Case: 14-11916-HJB Doc #: 1930 Filed: 06/16/15 Desc: Main Document Page 1 of 7 UNITED STATES BANKRUPTCY COURT DISTRICT OF NEW HAMPSHIRE Chapter 11 In re: GT ADVANCED TECHNOLOGIES INC., et al., Debtors. 1 Case No. 14-11916-HJB Jointly Administered Hearing Date: None necessary unless ordered by the Court Hearing Time: N/A ASSENTED MOTION OF THE OFFICIAL COMMITTEE OF UNSECURED CREDITORS TO EXTEND THE DEADLINE FOR FILING OBJECTIONS TO DOCKET NOS. 1872 2 AND 1915 3 The Official Committee of Unsecured Creditors 4 (the Committee ) of the abovecaptioned debtors and debtors-in possession (the Debtors ), by and through its undersigned counsel, hereby files this Assented Motion of the Official Committee of Unsecured Creditors to Extend the Deadline for Filing Objections to Docket Nos. 1872 and 1915 (the Motion ). See infra notes 2-3. In support of the Motion, the Committee respectfully represents as follows: 1 The Debtors are: GT Advanced Technologies Inc., GTAT Corporation, GT Advanced Equipment Holding LLC, GT Equipment Holdings, Inc., Lindbergh Acquisition Corp., GT Sapphire Systems Holding LLC, GT Advanced Cz LLC, GT Sapphire Systems Group LLC, and GT Advanced Technologies Limited. 2 Debtors Second Motion Under Bankruptcy Code Section 1121(d) for Order Extending Exclusive Periods to File Chapter 11 Plan and Solicit Acceptances Thereof. Docket No. 1872. 3 Debtors Motion for Order, Under Bankruptcy Code Sections 105, 363 and 365, Bankruptcy Rules 2002, 6004, 6006 and 9007, and Local Bankruptcy Rule 6004-1, Approving Sale of Certain Assets of GT Sapphire Systems Group, LLC to Thermal Technology, LLC Free and Clear of Liens, Claims, Encumbrances, and Interests. Docket No. 1915. 4 On October 14, 2014, the United States Trustee for Region 1 (the U.S. Trustee ) appointed the sevenmember Committee consisting of: (i) Manz, AG; (ii) U.S. Bank National Association, as Indenture Trustee; (iii) Fidelity Convertible Securities Investment Trust; (iv) Elmet Technologies, Inc.; (v) Meyer Burger AG; (vi) SGL Carbon LLC; and (vii) Sanmina Corporation. Docket No. 127.
Case: 14-11916-HJB Doc #: 1930 Filed: 06/16/15 Desc: Main Document Page 2 of 7 1. Currently pending and scheduled for hearing before this Court on July 16, 2015 at 10:00 a.m. (DST) is Debtors Second Motion Under Bankruptcy Code Section 1121(d) for Order Extending Exclusive Periods to File Chapter 11 Plan and Solicit Acceptances Thereof (the Second Exclusivity Motion ). 5 2. In addition, currently pending and scheduled for hearing before this Court on June 24, 2015 at 2:00 p.m. (DST) is Debtors Motion for Order, Under Bankruptcy Code Sections 105, 363 and 365, Bankruptcy Rules 2002, 6004, 6006 and 9007, and Local Bankruptcy Rule 6004-1, Approving Sale of Certain Assets of GT Sapphire Systems Group, LLC to Thermal Technology, LLC Free and Clear of Liens, Claims, Encumbrances, and Interests (the Sale Motion ). 6 3. The deadline to object or respond to the Second Exclusivity Motion and the Sale Motion is Wednesday, June 17, 2015 at 4:00 p.m. (DST) (the Objection Deadline ). 4. The Debtors and the Committee have agreed to extend the Objection Deadline for the Committee to object to (i) the Sale Motion to Tuesday, June 23, 2015 at 12:00 p.m. (DST) and (ii) the Second Exclusivity Motion to Wednesday, June 24, 2015, at 10:00 a.m. (DST). 5. The Committee is continuing to work with the Debtors to address various questions relating to the Sale Motion as well as numerous complicated issues in these cases related to matters including potential debtor-in-possession financing and certain intercompany issues that are instructive to the request set forth in the Second Exclusivity Motion. Preferring to resolve matters consensually, the Committee and its professionals have requested more time to address these issues. 5 Docket No. 1872. 6 Docket No. 1915.
