Toyota Motor Credit Corporation v. Stephen Cadillac GMC, Inc.

Case 3:26-cv-00511-SFR Document 28 Filed 05/05/26 Page 1 of 29

UNITED STATES DISTRICT COURT

FOR THE DISTRICT OF CONNECTICUT

TOYOTA MOTOR CREDIT CORPORATION

Plaintiff Civil Action No. 3:26-cv- 00511-SFR

v.

STEPHEN CADILLAC GMC, INC.; STEPHEN J. BARBERINO, JR., INDIVIDUALLY; MARY ANN May 5, 2026

HALL, AS TRUSTEE, AND STEPHEN

J. BARBERINO, JR, AS TRUSTEE

Defendants

CONSENT ORDER ON MOTION FOR INJUNCTIVE RELIEF, REPLEVIN AND

PREJUDGMENT REMEDY

WHEREAS, a motion dated April 9, 2026 (the "Motion") has been filed by the plaintiff, Toyota Motor Credit Corporation ("TMCC"), in the above captioned action for injunctive relief, replevin and prejudgment remedy seeking, among other things, an order to replevy certain personal property of the defendant Stephen Cadillac GMC, Inc. ("SCG") and a prejudgment attachment on the property of the defendants Stephen J. Barberino, Jr., Mary Ann Hall, in her capacity as Trustee of the Stephen J. Barberino, Jr. Accumulation Trust, and Stephen Barberino, in his capacity as Trustee of the Stephen J. Barberino, Jr. Spray Trust (collectively, the "Guarantors"); WHEREAS, after lengthy discussions and negotiations between the parties at the hearing on the Motion held on April 16, 2026 and in a mediation session before Magistrate Judge Thomas Farrish on April 22, 2026, TMCC, SCG and the Guarantors (collectively, the "Parties") have agreed to prejudgment remedies in accordance with Con. Gen Stat. Sections 52-515 et seq. and Conn. Gen Stat. Sections 52-278a et seq. upon the following terms and conditions:

1. The Guarantors agree to the issuance of an order for prejudgment remedy of

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attachment, in the amount of $5,000,000.00 (FIVE MILLION DOLLARS), on any and all real property held by Stephen J. Barberino, Jr., Stephen J. Barberino, Jr. Accumulation Trust, and Stephen J. Barberino, Jr. Spray Trust, with the exception of the real property located at 1069 Farmington Ave, Bristol, CT ("Dealership Lot"), authorizing the immediate attachment of the property as set forth in Exhibits A and B attached hereto. The dollar amount of the attachments in Exhibits A and B shall be reduced by TMCC, by the filing of amended prejudgment attachments on the applicable land records on or before May 18, 2026, by the amount of funds it receives by May 8, 2026 for payment of the outstanding SCG obligations due TMCC after the entry of this Order.

2. SCG shall deliver to Manheim New England or Manheim New York (collectively,

"Manheim") for sale by auction the vehicles within the Inventory Collateral¹that were not financed under the SCG Financing Agreements (as defined in Paragraphs 1 and 14-16 of the Complaint and copies of which are attached as Exhibits A-E to the Affidavit of Deanna Kostelnik (Doc. 13-1 at pages 10-108)) but are subject to TMCC's liens and security interests (the "ADD VINs")²no later than May 4, 2026, with an assignment of proceeds executed by SCG in favor of TMCC and

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delivered to TMCC prior to the sale or auction of any such ADD VINs. The sale of the ADD VINs will be conducted by Manheim, and TMCC shall deliver the titles for the ADD VINs directly to Manheim along with the executed assignment of proceeds. All proceeds from the sale of the ADD VINs shall be paid by Manheim directly to TMCC and applied initially to the balance of Sold Out of Trust Vehicles ("SOT") claimed by TMCC to have been made by SGC, with any remaining proceeds applied to the outstanding SCG obligations due TMCC under the SCG Financing Agreements.

3. No later than May 6, 2026, SCG shall refinance with NextGear Capital, Inc. ("NextGear") any used motor vehicles (other than TRAC Vehicles³) in the Inventory Collateral financed prior to the date of this Order by TMCC pursuant to the SCG Finance Agreements⁴(the

"Used Motor Vehicles"). A letter of understanding or assignment of proceeds executed by SCG in favor of TMCC will be delivered to TMCC prior to consummation of the refinance transaction. TMCC will cooperate with NextGear to effectuate the transfer of the floor plan financing of the Used Motor Vehicles by, for example, providing to SCG and/or NextGear titles to all such vehicles. All amounts from the NextGear refinance transaction shall be paid to TMCC and applied by TMCC to the balance due and owing TMCC on its floor plan financing under the SCG Financing Agreements.

4. As to vehicles in the Inventory Collateral not sold or refinanced pursuant to paragraphs 2 and 3 above because SCG does not currently have their titles, SCG will provide to

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TMCC a list of such untitled ADD VINs or Used Motor Vehicles (not including any TRAC Vehicles) by May 1, 2026 and either sell them at Manheim or include them in the refinance with NextGear no later than June 1, 2026.

5. A prejudgment remedy order shall issue, pursuant to which TMCC may effectuate an attachment of the Dealership Lot (as set forth in Exhibit C), all to the value and amount of $5,000,00.00 (FIVE MILLION DOLLARS), less any amounts received by TMCC for the outstanding SCG obligations due TMCC after the entry of this Order before such attachment, on or after June 1, 2026. If, however, an event of default, as defined in paragraph 8. i), ii), or iii) below, occurs, TMCC may effectuate the attachment immediately, all to the value and amount of $5,000,00.00 (FIVE MILLION DOLLARS), less any amounts received by TMCC for the outstanding obligations due TMCC after the entry of this Order before such attachment. If SCG and the Guarantors pay all remaining amounts due and owing to TMCC under the SCG Finance Agreements by June 1, 2026, then TMCC shall not effectuate such attachment of the Dealership Lot, and Exhibit C shall be void.

6. An order of replevin (as set forth in Exhibit D), shall enter with immediate effect as to the Inventory Collateral but shall not be enforced until June 1, 2026. If, however, an event of default, as defined in paragraph 8 i) or ii) below, occurs, TMCC may replevy the Inventory Collateral and all TRAC Vehicles. If SCG and the Guarantors pay all remaining amounts due and owing to TMCC under the SCG Finance Agreements by June 1, 2026, then TMCC shall not effectuate such replevin, and Exhibit D shall be void.

7. TRAC Vehicles may be used by SCG (including its customers and employees) up to June 1, 2026 unless SCG fails to comply with paragraphs 2 or 3 above, SCG sells any TRAC Vehicle for less than fair market value, or an event of default as set forth in paragraph 8 i), ii), or

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