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Full title: Motion to Extend Time For Other Reason re: / Second Motion For Entry Of An Order Extending The Claims Objection Deadline Filed by Joseph J. DiPasquale on behalf of Liquidating Trustee. Hearing scheduled for 6/22/2021 at 10:00 AM at JKS - Courtroom 3D, Newark. (Attachments: # 1 Proposed Order) (DiPasquale, Joseph) (Entered: 06/01/2021)

Document posted on May 31, 2021 in the bankruptcy, 13 pages and 0 tables.

Bankrupt11 Summary (Automatically Generated)

As directed by the Plan and as set forth in the Effective Date Notice, the initial Claims Objection Deadline for the Liquidating Trustee to file objections to Claims was February 2, 2021, unless extended by order of the Court.Also on June 1, 2021 the Liquidating Trustee filed the Seventh Omnibus Objection To Certain Claims To Be Reduced, Or Disallowed And Expunged In Their Entirety, Based On The Debtors’ Books And Records (the “Seventh Omnibus Objection”)By this Motion and pursuant to Bankruptcy Rule 9006(b)(1), Local Rule 3007-1(c), and Articles I.B.27 and VIII.C of the Plan, the Liquidating Trustee seeks to extend the Claims Objection Deadline by 120 days, from June 2, 2021 through and including September 30, 2021,5 4 Distributions are being made on a rolling basis as the Liquidating Trustee reconciles claims and gathers the necessary documentation (such as tax documents) to make such distributions. The Liquidating Trustee respectfully requests that the Court waive the requirement to file a separate memorandum of law pursuant to Local Rule 9013-1(a)(3) because the legal basis upon which the Liquidating Trustee relies is incorporated herein and the Motion does not raise any novel issues of law.WHEREFORE, the Liquidating Trustee respectfully requests entry of the proposed order, substantially in the form submitted herewith, (i) extending the Claims Objection Deadline by 120 days, from June 2, 2021 through and including September 30, 2021, without prejudice to the Liquidating Trustee’s right to seek further extensions of the Claims Objection Deadline, and (ii) granting such other and further relief as the Court deems just and proper.

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LOWENSTEIN SANDLER LLP Joseph J. DiPasquale, Esq. Michael Papandrea, Esq. John P. Schneider, Esq. One Lowenstein Drive Roseland, NJ 07068 Telephone: (973) 597-2500 Facsimile: (973) 597-2400 Counsel to the Liquidating Trustee UNITED STATES BANKRUPTCY COURT DISTRICT OF NEW JERSEY In re: Chapter 11 NEW ENGLAND MOTOR FREIGHT, INC., et al.1 Case No.: 19-12809 (JKS) Debtors. (Jointly Administered) Hearing Date: June 22, 2021 at 10:00 a.m. (ET) Obj. Deadline: June 15, 2021 at 4:00 p.m. (ET) NOTICE OF LIQUIDATING TRUSTEE’S SECOND MOTION FOR ENTRY OF AN ORDER EXTENDING THE CLAIMS OBJECTION DEADLINE PLEASE TAKE NOTICE that on June 22, 2021 at 10:00 a.m. (Eastern Time), or as soon thereafter as counsel may be heard, the Liquidating Trustee2 appointed in the Chapter 11 Cases of the above-captioned Liquidating Debtors, by and through his undersigned counsel, shall move (the “Motion”) before the Honorable John K. Sherwood, United States Bankruptcy Judge, 1 The Debtors in these Chapter 11 Cases and the last four digits of each Debtor’s taxpayer identification number are as follows: New England Motor Freight, Inc. (7697); Eastern Freight Ways, Inc. (3461); NEMF World Transport, Inc. (2777); Apex Logistics, Inc. (5347); Jans Leasing Corp. (9009); Carrier Industries, Inc. (9223); Myar, LLC(4357); MyJon, LLC (7305); Hollywood Avenue Solar, LLC (2206); United Express Solar, LLC (1126); and NEMF Logistics, LLC (4666). 2 Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to them in the Motion (as defined herein).

