Case 6:12-bk-15504-DS

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SALVATO LAW OFFICES

GREGORY M. SALVATO (SBN 126285) JOSEPH BOUFADEL (SBN 267312) SALVATO LAW OFFICES Wells Fargo Center 355 South Grand Avenue, Suite 2450 Los Angeles, California 90071-9500 Telephone: (213) 484-8400 Facsimile: (213) 402-3778 E-mail: Gsalvato@Salvatolawoffices.com

FILED & ENTERED OCT 19 2012

CLERK U.S. BANKRUPTCY COURT Central District of California BY denson DEPUTY CLERK

Attorneys for Creditor / Lessor SAN BERNARDINO INTERNATIONAL AIRPORT AUTHORITY, a California Joint Powers Authority CHANGES MADE BY COURT UNITED STATES BANKRUPTCY COURT CENTRAL DISTRICT OF CALIFORNIA RIVERSIDE

In re: SBD AIRPORT SERVICES, LLC, Debtor.

Case No.: 6:12-bk-15504-DS Chapter 11 ORDER DISMISSING BANKRUPTCY CASE, DEEMING AGREEMENTS REJECTED, ESTABLISHING PROCEDURES REGARDING FUNDS HELD BY DEBTOR, AND PROVIDING RELATED RELIEF DATE: October 15, 2012 TIME: 1:00 p.m. PLACE: Courtroom 304 3420 Twelfth Street Riverside, CA 92501 On the Emergency Motion by creditor /lessor San Bernardino International Airport

Authority (SBIAA) for an Order Dismissing or Converting Case and Other Relief (the Motion) scheduled for hearing on this date, Gregory M. Salvato, Esq. appeared on behalf of SBIAA, Michael J. Bujold, Esq. appeared on behalf of the United States Trustee, David B. Golubchik, Esq. appeared as an administrative creditor only, and there was no appearance for the Debtor. Based upon the representations of counsel and the evidence submitted in the Motion, including (1) the Notices of Cancelation of the Debtors 1
ORDER ON EMERGENCY MOTION TO DISMISS OR CONVERT CASE AND OTHER RELIEF In re SBD Airport Services, LLC, Debtor Bk. Case No. 6:12-bk-15504-DS

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insurance policies, (2) the fact that the Debtors legal counsel has withdrawn as counsel for the Debtor as approved by Order entered on October 11, 2012 [Dkt. No. 99] and the Debtor has not retained other counsel, (3) the submission of evidence by the Debtors Chief Restructuring Officer, Armen Avedissian, that the Debtors required deposits into a segregated Debtor in Possession Account for rent on the FBO Lease for the months of August and September, 2012, have been returned for non-sufficient funds [Dkt. No. 100], and (4) representations that Mr. Avedissian has resigned from his position as the Debtors Chief Restructuring Officer effective October 12, 2012, and, based upon the recommendation of the United States Trustee, and for other good cause, including the entire record of the bankruptcy case, IT IS HEREBY ORDERED: 1. The Motion is granted and this bankruptcy case is dismissed, with a 180-day bar to any future bankruptcy filings by the Debtor; provided, however, that 2. The following agreements between SBIAA and the Debtor, or purportedly assigned to and assumed pre-petition by the Debtor (Agreements), are hereby deemed rejected as of October 15, 2012: a. Lease Agreement for Development on and Operation of a Fixed Base Operator Facility dated March 23, 2007, including all amendments and options related thereto (the FBO Lease); b. Ground Handling Services Agreement, dated June 1, 2009, and any amendments thereto (Ground Handling Agreement); c. Lease Agreement for Building 675, dated June 1, 2009, and any amendments thereo (Building 675 Lease); d. Lease Agreement for Certain Airport Ground Handling Facilities, dated June 1, 2009, as amended (Ground Handling Facilities Lease); and e. Equipment and Vehicle Lease Agreement, dated June 1, 2009, as amended (Equipment Lease Agreement); 3. The Use and License Agreement for SBIAA-owned Fuel Trucks, dated May 14, 2
ORDER ON EMERGENCY MOTION TO DISMISS OR CONVERT CASE AND OTHER RELIEF In re SBD Airport Services, LLC, Debtor Bk. Case No. 6:12-bk-15504-DS

