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Full title: Motion to Use Cash Collateral - Chapter 7 Trustee's Third Motion for Order Approving Stipulations Authorizing Use of Cash Collateral Pursuant To 11 U.S.C. § 363 and Federal Rule of Bankruptcy Procedure 4001(D); Memorandum of Points and Authorities; Declarations of Elissa D. Miller and Philip E. Strok in Support with Proof of Service Filed by Trustee Elissa Miller (TR) (Strok, Philip) (Entered: 06/29/2021)

Document posted on Jun 28, 2021 in the bankruptcy, 91 pages and 0 tables.

Bankrupt11 Summary (Automatically Generated)

CAL II, along with all other parties that are asserting a 6 secured claim against the Estate and an interest in the Debtor's cash collateral, have 7 consented to the Trustee's use of cash collateral. Further, if the Trustee's access 4 to the Debtor's case files, cost ledgers, and other important information is interrupted, th 5 Trustee will be highly burdened in recovering fees and costs and may even be unable to 6 establish quantum meruit claims in its cases where the Debtor was terminated and/or 7 replaced.All rights and arguments of the Trustee, on behalf of the Estate, to 22 challenge or dispute the validity, priority, scope or extent of the security interests asserte23 by the alleged secured creditor, including without limitation, in the Debtor's postpetition 24 receipts and cash, or that the use of cash collateral has resulted in the diminution of the 25 value of the alleged secured creditor's prepetition liens, are preserved.3 26 3 The Ruigomez Creditors have requested that their rights, as well as "claims and defenses," be 27 reserved with respect to paragraph 5 and 6 above. As adequate protection for the use of cash collateral in accordance with the 10 Budget, CAL II and any alleged secured creditor shall receive a post-petition replacement 11 lien for its asserted secured claim(s) against the Debtor's assets with the same validity, MILEY WANG‐EKVALL, LLP  3200 Park Center Drive, Suite 250 Costa Mesa, California 92626 el  All rights and arguments of the Trustee, on behalf of the Estate, to 24 challenge or dispute (a) the validity, priority, scope or extent of the security interests 25 asserted by any alleged secured creditor other than CAL II including, without limitation, in 26 the Debtor's post-petition receipts and cash, or (b) that the use of cash collateral has 27 resulted in the diminution of the value of CAL II’s or any alleged secured creditor's 28 1 prepetition lien(s), are preserved, and CAL II’s and any alleged secured creditor's rights, 2 claims, defenses, and arguments to any such request by the Trustee are preserved; 3 16.

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Document Contents

1 SMILEY WANG-EKVALL, LLP Philip E. Strok, State Bar No. 169296 2 pstrok@swelawfirm.com Kyra E. Andrassy, State Bar No. 207959 3 kandrassy@swelawfirm.com Timothy W. Evanston, State Bar No. 319342 4 tevanston@swelawfirm.com 3200 Park Center Drive, Suite 250 5 Costa Mesa, California 92626 Telephone: 714 445-1000 6 Facsimile: 714 445-1002 7 Attorneys for Elissa D. Miller, Chapter 7 Trustee 8 UNITED STATES BANKRUPTCY COURT 9 CENTRAL DISTRICT OF CALIFORNIA 10 LOS ANGELES DIVISION 11 In re Case No. 2:20-bk-21022-BR 2  00 12 92626  4 445‐1 13 G IRARDI KEESE, C hapter 7 alifornia  •  Fax 71 14 Debtor. CMHOATPIOTNE RF O7 RT ROURSDTEERE A'SP TPHRIORVDI NG a, C 00   STIPULATIONS AUTHORIZING USE OF es 10 15 CASH COLLATERAL PURSUANT TO 11 osta M 4 445‐ 16 UB.ASN.CK.R §U 3P6T3C AYN PDR FOECDEEDRUARLE R 4U0L0E1 (Od)F; C 1 7 el   MEMORANDUM OF POINTS AND T 17 AUTHORITIES; DECLARATIONS OF ELISSA D. MILLER AND PHILIP E. 18 STROK IN SUPPORT 19 [Application for Order Setting Hearing on Shortened Notice Concurrently 20 Filed] 21 Date: [To Be Set] Time: [To Be Set] 22 Ctrm.: 1668 255 E. Temple Street 23 Los Angeles, California 90012 24 25 26 27

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1 TABLE OF CONTENTS Pag 2 3 I.  INTRODUCTION .................................................................................................... 4 II.  FACTUAL BACKGROUND ..................................................................................... 5 A.  The Debtor's Involuntary Bankruptcy Case .................................................. 6 B.  The Debtor's Primary Assets ........................................................................ 7 C.  State of the Debtor's Offices ......................................................................... 8 D.  The Trustee's Prior Cash Collateral Motions ................................................ 9 E.  The Estate's Current Cash Position ............................................................. 10 F.  Alleged Secured Creditors ........................................................................... 11 G.  The Cash Collateral Stipulations .................................................................. 2  00 12 H.  Federal Rule of Bankruptcy Procedure 4001(d) Disclosures ...................... 192626  4 445‐1 13 III.  MEMORANDUM OF POINTS AND AUTHORITIES ............................................. 1alifornia  •  Fax 71 14 A.  The Court Should Approve the Stipulations with CAL II, Stillwell, a, C 00   Virage, Nano, the Ruigomez Creditors, and KCC ...................................... 1es 10 15 osta M 4 445‐ 16 B.  TAhlleeg Ceodu Srte Scuhroeudld C Areudthitoorrisz ea rteh eA Udesqeu oaft eClya sPhr oCtoelclatetedr .a..l. .B..e..c..a..u..s..e.. .t.h..e.. ....... 1C 1 7 el   T 17 C.  Approval to Use Cash Collateral Under the Stipulations Can be Made on a Final Basis Under FRBP 4001(d) ............................................. 118 IV.  CONCLUSION ...................................................................................................... 119 20 21 22 23 24 25 26 27

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1 TABLE OF AUTHORITIES 2 Pag 3 CASES  4 Fed. Nat'l Mortg. Ass'n v. Dacon Bolingbrook Assoc. L.P., 5 153 B.R. 204 (N.D. Ill. 1993) ................................................................................. 1 6 In re Constable Plaza Assoc., 125 B.R. 98 (Bankr. S.D.N.Y. 1991) ..................................................................... 1 7 Leasing Partners, LP v. ProAlert, LLC (In re ProAlert, LLC), 8 314 B.R. 436 (B.A.P. 9th Cir. 2004) ...................................................................... 1 9 Stein v. U.S. Farmers Home Admin. (In re Stein), 19 B.R. 458 (Bankr. E.D. Pa. 1982) .......................................................................................... 110 United Sav. Ass'n of Texas v. Timbers of Inwood Forest Assoc., Ltd., 11 484 U.S. 365 (1988) .............................................................................................. 12  00 12 92626  4 445‐1 13 STATUTES  alifornia  •  Fax 71 14 11 U.S.C. § 303(g) ............................................................................................................. a, C 00   es 10 15 11 U.S.C. § 363 ............................................................................................................. 2, M 5‐ osta  4 44 16 11 U.S.C. § 363(c) ........................................................................................................... 1C 1 7 el   T 17 11 U.S.C. § 363(c)(2) ....................................................................................................... 118 11 U.S.C. § 363(c)(2)(A) .................................................................................................. 119 11 U.S.C. § 506(c) ........................................................................................................... 120 11 U.S.C. § 721 ................................................................................................................. 21 Fed. R. Bankr. P. 4001 .................................................................................................... 122 Fed. R. Bankr. P. 4001(b) ............................................................................................ 7, 123 Fed. R. Bankr. P. 4001(b)(2) ........................................................................................... 124 Fed. R. Bankr. P. 4001(d) ........................................................................................ passi25 Fed. R. Bankr. P. 4001(d)(1)(A) ....................................................................................... 126 Fed. R. Bankr. P. 4001(d)(1)(B) ....................................................................................... 127 Fed. R. Bankr. P. 4001(d)(3) ........................................................................................... 1

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1 RULES  2 LBR 4001-2 ..................................................................................................................... 13 4 5 6 7 8 9 10 11 2  00 12 92626  4 445‐1 13 alifornia  •  Fax 71 14 a, C 00   es 10 15 M 5‐ osta  4 44 16 C 1 7 el   T 17 18 19 20 21 22 23 24 25 26 27

