WEBVTT 00:00:08.810 --> 00:00:11.429 Good morning, your honor Robert Brady on behalf 00:00:11.429 --> 00:00:15.089 of leisure investments Holdings Inc Light agenda 00:00:15.089 --> 00:00:17.170 today your honor, but I thought I'd start as 00:00:17.170 --> 00:00:20.390 we have with a just a brief status conference 00:00:20.390 --> 00:00:24.769 Last night we did file embassy of the seas as 00:00:24.769 --> 00:00:27.469 a chapter 11 debtor. That's the United Kingdom 00:00:27.469 --> 00:00:38.939 entity based in London It does sound like one. 00:00:40.299 --> 00:00:42.740 But as we've indicated, we're continuing to complete 00:00:42.740 --> 00:00:45.240 the corporate governance changes and implement 00:00:45.240 --> 00:00:46.939 those throughout the organizational structure. 00:00:47.420 --> 00:00:51.159 So we'll be sending over a certificate of counsel 00:00:51.159 --> 00:00:55.619 for joint administration. And Your Honor, an 00:00:55.619 --> 00:00:59.759 update on Mexico. One additional change since 00:00:59.759 --> 00:01:02.979 the last hearing we had. The April 10 order, 00:01:02.979 --> 00:01:04.739 Your Honor, you may recall during the hearing 00:01:04.739 --> 00:01:08.640 and in the response filed by Mr. Albor, it was 00:01:08.640 --> 00:01:15.959 repeatedly cited to as the base for this confusion 00:01:15.959 --> 00:01:20.939 as to who might be the director of Control the 00:01:20.939 --> 00:01:25.480 Door Dolphin. We can advise the court that on 00:01:25.480 --> 00:01:30.599 April 30th that order was stayed by a federal 00:01:30.599 --> 00:01:36.000 court in Mexico. So as we stand here today, there 00:01:36.000 --> 00:01:40.560 is no order issued in Mexico that creates any 00:01:40.560 --> 00:01:44.200 dispute that Mr. Strom is the sole director of 00:01:44.200 --> 00:01:46.959 Control the Door Dolphin. And as we indicated 00:01:46.959 --> 00:01:49.280 at the last hearing, Mr. Alvarez's own Mexican 00:01:49.280 --> 00:01:52.680 council conceded that the resolution putting 00:01:52.680 --> 00:01:55.719 Mr. Strom in place remains valid as of today. 00:01:56.840 --> 00:02:01.159 So. Again, no dispute right now that Mr. Strom 00:02:01.159 --> 00:02:03.340 is the sole director of Control Door at Dolphin. 00:02:04.120 --> 00:02:06.200 Obviously, there is an automatic say in place 00:02:06.200 --> 00:02:10.680 and a turnover order in place. And Your Honor 00:02:10.680 --> 00:02:13.159 requested at the end of the last hearing that 00:02:13.159 --> 00:02:15.219 information start to flow, at least be shared. 00:02:16.900 --> 00:02:19.599 So after the hearing, we sent a list of priority 00:02:19.599 --> 00:02:25.219 financial reporting items to counsel to Mr. Albor. 00:02:25.909 --> 00:02:28.349 This was stuff we thought would be readily available 00:02:28.349 --> 00:02:32.389 and easy to provide. And again, very much in 00:02:32.389 --> 00:02:35.949 line with the reporting requirements under the 00:02:35.949 --> 00:02:37.969 financing agreement, the note holder agreement. 00:02:39.430 --> 00:02:43.889 So to date, we have not received a single document 00:02:43.889 --> 00:02:46.530 from Mr. Albuvera, Control the Door Dolphin. 00:02:46.590 --> 00:02:50.289 So we don't have any of the receipts from operations. 00:02:50.389 --> 00:02:53.620 We don't know. If payroll has been paid, we don't 00:02:53.620 --> 00:02:57.259 know if the animals are being cared for. Again, 00:02:57.379 --> 00:03:00.840 the lenders have received no reporting for well 00:03:00.840 --> 00:03:04.780 over a year or so. We did reach out to Mr. Moon 00:03:04.780 --> 00:03:08.539 and request a status report on getting this information. 