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UNITED STATES BANKRUPTCY COURT

WESTERN DISTRICT OF NORTH CAROLINA
CHARLOTTE DIVISION
In re
KAISER GYPSUM COMPANY, INC., et
al.,1
Debtors.
KAISER GYPSUM COMPANY, INC. and
HANSON PERMANENTE CEMENT,
INC.,
Plaintiffs,
v.
THOSE PARTIES LISTED ON
APPENDIX A TO COMPLAINT and JOHN
and JANE DOES 1-1000,
Defendants.

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Chapter 11
Case No. 16-_______ (___)
(Joint Administration Requested)2

Adv. Pro. No. 16-_____ (___)

DEBTORS' COMPLAINT FOR INJUNCTIVE AND

DECLARATORY RELIEF EXTENDING AND APPLYING
THE AUTOMATIC STAY TO CERTAIN NON-DEBTORS
Kaiser Gypsum Company, Inc. ("Kaiser Gypsum") and Hanson Permanente
Cement, Inc. ("HPCI") (together, the "Debtors"), debtors in the above-captioned chapter 11
cases, incorporate the statements contained in the Declaration of Charles E. McChesney II in
Support of First Day Pleadings (the "First Day Declaration"), filed contemporaneously with this
complaint and further aver as follows:

Plaintiffs instituting this adversary proceeding are the debtors in the bankruptcy proceedings. The last four
digits of the Plaintiffs' respective taxpayer identification numbers follow in parentheses: Kaiser Gypsum
Company, Inc. (0188) and Hanson Permanente Cement, Inc. (7313). The Debtors' address is 300 E. John
Carpenter Freeway, Irving, Texas 75062.

Contemporaneously with the filing of this complaint, the Debtors filed a joint motion requesting that their
chapter 11 cases be consolidated for procedural purposes only and administered jointly.

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Introduction
1.

The Debtors filed for chapter 11 primarily to finally and fairly resolve

their asbestos liability through the consummation of a plan of reorganization that includes the
establishment of a section 524(g) trust.
2.

The Debtors are filing this adversary proceeding to maintain the status quo

and prevent the continuation or commencement of any action seeking to hold the Debtors'
non-debtor affiliates (collectively, the "Non-Debtor Affiliates") or insurers that issued primary or
excess policies that continue to provide coverage for asbestos personal injury claims asserted
against the Debtors (collectively, the "Insurers" and, collectively with the Non-Debtor Affiliates,
the "Protected Parties")3 derivatively liable based on asbestos-containing products marketed,
used, produced, manufactured, sold or distributed by the Debtors (collectively, the "Debtors'
Asbestos Products"). None of the Protected Parties ever manufactured, sold or distributed the
Debtors' Asbestos Products. As such, they have no direct liability for claims based on the
Debtors' Asbestos Products.
3.

This adversary proceeding seeks, pursuant to sections 105 and 362 of the

Bankruptcy Code, an order prohibiting the defendants in this adversary proceeding (collectively,
the "Defendants")4 from continuing or commencing any action or claim against any of the
Protected Parties asserting liability on any theory (whether direct, derivative, joint and several,
successor, vicarious, or otherwise) for personal injury, wrongful death or any other harm or loss

The Protected Parties are listed on Appendix B.

The Defendants are all plaintiffs or potential plaintiffs in lawsuits that seek to hold or may seek to hold the
Debtors' non-debtor affiliates or certain insurers derivatively liable based on asbestos-containing products
manufactured, sold, or distributed by the Debtors. These Defendants, with the exception of the John and
Jane Doe Defendants, are listed in Appendix A to this complaint. Appendix A also identifies the law firm
representing each Defendant on their asbestos claims.

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based upon or arising from any purported exposure to the Debtors' Asbestos Products
(collectively, the "Derivative Claims").
4.

