DeclarationDeclaration of Christopher La Mack Pursuant to Rule 1007-2 of the Local Bankruptcy Rules for the Southern District of New York In Support of Debtors Emergency and Other First-Day Motions filed by David B. Shemano on behalf of Gemini 37 West 24th Street MT, LLC. (Shemano, David) (Entered: 09/03/2015)
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UNITED STATES BANKRUPTCY COURT
SOUTHERN DISTRICT OF NEW YORK
In re:
Chapter 11
33 PECK SLIP ACQUISITION LLC,
Case No. 15-12479
Debtor,
(Joint Administration Pending)
In re:
Chapter 11
52 WEST 13TH P, LLC,
Case No. 15-12482
Debtor,
In re:
Chapter 11
GEMINI 37 WEST 24TH STREET MT, LLC,
Case No. 12-12481
Debtor,
In re:
Chapter 11
36 WEST 38TH STREET, LLC,
Case No. 15-12480
Debtor,
DECLARATION OF CHRISTOPHER LA MACK
PURSUANT TO RULE 1007-2 OF THE LOCAL BANKRUPTCY RULES FOR THE
SOUTHERN DISTRICT OF NEW YORK IN SUPPORT OF DEBTORSâ
EMERGENCY AND OTHER âFIRST-DAYâ MOTIONS
I, Christopher La Mack, declare as follows:
1.
I am a member and the Vice President of both Gemini Real Estate
Advisors, LLC (âGREAâ), a Delaware limited liability company and Gemini Equity
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Partners, LLC (âGEPâ), a Delaware limited liability company. GREA and GEP control
the voting securities of each of the four affiliated debtors and debtors in possession set
forth in the caption above: 33 Peck Slip Acquisition LLC (âBest Western Seaport
Hotelâ); Gemini 37 West 24th Street MT, LLC (âWyndham Flatiron Hotelâ); 36 West
38th Street LLC (âBryant Park Development Siteâ); and 52 West 13th P, LLC (âJade
Greenwich Village Hotelâ) (collectively, the âDebtorsâ) and they oversee the entity that
serves as the day-to-day business manager of the Debtorsâ operations.
2.
I am authorized to submit and I make this declaration (âDeclarationâ) on
behalf of the Debtors pursuant to Rule 1007-2 of the Local Rules (the âLocal Rulesâ) for
the United States Bankruptcy Court for the Southern District of New York (the
âBankruptcy Courtâ) in support of the voluntary petitions (the âBankruptcy Petitionsâ)
filed by each of the Debtors under chapter 11 of title 11 of the United States Code (the
âBankruptcy Codeâ) commencing these chapter 11 cases (the âChapter 11 Casesâ) and
in support of each of the emergency motions, motions, applications and requests for
relief filed concurrently herewith (collectively, the âFirst Day Pleadingsâ).
3.
Except as otherwise noted herein, I have personal knowledge of the facts
presented in this Declaration, or have reviewed the Debtorsâ books, records and
information referred to herein that were prepared and maintained by the advisors and
employees engaged by GREA and GEP or the Debtors at my direction.
4.
I have reviewed the First Day Pleadings and reviewed the relief requested
therein and I believe that the relief requested is necessary to minimize the effects on the
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Debtorsâ business operations of the filing of the Bankruptcy Petitions and to preserve
and maximize the value of the Debtorsâ estates.
GENERAL BACKGROUND
I.
5.
On September 3, 2015, (the âPetition Dateâ), the Debtors filed voluntary
petitions for relief under Chapter 11 of the Bankruptcy Code. Concurrently herewith,
the Debtors have filed a motion seeking to have their cases jointly administered. I am
informed that the Debtors are authorized to continue to operate their business and
manage their properties as debtors in possession pursuant to sections 1107(a) and 1108
of the Bankruptcy Code.
A.
The Debtorsâ Structure
6.
Best Western Seaport Hotel is a Delaware limited liability company that
owns and operates a hotel at 33 Peck Slip in the South Street Seaport Historic District on
the Lower Manhattan waterfront in New York City, New York. The sole member and
manager of the Debtor is 33 Peck Slip Holding LLC, a Delaware limited liability
company, the manager for which is 33 Peck Slip Manager LLC, a Delaware limited
liability company, the sole member and manager of which is Gemini Equity Partners,
LLC, a Delaware limited liability company, whose members are Dante A. Massaro
(âMassaroâ), Christopher La Mack (âLa Mackâ) and William T. Obeid (âObeidâ).
7.
Wyndham Flatiron Hotel is a Delaware limited liability company that
owns and operates a hotel at 37 West 24th Street in the Flatiron district of New York
City, NY. The sole member and manager of Wyndham Flatiron Hotel is Gemini NYC
Hotel LLC, a Delaware limited liability company, the manager for which is Gemini Real
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Estate Advisors, LLC, a Delaware limited liability company, whose members are
Massaro, La Mack and Obeid.
8.
Bryant Park Development Site is a Delaware limited liability company
that owns a development lot that is approved for development as a 114-room boutique
hotel at 34-36 West 38th Street in the Bryant Park district of New York City, New York.
The sole member and manager of Bryant Park Development Site is 36 West 38th Street
Holding LLC, a Delaware limited liability company, the manager for which is 36 West
38th Street Manager, LLC, a Delaware limited liability company, the sole member and
manager of which is Gemini Equity Partners, LLC, a Delaware limited liability
company, whose members are Massaro, La Mack and Obeid.
9.
Jade Greenwich Village Hotel is a Delaware limited liability company that
owns and operates a hotel at 52 West 13th Street in Greenwich Village in Lower
Manhattan in New York City, New York. The sole member of Jade Greenwich Village
Hotel is 52 West 13th Street Holding LLC, a Delaware limited liability company the
majority stakeholder of which is member and manager Gemini NY Hospitality Fund
LLC, a Delaware limited liability company, the manager of which is Gemini Real Estate
Advisors, LLC, a Delaware limited liability company, whose members are Massaro, La
Mack and Obeid.
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B.
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The Debtorsâ Business Assets
1.
10.
Filed 09/03/15
Best Western Seaport Hotel
The Hotelâs1 large guest rooms and 6,000 square foot footprint, its pristine
historic structure, and its excellent location in the heart of the South Street Seaport
Historic District provide a significant redevelopment opportunity to turn the Hotel into
one of Lower Manhattanâs premier boutique hotels. While the Hotel is currently
branded as a Best Western unit, the Hotel was marketed as unencumbered of both
brand and management with significant redevelopment potential.
11.
The Hotel currently features 72 oversized guestrooms, including two
executive floors and 10 suites with large terraces and stunning views of the Brooklyn
Bridge and the Financial District. The ground floor, which includes nearly 3,000 square
feet of usable space and extensive street frontage on both Peck Slip and Front Street, has
the potential to be redeveloped into a unique lobby and bar/restaurant concept.
12.
During 2012, 2013, 2014 and through June 30, 2015, the financial results of
the Hotel were as follows:
2012
2013
75.0%
2014
%85.0
2015 (to June 30)
Avg. Occupancy
78.2%
81.7%
Gross Revenue
$3,795,000 $4,168,000 $3,824,673.00 $1,750,662.00
Allocated Depât Expenses $1,006,000 $1,057,000 4961,009.00
$608,605.00
Unallocated Expenses
$396,523.88
$843,000
$807,000
$637,378.00
Capitalized terms used but not defined herein shall have the same meanings ascribed to them in the
referenced motion or other document.
1
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Management Fees
$114,000
$125,000
$152,987.00
$69,988.07
Insurance and Taxes
$605,000
$483,000
$411,878.00
$276,473.10
FF&E Reserve
$152,000
$167,000
-
-
Net Operating Income
$1,075,000 $1,529,000 $1,661,421.00 $399,071.95
2.
13.
The Wyndham Flatiron Hotel
The Hotelâs green guest rooms and 3,027 square foot footprint, its pristine
contemporary architecture, and its excellent location nestled in Manhattanâs Chelsea
neighborhood bordering the West Village, Midtown, Flatiron District and Union
Square, provide a significant redevelopment opportunity to turn the Hotel into one of
Lower Manhattanâs premier boutique hotels. The Hotel is currently branded as a
Wyndham Garden Hotel.
14.
The Hotel currently features 124 hotel rooms and two one-bedroom suites
with eight rooms per floor and stunning views of the Brooklyn Bridge and the Financial
District. The ground floor, which includes nearly 3,027 square feet of usable space and
extensive street frontage on West 24th Street, has the potential to be redeveloped into a
unique lobby and bar/restaurant concept.
15.
During 2012, 2013, 2014 and through June 30, 2015, the financial results of
the Hotel were as follows:
2012
2013
Avg. Occupancy
91.5%
Gross Revenue
$8,853,888.00 $9,242,910.00
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6
2014
2015 (to June 30)
93.6%
96.7%
$9,567,401.00
$4,209,247.93
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Allocated Depât Expenses
$1,688,578.00
$1,907,523.00
$1,925,924.00
$878,217.22
Unallocated Expenses
$1,892,871.00 $1,950,662.00
$2,104,480.00
$1,044,954.78
Management Fees
$353,712.00
$369,734.00
$382,753.00
$167,871.83
Insurance and Taxes
$789,297.00
$803,507.00
$916,759.00
$451,059.86
FF&E Reserve
$267,197.00
$333,624.00
$382,753.00
$167,871.83
Net Operating Income
$3,862,233.00
$3,877,860.00
$3,854,732.00
$1,499,272.41
3.
16.
The Jade Greenwich Village Hotel
The Hotelâs Prohibition-era design theme seamlessly integrates with the
surrounding neighborhood and offers guests a rare opportunity to experience a local
Greenwich Village lifestyle in a world-class boutique hotel.
17.
The Hotel currently features 113 guestrooms, Art Deco-style public spaces
and a lobby-level bar and restaurant concept. The Jade Greenwich Village Hotel opened
in February, 2013 on a highly-desirable block with one of the neighborhoodâs most
impressive facades. The hotel is located within close proximity to Union Square,
Chelsea, the Meatpacking District, Times Square, the Broadway Theater District, the
Financial District and virtually all well-known Manhattan landmarks.
18.
During 2013, 2014 and to June 30, 2015, the financial results of the Hotel
were as follows:
2013
Avg. Occupancy
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2014
91.8%
7
2015 (to June 30)
90.7%
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$11,164,929.00 $14,133,377.00 $6,413,349.48
Allocated Depât Expenses $4,432,893.00
$5,140,789.00
$2,475,135.88
Unallocated Expenses
$1,896,459.00
$2,473,610.00
$1,224,047.91
Management Fees
$389,677.00
$547,961.00
$267,528.92
Insurance and Taxes
$345,126.00
$943,265.00
$684,307.19
FF&E Reserve
$141,715.00
$345,964.00
$267,528.92
Net Operating Income
$3,959,059
$4,681,788.00
$1,494,800.66
4.
19.
The Bryant Park Development Site
The Bryant Park Development Site is a 4,345 square-foot land parcel
located on West 38th Street between Fifth and Sixth Avenues. The Site will be sold as a
âshovel-readyâ vacant lot. Developers are offered the option to either adopt existing
design plans and permits for an exclusive 114-key boutique hotel concept or design
their own project.
20.
Located on West 38th Street between Fifth and Sixth Avenues, the Site is
situated on âBoutique Rowâ in Midtown Manhattan, the largest central business district
in the United States and home to some of New Yorkâs most visited attractions. New
Yorkâs most recognized skyscrapers lie within Midtown Manhattanâs borders, including
the Empire State Building, the Chrysler Building, and the United Nations Headquarters.
The Hotel is also steps away from New Yorkâs most popular demand generators
including Bryant Park, Grand Central Station, Times Square, Rockefeller Center, 5th
Avenue Shopping, Penn Station and Madison Square Garden.
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C.
Management of the Debtorsâ Businesses
21.
The Debtorsâ hotels and the Bryant Park Development are managed under
contract with Gemini Property Management, LLC a Delaware limited liability company
which sub-contracted the management of the Wyndham Flatiron Hotel and the Jade
Greenwich Village Hotel to Bridgeton Hotel Management, LLC (the âHotel Managerâ)
pursuant to contract(s) dated as of January 26, 2015 (the âHotel Management
Contractâ). The Hotel Manager is also assisting with the management of the Best
Western Seaport Hotel.
22.
Pursuant to the Hotel Management Contract, the Hotel Managerâs
responsibilities include:
a.
Supervision and management of all marketing, inventory and
supplies;
b.
Operate the Hotel in accordance with the Operating Standard;
c.
Establish all pricing and discount policies;
d.
Manage Capital Improvements and Budget;
e.
Make all payments and collect all receivables related to the
Operation of the Hotel;
f.
Prepare and provide reports on the Hotelâs financial performance,
sales and marketing efforts;
g.
Recruit, relocate, pay, supervise, and discharge all Hotel Personnel
on behalf of Owner;
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Determine all Hotel Personnel policies of employment, selection,
training, compensation, bonuses, employee benefits, discipline, discharge, and
replacement;
i.
Maintain all books and records relating to the Hotelâs Operation;
j.
Institute, legal actions or proceedings to collect charges, rent, or other
income derived from the Hotelâs Operations or to oust or dispossess guests,
tenants, or other persons in possession therefrom, or to cancel or terminate any
lease, license, or concession agreement for the breach thereof or default
thereunder by the tenant, licensee, or concessionaire;
k.
Engage such professionals as Manager deems reasonably appropriate
for the Operation of the Hotel, including the engagement of appropriate
attorneys to pursue or defend against claims arising out of the Hotelâs
Operations;
l.
Apply for, obtain and maintain all licenses and permits required in
connection with the Operation of the Hotel and the facilities;
m.
Collect on behalf of Owner and account for and remit to
governmental authorities all applicable excise, sales, and use taxes or similar
governmental charges collected by the Hotel directly from patrons or guests, or
as part of the sales price of any goods, services, or displays, such as gross
receipts, admission, or similar or equivalent taxes; and
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Oversee the parking operations at the Hotel, and, if such parking
operations are managed by a third party operator, exercise Ownerâs supervisory
rights held by Owner under the agreement with such operator.
23.
The Hotel Managerâs key personnel are: Bill Stelma (Managing Director â
Chief Accounting Officer); Dante A. Massaro (President & CEO); Christopher La Mack
(Vice President).
D.
Events Precipitating the Chapter 11 Filings
24.
In or about April 2003, Massaro, La Mack and Obeid formed GREA to
invest in commercial real estate projects.
25.
The Debtors were established to facilitate investment in hotel properties
through a group of corporate groups that are, in whole or in part, managed by Gemini
Real Estate Advisors, LLC and/or Gemini Equity Partners, LLC, both Delaware limited
liability companies that are owned in equal parts by Massaro, La Mack and Obeid.
26.
In 2014, disputes arose between Massaro, La Mack and Obeid related to
Obeidâs management of the business affairs of GREA. On July 1, 2014, at a meeting of
the members of GREA, La Mack and Massaro voted to remove Obeid as the President
of GREA. Thereafter, La Mack and Massaro filed litigation against Obeid in the North
Carolina State Court, Mecklenburg County (Case No. 14-CVS-12010) (the âNorth
Carolina Actionâ), seeking damages for breach of fiduciary duties to GREA and seeking
injunctive relief to prevent Obeidâs continued interference with GREAâs business.
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After the North Carolina Action was filed, Obeid continued to interfere
with GREAâs business operations through, among other things, communications with
GREAâs employees, lenders and business relationships.
28.
On August 14, 2014, Obeid filed a retaliatory lawsuit against La Mack and
Massaro in federal court in New York in a further attempt to disrupt GREAâs business
(the âNew York Actionâ). Thereafter, Obeid sought a TRO (which has been denied) to
halt the sale and liquidation of certain of GREAâs subsidiaryâs holdings.
29.
In connection with the New York Action, Obeid filed notices of Lis Pendens
in the chain of title for all four Debtors (collectively, the âLis Pendensâ).
30.
The dispute among Obeid, La Mack and Massaro has not significantly
affected the day-to-day operation of the Debtorsâ hotels, which are independently
operated under contracts with the Hotel Manager. However, the Lis Pendens and the
ongoing lawsuits have made it impossible to meet the closing conditions and deliver
free and clear title to any of the proposed purchasers for the Hotels.
31.
Massaro and La Mack are concerned that the value of the Hotels and a
transaction could continue to deteriorate if the transactions are put on hold until the
litigation can be concluded. The Bryant Park Development Site is especially susceptible
to continued delay in liquidation because it has no operating revenues. All attempts to
reasonably settle the litigation have been unsuccessful.
32.
Accordingly, the Debtors are liquidating their assets through these
Bankruptcy Cases to protect the interests of creditors and stakeholders by maximizing
the value that can be achieved through a sale.
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33.
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Concurrently with the filing of the Debtorsâ Chapter 11 Cases, the Debtors
filed a motion seeking to set procedures for confirming a proposed chapter 11 plan of
reorganization (the âPlanâ) and will immediately thereafter file motions to set
procedures to conduct auctions in connection with the Plan that will permit the Debtors
to sell their assets free and clear of liens, claims, encumbrances and interests (the âSale
Procedures Motionsâ).
34.
The Debtors expect to consummate sales through the chapter 11 process,
confirm a Plan of o and distribute proceeds to creditors and interest holders as
expeditiously as possible.
35.
The Debtors will file applications seeking to retain Robins Kaplan LLP
(âRKâ) as its counsel and RobertDouglas as a Real Estate Advisor (the âReal Estate
Advisorâ) to assist with the sales.
RELEVANT BACKGROUND INFORMATION RELATED TO SPECIFIC
MOTIONS FOR RELIEF
II.
A.
JOINT ADMINISTRATION
36.
I, Obeid and Massaro each own 33.3% of the membership interests of both
GREA and GEP, which entities may act by majority vote of the members. La Mack,
Obeid and Massaro, through GREA and GEP, indirectly control the voting securities of
each of the Debtors.
37.
While the Debtors will continue to operate as separate and distinct entities
during the pendency of the Chapter 11 Cases, the Debtors share many common
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creditors and business relationships, such as contractual relationships, with third
parties.
38.
I am not seeking any action that would constitute substantive
consolidation of their Estates, but rather seek entry of an order directing joint
administration of their Chapter 11 Cases for procedural purposes only. I believe that
entry of an order directing joint administration of the Chapter 11 Cases substantially
will reduce the administrative costs of the Chapter 11 Cases, ease the administrative
burden on the Court and the parties, simplify the United States Trustee for the Southern
District of New Yorkâs (the âU.S. Trusteeâ) supervision of the administrative aspects of
these cases and have no adverse effect on creditors because it requests only
administrative, and not substantive, consolidation of the Estates. Accordingly, I believe
joint administration is in the best interest of the Estates.
B.
EMPLOYEE PRIORITY WAGES
1.
39.
Best Western Seaport Hotel
The Debtor employs approximately 20 employees (the âEmployeesâ), of
whom approximately 18 are full-time salaried Employees and approximately 2 are parttime Employees. The Employees perform a variety of critical functions, including
managing the operations of the Debtorâs facilities, maintenance, housekeeping,
reception, and food service, as well as performing many administrative, accounting,
supervisory, audit, consultant, management and other tasks. The Employeesâ skills,
knowledge and understanding of the Debtorâs infrastructure, operations and client
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relations are essential to maintaining the value of the Debtorâs assets and business
pending a sale transaction.
