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Full title: Stipulation to withdraw requests as to contempt and sanctions under the emergency motion solely as to Lockard Midland Square, LLC, Midland Tower Properties, LLC, and Lockard Development, Inc. (RE: related document(s)997 Motion to enforce filed by Debtor Studio Movie Grill Holdings, LLC). Entered on 8/23/2021 (Rielly, Bill)

Document posted on Aug 22, 2021 in the bankruptcy, 5 pages and 0 tables.

Bankrupt11 Summary (Automatically Generated)

The Reorganized Debtors in these Chapter 11 cases, along with the last four digits of each Reorganized Debtor’s federal tax identification number, include: Studio Movie Grill Holdings, LLC (6546); Movie Grill Concepts Trademark Holdings, LLC (3096); Movie Grill Concepts I, Ltd. (6645); Movie Grill Concepts III, Ltd. (2793); Movie Grill Concepts IV, Ltd. (1454); Movie Grill Concepts IX, LLC (3736); Movie Grill Concepts VI, Ltd. (6895); Movie Grill Concepts VII, LLC (2291); Movie Grill Concepts X, LLC (6906); Movie Grill Concepts XI, LLC (2837); Movie Grill Concepts XII, LLC (6040); Movie Grill Concepts XIII, LLC (5299); Movie Grill Concepts XIV, LLC (4709); Movie Grill Concepts XIX, LLC (9646); Movie Grill Concepts XL, LLC (4454); Movie Grill Concepts XLI, LLC (4624); Movie Grill Concepts XLII, LLC (2309); Movie Grill Concepts XLIII, LLC (9721); Movie Grill Concepts XLV, LLC (2570); Movie Grill Concepts XV, LLC (4939); Movie Grill Concepts XVI, LLC (1033); Movie Grill Concepts XVII, LLC (1733); Movie Grill Concepts XVIII, LLC (8322); Movie Grill Concepts XX, LLC (7300); Movie Grill Concepts XXII, LLC (6748); Movie Grill Concepts XXIX, LLC (5857); Movie Grill Concepts XXV, LLC (4985); Movie Grill Concepts XXVI, LLC (5233); Movie Grill Concepts XXVII, LLC (4427); Movie Grill Concepts XXVIII, LLC (1554); Movie Grill Concepts XXX, LLC (1431); Movie Grill Concepts XXXI, LLC (3223); Movie Grill Concepts XXXII, LLC (0196); Movie Grill Concepts XXXIII, LLC (1505); Movie Grill Concepts XXXIV, LLC (9770); Movie Grill Concepts XXXIX, LLC (3605); Movie Grill Concepts XXXV, LLC (0571); Movie Grill Concepts XXXVI, LLC (6927); Movie Grill Concepts XXXVIII, LLC (9657); Movie Grill Concepts XXIII, LLC (7893); Studio Club, LLC (3023); Studio Club IV, LLC (9440); Movie Grill Concepts XI, LLC (2837); Movie Grill Concepts XLI, LLC (4624); Movie Grill Concepts XLVI, LLC (2344); Movie Grill Concepts XLVII, LLC (5866); Movie Grill Concepts XLVIII, LLC (8601); Movie Grill Concepts XLIX, LLC (0537); Movie Grill Concepts L, LLC (5940); Movie Grill Concepts LI, LLC (7754); Movie Grill Concepts LII, LLC (8624); Movie Grill Concepts LIII, LLC (3066); Movie Grill Concepts LIV, LLC (2018); Movie Grill Concepts LV, LLC (4699); Movie Grill Partners 3, LLC (4200); Movie Grill Partners 4, LLC (1363); Movie Grill Partners 6, LLC (3334); and MGC Management(ii) finding that First Horizon Bank, as successor by merger to Iberiabank (“Iberia”)and the Landlord violated the Plan, the Plan Injunction, the Plan Discharge, and the Confirmation Order; (iii) requiring Iberia and the Landlord to show cause why they should not be held in contempt of Court for violating the Plan, the Plan Injunction, the Plan Discharge, and the Confirmation Order; (iv) requiring Iberia to immediately (a) dismiss the State Court Proceeding with prejudice and/or (b) cease and desist further prosecution of the State Court Proceeding, and requiring the Landlord to grant MGC XXXII immediate access to the Prosperity Loc