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1 TO THE HONORABLE BARRY RUSSELL, UNITED STATES BANKRUPTCY JUDGE: 2 Elissa D. Miller, the chapter 7 trustee for the bankruptcy estate of Girardi Keese 3 (the "Estate"), submits this Chapter 7 Trustee's Third Motion for Order Approving 4 Stipulations Authorizing Use of Cash Collateral Pursuant to 11 U.S.C. § 363 and Federal 5 Rule of Bankruptcy Procedure 4001(d) (the "Motion"). In support of the Motion, the 6 Trustee submits the following memorandum of points and authorities and the attached 7 declarations of Elissa D. Miller and Philip E. Strok. 8 9 I. INTRODUCTION 10 At the time the Trustee was appointed, operations at Girardi Keese (the "Debtor") 11 were essentially non-existent, with many of the Debtor's attorneys and employees either 2  00 12 having resigned or left the firm, and the Debtor holding minimal cash. Left with little 92626  4 445‐1 13 resources and employees, the Debtor was unable to realize the value of its primary alifornia  •  Fax 71 14 assets: its interests in attorneys' fees and costs in its contingency cases. As indicated ina, C 00   es 10 15 the Trustee's prior cash collateral motions, the Trustee has been working to protect the M 5‐ osta  4 44 16 interests of the Debtors' clients and preserve and maximize the value of the Estate's C 1 7 el   T 17 interests. To accomplish these ends, the Trustee has worked to transition certain of the 18 Debtor's cases to other qualified counsel or, if the client has terminated the Debtor's 19 involvement, taken all appropriate measures to preserve, protect, and collect on the 20 Estate's rights to fees and costs. In order to continue this work, the Trustee requires 21 uninterrupted access to the Debtor's case files, cost ledgers, and other critical 22 information. 23 The Court's prior authorization to use cash collateral has enabled the Trustee to 24 dramatically benefit the Estate. Since the Trustee's most recent cash collateral motion, 25 the Trustee has disbursed more than $4.1 million to the Estate's first priority secured 26 creditor, California Attorney Lending II, Inc. ("CAL II"). Further, the Court has granted tw27 additional motions by the Trustee to transition certain cases involving the talcum powder

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1 cases related to the NFL concussion litigation is also pending. In short, the Trustee has 2 continued to work diligently to protect the Debtor's clients and maximize the Estate's 3 value. The use of cash collateral has been crucial to sustaining the Trustee's progress. 4 The Trustee's hard work in protecting the Debtor's clients and the value of the 5 Estate has not gone unnoticed. CAL II, along with all other parties that are asserting a 6 secured claim against the Estate and an interest in the Debtor's cash collateral, have 7 consented to the Trustee's use of cash collateral. Specifically, the Trustee has entered 8 into cash collateral stipulations with CAL II, Stillwell Madison, LLC ("Stillwell"), Virage 9 SPV 1, LLC ("Virage"), Nano Banc ("Nano"), Joseph Ruigomez, Jamie Ruigomez, and 10 Kathleen Ruigomez (collectively, the "Ruigomez Creditors"), and KCC Class Action 11 Services, LLC ("KCC"). As set forth in the parties' respective stipulations attached as 2  00 12 Exhibit "2," "3," "4," "5," 6," and "7," these parties will receive replacement liens in the 92626  4 445‐1 13 cash collateral with the same validity, priority, scope or extent against the Debtor's assetalifornia  •  Fax 71 14 as of the petition date, and solely to the extent that the use of cash collateral results in a, C 00   es 10 15 diminution of value. M 5‐ osta  4 44 16 By the Motion, the Trustee seeks approval of the stipulations to use cash collateraC 1 7 el   T 17 in accordance with the updated 90-Day Budget (the "Budget") attached here as Exhibit 18 "1" which covers the period from July 1, 2021 through September 30, 2021 (the "Cash 19 Collateral Period"). The Budget allows only for necessary costs, with expenditures not to20 exceed 115% of the aggregate "High" expenditures set forth in the Budget, i.e., a 15% 21 variance. The Budget is slightly higher than previous periods. This is due in part to 22 lingering costs associated with the move from 1122 Wilshire Boulevard, mediation costs 23 related to the upcoming mediation with ACTS, the offloading and shredding of files, and 24 costs related to an anticipated move from 1126 Wilshire Boulevard such as moving the 25 servers. Because the parties asserting secured claims have consented (and will be 26 adequately protected), the Trustee is authorized to use cash collateral under FRBP 27 4001(d) on a final basis.

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1 The use of cash collateral is critical for the Estate. If the Trustee lacks access to 2 cash collateral, she will be unable to transition the Debtor's cases to other law firms to 3 maximize the Estate's value while protecting the clients. Further, if the Trustee's access 4 to the Debtor's case files, cost ledgers, and other important information is interrupted, th 5 Trustee will be highly burdened in recovering fees and costs and may even be unable to 6 establish quantum meruit claims in its cases where the Debtor was terminated and/or 7 replaced. Because cash collateral will enhance the Estate's value, the secured creditors8 are adequately protected. The unanimous consent from all of the secured creditors 9 underscores the necessity for the Trustee's use of cash collateral. 10 For these reasons, the Court should approve the cash collateral stipulations and 11 enter a final order authorizing the Trustee to use cash collateral in accordance with the 2  00 12 Budget through September 30, 2021. 92626  4 445‐1 13 alifornia  •  Fax 71 14 II. FACTUAL BACKGROUND a, C 00   es 10 15 A. The Debtor's Involuntary Bankruptcy Case M 5‐ osta  4 44 16 The Debtor was a plaintiff's law firm based in Los Angeles, California. On C 1 7 el   T 17 December 18, 2020, petitioning creditors Jill O'Callahan, as successor in interest to 18 James O'Callahan, Robert M. Keese, John Abassian, Erika Saldana, Virginia Antonio, 19 and Kimberly Archie (collectively, the "Petitioning Creditors") filed an involuntary chapter 20 7 bankruptcy petition against the Debtor.1 Prior to the involuntary petition, the Debtor 21 practiced in the areas of personal injury, defective products, sexual abuse, toxic torts, 22 business law, employment law, and aviation law. 23 On December 24, 2020, the Petitioning Creditors filed a Motion for Appointment o24 Interim Trustee Pursuant to 11 U.S.C. § 303(g) [Docket No. 12]. The Court entered an 25 order granting the motion on January 5, 2021 [Docket No. 45]. On January 6, 2021, the 26 Trustee was appointed as the interim trustee [Docket No. 50]. 27 1 The Petitioning Creditors also filed an involuntary chapter 7 bankruptcy petition against Thomas V. Girardi, which is currently pending as Bankruptcy Case No. 2:20-bk-21020-BR.

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1 On January 13, 2021, the Court entered an Order Directing: (1) The Clerk of Cour2 to Immediately Enter an Order for Relief under Chapter 7; (2) The United States Trustee 3 to Immediately Appoint a Chapter 7 Trustee; (3) The Debtor to File All Schedules and 4 Related Documentation for Chapter 7 Case within Fourteen Days of the Entry of this 5 Order; and (4) Vacating February 16, 2021 Status Conference [Docket No. 68]. On 6 January 13, 2021, the Clerk of Court entered an order for relief against the Debtor 7 [Docket No. 69], and the Trustee was appointed and accepted her appointment in the 8 Debtor's case [Docket No. 71]. 9 B. The Debtor's Primary Assets 10 At the time the involuntary petition was filed against the Debtor, the Debtor's affair11 were in dire straits. Pre-petition, the Debtor was counsel of record in a significant numbe2  00 12 of cases which were undertaken on a contingency basis. Unfortunately, prior to the 92626  4 445‐1 13 involuntary petition date, nearly all of the Debtor's employees and attorneys had resignealifornia  •  Fax 71 14 and moved on. These cases are at varying litigation stages, with some cases currently a, C 00   es 10 15 pending and other cases where the client has terminated its relationship with the Debtor. M 5‐ osta  4 44 16 Without staff and attorneys, the Trustee is left with the challenge of establishing the C 1 7 el   T 17 Estate's rights to fees and costs and collecting on such fees and costs from the Debtor's 18 contingency cases. The Debtor's fees and costs in its plethora of cases likely constitute 19 the most significant assets in the Estate. However, protecting and preserving the 20 Debtor's and clients' interests in these cases requires a support team that needs to be 21 paid and requires the payment of other necessary expenses. 22 C. State of the Debtor's Offices 23 For over 20 years, the Debtor operated out of two buildings located in Los 24 Angeles, California. One building is located at 1122 Wilshire Boulevard, Los Angeles, 25 California ("Building 1"), and the other is located at 1126 Wilshire Boulevard, Los 26 Angeles, California ("Building 2"). The buildings are linked through hallways allowing for 27 interior access between the buildings, even though the buildings are separately owned b

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1 The Estate continued to occupy both Building 1 and Building 2 post-bankruptcy. 2 Each of the buildings housed attorneys and staff and included storage and other space t3 support the Debtor's practice. Building 1 was recently sold and the Trustee has vacated 4 the premises, disposed of over 7 truckloads of waste, and moved the majority of its 5 remaining contents to Building 2. Building 2 is currently listed for sale and provides only 6 a temporary storage solution for the Trustee. 7 The Trustee regularly visits the Debtor's office. As stated in both the First and 8 Second Cash Collateral Motions, the Debtor's office is difficult to navigate, disorganized, 9 and holds a large volume of documents. The Debtor's case files and data are generally 10 stored in one or more of three different methods: (1) certain case files are stored in 11 physical, paper files, (2) some files are stored a proprietary electronic system of the 2  00 12 Debtor, and (3) other files are stored electronically in a program called iManage. This is 92626  4 445‐1 13 in addition to client cost information located on the Debtor's Sage Accounting System. Inalifornia  •  Fax 71 14 order to access this information, the Debtor must continue to pay for internet services fora, C 00   es 10 15 the Debtor, as well as pay for the maintenance of the virtual "cloud" server. PreservationM 5‐ osta  4 44 16 of this electronic information also requires the services of a specialized computer C 1 7 el   T 17 consultant. See Declaration of Elissa D. Miller. 18 The Trustee's attempts to navigate the Debtor's internal systems have been 19 supported by certain of the Debtor's former employees. The Trustee requires their 20 assistance to help navigate the Debtor's electronic and physical storage systems, keep 21 track of the Debtor's pending cases to protect the Estate and clients, and locate 22 additional assets. Physical files as well as electronic information are still located at the 23 Debtor's office and the Trustee requires uninterrupted utilities to access such information24 In addition, to protect the Estate from liability while the Debtor's office is being accessed,25 the Trustee requires insurance. Accordingly, the Trustee has included the estimated 26 costs of utilities and insurance in the Budget. See Declaration of Elissa D. Miller. 27 The Trustee continues to diligently work to identify assets of the Debtor and this

