Post on 28-Jul-2020
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DOCS_LA:294992.5 46346-001
Robert B. Orgel (CA Bar No. 101875) Jeffrey L. Kandel (CA Bar No. 115832) Cia H. Mackle (admitted pro hac vice) PACHULSKI STANG ZIEHL & JONES LLP 10100 Santa Monica Blvd., 13th Floor Los Angeles, California 90067-4003 Telephone: 310/277-6910 Facsimile: 310/201-0760 Email: jkandel@pszjlaw.com Counsel to Thomas P. Jeremiassen, EFI Trustee
David W. Meadows (CA Bar No. 137052) LAW OFFICES OF DAVID W. MEADOWS 1801 Century Park East, Suite 1235 Los Angeles, California 90067 Telephone: 310-557-8490 Facsimile: 310-557-8493 E-mail:david@davidwmeadowslaw.com Counsel to the Official Committee of Unsecured Creditors
UNITED STATES BANKRUPTCY COURT
CENTRAL DISTRICT OF CALIFORNIA
NORTHERN DIVISION
In re: ESTATE FINANCIAL, INC., Debtor.
Case No. 9:08-bk-11457 PC Chapter 11 NOTICE OF JOINT MOTION AND JOINT MOTION OF CHAPTER 11 TRUSTEE AND CREDITORS’ COMMITTEE FOR ORDER APPROVING SOLICITATION AND VOTING PROCEDURES WITH RESPECT TO FIRST AMENDED LIQUIDATING PLAN UNDER CHAPTER 11 OF THE BANKRUPTCY CODE DATED NOVEMBER 25, 2015; MEMORANDUM OF POINTS AND AUTHORITIES; DECLARATIONS OF JEFFREY L. KANDEL, DAVID W. MEADOWS, AND BRIAN K. OSBORNE Hearing Date: Date: February 17, 2016 Time: 10:00 a.m. PST
Confirmation Hearing Date: Date: [To Be Set] Time: [To Be Set] Place: Courtroom 201 1415 State Street Santa Barbara, CA Judge: Honorable Peter Carroll
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DOCS_LA:294992.5 46346-001 2
TO: THE HONORABLE PETER CARROLL, UNITED STATES BANKRUPTCY JUDGE;
THE OFFICE OF THE UNITED STATES TRUSTEE; ALL PARTIES REQUESTING
NOTICE; AND CERTAIN PARTIES IN INTEREST:
PLEASE TAKE NOTICE that Thomas P. Jeremiassen, chapter 11 trustee (the “Trustee”)
for Estate Financial, Inc. (“EFI”), and the Official Committee of Unsecured Creditors of EFI (the
“Committee” and, together with the Trustee, the “Proponents”) hereby move for the entry of an
order, pursuant to sections 105, 502, 1121, 1125 and 1126 of title 11 of the United States Code,
Rules 1007(i), 2002, 3003, 3010, 3017 and 3018 of the Federal Rules of Bankruptcy Procedure and
Rules 3018-1, 9013 and 9013-1 of the Local Bankruptcy Rules of United States Bankruptcy Court
for the Central District of California (the “Bankruptcy Court”), approving and/or setting, as
described more fully below:
(A) certain solicitation, notice, and voting procedures in connection with the First
Amended Liquidating Plan Under Chapter 11 of the Bankruptcy Code Dated November 25, 2015
Proposed by the Chapter 11 Trustee and Creditors’ Committee (the “Plan”);1
(B) confirmation deadlines and procedures, certain specified procedures for transmitting
the Plan, the Disclosure Statement, ballots, and related solicitation materials, and notice of same;
(C) certain procedures for tabulating votes on the Plan;
(D) the forms of ballot that will accompany the Plan and Disclosure Statement with
Respect to First Amended Liquidating Plan Under Chapter 11 of the Bankruptcy Code Dated
November 25, 2015 Proposed by the Chapter 11 Trustee and Creditors’ Committee (the “Disclosure
Statement”),2 which will be sent to those Holders of Claims or Interests in Classes entitled to vote on
the Plan;
(E) the form of notice of the hearing with respect to confirmation of the Plan and related
matters;
1 Capitalized terms not otherwise defined herein shall have the meanings ascribed to them in to the Plan.
2 Concurrently herewith, the Proponents filed their notice of joint motion and joint motion for an order approving the
Disclosure Statement. Such joint motion is scheduled to be heard at the same time as this Motion.
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DOCS_LA:294992.5 46346-001 3
(F) the form of the joint letter from the Trustee and Creditors’ Committee in support of
voting for the Plan; and
(G) the requisite dates in connection with the solicitation, voting, and confirmation
process.
PLEASE TAKE FURTHER NOTICE that the Motion is based on the attached
Memorandum of Points and Authorities and Declarations of Jeffrey L. Kandel, David W. Meadows,
and Brian K. Osborne, and the arguments of counsel and any other admissible evidence properly
brought before the Court. In addition, the Proponents request that the Court take judicial notice of
all relevant documents filed with the Bankruptcy Court in this case.
PLEASE TAKE FURTHER NOTICE that a hearing will be held on February 17, 2016 at
10:00 a.m. PST (the “Hearing Date”), before the Honorable Peter Carroll, United States Bankruptcy
Judge, in Courtroom 201 of the Bankruptcy Court, located at 1415 State Street, Santa Barbara, CA to
consider the Motion.
PLEASE TAKE FURTHER NOTICE that any objections or responses to the Motion must
be served and filed with the Bankruptcy Court no later than fourteen (14) days prior to the Hearing
Date and must be served upon:
Counsel for the Trustee: Pachulski Stang Ziehl & Jones LLP 10100 Santa Monica Blvd., 13
th Floor
Los Angeles, CA 90067 Tel: (310) 277-6910 Fax: (310) 201-0760 Attn: Jeffrey L. Kandel Counsel for Creditors’ Committee: Law Offices of David W. Meadows 1801 Century Park East, Suite 1235 Los Angeles, California 90067 Telephone: 310-557-8490 Fax: 310-557-8493 Attn: David W. Meadows Office of the U.S. Trustee: U.S. Department of Justice Office of the United States Trustee 128 East Carrillo Street
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DOCS_LA:294992.5 46346-001
TABLE OF CONTENTS MEMORANDUM OF POINTS AND AUTHORITIES ..................................................................... 1
i. INTRODUCTION ............................................................................................................................ 1
II. JURISDICTION .............................................................................................................................. 1
III. STATEMENT OF FACTS ............................................................................................................ 2
A. Background to the Plan ..................................................................................................... 2
IV. ARGUMENTS AND AUTHORITIES ......................................................................................... 4
A. Approval of Form and Manner of Notice ......................................................................... 4
1. Solicitation Package .................................................................................................. 4
2. Service of Solicitation Packages ............................................................................... 6
B. Approval of Forms of Ballots and Method of Tabulation of Votes ................................. 7
1. Approval of Forms of Ballots .................................................................................... 7
2. Notice of Non-Voting Status ..................................................................................... 8
3. Establishing Procedures For Tabulating Votes ......................................................... 9
C. Voting Deadline and Voting Record Date ...................................................................... 12
D. The Confirmation Hearing .............................................................................................. 12
E. Objections to Confirmation and Reply Briefs ................................................................ 13
F. Summary of Requested Dates ......................................................................................... 14
V. CONCLUSION ............................................................................................................................. 15
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DOCS_LA:294992.5 46346-001 ii
TABLE OF AUTHORITIES Pages
Cases
In re Media Central, Inc. 89 B.R. 685 (Bankr. E.D. Tenn. 1988) .......................................................................................... 5
Statutes
11 U.S.C. § 105 ................................................................................................................................. 1
11 U.S.C. § 502 ................................................................................................................................. 1
11 U.S.C. § 1121 ............................................................................................................................... 1
11 U.S.C. § 1125 ............................................................................................................................... 1
11 U.S.C. § 1126 ................................................................................................................. 1, 8, 9, 11
11 U.S.C. § 1126(f) ............................................................................................................................ 8
11 U.S.C. § 1126(g) ........................................................................................................................... 8
28 U.S.C. § 156(c) ........................................................................................................................... 20
28 U.S.C. § 157 .................................................................................................................................. 1
28 U.S.C. § 1334 ................................................................................................................................ 1
28 U.S.C. § 1408(1) ........................................................................................................................... 1
28 U.S.C. § 1408(2) ........................................................................................................................... 1
Rules
Fed. R. Bankr. P. 1007(i) .................................................................................................................. 1
Fed. R. Bankr. P. 2002 ............................................................................................................ 1, 6, 12
Fed. R. Bankr. P. 3003 ................................................................................................................ 1, 10
Fed. R. Bankr. P. 3010 ....................................................................................................................... 2
Fed. R. Bankr. P. 3017 .................................................................................................... 1, 4, 7, 8, 12
Fed. R. Bankr. P. 3017(d) .......................................................................................................... 4, 7, 8
Fed. R. Bankr. P. 3018 ...................................................................................... 1, 7, 9, 10, 11, 12, 14
Fed. R. Bankr. P. 3020 ....................................................................................................................... 1
Fed. R. Bankr. P. 3020(b)(1)............................................................................................................ 13
Local Bankruptcy Rule 9013 .............................................................................................. 4, 2, 6, 12
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DOCS_LA:294992.5 46346-001 1
MEMORANDUM OF POINTS AND AUTHORITIES
I.
INTRODUCTION
By this joint motion (the “Motion”), Thomas P. Jeremiassen, chapter 11 trustee (the
“Trustee”) for Estate Financial, Inc. (“EFI” or the “Debtor”), and the Official Committee of
Unsecured Creditors of EFI (the “Creditors’ Committee” and, together with the Trustee, the
“Proponents”), request that the United States Bankruptcy Court for the Central District of California
(the “Bankruptcy Court”) approve certain solicitation, notice, voting, distribution, tabulation, and
related procedures, as more fully described below, with respect to the First Amended Liquidating
Plan Under Chapter 11 of the Bankruptcy Code Dated November 25, 2015 Proposed by the Chapter
11 Trustee and Creditors’ Committee (the “Plan”).1 In addition, the Proponents request that the
Bankruptcy Court approve (a) the Proponents’ proposed order approving this Motion, (b) notice of
the hearing with respect to confirmation of the Plan (the “Confirmation Hearing”) for voting
creditors, (c) the form of ballot for the Plan, (d) notice of the Confirmation Hearing for non-voting
creditors, and (e) the form of the joint letter from the Proponents in support of voting for the Plan,
each in substantially the forms attached hereto as Exhibit “A”, Exhibit “B”, Exhibit “C”, Exhibit
“D”, and Exhibit “E”, respectively. Also, the Proponents request that the Bankruptcy Court
establish applicable dates, based on the parameters set forth herein, in connection with the
solicitation, voting, and confirmation process, as set forth below.
II.
JURISDICTION
This Bankruptcy Court has jurisdiction over this Motion pursuant to 28 U.S.C. §§ 157 and
1334. This is a core proceeding under 28 U.S.C. § 157(b)(2). Venue is proper in this district
pursuant to 28 U.S.C. §§ 1408(1) and (2). The statutory bases for the relief sought herein are
sections 105, 502, 1121, 1125 and 1126 of title 11 of the United States Code (the “Bankruptcy
Code”), Rules 1007(i), 2002, 3003, 3017, 3018 and 3020 of the Federal Rules of Bankruptcy
1 Capitalized terms not otherwise defined herein shall have the meanings ascribed to them in to the Plan.
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DOCS_LA:294992.5 46346-001 2
Procedure (the “Bankruptcy Rules”) and Rules 3018-1, 9013 and 9013-1 of the Local Bankruptcy
Rules of the Bankruptcy Court (the “Local Bankruptcy Rules”).
III.
STATEMENT OF FACTS
A. Background to the Plan
The Plan is a blueprint of how the Debtor, its Estate and its Assets will be structured and
liquidated after or as a result of confirmation of the Plan. It sets forth the entity which will succeed
the Estate pursuant to the Plan, what parties will own interests therein and what Distributions such
entity will make and to whom. Among other things, the Plan designates Classes of Claims and a
Class of Interests, identifies Unimpaired and Impaired Classes, sets forth a proposal for the
satisfaction of all Claims against, and Interests in, the Debtor or its Estate, and provides adequate
means for the implementation of the Plan.
The Plan’s goals include:
Enabling the continued liquidation of the few remaining Assets of the Estate over
a reasonable time; and
Enabling Creditors to be paid sooner and more than they likely would be paid
absent confirmation of the Plan.
To accomplish these goals, the Plan, among other things, does the following:
Establishes the Liquidating Trust to, among other things, complete the liquidation
of the Estate’s Assets (including the continued prosecution of pending litigation),
continue objecting to Claims as appropriate, and make distributions to Holders of
Allowed Claims;
Appoints a Liquidating Trustee to manage the Liquidating Trust;
Establishes a “Plan Advisory Committee” to advise the Liquidating Trustee;
Authorizes the Liquidating Trust to make interim Distributions before the
completion of the liquidation of the Trust’s Assets, payable, essentially, according
to statutory priorities, to those Creditors holding Allowed Claims;
Eliminates the Interests held by the Debtor’s principals;
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DOCS_LA:294992.5 46346-001 3
Reduces the role of the Bankruptcy Court in the liquidation process after the
Effective Date of the Plan so as to potentially decrease expenses of the liquidation
and increase Creditor recoveries.
