Case 12-11564-CSS Doc 1590 Filed 08/13/13 Page 1 of 2 IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE In re: ALLIED SYSTEMS HOLDINGS, INC., et al., 1 Debtors. Chapter 11 Case No. 12-11564 (CSS) (Jointly Administered) Re: Docket Nos. 1320, 1431 AMENDED NOTICE OF DEBTORS INTENT TO ASSUME AND ASSIGN CERTAIN LEASES AND EXECUTORY CONTRACTS AND FIXING OF CURE AMOUNTS PLEASE TAKE NOTICE on July 15, 2013, the above-captioned debtors and debtors-inpossession (collectively, the Debtors ) filed their Notice of Debtors Intent to Assume and Assign Certain Leases and Executory Contracts and Fixing of Cure Amounts [Docket No. 1431] (the Notice ). Certain unexpired leases and executory contracts (collectively, the Assumed and Assigned Agreements ), and their respective Cure Amounts, 2 that the Debtors may seek to assume and assign to the Successful Bidder were set forth in Exhibit B to the Notice. PLEASE TAKE FURTHER NOTICE that following the filing of the Notice, certain counterparties to the Assumed and Assigned Agreements lodged informal Contract Objections (the Informal Contract Objections ) with respect to the Notice. The Debtors have resolved or deferred the Informal Contract Objections by adding Assumed and Assigned Agreements, 1 The Debtors in these cases, along with the federal tax identification number (or Canadian business number where applicable) for each of the Debtors, are: Allied Systems Holdings, Inc. (58-0360550); Allied Automotive Group, Inc. (58-2201081); Allied Freight Broker LLC (59-2876864); Allied Systems (Canada) Company (90-0169283); Allied Systems, Ltd. (L.P.) (58-1710028); Axis Areta, LLC (45-5215545); Axis Canada Company (87568828); Axis Group, Inc. (58-2204628); Commercial Carriers, Inc. (38-0436930); CT Services, Inc. (38-2918187); Cordin Transport LLC (38-1985795); F.J. Boutell Driveway LLC (38-0365100); GACS Incorporated (58-1944786); Logistic Systems, LLC (45-4241751); Logistic Technology, LLC (45-4242057); QAT, Inc. (59-2876863); RMX LLC (31-0961359); Transport Support LLC (38-2349563); and Terminal Services LLC (91-0847582). The location of the Debtors corporate headquarters and the Debtors address for service of process is 2302 Parklake Drive, Bldg. 15, Ste. 600, Atlanta, Georgia 30345. 2 All capitalized terms not defined herein shall have the meaning ascribed thereto in the Notice.
Case 12-11564-CSS Doc 1590 Filed 08/13/13 Page 2 of 2 revising Cure Amounts, adding reservation of rights language, or otherwise amending the Notice as set forth in Exhibit 1, attached hereto. 3 PLEASE TAKE FURTHER NOTICE that the Notice is hereby amended to incorporate the revisions as set forth in Exhibit 1. All other Assumed and Assigned Agreements and their respective Cure Amounts not amended by Exhibit 1 shall remain as set forth in the Notice as filed on July 15, 2013. Dated: August 13, 2013 Wilmington, Delaware /s/ Marisa A. Terranova Mark D. Collins (No. 2981) Christopher M. Samis (No. 4909) Marisa A. Terranova (No. 5396) RICHARDS, LAYTON & FINGER, P.A. One Rodney Square 920 North King Street Wilmington, Delaware 19801 Telephone No.: (302) 651-7700 Facsimile No.: (302) 651-7701 E-Mail: collins@rlf.com E-Mail: samis@rlf.com E-Mail: terranova@rlf.com -and- Jeffrey W. Kelley (GA Bar No. 412296) Ezra H. Cohen (GA Bar No. 173800) Matthew R. Brooks (GA Bar No. 378018) TROUTMAN SANDERS LLP Bank of America Plaza 600 Peachtree Street, Suite 5200 Atlanta, Georgia 30308-2216 Telephone No.: (404) 885-3000 Facsimile No.: (404) 885-3900 E-Mail: jeffrey.kelley@troutmansanders.com E-Mail ezra.cohen@troutmansanders.com E-Mail: matthew.brooks@troutmansanders.com Counsel for Debtors and Debtors-in-Possession 3 National Union Fire Insurance Company of Pittsburg, P.A., and all other affiliates of American International Group, Inc. ( AIG ) have objected to their respective Cure Amounts and the Notice and are seeking to reach an agreement with the Debtors as to the Cure Amounts. Any hearing on unresolved objections asserted by AIG or its affiliates shall be held after the Sale Hearing and no additional objection need be filed.
