November 27, 2017

PUBLIC NOTICE OF BANKRUPTCY SALE: GST AUTOLEATHER, INC.

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KIRKLAND & ELLIS AND PACHULSKI STANG ZIEHL & JONES ANNOUNCE THE CHAPTER 11 AUCTION OF GST AUTOLEATHER, INC., et al.

 

1. Background:

  1. The Debtors in these chapter 11 cases, along with the last four digits of each Debtor’s federal tax identification number, include: GST AutoLeather, Inc. (5289); GST AutoLeather Cayman I Ltd. (n/a); GST AutoLeather Cayman II Ltd. (n/a); GST AutoLeather HoldCo Corp. (4266); GST Innovations, LLC (5563); and Strategic Financial LLC (n/a). Collectively, these companies are referred to in this notice as the “Debtors.”
  2. Debtors’ chapter 11 cases are pending as Case No. 17-12100 (LSS) in the United States Bankruptcy Court for the District of Delaware (the “Court”).
  3. The location of the Debtors’ service address is: 20 Oak Hollow Drive, Suite 300, Southfield, Michigan 48033.

2. Motion:

Debtors filed, on October 18, 2017, Debtors’ Motion for Entry of an Order (I) Approving Bid Procedures for the Sale of Substantially All of the Debtors’ Assets (II) Scheduling an Auction and Hearing to Consider the Sale (III) Approving the Form and Manner of Notice Thereof, (IV) Approving Certain Expense Reimbursement Provisions and Breakup Fee, and (V) Granting Related Relief [Docket No. 132] (the “Bid Procedures Motion”) with the Court seeking, among other things, entry of an order authorizing and approving, among other things, the Bid Procedures to be used in connection with the Auction of substantially all of the Debtors’ assets (the “Assets”). All capitalized terms used but not defined herein shall have the meanings set forth in the Motion.

3. Order:

The Bid Procedures Motion was approved by the Court by entry of an order on November 15, 2017 [Docket No. 263] (the “Bid Procedures Order”).

4. Purpose of this Notice:

Debtors are soliciting offers for the purchase of the Assets of the Debtors consistent with the Bid Procedures and Bid Procedures Order. All interested bidders should carefully read the Bid Procedures and Bid Procedures Order. To the extent that there are any inconsistencies between this notice and the Bid Procedures or Bid Procedures Order, the Bid Procedures or Bid Procedures Order, as applicable, shall govern in all respects.

5. Auction:

  1. The Assets are being sold free and clear of all liens, claims, encumbrances and interests, provided that section 363(f) of the Bankruptcy Code has been satisfied. The Debtors do not currently have a “stalking horse” bidder for the Assets. The Bid Procedures contemplate that a buyer for the Assets will be identified at a later date, either at the Auction contemplated by the Bid Procedures or, under appropriate circumstances, through the Debtors’ identification of a stalking horse bidder.
  2. If the Debtors receive qualified competing bids within the requirements and time frame specified by the Bid Procedures, the Debtors will conduct an auction (the “Auction”) of the Assets on January 12, 2018, at 9:00 a.m. (prevailing Eastern Time) at the offices of Kirkland & Ellis LLP, 601 Lexington Avenue, New York, New York 100224611 (or at such later date and time as selected by the Debtors).

6. Sale Hearing:

Debtors will seek approval of the sale of the Assets to the Successful Bidder at a hearing scheduled to commence on January 17, 2018, at 11:00 a.m. (prevailing Eastern Time) (the “Sale Hearing”) before the Honorable Laurie Selber Silverstein, United States Bankruptcy Judge for the Bankruptcy Court for the District of Delaware, at 824 North Market Street, 6th Floor, Courtroom No. 2, Wilmington, Delaware 19801. The Sale Hearing may be adjourned by announcement in open Court or on the Court’s calendar without any further notice required.

7. Objections:

Objections to the Sale Motion must be made on or before January 10, 2018, at 4:00 p.m. (prevailing Eastern Time) (the “Sale Motion Objection Deadline”); provided that objections specific to the Auction or the Successful Bidder must be made on or before January 16, 2018, at 12:00 p.m. (prevailing Eastern Time) (the “Auction Objection Deadline”). Objections must be made in writing, state the basis of such objection with specificity, and shall be filed with the Court, with a courtesy copy to Chambers, and must be filed no later the Sale Motion Objection Deadline or the Auction Objection Deadline, as applicable, and must be served on the following parties (the “Notice Parties”): (i) Kirkland & Ellis LLP, 300 North LaSalle, Chicago, Illinois 60654, Attn.: Ryan Blaine Bennett and Benjamin M. Rhode; (ii) Pachulski Stang Ziehl & Jones LLP, 919 North Market Street, 17th Floor, P.O. Box 8705, Wilmington, Delaware 19899, Attn.: Laura Davis Jones; and (iii) Office of the United States Trustee, for the District of Delaware, 844 King Street, Suite 2207, Lockbox 35, Wilmington, Delaware 19801, Attn: Timothy Fox; and (iv) Foley & Lardner LLP, 90 Park Avenue, New York, NY 10016-1314, Attn: Erika Morabito.

8. More Information:

  1. Copies of the Bid Procedures Motion, Bid Procedures, and Bid Procedures Order, as well as all related exhibits are available: (i) free of charge upon request to Epiq Bankruptcy Solutions, LLC (the notice and claims agent retained in these chapter 11 cases) by calling (844) 308-4104 (toll free) or (503) 520-4435 (international); (ii) by visiting the website maintained in these chapter 11 cases at http://dm.epiq11.com/GAL; (iii) for a fee via PACER by visiting http://www.deb.uscourts.gov; or (iv) by making a request in writing to Pachulski Stang Ziehl & Jones LLP, 919 North Market Street, 17th Floor, P.O. Box 8705, Wilmington, Delaware 198998705 (Courier 19801), Attn: Laura Davis Jones.
  2. You may access more information about these chapter 11 cases at the website maintained in these chapter 11 cases at http://dm.epiq11.com/GAL
  3. You may also obtain additional information from either of the two law firms that represent the Debtors:
    • PACHULSKI STANG ZIEHL & JONES LLP. The phone number for this law firm is (302) 652-4100. The attorneys principally working on these chapter 11 cases include:

      Laura Davis Jones: ljones@pszjlaw.com
      Timothy P. Cairns: tcairns@pszjlaw.com
      Joseph M. Mulvihill: jmulvihill@pszjlaw.com

    • KIRKLAND & ELLIS LLP. The phone number for this law firm is (312) 862-2000. The attorneys principally working on these chapter 11 cases include:

      James H.M. Sprayregen: james.sprayregen@kirkland.com
      Ryan Bennett: ryan.bennett@kirkland.com
      Alexandra Schwartzman: alexandra.schwarzman@kirkland.com
      Benjamin Rhode: benjamin.rhode@kirkland.com

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