Proposed Counsel To The Debtor and Debtor-in-Possession

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LISA HILL FENNING (SBN 89238) HARRY GARNER (SBN 254942) ARNOLD & PORTER LLP 777 South Figueroa Street, 44th Floor Los Angeles, California 90017 Telephone: 213.243.4000 Facsimile: 213.243.4199 Lisa.Fenning@aporter.com Harry.Garner@aporter.com
Proposed Counsel to the Debtor and Debtor-in-Possession UNITED STATES BANKRUPTCY COURT CENTRAL DISTRICT OF CALIFORNIA LOS ANGELES DIVISION In re DOWNEY REGIONAL MEDICAL CENTERHOSPITAL, INC., a California non-profit, public benefit corporation, Debtor. HEARING WITH RESPECT TO DOCKET NOs. 7, 10, 11, AND 17 Date: September 17, 2009 Time: 11:00 a.m. Place: Courtroom 1475 United States Bankruptcy Court 255 E. Temple Street Los Angeles, CA 90012 HEARING WITH RESPECT TO DOCKET NOs. 4, 5, 6, AND 8 Date: October 1, 2009 Time: 10:00 a.m. Place: Courtroom 1475 United States Bankruptcy Court 255 E. Temple Street Los Angeles, CA 90012 Case No.: 2:09-bk-34714-BB Chapter 11 NOTICE OF EMERGENCY HEARINGS ON FIRST DAY MOTIONS
Tax I.D. 95-1903935
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TO THE HONORABLE SHERI BLUEBOND, UNITED STATES BANKRUPTCY JUDGE, CREDITORS HOLDING THE TWENTY LARGEST UNSECURED CLAIMS, ANY ALLEGED SECURED CREDITORS, THE OFFICE OF THE UNITED STATES TRUSTEE, AND OTHER PARTIES IN INTEREST: PLEASE TAKE NOTICE that Downey Regional Medical Center-Hospital, Inc., the debtor and debtor-in-possession in the above captioned case (the Debtor), filed a voluntary petition for relief under chapter 11 of title 11 of the United States Code (the Bankruptcy Code) on September 14, 2009 (the Petition Date) in the United States Bankruptcy Court for the Central District of California (Court). PLEASE TAKE FURTHER NOTICE that, pursuant to Local Bankruptcy Rules 2081-1 and 9075-1, an emergency hearing on the following motions and applications filed by Debtor will be held on September 17, 2009 at 11:00 a.m., before the Honorable Sheri Bluebond, in Courtroom 1475 of the Edward R. Roybal Federal Building and Courthouse, 255 E. Temple Street, Los Angeles, CA 90012. Pursuant to LBR 9075-1 and the Courts instruction, if you wish to oppose any of the following motions or applications you must file with the Court and serve upon the appropriate parties and the Court a written response no later than September 17, 2009 at 9 a.m., with any reply due at the time of the hearing: 1. Emergency Motion of Debtor for Order Pursuant to Bankruptcy Code Sections 105(A), 363(B), and 507(A) (I) Authorizing Debtors to Pay Prepetition Wages, Compensation, and Employee Benefits and (II) Authorizing and Directing Financial Institutions to Honor and Process Checks and Transfers Related Thereto [ECF Dkt. No. 7] Debtor seeks an order authorizing, but not directing, Debtor to pay all prepetition employee obligations, including accrued prepetition wages, salaries, expense reimbursements, payroll taxes, and other cash and non-cash compensation claims, and to continue prepetition employee benefit plans. 2. Emergency Motion of Debtor for Entry of Interim and Final DIP Orders (A) Authorizing Debtor to Obtain Postpetition Financing; (B) Granting Superpriority
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Expense Claims and Security Interests; and (C) Granting Other Relief Under 11 U.S.C. 105, 361, 362, 363, 364 and 507, FRBP 4001 and LBR 4001-2 [ECF Dkt. No. 10] Debtor seeks approval of $4 million (on an interim basis) and an aggregate of $15 million (on a final basis) of postpetition financing (the DIP Loan) that it has negotiated with Healthcare Finance Group, substantially on the terms and conditions set forth in the form of the Secured Super-Priority Debtor In Possession Loan and Security Agreement attached to the motion. The relief requested includes authority to grant priming liens and superpriority administrative claims in favor of HFG. Emergency Motion of Debtor for Entry of Interim and Final Orders (I) Authorizing the Use of Cash Collateral, (II) Granting Adequate Protection With Respect Thereto, and (III) Scheduling a Final Hearing [ECF Dkt. No. 11] Debtor seeks interim and final orders authorizing the postpetition use of cash collateral subject to security interests of Wells Fargo Bank, National Association, as indenture trustee and Apollo Health Street, Inc., subject to providing adequate protection to these parties, including, but not limited to subordinate replacement liens and supplemental liens in Debtors property, and for Wells Fargo only, regular postpetition payments, affiliate guarantees and liens. Emergency Motion of Debtor for Order Pursuant to Bankruptcy Code Sections 105(A), 345(B), and 363 Authorizing (I) Continued Use of Existing Cash Management System, (II) Continued Use of Existing Bank Accounts, and (III) Continued Use of Existing Business Forms [ECF Dkt. No. 17] Debtor requests authority to continue use of its prepetition cash management system, bank accounts and business forms, and a limited waiver of the requirements to open new accounts or order new checks and business forms. PLEASE TAKE FURTHER NOTICE that, pursuant to Local Bankruptcy Rules 2081-1 and 9075-1, an emergency hearing on the following motions and applications filed by Debtor will be held on October 1, 2009 at 10:00 a.m., before the Honorable Sheri Bluebond, in Courtroom
