Celebration Pointe Holdings, LLC and two affiliated entities filed a joint plan of liquidation in the U.S. Bankruptcy Court for the Northern District of Florida on January 7, 2026, proposing to wind down their Gainesville development project through a liquidating trust that will pursue legal claims and distribute proceeds to creditors.
The plan represents a shift from the debtors' original reorganization strategy and comes after the companies filed for chapter 11 protection on March 14, 2024. The debtors operate Celebration Pointe, a 2-million-square-foot mixed-use development featuring major tenants including Bass Pro Shops, Regal Cinemas, Hotel Indigo, and numerous restaurants and retail establishments.
The Principal Member Contribution and Release Structure
The liquidation proposal is built around a substantial contribution from the principal member of the debtor entities, who has invested over $150 million in the project and provided more than $5 million in post-petition loans. In exchange for broad releases from liability, this principal member will make additional cash contributions that will fund administrative expenses, satisfy priority claims, and provide partial payments to secured creditors on their guarantee claims.
The plan creates 32 separate classes of claims and interests, with secured creditors holding approximately $200 million in debt receiving various treatment options while general unsecured creditors holding approximately $100 million in claims will share in uncertain recoveries from a liquidating trust.
Liquidation Analysis
A liquidation analysis attached to the disclosure statement shows that in a chapter 7 conversion, unsecured creditors would receive nothing. The analysis shows the debtors' assets have an estimated liquidation value of $68.2 million as of January 1, 2026, consisting of $700,000 in cash, $52.5 million in personal property, and $15 million in real property. Against total liquidation value of $68.2 million, the debtors have secured debt of $200 million and administrative chapter 11 expenses of $1 million, leaving no funds available for general unsecured creditors.
Project History and Development
The Celebration Pointe project began in 2008 with land assemblage along Interstate 75 and Archer Road in Gainesville. Groundbreaking occurred in 2013, with Bass Pro Shops opening in 2016 as the first major tenant. Subsequent development brought InfoTech's headquarters building in 2017, the Promenade retail center anchored by Regal Cinemas in 2018, and Hotel Indigo in 2019.
The project also includes City Place Apartments with 220 units completed in 2021 and a second phase under construction, as well as The Vue Townhomes with 30 of 86 planned units built. In 2021, construction commenced on the 150,000 square foot Alachua County Sports & Events Center, a public-private partnership between affiliates of the lead debtor and Alachua County. The Events Center was completed and opened in 2023.
Events Leading to Bankruptcy
The development's financial troubles stem from the COVID-19 pandemic's impact in March 2020, which caused significant development delays and tenant income disruptions. According to the disclosure statement, post-pandemic challenges compounded when interest rates nearly tripled and inflation surged, forcing the debtors to seek high-interest alternative lending arrangements. When some lenders refused to negotiate restructuring terms, the companies filed for chapter 11 protection.
Post-Petition Developments
Initially, the debtors pursued a reorganization plan under which the principal member would become 99 percent owner of all entities and contribute significant funds at confirmation. That plan was filed on November 18, 2024, with support from 28 of 29 secured creditor classes. However, in late April 2025, the debtors discovered that the principal member lacked sufficient financial resources to meet the reorganization commitments.
Following this development, a chief restructuring officer was appointed on August 25, 2025, funded by additional debtor-in-possession loans from the principal member. After analysis, the current liquidation plan was developed and filed on January 7, 2026.
Treatment of Secured Claims
Under the proposed plan, most secured creditors in classes 1 through 10 and 20 through 26 will retain their liens and may choose among several options: accepting transfer of membership interests in the applicable special purpose entity that owns their collateral, accepting transfer of fee simple interest in the property with modified mortgage terms, or accepting proceeds from a sale to a third party with the right to credit bid. These secured creditors will also receive their share of the principal member's contribution in full satisfaction of any guarantee liability.
