Case 15-10197-BLS Doc 2348 Filed 06/05/15 Page 1 of 5 UNITED STATES BANKRUPTCY COURT DISTRICT OF DELAWARE In re RADIOSHACK CORPORATION, et al., 1 Debtors. Chapter 11 Case No. 15-10197 (BLS) Jointly Administered Related to Docket No. 2347 MOTION FOR AN ORDER EXPEDITING CONSIDERATION OF, AND SHORTENING THE NOTICE PERIOD APPLICABLE TO THE DEBTORS' MOTION FOR AN ORDER (I) SCHEDULING COMBINED HEARING ON APPROVAL OF DISCLOSURE STATEMENT AND CONFIRMATION OF PLAN, (II) ESTABLISHING PROCEDURES FOR SOLICITATION AND TABULATION OF VOTES ON PLAN AND (III) APPROVING RELATED MATTERS The above-captioned debtors (collectively, the "Debtors") move pursuant to section 105(a) of the Bankruptcy Code, Rule 9006 of the Federal Rules of Bankruptcy Procedure (the "Bankruptcy Rules") and Rule 9006-1 of the Local Rules of Practice and Procedure for the United States Bankruptcy Court for the District of Delaware (the "Local Rules") to expedite consideration of, and to shorten the notice period applicable to the Debtors' Motion for an Order (i) Scheduling Combined Hearing on Approval of Disclosure Statement and Confirmation of Plan, (ii) Establishing Procedures for Solicitation and Tabulation of Votes on Plan and (iii) Approving Related Matters (the "Solicitation Procedures Motion"). In support of this motion, the Debtors respectfully represent as follows 1 The Debtors are the following eighteen entities (the last four digits of their respective taxpayer identification numbers follow in parentheses) RadioShack Corporation (7710); Atlantic Retail Ventures, Inc. (6816); Ignition L.P. (3231); ITC Services, Inc. (1930); Merchandising Support Services, Inc. (4887); RadioShack Customer Service LLC (8866); RadioShack Global Sourcing Corporation (0233); RadioShack Global Sourcing Limited Partnership (8723); RadioShack Global Sourcing, Inc. (3960); RS Ig Holdings Incorporated (8924); RSIgnite, LLC (0543); SCK, Inc. (9220); Tandy Finance Corporation (5470); Tandy Holdings, Inc. (1789); Tandy International Corporation (9940); TE Electronics LP (9965); Trade and Save LLC (3850); and TRS Quality, Inc. (5417). The address of each of the Debtors is 300 RadioShack Circle, Fort Worth, Texas 76102. NAI-1500351190v1
Case 15-10197-BLS Doc 2348 Filed 06/05/15 Page 2 of 5 Background 1. On February 5, 2015, each of the Debtors commenced a case by filing a voluntary petition for relief under chapter 11 of the Bankruptcy Code. 2 The Debtors are continuing in possession of their properties and are managing their businesses, as debtors in possession, pursuant to sections 1107(a) and 1108 of the Bankruptcy Code. 2. Contemporaneously with the filing of this motion, the Debtors filed the Solicitation Procedures Motion, which seeks entry of an order (a) scheduling a combined hearing (the "Combined Hearing") on confirmation of the Debtors' proposed Joint Plan of Liquidation of RadioShack Corporation and Its Debtor Affiliates (as it may be amended or modified, the "Plan") and the adequacy of the Debtors' proposed disclosure statement concerning the Plan, which the Debtors intend to file prior to the hearing on the Solicitation Motion; (b) approving the form and manner of notice of the Combined Hearing; (c) establishing procedures for the solicitation and tabulation of votes to accept or reject the Plan; and (d) approving certain additional procedures associated with the Plan confirmation process. Relief Requested 3. By this motion, the Debtors respectfully request that the Court consider the Solicitation Procedures Motion at the omnibus hearing on June 16, 2015 at 930 a.m. (prevailing Eastern Time). 4. The Debtors also request that the Court direct that any objections or other responses to the Solicitation Procedures Motion (collectively, the "Objections") be due on or before June 12, 2015 at 400 p.m. (prevailing Eastern Time). 2 This Court has jurisdiction to consider this matter pursuant to 28 U.S.C. 1334. This is a core proceeding pursuant to 28 U.S.C. 157(b). Venue is proper before this Court pursuant to 28 U.S.C. 1408 and 1409. -2-
