Case: SDB Doc#:15 Filed:02/23/18 Entered:02/23/18 20:55:04 Page:1 of 12

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1 Case: SDB Doc#:15 Filed:02/23/18 Entered:02/23/18 20:55:04 Page:1 of 12 IN THE UNITED STATES BANKRUPTCY COURT FOR THE SOUTHERN DISTRICT OF GEORGIA AUGUSTA DIVISION In re: ) Chapter 11 ) FIBRANT, LLC, et al., 1 ) Case No ) ) Debtors. ) (Joint Administration Requested) ) DEBTORS EMERGENCY MOTION FOR AN ORDER AUTHORIZING THE DEBTORS TO HONOR PRE-PETITION OBLIGATIONS TO AND CONTINUE PRE- PETITION PRACTICES WITH SHIPPERS Fibrant, LLC and its affiliated debtors-in-possession (collectively, the Debtors ) file this Emergency Motion for an Order Authorizing the Debtors to Honor Pre-Petition Obligations to and Continue Pre-Petition Practices with Shippers (the Motion ). In support of this Motion, the Debtors respectfully represent as follows: JURISDICTION AND VENUE 1. This Court has jurisdiction to consider this Motion pursuant to 28 U.S.C. 157 and Consideration of this Motion is a core proceeding pursuant to 28 U.S.C. 157(b). Venue of this proceeding is proper before this Court pursuant to 28 U.S.C and The statutory predicates for the relief requested herein are Sections 105, 363, 365, 1107 and 1108 of title 11 of the United States Code (the Bankruptcy Code ). 1 The Debtors in these chapter 11 cases, along with the last four digits of each Debtor s federal tax identification number (if any), are: Fibrant, LLC (6694); Evergreen Nylon Recycling, LLC (7625); Fibrant Center South, LLC (8270); and Georgia Monomers Company, LLC (0042).

2 Case: SDB Doc#:15 Filed:02/23/18 Entered:02/23/18 20:55:04 Page:2 of 12 BACKGROUND 3. On February 23, 2018 (the Petition Date ), the Debtors filed voluntary petitions with the Court under chapter 11 of the Bankruptcy Code. 4. The factual background relating to the Debtors commencement of these cases is set forth in detail in the Declaration of David Leach in Support of First-Day Motions and Applications (the First-Day Declaration ), 2 filed on the Petition Date and incorporated herein by reference. 5. The Debtors have continued in possession of their properties and have continued to manage their business as debtors-in-possession pursuant to Sections 1107(a) and 1108 of the Bankruptcy Code. 6. As of the date of this filing, no official committee of unsecured creditors has been appointed in these cases, and no request has been made for the appointment of a trustee or examiner. SHIPPING INFORMATION 7. The Debtors are currently providing administrative and logistics support to August Sulfate Company ( ASC ) related to the sale of ASC s ammonium sulfate inventory. To deliver products and materials on behalf of ASC, as contractually obligated, the Debtors require the coordinated efforts of certain critical rail and truck freight shipment providers (collectively, the Shippers ) who transport the goods. 8. The Debtors have on their site in excess of 10,000 short tons of standard grade ammonium sulfate that it needs to ship on behalf of ASC. On any given day, 1,660 short tons of ammonium sulfate may be in transit, carried by the Shippers. It is critical that the Debtors 2 Capitalized terms that are used but not defined in this Motion have the meanings ascribed to such terms in the First-Day Declaration. 2