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1 proper investigation of the Debtor's affairs to preserve and maximize the value of the 2 Estate. Accordingly, immediate use of cash collateral is critical to both preservation and 3 enhancement of the Estate, as well as protection of the Debtor's clients. 4 D. The Trustee's Prior Cash Collateral Motions 5 On February 10, 2021, the Trustee filed her first Motion for Order Approving 6 Stipulations for Use of Cash Collateral and Authorizing Use of Cash Collateral Pursuant 7 to 11 U.S.C. § 363 and Federal Rule of Bankruptcy Procedure 4001(b) [Docket No. 179] 8 (the "First Cash Collateral Motion"). The Court held a hearing on the First Cash 9 Collateral Motion on February 16, 2021. On February 16, 2021, the Court entered an 10 order granting the First Cash Collateral Motion on an interim basis. See Docket No. 193. 11 On March 2, 2021, the Court held a final hearing on the First Cash Collateral Motion. On2  00 12 March 11, 2021, the Court entered an order granting the First Cash Collateral Motion on 92626  4 445‐1 13 a final basis. See Docket No. 257. Under this order, the Trustee's authority to use cash alifornia  •  Fax 71 14 collateral expired on March 31, 2021. a, C 00   es 10 15 On March 30, 2021, the Trustee filed the Chapter 7 Trustee's Second Motion for M 5‐ osta  4 44 16 Order Approving Stipulations for Use of Cash Collateral and Authorizing Use of Cash C 1 7 el   T 17 Collateral Pursuant to 11 U.S.C. § 363 and Federal Rule of Bankruptcy Procedure 18 4001(b) and (d) [Docket No. 287] (the "Second Cash Collateral Motion"). The Court held19 a hearing on the Second Cash Collateral Motion on April 6, 2021. On April 14, 2021, the20 Court entered an order granting the Second Cash Collateral Motion on an interim basis. 21 See Docket No. 307. On April 27, 2021, the Court held a final hearing on the Second 22 Cash Collateral Motion. On May 7, 2021, the Court entered an order granting the 23 Second Cash Collateral Motion on a final basis. See Docket No. 329. The Trustee's 24 authority to use cash collateral expires on June 30, 2021. 25 E. The Estate's Current Cash Position 26 Since the filing of the First and Second Cash Collateral Motions, the Trustee has 27 continued to successfully recover assets for the benefit of the Estate. However, becaus

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1 approved limited operations and expenditures.2 Accordingly, continued authority to use 2 cash collateral is critical to preserve and maximize the value of the assets of the Estate. 3 See Declaration of Elissa D. Miller. 4 F. Alleged Secured Creditors 5 On April 9, 2021, the Trustee filed a Motion for Order Setting Bar Date for Filing 6 Secured Proofs of Claim and Approving Form of Notice of Bar Date [Docket No. 300] (th7 "Secured Claims Bar Date Motion"). On April 13, 2021, the Court entered an order 8 approving the Secured Claims Bar Date Motion [Docket No. 302], approving the form of 9 notice of the secured claims bar date, and setting the bar date for filing secured claims to10 June 23, 2021 (the "Secured Claims Bar Date"). On April 21, 2021, the Trustee filed and11 served her Notice of Bar Date for Secured Creditors to File Proofs of Claim [Docket No. 2  00 12 315]. The following table summarizes the claims of parties that allege to hold secured 92626  4 445‐1 13 claims against the Estate and an interest in cash collateral as of the Secured Claims Baralifornia  •  Fax 71 14 Date: a, C 00   es 10 15 M 5‐ ta  44
Table 1 on page 11. Back to List of Tables
Order of
Recordation
Alleged Lienholder Amounted Listed
in Proof of Claim
First California Attorney Lending II $6,668,484.21
(Claim 71)
Second Stillwell Madison, LLC $7,456,773.04
(Claim 75)
Third Virage SPV 1, LLC $11,302,622.87
(Claim 77)
25 2 The Court has entered two orders authorizing the Trustee to operate the business of the Debtor o26 a limited basis, as well as retain certain employees of the Debtor, among other relief. The Trustee's authority to operate the business of the Debtor expires on July 13, 2021. On June 18, 2021, the Trustee 27 filed a Motion for Order Authorizing Chapter 7 Trustee to: (A) Operate the Business of the Debtor on a Limited Basis Pursuant to 11 U.S.C. § 721; and (B) Maintain Current Status of Any Newly Discovered TrusAccounts [Docket No. 410], which is currently pending before the Court.

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Table 1 on page 12. Back to List of Tables
Fourth Nano Banc $4,281,638.89
(Claim 70)
Fifth Joseph, Jaime, & Kathleen Ruigomez $11,747,245.95
(Claim 23)
Sixth KCC Class Action Services, LLC $7,888,356.16
(Claim 73)
7 8 Since the Second Cash Collateral Motion, the Trustee and CAL II have entered 9 into a compromise concerning CAL II's secured claim. On May 11, 2021, the Trustee 10 filed a Motion for Order Approving Compromise with California Attorney Lending II, Inc. 11 Pursuant to Federal Rule of Bankruptcy Procedure 9019 (the "CAL II Compromise 2  00 12 Motion") [Docket No. 336]. On June 9, 2021, the Court entered an order granting the 92626  4 445‐1 13 CAL II Compromise Motion. Under the Trustee's compromise with CAL II, CAL II agreedalifornia  •  Fax 71 14 to a single, reduced allowed claim of $6,508,361.55 as of the petition date with a first esa, C 1000   15 priority perfected security interest in substantially all of the Debtor's personal property M 5‐ osta  4 44 16 assets. C 1 7 el   T 17 On June 24, 2021, the Trustee issued two checks to CAL II pursuant to the Court 18 approved compromise. The first check issued to CAL II was in the amount of 19 $2,093,235.90, and the second check was in the amount of $2,012,500.00. Accordingly,20 the Trustee has disbursed a total of $4,105,735.90 to CAL II since the Second Cash 21 Collateral Motion. See Declaration of Elissa D. Miller. 22 G. The Cash Collateral Stipulations 23 The Trustee's need for use of cash collateral remains critical and ongoing. Since 24 the Court granted the Second Cash Collateral Motion, the Trustee and her counsel have 25 continued to engage in discussions with all of the parties that allege to hold secured 26 claims against the Estate and an interest in cash collateral, as of the Secured Claims Ba27 Date. The Trustee has obtained the consent of all of these parties to use cash collateral.

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1 On June 17, 2021, the Trustee and CAL II entered into the Third Stipulation 2 Between the Trustee and California Attorney Lending II, Inc. for Use of Cash Collateral 3 and Adequate Protection (the "Third CAL II Stipulation"). See the Third CAL II, 4 Stipulation, Exhibit "2." 5 On June 22, 2021, the Trustee and Stillwell entered into the Second Stipulation 6 Between the Trustee and Stillwell Madison, LLC for Use of Cash Collateral and Adequat 7 Protection (the "Second Stillwell Stipulation"). See the Second Stillwell Stipulation, 8 Exhibit "3." 9 On or about June 22, 2021, the Trustee and Virage entered into the Third 10 Stipulation Between the Trustee and Virage SPV 1, LLC for Use of Cash Collateral and 11 Adequate Protection (the "Third Virage Stipulation"). See the Third Virage Stipulation, 2  00 12 Exhibit "4." 92626  4 445‐1 13 On June 24, 2021, the Trustee and Nano entered into the Second Stipulation alifornia  •  Fax 71 14 Between the Trustee and Nano Banc for Use of Cash Collateral and Adequate Protectioa, C 00   es 10 15 (the "Second Nano Stipulation".). See the Second Nano Stipulation, Exhibit "5." M 5‐ osta  4 44 16 On June 24, 2021, the Trustee and KCC entered into a Stipulation Between the C 1 7 el   T 17 Trustee and KCC Class Action Services, LLC, for Use of Cash Collateral and Adequate 18 Protection (the "KCC Stipulation"). See the KCC Stipulation, Exhibit "6." 19 On June 25, 2021, the Trustee and the Ruigomez Creditors entered into a 20 Stipulation Between the Trustee and Joseph Ruigomez, Jaime Ruigomez, and Kathleen 21 Ruigomez, for Use of Cash Collateral and Adequate Protection (the "Ruigomez Creditors22 Stipulation") (the Third CAL II Stipulation, the Third Virage Stipulation, the Second Nano 23 Stipulation, the KCC Stipulation, and the Ruigomez Stipulation are collectively referred t24 as the "Stipulations"). See the Ruigomez Stipulation, Exhibit "7." 25 H. Federal Rule of Bankruptcy Procedure 4001(d) Disclosures 26 As required by Federal Rule of Bankruptcy Procedure 4001(d)(1)(B), the following27 are the material provisions of the stipulations with Stillwell, Virage, Nano, KCC, and the

