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Full title: Stipulated Order Granting Limited Relief from the Plan Injunction with Respect to Graycor Construction Company, Inc. filed by Creditor Graycor Construction Company Inc. , Debtor Studio Movie Grill Holdings, LLC (related document # 925) Entered on 6/24/2021. (Tello, Chris)

Document posted on Jun 23, 2021 in the bankruptcy, 7 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 ManagementExcept as otherwise expressly provided in the Plan or for obligations issued or required to be paid pursuant to the Plan or the Confirmation Order, all Entities that have held, hold, or may hold Claims, Interests, Liens or Causes of Action that have been released pursuant to Article VIII.B, Article VIII.C, Article VIII.D, or Article VIII.E of the Plan (if applicable), or are discharged pursuant to Article VIII.A of the Plan, or are subject to exculpation purs

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Document Contents

The following constitutes the ruling of the court and has the force and effect therein described. igned June 23, 2021 _____________________________________ ________________________________ IN THE UNITED STATES BANKRUPTCY COURT FOR THE NORTHERN DISTRICT OF TEXAS DALLAS DIVISION § IN RE: § Chapter 11 § STUDIO MOVIE GRILL HOLDINGS, LLC, § Case No. 20-32633-SGJ 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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STIPULATED ORDER GRANTING LIMITED RELIEF FROM THE PLAN INJUNCTION WITH RESPECT TO GRAYCOR CONSTRUCTION COMPANY, INC. [Related to Docket Number 925] This stipulation (the “Stipulation”) is entered into by Studio Movie Grill Holdings, LLC and its debtor affiliates (collectively, “SMG”) and Graycor Construction Company, Inc. (“Graycor” and, collectively with SMG, the “Parties”). The Parties hereby stipulate and agree as follows: RECITALS 1. On March 31, 2021, the United States Bankruptcy Court for the Northern District of Texas, Dallas Division (the “Court”), entered its Finding of Fact, Conclusions of Law, and Order Confirming the Debtors’ Fourth Amended Joint Chapter 11 Plan of Reorganization [Dkt. No. 875] (the “Order”) thereby confirming SMG’s joint Chapter 11 plan. 2. In the Order, Paragraph 51, titled “Release, Exculpation, Discharge and Injunction Provisions” provides that “[a]ll discharge, injunction, release and exculpation provisions set forth in the Plan, including but not limited to those contained in Articles VIII.B, VIII.C, VIII.D, VIII.[E], VIII.F, and VIII.G of the Plan, are approved and shall be effective and binding on all persons and entities to the extent provided therein.” 3. The confirmed Plan at Article VIII.H Provides: Except as otherwise expressly provided in the Plan or for obligations issued or required to be paid pursuant to the Plan or the Confirmation Order, all Entities that have held, hold, or may hold Claims, Interests, Liens or Causes of Action that have been released pursuant to Article VIII.B, Article VIII.C, Article VIII.D, or Article VIII.E of the Plan (if applicable), or are discharged pursuant to Article VIII.A of the Plan, or are subject to exculpation pursuant to Article VIII.F of the Plan, are permanently enjoined, from and after the Effective Date, from taking any of the following actions against, as applicable, the Debtors, the Reorganized Debtors, the GUC Trust, the Agent Trust (if applicable), the GUC Trust Assets, the Agent Trust Assets (if applicable), the GUC Trustee, the Agent Trustee (if applicable), or the Released Parties: (1) commencing or continuing in any manner any action or other proceeding of any kind on account of or in connection with or with respect to any such Claims, Interests, Liens or Causes of Action; (2) enforcing, attaching,

