American court hearing recordings and interviews - November 12, 2025 Bankruptcy Court Hearing (The Dolphin Company/Leisure Investments Holdings LLC, et al.)

Episode Date: November 12, 2025

Re bankruptcy sale of Marineland assets in Florida

Please be seated. Morning. Morning, Your Honor. Alsa, Milki, and Conaway on behalf of the debtors. This is the time set aside for the debtor's sale of their marine land assets located in Florida. In particular, the debtors are seeking approval of the sale of their business at the Marine Land Dolphin facility as a going concern and the debtors are seeking approval of the transfer of three dolphins from the marine land facility to theater of the sea which is an educational

marine park also located in Florida when we were last before you on Monday your honor the court approved the debtors request to reopen the auction for the sale of marine land because the debtors have received a bid that would provide slightly higher value from the marine land assets, then the then designated successful bid that had been submitted by Delightful Development. Specifically, Delightful Development had submitted a bid for $7.1 million in cash, with a real property associated with the facility. And number one, Apex LLC had submitted a bid for $6.5 million in cash, assumption of liabilities, assumption of contracts, and employment to the debtor's employees. That bid provided the debtors with approximately $635,000 in cost savings, which provided the

debtors with slightly over $7.1 million in value. The parties proceeded to an auction on Monday afternoon, at which no other parties decided to bid further. Therefore, Apex Association was designated the highest bid. We filed a notice of successful bid on the docket yesterday at docket number 729. The debtors also filed a conformed sale order on the docket yesterday at docket number 731. The debtors are prepared to go forward today with the sale of marine land as a going concern

to Apex Association. If it pleases the Court, we'll begin with an evidentiary record. We have five witnesses today. We have Mr. Boardwin, Mr. Mletchko, Mr. Wagstaff, Mr. Rubel, and Mr. Jackson. With the court's permission, Mr. Rubel and Mr. Jackson are appearing via Zoom. The debtors have filed six corresponding declarations at docket numbers 633, 703, 703, 705, 706, 707, and 727. Your Honor, if I may approach, we have all of our exhibits today in the binder. Yes, thank you.

Mr. Jackson's declaration is docket number 633. Mr. Bordwins is 703. Mr. Mlachko's is 705. Mr. Wagstaff has two declarations at 706 and 707, and Mr. Rubell's declaration is at 727. Mr. Ruvall is the successful bidder for the Marine Land Transaction. Mr. Jackson is the successful bidder for the Theater of the Sea Transaction. Mr. Bordwin is with Keene Summit, and he is the debtor's real estate broker.

Mr. Malachco is with Green Hill, which is the debtor's investment banker, and Mr. Wagstaff is the debtor's CRO. Now, I believe that the exhibits that we're submitting today are seeking to have him admitted, and I believe that they are uncontested at this time, we would ask that those be admitted as the direct testimony in support of the sales. Does anyone object to any of the declarations that counsel has asked to be admitted into evidence?

I hear no one. They're admitted. Thank you, Your Honor. We also ask that the affidavits of service, which are found at dockets number 466, 471, 495, 498, 527, 533, and 581 admitted. And those are also included in the exhibit finder that you provided. Are there any objections to those declarations, which I understand are, or certificates of service that counsel has listed? I hear no one. They're admitted. Also, Your Honor, we have a few additional exhibits.

There's a dip budget and the underlying purchase agreements that are included in the binder as well. Just to cover all the bases, we ask that all of the exhibits that be submitted with that binder be admitted into evidence. Well, let's walk through them so that parties know what they are. Aside from the declarations... and the certificates of service so I think your honor it'll be easier to say what's not in here that isn't a declaration because it's primarily the declarations 2a is the Jacoby letter of intent which is attached to one of the declarations 3a is the rubal letter of intent which is attached to the