Specifically, the Debtors seek the following: (a) preliminary and

permanent injunctions prohibiting the Defendants from filing or continuing to prosecute any
Derivative Claim against the Protected Parties while the Debtors' bankruptcy cases remain
pending; (b) a declaration that, while the Debtors' bankruptcy cases remain pending, the filing or
continued prosecution of any Derivative Claim against the Protected Parties constitutes a
violation of section 362's automatic stay; and (c) a temporary restraining order, issued without
notice, that prohibits the Defendants from filing or continuing to prosecute any Derivative Claim
against the Protected Parties pending a hearing on the Debtors' requests for injunctive and
declaratory relief.
5.

Contemporaneously with the filing of this complaint, the Debtors are also

filing a combined motion and memorandum of law (collectively, the "Motion"), which requests
the relief sought in this proceeding.
Jurisdiction and Venue
6.

This Court has jurisdiction over this adversary proceeding pursuant to

28 U.S.C. 157 and 1334. This adversary proceeding is a core proceeding pursuant to 28
U.S.C. 157(b)(2)(A) and (G).
7.

Venue is proper in this district pursuant to 28 U.S.C. 1409.

Basis for Relief

8.

The statutory bases for the relief requested herein are sections 105(a) and

362(a) of the Bankruptcy Code.

9.

The Debtors have commenced this adversary proceeding in accordance

with Rule 7001 of the Federal Rules of Bankruptcy Procedures (the "Bankruptcy Rules").

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No prior request for the relief requested herein has been made to this or

any other court.

Background
11.

On the date hereof (the "Petition Date"), each of the Debtors commenced a

case by filing a voluntary petition for relief under chapter 11 of the Bankruptcy Code. The
Debtors are continuing in possession of their properties and are managing their businesses, as
debtors in possession, pursuant to sections 1107(a) and 1108 of the Bankruptcy Code.
12.

HPCI is a wholly-owned, indirect subsidiary of non-debtor Lehigh

Hanson, Inc. ("Lehigh Hanson"). HPCI is the direct parent of Kaiser Gypsum and certain
additional domestic non-debtor subsidiaries. Kaiser Gypsum holds a 41 2/3% joint venture
interest in Gypsum Carrier, Inc., a Panama company. The ultimate parent of the Debtors and
Lehigh Hanson is non-debtor HeidelbergCement AG, a German company.
13.

In addition to the equity in its subsidiaries, HPCI owns a cement plant,

rock plant and quarry (including the minerals) located in Santa Clara County, California that it
leases to a Non-Debtor Affiliate, which manages and operates them. Kaiser Gypsum has no
current business operations, other than managing its legacy liabilities, and no material, tangible
assets.
The Parties
14.

Kaiser Gypsum is a North Carolina corporation with its principal place of

business in Texas.
15.

HPCI is an Arizona corporation with its principal place of business in

16.

Each named Defendant listed in Appendix A attached hereto is a plaintiff

Texas.

in a pending asbestos personal injury action against one or both of the Debtors. The Debtors

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anticipate that the filing of their chapter 11 cases may lead some Defendants to commence
Derivative Claims against the Protected Parties as a result of the imposition of the automatic stay
applicable to them.
17.

Each of Defendants John and Jane Does 1-1000 is a prospective plaintiff

who may at any time while the above-captioned chapter 11 cases are pending seek to commence
a Derivative Claim against any of the Protected Parties.
18.

The Non-Debtor Affiliates are affiliates of the Debtors as defined in

section 101(2) of the Bankruptcy Code.

19.

The Insurers are providers of primary and excess insurance policies that

continue to provide coverage for, among other things, asbestos personal injury claims asserted
against the Debtors.
Asbestos Personal Injury-Related Actions Against the Debtors
20.

The Debtors' asbestos-related liabilities arise from their manufacture and

sale of certain products decades ago that contained small amounts of asbestos.
21.

HPCI's primary business was the manufacture and sale of portland cement

products. Most of the cement products manufactured by HPCI never contained asbestos.
However, HPCI made and sold two types of products "masonry cement," and "plastic
cement" that in certain versions and at certain times contained small proportions of chrysotile
asbestos.
22.