Case: 14-11916-HJB Doc #: 1930 Filed: 06/16/15 Desc: Main Document Page 3 of 7 6. The Debtors have assented to the requested extension. 7. Because this Motion is assented and the relief requested herein fosters the efficient administration of justice by promoting the amicable resolution of disputes, no memorandum of law is included herewith. In the event that one would otherwise be deemed required, the Committee requests that the Court waive that requirement. NOTICE 5. Notice of the foregoing has been provided to, inter alia: (a) counsel for the Debtors; (b) the Office of the United States Trustee; and (c) in accordance with the Order Pursuant to Bankruptcy Code Section 105(a) and Bankruptcy Rule 1015(c) and 9007, Implementing Certain Notice and Case Management Procedures, 7 to all other parties listed on the most recent Master Service List filed by the Debtors. The Committee submits that no other or further notice of this motion need be provided. PRIOR REQUESTS 6. The Committee has not previously sought an extension of the deadline to object to the Second Exclusivity Motion or the Sale Motion. The present extension request does not require the continuation of the currently scheduled hearing. 7 Docket. No. 83.
Case: 14-11916-HJB Doc #: 1930 Filed: 06/16/15 Desc: Main Document Page 4 of 7 WHEREFORE, the Committee respectfully requests that the Court enter an order: A. Granting this Motion and extending the Objection Deadline for the Committee to object to (i) the Sale Motion to Tuesday, June 23, 2015 at 12:00 p.m. (DST) and (ii) the Second Exclusivity Motion to Wednesday, June 24, 2015, at 10:00 a.m. (DST). Dated: June 16, 2015 B. Granting any and all additional relief the Court deems necessary and just. DEVINE, MILLIMET & BRANCH, P.A. By: /s/ Charles R. Powell Charles R. Powell, Esq., #5507 111 Amherst Street Manchester, NH 03101 Tel: (603) 669-1000 Fax: (603) 518-2461/ (603) 518-2973 cpowell@devinemillimet.com -and- KELLEY DRYE & WARREN LLP By: /s/ James S. Carr James S. Carr (admitted pro hac vice) 101 Park Avenue New York, New York 10178 Tel: (212) 808-7800 Fax: (212) 808-7897 jcarr@kelleydrye.com Co-Counsel to the Official Committee of Unsecured Creditors of GT Advanced Technologies Inc., et al
Case: 14-11916-HJB Doc #: 1930 Filed: 06/16/15 Desc: Main Document Page 5 of 7 CERTIFICATE OF SERVICE I, Charles R. Powell, Esq., do hereby certify that on the date referenced below, I served a copy of the foregoing, as well as the accompanying proposed order via CM/ECF upon the following: Office of the U.S. Trustee USTPRegion01.MR.ECF@usdoj.gov Luc A. Despins, Esq., of Paul Hastings LLP, Counsel for Debtors GT Advanced Technologies, Inc. et al. lucdespins@paulhastings.com James T. Grogan, III, Esq., of Paul Hastings LLP, Counsel for Debtors GT Advanced Technologies, Inc. et al. jamesgrogan@paulhastings.com John M. Sullivan, Esq., of Preti, Flaherty, Beliveau & Pachios LLP Counsel for Creditor Apple, Inc. nhbankruptcyfilings@preti.com Michael F. Walsh, Esq., of Weil, Gotshal & Manges LLP Counsel for Creditor Apple, Inc. michael.walsh@weil.com GT Advanced Technologies Inc. 243 Daniel Webster Highway Merrimack, NH 03054 Paul Hastings LLP 75 East 55 th Street New York, NY 10022 Attn: Luc Despins, Esq. and Christopher Fong, Esq. Paul Hastings, LLP 600 Travis Street, 58 th Floor Houston, TX 77002 Attn: James T. Grogan, Esq. Nixon Peabody LLP 900 Elm Street Manchester, NH 03101-2031 Attn: Daniel W. Sklar, Esquire dsklar@nixonpeabody.com and Holly J. Barcroft, Esq.
