Official Committee of Unsecured Creditors of LTV Aerospace and Defense Co. v. Official Committee of Unsecured Creditors of LTV Steel Co. (In re Chateaugay Corp.)

141 B.R. 794, 27 Collier Bankr. Cas. 2d 1244, 15 Employee Benefits Cas. (BNA) 1888, 1992 U.S. Dist. LEXIS 10207
CourtDistrict Court, S.D. New York
DecidedJuly 7, 1992
DocketNo. 91 Civ. 8373 (DNE)
StatusPublished
Cited by1 cases

This text of 141 B.R. 794 (Official Committee of Unsecured Creditors of LTV Aerospace and Defense Co. v. Official Committee of Unsecured Creditors of LTV Steel Co. (In re Chateaugay Corp.)) is published on Counsel Stack Legal Research, covering District Court, S.D. New York primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.

Bluebook
Official Committee of Unsecured Creditors of LTV Aerospace and Defense Co. v. Official Committee of Unsecured Creditors of LTV Steel Co. (In re Chateaugay Corp.), 141 B.R. 794, 27 Collier Bankr. Cas. 2d 1244, 15 Employee Benefits Cas. (BNA) 1888, 1992 U.S. Dist. LEXIS 10207 (S.D.N.Y. 1992).

Opinion

OPINION & ORDER

EDELSTEIN, District Judge:

The Official Committee of Unsecured Creditors of LTV Aerospace and Defense Company (the “Aerospace Committee”) filed this appeal from the Bankruptcy Court’s November 5, 1991 order. For the reasons stated below, the appeal is dismissed.

I. BACKGROUND

Familiarity with the Byzantine path of this bankruptcy proceeding is assumed. Some background will be discussed, however, in order to place this appeal in the context of this entire bankruptcy proceeding. The LTV Corporation (“LTV”) is a conglomerate whose business is concentrated in the steel, aerospace, and energy production industries. LTV’s steel subsidiary is LTV Steel Company, Inc. (“LTV Steel”), which was created by the merger of Jones & Laughlin Steel Company, Youngstown Sheet and Tube Company, and Republican Steel Corporation. LTV also has an aerospace and defense subsidiary, LTV Aerospace and Defense Company, Inc. (“LTV Aerospace”).

On July 17, 1986 and thereafter, LTV and sixty-six affiliated companies (collectively the “Debtors”), including LTV Steel and LTV Aerospace, filed petitions for relief under Chapter 11 of the Bankruptcy Code, 11 U.S.C. § 1101 et seq. This filing has been described as “the largest bankruptcy petition ever filed in the United States.” In re Chateaugay Corp., 64 B.R. 990, 999 (S.D.N.Y.1986). The Chapter 11 cases have been procedurally, but not substantively, consolidated and are being jointly administered by Chief Bankruptcy Judge Burton R. Lifland. Because the cases have not been substantively consolidated, claims asserted against any one of the debtors apply only against the assets of that debt- [796]*796or. See 5 Collier on Bankruptcy (15th ed. 1991) ¶ 1100.06 at pp. 1100-33 and If 1100.7 at pp. 1100-1150 to 1100-1151.

A principal reason for the Debtors’ bankruptcy filings was their inability to meet their pension obligations. See PBGC v. LTV Corp., 496 U.S. 633, 640, 110 S.Ct. 2668, 2673, 110 L.Ed.2d 579 (1990). The largest of these obligations arose from four pension plans that were sponsored by LTV Steel, including the Jones & Laughlin Hourly Pension Plan (the “J & L Hourly Plan”) at issue in this appeal. After the Chapter 11 filings, the Pension Benefit Guaranty Corporation (the “PBGC”)1 moved in the District Court for the Southern District of New York (the “District Court”) to terminate the four LTV pension plans under the involuntary termination provisions of Title IV of the Employment Retirement Income Security Act (“ERISA”). 29 U.S.C. §§ 1301-1461. As administrator of the Plans, LTV consented to each of the terminations, and termination orders were entered in September 1986 and January 1987. Then, on September 22, 1987, the PBGC attempted to restore three of the terminated plans, including the J & L Hourly Plan, by issuing a notice of restoration.2 Years of litigations ensued.