The management structure of the Liquidating Trust is set forth in Article VIII of the Plan.
Funding for the Plan shall be provided by Cash on hand as of the Effective Date, which are amounts
remaining primarily from: (1) EFI’s share of the proceeds of sales of Real Estate; and (2) recoveries
from litigation and/or negotiated settlements with title companies or prepetition professionals of
EFI.2 In addition, the Trustee anticipates further funding for the Plan after the Effective Date of the
Plan primarily on account of the following Remaining Assets: (1) additional recoveries through
settlements with investors pursuant to the Settlement Parameters or through litigation if settlement is
not reached; (2) recoveries on account of ongoing litigation against Bryan Cave, LLP, the Debtor’s
prepetition counsel; and (3) the Estate’s interest in a twenty-five year note with a principal balance
anticipated to be approximately $400,000 as of the Effective Date, for which payments on the note
are made monthly from a blocked account at the San Luis Obispo Superior Court.
The Plan classifies and treats Classes of Claims and Interests against the Estate as follows:
Class Claims/Interests Impaired /
Unimpaired
Entitled to Vote /
Not Entitled to Vote
Class 1 Allowed Secured Real
Property Tax Claim Impaired Entitled to Vote
Class 2 Allowed
Miscellaneous Secured
Claims
Impaired Entitled to Vote
Class 3 Allowed Priority
Claims Unimpaired Not Entitled to Vote
Class 4 Allowed General
Unsecured Claims Impaired Entitled to Vote
Class 5 Interests Impaired Not Entitled to Vote
2 Upon sales of Real Estate, the Estate (1) retained amounts attributable to ownership interests in Loans (and the resulting
Real Estate) that EFI never assigned to investor-creditors or which were assigned back to EFI; (2) retained amounts
attributable to settlements with investors under the Settlement Parameters; and (3) recouped certain costs incurred and
advances made by the Trustee in connection with the Property in accordance with the Procedures Order. These funds
have been the primary source of funding the Trustee’s cost of administering the Chapter 11 case.
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DOCS_LA:294992.5 46346-001 4
Along with the Plan, the Proponents have prepared the Disclosure Statement, which
describes, among other things, the proposed Plan, the proposed treatment of various Claims and
Interests pursuant thereto, and the potential effects of such treatment on the entities holding those
Claims and Interests. Approval and distribution of the Disclosure Statement and the development of
confirmation procedures constitute the first step in the confirmation process.
The Plan and Disclosure Statement provide more information about the classification of
Claims and the treatment of unclassified and classified Claims under the Plan. As stated above, this
Motion requests, among other things, the Court’s approval of solicitation and voting procedures for
the Plan set forth herein.
IV.
ARGUMENTS AND AUTHORITIES
A. Approval of Form and Manner of Notice
Pursuant to Bankruptcy Rule 3017(d), upon approval of a disclosure statement, a plan
proponent must mail to the Office of the United States Trustee (the “U.S. Trustee”), all creditors, and
all equity security holders the plan, the disclosure statement, notice of the time within which to file
acceptances or rejections, notice of the date of the confirmation hearing, and such other information
as the court may require. See Fed. R. Bankr. P. 3017(d).
1. Solicitation Package
The Proponents request that the Bankruptcy Court authorize the transmittal by the
Proponents (through the Solicitation Agent, Rust Consulting/Omni Bankruptcy) of a solicitation
package containing the following materials (collectively, the “Solicitation Package”) to all Notice
Parties (as defined below): (a) the order approving this Motion (the “Approval Order”),
substantially in the form attached hereto as Exhibit “A”; (b) the Disclosure Statement and the Plan;
(c) notice of the confirmation hearing and related matters, including notice of the time fixed for
filing objections to confirmation of the Plan (the “Plan Notice”), substantially in the form attached
hereto as either Exhibit “B” (for creditors believed by the Proponents to be entitled to vote) or
Exhibit “D” (for non-voting creditors) (but which in either case may be single-spaced or otherwise
reformatted by the Proponents in their discretion); (d) a joint letter from the Trustee and Creditors’
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DOCS_LA:294992.5 46346-001 5
Committee in support of voting for the Plan, substantially in the form of Exhibit “E” hereto; (the
“Plan Solicitation Letter”) and (e) such other information as the Bankruptcy Court may direct. In
addition, with respect to creditors believed to be potentially entitled to vote on the Plan, ballots
(each, a “Ballot”), substantially in the form attached hereto as Exhibit “C”, and Ballot return
envelopes will also be included in the Solicitation Package. The Proponents also request that they be
permitted to transmit the Plan and Disclosure Statement by CD-ROM disk, flash drive or hard
copies, in the Proponents’ sole discretion,3 and make them available on-line at the Trustee’s website,
www.omnimgt.com/estatefinancial, and available to Creditors and other parties in interest as a hard
copy upon written request to the Solicitation Agent, with the Plan Notice informing recipients of
such alternative availability.
To avoid any future challenges to the appropriateness of the materials contained in the
Solicitation Package, the Proponents request that the Bankruptcy Court approve the inclusion in the
Solicitation Package of all materials described above. See In re Media Central, Inc., 89 B.R. 685,
691 (Bankr. E.D. Tenn. 1988) (“Failure to obtain beforehand a judicial ruling on the propriety of
statements or information sent in conjunction with a vote solicitation may lead to a vote
disqualification after the fact if it is later determined that the statements or information were
improper and the solicitation in bad faith.”).
The Proponents request authority to make non-substantive modifications to the Disclosure
Statement and other documents in the Solicitation Package prior to distribution in order to insert
dates and deadlines or make corrections or modifications of a typographical, conforming and/or
ministerial nature.
3 The Disclosure Statement and Plan, including exhibits, are hundreds of pages in length. To avoid substantial costs that
would be associated with printing and mailing such a voluminous set of documents to thousands of recipients, the
Proponents propose to serve, in their discretion, the Disclosure Statement and Plan (including exhibits) via CD-ROM or
flash drive instead of in printed format. Regardless of whether the Proponents determine in their discretion to serve the
Disclosure Statement and Plan on CD-ROM, the Proponents will serve hard copies of the Approval Order, Plan Notice,
Ballots and Solicitation Letter. The Declaration of Brian K. Osborne of Rust Consulting/ Omni Bankruptcy, the balloting
agent (the “Solicitation Agent”) for the Plan supporting this request is attached hereto.
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DOCS_LA:294992.5 46346-001 6
2. Service of Solicitation Packages
Bankruptcy Rule 2002(b) provides that twenty-eight (28) days’ notice of the time fixed for
filing objections and the hearing to consider confirmation of a chapter 11 plan must be given. Local
Bankruptcy Rule 9013-1 provides that objections must be filed fourteen (14) days prior to a hearing
date. Consistent with these rules, the Proponents request that the Bankruptcy Court set a date that is
the later of (x) seven (7) business days after the date of the entry of the Approval Order and (y) fifty-
six (56) days prior to the hearing on confirmation of the Plan as the last date by which the
Solicitation Packages must be transmitted to the following parties (collectively, the “Notice
Parties”): (a) all parties or entities, or their transferees or assignees if properly noted on the official
claims register as of the Voting Record Date (as defined below) that have filed proofs of claim on or
before the Voting Record Date, excluding parties that filed Claims that have been disallowed prior to
the Solicitation Date (as defined below); (b) all parties identified in the Schedules as of the Voting
Record Date as holding liquidated, noncontingent, and undisputed Claims in an amount greater than
zero dollars, excluding scheduled Claims that have been superseded by filed proofs of claim or
disallowed or expunged prior to the Solicitation Date;(c) all other known Holders of Claims against
or Interests in the Debtor as of the Voting Record Date; (d) all parties to contracts and leases with
the Debtor as reflected in the Debtor’s List of Executory Contracts and Unexpired Leases, to the
extent that such parties are not duplicative of those parties otherwise being served with a Solicitation
Package pursuant to this paragraph; (e) the U.S. Trustee; (f) the IRS; (g) the Securities and Exchange
Commission; (h) all known, applicable governmental units; and (i) all parties having filed notices of
appearance and requests for documents in these cases. (The date of the mailing of the Solicitation
Packages is hereafter referred to as the “Solicitation Date.”)
If a Claim is duplicative of another Claim, the Creditor filing such Claims shall receive only
one Solicitation Package, including one Ballot, for such Claim and shall be permitted to vote only a
single Claim.
The Proponents also request a determination by the Bankruptcy Court that the Proponents
shall not be required to serve the Solicitation Package on any person or entity for which the notice of
the hearing on the approval of the Disclosure Statement has been returned by the United States
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Postal Service as undeliverable, unless the Proponents receive an accurate address for such
addressee.
B. Approval of Forms of Ballots and Method of Tabulation of Votes
1. Approval of Forms of Ballots
Bankruptcy Rule 3017(d) provides that ballots for accepting or rejecting the Plan should
conform substantially to Official Form No. 14 and be mailed only to “creditors and equity security
holders entitled to vote on the plan.” Fed R. Bankr. P. 3017(d).
The form attached hereto as Exhibit “C” is based upon Official Form No. 14, but has been
modified to include certain additional information that the Proponents believe to be relevant and
simplified for this particular creditor body, including as follows:
(a) Each Ballot will provide the voting Creditor the option to accept or reject the
Plan and will be accompanied by a return envelope (postage not included) addressed to the proposed
Solicitation Agent: Rust Consulting/Omni Bankruptcy, 5955 DeSoto Avenue, Suite 100, Woodland
Hills, CA 91367, Attn: Estate Financial, Inc. The voting Creditor may send in its, his or her Ballot
via regular mail, overnight mail or hand delivery to the Proponents at the foregoing address. The
Ballot instructions will provide that such Ballot shall be sent to the Proponents at such address.
(b) The blank for a creditor to insert the amount of his/her/its Claim has been
removed. The amounts of the vast majority of the Claims of Class 4 Claimants have been
definitively established via the signing of Settlement Agreements and/or orders of the Court
sustaining almost a thousand Claim objections. The Proponents believe that it will be cumbersome
and confusing in this instance, and likely to hinder voting, if creditors believe they are required to
determine and insert the Allowed Amount of their Claims in the Ballot.
The Proponents will accept, review, validate, and tabulate the Ballots in accordance with the
procedures set forth below and report to the Bankruptcy Court on the votes for acceptance and
rejection of the Plan, by Class, no later than seven (7) days before the Confirmation Hearing.
Local Bankruptcy Rule 3018-1 provides that a plan proponent must file a ballot summary
(the “Ballot Summary”) “not later than 1 day before” the confirmation hearing. Pursuant to such
rule, the summary must include only “the amount and number of allowed claims of each class voting
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to accept or reject the plan and the amount of allowed interests of each class voting to accept or
reject the plan.” All Ballots will be made available for inspection by the Bankruptcy Court at the
Confirmation Hearing. Ballots are not required to be filed or made available to any parties. The
Proponents believe that filing such summary seven (7) days prior to the Confirmation Hearing
provides ample time for the Bankruptcy Court and other parties in interest to review such summary.
The Proponents also propose, for the sake of full disclosure - although not required under the Rule -
to include a summary of the Ballots that they do not count as acceptances or rejections and the
reasons therefor. The earlier filing of the Ballot Summary and the inclusion of such additional
information therein will provide all Creditors and parties in interest with the information necessary
to determine whether they wish to seek relief to the extent it is appropriate, by notice and hearing to
be conducted at or prior to the Confirmation Hearing.
The Proponents request approval of the sample form of Ballot substantially in the form
attached hereto as Exhibit “C.”
2. Notice of Non-Voting Status
Bankruptcy Rule 3017(d) provides, in relevant part, as follows:
If the court orders that the disclosure statement and the plan or a summary of the plan shall not be mailed to any unimpaired class, notice that the class is designated in the plan as unimpaired and notice of the name and address of the person from whom the plan or summary of the plan and disclosure statement may be obtained upon request and at the plan proponent's expense, shall be mailed to members of the unimpaired class together with the notice of the time fixed for filing objections to and the hearing on confirmation.
Fed. R. Bankr. P. 3017(d). Class 3, Allowed Priority Claims, is unimpaired under the Plan and
therefore is deemed to have accepted the plan under section 1126(f) of the Bankruptcy Code. Class
5, Interests, will receive no distributions under the Plan and therefore is deemed to reject the Plan
under section 1126(g) of the Bankruptcy Code. Solicitation of the foregoing Classes is not required
under Bankruptcy Rule 3017(d), and no Ballots have been prepared for Holders of Claims in Class 3
or Interest Holders in Class 5. Holders of Claims not classified under the Plan, Holders of Claims in
Class 3 and Holders of Interests in Class 5 shall be referred to herein as the “Non-Voting Parties.”
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The Proponents propose to send to the Non-Voting Parties both (a) the Solicitation Package
and (b) notice of the Confirmation Hearing and their non-voting status, substantially in the form
attached hereto as Exhibit “D.”
3. Establishing Procedures For Tabulating Votes
Section 1126(c) of the Bankruptcy Code provides:
A class of claims has accepted a plan if such plan has been accepted by creditors, other than any entity designated under subsection (e) of this section, that hold at least two-thirds in amount and more than one-half in number of the allowed claims of such class held by creditors, other than any entity designated under subsection (e) of this section, that have accepted or rejected such plan.