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in Courtroom 3D3 of the United States Bankruptcy Court for the District of New Jersey, 50 Walnut Street, 3rd Floor, Newark, New Jersey 07102, for entry of an order, substantially in the form submitted herewith, further extending the Claims Objection Deadline for 120 days, from June 2, 2021 through and including September 30, 2021, without prejudice to the Liquidating Trustee’s right to seek further extensions of the Claims Objection Deadline. PLEASE TAKE FURTHER NOTICE that the Liquidating Trustee shall rely upon the Motion filed herewith. No brief is necessary as no novel issues of fact or law are presented by the Motion. A proposed form of order has been submitted therewith. Oral argument is requested in the event an objection is timely filed. PLEASE TAKE FURTHER NOTICE that any responses to the Motion must be filed with the Clerk of the Court together with proof of service thereof, and served so as to be actually received by no later than June 15, 2021 at 4:00 p.m. (Eastern Time) by counsel to the Liquidating Trustee, Lowenstein Sandler LLP, One Lowenstein Drive, Roseland, New Jersey 07068, Attn.: Joseph J. DiPasquale, Esq. (jdipasquale@lowenstein.com), Michael Papandrea, Esq. (mpapandrea@lowenstein.com) and John P. Schneider, Esq. (jschneider@lowenstein.com). PLEASE TAKE FURTHER NOTICE that responses to the Motion, if any, must: (a) be in writing; (b) comply with the Bankruptcy Rules, the Local Rules, and any other case management rules or orders of this Court; and (c) state with particularity the legal and factual basis for the objection. PLEASE TAKE FURTHER NOTICE that unless a response is timely filed and served in accordance with this notice, it may not be considered by the Bankruptcy Court. In the event no response is filed, the relief requested in the Motion may be granted without a hearing. 3 For information regarding telephonic appearances, please visit the Court’s website at: http://www.njb.uscourts.gov/judges-info/honorable-john-k-sherwood.

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Dated: June 1, 2021 Respectfully submitted, LOWENSTEIN SANDLER LLP /s/ Joseph J. DiPasquale Joseph J. DiPasquale, Esq. Michael Papandrea, Esq. John P. Schneider, Esq. One Lowenstein Drive Roseland, NJ 07068 Telephone: (973) 597-2500 Facsimile: (973) 597-2400 jdipasquale@lowenstein.com mpapandrea@lowenstein.com jschneider@lowenstein.com Counsel to the Liquidating Trustee

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LOWENSTEIN SANDLER LLP Joseph J. DiPasquale, Esq. Michael Papandrea, Esq. John P. Schneider, Esq. One Lowenstein Drive Roseland, NJ 07068 Telephone: (973) 597-2500 Facsimile: (973) 597-2400 Counsel to the Liquidating Trustee UNITED STATES BANKRUPTCY COURT DISTRICT OF NEW JERSEY In re: Chapter 11 NEW ENGLAND MOTOR FREIGHT, INC., et al.1 Case No.: 19-12809 (JKS) Debtors. (Jointly Administered) Hearing Date: June 22, 2021 at 10:00 a.m. (ET) Obj. Deadline: June 15, 2021 at 4:00 p.m. (ET) LIQUIDATING TRUSTEE’S SECOND MOTION FOR ENTRY OF AN ORDER EXTENDING THE CLAIMS OBJECTION DEADLINE The liquidating trustee (the “Liquidating Trustee”) appointed in the Chapter 11 cases (the “Chapter 11 Cases”) of the above-captioned liquidating debtors (collectively, the “Debtors”), by and through his undersigned counsel, hereby moves (the “Motion”) for entry of an order pursuant to section 105(a) of Title 11 of the United States Code (the “Bankruptcy Code”), Rule 9006(b) of the Federal Rules of Bankruptcy Procedure (the “Bankruptcy Rules”), Rule 3007-1(c) of the Local Rules of the United States Bankruptcy Court for the District of New Jersey (the “Local 1 The Debtors in these Chapter 11 Cases and the last four digits of each Debtor’s taxpayer identification number are as follows: New England Motor Freight, Inc. (7697); Eastern Freight Ways, Inc. (3461); NEMF World Transport, Inc. (2777); Apex Logistics, Inc. (5347); Jans Leasing Corp. (9009); Carrier Industries, Inc. (9223); Myar, LLC(4357); MyJon, LLC (7305); Hollywood Avenue Solar, LLC (2206); United Express Solar, LLC (1126); and NEMF Logistics, LLC (4666).

