On March 15, 2002, the order approving the sale of Designation Rights to KLA/SM, L.L.C was entered in conjunction with the above Stipulation. 365 upon an attempted assignment, and the debtors retained rights to object to lease terms as anti-assignment provisions. ![]() The stipulation provided that the lease terms were ratified but that each party retained its rights to object at a later time pursuant to 11 U.S.C. Ramco objected to the debtors' motion, and pursuant to a written stipulation, the parties resolved those objections. On February 15, 2002, debtors filed a motion seeking authority to sell certain Designation Rights with respect to substantially all of the debtors' real estate assets, including leasehold interests, to KLA/SM, L.L.C. The debtor expressly ratified all terms and provisions of the lease, and the Third Amendment to the Lease. In February of 2001, the debtors assumed this lease, including all obligations contained therein, and sublet approximately one-half of the square footage to the TJX Companies, Inc ("TJX") pursuant to the landlord's consent under a Third Amendment to the Lease. The debtors filed for chapter 11 bankruptcy protection in March, 1999. In 1980, the debtors entered into a lease with Ramco for approximately 60,000 square feet of retail space in West Oaks I Shopping Center in Novi, Michigan. For the reasons hereinafter explained, the court overrules Ramco's objections, and approves the assignment of the Novi lease to JLPK finds that Ramco cannot reasonably withhold its consent to the Michaels' sublease, and finds the "going dark" provision in the Novi lease enforceable to the extent limited herein. (hereinafter "Michaels"), or this court's approval of such. Finally, if the assignment to JLPK is approved, Ramco objects to any proposed sublease to Michaels Stores, Inc. *680 Furthermore, Ramco asserts that the debtor's proposed assignment was without the landlord's consent as is required by the lease terms, and therefore, Ramco's option to purchase has been triggered under the lease. § 365(b)(3) and (f) adequate assurance of future performance by the proposed assignee ("JLPK") concerning financial and operating performance, use restrictions, and tenant mix. Generally, Ramco argues that the debtor cannot make the proposed assignment to JLPK-Novi, LLC (hereinafter "JLPK") because it has failed to establish pursuant to 11 U.S.C. (hereinafter "Ramco" or "landlord") to Service Merchandise Company, Inc.'s (hereinafter "debtors") notice regarding the proposed assignment of its lease for store number 533 in Novi, Michigan. This matter is before the court on the objections of Ramco-Gershenson Properties, L.P. Derrick, Assistant United States Trustee, Nashville, TN, for the United States Trustee. Schlegel, Kupelian Ormond & Magy, Southfield, MI, Gail Reece, Nashville, TN, for Ramco Gershenson Properties, L.P.īeth R. ![]() Allen, Ramco-Gershenson, Managing Entity for Ramco-Gershenson Properties, L.P., Paul S. Neil Herman, Morgan, Lewis & Bockins, LLP, New York, NY, for JLPK Novi, LLC. Dunning, Bass, Berry & Sims, Nashville, TN, for the Debtors. Butler, George Panagakis, Marian Wexler, Patrick Nash, Skadden Arps, Slate, Meagher & Flom, Chicago, IL, Paul G. 675(2002) In re SERVICE MERCHANDISE COMPANY, INC., et al., Debtors.
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