10000003228

IN THE UNITED STATES BANKRUPTCY COURT
FOR THE DISTRICT OF DELAWARE

In re:
FASTSHIP, INC., et al.,
Debtors.
1

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)
)
)
)
)
)
Chapter 11

Case No. 12-10968 (BLS)
(Jointly Administered)

Hearing Date: April 25, 2012 at 9:30 a.m. (ET)
Objection Deadline: April 18, 2012 at 4:00 p.m. (ET)

MOTION FOR ENTRY OF AN ORDER ESTABLISHING BAR DATE
FOR FILING PROOFS OF PREPETITION CLAIMS AND
APPROVING NOTICE OF BAR DATE

FastShip, Inc. (FSI), FastShip Atlantic, Inc. (FSA) and Thornycroft, Giles &
Co., Inc. (TGC, together with FSI and FSA, the Debtors and each individually, a Debtor),
debtors and debtors in possession in the above-captioned chapter 11 cases, hereby move (this
Motion) pursuant to Bankruptcy Rule 3003(c)(3) for entry of an order (I) fixing 5:00 p.m.
(E.D.T.) on June 1, 2012 as the date and time (the Bar Date) by which proofs of claim must be
filed by all parties in interest that hold or allege to hold a claim (as defined in Bankr. Code
101(5)) (a Claim or Claims), against one or more of the Debtors; and (II) pursuant to
Bankruptcy Rules 2002(a)(7), 2002(m), and 9007 approving the form of notice of the Bar Date
(the Bar Date Notice) and the form of proof of claim (the Proof of Claim) to be attached to
the Bar Date Notice.
In support of this Motion, the Debtors respectfully state as follows:

1

The Debtors, along with the last four digits of each Debtors tax identification number, are as follows:
FastShip, Inc. (8309) (Case No. 12-10968 (BLS)), FastShip Atlantic, Inc. (0980) (Case No. 12-10970 (BLS))
and Thornycroft, Giles & Co., Inc. (1142) (Case No. 12-10971 (BLS)). The mailing address for the Debtors is
1608 Walnut Street, Suite 501, Philadelphia, PA 19103.

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JURISDICTION
1. The Court has jurisdiction over this matter pursuant to 28 U.S.C. 157 and
1334. This is a core proceeding pursuant to 28 U.S.C. 157(b)(2). The venue of the Debtors
chapter 11 cases and this Motion is proper pursuant to 28 U.S.C. 1408 and 1409. Bankruptcy
Rules 2002, 3003 and 9007 provide the bases for the relief sought in this Motion.
BACKGROUND
2. On March 20, 2011 (the Petition Date), the Debtors filed voluntary petitions for
relief under chapter 11 of the Bankruptcy Code. The Court entered an order directing the joint
administration of these cases for administrative purposes only.
3. As explained in the Declaration of Roland K. Bullard, II In Support of Chapter 11
Petitions and Requests for First Day Relief (the Declaration) [Docket No. 9], the Debtors filed
these chapter 11 cases in order to create a liquidating trust to pursue and monetize an IP Claim
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against the U.S. Government and to distribute the proceeds of such litigation to the Debtors
creditors in an orderly fashion.
4. In order finalize a plan, create a liquidating trust and otherwise conclude
administration of the Debtors estates, the Debtors first need to determine the allowed amounts
of all Claims. Thus, the Court should fix the Bar Date as the final date for all parties in interest
to file Claims.
RELIEF REQUESTED AND REASONS THEREFOR
The Bar Date
5. Pursuant to Bankruptcy Rule 3003(c)(3), the Debtors request entry of an order
(the Bar Date Order) fixing 5:00 p.m. (E.D.T.) on June 1, 2012 as the Bar Date.

