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"absolute priority rule" question
I've been flirting with dissolving an entity to let the assets and
debt drop to the owner to test the situation in which david's comment
is relevant,
On Friday, February 5, 2010, Dennis McGoldrick wrote:
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> Absolute priority rule can only be beaten by a nw value contribution. There are a lot of new value cases, read Northwest v Ahlers. (if that is the right spelling.)
> When you get through reading you will find the new value contribution has to meaningful and make a contribution to the plan, short version. So cancel equity in the plan and give equity a chance to by new equity, with a new cash contribution. Ahlers ruled sweat equity not enough.
> Good luck
> Dennis McGoldrick350 S. Crenshaw Bl., #A207BTorrance, CA 90503
> On Feb 4, 2010, at 3:05 PM, miyun lim wrote:
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> Dear Listmates,
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> I have a potential LLC client who is contemplating filing ch11. One person owns 100% of the LLC. It has $1.7M secured debt and $300K unsecured debt, eligible to be a "small business debtor". LLC owns a property that is worth $1.5M.
> The business income (EBITDA) barely covers the secured debt payment. Given the absolute priority rule, what are the ways to retain corporate ownership? How the unsecured creditors receive the ownership? Or, if the unsecured creditors are not getting paid, does the LLC must liquidate because of "absolute priority rule"
> Thank you so much for your insight.
>
> Teri Lim, Esq.
> Law Offices of Miyun Teri Lim
> 3701 Wilshire Blvd. Ste. 1025
> Los Angeles, CA 90010
> (213)389-3557(Office)
> (323) 927-3623
> (Fax)
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Giovanni Orantes, Esq.
3435 Wilshire Blvd. Suite 1980
Los Angeles, CA 90010
Tel: (213) 389-4362
Phone: (888) 619-8222 x101
Fax: (877) 789-5776
e-mail: go@gobklaw.com
website: www.gobklaw.com
WE ARE A "DEBT RELIEF AGENCY" AS DEFINED BY FEDERAL LAW.
SERVING BAKERSFIELD, LOS ANGELES, ORANGE COUNTY, RIVERSIDE, SAN
BERNARDINO AND SANTA BARBARA.
Note: The information contained in this e-mail message is confidential
information intended only for the use of the individual or entity
named. If the reader of this message is not the intended recipient or
an agent responsible for delivering it to the intended recipient, you
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IRS Circular 230 Disclosure: In order to comply with requirements
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The post was migrated from Yahoo.
Absolute priority rule can only be beaten by a nw value contribution. There are a lot of new value cases, read Northwest v Ahlers. (if that is the right spelling.)
When you get through reading you will find the new value contribution has to meaningful and make a contribution to the plan, short version. So cancel equity in the plan and give equity a chance to by new equity, with a new cash contribution. Ahlers ruled sweat equity not enough.
Good luck
Dennis McGoldrick
350 S. Crenshaw Bl., #A207B
Torrance, CA 90503
On Feb 4, 2010, at 3:05 PM, miyun lim wrote:
Dear Listmates,
I have a potential LLC client who is contemplating filing ch11. One person owns 100% of the LLC. It has $1.7M secured debt and $300K unsecured debt, eligible to be a "small business debtor". LLC owns a property that is worth $1.5M.
The business income (EBITDA) barely covers the secured debt payment. Given the absolute priority rule, what are the ways to retain corporate ownership? How the unsecured creditors receive the ownership? Or, if the unsecured creditors are not getting paid, does the LLC must liquidate because of "absolute priority rule"
Thank you so much for your insight.
Teri Lim, Esq.
Law Offices of Miyun Teri Lim
3701 Wilshire Blvd. Ste. 1025
Los Angeles, CA 90010
(213)389-3557(Office)
(323) 927-3623 (Fax)
Absolute priority rule can only be beaten by a nw value contribution. There are a lot of new value cases, read Northwest v Ahlers. (if that is the right spelling.)When you get through reading you will find the new value contribution has to meaningful and make a contribution to the plan, short version. So cancel equity in the plan and give equity a chance to by new equity, with a new cash contribution. Ahlers ruled sweat equity not enough.Good luckDennis McGoldrick350 S. Crenshaw Bl., #A207BTorrance, CA 90503On Feb 4, 2010, at 3:05 PM, miyun lim <terilim@yahoo.com> wrote:
Dear Listmates, I have a potential LLC client who is contemplating filing ch11. One person owns 100% of the LLC. It has $1.7M secured debt and $300K unsecured debt, eligible to be a "small business debtor". LLC owns a property that is worth $1.5M.The business income (EBITDA) barely covers the secured debt payment. Given the absolute priority rule, what are the ways to retain corporate ownership? How the unsecured creditors receive the ownership? Or, if the unsecured creditors are not getting paid, does the LLC must liquidate because of "absolute priority rule" Thank you so much for your insight. Teri Lim, Esq. Law Offices of Miyun Teri Lim 3701 Wilshire Blvd. Ste. 1025Los Angeles, CA 90010 (213)389-3557(Office)
(323) 927-3623
(Fax)
The post was migrated from Yahoo.
