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Full title: Stipulation as to Extension of Deadlines and to Object to the Lockard Application for Administrative Expense Claim (RE: related document(s)552 Order on motion to assume/reject, 684 Application for administrative expenses filed by Creditor Lockard Development, Inc., 849 Order (generic)). Entered on 6/8/2021 (Tello, Chris)

Document posted on Jun 7, 2021 in the bankruptcy, 5 pages and 0 tables.

Bankrupt11 Summary (Automatically Generated)

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) (“SMG Holdings”); 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 ManagementHoldings, LLC and its debtor affiliates, as debtors and debtors in possession in the above-captioned chapter 11 cases, and reorganized debtors, as applicable (collectively, the “Debtors” or the “SMG”), specifically Movie Grill Concepts XXXII, LLC (“MGCXXXII”), and Lockard Development, Inc., Midland Square, L.L.C. and Midland Tower Properties, L.L.C. (collectively, “Lockard”) hereby stipulate and agree as follows: 552] (the “Rejection Order

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The following constitutes the ruling of the court and has the force and effect therein described. igned June 7, 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 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) (“SMG Holdings”); 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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THIRD STIPULATION AS TO EXTENSION OF DEADLINES AND TO OBJECT TO THE LOCKARD APPLICATION FOR ADMINISTRATIVE EXPENSE CLAIM [Related to Docket Numbers 552, 684, 849, and 932] Studio Movie Grill Holdings, LLC and its debtor affiliates, as debtors and debtors in possession in the above-captioned chapter 11 cases, and reorganized debtors, as applicable (collectively, the “Debtors” or the “SMG”), specifically Movie Grill Concepts XXXII, LLC (“MGCXXXII”), and Lockard Development, Inc., Midland Square, L.L.C. and Midland Tower Properties, L.L.C. (collectively, “Lockard”) hereby stipulate and agree as follows: WHEREAS, on January 27, 2021, the Court entered the Second 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 Effective As Of October 23, 2020; And (II) Granting Related Relief; And (B) Continuing The Hearing As To Certain Remaining Unexpired Commercial Real Property Leases [Docket No. 552] (the “Rejection Order”); WHEREAS, by the Rejection Order, the Debtors rejected a non-residential lease of real property between MGC XXXII and Lockard concerning a certain premises known as Prosperity Market in Charlotte, North Carolina (the “Prosperity Lease”) pursuant to section 365 of the Bankruptcy Code; WHEREAS, paragraph 4 of Exhibit A to the Rejection Order (Abandonment Procedures for Rejected Leases) states: “No personal property shall be deemed abandoned at the Prosperity Lease location until February 16, 2021, subject to further extension. Debtors shall pay the landlord on the Prosperity Lease $10,000 for such extension on abandonment in lieu of any administrative expense claim by the landlord under the Prosperity Lease”; WHEREAS, Debtors and Lockard subsequently extended the date set forth in paragraph 4 to Exhibit A of the Rejection Order pursuant to the Stipulation as to Extension of Deadlines on

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(I) Abandonment of Personal Property and (II) To Object to the Lockard Application for Administrative Expense Claim [Docket No. 849] (the “First Stipulation”); WHERAS, on February 26, 2021, Lockard filed its Application of Lockard Development, Inc., Midland Square, L.L.C. and Midland Tower Properties, L.L.C. for Allowance and Payment of Administrative Expense Claim [Docket No. 684] (the “Application”) seeking an administrative expense claim in the amount of $48,000 for the storage of the Debtors’ personal property at the premises of the Prosperity Lease; WHEREAS, the objection deadline to the Application was March 23, 2021 (the “Objection Deadline”); WHEREAS, the Objection Deadline was extended to April 30, 2021 pursuant to the First Stipulation; WHEREAS, Debtors and Lockard subsequently further extended the date set forth in paragraph 4 to Exhibit A of the Rejection Order and the Objection Deadline pursuant to the Stipulation as to Extension of Deadlines on Abandonment of Personal Property and To Object to the Lockard Application for Administrative Expense Claim [Docket No. 932] (the “Second Stipulation”); WHEREAS, pursuant to the Second Stipulation, the date set forth in paragraph 4 to Exhibit A of the Rejection Order was extended to and including May 31, 2021 and the Objection Deadline was extended to May 31, 2021; WHEREAS, the Debtors remain in negotiations related to a new lease for the premises previously subject to the Prosperity Lease and the personal property, which if successful, could resolve the Application; NOW, THEREFORE, THE DEBTORS AND LOCKARD STIPULATE AND AGREE THAT:

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1. The date set forth in paragraph 4 to Exhibit “A” of the Rejection Order is hereby further extended to and including June 30, 2021. As consideration for such extension, the Debtors shall pay to Lockard an additional $10,000.00 in lieu of any administrative expense claim that could be asserted by it for storage of the personal property located at the Prosperity Lease location or otherwise for the period beginning on the date of the last extension through and including June 30, 2021. In the event the Debtors or an affiliate thereof enter into a new lease for the premises previously subject to the Prosperity Lease by June 30, 2021, Lockard agrees to waive any administrative expense claim that could be asserted by it for storage of the personal property located at the Prosperity Lease location or otherwise for the period beginning on the date of the last extension through and including June 30, 2021. Debtor’s consideration stated herein shall not be due and payable until July 1, 2021. 2. The Objection Deadline is hereby extended to and including June 30, 2021. 3. An objection to the Application filed by the Debtors shall be deemed timely filed and served provided that such objection is filed and served by no later than June 30, 2021. 4. The automatic stay of section 362 of the Bankruptcy Code does not apply and is modified as to the Debtors’ or Lockard’s (or its assignees or successors) rights to terminate the Prosperity Lease, and neither the injunction set forth in Article VIII.H of the Fourth Amended Joint Plan of Reorganization for Studio Movie Grill Holdings, LLC and Jointly Administered Debtors [Docket No. 869] nor any provision of the Findings of Fact, Conclusions of Law, and Order Confirming the Debtors’ Fourth Amended Joint Chapter 11 Plan of Reorganization [Docket No. 875] shall prohibit the Debtors or Lockard (or its assignees or successors) from terminating the Prosperity Lease; 5. Debtors and Lockard expressly reserve all other rights with respect to the Application and the Rejection Order except as otherwise expressly stated in this Stipulation. 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 ORDER ###

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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 Jay A. Ferguson Texas Bar No. 24094648 LAW OFFICES OF FRANK J. WRIGHT, PLLC 2323 Ross Avenue, Suite 730 Dallas, Texas 75201 Telephone: (214) 935-9100 COUNSEL TO DEBTORS AND DEBTORS-IN-POSSESSION __/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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