In Re: Celsius Network LLC

Background

Celsius Network LLC filed for Chapter 11 bankruptcy in 2022, and the bankruptcy court later confirmed Celsius’s reorganization plan. The Ad Hoc Committee of Corporate Creditors represented certain creditors who disputed their distributions under that plan.

In August 2024, Celsius filed a motion under Bankruptcy Rule 9019 seeking approval of supplemental distributions to corporate creditors. On October 3, 2024, the bankruptcy court approved the revised distributions but denied payments to the Committee and its counsel. The court allowed counsel to file a separate fee application by October 17. On October 11, the bankruptcy court entered a settlement order confirming its decision. Counsel then filed a fee application seeking more than $1.6 million. On November 12, the bankruptcy court awarded $128,669 in fees and $414.87 in expenses.

The Committee filed a notice of appeal on November 26, 2024. The notice sought review of the October 3 memorandum opinion, the October 11 settlement order, and the November 12 fee order.

Jurisdiction and appeal deadline

The district court explained that Bankruptcy Rule 8002 generally requires a notice of appeal to be filed within 14 days after the bankruptcy court enters the order being appealed. The court held that the October 11 settlement order was final because it resolved the issues presented by the settlement motion, including the requested payments to the Committee and its counsel. The separate fee application was a distinct proceeding and did not prevent the settlement order from being final.

The 14-day deadline therefore expired on October 25, 2024. Because the Committee filed its notice on November 26, the appeal was more than a month late. The court treated compliance with Rule 8002 as jurisdictional, meaning that the late filing deprived the district court of authority to hear the appeal.

Committee’s arguments

The Committee advanced four theories to avoid dismissal. First, it argued that the settlement order was interlocutory, or not yet final, and that the order became appealable only when the bankruptcy court entered the fee order. The district court rejected that argument, concluding that nothing remained for the bankruptcy court to do concerning the settlement order once it was entered.

Second, the Committee argued that Bankruptcy Rule 7058 applied. The court rejected that argument because Rule 7058 applies only in adversarial proceedings, and the Committee acknowledged that the settlement motion was not adversarial.

Third, the Committee argued that the appeal period began with the final fee order. The court explained that bankruptcy appeals are governed by Rule 8002, which measures the deadline from entry of the particular order being appealed. The later fee ruling, which concerned professional compensation, did not restart the deadline for appealing the settlement order.

Fourth, the Committee argued that its October 17 fee application extended or paused the appeal deadline. The court rejected that theory because the fee application did not mention, request, or reference an extension or pause of the appeal period, and it did not ask the bankruptcy court to reconsider its earlier rulings.

Disposition

Judge Rakoff concluded that the district court lacked jurisdiction to hear the appeal because the Committee’s notice was untimely. The court dismissed the matter and directed the Clerk of Court to close the action. The opinion does not state that the dismissal was with or without prejudice.