American court hearing recordings and interviews - Sunnova Energy bankruptcy hearing 11/10/25, recapping difficult case history

Episode Date: November 16, 2025

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Good morning. It is Monday, November 10th, 2025. We're here for the 830 docket in case number 25-90-160-Sinova Energy International. We'll go ahead and take appearances of counsel. Good morning, Your Honor. Can you hear me all right? I can hear you, sir. Thank you. Good morning, Your Honor. Gentleman's honor with Bracewell LLP on behalf of the debtors. I'm joined today by my colleague Jason Cohen and by my co-counsel of Kirkland, Ellis, Brian Shards. Margaret Rainey, Mike Koch, and Gemtriver. All right, thank you.

All right. Who else wishes to make an appearance? Go ahead. Good sir, come on. Good morning, girl. Can you hear me? Your Honor? I can hear you. Yes, sir.

Good morning. Henry Cavain with Pitchelke-Stang Zeehan-Zer Jones for Windmar, PV Energy and Windmar home, Florida, a dealer in Puerto Rico and Florida. Thank you. Good morning, Your Honor. Andrew Jimenez for the United States. Thank you. Thank you.

Let me just. Mr. Karani, I could not hear you. Still can't hear you. Good morning, Your Honor. It must be you. Sorry. Good morning, Your Honor. I do it with Castro for It Road Incorporated.

Yes. Good morning. Good morning, Your Honor. Daniel Seval, from Cobre and Kim. I'm here with my colleague, March. with my colleague Martite Swinoray, we represent the Special Committee of the Board of Directors of Sinole International. Good morning. Good morning, Your Honor.

Aaron Kaladne from White and Case LLP on behalf of the Atlas Lenders. Hopefully, good better. Good morning. I can hear you. I can hear you that time. Let me just go around. Go ahead. Good morning, Your Honor.

Dennis Jenkins, Wilkie Far Gallagher on behalf of the committee. All right. Good morning, Your Honor. Eric Doucher from Nordris, Bullbright on behalf of Sunstrong Management. Good morning. All right. Anyone else wish to make an appearance? Okay.

Mr. O'Donnell is going to take the lead. Morning, Your Honor, again, for the record, John Lozano on behalf of the debtors. Mr. Sharks and his team will take the lead for us, but I'll hand that off in a moment. First, I just wanted to take an opportunity to thank the time for working with us scheduling. As always, we appreciate the court. Mr. Law is working with us, and we believe we use the time rescheduling this hand very productively. So without further comment from me, Your Honor, I'll hand it off to Mr. Short. All right.

Thank you, sir. Well, Your Honor, Brian Sharks, Kirkland Ellis, Council of Debtors, please let me know if you can't hear me. I can hear you phone. Okay. If it's okay, I'm going to make a brief statement sort of in the form of an opening before we dive into the agenda. I do want to talk a little bit about what we've been doing since we saw you on the plan about eight weeks ago. We have a short presentation. I believe the presenter name on the photo meeting is Kirkland Ellis, New York, if you could make them a present.

We can put that up on the screen very quickly. All right. I'm going to go ahead and activate the hand racing feature because we're getting a lot of background notice. So it's five star one time if you wish to speak. Conference, muted. Okay, can you hear any, Judge? I can.

Thank you so much. If we could just, we'll just go to this next slide here. Look, so after several adjournments of this hearing, for which we do thank your honor for the court, for the flexibility in patients, especially in the midst of the government was shut down, that hopefully will end soon. We're here today to seek final approval of that our disclosure statement, which the court conditionally approved on September 12th and confirmation of the plan. And Judge, I'm pleased to report that we have used the time productively,

and I believe, knock on wood, other than with respect to the arguments that the U.S. trustees' office previewed at the conditional D.S. hearing, I think we're consensually resolved on both the plan disclosure statement. Hopefully I don't meet that pronouncement, but I think we're in very good shape. I want to talk for a moment about how we got here. And I think every good confirmation presentation starts the timeline.

So that's what you have in front of you. Your Honor, this has not been an easy process. Sorry, someone's calling me. This has not been an easy process. We started chapter 11 cases on what I called at the time, odd footing. That was at our first day of our three-day long first day hearing. way back in early June. Don't think too hard about that one.

And we had started the cases by filing a voluntary petition for the subsidiary debtor Sinova Tech developer. Really, without any sort of press release, our first day papers, we did that filing to help preserve potentially valuable preference claims, but it was an inauspicious beginning to be sure. Now, a week later, we filed the other three debtors along with some first day papers, but our work wasn't done. When we ultimately had our first day hearing, the debtors did not yet have a dip or a stocking horse did.

Instead, the debtors had about $13.5 million of cash on hand that was not cash collateral and two private sale motions to sell certain non-court assets for about $15 million each. That was progress, to be sure. But to put the situation in context, we had a company with nearly $9 billion of debt funded debt. debt across the debtors and the non-debtors in the structure, and we had very little cash. The situation, I'll tell you now, that it was dire, but we collectively put on a spray face, and I told you, Your Honor, at the first hearing, that there would be no flashy first-day presentation decks. Instead, we were going to take these cases and bite-sized pieces to do the best we can

under the circumstances. that first hearing judge was a long one one I won't soon forget you heard the evidence on one of the sale motions and I think by reading the room correctly somewhat reluctantly approved that first sale understanding the situation was very neat and we needed the cash but at the risk of being dramatic that decision really set the stage for us to start to right-sized situation and move the debtors from odd footing to something much better and as we moved from, you know, left to right on this timeline, things did start to call, come into place, and we did continue to take them in bite-sized pieces. So during the course of the rest of that week in June, the debtors were able to reach agreement on a dip from a group of bondholders. It also included a credit bid that support a sale process as a stocking horse. That dip, it reflected very important concessions from the dip lenders, including an agreement that the sale process would be on a rational 45-day timeline and that the dip collateral would exclude a pocket of valuable

unencumbered assets that we refer to as the new home whip. We also reached the first of what became several agreements with Atlas, working with Mr. Kodney. It was the agent of the warehouse facility at the non-debtor entity TEP holdings in its subsidiaries. That was another very important step in these cases because that created a path forward to potentially and now actually unlock huge recoveries for the dealers who were owed several hundred million dollars. So I took a bit of a flyer at the end of our first day,

third day of the first day hearing in June, and I said somewhat optimistically that, you know, the company was on phone footing. The professionals all went home after that week. We had a good night of sleep, and we immediately got back to work. There was so much to do, and we've been really busy ever since.

A few of the major items we've accomplished along the way during the intervening months. So following the appointment of the committee on June 18th, we immediately jumped into a dialogue with them about the terms of the final dip order. And as you all remember, the final dip order had as a condition to it a release by the debtors of KKR that was needed as part of the stocking horse did for a whole host of reasons. including tax reasons. We were able to achieve entry of the final dip order on a consensual basis with the committee. And I think that was looking back at it.

