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Full title: Adversary case 21-01392. Complaint by Aluminum Shapes, L.L.C. against Ultimate Software Group, Inc.. Fee Amount $ 350.. (72 (Injunctive relief - other)) (Attachments: # 1 Exhibit A # 2 Exhibit B # 3 Exhibit C # 4 Exhibit D # 5 Exhibit E) (George, Edmond) (Entered: 10/08/2021)

Document posted on Oct 7, 2021 in the bankruptcy, 17 pages and 0 tables.

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VERIFIED COMPLAINT BY DEBTOR IN SUPPORT OF AN ORDER TO SHOW CAUSE WHY PLAINTIFF SHOULD NOT BE GRANTED A PRELIMINARY INJUNCTION PURSUANT TO 11 U.S.C. § 105(a) OF THE BANKRUPTCY CODE, 11 U.S.C. §§ 101 et seq., FEDERAL RULE OF CIVIL PROCEDURE 65, FEDERAL RULE OF BANKRUPTCY PROCEDURE 7065 Pursuant to Federal Rule of Bankruptcy Procedure 7001 and 11 U.S.C. §§ 105(a), the above-captioned debtor and debtor in possession Aluminum Shapes, L.L.C. (the “Debtor” or “Plaintiff”) brings this Verified Adversary Complaint seeking an injunction against The Ultimate Software Group, Inc. a/k/a Ultipro, (“Ultimate” or “Defendant”) enjoining and ordering Ultimate to: (i) withdraw any erroneously filed returns filed on behalf of the Debtor between July 1, 2020, and the date of this filing, along with the erroneously filed W-2s reflecting earnings received in the first half, six (6) months, of 2020 (the “Erroneous Filings”); and (ii) provide the Debtor with payroll records, for the time period of May 15, 2020, through June 30, 2020, and all other documentation (the “Payroll Records”) related to the services provided, erroneously by Ultimate.This is an adversary proceeding commenced by the Debtor, pursuant to §§ 105(a) 11 of the United States Code, 11 U.S.C. §§ 101-1532 (as amended, the “Bankruptcy Code”), Rule 7001(7) of the Federal Rules of Bankruptcy Procedure (the “Bankruptcy Rules”), and Rule 65 of the Federal Rules of Civil Procedure (the “Federal Rules”), made applicable hereto by Bankruptcy Rule 7065, seeking injunctive relief under § 105(a) of the Bankruptcy Code. WHEREFORE, for all the foregoing reasons, the Debtor respectfully requests entry of an Order, pursuant to § 105(a) of the Bankruptcy Code, Federal Rule 65 and Bankruptcy Rule 7065, enjoining and ordering Ultimate to withdraw any erroneously filed returns filed on behalf of the Debtor between July 1, 2020, and the date of this filing, along with the erroneously filed W-2s reflecting earnings received in the first half, six (6) months, of 2020; and granting such other relief as this Court deems just.The Debtor and its estate will suffer irreparable harm, and as such, the Debtor is entitled to a preliminary injunction under § 105(a) of the Bankruptcy Code, enjoining and ordering Ultimate provide the Debtor with the Payroll Records necessary for the Debtor to receive complete forgiveness on the PPP Loan.WHEREFORE, for all the foregoing reasons, the Debtor respectfully requests entry of an Order, pursuant to § 105(a) of the Bankruptcy Code, Federal Rule 65 and Bankruptcy Rule 7065, enjoining and ordering Ultimate to provide the Debtor with payroll records, for the time period of May 15, 2020, through June 30, 2020, and all other documentation necessary for the Debtor to receive complete forgiveness on the Debtor’s Payment Protection Program Loan, and granting such other relief as this Court deems just.