2
IP Claim, as used herein, shall have the definition given to it in the Declaration.
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6. The proposed Bar Date is 37 days after the scheduled April 25, 2012 hearing on
this Motion. This will afford creditors sufficient time to receive the Bar Date Notice and file
Claims as appropriate. The proposed procedure for setting and noticing the Bar Date is
compliant with Bankruptcy Rule 3003, which states that [t]he Court shall fix . . . the time within
which proofs of claim or interest may be filed.
7. The Debtors submit that the requirement that a holder of a prepetition Claim must
file a Proof of Claim on or before the Bar Date should not extend to (a) the Claim of any person
who has already properly filed a Proof of Claim in these cases or (b) any Claim that is (i) listed
on the Schedules, (ii) not listed as contingent, unliquidated, or disputed, and (iii) not disputed in
amount or characterization by the person holding that Claim.
8. For any person or entity whose Claim arises from, or as a consequence of, the
rejection of an executory contract or an unexpired lease effective on or after the entry of the Bar
Date Order, but prior to the entry of an order of this Court confirming any plan, the Debtors
request that such persons or entities be required to file a Proof of Claim on or before the later of
(a) thirty (30) days following service on such party of entry of the order approving such rejection
and (b) the Bar Date.
9. Pursuant to Bankruptcy Rule 3003(c)(2), the Debtors request that the Bar Date
Order provide that, except as explained below, any holder of a Claim that is required to file a
Proof of Claim and fails to do so, including any person or entity (a) whose Claim is not listed in
the Schedules but who nonetheless is served the Bar Date Notice or (b) whose Claim is listed in
the Schedules as disputed, contingent, unliquidated or undetermined, and who fails to file a Proof
of Claim on or before the Bar Date, shall be forever barred, estopped, and enjoined from
asserting any Claim that such person or entity possesses or may possess against the Debtors,
4
from receiving distributions on account of any such Claim, and from voting upon any plan
proposed in these cases. The Claim of any person or entity who is listed in the Schedules in an
amount that such creditor disputes as to amount or characterization and who does not file a Proof
of Claim, shall be limited to allowance in the Scheduled amount and voting and distribution shall
be determined based upon the Scheduled amount, unless otherwise ordered by this Court.
The Bar Date Notice
10. Within five (5) days after entry of the Bar Date Order, the Debtors will serve the
proposed Bar Date Notice attached as Exhibit A on all known holders of Claims via ordinary
U.S. mail. The Bar Date Notice will specify the Bar Date and explain, among other things, that
on or before the Bar Date a holder of a Claim must file a Proof of Claim, substantially in the
form attached as Exhibit B, with the Debtors Claims Agent, Omni Management Group in
compliance with the applicable Bankruptcy Rules. The Bar Date Notice complies in all respects
with the requirements of Bankruptcy Rule 2002. The Debtors request that the Court approve the
form of the Bar Date Notice.
11. In the event the Debtors schedules are amended to (a) designate a Claim as
disputed, contingent, unliquidated or undetermined, (b) change the amount of the Claim reflected
therein, or (c) add a Claim which was not listed on the original Schedules, then, and in such
event, the affected claimant will be notified of such amendment and the Debtors request that
such claimant be granted thirty (30) days from the date of such notification within which to file a
Proof of Claim.
12. The Debtors reserve the right to object to the allowance of, dispute or to assert
offsets or defenses against any Claim, whether evidenced by a filed Proof of Claim or listed on
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the Schedules, or any amendments thereto, as to amount, liability, classification or otherwise,
and to subsequently designate any Claim as disputed, contingent, unliquidated or undetermined.
NOTICE
13. Notice of this Motion has been given to: (a) the Office of the United States
Trustee; (b) each of the Debtors top twenty (20) unsecured creditors; (c) all parties requesting
notices in this bankruptcy case; and (d) the Debtors DIP Lender. The Debtors respectfully
submit that no further notice is required.
WHEREFORE, the Debtors respectfully request that this Court enter an order
(I) fixing a Bar Date of 5:00 p.m. (E.D.T.) June 1, 2012 pursuant to Bankruptcy Rule
3003(c)(3); (II) approving the form and manner of the Bar Date Notice pursuant to Bankruptcy
Rules 2002(a)(7), 2002(m), and 9007; and (III) granting such other and further relief as the Court
deems just and proper.
Dated: April 6, 2012
BENESCH, FRIEDLANDER,
COPLAN & ARONOFF LLP

By: /s/ Raymond H. Lemisch
Raymond H. Lemisch, Esquire (No. 4204)
Jennifer E. Smith, Esquire (No. 5278)
222 Delaware Avenue, Suite 801
Wilmington, DE 19801
(302) 442-7010 (Telephone)
(302) 442-7012 (Facsimile)
rlemisch@beneschlaw.com
jsmith@beneschlaw.com

-and-

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Kari Coniglio, Esquire (OH 0081463)
200 Public Square, Suite 2300
Cleveland, OH 44114
(216) 363-4500 (Telephone)
(216) 363-4588 (Facsimile)
kconiglio@beneschlaw.com

Proposed Counsel for FastShip, Inc., FastShip
Atlantic, Inc. and Thornycroft, Giles & Co., Inc.,
Debtors and Debtors in Possession

Doc 7103514 Ver 2

In re:


Debtors.
1

)
)
)
)
)
)
)
Chapter 11

Case No. 12-10968 (BLS)
Jointly Administered

Hearing Date: April 25, 2012 at 9:30 a.m. (ET)
Objection Deadline: April 18, 2012 at 4:00 p.m. (ET)

NOTICE OF MOTION
TO: (1) the Office of the United States Trustee; (2) the Debtors twenty largest unsecured
creditors; (3) the DIP Lender; and (4) all parties requesting notice pursuant to Bankruptcy
Rule 2002
PLEASE TAKE NOTICE that FastShip, Inc., et al., (the Debtors), by and through their
undersigned counsel, have filed their Motion for Entry of an Order Establishing Bar Date for
Filing Proofs of Prepetition Claims and Approving Notice of Bar Date (the Motion).
You are required to file a response, if any, to the Motion, on or before April 18, 2012 at
4:00 pm. (ET).
At the same time, you must serve a copy of the response upon the Debtors attorneys:
Raymond H. Lemisch, Esquire
Jennifer E. Smith, Esquire
BENESCH, FRIEDLANDER, COPLAN & ARONOFF LLP