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1 (1) The Trustee is authorized to use cash collateral in accordance with the 2 Budget for the Cash Collateral Period. The Trustee's expenditures will not exceed 115%3 of the aggregate "High" expenditures in the Budget (i.e. a 15% variance). The Trustee 4 has utilized names for positions in the Budget and may utilize different people other than5 the ones indicated. For economy, the Trustee may increase the hourly rate of one or 6 more people included in the Budget and eliminate the use of others. However, in no 7 event will the Trustee exceed the authorization as set forth in the Stipulations; 8 (2) As adequate protection for use of its cash collateral, the alleged secured 9 creditor will receive a postpetition replacement lien for its asserted secured claim against10 the Debtor's assets with the same validity, priority, scope and extent as any lien(s) held 11 by the alleged secured creditor as of the involuntary petition date solely to the extent that2  00 12 the use of cash collateral results in the diminution of the alleged secured creditor's 92626  4 445‐1 13 prepetition lien; alifornia  •  Fax 71 14 (3) The alleged secured creditor is not required to file any financing statement,a, C 00   es 10 15 notice, lien or other similar instrument in any jurisdiction, or take any other action to M 5‐ osta  4 44 16 perfect its replacement lien, and the replacement lien is automatically perfected upon C 1 7 el   T 17 approval of the Stipulations; 18 (4) The replacement lien shall not encumber or otherwise attach to any causes19 of action under chapter 5 of the Bankruptcy Code or any proceeds of such causes of 20 action; 21 (5) All rights and arguments of the Trustee, on behalf of the Estate, to 22 challenge or dispute the validity, priority, scope or extent of the security interests asserte23 by the alleged secured creditor, including without limitation, in the Debtor's postpetition 24 receipts and cash, or that the use of cash collateral has resulted in the diminution of the 25 value of the alleged secured creditor's prepetition liens, are preserved.3 26 3 The Ruigomez Creditors have requested that their rights, as well as "claims and defenses," be 27 reserved with respect to paragraph 5 and 6 above. Although the specific language "claims and defenses" was not requested by CAL II, Stillwell, Virage, Nano or KCC, the Trustee will similarly provide that this language applies to all Stipulations.

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1 (6) Neither the Trustee nor the Estate are waiving any rights under 11 U.S.C. 2 § 506(c) ; 3 (7) Upon reasonable request and subject to appropriate confidentiality 4 provisions, the Trustee will provide her Form 2 Cash Receipts and Disbursements 5 Record; and 6 (8) The Trustee is authorized to use cash collateral until September 30, 2021 7 unless extended with the alleged secured creditor's consent or Bankruptcy Court order; 8 (9) The Trustee's authorization to use cash collateral of the alleged secured 9 creditor automatically expires if the Trustee files any document or pleading challenging 10 the validity, priority, scope or extent of the alleged secured creditor's prepetition liens; 11 and 2  00 12 (10) The Trustee reserves the right to seek an order from the Bankruptcy Court 92626  4 445‐1 13 extending the Stipulations and/or authorizing the Trustee's further use of cash collateral. alifornia  •  Fax 71 14 Attached hereto as Exhibit "8" is the Trustee's Statement Regarding Cash a, C 00   es 10 15 Collateral or Debtor in Possession Financing [FRBP 4001 ; LBR 4001-2]. Attached M 5‐ osta  4 44 16 hereto as Exhibit "9" is the Trustee's proposed order granting this Motion. C 1 7 el   T 17 As described earlier, the Trustee and CAL II have entered into a compromise. Th18 CAL II Stipulation contains the same terms summarized above, with the below 19 exceptions: 20 (1) Per the compromise with CAL II, the Trustee again recognizes that CAL II 21 has a single allowed claim of $6,508,361.55 with a first priority perfected security interest22 in substantially all of the Debtor's personal property assets; 23 (2) Per the compromise with CAL II, the provision in the Stipulations that 24 provides that the Trustee's consent to use cash collateral during the Cash Collateral 25 Period shall expire if the Trustee files any document or pleading challenging the validity, 26 priority, scope or extent of CAL II's prepetition liens is no longer applicable. 27

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1 III. MEMORANDUM OF POINTS AND AUTHORITIES 2 A. The Court Should Approve the Stipulations with CAL II, Stillwell, 3 Virage, Nano, the Ruigomez Creditors, and KCC 4 Section 363(c)(2) of the Bankruptcy Code provides that "[t]he trustee may not use5 sell, or lease cash collateral under paragraph (1) of this subsection unless – (A) each 6 entity that has an interest in such cash collateral consents." See 11 U.S.C. § 7 363(c)(2)(A) . 8 Here, CAL II, Stillwell, Virage, Nano, the Ruigomez Creditors, and KCC have all 9 consented to the use of cash collateral on an interim basis from July 1, 2021 through an10 including September 30, 2021. As of the Secured Claims Bar Date, these parties 11 represent all parties that assert both a secured claim against the Estate and an interest i2 00 12 the Debtor's cash collateral. Thus, because the Trustee has obtained consent from CAL92626  4 445‐1 13 II, Stillwell, Virage, Nano, the Ruigomez Creditors, and KCC, the Trustee is authorized toalifornia  •  Fax 71 14 use cash collateral under 11 U.S.C. § 363(c)(2). Moreover, as discussed below, the a, C 00   es 10 15 Trustee is further authorized to use cash collateral because the parties asserting secureM 5‐ osta  4 44 16 claims are adequately protected. C 1 7 el   T 17 B. The Court Should Authorize the Use of Cash Collateral Because the18 Alleged Secured Creditors are Adequately Protected 19 A bankruptcy court may authorize a trustee's use of cash collateral without the 20 consent of a secured creditor provided the secured creditor's interest in such cash 21 collateral is adequately protected. See 11 U.S.C. §§ 363(c) , (e) . "However, the 22 protection afforded to secured creditors is not absolute." Sec. Leasing Partners, LP v. 23 ProAlert, LLC (In re ProAlert, LLC), 314 B.R. 436, 441 (B.A.P. 9th Cir. 2004) . Rather, a24 articulated by the United States Supreme Court, a secured creditor is entitled to adequat25 protection only from the decline in value of its collateral package post-petition. See 26 United Sav. Ass'n of Texas v. Timbers of Inwood Forest Assoc., Ltd., 484 U.S. 365, 370 27 (1988) .

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1 Multiple courts have authorized the use of cash collateral to either enhance or 2 preserve the value of a debtor's estate. See Stein v. U.S. Farmers Home Admin. (In re 3 Stein), 19 B.R. 458, 460 (Bankr. E.D. Pa. 1982) (finding that the use of cash collateral 4 was necessary to operate the debtor's business in turn enhancing the debtor's estate); 5 Fed. Nat'l Mortg. Ass'n v. Dacon Bolingbrook Assoc. L.P., 153 B.R. 204, 214 (N.D. Ill. 6 1993) (finding that "the required adequate protection of Rents is satisfied to the extent 7 the Debtor reinvests the Rents in the operation and maintenance of the property becaus8 the value of the secured creditor's interest in its collateral will thereby be increased."); In 9 re Constable Plaza Assoc., 125 B.R. 98, 105 (Bankr. S.D.N.Y. 1991) (finding adequate 10 protection is present in part because rent would be used for maintaining office building, 11 which would "preserve or enhance the value of the building" and "protect the 2  00 12 collateral…"). 92626  4 445‐1 13 The Trustee's use of cash collateral will preserve and enhance the value of the alifornia  •  Fax 71 14 Estate, providing the secured creditors with adequate protection. In fact, since the filing a, C 00   es 10 15 of the Second Cash Collateral Motion, the Trustee has used the cash collateral to M 5‐ osta  4 44 16 preserve and enhance the Estate for its creditors. Of note, the Trustee was able to C 1 7 el   T 17 disburse $4,105,735.90 to CAL II. Continued use of cash collateral may further enhance18 the Estate's value. As noted earlier, the Estate's primary assets are the Debtor's 19 interests in its attorneys' fees and costs from its contingency cases. In order to preserve20 the value of these assets, the Trustee has been negotiating with different law firms to 21 represent the Debtor's clients, with the goal of transferring these cases so that the client22 have representation and so that the Estate can receive the Debtor's attorneys' fees and 23 costs in an amount that is fixed and certain, which would be a vast improvement from 24 what would otherwise be undefined quantum meruit claims, if any. The proper 25 transitioning of these cases requires the use of cash collateral. 26 To realize the value of the Debtor's interests in its attorneys' fees and costs, the 27 Trustee needs cash to fund the transition of the Debtor's cases. Specifically, the Trustee

