/raid1/www/Hosts/bankrupt/TCR_Public/190627.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Thursday, June 27, 2019, Vol. 23, No. 177
Headlines
1989 3AVE: Unsecureds to Get Payment From Property Sale Proceeds
481 VIA HIDALGO: Unsecureds to Get Full Payment From Property Sale
ACHAOGEN INC: Proposes Auction Sale of Substantially All Assets
AIR INDUSTRIES: All Five Proposals Approved at Annual Meeting
ALKHAIRY HOSPITALITY: U.S. Trustee Objects to Disclosure Statement
AMERICAN FORKLIFT: Bank of Texas Objects to Disclosure Statement
AMERICAN HOLLOW: Unsecureds to Get Full Payment in 3 Installments
ARQUIDIOCESIS DE SAN JUAN: Matta Buying Property for $360K
ATHANAGEO LLC: Case Summary & 4 Unsecured Creditors
ATI MEZZ DALLAS: Voluntary Chapter 11 Case Summary
AVMED INC: A.M. Best Raises Fin. Strength Rating to C++(Marginal)
BLESSED HOLDINGS: July 17 Hearing on Disclosure Statement
BOOZ ALLEN: Moody's Alters Outlook on Ba2 CFR to Positive
BOYNE USA: Moody's Hikes CFR to B1 & Rates $60MM Add-on Notes B1
CAPITAL RIVER: Unsecureds to Get Payment from Sale Proceeds
CASELLA WASTE: Moody's Hikes CFR to Ba2 & Unsec. Bonds to B2
CATALENT PHARMA: Moody's Rates New Senior Unsecured Notes 'B3'
COCRYSTAL PHARMA: Stockholders Elect Six Directors
DISTRIBUIDORA LEQUAR: Unsecureds to Get $50K Carve Out
DONALD STOVER: $2.1M Sale of Remaining Non-Exempt Parcels Approved
FAIRSTONE FINANCIAL: Moody's Rates Sr. Unsec. Notes Due 2024 'B1'
FC GLOBAL: Completes Sale of Subsidiary to Alpha
FRUTTA BOWLS: Giordano Halleran Represents 10 Franchisees
GATEWAY CASINOS: Moody's Cuts CFR to B3 & Alters Outlook to Neg.
GB SCIENCES: Allows Reduction of Warrants Exercise Price
GLOBAL PARTNERS: Moody's Affirms B1 CFR, Outlook Stable
GOLASINSKI HOMES: Seeks to Hire Bankruptcy Attorney
GUMP'S HOLDINGS: $650K Sale of IP Assets to GH Approved
HANNON ARMSTRONG: Fitch to Rate $300MM Unsecured Notes 'BB+'
HDR HOLDING: Case Summary & 30 Largest Unsecured Creditors
HERC HOLDINGS: Moody's Rates New $1BB Senior Unsecured Notes 'B3'
HILL CONCRETE: Proposed Sale of Personal Property Approved
HOOSIER HOME: Seeks to Hire Redman Ludwig as Legal Counsel
INPIXON: Iliad Research Swaps $200,000 Note for Shares
INSPIRED ENTERTAINMENT: Fitch Assigns 'B(EXP)' IDR, Outlook Stable
INSYS THERAPEUTICS: Seeks to Hire Epiq as Administrative Advisor
INSYS THERAPEUTICS: Seeks to Hire Lazard as Investment Banker
INSYS THERAPEUTICS: Seeks to Hire Richards Layton as Co-Counsel
INSYS THERAPEUTICS: Seeks to Hire Weil Gotshal as Legal Counsel
IOWA HEALTHCARE: Court Asked to Approve PenChecks Deal
J&D REALTY: Seeks to Hire Lamey Law Firm as Legal Counsel
JAGUAR HEALTH: Regains Compliance with All Nasdaq Listing Rules
JEFFREY M. MILLIGAN: Janvier Law Represents LStar Claimants
JM GRAIN: Case Summary & 20 Largest Unsecured Creditors
JOERNS HEALTHCARE: Case Summary & 30 Largest Unsecured Creditors
K.D HERCULES: Seeks to Hire Gabor & Marotta as Legal Counsel
KEVIN WRIGHT: $75K Private Sale of Philadelphia Property Approved
LARSON & LARSON: Voluntary Chapter 11 Case Summary
LAZER CONSTRUCTION: Case Summary & 20 Largest Unsecured Creditors
M.W.CA ORLANDO: Taps BransonLaw as Legal Counsel
MARGARET WEHNER: $1M Sale of Beaxar Property to Waggoner Okayed
MONGE PROPERTY: $230K Sale of Los Angeles Property Approved
MONTEREY RESOURCES: Taps Jones Walker as Legal Counsel
NEXTERA ENERGY: Fitch Rates New $700MM Unsecured Notes 'BB+'
PAPA'S GIRL: Case Summary & 4 Unsecured Creditors
PAREXEL INT'L: Moody's Cuts CFR to B3 & Unsecured Notes to Caa2
PARKLAND FUEL: Fitch Rates New USD Unsecured Notes 'BB'
PARKLAND FUEL: Moody's Rates Proposed $500MM Unsecured Notes 'B1'
PATRIOT TECHNOLOGIES: Voluntary Chapter 11 Case Summary
PERILLON SOFTWARE: Proposes Chapter 11 Plan Following Asset Sale
PG&E CORP: Fee Examiner Taps Scott McNutt as Legal Counsel
PHI INC: Amends Plan to Add Settlement with Committees, Lender
PHI INC: U.S. Trustee Files Amended Disclosure Statement Objection
PIER 3 BUILDERS: Case Summary & 13 Largest Unsecured Creditors
POST HOLDINGS: Moody's Rates New $500MM Unsecured Notes 'B2'
PROHEALTH RURAL: Case Summary & 20 Largest Unsecured Creditors
PROTEA BIOSCIENCES: LAIDLAW Objects to Disclosure Statement
PROTEC INSTRUMENT: Case Summary & 20 Largest Unsecured Creditors
PUMAS CAB: July 17 Plan Confirmation Hearing
QUIZHPI CAB: July 17 Plan Confirmation Hearing
RENNOVA HEALTH: Gets $1.27M from Additional Debentures Issuance
RP BROADCASTING: Trustee's $475K Sale of Idaho Radio Stations OK'd
SABREE INC: Case Summary & 14 Unsecured Creditors
SANGO POOL: July 23 Plan Confirmation Hearing
SIZMEK INC: $30M Sale of AdServer Business to Amazon Approved
SOUTH STREEET BRENTWOOD: Case Summary & 2 Unsecured Creditors
SOUTH TEXAS: Creditors Object to Disclosure Statement
SPAR BUSINESS: July 29 Plan Confirmation Hearing
SUPER QUALITY: Aug. 1 Plan Confirmation Hearing
SURREAL PROPERTIES: July 23 Hearing on Disclosure Statement
UNIVERSITY PHYSICIAN: UP Objects to Disclosure Statement
VANGUARD NATURAL: July 9 Plan Confirmation Hearing
VEA INVESTMENTS: Case Summary & 4 Unsecured Creditors
VERINT SYSTEMS: Moody's Raises CFR to Ba2, Outlook Stable
WALDEMAR OGLOZA: $150K Sale of 25% of Placida Property Okayed
WEATHERLY OIL: $1.9M Sale of Overton Assets to Fortune Approved
WHEATON MEDICAL: Case Summary & 20 Largest Unsecured Creditors
WHITE STAR: Clark Hill Represents RedZone Coil, et al.
WILLIAM LYON: Moody's Rates New $300MM Unsecured Notes 'B2'
WINFIELD APARTMENT: Voluntary Chapter 11 Case Summary
WP CITYMD: Moody's Puts B3 LongTerm IDR on Review Uncertain
XENETIC BIOSCIENCES: Signs Consent Agreement with Warrant Holders
[^] Recent Small-Dollar & Individual Chapter 11 Filings
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1989 3AVE: Unsecureds to Get Payment From Property Sale Proceeds
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1989 3Ave LLC filed a Chapter 11 Plan of Reorganization and
accompanying Disclosure Statement.
Class 2: Allowed Unsecured Claims against the Debtor, if any, will
receive a pro rata portion of the remaining proceeds from the sale
of the Property up to 100% after the payment in full of all
unclassified, Administrative, Priority, post-Effective Date legal
fees and Class 1 Claims, within ten (10) business days of the Sale
Closing Date. Class 2 Allowed Unsecured Claims are impaired under
this Plan.
Class 1: The Allowed Secured Claim of THIRD AVE, together with any
unpaid Allowed interest, costs and reasonable attorneys' fees
accrued thereon through the pre-Auction sale closing date shall be
paid in full on the pre-Auction Sale Closing Date or Auction Sale
Closing Date, as applicable.
Class 3: Allowed Interests shall receive a pro rata portion of the
remaining proceeds of the sale proceeds, if applicable, after the
payment in full of all unclassified and classified Allowed Claims
and any post-Effective Date legal fees and costs of the Debtor'
estates. Class 4 Interests are unimpaired and are deemed to have
accepted the Plan.
The Plan shall be funded from the net proceeds of either the
pre-Auction sale or Auction of the Property, as applicable.
A full-text copy of the Disclosure Statement dated June 13, 2019,
is available at https://tinyurl.com/y6gwl4rf from PacerMonitor.com
at no charge.
Based in Elmhurst, New York, 1989 3Ave LLC, a privately held
company engaged in activities related to real estate, filed a
voluntary Chapter 11 Petition (Bankr. E.D.N.Y. Case No. 18-47234)
on December 19, 2018, and is represented by William X. Zou, Esq.,
in Flushing, New York. The case is assigned to Hon. Nancy Hershey
Lord.
