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Full title: Motion to Extend the Period in Which the Debtor May Remove Actions Pursuant to 28 U.S.C. Section 1452 and Rule 9027 of the Federal Rules of Bankruptcy Procedure with Notice of Opportunity for Hearing If a response or objection is filed - DUE: May 14, 2021, a hearing will be held on DATE: 6/10/2021, TIME: 9:30 am, LOCATION: LTB Courtroom 2A. filed by Garland S. Cassada on behalf of Bestwall LLC. (Cassada, Garland) (Entered: 04/30/2021)

Document posted on Apr 29, 2021 in the bankruptcy, 12 pages and 0 tables.

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Bestwall LLC, the debtor and debtor in possession in the above-captioned chapter 11 case (the “Debtor”), hereby moves the Court for the entry of an order, pursuant to Rule 9006(b) of the Federal Rules of Bankruptcy Procedure (the “Bankruptcy Rules”), further extending the period within which the Debtor may remove actions pursuant to 28 U.S.C. § 1452 and Bankruptcy Rule 9027 (the “Removal Period”) through and including November 1, 2021. By this Motion, the Debtor seeks entry of an order pursuant to Bankruptcy Rule 9006(b) further extending the Removal Period by approximately six months, through and including November 1, 2021, to the extent that the time period for filing any notices of removal expires on or before such date.A party may remove any claim or cause of action in a civil action other than a proceeding before the United States Tax Court or a civil action by a governmental unit to enforce such governmental unit’s police or regulatory power, to the district court for the district where such civil action is pending, if such district court has jurisdiction of such claim or cause of action under section 1334 of this title.Finally, Bankruptcy Rule 9006(b)(1) provides that the Court can extend the period within which the Debtor may remove actions as provided for by Bankruptcy Rule 9027, without notice, upon a showing of cause: Rule 9027(a), 28 U.S.C. § 1452 and the Eighth Extension Order within which the Debtor may remove and file notices of removal of any and all civil actions (the “Removal Period”) is extended through and including November 1, 2021, to the extent that the time period for removing such actions and filing any such notices of removal otherwise would expire before such date.

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UNITED STATES BANKRUPTCY COURT WESTERN DISTRICT OF NORTH CAROLINA CHARLOTTE DIVISION In re Chapter 11 BESTWALL LLC,1 Case No. 17-31795 (LTB) Debtor. NINTH MOTION OF THE DEBTOR FOR ENTRY OF AN ORDER EXTENDING THE PERIOD WITHIN WHICH THE DEBTOR MAY REMOVE ACTIONS PURSUANT TO 28 U.S.C. § 1452 AND RULE 9027 OF THE FEDERAL RULES OF BANKRUPTCY PROCEDURE Bestwall LLC, the debtor and debtor in possession in the above-captioned chapter 11 case (the “Debtor”), hereby moves the Court for the entry of an order, pursuant to Rule 9006(b) of the Federal Rules of Bankruptcy Procedure (the “Bankruptcy Rules”), further extending the period within which the Debtor may remove actions pursuant to 28 U.S.C. § 1452 and Bankruptcy Rule 9027 (the “Removal Period”) through and including November 1, 2021. In support of this Motion, the Debtor respectfully states as follows: Background 1. On November 2, 2017 (the “Petition Date”), the Debtor commenced this case (the “Chapter 11 Case”) by filing a voluntary petition for relief under chapter 11 of title 11 of the United States Code (the “Bankruptcy Code”). 2. The Debtor is a North Carolina limited liability company. It owns real property in Mt. Holly, North Carolina and is the parent company of certain non-debtor subsidiaries that manufacture and distribute industrial plaster products. As of the Petition Date, the Debtor was 1 The last four digits of the Debtor’s taxpayer identification number are 5815. The Debtor’s address is 133 Peachtree Street, N.E., Atlanta, Georgia 30303.