00:03:08.919 --> 00:03:11.560 He indicated that the request is being taken 00:03:11.560 --> 00:03:15.500 seriously, but there was no commitment by when 00:03:15.500 --> 00:03:17.819 we would get any of this information. And he 00:03:17.819 --> 00:03:21.860 did indicate. Mexican Council to make sure they 00:03:21.860 --> 00:03:26.699 weren't violating any Mexican law or order by 00:03:26.699 --> 00:03:28.759 sending us this agreement. We asked for a cite 00:03:28.759 --> 00:03:32.680 to any Mexican law or any order that might prevent 00:03:32.680 --> 00:03:36.240 them from sharing information from the conceited 00:03:36.240 --> 00:03:38.800 sole director of Control the Door Dolphin and 00:03:38.800 --> 00:03:42.020 we have not heard anything back. So I just want 00:03:42.020 --> 00:03:44.259 to know for the record, Your Honor knows we did 00:03:44.259 --> 00:03:47.960 agree to continue the emergency hearing briefly 00:03:47.960 --> 00:03:53.139 to allow for depositions. But to be clear, the 00:03:53.139 --> 00:03:55.300 debtor's position is each day is a continuing 00:03:55.300 --> 00:03:58.319 violation of the automatic stay, a continuing 00:03:58.319 --> 00:04:01.680 violation of the turnover order, and we reserve 00:04:01.680 --> 00:04:04.379 all rights to seek appropriate remedies against 00:04:04.379 --> 00:04:09.319 Mr. Albor and others for these violations. So 00:04:09.319 --> 00:04:12.099 that is our status report. I did advise Mr. Moon 00:04:12.099 --> 00:04:14.680 that we would be providing a status report to 00:04:14.680 --> 00:04:19.769 the court at the start of today's hearing. If 00:04:19.769 --> 00:04:23.250 I could be heard briefly Thank you, your honor. 00:04:23.350 --> 00:04:26.990 So a couple of things Number one, this is the 00:04:26.990 --> 00:04:29.250 first I've actually hearing about this April 00:04:29.250 --> 00:04:32.589 30th order So if council could please provide 00:04:32.589 --> 00:04:34.350 that to me, that would be great I haven't heard 00:04:34.350 --> 00:04:36.509 anything from Mexico that that had been entered 00:04:36.509 --> 00:04:38.970 and we would certainly like to see it Certainly 00:04:38.970 --> 00:04:41.870 haven't heard that with respect to the information 00:04:41.870 --> 00:04:44.490 exchange your honor. We got our we got the request 00:04:44.490 --> 00:04:48.629 for documents on Wednesday And I simply asked 00:04:48.629 --> 00:04:50.889 for debtors council to advise you since we don't 00:04:50.889 --> 00:04:53.129 have anything on Today and I don't typically 00:04:53.129 --> 00:04:56.189 show up for status conferences if I'm not involved 00:04:56.189 --> 00:04:58.269 But they did say that they were going to mention 00:04:58.269 --> 00:05:01.569 that no documents have been provided I will represent 00:05:01.569 --> 00:05:04.250 to the court that immediately upon receiving 00:05:04.250 --> 00:05:08.670 the request we sent it down To the client as 00:05:08.670 --> 00:05:11.870 well as Mexican Council. We are taking it seriously 00:05:11.870 --> 00:05:14.290 the issue that I also told them though is we 00:05:14.290 --> 00:05:17.040 were informed that So that Thursday would have 00:05:17.040 --> 00:05:19.920 been the next day when we had that request. That 00:05:19.920 --> 00:05:22.839 was May Day. That's a holiday in Mexico. And 00:05:22.839 --> 00:05:25.399 also today is a holiday as well