40.
Employees are paid every Friday, covering wages earned the prior week
(Monday through Sunday). For instance, the wages paid on August 28, 2015 covered
the period Monday, August 17, 2015 through Sunday, August 23, 2015. The Debtorâs
next scheduled payroll is September 11th, covering Monday, August 31, 2015 through
Sunday, September 6, 2105.
41.
For the first 7 months of 2015, the Debtorâs average aggregate monthly
payroll was approximately $49,398.05, and average aggregate monthly payroll tax was
approximately $13,900 (âEmployee Wagesâ). The Debtor pays quarterly performance
bonuses to the Manager of the Hotel equal to up to ten percent of the Managerâs
quarterly salary if certain profitability, productivity and other benchmarks are
achieved. The Debtor also reimburses eligible employees for certain out-of-pocket
business expenses incurred in the ordinary course of business, such as minor travel,
meals, entertainment, marketing and other business expenses.
42.
In the ordinary course of business, and as is customary with most
companies, the Debtor offers a benefits package to some or all of its employees (the
âEmployee Benefitsâ), including (1) policies for vacation and sick pay, (2) workersâ
compensation benefits, (3) New York disability coverage insurance, (4) Union
Negotiated Health Benefits for all âline employeesâ (all employees other than one
manager and two department heads), and (5) health care and dental insurance for
which the Debtor pays 50% and 25% of the premiums, respectively for a manager and
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an executive. The Debtor maintains a workersâ compensation and employersâ liability
insurance policy with Travelers Indemnity Company (âWorkersâ Compensation
Policyâ). The Debtor maintains a disability coverage insurance policy with The
Hartford Insurance Company (âDisability Coverage Policyâ). The combined monthly
cost of the Employee Benefits to the Debtor is approximately $9,900 per month.
43.
As of the Petition Date, the Debtor owes approximately $34,767.12 in
unpaid Employee Wages and Employee Benefits, including approximately $6,914.67 in
wages, $885.08 in employer payroll taxes and workersâ compensation costs and
$26,082.29 in accrued vacation and sick days. As of the Petition Date, no single noninsider Employee is owed Employee Wages and Employee Benefits in an amount in
excess of $12,475.
44.
To minimize the personal hardship that the Employees will suffer if
prepetition employee-related obligations are not paid when due or as expected, and to
maintain morale and preserve its essential workforce during this critical time, the
Debtor seeks authority, in its discretion, to pay and honor certain prepetition claims for
the Employee Wages and Employee Benefits, and to pay all fees and costs incident to
the foregoing as such amounts become due and payable, including amounts to third
party administrators.
45.
None of the Employees owed wages are insiders of the Debtor.
46.
If the Debtor is unable to honor Employee Wages and pay or continue, as
applicable, Employee Benefits for even a short time, Employee morale and loyalty will
be compromised at a time when Employee support is most critical. It is likely that any
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deterioration in Employee morale and welfare during this critical time would adversely
impact the Debtor, the value of its assets and business, and ultimately its ability to
maximize value for creditors and stakeholders. Therefore, the Debtor believes that
payment of the prepetition amounts of Employee Wages and Benefits requested in the
Motion and the continuation of the Employee Wages and Benefits on a post-petition
basis is in the best interest of all interested parties.
2.
47.
Jade Greenwich Village Hotel
The Debtor employs approximately 74 employees (the âEmployeesâ), of
whom approximately 66 are full-time salaried Employees and approximately 8 are parttime Employees. The Employees perform a variety of critical functions, including
managing the operations of the Debtorâs facilities, maintenance, housekeeping,
reception, and food service, etc, as well as performing many administrative, accounting,
supervisory, audit, consultant, management and other tasks. The Employeesâ skills,
knowledge and understanding of the Debtorâs infrastructure, operations and client
relations are essential to maintaining the value of the Debtorâs assets and business
pending a sale transaction.
48.
Employees are paid every Friday, covering wages earned the prior week
(Monday through Sunday). For instance, the wages paid on August 28, 2015 covered
the period Monday, August 17, 2015 through Sunday, August 23, 2015. The Debtorâs
next scheduled payroll is September 11th, covering Monday, August 31, 2015 through
Sunday, September 6, 2105.
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For the first 7 months of 2015, the Debtorâs average aggregate monthly
payroll was approximately $236,172.01, and average aggregate monthly payroll tax was
approximately $93,000.00 (âEmployee Wagesâ). If certain profitability, productivity and
other benchmarks are achieved, the Debtor pays quarterly or monthly performance
bonuses to eight employees based on a percentage of the employeeâs earned base salary
or a preset fixed amount. The Debtor also reimburses eligible employees for certain outof-pocket business expenses incurred in the ordinary course of business, such as minor
travel, meals and entertainment and marketing and other business expenses.
50.
In the ordinary course of business, and as is customary with most
companies, the Debtor offers a benefits package to some or all of its employees (the
âEmployee Benefitsâ), including (1) policies for vacation and sick pay, (2) workersâ
compensation benefits, (3) New York disability coverage insurance, and (4) health care
and dental insurance for which the Debtor pays 50% and 25% of the premiums,
respectively for eight managers and senior employees. The Debtor maintains a workersâ
compensation and employersâ liability insurance policy with Travelers Indemnity
Company (âWorkersâ Compensation Policyâ). The Debtor maintains a disability
coverage insurance policy with The Hartford Insurance Company (âDisability Coverage
Policyâ). The combined monthly cost of the Employee Benefits to the Debtor is
approximately $4,400 per month.
51.
As of the Petition Date, the Debtor owes approximately $94,343.79 in
unpaid Employee Wages and Employee Benefits, including approximately $28,478.42 in
wages, $3,645.24 in employer payroll taxes and workersâ compensation costs and
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$58,604.89 in accrued vacation and sick days. As of the Petition Date, no single noninsider Employee is owed Employee Wages and Employee Benefits in an amount in
excess of $12,475. To minimize the personal hardship that the Employees will suffer if
prepetition employee-related obligations are not paid when due or as expected, and to
maintain morale and preserve its essential workforce during this critical time, the
Debtor seeks authority, in its discretion, to pay and honor certain prepetition claims for
the Employee Wages and Employee Benefits, and to pay all fees and costs incident to
the foregoing as such amounts become due and payable, including amounts to third
party administrators.
52.
None of the Employees owed wages are insiders of the Debtor.
53.
If the Debtor is unable to honor Employee Wages and pay or continue, as
applicable, Employee Benefits for even a short time, Employee morale and loyalty will
be compromised at a time when Employee support is most critical. It is likely that any
deterioration in Employee morale and welfare during this critical time would adversely
impact the Debtor, the value of its assets and business, and ultimately its ability to
maximize value for creditors and stakeholders. Therefore, the Debtor believes that
payment of the prepetition amounts of Employee Wages and Benefits requested in the
Motion and the continuation of the Employee Wages and Benefits on a post-petition
basis is in the best interest of all interested parties.
3.
54.
Wyndham Flatiron Hotel
The Debtor employs approximately 21 employees (the âEmployeesâ), of
whom approximately 20 are full-time salaried Employees and approximately 1 part-
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time Employee. The Employees perform a variety of critical functions, including
managing the operations of the Debtorâs facilities, maintenance, housekeeping,
reception, and food service, etc, as well as performing many administrative, accounting,
supervisory, audit, consultant, management and other tasks. The Employeesâ skills,
knowledge and understanding of the Debtorâs infrastructure, operations and client
relations are essential to maintaining the value of the Debtorâs assets and business
pending a sale transaction.
55.
Employees are paid every other Friday, covering wages earned the prior
two weeks (Monday through Sunday). For instance, the wages paid on August 21, 2015
cover the period Monday, August 3, 2015 through Sunday, August 16, 2015. The
Debtorâs next scheduled payroll is September 18, 2015, covering Monday, August 31,
2015 through Sunday, August 13, 2105.
56.
For the first 7 months of 2015, the Debtorâs average aggregate monthly
payroll was approximately $101,611.55, and average aggregate monthly payroll tax was
approximately $53,000.00 (âEmployee Wagesâ). The Debtor also pays quarterly
performance bonuses to the General Manager, the Assistant General Manager and the
Front Office Manager of the Hotel equal to up to 20%, 14% and 14% of respectively their
earned base salary if certain profitability, productivity and other benchmarks are
achieved. The Debtor also reimburses eligible employees for certain out-of-pocket
business expenses incurred in the ordinary course of business, such as minor travel,
meals and entertainment, marketing and other business expenses.
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In the ordinary course of business, and as is customary with most
companies, the Debtor offers a benefits package to some or all of its employees (the
âEmployee Benefitsâ), including (1) policies for vacation and sick pay, (2) workersâ
compensation benefits, (3) New York disability coverage insurance, and (4) health care
and dental insurance for which the Debtor pays 50% and 25% of the premiums,
respectively for five managers and senior employees. The Debtor maintains a workersâ
compensation and employersâ liability insurance policy with Travelers Indemnity
Company (âWorkersâ Compensation Policyâ). The Debtor maintains a disability
coverage insurance policy with The Hartford Insurance Company (âDisability Coverage
Policyâ). The combined monthly cost of the Employee Benefits to the Debtor is
approximately $2,800 per month.
58.
As of the Petition Date, the Debtor owes approximately $47,372.54 in
unpaid Employee Wages and Employee Benefits, including approximately $10,828.35 in
wages, $1,386.03 in employer payroll taxes and workersâ compensation costs and
$33,772.14 in accrued vacation and sick days. As of the Petition Date, no single noninsider Employee is owed Employee Wages and Employee Benefits in an amount in
excess of $12,475.
59.
To minimize the personal hardship that the Employees will suffer if
prepetition employee-related obligations are not paid when due or as expected, and to
maintain morale and preserve its essential workforce during this critical time, the
Debtor seeks authority, in its discretion, to pay and honor certain prepetition claims for
the Employee Wages and Employee Benefits, and to pay all fees and costs incident to
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the foregoing as such amounts become due and payable, including amounts to third
party administrators.
60.
None of the Employees owed wages are insiders of the Debtor.
61.
If the Debtor is unable to honor Employee Wages and continue Employee
Benefits for even a short time, Employee morale and loyalty will be compromised at a
time when Employee support is most critical. It is likely that any deterioration in
Employee morale and welfare during this critical time would adversely impact the
Debtor, the value of its assets and business, and ultimately its ability to maximize value
for creditors and stakeholders. Therefore, the Debtor believes that payment of the
prepetition amounts of Employee Wages and Benefits requested in the Motion and the
continuation of the Employee Wages and Benefits on a post-petition basis is in the best
interest of all interested parties.
C.
ADEQUATE ASSURANCE OF UTILITIES
62.
In connection with the daily operations at the Debtorsâ hotel facilities, the
Debtors uses electricity, water, gas, sewer, telephone and telecommunication, waste
removal, and other utility services as follows: (i) Best Western Seaport Hotel uses
approximately four utility companies through roughly four different accounts and
incurs an average of approximately $19,300 in utility fees and charges per month in the
aggregate; (ii) Jade Greenwich Village Hotel uses approximately five utility companies
through roughly eight different accounts and incurs an average of approximately
$31,000 in utility fees and charges per month in the aggregate; and (iii) Wyndham
Flatiron Hotel uses approximately five utility companies through roughly eight
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different accounts and incurs an average of approximately $27,400 in utility fees and
charges per month in the aggregate.
63.
True and correct lists of the companies that provide utility services (the
âUtilitiesâ) to each of the Debtors are attached to the motion of each Debtor seeking to
establish procedures to resolve any disputes regarding adequate assurance of the future
payment of Utilities as Exhibit A2 thereto.
64.
Uninterrupted utility services are essential to the Debtorsâ ongoing
operations. The Debtor expects that some or all of the Utilities may alter, refuse, or
discontinue service if adequate assurance of payment for post-petition services is not
provided to such Utilities. The Debtors want to establish reasonable procedures to allow
the Court to determine whether such adequate assurances have been provided to the
Utilities to ensure that no delays occur in resolving any disputes that may arise and that
there will be no interruption in post-petition utility services that could adversely affect
the Debtorsâ ability to operate their business. Therefore, the requested relief is essential
to the Debtorsâ efforts.
D.
MAINTAIN BANK ACCOUNTS AND FORMS
65.
The Debtorsâ business and financial affairs require the collection,
disbursement and movement of funds through numerous bank accounts.
The Debtor reserves the right to argue that some or all of the services provided by any listed Utility
do not constitute âutilityâ services under section 366 of the Bankruptcy Code and such Utility is not
entitled to adequate assurance with respect to such services.
2
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The Debtorsâ cash management system (the âCash Management Systemâ)
consists of numerous accounts and is funded by receipts from the Debtorsâ business
operations.
67.
On and before the Petition Date, in the ordinary course of the Debtorsâ
business, the Debtors maintained the following bank accounts (collectively, the âBank
Accountsâ):
Number
Debtor
1
33 Peck Slip
Acquisition
LLC
Bank
Bank of
America
2
52 West 13th
P, LLC
City
National
Bank
3
52 West 13th
P, LLC
City
National
Bank
4
37 West 24th
Street MT,
LLC
37 West 24th
Street MT
LLC
Wells Fargo
5
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Bank of
America
Account #
XXXXXXXX8612
Account Description
Checking Account- credit
card receipts are deposited
directly and all
disbursements, including
payroll come from this
account.
XXXXX4470
Depository Accountcredit card, cash and check
deposits come into this
account.
XXXXX1361
Operating Account â all
disbursements are made
from this account, including
payroll.
XXXXXX8504
Depository Account credit card receipts come
into this account.
XXXXXXXXXX0624 Depository and Sweep
Account - this account holds
all of the entities funds and
automatically funds the
âOperating Accountâ each
day. There are some credit
card receipts direct to this
account.
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Number
Debtor
6
37 West 24th
Street MT
LLC
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Account #
Account Description
XXXXXXXXXX0611 Operating Account- all
disbursements, including
payroll, go through this
account, which is funded
daily by the Depository
Account.
Of the accounts listed in the chart immediately above, numbers 1, 2, 4 and
5 are set up to receive credit card payments and deposits on a daily basis. Closing these
accounts would, at a minimum, create the risk of significant delay in receiving
payments from customers and would unduly restrict the Debtorsâ cash flows at a
critical time.
69.
Of the accounts listed in the chart immediately above, numbers 1, 3 and 6
are used to, among other things, fund payroll checks. Because employees do not always
cash their checks upon receipt, closing these accounts could cause hardship for those
employees that have not cashed all of their payroll checks on a regular basis.
70.
The Debtorsâ businesses are dependent upon the regular stream of
payments from customers, either by check or credit card; thus closing the Debtorsâ Bank
Accounts could seriously damage the Debtorsâ cash position. By allowing the Debtors
to maintain the Bank Accounts solely to collect automatic deposits from credit cards
and checks, all parties in interest, including employees, creditors, and the Estates, will
benefit and the Debtorsâ rehabilitative efforts will be promoted.
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The Debtors will continue to maintain records with respect to transfers of
cash, so that transactions can be ascertained, traced and recorded properly on
applicable intercompany accounts.
72.
The Debtors represent that, to the best of their ability, no prepetition
checks will be honored, unless authorized by separate order of the Court. Except as
otherwise ordered by this Court, the Banks listed above will be advised by the Debtors
not to honor checks issued prior to the Petition Date on any of the Accounts.
73.
The Debtors will establish new debtor in possession accounts and will
transfer all funds received to those accounts from the existing accounts on a daily basis
and will utilize those accounts to pay all of their ordinary operating and other approved
expenses.
74.
Given the Debtorsâ business and their reliance on credit card receipts, it
would be difficult for the Debtors to establish an entirely new system of accounts and a
new cash management system for each debtor entity.
75.
Under these circumstances, maintaining the Debtorsâ current accounts
solely for the purpose of receiving credit card deposits and, if approved by the Court
(as requested by other Motions), honoring employee payroll checks, is essential and in
the best interests of the Debtorsâ respective Estates and creditors. Furthermore,
preserving the âbusiness as usualâ atmosphere and avoiding the unnecessary
distractions that would inevitably be associated with any substantial disruption in the
Debtorsâ cash flow will facilitate the Debtorsâ efforts in these cases.
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The Debtors represent that, to the best of their ability, no prepetition
checks will be honored, unless authorized by separate order of the Court. To further
protect against the possible inadvertent payment of prepetition claims, and except as
otherwise ordered by this Court, the Banks will be advised by the Debtors not to honor
checks issued prior to the Petition Date on any of the Bank Accounts. The Debtorsâ
personnel shall continue to maintain strict records with respect to all transfers of cash so
that they may readily account for all transfers and payments.
77.
It will be burdensome to the Debtorsâ Estates, as well as expensive and
disruptive to the Debtorsâ business operations, if the Debtors are not permitted to
continue using their existing business forms, such as daily hotel contracts, without
alteration or change.
78.
Unless the Debtors are permitted to maintain and utilize the existing
contracts and business forms, the Debtors and their Estates would be prejudiced, in that
the Debtorsâ Estates would incur unnecessary and substantial cost associated with
printing new contracts and business forms.
E.
CASH COLLATERAL
1.
79.
Best Western Seaport Hotel
The Debtor has prepared a six-month Budget consistent with its operating
history, current market conditions and its projected future performance during the
period covered by the Budget. A true and correct copy of the Budget is attached as
Exhibit 2 to the motion. The Debtor reasonably believes that the Budget is adequate,
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considering all available assets, to pay all administrative expenses due or accruing
during the period covered by the Budget.
80.
As of the Petition Date, the Lender claims that it was owed approximately
$30,682,075.00, the Debtorâs priority creditors were owed approximately $291,195.02
and the Debtorâs general unsecured creditors were owed approximately $39,664.11.
There are no other secured creditors that assert a lien against the Hotel.
81.
Concurrently with the filing of the Debtorâs Chapter 11 Case and the filing
of the Motion, the Debtor filed a proposed chapter 11 plan of reorganization (the
âPlanâ) and will be filing a related motion for an order authorizing the Debtor to sell the
Hotel free and clear of liens, claims, encumbrances and interests (the âBest Western
Seaport Hotel Sale Motionâ). Pursuant to the Best Western Seaport Hotel Sale Motion
and Plan, the Debtor intends to sell the Hotel for $37.5 million, to pay the Lender and all
other creditors in full and to make distributions to the Debtorâs equity interest holders.
The proposed sale to the stalking horse bidder for $37.5 million is subject to overbids.
82.
Prior to the commencement of the Debtorâs Chapter 11 Case, the Debtor
informed the Lender about the contemplated chapter 11 filing and the Debtorâs
intention to seek to sell the Hotel in connection with a chapter 11 plan. The Debtor also
advised the Lender that the Debtor would seek to use the Lenderâs cash collateral until
the sale could be consummated and the Plan would become effective.
83.
As of the Petition Date, the Lender claims that the Debtor was indebted to
the Lender in the amount of approximately $30,682,075.00, comprised of principal in the
amount of $30,523,101.00, interest in the amount of approximately $158,974.00 and any
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additional amounts, including without limitation costs, fees, and additional interest, if
allowed, that the Lender may assert, pursuant to the following documents between the
Debtor and the Lender:
a.
The Master Loan Agreement between the Debtor and the Lender
dated as of March 14, 2014;
b.
