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In the United States Bankruptcy Court for the District of Delaware

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In the United States Bankruptcy Court for the District of Delaware Case 17-11722-BLS Doc 50 Filed 08/14/17 Page 1 of 9 IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE In re: Chapter 11 PEEKAY ACQUISITION, LLC, et al.,l Case No. 17-11722 (BLS) Debtors. (Jointly Administered) Hearing Date: September 6,2017 at 10:00 a.m. Objection Deadline: August 30,2017 at 4:00 p.m. APPLICATION OF THE DEBTORS TO APPROVE THE EMPLOYMENT AND RETENTION OF LANDIS RATH & COBB LLP AS BANKRUPTCY COUNSEL, NUNC PRO TUNC TO THE PETITION DATE, PURSUANT TO BANKRUPTCY BANKRUPTCY RULE 2014 AND The above-captioned debtors and debtors-in-possession (the "Debtors") submit this Applicatíon of the Debtors to Approve the Employment and Retention of Landis Rath & Cobb LLP as Banlvuptcy Counsel, Nunc Pro Tunc to the Petition Date, Pursuant to Bankruptcy Code Section 327(a), Bankruptcy Rule 2014 and Local Rule 2014-1 (the "Application"). In support of the Application, the Debtors rely on the Declaration of Albert Altro in Support of First Day Pleadings lD.l.2l (the "First Da]¡ Declaration"), and respectfully state as follows: JURISDICTION AND VENUE 1. The United States Bankruptcy Court for the District of Delaware (the "Court") has jurisdiction over this Application pursuant to 28 U.S.C. $$ 157 and 1334 and the Amended Standing Order of Reference from the United States District Court for the District of Delaware dated as of February 29,2012. This matter is a core proceeding within the meaningof 28 U.S.C. rThe Debtors, along with the last four digits of each Debtor's tax identification number, are; Peekay,Inc. (3429); Peekay Boutiques, Inc. (7972); Christals Acquisition, LLC (0391); Peekay Acquisition, LLC (0923); Peekay SPA, LLC (2765); Conrev, lnc. (2441); Condom Revolution, Inc. (6019); Charter Smith Sanhueza Retail, lnc. (8963); ZJ cifrsF-2, L.L.C. (3565); ZI Gifts F-3, L.L.c. (3562);zJ GiftsF-4,L.L.C. (8006); zJ Gifts F-5, L.L.C. (7062);zJ Gifts F-6, L.L.C. (4381);zI Gifts I-1, L.L.C. (5099); zJ Gift.s M-3, L.L.C. (8925); ZJ Gifts M-1, L.L.C. (1202); and ZJ Gifts M-2,L.L.C. (6643). The Debtors' corporate headquarters and mailing address is 901 V/est Main Street, Suite A, Auburn, WA 98001. {1097.001-W0048187.} Case 17-11722-BLS Doc 50 Filed 08/14/17 Page 2 of 9 $ 157(bX2), and the Court may enter a final order consistent with Article III of the United States Constitution.2 Venue is proper in this District pursuant to 28 U.S.C. $$ 1408 and 1409. 2. The predicates for the relief sought herein are section 321(a) of title 11 of the United States Code, $ $ 1 01 , et seq. (as amended or modified, the "Bankruptc)¡ Code"), rule 2014 of the Federal Rules of Bankruptcy Procedure (the "Bankruptc)¡ Rules") and rule 2014-1 of the Local Rules of Bankruptcy Practice and Procedure of the United States Bankruptcy Court for the District of Delaware (the o'Local Rules"). GENERAL BACKGROUND 3. On August 10,2017 (the "Petition Date"), the Debtors commenced the above- captioned chapter I I cases (the "Chapter 11 Cases") by each filing a voluntary petition for relief under chapter 11 of the Bankruptcy Code with the Court. 4. The Debtors continue to operate their business and manage their properties as debtors-in-possession pursuant to Bankruptcy Code sections II07(a) and 1 108. As of the date of this Application, no trustee, examiner, or statutory committee has been appointed in these Chapter 11 Cases. 5. Additional information regarding the circumstances leading to the commencement of these Chapter 11 Cases and information regarding the Debtors' business and capital structure is set forth in the First Day Declaration which is incorporated herein by reference. 2 Pursuant to Local Rule 90 13- 1(f), the Debtors hereby confirm their consent to entry of a hnal order by this Court in connection with this Application if it is later determined that this Court, absent consent of the parties, cannot enter final orders or judgments consistent with Article III of the United States Constitution. { r 097.001-w00481 87. } 2 Case 17-11722-BLS Doc 50 Filed 08/14/17 Page 3 of 9 RELIEF REQUESTED 6. The Debtors desire to employ and retain Landis Rath & Cobb LLP ("LRC" or the "Firm") as their bankruptcy counsel in these Chapter 11 Cases. By this Application, the Debtors respectfully request that the Court approve the employment and retention of LRC, nunc pro tunc to the Petition Date, pursuant to Bankruptcy Code section 327(a), Bankruptcy Rule 2014 and Local Rule 2014-1 under a general retainer as their counsel to perform the legal services that will be necessary during the Debtors' Chapter 11 Cases. 