Case Doc 748 Filed 07/27/15 Entered 07/27/15 17:22:40 Desc Main Document Page 1 of 4

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1 Case Doc 748 Filed 07/27/15 Entered 07/27/ Desc Main Document Page 1 of 4 UNITED STATES BANKRUPTCY COURT DISTRICT OF CONNECTICUT BRIDGEPORT DIVISION In re O.W. Bunker Holding North America Inc., et al., 1 Debtors. Chapter 11 Case No Jointly Administered EX PARTE MOTION OF THE DEBTORS TO (i) SCHEDULE AN EXPEDITED HEARING ON THE DEBTORS THIRD MOTION TO EXTEND EXCLUSIVE PERIODS TO FILE A CHAPTER 11 PLAN AND SOLICIT ACCEPTANCES THERETO PURSUANT TO SECTION 1121(d) OF THE BANKRUPTCY CODE; AND (II) ENTER A BRIDGE ORDER EXTENDING EXCLUSIVITY FROM JULY 31, 2015 TO AUGUST 4, 2015, THE REQUESTED DATE OF THE EXPEDITED HEARING The debtors and debtors in possession in the above-captioned cases (collectively, the Debtors ) hereby move (the Motion ) for entry of an order pursuant to section 105(a) of the United States Bankruptcy Code, 11 U.S.C. 101 et seq. (the Bankruptcy Code ) and Rule 9006 of the Federal Rules of Bankruptcy Procedure (the Bankruptcy Rules ) granting an expedited hearing on the Debtors Third Motion to Extend Exclusive Periods to File a Chapter 11 Plan and Solicit Acceptances Thereto Pursuant to Section 1121(d) of the Bankruptcy Code (the Extension Motion ); setting a hearing on the Extension Motion on August 4 at 1000 a.m. (prevailing Eastern Time)(the Hearing Date ); and entering the attached proposed Bridge Order extending the Debtor s exclusivity from July 31, 2015 to the Hearing Date (the Bridge Order ). 2 In support hereof, the Debtors state as follows 1 The last four digits of the Debtors taxpayer identification numbers follow in parentheses O.W. Bunker Holding North America Inc. (7474), O.W. Bunker North America Inc. (7158) and O.W. Bunker USA Inc. (3556). The Debtors address is 281 Tresser Blvd., 2 Stamford Plaza, 15th Floor, Stamford, CT The Debtors proposed Bridge Order is attached hereto as Exhibit A v1

2 Case Doc 748 Filed 07/27/15 Entered 07/27/ Desc Main Document Page 2 of 4 JURISDICTION 1. This Court has jurisdiction to consider this Motion under 28 U.S.C. 157 and This is a core proceeding under 28 U.S.C. 157(b). Venue of these cases and this Motion in this district is proper under 28 U.S.C and The predicate for the relief requested herein is Bankruptcy Code 105 and Bankruptcy Rule BACKGROUND 3. The Debtors are part of a family of global marine fuel logistics companies ultimately owned by OW Bunker A/S, a Danish company (collectively, the OW Bunker Companies ). The OW Bunker Companies were in the business of global marine fuel supply. The Debtors conducted the North American operations for the OW Bunker Companies. 4. On November 13, 2014 (the Petition Date ), the Debtors filed voluntary petitions under chapter 11 of the Bankruptcy Code. The Debtors continue to operate as debtors-inpossession pursuant to sections 1107(a) and 1108 of the Bankruptcy Code. The Court has entered a final order for joint administration of these chapter 11 cases [Docket No. 52]. The Court has not appointed a trustee or an examiner. 5. The Office of the United States Trustee (the U.S. Trustee ) formed an official committee of unsecured creditors of the Debtors on November 26, 2014 [Docket No. 89]. 6. The factual background regarding the Debtors, including their business operations, their capital and debt structures, and the events leading to the filing of the Chapter 11 Cases, is set forth in detail in the Declaration of Adrian Tolson, General Manager of O.W. Bunker North America Inc., in Support of Chapter 11 Petitions and First Day Pleadings [Docket No. 15] (the Tolson Declaration ). -2-

