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Full title: Objection to (related document(s): 771 Notice (generic) filed by Debtor Studio Movie Grill Holdings, LLC) filed by Creditor Regency Enterprises, Inc. d/b/a Regency Lighting. (Hayward, Melissa)

Document posted on Mar 14, 2021 in the bankruptcy, 5 pages and 0 tables.

Bankrupt11 Summary (Automatically Generated)

PROPERTY RELATED TO THE CHISHOLM TRAIL RANCH LOCATION TO THE HONORABLE COURT, THE DEBTORS AND ALL PARTIES IN INTEREST: Regency Enterprises, Inc., doing business as Regency Lighting (“Regency Lighting”), files this objection (the “Objection”) to the Notice of Intent to Sell Certain Personal Property Related to the Chisholm Trail Ranch Location, filed March 12, 2021Because Regency Lighting’s investigation is continuing and it does not know which of the Debtors received the benefit of its goods, Regency Lighting filed identical proofs of claim, each in the amount of $202,296.74, in each of the Debtors’ cases (jointly and severally, the “Regency Claim”).Neither the purchase order nor the invoices annexed to the Regency Claim indicate which of the Debtors actually received the goods provided by Regency Lighting (the purchase order and invoices use the name, “Studio Movie Grill,” which is not the name of any of the Debtors).Nor does the Motion provide Regency Lighting with any opportunity to credit bid its secured claim in accordance with 11 U.S.C. § 363(k).WHEREFORE, for the foregoing reasons, the Motion should be denied and Regency Lighting should be granted such other and further relief as is consistent with law and equity as this Court decides.

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Melissa S. Hayward Texas Bar No. 24044908 MHayward@HaywardFirm.com HAYWARD PLLC 10501 North Central Expy., Suite 106 Dallas, Texas 75231 (972) 755-7100 (telephone/facsimile) Jerrold L. Bregman Colorado Bar No. No. 54531 (Pro hac vice application granted) jbregman@bg.law BRUTZKUS GUBNER 5445 DTC Parkway, Suite 800 Denver, CO 80111 (303) 835-1299 (tel.) (818) 827-9405 (facsimile) ATTORNEYS FOR REGENCY LIGHTING IN THE UNITED STATES BANKRUPTCY COURT NORTHERN DISTRICT OF TEXAS DALLAS DIVISION IN RE: § CASE NO. 20-32633-SGJ-11 § STUDIO MOVIE GRILL HOLDINGS, § Chapter 11 LLC, et al.,1 § § Jointly Administered DEBTORS. § § Hearing: Via WebEx § Date: TO BE DETERMINED § Place: 1100 Commerce Street, Room 1254 § Dallas, Texas REGENCY LIGHTING’S OBJECTION TO SALE OF CERTAIN PERSONAL PROPERTY RELATED TO THE CHISHOLM TRAIL RANCH LOCATION TO THE HONORABLE COURT, THE DEBTORS AND ALL PARTIES IN INTEREST: Regency Enterprises, Inc., doing business as Regency Lighting (“Regency Lighting”), files this objection (the “Objection”) to the Notice of Intent to Sell Certain Personal Property Related to the Chisholm Trail Ranch Location, filed March 12, 2021 [ECF No. 771] (the “Motion”). 1 The debtors in these chapter 11 cases (collectively, the “Debtors”) are each identified in the Plan (as defined below).