The Consolidated, Amended and Restated Acquisition Loan
Promissory Note in the amount of $28,264,318.28 dated March 14, 2014, the
Consolidated, Amended and Restated Acquisition Loan Mortgage, Assignment
of Rents, Security Agreement and Fixture Filing dated March 14, 2014, as
recorded in the Office of the City Register of the City of New York (the
âRegisterâs Officeâ) on May 15, 2014 as CRFN2014000167244, the Acquisition
Loan Assignment of Rents dated March 14, 2014, as recorded with the Registerâs
Office on May 15, 2014 as CRFN2014000167245;
c.
The Building Loan Agreement dated as of March 14, 2014, the
Building Loan Promissory Note in the amount of $3,650,000 dated March 14,
2014, the Building Loan Mortgage, Assignment of Rents, Security Agreement and
Fixture Filing dated as of March 14, 2014 as recorded in the Registerâs Office on
May 15, 2014 as CRFN2014000167246, and the Building Loan Assignment of
Rents and Leases dated as of March 14, 2014 as recorded in the Registerâs Office
on May 15, 2014 as CRFN2014000167247;
d.
The Project Loan Agreement dated as of March 14, 2014, the Project
Loan Promissory Note in the amount of $4,585,681.72 dated March 14, 2014, the
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Project Loan Mortgage, Assignment of Rents, Security Agreement and Fixture
Filing dated as of March 14, 2014, as recorded in the Registerâs Office on May 15,
2104 as CRFN2014000167248, and the Project Loan Assignment of Rents and
Leases dated as of March 14, 2014, as recorded in the Registerâs Office on May 15,
2014 as CRFN2014000167249;
e.
The Gap Promissory Note in the amount of $23,077,305.20 dated
March 14, 2014, and the Gap Mortgage dated as of March 14, 2014, and recorded
with the Registerâs office on May 15, 2014, as RFN2014000167243; and
f.
The Full Recourse Guaranty dated as of March 14, 2014 by Gemini
Real Estate Advisors, LLC (âGeminiâ), the Completion Guaranty dated as of
March 14, 2014 by Gemini, the Guaranty (Recourse Carve-outs) dated as of
March 14, 2014 by Gemini, and the Indemnity Agreement dated as of March 14,
2014, by the Debtor and Gemini.
84.
As the owner of a guest-filled hotel whose operation is dependent on cash
flow, the Debtor must continue to operate the Hotel to maintain and preserve the
Debtorâs value and the Lenderâs Collateral. The Debtor urgently requires the use of the
Lenderâs cash collateral to operate, maintain and preserve the Hotel pending its sale
and the effectiveness of the Plan. As set forth in the Budget, the Debtor requires cash for
the primary purposes of paying: (1) employees and related benefits, (2) supplies, (3)
utilities, (4) taxes, (5) commissions and sales expenses and (6) to the extent allowed by
the Bankruptcy Court, professional fees.
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As reflected in the Budget, the Debtor projects that its cash balance will be
approximately $998,662 for the week ending September 7, 2015 and approximately
$933,977 by the time the Hotel is sold on or before December 21, 2015.
2.
86.
Jade Greenwich Village Hotel
The Debtor has prepared a six-month Budget consistent with its operating
history, current market conditions and its projected future performance during the
period covered by the Budget. A true and correct copy of the Budget is attached as
Exhibit 2 to the motion. The Debtor reasonably believes that the Budget is adequate,
considering all available assets, to pay all administrative expenses due or accruing
during the period covered by the Budget.
87.
As of the Petition Date, the Lender claims that it was owed approximately
$50,771,788.19, the Debtorâs priority creditors were owed approximately $438,989.59
and the Debtorâs general unsecured creditors were owed approximately $106,671.74.
The other secured creditors that assert a lien against certain assets of the Debtor are (a)
US Foods, Inc., which is not owed any amounts but which filed a UCC-1 financing
statement asserting a purchase money security interest in certain goods, inventory,
equipment and fixtures, and a general security interest in all other personal property
assets of the Debtor, and (b) Polar Bear of New York, Inc., which is not owed any
amounts but which filed a UCC-1 financing statement as a precaution with respect to
the water dispensing machines provided to the Debtorâs premises.
88.
Concurrently with the filing of the Debtorâs Chapter 11 Case and the filing
of the Motion, the Debtor filed a proposed chapter 11 plan of reorganization (the
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âPlanâ) and will file a related motion for an order authorizing the Debtor to sell the
Hotel free and clear of liens, claims, encumbrances and interests (the âJade Greenwich
Sale Motionâ). Pursuant to the Sale Motion and Plan, the Debtor seeks an order
authorizing the Debtor to sell the Hotel for $78 million, to pay the Lender and all other
creditors in full and to make distributions to the Debtorâs equity interest holders. The
proposed sale to the stalking horse bidder for $78 million is subject to overbids.
89.
Prior to the commencement of the Debtorâs Chapter 11 Case, the Debtor
informed the Lender about the contemplated chapter 11 filing and the Debtorâs
intention to seek to sell the Hotel in connection with a chapter 11 plan. The Debtor also
advised the Lender that the Debtor would seek to use the Lenderâs cash collateral until
the sale could be consummated and the Plan would become effective.
90.
As of the Petition Date, the Lender claims that the Debtor was indebted to
the Lender in the amount approximately $50,771,788.00, comprised of principal in the
amount of $50,500,000.00, interest in the amount of $271,788.00 as of the Petition Date
and any additional amounts, including without limitation costs, fees, and additional
interest, if allowed, that the Lender may assert, pursuant to the following documents
between the Debtor and the Lender:
a.
The Loan Agreement between the Debtor and the Lender dated as of
June 25, 2013;
b.
The Amended, Restated and Consolidated Promissory Note in the
amount of $50,500,000.00 dated as of June 25, 2013, and the Amended, Restated
and Consolidated Mortgage, Assignment of Leases and Rents, Security
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Agreement and Fixture Filing dated as of June 25, 2013, as recorded in the Office
of the City Register of the City of New York (the âRegisterâs Officeâ) on July 23,
2013, as CRFN2013000289374, as assigned to CEMF I USB LLC from Cornerstone
Enhanced Mortgage Fund I REIT LLC pursuant to an Assignment of Mortgage
dated as of September 3, 2014, as recorded in the Registerâs Office on September
30, 2014 as CFRN2014000321711;
c.
The Gap Note in the amount of $22,647,171.00 dated as of June 25,
2013, and the GAP Mortgage dated as of June 25, 2013, and recorded in the
Registerâs Office on July 23, 2013, as CRFN2013000289373;
d.
The Recourse Guaranty Agreement dated as of June 25, 2013 by
William T. Obeid, Christopher La Mack, Dante Massaro and the Lender, the
Sumitomo Mitsui Banking Corporation Guaranty dated as of June 25, 2013, by
Sumitomo Mitsui Banking Corporation, and the Environmental Indemnification
Agreement dated as of June 25, 2013, by and between William T. Obeid,
Christopher La Mack, Dante Massaro and the Lender;
e.
The UCC-l and UCC-3 Financing Statements filed in New York City,
the State of New York and the State of Delaware;
f.
The Assignment and Subordination of Management Agreement
dated as of June 25, 2013, by and among Gemini Property Management, LLC, the
Debtor and the Lender, and the Assignment and Subordination of Management
Agreement dated as of June 25, 2013, by and among Y&F Associates LLC, the
Debtor and the Lender;
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The letter agreement dated as of June 25, 2013 regarding required
post-closing actions from the Debtor and accepted and agreed to by the Lender;
h.
The Collateral Assignment of Interest Rate Cap Agreement dated
June 25, 2013, by and between the Debtor and SMBC Capital Markets, Inc., in
favor of the Lender; and
i.
The Affidavit under Section 275 Tax Law, Assignment of Mortgage,
executed by William T. Obeid on June 21, 2013.
91.
As the owner of a guest-filled hotel whose operation is dependent on cash
flow, the Debtor must continue to operate the Hotel to maintain and preserve the
Debtorâs value and the Lenderâs Collateral. The Debtor urgently requires the use of the
Lenderâs cash collateral to operate, maintain and preserve the Hotel pending its sale
and the effectiveness of the Plan. As set forth in the Budget, the Debtor requires cash
for the primary purposes of paying: (1) employees and related benefits, (2) supplies, (3)
utilities, (4) taxes, (5) commissions and sales expenses and (6) to the extent allowed by
the Bankruptcy Court, professional fees.
92.
As reflected in the Budget, the Debtor projects that its cash balance will be
approximately $783,499 for the week ending September 7, 2015 and approximately
$2,079,503 the week ending December 21, 2015, on or before which the Hotel will be
sold.
3.
93.
Wyndham Flatiron Hotel
The Debtor has prepared a six-month Budget consistent with its operating
history, current market conditions and its projected future performance during the
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period covered by the Budget. A true and correct copy of the Budget is attached as
Exhibit 2 to the motion. The Debtor reasonably believes that the Budget is adequate,
considering all available assets, to pay all administrative expenses due or accruing
during the period covered by the Budget.
94.
As of the Petition Date, the Lender claims that it was owed approximately
$33,594,943.00, the Debtorâs priority creditors were owed approximately $333,243.90
and the Debtorâs general unsecured creditors were owed approximately $46,132.62.
There are no other secured creditors that assert liens against the Hotel.
95.
Concurrently with the filing of the Debtorâs Chapter 11 Case and the filing
of the Motion, the Debtor filed a proposed chapter 11 plan of reorganization (the
âPlanâ) and a related motion for an order authorizing the Debtor to sell the Hotel free
and clear of liens, claims, encumbrances and interests (the âSale Motionâ). Pursuant to
the Sale Motion and Plan, the Debtor intends to sell the Hotel for $57 million to pay the
Lender and all other creditors in full and to make distributions to the Debtorâs equity
interest holders. The proposed sale to the stalking horse bidder for $57 million is
subject to overbids.
96.
Prior to the commencement of the Debtorâs Chapter 11 Case, the Debtor
informed the Lender about the contemplated chapter 11 filing and the Debtorâs
intention to seek to sell the Hotel pursuant to section 363 of the Bankruptcy Code in
connection with a chapter 11 plan. The Debtor also advised the Lender that the Debtor
would seek to use the Lenderâs cash collateral until the sale could be consummated and
the Plan would become effective.
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As of the Petition Date, the Lender claims that the Debtor was indebted to
the Lender in the amount approximately $33,594,943.00 million, comprised of principal
in the amount of $33,424,745.00, interest in the amount of $170,199.00 and any
additional amounts, including without limitation costs, fees, and additional interest, if
allowed, that the Lender may assert, pursuant to the following documents between the
Debtor and the Lender:
a.
The Master Loan Agreement between the Debtor and the Lender
dated as of November 21, 2014, First Amendment to Master Loan Agreement
dated as of January 13, 2015, and Collateral Assignment of Interest Rate Cap
Agreement dated as of November 21, 2013;
b.
The Amended, Restated and Consolidated, Term Loan Promissory
Note in the amount of $39,530,000.00 dated November 21, 2013, the Amended,
Restated and Consolidated Term Loan Mortgage, Assignment of Leases and
Rents, Security Agreement and Fixture Filing dated November 21, 2013 as
recorded in the Office of the City Register of the City of New York (the
âRegisterâs Officeâ) on November 26, 2013 as CRFN2013000489474, as assigned
by SBNP SIA Mortgage I LLC (âSBNPâ) to Lender by Assignment of Mortgage
dated as of January 9, 2015 and recorded in the Registerâs Office on January 23,
2015 as CRFN2015000034454;
c.
Assignment of Consolidated, Amended and Restated Mortgage,
Assignment of Leases and Rents, Security Agreement and Fixture Filing dated as
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of November 21, 2013 as recorded in the Registerâs Office on November 26, 2013
as CRFN 2013000489469;
d.
The Building Loan Agreement dated as of November 21, 2013, the
Building Loan Promissory Note in the amount of $1,009,580.00 dated November
21, 2013, the Building Loan Mortgage, Assignment of Leases and Rents, Security
Agreement and Fixture Filing dated as of November 21, 2013 as recorded in the
Registerâs Office on November 26, 2013 as CRFN2013000489475, as assigned to
Lender by SBNP pursuant to an Assignment of Mortgage dated as of January 9,
2015, as recorded in the Registerâs Office on January 30, 2015 as
CRFN2015000034455, as further assigned to Bank of American, N.A. as
Administrative Agent by Lender pursuant to an Assignment of Mortgage dated
as of January 12, 2015, as recorded in the Registerâs Office on January 30, 2015 as
CRFN 2105000034458;
e.
The Project Loan Agreement dated as of November 21, 2013, the
Project Loan Promissory Note in the amount of $4,460,420.00 dated November
21, 2013, the Project Loan Mortgage, Assignment of Leases and Rents, Security
Agreement and Fixture Filing dated as of November 21, 2013 as recorded in the
Registerâs Office on November 26, 2104 as CRFN2013000489476, as assigned to
Lender by SBNP pursuant to an Assignment of Mortgage dated as of January 9,
2015, as recorded in the Registerâs Office on January 30, 2015 as
CRFN2015000034456, as further assigned to Bank of American, N.A. as
Administrative Agent by Lender pursuant to an Assignment of Mortgage dated
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as of January 12, 2015, as recorded in the Registerâs Office on January 30, 2015 as
CRFN 2105000034459;
f.
The Gap Promissory Note in the amount of $13,030,000.00 dated
November 21, 2013 and the Gap Mortgage dated as of November 21, 2013 and
recorded with the Registerâs office on November 26, 2013 as
CRFN2013000489473, as assigned to Lender by SBNP pursuant to an Assignment
of Mortgage dated as of January 9, 2015, as recorded in the Registerâs Office on
January 30, 2015 as CRFN2015000034454, as further assigned to Bank of
American, N.A. as Administrative Agent by Lender pursuant to an Assignment
of Mortgage dated as of January 12, 2015, as recorded in the Registerâs Office on
January 30, 2015 as CRFN 2105000034457;
g.
The Recourse Guaranty Agreement dated as of November 21, 2013
by Gemini New York Hospitality Fund, LLC (âGeminiâ), the Guaranty of
Payment and Completion dated as of November 21, 2013 by Gemini, the
Franchise Termination Indemnification Agreement dated as of November 21,
2013 by the Debtor and Gemini, the Assignment and Subordination of
Management Agreement dated as of November 21, 2013 by and between Gemini
Property Management, LLC, the Debtor and the Lender, and the Environmental
Indemnification Agreement by the Debtor and Gemini; and
h.
The UCC-l and UCC-3 Financing Statements filed in New York City,
the State of New York and the State of Delaware.
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As the owner of a guest-filled hotel whose operation is dependent on cash
flow, the Debtor must continue to operate the Hotel to maintain and preserve the
Debtorâs value and the Lenderâs Collateral. The Debtor urgently requires the use of the
Lenderâs cash collateral to operate, maintain and preserve the Hotel pending its sale
and the effectiveness of the Plan. As set forth in the Budget, the Debtor requires cash
for the primary purposes of paying: (1) employees and related benefits, (2) supplies, (3)
utilities, (4) taxes, (5) commissions and sales expenses and (6) to the extent allowed by
the Bankruptcy Court, professional fees.
99.
As reflected in the Budget, the Debtor projects that its cash balance will be
approximately $2,252,297 for the week ending September 7, 2015 and approximately
$2,354,395 for the week ending December 21, 2015, on or before which the Hotel should
be sold.
4.
100.
Bryant Park Development Project
The Debtor has prepared a six-month Budget consistent with its recent
experience with the Development Site. A true and correct copy of the Budget is
attached as Exhibit 2 to the motion. The Debtor reasonably believes that the Budget is
adequate, considering all available assets, to pay all administrative expenses due or
accruing during the period covered by the Budget.
101.
As of the Petition Date, the Lender claims that it was owed approximately
$19,138,752.74, the Debtor had no priority creditors and the Debtorâs general unsecured
creditors were owed approximately $247,399.04. There are no other secured creditors
that assert a lien against the Development Site.
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Concurrently with the filing of the Debtorâs Chapter 11 Case and the filing
of the Motion, the Debtor filed a proposed chapter 11 plan of reorganization (the
âPlanâ) and will file a related motion for an order authorizing the Debtor to sell the
Development Site free and clear of liens, claims, encumbrances and interests (the âSale
Motionâ). Pursuant to the Sale Motion and Plan, the Debtor intends to sell the
Development Site for $25.5 million, to pay the Lender and all other creditors in full and
to make distributions to the Debtorâs equity interest holders. The proposed sale to the
stalking horse bidder for $25.5 million is subject to overbids.
103.
Prior to the commencement of the Debtorâs Chapter 11 Case, the Debtor
informed the Lender about the contemplated chapter 11 filing and the Debtorâs
intention to seek to sell the Development Site pursuant to section 363 of the Bankruptcy
Code in connection with a chapter 11 plan. The Debtor also advised the Lender that the
Debtor would seek to use the Lenderâs cash collateral until the sale can be
consummated and the Plan becomes effective.
104.
As of the Petition Date, the Lender claims that the Debtor was indebted to
the Lender in the amount approximately $19,401,571.06 million and additional
amounts, including without limitation costs, fees, and additional interest, if allowed,
that the Lender may assert, pursuant to the following documents between the Debtor
and the Lender:
a.
The Master Loan Agreement between the Debtor and the Lender
dated as of October 17, 2013;
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The Gap Note in the amount of $1,494,662.06 dated October 17, 2013
and the Gap Mortgage dated October 17, 2013, as recorded in the Office of the
City Register of the City of New York (the âRegisterâs Officeâ) as
CRFN2013000461839 on November 8, 2013;
c.
The Consolidated, Amended and Restated Acquisition Loan
Promissory Note in the amount of $50,520,000.00 dated October 17, 2013, the
Consolidated, Amended and Restated Acquisition Loan Mortgage, Assignment
of Rents, Security Agreement and Fixture Filing dated October 17, 2013, as
recorded in the Registerâs Office as CFRN2013000461840 on November 8, 2013,
Section 275 Affidavit with respect to the said Mortgage, Assignment, Security
Agreement and Fixture Filing, and the Acquisition Loan Assignment of Rents
and Leases dated October 17, 2013, as recorded in the Registerâs Office as
CFRN2013000461841 on November 8, 2013;
d.
The Building Loan Agreement dated as of October 17, 2013, the
Building Loan Promissory Note in the amount of $25,678,955.36 dated October
17, 2013, the Building Loan Mortgage, Assignment of Rents, Security Agreement
and Fixture Filing dated as of October 17, 2013, as recorded in the Registerâs
Office as CFRN2013000461842 on November 8, 2013, and the Building Loan
Assignment of Rents and Leases dated as of October 17, 2013, as recorded in the
Registerâs Office CFRN2013000461843 on November 8, 2013;
e.
The Project Loan Agreement dated as of October 17, 2013, the Project
Loan Promissory Note in the amount of $10,846,832.58 dated October 17, 2013,
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the Project Loan Mortgage, Assignment of Rents, Security Agreement and
Fixture Filing dated as of October 17, 2013, as recorded in the Registerâs Office
CFRN2013000461844 on November 8, 2013, and the Project Loan Assignment of
Rents and Leases dated as of October 17, 2013, as recorded in the Registerâs
Office as CFRN2013000461845 on November 8, 2013;
f.