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Rules”), and Articles I.B.27 and VIII.C of the Plan (defined below), extending the Claims Objection Deadline2 by 120 days, from June 2, 2021 through and including September 30, 2021, without prejudice to the Liquidating Trustee’s right to seek further extensions of the Claims Objection Deadline. In support of this Motion, the Liquidating Trustee respectfully states as follows: JURISDICTION 1. This Court has jurisdiction over the Motion pursuant to 28 U.S.C. §§ 157 and 1334 and the Standing Order of Reference to the Bankruptcy Court Under Title 11 by the United States District Court for the District of New Jersey, as amended on September 18, 2012 (Simandle, C.J.). Venue is proper in this District pursuant to 28 U.S.C. §§ 1408 and 1409. This matter is a core proceeding pursuant to 28 U.S.C. § 157(b)(2)(B). 2. The statutory predicates for the relief sought herein are section 105(a) of the Bankruptcy Code, Bankruptcy Rule 9006(b), and Local Rule 3007-1(c). RELEVANT BACKGROUND A. General Background 3. On February 11, 2019 (the “Petition Date”), the Debtors voluntarily commenced these Chapter 11 Cases to wind-down and liquidate the majority of their assets and to conduct an auction process for certain of their business units as part of a going concern sale under Chapter 11. 4. On February 21, 2019, the Office of the United States Trustee appointed the Official Committee of Unsecured Creditors (the “Committee”) in these Chapter 11 Cases. See Amended Notice of Appointment of Official Committee of Unsecured Creditors [Docket No. 114]. 2 Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the Combined Plan and Disclosure Statement.

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5. Additional details regarding the Debtors’ prepetition business and capital structure and the facts surrounding the commencement of these Chapter 11 Cases are set forth in the Declaration of Vincent Colistra in Support of Debtors’ Chapter 11 Petitions and First day Motions [Docket No. 22] and the Debtors’ and Official Committee of Unsecured Creditors’ Third Amended Joint Combined Plan of Liquidation and Disclosure Statement the (the “Combined Plan and Disclosure Statement,” or the “Plan”) [Docket No. 1023], which are incorporated herein by reference. B. The Combined Plan and Disclosure Statement 6. On October 21, 2019, the Debtors jointly filed with the Committee the initial version of the Combined Plan and Disclosure Statement [Docket No. 932]. The Combined Plan and Disclosure Statement was subsequently amended on November 8, 2019 [Docket No. 983] and November 12, 2019 [Docket No. 993]. The last amended version of the Combined Plan and Disclosure Statement was filed on November 19, 2019 [Docket No. 1023]. 7. Following a confirmation hearing held on January 14, 2020, the Court entered an order confirming the Plan on January 15, 2020 [Docket No. 1133]. 8. Article VIII.C of the Plan provides that: Except as otherwise provided for in the Plan, as soon as reasonably practicable on or after the Effective Date, but in no event later than the Claims Objection Deadline (unless extended by an Order of the Bankruptcy Court), the Liquidating Trustee shall File Objections to Claims and serve such objections upon the holders of each of the Claims to which Objections are made. Plan, Art. VIII.C (emphasis added). 9. The Claims Objection Deadline is defined in the Plan as: the first Business Day that is three hundred sixty-five (365) days after the [Plan] Effective Date or such later date as may be approved by Order of the Bankruptcy Court upon motion of the Liquidating Trustee.

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Plan, Art. I.B.27 (emphasis added). 10. On February 3, 2020, the effective date (the “Effective Date”) of the Plan occurred. See Notice of (A) Entry of Order Confirming the Joint Combined Plan and Disclosure Statement; (B) Occurrence of the Effective Date; and (C) Certain Important Deadlines (the “Effective Date Notice”) [Docket No. 1153]. As directed by the Plan and as set forth in the Effective Date Notice, the initial Claims Objection Deadline for the Liquidating Trustee to file objections to Claims was February 2, 2021, unless extended by order of the Court. 11. On January 12, 2021, the Liquidating Trustee filed the Motion for Entry of an Order Extending the Claims Objection Deadline (the “Initial Extension Motion”) [Docket No. 1335]. On February 2, 2021, the Court entered an order granting the Initial Extension Motion and extending the Claims Objection Deadline through and including June 2, 2021 [Docket No. 1346]. C. The Claims Reconciliation Process and Progress Made to Date 12. Upon the Effective Date, all of the Debtors’ Assets were transferred to and vested in the post-confirmation Liquidating Trust, free and clear from any and all claims and liens, for the uses and purposes set forth in the Plan and for the benefit of the Liquidating Trust Beneficiaries. See Plan, Art. VII.A.4. The Liquidating Trust is overseen and administered by the Liquidating Trustee, whose powers, rights, and responsibilities include, but are not limited to “conducting an analysis of any and all Claims and Interests and prosecuting objections thereto or otherwise compromising such Claims and Interests, if necessary and appropriate[.]” See Plan, Art. VII.A.3. 13. Since the Effective Date, the Liquidating Trustee and his professionals have spent considerable time reviewing, comparing, and reconciling the alleged claims (including any supporting documentation) with the Debtors’ Schedules of Assets and Liabilities, Statements of Financial Affairs, and Books and Records to identify particular categories of claims that may be