3 Case: SDB Doc#:15 Filed:02/23/18 Entered:02/23/18 20:55:04 Page:3 of 12 maintain a reliable and efficient transport system in order to maximize the value of their estates through the sale of the remaining ammonium sulfate. 9. Any failure by the Debtors to honor their unpaid pre-petition obligations to the Shippers (the Shipper Obligations ) will likely have a materially adverse impact on the reliability and efficiency of the current transport system. If Shipper Obligations remain unpaid, the Debtors face the possibility that certain of the Shippers may refuse to continue their respective services. Further, under some state laws, a shipper may have a lien on the goods in its possession, which secures the charges or expenses incurred in connection with the transportation and/or storage of the goods. 3 Accordingly, certain Shippers may assert that they are entitled to possessory liens for transportation, shipment and delivery, or storage of the Debtors materials and goods in their possession, and may refuse to deliver or release such materials and goods before their claims have been satisfied and their liens redeemed To avoid any potential interruption or delay in the Debtors transport system, which interruption or delay will likely have a material adverse impact on the Debtors efforts to maximize the value of their estates, it is imperative that the Debtors have the ability to satisfy the Shipper Obligations. 11. In satisfying any of the Shipper Obligations, the Debtors will, in their discretion, attempt to condition any payment on the written acknowledgement from the applicable Shipper that such Shipper will continue to provide its services to the Debtors on terms that, at a 3 For example, section of the Uniform Commercial Code provides, in pertinent part, that a carrier has a lien on the goods covered by a bill of lading for charges subsequent to the date of its receipt of the goods for storage or transportation (including demurrage and terminal charges) and for expenses necessary for preservation of the goods incident to their transportation or reasonably incurred in their sale pursuant to law. U.C.C (1) (2012). 4 Notwithstanding the foregoing, the Debtors do not believe that the Shippers have the right to refuse performance or assert liens. 3

4 Case: SDB Doc#:15 Filed:02/23/18 Entered:02/23/18 20:55:04 Page:4 of 12 minimum, it provided to the Debtors prior to the Petition Date, or such other trade practices and programs that are at least as favorable to the Debtors as those in effect prior to the Petition Date. The Debtors reserve the right to negotiate more favorable trade terms with any Shipper as a condition to payment of any such Shipper Obligation. Further, the Debtors will only pay the claims of the Shippers that it believes, in their business judgment, are necessary or appropriate. In determining whether such payments are necessary or appropriate, the Debtors will consider: (a) whether the benefits to the Debtors estates and creditors from making such payments would exceed the costs that the Debtors would incur by bringing actions to compel the turnover of such goods; (b) the delays associated with such actions; and (c) whether the additional expenses the Debtors would incur (in the form of premium shipping costs) to replace the Shippers would exceed the amount of unpaid pre-petition claims. 12. The average aggregate monthly amount of Shipper Obligations is approximately $260,000. As of the Petition Date, the Debtors estimate that the aggregate outstanding amount of Shipper Obligations is approximately $35,000. RELIEF REQUESTED 13. By this Motion, the Debtors respectfully request the entry of an order authorizing, but not directing, the Debtors, in their business judgment and sole discretion, to: perform and honor certain undisputed pre-petition obligations to the Shippers up to $35,000 in aggregate amount for the Shipper Obligations. 14. Additionally, the Debtors seek an order authorizing and directing all banks and other financial institutions to receive, process, honor and pay any and all checks presented for payment and electronic transfers with respect to payments authorized by this Motion, whether presented before or after the Petition Date, upon receipt by each bank and financial institution of 4

