Third Circuit disposition — 083990np-pdf

NOT PRECEDENTIAL
UNITED STATES COURT OF APPEALS
FOR THE THIRD CIRCUIT
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No. 08-3990
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In re: THE FINOVA GROUP INC.
Finova Capital Corp., Debtors
OFFICIAL COMMITTEE OF EQUITY SECURITY HOLDERS,
Appellant
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On Appeal from the United States District Court
for the District of Delaware
(D.C. Civil Nos. 1-07-cv-00480, 1-07-cv-00487)
District Judge: The Honorable Joseph J. Farnan, Jr.
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Submitted Under Third Circuit LAR 34.1(a)
October 2, 2009
Before: McKEE, CHAGARES, and NYGAARD, Circuit Judges.
(Filed October 21, 2009)
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OPINION OF THE COURT
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NYGAARD, Circuit Judge.
Appellees The Finova Group and Finova Capital Corporation (Finova) has
accumulated more than eight million dollars under the terms of its approved Plan of
Reorganization and an Indenture between itself and the Bank of New York, as Trustee.
The Bankruptcy Court determined that Finova is prohibited from distributing these
Segregated Funds to the Appellant Equity Holders and instead held that Finova must use
these funds for general corporate purposes — including the payment of creditors.
The facts and procedural history of this case are well known to the parties and to
the Court, and it is not necessary that we restate them in detail here. The Bankruptcy
Court determined the Plan and the Indenture to be unambiguous. Distribution of the
Segregated Funds to the Equity Holders, the court found, were prohibited because such a
disbursement would be an “impermissible restricted payment” under the Plan and
Indenture.
The District Court affirmed. In reviewing an appeal from an order of the
Bankruptcy Court, we apply the same standards as did the District Court. In re Old
Summit Mfg., LLC, 523 F.3d 134, 137 (3d Cir 2008). Thus, we review the Bankruptcy
Court's findings of fact for clear error and exercise plenary review over the Bankruptcy
Court's legal determinations. In re Woskob, 305 F.3d 177, 181 (3d Cir. 2002).
We have concluded that neither a full memorandum explanation nor a precedential
opinion is indicated in this case because of the very extensive opinions filed by the
Bankruptcy Judge and the District Judge. These opinions adequately explain and fully

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support their orders and refute the Appellant’s allegations of error. Hence, we believe it
wholly unnecessary to further opine, or offer additional explanations and reasons to those
given by the Bankruptcy Court and the District Court. It is a sufficient explanation to say
that, after our own comprehensive review of the record and the briefs submitted by the
parties, we will affirm essentially for the reasons given by the Bankruptcy Court and the
District Court in their respective opinions.

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