At the time of filing, the Debtor had assets totaling $23,000,106
and liabilities totaling $24,761,785.
The petition was signed by Bo Jin Zhu, manager.
481 VIA HIDALGO: Unsecureds to Get Full Payment From Property Sale
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481 Via Hidalgo, LP, filed a Combined Chapter 11 Plan of
Reorganization and Disclosure Statement.
Class 2(b). General Unsecured Creditors. City Carpet with amount to
be paid $3,200. Class 2(b) claimants are to be paid in full upon
sale of 350 Bon Air Road, Greenbrae.
Class 2(a). Insiders. Bon Air Management LLC with amount to be
paid $479,256 and Chris Henry with amount to be paid $750,000.
Payments to Class 2(a) claimants to be determined by the Superior
Court in the matter of Henry, et al v. Henry, at al, Marin County
Superior Court Case No. CIV 1700816.
Class 2(c). Tenant Deposits. Dr Maria Kish $850; Mitchell Simon
$1,350; Plastic Surgery Specialists $20,000; Whisper Hearing
Center $6,500 and William Gerwin $900. Following the sale or
refinance of 350 Bon Air Road an interest bearing savings account
is to be opened for the benefit of the Class 2(c) claimants. Debtor
shall transfer to the account sale or refinance proceeds equal to
the total of the Tenant Deposits. The Tenant Deposits shall be paid
to the Class 2(c) claimants in accordance with their respective
lease agreements and California Law.
A full-text copy of the Disclosure Statement dated June 13, 2019,
is available at https://tinyurl.com/y69qbewn from PacerMonitor.com
at no charge.
About 481 Via Hidalgo LP
481 Via Hidalgo LP sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Cal. Case No. 19-30287) on March 15,
2019. At the time of the filing, the Debtor estimated assets of
$10 million to $50 million and liabilities of $1 million to $10
million. The case is assigned to Judge Hannah L. Blumenstiel. The
Debtor is represented by the Law Offices of Michael C. Fallon and
the Law Offices of Steven M. Olson.
ACHAOGEN INC: Proposes Auction Sale of Substantially All Assets
---------------------------------------------------------------
Achaogen, Inc., filed with the U.S. Bankruptcy Court for the
District of Delaware a notice of its proposed sale of substantially
all assets at auction.
On April 15, 2019, Achaogen filed a motion seeking entry of two
orders, in stages:
(i) first, the Bidding Procedures Order, (a) approving Bidding
Procedures for the sale of all or substantially all of the Debtor's
assets, (b) approving procedures for the assumption and assignment
or rejection of designated executory contracts and unexpired
leases, and the sale and transfer of other designated contracts,
(c) scheduling the Auction and Sale Hearing, and (d) approving
forms and manner of notice of respective dates, times, and places
in connection therewith, and (e) granting related relief; and
(ii) second, the Sale Order (a) authorizing the Sale of the
Purchased Assets free and clear of all liens, claims, interests and
other encumbrances, other than Assumed Liabilities, to the
Successful Bidder submitting the highest or otherwise best bid, (b)
authorizing the assumption and assignment and rejection of the
Transferred Contracts, and authorizing the sale and transfer of
other designated contracts, and (c) granting certain related
relief.
On May 1, 2019, the Court entered the Bidding Procedures Order,
thereby approving the Bidding Procedures Relief and the Debtor's
ability to designate a Stalking Horse Bidder in the Debtor's
business judgment (in consultation with the DIP Lender and the
Committee) up to and including seven days prior to the Bid
Deadline. Upon designating a Stalking Horse Bidder, the Debtor
may, in the Debtor's business judgment (in consultation with the
DIP Lender and Committee), seek emergency relief from the Court to
obtain approval of any Bid Protections for the Stalking Horse
Bidder.
In order for a Potential Bidder's bid to be considered to
participate in the Auction, it must comply with the Bidding
Procedures, including that its bid must be delivered, so as to be
received on or before 4:00 p.m. (ET), on May 29, 2019, to the
Notice Parties.
The Sale Hearing is scheduled for June 6, 2019 at 10:00 a.m. (ET).
The Sale Hearing is being held to approve the highest or otherwise
best offer received for the Purchased Assets at the Auction, which,
if any, will take place at the offices of Hogan Lovells US LLP,
4085 Campbell Ave #100, Menlo Park, CA 94025 on June 3, 2019,
commencing at 10:00 a.m. (PT). The Sale Hearing may be adjourned
or rescheduled with prior notice filed on the docket of the
Debtor's Chapter 11 Case or without prior notice by an announcement
of the adjourned date at the Sale Hearing. The closing on the Sale
with the Successful Bidder will occur not later than June 21, 2019.
The Sale Objection Deadline is May 30, 2019 at 5:00 p.m. (ET).
The sale will be free and clear of all Encumbrances, other than the
Assumed Liabilities.
The Sale Order, if approved, will authorize the assumption and
assignment of the Transferred Contracts of the Debtor and the
rejection by the Debtor of certain other designated executory
contracts and unexpired leases. In accordance with the Bidding
Procedures Order, individual notices setting forth the specific
Transferred Contracts to be assumed by the Debtor and assigned to
the Successful Bidder, or sold and transferred to the Successful
Bidder, and the proposed Cure Amounts for such contracts will be
given to all counterparties to the Transferred Contracts. Such
counterparties will be given the opportunity to object to the
assumption and
assignment, or sale and transfer, of a Transferred Contract and the
proposed Cure Amount.
The Notice is subject to the full terms and conditions of the
Bidding Procedures and the Bidding Procedures Order, which will
control in the event of any conflict.
About Achaogen Inc.
South San Francisco, California-based Achaogen, Inc. --
http://www.achaogen.com/-- is a biopharmaceutical company focused
on the discovery, development, and commercialization of innovative
antibacterial treatments against multi-drug resistant gram-negative
infections.
Achaogen, Inc., sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Del. Lead Case No. 19-10844) on April
25, 2019. In the petition signed by CEO Blake Wise, the Debtor
disclosed assets of $91.61 million and liabilities of $119.96
million as of Jan. 31, 2019.
The case is assigned to Judge Brendan Linehan Shannon.
The Debtor tapped Hogan Lovells US LLP as its bankruptcy counsel;
Morris, Nichols, Arsht & Tunnell LLP as co-counsel; Meru LLC as
financial advisor; Cassel Salpeter & Co., LLC as investment banker;
and Kurtzman Carson Consultants LLC as claims, noticing and
solicitation agent.
Andrew Vara, acting U.S. trustee for Region 3, appointed a
committee of unsecured creditors in the Debtor's case on April 23,
2019. The Committee tapped Akin Gump Strauss Hauer & Feld LLP, as
lead bankruptcy counsel; Klehr Harrison Harvey Branzburg LLP as
co-counsel; and Province, Inc., as its financial advisor.
AIR INDUSTRIES: All Five Proposals Approved at Annual Meeting
-------------------------------------------------------------
Air Industries Group held its 2019 Annual Meeting of Stockholders
on June 25, 2019, at which the stockholders:
(1) elected Michael N. Taglich, Peter D. Rettaliata, Robert F.
Taglich, David J. Buonanno, Robert C. Schroeder, Michael
Brand, and Michael D. Porcelain as directors to serve for
the following year or until their successors are duly
elected and qualified;
(2) approved an amendment to the Company's articles of
incorporation increasing the number of shares of common
stock it is authorized to issue from 50,000,000 to
60,000,000;
(3) ratified the appointment of Rotenberg Meril Solomon
Bertiger & Guttilla, P.C as the Company's independent
registered public accounting firm for the year ending
Dec. 31, 2019;
(4) adopted a resolution, on an advisory basis, approving the
compensation of the Company's named executive officers for
2018; and
(5) adopted a resolution, on an advisory basis, as to the
yearly frequency of a stockholder vote as to future
executive compensation.
About Air Industries
Headquartered in Bay Shore, New York, Air Industries Group is an
integrated manufacturer of precision equipment assemblies and
components for leading aerospace and defense prime contractors.
Air Industries reported a net loss of $10.99 million in 2018
following a net loss of $22.55 million in 2017. As of March 31,
2019, the Company had $51.29 million in total assets, $40.49
million in total liabilities, and $10.80 million in total
stockholders' equity.
Rotenberg Meril Solomon Bertiger & Guttilla, P.C., in Saddle Brook,
NJ, the Company's auditor since 2008, issued a "going concern"
qualification in its report dated April 1, 2019, on the Company's
consolidated financial statements for the year ended Dec. 31, 2018,
citing that the Company has suffered a net loss in 2018 and is
dependent upon future issuances of equity or other financing to
fund ongoing operations, all of which raise substantial doubt about
its ability to continue as a going concern.
ALKHAIRY HOSPITALITY: U.S. Trustee Objects to Disclosure Statement
------------------------------------------------------------------
Nancy J. Gargula, United States Trustee, objects to the First
Amended Disclosure Statement explaining the Chapter 11 Plan filed
by Alkhairy Hospitality, LLC.
The U.S. Trustee complains that the Classes in the First Amended
Disclosure Statement do not correspond with the Classes in the
First Amended Plan.
According to U.S. Trustee, the First Amended Disclosure Statement
fails to identify which classes are impaired under Section 1124.
The U.S. Trustee points out that the Plan payments to creditors are
not adequately set forth in the First Amended Disclosure Statement
and First Amended Plan.
The U.S. Trustee asserts that the First Amended Disclosure
Statement fails to include the identity of any and all insiders
that will be employed or retained by the reorganized debtor and/or
the nature of any compensation for such insider.
About Alkhairy Hospitality
Alkhairy Hospitality, LLC, owns a conference and reception center
located at 6222 Ellison Road, Fort Wayne, Indiana.
