hostess motion

7/31/2019 Hostess Motion

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Jeffrey R. FreundZoe L. Palitz

BREDHOFF & KAISER, P.L.L.C.

805 Fifteenth Street N.W., 10th FloorWashington, D.C. 20005

Telephone: (202) 842-2600Facsimile: (212) 842-1888

Counsel to Bakery, Confectionery, Tobacco

Workers and Grain Millers International Union and

Affiliated Local Unions Representing Debtors

Employees

UNITED STATES BANKRUPTCY COURTSOUTHERN DISTRICT OF NEW YORK

)

In re: ) Chapter 11)

HOSTESS BRANDS, INC., et al.,1 ) Case No. 12-22052 (RDD)

)Debtors. ) Jointly Administered

)

MOTION OF THE BAKERY, CONFECTIONERY, TOBACCO WORKERS AND

GRAIN MILLERS INTERNATIONAL UNION FOR AN ORDER DIRECTINGPAYMENT OF POST PETITION EMPLOYEE BENEFIT CONTRIBUTIONS ANDALLOWING AN ADMINISTRATIVE EXPENSE CLAIM FOR UNPAID AMOUNTS

TO THE HONORABLE ROBERT D. DRAIN

UNITED STATES BANKRUPTCY JUDGE:

The Bakery, Confectionery, Tobacco Workers and Grain Millers International Union, on

behalf of its thirty-five local unions who are the authorized representatives of certain of the

Debtors employees and retirees (collectively, BCTGM), moves pursuant to 11 U.S.C.

503(b)(1)(A), 507(a)(2), and 1113(f) for an order compelling immediate payment by the

1The Debtors in these chapter 11 cases, along with the last four digits of each Debtors

federal taxpayer identification number are as follows: (i) Hostess Brands, Inc. (0322); (ii) IBCSales Corporation (3634); (iii) IBC Services, LLC (3639); (iv) IBC Trucking, LLC (8328); (v)

Interstate Brands Corporation (6705; and (vi) MCF Legacy, Inc. (0599).

12-22052-rdd Doc 863 Filed 05/09/12 Entered 05/09/12 09:57:04 Main DocumentPg 1 of 13

1222052120509000000000001

Docket #0863 Date Filed: 5/9/20


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Debtors (collectively, Hostess or the Company) of all post-petition collectively bargained

wage payments designated to have been made to the BCTGM pension funds (Pension Wage

Deferrals) arising from post-petition work performed by BCTGM represented active

employees.

Preliminary Statement

1. Since Hostess filed for chapter 11 protection, it has continued to benefit from thelabor of BCTGM represented employees. During this time, Hostess has refused to make

approximately $14,000,000 in post-petition Pension Wage Deferrals required by its collective

bargaining agreements (CBAs) with the BCTGM.

2. Because the BCTGMs claim for Pension Wage Deferrals is based on post-petitionlabor, it is entitled to treatment as an administrative expense under section 503(b)(1)(A) of the

Bankruptcy Code. Moreover, the BCTGM is entitled to immediate payment because Hostess

failure to meet its collectively-bargained pension obligations constitutes an on-going violation of

section 1113(f).

Jurisdiction

3. This Court has subject matter jurisdiction to hear this matter pursuant to 28 U.S.C. 1334. This is a core proceeding pursuant to 28 USC 157(b). Venue before this Court is

proper pursuant to 28 U.S.C. 1408 and 1409.

Relief Requested

4. The BCTGM seeks an order (1) awarding administrative expense status to Hostesspost-petition Pension Wage Deferrals arising on account of post-petition work by active

employees represented by the BCTGM; (2) compelling the Hostess to immediately make these

Pension Wage Deferrals; and (3) requiring Hostess to make such future Pension Wage Deferrals



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when they come due until and unless Hostess acts to reject the BCTGM CBAs pursuant to the

Courts authorization.

Factual Background

5. For many years, Hostess and local unions affiliated with the BCTGM have beenparties to a series of CBAs governing the wages, benefits, and working conditions of thousands

of employees at the companys bakeries, depots, and retail thrift stores. Currently, Hostess has

117 CBAs with thirty-five local unions affiliated with the BCTGM. These CBAs were reached

with each local union in and around October 2007, during the previous bankruptcy. See

Declaration of Frank Hurt (Hurt Decl.), 2-4.

