UNITED STATES BANKRUPTCY COURT EASTERN DISTRICT OF MICHIGAN SOUTHERN DIVISION In re: COLLINS & AIKMAN CORPORATION, et al,

Debtors.
1

) ) ) ) ) ) ) )

Chapter 11 Case No. 05-55927-R (Jointly Administered) Tax Identification No. 13-3489233 Honorable Steven W. Rhodes

OBJECTION BY COOPER STANDARD AUTOMOTIVE, INC. TO DEBTORS MOTION FOR THE ENTRY OF ORDERS APPROVING BIDDING PROCEDURES, SALE OF CERTAIN OF THE ASSETS OF DEBTORS INTERIORS PLASTICS GROUP FREE AND CLEAR OF LIENS, CLAIMS, ENCUMBRANCES AND INTERESTS AND RELATED RELIEF Cooper Standard Automotive, Inc. (Cooper Standard) objects to the Debtors Motion for the Entry of Orders Approving Bidding Procedures, Sale of Certain of the Assets of Debtors Interior Plastics Group Free and Clear of Liens, Claims, Encumbrances and Interests and Related Relief (Sale Motion). In support of its objection Cooper Standard states as follows: Introduction

1 The Debtors in the proposed jointly administered cases include: Collins & Aikman Corporation; Amco Convertible Fabrics, Inc.; Becker Group, LLC (d/b/a Collins & Aikman Premier Mold); Brut Plastics, Inc.; Collins & Aikman (Gibraltar) Limited; Collins & Aikman Accessory Mats, Inc. (f/k/a the Akro Corporation); Collins & Aikman Asset Services, Inc.; Collins & Aikman Automotive (Argentina), Inc. (f/k/a Textron Automotive (Argentina), Inc.); Collins & Aikman Automotive (Asia), Inc. (f/k/a Textron Automotive (Asia), Inc.); Collins & Aikman Automotive Exteriors, Inc. (f/k/a Textron Automotive Exteriors, Inc.); Collins & Aikman Automotive Interiors, Inc. (f/k/a Textron Automotive Interiors, Inc.); Collins & Aikman Automotive International, Inc.; Collins & Aikman Automotive International Services, Inc. (f/k/a Textron Automotive International Services, Inc.); Collins & Aikman Automotive Mats, LLC; Collins & Aikman Automotive Overseas Investment, Inc. (f/k/a Textron Automotive Overseas Investment, Inc.); Collins & Aikman Automotive Services, LLC; Collins & Aikman Canada Domestic Holding Company; Collins & Aikman Carpet & Acoustics (MI), Inc.; Collins & Aikman Carpet & Acoustics (TN), Inc.; Collins & Aikman Development Company; Collins & Aikman Europe, Inc.; Collins & Aikman Fabrics, Inc. (d/b/a Joan Automotive Industries, Inc.); Collins & Aikman Intellimold, Inc. (d/b/a M&C Advanced Processes, Inc.); Collins & Aikman Interiors, Inc.; Collins & Aikman International Corporation; Collins & Aikman Plastics, Inc.; Collins & Aikman Products Co.; Collins & Aikman Properties, Inc.; Comet Acoustics, Inc.; CW Management Corporation; Dura Convertible Systems, Inc.; Gamble Development Company; JPS Automotive, Inc. (d/b/a PACJ, Inc.); New Baltimore Holdings, LLC; Owosso Thermal Forming, LLC; Southwest Laminates, Inc. (d/b/a Southwest Fabric Laminators Inc.); Wickes Asset Management, Inc.; and Wickes Manufacturing Company.

0W[;'%+

Detroit_769259_2

0555927070511000000000026

:K

1. (a)

Cooper Standard files this objection because: Cooper Standard is unable to determine whether Debtors intend to assume and assign the contracts between Cooper Standard and Debtors;

(b)

Cooper Standard is unable to determine the deadline (if any) by which Debtors must assume and assign their contacts with Cooper Standard;

(c)

no proposed purchaser under the Sale Motion has given Cooper Standard adequate assurance that it would be able to perform its duties under any contracts between Cooper Standard and Debtors that will be assumed and assigned; and

(d)

Cooper Standard has not yet determined the scope and nature of these contracts, including, without limitation, whether the proposed cure amounts listed by Debtors for these contracts are correct. Background

2.

On May 17, 2005, Debtors filed their voluntary petitions for relief under chapter

11 of the Bankruptcy Code. 3. 4. On April 2, 2007, Debtors filed the Sale Motion. In the Sale Motion, Debtors seek authority under Section 365 of the Bankruptcy

Code to assume and assign certain contracts to Cadence Innovation LLC (Cadence) or any other successful bidder. 5. In connection with the Sale Motion, counsel for Cooper Standard contacted

counsel for Debtors in order to obtain a list of all the contracts that were to be assumed and -2Detroit_769259_2

assigned in connection with the Sale Motion in order to verify the existence of any contracts between Cooper Standard and Debtors (collectively, Contracts) that Debtors intended to assume and assign. 6. On May 8, 2007, Debtors provided Cooper Standard with a list of the Notice of

Sale of Assets of Debtors Interiors Plastics Group Free and Clear of Liens, Encumbrances and Interests (Notice) that Debtors sent to Cooper Standard. The Notice states that the Contracts listed on Exhibit A may potentially be assumed or assigned to the Proposed Purchaser or other Successful Bidder. Cooper Standard has not been able to identify the Contracts listed on Exhibit A to the Notices. Argument 7. The Notices do not state affirmatively whether Debtors will assume and assign the

Contracts that are listed. Moreover, the Debtors have not provided a deadline by which it must assume and assign the Contracts and pay all cure costs. This Court should not allow Cadence or any other prospective purchaser under the Sale Motion to perform Contracts without Cooper Standards consent before the Contracts are assumed and assigned and all cure costs paid to Cooper Standard. 8. Under Section 365(f)(2)(B) of the Bankruptcy Code, Debtors may assign an

executory contract only if adequate assurance of future performance by the assignee of such contract is provided. Neither Cadence nor any other prospective purchaser provided Cooper Standard with adequate assurance of future performance of the Contracts.

-3Detroit_769259_2

9.

Cooper Standard has not yet verified whether Debtors characterization of the

scope and nature of the Contracts is correct. Cooper Standard reserves the right to object to Debtors characterization of any of the Contracts, including without limitation, whether such Contracts are enforceable, assignable or executory. Moreover, if the Contracts are valid

agreements between Cooper Standard and Debtors, Cooper Standard has not yet determined whether it is entitled to any cure costs with regard to the Contracts. Section 365(b)(1) of the Bankruptcy Code provides that if there has been a default in an executory contract or unexpired lease of the debtor, the trustee may not assume such contract or lease unless, at the time of the assumption the trustee (A) cures such default. Cooper Standard reserves the right to object to the proposed cure amounts listed on the Notices. RELIEF REQUESTED Cooper Standard requests entry of an Order denying the Sale Motion and granting other relief as this Court determines. BODMAN LLP By: /s/ Robert J. Diehl, Jr. Robert J. Diehl, Jr. (P31264) Ralph E. McDowell (P39235) th 6 Floor at Ford Field 1901 St. Antoine Street Detroit, Michigan 48226 Telephone: (313) 259-7777 Facsimile: (313) 393-7579 rdiehl@bodmanllp.com Attorneys for Cooper Standard Automotive, Inc. May 11, 2007

-4Detroit_769259_2