Alkhairy Hospitality sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Ind. Case No. 18-11716) on Sept. 11,
2018. Alkhairy Hospitality previously sought bankruptcy protection
(Bankr. N.D. Ind. Case No. 18-10635) on April 17, 2018. The prior
case was dismissed for failure to pay the filing fee.
In the petition signed by Fauzia Alkhairy, managing director and
owner, the Debtor disclosed $1,518,500 in assets and $970,756 in
liabilities.
Judge Robert E. Grant presides over the case. The Debtor tapped
Boyer & Boyer as its legal counsel.
AMERICAN FORKLIFT: Bank of Texas Objects to Disclosure Statement
----------------------------------------------------------------
BOK Financial, N.A., d/b/a Bank of Texas, objects to the Disclosure
Statement explaining the Chapter 11 Plan of American Forklift
Rental & Supply, LLC.
Bank of Texas points out that the Disclosure Statement is the
Debtor's failure to sufficiently address the source of and ability
to fund of the Plan.
The Bank complains that the Debtor fails to account for the lost
income from the 28 Luigong forklifts that it no longer has the
ability to rent or to generate income from.
The Bank asserts that the Plan is still not in the best interest of
creditors because the unsecured class is not receiving an amount
under the Plan at least as much as the class would receive on
liquidation.
According to the Bank, the Debtor's historic performance,
inconsistent (and incorrect projections) the reduction in forklifts
in its fleet to rent, loss of its biggest customer, and the
Debtor's failure to adequately explain how performance will improve
in the future, are all evidence that the Plan is not feasible and
likely to be followed by a liquidation if confirmed.
Counsel for the Bank:
John M. Brennan, Jr., Esq.
GrayRobinson, P.A.
301 E. Pine Street, Suite 1400
Post Office Box 3068
Orlando, FL 32802-3068
Tel: (407) 843-8880
Fax: (407) 244-5690
About American Forklift
American Forklift Rental & Supply, LLC --
https://www.americanforkliftrental.com/ -- specializes in forklift
rentals for the Central Florida area including Orlando, Tampa,
Lakeland, Orange County, Polk County, Lake County, and surrounding
areas. It also offers new and used sales on a wide variety of
forklifts.
American Forklift sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. M.D. Fla. Case No. 18-04155) on July 12,
2018. In the petition signed by Joseph Garcia, Jr., managing
member, the Debtor estimated assets of $1 million to $10 million
and liabilities of $1 million to $10 million. Judge Cynthia C.
Jackson presides over the case. Melissa A. Youngman, Esq., in
Altamonte Springs, Florida, is the Debtor's legal counsel. No
official committee of unsecured creditors has been appointed.
AMERICAN HOLLOW: Unsecureds to Get Full Payment in 3 Installments
-----------------------------------------------------------------
American Hollow Boring Company filed a Chapter 11 plan and
accompanying disclosure statement.
Class 6 General Unsecured Claims greater than $2,000.00. The
general unsecured claims will be paid in full with no interest in
three installment payments. They will be paid one-third six months
after the Effective Date; one-third 18 months after the Effective
Date; one-third 30) months after the Effective Date.
Class 1 Secured Claims (PGGC). The PBGC claim will be paid in
accordance with the Settlement Agreement. The PBGC will be paid one
payment of $75,000 (the "Initial Payment") within fifteen (15) days
of the Effective Date; and, seventeen subsequent annual installment
payments of $46,567, starting on the one-year anniversary of the
Initial Payment.
Class 5 Convenience Class of General Unsecured Claims less than or
equal to $2,000.00. The convenience class of general unsecured
claims will be paid in full with no interest three (3) months after
the Effective Date.
Class 7 Equity Security Interest Holders. The equity security
interest holders shall retain their respective interests in
exchange for an equity contribution equal to $.50 per share, in the
total amount of at least $10,000 (the guaranteed minimum
contribution).
A full-text copy of the Disclosure Statement dated June 12, 2019,
is available at https://tinyurl.com/y5h2s7q4 from PacerMonitor.com
at no charge.
Debtor's counsel is Guy C. Fustine, Esq., at Knox McLaughlin
Gornall & Sennett, PC, in Erie, Pennsylvania.
About American Hollow Boring Company
Founded in 1918, American Hollow Boring Company --
http://www.amhollow.com/-- provides deep hole drilling,
trepanning, honing, and machining services. It operates out of a
60,000-square-foot manufacturing facility in Erie, Pennsylvania.
American Hollow sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. W.D. Pa. Case No. 18-10597) on June 15,
2018. In the petition signed by Aimee Gevirtz, secretary and
treasurer, the Debtor estimated assets of $1 million to $10 million
and liabilities of $1 million to $10 million. Judge Thomas P.
Agresti presides over the case. The Debtor tapped Knox McLaughlin
Gornall & Sennett, P.C. as its legal counsel.
ARQUIDIOCESIS DE SAN JUAN: Matta Buying Property for $360K
----------------------------------------------------------
Arquidiocesis de San Juan de Puerto Rico asks the U.S. Bankruptcy
Court for the District of Puerto Rico to authorize the sale of the
real located at Punta las Matias, 110 Calle Doncella, esq. Calle
Loiza, San Juan, Puerto Rico, PIN 041-044-169-09-001 to Samuel
Matta for $360,000.
On March 18, 2019, the Court entered an Opinion and Order
dismissing the instant bankruptcy case. The Debtor has appealed
the Order and the same is pending before the Bankruptcy Appellant
Panel for the First Circuit. Thereafter, it requested and obtained
a stay pending. However, out of abundance of caution and in order
to maintain the Court informed the Debtor is filing the request for
authorization to sell the Property listed on its Schedules.
The Debtor listed in its Schedules an interest in the property.
The Property is registered as Lot No. 9,536 at page 213, Vol. 375
at the San Juan Property Registry. The Debtor scheduled the value
of the Property in the approximate amount of $360,000. The
property has no registered mortgages or secured claims. The Debtor
acquired the Property via a donation from Mr. Teodoro Vidal
Santoni.
The Debtor has identified the Purchaser as a potential buyer for
the Property in the amount of $360,000. The parties have entered
into their Purchase Option Agreement. The Property is being sold
for the same value that was listed on the schedules. The Debtor
includes a report prepared by Ambientaliz, Inc. that demonstrates
the current value condition of the Property.
The transfer of the Property will be free and clear of liens, and
exempt from the payment of taxes, stamps and vouchers, pursuant to
the provisions of 11 USC 1146, if the transaction for some reason
is delayed and takes place under the Plan of Reorganization.
The Detail of Proceeds and Expenses will be as follows:
Sale Price $360,000
Stamps and Vounchers ($496)
Notaria! Tariff ($1,800)
Brokerage Fees ($14,976)
CRIM ($6,471)
Net Proceeds $335,257
Purchaser Deposit ($10,600)
Proceeds at Closing $325,657
UST Fees lst Quarter 2019 ($50,000)
----------
Net Proceeds $275,657
The Property, as of the date, has property tax debt, in the total
amount of $5,975, including the first semester of the year 2019.
Each of the parties to the sale will assume its own payment of
expenses under the provisions of the Notary Law of Puerto Rico.
The Debtor received from the Purchaser a check in the amount of
$10,800 as a good faith deposit under the purchase option, which
will be applied to the purchase price at the closing if the
Purchaser exercises the option and buys the Property as per the
terms and conditions of the agreement.
Any amounts owed to CRIM will be paid first with the proceeds of
the sale as per the terms and conditions of the agreement. There
are no common maintenance fees or homeowners' association dues in
relation to the Property, since such association does not exist.
The Debtor submits that the Sale satisfies the sound business
reason test, is a proper exercise of its business judgment, and is
in the best interest of the estate and should be approved.
Any and all proceeds from the sale of the property will be placed
in a DIP bank account to be used to fund the Debtor's Plan of
Reorganization. From the purchase price the Debtor will pay Stamps
& Vouchers, Notary Fees, brokerage fees, and CRIM. The Debtor
expects to have proceeds at closing in the approximate amount of
$325,657 which will be held in escrow.
Objections, if any, must be filed within 21 days after service as
evidenced by the certification, and an additional three days
pursuant to Fed. R. Bank. P. 9006(i) if were served by mail.
A copy of the Agreement attached to the Motion is available for
free at:
http://bankrupt.com/misc/ARQUIDIOCESIS_DE_405_Sales.pdf
About Arquidiocesis de San Juan de Puerto Rico
Arquidiocesis de San Juan de Puerto Rico -- http://www.arqsj.org/
-- is an unincorporated religious association in San Juan, Puerto
Rico.
Arquidiocesis de San Juan de Puerto Rico, a/k/a Iglesia Catolica
Apostolica Y Romana, Arquidiocesis De San Juan De Puerto Rico,
filed a petition for relief under Chapter 11 of the Bankruptcy Code
(Bankr. D.P.R. Case No. 18-04911) on Aug. 29, 2018. In the
petition signed by Father Alberto Arturo Figueroa Morales, vicar
general, the Debtor estimated $10 million to $50 million in assets
and liabilities. Carmen D. Conde Torres, Esq., at C. Conde &
Assoc., is the Debtor's counsel.
ATHANAGEO LLC: Case Summary & 4 Unsecured Creditors
---------------------------------------------------
Debtor: Athanageo, LLC
100 South Point Drive, TH-15
Miami Beach, FL 33139
Business Description: Athanageo, LLC is a privately held
Florida Limited Liability Company.
Chapter 11 Petition Date: June 25, 2019
Court: United States Bankruptcy Court
Southern District of Florida (Miami)
Case No.: 19-18397
Judge: Hon. Robert A. Mark
Debtor's Counsel: Joel M. Aresty, Esq.
JOEL M. ARESTY, P.A.
