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IN THE UNITED STATES BANKRUPTCY COURT EASTERN DISTRICT OF MICHIGAN SOUTHERN DIVISION In re: ) ) COLLINS & AIKMAN CORPORATION,

et al.1 ) ) Debtors. ) ) ) ) ) ) _________________________________________) Chapter 11 Case No. 05-55927 (SWR) (Jointly Administered) (Tax Identification #13-3489233) Honorable Steven W. Rhodes

STIPULATION BETWEEN THE COLLINS & AIKMAN POST-CONSUMMATION TRUST, THE COLLINS & AIKMAN LITIGATION TRUST AND SHAWMUT CORPORATION REGARDING OBJECTIONS TO THE SHAWMUT CLAIMS This Stipulation is entered into by the Collins & Aikman Post-Consummation Trust (the Post-Consummation Trust), the Collins & Aikman Litigation Trust (the Litigation Trust) (collectively the Trusts), as successors to the above-captioned Debtors (collectively, the

Debtors) pursuant to the First Amended Joint Plan of Reorganization of Collins & Aikman Corporation and its Debtor Subsidiaries as confirmed by order of the Bankruptcy Court, and

The Debtors in the jointly administered cases include: Collins & Aikman Corporation; Amco Convertible Fabrics, Inc., Case No. 05-55949; Becker Group, LLC (d/b/a/ Collins & Aikman Premier Mold), Case No. 05-55977; Brut Plastics, Inc., Case No. 05-55957; Collins & Aikman (Gibraltar) Limited, Case No. 05-55989; Collins & Aikman Accessory Mats, Inc. (f/k/a the Akro Corporation), Case No. 05-55952; Collins & Aikman Asset Services, Inc., Case No. 05-55959; Collins & Aikman Automotive (Argentina), Inc. (f/k/a Textron Automotive (Argentina), Inc.), Case No. 05-55965; Collins & Aikman Automotive (Asia), Inc. (f/k/a Textron Automotive (Asia), Inc.), Case No. 0555991; Collins & Aikman Automotive Exteriors, Inc. (f/k/a Textron Automotive Exteriors, Inc.), Case No. 05-55958; Collins & Aikman Automotive Interiors, Inc. (f/k/a Textron Automotive Interiors, Inc.), Case No. 05-55956; Collins & Aikman Automotive International, Inc., Case No. 05-55980; Collins & Aikman Automotive International Services, Inc. (f/k/a Textron Automotive International Services, Inc.), Case No. 05-55985; Collins & Aikman Automotive Mats, LLC, Case No. 05-55969; Collins & Aikman Automotive Overseas Investment, Inc. (f/k/a Textron Automotive Overseas Investment, Inc.), Case No. 05-55978; Collins & Aikman Automotive Services, LLC, Case No. 05-55981; Collins & Aikman Canada Domestic Holding Company, Case No. 05-55930; Collins & Aikman Carpet & Acoustics (MI), Inc., Case No. 05-55982; Collins & Aikman Carpet & Acoustics (TN), Inc., Case No. 05-55984; Collins & Aikman Development Company, Case No. 05-55943; Collins & Aikman Europe, Inc., Case No. 05-55971; Collins & Aikman Fabrics, Inc. (d/b/a Joan Automotive Industries, Inc.), Case No. 05-55963; Collins & Aikman Intellimold, Inc. (d/b/a M&C Advanced Processes, Inc.), Case No. 05-55976; Collins & Aikman Interiors, Inc., Case No. 05-55970; Collins & Aikman International Corporation, Case No. 05-55951; Collins & Aikman Plastics, Inc., Case No. 05-55960; Collins & Aikman Products Co., Case No. 05-55932; Collins & Aikman Properties, Inc., Case No. 0555964; Comet Acoustics, Inc., Case No. 05-55972; CW Management Corporation, Case No. 05-55979; Dura Convertible Systems, Inc., Case No. 05-55942; Gamble Development Company, Case No. 05-55974; JPS Automotive, Inc. (d/b/a PACJ, Inc.), Case No. 05-55935; New Baltimore Holdings, LLC, Case No. 05-55992; Owosso Thermal Forming, LLC, Case No. 05-55946; Southwest Laminates, Inc. (d/b/a Southwest Fabric Laminators Inc.), Case No. 05-55948; Wickes Asset Management, Inc., Case No. 05-55962; and Wickes Manufacturing Company, Case No. 05-55968.

