American court hearing recordings and interviews - Season 8. Episode 7. June 25, 2025 Bankruptcy Court Hearing (The Dolphin Company/Leisure Investments Holdings LLC, et al.)

Episode Date: June 30, 2025

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Good afternoon, Your Honor. Sean Greach from Young Conaway on behalf of the debtors. Your Honor, just two matters that are going forward today. One is a status conference and then start with status if I could. Let's give an update first on animal welfare. The positive news, at the beginning of this month, the debtors completed the move of the dolphins from the Gulf World Marine Park to various other locations.

Gulf World housed two varieties of dolphins. of dolphins. And one of the reasons why I like to do in bankruptcy is you get to learn lots of things that you never thought you would. There are two types of dolphins that Gulf World housed. One is the bottlenose dolphin. That's your terseops truncatus, Your Honor. And the other is the more rare rough-tooth dolphin, which is the steno-brenadensis.

So there may only be one other aquarium in the U.S. that presently houses the stenos. So we coordinated with that facility, the Clearwater Marine Aquarium, to get the Debtors Forest Stenos to that facility. The bottlenose dolphins were rehomed in marine land in St. Augustine and the dolphin connection in the Florida Keys. All reports are that all the animals are acclimating well to their new locations. I need to say this is a challenging process. It involved numerous facilities, staff and vets from numerous facilities who made sure that the animals were kept very safe, every step of the way. We had universities assisting with fast-tracking, animal health screening.

We had federal regulatory agencies helping to fast-track and do that. track and give emergency waivers to move the dolphins and we had state and local authorities in Florida who the better team worked with on a daily basis as issues came to our attention and helped us facilitate these transfers so so this is a significant undertaking turning then to the first matter on the agenda which is the status comments regarding your honor's order enforcing the automatic stay your honor entered that order on June 5th we're back here your honor to provide an update in connection with that order.

We did file on Monday a report from Mr. Wagstaff. It outlines some developments which in our view are concerning. And it highlights areas where Mr. Albor is continuing to interfere with the debtors operations. The report focused on really three main categories. One is interference with financial operations. Second is interference with access to records. And third is ongoing legal actions in violation of your own

order. So first, interference with the financial operations, Your Honor may recall at the hearing on the motion to enforce the state, we noted that Mr. Albor had reported the debtors among all of their approximately 40 bank accounts have roughly $47,000 in the bank. And this struck us as remarkable given, given and really despite Mr. Albor's sworn testimony that it was simply a low point as a result of various costs that need to be paid and the park revenues from the company's busy season were due to come in. We discovered after finally being granted access to employees and the financial records that at some point after the May 21st hearing on this day violation motion,

Stralbor apparently went to a store, purchased a number of point-of-service credit card scanning devices and used those devices to reroute all the Mexican Park revenues into a non-debtor company by the name of Projectos EICTibles called PES. Mr. Albor apparently directed the company's legal counsel, Ms. Esteban, to create a backdated agreement between Control Adora Dolphin and PES, whereby Control Adora would essentially hand over operations of the Mexican parks and all Mexican park revenues to PES, and PES would, in addition, receive some additional consideration from Controllator Dolphin.

I think we found today there was also a backdated lease agreement that Mr. Albor was negotiating in connection with that transaction. We also have discovered, Your Honor, Mr. Albor, had been directing the Caribbean affiliates to circumvent the debtor bank accounts with respect to funds transferred upstream from the Caribbean affiliates. Those affiliates funded cash into an account held by Elysium Properties Investment. We learned that Mr. Albor's deposition back in May that Elysium Properties was a company that Mr. Albor incorporated in Delaware about 10 years ago, and that it is a completely Albor family-owned entity with Mr. Albor as a company.

its only member. Mr. Albor insisted at his deposition that Elysium did no business with the Dolphin Company and had nothing to do with the Dolphin Company at all. Our access to the bank records shows that was not accurate. Exhibit F to Mr. Wagstaff's report demonstrates over $263,000 being transferred from just two of the company's Caribbean affiliates to Elysium in just the month of May. 15,000 May 1, 12,000 May 6, over 55,000, May 7, 23,000. 3,000 on May 9th, 78,000, May 13th, over 20,000, May 23rd, 50,000 on May 28th, and over 10,000 on May 30th. So Riveron has taken steps necessary to stop this ongoing diversion of the estate's revenues in Mexico. We're doing what we can to make sure that similar diversions of revenues are not taking place in connection with the other parks.

Riveron has begun the process of going back through the bank records to find out where the money from PES has gone. What we found is that the funds diverted the PES were used to pay, for example, Mr. Albor's personal legal counsel, Cervantes-Gibierrez, that's shown in the exhibit B to Mr. Wagstaff's report. The bank records from the Caribbean parks demonstrate some irregularities as well. One example being a payment made to Mr. Harris Castan, you may remember, was here in court on May 21st, sitting right next to Mr. Albor as his personal attorney. There will be more, we suspect, as Riveron continues to feel this onion. this morning, as I mentioned, we found out about this leasing

that was apparently signed and backdated. And Riveron is working feverishly to put together a reliable cash flow budget and make sure operations remain steady. Your Honor, Mr. Albor has not provided any information to assist us. The only thing Mr. Albor has done in connection with addressing his interference with the financial operations is asked for debtor employees to provide information regarding PES to Riveron. Even there, he suggested that cooperation should be conditional, only to the extent the parties are released from any liability.

We attached to the report Exhibit C from Mr. Albor. Your Honor, this is slowed progress in addressing Mr. Albor's misconduct. It's multiplied the costs to the debtors in addressing this PES scheme. And as I mentioned, we've gotten absolutely no information regarding the Caribbean Park funds to divert it to Elysium, where those funds went, why they went there, and when we should expect them back. This has definitely put the debtors in the top position. We were forced to scramble at the end of last week to make sure that there was sufficient funds available in the company accounts to pay payroll, which we did manage to do.

