HTML Document View

Full title: Certification of Counsel Regarding Order Approving Stipulation Between New Dairy Opco, LLC and Kayla Chesson (related document(s)1539) Filed by New Dairy OpCo, LLC. (Attachments: # 1 Exhibit A - Proposed Order) (Murley, Lucian) (Entered: 07/14/2021)

Document posted on Jul 13, 2021 in the bankruptcy, 4 pages and 0 tables.

Bankrupt11 Summary (Automatically Generated)

Executory Contracts and Unexpired Leases; (E) Approving Form and Manner of Notice Thereof; and (F) Granting Related Relief; and (II) an Order Authorizing and Approving (A) the Sale of Substantially All of the 1 The Debtors in these chapter 11 cases, along with the last four digits of each Debtor’s federal tax identification number, are: BDC Inc. (1509); BDC Holdings, LLC (8504); ND, LLC (9109); BDC of Alabama, LLC (5598); BDC of Cincinnati, LLC (1334); BTC of Cincinnati, LLC (3462); BDC of Florida, LLC (5168); BDC of Kentucky, LLC (7392); BDC of Louisiana, LLC (4109); BDC of Madisonville, LLC (7310); BDC of Ohio, LLC (2720); BTC of Ohio, LLC (7837); BDC of South Carolina, LLC (0963); BDC of Texas, LLC (5060); CAS, LLC (9109); GSSD, LLC (9109); NDHT, LLC (7480); and BDC of Madisonville Sub, LLC (0314).On July 21, 2020, the Court entered its Supplemental Order Authorizing and Approving (I) the Sale of Substantially All of the Debtors’ Assets Free and Clear of Liens, Claims, Rights, Encumbrances, and On December 15, 2020, the Court entered the Findings of Fact, Conclusions of Law and Order Approving and Confirming the Second Amended Combined Disclosure Statement and Joint Chapter 11 Plan of Liquidation of Borden Dairy Company and Its Affiliated Debtors [D.I. 1331], whereby the Second Amended Combined Disclosure Statement and Joint Chapter 11 Plan of Liquidation of Borden Dairy Company and Its Affiliated Debtors [D.I. 1321] (including all exhibits and supplements thereto, and as modified or amended from time to time, the “Plan”) was confirmed.On June 18, 2021, Chesson filed the Motion of Kayla Chesson (I) for Authority to File Administrative Expense Claim After the Administrative Claims Bar Dates Pursuant to 11 U.S.C. § 503(b)(1)(A) and (II) for Relief from the Plan Injunction to Liquidate Such Claim in Louisiana State Court (the “Chesson Motion”)On January 8, 2021, the Debtors filed the Notice of (I) Entry of Order Confirming Second Amended Combined Disclosure Statement and Joint Chapter 11 Plan of Liquidation of Borden Dairy Company and Its Affiliated Debtors; and (II)

List of Tables

Document Contents

IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE In re: Chapter 11 BDC Inc., et al., Case No.: 20-10010 (CSS) Debtors.1 (Jointly Administered) Re: Docket No. 1539 CERTIFICATION OF COUNSEL REGARDING ORDER APPROVING STIPULATION BETWEEN NEW DAIRY OPCO, LLC AND KAYLA CHESSON New Dairy Opco, LLC and its affiliates (collectively, “New Dairy”), by and through its undersigned counsel, hereby certifies as follows: 1. On January 5, 2020 (the “Petition Date”), the above-captioned debtors (the “Debtors”) filed voluntary petitions for relief under title 11 of the United States Code initiating the above-captioned bankruptcy cases (the “Chapter 11 Cases”). 2. On May 5, 2020, the Debtors filed the Debtors’ Motion for Entry of (I) an Order (A) Approving Bidding Procedures in Connection with the Sale of Substantially All of the Debtors’ Assets; (B) Scheduling an Auction for and Hearing to Approve the Sale of Substantially All of the Debtors’ Assets; (C) Approving Notice of the Respective Date, Time, and Place for the Auction and for Hearing on Approval of Sale; (D) Approving Executory Contracts and Unexpired Leases; (E) Approving Form and Manner of Notice Thereof; and (F) Granting Related Relief; and (II) an Order Authorizing and Approving (A) the Sale of Substantially All of the 1 The Debtors in these chapter 11 cases, along with the last four digits of each Debtor’s federal tax identification number, are: BDC Inc. (1509); BDC Holdings, LLC (8504); ND, LLC (9109); BDC of Alabama, LLC (5598); BDC of Cincinnati, LLC (1334); BTC of Cincinnati, LLC (3462); BDC of Florida, LLC (5168); BDC of Kentucky, LLC (7392); BDC of Louisiana, LLC (4109); BDC of Madisonville, LLC (7310); BDC of Ohio, LLC (2720); BTC of Ohio, LLC (7837); BDC of South Carolina, LLC (0963); BDC of Texas, LLC (5060); CAS, LLC (9109); GSSD, LLC (9109); NDHT, LLC (7480); and BDC of Madisonville Sub, LLC (0314). The location of the Debtors’ service address is: 2807 Allen Street, Box 833, Dallas, TX 75204-4062.

