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Full title: Application for administrative expenses Filed by Creditor KONE, Inc. Objections due by 6/4/2021. (Attachments: # 1 Exhibit A (Agreement) # 2 Exhibit B (Invoice)) (Stanford, John)

Document posted on May 13, 2021 in the bankruptcy, 5 pages and 0 tables.

Bankrupt11 Summary (Automatically Generated)

NO. 20-32633-SGJ § STUDIO MOVIE GRILL HOLDINGS, § Chapter 11 ANY RESPONSE SHALL BE IN WRITING AND FILED WITH THE CLERK, 1 The Debtors in these Chapter 11 cases, along with the last four digits of each Debtor’s federal tax identification number, include: Studio Movie Grill Holdings, LLC (6546); OHAM Holdings, LLC (0966); 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 XLIV, LLC (8783); 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 XXI, LLC (1508); Movie Grill Concepts XXII, LLC (6748); Movie Grill Concepts XXIV, LLC (5114); 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 XXXVII, LLC (6401); Movie Grill Concepts XXXVIII, LLC (9657); Movie Grill Concepts XXIII, LLC (7893); Studio Club, LLC (3023);Studio Club 4, 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 ManagementG.C. JERNIGAN, U.S. BANKRUPTCY JUDGE: KONE, Inc. (“KONE”), by and through its undersigned counsel, submits this application pursuant to 11 U.S.C. § 503(b)(1)(A) for the allowance and payment of an administrative expense claim in respect to elevator repair coverage and services provided by KONE to Debtor during the pendency of the

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Document Contents

John Paul Stanford QUILLING, SELANDER, LOWNDS, WINSLETT & MOSER P.C. 2001 Bryan Street, Suite 1800 Dallas, Texas 75201 (214)-871-2100 (Telephone) ATTORNEYS FOR KONE, INC. IN THE UNITED STATES BANKRUPTCY COURT FOR THE NORTHERN DISTRICT OF TEXAS DALLAS DIVISION IN RE: § CASE NO. 20-32633-SGJ § STUDIO MOVIE GRILL HOLDINGS, § Chapter 11 LLC, et al.1, § § Jointly Administered DEBTORS. § APPLICATION OF KONE, INC. FOR THE ALLOWANCE AND PAYMENT OF AN ADMINISTRATIVE EXPENSE NO HEARING WILL BE CONDUCTED HEREON UNLESS A WRITTEN RESPONSE IS FILED WITH THE CLERK OF THE UNITED STATES BANKRUPTCY COURT AT 1100 COMMERCE STREET, RM. 1254, DALLAS, TX 75242 BEFORE CLOSE OF BUSINESS ON JUNE 4, 2021, WHICH IS AT LEAST 21 DAYS FROM THE DATE OF SERVICE HEREOF. ANY RESPONSE SHALL BE IN WRITING AND FILED WITH THE CLERK, 1 The Debtors in these Chapter 11 cases, along with the last four digits of each Debtor’s federal tax identification number, include: Studio Movie Grill Holdings, LLC (6546); OHAM Holdings, LLC (0966); 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 XLIV, LLC (8783); 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 XXI, LLC (1508); Movie Grill Concepts XXII, LLC (6748); Movie Grill Concepts XXIV, LLC (5114); 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 XXXVII, LLC (6401); Movie Grill Concepts XXXVIII, LLC (9657); Movie Grill Concepts XXIII, LLC (7893); Studio Club, LLC (3023); Studio Club 4, 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).

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AND A COPY SHALL BE SERVED UPON COUNSEL FOR THE MOVING PARTY PRIOR TO THE DATE AND TIME SET FORTH HEREIN. IF A RESPONSE IS FILED, A HEARING MAY BE HELD WITH NOTICE ONLY TO THE OBJECTING PARTY. IF NO HEARING ON SUCH NOTICE OR MOTION IS TIMELY REQUESTED, THE RELIEF REQUESTED SHALL BE DEEMED TO BE UNOPPOSED, AND THE COURT MAY ENTER AN ORDER GRANTING THE RELIEF SOUGHT OR THE NOTICED ACTION MAY BE TAKEN. TO THE HONORABLE STACEY G.C. JERNIGAN, U.S. BANKRUPTCY JUDGE: KONE, Inc. (“KONE”), by and through its undersigned counsel, submits this application pursuant to 11 U.S.C. § 503(b)(1)(A) for the allowance and payment of an administrative expense claim in respect to elevator repair coverage and services provided by KONE to Debtor during the pendency of the case. Jurisdiction and Venue 1. This Court has jurisdiction to consider this Application pursuant to 11 U.S.C. § 1334. This Application is a core proceeding pursuant to 28 U.S.C. §§ 157(b)(2)(A) and (B). 2. Venue is proper in this Court pursuant to 28 U.S.C. §§ 1408 and 1409. Background 3. KONE is a global supplier of elevator installation, maintenance and repair services. Debtor operates or operated numerous theater locations throughout the country. 4. On or about October 22, 2014 KONE and Debtor entered into a KONE CARE Plus Agreement for Vertical Transportation (“Agreement”) under which KONE offered elevator and escalator maintenance and services to Debtor at Debtor’s Tampa Bay location. The Agreement had an initial five-year term but automatically renewed for five-year increments unless cancelled by a party in accordance with the Agreement’s terms. A copy of the Agreement is attached hereto as Exhibit A.

