1. IN THE UNITED STATES BANKRUPTCY COURT
FOR THE DISTRICT OF DELAWARE
In re: Chapter 11
ALLIED SYSTEMS HOLDINGS, INC., Case No. 12-11564 (CSS)
Alleged Debtor. Re: Docket No. 29
In re: Chapter 11
ALLIED SYSTEMS, LTD. (L.P.), Case No. 12-11565 (CSS)
Alleged Debtor. Re: Docket No. 29
Hearing Date: TBD
Objection Deadline: TBD
ALLEGED DEBTORS’ MOTION TO FILE UNREDACTED VERSION OF THE
MOTION OF ALLEGED DEBTORS TO TRANSFER VENUE OF THIS CASE
TO THE UNITED STATES BANKRUPTCY COURT FOR THE NORTHERN
DISTRICT OF GEORGIA, ATLANTA DIVISION UNDER SEAL
The above-captioned alleged debtors (collectively, the “Alleged Debtors”) hereby
submit this motion (the “Motion to Seal”) for entry of an order pursuant to section 107(b)(1) of
title 11 of the United States Code, 11 U.S.C. §§ 101-1533 (the “Bankruptcy Code”), Rule 9018
of the Federal Rules of Bankruptcy Procedure (the “Bankruptcy Rules”) and Rule 9108-1(b) of
the Local Rules of Bankruptcy Practice and Procedure of the United States Bankruptcy Court for
the District of Delaware (the ”Local Rules”) protecting the Alleged Debtors’ interest in sensitive
commercial information contained in the Motion of Alleged Debtors to Transfer Venue of this
Case to the United States Bankruptcy Court for the Northern District of Georgia, Atlanta
Division [Docket No. 29 in Case No. 12-11564 (CSS) and Docket No. 29 in Case No. 12-11565
(CSS)] (the “Motion to Transfer Venue”), dated May 21, 2012, and publically filed
contemporaneously herewith in a redacted form. In support of the Motion to Seal, the Alleged
Debtors respectfully state as follows:
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2. Background
1. On May 17, 2012 (the “Petition Date”), BDCM Opportunity Fund II, LP,
Black Diamond CLO 2005-1 Adviser, L.L.C, and Spectrum Investment Partners LP
(collectively, the “Petitioning Creditors”) filed involuntary chapter 11 petitions against the
Alleged Debtors. The circumstances and the Petitioning Creditors motives leading to the filing
of these petitions are set forth in detail in the Motion to Transfer Venue and are fully
incorporated as if set forth herein.1
Legal Basis for Relief Requested
2. By this Motion to Seal, the Alleged Debtors request that the Court enter an
order authorizing and directing that an unredacted version of the Motion to Transfer Venue be
filed under seal and not made available to any party other than the Office of the United States
Trustee for the District of Delaware and the Petitioning Creditors (collectively, the “Receiving
Parties”) on a confidential basis.2
Basis for Relief
3. Section 107(b) of the Bankruptcy Code provides, in relevant part, as
follows:
On request of a party in interest, the bankruptcy court shall . . .
(1) protect an entity with respect to a trade secret or
confidential research, development, or commercial
information . . . .
4. Bankruptcy Rule 9018 defines the procedures by which a party may move
for relief under section 107(b), providing that “[o]n motion or on its own initiative, with or
1 Capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Motion to
Transfer Venue.
2 An undredacted version of the Motion to Transfer Venue will also be provided to the Court for its review in
accordance with Local Rule 9018-1(b).
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3. without notice, the court may make any order which justice requires (1) to protect the estate or
any entity in respect of a trade secret or other confidential research, development, or commercial
information [or] (2) to protect any entity against scandalous or defamatory matter contained in
any paper filed in a case under the Code . . . .” Fed. R. Bankr. P. 9018. Confidential information
need not rise to the level of a trade secret to merit protection under section 107(b). See Video
Software Dealers Assoc. v. Orion Pictures Corp. (In re Orion Pictures Corp.), 21 F.3d 24, 27 (2d
Cir. 1994) (commercial information defined as “information which would cause an unfair
advantage to competitors by providing them information as to the commercial operations of the
debtor”).
5. Once a court determines that the information in question falls within one
of the categories enumerated in section 107(b) of the Bankruptcy Code, “the court is required to
protect a requesting interested party and has no discretion to deny the application.” Id. The
Court has broad authority to issue such an order under Bankruptcy Rule 9018. See In re Global
Crossing Ltd., 295 B.R. 720, 724 (Bankr. S.D.N.Y. 2003) (“When the requirements of Rule 9018
are satisfied, the authority to issue the resulting order is broad – ‘any order which justice
requires.’ The Court notes that the authority goes not just to the protection of confidential
documents, but to other confidentiality restrictions that are warranted in the interests of justice.”).
6. In addition, under section 105(a) of the Bankruptcy Code, the Court may
“issue any order, process, or judgment that is necessary or appropriate to carry out the
provisions” of the Bankruptcy Code.
7. The Alleged Debtors submit that the unredacted version of the Motion to
Transfer Venue contains sensitive information of a commercial nature and should not be subject
to disclosure to the general public. Specifically, the unredacted version of the Motion to
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4. Transfer Venue contains confidential information regarding the Alleged Debtors’ financial
condition and their pursuit of certain restructuring options that, if disclosed, could threaten on-
going negotiations and harm the Alleged Debtors’ business operations. Thus, the Alleged
Debtors believe that the unredacted version of the Motion to Transfer Venue should be filed
under seal, not be made public, and be available only to Receiving Parties and the Court on a
confidential basis.
