Case Doc 906 Filed 02/14/18 Entered 02/14/18 12:06:54 Desc Main Document Page 1 of 5 UNITED STATES BANKRUPTCY COURT DISTRICT OF MAINE

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1 Document Page 1 of 5 UNITED STATES BANKRUPTCY COURT DISTRICT OF MAINE In re: THE GETCHELL AGENCY, Chapter 11 Case No Debtor. MOTION FOR EXPEDITED HEARING, APPROVAL OF SHORTENED OBJECTION PERIOD, AND APPROVAL OF NOTICE PROCEDURES WITH RESPECT TO BID PROCEDURES MOTION Nathaniel R. Hull, the chapter 11 trustee (the Trustee in the above-captioned chapter 11 case of The Getchell Agency (the Debtor, files this motion (the Motion for Expedited Hearing seeking an order scheduling an expedited hearing on, approving a shortened objection period with respect to, and approving certain notice procedures with respect to: Motion for Order: (A Approving Bid Procedures for the Sale of the Debtor s Assets; (B Scheduling an Auction; (C Approving Assumption and Assignment Procedures for Certain Executory Contracts and Unexpired Leases; (D Approving a Break-Up Fee, Expense Reimbursement; and (E Approving a Form of Notice of Sale (the Bid Procedures Motion. 1 In support of the relief requested herein, the Trustee states as follows: JURISDICTION AND VENUE 1. The United States District Court for the District of Maine (the District Court has original but not exclusive jurisdiction over this chapter 11 case pursuant to 28 U.S.C. 1334(a and over this Motion pursuant to 28 U.S.C. 1334(b. Pursuant to 28 U.S.C. 157(a and Rule 83.6 of the District Court s local rules, the District Court has authority to refer and has referred this chapter 11 case and this Motion to this Court. 1 Capitalized terms not otherwise defined herein have the meaning ascribed to them in the Bid Procedures Motion.

2 Document Page 2 of 5 2. This is a core proceeding pursuant to 28 U.S.C. 157(b(2 and the Court has constitutional authority to enter final judgment in this proceeding. 3. Venue over this chapter 11 case is proper in this district pursuant to 28 U.S.C. 1408, and venue over this proceeding is proper in this district pursuant to 28 U.S.C The relief sought in this Motion to Expedite is predicated upon Rule 2002 of the Federal Rules of Bankruptcy Procedure (the Bankruptcy Rules and D. Me. LBR (i. BACKGROUND 5. On March 25, 2016, the Debtor filed a voluntary petition for relief under Chapter 11 of the Code (the Petition Date. 6. On November 21, 2017, the U.S. Trustee filed a motion to appoint a Trustee pursuant to 11 U.S.C. 1112(b(1. This Court granted the motion for appointment of a trustee on November 28, On November 28, 2017, the U.S. Trustee filed a motion to appoint Nathaniel R. Hull as Chapter 11 trustee. On November 29, 2017, this Court granted that motion appointing Mr. Hull as Chapter 11 trustee. 8. The Trustee has actively marketed the Debtor s assets to entities most likely to have an interest in buying the Debtor s assets, with the aim of maximizing the value of those assets for the benefit of all creditors. 9. After considering the universe of prospective buyers on February 12, 2018, the Debtor entered into an asset purchase agreement (the APA with Emile Clavet or his designee (the Stalking Horse. The APA contemplates that the Stalking Horse will acquire certain assets (the Acquired Assets and executory contracts and unexpired leases (the Assigned Contracts, collectively, the Assets, subject to higher and better offers. -2-

