IN THE UNITED STATES BANKRUPTCY COURT                            FOR THE DISTRICT OF DELAWAREIn re:                       ...
21, 2012, and publically filed contemporaneously herewith in a redacted form. In support of theMotion, the Alleged Debtors...
4.   Bankruptcy Rule 9018 defines the procedures by which a party may movefor relief under section 107(b), providing that ...
7.    The Alleged Debtors submit that the unredacted version of the Responsecontains sensitive information of a commercial...
WHEREFORE, the Alleged Debtors respectfully request that, pursuant to 11U.S.C. § 107(b)(l), Fed. R. Bankr. P. 9018 and Del...
Exhibit ARLF1 6045972v.1
IN THE UNITED STATES BANKRUPTCY COURT                            FOR THE DISTRICT OF DELAWAREIn re:                       ...
sufficient under the circumstances; and the Court having determined that the legal and factualbases set forth in the Motio...
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  1. 1. IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWAREIn re: Chapter 11ALLIED SYSTEMS HOLDINGS, INC., Case No. 12-11564 (CSS) Alleged Debtor. Re: Docket No. 28In re: Chapter 11ALLIED SYSTEMS, LTD. (L.P.), Case No. 12-11565 (CSS) Alleged Debtor. Re: Docket No. 28 Hearing Date: TBD Objection Deadline: TBD ALLEGED DEBTORS’ MOTION TO FILE UNREDACTED VERSION OF ALLEGED DEBTORS’ RESPONSE TO PETITIONING CREDITORS’ MOTION PURSUANT TO DEL. BANKR. L.R. 9006-1(E) FOR AN ORDER SHORTENING TIME FOR NOTICE OF THE HEARING TO CONSIDER THE EXPEDITED MOTION OF PETITIONING CREDITORS FOR THE APPOINTMENT OF A TRUSTEE PURSUANT TO 11 U.S.C. §§ 105(A), 1104(A)(1) AND 1104(A)(2) UNDER SEAL The above-captioned alleged debtors (collectively, the "Alleged Debtors") hereby submit this motion (the "Motion") for entry of an order pursuant to section 107(b)(1) of title 11 of the United States Code, 11 U.S.C. §§ 101-1533 (the "Bankruptcy Code"), Rule 9018 of the Federal Rules of Bankruptcy Procedure (the "Bankruptcy Rules") and Rule 9108-1(b) of the Local Rules of Bankruptcy Practice and Procedure of the United States Bankruptcy Court for the District of Delaware (the "Local Rules") protecting the Alleged Debtors interest in sensitive commercial information contained in the Alleged Debtors’ Response to Petitioning Creditors’ Motion Pursuant to Del. Bankr. L.R. 9006-1(e) for an Order Shortening Time for Notice of the Hearing to Consider the Expedited Motion of Petitioning Creditors for the Appointment of a Trustee Pursuant to 11 U.S.C. §§ 105(a), 1104(a)(1) and 1104(a)(2) [Docket No. 28 in Case No. 12-11564 (CSS) and Docket No. 28 in Case No. 12-11565 (CSS)] (the "Response"), dated May RLF1 6045972v.1
  2. 2. 21, 2012, and publically filed contemporaneously herewith in a redacted form. In support of theMotion, the Alleged Debtors respectfully state as follows: Background 1. On May 17, 2012 (the “Petition Date”), BDCM Opportunity Fund II, LP,Black Diamond CLO 2005-1 Adviser, L.L.C, and Spectrum Investment Partners LP(collectively, the “Petitioning Creditors”) filed involuntary chapter 11 petitions against theAlleged Debtors. The circumstances and the Petitioning Creditors motives leading to the filingof these petitions are set forth in detail in the Response and are fully incorporated as if set forthherein.1 Legal Basis for Relief Requested 2. By this Motion, the Alleged Debtors request that the Court enter an orderauthorizing and directing that an unredacted version of the Response be filed under seal and notmade available to any party other than the Office of the United States Trustee for the District ofDelaware and the Petitioning Creditors (collectively, the "Receiving Parties") on a confidentialbasis.2 Basis for Relief 3. Section 107(b) of the Bankruptcy Code provides, in relevant part, asfollows: On request of a party in interest, the bankruptcy court shall . . . (1) protect an entity with respect to a trade secret or confidential research, development, or commercial information . . . .1 Capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Response.2 An undredacted version of the Response will also be provided to the Court for its review in accordance with Local Rule 9018-1(b).RLF1 6045972v.1 2