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UNITED STATES BANKRUPTCY COURT DISTRICT OF NEW JERSEY Caption in Compliance with D.N.J. LBR 9004-1(b) OBERMAYER REBMANN MAXWELL & HIPPEL LLP Edmond M. George, Esquire Michael D. Vagnoni, Esquire (pro hac vice) Turner N. Falk, Esquire 1120 Route 73, Suite 420 Mount Laurel, NJ 08054-5108 Telephone: (856) 795-3300 Facsimile: (856) 482-0504 E-mail: edmond.george@obermayer.com michael.vagnoni@obermayer.com turner.falk@obermayer.com Counsel to the Debtor and Debtor in Possession In re: Chapter 11 ALUMINUM SHAPES, L.L.C., Case No. 21-16520-JNP Debtor. ALUMINUM SHAPES, L.L.C., ADVERSARY NO. Plaintiff, v. THE ULTIMATE SOFTWARE GROUP, INC. A/K/A ULTIPRO, Defendant. VERIFIED COMPLAINT BY DEBTOR IN SUPPORT OF AN ORDER TO SHOW CAUSE WHY PLAINTIFF SHOULD NOT BE GRANTED A PRELIMINARY INJUNCTION PURSUANT TO 11 U.S.C. § 105(a) OF THE BANKRUPTCY CODE, 11 U.S.C. §§ 101 et seq., FEDERAL RULE OF CIVIL PROCEDURE 65, FEDERAL RULE OF BANKRUPTCY PROCEDURE 7065 Pursuant to Federal Rule of Bankruptcy Procedure 7001 and 11 U.S.C. §§ 105(a), the above-captioned debtor and debtor in possession Aluminum Shapes, L.L.C. (the “Debtor” or

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“Plaintiff”) brings this Verified Adversary Complaint seeking an injunction against The Ultimate Software Group, Inc. a/k/a Ultipro, (“Ultimate” or “Defendant”) enjoining and ordering Ultimate to: (i) withdraw any erroneously filed returns filed on behalf of the Debtor between July 1, 2020, and the date of this filing, along with the erroneously filed W-2s reflecting earnings received in the first half, six (6) months, of 2020 (the “Erroneous Filings”); and (ii) provide the Debtor with payroll records, for the time period of May 15, 2020, through June 30, 2020, and all other documentation (the “Payroll Records”) related to the services provided, erroneously by Ultimate. The Debtor has an urgent and critical need for the filing of corrected I.R.C. Form 941’s, which cannot be filed until the Erroneous Filings are withdrawn by Ultimate. The ability to reconcile the Debtor’s prepetition tax obligations is necessary for the Debtor to receive complete forgiveness on the Debtor’s Payment Protection Program Loan (the “PPP Loan”). Without the reconciliation, unsecured claims will be increased by approximately $5 Million ($5,000,000.00), which would substantially decrease distributions to unsecured creditors. In support of this Verified Complaint, the Debtor avers as follows: 1. This is an adversary proceeding commenced by the Debtor, pursuant to §§ 105(a) 11 of the United States Code, 11 U.S.C. §§ 101-1532 (as amended, the “Bankruptcy Code”), Rule 7001(7) of the Federal Rules of Bankruptcy Procedure (the “Bankruptcy Rules”), and Rule 65 of the Federal Rules of Civil Procedure (the “Federal Rules”), made applicable hereto by Bankruptcy Rule 7065, seeking injunctive relief under § 105(a) of the Bankruptcy Code. 2. By the instant action, the Debtor seeks an injunction, enjoining and ordering Ultimate to: (i) withdraw certain improperly negligently or willfully filed inaccurate Internal Revenue Code (“I.R.C.”) §941 forms, which forms are necessary to reconcile both the Debtor’s (employer) and the employees’ contributions toward Federal Withholding taxes (the “Erroneous

