WEBVTT 00:00:04.199 --> 00:00:06.839 Alright good good afternoon. This is judge Lopez 00:00:06.839 --> 00:00:12.720 today is November 12 I'm going to call the 1 00:00:12.720 --> 00:00:18.800 p .m. Case fossil UK global services LTD The 00:00:18.800 --> 00:00:20.079 one in the courtroom if parties wish to make 00:00:20.079 --> 00:00:21.820 an appearance why don't you hit five star and 00:00:21.820 --> 00:00:37.880 I will unmute your line Here's a 202 number. 00:00:42.219 --> 00:00:48.359 Good afternoon. A 646 number. Good afternoon, 00:00:48.539 --> 00:00:51.020 Your Honor. Jessica Lou from Long Island Manchus 00:00:51.020 --> 00:00:53.340 appearing on behalf of a foreign representative 00:00:53.340 --> 00:00:55.859 in the foreign government. Good afternoon. Anyone 00:00:55.859 --> 00:00:57.700 else wish to make an appearance? Please hit five 00:00:57.700 --> 00:01:04.840 star and I will unmute your line. Okay. Ms. Liu, 00:01:04.920 --> 00:01:07.620 I'll turn it back over to you. Sure. Thank you, 00:01:07.620 --> 00:01:09.840 Your Honor. We are here today on the petition 00:01:09.840 --> 00:01:12.480 for recognition of Fossil Heat K Global Services 00:01:12.480 --> 00:01:15.060 Limited foreign debtors, in which proceeding 00:01:15.060 --> 00:01:18.480 under Part 26A of the Companies Act, as a foreign 00:01:18.480 --> 00:01:21.340 name proceeding, recognition of Mr. Grebin as 00:01:21.340 --> 00:01:23.819 foreign representative. The verified petition 00:01:23.819 --> 00:01:26.879 was filed on October 21st on the docket at ECF 00:01:26.879 --> 00:01:31.239 Number 6. Before we turn to my very brief presentation 00:01:31.239 --> 00:01:34.469 today, I want to note that there are two individuals 00:01:34.469 --> 00:01:38.409 who are on the line today. We have Mr. Randy 00:01:38.409 --> 00:01:40.870 Brevin, the chief financial officer of the foreign 00:01:40.870 --> 00:01:43.469 debtor and the foreign representative on the 00:01:43.469 --> 00:01:47.549 line, and Ms. Gemma Sage, a partner in one of 00:01:47.549 --> 00:01:50.489 the offices. As Your Honor would have seen in 00:01:50.489 --> 00:01:53.189 support of the foreign debtor's petition, we 00:01:53.189 --> 00:01:55.810 respectfully submit the declaration of the foreign 00:01:55.810 --> 00:01:58.750 representative, Mr. Randy Brevin, which was filed 00:01:58.750 --> 00:02:02.420 on the docket at ECF number seven. as well as 00:02:02.420 --> 00:02:04.780 the declaration and supplemental declaration 00:02:04.780 --> 00:02:07.819 of Ms. Gemma Sage, which was filed on the docket 00:02:07.819 --> 00:02:12.439 at ECF numbers eight and 29 respectfully. Ms. 00:02:12.620 --> 00:02:14.759 Sage and Mr. Brevin, as noted, are both in the 00:02:14.759 --> 00:02:17.080 virtual courtroom today and available for any 00:02:17.080 --> 00:02:20.319 questions they're on and they have, or any type 00:02:20.319 --> 00:02:23.599 of information she don't anticipate. And subject 00:02:23.599 --> 00:02:25.800 to that, we respectfully move to enter these 00:02:25.800 --> 00:02:30.280 declarations into evidence. Okay. Objection to 00:02:30.280 --> 00:02:32.560 the entry of these declarations for purposes 00:02:32.560 --> 00:02:42.879 of today's hearing Okay, you're admitted More 00:02:42.879 --> 00:02:45.580 documents on the foreign representatives amended 00:02:45.580 --> 00:02:49.159 witness and exhibit list and evidence Specifically 00:02:49.159 --> 00:02:51.919 exhibit 15 which is the retail advocate report 00:02:51.919 --> 00:02:54.819 that was filed in the UK proceeding submitted 00:02:54.819 --> 00:02:58.080 in the UK proceeding An exhibit 18, which is 00:02:58.080 --> 00:03:01.159 the sanction order that was entered by the English 00:03:01.159 --> 00:03:05.199 court in the UK proceeding. Both of these items, 00:03:05.240 --> 00:03:07.780 as I mentioned before, are documented in the 00:03:07.780 --> 00:03:10.520 UK proceeding, and we believe that for the completeness 00:03:10.520 --> 00:03:12.479 of the record and the convenience of the court, 00:03:12.879 --> 00:03:15.099 it would be helpful to have both of these items 00:03:15.099 --> 00:03:19.960 included in there. Okay. They're admitted. Great. 