11 U.S.C. § 1126(c). Further, Bankruptcy Rule 3018(a) provides that “the court after notice and
hearing may temporarily allow the claim or interest in an amount which the court deems proper for
the purpose of accepting or rejecting a plan.” Fed. R. Bankr. P. 3018(a).
a. Ballot Tabulation
The Proponents propose, solely for purposes of voting to accept or reject the Plan and not for
purposes of allowance or distribution on account of a Claim and without prejudice to the rights of
the Proponents or Creditors in any other context, that each Holder of a Claim be entitled to vote the
amount and classification of such Claim as set forth in (i) a timely filed a proof of claim against EFI
or (ii) the Schedules of the EFI (as may be amended from time to time) unless such Holder has
timely filed a proof of claim against EFI, in which event such Holder would instead be entitled to
vote the amount and classification of such Claim against EFI as set forth in such proof(s) of claim.
The foregoing general procedure will be subject to the following:
(a) If a Claim is deemed “Allowed” pursuant to an order of the Bankruptcy Court prior to or at the Confirmation Hearing or under the Plan, such Claim shall be Allowed for voting purposes in the “Allowed” amount and classification set forth in the Bankruptcy Court’s order or the Plan;
(b) If anyone files an objection to a Claim prior to the Solicitation Date, such Claim shall be disallowed (for voting purposes only and not for purposes of allowance or distribution), except to the extent and in the manner as may be set forth in such objection or except to the extent such Claim is Allowed (1) prior to or at the Confirmation Hearing temporarily pursuant to Bankruptcy Rule 3018(a), pursuant to an order of the Bankruptcy Court or (2) under the Plan;
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(c) If a Claim has been “disallowed” by agreement of the Claim Holder or order of the Bankruptcy Court at any time prior to or at the Confirmation Hearing, such Claim also shall be disallowed for voting purposes;
(d) If a Claim has been estimated or otherwise Allowed for voting purposes by order of the Bankruptcy Court prior to or on the Voting Deadline (as defined below), such Claim shall be temporarily Allowed in the amount so estimated or Allowed by the Bankruptcy Court for voting purposes only;
(e) If a Claim is listed in the Schedules as contingent, unliquidated or disputed and a proof of claim was not (i) filed by the applicable bar date for the filing of proofs of claim established by the Bankruptcy Court or (ii) deemed timely filed by an order of the Bankruptcy Court prior to or on the Voting Deadline, then, unless the Holder of such Claim obtains or the Bankruptcy Court otherwise issues an order pursuant to Bankruptcy Rule 3018(a) temporarily allowing such Claim for voting purposes, such Claim shall be disallowed for voting purposes and for purposes of allowance and distribution pursuant to Bankruptcy Rule 3003(c);
(f) If a Claim is partially liquidated and partially unliquidated and (i) no objection to it has been filed by the Voting Deadline and (ii) no order pursuant to Bankruptcy Rule 3018(a) temporarily allowing it for voting purposes in an amount greater than $1.00 has been entered by the Bankruptcy Court, in each case prior to or on the Voting Deadline, such Claim shall be Allowed for voting purposes only in the liquidated amount; and
(g) Notwithstanding anything to the contrary contained herein, any Creditor who has filed or is the transferee of one or more duplicate Claims shall be provided with only one Solicitation Package and one ballot and be permitted to vote only a single Claim, regardless of whether the Proponents have objected to such duplicate Claims.
The Proponents request that the Bankruptcy Court offer any Creditor that seeks to establish
the temporary allowance of its Claim for voting purposes the opportunity to have the matter heard at
the Confirmation Hearing provided that either (a) it serves on the Proponents and files with the
Bankruptcy Court on or before the fourteenth (14th
) day after the Solicitation Date a motion for an
order pursuant to Bankruptcy Rule 3018(a) temporarily allowing such Claim for purposes of voting
to accept or reject the Plan or (b) enters into an agreement with the Proponents therefor, which
agreement the Proponents will file concurrently with or prior to the filing of the Ballot Summary (the
“Voting Allowance Notice”), and which agreement the Bankruptcy Court approves prior to or at the
Confirmation Hearing.
In addition, the Proponents request that (i) whenever a Creditor casts more than one Ballot
voting the same Claim(s) prior to the Voting Deadline, the last properly completed Ballot actually
received prior to the Voting Deadline be deemed to reflect the voter’s intent and, thus, to supersede
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any prior Ballots, and (ii) creditors with multiple Claims against the Debtor must vote all of their
Claims either to accept or reject the Plan and may not split their votes, and thus (x) no Ballot that
partially rejects and partially accepts the Plan and (y) no Ballot filed by a creditor with multiple
Claims against the Debtor that votes inconsistently with respect to the Debtor will be counted for the
purpose of voting.
The Proponents further propose that, without further order of the Bankruptcy Court, except
as otherwise set forth herein, the following Ballots not be counted or considered for any purpose in
determining whether the Plan has been accepted or rejected: (i) any Ballot that is properly completed
and executed and timely returned to the Proponents, but does not indicate an acceptance or rejection
of the Plan or that indicates both an acceptance and rejection of the Plan or is otherwise ambiguous
as to whether it accepts or rejects the Plan; (ii) any Ballot actually received by the Proponents after
the Voting Deadline, unless later approved by the Bankruptcy Court; (iii) any Ballot that is illegible
or contains insufficient information to permit the identification of the Claimant, its Claim(s) and/or
its vote; (iv) any Ballot cast by a person or entity not entitled to vote; (v) any Ballot cast for a
Scheduled Claim that is scheduled as unliquidated, contingent or disputed for which no proof of
claim was timely filed or deemed timely filed by an order of the Bankruptcy Court prior to or on the
Voting Deadline; (vi) any unsigned or non-originally signed Ballot; (vii) any Ballot sent directly to
the Trustee, the Committee, the Debtor, their agents, their financial or legal advisors or to any other
party other than the Solicitation Agent, Rust Consulting/Omni Bankruptcy and not delivered to the
Solicitation Agent, Rust Consulting/Omni Bankruptcy so that it is actually received by the
Solicitation Agent, Rust Consulting/Omni Bankruptcy by the Voting Deadline; (viii) any Ballot cast
for a Claim that has been disallowed (for voting purposes or otherwise) and/or for a Claim of an
entity designated pursuant to section 1126(e) of the Bankruptcy Code; and (ix) any Ballot
transmitted to the Solicitation Agent, Rust Consulting/Omni Bankruptcy by facsimile, email or other
electronic means.
The Proponents further propose, without further order of the Bankruptcy Court, that any
Holder of a Claim entitled to vote that has delivered a valid Ballot may withdraw such Ballot solely
in accordance with Bankruptcy Rule 3018(a).
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None of the Proponents or any other person or entity will be under any duty to provide
notification of defects or irregularities with respect to delivered Ballots, nor will any of them incur
any liability for failure to provide such notification.
The Proponents believe that the foregoing procedures will provide for a fair and equitable
voting process.
The Proponents and other parties in interest may seek further clarification from the
Bankruptcy Court on vote tabulation and the solicitation process, and retain the right to object or
raise any issue with respect to any Ballot.
C. Voting Deadline and Voting Record Date
Pursuant to Bankruptcy Rule 3017(c), “[o]n or before the approval of the disclosure
statement, the court shall fix a time within which the holders of claims and interests may accept or
reject the plan.” Fed. R. Bankr. P. 3017(c). The Proponents request that the Bankruptcy Court
establish a deadline that is twenty-eight (28) days after the Solicitation Date at 4:00 p.m. (Prevailing
Pacific Time) as the deadline by which all Ballots must be received by the Proponents (the “Voting
Deadline”). For a Ballot to be counted, it must be actually received prior to the Voting Deadline by
mail or personal delivery at the applicable address indicated in the voting instructions that
accompany the Ballot. The Proponents submit that this deadline will afford creditors ample time to
vote, while allowing sufficient time for the Proponents to tabulate votes and prepare the applicable
ballot tabulation for filing with the Bankruptcy Court.
Bankruptcy Rule 3018(a) provides for a determination of the record date for voting purposes.
The Proponents propose that the record date in this Case be the last business day at least fourteen
(14) days prior to the hearing approving the adequacy of the Disclosure Statement (the “Voting
Record Date”), for purposes of determining which creditors are entitled to vote on the Plan.
D. The Confirmation Hearing
The Proponents request that the Bankruptcy Court set the Confirmation Hearing on a date
that is convenient for the Bankruptcy Court and is at least fifty-six (56) days after the entry of the
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Approval Order4. Setting the Confirmation Hearing no earlier than such date will allow adequate
notice to be provided to creditors and parties in interest consistent with Bankruptcy Rules 2002(b)
and 3017 and Local Bankruptcy Rule 9013, as further described below.
E. Objections to Confirmation and Reply Briefs
Bankruptcy Rule 3020(b)(1) provides that “objections to the confirmation of the plan shall be
filed and served . . . within a time fixed by the court.” Fed. R. Bankr. P. 3020(b)(1). The Proponents
submit that the Bankruptcy Court should fix a deadline that is twenty-eight (28) days after the
Solicitation Date as the last day to file and serve objections to confirmation of the Plan (the
“Confirmation Objection Deadline”). The Proponents request that the Bankruptcy Court order that
objections must be set forth in a written statement and be accompanied by a memorandum of points
and authorities and any supporting evidence. Additionally, the Proponents request that the
Bankruptcy Court order that any objections not timely filed and served are deemed waived. The
Proponents also request that the Bankruptcy Court set a deadline that is fourteen (14) days prior to
the Confirmation Hearing as the date on which the Proponents must file and serve their
memorandum in support of Plan confirmation and on which the Proponents or any party supporting
the Plan must file and serve replies to any objections. With sufficient time between objections and
replies, the Proponents would hope to be able to consider and resolve at least some objections.
Finally, in accordance with Bankruptcy Rule 3020(b)(1), the Proponents propose that the
Bankruptcy Court designate the entities set forth below as those entities upon which any objections
to confirmation of the Plan must be served:
4 Although unaware presently of a circumstance that would require a continuance, a brief or relatively brief continuance
of the Confirmation Hearing may be beneficial if it would permit a beneficial liquidation of certain assets that are not and
could not readily be addressed under the Plan and that otherwise will be abandoned. If such continuance is sought after
the Solicitation Date occurs, the Proponents will propose in seeking the continuance re-noticing to creditors the affected
dates.
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Counsel for the Trustee: Pachulski Stang Ziehl & Jones LLP 10100 Santa Monica Blvd., 13
th Floor
Los Angeles, CA 90067 Tel: (310) 277-6910 Fax: (310) 201-0760 Attn: Robert B. Orgel Jeffrey L. Kandel Counsel to the Creditors’ Committee: David W. Meadows Law Offices of David W. Meadows 1801 Century Park East, Suite 1235 Los Angeles, CA 90067 Tel: (310) 557-8490 Fax: (310) 557-8493 Office of the U.S. Trustee: U.S. Department of Justice Office of the United States Trustee 128 East Carrillo Street Santa Barbara, CA 93111 Tel: (805) 957-4100 Fax: (805) 957-4103 Attn: Brian Fittipaldi
F. Summary of Requested Dates
In summary, the Proponents request that the Bankruptcy Court establish the dates set forth
below for the following events:
Event Date
Solicitation Date: Last day to mail Solicitation Package
Later of (x) seven (7) business days after entry of Approval Order and (y) fifty-six (56) days prior to Confirmation Hearing
Voting Record Date Distribution Record Date
Confirmation Objection Deadline: Last day to file and serve objections to confirmation
Twenty-eight (28) days after Solicitation Date
Voting Deadline: Last day for creditors to deliver Ballots
Twenty-eight (28) days after Solicitation Date
Last day for creditors to file Bankruptcy Rule 3018 Motions to be heard at the Confirmation Hearing
Fourteen (14) days after Solicitation Date
Reply and Confirmation Brief Deadline: Last day to file and serve Proponents’ confirmation brief and any parties’ replies to confirmation objection(s)
Fourteen (14) days prior to Confirmation Hearing
Last day to file and serve Plan Supplement Fourteen (14) days prior to the Voting Deadline
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DECLARATION OF JEFFREY L. KANDEL
I, Jeffrey L. Kandel, declare as follows:
1. I am an attorney duly admitted to practice before the State of California and this
Court, and am a of counsel to Pachulski Stang Ziehl & Jones LLP, counsel for Thomas P.
Jeremiassen, chapter 11 trustee for Estate Financial, Inc. (the “Trustee”), the co-proponent of the
Plan with the Official Committee of Unsecured Creditors of EFI (the “Creditors’ Committee”). The
matters stated herein are within my own knowledge and, if called as a witness, I could and would
competently testify thereto.
2. I am over the age of eighteen (18) years and either have personal knowledge of the
facts set forth below or have obtained knowledge of such facts based upon inquiry from those
working at my direction, my review of documents or Court records. I am making this declaration in
support of the preceding Joint Motion Of Chapter 11 Trustee And Creditors’ Committee For Order
Approving Solicitation And Voting Procedures With Respect To First Amended Liquidating Plan
Under Chapter 11 Of The Bankruptcy Code Dated November 25, 2015 (the “Motion”). All
capitalized terms not defined herein shall have the meanings ascribed to them in the Motion which
incorporates by reference the definitions set forth in the Plan.
