UNITED STATES BANKRUPTCY COURT DISTRICT of NEW JERSEY Caption in Compliance with D.N.J
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Case 21-10632-MBK Doc 51 Filed 01/28/21 Entered 01/28/21 15:49:09 Desc Main Document Page 1 of 15 UNITED STATES BANKRUPTCY COURT DISTRICT OF NEW JERSEY Caption in Compliance with D.N.J. LBR 9004-1(b) Order Filed on January 28, 2021 FOX ROTHSCHILD LLP by Clerk 49 Market St. U.S. Bankruptcy Court Morristown, NJ 07960 District of New Jersey Mark E. Hall, Esq. Martha B. Chovanes, Esq. Michael R. Herz, Esq. [email protected] [email protected] [email protected] Telephone: (973) 992-4800 Facsimile: (973) 992-9125 Proposed Counsel for L’Occitane, Inc. In re: L’OCCITANE, INC., Chapter 11 Debtor. Case No. 21-10632-MBK Judge: Michael B. Kaplan ORDER AUTHORIZING (I) REJECTION OF CERTAIN UNEXPIRED LEASES OF NONRESIDENTIAL REAL PROPERTY PURSUANT TO 11 U.S.C. § 365 AND FED. R. BANKR. P. 6004 AND 6006, (II) ABANDONMENT OF ANY PERSONAL PROPERTY, EFFECTIVE AS OF THE REJECTION DATE, AND (III) GRANTING RELATED RELIEF The relief set forth on the following pages, numbered two (2) through four (4), is hereby ORDERED . DATED: January 28, 2021 118820295.v2 Case 21-10632-MBK Doc 51 Filed 01/28/21 Entered 01/28/21 15:49:09 Desc Main Document Page 2 of 15 Page 2 of 4 DEBTOR: L’Occitane, Inc. CASE NO: 21-10632-MBK CAPTION: Order Authorizing (I) Rejection of Certain Unexpired Leases of Nonresidential Real Property Pursuant to 11 U.S.C. §365 and Fed. R. Bankr. P. 6004 and 6006, (II) Abandonment of Any Personal Property, Effective as of the Rejection Date, and (III) Granting Related Relief Upon the motion (the “Motion”) 1 of the above-captioned debtor and debtor in possession (the “Debtor”), for entry of an order pursuant to sections 365, and 554 of title 11 of the United States Code (the “Bankruptcy Code”), and Rules 6004, 6006 and 9014 of the Federal Rules of Bankruptcy Procedure (the “Bankruptcy Rules”) for authority to reject certain unexpired leases and abandon certain Personal Property as more fully set forth in the Motion; and the Court having jurisdiction to decide the Motion and the relief requested therein in accordance with 28 U.S.C. §§ 157(a), (b) and 1334(b); 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 notice of the Motion having been given as provided in the Motion; and such notice having been adequate and appropriate under the circumstances; and it appearing that no other notice of Motion need be provided; and the Court having held a hearing to consider the relief requested in the Motion (the “Hearing”); and upon the Declaration of Yann Tanini in Support of Debtor’s Chapter 11 Petition and First Day Pleadings ; 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 and granted herein is in the best interests of the Debtor, its respective estate and creditors and all parties in interest; 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 therefor, IT IS HEREBY ORDERED THAT: 1 Capitalized terms not otherwise defined herein shall have the meanings ascribed to such terms in the Motion. 2 118820295.v2 Case 21-10632-MBK Doc 51 Filed 01/28/21 Entered 01/28/21 15:49:09 Desc Main Document Page 3 of 15 Page 3 of 4 DEBTOR: L’Occitane, Inc. CASE NO: 21-10632-MBK CAPTION: Order Authorizing (I) Rejection of Certain Unexpired Leases of Nonresidential Real Property Pursuant to 11 U.S.C. §365 and Fed. R. Bankr. P. 6004 and 6006, (II) Abandonment of Any Personal Property, Effective as of the Rejection Date, and (III) Granting Related Relief 1. The Motion is GRANTED as set forth herein. 2. The Unexpired Leases contained on Schedule 1 attached to this Order are hereby rejected effective as of the Rejection Date noted on Schedule 1. No later than the Rejection Date noted on Schedule 1, the Debtor shall relinquish control of and surrender the applicable Leased Premises to the Landlords noted on Schedule 1. 3. The Debtor is hereby authorized to abandon any equipment, fixtures, furniture, or other personal property that may be located at the premises and not otherwise moved to another store location (collectively the “Personal Property”), effective as of the Rejection Date noted in Schedule 1. Upon the Rejection Date, any Personal Property remaining on the Leased Premises shall be deemed abandoned by the Debtor (except the Debtor must remove any items containing personal and/or confidential information prior to the Rejection Date), and the Landlords may use or dispose of any Personal Property, in their sole discretion, free and clear of all liens, claims, encumbrances, and interests, without any further notice to any party or Court order, and without any liability to the Debtor and its estate and any third party and without waiver of any claim the Landlords may have against the Debtor and its estate. To the extent applicable, the automatic stay is hereby modified to permit such use or disposition, including but not limited to the transfer of title by the Debtor. 