So that's interference with financial information and assets. Interference with access to records. Mr. Wagstaff's report also outlines the pattern of interference, both overt and covert, with respect to Riveron's efforts to obtain the necessary records to operate the business, both in the ordinary course and in the manner of required of a debtor in possession. It seems as though every day progress is marred by some distraction or delay tactic. Fortunately, Riveron has worked closely with key debtor corporate employees and developed a positive trusting relationship with them, which has allowed the debtors make progress

in many areas. One area, however, where it's notably not been in the case, is in the legal group. As noted in Mr. Wagstaff's declaration, on Saturday, Mr. Albor sent his personal driver, who we discovered is on the debtor's payroll. to go to the headquarters building and attempt to change the locks for the legal department. Similarly, the company's incumbent in-house counsel, Ms. Esteban, has not willingly cooperated with any request of her. In fact, Riveron learned that the debtor's contract files are located in a locked room in the headquarters,

normally accessible only by Ms. Esteban with the use of her fingerprint. Exhibit G to the report is an email sent to Ms. Esteban seeking her cooperation in accessing the contract files. after not getting a response to this, I emailed Mr. Albor's counsel on Friday last week to try to resolve this and let him know absent cooperation. Riveron would be forced to gain access to that building, that area of the building by circumventing the fingerprint access lock. Uncoincidentally, the day after that email was sent is the day that Mr. Albor sent his driver to headquarters to change the lock for the entire week. Ultimately, though, as Mr. Wagstaff report state, states we were able to. We've all done it. Stuck our fridge with good intentions only to sacrifice news.

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and he threatens everyone that he will contact the district attorney if they continue this process. Again, the same district attorney who dispatched multiple armed personnel to the headquarters back in April when Mr. Albor made such a demand. So, Your Honor continued interference with... Finally, legal actions and violations of your order. Again, this is a black and white example of Mr. Albor's ongoing contempt. Exhibit H is another Emparo for Mr. Albor filed

with the assistance of Clyden Co. Challenging the dismissal of the concourse of mercantile and various other orders entered in connection with that dismissal. Your Honor, you'll recall that those are the orders finding that the actions taken by the debtors to obtain such dismissal were authorized, appropriate, and not enjoined in any way. In some, Mr. Albor's continuing to wage the control litigation that paragraph 4A of your order stated,

he could not pursue without obtaining stay relief. In addition, he stated in the papers that he filed, in Mexico, you filed in those Emparo papers that he was serving as attorney in fact for control adora dolphin, a statement that's completely inaccurate as a matter of Mexican law, and it's also inconsistent with Your Honor's order, which concluded that Mr. Albor has no authority to act on behalf of the debtors. So, Your Honor, this is all proof positive of what we suspected for some time, and Mr. Albor is defiantly violating the state, and not only simply by ignoring the effect of the governance changes. Rather, the violations are far more audacious.

and cynical than that. He's attempted to appropriate state funds. He's threatened debtor employees and advisors in an effort to impede access to the records. He's ignored a clear and unambiguous restriction on continuing to prosecute the control litigation without getting stay relief. There can be no doubt, Your Honor, as to his willfulness in continuing to violate the stay, and it is continuing and ongoing contempt of the order. So, Your Honor, we're here today asking the Court for further help. Your Honor, paragraph 9 of your order provides that the court will set a hearing to determine actual damages. It's clear the company has been actually damaged by Mr. Albor's

various schemes to exert control over the debtor's assets, both prior to the entry of that enforcement order and after the entry of the enforcement order. So, Your Honor, we'd ask the court set a date for that hearing on actual damages. We proposed to have that hearing set in phases first with respect to hard costs, meaning professional fees and expenses related directly to litigating with Mr. Albor and winning compliance with the stay.

And we'd ask, Your Honor, to hear us on that at the July 23rd on this hearing. We propose scheduling at a further hearing down the line after Riveron has had the opportunity to complete the deeper diet into the financial records. And we'd ask that, later hearing, we consider other economic losses incurred by the debtors in the form of lost revenue unnecessarily incurred. costs borne by the debtors as a result of defiance of the stay and assets diverted by Mr. Albor for his personal interest and not return to the estates. Finally, Your Honor, paragraph 11 provides that sanctions may be awarded in appropriate circumstances to ensure no further violations on the stay. Based on what we've learned in just the past two weeks, we submit that these circumstances

cry out for the imposition of daily sanctions referenced in New York. There doesn't appear to be any other way to impress upon Mr. Albor the criticality of complying with the stay. It seems as though Mr. Albor's attitude is one of, Catch Me If You Can. Nearly each day for the last two weeks, the result of that day has been in the need for some discussion with Mr. Albor's counsel,

which in some case was resulted in token compliance, but in many cases it's been partial compliance, partial remedies, non-answers, or an outright. So some of the discussions with Mr. Albor's counsel appear to result in more serious non-compliance, which again, I think, goes to the point that we're not in a position where Mr. Albor is intending to comply with the order. Our employees and advisors are continuing to be threatened by Mr. Albor's threats to resort to local police. That's where we were back in April.

Your Honor has an inherent power to issue sanctions and punish noncompliance with the court's orders. The debtors suggest that nothing less than a daily sanction is likely to coerce Mr. to truly comply. We believe you're within your power to act in furtherance of your order. Your order gave Mr. Albor notice of the potential results of his failure to comply. And we believe that, Your Honor, should take that order and revise it to impose a daily sanction. In fact, we urge, Your Honor, to do so, to allow us to move forward. Your Honor, we would ask that you do that today.

that that was something that your honor's order previously contemplated if you look at the order the order requested that mr. Albor submit a notification certification when he had corrected the corrected his his violations of the automatic stay we have absolutely no corrective certification your honor and in fact as as noted it does not appear that one is in the office. In fact, we're going the opposite direction. So, Your Honor, we don't believe that there's any way to move forward here other than to impose a daily sanction. Thank you, Your Honor. This is James Moon on behalf of Mr. Albor. Can you hear me okay? And, Your Honor, thank you for hearing me. I'm actually at the Florida Bar Conference right now.

