Case ast Doc 100 Filed 05/17/13 Entered 05/17/13 15:30:10

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1 Case ast Doc 100 Filed 05/17/13 Entered 05/17/13 15:30:10 UNITED STATES BANKRUPTCY COURT EASTERN DISTRICT OF NEW YORK X In re: GATZ PROPERTIES, LLC, Case No.: AST Chapter 11 Debtor X ORDER PURSUANT TO SECTIONS 105 AND 363 OF THE BANKRUPTCY CODE APPROVING (A) AGREEMENT OF SALE WITH STALKING HORSE BIDDER, (B) BID AND SALE PROCEDURES, (C) MANNER AND FORM OF NOTICE, AND (D) DATE FOR AUCTION IN CONNECTION WITH SALE OF DEBTOR S REAL PROPERTY AND GRANTING RELATED RELIEF Upon the Motion (the Motion ) of Gatz Properties, LLC (the Debtor ), a debtor and debtor in possession, by its attorneys, LaMonica Herbst & Maniscalco, LLP, for entry of an order, pursuant to Sections 105, and 363 of title 11 of the United States Code, 11 U.S.C. 101 et seq. (the Bankruptcy Code ), approving: (a) the Agreement of Sale with the Stalking Horse Bidder; (b) the Bid Procedures, (c) the manner and form of notice to be utilized in connection with a sale of the Debtor s real property located at 1793 Northville Turnpike, Riverhead, New York (the Real Property ), and (d) the date for the auction ( Auction ), and granting related relief; and sufficient cause appearing therefor, and it further appearing that sufficient notice of the Motion having been given; and it further appearing that this Court has jurisdiction to grant the requested relief pursuant to 28 U.S.C. 157 and 1334; and a hearing having been held on May 16, 2013 (the Hearing ) to consider the relief requested in the Motion; and upon the record made at the Hearing which is incorporated herein; and it further appearing that the relief requested in the Motion is reasonable and necessary under the circumstances to protect the interests of the Debtor, its estate, and its creditors in connection with the proposed sale of the Real Property in accordance with the Agreement and the Auction; and it appearing that an order

2 Case ast Doc 100 Filed 05/17/13 Entered 05/17/13 15:30:10 establishing the Bid Procedures, fixing and approving the notice and scheduling the Auction is in the best interests of the Debtor and parties in interest; and no objections having been filed; and after due deliberation and sufficient cause appearing therefor, it is hereby ORDERED, that all capitalized terms used but not defined herein shall be ascribed the same meaning(s) as set forth in the Motion and the Bid Procedures, and to the extent there is any inconsistency between and/or among the Bid Procedures, the Bid Procedures Order and the Motion, the terms and conditions set forth in the Bid Procedures shall control; and it is further ORDERED, that the Agreement with the Stalking Horse Bidder, annexed as Exhibit A to the Motion is approved, including the provision concerning the Reimbursement Fee as defined and set forth in the Agreement, subject to a determination by the Court, as to the amount thereof, to be made at the Sale Confirmation Hearing (as defined below) and pursuant to an Order to be entered in connection therewith, or upon such later hearing and further Order of the Court; and it is further ORDERED, that the Bid Procedures annexed hereto as Exhibit 1 are approved; and it is further ORDERED, that pursuant to Bankruptcy Rules 2002 and 6004, on or before May 22, 2013, the Debtor shall serve a copy of the Bid Procedures, the Auction Notice, substantially in the form annexed hereto as Exhibit 2, which form is hereby approved, together with a copy of this Order, by (a) overnight delivery, electronic mail transmission, or fax to (i) the attorneys for all known or asserted lien holders, (ii) the Office of the United States Trustee, and (iii) all parties who have made written expressions of interest in acquiring the Debtor s assets, and (b) first class mail upon (iv) all appropriate federal, state and local taxing authorities, and (v) upon each person or entity that has filed a notice of appearance in this case; and it is further 2

3 Case ast Doc 100 Filed 05/17/13 Entered 05/17/13 15:30:10 ORDERED, that the Bid Deadline of June 19, 2013, at 5:00 p.m. (Eastern Standard Time) is hereby approved; and it is further ORDERED, that, if competing Qualifying Bids are received, an Auction to sell the Debtor s Real Property will be held on June 24, 2013, at 11:00 a.m. (Eastern Standard Time) at the offices of Debtor s counsel, LaMonica Herbst & Maniscalco, LLP, 3305 Jerusalem Avenue, Wantagh, New York 11793; and it is further ORDERED, that on or before June 24, 2013, at 5:00 p.m. (Eastern Standard Time), counsel for the Debtor shall serve upon (a) all known or asserted lien holders, and (b) the Office of the United States Trustee, via , fax or overnight delivery, notice of the Successful Bidder and/or Backup Bidder and the amount of the bid(s) tendered thereby; and it is further ORDERED, that a hearing shall be held before the Court on June 26, 2013, at 9:30 a.m. in Courtroom 960 of the Alfonse M. D Amato Federal Courthouse, 290 Federal Plaza, Central Islip, New York (the Auction or Sale Confirmation Hearing ) to consider the approval of the sale of the Real Property to the (a) Successful Bidder and/or Backup Bidder from the Auction, or (b) if no Auction was held, the Stalking Horse Bidder; and it is further ORDERED, that, if any Successful Bidder and/or Backup Bidder, or if no Auction is conducted then the Stalking Horse Bidder, shall fail to fully comply with the Bid Procedures, or upon the failure to consummate a sale of the Real Property because of a breach or failure on the part of the Successful Bidder and/or Backup Bidder, or the Stalking Horse Bidder if no Auction is conducted, with respect to the Real Property, the Debtor is authorized to, and shall, retain the Deposit as liquidated damages, and the Backup Bidder, shall be deemed the Successful Bidder and shall consummate the sale of the Real Property without further Order of the Court, or if no 3

