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United States Bankruptcy Court Southern District of New York
United States Bankruptcy Court Southern District of New York
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)
In re: ) Chapter 11
)
VOYAGER DIGITAL HOLDINGS, INC., ) Case No. 22-10943 (___)
)
Debtor. )
)
Tax I.D. No. 82-3997687 )
)
In re: ) Chapter 11
)
VOYAGER DIGITAL LTD., ) Case No. 22-10944 (___)
)
Debtor. )
)
Tax I.D. No. N/A )
)
In re: ) Chapter 11
)
VOYAGER DIGITAL, LLC, ) Case No. 22-10945 (___)
)
Debtor. )
)
Tax I.D. No. 82-4138013 )
KE 87808599
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Relief Requested
1. The Debtors seek entry of an order, substantially in the form attached hereto as
Exhibit A (the “Order”): (a) authorizing procedural consolidation and joint administration of
these chapter 11 cases; and (b) granting related relief. Specifically, the Debtors request that the
United States Bankruptcy Court for the Southern District of New York (the “Court”) maintain one
file and one docket for all of the jointly administered cases under the case of Voyager Digital
Holdings, Inc. and that the cases be administered under a consolidated caption, as follows:
)
In re: ) Chapter 11
)
VOYAGER DIGITAL HOLDINGS, INC. et al.,1 ) Case No. 22-10943 (___)
)
Debtors. ) (Jointly Administered)
)
1
The Debtors in these chapter 11 cases, along with the last four digits of each Debtor’s federal tax identification
number, are: Voyager Digital Holdings, Inc. (7687); Voyager Digital Ltd. (N/A); and Voyager Digital, LLC
(8013). The location of the Debtors’ principal place of business is 33 Irving Place, Suite 3060, New York, NY
10003.
2. The Debtors further request that the Court order that the foregoing caption satisfies
the requirements set forth in section 342(c)(1) of title 11 of the United States Code
3. The Debtors also request that a docket entry, substantially similar to the following,
be entered on the docket of each of the Debtors’ cases other than the case of Voyager Digital
Holdings, Inc.:
2
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4. The Debtors also seek authority to fulfill the monthly operating report requirements
required by the Operating Guidelines and Reporting Requirements for Debtors in Possession and
Trustees, issued by the United States Trustee for the Southern District of New York (the “U.S.
Trustee”), in accordance with the applicable Instructions for UST Form 11-MOR: Monthly
Operating Report.
5. The United States Bankruptcy Court for the Southern District of New York
(the “Court”) has jurisdiction over this matter pursuant to 28 U.S.C. §§ 157 and 1334 and the
Amended Standing Order of Reference from the United States District Court for the Southern
District of New York, entered February 1, 2012. The Debtors confirm their consent to the Court
entering a final order in connection with this Motion to the extent that it is later determined that
the Court, absent consent of the parties, cannot enter final orders or judgments in connection
7. The bases for the relief requested herein are sections 105(a) and 342 of the
Bankruptcy Code, rule 105(b) of the Federal Rules of Bankruptcy Procedure (the “Bankruptcy
Rules”), and rule 9013-1(a) of the Local Bankruptcy Rules for the Southern District of New York
Background
8. On July 5, 2022 (the “Petition Date”), each Debtor filed a voluntary petition for
relief under chapter 11 of the Bankruptcy Code. A detailed description of the facts and
circumstances of these chapter 11 cases is set forth in the Declaration of Stephen Ehrlich, Chief
3
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Executive Officer of the Debtors, in Support of Chapter 11 Petitions and First Day Motions
(the “First Day Declaration”), filed contemporaneously with this Motion and incorporated by
reference herein. 1
9. The Debtors are operating their business and managing their property as debtors in
possession pursuant to sections 1107(a) and 1108 of the Bankruptcy Code. No request for the
appointment of a trustee or examiner has been made in these chapter 11 cases, and no official
10. Bankruptcy Rule 1015(b) provides, in pertinent part, that “[i]f . . . two or more
petitions are pending in the same court by or against . . . a debtor and an affiliate, the court may
order a joint administration of the estates.” Fed. R. Bankr. P. 1015. The three Debtor entities that
commenced chapter 11 cases are “affiliates” as that term is defined in section 101(2) of the
Bankruptcy Code. Accordingly, the Bankruptcy Code and Bankruptcy Rules authorize the Court
11. Section 105(a) of the Bankruptcy Code provides the Court with the power to grant
the relief requested herein by permitting the Court to “issue any order, process, or judgment that