4. Notwithstanding Bankruptcy Rule 6004(h), this Order shall be effective and enforceable immediately upon entry hereof. 5. Pursuant to D.N.J. LBR 9013-5(e), any party may move for modification of this Order. 3 118820295.v2 Case 21-10632-MBK Doc 51 Filed 01/28/21 Entered 01/28/21 15:49:09 Desc Main Document Page 4 of 15 Page 4 of 4 DEBTOR: L’Occitane, Inc. CASE NO: 21-10632-MBK CAPTION: Order Authorizing (I) Rejection of Certain Unexpired Leases of Nonresidential Real Property Pursuant to 11 U.S.C. §365 and Fed. R. Bankr. P. 6004 and 6006, (II) Abandonment of Any Personal Property, Effective as of the Rejection Date, and (III) Granting Related Relief 6. This Court shall retain jurisdiction with respect to all matters arising from or related to the implementation or interpretation of this Order. 4 118820295.v2 Case 21-10632-MBK Doc 51 Filed 01/28/21 Entered 01/28/21 15:49:09 Desc Main Document Page 5 of 15 Schedule 1 List of Leases to be Rejected Store # Landlord/Counterparty Address of Landlord Real Property Address Rejection Date L209 170 Fifth Retail Condo LLC 170 Fifth Retail Condo LLC 170 5th Avenue, New York, NY 10010 January 31, 2021 c/o Ranger Properties, LLC c/o Ranger Properties, LLC 11 West 25th Street, 6th Floor New York, NY 10010 Attention: Sheldon Stein L206 85th Estates Company 85th Estates Company 180 East 86th Street, New York, NY 10028 Petition Date c/o Charles H. Greenthal c/o Charles H. Greenthal Management Corp. Management Corp. 4 Park Avenue New York, New York 10016 L035 AP Fillmore II c/o Acadia Realty Trust 2207 Fillmore Street, San Francisco, CA 94115 January 31, 2021 411 Theodore Fremd Avenue, Suite 300 Rye, NY 10580 L242 Astor Strategic Venture, Astor Retail Strategic Venture, LLC 2151 Broadway, New York, NY 10023 January 31, 2021 LLC c/o Vanbarton Services, LLC Also known as 2159 Broadway, NY, NY 10023 292 Madison Avenue, 7th Floor New York, NY 10017 L024 Bevill, Inc. Bevill, Inc. 367 N. Beverly Drive, Beverly Hills, CA 90210 January 31, 2021 c/o IDS Real Estate Group 515 S. Figueroa Street, 16th Floor Los Angeles, CA 90071 Active\118578662.v5-1/25/21 Case 21-10632-MBK Doc 51 Filed 01/28/21 Entered 01/28/21 15:49:09 Desc Main Document Page 6 of 15 Store # Landlord/Counterparty Address of Landlord Real Property Address Rejection Date L175 Biltmore Shopping Center Biltmore Shopping Center Partners 2514 E. Camelback Road Suite 100B, Phoenix, AZ January 31, 2021 Partners LLC LLC 85016 c/o Macerich #216 2502 East Camelback Road Phoenix, Arizona 85016 Attention: Center Manager Copy to: Biltmore Shopping Center Partners LLC c/o Macerich P.O. Box 2172 401 Wilshire Boulevard, Suite 700 Santa Monica, California 90407 Attention: Legal Department L133 Boston Properties Limited Boston Properties Limited Embarcadero Center 2, Space 2110, San Francisco, January 31, 2021 Partnership Partnership CA 94111 Lobby Level, Suite One Four Embarcadero Center San Francisco, CA 94111 Attention: Mr. Robert Pester Copy to: Boston Properties Limited Partnership 111 Huntington Avenue, Suite 300 Boston, Massachusetts 02199-7610 Attention: General Counsel and North Coast Law Group 6435 Mtn. View Ranch Rd. Healdsburg, CA 95448 Attention: Matthew P. Shippey, Esq. Active\118578662.v5-1/25/21 Case 21-10632-MBK Doc 51 Filed 01/28/21 Entered 01/28/21 15:49:09 Desc Main Document Page 7 of 15 Store # Landlord/Counterparty Address of Landlord Real Property Address Rejection Date L287 Brookfield Properties GGP Staten Island Mall, LLC One Province Place January 31, 2021 c/o Timothy Peterson, Sr. Asset Province, Rhode Island 02903 Recovery Analyst 350 N. Orleans, Suite 300 Chicago, IL 60654 And Brookfield Properties 2655 Richmond Ave, Space #1280, Staten Island, NY 10314 Attn: Joe Hope, VP, Leasing Copy to: Staten Island Mall – Phase I 2655 Richmond Avenue Staten Island, NY 10314 Attn: General Manager L088 Caruso Affiliated Holdings Caruso Affiliated Holdings 4751 Commons Way, #K, Calabasas, CA 91302 January 31, 2021 100 Wilshire Boulevard, Fourteenth Floor Santa Monica, California 90401 Facsimile No. 310-458-0212 L293 CBL & Associates CBL & Associates Management, Inc.