1

Debtors’ Assets Free and Clear of Liens, Claims, Rights, Encumbrances, and Other Interests; (B) the Assumption and Assignment of Certain Executory Contracts and Unexpired Leases; and (C) Granting Related Relief (the “Sale Motion”) [D.I. 564]. 3. The Debtors conducted an auction commencing on June 4, 2020 through June 13, 2020, and determined, in their business judgment, that New Dairy was the successful bidder pursuant to the Court-approved bidding procedures. 4. On June 26, 2020, the Court entered its Order Authorizing and Approving (I) the Sale of Substantially All of the Debtors’ Assets Free and Clear of Liens, Claims, Rights, Encumbrances, and Other Interests; (II) the Assumption and Assignment of Certain Executory Contracts and Unexpired Leases; and (III) Granting Related Relief (the “Sale Order”) [D.I. 918]. 5. On July 21, 2020, the Court entered its Supplemental Order Authorizing and Approving (I) the Sale of Substantially All of the Debtors’ Assets Free and Clear of Liens, Claims, Rights, Encumbrances, and Other Interest; (II) the Assumption and assignment of Certain Executory Contracts and Unexpired Leases; and (III) Granting Related Relief (the “Supplemental Order”) [D.I. 987]. 6. On August 5, 2020, the Court entered the Order (I) Establishing a Deadline for Filing Requests for Allowance of Administrative Expense Claims, (II) Approving the Form and Manner of Notice Thereof, and (III) Granting Related Relief (the “First Administrative Claim Bar Date Order”) [D.I. 1025] in which the Court set September 4, 2020 at 4:00 p.m. (Eastern Time) as the deadline for parties to file all requests for allowance of administrative expense claims in the Chapter 11 Cases that arose from the Petition Date through August 5, 2020 (the “First Administrative Claim Deadline”).

2

7. On December 15, 2020, the Court entered the Findings of Fact, Conclusions of Law and Order Approving and Confirming the Second Amended Combined Disclosure Statement and Joint Chapter 11 Plan of Liquidation of Borden Dairy Company and Its Affiliated Debtors [D.I. 1331], whereby the Second Amended Combined Disclosure Statement and Joint Chapter 11 Plan of Liquidation of Borden Dairy Company and Its Affiliated Debtors [D.I. 1321] (including all exhibits and supplements thereto, and as modified or amended from time to time, the “Plan”) was confirmed. Pursuant to Section 9.3 of the Plan, the “Wind-Down Administrator” was appointed as the sole representative of the Post-Effective Date Debtors. 8. Section 6.1(a) of the Plan provides that administrative expense claims arising on or after August 6, 2020 had to be filed by February 8, 2021 (the “Second Administrative Claim Deadline” and together with the First Administrative Claim Deadline, the “Administrative Claim Deadlines”). 9. Kayla Chesson (“Chesson”) has asserted claims for personal injury against the Debtors for an accident that allegedly occurred on or about April 30, 2020, which was after the Petition Date and prior to the Administrative Claim Deadline. 10. On June 18, 2021, Chesson filed the Motion of Kayla Chesson (I) for Authority to File Administrative Expense Claim After the Administrative Claims Bar Dates Pursuant to 11 U.S.C. § 503(b)(1)(A) and (II) for Relief from the Plan Injunction to Liquidate Such Claim in Louisiana State Court (the “Chesson Motion”) [D.I. 1539] asserting, among other things, that neither Chesson nor Chesson’s state court counsel, Brian Columb of Gordon McKernan Injury Attorneys, was served with notice of the Administrative Claim Deadlines. 11. On January 8, 2021, the Debtors filed the Notice of (I) Entry of Order Confirming Second Amended Combined Disclosure Statement and Joint Chapter 11 Plan of Liquidation of

3

Borden Dairy Company and Its Affiliated Debtors; and (II) Effective Date [D.I. 1359] disclosing, among other things, the effective date of the Plan occurred on January 7, 2021 (the “Effective Date”). 12. After exchanging information and engaging in good-faith discussions, Chesson and New Dairy (collectively, the “Parties”) have determined that it is in the best interests of the Parties to consensually resolve the Chesson Motion. The Parties have entered into a stipulation (the “Stipulation”) memorializing this agreement between the Parties. 13. A proposed form of order approving the Stipulation is attached hereto as Exhibit A (the “Proposed Order”) and the Stipulation is attached as Exhibit 1 to the Proposed Order. The Proposed Order and the Stipulation were shared with the Wind-Down Administrator and the Office of the United States Trustee, and neither object to entry of the Proposed Order. WHEREFORE, the undersigned counsel respectfully requests that the Court enter the Proposed Order, substantially in the form attached hereto as Exhibit A, approving the Stipulation. Dated: July 14, 2021 SAUL EWING ARNSTEIN & LEHR LLP /s/ Lucian B. Murley Lucian B. Murley (DE Bar No. 4892) 1201 North Market Street, Suite 2300 P.O. Box 1266 Wilmington, DE 19899 Telephone: (302) 421-6898 luke.murley@saul.com Counsel to New Dairy Opco, LLC

4