Genmar Holdings, Inc., et al. Debtors. Chapter 11 Case No. 09

Transcription

UNITED STATES BANKRUPTCY COURT
DISTRICT OF MINNESOTA
Chapter 11
In re:
Genmar Holdings, Inc., et al.1
Debtors.
Case No. 09-43537
Jointly Administered
NOTICE OF MOTION AND MOTION FOR ORDER (I) GRANTING AN EXPEDITED
HEARING AND (II) AUTHORIZING WOOD MANUFACTURING CO., INC. TO
ASSUME AGREEMENT WITH RIVER BEND INDUSTRIES, INC.
TO:
The Office of the United States Trustee and Other Parties in Interest as Specified in Local
Rule 9013.
1.
Debtors hereby move this Court for the relief requested below and give notice of
hearing.
2.
The Court will hold a hearing on this Motion at 2:00 p.m. on June 22, 2009, in
Courtroom No. 2B, United States Courthouse, 316 North Robert St., St. Paul, Minnesota.
3.
Local Rule 9006-1(b) provides deadlines for responses to this Motion. However,
given the expedited nature of the relief sought, Debtors do not object to written responses being
served and filed 48 hours prior to the hearing. UNLESS A RESPONSE OPPOSING THE
MOTION IS TIMELY FILED, THE COURT MAY GRANT THE MOTION WITHOUT
A HEARING.
1
Jointly administered debtors: Genmar Holdings, Inc., Case No. 09-43537; Carver Industries, L.L.C., Case
No. 09-43538; Carver Italia, L.L.C., Case No. 09-33773; Carver Yachts International, L.L.C., Case No. 0933774; Genmar Florida, Inc., Case No. 09-43539; Genmar Industries, Inc., Case No. 09-43540; Genmar IP,
LLC, Case No. 09-43541; Genmar Manufacturing of Kansas, Inc., Case No. 09-43542; Genmar Michigan,
L.L.C., Case No. 09-43543; Genmar Minnesota, Inc., Case No. 09-33775; Genmar Tennessee, Inc., Case No.
09-43544; Genmar Transportation, Inc., Case No. 09-43545; Genmar Yacht Group, LLC, Case No. 09-43546;
Marine Media, LLC, Case No. 09-43547; Minstar, LLC, Case No. 09-43548; Triumph Boats, Inc., Case No. 0943550; Triumph Boat Rentals, L.L.C., Case No. 09-43551; VEC Leasing Services, L.L.C., Case No. 09-43552;
VEC Management Co., L.L.C., Case No. 09-43553; VEC Technology, Inc., Case No. 09-43554; Windsor Craft
Yachts, L.L.C., Case No. 09-43555; Wood Manufacturing Company, Inc., Case No. 09-43556.
4.
This Court has jurisdiction over this Motion pursuant to 28 U.S.C. §§ 157 and
1334, Rule 5005 of the Federal Rules of Bankruptcy Procedure (the “Bankruptcy Rules”) and
Local Rules 1070-1 and 1073-1. This is a core proceeding pursuant to 28 U.S.C. § 157(b).
Venue of the Debtors’ chapter 11 cases and this motion in this district is proper pursuant to
28 U.S.C. §§ 1408 and 1409. The petitions commencing these chapter 11 cases were filed on
June 1, 2009 (the “Filing Date”). The cases are currently pending in this Court.
5.
This Motion arises under 11 U.S.C. § 365. Notice of the hearing on this Motion is
provided pursuant to Bankruptcy Rule 2002(a) and Local Rules9006-1, 9013-1 through 3, and
2002-1(b). Prior to the Filing Date, Wood Manufacturing Co., Inc. entered into an agreement as
evidenced by the purchase orders attached as Exhibit A with River Bend Industries, Inc. (“River
Bend”) whereby River Bend was to complete tooling necessary to manufacture next generation
dash bezels for Ranger boats. Wood Manufacturing Co., Inc. seeks to amend that agreement to
modify the payments terms (as described in paragraph 18 below) and assume the agreement as
amended (the “Agreement”).
GENERAL CASE BACKGROUND
6.
On the Filing Date, the Debtors filed voluntary petitions for relief pursuant to
chapter 11 of title 11 of the United States Code (the “Bankruptcy Code”). The Debtors continue
to operate their businesses as debtors in possession pursuant to sections 1107(a) and 1108 of the
Bankruptcy Code. No trustee or examiner has been appointed in the Debtors’ chapter 11 cases.
7.
