Changeflow GovPing Courts & Legal Court Denies DEQSER LLC Chapter 11 Conversion M...
Priority review Enforcement Amended Final

Court Denies DEQSER LLC Chapter 11 Conversion Motion

Favicon for www.courtlistener.com US Bankruptcy Court DDE Docket Feed
Filed
Detected
Email

Summary

The US Bankruptcy Court for the District of Delaware denied the U.S. Trustee's motion to convert DEQSER LLC's Chapter 11 case to Chapter 7, finding that a going concern sale of the business qualifies as "rehabilitation" within the meaning of § 1112(b)(4)(A) of the Bankruptcy Code. The court also denied motions seeking appointment of an examiner with expanded powers to market and sell the debtors' business, ruling that examiners conduct examinations only and the requested expanded powers fall outside what the Bankruptcy Code contemplates. The debtors, who operate a commercial laundry business in northern New Jersey serving hotels in New York City, have approximately 180 employees and have suffered operating losses of about $200,000 per month since their Chapter 11 filing in April 2025.

Published by USBC D. Del. on courtlistener.com . Detected, standardized, and enriched by GovPing. Review our methodology and editorial standards .

About this source

GovPing monitors US Bankruptcy Court DDE Docket Feed for new courts & legal regulatory changes. Every update since tracking began is archived, classified, and available as free RSS or email alerts — 2 changes logged to date.

What changed

The US Bankruptcy Court for the District of Delaware denied the U.S. Trustee's motion to convert DEQSER LLC's Chapter 11 case to Chapter 7, rejecting the argument that $200,000 monthly operating losses and absence of rehabilitation prospects constituted "cause" under § 1112(b)(4)(A). The court found that a going concern sale provision in the debtors' amended plan satisfies the rehabilitation requirement. The court also denied motions for an examiner with expanded marketing and selling powers, holding that examiners under the Bankruptcy Code are limited to conducting examinations.

Debtors in Chapter 11 cases with DIP lender involvement should note that courts may view going concern sale provisions as satisfying rehabilitation requirements under § 1112(b)(4)(A), even where traditional plan confirmation faces obstacles. The ruling limits the scope of "expanded powers" examiners, as courts will not authorize marketing and selling functions beyond what the Bankruptcy Code expressly permits.

Archived snapshot

Apr 24, 2026

GovPing captured this document from the original source. If the source has since changed or been removed, this is the text as it existed at that time.

Jump To

Top Caption Trial Court Document The text of this document was obtained by analyzing a scanned document and may have typos.

Support FLP

CourtListener is a project of Free
Law Project
, a federally-recognized 501(c)(3) non-profit. Members help support our work and get special access to features.

Please become a member today.

Join Free.law Now

April 22, 2026 Get Citation Alerts Download PDF Add Note

In re: DEQSER, LLC, et al.

United States Bankruptcy Court, D. Delaware

Trial Court Document

IN THE UNITED STATES BANKRUPTCY COURT
FOR THE DISTRICT OF DELAWARE
In re: Chapter 11
DEQSER, LLC, et al., Case No. 25-10687 (CTG)
Debtors. (Jointly Administered)
Related Docket Nos. 318, 340

MEMORANDUM OPINION
The debtors in these cases own and operate a commercial laundry business,
located in northern New Jersey, whose customer base is primarily hotels located in
New York City.1 These bankruptcy cases, which were filed about one year ago, have
been bumpy. The debtors have suffered operating losses of about $200,000 per month

since the cases were filed. There have been problems with the debtors’ post-petition
financial reporting and various disputes with secured creditors, insurers, and a lessor
of trucks that the debtors use to pick up and deliver laundry.
In the face of all of that, the U.S. Trustee, appropriately concerned about the
risk of administrative insolvency and the possibility that post-petition creditors
might end up holding the bag if the efforts to reorganize proved unsuccessful, moved
to convert the cases to ones under chapter 7. The U.S. Trustee argued that the

continuing losses and the absence of a likelihood of rehabilitation amounted to
“cause” under § 1112(b)(4)(A) of the Bankruptcy Code.

