💥A Vendor Apocalypse Part II💥
Updates: JOANN Inc. + Party City Holdco Inc.
Our loyal readers will recall that back on January 15, 2025, JOANN Inc. and 12 affiliates (collectively, the “debtors”) filed chapter 22 bankruptcy cases in the District of Delaware (Judge Goldblatt) — cases we dutifully covered days later on January 19, 2025, with the benefit of the occurrence of the first day hearing. You can find that coverage here:
It’s worth revisiting. In a nutshell, the debtors filed these cases a mere year after their first frolic in bankruptcy court — a whirl that led to the evisceration of hundreds of millions of debt and not much of anything else. That filing was, after all, a prepackaged balance sheet restructuring that led to the debtors’ current cap stack …
… after letting general unsecured creditors ride through — an eyebrow-raising construct for a retail bankruptcy.
Clearly that construct was flawed and here we are again with a wholly unoriginal retail chapter 22. You may also recall that the debtors’ latest bankruptcy papers came in blazing hot — with fingers pointing at all kinds of culprits for their sad state of affairs. The 22 is due to the vendors, they said! And customers, they added!! And, finally, the lenders!!! At the first day hearing, we got a healthy dose of schtick coupled with an equally robust helping of conspiracy theory. Did the FILO Agent, 1903P Loan Agent LLC (“1903 Agent”) and (one of) the FILO lenders, 1903 Partners LLC (“1903,” together with 1903 Agent, the “1903 Parties”), squeeze the debtors with robust reserves (assisted, in large part by the ABL lenders) so that the FILO lenders could recover the FILO at par and an affiliate, Gordon Brothers Retail Partners LLC (“GBRP”), could get the cherry on top as stalking horse purchaser and liquidator (aided, in large part, by a truncated sale process)? Inquiring minds want to know? And by “inquiring minds” we mean not just the non-FILO term lenders due $153.4mm and on the verge of a big fat f*ckening (the “ad hoc group”), but also general unsecured creditors due over $130mm in payables (exclusive of rejection damages claims) and, like, 19,000(!) employees.
In our post-filing initiation we wrote,
“…the [stalking horse] agreement would ensure the world ends up one “yarn and yarn accessories” purveyor lonelier. We won’t opine on whether that’s the right market outcome, but it’s difficult to argue that a sale process that started in mid-December and ended up in the hands of a lender’s liquidator affiliate a month later shouldn't get a good measure of scrutiny. We’re sure the ad hoc term loan group will keep doling out that medicine and is likely to be joined by the official committee of unsecured creditors after they’ve joined the party.”Introducing Kelley Drye & Warren LLP’s Jason Adams, counsel to the official committee of unsecured creditors (“UCC”), joining the party:
And what kind of party is this exactly? This kind:
Ok, fine. More like this kind:
Let’s just say there’s not a whole lot of love in the air these days — even with the bid procedures hearing kicked to February 14, 2025.* But don’t take our word for it. Here is the ad hoc group:
“The circumstances of this Chapter 22 filing in general, and the relief requested in the Motions specifically, are extraordinary.[] Just four months after the Debtors emerged from Chapter 11, the FILO Agent – a Gordon Brothers affiliate – unilaterally imposed a reserve against the ABL/FILO borrowing base, citing unspecified business deterioration as the purported basis for imposition of the reserve. The notice was, in the Debtors’ own words, a “highly unusual and not customary or reasonable use of discretion” by the FILO Agent. The Debtors warned that the reserve would directly impact the Debtors’ liquidity position and potentially cause irreparable and permanent harm to their business. But Gordon Brothers (which is also an affiliate of a FILO Lender) did not relent. The Debtors’ admonition proved correct, and the coercive reserve ultimately forced the Debtors into an expedited fire sale to Gordon Brothers with illegal terms that dictate the ABL/FILO Lenders will be the only creditors likely to receive any recovery.”Yeeeeeeeeeeeah, not happy. Of course, a lot of the ad hoc group’s beef is better served fresh during an actual sale hearing rather than a bid procedures motion hearing but, whatevs, there were already shots fired. Still, for now, the best the ad hoc group could hope for was to extend the process to allow time to draw competitive bids, open up the possibility of a credit bid, and affect consultation rights throughout the sale process.
