by Fawn Weaver in late 2025, and public actions by the Weavers and Grant Sidney.

Atchley said revenue was not the only measure that mattered.

“The Receiver has made tremendous progress in improving another, perhaps even more important metric: profitability,” he wrote.

Atchley credited Young with cutting Uncle Nearest’s monthly operating losses from about $1 million to about $100,000, excluding receivership fees. The court described that as a roughly 90% reduction in monthly operating losses, even as sales declined.

The judge also credited the receiver with reconciling barrel inventory, working through capitalization-table issues, addressing tax obligations, satisfying liens held by Tennessee Distilling Group LLC, and securing additional capital from Farm Credit to cover operating losses and receivership expenses.

The court also noted that the receivership has paused other litigation against Uncle Nearest, including a breach-of-contract case in Oregon and an employment discrimination case in New York.

Court Adds Grant Sidney to Receivership

The second major piece of Tuesday’s order is the expansion of the receivership to include Grant Sidney.

Young had asked the court to add seven related entities: Grant Sidney Inc., Humble Baron Inc., Shelbyville Barrel House BBQ LLC, Nashwood Inc., Shelbyville Grand LLC, Quill and Cask Owner LLC, and 4 Front Street LLC.

Atchley added only Grant Sidney.

The court found Grant Sidney was central to the MP-Tenn transaction and closely tied to Uncle Nearest. Grant Sidney is also the company through which Fawn Weaver owns her Uncle Nearest shares.

In plain terms, the judge wants the receiver to find out whether money or assets that should belong to Uncle Nearest ended up parked inside Weaver’s holding company.

Atchley said adding Grant Sidney would not create the kind of operational disruption that might come with putting an active business into receivership.

“As a ‘passive holding and investment entity,’ Grant Sidney does not have operations the receivership might disrupt,” the judge wrote.

The court ordered Young to investigate whether Grant Sidney holds assets that “rightly belong” to Uncle Nearest Inc., Nearest Green Distillery Inc., Uncle Nearest Real Estate Holdings LLC, or any other entity already subject to the receivership.

Young must file a report within 60 days detailing his findings. The report must also state whether Grant Sidney should remain in receivership or whether a less drastic remedy could be used to recover any improperly diverted assets.

The court barred Young from selling, transferring, hypothecating, or otherwise encumbering Grant Sidney’s assets outside the ordinary course of business without further court approval.

Six Other Entities Stay Outside Receivership for Now

Atchley declined to add the other six entities to the receivership, though he left the door open for a future request.

“For the avoidance of any doubt, this holding should not be construed as a finding that it would never be appropriate to expand the receivership to include one or more of the six remaining Additional Entities,” Atchley wrote. “Rather, it merely reflects that the evidence currently in the record is insufficient to justify the drastic remedy of expanding the receivership to encompass these other entities.”

The court said Humble Baron Inc., which operates the Humble Baron bar at the Nearest Green Distillery, received benefits from Uncle Nearest, including unpaid rent and other services. But Atchley found that less drastic legal remedies may be available, including lease enforcement or claims for unpaid rent.

The court reached a similar conclusion for Shelbyville Barrel House BBQ LLC, which operates Chuck’s Barrel House BBQ II at the distillery.

Nashwood Inc., owned by Keith Weaver, received nearly $500,000 from Uncle Nearest over five years, according to transaction data cited in the order. But the court said Nashwood offered explanations for those payments, including guest stays, special events, consulting, project management, event management, and grant-related work.

The court expressed more concern about Shelbyville Grand LLC. That company owns a climate-controlled warehouse where Nearest Green Distillery stores supplies for a $6,500 monthly fee. The order says Uncle Nearest paid Shelbyville Grand $130,000 on July 29, 2025 – one day after Farm Credit filed suit – purportedly for 20 months of outstanding rent.

Atchley said the transaction “bears several badges of fraud that call its legitimacy into question,” including that it involved an insider, occurred the day after the lawsuit was filed, and happened while Uncle Nearest was insolvent.

Still, the court said it was not prepared to definitively call the transaction improper and noted the receiver could pursue a fraudulent transfer claim under Tennessee law.

The court also declined to add Quill and Cask Owner LLC and 4 Front Street LLC. For Quill and Cask, Atchley said there was no evidence that money flowed from Uncle Nearest or related entities to Quill and Cask. For 4 Front Street, the court found two transactions – one $25,000 payment to Uncle Nearest and one $39,000 payment from Uncle Nearest – were not enough to justify receivership.

Case Continues

Tuesday’s order does not decide the full lawsuit. Farm Credit’s claims, the exact amount owed, and any defenses or counterclaims remain unresolved.

What Tuesday’s order decides, at least for now, is who remains in control.

Uncle Nearest will remain under Young’s receivership. Grant Sidney is now inside that receivership, too. And the Weavers have not persuaded the court that the company should be returned to their control.

For now, Uncle Nearest stays in receivership, Grant Sidney joins it, and Young remains in control under the court’s supervision.