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1 2 3 4 5 6 7 8 9 10 On October 31, 2013, Technology Properties Limited LLC (the “Debtor” or “TPL”) filed its DISCLOSURE STATEMENT RE: TPL PLAN OF REORGANIZATION (OCTOBER 31, 2013) (the “October Disclosure Statement”) and PLAN OF REORGANIZATION (OCTOBER 31, 2013) (the “October Plan”). That same day, the Debtor served its DEBTOR’S NOTICE OF HEARING ON APPROVAL OF DEBTOR’S DISCLOSURE STATEMENT (OCTOBER 31, 2013) (as amended by the SECOND SUPPLEMENT AND AMENDED NOTICE OF HEARING ON APPROVAL OF DEBTOR’S DISCLOSURE STATEMENT filed by the Debtor on November 6, 2013 [Docket No. 261], the “Notice of Hearing”), which, among other things, set a hearing date of December 5, 2013 for approval of the October Disclosure Statement and provided that that November 28, 2013 1 , was the last day for filing and serving written objections to the October Disclosure Statement. 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 On November 22, 2013, the Debtor filed its DISCLOSURE STATEMENT RE: TPL PLAN OF REORGANIZATION (NOVEMBER 22, 2013) (the “November Disclosure Statement”) and its PLAN OF REORGANIZATION (NOVEMBER 22, 2013) (the “November Plan”). The Official Committee of Unsecured Creditors (the “Committee”) hereby objects to the November Disclosure Statement on the grounds of inadequate notice. The November Disclosure Statement was filed only 13 days prior to the hearing date, and only four business days before objections were due. 2 To the extent the hearing proceeds, the Committee objects to the November Disclosure Statement on the grounds the November Disclosure Statement and the November Plan were filed in bad faith solely for the purpose of using exclusivity to coerce acceptance of the November Plan. The November Disclosure Statement describes the November Plan which clearly is not confirmable on its face. Among other things, the November Plan is unfeasible, misclassifies claims and falls woefully short of meeting the “fair and equitable” requirements of 11 U.S.C. § 1129 3 . Further, the November Disclosure Statement is confusing and lacks critically important information necessary 1 Because the Bankruptcy Court was closed on November 28 and 29, 2013 in observance of the Thanksgiving Day holiday, the deadline to file and serve objections is December 2, 2013. See Rule 9006(a) of the Federal Rules of Bankruptcy Procedure (the “Bankruptcy Rules”). 2 As discussed below, the Committee requested to the Debtor to voluntarily take the hearing off calendar. After the Debtor refused, the Committee filed its request to take the hearing off calendar with the Court. The Court denied such request, noting that the Committee and other interested parties may address the issue in the context of objections to the October Disclosure Statement. 3 All statutory references herein are to the title 11, United States Code (the “Bankruptcy Code”) unless otherwise specified. TTH:sb H:\Client Matters\- F&R\Tech Properties\Pl\Plan & DS\Nov 22, 2013\DS\Obj v14.docx 1 OBJECTION OF OFFICIAL COMMITTEE OF UNSECURED CREDITORS TO DEBTOR’S DISCLOSURE STATEMENT RE: TPL PLAN OF REORGANIZATION (NOVEMBER 22, 2013) Case: 13-51589 Doc# 298 Filed: 12/02/13 Entered: 12/02/13 15:51:10 Page 6 of 30
1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 for creditors to make an informed decision as to whether to accept or reject the November Plan and falls well short of disclosure requirements mandated by 11 U.S.C. §1125. Until the Debtor addresses all of the foregoing glaring deficiencies, approval of the November Disclosure Statement must be denied. I. FACTUAL BACKGROUND 1. On March 20, 2013 (the “Petition Date”), the Debtor commenced the above-entitled Chapter 11 bankruptcy case by filing a Voluntary Petition in this Court. 2. A trustee has not been appointed for the Debtor and it continues to function as the debtor-in-possession pursuant to §§ 1107 and 1108. 3. The Committee was appointed by the Office of the United States Trustee pursuant to § 1102. 4. The exclusive periods for TPL to file a plan and obtain acceptances set forth in §§1121(c)(2) and 1121(c)(3) were originally set to expire on July 18, 2013, and September 16, 2013, respectively. TPL and the Committee initially stipulated to extend exclusivity to file a plan and to obtain acceptances thereof to August 16, 2013, and November 16, 2013, respectively. 5. Subsequently, TPL and the Committee agreed to an order extending exclusivity to file a plan and to solicit acceptances to September 30, 2013 and December 5, 2013 respectively. To facilitate a mediation of the case by Judge Montali, TPL and the Committee agreed to an order extending exclusivity to file a plan and solicit acceptances to November 8, 2013 and January 7, 2014, respectively. 6. Mediation was held on October 8 and 9, 2013. The mediation did not result in a resolution. At the status conference held in the matter on October 3, 2013, the Court indicated that any future extensions of exclusivity should be made on noticed motion. Pursuant to that direction, the Debtor filed its second motion to extend exclusivity without knowing the Committee’s position on further extension of exclusivity. Given the lack of progress on negotiating a plan and the Debtor’s financial performance in this Chapter 11 case, the Committee informed the Debtor that it would oppose the motion and instead request termination of exclusivity so that the Committee could 28 file its own plan. The Debtor then withdrew its motion and filed the October Plan and the October TTH:sb H:\Client Matters\- F&R\Tech Properties\Pl\Plan & DS\Nov 22, 2013\DS\Obj v14.docx 2 OBJECTION OF OFFICIAL COMMITTEE OF UNSECURED CREDITORS TO DEBTOR’S DISCLOSURE STATEMENT RE: TPL PLAN OF REORGANIZATION (NOVEMBER 22, 2013) Case: 13-51589 Doc# 298 Filed: 12/02/13 Entered: 12/02/13 15:51:10 Page 7 of 30
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