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UNITED STATES BANKRUPTCY COURT EASTERN DISTRICT of NEW YORK ------X : in Re: : Chapter 11 : RUBIE’S COSTUME COMPANY, INC., Et Al

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UNITED STATES BANKRUPTCY COURT EASTERN DISTRICT of NEW YORK ------X : in Re: : Chapter 11 : RUBIE’S COSTUME COMPANY, INC., Et Al Case 8-20-71970-ast Doc 74 Filed 05/26/20 Entered 05/26/20 19:45:36 PRESENTMENT DATE: JUNE 11, 2020 AT 12:00 p.m. OBJECTION DEADLINE: JUNE 11, 2020 AT 11:00 a.m. MEYER, SUOZZI, ENGLISH & KLEIN, P.C. TOGUT, SEGAL & SEGAL LLP Edward J. LoBello Frank A. Oswald Howard B. Kleinberg Brian F. Moore Jordan D. Weiss One Penn Plaza, Suite 3335 990 Stewart Avenue, Suite 300 New York, New York 10119 Garden City, New York 11530 (212) 594-5000 (516) 741-6565 Proposed Counsel to the Debtors and Debtors in Possession UNITED STATES BANKRUPTCY COURT EASTERN DISTRICT OF NEW YORK ---------------------------------------------------------------x : In re: : Chapter 11 : RUBIE’S COSTUME COMPANY, INC., et al. : Case No. 20-71970 : Debtors. : (Jointly Administered) : ---------------------------------------------------------------x NOTICE OF PRESENTMENT OF THE DEBTORS’ APPLICATION FOR ENTRY OF AN ORDER AUTHORIZING THE EMPLOYMENT AND RETENTION OF SSG ADVISORS, LLC AS INVESTMENT BANKER FOR THE DEBTORS NUNC PRO TUNC TO THE PETITION DATE PLEASE TAKE NOTICE that on June 11, 2020 at 12:00 p.m. (the “Presentment Date”), Rubie’s Costume Company, Inc. (“Rubies”), Forum Novelties Inc. (“Forum”), Buyseasons Enterprises, LLC (“Buyseasons”), Masquerade, LLC (“Masquerade”), The Diamond Collection LLC (“Diamond Collection”), and Rubie’s Masquerade Company LLC (“Rubie’s Masquerade”), Debtors and Debtors-in-Possession (collectively, the “Debtors”) by their proposed counsel, will present the annexed application (the “Application”) to the Honorable Alan S. Trust, United States Bankruptcy Judge, at the United States Bankruptcy Court for the Eastern District of New York, seeking entry of an order (the “Order”), in the form annexed to the Application as Exhibit “A”, pursuant to sections 327(a) and 328 of title 11 of the United States Code (the “Bankruptcy Code”), Rules 2014(a) and 2016 of the Federal Rules of Bankruptcy Case 8-20-71970-ast Doc 74 Filed 05/26/20 Entered 05/26/20 19:45:36 Procedure (the “Bankruptcy Rules”), and Rules 2014-1 and 2016-1 of the Local Bankruptcy Rules for the United States Bankruptcy Court for the Eastern District of New York (the “Local Bankruptcy Rules”), authorizing the employment and retention of SSG Advisors, LLC (“SSG”) as investment bankers to the Debtors nunc pro tunc to the Petition Date (as defined in the Application). PLEASE TAKE FURTHER NOTICE, that objections, if any, to the relief requested in the Application, must be in writing, conform with the Title 11 of the United States Code and Bankruptcy Rules, state with particularity the grounds therefor, and be filed with the Court, with a courtesy copy to the Chambers of the Honorable Alan S. Trust, United States Bankruptcy Court for the Eastern District of New York, and served upon, so as to be received by: (i) Meyers, Suozzi, English & Klein, P.C., proposed counsel to the Debtors, 990 Stewart Avenue, Suite 300, Garden City, New York 11530, Attn: Edward J. LoBello, Esq. ([email protected]) and Howard B. Kleinberg, Esq.([email protected]); (ii) Togut, Segal & Segal LLP, proposed co-counsel to the Debtors, One Penn Plaza, Suite 3335, New York, New York 10119, Attn: Frank A. Oswald, Esq. ([email protected]) and Brian F. Moore, Esq. ([email protected]); (iii) Office of the Unites States Trustee for the Eastern District of New York, Alfonse D’Amato Federal Courthouse, 560 Federal Plaza, Central Islip, NY 11722, Attn: Christine H. Black, Assistant United States Trustee; and (iv) SSG Advisors, LLC, proposed investment banker for the Debtors, 300 Barr Harbor Drive, West Conshohocken , Pennsylvania 19428, Attn: J. Scott Victor, Managing Director and Teresa C. Kohl, Managing Director, no later than June 11, 2020 at 11:00 a.m. (the “Objection Deadline”), as follows: (a) (i) through the Bankruptcy Court’s electronic filing system, which may by assessed through the internet at the Bankruptcy Court’s website at 2 Case 8-20-71970-ast Doc 74 Filed 05/26/20 Entered 05/26/20 19:45:36 www.nyeb.uscourts.gov; and (ii) in portable document format (“PDF”) using Adobe Exchange Software for conversion; or (b) if by a party that is unable to file electronically, such party shall submit the objection in PDF format on portable media in an envelope with the case name, case number, type and title of document, document number to which the objection refers and the file name on the outside of the envelope. PLEASE TAKE FURTHER NOTICE, that if an objection is timely filed to the relief requested, or if the Court determines that a hearing is appropriate, the Court will schedule a hearing. Notice of such a hearing will be provided by the Debtors. DATED: New York, New York May 26, 2020 RUBIE’S COSTUME COMPANY, INC., et