6. Each CBA is a bi-lateral agreement between a BCTGM local union and Hostess thatrequires Hostess make contributions to the Bakery and Confectionery Union and Industry

International Health Benefits and Pension Fund (B&C Fund) a third party beneficiary of the

BCTGM CBAs in varying amounts based on hours of work performed by active Hostess

employees covered by the CBA. Seeid., 5 & Exhibit A. Hostess is required to make these

pension contributions on the tenth day of each month, based on the hours worked by BCTGM

represented active employees during the previous month. These contributions are deferrals of

amounts that would otherwise have been payable as wages to Hostess employees, but Hostess

and the BCTGM local unions agreed that they would instead be paid to the B&C Fund to provide

post-retirement pension benefits to Hostess employees. See Hurt Decl., 6.

7. On August 12, 2011, Hostess informed the BCTGM, its local unions, and the B&CFund that it would no longer make these Pension Wage Deferral contributions for work

performed by BCTGM represented active employees, as required by the various CBAs. Seeid.,

7.



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8. On January 11, 2012, Hostess filed a voluntary petition for reorganization underchapter 11 of the Bankruptcy Code. See Voluntary Petition, Dkt. No 1 (Jan. 11, 2012). Since the

initiation of this chapter 11 proceeding, BCTGM represented active employees have continued to

perform services for the Company pursuant to the CBAs. Hostess has made no Pension Wage

Deferrals for this post-petition work. See Hurt Decl., 8-9.

9. To date, Hostess owes approximately $14,000,000 in post-petition Pension WageDeferrals accruing under the BCTGM CBAs after January 11, 2012. Seeid., 10 & Exhibit B.2

10. On May 4, 2012, the Court granted the Motion of Debtors and Debtors inPossession to (A) Reject Certain Collective Bargaining Agreements and (B) Modify Certain

Retiree Benefit Obligations Pursuant to Sections 1113(c) and 1114(g) of the Bankruptcy Code

(hereinafter, Debtors 1113/1114 Motion). See Order Re Motion to Reject, Dkt. No. 848 (May

4, 2012). As of the date of this Motion, Hostess has not implemented the terms of the section

1113/1114 proposal authorized by the Court. See Hurt Decl., 11.

Argument

11. Section 503(b)(1)(A) of the Bankruptcy Code allows, as administrative expenses,claims for the actual, necessary costs and expenses of preserving the estate, including- (i)

wages, salaries, and commissions for services rendered after the commencement of the case[.]

Pension contributions and other fringe benefits that complete a pay package,Howard Delivery

Serv., Inc. v. Zurich Am. Ins. Co., 547 U.S. 651, 654 (2006), are part of wages, salaries, and

commissions covered by section 503(b)(1)(A). See In re A.C.E. Elevator Co., Inc., 347 B.R.

473, 480 (Bankr. S.D.N.Y. 2006) (Moreover, as noted by the Supreme Court inHoward

2In December 2011, Hostess ceased providing monthly remittance reports to the B&C Fund

containing the number of hours worked each month by active unit employees. The pensioncontribution estimate contained in this paragraph and Exhibit B is based on the average hours

worked per month from July to November 2011.



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Delivery Service, employer contributions to pension and welfare plans, . . . together with wages,

remunerate employees for services rendered.).

12. When claims for pension obligations are based on post-petition labor, they aretreated as administrative expenses. See, e.g.,In re Finley, Kumble, Wagner, Heine, Underberg,

Manly, Myerson & Casey, 160 B.R. 882, 891 (Bankr. S.D.N.Y. 1993) (To the extent that the

Minimum Funding Claim arose postpetition from the postpetition labor of Debtors remaining

thirty-eight employees, the Minimum Funding Claim merits priority treatment. Postpetition

premiums due may be entitled to an administrative priority for the same reason); cf.In re

Ionosphere Clubs, Inc., 22 F.3d 403, 408 (2d Cir. 1994) (referencing the established rule in this

Circuit that vacation pay claims are accorded first-priority status as administrative expenses only

to the extent the vacation pay is attributable to post-petition work);In re Spectrum Info. Techs.,

Inc., 193 B.R. 400, 405 (Bankr. E.D.N.Y. 1996) (employmentrelated benefits . . . have been

deemed to be forms of wages which may be entitled to administrative expense priority if

incurred during the administration of a bankruptcy case.).3

13. Here, Debtors collectively-bargained Pension Wage Deferral obligations aremeasured by the labor of active BCTGM represented employees. These active employees have

continued to provide services to the Debtors post-petition and have continued to earn Pension

Wage Deferrals. The Companys failure to pay them, therefore, is a violation of the respective

BCTGM CBAs.