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2012 (License Agreement), approved by Order of the Bankruptcy Court on May 14, 2012 [Adv. Dkt. No. 37] and continued in effect by Stipulation and Orders entered on June 19, 2012, and September 11, 2012 [Adv. Dkt. Nos. 41, 46] is ordered terminated and cancelled and the Debtor is ordered to immediately deliver possession to SBIAA of all of the vehicles and equipment described in that License Agreement; 4. The Debtor is ordered immediately to deliver to SBIAA possession of the following facilities that are the subject of the rejected Agreements, including delivery of all keys held by the Debtor, for the following: a. FBO Terminal, located at 295 N. Leland Norton Way, San Bernardino, California 92408; b. Corporate Hangar, located at 2027 E. Perimeter Road, San Bernardino, California 92408; c. Hangar 674, located at 225 N. Leland Norton Way, San Bernardino, California 92408; d. Building 674 Office, located at 257 Leland Norton Way, San Bernardino, California 92408; e. U.S. Customs Building, including office space on the third floor, located at 275 N. Leland Norton Way, San Bernardino, California 92408; f. Building 675, located at 185 N. Leland Norton Way, San Bernardino, California 92408; g. Hangar 341, Hangar 333, Building No. 339, located at 2895 U Street, San Bernardino, California 92408; and h. All other facilities, premises, vehicles and equipment described in the Agreements set forth above or otherwise owned by SBIAA and in the possession of the Debtor or its affiliates. 5. The funds held in the segregated Debtor-in-Possession account established for the deposits of post-petition rent payable for the FBO Lease pursuant to the 3
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terms of by Order entered July 20, 2012 [Dkt. No. 79] (the Segregated DIP Account) shall be immediately delivered to Gregory M. Salvato, Esq., counsel for SBIAA, to be held in a Client Trust Account pending further Order of the Court; 6. A hearing shall be held in this Court on December 6, 2012, at 1:00 p.m. on the application for fees by administrative professionals and any administrative claim by SBIAA; and a. The 45 day notice of hearing pursuant to Local Rule 2016-1(2)for professionals shall be provided by David Golubchik, Esq.; and b. Any claim for payment from the Segregated DIP Account shall be filed not later than 21 days in advance of the hearing on December 6, 2012; 7. The Adversary Proceeding entitled SBD Airport Services, LLC v. San Bernardino International Airport Authority, et al., Case No. 6:12-ap-01130-DS, including the Complaint and the Counterclaim filed by SBIAA (the Adversary Proceeding) shall remain open until an order is entered dismissing or remanding the Adversary Proceeding. All Orders entered in the Adversary Proceeding, including the Order entered May 14, 2012 [Adv. Dkt. No. 37] confirming the termination of the Fuel Service Management Agreement dated March 23, 2007, as amended, shall remain in effect as final Orders of the Bankruptcy Court; 8. Judgment is entered in favor of the United States Trustee and against the Debtor in the amount of $975.00 for unpaid quarterly fees, representing the sum of $650.00 for the Third Quarter of 2012 and $325.00 for the Fourth Quarter of 2012; 9. This Order is effective immediately pursuant to Rule 9021 of the Federal Rule of Bankruptcy Procedure and is not subject to any stay as to its effectiveness under FRBP 7062 or otherwise; // 4
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10. This Bankruptcy Court shall retain jurisdiction of all matters contemplated herein as necessary to carry out the effect of this Order.

###

DATED: October 19, 2012

United States Bankruptcy Judge

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ORDER ON EMERGENCY MOTION TO DISMISS OR CONVERT CASE AND OTHER RELIEF In re SBD Airport Services, LLC, Debtor Bk. Case No. 6:12-bk-15504-DS

Case 6:12-bk-15504-DS
In re:

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Debtor(s).

Desc

SBD AIRPORT SERVICES, LLC,

CASE NUMBER

6:12-bk-15504-DS

NOTE: When using this form to indicate service of a proposed order, DO NOT list any person or entity in Category I. Proposed orders do not generate an NEF because only orders that have been entered are placed on the CM/ECF docket.

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: Wells Fargo Center, 355 So. Grand Avenue, Suite 2450, Los Angeles, CA 90071-9500 A true and correct copy of the foregoing document described ORDER ON EMERGENCY MOTION DISMISSING BANKRUPTCY CASE AND RELATED RELIEF 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 indicated below: I. TO BE SERVED BY THE COURT VIA NOTICE OF ELECTRONIC FILING (NEF) Pursuant to controlling General Order(s) and Local Bankruptcy Rule(s) (LBR), the foregoing document will be served by the court via NEF and hyperlink to the document. On October 17, 2012 I checked the CM/ECF docket for this bankruptcy case or adversary proceeding and determined that the following person(s) are on the Electronic Mail Notice List to receive NEF transmission at the email address(es) indicated below:

Michael J Bujold Michael.J.Bujold@usdoj.gov Lazaro E Fernandez lef17@pacbell.net, lef-karina@pacbell.net;lef-mari@pacbell.net David B Golubchik dbg@lnbrb.com, angela@lnbyb.com Krikor J Meshefejian kjm@lnbrb.com Gregory M Salvato gsalvato@salvatolawoffices.com, calendar@salvatolawoffices.com United States Trustee (RS) ustpregion16.rs.ecf@usdoj.gov Annie Verdries verdries@lbbslaw.com
Service information continued on attached page

II. SERVED BY U.S. MAIL OR OVERNIGHT MAIL(indicate method for each person or entity served): On October 17, 2012 I served the following person(s) and/or entity(ies) at the last known address(es) 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/or with an overnight mail service 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. All by U.S. Mail: Honorable Deborah Saltzman United States Bankruptcy Court 3420 Twelfth Street, Courtroom 304 Riverside, California 92501 A.J. Wilson San Bernardino International Airport 105 N. Leland Norton Way San Bernardino, CA 92408

Armen Avedissian Avedissian & Associates 315 Arden Avenue, Suite 28 Glendale, California 91203-1150 Richard A Granowitz 330 N "D" St Ste 300 San Bernardino, CA 92401

Service information continued on attached page

This form is mandatory. It has been approved for use by the United States Bankruptcy Court for the Central District of California. January 2009

F 9013-3.1

Case 6:12-bk-15504-DS
In re:

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Debtor(s).

