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Case 1:20-bk-12043 Doc 303 Filed 08/28/20 Entered 08/28/20 11:03:45 Desc Main <br />Document Page 5 of 13 <br />OBJECTION TO SALE OF ASSETS <br />12. Wintrust objects to the Sale Motion and the proposed sale of the Debtors' assets on <br />the basis that (a) it has not consented to the sale of the Wintrust Equipment, and (b) more clarity <br />is required with respect to the treatment of the Lease Agreement and the disposition of the Wintrust <br />Equipment. <br />A. Wintrust does not consent to a sale of its equipment. <br />12. Rhino Energy LLC lists the Lease Agreement on its Schedule G — Executory <br />Contracts and Unexpired Leases filed in this bankruptcy case (See Dkt. No. 165 at p.115) and the <br />Debtors have not otherwise disputed the legal characterization of the transaction with Wintrust as <br />a lease. <br />13. Despite the Debtors' tacit acknowledgement that the Lease Agreement is a true <br />lease, the Wintrust Equipment is identified as "PMSI Equipment" in Schedule 1.1(d) to the <br />Stalking Horse Agreement and the terms of that agreement give the purchaser thereunder the <br />option to purchase PMSI Equipment. <br />14. Though the Wintrust Equipment is designated in Schedule 2.2(f) to the Stalking <br />Horse Agreement as excluded from the sale, Section 8.5 of the agreement permits the purchaser to <br />purchase the Wintrust Equipment by amending Schedule 2.1(b)(iii) to the agreement and paying <br />the Debtors' estimated value of the Wintrust Equipment as the purchase price at closing. If a <br />purchaser elects to purchase the Wintrust Equipment, there is no requirement for the proceeds to <br />be remitted to Wintrust at closing. <br />15. As Rhino Energy LLC holds only a leasehold interest in the Wintrust Equipment <br />and Wintrust has not consented to a sale of its property, none of the enumerated conditions of <br />5 <br />