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Filings”); and (ii) provide the Debtor with the Payroll Records necessary for the Debtor to receive complete forgiveness on the PPP Loan. 3. The Debtor avers that the instant facts present the requisite circumstances that justify the granting of preliminary and permanent injunctive relief enjoining and ordering Ultimate to: (i) withdraw the Erroneous Filings; and (ii) provide the Debtor with the Payroll Records necessary for the Debtor to receive complete forgiveness on the PPP Loan, and further clearly demonstrates that the Debtor is entitled to injunctive relief. 4. In the absence of immediate relief, the Debtor will suffer irreparable harm in its business and finances, and its prospects of reorganization and for distributions to unsecured creditors are seriously impaired. I. PARTIES 5. On August 15, 2021 (the “Petition Date”), the Debtor filed a voluntary petition for relief under chapter 11 of the Bankruptcy Code in the District of New Jersey, Camden Vicinage (the “Bankruptcy Court”). 6. The Debtor continues to operate its business as debtor in possession pursuant to sections 1107(a) and 1108 of the Bankruptcy Code. The Debtor is the Plaintiff in the instant Adversary. 7. No request has been made for the appointment of a trustee or examiner 8. An Official Committee of Unsecured Creditors has been established in this case. 9. The Defendant, Ultimate Software Group, Inc. a/k/a Ultipro, is, and at all times was, a corporation doing business in the State of New Jersey, and has offices located at 2000 Ultimate Way, Weston, FL 33326.

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10. Ultimate was the prepetition payroll provider for the Debtor from August 1, 2018, through and until June 30, 2020, at which time the Debtor canceled its contract with Ultimate. 11. As the Debtor’s payroll provider, Ultimate was responsible for managing the Debtor’s payroll, including but not limited to; filing an Internal Revenue Code (“I.R.C.”) §941 returns with the I.R.S. for the Debtor’s Wage Tax Obligations, filing W-2s for the Debtor’s employees, and providing the Debtor with certain payroll documentation and records. II. JURISDICTION AND VENUE 12. This Court has jurisdiction over this adversary proceeding pursuant to 28 U.S.C. §§ 157(b)(1) and 1334(b) and (e) as this matter arises in, under, and is related to a pending bankruptcy case. This adversary proceeding is a core proceeding pursuant to 28 U.S.C. § 157(b)(2)(A), (B), and (O). 13. This adversary proceeding is related to the Debtor’s bankruptcy as the outcome of this proceeding will have a significant impact on the administration of the Debtor’s estate. 14. Venue is proper in this district pursuant to 28 U.S.C. §§ 1408 and 1409. 15. All acts complained of the Defendant occurred in the State of New Jersey or were committed outside of the State of New Jersey, which had a substantial effect inside the State of New Jersey. 16. This adversary proceeding is initiated under Bankruptcy Rule 7001(7), and the relief requested herein may be ordered pursuant to Federal Rule 65, Bankruptcy Rule 7065, and §§ 105(a) and 362(a) of the Bankruptcy Code. 17. The Debtor consents to the entry of a final order by this Court in the event that, absent such consent, this Court does not possess the authority to enter a final order pursuant to Article III of the Constitution.

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III. BACKGROUND 17. The Debtor is, and at all times was, a limited liability company doing business in the State of New Jersey, the Plaintiff operates out of a single facility located at 9000 River Road, Delair, New Jersey, consisting of approximately 500,000 square feet, including a cast house, foundry, and processing area. 18. The Debtor is an industry leader in the fabrication, processing, and extruding of aluminum metals for use in, inter alia, the swimming pool, trucking, trailer, and outdoor storage industries (the “Business”). See First Day Declaration of Jordan Meyers if Support of First Day Motions. (Bkr. DI #17). The Contract with Ultimate 19. The Debtor, in the ordinary course of operating its Business, withholds certain amounts from each of its employees’ paychecks for the payment of wage tax obligations, which include both employer and employee taxes (the “Wage Tax Obligations”) to the Internal Revenue Service (the “I.R.S.”). 20. On or about August 21, 2018, the Debtor entered into an Agreement (the “Agreement”) with Ultimate for the use of Ultimate’s Ultipro Software and Services. A true and correct copy of the Agreement is attached hereto as Exhibit “A” and incorporated herein. 21. Under the Agreement, the services to be provided included, but were not limited to; filing I.R.C. §941 returns with the I.R.S. for the Debtor’s Wage Tax Obligations, filing W-2s for the Debtor’s employees, and providing the Debtor with certain payroll documentation and records. 22. Prior to the Petition Date, on June 30, 2020, the Debtor decided to change its payroll provider from Ultimate to Paycom Software, Inc. (“Paycom”).