So this is the best I can do, but I really did want to make sure that I gave you at least another side of what's going on. with respect to the hearing. The first thing I want to point out, Your Honors, we're here for a status conference, and while I appreciate that there's some very severe allegations here, I'd like to point out that, number one, we just got the declaration on Monday. We intend to respond to it.

I can tell you I'm literally holding in my hand right now in English translation of an affidavit, of the driver that they have accused of going to change the legal department door that has an affidavit that he was there, therefore the personal office, not for the legal department, in fact, was blocked by security cards when he tried to go to Mr. Albor's office. So we would submit that at the appropriate time, but just pointing out procedurally first, and then I'd like to get into a couple of the

responding to a couple of the allegations made, Your Honor. Your Honor, what's been alleged here are some allegations that there are continuing violations of the stay? And I'd like to put that aside and talk about that as opposed to violations of your stay enforcement order. If you recall it your hearing, Your Honor, you made a very clear distinction between allegations of stay violations that you wanted to see cease, and you made very clear that if there were any further violations of your order, you would consider daily sanctions. So I want to put those in two buckets. And you've heard today, Your Honor, that there's about three things that they're alleging that are problematic in the Declaration. The first has to do with, I believe they said, access to records.

Now, Your Honor, if you look carefully at Mr. Waxstaff's declaration, he alleges that Mr. Albor's personal representatives are the ones that are somehow advising the employees what records can and cannot be turned over. There are two points I'd like to make about that, Your Honor. First, you'll recall that pursuant to the order, Mr. Albor was to have his personal representatives in there to make sure that his personal records were not caught up in any records that were turned over to the debtors. So on some level, there had to be a gatekeeping function. Now, what was said into whom we don't know? That's not in the declaration. I would like a chance

to test whatever those allegations are. But what we hear are that Mr. Albor's representatives said something about certain records. We don't know what. So I don't know if they were talking about. telling the employee. We've all done it. Stock our fridge with leafy greens and good intentions, only to have our future self-sacrifice quality nutrition for the convenience of takeout. Keep your body and mind nourished all day with a whole-body meal shake from Kachava. It's got 25 grams of protein, 6 grams of fiber, greens, and so much more. But the best part, it actually tastes delicious. With six indulgent flavors to choose from, it's easy to make a superfood-packed shake. From chocolate, vanilla, and chai to macha, coconut assay, and strawberry, you've got endless

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I don't know because we haven't taken discovery. So that's just a procedural point on that specific issue, Your Honor. The other thing is you may have heard there seems to be an issue with Ms. Esteban, who is the chief legal officer or was, it's not really clear to me what her status is right now. And she's filed, I think, some sort of a labor dispute or something with respect to being terminated. And so that's an issue all into herself. She doesn't want to cooperate until she's paid. But that is not Mr. Albor's doing.

And Mr. Albor only had personal representatives for access to the building, Your Honor. Not for everything that goes on in that office, especially when it's unclear whether Ms. Esteban was acting as a chief legal officer. at the time when she was making those statements. So that's a factual issue that we kind of need to drill down on your honor. So that's on the records. With respect to the transfer to PES, Your Honor, that's an important point. And I will tell you that when I was notified of it, I immediately stepped into action. And I think Mr. Gritcher will back me up here nearly every time something has come up and he has reached out to me,

I have immediately responded. In fact, Your Honor, I can tell you on one specific occasion, one of their employees sent me an email, copied with a few other people, telling me action that they were taking that I saw, was clearly a violation of the stay order. I did not wait for Mr. Gritcher to contact me. I reached out to him, and I actually talked to Mr. Wagstaff, too, because that's how concerned I was about what I was seeing. I stopped it in its tracks. So I just want to be clear, Your Honor. It's not an issue that if they raise something, we're not trying to address it. We absolutely are.

But let's talk about that PES, and let's talk about the Elysium transfers. Your Honor, those transfers occurred before your stay enforcement order. So they may be additional accusations of violations of the stay, but they are not violations of your enforcement order, and nothing has happened with those accounts since that time. With respect to PES, as soon as I found out about it, was about the same time Mr. Gretcher found out about it, and Mr. Albor was very clear that they could talk to the owner of PES, get a full accounting of everything that went in and out of those accounts, and that those accounts were used because it wasn't because, let me say this, the reason those accounts were open was not because the debtors got control of the bank. records is because they were frozen, Your Honor. And what happened is once they were frozen in those

orders, remember that April 4th order, they went to the banks. I forget the name of the largest one, but the BM, B, B, B, B, or that one. And they told them, they told Mr. Al Bair, and I believe they told the debtors that they have to go to their legal department for review, but until they're done with it, the records were frozen. In the meantime, payroll needed to be paid, Dolphins needed to be fed, and that's why they tried to bypass that. I'm not excusing it, Your Honor. I'm not excusing it, but I'm telling you that's what happened. And with respect to any potential damages,

that will come out when they take a look at the accounting that's coming from those records because they have full access to them now. So the point is, is I don't believe that that's something that a daily sanction is going to remedy at all. The same thing with the leesium, Your Honor. Your Honor, we have procedures in place. If transfers are coming out of debtor estates,

we have a procedure in place for clawing those funds back, seeking avoidance, and they are fully able to either take discovery or file an avoidance action to do so. But daily sanctioning Mr. Albor for those when they have other remedies that are actually pursuant to the bankruptcy code are the appropriate remedy to do that. Your Honor, I'd also talk about the fact that there were talks about the driver, and as I mentioned, have an affidavit that I only got this morning because we had to get it translated. But it is an affidavit signed by the driver talking about the fact that he was not trying to change locks on the legal department. In any event, he didn't change anything. Those locks were not changed by that driver.