5 Case: SDB Doc#:15 Filed:02/23/18 Entered:02/23/18 20:55:04 Page:5 of 12 notice of such authorization, provided that sufficient funds are on deposit in the applicable account to cover such payments. BASIS FOR RELIEF A. Payments to Shippers Are Supported By Bankruptcy Code Section 105(a) and the Doctrine of Necessity 15. The Court may authorize payment of pre-petition claims in appropriate circumstances based on Section 105(a) of the Bankruptcy Code. Section 105(a), which codifies the inherent equitable powers of the bankruptcy court, empowers the court to issue any order, process, or judgment that is necessary or appropriate to carry out the provisions of this title. 11 U.S.C. 105(a). Under Section 105(a), courts may permit pre-plan payments of pre-petition obligations when essential to the continued operation of the debtor s business. Specifically, this Court may use its power under Section 105(a) to authorize payment of pre-petition obligations pursuant to the necessity of payment rule (also referred to as the doctrine of necessity ). 16. The doctrine of necessity or the necessity of payment rule originated in railway cases and was first articulated by the United States Supreme Court in Miltenberger v. Logansport, C. & S.W.R. Co., 106 U.S. 286 (1882). The doctrine was expanded to non-railroad debtors in the mid-century. 17. The Third Circuit recognized the necessity of payment doctrine in In re Lehigh & New England Ry. Co., 657 F.2d 570, 581 (3d Cir. 1981). The Third Circuit held that a court could authorize the payment of pre-petition claims if such payment was essential to the continued operation of the debtor. Id. (stating courts may authorize payment of pre-petition claims when there is the possibility that the creditor will employ an immediate economic sanction, failing such payment ); see also In re Penn Central Transp. Co., 467 F.2d 100, 102 n.1 (3d Cir. 1972) (holding necessity of payment doctrine permits immediate payment of claims of 5

6 Case: SDB Doc#:15 Filed:02/23/18 Entered:02/23/18 20:55:04 Page:6 of 12 creditors where those creditors will not supply services or material essential to the conduct of the business until their pre-reorganization claims have been paid ); In re Just for Feet, Inc., 242 B.R. 821, (Bankr. D. Del. 1999) (noting that, in the Third Circuit, debtors may pay prepetition claims that are essential to continued operation of business); In re Columbia Gas Sys., Inc., 171 B.R. 189, (Bankr. D. Del. 1994) (same) Courts also have permitted post-petition payment of pre-petition claims pursuant to Section 105(a) in other situations, such as if nonpayment of a pre-petition obligation would trigger a withholding of goods or services essential to the debtors business plan. See In re UNR Indus., 143 B.R. 506, 520 (Bankr. N.D. Ill. 1992) (permitting debtor to pay pre-petition claims of suppliers or employees whose continued cooperation is essential to the debtors successful reorganization); In re Ionosphere Clubs, Inc., 98 B.R. 174, (Bankr. S.D.N.Y. 1989) (finding that Section 105 empowers bankruptcy courts to authorize payment of pre-petition debt when such payment is needed to facilitate the rehabilitation of the debtor). 19. This flexible approach is particularly critical where a pre-petition creditor provides vital goods or services to a debtor that would be unavailable if the Debtors did not satisfy their pre-petition obligations. In In re Structurlite Plastics Corp., 86 B.R. 922 (Bankr. S.D. Ohio 1988), the bankruptcy court stated it may exercise its equity powers under 105(a) [of the Bankruptcy Code] to authorize payment of prepetition claims where such payment is 5 Additionally, the Bankruptcy Code contemplates pre-petition payments in some circumstances. Section 549(a), which deals with post-petition transfers, provides that the trustee may avoid a transfer of property of the estate... that occurs after the commencement of the case... that is not authorized... by the court. Thus, by necessary implication, a bankruptcy court may authorize limited postpetition payments to satisfy prepetition obligations. See In re Isis Foods, Inc., 37 B.R. 334, 336 n.3 (Bankr. W.D. Mo. 1984) (noting that proposed transfers [to pay prepetition claims may] be presented in advance to a bankruptcy court for its approval and would thereafter be insulated from attack under Section 549(a)); see also 11 U.S.C. 363(b)(1) (allowing the trustee, after notice and hearing, to use, sell, or lease, other than in the ordinary course of business, property of the estate ). 6

