mew Doc 1513 Filed 10/11/17 Entered 10/11/17 14:50:51 Main Document Pg 1 of 5

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1 Pg 1 of 5 JACKSON WALKER L.L.P. State Bar No Michael S. Held State Bar No Ross Avenue, Suite 600 Dallas, TX (214) Telephone (214) Fax kstohner@jw.com mheld@jw.com ATTORNEYS FOR WEIR VALVES AND CONTROLS USA INC. UNITED STATES BANKRUPTCY COURT SOUTHERN DISTRICT OF NEW YORK IN RE: CASE NO mew WESTINGHOUSE ELECTRIC COMPANY Chapter 11 LLC, et al., Debtors. 1 OBJECTION OF WEIR VALVES AND CONTROLS USA INC. TO DEBTORS RECLAMATION NOTICE UNDER THE ORDER PURSUANT TO 11 U.S.C. 105 AND 546(c) ESTABLISHING AND IMPLEMENTING EXCLUSIVE AND GLOBAL PROCEDURES FOR TREATMENT OF RECLAMATION CLAIMS 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: Westinghouse Electric Company LLC (0933), CE Nuclear Power International, Inc. (8833), Fauske and Associates LLC (8538), Field Services, LLC (2550), Nuclear Technology Solutions LLC (1921), PaR Nuclear Holding Co., Inc. (7944), PaR Nuclear, Inc. (6586), PCI Energy Services LLC (9100), Shaw Global Services, LLC (0436), Shaw Nuclear Services, Inc. (6250), Stone & Webster Asia Inc. (1348), Stone & Webster Construction Inc. (1673), Stone & Webster International Inc. (1586), Stone & Webster Services LLC (5448), Toshiba Nuclear Energy Holdings (UK) Limited (N/A), TSB Nuclear Energy Services Inc. (2348), WEC Carolina Energy Solutions, Inc. (8735), WEC Carolina Energy Solutions, LLC (2002), WEC Engineering Services Inc. (6759), WEC Equipment & Machining Solutions, LLC (3135), WEC Specialty LLC (N/A), WEC Welding and Machining, LLC (8771), WECTEC Contractors Inc. (4168), WECTEC Global Project Services Inc. (8572), WECTEC LLC (6222), WECTEC Staffing Services LLC (4135), Westinghouse Energy Systems LLC (0328), Westinghouse Industry Products International Company LLC (3909), Westinghouse International Technology LLC (N/A), and Westinghouse Technology Licensing Company LLC (5961). The Debtors principal offices are located at 1000 Westinghouse Drive, Cranberry Township, Pennsylvania OBJECTION TO DEBTORS RECLAMATION NOTICE PAGE 1

2 Pg 2 of 5 Weir Valves and Controls USA Inc. ( Weir ), by and through undersigned counsel, hereby files its Objection to Debtors' Reclamation Notice Under the Order Pursuant to 11 U.S.C. 105 and 546(c) Establishing and Implementing Exclusive and Global Procedures for Treatment of Reclamation Claims [D.E. 1387] (the "Reclamation Notice"). In support of this objection, Weir respectfully states as follows: JURISDICTION 1. On March 29, 2017 (the "Petition Date"), each of the Debtors filed a voluntary petition for relief under Chapter 11 of Title 11 of the United States Code (the "Bankruptcy Code") in the United States Bankruptcy Court for the Southern District of New York (the "Bankruptcy Court"), initiating the above-styled case. 2. The Bankruptcy Court has jurisdiction over this matter pursuant to 28 U.S. C. 157 and 1334(b). This matter is a core proceeding pursuant to 28 U.S.C. 157(b)(2)(A) and (B). Venue is proper in this District pursuant to 28 U.S.C and BACKGROUND 3. Prior to the Petition Date, Weir provided specially manufactured valves and controls to Westinghouse Electric Company LLC ( Westinghouse ) for use in nuclear power plant construction. 4. On April 7, 2017, Weir filed its Notice of Reclamation Demand of Weir Valves and Controls USA, Inc. [Dkt. No. 163] ( Original Demand ) asserting its reclamation claim. 5. On May 24, 2017, the Court entered an Order Pursuant to 11 U.S.C. 105(a) and 546(c) Establishing and Implementing Exclusive and Global Procedures for Treatment of Reclamation Claims [Dkt. No. 542] ( Procedures Order ). OBJECTION TO DEBTORS RECLAMATION NOTICE PAGE 2