A HEARING ON THIS MATTER WILL BE HELD ON APRIL 25, 2012 AT 9:30 A.M.
(ET) BEFORE THE HONORABLE BRENDAN L. SHANNON AT THE UNITED STATES

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The Debtors, along with the last four digits of each Debtors tax identification number, are as follows: FastShip, Inc. (8309)
(Case No. 12-10968-BLS), FastShip Atlantic, Inc. (0980) (Case No. 12-10970-BLS) and Thornycroft, Giles & Co., Inc.
(1142) (Case No. 12-10971. The mailing address for the Debtors is 1608 Walnut Street, Suite 501, Philadelphia, PA 19103.
7117075_1.DOC
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BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE, 824 MARKET STREET, 6
TH

FLOOR, COURTROOM NO. 1, WILMINGTON, DELAWARE 19801.
IF YOU FAIL TO RESPOND IN ACCORDANCE WITH THIS NOTICE, THE COURT
MAY GRANT THE RELIEF REQUESTED WITHOUT FURTHER NOTICE OR HEARING.
Dated: April 6, 2012
BENESCH, FRIEDLANDER, COPLAN
& ARONOFF LLP

(302) 442-7010 (Telephone)
(302) 442-7012 (Facsimile)

- and -

200 Public Square
2300 BP Tower
Cleveland, OH 44114
(216) 363-4500
(216) 363-4588


EXHIBIT A
In re:


Debtors.
1

)
)
)
)
)
)
Chapter 11

Case No. 12-10968 (BLS)

NOTICE OF (I) REQUIREMENT FOR FILING PROOFS OF PREPETITION CLAIMS,
(II) DEADLINE FOR FILING PROOFS OF PREPETITION CLAIMS AND
(III) PROCEDURES IN CONNECTION THEREWITH

TO: ALL CREDITORS, PARTIES IN INTEREST, AND ANY OTHER PERSONS OR
ENTITIES ASSERTING OR ADVANCING A CLAIM IN THESE JOINTLY
ADMINISTERED CASES.
On March 20, 2012 (the Petition Date), FastShip, Inc. (FSI), FastShip
Atlantic, Inc. (FSA) and Thornycroft, Giles & Co., Inc. (TGC, together with FSI and FSA,
the Debtors and each individually, a Debtor), each filed voluntary petitions for relief under
chapter 11 of the Bankruptcy Code. The Debtors chapter 11 cases have been consolidated for
administrative purposes only. YOUR RIGHTS MAY BE AFFECTED. PLEASE CONSULT
COUNSEL TO FULLY PROTECT YOUR RIGHTS.
CLAIMS BAR DATE
On April __, 2012, the United States Bankruptcy Court for the District of
Delaware (the Court) entered an order (the Bar Date Order) setting 5:00 p.m. (E.D.T.) on
June 1, 2012 (the Bar Date), as the deadline for all persons and entities, including all
individuals, former and present employees, partnerships, corporations, estates, trusts and
governmental units, to file proofs of claim (Proofs of Claim, and each individually a Proof of
Claim) based on Claims (as defined in 11 U.S.C. 101(5)) against the Debtors arising prior to
the Petition Date (Prepetition Claim).
The Bar Date and the procedures set forth below for filing a Proof of Claim apply
to all Claims against the Debtors that arose prior to the Petition Date.

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PREPETITION CLAIMS
A. WHO MUST FILE A PROOF OF CLAIM
You must file a Proof of Claim if you hold a Prepetition Claim, unless your
Prepetition Claim is of a type described in Section B or C, below. Any person or entity holding a
Prepetition Claim or potential Claim against the Debtors, no matter how remote or contingent,
must file a Proof of Claim on or before the Bar Date, except as set forth below. Please note, acts
or omissions of the Debtors that arose prior to the Petition Date may give rise to Claims against
the Debtors that must be filed on or before the Bar Date, notwithstanding that such Claims may
not have matured or become fixed or liquidated or certain prior to the Petition Date.
B. WHO MAY FILE A PROOF OF CLAIM
You may file a Proof of Claim, but are not required to do so, if: (i) your
Prepetition Claim is listed on the schedules of liabilities filed by the Debtors on the Petition
Date, or any amendment thereto (the Schedules), (ii) your Prepetition Claim is not listed in the
Schedules as disputed, contingent, unliquidated or undetermined and (iii) you agree that
your Prepetition Claim has been accurately listed in the Schedules as to its classification and
amount.
C. WHO SHOULD NOT FILE A PROOF OF CLAIM
You should not file a Proof of Claim if: (i) the Court has already entered an order
allowing your Prepetition Claim, (ii) you have a properly filed Proof of Claim on file with the
Court, or (iii) you do not have a Prepetition Claim against the Debtors. THE FACT THAT YOU
HAVE RECEIVED THIS NOTICE DOES NOT MEAN THAT YOU HAVE A PREPETITION
CLAIM OR THAT THE DEBTORS OR THE COURT BELIEVE THAT YOU HAVE A
PREPETITION CLAIM.
D. EXECUTORY CONTRACTS AND UNEXPIRED LEASES
All persons and entities holding Claims arising from, or as a consequence of, the
rejection by the Debtors of an executory contract or unexpired lease which order regarding such
rejection is entered on or prior to the entry of the Bar Date Order, must file a Proof of Claim on
or prior to the Bar Date.
For Claims arising from, or as a consequence of, the rejection by the Debtors of
an executory contract or unexpired lease which order regarding such rejection is entered after the
entry of the Bar Order, but prior to the entry of an order by the Court confirming a plan of
reorganization, a Proof of Claim must be filed on or before the later of (a) thirty (30) days
following service on such party of entry of the order approving such rejection and (b) the Bar
Date.
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E. WHEN AND WHERE TO FILE PROOFS OF CLAIM
Proofs of Claim must be filed so as to be received on or before the Bar Date by
Omni Management Group (Omni), the Debtors Claims Agent, at the following address:
FastShip, Inc. et al. Claims Processing
c/o Omni Management Group
5955 DeSoto Avenue, Suite 100
Woodland Hills, California 91367

