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Case 1:13-bk-15929-AA Doc 514 Filed 02/06/14 Entered 02/06/14 16:36:52 Desc Main Document Page 1 of 85 1 RICHARD M. PACHULSKI (SBN 90073) JEFFREY W. DULBERG (SBN 181200) 2 PACHULSKI STANG ZIEHL & JONES LLP 10100 Santa Monica Blvd.,13th Floor 3 Los Angeles, CA 90067 Telephone: 310/277-6910 4 Facsimile: 310/201-0760 E-mail: [email protected] 5 [email protected] 6 Proposed Counsel for David K. Gottlieb, Chapter 7 Trustee 7 8 UNITED STATES BANKRUPTCY COURT 9 CENTRAL DISTRICT OF CALIFORNIA 10 SAN FERNANDO VALLEY DIVISION 11 In re: Chapter 7 LLP LLP 12 ONES KSL MEDIA, INC., T.V. 10'S, LLC, and Case No.: 1:13-bk-15929-AA J & AW 13 FULCRUM 5, INC., L T ALIFORNIA A Jointly Administered with Case Nos.: C IEHL , Z 14 Debtors. 1:13-bk-15930-AA and 1:13-bk-15931-AA NGELES TTORNEYS TANG TANG A A S OS 15 NOTICE OF MOTION OF CHAPTER 7 L TRUSTEE FOR ORDER: (1) APPROVING 16 Affects KSL Media, Inc. THE EMPLOYMENT OF TIGER ACHULSKI P Affects T.V. 10’s, LLC REMARKETING SERVICES AS 17 AUCTIONEER FOR THE ESTATES Affects Fulcrum 5, Inc. PURSUANT TO 11 U.S.C. §§ 327 AND 328(a); 18 Affects All Debtors (2) AUTHORIZING THE SALE OF ESTATE PROPERTY AT PUBLIC AUCTION 19 OUTSIDE THE ORDINARY COURSE OF BUSINESS PURSUANT TO 11 U.S.C. §363(b) 20 (3) AUTHORIZING PAYMENT OF COSTS AND ALLOWING COMPENSATION; AND 21 (4) WAIVING 14-DAY STAY PERIOD; MEMORANDUM OF POINTS AND 22 AUTHORITIES AND DECLARATIONS OF DAVID K. GOTTLIEB AND JEFFREY J. 23 TANENBAUM IN SUPPORT THEREOF 24 [No Hearing Required Pursuant to Local Bankruptcy Rules 2014-1(b)(1), 6004-1(d) and 25 9013-1(o)] 26 27 28 DOCS_LA:275088.2 47516/003 001 Case 1:13-bk-15929-AA Doc 514 Filed 02/06/14 Entered 02/06/14 16:36:52 Desc Main Document Page 2 of 85 1 PLEASE TAKE NOTICE that David K. Gottlieb, the duly appointed chapter 7 trustee (the 2 “Trustee”) in the jointly administered bankruptcy cases (the “Cases”) of debtors KSL Media, Inc., 3 T.V. 10’s, LLC and Fulcrum 5, Inc. (collectively, the “Debtors”), has filed a motion (the “Motion”) 4 under sections 327, 328(a) and 363(b) of the United States Code (the “Bankruptcy Code”), Rule 5 6004(a) of the Federal Rules of Bankruptcy Procedure (“Rule 6004(a)”), and Local Bankruptcy 6 Rules 2014-1, 6004-1(d) and 9013-1(o) for an order authorizing him to sell property of the Debtors’ 7 estates (the “Estates”), free and clear of any liens,1 at public internet auctions (the “Public 8 Auctions”) at http://auctions.tigergroupllc.com/cgi-bin/mndetails.cgi?tigergrp101 and to employ 9 Tiger Valuation Services, LLC, dba Tiger Remarketing Services (“Tiger”) as the auctioneer for the 10 Estates pursuant to the terms of proposals submitted to the Trustee by Tiger (the “Auction 11 Agreements”),2 as follows:. LLP LLP 12 1. The Sale of Property at Public Auctions ONES J & AW 13 The Motion seeks approval for the Trustee to sell certain property of the Estates as listed on L T ALIFORNIA A C IEHL , Z 14 Exhibit “A” attached hereto (the “Property”), outside the ordinary course of business, without NGELES TTORNEYS TANG TANG A A S OS 15 further order of this Court, to the parties providing the highest and best bids at the Public Auctions to L 16 be conducted by Tiger. The inventory of the Property listed on Exhibit “A” was conducted by ACHULSKI P 17 Tiger. The Estates have no need for the Property,3 which consist primarily of furniture, computers 18 and audiovisual equipment that was located in the Debtors’ New York and Encino offices and the 19 Debtors’ corporate New York apartment, because the Estates are liquidating. 20 The sale date of the Public Auction of the Property previously located in the New York office 21 and apartment is March 6, 2014. The sale date of the auction of the Property previously located at 22 the Encino office is thirty (30) days after the entry of the order granting the Motion. The items will 23 24 1 The Trustee is not aware of any liens against any of the property to be sold. 25 2 You can obtain a copy of the Motion, including the Auction Agreements, by contacting Beth Dassa at Pachulski Stang Ziehl & Jones, LLP, by email at [email protected] or by telephone at (310) 277-6910 or by going to 26 www.pszjlaw.com/kslmedia.html. 3 27 The Estates shall retain items of Property necessary for the Estates to complete the reconciliation of the Debtors’ media accounts in order to substantially determine the identity of the creditors of the Estates and the amounts of the claims held 28 against the Estates. When the reconciliation process is complete, the Property that is being retained will be sold pursuant to the same terms and conditions as the rest of the Property was sold or, if warranted, will be abandoned. DOCS_LA:275088.2 47516/003 2 002 Case 1:13-bk-15929-AA Doc 514 Filed 02/06/14 Entered 02/06/14 16:36:52 Desc Main Document Page 3 of 85 1 be posted on the website and bids will be accepted beginning seven (7) days before the respective 2 scheduled sale dates. 