You are on page 1of 24

1 2 3 4 5 IN RE


UNITED STATES BANKRUPTCY COURT DISTRICT OF DELAWARE ) ) ) ) ) ) ) ) ) ) Case No. 11-11795 (KG) Chapter 11 Courtroom No. 3 824 Market Street Wilmington, Delaware 19801 September 20, 2011 3:00 P.M.


6 7 8 9 10 APPEARANCES: 11 For the Debtors: 12 13 14 15 ECRO: 16 Transcription Service: 17 18 19 20 21 22 23 24 25


Young Conaway Stargatt & Taylor, LLP By: ROBERT F. POPPITI, JR., ESQ. The Brandywine Building 1000 West Street, 17th Floor Wilmington, Delaware 19801 (302) 571-6600 GINGER MACE Reliable 1007 N. Orange Street Wilmington, Delaware 19801 Telephone: (302) 654-8080 E-Mail:

Proceedings recorded by electronic sound recording: transcript produced by transcription service.

1 2 3 4

For the Debtors:

Troutman Sanders LLP By: BRETT D. GOODMAN, ESQ. The Chrysler Building 405 Lexington Avenue New York, NY 10174 (212) 704-6000 Eckert Seamans By: TARA A. LATTOMUS, ESQ. 300 Delaware Avenue, Suite 1210 Wilmington, DE 19801 (302) 425-0432 Ropes and Gray By: BENJAMIN SCHNEIDER, ESQ. 1211 Avenue of the Americas New York, NY 10036-8704 (212) 841 5735

For Lisa Singleton 5 6 7 For the Committee 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25

3 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 OPENING STATEMENT: For the Debtors, by Mr. Poppiti NOTICE OF AGENDA MATTERS: For the Debtors, by Mr. Poppiti For Lisa Singleton, by Ms. Lattomus For the Debtors, by Mr. Poppiti For Lisa Singleton, by Ms. Lattomus For the Committee, by Mr. Schneider For the Debtors, by Mr. Poppiti INDEX Page 4 4 5 9 15 16 18

4 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 THE CLERK: THE COURT: please be seated. Please rise. Good afternoon everyone. Thank you, and Here we

It’s a pleasure to see you all.

are for the Perkins and Marie Callender’s case. MR. POPPITI: THE COURT: MR. POPPITI:

Mr. Poppiti.

Good afternoon, Your Honor. Good afternoon. For the record, Robert Poppiti from I

Young Conaway Stargatt & Taylor on behalf of the Debtors. have with me at the table my co-counsel from Troutman Sanders, Brett Goodman. THE COURT: MR. POPPITI: agenda that we filed. Nice to see you, Mr. Goodman. Your Honor, we’ll work off today’s

The first three matters, Your Honor, Your Honor, as you probably

are all adjourned or resolved.

recall, entered orders on the Deloitte retention as well as on our Motion to Modify our lease procedures. THE COURT: MR. POPPITI: THE COURT: MR. POPPITI: Yes. Sort of an odd motion, but –Yes. -- we determined after the fact that And

we had some concerns there with our negotiating power. item number 1 is the Pepsi rejection motion.

We’re again

going to carry that as we continue to work on a form of stipulation. THE COURT: You bet.

5 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 MR. POPPITI: I was advised, Your Honor, right

before we walked over today that you signed the orders on Agenda Items 4 and 5 which are our motions to extend our 365(b)(4) deadline and to extend our deadline to remove actions. THE COURT: MR. POPPITI: THE COURT: MR. POPPITI: That’s right. So we do appreciate that. Sure. And that, Your Honor, brings us to

Agenda Item 6, which is Lisa Singleton’s stay relief motion. And I guess I’ll turn the podium over to Movant’s counsel on this one. THE COURT: how are you? MS. LATTOMUS: THE COURT: Very good, Your Honor, how are you? Thank you. All right. Thank you. Ms. Lattomus,

Very well.