1 Deqser LLC is a New Jersey limited liability company. Deqser LLC is the manager of KNY
26671 LLC, a Delaware limited liability company, which is the operating business. The
companies are referred to collectively as the “debtors.”
In response to that motion, the debtors filed a plan of reorganization. The plan
would give most of the equity of the reorganized debtor to the DIP lender, an entity
with which one of the debtors’ founders and current owners is involved. As will be

described further below, the Court does not believe it appropriate at this early stage
to declare that plan dead on arrival. But it is fair to say, at the very least, that the
existing plan (which the debtors have made clear they intend to improve) would face
serious obstacles to confirmation.
The Committee and several of the secured creditors have expressed serious
reservations about the proposed plan and the overall status of the case.2 None,
however, believes that conversion to chapter 7 will maximize the value of the estate

or creditor recoveries. Certain creditors have moved for the appointment of an
“examiner with expanded powers” whom they believe should be charged with
marketing and selling the business while the debtors remain in possession and
existing management continues operating the business.
The Court conducted an evidentiary hearing on these motions on April 15,
2026. Closing arguments spilled over to April 17, 2026. As the Court noted at the

conclusion of the April 17 hearing, the Court will deny both the motion to convert and
the motions seeking the appointment of an examiner with expanded powers. This
Memorandum Opinion is intended to clarify the reason for those decisions. In short,
however, the motion to convert will be denied because the debtors have now
committed to amend their plan. The debtors will still seek to obtain confirmation of

2 The Official Committee of Unsecured Creditors is referred to as the “Committee.”
a traditional plan of reorganization under which (a) their DIP lender will acquire the
equity of the reorganized debtor and (b) secured creditors will be crammed down
under § 1129(b)(2)(A) of the Bankruptcy Code. The amended plan, however, will

contain a “toggle” that will provide that if that aspect of the plan cannot be confirmed,
the debtors will immediately turn to selling their assets, as a going concern, under
the plan. No one suggests that a plan that provides for a sale of the debtors’ assets
and the distribution of the proceeds to creditors would not be confirmable. And as
described below, this Court concludes that a going concern sale of the business is a
form of “rehabilitation” within the meaning of § 1112(b)(4)(A).
The Court will deny the motion to appoint an examiner with “expanded

powers” because, under the Bankruptcy Code, examiners conduct examinations.
Because the request that the Court “expand” the powers of the examiner to market
and sell the debtors’ businesses is outside the scope of what the Bankruptcy Code
contemplates or permits, that motion will be denied.3

3 In addition to these motions, the Court also took up, at the April 15, 2026 hearing, (a) a
motion by the debtors seeking to reject a lease with HUB Truck Rental Corp. (“HUB”)
[D.I. 342]; (b) a motion by HUB seeking to compel payment of an administrative claim
[D.I. 371]; (c) a motion by the debtors to assume an unexpired lease in their principal facility
[D.I. 300]; and (d) a motion by the debtors to extend the period of exclusivity [D.I. 322]. The
two motions related to HUB were ultimately resolved consensually between the parties. One
of the resolutions is reflected in an order and is not otherwise addressed in this Memorandum
Opinion. D.I. 393. The Court understands that the parties are negotiating a form of order
on the second. The debtors’ motions to assume the lease and to extend exclusivity were
granted for reasons set forth on the record during the April 17, 2026 hearing. Those rulings
will also be reflected in orders that the parties are negotiating and are not otherwise
addressed in this Memorandum Opinion.
Factual and procedural background
Many of the relevant facts are set forth in a stipulation that the parties
helpfully reached in advance of the hearing, though the Court also heard live
testimony from Marc Ross, the debtors’ financial advisor, and Sang Cho, the debtors’

principal.4
The basic underlying facts are not particularly disputed. The debtors were
incorporated as limited liability companies in 2018 for the purpose of developing a
commercial laundry business serving hotels and restaurants. As of the petition date
in April 2025, the debtors had approximately 180 employees. A variety of factors are
said to have caused the bankruptcy filing, including an electrical fire in the debtors’

facility that damaged the debtors’ primary ironer and an alleged software glitch in
the debtors’ technologically advanced dryers, made by Kannegiesser, which is also
one of the debtors’ secured creditors.5
These bankruptcy cases have been beset with challenges. The debtors came
into bankruptcy seeking a DIP loan from an entity in which one of its owners was a
participant that would have primed other secured creditors under § 364(d)(1) of the
Bankruptcy Code. While the debtors argued that there was sufficient equity to

