In re Glostation USA, Inc., No. 1:20-bk-11435 (Bankr. C.D. Cal.), Dkt. 2, emergency motion for joint administration (August 13, 2020)

Summary

An emergency motion for an order directing joint administration of related cases, with a memorandum of points and authorities, filed August 13, 2020 as Doc 2 in In re Glostation USA, Inc., Case No. 1:20-bk-11435-MB, in the U.S. Bankruptcy Court for the Central District of California, San Fernando Valley Division. Glostation USA, Inc., a Delaware corporation and debtor in possession, asks that its chapter 11 case be jointly administered with the cases of its wholly-owned subsidiary Glostation Core USA, Inc. and nine subsidiaries of Glostation Core USA, Inc., including Sandbox VR entities. The motion asks that the cases be treated as a single case for administrative purposes only and does not request substantive consolidation. It is filed by SulmeyerKupetz, A Professional Corporation, and runs 23 pages.

Summary drafted by a model from the document's text below and checked by script against that text before publication. It is a navigation aid, not a reading of what the document proves. Where AI is used

Full text

Text recognized from a scanned document; may contain errors. Page 14 of 23 is not shown because the text could not be recognized reliably.

* FAX 213.629.4520

LOS ANGELES, CALIFORNIA 90071-1406
TEL 213.626.2311

333 SOUTH HOPE STREET, THIRTY-FIFTH FLOOR

SulmeyerKupetz, A Professional Corporation

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David S. Kupetz (CA Bar No. 125062)
dkupetz@sulmeyerlaw.com

Steven F. Werth (CA Bar No. 205434)
swerth@sulmeyerlaw.com

Claire K. Wu (CA Bar No. 295966)
ckwu@sulmeyerlaw.com

SulmeyerKupetz

A Professional Corporation

333 South Grand Ave, Suite 3400

Los Angeles, California 90071

Telephone: 213.626.2311

Facsimile: 213.629.4520

Attorneys for Glostation USA, Inc. and
related debtors

UNITED STATES BANKRUPTCY COURT
CENTRAL DISTRICT OF CALIFORNIA
SAN FERNANDO VALLEY DIVISION
In re Case No. 1:20-bk-11435-MB

GLOSTATION USA, INC., a Delaware Chapter 11
corporation,
EMERGENCY MOTION FOR ORDER
Debtor. DIRECTING JOINT ADMINISTRATION
OF RELATED CASES; MEMORANDUM
OF POINTS AND AUTHORITIES

Federal EIN: 37-1875688
[Omnibus Declaration of Steven Zhao filed
concurrently herewith]

Date: [To Be Determined By Court]
Time: [To Be Determined By Court]
Place: U.S. Bankruptcy Court
Courtroom 303
21041 Burbank Blvd.
Woodland Hills, CA 90012
Lp.

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TO THE HONORABLE MARTIN R. BARASH, UNITED STATES BANKRUPTCY
JUDGE; THE OFFICE OF THE UNITED STATES TRUSTEE; AND ALL OTHER
INTERESTED PARTIES:

EMERGENCY MOTION AND NEED FOR EMERGENCY RELIEF

Glostation USA, Inc., a Delaware corporation, the debtor and debtor in possession in the
above-captioned case ("Glostation"), respectfully requests an order directing this case to be jointly
administered with the chapter 11 cases of (1) its wholly-owned subsidiary Glostation Core USA,
Inc., a Delaware corporation, and (2) nine subsidiaries of Glostation Core USA, Inc., all of whom
are in Chapter 11 cases pending before this Court. Each of the following entities has filed an

identical motion in its bankruptcy case, as identified below:

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Entity

Bankruptcy Case No.