3 Document Page 3 of In the Bid Procedures Motion, the Trustee requests, among other things, that the Court approve the procedures (the Bid Procedures by which the Trustee may sell the Assets to the Stalking Horse or to another Qualified Bidder, schedule an auction for all of the Assets, and approve a Break-Up Fee and Expense Reimbursement. The Bid Procedures Motion also seeks approval of proposed cure procedures with respect to the Assigned Contracts, as well as approval of certain notice procedures. 11. The Trustee filed the Bid Procedures Motion promptly after finalizing the terms of the APA (which occurred on February 12, 2018, including negotiation of the Break-Up Fee and Expense Reimbursement, with the Stalking Horse. 12. As stated by the Trustee numerous times on the record since his appointment, the sale of the Assets is in the best interest of the Debtor and its creditors. The Trustee has made substantial efforts to market the Assets to maximize the consideration for the Assets. The benefits of liquidating the assets now as a going concern outweigh the potential benefit of maintaining operations while searching for a better offer. A sale of the Assets as a going concern will maximize the value of the estate for the benefit of all stakeholders. In contrast, the delay attendant in confirming and selling under a plan could result in a material loss of value. 13. The Bid Procedures ensure that a sale of the Assets is accomplished as efficiently as possible, while also fostering bidding to maximize a return on the Assets. Approval of the Bid Procedures on an expedited basis is necessary to ensure that the sale process can go forward in the timeframe necessary to obtain the highest and best offers for the Assets. 14. Further, the APA allows the Stalking Horse to terminate the APA if the Sal e Order has not entered by March 30, Failure to obtain approval of the Bid Procedures on an expedited timeframe would potentially cause loss of the Stalking Horse or otherwise delay the sale process. -3-

4 Document Page 4 of 5 RELIEF REQUESTED 15. By this Motion to Expedite, the Trustee requests that the Court: (a schedule a hearing on the Bid Procedures Motion for February 27, 2018 at 9:00 a.m.; (b set a shortened objection deadline for February 25, 2018 at 4:30 p.m.; and (c approve service of the Motion to Expedite and the Bid Procedures Motion in the manner set forth herein. BASIS FOR RELIEF 16. Absent a request for an expedited hearing, a movant seeking the type of relief set forth in the Bid Procedures Motion must provide twenty-one days notice of, and a response date must be set more than seven calendar days prior to, a hearing date. See Local Rule (d( The Trustee requests that a hearing on this Motion to Expedite and on the Bid Procedures Motion be scheduled for the same date and time to allow expedited consideration of the relief sought by the Trustee. Approval of the Bid Procedures on an expedited basis will ensure that value is maximized for the benefit of all creditors and will allow for the approval of the bid procedures within the time requirements set forth in the APA. The relief sought herein is authorized by D. Me. LBR (i. NOTICE Notice of the hearing on the Motion to Expedite and the Bid Procedures Motion were served, by first-class United States mail, postage prepaid, on all creditors and parties-in-interest in this case. Copies of the Motion to Expedite and the Bid Procedures Motion were served, by first class United States Mail, postage prepaid or through the Court s ECF system on the following: (a The United States Trustee; (b the twenty largest non-insider unsecured creditors of the Debtor; (c local, state and federal taxing authorities; (d counsel to the Stalking Horse; (e prospective bidders (or their counsel that are known to the Trustee and his advisors; (f the Counter-Parties to the executory contracts and unexpired leases on the Contract & Cure -4-

5 Document Page 5 of 5 Schedule; (g all parties known to the Trustee to have or assert any liens, claims and encumbrances or other interests against the Assets; and (h all parties having filed requests for notices in the Debtor s case. WHEREFORE, the Trustee respectfully requests that this Court enter an Order: (a finding that service of the Motion to Expedite and the Bid Procedures Motion in the manner described herein was sufficient to all parties in interest under the circumstances of this case; (b granting the Motion to Expedite; (c setting a hearing on the Bid Procedures Motion for February 27, 2018 at 9:00 a.m. and a shortened objection deadline of February 25, 2018 at 4:30 p.m.; and (d granting such other and further relief as the Court deems just and equitable under the circumstances. Dated: February 14, 2018 NATHANIEL R. HULL, Chapter 11 Trustee By: Roger A. Clement, Jr. Roger A. Clement, Jr., Esq. Stephen B. Segal, Esq. Verrill Dana LLP One Portland Square Portland, ME Tel: rclement@verrilldana.com ssegal@verrilldana.com bankr@verrilldana.com _1-5-