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1 house the Debtor's case files and needs uninterrupted utilities at the Debtor's office. The 2 Trustee also needs the assistance of professionals, paraprofessionals and former 3 employees to preserve these case files by helping locate case lists, files and cost ledger4 (or help find the documents necessary to prepare the cost ledgers). Without these basic5 and necessary expenditures, the Trustee will not have access to the Debtor's case files 6 and may not be able to effectively transition the Debtor's cases or ascertain the Debtor's 7 fees and costs. If transitions fail to occur, the Trustee may not be able to collect any fee8 and costs for the Estate. The Trustee's goal is to obtain a recovery for the Estate that 9 exceeds the quantum meruit value of the Debtor's interest in its fees. At a minimum, 10 access to cash collateral will preserve the Estate's value by preserving the Debtor's 11 records that support its quantum meruit and cost claims. This preservation of value of th2  00 12 Debtor's quantum meruit and cost claims adequately protects the secured creditors. 92626  4 445‐1 13 The use of cash collateral will likely enhance the secured creditors' collateral. alifornia  •  Fax 71 14 Since the Second Cash Collateral Motion, the Court has approved agreements to a, C 00   es 10 15 transition certain cases involving the talcum powder litigation and Paramount litigation. M 5‐ osta  4 44 16 See Docket No. 360 and 361. In addition, a motion to transition cases concerning the C 1 7 el   T 17 NFL litigation is also pending and awaiting approval from the Court. See Docket No. 38918 As noted in the Second Cash Collateral Motion, the Court has previously approved a 19 compromise between the Trustee with Frantz Law Group, APLC with respect to the 20 "Southern California Gas Leak Litigation" and a separate agreement to transition certain 21 of the Debtor's cases to Aitken Aitken Cohen. Through these compromises, the Trustee 22 was able to obtain a recovery for the Estate higher than any quantum meruit claim. Wit23 access to cash collateral, the Trustee will have the ability to enter into similar 24 compromises and agreements that may again enhance the value of the Estate. As mad25 clear in the Budget, the Trustee is seeking funding only for what is absolutely necessary 26 and is not requesting any funds for her professionals' fees at this time. The Budget is 27 simple and is designed to allow the Trustee to both preserve and enhance the value of

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1 and potentially enhance the value of the secured creditors' collateral, the secured 2 creditors are adequately protected. Thus, the Court should authorize the Trustee to use 3 cash collateral. 4 C. Approval to Use Cash Collateral Under the Stipulations Can be Made 5 on a Final Basis Under FRBP 4001(d) 6 An agreement to use cash collateral must be accompanied with a motion for 7 approval of the agreement. See FRBP 4001(d)(1)(A). After a motion to approve an 8 agreement to use cash collateral is properly served and noticed, the court may enter an 9 order approving the agreement without conducting a hearing. See FRBP 4001(d)(3). In 10 contrast, if a party does not have an agreement to use cash collateral and instead seeks 11 authority to use cash collateral under FRBP 4001(b), the court may not approve the use 2  00 12 of cash collateral, on a final basis, on less than 14 days after service of the motion but 92626  4 445‐1 13 may instead approve the interim use of cash collateral necessary "to avoid immediate alifornia  •  Fax 71 14 and irreparable harm to the estate pending a final hearing." See FRBP 4001(b)(2). a, C 00   es 10 15 The Trustee has obtained approval from all parties asserting an interest in cash M 5‐ osta  4 44 16 collateral as of the Secured Claims Bar Date. As noted above, FRBP 4001(d) makes C 1 7 el   T 17 clear that if a party seeks to approve an agreement to use cash collateral, the agreement18 may be granted without a hearing. Because hearings are not required for a motion unde19 FRBP 4001(d), the Court may approve the Stipulations here on a final basis. Moreover, 20 unlike FRBP 4001(b), FRBP 4001(d) does not have any language that limits a court's 21 authority to grant relief on a final basis. Because the Trustee is not seeking authority to 22 use cash collateral under FRBP 4001(b), but rather seeks approval of the Stipulations 23 under FRBP 4001(d), the Court may grant the Motion on a final basis without further 24 hearing. 25 26 IV. CONCLUSION 27 For the foregoing reasons, the Trustee requests that the Court enter an order:

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1 2. Authorizing the use of cash collateral pursuant to FRBP 4001(d) in2 accordance with the Budget attached hereto as Exhibit "1" through September 30, 2021;3 3. Approving the Third CAL II Stipulation attached hereto as Exhibit "2";4 4. Approving the Second Stillwell Stipulation attached hereto as Exhibit "3";5 5. Approving the Third Virage Stipulation attached hereto as Exhibit "4";6 6. Approving the Second Nano Stipulation attached hereto as Exhibit "5";7 7. Approving the Ruigomez Creditors Stipulation attached hereto as Exhibit8 "7"; 9 8. Approving the KCC Stipulation attached hereto as Exhibit "6";10 9. Providing all alleged secured creditors with the adequate protection and11 other applicable benefits of the Stipulations; and 2 00 12 10. Granting such other and further relief as the Court deems just and proper. 92626  4 445‐1 13 alifornia  •  Fax 71 14 DATED: June 29, 2021 Respectfully submitted, a, C 00   es 10 15 SMILEY WANG-EKVALL, LLP M 5‐ osta  4 44 16 C 1 7 el   T 17 By: 18 PHILIP E. STROK Attorneys for Elissa D. Miller, Chapter 7 19 Trustee 20 21 22 23 24 25 26 27

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1 DECLARATION OF ELISSA D. MILLER 2 I, Elissa D. Miller, declare as follows: 3 1. I am the duly appointed Chapter 7 Trustee for the bankruptcy estate of 4 Girardi Keese. I am also a partner at SulmeyerKupetz, a Professional Corporation. I 5 know each of the following facts to be true of my own personal knowledge, except as 6 otherwise stated and, if called as a witness, I could and would competently testify with 7 respect thereto. I make this declaration in support of Chapter 7 Trustee's Third Motion fo 8 Order Approving Stipulations Authorizing Use of Cash Collateral Pursuant to 11 U.S.C. 9 § 363 and Federal Rule of Bankruptcy Procedure 4001(d) (the "Motion"). Unless 10 otherwise defined in this declaration, all terms defined in the Motion are incorporated 11 herein by this reference. 2  00 12 2. On January 13, 2021, I accepted my appointed as the Chapter 7 Trustee fo92626  4 445‐1 13 the bankruptcy estate of Girardi Keese. alifornia  •  Fax 71 14 3. Since my appointment and the filing of the First and Second Cash Collatera, C 00   es 10 15 Motions, I have continued to regularly visit the Debtor's offices. The Debtor stored its M 5‐ osta  4 44 16 case files and data in different ways. The Debtor stores some of its case files in physicalC 1 7 el   T 17 paper files, and other files related to the mass tort cases are stored in a proprietary 18 system of the Debtor. The Debtor also stores certain files in an electronic system called 19 iManage, which is separate from the Debtor's proprietary electronic system. Some files 20 are maintained on paper and also stored electronically on one or the other of the 21 databases. Financial information related to the cases (e.g. cost ledgers) is located on th22 Sage Accounting System. 23 4. In order to have continued access to the Debtor's electronic information, th24 Trustee needs to have internet access, as the access points to this electronic informatio25 are located at the Debtor's offices. In addition, I must pay for the maintenance of the 26 virtual "cloud" server to preserve the Debtor's files and information. 27 5. As the Debtor was without insurance, I also have had to obtain liability and

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1 6. The Debtor's former employees have extensive knowledge about the 2 Debtor's operations and have been instrumental in helping me learn about how the 3 Debtor conducted its business prepetition. I continue to rely on the Debtor's former 4 employees when operational and organization issues arise, so that any issues can be 5 resolved more expeditiously. 6 7. Specifically, some of the Debtor's former employees know where to locate 7 certain physical files or know where the file is saved electronically and in which database 8 These employees have continued to help me find certain files, cost ledgers, and other 9 records more efficiently. In addition, these employees have also helped me keep track o10 the Debtor's pending cases to protect the Debtor and the Debtor's clients, as well as 11 locate additional assets of the Debtor. 2  00 12 8. Currently, the Debtor's physical files remain at the Debtor's office, along 92626  4 445‐1 13 with the Debtor's electronic information. While I need internet service to access some ofalifornia  •  Fax 71 14 the information, I also need uninterrupted access to utilities like power, water, and gas, a, C 00   es 10 15 for continued access. Because the Debtor's office has to be accessed for this M 5‐ osta  4 44 16 information, insurance for the premises is also needed to protect the Estate from any C 1 7 el   T 17 liability while the Debtor's offices are accessed. 18 9. Building 1 was recently sold and I vacated the premises, disposed of over 19 truckloads of waste, and moved the majority of its remaining contents to Building 2. 20 Building 2 is currently listed for sale and provides only a temporary storage solution. 21 10. I previously submitted a 90-day budget in connection with the Second Cas22 Collateral Motion, and I have fully complied with this budget. 23 11. I have, with the assistance of my professionals, developed the current 24 Budget, which includes the costs detailed above, to pay for the resources I need to 25 maximize and preserve value for the Estate, as well as protect the Debtor's clients. A 26 true and correct copy of the Budget is attached hereto as Exhibit "1." As I continue to 27 work on the case, I learn more about the capabilities of the Debtor's former employees

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1 certain line items in the Budget. Ultimately, I may utilize persons other than the ones 2 indicated in the Budget. For economy, I may use one person for more than one function 3 and increase the hourly rate accordingly. I also may eliminate the use of others. 4 However, in no event will I exceed the total amount as set forth in the Budget plus the 5 15% variance. 6 12. The Budget is slightly higher than previous periods. This is due in part to 7 lingering costs associated with the move from 1122 Wilshire Boulevard, mediation costs 8 related to the upcoming mediation with ACTS, the offloading and shredding of files, and 9 costs related to an anticipated move from 1126 Wilshire Boulevard such as moving the 10 servers. 11 13. I am continuing to work to identify assets of the Debtor, and this process is 2 00 12 ongoing. Since the filing of the Second Cash Collateral Motion, I have made certain 92626 4 445-1 13 disbursements to CAL II. Specifically, on June 24, 2021, I issued two checks to CAL II alifornia • Fax 71 14 totaling $4,105,735.90. The first check I issued to CAL II was in the amount of a, C00 es10 15 $2,093,235.90, and the second check was in the amount of $2,012,500.00. M5- osta 4 44 16 I declare under penalty of perjury under the laws of the United States of America C71 el T 17 that the foregoing is true and correct. Los Angeles, 18 Executed on this _2_9_th day of June, 2021, at CXoXsXtXaX MXXesXaX, California. 19 20 Elissa D. Miller 21 22 23 24 25 26 27