3The cases are unanimous in this regard. Those courts that have refused to accord

administrative expense status to pension contributions have done so only where the contributions

were based on pre-petition labor. See, e.g., A.C.E. Elevator, 347 B.R. at 478 (rejectingadministrative claim for delinquent contributions that were based on its Union employees

hours worked prepetition).



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14. Moreover, Hostess was prohibited by section 1113(f) of the Bankruptcy Code fromunilaterally terminat[ing] or alter[ing] any provision of a collective bargaining agreement prior

to compliance with the provisions of this section. See also 7 Alan N. Resnick & Henry J.

Sommer, Collier on Bankruptcy 1113.02 (16th ed. 2011) (debtors remain obligated to pay

postpetition wages and benefits as they become due in accordance with the collective bargaining

agreement, and the failure to do so has been held to be a unilateral alteration of the agreement in

violation of section 1113(f), and not merely a breach of the agreement). Despite the fact that

the Court did not authorize rejection until May 4, 2012, Debtors have made no Pension Wage

Deferral payments during the pendency of this chapter 11 proceeding.

15. The fact that the Court has now authorized rejection of the BCTGM CBAs is of nomoment. First, while the Court has authorized that action, Hostess has not yet acted on that

authorization. Second, even if Debtors had acted, rejection pursuant to 1113(c) is prospective

only; it does not magically absolve a debtor from its pre-rejection obligations. See, e.g.,In re

Hoffman Bros. Packing Co., Inc., 173 B.R. 177, 186 (B.A.P. 9th Cir. 1994) (explaining that the

procedure prescribed by 1113, . . .provides for prospective, not retroactive relief[,] so the

unions may be permitted to file administrative claims for their members postpetition unpaid

benefits accruing prior to entry of the court-ordered modification);In re Manor Oak Skilled

Nursing Facilities, Inc., 201 B.R. 348, 350 (Bankr. W.D.N.Y. 1996) ([A]ll aspects of a

collective bargaining agreement remain in effect and binding until rejection occurs.). Thus,

even if Hostess had acted on the Courts order authorizing rejection of the BCTGM CBAs on

May 4, 2012, it would still have been in violation of section 1113(f) prior to that date.

16. We expect that the Debtors will argue that because the B&C Fund terminatedHostess on December 10, 2011, no Pension Wage Deferral payments are due for any post-



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petition period thereafter. Rather than respond to this as yet unformed argument now, we await

Hostess articulation of its position to which we will respond in our Reply. For now it is

sufficient to observe that (1) Hostess promised to make these payments in its CBAs with the

BCTGM, not the B&C Fund; (2) the payments are an integral part of the compensation Hostess

promised it would pay its workers and cannot be disaggregated from the economic bargain the

parties stuck; (3) in any event, it was the B&C Fund, not the BCTGM, that terminated Hostess;

(4) the B&C Fund terminated Hostess only to protect itself from the obligation of awarding

pension accruals for periods during which it might not receive contributions; (5) it is our

understanding that if the B&C Fund receives these payments from Hostess, as required by the

BCTGM CBAs, it will accept them and award pension accruals to covered participants. But if it

does not accept them, the payments would be paid to the individual employees who earned them

by working for Hostess post-petition.

Conclusion

17. For the reasons stated, this Court should accord the BCTGM an administrativeclaim for Pension Wage Deferrals arising from post-petition work performed by BCTGM

represented active employees; and direct the Debtors to immediately make these payments.

Notice

18. Notice of this Motion will be provided to: (a) the Office of the United States Trusteefor the Southern District of New York; and (b) counsel to Hostess, Interstate Brands

Corporation-International Brotherhood of Teamsters National Negotiating Committee, BBU,

Inc., Schwebel Baking Company, Klosterman Baking Company, Pan-O-Gold Baking Company,

United States Bakery, Amorosos Baking Company, Northeast Foods, Inc., ConAgra Foods, Inc.,

Alpha Baking Co., Inc., Lewis Brothers Bakeries Incorporated and Chicago Baking Company,



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CERTIFICATE OF SERVICE

I, Jeffrey R. Freund, certify that I am over 18 years of age and that on this the ninth day

of May 2012, I caused to be served, (i) on chambers via hand delivery (ii) on all counsel of

record by ECF and (iii) upon the parties listed below by email and USPS First Class Mail, a true

and correct copy of the following:

Motion of the Bakery, Confectionery, Tobacco Workers and Grain Millers InternationalUnion for an Order Directing Payment of Post Petition Employee Benefit Contributions

and Allowing an Administrative Expense Claim for Unpaid Amounts

.