For their part, Mr. Adams and the UCC — which is made up of three landlords and six trade creditors — also shot back. After all, they’re offended; they don’t love how the debtors assigned them the blame; and they want the 1903 Parties and GBRP to know that they can go f*ck themselves. Per the UCC:
“The Debtors emerged from their first bankruptcy on April 30, 2024, after implementing a prepackaged plan that restructured debt, but made no operational changes. Nine months later, the Debtors commenced these cases to implement a wholesale liquidation and seek this Court’s approval to do so in less than 30 days. The stalking horse bid from Gordon Brothers, an affiliate of FILO lender and agent 1903P, will result in the loss of 19,000 jobs, leave landlords for approximately 800 locations without a tenant, and leave hundreds of suppliers without a customer. The Debtors and their lenders take no blame for this devastating result. Instead, in their pleadings and at the first day hearing both seek to cast the blame on the vendors, owed over $100 million, that refused to ship goods. Having retained advisors one week ago, the Committee intends to test these allegations to determine the cause of this devastating collapse of this company.
The Debtors and the prepetition ABL and FILO Lenders orchestrated a timeline that deprives the Committee any opportunity to fulfill its statutory obligations to creditors. The Debtors enter bankruptcy with a bid from Gordon Brothers that will pay off the ABL and FILO Lenders in full, including Gordon Brothers affiliate 1903P. This payoff leaves nothing for unsecured creditors. Nothing for unsecured creditors because the bid includes not just inventory, but all potential litigation claims and avoidance actions, including preference claims against insiders and the Lenders themselves.”Well guess what folks, the 1903 Parties don’t like f*cking themselves.
In its response, the 1903 Agent pointed to the debtors’ own evidentiary record, which cited “the prolonged impact of an excessively sluggish retail economy” and “inventory challenges” as factors leading to the 22. They wrote:
"The Committee and the Ad Hoc Term Loan Group refuse to accept this reality and have instead sought to proffer an alternate narrative that would allow them to extract undue value from the ABL/FILO Lenders. They emphasize that the FILO Agent is affiliated with the same corporate group as the Stalking Horse Bidder, Gordon Brothers Retail Partners, LLP (“GBRP”). But that observation is legally irrelevant, because this Court has repeatedly recognized there is nothing improper about affiliated lenders and liquidators working on the same cases."To support that last statement, the 1903 Agent cited two other horror show bankruptcies, In re Brookstone Holdings Corp. and In re Christmas Tree Shops LLC. 😬. They added:
"The Committee and the Ad Hoc Term Loan Group now speculate that the second bankruptcy was the result of a sinister plot by the FILO Agent to weaponize an availability reserve to drive the business into the arms of GBRP. The facts — including the sworn evidence submitted by the Debtors explaining the reasons for their dismal financial performance and the filing of these cases — bely their story. Indeed, the only reserve imposed by the FILO Agent (the “FILO Availability Reserve”) was based on the FILO Agent’s reasonable business judgment and pursuant to its Permitted Discretion[] under the express terms of the ABL/FILO Credit Agreement. The FILO Availability Reserve was a $10 million reserve implemented nearly half a year prior to the Petition Date, and was a fraction of the reserve that the FILO Agent could have established based on the substantial justifications cited to the Debtors in support of the reserve before it was actually implemented in September 2024. Months later, in December 2024, the ABL Agent exercised its own Permitted Discretion to impose two additional reserves of $30 million and $50 million."Hmmm, so the argument is kinda sorta that the 1903 Parties conspired with the ABL lenders and fellow FILO lender, Centerbridge Credit CS LP (which holds ~$75mm of the FILO), to set up a liquidator affiliate with some business? Curious, 🤔.***
"Contrary to the Committee’s assertion that the Debtors emerged from the Prior Bankruptcy Cases “poised for success,” almost immediately upon emergence from the Prior Bankruptcy Cases, the Debtors significantly underperformed relative to their business plan. In the months following their emergence, the Debtors missed sales and cash receipts forecasts on a weekly basis, failed to secure improved trade terms from vendors on the projected timeline, and suffered adverse conditions related to inventory levels and mix, which contributed to lagging sales. Repeat: a flawed construct. It gets better:
For example, as of July 2024 month-end, the Debtors’ fiscal year to date adjusted EBITDA was $71.1 million below the level projected in their post-restructuring business plan ($-47.6 million actual, versus $23.6 million plan).[] The Debtors’ three-month year-over-year sales trend had decreased 9.9% and continued to trend downward.[] Contrary to the insinuations made by the Committee and the Ad Hoc Term Loan Group during depositions, the FILO Agent did not impose the FILO Availability Reserve solely because the Debtors habitually underperformed their never-ending amended business projections. Instead, this lower-than-expected financial performance impaired the net orderly liquidation value (“NOLV”) of the Debtors’ inventory, which significantly threatened the FILO Lenders’ recovery in a downside scenario." And even better:
"In addition, the FILO Agent soon uncovered irregularities with respect to the Debtors’ financial reporting. The FILO Agent conducted a physical inventory count at a sample set of the Debtors’ stores and determined that the Debtors had materially underestimated the ongoing level of inventory “shrink” (which refers to a negative discrepancy between the recorded amount of inventory and the actual amount on hand, caused by factors like theft, damage, or administrative errors).[] The Debtors calculated shrink at 1.4% using a historical percentage of sales method, while the result of the FILO Agent’s analysis concluded that actual shrink averaged approximately 2.7%.[]"Damn. Grannies across America be thieving as f*ck. Here’s a live shot of a local JOANNs:
The 1903 Agent concludes:
"Based on the combination of (i) overestimated NOLV and (ii) higher-than-reported shrink, as of August 2024, the FILO Agent concluded in its reasonable business judgment that the Debtors had overstated the FILO Borrowing Base (as defined in the ABL/FILO Credit Agreement) by approximately $25.4 million.[] The FILO Borrowing Base is critical because it determines the amount that the Debtors may borrow from the FILO Lenders. If the FILO Borrowing Base is overstated by a certain amount and the FILO Lenders continue to lend against it, they are essentially lending “naked” (unsecured by collateral) on the overstated portion."“But wait, PETITION, isn’t this a lot of posturing that doesn’t necessary apply to the bidding procedures stage of these cases?” Why, yes, dearly astute readers, it is. And by the time of the hearing, the debtors had already made some progress assuaging many of the concerns that were actually relevant to the bid procedures motion. Indeed, the term lenders were barely even a factor at the big procedures hearing. That’s because, by then, GBRP had agreed to a new stalking horse agreement containing a framework that would (i) potentially deliver value to the ad hoc group — something that was, in case you couldn’t tell, kind of a big sticking point for the ad hoc group**** — and, (ii) continue to provide funding for a wind-down that would keep the cases administratively solvent.***** Per Kirkland & Ellis LLP’s Jeff Michalik:******
“Not to bury the lede, the term lenders have not consented. So, we do still have some wood to chop there, but we believe that the stalking horse agreement in its current form maintains our path to further constructive settlement discussions.”In other words, the debtors were able to get the ad hoc group to back off on their objection to the bid procedures motion (but sale and cash collateral issues remain and the parties continue to negotiate).
Similarly, the UCC backed off on most of its objection to the bid procedures motion too.******* Why? The debtors agreed to extend (i) the sale time line by a week and (ii) the UCC’s challenge period to 10 days past the sale hearing with an outside date of March 7, 2025.
But this left one big issue as far as the UCC was concerned. The big procedures still included 1903 Agent, in its agent capacity, as a consultation party.******** Which basically means that it would have a direct say over any potential bids that compete with its affiliate, GBRP. Judge Goldblatt wasn’t having it:
“I start with the proposition that you're either a buyer or a seller. You're not both. And so I understand the notion that the FILO lenders should participate as a consultation party. But the notion that we're here with a FILO lender who's the agent who is also an affiliate of the buyer is a problem of their own making. And I don't want to prejudice the rights of other holders, but isn't there a solution in which another FILO holder serves as the consultation party?”He continued:
“…during an auction, there are strategic conversations about how to maximize value and how to bring in more. And the notion that someone who's an affiliate of one of the buyers is in the room when you're having those conversations feels funky to me. And there seems to be a readily available solution.”That solution? Centerbridge.*********
With that understanding and notwithstanding a trio of UST objections, Judge Goldblatt approved the bidding procedures motion with what remained a rather aggressive timeline:
We’ll obviously know soon enough — like maybe even literally today — whether anyone will challenge GBRP for (what’s left of) these assets.**********
*The cash collateral motion, you’ll note, is also referenced in the objections but that has been kicked for an undetermined day in the future.