Kaiser Gypsum's principal business consisted of manufacturing and

marketing gypsum plaster, gypsum lath and gypsum wallboard. Although most of its products
never contained asbestos, Kaiser Gypsum marketed, manufactured and sold products categorized
as "wallboard accessories," including joint compounds, texture paints and other similar products
used to laminate wallboard or cover radiant heat surfaces and cables. Certain versions of these

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products contained chrysotile asbestos during varying time periods from 1952 to 1976. Kaiser
Gypsum also manufactured mineral fiberboard products that, from 1968 to 1974, contained small
amounts of asbestos.
23.

The Debtors have faced thousands of asbestos-related lawsuits since as

early as 1978. Since 1978, one or both of the Debtors have been named in more than 38,000
such lawsuits. As of August 31, 2016, the Debtors were defendants in approximately 14,000
pending asbestos related bodily injury lawsuits filed in state courts across the country.
24.

The Non-Debtor Affiliates never manufactured or sold any of the Debtors'

Asbestos Products. Accordingly, any purported liability of the Non-Debtor Affiliates for the
Debtors' Asbestos Products would be entirely derivative of the Debtors' liability.
Insurance
25.

The Debtors have general liability insurance that covers, among other

things, all defense and indemnity costs, subject to certain limited exclusions and deductibles,
related to asbestos bodily injury claims. Specifically, Truck Insurance Exchange ("Truck"), an
affiliate of Farmers Insurance, issued primary liability policies to the Debtors for the period 1965
through April 1, 1983 (collectively, the "Truck Policies"). The Truck Policies for the period
1971 to 1979 have no aggregate limits. The per occurrence limits and deductibles under the
Truck Policies vary by policy. In virtually all cases to date, the asbestos claims against the
Debtors have triggered a policy or policies with a $5,000 deductible and a $500,000 per claim
limit. The coverage also obligates Truck to defend the claims and pay the costs of defense.
26.

The Debtors also have excess insurance policies (collectively, the "Excess

Policies") with various insurers that cover indemnity amounts in excess of $500,000 per
occurrence. In December 2013, certain of the Debtors' excess insurers entered into a confidential
coverage-in-place agreement with the Debtors with respect to the excess coverage.

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Based on rulings in coverage litigation including the Debtors and their

insurers, it is now settled that (a) Truck must defend and indemnify the Debtors for any covered
asbestos bodily injury claim up to the limits of any policy selected by the Debtors and (b) the
excess insurers are obligated to respond vertically to the policy period selected by the Debtors
i.e. coverage under the applicable Excess Policy is triggered on a per claim basis for amounts in
excess of the amounts covered by the applicable primary policy.
Prepetition Discussions with Representatives of Asbestos Claimants
28.

Prior to the Petition Date, an ad hoc committee of asbestos personal injury

claimants (the "Ad Hoc Committee") consisting of law firms that have filed asbestos personal
injury claims against the Debtors was formed to engage in discussions with the Debtors
regarding the terms of a consensual plan of reorganization. The Ad Hoc Committee retained
bankruptcy counsel, insurance counsel, a financial advisor, and an asbestos estimation
consultant. Prior to the Petition Date, the Debtors responded to a broad array of information
requests submitted by the Ad Hoc Committee and provided the Ad Hoc Committee with
numerous documents and other information regarding their corporate history, businesses,
insurance and asbestos and environmental liabilities. Prior to the Petition Date, the Debtors and
the Ad Hoc Committee also agreed on the selection of Lawrence Fitzpatrick as the representative
of future asbestos claimants (the "FCR"). Mr. Fitzpatrick retained his own counsel and an
estimation consultant. The Debtors have provided the FCR and his professionals with the same
information they disclosed to the Ad Hoc Committee.
29.

Meetings and other communications occurred among some or all of the

Debtors, Truck, the Ad Hoc Committee and the FCR. Communications between the Debtors and
certain of the excess carriers also took place. Among other things, the parties discussed these
filings and potential paths forward to a consensual plan. Although all the parties have indicated

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a desire to reach agreement on a consensual reorganization plan, due to time constraints, the
parties have not yet been able to engage in substantive discussions regarding the terms of a plan.
The Debtors remain committed, however, to continuing discussions with these parties and
pursuing a consensual agreement with representatives for current and future asbestos claimants
and the primary and excess insurers.
Cost Sharing Agreement with Truck
30.

