UNITED STATES BANKRUPTCY COURT SOUTHERN DISTRICT OF NEW YORK ---------------------------------------------------------------x In re AMBAC FINANCIAL GROUP, INC., Debtor. ---------------------------------------------------------------x Chapter 11 Case No. 10-15973 (SCC) ORDER, PURSUANT TO BANKRUPTCY RULES 2002, 9007, AND 9036, AND LOCAL RULE 2002-2, ESTABLISHING CERTAIN NOTICE, CASE MANAGEMENT, AND ADMINISTRATIVE PROCEDURES Upon the motion dated as of November 8, 2010 (the Motion ), 1 of Ambac Financial Group, Inc. (the Debtor ), as debtor and debtor in possession in the above-captioned chapter 11 case, pursuant to Rules 2002, 9007, and 9036 of the Federal Rules of Bankruptcy Procedure (the Bankruptcy Rules ) and Rule 2002-2 of the Local Rules for the United States Bankruptcy Court for the Southern District of New York (the Local Rules ), for an order establishing certain notice, case management, and administrative procedures (the Case Management Procedures ), all as more fully described in the Motion; and the Court having jurisdiction to consider the Motion and the relief requested therein in accordance with 28 U.S.C. 1334 and the Standing Order M-61 Referring to Bankruptcy Judges for the Southern District of New York Any and All Proceedings Under Title 11, dated July 10, 1984 (Ward, Acting C.J.); and consideration of the Motion and the relief requested therein being a core proceeding pursuant to 28 U.S.C. 157(b); and venue being proper before this Court pursuant to 28 U.S.C. 1408 and 1409; and no trustee, examiner, or statutory creditors committee having been appointed in this chapter 11 case, and due and proper notice of the Motion having been provided, and it appearing that no 1 Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the Motion.
other or further notice need be provided; and a hearing having been held to consider the relief requested in the Motion on an interim basis (the Hearing ); and upon the Affidavit of David W. Wallis in Support of the Debtor s Chapter 11 Petition and First Day Motions and Pursuant to Local Rule 1007-2, the record of the Hearing, and all of the proceedings had before the Court; and the Court having found and determined that the relief sought in the Motion is in the best interests of the Debtor, its estate and creditors, and all parties in interest, and that the legal and factual bases set forth in the Motion establish just cause for the relief granted herein; and after due deliberation and sufficient cause appearing therefore, it is ORDERED that the Motion is granted as may be modified herein; and it is further ORDERED that the Case Management Procedures, attached hereto as Schedule 1, are hereby approved and shall govern all applicable aspects of the Debtor s chapter 11 case; and it is further ORDERED that Kurtzman Carson Consultants LLC, the Debtor s proposed claims and noticing agent, shall establish a case website at http//www.kccllc.net/ambac, where, among other things, electronic copies of all pleadings filed in the Debtor s chapter 11 case shall be posted and may be viewed free of charge; and it is further ORDERED that any notice sent by the Debtor or any party in interest to those parties listed in the Master Service List or the 2002 List (each as defined in the Case Management Procedures) or to any party or parties required to be served pursuant to title 11 of the United States Code (the Bankruptcy Code ), the Bankruptcy Rules, the Local Rules, the Case Management Procedures, or further order of the Court shall be deemed sufficient and in compliance thereof; and it is further 2
ORDERED that notwithstanding the possible applicability of Bankruptcy Rules 6004(h), 7062, 9014, or otherwise, the terms and conditions of this Order shall be immediately effective and enforceable upon its entry; and it is further ORDERED that the Court shall retain jurisdiction with respect to any and all matters relating to or arising from the interpretation or implementation of this Order. Dated November 9, 2010 New York, New York /s/shelley C. Chapman UNITED STATES BANKRUPTCY JUDGE 3
SCHEDULE 1 Case Management Procedures