Genmar Holdings, Inc. (“Genmar”) was formed in 1994 to combine the
operations of IJ Holdings Corp. and Miramar Marine Corporation, each of which were under the
control of investor groups led by Irwin L. Jacobs (“Jacobs”).
Jacobs later acquired other
companies in the marine industry that are now subsidiaries of Genmar. Genmar, through its
2
subsidiaries, is primarily engaged in the manufacture and/or sale of recreational power boats
under the brand names of Carver, Champion, Four Winns, Glastron, HydraSports, Larson,
Marquis, Ranger, Scarab, Seaswirl, Stratos, Triumph, Wellcraft, FinCraft, and Windsor Craft
Yachts. Debtors sell their products primarily through an established network of more than
1,000 independent dealers in the United States and throughout the world.
8.
Overall, Debtors as a group are the second largest manufacturer and distributor of
fiberglass powerboats in the world, selling more than 24,000 units during its fiscal year ended
June 30, 2008. It estimates net revenues of approximately $460 million by the end of its fiscal
year June 30, 2009. As of May 1, 2009, Company and its subsidiaries had approximately
1,500 employees with an average monthly payroll of $4.6 million.
9.
Genmar’s subsidiaries included in the filing are all borrowers under Genmar’s
senior credit facility. Genmar has subsidiaries who are not borrowers and who are not Debtors in
these cases. Genmar and its subsidiaries fall into the following categories:
Holding Companies
Genmar Holdings, Inc.—headquartered in Minneapolis, MN is the parent of whollyowned Debtors subsidiaries Minstar, LLC, Marine Media, LLC, Windsor Craft Yachts,
LLC, and Genmar Yacht Group, LLC. It employs corporate level professionals and staff
to assist its subsidiaries in their operations.
Minstar, LLC –headquartered in Minneapolis, MN is the parent of wholly-owned
Debtors subsidiary Genmar Industries, Inc.
Genmar Industries, Inc.—headquartered in Minneapolis, MN is the parent of whollyowned Debtors subsidiaries Genmar Minnesota, Inc., Genmar Michigan, LLC, Genmar
Tennessee, Inc., Carver Industries, LLC, Genmar IP, LLC, Genmar Florida, Inc.,
Triumph Boats, Inc., Triumph Boat Rentals, LLC, Genmar Transportation, Inc., and VEC
Technology, Inc. These are the majority of the Debtors group operating assets. It also
owns real property in Florida and Minnesota, and certain patents and trademarks used in
some subsidiaries’ manufacturing and sales.
Marine Media, LLC—headquartered in Minneapolis, MN is the owner of 37.75% of
non-debtor Wave South Florida, LLC and 50% owner of non-debtor Boat Show Group,
3
LLC. It is a holding company for small investments in start-up companies related to the
marine industry.
VEC Technology, Inc—is a former operating company that is now inactive and holds
the stock of Debtors subsidiaries VEC Management Co., LLC and VEC Leasing
Services, Inc.
VEC Management Co., LLC and VEC Leasing Services, Inc.—headquartered in
Minneapolis, MN are the majority owners of non-debtor VEC Technology, LLC.
Boat Manufacturing and Sales Companies
Carver Yachts International, LLC—headquartered in Pulaski, WI, this company
engages in sales of Carver and Marquis yachts through an office in Monaco.
Genmar Michigan, LLC—headquartered in Cadillac, MI, and formerly known as Four
Winns Boats, LLC, this company owns and operates a manufacturing facility for and
sells Four Winns and Wellcraft boats.
Genmar Minnesota, Inc.–headquartered in Little Falls, MN, and formerly known as
Larson/Glastron Boats, Inc., this company owns and operates a manufacturing facility for
and sells Larson, Glastron, Seaswirl, and FinCraft boats.
Genmar Tennessee, Inc.—headquartered in Murfreesboro, TN, and formerly known as
Stratos Boats, Inc., this company owns and operates a manufacturing facility for and sells
Stratos, Champion, and HydraSports boats.
Genmar Yacht Group, LLC—headquartered in Pulaski, WI, and formerly known as
Carver Boat Corporation, LLC, this company owns and operates a manufacturing facility
for and sells Carver and Marquis yachts.
Triumph Boats, Inc.—headquartered in Durham, NC, this company leases and operates
a manufacturing facility for and sells Triumph boats.
Windsor Craft Yachts, LLC--headquartered in Minneapolis, MN, this company
purchases, brands, and sells direct to the public wooden yachts that are manufactured on
an exclusive basis by a third party in Turkey.
Wood Manufacturing Company, Inc.—headquartered in Flippin, AR, this company
owns and operates a manufacturing facility for and sells Ranger boats.