Glostation USA, Inc., a Delaware corporation
Glostation Core USA, Inc., a Delaware corporation

Sandbox VR Mission Valley, LLC,
a Delaware limited liability company

Sandbox VR San Mateo, LLC,
a Delaware limited liability company

Sandbox VR Cerritos, LLC,
a Delaware limited liability company

Sandbox VR Topanga, LLC,
a Delaware limited liability company

Sandbox VR Ridge Hill, LLC,
a Delaware limited liability company

Sandbox VR Austin, LLC,
a Delaware limited liability company

Sandbox VR Colony, LLC,
a Delaware limited liability company

Sandbox VR Oakbrook, LLC,
a Delaware limited liability company

Sandbox VR Pop-up, LLC,
a Delaware limited liability company

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The above entities are collectively referred to as the "Debtors". A chart of the Debtors'
corporate structure is attached hereto as Exhibit 1. Glostation requests that the Debtors' cases be
treated as a single case for administrative purposes only, and does not request substantive
consolidation of the Debtors' cases at this time.

Glostation requests this relief on an emergency basis because keeping the bankruptcy cases
of the Debtors separately administered for the time it would take for this Motion to be heard on
regular notice likely would result in the Debtors filing numerous duplicative pleadings in the
Debtors' various bankruptcy cases, thereby resulting in unnecessary and avoidable, yet potentially
significant, administrative costs.

Moreover, Glostation concurrently is filing several other emergency motions, many of
which relate to certain of the other Debtors and, if the Motion is granted prior to hearing those
other emergency motions, relief can be obtained efficiently in all 11 of the Debtors' cases without
the need for the filing of nearly-identical emergency motions in each. The one emergency motion
that is separately filed in each of the Debtors' eleven cases is a motion for joint administration, as
an order granting that motion will direct interested parties in that bankruptcy case to this
bankruptcy case, where further information can be obtained. For that reason, Glostation submits
that a hearing on this motion should be scheduled on the same date and time as the other
emergency motions filed by Glostation.

Glostation respectfully requests that joint administration of the Debtors' estates include:

(a) the use of joint pleadings docket (i.e., the docket established for this case, Case No.
1:20-bk-11435-MB) for the filing of pleadings and the lodging and entry of orders, judgments, and
related documents (but excluding schedules of assets and liabilities, statements of financial affairs,
Proofs of Claim, requests for payment of administrative expenses, and the notice of joint
administration);

(b) the use of a joint pleadings caption;

(c) combined notices to creditors and other parties in interest.

With respect to the joint pleadings docket, Glostation proposes that the docket be

maintained in this bankruptcy case. With respect to the joint pleadings caption, Glostation

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proposes, and requests authority, to use the case caption substantially in the form attached hereto
as Exhibit 2. Glostation further respectfully requests that the Court direct the Clerk of the Court
to place a notation in the docket maintained for each of the Debtors' cases to reflect that their cases
are being jointly administered.

This motion is brought in accordance with Federal Rule of Bankruptcy Procedure 1015(b)
and Local Bankruptcy Rules 1015-1(b) and 9075-1(a), and is made on the grounds that joint
administration of the Debtors' cases is appropriate because it will alleviate the necessity for
duplicate papers, notices and proceedings before the Court, and thereby minimize costs and ease
the administrative burden for the estates, the Court, and interested parties. The Debtors comprise a
single business enterprise, are co-obligors on multiple debts, and anticipate that any plan of
reorganization will be a joint plan among them.

This motion is based on the attached Memorandum of Points and Authorities, the
supporting exhibit(s) attached hereto, the separately filed "Omnibus Declaration of Steven Zhao In

Support Of Debtors' "First-Day" Emergency Motions" (the "Omnibus Declaration"), and the

arguments of counsel to be made at the hearing on the Motion.

