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Full title: Motion to Extend // Reorganized Debtor's Motion for Entry of an Order (A) Enlarging the Period Within Which the Reorganized Debtor May Remove Actions and (B) Granting Related Relief Filed by FIC Restaurants, Inc.. Hearing scheduled for 6/1/2021 at 10:00 AM at US Bankruptcy Court, 824 Market St., 5th Fl., Courtroom #6, Wilmington, Delaware. Objections due by 5/14/2021. (Attachments: # 1 Notice # 2 Exhibit A (Proposed Order)) (Johnson, Ericka) (Entered: 04/30/2021)

Document posted on Apr 29, 2021 in the bankruptcy, 7 pages and 0 tables.

Bankrupt11 Summary (Automatically Generated)

Objections Due: May 14, 2021 at 4:00 p.m. (ET) REORGANIZED DEBTOR’S MOTION FOR ENTRY OF AN ORDER (A) ENLARGING THE PERIOD WITHIN WHICH THE REORGANIZED DEBTORS MAY REMOVE ACTIONS AND (B) GRANTING RELATED RELIEF FIC Restaurants, Inc., the reorganized debtor (the “Reorganized Debtor”) in the above-captioned chapter 11 cases (the “Chapter 11 Cases”), files this motion (this “Motion”) for entry of an order, substantially in the form attached hereto as Exhibit A: (a) enlarging the period within which the Reorganized Debtor may remove pending civil actions (collectively, the “Actions”) pursuant to 28 U.S.C. § 1452 and Rule 9027 of the Federal Rules of Bankruptcy Procedure (the “Bankruptcy Rules”) by one hundred and twenty-three days, up to and including August 30, 2021, without prejudice to the right to seek additional extensions; and (b) granting related relief.The Reorganized Debtor respectfully requests entry of an order: (a) enlarging the period of time set forth in Bankruptcy Rule 9027(a)(2)(A) during which the Reorganized Debtor may seek removal pursuant to 28 U.S.C. § 1452 and Bankruptcy Rule 9027 (the “Removal Period”) through and including August 30, 2021 without prejudice to the right to seek further extensions; and (b) granting related relief.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.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 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.Massey Coal Co., 251 B.R. 322, 325 (S.D. W. Va. 2000); (Bankruptcy Rule 9006 provides authority to enlarge time periods for removing Actions under Bankruptcy

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IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE ) In re: ) Chapter 11 ) FIC RESTAURANTS, INC.,1 ) Case No. 20-12807 (CSS) ) Reorganized Debtor. ) ) Hearing Date: June 1, 2021 at 10:00 a.m. (ET) ) Objections Due: May 14, 2021 at 4:00 p.m. (ET) REORGANIZED DEBTOR’S MOTION FOR ENTRY OF AN ORDER (A) ENLARGING THE PERIOD WITHIN WHICH THE REORGANIZED DEBTORS MAY REMOVE ACTIONS AND (B) GRANTING RELATED RELIEF FIC Restaurants, Inc., the reorganized debtor (the “Reorganized Debtor”) in the above-captioned chapter 11 cases (the “Chapter 11 Cases”), files this motion (this “Motion”) for entry of an order, substantially in the form attached hereto as Exhibit A: (a) enlarging the period within which the Reorganized Debtor may remove pending civil actions (collectively, the “Actions”) pursuant to 28 U.S.C. § 1452 and Rule 9027 of the Federal Rules of Bankruptcy Procedure (the “Bankruptcy Rules”) by one hundred and twenty-three days, up to and including August 30, 2021, without prejudice to the right to seek additional extensions; and (b) granting related relief. In support of this Motion, the Reorganized Debtor respectfully states as follows: JURISDICTION AND VENUE 1. This Court has jurisdiction over this Motion pursuant to 28 U.S.C. §§ 157 and 1334, the Amended Standing Order of Reference from the United States District Court for the District 1 The Reorganized Debtor in this chapter 11 case, its jurisdiction of organization, and the last four digits of its U.S. taxpayer identification number is FIC Restaurants, Inc., a Massachusetts, corporation (1388) (“FIC”). Prior to the closure of their bankruptcy cases, the following Debtors were jointly administered with the FIC chapter 11 case. Here are their jurisdictions of organization and the last four digits of their U.S. taxpayer identification numbers: (1) FIC Holdings, LLC, a Delaware limited liability company (0204); (2) Neapolitan Group Holdings, LLC, a Delaware limited liability company (7922); (3) Friendly’s Restaurants, LLC, a Delaware limited liability company (0696); and (4) Friendly’s Franchising, LLC, a Delaware limited liability company (4364). The Reorganized Debtor’s mailing address is 40 Post Office Park, P.O. Box 1087, Wilbraham, MA 01095-1087.