11 U.S.C. § 105(a).
routinely order joint administration in cases with multiple, related debtors. See, e.g., In re Revlon,
Inc., No. 22-10760 (DSJ) (Bankr. S.D.N.Y. June 16, 2022) (directing joint administration of
chapter 11 cases); In re GTT Commc’ns, Inc., No. 21-11880 (MEW) (Bankr. S.D.N.Y. Nov. 1,
1
Capitalized terms not defined herein shall have the meanings ascribed to such terms in the First Day Declaration.
4
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2021) (same); In re Grupo Posadas S.A.B. de C.V., No. 21-11831 (SHL) (Bankr. S.D.N.Y. Oct.
27, 2021) (same); In re Lakeland Tours, LLC, 20-11647 (JLG) (Bankr. S.D.N.Y. July 27, 2020)
(same); In re Jason Indus., Inc., No. 20-22766 (RDD) (Bankr. S.D.N.Y. June 29, 2020) (same); In
re Frontier Commc’ns Corp., No. 20-22577 (RDD) (Bankr. S.D.N.Y. Apr. 17, 2020) (same). 2
13. Given the integrated nature of the Debtors’ operations, joint administration of these
chapter 11 cases will provide significant administrative convenience without harming the
substantive rights of any party in interest. Many of the motions, hearings, and orders in these
chapter 11 cases will affect each Debtor entity. The entry of the Order directing joint
administration of these chapter 11 cases will reduce fees and costs by avoiding duplicative filings
and objections. Joint administration also will allow the U.S. Trustee and all parties in interest to
14. Moreover, joint administration will not adversely affect the Debtors’ respective
constituencies because this Motion seeks only administrative, not substantive, consolidation of the
Debtors’ estates. Parties in interest will not be harmed by the relief requested; instead, parties in
interest will benefit from the cost reductions associated with the joint administration of these
chapter 11 cases. Accordingly, the Debtors submit that the joint administration of these chapter 11
cases is in the best interests of their estates, their creditors, and all other parties in interest.
Motion Practice
15. This Motion includes citations to the applicable rules and statutory authorities upon
which the relief requested herein is predicated and a discussion of their application to this Motion.
Accordingly, the Debtors submit that this Motion satisfies Local Rule 9013-1(a).
2
Because of the voluminous nature of the orders cited herein, such orders have not been attached to this Motion.
Copies of these orders are available upon request to the Debtors’ proposed counsel.
5
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Notice
16. The Debtors will provide notice of this Motion to the following parties and/or their
respective counsel, as applicable: (a) the U.S. Trustee; (b) the holders of the 50 largest unsecured
claims against the Debtors (on a consolidated basis); (c) the lender under the Debtors’ prepetition
loan facility; (d) the United States Attorney’s Office for the Southern District of New York; (e) the
Internal Revenue Service; (f) the Toronto Stock Exchange; (g) the attorneys general in the states
where the Debtors conduct their business operations; and (h) any party that has requested notice
pursuant to Bankruptcy Rule 2002. The Debtors submit that, in light of the nature of the relief
No Prior Request
17. No prior request for the relief sought in this Motion has been made to this or any
other court.
6
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WHEREFORE, the Debtors respectfully request that the Court enter the Order granting the
relief requested herein and such other relief as the Court deems appropriate under the
circumstances.