Classes 11 through 19 and 27 through 28, comprising claims by Synartis Income Fund, various Catalyst funds, ARCISCAP Celebration Pointe Investment, Iceberg Real Estate Investments, the Euliano Trusts, Johnson Controls, and Arcis Real Estate Secured Fund II, are deemed entirely unsecured under section 506 of the Bankruptcy Code. The disclosure statement indicates the value of their collateral does not exceed senior mortgage and bond debt. These creditors, along with other general unsecured creditors, will receive pro rata distributions from the liquidating trust.
Liquidating Trust Structure
The liquidating trust will be vested with all estate assets and causes of action, excluding assets transferred to secured creditors under their treatment options. The trustee will have powers equivalent to both chapter 7 and chapter 11 trustees, enabling pursuit of fraudulent transfer claims, preference actions, and other avoidance actions under the Bankruptcy Code.
The liquidating trustee will be compensated at an hourly rate of $500, with total compensation and expenses capped based on percentages of extraordinary income recovered, following the fee structure outlined in section 326(a) of the Bankruptcy Code: 25 percent of the first $5,000 recovered, 10 percent of recoveries between $5,000 and $50,000, 5 percent of recoveries between $50,000 and $1 million, and 3 percent of recoveries exceeding $1 million.
The trustee must obtain court approval for any settlement exceeding $10,000, any asset sale not specifically authorized in the plan exceeding $10,000, and payment of post-confirmation professional fees exceeding $10,000.
Definition of Extraordinary Income
Extraordinary income is defined in the plan to include recoveries from legal actions under sections 541 through 554 of the Bankruptcy Code, fraud and embezzlement claims, business tort claims, securities law violations, restitution from criminal prosecutions, and liquidation of existing estate assets. The trust will have a maximum life of five years unless extended by court order.
Release and Exculpation Provisions
The plan contains extensive release and exculpation provisions. In exchange for the contribution from the principal member and her cooperation, all holders of claims and interests will release the principal member from any claims arising from the business activities, loans, contracts, or operations of the debtors, with exceptions only for personal obligations to claim holders arising solely for personal or family purposes. The debtors and liquidating trust will similarly release the principal member from all claims, including potential avoidance actions.
Insider and affiliate unsecured claims in class 31, including claims held by various entities related to the principal member and other affiliated parties and Viking Companies affiliates, will receive no distribution in exchange for the releases provided. All existing equity interests in class 32 will be extinguished and transferred to the liquidating trust.
Major Secured Creditors
Major secured creditors in the case include U.S. Bank Trust Company as bond trustee with approximately $12.7 million in claims secured by substantially all real property through community development district bonds, Mainstreet Community Bank with approximately $13.7 million across three loans secured by properties leased to Bass Pro Shops, Regal Cinemas, and Spurrier's Gridiron Grille, and Vystar Credit Union with approximately $48.6 million across five loans secured by various properties including the 5001 Office Building, Regal Cinemas, Miller's Ale House, City Walk Phase 1 apartments, and the Shops at Celebration Pointe.
Other significant secured creditors include Florida Credit Union with approximately $17.5 million secured by Hotel Indigo, Kenneth and Linda McGurn with $8.4 million, the Florida Department of Transportation's State Infrastructure Bank with approximately $24.2 million secured by public utility facility taxes, and Millennium Bank with approximately $4.5 million secured by a parking garage.
Administrative and Priority Claims
Administrative expense claims, estimated at approximately $1 million after deducting pre-petition and post-petition retainers, will be paid in full on the effective date from the principal member's contribution. Priority non-tax claims totaling approximately $128,000 as filed will also be paid in full from the contribution. No priority tax claims are currently identified.
Treatment of U.S. Bank Bond Claims
The plan provides that U.S. Bank Trust Company as bond trustee will retain its liens and receive either past due annual assessments plus future bi-annual payments under the bond documents, or the right to exercise all state law remedies contained in the bond documents. Both options remain subject to a pending adversary proceeding in which the bankruptcy court will determine the legality of the bonds and assessments.