I guess I missed the earlier part of the email chain.
David A. Tilem
Certified Bankruptcy Specialist*
Law Offices of David A. Tilem (a debt relief agency)
206 N. Jackson Street, #201, Glendale, CA 91206
Tel: 818-507-6000 Fax: 818-507-6800
* Bankruptcy specialist cert. by State Bar of CA Bd of Legal
Specialization.
L
Sent: Friday, February 05, 2010 2:44 PM
To: cdcbaa@yahoogroups.com
Subject: Re: [cdcbaa] "absolute priority rule" question
LLC is not "long lost counsin" according to King
Peter M. Lively, JD/MBA
Law Office of Peter M. Lively * Personal Financial Law Center I
11268 Washington Blvd, Suite 203, Culver City, CA 90230-4647
Telephone: (310)391-2400 * (800)307-3328 * Fax: (310)391-2462
A-Bankruptcy-Attorney.com
Personal Financial Law Center II
1706-B Newport Boulevard, Costa Mesa, CA 92627-3073
Telephone: (949)650-3328
THIS MESSAGE IS INTENDED ONLY FOR THE USE OF THE INDIVIDUAL OR ENTITY TO
WHICH IT IS ADDRESSED, AND MAY CONTAIN INFORMATION THAT IS PRIVILEGED,
CONFIDENTIAL AND EXEMPT FROM DISCLOSURE UNDER APPLICABLE LAW. IF THE READER
OF THIS MESSAGE IS NOT THE INTENDED RECIPIENT, OR THE EMPLOYEE OR AGENT
RESPONSIBLE FOR DELIVERING THE MESSAGE TO THE INTENDED RECIPIENT, YOU ARE
HEREBY NOTIFIED THAT ANY DISSEMINATION, DISTRIBUTION OR COPYING OF THIS
COMMUNICATION IS STRICTLY PROHIBITED. IF YOU HAVE RECEIVED THIS
COMMUNICATION IN ERROR, PLEASE NOTIFY US IMMEDIATELY BY E-MAIL OR BY
TELEPHONE. THANK YOU.
_____
The post was migrated from Yahoo.
LLC is not "long lost counsin" according to King
Law Office of Peter M. Lively * Personal Financial Law Center I
11268 Washington Blvd, Suite 203, Culver City, CA 90230-4647
Telephone: (310)391-2400 * (800)307-3328 * Fax: (310)391-2462
A-Bankruptcy-Attorney.com
Personal Financial Law Center II
1706-B Newport Boulevard, Costa Mesa, CA 92627-3073
Telephone: (949)650-3328
THIS MESSAGE IS INTENDED ONLY FOR THE USE OF THE INDIVIDUAL OR ENTITY TO WHICH IT IS ADDRESSED, AND MAY CONTAIN INFORMATION THAT IS PRIVILEGED, CONFIDENTIAL AND EXEMPT FROM DISCLOSURE UNDER APPLICABLE LAW. IF THE READER OF THIS MESSAGE IS NOT THE INTENDED RECIPIENT, OR THE EMPLOYEE OR AGENT RESPONSIBLE FOR DELIVERING THE MESSAGE TO THE INTENDED RECIPIENT, YOU ARE HEREBY NOTIFIED THAT ANY DISSEMINATION, DISTRIBUTION OR COPYING OF THIS COMMUNICATION IS STRICTLY PROHIBITED. IF YOU HAVE RECEIVED THIS COMMUNICATION IN ERROR, PLEASE NOTIFY US IMMEDIATELY BY E-MAIL OR BY TELEPHONE. THANK YOU.
________________________________
To: cdcbaa@yahoogroups.com
Sent: Fri, February 5, 2010 2:35:30 PM
Subject: RE: [cdcbaa] "absolute priority rule" question
No absolute priority rule in individual Chapter 11 cases.
