FURHTER INTERIM ORDER GRANTING MOTION TO USE CASH COLLATERAL AND NOTICE OF 

FINAL HEARING (RE: DOCKET NO. 11) — Page 1 

order cash collateral 003 4884-1142-8807 v.2[1] / 4884-1142-8807, v. 1

UNITED STATES BANKRUPTCY COURT 

NORTHERN DISTRICT OF TEXAS 

WICHITA FALLS DIVISION 

IN RE: § 

§ 

HIGH PLAINS RADIO NETWORK, LLC, § 

§ 

CASE NO. 24-70089-swe11V 

(Chapter 11, Subchapter V) 

§ 

 DEBTOR. § 

FURTHER INTERIM ORDER GRANTING MOTION TO USE CASH 

COLLATERAL AND NOTICE OF FINAL HEARING (RE: DOCKET NO. 

11) 

On June 28, 2024 the Court conducted a further hearing regarding the Emergency Motion 

to Use Cash Collateral (Docket No. 11) (the “Motion to Use Cash Collateral” or the “Motion”) 

filed herein on April 2, 2024 by High Plains Radio Network LLC, debtor and debtor in possession 

(“HPRN” or the “Debtor”).

The Court finds that HPRN provided due and appropriate notice of the Motion, the relief 

requested therein, and the emergency hearing (the “Notice”) has been served by the Debtor on (i) 

the Office of the United States Trustee for Region 6, (ii) the parties listed in the matrix filed in this 

case, (iii) any persons possessing a security interest in the assets of the Debtor and any person 

possessing a security interest in the cash collateral of the Debtor; (iv) certain other parties identified 

in the certificate of service filed with the Court (collectively, the “Noticed Parties”).

United States Bankruptcy Judge

______________________________________________________________________

Signed July 12, 2024

The following constitutes the ruling of the court and has the force and effect therein described.

Case 24-70089-swe11 Doc 170 Filed 07/15/24 Entered 07/15/24 12:08:34 Desc

Main Document Page 1 of 10
FURHTER INTERIM ORDER GRANTING MOTION TO USE CASH COLLATERAL AND NOTICE OF 

FINAL HEARING (RE: DOCKET NO. 11) — Page 2 

order cash collateral 003 4884-1142-8807 v.2[1] / 4884-1142-8807, v. 1

Upon the record established at the hearing, the Court is of the opinion that the following 

Order should be entered. 

THE COURT HEREBY MAKES THE FOLLOWING FINDINGS OF FACTS AND 

CONCLUSIONS OF LAW: 

A. On March 26, 2024 (the “Petition Date”), the Debtor filed its voluntary petition 

under Chapter 11 of the United States Bankruptcy Code, 11 U.S.C. § 101 et seq. (the “Code”). 

The Debtor continues to manage its assets as a debtor in possession pursuant to Code §§ 1107 and 

1108. 

B. The Court has jurisdiction over this proceeding and the parties and property 

affected hereby pursuant to 28 U.S.C. §§ 157(b) and 1334. The Motion is a core proceeding as 

defined in 28 U.S.C. § 157(b). Venue of the Chapter 11 Case and the Motion in this district is 

proper under 28 U.S.C. §§ 1408 and 1409. 

C. Under the circumstances, the Notice given by the Debtor of the Motion and the 

interim hearing constitutes due and sufficient notice thereof and complies with Bankruptcy Rule 

4001(c). 

D. Debtor’s primary creditor with respect to cash collateral is the Small Business 

Administration (the “SBA” or the “Lender”).

E. The Lender likely asserts an interest in, inter alia, the accounts, equipment, and 

inventory of the Debtor. 

F. Sufficient cause exists for immediate entry of this order pursuant to Bankruptcy 

Rules 4001(c)(2). The Debtor requires immediate access to and use of the Cash Collateral in order 

to continue normal business operations. 

G. No party appearing in this Chapter 11 Case has filed or made an objection to the 

relief sought in the Motion and the entry of this order on an interim basis, or any objections that 

were made are hereby overruled, or have been resolved by agreement. 

Based upon the foregoing, and after due consideration and good cause appearing therefor; 

IT IS HEREBY ORDERED, ADJUDGED AND DECREED, that: 

1. The Motion is granted on an interim basis pursuant to Bankruptcy Rule 4001(c)(2). 

2. The cash and revenue generated by the Debtor post-petition are available for use 

by the Debtor as provided in this Order. 

3. Pending a final hearing as set forth below, the Debtor is authorized to use Cash 

Collateral under the terms of the budget, attached hereto as Exhibit H029.01 (the “Budget”). The 

expenses of the Debtor shall not exceed 25% within Exhibit H029.01 per line item category, absent 

the written consent of the Lender, which consent shall not be unreasonably withheld. 

Case 24-70089-swe11 Doc 170 Filed 07/15/24 Entered 07/15/24 12:08:34 Desc

Main Document Page 2 of 10
FURHTER INTERIM ORDER GRANTING MOTION TO USE CASH COLLATERAL AND NOTICE OF 

FINAL HEARING (RE: DOCKET NO. 11) — Page 3 

order cash collateral 003 4884-1142-8807 v.2[1] / 4884-1142-8807, v. 1

4. This interim authorization will expire on the earlier of (i) the conclusion of a final 

hearing on the Motion or (ii) further order of this Court. 