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subject to objection. Over 1,400 proofs of claim have been filed against the Debtors’ estates.3 14. On April 29, 2020, the Liquidating Trustee filed the First Omnibus Objection to Certain Late Filed Claims (the “First Omnibus Objection”) [Docket No. 1245]. On June 29, 2020, the Court entered an order granting the First Omnibus Objection [Docket No. 1279]. 15. On July 17, 2020, the Liquidating Trustee filed the Second Omnibus Objection to Certain Employee WARN Act Claims (the “Second Omnibus Objection”) [Docket No. 1284]. On August 20, 2020, the Court entered an order granting the Second Omnibus Objection [Docket No. 1293]. 16. On November 5, 2020, the Liquidating Trustee filed the Third Omnibus Objection to Certain Auto Liability Claims (the “Third Omnibus Objection”) [Docket No. 1303]. On December 18, 2020, the Court entered an order granting the Third Omnibus Objection [Docket No. 1330]. 17. On November 20, 2020, the Liquidating Trustee filed the Fourth Omnibus Objection to Certain Claims to be Reclassified or Disallowed and Expunged (the “Fourth Omnibus Objection”) [Docket No. 1308]. On December 23, 2020, the Court entered an order granting the Fourth Omnibus Objection [Docket No. 1331]. 18. On June 1, 2021 the Liquidating Trustee filed the Fifth Omnibus Objection To Certain Unliquidated Claims To Be Disallowed And Expunged Or, In The Alternative, Estimated, Fixed And Allowed In The Amount Of Zero Dollars (the “Fifth Omnibus Objection”) [Docket No. 1539]. The Fifth Omnibus Objection is pending. 19. Also on June 1, 2021 the Liquidating Trustee filed the Sixth Omnibus Objection To 3 The proofs of claim are recorded on the official claims register in the Chapter 11 Cases, which is maintained by Donlin, Recano & Company, Inc., as authorized claims agent.

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Certain Employee Warn Act Claims (the “Sixth Omnibus Objection”) [Docket No. 1540]. The Sixth Omnibus Objection is pending. 20. Also on June 1, 2021 the Liquidating Trustee filed the Seventh Omnibus Objection To Certain Claims To Be Reduced, Or Disallowed And Expunged In Their Entirety, Based On The Debtors’ Books And Records (the “Seventh Omnibus Objection”) [Docket No. 1541]. The Seventh Omnibus Objection is pending 21. As a result of these efforts, the Liquidating Trustee has made initial distributions to holders of allowed general unsecured claims against the estates of the Consolidated NEMF Debtors and the Consolidated Eastern Debtors, resulting in holders of such allowed claims having received percentage recoveries of 9.5% and 6.23%, respectively, to date.4 22. However, given the significant number of claims, the Liquidating Trustee’s review and reconciliation of claims requires additional time to reconcile claims and potentially make further distributions on account of allowed claims. Therefore, the Liquidating Trustee respectfully submits that it is both necessary and appropriate to extend the Claims Objection Deadline. RELIEF REQUESTED 23. By this Motion and pursuant to Bankruptcy Rule 9006(b)(1), Local Rule 3007-1(c), and Articles I.B.27 and VIII.C of the Plan, the Liquidating Trustee seeks to extend the Claims Objection Deadline by 120 days, from June 2, 2021 through and including September 30, 2021,5 4 Distributions are being made on a rolling basis as the Liquidating Trustee reconciles claims and gathers the necessary documentation (such as tax documents) to make such distributions. The Liquidating Trustee commenced initial distributions to holders of allowed general unsecured claims against the estates of the Consolidated Eastern Debtors and the Consolidated NEMF Debtors in March 2020 and December 2020, respectively. These claimants were the recipients of a second round of distributions in January 2021. 5 The Liquidating Trustee reserves all rights to the extent that any claimant may seek to file a late proof of claim or amend an existing proof of claim, including, without limitation, the right to argue that the time to file or amend proofs of claim has expired (pursuant to, inter alia, Article VIII.H. of the Plan) or that the Liquidating Trustee is entitled to an extended Claims Objection Deadline as it relates to such new or amended proof of claim.