Case 15-10197-BLS Doc 2348 Filed 06/05/15 Page 3 of 5 Basis for Relief Requested 5. Bankruptcy Rule 9006(c)(1) provides that "when an act is required or allowed to be done at or within a specified time by these rules or by a notice given thereunder or by order of court, the court for cause shown may in its discretion with or without motion or notice order the period reduced." Fed. R. Bankr. P. 9006(c)(1). 6. Pursuant to Local Rule 9006-1, parties are required to provide at least eighteen days notice of all motions (twenty one if service is by first class mail and nineteen if service is by overnight delivery), unless approval of shortened notice is granted by the Court. Local Rule 9006-1(e) provides that "no motion will be scheduled on less notice than required by these Local Rules or the Fed. R. Bankr. P. except by order of the Court, on written motion... specifying the exigencies justifying shortened notice." Del. Bankr. L.R. 9006-1(e). 7. The Debtors respectfully submit that good cause and exigent circumstances exist warranting expedited consideration of the Solicitation Procedures Motion. As explained in the Solicitation Procedures Motion, an expedited confirmation process will preserve the Debtors' resources by, among other things, permitting the Debtors to avoid additional administrative expenses that would be incurred in a more lengthy confirmation process, to the benefit of the Debtors' creditors. Expedited consideration of the Solicitation Procedures Motion is essential to enable the Debtors to promptly implement this streamlined process. 8. Accordingly, the Debtors request that the Court consider the Solicitation Procedures Motion at the omnibus hearing to be held on June 16, 2015 at 930 a.m. (prevailing Eastern Time), with Objections due on or before June 12, 2015 at 400 p.m. (prevailing Eastern Time). The Debtors respectfully submit that under the circumstances, the proposed timeline -3-
Case 15-10197-BLS Doc 2348 Filed 06/05/15 Page 4 of 5 provides parties-in-interest a sufficient opportunity to review, evaluate and comment on the Solicitation Procedures Motion. 9. Pursuant to Local Rule 9006-1(e), the Court may rule on this motion without the need for a hearing, and the Debtors request that the motion be granted without further hearing. No Prior Request 10. No prior request for the relief sought herein has been made to this Court or any other court. Notice 11. Substantially contemporaneous with their filings, the Debtors are serving the Solicitation Procedures Motion and this motion on (a) the Office of the United States Trustee for the District of Delaware; (b) counsel to the official committee of unsecured creditors; (c) counsel to Salus Capital Partners, LLC, in its capacity as administrative and collateral agent for certain senior secured lenders; (d) counsel to Wilmington Trust, N.A., in its capacity as the trustee under the indenture governing the unsecured notes; and (e) all parties entitled to notice pursuant to Bankruptcy Rule 2002. Due to the nature of the relief requested in the Solicitation Procedures Motion and this motion, the Debtors respectfully submit that no further notice is necessary. WHEREFORE, the Debtors respectfully request that the Court enter an order substantially in the form attached hereto as Exhibit A (i) granting the relief requested in this motion; (ii) scheduling the Solicitation Procedures Motion for the omnibus hearing on June 16, 2015 at 930 a.m. (prevailing Eastern Time); (iii) requiring that Objections to the Solicitation Procedures Motion be due on or before June 12, 2015 at 400 p.m. (prevailing Eastern Time); and (iv) granting such other and further relief to the Debtors as the Court deems just and proper. -4-