I think it was a huge milestone and a point of optimism, at least for me, because it showed that the parties in the cases had the will and the drive to be commercial and thoughtful and not spend unnecessary money on legal fees, fighting about things that we can resolve consensually. Again, after that order was entered, that set us up to have the auction for the sale, which we did have. The auction began July 23rd, and the sale order was entered on July 31st. The sale ultimately closed on September 3rd, following a very difficult process for approval by holders of several billion dollars of ABS debt within the asset cost structure that was being sold. The stocking horse purchaser did end up buying the assets, but only after the auction process resulted in a material increase in the value of the transaction of just under $20 million. Again, we achieved agreement with the committee on the terms of the sale order, and we ultimately saved approximately 400 jobs and continued service for 400,000 customers approximately.

We could just jump down to the next slide, please. In fact, Your Honor, since the petition date, we have executed on more than six transactions with various counterparties that have resulted in significant cash proceeds to the debtor. The specter of administrative solvency that perhaps is hung over these cases for at least some of the process, we can say today with confidence that the debtors are administratively solvenants. And all told, since the initial petition was filed, over $100 million of incremental value has been negotiated and are monetized to the hard work of the debtors management team, the purchaser slash dip lenders, Alice, the UCC, the UCC, and I would be remiss if I didn't call especially Mr. Amahondro, the debtor CRO, who has worked relentlessly to maximize the value for these states. Judge, this is all stuff you've been sort of privy to, quick summation of how we got here. I want to talk a little bit about what has happened since your honor conditionally approved the disclosure statement on September 12th.

More than eight weeks ago, I'm almost embarrassed to say. I'm sure you've wondered a little bit what's going on behind the scenes, and I want to give you a little bit of a peek of how we've used that time. Let's start with the committee judge, represented by the advisors of Wilkie and, blank realm and BRG. You may remember, Your Honor, at the conditional disclosure statement, we heard a bit from Mr. Jenkins, Wilking up half of the committee who said, and I'm paraphrasing here, that the committee was not happy and that there was a lot that needed to be done if we were ever going to have a consensual confirmation. He went for far as to say that your honor should expect objections, discovery spikes, and depositions. It was a shot across

to bow, to be sure. Now, I have a lot of professional respect for Mr. Jenkins, so it was a hard speech to hear that day. We had come so far in these cases, but it was clear that we had so much that we had to do to finish these cases efficiently and effectively. We on the debtor side took Mr. Jenkins' comments, his shot across the bow, not as a declaration of war, but rather an invitation to see if we can work that much harder to find peace, and that's what we did for the last eight weeks. Your Honor probably always hears the phrase, our fought negotiations all the time.

Everyone throws it out in all the papers. Let me tell you, that phrase is an understatement here when it comes to the plan that we are seeking to confirm today. Finding a way to peace and resolution required every party to stick with it and not let discussions become overly emotional or descending to chaos. And the level of professionalism that parties carried out here is very extraordinary. And we thank everyone for participating in it the way they did. I frankly wasn't sure at times that we would get there, especially on very difficult questions about the appropriateness of things like releases and the formation of the creditor trust and what would go in the trust, but we did. It took us eight weeks, frankly, it took us more than eight weeks because we started before the DS, but we did it. And I applaud everyone for sticking with it, not just with Kirkland and Ellis and working with A&M and Kirkland, but working with the advisors at Coburn, Kim,

Provence to represent the special committee of two interested directors, Mr. Tony Horton and Mr. Jeff Stein. I believe that, you know, there is a world where Lester professionals would have spent a lot of unnecessary time and money in these cases on litigation, and that credit recovery's would have been all the worst for it. But that's not where we're at. We're here on a largely consensual basis, not fully consensual basis, other than with a U.S. trustee, and people worked really hard to get there since. September 12th.

I also want to talk a little bit, Your Honor, about the purchaser under the Holcoe sale, who works with Paul Weiss, Norton Rose, and Evercourt. As I mentioned, we came in these cases with a very complex, large capital structure, and doing a sale around that structure was not easy, very complicated. We all were moving very quickly, and while we did our collective best to dot every I and cross every T respect to the whole coast sale, it probably was inevitable. that at some point there would be a dispute about the sale once the sale closed. That's exactly what happened.

And Your Honor has seen this time and time again. I'm sure the dispute was pretty simple. The purchaser had a view about what the debtors owed it. The debtors had a view about what the purchaser of them. And they weren't the same. It's a story you've probably heard a lot. That dispute itself could have devolved into, frankly, complete chaos, resulting in motion practice discovery and at least one adversary.

proceeding was threatened. But again, all the principles and professionals approach a dispute in a patient and rational manner, and that resulted in a comprehensive resolution that is now built into the plan and which will bring in an incremental $8,000, $376,000 into the debtors of state. So it's a net positive to the debtors without having to spend incremental professional fees getting to the right answer. So we think the professionals and the principles involved for getting to the right answer there and we'll talk a little bit more about that as we get to the plan but um that's a second

area that's been uh you know highly contested the third vertical judge is um within atlas and the non-debtor entities that are obligated on the warehouse facility um you've heard a little bit from alice's counsel from white case throughout the cases um and their financial advisors from alex partners also leading the team the charge of the team from McDermott well and shulte that you heard from as much that has been extremely helpful that represents the board at the non-debtor entity, TEP Holdings. It is a very complicated relationship between the debtors and the non-debtors, but the punchline here is that the various sale and settlement agreements that we've reached with TEP H, TEP

Holdings, TEP H, which what we call it, ultimately unlocked hundreds of millions of dollars for over 100 dealer settlements and a path to a significant recovery for the TEP H warehouse lenders. We've also had a very consensual governance process within TEPH with Ms. Manukian's help. Achieving peaceful resolution on the plan also required that we find agreement with those professionals because they had their own comments on the plan too. So we had to bring them into the fold and make sure they were comfortable what we were doing. Of course, there have been one-off issues, some of which are very important, like the issues with the Department of Energy, that we've been able to address over the course the last eight weeks.

in which are reflected in the plan and proposed order. But it's been a very busy stretch, Your Honor. I apologize for not having given an update on where we are, but frankly, we weren't sure it was going to come together. But it did, and you now have a sense of what we've been up to. It's been a long part of road. I strongly believe that we, the royal we on this call, folks, have really done all we could have done to maximize the value of the debtors of states.

I say that out with the most confidence I've ever had since I've been working on these cases that the company is not just on firm footing at this point, but the plan that we're going to ask, Your Honor, to confirm today will put the debtors on the absolute best footing they could have been on, especially in light of the circumstances that led to the cases. So with that, Your Honor, I'm happy answering questions you may have or otherwise see the podium to any other party that wishes to make a statement. Once that's done, we're going to move to our evidence and presentation and support the disclosure statement. That's going to be led by Ms. Rainey with support from our colleague, Mr. Mike Cotele.