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Document Contents

The following constitutes the ruling of the court and has the force and effect therein described. igned August 23, 2021 _____________________________________________________________________IN THE UNITED STATES BANKRUPTCY COURT FOR THE NORTHERN DISTRICT OF TEXAS DALLAS DIVISION § In re: § Chapter 11 § STUDIO MOVIE GRILL § Case No. 20-32633-SGJ HOLDINGS, LLC, et al., § § (Jointly Administered) Debtors.1 § 1 The Reorganized Debtors in these Chapter 11 cases, along with the last four digits of each Reorganized Debtor’s federal tax identification number, include: Studio Movie Grill Holdings, LLC (6546); Movie Grill Concepts Trademark Holdings, LLC (3096); Movie Grill Concepts I, Ltd. (6645); Movie Grill Concepts III, Ltd. (2793); Movie Grill Concepts IV, Ltd. (1454); Movie Grill Concepts IX, LLC (3736); Movie Grill Concepts VI, Ltd. (6895); Movie Grill Concepts VII, LLC (2291); Movie Grill Concepts X, LLC (6906); Movie Grill Concepts XI, LLC (2837); Movie Grill Concepts XII, LLC (6040); Movie Grill Concepts XIII, LLC (5299); Movie Grill Concepts XIV, LLC (4709); Movie Grill Concepts XIX, LLC (9646); Movie Grill Concepts XL, LLC (4454); Movie Grill Concepts XLI, LLC (4624); Movie Grill Concepts XLII, LLC (2309); Movie Grill Concepts XLIII, LLC (9721); Movie Grill Concepts XLV, LLC (2570); Movie Grill Concepts XV, LLC (4939); Movie Grill Concepts XVI, LLC (1033); Movie Grill Concepts XVII, LLC (1733); Movie Grill Concepts XVIII, LLC (8322); Movie Grill Concepts XX, LLC (7300); Movie Grill Concepts XXII, LLC (6748); Movie Grill Concepts XXIX, LLC (5857); Movie Grill Concepts XXV, LLC (4985); Movie Grill Concepts XXVI, LLC (5233); Movie Grill Concepts XXVII, LLC (4427); Movie Grill Concepts XXVIII, LLC (1554); Movie Grill Concepts XXX, LLC (1431); Movie Grill Concepts XXXI, LLC (3223); Movie Grill Concepts XXXII, LLC (0196); Movie Grill Concepts XXXIII, LLC (1505); Movie Grill Concepts XXXIV, LLC (9770); Movie Grill Concepts XXXIX, LLC (3605); Movie Grill Concepts XXXV, LLC (0571); Movie Grill Concepts XXXVI, LLC (6927); Movie Grill Concepts XXXVIII, LLC (9657); Movie Grill Concepts XXIII, LLC (7893); Studio Club, LLC (3023); Studio Club IV, LLC (9440); Movie Grill Concepts XI, LLC (2837); Movie Grill Concepts XLI, LLC (4624); Movie Grill Concepts XLVI, LLC (2344); Movie Grill Concepts XLVII, LLC (5866); Movie Grill Concepts XLVIII, LLC (8601); Movie Grill Concepts XLIX, LLC (0537); Movie Grill Concepts L, LLC (5940); Movie Grill Concepts LI, LLC (7754); Movie Grill Concepts LII, LLC (8624); Movie Grill Concepts LIII, LLC (3066); Movie Grill Concepts LIV, LLC (2018); Movie Grill Concepts LV, LLC (4699); Movie Grill Partners 3, LLC (4200); Movie Grill Partners 4, LLC (1363); Movie Grill Partners 6, LLC (3334); and MGC Management I, LLC (3224) (collectively, the “Reorganized Debtors,” and prior to the occurrence of the Effective Date (as defined below), the “Debtors”)).