Now, let's talk about the Emparo, because that's something that I immediately, I will tell you, made my eyebrows go up. I think Mr. Greacher will back me up on that too as soon as I heard about it. But let me be clear about something there, Your Honor. Mr. Albor, and I've had quite a few discussions with him since finding out about this Emparo filing. Number one, you may recall that we were at the hearing. There were Mexican counsel present in the courtroom. Those counsel were from the Servantes firm, CDA, which are Mr. Albor's personal attorneys. The attorneys that filed that Amparo is Clyde & Company.

Your Honor, I haven't even spoken with any of them since the beginning of this case. I don't know what they were doing. I don't know what their thought process was when they filed it. I had been trying to determine that, I assure you. But here's the point, Your Honor. Mr. Albor is crystal clear that he is concerned about preserving his constitutional rights in Mexico as a Mexican citizen. The actions that he took were on advice of counsel in Mexico. It certainly did not come from me, but he did get counsel from Mexico that were emphatic

that if he did not file the Emparo, when he did, he would have waived all rights to any of the dispute that he had. And Your Honor, I can give you a little bit more context of that. I'm not a Mexican lawyer, so I'm going to give you broad strokes here, but this is one of the things that I think at a further hearing you're going to want to hear about. But in any event, you know that there are a couple of legal matters that were pending in Mexico. One is a challenge to those March 28 corporate governance resolutions. And the other has to do, an Emparo challenging the withdrawal of the Conferso Mercantile. Remember, this was not a dismissal. This is a withdrawal. And therefore, the Conquerso Mercantile court simply accepted it and said,

okay, well, if the person that's in charge of Control Adora wants to withdraw it, who am I to say no? And allowed the withdrawal to proceed. That has been challenged in an Emparo. The initial Empirot on that matter was filed on April 23rd, but it wasn't admitted because of an internal appeal. And what has to happen, Your Honor, under Mexican law, is they have to basically extinguish all rights at the same time when they do that. And at the same time, they had this what was called a motion for reconsideration, a recurso de revocation, which meant that the empire couldn't be accepted

until that was handled and dealt with. Once it was, which was recently and unfavorably to Mr. Albor, that allowed them to procedurally continue the defense with filing the Emparo. It does not in any way take control of the debtors. It does not in any way change their ability to operate.

It is simply preserving his constitutional rights under Mexican law. And there was a deadline to do that, Your Honor, and that's why they filed it, as I understand it. And I'm sure you have more questions

about it, Your Honor. I certainly would too, but that needs to come at a later hearing. But it's certainly not the basis I think at this point to incur daily sanctions for a couple of reasons, Your Honor. Number one, if it's not doing anything to change the ability of the debtors to operate their companies, and the only thing that it's doing is preserving his constitutional right to have a higher court,

hear his appeal, which has not been heard yet, Your Honor, then they're not really being harmed by it as it stands now. And I would be the first to say, if it did, we would all need to step in and do something, Your Honor. But having said that, Your Honor, understand that if Mr. Al-Bore, his understanding from Mexican counsel is if he withdraws that empire, he will forfeit his rights or may forfeit his rights to any constitutional review of what occurred here. And as you know, as you rightly pointed out, this business was built by him over 20-something years.

It is very dear to his heart and very important to him. And so, no, he's not going to give it up easily, but he's not going to give it up easily, but he's certainly doesn't want to give up his rights. But he is at the point now, Your Honor, to make sure your Honor understands his willingness and duty to comply with your order that if he has to, he will withdraw the Emparo to make sure that you understand he is not trying to violate your order. We've all done it. Stock our fridge with good intentions, only to sacrifice nutrition for convenience. Keep your body and mind nourished with whole-body meal shakes from Kachava. It's got 25 grams of protein, six grams of fiber, greens, and so much more.

But it actually tastes delicious. Try one of Kachava's indulgent flavors today. Shop now through December 2nd to get 30% off your first purchase of two or more bags. Go to Kachava.com and use code news. That's KACHAVA.com, code news. Keep in mind, Your Honor, this was not something that was done with my knowledge at all. So, you know, I would have probably taken a different tack if it were me. but the counsel that did this, I haven't even been in contact with.

Finally, Your Honor, I would say with respect to the sanctions that they want, Your Honor, we do have a procedure in place for that. It's called 362K, and they will have an opportunity to have a hearing on whatever injury and whatever party thinks that they were injured by any violations of the stay. With respect to a sanction for violating your order, I think that requires us to take a look at what is the damage that can be seen, stopped by entering those daily sanctions. To me, Your Honor, a daily sanction is designed to do one or two things. Force compliance or force them to stop taking an action, whoever is the recipient. But what action are we

forcing to have happen with the daily sanction if you were to enter it? And what action are we telling him to stop? He does not have control of the PES accounts. There are no further assets going to the Elysium accounts. There's nothing to stop. It's there. The only thing left is an accounting to find out where that money was going, and if the debtors believe

that there is a valid basis to do, so they can certainly bring an avoidance action, Your Honor. So that would be my point about that. And I'm sorry, let me just make sure I've got all of my... So anyway, so that's what I think that you'll have the opportunity at the hearing as Mr. Breacher laid out. The only thing I would ask, Your Honor,

is I think we're going to need a little bit more time before you set those hearings. And it's not because I don't think those things should be teed up as soon as we can. The problem is, is if they're going to submit that they want to have a hearing on costs, I don't know what those costs and fees are. I have not seen time records. I don't know what has been categorized is what. And typically, and I've actually done this before, and actually analyzing fee applications with respect to trustee, but we need to look at those and categorize them and whether they're subject to challenge, whether there was duplicate billing, and whether these fees would have been incurred anyway as a matter of an ordinary course of a

Chapter 11. We need to have an opportunity to take discovery. So I would submit, if they believe that they have an ability or want to lay out what those costs are that they're seeking recovery for, they can do it with either something like a motion to tax fees and costs, motion to assess, you know, the injury. I think liability is already there with respect to the automatic stay issues, but if they got something else, they can bring that up and then tell us what is it that you want to have monetarily come back and what's it based on so that we can challenge that.