All right. Does anyone wish to make, thank you, Mr. Sharis, if anyone wish to make brief remarks by way of opening? Go ahead, Mr. Jenkins. Oh, I don't think you're, you have to hit five star. Anyone who wishes to speak, hit five star? I still haven't seen you, Mr. Jenkins. Just pick five star one time. Just take five star one time.

Conference. Unmuted. Okay. I'm going to, I muted you. Yes. Yes. But I had to unmute everybody because you didn't come up. So everyone please mute their line.

Um, thank you. Sorry about that. It said my hand was raised, Your Honor, so I apologize. Any other anything to want to discuss? Okay. Yeah. We're going to have to do the five-star again. There's just too much background noise.

So why don't you go ahead and hit five years? Hit five. Let me mute this and then hit five stars. Just hit five star one. Conference muted. Thank you. conference unmuted just go ahead and mr mr jenkins well muted after you speak yeah i'm sorry on it said my hand was raised i apologize not sure what doing wrong here but I want to thank Mr. Sharks for his preview and also just give you a quick update on where the committee is as Mr. Sharks pointed out there

was real risk of administrative insolvency here and as a committee we wanted to be very sure that we took the right approach to maximizing value and and which took a careful balance constantly to make sure that we were making the right decisions, both from how fees would be spent in this case and how we would ultimately maximize value. And as Mr. Schultz pointed out, this case started out with a number of emergency hearings and eventually the sale of substantially all the assets. And it became clear through time that really the only value for general unsecured creditors

would come down to causes of action. And as Mr. Schultz pointed out through really hard-fought negotiations, We did come to a place on the plan. It turns over that value to the general unsecured creditors, both in terms of the ability to control that destiny and how that pursuit occurs. And as I'm sure we'll be pointed out, that plan now provides a liquidating trust. The general unsecured creditors through the UCC have selected a trustee who will oversee that trust. and there's an oversight board with four general unsecured creditors selected by the UCC

who will now take over the range, so to speak, of maximizing the value of those remaining assets. Equally important is that this plan and the disclosure statement now projects that we will have sufficient money not only to wind down the debtor estates, but also fund the start of the pursuit of those causes of action, of investigation and where necessary litigation. And I want to point out also that through the creditor trust agreement, while we think we may have enough money to start that process, as your honor knows, it's not always clear at the beginning where that may go, but the creditor trust agreement that we've agreed upon and that's in the plan supplement will also get the creditor trustee with the

consent of the oversight board, the ability to obtain litigation financing if needed. which could include loans, contingency arrangements, and insurance. So we will have the resources, general insecure creditors will have the resources to pursue those causes of action one way or another. And that really came in part as well, as Mr. Schultz pointed out, fighting to limit the scope of the releases, which took, you know, a lot of effort. But we got comfortable, one, as you would expect, that there's no release of broad gross negligence or willful misconduct.

But further, we've now retained avoidance actions and causes of action against virtually all the pre-petition officers, directors, advisors, third parties, with only very minor exceptions so that the full scope of what happened here can be investigated and pursued and, if necessary, litigated to maximize value. And that includes also through the retention of insurance policies. So a lot of work went into making sure that this liquidating trust would have access to pursue causes of action, standing to pursue those and also reach to insurance. And lastly, I would say we also work to make sure for third-party releases

that there will be an extension of time for creditors out there who didn't yet have. the chance to opt out they will have i believe to december 10th uh an additional notice time to opt out of those releases so there will be initial initial time an initial time an additional notice for those um creditors to take a look at at that and opt out so in the end your honor while um i can't say we've made lemonade out of lemons here at least the lemons are being turned over to uh a trust and and will be able to pursue the remaining causes of action in a way that makes sense from the committee standpoint and hopefully from the general and all general and secured creditors.

And I will just add that it did take a lot of work with a lot of professionals focusing on being professional, focus on pushing and fighting where necessary, but not fighting where it was unnecessary. And I think everyone for their work on that and for your attention to this judge. Thank you. Is anyone else which could be heard by way and make sure of an opening statement? All right, Mr. Farts. Okay, I'm actually going to kick it to Ms. Rainey in New York who's going to present the case in chief.

So, Ms. Rainey, take it away. Good morning, Your Honor. Can you hear me? I can hear you. Okay, great. Margaret Rainey of Kirkland and Ellis, Council for the Debtors. As Mr. Sharks mentioned, we're thrilled to be here today, seeking final approval of the disclosure statement and confirmation of the plan. At the outset, I would like to start with a summary of the evidence in support of confirmation today

and the omission of the documents embodying the evidence. Your Honor, we submitted and filed with the court a number of declarations in support of confirmation. The first is that of the chief restructuring officer, Mr. Ryan O'Mandro, filed at docket number 1179. Mr. O'Mahandro's declaration addresses the 1129 factors, as well as evidence in support of the releases. The second declaration is that of Mr. Jeffrey Stein, a disinterested director on the debtor's board, having served since April of this year. His declaration is at docket number 1180 and addresses the special committee of the board's investigation. Finally, we have the declaration of Mr. Alex Orchowski from Kroll, the debtors, claims, and noticing agents. That was filed at docket number 1182 and outlines the voting and solicitation process.

Your Honor, all of these checks of clearance are present via Zoom today, and I would ask you to the outset of these declarations to be admitted. as the apparent direct testimony in support of confirmation. All right, let's take them one at a time. So with respect to Mr. Amahandra's declaration at docket number 1179, does anyone oppose the admission of Mr. Amahandro's declaration as his direct testimony in connection

with this case subject to cross-examination? All right, hearing no objection, they will be admitted. I do have one question. one question. So, Mr. Alejandra, would you raise your right hand, please? Do you sound me sore our phone to tell the truth? The whole truth and nothing but the truth? I do. All right. My only question is the, your declaration had a conversion date of October 17th. We're almost a month later, with respect to the liquidation analysis, would your testimony be the same as the conversion date for today as opposed to October 17th?

It would. All right. I have nothing further. Has anyone wished to cross-examine? Sorry, thank you, Mr. Amahando. Your declaration is admitted. Next is the declaration of Mr. Stein as document number 1180. Does anyone object to the admission of the declaration of Mr. Stein

as his direct testimony for purposes of this hearing subject to cross-examination? I hear no objection that will be admitted. And finally, we have the declaration of Mr. Oshowski at docket number 1182. Does anyone object to the admission of the declaration of Mr. Osharkey has his direct testimony of connection with this hearing subject to fraud examination? Okay, here no objection. That is his declaration at docket 1182 will be admitted. Go ahead, Mr.

