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Case 2:17-bk-21386-SK Doc 498 Filed 12/20/17 Entered 12/20/17 20:27:29 Desc Main Document Page 1 of 61 1 ROBBIN L. ITKIN (SBN 117105) [email protected] 2 DLA PIPER LLP (US) 3 2000 Avenue of the Stars Suite 400 North Tower 4 Los Angeles, California 90067-4704 Tel: (310) 595-3000 5 Fax: (310) 595-3300 6 JOHN K. LYONS (Pro Hac Vice) 7 [email protected] KATIE ALLISON (Pro Hac Vice) 8 [email protected] DLA PIPER LLP (US) 9 444 West Lake Street, Suite 900 Chicago, Illinois 60606-0089 10 Tel: (312) 368-4000 11 Fax: (312) 236-7516 12 Proposed Attorneys for Jonathan D. King as Chapter 7 Trustee 13 UNITED STATES BANKRUPTCY COURT CENTRAL DISTRICT OF CALIFORNIA 14 LOS ANGELES DIVISION 15 In re: Lead Case No.: 2:17-bk-21386-SK 16 ZETTA JET USA, INC., a California Chapter 7 17 corporation, Jointly Administered With: Case No.: 2:17-bk-21387-SK 18 Debtor. NOTICE OF MOTION AND CHAPTER 7 19 TRUSTEE’S OMNIBUS MOTION FOR In re: ENTRY OF AN ORDER AUTHORIZING 20 THE REJECTION OF EXECUTORY 21 ZETTA JET PTE, LTD., a Singaporean CONTRACTS AND UNEXPIRED corporation, LEASES NUNC PRO TUNC TO 22 NOVEMBER 30, 2017; MEMORANDUM Debtor. OF POINTS AND AUTHORITIES; AND 23 DECLARATION OF JONATHAN D. KING IN SUPPORT THEREOF 24 ¡ Affects Both Debtors [No hearing required unless requested pursuant ¢ Affects Zetta Jet USA, Inc., a California 25 to Local Bankruptcy Rule 9013-1(o)] corporation, only 26 ¢ Affects Zetta Jet PTE, Ltd., a Singaporean corporation, only 27 28 -1- EAST\149016456.10 Case 2:17-bk-21386-SK Doc 498 Filed 12/20/17 Entered 12/20/17 20:27:29 Desc Main Document Page 2 of 61 1 TO THE HONORABLE SANDRA R. KLEIN, UNITED STATES BANKRUPTCY JUDGE, THE UNITED STATES TRUSTEE, THE TWENTY LARGEST UNSECURED 2 CREDITORS, THE AIRCRAFT FINANCING PARTIES, THE COUNTERPARTIES TO 3 THE CONTRACTS, AND PARTIES REQUESTING SPECIAL NOTICE: 4 PLEASE TAKE NOTICE that Jonathan D. King, solely in his capacity as the duly 5 appointed interim chapter 7 trustee (the “Chapter 7 Trustee”) in the above-captioned, jointly 6 administered bankruptcy cases (these “Chapter 7 Cases”) of Zetta Jet USA, Inc. (“Zetta USA”) 7 and Zetta Jet PTE, Ltd. (“Zetta PTE” and together with Zetta USA, the “Debtors”), hereby moves 8 the Court (the “Motion”), by and through his undersigned counsel, for entry of an order under 9 Section 365 of title 11 of the United States Code (the “Bankruptcy Code”), authorizing the 10 11 Chapter 7 Trustee to reject any actual executory contracts and unexpired leases (the “Contracts”) 12 in existence between either of the Debtors and the counterparties identified in Exhibit A to the 13 attached Memorandum of Points and Authorities (“Memorandum”), nunc pro tunc to November 14 30, 2017—the date that the Debtors ceased all operations (the “Shutdown Date”). In support of 15 this Motion is the Declaration of Jonathan D. King annexed to the Memorandum. 16 PARTIES RECEIVING THIS MOTION SHOULD LOCATE THEIR NAMES AND 17 IN EXHIBIT A HERETO. YOUR RECEIPT OF THIS MOTION DOES NOT 18 19 CONSTITUTE AN ADMISSION BY THE CHAPTER 7 TRUSTEE OR THE DEBTORS 20 THAT AN AGREEMENT THAT YOU ARE PARTY TO WITH EITHER OF THE 21 DEBTOS CONSTITUTES AN EXECUTORY CONTRACT OR UNEXPIRED LEASE 22 UNDER SECTION 365 OF THE BANKRUPTCY CODE, AND THE CHAPTER 7 23 TRUSTEE AND THE DEBTORS EXPRESSLY RESERVE THE RIGHT TO 24 CHALLENGE THE STATUS OF ANY OF THE REJECTED CONTRACTS. BY THIS 25 26 MOTION, THE CHAPTER 7 TRUSTEE IS SEEKING TO REJECT ANY AGREEMENT 27 IN EXISTENCE BETWEEN THE PARTIES LISTED IN EXHIBIT A AND EITHER OF 28 THE DEBTORS THAT ACTUALLY CONSTITUTES AN EXECUTORY CONTRACT -2- EAST\149016456.10 Case 2:17-bk-21386-SK Doc 498 Filed 12/20/17 Entered 12/20/17 20:27:29 Desc Main Document Page 3 of 61 1 OR UNEXPIRED LEASE UNDER SECTION 365 OF THE BANKRUPTCY CODE. 2 PLEASE TAKE FURTHER NOTICE that due to the termination of the Debtors 3 employees on November 30, 2017, the Chapter 7 Trustee is still in the process of reconciling the 4 Debtors’ records and thus does not possess a full and complete list of existing Contracts. Thus, 5 the Chapter 7 Trustee has included a list of persons or entities that may be counterparties to the 6 7 Contracts. In addition to the reservation immediately above, the Chapter 7 Trustee requests that, 8 to the extent additional executory contract or unexpired lease parties are identified after the filing 9 of this Motion, that this Court allow the Chapter 7 Trustee to reserve all rights to