FOR THESE REASONS, Glostation respectfully requests that the Court enter an order:

1. Granting the Motion;

2. Directing the joint administration of the Debtors' Chapter 11 cases as requested
herein; and

3. Granting such other relief as the Court deems just and proper.

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* FAX 213.629.4520

LOS ANGELES, CALIFORNIA 90071-1406
TEL 213.626.2311

333 SOUTH HOPE STREET, THIRTY-FIFTH FLOOR

SulmeyerKupetz, A Professional Corporation

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DATED: August 13, 2020 Respectfully submitted,

SulmeyerKupetz
A Professional Corporation

By: /s/ David S. Kupetz

David S. Kupetz

Steven F. Werth

Claire K. Wu

Attorneys for Glostation USA, Inc., Debtor and
Debtor in Possession, and related debtors

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MEMORANDUM OF POINTS AND AUTHORITIES

I.
BACKGROUND

Glostation incorporates by reference the statements contained in the Omnibus Declaration.

The Debtors are all part of a single business enterprise established to develop, operate, and
franchise facilities offering full-body tracking, free roaming, virtual reality experiences for private
groups (meaning no strangers can play together), operating under the name "Sandbox VR ™" (the
"Business"). The website for the Business is www.sandboxvr.com.

The virtual reality experience the Business provides includes placing customers in
enclosed rooms--referred to as a holodeck or "deck"--after outfitting each customer with a virtual
reality headset, or “HMD” (head-mounted display), and equipment which transmit information to,
and can be read by, various electronic devices that surround the deck. The electronic system can
read the customer's position on the deck, and also transmits to the customer a virtual image of the
other persons on the deck, as well as a virtual image of what that customer can “see” as that
customer moves about the deck. There are no cords, so customers can move around the deck
freely.

Currently, customers can choose one of five different "experiences"--a digital gaming
experience with a narrative centered around the group of customers. These experiences are either
horror-themed, science fiction-themed, or pirate-themed. Because virtual reality technology is still
at its inception, there is no limit to the type of experiences that customers could potentially
experience using the Debtors' system.

Similar to laser tag or escape rooms, the Debtors provide team-oriented, physical
entertainment where teams collaborate to achieve a joint goal. Because these events are social and
collaborative, they are ideal for families, small groups, and team outings. Prior to the COVID-19
crisis, the Debtors' locations had seen strong traction as venues for corporate team-building
events.

On August 13, 2020 (the "Petition Date"), each of the Debtors filed voluntary petitions

under Chapter 11 of the United States Bankruptcy Code. The Debtors' corporate structure

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required each of the Debtors to commence an individual bankruptcy case, due to the following:
e Each of the Debtors is a borrower under a $4 million loan issued by Silicon Valley
Bank.
e Each of the Debtors is a borrower under an approximately $7 million loan issued
by TriplePoint Capital LLC.
e Numerous of the Debtors are parties to leases, and Glostation is a guarantor of each
of those leases.
e The Debtors' employees are all employed by the following three Debtor entities: (i)
Sandbox VR San Mateo, LLC employs its own retail store staff; (i1) Sandbox VR
Pop-Up, LLC employs its own retail store staff, as well as the retail store staff for
all other Debtors except San Mateo; and (iii) Glostation employs all non-retail staff.
The Debtors together form a single enterprise. Glostation is the primary operating entity,
which indirectly controls, through Glostation Core USA, Inc., the remaining nine debtor entities.
Further, Glostation is the licensee of two patents (from a related entity) that the Debtors require in
order to operate their business. As such, the Debtors form a single enterprise, share many of the
same creditors, and utilize all of the same intellectual property licensed by Glostation, and that
makes joint administration of the Debtors' cases appropriate here.
Il.
JOINT ADMINISTRATION OF THE DEBTORS' CASES IS APPROPRIATE

Federal Rules of Bankruptcy Procedure 1015(b) authorizes the Court to order joint
administration of cases involving two or more related debtors. See Fed. R. Bankr. P. 1015(b).
Specifically, Rule 1015 provides, in relevant part, as follows:

(b) Cases Involving Two or More Related Debtors. If a joint
petition or two or more petitions are pending in the same court by or
against (1) a husband and wife, or (2) a partnership and one or more
of its general partners, or (3) two or more general partners, or (4) a
debtor and an affiliate, the court may order a joint administration of
the estates. Prior to entering an order the court shall give
consideration to protecting creditors of different estates against
potential conflicts of interest. ...