Great. Thank you. Thank you, Your Honor. Your Honor, the debtors assert that the disclosure statement contains adequate information as presented in the confirmation brief and no party has asserted otherwise. The debtors have complied with the applicable solicitation requirements set place in the conditional disclosure statement order and required under Section 1125 of the Bankruptcy Code. Hulled, the debtor's claims and noticing agents sent out approximately

8,000 solicitation packages to the voting classes and approximately 37,000. and 500 non-voting notices to other claimholders. Further, the debtors submit that all parties were provided ample notice to return such materials. When there was a question as to whether the debtors had met the required voting thresholds, the debtors extended voting deadlines for classes 3 and 5 and utilized the flexibility afforded by the solicitation procedures to allow parties to change their votes as necessary to achieve the consensus reflected in the voting report. Your Honor, we believe that the process worked as it should have, in no small part due to

Your Honor's approval, the conditional disclosure statement order, and the efforts of Croll. Accordingly, unless Your Honor has any questions regarding the disclosure statement, the debtors respectfully request that the Court approves the disclosure statement on a final basis at the conclusion of the hearing. All right, let me, this, let's take that piece right now. Uh, did anyone wish to be heard with respect to the final approval of the disclosure statement? All right.

Thank you. I'm sorry, Your Honor. Andrew, he managed for the United States trustee. Uh, I get my, my only remark will be also in connection with confirmation of the plan as, as the U.S. see objected earlier in this case, Your Honor, to the opt-out mechanism with the understanding that the opt-out mechanism was not appropriate in this case because you don't get the appropriate consent from creditors. So in that respect, which connects to confirmation of the plan, I just want to raise that issue, Your Honor, so that it's not forgotten or consider as

waiting that ride as it relates to the disclosure statement but I think it's more uh it fits more appropriately with confirmation of the plan all right all right thank you that'll be noted all right go ahead miss rainie thank you your honor um moving to the plan i will spare the court a lengthy recitation and discussion of each of the 1129 factors none of which i believe are in dispute today i would just note that these factors are addressed in detail in Mr. Omahondra's declaration and in our confirmation brief. I will focus my presentation on the revisions that we have made to the plan since solicitation and the objection.

As Your Honor saw, we made a number of revisions to the plan, all of which we believe are technical modifications that do not give rise to re-solicitation. My colleague, Mike Co., will walk Your Honor through the confirmation order in detail, but at a high level and made the following changes. We disclosed the identity of the creditor trustee and the initial members of the Creditor Trust Oversight Board. We made several changes to clarify that causes of action investing in the creditor trust

will not include any released claim. We added the purchaser settlement, which, as Mr. Sharts noted, brings an incremental $8.376 million into the debtor's estate. We clarified the scope, hope of the debtor release and third party release, as well as the definitions as the release and releasing parties.

Your Honor, as Mr. Schartz mentioned, these changes were heavily negotiated with the committee, advisors to the special committee, the dip ad hoc group, and several other of the debtor stakeholders, and was scrutinized very closely given that this is a liquidating plan, and there will be no discharge in these cases. The definitions of released and releasing parties, as revised, are narrowly tailored to capture those who contributed significant value to the debtors of states in these Chapter 11 cases, and the scope of released parties was informed by and is consistent with the result of the Independent Special Committee investigation. I have a question there, though. I believe, if I read correctly, that the debtor is a released party. I don't understand how the debtor is going to be a released party.

Your Honor, the debtor is a released party in that we took the temporal limitation that Your Honor noted at the disclosure statement hearing, and it's only being released for the period between the petition date and the effective date. If that's the case, I missed it, but what's, where is that in the plan? Your Honor, let's see. Your Honor, I'm looking at Article 8 of the Plan. Your Honor, I'm looking at Article 8 of the Plan. Section C.

Right. So towards the bottom of that paragraph, it notes, the confirmation order shall only release claims and causes of action against the debtors in their related parties, solely to the extent the claims arise from the period between the petition date and ending on the effective date. Okay. There is a limited car belt there

for the release directors and officers and the debtors professional. We took Your Honor's Commons at the conditional disclosure statement and added that limited car belt solely for protection

of those parties. but that was the only change we made with respect to Your Honor's ruling as a disclosure statement. Because when I read the start, oh, I see, okay. Okay, all right, I missed that, sorry. Yeah, I missed that. Go ahead. Thank you, Your Honor. Your Honor, you'll also see in this paragraph and in the releases generally

that there is a new defined term called specified releasing parties. Those parties, through negotiations with the debtors and the committee, agreed to release the debtors in their related parties for the pre-petition period as part of the settlement of plan issues that set the table today for the consensual hearing. These specified releasing parties also agreed that they will not offensively seek recovery against the debtor's D&O policies, and except for one lender group, they will not pursue pre-petition claims against senators. Again, Your Honor, this was one piece of the broader settlement that enabled the parties

had to come before, Your Honor, with a consensual plan. And from the debtor's perspective, the releases in the plan are appropriate and consensual consistent with the circuit law. Your Honor, in a similar vein, you likely saw the schedule of non-released parties that was included in the plan supplement. This is a rather novel concept in form, but not really. and not really in substance. Given that this is a liquidating plan and the creditor trustee will be looking into claims

against non-released parties for the benefit of its beneficiaries, we decided to create a record noting the parties that were explicitly not released. This call is no longer being recorded. To be clear, we're not saying that the parties on that schedule have claims

that are being served, or rather that these parties are expressed not being released by the plan, and if there is a colorable claim against them or their respective related parties, then the plan doesn't bar an action against those parties. As to the debtor's objections, we received 19 formal objections and a number of informal objections to apply for language in the plan or confirmation order. We have worked with each of the parties that submitted either formal or formal objections, and And many of the comments have been reflected in the documents filed with the court to that effect.

There are a few general categories of objections outstanding. The first are a series of pro se objectors. We received nine formal objections and one informal objection to confirmation, among other outreach not really related to confirmation from various pro se parties, largely alleging servicing, installation or billing disputes. Given that the debtors have sold substantially all of the estate to Solaris, the debtors have worked to connect each of these pro se objectors with appropriate personnel at Sunstrong, which has taken over the management of the customer systems and contracts.

I will note to the extent that these objections are to opt out of the plan's releases, we also coordinated with Kroll to ensure that they were reflected in the opt-out tabulation. We don't believe that any of these objections raise a colorable confirmation issue or directly implicate the 1129 factors. Your Honor, the second category of objectors are those of the dealers associated with the DOE Puerto Rico Resilience Fund. As Your Honor likely remembers from the first day hearing, we have sought from the beginning to ensure that these dealers continue to receive reimbursements under the DOE Fund. We have been negotiating final payments for these dealers and the termination of that program with counsel for the deal with DOE directly. The dealers that operate within that program filed objections to confirmation, but we have included

language in the confirmation order noting the proposed resolution for this program and reserving parties' rights, and in any event, do not believe that those arguments relate to confirmation of the plan. Thank you. Good morning, Your Honor. Hold on, second. Conference muted. Conference unmuted.