3 Case Doc 748 Filed 07/27/15 Entered 07/27/ Desc Main Document Page 3 of 4 RELIEF REQUESTED 7. Previously, the Court has extended the Exclusive Filing Period through and including July 31, 2015 and the Exclusive Solicitation Period through and including September 30, Through the Extension Motion, the Debtors request that, pursuant to section 1121(d) of the Bankruptcy Code, the Court (i) authorize an extension of the Exclusive Filing Period by 60 days, through and including September 30, 2015 and (ii) extend the Exclusive Solicitation Period by 60 days, through and including November 30, 2015, without prejudice to their rights to seek further extension, subject to the limits set forth in 1121(d)(2) of the Bankruptcy Code. 8. In pertinent part, Bankruptcy Rule 9006(c) provides that when an act is required or allowed to be done at or within a specified time by these Rules whereby notice given thereunder or by order of the court, the court for cause shown may in its discretion, with or without motion or notice, order the period reduced. 9. By this Motion, the Debtors are requesting an expedited hearing on the Extension Motion. In an effort to achieve the opportunity for a timely hearing under the circumstances, and to conserve the Debtors resources and avoid burdening the Court by requesting a separate hearing date for the Extension Motion, the Debtors request that the Court schedule the hearing on the Extension Motion on August 4, 2015 at 1000 a.m., at which time the Court has previously scheduled a status conference in these cases. 10. A copy of the proposed order on the Motion is attached hereto as Exhibit B. 11. By the Motion, the Debtors also seek the entry of the Bridge Order, which extends the Debtor s exclusivity from July 31, 2015 to the Hearing Date. -3-

4 Case Doc 748 Filed 07/27/15 Entered 07/27/ Desc Main Document Page 4 of 4 WHEREFORE, the Debtors respectfully request that the Court (i) enter order scheduling a hearing on an expedited basis for the Extension Motion for June 30, 2015 at 1100 a.m.; and (ii) enter the Bridge Order. Dated Hartford, Connecticut July 27, 2015 Respectfully submitted, /s/ Patrick Birney Michael R. Enright, Esq. (ct10286) Patrick M. Birney, Esq. (ct19875) ROBINSON & COLE LLP 280 Trumbull Street Hartford, CT Telephone (860) Facsimile (860) menright@rc.com pbirney@rc.com - and - Natalie D. Ramsey, Esq. (admitted pro hac vice) Richard D. Placey, Esq. (admitted pro hac vice) Davis Lee Wright, Esq. (admitted pro hac vice) MONTGOMERY, McCRACKEN, WALKER & RHOADS, LLP 437 Madison Avenue, 29th Floor New York, NY Telephone (212) Facsimile (212) nramsey@mmwr.com rplacey@mmwr.com dwright@mmwr.com Counsel for the Debtors and Debtors in Possession -4-

5 Case Doc Filed 07/27/15 Entered 07/27/ Desc Proposed Order /Form of Bridge Order Page 1 of 3 EXHIBIT A Proposed Form of Bridge Order

6 Case Doc Filed 07/27/15 Entered 07/27/ Desc Proposed Order /Form of Bridge Order Page 2 of 3 UNITED STATES BANKRUPTCY COURT DISTRICT OF CONNECTICUT BRIDGEPORT DIVISION In re O.W. Bunker Holding North America Inc., et al., 1 Debtors. Chapter 11 Case No (ahws) Jointly Administered BRIDGE ORDER EXTENDING THE DEBTORS EXCLUSIVE PERIODS TO FILE A CHAPTER 11 PLAN AND SOLICIT ACCEPTANCES THERETO TO AUGUST 4, 2015 AND SCHEDULING THE DEBTORS THIRD MOTION TO EXTEND EXCLUSIVITY FOR THE PREVIOUSLY SCHEDULED AUGUST 4, 2015 HEARING Upon consideration of the Debtors request for an entry of a bridge order, pursuant to Bankruptcy Code 1121(d) and Bankruptcy Rule 9006(b)(1), extending the time for them to file a Chapter 11 plan and solicit acceptances thereto from July 31, 2015 to August 4, 2015; and the Court having jurisdiction to consider the request and the relief requested therein pursuant to 28 U.S.C. 157 and 1334; and venue being proper before this Court pursuant to 28 U.S.C and 1409; and the relief requested being in the best interest of the Debtors, their estates, creditors, and other parties-in-interest; and ING Bank N.V., the Committee and NuStar having consented to entry of this order forth herein. IT IS HEREBY ORDERED THAT 1. The Debtors request for a temporary extension of exclusivity is granted as set 2. Pursuant to Bankruptcy Code 1121(d), the Debtors time to file a chapter 11 plan is extended until at least August 4, 2015, without prejudice to the Debtors right to request further extensions. 2 1 The last four digits of the Debtors taxpayer identification numbers follow in parentheses O.W. Bunker Holding North America Inc. (7474), O.W. Bunker North America Inc. (7158) and O.W. Bunker USA Inc. (3556). The Debtors address is 281 Tresser Blvd., 2 Stamford Plaza, 15th Floor, Stamford, CT