Mellechco declaration seven and eight are the asset purchase agreement for the transactions. Oh, I'm sorry, seven is the asset purchase agreement for the backup bid. Eight is the transfer agreement to theater of the seat. Nine is the dip budget that goes through January 4th. The rest are certificates of service. Not that it needs to be in here,

but there's a bid procedures order as well at tab 18. And that's it. Are there any objections to any of those exhibits coming into evidence? I hear none. They're admitted. Thank you, Your Honor. I'll briefly pause here. Your Honor, my colleague, Mr. Neiburg, would like to proffer the supplemental testimony

of Mr. Wagstack, which will cover the reopening of the auction on Monday. I will permit that and then I will also afterwards ask if there is any cross-examination of any of the witnesses, either the declarants or Mr. Waxon. Thank you. Mr. Nyberg. Good morning, Your Honor. Michael Nyberg, Premium Connoewey on behalf of the debtors. My reading goggles on. Your Honor, thank you.

Call to testify, Mr. Wagstaff would testify that since the October 27th hearing, the debtors brought counsel for APEX up to speed on the sale process, bidding procedures, and necessary documentation required for a going concern sale of the marine land property. Apex requested, when their debtors granted extensions to the bid deadlines, and late in the evening of Thursday, November 6, Apex submitted a going concern bid in the amount of $6.5 million. The bid package received from Apex consisted of a markup of the form APA that the debtors had provided a budget and copies of certain account statements to demonstrate sufficient funds for the purchase price. Mr. Waxedeth would also testify that between November 7 and November 9,

the debtor's advisors engaged in multiple extensive discussion with Apex's counsel regarding the terms of the proposal. The debtors, their advisors, and counsel also met numerous times between November 6 and November 9 with the lenders and their council, and counsel for the committee to assess the Apex Bid. Mr. APEC would further testify that the debtors determined that the Apex Goin Concern bid, which provided for $6.5 million in cash, assumption of all contracts, retention of substantially all employees, and no contingencies to closing would allow the debtors to realize significant administrative cost savings of approximately $635,000, as compared to the delightful development, real property bid. And while the Apex bid was for $6.5 million in cash

as compared to Delightful Development's $7.1 cash offer, the debtors determined that the Apex Comin Concern bid provided greater overall value to the estates through the combination of cash plus avoided costs. Mr. Waxstaff would testify that the debtors worked with Apex and its council to finalize the APA, and APEX submitted an executed version of the APA to the debtors on the morning of November 10th.

The debtors deemed the Apex bid is a qualified bid under the bidding procedures. The debtors considered the alternatives, and after consulting with the consultation parties, the debtors determined that the best path forward for maximizing value and to ensure a thorough process was to reopen the auction. Mr. Waxstaff would then testify, testify that after the November 10 status conference before the court, the debtors assembled the participating bidders, puts in companies, delightful development, and Apex, and the auction

was reopened. Before the auction was formally commenced, the debtors advised the bidding parties that the Apex bid was the current, highest and best offer, inviting the parties to submit competing bids. At the auction, the debtors advised the bidders as to the terms of the bidding procedures, and how the debtors would value the different bids received by the parties in terms of overall consideration to the estates. Mr. Wagstaff would testify that Hudson and Delightful Development both declined to submit an additional bid. Delightful development confirmed for the record that it shall be considered the backup bidder, and Hudson confirmed it shall be considered the backup bidder. Finally, Mr. Waxstaff would testify that the Marine Land sale and the three dolphins being sold to the other sea,

is critical to the debtor's ability to continue these Chapter 11 cases, given the current dip budget and financial circumstances of the debtors. In particular, the early December close date was a material term of the Apex deal that will allow the debtors to manage liquidity. The proceeds from these sales are necessary to satisfy the debtor's immediate cash needs through the end of 2025. That concludes the proper to supplement Mr. Waxev, declaration testimony. thank you I will accept that it's his proffer does anyone wish to cross-examine mr.