Proofs of Claim will be deemed filed only when actually received by Omni. Do
not file or send copies of the Proof of Claim to the Debtors or counsel for the Debtors. If you
wish to receive a file-stamped copy of your Proof of Claim, you must provide an additional copy
of the Proof of Claim to Omni along with a self-addressed, postage paid return envelope.
F. WHAT TO FILE FOR A CLAIM
If you file a proof of your Prepetition Claim, you should use the Proof of Claim
form attached as Exhibit A (Official Form B10). All Proofs of Claim must: (i) be written in
English; (ii) be denominated in lawful currency of the United States; (iii) conform substantially
to the form provided with this Notice; (iv) state the specific Debtor against which it is filed; (v)
set forth with specificity the legal and factual basis for the alleged Claim; (vi) include supporting
documentation or an explanation as to why such documentation is not available; and (vii) be
signed by the claimant or, if the claimant is not an individual, by an authorized agent of the
claimant.
IF YOU ARE ASSERTING A CLAIM AGAINST MORE THAN ONE
DEBTOR, SEPARATE PROOFS OF CLAIM MUST BE FILED AGAINST EACH DEBTOR
AND YOU MUST IDENTIFY ON YOUR PROOFS OF CLAIM THE SPECIFIC DEBTOR
AGAINST WHICH YOUR CLAIM IS ASSERTED AND THE NUMBER OF THAT
DEBTORS BANKRUPTCY CASE.
FAILURE TO FILE PROOF OF CLAIM

Except with respect to Prepetition Claims of the type set forth in Sections B, and
C above and as explained below, any person holding a Prepetition Claim who is required to but
fails to file a Proof of Claim on or before the Bar Date for any Prepetition Claim against the
Debtors, shall be forever barred, estopped and enjoined from: i) asserting such Prepetition Claim;
ii) subsequently filing a Proof of Claim or other evidence with respect to such Prepetition Claim
against the Debtors and their property; iii) voting on any plan of reorganization; iv)
participating in any distribution or receive payment in these chapter 11 cases on account of such
Prepetition Claims; and v) receiving further notices regarding such Prepetition Claims.
Notwithstanding the preceding sentence, the Claim of any person or entity who is listed in the
Schedules in an amount that such creditor disputes as to amount or characterization and who
does not file a Proof of Claim, shall be limited to allowance in the Scheduled amount and voting
and distribution shall be determined based upon the Scheduled amount, unless otherwise ordered
by this Court.
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ACCESS TO SCHEDULES
Copies of the Schedules may be examined and inspected by interested parties
during regular business hours at the office of the Clerk of the Bankruptcy Court, United States
Bankruptcy Court, District of Delaware, 824 North Market Street, 3
rd
Floor, Wilmington,
Delaware 19801, or by accessing the Debtors bankruptcy website at
http://omnimgt.com/SBLite/FastShip. Creditors who wish to rely on the Schedules (or on the
accompanying exhibits) shall have the responsibility for determining that their Prepetition
Claims are accurately listed therein. ANY OTHER INQUIRIES, SUCH AS WHETHER YOU
SHOULD FILE A PROOF OF CLAIM OR TAKE ANY OTHER ACTION WITH RESPECT
TO YOUR PREPETITION CLAIM SHOULD BE DIRECTED TO YOUR OWN ATTORNEY.
DO NOT CONTACT THE BANKRUPTCY COURT OR THE UNDERSIGNED COUNSEL
FOR THE DEBTORS.

