In re Hous. Reg'l Sports Network, L.P.

593 B.R. 461
CourtUnited States Bankruptcy Court, S.D. Texas
DecidedNovember 2, 2018
DocketCASE NO: 13-35998
StatusPublished
Cited by1 cases

This text of 593 B.R. 461 (In re Hous. Reg'l Sports Network, L.P.) is published on Counsel Stack Legal Research, covering United States Bankruptcy Court, S.D. Texas primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.

Bluebook
In re Hous. Reg'l Sports Network, L.P., 593 B.R. 461 (Tex. 2018).

Opinion

Marvin Isgur, UNITED STATES BANKRUPTCY JUDGE

*462At issue is whether this Court may, must, or may not reopen the evidentiary record on remand. Houston SportsNet Finance, LLC ("Comcast Lender") argues that the Court may but should refrain from reopening the evidentiary record on remand, because doing so would amount to legal error. Comcast posits that the Court's sole task on remand is a mathematical exercise from which the Court can use previously introduced evidence, obviating the need for further evidence. Houston Sports Regional Network, L.P argues that the Fifth Circuit's mandate requires a reopening of the record in order to properly re-valuate the collateral at issue-Comcast's Affiliation Agreement-in light of the proposed Plan of Reorganization required under 11 U.S.C. § 506(a).

The Court finds that it has the discretion to reopen the evidentiary record on remand. The record will be reopened.

Background 1

In October 2012, Comcast and two of Houston's professional sports teams-the Astros and the Rockets ("the Teams")-formed the Houston Regional Sports Network ("the Network") to produce telecasts of the Teams' games and related content for broadcast in the Houston metropolitan area. (ECF No. 1040 at 3). As part of its formation, "[t]he Network entered into media-rights agreements with each of the Teams, pursuant to which the Network was granted exclusive rights to broadcast games in exchange for fees" through the year 2032. In re Houston Reg'l Sports Network, L.P. , 886 F.3d 523, 526 (5th Cir. 2018) ; (ECF No. 1040 at 3; ECF. No. 1041 at 3). "The Network also entered into an Affiliation Agreement with Comcast Cable Communications, LLC, pursuant to which Comcast would carry the Network on its cable systems through 2032, in exchange for a monthly fee based on the number of Comcast subscribers." In re Houston Reg'l Sports Network, L.P. , 886 F.3d at 526.

In 2010, a Comcast affiliate, Comcast Lender, entered into an agreement with the Network, under which it provided a $100 million loan to the Network, "secured by a lien on substantially all of the Network's tangible and intangible assets, including the Agreement but not the Teams' media rights." Id. ; (ECF No. 1041 at 4). The valuation of the Agreement is the crux of the issue before the Court.

According to the Network, "[w]hile the Affiliation Agreement generated some revenue ... it was not nearly enough to pay the amounts owed by the Network to the Teams to license their media rights, let alone cover the Network's operations." (ECF No. 1040 at 4). Consequently, "[b]y July 2013, the Network was unable to pay the media rights fees owed to the Astros and defaulted under the terms of the Astros' media rights agreement." (ECF No. 1040 at 4). Thereafter, the "Astros sent a notice of default to the Network, stating that if the Network did not cure the default by September 29, the Astros would *463have the right to terminate its agreement with the Network." In re Houston Reg'l Sports Network, L.P. , 886 F.3d at 526.

On September 27, 2013, various Comcast entities filed an involuntary Chapter 11 petition against the Network. Id. The Astros filed a motion to dismiss the petition, which the Court denied. Id. Meanwhile, "Comcast and the Teams began negotiations for Comcast to purchase the network out of bankruptcy, but no agreement was reached." Id. Instead, the Teams entered into an agreement with AT & T and DirecTV in June 2014, which was incorporated into the Network's proposed Plan of Reorganization, under which AT & T and DirecTV would acquire the reorganized Network's equity "and enter into separate agreements to pay the Network for the right to broadcast the Network's content." Id. ; (ECF No. 1040 at 5; ECF No. 1041 at 5).

On October 30, 2014, the Court confirmed the Network's Third Amended Plan of Reorganization. (See ECF No. 778; see also ECF No. 772). Under the Plan, "the Teams agreed to waive their rights to approximately $107 million in media-rights fees owed by the Network that had accrued during the bankruptcy." In re Houston Reg'l Sports Network, L.P. , 886 F.3d at 526.

Before the Plan was confirmed, however, Comcast Lender elected to apply 11 U.S.C. § 1111(b) to its $100 million claim.2 (See ECF No. 569). The § 1111(b) election entitled Comcast to receive payments with a face value equal to the amount of its claim, the present value of which must at least equal the value of the collateral. 11 U.S.C. § 1129(b)(2)(A)(i)(II). In other words, Comcast sought to have its claim treated as fully secured and paid in full. The Network contested this election.

Under the Network's Plan, Comcast Lender's tangible collateral-cash, accounts receivable, furniture, fixtures, and equipment-was to be abandoned or sold. (ECF No. 1041 at 6). The parties stipulated that the value of the tangible collateral was $26.2 million. In re Houston Reg'l Sports Network, L.P. , 886 F.3d at 527. Comcast Lender's intangible collateral-the Comcast Affiliation Agreement-would remain with the Network. (ECF No. 1041 at 6). The Network, however, argued that Comcast could not make an § 1111(b) election because its intangible collateral, the Agreement, was of "inconsequential value." (ECF No. 1040 at 7). The Court agreed.

To value the Affiliation Agreement, the Court used a discounted cash flow analysis-the method proposed by both parties' experts. (ECF No. 715 at 82).

Free access — add to your briefcase to read the full text and ask questions with AI

Related

In re Hous. Reg'l Sports Network, L.P.
603 B.R. 804 (S.D. Texas, 2019)

Cite This Page — Counsel Stack

Bluebook (online)
593 B.R. 461, Counsel Stack Legal Research, https://law.counselstack.com/opinion/in-re-hous-regl-sports-network-lp-txsb-2018.