Opinion
Case No. 04-13819, Jointly Administered.
September 12, 2004.
Brian P. Leitch, Esq., Daniel M. Lewis, Esq., Michael J. Canning, Esq., ARNOLD PORTER LLP, Denver, Colorado, and Washington, DC, and New York, New York, Lawrence E. Rifken, Esq. (VSB No. 29037), Douglas M. Foley, Esq. (VSB No. 34364), David I. Swan, Esq., McGUIREWOODS LLP, McLean, Virginia, Counsel to the Debtors and Debtors-in-Possession.
ORDER GRANTING MOTION TO EXPEDITE HEARING ON "FIRST DAY MOTIONS" AND FOR ENTRY OF BRIDGE ORDERS
Upon the motion dated September 12, 2004 (the "Motion") wherein the Debtors and debtors-in-possession in the above-captioned cases moved this Court for an order scheduling an expedited hearing on the First Day Motions and for entry of the Bridge Orders, the Court finds that (i) it has jurisdiction over the matters raised in the Motion pursuant to 28 U.S.C. §§ 157 and 1334, (ii) this is a core proceeding pursuant to 28 U.S.C. § 157(b)(2), (iii) the relief requested in the Motion is in the best interests of the Debtors, their estates, and their creditors, (iv) adequate notice of the Motion has been given and that no other or further notice is necessary, and (v) good and sufficient cause exists for the granting of the relief requested in the Motion. Therefore,
Unless otherwise defined herein, all capitalized terms shall have the meaning ascribed to them in the Motion.
IT IS HEREBY ORDERED, ADJUDGED, AND DECREED THAT:
1. The Motion is GRANTED.
2. A hearing will be held on Monday, September 13, 2004, at 10:30 a.m., to hear and consider the First Day Motions listed on the Proposed First Day Agenda filed in this case and attached asAttachment 1 to this order (the "First Day Hearing").
3. Because of the exigent circumstances described in the Motion, the notice requirements of Local Bankruptcy Rule 9013-1(M) are hereby waived for the Motion and the First Day Motions, subject to the Court's right, upon further consideration at the First Day Hearing, to require further or additional notice with respect to any particular First Day Motion. The actual notice of the First Day Motions and the First Day Hearing already given, as described in the Motion, is adequate and appropriate notice under the circumstances of these cases.
4. In view of the limited notice, the requirement of filing a written response to the First Day Motions is waived.
5. Local Bankruptcy Rule 9022-1(C) is hereby waived for the purposes of this order.
6. A copy of this order shall be separately docketed in each of the Debtors' individual bankruptcy cases.
ATTACHMENT 1
US Airways, Inc., et al. Case Nos. [___________] through [____________] First Day Motions Listed on Proposed First Day AgendaI. INTRODUCTION AND REQUEST FOR FIRST DAY HEARING
1. Motion To Appear Pro Hac Vice Pursuant To Local Bankruptcy Rule 2090-1(E)(2)
2. Supplemental Brief in Support of First Day Pleadings
3. Declarations of Bruce R. Lakefield, David M. Davis, and B. Ben Baldanza in Support of Chapter 11 Petitions and First Day Orders
II. FIRST DAY MATTERS A. Motions re: Cash Collateral
4. Motion for Bridge, Interim and Final Orders (1) Authorizing the Debtors to Use Cash Collateral; (2) Providing Adequate Protection; (3) Scheduling a Final Hearing; (4) Approving Form and Manner of Notice; and (5) Granting Related Relief
B. Motions re: Continuing Customer Relations, Vendor Relations, and Operations
5. Motion to Authorize the Debtors to Honor Prepetition Obligations to Customers and to Otherwise Continue Customer Programs and Practices in the Ordinary Course of Business
6. Motion to Authorize the Debtors to (A) Assume Executory Contracts Relating to Clearinghouse Agreements, ARC Agreements, BSP Agreements, cargo Settlement Agreements, and UATP Agreement and (B) Honor All Obligations Related to Such Agreements and Relating to the Bilateral Interline Agreements, Alliance Agreements, Code Share Agreements, ATPCO Agreements, Global Distribution (Reservation) Systems Agreements, Service Agreements, Travel Agency Agreements, Online Services Agreements, Dividend Miles Agreements, and Cargo Agreements in the Ordinary Course of Business
7. Motion to Authorize Payment of Prepetition Obligations to Foreign Vendors, Foreign Service Providers and Foreign Governments Pursuant to 11 U.S.C. §§ 105(A) and 363(B)
8. Motion to Authorize (A) Application of Prepetition Payments to Prepetition and/or Postpetition Fuel Supply Contracts, (B) Honoring of Other Fuel Supply, Distribution, Storage and Into-Plane Fuel Contracts, and (C) Continued Participation in Fuel Consortia
9. Motion to Authorize (a) The Payment of Certain Outside Maintenance Providers, Shippers and Contractors in Satisfaction of Perfected or Potential Mechanics', Materialmens' or Similar Liens or Interests and Other Claims and (b) the Honoring of Certain Related Contracts in the Ordinary Course of Business
10. Motion to Authorize the Establishment and Implementation of Exclusive, Global Procedures for the Reconciliation and Treatment of Reclamation Claims Asserted Against the Debtors