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1 DECLARATION OF PHILIP E. STROK 2 I, Philip E. Strok, declare as follows: 3 1. I am a partner with Smiley Wang-Ekvall, LLP, attorneys of record for Elissa 4 D. Miller, Chapter 7 Trustee. I am licensed to practice before this Court and the courts o5 the State of California. I know each of the following facts to be true of my own personal 6 knowledge, except as otherwise stated and, if called as a witness, I could and would 7 competently testify with respect thereto. I make this declaration in support of the Chapte8 7 Trustee's Third Motion for Order Approving Stipulations Authorizing Use of Cash 9 Collateral Pursuant to 11 U.S.C. § 363 and Federal Rule of Bankruptcy Procedure 10 4001(d) (the "Motion"). Unless otherwise defined in this declaration, all terms defined in 11 the Motion are incorporated herein by this reference. 2  00 12 2. Since the Second Cash Collateral Motion, I have engaged in discussions 92626  4 445‐1 13 with counsel for CAL II, Stillwell, Virage, Nano, the Ruigomez Creditors, and KCC. alifornia  •  Fax 71 14 3. On June 17, 2021, the Trustee and CAL II entered into the Third CAL II a, C 00   es 10 15 Stipulation. A true and correct copy of the Third CAL II Stipulation is attached hereto as M 5‐ osta  4 44 16 Exhibit "2." C 1 7 el   T 17 4. On June 22, 2021, the Trustee and Stillwell entered into the Second 18 Stillwell Stipulation. A true and correct copy of the Second Stillwell Stipulation is attache19 hereto as Exhibit "3." 20 5. On June 22, 2021, the Trustee and Virage entered into the Third Virage 21 Stipulation. A true and correct copy of the Third Virage Stipulation is attached hereto as 22 Exhibit "4." 23 6. On June 24, 2021, the Trustee and Nano entered into the Second Nano 24 Stipulation. A true and correct copy of the Second Nano Stipulation is attached hereto a25 Exhibit "5." 26 7. On June 24, 2021, the Trustee and KCC entered into the KCC Stipulation. 27 A true and correct copy of the KCC Stipulation is attached hereto as Exhibit "6."

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1 8. On June 25, 2021, the Trustee and the Ruigomez Creditors entered into th 2 Ruigomez Creditors Stipulation. A true and correct copy of the Ruigomez Creditors 3 Stipulation is attached hereto as Exhibit "7." 4 I declare under penalty of perjury under the laws of the United States of America 5 that the foregoing is true and correct to the best of my knowledge. 6 Executed on this 29th day of June, 2021, at Costa Mesa, California. 7 8 Philip E. Strok 9 10 11 2 00 12 92626  4 445‐1 13 alifornia  •  Fax 71 14 a, C 00   es 10 15 M 5‐ osta  4 44 16 C 1 7 el   T 17 18 19 20 21 22 23 24 25 26 27

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EXHIBIT "1"

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Chapter 7 Bankruptcy Estate of Girardi Keese 90‐Day Budget July through September 2021 Estimated Amounts Name Description Low High iDiscovery Solutions 1 Computer consultant for trustee $0 $5,000D Masin Consulting LLC Trustee's field agent 25,000 30,000 Kenny Rodriguez Former GK attorney 12,500 25,000 Sammy Suh Former GK IT manager 10,000 15,000 Patty Paz Former GK data clerk for proprietary system 12,500 17,500Roth Staffing File clerk 15,000 20,000 Trustee Insurance Group General liability and car insurance 1,200 1,600Trustee Insurance Group Property insurance for building 0 17,500Inernational Sureties Bond premium 0 0 Crown Castle Internet service for office 10,000 15,000 Mimecast Cloud services 1,000 2,000 LADWP/So Cal Gas Power/water/gas for office 7,500 12,500 WAMS Computer expense 700 1,000 Insight Software license 800 1,200 Insight  Software (VM) license renewal 5,100 5,100 Microsoft Software license renewal 16,000 20,000 Mediator Estate's share of cost of Mediation with ACTS 10,000 15,000Shredding Old closed files containing PII and HIPPA Info 10,000 20,000Hauling LA, Inc. Trash disposal 5,500 8,250 Donlin Recano Claims agent costs 15,700 29,725 TBD Unknown/miscellaneous expenses 7,500 15,000      Totals $166,000 $276,375 1  Included in budget for moving and storage of servers prior to the sale of 1126 Wilshire ‐ $2,000 for move plus $940.00 monthly billed in 3 month increments after move

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EXHIBIT "8"

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MILEY WANG-EKVALL, LLP hilip E. Strok, State Bar No. 169296 strok@swelawfirm.com imothy W. Evanston, State Bar No. 319342 evanston@swelawfirm.com 200 Park Center Drive, Suite 250 osta Mesa, California 92626 elephone: 714 445-1000 acsimile: 714 445-1002 Individual appearing without attorney Attorney for: Elissa D. Miller UNITED STATES BANKRUPTCY COURT CENTRAL DISTRICT OF CALIFORNIA- L O S A N G E L E S D I V I SIONDIVISIONn re: CASE NO.: 2:20-bk-21022-BR IRARDI KEESE CHAPTER: 7 STATEMENT REGARDING CASH COLLATERAL OR DEBTOR IN POSSESSION FINANCING [FRBP 4001; LBR 4001-2] DATE: TIME: To be set COURTROOM: 1668 ADDRESS: 255 E. Temple Street Debtor(s). Los Angeles, California 90012 ecured party(ies):California Attorney Lending II, Inc., Stillwell Madison, LLC, Virage SPV 1, LLC, Nano Banc, Joseph Ruigomez, Kathleen Ruigomez, Jamie Ruigomez, and KCC Class Action Services, LLChe Debtorhas requested the approval ofeither (1) a motion for use of cash collateral, or postpetition financing, or both, (2) through a separately-filed motion, a stipulation providing for the use of cash collateral, or postpetition financing, or th. The proposed form of order on the motion or the stipulation contains the following provisions or findings of fact: Page Line No. Disclosures Tracking FRBP 4001(c)(1)(B)(i)through (xi)and (d)(1)(B)No.: (if applicable) (i): “[A] grant of priority or a lien on property of the estate under § 364(c) or (d)”(ii): “[T]he providing of adequate protection or priority for a claim that arose before the commencement of the case, including the granting of a lien on property of the estate 3 10to secure the claim, or the use of property of the estate or credit obtained under § 364 to make cash payments on account of the claim” Cross-collateralization, i.e.,clauses that secure prepetition debt by postpetition assets in which thesecured party would not otherwise have a security interest by virtue of its prepetition security agreement or applicable lawRoll-up, i.e.,provisions deeming prepetition debt to be postpetition debt or usingpostpetition loans from a prepetition secured partyto pay part or all of that secured party’s prepetition debt, other than as provided in § 552(b)This form is mandatory. It has been approved for use bythe United States Bankruptcy Court for the Central District of California.

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on cash collateral as of the petition date (iii): “[A] determination of the validity, enforceability, priority, or amount of a claim that arose before the commencement of the case, or of any lien securing the claim”(iv): “[A]waiver or modification of Code provisions or applicable rules relating to the automatic stay” Automatic relief from the automatic stay upon occurrence of certain events. (v): “[A] waiver or modification of any entity’s authority or right to file a plan, seek an extension of time in which the debtor has the exclusive right to file a plan, request the use of cash collateral under § 363(c), or request authority to obtain credit under § 364”(vi): “[T]he establishment of deadlines for filing a plan of reorganization, for approval of a disclosure statement, for a hearing on confirmation, or for entry of a confirmation order” (vii): “[A] waiver or modification of the applicability ofnonbankruptcy law relating to the perfection of a lien on property of the estate, or on the foreclosure or other 3 16enforcement of the lien” (viii): “[A] release, waiver, or limitation on any claim or other cause of action belonging to the estate or the trustee, including any modification of the statute of limitations or other deadline to commence an action” (ix): “[T]he indemnification of any entity” (x): “[A] release, waiver, or limitation of any right under § 506(c)”The granting of any lien on any claim or cause of action arising under §506(c)(xi): “The granting of any lien on any claim or cause of action arising under §§ 544, 545, 547, 548,549, 553(b), 723(a), or 724(a)” Page Line No. Additional Disclosures Required by LBR 4001-2 No.: (if applicable) With respect to a professional fee carve out, disparate treatment for professionals retained by a creditors’ committee from thatprovided for the professionals retained by the debtor Pay downprepetition principal owed to a creditor Findings of fact on matters extraneous to the approval process6/29/2021 Philip E . S t r o k /s/ Ph il i p E . S t r o k ate Printed Name Signature This form is mandatory. It has been approved for use bythe United States Bankruptcy Court for the Central District of California.