Waxstaff does anyone wish to cross-examine mr. Lushko Does anyone wish to cross-examine Mr. Bordwin? Does anyone wish to cross-examine Mr. Jackson? Does anyone wish to cross-examine Mr. Rubel? I hear no one. Okay. may continue thank your honor i'll try to avoid repetition from prior hearings your honor but there is a little bit of overlap on the marketing process um so hopefully i can um establish that

quickly and we can get to today's event um as this court well knows the debtors began these cases uh with significant liquidity challenges let me ask this question i'm sorry before you go on Is this the beginning of your argument? Well, yes, Your Honor. Okay. Let me ask if there's any objecting party that has any evidence that they want to present. I hear no one. The evidentiary record is closed.

Thank you, Your Honor. So the jurors began these cases in a tough position. They had significant liquidity challenges and substantial obligations to their business. and their employees, their animals, et cetera. The debtors initially focused on obtaining necessary post-petition financing. Ultimately, that was approved in the amount of $43 million in new money, as Mr. Keenan discussed on Monday.

After engaging in a substantial amount of litigation over governance and other issues, the debtors stabilized their operations and then commenced a sale in marketing process, which began in earnest in July. The debtor's investment banker and real estate broker Greenhill and Keene Summit, respectively, conducted the marketing of the Florida assets. The marine land facility itself was marketed as a joint effort between Keene and Greenhill,

both as a going concern sale and a real property sale. The bid and objection deadlines for the other Florida assets, which included marine land, was established as October 6th. The auction was scheduled for October 13th, and the deadline to object to conduct of the auction was established as October 16th. The bid procedures order, including the bid procedures, were served on the notice parties identified in the bid procedures order, which included the entire creditor matrix, contract counterparties, anyone expressing an interest in the assets, and all of the regulatory and governmental authorities

implicated by the debtor's operations. The Keene and the Greenhill teams created and refined marketing materials for the assets, which included a confidential information memorandum which was provided to any interested party. The Keene Team, in addition, coordinated drone and other exterior photography, which was used for the marketing materials and the property listings. Those materials were sent directly to strategic buyers, both regionally and Florida and nationally. The Keene team published print advertisements of the sales in the Miami Herald and various regional news publications. In addition, electronic marketing materials were circulated via digital

advertisements, internet listings, and industry publications. Keene also coordinated a mass email publication to more than 20,000 contacts in Keene's proprietary database and using certain specialty commercial real estate software. So these substantial efforts led to significant engagement with various parties and interests. Those stats, the debtors were able to track the views of the electronic marketing materials. The materials received tens of thousands of views. More than 180 parties executed confidentiality agreements to access the virtual data room and conduct due diligence. And the Keene and the Greenhill teams engaged extensively with parties regarding various aspects of the case and the proposed transactions.

Leading up to the bid deadline, to establish a baseline bid from marine land at the auction and in consultation with the consultation parties, which in this case of the committee and the lenders, the debtors selected a stocking horse bid for the real property associated with marine land at a value of $3.5 million. Thereafter, the debtors received bids for the real property in excess of the stocking horse bid, and the sale proceeded to an auction. On the eve of the auction, about four days after the bid deadline, the debtors received a non-binding letter of intent from John and Barbara Rubel for Marine Land as a going concern. At that time, the debtors reviewed and considered the letter of intent and attempted to work with the parties to have them submit a qualified bid. Ultimately, the Rubles at that time, who were working with a few other individuals, were unable to submit a qualified bid in advance of that. auction. Therefore, at that time, the debtors proceeded with two bidders for the marine land assets. Harold Bordwin, who's in the courtroom today, with King's Summit, presided over the auction. The debtors met with each party in advance. The bidders had an opportunity to answer

questions, to have counsel present, and the debtors went over both the auction process and the specific bidding procedures. Thereafter, the auction began with marine land. property at a starting bid of 3.7 million and it proceeded in fifty thousand dollar increments over 34 rounds. Delightful development was identified as the successful bidder with a winning bid of 7.1 million. Hudson Company's LLC was selected as the backup bidder with a bid of 7.05 million which comprises 6.98 million in cash and then the $70,000 breakup fee as non-cash consideration. At that time, the debtors had not received, and still, had not received any other bids for the dolphins at Marine Land.