UNITED STATES BANKRUPTCY COURT SOUTHERN DISTRICT OF NEW YORK ---------------------------------------------------------------x In re AMBAC FINANCIAL GROUP, INC., Debtor. ---------------------------------------------------------------x Chapter 11 Case No. 10-15973 (SCC) NOTICE, CASE MANAGEMENT, AND ADMINISTRATIVE PROCEDURES These notice, case management, and administrative procedures (the Case Management Procedures ) have been approved by the United States Bankruptcy Court for the Southern District of New York (the Court ) for the chapter 11 case of the above-captioned debtor and debtor in possession (the Debtor ) in the Order Pursuant to Bankruptcy Rules 2002, 9007 and 9036 and Local Rule 2002-2 for Order Establishing Certain Notice, Case Management, and Administrative Procedures (the Order ), entered by the Court on November 9, 2010 [Docket No. ]. A copy of the Order or any other document filed in the Debtor s chapter 11 case may be obtained by (i) accessing the website maintained by Kurtzman Carson Consultants LLC, the Debtor s claims and noticing agent (the Claims and Noticing Agent ), at http//www.kccllc.net/ ambac (the Case Website ); (ii) contacting the Claims and Noticing Agent directly at 599 Lexington Avenue, 39th Floor, New York, New York 10022, telephone (917) 281-4800, or (iii) accessing the Court s website, at http//www.nysb.uscourts.gov/ for a nominal fee (a PACER login and password are required). I. Omnibus Hearing Dates 1. All Matters to be Heard at Omnibus Hearings. The Court shall schedule periodic omnibus hearings (the Omnibus Hearings ) to consider all notices, motions, applications, and other requests for relief, all briefs, memoranda, affidavits, declarations, replies, and other
documents filed in support of such papers seeking relief (collectively, the Requests for Relief ) and all objections and responses to such Requests for Relief (collectively, the Objections, and together with the Requests for Relief and all other filed documents, the Court Filings ) pursuant to the following procedures (i) (ii) (iii) Ordinary Scheduling Procedures. In accordance with Rule 9006-1(b) of the Local Rules for the United States Bankruptcy Court for the Southern District of New York (the Local Rules ), in the event that a party files and serves a Request for Relief at least 14 days before the next regularly scheduled Omnibus Hearing, the matter shall be set for hearing on the next regularly scheduled Omnibus Hearing date. If a party files and serves a Request for Relief less than 14 days before the next regularly scheduled Omnibus Hearing, the matter shall not be set for hearing on the next regularly scheduled Omnibus Hearing date, but shall be set for hearing on the date of the following Omnibus Hearing. Emergency Scheduling Procedures. Notwithstanding the Ordinary Scheduling Procedures, pursuant to the Local Rules, all parties shall retain the ability to request an emergency hearing. Initial Omnibus Hearings. The first four Omnibus Hearings shall be held on the following dates and times (a) 200 p.m. on the 30th day of November, 2010; (b) 200 p.m. on the 21th day of December, 2010; (c) 1000 a.m. on the 19th day of January, 2011; and (d) 1000 a.m. on the 16th day of February, 2011. 2. Subsequent Omnibus Hearings. At or before the third Omnibus Hearing, the Debtor shall request that the Court schedule additional Omnibus Hearings. The Court shall schedule such Omnibus Hearings and, upon scheduling, the Claims and Noticing Agent shall post the dates of the Omnibus Hearings on the Case Website. 3. Proposed Omnibus Hearing Agenda. Two (2) business days prior to each Omnibus Hearing, Debtor s counsel shall file a proposed Omnibus Hearing agenda listing the matters scheduled to be heard at such Omnibus Hearing (each, a Proposed Hearing Agenda ). 2
A Proposed Hearing Agenda may include notice of matters that have been consensually adjourned to a later Omnibus Hearing in lieu of separate notice of such adjournment(s); provided, however, for all matters adjourned to be heard at a later Omnibus Hearing or some other future date, the Debtor will also electronically file on the docket (but need not serve) a notice of adjournment with respect to such matter(s). 4. Each Proposed Hearing Agenda will include, to the extent known by Debtor s counsel (a) the docket number and title of each matter to be scheduled for hearing at such Omnibus Hearing, including the docket numbers of the initial filing and any responses, replies, or documents related thereto; (b) a statement setting forth which matters are (i) contested or uncontested and (ii) settled or proposed to be continued; (c) other comments that will assist the Court; and (d) a suggested order in which to address the scheduled matters. II. Filings and Notice Procedures; Deadlines for the Filing of Responsive Pleadings 5. Procedures Established for Filing Court Filings. All Court Filings in this case shall be filed electronically with the Court on the docket of In re Ambac Financial Group, Inc., Case No. 10-15973 (SCC) (the Docket ), in accordance with the Court s General Order M-399, by registered users of the Court s electronic case filing system and by all other parties in interest on a 3.5 inch floppy disk. Further, pursuant to Local Rule 9070-1, at least one hard copy of any court document filed with the Court (other than proofs of claim) shall be (i) marked Chambers Copy and delivered in an unsealed envelope to the chambers of the Honorable Judge Shelley C. Chapman, United States Bankruptcy Court, One Bowling Green, New York, New York 10004, not later than the next business day following the date on which such document is electronically filed and (ii) delivered by first class mail to the Office of the United States Trustee for the Southern District of New York (the U.S. Trustee ) as well as every party listed on the Master Service List (as defined below). 3
