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Liz Boydston (SBN 24053684) 

Alexandria Rahn (SBN 24110246) 

GUTNICKI LLP

10440 N. Central Expressway, Suite 800 

Dallas, Texas 75231 

Telephone: (469) 935-6699 

Facsimile: (469) 895-4413 

lboydston@gutnicki.com

arahn@gutnicki.com

PROPOSED COUNSEL TO THE DEBTORS 

AND DEBTORS IN POSSESSION

Max Schlan (Admitted Pro Hac Vice)

Ren-Ann Wang (Admitted Pro Hac Vice) 

GUTNICKI LLP

45 Rockefeller Plaza, Suite 2000 

New York, New York 10111 

Telephone: (646) 825-2330 

Facsimile: (646) 825-2330 

mschlan@gutnicki.com

rwang@gutnicki.com IN THE UNITED STATES BANKRUPTCY COURT 

FOR THE NORTHERN DISTRICT OF TEXAS

FORT WORTH DIVISION 

)

In re: ) Chapter 11

TOMMY’S FORT WORTH, LLC, et al.,1) Case No. 24-90000

 Debtors. ) (Jointly Administered) 

)

DEBTORS’ LIMITED OBJECTION TO 

(I) M&T BANK’S PROPOSED FINDINGS OF FACT AND CONCLUSIONS OF LAW

AND (II) M&T BANK’S PROPOSED ORDER REGARDING EMERGENCY MOTION 

TO APPOINT CHAPTER 11 TRUSTEE 

TO THE HONORABLE UNITED STATES BANKRUPTCY JUDGE Tommy’s Forth Worth, LLC, et al., as debtors and debtors-in-possession (“Tommy’s” or “Debtors”), by and through undersigned counsel, files this limited objection (the “Limited 

Objection”) to M&T Bank’s Proposed Findings of Fact and Conclusions of Law (the “M&T’s 1

 The Debtors in these Chapter 11 Cases, along with the last four digits of each Debtor’s federal tax identification 

number, are: Tommy’s Fort Worth, LLC (3473); Tommy’s Holding Company, LLC (2662); Tommy’s Grand Rapids, 

LLC (9224); Tommy’s Castaic, LLC (7501); Tommy’s Lewisville, LLC (4750); High Country Watersports, LLC 

(6160); Walloon Lake Village Marina, LLC (0277); MKB Florida Holdings, LLC (5698); Tommy’s Detroit, LLC 

(5242); Tommy’s California Fresno, LLC (8597); Tommy’s Phoenix, LLC (3036); Tommy’s Las Vegas, LLC (7721); 

Tommy’s Chattanooga, LLC (0839); Tommy’s California Ventura, LLC (5149); Tommy’s Rancho Cordova, LLC 

(1070); Tommy’s Stockton, LLC (1338); and Tommy’s Knoxville, LLC (8052). 

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Proposed Findings”) [Dkt. No. 168] in Support of Agreed Emergency Motion to Appoint Chapter 

11 Trustee (the “Agreed Motion”) and the proposed order (the “Proposed Order”) submitted on 

the Agreed Emergency Motion to Appoint Chapter 11 Trustee, and would respectfully show the 

Court the following in support thereof: 

1. The Debtors have consented to the appointment of a Chapter 11 Trustee pursuant 

to 11 U.S.C. § 1104(a)(2), as being in the best interests of the Debtors’ creditors and the Debtors’ 

estates. There is no dispute that the Debtors, without the use of Cash Collateral, cannot pay their 

payroll, cannot pay other debts, and cannot operate their business, making the appointment of a 

Chapter 11 Trustee in the best interests of the creditors and the estates. 

2. Given the Debtors’ and the U.S. Trustee’s consents and agreements, no further 

evidence is necessary to grant the relief that the Debtors have consented to with M&T Bank 

(“M&T”)— the appointment of a Chapter 11 Trustee. 

3. Despite M&T’s assurances that if the Debtors consented to the appointment of a 

Chapter 11 Trustee, such “agreed” motions and orders would be limited, M&T filed the “Agreed” 

Motion, which over Debtors’ objections, contain numerous unsubstantiated allegations, 

exaggerations, and conveniently lacks distinction between pre- and post-petition acts. 