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23. The Debtor notified Ultimate of the termination of the Agreement. True and correct copies of the communications between the Debtor and Ultimate concerning the termination of the Agreement are attached hereto as Exhibit “B” and incorporated herein. 24. Despite Ultimate acknowledging the termination of the Agreement in communications between the Debtor and Ultimate, Ultimate continued acting as if it was still the Debtor’s payroll provider. Ultimate even went as far as to claim they were unaware of the termination well after the termination date and after Ultimate acknowledged the termination of the Agreement. The Prepetition Withholdings & Taxes Motion 25. Unbeknownst to both the Debtor and Paycom, sometime after the Debtor had switched to Paycom as its payroll provider, despite no longer being the Debtor’s payroll provider, in error, Ultimate filed an I.R.C. §941 returns with the I.R.S. reflecting zero (0) dollars being withheld or paid to the I.R.S. for the Debtor’s third (3rd) quarter Wage Tax Obligations (the “Ultimate Return”). 26. Additionally, Ultimate, in error, or perhaps willfully, also filed W-2s for each of the Debtor’s employees reflecting earnings received in the first half, six (6) months, of 2020 (the “Ultimate W-2s” and together with the Ultimate Return and any other erroneous filings thereafter filed the “Erroneous Filings”). 27. Unaware that the Ultimate Return was filed, Paycom also proceeded to file an accurate I.R.C §941 with the I.R.S. for the Debtor’s third (3rd) quarter Wage Tax Obligations, which correctly reflected the amount the Wage Tax Obligations to be paid to the I.R.S. and included proper payment in the amount of $502,592.20 (the “Third Q Wage Tax Obligations”).

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28. As a result of these dual filings with the I.R.S. for the Debtor’s Third Q Wage Tax Obligations, the I.R.S. mistakenly took Paycom’s filing as an overpayment by the Debtor based on the erroneous filing of the Ultimate Return and proceeded to issue a refund check to the Debtor the amount of $504,382.12 (the “Refund Check”), representing the refund of the Third Q Wage Tax Obligations plus interest (the “Prepetition Withholdings”). 29. The Prepetition Withholdings were not property of the Debtor’s estate but, rather, are due to, and held in trust for, the I.R.S. for payment the Third Q Wage Tax Obligations. By way of a motion to pay taxes filed with the First Day Motions (the “Taxes Motion”), the Debtor sought to disburse the Prepetition Withholdings in order to, among other things, prevent the I.R.S. from taking actions that might interfere with the Debtor’s Business or the administration of its chapter 11 case. (Bkr. DI #8). 30. On August 19, 2021, this Court granted the Taxes Motion, allowing the Debtor to disburse the Prepetition Withholdings. (Bkr. DI #42). 31. Also unaware that the Ultimate W-2s were filed, Paycom also proceeded to file W-2s for each of the Debtor’s employees for the full calendar year of 2020, representing twelve (12) months of earnings. 32. As a result of these dual filings with the I.R.S. for the W-2s, the Debtor’s employees each had eighteen (18) months of earnings filed for the twelve (12) months of 2020; six (6) of which were filed in error in the Ultimate W-2s and are duplicative of the earnings included in the W-2s filed by Paycom. 33. These duplicative W-2s, potentially causing the Debtor’s employees may be subject to additional taxes and penalties that they should otherwise not have incurred.