The Theater of the Sea was designated a successful bidder for those dolphins. Originally, Theodore of the Sea proposed to take two dolphins, but after discussions with the debtors and after viewing the dolphins, the theater of the sea agreed to take three dolphins, which comprised two siblings and a mother. I'll get to this a little bit more, but I'll just say now that Theodore of the Sea is an established and family-owned and licensed educational marine park that's been operating since 1946. It's also located in Florida. Its mission is to provide homes for animals while inspiring awareness and sensitivity toward animals, the environment, and conservation issues. It has notably had a handler on. on-site at Marine Land four weeks.

And again, it has the requisite permits in place. The purpose of having that handler on place is to bond with the animals, ensure that there's someone there supervising care. I think it's pretty clear. And Marine and, excuse me, theater of the sea has demonstrated a significant interest in ensuring that the transaction closes timely

and they're well prepared to transfer the animals. So following the conclusion of the initial auction Your Honor, the debtors filed notices of successful bidders, proposed sale orders, and executed asset purchase agreements, and those can be located on the docket at 5802, 603, 629, 630, 631, and 647. And then we appeared before the court for the first time on the sale to delightful development. However, as Your Honor is aware, the rubles and certain other folks objected to the sale and asserted that they did not. have a sufficient opportunity to bid. As we, I'm sure that you saw in our papers, the debtors strenuously disagree with the coalition's position on that point. However, the debtors heard

your comments and notably the coalition obtained Mr. Joyce as counsel, which as I mentioned on Monday was extremely helpful. We discussed with Mr. Joyce the status of the sale process, the history of his clients' efforts, the circumstances of the Chapter 11 cases, We provided him with a summary of bid requirements, the relevant sale pleadings, a form APA for marine land as a going concern, which was available to all bidders in the data room. We explained that if the coalition wished to have additional time to submit a bid for the marine land assets, then the debtors would extend the deadline to October 31st. On the 30th, Mr. Joyce requested a further extension, and the debtors agreed to further adjourn the bid deadline for the coalition. to November 3rd. November 3rd came and went.

Without a bid from Apex or other members of the coalition, we understood from discussions with Mr. Joyce and Apex that the coalition had been working to submit a bid, but at that time there were significant challenges and it was unclear a winner if they would. So we proceeded to submit a replies in support of the sale, along with proposed orders. On Thursday, November 6th last week, Apex submitted a bid to the debtors for marine land as a going concern.

That bid package, as Mr. Nyberg discussed, consisted of a markup of the form APA that the debtors had provided Apex. A budget copies of certain account statements to demonstrate sufficient funds for the purchase price. The debtors had additional questions about the bid submissions, including with respect to various regulatory issues. And so counsel for the debtors and Mr. Joyce extensively discussed the terms of the proposal. Thereafter, the debtors, advisors for the debtors, the lenders, their advisors, we also discussed with counsel for the UCC. We all met several times on Friday and over the weekend to assess the economics of the proposal. And that included an analysis of the net cash proceeds that would be available to the state, to the estate,

with respect to each proposed transaction. Ultimately, the debtors determined that the bid submitted by number one Apex Association would yield approximately $635,000 in non-cash consideration to the estate in the form of cash savings associated with not having to move animals, not incurring fees associated with various wind-down issues. While the debtors were hesitant, as Mr. Neiberg discussed, to disrupt the self-progressed, process. The debtors extensively considered the available alternatives and determined that the best path forward for maximizing value to creditors was, and to ensure a thorough process, was to reopen the auction and proceed with additional bidding. As I mentioned this morning,

we reopened the auction on Monday afternoon. It proceeded by Zoom. The debtors worked with all parties in advance, including the backup bidder, to ensure that the parties could attend. And the debtors followed the same procedures that I previously outlined regarding the initial auction. In specifically, YARN, we met with each party, made sure that everyone had an opportunity to ask questions and understood the process. The bidders committed to complying with the bidding procedures, and they confirmed that they had not engaged in collusion or any other improper practices. After reopening the auction, the debtors announced the highest bid, and no further bidding ensued. Therefore, the debtors closed the auction and selected Apex is the successful bidder. Delightful development in Hudson companies, as Mr. Nyberg discussed, both committed to be backup biders.