Other Debtors Entities
Carver Industries, LLC and Genmar IP, LLC are headquartered in Minneapolis, MN.
They own various items of intellectual property for the operating companies.
Genmar Transportation, Inc.–headquartered in Little Falls, MN, this company owns
real property adjacent to the Genmar Minnesota property and leases a fleet of semi-
4
tractors and trailers to transport boats and other products for other subsidiaries and for
third parties.
Carver Italia, LLC—now headquartered in Minneapolis, MN, this former operating
company owns certain boat tooling and molds located in Fano, Italy and is liquidating its
operating assets.
Genmar Florida, Inc. (f/k/a Wellcraft Marine Corp.), Genmar Manufacturing of
Kansas, Inc., and Triumph Boat Rentals, LLC are inactive companies and borrowers
under the Wells Fargo N.A. credit facility described below.
10.
The marine industry began to be negatively impacted by a number of macro-
economic factors and other factors unique to the industry beginning in the fall of 2007. The
Debtors responded immediately to these market conditions with operational changes, and infused
additional equity, but conditions continued to erode as overall economic concerns led to falling
customer confidence and declines in retail sales. In addition, financing sources previously
available to Debtors and their dealers became more restrictive and, in some cases, unavailable.
The Debtors, therefore, concluded that financing would only be available through the debtor-inpossession loan process, and sought relief through Chapter 11.
BACKGROUND FOR RELIEF REQUESTED
11.
Wood Manufacturing Co., Inc. is a world-renowned manufacturer of quality
freshwater boats and saltwater fishing boats under the Ranger brand.
12.
Ranger boats dash bezels were last retooled in 2004. The dash bezels hold the
electronics and decorative parts. Attached as Exhibit B is a picture of the existing Ranger dash
bezel.
13.
Since the last redesign in 2004, there have been significant technological
advances in electronics housed in the dash bezels, particularly with respect to fish finders. Fish
finders are now available in color and the screens have increased in size to improve visibility.
5
14.
These advances and the shifting needs of the market, have led Ranger to redesign
the dash bezel. That redesign is attached as Exhibit C. As illustrated, the electronics have been
realigned to make the fish finder the focus.
15.
Prior to the Filing Date, Wood Manufacturing Co., Inc. contracted with River
Bend to manufacture the tooling to complete the injection molding of the dash bezels for
$181,560. Wood Manufacturing Co., Inc. was to pay 1/3 upon issuance of the purchase order,
1/3 upon completion of the tooling, and 1/3 upon approval of the tooling. The tooling will be the
property of Wood Manufacturing Co., Inc.
16.
River Bend began work on the tooling prior to the Filing Date. River Bend issued
two invoices, one in the amount of $35,196.67 and the other in the amount of $25,323.33. Prior
to the Filing Date, Wood Manufacturing Co., Inc. paid River Bend $25,323.33 on account of one
of the invoices, leaving an unpaid pre-petition balance of $35,196.67.
17.
After the Filing Date, River Bend issued a series of invoices totaling $60,520 for
work performed. An additional $60,520 is due upon approval of the tooling.
18.
River Bend has refused to complete the tooling without payment of the pre-
petition amount and modification of the payment terms according to the Agreement. The
modifications include immediate payment of amounts invoiced after the Filing Date and that are
currently due totaling $60,520, payment of the pre-petition invoices totaling $35,196.67 upon
Court approval of the assumption of the Agreement to be obtained the week of June 22, 2009,
and payment of the balance due under the contract totaling $60,520 upon approval of the tooling
by Wood Manufacturing Co., Inc. including for form, fit and function.
6
REQUESTED RELIEF
19.
Wood Manufacturing Co., Inc. seeks to assume the Agreement. The assumption
of the Agreement is critical to Wood Manufacturing Co., Inc.’s continued success. The redesign
of the dash bezel will driver further boat sales. The redesign is to critical to maintain Wood
Manufacturing Co., Inc.’s status as a leading manufacturing of fishing boats. Indeed, one of
Wood Manufacturing Co., Inc.’s competitors recently completed a similar redesign.
20.
The Agreement is also an efficient use of the estate’s resources. The original
pricing was subjected to competition among manufactures similar to River Bend. Since being
selected, River Bend has begun work and Wood Manufacturing Co., Inc. has paid River Bend for
some of the work performed. Should Wood Manufacturing Co., Inc. be forced to retain another
party to complete the tooling, it would be at a cost greater than the remaining amount that is
owed to River Bend.
21.