(c) Expediting and Protective Orders. When an order for
consolidation or joint administration of a joint case or two or more

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cases is entered pursuant to this rule, while protecting the rights of
the parties under the Code, the court may enter orders as may tend to
avoid unnecessary costs and delay.

Fed. R. Bankr. P. 1015(b)-(c) (emphasis added). As stated in the advisory committee notes to

Rule 1015,
Joint administration as distinguished from consolidation may
include combining the estates by using a single docket for the
matters occurring in the administration, including the listing of filed
claims, the combining of notices to creditors of the different estates,
and the joint handling of other purely administrative matters that
may aid in expediting the cases and rendering the process less
costly.

Fed. R. Bankr. P. 1015 Advisory Committee Note (1983).

Joint administration for procedural and administrative matters differs significantly from
substantive consolidation, in which the debtors' assets and liabilities are pooled, and the creditors
of the separate entities jointly share pro rata in the aggregate net value of the estates. See In re
Standard Brands Paints Co., 154 B.R. 563 (Bankr. C.D. Cal. 1993). Joint administration is
merely procedural, and has no impact on the substantive rights of creditors. In re N.S. Garrott &
Sons, 63 B.R. 189, 191 (Bankr. E.D. Ark. 1986). Each creditor may still file its claim against a
particular debtor's estate by indicating on the proof of claim the particular debtor against which the
claim is being asserted, and may, in any given contested matter, identify the particular debtor
against which relief is sought. Each creditor will still maintain its rights against the particular
estate which the creditor alleges owes it money.

Joint administration of the Debtors' estates is appropriate here. First, the Debtors are
affiliates. Second, joint administration will promote judicial economy. Third, there is no other

conflict that would hinder or interfere with joint administration.

A. The Debtors are "Affiliates"

Under the Bankruptcy Code, an "affiliate" includes, among other things, a

corporation 20 percent or more of whose outstanding voting
securities are directly or indirectly owned, controlled, or held with
power to vote . . . by an entity that directly or indirectly owns,
controls, or holds with power to vote, 20 percent or more of the
outstanding voting securities of the debtor, other than an entity that
holds such securities—(i) in a fiduciary or agency capacity without
sole discretionary power to vote such securities; or (ii) solely to

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secure a debt, if such entity has not in fact exercised such power to
vote.

11 U.S.C. § 101(2)(B). The term "entity" includes "person." 11 U.S.C. § 101(15). As is visually
represented in the attached Exhibit 1, Glostation owns 100% of Glostation Core USA, Inc. and
Glostation Core USA, Inc. is the 100% owner of each of the other Debtors. None of those owners
hold their securities "in a fiduciary or agency capacity without voting power or solely to secure
debt." Accordingly, each of the Debtors are "affiliates" as defined by the Bankruptcy Code.

B. Joint Administration Will Promote Judicial Economy

Joint administration will promote the economic interest of the Debtors’ estates and
facilitate judicial administration because of the nature and relationship among the Debtors. In fact,
the Debtors have prepared and filed a consolidated master mailing list and list of top 30 general
unsecured creditors given there is significant overlap in the Debtors' creditor bodies.! Moreover,
the success of their respective cases will require a joint effort among the Debtors.

Furthermore, joint administration of the Debtors' cases will promote judicial economy and
render the judicial process less costly for all creditors and parties in interest by alleviating the
necessity for duplicate papers, notices and proceedings before the Court. The clerk's office will be
relieved of the burden of having to maintain separate pleadings' files and separate dockets with
duplicative entries, while the Debtors will be relieved of duplicative noticing and excessive
copying costs associated with separate service of identical pleadings in each of the Debtors' cases.
Creditors will only need to review a single pleading and docket to determine the case status versus
having to review pleadings and dockets in each of the two pending cases. Supervision of
administrative aspects of the Debtors' Chapter 11 cases by the Office of the United States Trustee
will also be simplified.