3. By the Motion, the Proponents request that the Bankruptcy Court approve the
proposed forms of the Approval Order attached to the Motion as Exhibit “A”, the Plan Notices
attached to the Motion as Exhibit “B” and Exhibit “D”, the Ballot attached to the Motion as
Exhibit “C” and the Plan Solicitation Letter attached to the Motion as Exhibit “E.” Further, the
Proponents request that the Bankruptcy Court establish applicable dates, as set forth in the Motion,
in connection with the solicitation, voting, tabulation, and confirmation process.
4. The Bankruptcy Code, the Bankruptcy Rules and Local Bankruptcy Rules provide
certain notice and related requirements in connection with the solicitation of votes on the Plan and
the confirmation process. I believe that the relief requested in the Motion is consistent therewith and
is necessary and appropriate in connection with the solicitation, voting, tabulation, and confirmation
process, and will provide Creditors with the necessary notice, materials and opportunity to vote to
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DECLARATION OF DAVID W. MEADOWS
I, David W. Meadows, declare as follows:
1. I am an attorney duly admitted to practice before the State of California and this
Court, and am counsel to the Official Committee of Unsecured Creditors of Estate Financial, Inc.
(the “Creditors’ Committee”), the co-proponent of the Plan with Thomas P. Jeremiassen, chapter 11
trustee for EFI (the “Trustee”). The matters stated herein are within my own knowledge and, if
called as a witness, I could and would competently testify thereto.
2. I am over the age of eighteen (18) years and either have personal knowledge of the
facts set forth below or have obtained knowledge of such facts based upon inquiry from those
working at my direction, my review of documents or Court records. I am making this declaration in
support of the preceding Joint Motion Of Chapter 11 Trustee And Creditors’ Committee For Order
Approving Solicitation And Voting Procedures With Respect To First Amended Liquidating Plan
Under Chapter 11 Of The Bankruptcy Code Dated November 25, 2015 (the “Motion”). All
capitalized terms not defined herein shall have the meanings ascribed to them in the Motion, which
incorporates by reference the definitions set forth in the Plan.
3. By the Motion, the Proponents request that the Bankruptcy Court approve the
proposed forms of the Approval Order attached to the Motion as Exhibit “A”, the Plan Notices
attached to the Motion as Exhibit “B” and Exhibit “D”, the Ballot attached to the Motion as
Exhibit “C” and the Plan Solicitation Letter attached to the Motion as Exhibit “E.” Further, the
Proponents request that the Bankruptcy Court establish applicable dates, as set forth in the Motion,
in connection with the solicitation, voting, tabulation, and confirmation process.
4. The Bankruptcy Code, the Bankruptcy Rules and Local Bankruptcy Rules provide
certain notice and related requirements in connection with the solicitation of votes on the Plan and
the confirmation process. I believe that the relief requested in the Motion is consistent therewith and
is necessary and appropriate in connection with the solicitation, voting, tabulation, and confirmation
process, and will provide Creditors with the necessary notice, materials and opportunity to vote to
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DECLARATION OF BRIAN K. OSBORNE
I, Brian K. Osborne, declare as follows:
1. I am President of Rust Consulting/Omni Bankruptcy, the Solicitation Agent
employed by the Estate pursuant to that certain Order Granting Application of Trustee’s for Order
Under 28 U.S.C. § 156(c) Authorizing Retention of Omni Management Group, LLC as Noticing,
Claims and Balloting Agent for Clerk of the Bankruptcy Court Nunc Pro Tunc as of July 1, 2008
[Docket No. 256]. The matters stated herein are within my own knowledge and, if called as a
witness, I could and would competently testify thereto.
2. I am over the age of eighteen (18) years and either have personal knowledge of the
facts set forth below or have obtained knowledge of such facts based upon inquiry from those
working at my direction, my review of documents or Court records. I am making this declaration in
support of the preceding Joint Motion Of Chapter 11 Trustee And Creditors’ Committee For Order
Approving Solicitation And Voting Procedures With Respect To First Amended Liquidating Plan
Under Chapter 11 Of The Bankruptcy Code Dated November 25, 2015 (the “Motion”). All
capitalized terms not defined herein shall have the meanings ascribed to them in the Motion, which
incorporates by reference the definitions set forth in the Plan.
3. By the Motion, the Proponents request that the Bankruptcy Court approve transmittal,
in their discretion, of the Plan and Disclosure Statement in the Solicitation Package on CD-ROM
disk, flash drive or hard copies. I estimate that the Solicitation Package will need to be sent to
approximately 4,000 parties. I estimate that the cost of transmitting the Plan and Disclosure
Statement in hard copies to be between $18.50 to $22.50 per Solicitation Package (for a total of
$74,000-$90,000). I estimate that the cost of transmitting the Plan and Disclosure Statement on a
CD-ROM disk (or flash drive) to be between $5.00 to $7.00 per Solicitation Package (for a total of
$20,000-$28,000).
4. The Solicitation Agent will provide hard copies of the Plan and Disclosure Statement
upon written request from a Creditor or other party in interest, and will establish an internet address
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at which the Plan and Disclosure Statement may be accessed.
I declare under penalty of perjury that the foregoing is true and correct.
Executed this 12th day of January, 2016 at Woodland Hills, California.
Brian K. Osborne
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EXHIBIT A
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DOCS_LA:294999.3 46346-001
Robert B. Orgel (CA Bar No. 101875) Jeffrey L. Kandel (CA Bar No. 115832) Cia H. Mackle (admitted pro hac vice) PACHULSKI STANG ZIEHL & JONES LLP 10100 Santa Monica Blvd., 13th Floor Los Angeles, California 90067-4003 Telephone: 310/277-6910 Facsimile: 310/201-0760 Email: jkandel@pszjlaw.com Counsel to Thomas P. Jeremiassen, EFI Trustee
David W. Meadows (CA Bar No. 137052) LAW OFFICES OF DAVID W. MEADOWS 1801 Century Park East, Suite 1235 Los Angeles, California 90067 Telephone: 310-557-8490 Facsimile: 310-557-8493 E-mail:david@davidwmeadowslaw.com Counsel to the Official Committee of Unsecured Creditors
UNITED STATES BANKRUPTCY COURT
CENTRAL DISTRICT OF CALIFORNIA
NORTHERN DIVISION
In re: ESTATE FINANCIAL, INC., Debtor.
Case No. 9:08-bk-11457 PC Chapter 11 ORDER APPROVING SOLICITATION AND VOTING PROCEDURES WITH RESPECT TO FIRST AMENDED LIQUIDATING PLAN UNDER CHAPTER 11 OF THE BANKRUPTCY CODE DATED NOVEMBER 25, 2015 PROPOSED BY THE CHAPTER 11 TRUSTEE AND CREDITORS’ COMMITTEE Hearing Date: Date: February 17, 2016 Time: 10:00 a.m. PST
Confirmation Hearing Date: [To Be Set] Time: [To Be Set] Place: Courtroom 201 1415 State Street Santa Barbara, CA Judge: Honorable Peter Carroll
Upon consideration of the Joint Motion of Chapter 11 Trustee and Creditors’ Committee for
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DOCS_LA:294999.3 46346-001 2
Order Approving Solicitation and Voting Procedures with Respect to First Amended Liquidating
Plan Under Chapter 11 of the Bankruptcy Code Dated November 25, 2015 (the “Motion”)1 filed
jointly by Thomas P. Jeremiassen, the chapter 11 trustee (the “Trustee”) for Estate Financial, Inc.
(“EFI”), and the Official Committee of Unsecured Creditors of EFI (the “Committee” and, together
with the Trustee, the “Proponents”); and it appearing that adequate and sufficient notice of the
Motion has been given under the circumstances; and after due deliberation and upon the Bankruptcy
Court’s determination that the relief requested in the Motion is in the best interests of the Estate,
Creditors and other parties in interest; and sufficient cause appearing therefor, it is hereby:
ORDERED that:
1. The Motion is granted.
2. A hearing to consider confirmation of the Plan will be held on _________, 2016 at
__:___ __.m. (Prevailing Pacific Time), or as soon thereafter as counsel can be heard, before the
Honorable Peter Carroll, United States Bankruptcy Judge, in Bankruptcy Courtroom 201 of the
United States Bankruptcy Court for the Central District of California (the “Bankruptcy Court”),
located at 1415 State Street, Santa Barbara, CA (the “Confirmation Hearing”). The Confirmation
Hearing may be adjourned from time to time without further notice other than the announcement at
the Confirmation Hearing of the date or dates of any adjourned hearing. In addition, the Plan may be
modified without further notice, prior to, at or as a result of the Confirmation Hearing.
3. The record date for purposes of voting to accept or reject the Plan is the last business
day at least fourteen (14) days prior to the hearing approving the adequacy of the Disclosure
Statement (the “Voting Record Date”).
4. The deadline for the receipt of Ballots accepting or rejecting the Plan shall be 4:00 p.m.
(Prevailing Pacific Time) on the date twenty-eight (28) days following the Solicitation Date (the
“Voting Deadline”). For a Ballot to be counted, it must be and actually received prior to the Voting
Deadline by mail, overnight delivery or personal delivery at the applicable address and signed by the
person indicated in the voting instructions that accompany the Ballot.
1 Any capitalized term not defined herein shall have the meaning ascribed to such term in the Motion, which
incorporates by reference the definitions in the First Amended Liquidating Plan Under Chapter 11 of the Bankruptcy
Code Dated November 25, 2015 Proposed by the Chapter 11 Trustee and Creditors’ Committee (the “Plan”).
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5. The Proponents are authorized and directed to mail, or cause to be mailed, by United
States Postal Service, first-class delivery, by the later of (x) seven (7) days after the entry of this
Order and (y) fifty-six (56) days prior to the Confirmation Hearing, to:2 (a) all parties or entities, or
their transferees or assignees if properly noted on the official claims register as of the Voting Record
Date, that have filed proofs of claim on or before the Voting Record Date, excluding parties that
filed Claims that have been disallowed prior to the Solicitation Date (as defined below); (b) all
parties identified in the Schedules as of the Voting Record Date as holding liquidated,
noncontingent, and undisputed Claims in an amount greater than zero dollars, excluding scheduled
Claims that have been superseded by filed proofs of claim or disallowed or expunged prior to the
Solicitation Date; (c) all other known Holders of Claims against or Interests in the Debtor as of the
Voting Record Date; (d) all parties to contracts and leases with the Debtor as reflected in the
Debtor’s List of Executory Contracts and Unexpired Leases, to the extent that such parties are not
duplicative of those parties otherwise being served with a Solicitation Package pursuant to this
paragraph; (e) the U.S. Trustee; (f) the IRS; (g) the Securities and Exchange Commission; (h) all
applicable governmental units; and (i) all parties having filed notices of appearance and requests for
documents in these cases (collectively, the “Notice Parties”), copies of: (i) the Plan and all exhibits
and attachments thereto; (ii) the Disclosure Statement with Respect to First Amended Liquidating
Plan Under Chapter 11 of the Bankruptcy Code Dated November 25, 2015 Proposed by the Chapter
11 Trustee and Creditors’ Committee (the “Disclosure Statement”) and all exhibits and attachments
thereto; (iii) notice of the Confirmation Hearing and related matters, including notice of the time
fixed for filing objections to confirmation of the Plan (the “Plan Notice”), substantially in the form
attached to the Motion as either Exhibit “B” (for Creditors believed by the Proponents to be entitled
to vote) or Exhibit “D” (for non-voting Creditors); and (iv) this Order; and (v) the Plan Solicitation
Letter substantially in the form attached to the Motion as Exhibit “E” (collectively, the
“Solicitation Package”). With respect to Creditors believed to be potentially entitled to vote on the
Plan, a Ballot, including voting instructions and a pre-addressed return envelope, shall also be
2 Any or all duties of the Proponents hereunder may be delegated by the Proponents or any of them to the Solicitation
Agent, Rust Consulting/Omni Bankruptcy.
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included in the Solicitation Package. The Proponents are permitted to serve copies of the Plan and
Disclosure Statement on CD-ROM disc or flash drive, provided that the Plan Notice shall include
(y) the address of a website with links to the Plan and Disclosure Statement, and (z) a statement that
any party wishing to receive a hard paper copy of the Plan and/or Disclosure Statement will be able
to request and obtain a hard copy at no charge by written request received at the address specified in
the Plan Notice. Hereinafter, the actual date of service of the mass mailing of the Solicitation
Package is referred to as the “Solicitation Date.”
6. If a Claim is duplicative of another Claim, the Creditor filing such Claims shall receive
only one Solicitation Package, including one Ballot, for such Claim and shall be permitted to vote
only a single Claim.
7. The Proponents are not required to serve the Solicitation Package on any person or
entity for which the notice of the hearing on the approval of the Disclosure Statement has been
returned by the United States Postal Service as undeliverable, unless the Proponents receive an
accurate address for such addressee.
8. The Plan Notice, substantially in the form annexed to the Motion as Exhibit “B” (for
voting Creditors) and Exhibit “D” (for non-voting Creditors), is hereby approved. The Proponents
shall serve as part of the Solicitation Package the (a) Plan Notice in the form of Exhibit “B” to
Creditors believed by the Proponents to be entitled to vote in Classes 1, 2 and 4, inclusive, and the
(b) Plan Notice in the form of Exhibit “D” to non-voting Creditors holding non-classified
Administrative Claims and Priority Tax Claims, Claims in Class 3 and Interests in Class 5.
9. The Ballot, substantially in the form annexed to the Motion as Exhibit “C”, is hereby
approved.