00:03:20.039 --> 00:03:22.979 Thank you, Your Honor. Before we turn to the 00:03:22.979 --> 00:03:25.379 relief request today, I do want to make a couple 00:03:25.379 --> 00:03:28.080 of brief remarks since we have not previously 00:03:28.080 --> 00:03:31.120 appeared before you on this matter. The foreign 00:03:31.120 --> 00:03:33.539 debtor in this Chapter 15 case is only one of 00:03:33.539 --> 00:03:36.080 65 entities within the global business known 00:03:36.080 --> 00:03:39.439 as Fossil. Fossil, as you may know, is an iconic 00:03:39.439 --> 00:03:41.960 brand, probably best known for their watches 00:03:41.960 --> 00:03:44.379 and accessories that they design and sell around 00:03:44.379 --> 00:03:47.280 the world. Their products are sold across 130 00:03:47.280 --> 00:03:51.759 countries and they employ 4 ,500 employees. As 00:03:51.759 --> 00:03:53.819 we noted in our paper, fossil waste and many 00:03:53.819 --> 00:03:56.740 other companies in the retail sector have experienced 00:03:56.740 --> 00:03:59.180 increased competition, greater headwinds and 00:03:59.180 --> 00:04:01.860 uncertainty in their business, leading to financial 00:04:01.860 --> 00:04:04.620 challenges. To address these challenges, the 00:04:04.620 --> 00:04:07.740 company implemented several initiatives, but 00:04:07.740 --> 00:04:09.900 also determined that a surgical restructuring 00:04:09.900 --> 00:04:13.659 of its unsecured notes through a UK restructuring 00:04:13.659 --> 00:04:16.139 proceeding, which our paper described in greater 00:04:16.139 --> 00:04:18.959 detail, and we do not need to repeat here, was 00:04:18.959 --> 00:04:21.490 appropriate. And we're pleased to report that 00:04:21.490 --> 00:04:23.769 as of this past Monday, the UK proceeding was 00:04:23.769 --> 00:04:26.310 successful. And as noted in the supplemental 00:04:26.310 --> 00:04:31.329 stage declaration at ECF 29, exhibit 16, the 00:04:31.329 --> 00:04:34.050 UK restructuring plan received overwhelming support 00:04:34.050 --> 00:04:37.790 with over 99 .99 percent by value of the plan 00:04:37.790 --> 00:04:41.850 creditors who voted voting in favor of the restructuring 00:04:41.850 --> 00:04:44.930 plan. Accordingly, the English court on Monday, 00:04:45.029 --> 00:04:47.310 November 10th, entered an order sanctioning the 00:04:47.310 --> 00:04:49.490 restructuring plan and a copy of that sanction 00:04:49.819 --> 00:04:53.199 order was filed on the back at ECF 30, case exhibit 00:04:53.199 --> 00:04:57.680 18. I hope, Your Honor, that before we jump into 00:04:57.680 --> 00:05:00.899 the relief, that I make my goal here today is 00:05:00.899 --> 00:05:03.139 to make this the easiest decision we have to 00:05:03.139 --> 00:05:06.699 make today. In reliance on our papers, as I'll 00:05:06.699 --> 00:05:08.779 note, we are with the relief proceeding involved 00:05:08.779 --> 00:05:12.060 in three general categories. One, that the court 00:05:12.060 --> 00:05:14.399 recognized the UK proceeding as a foreign name 00:05:14.399 --> 00:05:17.500 proceeding under Chapter 15 of the U .S. bankruptcy 00:05:17.500 --> 00:05:21.279 code. two, recognize Mr. Dredden as the betters 00:05:21.279 --> 00:05:24.680 duly appointed foreign representative, and three, 00:05:25.139 --> 00:05:28.019 entry of this order, the