RunItOneTime LLC, the gaming and entertainment company formerly known as Maverick Gaming LLC, has asked a federal bankruptcy court to approve a $1.05 million retention plan designed to keep 72 key employees on board during its Chapter 11 restructuring. The motion, filed October 20, 2025, comes as the debtor pursues a sale process for its portfolio of casinos, card rooms, and hotels across three western states.
The proposed Key Employee Retention Plan (KERP) would distribute aggregate awards totaling $1,047,500 to non-insider employees deemed critical to maintaining operations during the bankruptcy proceedings, according to court documents filed in the United States Bankruptcy Court for the Southern District of Texas, Houston Division. The plan represents a carefully calibrated effort to prevent attrition among essential personnel at a time when the company's restructuring success hinges on operational continuity.
Company Operations and Bankruptcy Background
RunItOneTime LLC operates an extensive gaming and hospitality empire that includes 17 card rooms in Washington State and multiple casinos and hotels in Nevada and Colorado. The company's portfolio encompasses approximately 2,500 slot machines, 320 table games, 1,200 hotel rooms, and 30 restaurants. Beyond traditional gaming operations, the debtors also own EGads!, a fabrication and installation business specializing in casino interiors and custom signage, and Utah Trailways, a charter company that transports customers from Salt Lake City to the company's properties in Wendover, Nevada.
The company filed for Chapter 11 bankruptcy protection on July 14, 2025. As of the petition date, RunItOneTime employed approximately 2,900 people across Nevada, Washington, Colorado, and Utah. An official committee of unsecured creditors was appointed on July 25, 2025, and the cases are being jointly administered under case number 25-90191 (ARP).
Structure of the Retention Plan
Under the proposed KERP, retention bonuses would be paid to the 72 participants in four equal installments of 25% each. The first payment would be made upon signing a retention agreement following court approval, with subsequent payments scheduled for December 31, 2025, March 31, 2026, and July 31, 2026. The plan provides for full vesting upon the earlier of July 31, 2026, or the consummation of a transaction involving the employee's employer.
The retention bonuses are subject to clawback provisions—meaning employees must repay the bonuses if they leave before the vesting date. The debtors have built flexibility into the plan by reserving the option to pay retention bonuses through salary increases rather than lump-sum payments, provided employees sign appropriate retention agreements.
Rationale and Business Justification
In the motion, the debtors argue that the KERP is essential to preventing a damaging exodus of talent during a critical period. "The KERP Participants possess special skills, knowledge, and understanding of the Debtors' specific assets, operations, and infrastructure," the filing states. "Their loss would cause the Debtors to incur additional expenses to find appropriate and experienced replacements, severely disrupting the Debtors' operations."
The company emphasizes that employees have faced substantially increased workloads and responsibilities since the bankruptcy filing without corresponding compensation increases, creating "a substantial risk that the KERP Participants may seek employment elsewhere." Chief Restructuring Officer Jeff Seery, whose declaration supports the motion, participated in evaluating the need for retention incentives based on criteria including role criticality, difficulty in backfilling positions, individual criticality, and attrition risk.
The debtors warn that losing these employees would be particularly damaging given the ongoing marketing and sale process. "It is unlikely that the Debtors could even find suitable replacements that would be able to contribute meaningfully to their ongoing sale process and restructuring efforts given the significant institutional knowledge necessary to address the various exigencies of the process and the truncated timeline set by the milestones under the DIP Facility," the motion states.
Legal Framework
The debtors ground their request in Section 363(b) of the Bankruptcy Code, which allows the use of estate property outside the ordinary course of business when supported by sound business reasons. Courts in the Fifth Circuit have established that "reasonable use of incentives and performance bonuses are considered to constitute a proper exercise of a debtor's business judgment," the filing notes.
Significantly, the debtors argue that the restrictive requirements of Section 503(c)(1) of the Bankruptcy Code—which limits retention payments to corporate insiders—do not apply because none of the KERP participants qualify as "insiders" under the statutory definition. The motion emphasizes that none of the 72 employees are directors or officers of the company, all report to officers or other management team members, and none have discretionary control over substantial budgetary amounts or significant control over corporate policies.
"Although the KERP Participants are important to the Debtors' business and will be particularly vital during the Chapter 11 Cases, they do not have the ability to control or direct the Debtors' day-to-day business operations, make company-wide decisions, set corporate policy, or dispose of significant corporate assets," the motion states.
Instead, the debtors contend the plan satisfies Section 503(c)(3) of the Bankruptcy Code, which authorizes payments to employees when "justified by the facts and circumstances of the case." Courts have interpreted this standard as essentially equivalent to the business judgment test under Section 363(b).
Second Retention Plan
This KERP motion represents the second such filing by RunItOneTime. The company previously filed an "Initial KERP Motion" specifically covering its Controller and Treasury Director, who hold critical financial roles. The current motion seeks approval for a separate plan covering the broader group of 72 non-insider employees not already covered under the previously approved plan.
The debtors have requested that the court waive the typical 14-day stay period under Bankruptcy Rule 6004(h), arguing that "the relief requested herein is essential to maintain the Debtors' day-to-day business operations and meet the Debtors' obligations as debtors in possessions." The requested immediate effectiveness underscores the company's concern about employee retention during the restructuring process.
Administrative Priority Status
If approved, the retention bonuses would receive administrative expense priority under Section 503(b) of the Bankruptcy Code, entitling them to priority payment under Section 507(a)(2). This status places the KERP obligations ahead of most other unsecured claims, reflecting their characterization as costs of preserving the estate during bankruptcy.
The financing for the KERP payments would come from the company's debtor-in-possession credit facility, which was established under a credit agreement dated July 28, 2025. The DIP facility includes an approved budget that contemplates these retention costs, and the debtors consulted with a special committee in designing the compensation structure.
This article was prepared using Stretto Conductor, our new AI-powered assistant that's here to help. Stretto Conductor was able to create this summary of an 18 page court filing in less than a minute. Always review the underlying docket filings for accurate information. The information and responses generated by Stretto Conductor may contain errors or inaccuracies and should not be relied upon as a substitute for professional or legal advice.