10. The Plan Solicitation Letter, substantially in the form annexed to the Motion as
Exhibit “E”, is hereby approved.
11. The Proponents are authorized to make non-substantive modifications to the Disclosure
Statement and other documents in the Solicitation Package prior to distribution in order to insert
dates and deadlines or make corrections or modifications of a typographical, conforming and/or
ministerial nature.
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12. Solely for purposes of voting to accept or reject the Plan, and not for the purpose of the
allowance of or distribution on account of a Claim, and without prejudice to the rights of the
Proponents or Creditors in any other context, each Claim in Classes 1, 2 and 4 shall be entitled to
vote the amount of such Claim as set forth in the Schedules (as may be amended from time to time)
unless such Holder has timely filed a proof of claim, in which event such Holder shall be entitled to
vote the amount of such Claim as set forth in such proof of claim; provided, however, that:
(a) If a Claim is deemed “Allowed” pursuant to an order of this Bankruptcy Court
prior to or at the Confirmation Hearing or under the Plan, such Claim shall be Allowed for voting
purposes in the “Allowed” amount set forth in the Bankruptcy Court’s order or Plan;
(b) If anyone files an objection to a Claim prior to the Solicitation Date, such Claim
shall be temporarily disallowed for voting purposes only, except to the extent and in the manner as
may be set forth in such objection or except to the extent such Claim is Allowed, or (i) prior to or at
the Confirmation Hearing temporarily pursuant to Bankruptcy Rule 3018(a), pursuant to an order of
the Bankruptcy Court or (ii) under the Plan;
(c) If a Claim has been “disallowed” by agreement of the Claim Holder or order of the
Bankruptcy Court at any time prior to or at the Confirmation Hearing, such Claim shall be
disallowed for voting purposes;
(d) If a Claim has been estimated or otherwise Allowed for voting purposes by order
of the Bankruptcy Court prior to or on the Voting Deadline, such Claim shall be temporarily
Allowed in the amount so estimated or Allowed by the Bankruptcy Court for voting purposes only;
(e) If a Claim is listed in the Schedules as contingent, unliquidated or disputed and a
proof of claim was not (i) filed by the applicable bar date for the filing of proofs of claim established
by the Bankruptcy Court or (ii) deemed timely filed by an order of the Bankruptcy Court prior to or
on the Voting Deadline, then, unless the Holder of such Claim obtains or the Bankruptcy Court
otherwise issues an order pursuant to Bankruptcy Rule 3018(a) temporarily allowing such Claim for
voting purposes, such Claim shall be disallowed for voting purposes and for purposes of allowance
and distribution pursuant to Bankruptcy Rule 3003(c);
(f) If a Claim is partially liquidated and partially unliquidated and (i) no objection to it
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has been filed by the Voting Deadline and (ii) no order pursuant to Bankruptcy Rule 3018(a)
temporarily allowing such Claim for voting purposes in an amount greater than $1.00 has been
entered by the Bankruptcy Court, in each case prior to or on the Voting Deadline, such Claim shall
be Allowed for voting purposes only in the liquidated amount; and
(g) Notwithstanding anything to the contrary contained herein, any Creditor who has
filed or is the transferee of one or more duplicate Claims shall be provided with only one Solicitation
Package and one Ballot and be permitted to vote only a single Claim, regardless of whether the
Proponents or any other party have objected to such duplicate Claims.
13. If any Creditor seeks to utilize the Confirmation Hearing as the hearing to establish the
temporary allowance of its Claim for voting purposes, such Creditor may (a) serve on the Proponents
and file with the Bankruptcy Court on or before the fourteenth (14th) day after the Solicitation Date,
a motion for an order pursuant to Bankruptcy Rule 3018(a) temporarily allowing such Claim for
purposes of voting to accept or reject the Plan or (b) enter into an agreement with the Proponents
therefor, provided that the Proponents file such agreement concurrently with or prior to the filing of
the Ballot Summary, and the Bankruptcy Court approves such agreement prior to or at the
Confirmation Hearing.
14. As to any Creditor filing a motion pursuant to Bankruptcy Rule 3018(a), such
Creditor’s Ballot shall not be counted unless temporarily Allowed by the Bankruptcy Court for
voting purposes after notice and a hearing.
15. If a Creditor casts more than one Ballot voting the same Claim(s) prior to the Voting
Deadline, the last properly completed Ballot actually received prior to the Voting Deadline is
deemed to reflect the voter’s intent and, thus, to supersede any prior Ballots.
16. Creditors with multiple Claims must vote all of their Claims either to accept or reject
the Plan and may not split their votes, and thus (i) no Ballot that partially rejects and partially
accepts the Plan and (ii) no Ballot submitted by a Creditor with multiple Claims that votes
inconsistently, will be counted for purposes of voting, except as otherwise set forth herein.
17. Without further order of this Bankruptcy Court, except as otherwise set forth herein,
any Ballot that is properly completed, executed and timely returned to the Proponents but does not
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indicate an acceptance or rejection of the Plan or that indicates both an acceptance and a rejection of
the Plan or is otherwise ambiguous as to whether it accepts or rejects the Plan, shall not be counted
for any purpose.
18. Without further order of this Bankruptcy Court, except as otherwise set forth herein,
any Ballot actually received by the Proponents after the Voting Deadline shall not be counted for
purposes of voting unless later approved by the Bankruptcy Court.
19. Without further order of this Bankruptcy Court, except as otherwise set forth herein,
any Ballot that is illegible or contains insufficient information to permit the identification of the
claimant, its Claim(s) and/or its vote shall not be counted for purposes of voting, except as otherwise
set forth herein.
20. Without further order of this Bankruptcy Court, except as otherwise set forth herein,
any Ballot cast by a person or entity that does not hold a Claim entitled to vote shall not be counted
for purposes of voting.
21. Without further order of this Bankruptcy Court, except as otherwise set forth herein,
any Ballot cast for a Claim scheduled as unliquidated, contingent or disputed for which no proof of
claim was timely filed shall not be counted for purposes of voting.
22. Without further order of this Bankruptcy Court, except as otherwise set forth herein,
any unsigned Ballot or non-originally signed Ballot shall not be counted for purposes of voting,
except as otherwise set forth herein.
23. Without further order of this Bankruptcy Court, except as otherwise set forth herein,
any Ballot sent directly to any of the Trustee, the Committee, the Debtor, their agents, or their
financial or legal advisors or to any party other than the Solicitation Agent, Rust Consulting/Omni
Bankruptcy, and not delivered to the the Solicitation Agent, Rust Consulting/Omni Bankruptcy so
that it is actually received by the Voting Deadline, shall not be counted for purposes of voting.
24. Without further order of this Bankruptcy Court, except as otherwise set forth herein,
any Ballot cast for a Claim that has been disallowed (for voting purposes or otherwise) and/or for a
Claim of an entity designated pursuant to section 1126(e) of the Bankruptcy Code shall not be
counted for any purpose.
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25. Without further order of this Bankruptcy Court, except as otherwise set forth herein,
any Ballot transmitted by facsimile, email or other electronic means shall not be counted for
purposes of voting.
26. A Holder of a Claim entitled to vote that has delivered a valid Ballot may withdraw
such Ballot solely in accordance with Bankruptcy Rule 3018(a).
27. None of the Proponents or any other person or entity shall be under any duty to provide
notification of defects or irregularities with respect to delivered Ballots, nor shall the Proponents or
any other person or entity incur any liability for failure to provide such notification.
28. Twenty-eight (28) days following the Solicitation Date is fixed as the last day for filing
and serving written objections, accompanied by a memorandum of law and any supporting evidence,
to confirmation of the Plan (the “Confirmation Objection Deadline”). Any such objections must be
in writing and must (a) specify a caption setting forth the name of the court, the case number and
title of the objection, indicating the matter to which objection is being made, (b) state the name and
address of the objector and the amount of its Claim or the nature of its interest in the Debtor’s
chapter 11 case, (c) specify the basis and nature of the objection, and (d) be filed with the Clerk of
the Bankruptcy Court, together with proof of service, and served upon the following parties:
Counsel for the Trustee: Pachulski Stang Ziehl & Jones LLP 10100 Santa Monica Blvd., 13
th Floor
Los Angeles, CA 90067 Tel: (310) 277-6910 Fax: (310) 201-0760 Attn: Robert B. Orgel Jeffrey L. Kandel Counsel to the Creditors’ Committee: David W. Meadows Law Offices of David W. Meadows 1801 Century Park East, Suite 1235 Los Angeles, CA 90067 Tel: (310) 557-8490 Fax: (310) 557-8493 Office of the U.S. Trustee: U.S. Department of Justice Office of the United States Trustee 128 East Carrillo Street Santa Barbara, CA 93111 Tel: (805) 957-4100
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Fax: (805) 957-4103 Attn: Brian Fittipaldi
In order to preserve an objection, anyone filing an objection must also attend the
Confirmation Hearing, either in person or through counsel. The Confirmation Hearing, generally or
as to any matter being considered thereat, may be adjourned from time to time by the Bankruptcy
Court without further notice except for an adjournment announced at the Confirmation Hearing or
any adjournment of that hearing. Any objections not filed and served as set forth above shall be
deemed waived and shall not be considered by the Bankruptcy Court.
29. The Proponents shall file their memorandum in support of Plan confirmation, and the
Proponents and any other party supporting the Plan shall file with the Bankruptcy Court and serve on
the applicable objecting party any response to a timely filed objection to confirmation of the Plan by
fourteen (14) days prior to the Confirmation Hearing.
30. The Proponents shall file the Plan Supplement no later than fourteen (14) days prior to
the Voting Deadline.
31. The Proponents shall file their Ballot Summary and Voting Allowance Notice no later
than seven (7) days prior to the Confirmation Hearing.
32. The Proponents and other parties in interest may seek further clarification from the
Bankruptcy Court on vote tabulation and the solicitation process, and retain the right to object or
raise any issue with respect to any Ballot.
###
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EXHIBIT B
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DOCS_LA:295000.2 46346-010
Robert B. Orgel (CA Bar No. 101875) Jeffrey L. Kandel (CA Bar No. 115832) Cia H. Mackle (admitted pro hac vice) PACHULSKI STANG ZIEHL & JONES LLP 10100 Santa Monica Blvd., 13th Floor Los Angeles, California 90067-4003 Telephone: 310/277-6910 Facsimile: 310/201-0760 Email: jkandel@pszjlaw.com Counsel to Thomas P. Jeremiassen, EFI Trustee
David W. Meadows (CA Bar No. 137052) LAW OFFICES OF DAVID W. MEADOWS 1801 Century Park East, Suite 1235 Los Angeles, California 90067 Telephone: 310-557-8490 Facsimile: 310-557-8493 E-mail:david@davidwmeadowslaw.com Counsel to the Official Committee of Unsecured Creditors
UNITED STATES BANKRUPTCY COURT
CENTRAL DISTRICT OF CALIFORNIA
NORTHERN DIVISION
In re: ESTATE FINANCIAL, INC., Debtor.
Case No. 9:08-bk-11457 PC Chapter 11 NOTICE OF (I) APPROVAL OF DISCLOSURE STATEMENT, (II) HEARING TO CONSIDER CONFIRMATION OF THE PLAN, AND (III) DEADLINE AND PROCEDURES FOR VOTING AND FILING OBJECTIONS TO CONFIRMATION OF THE PLAN
Confirmation Hearing Date: [To Be Set] Time: [To Be Set] Place: Courtroom 201 1415 State Street Santa Barbara, CA Judge: Honorable Peter Carroll
PLEASE TAKE NOTICE that your vote is being solicited in connection with the First
Amended Liquidating Plan Under Chapter 11 of the Bankruptcy Code Dated November 25, 2015
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DOCS_LA:295000.2 46346-010 2
Proposed by the Chapter 11 Trustee and Creditors’ Committee (the “Plan”);1 filed by Thomas P.
Jeremiassen, as the chapter 11 trustee (the “Trustee”) for Estate Financial, Inc. (“EFI”), and the
Official Committee of Unsecured Creditors of EFI (the “Committee” and, together with the Trustee,
the “Proponents”).
You should carefully review the material set forth in the Disclosure Statement with Respect
to First Amended Liquidating Plan Under Chapter 11 of the Bankruptcy Code Dated November 25,
2015 Proposed by the Chapter 11 Trustee and Creditors’ Committee (the “Disclosure Statement”)
(and in the exhibits attached thereto) in order to make an independent determination as to whether to
vote to accept or reject the Plan. THE PROPONENTS RECOMMEND THAT YOU VOTE TO
ACCEPT THE PLAN.
PLEASE TAKE FURTHER NOTICE that (a) by order dated __________, 2016 (the
“Approval Order”), a copy of which is enclosed herewith, the United States Bankruptcy Court for
the Central District of California (Los Angeles Division) (the “Court”) approved the Disclosure
Statement as containing “adequate information” within the meaning of section 1125 of chapter 11 of
title 11 of the United States Code (the “Bankruptcy Code”) and (b) by order dated _____________,
2016, the Court approved voting and solicitation procedures for the Plan.
PLEASE TAKE FURTHER NOTICE that enclosed is a CD-ROM disc or flash drive
including copies of the Plan and Disclosure Statement. In addition, the Plan and Disclosure
Statement are available to you (1) at the case website at www.omnimgt.com/estatefinancial, and (2)
as a hard copy at no charge upon written request to the Solicitation Agent at the following address:
Rust Consulting/Omni Bankruptcy 5955 DeSoto Avenue, Suite #100 Woodland Hills, CA 91367 Attn: Estate Financial, Inc. Email: _____@omnimgt.com__________ Telephone: (818) 906-8300 Facsimile: (818) 783-2737
Copies of the Disclosure Statement and Plan also are on file with the Clerk of the Court.