**The UST nevertheless objected but saw its objection overruled.
***We should note here that the debtors’ proposed investment banker, Ryan Kielty at Centerview Partners, testified that the GBRP was market tested at the outset of the sale and marketing process. Three liquidators submitted bids for the debtors’ assets, but GBRP provided the highest guaranteed cash proceeds to the estates for all the debtors’ assets. The competition offered guarantees that were over $70mm lower and they were incomplete bids: one was for just inventory, PP&E and IP, while the other was just for inventory.
****Mr. Kielty testified that one improvement to the GBRP bid is that the term lenders will stand to benefit from 35% of the liquidation proceeds raised “…in excess of the cash that Gordon Brothers has outlaid to fund the purchase price, to fund the operating expenses of the liquidation, and then a series of liquidator agent fees on each of the asset categories that they're going to be working to liquidate.” Sounds like quite the hurdle.
*****Speaking of “administrative solvency,” Centerview dropped their retention application on the docket on February 18, 2025 and they’ll clip $175k/month (so already $350k) plus $5.5mm as a “transaction fee” even though the “transaction” here is, absent some miracle, a handover to the 1903 Parties followed by a plan of liquidation. Not too shabby for two-to-three months of work. They were retained on December 9, 2024.
******Pressure to deliver on the green sweater apparently proved to be too much.
*******Other big issues obviously remain, however, including the fact that the current sale construct transfers (i) potential litigation claims against GBRP to GBRP and (ii) chapter 5 avoidance actions to GBRP in a case where general unsecured claims are set to get 🍩.
********The debtors indicated that they had no issue with 1903 as a consultation party because, presumably, as agent, 1903 owes fiduciary duties to other lenders, i.e., Centerbridge. Moreover, the debtors stated that the consultation rights were fine because 1903 was offering a cash bid rather than a credit bid — an argument that was, uh, confounding. Suffice it to say, Judge Goldblatt didn’t buy it.
*********Centerbridge is represented in these cases by Proskauer Rose LLP (Charles Dale, Adam Nowicki).
**********The debtors are shutting 100s of locations pursuant to the Court’s store closing sale order entered on February 14, 2025. Are you a gift card holder? You’ve got 14 days from the date of the order to use that sucker so get on it. Similarly, the debtors will no longer accept refunds, returns or exchanges of merchandise sold in stores or online after 14 days from the order. Still time to return that yarn, Josh. At a minimum, maybe now you can get 95%(!) off.
🎈The Party’s Over🎈
Remember when we previewed there’d be a chapter 22 from Party City Holdco Inc.?
Well less than a week later on December 21, 2024, it and 6 affiliates (collectively, the “debtors”) filed bankruptcy cases in the Southern District of Texas (Judge Perez) to, well, evaporate into thin air:
Having filed so quickly after our write-up, we didn’t feel compelled to cover the actual filing — after all, it’s just another brick and mortar retailer aiming for a plan of liquidation. But, it turns out, plans of liquidation are … 😬 … seemingly aspirational things in this RX environment and so we now feel compelled to, at least cursorily, cement this sh*t show in the PETITION archive. Let’s make quick work of this, shall we?
Similar to JOANN Inc. 👆, these debtors entered bankruptcy with a dramatically smaller balance sheet thanks to a predecessor filing.* There remained, however, a healthy amount of funded debt …
… and over 97% of the equity is was owned by four holders of over 99% of the second lien notes: Capital Research and Management Company, Davidson Kempner Capital Management LP, Monarch Alternative Capital LP, and Silver Point Capital L.P. (collectively, the “ad hoc noteholder group”). Basically this is the same exact ad hoc group from the previous ‘23 cases, except this time they aren’t first lien lenders.