For the same reasons set forth above, joint administration of the Debtors' estates is also
consistent with Rule 1001, which provides, in relevant part, that "[t]hese rules shall be construed

to secure the just, speedy and inexpensive determination of every case and proceeding." Fed. R.

' Concurrently, the Debtors are filing a motion to file a consolidated master mailing list and list of
top 30 general unsecured creditors in the proposed lead case.

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Bankr. P. 1001.

C. Other Considerations

The Debtors are unaware of any present existing actual conflicts among their estates that
would hinder or interfere with joint administration or prejudice creditors of their estates by reason
of joint administration. The Debtors operate a single business enterprise. They are each owned by
a single ultimate interest holder, Sandbox VR, Inc., which has a 100% direct or indirect interest in
each of the Debtors. While certain of the Debtors may have intercompany claims against other
Debtors, that is a result of the enterprise's cash management system and not reflective of
conflicting interests among various debtor parties. Further, the relief sought is purely procedural
and is not intended to affect substantive rights. In the event that a conflict arises in the future by
reason of joint administration, the Court can fashion an appropriate remedy at that time, pursuant
to Rule 1015(c), to protect creditors and interest holders.

In fact, joint administration may actually serve to protect the interests of parties who are
creditors of one or more of the Debtors. Due to the close relationship among the Debtors, any
actions taken by or against one of the Debtors likely will affect the other Debtors, at least
indirectly. Thus, a party who is an "interested party" with respect to one of the Debtors likely will
be an "interested party" with respect to the other Debtors. Joint administration of the cases will
permit interested parties to monitor a single docket, and will increase the likelihood that all
interested parties will receive notices of all matters that may affect them either directly or
indirectly.

Hil.
PROPOSED PROCEDURE

Glostation respectfully requests that joint administration of the Debtors' estates include:

(a) the use of joint pleadings docket (i.e., the docket established for the case of
Glostation, case no. 1:20-bk-11435-MB) for the filing of pleadings and the lodging and entry of
orders, judgments, and related documents (but excluding schedules of assets and liabilities,
statements of financial affairs, Proofs of Claim, requests for payment of administrative expenses,

and the notice of joint administration);

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* FAX 213.629.4520

LOS ANGELES, CALIFORNIA 90071-1406
TEL 213.626.2311

333 SOUTH HOPE STREET, THIRTY-FIFTH FLOOR

SulmeyerKupetz, A Professional Corporation

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(b) the use of a joint pleadings caption; and

(c) combined notices to creditors and other parties in interest.

With respect to the joint pleadings docket, Glostation proposes that the docket be
maintained in the bankruptcy case of Glostation USA, Inc. With respect to the joint pleadings
caption, the Glostation proposes, and requests authority, to use the case caption substantially in the
form attached hereto as Exhibit 2.

If the Court grants this motion, Glostation will file and serve a notice substantially
identical to that attached hereto as Exhibit 3 (or other form ordered by the Court) to all creditors
advising them of the joint administration. Glostation further requests that the Court direct the
Clerk of the Court to place a notation, such as the following notation, in the docket maintained for
each of the Debtors' cases to reflect that their cases are being jointly administered:

An order has been entered in this case directing the joint
administration of the Chapter 11 cases of Glostation USA, Inc. (case
no. 1:20-bk-11435-MB), Glostation Core USA, Inc. (case no. 1:20-
bk-11436-VK), Sandbox VR Mission Valley, LLC (case no. 1:20-
bk-11437-MB), Sandbox VR San Mateo, LLC (case no. 1:20-bk-
11438-VK), Sandbox VR Cerritos, LLC (case no. 1:20-bk-11439-
VK), Sandbox VR Topanga, LLC (case no. 1:20-bk-11434-MB),
Sandbox VR Ridge Hill, LLC (case no. 1:20-bk-11440-MB),
Sandbox VR Austin, LLC (case no. 1:20-bk-11441-MB), Sandbox
VR Colony, LLC (case no. 1:20-bk-11442-VK), Sandbox VR
Oakbrook, LLC (case no. 1:20-bk-11443-MB), and Sandbox Pop-
Up, LLC (case no. 1:20-bk-11444-VK) for procedural/
administrative purposes only. The docket in the case of Glostation
USA, Inc., case no. 1:20-bk-11435-MB, should be consulted for all
matters affecting all such cases, except that the clerk of the Court
shall maintain a separate claims register for each case, and parties
shall file any Proofs of Claim and/or requests for payment of
administrative expenses in the case of the particular debtor from
whom payment is sought.