David A. Tilem
Certified Bankruptcy Specialist*
Law Offices of David A. Tilem (a debt relief agency)
206 N. Jackson Street, #201, Glendale , CA 91206
Tel: 818-507-6000 Fax: 818-507-6800
* Bankruptcy specialist cert. by State Bar of CA Bd of Legal Specialization.
ication
f P L
Sent: Thursday, February 04, 2010 4:26 PM
To: cdcbaa@yahoogroups. com
Subject: Re: [cdcbaa] "absolute priority rule" question
Only wayis to get thesenior classes to vote yes on the Plan, you can't cram down senior classes and keep equity.
Law Office of Peter M. Lively * Personal Financial Law Center I
11268 Washington Blvd, Suite 203, Culver City, CA 90230-4647
Telephone: (310)391-2400 * (800)307-3328 * Fax: (310)391-2462
A-Bankruptcy- Attorney. com
Personal Financial Law Center II
1706-B Newport Boulevard, Costa Mesa, CA 92627-3073
Telephone: (949)650-3328
THIS MESSAGE IS INTENDED ONLY FOR THE USE OF THE INDIVIDUAL OR ENTITY TO WHICH IT IS ADDRESSED, AND MAY CONTAIN INFORMATION THAT IS PRIVILEGED, CONFIDENTIAL AND EXEMPT FROM DISCLOSURE UNDER APPLICABLE LAW. IF THE READER OF THIS MESSAGE IS NOT THE INTENDED RECIPIENT, OR THE EMPLOYEE OR AGENT RESPONSIBLE FOR DELIVERING THE MESSAGE TO THE INTENDED RECIPIENT, YOU ARE HEREBY NOTIFIED THAT ANY DISSEMINATION, DISTRIBUTION OR COPYING OF THIS COMMUNICATION IS STRICTLY PROHIBITED. IF YOU HAVE RECEIVED THIS COMMUNICATION IN ERROR, PLEASE NOTIFY US IMMEDIATELY BY E-MAIL OR BY TELEPHONE. THANK YOU.
________________________________
To: List Serve
Sent: Thu, February 4, 2010 3:05:43 PM
Subject: [cdcbaa] "absolute priority rule" question
Dear Listmates,
I have a potential LLC client who is contemplating filing ch11. One person owns 100% of the LLC. It has $1.7M secured debt and $300K unsecured debt, eligible to be a "small business debtor". LLC owns a property that is worth $1.5M.
The business income (EBITDA) barely covers the secured debt payment. Given the absolute priority rule, what are the ways to retain corporate ownership? How the unsecured creditors receive the ownership? Or, if the unsecured creditors are not getting paid, does the LLC must liquidate because of "absolute priority rule"
Thank you so much for your insight.
Teri Lim, Esq.
Law Offices of Miyun Teri Lim
3701 Wilshire Blvd. Ste. 1025
Los Angeles, CA 90010
(213)389-3557( Office)
(323) 927-3623 (Fax)
LLC is not "long lost counsin" according to King Peter M. Lively, JD/MBALaw Office of Peter M. Lively * Personal Financial Law Center I11268 Washington Blvd, Suite 203, Culver City, CA 90230-4647Telephone: (310)391-2400 * (800)307-3328 * Fax: (310)391-2462 A-Bankruptcy-Attorney.com
Personal Financial Law Center II1706-B Newport Boulevard, Costa Mesa, CA 92627-3073Telephone: (949)650-3328
THIS MESSAGE IS INTENDED ONLY FOR THE USE OF THE INDIVIDUAL OR ENTITY TO WHICH IT IS ADDRESSED, AND MAY CONTAIN INFORMATION THAT IS PRIVILEGED, CONFIDENTIAL AND EXEMPT FROM DISCLOSURE UNDER APPLICABLE LAW. IF THE READER OF THIS MESSAGE IS NOT THE INTENDED RECIPIENT, OR THE EMPLOYEE OR AGENT RESPONSIBLE FOR DELIVERING THE MESSAGE TO THE INTENDED RECIPIENT, YOU ARE HEREBY NOTIFIED THAT ANY DISSEMINATION, DISTRIBUTION OR COPYING OF THIS COMMUNICATION IS STRICTLY PROHIBITED. IF YOU HAVE RECEIVED THIS COMMUNICATION IN ERROR, PLEASE NOTIFY US IMMEDIATELY BY E-MAIL OR BY TELEPHONE. THANK YOU.