Exhibit A
Proposed Order
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)
In re: ) Chapter 11
)
VOYAGER DIGITAL HOLDINGS, INC., ) Case No. 22-10943 (___)
)
Debtor. )
)
Tax I.D. No. 82-3997687 )
)
In re: ) Chapter 11
)
VOYAGER DIGITAL LTD., ) Case No. 22-10944 (___)
)
Debtor. )
)
Tax I.D. No. N/A )
)
In re: ) Chapter 11
)
VOYAGER DIGITAL, LLC ) Case No. 22-10945 (___)
)
Debtor. )
)
Tax I.D. No. 82-4138013 )
Upon the motion (the “Motion”) 1 of the above-captioned debtors and debtors in possession
(collectively, the “Debtors”) for entry of an order (this “Order”), (a) directing the joint
administration of the Debtors’ chapter 11 cases for procedural purposes only, and (b) granting
related relief, all as more fully set forth in the Motion; and upon the First Day Declaration; and
this Court having jurisdiction over this matter pursuant to 28 U.S.C. §§ 157 and 1334 and the
Amended Standing Order of Reference from the United States District Court for the Southern
1
Capitalized terms used but not defined herein have the meanings ascribed to them in the Motion.
2
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District of New York, entered February 1, 2012; and that this Court having the power to enter a
final order consistent with Article III of the United States Constitution; and this Court having found
that venue of this proceeding and the Motion in this district is proper pursuant to 28 U.S.C. §§ 1408
and 1409; and this Court having found that the relief requested in the Motion is in the best interests
of the Debtors’ estates, their creditors, and other parties in interest; and this Court having found
that the Debtors’ notice of the Motion and opportunity for a hearing on the Motion were
appropriate under the circumstances and no other notice need be provided; and this Court having
reviewed the Motion and having heard the statements in support of the relief requested therein at
a hearing before this Court (the “Hearing”); and this Court having determined that the legal and
factual bases set forth in the Motion and at the Hearing establish just cause for the relief granted
herein; and upon all of the proceedings had before this Court; and after due deliberation and
only and shall be jointly administered by this Court under Case No. 22-10943 (___).
)
In re: ) Chapter 11
)
VOYAGER DIGITAL HOLDINGS, INC. et al,1 ) Case No. 22-10943 (___)
)
Debtors. ) (Jointly Administered)
)
1
The Debtors in these chapter 11 cases, along with the last four digits of each Debtor’s federal tax identification
number, are: Voyager Digital Holdings, Inc. (7687); Voyager Digital Ltd. (N/A); and Voyager Digital, LLC (8013).
The location of the Debtors’ principal place of business is 33 Irving Place, Suite 3060, New York, NY 10003.
3
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4. The foregoing caption satisfies the requirements set forth in section 342(c)(1) of
5. A docket entry, substantially similar to the following, shall be entered on the docket
of each of the Debtors, other than Voyager Digital Holdings, Inc., to reflect the joint administration
6. The Debtors shall maintain, and the Clerk of the Court shall keep, with the
assistance of the notice and claims agent retained by the Debtors in these chapter 11 cases, one
7. The Debtors shall file the monthly operating reports required by the Operating
Guidelines and Reporting Requirements for Debtors in Possession and Trustees, issued by the
U.S. Trustee, in accordance with the applicable Instructions for UST Form 11-MOR: Monthly
directing or otherwise effecting a substantive consolidation of these chapter 11 cases, and this
Order shall be without prejudice to the rights of the Debtors to seek entry of an order substantively
9. The Debtors are authorized to take all actions necessary to effectuate the relief
4
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10. Notice of the Motion as provided therein shall be deemed good and sufficient notice
of such motion, and the requirements of the Bankruptcy Code, Bankruptcy Rules, and Local Rules
11. This Court retains exclusive jurisdiction with respect to all matters arising from or