In June 2015, the Debtors and Truck entered into a confidential cost

sharing agreement pursuant to which Truck agreed to reimburse the Debtors for a portion of the
costs incurred by them in connection with their efforts to permanently resolve their asbestos
liability, including the reasonable fees and expenses of professionals retained by the Debtors and
by representatives of the current and future asbestos claimants. Because the cost sharing
agreement terminates by its terms upon the filing of these cases, the Debtors and Truck have
recently been in discussions regarding an amended cost sharing agreement that, subject to the
approval of this Court, would cover costs and expenses of the Debtors' bankruptcy cases.
The Decision to File for Chapter 11 Reorganization
31.

Although insurance covers most of their asbestos-related costs, the

Debtors have concluded that the commencement of chapter 11 cases is necessary because of the
continuing costs, risks and administrative burdens associated with managing their asbestos
related litigation and certain legacy environmental liabilities. The Debtors seek to permanently
resolve their asbestos liabilities in a fair and equitable manner and further seek to discharge and
liquidate their legacy environmental liabilities. Resolution of these liabilities will eliminate the
ongoing costs and distraction of managing these decades-old liabilities, liquidate and discharge
or permanently resolve the deductible and environmental liabilities, and eliminate potential risks
of uninsured judgments (punitive damages for example) and insurer insolvencies. Accordingly,

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the Debtors intend to focus their efforts on negotiating, and ultimately obtaining approval of, a
plan of reorganization that would, among other things, (a) provide for the creation and funding of
a trust established under section 524(g) of the Bankruptcy Code to pay asbestos claims, (b)
permanently protect the Debtors and their affiliates from any further asbestos claims arising from
products manufactured and sold by the Debtors; and (c) discharge the Debtors' legacy
environmental liabilities.
Need for the Requested Relief
32.

The relief sought by these adversary proceedings extending and/or

applying the automatic stay to any Derivative Claim against the Protected Parties is necessary
to preserve the status quo and will enhance the Debtors' prospects of successfully establishing a
section 524(g) trust, protect the integrity of the automatic stay, and prevent prejudice to the
Debtors' estates.
33.

As entities that never manufactured or sold any of the Debtors' Asbestos

Products, the Protected Parties have no direct asbestos liability for such products. Any liability
for the Debtors' Asbestos Products would be entirely derivative of the Debtors' alleged liability.
Accordingly, where the Defendants seek to impose liability on the Protected Parties for the
Debtors' Asbestos Products, the Defendants must first establish the Debtors' liability. Thus, all
Derivative Claims against the Protected Parties are effectively claims against the Debtors.
34.

Given the fact that only the Debtors can be alleged to have direct liability

for the Debtors' Asbestos Products, any findings and judgments against the Protected Parties as a
result of the prosecution of the Derivative Claims could have a preclusive effect on the Debtors
in future litigation and in the bankruptcy under the doctrines of res judicata and collateral
estoppel. Additionally, and separate from the risks of collateral estoppel and res judicata,
litigation of the Derivative Claims creates the substantial risk that statements, testimony, and

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other evidence generated in those proceedings will be used to establish the Debtors' own liability,
either in the bankruptcy or future litigation. As a result of the foregoing and, notwithstanding the
automatic stay, the Debtors would have no option but to actively monitor, and in certain respects
participate in, litigation of the Derivative Claims to protect their interests. For instance,
personnel with knowledge regarding the Debtors' asbestos personal injury liability who are
assisting the Debtors in these cases may be called to attend depositions, review documents, serve
as witnesses or engage in other litigation-related tasks that would distract them from their work
on these cases. Allowing the Defendants to effectively make the Debtors de facto parties in
these lawsuits would thus distract the Debtors from their reorganization efforts and undermine
the purposes and spirit of section 524(g) and the automatic stay.
35.