Finally, Debtors seek an expedited hearing on this Motion. Wood Manufacturing
Co., Inc. hosts an annual meeting of Ranger dealers, which is scheduled for July 13, 2009. To
drive sales of the latest Ranger models, boats with the redesigned dash bezels must be completed
by the annual meeting. To enable Wood Manufacturing Co., Inc. to meet that deadline, River
Bend must continue its work immediately.
22.
Pursuant to Local Rule 9013-2(a), this Motion is verified and is accompanied by a
Memorandum, a Proposed Order and proof of service.
23.
Pursuant to Local Rule 9013-2(c), the Debtors give notice that they may, if
necessary, call David J. Huls, the Chief Financial Officer of Genmar Holdings, Inc., whose
business address is 2900 IDS Center, 80 South Eighth Street, Minneapolis, MN 55402, to testify
regarding the facts underlying this motion.
7
WHEREFORE, Debtors respectfully request that the Court enter its proposed order:
(a)
granting expedited relief,
(b)
authorizing Wood Manufacturing Co., Inc. to assume the Agreement with River
Bend Industries, Inc. and provide the cure, and
(c)
granting such other and further relief as the court may deem just and equitable.
Dated: June 16, 2009
FREDRIKSON & BYRON, P.A.
/s/ Ryan T. Murphy
James L. Baillie (#3980)
Faye Knowles (#56959)
Ryan T. Murphy (#311972)
200 South Sixth Street, Suite 4000
Minneapolis, MN 55402
Phone (612) 492-7000
Fax (612) 492-7077
[email protected]
[email protected]
[email protected]
ATTORNEYS FOR DEBTORS
4574759_1.DOC
8
PURCHASEORDER
SUPPLIER PURCHASE
ORDERNO.
WOODMANUFACTURING
CO.,INC.
141206
10402
d/b/aRANGER
BOATS
P.O.BOX179. PHONE(870)453-2222. FLIPPIN,ARKANSAS
72634
FAX# (870)453-5689
000
PAGENO.
1
THISNUMBERMUSTAPPEARON ALL INVOICES,
PACKAGES,
SHIPPING
PAPERS
& CORRESPONDENCE.
~.
RIVERBEND
WAREHOUSE
1 (MAIN WHSE)
RANGER BOATS
(PLANT 2)
INDUSTRIES
96 RANGER ROAD
FLIPPIN
ATTN:
3700 WHEELER AVENUE
FORT SMITH
AR 72901
DATE
4/15/09
REQNO REQINT
GFG
SHIPVIA
AVERITT
RANGERPIN
AR
TERMS
F.O.B./FREIGHT
TERMS
FLIPPIN/COLLECT
DESCRIPTION
******************************
PER QUOTATION FROM RIVERBEND
TOOLING TERMS ARE 1/3 WITH PO
1/3 WHEN COMPLETE AND 1/3 WHEN
APPROVED.
******************************
NET-30
UNIT PRICE TOTALPRICE
DUEDATE
QUANTITY UIM
SUPPLIERPIN
1
EA
Z521 DOOR TOOL
TOOLING FOR Z521 GLV BOX D
1
EA
Z521 PRT DSH
06/15/09
TOOLING GOR Z521 PORT DASH
******************************
TOOLS WILL BE THE PROPERTY OF
WOOD MANUFACTURING CO., INC.
AND WILL BE TRANSFERABLE AT
ANY TIME. THE BACK SIDE OF ALL
72634
06/15/09
.
2460.0000
32460.0
o
3130.0000
73130.0
o
ThisPurchase
Orderis subjectto andincorporates
the Buyer'sStandardTermsandConditionsas described
onthe reversesideof this orderor as previouslyprovidedin writtenform to the Seller.
IMPORTANT:ACKNOWLEDGE
IMMEDIATELY!
ADVISE
IFYOUAREUNABLE
TODELIVER
PEROURREQUEST.
WOODMANUFACTURING
CO.,INC.
PURCHASINGAGENT
PURCHASE ORDER
ORDERNO.
SUPPLIER PURCHASE
WOODMANUFACTURING
CO.,INC.
~.
QUANTITY UIM
000
2
PACKAGES,
SHIPPING
PAPERS
& CORRESPONDENCE.
RIVERBEND
INDUSTRIES
WAREHOUSE
1 (MAIN WHSE)
RANGER BOATS
(PLANT 2)
3700
WHEELER AVENUE
FORT SMITH
AR 72901
DATE
4/15/09
141206
10402
d/b/a RANGER
BOATS
P.O.BOX179· PHONE(870)453-2222· FLIPPIN,ARKANSAS
72634
FAX# (870)453-5689
PAGENO.