7 Case: SDB Doc#:15 Filed:02/23/18 Entered:02/23/18 20:55:04 Page:7 of 12 necessary to permit the greatest likelihood of survival of the debtor and payment of creditors in full or at least proportionately. Id. at 931. The court explained that a per se rule proscribing the payment of prepetition indebtedness may well be too inflexible to permit the effectuation of the rehabilitative purposes of the Code. Id. at The foregoing rationale for authorizing payments under the doctrine of necessity holds particularly true for the relief requested herein under the circumstances of this chapter 11 case. Maintaining positive relationships with the Shippers is critical to the continued reliability and efficiency of the wind down of the Debtors business. The Debtors ability to maintain continued and uninterrupted transportation services during this crucial time will in turn serve to maximize value of their estates for the benefit of their estates and creditors. Accordingly, the Debtors ability to pay certain pre-petition claims of the Shippers will facilitate a smooth and orderly transition into these chapter 11 cases. 21. The Debtors submit that the total amount to be paid to the Shippers is minimal compared to (a) the importance and necessity of their services to (i) the Debtors transport system and (ii) maintaining the value of the Debtors business and assets and (b) the losses the Debtors may suffer if those payments were not made. Accordingly, the Debtors submit that permitting it to honor certain undisputed pre-petition claims of the Shippers is in the best interests of their estates and creditors. B. Paying the Shippers Is Supported by Section 363(b) of the Bankruptcy Code 22. The Court may authorize the Debtors to pay the pre-petition claims of the Shippers under Section 363(b) of the Bankruptcy Code. Section 363(b) of the Bankruptcy Code provides, in part, that [t]he trustee, after notice and a hearing, may use, sell, or lease, other than in the ordinary course of business, property of the estate. 11 U.S.C. 363(b)(1). Under this section, a court may authorize a debtor to pay certain pre-petition claims where the debtor 7

8 Case: SDB Doc#:15 Filed:02/23/18 Entered:02/23/18 20:55:04 Page:8 of 12 articulates some business justification, other than the mere appeasement of major creditors. In re Ionosphere Clubs, Inc., 98 B.R. at The Debtors requests to pay certain undisputed pre-petition claims of the Shippers surpasses this standard. As set forth above, failure to honor such obligations may have a materially adverse impact on the value of the Debtors business and assets. In the Debtors business judgment, the uninterrupted maintenance of the services provided by the Shippers is essential to the continued and uninterrupted operations of the Debtors which in turn will serve to maximize the value of their estates for the benefit of their estates and creditors. Additionally, as noted above, the Debtors do not believe there are cost-effective and/or readily accessible alternatives to the Shippers under the current circumstances. C. The Relief Requested Is Supported by Sections 363(c), 1107(a) and 1108 of the Bankruptcy Code 24. Sections 1107(a) and 1108 of the Bankruptcy Code authorize a debtor-inpossession to continue to operate its business. Further, Section 363(c) of the Bankruptcy Code authorizes a debtor-in-possession operating its business pursuant to Section 1108 of the Bankruptcy Code to use property of the estate in the ordinary course of business without notice or a hearing. The Debtors submit that continuing, renewing, replacing, initiating, and/or terminating the relationships with the Shippers in the ordinary course of business is permitted by Sections 363(c), 1107(a) and 1108 of the Bankruptcy Code without further application to the Court. 25. The Debtors submit that the foregoing demonstrates the substantial benefits that will inure to their estates and creditors as a result of the Debtors honoring, maintaining and continuing their existing relationships with the Shippers during the post-petition period and honoring the pre-petition obligations of the Shippers. Accordingly, entry of an order authorizing 8