In addition to the risks of res judicata, collateral estoppel and evidentiary

prejudice, judgments against the Non-Debtor Affiliates with respect to Derivative Claims will be
tantamount to judgments against the Debtors because the Debtors likely have common-law
obligations to indemnify the Non-Debtor Affiliates for liability for the Derivative Claims.
Ongoing litigation that would establish these indemnity obligations would effectively fix the
Debtors' liability for asbestos claims on a piecemeal basis, undermining section 524(g)'s goal of
channeling legitimate asbestos claims against the Debtors to a trust, which would then process
and pay them on a fair and equitable basis.
36.

By contrast, in the absence of litigation of the Derivative Claims against

the Protected Parties, the Debtors' prospects for a successful reorganization are high. The
Debtors have entered bankruptcy in good faith and in an effort to fairly and efficiently resolve
their asbestos liabilities through the establishment of a section 524(g) trust. The Debtors are
committed to continuing their efforts, which began prior to the filing of the bankruptcy cases, to

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obtain the creditor consent contemplated by section 524(g) of the Bankruptcy Code. The
likelihood that negotiations will be successful is especially high because of the safeguards in
section 524(g), which ensure that the trust will be set up and managed in a way that is in the best
interests of both the Debtors and the asbestos claimants.
37.

If the Debtors successfully negotiate a plan that implements a trust

pursuant to section 524(g) of the Bankruptcy Code, all Derivative Claims against the Protected
Parties would be channeled to that trust, and the Protected Parties would likely be entitled to the
benefits of the related channeling and discharge injunctions.
Nature of Relief Requested
38.

As a result of the automatic stay triggered by the commencement of the

Debtors' bankruptcy cases, and in the absence of an injunction or declaration that prohibits the
filing or continued prosecution of any Derivative Claim against the Protected Parties, the Debtors
believe that:

39.

a.

Any Defendants who have sued one or both of the Debtors and any
Protected Party in an asbestos lawsuit may attempt to proceed with
their litigation against the Protected Parties while severing the
Debtors from the cases;

b.

The Defendants who have sued only one or both of the Debtors,
and not the Protected Parties, may seek to amend the applicable
complaints to name the Protected Parties, and may dismiss their
claims against the Debtors; and

c.

Defendants John and Jane Does 1-1000 may commence Derivative

Claims against the Protected Parties, but not the Debtors.

To guard against the severe and irreparable harm that the Debtors would

suffer in the event that these potential actions against the Protected Parties are filed or otherwise
proceed during the Debtors' bankruptcy proceeding, the Debtors seek: (a) preliminary and
permanent injunctions prohibiting the Defendants from filing or continuing to prosecute any

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Derivative Claim against any Protected Party while the Debtors' bankruptcy cases remain
pending; (b) a declaration that, while the Debtors' bankruptcy cases remain pending, the filing or
continued prosecution of any Derivative Claim against any Protected Party constitutes a violation
of section 362's automatic stay; and (c) a temporary restraining order, issued without notice, that
prohibits the Defendants from filing or continuing to prosecute any Derivative Claim against any
Protected Party pending a hearing on the Debtors' requests for injunctive and declaratory relief.
Count I: Preliminary and Final Injunctive Relief,
Pursuant to Sections 105 and 362 of the Bankruptcy Code
40.

The Debtors incorporate by reference paragraphs 1 through 39 as if fully

set forth herein.

41.

Section 105(a) of the Bankruptcy Code authorizes and empowers this

Court to issue any orders that will further the purposes and goals of the Bankruptcy Code, assist
in the orderly and effective administration of the Debtors' bankruptcy cases, aid in the
preservation of the assets of the Debtors' estates, and aid in the formulation and confirmation of a
chapter 11 plan that maximizes recovery to all of the Debtors' creditors.
42.

Pursuant to sections 362 and 105(a) of the Bankruptcy Code, this Court

may enjoin creditor actions against third parties where necessary to prevent an adverse impact on
the Debtors' estates or to assure the orderly administration of the Debtors' chapter 11 estates and
proceedings.
43.