7. LRC has informed the Debtors that Adam G. Landis and Matthew B. McGuire, partners of LRC, and Joseph D. Wright, an associate of LRC, as well as other partners and associates of LRC who will be involved in these Chapter 11 Cases, are members in good standing ofvarious state and federal bars. LRC'S OUALIFICATIONS 8. The Debtors have selected LRC as their bankruptcy counsel because of the Firm's knowledge of the Debtors' business and financial affairs and its extensive experience and knowledge, with particular emphasis on its national expefiise in the field of debtor and creditor law and business rcorganizations under chapter 11 of the Bankruptcy Code. LRC has a recognized reorganization practice and experience in aspects ofthe law that are expected to arise in the context of these Chapter 11 Cases. 9. LRC's practice presently includes eleven (11) attorneys, many of whom regularly appear in bankruptcy cases in Delaware and other jurisdictions nationwide. LRC attomeys have represented debtors, official committees, bank groups and other significant parties in a multitude of bankruptcy cases. { 1097.001-w0048187. } J Case 17-11722-BLS Doc 50 Filed 08/14/17 Page 4 of 9 10. In assisting with the preparation of the Debtors' Chapter 11 Cases, LRC worked closely with the Debtors and their professionals and members of the Firm have become familiar with the Debtors' business affairs and capital structure, and will be able to immediately assist the Debtors in their efforts in these Chapter 11 Cases. LRC has the necessary background to deal effectively with many of the potential legal issues and problems that may arise in the context of these Chapter 11 Cases. Thus, in order to maximize the value of the Debtors' estates and because of LRC's recognized expertise in bankruptcy law, the Debtors desire that LRC represent them in these Chapter 11 Cases. 1 1. The Debtors employment of LRC under a general retainer is appropriate and necessary to enable the Debtors to execute faithfully their duties as debtors and to implement a successful reorganization. 12. The Debtors also anticipate filing applications to retain and employ Albert Altro as CRO and Traverse LLC as their financial advisor ("Traverse"), rrrd SSG Advisors LLC as their investment banker ("SSG"). The Debtors believe that the employment of LRC, Traverse and SSG will best enable them to navigate through these Chapter 11 Cases. SERVICES TO RE OVIDED BY LRC 13. The Debtors anticipate that, in connection with these Chapter 11 Cases, LRC will render general legal services as needed, including, but not limited to, the following: a. Advising and assisting the Debtors with respect to their rights, powers and duties as debtors-in-possession, and taking all necessary action to protect and preserve the Debtors' estates, including prosecuting actions on the Debtors' behalf, defending any actions commenced against the Debtors, negotiating all disputes involving the Debtors, and preparing objections to claims filed against the Debtors' estates; b. Preparing and filing necessary pleadings, motions, applications, draft orders, notices, schedules and other documents, and reviewing all financial and other reports to be { 1097.00r -w0048187.} 4 Case 17-11722-BLS Doc 50 Filed 08/14/17 Page 5 of 9 filed in these Chapter 11 Cases, and advising the Debtors regarding, and preparing responses to, applications, motions, pleadings, notices and other papers that may be filed and served in these Chapter 11 Cases; c. Handling inquiries and calls from creditors and counsel to interested parties regarding pending matters and the general status of these Chapter 11 Cases, and, to the extent required, preparing and serving any necessary responses; d. Appearing in the Court and any appellate courts to represent and protect the interests of the Debtors and their estates; e. Attending meetings including any meeting of creditors and negotiating with representatives of creditors and other parties- in-interest; f. Advising and assisting the Debtors in maximizing value in these Chapter 11 Cases, including, without limitation, in connection with the use of cash collateral, a sale of assets, other transactions andlor a disclosure statement and chapter 11 plan and all documents related thereto, and taking all further actions as may be required in connection with any sale, disclosure statement or plan during these Chapter 11 Cases; and g. Performing all other necessary legal services for the Debtors in connection with the prosecution of these Chapter 11 Cases, including, but not limited to: (i) analyzing the Debtors' leases and contracts and the assumptions, rejections, or assignments thereof, (ä) analyzing the validity of liens and security interests asserted against the Debtors and their property, (iii) advising the Debtors on litigation matters, and (iv) developing a r eor ganizati o n strate gy. Furthermore, LRC will coordinate with Traverse and the Investment Banker in these Chapter 11 Cases to minimize any duplication of efforts.
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