HTML Document View

Full title: Notice of Status Conference on Notice of Disposition of Collateral. (Related document(s):1353 Notice) Filed by CLMG Corp. (Cottrell, Amanda) (Entered: 04/21/2021)

Document posted on Apr 20, 2021 in the bankruptcy, 9 pages and 0 tables.

Bankrupt11 Summary (Automatically Generated)

NOTICE OF STATUS CONFERENCE ON NOTICE OF DISPOSITION OF COLLATERAL PLEASE TAKE NOTICE that on March 26, 2021, CLMG Corp. (“CLMG”), in its capacity as agent under the CLMG Term Loan Agreement filed its Notice of Disposition of Collateral Pursuant to Settlement Agreement, For the Sale of 107.89 Acres, With Improvements, Located at 3415 Millennium Blvd.PLEASE TAKE FURTHER NOTICE that a status conference on the Notice and related items has been set for Wednesday, April 28, 2021 at 1:30 p.m., before the Honorable Marvin Isgur, the United States Bankruptcy Judge for the Southern District of Texas, Courtroom 404 at 515 Rusk, Houston, TX 77002.Persons wishing to appear should take notice of the following instructions: 1 The Debtors in these chapter 11 cases, along with the last four digits of each Debtor’s federal tax identification number, are: BJ Services, LLC (3543); BJ Management Services, L.P. (8396); BJ Services Holdings Canada, ULC (6181); and BJ Services Management Holdings Corporation (0481).Pursuant to the terms of the Settlement Agreement (“SA”) entered on November 6, 2020 in the above referenced Chapter 11 Bankruptcy case, CLMG Corp. (“CLMG”), as agent for the Lender, is filing this Notice of Disposition of Collateral (“NDC”) for the sale of the Property. 1 The Debtors in these chapter 11 cases, along with the last four digits of each Debtor’s federal tax identification number, are: BJ Services, LLC (3543); BJ Management Services, L.P. (8396); BJ Services Holdings Canada, ULC (6181); and BJ Services Management Holdings Corporation (0481).

List of Tables

Document Contents

IN THE UNITED STATES BANKRUPTCY COURT FOR THE SOUTHERN DISTRICT OF TEXAS HOUSTON DIVISION ) In re: ) Chapter 11 ) BJ SERVICES, LLC, et al.,1 ) Case No. 20-33627 (MI) ) Debtors. ) (Jointly Administered) ) NOTICE OF STATUS CONFERENCE ON NOTICE OF DISPOSITION OF COLLATERAL PLEASE TAKE NOTICE that on March 26, 2021, CLMG Corp. (“CLMG”), in its capacity as agent under the CLMG Term Loan Agreement filed its Notice of Disposition of Collateral Pursuant to Settlement Agreement, For the Sale of 107.89 Acres, With Improvements, Located at 3415 Millennium Blvd. SE, Massillon, OH (“Property”) [Docket No. 1353] (the “Notice”)2, attached hereto as Exhibit A. PLEASE TAKE FURTHER NOTICE that a status conference on the Notice and related items has been set for Wednesday, April 28, 2021 at 1:30 p.m., before the Honorable Marvin Isgur, the United States Bankruptcy Judge for the Southern District of Texas, Courtroom 404 at 515 Rusk, Houston, TX 77002. PLEASE TAKE FURTHER NOTICE that, on March 24, 2020, through the entry of General Order 2020-10, the Court invoked the protocol for emergency public health or safety conditions. It is anticipated that all persons will appear telephonically and also may appear via video at this hearing. Persons wishing to appear should take notice of the following instructions: 1 The Debtors in these chapter 11 cases, along with the last four digits of each Debtor’s federal tax identification number, are: BJ Services, LLC (3543); BJ Management Services, L.P. (8396); BJ Services Holdings Canada, ULC (6181); and BJ Services Management Holdings Corporation (0481). The Debtors’ service address is: 11211 Farm to Market 2920 Road, Tomball, Texas 77375. 2 Capitalized terms used herein but not defined shall have the meaning ascribed to them in the Notice.