And finally, Your Honor, with respect to timing, the only thing I ask is for a little bit more time for Mr. Albor before you said that, and preferably after July as a housekeeping matter and I only raised it at the last of my argument because I didn't want it to get in the way of what I've had to say substantively, I will be being replaced as counsel.

We are currently looking for substitution of counsel and working quickly on that, Your Honor. But as you can imagine, it's going to take a few days to get that, and we're going to need to have counsel up to speed with respect to what's going on in this case. As you can see, even in the past month, it can be very complicated very quickly. But I don't want Mr. Albor's substantive rights to be challenged. You can see just in the applications, the legal array that's, you know, the legal power that's arrayed against them, he's going to lead a little bit of time to get up to speed with this new counsel. So I'd only ask for a little bit of time for that, Your Honor. These are very, very serious allegations that have been made against Mr. Albor.

And it is severely interfering with the debtor's operations. And we're concerned about financially what is this going to go. With all this money being diverted, it's a major issue here. And that's why the lenders are having to ask for this additional debt. I'll just take maybe three or four minutes just to not repeat many of the arguments that were made by debtors' counsel, but to give this court an appreciation of the lender's point of view in this situation. First of all, Mr. Albor's counsel seemed to me just now to go at great lengths to explain that he was not aware of his client's stay violations. No one's accusing his counsel of being complicit in any state violations.

of course concerned about Mr. Albor's violations that you're on the state. We're essentially asking the court for three things today, which are expressly set forth in the court's order. First is the per diem sanctions, which I'll revisit in a moment. Second is the July 23rd hearing fees and costs. And of course, as part of that process, we would like it to be set for the hearing on July 20th. And of course we're going to forward all of our invoices for all the various professionals involved detailing the time and expenses that are sent on that.

Obviously we're going to have to be back a lot of time entries to the extent that they can turn to find footage information. But as it's usually done in these situations, we can categorize the time that is spent. And then third, Your Honor, we'd like to reserve for a hearing after July 23rd on damages to the business. damages to the business because it's going to take some time for Riveron to make an assessment of the damages to the business and to the value of the lender's collateral as a result of all of these stable. Your Honor, with respect to the PREDM sanctions, I think that there is ample evidence on the record from before and now in order to impose those sanctions. Just briefly, Your Honor, in paragraph 4, the CRO's affidavit, he describes the diversion of funds to PES by going to Costco and purchasing point-of-sale terminals. Now, the argument we just heard now was, well, that was done because the bank accounts were frozen and the former CEO needed a way in order to pay vendors and suppliers in Mexico. Your Honor, that's not how you comply with the automatic stay in this court order.

The way you comply with the automatic stay in this court order is you turn over the receipts from the Mexican parks to the CRO so that the CRO can then pay vendors and suppliers in Mexico. It's not, you don't comply with the automatic stay by setting up your own shadow banking system. Second, what the CRO is described is the creation of backdated agreements that convey the the theme parks of Mexico, which are the land is collateral, and also we've heard on paragraph 10 evidence of funds being converted to personal accounts. On the Emporo issue, Your Honor, I distinctly recall at the hearing, Mr. Elbor is sitting in the witness box and explaining that he wore three hats with respect to control of oral welfare. He was a director, he was an officer, and he was a shareholder. And I'm quite confident, Your Honor, that if you look at the translations of the Empower that was recently filed just last week or this week by Mr. Al Gore, it was not in his capacity as a showhead. It was in his capacity as a director of officer of control of or dolphin, which is directly contrary to the express terms of this court to him.

This court was very clear not a letter in multiple places stating that Mr. Albollah should not hold himself out as a director of officer of control control control. Your Honor, what I recall is that, you know, Mr. Al-Bore stated, and his counsel's primary argument at the hearing on stay enforcement was that Mr. Al-Bore was acting in a good faith plea under Mexican law. It is very clear from this court's order that he is not to hold himself out as a director or officer of control of door, and he is continuing to do that as evidenced by the NPRO that was filed earlier this week. We also have the CROs It's here, the Omaha Steaks Cyber Sale. And there's no better time to score big savings on unforgettable gifts. USDA certified tender steaks, beefy burgers, premium air chilled chicken, and so much more. There's something for everyone on your list.

Don't wait. Shop now to save 50% site wide and an extra 20% off select packages at Omaha Steaks.com. Plus, get an extra $35 off with code holiday gift to checkout. Hurry, sale ends December 2nd. Terms apply. See, sign for details. every time he picks an action and violation to stay, it costs the estate funds in terms of Riveron trying to redirect things to bank accounts,

Riveron trying to remove unauthorized POS machines, and every time he files an unparallor. When he filed the unparallor this week, the debtor had to have their law firm, to get a law firm, go into court in Mexico to try and fend off those unauthorized fines. It is a daily, massive, incurring of a lot of money. expense to fend off these stay violations.

And it's quite obvious what a strategy is. This strategy is to grab the vendors down. If I keep committing these stay violations and I keep upping the ante on the dip lenders, maybe they'll finally give up. It's very clear what the strategy is. So I understand, Your Honor, that we're asking for, I'm sure it is not every day that this court has to impose their sanctions on an individual for violation of the stay.