4 That stipulation was handed up to the Court at the beginning of the hearing in a redline
form, as the parties continued to negotiate it leading up to the start of the hearing. This
Court has docketed the redlined version that was handed up, and represented by the parties
as agreed, at D.I. 394.
5 D.I. 16 ¶¶ 9-13. These facts from the first-day declaration are included only by way of
background. The Court’s resolution of the pending motion relies only on the factual record
developed in this contested matter. Herbert Kannegeisser GmbH and its affiliates are
referred to as “Kannegeisser.”
provide adequate protection to the secured creditors (as § 364(d)(1)(B) requires), the
evidentiary record established that the debtors undertook extensive efforts to obtain
a genuine third-party loan, and that no lender was willing to make a non-priming

loan based on the collateral package the debtors were able to offer. The Court viewed
that evidence of what the market would bear to be more reliable evidence of value
than any conclusion the Court might draw based on the debtors’ cashflow projections.6
On that basis, the Court declined to approve the debtors’ proposed priming DIP loan
and encouraged the parties to continue discussions about a consensual means to
preserve the business.7
The parties were ultimately able to work out a consensual form of DIP

financing.8 Even so, the parties agree that the debtors have incurred operating losses
(which do not include the substantial costs associated with the restructuring process)
of approximately $2 million during the year that the company has been in
bankruptcy. While the record established at the hearing revealed that the debtors
still have material availability on the DIP facility, the case has also seen more than
its fair share of administrative creditors coming to court seeking orders compelling

the payment of administrative claims.9 And the testimony during the evidentiary
hearing revealed that the debtors have been managing their cash very tightly,

6 See generally Bank of Am. Nat’l Trust and Sav. Ass’n v. 203 N. LaSalle St. P’ship, 526 U.S.
434, 457
(1999) (reflecting the Bankruptcy Code’s general preference for market-based
valuations over judicial valuation).
7 May 16, 2025 Hr’g Tr. at 156-163.
8 D.I. 182; D.I. 279.
9 D.I. 338; D.I. 371.
especially during the pendency of the motion to convert. Approximately $350,000 in
professional fees are unpaid, though the restructuring professionals have agreed to
defer those payments for the time being. And wherever there has been a colorable

basis to dispute an administrative obligation, the debtors have made clear that they
were in no rush to resolve those disputes. At bottom, the record reveals that while
the debtors’ first choice is for their business to succeed and everyone to be paid, if that
turns out to be unsuccessful and someone is going to suffer a loss, the debtors would
rather it be parties who provided post-petition goods and services than its DIP lender
(in which one of its owners is participating).
The Court found Sang Cho, the debtors’ principal, to be a generally credible

witness. The Court has no doubt that Cho is committed to the success of the business
and brings real skill and expertise to commercial laundry operations. He has not,
however, managed the companies’ books and records in the manner expected of a
debtor in chapter 11. In December of 2025, at the insistence of the Committee, the
debtors moved to employ a financial advisor.10 Marc Ross, has been serving in that
role since that time (the order authorizing his retention was effective as of November

19, 2025).11 The record reveals that the company’s monthly operating reports and
general chapter 11 hygiene have, since Ross’ arrival, been more in line with the
general expectations of debtors in chapter 11 cases, even if imperfections remain.

10 D.I. 269.
11 D.I. 295.
There is some cause for optimism. The number of hotel rooms that the debtors’
business is serving (a key financial metric) has continued to grow as a result of Cho’s
sales efforts. The record suggests that the debtors’ business is now at or above

EBITDA positive. The debtors project sufficient growth in the coming months such
that the business should be able not only to meet its current operating expenses but
also to service some amount of debt.
The plan that the debtors have filed is premised on a set of financial
projections. In substance, the equity of the reorganized debtor would go to the DIP
lender on account of exit financing that it would provide.12 All of the prepetition
secured creditors would have their claims bifurcated under § 506(a) and reduced to

the value of their collateral. The reorganized debtor would then pay those claims
over five years. For several years, the prepetition secured creditors would receive
only interest on account of their claims (running at five percent annually). Several
years in, they would begin receiving principal and interest payments. Most of the
amounts due, however, would not be paid until a balloon payment becomes due five
years after the effective date.