1

AUDIO COMMUNICATION WILL BE BY USE OF THE COURT’S REGULAR DIAL- IN NUMBER. THE DIAL-IN NUMBER IS +1(832)-917-1510. YOU WILL BE RESPONSIBLE FOR YOUR OWN LONG-DISTANCE CHARGES. YOU WILL BE ASKED TO KEY IN THE CONFERENCE ROOM NUMBER. JUDGE ISGUR’S CONFERENCE ROOM NUMBER IS 954554. PARTIES MAY PARTICIPATE IN ELECTRONIC HEARINGS BY USE OF AN INTERNET CONNECTION. THE INTERNET SITE IS FOUND AT HTTPS://WWW.GOTOMEET.ME/JUDGEISGUR ONCE CONNECTED TO WWW.GOTOMEET.ME, A PARTICIPANT MUST SELECT “JOIN MY MEETING”. HEARING APPEARANCES SHOULD BE MADE ELECTRONICALLY AND IN ADVANCE OF THE HEARING. YOU MAY MAKE YOUR ELECTRONIC APPEARANCE BY: 1) GOING TO THE SOUTHERN DISTRICT OF TEXAS WEBSITE; 2) SELECTING “BANKRUPTCY COURT” FROM THE TOP MENU; 3) SELECTING JUDGES’ PROCEDURES AND SCHEDULES; 4) SELECTING “VIEW HOME PAGE” FOR JUDGE ISGUR; 5) UNDER “ELECTRONIC APPEARANCE” SELECT “CLICK HERE TO SUBMITELECTRONIC APPEARANCE;” 6) SELECT BJ SERVICES, LLC, ET AL. FROM THE LIST OF ELECTRONICAPPEARANCE LINKS; AND 7) AFTER SELECTING BJ SERVICES, LLC, ET AL. FROM THE LIST, COMPLETE THEREQUIRED FIELDS AND HIT THE “SUBMIT” BUTTON AT THE BOTTOM OF THEPAGE. 8) SUBMITTING YOUR APPEARANCE ELECTRONICALLY IN ADVANCE OF THEHEARING WILL NEGATE THE NEED TO MAKE AN APPEARANCE ON THE RECORDAT THE HEARING. [Remainder of page left blank]

2

Respectfully submitted, Houston, Texas Dated: April 21, 2021 SHEPPARD MULLIN RICHTER & HAMPTON LLP By: /s/ Amanda L. Cottrell _____________ Justin Bernbrock, Esq. (admitted pro hac vice) Robert B. McLellarn, Esq. (admitted pro hac vice) Three First National Plaza 70 West Madison Street, 48th Floor Chicago, Illinois 60602 Tel: (312) 499-6300 Fax: (312) 499-6301 E-mail: jbernbrock@sheppardmullin.com E-mail: rmclellarn@sheppardmullin.com Amanda L. Cottrell, Esq. 2200 Ross Ave, 24th Floor Dallas, Texas 75201 Tel: (469) 391-7400 Fax: (469) 391-7401 E-mail: acottrell@sheppardmullin.com Alan H. Martin, Esq. (admitted pro hac vice) 650 Town Center Drive, 10th Floor Costa Mesa, California 92626 Tel: (714) 424-2831 Fax: (714) 513-5130 E-mail: amartin@sheppardmullin.com Counsel to CLMG Corp.