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a defendant in tens of thousands of asbestos-related lawsuits pending in the courts of nearly every state and certain territories of the United States (collectively, the “Asbestos Actions”). 3. The Debtor is authorized to continue to manage its property and operate its business as a debtor in possession pursuant to sections 1107(a) and 1108 of the Bankruptcy Code. 4. On November 16, 2017, the Court entered an order [Dkt. 97] appointing an official committee of asbestos claimants (the “Asbestos Committee”) in the Chapter 11 Case, as modified by orders entered on March 26, 2018 [Dkt. 335]; March 29, 2018 [Dkt. 348]; October 31, 2018 [Dkt. 666]; and November 20, 2018 [Dkt. 690]. On February 23, 2018, the Court entered an order [Dkt. 278] appointing Sander L. Esserman as the legal representative for future asbestos claimants (the “Future Claimants’ Representative” and, together with the Asbestos Committee, the “Claimant Representatives”). Prior Extension Orders 5. On January 23, 2018, the Court entered an order [Dkt. 187] extending the Removal Period through and including April 30, 2018. Subsequently, the Court entered orders on (a) May 8, 2018 [Dkt. 405]; (b) September 19, 2018 [Dkt. 627]; (c) January 23, 2019 [Dkt. 760]; (d) May 21, 2019 [Dkt. 868]; (e) November 18, 2019 [Dkt. 1036]; (f) May 20, 2020 [Dkt. 1170] and (g) November 20, 2020 [Dkt. 1464] (the “Eighth Extension Order” and, together with the previous extension orders, the “Prior Extension Orders”) further extending the Removal Period through and including April 30, 2021, to the extent the time period for filing any notices of removal otherwise would expire on or before such date. 6. The Prior Extension Orders were entered without prejudice to (a) any position the Debtor may take regarding whether section 362 of the Bankruptcy Code applies to stay any given civil action pending against the Debtor and (b) the Debtor’s right to seek from the Court further extensions of the Removal Period (any such request, an “Extension Request”).

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Further, in the event of an Extension Request, the Prior Extension Orders authorize the Debtor to utilize the no protest motion process set forth in Rule 9013-1(e) of the Rules of Practice and Procedure of the United States Bankruptcy Court for the Western District of North Carolina (the “Local Rules”). Jurisdiction 7. This Court has subject matter jurisdiction to consider this matter pursuant to 28 U.S.C. §§ 157 and 1334. This is a core proceeding pursuant to 28 U.S.C. § 157(b). Venue is proper before this Court pursuant to 28 U.S.C. §§ 1408 and 1409. Relief Requested 8. By this Motion, the Debtor seeks entry of an order pursuant to Bankruptcy Rule 9006(b) further extending the Removal Period by approximately six months, through and including November 1, 2021, to the extent that the time period for filing any notices of removal expires on or before such date. 9. As with the extensions granted by the Prior Extension Orders, the relief requested herein is without prejudice to (a) any position the Debtor may take regarding whether section 362 of the Bankruptcy Code applies to stay any given civil action pending against the Debtor and (b) the Debtor’s right to seek from this Court further extensions of the Removal Period. Basis for Relief Requested 10. Section 1452 of title 28 of the United States Code provides for the removal of pending claims in civil actions related to bankruptcy cases. Section 1452 provides in pertinent part as follows: A party may remove any claim or cause of action in a civil action other than a proceeding before the United States Tax Court or a civil action by a governmental unit to enforce such governmental unit’s

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police or regulatory power, to the district court for the district where such civil action is pending, if such district court has jurisdiction of such claim or cause of action under section 1334 of this title. 28 U.S.C. § 1452(a). 11. Bankruptcy Rule 9027 establishes the deadline for filing notices of removal of claims or causes of action. Bankruptcy Rule 9027(a)(2) provides in pertinent part as follows: If the claim or cause of action in a civil action is pending when a case under the [Bankruptcy] Code is commenced, a notice of removal may be filed [in the bankruptcy court] only within the longest of (A) 90 days after the order for relief in the case under the [Bankruptcy] Code, (B) 30 days after entry of an order terminating a stay, if the claim or cause of action in a civil action has been stayed under § 362 of the [Bankruptcy] Code, or (C) 30 days after a trustee qualifies in a chapter 11 reorganization case but not later than 180 days after the order for relief. Fed. R. Bankr. P. 9027(a)(2). 12. With respect to postpetition actions, Bankruptcy Rule 9027(a)(3) provides that a notice of removal may be filed: only within the shorter of (A) 30 days after receipt, through service or otherwise, of a copy of the initial pleading setting forth the claim or cause of action sought to be removed, or (B) 30 days after receipt of the summons if the initial pleading has been filed with the court but not served with the summons. Fed. R. Bankr. P. 9027(a)(3). 13. Finally, Bankruptcy Rule 9006(b)(1) provides that the Court can extend the period within which the Debtor may remove actions as provided for by Bankruptcy Rule 9027, without notice, upon a showing of cause: Except as provided in paragraphs (2) and (3) of this subdivision, when an act is required or allowed to be done at or within a specified period by these rules or by a notice given thereunder or by order of court, the court for cause shown may at any time in its discretion (1) with or without motion or notice order the period enlarged if the request therefor is made before the expiration of the period originally prescribed or as extended by a previous order . . . .