IV.
CONCLUSION

For the reasons set forth above, Glostation respectfully requests that the Court enter an
order (i) granting the Motion; (ii) directing the joint administration of the Debtors' Chapter 11

cases as requested herein; and (iii) granting such other relief as the Court deems just and proper.

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* FAX 213.629.4520

LOS ANGELES, CALIFORNIA 90071-1406
TEL 213.626.2311

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SulmeyerKupetz, A Professional Corporation

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DATED: August 13, 2020 Respectfully submitted,

SulmeyerKupetz
A Professional Corporation

By: /s/ David S. Kupetz

David S. Kupetz

Steven F. Werth

Claire K. Wu

Attorneys for Glostation USA, Inc., Debtor and
Debtor in Possession, and related debtors

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EXHIBIT 1
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EXHIBIT 2
* FAX 213.629.4520

LOS ANGELES, CALIFORNIA 90071-1406
TEL 213.626.2311

333 SOUTH HOPE STREET, THIRTY-FIFTH FLOOR

SulmeyerKupetz, A Professional Corporation

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David S. Kupetz (CA Bar No. 125062)
dkupetz@sulmeyerlaw.com

Steven F. Werth (CA Bar No. 205434)
swerth@sulmeyerlaw.com

Claire K. Wu (CA Bar No. 295966)
ckwu@sulmeyerlaw.com

SulmeyerKupetz

A Professional Corporation

333 South Grand Ave, Suite 3400

Los Angeles, California 90071

Telephone: 213.626.2311

Facsimile: 213.629.4520

Attorneys for Glostation USA, Inc. and
related debtors

corporation,

Debtor and Debtor in
Possession.

Federal EIN: 37-1875688

GLOSTATION CORE USA, INC., a
Delaware corporation,

Debtor and Debtor in
Possession.

Federal EIN: 37-1878675

SANDBOX VR MISSION VALLEY, LLC, a
Delaware limited liability company,

Debtor and Debtor in
Possession.

Federal EIN: 83-2058276

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UNITED STATES BANKRUPTCY COURT
CENTRAL DISTRICT OF CALIFORNIA
SAN FERNANDO VALLEY DIVISION
In re Case No. 1:20-bk-11435-MB
GLOSTATION USA, INC., a Delaware Chapter 11

(Jointly Administered with Case Nos.
1:20-bk-11436-VK
1:20-bk-11437-MB
1:20-bk-11438-VK
1:20-bk-11439-VK
1:20-bk-11434-MB
1:20-bk-11440-MB
1:20-bk-11441-MB
1:20-bk-11442-VK
1:20-bk-11443-MB
1:20-bk-11444-VK)

[TITLE OF PLEADING]

Date:
Time:
Place: U.S. Bankruptcy Court
Courtroom

21041 Burbank Blvd.

Woodland Hills, CA 91367

00014
* FAX 213.629.4520

LOS ANGELES, CALIFORNIA 90071-1406
TEL 213.626.2311

333 SOUTH HOPE STREET, THIRTY-FIFTH FLOOR

SulmeyerKupetz, A Professional Corporation

Cas

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Main Document

SANDBOX VR SAN MATEO, LLC, a
Delaware limited liability company,

Debtor and Debtor in
Possession.

Federal EIN: 83-2027702

SANDBOX VR CERRITOS, LLC, a
Delaware limited liability company,

Debtor and Debtor in
Possession.