Paul K. Schwartzberg, Esq.33 Whitehall Street, 21st Fl.

New York, NY [email protected]

Office of the United States Trustee

Hostess Brands, Inc.12 E. Armour Blvd.

Kansas City, MO 64111

Attn: Kent Magill, Esq. ([email protected])Jolyn Sebree ([email protected])

Debtors

Jones Day222 East 41st Street

New York, NY 10017

Attn: Corinne Ball, Esq. ([email protected])Heather Lennox, Esq. ([email protected])

Lisa Laukitis, Esq. ([email protected])

Veerle Roovers, Esq. ([email protected])-and-

North Point

901 Lakeside Avenue

Cleveland, OH 44114Attn: Ryan T. Routh, Esq. ([email protected])



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Thompson & Knight, LLP900 Third Avenue, 20th Floor

New York, NY 10022

Attn: Ira L. Herman, Esq. ([email protected])

Stinson Morrison Hecker LLP1201 Walnut, Suite 2900Kansas City, MO 64106

Attn: Paul M. Hoffmann, Esq. ([email protected])

Counsel to Debtors

Kramer Levin Naftalis & Frankel, LLP

1177 Avenue of the Americas

New York, NY 10036Attn: Joshua K. Brody, Esq. ([email protected])

Thomas Moers Mayer, Esq. ([email protected])

Counsel to the Official Committee of Unsecured Creditors

Paul Hastings Janofsky & Walker LLP

75 E 55th StNew York, NY 10022

Attn: Rick Denhup, Esq. ([email protected])

Leslie Plaskon, Esq. ([email protected])

-and-600 Peachtree St NE Ste 2400

Atlanta, GA 30308Attn: Cassie Coppage, Esq. ([email protected])

Jesse H. Austin III, Esq. ([email protected])

Counsel to General Electric Capital Corporation, as Agent

Paul Weiss Rifkind Wharton & Garrison LLP

1285 Ave of AmericasNew York, NY 10019-6064

Attn: Alan Kornberg, Esq. ([email protected])

Brian Hermann, Esq. ([email protected])Diane Meyers, Esq. ([email protected])

-and-

2001 K St NW

Washington, DC 20006Attn: Craig Benson, Esq. ([email protected])

Counsel to Silver Point Finance LLC, as Agent



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Thompson & Knight, LLP900 Third Avenue, 20th Floor

New York, NY 10022

Attn: Ira L. Herman, Esq. ([email protected])Jennifer A. Christian, Esq. ([email protected])

Counsel to BNY Mellon, as Trustee

Debevoise & Plimpton LLP

919 Third Ave

New York, NY 10022

Attn: George Maguire, Esq. ([email protected])Steven Gross, Esq. ([email protected])

Joseph P Moodhe, Esq. ([email protected])

Counsel to Investors I, LLC, IBC Investors II, LLC and IBC Investors III, LLC

Cohen, Weiss and Simon, LLP

330 West 42nd Street - 25th FloorNew York, NY 10036

Attn: Richard M. Seltzer, Esq. ([email protected])

Counsel to Interstate Bakeries Corporation-International Brotherhood of Teamsters Negotiating

Committee

Willkie Farr & Gallagher LLP

787 Seventh AveNew York, NY 10019

Attn: Matthew Feldman, Esq. ([email protected])Paul Shalhoub, Esq. ([email protected])

Counsel to the International Brotherhood of Teamsters

Morgan, Lewis & Bockius LLP

101 Park Avenue

New York, New York 10178-0600Attn: James L. Garrity, Jr., Esq. ([email protected])

-and-

1701 Market StreetPhiladelphia, Pennsylvania 19103

Attn: John C. Goodchild, III, Esq. ([email protected])

Rachel Jaffe Mauceri, Esq. ([email protected])

Counsel to Klosterman Baking Company, Pan-O-Gold Baking Company, BBU, Inc., United

States Bakery, Northeast Foods, Inc., Schwebel Baking Company, Alpha Baking Co., Inc.,

Interbake Foods, LLC



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Eckert Seamans Cherin & Mellott LLC10 Bank Street, Suite 700

White Plains, NY 10606

Attn: Riyaz G. Bhimani, Esq. ([email protected])-and-

300 Delaware Avenue, Suite 1210Wilmington, DE 19801Attn: Ronald S. Gellert, Esq. ([email protected])

McGrath North Mullin & Kratz, PC LLO

Suite 3700, First National Tower1601 Dodge Street

Omaha, Nebraska 68102-1627

Attn: Robert P. Diederich, Esq. ([email protected])

Counsel to ConAgra Foods

Loizides, P.A.1225 King Street, Suite 800

Wilmington, DE 19801

Attn: Christopher D. Loizides, Esq. ([email protected])

Beckman Lawson LLP

201 W. Wayne Street

Fort Wayne, IN 46802Attn: Adam L. Hand, Esq. ([email protected])

Counsel to Perfection Bakeries, Inc.