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Shawmut Corporation (Shawmut) (collectively, the Trusts and Shawmut shall be referred to as the Parties), by their undersigned counsel. WHEREAS, on May 17, 2005 (the Petition Date), the Debtors filed petitions for relief under chapter 11 of title 11 of the United States Code in the United States Bankruptcy Court for the Eastern District of Michigan (the Bankruptcy Court); WHEREAS, Shawmut filed claim number 3411 against Collins & Aikman Corporation alleging, inter alia, a secured claim pursuant to rights of set-off in the amount of $426,954.48 and an unsecured claim in the amount of $4,169.67 ( Claim No. 3411); Shawmut also filed claims designated as Claim No. 3210 against Collins & Aikman Products Co. (Claim No. 3210) and Claim No. 3214 against Collins & Aikman Automotive Interiors Inc. (Claim No. 3214) (all claims collectively referred to as the Shawmut Claims), all of which asserted the same claim treatment. WHEREAS, on March 17, 2008 the Trusts filed their First Joint Omnibus Objection to Claims (the First Omnibus Objection) which was withdrawn on April 2, 2008; WHEREAS, on March 13, 2008, the Post-Consummation Trust filed its Fifteenth Omnibus Objection to Claims (the Fifteenth Omnibus Objection), and the Shawmut Claims were a subject of that Objection; WHEREAS, on April 4, 2008, the Post-Consummation Trust filed its Twenty-Sixth Omnibus Objection to Claims (the Twenty-Sixth Omnibus Objection), and Claim No. 3411 was a subject of that Objection; WHEREAS, on April 4, 2008, the Litigation Trust filed its Twenty-Eighth Omnibus Objection to Claims (the Twenty-Eighth Omnibus Objection), and the Shawmut Claims were a subject of that Objection;

WHEREAS, the Trust alleges that Shawmut and/or Shawmuts division Brooklyn Products owes Debtors $422,622.29 (the Demand Amount), which is the only amount owing to Debtors from Shawmut, except for claims raised in the adversary proceeding Collins & Aikman Corporation, et al v. Shawmut Corporation and Shawmut Mills, Inc., Adv. Proc. No. 0705553 (the Preference Lawsuit), all of which claims and defenses are preserved and not intended to be the subject of this Stipulation; WHEREAS, the Demand Amount includes without limitation any and all amounts due from Shawmut and/or Shawmuts division Brooklyn Products to the Debtors that have heretofore been placed with any third party for collection, including without limitation account(s) receivable totaling $79,601.33 placed with Ethan & Associates; WHEREAS, in an effort to avoid the risks and expenses of litigation of the various Objections to Claims, the Parties have entered into negotiations to resolve the Shawmut Claims. NOW, THEREFORE, in consideration of the mutual promises contained herein, and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, IT IS STIPULATED AND AGREED THAT: 1. The Parties acknowledge and agree to mutual set-off of the secured portion of Claim No. 3411 ($426,954.48) against the Demand Amount. 2. Claim No. 3411 is hereby amended to a General Unsecured Claim and allowed in the amount of $4,332.19. 3. Claim No. 3210 and Claim No. 3214 are disallowed and expunged as duplicates of Claim No. 3411.