309 1st Ave S
Tierra Verde, FL 33715
Tel: 305.904-1903
Fax: 800-559-1870
E-mail: aresty@mac.com
aresty@icloud.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Gregory Galanis, manager.
A full-text copy of the petition containing, among other items, a
list of the Debtor's four unsecured creditors is available for free
at:
http://bankrupt.com/misc/flsb19-18397.pdf
ATI MEZZ DALLAS: Voluntary Chapter 11 Case Summary
--------------------------------------------------
Debtor: ATI Mezz Dallas, LLC
3838 N Sam Houston Pkwy E, Suite 420
Houston, TX 77032
Business Description: ATI Mezz Dallas, LLC is a privately held
company in Houston, Texas.
Chapter 11 Petition Date: June 24, 2019
Court: United States Bankruptcy Court
Southern District of Texas (Houston)
Case No.: 19-33492
Judge: Hon. Jeffrey P. Norman
Debtor's Counsel: T. Josh Judd, Esq.
ANDREWS MYERS, P.C.
1885 Saint James Place, 15th Floor
Houston, TX 77056
Tel: 713-850-4200
Fax: 832-786-4877
E-mail: jjudd@andrewsmyers.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Charles Aque, president.
The Debtor did not submit a list of its 20 largest unsecured
creditors together with the petition.
A full-text copy of the petition is available for free at:
http://bankrupt.com/misc/txsb19-33492.pdf
AVMED INC: A.M. Best Raises Fin. Strength Rating to C++(Marginal)
-----------------------------------------------------------------
A.M. Best has upgraded the Financial Strength Rating to C++
(Marginal) from C+ (Marginal) and the Long-Term Issuer Credit
Rating (Long-Term ICR) to "b" from "b-" of AvMed, Inc. (Miami, FL).
The outlook of these Credit Ratings (ratings) is stable.
The ratings reflect AvMed's balance sheet strength, which AM Best
categorizes as weak, as well as its marginal operating performance,
limited business profile and marginal enterprise risk management.
The rating upgrades reflect the improvement in risk-adjusted
capitalization to weak from very weak, as measured by Best Capital
Adequacy Ratio (BCAR). Substantial strengthening of underwriting
and net earnings led to growth in capital and surplus in 2018.
Concurrently, the total premium declined due to AvMed's focus on
profitability in the individual and group segments. Higher capital
and lower premium resulted in a stronger level of risk-adjusted
capitalization. The company expects this trend to continue with
earnings moderating in 2019, pressured by investment in the
business and premium decreasing further as AvMed reduces its
footprint.
Despite the recent improvements, AvMed's capital and surplus remain
below historical levels, as the organization incurred significant
financial losses over the past five years, primarily related to its
individual and small group products. AvMed implemented various
turn-around measures, including multi-year rate increases, enhanced
medical management, changes to the benefits structure and some
modifications of provider contracts. In addition, the organization
outsourced its information technology infrastructure with a goal of
achieving more efficiency. AM Best is concerned that AvMed may
experience continued earnings volatility as the membership
continues to drop and the administrative expense burden grows. In
addition, AvMed operates in a limited geographic area with a high
level of competition and pricing pressures.
BLESSED HOLDINGS: July 17 Hearing on Disclosure Statement
---------------------------------------------------------
The hearing on the adequacy of the disclosure statement explaining
the Chapter 11 Plan of Blessed Holdings Trust, Corp., will be on
July 17, 2019 at 2:30 p.m. in United States Bankruptcy Court C.
Clyde Atkins United States Courthouse 301 North Miami Avenue,
Courtroom 7 Miami, Florida 33128. Deadline for objections to
disclosure statement is on July 10.
About Blessed Holdings Trust Corp.
Blessed Holdings Trust Corp. is a corporation based in Hialeah,
Florida. It is a small business debtor as defined in 11 U.S.C.
Section 101(51D).
Blessed Holdings Trust sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Fla. Case No. 18-25403) on December
11, 2018. At the time of the filing, the Debtor had estimated
assets of $1 million to $10 million and liabilities of $1 million
to $10 million.
The case has been assigned to Judge Jay A. Cristol. The Debtor
tapped the Law Offices of Richard R. Robles, P.A. as its legal
counsel.
BOOZ ALLEN: Moody's Alters Outlook on Ba2 CFR to Positive
---------------------------------------------------------
Moody's Investors Service has changed the outlook for Booz Allen
Hamilton Inc.'s ratings to positive from stable and affirmed all
ratings for the company, including the Ba2 Corporate Family
Rating.
The positive outlook reflects BAH's well established position
within defense and federal service contracting and a successful new
business development program. Moody's anticipates revenues above $7
billion with strong credit metrics and a good liquidity profile in
coming years. Over the past three years BAH's revenue grew about $1
billion or almost 20% on an organic basis, a favorable rate
compared to its peers. In the fiscal year ended March 31, 2019,
revenue grew 9% to $6.7 billion. With backlog up 20% in FY2019 (4%
excluding priced options), Moody's anticipates sales reaching $7.2
billion near term. The increasing scale gives BAH greater ability
to attract talent, improve qualifications for future service
projects and better withstand changes in government spending
priorities, according to Moody's.
While consolidation across the defense services segment is
producing more formidable competitors, an ability to advance well
organically, and with competitive scale, suggests potentially lower
risk over the long term relative to similarly rated peers. Further,
the company's sales growth has not come at the expense of profit
margin. Moody's expects EBITDA margins approximating 11% over the
next few years, on par with past years. The systems engineering,
data analytics and cyber offerings that the company has been adding
to its longstanding business consultancy and program management
capability well suits its value proposition within a federal
services market where technology adoption rates are growing. The
broader capabilities also help BAH compete for US
defense/intelligence system modernization projects.
RATING RATIONALE
The Ba2 CFR incorporates the company's broad labor pool, wide
coverage of US federal agencies, low contract concentration and
strong brand identification. The CFR also factors in steady credit
metrics anticipated near term and the expectation that any
acquisition related financial leverage, if it develops, would
remain at a level compatible with the rating. Moody's expects
EBITDA and funds from operations leverage (Moody's-adjusted basis)
around 3x and 20%-25% range, respectively, over the coming years,
with potential for peak leverage of high 3x and 18%-23%,
respectively, in the most extreme acquisition scenario.
Uncertainty placed on BAH from the ongoing US Department of Justice
(DoJ) and US Security and Exchange Commission investigations
partially tempers the company's rating momentum. The DoJ's
information requests have reportedly centered around BAH's cost
accounting and indirect cost charging practices, which suggests
that the investigation may be focused on potential violations of
the US False Claims Act. If so, based on similar prior
investigations that defense contractors have faced, the financial
cost to the company could be significant but will probably not be
overwhelming. Clarity into or resolution of the investigations may
take several years. The presence of the investigations also
amplifies control related risk considerations, especially following
the theft of classified information by former workers under
programs that BAH lead.
The SGL-2 speculative-grade liquidity rating reflects a good
liquidity profile and anticipates near-term free cash flow of $225
million against scheduled term loan amortization of $78 million.
Cash balances ($284 million at March 31, 2019) could decline in
future periods but are unlikely to fall below $150 million in
Moody's estimation. Headroom under financial maintenance covenants
within the company's bank credit facility should remain strong.
The senior secured bank facility rating of Ba1 is one notch above
the CFR, reflecting the debt cushion afforded by the effectively
junior unsecured bonds in the consolidated capitalization. The B1
unsecured bond rating is two notches below the CFR, reflecting
Moody's expectation that the stress scenario recovery rate for this
debt class would be low, with loss absorption benefiting the higher
ranked claims.
Upward rating momentum would depend on debt/EBITDA sustained below
the high-2x range, funds from operations to debt approaching 25%, a
continued good liquidity profile and an expectation that the impact
from the US Department of Justice and US Security and Exchange
Commission investigations will not heavily erode financial metrics
or threaten the business longer term. Expectations of a steady (at
least flat) US budgetary setting for the government fiscal year
2020-21 would likely be a prerequisite for a prospective ratings
upgrade.
Downward rating pressure would follow debt/EBITDA above 4x, funds
from operations to debt below 15%, significant reputational or
financial cost associated with the US Department of Justice and/or
US Security and Exchange Commission investigations, or a diminished
liquidity profile.
The following is a summary of Moody's ratings and its rating
actions:
Affirmations:
Issuer: Booz Allen Hamilton Inc.
Corporate Family Rating, Affirmed Ba2
Probability of Default Rating, Affirmed Ba2-PD
Speculative Grade Liquidity Rating, Affirmed SGL-2
Senior Secured Bank Credit Facility, Affirmed Ba1 (LGD3)
Senior Unsecured Regular Bond/Debenture, Affirmed B1 (LGD5)
Outlook Actions:
Issuer: Booz Allen Hamilton Inc.
Outlook, Changed To Positive From Stable
The principal methodology used in these ratings was Aerospace and
Defense Industry published in March 2018.
Booz Allen Hamilton Inc. is a provider of management and technology
consulting and engineering services to governments in the defense,
intelligence and civil markets, global corporations and
not-for-profit organizations. The company is headquartered in
McLean, VA and reported revenues of approximately $6.7 billion for
fiscal year ended March 31, 2019.
BOYNE USA: Moody's Hikes CFR to B1 & Rates $60MM Add-on Notes B1
----------------------------------------------------------------
Moody's Investors Service upgraded Boyne USA, Inc. Corporate Family
Rating to B1 from B2, its Probability of Default Rating to B1-PD
from B2-PD, and its existing $400 million of senior secured
second-lien notes to B1 from B2. At the same time, Moody's assigned
a B1 rating to the company's planned $60 million add-on to its
existing senior secured second-lien notes. The outlook remains
stable.