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34. The Debtor is unaware of whether Ultimate made any additional erroneous filings in addition to the Ultimate Return. The Debtor’s PPP Loan 35. On or about May 1, 2020, due to economic hardships the Debtor faced as a result of the Covid-19 Pandemic (the “Pandemic”), the Debtor was approved for and received the PPP Loan in the amount of $4,951,241.00 from Wells Fargo Bank, N.A. (“Wells”).1 A true and correct copy of the PPP Loan is attached hereto as Exhibit “C” and incorporated herein. 36. The PPP Loan was a First Draw PPP loan. 37. Under the Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”) repayment of a First Draw Payment Protection Program loans are to be forgiven by the United States Small Business Administration (the “SBA”) if a business can show, during the eight to twenty-four (8-24) week covered period following loan disbursement, that: a. Employee and compensation levels are maintained, b. The loan proceeds are spent on payroll costs and other eligible expenses, and c. At least sixty percent (60%) of the proceeds are spent on payroll costs. 38. In order to evidence its right to have the PPP Loan forgiven, the Debtor must apply for forgiveness and provide proof, to both Wells and the SBA, that it qualifies for such forgiveness. Such an application requires pat role records produced by a third party vendor, here, the Payroll Records that Ultimate needs to provide. Wells and the SBA will not simply take the Debtor’s word regarding its payroll expenses.2 1 The Debtor also was approved for and received a second PPP loan, a Second Draw PPP loan, on March 12, 2021, in the amount of $1,918,744.00. However, that loan is irrelevant to the period for which the Payroll Records need be produced. 2 Payroll Records that must be provided include: 1. Bank account statements or third-party payroll service provider reports documenting the amount of cash compensation paid to employees

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39. The Debtor is currently missing the Payroll Records, which are in Ultimate’s control. 40. Without providing the Payroll Records to the SBA and Wells, the Debtor will only be able to receive partial forgiveness on the PPP Loan, leaving the Debtor liable to Wells on the remaining unforgiven portion of the PPP Loan. 41. The Debtor stating in its Schedules E/F: “…the Debtor anticipates that both [PPP] loans will be fully forgiven and thus will reduce the general unsecured claim pool by the amounts of the loans.” (Bkr. DI #91). 42. The Debtor has not accounted for such a liability in its chapter 11 case and schedules, as it was assumed Ultimate would perform the simple act of providing the Payroll Records necessary for the Debtor to receive complete forgiveness of the PPP Loan. Ultimate’s Inactions 43. Since the Petition Date, the Debtor has made various attempts to reach out to Ultimate to get them to withdraw the Erroneous Filings provide the Payroll Records to the Debtor. True and correct copies of the communications between the Debtor and Ultimate in which Ultimate was unresponsive to the Debtor are attached hereto as Exhibit “D” and incorporated herein. 44. Specifically, the Debtor’s counsel recently reached out to Ultimate on September 13, 2021, in an attempt to get Ultimate to withdraw the Erroneous Filings and provide the Payroll 2. Tax forms (or equivalent third-party payroll service provider reports) for the periods that overlap with the Covered Period: a. Payroll tax filings reported, or that will be reported, to the IRS (typically, Form 941); and b. State quarterly business and individual employee wage reporting and unemployment insurance tax filings reported, or that will be reported, to the relevant state 3. Payment receipts, cancelled checks, or account statements documenting the amount of any employer contributions to employee health insurance and retirement plans that the borrower included in the forgiveness amount