Jurisdiction
Both the motion to convert and the motion to appoint an examiner arise under
the Bankruptcy Code – §§ 1112 and 1104, respectively. As such, these motions are
within the district court’s “arising under” jurisdiction set forth in 28 U.S.C. § 1334 (b).
That jurisdiction has been referred to this Court under 28 U.S.C. § 157 (a) and the

12 D.I. 350 at 21.
district court’s February 29, 2012 standing order of reference. Both motions are core
matters under 28 U.S.C. § 157 (b)(2)(A).
Analysis
I. While “cause” under § 1112(b)(4)(A) would likely otherwise exist, the
debtors’ commitment to file a plan that will “toggle” to a going concern
sale if their reorganization is not confirmable means that the debtors
have a substantial likelihood of rehabilitation; there accordingly is
not “cause” to convert.
Section 1112(b) of the Bankruptcy Code provides that where “cause” is shown,
then, “on request of a party in interest, and after notice and a hearing, the court shall
convert a case under this chapter to a case under chapter 7 or dismiss a case under
this chapter, whichever is in the best interests of creditors and the estate.”13 The
statute goes on to add, however, that even if cause is shown, if “the court determines
that the appointment under section 1104(a) of a trustee or an examiner is in the best
interests of creditors and the estate,” the court may elect to appoint a trustee or an
examiner instead.
The upshot of this language is that if “cause” is shown, while the court retains
flexibility – it can appoint a chapter 11 trustee or an examiner rather than convert
the case to chapter 7 if it concludes that doing so would make more sense than

conversion – it is required upon a showing of “cause” to do something. It cannot decide
that it would rather just allow the debtor to proceed with its plan process. Rather,
the only exceptions that would permit the court to decline to act, despite a showing
of “cause,” would be (a) if “the court finds and specifically identifies unusual

13 11 U.S.C. § 1112 (b)(1).
circumstances” showing that that such action is contrary to the best interests of
creditors and the estate; and (b) the debtor is “a farmer or a corporation that is not a
moneyed, business, or commercial corporation.”14

So what is “cause”? Well, cause “includes” the items enumerated under
§ 1112(b)(4), the first of which is “substantial or continuing loss to or diminution of
the estate and the absence of a reasonable likelihood of rehabilitation.”15 Here, the
debtors’ substantial or continuing losses have been stipulated to. But because the
provision is written in the conjunctive (it says and), the U.S. Trustee must also show
the absence of a reasonable likelihood of rehabilitation in order to establish cause.
The question of what counts as “rehabilitation” has given rise to some

confusion in the caselaw, particularly with respect to how it relates to the debtor’s
ability to confirm a chapter 11 plan. As this Court sees it, the likelihood that a debtor
will be able to confirm a chapter 11 plan is neither necessary nor sufficient to
establish a likelihood of “rehabilitation.”
“Rehabilitation,” the cases tell us, means “to put back in good condition; re-
establish on a firm, sound basis.”16 Rehabilitation “involves establishing a cash flow

14 Id. § 1112(b)(2); id. § 1112(c).
15 Id. § 1112(b)(4)(A). Note that because § 1112(b)(4) provides examples of what cause
“includes,” courts have found that the absence of good faith also “constitutes ‘cause’ though
it does not fall into one of the examples of cause specifically listed in the statute.” In re LTL
Mgt., LLC, 64 F.4th 84, 100 (3d Cir. 2023) (citing In re SGL Carbon Corp., 200 F.3d 154, 159-
162 (3d Cir. 1999)).
16 In re Kanterman, 88 B.R. 26, 29 (S.D.N.Y. 1988). See also In re Midwest Properties of
Shawano, LLC, 442 B.R. 278 (Bankr. D. Del. 2010) (dismissing for cause based on lack of a
plan to rehabilitate the debtors).
from which current obligations can be met.”17 It is clear that the ability to confirm a
plan by itself does not amount to “rehabilitation.” The Bankruptcy Code would
permit a debtor to confirm a plan that provided for the piecemeal liquidation of its