PLEASE TAKE FURTHER NOTICE that by order dated __________, 2016, the Court
1 Capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the
Plan.
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DOCS_LA:295000.2 46346-010 3
established __________, 2016 at 4:00 p.m. (Prevailing Pacific Time) (the “Voting Deadline”) as
the deadline by which Ballots accepting or rejecting the Plan must be received. Subject to the
Approval Order, to be counted, your originally signed Ballot (which is enclosed herewith) must
actually be received on or before the Voting Deadline and must be returned to the following address
by mail or personal delivery only:
Rust Consulting/Omni Bankruptcy 5955 DeSoto Avenue, Suite #100 Woodland Hills, CA 91367 Attn: Estate Financial, Inc.
PLEASE TAKE FURTHER NOTICE that on ___________, 2016, at __:__ _.m.
(Prevailing Pacific Time), or as soon thereafter as counsel may be heard, a hearing will be held
before the Honorable Peter Carroll, 1415 State Street, Courtroom 201, Santa Barbara, CA to
consider confirmation of the Plan pursuant to section 1129 of the Bankruptcy Code, and for such
other and further relief as may be just and proper (the “Confirmation Hearing”).
PLEASE TAKE FURTHER NOTICE that the Confirmation Hearing, generally or as to
any matter being considered thereat, may be adjourned as to confirmation or any matter from time to
time without further notice to Creditors or other parties in interest, other than by an announcement of
such an adjournment in open court at the Confirmation Hearing or any adjournment thereof.
Additionally, the Plan may be modified in accordance with the Bankruptcy Code, the Federal Rules
of Bankruptcy Procedure and other applicable law, without further notice, prior to or as a result of
the Confirmation Hearing.
PLEASE TAKE FURTHER NOTICE that (a) Creditors holding Claims subject to a
pending objection cannot vote absent the Court’s temporary allowance of the Claim for voting
purposes and (b) on or before ____________, 2016, any Creditor seeking to utilize the Confirmation
Hearing as the hearing to establish the temporary allowance of its Claim for voting purposes by
motion must serve on the Proponents and file with the Court a motion for an order pursuant to
Bankruptcy Rule 3018(a) temporarily allowing such Claim for purposes of voting to accept or reject
the Plan and notice thereof. Absent temporary allowance by the Court of such Creditor’s Claim for
voting purposes, such Creditor’s Ballot need not be counted by the Plan Proponents in the vote
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DOCS_LA:295000.2 46346-010 4
tabulation.
PLEASE TAKE FURTHER NOTICE that ___________, 2016 is fixed as the last day for
filing and serving written objections, accompanied by a memorandum of points and authorities and
any supporting evidence, to confirmation of the Plan. Any such objections must be in writing and
must (a) specify a caption setting forth the name of the court, the case number and title of the
objection, indicating the matter to which objection is being made, (b) state the name and address of
the objector and the amount of its Claim or the nature of its interest in the Debtor’s chapter 11 case,
(c) specify the basis and nature of the objection, and (d) be filed with the Clerk of the Court, together
with proof of service, and served upon:
Counsel for the Trustee: Pachulski Stang Ziehl & Jones LLP 10100 Santa Monica Blvd., 13
th Floor
Los Angeles, CA 90067 Tel: (310) 277-6910 Fax: (310) 201-0760 Attn: Robert B. Orgel Jeffrey L. Kandel Counsel to the Creditors’ Committee: David W. Meadows Law Offices of David W. Meadows 1801 Century Park East, Suite 1235 Los Angeles, CA 90067 Tel: (310) 557-8490 Fax: (310) 557-8493 Office of the U.S. Trustee: U.S. Department of Justice Office of the United States Trustee 128 East Carrillo Street Santa Barbara, CA 93111 Tel: (805) 957-4100 Fax: (805) 957-4103 Attn: Brian Fittipaldi
Any objections not filed and served as set forth above may be deemed waived and may not
be considered by the Court.
PLEASE TAKE FURTHER NOTICE that the Proponents and any other party supporting
the Plan shall file with the Court and serve on the applicable objecting party any response to a timely
filed objection to confirmation of the Plan by ___________, 2016.
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DOCS_LA:295000.2 46346-010 5
PLEASE TAKE FURTHER NOTICE that the Proponents and other parties in interest may
seek further clarification from the Court on vote tabulation and the solicitation process, and retain
the right to object or raise any issue with respect to any Ballot.
UNLESS AN OBJECTION TO CONFIRMATION IS TIMELY SERVED AND
FILED, IT MAY NOT BE CONSIDERED BY THE COURT.
IF NO OBJECTIONS ARE TIMELY FILED AND SERVED IN ACCORDANCE
WITH THIS NOTICE, THE COURT MAY CONFIRM THE PLAN WITHOUT FURTHER
NOTICE OR HEARING.
THE CONFIRMATION HEARING SHALL OCCUR BEFORE THE HONORABLE
PETER CARROLL AT 1415 STATE STREET, COURTROOM 201, SANTA BARBARA, CA
ON __________, 2016 AT __:__ _.M. (PREVAILING PACIFIC TIME).
Dated: _________ ___, 2016 PACHULSKI STANG ZIEHL & JONES LLP
By:
Robert B. Orgel Jeffrey L. Kandel Cia H. Mackle Counsel for Thomas P. Jeremiassen, Chapter 11 Trustee for Estate Financial, Inc.
LAW OFFICES OF DAVID W. MEADOWS
By:
David W. Meadows Counsel for Official Committee of Unsecured Creditors for Estate Financial, Inc.
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EXHIBIT C
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DOCS_LA:295002.3 46346-001 1
BALLOT FOR VOTING CLAIMS AGAINST ESTATE FINANCIAL, INC. IN CLASS _ OF THE PLAN
Thomas P. Jeremiassen, as the chapter 11 trustee for Estate Financial, Inc., and the
Official Committee of Unsecured Creditors of Estate Financial, Inc. (together, the “Proponents”)
filed their First Amended Liquidating Plan Under Chapter 11 of the Bankruptcy Code Dated
November 25, 2015 Proposed by the Chapter 11 Trustee and Creditors’ Committee (the “Plan”)1
and Disclosure Statement with Respect to First Amended Liquidating Plan Under Chapter 11 of
the Bankruptcy Code Dated November 25, 2015 Proposed by the Chapter 11 Trustee and
Creditors’ Committee (the “Disclosure Statement”), copies of which are included on the CD-
ROM or materials accompanying this Ballot and which have also been posted at
www.omnimgt.com/estatefinancial. If you wish to obtain a printed copy of the Disclosure
Statement, Plan or Approval Order (defined below), please submit a written request to Rust
Consulting/Omni Bankruptcy, 5955 DeSoto Avenue, Suite 100, Woodland Hills, CA 91367,
Attn: Estate Financial, Inc., or by fax at (818) 783-2737, or by email at
____________@omnimgt.com.
You have received this Ballot because the Proponents believe that you assert to be the
Holder of one or more Claims against Estate Financial, Inc. (the “Debtor”), which have been
classified by the Proponents in Class _ of the Plan. Please use this Ballot to cast your vote to
accept or reject the Plan in Class _ of the Plan, and make the other certifications set forth below.
The Disclosure Statement, which has been approved by the entry of an order (the
“Approval Order”) by the Bankruptcy Court pursuant to section 1125 of the Bankruptcy Code,
provides information to assist you in deciding how to vote on the Plan. The Bankruptcy Court’s
approval of the Disclosure Statement does not indicate approval of the Plan.
You should review the Disclosure Statement, the Plan and the Approval Order
before you vote. You may wish to seek legal advice concerning the Plan and the
classification and treatment of your Claim or Claims under the Plan.
VOTING DEADLINE:
4:00 P.M. (PREVAILING PACIFIC TIME) ON __________, 2016.
If your Ballot is not received by mail, overnight delivery or hand delivery at the
address below on or before the Voting Deadline and such deadline is not extended,
your vote will not count as either an acceptance or rejection of the Plan. Ballots
returned by fax or email will not be counted. If the Plan is confirmed by the
Bankruptcy Court, it will be binding on you whether or not you vote.
This Ballot is not a letter of transmittal and may not be used for any purpose other than
for a Holder of a Claim to cast a vote to accept or reject the Plan as the Holder of a Claim or
Claims classified in Class _ of the Plan.
1 Capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Plan.
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DOCS_LA:295002.3 46346-001
HOW TO VOTE
1. COMPLETE ITEM 1
2. REVIEW AND COMPLETE THE CERTIFICATION (ITEM 2).
3. SIGN AND DATE THE BALLOT AND FILL OUT THE OTHER REQUIRED
INFORMATION.
4. YOU MUST VOTE ALL OF YOUR CLASS _ CLAIMS AGAINST THE DEBTOR
EITHER TO ACCEPT OR TO REJECT THE PLAN. YOU MAY NOT SPLIT YOUR
VOTE.
5. ANY EXECUTED BALLOT RECEIVED THAT DOES NOT INDICATE EITHER AN
ACCEPTANCE OR REJECTION OF THE PLAN OR THAT INDICATES BOTH AN
ACCEPTANCE AND A REJECTION OF THE PLAN WILL NOT BE COUNTED.
6. FOR YOUR VOTE TO BE COUNTED, YOUR BALLOT MUST BE PROPERLY
COMPLETED (WITH AN ORIGINAL SIGNATURE OR SIGNATURES) AND
ACTUALLY RECEIVED BY RUST CONSULTING/OMNI BANKRUPTCY NO
LATER THAN ______________, 2016 AT 4:00 P.M. (PREVAILING PACIFIC TIME).
YOU MAY USE THE ENVELOPE PROVIDED, OR OTHERWISE SEND YOUR
BALLOT TO THE ADDRESS SET FORTH BELOW BY COURIER, HAND
DELIVERY, OVERNIGHT DELIVERY OR U.S. MAIL:
RUST CONSULTING/OMNI BANKRUPTCY,
5955 DESOTO AVENUE, SUITE 100
WOODLAND HILLS, CA 91367
ATTN: ESTATE FINANCIAL, INC.
BALLOTS RETURNED BY FAX OR EMAIL WILL NOT BE COUNTED.
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DOCS_LA:295002.3 46346-001
Item 1: Vote For or Against the Plan in Class __
The Holder of the Class _ Claim(s) identified in this Ballot votes as follows (check one
box only—if you do not check a box or if you check both boxes, your vote will not be counted):
� Accepts the Plan OR � Rejects the Plan
Item 2: Certification.
By returning this Ballot, the undersigned certifies that (a) it is the Holder of a Class __
Claim(s) as of the Voting Record Date (________, 2016), (b) this Ballot is the only Ballot
submitted by the undersigned in connection with its Class _ Claim(s) against the Debtor, (b) it
has full power and authority to vote to accept or reject the Plan with respect to its Class __
Claim(s) against the Debtor, and (c) it has received a copy of the Disclosure Statement (including
the exhibits thereto) and understands that the solicitation of votes for the Plan is subject to all of
the terms and conditions set forth in the Disclosure Statement, Plan and Approval Order.
YOUR RECEIPT OR SUBMISSION OF THIS BALLOT DOES NOT SIGNIFY
THAT ANY OF YOUR CLAIMS HAVE BEEN OR WILL BE ALLOWED. THIS
BALLOT SHALL NOT CONSTITUTE OR BE DEEMED A PROOF OF CLAIM OR
EQUITY INTEREST, AN ASSERTION OF A CLAIM OR EQUITY INTEREST, OR
THE ALLOWANCE OF A CLAIM OR EQUITY INTEREST.
Holder of Claims(s) (print clearly or type):
Signature (original signature required):
Name of Signer (print clearly or type):
Title (if applicable):
EFI Investor Number (if applicable and if known): __________________________
Street Address:
City, State, Zip Code:
Telephone Number(s):
Fax Number:
Email Address:
Date Completed:
If you are submitting this Ballot in any capacity other than as the Holder of your Claim(s)
against the Debtor, please describe in detail your representative capacity for the Holder and
attach a copy of any writing purporting to grant you the authority to submit this Ballot:
__________________________________________________________
(Please attach pages(s) as necessary to complete.)
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DOCS_LA:295002.3 46346-001
YOUR VOTE MUST BE FORWARDED IN AMPLE TIME TO BE RECEIVED
BY 4:00 P.M. (PREVAILING EASTERN TIME) ON ___________, 2016, OR
YOUR VOTE WILL NOT BE COUNTED.