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1475 of the Edward R. Roybal Federal Building and Courthouse, 255 E. Temple Street, Los Angeles, CA 90012. Pursuant to LBR 9075-1 and the Courts further instruction, if you wish to oppose any of the following motions or applications you must file with the Court and serve upon the appropriate parties and the Court a written response no later than September 29, 2009 at 9 a.m., with any reply due at the time of the hearing: 1. Emergency Motion of Debtor for an Interim Order (I) Establishing (A) Omnibus Hearing Dates and (B) Certain Notice, Case Management, and Administrative Procedures, and (II) Scheduling a Final Hearing [ECF Dkt. No. 4] Debtor requests an order directing that all matters in the Case be heard at regular monthly hearings to be scheduled in advance, and providing procedures for the time of filing and notice of pleadings that, if granted, would permit electronic notice and limit the required notice for all matters (other than certain excluded matters) to (a) the Office of the United States Trustee; (b) Debtors counsel; (c) counsel for any official unsecured creditors committee, if and when one is appointed; if no Committee is appointed (d) on the creditors holding the twenty largest unsecured claims, (e) those persons who file requests for special notice in the Case; and (f) any party against whom relief is sought or whose specific rights or interests are directly affected, or such partys counsel. 2. Application of Debtor for Order Pursuant to 28 U.S.C. 156(c), Bankruptcy Rule 2002(f), and Local Bankruptcy Rule 5075-1 Authorizing Debtor to Retain Omni Management Group, LLC as Claims Administrator and Noticing Agent of the Bankruptcy Court [ECF Dkt. No. 5] Debtor seeks authority to employ and retain Omni Management Group, LLC (Omni), pursuant to 28 U.S.C. 156(c), as the claims, noticing and balloting agent for the Clerk of the Bankruptcy Court. If the application is granted, Omni will provide support to Debtor and its counsel in connection with a number of administrative matters arising in the Case.
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Emergency Application of Debtor for Order Authorizing Employment of HNB Capital LLC as Investment Banker Effective as of the Petition Date [ECF Dkt. No. 6] Debtor seeks authority to employ and retain HNB Capital LLC (HNB Capital), pursuant to Bankruptcy Code 327(a), as Debtors investment banker retroactive to the Petition Date. HNB Capital is to be employed principally to assist in the completion of negotiation and closing of the DIP Loan. In addition to a monthly retainer fee, Debtor requests approval of a 1.25% success fee for HNB Capital in installments upon interim and final approval of the DIP Loan.
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Emergency Motion of Debtor for Interim and Final Orders Pursuant to Sections 105(A) and 366 of the Bankruptcy Code (I) Prohibiting Utility Companies From Altering or Discontinuing Services to Debtor, (II) Deeming Utility Companies Adequately Assured of Future Payment, and (III) Establishing Procedures for Resolving Requests By Utility Companies for Additional Assurance of Payment [ECF Dkt. No. 8] a. Debtor seeks interim and final orders prohibiting its utility companies from altering or discontinuing services, approving certain existing and proposed deposits as providing the utilities with adequate assurance of payment under Bankruptcy Code 366, and approving proposed procedures for the resolution of disputes regarding adequate assurance of payment.
Dated: Los Angeles, California September 15, 2009
Respectfully Submitted, /s/ Lisa Hill Fenning Lisa Hill Fenning (SBN 89238) Harry Garner (SBN 254942) Arnold & Porter LLP 777 South Figueroa Street, 44th Floor Los Angeles, California 90017 Telephone: 213.243.4000 Facsimile: 213.243.4199 Proposed Counsel to the Debtor and Debtor-inPossession
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Tax I.D. 95-1903935

Dated: Los Angeles, California September 15, 2009

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