3

Certificate of Service I certify that on April 21, 2021, I caused a copy of the foregoing document to be served by the Electronic Case Filing System for the United States Bankruptcy Court for the Southern District of Texas. /s/ Amanda L. Cottrell Amanda L. Cottrell

4

Exhibit A

5

IN THE UNITED STATES BANKRUPTCY COURT FOR THE SOUTHERN DISTRICT OF TEXAS HOUSTON DIVISION ) In re: ) Chapter 11 ) BJ SERVICES, LLC, et al.,1 ) Case No. 20-33627 (MI) ) Debtors. ) (Jointly Administered) ) NOTICE OF DISPOSITION OF COLLATERAL PURSUANT TO SETTLEMENT AGREEMENT, FOR THE SALE OF 107.89 ACRES, WITH IMPROVEMENTS, LOCATED AT 3415 MILLENNIUM BLVD. SE, MASSILLON, OH (“PROPERTY”) Pursuant to the terms of the Settlement Agreement (“SA”) entered on November 6, 2020 in the above referenced Chapter 11 Bankruptcy case, CLMG Corp. (“CLMG”), as agent for the Lender, is filing this Notice of Disposition of Collateral (“NDC”) for the sale of the Property. The Plan Administrators may object to the proposed sale by filing an objection with the court within five (5) business days of agent’s filing of the NDC. Request for Sale of Property CLMG proposes executing a contract for the sale of the Property, pursuant to the terms of a Letter of Intent (“LOI”) submitted by the proposed Buyer. The Property is an office/industrial campus, formerly occupied by the Debtor, with approximately 48,540 square feet of gross building area on a 107.89 acre site, located at 3415 Millennium Blvd SE, in Massillon, OH. The financial terms of the LOI, which will be incorporated into a Purchase and Sale Agreement ("PSA"), includes the following basic terms: a) Sale Price: $6,000,000, all cash b) Earnest Money: $50,000 c) Feasibility: 30 days d) Close Period: On or before June 15, 2021 e) Contingencies: Title, survey, review of environmental report, estoppel certificate from existing tenants. CLMG does not anticipate any material title or survey issues that would impede the sale of the Property. 1 The Debtors in these chapter 11 cases, along with the last four digits of each Debtor’s federal tax identification number, are: BJ Services, LLC (3543); BJ Management Services, L.P. (8396); BJ Services Holdings Canada, ULC (6181); and BJ Services Management Holdings Corporation (0481). The Debtors’ service address is: 11211 Farm to Market 2920 Road, Tomball, Texas 77375.

6

Request and Recommendation The proposed Buyer will deposit $50,000 earnest money, which will become non-refundable upon completion of the 30-day inspection period. CLMG recommends the sale of the Property based on the terms presented herein, for $6,000,000 cash, equal to 92% of current Appraised Value. The estimated net proceeds to be applied to CLMG’s secured claim is approximately $5,520,000.
Table 1 on page 7. Back to List of Tables
Estimated Sale Proceeds
Description Amount
Contract Price $                   6,000,000
Less: Commissions 6.00% $                      (360,000)
Less: Closing Costs 2.00% $                      (120,000)
Net Sale Proceeds $ 5,520,000

7

Respectfully submitted, Houston, Texas Dated: March 26, 2021 SHEPPARD MULLIN RICHTER & HAMPTON LLP By: /s/ Amanda L. Cottrell _____________ Justin Bernbrock, Esq. (admitted pro hac vice) Robert B. McLellarn, Esq. (admitted pro hac vice) Three First National Plaza 70 West Madison Street, 48th Floor Chicago, Illinois 60602 Tel: (312) 499-6300 Fax: (312) 499-6301 E-mail: jbernbrock@sheppardmullin.com E-mail: rmclellarn@sheppardmullin.com Amanda L. Cottrell, Esq. 2200 Ross Ave, 24th Floor Dallas, Texas 75201 Tel: (469) 391-7400 Fax: (469) 391-7401 E-mail: acottrell@sheppardmullin.com Alan H. Martin, Esq. (admitted pro hac vice) 650 Town Center Drive, 10th Floor Costa Mesa, California 92626 Tel: (714) 424-2831 Fax: (714) 513-5130 E-mail: amartin@sheppardmullin.com Counsel to CLMG Corp.

8

Certificate of Service I certify that on March 26, 2021, I caused a copy of the foregoing document to be served by the Electronic Case Filing System for the United States Bankruptcy Court for the Southern District of Texas. /s/ Amanda L. Cottrell Amanda L. Cottrell

9