5. This order does not authorize the Debtor to pay any prepetition obligations without 

further order of this Court. 

6. During the period governed by this interim order, the Debtor must maintain an 

accounting of all funds and the Debtor shall segregate, remit, and deposit all of the Cash Collateral 

consistent with the Debtor’s past and ordinary practices.

7. Nothing contained in this Order limits the expenditure of any cash in the possession 

of the Debtor that is not Cash Collateral. 

8. As adequate protection for any diminution in the value of the Lender’s interest in 

the Lender’s collateral caused by the Debtor’s use of Cash Collateral, the Lender is hereby granted 

valid, perfected, and enforceable replacement security interests in and liens upon the collateral 

referenced and described in the prepetition UCC-1 financing statement filed by the Lender with 

the Texas Secretary of State, only to the same extent and according to the same priority as the 

Lender's pre-petition lien position, and only to the extent of (x) the use of any Cash Collateral in 

which the Lender has an interest in excess of the Budget and (y) any actual diminution in the value 

of the Debtor's interest(s) in the Debtor's property resulting from the use of Cash Collateral (the 

“Post-petition Collateral”). The security interests and liens granted to the Lender shall at all times 

be senior to the rights of the Debtor and any successor trustees in these or any subsequent 

proceedings under the Code to the extent that the Lender’s prepetition security interests and liens 

are senior to the rights of the Debtor. The security interests and liens herein granted (i) are and 

shall be in addition to all security interests, liens, mortgages, and rights to set off existing in favor 

of the Lender, on the Petition Date; (ii) in the same priority as the prepetition liens in favor of the 

Lender to the extent that prepetition liens and security interests are valid, perfected, enforceable, 

and non-avoidable; (iii) are and shall be valid, perfected, enforceable, and effective as of the 

Petition Date without any further action by the Debtor or the Lender and without the execution, 

filing, or recordation of any financing statements, security agreements, or other documents, and 

(iv) shall secure payment of principal as well as any interest, costs, or other charges to which the 

Lender may be entitled post-petition, but only to the extent that these items represent a diminution 

in value of the Lender’s interest in its collateral.

9. To the extent of any inadequacy of the Post-petition Collateral with respect to the 

maintenance of position of the Lender, then, as further adequate protection, the Lender shall also 

be entitled to assert an administrative expense claim under Code §§ 361(3) and 503(b)(1). 

10. This interim order shall be sufficient and conclusive evidence of the priority, 

perfection, and validity of the liens granted herein, effective as of the date and time of entry of this 

order, without any further act and without regard to any other federal, state, or local requirements 

or law requiring notice, filing, registration, recording, or possession of the collateral or other act 

to validate or perfect such security interest or lien. If the Lender hereafter requests that the Debtor 

execute and deliver to the Lender financing statements, instruments, or documents considered by 

the Lender to be necessary or desirable to further evidence the perfection of the replacement liens 

and security interests granted in this order, the Debtor is authorized and directed to execute and 

Case 24-70089-swe11 Doc 170 Filed 07/15/24 Entered 07/15/24 12:08:34 Desc

Main Document Page 3 of 10
FURHTER INTERIM ORDER GRANTING MOTION TO USE CASH COLLATERAL AND NOTICE OF 

FINAL HEARING (RE: DOCKET NO. 11) — Page 4 

order cash collateral 003 4884-1142-8807 v.2[1] / 4884-1142-8807, v. 1

deliver those financing statements, instruments, or documents. Nothing in this Order shall in any 

way restrict the scope of the Lender’s pre-petition liens, security interests, rights of set-off, or 

claims with respect to its collateral, and all liens, security interests, and mortgages on the Lender's 

collateral shall extend to the fullest extent permitted by Code § 552(b). 

11. The replacement liens granted to the Lender herein exclude and shall not encumber 

any Code Chapter 5 avoidance claims of the Debtor and/or of the estate. 

12. The liens on the Lender’s Post-petition Collateral are subordinated to fees payable 

to the Subchapter V Trustee. The Debtor is also authorized to pay the Subchapter V Trustee 

interim compensation in accordance with the Scheduling Order and Notice of Status Conference. 

(Docket No. docket no. 18). 

13. The terms of this Order shall in no way prejudice any (i) subsequent trustee, (ii) 

statutory committee or (iii) any party in interest that would otherwise have standing, to contest the 

pre-petition interests of the Lender in the Debtor’s property and the amounts of the Debtor’s 

indebtedness to the Lender. 

14. The final hearing on the Motion pursuant to Bankruptcy Rule 4001(c)(2) is 

scheduled for July 26, 2024 AT 10:00 A.M. prevailing Central time (the “Hearing Date”) before 

this Court. 

The final hearing will be conducted via a WebEx. THE WEBEX INSTRUCTIONS ARE 

ATTACHED TO THIS ORDER. 