The Full Recourse Guaranty dated as of October 17, 2013, by Gemini
Real Estate Advisors, LLC (âGeminiâ), the Completion Guaranty dated as of
October 17, 2013 by Gemini, the Guaranty (Recourse Carve-outs) dated as of
October 17, 2013 by Gemini, and the Indemnity Agreement dated as of October
17, 2013 by the Debtor and Gemini; and
g.
The UCC-l Financing Statements filed in New York City, the State of
New York and the State of Delaware.
105.
As the owner of a development parcel of land in New York City, the
Debtor must maintain and preserve the Debtorâs value and the Lenderâs Collateral. The
Debtor urgently requires the use of the Lenderâs cash collateral to maintain and
preserve the Development Site pending its sale and the effectiveness of the Plan. As set
forth in the Budget, the Debtor requires cash for the primary purposes of paying: (1)
insurance and security and (2) property taxes.
106.
As reflected in the Budget, the Debtor projects that its cash balance will be
approximately $157,493 for the week ending September 7, 2015 and approximately
$116,406 by the time the Hotel is sold on or before December 21, 2015.
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III.
Local Rule 1007 Disclosures
107.
Pursuant to and in accordance with Bankruptcy Rule 1007(d) and Local
Rule 1007-2, the following information is attached hereto and incorporated by reference
herein.
108.
Schedule 1. Pursuant to Local Rule 1007-2(a)(3), Schedule 1 sets forth a list
of the committees formed prior to the filing of the Debtorsâ chapter 11 petitions.
109.
Schedule 2. Pursuant to Local Rule 1007-2(a)(4), Schedule 2 sets forth a list
of the names and addresses of the creditors holding the 20 largest unsecured claims
against each Debtor, excluding insiders. This list also includes the amount of each claim,
and, if appropriate, an indication whether such claim is contingent, unliquidated,
disputed or partially secured, subject to the Debtorsâ rights to dispute the validity of
any claims.
110.
Schedule 3. Pursuant to Local Rule 1007-2(a)(5), Schedule 3 sets forth a list
of the names and addresses of the creditors holding the five largest secured claims
against each Debtor. This list also includes the amount of each claim, a brief description
of the type of collateral securing the claim, and whether the claim or lien is disputed,
subject to the Debtorsâ rights to dispute the validity of any claims.
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Schedule 4. Pursuant to Local Rule 1007-2(a)(6), Schedule 4 sets forth a
summary of the assets and liabilities of each Debtor as of the Petition Date.
112.
Schedule 5. Pursuant to Local Rule 1007-2(a)(7), Schedule 5 lists the
members of each of the Debtors.
113.
Schedule 6. Pursuant to Local Rule 1007-2(a)(8), Schedule 6 sets forth a list
of the Debtorsâ property that is in the possession or custody of any custodian, public
officer, mortgagee, pledgee, assignee of rents or secured creditor (other than bank
accounts which may be subject to claims or setoff), or agent for any such entity.
114.
Schedule 7. Pursuant to Local Rule 1007-2(a)(9), Schedule 7 sets forth a list
of the premises owned, leased or held under other arrangement from which the Debtors
operate their business.
115.
Schedule 8. Pursuant to Local Rule 1007-2(a)(10), Schedule 8 sets forth a
list of the locations of the Debtorsâ substantial assets and books and records, and the
nature, location and value of any assets held by the Debtors outside the territorial limits
of the United States.
116.
Schedule 9. Pursuant to Local Rule 1007-2(a)(11), Schedule 9 sets forth a
list identifying the nature and present status of each action or proceeding, pending or
threatened, against the Debtors or their property, where a judgment against the Debtors
or a seizure of their property may be imminent.
117.
Schedule 10. Pursuant to Local Rule 1007-2(a)(12), Schedule 10 sets forth a
list of the names of the individuals who comprise the Debtorsâ existing senior
management and a brief summary of their relevant responsibilities and experience.
75620816.7
44
directors, stockholders, and financial and business consultants retained by the Debtors,
for the thirty-day period following the filing of the Debtorsâ Chapter 11 Petitions.
119. Schedule 12. Pursuant to Local Rule 1007-2(b)(3), Schedule 12 includes a
26-week budget for each of the Debtors.
120. Notwithstanding anything in this Declaration or on any of the exhibits
attached hereto to the contrary, nothing contained in this Declaration or on any of the '
exhibits or schedules attached hereto is intended to be, or should be deemed or
construed as, an admission with respect to: (a) the liability for, the amount of, the
enforceability of or the validity of any claim; (b) the existence, validity, enforceability or
perfection of any lien, mortgage, charge, pledge or other grant of security for any claim;
(c) the proper characterization of any transaction or financing as a sale or financing; or
(d) any interest, or lack of interest, of the Debtors in property The Debtors specifically
reserve the right to challenge any claim or any transaction or any alleged security for
any claim on any and all bases, and to seek turnover of any property to the full extent
permitted under the Code.
I declare that the foregoing is true and correct to the best of my knowledge.
Executed this 3rd day of September 2015 at Wit/kg , C .
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Schedule 1
Committees
Pursuant to Local Rule 1007-2(a)(3), the Debtors do not believe that any committee
has been formed prior to the petition date.
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Schedule 2
Pursuant to Local Rule 1007-2(a)(4) List of 20 Largest Unsecured Creditors for Each
Debtor is attached.
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20 LARGEST LIST
33 Peck Slip Acquisition LLC
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B4 (Official Form 4) (12/07)
United States Bankruptcy Court
Southern District of New York
In re
33 Peck Slip Acquisition LLC
Case No.
Chapter
Debtor(s)
11
LIST OF CREDITORS HOLDING 20 LARGEST UNSECURED CLAIMS
Following is the list of the debtor's creditors holding the 20 largest unsecured claims. The list is prepared in
accordance with Fed. R. Bankr. P. 1007(d) for filing in this chapter 11 [or chapter 9] case. The list does not include (1)
persons who come within the definition of "insider" set forth in 11 U.S.C. § 101, or (2) secured creditors unless the value of
the collateral is such that the unsecured deficiency places the creditor among the holders of the 20 largest unsecured claims.
If a minor child is one of the creditors holding the 20 largest unsecured claims, state the child's initials and the name and
address of the child's parent or guardian, such as "A.B., a minor child, by John Doe, guardian." Do not disclose the child's
name. See 11 U.S.C. § 112; Fed. R. Bankr. P. 1007(m).
(2)
(1)
Name of creditor and complete
mailing address including zip
code
Name, telephone number and complete
mailing address, including zip code, of
employee, agent, or department of creditor
familiar with claim who may be contacted
Active Networks
Attn: Tabatha Brickner
5110 Lancaster Street
Harrisburg, PA 17111
(717) 540-5679 ext. 203
Am Maintenance
Am Maintenance
Attn: Angela Martucci
286 Grasmere Dr.
286 Grasmere Dr.
Staten Island, NY 10305
Staten Island, NY 10305
(718) 816-1918
American Hotel Register
American Hotel Register
Attn: Josh Wilson
P.O. Box 71299
P.O. Box 71299
Chicago, IL 60694-1299
Chicago, IL 60694-1299
(800) 323-5686 ext. 1549
Carbons Golden Malted
Carbons Golden Malted
Attn: Tracy Elkins
PO Box 129
PO Box 129
Concordville, PA 19331
Concordville, PA 19331
(574) 247-2270
Carday Associates
Carday Associates
7130 Columbia Gateway Dr. Attn: Ivan Betancourt
7130 Columbia Gateway Dr.
Columbia, MD 21046-2966
Columbia, MD 21046-2966
(410) 872-9020
Classic Recycling N. Y Corp Classic Recycling N. Y Corp
Attn: Customer Service
409 River Road, Ste #1
409 River Road, Ste #1
Clifton, NJ 07014
Clifton, NJ 07014
(973) 777-0600
Collins Bro. Worldwide, LLC Collins Bro. Worldwide, LLC
Attn: Eileen Rodriguez
620 Fifth Ave.
620 Fifth Ave.
Larchmont, NY 10538
Larchmont, NY 10538
(973) 777-0600
Active Networks
5110 Lancaster Street
Harrisburg, PA 17111
(3)
(4)
Nature of claim (trade
debt, bank loan,
government contract,
etc.)
Indicate if claim is
contingent,
unliquidated,
disputed, or
subject to setoff
Amount of claim
[if secured, also
state value of
security]
Trade Debt
432.00
Trade Debt
245.03
Trade Debt
653.32
Trade Debt
230.00
Health Insurance
Premium
Software Copyright (c) 1996-2014 Best Case, LLC - www.bestcase.com
(5)
8,700.00
Trade Debt
952.66
Trade Debt
3,872.68
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B4 (Official Form 4) (12/07) - Cont.
In re
33 Peck Slip Acquisition LLC
Case No.
Debtor(s)
LIST OF CREDITORS HOLDING 20 LARGEST UNSECURED CLAIMS
(Continuation Sheet)
Con Edison
Attn: Customer Service
JAF Station
P.O. Box 1702
New York, NY 10116-1702
(800) 752-6633
Concord Elevator
Concord Elevator
Attn: Brian Sheehy/Michelle
610 Chestnut Ridge Rd.
Timmerman
Chest Ridge, NY 10977
610 Chestnut Ridge Rd.
Chest Ridge, NY 10977
(718) 767-3304
Fresh and Tasty
Fresh and Tasty
Attn: Lisa Ruvolo
1568 Stillwell Ave.
1568 Stillwell Ave.
Bronx, NY 10461
Bronx, NY 10461
(718) 829-4536
M3 Accounting
M3 Accounting
Attn: Kathy Hall
340 Jesse Jewell Pkwy SE
340 Jesse Jewell Pkwy SE
Suite 600
STE 600
Gainesville, GA 30501
Gainesville, GA 30501
(770) 297-1925 ext. 257
Premium Pest Control
Premium Pest Control
Attn: Monica Szabo
P.O. Box 1261
P.O. Box 1261
Linden, NJ 07036
Linden, NJ 07036
(917) 693-7468
Revinate Inc.
Revinate Inc.
One Letterman Drive, Bldg C Attn: Customer Service
One Letterman Drive, Bldg C
Suite CM100
Suite CM100
San Francisco, CA 94129
San Francisco, CA 94129
(415) 671-4703 # 2
Sani Wash
Sani Wash
Attn: Aisha Agate
58-90 55th Street
58-90 55th Street
Maspeth, NY 11378
Maspeth, NY 11378
(718) 729-1700
Sonifi Solutions
Sonifi Solutions
Attn: Sarah Nelson
3900 W. Innovation
3900 W. Innovation
Sioux Falls, SD 57107-7002
Sioux Falls, SD 57107-7002
(888) 563-4363
Con Edison
JAF Station
P.O. Box 1702
New York, NY 10116-1702
Staples Advantage
Dept ATL
P.O. Box 405386
Atlanta, GA 30384-5386
Staples Advantage
Attn: Customer Service
Dept ATL
P.O. Box 405386
Atlanta, GA 30384-5386
(888) 753-4106
Software Copyright (c) 1996-2014 Best Case, LLC - www.bestcase.com
Utility
6,754.18
Trade Debt
1,039.76
Trade Debt
3,066.75
Trade Debt
365.38
Trade Debt
538.93
Trade Debt
220.00
Trade Debt
513.24
Trade Debt
1,875.70
Trade Debt
74.10
Best Case Bankruptcy
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B4 (Official Form 4) (12/07) - Cont.
In re
33 Peck Slip Acquisition LLC
Case No.
Debtor(s)
LIST OF CREDITORS HOLDING 20 LARGEST UNSECURED CLAIMS
(Continuation Sheet)
Sysco Metro New York
20 Theodore Conrad Drive
Jersey City, NJ 07305, NJ
07305
Verizon
P.O.Box 660794
Dallas, TX 75266-0794
Vizergy
PO Box 551459
Jacksonville, FL 32255-1459
Wash it Right Express
352 South 1st Street
Brooklyn, NY 11211
Sysco Metro New York
Attn: Miryann Malzone
20 Theodore Conrad Drive
Jersey City, NJ 07305, NJ 07305
(201) 433-2000
Verizon
Attn: Diep Cregar
P.O.Box 660794
Dallas, TX 75266-0794
(972) 729-7393
Vizergy
Attn: Tracy Toenjes
PO Box 551459
Jacksonville, FL 32255-1459
(904) 389-1130 ext 297
Trade Debt
6,441.78
Trade Debt
72.75
Trade Debt
290.00
Wash it Right Express
Attn: Victor Shallom
352 South 1st Street
Brooklyn, NY 11211
(718) 218-7282
Trade Debt
3,325.85
DECLARATION UNDER PENALTY OF PERJURY
ON BEHALF OF A CORPORATION OR PARTNERSHIP
I, the Authorized Representative of the corporation named as the debtor in this case, declare under penalty
of perjury that I have read the foregoing list and that it is true and correct to the best of my information and belief.
Date August 28, 2015
Signature
/s/ Christopher F. La Mack
Christopher F. La Mack
Authorized Representative
Penalty for making a false statement or concealing property: Fine of up to $500,000 or imprisonment for up to 5 years or both.
18 U.S.C. §§ 152 and 3571.
Software Copyright (c) 1996-2014 Best Case, LLC - www.bestcase.com
Best Case Bankruptcy
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20 LARGEST LIST
36 West 38th Street LLC
52
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B4 (Official Form 4) (12/07)
United States Bankruptcy Court
Southern District of New York
In re
36 West 38th Street LLC
Case No.
Chapter
Debtor(s)
11
LIST OF CREDITORS HOLDING 20 LARGEST UNSECURED CLAIMS
Following is the list of the debtor's creditors holding the 20 largest unsecured claims. The list is prepared in
accordance with Fed. R. Bankr. P. 1007(d) for filing in this chapter 11 [or chapter 9] case. The list does not include (1)
persons who come within the definition of "insider" set forth in 11 U.S.C. § 101, or (2) secured creditors unless the value of
the collateral is such that the unsecured deficiency places the creditor among the holders of the 20 largest unsecured claims.
If a minor child is one of the creditors holding the 20 largest unsecured claims, state the child's initials and the name and
address of the child's parent or guardian, such as "A.B., a minor child, by John Doe, guardian." Do not disclose the child's
name. See 11 U.S.C. § 112; Fed. R. Bankr. P. 1007(m).
(2)
(1)
(3)
Name of creditor and complete
mailing address including zip
code
Name, telephone number and complete
mailing address, including zip code, of
employee, agent, or department of creditor
familiar with claim who may be contacted
AGL Industries
Attn: Dominick Lofaso
59-12 57th Street
Maspeth, NY 11378
Baker & Hostetler LLP
Attn: Christine Fagan
PO Box 70189
Cleveland, OH 44190-0189
Eastern Air, Inc.
Attn: Mikhail Meschianinov
260 Johnson Ave.
Brooklyn, NY
Ettinger Engineering
Services
Attn: Eric Ettinger
505 Eight Avenue, 24th FL
New York, NY 10018
Faith Environmental
Attn: Boro Atanasoski
128 Stanley Street
East Rutherford, NJ 07073
Gemini Jade Bryant Park
Dev
16740 Birkdale Commons
Pkwy
Suite 306
Huntersville, NC 28078
Gene Kaufman Archtitect PC
Attn: Gene Kaufman
525 Broadway, 8th FL
New York, NY 10012
IBK Construction Group,
LLC
Attn: Vlad Lyubarsky
617 Johnson Avenue
Brooklyn, NY 11237
AGL Industries
Attn: Dominick Lofaso
59-12 57th Street
Maspeth, NY 11378
Baker & Hostetler LLP
Attn: Christine Fagan
PO Box 70189
Cleveland, OH 44190-0189
Eastern Air, Inc.
Attn: Mikhail Meschianinov
260 Johnson Ave.
Brooklyn, NY
Ettinger Engineering Services
Attn: Eric Ettinger
505 Eight Avenue, 24th FL
New York, NY 10018
(4)
Indicate if claim is
contingent,
unliquidated,
disputed, or
subject to setoff
Construction Costs Contingent
4,449.78
Legal fees
42,865.94
Construction Costs Contingent
14,200.00
Engineering
Services
7,500.00
Faith Environmental
Attn: Boro Atanasoski
128 Stanley Street
East Rutherford, NJ 07073
Gemini Jade Bryant Park Dev
16740 Birkdale Commons Pkwy
Suite 306
Huntersville, NC 28078
Construction Costs Contingent
8,999.71
Development
4,504.58
Gene Kaufman Archtitect PC
Attn: Gene Kaufman
525 Broadway, 8th FL
New York, NY 10012
IBK Construction Group, LLC
Attn: Vlad Lyubarsky
617 Johnson Avenue
Brooklyn, NY 11237
Architectural
Services
90,000.00
Construction Costs Contingent
57,000.00
Software Copyright (c) 1996-2014 Best Case, LLC - www.bestcase.com
Nature of claim (trade
debt, bank loan,
government contract,
etc.)
(5)
Amount of claim
[if secured, also
state value of
security]
Best Case Bankruptcy
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B4 (Official Form 4) (12/07) - Cont.
In re
36 West 38th Street LLC
Case No.
Debtor(s)
LIST OF CREDITORS HOLDING 20 LARGEST UNSECURED CLAIMS
(Continuation Sheet)
(1)
(2)
(3)
Name of creditor and complete
mailing address including zip
code
Name, telephone number and complete
mailing address, including zip code, of
employee, agent, or department of creditor
familiar with claim who may be contacted
KD Brothers
39 Day Avenue
Bergenfield, NJ 07621
Skyline Scaffolding
Attn: Benny Redza
181 Coit Street
Irvington, NJ 07111
Thomas Manufacturing, Inc.
630 Ramsey Ave.
Hillside, NJ 07205
KD Brothers
39 Day Avenue
Bergenfield, NJ 07621
Skyline Scaffolding
Attn: Benny Redza
181 Coit Street
Irvington, NJ 07111
Thomas Manufacturing, Inc.
630 Ramsey Ave.
Hillside, NJ 07205
(4)
Nature of claim (trade
debt, bank loan,
government contract,
etc.)
(5)
Indicate if claim is
contingent,
unliquidated,
disputed, or
subject to setoff
Construction Costs Contingent
Amount of claim
[if secured, also
state value of
security]
2,934.65
Construction Costs Contingent
544.38
Construction Costs Contingent
14,400.00
DECLARATION UNDER PENALTY OF PERJURY
ON BEHALF OF A CORPORATION OR PARTNERSHIP
I, the Authorized Representative of the corporation named as the debtor in this case, declare under penalty
of perjury that I have read the foregoing list and that it is true and correct to the best of my information and belief.
Date September 3, 2015
Signature
Christopher F. La Mack
Authorized Representative
Penalty for making a false statement or concealing property: Fine of up to $500,000 or imprisonment for up to 5 years or both.
18 U.S.C. §§ 152 and 3571.
Software Copyright (c) 1996-2014 Best Case, LLC - www.bestcase.com
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20 LARGEST LIST
Gemini 37 West 24th Street MT, LLC
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B4 (Official Form 4) (12/07)
United States Bankruptcy Court
Southern District of New York
In re
Gemini 37 West 24th Street MT, LLC
Case No.
Chapter
Debtor(s)
11
LIST OF CREDITORS HOLDING 20 LARGEST UNSECURED CLAIMS
Following is the list of the debtor's creditors holding the 20 largest unsecured claims. The list is prepared in
accordance with Fed. R. Bankr. P. 1007(d) for filing in this chapter 11 [or chapter 9] case. The list does not include (1)
persons who come within the definition of "insider" set forth in 11 U.S.C. § 101, or (2) secured creditors unless the value of
the collateral is such that the unsecured deficiency places the creditor among the holders of the 20 largest unsecured claims.
