The Privatebank and Trust Company v. Global Storage Solutions et al

Filing 3

COPY OF ORDER from USDC-Northern District of Illinois Authorizing Sale of Substantially All of Certain of the Receivership Entities.Ordered by Unassigned Judge. (NMW)

;

t

Case: 1:15-cv-01600 Document#: 37 Filed: 04/21/15 Page 1 of 3 PagelD #:909

r ILi:!J
U. 5. OISTRIC T COUR-1
OIST~ICT OF NE8RASK,
IN THE UNITED STATES DISTRICT COURT
FOR THE NORTHERN DISTRICT OF ILLINOIS
THEPRIVATEBANKANDTRUSTCOMPANY,as )
Administrative Agent,
)

1J/D;_ ... 1r:v1 J
v '" c:-

20 !5APR 27 AM I! : 2-

.A.•\C"'";m;

"l"

::> I

?P.-.f){_p

<- ::>UV

)

Plaintiff,

)
)

v.

)

Case No. 1:15-CV-01600

)
)

GLOBAL STORAGE SOLUTIONS, LLC (F/K/A/
BELL VENTURES, LLC), ALL STATE TANK
MANUFACTURING, L.L.C., USA TANK SALES
& ERECTION COMPANY INC., M & W TANK
CONSTRUCTION CO., C&C TANK ERECTORS
LLC, TOTAL TANKS, LLC, and TANK
HOLDINGS, INC.

)
)
)
)
)
)
)

Honorable Sara L. Ellis

)

Defendants.

)
)

ORDER (A) AUTHORIZING SALE OF SUBSTANTIALLY ALL OF CERTAIN
OF THE RECEIVERSHIP ENTITIES' ASSETS FREE AND CLEAR OF ALL
LIENS, CLAIMS, ENCUMBRANCES AND INTERESTS; (B) APPROVING
SALE PROCEDURES AND MANNER OF NOTICE; (C) SCHEDULING
A HEARING TO CONSIDER FINAL APPROVAL OF SALES
AND RELATED MATTERS; AND (D) GRANTING RELATED RELIEF
This matter, coming before the Court on the Motion of Tank Operations, LLC (the
"Receiver"), not in its corporate capacity, but solely as court appointed receiver in this action for
Global Storage Solutions, LLC ("Global Storage"), All State Tank Manufacturing, L.L.C. ("All
State"), USA Tank Sales and Erection Company, Inc. ("USA Tank"), M & W Tank Construction
Co. ("M & W"), Total Tanks, LLC ("Total Tanks"), C&C Tank Erectors LLC ("C&C"), and
Tank Holdings, Inc. ("Tank Holdings", and collectively, the "Receivership Entities",
"Borrowers" or "Defendants") For Entry of an Order (A) Authorizing Sale of Substantially All
of Certain of the Receivership Entities' Assets Free and Clear of All Liens, Claims,
Encumbrances and Interests; (B) Approving Sale Procedures and Manner of Notice; (C)

Case: 1:15-cv-01600 Document#: 37 Filed: 04/21/15 Page 2 of 3 PagelD #:910

Scheduling a Hearing to Consider Final Approval of Sales and Related Matters; and
(D) Granting Related Relief, filed by the Receiver on April 10, 2015 (the "Motion"):
THE COURT HEREBY ORDERS As FOLLOWS:

1.

Proper and adequate notice of the hearing on the Motion was given to all

interested parties who could possibly assert a lien (including any security interest), claim, right,
interest or encumbrance of record against all or any portion of the Purchased Assets 1 or against
all or any portion of the Real Estate, including Eagle Fund II, L.P.
2.

The Receiver is hereby authorized to sell the Real Estate through a private sale,

free and clear of all liens, claims, encumbrances and interests, pursuant to the sale process
described in the Motion, to the Proposed Purchaser.
3.

The requirement of 28 U.S.C. Section 2001(b) that the Receiver obtain three

independent appraisals of the Goodman Property and of the Grove Property is hereby waived;
instead the Receiver shall only be required to obtain two independent appraisals of each of the
Goodman Property and the Grove Property.
4.

The Receiver is hereby authorized to allow the Personal Property to be foreclosed

upon and sold by the Lender through a private UCC sale, free and clear of all liens, claims,
encumbrances and interests, pursuant to the sale process described in the Motion, to the Proposed
Purchaser.
5.

The sale process described in the Motion, including the proposed notice dates and

periods, the form of notice, and the proposed Notice Parties is approved, but amended as follows:
a.

l

The Receiver shall file its Sales Confirmation Motion by April 24, 2015.

All capitalized terms not otherwise defined herein shall have the meaning ascribed to them
in the Motion.

2

Case: 1:15-cv-01600 Document#: 37 Filed: 04/21115 Page 3 of 3 PagelD #:911

b.