The District Court vacated the notice of restoration. See In re Chateaugay Corp., 87 B.R. 779 (S.D.N.Y.1988). The Second Circuit affirmed the District Court’s decision, agreeing with the District Court’s finding that the PBGC’s attempted restoration was arbitrary and capricious. See PBGC v. LTV Corp., 875 F.2d 1008 (2d Cir.1989). The Supreme Court, however, reversed, holding that the PBGC’s attempted restoration was not arbitrary and capricious as a matter of administrative law. See PBGC v. LTV Corp., 496 U.S. 633, 110 S.Ct. 2668, 110 L.Ed.2d 579 (1990). The District Court then issued a judgment enforcing the September 1987 restoration notice. Pension Benefit Guaranty Corp. v. LTV Corp., 122 B.R. 863 (S.D.N.Y.1990).

The PBGC has filed proofs of claim for the Debtors’ liabilities in connection with the terminated plans. In September 1989, Honorable Kevin T. Duffy granted the PBGC’s motion to withdraw the reference of the proceeding, but referred the action back to the Bankruptcy Court for recommended findings of fact and conclusions of law pursuant to 28 U.S.C. § 157(c)(1). In re Chateaugay Corp., 108 B.R. 27, 29 (S.D.N.Y.1989). The Bankruptcy Court found that the PBGC’s claims arose from the pre-petition work of LTV Steel’s employees or retirees. These claims were therefore found to constitute pre-petition general unsecured claims which were not transformed, by virtue of the PBGC’s post-petition termination of the plans, into post-petition or administrative claims. In re Chateaugay Corp., 115 B.R. 760 (Bankr.S.D.N.Y.1990). The District Court adopted the Bankruptcy Court’s recommended findings of fact and conclusions of law. In re Chateaugay Corp., 130 B.R. 690 (S.D.N.Y.1991).

On August 24, 1990, the Debtors, represented by the Parent Creditors’ Committee of the LTV Steel Corporation (the “Parent Committee”), initiated an action in the Bankruptcy Court against the Department of Labor. The Debtors’ action sought a declaratory judgment prohibiting contributions to the LTV Steel pension plans based on pre-petition services. In addition, the action sought to expunge, reduce, or reclassify certain claims filed by the Department of Labor. Judge Duffy withdrew the reference of that action and consolidated it with the action concerning the PBGC’s claims. The Department of Labor moved for a preliminary injunction compelling the Debtors to continue funding the Plan. The. District Court denied the motion. In re Chateaugay Corp., 130 B.R. 690 (S.D.N.Y.1991).

While litigation continued, the Debtors and PBGC negotiated an agreement which [797]*797contemplated that the restored pension plans would be maintained by the Debtors but would allow the Debtors an extended period, up to 30 years, in which to fund the pension plans. On May 1, 1991, the Debtors proposed a joint plan of reorganization built around the conditional agreement with the PBGC. Fundamental to that agreement, however, was the Debtors’ obligation to seek Bankruptcy Court authority to make limited payments to the J & L Hourly Plan. Without such payments, the J & L Hourly Plan would have run out of assets by the end of August 1991. In that event, the J & H Hourly Plan would have been subject to mandatory termination under Section 4042(a) of ERISA, which requires the PBGC to terminate a pension plan that is without assets to pay current benefits.

The Debtors therefore applied to the Bankruptcy Court for authority to contribute three months of benefits to the plan. The Bankruptcy Court approved a contribution of two months of benefit payments and found that such payment was “necessary to the process of developing a plan of reorganization.” June 10, 1991 order, Appendix to Brief of Appellant (“App.”) at 362. The Bankruptcy Court’s order approving the payment provided that “such immediate payment with interest thereon shall constitute a direct offset against any distribution later made to the J & L Hourly Plan ...

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Related

In Re Chateaugay Corp.
141 B.R. 794 (S.D. New York, 1992)

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141 B.R. 794, 27 Collier Bankr. Cas. 2d 1244, 15 Employee Benefits Cas. (BNA) 1888, 1992 U.S. Dist. LEXIS 10207, Counsel Stack Legal Research, https://law.counselstack.com/opinion/official-committee-of-unsecured-creditors-of-ltv-aerospace-and-defense-co-nysd-1992.