4 Case ast Doc 100 Filed 05/17/13 Entered 05/17/13 15:30:10 Backup Bidder exists, then, in such event, the Debtor may seek to sell the Real Property upon notice and a hearing to any other interested purchaser; and it is further ORDERED, that such service as provided herein is hereby deemed due, timely, good and sufficient notice of the entry of this Bid Procedures Order, the Auction, and all proceedings to be held thereon and matters related thereto; and it is further ORDERED, that the Debtor is authorized to do such things, execute such other documents, and expend such funds, as may be necessary to implement the terms and conditions of this Order; and it is further ORDERED, that the Court shall retain jurisdiction over any matter or dispute arising from or relating to the implementation of this Order. Dated: May 17, 2013 Central Islip, New York Alan S. Trust United States Bankruptcy Judge 4

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14 LaMonica Herbst & Maniscalco, LLP EXHIBIT Jerusalem Avenue Wantagh, NY (516) Adam P. Wofse, Esq. UNITED STATES BANKRUPTCY COURT EASTERN DISTRICT OF NEW YORK X In re: Chapter 11 Case No AST GATZ PROPERTIES, LLC, Debtor X NOTICE OF AUCTION AND HEARING TO CONSIDER APPROVAL OF THE SALE OF DEBTOR S REAL PROPERTY PLEASE TAKE NOTICE that on July 20, 2012 (the Petition Date ), Gatz Properties, LLC (the Debtor ) filed a voluntary petition with the the Bankruptcy Court for the Eastern District of New York, seeking relief under Chapter 11 of the Bankruptcy Code. PLEASE TAKE FURTHER NOTICE that, in connection with a motion filed by the Debtor (the Motion ), the Bankruptcy Court has entered an order (the Bid Procedures Order ) approving an agreement of sale with a stalking horse bidder (the Stalking Horse Bidder ) and certain procedures and deadlines with respect to the auction (the Auction ) sale of the Debtor s real property located at 1793 Northville Turnpike, Riverhead, New York (the Real Property ) including the scheduling of the Auction and a hearing (the Sale Confirmation Hearing ) for the approval of the sale of the Debtor s Real Property to a winning bidder at the Auction, if any, or if no Auction is conducted, to the Stalking Horse Bidder. A copy of the Bid Procedures Order is enclosed herewith and the Bid Procedures are attached thereto as Exhibit 1. PLEASE TAKE FURTHER NOTICE that, pursuant to the Bid Procedures Order, the Bankruptcy Court has scheduled the following: (a) an Auction to be held on June 24, 2013 at 11:00 a.m., at the offices of Debtor s counsel, LaMonica Herbst & Maniscalco, LLP, 3305 Jerusalem Avenue, Wantagh, New York 11793, or in such manner and at such alternative location, as the Debtor may determine or the Court may direct, to consider any higher or better offers in accordance with the Bid Procedures Order and the Bid Procedures; and (b) a Sale Confirmation Hearing to be held on June 26, 2013 at 9:30 a.m., before the Bankruptcy Court for the Eastern District of New York, Alfonse M. D'Amato Federal Courthouse, 290 Federal Plaza, Central Islip, NY 11722, before the Honorable Alan S. Trust, to consider approval and the confirmation of any sale of the Debtor s Real Property. 1

15 PLEASE TAKE FURTHER NOTICE, that the Auction and any hearing scheduled by the Bankruptcy Court in connection with the Auction, or private sale as set forth in the Bid Procedures and Motion, including the Sale Confirmation Hearing, may be adjourned from time to time without further notice to creditors or other parties of interest, other than by announcement in Bankruptcy Court of such adjournment on the date of the hearing. Dated: Wantagh, New York May 17, 2013 LAMONICA HERBST & MANISCALCO, LLP Attorneys for Debtor By: s/adam P. Wofse Adam P. Wofse, Esq. A Partner of the Firm 3305 Jerusalem Avenue, Suite 201 Wantagh, New York (516) M:\Documents\Company\Cases\Gatz Properties, LLC\Sale\auction sale & bid pros motion\notice of auction and hearings per hrg doc 2