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5. Under the Agreement, Debtor is obligated to pay KONE annually for services provided. 6. KONE fully performed under the Agreement. 7. On October 1, 2020, KONE issued an invoice to Debtor in the amount of $15,621.60 for service for the annual maintenance period of October 1, 2020-September 30, 2021. The invoice has not been paid. A copy of the invoice is attached hereto as Exhibit B. 8. Debtor filed this case under Chapter 11 of the Bankruptcy Code on October 23, 2020. Debtor’s reorganization plan was confirmed on March 31, 2021 and became effective on April 15, 2021. (See Docket No. 917.) This application, and the claim hereunder, were not subject to the previous Interim Administrative Claims Bar Date because KONE seeks less than $25,000 in the aggregate for its administrative claim. (See Docket No. 532 at 2, ¶ 3.) 9. KONE provided value to the estate, which Debtor accepted, by providing maintenance and repair coverage during the pendency of the case. The value of these services is $7,447.01. This amount was calculated by prorating the annual contract amount ($15,621.60) over the 174 days between the date of filing and the effective date of the reorganization plan. KONE is Entitled to An Allowed Administrative Expense Claim 10. Under 11 U.S.C. § 503(B)(9), a creditor is entitled to an administrative expense claim incurred for “the actual, necessary costs and expenses of preserving the estate.” 11. As a theater open to the public, safe and functioning elevator and escalator equipment is essential to Debtor’s operations. KONE therefore conferred a benefit upon Debtor’s estate through the Agreement by providing maintenance and repair coverage that Debtor requested and accepted. 12. The value of the unpaid services is $7,447.01.

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WHEREFORE, KONE respectfully requests that the Court enter an order: (i) allowing and authorizing the payment of the administrative expense claim for coverage and services provided under the Agreement; and (ii) granting such other relief as may be just and proper. Respectfully Submitted, QUILLING, SELANDER, LOWNDS, WINSLETT & MOSER P.C. 2001 Bryan Street, Suite 1800 Dallas, Texas 75201 (214) 871-2100 (Telephone) (214) 871-2111 (Facsimile) By: /s/ John Paul Stanford John Paul Stanford jstanford@qslwm.com Texas Bar No. 19037350 ATTORNEYS FOR KONE, INC. CERTIFICATE OF SERVICE I hereby certify that on May 14, 2021, a true and correct copy of the foregoing was served, upon filing, via the Court’s CM/ECF system upon those parties requesting electronic notification in this case, as well as U.S. Mail and email on the following parties: Meredyth Kippes Matthew David Struble meredyth.a.kippes@usdoj.gov mstruble@velaw.com Lisa L. Lambert Matthew J. Pyeatt lisa.l.lambert@usdoj.gov mpyeatt@velaw.com Office of the United States Trustee Vinson & Elkins, L.L.P. 1100 Commerce Street, Room 976 2001 Ross Avenue, Suite 3100 Dallas, Texas 75242 Dallas, Texas 75201 Counsel for the United States Trustee Counsel for Goldman Sachs Specialty Lending, L.P.

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Robert Joel Feinstein Ryan E. Manns rfeinstein@pszjlaw.com ryan.manns@nortonrosefulbright.com Steven William Golden Norton Rose Fulbright US LLP sgolden@pszjlaw.com 2200 Ross Avenue, Suite 3600 Cia H. Mackle Dallas, Texas 75201 cmackle@pszjlaw.com Counsel for the Official Committee Jeffrey Nathan Pomerantz of Unsecured Creditors jpomerantz@pszjlaw.com Hayley R .Winograd Frank J. Wright hwinograd@pszjlaw.com frank@fjwright.law Pachulski Stang Ziehl & Jones LLP Jeffery M. Veteto 780 Third Avenue, 34th Floor jeff@fjwright.law New York, New York 10017-2024 Jay A. Ferguson jay@fjwright.law Counsel for the Official Committee Law Offices of Frank J. Wright, LLC of Unsecured Creditors 2323 Ross Avenue, Suite 730 Dallas, Texas 75201 Counsel for Debtors and Debtors-in- Possession By: /s/ John Paul Stanford John Paul Stanford

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