And I'm sure that this court doesn't take that right. and it shouldn't, but this is about as an egregious of an example of that point. I've seen 25, those contracts. I could clarify what we know, Your Honor, and this is the point. We know what we know. We don't know what we don't know. We know that in connection with the Mexican parks, Riveron has communicated with the employees in the financial group of the debtor's business

to redirect funds from the... the park revenues into the BBVA better bank accounts. Do we know that that has been done across the board? Do we know that we've caught every single cost code purchased POS system and that there is no more money going into some other bank account? We don't. And that, Your Honor, is the point. I certainly agree with Mr. Moon,

and I appreciate the many, many calls he's taken from me over the past couple of weeks with, with daily requests. I certainly, as Mr. Keenan said, we certainly don't blame him. Excuse me, I hear someone's conversation. Please mute your phones, your computers. But frankly, the fact that Mr. Moon is going to be withdrawing from this case gives me even greater concern

that he's not going to be there to answer those questions. So we are working to get information that Mr. Moon has assisted with. giving us this information I think as best as he can get it, but we certainly don't have answers. We don't have answers across the board as to whether we've caught all of these POS systems. We don't have answers as to whether funds from the various Caribbean subsidiaries

are being sent to Elysium or being sent elsewhere. We don't have control over Elysium. We don't have access to Elysium. So you ask you a great question, Your Honor, and it's one that I don't know if I have the answer to it. And it's why, Your Honor, we suggest that a sanction is necessary. Okay.

And when does a sanction in? How do I know when you're compliant with them? Well, Your Honor, what I would suggest is that you certainly have the ability to fashion this in the way that you think that's one option I think would be to set a hearing at some point within a week, two weeks, whatever the time may be, and we come back and if we need to have an evidentiary hearing on whether he's complied or not, we can. And if he has, perhaps you'd say I'm not going to impose this. sanction. Again, the purpose here is to get compliance, to get full information.

But I'm trying to figure out what our procedural posture is. The debtor is choosing the procedural posture in which it's putting things in front of me. I am not. And this, fine him $10,000 a day, okay, when do I know that it stops? Okay, and that's what I'm trying to figure out. And I'm not sure, and the debtor so far hasn't given. me something that I can do listen I am not happy here I am not happy that I am learning about the diversion of estate assets a clear violation of the automatic stay I am not happy that I'm hearing that there is there there are is a lawyer for the debtors who seems to be and I say seems to be because I have not

evidence obstructing the debtors access to books and records, contracts, areas in the headquarters facility that the debtors should have access to. It's not clear to me, quite frankly, that Mr. Albor is not the impetus of all of this, that he is not creating the situation. It's not clear to me that he isn't, in fact, creating a situation where the employees are not cooperating. But this is somewhat of an amorphous kind of situation, okay? And I don't have any evidence in front of me today. Okay?

Mr. Wackstaff isn't here. I don't have him on the stand. I have an unsworn declaration. not a declaration I'm sorry I have an unsporn status report preliminary report I've no evidence in front of me today and there are procedures for a debtor to follow but I've got to have evidence to support the debtors positions although I will say it sounds to me as if in fact Mr. Albor is violating the state and possibly violating my order. When I drafted the order I assumed both sides that the attorneys

recognized I carefully went through each side's draft order to make certain that I was comfortable that I had evidence to support what was in the order and quite frankly where I could I chose language from mr. Albor's proposed order hoping that that would mean he would be more likely to follow it that may not be the case from what I'm hearing so I have grave concerns here about Mr. Albor's behavior from what I am learning, though I don't have evidence yet, on what was in the CRO's status report. And I, of course, as we all know, have concerns about the animal welfare here.

I'm just not sure what the debtor has given me, and certainly what authority the debtor has given me to impose on an oral motion at a status conference with no evidence the the sanction at once I am very happy to schedule and I will schedule a hearing on July 23rd and Mr. Moon I understand that may create a time crunch for your successor but so be it that is because of Mr. Albor's conduct and not the debtors. So I will have that. Of course, any damages the debtors seek at that time, there needs to be, should be immediately forwarded

so that counsel, whoever it is, has the opportunity to take a look at it and challenge it and that will be an evidentiary hearing. Mr. Moon, you can tell your client that, think you have represented him very well and that I personally think it's a shame that you are going to be replaced and but unfortunately for your successor he's going to have to just get in and get up to speed and deal with things and let me add this I think I said it before but it is not workable to every day have to call mr. Albor's counsel to report on something

and quite frankly that shouldn't be counsel's function that is not counsel's function to be the emergency call every time mr. Albor decides to do some something. So we're in a situation that is quite frankly somewhat untenable. And even if I don't impose a fine today, that doesn't mean that I won't retroactively impose a fine starting today. So Mr. Albor should be apprised of that, that I may retroactively, depending on on the evidence I hear impose a fine beginning to dead. Thank you, Your Honor. If I could just add one more thing

because Mr. Albor wanted to make sure I made this point and I missed it in my first presentation, but he has directed me previously and I have spoken with Mr. Gritcher of his willingness to try to work with Mr. Waxstaff and talk with him directly because he believes that there are some of these issues he can resolve directly.

directly if they just talk. He also believes there might be some issues because of his experience with the vendors and the issues that these parks have with assisting in the success of these parks. And he also told me he actually has had a conversation with Mr. Wackstaff. I see Mr. Wackstaff is on the Zoom, so maybe he can confirm it, but they have spoken by phone and had discussed maybe meeting when Mr. Waxstaff got back from, I believe he was in Canada. So at least on that level, I'm hopeful that there can we can tone down the litigation aspect of everything that's occurring with every time there's a question. And some of these questions can be resolved at the business person level as opposed to the legal level, which I always think is a much better way to do it.

But I'm just pointing that out for your honor so that maybe you could make the representation or have your thoughts as you would think that that would be a good thing that they do talk. And I realize there's a trust issue. But we don't get anywhere. We're not talking. Mr. Moom, talking is fine and it should occur at the business level, but what is there to talk about? Okay, that's the question. What is there to talk about? Mr. Wadsdaff and Mr. Strong, thank you, are in charge.