6. Procedures Established for Notices. All Court Filings shall be filed with the Court or other applicable court and served in accordance with the notice procedures set forth herein (the Notice Procedures ). 7. Notices of Requests for Relief. A notice shall be affixed to the front of each Request for Relief, and the notice shall set forth (i) the title of the Request for Relief, (ii) the time and date of the objection deadline (in accordance with the Case Management Procedures set forth herein) and (iii) the Omnibus Hearing date at which the party intends to present the Request for Relief. The notice may also include a statement that the Request for Relief may be granted without a hearing if no objections are timely filed and served in accordance with the Case Management Procedures (a Presentment Notice ). If a Presentment Notice is filed with a Request for Relief, after the objection deadline has passed and if no objections were filed and served in accordance with the Case Management Procedures, counsel to the party that filed such Request for Relief may file on the Docket a certification that no objections were filed or served on the party who filed the Request for Relief and may request the proposed order be entered without a hearing. 8. Filing and Service of Objections, Replies and Other Responsive Pleadings. (i) (ii) (iii) Deadline for Objections. The deadline to file Objections (the Objection Deadline ) shall be 400 p.m. (prevailing Eastern Time) seven (7) calendar days before the applicable hearing or as otherwise ordered by the Court. For Requests for Relief that are set on an expedited basis less than fourteen (14) days after such Request for Relief is filed, the Objection Deadline shall be by 1200 p.m. (prevailing Eastern Time) on the business day preceding the hearing date. Failure to file Objections by the Objection Deadline may cause the Court to not consider the Objection. Extension of Objection Deadline. Upon the consent of the party filing the Request for Relief, the Objection Deadline may be extended without order of the Court. Service of Objections. All Objections shall be filed on the Docket with the Court and served by the applicable Objection Deadline upon the party filing the Request 4
for Relief, those entities on the Master Service List, the 2002 List, and each Affected Entity (each as defined below), with such Affected Entities to be determined based on the particular Court Filing being served; provided, however, that if the Objection Deadline is after the date that is seven (7) days before the applicable hearing, then Objections shall also be served by electronic mail, facsimile, hand delivery, or overnight mail upon the Debtor, counsel for the statutory creditors committee (the Committee ) and any other official committee appointed in the case, and each Affected Entity (each as defined below). (iv) Service of Replies to Objections. Unless otherwise agreed by the Affected Entity(ies) and the Debtor, if a Court Filing is a reply to an Objection, such reply shall be filed with the Court and served so as to actually be received by the Debtor, each party that filed an Objection, counsel for the Committee and any other official committee appointed in the case, and each Affected Entity in all cases by 1200 p.m. (prevailing Eastern Time) at least one (1) business day before the applicable hearing date. 9. Definitions of Entities Entitled to Service. All Court Filings shall be served on the Master Service List, the 2002 List, and any other Affected Entities (each as defined below and collectively referred to as the Service List ) according to the Notice Procedures described herein. (i) Master Service List. The Claims and Noticing Agent shall maintain a master service list (the Master Service List ), which shall be updated monthly. An updated Master Service List shall be made available by accessing the Case Website, contacting the Claims and Noticing Agent directly, or contacting the Debtor s counsel directly. The Master Service List shall include the following parties (a) (b) (c) (d) (e) (f) (g) the Debtor and its counsel; the U.S. Trustee; the Securities and Exchange Commission; the Internal Revenue Service; Counsel to the Wisconsin Office of the Commissioner of Insurance; The Bank of New York Mellon, as trustee in respect of the Debtor s Senior Notes and Directly Issued Capital Securities; Counsel to the Ad Hoc Committee of Senior Noteholders; 5