Conference unmuted. Your Honor, that leads with the U.S. Objection, which largely focuses on the plan's third party release, which I will focus the rest of my presentation on. Your Honor, to start with the debtor release, no party has specifically objected to it, but I think that the context supporting that release is really

that release is really important here. The special committee at the board comprised of two disinterested directors and was formed in April of this year. The special committee and those directors and advisors reviewed potential estate costs of action and claims and conducted a thorough investigation into those claims that the debtors may hold. As noted in the signed declaration, the special committee advisors reviewed approximately 20,000 thousand responsive documents, conducted or participated in 38 interviews, and reviewed extensive financial information ultimately culminating in a 100-page report that was presented to both the committee and the DIP ad hoc group.

The special committee ultimately determined that the scope of the debtor release is appropriate. For these reasons, we believe that the debtor release is a reasonable exercise of the special committee's business judgment, especially when viewed as a piece of the comprehensive poll. Your Honor, as to the third party release, I have two observations generally. First, all of the releasing parties were given the opportunity to opt out of the releases. Given the receipt of 543 opt-out, I would say that that opt-out process was successful. As this, court noted at the container store hearing, the most

major goal and major inquiry that the court has to make is, was this a process that was fair and intended to get notice to people so that they can make a decision? And I think the answer to that question here is emphatically yes. All parties were at least provided the opportunity to opt out in that notice, which was approved by this court of the conditional disclosure statement hearing and drafted with the input of the various stakeholders. Quarled did an incredible job of seeking to locate and serve all state orders to ensure the parties were afforded the opportunity to opt out. Further, given the multiple adjournments of the confirmation hearing, we continue to accept opt-outs

even past the deadline. It is very difficult to argue based on the evidence in the voting report that the debtors did not adequately provide notice with respect to the opt-out process. In our view, this process worked exactly as it was intended. and the opt-out are an indication of such. Moreover, as previously noted, the debtors granted several extensions of the voting deadline with respect to classes 3 and 5 in pursuit of a consensual plan. Through that process, we were alerted that there were some issues that certain holders were having

in opting out in simultaneously accepting the plan. We worked with the committee advisors and their clients to ensure that any party that notified us of the desire to opt-out was relayed to a poll and recorded on the opt-out notice. I'm sorry, opt-out tabulation. However, as an added measure, the debtors determined it would be prudent to extend that opt-out deadline and send a supplemental opt-out form to parties in the voting classes of classes three, four, and five. to ensure that they have the opportunity to opt out. We have proposed 30 days from today as the extended opt-out deadline subject to your Honor's approval. Second, as Your Honor noted, since specific lumber, no non-consensual third-party releases have been approved in the Fifth Circuit. Instead, there are refined ways to determine whether releases are consensual, and that is through notice and opt-out.

The Supreme Court was clear and could do, noting that nothing in that opinion should call a question consensual third-party releases, and the debtors agree with that assertion. The debtors believe that the uncontroverted evidence presented by Mr. Orchowski, including the number of affidavits of service and extensive noticing efforts, show that this process worked and parties were effectively given the opportunity to opt out of these releases. We believe that the debtor's process and the releases are in line with those approved post-Purdue, including Broom, Robert Shaw, Independence, Drilling, and Plenty, just to name a few. The debtors submit that the thorough pre-confirmation opt-out process,

especially as enhanced with the post-confirmation supplemental process, goes above and beyond the bare minimum and is truly achieved. received a consensual opt-out third-party release. Finally, the U.S. trustee takes issue with the Exculpated Party's definition, the injunction provision, and the waiver of the 14-day stay. As to the former, both the Exculpation provision in the 1125E Exculated Parties definition are narrowly tailored to include parties that were actively involved in these Chapter 11 cases.

As noted earlier with respect to the debtor release, the The special committee has been extremely instrumental in these cases. Not only did they conduct the investigation, but as noted in the first state declaration, they were delegated broad authority to analyze and consider any transaction and conflict matter. At times through these cases, they were consulted multiple times a week. And given that management resigned at the close of sale on September 3rd, the special committee and the CRO, Mr. O'Mahondro, has been acting as the cucheries for the debtors for the estate. We believe that the explopated parties provisions are consistent with other cases of grouping

in the district post-highland, such as desktop metal, global clean energy, and instant brands, among others. The injunction provisions including the post-effective date litigation injunctions here are also consistent with Highland 1 and Highland 2. The injunction provision is a standard injunction preventing parties subject to consensual releases from pursuing release claims, and it's necessary to enforce those releases. The post-effective date litigation injunctions are narrow additional enforcement mechanisms specifically to protect its state causes of action that vests in the creditor trust

and to enforce the exculpation in favor of the exculpated parties. With respect to the 14-day effectiveness, it is no secret, and Mr. Schartz noted, that these cases have been concerned with liquidity since the petition date. The debtors are conscious that every minute is spent by the debtors' professionals and all other professionals take money away from the beneficiaries of the creditor trust, and the debtors would assert the cause exists to justify the 14-day stay waiver. With that, I would conclude my argument as to the case. and she reserves time for any response, Your Honor.

Not a call. All right, um, other than Mr. Humane is, does anyone else wish to be heard in opposition to confirmation? Yes, go ahead, Mr. Zasota. All right, so let's go through the your first, you're referring to the court points. Can you hear me again?

I can. Good morning, Your Honor. My name is the teacher person. Okay. I'm on you. I have two contracts. One energized and one on energy. I followed supplemental motion to enforce the self-order

and section 365B. May I be here briefly on narrow interim release, please? Go ahead. Thank you. Respectfully, Free Business Day identification to the outside needs servicer and an authorized technology for my lines. The status quo, no activation of the unenergized line, and not burst credit or collection

on this few amounts. Free seven-day minimum of data, monthly billing, AC reduction, consumption, and poor policy laws with sure status is debtors contend, the purchaser controlled it. Please order that person to cost those items from the same time to... All right, thank you. I'm going to go ahead and mute again because we're still getting a lot of background noise if everyone could mute. So... Conference, muted.

Conference Unmue. I don't know we're having some problems here. Okay. I don't know we're having some problems here. Okay. Thank you, Mr. Sosa. I'm just having up. All right.

Mr. Ortega? Yes, sir. Can you hear me say? Yes, I can. One minute. My name is Daniel Ortega, a pro se creditor with claim number 1473. I'm appearing on my docketed motion for sanctions.

motion for sanctions and decision. I just wanted permission to speak on that. Go ahead. So, um, basically with the fair debt collection practice of that, I sent in a validation of debt in 15 days, calendar days to get that back. I never received anything on it,

no response whatsoever. Um, so to me that's a refusal to validate. Uh, they never validated, but took two post debits afterwards. Uh, they debited me in 62370.

on September 9th and on October 8th. So under the CPA, 692K, that's 1,000 per debit there for the violations. So I'm asking for that. And then there's no cure so to reject the PPA. All right, thank you. All right, anyone else wish to be heard in opposition to confirmation?

I know, Mr. Remenis, let me, I'll come to you. All right. Mr. Jimenez? Thank you, Your Honor. Andrew Zimaniath for the United States, trustee. Your Honor, before, I move forward with my, my objection. I would like to just do a quick cross-examination to Mr. Ochooski regarding the tabulation of votes. Okay. Mr. Orozki, are you available?