Buchanan Ingersoll & Rooney PC

1290 Avenue of the Americas, 30th FloorNew York, NY 10104-3001

Attn: Robert S. Hawkins, Esq. ([email protected])

Tanya D. Bosi, Esq. ([email protected])

Counsel to Amorosos Baking Company

Schiff Hardin LLP666 Fifth Avenue, 17th Floor

New York, NY 10103

Attn: Keith N. Costa, Esq. ([email protected])

Alyson M. Fiedler, Esq. ([email protected])-and-

233 S. Wacker Drive, Suite 6600

Chicago, IL 60606Attn: Eugene J. Geekie, Jr., Esq. ([email protected])

Jeffrey D. Eaton, Esq. ([email protected])

Counsel to Lewis Brothers Bakeries Incorporated and Chicago Baking Company



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Lowenstein Sandler PC1251 Avenue of the Americas, 18th Floor

New York, New York 10020

-and-65 Livingston Avenue

Roseland, New Jersey 07068Attn: Sharon L. Levine, Esq. ([email protected])Philip J. Gross, Esq. ([email protected])

Counsel to I.A.M. National Pension Fund, Bakery & Confectionery Union & Industry

International Pension Fund

Wick Streiff Meyer Oboyle & Szeligo PC

1450 Two Chathem Center

Pittsburgh, PA 15219Attn: Vincent P. Szeligo, Esq. ([email protected])

Counsel to The Western Pennsylvania Teamsters and Employers Pension Fund

Dated: Washington, DC

May 9, 2012/s/ Jeffrey R. Freund

Jeffrey R. Freund

BREDHOFF & KAISER, P.L.L.C.

805 Fifteenth Street N.W., 10th FloorWashington, D.C. 20005

Telephone: (202) 842-2600Facsimile: (212) 842-1888



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12-22052-rdd Doc 863-1 Filed 05/09/12 Entered 05/09/12 09:57:04 Declarationof Frank Hurt Pg 1 of 3


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12-22052-rdd Doc 863-1 Filed 05/09/12 Entered 05/09/12 09:57:04 Declarationof Frank Hurt Pg 2 of 3


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EXHIBIT A

12-22052-rdd Doc 863-2 Filed 05/09/12 Entered 05/09/12 09:57:04 Exhibit APg 1 of 4


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EXHIBIT B

12-22052-rdd Doc 863-3 Filed 05/09/12 Entered 05/09/12 09:57:04 Exhibit BPg 1 of 6