REQNO REQINT
GFG
SUPPLIERPIN
96 RANGER
SHIPVIA
AVERITT
RANGERPIN
DESCRIPTION
TOOLS SHOULD BE MARKED WITH
IIPROPERTY OF WOOD
MANUFACTURING CO., INC. II
OF EXPE CTED
DUEDATE
72634
TERMS
NET-30
UNIT PRICE
ARRIVAL.
THANKS
TOTALPRICE
105590.0 o
ORDER TOTAL
IMPORTANT: E GER P.O. l-UMBERS AND RANGER PART NUMBERS
YOUR Pl CKING LI ST 1ND INVOICE IN ORDER TO FACILITA
DATE: DATE
AR
EO.B./FREIGHT
TERMS
FLIPPIN/COLLECT
EXTENDED
DUE
ROAD
FLIPPIN
ATTN:
FOR YOUR
UST APPEAl ON
E PROMPT IAYMENT.
rOOPERATIOl'
.
ThisPurchaseOrderis subjectto andincorporatesthe Buyer'sStandardTermsandConditionsasdescribed
on the reversesideof this orderor as previouslyprovidedin writtenformto the Seller.
IMPORTANT:
ACKNOWLEDGE
IMMEDIATELY!
ADVISEIFYOUAREUNABLETODELIVER
PEROURREQUEST.
WOODMANUFACTURING
CO.,INC.
PURCHASINGAGENT
PURCHASEORDER
SUPPLIER PURCHASE
ORDERNO.
WOODMANUFACTURING
CO.,INC.
10402
d/b/a RANGER
BOATS
72634
FAX# (870)453-5689
140933
000
PAGENO.
1
THIS NUMBERMUST APPEARON ALL INVOICES,
PACKAGES,
SHIPPING
PAPERS& CORRESPONDENCE.
~.
RIVERBEND
3700
INDUSTRIES
DATE
REQNO REQINT
GFG
QUANTITY U/M
1
EA
96 RANGER ROAD
FLIPPIN
ATTN:
WHEELER AVENUE
FORT SMITH
4/03/09
WAREHOUSE
1 (MAIN WHSE)
RANGER BOATS
(PLANT 2)
SUPPLIERPIN
AR 72901
SHIPVIA
AVERITT
RANGERPIN
TOOLIN
AR 72634
TERMS
EO.B./FREIGHT
TERMS
NET-30
FLIPPIN/COLLECT
DESCRIPTION
******************************
THIS PO IS FOR TOOLING FOR THE
NEW Z521 STARBOARD DASH PANEL
TERMS ARE 1/3 WITH PO, 1/3
UPON COMPLETION AND 1/3 UPON
APPROVAL
******************************
DUEDATE
Z521 STARBOARD DASH TOOLIN
06/01/09
******************************
TOOLS WILL BE THE PRPERTY OF
WOOD MANUFACTURING CO, INC.
AND WILL BE TRANSFERABLE AT
ANY TIME. THE BACK SIDE OF ALL
TOOLS SHOULD BE MARKED WITH
UNIT PRICE
5970.0000
TOTALPRICE
75970.0 o
.
ThisPurchaseOrderis subjectto andincorporates
the Buyer'sStandardTermsandConditionsas described
on the reversesideof this orderor as previouslyprovidedin writtenform to the Seller.
IMPORTANT:
ACKNOWLEDGE
IMMEDIATELY!
ADVISEIFYOUAREUNABLE
TODELIVER
PEROURREQUEST.
WOODMANUFACTURING
CO.,INC.
PURCHASINGAGENT
PURCHASE
ORDER
SUPPLIER PURCHASE
ORDERNO.
WOODMANUFACTURING
CO.,INC.
10402
d/b/aRANGER
BOATS
72634
FAX# (870)453-5689
~.
QUANTITY U/M
000
2
PACKAGES,
SHIPPING
PAPERS
& CORRESPONDENCE.
RIVERBEND
INDUSTRIES
WAREHOUSE
1 (MAIN WHSE)
RANGER BOATS
(PLANT 2)
96 RANGER ROAD
FLIPPIN
ATTN:
3700 WHEELER AVENUE
FORT SMITH
AR 72901
DATE
4/03/09
140933
PAGENO.
REQNO REQINT
GFG
SUPPLIERPIN
SHIPVIA
AVERITT
RANGERPIN
EO.B./FREIGHT
TERMS
FLIPPIN/COLLECT
DESCRIPTION
"PROPERTY OF WOOD
MANUFACTURING CO., INC."