An injunction is appropriate to prohibit the Defendants from filing or

continuing to prosecute any Derivative Claim against the Protected Parties while the Debtors'
bankruptcy cases remain pending, and is necessary to protect and preserve the Debtors' ability to
reorganize in a timely and effective manner.

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The Debtors are likely to prevail on the merits of their complaint. The

injunctive relief sought by the Debtors is necessary to provide the Debtors an unobstructed
opportunity to negotiate a plan of reorganization acceptable to themselves and the Defendants.
45.

The Debtors' prospects for a successful reorganization are high. The

Debtors have entered bankruptcy in good faith and are fully committed to obtaining the required
consent to establish a section 524(g) trust. If the Debtors successfully negotiate a plan that
implements a trust pursuant to section 524(g) of the Bankruptcy Code, the Derivative Claims
would be channeled to that trust, and the Protected Parties would likely be entitled to the benefits
of the related channeling and discharge injunctions.
46.

Permitting the Defendants to file or continue to prosecute Derivative

Claims against the Protected Parties during the pendency of the Debtors' bankruptcy cases would
result in irreparable harm to the Debtors because: (a) findings and judgments as a result of the
prosecution of Derivative Claims against the Protected Parties might bind the Debtors under the
doctrines of res judicata and collateral estoppel; (b) statements, testimony, and other evidence
generated in proceedings with respect to the Derivative Claims against the Protected Parties
could be used to establish the Debtors' liability, either in the bankruptcy or in future litigation;
(c) the Debtors have at least common-law obligations to indemnify the Non-Debtor Affiliates for
all Derivative Claims; and (d) as a result of the foregoing, the Debtors would be forced to
actively monitor, and potentially participate in, the litigation of Derivative Claims against the
Protected Parties. For these reasons, the commencement or continuation of any Derivative
Claim against any Protected Party would irreparably harm the Debtors by depriving them of the
benefits of section 524(g), compromising the integrity of the automatic stay, and prejudicing the
Debtors' estates.

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The likelihood of irreparable harm to the Debtors and their creditors in the

absence of injunctive relief far outweighs any harm that the Defendants could plausibly suffer
due to an injunction. Any delay in obtaining recovery would be outweighed by the efficiency
and order of a global process, under the auspices of this Court, that will ultimately result in the
establishment of a trust under section 524(g) of the Bankruptcy Code that fairly compensates, in
equitable fashion, all claimants. As such, a section 524(g) trust is in both the Debtors' and the
Defendants' collective best interests. In contrast, permitting ongoing litigation against the
Protected Parties could prejudice the Defendants by creating a "race to the courthouse" and a risk
of unequal treatment.
48.

The injunctive relief requested herein will serve the public interest by

promoting compliance with the congressional purposes underlying the automatic stay and
furthering the Debtors' chances of successful reorganization by preserving the effectiveness of
the automatic stay and permitting, among other things, the Debtors to continue working toward
agreement on a consensual plan of reorganization without distraction. Granting the requested
relief will also prevent a race to the courthouse by those seeking to commence Derivative Claims
against the Protected Parties.
49.

Accordingly, an injunction barring the Defendants from commencing or

continuing any Derivative Claim against any Protected Party while the Debtors' bankruptcy cases
remain pending is appropriate and essential to the orderly and effective administration of the
Debtors' estates, and good cause exists for the entry of injunctive relief pursuant to
sections 105(a) and 362(a) of the Bankruptcy Code and Bankruptcy Rule 7065.
WHEREFORE, the Debtors respectfully request that this Court: (i) after notice
and a hearing, issue a preliminary injunction and, in due course, issue a permanent injunction

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prohibiting the filing or continued prosecution of Derivative Claims against the Protected Parties
while the Debtors' bankruptcy cases remain pending, pursuant to sections 105 and 362 of the
Bankruptcy Code; and (ii) grant such other and further relief as the Court may deem proper.
Count II: Declaratory Relief Pursuant to Section 362 of the Bankruptcy Code
50.

The Debtors incorporate by reference paragraphs 1 through 49 as if fully

set forth herein.

51.