What they say goes, Mr. Albor should no longer be involved in the debtors and their operations, what happens on a daily basis, the receipts from the parks, or quite frankly, even, as I say this, the welfare of the animals, it's no longer his concern. It just isn't. So there is nothing to talk about. Okay? So Mr. Albor needs to understand that he is not in charge. He is not in control of the operations of these debtors. Those do you. decisions are in the hands of Mr. Strom and Mr. Wackstaff. And he should not be communicating with employees to suggest in any way that they not cooperate with Mr. Wagstaff and Mr. Strom and their representatives. All communications, all direction

should be coming from Mr. Strom and Mr. Wagstaff. So while Mr. Albor, can certainly have a discussion with Mr. Wadstaff. It's not a negotiation. I agree with that, Your Honor, and he wasn't even suggesting that. He was just suggesting, as he comes into this business and trying to deal with the vendors and all the issues that come up, that he may have some experience that he can bring the bear to help

because he does care about these companies. I'm simply conveying that message. It's not to try to exercise control. It's because he really does care about these companies. and I can tell you just from my discussions with him, and you can imagine over the amount of years that he's been with it, it's been a bumpy ride at the end here. But I don't question at least that he does care about the animals, Your Honor.

Well, I understand that, and I appreciate that. But at this point, if Mr. Wagstaff needs some assistance or thinks that Mr. Albor's knowledge and history is helpful, I'm sure he'll reach out. At this point, though, Mr. Albor needs to step back, and he needs to let Mr. Wadstaff and Mr. Strom take control and not interfere in any way with the operations of the company.

So I don't know that I can enter an order today, but I hope I've been real clear on what I expect. And I will not hesitate to, in essence, retroactively find Mr. Albor, if I find it appropriate. And is that we could impose a game by today, which he could purge. What it says is that Mr. Albor is to take the corrective measure that are listed. In draft 7, it states that Mr. Albor is to file a... corrective certification this order came out on June 5th it's now corrective certification is not been filed I'd submit to the court that the failure to file

the corrective certification which could be purged if the corrective certification is filed by some later date and it's not contested factually here's our concern here he will he will he's been violating the automatic stay every single basis is already coming. He would continue to do it. That's four more weeks a day. We find is accruing for, again, for failure to file the corrective certification, it's been since June 5th, former CEO, that within days,

because they'd be desperate to show their compliance with the court's order in the automatic stay. It's now two or three weeks later, it's not on file. It's not unfiled because, He can't say that he's corrective the argument. So let's impose the fine, and this court can expunge or purge the fine, if he later files the corrective certification, it's deemed to be accurate. Perhaps that's a way in which we can actually compel compliance, because, to be frank, Your Honor, if we're going to set the hearing for July 23rd, I will.

I haven't stopped any of that. As I said, the debtor has been deciding procedurally how to handle this matter. I have not. Thank you. Your Honor, Mr. Keenan stole my thunder, I was going to point to paragraph 7. And again, Your Honor, my suggestion had been that the procedure that the debtors had chosen to follow was what we thought was the procedure that Your Honor had suggested, which was anticipating that the next move here, if you will, was for Mr. Albor to come into compliance

with your order and to certify that he had come into compliance with your order. And given that we are three weeks away and just three days away, you know, three days ago, three business days ago, Mr. Albor, continued to violate your order in black and white by filing an umparo without asking, Your Honor, for relief from the automatic state to do so, and filing that allegedly on behalf of the debtor, which your order said that he did not have the right to do so. That's why I say, Your Honor, we seem to be going in the wrong direction. And so, Your Honor, we're certainly happy to take the court's lead, and we'll certainly proceed with a hearing on the 23rd, that's the correct approach.

But I just wanted to note that that was... Well, for the hearing on the 23rd, I'm giving you the hearing on the 203. This is not my approach. Okay? You ask for it, I'm giving it to you. Whether I will impose sanctions today, I'm going to think about.

I've heard the request, and I'm going to think about it, and I will either issue an order or I won't, but I will give it some thoughts. Thank you, Honor. That's all I have. I appreciate the time. Let's move on to the next amount.

Your Honor, if I may, I think that there's nothing else that requires me to be here. I'd just like to ask to be excused if that's okay. Yes, certainly. Thank you, Your Honor. I'm going to start getting Taylor on behalf of Denner's. We're going to pivot now to the DIP motion, which is agenda item number three. General, I'll keep my comments brief. We're now on the fourth iteration of our interim order.

As has been previewed previously with the court and obviously today, given ongoing litigation efforts, and the enforcement compliance efforts in this case, the debtors are in need of additional liquidity and funding to prosecute the Chapter 11 cases and to operate their businesses. As you heard today, the debtors have obtained access to their Mexican records and bank accounts, and they are obtaining access to the revenues that are coming in, as far as we know.

So hopefully that will be easing some of the burden going forward. The Riveron team is working closely with their Mexican counterparts to determine cash flow means and that kind of thing that are working on a prospective budget for later on. And we'll be updating the budget as additional information becomes available. The debtors have requested and the lenders have agreed to fund an additional $10 million in new money dip loans. The debtors have submitted a budget in support of that additional commitment along with a declaration from Mr. Wagg staff detailing the funding needs, the debtors, liquidity constraints, the challenges that the debtors have faced in these cases, and the debtors limited ability to source financing from alternative sources. Mr. Wadstaff has been in Mexico dealing with operational issues for the past week or so.

He is currently on route from Mexico. We did ask the court for accommodations that we can attend by Zoom today. He is present on Zoom and available for cross-examination if necessary, although we under understand today, which I'll get to in a moment that there are no objections to the relief requested. They don't anticipate that anybody will need two plus examinerant. So if there's no questions from the court, we'd like to move Mr. Wadstaff's declaration into evidence this time. Any objections? No, it's in a matter.