Proceeds from the planned $60 million add-on will be used to
accelerate the implementation of several capital projects and fund
repayment of approximately $10 million of subordinated debt and $10
million of other existing debt, largely comprised of mortgages.
"The upgrade of Boyne's ratings reflects our expectation that
strong reinvestment will lead to earnings growth that drives
improved credit metrics and good free cash flow over the next 2-3
years," said Brian Silver, Vice President and Moody's lead analyst
for the company. "Moody's also views the company's family ownership
and operational experience favorably and expects the company's
financial policy to support reinvestment rather than shareholder
distributions."
"Boyne will grow its topline in the low-to-mid-single digits
organically over the next 12-18 months, assuming normalized snow
conditions, spurred by increasing season pass revenue and benefits
garnered from its dynamic pricing model, where several of the
company's resorts have flexibility to enact price increases.
Despite ongoing investment in enhanced snowmaking, among other
improvements at its resorts, revenue will take a hit, particularly
daily lift ticket sales and associated ancillaries like ski lessons
and food, if unfavorable weather weakens visitation trends or
inhibits snowmaking. However, the company has a number of levers it
could pull, including furloughs, to mitigate some of the impact on
profitability if that were to occur," according to Silver.
Upgrades:
Issuer: Boyne USA, Inc.
Corporate Family Rating, Upgraded to B1 from B2
Probability of Default Rating, Upgraded to B1-PD from B2-PD
Senior Secured Second Lien Notes, Upgraded to B1 (LGD4) from
B2 (LGD4)
Assignments:
Issuer: Boyne USA, Inc.
Senior Secured Second Lien Notes, Assigned B1 (LGD4)
Outlook Actions:
Issuer: Boyne USA, Inc.
Outlook, Remains Stable
RATINGS RATIONALE
Boyne USA, Inc.'s ratings are constrained by its relatively small
size and high degree of seasonality inherent to its core business
as a mountain resort operator, with sensitivity to both
discretionary consumer spending dynamics and weather conditions.
The company also has elevated financial leverage approximating 5.2
times Moody's adjusted debt-to-EBITDA for the twelve months ended
March 31, 2019 pro forma for the proposed transaction. Gross debt
and leverage will initially increase because of the proposed add-on
since the cash will be held on the balance sheet until deployed,
but Moody's expects earnings gains from the investments will reduce
debt-to-EBITDA leverage to below 5 times over the next 2-3 years.
The stable outlook reflects Moody's expectation that visitation
trends may ease next year assuming more normalized snow conditions,
but revenue and profitability will grow in the low-to-mid-single
digits resulting from higher pricing, increased ancillary revenue,
and controlled expenses. It also incorporates Moody's expectation
that the company will delay and/or cancel its investment in growth
capital expenditures if necessary to conserve cash.
The company's credit profile benefits from its family ownership and
long-standing and solid position in the North American ski
industry, highlighted by its ownership of nine mountain resorts
across North America. In addition, the company has a
well-diversified geographic footprint and benefits from relatively
stable long-term fundamentals for the North American ski industry,
which can be characterized by high barriers to entry and favorable
supply and demand dynamics, which in turn support high margins. The
rating also incorporates Moody's expectation that the company has
discretion to pull back on its planned growth capital expenditures
to preserve liquidity in periods of earnings weakness, if
necessary. In addition, roughly 20%-25% of Boyne's revenue base is
unrelated to snowsports, the diversification of which is viewed
favorably. Boyne is expected to have very good liquidity over the
next 12 months, supported by pro forma balance sheet cash of
approximately $132 million upon completion of the proposed
financing, access to an unrated $40 million revolver, as well as
Moody's expectation that the company will generate about $10 - $15
million of free cash flow over this period. The cash balance will
decline as Boyne executes on its investment initiatives, but
Moody's expects it will remain in excess of $50 million.
The stable outlook reflects Moody's expectation that visitation
trends may ease next year assuming more normalized snow conditions,
but revenue and profitability will grow in the low-to-mid-single
digits resulting from higher pricing, increased ancillary revenue,
benefits from reinvestment in the business, and cost containment
strategies. It also incorporates Moody's expectation that the
company will delay its investment in growth capital expenditures if
necessary to conserve cash.
The ratings could be upgraded if the company continues to grow
organically while sustaining debt-to-EBITDA below 4 times,
RCF-to-net debt exceeds 17.5%, and the company maintains at least
good liquidity. Alternatively, the ratings could be downgraded if
debt-to-EBITDA is sustained above 5 times, and/or RCF-to-net debt
falls below 7.5%. In addition, if there is a material weakening of
liquidity for any reason, or the company's financial policies
become more aggressive, including undertaking a large debt-funded
acquisition or the payment of dividends, the ratings could be
downgraded.
The principal methodology used in these ratings was Business and
Consumer Service Industry published in October 2016.
Boyne USA, Inc. (dba Boyne Resorts), headquartered in Petoskey,
Michigan, operates nine mountain resorts (four with golf courses)
and two non-ski properties consisting of one attraction (Gatlinburg
Sky Lift) and one hotel/convention center with a 45 hole golf
course (the Inn at Bay Harbor). The company is private and does not
publicly disclose its financials. Boyne is also family owned by
direct descendants of its founder. The company generated revenue of
approximately $404 million for the twelve months ended March 31,
2019.
CAPITAL RIVER: Unsecureds to Get Payment from Sale Proceeds
-----------------------------------------------------------
Capital River, LLC, filed a Plan of Reorganization and accompanying
Disclosure Statement.
Class 4: General Unsecured Claims are impaired. The General
Unsecured Claim(s) will be paid, to the extent funds are available,
from net proceeds of the sale of the Debtor's real estate after
payment of Classes 1, 2, and 3.
Class 2: Orange County, Virginia secured claim are impaired. The
Orange County, Virginia claim secured by the Debtor's real estate
shall be paid in full, from the sale of the Debtor's real estate,
within six (6) months of the Effective Date of the Plan. Orange
County will retain its lien on the real estate.
The Debtor will immediately list its real estate with a broker in
an effort to sell the real estate within the six month timeframe
set out in this Plan.
A full-text copy of the Disclosure Statement dated June 12, 2019,
is available at https://tinyurl.com/y4bdeqlw from PacerMonitor.com
at no charge.
The Plan is filed by Andrew S. Goldstein, Esq., at Magee Goldstein
Lasky & Sayers, P.C., in Roanoke, Virginia, on behalf of the
Debtor.
About Capital River
Based in Huntersville, North Carolina, Capital River, LLC, a Single
Asset Real Estate (as defined in 11 U.S.C. Section 101(51B)), whose
principal assets are located at Lot 1-15, Bella Vista Estates
Orange, VA 22960, filed a voluntary Chapter 11 petition (Bankr.
W.D. Va. Case No. 19-60555) on March 14, 2019, and is represented
Andrew S. Goldstein, Esq., at Magee Goldstein Lasky & Sayers, P.C.,
in Roanoke, Virginia. The case is assigned to Hon. Rebecca B.
Connelly.
At the time of filing, the Debtor had estimated assets and
liabilities of $1 million to $10 million.
The petition was signed by Bradley J. Church as member of BJC
Holdings, LLC and Charles B. Payne as member of CBP Holdings, LLC.
CASELLA WASTE: Moody's Hikes CFR to Ba2 & Unsec. Bonds to B2
------------------------------------------------------------
Moody's Investors Service upgraded Casella Waste Systems, Inc.'s
debt ratings including the Corporate Family Rating to Ba3 from
B1and the senior unsecured ratings on the revenue bonds guaranteed
by Casella to B2 from B3. Additionally, Moody's affirmed Casella's
Speculative Grade Liquidity Rating at SGL-2. The outlook is
stable.
RATINGS RATIONALE
Casella's ratings reflect modest but growing scale with a regional
focus in the Northeast US and margins that compare favorably to
other companies at the same rating level but fall shy of more
highly rated industry peers. Nonetheless, steady execution of
strategic initiatives continues to de-risk the credit profile with
debt-to-EBITDA now below 4x (from over 6x in 2014),
EBIT-to-interest at 2x (from below 1x at December 2015) and free
cash flow over $40 million annually. Heightened focus on operations
including more effective pricing for landfill and collection
operations in excess of inflation, collection route efficiencies
and restructuring recycling contracts continue to drive higher
returns and cash flow generation. Routing incremental waste volumes
to the company's owned-landfills continues to benefit Casella, as
the northeast region experiences a disposal capacity imbalance with
growing demand yet certain regions with no incremental tipping
capacity at landfills. This is a favorable dynamic for Casella as
an owner of strategically-positioned landfills that are undergoing
current or planned/permitted useful life extensions.
Casella's pace of debt reduction is expected to moderate as the
company takes on a more-balanced approach to deploying free cash
flow among debt repayment, acquisitions and other growth
initiatives. Nonetheless, Moody's expects leverage to improve
further over the next couple of years as cash proceeds
(approximately $100 million) from an equity offering in Q1 2019
will be used for acquisitions in 2019. As a result, earnings growth
will replace debt repayment as the primary driver to lower
leverage. Moody's anticipates debt-to-EBITDA to trends towards the
low-3x range and normalized free cash flow to eclipse $50 million
by year-end 2020, rebounding from expected cash outlays on landfill
capping and closure activities in 2019.
Casella's liquidity profile is good as denoted by the SGL-2 rating
driven by the comparatively large revolving credit and expectations
for increasing free cash flow and a more normalized working capital
position, with light debt maturities. Cash is likely to remain
minimal, but liquidity is supported by improving free cash flow
generation that is being driven by stronger margins from robust
year-over-year pricing growth in the collection and disposal lines
of business. The $200 million unrated secured revolving credit
facility was undrawn and had availability of approximately $175
million at March 31, 2019 after netting posted letters of credit.