Case 15-10197-BLS Doc 2348 Filed 06/05/15 Page 5 of 5 Dated June 5, 2015 Wilmington, Delaware Respectfully submitted, PEPPER HAMILTON LLP /s/ Evelyn J. Meltzer David M. Fournier (DE 2812) Evelyn J. Meltzer (DE 4581) Michael J. Custer (DE 4843) Hercules Plaza, Suite 5100 1313 N. Market Street P.O. Box 1709 Wilmington, Delaware 19899-1709 Telephone (302) 777-6500 Facsimile (302) 421-8390 -and- David G. Heiman (OH 0038271) JONES DAY 901 Lakeside Avenue Cleveland, Ohio 44114 Telephone (216) 586-3939 Facsimile (216) 579-0212 Gregory M. Gordon (TX 08435300) Dan B. Prieto (TX 24048744) JONES DAY 2727 N. Harwood Street Dallas, Texas 75201 Telephone (214) 220-3939 Facsimile (214) 969-5100 Thomas A. Howley (TX 24010115) Paul M. Green (TX 24059854) JONES DAY 717 Texas Suite 3300 Houston, Texas 77002 Telephone (832) 239-3939 Facsimile (832) 239-3600 ATTORNEYS FOR DEBTORS -5-
Case 15-10197-BLS Doc 2348-1 Filed 06/05/15 Page 1 of 3 EXHIBIT A NAI-1500351190v1
Case 15-10197-BLS Doc 2348-1 Filed 06/05/15 Page 2 of 3 UNITED STATES BANKRUPTCY COURT DISTRICT OF DELAWARE In re RADIOSHACK CORPORATION, et al., 1 Debtors. Chapter 11 Case No. 15-10197 (BLS) Jointly Administered Related Docket Nos. 2347, ORDER EXPEDITING CONSIDERATION OF, AND SHORTENING THE NOTICE PERIOD APPLICABLE TO THE DEBTORS' MOTION FOR AN ORDER (I) SCHEDULING COMBINED HEARING ON APPROVAL OF DISCLOSURE STATEMENT AND CONFIRMATION OF PLAN, (II) ESTABLISHING PROCEDURES FOR SOLICITATION AND TABULATION OF VOTES ON PLAN AND (III) APPROVING RELATED DATES, FORMS AND PROCEDURES This matter coming before the Court on the Motion For An Order Expediting Consideration of, and Shortening the Notice Period Applicable to the Debtors' Motion for an Order (i) Scheduling Combined Hearing on Approval of Disclosure Statement and Confirmation of Plan, (ii) Establishing Procedures for Solicitation and Tabulation of Votes on Plan and (iii) Approving Related Dates, Forms and Procedures (the "Motion to Shorten"), 2 filed by the above captioned debtors (collectively, the "Debtors"); the Court having reviewed the Motion to Shorten; the Court having found that (i) the Court has jurisdiction over this matter pursuant to 28 U.S.C. 157 and 1334, (ii) venue is proper in this district pursuant to 28 U.S.C. 1409, 1 2 The Debtors are the following eighteen entities (the last four digits of their respective taxpayer identification numbers follow in parentheses) RadioShack Corporation (7710); Atlantic Retail Ventures, Inc. (6816); Ignition L.P. (3231); ITC Services, Inc. (1930); Merchandising Support Services, Inc. (4887); RadioShack Customer Service LLC (8866); RadioShack Global Sourcing Corporation (0233); RadioShack Global Sourcing Limited Partnership (8723); RadioShack Global Sourcing, Inc. (3960); RS Ig Holdings Incorporated (8924); RSIgnite, LLC (0543); SCK, Inc. (9220); Tandy Finance Corporation (5470); Tandy Holdings, Inc. (1789); Tandy International Corporation (9940); TE Electronics LP (9965); Trade and Save LLC (3850); and TRS Quality, Inc. (5417). The address of each of the Debtors is 300 RadioShack Circle, Fort Worth, Texas 76102. Capitalized terms not otherwise defined herein shall have the meanings given to them in the Motion to Shorten. NAI-1500351190v1
Case 15-10197-BLS Doc 2348-1 Filed 06/05/15 Page 3 of 3 (iii) this is a core proceeding pursuant to 28 U.S.C. 157(b) and (iv) notice of the Motion to Shorten was sufficient under the circumstances; after due deliberation the Court having determined that the relief requested is in the best interests of the Debtors, their estates and their creditors and good and sufficient cause having been shown; IT IS HEREBY ORDERED THAT 1. The Motion to Shorten is GRANTED. 2. The Solicitation Procedures Motion shall be heard at the omnibus hearing to be held on June 16, 2015 at 930 a.m. (prevailing Eastern Time). 3. Any Objections to the Solicitation Procedures Motion shall be due on or before June 12, 2015 at 400 p.m. (prevailing Eastern Time). 4. This Court shall retain jurisdiction to hear and determine all matters arising from or related to the interpretation, implementation, or enforcement of this Order. Dated June, 2015 Wilmington, Delaware THE HONORABLE BRENDAN L. SHANNON UNITED STATES BANKRUPTCY JUDGE -2-