because of Cinco 00:05:25.399 --> 00:05:28.439 de Mayo. So I don't know who's down there to 00:05:28.439 --> 00:05:30.600 provide documents. All I can tell you is that 00:05:30.600 --> 00:05:33.540 we anticipate by midweek we'll have documents 00:05:33.540 --> 00:05:36.879 available. Both Mexican council and myself are 00:05:36.879 --> 00:05:39.740 pushing very hard to get this done. We certainly 00:05:39.740 --> 00:05:43.139 respect the court. We certainly are consistent 00:05:43.139 --> 00:05:46.389 with our request. List of the documents you need 00:05:46.389 --> 00:05:48.269 what we will work on it and we are pushing it 00:05:48.269 --> 00:05:51.269 hard your honor So I can't speak to what's actually 00:05:51.269 --> 00:05:53.949 occurring in Mexico right now I can only tell 00:05:53.949 --> 00:05:55.949 you both between Mexican Council and myself. 00:05:56.009 --> 00:05:59.529 We were pushing it extremely hard Thank you. 00:05:59.529 --> 00:06:03.350 I appreciate that But I would like to make sure 00:06:03.350 --> 00:06:06.089 you inform your client that one animals don't 00:06:06.089 --> 00:06:08.490 take holidays so I don't think people get to 00:06:08.490 --> 00:06:12.279 take holidays when their welfare is at issue. 00:06:12.579 --> 00:06:15.319 And two, to the extent that there's going to 00:06:15.319 --> 00:06:21.980 be reference to law in Mexico that prohibits 00:06:21.980 --> 00:06:27.759 the sharing of information, I will need some 00:06:27.759 --> 00:06:31.860 citation to that. Because I'm not asking at the 00:06:31.860 --> 00:06:35.120 moment, or at the moment, all that's being asked 00:06:35.120 --> 00:06:42.149 for is sharing. And I can't even think of an 00:06:42.149 --> 00:06:49.170 equivalent law in Delaware that would prohibit 00:06:49.170 --> 00:06:58.790 a CEO from sharing information with anybody, 00:06:59.149 --> 00:07:02.649 quite frankly, sharing information with anybody 00:07:02.649 --> 00:07:09.290 that's relevant to the safety, welfare of animals 00:07:09.290 --> 00:07:16.180 and the employees that work for a company which 00:07:16.180 --> 00:07:21.759 he purports to be in charge of. I can't think 00:07:21.759 --> 00:07:26.660 of a law that prohibits sharing of information. 00:07:26.740 --> 00:07:29.579 So if that's going to be cited to me, I would 00:07:29.579 --> 00:07:32.720 like case law, or whatever the equivalent Mexican 00:07:32.720 --> 00:07:35.639 law is, statute case law, whatever, that would 00:07:35.639 --> 00:07:39.060 prohibit. a simple sharing of information. So 00:07:39.060 --> 00:07:41.339 please pass that along to your client and your 00:07:41.339 --> 00:07:44.860 Mexican counsel. Thank you, Your Honor. And I 00:07:44.860 --> 00:07:47.360 don't want to make too much of a point about 00:07:47.360 --> 00:07:49.839 this, but really this is simply an issue with 00:07:49.839 --> 00:07:52.139 respect to saying that we want to make sure no 00:07:52.139 --> 00:07:54.560 Mexican court orders or law are violated. I am 00:07:54.560 --> 00:07:57.120 not a Mexican lawyer. The issue that's occurring 00:07:57.120 --> 00:08:00.439 at this point for production of documents is 00:08:00.439 --> 00:08:03.060 the same that any lawyer would do, which is get 00:08:03.060 --> 00:08:04.800 the documents compiled, and that's what we're 00:08:04.800 --> 00:08:07.720 pushing for, review those documents with Mexican 00:08:07.720 --> 00:08:09.879 counsel, and make sure that there's no issue 00:08:09.879 --> 00:08:12.620 with turning it over. That's