Contract analysis

I. BACKGROUND A. The Debtors' Business and Corporate Structure Crestline Packaging Solutions LLC was formed in 2007 under the laws of the State of Ohio as a limited liability company. Crestline is headquartered at 4710 Industrial Corridor Drive, Akron, Ohio 44308, and is a leading manufacturer of specialty chemical packaging and industrial containment products. The company's product line includes HDPE drums, intermed

II. LEGAL STANDARD FOR CONFIRMATION

Section 1129(a) of the Bankruptcy Code sets forth sixteen requirements that must be satisfied before a court may confirm a plan of reorganization. Under Section 1129(a), a plan shall be confirmed only if all of the requirements of paragraphs (1) through (16) of that subsection are met. 11 U.S.C. § 1129(a). The plan proponent bears the burden of establishing each element by a preponderance of the evidence. See In re A

III. THE PLAN SATISFIES EACH REQUIREMENT OF 11 U.S.C. § 1129(a) A. Section 1129(a)(1) — Plan Compliance with Title 11

Section 1129(a)(1) requires that a plan comply with the applicable provisions of Title 11. 11 U.S.C. § 1129(a)(1). This requirement encompasses, among other things, compliance with Sections 1122 and 1123 of the Bankruptcy Code. Compliance with Section 1122 — Proper Classification. Section 1122(a) provides that "a plan may place a claim or an interest in a particular class only if such claim or interest is substantial

Section 1129(a)(2) requires that the proponent of the plan comply with the applicable provisions of Title 11. 11 U.S.C. § 1129(a)(2). This requirement is generally understood to encompass compliance with the provisions of the Bankruptcy Code governing the disclosure and solicitation process, as well as compliance with all orders entered by the Court during the pendency of the case. See In re Dow Cascade & Co.., 244 B

Section 1129(a)(3) requires that a plan be "proposed in good faith and not by any means forbidden by law." 11 U.S.C. § 1129(a)(3). Courts in the Sixth Circuit have interpreted this provision to require that the plan be "proposed with honesty, good intentions, and a basis for expecting that a reorganization can be effected with results consistent with the objectives and purposes of the Bankruptcy Code." In re Dow Casc

Section 1129(a)(4) requires that any payment made or to be made by the proponent, by the debtor, or by a person issuing securities or acquiring property under the plan, for services or for costs and expenses in or in connection with the case, or in connection with the plan and incident to the case, has been approved by, or is subject to the approval of, the court as reasonable. 11 U.S.C. § 1129(a)(4). All payments ma

Section 1129(a)(5) requires that the proponent of the plan disclose the identity and affiliations of any individual proposed to serve, after confirmation of the plan, as a director, officer, or voting trustee of the debtor, an affiliate of the debtor participating in a joint plan with the debtor, or a successor to the debtor under the plan, and that the appointment to, or continuance in, such office of such individua

Section 1129(a)(5) is satisfied. F. Section 1129(a)(6) — Rate Changes

Section 1129(a)(6) requires that any governmental regulatory commission with jurisdiction, after confirmation of the plan, over the rates of the debtor has approved any rate change provided for in the plan, or that such rate change is expressly conditioned on such approval. 11 U.S.C. § 1129(a)(6). The Plan does not provide for any change in rates over which any governmental regulatory commission has jurisdiction. The

Section 1129(a)(7) embodies the "best interests of creditors" test, which requires that, with respect to each impaired class of claims or interests, each holder of a claim or interest in such class either (a) has accepted the plan, or (b) will receive or retain under the plan on account of such claim or interest property of a value, as of the effective date of the plan, that is not less than the amount that such hold

Section 1129(a)(8) requires that, with respect to each class of claims or interests, such class has accepted the plan or such class is not impaired under the plan. 11 U.S.C. § 1129(a)(8). Under Section 1126(c), a class of claims has accepted a plan if such plan has been accepted by creditors that hold at least two-thirds in amount and more than one-half in number of the allowed claims of such class held by creditors

I. Section 1129(a)(9) — Treatment of Priority Claims

Section 1129(a)(9) requires that the plan provide certain specified treatment for holders of priority claims. 11 U.S.C. § 1129(a)(9). The Plan provides for the following treatment of priority claims: Administrative Expense Claims (Section 503(b)). All allowed administrative expense claims, including professional fee claims allowed under Section 330 of the Bankruptcy Code, shall be paid in full in cash on the Effectiv

Section 1129(a)(10) requires that, if a class of claims is impaired under the plan, at least one class of claims that is impaired under the plan has accepted the plan, determined without including any acceptance of the plan by any insider. 11 U.S.C. § 1129(a)(10). Three classes of claims are impaired under the Plan: Class 2 (First Lien Secured Claims), Class 3 (Second Lien Secured Claims), and Class 4 (General Unsecu

Section 1129(a)(10) is satisfied. K. Section 1129(a)(11) — Feasibility

Section 1129(a)(11) requires that "[c]onfirmation of the plan is not likely to be followed by the liquidation, or the need for further financial reorganization, of the debtor or any successor to the debtor under the plan, unless such liquidation or reorganization is proposed in the plan." 11 U.S.C. § 1129(a)(11). The feasibility requirement is intended to ensure that "the plan offers a reasonable prospect of success