3 The contact person for potential bidders is: 4 Zak Koontz Tiger Remarketing Services 5 340 N. Westlake Blvd. Westlake Village, CA 91362 6 Telephone: 800-758-TIGER (8443) Facsimile: 805-497-2211 7 Email: [email protected] 8 The proposed sale by Public Auctions is designed to maximize net proceeds to the Estates 9 and is in the best interest of the Estates. The nature of the Property and its value, as individual items 10 and in the aggregate, militates towards the Public Auctions rather than obtaining a stalking horse 11 bidder and then conducting an auction in open court. Tiger estimates the gross value of the Property LLP LLP 12 to be between $204,000 and $269,000 and estimates the expenses of the Public Auctions to be ONES J & AW 13 $119,000. The net recovery to the Estates from the sales of the Property at the Public Auctions is, L T ALIFORNIA A C IEHL , Z 14 therefore, estimated to be between $86,000 and $141,000. NGELES TTORNEYS TANG TANG A A S OS 15 Below is a summary of some of the provisions of the Auction Agreements regarding the L 16 conduct of the Public Auctions:4 ACHULSKI P 17 (1) The Auctioneer shall establish opening bids based upon its expert judgment; 18 (2) All sales will be without limit and without reserve; 19 (3) Bidders will be required to post appropriate deposits and agree 20 to the terms of the sale as a prerequisite to bidding; 21 (4) The Assets shall be sold “as is” and “where is” and without any representations or warranties, express or implied; 22 (5) All purchases shall be paid in full, by credit cards, cashier’s 23 checks, guaranteed checks, or wire transfers; 24 (6) The Auctioneer shall remit all gross proceeds of the Public Auctions to the Trustee within seven (7) days of the end of the applicable 25 Public Auction; 26 (7) The Auctioneer shall prepare an Auctioneer’s Report for each Public Auction, which shall list the items sold, the sale price, the buyer’s 27 identification and the total gross proceeds and shall deliver same within 21 28 4 Please refer to the Auction Agreement for more complete descriptions of how the Public Auction will be conducted. DOCS_LA:275088.2 47516/003 3 003 Case 1:13-bk-15929-AA Doc 514 Filed 02/06/14 Entered 02/06/14 16:36:52 Desc Main Document Page 4 of 85 1 days after the close of the applicable Public Auction to the Trustee for filing with the Court; and 2 (8) At the same time the Auctioneer’s Report is delivered, the 3 Auctioneer shall deliver to the Trustee an Expense Itemization Report along with the expense receipts and the Trustee shall pay the expenses within 10 4 days of the receipt of said report. 5 2. The Identification of the Professional and Purpose and Scope of Employment 6 The Trustee has determined that it is necessary to employ Tiger as his auctioneer to sell the 7 Property at Public Auction. Tiger is well qualified to conduct the Public Auctions described in the 8 Auction Agreements. Tiger Group’s Remarketing Services division has facilitated the disposition 9 through auction of over $1 billion of equipment and wholesale inventories for large and small 10 business and in bankruptcy cases. Jeff Tanenbaum, the President of Tiger’s Remarketing Services 11 and the lead on this engagement, has over twenty-five years experience managing and implementing LLP LLP 12 ONES asset disposition solutions. Tiger is dedicated to the marketing aspect of the auction business and J & AW 13 L T ALIFORNIA employs innovative promotional strategies and the most appropriate sale systems and technologies to A C IEHL , Z 14 extract the highest and best value for the seller. In addition, in these Cases, Tiger is already familiar NGELES TTORNEYS TANG TANG A A S OS 15 L with the Debtors and the Property because they were engaged by the KSL prior to and after the filing 16 ACHULSKI P of its chapter 11 case to inventory, market and sell the New York Property.