American court hearing recordings and interviews - Season 3. Episode 12. October 31, 2023. In re Core Scientific, Inc et al chapter 11 bankruptcy case number 22-90341, audio of hearing held in bankruptcy proceedings pending before the U.S. Bankruptcy Court for the Southern District of Texas #crypto

Episode Date: November 5, 2023

Per the agenda filed with the court, the hearing was on: EMERGENCY MATTER: 1. Emergency Motion of Debtors for Order Approving Amendment of Purchase and Sale Agreement (Docket No. 1366) Status: This matter is going forward. Related Documents: A. Debtor’s Emergency Motion for Order Approving (I) Global Settlement Between Debtors and Celsius, (II) Sale of Cedarvale Facility and Related Assets, (III) Entry into Amended TNMP Contract and Assumption and Assignment of Transferred Contracts and (IV) Granting Related Relief (Docket No. 1236) B. Emergency Order Approving (I) Global Settlement Between Debtors and Celsius, (II) Sale of Cedarvale Facility and Related Assets, (III) Assumption and Assignment of Transferred Contracts and (IV) Granting Related Relief (Docket No. 1292) C. Witness and Exhibit List (Docket No. 1371) For free public access to the bankruptcy case docket see https://cases.stretto.com/corescientific/

Conference, muted. Okay, good afternoon, everyone. Today is October 31st. I'm going to call the 1 p.m. case. Happy Halloween to those who celebrate 22903.41. Of course, scientific here on an emergency motion to approve an amendment to a PSA. I'll take appearances in the courtroom. If you just wish to make an electronic appearance, just please hop on the Southern District of Texas website and make an electronic appearance.

I will take appearances in the courtroom. Good afternoon, Your Honor. Cliff Carlson-O-Wa-Wa-Gauchel on behalf of the debtors. And join with me as Alfredo Perez and Alcern-Craftree. Okay. Good afternoon. Good afternoon, Your Honor. Jennifer Hardy of Wilkie Farre on behalf of the Official Committee of Unsecured Creditors.

Good afternoon. Anyone else wish to make an appearance? Please hit five-star. All right, Mr. Carlson. Thank you, Your Honor. So, first off, thank you for hearing us on an emergency basis. We apologize we're having to file this on short notice. The relief we're seeking today is pretty narrow.

Just to give a little bit of background, we finalized the settlement with Celsius that was approved by the court in early October. It resolved major litigation between the parties, both in course bankruptcy cases and Celsius bankruptcy cases before Judge Golan. As part of that transaction, we sold our selling to Celsius, the Cedarvale facility. And so the settlement was documented in this purchase and sale agreement. The amendment we now need to make is to correct the legal description of the land. At the time of signing the PSA, we had a legal description, but we hadn't had a survey conducted yet.

Celsius conducted the survey post-signing, pre-closing, and discovered this error that we now need that. correct so that we can move forward with closing the title insurance company that's underwriting the insurance policy is requiring that this amendment be approved by the bankruptcy court to issue the policy and so we are now at a spot where this is the final piece to be able to move forward and close the transaction we're seeking emergency relief because the closing date is is today at four four p.m. central and so we'd ask the court to um enter the order where we're happy to answer any questions and we have Michael

Broves from the company available as well to the extent your honor requires any testimony or has any questions. It seems like it's just a technical tweak. That's required. Let me just open it up. Does anyone wish to be heard?

Okay. I'm going to note then that before the court is a request filed at docket number 1366 to approve an amendment to the PSA agreement. And this filed at document number 1366 on October 29th, it seeks emergency relief. I'm going to grant emergency consideration of the motion. I believe it's appropriate under the circumstances.

I'm going to find that notice and service under the circumstances is appropriate. As Mr. Carlson noted, there's already kind of been in order approving the sale. This is more of a technical modification to that order. and emergency relief was required, and I'm going to grant it. I've reviewed the proposed order. It looks fine to me, just correcting a legal description, but the deal is still the same. The sale is still the same.

So I think it makes sense for me to sign this order today, and I've reviewed a proposed order. Is the one that you filed at 1366, still the version you want me to sign? That's right, Your Honor. Okay. So I'm going to sign this now. I'm going to ask Ms. Saldania to enter this order on the docket as quickly as possible. I've sent it to do docketing.

I'm going to ask her to sign it right now just so that you can get this as quickly as possible. I hit the docket. Great, very much. I appreciate it. Happy closing. Anything else we need to talk about today? That's it. All righty.

I'm going to stay up here and sign a few orders, but everyone's excuse. Thank you very much. Your Honor. Have a good day.