Upon the filing of a bankruptcy petition, section 362(a) of the Bankruptcy

Code operates automatically to stay, among other actions, "the commencement or continuation
. . . of a . . . proceeding against the debtor . . . or to recover a claim against the debtor."
11 U.S.C. 362(a)(1).
52.

Application or extension of the automatic stay to the commencement or

continuation of the Derivative Claims against the Protected Parties while the Debtors' bankruptcy
cases remain pending is warranted because the Derivative Claims are inextricably intertwined
with the pursuit of asbestos personal injury claims against the Debtors, and hence constitute
actions that are "against the debtor" or that seek "to recover a claim against the debtor" within the
meaning of section 362(a)(1) of the Bankruptcy Code. The entangled nature of asbestos personal
injury claims against the Debtors and the Derivative Claims against the Protected Parties also
makes the Debtors real-party defendants in any Derivative Claim against the Protected Parties, a
circumstance that likewise warrants application or extension of the automatic stay.
WHEREFORE, the Debtors respectfully request that this Court: (i) after notice
and a hearing, enter an order and judgment declaring that the filing or continued prosecution of
Derivative Claims against Protected Parties while the Debtors' bankruptcy cases remain pending
violates the automatic stay imposed by section 362(a)(1) of the Bankruptcy Code; and (ii) grant
such other and further relief as the Court may deem proper.

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Count III: Application for Temporary Restraining Order

53.

The Debtors incorporate by reference paragraphs 1 through 52 as if fully

set forth herein.

54.

To preserve the effectiveness of the automatic stay prior to the Court's

hearing on the Debtors' request for declaratory and injunctive relief, and to prevent the foregoing
harmful effects upon the Debtors' reorganization, the Debtors request that, without notice, the
Court issue a temporary restraining order prohibiting and enjoining the Defendants from filing or
continuing to prosecute Derivative Claims against the Protected Parties until this Court has
issued a ruling on the Debtors' request for declaratory and/or injunctive relief.
55.

The issuance of a temporary restraining order is warranted for the reasons

already set forth herein and as more fully set forth in the Motion filed contemporaneously
herewith.
WHEREFORE, the Debtors respectfully request that this Court enter an order:
(i) prohibiting the Defendants from filing or continuing to prosecute any Derivative Claim
against the Protected Parties until the Court decides whether to grant the Debtors' request for an
injunction or declaratory relief; and (ii) granting such other and further relief as the Court may
deem just and proper.

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Respectfully submitted,
/s/ John R. Miller, Jr.
C. Richard Rayburn, Jr. (NC 6357)
John R. Miller, Jr. (NC 28689)
RAYBURN COOPER & DURHAM, P.A.
1200 Carillon
227 West Trade Street
Charlotte, North Carolina 28202
Telephone: (704) 334-0891
Facsimile: (704) 377-1897
E-mail: rrayburn@rcdlaw.net
jmiller@rcdlaw.net
-andGregory M. Gordon (TX 08435300)
Dan B. Prieto (TX 24048744)
Amanda M. Suzuki (TX 24079422)
JONES DAY
2727 N. Harwood Street
Dallas, Texas 75201
Telephone: (214) 220-3939
Facsimile: (214) 969-5100
E-mail: gmgordon@jonesday.com
dbprieto@jonesday.com
asuzuki@jonesday.com
PROPOSED ATTORNEYS FOR DEBTORS

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Appendix A Page 1 of 407

APPENDIX A

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Case 16-31602
Claimant Last Name
Adkins
Bloemers
Burkhart
Catalano
Caudill
Cummings
Gailey
Gatewood
Groomes
Heavener
Herchuck
Heyde
Huffman
Juka
Kinney
Mota
Novak
Parnell
Patten
Paul
Perez
Price
Quinn
Setzer
Small
Thomas
Volkenand
Curby
Alvarez
Baird Sr.
Basl
Becerra
Bernal
Box
Breeden
Brindle Jr.
Bryant
Bucher
Bullock
Cabaniss
Cain
Carroll
Carroll Jr.
Cassa
Conner
Cope
Crockett
Cullins
Dykes
Eckhout
Elmblad
Everett
Flabiano
Fleming
Ford
Fox
Franklin
Frantz
Frazier
Froehle
Geoffroy
Glaze
Greener
Gue
Guerra
Gurley
Hafertepe
Hathaway
Henderson