  3. 3. 4. Bankruptcy Rule 9018 defines the procedures by which a party may movefor relief under section 107(b), providing that "[o]n motion or on its own initiative, with orwithout notice, the court may make any order which justice requires (1) to protect the estate orany entity in respect of a trade secret or other confidential research, development, or commercialinformation [or] (2) to protect any entity against scandalous or defamatory matter contained inany paper filed in a case under the Code . . . ." Fed. R. Bankr. P. 9018. Confidential informationneed not rise to the level of a trade secret to merit protection under section 107(b). See VideoSoftware Dealers Assoc. v. Orion Pictures Corp. (In re Orion Pictures Corp.), 21 F.3d 24, 27 (2dCir. 1994) (commercial information defined as "information which would cause an unfairadvantage to competitors by providing them information as to the commercial operations of thedebtor"). 5. Once a court determines that the information in question falls within oneof the categories enumerated in section 107(b) of the Bankruptcy Code, "the court is required toprotect a requesting interested party and has no discretion to deny the application." Id. TheCourt has broad authority to issue such an order under Bankruptcy Rule 9018. See In re GlobalCrossing Ltd., 295 B.R. 720, 724 (Bankr. S.D.N.Y. 2003) ("When the requirements of Rule 9018are satisfied, the authority to issue the resulting order is broad – any order which justicerequires. The Court notes that the authority goes not just to the protection of confidentialdocuments, but to other confidentiality restrictions that are warranted in the interests of justice."). 6. In addition, under section 105(a) of the Bankruptcy Code, the Court may"issue any order, process, or judgment that is necessary or appropriate to carry out theprovisions" of the Bankruptcy Code.RLF1 6045972v.1 3
  4. 4. 7. The Alleged Debtors submit that the unredacted version of the Responsecontains sensitive information of a commercial nature and should not be subject to disclosure tothe general public. Specifically, the unredacted version of the Response contains confidentialinformation regarding the Alleged Debtors’ financial condition and their pursuit of certainrestructuring options that, if disclosed, could threaten on-going negotiations and harm theAlleged Debtors’ business operations. Thus, the Alleged Debtors believe that the unredactedversion of the Response should be filed under seal, not be made public, and be available only toReceiving Parties and the Court on a confidential basis. 8. Further, as stated above, the Alleged Debtors have publically filed aredacted version of the Response contemporaneously with this Motion. Only the sensitivecommercial information contained therein has been redacted. Accordingly, the Alleged Debtorssubmit that the redacted version of the Response contains sufficient information -- even withoutthe specific information contained in the unredacted version of the Response -- to permit otherinterested parties, if any, a full and fair opportunity to consider the merits of the Response and toformulate and file replies thereto. 9. Accordingly, the Alleged Debtors respectfully submit that the filing of theunredacted version of the Response under seal is necessary and appropriate in thesecircumstances. Notice 10. Notice of this Motion shall be provided to: (i) the Office of the UnitedStates Trustee for the District of Delaware; and (ii) the Petitioning Creditors. The AllegedDebtors respectfully submit that no further notice of this Motion is required.RLF1 6045972v.1 4