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Records to the Debtor. A true and correct copy of the September 13, 2021, correspondence from Debtor’s counsel is attached hereto as Exhibit “E” and incorporated herein. 45. Despite the Debtor’s continual outreach, Ultimate has yet to respond to the Debtor in any way, withdraw the Erroneous Filings, or provide the Payroll Records to the Debtor. 46. Ultimate’s inactions and lack of communication are especially troubling as the actions Ultimate is being asked to perform, withdrawal of the Erroneous Filings and providing the Payroll Records, are simple, commonplace, and not time-consuming actions. 47. Ultimate’s failure to perform such ministerial and simple actions has put the Debtor in a position where they could both significant tax liabilities and be subject to substantial claims from its employees for over-reporting income due to the Erroneous Filings, and be unable to receive complete forgiveness on the PPP Loan resulting in a liability to Wells; both of which, together and/or individually, would be detrimental, if not calamitous, and would thwart the Debtor’s efforts to complete a successful reorganization. 48. Enjoining and ordering Ultimate to: (i) withdraw the Erroneous Filings; and (ii) provide the Debtor with the Payroll Records necessary for the Debtor to receive complete forgiveness on the PPP Loan, is essential to the Debtor’s ability to reorganize. 49. Enjoining and ordering Ultimate to: (i) withdraw the Erroneous Filings; and (ii) provide the Debtor with the Payroll Records necessary for the Debtor to receive complete forgiveness on the PPP Loan will not harm Ultimate because it will only require Ultimate to perform ministerial tasks, which they were and are already required to perform under the Agreement. 50. The Debtor further avers that the refusal or correct the Erroneous Filings is a willful act, which interferes with the Debtor’s access to its assets.

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51. In fact, Enjoining and ordering Ultimate to: (i) withdraw the Erroneous Filings; and (ii) provide the Debtor with the Payroll Records necessary for the Debtor to receive complete forgiveness on the PPP Loan will allow Ultimate to avoid harm, by allowing them to avoid a potential I.R.S. audit due to the Erroneous Filings. 52. If the relief requested herein is granted, the Debtor has a reasonable opportunity for a successful reorganization. 53. The Defendant should be enjoined and ordered under the Bankruptcy Code, the Federal Rules of Civil Procedure (“Federal Rule”) 65, as incorporated in Federal Rule of Bankruptcy Procedures (“Bankruptcy Rule”) 7065, to: (i) withdraw any erroneously filed returns filed on behalf of the Debtor between July 1, 2020, and the date of this filing; and (ii) provide the Debtor with payroll records, for the time period of May 15, 2020, through June 30, 2020, and all other documentation necessary for the Debtor to receive complete forgiveness on the PPP Loan. 54. This court should entertain the Debtor’s request because due to Ultimate’s actions and inactions. The Debtor’s estate could incur significant tax liabilities, be subject to substantial claims from its employees for over-reporting income, and be unable to receive complete forgiveness on the PPP Loan. Both of which, either on their own or separately, will cause significant interference with, and impairment of, the Debtor’s efforts to reorganize. 55. Further, the Debtor’s officers and managers are liable for any incorrectly filed IRC §941 returns that are inaccurate, and may further be held liable for the funds not paid to the IRS or refunded to the Debtor. 56. By application filed contemporaneously with this Verified Complaint, the Debtor seeks a Permanent Injunction enjoining and ordering Ultimate to: (i) withdraw any erroneously filed returns filed on behalf of the Debtor between July 1, 2020, and the date of this filing, along

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with the erroneously filed W-2s reflecting earnings received in the first half, six (6) months, of 2020; and (ii) provide the Debtor with payroll records, for the time period of May 15, 2020, through June 30, 2020, and all other documentation necessary for the Debtor to receive complete forgiveness on the PPP Loan (the “Application”). 57. The relief sought by the Debtor is critical to the Debtor’s ability to complete a successful organization and reach a consensual plan for the benefit of all its creditors. 58. If not enjoined and ordered, the Debtor could incur significant tax liabilities and be subject to substantial claims from its employees for over-reporting income due to the Erroneous Filings and be unable to receive complete forgiveness on the PPP Loan; both of which would be detrimental, if not calamitous to the Debtor’s efforts to reorganize. 59. If not enjoined, the Debtor could incur significant tax liabilities and be subject to substantial claims from its employees for over-reporting income due to Erroneous Filings and be unable to receive complete forgiveness on the PPP Loan, which will detrimentally affect the Debtor’s potential sale and the Debtor’s efforts to reorganize. COUNT I INJUNCTIVE RELIEF UNDER § 105(a) (As to the Erroneous Filings) 60. The paragraphs above are incorporated herein as if set forth at length. 61. Section 105(a) of the Bankruptcy Code provides that “[t]he court may issue any order, process, or judgment that is necessary or appropriate to carry out the provisions of this title.” 62. Relief under § 105 of the Bankruptcy Code is particularly appropriate in a chapter 11 case when necessary to protect a debtor’s ability to formulate a confirmable plan and to preserve the property of a debtor’s estate.