If a minor child is one of the creditors holding the 20 largest unsecured claims, state the child's initials and the name and
address of the child's parent or guardian, such as "A.B., a minor child, by John Doe, guardian." Do not disclose the child's
name. See 11 U.S.C. § 112; Fed. R. Bankr. P. 1007(m).
(2)
(1)
(3)
(4)
Indicate if claim is
contingent,
unliquidated,
disputed, or
subject to setoff
Name of creditor and complete
mailing address including zip
code
Name, telephone number and complete
mailing address, including zip code, of
employee, agent, or department of creditor
familiar with claim who may be contacted
Nature of claim (trade
debt, bank loan,
government contract,
etc.)
A&L CessPool Service Corp
38-40 Review Ave.
Long Island, NY 11101
A&L CessPool Service Corp
Attn: Asaf Bochman
38-40 Review Ave.
Long Island, NY 11101
(718) 729-3018
AETNA
C/O Ashton Benefits
Attn: Jason Paguiligan
P.O BOX 7247-0213
Philadelphia, PA 19170
(800) 297-7145
Andrew Hendricks
220 5th Ave 19th floor
New York, NY 10001
(212) 858-9099
Broadsoft Hospitiality, Inc.
Attn: Stephanie Evers
Dept. 3465
PO Box 123465
Dallas, TX 75312
(561) 276-6202
Central Office Alarm
Attn: Rick Collins
140 South Columbus Ave.
Mount Vernon, NY 10550
800-464-4828
Cenveo Corporation
Attn: Rachel Nemeth
P.O. Box 802035
Chicago, IL 60680
(612) 460-2349
Fabriclean
Attn: Robert D'Andrea
11-39 50th Avenue
Long Island, NY 11101
(718) 433-0130
Trade Debt
AETNA
C/O Ashton Benefits
P.O BOX 7247-0213
Philadelphia, PA 19170
Andrew Hendricks
220 5th Ave 19th floor
New York, NY 10001
Broadsoft Hospitiality, Inc
Dept. 3465
PO Box 123465
Dallas, TX 75312
Central Office Alarm
140 South Columbus Ave.
Mount Vernon, NY 10550
Cenveo Corporation
P.O. Box 802035
Chicago, IL 60680
Fabriclean
11-39 50th Avenue
Long Island, NY 11101
Software Copyright (c) 1996-2014 Best Case, LLC - www.bestcase.com
(5)
Amount of claim
[if secured, also
state value of
security]
306.48
Employee
Insurance Premium
2,810.55
Expense
Reimbursement
4,693.31
Trade Debt
1,495.07
Trade Debt
349.04
Trade Debt
406.83
Trade Debt
6,206.05
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Main Document
B4 (Official Form 4) (12/07) - Cont.
In re
Gemini 37 West 24th Street MT, LLC
Case No.
Debtor(s)
LIST OF CREDITORS HOLDING 20 LARGEST UNSECURED CLAIMS
(Continuation Sheet)
(1)
Name of creditor and complete
mailing address including zip
code
(2)
Name, telephone number and complete
mailing address, including zip code, of
employee, agent, or department of creditor
familiar with claim who may be contacted
Fire Department of New York Fire Department of New York
Attn: Benjamin Fitzroy
P.O BOX 840
P.O BOX 840
New York, NY 10008
New York, NY 10008
718-999-2558
Genserve, INC.
Genserve, INC.
Attn: Sue Kester
100 Newton Rd.
100 Newton Rd.
Plainview, NY 11803
Plainview, NY 11803
(800) 247-7215
Guest Supply
Guest Supply
Attn: Margaret Tisi
P.o Box 910
P.o Box 910
Monmouth Junction, NJ
Monmouth Junction, NJ 08852
08852
(432) 694-5804
Home Depot Supply
Home Depot Supply
Attn: Dawn Bianco
P.O Box 509058
P.O Box 509058
San Diego, CA 92150
San Diego, CA 92150
(800) 798-8888
Hotel SystemsPRO
Hotel SystemsPRO
Attn: Natalie Roberts
280 Interstate N. Circle,
280 Interstate N. Circle, STE 600
STE 600
Atlanta, GA 30339
Atlanta, GA 30339
(770) 303-9911
Office Depot
Office Depot
Attn: Beau Nutt
P.O. Box 70025
P.O. Box 70025
Los Angeles, CA
Los Angeles, CA
(800) 721-6592
Ritesh Jariwala
Ritesh Jariwala
220 5th Ave 19th floor
220 5th Ave 19th floor
New York, NY 10001
New York, NY 10001
(212) 858-9099
Staples Business Advantage Staples Business Advantage
Dept. ATL
Dept. ATL
Attn:Moira Connelly
P.O. Box 415256
P.O. Box 415256
Boston, MA 2241
Boston, MA 2241
(888) 753-4102
Sysco Metro New York
20 Theodore Conrad Dr.
Jersey City, NJ 7305
Sysco Metro New York
Attn: Mary Ann Malzone
20 Theodore Conrad Dr.
Jersey City, NJ 7305
(201) 433-2000
Software Copyright (c) 1996-2014 Best Case, LLC - www.bestcase.com
(3)
(4)
Nature of claim (trade
debt, bank loan,
government contract,
etc.)
Indicate if claim is
contingent,
unliquidated,
disputed, or
subject to setoff
(5)
Amount of claim
[if secured, also
state value of
security]
Trade Debt
890.00
Trade Debt
544.38
Trade Debt
898.62
Trade Debt
1,818.91
Trade Debt
1,900.00
Trade Debt
326.75
Expense
Reimbursement
3,676.00
Trade Debt
20.02
Trade Debt
489.45
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Main Document
B4 (Official Form 4) (12/07) - Cont.
In re
Gemini 37 West 24th Street MT, LLC
Case No.
Debtor(s)
LIST OF CREDITORS HOLDING 20 LARGEST UNSECURED CLAIMS
(Continuation Sheet)
(1)
(2)
(3)
(4)
Indicate if claim is
contingent,
unliquidated,
disputed, or
subject to setoff
(5)
Name of creditor and complete
mailing address including zip
code
Name, telephone number and complete
mailing address, including zip code, of
employee, agent, or department of creditor
familiar with claim who may be contacted
Nature of claim (trade
debt, bank loan,
government contract,
etc.)
Time Warner Cable
P.O. Box 11820
Newark, NJ 07101
Time Warner Cable
Attn: Marlene Marshalleck
P.O. Box 11820
Newark, NJ 07101
(877) 227-8711
World Cinema
Attn:Jill Hockett
9801 Westheimer, #409
Houston, TX 77042
(713) 266-2686
Trade Debt
1,813.00
Trade Debt
3,097.98
World Cinema
9801 Westheimer, #409
Houston, TX 77042
Amount of claim
[if secured, also
state value of
security]
DECLARATION UNDER PENALTY OF PERJURY
ON BEHALF OF A CORPORATION OR PARTNERSHIP
I, the Authorized Representative of the corporation named as the debtor in this case, declare under penalty
of perjury that I have read the foregoing list and that it is true and correct to the best of my information and belief.
Date August 28, 2015
Signature
/s/ Christopher La Mack
Christopher La Mack
Authorized Representative
Penalty for making a false statement or concealing property: Fine of up to $500,000 or imprisonment for up to 5 years or both.
18 U.S.C. §§ 152 and 3571.
Software Copyright (c) 1996-2014 Best Case, LLC - www.bestcase.com
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20 LARGEST LIST
52 West 13th P, LLC
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Main Document
B4 (Official Form 4) (12/07)
United States Bankruptcy Court
Southern District of New York
In re
52 West 13th Street P, LLC
Case No.
Chapter
Debtor(s)
11
LIST OF CREDITORS HOLDING 20 LARGEST UNSECURED CLAIMS
Following is the list of the debtor's creditors holding the 20 largest unsecured claims. The list is prepared in
accordance with Fed. R. Bankr. P. 1007(d) for filing in this chapter 11 [or chapter 9] case. The list does not include (1)
persons who come within the definition of "insider" set forth in 11 U.S.C. § 101, or (2) secured creditors unless the value of
the collateral is such that the unsecured deficiency places the creditor among the holders of the 20 largest unsecured claims.
If a minor child is one of the creditors holding the 20 largest unsecured claims, state the child's initials and the name and
address of the child's parent or guardian, such as "A.B., a minor child, by John Doe, guardian." Do not disclose the child's
name. See 11 U.S.C. § 112; Fed. R. Bankr. P. 1007(m).
(2)
(1)
Name of creditor and complete
mailing address including zip
code
Name, telephone number and complete
mailing address, including zip code, of
employee, agent, or department of creditor
familiar with claim who may be contacted
Baldor Specialty Foods
Attn: Amit Ratanshi
PO Box 5411, 19th FL
New York, NY 10087
(718) 860-9700 x4593
Bridgeton Holdings, LLC
Bridgeton Holdings, LLC
Attn: Stephen Cius
220 5th Avenue
220 5th Avenue
New York, NY 10001
New York, NY 10001
(212) 823-0859
DairyLand USA
DairyLand USA
Attn: James Averyt
PO Box 30943
PO Box 30943
New York, NY 10087
New York, NY 10087
(646) 265-3429
Clearvue Enterprises
Clearvue Enterprises
Attn: Sal
1435 East 22nd Street
1435 East 22nd Street
Brooklyn, NY 11210
Brooklyn, NY 11210
(718) 256-1905
Constellation New Energy
Constellation New Energy
14217 Collections Center Dr. Attn: Customer Service
14217 Collections Center Dr.
Chicago, IL 60693
Chicago, IL 60693
(877) 243-4968
Danesi Caffe
Danesi Caffe
Attn: Doris Dieckoff
139 Fulton Street, STE 713
139 Fulton Street, STE 713
New York, NY 10038
New York, NY 10038
(631) 901-1586
Empire Merchant
Empire Merchant
Attn: Marina Ynoa
16 Bridgewater Street
16 Bridgewater Street
Brooklyn, NY 11222
Brooklyn, NY 11222
(718) 383-5500 Ext 9945
Baldor Specialty Foods
PO Box 5411, 19th FL
New York, NY 10087
(3)
(4)
Nature of claim (trade
debt, bank loan,
government contract,
etc.)
Indicate if claim is
contingent,
unliquidated,
disputed, or
subject to setoff
Amount of claim
[if secured, also
state value of
security]
Trade Debt
6531.08
Management
5248.04
Trade Debt
2688.77
Trade Debt
6770.80
Utility
Software Copyright (c) 1996-2014 Best Case, LLC - www.bestcase.com
(5)
13838.66
Trade Debt
2817.50
Trade Debt
2437.54
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Main Document
B4 (Official Form 4) (12/07) - Cont.
In re
52 West 13th Street P, LLC
Case No.
Debtor(s)
LIST OF CREDITORS HOLDING 20 LARGEST UNSECURED CLAIMS
(Continuation Sheet)
(1)
(2)
(3)
(4)
Indicate if claim is
contingent,
unliquidated,
disputed, or
subject to setoff
(5)
Name of creditor and complete
mailing address including zip
code
Name, telephone number and complete
mailing address, including zip code, of
employee, agent, or department of creditor
familiar with claim who may be contacted
Nature of claim (trade
debt, bank loan,
government contract,
etc.)
Harbor Linen
PO Box 3510
Cherry Hill, NJ 08002
Harbor Linen
Attn: Seth Bloch
PO Box 3510
Cherry Hill, NJ 08002
(800) 257-7858 Ext 4295
52 West 13th Street
Attn: JustinKellerman
New York, NY 10011
(631) 767-8222
Hotel Lab Consultants
Attn: Martin Larsson
1239 Alton Road
Miami Beach, FL 33139
(646) 673-2130
La Bottega Dell'Albergo
Attn: Rebecca Matura
264 W 40th Street, STE 201
New York, NY 10018
(516) 626-3360
Lin Remodeling Inc.
Attn: Igor Lukashin
1117 Stonegate Road
Shrub Oak, NY 10588
(914) 860-5194
52 West 13th Street
Attn: Martha A.Parker
New York, NY 10011
(212) 375-1300
Martin Scott Wines
Attn: Valerie Bellmer
PO Box 9003
New Hyde Park, NY 11040
(201) 445-0620 ext 2457
Metal Brite Service
Attn: John Shea
PO Box 26032
New York, NY 10087
(212) 714-0004
Ritz Cleaners
Attn: Maria
3030 Emmons Ave, Ste 5B
Brooklyn, NY 11222
(718) 666-7078
Rotavele Elevator
Attn: Customer Service
414 Seneca Avenue
Ridgewood, NY 11385
(718) 386-3000
Trade Debt
3100.58
Expense
Reimbursement
9681.35
Trade Debt
1400.00
Trade Debt
4274.43
Construction
2500.00
Expense
Reimbursement
2077.07
Trade Debt
1800.00
Trade Debt
3810.63
Trade Debt
2753.89
Trade Debt
2450.85
Justin Kellerman
52 West 13th Street
New York, NY 10011
Hotel Lab Consultants
1239 Alton Road
Miami Beach, FL 33139
La Bottega Dell'Albergo
264 W 40th Street, STE 201
New York, NY 10018
Lin Remodeling Inc.
1117 Stonegate Road
Shrub Oak, NY
Martha A.Parker
52 West 13th Street
New York, NY 10011
Martin Scott Wines
PO Box 9003
New Hyde Park, NY 11040
Metal Brite Service
PO Box 26032
New York, NY 10087
Ritz Cleaners
3030 Emmons Ave, sTE 5B
Brooklyn, NY 11222
Rotavele Elevator
414 Seneca Avenue
Ridgewood, NY 11385
Software Copyright (c) 1996-2014 Best Case, LLC - www.bestcase.com
Amount of claim
[if secured, also
state value of
security]
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B4 (Official Form 4) (12/07) - Cont.
In re
52 West 13th Street P, LLC
Case No.
Debtor(s)
LIST OF CREDITORS HOLDING 20 LARGEST UNSECURED CLAIMS
(Continuation Sheet)
(1)
(2)
(3)
(4)
Indicate if claim is
contingent,
unliquidated,
disputed, or
subject to setoff
(5)
Name of creditor and complete
mailing address including zip
code
Name, telephone number and complete
mailing address, including zip code, of
employee, agent, or department of creditor
familiar with claim who may be contacted
Nature of claim (trade
debt, bank loan,
government contract,
etc.)
Sebastian Setteducate
144 Toledo Street
Farmingdale, NY 11735
Sebastian Setteducate
Attn: Jennifer Lingen
144 Toledo Street
Farmingdale, NY 11735
(631) 755-1112
The Lobster Place
Attn: Rosemary Byrd
75 Ninth Ave
New York, NY 10011
(646) 398-5043
Winebow
Attn: Valerie Bellmer
236 W 26th Street, STE 401
New York, NY 10001
(201) 445-0620 ext 2457
Trade Debt
3000.00
Trade Debt
2322.78
Trade Debt
2404.50
The Lobster Place
75 Ninth Ave
New York, NY 10011
Winebow
236 W 26th Street, STE 401
New York, NY 10001
Amount of claim
[if secured, also
state value of
security]
DECLARATION UNDER PENALTY OF PERJURY
ON BEHALF OF A CORPORATION OR PARTNERSHIP
I, the Manager and Member of the corporation named as the debtor in this case, declare under penalty of
perjury that I have read the foregoing list and that it is true and correct to the best of my information and belief.
Date August 28, 2015
Signature
/s/ Christopher La Mack
Christopher La Mack
Authorized Representative
Penalty for making a false statement or concealing property: Fine of up to $500,000 or imprisonment for up to 5 years or both.
18 U.S.C. §§ 152 and 3571.
Software Copyright (c) 1996-2014 Best Case, LLC - www.bestcase.com
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Schedule 3
Pursuant to Local Rule 1007-2(a)(5), the five (5) largest secured claims are attached.
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B6D (Official Form 6D) (12/07)
m
a
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1
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}
In re
33 Peck Slip Acquisition LLC
Case No.
,
Debtor
SCHEDULE D - CREDITORS HOLDING SECURED CLAIMS
State the name, mailing address, including zip code, and last four digits of any account number of all entities holding claims secured by property of the debtor as of
the date of filing of the petition. The complete account number of any account the debtor has with the creditor is useful to the trustee and the creditor and may be provided
if the debtor chooses to do so. List creditors holding all types of secured interests such as judgment liens, garnishments, statutory liens, mortgages, deeds of trust, and
other security interests.
List creditors in alphabetical order to the extent practicable. If a minor child is a creditor, the child's initials and the name and address of the child's parent or
guardian, such as "A.B., a minor child, by John Doe, guardian." Do not disclose the child's name. See, 11 U.S.C. §112 and Fed. R. Bankr. P. 1007(m). If all secured
creditors will not fit on this page, use the continuation sheet provided.
If any entity other than a spouse in a joint case may be jointly liable on a claim, place an "X" in the column labeled "Codebtor" ,include the entity on the appropriate
schedule of creditors, and complete Schedule H - Codebtors. If a joint petition is filed, state whether the husband, wife, both of them, or the marital community may be
liable on each claim by placing an "H", "W", "J", or "C" in the column labeled "Husband, Wife, Joint, or Community".
If the claim is contingent, place an "X" in the column labeled "Contingent". If the claim is unliquidated, place an "X" in the column labeled "Unliquidated". If the
claim is disputed, place an "X" in the column labeled "Disputed". (You may need to place an "X" in more than one of these three columns.)
Total the columns labeled "Amount of Claim Without Deducting Value of Collateral" and "Unsecured Portion, if Any" in the boxes labeled "Total(s)" on the last
sheet of the completed schedule. Report the total from the column labeled "Amount of Claim" also on the Summary of Schedules and, if the debtor is an individual with
primarily consumer debts, report the total from the column labeled "Unsecured Portion" on the Statistical Summary of Certain Liabilities and Related Data.
Check this box if debtor has no creditors holding secured claims to report on this Schedule D.
CREDITOR'S NAME
AND MAILING ADDRESS
INCLUDING ZIP CODE,
AND ACCOUNT NUMBER
(See instructions above.)
Account No.
33 Peck Slip Hotel Capital LLC
(UBS)
10 State House, 15th Floor
Hartford, CT 06103
C
O
D
E
B
T
O
R
C
O
N
T
I
N
G
E
N
T
Husband, Wife, Joint, or Community
H
W
J
C
DATE CLAIM WAS INCURRED,
NATURE OF LIEN, AND
DESCRIPTION AND VALUE
OF PROPERTY
SUBJECT TO LIEN
On or about 03/14/14
U
N
L
I
Q
U
I
D
A
T
E
D
D
I
S
P
U
T
E
D
AMOUNT OF
CLAIM
WITHOUT
DEDUCTING
VALUE OF
COLLATERAL
UNSECURED
PORTION, IF
ANY
Loan Agreement and Related Documents
33 Peck Slip
X - New York, NY
Value $
37,100,000.00
30,682,075.00
0.00
30,682,075.00
0.00
30,682,075.00
0.00
Account No.
Value $
Account No.
Value $
Account No.
Value $
Subtotal
0
_____
continuation sheets attached
(Total of this page)
Total
(Report on Summary of Schedules)
Software Copyright (c) 1996-2014 - Best Case, LLC - www.bestcase.com
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B6D (Official Form 6D) (12/07)
m
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In re
36 West 38th Street LLC
Case No.