As foreshadowed in our previous coverage, the debtors’ business did not improve operationally at all following the ‘23 bankruptcy; rather, the debtors’ forecast proved to be complete pie-in-the-sky horsesh*t. Per the first day declaration of AlixPartners LLP’s Deborah Rieger-Paganis, the debtors’ grim reaper Chief Restructuring Officer:
“During the 14 months between the Debtors’ emergence from chapter 11 and the filing of these cases, however, PCHI continued to experience the challenges affecting all major retailers, including, among other things, inflationary pressures, macroeconomic factors affecting consumer discretionary spending, contracting margins, and shifting customer preferences.”To put some figures around that, Ms. Rieger-Paganis added:
“PCHI’s comparative store sales declined 9.5% year-over-year from July 2023 to July 2024. Sales of PCHI’s consumer products division also declined 24.8% in the same period, due partially to lower intercompany sales to PCHI’s retail division.”Uh oh. We’re reading that and looking back at that ABL/FILO component and, well, stop us if this sounds familiar:
These factors placed significant pressure on the Company’s business and liquidity position. As a result, in September 2024, PCHI launched an effort to raise incremental capital to fund the Company’s business plan and navigate through a projected liquidity trough. A confluence of factors—all further described below—frustrated those efforts, leaving the Company with insufficient runway to effectuate its long-term growth strategy while maintaining the liquidity necessary to operate its business. Among other things, the Company’s efforts to obtain additional capital from either the ABL/FILO Lenders (as defined herein), the holders of the Company’s Second Lien Notes (who are also PCHI’s majority owners), and third-party strategic investors and lenders were unavailing. After the ABL Agent (as defined herein) instituted a $50 million discretionary reserve under the ABL/FILO Facilities (as defined herein), on December 10, 2024, PCHI found itself in default thereunder. Without any prospect for incremental capital or a liquidity infusion from the Company’s existing lenders or investors, PCHI was compelled to pivot to a liquidation strategy, to be effected through chapter 11.LOL, you mean to tell us that the ad hoc noteholder group that’s already seen over a billion dollars of cold hard cash incinerated didn’t want to triple down?!? Say it ain’t so!!
Hey guys, you gave it a shot but these debtors are truly and utterly unsalvageable. There’s not much an O-line can do when your quarterback is Daniel Jones. To be clear the lenders are the O-line in that analogy…
Yes. Yes we are wistful for football. Sigh.
Anyway, back to things even sh*ttier than Daniel Jones, e.g., these debtors.
Where were we? Oh, right, enter …
… WAIT …
… FOR …
… IT …
Gordon Brothers Retail Partners LLC as liquidator!** Mwahahahahahahaha.
With no DIP and merely ~$16.4mm of cash (collateral) on hand as of the petition date, the debtors charged forward with efforts to maximize value for creditors. So, how did that go?
📍The debtors entered into a stalking horse agreement with New Amscan PC LLC (“New Amscan”)*** for their non-lease assets in January. New Amscan offered $10mm (plus the assumption of certain liabilities). Notably, the purchased assets included several assigned contracts, IP, inventory, and customer information. Shockingly, a few other bidders emerged and the debtors conducted an auction on February 6, 2025 that yielded a higher bid from New Amscan of $20mm ($16mm in cash).
📍In parallel, the debtors marketed certain leases. By February 7, 2025, the debtors generated ~$14.5mm worth of proceeds from their lease sales. Who are the buyers of these leases? Other brick and mortar retailers like Cavender’s Inc., Dollar Tree Stores Inc. ($DLTR), and Five Below Inc. ($FIVE).**** Damn scavengers!
We’re not math experts by any stretch of the imagination but, the lease sales together with the non-lease asset sale to New Amscan combined for roughly $34.5mm in gross proceeds. Against $399mm of debt. The debtors’ general unsecured creditors — including vendors — be like:
Not to add insult to injury but a year and a half ago, Moelis & Company ($MC) estimated the enterprise value of this business to be $612mm.
Ouch.
A sale hearing for both the non-lease and lease assets is scheduled for February 26, 2025 at 10am ET.
The debtors are represented by Paul Weiss Rifkind, Wharton & Garrison LLP (Kenneth Ziman, Christopher Hopkins, Stephanie Lascano) and Porter Hedges LLP (John Higgins, Aaron Power, Shane Johnson, Jordan Stevens, Grecia Sarda) as legal counsel, AlixPartners LLP (Deborah Rieger-Paganis) as CRO and financial advisor, Hilco Streambank and Gordon Brothers Brands as IP advisor, A&G Real Estate Partners as real estate advisor, and Hilco Merchant Resources LLC (Eric Kaup) and Gordon Brothers Retail Partners (Joseph Malifano) as store closing consultant. The ad hoc group of second lien noteholders is represented by Davis Polk & Wardwell LLP (Damian Schaible, Adam Shpeen, Abraham Bane) and Haynes and Boone LLP (Charles Beckham, Kelli Norfleet, Re’Necia Sherald) as legal counsel. New Amscan is represented by DLA Piper LLP (Richard Chesley, Jamila Willis, James Muenker) as legal counsel. The official committee of unsecured creditors is represented by Pachulski Stang Ziehl & Jones LLP (Robert Feinstein, Bradford Sandler, Shirley Cho, Michael Warner, Theodore Heckel) as legal counsel and M3 Advisory Partners LP (Robert Winning) as financial advisor.