IF YOU HAVE ANY QUESTIONS REGARDING THIS BALLOT OR THE
VOTING PROCEDURES, OR IF YOU NEED A BALLOT OR ADDITIONAL COPIES
OF THE PLAN, DISCLOSURE STATEMENT OR OTHER ENCLOSED MATERIALS,
PLEASE SUBMIT A WRITTEN REQUEST TO: Rust Consulting/Omni Bankruptcy,
5955 DeSoto Avenue, Suite 100, Woodland Hills, CA 91367, Attn: Estate Financial, Inc. or
by fax at (818) 783-2737, Attn: Estate Financial, Inc., or by email at
____________@omnimgt.com.
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EXHIBIT D
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DOCS_LA:295003.2 46346-001
Robert B. Orgel (CA Bar No. 101875) Jeffrey L. Kandel (CA Bar No. 115832) Cia H. Mackle (admitted pro hac vice) PACHULSKI STANG ZIEHL & JONES LLP 10100 Santa Monica Blvd., 13th Floor Los Angeles, California 90067-4003 Telephone: 310/277-6910 Facsimile: 310/201-0760 Email: jkandel@pszjlaw.com Counsel to Thomas P. Jeremiassen, EFI Trustee
David W. Meadows (CA Bar No. 137052) LAW OFFICES OF DAVID W. MEADOWS 1801 Century Park East, Suite 1235 Los Angeles, California 90067 Telephone: 310-557-8490 Facsimile: 310-557-8493 E-mail:david@davidwmeadowslaw.com Counsel to the Official Committee of Unsecured Creditors
UNITED STATES BANKRUPTCY COURT
CENTRAL DISTRICT OF CALIFORNIA
NORTHERN DIVISION
In re: ESTATE FINANCIAL, INC., Debtor.
Case No. 9:08-bk-11457 PC Chapter 11 NOTICE OF (I) APPROVAL OF DISCLOSURE STATEMENT, (II) HEARING TO CONSIDER CONFIRMATION OF THE PLAN, (III) SUMMARY OF PLAN TREATMENT, AND (IV) DEADLINE AND PROCEDURES FOR FILING OBJECTIONS TO CONFIRMATION OF THE PLAN Confirmation Hearing Date: Date: [To Be Set] Time: [To Be Set] Place: Courtroom 201 1415 State Street Santa Barbara, CA Judge: Honorable Peter Carroll
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DOCS_LA:295003.2 46346-001 2
PLEASE TAKE NOTICE that the First Amended Liquidating Plan Under Chapter 11 of
the Bankruptcy Code Dated November 25, 2015 Proposed by the Chapter 11 Trustee and Creditors’
Committee (as may be amended, the “Plan”)1 and Disclosure Statement with Respect to First
Amended Liquidating Plan Under Chapter 11 of the Bankruptcy Code Dated November 25, 2015
Proposed by the Chapter 11 Trustee and Creditors’ Committee (the “Disclosure Statement”) have
been filed with the Bankruptcy Court and are on the CD-ROM included herewith. Additional copies
thereof may be obtained by parties in interest upon written request to the following address:
Rust Consulting/Omni Bankruptcy 5955 DeSoto Avenue, Suite 100 Woodland Hills, CA 91367 Attn: Estate Financial, Inc. Email: [________]@omnimgt.com__________ Telephone: (818) 906-8300 Facsimile: (818) 783-2737]
Copies of the Disclosure Statement and Plan also are on file with the Clerk of the Court and
online at the Trustee’s website at www.omnimgt.com/estatefinancial.
PLEASE TAKE FURTHER NOTICE that by (a) order dated __________, 2016, the
United States Bankruptcy Court for the Central District of California (Los Angeles Division) (the
“Court”) approved the Disclosure Statement as containing “adequate information” within the
meaning of section 1125 of chapter 11 of title 11 of the United States Code (the “Bankruptcy Code”)
and (b) order dated ____________, 2016 approved voting and solicitation procedures for the Plan.
PLEASE TAKE FURTHER NOTICE that on __________, 2016 at __:__ __.m.
(Prevailing Pacific Time), or as soon thereafter as counsel may be heard, a hearing will be held
before the Honorable Peter Carroll, 1415 State Street, Courtroom 201, Santa Barbara, CA, to
consider confirmation of the Plan pursuant to section 1129 of the Bankruptcy Code and for such
other and further relief as may be just and proper (the “Confirmation Hearing”).
PLEASE TAKE FURTHER NOTICE that the Confirmation Hearing, generally or as to
any matter being considered thereat, may be adjourned as to confirmation or any matter from time to
time without further notice to Creditors or other parties in interest, other than by an announcement of
1 Capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the
Plan.
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DOCS_LA:295003.2 46346-001 3
such an adjournment in open court at the Confirmation Hearing or any adjournment thereof.
Additionally, the Plan may be modified in accordance with the Bankruptcy Code, the Federal Rules
of Bankruptcy Procedure and other applicable law, without further notice, prior to or as a result of
the Confirmation Hearing.
PLEASE TAKE FURTHER NOTICE that the Plan proposes to modify the rights of
certain Creditors and Interest Holders of the Debtor. The Plan establishes the following Classes of
Claims and Interests with the following status with respect to whether the Plan’s treatment leaves the
Claims in the Class Impaired or Unimpaired:
Class Claims/Interests Impaired /
Unimpaired
Entitled to Vote /
Not Entitled to Vote
Class 1 Allowed Secured Real
Property Tax Claim Impaired Entitled to Vote
Class 2 Allowed
Miscellaneous Secured
Claims
Impaired Entitled to Vote
Class 3 Allowed Priority
Claims Unimpaired Not Entitled to Vote
Class 4 Allowed General
Unsecured Claims Impaired Entitled to Vote
Class 5 Interests Impaired Not Entitled to Vote
Holders of Claims in Class 3 are unimpaired under the Plan and are conclusively deemed to
have accepted the Plan and are not entitled to vote on the Plan. Holders of Interests in Class 5 will
receive no distributions on account of such Interests and are conclusively deemed to have rejected
the Plan and thus are not entitled to vote on the Plan. Only the Holders of Impaired Claims in Class
1, Class 2, and Class 4 are entitled to vote to accept or to reject the Plan. You have been sent this
notice because the Plan Proponents have identified you as potentially holding a Claim in Class 3 or
Class 5. If you believe you have a Claim in Class 1, Class 2, or Class 4 and are entitled to vote for
or against the Plan and would like to receive a Ballot, please contact:
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DOCS_LA:295003.2 46346-001 4
Rust Consulting/Omni Bankruptcy 5955 DeSoto Avenue, Suite 100 Woodland Hills, CA 91367 Attn: Estate Financial, Inc. Email: _______@omnimgt.com__________ Telephone: (818) 906-8300 Facsimile: (818) 783-2737
The voting deadline is ___________, 2016 at 4:00 p.m. (Prevailing Pacific Time), and your
signed Ballot must be received by Rust Consulting/Omni Bankruptcy before such deadline.
PLEASE TAKE FURTHER NOTICE that ____________, 2016 is fixed as the last day for
filing and serving written objections, accompanied by a memorandum of points and authorities and
any supporting evidence, to confirmation of the Plan. Any such objections must be in writing and
must (i) specify a caption setting forth the name of the court, the case number and title of the
objection, indicating the matter to which objection is being made, (ii) state the name and address of
the objector and the amount of its Claim or the nature of its interest in the Debtor’s chapter 11 case,
(iii) specify the basis and nature of the objection, and (iv) be filed with the Clerk of the Court,
together with proof of service, and served upon:
Counsel for the Trustee: Pachulski Stang Ziehl & Jones LLP 10100 Santa Monica Blvd., 13
th Floor
Los Angeles, CA 90067 Tel: (310) 277-6910 Fax: (310) 201-0760 Attn: Robert B. Orgel Jeffrey L. Kandel Counsel to the Creditors’ Committee: David W. Meadows Law Offices of David W. Meadows 1801 Century Park East, Suite 1235 Los Angeles, CA 90067 Tel: (310) 557-8490 Fax: (310) 557-8493 Office of the U.S. Trustee: U.S. Department of Justice Office of the United States Trustee 128 East Carrillo Street Santa Barbara, CA 93111 Tel: (805) 957-4100 Fax: (805) 957-4103 Attn: Brian Fittipaldi
Any objections not filed and served as set forth above shall be deemed waived and shall not
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DOCS_LA:295003.2 46346-001 5
be considered by the Court.
PLEASE TAKE FURTHER NOTICE that the Proponents and any other party supporting
the Plan shall file with the Court and serve on the applicable objecting party any response to a timely
filed objection to confirmation of the Plan by _________ __, 2016.
UNLESS AN OBJECTION TO CONFIRMATION IS TIMELY SERVED AND
FILED, IT WILL NOT BE CONSIDERED BY THE COURT.
IF NO OBJECTIONS ARE TIMELY FILED AND SERVED IN ACCORDANCE
WITH THIS NOTICE, THE COURT MAY CONFIRM THE PLAN WITHOUT FURTHER
NOTICE OR HEARING.
THE CONFIRMATION HEARING SHALL OCCUR BEFORE THE HONORABLE
PETER CARROLL AT 1415 STATE STREET, COURTROOM 201, SANTA BARBARA, CA
ON __________, 2016 AT __:__ _.M. (PREVAILING PACIFIC TIME).
Dated: ___________ ___, 2016 PACHULSKI STANG ZIEHL & JONES LLP
By:
Robert B. Orgel Jeffrey L. Kandel Cia H. Mackle Counsel to Thomas P. Jeremiassen, Chapter 11 Trustee for Estate Financial, Inc.
LAW OFFICE OF DAVID W. MEADOWS
By: ___________________
David W. Meadows Counsel to the Official Committee of Unsecured Creditors of Estate Financial, Inc.
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EXHIBIT E
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DOCS_LA:295579.3 46346-001
Dated: February __, 2016
To: Unsecured Creditors of Estate Financial, Inc. (“EFI”)
From: The Chapter 11 Trustee and the Official Unsecured Creditors Committee of
Estate Financial, Inc. (the “Creditors Committee”)
Dear Creditors:
Enclosed are materials and a CD (computer disc) relating to the proposed liquidating chapter 11
plan filed by the Chapter 11 Trustee and your Creditors Committee (the “Plan”). This memo is
meant to provide you with some brief highlights as to the Plan and the other materials enclosed.
The formal title of the Plan is “First Amended Liquidating Plan under Chapter 11 of the
Bankruptcy Code Dated November 25, 2015 Proposed by the Chapter 11 Trustee and the
Creditors Committee.” The Plan sets out in detail how the remaining available funds from the
liquidation of the EFI assets will be distributed. It is included in the enclosed CD. Also on the
CD is a separate document formally entitled “Disclosure Statement With Respect to First
Amended Liquidating Plan Under Chapter 11 of the Bankruptcy Code Dated November 25, 2015
Proposed by the Chapter 11 Trustee and the Creditors’ Committee” (the “Disclosure
Statement”). The Disclosure Statement describes and explains what caused EFI to be in a
chapter 11 bankruptcy proceeding and what has transpired during the bankruptcy case, and also
provides some description of the Plan provisions. The Disclosure Statement is designed to
provide those of you entitled to vote (which most likely includes everyone who receives a ballot)
with adequate information to enable you to choose to vote in favor of the Plan or to vote against
the Plan.
The Chapter 11 Trustee and the Creditors Committee recommend that you vote in favor of the
Plan.
Together the Plan and Disclosure Statement have 278 pages. Rather than incur the expense to
print and mail those lengthy documents to each required recipient, we have instead made the
documents available to you in three ways. First, the Plan and Disclosure Statement are contained
in the enclosed CD, viewable on your computer. Second, you may, as described below, request
printed copies and we will mail them to you free of charge. Third, you may view the documents
on-line at www.omnimgt.com/public/-estatefinancial, where there are prominent links to the
documents.
An extremely brief, “nutshell” version of both the Disclosure Statement and Plan is as follows:
1. Since the case was commenced in 2008, the Chapter 11 Trustee has foreclosed on
over 500 defaulted loans made by EFI and liquidated the real estate holdings resulting from such
foreclosures. That process now is almost completed.
2. As the real estate holdings were sold, most investor-creditors were paid from
escrow a portion of what they were owed and most investors retained a portion of their filed
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DOCS_LA:295579.3 46346-001
claims as unsecured claims, in a reduced amount. In this manner the Chapter 11 Trustee has
distributed approximately $39 million to over 1,000 investor-creditors (including to the trustee
representing the creditors of Estate Financial Mortgage Fund).
3. In addition to the prior distributions upon sales of properties, the holders of
unsecured claims are projected to receive from cash on hand approximately an additional 4-5%
of the amount of their Allowed Claim (as defined in the Plan), paid out proportionately.
4. There remains potential for a further distribution from other assets too, the most
significant of which are the proceeds, if any, that may be realized from pending litigation against
the law firm of Bryan Cave, LLP, which represented EFI prior to the bankruptcy case. The
outcome of that litigation is uncertain and it will likely not be resolved for at least a year (and
perhaps quite a bit longer). (Certain unsecured creditors which previously settled with the Bryan
Cave firm have waived their right to any future distributions from the proceeds of that litigation.)
The Chapter 11 Trustee and the Creditors Committee believe that obtaining confirmation
(Court approval) of the Chapter 11 Plan is the least expensive and most efficient way to
implement these payment provisions. The alternative is the conversion of the case to Chapter 7
of the Bankruptcy Code, which will be more expensive than providing distributions through the
Plan and cause even more delay. As a result, if you received a ballot (or believe you are entitled
to vote and request a ballot), the Chapter 11 Trustee and the Creditors Committee recommend
that you vote in favor of the Plan, after reviewing the Plan and Disclosure Statement, by
marking the enclosed ballot and by mailing the ballot back in the addressed envelope.
______________, 2016 is the deadline by which the ballot must actually be received for
your vote to be counted.