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Fed. R. Bankr. P. 9006(b)(1). 14. It is well-settled that this Court is authorized by Bankruptcy Rule 9006 to extend the Removal Period provided under Bankruptcy Rule 9027. See, e.g., Pacor, Inc. v. Higgins, 743 F.2d 984, 996 n.17 (3d Cir. 1984) (stating that “it is clear that the court may grant such an extension” of the time limit for removal under the Bankruptcy Rules), effectively overruled in part on other grounds by Things Remembered, Inc. v. Petrarca, 516 U.S. 124 (1995); Caperton v. A.T. Massey Coal Co., 251 B.R. 322, 325 (S.D. W. Va. 2000) (explaining that Bankruptcy Rule 9006(b) allows a court to enlarge the time period for removing actions under Bankruptcy Rule 9027(a)(3)); Jandous Elec. Constr. Corp. v. City of New York (In re Jandous Elec. Constr. Corp.), 106 B.R. 48, 50 (Bankr. S.D.N.Y. 1989) (indicating that the removal period may be extended under Bankruptcy Rule 9006); In re World Fin. Servs. Ctr., Inc., 81 B.R. 33, 39 (Bankr. S.D. Cal. 1987) (stating that the court may enlarge the time period for filing removal notices under Bankruptcy Rule 9027(a)(3)). 15. The Debtor submits that “cause” exists to extend the Removal Period within the meaning of Bankruptcy Rule 9006. The Debtor has not yet determined whether to remove any actions that may be subject to removal. As of the Petition Date, the Debtor was a defendant in tens of thousands of pending Asbestos Actions throughout the United States. Given (a) the sheer number of the Asbestos Actions and (b) the other critical matters that have demanded, and continue to demand, the Debtor’s attention during the Chapter 11 Case, the Debtor requires additional time to evaluate whether the removal of any actions under 28 U.S.C. § 1452 is appropriate and desirable. 16. The Debtor’s goal in this case is to obtain confirmation of a consensual plan of reorganization that will permanently resolve the Debtor’s liability for current and future asbestos claims in a fair and equitable manner pursuant to section 524(g) of the Bankruptcy Code. To date,

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no consensual resolution has been reached and the Debtor is now in the midst of a proceeding, authorized by the Court (see Dkt. 1577), to estimate its aggregate liability for current and future asbestos mesothelioma claims based on alleged exposures to joint compound products. 17. In light of the significant developments and substantial ongoing litigation involving key issues in this case, and the Debtor’s continued interest in reaching a consensual resolution of the Chapter 11 Case, it continues to be premature for the Debtor to identify any specific lawsuits that should be removed. Absent an extension of the Removal Period, the Debtor risks waiving its valuable right to remove lawsuits under 28 U.S.C. § 1452, where the circumstances warrant it, before it has determined if removal is appropriate.2 The requested relief will protect this right on behalf of the Debtor and the Debtor’s estate. 18. This Court has granted similar relief in bankruptcy cases involving a large number of asbestos claims. See, e.g., In re Kaiser Gypsum Co., Case No. 16-31602 (JCW) (Bankr. W.D.N.C. March 17, 2021) [Dkt. 2669] (granting seventeenth extension of the removal deadline through a date more than four years after the petition date); In re Garlock Sealing Techs., Case No. 10-31607 (Bankr. W.D.N.C. Sept. 15, 2016) [Dkt. 5495] (granting thirteenth extension of the removal deadline through a date more than seven years after the petition date). 19. Finally, the Debtor has discussed the proposed extension of the Removal Period with counsel to the Asbestos Committee and the Future Claimants’ Representative. The Debtor understands that neither of the Claimant Representatives objects to the extension 2 As noted above, the actual deadline for the Debtor under Bankruptcy Rule 9027(a) and the Eighth Extension Order with respect to removal of a prepetition action is the longer of (a) April 30, 2021 or (b) 30 days after entry of an order terminating the automatic stay as to the action. Because the Asbestos Actions currently are stayed by section 362 of the Bankruptcy Code, the Debtor believes that it would have until 30 days after the entry of any order terminating the automatic stay as to a particular Asbestos Action to remove such action under 28 U.S.C. § 1452 and Bankruptcy Rule 9027(a)(2), which deadline could extend well beyond November 1, 2021. Nevertheless, the Debtor seeks the extension herein out of an abundance of caution to ensure that the Removal Period does not lapse.

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requested herein. 20. For the foregoing reasons, the Debtor has demonstrated cause for the relief requested herein. Notice 21. Consistent with the Order Establishing Certain Notice, Case Management and Administrative Procedures [Dkt. 65] (the “Case Management Order”), notice of this motion has been provided to (a) the Office of the United States Bankruptcy Administrator for the Western District of North Carolina; (b) counsel to the Asbestos Committee; (c) counsel to the Future Claimants’ Representative; (d) counsel to New GP; (e) opposing counsel in the Asbestos Actions and other litigation parties; and (f) the other parties on the Service List established by the Case Management Order. The Debtor submits that, in light of the nature of the relief requested, no other or further notice need be provided. No Prior Request 22. No prior request for the relief sought herein has been made to this Court or any other court. WHEREFORE, the Debtor respectfully requests that the Court enter an order substantially in the form attached hereto as Exhibit A, granting (a) the relief requested herein and (b) such other and further relief to the Debtor as the Court may deem proper.