it. I'm not suggesting 00:08:12.620 --> 00:08:15.120 that there is some law, but I will tell you this. 00:08:15.399 --> 00:08:18.360 I made very clear that if there is a law, that 00:08:18.360 --> 00:08:21.000 they better be very clear about what that is. 00:08:21.199 --> 00:08:22.939 Your Honor, I am an officer of this court as 00:08:22.939 --> 00:08:25.860 well. I will make sure that we provide any kind 00:08:25.860 --> 00:08:29.019 of law if such exists. But really, at this point, 00:08:29.100 --> 00:08:31.540 it's simply a matter of typical production, which 00:08:31.540 --> 00:08:33.659 is lawyers look at what's being produced and 00:08:33.659 --> 00:08:36.299 then we produce it. That's it. Okay. I think 00:08:36.299 --> 00:08:40.200 in this instance, it needs to be on an expedited... 00:08:41.829 --> 00:08:46.909 a hyper expedited, super expedited schedule. 00:08:48.289 --> 00:08:50.629 Thank you. Thank you. Thank you, Your Honor. 00:08:50.730 --> 00:08:53.110 We appreciate that. I think Mr. Gricher is going 00:08:53.110 --> 00:09:03.529 to present the dip. Thank you. Mr. Gricher. Good 00:09:03.529 --> 00:09:04.850 morning, Your Honor. Sean Gricher from Young 00:09:04.850 --> 00:09:08.570 Conaway. Your Honor, thank you very much for 00:09:08.570 --> 00:09:11.809 the review and sign off on various orders that 00:09:11.809 --> 00:09:14.429 were scheduled for today. The only matter that 00:09:14.429 --> 00:09:18.909 we did not submit with a form of order was the 00:09:18.909 --> 00:09:22.289 final dip. We are obviously not here today asking 00:09:22.289 --> 00:09:25.289 Your Honor to approve a final dip. As you heard, 00:09:25.490 --> 00:09:27.570 we're still waiting to get full financial reporting 00:09:27.570 --> 00:09:29.889 data for the overall organization to complete 00:09:29.889 --> 00:09:33.730 a fully detailed 13 -week budget. Through River 00:09:33.730 --> 00:09:36.350 On's efforts, working with the U .S.-based park 00:09:36.350 --> 00:09:38.950 management, we have managed to assemble a budget 00:09:39.100 --> 00:09:42.379 that relates to the U .S. park revenues and operational 00:09:42.379 --> 00:09:45.299 expenses and we have been working with the lenders 00:09:45.299 --> 00:09:49.139 on necessary amendments to the dip credit agreement 00:09:49.139 --> 00:09:53.840 and working on that shorter term budget to include 00:09:53.840 --> 00:09:58.379 as may be required with a further interim dip 00:09:58.379 --> 00:10:01.639 order. While in the meantime we continue to pursue 00:10:01.639 --> 00:10:03.940 the access to the necessary financial details 00:10:03.940 --> 00:10:10.700 for the overall organization and in turn. So, 00:10:10.820 --> 00:10:12.600 Your Honor, we have, as I said, reached agreements 00:10:12.600 --> 00:10:15.120 to fund operations within the interim cap that 00:10:15.120 --> 00:10:17.779 Your Honor previously approved. We expect that 00:10:17.779 --> 00:10:20.460 we will have sign -off on the shorter -term budget 00:10:20.460 --> 00:10:22.879 based upon the presently available information. 