*In contrast to JOANN, however, this thing shed not just hundreds of millions off the balance sheet but approximately $1 BILLION while also leveraging all of the handy tools available to a debtor when it, like, doesn’t file a f*cking prepack as a distressed retailer. Here, the debtors closed 48 underperforming locations and renegotiated 461 store leases.
**Gordon Brothers also helped with the store closing sales for the ‘23 cases. Notably, the debtors had hired Hilco to conduct a reappraisal of their inventory in September ‘24. The ABL Agent, which, in these cases was JPMorgan Chase Bank NA ($JPM), later retained the same Hilco team to conduct an annual inventory appraisal in November ‘24 and it was that appraisal that ultimately led to JPM Imposing a discretionary reserve on the debtors.
***New Amscan is an affiliate of Ad Populum, LLC, which owns brands such as Chia Pets, Kidrobot, and Rubies.
****FIVE was represented by Jones Day (Heather Lennox, T. Daniel Reynolds, Nick Buchta).
💥21st Annual Wharton Restructuring and Distressed Investing Conference — Free Tix!💥
This year the 21st Annual Wharton Restructuring and Distressed Investing Conference (“WRDIC”) will be held on Friday, February 21, 2025 — ⚡️THIS FRIDAY⚡️ —at the Plaza Hotel in New York. This year’s conference theme is “Beyond Bankruptcy: Innovative Approaches to Liability Management,” and the fine folks at Wharton are excited to welcome a distinguished gathering of keynote speakers and panelists to discuss the evolving landscape of liability management, creative solutions in restructuring, and forward-thinking strategies for distressed investing in today's dynamic economic environment. Here is the link to the WRDIC ‘25 website and here’s the link for tickets.
Three lucky (paying) subscribers of PETITION are eligible to attend for free. Email us at petition@petition11.com and we’ll choose three winners at random.
Otherwise, professionals who use the code PETITION10-2025 will get a 10% discount.
🔥 2025 Credit Opportunities Symposium — Free Tix!🔥
On March 13 & 14, 2025, the NYU Stern Altman-Paulson Initiative on Credit & Distressed Opportunities is hosting, together with the LSTA and Creditor Rights Coalition, its 2025 Credit Opportunities Symposium at the NYU Stern School of Business. The event features keynote speakers from Apollo and Avenue Capital Group and panelists from, among others, King Street, Carlyle, Moelis & Company and Davis Polk & Wardwell LLP. You can find more information about the event here and you can register here. Interested in going? Three lucky (paying) subscribers of PETITION are eligible to attend for free. Email us at petition@petition11.com and we’ll choose three winners at random.
📚Resources📚
We have compiled a list of a$$-kicking resources on the topics of restructuring, tech, finance, investing, and disruption. 💥You can find it here💥.
📤 Notice📤
Manny Grillo (Partner) joined Orrick Herrington & Sutcliffe LLP from A&O Shearman.
🍾Congratulations to…🍾
Kirkland & Ellis LLP (Joshua Sussberg, Nicole Greenblatt, Mark McKane, William Arnault, Derek Hunter, Maddison Levine, Brian Nakhaimousa) on becoming replacement company counsel in The Franchise Group chapter 11 bankruptcy cases after Willkie Farr & Gallagher LLP’s dismissal.
M3 Advisory Partners LP (Robert Winning) for securing the financial advisor mandate on behalf of the official committee of unsecured creditors in the Wynne Transportation Holdings LLC chapter 11 bankruptcy cases.
Seward & Kissel LLP (Robert Gayda, Catherine LoTempio, Andrew Matott) and Potter Anderson & Corroon LLP (Christopher Samis, R. Stephen McNeill, James Risener III, Ethan Sulik) for securing the legal mandate on behalf of the official committee of unsecured creditors in the iM3NY LLC chapter 11 bankruptcy cases.