For the record, Your Honor, Tara Your Honor, today we

Lattomus on behalf of Lisa Singleton.

are here on a motion for relief for my client to continue with a cause of action pending in Florida. The cause of There are

action is an employment discrimination action. also some civil rights elements to the case -THE COURT: Yes.


-- as well as an equitable portion

that deals with having her employment records corrected so

6 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 Honor. that there’s no indication of theft, and so that she doesn’t have to disclose that on future applications. I don't know

if Your Honor has had a chance to look through the papers. THE COURT: Yes I did. So I won’t belabor the point, Your


And I’m sure you’re more than familiar with the

standard for a motion for relief, so, but just quickly. THE COURT: Please, yes. Essentially, Your Honor, my burden


today is to show that my client should get relief from the stay, and in order to do that, I have to show that there will be little or no prejudice to the Debtors and their estate, that a weighing of the burdens is I guess in favor of my client. THE COURT: Yes. Although in a bad way.


Exactly. And that we have a probability of With respect to the prejudice to the

MS. LATTOMUS: success on the merits.

Debtors and their estate, Your Honor, I don’t know that anyone has actually contended that this claim is not covered by the Liberty Mutual Insurance policy, and in fact this case has been pending since April of this year and they do have, Perkins does have defense counsel who have entered an appearance and have in fact filed an answer. So I’m thinking

7 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 at this point the Debtors should have a good idea of whether this claim is covered or not. On to the hardship issue, Your Honor, the Debtors all but concede in their response to our motion that the appropriate and most efficient and economical forum for this action will be Florida. And if you weigh that against my

client who is a single claimant who resides in Florida, limited economic ability to litigate a case up here, and also the issue with that I mentioned earlier, there is a pressing need to address the theft on her employment records. My co-

counsel has informed me that as she’s applying for jobs at this point when she’s faced with a question about prior termination and basis for prior termination, he is advising her to indicate that she has been terminated for theft because at this point that is correct. forward and get that addressed. And then finally with respect to success on the merits, the Debtors haven’t really done anything in their response to address the rather egregious allegations in the underlying complaint in the motion. THE COURT: So -– So we need to move

Well, it’s very difficult to make that

determination for you or for me at such an early stage in the litigation it seems. So that’s always a tricky one for me. Right. But I would say, Your Honor,


to the extent that we have a slight burden to show that we

8 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 have success on the merits -– THE COURT: Yes. -- to the extent that we’ve received


no opposition or no response to the allegations at all, I would argue it weighs in favor of my client. I’d also like

to briefly address the Debtors’ limited objection, Your Honor, if I might. THE COURT: Please. Basically it boils down to this.


They don't want our motion denied, they would like it continued for 30 days or some other period of time that the Court feels appropriate, so that they may have further communications with Liberty Mutual with respect to the coverage of this claim. As I previously said, Your Honor, They have To

this claim has been out there since April.

retained counsel down there, they have filed an answer.

the extent that they have been paying any defense costs at this point, I think they probably would have mentioned that in their objection, but they haven’t. So, but I guess it

gets down to this, Your Honor, of all of the insurance policies I’ve read, and I’m sure like Your Honor, I’ve read a lot of them, this language is pretty clear. If there’s a

retention and if you’re insolvent and you can’t pay, there’s no retention. It’s one sentence, it can’t get any clearer.

So to the extent that we need further time to essentially get

9 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 the insurance company to respond to that language, I don't think it’s appropriate, and I think my client has established cause for relief from stay, Your Honor. THE COURT: All right. Thank you, Ms. Lattomus.

That was in a well done, succinct and obviously you like I have a lot of experience with these types of motions. Poppiti, yes sir. MR. POPPITI: Good afternoon again, Your Honor; for Mr.

the record, Robert Poppiti from Young Conaway Stargatt & Taylor on behalf of the Debtors. I too like Ms. Lattomus Hopefully, our And

will try to be very brief in my remarks.

papers did a good job of laying out where we’re at here.