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of Delaware, dated as of February 29, 2012, and Article XVI of the Second Amended Combined Disclosure Statement and Joint Chapter 11 Plan of Liquidation [Docket No. 264] (the “Plan”),2 which was confirmed on December 17, 2020. See Docket No. 278. 2. Venue is proper before this Court pursuant to 28 U.S.C. §§ 1408 and 1409. 3. The statutory and legal bases for the relief requested herein are 28 U.S.C. § 1452, Bankruptcy Rules 9006 and 9027, and Local Rule 9006-2. 4. This is a core proceeding under 28 U.S.C. § 157(b). Pursuant to Rule 9013-1(f) of the Local Rules, the Reorganized Debtor consents to the entry of a final judgment or order with respect to this Motion if it is determined that the Court would lack Article III jurisdiction to enter such final order or judgment absent consent of the parties. BACKGROUND 5. On November 1, 2020 (the “Petition Date”), the Debtors each filed a voluntary petition for relief under chapter 11 of the Bankruptcy Code in this Court commencing the bankruptcy cases (the “Chapter 11 Cases”). The Debtors continued to operate their businesses and manage their properties as debtors in possession pursuant to sections 1107(a) and 1108 of the Bankruptcy Code. No official committee of unsecured creditors or chapter 11 trustee was appointed in these Chapter 11 Cases. 6. A detailed description of the Debtors, and their businesses, and the facts and circumstances supporting this Motion and the Debtors’ bankruptcy petitions were set forth in greater detail in the Declaration of Marc L. Pfefferle in Support of Debtors’ First Day Motions and Applications [Docket No. 17] (the “First Day Declaration”). 2 Capitalized terms used herein, but not defined herein shall have the meaning ascribed such terms in the Plan.

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7. On November 2, 2020, the Debtors filed the Combined Disclosure Statement and Joint Chapter 11 Plan of Liquidation [Docket No. 18]. On December 14, 2020, the Debtors filed the Amended Combined Disclosure Statement and Joint Chapter 11 Plan of Liquidation [Docket No. 250]. On December 16, 2020, the Debtors filed the Plan, which was confirmed on December 17, 2020. See Docket No. 278. 8. On November 3, 2020, the Debtors filed their respective Schedules of Assets and Liabilities and Statements of Financial Affairs [Docket Nos. 64 through 73, respectively] (the “Schedules and Statements”). As set forth in the Schedules and Statements, the Debtors are involved in Actions in a number of jurisdictions, and the Actions involve a variety of types of causes of action. On November 17, 2020, the Debtors amended certain Schedules and Statements. See Docket Nos. 134 through 141.3 9. On November 17, 2020, the Court entered an Order (I) Establishing Bar Dates for Filing Proofs of Claim and (II) Approving the Form and Manner of Notice Thereof [Docket No. 153] (the “Bar Date Order”), which fixed the General Bar Date as December 15, 2020 at 11:59 p.m. (prevailing ET)), and Governmental Bar Date as April 30, 2021 at 11:59 p.m. (prevailing ET). 10. On January 15, 2021, the effective date (the “Effective Date”) of the Plan occurred. See Docket No. 314. 11. Following the Effective Date, the Reorganized Debtor has focused on making distributions and resolving claims and anticipates filing one or more claim objections as appropriate (the “Claims Objections”). As part of the claims reconciliation process, the Reorganized Debtor continues to analyze the Actions, as well as any filed proofs of claim, to 3 On December 3, 2020, the Debtors also amended their Schedules G. See Docket Nos. 184 through 188.

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determine whether the Reorganized Debtor will seek to remove any Actions. Consequently, the Reorganized Debtor is not yet prepared to decide which, if any, Actions the Reorganized Debtor will seek to remove. Relief Requested 12. The Reorganized Debtor respectfully requests entry of an order: (a) enlarging the period of time set forth in Bankruptcy Rule 9027(a)(2)(A) during which the Reorganized Debtor may seek removal pursuant to 28 U.S.C. § 1452 and Bankruptcy Rule 9027 (the “Removal Period”) through and including August 30, 2021 without prejudice to the right to seek further extensions; and (b) granting related relief. Basis for Relief 13. Section 1452 of title 28 of the United States Code and Bankruptcy Rule 9027 govern the removal of pending civil Actions related to chapter 11 cases. Specifically, section 1452(a) provides: 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. 28 U.S.C. § 1452(a). 14. Bankruptcy Rule 9027 sets forth the time periods for filing notices to remove claims or causes of action. Specifically, Bankruptcy Rule 9027(a)(2) provides, in pertinent part: 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 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