(h) (i) the members of and counsel for the statutory committee of unsecured creditors appointed in this case (the Committee ), or until such time as any committee is appointed, the entities listed on the List of Creditors Holding the twenty (20) largest unsecured claims against the Debtor s estate; and the members of and counsel for any other committee appointed. (ii) (iii) 2002 List. This group shall comprise all entities that, pursuant to Bankruptcy Rule 2002, have filed a request for service of filings. An updated 2002 List can be obtained on the Case Website. Affected Entities. This group shall be comprised of all entities with a particularized interest in the subject matter of the specific Court Filing, including the entity filing the Request for Relief (each, an Affected Entity ). 10. Electronic Mail Address Required to be Included on 2002 List. A request for service of filings pursuant to Bankruptcy Rule 2002 (each, a 2002 Notice Request ) filed with the Court shall be deemed proper if and only if it includes the following information with request to the party filing such request (i) name; (ii) street address; (iii) name of client(s), if applicable; (iv) telephone number; (v) facsimile number; and (vi) electronic mail address. 11. Certification Opting Out of Electronic Mail Service. Any individual or entity filing a 2002 Notice Request who does not maintain (and cannot practicably obtain) an electronic mail address and thereafter cannot receive service by electronic mail must include in the 2002 Notice Request a certification to that effect (the Certification ). The Certification shall include a statement certifying that the individual or entity does not maintain an electronic mail address and cannot practicably obtain an electronic mail address at which the individual or entity could receive service by electronic mail. Such individual entity will thereafter receive paper service. 12. 2002 Notice List. The Debtor shall be responsible for maintaining an updated 2002 List of those individuals and entities that have submitted a proper 2002 Notice Request. It is the responsibility of each entity submitting a 2002 Notice Request to file with the Court updated 2002 Notice Requests from time to time, as necessary, to reflect changes to any 6
information, including electronic mail address and contact person, and to serve a copy of any such update upon the Debtor. At least every fifteen (15) days during the first sixty (60) days of this case, and thereafter at least every 30 days, the Claims and Noticing Agent shall maintain and update the 2002 List by (i) making any additions and deletions; (ii) filing the updated 2002 List; (iii) serving the updated 2002 List on the parties listed thereon; (iv) filing a proof of service; and (v) simultaneously with the filing of the 2002 List, posting an updated version of the 2002 List on the Case Website. 13. Service of Motions. Unless otherwise ordered by the Court, with respect to filings for which particular notices are required to be served on all creditors and parties in interest, including Bankruptcy Rules 2002(a)(2) and (3), 4001, 6004, 6007 or 9019, parties shall serve all such filings only on the Service List by electronic mail or otherwise (if an exemption is granted) or, in the case of those parties on the Master Service List, by electronic mail and first class mail, in accordance with the following procedures (i) (ii) (iii) (iv) (v) (vi) in the case of any use, sale, lease, or abandonment of substantially all of the Debtor s property, on each entity asserting an interest in that property; in the case of a motion for relief or modification of the automatic stay, on each entity asserting a lien or encumbrance on the affected property; in the case of a motion relating to the use of cash collateral or obtaining credit, on each party asserting an interest in the cash collateral or a lien or other interest in property upon which a lien or encumbrance is proposed to be granted; in the case of a motion under Bankruptcy Rule 9019, on all parties that are parties to the relevant compromise and settlement or that may be directly affected by such compromise or settlement; in the case of assumption, assignment or rejection of an executory contract or an unexpired lease, on each party to the executory contract or the unexpired lease; any objection, opposition, response, reply, or further document filed directly in response to a document shall be served on the entity who filed such document; and 7
