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Certification Of Counsel Regarding Second Interim Order

Summary

A certification of counsel filed November 1, 2022 as Doc 191 in In re Kabbage, Inc. d/b/a KServicing, et al., Case No. 22-10951 (CTG), a jointly administered Chapter 11 case in the U.S. Bankruptcy Court for the District of Delaware. It concerns the debtors' motion to continue using their existing cash management system, bank accounts and business forms [Docket No. 12] and the interim order the court entered on October 6, 2022 [Docket No. 78]. The certification states that after informal comments from the U.S. Trustee, the parties agreed to continue the final hearing to November 21, 2022. It asks the court to enter a proposed second interim order, attached as Exhibit 1, with a redline against the interim order as Exhibit 2, and states that the U.S. Trustee and the Federal Reserve Bank of San Francisco do not object.

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                   Case 22-10951-CTG              Doc 191        Filed 11/01/22       Page 1 of 4




                               UNITED STATES BANKRUPTCY COURT
                                    DISTRICT OF DELAWARE

------------------------------------------------------------ x
                                                             :
In re                                                        :         Chapter 11
                                                             :
KABBAGE, INC. d/b/a KSERVICING, et al., :                              Case No. 22-10951 (CTG)
                                                             :
                                                             :
                  Debtors.1                                  :         (Jointly Administered)
                                                             :
                                                             :         Re: Docket No. 12, 78 & 84
------------------------------------------------------------ x

       CERTIFICATION OF COUNSEL REGARDING SECOND INTERIM ORDER
       (I) AUTHORIZING (A) DEBTORS TO CONTINUE USING EXISTING CASH
         MANAGEMENT SYSTEM, BANK ACCOUNTS, AND BUSINESS FORMS,
             (B) IMPLEMENT CHANGES TO CASH MANAGEMENT IN THE
      ORDINARY COURSE OF BUSINESS; AND (II) GRANTING RELATED RELIEF

                    The undersigned hereby certifies as follows:

                    1.       On October 3, 2022, Kabbage, Inc. d/b/a KServicing and its debtor

affiliates, as debtors and debtors in possession in the above-captioned chapter 11 cases

(collectively, the “Debtors”), filed the Motion of Debtors for Entry of Interim and Final Orders

(I) Authorizing Debtors to (A) Continue Using Existing Cash Management System, Bank Accounts,

and Business Forms, (B) Implement Changes to Cash Management in the Ordinary Course of

Business; and (II) Granting Related Relief [Docket No. 12] (the “Motion”) with the United States

Bankruptcy Court for the District of Delaware (the “Court”).




1
     The Debtors in these chapter 11 cases, along with the last four digits of each Debtor’s federal tax identification
    number, as applicable are: Kabbage, Inc. d/b/a KServicing (3937); Kabbage Canada Holdings, LLC (N/A); Kabbage
    Asset Securitization LLC (N/A); Kabbage Asset Funding 2017-A LLC (4803); Kabbage Asset Funding 2019-A
    LLC (8973); and Kabbage Diameter, LLC (N/A). Kabbage is a trademark of American Express used under license;
    Kabbage, Inc. d/b/a KServicing is not affiliated with American Express. The Debtors’ mailing and service address
    is 925B Peachtree Street NE, Suite 383, Atlanta, GA 30309.



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                   Case 22-10951-CTG      Doc 191     Filed 11/01/22     Page 2 of 4




                   2.    On October 6, 2022, the Court entered the Interim Order (I) Authorizing (A)

Debtors to Continue Using Existing Cash Management System, Bank Accounts, and Business

Forms, (B) Implement Changes to Cash Management in the Ordinary Course of Business; and (II)

Granting Related Relief [Docket No. 78] (the “Interim Order”).

                   3.    Pursuant to the Interim Order and the Notice of (A) Entry of Interim Order

(I) Authorizing (A) Debtors to Continue Using Existing Cash Management System, Bank Accounts,

and Business Forms, (B) Implement Changes to Cash Management in the Ordinary Course of

Business; and (II) Granting Related Relief; and (B) Final Hearing Thereon [Docket No. 84],

objections or responses to the final relief requested in the Motion, if any, must be made in writing

and filed with the Court on or before October 31, 2022 at 4:00 p.m. (prevailing Eastern Time) (the

“Objection Deadline”), and a hearing to consider the Motion was scheduled for November 7,

2022 at 1:00 p.m. (prevailing Eastern Time) (the “Hearing”).

                   4.    Prior to the Objection Deadline, the Debtors received certain informal

comments (the “Comments”) to the final relief requested in the Motion from the Office of the

United States Trustee for the District of Delaware (the “U.S. Trustee”). Based upon discussion

between the Debtors and the U.S. Trustee (collectively, the “Parties”), the Parties agreed to

continue the Hearing to November 21, 2022, at 1:00 p.m. (Prevailing Eastern Time).

                   5.    Accordingly, the Debtors have prepared a proposed form of order granting

the relief requested in the Motion on a further interim basis, attached hereto as Exhibit 1 (the

“Second Interim Order”). The Second Interim Order has been circulated to the U.S. Trustee

and the Federal Reserve Bank of San Francisco, and the aforementioned parties do not object to

the entry of the Second Interim Order. For the convenience of the Court and all parties in interest,




                                                  2
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                   Case 22-10951-CTG     Doc 191     Filed 11/01/22    Page 3 of 4




a redline comparison of the Second Interim Order marked against the Interim Order is attached

hereto as Exhibit 2.

                            [Remainder of page intentionally left blank]




                                                 3
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                   Case 22-10951-CTG     Doc 191        Filed 11/01/22   Page 4 of 4




                   WHEREFORE the Debtors respectfully request that the Second Interim Order be

entered at the earliest convenience of the Court.

 Dated: November 1, 2022
        Wilmington, Delaware

                                          /s/ Matthew P. Milana
                                          RICHARDS, LAYTON & FINGER, P.A.
                                          Daniel J. DeFranceschi, Esq. (No. 2732)
                                          Amanda R. Steele, Esq. (No. 5530)
                                          Zachary I. Shapiro, Esq. (No. 5103)
                                          Matthew P. Milana, Esq. (No. 6681)
                                          One Rodney Square
                                          920 North King Street
                                          Wilmington, Delaware 19801
                                          Telephone: (302) 651-7700
                                          E-mail: defranceschi@rlf.com
                                                   steele@rlf.com
                                                   shapiro@rlf.com
                                                   milana@rlf.com

                                          -and-

                                          WEIL, GOTSHAL & MANGES LLP
                                          Ray C. Schrock, P.C. (admitted pro hac vice)
                                          Candace M. Arthur, Esq. (admitted pro hac vice)
                                          Natasha S. Hwangpo, Esq. (admitted pro hac vice)
                                          Chase A. Bentley, Esq. (admitted pro hac vice)
                                          767 Fifth Avenue
                                          New York, New York 10153
                                          Telephone: (212) 310-8000
                                          E-mail:       ray.schrock@weil.com
                                                        candace.arthur@weil.com
                                                        natasha.hwangpo@weil.com
                                                        chase.bentley@weil.com

                                          Attorneys for Debtors
                                          and Debtors in Possession




                                                    4
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