,
Debtor
SCHEDULE D - CREDITORS HOLDING SECURED CLAIMS
State the name, mailing address, including zip code, and last four digits of any account number of all entities holding claims secured by property of the debtor as of
the date of filing of the petition. The complete account number of any account the debtor has with the creditor is useful to the trustee and the creditor and may be provided
if the debtor chooses to do so. List creditors holding all types of secured interests such as judgment liens, garnishments, statutory liens, mortgages, deeds of trust, and
other security interests.
List creditors in alphabetical order to the extent practicable. If a minor child is a creditor, the child's initials and the name and address of the child's parent or
guardian, such as "A.B., a minor child, by John Doe, guardian." Do not disclose the child's name. See, 11 U.S.C. §112 and Fed. R. Bankr. P. 1007(m). If all secured
creditors will not fit on this page, use the continuation sheet provided.
If any entity other than a spouse in a joint case may be jointly liable on a claim, place an "X" in the column labeled "Codebtor" ,include the entity on the appropriate
schedule of creditors, and complete Schedule H - Codebtors. If a joint petition is filed, state whether the husband, wife, both of them, or the marital community may be
liable on each claim by placing an "H", "W", "J", or "C" in the column labeled "Husband, Wife, Joint, or Community".
If the claim is contingent, place an "X" in the column labeled "Contingent". If the claim is unliquidated, place an "X" in the column labeled "Unliquidated". If the
claim is disputed, place an "X" in the column labeled "Disputed". (You may need to place an "X" in more than one of these three columns.)
Total the columns labeled "Amount of Claim Without Deducting Value of Collateral" and "Unsecured Portion, if Any" in the boxes labeled "Total(s)" on the last
sheet of the completed schedule. Report the total from the column labeled "Amount of Claim" also on the Summary of Schedules and, if the debtor is an individual with
primarily consumer debts, report the total from the column labeled "Unsecured Portion" on the Statistical Summary of Certain Liabilities and Related Data.
Check this box if debtor has no creditors holding secured claims to report on this Schedule D.
CREDITOR'S NAME
AND MAILING ADDRESS
INCLUDING ZIP CODE,
AND ACCOUNT NUMBER
(See instructions above.)
Account No.
36 West 38th St Hotel Cap. LLC
c/o UBS Realty Investors
242 Trumbull Street
Hartford, CT 06103
C
O
D
E
B
T
O
R
C
O
N
T
I
N
G
E
N
T
Husband, Wife, Joint, or Community
H
W
J
C
DATE CLAIM WAS INCURRED,
NATURE OF LIEN, AND
DESCRIPTION AND VALUE
OF PROPERTY
SUBJECT TO LIEN
On or about 10/17/13
U
N
L
I
Q
U
I
D
A
T
E
D
D
I
S
P
U
T
E
D
AMOUNT OF
CLAIM
WITHOUT
DEDUCTING
VALUE OF
COLLATERAL
UNSECURED
PORTION, IF
ANY
Loan Agreement and Related Documents
36 West 38th Street
X - New York, NY
Value $
25,500,000.00
19,138,752.74
0.00
19,138,752.74
0.00
19,138,752.74
0.00
Account No.
Value $
Account No.
Value $
Account No.
Value $
Subtotal
0
_____
continuation sheets attached
(Total of this page)
Total
(Report on Summary of Schedules)
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B6D (Official Form 6D) (12/07)
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In re
Gemini 37 West 24th Street MT, LLC
Case No.
,
Debtor
SCHEDULE D - CREDITORS HOLDING SECURED CLAIMS
State the name, mailing address, including zip code, and last four digits of any account number of all entities holding claims secured by property of the debtor as of
the date of filing of the petition. The complete account number of any account the debtor has with the creditor is useful to the trustee and the creditor and may be provided
if the debtor chooses to do so. List creditors holding all types of secured interests such as judgment liens, garnishments, statutory liens, mortgages, deeds of trust, and
other security interests.
List creditors in alphabetical order to the extent practicable. If a minor child is a creditor, the child's initials and the name and address of the child's parent or
guardian, such as "A.B., a minor child, by John Doe, guardian." Do not disclose the child's name. See, 11 U.S.C. §112 and Fed. R. Bankr. P. 1007(m). If all secured
creditors will not fit on this page, use the continuation sheet provided.
If any entity other than a spouse in a joint case may be jointly liable on a claim, place an "X" in the column labeled "Codebtor" ,include the entity on the appropriate
schedule of creditors, and complete Schedule H - Codebtors. If a joint petition is filed, state whether the husband, wife, both of them, or the marital community may be
liable on each claim by placing an "H", "W", "J", or "C" in the column labeled "Husband, Wife, Joint, or Community".
If the claim is contingent, place an "X" in the column labeled "Contingent". If the claim is unliquidated, place an "X" in the column labeled "Unliquidated". If the
claim is disputed, place an "X" in the column labeled "Disputed". (You may need to place an "X" in more than one of these three columns.)
Total the columns labeled "Amount of Claim Without Deducting Value of Collateral" and "Unsecured Portion, if Any" in the boxes labeled "Total(s)" on the last
sheet of the completed schedule. Report the total from the column labeled "Amount of Claim" also on the Summary of Schedules and, if the debtor is an individual with
primarily consumer debts, report the total from the column labeled "Unsecured Portion" on the Statistical Summary of Certain Liabilities and Related Data.
Check this box if debtor has no creditors holding secured claims to report on this Schedule D.
CREDITOR'S NAME
AND MAILING ADDRESS
INCLUDING ZIP CODE,
AND ACCOUNT NUMBER
(See instructions above.)
C
O
D
E
B
T
O
R
Husband, Wife, Joint, or Community
H
W
J
C
Account No.
SBNP I BOA LLC
One Financial Plaza, 18th FL
Hartford, CT 06103
DATE CLAIM WAS INCURRED,
NATURE OF LIEN, AND
DESCRIPTION AND VALUE
OF PROPERTY
SUBJECT TO LIEN
Principal Loan Agreement and Related
Documents
C
O
N
T
I
N
G
E
N
T
U
N
L
I
Q
U
I
D
A
T
E
D
D
I
S
P
U
T
E
D
AMOUNT OF
CLAIM
WITHOUT
DEDUCTING
VALUE OF
COLLATERAL
UNSECURED
PORTION, IF
ANY
37 West 24th St.
New York, NY
Value $
57,000,000.00
33,594,943.61
0.00
33,594,943.61
0.00
33,594,943.61
0.00
Account No.
Value $
Account No.
Value $
Account No.
Value $
Subtotal
0
_____
continuation sheets attached
(Total of this page)
Total
(Report on Summary of Schedules)
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B6D (Official Form 6D) (12/07)
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In re
52 West 13th P, LLC
Case No.
,
Debtor
SCHEDULE D - CREDITORS HOLDING SECURED CLAIMS
State the name, mailing address, including zip code, and last four digits of any account number of all entities holding claims secured by property of the debtor as of
the date of filing of the petition. The complete account number of any account the debtor has with the creditor is useful to the trustee and the creditor and may be provided
if the debtor chooses to do so. List creditors holding all types of secured interests such as judgment liens, garnishments, statutory liens, mortgages, deeds of trust, and
other security interests.
List creditors in alphabetical order to the extent practicable. If a minor child is a creditor, the child's initials and the name and address of the child's parent or
guardian, such as "A.B., a minor child, by John Doe, guardian." Do not disclose the child's name. See, 11 U.S.C. §112 and Fed. R. Bankr. P. 1007(m). If all secured
creditors will not fit on this page, use the continuation sheet provided.
If any entity other than a spouse in a joint case may be jointly liable on a claim, place an "X" in the column labeled "Codebtor" ,include the entity on the appropriate
schedule of creditors, and complete Schedule H - Codebtors. If a joint petition is filed, state whether the husband, wife, both of them, or the marital community may be
liable on each claim by placing an "H", "W", "J", or "C" in the column labeled "Husband, Wife, Joint, or Community".
If the claim is contingent, place an "X" in the column labeled "Contingent". If the claim is unliquidated, place an "X" in the column labeled "Unliquidated". If the
claim is disputed, place an "X" in the column labeled "Disputed". (You may need to place an "X" in more than one of these three columns.)
Total the columns labeled "Amount of Claim Without Deducting Value of Collateral" and "Unsecured Portion, if Any" in the boxes labeled "Total(s)" on the last
sheet of the completed schedule. Report the total from the column labeled "Amount of Claim" also on the Summary of Schedules and, if the debtor is an individual with
primarily consumer debts, report the total from the column labeled "Unsecured Portion" on the Statistical Summary of Certain Liabilities and Related Data.
Check this box if debtor has no creditors holding secured claims to report on this Schedule D.
CREDITOR'S NAME
AND MAILING ADDRESS
INCLUDING ZIP CODE,
AND ACCOUNT NUMBER
(See instructions above.)
C
O
D
E
B
T
O
R
H
W
J
C
Account No. x3105
CEMF 1 USB LLC
c/o Cornerstone RE Advisors
One Financial Plaza, 18th Fl.
Hartford, CT 06103
C
O
N
T
I
N
G
E
N
T
Husband, Wife, Joint, or Community
DATE CLAIM WAS INCURRED,
NATURE OF LIEN, AND
DESCRIPTION AND VALUE
OF PROPERTY
SUBJECT TO LIEN
On or about 06/25/2013
U
N
L
I
Q
U
I
D
A
T
E
D
D
I
S
P
U
T
E
D
AMOUNT OF
CLAIM
WITHOUT
DEDUCTING
VALUE OF
COLLATERAL
UNSECURED
PORTION, IF
ANY
Loan Agreement and Related Documents
52 West 13th Street
X - New York, NY
Value $
78,000,000.00
Account No.
Trade Debt
Polar Bear of NY
2644 N. Jerusalem Rd.
Bellmore, NY 11710
Restaurant equipment
-
50,771,788.19
0.00
136.54
136.54
0.00
0.00
50,771,924.73
136.54
50,771,924.73
136.54
X
Value $
136.54
Account No.
UCC
US Foods Inc.
1051 Amboy Ave
Perth Amboy, NJ 08861
purchase money security interest in
goods, inventory, goods for sale,
fixtures
-
X
Value $
0.00
Account No.
Value $
Subtotal
0
_____
continuation sheets attached
(Total of this page)
Total
(Report on Summary of Schedules)
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Schedule 4
Pursuant to Local Rule 1007-2(a)(6) the summary of assets and liabilities are attached
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B6 Summary (Official Form 6 - Summary) (12/14)
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United States Bankruptcy Court
Southern District of New York
In re
36 West 38th Street LLC
,
Case No.
Debtor
Chapter
11
SUMMARY OF SCHEDULES
Indicate as to each schedule whether that schedule is attached and state the number of pages in each. Report the totals from Schedules A,
B, D, E, F, I, and J in the boxes provided. Add the amounts from Schedules A and B to determine the total amount of the debtorâs assets.
Add the amounts of all claims from Schedules D, E, and F to determine the total amount of the debtorâs liabilities. Individual debtors must
also complete the "Statistical Summary of Certain Liabilities and Related Data" if they file a case under chapter 7, 11, or 13.
NAME OF SCHEDULE
ATTACHED
(YES/NO)
NO. OF
SHEETS
ASSETS
LIABILITIES
OTHER
A - Real Property
Yes
1
25,500,000.00
B - Personal Property
Yes
3
257,493.00
C - Property Claimed as Exempt
No
0
D - Creditors Holding Secured Claims
Yes
1
19,138,752.74
E - Creditors Holding Unsecured
Priority Claims (Total of Claims on Schedule E)
Yes
1
0.00
F - Creditors Holding Unsecured
Nonpriority Claims
Yes
3
247,399.04
G - Executory Contracts and
Unexpired Leases
Yes
4
H - Codebtors
Yes
1
I - Current Income of Individual
Debtor(s)
No
0
N/A
J - Current Expenditures of Individual
Debtor(s)
No
0
N/A
Total Number of Sheets of ALL Schedules
14
25,757,493.00
Total Assets
Total Liabilities
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B6 Summary (Official Form 6 - Summary) (12/14)
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United States Bankruptcy Court
Southern District of New York
In re
33 Peck Slip Acquisition LLC
,
Case No.
Debtor
Chapter
11
SUMMARY OF SCHEDULES
Indicate as to each schedule whether that schedule is attached and state the number of pages in each. Report the totals from Schedules A,
B, D, E, F, I, and J in the boxes provided. Add the amounts from Schedules A and B to determine the total amount of the debtorâs assets.
Add the amounts of all claims from Schedules D, E, and F to determine the total amount of the debtorâs liabilities. Individual debtors must
also complete the "Statistical Summary of Certain Liabilities and Related Data" if they file a case under chapter 7, 11, or 13.
NAME OF SCHEDULE
ATTACHED
(YES/NO)
NO. OF
SHEETS
ASSETS
LIABILITIES
OTHER
A - Real Property
Yes
1
37,100,000.00
B - Personal Property
Yes
3
1,136,803.95
C - Property Claimed as Exempt
No
0
D - Creditors Holding Secured Claims
Yes
1
30,682,075.00
E - Creditors Holding Unsecured
Priority Claims (Total of Claims on Schedule E)
Yes
6
292,417.16
F - Creditors Holding Unsecured
Nonpriority Claims
Yes
5
39,664.11
G - Executory Contracts and
Unexpired Leases
Yes
3
H - Codebtors
Yes
1
I - Current Income of Individual
Debtor(s)
No
0
N/A
J - Current Expenditures of Individual
Debtor(s)
No
0
N/A
Total Number of Sheets of ALL Schedules
20
38,236,803.95
Total Assets
Total Liabilities
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B6 Summary (Official Form 6 - Summary) (12/14)
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United States Bankruptcy Court
Southern District of New York
In re
Gemini 37 West 24th Street MT, LLC
,
Case No.
Debtor
Chapter
11
SUMMARY OF SCHEDULES
Indicate as to each schedule whether that schedule is attached and state the number of pages in each. Report the totals from Schedules A,
B, D, E, F, I, and J in the boxes provided. Add the amounts from Schedules A and B to determine the total amount of the debtorâs assets.
Add the amounts of all claims from Schedules D, E, and F to determine the total amount of the debtorâs liabilities. Individual debtors must
also complete the "Statistical Summary of Certain Liabilities and Related Data" if they file a case under chapter 7, 11, or 13.
NAME OF SCHEDULE
ATTACHED
(YES/NO)
NO. OF
SHEETS
ASSETS
LIABILITIES
OTHER
A - Real Property
Yes
1
57,000,000.00
B - Personal Property
Yes
4
3,745,791.74
C - Property Claimed as Exempt
No
0
D - Creditors Holding Secured Claims
Yes
1
33,594,944.00
E - Creditors Holding Unsecured
Priority Claims (Total of Claims on Schedule E)
Yes
7
335,044.97
F - Creditors Holding Unsecured
Nonpriority Claims
Yes
4
46,132.62
G - Executory Contracts and
Unexpired Leases
Yes
2
H - Codebtors
Yes
1
I - Current Income of Individual
Debtor(s)
No
0
N/A
J - Current Expenditures of Individual
Debtor(s)
No
0
N/A
Total Number of Sheets of ALL Schedules
20
60,745,791.74
Total Assets
Total Liabilities
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B6 Summary (Official Form 6 - Summary) (12/14)
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United States Bankruptcy Court
Southern District of New York
In re
52 West 13th P, LLC
,
Case No.
Debtor
Chapter
11
SUMMARY OF SCHEDULES
Indicate as to each schedule whether that schedule is attached and state the number of pages in each. Report the totals from Schedules A,
B, D, E, F, I, and J in the boxes provided. Add the amounts from Schedules A and B to determine the total amount of the debtorâs assets.
Add the amounts of all claims from Schedules D, E, and F to determine the total amount of the debtorâs liabilities. Individual debtors must
also complete the "Statistical Summary of Certain Liabilities and Related Data" if they file a case under chapter 7, 11, or 13.
NAME OF SCHEDULE
ATTACHED
(YES/NO)
NO. OF
SHEETS
ASSETS
LIABILITIES
OTHER
A - Real Property
Yes
1
78,000,000.00
B - Personal Property
Yes
4
3,169,080.75
C - Property Claimed as Exempt
No
0
D - Creditors Holding Secured Claims
Yes
1
E - Creditors Holding Unsecured
Priority Claims (Total of Claims on Schedule E)
Yes
17
449,697.40
F - Creditors Holding Unsecured
Nonpriority Claims
Yes
12
106,671.74
G - Executory Contracts and
Unexpired Leases
Yes
4
H - Codebtors
Yes
1
I - Current Income of Individual
Debtor(s)
No
0
N/A
J - Current Expenditures of Individual
Debtor(s)
No
0
N/A
Total Number of Sheets of ALL Schedules
50,771,924.73
40
81,169,080.75
Total Assets
Total Liabilities
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Schedule 5
Pursuant to Local Rule 1007-2(a)(7) the list of the Debtorsâ members are below.
Gemini 37 West 24th Street MT LLC
Sole Member: Gemini NYC Hotel LLC
52 West 13th P, LLC
Sole Member: 52 West 13th Street Holding LLC
33 Peck Slip Acquisition LLC
Sole Member: 33 Peck Slip Holding LLC
36 West 38th Street Holding, LLC
Sole Member: 36 West 38th Street Holding LLC
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Schedule 6
Debtorsâ Property Not in the Debtorsâ Possession
Local Rule 1007-2(a)(8) requires the Debtorsâ to list property that is in the
possession or custody of any custodian, public officer, mortgagee, pledge, assignee of
rents, secured creditors or any agent for any such entity.
None
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Schedule 7
Pursuant to Local Rule 1007-2(a)(9), the following lists the property of the
premises owned, leased or held under other arrangements from which the Debtorsâ
operate their business.
ï·
ï·
ï·
ï·
ï·
Best Western Seaport Hotel, 33 Peck Slip, New York, NY
Wyndham Flatiron Hotel, 37 West 38th Street, New York, NY
Jade Greenwich Village Hotel, 52 West 13th Street, New York, NY
Bryant Park Development Site, located at 36 West 38th Street, New York, NY
16740 Birkdale Commons Pkwy, Ste 306, Huntersville, NC 28078
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Schedule 8
Location of Debtors' Assets Books and Records
Pursuant to Local Rule 1007-2(a)(10) the following lists the locations of the
Debtors' substantial assets, the location of their books and records, and the nature of the
location, and value of any assets held by the Debtors' outside the territorial limited of
the United States
Location of Debtors' Substantial Assets:
The Debtorsâ real estate is located at the following locations:
33 Peck Slip, New York, NY 10038
37 West 24th Street, New York, NY 10010
36 West 38th Street, New York, NY 10010
52 West 13th Street, New York, NY 10011
Location of Books and Records
The books are records for 33 Peck Slip, 37 West 24th Street and 52 West 13th Street
are in the possession of the following:
Stephen Cius
220 Fifth Ave., 13th Floor
New York, NY 10010
BDO
100 Park Ave.
New York, NY 10017
The books and records for 36 West 38th Street are in the possession of the following:
William Stelma
16740 Birkdale Commons Pkwy, Ste 306
Huntersville, NC 28078
There are no assets outside the U.S.