Federal EIN: 83-2558471

SANDBOX VR TOPANGA, LLC, a
Delaware limited liability company,

Debtor and Debtor in
Possession.

Federal EIN: 83-2063050

SANDBOX VR RIDGE HILL, LLC, a
Delaware limited liability company,

Debtor and Debtor in
Possession.

Federal EIN: 83-2686743

SANDBOX VR AUSTIN, LLC, a Delaware
limited liability company,

Debtor and Debtor in
Possession.

Federal EIN: 83-3226478

SANDBOX VR COLONY, LLC, a Delaware
limited liability company,

SFW 2701206v1
* FAX 213.629.4520

LOS ANGELES, CALIFORNIA 90071-1406
TEL 213.626.2311

333 SOUTH HOPE STREET, THIRTY-FIFTH FLOOR

SulmeyerKupetz, A Professional Corporation

Cas

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Debtor and Debtor in
Possession.

Federal EIN: 83-3904100

SANDBOX VR OAKBROOK, LLC, a
Delaware limited liability company,

Debtor and Debtor in
Possession.

Federal EIN: 83-3918848

SANDBOX VR POP-UP, LLC, a Delaware
limited liability company,

Debtor and Debtor in
Possession.

Federal EIN: 84-2673638

O Affects all Debtors

Affects Glostation USA, Inc. only
Affects Glostation Core USA, Inc. only

Affects Sandbox VR Mission Valley,
LLC only

Affects Sandbox VR San Mateo, LLC
only

| Affects Sandbox VR Cerritos, LLC
only

O Affects Sandbox VR Topanga, LLC
only

O Affects Sandbox VR Ridge Hill, LLC
only

O Affects Sandbox VR Austin, LLC only
O Affects Sandbox VR Colony, LLC

O

only

| Affects Sandbox VR Oakbrook, LLC
only

O Affects Sandbox VR Pop-Up, LLC
only

SFW 2701206v1
Case 1:20-bk-11435-MB Doc2_ Filed 08/13/20 Entered 08/13/20 11:25:45 Desc
Main Document Page 19 of 23

EXHIBIT 3
Case 1:20-bk-11435-MB Doc2_ Filed 08/13/20 Entered 08/13/20 11:25:45 Desc
Main Document Page 20 of 23

Attorney or Party Name, Address, Telephone & FOR COURT USE ONLY

FAX Nos., State Bar No. & Email Address

David S. Kupetz (CA Bar No. 125062)
dkupetz@sulmeyerlaw.com

Steven F. Werth (CA Bar No. 205434)
swerth@sulmeyerlaw.com

Claire K. Wu (CA Bar No. 295966)
ckwu@sulmeyerlawy.com

SulmeyerKupetz, A Professional Corporation

333 South Grand Ave., 34" Floor

Los Angeles, California 90071

Tel: (213) 626-2311

Fax: (213) 629-4520

[_] Individual appearing without attorney

[Xx] Attorney for: Glostation USA, Inc. and related

entities

UNITED STATES BANKRUPTCY COURT
CENTRAL DISTRICT OF CALIFORNIA - SAN FERNANDO VALLEY DIVISION

In re: LEAD CASE NO.: 1:20-bk-11435-MB
GLOSTATION USA, INC., a Delaware corporation, CHAPTER: 11

Debtor | jomNTLY ADMINISTERED WITH CASE NOS:
In re: 1:20-bk-11436-VK
GLOSTATION CORE USA, INC., a Delaware

1:20-bk-11437-MB
1:20-bk-11438-VK

Debtor 1:20-bk-11439-VK
In re: 1:20-bk-11434-MB
SANDBOX VR MISSION VALLEY, LLC, a 1:20-bk-11440-MB
Delaware limited liability company, 1:20-bk-11441-MB
1:20-bk-11442-VK
1:20-bk-11443-MB
1:20-bk-11444-VK

corporation,

Debtor

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

December 2014 Page 1 F 1015-1.1.NOTICE.JOINT.ADMINISTRATION

00017
Case 1:20-bk-11435-MB Doc2_ Filed 08/13/20 Entered 08/13/20 11:25:45 Desc
Main Document Page 21 of 23

In re:

SANDBOX VR SAN MATEO, LLC, a Delaware
limited liability company,

Debtor

In re:

SANDBOX VR CERRITOS, LLC, a Delaware
limited liability company,

Debtor

In re:

SANDBOX VR TOPANGA, LLC, a Delaware
limited liability company,

Debtor
In re:
SANDBOX VR RIDGE HILL, LLC, a Delaware NOTICE OF JOINT ADMINISTRATION
limited liability company, OF CASES AND REQUIREMENTS
FOR FILING DOCUMENTS
Debtor
[LBR 1015-1]
In re:

SANDBOX VR AUSTIN, LLC, a Delaware limited
liability company,

Debtor

In re:

SANDBOX VR COLONY, LLC, a Delaware limited}
liability company,

Debtor

In re:

SANDBOX VR OAKBROOK, LLC, a Delaware
limited liability company,

Debtor

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

December 2014 Page 2 F 1015-1.1.NOTICE.JOINT.ADMINISTRATION

00018
Case 1:20-bk-11435-MB Doc2_ Filed 08/13/20 Entered 08/13/20 11:25:45 Desc
Main Document Page 22 of 23

In re

SANDBOX VR POP-UP, LLC, a Delaware limited
liability company,

Debtor

[_] Affects All Debtors

[ ] Affects Glostation USA, Inc. only

[_] Affects Glostation Core USA, Inc. only

[_] Affects Sandbox VR Mission Valley, LLC only [No Hearing Required]
[_] Affects Sandbox VR San Mateo, LLC only
[_] Affects Sandbox VR Cerritos, LLC only
[_] Affects Sandbox VR Topanga, LLC only
[_] Affects Sandbox VR Ridge Hill, LLC only
[_] Affects Sandbox VR Austin, LLC only

[_] Affects Sandbox VR Colony, LLC only
[_] Affects Sandbox VR Oakbrook, LLC only

[_] Affects Sandbox VR Pop-Up, LLC only

Debtor(s)

TO: THE U.S. TRUSTEE AND ALL PARTIES IN THESE JOINTLY ADMINISTERED CASES: An order
was entered on (date) granting a motion to approve joint administration of cases pursuant to FRBP
1015 and LBR 1015-1, under the lead case indicated in the caption of this notice.

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

December 2014 Page 3 F 1015-1.1.NOTICE.JOINT.ADMINISTRATION

00019
Case 1:20-bk-11435-MB Doc2_ Filed 08/13/20 Entered 08/13/20 11:25:45 Desc
Main Document Page 23 of 23

1. Required Caption on Documents — All documents filed must contain a caption in substantially the same
format and content as the caption of this notice.

2. Debtors Affected by a Filed Document — All documents filed must indicate, by checking appropriate
boxes, the debtor or debtors affected by the filed document.

3. Filing Documents on Main Case Docket — Unless indicated below in paragraph 4, all documents must be
filed on the docket of the lead case indicated on the caption of this notice.

4. Filing Proof of Claims on Docket of Individual Case — Notwithstanding joint administration of these
cases, creditors must file their respective proofs of claim as to the specific affected and applicable debtor
using the case number and claim register for the specific affected and applicable debtor.

5. Parties to File a Request to be Added to Courtesy NEF — To facilitate notice and service of documents
via Notice of Electronic Filing, all parties who previously electronically filed documents only in cases other
than the lead case must promptly file in the lead case a Request to be Added to Courtesy Notice of
Electronic Filings, using the court- approved form.

6. Other:

Date: August _, 2020 By:

Signature
David S. Kupetz
Steven F. Werth
Claire K. Wu
Attorneys for Glostation USA, Inc., Debtor and
Debtor in Possession

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

December 2014 Page 4 F 1015-1.1.NOTICE.JOINT.ADMINISTRATION

00020


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