9 Case: SDB Doc#:15 Filed:02/23/18 Entered:02/23/18 20:55:04 Page:9 of 12 the Debtors to honor their existing relationships with the Shippers is necessary and appropriate to maintain the Debtors going concern value. 26. Payment of the pre-petition claims of the Shippers is essential to the continued supply of goods and services and installation of the Debtor s products necessary to maintain the Debtors business. Such disruptions also would likely cause the Debtors relationships with their customers to be severely, and possibly irreparably, impaired. Under similar circumstances, bankruptcy courts in Georgia and elsewhere have authorized debtors to pay amounts owing for such claims where failure to do so would significantly disrupt the flow of goods and services critical to preservation of such debtors estates. See, e.g., In re Cagle s, Inc., No (Bankr. N.D. Ga. Oct. 20, 2011) (Bihary, J.); In re Allied Holdings, Inc., Case No (Bankr. N.D. Ga. Aug. 2, 2005) (Mullins, J.); In re Dan River Inc., Case No (Bankr. N.D. Ga. Apr. 1, 2004) (Massey, J.); In re Propex Inc., Case No (Bankr. E.D. Tenn. Feb. 13, 2008); In re Circuit City Stores, Inc., Case No (Bankr. E.D. Va. Nov. 12, 2008); In re Lillian Vernon, Corp., Case No (BLS) (Bankr. D. Del. Feb. 21, 2008); In re Sharper Image Corp., Case No (Bankr. D. Del. Feb. 20, 2008); In re Wickes Holdings, LLC, Case No (Bankr. D. Del. Feb. 5, 2008); In re Friedman s Inc., Case No (Bankr. D. Del. Jan. 28, 2008); and In re Buffets Holdings, Inc., Case No (Bankr. D. Del. Jan. 24, 2008). 27. Courts commonly grant relief to allow for payment to holders of pre-petition mechanic s liens. See, e.g., Sw. Recreational Indus., Inc., Case No (Bankr. N.D. Ga. Feb. 26, 2004) (Bonapfel, J.); In re GT Advanced Techs., Inc., Case No (Bankr. D.N.H. Oct. 6, 2014); In re Universal Coops., Inc., Case No (Bankr. D. Del. June 6, 2014); In re MPM Silicones, LLC, Case No (Bankr. S.D.N.Y. May 19, 2014); In re 9

10 Case: SDB Doc#:15 Filed:02/23/18 Entered:02/23/18 20:55:04 Page:10 of 12 Gen. Motors Corp., Case No (Bankr. S.D.N.Y. June 1, 2009); In re TOUSA, Inc., Case No (Bankr. S.D. Fla. Feb. 1, 2008); In re Calpine Corp., Case No (Bankr. S.D.N.Y. Feb. 15, 2006). 28. The Debtors submit that the facts cited herein and in the First-Day Declaration filed contemporaneously herewith, illustrate that the relief requested is necessary to avoid immediate and irreparable harm to the Debtors and their estates. Based on the foregoing, Bankruptcy Rule 6003, to the extent it is applicable, has been satisfied. 29. To the extent the fourteen-day stay of Bankruptcy Rule 6004(h) may be construed to apply to the subject matter of this Motion, the Debtors request that such stay be waived. 30. Nothing contained herein is intended or should be construed as an admission of the validity of any claim against the Debtors or a waiver of the Debtors rights to dispute any claim. Likewise, if this Court grants the relief sought herein, any payment made pursuant to the Court s order is not intended and should not be construed as an admission of the validity of any claim or a waiver of the Debtors rights to dispute such claim subsequently. NOTICE 31. Notice of this Motion has been provided to: (a) the Office of the United States Trustee for the Southern District of Georgia; (b) the holders of the 20 largest unsecured claims against the Debtors on a consolidated basis; (c) the agent to lenders that previously asserted a blanket lien on Fibrant s assets; (d) the Internal Revenue Service; (e) the United States Attorney s Office for the Southern District of Georgia; (f) the Office of the Georgia Attorney General; (g) the Georgia Department of Revenue; (h) the United States Environmental Protection Agency, (i) the Georgia Environmental Protection Division; (j) parties receiving any other firstday motions; (k) Koninklijke DSM, N.V. and DSM Coating Resins, Inc.; (l) ChemicaInvest 10