00:10:23.720 --> 00:10:25.679 I understand that the principals are speaking 00:10:25.679 --> 00:10:29.059 early this afternoon. The lenders have, if we 00:10:29.059 --> 00:10:31.279 need it, prepared a form of a further interim 00:10:31.279 --> 00:10:33.899 order itself. Assuming that we determine that 00:10:33.899 --> 00:10:35.980 that is necessary to implement the amendments 00:10:35.980 --> 00:10:38.500 in the shorter -term budget, you will find that 00:10:38.500 --> 00:10:41.399 it will closely mirror very closely mirror the 00:10:41.399 --> 00:10:44.600 existing interim order and we would propose to 00:10:44.600 --> 00:10:47.080 submit that under certification of council. Of 00:10:47.080 --> 00:10:49.539 course, Your Honor, making ourselves available 00:10:49.539 --> 00:10:51.179 to Your Honor if there are any questions once 00:10:51.179 --> 00:10:55.039 you've had the opportunity to review it. So, 00:10:55.240 --> 00:10:57.740 Your Honor, that's where we stand. We continue 00:10:57.740 --> 00:11:00.840 to work forward with the lenders in good faith 00:11:00.840 --> 00:11:05.460 and arm in arm to make sure that we fund this 00:11:05.460 --> 00:11:08.279 company and fund the operations for Your Honor. 00:11:09.419 --> 00:11:14.200 is a key consideration, and we intend to move 00:11:14.200 --> 00:11:18.960 forward as quickly as possible to move the revised 00:11:18.960 --> 00:11:23.740 dip order in front of you. Okay, very good. Then 00:11:23.740 --> 00:11:27.399 I will... Your Honor, may I be briefly heard? 00:11:28.879 --> 00:11:34.039 Mr. Gold. Yes. Yes. Good morning, Your Honor. 00:11:34.220 --> 00:11:37.059 Gold of Allen -Mackens for Keys Resort owner. 00:11:37.539 --> 00:11:40.120 My client is the... owner of the Hawks Cave Resort 00:11:40.120 --> 00:11:45.019 where the debtor had as the Dolphin Connect facility 00:11:45.019 --> 00:11:49.419 down in the Florida Keys. My pro -Hawks on file 00:11:49.419 --> 00:11:52.059 was filed Friday. That would sparse our local 00:11:52.059 --> 00:11:54.980 council. I just want to be heard briefly on a 00:11:54.980 --> 00:11:58.539 comment. The debtor is not ready to move forward 00:11:58.539 --> 00:12:01.620 on a final. That is completely agreeable. We've 00:12:01.620 --> 00:12:04.379 been in contact with the debtor. We acknowledge 00:12:04.379 --> 00:12:07.970 that this case presents some unique challenges 00:12:07.970 --> 00:12:11.809 in corporate governance and animal welfare has 00:12:11.809 --> 00:12:15.789 been paramount. But if I may quote a now retired 00:12:15.789 --> 00:12:18.169 partner of mine, we still have to block and tackle 00:12:18.169 --> 00:12:21.450 in terms of the day -to -day operations of the 00:12:21.450 --> 00:12:27.789 Chapter 11 case. Perhaps because of the corporate 00:12:27.789 --> 00:12:29.809 governance issues and the records issues that 00:12:29.809 --> 00:12:32.990 have predominated, we don't have a public budget 00:12:32.990 --> 00:12:37.000 in this case. The DIP financing is somewhat unique 00:12:37.000 --> 00:12:40.860 in that it provides the budget wasn't even to 00:12:40.860 --> 00:12:44.659 be prepared until after the interim debt. It 00:12:44.659 --> 00:12:48.440 had a 15 -day milestone, which has passed. The 00:12:48.440 --> 00:12:50.620 U .S. budget has not been filed. It has not been 00:12:50.620 --> 00:12:53.440 shared with us. According to the debtor, we are 00:12:53.440 --> 00:12:55.519 the largest unsecured creditor in this case, 00:12:55.679 --> 00:12:59.399 as evidenced by the top 30 list filed at DOC 00:12:59.399 --> 00:13:03.279 at 77. And to put a chariot on top, We didn't 00:13:03.279 --> 00:13:08.000 get rent for last month. The professionals in 00:13:08.000 --> 00:13:10.559 this case are too experienced and too talented 00:13:10.559 --> 00:13:15.080 to miss that stuff. You know, just because rent 00:13:15.080 --> 00:13:17.299 is revenue based and payable in arrears doesn't 00:13:17.299 --> 00:13:19.879 change the application of the law in this district 00:13:19.879 --> 00:13:23.120 with respect to the performance date. We've been 00:13:23.120 --> 00:13:26.559 told it's been forthcoming for over a week. These 00:13:26.559 --> 00:13:31.120 are not good signs, Your Honor. And while we 00:13:31.120 --> 00:13:34.820 support This debtor does not need to be strangled. 