So just briefly provide some quick overview of the bids. They're fairly straightforward. With respect to Theodore of the Sea, it's a $500,000 cash bid. Transfer will occur shortly after closing. Again, Theodore of the Sea is already on site and already has all the necessary permits. and we would expect the closing to proceed promptly. Theater of the Sea is responsible for the transport of the animals. That has always been a provision of the transfer agreement

and the arrangement with Theater of the Sea, but we've also made that clear in the sale order as well that theater of the sea will be the party responsible for transport of the animals. With respect to marine land, there are no contingencies. There are a few termination rights to the extent that certain governmental approvals are not obtained promptly. The closing of the sales are contemplated to take place promptly with an outside date of not later

than December 5th. That was an important and material term for the debtors. And as you've discussed, there's liquidity challenges here. And we need to ensure that there's sufficient time for the debtors to, one, obtain and receive the cell proceeds. But then if there is any issue with closing, that we have sufficient time to be able to close on a backup transaction before the end up.

the end of the year. All of the sales are subject to a broker fee. Marine land, as I mentioned, was jointly marketed, so there's a split fee with Greenhill and Keene, and in the case of theater of the sea of fee for Greenhill. Go ahead, excuse me, given that the assets are being sold as a going concern, the animals at Maryland will, except for the three that are moving to theater of the sea, will remain in place. So that's an overview of the bid. Before I move on, to sort of the standards for sale approval, which I know Your Honor is very familiar with.

Is there any other questions that you have about the bid? Yes, I do. What contracts are being taken? Do we know at this point, I didn't see schedules in what was sent over? There's a notice of assumption and assignment on the docket, Your Honor, and they're taking all of Marine Land contracts

that are associated with that. Okay, and that was sufficiently noticed out, so parties have that notice, and are there any cure, issues I didn't see any pure objections on the agenda the only objection that we received and wasn't an objection really it was a reservation of rights was from the landlord for dolphin connection so a totally different property totally not a contract that's relevant to the sale okay okay well as your honor well knows the standard for

approval today is whether the debtors have demonstrated sound business justification that there's been adequate and reasonable notice of the sale that the sale has been proposed in good fate, and that the purchase price is fair and reasonable. The record establishes all of those factors. And as Mr. Rive Staff's testimony demonstrates, the debtors are facing liquidity challenges that's borne out in the dip budget that we have submitted,

and they must sell their assets to mitigate cost and maximize value for creditors. As Mr. Borgland and Mr. Mletchko's testimony demonstrates, the debtors ran a thorough and public process pursuant to the court's bidding procedures. The debtors filed and served all of the documents required by the bidding procedures to all of the notice parties in these cases, which is borne out in the affidavits of service that we've submitted. And then finally, Mr. Rubel's declaration confirms that the bid was submitted in good faith and without collusion. On that record, Your Honor, we submit that the approval of the sale is in the best interest to all creditors and stakeholders, and that the debtors have demonstrated sound business judgment in moving forward with the sale.

So we do ask that the court approve the sale. I'll note just for the record and to kind of go through some of the responses that we received. They had previously noted that we received an informal response from the office of the United States trustee. We resolved that response with some revision to the proposed sale order. We also received an objection from Trade Wins, which is a judgment creditor of Control Adora Dolphin, another debtor. Treguins withdrew its objection at docket number 628. And that leaves, Your Honor, the several letters that have been docketed over the past few weeks objecting to the marine land property.

We submit that those are largely moot at this point. Several of them had requested that the dolphins remain in place and that marine land continue as a going concern, which obviously this transaction accomplishes. to the extent that there are any outstanding responses that aren't resolved by this particular transaction. We would submit that those parties, while insured, has been informative for the court and other parties in interest, do not have standing to object to this particular sale, particular sale, and that none of them have asserted any legal issue with the particular transactions, and therefore the transactions should be approved.