Desc

SBD AIRPORT SERVICES, LLC,

CASE NUMBER

6:12-bk-15504-DS

III. SERVED BY PERSONAL DELIVERY, FACSIMILE TRANSMISSION OR EMAIL (indicate method for each person or entity served): Pursuant to F.R.Civ.P. 5 and/or controlling LBR, on _____________ I served the following person(s) and/or entity(ies) by personal delivery, 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 the judge will be completed no later than 24 hours after the document is filed. Service information continued on attached page

I declare under penalty of perjury under the laws of the United States of America that the foregoing is true and correct. 10/17/12 Date Kim Abreu Type Name /s/ Kim Abreu Signature

This form is mandatory. It has been approved for use by the United States Bankruptcy Court for the Central District of California. January 2009

F 9013-3.1

Case 6:12-bk-15504-DS
In re:

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Debtor(s).

Desc

SBD AIRPORT SERVICES, LLC,

CASE NUMBER

6:12-bk-15504-DS

NOTE TO USERS OF THIS FORM: 1) Attach this form to the last page of a proposed Order or Judgment. Do not file as a separate document. 2) The title of the judgment or order and all service information must be filled in by the party lodging the order. 3) Category I. below: The United States trustee and case trustee (if any) will always be in this category. 4) Category II. below: List ONLY addresses for debtor (and attorney), movant (or attorney) and person/entity (or attorney) who filed an opposition to the requested relief. DO NOT list an address if person/entity is listed in category I.

NOTICE OF ENTERED ORDER AND SERVICE LIST

Notice is given by the court that a judgment or order entitled (specify) Order Setting Briefing Schedule and Hearing Date on Debtors Emergency Motion was entered on the date indicated as AEntered@ on the first page of this judgment or order and will be served in the manner indicated below: I. SERVED BY THE COURT VIA NOTICE OF ELECTRONIC FILING (ANEF@) B Pursuant to controlling General Order(s) and Local Bankruptcy Rule(s), the foregoing document was served on the following person(s) by the court via NEF and hyperlink to the judgment or order. As of April 19, 2012, the following person(s) are currently on the Electronic Mail Notice List for this bankruptcy case or adversary proceeding to receive NEF transmission at the email address(es) indicated below.

Michael J Bujold Michael.J.Bujold@usdoj.gov Lazaro E Fernandez lef17@pacbell.net, lef-karina@pacbell.net;lef-mari@pacbell.net David B Golubchik dbg@lnbrb.com, angela@lnbyb.com Krikor J Meshefejian kjm@lnbrb.com Gregory M Salvato gsalvato@salvatolawoffices.com, calendar@salvatolawoffices.com United States Trustee (RS) ustpregion16.rs.ecf@usdoj.gov Annie Verdries verdries@lbbslaw.com

Service information continued on attached page II. SERVED BY THE COURT VIA U.S. MAIL: A copy of this notice and a true copy of this judgment or order was sent by United States Mail, first class, postage prepaid, to the following person(s) and/or entity(ies) at the address(es) indicated below: All by U.S. Mail: Honorable Deborah Saltzman United States Bankruptcy Court 3420 Twelfth Street, Courtroom 304 Riverside, California 92501 A.J. Wilson San Bernardino International Airport 105 N. Leland Norton Way San Bernardino, CA 92408

Armen Avedissian Avedissian & Associates 315 Arden Avenue, Suite 28 Glendale, California 91203-1150 Richard A Granowitz 330 N "D" St Ste 300 San Bernardino, CA 92401

Service information continued on attached page

This form is mandatory. It has been approved for use by the United States Bankruptcy Court for the Central District of California. January 2009

F 9021-1.1

Case 6:12-bk-15504-DS
In re:

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Debtor(s).

Desc

SBD AIRPORT SERVICES, LLC,

CASE NUMBER

6:12-bk-15504-DS

III. TO BE SERVED BY THE LODGING PARTY: Within 72 hours after receipt of a copy of this judgment or order which bears an Entered stamp, the party lodging the judgment or order will serve a complete copy bearing an Entered stamp by U.S. Mail, overnight mail, facsimile transmission or email and file a proof of service of the entered order on the following person(s) and/or entity(ies) at the address(es), facsimile transmission number(s), and/or email address(es) indicated below: Service information continued on attached page

This form is mandatory. It has been approved for use by the United States Bankruptcy Court for the Central District of California. January 2009

F 9021-1.1