11 Case: SDB Doc#:15 Filed:02/23/18 Entered:02/23/18 20:55:04 Page:11 of 12 Holding, B.V.; (m) the Shippers; and (n) any party that has requested notice pursuant to Bankruptcy Rule In light of the nature of the relief requested, the Debtors submit that no further notice is necessary. CONCLUSION WHEREFORE, the Debtors respectfully request that this Court: (a) enter an order in the form attached hereto as Exhibit A authorizing payment of the Shipper Obligations and authorizing the applicable financial institutions to honor and process all checks relating thereto; and (b) grant the Debtors such other and further relief as is just and proper. [REMAINDER OF PAGE LEFT INTENTIONALLY BLANK] 11

12 Case: SDB Doc#:15 Filed:02/23/18 Entered:02/23/18 20:55:04 Page:12 of 12 Dated: February 23, 2018 Augusta, Georgia Respectfully submitted, KING & SPALDING LLP /s/ Paul K. Ferdinands Paul K. Ferdinands Georgia Bar No Jonathan W. Jordan Georgia Bar No Sarah L. Primrose Georgia Bar No Peachtree Street Atlanta, Georgia Telephone: (404) Facsimile: (404) AND KLOSINSKI OVERSTREET, LLP James C. Overstreet Jr. Georgia Bar No Augusta West Parkway Augusta, GA Telephone: (706) Facsimile: (706) PROPOSED COUNSEL FOR THE DEBTORS-IN-POSSESSION 12

13 Case: SDB Doc#:15-1 Filed:02/23/18 Entered:02/23/18 20:55:04 Page:1 of 6 EXHIBIT A Proposed Order

14 Case: SDB Doc#:15-1 Filed:02/23/18 Entered:02/23/18 20:55:04 Page:2 of 6 IN THE UNITED STATES BANKRUPTCY COURT FOR THE SOUTHERN DISTRICT OF GEORGIA AUGUSTA DIVISION In re: ) Chapter 11 ) FIBRANT, LLC, et al., 1 ) Case No ) ) Debtors. ) Jointly Administered ) ORDER GRANTING DEBTORS EMERGENCY MOTION FOR AN ORDER AUTHORIZING THE DEBTORS TO HONOR PRE-PETITION OBLIGATIONS TO AND CONTINUE PRE-PETITION PRACTICES WITH SHIPPERS This matter is before the Court on the Emergency Motion for an Order Authorizing the Debtors to Honor Pre-Petition Obligations to and Continue Pre-Petition Practices with Shippers (the Motion ) of Fibrant, LLC and its affiliated debtors-in-possession (collectively, the Debtors ). All capitalized terms used but not defined herein shall have the meanings given to them in the Motion. 1 The Debtors in these chapter 11 cases, along with the last four digits of each Debtor s federal tax identification number (if any), are: Fibrant, LLC (6694); Evergreen Nylon Recycling, LLC (7625); Fibrant Center South, LLC (8270); and Georgia Monomers Company, LLC (0042).

15 Case: SDB Doc#:15-1 Filed:02/23/18 Entered:02/23/18 20:55:04 Page:3 of 6 The Court has considered the Motion, the Declaration of David Leach in Support of First- Day Motions and Applications, and the matters reflected in the record of the hearing held on the Motion on [ ], It appears that the Court has jurisdiction over this proceeding; that this is a core proceeding; that notice of the Motion has been provided to (a) the Office of the United States Trustee for the Southern District of Georgia; (b) the holders of the 20 largest unsecured claims against the Debtors on a consolidated basis; (c) the agent to lenders that previously asserted a blanket lien on Fibrant s assets; (d) the Internal Revenue Service; (e) the United States Attorney s Office for the Southern District of Georgia; (f) the Office of the Georgia Attorney General; (g) the Georgia Department of Revenue; (h) the United States Environmental Protection Agency, (i) the Georgia Environmental Protection Division; (j) parties receiving any other first-day motions; (k) Koninklijke DSM, N.V. and DSM Coating Resins, Inc.; (l) ChemicaInvest Holding, B.V.; (m) the Shippers; and (n) any party that has requested notice pursuant to Bankruptcy Rule 2002; that no further notice is necessary; that the relief sought in the Motion is in the best interests of the Debtors, their estates, and their creditors; and that good and sufficient cause exists for such relief. Accordingly, it is hereby ORDERED as follows: 1. The Motion (Docket No. ) is GRANTED. 2. The Debtors are authorized, but not directed, to pay and honor all Shipper Obligations that have accrued by virtue of the services rendered by the Shippers prior to the Petition Date. 3. The Debtors bank is authorized and directed to honor any check or draft representing a Shipper Obligation that may be presented for payment and to make other transfers necessary to implement these transactions, provided that sufficient funds are available in the 2