assets. Such a liquidation, even if it were to occur under a confirmed chapter 11 plan,
would not constitute “rehabilitation.”18
But nor is the confirmation of a traditional chapter 11 plan under which a
reorganized debtor will emerge necessary for a debtor to be “rehabilitated” within the
meaning of § 1112(b)(4)(A). It is true that in Judge Carey’s opinion in Midwest
Properties of Shawano, he cited to the Supreme Court’s decision in Timbers that talks
about “a reasonable possibility of a successful reorganization within a reasonable

time frame.”19 That should not be read to suggest, however, that a traditional
reorganization is a necessary part of what it means to “rehabilitate.” Timbers by its
own terms was not about § 1112(b) at all. It was addressing the requirement of
§ 362(d)(2) that requires that a secured creditor be granted relief from the stay if
there is no equity in the property and “such property is not necessary to an effective
reorganization.”20 In that context, the Timbers Court endorsed the conclusions of

many lower courts that a purely speculative hope of a reorganization is insufficient.
This Court does not, however, read Judge Carey’s citation of Timbers to mean that a

17 Kanterman, 88 B.R. at 29.
18 See 7 Collier on Bankruptcy ¶ 1112.04 (16th 2026).
19 Midwest Properties of Shawano, 442 B.R. at 286 (citing United Sav. Ass’n v. Timbers of
Inwood Forest Assocs., 484 U.S. 365, 376 (1988)).
20 11 U.S.C. § 362 (d)(2).
debtor must be able to complete a successful traditional reorganization in order for it
to be “rehabilitated.”
It is of course now well accepted that a bankruptcy case can be filed by a debtor

that intends to use the bankruptcy process to maximize creditor recoveries by
conducting a free-and-clear going-concern sale of substantially all of its assets to a
buyer.21 A successful going concern sale operates to “rehabilitate” the debtor’s
business in a way that is similar to a traditional reorganization. In both cases, the
business emerges free of pre-bankruptcy indebtedness, such that an otherwise
profitable business whose problem is that it saddled with too much indebtedness can
succeed without the old debt. In a traditional reorganization, the owners of the new

business are typically the prior creditors. In a sale case, the owner is typically
whomever is willing to pay the most at an auction to acquire the assets. But as an
economic matter, both operate to “rehabilitate” the business in essentially the same
way.
That is not to say that it would be impossible to make a contrary argument.
Section 1112(b)(4)(A) requires a “rehabilitation” but is silent on what the subject of

that rehabilitation must be. The analysis above presumes that the statute is talking
about the rehabilitation of the debtor’s business operations. But if the subject of the
rehabilitation required by § 1112(b)(4)(A) is the formal legal entity that is the

21 See In re TWA, 322 F.3d 283 (3d Cir. 2003) (authorizing sale of substantially all, free and
clear of successor liability claims); In re AIO US, Inc., No. 24-11836, 2025 WL 2426380, at
*16 (Bankr. D. Del. Aug. 21, 2025) (while chapter 11 “is intended to permit an otherwise
viable business facing financial distress to reorganize,” the chapter 11 process “may also
properly be used, such as in cases like this one, to maximize value by permitting a going
concern sale”).
prepetition debtor, then a going concern asset sale might not count as a
rehabilitation. After an asset sale, the prepetition debtor, as a legal entity is typically
left behind as an empty corporate shell. That entity remains liable, in light of

§ 1141(d)(3), on the prepetition debt.22 In such a case, therefore, the prepetition
debtor, as a legal entity, is not “rehabilitated.”
The text of the statute, however, does not require such a reading. Indeed,
§ 1112(b)(4)(A) is silent on the question of who or what must be “rehabilitated.” And
in light of the Code’s purpose of maximizing value and the absence of any sensible
reason to care whether the prepetition legal entity was reorganized, dissolved, or
simply left behind, the Court will read the statutory language to include a going

concern sale in which an otherwise viable business is freed of the prepetition debt as
a “rehabilitation” for this purpose.
Applying those principles to the case at hand, the Court is satisfied that the
debtors’ business has a reasonable likelihood of rehabilitation. That would be a much
closer question if the only means of rehabilitation were to confirm the current form
of the debtors’ plan. The Court believes that the debtors are entitled to have their

day in court to argue in favor of confirmation of their plan. So the Court is not
prejudging that question now. And the debtors have made clear that, in any event,
they intend to revise and improve the current form of plan before seeking
confirmation.