  5. 5. WHEREFORE, the Alleged Debtors respectfully request that, pursuant to 11U.S.C. § 107(b)(l), Fed. R. Bankr. P. 9018 and Del. Bankr. L.R. 9018-1(b), the Court enter anorder, substantially in the form attached hereto as Exhibit A, (i) authorizing the Alleged Debtorsto file an umedacted version of the Response under seal; (ii) directing the Receiving Parties tomaintain the strict confidentiality of the umedacted version of the Response; and (iii) grantingthe Alleged Debtors such other and further relief as is just and proper.Dated: May 21, 2012 Wilmington, Delaware Respectfully submitted, Mark D. ollins (No. 981) Christo her M. Samis (No. 4909) RICHARDS, LAYTON & FINGER, P.A. One Rodney Square 920 North King Street Wilmington, Delaware 19801 Telephone: (302) 651-7700 Facsimile: (302) 651-7701 E-mail: collins@rlf.com E-mail: samis@rlf.com -and- Jeffrey W. Kelley (GA Bar No. 412296) Ezra H. Cohen (GA Bar No. 173800) TROUTMANSANDERSLLP Bank of America Plaza 600 Peachtree Street, Suite 5200 Atlanta, Georgia 30308-2216 Telephone No.: (404) 885-3000 Facsimile No.: (404) 885-3900 E-Mail: jeffrey .kelley@troutmansanders. com E-Mail: ezra.cohen@troutmansanders.com Counsel for Alleged DebtorsRLF1 6045972v. 1 5
  6. 6. Exhibit ARLF1 6045972v.1
  7. 7. IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWAREIn re: Chapter 11ALLIED SYSTEMS HOLDINGS, INC., Case No. 12-11564 (CSS) Alleged Debtor. Re: Docket Nos. ___ and ___In re: Chapter 11ALLIED SYSTEMS, LTD. (L.P.), Case No. 12-11565 (CSS) Alleged Debtor. Re: Docket Nos. ___ and ___ ORDER GRANTING ALLEGED DEBTORS’ MOTION TO FILE AN UNREDACTED VERSION OF ALLEGED DEBTORS’ RESPONSE TO PETITIONING CREDITORS’ MOTION PURSUANT TO DEL. BANKR. L.R. 9006-1(E) FOR AN ORDER SHORTENING TIME FOR NOTICE OF THE HEARING TO CONSIDER THE EXPEDITED MOTION OF PETITIONING CREDITORS FOR THE APPOINTMENT OF A TRUSTEE PURSUANT TO 11 U.S.C. §§ 105(A), 1104(A)(1) AND 1104(A)(2) UNDER SEAL The Court having considered the Alleged Debtors’ Motion to File an Unredacted Version of Alleged Debtors’ Response to Petitioning Creditors’ Motion Pursuant to Del. Bankr. L.R. 9006-1(e) for an Order Shortening Time for Notice of the Hearing to Consider the Expedited Motion of Petitioning Creditors for the Appointment of a Trustee Pursuant to 11 U.S.C. §§ 105(a), 1104(a)(1) and 1104(a)(2) Under Seal (the “Motion"); 1 the Court having reviewed the Motion and having heard the statements of counsel regarding the relief requested in the Motion at a hearing before the Court (the "Hearing"); the Court having found that (i) the Court has jurisdiction over this matter pursuant to 28 U.S.C. §§ 157 and 1334, (ii) this is a core proceeding pursuant to 28 U.S.C. § 157(b)(2), and (iii) notice of the Motion and the Hearing was 1 Capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Motion. RLF1 6045972v.1
  8. 8. sufficient under the circumstances; and the Court having determined that the legal and factualbases set forth in the Motion and at the Hearing establish just cause for the relief granted herein; IT IS HEREBY ORDERED THAT: 1. The Motion is granted. 2. The Alleged Debtors may file the undredacted version of the Responseunder seal. 3. The Clerk of the Court shall segregate and maintain the unredactedversion of the Response under seal pursuant to the procedures set forth in Local Rule 9018-1(b)until further order of this Court. 4. The foregoing notwithstanding, access to the unredacted version of theResponse shall be provided only to the Receiving Parties, each of which shall maintain theconfidentiality of the undredacted version of the Response and its contents. 5. The Alleged Debtors are authorized to take all actions necessary toeffectuate the relief granted pursuant to this Order in accordance with the Motion, including,without limitation, requiring any party requesting additional information about the unredactedversion of the Response to submit to confidentiality agreements with the Alleged Debtors, who,in their sole discretion, shall determine whether to provide such additional information. 6. This Court retains jurisdiction to interpret and enforce this Order.Dated: May _____, 2012 __________________________________________ Wilmington, Delaware THE HONORABLE CHRISTOPHER S. SONTCHI UNITED STATES BANKRUPTCY JUDGERLF1 6045972v.1 2

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