Chapter 15 order, given 00:05:28.019 --> 00:05:30.839 full force and effect to the sanction order entered 00:05:30.839 --> 00:05:33.800 by the English court and approving the restructuring 00:05:33.800 --> 00:05:36.980 plan within and its application within the territorial 00:05:36.980 --> 00:05:39.879 jurisdiction of the threat. I think our paper 00:05:39.879 --> 00:05:42.120 set forth fairly clearly why we believe we have 00:05:42.120 --> 00:05:45.199 satisfied the requirements of Section 1515 of 00:05:45.199 --> 00:05:48.519 bankruptcy code. The U .K. proceeding is a foreign 00:05:48.519 --> 00:05:52.279 proceeding as required under Section 1517A. The 00:05:52.279 --> 00:05:54.860 U .K. proceeding was a court -supervised proceeding 00:05:54.860 --> 00:05:57.240 in the U .K. related to the adjustment of debt. 00:05:57.620 --> 00:05:59.480 We're all effective plan creditors if you've 00:05:59.480 --> 00:06:01.980 noticed, and we're afforded opportunity to participate. 00:06:02.720 --> 00:06:04.699 Further, the U .K. proceeding is a foreign main 00:06:04.699 --> 00:06:07.579 proceeding under Section 1615 of the bankruptcy 00:06:07.579 --> 00:06:10.240 code. The foreign debtor center and main interest 00:06:10.240 --> 00:06:13.259 is in the U .K. It is incorporated in England. 00:06:13.459 --> 00:06:15.660 Its headquarters and registered office is in 00:06:15.660 --> 00:06:19.060 the U .K. and is governed by English law. And 00:06:19.060 --> 00:06:21.519 there is no evidence submitted to the contrary 00:06:21.519 --> 00:06:24.699 towards that presumption. As for Mr. Grebin, 00:06:24.899 --> 00:06:27.279 in addition to being duly appointed by the Board 00:06:27.279 --> 00:06:29.740 of the Foreign Veterans to act as a foreign representative, 00:06:30.160 --> 00:06:32.259 he was duly appointed by the English court to 00:06:32.259 --> 00:06:34.879 be the foreign representative, pursuant to the 00:06:34.879 --> 00:06:39.540 convening order, which is at ECF H, Exhibit E. 00:06:40.360 --> 00:06:43.620 It's an exhibit to the stage declaration. And 00:06:43.620 --> 00:06:47.040 it's exhibit four, and I'm witnessing it. Lastly, 00:06:47.300 --> 00:06:49.339 in the interest of comedy, we ask that this court 00:06:49.339 --> 00:06:51.600 give full force and effect to the sanction order 00:06:51.600 --> 00:06:54.279 and the approved restructuring plan for the reasons 00:06:54.279 --> 00:06:58.319 laid out in our paper. We believe that no party 00:06:58.319 --> 00:07:02.620 has appeared to make a formal or informal objection 00:07:02.620 --> 00:07:05.920 to the verified petitions here today. We recognize 00:07:05.920 --> 00:07:09.439 that the court received a letter. prepared by 00:07:09.439 --> 00:07:13.379 Mr. Craig Stofer. Our understanding having reached 00:07:13.379 --> 00:07:16.019 out to him and had discussions with him is that 00:07:16.019 --> 00:07:19.660 he actually sold out of his unsecured notes interest 00:07:19.660 --> 00:07:22.939 and no longer plans to make an appearance at 00:07:22.939 --> 00:07:25.879 this proceeding. And effectively our view is 00:07:25.879 --> 00:07:28.160 that he has no standing to make an objection 00:07:28.160 --> 00:07:31.220 to the verified petition and the relief requested. 