If you would like a hard copy of the Plan or Disclosure Statement (at no charge), please send an
email, telephone or write the EFI solicitation and balloting agent, as follows:
Omni Management Group LLC
Attn: EFI
5955 De Soto Avenue, Suite 100
Woodland Hills, CA 91367
(866) 989-6146
EFI@omnimgt.com
Very truly yours,
PACHULSKI STANG ZIEHL & JONES, LLP
_______________________________
Robert B. Orgel
Jeffrey L. Kandel
Cia H. Mackle
Counsel to Thomas P. Jeremiassen, Trustee
THE LAW OFFICES OF DAVID W. MEADOWS
_______________________________
David W. Meadows
Counsel to the Official Unsecured Creditors
Committee
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DOCS_LA:289979.3 46346-001
PROOF OF SERVICE OF DOCUMENT I am over the age of 18 and not a party to this bankruptcy case or adversary proceeding. My business address is:
Pachulski Stang Ziehl & Jones LLP, 10100 Santa Monica Blvd., 13th Floor, Los Angeles, CA 90067 A true and correct copy of the foregoing document entitled (specify): NOTICE OF JOINT MOTION AND JOINT MOTION OF CHAPTER 11 TRUSTEE AND CREDITORS’ COMMITTEE FOR ORDER APPROVING SOLICITATION AND VOTING PROCEDURES WITH RESPECT TO FIRST AMENDED LIQUIDATING PLAN UNDER CHAPTER 11 OF THE BANKRUPTCY CODE DATED NOVEMBER 25, 2015; MEMORANDUM OF POINTS AND AUTHORITIES; DECLARATIONS OF JEFFREY L. KANDEL, DAVID W. MEADOWS, AND BRIAN K. OSBORNE will be served or was served (a) on the judge in chambers in the form and manner required by LBR 5005-2(d); and (b) in the manner stated below: 1. TO BE SERVED BY THE COURT VIA NOTICE OF ELECTRONIC FILING (NEF): Pursuant to controlling General Orders and LBR, the foregoing document will be served by the court via NEF and hyperlink to the document. On (date) January 12, 2016, I checked the CM/ECF docket for this bankruptcy case or adversary proceeding and determined that the following persons are on the Electronic Mail Notice List to receive NEF transmission at the email addresses stated below:
See NEF for confirmation of electronic transmission to the U.S. Trustee and any trustee in
this case, and to any attorneys who receive service by NEF. Service information continued on attached page 2. SERVED BY UNITED STATES MAIL: On (date) January 12, 2016, I served the following persons and/or entities at the last known addresses in this bankruptcy case or adversary proceeding by placing a true and correct copy thereof in a sealed envelope in the United States mail, first class, postage prepaid, and addressed as follows. Listing the judge here constitutes a declaration that mailing to the judge will be completed no later than 24 hours after the document is filed. Service information continued on attached page 3. SERVED BY PERSONAL DELIVERY, OVERNIGHT MAIL, FACSIMILE TRANSMISSION OR EMAIL (state method for each person or entity served): Pursuant to F.R.Civ.P. 5 and/or controlling LBR, on (date) January 12, 2016, I served the following persons and/or entities by personal delivery, overnight mail service, or (for those who consented in writing to such service method), by facsimile transmission and/or email as follows. Listing the judge here constitutes a declaration that personal delivery on, or overnight mail to, the judge will be completed no later than 24 hours after the document is filed. Via Federal Express The Honorable Peter Carroll United States Bankruptcy Court Central District of California 1415 State Street Santa Barbara, CA 93101 Service information continued on attached page I declare under penalty of perjury under the laws of the United States that the foregoing is true and correct. January 12, 2016 Rolanda Mori /s/ Rolanda Mori
Date Printed Name Signature
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1. SERVED VIA NEF
William C Beall will@beallandburkhardt.com, carissa@beallandburkhardt.com
Mark Bradshaw mbradshaw@shbllp.com, sswartzell@shbllp.com
Martin J Brill mjb@lnbrb.com
James L Brunello kateover66@yahoo.com
Christopher Celentino celentinoc@ballardspahr.com, burkec@ballardspahr.com
Caroline Djang crd@jmbm.com
Joseph A Eisenberg jae@jmbm.com,
vr@jmbm.com;tgeher@jmbm.com;bt@jmbm.com;jae@ecf.inforuptcy.com
John D. Faucher jdf@johndfaucher.com, FaucherECF@gmail.com
Brian D Fittipaldi brian.fittipaldi@usdoj.gov
John W Fricks jfricks@ogdenfricks.com
Larry W Gabriel lgabriel@ebg-law.com, nfields@ebg-law.com
Jon F Gauthier jgauthier@marksfinch.com, dgranados@marksfinch.com
Thomas M Geher tmg@jmbm.com, we1@jmbm.com;fc3@jmbm.com;tmg@ecf.inforuptcy.com
Philip J Giles ecfcacb@piteduncan.com, PJG@ecf.inforuptcy.com
David Gould dgould@gglawllp.com
Matthew Grimshaw mgrimshaw@marshackhays.com, ecfmarshackhays@gmail.com
Jacqueline A Gruber ecfcacb@piteduncan.com
Steven T Gubner sgubner@ebg-law.com, ecf@ebg-law.com
Ralph P Guenther rguenther@montereylaw.com
Asa S Hami ahami@sulmeyerlaw.com,
agonzalez@sulmeyerlaw.com;agonzalez@ecf.inforuptcy.com;ahami@ecf.inforuptcy.com
Thomas P Jeremiassen (TR) tjeremiassen@brg-expert.com
David A Juhnke docket@sjlmlaw.com
Brian M Kandel brian.kandel@bookandbook.com
Jeffrey L Kandel jkandel@pszjlaw.com
Talin Keshishian tkeshishian@ebg-law.com, ecf@ebg-law.com
Lewis R Landau LLandau@HorganRosen.com
rene Lastreto rl2@lrplaw.net, tara@lrplaw.net;rebecca@lrplaw.net
Erica T Loftis bknotice@rcolegal.com
David W. Meadows david@davidwmeadowslaw.com
Samuel R Maizel smaizel@pszjlaw.com, smaizel@pszjlaw.com
Daniel M McGee dan@mcgeez.net
Frank F McGinn ffm@bostonbusinesslaw.com
Alexis M McGinness amm@jmbm.com, vr@jmbm.com;fc3@jmbm.com
Krikor J Meshefejian kjm@lnbrb.com
Craig Millet cmillet@gibsondunn.com, pcrawford@gibsondunn.com;cmillet@gibsondunn.com
Jennifer L Nelson jlnelson@reedsmith.com
Jeffrey P Nolan jnolan@pszjlaw.com
Christopher A Nowlin cnowlin@gibsondunn.com
Robert B Orgel rorgel@pszjlaw.com, rorgel@pszjlaw.com
David M Poitras dpoitras@jmbm.com, bt@jmbm.com;vr@jmbm.com;dmp@ecf.inforuptcy.com
Kelly M Raftery bknotice@mccarthyholthus.com
Dean G Rallis drallis@afrct.com, bcruz@afrct.com
Edwin J Rambuski edwin@rambuskilaw.com, edwin@rambuskilaw.com
Edwin J Rambuski edwin@rambuskilaw.com, edwin@rambuskilaw.com
Paul F Ready tamara@farmerandready.com, emily@farmerandready.com
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John P Reitman jreitman@lgbfirm.com,
marizaga@lgbfirm.com;kalandy@lgbfirm.com;levans@lgbfirm.com;cboyias@lgbfirm.com;msutton@l
gbfirm.com
Christopher O Rivas crivas@reedsmith.com
Yonaton M Rosenzweig yoni.rosenzweig@kattenlaw.com, ecf.lax.docket@kattenlaw.com
John D Schlotter ecfmail@aclawllp.com
Timothy J Silverman tim@sgsslaw.com
Evan D Smiley esmiley@wgllp.com, msciesinski@wgllp.com
Robyn B Sokol ecf@ebg-law.com, rsokol@ebg-law.com
Peter Susi psusi@hbsb.com, tina@hbsb.com
Cathy Ta cathy.ta@bbklaw.com, Arthur.Johnston@bbklaw.com;lisa.spencer@bbklaw.com
Bill Taylor ecfnotices@4stechnologies.com
United States Trustee (ND) ustpregion16.nd.ecf@usdoj.gov
Darlene C Vigil cdcaecf@bdfgroup.com
Marshall C Wallace mwallace@allenmatkins.com
Kristin S Webb bknotice@rcolegal.com
Corey R Weber ecf@ebg-law.com, cweber@ebg-law.com
Edward T Weber bknotice@rcolegal.com
Katherine M Windler kwindler@verizon.net
Jennifer C Wong bknotice@mccarthyholthus.com
Kelly A Woodruff kwoodruff@fbm.com
Jonathan R Zeko jzeko@grantandzeko.com
2. SERVED VIA U.S. MAIL
CHAPTER 11 TRUSTEE FOR EFI Thomas P. Jeremiassen Berkeley Research Group, LLC 2049 Century Park East, Ste. 2525 Los Angeles, CA 90067 CHAPTER 11 TRUSTEE FOR EFMF Bradley N. Sharp – Trustee c/o Development Specialists, Inc. 333 S. Grand Ave., Suite 4070 Los Angeles, CA 90071 UNITED STATES TRUSTEE (ND) Office of the U.S. Trustee Attn: Brian Fittipaldi 915 Wilshire Blvd., Suite 1850 Los Angeles, CA 90017 U.S. TRUSTEE’S COUNSEL Office of the U.S. Trustee Brian Fittipaldi 128 E. Carrillo St. Santa Barbara, CA 93101
Lewis Landau, Esq. Lewis Landau & Assoc. 23564 Calabasas Road, #104 Calabasas, CA 91302 Louise Kalshan 440 Kerwin Cambria, CA 93428 Bryan Cave LLP c/o Katherine M. Windler 120 Broadway, Suite 330 Santa Monica, CA 90401 David Gould Former Dissolution Mgr. Estate Financial Mortgage Fund LLC 23975 Park Sorrento Ste 200 Calabasas, CA 91302-4011 Peter Susi Hollister & Brace 1126 Santa Barbara Street Santa Barbara, CA 93101 Investment Trends LLC/Schultheis 4455 Via Bendita Santa Barbara, CA 93110
Thomas P. Jeremiassen Berkeley Research Group, LLC 2049 Century Park East, Ste. 2525 Los Angeles, CA 90067 Mark E. Aronson dCounsel for Bond Safeguard Insurance Co. Anderson, McPharlin & Conners LLP 444 S. Flower Street, 31st Floor Los Angeles, CA 90071-2901 Jonathan R. Zeko,, Esq. Counsel for Shelton Construction, Inc. Grant & Zeko, APC 1331 India Street San Diego, CA 92101 The Investment Company 3027 Bridle Trail Ln Paso Robles, CA 93446-4178 Brian M. Kandel, Esq. Attorney for Alvand Construction Book & Book, LLP 1414 Soquel Avenue #203 Santa Cruz, CA 95062
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Michael A. Dias, Esq. Jonette M. Montgomery, Esq. Attorneys for Mattos Underground Construction Dias Law Firm 502 West Grangeville Blvd Hanford, CA 93230 Patricia Cullinan 13505 Old Morro Road Atascadero, CA 93422 Karen Guth P.O. Box 551 San Clemente, CA 92674 Sherri G. Bell 245 Kendal Lane Cambria, CA 93428 Attnys for Sidney H. Zusman Sidney H. Zusman c/o Edward S. Zusman 465 California Street, Ste 500 San Francisco, CA 94104 Attnys for Scott Drimmel and Bonnie Drimmel René Lastreto, II, Esq. Lee Ann Eager, Esq. Lang, Richert & Patch 5200 North Palm, Suite 401 Fresno, CA 93704
Todd M. Wolfe, Esq. Attorney for California Plastering Green & Campbell, LLP 1777 E. Los Angeles Ave Suite 201 Simi Valley, CA 93065 Martha Romero ROMERO LAW FIRM BMR Professional Building 6516 Bright Ave. Whittier, CA 90601 Linda A. Barlow 2700 N. Main Street, Ste 850 Santa Ana, CA 92705-6638 Law Office of Jeffrey Rowe Attorney for Tom Besmer Construction 2440 West Shaw Ave., Ste 114 Fresno, CA 93711 Robert Flores PO Box 365 Mountain Ranch, CA 95246 Ralph P. Guenther, Esq. Attys for Jack D. Montague Duffy & Guenther, LLP 149 Bonifacio Place Monterey, CA 93940 Attys for Erna Morris James M. Lauderdale, Esq. Lauderdale Law Offices 150 Carmelito Ave. Monterey, CA 93940
Teresa McWilliams 1542 Ramona Lane Santa Barbara, CA 93108 Sylvia C. Reussner and Ray D. Reussner 1542 Ramona Lane Santa Barbara, CA 93108 McCarthy & Holthus, LLP 1770 Fourth Ave San Diego, CA 92101 Select Portfolio Servicing, Inc. 3815 South West Temple Salt Lake City, UT 84115 James L. Brunello, Esq. Atty for Stan and Judy Young P.O. Box 4155 El Dorado Hills, CA 95762 Michael B. Peterson, Esq. Re: Vladimir Volkow Archer Norris 2033 N. Main Street, Ste 800 Walnut Creek, CA 94596 Office of the District Attorney Attn: Steve von Dohlen, Esq. County of San Luis Obispo County Government Center, 4th Floor San Luis Obispo, CA 93408
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