******************************
EXTENDED
DUEDATE
AR 72634
TERMS
NET-30
UNIT PRICE
ORDER TOTAL
TOTALPRICE
75970.0 o
IMPORTANT:
GER P.O.
BERS AND RANGER PART NUMBERS -1UST APPEAl ON
AYMENT.
YOUR PiCKING LIST 1
INVOICE IN ORDER TO FACILITA T'E PROMPT
DUE DATE DATE OF EXPE CTED ARRIVAL.
THANKS FOR YOUR :OOPERATIm .
ThisPurchaseOrderis subjectto andincorporatesthe Buyer'sStandardTermsandConditionsasdescribed
on the reversesideof this orderor as previouslyprovidedin writtenform to the Seller.
IMPORTANT:
ACKNOWLEDGE
IMMEDIATELY!
ADVISEIFYOUAREUNABLETODELIVERPEROURREQUEST.
WOODMANUFACTURING
CO.,INC.
PURCHASINGAGENT
Case No. BKY 09-43537
Chapter 11 Case
In re:
Debtors.
MEMORANDUM OF LAW IN SUPPORT OF MOTION FOR ORDER (I) GRANTING
AN EXPEDITED HEARING AND (II) AUTHORIZING WOOD MANUFACTURING
CO., INC. TO ASSUME AGREEMENT WITH RIVER BEND INDUSTRIES, INC.
INTRODUCTION
Debtors submit this Memorandum of Law in support of their motion for expedited hearing
and for an order authorizing them to assume the Agreement with River Bend.
BACKGROUND
The facts in support of the relief requested are set forth in the verified Motion. All
capitalized terms have the meaning ascribed to them in the Motion.
ARGUMENT
I.
CAUSE EXISTS FOR AN EXPEDITED HEARING.
Local Rule 9006-1 provides that notice shall be given by delivery not later than 10 days
before the hearing date. Local Rule 9006-1(e), however, provides that notice may be shortened
for cause.
1
Here, cause exists to reduce notice of the hearing to authorize assumption of the
Agreement because it is critical to Wood Manufacturing Co., Inc.’s continued success. This
success is inextricably linked to the showing of the new Ranger model to dealers on July 13,
2009. If Wood Manufacturing Co., Inc. cannot assume the Agreement in time to permit the
completion of the tooling under the Agreement, the Ranger brand will suffer immediate and
irreparable harm, including damaged dealer relations and lost sales.
II.
ASSUMPTION OF THE AGREEMENT IS AN APPROPRIATE EXERCISE OF
WOOD MANUFACTURING CO., INC.’S BUSINESS JUDGMENT.
The Agreement is an executory contract within the meaning of Bankruptcy Code § 365,
which authorizes assumption of an executory contract, subject to court approval. 11 U.S.C.
§ 365(a). In considering whether to approve a debtor’s request to assume an executory contact,
courts apply the business judgment test. In re Food Barn Stores, Inc., 107 F.3d 558, 567 n. 16
(8th Cir. 1996). The business judgment test considers whether the requested relief is in the best
interest of the debtor’s estate. Id.; see also In re Huff, 81 B.R. 531, 537 (Bankr. D. Minn. 1988).
Here, assumption of the Agreement is in the best interest of Wood Manufacturing Co.,
Inc.’s estate. The assumption of the Agreement is critical to Wood Manufacturing Co., Inc.’s
continued success. The redesign of the dash bezel will driver further boat sales. The redesign is
to critical to maintain Wood Manufacturing Co., Inc.’s status as a leading manufacturing of
fishing boats. Indeed, one of Wood Manufacturing Co., Inc.’s competitors recently completed a
similar redesign.
Finally, assumption of the Agreement is an efficient use of Wood
Manufacturing Co., Inc.’s estate’s resources. The original pricing was subjected to competition
among manufactures similar to River Bend since selecting River Bend, it has been paid for
certain work completed prior to the Filing Date. Should Wood Manufacturing Co., Inc. be
2
forced to rebid the project, the total cost will exceed the balance owed to River Bend under the
Agreement.
CONCLUSION
For the foregoing reasons, Debtors respectfully requests that this Court enter an order
granting the relief requested in the Motion.
/s/ Ryan T. Murphy
James L. Baillie (#3980)
Faye Knowles (#56959)
Ryan T. Murphy (#311972)
200 South Sixth Street, Suite 4000
Minneapolis, MN 55402
Phone (612) 492-7000
Fax (612) 492-7077
[email protected]
[email protected]
[email protected]
ATTORNEYS FOR DEBTOR
4575283_1.DOC
3
Chapter 11
In re:
Case No. 09-43537
Debtors.