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without prejudice to his right to seek further extensions of the Claims Objection Deadline. BASIS FOR RELIEF 24. The Plan vests the right to object to claims with the Liquidating Trustee. Although the Plan set an initial deadline of February 2, 2021 by which the Liquidating Trustee must file claim objections, it expressly provides that the Claims Objection Deadline may be extended by order of the Court. See Plan, Art. VIII.C. The Plan also provides that upon a motion, the Liquidating Trustee may seek an extension of the Claims Objection Deadline Id., Art. I.B.27. 25. Section 105(a) of the Bankruptcy Code states in relevant part that a court “may issue any order, process, or judgment that is necessary or appropriate to carry out the provisions of this title.” 11 U.S.C. § 105(a). Courts are also authorized under section 105(a) to take any action or make any determination “necessary or appropriate to enforce or implement court orders or rules, or to prevent an abuse of process.” Id. 26. Additionally, Bankruptcy Rule 9006(b) provides that a court may extend unexpired time periods, by stating in relevant part that: when an act is required or allowed to be done at or within a specified period by [the Bankruptcy Rules] or by a notice given thereunder or by order of court, the court for cause shown may at any time in its discretion . . . 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. 27. Since the Effective Date, the Liquidating Trustee and his professionals have spent considerable time reviewing and reconciling all claims filed in these Chapter 11 Cases, resulting in multiple distributions to holders of legitimate, allowed claims. While the Liquidating Trustee has made substantial progress and the claims reconciliation process has proceeded apace, the Liquidating Trustee’s review and reconciliation process, involving the careful and time-consuming analysis of over 1,400 proofs of claim, remains ongoing. Absent a sufficient extension of the

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Claims Objection Deadline, the Liquidating Trustee may be unable to complete the reconciliation of claims in an orderly fashion and file objections if deemed necessary. 28. Accordingly, the Liquidating Trustee submits that a 120-day extension of the Claims Objection Deadline is in the best interests of all parties in interest and is appropriate under the circumstances. Claimants will not be prejudiced by such an extension. Rather, the requested extension will afford the Liquidating Trustee and his counsel and advisors with an opportunity to thoroughly review and reconcile the remaining unresolved claims so that legitimate creditors will receive maximized distributions. Moreover, claimants’ substantive defense(s) to any objection will not be prejudiced by extending the Claims Objection Deadline. 29. Similar relief to that requested herein has been granted by various courts within the Third Circuit, including within the District of New Jersey. See, e.g., In re Tri Harbor Holdings Corp. (f/k/a Aceto Corp.), Case No. 19-13448 (VFP) (Bankr. D.N.J. April 24, 2020) [Docket No. 1297] (order extending claims objection deadline by approximately 120 days); In re EOGH Liquidating, Inc., f/k/a East Orange General Hospital, Inc., Case No. 15-31232 (VFP) (Bankr. D.N.J. Dec. 29, 2016) [Docket No. 888] (order extending claims objection deadline by 90 days); In re QCE Finance, LLC, Case No. 14-10543 (LSS) (Bankr. D. Del. Mar. 13, 2015) [Docket No. 645] (extending claim objection deadline by 120 days); In re Savient Pharmaceuticals, Inc., Case No. 13-12680 (MFW) (Bankr. D. Del. Mar. 9, 2015) [Docket No. 852] (extending claim objection deadline by 122 days); In re EGHI Holdings, Inc., Case No. 09-12099 (MFW) (Bankr. D. Del. Mar. 3, 2015) [Docket No. 2398] (same). 30. Thus, for the reasons set forth above, the Liquidating Trustee respectfully submits that cause exists for the extension of the Claims Objection Deadline sought herein.

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WAIVER OF MEMORANDUM OF LAW 31. The Liquidating Trustee respectfully requests that the Court waive the requirement to file a separate memorandum of law pursuant to Local Rule 9013-1(a)(3) because the legal basis upon which the Liquidating Trustee relies is incorporated herein and the Motion does not raise any novel issues of law. NOTICE 32. Notice of this Motion has been given to (i) the Office of the United States Trustee for the District of New Jersey, and (ii) all parties that have requested to receive notice pursuant to Article XIV.1 of the Plan and Bankruptcy Rule 2002. In light of the nature of the relief requested herein, the Liquidating Trustee respectfully submits that no other or further notice is required. [Remainder of page intentionally left blank]

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CONCLUSION WHEREFORE, the Liquidating Trustee respectfully requests entry of the proposed order, substantially in the form submitted herewith, (i) extending the Claims Objection Deadline by 120 days, from June 2, 2021 through and including September 30, 2021, without prejudice to the Liquidating Trustee’s right to seek further extensions of the Claims Objection Deadline, and (ii) granting such other and further relief as the Court deems just and proper. Dated: June 1, 2021 Respectfully submitted, LOWENSTEIN SANDLER LLP /s/ Joseph J. DiPasquale Joseph J. DiPasquale, Esq. Michael Papandrea, Esq. John P. Schneider, Esq. One Lowenstein Drive Roseland, NJ 07068 Telephone: (973) 597-2500 Facsimile: (973) 597-2400 jdipasquale@lowenstein.com mpapandrea@lowenstein.com jschneider@lowenstein.com Counsel to the Liquidating Trustee

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