With the exception of periodic usage to help fund acquisitions,
Moody's expects availability to remain consistent with the current
level. The revolving facility expires May 2023 and includes
standing maintenance covenants of maximum net leverage with
step-downs and minimum interest coverage with a step-up.
The stable outlook reflects Moody's expectations for steady revenue
growth (3%+ organic), a step-up in free cash flow and modest margin
expansion augmented by stronger collection and disposal pricing as
a result of reduced landfill capacity in the Northeast US.
Projected annual free cash flow - over $50 million by the end of
2020 - is anticipated to be deployed between tuck-in acquisitions
and debt repayment. The stable outlook also includes expectations
that if Casella utilizes debt to help fund acquisition activity,
borrowings will be modest and repaid from cumulative free cash flow
within a relatively short timeframe.
The ratings could be upgraded following prudent and profitable
expansion of the company's operating footprint beyond New England
and New York to achieve greater scale, an EBITDA margin approaching
the mid-20% range, free cash flow-to-debt in excess of 10% and
EBIT-to-interest approaching 3x. The ratings could be downgraded
with expectations of flat organic revenue growth, free cash
flow-to-debt falling to low-single digit levels, debt-to-EBITDA
exceeding the low-4x range or a weaker liquidity profile
considering the negligible cash position with a drop in free cash
flow or reduced availability under the revolving credit facility.
Moody's took the following rating actions on Casella Waste Systems,
Inc.:
- Corporate Family Rating, upgraded to Ba3 from B1
- Probability of Default, upgraded to Ba3-PD from B1-PD
- New York State Environmental Facilities Corp. Revenue Bonds
Series 2014, to B2 (LGD5) from B3 (LGD5)
- New York State Environmental Facilities Corp. Waste Disposal
Revenue Bonds Series 2014R-2, to B2 (LGD5) from B3 (LGD5)
- New Hampshire (State of) Business Fin. Auth. Revenue Bonds
Series 2013, to B2 (LGD5) from B3 (LGD5)
- Maine Finance Authority Waste Disposal Revenue Bonds Series
2005, to B2 (LGD5) from B3 (LGD5)
- Maine Finance Authority Waste Disposal Revenue Bonds Series
2015, to B2 (LGD5) from B3 (LGD5)
- Maine Finance Authority Waste Disposal Revenue Bonds Series
2015R-2, to B2 (LGD5) from B3 (LGD5)
- Vermont Economic Development Authority Pollution Control
Revenue Bonds Series 2013, to B2 (LGD5) from B3 (LGD5)
- Speculative Grade Liquidity, affirmed at SGL-2
Outlook, remains Stable
The principal methodology used in these ratings was Environmental
Services and Waste Management Companies published in April 2018.
Casella Waste Systems, Inc. is a Northeast US regionally-focused
(Vermont, New Hampshire, New York, Massachusetts, Maine and
Pennsylvania) solid waste management company providing collection,
transfer, disposal and recycling services. The company reported
revenues of approximately $675 million for the latest twelve months
ended March 31, 2019.
CATALENT PHARMA: Moody's Rates New Senior Unsecured Notes 'B3'
--------------------------------------------------------------
Moody's Investors Service assigned a B3 rating to the proposed
offering of senior unsecured notes of Catalent Pharma Solutions,
Inc. There are no changes to Moody's existing ratings of Catalent,
including the B1 Corporate Family Rating. The outlook remains
unchanged at stable.
Proceeds of the offering will be primarily used to refinance $500
million of the term loan maturing in May 2024 and for general
corporate purposes. The proposed offering does not have a material
effect on Catalent's financial leverage, which Moody's approximates
is 5x on a pro forma basis for the recent acquisition of Paragon
Bioservices. While this transaction reduces the proportion of
senior secured debt in the capital structure, which is positive for
senior secured creditors, there is no change to the Ba3 senior
secured rating. Moody's believes that Catalent's capital structure
will continue to evolve, given its acquisitive nature.
Assignments:
Issuer: Catalent Pharma Solutions, Inc.
Gtd Senior Unsecured Global Notes, Assigned B3 (LGD5)
Unchanged:
Issuer: Catalent Pharma Solutions, Inc.
Senior Secured Term Loan, Ba3 (LGD2 from LGD3)
Senior Secured Term Loan B2, Ba3 (LGD2 from LGD3)
Gtd Senior Secured Term Loan, Ba3 (LGD2 from LGD3)
Senior Secured Revolving Credit Facility, Ba3 (LGD2 from LGD3)
RATINGS RATIONALE
Catalent's B1 Corporate Family rating reflects its relatively high
financial leverage and modest free cash flow relative to debt. The
rating is also constrained by volatility inherent in the
pharmaceutical contract manufacturing industry. Lost revenue when
customers' drugs become generic, pricing pressure is exerted by
large clients, and high fixed costs can create volatility in profit
and cash flows. The rating is supported by Moody's expectation that
Catalent will benefit over the next 2-3 years as more drugs coming
to market require more complex dosage solutions. Catalent will also
benefit from its push into more stable, albeit lower margin,
businesses such as consumer and animal health. The rating is also
supported by Catalent's good scale and leading market position in
the development and manufacturing of softgels and other oral drug
delivery technologies. The company also maintains a diversified
customer base and commands a large library of patents, know-how,
and other intellectual property that raise barriers to entry and
enhance margins.
The Speculative Grade Liquidity Rating of SGL-1 reflects Moody's
expectation that Catalent's liquidity will remain very good over
the next 12 to 18 months. Catalent's liquidity will be supported by
free cash flow in excess of $150 million over the next year, a
strong cash balance ($228 million as of March 31, 2019) and its
$550 million revolving credit facility.
The stable outlook reflects Moody's expectation that leverage will
improve over the next 12 to 18 months following the Paragon
acquisition, however Catalent is likely to remain acquisitive.
Moody's also expects strong demand for Catalent's biologics
services will be partially offset by near-term headwinds in its
softgels business.
The ratings could be upgraded if Catalent reduces financial
leverage such that its debt to EBITDA approaches 4.0 times.
Successful integration of acquisitions and organic growth that
results in increased scale and improved business line diversity,
including reduced concentration in softgels, would also support an
upgrade.
The ratings could be downgraded if Moody's expects Catalent's
financial leverage to be sustained above 5.5 times. The ratings
could also be downgraded if Catalent's earnings deteriorate or if
the company adopts a more aggressive acquisition strategy.
The principal methodology used in these ratings was Business and
Consumer Service Industry published in October 2016.
Catalent Pharma Solutions, Inc. is a leading provider of
development solutions and advanced delivery technologies for drugs,
biologics and consumer health products. These include the company's
formulation, development and manufacturing of softgels and other
products for the prescription drug and consumer health industries.
The company reported revenue of approximately $2.5 billion for the
twelve months ended March 31, 2019.
COCRYSTAL PHARMA: Stockholders Elect Six Directors
--------------------------------------------------
The 2019 Annual Meeting of Stockholders of Cocrystal Pharma, Inc.
was held on June 21, 2019, at which the stockholders elected Dr.
Gary Wilcox, Mr. Todd Brady, Dr. Phillip Frost, Dr. Jane Hsiao, Dr.
Anthony Japour, and Mr. Steven Rubin as directors to hold office
until the next annual meeting of stockholders.
The Company's stockholders voted to approve an amendment to the
Company's 2015 Equity Incentive Plan to increase the number of
authorized shares under the Plan by 2,294,762 shares of common
stock to a total of 5,000,000 shares of common stock and ratified
the appointment of Weinberg & Company, P.A. as the Company's
independent registered public accounting firm for the fiscal year
ending Dec. 31, 2019.
About Cocrystal Pharma
Cocrystal Pharma, Inc., formerly known as Biozone Pharmaceuticals,
Inc., is a clinical stage biotechnology company discovering and
developing novel antiviral therapeutics that target the replication
machinery of hepatitis viruses, influenza viruses, and noroviruses.
The company is headquartered in Tucker, Georgia.
Cocrystal Pharma incurred a net loss of $49.05 million in 2018,
following a net loss of $613,000 in 2017. As of March 31, 2019,
Cocrystal Pharma had $76.29 million in total assets, $2.47 million
in total liabilities, and $73.82 million in total stockholders'
equity.
BDO USA, LLP, in Miami, Florida, the Company's auditor since 2013,
issued a "going concern" qualification in its report dated April 1,
2019, on the Company's consolidated financial statements for the
year ended Dec. 31, 2018, citing that the Company has suffered
recurring losses from operations, negative cash flows from
operations and has an accumulated deficit that raise substantial
doubt about its ability to continue as a going concern.
DISTRIBUIDORA LEQUAR: Unsecureds to Get $50K Carve Out
------------------------------------------------------
Distribuidora Lequar, Inc., filed a Chapter 11 Plan and
accompanying Disclosure Statement.
Class 3 Holders of Allowed General Unsecured Claims are impaired.
Holders of Allowed General Unsecured Claims, excluding Oriental
Bank's deficiency claim, entitled to vote but not receiving
dividends under this Class, will be paid in full satisfaction of
their claims 2% thereof on the Effective Date from a $50,000 carve
out reserved for this Class.
Class 1 The Claim of Oriental, partially secured by the Debtor's
Properties are impaired. Via Monti will transfer to Oriental
Properties No. l, 2 and 3 with their combined estimated value of
$1,100,000, to be credited to the principal of Oriental's claims
against the Debtor; the Debtor will consent to the application by
Oriental to its claims against the Debtor of the certificate of
deposit held by Oriental in the amount of $125,000, to be credited
to the principal of Oriental's claims; a cash payment of $125,000,
from the proceeds of the sale of the Debtor's inventories.
The Plan considers the sale of all of Debtor's inventories and
miscellaneous assets through an orderly liquidation. The proceeds
from the sale are estimated between $350,000 and $375,000.
