Gregory filed an objection to the Colony UCC sale. (Gregory Dep. at 78-83; JX 156 at Ex. B.) Colony then filed suit in New York seeking a declaration that its UCC notice was commercially reasonable and that the actions of Gramercy in replacing the directors was improper. It obtained an ex parte TRO which was subsequently vacated. (JX 133; JX 156 at ¶ 26.) The action remains pending. Colony’s UCC auction was scheduled for October 19, 2011. On October 18, 2011, at 11:00 pm, Mezz II filed a voluntary petition under chapter 11 of the Bankruptcy Code. (D.I. # 1.) That filing was followed by the filing of chapter 11 petitions by Mezz I and the Operating Companies on October 25 and 26, 2011, respectively. (D.I. # 38 at ¶ 4.) Shortly after Mezz II filed its petition, Colony fil ir.1999) (<HOLDING>). The Third Circuit has adopted a “totality of
holding that the good faith analysis for evaluating a chapter 11 petition and that in evaluating a chapter 11 plan are distinct holding title company liable for bad faith holding that the filing of a chapter 11 merely to avoid the consequences of antitrust litigation while the company was otherwise financially stable did not meet the requirement of a valid reorganizational purpose and consequently the petition was not filed in good faith holding that chapter 11 case filed by financially healthy company solely to gain a tactical advantage in litigation was in bad faith holding in a case where a chapter 11 trustee was appointed after a period during which the debt or had operated as debtor in possession that a chapter 11 trustee has two years from the date of his appointment not from the commencement of the chapter 11 case to bring avoidance actions