22 11 U.S.C. § 1141 (d)(3) (providing that a liquidating debtor in chapter 11 does not receive a
discharge).
But there are certainly serious obstacles that the debtors would need to clear
to obtain confirmation of their current plan. First, the plan’s proposed treatment of
the secured creditors depends on the debtors prevailing in a valuation dispute over

the value of the secured creditors’ collateral. Second, the debtors’ proposed plan
proposes to push most of the secured creditors’ recovery until a balloon payment
comes due five years after the effective date. The plan proposes to pay a cram-down
interest rate of five percent. The Second Circuit addressed the question of an
appropriate cram-down rate of interest in Momentive, where it held that, at least in
some contexts, market rates may be relevant to assessing an appropriate rate.23
Again, while the Court does not resolve this issue today, it is at least not entirely

obvious that a plan proposing to pay a five percent rate of interest (at a time when
the risk free rate of interest for a comparable time period is in the range of four
percent) is appropriate in view of the various risks and challenges the reorganized
debtors’ business may face.
Finally, it bears note that the plan hinges on reducing the secured creditors’
claims down to the value of their collateral using the tool of bifurcation under

§ 506(a)(1). Judge Ambro’s dissenting opinion in Philadelphia Newspapers explains,
however, the foundational role that § 1111(b)(2) plays in protecting secured creditors
from the risk of judicial undervaluation. This provision “allows [an undersecured]
secured creditor to forgo [its] deficiency claim and instead elect to have its claim

23 In re MPM Silicones, LLC, 874 F.3d 787, 801 (2d Cir. 2017).
treated as if it were fully secured.”24 Just like the right to credit bid protects secured
creditors from having their collateral undervalued in a bankruptcy sale, the right to
make a § 1111(b)(2) election protects secured creditors from the risks associated with

a potential judicial undervaluation when the reorganized debtor intends to keep the
secured creditors’ collateral. The net result is that subject to the exceptions provided
(for collateral of “inconsequential value”), to cram down a plan under § 1129(b)(2)(A)
over the objection of a secured creditor that makes a § 1111(b)(2) election, the plan
must provide for the payment in full, at least in nominal dollars, of the secured
creditor’s claim. And the present value of the plan’s stream of payments must be no
less than the (judicially determined) value of the collateral.

The debtors insist that their current form of plan is fully confirmable and that
there is sufficient “wiggle room” in their projections to account for some of these
concerns. But it is at least not obvious to this Court that the debtors have fully taken
account of these various statutory protections afforded to secured creditors. For that
reason, had the Court been required to conclude based only on the plan currently on
file whether there was a “reasonable likelihood” of the debtors’ rehabilitation, the

Court might well have concluded that there was not.

24 In re Philadelphia Newspapers, LLC, 599 F.3d 298, 333 (3d Cir. 2010) (Ambro, J.,
dissenting). The Supreme Court later adopted the construction of the statute urged by Judge
Ambro in his Philadelphia Newspapers dissent. See RadLAX Gateway Hotel, LLC v.
Amalgamated Bank, 566 U.S. 639 (2012). See also In re Houston Regional Sports Network,
L.P., 886 F.3d 523, 526 (3d Cir. 2018) (“§ 1111(b) … permits an undersecured creditor – a
secured creditor whose collateral is worth less than its claim – to elect to have its claim
treated as fully, rather than partially, secured.”).
The debtors, however, have effectively solved for that problem by agreeing to
amend their plan, by no later than May 15, 2026, to provide that if the Court
concludes that the reorganization they propose does not satisfy the confirmation

requirements, they will promptly pivot to conducting a going concern sale of their
business. And the record before the Court was more than sufficient to establish that
the debtors’ business, while it faces challenges, has sufficient potential value that it
would likely generate value in a going concern sale. For that reason, the Court is
satisfied that there is a reasonable likelihood that the debtors’ business can and will
be rehabilitated. Accordingly, while the Court appreciates the work done by the U.S.
Trustee in bringing this motion and thus advancing these cases forward, the Court

will deny the U.S. Trustee’s motion to convert.
II. Under the Bankruptcy Code, there is no such thing as an examiner
with powers that expand beyond conducting an examination.
Eastern Funding, one of the debtors’ secured creditors, moved the Court to
appoint an examiner with expanded powers to conduct a sale of the debtors’
business.25 Kannegeisser, another secured creditor, joined in that motion.26 Eastern
Funding points to one case from outside this jurisdiction in which a court appointed
an examiner and “expanded” the examiner’s powers to include conducting a sale of
the debtor’s business.27