Case: 14-11916-HJB Doc #: 1930 Filed: 06/16/15 Desc: Main Document Page 6 of 7 hbarcroft@nixonpeabody.com Office of the U.S. Trustee for Region 1 1000 Elm Street Suite 605 Manchester, NH 03101 Attn: Geraldine Karonis USTPRegion01.MR.ECF@usdoj.gov and Ann Marie Dirsa on behalf of the Office of the U.S. Trustee ann.marie.dirsa@usdoj.gov U.S. Bank National Association 60 Livingston Avenue St. Paul, MN 55107 Attn: Hazrat R. Haniff Internal Revenue Service 1000 Elm Street, 9 th Floor Manchester, NH 03101 U.S. Securities & Exchange Commission 110 F Street, NE Washington, DC 20549 Apple Inc. 1 Infinite Loop Cupertino, CA 95014 Attn: Jessica L. Fink, Senior Restructuring Counsel Joseph J. McMahon, Jr. Ciardi, Ciardi & Astin 1204 N. King Street Wilmington, DE 19801 And, in accordance with the Order Pursuant to Bankruptcy Code Section 105(a) and Bankruptcy Rule 1015(c) and 9007, Implementing Certain Notice and Case Management Procedures, 8 upon all other parties listed on the most recent Master Service List filed by the Debtors, and served by overnight mail upon the attorneys for GT Advanced Technologies, Inc., et al. Dated: June 16, 2015 By: /s/ Charles R. Powell Charles R. Powell, Esquire (BNH 5507) Devine, Millimet & Branch, P.A. 8 Docket. No. 83.
Case: 14-11916-HJB Doc #: 1930 Filed: 06/16/15 Desc: Main Document Page 7 of 7 111 Amherst Street Manchester, NH 03101 603-669-1000 cpowell@devinemillimet.com
Case: 14-11916-HJB Doc #: 1930-1 Filed: 06/16/15 Desc: Proposed Order Page 1 of 2 UNITED STATES BANKRUPTCY COURT DISTRICT OF NEW HAMPSHIRE In re: GT ADVANCED TECHNOLOGIES INC., et al., Debtors. 1 Chapter 11 Case No. 14-11916-HJB Jointly Administered ORDER ON ASSENTED MOTION OF THE OFFICIAL COMMITTEE OF UNSECURED CREDITORS TO EXTEND THE DEADLINE FOR FILING OBJECTIONS TO DOCKET NO. 1872 AND 1915 Before the Court is the Assented Motion of the Official Committee of Unsecured Creditors to Extend the Deadline for Filing Objections to Docket Nos. 1872 and 1915. It is hereby ordered that: (1) The Motion is granted without prejudice to the Official Committee of Unsecured Creditors right to seek further extensions; (2) The deadline for the Official Committee to object to Debtors Motion for Order, Under Bankruptcy Code Sections 105, 363 and 365, Bankruptcy Rules 2002, 6004, 6006 and 9007, and Local Bankruptcy Rule 6004-1, Approving Sale of Certain Assets of GT Sapphire Systems Group, LLC to Thermal Technology, LLC Free and Clear of Liens, Claims, Encumbrances, and Interests [Docket No. 1915] is extended to June 23, 2015 at 12:00 p.m. (noon) [DST]. 1 The Debtors are: GT Advanced Technologies Inc., GTAT Corporation, GT Advanced Equipment Holding LLC, GT Equipment Holdings, Inc., Lindbergh Acquisition Corp., GT Sapphire Systems Holding LLC, GT Advanced Cz LLC, GT Sapphire Systems Group LLC, and GT Advanced Technologies Limited.
Case: 14-11916-HJB Doc #: 1930-1 Filed: 06/16/15 Desc: Proposed Order Page 2 of 2 (3) The deadline for the Official Committee of Unsecured Creditors to object to Debtors Second Motion Under Bankruptcy Code Section 1121(d) for Order Extending Exclusive Periods to File Chapter 11 Plan and Solicit Acceptances Thereof [Docket No. 1872] is extended to June 24, 2015 at 10:00 a.m. (DST). Entered in Springfield, MA Henry J. Boroff Bankruptcy Judge