00:07:32.560 --> 00:07:35.240 And so we ask your honor that for the reasons 00:07:35.240 --> 00:07:38.490 laid out in our paper. that you either determine 00:07:38.490 --> 00:07:40.470 that his objections are in our mood and he has 00:07:40.470 --> 00:07:43.649 no standing to raise them, or if you are inclined 00:07:43.649 --> 00:07:46.389 to treat them as an objection, that you overrule 00:07:46.389 --> 00:07:48.730 them on the reasons that court can make them. 00:07:49.529 --> 00:07:52.810 One last point I want to make is that the hope 00:07:52.810 --> 00:07:55.870 and the expectation for the company and the foreign 00:07:55.870 --> 00:07:58.949 debtor is that the restructuring transactions 00:07:58.949 --> 00:08:03.230 go effective tomorrow. We expect and hope that 00:08:03.230 --> 00:08:05.790 the old notes will be cancelled, new notes issued, 00:08:05.889 --> 00:08:08.910 and the other securities be issued to the relevant 00:08:08.910 --> 00:08:11.529 security orders. The cancellation of the notes 00:08:11.529 --> 00:08:14.269 are conditioned upon receipt of an entered Chapter 00:08:14.269 --> 00:08:20.170 15 order today. And the UK process, including 00:08:20.170 --> 00:08:22.189 the sanction order, requires that the old notes 00:08:22.189 --> 00:08:24.850 be cancelled in order to get an effective date 00:08:24.850 --> 00:08:27.810 under the restructuring plan. And in order to 00:08:27.810 --> 00:08:30.230 do that, we first need to obtain the Chapter 00:08:30.230 --> 00:08:33.490 15 order that will allow us to cancel it. And 00:08:33.490 --> 00:08:37.830 so we respectfully request that the court approve 00:08:37.830 --> 00:08:40.690 the section, approve the Chapter 15 order and 00:08:40.690 --> 00:08:43.610 enter it today so that we may facilitate moving 00:08:43.610 --> 00:08:47.750 forward with the transactions contemplated no 00:08:47.750 --> 00:08:51.850 later than tomorrow. I'll pause there and see 00:08:51.850 --> 00:08:56.929 if Gerona has any questions. I have no questions. 00:08:57.169 --> 00:09:02.730 I'll just see if anyone wishes to be heard. Okay. 00:09:06.830 --> 00:09:20.149 Okay. Thank you. I'll then note that this Chapter 00:09:20.149 --> 00:09:27.720 15 case was filed on October 20th. of this year 00:09:27.720 --> 00:09:32.600 On October 21st. There was a notice of a verified 00:09:32.600 --> 00:09:37.019 petition There were various declarations And 00:09:37.019 --> 00:09:39.779 an emergency motion was filed on that day seeking 00:09:39.779 --> 00:09:43.639 a scheduling order I entered that scheduling 00:09:43.639 --> 00:09:48.919 order on October 23rd, which Provided notice 00:09:48.919 --> 00:09:52.269 of the recognition hearing So I'm going to find 00:09:52.269 --> 00:09:54.190 that there's been proper, and I'm reviewing the 00:09:54.190 --> 00:09:57.029 certificate of services here. I note that there's 00:09:57.029 --> 00:10:01.970 been proper notice and service of the hearing 00:10:01.970 --> 00:10:07.970 today. The court has considered the relief requested 00:10:07.970 --> 00:10:15.149 here and considered the declarations that have 00:10:15.149 --> 00:10:18.049 been filed in support in the record before it. 00:10:19.220 --> 00:10:21.639 Do note that there was a letter from Craig Stover 00:10:21.639 --> 00:10:27.379 that was filed on November 7th of 2025 Indicating 00:10:27.379 --> 00:10:30.419 opposition to the relief requested and asking 00:10:30.419 --> 00:10:35.220 me to consider it Just a little earlier today 00:10:35.220 --> 00:10:40.899 a November 10th We were my case manager received 00:10:40.899 --> 00:10:43.340 an email from mr. Stover, and I put it on the 00:10:43.340 --> 00:10:46.779 docket. I didn't want anyone to be and he indicated 00:10:48.099 --> 00:10:50.659 That he had sent the letter to me with his comments 00:10:50.659 --> 00:10:54.639 on the upcoming chapter 15 And he said his his 00:10:54.639 --> 00:10:58.220 wife and him were investors in the notes But 00:10:58.220 --> 00:11:01.720 as a follow -up he wanted me And my case manager 00:11:01.720 --> 00:11:04.240 to know that his wife and I sold all their notes 00:11:04.240 --> 00:11:05.960 as you indicated. It's just I'm just putting 00:11:05.960 --> 00:11:08.879 an email confirmation