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STIPULATION TO WITHDRAW REQUESTS AS TO CONTEMPT AND SANCTIONS UNDER THE EMERGENCY MOTION SOLELY AS TO LOCKARD MIDLAND SQUARE, LLC, MIDLAND TOWER PROPERTIES, LLC, AND LOCKARD DEVELOPMENT, INC. (Related to Dkt. No. 997) Reorganized Debtor Movie Grill Concepts XXXII, LLC (“MGC XXXII”) and Lockard Midland Square, LLC, Midland Tower Properties, LLC, and Lockard Development, Inc. (collectively, the “Landlord”) hereby stipulate and agree as follows: WHEREAS, on August 13, 2021, MGC XXXII filed its Emergency Motion (I) To Enforce Plan and Confirmation Order and (II) For an Order (A) To Show Cause Why First Horizon Bank, as Successor by Merger to Iberiabank, Lockard Midland Square, LLC, Midland Tower Properties, LLC, and Lockard Development, Inc. Should Not be Held in Contempt of Court and (B) Granting an Award of Sanctions (Docket No. 997), seeking entry of an order (i) enforcing the Plan2, the Plan Injunction, the Plan Discharge, and the Confirmation Order (each as defined below); (ii) finding that First Horizon Bank, as successor by merger to Iberiabank (“Iberia”)and the Landlord violated the Plan, the Plan Injunction, the Plan Discharge, and the Confirmation Order; (iii) requiring Iberia and the Landlord to show cause why they should not be held in contempt of Court for violating the Plan, the Plan Injunction, the Plan Discharge, and the Confirmation Order; (iv) requiring Iberia to immediately (a) dismiss the State Court Proceeding with prejudice and/or (b) cease and desist further prosecution of the State Court Proceeding, and requiring the Landlord to grant MGC XXXII immediate access to the Prosperity Location to enable them to retrieve Personal Property; and (v) finding Iberia and the Landlord in civil contempt and requiring them to pay sanctions, including but not limited to all present and future damages, costs, and attorneys’ fees incurred in prosecuting and defending all matters in connection herewith and other damages as set forth in the 2 Capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Emergency Motion.

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Emergency Motion, as amended on August 18, 2021, when MGC XXXII filed the amended Emergency Motion (Docket No. 1003) (collectively, the “Emergency Motion”). WHEREAS, as a result of deliberations and cooperative efforts to resolve the Emergency Motion with respect to the Landlord, MGC XXXII and the Landlord have agreed to stipulate to the matters as set forth herein. NOW, THEREFORE, THE LANDLORD REPRESENTS AND MGC XXXII ACKNOWLEDGES THAT: 1. The Landlord never intentionally, directly or indirectly, acted, or approved of actions, to: (i) deny MGC XXXII access to the Prosperity Location for the purpose of MGC XXXII recovering the Personal Property; (ii) prohibit MGC XXXII from entry into the Prosperity Location for the purpose of MGC XXXII recovering the Personal Property; or (iii) otherwise directly impair MGC XXXII’s efforts to retrieve its personal property, including, without limitation, the recliners, as well as any removable kitchen equipment which can be removed, and other Personal Property (collectively, the “Property”) from the Prosperity Location; 2. The Landlord is neither a plaintiff nor a party to, and did not approve of or direct the filing of, the Verified Complaint filed by Iberia in North Carolina state court (the “State Court Proceeding”); 3. On April 13, 2021, the Landlord informed an officer of MGC XXXII that that future communications about the Prosperity Location should be directed to Mark Reiber at Iberia, and on the same day, Landlord’s attorney informed the attorneys for MGC XXXII’s Leasehold Mortgagee to direct future communications about the Prosperity Location to the attorney for Iberia; 4. The Landlord has not participated in any capacity in the State Court Proceeding to date, the Landlord has not sought to enjoin MGC XXXII from gaining entry to the Prosperity Location, and the Landlord will not participate in the State Court Proceeding in the future; and 5. The Landlord does not object to MGC XXXII being granted immediate access to the Prosperity Location to retrieve any and all Property, and Landlord agrees that it shall not (a) file or support any objection to MGC XXXII being granted access to the Prosperity Location to retrieve any and all Property, (b) deny MGC XXXII access to the Prosperity Location to retrieve any and all of the Property unless compelled by court order to do so, or (c) commit any act or take any action to assert any claim to or interest