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collecting, or recovering by any manner or means any judgment, award, decree, or order against such Entities on account of or in connection with or with respect to any such Claims, Interests, Liens or Causes of Action; (3) creating, perfecting, or enforcing any Lien or encumbrance of any kind against such Entities or the property or the estates of such Entities on account of or in connection with or with respect to any such Claims, Interests, Liens or Causes of Action; (4) asserting any right of setoff, subrogation, or recoupment of any kind against any obligation due from such Entities or against the property of such Entities on account of or in connection with or with respect to any such Claims, Interests, Liens or Causes of Action unless such Entity has timely asserted such setoff right in a document Filed with the Bankruptcy Court explicitly preserving such setoff, and notwithstanding an indication of a claim or interest or otherwise that such Entity asserts, has, or intends to preserve any right of setoff pursuant to applicable law or otherwise; (5) asserting any claim relating to or arising from the Asset Sale Restructuring; and (6) commencing or continuing in any manner any action or other proceeding of any kind on account of or in connection with or with respect to any such Claims, Interests, Liens or Causes of Action released or settled pursuant to the Plan. 4. WHEREAS, on September 10, 2020, Graycor filed a Mechanics' Lien as a general contractor to Debtor, to whom Claimant last furnished, among other things, labor and material to complete box conversion/construction of a 12-screen theater, including a new kitchen, bar, common areas, and an associated MEP system, per plans prepared by others for the new Studio Movie Grill located at the Premises. The Mechanics' Lien claim is captioned Graycor Construction Company, Inc. v. WG Park-Anchor B, LP and Movie Grill Concepts XLIII, LLC, Montgomery County, Pennsylvania No 2020-14646 (“State Court Action”). 5. WHEREAS, Graycor requests relief from the Plan Injunction to proceed with filing and prosecuting a complaint solely to foreclose on the Mechanics’ Lien and, if successful, to seek payment on a lien discharge bond approved by the Court of Common Pleas of Montgomery County, PA pursuant to 49 P.S. § 1510(d). 6. WHEREAS, the Owner has posted a bond discharging the Mechanics’ Lien. Graycor reasonably believes that the bond will satisfy the Mechanics’ Lien. 7. WHEREAS, labor and materials were furnished by Graycor pursuant to a written contract and were utilized by Owner and Movie Grill Concepts XLIII, LLC (“MGC XLIII”) in

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construction of the improvements at the Premises, and for the immediate use and benefit of the Premises, MGC XLIII, and the Owner. 8. WHEREAS, the Parties have agreed, subject to approval of the Court, to modify the Plan Injunction in limited purpose and subject to the terms and conditions as set forth below. NOW, THEREFORE, UPON THE FOREGOING RECITALS, WHICH ARE INCORPORATED AS THOUGH FULLY SET FORTH HEREIN, IT IS HEREBY STIPULATED AND AGREED BY AND BETWEEN THE PARTIES, THROUGH THE UNDERSIGNED, AND UPON COURT APPROVAL HEREOF, IT SHALL BE ORDERED THAT: 1. This Stipulation shall have no force or effect unless and until approved by the Court (the “Effective Date”). 2. Upon the Effective Date, the Plan Injunction, to the extent applicable, is hereby modified for the limited purpose of permitting Graycor to file and prosecute a mechanic’s lien claim in Montgomery County Pennsylvania provided however, that any SMG entity named in the State Court Action shall be named solely in a nominal capacity, in accordance with the terms hereof, and Graycor shall not prosecute the State Court Action against any SMG entity and shall not directly or indirectly seek any relief, recovery, or judgment against any SMG entity in the State Court Action. 3. The SMG entities and their estates shall not have any direct or indirect obligation to satisfy any amounts due and owed to Graycor in connection with the Graycor State Court Action. 4. Graycor may name such SMG entities as are necessary in relation to its above-described claims as either a defendant or other third-party participant but only in a nominal capacity in the Graycor State Court Action. 5. Except as may be determined through the Chapter 11 claims process, the SMG entities and their estates shall have no liability to Graycor, or obligation to satisfy any amounts due and owed to Graycor, in respect to the Graycor State Court Actions or any judgment or settlement that may be obtained by Graycor in the Graycor State Court Action; provided, further, that any judgment arising from such a filing or liability by the finder of fact in the Graycor State Court Action will not be enforceable by Graycor as against any SMG entity and, instead, such judgment will be a judgment against such SMG entities in a nominal capacity only. 6. Except with respect to and as determined by the Chapter 11 claims process, Graycor shall take no action to collect, liquidate, or foreclose against any property of any SMG entities or their estates at any time in respect to the Graycor State Court Action or any judgment entered therein.