(vii) all matters for which the Bankruptcy Rules specifically require notice to all parties in interest shall be served on all parties in interest unless otherwise directed by the Court. 14. Except as set forth herein or otherwise provided by order of the Court, notices of the matters or proceedings described in the following Bankruptcy Rules must be given according to the requirements of the applicable Bankruptcy Rule (i) (ii) (iii) (iv) (v) (vi) (vii) (viii) (ix) (x) (xi) (xii) Bankruptcy Rule 2002(a)(1) (meeting of creditors pursuant to section 341 of the Bankruptcy Code); Bankruptcy Rule 2002(a)(2) (any proposed use, sale or lease of property of the estate other than in the ordinary course of business, to the extent that such use, sale or lease concerns all or substantially all of the Debtor s assets); Bankruptcy Rule 2002(a)(4) (hearing on the dismissal or conversion of the case to another chapter ); Bankruptcy Rule 2002(a)(5) (time fixed to accept or reject a proposed modification of a chapter 11 plan); Bankruptcy Rule 2002(a)(7) (time fixed for filing a proof of claim pursuant to Bankruptcy Rule 3003(c)); Bankruptcy Rule 2002(b)(1) (time fixed for filing objections and any hearing to consider approval of a disclosure statement); Bankruptcy Rule 2002(b)(2) (time fixed for filing objections and any hearing to consider confirmation of a chapter 11 plan); Bankruptcy Rule 2002(d) (certain matters for which notice is to be provided to equity security holders); Bankruptcy Rule 2002(f)(1) (entry of an order for relief); Bankruptcy Rule 2002(f)(2) (dismissal or conversion of a case to another chapter of the Bankruptcy Code); Bankruptcy Rule 2002(f)(3) (time allowed for filing claims pursuant to Bankruptcy Rule 3002); Bankruptcy Rule 2002(f)(6) (waiver, denial, or revocation of a discharge as provided in Bankruptcy Rule 4006); (xiii) Bankruptcy Rule 2002(f)(7) (entry of an order confirming a chapter 11 plan); and 8
(xiv) Bankruptcy Rule 2002(f)(8) (summary of the trustee s final report and account should a case be converted to chapter 7 of the Bankruptcy Code). 15. Certificates of Service. Certificates of service of all Court Filings, including a Service List, shall be filed on the Docket with the Court; provided, however, parties shall not be required to serve the certificate of service to such recipients. 16. Serving Adversary Proceedings. All pleadings and other Court Filings in any adversary proceeding commenced in this case shall be served upon each Affected Entity and any other entities required to be served under any applicable Bankruptcy Rule or Local Rule. 17. Service of Orders. All parties submitting orders shall serve a conformed copy of any entered order on each Affected Entity, the Claims and Noticing Agent and the Debtor within two (2) business days of entry of the order. The Debtor shall post all orders on the Case Website. 18. Right to Request Special Notice Procedures. Nothing herein shall prejudice the right of any entity to move the Court to further limit or expand notice of contested matters and adversary proceedings upon a showing of good cause, including without limitation the right to file a motion seeking emergency ex parte relief or relief upon shortened notice. III. Service by Eletronic Mail; Service to Master Service List by First Class Mail 19. Service by Electronic Mail. All Court Filings shall be electronically served on the Court s electronic filing system, other than service of a summons and complaint in an adversary proceeding or documents filed under seal, which shall be deemed to constitute proper service for all parties who are sent such electronic mail service; provided, however, that Court Filings shall be served on the Master Service List by electronic mail and first class mail. Subject to the limited exclusions set forth herein, each party that has filed a 2002 Notice Request shall be deemed to have consented to electronic service of papers. Service via the Court s electronic 9
filing system shall satisfy the filing party s obligations to serve entities and individuals on the 2002 List. 20. If a 2002 Notice Request fails to include an electronic mail address or a Certification, the Debtor shall forward a copy of these Case Management Procedures to such party within seven (7) days and specifically request an electronic mail address. If no electronic mail address or no Certification is provided in response to such request, such party shall not be added to the 2002 List and shall not be served with copies of Court Filings unless such pleadings and/or documents directly affect such party. NY3 3011651.10 10