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am over the age of 18 and not a party to this bankruptcy case or adversary proceeding. My business address is: true and correct copy ofthe foregoing document entitled:STATEMENTREGARDING CASH COLLATERAL OR EBTOR IN POSSESSION FINANCING[FRBP 4001; LBR 4001-2]will be served or was served (a)on the judge in hambers in the form and manner required by LBR 5005-2(d); and (b)in the manner stated below: . TO BE SERVED BY THE COURT VIA NOTICE OF ELECTRONIC FILING (NEF): Pursuant to controlling Generalrders and LBR, the foregoing document will be served by the court via NEF and hyperlink to the document. On (date),I checked the CM/ECF docket for this bankruptcy case or adversary proceeding and determined that the llowing persons are on the Electronic Mail Notice List to receive NEF transmission at the email addresses stated below: Service information continued on attached page . SERVED BY UNITED STATES MAIL: n (date) ,I served the following persons and/or entities at the last known addresses in this bankruptcyase or adversary proceeding by placing a true and correct copy thereof in a sealed envelope in the United States mail,rst class, postage prepaid, and addressed as follows. Listing the judge here constitutes a declaration that mailing to thedge will becompletedno later than 24 hours after the document is filed. Service information continued on attached page . SERVED BY PERSONAL DELIVERY, OVERNIGHT MAIL, FACSIMILE TRANSMISSION OR EMAIL(state methodr each person or entity served): Pursuant to F.R.Civ.P. 5 and/or controlling LBR, on (date) ,I served thellowing persons and/or entities by personal delivery, overnight mail service, or (for those who consented in writing touch service method), by facsimile transmission and/or email as follows. Listing the judge here constitutes a declarationat personal delivery on, or overnight mail to, the judge will be completedno later than 24 hours after the document isled. Service information continued on attached page declare under penalty of perjury under the laws of the United States that the foregoing is true and correct. Date Printed Name Signature This form is mandatory. It has been approved for use bythe United States Bankruptcy Court for the Central District of California.

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EXHIBIT "9"

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1 SMILEY WANG-EKVALL, LLP Philip E. Strok, State Bar No. 169296 2 pstrok@swelawfirm.com Kyra E. Andrassy, State Bar No. 207959 3 kandrassy@swelawfirm.com Timothy W. Evanston, State Bar No. 319342 4 tevanston@swelawfirm.com 3200 Park Center Drive, Suite 250 5 Costa Mesa, California 92626 Telephone: 714 445-1000 6 Facsimile: 714 445-1002 7 Attorneys for Elissa D. Miller, Chapter 7 Trustee 8 UNITED STATES BANKRUPTCY COURT 9 CENTRAL DISTRICT OF CALIFORNIA 10 LOS ANGELES DIVISION 11 MILEY WANG‐EKVALL, LLP  3200 Park Center Drive, Suite 250 Costa Mesa, California 92626 el  714 445‐1000  •  Fax 714 445‐1002 1111123456 IGnI RreA RDI KEESE, Debtor. CC[CMSCUBPTHAA.haOSRasIASNPT.OepCHPKIU tPON.eT R LCOr§NoE AU O7.S 3R TFP 2LE6 IOT:7O3LD2C R A0NT]A Y -TROSONb EPUk RRDA-RRSD2D UFAOT1EETE0LECRRHD2 EPE 2OEGA'UDS-RRBPR RUTAIRPAZSRHLR NIUENI ORTRA G4IVDUNN0 IU LGN0TES1 G T( EOd O )OF 1 F1 S T 17 Date: [To Be Set] 18 Time: [To Be Set] Ctrm.: 1668 19 255 E. Temple Street Los Angeles, CA 90012 20 21 22 On ________ __, 2021, at ______ _.m., the above-captioned Court held a hearing 23 on the Chapter 7 Trustee's Third Motion for Order Approving Stipulations Authorizing Use 24 of Cash Collateral Pursuant to 11 U.S.C. § 363 and Federal Rule of Bankruptcy 25 Procedure 4001(d) (the "Motion")1 filed by Elissa D. Miller, in her capacity as Chapter 7 26 Trustee for the bankruptcy estate (the "Estate") of Girardi Keese. Appearances were as 27 28 1 Capitalized terms not defined herein shall have the meanings ascribed to them in the Motion.

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1 noted on the Court's record. Having considered the Motion and the pleadings, 2 declarations, and exhibits filed in support thereof and response thereto, and the 3 statements and arguments of counsel on the record at the hearing on the Motion, finding 4 that notice and service of the Motion were proper and that no further notice be given, and 5 finding good cause for the relief requested in the Motion, 6 IT IS HEREBY ORDERED that: 7 1. The Motion is GRANTED; 8 2. The Third CAL II Stipulation attached to the Motion as Exhibit "2" is 9 approved; 10 3. The Second Stillwell Stipulation attached to the Motion as Exhibit "3" is 11 approved; MILEY WANG‐EKVALL, LLP  3200 Park Center Drive, Suite 250 Costa Mesa, California 92626 el  714 445‐1000  •  Fax 714 445‐1002  1111123456 aapppprroovv456ee...dd ;; TTThhheee TSRheuicirgdoo nVmdi reNazga Cen roSe Stdipittiuoplruaslt aiSotitnoip nau taltaatttcaiohcneh dea dttto at octhh teeh deM tMoot oitohtinoe n aM sao sEt iExohnxi hbaiibst i"tE 4"x"5 h”isi bi sit “7” is S T 17 approved; 18 7. The KCC Stipulation attached to the Motion as Exhibit “6” is approved; 19 8. CAL II, Stillwell, Virage, Nano, the Ruigomez Creditors, KCC, and any other 20 alleged secured creditor of the Debtor and/or the Estate shall be considered a "secured 21 creditor" as that term is used in this Order and shall be entitled to the protections 22 provided to such secured creditor; 23 9. The Trustee, on behalf of the Estate, is authorized to use cash collateral 24 from July 1, 2021 through and including September 30, 2021 (the "Cash Collateral 25 Period") in accordance with the Budget attached to the Motion as Exhibit "1," with 26 expenditures during the Cash Collateral Period not to exceed 115% of the aggregate 27 "High" expenditures set forth in the Budget, i.e., a 15% variance; 28

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1 10. The Trustee has utilized names for positions in the Budget and may utilize 2 different people other than the ones indicated, and may increase the hourly rate of one or 3 more people included in the Budget and eliminate the use of others, however, in no event 4 will the Trustee exceed the authorization as set forth in this Order; 5 11. The Trustee is authorized to pay the W-9 employees identified in the 6 Budget and such other W-9 employees as the Trustee requires to perform the services 7 contemplated in the Budget, so long as the total amount paid does not exceed the 8 authorization as set forth in this Order; 9 12. As adequate protection for the use of cash collateral in accordance with the 10 Budget, CAL II and any alleged secured creditor shall receive a post-petition replacement 11 lien for its asserted secured claim(s) against the Debtor's assets with the same validity, MILEY WANG‐EKVALL, LLP  3200 Park Center Drive, Suite 250 Costa Mesa, California 92626 el  714 445‐1000  •  Fax 714 445‐1002  1111123456 paccorrseil olodarfiitt teoDyr,r1ea 'ss3cl c.erp oemrpsebeupCe letaAsrtn i 1tLidino8 I ne,Ia x2a ldit0neei2dmnn0 (tais n,a n)ut;shy t ieaoa nnlplye eo gtlfiiet eitdohn ne(ss edv) caahutleuerlee,d d s ob ocfyl erC eClyAdA iLttLoo I rIIt ’Ihss ae han aendlxld tna eaonnntyt y bat healla lelreteg gtqeheudedi rs uesesdece cut ouore rffe diclde ac sarehnd yi tor S T 17 financing statement, notice, lien, or other similar instrument in any jurisdiction, or take any 18 other action in order to perfect its replacement lien created hereunder because the 19 replacement lien is automatically perfected upon entry of this Order (and prior orders 20 approving use of cash collateral); 21 14. No replacement lien shall encumber or otherwise attach to any causes of 22 action under chapter 5 of the Bankruptcy Code or any proceeds of such causes of action; 23 15. All rights and arguments of the Trustee, on behalf of the Estate, to 24 challenge or dispute (a) the validity, priority, scope or extent of the security interests 25 asserted by any alleged secured creditor other than CAL II including, without limitation, in 26 the Debtor's post-petition receipts and cash, or (b) that the use of cash collateral has 27 resulted in the diminution of the value of CAL II’s or any alleged secured creditor's 28