A full-text copy of the Disclosure Statement dated June 12, 2019,
is available at https://tinyurl.com/y3znxsmr from PacerMonitor.com
at no charge.
About Distribuidora Lequar
Founded in 1963, Distribuidora Lequar, Inc. sells men's, women's
and children's footwear. It is located in Rio Piedras, Puerto
Rico.
Distribuidora Lequar sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D.P.R. Case No. 18-05107) on Sept. 1, 2018.
In the petition signed by Albert Bejar Bitton, vice-president, the
Debtor disclosed $4,095,449 in assets and $8,011,822 in
liabilities. Judge Enrique S. Lamoutte Inclan presides over the
case. Charles A. Cuprill, P.S.C. Law Office is the Debtor's legal
counsel.
DONALD STOVER: $2.1M Sale of Remaining Non-Exempt Parcels Approved
------------------------------------------------------------------
Judge Robert L. Jones of the U.S. Bankruptcy Court for the Northern
District of Texas authorized Areya Holder Aurzada, the Chapter 11
Trustee of Donald Reginald Stover, to sell the (i) approximately
275.7 acres of agricultural land in Eastland County identified as
Reddick Parcels 10315, 59939, 8405 and 8096, Montgomery Parcel
8095, Teddy Parcel 17969 and non-exempt portion of the Jackson
Parcel 50669; and (ii) approximately 737.3 acres of agricultural
property in Callahan County, Texas situated on CR244 and 404, in
Cross Plains, Texas 76443 consisting of Jackson Parcel 475, Reddick
Parcels 4559 and 9208, Mayes Parcel 2991, Montgomery Parcels 5358,
9209, 9974, and 10217 Bailey Parcels 9207 and 4674, Goldstein
Parcels 9210 and 9206 and the Miner Parcel 8237, to David Rogers
and/or his assigns for $2,126,375 ($2,098.48/per acre).
The sale is "as is" and free and clear of all disputed liens,
claims and encumbrances.
The net proceeds of such sale will be the sum received from the
sale minus the following: (a) payment of usual and customary
closing costs, (b) payment to the holder(s) thereof, as the case
may be, any amount necessary to satisfy the property tax liens then
due against the Property along with a pro rata share of the then
current year's property taxes; (c) payment of the 6% real estate
commission to Ekdahl Nelson Real Estate; (d) payment of the liens,
if any, of Santa Anna on some of the Eastland Parcels and, if
applicable (e) the $3,500 break-up fee.
The Trustee sells the Remaining Non-Exempt Real Estate Parcels to
someone other than Wildcat Land and Cattle, LLLP, she is authorized
to release Wildcat's earnest money of $10,000 and to pay the $3,500
break-up fee to Wildcat.
Notwithstanding anything contained herein to the contrary, the
conveyance of the Remaining Non-Exempt Real Estate Parcels will not
be free of (1) any liens held by an ad valorem taxing authority
that secure payment of year 2019 ad valorem property taxes, or any
penalties or interest that may accrue thereon; or (2) any lien or
potential lien held by an ad valorem taxing authority that may
arise subsequent to such conveyance due to a change of use that may
result in the removal of any previously granted tax exemption and
the assessment of any back taxes due to such removal.
Donald Reginald Stover sought Chapter 11 protection (Bankr. N.D.
Tex. Case No. 18-10078) on April 2, 2018. The Debtor tapped Robert
Thomas DeMarco, Esq., at DeMarco-Mitchell, PLLC as counsel. On
Jan. 22, 2019, Areya Holder Aurzada was appointed as Chapter 11
Trustee.
FAIRSTONE FINANCIAL: Moody's Rates Sr. Unsec. Notes Due 2024 'B1'
-----------------------------------------------------------------
Moody's Investors Service assigned a B1 corporate family rating to
Fairstone Financial Inc. and a senior unsecured rating of B1 to
Fairstone's unsecured notes due 2024. The outlook is stable.
Fairstone Financial Inc.:
LT Corporate Family: B1 rating assigned
Senior Unsecured Bond/Debenture, B1 rating assigned
Outlook actions:
Outlook, stable
Ratings Rationale
The B1 corporate family rating reflects Fairstone's solid franchise
as a leading provider of alternative financial services within
Canada's subprime consumer lending market. Fairstone's key credit
strengths include a favorable industry structure with few
participants, which supports strong margins, a long-tenured
management team in an organization that has operated in Canada for
close to 100 years, and granular consumer receivables that reduce
concentration risks relative to other finance company business
models. These strengths are offset by an operating environment with
high household consumer debt levels, significant reliance on
confidence-sensitive securitization funding, and a business model
that is susceptible to significant regulatory disruption from
reputational events.The ratings incorporate the company's evolving
funding profile, which has significant reliance on securitization,
as well as susceptibility to regulatory threats to its pricing and
business practices. The ratings also reflect Moody's expectation
that Fairstone's profitability will improve over 2018 levels, which
were weighed down by expenses associated with the transition into
standalone entity after being sold by Citigroup Inc. (senior
unsecured A3 stable) in 2017. In addition, Moody's ratings
incorporate the conversion of a CAD$445 million shareholder loan
into common equity; expected in June 2019.
The stable outlook reflects Moody's expectation that Fairstone will
remain profitable and its capital position will remain solid in the
foreseeable future.
The B1 senior unsecured rating reflects its application of its loss
given default considering the instruments position in Fairstone's
capital stack.
Factors that could lead to an upgrade
Fairstone's ratings could be updated if it demonstrates stable
asset quality performance and profitability amid disciplined
growth. The ratings could also be upgraded if the lender
strengthens its market access, significantly reduces its reliance
on securitization and/or significantly decreases its secured debt
to gross tangible assets for a sustained period.
Factors that could lead to a downgrade
Fairstone's ratings could be downgraded if Fairstone experiences a
sustained decline in profitability or capitalization compared to
Moody's expectations. The ratings could also be downgraded should
regulatory changes adversely impact its business model,
particularly profitability.
FC GLOBAL: Completes Sale of Subsidiary to Alpha
------------------------------------------------
FC Global Realty Incorporated completed the sale of its subsidiary,
First Capital Avalon Jubilee, LLC to Alpha Alpha, LLC on June 17,
2019. This transaction did not involve a significant amount of
assets. The Company had acquired First Capital, which holds a
minority interest in Avalon Jubilee, LLC, a residential development
in New Mexico, in May 2017. The buyer, Alpha, holds the majority
interest in that development. The Company disposed of the property
as part of a review of its assets so as to concentrate on its core
strategy to acquire and manage real estate assets concentrated in
the retail and mixed-use sectors across the United States.
About FC Global Realty
Formerly known as PhotoMedex, Inc., FC Global Realty Incorporated
-- http://www.fcglobalrealty.com/-- has recently transitioned to a
company focused on real estate development and asset management,
concentrating primarily on investments in, and the management and
development of, income producing real estate assets. The Company
is headquartered in Scottsdale, Arizona.
FC Global reported a net loss attributable to common stockholders
and participating securities of $4.66 million for the year ended
Dec. 31, 2018, compared to a net loss attributable to common
stockholders and participating securities of $19.38 million for the
year ended Dec. 31, 2017. As of March 31, 2019, the Company had
$4.17 million in total assets, $4.79 million in total liabilities,
and a total stockholders' deficit of $622,000.
Fahn Kanne & Co. Grant Thornton Israel, in Tel Aviv, Israel, issued
a "going concern" opinion in its report dated April 1, 2019, on the
Company's consolidated financial statements for the year ended Dec.
31, 2018, citing that the Company has incurred net losses for each
of the years ended Dec. 31, 2018 and 2017 and has not yet generated
any significant revenues from real estate activities. As of Dec.
31, 2018, there is an accumulated deficit of $139.7 million. These
conditions, along with other matters, raise substantial doubt about
the Company's ability to continue as a going concern.
FRUTTA BOWLS: Giordano Halleran Represents 10 Franchisees
---------------------------------------------------------
Pursuant to Rule 2019 of the Federal Rules of Bankruptcy Procedure,
the law firm of Giordano, Halleran & Ciesta, P.C., provided notice
that it is representing these creditors in the Chapter 11 cases of
Frutta Bowls Franchising, LLC:
Claim
-----
(1) Andrew Jackowitz $60,000
9 Cedar Grove Place
Old Bridge, NJ 08857
(2) Dhaval Patel $95,730
31 Phillip St.
South River, NJ 08822
(3) D-N-D Ventures/
Frutta Bowls-Aberdeen $1,715,442
31 Phillip St.
South River, NJ 08822
(4) Frutta Clemson, LLC $840,000
39 Bretwood Dri S.
Colts Neck, NJ 07722
(5) Frutta Maryland, LLC $555,000
39 Bretwood Dri S.
Colts Neck, NJ 07722
(6) Frutta Seminole, LLC $840,000
39 Bretwood Dri S.
Colts Neck, NJ 07722
(7) Frutta Wisconsin, LLC $900,000
39 Bretwood Dri S.
Colts Neck, NJ 07722
(8) Michael Cordaro/ $805,149
Frutta Bowls New Brunswick
37A Easton Avenue
New Brunswick, NJ 08901
(9) NJ Bowls LLC $1,198,506
9 Cedar Grove Place
Old Bridge, NJ 08857
(10) Robert Dell'Anno, Keith Hannan
and Robert Calavetta $180,000
39 Bretwood Dri S.
Colts Neck, NJ 07722
Each of Andrew Jackowitz, et al., asserts claims for breach of the
franchise agreement, intentional fraud, Consumer Fraud Act, and NJ
Franchise Act.
The Firm can be reached at:
Giordano, Halleran & Ciesla, P.C.
Donald F. Campbell, Jr., Esq.