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in any and all of the Property, provided however, MGC XXXII acknowledges that the Landlord has no control over the actions of Iberia to enforce asserted liens, if any, on any of the Property. BASED UPON THE FOREGOING REPRESENTATIONS AND AGREEMENTS, LANDLORD AND MGC XXXII STIPULATE AS FOLLOWS: a. MGC XXXII hereby withdraws its requests as to contempt and sanctions under the Emergency Motion only with respect to the Landlord, and without prejudice to seek such or other relief in the future based upon the discovery of additional or subsequent facts and any and all other relief requested as to any and all parties subject of the Emergency Motion and Landlord reserves all defenses related to any such assertions MGC XXXII may assert in the future; b. MGC XXXII and Landlord agree that the Emergency Motion are fully and finally resolved as between MGC XXXII and the Landlord to the extent set forth herein; c. MGC XXXII reserves all of its rights to proceed with the Emergency Motion and the requests thereunder, except as to the Landlord as provided herein, including the right to pursue recovery of the Property; and d. Except as provided herein as to the Emergency Motion, Goldman Sachs Special Lending Group, L.P., as administrative and collateral agent under the Debtors’ prepetition credit facility, as administrative agent under the Debtors’ postpetition debtor-in-possession financing credit facility, and as administrative agent under the Reorganized Debtors’ exit financing credit facility (collectively, in such capacities, in each of the aforesaid credit facilities, the “Agent”, and on behalf of the lenders, including itself, in each of the aforesaid credit facilities (collectively, the “Lenders”) expressly reserves any and all rights and remedies of the Agent and the Lenders for all purposes including, without limitation, those in connection with or related to any and all matters raised in the Emergency Motion against Iberia and any hearing(s) to consider the same, as well as the Agent’s claims, liens and security interests in its collateral, including, without limitation, the Property, and any other legal or equitable rights and remedies in accordance with the Agent’s credit facilities, loan and security documents, Orders of this Court, and applicable law. IT IS FURTHER STIPULATED AND AGREED that a copy of the signatures on this stipulation may be treated as originals for all purposes. ### End of Stipulation ###

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STIPULATED AND AGREED: /s/ Jeffery M. Veteto Frank J. Wright Texas Bar No. 22028800 Jeffery M. Veteto Texas Bar No. 24098548 LAW OFFICES OF FRANK J. WRIGHT, PLLC 2323 Ross Avenue, Suite 730 Dallas, Texas 75201 Telephone: (214) 935-9100 COUNSEL TO MOVIE GRILL CONCEPTS XXXII, LLC /s/ Deborah L. Fletcher Deborah L. Fletcher, Partner Pro Hac Vice Admission FisherBroyles, LLP 338 Sharon Amity Road, #518 Charlotte, NC 28211 Direct: 704.442.7263 Email: deborah.fletcher@fisherbroyles.com Lisa A. Powell, Partner Texas Bar No. 16204215 FisherBroyles, LLP 2925 Richmond Ave., Suite 1200 Houston, TX 77098 Direct: 713.955.3302 Mobile: 832.573.1583 Email: lisa.powell@fisherbroyles.com COUNSEL FOR LOCKARD DEVELOPMENT, INC., MIDLAND SQUARE, L.L.C. AND MIDLAND TOWER PROPERTIES, L.L.C.

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