file a subsequent 10 motion to reject any agreement in existence between the newly identified parties and either of the 11 Debtors that actually constitutes an executory contract or unexpired lease under Section 365 of 12 the Bankruptcy Code. 13 PLEASE TAKE FURTHER NOTICE that, pursuant to Local Bankruptcy Rule 9013- 14 15 1(o), a hearing is not required on the Motion unless requested by the United States Trustee, a 16 party in interest, or otherwise ordered by the Court. The deadline to file and serve a written 17 response to the Motion and/or request for a hearing on the Motion is fourteen (14) days after the 18 date of service of this Motion, plus an additional three (3) days if this Motion is served by mail. 19 Any such response to the Motion and/or request for a hearing on the Motion must be filed with 20 the Clerk of this Court, and served upon (i) proposed counsel for the Chapter 7 Trustee at the 21 22 address provided in the top left-hand corner of the first page of this Motion; and (ii) the U.S. 23 Trustee, to Attention: Dare Law, Esq., 915 Wilshire Blvd., Suite 1850, Los Angeles, CA 90017. 24 PLEASE TAKE FURTHER NOTICE that a copy of the Motion may be obtained by 25 contacting Katie Allison at DLA Piper LLP (US), 444 West Lake Street, Suite 900, Chicago, 26 Illinois 60606-0089, E-mail: [email protected]. 27 WHEREFORE, the Chapter 7 Trustee respectfully requests that the Court enter an order: 28 -3- EAST\149016456.10 Case 2:17-bk-21386-SK Doc 498 Filed 12/20/17 Entered 12/20/17 20:27:29 Desc Main Document Page 4 of 61 1 1. granting the Motion in its entirety; 2 2. deeming that the Contracts are rejected nunc pro tunc to the Shutdown Date; and 3 3. granting such other and further relief as the Court deems just and proper. 4 5 DATED: December 21, 2017 DLA PIPER LLP (US) 6 By: /s/ Robbin L. Itkin 7 ROBBIN L. ITKIN JOHN K. LYONS (Pro Hac Vice) 8 KATIE ALLISON (Pro Hac Vice) 9 Proposed Attorneys for the Chapter 7 Trustee 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 -4- EAST\149016456.10 Case 2:17-bk-21386-SK Doc 498 Filed 12/20/17 Entered 12/20/17 20:27:29 Desc Main Document Page 5 of 61 1 MEMORANDUM OF POINTS AND AUTHORITIES 2 I. STATUS OF CASE AND JURISDICTION 3 1. On September 15, 2017 (the “Petition Date”), the Debtors commenced bankruptcy 4 proceedings by filing voluntary petitions for relief under chapter 11 of the Bankruptcy Code (the 5 “Chapter 11 Cases”). 6 2. On September 29, 2017, the Court entered the Order Granting Debtors’ 7 Emergency Motion to Approve Stipulation for Appointment of Chapter 11 Trustee Pursuant to § 8 1104 [Docket No. 120]. On October 5, 2017, the U.S. Trustee filed a Notice of Appointment of 9 Chapter 11 Trustee, indicating that the U.S. Trustee had appointed Mr. King as the chapter 11 10 trustee (the “Chapter 11 Trustee”) in the Chapter 11 Cases [Docket No. 155]. 11 3. On October 12, 2017, the U.S. Trustee appointed an official committee of 12 unsecured creditors (the “Committee”). 13 4. On November 30, 2017, the Shutdown Date, based upon a lack of funds to operate 14 the Debtors’ business, the Chapter 11 Trustee shut down operations, terminated all employees, 15 and, on December 4, 2017, this Court entered the orders granting the Chapter 11 Trustee’s 16 motions to convert the Debtors’ Chapter 11 Cases to cases under Chapter 7 of the Bankruptcy 17 Code (the “Conversion Date”) [Docket No. 452 for Zetta USA and Docket No. 52 for Zetta PTE]. 18 Upon entry of the orders converting the cases, the Committee was effectively disbanded and 19 ceased to exist. 20 5. On December 5, 2017, the Notice of Appointment of Trustee and Fixing of Bond 21 was filed, pursuant to which the U.S. Trustee appointed Mr. King to serve as the Chapter 7 22 Trustee in these Chapter 7 Cases [Docket No. 458 for Zetta USA and Docket No. 53 for Zetta 23 PTE]. 24 6. This Court has jurisdiction over these Chapter 7 Cases, the Debtors’ estates, and 25 this matter pursuant to 28 U.S.C. §§ 1334(a), 1334(b), and 1334(e). This matter is a core 26 proceeding within the meaning of 28 U.S.C. § 157. Venue of these Chapter 7 Cases and 27 proceedings in this district is proper pursuant to 28 U.S.C. §§ 1408 and 1409. The basis for the 28 -5- EAST\149016456.10 Case 2:17-bk-21386-SK Doc 498 Filed 12/20/17 Entered 12/20/17 20:27:29 Desc Main Document Page 6 of 61 1 relief requested herein are Sections 105(a) and 365 of the Bankruptcy Code.

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