3 Pg 3 of 5 6. In response to the Procedures Order, on June 13, 2017, Weir filed a Supplemental Notice of Reclamation Demand of Weir Valves and Controls USA, Inc. [Dkt. No. 722] ( Supplemental Demand ) 7. Substantial documents supporting the reclamation claim by Weir are attached to the Original Demand and Supplemental Demand. 8. Section 546( c) provides that a vendor may reclaim goods, if such goods were received by the Debtors within 45 days before the commencement of the chapter 11 case. 9. On September 21, 2017, the Debtors filed the Reclamation Notice. Exhibit A attached to the Reclamation Notice reflects a total claim asserted by Weir in the amount of $361, ( Weir Reclamation Claim ). Of this amount, Debtors propose for reclamation claim purposes to disallow (i) the amount of $36, as non-goods, (ii) the amount of $74, as goods received outside the period, (iii) the amount of $18.00 as amounts that do not match records, and (iv) the amount of $249, for insufficient documentation. 10. Debtors Reclamation Notice states in Paragraph 14 with regard to insufficient documentation that, Despite multiple attempts by the Debtors to collect this information from the requesting Sellers, the Debtors have not received sufficient information to identify the goods these requesting Sellers seek to reclaim. Neither Weir nor its counsel have ever received any inquiry or request by the Debtors or their counsel regarding a lack of documentation with regard to the Weir Reclamation Claim or a request to provide further documentation. 11. The Reclamation Notice does not disclose (i) what goods were received outside the period and (ii) what part of the claim was for non-goods. Weir disputes the position of the Debtors and will seek further disclosure from Debtors. OBJECTION TO DEBTORS RECLAMATION NOTICE PAGE 3

4 Pg 4 of The Debtors objections to the Weir Reclamation Demand should be overruled and the Weir Reclamation Claim allowed. Debtors should be required to disclose to Weir what documents are missing, what goods were delivered outside the period and which invoices were for non-goods. RESERVATION OF RIGHTS 13. Weir hereby reserves all of its rights, claims, defenses, and remedies under the Bankruptcy Code and other applicable law. Weir reserves the right to assert additional claims against the Debtors, and to amend, modify, and/or supplement this objection and/or the Weir Reclamation Claim. WHEREFORE, PREMISES CONSIDERED, Weir respectfully requests that the Weir Reclamation Claim be allowed, and for such further relief to which Weir may be justly entitled. DATED: October 11, Respectfully submitted, JACKSON WALKER L.L.P. By: /s/ Michael S. Held State Bar No Michael S. Held State Bar No Ross Avenue, Suite 600 Dallas, TX (214) Telephone (214) Fax kstohner@jw.com ATTORNEYS FOR WEIR VALVES AND CONTROLS USA INC. OBJECTION TO DEBTORS RECLAMATION NOTICE PAGE 4

5 Pg 5 of 5 CERTIFICATE OF SERVICE This is to certify that on this 11 th day of October, 2017, a true and correct copy of the foregoing was served via the electronic case filing system upon the parties listed below and all parties requesting electronic notice of all filings: Garrett A. Fail Gary Holtzer Robert J. Lemons Weil, Gotshal & Manges LLP 767 Fifth Avenue New York, NY Albert Togut Togut, Segal & Segal LLP One Penn Plaza Suite 3335 New York, NY United States Trustee U.S. Federal Office Building 201 Varick Street, Room 1006 New York, NY /s/ OBJECTION TO DEBTORS RECLAMATION NOTICE PAGE 5