With that, I am happy to answer any questions that you may have about the transactions or the sale order, which I appreciate we filed later yesterday, so I'm sure you haven't had a ton of time to review. I have not, which is one of the reasons I was 10 minutes late. Thank you. But let me hear from others. Your Honor, Paul Keenan from Baker McKenzie on behalf of the dip lenders. Just a few comments on the economics and timing of close.

First of all, I just want to thank Keene Realty and Greenhill again for reopening the auction and doing it in a very professional and smooth manner. As you know, Your Honor, the Apex bid is a go-in-concern. Whereas the bid from Delightful Development. was to a real estate developer, essentially. While we reopened the auction, the sale price did not appreciably come up at all, that pretty much stayed where it was.

And there was a fair amount of attorney time in the last couple of weeks to reopen the auction. So at moment, we're almost like, have lost some money, if you will, in the last couple of weeks on reopening the auction. The closing for this date for the sale is on December 5th. And as I explained on Monday, the finances of this estate, unfortunately, are in a very precarious position. And so we did make it very clear to both the successful bidder and the backup bidder that we're going to have to stick with that closing date.

And if Apex can't close, then per the terms of their contract, we're going to have to keep their deposit. I just wanted to make that abundantly clear here because in a lot of situations, especially when it comes to go in concern safe, there are issues and closing dates slip this one can't slip and it's not just because that's the way the dip lenders feel but it's because the CRO's essentially formed us based on their pro forma dip budgets that the estate is going to have serious liquidity issues as of mid-December if the three sales don't close meaning the sale for St. Augustine which is the sale we're talking about today the sale of Gulf World, which is Panama City, and also the sale of the three dolphins to

from Dolphin Connection. So it's critical that all three of those sales close well in advance of December 15th. And also, I would just point out that somewhat ironically, the cash price for Apex is 6.5, the cash price from the lightful is 7.1. The reason why Apex is considered the highest and best bid is because the bid to delightful development or real estate developer would involve wind down costs that are not incurred in the Apex bid. Part here that makes me a little uncomfortable is in the next three weeks the estate is going to incur those wind down costs. And then if Apex can't close in December 5th, the estate's already incurred that.

So that's why we would have to pivot quickly to the higher bid and keep the, deposit because then the estate's going to be even further in the hole so I just again we made this clear to both Apex and Delightful and at the auction on Monday that we would unfortunately have to really stick to the terms of the agreements in both instances and I just want to make sure that is clear and on the record thank you you're from anyone else number one apex association your honor your honor I rise only to just thank the court and the parties for the cooperation here for getting here today your

honor but most of all I want to let the court know that the only reason we are here today partly because of that cooperation but mostly because of the determination your honor of the rubles and the rubles could not be told no with respect to their desire to preserve this park and keep the animals in place and it's that determination, Your Honor, that puts in front of you today, Your Honor, and seeking approval of the sale. Thank you. That's all I have, Your Honor. Thank you. Anyone else?

Okay. Well, I have in front of me today two uncontested sales. The first of the marine land property as a going concern to apex and the second, the sale of the three dolphins to Theodore of the Sea. I think counsel did set out the 363 standard, but let me augment that. The plain terms of Section 363 require notice and an opportunity to object in a hearing, and therefore it's incumbent upon me to make an independent review and to determine whether the proposed transaction makes good business sense and is in the best interests of the debtor. That degree of scrutiny with which I take a look at, that transaction from an independent

perspective is informed when there are meaningful objections to the transaction. And the court then takes a look at the transaction as also informed by the parties. And again here at this point, I have no objections. So I'm looking at it from that perspective. Also it's clear that the debtors and the court are entitled to take a look at the non-economic if you will, terms of the sale, whether there's a going concern, whether there's not. Whether, as in this instance, the collateral is not not in the ordinary. This isn't equipment. This isn't widgets. It isn't

