Official Dalkon Shield Claimants' Committee v. Mabey (In re A.H. Robins Co.)

880 F.2d 769, 1989 U.S. App. LEXIS 8934
CourtCourt of Appeals for the Fourth Circuit
DecidedJune 16, 1989
DocketNo. 88-1753
StatusPublished
Cited by2 cases

This text of 880 F.2d 769 (Official Dalkon Shield Claimants' Committee v. Mabey (In re A.H. Robins Co.)) is published on Counsel Stack Legal Research, covering Court of Appeals for the Fourth Circuit primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.

Bluebook
Official Dalkon Shield Claimants' Committee v. Mabey (In re A.H. Robins Co.), 880 F.2d 769, 1989 U.S. App. LEXIS 8934 (4th Cir. 1989).

Opinion

CHAPMAN, Circuit Judge:

This is another appeal arising from the Daikon Shield litigation that resulted in A.H. Robins Co. (Robins) seeking the protection of a Chapter 11 bankruptcy. The present appeal is by the Official Daikon Shield Claimants’ Committee and challenges the validity of certain provisions of the district court’s Memorandum In Re Confirmation Order entered July 26, 1988, which confirmed the plan of reorganization of A.H. Robins Co. (Plan), 88 B.R. 742 (1988). The appellants also allege that the district court is interfering with the day-today operation of the Daikon Shield Claimants’ Trust (Trust) and its five Trustees, who have been appointed to administer the $2.3 billion dollar trust that has been established to pay the claims of almost 200,000 claimants, who filed claims against Robins alleging injuries from use of the Daikon Shield.

Robins filed its bankruptcy petition on August 21, 1985 because of cash flow problems created by the cost of litigation, the payment of judgments and claims, and the [771]*771anticipated future claims and litigation concerning the Daikon Shield. On the same day Robins filed a motion seeking to have the district court, rather than the bankruptcy court, retain certain matters arising in the bankruptcy. This motion was granted and Administrative Order No. 1 was filed on August 21, 1985. It listed the matters that would be heard originally by the district court and provided that all other matters would be heard by the bankruptcy court. The United States district judge and the United States bankruptcy judge have been sitting together and deciding together many issues arising from those matters retained.

Subsequent to August 21, 1985, a Creditors’ Committee was appointed to represent general unsecured creditors. The Daikon Shield Claimants’ Committee was appointed to represent the interest of those persons asserting claims against Robins for personal injury or damages in connection with the Daikon Shield. The Equity Security Holders’ Committee was appointed to represent the interests of persons or entities holding shares of Robins’ common stock.

During the efforts to reorganize under Chapter 11, Robins managed its affairs and operated its business as a debtor-in-possession under 11 U.S.C. §§ 1107 and 1108 with oversight by a court-appointed examiner. After extensive negotiations a plan of reorganization was filed on March 28, 1988. Under this plan Robins will be merged into a subsidiary of American Home Products Corporation; a Claim Resolution Facility will be created for resolution of Daikon Shield claims; and a Claimants’ Trust and an Other Claimants’ Trust will be created and funded in an amount exceeding $2.3 billion to pay valid Daikon Shield claims. Each trust is non-reversionary, and the entire corpus of each trust and all interest earned thereon will be available to pay valid Daikon Shield claims. Each trust is charged with the obligation of evaluating each claim and determining what amount, if any, to award the claimant. Any funds remaining after all claims are paid will be distributed pro rata to claimants in lieu of punitive damages, which are not otherwise available under the Plan.

A proposed Disclosure Statement was presented to the court, and following a hearing on March 21, 1988 the court approved the Disclosure Statement as containing adequate information as defined in § 1125 of the Bankruptcy Code. In late April Robins mailed to all Daikon Shield claimants, creditors and equity security holders the following:

(a) The Disclosure Statement, (b) the Plan of Reorganization, (c) the Notice of Hearing on (i) Confirmation of the Debt- or’s Plan of Reorganization, (ii) Debtor’s Request for Disallowance of Punitive Damages, and (iii) other matters set forth .in § 7.02(a) of Debtor’s Plan of Reorganization, (d) the Disclosure Statement Order, (e) the court’s order of March 21, 1988 Temporarily Allowing and Estimating Daikon Shield Claims for Voting Purposes Only, (f) letters from the United States District Court, the Official Committee of Daikon Shield Claimants, Robins, the Official Unsecured Creditors’ Committee and Counsel for the Official Committee of Equity Security Holders, and (g) ballots for the purpose of voting to accept or reject the Plan.

Thereafter, the Plan was overwhelmingly approved by the creditors and security holders whose acceptance is required by law.

Thereafter certain amendments were made to the Claimants’ Trust, which the district court found did not require a resubmission to and another vote by the creditors, claimants and equity holders. One amendment was the immediate payment by Robins to the Claimants’ Trust of $100,-000,000 within thirty days after the entry of the confirmation order. These funds were to fund administrative expenses of the Trust, to prepare for distributions to be made from the Trust, and to pay Claims pursuant to Option 1 of the Claims Resolution Facility and Daikon Shield liquidated claims.

On July 26, 1988, the district court filed its Confirmation Order and a 32 page Memorandum In Re Confirmation Order. Cer[772]*772tain findings and conclusions in this order are one question in the present appeal. In approving the “feasibility” of the Plan under § 1129 of the Bankruptcy Code, the Court stated:

A fair reading of the Plan discloses that the feasibility of same is premised on continuing supervision by the Court of each of the Trusts. Feasibility of this Plan and the law requires this supervision to assure the accuracy of the Court’s estimate, the full payment of all Daikon Shield personal injury claims and allowed Daikon Shield liquidated claims and to reduce the threat of personal liability of the Trustees and personnel of the Trusts. After the Trusts are established, the Trusts will operate independently of Robins and the duties of the Official Committee of Daikon Shield Claimants and of the Future Claimants’ Representative will have terminated except with respect to appeals, fee applications, and matters related to proposed modifications of the Plan. Under these circumstances, supervision of the Trust by the Court is necessary and appropriate. Court supervision of the Trusts is sufficient under the facts of this case in that the Court is empowered under the law to approve all payments by the Trusts for services, costs and expenses in connection with the administration of the Trusts and to approve the employment by the Trusts of professionals and administrators, and otherwise to supervise the Trusts as provided for or allowed by the Plan and applicable law.
Sections 105, 1129(a)(4) and 1142 of the Bankruptcy Code and Sections 157 and 1334 of Title 28 of the United States Code as well as principles of equity empower and require the Court to maintain a continuing supervision in the manner aforesaid.
Additionally, the Court’s supervision of the Trusts is consistent with the Plan and the Trusts. Section 3.03(c) of the Claimants’ Trust empowers the Court to remove Trustees of the Claimants’ Trust without a showing of cause. Section 3.04(a) of the Claimants’ Trust empowers the Court to appoint a successor Trustee of its own nomination if the remaining Trustees fail to nominate a successor Trustee that is approved by the Court within 60 days after the death, resignation, incapacity to serve or removal of a Trustee prior to the expiration of his or her term.

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Related

In Re AH Robins Co., Inc.
219 B.R. 145 (E.D. Virginia, 1998)
In Re A.H. Robins Company, Inc.
880 F.2d 769 (Fourth Circuit, 1989)

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Bluebook (online)
880 F.2d 769, 1989 U.S. App. LEXIS 8934, Counsel Stack Legal Research, https://law.counselstack.com/opinion/official-dalkon-shield-claimants-committee-v-mabey-in-re-ah-robins-ca4-1989.