The debtors submit that the facts of these cases, additional financing at this point, is imperative to payroll, to satisfy operational expenses, etc. It's also important in this case, Your Honor, to fund a sale process. The debtors believe at this point that we are at a pivot in the Chapter 11 cases and that we can start to focus on more traditional Chapter 11 efforts. As Mr. Pinin referenced earlier, the debtors did file retention applications for King's Summit as a real estate advisor and Greenhill as an investment banker and those professionals have been consulting with the debtors on a go-forward sale process. We anticipate filing a motion in the next few weeks. As part of the As part of the additional agreement,

provide additional funding in the Chapter 11 cases. The lenders have demanded certain case milestones be implemented in the cases. These are standard milestones and are intended to put some structure and guard wheels on the cases to ensure an efficient process. Those have been included in supplement that we filed. In addition to the milestones,

a proposed form of order with the supplement that was circulated to the Office of the United States Trustee Council for the committee and the two parties that formally objected to the dip on a final basis. The order and the budget attached to that supplement both reflect the comments from those parties and again I don't believe there's any objection from those parties to the really good We also received informal comments from Miami-Dade County yesterday. We have been discussing those with the lenders and Miami-Dade, and this morning we did file a further revised order to incorporate those informal comments. And I believe that Miami-Dade County's comments at this point have been resolved. That comment is very limited. I can point you to the section in the black line, if necessary, Your Honor, but the comment,

which is to say that the dip lien attaches to the lease and leases and lease hold interest to the extent of appropriate under a hookable law and then otherwise to the proceeds of those leases and these hold interests in addition we did make one tweak the milestones to fix a typo but that was the extent of the changes to the further in terms of their interim of their order the last thing that'll note is that there is a little bit of a sense timing sensitivity here the debtors are in need of the funding as soon as possible. And so we request, Your Honor, that if you have no further questions

and that there are no objections to the really requested, that the order be answered as soon as possible. Thank you. Thank you. Briefly, if I may be heard, Your Honor. From Mr. Havelty for Seeson for Seasons of here. Happy to defer to those that are live, Your Honor. Good afternoon, Your Honor.

Bill Hazeltine, Allenton, on behalf of Trade Wins. And I first want to say it's good to see you again. It's been quite a while. So just a brief explanation. I don't want to go into detail because it's very, it's a little complicated. My client's situation is a little complicated. I don't want to prompt any unnecessary responses.

But my client has a judgment lien that was recorded in Florida. And it asserts a first priority lien ahead of the first lien lenders on those assets. First lien lenders, the debtors, and the second lien lenders obviously don't agree with that. We followed an objection seeking adequate protection in the event that it's determined that my client is not senior. As I read the order, if we were senior to the first priority liens, we're also being senior to the dip. But putting that aside, we did file an objection to what was supposed to be the final dip, that is what turned out to be, I think, the second. And I have reviewed the order that was attached to the supplement last week.

We obviously were concerned about the increase of 20 million new months. money, $10 million in new money, but I think this hearing has enlightened me quite a bit on why that is the case. So we don't oppose the entry of the order that was attached to the supplement that was followed as soon. Thank you. Thank you. Mr. Gold. Thank you, and good afternoon, Your Honor. I've been Gold of Alan Mackins for Keys Hotel Operator, Inc., which is,

doing business as the Hawks K resort, one of the debtors facilities, the one in the keys that has been referred to. We have an objection at 146 on the docket that has been pending for quite some time. We do not dispute the debtors need, given the circumstances that have brought us here today for increased liquidity to continue to have the estate's function in light of the continuing disputes with Mr. Albor in Mexico. However, we have a number of issues we raised in our objection, the ability of the lenders to seek to impose a lien on a license agreement, which we contend is not valid under Florida law, as well as the bankruptcy code, the adequacy of the budget, which is, to say the least, a moving target

under the circumstances of these cases, whether at what point a 506 waiver may be appropriate we've asked for adequate protection. Obviously, in the context of an interim order that will take us to July 23rd, we do not have objection to continue proceeding on an interim basis. I just want to remind the court these are some substantial issues, and it sounds like we're going to have a lot of stuff to do on July 23rd, and I hope they do not get lost in the process. They also do relate to the sale process that the debtor seeks to engage in.

Obviously, our concern is in the context of a license agreement under Florida law, whether this is even a transferable interest under the terms of the document. But these are all issues for another day, but I just wanted to make it clear that the entry of the interim order does not prejudice any of that stuff. We have continuing dialogue with the debtors, and that will, of course, continue in advance of the hearing. but just want to make sure that we do not get elbowed out by the main event, which has predominated in this case. But I said at a prior hearing, and Ms. Melke said it very well in her comments on this motion. We still have traditional Chapter 11 processes to pursue, and we welcome the opportunity to present these issues in that context.

Thank you for listening, Your Honor. Thank you. Just briefly, Your Honor, as you heard this afternoon, as you've seen on the papers, we are agreeing to upsize the amount of the dip so that the total amount of outside of Mexico, the ones we can control, and those are the parts that I would describe as $1.7 million visitors a year and generates a majority of the company's revenue, are the parts that are located, the dozen or so parts that are located in Mexico, over which the CRA is trying to stay. I'm going to be able to be a new future.

However, I just wanted to make the clear of this hearing that wouldn't be more a strategy here, if possible, 2030s. I'm going to approve the dip with the revised form of order. This is another interim dip. The need has been shown by the declaration and support, as well as the representation of counsels. There's no objection on an interim basis. to this. Everyone's, the two objectors, objections are preserved for a final hearing or a future hearing on another gift.

And I did review the limited changes to the previous form of order. They do seem resolved. So I will... Your Honor, the only administrative comment I'll make is that... I'll make it back. I believe my office is uploading an order as we speak. So to be ready to be able to be right. Okay, fine, I'll take a look at it. We did it sooner this afternoon.

Oh, thank you very much. Thank you. And I believe that's all we have for today. So we're adjourned. Figure.