7 Case Doc Filed 07/27/15 Entered 07/27/ Desc Proposed Order /Form of Bridge Order Page 3 of 3 3. The Debtors Third Motion to Extend Exclusivity will be heard on August 4, The Debtors are authorized and empowered to take any and all actions necessary to implement and effectuate the terms of this Order. 5. The terms and conditions of this Order shall be immediately effective and enforceable upon its entry. 6. This Court shall retain jurisdiction over all matters arising from or related to the interpretation and implementation of this Order. Dated Bridgeport, Connecticut, All time periods set forth in this Order shall be calculated in accordance with Bankruptcy Rule 9006(a). -2-

8 Case Doc Filed 07/27/15 Entered 07/27/ Desc Proposed Order on Motion to Expedite Page 1 of 3 EXHIBIT B Proposed Form of Order

9 Case Doc Filed 07/27/15 Entered 07/27/ Desc Proposed Order on Motion to Expedite Page 2 of 3 UNITED STATES BANKRUPTCY COURT DISTRICT OF CONNECTICUT BRIDGEPORT DIVISION In re O.W. Bunker Holding North America Inc., et al., 1 Debtors. Chapter 11 Case No Jointly Administered ORDER GRANTING THE MOTION OF THE DEBTORS TO SCHEDULE AN EXPEDITED HEARING ON THE DEBTORS SECOND MOTION TO EXTEND EXCLUSIVE PERIODS TO FILE A CHAPTER 11 PLAN AND SOLICIT ACCEPTANCES THERETO PURSUANT TO SECTION 1121(d) OF THE BANKRUPTCY CODE Upon consideration of the Motion for Expedited Hearing (the Motion ) on the Debtors Second Motion to Extend Exclusive Periods to File a Chapter 11 Plan and Solicit Acceptances Thereto Pursuant to Section 1121(d) of the Bankruptcy Code (the Extension Motion ), filed by the Debtors, any responses thereto, any evidence presented, and any arguments of counsel, the Court after due deliberation and sufficient cause appearing therefor, hereby GRANTS the Motion. IT IS HEREBY 1. ORDERED that the Motion and all requests for relief therein are GRANTED; and it is further 2. ORDERED that the hearing on the Extension Motion is set for August 4, 2015 at 1000 a.m., at the United States Bankruptcy Court, District of Connecticut, Bridgeport Division, 915 Lafayette Boulevard, Bridgeport, CT The last four digits of the Debtors taxpayer identification numbers follow in parentheses O.W. Bunker Holding North America Inc. (7474), O.W. Bunker North America Inc. (7158) and O.W. Bunker USA Inc. (3556). The Debtors address is 281 Tresser Blvd., 2 Stamford Plaza, 15th Floor, Stamford, CT

10 Case Doc Filed 07/27/15 Entered 07/27/ Desc Proposed Order on Motion to Expedite Page 3 of 3 3. ORDERED, that immediately upon entry of this Order, a copy of this Order shall be served to (a) the United States Trustee for the District of Connecticut; (b) counsel to the Committee; and (c) any other entity that has filed a notice of appearance in these Chapter 11 Cases and requested electronic service. 4. ORDERED, that the Debtors shall file a certificate of service and service list that such service has been made. Dated Bridgeport, Connecticut,