Special Purpose Entity Structure
Special purpose entities created for various sub-projects include separate LLCs for Bass Pro Shops, Regal Cinemas, Miller's Ale House, the 5001 Office Building, City Walk Phase 1 apartments, and other developments. The plan contemplates that certain secured creditors who elect to take control of properties or special purpose entities will receive agreed-upon percentages of voting rights on reconstituted property owners association and community development district boards.
Additional Secured Creditor Treatments
Gainesville PropCo LLC holds two separate secured claims totaling approximately $773,000 based on prepetition escrow and purchase agreements. One claim for approximately $400,000 is treated as secured and will be paid according to original contract terms, while another claim for approximately $373,000 is deemed unsecured under section 506 due to insufficient collateral value.
The State Board of Administration of Florida holds an allowed secured claim related to an escrow account maintained as collateral for the State Infrastructure Bank loan. Under the plan, this escrow will be used pursuant to the treatment provided for the State Infrastructure Bank claim.
Millennium Bank will receive payment from the principal member's contribution and a separate property owners association payment in exchange for conveying the P2 Parking Garage South property, free and clear of Millennium's mortgage, to the property owners association. This transaction is scheduled to close on the effective date.
Claims Objection Process
The plan requires all objections to claims to be filed within 90 days following the effective date unless extended by the court. The liquidating trustee will have exclusive authority to prosecute claim objections and may seek estimation of contingent, disputed, or unliquidated claims under section 502(c) of the Bankruptcy Code.
Confirmation Requirements
For confirmation, the plan must satisfy the best interests test under section 1129 of the Bankruptcy Code, demonstrating that each holder of an allowed claim will receive at least as much as they would in a chapter 7 liquidation. The debtors expressly reserve the right to seek cramdown confirmation under section 1129(b) if not all impaired classes accept the plan.
Voting on the plan will be solicited from all impaired classes. Administrative claims and priority claims are unimpaired and deemed to accept the plan. Classes 1 through 29 covering secured claims, class 30 covering general unsecured claims, class 31 covering insider unsecured claims, and class 32 covering equity interests are all impaired and entitled to vote.
Committee Status and Voting Procedures
No committee of unsecured creditors was appointed in these cases. The U.S. Trustee filed a notice of not appointing such a committee on May 9, 2024.
The confirmation hearing will be scheduled by the bankruptcy court after notice, and any objections to confirmation must be filed in writing and delivered to the debtors' counsel, the chief restructuring officer, and the U.S. Trustee at least seven days before the hearing.
Alternative to the Plan
The disclosure statement indicates that if the plan is not confirmed, the most likely alternative would be conversion to chapter 7 liquidation, which would result in appointment of a trustee, significant additional administrative expenses, and substantially reduced recoveries for all creditors compared to the proposed plan. The disclosure statement states that without the principal member's contribution, the debtors would be forced to dismiss the case and much of the community would likely go dark, resulting in substantially lower distributions to creditors and significant job losses.
Case Information
The bankruptcy cases are jointly administered under case number 24-10056-KKS in the United States Bankruptcy Court for the Northern District of Florida, Gainesville Division, with related case numbers 24-10057-KKS and 24-10058-KKS for the two additional debtor entities. The disclosure statement and plan were filed as docket number 464 on January 7, 2026.
The disclosure statement was prepared by the law firm Shuker & Dorris, P.A., representing the debtors from their Orlando, Florida office at 121 S. Orange Avenue, Suite 1120.
Disclaimer in Disclosure Statement
The disclosure statement emphasizes that the information provided has not been subject to audit and may contain inaccuracies despite reasonable efforts to ensure accuracy. It also clarifies that the statement should not be construed as an admission of fact or liability in contested matters or adversary proceedings but rather as statements made in settlement negotiations.
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