Can you turn on your camera? Yes, I'm available. Uh, just turned on the camera. Okay. Did you raise your right hand, sir? Yes. Do you soundly sir, for him to tell the truth and nothing but the truth? Yes, I do.

All right, go ahead, Mr. Jimenez. Thank you, Your Honor. Good morning, Mr. Orozhorski. Can you hear me? Yes, I can hear you. Good morning. Good morning. Uh, Mr. Osherski, uh, uh, Mr.

Uh, Mr. Did you listen a moment ago, a debtor's counsel informed the court that the debtors receive approximately $543 updouts from creditors? Yes, I heard that. Okay, and you agree with that number? The number is correct? Yes. Okay, could you tell the court how many ballots with an opt-out form were sent out to creditors? Well, there was approximately 8,000 ballots that were sent out

with the opt-out box included on a ballot and I believe it was referenced in the presentation by Ms. Rainey there were also approximately 35,500 non-voting notices and opt-out forms spent to not-loading classes as well. I'm sorry, you said $35,000 or $3,500? $35,000.

$35,500. Gotcha. Okay, and of all those ballots for creditors and also all those forms, uh, non-voting forms that were sent out. How many were returned on deliverable? Um, I'm, I'm not sure I don't have that number, uh, right now.

Okay. Can you sell the court if any of those ballots and then voting forms were returned on deliverable? Uh, I, I can't right now have to, I'd have to check with, with my team, uh, and refer it. I don't have that information right now. Do you have a breakdown from this 543 opt-ups that were received? Do you have a breakdown as to how many of those were from voting predators and how many were from non-voting parties?

Yeah, that information can be found in my declaration. I don't have the accounts as I, right now, but it can be, you know, it can be discerned from the So will they help you if we pull up your declaration to find out? Sure. Okay. You wonder if I could have the center roll? Okay. Okay.

Okay. Um, can you see my screen with sir? Pachoski? Yes. Okay. Is this big enough or would you like me to enlarge? would you like me to enlarge the image? This is fine.

Okay. So where should we go in your declaration to find out that information? So the exhibits C1 and C2, so the last two exhibits of the declaration? Okay. Okay. Did to see one? Uh, yes. Okay. What would you like me to go? Should I keep scrolling down? Yeah. So, Mr. Men, it's like, I guess I don't have the eye.

Like, I don't have the number, I guess, of the 543, I'd be estimating if I told you how many, like, general unsecured claims I see just based on, like, the number of rows included in that page. I would, if I pulled up the Excel exhibits and not the PDF form, I could get a count of the number by class. But, like, just looking at the pages, I'd kind of be guesstimating as to how many, as you can say, from C1, it looks like a majority of these are a large majority of. from the general unsecured claimants with a handful coming from the non-voting classes. And then in this, C2 has the public securities holders that are in classes 3, 5, and 8. And similarly, I believe that most of the opt-outs included

on this exhibit are from holders in classes three and five with a, you know, a handful also coming from the holders in class eight. Okay. Those are all the questions I have for you and Mr. Treskes. Thank you. Okay. Thank you. Okay. Thank you, Your Honor. Now, let me just move to summarize the issues that I think

still remain your honor. And I'm going to start by what I think should be the easiest one because I think we had our conversations with the debtor and to find the appropriate language to address this issue. So we requested the better to include a language. It's not in the plan at least in the confirmation order regarding preserving the police and regulatory powers of governmental units and making sure that those uh that that the plan confirmed conversion the plan would not discharge uh claims of governmental unions and uh to that effect i i believe that the debtors uh incorporated language in the in the proposed confirmation order that was filed last night at docket 1188 however in in paragraph 117 to honor i think there is a sentence that i think uh posts a big hole into that uh into that uh into that provision.

Uh, I, I, I've earlier this morning, I requested the better to, to make a notification to paragraph one 17. I think they have agreed, uh, to that honor and to that extent that they, uh, uh, make that verification, then that issue is resolved. Uh, but I just want to make the, the core aware that what was filed last night, it still needs, uh, a small notification in paragraph one 17. Okay, before you go on, uh, Ms. Rainey is that, I'm looking at 117 right now.

Is that acceptable for the debtor? Yes, Your Honor, it is. Okay. And which sentence is it, Mr. Jimenez? So, Your Honor, if you look at 117, if you look at the second half, when it starts, if we provided that the bankruptcy court retains your restriction to determine whether environmental liabilities asserted by any governmental unit or other entity are discharged or other white bar by the plan or related

on documents, this confirmation order, any other order relating to the debtor or the bankruptcy code. Okay, I see. And so that X would be taken out? Correct, Your Honor. Okay. And to be specific, yes, the X will be taken out. Okay. Thank you, Your Honor.

So, and, and, yes, can everyone please mute their phone? I don't know we're having a problem. Um. Um, I don't know if you've ever seen that. Oh, well then. Conference muted. Conference unmuted. Conference unmuted.

The pocket you went. Oh. All right, go ahead, Mr. Jimenez, I'm sorry, which is background noise. Okay, Your Honor. So, Your Honor, this, the plan, the amended plan has two categories, two different categories of exculpated parties. And I'm going to start with the first one, which is, it's the, it's called 1125E exculpated party. So my objection to that category of 1125 E.S. Culpated parties is that it's not narrowly Taylor, Your Honor.

It includes related parties. I object to the inclusion of related parties in that definition of what otherwise would be the 1125 PESculated parties. Because those related parties, Your Honor, are not clearly identified. We don't know who they are. It's a broad definition that would include a lot of people. that we think we don't know who they are. So my objection is that related parties should be removed from that definition of 1125 e-esculpated parties.

And I want to move on now to exculpated parties, which is a different category in the plan. And in the exculpated parties, Your Honor, our objection is that it includes, the definition of exculpated parties includes the special committee. Our position is that the inclusion of the special committee is not authorized under Highland Capital, Your Honor, and we are requesting that the special committee be removed from that definition of escalated parties. Under Highland Capital, we honor, uh, uh, directors or independent directors can only be, can only receive an exculpation on the very specific circumstances, uh, that we had in Highland Capital, which we don't have here, Your Honor.

And I don't think on the Fifth Circuit precedent, the veterans are authorized to give exculpations to the special committee. Finally, last one at least, Your Honor, we reiterate our objection to the opt-out mechanism, Your Honor. That objection has been fully briefed previously, so I'm not going to take the court's sign reciting that again, Your Honor, but we have concerns about the parties that will be subject to the third party releases giving appropriate consent. Edwards Council, in their arguments, stated to the court that the opt-out mechanism was successful because the better receive 543 opt-outs. I would submit to the court, Your Honor, that we've only received a very small number of opt-outs out of a very large universe of predators and non-voting parties that are able to participate in the opt-out. Over 8,000 ballots for voting predators were sent out with an uptown mechanism,

and 35,500 were sent to non-voting parties. So we have over 42,000 Uptown forms were sent out, Your Honor, and we only got back received. back 543 that is a very small number that is a very small participation and I don't think that shows that the uptown mechanism is successful or appropriate in this type of case your honor I know the committee has reached a a settlement with the debtors and are not approving the plan you honor but if you remember back when we were discussing the disclosure statement, the condition of appropriate the disclosure statement, the community raised the concern

that the opt-out mechanism was not appropriate and that it should have been an opt-in mechanism. Our objection is a little different, Your Honor, but I think I just mentioned it to illustrate that those concerns about the opt-tile mechanism I think still remain in our still objectionable at this stage. So that's all I have for the court this morning.