CERTIFICATE OF SERVICE
Ryan T. Murphy, under penalty of perjury, states that on June 16, 2009, he caused to be
served the following:
1.
Debtors’ Notice of Hearing and Motion For Order (I) Granting an Expedited
Hearing and (II) Authorizing Wood Manufacturing Co., Inc. to Assume
Agreement with River Bend Industries, Inc.;
2.
Memorandum of Law in Support of Motion For Order (I) Granting an Expedited
Hearing and (II) Authorizing Wood Manufacturing Co., Inc. to Assume
Agreement with River Bend Industries, Inc.;
3.
Order Authorizing Wood Manufacturing Co., Inc.’s Assumption of Agreement
with River Bend Industries, Inc.; and
4.
Certificate of Service
by sending true and correct copies to all parties on the attached Service List as indicated therein.
/s/ Ryan T. Murphy
Ryan T. Murphy
4575735_1.DOC
1
Genmar Holdings, Inc. and Related Debtors
MASTER SERVICE LIST
Bky No. 09-43537
NOTE: Served via Express Mail except those parties whose contact information includes an e-mail address were served
via e-mail
US Trustee and Other Required Parties
Major Secured Creditors
U.S. Trustee's Office
1015 US Courthouse
300 S Fourth St
Minneapolis MN 55415
[email protected]
Wells Fargo Bank, NA
Michael R. Stewart
Lyle Ward
Sara Bruggeman
Faegre & Benson LLP
2200 Wells Fargo Center
90 South Seventh St
Minneapolis MN 55402-3901
[email protected]
[email protected]
[email protected]
U.S. Trustee's Office
1015 US Courthouse
300 South Fourth Street
[email protected]
IRS District Counsel
380 Jackson St, Ste 650
St Paul MN 55101-4804
Internal Revenue Service
Wells Fargo Place
30 E 7th St, Mail Stop 5700
St Paul MN 55101
MN Department of Revenue
Collection Enforcement
551 Bankruptcy Section
600 North Robert Street
PO Box 64447
St Paul MN 55101-2228
US Attorney
600 US Courthouse
300 S Fourth St
Minnesota Department of Economic
Security
332 Minnesota Street
St. Paul MN 55101-1351
Debtors
Genmar Holdings, Inc. and other Debtors
Genmar Holdings, Inc.
Attention: David Huls
2900 IDS Center
80 South Eighth Street
612-337-1930 (fax)
[email protected]
4565297_3.doc
Fifth Third Bank
James Markus
1700 Lincoln
Suite 4000
Denver CO 80203
[email protected]
GE Commercial
Distribution Finance Corporation
Thomas J. Lallier
Jeffrey D. Klobucar
Foley & Mansfield, PLLP
250 Marquette Ave, Ste 1200
[email protected]
[email protected]
GE Commercial Distribution Finance
Michael C. Rupe
Heath D. Rosenblat
King & Spalding LLP
1185 Avenue of the Americas
New York NY 10036
[email protected]
[email protected]
Twin Lakes Community Bank
PO Box 1229
301 South 1st St
Flippin AR 72634
Textron Financial Corporation
Brian F. Leonard
Leonard, O'Brien, Spencer, Gale & Sayre
100 South Fifth Street
Suite 2500
[email protected]
Textron Financial Corporation
Textron Financial Canada, Ltd.
Steven E. Fox
Paul Traub
Brett J. Nizzo
Maura I. Russell
Epstein Becker & Green PC
250 Park Ave
New York NY 10177-1211
[email protected]
[email protected]
[email protected]
[email protected]
Yamaha Motor Corporation USA
Timothy D. Moratzka, Esq.
1400 AT&T Tower
901 Marquette Ave
612-305-1414 (fax)
[email protected]
Committee of Unsecured Creditors
Gary Potter
EZ Loader Boat Trailers
6533 Hwy 126 N
PO Box 270
Midway AR 42651
870-481-5138 (telephone)
870-481-5264 (fax)
[email protected]
Timothy MacEachern
Inland Plywood Company
375 N Cass Ave
Pontiac MI 48342
248-334-4706 (telephone)
248-338-7407(Fax)
[email protected]
Lester Turchin
Dometic Corporation
2000 N Andrews Ave
Pompano Beach FL 33069
954-633-3158 (telephone)
954-979-4414 (fax)
[email protected]
Marcia M. Kull
Volvo Penta of the Americas Inc.