Doc 16-1 Filed 09/30/16 Entered 09/30/16 23:27:55

Appendix A Page 2 of 407

Claimant First Name

Albert
Barbara
Robert
Phillip
Billy
Harvey
Jerry
Esther
Willie Sr.
Charles
John
John
Bud
Robert
Delores
Reyes
Walter
Rolan
William
Charles
Bobby
Roy
Jimmie
Donald
Charles
Marion
Robert
John
Ricardo
Billy
Charles
Domingo
Francisco
Glenn
Lloyd
James
James
Vernon
Hope
Donald
William
Arthur
Arthur
Jeanette
Charles
Ruth
Jeff
Larry
Edward
Gifford
Brian
Walter
Luighi
Joan
I
Odell
Joyce
Roy
Roy
Thomas
Robert
Robert
Herman
Donald
Anthony
Doyle
Charles
Arthur
John

State Filed
TX
TX
TX
TX
TX
TX
TX
TX
PA
TX
TX
TX
TX
TX
TX
TX
TX
TX
WV
TX
TX
TX
TX
TX
TX
TX
TX
FL
TX
TX
TX
TX
TX
TX
CA
TX
TX
TX
TX
TX
TX
LA
TX
TX
TX
TX
TX
TX
OH
TX
TX
LA
LA
LA
TX
TX
GA
TX
LA
OH
TX
TX
TX
OH
TX
TX
TX
TX
OH

Docket Number
200960771
200924546
200961241
DC0907018D
DC0810295
08CV0949
201070119
200853696
GD10015058
200964383
200914399
DC11005171
200960770
201115442
200960715
0712044
201071658
08CV0921
09C64
200964178
08CV0955
DC0810220
200963738
DC0905054
DC-09-3332
06CV1354
200980723
502006CA006759
200370170
A174118
A031159C
20045118
20058352
0412534M
CV03515599
22820BH03
CC0312499B
22820BH03
CC0314666B
2004CI01134
200543082
C516013
22820BH03
0405358E
200503993
050342G
0302922000F
200454772
CV03517530
201165695ASB1
A031225C
520132
44892C
104899
200543792
A031228C
STCV0501506
2005CI07723
537977
CV03503921
200361181
0500988L
34220749604
CV04531011
05CV0604
06720077403
DC1203559E
29179
CV03517471

Desc

Primary Plaintiff Counsel

Aaron J Deluca
Aaron J Deluca
Aaron J Deluca
Aaron J Deluca
Aaron J Deluca
Aaron J Deluca
Aaron J Deluca
Aaron J Deluca
Aaron J Deluca
Aaron J Deluca
Aaron J Deluca
Aaron J Deluca
Aaron J Deluca
Aaron J Deluca
Aaron J Deluca
Aaron J Deluca
Aaron J Deluca
Aaron J Deluca
Aaron J Deluca
Aaron J Deluca
Aaron J Deluca
Aaron J Deluca
Aaron J Deluca
Aaron J Deluca
Aaron J Deluca
Aaron J Deluca
Aaron J Deluca
Barnhart & Shipley
Baron & Budd P.C.
Baron & Budd P.C.
Baron & Budd P.C.
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Baron & Budd P.C.
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Baron & Budd P.C.
Baron & Budd P.C.
Baron & Budd P.C.
Baron & Budd P.C.
Baron & Budd P.C.
Baron & Budd P.C.
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Baron & Budd P.C.
Baron & Budd P.C.
Baron & Budd P.C.
Baron & Budd P.C.
Baron & Budd P.C.
Baron & Budd P.C.
Baron & Budd P.C.
Baron & Budd P.C.
Baron & Budd P.C.
Baron & Budd P.C.
Baron & Budd P.C.
Baron & Budd P.C.
Baron & Budd P.C.
Baron & Budd P.C.
Baron & Budd P.C.

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