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7. For avoidance of doubt, nothing in this Stipulation shall be construed to impair or otherwise affect Graycor’s right to foreclose on an interest in the bond. 8. Graycor agrees that any participation by any SMG entity in discovery shall not be deemed a waiver of any of the terms or conditions of this Stipulation; provided, however, that nothing in this Stipulation shall be deemed to prejudice Graycor’s right to seek further relief from this Court for the purpose of obtaining discovery from any SMG entity with respect to the Graycor State Court Action. 9. Nothing in this Stipulation shall in any way be construed as, or deemed to be evidence of, or an admission on behalf of, any SMG entity regarding liability with respect to any claims or rights arising from or related to the Graycor State Court Action. No negotiations or writings in connection with this Stipulation shall in any way be construed as, or deemed to be evidence of, or an admission on behalf of, any SMG entity regarding liability with respect to any claims or rights arising from, or relating to, the Graycor State Court Action. 10. All other provisions of the Plan Injunction, including, without limitation, those provisions prohibiting the commencement or continuation of any other judicial proceeding against any SMG entity that was or could have been commenced prior to the Petition Date other than as expressly set forth herein, those provisions prohibiting any act to collect, assess, or recover a claim that arose prior to the Petition Date from the respective estates and/or assets or property of any SMG entity other than as expressly set forth herein, and those provisions providing for any SMG entity’s rights to seek punitive damages for willful violations of the Plan Injunction to the extent the Plan Injunction has not been modified as provided herein, shall remain in full force and effect. 11. This Stipulation shall constitute the entire agreement and understanding of the Parties relating to the subject matter hereof and supersedes all prior agreements and understandings relating to the subject matter hereof. 12. The undersigned who executes this Stipulation by or on behalf of each respective Party represents and warrants that he or she has been duly authorized and empowered to execute and deliver this Stipulation on behalf of such Party. 13. This Stipulation may be executed in counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument, and it shall constitute sufficient proof of this Stipulation to present any copies, electronic copies, or facsimiles signed by the Parties here to be charged. 14. This Stipulation shall not be modified, altered, amended, or vacated without the written consent of all Parties hereto or by further order of the Court. 15. The terms and provisions of this Stipulation shall immediately be effective and enforceable upon the effective date and shall thereafter be binding upon the Parties hereto and their respective affiliates and successors.

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16. This Court shall retain jurisdiction over all matters arising from or related to the implementation or interpretation of this Stipulation. ### End of Stipulation ### 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 -and- /s/ David L. Marshall, Esquire EASTBURN AND GRAY, P.C. David L. Marshall, Esquire Pennsylvania Attorney I. D. #19356 60 East Court Street P. O. Box 1389 Doylestown, PA 18901-0137 215-345-7000 Fax 215-345-9142 dmarshall@eastburngray.com and

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/s/ Jennifer A. Gehrt Jennifer A. Gehrt Texas Bar No 07791790 Barbee & Gehrt, L.L.P. 1201 Main St., Suite 1330 P. O. Box 224409 Dallas, TX 75222-4409 Tel. No. 214-749-0324 Fax No. 214-749-0325 Email: jgehrt@bglaw.net ATTORNEYS FOR GRAYCOR CONSTRUCTION COMPANY, INC. Order Prepared by: /s/ Jennifer A. Gehrt Jennifer A. Gehrt Texas Bar No 07791790 Barbee & Gehrt, L.L.P. 1201 Main St., Suite 1330 P. O. Box 224409 Dallas, TX 75222-4409 Tel. No. 214-749-0324 Fax No. 214-749-0325 Email: jgehrt@bglaw.net ATTORNEYS FOR GRAYCOR CONSTRUCTION COMPANY, INC.

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