He confirmed that he was 00:11:08.879 --> 00:11:11.299 no longer an investor and would not be attending 00:11:11.299 --> 00:11:17.259 the hearing so Just wanted to I put that email 00:11:17.259 --> 00:11:19.440 on the docket obviously we received it and whenever 00:11:19.440 --> 00:11:22.360 I receive communications I think I feel more 00:11:22.360 --> 00:11:23.960 comfortable with just knowing but it confirmed 00:11:23.960 --> 00:11:26.419 everything that you just said and so I just Wanted 00:11:26.419 --> 00:11:28.039 the parties to know that that filed out on the 00:11:28.039 --> 00:11:30.940 docket shortly before the hearing at docket number 00:11:30.940 --> 00:11:38.700 37 that Email changed everything today I'm gonna 00:11:38.700 --> 00:11:44.129 Recognize this Proceeding I'm going to find that 00:11:44.129 --> 00:11:49.929 I have bank jurisdiction over 1334 This is a 00:11:49.929 --> 00:11:56.190 court proceeding under 28 USC 157 B There's been 00:11:56.190 --> 00:11:59.409 proper notice of the scheduling of this recognition 00:11:59.409 --> 00:12:05.370 hearing and There are no objections, this is 00:12:05.370 --> 00:12:11.690 really fully consensual and so Everyone in the 00:12:11.690 --> 00:12:22.460 US Wants it And there are no objections, so I'll 00:12:22.460 --> 00:12:25.580 recognize it I'll note that the chapter 15 was 00:12:25.580 --> 00:12:30.879 properly commenced under 1504 1509 and 1515 that 00:12:30.879 --> 00:12:34.080 the foreign debtors eligible to be a debtor under 00:12:34.080 --> 00:12:39.279 sections 109 and 1501 of the code and I'll recognize 00:12:39.279 --> 00:12:43.419 the UK proceeding as a foreign proceeding and 00:12:43.419 --> 00:12:49.019 Just Note that the foreign representative was 00:12:49.019 --> 00:12:53.080 satisfied the requirements of section 15 15 of 00:12:53.080 --> 00:12:58.539 the code And I'm going to recognize the UK proceeding 00:12:58.539 --> 00:13:04.639 under section 15 17 of the bankruptcy code And 00:13:04.639 --> 00:13:08.299 I'll recognize it as the foreign debtor having 00:13:08.299 --> 00:13:12.220 its Center of Main Interests under 1517 be one 00:13:12.220 --> 00:13:16.360 of the code. And that the UK proceeding is a 00:13:16.360 --> 00:13:20.519 foreign main proceeding as well. And I find that 00:13:20.519 --> 00:13:22.139 the foreign representative would be entitled 00:13:22.139 --> 00:13:26.500 to the relief requested under 1507, 1520, and 00:13:26.500 --> 00:13:37.720 1521 of the Bankruptcy Code. And I'll enter. 00:13:38.009 --> 00:13:43.850 I'll enter the order approving the relief requested. 00:13:45.250 --> 00:13:49.549 And I'll sign the order and get it on the docket. 00:13:50.610 --> 00:14:01.269 I think I would just ask that no one find anything 00:14:01.269 --> 00:14:07.100 that I do as precedent here. I will grant the 00:14:07.100 --> 00:14:08.720 relief request that it technically satisfies 00:14:08.720 --> 00:14:14.139 the requirements of the code. And I'll sign the 00:14:14.139 --> 00:14:16.919 order. So, Ms. Liu, there's a proposed order 00:14:16.919 --> 00:14:19.240 at, I think it was a revised proposed order at 00:14:19.240 --> 00:14:23.340 32. Is that the one that folks still want me 00:14:23.340 --> 00:14:29.960 to sign? Yes, that's correct. You got it. I don't 00:14:29.960 --> 00:14:32.039 think there's any attachments. I will get this 00:14:32.039 --> 00:14:34.179 signed and it'll hit the docket shortly. Ms. 00:14:34.179 --> 00:14:35.379 Liu, is there anything else we need to take care 00:14:35.379 --> 00:14:38.759 of today? No, there is not and we're grateful 00:14:38.759 --> 00:14:41.000 your honor for the entry of the water. All right. 00:14:41.059 --> 00:14:42.299 Thank you very much. You'll have a good day