The Receiver shall serve its Sales Confirmation Motion on April 24, 2015, by
overnight delivery, to the Notice Parties. The Receiver shall not be required to
serve the entire Sales Confirmation on the Notice Parties, but may instead serve a
notice (the "Sale Process Notice") stating that the Sales Confirmation Motion has
been filed, directing the Notice Parties to an electronic link on the webpage of the
counsel to the Receiver where a copy of the Sales Confirmation Motion, proposed
order approving the Sales Confirmation Motion, and all exhibits, will be available
for download at no cost to the Notice Parties. The Sales Process Notice shall also
include the deadline for objections to the Sales Confirmation Motion, the deadline
for responses to such objections, and the time, date and place of the hearing on the
Sale Confirmation Motion.

c.

Objections to the Sales Confirmation Motion shall be filed with the Court and
served by electronic mail and overnight mail by April 29, 2015 upon the
following: (i) counsel for the Receiver; Bryan E. Minier, Pedersen & Houpt, 161
N. Clark, Suite 2700, Chicago, Illinois, 60613, [e-mail]; (ii)
counsel for the Lender, John P. Sieger, Katten Muchin Rosenman, 525 W.
Monroe, Chicago, Illinois, 60661, [e-mail]; (iii) counsel for
the Subordinated Lender; Brian W. Hockett, Thompson Coburn LLP, One US
Bank Plaza, St. Louis, Missouri, 63101, [e-mail] ; and
(iv) counsel for the Proposed Purchaser, Randell D.Wallace and Dan Nelson,
Lathrop & Gage LLP, 910 E. St. Louis, Suite 100, Springfield, Missouri 65806,
[e-mail], [e-mail], and Pat Corless, Waterous Holden
Amey Hitchon, PO Box 1510, 20 Wellington Street, Brantford, Ontario, N3T
5V6, [e-mail].

d.

Responses to any objections to the Sales Confirmation Motion are due by April
30, 2015 at noon.

e.

A hearing on the Receiver's Sales Confirmation Motion shall be held on May 1,
2015 at 10:00 a.m.

6.

This Order shall be in full force and effect as of the Effective Date and there is no

just cause for delay.

Dated: April 21, 2015
Sara L. Ellis
United States District Court Judge

3

Pedersen
Pedersen & Houpt

April 23, 2015

Bryan E. Minier
Attorney at Law
3122612265
Fax [phone]
[e-mail]

VIAFEDEX
U.S. District Court for the District of Nebraska
Robert V. Denney United States Courthouse
I 00 Centennial Mall North, Room 593
Lincoln, NE 68508-3803
Attn: Clerk's Office
Re:

The PrivateBank and Trust Company v. Global Storage Solutions, LLC, et
al.; Case No. 4:15-mc-03006-UNA

To whom it may concern:
Please be advised that our firm represents the court-appointed receiver, Tank Operations, LLC,
in the above-referenced case. Pursuant to 28 U.S.C. §§ 754 and 1692, please find enclosed the
Order (A) Authorizing Sale of Substantially all of Certain of the Receivership Entities'
Assets Free and Clear of all Liens, Claims, Encumbrances and Interests; (B) Approving
Sale Procedures and Manner of Notice; (C) Scheduling a Hearing to Consider Final
Approval of Sales and Related Matters; and (D) Granting Related Relief.
Please cause the order to be filed in the above-referenced miscellaneous case.
Please let me know if you have any questions.
Sincerely,

RECEIVED

P--

APR 2 7 201~

Bryan E. Minier
BEM:sk

CLERK
U.S. DISTRICT COURT
LINCOLN

Enclosure

161 North Clark Street Suite 2700
60601-3242

®iva~QHtJ!itl:tlis

P 312 641 6888
F 312 641 6895

A Professional Corporation
www.pedersenhoupt.com

I

(~~~~~~~~~~~~~~~~~~~~

•

'" tnn nf FedEx Exoress• shipping

smart

ORIGIN 10,CHIR [phone]
i'IR I LROOl'I / SRRRH KWON
161 N. CLRRK
PEDERSEN & HOUPT
SUITE 2700
CH!CRGO, IL 60601
UN !TEO STRTES US

FedEx carbon-neutral
envelope shipping

la~

..

SHIP ORTE, 23RPR16
RCTWGT , 0 . 2 LB
CRD ' 0116101 / CRFE2807

BILL SENDER

TODISTRICT COURT OF' NEBRASKA
ROBERT V. DENNEY US COURTHOUSE
100 CENTENNIAL MALL NORTH
ROOM 593
LINCOLN NE 685083803

Cf)
Cf)

i
M

~

~

Rm 211551897

Q)
~

Cl.

x

w

r§:1) 6346 0942 7083

SX LNKA

:!
.

(~

\

\\ ~·l2.6~
I

\

f'Z"-

·"'

____

--

_..... ··~

.·

_,

.

** ZDAYDSR ..a
** ,
68508 ""
OMA

NE-US

\

\
~\
'~..ill ()4.'2.1 \ \
10~~
.
____

"-

.

....---

MON · 27 APR AA

f l l /11 /ll/H 111111 Ill

l

,

Ill