2021-01-22_GENERAL DOCUMENTS - C2010088

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Case 1 20-bk-12043 Doc 573-2 Filed Ol/13/21 Entered O1113/21 1103 53 Desc Exhibit B -Declaration of Thomas Fairfield Page 16 of 17 Case 1 20-bk-12043 Doc 573-2 Filed O1/13121 Entered O1/1312111.03 53 Desc Exhibit B -Declaration of Thomas Fairfield Page 17 of 17 all ofthe crib is funneled through the same master account This allows the Debtors to have overall corporate control of funds and the ability to manage the Debtors' vanous business lines Furthermore, as set forth above, all obligations owed to the Lenders were secured by all assets of each subsidiary Debtor Moreover, the main remaining assets of the Debtors consist of (a) cash 'carved out' as part of a resolution with Lenders in connection with the Sales, and (b) causes of action against third parties With respect to (a), there is no natural allocation of that cash between the Debtors, and it could be very costly to litigate which Estates should receive particular amounts The same is tme of causes of action, as the claims most likely to bring material recoveries for creditors under the Plan (t e , potential causes of action against the Debtors' insiders and third parties), may span multiple Debtors Consolidation avoids the material expense and delay of trying to address those issues 47 For the foregoing reasons, I believe that substantive consolidation is beneficial to the vast majority of the Debtors' creditors and far outweighs any potential harm to the Debtors' creditors and should be approved by this Court in connection with the Plan VI. GOOD CAUSE EXISTS TO WAIVE THE STAY OF THE CONFIRMATION ORDER 48. 1 believe that good cause exists for waiving the stay ofthe entry ofthe Confirmation Order such that the Confirmation Order will be effective immediately upon its entry The Debtors have undertaken great efforts to facilitate the Debtors' exit from chapter 11 as soon as practicable All the conditions precedent to effectiveness of the Plan can be fulfilled or waived in short order after entry of the Confirmation Order, and each day the Debtors remain in chapter I they incur significant administrative and professional costs Accordingly, I believe that the sooner the Plan becomes effective, the less costs the Estates will be forced to incur, which is in the best interests of the Debtors, the Estates, and Holders of Claims and Equity Interests Pursuant to 28 U S C § 1746, 1 declare under penalty of perjury that the foregoing statements are true and correct Dated* January 13, 2021 lsl Thomas L Fmrfleld By Thomas L Fairfield Title Chief Restructuring Officer for the Debtors 15 16 4809-1401 A934 1