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chapter 11 reorganization case but not later than 180 days after the order for relief. Fed. R. Bankr. P. 9027(a)(2). 15. Bankruptcy Rule 9006 permits the Court to extend the period to remove Actions provided by Bankruptcy Rule 9027. Specifically, Bankruptcy Rule 9006(b)(1) provides, in pertinent part: [W]hen 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 . . . 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 . . . . Fed. R. Bankr. P. 9006(b)(1). 16. It is well-settled that the Court is authorized to enlarge the Removal Period. See Pacor, Inc. v. Higgins, 743 F.2d 984, 996 n.17 (3d Cir. 1984), overruled on other grounds by Things Remembered, Inc. v. Petrarca, 516 U.S. 124, 134–35(1995) (holding the bankruptcy court’s power to grant an extension of the removal period pursuant to Bankruptcy Rule 9006(b) is “clear”); Caperton v. A.T. Massey Coal Co., 251 B.R. 322, 325 (S.D. W. Va. 2000); (Bankruptcy Rule 9006 provides authority to enlarge time periods for removing Actions under Bankruptcy Rule 9027); In re Jandous Elec. Constr. Corp., 106 B.R. 48, 50 (Bankr. S.D.N.Y. 1989) (period in which to file motion to remove may be expanded pursuant to Bankruptcy Rule 9006); In re World Fin. Servs. Ctr., Inc., 81 B.R. 33, 39 (Bankr. S.D. Cal. 1987) (United States Supreme Court intended to give bankruptcy judges the power to enlarge the filing periods under Bankruptcy Rule 9027(a) pursuant to Bankruptcy Rule 9006(b)); Raff v. Gordon, 58 B.R. 988, 990 (E.D. Pa. 1986) (an expansion of time to file notices of removal is authorized under the Bankruptcy Rules).

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17. Absent the relief requested herein, the Removal Period will otherwise expire after April 30, 2021.4 The Reorganized Debtor’s decisions regarding whether to seek removal of any particular action depends on a number of factors, including: (a) the importance of the action to the expeditious resolution of this case; (b) the time required to complete the action in its current venue; (c) the presence of federal subject matter jurisdiction in the proceeding that may allow for one or more aspects thereof to be heard by a federal court; (d) the relationship between the action and matters to be considered in connection with the case, the claims allowance process, and the assumption or rejection of executory contracts and unexpired leases; and (e) the progress made to date in the Actions. To make the appropriate determination, the Reorganized Debtor must analyze each action in light of such factors. 18. The Reorganized Debtor believes the extension of the Removal Deadline requested herein will provide the Reorganized Debtor with sufficient time to make well informed decisions concerning the removal of the Actions and will ensure that the Reorganized Debtor’s rights provided by 28 U.S.C. § 1452 can be exercised in an appropriate manner. Alternately, if such an extension is not granted, the Reorganized Debtor believes that it will not have sufficient time to properly evaluate removal of the Actions. Moreover, the rights of parties to the Actions will not be unduly prejudiced by the Reorganized Debtor’s requested extension of the Removal Period. If the Reorganized Debtor ultimately seeks to remove any Actions pursuant to Bankruptcy Rule 9027, parties will retain their rights to have such Actions remanded pursuant 4 The Reorganized Debtor notes that they have filed this Motion prior to the expiration of the current deadline for the Removal Period. Pursuant to Local Rule 9006-2, “if a motion to extend the time to take any action is filed before the expiration of the period prescribed by the [Bankruptcy] Code, the [Bankruptcy Rules], these Local Rules or Court order, the time shall automatically be extended until the Court acts on the motion, without the necessity for the entry of a bridge order.” Accordingly, Local Rule 9006-2 automatically extends the Removal Period pending the Court’s hearing to consider the relief requested by this Motion.

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to 28 U.S.C. § 1452(b). Accordingly, the Reorganized Debtor submits that cause exists for the relief requested herein. Notice 19. Notice of this Motion has been given to the following parties or, in lieu thereof, to their counsel, if known: (a) the Office of the United States Trustee, (b) parties to any litigation with the Debtors, and (c) any party requesting special notice pursuant to Bankruptcy Rule 2002. The Reorganized Debtor submits that, in light of the nature of the relief requested, no other or further notice need be given. WHEREFORE, for the reasons set forth herein, the Reorganized Debtor respectfully requests that the Court enter the order, substantially in the form attached hereto as Exhibit A, granting the relief requested herein and such other and further relief as the Court deems appropriate. Dated: April 30, 2021 WOMBLE BOND DICKINSON (US) LLP Wilmington, Delaware /s/ Ericka F. Johnson Matthew P. Ward (DE Bar No. 4471) Ericka F. Johnson (DE Bar No. 5024) 1313 North Market Street, Suite 1200 Wilmington, Delaware 19801 Telephone: (302) 252-4320 Facsimile: (302) 252-4330 Email: matthew.ward@wbd-us.com Email: ericka.johnson@wbd-us.com Counsel to the Reorganized Debtor

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