FINDINGS OF FACT IN SUPPORT OF CONFIRMATION OF PLAN OF REORGANIZATION DATED SEPTEMBER 17, 2013
W. RICHARD LEE, Bankruptcy Judge.
I. Introduction
The Capitalized terms herein shall have the same meaning as set forth in the Plan unless stated otherwise.
Confirmation of the Plan of Reorganization Dated March 20, 2013 ("3/20 Plan"), as modified by the Modification to Plan of Reorganization Dated March 20, 2013, Before Confirmation ("Modification to Plan") filed by SOUTH LAKES DAIRY FARM, a California partnership ("Debtor") came on for hearing before the Honorable W. Richard Lee, United States Bankruptcy Court Judge, on September 12, 2013, in Fresno, California, after notice to Debtor, the United States Trustee, the Securities and Exchange Commission, all creditors and parties requesting special notice. Jacob L. Eaton, Esq. appeared for Debtor. Craig Barbarosh, Esq. and William Freeman, Esq. appeared for Wells Fargo Bank N.A. Don Pool, Esq. appeared for J.D. Heiskell & Co. and Golden State Feed & Grain, LLC. Bradley A. Silva, Esq. appeared for Seley & Co. Ronald Clifford, Esq. appeared for the Official Committee of Unsecured Creditors. Robin Tubesing, Esq. appeared for the United States Trustee.
Debtor filed the Plan of Reorganization Dated September 17, 2013, which is a restatement of the 3/20 Plan that incorporates the Modification to Plan and the changes required by the Court at the hearing on confirmation ("the Plan").
The Court reviewed the 3/20 Plan, the Supplement to Plan of Reorganization Dated March 20, 2013 - Loan Documents ("Supplement"), the Modification to Plan, the Plan, the Worksheets for Determining Acceptance of Plan of Reorganization Dated March 20, 2013, the Amended Worksheets for Determining Acceptance of Plan of Reorganization Dated March 20, 2013, as Modified, the Memorandum of Points and Authorities in Support of Confirmation of Plan of Reorganization Dated March 20, 2013 and Omnibus Response to Objections to Confirmation, the Supplement to Memorandum of Points and Authorities in Support of Confirmation of Plan of Reorganization Dated March 20, 2013, as Modified, the Declaration of Ryan Schakel in Support of Confirmation of Plan of Reorganization Dated March 20, 2013, the Supplemental Declaration of Manuel Rodrigues in Support of Confirmation of Plan of Reorganization Dated March 20, 2013, as Modified, the Ballots on Plan of Reorganization Dated March 20, 2013, the Amended Ballots on Plan of Reorganization Dated March 20, 2013, as Modified, the Objections by Seley & Co. to Supplemented Plan of Reorganization Dated March 20, 2013, the Notice of Withdrawal of Objections by Seley & Co. to Supplemented Plan of Reorganization Dated March 20, 2013, J.D. Heiskell & Co. and Golden State Feed & Grain LLC's Objection to Confirmation of Plan of Reorganization Dated March 20, 2013, as Supplemented on June 20, 2013, the Notice of Withdrawal of Objection to Plan of Reorganization Dated March 20, 2013 as Supplemented on June 20, 2013, the Opposition of the Official Committee of Unsecured Creditors to Debtor's Plan of Reorganization and considered the comments made on the record by counsel for Debtor and other counsel.
After determining (1) that copies of the 3/20 Plan, the Modification to Plan, and the Disclosure Statement Dated May 9, 2013 approved by the Court had been served on Debtor, the United States Trustee, the Securities and Exchange Commission, all creditors, parties in interest and parties requesting special notice and (2) that the Plan contains modifications to the 3/20 Plan that only benefit unsecured creditors, the Court makes the following findings as more fully described on the record at the hearing held on September 12, 2013:
II. Findings of Fact and Conclusions of Law
1. The Plan complies with the applicable provisions of Chapter 11 of the Bankruptcy Code and meets the requirements of 11 U.S.C. § 1129 as more fully described below.
2. The Plan has been proposed in good faith and not by any means forbidden by law.
3. Any payment or promised payment made by Debtor or the estate for the services or for costs and expenses incurred in connection with the case or in connection with the Plan and incident to the case have been disclosed to the Court.
4. Each holder of a claim or interest of an impaired class that has accepted the Plan has, or will receive or retain under the Plan, property of a value, as of the Effective Date of the Plan, that is not less than the amount that such holder would receive or retain if the estate was liquidated under Chapter 7 on account of such claim.
5. The Plan has been accepted by at least one class of claims impaired under the Plan excluding insiders of Debtor.
6. Confirmation of the Plan is not likely to be followed by the liquidation or the need for further financial reorganization of Debtor.
7. All required Court and United States Trustee fees will be paid before the Effective Date of the Plan.
8. The Plan is fair and equitable as it relates to treatment of the following class of claims that are impaired under the Plan but did not return Ballots or accept the Plan as required by 11 U.S.C. § 1129(a)(8):
CLASS SIX Golden State feed & Grain (secured claim)
CLASS SEVEN J.D. Heiskell (secured claim)
CLASS EIGHT Seley & Co. (secured claim)
CLASS NINE Cargill Incorporated (secured claim)
CLASS TEN Volvo Financial Services
9. Golden State Feed & Grain and J.D. Heiskell & Co. withdrew their objections to confirmation of the Plan and have accepted the Plan.
10. Seley & Co. withdrew its objections to confirmation of the Plan and has accepted the Plan.
11. The Official Committee of Unsecured Creditors withdrew their objection to confirmation of the Plan and has accepted the Plan.
12. Notice of the hearing on confirmation of the Plan was adequate and, based upon the foregoing; good cause appears for the entry of an Order confirming the Plan.
13. The Court will issue a separate Order confirming the Plan and setting specified deadlines as set forth in the Plan.