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Schedule 9
Litigation
Pursuant to Locale Rule l007-2(a)(l1), to the best of the Debtors' knowledge and
belief the following is a list of the nature and present status of each action or
proceeding, pending or threatened, against the Debtors or their properties where
judgement against the Debtors or a seizure of their property may be eminent.
36 West 38th Street LLC
Caption
William Obeid et al.
v. Bridgeton
Holdings, LLC, et
al., Index #:
152596/2015
Jurisdiction
Supreme Court of
New York
Nature
Dispute over Sale of
Property
Status
Disputed/pending
Lis Pendens recorded
on or about 3/17/15
33 Peck Slip Acquisition, LLC
Caption
William Obeid et al.
v. Bridgeton
Holdings, LLC, et
al.
Index #:
152596/2015
Sandra Schindler v.
33 Peck Slip
Acquisition, LLC,
Case No. 1579512015
Jurisdiction
Supreme Court of
New York
Nature
Dispute over Sale of
Property
Status
Disputed/pending
Lis Pendens recorded
on or about 3/17/15
Supreme Court of
New York
Slip and Fall
Pending
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Gemini 37 West 24th Street MT, LLC
Caption
William Obeid et al.
v. Bridgeton
Holdings, LLC, et
al.
Index #:
152596/2015
Jurisdiction
Supreme Court of
New York
Nature
Dispute over Sale of
Property
Status
Disputed/pending
Lis Pendens recorded
on or about 3/17/15
52 West 13th P, LLC
Caption
William Obeid et al.
v. Bridgeton
Holdings, LLC, et
al.
Index #:
152596/2015
Rafael Valera v. 52
West 13th P LLC,
Case No.
0023092/2012
Karen Saribekov v.
52 West 13th P LLC,
Case No.
052452/2012
Kenneth Brandman
v. 52 West 13th P
LLC, Case No.
0152452/2012
Jurisdiction
Supreme Court of
New York
Nature
Dispute over Sale of
Property
Status
Disputed/pending
Lis Pendens recorded
on or about 3/17/15
Supreme Court of
New York
Litigation
Pending
Supreme Court of
New York
Litigation
Pending
Supreme Court of
New York
Litigation
Pending
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Schedule 10
Pursuant to Local Bankruptcy Rule 1007-2(a)(12), the following provides the
names of the individuals who comprise the Debtorsâ existing senior management, a
description of their tenure with the Debtors, and a brief summary of their relevant
responsibilities and experience.
Name and
Position
Carlton Yee,
General Manager
Name and
Position
Justin Kellerman,
General Manager
Name and
Position
Zulfiqar
Mohammad,
General Manager
Name and
Position
N/A â raw land
Gemini 37 West 24th Street MT LLC
Dates of Employment
Responsibilities and Experience
Aug. 4, 2008 to Present
Responsible for all operations of hotel.
Mr. Yee has extensive hotel management
experience
52 West 13th P, LLC
Dates of Employment
Responsibilities and Experience
July 4, 2014 to Present
Responsible for all operations of the hotel.
Previously managed other boutique hotel
properties in New York City
33 Peck Slip Acquisition LLC
Dates of Employment
Responsibilities and Experience
March 16, 2015 to
Present
Responsible for all operations of hotel.
Mr. Mohammad has extensive hotel
management experience.
36 West 38th Street LLC
Dates of Employment
Responsibilities and Experience
N/A
N/A
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Schedule 11
Payroll
Pursuant to Local Rule 1007-2(b)(1)-(2)(A) and (C), the following provides the
estimated amount of monthly payroll to the Debtorsâ employees (not including officers,
directors, and stockholders) and the estimated amount to be paid to officers,
stockholders, directors and business consultants retained by the Debtors for the 30 day
period following the filing of the chapter 11 petition.
33 Peck Slip Acquisition, LLC
Payments to Employees (Not Including
$49,398.05 (wages)
Officers, Directors and Stockholders)
$13,900 (taxes)
Payments to Officers, Stockholders, and
$0
Directors
Payments to Financial and Business
$0
Consultants
37 West 24th Street, LLC
Payments to Employees (Not Including
$101,611.55 (wages)
Officers, Directors and Stockholders)
$53,000 (taxes)
Payments to Officers, Stockholders, and
$0
Directors
$0
Payments to Financial and Business
Consultants
52 West 13th P, LLC
$236,172.01 (wages)
Payments to Employees (Not Including
Officers, Directors and Stockholders)
$93,000 (taxes)
Payments to Officers, Stockholders, and
$0
Directors
Payments to Financial and Business
$0
Consultants
36 West 38th Street, LLC
N/A
Payments to Employees (Not Including
Officers, Directors and Stockholders)
Payments to Officers, Stockholders, and
$0
Directors
Payments to Financial and Business
$0
Consultants
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Schedule 12
List of Estimated Case Receipts and Disbursements
Pursuant to Local Rule 1007-2(b)(3), the following provides, for the 30-day period
following the filing of the chapter 11 petition, the estimated cash receipts and
disbursements, net cash gains or loss and obligations and receivable expected to accrue
that remain unpaid, other than professional fees.
See attached
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26 Week Budget
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33 Peck Slip Acquisition LLC - 26 Weeks Cash Flow
For Week Ending
Beginning Cash Balance (Book)
Cash Transfer from Pre-Petition Accounts
Cash Receipts to Debtors:
Revenue from Sales 1.)
Other Receipts Sales Tax
Occupancy Tax
Total Receipts to Debtors
Week 1
Budget
9/7/2015
Week 2
Budget
9/14/2015
Week 3
Budget
9/21/2015
Week 4
Budget
9/28/2015
Week 5
Budget
10/5/2015
Week 6
Budget
10/12/2015
Week 7
Budget
10/19/2015
Week 8
Budget
10/26/2015
Week 9
Budget
11/2/2015
Week 10
Budget
11/9/2015
Week 11
Budget
11/16/2015
Week 12
Budget
11/23/2015
Week 13
Budget
11/30/2015
$1,150,000
$83,538
$8,601
$6,490
$98,629
$82,564
$8,601
$6,490
$97,655
$96,540
$8,515
$6,433
$111,488
$91,469
$9,755
$7,254
$108,478
$90,966
$9,305
$6,956
$107,226
$98,376
$9,260
$6,926
$114,563
$90,782
$9,918
$7,362
$108,062
$97,850
$9,244
$6,915
$114,009
$88,523
$9,871
$7,331
$105,724
$89,629
$9,043
$6,783
$105,456
$86,208
$9,142
$6,848
$102,198
$84,434
$8,838
$6,647
$99,918
$61,148
$8,680
$6,542
$76,371
$98,629
$97,655
$111,488
$108,478
$107,226
$114,563
$108,062
$114,009
$105,724
$105,456
$102,198
$99,918
$76,371
Selling, General & Administrative:
Payroll Compensation 2.)
Payroll Taxes, Medicare
Employee Medical Benefits
Overhead 3.)
Insurance 4.)
Sales And Occupancy Taxes
Real Estate Tax 5.)
Interest To Secured Lender
Subtotal
$9,381
$3,461
$0
$23,731
$0
$0
$0
$163,394
$199,967
$9,381
$3,461
$10,500
$23,731
$0
$0
$0
$0
$47,073
$9,381
$3,461
$0
$23,731
$0
$125,372
$0
$0
$161,945
$9,381
$3,461
$0
$23,731
$0
$0
$0
$0
$36,573
$9,605
$3,543
$0
$27,940
$0
$0
$0
$159,228
$200,316
$9,605
$3,543
$0
$27,940
$0
$0
$0
$0
$41,088
$9,605
$3,543
$10,500
$27,940
$0
$35,472
$0
$0
$87,060
$9,605
$3,543
$0
$27,940
$0
$0
$0
$0
$41,088
$9,075
$3,348
$0
$20,877
$0
$0
$0
$163,394
$196,695
$9,075
$3,348
$0
$20,877
$0
$0
$0
$0
$33,301
$9,075
$3,348
$10,500
$20,877
$0
$0
$0
$0
$43,801
$9,075
$3,348
$0
$20,877
$0
$47,598
$0
$0
$80,899
$9,075
$3,348
$0
$20,877
$0
$0
$0
$159,228
$192,529
Professional Fees
Bankruptcy Counsel
Litigation Counsel
Corporate Counsel
Accountants
Valuation Expert
OCC Counsel
Sub-Total All Professional Fees 6.)
$50,000
Other
Total Cash Inflow
Cash Disbursements:
$50,000
US Trustee - Quarterly Fees
Subtotal
$4,875
$50,000
$0
$0
$0
$50,000
$4,875
$0
$0
$50,000
$0
$0
$0
$0
Total Disbursements
$249,967
$47,073
$161,945
$36,573
$250,316
$45,963
$87,060
$41,088
$246,695
$33,301
$43,801
$80,899
$192,529
Cash Surplus/(Deficit)
-$151,338
$50,582
-$50,457
$71,905
-$143,090
$68,600
$21,002
$72,921
-$140,970
$72,155
$58,397
$19,020
-$116,158
$998,662
$1,049,244
$998,787
$1,070,691
$927,602
$996,202
$1,017,204
$1,090,125
$949,155
$1,021,309
$1,079,706
$1,098,725
$982,567
Ending Cash Balance
1.
2.
3.
4.
5.
6.
$50,000
Includes Room Sales and Other Income. Hotel does not have a Food and Beverage Outlet.
Includes Salaries and Wages of Hotel Staff and does not include any Insider Compensation.
Overhead Expenses include Operating Supplies, Utilities, Commissions, Sales Expenses, etc.
Insurance has been Prepaid. Next annual renewal is May, 2016.
Real Estate Taxes are prepaid semi-annually and due January 1st and July 1st for the following six month period.
Reserved until payment is allowed and authorized by the bankruptcy court.
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33 Peck Slip Acquisition LLC - 26 Weeks Cash Flow
For Week Ending
Beginning Cash Balance (Book)
Week 14
Budget
12/7/2015
Week 15
Budget
12/14/2015
Week 16
Budget
12/21/2015
Week 17
Budget
12/28/2015
Week 18
Budget
1/4/2016
Week 19
Budget
1/11/2016
Week 20
Budget
1/18/2016
Week 21
Budget
1/25/2016
Week 22
Budget
2/1/2016
Week 23
Budget
2/8/2016
Week 24
Budget
2/15/2016
Week 25
Budget
2/22/2016
Week 26
Budget
2/29/2016
Cash Transfer from Pre-Petition Accounts
Cash Receipts to Debtors:
Revenue from Sales 1.)
Other Receipts Sales Tax
Occupancy Tax
Total Receipts to Debtors
$79,812
$6,614
$5,174
$91,600
$88,241
$8,270
$6,271
$102,782
$62,916
$9,018
$6,766
$78,701
$48,414
$6,771
$5,278
$60,463
$89,308
$5,484
$4,426
$99,218
$55,879
$9,113
$6,829
$71,821
$55,879
$6,146
$4,865
$66,890
$55,879
$6,146
$4,865
$66,890
$55,879
$6,146
$4,865
$66,890
$60,986
$6,146
$4,865
$71,998
$60,986
$6,600
$5,165
$72,751
$60,986
$6,600
$5,165
$72,751
$60,986
$6,600
$5,165
$72,751
$91,600
$102,782
$78,701
$60,463
$99,218
$71,821
$66,890
$66,890
$66,890
$71,998
$72,751
$72,751
$72,751
Selling, General & Administrative:
Payroll Compensation 2.)
Payroll Taxes, Medicare
Employee Medical Benefits
Overhead 3.)
Insurance 4.)
Sales And Occupancy Taxes
Real Estate Tax 5.)
Interest To Secured Lender
Subtotal
$9,732
$3,590
$0
$23,928
$0
$0
$0
$0
$37,251
$9,732
$3,590
$10,500
$23,928
$0
$0
$0
$0
$47,751
$9,732
$3,590
$0
$23,928
$0
$149,422
$0
$0
$186,673
$9,732
$3,590
$0
$23,928
$0
$0
$248,246
$163,394
$448,891
$9,075
$3,348
$0
$20,877
$0
$0
$0
$0
$33,301
$9,291
$3,428
$0
$19,322
$0
$0
$0
$0
$32,041
$9,291
$3,428
$10,500
$19,322
$0
$0
$0
$0
$42,541
$9,291
$3,428
$0
$19,322
$0
$30,673
$0
$0
$62,714
$9,291
$3,428
$0
$19,322
$0
$0
$0
$163,394
$195,435
$9,622
$3,550
$0
$14,413
$0
$0
$0
$0
$27,585
$9,622
$3,550
$10,500
$14,413
$0
$0
$0
$0
$38,085
$9,622
$3,550
$0
$14,413
$0
$102,320
$0
$0
$129,905
$9,622
$3,550
$0
$14,413
$0
$0
$0
$149,299
$176,884
Professional Fees
Bankruptcy Counsel
Litigation Counsel
Corporate Counsel
Accountants
Valuation Expert
OCC Counsel
Sub-Total All Professional Fees 6.)
$50,000
Other
Total Cash Inflow
Cash Disbursements:
$50,000
US Trustee - Quarterly Fees
$50,000
$4,875
$50,000
$0
$0
$0
$50,000
$4,875
$0
$0
$50,000
$0
$0
$0
$50,000
Total Disbursements
$87,251
$47,751
$186,673
$448,891
$83,301
$36,916
$42,541
$62,714
$245,435
$27,585
$38,085
$129,905
$226,884
Cash Surplus/(Deficit)
$4,350
$55,031
-$107,972
-$388,428
$15,917
$34,905
$24,349
$4,176
-$178,545
$44,412
$34,666
-$57,154
-$154,133
$986,917
$1,041,948
$933,977
$545,549
$561,466
$596,370
$620,719
$624,895
$446,350
$490,762
$525,428
$468,274
$314,140
Subtotal
Ending Cash Balance
1.
2.
3.
4.
5.
6.
$50,000
Includes Room Sales and Other Income. Hotel does
Includes Salaries and Wages of Hotel Staff and does
Overhead Expenses include Operating Supplies, Utili
Insurance has been Prepaid. Next annual renewal is
Real Estate Taxes are prepaid semi-annually and due
Reserved until payment is allowed and authorized by
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26 Week Budget
85
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Main Document
26 Weeks Cash Flow - 52 West 13th P, LLC
For Week Ending
Beginning Cash Balance (Book)
Week 1
Budget
9/7/2015
Week 2
Budget
9/14/2015
Week 3
Budget
9/21/2015
Week 4
Budget
9/28/2015
Week 5
Budget
10/5/2015
Week 6
Budget
10/12/2015
Week 7
Budget
10/19/2015
Week 8
Budget
10/26/2015
Week 9
Budget
11/2/2015
Week 10
Budget
11/9/2015
Week 11
Budget
11/16/2015
Week 12
Budget
11/23/2015
Week 13
Budget
11/30/2015
Week 14
Budget
12/7/2015
Cash Transfer from Pre-Petition Accounts
$900,000
Cash Receipts to Debtors:
Revenue from Sales 1.)
Other Receipts Sales Tax
Occupancy Tax
Total Receipts to Debtors
$297,109
$22,953
$14,935
$334,997
$326,249
$27,555
$19,037
$372,842
$343,352
$30,142
$20,749
$394,243
$325,315
$31,660
$21,754
$378,729
$323,525
$30,059
$20,694
$374,278
$349,882
$29,900
$20,589
$400,371
$322,874
$32,239
$22,138
$377,251
$348,008
$29,842
$20,551
$398,401
$314,837
$32,073
$22,027
$368,937
$318,773
$29,129
$20,079
$367,980
$306,605
$29,478
$20,310
$356,393
$300,294
$28,398
$19,595
$348,287
$217,476
$27,838
$19,224
$264,539
$283,856
$20,488
$14,359
$318,703
$334,997
$372,842
$394,243
$378,729
$374,278
$400,371
$377,251
$398,401
$368,937
$367,980
$356,393
$348,287
$264,539
$318,703
Selling, General & Administrative:
Payroll Compensation 2.)
Payroll Taxes, Medicare
Employee Medical Benefits
Cost of Food and Beverage Sold
Overhead 3.)
Insurance 4.)
Sales And Occupancy Taxes
Real Estate Tax 5.)
Interest To Secured Lender
Reserve For Replacement
Subtotal
$59,380
$23,041
$0
$10,500
$36,789
$0
$0
$0
$271,788
$0
$401,498
$59,380
$23,041
$4,400
$10,500
$36,789
$0
$0
$0
$0
$0
$134,110
$59,380
$23,041
$0
$10,500
$36,789
$0
$303,336
$0
$0
$0
$433,046
$59,380
$23,041
$0
$10,500
$36,789
$0
$0
$0
$0
$0
$129,710
$60,796
$23,590
$0
$12,639
$43,314
$0
$0
$0
$263,021
$0
$403,360
$60,796
$23,590
$0
$12,639
$43,314
$0
$0
$0
$0
$0
$140,339
$60,796
$23,590
$4,400
$12,639
$43,314
$0
$112,310
$0
$0
$0
$257,049
$60,796
$23,590
$0
$12,639
$43,314
$0
$0
$0
$0
$148,220
$288,559
$57,445
$22,290
$0
$13,047
$32,366
$0
$0
$0
$271,788
$0
$396,936
$57,445
$22,290
$0
$13,047
$32,366
$0
$0
$0
$0
$0
$125,148
$57,445
$22,290
$4,400
$13,047
$32,366
$0
$0
$0
$0
$0
$129,548
$57,445
$22,290
$0
$13,047
$32,366
$0
$154,112
$0
$0
$0
$279,260
$57,445
$22,290
$0
$13,047
$32,366
$0
$0
$0
$263,021
$0
$388,169
$61,601
$23,902
$0
$14,182
$37,095
$0
$0
$0
$0
$0
$136,781
Professional Fees
Bankruptcy Counsel
Litigation Counsel
Corporate Counsel
Accountants
Valuation Expert
OCC Counsel
Sub-Total All Professional Fees 6.)
$50,000
Other
Total Cash Inflow
Cash Disbursements:
$50,000
US Trustee - Quarterly Fees
$50,000
$50,000
$9,750
Subtotal
Total Disbursements
$50,000
$451,498
$0
$134,110
$0
$433,046
$0
$129,710
$50,000
$453,360
$9,750
$150,089
$0
$257,049
$0
$288,559
$50,000
$446,936
$0
$125,148
$0
$129,548
$0
$279,260
$0
$388,169
$50,000
$186,781
Cash Surplus/(Deficit)
-$116,501
$238,732
-$38,803
$249,019
-$79,082
$250,282
$120,202
$109,842
-$77,998
$242,833
$226,846
$69,028
-$123,630
$131,922
Ending Cash Balance
$783,499 $1,022,231
$983,428
$1,232,447 $1,153,365 $1,403,647
1. Includes Room, Food and Beverage Sales and Other Income.
2. Includes Salaries and Wages of Hotel Staff and does not include any Insider Compensation.
3. Overhead Expenses include Operating Supplies, Utilities, Commissions, Sales Expenses, etc.
4. Insurance has been Prepaid. Next annual renewal is May, 2016.
5. Real Estate Taxes are prepaid semi-annually and due January 1st and July 1st for the following six month period.
6. Reserved until payment is allowed and authorized by the bankruptcy court.
$1,523,849
$1,633,691
$1,555,692
$1,798,525
$2,025,371
$2,094,399
$1,970,769
$2,102,691
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Main Document
26 Weeks Cash Flow - 52 West 13th P, LLC
For Week Ending
Beginning Cash Balance (Book)
Week 15
Budget
12/14/2015
Week 16
Budget
12/21/2015
Week 17
Budget
12/28/2015
Week 18
Budget
1/4/2016
Week 19
Budget
1/11/2016
Week 20
Budget
1/18/2016
Week 21
Budget
1/25/2016
Week 22
Budget
2/1/2016
Week 23
Budget
2/8/2016
Week 24
Budget
2/15/2016
Week 25
Budget
2/22/2016
Week 26
Budget
2/29/2016
Cash Transfer from Pre-Petition Accounts
Cash Receipts to Debtors:
Revenue from Sales 1.)