4. Given the consents by the Debtors and the U.S. Trustee, M&T’s inclusion of 

unsubstantiated allegations in the so-called “Agreed” documents further stipulating to additional 

facts is unwarranted and beyond what has been agreed to by the parties. Contrary to the assurances 

provided, the Agreed Motion and Proposed Order presented by M&T contain unnecessary and 

unsubstantiated allegations. Moreover, the Proposed Findings provide the signature of Gutnicki’s 

attorney, Liz Boydston, on behalf of the Debtors. This is in error and borders on a blatant 

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misrepresentation to the Court. Ms. Boydston never consented or agreed to the Proposed Findings, 

let alone to approve her signature be included on any such filing. 

5. The Debtors are not stipulating, waiving, or binding themselves, the Chapter 11 

Trustee, or any other party to any facts, allegations, or statements, especially that would insulate

M&T from any objections by any party to their claims against the Debtors. In short, Debtors do 

not object to the appointment of a Chapter 11 Trustee, but the Debtors do object to M&T’s 

Proposed Findings because they are unnecessary. 

6. The Debtors also object that any party in interest be bound to these facts alleged by 

M&T. Most importantly, any interested party should be afforded the full ability and right, just as 

the Debtors would, to investigate and object to the amount of M&T’s liens and claims and not be 

bound to the facts alleged by M&T in the Proposed Findings. 

7. Additionally, M&T asked the Debtors and their professionals for a “Transition 

Budget” (the “Budget”), setting forth the estimated budget for the continuation of and provision 

of services that M&T has requested that the Debtors, their employees, Gutnicki LLP, and Force10 

Partners continue to provide to M&T for the benefit of M&T and the to-be-appointed Chapter 11 

Trustee. Yet that Budget has not been discussed, negotiated, uploaded, or approved. A copy of the 

Budget is attached hereto as Exhibit A. 8. M&T has made assurances that if the Debtors consent to the appointment of a 

Chapter 11 Trustee, it would provide for the payment of the Debtors’ employees through the 

transition period. Yet yesterday, M&T stated that, “Please be aware that no future payrolls have 

been authorized.” 

9. Similarly, M&T requested specifically that Gutnicki and Force Ten to continue to 

provide services during the transition period. This includes requesting that Force Ten prepare the 

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Schedules and Statements of Financial Affairs. Much like future payrolls, M&T has made no 

assurances to the payment of professional fees for services during the transition period.

10. Although M&T has made these specific requests and the Debtors have consented 

to such, M&T now wants an order entered that does not provide for any assurances to the 

employees or to the transition teams that will ensure that the Chapter 11 Trustee will assist in the 

smooth and efficient transition of the business. Again, while the Debtors do not object to the 

appointment of a Chapter 11 Trustee, no appointment should occur without M&T first agreeing to 

a reasonable budget during the transition period. 

[Remainder of page intentionally left blank.] 

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WHEREFORE, Debtors respectfully request that this Court deny entering M&T’s 

Proposed Findings and for such other and further relief as this Court deems just and equitable. 

Respectfully submitted, 

CERTIFICATE OF SERVICE 

I hereby certify that a true and correct copy of the foregoing pleading was served by 

CM/ECF Notification on June 14, 2024 in accordance with Bankruptcy Rule 9036 and L.B.R. 

9036-1. 

/s/ Liz Boydston 

 Liz Boydston 

Dated: June 14, 2024

Dallas, Texas

GUTNICKI LLP

/s/ Alexandria Rahn 

Liz Boydston (SBN 24053684) 

Alexandria Rahn (SBN 24110246) 

10440 N. Central Expy., Suite 800

Dallas, Texas 75231

Telephone: (469) 935-6699 

Facsimile: (469) 895-4413 

lboydston@gutnicki.com arahn@gutnicki.com -andMax Schlan (admitted Pro Hac Vice) 

Ren-Ann Wang (admitted Pro Hac Vice) 

45 Rockefeller Plaza, Suite 2000 

New York, New York 10111 

Telephone: (646) 825-2330 

Facsimile: (646) 825-2330 

mschlan@gutnicki.com 

rwang@gutnicki.com

Proposed Counsel to the Debtors and Debtors 

in Possession

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Exhibit A

Budget

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