25 D.I. 340. Eastern Funding, LLC is referred to as “Eastern Funding.”
26 D.I. 341.
27 In re GTI Capital Holdings, LLC, No. 2-03-bk-07923, 2005 WL 8245434 (Bankr. D. Ariz.
Nov. 21, 2025).
Simply as a practical commercial matter, the Court has its doubts about the
wisdom of appointing an independent third party to conduct a sale while the debtor
that is opposed to such a sale remains in possession and continues to operate the

business. But those doubts are overtaken by the fact that the law in this jurisdiction
is clear that the role of an examiner is simply to conduct an examination.
The case for expanding the powers of an examiner would presumably stem
from the language of § 1104(c) stating that where the statutory requirements are met,
a bankruptcy court shall appoint an examiner “to conduct such an examination of the
debtor as is appropriate.”28 The argument for expanding the power of an examiner to
conduct a sale is presumably that if such a sale is “appropriate,” it is authorized by

this language.
In its decision in FTX, the Third Circuit rejected such a capacious reading of
the “as is appropriate” language. There, the bankruptcy court had concluded that
although the statutory requirements were met, the appointment of an examiner
would not be “appropriate” and therefore denied the motion to appoint one. The Third
Circuit rejected that reading. In doing so, the court made clear what that language

means. “‘[A]s is appropriate’ refers to the nature of the investigation, not the
appointment of the examiner.”29
That same point defeats the argument that it might be “appropriate” to have
the examiner sell the debtor’s business. The “as is appropriate” language gives the

28 11 U.S.C. § 1104 (c).
29 In re FTX Trading Ltd., 91 F.4th 148, 154 (3d Cir. 2024).
bankruptcy court wide discretion to set the parameters of the investigation. But
there is just no getting around the fact that an examination and an asset sale are
different things. Nothing in § 1104 authorizes the bankruptcy court to appoint an
investment banker disguised as an examiner. The motion will accordingly be denied.
Conclusion
For the foregoing reasons, the motions to convert and to appoint an examiner
with special powers will be denied. As set forth on the record on April 17, 2026, the
parties are directed to settle orders so providing.

Dated: April 22, 2026 ] Moe
CRAIG T. GOLDBLATT
UNITED STATES BANKRUPTCY JUDGE

17

Named provisions

§ 1112(b)(4)(A) § 1129(b)(2)(A)

Get daily alerts for US Bankruptcy Court DDE Docket Feed

Daily digest delivered to your inbox.

Free. Unsubscribe anytime.

About this page

What is GovPing?

Every important government, regulator, and court update from around the world. One place. Real-time. Free. Our mission

What's from the agency?

Source document text, dates, docket IDs, and authority are extracted directly from USBC D. Del..

What's AI-generated?

The summary, classification, recommended actions, deadlines, and penalty information are AI-generated from the original text and may contain errors. Always verify against the source document.

Last updated

Classification

Agency
USBC D. Del.
Filed
April 22nd, 2026
Instrument
Enforcement
Branch
Judicial
Legal weight
Binding
Stage
Final
Change scope
Substantive
Document ID
25-10687 (CTG)
Docket
318 340 342 371 300 322 393

Who this affects

Applies to
Debtors Creditors
Industry sector
5239 Asset Management
Activity scope
Chapter 11 reorganization Creditor motions DIP financing
Geographic scope
United States US

Taxonomy

Primary area
Bankruptcy
Operational domain
Legal
Topics
Financial Services

Get alerts for this source

We'll email you when US Bankruptcy Court DDE Docket Feed publishes new changes.

Free. Unsubscribe anytime.

You're subscribed!