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ACCT

LOCAL

PENSION

RATE

JANUA

RY

HOURS**

PENSION

DUE

FEBRUARY

HOURS

PENSIO

N

DUE

MARCH

HOURS

PENSION

DUE

APRIL

HOURS

PENSION

DUE

MAY

HOURS***

PENSIONDUE

TOTALPENSION

DUE

UNPAID

PENSION

CONTRIBUTIONSAFTER

JANUARY11,2012*

9747A

103

0.7100

1,01

0.28

$717.30

1,491.36

$1,058.87

1,491.36

$1,058.87

1,491.3

6

$1,058.87

432.98

$307.41

$4,202.02

9750A

19

5.2200

1,78

0.12

$9,292.24

2,627.80

$13,717.12

2,627.80

$13,717.12

2,627.8

0

$13,717.12

762.91

$3,982.39

$54,431.20

9766A

57

3.1500

81

3.21

$2,561.61

1,200.45

$3,781.42

1,200.45

$3,781.42

1,200.4

5

$3,781.42

348.52

$1,097.83

$15,006.84

9774A

111

0.5200

23

8.41

$123.97

351.94

$

183.01

351.94

$183.01

351.94

$183.01

102.18

$53.13

$726.65

9778A

111

0.2600

8

7.96

$22.87

129.85

$33.76

129.85

$33.76

129.85

$33.76

37.70

$9.80

$134.21

9780A

65

0.1600

26

0.77

$41.72

384.95

$61.59

384.95

$61.59

384.95

$61.59

111.76

$17.88

$244.54

9838A

37

0.3200

13,23

1.34

$4,234.03

19,531.98

$6,250.23

19,531.98

$6,250.23

19,531.9

8

$6,250.23

5,670.57

$1,814.58

$24,799.63

9840A

25

0.8700

2,57

1.50

$2,237.21

3,796.02

$3,302.54

3,796.02

$3,302.54

3,796.0

2

$3,302.54

1,102.07

$958.80

$13,104.50

9840A

25

0.8700

1

6.26

$14.14

24.00

$20.88

24.00

$20.88

24.00

$20.88

6.97

$6.06

$83.72

9841A

53

0.4200

29

2.64

$122.91

431.99

$

181.44

431.99

$181.44

431.99

$181.44

125.42

$52.67

$720.31

9843A

53

0.4200

27

0.43

$113.58

399.20

$

167.66

399.20

$167.66

399.20

$167.66

115.90

$48.68

$665.67

$2,365,519.41

$3,491,957.22

$3,491,957.22

$3,491,957.22

$1,013,794.

03

$13,855,185.10

TOTALAMOUNTDUE

*Debtorsceasedprovidinginformation

totheBCTGMregardinghoursworkedbyactivemembersinDecember2011.Thehoursfiguresprovidedinthisentiredocumentare

thereforeanestimate

basedontheaveragehoursworkedbyactivemembersfromJulytoNovember.

***Thehoursfigureprovidedinthisco

lumnhasbeenpro-ratedtoaccountonlyforlaborprovidedpriortothedateoffilingofthis

MotiononMay9,2012.TheBCTGMreservestherightto

supplementthisMotiontoclaimpensio

ncontributionsowedforservicesperformed

afterMay9,2012.

**Thehoursfigureprovidedinthiscolumnhasbeenpro-ratedtoaccountonlyforla

borprovidedaftertheDebtors'January11,2

012chapter11filing.

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UNITED STATES BANKRUPTCY COURT

SOUTHERN DISTRICT OF NEW YORK

)

In re: ) Chapter 11)

HOSTESS BRANDS, INC., et al.,1 ) Case No. 12-22052 (RDD)

)Debtors. ) Jointly Administered

)

[PROPOSED] ORDER

This matter coming before the Court on the Motion of the Bakery, Confectionery,

Tobacco Workers and Grain Millers International Union for an Order Directing Payment of Post-

Petition Employee Benefit Contributions and Allowing an Administrative Expense Claim for

Unpaid Amounts. The Court having reviewed the BCTGMs Motion and any objections thereto,

and having found good cause for the relief granted herein

HEREBY ORDERS THAT:

1.

The Motion is GRANTED.

2. Pursuant to sections 503(b)(1)(A), 507(a)(2) and 1113(f) of the Bankruptcy Code, theBCGTM is hereby allowed and awarded an administrative expense claim for Debtors

unpaid post-petition Pension Wage Deferral obligations.

3. The parties are directed to meet and confer within five (5) days of this Order regardingthe amount of this claim and Debtors shall furnish reports to the BCTGM regarding the

1The Debtors in these chapter 11 cases, along with the last four digits of each Debtors

federal taxpayer identification number are as follows: (i) Hostess Brands, Inc. (0322); (ii) IBCSales Corporation (3634); (iii) IBC Services, LLC (3639); (iv) IBC Trucking, LLC (8328); (v)

Interstate Brands Corporation (6705; and (vi) MCF Legacy, Inc. (0599).

12-22052-rdd Doc 863-4 Filed 05/09/12 Entered 05/09/12 09:57:04 ProposedOrder Pg 1 of 2


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number of post-petition hours worked by BCTGM represented active employees to allow

an accurate calculation.

4. The Debtors are hereby directed to pay to the BCTGM the agreed upon amount of theirpost-petition Pension Wage Deferral obligations within fifteen (15) days of this Order.

5. Absent further order of the Court, the Debtors are directed to remain current with respectto any post-petition Pension Wage Deferral obligations due and owing to the BCTGM

unless and until any such obligations are modified in compliance with the Bankruptcy

Code pursuant to further order of this Court.

6.

This Court shall retain jurisdiction over any and all matters arising from or related to the

interpretation and/or implementation of this Order.

Dated: ________________, 2012

___________________________________________UNITED STATES BANKRUPTCY JUDGE

12-22052-rdd Doc 863-4 Filed 05/09/12 Entered 05/09/12 09:57:04 ProposedOrder Pg 2 of 2

hostess motion

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