00:13:35.840 --> 00:13:37.559 The interim use of cash collateral should be 00:13:37.559 --> 00:13:41.340 permitted. There's work to do before we get to 00:13:41.340 --> 00:13:46.120 a final, because the underpinnings of the operation 00:13:46.120 --> 00:13:50.919 of the business, at least from our client's perspective, 00:13:51.019 --> 00:13:52.879 and we are the largest unsecured creditor in 00:13:52.879 --> 00:13:57.120 the case, are not moving in the customary linear 00:13:57.120 --> 00:14:01.740 fashion we would expect. This case is not that 00:14:01.740 --> 00:14:05.980 fresh anymore. It's over 30 days old. And these 00:14:05.980 --> 00:14:07.840 things should be going a little smoother than 00:14:07.840 --> 00:14:11.059 they are. I just wanted to express, since we're 00:14:11.059 --> 00:14:14.159 doing the saddest thing, I just wanted to express 00:14:14.159 --> 00:14:16.159 that concern to the court before we move forward. 00:14:16.799 --> 00:14:20.340 Thank you. Thank you, Your Honor. We certainly... 00:14:20.330 --> 00:14:24.190 Understand and note Mr. Gold's comments and constructive 00:14:24.190 --> 00:14:28.590 criticism. We are of course working with him 00:14:28.590 --> 00:14:31.110 to make sure that we get the obligations paid. 00:14:32.309 --> 00:14:34.789 We do understand and as I mentioned, the intention 00:14:34.789 --> 00:14:39.830 is to submit a further interim order as necessary 00:14:39.830 --> 00:14:44.789 with a budget. So understand and appreciate that 00:14:44.789 --> 00:14:48.850 this is not proceeding in a linear fashion. We 00:14:48.850 --> 00:14:51.029 are doing what we can to put this on the straight 00:14:51.029 --> 00:14:54.009 and narrow, of course, and we'll continue to 00:14:54.009 --> 00:14:56.690 communicate with Mr. Gold to make sure that this 00:14:56.690 --> 00:15:00.250 does proceed in an appropriate way and that the 00:15:00.250 --> 00:15:03.309 obligations that come due post -petition are 00:15:03.309 --> 00:15:07.429 paid on a timely basis. Thank you. Mr. Hackman, 00:15:09.610 --> 00:15:17.519 where do we stand on a committee? the debtors 00:15:17.519 --> 00:15:22.700 filed their top 30 list on April 22nd. We solicited 00:15:22.700 --> 00:15:27.659 a committee. We sent the questionnaire and information 00:15:27.659 --> 00:15:30.000 sheet to that top 30 list, the more fulsome list 00:15:30.000 --> 00:15:35.259 once it was filed. We have spoken with some respondents, 00:15:35.379 --> 00:15:36.720 and the U .S. trustee has committee appointment 00:15:36.720 --> 00:15:39.379 under advisement. I don't know if he will appoint. 00:15:39.919 --> 00:15:42.419 If he does, we could be in a position to do that 00:15:42.419 --> 00:15:45.360 as early as today. But as soon as he makes that 00:15:45.360 --> 00:15:46.919 decision, we'll file the notice of appointment 00:15:46.919 --> 00:15:49.779 or non -appointment on the docket promptly. Thank 00:15:49.779 --> 00:15:52.940 you for the status. Thank you, Your Honor. Okay, 00:15:53.159 --> 00:15:57.860 anything else for today? Nothing further from 00:15:57.860 --> 00:16:00.179 the better, Your Honor. Thank you. We're adjourned.