Your Honor, I think just to be clear, you know, as an upfront matter, we’re not saying this claim shouldn’t eventually be liquidated or adjudicated or that stay relief is not at all appropriate. I think our point is at this point in time it’s We need some additional time to work with

not appropriate.

the insurance carrier and figure out, you know, where we are. We’ve reached out to them obviously and said, you know, you’ve seen the lift stay motion, here’s our reading of the documents, where are you at. Some silence there, of course.

We’ve obviously asked in light of that silence to previously adjourn the motion. The Movant has agreed to previously

adjourn it on two different occasions. You know, finally when we realized we were not going

10 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 to have much progress before this again we reached out to counsel and said, listen, we’ve not heard anything from the insurance carrier, but here’s what we think we can do to alleviate our concerns, more or less, a consensual stipulation that drafts around the concerns. back from the insurance carrier. We did hear

Basically, they said don’t

make any assumptions on this one, that the retention does or does not apply. Obviously sort of a cryptic response that I think Ms. Lattomus

you know would give any counsel pause.

is correct, these provisions are generally common, it’s not the first time probably anyone in this courtroom has seen them. But as we do know that stranger things have happened

when you take actions without knowing what the insurance company’s position is. So, Your Honor, at the end of the day our real concern is we go ahead and consent to a stay relief, and the order that the Movants has proposed is entered, what happens if in fact Liberty says okay, you know, there is no retention, but then they look to this estate for administrative claims of sorts. So where we’re at is if we could get some sort of protection and order, or as we’ve put forth in a stipulation that says you know you could have your stay relief, but if there is administrative exposures, then you have to alleviate that administrative exposure, whether it’s directly

11 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 reimbursing the estate or directly reimbursing Liberty Mutual. So that’s our real concern there, Your Honor. We do

think a stipulation made some sense, so we obviously reached out. Unfortunately, we just couldn’t get there on an Obviously, you’re going to have some

executed stipulation.

other concerns with plan distributions and the like that you could, you know, address in a stipulation. We realize that

is not a reason to obviously deny the stay relief motion, but we do think it would be more efficient to have a stipulation as opposed to an order. Again, our main concern is just getting some language in that order that makes clear, in light of the uncertainty we have, that we’re not going to get down the road and say you know what, you have your stay relief, and then Liberty sends us a demand letter, whatever it may be, an invoice for you know, $250,000 or whatever the retention may be. So that’s, that’s our real concern here, Your Honor,

that we could have that prejudice. We do have, you know, related issues. Obviously, as

Your Honor knows, this is a case that has moved very quickly. And I can understand the Movant’s position that we’re three months in, but a case of this nature where we came in with a restructure support agreement which obviously dictates that we work hand in hand with Wayzata and their counsel. Honor recalls, a little over ten days ago, As Your

12 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 we filed our revised form of disclosure statement. THE COURT: MR. POPPITI: Yes. Your Honor entered an order, umpteen

hours were obviously spent on that, Your Honor, working with the Committee. So as far as we’re concerned, it’s just not a

simple, I hesitate to call it that, because again, we’ve said we don't necessarily have an issue with relief. I hesitate

to call it a two party dispute, but it’s actually much more than that. You know, we’re working, we’re a two party

negotiation, we’re working with Wayzata, we’re working with the Committee and we’re obviously working with the insurer. And that’s the reason for the time, Your Honor, that’s why we need additional time here. You know, we recognize the Movant’s concerns they’ve raised for the first time, albeit an issue with this theft and being on the records, obviously some serious allegations that hopefully can be, you know, taken care of in that action. But again, this was filed 45 days prior to the The stay relief motion was a month in, and So not, you

petition date.

we’re still only three months into the case.

know, not uncommon for the Debtors to be up here saying we need additional time, Your Honor. So again, I trust that you’ve read the papers. If

you have any specific questions, I’m happy to address those. THE COURT: I just want to be clear, Mr. Poppiti.

