2024-08-14 Interim Order - Bank Account Maint (Doc 27)Case 24-11647-MFW Doc 27 Filed 08/14/24 Page 1 of 6
IN THE UNITED STATES BANKRUPTCY COURT
FOR THE DISTRICT OF DELAWARE
In re
SilverRock Development Company., et all
Debtors.
Chapter 11
Case No. 24-11647 MFW
(Jointly Administered)
RE: Docket No. 8
INTERIM ORDER (I) AUTHORIZING THE MAINTENANCE OF BANK ACCOUNTS
AND CONTINUED USE OF EXISTING BUSINESS FORMS AND CHECKS, (II)
GRANTING LIMITED RELIEF FROM THE REQUIREMENTS OF BANKRUPTCY CODE
SECTION 345(B), AND (IIII) GRANTING RELATED RELIEF
Upon the Motion of the Debtors for Entry of Interim and Final Orders (I) Authorizing the
Maintenance of Bank Accounts and Continued Use of Existing Business Forms and Checks, (II)
Granting Limited Relief from the Requirements of Bankruptcy Code Section 345(b), and (III)
Granting Related Relief (the "Motion");2 and upon the Declaration of Robert S. Green Jr.
Pursuant to 28 U.S.C. § 1746 in Support of the Debtors' Chapter 11 Petitions and First
Day Pleadings (the "First Day Declaration"); and the Court finding that: (a) the Court has
jurisdiction over this matter pursuant to 28 U.S.C. §§ 157 and 1334 and the Amended Standing Order of
Reference from the United States District Court for the District of Delaware dated February 29, 2012; (b)
this is a core proceeding pursuant to 28 U.S.C. § 157(b)(2); (c) the Court having found that venue of this
proceeding and the Motion in this district is proper pursuant to 28 U.S.C. §§ 1408 and 1409; and (d) the
Court may enter a final order consistent with Article III of the United States Constitution;
The Debtors in these chapter 11 cases, along with the last four digits of each Debtor's federal tax identification number,
as applicable, are: SilverRock Development Company, LLC (5730), RGC PA 789, LLC (5996), SilverRock Lifestyle
Residences, LLC (0721), SilverRock Lodging, LLC (4493), SilverRock Luxury Residences, LLC (6598) and SilverRock
Phase I, LLC (2247). The location of the Debtors' principal place of business and the Debtors' mailing address is 343
Fourth Avenue, San Diego, CA 92101.
2 Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Motion.
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and upon the record herein; and after due deliberation thereon; and it appearing that sufficient notice
of the Motion has been given and that no other further notice is necessary, except as set forth in the
Motion with respect to entry of this Interim Order and notice of the Final Hearing (as defined
below); and good cause appearing therefor; it is hereby
A. ORDERED THAT:
1. The Motion is GRANTED on an interim basis, as set forth herein.
2. The Debtors are authorized, but not directed, to maintain and use the Bank Accounts
in the name and with the account numbers existing immediately prior to the Petition Date and shall
not be required to establish a specific new bank account for tax payments.
3. The Debtors shall retain authority to close or otherwise modify certain of their
accounts and open new debtor in possession accounts, they deem necessary to facilitate the Chapter
11 Cases and their operations. The Debtors are authorized to open any new bank accounts or close
any existing bank accounts as they may deem necessary and appropriate in their sole discretion;
provided, however, that the Debtors shall give notice within fifteen (15) days of opening or closing
any bank account to the Office of the United States Trustee for the District of Delaware (the
"U.S. Trustee") and any statutory committees appointed in the Chapter 11 Cases; provided, further,
however, that the Debtors shall open any such new bank account at banks that have executed a Uniform
Depository Agreement with the U.S. Trustee, or at such banks that are willing to immediately execute such
an agreement.
4. The Debtors are authorized to deposit funds in and withdraw funds from the Bank
Accounts by all usual means, subject to the same access rights and limitations existing prior to the
Petition Date, including, but not limited to, checks, wire transfers, automated clearinghouse
transfers, electronic funds transfers, and other debts and to treat the Bank Accounts for all purposes
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as debtor in possession accounts.
5. The Debtors are authorized, but not directed, to continue to use their pre-printed
checks, correspondence, and business forms and checks, including, but not limited to, purchase
orders, letterhead, envelopes, promotional materials, and other business forms, substantially in the
forms existing immediately prior to the Petition Date, without reference to the Debtors' debtor in
possession status, provided that once the Debtors' existing checks have been used, the Debtors
shall, when reordering checks, require the designation "Debtor In Possession" and the
corresponding bankruptcy case number on all checks; provided, further, that, with respect to
checks which the Debtors or their agents print themselves, the Debtors or their agents shall begin
printing the "Debtor In Possession" legend on such items within ten (10) days of the date of entry
of this Interim Order.