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63. There is a real danger of imminent, irreparable harm to the Debtor to the Debtor’s estate and the Debtor’s ability to reorganize in the absence of an injunction. 64. Specifically, Ultimate’s failure to withdraw the Erroneous Filings has prevented and continues to prevent Paycom from filing correct returns to replace the Erroneous Filings, and, in turn, the Debtor could incur significant tax liabilities due to the Erroneous Filings, as these filings are blatantly incorrect. 65. Additionally, due to the Erroneous Filings, the Debtor could potentially be subject to substantial claims from its employees for over-reporting income, in addition to causing potential employee unrest. 66. Actions taken against the Debtor will have a detrimental effect upon the Debtor’s estate and its creditors, as the Debtor could incur significant tax liabilities and be subject to substantial claims from its employees for over-reporting income due to the Erroneous Filings, and detrimentally hinder the Debtor’s sale process and reorganization. 67. Absent such irreparable harm the Debtor has a reasonable – in fact substantial – likelihood of a successful reorganization. 68. In contrast, enjoining and ordering Ultimate to withdraw the Erroneous Filings will not harm Ultimate because it will only require Ultimate to perform ministerial tasks, which they were and are already required to perform under the Agreement. 69. In fact, enjoining and ordering Ultimate to withdraw the Erroneous Filings will allow Ultimate to avoid harm, by allowing them to avoid a potential I.R.S. audit due to the Erroneous Filings. 70. Additionally, public interest in allowing the Debtor to complete a successful bankruptcy reorganization far outweighs the competing interests. Allowing the Debtor time to

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implement a value-maximizing sale and successful plan of reorganization serves the interests of the Debtor, the Debtor’s estate, the Debtor’s employees, and the Debtor’s creditors. 71. The Debtor and its estate will suffer irreparable harm, and as such, the Debtor is entitled to a preliminary injunction under § 105(a) of the Bankruptcy Code, enjoining and ordering Ultimate to withdraw the Erroneous Filings. WHEREFORE, for all the foregoing reasons, the Debtor respectfully requests entry of an Order, pursuant to § 105(a) of the Bankruptcy Code, Federal Rule 65 and Bankruptcy Rule 7065, enjoining and ordering Ultimate to withdraw any erroneously filed returns filed on behalf of the Debtor between July 1, 2020, and the date of this filing, along with the erroneously filed W-2s reflecting earnings received in the first half, six (6) months, of 2020; and granting such other relief as this Court deems just. COUNT II INJUNCTIVE RELIEF UNDER § 105(a) (As to the Payroll Records) 72. The paragraphs above are incorporated herein as if set forth at length. 73. Section 105(a) of the Bankruptcy Code provides that “[t]he court may issue any order, process, or judgment that is necessary or appropriate to carry out the provisions of this title.” 74. Relief under § 105 of the Bankruptcy Code is particularly appropriate in a chapter 11 case when necessary to protect a debtor’s ability to formulate a confirmable plan and to preserve the property of a debtor’s estate. 75. There is a real danger of imminent, irreparable harm to the Debtor to the Debtor’s estate and the Debtor’s ability to reorganize in the absence of an injunction.

