In Re: ASHINC Corporation, et al.

Filing 1

PROPOSED FINDINGS OF FACT AND CONCLUSIONS OF LAW. Signed by on 05/04/2021 by the Honorable Christopher S. Sontchi. (Attachments: # 1 Opinion, # 2 Defendants Objections, # 3 Response to Objections, # 4 Reply in Support of Objections, # 5 Judgment, # 6 Notice of Completion of Briefing, # 7 Bankruptcy Court Transmittal) (smg)

Case 1:21-cv-01060-UNA Document 1 Filed 07/23/21 Page 1 of 4 PageID #: 1

IN THE UNITED STATES BANKRUPTCY COURT
FOR THE DISTRICT OF DELAWARE
In re:

:
:
ASHINC CORPORATION, et al.,
:
:
Debtors.
:
:
CATHERINE E. YOUNGMAN,
:
LITIGATION TRUSTEE FOR ASHINC :
CORPORATION, ET AL., AS
:
SUCCESSOR TO THE OFFICIAL
:
COMMITTEE OF UNSECURED
:
CREDITORS OF ASHINC
:
CORPORATION, AND ITS
:
AFFILIATED DEBTORS
:
:
Plaintiff,
:
:
BDCM OPPORTUNITY FUND II, LP
:
BLACK DIAMOND CLO 2005-1 LTD., :
SPECTRUM INVESTMENT
:
PARTNERS, L.P.,
:
:
:
Intervenors,
:
v.
:
:
YUCAIPA AMERICAN ALLIANCE
:
FUND I, L.P., YUCAIPA AMERICAN :
ALLIANCE (PARALLEL) FUND I, L.P., :
:
:
Defendants.
:
____________________________________:
CATHERINE E. YOUNGMAN,
:
LITIGATION TRUSTEE FOR ASHINC :
CORPORATION, ET AL., TO BDCM
:
OPPORTUNITY FUND II, LP.,
:
BLACK DIAMOND CLO 2005-1
:
LTD., SPECTRUM INVESTMENT
:
PARTNTERS L.P., BLACK
:

Chapter 11
Case No. 12-11564 (CSS)
(Jointly Administered)

Adv. Proc. No.: 13-50530 (CSS)

Related Docket Nos. 696 and 705

Case 1:21-cv-01060-UNA Document 1 Filed 07/23/21 Page 2 of 4 PageID #: 2

DIAMOND COMMERICAL
FINANCE, L.L.C., as co-administrative
agent, and SPECTRUM
COMMERICAL FINANCE LLC,
as co-administrative agent

:
:
:
:
:
:
Plaintiff,
:
:
v.
:
:
YUCAIPA AMERICAN ALLIANCE
:
FUND I, L.P., YUCAIPA AMERICAN :
ALLIANCE (PARALLEL) FUND I, L.P., :
:
Defendants.
:
____________________________________:

Adv. Pro. No. 14-50971 (CSS)

Related docket Nos. 453 and 462

ORDER
Upon consideration of the Plaintiff’s (“Trustee”) Motion for Summary
Judgment [Adv. Pro. 13-50530 Docket No. 705 (“Estate Claims”); Adv. Pro. 1450971 Docket No. 462 (“Lender Claims”)] (“Trustee’s Motion”) and Defendant’s
(“Yucaipa”) Motion for Summary Judgment [Adv. Pro. 13-50530 Docket No. 696;
Adv. Pro. 14-50971 Docket No. 453] (“Yucaipa’s Motion” together with Trustee’s
Motion the “Motions”) each filed on May 1, 2020; the Court having reviewed the
Motions, the responses thereto and the declarations submitted by the parties; and
the Court finding that (1) the Court has jurisdiction over these matters, pursuant
to 28 U.S.C. § 1334; (2) this is a core proceeding, pursuant to 28 U.S.C. § 157(b);
(3) this Court has the judicial power to enter a final order; and (4) notice of the

2

Case 1:21-cv-01060-UNA Document 1 Filed 07/23/21 Page 3 of 4 PageID #: 3

Motion was adequate under the circumstances; and the Court having issued an
Opinion on the date hereof (the “Opinion);
IT IS HEREBY ORDERED THAT Trustee’s Motion is GRANTED, in part,
and DENIED, in part, as follows:
1. Trustee’s Motion on Estate Claims 1 (Equitable Subordination) and 2
(Equitable

Subordination)

and

Lender

Claim

1

(Equitable

Subordination) is granted, in part, and denied, in part.
2. Trustee’s Motion on Estate Claim 5 (Breach of Contract) and Lender
Claim 2 (Breach of Contract) is granted.
3. Trustee’s Motion on Estate Claims 10 (Constructive Fraudulent
Transfers),

11

(Constructive

Fraudulent

Transfers),

and

13

(Disallowance of Claims) are granted.
4. Trustee’s Motion on Lender Claim 4 (Tortious Interference) is denied.
IT IS FURTHER ORDERED THAT Yucaipa’s Motion is GRANTED, in part,
and DENIED, in part, as follows:
1. Yucaipa’s Motion on Estate Claim 3 (Recharacterization) is granted.
2. Yucaipa’s Motion on Estate Claim 4 (Specific Performance) is granted.
3. Yucaipa’s Motion on Estate Claim 5 (Breach of Contract) and Lender
Claim 2 (Breach of Contract) is denied.
4. Yucaipa’s Motion on Lender Claim 3 (Breach of Duty of Good Faith and
Fair Dealing) is denied.
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5. Yucaipa’s Motion on Estate Claim 6 (Specific Performance) is granted.
6. Yucaipa’s Motion on Estate Claim 7 (Breach of Fiduciary Duty) is
denied.
7. Yucaipa’s Motion on Estate Claims 10 (Constructive Fraudulent
Transfers) and 11 (Constructive Fraudulent Transfers) is denied.
IT IS FURTHER ORDERED that the parties shall submit a proposed form
of Judgment consistent with the Opinion and Order within 14 days of the date
hereof.

______________________________
Christopher S. Sontchi
Chief United States Bankruptcy Judge
Date: May 4, 2021

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