Arthur v. Sharon Steel Corp. (In re Sharon Steel Corp.)

206 B.R. 776, 1997 Bankr. LEXIS 308, 30 Bankr. Ct. Dec. (CRR) 727
CourtUnited States Bankruptcy Court, W.D. Pennsylvania
DecidedMarch 26, 1997
DocketBankruptcy Nos. 92-10958, 92-10959 and 92-10961; Motion No. PRB-5
StatusPublished

This text of 206 B.R. 776 (Arthur v. Sharon Steel Corp. (In re Sharon Steel Corp.)) is published on Counsel Stack Legal Research, covering United States Bankruptcy Court, W.D. Pennsylvania primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.

Bluebook
Arthur v. Sharon Steel Corp. (In re Sharon Steel Corp.), 206 B.R. 776, 1997 Bankr. LEXIS 308, 30 Bankr. Ct. Dec. (CRR) 727 (Pa. 1997).

Opinion

OPINION1

WARREN W. BENTZ, Bankruptcy Judge.

Introduction

On November 30, 1992 (“Petition Date”), Sharon Steel Corporation (“Debtor”) filed its voluntary Petition for relief under Chapter 11 of the Bankruptcy Code. Citibank, N.A. for itself and as Agent for Lenders (“Citibank”) holds a security interest in substantially all of the Debtor’s assets. As of the Petition Date, Citibank was owed approximately $77,000,000. Citibank’s claim has been reduced over the course of the bankruptcy, but has not yet been paid in full. The Movants served as employees of the Debtor during the postpetition period until the Debtor’s main facility was sold to Caparo Steel Company (“Caparo”) on or about November 30, 1994. During the postpetition period, the.Movants were paid all of their wages, holiday pay, vacation pay and, in one instance, paid maternity leave. Other benefits such as severance pay, health, prescription, dental, vision, and life insurance (collectively, the “Fringe Benefits”) were not paid. Movants seek payment of the postpetition Fringe Benefits as an administrative expense from the Debtor’s estate and as a § 506(c)2 claim against Citibank. The Debtor, Citibank, and the Official Committee of Unsecured Creditors (“Committee”) oppose the relief requested. An evidentiary hearing was conducted over a period of two days and the matter is now ripe for decision.

[778]*778 General Background

Prior to the Petition Date, Citibank had curtailed the amount of its advances to the Debtor. Debtor had ceased operation of its steel-making facilities. Health benefits had been terminated for non-payment of premiums. Shortly after its bankruptcy filing, Debtor sought the use of Citibank’s cash collateral to restart operations. An initial hearing was held on December 2, 1992. The hearing was followed by an Order dated December 7, 1992 which authorized the Debtor to make certain specific expenditures from Citibank’s cash collateral including:

(c) a disbursement to Mutual of Omaha Insurance Company and other health benefit administrators in the amount of $50,-000 as the start-up and administration cost for processing retiree and active health benefit claims;
(d) a disbursement to Greenwood Pharmacy or its successor of an additional $25,000 for the Debtors’ prescription drug program;
(e) a disbursement to Metropolitan Life Insurance Company to maintain life insurance coverage for active employees and retirees;
(f) disbursements for wages to engage plant guards, firewatch personnel, and other necessary office personnel and staff, and related wage taxes and costs for the post-petition work and related expenses ...

In the same Order, Citibank was provided adequate protection:

4. As adequate protection pursuant to Sections 363 and 361 of the United States Bankruptcy Code, the prepetition liens of Citibank, N.A. as agent for the bank lenders shall continue postpetition and the prepetition liens of Citibank, N.A. as agent for the bank lenders shall continue in property acquired by the estates or the Debtors after the commencement of the cases.

Following two days of testimony on December 8-9,1992, the Court declined to allow the Debtor the full use of Citibank’s cash collateral:

My temporary conclusion, as I’m required to make under the code, is that we stay the way we are. The outstanding Order will be continued. I will not make an Order for — at this time for the — on a temporary basis for the company to reopen and recommence operations. That doesn’t mean that I won’t do it on a permanent basis, if we have further hearings or after I consider the evidence further.
But as this juncture my Order will be that the existing Order will stay in effect. Which simply means that the utilities will be paid and certain employees will be there and the guards will be there and the plant will be protected.

A final hearing on the Debtors’ request to use Citibank’s cash collateral was held on April 6, 7 and 8, 1993. On April 23, 1993, an Order was entered which denied the Debtors’ request to use cash collateral and further provides that “[t]he Debtor shall cooperate with the secured Lenders and limit expenditures to those the secured Lenders deem necessary to protect the Debtors’ assets.”

The Debtor has been in the process of liquidating its assets since that time.

Positions of the Parties

A Movants

Movants assert that although they received their postpetition salaries, holiday pay and vacation pay, they did not receive the promised Fringe Benefits which were set forth as part of the Debtors’ prepetition policies. The Movants assert that the Fringe Benefits were incidental to their employment and that management represented they would continue postpetition. The Movants further assert that their service was necessary to the preservation and disposition of Citibank’s collateral and that the services provided a direct benefit to Citibank.

B. Debtor/Committee

The Debtor asserts that the Fringe Benefits were not a term and condition of the Movants’ postpetition employment. The Debtor posits that the various medical benefits were terminated prepetition and that there was no promise that they would be [779]*779restored. Similarly, the life insurance policy was terminated shortly after the Petition Date and payroll deductions for life insurance premiums ceased in January, 1993. Therefore, Debtor asserts that the Movants voluntarily chose to continue their employment without such benefits and that their claim must be refused both as an administrative claim under § 503 and as a § 506(c) claim.

The Debtor asserts that there is no evidence that a severance policy was in existence prepetition and that no promise was made to pay severance postpetition; that if a severance policy existed, it was not paid when an employee left for other employment; that the Movants left for other employment and are not eligible for severance. The Debtor further asserts that if the Movants are entitled to severance pay, they have -incorrectly calculated the amounts. The Committee asserts that the Movants’ claims must be apportioned between pre- and postpetition claims.

Finally, Debtor has asserted that the Movants lack standing to assert a § 506(c) claim and that the services provided by Movants did not provide the necessary benefit to qualify for § 506(c) treatment.

C. Citibank

Citibank asserts that the Movants’ Fringe Benefits were canceled prepetition and if they were not canceled prepetition, the amount must be apportioned between prepetition and postpetition claims. Citibank further asserts that the Movants’ claims are not entitled to § 506(c) treatment because there was no direct benefit beyond the wages paid to the Movants and Citibank did not consent to the payment of Fringe Benefits. Finally, Citibank asserts that any allowed § 506(c) claim must be paid from the § 506(c) fund established by this Court’s Order of February 15, 1995 and that any § 506(c) payment may not reduce Citibank’s claims and must be deemed to have come from that part of the Debtor’s estates which constitutes surplus in excess of Citibank’s claims.

Facts

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Bluebook (online)
206 B.R. 776, 1997 Bankr. LEXIS 308, 30 Bankr. Ct. Dec. (CRR) 727, Counsel Stack Legal Research, https://law.counselstack.com/opinion/arthur-v-sharon-steel-corp-in-re-sharon-steel-corp-pawb-1997.