8. Further, as stated above, the Alleged Debtors have publically filed a
redacted version of the Motion to Transfer Venue contemporaneously with this Motion to Seal.
Only the sensitive commercial information contained therein has been redacted. Accordingly,
the Alleged Debtors submit that the redacted version of the Motion to Transfer Venue contains
sufficient information -- even without the specific information contained in the unredacted
version of the Motion to Transfer Venue -- to permit other interested parties, if any, a full and
fair opportunity to consider the merits of the Motion to Transfer Venue and to formulate and file
objections thereto.
9. Accordingly, the Alleged Debtors respectfully submit that the filing of the
unredacted version of the Motion to Transfer Venue under seal is necessary and appropriate in
these circumstances.
Notice
10. Notice of this Motion to Seal shall be provided to: (i) the Office of the
United States Trustee for the District of Delaware; and (ii) the Petitioning Creditors. The
Alleged Debtors respectfully submit that no further notice of this Motion is required.
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5. WHEREFORE, the Alleged Debtors respectfully request that, pursuant to 11
U.S.C. § 107(b)(1), Fed. R. Bankr. P. 9018 and Del. Bankr. L.R. 9018-1(b), the Court enter an
order, substantially in the form attached hereto as Exhibit A, (i) authorizing the Alleged Debtors
to file an unredacted version of the Motion to Transfer Venue under seal; (ii) directing the
Receiving Parties to maintain the strict confidentiality of the unredacted version of the Motion to
Transfer Venue; and (iii) granting the Alleged Debtors such other and further relief as is just and
proper.
Dated: May 21, 2012
Wilmington, Delaware RespectfulLy submitted,
Mark D. C lins (No. 98 )
Christop er M. Samis (No. 4909)
RICHARDS, LAYTON & FINGER, P.A.
One Rodney Square
920 North King Street
Wilmington, Delaware 19801
Telephone: (302) 651-7700
Facsimile: (302) 651-7701
E-mail: collins@rlf.com
E-mail: samis@rlf.com
-and-
Jeffrey W. Kelley (GA Bar No. 412296)
Ezra H. Cohen (GA Bar No. 173800)
TROUTMAN SANDERS LLP
Bank of America Plaza
600 Peachtree Street, Suite 5200
Atlanta, Georgia 30308-2216
Telephone No.: (404) 885-3000
Facsimile No.: (404) 885-3900
E-Mail: jeffrey .kelley@troutmansanders.com
E-Mail: ezra.cohen@troutmansanders.com
Counsel for Alleged Debtors
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6. Exhibit A
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7. IN THE UNITED STATES BANKRUPTCY COURT
FOR THE DISTRICT OF DELAWARE
In re: Chapter 11
ALLIED SYSTEMS HOLDINGS, INC., Case No. 12-11564 (CSS)
Alleged Debtor. Re: Docket Nos. ___ and ___
In re: Chapter 11
ALLIED SYSTEMS, LTD. (L.P.), Case No. 12-11565 (CSS)
Alleged Debtor. Re: Docket Nos. ___ and ___
ORDER GRANTING ALLEGED DEBTORS’ MOTION TO FILE AN UNREDACTED
VERSION OF THE MOTION OF ALLEGED DEBTORS TO TRANSFER VENUE OF
THIS CASE TO THE UNITED STATES BANKRUPTCY COURT FOR THE
NORTHERN DISTRICT OF GEORGIA, ATLANTA DIVISION UNDER SEAL
The Court having considered the Alleged Debtors’ Motion to File an Unredacted
Version of the Motion of Alleged Debtors to Transfer Venue of this Case to the United States
Bankruptcy Court for the Northern District of Georgia, Atlanta Division Under Seal [Docket No.
___ in Case No. 12-11564 (CSS) and Docket No. ___ in Case No. 12-11565 (CSS)] (the
“Motion to Seal”); 1 the Court having reviewed the Motion to Seal and having heard the
statements of counsel regarding the relief requested in the Motion to Seal at a hearing before the
Court (the ”Hearing”); the Court having found that (i) the Court has jurisdiction over this matter
pursuant to 28 U.S.C. §§ 157 and 1334, (ii) this is a core proceeding pursuant to 28 U.S.C.
§ 157(b)(2), and (iii) notice of the Motion to Seal and the Hearing was sufficient under the
circumstances; and the Court having determined that the legal and factual bases set forth in the
Motion to Seal and at the Hearing establish just cause for the relief granted herein;
1 Capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Motion to
Seal.
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8. IT IS HEREBY ORDERED THAT:
1. The Motion to Seal is granted.
2. The Alleged Debtors may file the undredacted version of the Motion to
Transfer Venue under seal.
3. The Clerk of the Court shall segregate and maintain the unredacted
version of the Motion to Transfer Venue under seal pursuant to the procedures set forth in Local
Rule 9018-1(b) until further order of this Court.
4. The foregoing notwithstanding, access to the unredacted version of the
Motion to Transfer Venue shall be provided only to the Receiving Parties, each of which shall
maintain the confidentiality of the undredacted version of the Motion to Transfer Venue and its
contents.
5. The Alleged Debtors are authorized to take all actions necessary to
effectuate the relief granted pursuant to this Order in accordance with the Motion to Seal,
including, without limitation, requiring any party requesting additional information about the
unredacted version of the Motion to Transfer Venue to submit to confidentiality agreements with
the Alleged Debtors, who, in their sole discretion, shall determine whether to provide such
additional information.
6. This Court retains jurisdiction to interpret and enforce this Order.
Dated: May _____, 2012 __________________________________________
Wilmington, Delaware THE HONORABLE CHRISTOPHER S. SONTCHI
UNITED STATES BANKRUPTCY JUDGE
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