Dated: April ___, 2012 BENESCH, FRIEDLANDER,
COPLAN & ARONOFF LLP

(302) 442-7010 (Telephone)
(302) 442-7012 (Facsimile)

-and-

200 Public Square, Suite 2300
Cleveland, OH 44114
(216) 363-4500 (Telephone)
(216) 363-4588 (Facsimile)


Doc 7113749 Ver 1

EXHIBIT B
B 10 (Ot1lcial Form 10)(12/11)
U!'\ITED STATES BANKRUPTCY COURT PROOF OF CLAIM
Name of Debtor: Case Number:
NOTE: Do nor use rhisform ro make a claim for an administrative expense that arises after the bankruptcy filing. You
may file a request for payment ofan administrative expense according to II U.S. C. 503.
Name of Creditor (the person or other entity to whom the debtor owes money or property):
COURT CSE ONLY
Name and address where notices should be sent: i, Check this box if this claim amends a
previously flied claim.
Court Claim Number:
Ufknown)
T eiephone number: emaii:
Filed on:
Name and address where payment should be sent (if different from above):
n Check this box if you are aware that
anyone else has filed a proof of claim
relating to this claim. Attach copy of
statement giving particulars.
Telephone number: email:
1. Amount of Claim as of Date Case Filed: $
If all or part of the claim is secured, complete item 4.
If all or part of the claim is entitled to priority. complete item 5.
OCheck this box if the claim includes interest or other charges in addition to the principal amount of the claim. Attach a statement that itemizes interest or charges.
2. Basis for Claim:
(See instruction #2)
3. Last four digits of any number 3a. Debtor may have scheduled account as: 3b. Uniform Claim Identifier (optional):
by which creditor identifies debtor:
------------------------
(See instruction #3a) (See instruction #3b)
Amount of arrearage and other charges, as of the time case was filed,
4. Secured Claim (See instruction #4) included in secured claim, if any:
Check the appropriate box if the claim is secured by a lien on property or a right of
setoff, attach required redacted documents, and provide the requested information. $
Nature of property or right of setoff: '1 Real Estate '"lMotor Vehicle nother Basis for perfection:
Describe:
Value of Property:$
Amount of Secured Claim: $
Annual Interest Rate ___ % OFixed or OVariable
Amount Unsecured: $
(when case was filed)
5. Amount of Claim Entitled to Priority under 11 C.S.C. 507 (a). If any part of the claim falls into one of the following categories, check the box specifying
the priority and state the amount.
0 Domestic support obligations under 11 0 Wages, salaries, or commissions (up to $11 ,725*) :::J Contributions to an
U.S C. 507 (a)(! )(A) or (a)(! )(B) earned within 180 days before the case was filed or the employee benefit plan-
debtor's business ceased, whichever is earlier II U.S. C. 507 (a)(5)
11 U.S.C. 507 (a)(4)
Amount entitled to priority:
0 Up to $2,600* of deposits toward 0 Taxes or penalties owed to governmental units 0 Other- Specify
$
purchase, lease, or rental of property or I I U.S C. 507 (a)(8). applicable paragraph of
services for personal, family, or household II U.S.C. 507 (a)(_).
use II U.S.C. 507 (a)(7).
*Amounts are subject to adjustment on 4/1113 and every 3 years thereafter with respect to cases commenced on or after rhe date of adjustment.
6. Credits. The amount of all payments on this claim has been credited for the purpose of making this proof of claim. (See instruction #6)
B I 0 (Official Fonn I 0)(12/1 I)
7. Documents: Attached are redacted copies of any documents that support the claim, such as promissory notes, purchase orders, invoices, itemized statements of
running accounts, contracts, judgments, mortgages, and security agreements. If the claim is secured, box 4 has been completed, and redacted copies of documents
providing evidence of perfection of a security interest are attached. (See instruction ii7, and the definition of "redacted".)
DO NOT SEND ORIGINAL DOCUMENTS. ATTACHED DOCUMENTS MAY BE DESTROYED AFTER SCANNING.
If the documents are not available, please explain:
8. Signature: (See instruction #8)
Check the appropriate box.
0 I am the creditor. CJ I am the creditor's authorized agent.
(Attach copy of power of attorney, if any )
CJ I am the trustee, or the debtor,
or their authorized agent.
0 I am a guarantor, surety. indorser, or other codebtor.
(See Bankruptcy Rule 3005.)
(See Bankruptcy Rule 3004)
I declare under penalty of perjury that the information provided in this claim is true and correct to the best of my knowledge. information, and reasonable belief
Print Name:
Title:
Company:
Address and telephone number (if different from notice address above):
(Signature) (Date)
Telephone number: email:
Penalty for presentmgfraudulent c/mm: Fme of up to $500,000 or 1mpnsonment for up to 5 years, or both. 18 U.S C. 152 and 3571
INSTRUCTIONS :FOR PROOF OF CLAIM FORM
The instructions and definitions below are general explanations of the law. In certain circumstances, such as bankruptcy cases not filed voluntarily by the debtor,
exceptions to these general rules may appv.
Items to be completed in Proof of Claim form
Court, :"'ame of Debtor, and Case Number:
Fill in the federal judicial district in which the bankruptcy case was filed (for
example, Central District of California), the debtor's full name, and the case
number. If the creditor received a notice of the case from the bankruptcy court,
all of this information is at the top of the notice.
Creditor's Name and Address:
Fill in the name of the person or entity asserting a claim and the name and
address of the person who should receive notices issued during the bankruptcy
case. A separate space is provided for the payment address if it differs from the
notice address. The creditor has a continuing obligation to keep the court
informed of its current address. See Federal Rule of Bankruptcy Procedure
(FRBP) 2002(g).
L Amount of Claim as of Date Case Filed:
State the total amount owed to the creditor on the date of the bankruptcy filing.
Follow the instructions concerning whether to complete items 4 and 5. Check
the box if interest or other charges are included in the claim.
2. Basis for Claim:
State the type of debt or how it was incurred. Examples include goods sold,
money loaned, services performed, personal injury/wrongful death, car loan,
mortgage note, and credit card. If the claim is based on delivering health care
goods or services, limit the disclosure of the goods or services so as to avoid
embarrassment or the disclosure of confidential health care information. You
may be required to provide additional disclosure if an interested party objects to
the claim.
3. Last Four Digits of Any :\'umber by Which Creditor Identifies Debtor:
State only the last four digits of the debtor's account or other number used by the
creditor to identify the debtor.
3a. Debtor 'VIay Have Scheduled Account As:
Report a change in the creditor's name, a transferred claim, or any other
information that clarifies a difference bel\veen this proof of claim and the claim