6. The banks listed on Exhibit C to the Motion are hereby authorized and directed to
continue to service and administer the Bank Accounts of the Debtors as debtors in possession
without interruption and in the usual and ordinary course of business, and to receive, process, honor
and pay any and all checks, drafts, wires or ACH transfers drawn on the Bank Accounts by the
holders or makers thereof, provided that nothing contained herein shall authorize any such
bank to honor any check issued or dated prior to the Petition Date, except as otherwise provided
by further order of the Court. In no event shall any of the banks be required to honor overdrafts
or to pay any check, wire or other debit against any of the Bank Accounts that is drawn against
uncollected funds.
7. The Debtors are authorized, but not directed, to pay, and the banks may continue to
charge and collect, all customary and usual prepetition and postpetition fees arising from or related
to the Bank Accounts.
8. Subject to section 553 of the Bankruptcy Code, all banks that maintain the Bank
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Accounts are prohibited from offsetting, affecting, freezing, or otherwise impeding the Debtors'
use of any funds in the Bank Accounts on account of, or by reason of, any claim (as defined in
section 101(5) of the Bankruptcy Code) of any such bank against the Debtors that arose before the
Petition Date, absent further order of the Court.
9. The Debtors shall continue to maintain detailed records in the ordinary course of
business with respect to all transfers so that all transactions (including any intercompany
transactions) may be readily ascertained, traced, recorded properly, and distinguished between
prepetition and postpetition transactions.
10. To the extent applicable, the Debtors' time to comply with section 345(b) of the
Bankruptcy Code is hereby extended for a period of thirty (30) days from the date of this Order
(the "Extension Period"), provided, however, that such extension is without prejudice to the
Debtors' right to request a further extension of the Extension Period of the waiver of the requirements
of section 345(b) in these Chapter 11 Cases.
11. With respect to banks at which the Debtors hold the Bank Accounts that are party
to a Uniform Depository Agreement with the U.S. Trustee, the Debtors shall immediately (a)
contact each bank, (b) provide the bank with each of the Debtors' employer identification numbers,
and (c) identify each of the Bank Accounts held at such banks as being held by a debtor in
possession in a bankruptcy case.
12. To the extent applicable, for Banks at which the Debtors hold Bank Accounts that
are not party to a Uniform Depository Agreement with the U.S. Trustee, the Debtors shall use their
good -faith effort to cause such Banks to execute a Uniform Depository Agreement in a form
prescribed by the U.S. Trustee within thirty days of the date of this Interim Order. The U.S.
Trustee's rights to seek further relief from this Court on notice in the event that the aforementioned
banks are unwilling to execute a Uniform Depository Agreement in a form prescribed by the U.S.
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Trustee are fully reserved.
13. Nothing herein further authorizes the Debtors to make transfers or loans to non -
debtor affiliates absent further order of the Court.
14. The requirements set forth in rule 6004(a) of the Bankruptcy Rules are hereby
waived.
15. The requirements set forth in rule 6003(b) of the Bankruptcy Rules are satisfied
because the relief set forth in this Interim Order is necessary to avoid immediate and irreparable
harm.
16. The Debtors are authorized to take all actions necessary to effectuate the relief
granted pursuant to this Interim Order in accordance with the Motion.
17. This Interim Order is effective immediately upon its entry.
18. The hearing to consider entry of an order granting the relief requested in the Motion
on a final basis (the "Final Hearing") shall be held on September 11, 2024 at 2:00 p.m.
(ET). (prevailing Eastern Time). Any objection to the entry of a final order granting the relief
requested in the Motion shall be filed with the Court and served on the following parties no later
than 4:00 p.m. Prevailing Eastern Time on September 4, 2024, (a) the Debtors, c/o SilverRock
Development Company, LLC 343 Fourth Avenue, San Diego, CA 92101; (b) proposed counsel to
the Debtors, Armstrong Teasdale LLP, 1007 North Market Street, Third Floor Wilmington,
Delaware 19801, Attn: Jonathan M. Stemerman fjstemerman(catllp.com) and P.O. Box 9038, La
Jolla CA, 92037, Attn: Victor A. Vilaplana (vavilaplana(&,gmail.com), and 5965 Village Way, STE
E105, La Jolla, CA 92037 Attn: Benjammin M. Carson (ben(%i benjamincarsonlaw.com); and (f) the
Office of the United States Trustee, 844 King Street, Suite 2207, Lockbox 35, Wilmington, Delaware 19801,
Attn: Malcolm M. Bates(Malcolm.in.bates@usdoj.gov). In the event no objections to entry of the Final Order
on the Motion are timely received, this Court may enter such Final Order without need for the Final Hearing.
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19. The Court shall retain jurisdiction with respect to all matters arising from or related
to the implementation, interpretation, and enforcement of this Interim Order.
Dated: August 14th, 2024
Wilmington, Delaware
MARY F. WA t ATH
UNITED STATES BANKRUPTCY JUDGE
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