16 Case: SDB Doc#:15-1 Filed:02/23/18 Entered:02/23/18 20:55:04 Page:4 of 6 applicable account to make the payments and transfers. The Debtors are further authorized to pay any cost or penalty incurred by any Shipper in the event that a check issued by the Debtors for payment of any Shipper Obligation is inadvertently not honored because of the filing of the Debtors bankruptcy cases. 4. The Debtors bank and other financial institutions that process, honor, and pay any and all checks on account of Shipper Obligations shall rely on the representation of the Debtors as to which checks are issued and authorized to be paid in accordance with this Order without any duty of further inquiry and without liability for following the Debtors instructions. 5. Neither this Order, nor the Debtors payment of any amounts authorized by this Order, shall: (i) result in any assumption of any executory contract by the Debtors; (ii) result in a commitment to continue any plan, program, or policy of the Debtors; or (iii) impose any administrative, pre-petition, or post-petition liabilities upon the Debtors. 6. The Court shall retain jurisdiction to hear and determine all matters arising from the implementation of this Order. 7. To the extent the fourteen day stay of Bankruptcy Rule 6004(h) may be construed to apply to the subject matter of this Order, such stay is hereby waived. 8. Counsel for the Debtors is directed to serve a copy of this Order on: (a) the Office of the United States Trustee for the Southern District of Georgia; (b) the holders of the 20 largest unsecured claims against the Debtors on a consolidated basis; (c) the agent to lenders that previously asserted a blanket lien on Fibrant s assets; (d) the Internal Revenue Service; (e) the United States Attorney s Office for the Southern District of Georgia; (f) the Office of the Georgia Attorney General; (g) the Georgia Department of Revenue; (h) the United States Environmental Protection Agency, (i) the Georgia Environmental Protection Division; (j) parties 3

17 Case: SDB Doc#:15-1 Filed:02/23/18 Entered:02/23/18 20:55:04 Page:5 of 6 receiving any other first-day motions; (k) Koninklijke DSM, N.V. and DSM Coating Resins, Inc.; (l) ChemicaInvest Holding, B.V.; (m) the Shippers; and (n) any party that has requested notice pursuant to Bankruptcy Rule 2002, within three days of the entry of this Order and to file a certificate of service with the Clerk of the Court. END OF DOCUMENT 4

18 Case: SDB Doc#:15-1 Filed:02/23/18 Entered:02/23/18 20:55:04 Page:6 of 6 Prepared and presented by: KING & SPALDING LLP /s/ Paul K. Ferdinands Paul K. Ferdinands Georgia Bar No pferdinands@kslaw.com Jonathan W. Jordan Georgia Bar No jjordan@kslaw.com Sarah L. Primrose Georgia Bar No sprimrose@kslaw.com 1180 Peachtree Street Atlanta, Georgia Telephone: (404) Facsimile: (404) AND KLOSINSKI OVERSTREET, LLP James C. Overstreet Jr. Georgia Bar No jco@klosinski.com 1229 Augusta West Parkway Augusta, GA Telephone: (706) Facsimile: (706) PROPOSED COUNSEL FOR THE DEBTORS-IN-POSSESSION 5