as scheduled by the debtor.
3b. liniform Claim Identifier:
If you use a unifonn claim identifier, you may report it here. A unifonn claim
identifier is an optional 24-character identifier that certain large creditors use to
facilitate electronic payment in chapter 13 cases.
4. Secured Claim:
Check whether the claim is fully or partially secured. Skip this section if the claim
is entirely unsecured. (See Definitions.) If the claim is secured, check the box for
the nature and value of property that secures the claim, attach copies of lien
documentation, and state, as of the date of the bankruptcy filing, the annual interest
rate (and whether it is fixed or variable), and the amount past due on the claim.
5, Amount of Claim Entitled to Priority t:nder II U.S.C. 507 (a).
If any portion of the claim falls into any category shown, check the appropriate
box(es) and state the amount entitled to priority. (See Definitions.) A claim may
be partly priority and partly non-priority. For example, in some of the categories,
the law limits the amount entitled to priority.
6. Credits:
An authorized signature on this proof of claim serves as an acknowledgment that
when calculating the amount of the claim, the creditor gave the debtor credit for
any payments received toward the debt.
7. Documents:
Attach redacted copies of any documents that show the debt exists and a lien
secures the debt. You must also attach copies of documents that evidence perfection
of any security interest You may also attach a summary in addition to the
documents themselves. FRBP 300l(c) and (d) If the claim is based on delivering
healtl1 care goods or services, limit disclosing confidential health care information.
Do not send original documents, as attachments may be destroyed after scanning.
8. Date and Signature:
The individual completing this proof of claim must sign and date it. FRBP 9011
If the claim is filed electronically, fRBP 5005(a)(2) authorizes courts to establish
local rules specifying what constitutes a signature. If you sign this form, you
declare under penalty of perjury that the information provided is true and correct to
the best of your knowledge, information, and reasonable belief Your signature is
also a certification that the claim meets the requirements of FRBP 901 !(b).
Whether the claim is filed electronically or in person, if your name is on the
signature line, you are responsible for the declaration. Print the name and title, if
any, of the creditor or other person authorized to tile this claim. State the filer's
address and telephone number if it differs from the address given on the top of the
fonn for purposes of receiving notices. If the claim is filed by an authorized agent,
attach a complete copy of any power of attorney, and provide both the name of the
individual filing the claim and the name of the agent If the authorized agent is a
servicer, identify the corporate servicer as the company Criminal penalties apply
for making a false statement on a proof of claim.
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B IO(Orticial Fonn 10)(12111)
____ ,_DEFINITIONS ___ _
Debtor
A debtor is the person, corporation, or other entity
that has t11cd a bankruptcy case.
Creditor
A creditor is a person, corporation, or other entity to
whom debtor owes a debt that was incurred bcf(>rc
the date of the bankruptcy filing. Sec II U.S. C.
10! (!0).
Claim
A claim is the creditor's right to n:ccive payment lor
a debt owed by the debtor on the date of the
bankruptcy liling. Sec II U.S.C. 101 (5). A claim
may be secured or unsecured.
Proof of Claim
A proof of claim is a form used by the creditor to
indicate the amount of the debt owed by the debtor
on the date of the hunkruptcy filing. The crt_;ditor
must fik tl1c f(>rnl with the clerk o!'the same
bankruptcy court in which the bankruptcy case was
fdcd.
Secured Claim Under l 1 (),S.C. 506 (a)
A secured claim is one backed by a lien on property
or the debtor. The claim is secured so long as the
creditor has the right to be paid from the property
prior to other creditors. The amount of the secured
claim cannot exceed U1e value of the property. Any
amount owed to the creditor in excess of the value of
the property is an unsecured claim. Examples of
liens on property include a mortgage on real estate or
a security interest in a car. A lien may be voluntarily
granted by a debtor or may be obtained through a
court proceeding. In some states, a court judgment is
a lien.
A claim also may be secured if the creditor owes the
debtor money (has a right to setoff).
Unsecured Claim
An unsecured claim is one that docs not meet the
requirements of a secured claim. A claim may be
partly unsecured if the amount of the claim exceeds
the value of the property on which the creditor has a
lien.
Claim Entitled to Priority Under 1 1 ().S.C. 507
(ll)
Priority claims arc certain categories of unsecured
claims that arc paid from the available money or
property in a bankruptcy case bclore other unsecured
claims.
RedJcted
A document has been redacted when the person 1il ing
it masked, edited out, or otherwise deleted,
certain information. A creditor must show only the
last four digits of any social-security, individual's
tax-identification, or Jinancial-account number, only
the initials of a minor's name, and only the year of
any person's date of birth. If the claim is based on the
delivery of health care goods or services, limit the
disclosure of the goods or services so as to avoid
embarrassment or the disclosure of confidential
health care information.
Evidence of Perfection
Evidence of perfection may include a mortgage, lien.
certificate of title, Jinancing statement, or other
document showing that the lien has been tiled or
recorded.
3
INFORMATION_, __
Acknowledgment of Filing of Cl11im
To receive acknowledgment of your tiling, you may
either enclose a stamped se!l:addrcsscd cnvclorc and
a copy of this proof of claim or you may access the
court's PACER system
t> ; .. for n small fcc to view
your tiled proof of claim.
Offers to J>u rc hllsc a
Certain entities arc in the business of purchasing
claims for an amount less than the ti1ce value o!'the
claims. One or more of these entities may contact the
creditor and offer to purchase the claim. Some ufthc
written communications from these entities may
easily be confused with ollicial court documentation
or communications from the debtor. These entities
do not represent the bankruptcy court or the debtor.
The crcd itor has no obi igation to sell claim.
I !owcver. if the creditor decides to sell its claim, any
transfer of such claim is subject to FRill' JOOI(c),
any applicable rrovisions oi'thc Bankruptcy Code
(II U.S.C. 101 er seq.), and any applicable orders
of the bankruptcy court.
Mail to:
FastShip, Inc., et al.
Claims Processing
c/o Omni Management Group
5955 DeSoto Avenue, Suite 100
Woodland Hills, CA 91367
In re:
Debtors.
1