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In support of the Objection, Regency Lighting represents and alleges as follows: I. REGENCY LIGHTING’S CLAIM IS ACKNOWLEDGED, TIMELY FILED, AND NO OBJECTION HAS BEEN FILED THERETO Regency Lighting holds a secured claim in the amount of $202,296.74 pursuant to both V.T.C.A. Property Code Section 53.001 et seq. and Section 37 of Article 16 of the Texas Constitution, and the lien securing such claim is a “Prior Permitted Lien,” as confirmed in that certain Final Order (I) Authorizing Debtors to (A) Use Cash Collateral on a Limited Basis and (B) Obtain Postpetition Financing, on a Secured, Superpriority Basis, (II) Granting Adequate Protection, and (III) Granting Related Relief, entered December 1, 2020 [ECF No. 280] (see ¶ 50 (acknowledging Regency Lighting’s claim)). Reference is made to Regency Lighting’s Limited Objection and Reservation of Rights of Mechanics Lien Holder as Senior Secured Creditor, filed in the Debtors’ cases on November 13, 2020 [ECF No. 160] (the “Regency Secured Claim Reservation”). The Regency Secured Claim Reservation, which is incorporated hereby by this reference as though set forth in full, sets forth and describes certain facts and documentation in support of Regency Lighting’s claim. Because Regency Lighting’s investigation is continuing and it does not know which of the Debtors received the benefit of its goods, Regency Lighting filed identical proofs of claim, each in the amount of $202,296.74, in each of the Debtors’ cases (jointly and severally, the “Regency Claim”). Neither the purchase order nor the invoices annexed to the Regency Claim indicate which of the Debtors actually received the goods provided by Regency Lighting (the purchase order and invoices use the name, “Studio Movie Grill,” which is not the name of any of the Debtors). Each of the electronically filed claims included a legend stating the “same claim [is]asserted against each of the Debtors; investigation continuing; entitlement to only one payment.” As stated therein, the Regency Claim “applies equally to each of the [] [D]ebtors … who received any benefit from the goods giving rise to the foregoing Claim ….”

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As of the date hereof, no objection to the Regency Claim has been filed by any of the Debtors or any other parties in interest. Accordingly, the Regency Claim is “deemed allowed” as a senior secured claim in accordance with the Regency Claim pursuant to 11 U.S.C. § 502(a). II. OBJECTION The Motion does not indicate whether any of the property that constitutes Regency Lighting’s collateral that secures the Regency Claim (the “Regency Collateral”) is to be included within the assets that are the subject of the Motion. Accordingly, this Objection assumes that the Motion pertains to the Regency Collateral. If and only if the Motion does not pertain to the Regency Collateral, then this Objection shall be deemed withdrawn for all purposes. This Objection is timely in accordance with Section 7 of the Third Order (A) Partially Granting Debtors’ Second Motion for Order Under Section 365 and 554 of the Bankruptcy Code (I) Authorizing the Debtors to Reject Certain Unexpired Commercial Real Property Leases; and (II) Granting Related Relief [ECF No. 537] which, among other things, prohibits the Debtors from consummating a sale after providing notice thereof, absent further order of the Court, where, as here, an objection to the proposed sale is filed within ten (10) days of service of the notice of such sale. Here, the Motion, which constitutes the notice within the meaning of such order, was filed on March 12, 2021, and this Objection is being filed and served within ten (10) days thereafter. The Motion does not indicate any means by which the Debtors purported to determine the value of the assets that are the subject of the Motion. The Motion has provided no authority or other basis, whether under 11 U.S.C. § 363 or in law or in equity, to sell any of the Regency Collateral “free and clear” of Regency Lighting’s security interest therein. Nor does the Motion provide Regency Lighting with any opportunity to credit bid its secured claim in accordance with 11 U.S.C. § 363(k). There is no “cause” (within the meaning of such section) to deny Regency Lighting the opportunity to credit bid.

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Nor does the Motion provide that the Regency Collateral shall continue to secure the Regency Claim after the closing of the proposed sale. Nor does the Motion provide that the lien securing the Regency Claim in the Regency Collateral shall attach to the proceeds of the proposed sale after the closing of the proposed sale. Regency objects and does not consent to any sale of the Regency Collateral. WHEREFORE, for the foregoing reasons, the Motion should be denied and Regency Lighting should be granted such other and further relief as is consistent with law and equity as this Court decides. DATED: March 15, 2021 Respectfully submitted, /s/ Melissa S. Hayward Melissa S. Hayward Texas Bar No. 24044908 MHayward@HaywardFirm.com HAYWARD PLLC 10501 North Central Expy., Suite 106 Dallas, Texas 75231 (972) 755-7100 (telephone/facsimile) Jerrold L. Bregman Colorado Bar No. 54531 (Pro hac vice application granted) jbregman@bg.law BRUTZKUS GUBNER 5445 DTC Parkway, Suite 800 Denver, CO 80111 (303) 835-1299 (tel.) (818) 827-9405 (facsimile) COUNSEL FOR REGENCY LIGHTING

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CERTIFICATE OF SERVICE I hereby certify that on March 15, 2021, a true and correct copy of the foregoing document was served electronically by the Clerk of Court upon the Debtor’s counsel and all parties requesting electronic service in the above-captioned case. /s/ Melissa S. Hayward Melissa S. Hayward