For WebEx Video Participation/Attendance: https://us-courts.webex.com/meet/everett

For WebEx Telephonic 

Participation/Attendance: 

Dial-In: 1-650-479-3207 

Access Code: 2304 017 9738 

The Debtor shall promptly mail copies of this order to the Noticed Parties. Any party in interest 

objecting to the relief sought at the final hearing shall serve and file written objections, which 

objections shall be served upon (a) counsel for Debtor – Jeff Carruth, Weycer, Kaplan, Pulaski & 

Zuber, P.C., and (b) counsel to the Lenders as shown below, 

Dawn Whalen Theiss 

Assistant United States Attorney 

1100 Commerce St., Ste. 300 

Dallas, Texas 75242

dawn.theiss@usdoj.gov 

and (c) the Office of the U.S. Trustee for Region 6 to Erin Schmidt, at erin.schmidt2@usdoj.gov, 

and (d) the SubChapter V Trustee, Scott Seidel, at scott@scottseidel.com, and shall be filed with 

the Clerk of the United States Bankruptcy Court for the Northern District of Texas, in each case 

to allow actual receipt of the foregoing no later than July 25, 2024, at 5:00 p.m., prevailing Central 

time on the business day immediately prior to the Hearing Date. 

Case 24-70089-swe11 Doc 170 Filed 07/15/24 Entered 07/15/24 12:08:34 Desc

Main Document Page 4 of 10
FURHTER INTERIM ORDER GRANTING MOTION TO USE CASH COLLATERAL AND NOTICE OF 

FINAL HEARING (RE: DOCKET NO. 11) — Page 5 

order cash collateral 003 4884-1142-8807 v.2[1] / 4884-1142-8807, v. 1

15. Notwithstanding any other provisions of this Order, or any agreements approved 

hereby, any statutory ad valorem tax liens (collectively, the “Tax Liens”) held by any taxing 

authority in the State of Texas (the “Taxing Authorities”) for prepetition and postpetition ad 

valorem taxes shall not be primed nor made subordinate to any liens or superpriority administrative 

expense claims granted to any party hereby to the extend such Tax Liens are valid, senior, 

perfected, and unavoidable, and all parties’ rights to object to the priority, validity, amount, and 

extent of the claims and liens asserted by the Taxing Authorities are fully preserved. 

16. As adequate protection, the Debtor shall remit to Union Funding Source, Inc the 

amount of $1,000 per week beginning the week of April 8, 2024. Each of the Debtor, the SBA, 

and Union Funding Source, Inc (“Union Funding”) reserve all facts, claims, issues, rights, 

remedies, and/or defenses with respect to ownership of the receivables of the Debtor as asserted 

in the documents attached to the pleading(s) of Union Funding and including whether Union 

Funding is entitled under such documents or otherwise to retain such adequate protection 

payments. Such amounts are authorized as part of and/or in addition to the Budget. 

17. As adequate protection, the Debtor shall remit to the SBA adequate protection 

payments of $180.00 per month, on or before the last day of each month, commencing with the 

month of April, 2024. Such amounts are authorized as part of and/or in addition to the Budget. 

####END OF ORDER####

Submitted by: 

Jeff Carruth (TX SBN: 24001846) 

WEYCER, KAPLAN, PULASKI & ZUBER, P.C. 

3030 Matlock Rd. Suite 201 

Arlington, Texas 76105 

Telephone: (713) 341-1158 

Fax: (866) 666-5322 

E-mail: jcarruth@wkpz.com

ATTORNEYS FOR HIGH PLAINS RADIO NETWORK, LLC, 

DEBTOR AND DEBTOR IN POSSESSION 

Case 24-70089-swe11 Doc 170 Filed 07/15/24 Entered 07/15/24 12:08:34 Desc

Main Document Page 5 of 10
Page 1 

order cash collateral 003 4884-1142-8807 v.2[2] / 4884-1142-8807, v. 1

Case 24-70089-swe11 Doc 170 Filed 07/15/24 Entered 07/15/24 12:08:34 Desc

Main Document Page 6 of 10
Page 2 

order cash collateral 003 4884-1142-8807 v.2[2] / 4884-1142-8807, v. 1

Case 24-70089-swe11 Doc 170 Filed 07/15/24 Entered 07/15/24 12:08:34 Desc

Main Document Page 7 of 10
Page 1 

order cash collateral 003 4884-1142-8807 v.2[3] / 4884-1142-8807, v. 1

Case 24-70089-swe11 Doc 170 Filed 07/15/24 Entered 07/15/24 12:08:34 Desc

Main Document Page 8 of 10
Page 2 

order cash collateral 003 4884-1142-8807 v.2[3] / 4884-1142-8807, v. 1

Case 24-70089-swe11 Doc 170 Filed 07/15/24 Entered 07/15/24 12:08:34 Desc

Main Document Page 9 of 10
Page 3 

order cash collateral 003 4884-1142-8807 v.2[3] / 4884-1142-8807, v. 1

Case 24-70089-swe11 Doc 170 Filed 07/15/24 Entered 07/15/24 12:08:34 Desc

Main Document Page 10 of 10