13 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 In other words, the stipulation would require Ms. Lattomus’s client to pay the administrative expenses if there were any. MR. POPPITI: Yeah, I mean that’s the concern, Your

Honor, is if we go ahead and we say you know what, we read the policy too, retention does not apply, or we don't make a representation, we just said you know there is your stay relief. And I think what we would say, Your Honor, if its

dollar one coverage, its dollar one coverage, that’s great, get whatever you can get against the insurance proceeds if we can agree to waive any deficiency claims and the like. Certainly that would have to be a negotiation. But what

we’re concerned with is if Liberty says you know what, there’s dollar one coverage, and then they walk in and say for whatever reason, you know, you’re responsible for the first 250, Debtors. That's our concern, that we shouldn’t be We’re just not sure what The silence, if you

responsible for that first 250.

Liberty is going to do here, Your Honor.

would, is giving our client some laziness. THE COURT: Well it seems to me, is the only way to

resolve the question to bring a declaratory judgment action against Liberty Mutual? MR. POPPITI: suggested, Your Honor. that. Well that’s one thing that has been We’re hopeful that it doesn't come to

Again, you know, looking at the reason why we have,

you know, an automatic stay is to give the Debtors a

14 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 breathing –- so our concern is okay now that opens up that can of worms, if that’s what we really want to do. So we’re

hopeful we can, you know, continue discussions with them, find out what their position is, you know, and obviously hopefully pin them down more or less on the position. Obviously, Your Honor has raised what could be one sort, you know, one action we could take here which is to say you know what, you’ve got, you know push has come to shove and you have to let us know what your position is and we’re filing a dec action. THE COURT: MR. POPPITI: Okay. But obviously that creates another

burden on the estate here to go ahead and do that, again in the throes of a confirmation process. THE COURT: Yes. And when is the confirmation

hearing scheduled if you recall? MR. POPPITI: THE COURT: MR. POPPITI: Yes. Okay. October 31st, Your Honor. All right.

Our client just finished on the 14th

soliciting, or I should say getting the solicitation materials out, and then we anticipate confirmation objections by the 14th of October with the confirmation hearing on October 31st. THE COURT: Okay. All right. Let me hear from Ms.

Lattomus again, if you’d like.

Ms. Lattomus, I’m sure that

15 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 your client isn’t prepared to take that risk of, you know, a potential $250,000 administrative claim. MS. LATTOMUS: THE COURT: Absolutely not, Your Honor.

And shouldn’t have to take that risk. Just briefly, Your Honor.


Yes. With respect to the involvement of


other parties’ committee, whoever else was listed, no one else has filed an objection to this motion. So to the extent

that they have any problems with it, we should be hearing from them today. Otherwise, Your Honor, this is a classic

situation where my client is stuck between two entities that are battling it out for what could be an indefinite amount of time. THE COURT: Yes. Especially since Liberty Mutual has


the great advantage of kind of getting the benefit of the bankruptcy at this point at the expense of my client. won’t say anything else, Your Honor. clear. Thank you. THE COURT: Thank you. Your Honor, Ben Schneider for the So I

I think it’s pretty

MR. SCHNEIDER: Committee. THE COURT: phone, Mr. Schneider.


I didn't realize you were on the

Good afternoon.

16 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 MR. SCHNEIDER: Just for the record, Ben Schneider,

Ropes & Gray, for the Official Committee of Unsecured Creditors. We absolutely support the Debtors in their

request and don’t believe that, you know, to the extent something could be worked out, that should be the case. It

would be, we would like to avoid any hasty judgment in this case that may involve an increased burden on the estate. THE COURT: Sure. I understand that Mr. Schneider. Certainly,

And I appreciate your weighing in on it as well.

obviously the Committee’s position is significant to me as it should be. MR. POPPITI: And, Your Honor, I would just add, and

I think the restructuring support parties is probably safe to say would be on our side on this one. Obviously as Ms.