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1 prepetition lien(s), are preserved, and CAL II’s and any alleged secured creditor's rights, 2 claims, defenses, and arguments to any such request by the Trustee are preserved; 3 16. Neither the Trustee, the Estate, nor CAL II are waiving any rights they may 4 have under Bankruptcy Code Section 506(c) as provided in Section 2.6 of the Settlement 5 Agreement with CAL II, which is incorporated herein by reference 6 17. As to any alleged secured creditor, neither the Trustee nor the Estate are 7 waiving any rights they may have under Bankruptcy Code Section 506(c) and any alleged 8 secured creditor is not waiving any of its/their rights, claims, defenses or arguments to 9 assert, contest or dispute any such rights; 10 18. Upon reasonable request by CAL II or any alleged secured creditor and 11 subject to appropriate confidentiality provisions as determined by the Trustee, the MILEY WANG‐EKVALL, LLP  3200 Park Center Drive, Suite 250 Costa Mesa, California 92626 el  714 445‐1000  •  Fax 714 445‐1002  1111123456 Ttcsherreeucd suaitrtleeoleed1rg 9ewec.xrdi lepl sdipreeirTtocoshuvr oe'irsden aecd Su o hctenherpseoret dreFniizmtotoa robrtm;ireo rBn2 3 a tC0ona, k us2rsuh0ep 2R tc1cea yucs Cnehlio epcustosrslt l aaeontxreddtre eaDnrl ;dio sefb duC rwAsiLeth mI ICe anAntLsd IRaI’nsey co oarr ldsleu gtcoeh dC a AslleLec gIuIe roder d S T 17 20. The consent of Stillwell, Virage, Nano, the Ruigomez Creditors, and KCC to 18 the Trustee's use of cash collateral during the Cash Collateral Period shall automatically 19 expire if the Trustee files any document or pleading challenging the validity, priority, 20 scope or extent of Stillwell, Virage, Nano, the Ruigomez Creditors, and Nano's asserted 21 liens; and 22 21. The Trustee reserves the right to seek an order from the Court authorizing 23 the Trustee's further use of cash collateral upon notice of such request and CAL II and 24 any alleged secured creditor reserve the right to oppose any such request. 25 ### 26 27 28

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PROOF OF SERVICE OF DOCUMENT am over the age of 18 and not a party to this bankruptcy case or adversary proceeding. My business address is 3200 ark Center Drive, Suite 250, Costa Mesa, CA 92626. true and correct copy of the foregoing document entitled (specify): CHAPTER 7 TRUSTEE'S THIRD MOTION FOR RDER APPROVING STIPULATIONS AUTHORIZING USE OF CASH COLLATERAL PURSUANT TO 11 U.S.C. § 36ND FEDERAL RULE OF BANKRUPTCY PROCEDURE 4001(d); MEMORANDUM OF POINTS AND AUTHORITIES; ECLARATIONS OF ELISSA D. MILLER AND PHILIP E. STROK IN SUPPORT will be served or was served (a) on thedge in chambers in the form and manner required by LBR 5005-2(d); and (b) in the manner stated below: . TO BE SERVED BY THE COURT VIA NOTICE OF ELECTRONIC FILING (NEF): Pursuant to controlling General rders and LBR, the foregoing document will be served by the court via NEF and hyperlink to the document. On (date) une 29, 2021 I checked the CM/ECF docket for this bankruptcy case or adversary proceeding and determined that the llowing persons are on the Electronic Mail Notice List to receive NEF transmission at the email addresses stated below:  Service information continued on attached pag . SERVED BY UNITED STATES MAIL: n (date) June 29, 2021 , I served the following persons and/or entities at the last known addresses in this bankruptcy ase or adversary proceeding by placing a true and correct copy thereof in a sealed envelope in the United States mail, rst class, postage prepaid, and addressed as follows. Listing the judge here constitutes a declaration that mailing to the dge will be completed no later than 24 hours after the document is filed. The Honorable Barry Russell U.S. Bankruptcy Court Roybal Federal Building 255 E. Temple Street, Suite 1660 Los Angeles, CA 90012  Service information continued on attached pag . SERVED BY PERSONAL DELIVERY, OVERNIGHT MAIL, FACSIMILE TRANSMISSION OR EMAIL (state method r each person or entity served): Pursuant to F.R.Civ.P. 5 and/or controlling LBR, on (date) _______ , I served the llowing persons and/or entities by personal delivery, overnight mail service, or (for those who consented in writing to uch service method), by facsimile transmission and/or email as follows. Listing the judge here constitutes a declaration at personal delivery on, or overnight mail to, the judge will be completed no later than 24 hours after the document is led.  Service information continued on attached pag declare under penalty of perjury under the laws of the United States that the foregoing is true and correct. June 29, 2021 Gabriela Gomez-Cruz /s/ Gabriela Gomez-Cruz Date Printed Name Signature

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1.  SERVED BY THE COURT VIA NOTICE OF ELECTRONIC FILING (“NEF”):   Kyra E Andrassy     kandrassy@swelawfirm.com, lgarrett@swelawfirm.com;gcruz@swelawfirm.com;jchung@swelawfirm.com  Rafey Balabanian     rbalabanian@edelson.comdocket@edelson.com  Michelle Balady     mb@bedfordlg.comleo@bedfordlg.com   Ori S Blumenfeld     Ori@MarguliesFaithLaw.com,  Helen@MarguliesFaithLaw.com;Angela@MarguliesFaithLaw.com;Vicky@MarguliesFaithLaw.com  Evan C Borges     eborges@ggtriallaw.comcwinsten@ggtriallaw.com  Richard D Buckley     richard.buckley@arentfox.com   Marie E Christiansen     mchristiansen@vedderprice.com, ecfladocket@vedderprice.com,marie‐christiansen‐4166@ecf.pacerpro.com   Jennifer Witherell Crastz     jcrastz@hrhlaw.com   Ashleigh A Danker     Ashleigh.danker@dinsmore.com, SDCMLFiles@DINSMORE.COM;Katrice.ortiz@dinsmore.com  Clifford S Davidson     csdavidson@swlaw.com, jlanglois@swlaw.com;cliff‐davidson‐7586@ecf.pacerpro.com  Lei Lei Wang Ekvall     lekvall@swelawfirm.com, lgarrett@swelawfirm.com;gcruz@swelawfirm.com;jchung@swelawfirm.com  Richard W Esterkin     richard.esterkin@morganlewis.com   Timothy W Evanston     tevanston@swelawfirm.com, gcruz@swelawfirm.com;lgarrett@swelawfirm.com;jchung@swelawfirm.com  Jeremy Faith     Jeremy@MarguliesFaithlaw.com,  Helen@MarguliesFaithlaw.com;Angela@MarguliesFaithlaw.com;Vicky@MarguliesFaithlaw.com  James J Finsten     , jimfinsten@hotmail.com   Alan W Forsley     alan.forsley@flpllp.com, awf@fkllawfirm.com,awf@fl‐lawyers.net,addy.flores@flpllp.com  Eric D Goldberg     eric.goldberg@dlapiper.comeric‐goldberg‐1103@ecf.pacerpro.com  Andrew Goodman     agoodman@andyglaw.comGoodman.AndrewR102467@notify.bestcase.com  Suzanne C Grandt     suzanne.grandt@calbar.ca.govjoan.randolph@calbar.ca.gov  Steven T Gubner     sgubner@bg.lawecf@bg.law   Marshall J Hogan     mhogan@swlaw.comknestuk@swlaw.com  Sheryl K Ith     sith@cookseylaw.comsith@ecf.courtdrive.com  Razmig Izakelian     razmigizakelian@quinnemanuel.com   Lillian Jordan     ENOTICES@DONLINRECANO.COMRMAPA@DONLINRECANO.COM  Lewis R Landau     Lew@Landaunet.com   Daniel A Lev     dlev@sulmeyerlaw.com, ccaldwell@sulmeyerlaw.com;dlev@ecf.inforuptcy.com  Elizabeth A Lombard     elombard@zwickerpc.combknotices@zwickerpc.com  Craig G Margulies     Craig@MarguliesFaithlaw.com,  Vicky@MarguliesFaithlaw.com;Helen@MarguliesFaithlaw.com;Angela@MarguliesFaithlaw.com  Peter J Mastan     peter.mastan@dinsmore.com, SDCMLFiles@dinsmore.com;Katrice.ortiz@dinsmore.com  Edith R. Matthai     ematthai@romalaw.comlrobie@romalaw.com  Kenneth Miller     kmiller@pmcos.comefilings@pmcos.com  Elissa Miller (TR)     CA71@ecfcbis.com, MillerTrustee@Sulmeyerlaw.com;C124@ecfcbis.com;ccaldwell@sulmeyerlaw.com  Eric A Mitnick     MitnickLaw@aol.commitnicklaw@gmail.com  Scott H Olson     solson@vedderprice.com, scott‐olson‐ 2161@ecf.pacerpro.com,ecfsfdocket@vedderprice.com,nortega@vedderprice.com  Carmela Pagay     ctp@lnbyb.com   Leonard Pena     lpena@penalaw.com, penasomaecf@gmail.com;penalr72746@notify.bestcase.com  Michael J Quinn     mquinn@vedderprice.com, ecfladocket@vedderprice.com,michael‐quinn‐2870@ecf.pacerpro.com  David M Reeder     david@reederlaw.comsecretary@reederlaw.com  Ronald N Richards     ron@ronaldrichards.commorani@ronaldrichards.com  Kevin C Ronk     Kevin@portilloronk.comAttorneys@portilloronk.com  William F Savino     wsavino@woodsoviatt.comlherald@woodsoviatt.com  Kenneth John Shaffer     johnshaffer@quinnemanuel.com   Richard M Steingard     , awong@steingardlaw.com   Philip E Strok     pstrok@swelawfirm.com, gcruz@swelawfirm.com;1garrett@swelawfirm.com;jchung@swelawfirm.com  Boris Treyzon     jfinnerty@actslaw.comsgonzales@actslaw.com  United States Trustee (LA)     ustpregion16.la.ecf@usdoj.gov  Eric D Winston     ericwinston@quinnemanuel.com   Christopher K.S. Wong     christopher.wong@arentfox.comyvonne.li@arentfox.com  Timothy J Yoo     tjy@lnbyb.com 

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