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Dated: April 30, 2021 Respectfully submitted, Charlotte, North Carolina /s/ Garland S. Cassada Garland S. Cassada (NC Bar No. 12352) David M. Schilli (NC Bar No. 17989) Andrew W.J. Tarr (NC Bar No. 31827) ROBINSON, BRADSHAW & HINSON, P.A. 101 North Tryon Street, Suite 1900 Charlotte, North Carolina 28246 Telephone: (704) 377-2536 Facsimile: (704) 378-4000 E-mail: gcassada@robinsonbradshaw.com dschilli@robinsonbradshaw.com atarr@robinsonbradshaw.com Gregory M. Gordon (TX Bar No. 08435300) JONES DAY 2727 North Harwood Street, Suite 500 Dallas, Texas 75201 Telephone: (214) 220-3939 Facsimile: (214) 969-5100 E-mail: gmgordon@jonesday.com (Admitted pro hac vice) Jeffrey B. Ellman (GA Bar No. 141828) JONES DAY 1420 Peachtree Street, N.E., Suite 800 Atlanta, Georgia 30309 Telephone: (404) 581-3939 Facsimile: (404) 581-8330 E-mail: jbellman@jonesday.com (Admitted pro hac vice) ATTORNEYS FOR DEBTOR AND DEBTOR IN POSSESSION

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EXHIBIT A

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UNITED STATES BANKRUPTCY COURT WESTERN DISTRICT OF NORTH CAROLINA CHARLOTTE DIVISION In re Chapter 11 BESTWALL LLC,1 Case No. 17-31795 (LTB) Debtor. NINTH ORDER EXTENDING THE PERIOD WITHIN WHICH THE DEBTOR MAY REMOVE ACTIONS PURSUANT TO 28 U.S.C. § 1452 AND RULE 9027 OF THE FEDERAL RULES OF BANKRUPTCY PROCEDURE This matter coming before the Court on the Ninth Motion of the Debtor for Entry of an Order Extending the Period Within Which the Debtor May Remove Actions Pursuant to 28 U.S.C. §1452 and Rule 9027 of the Federal Rules of Bankruptcy Procedure (the “Motion”),2 filed by Bestwall LLC, the debtor and debtor in possession in the above-captioned chapter 11 case (the “Debtor”); the Court having reviewed the Motion; and the Court finding that (a) the Court has 1 The last four digits of the Debtor’s taxpayer identification number are 5815. The Debtor’s address is 133 Peachtree Street, N.E., Atlanta, Georgia 30303. 2 Capitalized terms used but not otherwise defined herein have the respective meanings given to such terms in the Motion.

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jurisdiction over this matter pursuant to 28 U.S.C. §§ 157 and 1334, (b) venue is proper in this district pursuant to 28 U.S.C. §§ 1408 and 1409, (c) this is a core proceeding pursuant to 28 U.S.C. § 157(b)(2), (d) notice of the Motion and an opportunity for a hearing on the Motion was sufficient under the circumstances, (e) cause exists under Bankruptcy Rule 9006(b)(1) to grant a further extension of the removal periods established under Bankruptcy Rule 9027(a) and (f) the legal and factual bases set forth in the Motion establish just cause for the relief granted herein; IT IS HEREBY ORDERED THAT: 1. The time period provided under Bankruptcy Rule 9027(a), 28 U.S.C. § 1452 and the Eighth Extension Order within which the Debtor may remove and file notices of removal of any and all civil actions (the “Removal Period”) is extended through and including November 1, 2021, to the extent that the time period for removing such actions and filing any such notices of removal otherwise would expire before such date. 2. This Order shall be without prejudice to (a) any position the Debtor may take regarding whether section 362 of the Bankruptcy Code applies to stay any given civil action pending against the Debtor and (b) the Debtor’s right to seek from this Court further extensions of the Removal Period (any such request, an “Extension Request”). If the Debtor makes one or more further Extension Requests in this case, the Debtor is authorized to utilize the no protest motion process set forth in Local Rule 9013-1(e). 3. This Order shall be immediately effective and enforceable upon its entry.

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4. This Court shall retain exclusive jurisdiction over any and all matters arising from or related to the implementation, interpretation or enforcement of this Order. This Order has been signed electronically. United States Bankruptcy Court The Judge’s signature and Court’s seal appear at the top of the Order.

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