From: David A. Tilem <DavidTilem@TilemLaw.com>To: cdcbaa@yahoogroups.comSent: Fri, February 5, 2010 2:35:30 PMSubject: RE: [cdcbaa] "absolute priority rule" question
No absolute priority rule in individual Chapter 11 cases.
The post was migrated from Yahoo.
No absolute priority rule in individual Chapter 11 cases.
David A. Tilem
Certified Bankruptcy Specialist*
Law Offices of David A. Tilem (a debt relief agency)
206 N. Jackson Street, #201, Glendale, CA 91206
Tel: 818-507-6000 Fax: 818-507-6800
* Bankruptcy specialist cert. by State Bar of CA Bd of Legal
Specialization.
L
Sent: Thursday, February 04, 2010 4:26 PM
To: cdcbaa@yahoogroups.com
Subject: Re: [cdcbaa] "absolute priority rule" question
Only way is to get the senior classes to vote yes on the Plan, you can't
cram down senior classes and keep equity.
Peter M. Lively, JD/MBA
Law Office of Peter M. Lively * Personal Financial Law Center I
11268 Washington Blvd, Suite 203, Culver City, CA 90230-4647
Telephone: (310)391-2400 * (800)307-3328 * Fax: (310)391-2462
A-Bankruptcy-Attorney.com
Personal Financial Law Center II
1706-B Newport Boulevard, Costa Mesa, CA 92627-3073
Telephone: (949)650-3328
THIS MESSAGE IS INTENDED ONLY FOR THE USE OF THE INDIVIDUAL OR ENTITY TO
WHICH IT IS ADDRESSED, AND MAY CONTAIN INFORMATION THAT IS PRIVILEGED,
CONFIDENTIAL AND EXEMPT FROM DISCLOSURE UNDER APPLICABLE LAW. IF THE READER
OF THIS MESSAGE IS NOT THE INTENDED RECIPIENT, OR THE EMPLOYEE OR AGENT
RESPONSIBLE FOR DELIVERING THE MESSAGE TO THE INTENDED RECIPIENT, YOU ARE
HEREBY NOTIFIED THAT ANY DISSEMINATION, DISTRIBUTION OR COPYING OF THIS
COMMUNICATION IS STRICTLY PROHIBITED. IF YOU HAVE RECEIVED THIS
COMMUNICATION IN ERROR, PLEASE NOTIFY US IMMEDIATELY BY E-MAIL OR BY
TELEPHONE. THANK YOU.
_____
The post was migrated from Yahoo.
Only wayis to get thesenior classes to vote yes on the Plan, you can't cram down senior classes and keep equity.
Law Office of Peter M. Lively * Personal Financial Law Center I
11268 Washington Blvd, Suite 203, Culver City, CA 90230-4647
Telephone: (310)391-2400 * (800)307-3328 * Fax: (310)391-2462
A-Bankruptcy-Attorney.com
Personal Financial Law Center II
1706-B Newport Boulevard, Costa Mesa, CA 92627-3073
Telephone: (949)650-3328
THIS MESSAGE IS INTENDED ONLY FOR THE USE OF THE INDIVIDUAL OR ENTITY TO WHICH IT IS ADDRESSED, AND MAY CONTAIN INFORMATION THAT IS PRIVILEGED, CONFIDENTIAL AND EXEMPT FROM DISCLOSURE UNDER APPLICABLE LAW. IF THE READER OF THIS MESSAGE IS NOT THE INTENDED RECIPIENT, OR THE EMPLOYEE OR AGENT RESPONSIBLE FOR DELIVERING THE MESSAGE TO THE INTENDED RECIPIENT, YOU ARE HEREBY NOTIFIED THAT ANY DISSEMINATION, DISTRIBUTION OR COPYING OF THIS COMMUNICATION IS STRICTLY PROHIBITED. IF YOU HAVE RECEIVED THIS COMMUNICATION IN ERROR, PLEASE NOTIFY US IMMEDIATELY BY E-MAIL OR BY TELEPHONE. THANK YOU.
________________________________
To: List Serve
Sent: Thu, February 4, 2010 3:05:43 PM
Subject: [cdcbaa] "absolute priority rule" question
Dear Listmates,
I have a potential LLC client who is contemplating filing ch11. One person owns 100% of the LLC. It has $1.7M secured debt and $300K unsecured debt, eligible to be a "small business debtor". LLC owns a property that is worth $1.5M.