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76. Specifically, if the Debtor does not provide the Payroll Records to the SBA and Wells, the Debtor will only be able to receive partial forgiveness on the PPP Loan, leaving the Debtor liable to Wells on the remaining unforgiven portion of the PPP Loan. 77. The PPP Loan, which, the Debtor stated in its Schedules E/F, is expected to be fully forgiven. (Bkr. DI #91). 78. Such a liability to Wells would negatively impact the Debtor’s efforts to reorganize, the Debtor’s day to day operations, and the Debtor’s estate. 79. Actions taken against the Debtor will have a detrimental effect upon the Debtor’s estate and its creditors, as the Debtor will be unable to receive complete forgiveness on the PPP Loan, leading to the Debtor being liable to Wells for the unforgiven portion of the PPP Loan, and detrimentally hinder the Debtor’s sale process and reorganization. 80. Absent such irreparable harm the Debtor has a reasonable – in fact substantial – likelihood of a successful reorganization. 81. In contrast, enjoining and ordering Ultimate to provide the Debtor with the Payroll Records necessary for the Debtor to receive complete forgiveness on the PPP Loan will not harm Ultimate because it will only require Ultimate to perform ministerial tasks, and correct its contractual breaches, which they were obligated to perform under the Agreement. 82. Enjoining and ordering Ultimate to provide the Debtor with the Payroll Records necessary for the Debtor to receive complete forgiveness of the PPP loan would not require Ultimate to prepare a new document or expend time and resources that would be more than merely exporting a payroll report, which are already in its possession. 83. Additionally, public interest in allowing the Debtor to complete a successful bankruptcy reorganization far outweighs the competing interests. Allowing the Debtor time to

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implement a value-maximizing sale and successful plan of reorganization serves the interests of the Debtor, the Debtor’s estate, the Debtor’s employees, and the Debtor’s creditors. 84. The Debtor and its estate will suffer irreparable harm, and as such, the Debtor is entitled to a preliminary injunction under § 105(a) of the Bankruptcy Code, enjoining and ordering Ultimate provide the Debtor with the Payroll Records necessary for the Debtor to receive complete forgiveness on the PPP Loan. WHEREFORE, for all the foregoing reasons, the Debtor respectfully requests entry of an Order, pursuant to § 105(a) of the Bankruptcy Code, Federal Rule 65 and Bankruptcy Rule 7065, enjoining and ordering Ultimate to provide the Debtor with payroll records, for the time period of May 15, 2020, through June 30, 2020, and all other documentation necessary for the Debtor to receive complete forgiveness on the Debtor’s Payment Protection Program Loan, and granting such other relief as this Court deems just. Dated: October 8, 2021 By: /s/ Edmond M. George Edmond M. George, Esquire Michael D. Vagnoni, Esquire (pro hac vice) Turner N. Falk, Esquire OBERMAYER REBMANN MAXWELL & HIPPEL, LLP 1120 Route 73, Suite 420 Mount Laurel, NJ 08054-5108 Telephone: (856) 795-3300 Facsimile: (856) 482-0504 E-mail:edmond.george@obermayer.com michael.vagnoni@obermayer.com turner.falk@obermayer.com Counsel to Chapter 11 Debtor Aluminum Shapes, L.L.C.

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VERIFICATION 1. I certify that I am counsel for Aluminum Shapes, L.L.C., the Plaintiff in this matter and the chapter 11 debtor and debtor in possession in the above referenced bankruptcy case. 2. I have read the factual assertions contained in the foregoing Verified Complaint and affirm such assertions are true and accurate to the best of my knowledge, information, and belief; and 3. I am aware that if any of the foregoing statements if the Verified Adversary Complaint are willfully false, I am subject to punishment. I certify that the foregoing statements made by me are true. Dated: October 8, 2021 By: /s/ Edmond M. George Edmond M. George, Esquire OBERMAYER REBMANN MAXWELL & HIPPEL, LLP 1120 Route 73, Suite 420 Mount Laurel, NJ 08054-5108 Telephone: (856) 795-3300 Facsimile: (856) 482-0504 E-mail:edmond.george@obermayer.com Proposed Counsel to Chapter 11 Debtor Aluminum Shapes, L.L.C.

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