Other Receipts Sales Tax
Occupancy Tax
Total Receipts to Debtors
Other
Total Cash Inflow
$313,834
$26,379
$18,259
$358,472
$223,767
$29,040
$20,020
$272,826
$172,187
$21,046
$14,728
$207,962
$317,628
$16,469
$11,698
$345,795
$198,737
$29,377
$20,243
$248,356
$198,737
$18,825
$13,258
$230,820
$198,737
$18,825
$13,258
$230,820
$198,737
$18,825
$13,258
$230,820
$216,902
$18,825
$13,258
$248,985
$216,902
$20,437
$14,325
$251,665
$216,902
$20,437
$14,325
$251,665
$216,902
$20,437
$14,325
$251,665
$358,472
$272,826
$207,962
$345,795
$248,356
$230,820
$230,820
$230,820
$248,985
$251,665
$251,665
$251,665
$61,601
$23,902
$4,400
$14,182
$37,095
$0
$0
$0
$0
$0
$141,181
$61,601
$23,902
$0
$14,182
$37,095
$0
$376,525
$61,601
$23,902
$0
$14,182
$37,095
$0
$0
$725,000
$271,788
$0
$1,133,569
$57,445
$22,290
$0
$13,047
$32,366
$0
$0
$0
$0
$0
$125,148
$58,813
$22,821
$0
$12,166
$29,954
$0
$0
$0
$0
$0
$123,754
$58,813
$22,821
$5,200
$12,166
$29,954
$0
$0
$0
$0
$170,644
$299,598
$58,813
$22,821
$0
$12,166
$29,954
$0
$96,953
$0
$0
$0
$220,707
$58,813
$22,821
$0
$12,166
$29,954
$0
$0
$0
$271,788
$0
$395,542
$60,906
$23,633
$0
$14,439
$22,344
$0
$0
$0
$0
$0
$121,323
$60,906
$23,633
$4,400
$14,439
$22,344
$0
$0
$0
$0
$0
$125,723
$60,906
$23,633
$0
$14,439
$22,344
$0
$102,320
$0
$0
$0
$223,643
$60,906
$23,633
$0
$14,439
$22,344
$0
$0
$0
$245,486
$0
$366,809
Cash Disbursements:
Selling, General & Administrative:
Payroll Compensation 2.)
Payroll Taxes, Medicare
Employee Medical Benefits
Cost of Food and Beverage Sold
Overhead 3.)
Insurance 4.)
Sales And Occupancy Taxes
Real Estate Tax 5.)
Interest To Secured Lender
Reserve For Replacement
Subtotal
$0
$0
$513,306
Professional Fees
Bankruptcy Counsel
Litigation Counsel
Corporate Counsel
Accountants
Valuation Expert
OCC Counsel
Sub-Total All Professional Fees 6.)
$50,000
$50,000
$50,000
$9,750
US Trustee - Quarterly Fees
Subtotal
Total Disbursements
$0
$141,181
$0
$513,306
$0
$1,133,569
$50,000
$175,148
$9,750
$133,504
$0
$299,598
$0
$220,707
$50,000
$445,542
$0
$121,323
$0
$125,723
$0
$223,643
$50,000
$416,809
Cash Surplus/(Deficit)
$217,291
-$240,480
-$925,607
$170,647
$114,852
-$68,779
$10,112
-$214,723
$127,662
$125,942
$28,022
-$165,144
$2,319,982
$2,079,503
$1,153,896
$1,324,543
$1,439,395
$1,370,616
$1,380,728
$1,166,006
$1,293,668
$1,419,609
$1,447,631
$1,282,486
Ending Cash Balance
1. Includes Room, Food and Beverage Sales an
2. Includes Salaries and Wages of Hotel Staff an
3. Overhead Expenses include Operating Suppli
4. Insurance has been Prepaid. Next annual ren
5. Real Estate Taxes are prepaid semi-annually
6. Reserved until payment is allowed and author
87
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Entered 09/03/15 23:20:42
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Gemini 37 West 24th Street MT, LLC
26 Week Budget
88
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Entered 09/03/15 23:20:42
Pg 89 of 93
Main Document
26 Weeks Cash Flow
Gemini 37 West 24th Street MT, LLC
For Week Ending
Beginning Cash Balance (Book)
Cash Transfer from Pre-Petition Accounts
Cash Receipts to Debtors:
Revenue from Sales 1.)
Other Revenues
Other Receipts Sales Tax
Occupancy Tax
Total Receipts to Debtors
Week 1
Budget
9/7/2015
Week 2
Budget
9/14/2015
Week 3
Budget
9/21/2015
$2,400,000
Week 4
Budget
9/28/2015
Week 5
Budget
10/5/2015
Week 6
Budget
10/12/2015
Week 7
Budget
10/19/2015
Week 8
Budget
10/26/2015
Week 9
Budget
11/2/2015
Week 10
Budget
11/9/2015
Week 11
Budget
11/16/2015
Week 12
Budget
11/23/2015
Week 13
Budget
11/30/2015
Week 14
Budget
12/7/2015
Week 15
Budget
12/14/2015
,
$136,670
$151,163
$160,506
$152,551
$136,000
$156,051
$148,522
$160,084
$144,825
$146,636
$141,038
$138,135
$100,039
$130,574
$144,364
$13,316
$9,611
$159,598
$13,316
$9,611
$174,091
$14,603
$10,463
$185,572
$15,432
$11,012
$178,995
$14,726
$10,544
$161,270
$13,257
$9,572
$178,880
$15,037
$10,750
$174,309
$14,368
$10,308
$184,760
$15,394
$10,987
$171,206
$14,040
$10,090
$170,766
$14,201
$10,197
$165,436
$13,704
$9,868
$161,707
$13,447
$9,697
$123,183
$10,065
$7,459
$148,099
$12,775
$9,253
$166,392
$159,598
$8,200
$182,291
$185,572
$178,995
$8,200
$169,470
$178,880
$174,309
$184,760
$8,200
$179,406
$170,766
$165,436
$161,707
$123,183
$8,200
$156,299
$166,392
Selling, General & Administrative:
Payroll Compensation 2.)
Payroll Taxes, Medicare
Employee Medical Benefits
Overhead 3.)
Insurance 4.)
Sales And Occupancy Taxes
Real Estate Tax 5.)
Interest To Secured Lender
Reserve For Replacement
Subtotal
$51,067
$25,533
$0
$36,789
$0
$0
$0
$143,912
$0
$257,301
$0
$0
$4,400
$36,789
$0
$0
$0
$0
$0
$41,189
$51,067
$25,533
$0
$36,789
$0
$139,535
$0
$0
$0
$36,789
$0
$0
$0
$0
$0
$36,789
$51,676
$26,142
$0
$43,314
$0
$0
$0
$139,270
$0
$260,402
$0
$0
$0
$43,314
$0
$0
$0
$0
$0
$43,314
$52,284
$26,142
$4,400
$43,314
$0
$56,668
$0
$0
$0
$182,808
$0
$0
$0
$43,314
$0
$0
$0
$0
$148,220
$191,534
$50,844
$24,701
$0
$32,366
$0
$0
$0
$143,912
$0
$251,822
$0
$0
$0
$32,366
$0
$0
$0
$0
$0
$32,366
$49,403
$24,701
$4,400
$32,366
$0
$0
$0
$0
$0
$110,869
$0
$0
$0
$32,366
$0
$72,820
$0
$0
$0
$105,186
$49,403
$24,701
$0
$32,366
$0
$0
$0
$139,270
$0
$245,739
$0
$0
$0
$37,095
$0
$0
$0
$0
$0
$37,095
$52,977
$26,488
$4,400
$37,095
$0
$0
$0
$0
$0
$120,960
Professional Fees
Bankruptcy Counsel
Litigation Counsel
Corporate Counsel
Accountants
Valuation Expert
OCC Counsel
Sub-Total All Professional Fees 6.)
$50,000
Other
Total Cash Inflow
Cash Disbursements:
$0
$0
$252,924
$50,000
$50,000
US Trustee - Quarterly Fees
Subtotal
$50,000
$4,875
$50,000
$0
$0
$0
$50,000
$0
$4,875
$0
$50,000
$0
$0
$0
$0
$50,000
$0
Total Disbursements
$307,301
$41,189
$252,924
$36,789
$310,402
$43,314
$187,683
$191,534
$301,822
$32,366
$110,869
$105,186
$245,739
$87,095
$120,960
Cash Surplus/(Deficit)
-$147,703
$141,101
-$67,352
$142,205
-$140,931
$135,566
-$13,375
-$6,774
-$122,416
$138,401
$54,567
$56,522
-$122,556
$69,203
$45,432
Ending Cash Balance
$2,252,297
$2,393,398
$2,326,046
$2,468,251
1. Includes Room Sales, Restaurant Lease and Other Income. Hotel does not have a Food and Beverage Outlet.
2. Includes Salaries and Wages of Hotel Staff and does not include any Insider Compensation.
3. Overhead Expenses include Operating Supplies, Utilities, Commissions, Sales Expenses, etc.
4. Insurance has been Prepaid. Next annual renewal is May, 2016.
5. Real Estate Taxes are prepaid semi-annually and due January 1st and July 1st for the following six month period.
6. Reserved until payment is allowed and authorized by the bankruptcy court.
$2,327,320
$2,462,885
$2,449,511
$2,442,736
$2,320,320
$2,458,721
$2,513,288
$2,569,809
$2,447,253
$2,516,457
$2,561,889
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Entered 09/03/15 23:20:42
Pg 90 of 93
Main Document
26 Weeks Cash Flow
Gemini 37 West 24th Street MT, LLC
For Week Ending
Beginning Cash Balance (Book)
Week 16
Budget
12/21/2015
Week 17
Budget
12/28/2015
Week 18
Budget
1/4/2016
Week 19
Budget
1/11/2016
Week 20
Budget
1/18/2016
Week 21
Budget
1/25/2016
Week 22
Budget
2/1/2016
Week 23
Budget
2/8/2016
Week 24
Budget
2/15/2016
Week 25
Budget
2/22/2016
Week 26
Budget
2/29/2016
Cash Transfer from Pre-Petition Accounts
Cash Receipts to Debtors:
Revenue from Sales 1.)
Other Revenues
Other Receipts Sales Tax
Occupancy Tax
Total Receipts to Debtors
Other
Total Cash Inflow
$102,933
$79,206
$146,109
$91,419
$91,419
$91,419
$91,419
$99,775
$99,775
$99,775
$99,775
$13,999
$10,063
$126,995
$10,322
$7,629
$97,158
$8,217
$6,235
$160,561
$14,154
$10,166
$115,739
$9,300
$6,953
$107,672
$9,300
$6,953
$107,672
$9,300
$6,953
$107,672
$9,300
$6,953
$116,028
$10,042
$7,444
$117,261
$10,042
$7,444
$117,261
$10,042
$7,444
$117,261
$126,995
$97,158
$8,200
$168,761
$115,739
$107,672
$107,672
$107,672
$8,200
$124,228
$117,261
$117,261
$117,261
$0
$0
$0
$37,095
$0
$297,394
$52,977
$24,701
$0
$37,095
$0
$0
$530,000
$143,912
$0
$788,685
$0
$0
$0
$32,366
$0
$0
$0
$0
$0
$32,366
$49,991
$25,290
$0
$29,954
$0
$0
$0
$0
$0
$105,235
$0
$0
$5,200
$29,954
$0
$0
$0
$0
$170,644
$205,798
$50,579
$25,290
$0
$29,954
$0
$49,162
$0
$0
$0
$154,985
$0
$0
$0
$29,954
$0
$0
$0
$143,912
$0
$173,866
$51,479
$26,190
$0
$22,344
$0
$0
$0
$0
$0
$100,014
$0
$0
$4,400
$22,344
$0
$0
$0
$0
$0
$26,744
$52,380
$26,190
$0
$22,344
$0
$50,272
$0
$0
$0
$151,186
$0
$0
$0
$22,344
$0
$0
$0
$129,985
$0
$152,329
Cash Disbursements:
Selling, General & Administrative:
Payroll Compensation 2.)
Payroll Taxes, Medicare
Employee Medical Benefits
Overhead 3.)
Insurance 4.)
Sales And Occupancy Taxes
Real Estate Tax 5.)
Interest To Secured Lender
Reserve For Replacement
Subtotal
$0
$0
$334,489
Professional Fees
Bankruptcy Counsel
Litigation Counsel
Corporate Counsel
Accountants
Valuation Expert
OCC Counsel
Sub-Total All Professional Fees 6.)
$50,000
US Trustee - Quarterly Fees
Subtotal
$50,000
$50,000
$4,875
$0
$0
$50,000
$4,875
$0
$0
$50,000
$0
$0
$0
$50,000
Total Disbursements
$334,489
$788,685
$82,366
$110,110
$205,798
$154,985
$223,866
$100,014
$26,744
$151,186
$202,329
Cash Surplus/(Deficit)
-$207,494
-$691,528
$86,395
$5,629
-$98,126
-$47,313
-$116,194
$24,215
$90,517
-$33,925
-$85,068
$2,354,395
$1,662,867
$1,749,262
$1,754,891
$1,656,766
$1,609,452
$1,493,259
$1,517,473
$1,607,990
$1,574,065
$1,488,996
Ending Cash Balance
1. Includes Room Sales, Restaurant Lease and
2. Includes Salaries and Wages of Hotel Staff a
3. Overhead Expenses include Operating Supp
4. Insurance has been Prepaid. Next annual re
5. Real Estate Taxes are prepaid semi-annually
6. Reserved until payment is allowed and autho
90
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Pg 91 of 93
36 West 38th Street Holding, LLC
26 Week Budget
91
Main Document
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Entered 09/03/15 23:20:42
Pg 92 of 93
Main Document
26 Weeks Cash Flow - 36 West 38th Street LLC
For Week Ending
Beginning Cash Balance (Book)
Cash Transfer from Pre-Petition Accounts
Week 1
Week 2
Week 3
Week 4
Week 5
Week 6
Week 7
Week 8
Week 9
Week 10
Week 11
Week 12
Week 13
Budget
Budget
Budget
Budget
Budget
Budget
Budget
Budget
Budget
Budget
Budget
Budget
Budget
Sept 1 - Sept 7 Sept 8 - Sept 14Sept 15 - Sept 21
Sept 22 - Sept 28Sept 29 - Oct 5 Oct 6 - Oct 12 Oct 13 - Oct 19 Oct 20 - Oct 26 Oct 27 - Nov 2 Nov 3 - Nov 9 Nov 10 - Nov 16Nov 17 - Nov 23Nov 24 - Nov 30
$157,493
Cash Receipts to Debtors:
Revenue from Sales
Other Revenues
Lender Construction Draw
Total Receipts to Debtors
Other
Total Cash Inflow
$0
$0
$0
$0
$0
$0
$0
$0
$0
$0
$0
$0
$0
$0
$0
$0
$0
$0
$0
$0
$0
$0
$0
$0
$0
$0
Cash Disbursements:
Selling, General & Administrative:
Payroll / Inside Compensation
Payroll Taxes, Medicare
Employee Medical Benefits
COGS
Overhead
Insurance
Taxes
Site Maintenance
Subtotal
Professional Fees
Bankruptcy Counsel
Litigation Counsel
Corporate Counsel
Accountants
Valuation Expert
OCC Counsel
Sub-Total All Professional Fees
$1,500
$1,500
$0
$0
$0
$0
$1,500
$1,500
$1,500
$15,689
$12,874
$5,874
$17,189
$0
$0
$0
$0
$0
$0
$0
$0
US Trustee - Quarterly Fees
Subtotal
$14,374
$7,374
$0
$650
$0
$0
$0
$0
$0
$0
$0
$0
$650
$0
$0
$0
$0
Total Disbursements
$1,500
$0
$0
$0
$17,189
$0
$0
$0
$15,024
$0
$0
$0
$7,374
Cash Surplus/(Deficit)
-$1,500
$0
$0
$0
-$17,189
$0
$0
$0
-$15,024
$0
$0
$0
-$7,374
$155,993
$155,993
$155,993
$155,993
$138,804
$138,804
$138,804
$138,804
$123,780
$123,780
$123,780
$123,780
$116,406
Ending Cash Balance
92
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Pg 93 of 93
Main Document
26 Weeks Cash Flow - 36 West 38th Street LLC
For Week Ending
Beginning Cash Balance (Book)
Week 14
Week 15
Week 16
Week 17
Week 18
Week 19
Week 20
Week 21
Week 22
Week 23
Week 24
Week 25
Week 26
Budget
Budget
Budget
Budget
Budget
Budget
Budget
Budget
Budget
Budget
Budget
Budget
Budget
Dec 1 - Dec 7 Dec 8 - Dec 14 Dec 15 - Dec 21Dec 22 - Dec 28 Dec 29 - Jan 4 Jan 5 - Jan 11 Jan 12 - Jan 18 Jan 19 - Jan 25 Jan 26 - Feb 1 Feb 2 - Feb 8 Feb 9 - Feb 15 Feb 16 - Feb 22 Feb 23 - Mar 1
Cash Transfer from Pre-Petition Accounts
Cash Receipts to Debtors:
Revenue from Sales
Other Revenues
Lender Construction Draw
Total Receipts to Debtors
Other
Total Cash Inflow
$0
$0
$0
$0
$0
$0
$0
$0
$0
$0
$0
$0
$0
$0
$0
$0
$0
$0
$0
$0
$0
$0
$0
$0
$0
$0
Cash Disbursements:
Selling, General & Administrative:
Payroll / Inside Compensation
Payroll Taxes, Medicare
Employee Medical Benefits
COGS
Overhead
Insurance
Taxes
Site Maintenance
Subtotal
$1,500
$1,500
$1,500
$4,774
$6,974
$69,177
$6,274
$0
$0
$0
Professional Fees
Bankruptcy Counsel
Litigation Counsel
Corporate Counsel
Accountants
Valuation Expert
OCC Counsel
Sub-Total All Professional Fees
$7,774
$69,177
$0
$0
$0
$6,274
$0
$0
$0
$0
$8,474
$0
$0
$650
US Trustee - Quarterly Fees
$0
$0
$0
$0
$0
$0
$0
$0
$650
$0
$0
$0
$0
Total Disbursements
$0
$0
$0
$7,774
$69,177
$0
$0
$6,274
$650
$0
$0
$8,474
$0
Cash Surplus/(Deficit)
$0
$0
$0
-$7,774
-$69,177
$0
$0
-$6,274
-$650
$0
$0
-$8,474
$0
$116,406
$116,406
$116,406
$108,632
$39,455
$39,455
$39,455
$33,181
$32,531
$32,531
$32,531
$24,057
$24,057
Subtotal
Ending Cash Balance
93