a retail store that you can just shut the doors on one day. This is a business which is about animals, engagement with animals, educational, in this case, research, research so the court has to be informed by all of those considerations here I will find that not only has the debtor exercised its business judgment appropriately but that I too believe that this sale to apex and the backup bidders is appropriate in these circumstances. Clearly there is a need to sell these assets in advance of a plan. There has clearly been adequate notice and marketing which is generated as we heard in the evidence thousands upon thousands

of views by various types of parties who are interested in all of these debtors assets. Did this sale produce a fair price? I will find that it did. The debtor has exercised its judgment now as to what is the highest and best price. has considered the, not only the actual cash bids, but the avoided costs that are avoided because of the fact that the high bid now is a going concern, retention of employees, assumptions of contracts, which also lessen claims against the estate or have the potential to lessen claims against the estate. The auction process, as it unfolded, I find to be fair, that all parties had an opportunity

to bid at the reopened auction, that the debtors confirmed. in the reopened auction that all parties had the opportunity to participate by Zoom, including the two backup bidders, and the, and no party put in a bid that has been valued at higher than the Apex bid. Good faith, there is nothing to suggest that any of the bidders act, other than in good faith. There's been no evidence of any type of collusion and there's been no reason

that any of these bidders could be found to have acted in other than good faith. I will approve Apex is the highest bid. Delightful Development LLC. as the first backup bidder and Hudson Company's LLC as the second backup bidder. The lender has emphasized, counsel for the lenders has emphasized the importance of the closing date in the agreements. And that that is a material term of the deal and that that date is not going to slip. and consideration of the need to close is appropriate, and the rubles and Apex are obviously cognizant

of that need to meet that December closing date. And hopefully, they will be able to meet that closing date. If not, there are backup bidders. And the parties have the rights they have under their agreement. Let me turn to the sale of the dolphins, to theater of the sea. I can make the same findings with respect to the sale. of the three dolphins Sandy Saleh and Capri the my understanding from my presentations is that the theater of the sea is it has all the permits

that they need that it needs to be able to transfer the three dolphins in an expeditious manner that The Theater of the Sea has a handler on site who is already familiar with the animals, and I trust that the animals will be transported in a way that causes the least harm and trauma to them. So I will approve that sale as well. Again, there is no suggestion that there is anything other than good faith in this transaction. This theater of the sea is the only bidder for these three dolphins, and certainly appears to be an appropriate bidder and an appropriate home for these three dolphins,

as the debtors have determined in their business judgment as well. Before we go over the order, let me also note, we did get a lot of interest from parties, whether they are particular, whether they are standing or not, there was clear, clear voice coming from members, of the Dolphin community and members of the Flagstaff community.

Let me particularly note the letters I got from the Flagler Palm Coast High School students there and their teacher. And I appreciate the engagement and encourage young people to continue to engage when they see something that is important to them. I think in this instance, the rubles through Apex have been given the opportunity to continue this as a going concern, and I hope they are able to take advantage of that opportunity. So with all that, I will approve the sale and let me take a look at the order. And let me note if I didn't that obviously my approval is based on the declarations that were admitted into evidence as well as the other exhibits.

Thank you. Thank you. Thank you. Okay, well, maybe because I didn't have that much time to look at it, and I don't have any changes. The, um, it's pretty clean and I see that it's consistent with the changes that we made previously, which I appreciate. So I have that order for Marine Land. Do I'm sure I look at the order for the theater to see. Let me take a look at that one.

It's tab V in the panger. Yes. And it is also in the same form just without contracts. I'm going concerned language. Okay, I did notice, I don't have any comments on that order. I did notice in the animal transfer agreements that there were results of medical exams and lab tests, et cetera, I assume all of that has passed and that there are no concerns and that as has been represented, the other, the sea is ready to and willing to take the animals.

I'm not aware of any concerns. Okay, thank you. So I did not have any comments on that order either. All right. I will enter both of them. Great. Your Honor, we'll have those orders uploaded when we get back to the office. Very good.

Thank you. Thank you. Anything further for today. We're adjourned. Thank you. Thank you.