And thank you for the opportunity and for listening, Your Honor. Thank you. Okay. Thank you. All right. If no one else wishes to be heard in opposition, go ahead, Ms. Rainey. Thank you, Your Honor. Just to take Mr. Jimenez's comments in turn, first to the scope of the 1125E

exculpated parties definition, but definition notes that the related parties are only extinguant. included to the extent permitted under Section 1125 of the Bankruptcy Code. So I believe that that proviso substantially narrows the scope of this definition and should be considered appropriate. As to the Special Committee, I will rely on my previous statements as to all of the work that has been done by the Special Committee, and I believe that similar definitions have been approved by your honor in courts in this district. As to the scope of the opt-outs, I don't believe that there's a numerical threshold that's

required to show that opt-outs are consensual. Not only were opt-outs forms broadly populated to the voting classes and non-voting classes, but there was a publication notice filed in the New York Times, the Financial Times, and the San Juan Daily News. So, Your Honor, I would submit that contrary to Mr. Jimenez's assertions, these opt-outs were indeed consensual and will be further bolstered by the supplemental opt-out notices that will be sent after this hearing if Your Honor approves it. Thank you so much, Your Honor. All right. Anyone else wish to be heard? Yes, Your Honor, Henry Cobain.

Yes, Mr. Vain. Thank you, Your Honor. I had, too. I don't know what happened to them. I just wanted to follow up on Ms. Rainey's introduction about the DOE resolution and the concerns dealers had. Just like Mr. Sharks started his presentation with kind of a timeline of what happened in this case, there was a similar timeline with respect to the deal. concerns about the DOE program and the dealers reimbursements under that program.

As you may recall, as various points in the case, orders were entered, and they were all intended to protect the dealer's rights to reimbursement at various stages of the case. The debtors agreed to honor their obligations under the program and fulfill their obligations to reimbursement. You have to use them. And everyone, please, news your line. Please, go ahead. It's okay.

I'm sorry, but everyone please news their lines. Thank you. Go ahead. Thank you, Your Honor. And yet, as we approach confirmation, my client, Winmar, was still owed millions of dollars under the DOE program on account of many hundreds of completed projects. And our concern was simply that getting to this point of confirmation,

we just did not want the debtors to exit stage left without fulfilling their ongoing obligations to reimburse us. And we've been working very hard with the Department of Energy and the debtors and the other dealers affected by this to reach a letter agreement that is between Mr. Amahandro on behalf of the debtors, the Department of Energy, and the affected dealers in Puerto Rico, under which, the debtors will continue, notwithstanding confirmation, notwithstanding the effectiveness of the plan, to upload the documentation that entitled the dealers to reimbursements from the DOE program. The DOE's remittances, once they're passed down to the debtors bank accounts as the recipient of the award, the debtors have also continued to, they will continue to process those payments for passing through to the DEAWR's.

So we believe, even though we're not quite there, we are hopeful we'll be able to execute that letter agreement today. But I wanted to give the court a little more context for the DOE resolution, and I thank you for your time. Thank you. All right. Thank you, Mr. Kagan. Does anyone else wish to be heard?

All right. So before me is final approval of the disclosure statement and the confirmation of the debtor's plan. I have a few comments and then I'll issue my ruling. I have a question, Ms. Rainey, with respect to the ability to assume or reject executive contract. There's a paragraph, the old paragraph 37 and 128 of the confirmation order. I know it's been amended now again. And so my concern is the situation where someone supports the plan thinking that their contract is going to be assumed and there's no cure dispute and then it's subsequently rejected.

So I understand the situation where you're seeking to assume there's, a cure dispute and then the cure dispute comes out in a way that you don't like and you can and you can reject the contract but I don't what I what I don't want is the situation where you say you're going to assume there is no cure dispute and then you subsequently reject the contract so I just want to make clear that that is not the situation that you're talking about because paragraph 37 and so the plan says all executive contracts are going to be rejected unless there's a pending motion to assume so if there's a pending motion to assume a no cure dispute then it

should be assumed and I don't think and if they vote in favor of the plan then it should be assumed otherwise you know it's a you know I don't think it's fair or equitable at that point. So it's just a language change, and I just want to make sure that there isn't this, it appears to be a conflict there, or at least an ambiguity. Understood, Your Honor,

and we can add clarifying language to that effect. Yeah. Okay. In paragraph 131 of the old confirmation order, the provision regarding remedies under Puerto Rico law, Um, they, this is, I mean, this is the consumer's rights under Puerto Rican law. I don't know how the concept, how the opt out concept, uh, works there. So it says, it says under paragraph, the old paragraph 137, you know, that notwithstanding

anything in the order, there, uh, if any pre-petition obligations, regulatory determinations, administrative enforcements under Puerto Rico consumer contracts shall not be extinguished showing to the extent somebody timely opted out. I don't know what an opt-out has to do with this. The contracts were sold subject to 365 , and whatever the rights are under 365 0, those rights are maintained, but this order shouldn't affect the sale order. So I don't understand how the opt-out second, if it works with respect to paragraph 131.

Yeah, good morning, honor. Can you hear me? Yes, I can hear you. Great. Mike Co., Kirkland, and Ellis, on behalf of the debtors. So paragraph 131 regarding rights and remedies under Puerto Rico law is a mostly negotiated resolution of one of the informal pro se objections. Ms. Barrera had filed a number of pleadings on the docket. I'm not sure if she's on the call this morning. But we had communicated back and forth with her a few times, and we had asked her for some proposed language that would resolve her objection for the order. This is a resolution amongst us.

We haven't been able to contact Ms. Pereira since we included this in the order to confirm that she signed off on it. But it's fairly close to what she had requested in the first place. So if there are revisions to the language that Toronto would prefer we include, we're happy to do so. I believe the reference to the opt-out was simply to ensure, number one, that she was noted as having opted out, and number two, that it wouldn't interfere with the otherwise reservation of her rights as she requested. Yeah, so I would just take out solely as to holders' claims that timely opted-out party releases and are not releasing parties. I would just take that out. And the sale order stands.

There was a, you know, the sale order was a fraud release subject to 365. All right. Then my last question, well, two others. So in paragraph 32 of the old confirmation order, talks about that the purchaser will fund, the purchaser settlement fund, settlement amount, but then paragraph 171 of the confirmation order talks about purchaser settlement consideration.