11. Motion To Authorize (I) An Injunction Prohibiting Utilities From Altering, Refusing, Or Discontinuing Services To, And/Or Discriminating Against, The Debtors, (Ii) A Determination That Utilities Are Adequately Assured Of Future Payment, And (Iii) The Establishment Of Procedures For Determining Requests For Additional Assurance
C. Motions re: Administrative and Procedural Matters
12. Motion to Authorize Joint Administration of Cases Pursuant to Federal Rule of Bankruptcy Procedure 1015(B)
13. Motion to Authorize the Debtors to Mail Initial Notices in Lieu of Submitting a Formatted Mailing Matrix
14 Motion to Extend Time to File Bankruptcy Schedules, Statements of Financial Affairs, and lists of Equity Security Holders
15. Motion to Authorize the Establishment of Omnibus Hearing Dates and Authorize Certain Electronic Notice, Case Management and Administrative Procedures
16. Motion to Authorize Procedures for Interim Compensation and Reimbursement of Expenses of Professionals Pursuant to 11 U.S.C. §§ 105(a) and 331
17. Motion to Approve Form and Manner of Notice of Commencement of Cases and Notice of Bar Dates for Filing Proofs of Claim and Establish Bar Dates for all Creditors to File Proofs of Claim
D. Applications and Motion re: Retention of Debtors' Professionals
18. Application for an Order Pursuant to 11 U.S.C. §§ 327(a) and 329 Authorizing the Employment and Retention of Arnold Porter LLP as Attorneys for the Debtors (Interim Order)
19. Application for an Order Pursuant to 11 U.S.C. §§ 327(a) and 329 Authorizing the Employment and Retention of McGuireWoods LLP as Attorneys for the Debtors (Interim Order)
20. Application for an Order Authorizing the Employment and Retention of O'Melveny Myers LLP as Special Labor, Regulatory, Antitrust and Litigation Counsel (Interim Order)
21. Application for Order Under 11 U.S.C. §§ 327(a) and 328(a) and Fed.R.Bankr.P. 20 14(a) Authorizing the Employment and Retention of Seabury Advisors LLC, Seabury Securities LLC, Seabury Solutions LLC and Seabury Airport Services LLC as Financial Advisors to the Debtors (Interim Order)
22. Application Pursuant to Fed.R.Bankr.P. 2014(a) for Order Under Section 327(a) of the Bankruptcy Code Authorizing the Employment and Retention of FTI Consulting, Inc., as Restructuring Advisors to the Debtors (Interim Order)
23. Application for an Order Under 11 U.S.C. §§ 327(a), 328 and 1107(a) Authorizing the Employment and Retention of KPMG LLP as Auditors and Tax Advisors to the Debtors (Interim Order)
24. Application for Order Approving Agreement with Donlin, Recano Company Claims and Noticing Agent of Bankruptcy Court Pursuant to 28 U.S.C. § 156(c) (Interim Order)
25. Application to Employ and Retain American Appraisal Associates, Inc. as Expert Valuation Consultants for the Debtors Pursuant to 11 U.S.C. § 327(a)
26. Motion to Authorize the Retention of Professionals Utilized by Debtors in the Ordinary Course of Business Pursuant to 11 U.S.C. §§ 105(a), 327(e) and 331 E. Motions re: Maintaining the Debtors' Existing Financial Operations Cash Management
27. Motion to Authorize (A) Continued Maintenance of Existing Bank Accounts, (B) Continued Use of Existing Cash Management System, (C) Continued Use of Existing Business Forms and (D) Waiver of Investment and Deposit Requirements Pursuant to 11 U.S.C. §§ 105(a), 345(b) and 33(c)(1)
28. Motion to Assume Prepaid Card Purchase Agreement with Bank of America, N.A. Pursuant to 11 U.S.C. § 365(a) Trust Fund and Related Matters
29. Motion to Authorize the Debtors to Pay Prepetition Sales, Use, Trust Fund and Other Taxes and Related Obligations Pursuant to 11 U.S.C. §§ 105(a), 363, 507(a)(8), and 541
30. Motion to Assume Certain Executory Trust Fund Agreements Pursuant to 11 U.S.C. § 365(a)
F. Motions re: Rejection of Leases Real Estate
31. Motion to Authorize the Rejection of Certain Unexpired Real Property Leases and Establishing Procedures Relating Thereto Pursuant to 11 U.S.C. §§ 105(A) And 365(A)
Aircraft
32. Motion to Authorize the Debtors to Reject Certain Aircraft and Engine Leases Pursuant to 11 U.S.C. § 365 G. Motions re: Trading in Claims and Equity Securities
33. Motion to Authorize Notification and Hearing Procedures for Trading in Claims and Equity Securities Pursuant to 11 U.S.C. §§ 105, 362 and 541 and Bankruptcy Rule 3001
H. Motions re: Employee Matters and Procedures
34. Motion To (I) Authorize The Debtors To Pay Prepetition Wages, Salaries And Benefits, (II) Authorize The Debtors To Continue Employee Benefit Programs In The Ordinary Course Of Business And (III) Direct All Banks To Honor Prepetition Checks For Payment Of Prepetition Wage, Salary, And Benefit Obligations
35. Motion for an Order Under 11 U.S.C. § 1113(d)(3) for Protective Order in Connection with Dissemination of Confidential Information with Unions
36. Motion Pursuant to 11 U.S.C. § 1114(c) and (d) to Establish Procedures for Solicitation, nomination and Appointment of a Committee of Retired Employees