4. To the extent any distributions are made on Claim No. 3411 as amended by this Stipulation, such distributions will be made pursuant to the terms of the First Amended Joint Plan of Collins & Aikman Corporation and Its Debtor Subsidiaries, dated July 9, 2007, as confirmed by the Order Confirming the First Amended Joint Plan of Collins & Aikman Corporation and Its Debtor Subsidiaries, entered on July 18, 2007. 5. The Fifteenth Omnibus Objection, Twenty-Sixth Omnibus Objection and the TwentyEighth Omnibus Objection are hereby withdrawn with prejudice only with regard to Shawmut Corporation. 6. The Trusts, on behalf of themselves and the Debtors, release, acquit and forever discharge Shawmut and each of its related entities, including its Brooklyn Products division, from any and all claims, demands, causes of action, damages, costs, expenses, and other liabilities arising from the Demand Amount, and the Trusts and the Debtors shall cease, and cause any third parties to cease, any and all collection activities with respect to the Demand Amount or any portion thereof, including, without limitation any collection activities by Ethan & Associates. 7. The Debtors notice and claims agent, Kurtzman Carson Consultants, LLC, is

authorized and directed to take all actions necessary to reflect the amended Claim No. 3411 in the amount and class set forth in paragraph 2, above. 8. By agreeing to enter into this Stipulation, the Parties shall not be deemed to have waived any right or remedy afforded to them under the Bankruptcy Code or otherwise, except as provided in this Stipulation. 9. This Stipulation may not be modified, altered or amended or vacated without the written consent of all parties hereto. Any such modification, alteration, amendment or

vacation, in whole or in part, shall be subject to the approval of the Bankruptcy Court. The Bankruptcy Court shall retain jurisdiction to resolve any disputes or controversies arising from or related to this Stipulation. 10. This Stipulation and Order are binding on the Parties, their successors and assigns, and on any trustee appointed in this or any converted case. 11. A proposed order, consistent with the terms of this Stipulation, and attached as Exhibit A, shall be submitted to the Bankruptcy Court immediately following the filing of this Stipulation. SO STIPULATED, APPROVED AS TO FORM AND CONTENT: BOYLE BURDETT ERMAN, TEICHER, MILLER ZUCKER & FREEDMAN, P.C. By:_/s/ Julie Beth Teicher______ Julie Beth Teicher (P34300) 400 Galleria Officentre, Ste 444 Southfield, Michigan 48034 (248) 827-4100 (248) 827-4106 (facsimile) jteicher@ermanteicher.com Attorneys for Shawmut Corporation

By: /s/ H. William Burdett, Jr. H. William Burdett, Jr. (P63185) 14950 East Jefferson, Suite 200 Grosse Pointe Park, Michigan 48230 (313) 344-4000 (313) 344-4001 (facsimile) burdett@boyleburdett.com Attorneys for the Collins & Aikman Post-Consummation Trust and the Collins & Aikman Litigation Trust by consent May 16, 2008 Dated: May 16, 2008

EXHIBIT A

IN THE UNITED STATES BANKRUPTCY COURT EASTERN DISTRICT OF MICHIGAN SOUTHERN DIVISION In re: ) ) COLLINS & AIKMAN CORPORATION, et al.1 ) ) Debtors. ) ) ) ) ) ) _________________________________________) Chapter 11 Case No. 05-55927 (SWR) (Jointly Administered) (Tax Identification #13-3489233) Honorable Steven W. Rhodes

ORDER APPROVING STIPULATION BETWEEN THE COLLINS & AIKMAN POST-CONSUMMATION TRUST, THE COLLINS & AIKMAN LITIGATION TRUST, AND SHAWMUT CORPORATION REGARDING OBJECTIONS TO THE SHAWMUT CLAIMS Upon the Stipulation Between the Collins & Aikman Post-Consummation Trust, the Collins & Aikman Litigation Trust (collectively the Trusts), and Shawmut Corporation; the Court being otherwise fully advised in the premises:

The Debtors in the jointly administered cases include: Collins & Aikman Corporation; Amco Convertible Fabrics, Inc., Case No. 05-55949; Becker Group, LLC (d/b/a/ Collins & Aikman Premier Mold), Case No. 05-55977; Brut Plastics, Inc., Case No. 05-55957; Collins & Aikman (Gibraltar) Limited, Case No. 05-55989; Collins & Aikman Accessory Mats, Inc. (f/k/a the Akro Corporation), Case No. 05-55952; Collins & Aikman Asset Services, Inc., Case No. 05-55959; Collins & Aikman Automotive (Argentina), Inc. (f/k/a Textron Automotive (Argentina), Inc.), Case No. 05-55965; Collins & Aikman Automotive (Asia), Inc. (f/k/a Textron Automotive (Asia), Inc.), Case No. 0555991; Collins & Aikman Automotive Exteriors, Inc. (f/k/a Textron Automotive Exteriors, Inc.), Case No. 05-55958; Collins & Aikman Automotive Interiors, Inc. (f/k/a Textron Automotive Interiors, Inc.), Case No. 05-55956; Collins & Aikman Automotive International, Inc., Case No. 05-55980; Collins & Aikman Automotive International Services, Inc. (f/k/a Textron Automotive International Services, Inc.), Case No. 05-55985; Collins & Aikman Automotive Mats, LLC, Case No. 05-55969; Collins & Aikman Automotive Overseas Investment, Inc. (f/k/a Textron Automotive Overseas Investment, Inc.), Case No. 05-55978; Collins & Aikman Automotive Services, LLC, Case No. 05-55981; Collins & Aikman Canada Domestic Holding Company, Case No. 05-55930; Collins & Aikman Carpet & Acoustics (MI), Inc., Case No. 05-55982; Collins & Aikman Carpet & Acoustics (TN), Inc., Case No. 05-55984; Collins & Aikman Development Company, Case No. 05-55943; Collins & Aikman Europe, Inc., Case No. 05-55971; Collins & Aikman Fabrics, Inc. (d/b/a Joan Automotive Industries, Inc.), Case No. 05-55963; Collins & Aikman Intellimold, Inc. (d/b/a M&C Advanced Processes, Inc.), Case No. 05-55976; Collins & Aikman Interiors, Inc., Case No. 05-55970; Collins & Aikman International Corporation, Case No. 05-55951; Collins & Aikman Plastics, Inc., Case No. 05-55960; Collins & Aikman Products Co., Case No. 05-55932; Collins & Aikman Properties, Inc., Case No. 0555964; Comet Acoustics, Inc., Case No. 05-55972; CW Management Corporation, Case No. 05-55979; Dura Convertible Systems, Inc., Case No. 05-55942; Gamble Development Company, Case No. 05-55974; JPS Automotive, Inc. (d/b/a PACJ, Inc.), Case No. 05-55935; New Baltimore Holdings, LLC, Case No. 05-55992; Owosso Thermal Forming, LLC, Case No. 05-55946; Southwest Laminates, Inc. (d/b/a Southwest Fabric Laminators Inc.), Case No. 05-55948; Wickes Asset Management, Inc., Case No. 05-55962; and Wickes Manufacturing Company, Case No. 05-55968.

IT IS ORDERED that: 1. The Trusts Fifteenth, Twenty-Sixth and Twenty-Eighth Omnibus Objections are

withdrawn with prejudice only with regard to claim number 3411 filed by Shawmut Corporation (Claim No. 3411). There shall be no further objections to the Shawmut Claims, including Claim No. 3411. 2. The court approves the set-off of the secured portion of Claim No. 3411

($426,954.48) against the Demand Amount by Debtors/the Trusts against Shawmut ($422,622.29). 3. Claim No. 3411 is hereby amended to a General Unsecured Claim and allowed in

the amount of $4,332.19. 4. Claim No. 3219 and Claim No. 3214 are disallowed and expunged as duplicates

of Claim No. 3411. 5. To the extent any distributions are made on the Claim as amended by this Order,

such distributions will be made pursuant to the terms of the First Amended Joint Plan of Collins & Aikman Corporation and Its Debtor Subsidiaries, dated July 9, 2007, as confirmed by the Order Confirming the First Amended Joint Plan of Collins & Aikman Corporation and Its Debtor Subsidiaries, entered on July 18, 2007. 6. The Debtors notice and claims agent, Kurtzman Carson Consultants, LLC, is

authorized and directed to take all actions necessary to reflect the amended Claim in the amount set forth in paragraph 3, above. 7. 8. The terms and conditions of the Stipulation are approved and incorporated herein. The Stipulation and Order are binding on the Parties, their successors and assigns,

and on any trustee appointed in this or any converted case.