Lattomus has said, they have not filed a paper. although often times, as you know, restructuring support parties do try to stay in the background when they can. THE COURT: MR. POPPITI: Sure. More often than that I guess they

don’t, but there are certain issues where they do try to stay in the background. Your Honor, and the only other thing I

would add is you know I know oftentimes you probably hear the floodgate, you know, floodgates argument, but you know this is certainly a case where we’re going to have other claims of this nature, we’re going to begin to see people file

17 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 pleadings of this nature and want this sort of relief. So

obviously, we’d like to be afforded the opportunity to work with the Committee to work with Wayzata, to figure out what’s going to be the blueprint going forward. So we do, again, We

appreciate the concerns that the Movants have raised.

think though at the end of the day, the fact that we’ve not heard from Liberty, you know, we should be afforded additional time to track them down. And listen, if we’re not

here in 30 days, Your Honor, as we’ve asked in our papers, then of course either we’ll do a stipulation with the Movant or we’ll be right back here, and my guess is Your Honor is going to have probably, you know, to the extent of a favorable ruling for the Debtors today, a different ruling at that time if we’ve not been able to get there, or at least some guidance on where he thinks we should go. So unless

Your Honor has any questions, we rest on our papers. THE COURT: I don't. You know it, this is not a

simple money damages issue, as you sometimes find for example in a personal injury case. And there I generally express the

view that a month or two or three won’t make a big difference. My concern here is that there’s a reputation at

stake, and the potential if wrong has been done by the Debtor, I’m not suggesting it has or hasn’t been, but if there has been a wrong, there’s significant prejudice to this, this woman, and that’s, that’s, it’s preventing, it may

18 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 be preventing her from getting a job right now, whether its appropriate or unnecessary, that is something that causes me some concern. But it is early in the case. The case has

developed well only because you’ve been moving ahead so quickly, and it’s progressed so well. the baby so to speak. I never like to cut

But I think what I’m going to do here

is instead of saying 30 days, I’m going to give you 20 days. And I think what we should do in 20 days is have a telephone conference so the parties don’t have to come to Court, and I’ll see what the status is at that time, if that’s acceptable to you. MR. POPPITI: Your Honor, the only thing I was going

to add, and I don’t want to mess up Ms. Lattomus’s schedule or you know frankly impair her ability to do it by phone, but I think the Debtors are going to need some additional omnibus time. And I don't want to put Your Honor on the spot, but we

were looking for something mid-October. THE COURT: MR. POPPITI: Okay. Certainly before confirmation, we

don't want to be in that week before confirmation, but we may have some matters we may want to tee up, so if Your Honor had time around like the 15th or the 10th. THE COURT: MR. POPPITI: See I shouldn’t have asked. So you know and again, I don't mean to

put Your Honor on the spot, and I don’t know what works for

19 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 with. Ms. Lattomus either, but you know we’re certainly trying to save Your Honor having to deal with this twice in October in addition to confirmation. THE COURT: I’ll tell you that I can do. I can, I

don't have anything the week of the 10th because I’ve got a very significant trial that week. Poppiti, do you know at this point? MR. POPPITI: Yeah, I think the 6th would probably be But Is the 6th too soon Mr.

too soon for anything we would tee up, Your Honor.

again, you know, we certainly understand Your Honor’s ruling on today’s motion, so I don't want to, you know, use that to bootstrap you on -– THE COURT: No, no, no, and I’m not suggesting, I

know you wouldn’t do that, I have no concern that you would do that. You see here’s my, my dilemma is, I’ve got, we’re

closed that Monday the 10th, I’ve got two days of trial, the 13th and 14th. I’m trying to figure why I am out on the 11th. Do you know why I’m out on the

The 12th I’ve got the Dodgers. 11th? Oh, good. Thank you.

Well, that helps a little bit

because the reason I’m out on the 11th is -- I should be back by say 1:00 that afternoon. MR. POPPITI: Whatever Your Honor is comfortable

Again, we don't want to impose on the Court. THE COURT: MR. POPPITI: No, no. We just thought if we could do the

20 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 Honor. THE COURT: MR. POPPITI: On the 11th. Anyone else? I assume Court a favor and obviously comply with the ruling today, we would shoot for that. THE COURT: You are not imposing, I promise. Your Honor, I don’t mind at all


walking over to appear in person. THE COURT: Are you sure? Not at all. All right. It’s always a



pleasure to have you here. MS. LATTOMUS: THE COURT: Thank you.