Is that the same thing? Yes, Your Honor. Okay. All right. So that's it. With respect to the exculpation of the special directors, I think we should refer to Mr. Stein and Mr. by name so there's no confusion we'll make that review in your honor okay and then finally as it relates to the extended the extended opt-out I think it would

probably be more appropriate to extend it for 75 days past both the end of the government shutdown as well as the holidays so that this so that the, if you take it 75 days it goes to the end of January, I think with that, I would feel comfortable that to the extent that there were any logistical issues that those have been resolved. We're happy to extend it, Your Honor. All right. So, first of all, in terms of my ruling, I'm going to go ahead and grant final approval

of the disclosure statement and confirm the plan. There are many pending motions in front of me filed by various individuals relating to request, to rescind amounts, to rescind contracts, to orders. Those matters will be handled in the ordinary course, and they're not impacted by this. that the part of the issue we had a hearing earlier this week where a consumer was objecting wanting to have his panels removed and basically the debtor has sold the business and there's a third party who now owns those assets that has the ability to do that so part of this is a is an issue of what relief I can grant but those that's not before me today on not ruling on anything relating to the various motions that are in front of me. I'm really focused on the disclosure statement and the plan. And I do agree with Mr. Schartz.

I often wondered, you know, what road this case was going to take, especially at the start. And I'm happy that we were able to delay the confirmation hearing and end up with, you know, substantially agreement among the parties. As it relates to the remaining objection by the U.S. trustee, number one, there's always a question as to if ballots are, if ballots are, if ballots, are returned undeliverable, you know, what the effect of that is. And I'm not ruling on that today. To the extent somebody did not receive notice in a constitutional fashion, you know, that matter isn't before me and I'm not making a ruling with respect to that. As it relates to the scope of the 1125 e-exquipation,

I, I, I, I, I, I, I, I, I, I, I, I, I, I, I, I, I, I, I, I, I, I think it's only, uh, to the, uh, to the, the extent permitted by 1125E. And also the, the, the related party's definition is limited to, uh, anybody who would be liable, uh, in a derivative capacity through or liable as a result of the actions taken by the, by the, uh, that, that is named. So the related party is only liable if that party, they're liable because of the actions taken by the other person. So in that sense, I think that the 1125E escortation is appropriate. As it relates to the exculpation of the two independent directors, I do believe that they were acting in a fiduciary capacity. I think that under Highland Capital, to the extent that a person is acting in an independent capacity that came in, performed a significant function in this case, and acted as a fiduciary, especially in light of the fact that, you know,

the debtor's management with the purchaser, I think that they, with respect to the limited time period that's covered by the 1120, the exculpation, I think that those are appropriate. So on that basis, I'm going to overrule the trustee's objection. Finally, as it relates to the opt-out mechanism, I think that under the Fifth Circuit law prior to Purdue, there was no thing as a non-consensual release here. You have a situation where the release is limited. It's been highly negotiated.

highly negotiated, there are various carve-outs. The debtor release is, again, limited to a very narrow period of time, you know, relating to the period after the confirmation, I'm sorry, after the petition, but prior to the effective date, I think the scope in there is appropriately limited, and I do believe that under the circumstances and the fact that you did have, you know, 543 people opt-out and the extended opt-out period for 75 days until January 26th, I think all of those measures indicate that the release was consensual, is consensual, and under Fifth Circuit case law is appropriate under the circumstances.

This isn't a case where you're trying to get something by people. I mean, this has been highly negotiated. This is probably one of the more extensive release with various caught outs and different parties getting different things. And furthermore, the scope of what's not being released is significant and forms the basis of the committee resolution with the debtor. with the debtor. So under all of those circumstances, again, I'm going to overrule the trustee's objection

with respect to the opt-out mechanism for the third-party release. And so with that, I think that I have ruled on everything. Is there anything that I haven't ruled on? I think we're good, Your Honor. Thank you so much. Okay. All right.

I also had on the docket for today a motion to quash a 2004 examination. Is that still on the docket or it wasn't on the agenda? All right. Mr. Sharpe, that was your motion, but we'll not worry about that. Let me, is Mr. Schreiber in the room in New York? in the room in New York to me that was something we can we can mr. Cohn just popped on whenever you want to have that if that's still viable and you want to have it heard just reach out to mr. laws okay we'll go all right okay

until mr. Ortega you raise your hand yes your honor it's been you Ortega social creditor claim 1473 I I just wanted to confirm so you're saying as far as the motion for sanctions and the stuff that I have filed will be ruled on later. So I'll cover it. It'll be on schedule a hearing and it will it will be rules on at the time of the hearing. Okay, sir.

I appreciate it. Thank you. No problem. Your honor. All right. If I could just one final matter. Yes. We have, we have an exclusivity motion that hasn't been granted yet.

I think with today's rulings there, we can officially say there won't be any opposition to it. And so, so with your honors leave, we'll file a C&L. on that motion following this hearing and hopefully get that order entered right okay and also with respect to the 14-day stay that's what i i knew i was missing something with respect to the 14-day stay i think in this case where um you know it did flirt with administrative insolvency i think the quicker that you can stop the the drain uh the better uh so i'm going to go ahead and grant and wait this to say I think that the based on the evidence that was presented from the declarations of Mr. Amalandro I think there's sufficient evidentiary basis

in order to do that thank you thank you all right all right mr. Heskeven Mr. Ossuffer thank you your honor can you hear me yes I can hear you so In my case, you mentioned you're going to be ruling in a later date for those motions pending. Just want to make sure that if the client goes effective, those, you know, so if the client goes effective, those issues where consumer cases in our contract are not going to leave us like in a kind of unprotected. So that is going to make sure the fact that you rule today, you know, on the plan doesn't affect all the consumers. Well, I mean, I don't, the plan grants certain relief to the debtor in order to do that. There is no discharge in the plan, and with respect to this paragraph 131, it says basically notwithstanding anything to the contrary in the plan,

Any precretion obligations, regulatory determinations, or administrative enforcement relating to Puerto Rico consumer contracts shall not be extinguished or impair or released. That's what you said. Thank you, Mr. Your Honor. So I'm located in New Jersey. I'm not sure if this is only related to Puerto Rico in this case. So, yeah. So the order and perhaps the order, the sale order. reserved all of the 365 rights, which were the consumer rights under the consumer contracts.

Whether in your case, that's the case, I don't know. That's why I want to study it and read it up separately without, you know, making a decision. Thank you so much. Thank you, much. Okay. Mr. Sharps, anything further? Very, Your Honor. Thank you so much for your time.

It's been a long road, and we appreciate it. Okay. So go ahead and just resubmit the confirmation order with a red line, and as well as the CMO on the other order, on the exclusivity extension, and I'll review that and get that entered. All right. So we'll be in recess to the 9-1030.

Thank you all. Thank you.