1300 Volvo Penta Dr
Chesapeake VA 23320
757-382-4024 (telephone)
757-382-4061 (fax)
[email protected]
Genmar Holdings, Inc. and Related Debtors
MASTER SERVICE LIST
Bky No. 09-43537
NOTE: Served via Express Mail except those parties whose contact information includes an e-mail address were served
via e-mail
John Pugh
Marine Hardware Inc.
14560 NE 91st St
PO Box 3099
Redmond WA 98052
425-883-0651 (telephone)
425-376-2811 (fax)
[email protected]
Bombardier Recreational Products
Kevin D. Hofman
Halleland Lewis Nilan & Johnson PA
600 US Bank Plaza South
220 S Sixth St
612-338-7858 (fax)
[email protected]
Richard Schwenk
Teleflex Inc
640 N Lewis Rd
Limerick PA 19468
610-495-7011 (telephone)
610-495-2071 (fax)
[email protected]
Inland American Office Management and
MB Minneapolis 8th St LLC
Kevin M. Newman
Menter Rudin & Trivelpiece PC
308 Maltbie St, Ste 200
Syracuse NY 13204-1498
315-474-4040 (fax)
[email protected]
Rose Cardinal
Tie Down Engineering Inc.
255 Villanova Dr
Atlanta GA 30336
404-344-0000 x317 (telephone)
404-346-6814 (fax)
[email protected]
Requests for Notice
Hagemeyer NA
Cynthia J. Lowery
Moore & Van Allen PLLC
40 Calhoun St, Ste 300
PO Box 22828
Charleston SC 29413-2828
[email protected]
Hagemeyer NA
Larry B. Ricke
Spence Ricke & Sweeney PA
325 Cedar St, Ste 600
St Paul MN 55101
651-223-8000 (telephone)
651-223-8003 (fax)
[email protected]
Volvo Penta of the Americas Inc./
Volvo Financial Service North America/
VFS Leasing Co.
Cass S. Weil
John K. Rossman
Sarah E. Doerr
Moss & Barnett PA
4800 Wells Fargo Center, 90 S 7th St
[email protected]
[email protected]
[email protected]
Lindy Lazar
Gregory M. Luyt
Bowerman Bowden Ford Clulo & Luyt
620-A Woodmere
Traverse City MI 49686
231-941-8192 (fax)
[email protected]
[email protected]
Llebroc Industries
David D. Heim
Joseph A. Nilan
Gregerson Rosow Johnson & Nilan Ltd
650 Third Ave S, #1600
[email protected]
[email protected]
Llebroc Industries
Aaron Z. Tobin
Anderson & Jones PLLC
One Galleria Tower
13355 Noel Rd, Ste 1900
Dallas TX 75240
972-789-1160 (telephone)
[email protected]
4565297_3.doc
Kubota Credit Corp.
Joe M. Lozano, Jr.
National Bankruptcy Services.com LLC
F#2390-N-2696
9441 LBJ Freeway, Ste 350
Dallas TX 75243
972-643-6600 (telephone)
972-643-6698 (fax)
[email protected]
MB Minneapolis 8th St LLC
Jane S. Welch
Michael T. Berger
Morrison Fenske & Sund PA
5125 Cty Rd 101, Ste 202
Minnetonka MN 55345
952-975-0050 (telephone)
952-975-0058 (fax)
[email protected]
[email protected]
Chapter 11
In re:
Debtors.
Case No. 09-43537
ORDER AUTHORIZING WOOD MANUFACTURING CO., INC.’S ASSUMPTION OF
AGREEMENT WITH RIVER BEND INDUSTRIES, INC.
Motion For Order (I) Granting An Expedited Hearing And (II) Authorizing Wood
Manufacturing Co., Inc. To Assume Agreement With River Bend Industries, Inc. (“Motion”)
came before the undersigned United States Bankruptcy Judge. Appearances are noted on the
record.
Based on the arguments of counsel, all of the files, records and proceedings herein, the
Court having been advised in the premises, the Court’s findings of fact and conclusions of law, if
any, having been stated orally and recorded in open court following the close of argument,
IT IS HEREBY ORDERED,
1.
Debtors’ Motion for expedited relief is granted.
2.
Pursuant to 11 U.S.C. § 365(a), Wood Manufacturing Co., Inc. is hereby
authorized to assume the Agreement (as defined in the Motion) with River Bend Industries, Inc.
1
VEC Management Co. L.L.C., Case No. 09-43553; VEC Technology, Inc., Case No. 09-43554; Windsor Craft
Dated: ___________, 2009
Dennis D. O’Brien
United States Bankruptcy Judge
4575285_1.DOC
2

Genmar Holdings, Inc., et al. Debtors. Chapter 11 Case No. 09

Transcription

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