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Chapter 11

Case No. 12-10968 (BLS)

Re: Docket No. _______

ORDER ESTABLISHING BAR DATE FOR FILING PROOFS OF PREPETITION
CLAIMS AND APPROVING NOTICE OF BAR DATE

This matter came on for consideration on the Motion
2
of FastShip, Inc. (FSI),
FastShip Atlantic, Inc. (FSA) and Thornycroft, Giles & Co., Inc. (TGC, together with FSI
and FSA, the Debtors and each individually, a Debtor), debtors and debtors in possession in
the above-captioned chapter 11 cases, pursuant to Bankruptcy Rule 3003(c)(3) for entry of an
order (I) fixing 5:00 p.m. (E.D.T.) on June 1, 2012 as the date and time (the Bar Date) by
which proofs of claim must be filed by all parties in interest that hold or allege to hold a claim
(as defined in Bankruptcy Code 101(5)) (a Claim or Claims), against one or more of the
Debtors; and (II) pursuant to Bankruptcy Rules 2002(a)(7), 2002(m), and 9007 approving the
form of notice of the Bar Date (the Bar Date Notice) and the form of proof of claim (the
Proof of Claim) to be attached to the Bar Date Notice.
The Court, having reviewed the Motion, the Court having jurisdiction over this
matter pursuant to 28 U.S.C. 157 and 1334, and this being a core proceeding pursuant to 28
U.S.C. 157(b)(2); it further appearing to the Court that (a) notice of the Motion was adequate

1


2

Capitalized terms not defined have the meanings given to them in the Motion.