The business income (EBITDA) barely covers the secured debt payment. Given the absolute priority rule, what are the ways to retain corporate ownership? How the unsecured creditors receive the ownership? Or, if the unsecured creditors are not getting paid, does the LLC must liquidate because of "absolute priority rule"
Thank you so much for your insight.
Teri Lim, Esq.
Law Offices of Miyun Teri Lim
3701 Wilshire Blvd. Ste. 1025
Los Angeles, CA 90010
(213)389-3557( Office)
(323) 927-3623 (Fax)
Only way is to get the senior classes to vote yes on the Plan, you can't cram down senior classes and keep equity. Peter M. Lively, JD/MBALaw Office of Peter M. Lively * Personal Financial Law Center I11268 Washington Blvd, Suite 203, Culver City, CA 90230-4647Telephone: (310)391-2400 * (800)307-3328 * Fax: (310)391-2462 A-Bankruptcy-Attorney.com
Personal Financial Law Center II1706-B Newport Boulevard, Costa Mesa, CA 92627-3073Telephone: (949)650-3328
THIS MESSAGE IS INTENDED ONLY FOR THE USE OF THE INDIVIDUAL OR ENTITY TO WHICH IT IS ADDRESSED, AND MAY CONTAIN INFORMATION THAT IS PRIVILEGED, CONFIDENTIAL AND EXEMPT FROM DISCLOSURE UNDER APPLICABLE LAW. IF THE READER OF THIS MESSAGE IS NOT THE INTENDED RECIPIENT, OR THE EMPLOYEE OR AGENT RESPONSIBLE FOR DELIVERING THE MESSAGE TO THE INTENDED RECIPIENT, YOU ARE HEREBY NOTIFIED THAT ANY DISSEMINATION, DISTRIBUTION OR COPYING OF THIS COMMUNICATION IS STRICTLY PROHIBITED. IF YOU HAVE RECEIVED THIS COMMUNICATION IN ERROR, PLEASE NOTIFY US IMMEDIATELY BY E-MAIL OR BY TELEPHONE. THANK YOU.
From: miyun lim <terilim@yahoo.com>To: List Serve <cdcbaa@yahoogroups.com>Sent: Thu, February 4, 2010 3:05:43 PMSubject: [cdcbaa] "absolute priority rule" question
Dear Listmates, I have a potential LLC client who is contemplating filing ch11. One person owns 100% of the LLC. It has $1.7M secured debt and $300K unsecured debt, eligible to be a "small business debtor". LLC owns a property that is worth $1.5M.The business income (EBITDA) barely covers the secured debt payment. Given the absolute priority rule, what are the ways to retain corporate ownership? How the unsecured creditors receive the ownership? Or, if the unsecured creditors are not getting paid, does the LLC must liquidate because of "absolute priority rule"
Thank you so much for your insight.
Teri Lim, Esq. Law Offices of Miyun Teri Lim 3701 Wilshire Blvd. Ste. 1025Los Angeles, CA 90010 (213)389-3557( Office)
(323) 927-3623 (Fax)
The post was migrated from Yahoo.
Dear Listmates,
I have a potential LLC client who is contemplating filing ch11. One person owns 100% of the LLC. It has $1.7M secured debt and $300K unsecured debt, eligible to be a "small business debtor". LLC owns a property that is worth $1.5M.
The business income (EBITDA) barely covers the secured debt payment. Given the absolute priority rule, what are the ways to retain corporate ownership? How the unsecured creditors receive the ownership? Or, if the unsecured creditors are not getting paid, does the LLC must liquidate because of "absolute priority rule"
Thank you so much for your insight.
Teri Lim, Esq.
Law Offices of Miyun Teri Lim
3701 Wilshire Blvd. Ste. 1025
Los Angeles, CA 90010
(213)389-3557(Office) (323) 927-3623 (Fax)
Dear Listmates, I have a potential LLC client who is contemplating filing ch11. One person owns 100% of the LLC. It has $1.7M secured debt and $300K unsecured debt, eligible to be a "small business debtor". LLC owns a property that is worth $1.5M.The business income (EBITDA) barely covers the secured debt payment. Given the absolute priority rule, what are the ways to retain corporate ownership? How the unsecured creditors receive the ownership? Or, if the unsecured creditors are not getting paid, does the LLC must liquidate because of "absolute priority rule" Thank you so much for your insight. Teri Lim, Esq. Law Offices of Miyun Teri Lim 3701 Wilshire Blvd. Ste. 1025Los Angeles, CA 90010 (213)389-3557(Office) (323) 927-3623
(Fax)
The post was migrated from Yahoo.