Why don’t we say just to be on the safe

side -- does this work for you Ms. Lattomus, 2:00? MS. LATTOMUS: That should be fine. Thank you, Your

And I think that’s 21 days.

that’s okay with the Court and with the Movant. THE COURT: MR. POPPITI: Yes. But I would expect –-

I hope that we’re not there on that

issue on the 11th, Your Honor. THE COURT: I hope not because really my very, very

strong inclination would be to grant the motion on the 11th, I don't want there to be any question about that. MR. POPPITI: And we certainly understand and

appreciate that, Your Honor.

21 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 all. THE COURT: So I’ve got you down now for 2:00 on the

11th for other matters you might wish to bring at that time, Mr. Poppiti. MR. POPPITI: Yes, Your Honor, and we’ll send over a

certification to that affect and you know list it as an omnibus hearing of course. THE COURT: You bet. So although you’ll have to go

back and tell them that the Judge wasn't thrilled about our position on the motion. MR. POPPITI: THE COURT: We will of course will. And you’ve got a date. We have a date. And, you know,


hopefully, Your Honor, we can have a copy of this transcript and send it to our friends at Liberty Mutual -– THE COURT: MR. POPPITI: including the Court. THE COURT: MR. POPPITI: THE COURT: You bet. Very well. All right. Excellent. -- and indicate where everyone is at,

That’s all I have, Your Honor. That’s it for today? Good to see you

Thank you, and we’ll stand in recess. MR. POPPITI: THE COURT: Thank you, Your Honor. Good day to you all.

22 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 /s/Mary Zajaczkowski Mary Zajaczkowski, CET**D-531 September 27, 2011 Date CERTIFICATE I certify that the foregoing is a correct transcript from the electronic sound recording of the proceedings in the aboveentitled matter.

In Re: Perkins & Marie Callender's Inc., et al. 6075 Poplar Avenue Suite 800 Memphis, TN 38119 EIN: 62−1254388 The Restaurant Company

Chapter: 11

Case No.: 11−11795−KG

NOTICE OF FILING OF TRANSCRIPT AND OF DEADLINES RELATED TO RESTRICTION AND REDACTION A transcript of the proceeding held on 9/20/2011 was filed on 9/27/2011 . The following deadlines apply: The parties have 7 days to file with the court a Notice of Intent to Request Redaction of this transcript. The deadline for filing a request for redaction is 10/18/2011 . If a request for redaction is filed, the redacted transcript is due 10/28/2011 . If no such notice is filed, the transcript may be made available for remote electronic access upon expiration of the restriction period, which is 12/27/2011 unless extended by court order. To review the transcript for redaction purposes, you may purchase a copy from the transcriber (see docket for Transcriber's information) or you may view the document at the clerk's office public terminal.

Clerk of Court Date: 9/27/11


Notice Recipients
District/Off: 0311−1 Case: 11−11795−KG User: Brandon Form ID: ntcBK Date Created: 9/27/2011 Total: 7

Recipients of Notice of Electronic Filing: ust United States Trustee USTPREGION03.WL.ECF@USDOJ.GOV TOTAL: 1 Recipients submitted to the BNC (Bankruptcy Noticing Center): db Perkins &Marie Callender's Inc., et al. 6075 Poplar Avenue Suite 800 Memphis, TN 38119 aty Brett D. Goodman Troutman Sanders LLP The Chrysler Building, 405 Lexington Ave New York, NY 10174 aty Hollace Topel Cohen Troutman Sanders LLP The Chrysler Building, 405 Lexington Ave New York, NY 10174 aty Mitchel H. Perkiel Troutman Sanders LLP The Chrysler Building, 405 Lexington Ave New York, NY 10174 aty Robert F. Poppiti, Jr. Young, Conaway, Stargatt &Taylor, LLP The Brandywine Building 1000 West Street 17th Floor Wilmington, DE 19801 aty Robert S. Brady Young, Conaway, Stargatt &Taylor The Brandywine Bldg. 1000 West Street, 17th Floor PO Box 391 Wilmington, DE 19801 TOTAL: 6