2
and appropriate under the circumstances and that (b) the legal and factual bases set forth in the
Motion establish just cause for the relief granted herein;
IT IS HEREBY ORDERED that:
1. The Motion is granted.
2. The form of Bar Date Notice attached to the Motion as Exhibit A and the manner
and procedures for serving the Bar Date Notice as proposed in the Motion are approved.
3. In accordance with Bankruptcy Rule 3003(c)(3), the Bar Date and time for filing
of Proofs of Claim against the Debtors is established as 5:00 p.m. (E.D.T.) on June 1, 2012.
4. All persons and entities (collectively, Creditors), including, without limitation,
individuals, former and present employees, partnerships, corporations, estates, trusts, and
governmental units, who have, may have, or may assert any Claims (Prepetition Claims and
each individually a Prepetition Claim) against the Debtors arising prior to March 20, 2012 (the
Petition Date), including, without limitation, any Prepetition Claims arising from the exercise
of any statutory or common-law right of reclamation, any Prepetition Claims arising pursuant to
the rejection of an executory contract or lease, and each and every other Prepetition Claim
asserted by any Creditors, whether of a general unsecured, priority, or secured status, must, on or
before the Bar Date, file a Proof of Claim substantially in the form attached to the Motion as
Exhibit B.
5. Each Proof of Claim must: (i) be written in English; (ii) be denominated in lawful
currency of the United States; (iii) conform substantially to the form provided with the Bar Date
Notice; (iv) state the specific Debtor against which it is filed; (v) set forth with specificity the
legal and factual basis for the alleged claim; (vi) include supporting documentation or an
3
explanation as to why such documentation is not available; and (vii) be signed by the claimant
or, if the claimant is not an individual, by an authorized agent of the claimant.
6. Except as explained below, any holder of a Claim that is required to file a Proof
of Claim and fails to do so, including any person or entity (a) whose Claim is not listed in the
Schedules but who nonetheless is served the Bar Date Notice or (b) whose Claim is listed in the
Schedules as disputed, contingent, unliquidated or undetermined, and who fails to file a Proof of
Claim on or before the Bar Date, shall be forever barred, estopped, and enjoined from asserting
any Claim that such person or entity possesses or may possess against the Debtors, from
receiving distributions on account of any such Claim, and from voting upon any plan proposed in
these cases. The Claim of any person or entity who is listed in the Schedules in an amount that
such creditor disputes as to amount or characterization and who does not file a Proof of Claim,
shall be limited to allowance in the Scheduled amount and voting and distribution shall be
determined based upon the Scheduled amount, unless otherwise ordered by this Court.
7. The following persons or entities may, but need not, file a Proof of Claim:
(a) Any claimant (i) whose Prepetition Claim is not listed as disputed,
contingent, unliquidated or undetermined in the schedules of assets and liabilities
filed by the Debtors, or any amendments thereto, (the Schedules) and (ii) who does not
dispute the amount or characterization of the Prepetition Claim set forth in the Schedules;
(b) Any claimant whose Prepetition Claim has previously been specifically
allowed by order of this Court; and
(c) Any claimant who has already properly filed a Proof of Claim with the
clerk of the Bankruptcy Court.
4
8. Creditors whose claims arise from, or as a consequence of, the rejection of an
executory contract or an unexpired lease which order regarding such rejection is entered after the
date of the entry of this Order, but prior to the entry of an order by this Court confirming any
plan of reorganization, must file their Proofs of Claim on or before the later of (a) (30) days
following service on such party of entry of the order approving such rejection and (b) the Bar
Date.
9. All persons and entities holding claims arising from, or as a consequence of, the
rejection by the Debtors of an executory contract or unexpired lease which order regarding such
rejection is entered on or prior to the date of the entry of this Order must file a Proof of Claim on
or before the Bar Date.
10. Creditors whose Prepetition Claims are not listed in the Schedules, or who are
listed in the Schedules in an incorrect amount, or are listed in the Schedules as disputed,
contingent, unliquidated or undetermined, who desire to participate in these cases or share in any
distribution in these cases, must file Proofs of Claim on or before the Bar Date. Creditors who
desire to rely on the Schedules have the responsibility of determining that their Prepetition
Claims are accurately listed.
11. All Proofs of Claim must be filed so as to be received by Omni Management
Group (Omni), the Debtors Claims Agent, by 5:00 p.m. (E.D.T.) on June__., 2012 in
Woodland Hills, California on the Bar Date. Proofs of Claim filed by mail shall be addressed to:
FastShip, Inc. et al., Claims Processing, c/o Omni Management Group, 5955 DeSoto Avenue,
Suite 100, Woodland Hills, CA 91367. Proofs of Claim shall be deemed filed only when
actually received by Omni.
5
12. In the event that Debtors amend their Schedules to (a) designate a Prepetition
Claim as disputed, contingent, unliquidated or undetermined, (b) change the amount of a
Prepetition Claim, or (c) add a Prepetition Claim not previously listed on the original Schedules,
then, and in such event, the Debtors shall notify the affected claimant of such amendment and
that Creditor will be granted 30 days from the date of such notification (the date of notification
shall be deemed to be the date that such notification is sent-whether by email, fax or regular
mail, postage paid) within which to file a Proof of Claim.
13. Nothing in this Order shall be deemed to prejudice the Debtors right to object to
or dispute any Prepetition Claim, whether filed or scheduled, on any grounds or to subsequently
designate any Prepetition Claim as disputed, contingent, unliquidated or undetermined.
14. Nothing in this Order shall be construed to limit, or in any way affect, the
Debtors ability to dispute any Proof of Claim on any ground, or to assert offsets against or
defenses to any such Proof of Claim as to amount, liability or otherwise.
15. The Debtors shall mail a copy of the Bar Date Notice by ordinary first class mail
to all known Creditors within five (5) days after entry of this Order. If so mailed, the Bar Date
Notice shall constitute good and sufficient service and notice of the Bar Date and the procedures
for filing Proofs of Claim.

_______________________________________
HONORABLE BRENDAN L. SHANNON
United States Bankruptcy Judge

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