al. Debtors and Debtors in Possession By their Proposed Counsel TOGUT, SEGAL & SEGAL LLP, By: /s/Frank A. Oswald Frank A. Oswald Brian F. Moore One Penn Plaza, Suite 3335 New York, New York 10119 (212) 594-5000 - and - MEYER, SUOZZI, ENGLISH & KLEIN, P.C. Edward J. LoBello Howard B. Kleinberg Jordan D. Weiss 990 Stewart Avenue, Suite 300 Garden City, New York 11530 (516) 741-6565 3 Case 8-20-71970-ast Doc 74 Filed 05/26/20 Entered 05/26/20 19:45:36 MEYER, SUOZZI, ENGLISH & KLEIN, P.C. TOGUT, SEGAL & SEGAL LLP Edward J. LoBello Frank A. Oswald Howard B. Kleinberg Brian F. Moore Jordan D. Weiss One Penn Plaza, Suite 3335 990 Stewart Avenue, Suite 300 New York, New York 10119 Garden City, New York 11530 (212) 594-5000 (516) 741-6565 Proposed Counsel to the Debtors and Debtors in Possession UNITED STATES BANKRUPTCY COURT EASTERN DISTRICT OF NEW YORK ---------------------------------------------------------------x : In re: : Chapter 11 : RUBIE’S COSTUME COMPANY, INC., et al. : Case Nos. 20-71970 thru 20-71975 (AST) : Debtors. : (Pending Joint Administration) : ---------------------------------------------------------------x DEBTORS’ APPLICATION FOR ENTRY OF AN ORDER AUTHORIZING THE EMPLOYMENT AND RETENTION OF SSG ADVISORS, LLC AS INVESTMENT BANKER FOR THE DEBTORS NUNC PRO TUNC TO THE PETITION DATE TO THE HONORABLE ALAN S. TRUST UNITED STATES BANKRUPTCY JUDGE: Rubie’s Costume Company, Inc., Forum Novelties Inc., Buyseasons Enterprises, LLC, Masquerade, LLC, The Diamond Collection LLC, and Rubie’s Masquerade Company LLC, debtors and debtors-in-possession (collectively, the “Debtors”) in the above-captioned cases, hereby make this application (the “Application”) for entry of an order substantially in the form attached hereto as Exhibit “A” (the “Proposed Order”) pursuant to sections 327(a) and 328 of title 11 of the United States Code (the “Bankruptcy Code”), Rules 2014(a) and 2016 of the Federal Rules of Bankruptcy Procedure (the “Bankruptcy Rules”), and Rules 2014-1 and 2016-1 of the Local Bankruptcy Rules for the United States Bankruptcy Court for the Eastern District of New York (the “Local Bankruptcy Rules”), (a) authorizing the employment and retention of SSG Advisors, LLC (“SSG”) as investment banker to the Debtors nunc pro tunc to the Petition Date Case 8-20-71970-ast Doc 74 Filed 05/26/20 Entered 05/26/20 19:45:36 (defined below) to provide investment banking services during the Debtors’ chapter 11 cases (the “Chapter 11 Cases”), pursuant to and in accordance with the terms and conditions set forth in that certain engagement agreement dated April 18, 2020 (the “Engagement Letter”),1 attached hereto as Exhibit “B”, (b) approving the provisions of the Engagement Agreement, including the proposed compensation arrangement set forth therein, under section 328(a) of the Bankruptcy Code, and (c) exempting SSG from the time-keeping requirements. In support of this Application, the Debtors rely on the Declaration of J. Scott Victor (the “Victor Declaration”) attached hereto as Exhibit “C” and incorporated herein by reference, and respectfully represent as follows: JURISDICTION AND VENUE 1. This Court has jurisdiction to consider this Application under 28 U.S.C. §§ 157 and 1334. This is a core proceeding under 28 U.S.C. § 157(b). Venue of these cases and this Application in this district is proper under 28 U.S.C. §§ 1408 and 1409. 2. The statutory predicates for the relief requested herein are sections 327(a) and 328 of the Bankruptcy Code, Bankruptcy Rules 2014 and 2016, and Local Bankruptcy Rules 2014-1 and 2016-1. BACKGROUND 3. On April 30, 2020 (the “Petition Date”), the Debtors filed voluntary petitions in this Court for relief under Chapter 11 of the Bankruptcy Code. The factual background regarding the Debtors, including their business operations, their capital and debt structure, and the events leading to the filing of these Chapter 11 Cases is set forth in detail in the 1 Any references to, or summaries of, the Engagement Letter in this Application are qualified by the express terms of the Engagement Letter, which shall govern if there is any conflict between the Engagement Letter and such summaries or references herein. Additionally, any initially capitalized terms used in this Application and not otherwise defined herein shall have the meaning ascribed to them in the Engagement Letter. 2 Case 8-20-71970-ast Doc 74 Filed 05/26/20 Entered 05/26/20 19:45:36 Declaration of Marc Beige Pursuant to Local Bankruptcy Rule 1007-4 and in Support of the Debtors’ Chapter 11 Petitions and First Day Pleadings [Docket No. 2], incorporated by reference herein. 4. The Debtors continue to manage and operate their businesses as debtors and debtors in possession pursuant to sections 1107(a) and 1108 of the Bankruptcy Code. 5. To date, the United States Trustee for the Eastern District of New York (the “U.S. Trustee”) has not appointed a creditors’ committee in these Chapter 11 Cases, nor has any trustee or examiner been appointed therein.
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