6 Case Doc Filed 02/14/18 Entered 02/14/18 12:06:54 Desc Proposed Order Page 1 of 1 UNITED STATES BANKRUPTCY COURT DISTRICT OF MAINE In re: THE GETCHELL AGENCY, Chapter 11 Case No Debtor. ORDER GRANTING MOTION FOR EXPEDITED HEARING, APPROVAL OF SHORTENED OBJECTION PERIOD, AND APPROVAL OF NOTICE PROCEDURES WITH RESPECT TO BID PROCEDURES MOTION This matter having come before the Court on the Motion for Expedited Hearing, Shortened Objection Period, and Approval of Notice Procedures with Respect to Bid Procedures Motion (the Motion to Expedite filed by Nathaniel R. Hull, the chapter 11 trustee in the above-captioned case, and upon consideration of all responses to the Motion to Expedite (if any, it is hereby ORDERED, ADJUDGED and DECREED as follows: 1. The Motion to Expedite is granted. 2. Notice and service of the Motion to Expedite and the Motion for Order: (A Approving Bid Procedures for the Sale of the Debtor s Assets; (B Scheduling an Auction; (C Approving Assumption and Assignment Procedures for Certain Executory Contracts and Unexpired Leases; (D Approving a Break-Up Fee and Expense Reimbursement; and (E Approving a Form of Notice of Sale (the Bid Procedures Motion was sufficient in light of the nature of the relief requested. 3. An expedited hearing on the Bid Procedures Motion is set for February 27, 2018 at 9:00 a.m. and the deadline to object to the same is February 25, 2018 at 4:30 p.m.. Dated: February, 2018 Honorable Peter G. Cary United States Bankruptcy Judge _1.docx _1

7 Case Doc Filed 02/14/18 Entered 02/14/18 12:06:54 Desc Hearing Notice Page 1 of 2 UNITED STATES BANKRUPTCY COURT DISTRICT OF MAINE In re: THE GETCHELL AGENCY, Chapter 11 Case No Debtor. NOTICE OF HEARING ON MOTION TO EXPEDITE HEARING ON MOTION FOR APPROVAL OF BID PROCEDURES PLEASE TAKE NOTICE THAT Nathaniel R. Hull, Chapter 11 Trustee in the abovecaptioned case (the Trustee, filed a Motion for Expedited Hearing, Approval of Shortened Objection Period, and Approval of Notice Procedures With Respect to Bid Procedures Motion (the Motion to Expedite, seeking an expedited hearing on the Motion for Order: (A Approving Bid Procedures for the Sale of the Debtor s Assets; (B Scheduling an Auction; (C Approving Assumption and Assignment Procedures for Certain Executory Contracts; (D Approving a Break-Up Fee and Expense Reimbursement; and (E Approving a Form of Notice of Sale (the Bid Procedures Motion. Any objections to the proposed Motion to Expedite shall be made in writing on or before February 25, 2018 (the Objection Deadline, and be filed with the U.S. Bankruptcy Court located at 537 Congress Street, 2nd Floor, Portland, Maine, with a copy to the Trustee, Nathaniel R. Hull, Esq., Verrill Dana LLP, One Portland Square, P.O. Box 586, Portland, ME , to be received by the Trustee on or before the Objection Deadline. You may attend the hearing on the Motion to Expedite on February 27, 2018, at 9:00 a.m. EST (the Hearing, at the United States Bankruptcy Court located at 537 Congress Street, 2nd Floor, Portland, Maine. The Hearing may be postponed or rescheduled from time to time, without further notice, except as may be provided at the Hearing. As set forth more fully in the Maine Bankruptcy Court s Administrative Procedures for Telephonic Participation in Hearings (the Procedures (see counsel and other interested parties seeking to be heard on the Motion to Expedite have the option (unless the Hearing involves a pro se debtor or the introduction of evidence, in which event all parties must appear in Court at the Hearing of participating in the Hearing by contacting CourtCall (( at least twenty-four hours in advance of the Hearing and arranging for such a telephonic appearance. Any persons or entities desiring to appear telephonically at the Hearing must comply with all the requirements set forth in the Procedures and bear their own costs and expenses. Your rights may be affected. You should read these papers carefully and discuss them with your attorney, if you have one in this bankruptcy case. (If you do not have an attorney, you may wish to consult one _1.docx

8 Case Doc Filed 02/14/18 Entered 02/14/18 12:06:54 Desc Hearing Notice Page 2 of 2 Absent a timely written objection, the Trustee s Motion to Expedite may be approved by the Bankruptcy Court without further notice or hearing. Dated: February 14, 2018 NATHANIEL R. HULL, Chapter 11 Trustee By: /s/ Roger A. Clement, Jr. Roger A. Clement, Jr., Esq. Stephen B. Segal, Esq. Verrill Dana LLP One Portland Square Portland, ME Tel: rclement@verrilldana.com ssegal@verrilldana.com bankr@verrilldana.com _1.docx -2-