Case 12-11564-CSS Doc 1590-1 Filed 08/13/13 Page 1 of 3 Exhibit 1 Amended Assumed and Assigned Contracts Allied Entity Counterparty Name and Address Contract Type Cure Amount Allied Systems Holdings, Inc. Central States, Southeast and Southwest Settlement Agreement $687,851.12 1 Allied Systems, Ltd., (L.P.) Central States, Southeast and Southwest Settlement Agreement $5,304,533.02 2 Transport Support, LLC Central States, Southeast and Southwest Settlement Agreement $212,408.20 3 Axis Group, Inc. The City of New York Department of Small Business Services 110 William Street 602,285 sq. ft. at the South Brooklyn Marine Terminal $105,783.06 4 New York City Economic Development 110 William Street New York City Law Division Executive Vice President for Property Management 110 William Street, 6 th Floor Attn: General Counsel, Somers NY 10589 Master Services Agreement $212,800.09 5 1 the Cure Amount should be increased by $36,991.61 to reflect accrued interest to date. This objection shall be 2 the Cure Amount should be increased by $485,123.67 to reflect accrued interest to date. This objection shall be 3 the Cure Amount should be increased by $20,061.75 to reflect accrued interest to date. This objection shall be 4 The City of New York has objected to the Cure Amount as set forth in the Notice and this Amended Notice. The Debtors and the City of New York agree that the Cure Amount will be resolved in connection with the final resolution of the First Omnibus Motion for an Order Pursuant to Section 365 of the Bankruptcy Code and Bankruptcy Rule 6006 Authorizing the Debtors to Assume Certain Real Property Leases [Docket No. 671]. 5 This amount represents the aggregate Cure Amount for all contracts listed with, IBM, IBM and International Business Machines.
Case 12-11564-CSS Doc 1590-1 Filed 08/13/13 Page 2 of 3 V.P. Distribution Sector, IMT Raleigh, NC 27709 Allied Systems Holdings, Inc. IBM 1 New Orchard Road Armonk, NY 10504 1722 Attn: General Counsel Somers, NY 10589 Services Agreement License Agreement Statement of Work #112 Attn: General Counsel Somers, NY 10589 Statement of Work #94 Allied Automotive Group, IBM Rental Agreement
Case 12-11564-CSS Doc 1590-1 Filed 08/13/13 Page 3 of 3 Inc. PO Box 643600 Pittsburg, PA 15264 3600 Allied Automotive Group, International Business Machines Inc. Allied Holdings, Inc. International Business Machines Allied Holdings, Inc. International Business Machines Allied Systems Holdings, Inc. International Business Machines Allied Automotive Group, Inc. Axis Group, Inc. CT Services, Inc. International Truck and Engine 4201 Winfield Road PO Box 251 Warrenville, IL 60555 Motivated Security Services, Inc. 34 West Main Street, Suite 204 Somerville, NJ 8876 The New York Susquehanna & Western Railway 1 Railroad Avenue Cooperstown, NY 13326 Software License Agreement IBM Managed Services National Agreement IBM Managed Services IBM Services National Agreement Statement of Work #117 Proof of Entitlement Cardholder Agreements $228,376.74 6 Acct# 5317: $85,601.72 Acct# 5318: $1,623.80 Acct# 5319: $134,150.72 Acct# 5320: $7,000.50 Service Agreement $28,206.21 License Agreement $26,709.25 6 International Truck and Engine has asserted that each account is governed by a separate, independent Cardholder Agreement, with the respective Cure Amount shown in this schedule.