In re Wetdog, LLC

518 B.R. 126, 2014 Bankr. LEXIS 3788, 2014 WL 4402831
CourtUnited States Bankruptcy Court, S.D. Georgia
DecidedSeptember 5, 2014
DocketNo. 13-40601-EJC
StatusPublished
Cited by1 cases

This text of 518 B.R. 126 (In re Wetdog, LLC) is published on Counsel Stack Legal Research, covering United States Bankruptcy Court, S.D. Georgia primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.

Bluebook
In re Wetdog, LLC, 518 B.R. 126, 2014 Bankr. LEXIS 3788, 2014 WL 4402831 (Ga. 2014).

Opinion

OPINION

EDWARD J. COLEMAN, III, Bankruptcy Judge.

Since 2006, a husband and wife team have owned and operated a premier bed and breakfast located in the heart of Savannah’s historic district, the Foley House Inn, through an entity named Wetdog, LLC {“Wetdog” or “Debtor”). After the 2008 recession led to a sharp decline in revenue and consequently a default on its secured obligations. Wetdog filed for bankruptcy protection to stop a pending foreclosure sale of its real estate. The Debtor now seeks confirmation of its reorganization plan over the objections of Belle Resources. Ltd. {“Belle”) who holds a first-lien position on its real estate. Despite being oversecured by nearly $1 million, Belle objects primarily to the feasibility of the Debtor’s plan, claiming that cash flows will be insufficient to eover necessary repairs and other expenses. Because the Court finds that the plan is feasible under § 1129(a)(ll) of the Bankruptcy Code and the other confirmation requirements are met, the Court will confirm the Debtor’s plan.

[128]*128Before the Court is the Debtor’s Second Amended Chapter 11 Plan Proposed January 27, 2014 {“Plan”) (dckt. 102) as amended on March 18, 2014 (dckt. 138) and Belle’s Objection to Confirmation of Second Amended Plan of Reorganization (dckt. 122). Belle objects to confirmation on the grounds that the Plan is not feasible under § 1129(a)(ll) and violates the absolute priority rule. The Court held contested confirmation hearings on February 26, 2014 and April 2, 2014.

I. JURISDICTION

This Court has jurisdiction pursuant to the following sources: sections 151. 157(a). and 1334(b) of Title 28 of the United States Code and the United States District Court for the Southern District of Georgia’s Order dated July 13, 1984, which refers all cases under Title 11 of the United Slates Code to the bankruptcy judges in the district. This is a core proceeding as defined in 28 U.S.C. § 157(b)(2)(L). Furthermore, venue is proper. See 28 U.S.C. §§ 1408-1409. In accordance with Rule 7052 of the Federal Rules of Bankruptcy Procedure, I make the following Findings of Fact and Conclusions of Law.

II. FINDINGS OF FACT

At the February 26, 2014 and April 2, 2014 hearings, several witnesses testified and numerous exhibits were entered into evidence. The following facts were either proven or are the proper subject of judicial notice.1

A. Introduction

Grant and Allisen Rogers were pursuing separate careers in New York City when they decided to start a business by purchasing a bed and breakfast located in Borrego Springs, California in 2001. (Pre-Trial Stipulation, dckt. 126, at 1.) The Rogers acquired and operated the inn through their newly formed California limited liability company. Wetdog, LLC, (Id.) The Rogers own all of the membership interests in Wetdog.

The Rogers’ California investment proved successful. As a result, they were able to sell the inn for a substantial profit in 2006. (Id.) To postpone paying taxes on a capital gain of approximately $1 million, the Rogers, acting through Wetdog, acquired the Foley House Inn (“Foley House ” or “Inn ”) in September 2006 and received like-kind exchange treatment under § 1031 of the Internal Revenue Code. (Id.) The Rogers paid $3.8 million for the Foley House, a nineteen-room bed and breakfast on Chippewa Square2 in the heart of the historic district of Savannah, Georgia. To finance this purchase. Wet-dog borrowed $1,940,000.00 from Sterling Bank, $1,322,500.00 from Community National Bank, and $200,000.00 in seller financing from the Foley House on Chippewa, Inc. (Belle Exs. 1-2.4.)

The Foley House is located at 14 West Hull Street and 16 West Hull Street and is comprised of three structures. (Dckt. 126. at 2.) According to Chatham County public records, the building located at 14 West Hull Street is a four-story structure built around 1896, and 16 West Hull Street is a three-story structure built around 1870 along with a two-story carriage house built or renovated in 1983. (Belle Ex. 12. all.) About two years after acquiring the Inn. Wetdog began to have financial difficulties after a devastating recession caused a significant decline in its revenues. (Dckt. 126, at 2.)

[129]*129Beginning around May 2012, Wetdog failed to make certain scheduled mortgage payments. In February 2013, its first-lien holder, which was then Comeriea Bank (after its merger with Sterling Bank in July 2008). initiated foreclosure proceedings on the Foley House. (Dckt. 122. at 2.) On April 5, 2013. Wetdog responded by filing a voluntary Chapter 11 petition in this District. The Debtor has enjoyed the rights and duties of a debtor in possession throughout this case. See 11 U.S.C. §§ 1107(a), 1108.

In August 2013, Belle purchased the Debtor’s note from Comeriea Bank. (Dckt. 47; dckt. 126. at 2.) Due to this transfer. Belle holds a $1,882,320.14 secured claim, and the Debtor has neither objected to the claim nor characterized it as contingent, unliquidated, or disputed. (Claim 3.)

B. Procedural History

The Debtor’s Chapter 11 petition indicates that the nature of its business is “single asset real estate” as defined in 11 U.S.C. § 101(51B). (Dckt. 1.) The petition further designates that the Debtor is not a small business debtor as defined in 11 U.S.C. § 101(51D).

On August 30, 2013, the Debtor filed its first plan of reorganization, together with its disclosure statement (“Disclosure Statement”). (Dckts. 48-49.) The Court held a hearing on October 9, 2013 to consider approval of the Disclosure Statement, to determine the secured status of parties claiming liens on property of the estate, and to determine the value of such property pursuant to 11 U.S.C. § 506. (Dckt. 50.) The Disclosure Statement was approved by the Court on October 31, 2013. (Dckt. 70.) On December 12, 2013, the Debtor amended its plan. (First Amendment to Chapter 11 Plan Proposed Aug. 30, 2013, dckt. 83.) The Court held a confirmation hearing on December 17, 2013, which was continued to February 4, 2014. Subsequently, the Debtor filed an amended plan. (Debtor’s Amended Chapter 11 Plan Proposed Jan. 6, 2014, dckt. 93.)

Then, on January 27, 2014, the Debtor filed yet another amended plan, which is the Plan now under the Court’s consideration. (Dckt. 102.) On February 18, 2014, the U.S. Trustee filed an objection to the Plan; however, that objection was withdrawn on April 1, 2014. (Dckts. 119, 154.) Belle filed its Objection to the Plan on February 21, 2014. (Dckt.

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Bluebook (online)
518 B.R. 126, 2014 Bankr. LEXIS 3788, 2014 WL 4402831, Counsel Stack Legal Research, https://law.counselstack.com/opinion/in-re-wetdog-llc-gasb-2014.