125 Half Mile Road, Suite 300
Red Bank, NJ 07701
Tel: (732) 741 3900
Fax: (732) 224 6599
E-mail: dcampbell@ghclaw.com
A copy of the Rule 2019 filing from PacerMonitor.com is available
at http://bankrupt.com/misc/Frutta_Bowls_103_Rule2019.pdf
About Frutta Bowls Franchising
Frutta Bowls Franchising is a fast-casual franchise committed to
becoming an active lifestyle brand within every local community.
Frutta Bowls filed a voluntary Chapter 11 petition (Bankr. D.N.J.
Case No. 19-13230) on Feb. 15, 2019, listing under $1 million in
both assets and liabilities.
The case is assigned to Judge Michael B. Kaplan.
Spadea Lignana is the Debtor's counsel.
A committee of unsecured creditors was appointed in the Debtor's
case. Porzio, Bromberg & Newman, P.C., is the committee's counsel.
GATEWAY CASINOS: Moody's Cuts CFR to B3 & Alters Outlook to Neg.
----------------------------------------------------------------
Moody's Investors Service downgraded Gateway Casinos &
Entertainment Limited's corporate family rating to B3 from B2,
probability of default rating to B3-PD from B2-PD, and affirmed the
Ba3 ratings on its senior secured first lien credit facilities and
the Caa1 rating on its senior secured second lien notes. The
outlook was changed to negative from stable.
"The CFR was downgraded because consolidated leverage is likely to
be sustained above 6.5x (pro forma 7.8x including Holdco debt) in
the next 12 to 18 months, which is not in line with expectations
for the prior B2 CFR," said Peter Adu, Moody's Vice President and
Senior Analyst. "The negative outlook reflects insufficient
liquidity to fund $135 million 364-day Holdco bridge facility (not
rated), absent market access", Adu added.
Ratings Downgraded:
Corporate Family Rating, to B3 from B2
Probability of Default Rating, to B3-PD from B2-PD
Ratings Affirmed:
C$150 million senior secured revolving credit facility due 2023,
Ba3 to (LGD2 from (LGD3)
US$440 million senior secured first lien term loan B due 2025,
Ba3 to (LGD2 from (LGD3)
US$255M senior secured second lien notes due 2024, Caa1 to
(LGD4 from (LGD5)
Outlook Action:
Changed to Negative from Stable
RATINGS RATIONALE
Gateway's B3 CFR is constrained by: (1) high consolidated leverage
(adjusted Debt/EBITDA) and execution risk of deleveraging below
6.5x in the next 12 to 18 months (pro forma 7.8x for LTM Q1/2019);
(2) re-leveraging risk by its long-tenor private equity majority
owner; (3) expected negative free cash flow through 2020 as it
develops new properties and improves existing ones; (4) execution
risks associated with its capital projects; and (5) small revenue
size (about C$825 million pro forma) relative to rated gaming
peers. Gateway's rating benefits from: (1) good market position and
favorable gaming regulatory environment in Canada, which creates
substantial barriers to entry; (2) good operational results from
existing and acquired properties, including the ability to further
improve performance of individual casinos by upgrading food and
entertainment offerings; and (3) capital incentive program in
British Columbia, which allows for continued modernization of its
properties there.
The Ba3 rating for Gateway's first lien credit facilities (C$150
million revolver due March 2023 and $440 million term loan B due in
March 2025) benefit from the loss absorption cushion provided by
the company's more junior debt (second lien notes and Holdco bridge
facility). The Caa1 rating on the $255 million second lien notes
due in March 2024 reflects their contractual subordination to the
first lien facilities, and loss absorption from the company's
remaining junior debt, including the $135 million 364-day Holdco
bridge facility.
Gateway has weak liquidity with about C$220 million of sources
against $230 million of debt maturities and about $70 million of
expected free cash flow consumption through the next four quarters.
Sources of liquidity include cash of C$173 million at March 31,
2019 and about $50 million of availability (after letters of
credit) under the company's C$150 million revolving credit facility
due in March 2023. Debt maturities include a $135 million Holdco
bridge facility that matures in May 2020. The negative free cash
flow over the next four quarters is driven by capital spending on
the new builds and expansion/renovation of existing properties. The
company's revolver is subject to a total net leverage covenant and
Moody's expects cushion of at least 10% through the next four
quarters. Gateway has limited ability to generate liquidity from
asset sales.
The negative outlook reflects refinancing risk presented by the
$135 million Holdco bridge facility that matures in May 2020.
Moody's would likely change the outlook back to stable if the
company refinances the Holdco bridge facility with longer tenor
debt.
To consider an upgrade, the company will need to improve its
liquidity while sustaining adjusted Debt/EBITDA towards 6x (pro
forma 7.8x) and EBIT/Interest above 1.5x (pro forma 1x). Gateway's
rating could be downgraded if there is significant project delays
or cost overruns funded with additional debt or if it sustains
adjusted Debt/EBITDA above 8x (pro forma 7.8x) and EBIT/Interest
below 1x (pro forma 1x). An inability to improve its liquidity
position in the next few quarters could also lead to a downgrade.
The principal methodology used in these ratings was Gaming Industry
published in December 2017.
Gateway Casinos & Entertainment Limited, headquartered in Burnaby,
British Columbia, is a gaming and entertainment company that
currently operates 27 gaming properties located in Ontario, British
Columbia and Alberta. Revenue for the twelve months ended March 31,
2019 was C$750 million (about C$825 million, pro forma for full
year contribution from acquired Central Ontario bundle). Gateway is
majority-owned by The Catalyst Capital Group Inc., a private equity
firm.
GB SCIENCES: Allows Reduction of Warrants Exercise Price
--------------------------------------------------------
GB Sciences, Inc., on June 17, 2019, commenced allowing the
exercise of its outstanding common stock warrants at the reduced
exercise price of $.10 per share. The reduced exercise price
terminates on
About GB Sciences
Las Vegas, Nevada-based GB Sciences, Inc., formerly Growblox
Sciences, Inc., is developing and utilizing state of the art
technologies in plant biology, cultivation and extraction
techniques, combined with biotechnology, and plans to produce
consistent and measurable medical-grade cannabis, cannabis
concentrates and cannabinoid therapies. The Company seeks to be an
innovative technology and solution company that converts the
cannabis plant into medicines, therapies and treatments for a
variety of ailments.
GB Sciences reported a net loss of $23.16 million for the 12 months
ended March 31, 2018, compared to a net loss of $10.08 million for
the 12 months ended March 31, 2017. As of Dec. 31, 2018, the
Company had $30.63 million in total assets, $11.26 million in total
liabilities, and $19.37 million in total stockholders' equity.
Soles, Heyn & Company, LLP's audit opinion included in the
company's Annual Report on Form 10-K for the year ended March 31,
2018 contains a going concern explanatory paragraph stating that
the Company had accumulated losses of approximately $58,230,000,
has generated limited revenue, and may experience losses in the
near term. These factors and the need for additional financing in
order for the Company to meet its business plan, raise substantial
doubt about its ability to continue as a going concern.
GLOBAL PARTNERS: Moody's Affirms B1 CFR, Outlook Stable
-------------------------------------------------------
Moody's Investors Service affirmed Global Partners LP's ratings,
including its B1 Corporate Family Rating, B1-PD Probability of
Default Rating, B2 senior unsecured rating, and the SGL-3
Speculative Grade Liquidity rating. The rating outlook is stable.
"Global's ratings are underpinned by its long operating history in
distribution of refined products in the US Northeast," commented
John Thieroff, Moody's Vice President. "We expect the partnership
to continue to prudently fund capital projects and acquisitions
while maintaining or reducing leverage through cash flow from
operations."
Outlook Actions:
Issuer: Global Partners LP
Outlook, Remains Stable
Affirmations:
Issuer: Global Partners LP
Probability of Default Rating, Affirmed B1-PD
Speculative Grade Liquidity Rating, Affirmed SGL-3
Corporate Family Rating, Affirmed B1
Senior Unsecured Notes, Affirmed B2 (LGD5)
RATINGS RATIONALE
Global's B1 CFR is supported by the company's strong market
presence in the northeastern US, relatively stable earnings and
modest working capital needs associated with its retail gasoline
supply and station operations businesses. The credit profile also
reflects the company's relatively conservative management of
distributions to limited partners, and the funding of its growth
with a meaningful amount of retained cash flow and equity. The
rating is constrained by certain characteristics that are typical
in the distribution business: low margins, exposure to volatile
commodity prices and working capital intensity which can result in
elevated debt balances during periods of high commodity prices and
margin compression when the commodity markets are in backwardation.
The company faces an element of seasonality which adds to working
capital volatility. Global also contends with its material
geographic concentration in the mature northeastern US and the
risks associated with the company's Master Limited Partnership
(MLP) corporate finance model.
The SGL-3 Speculative Grade Liquidity Rating reflects Moody's
expectation that Global will maintain adequate liquidity. Global's
wholesale distribution business can create substantial working
capital swings due to daily commodity price fluctuation and a
measure of seasonality. Global funds its working capital needs
under a secured $850 million revolver, with availability set by a
borrowing base. The company also has a secured $450 million
revolver for acquisitions and general corporate purposes. The
credit agreement governing both facilities contains several
financial covenants including a minimum working capital requirement
of $35 million, minimum interest coverage ratio of 2.0x, maximum
secured leverage ratio of 3.5x (excludes working capital debt), and
maximum total leverage ratio of 5.0x (5.5x for first two quarters
following a material acquisition, excludes working capital debt).
Moody's expects Global to remain in compliance with these covenants
through late 2020. The credit facilities mature in April 2022. At
March 31, 2019, Global had total availability of $643 million under
the facilities. Good distribution coverage in recent years,
typically between 1.5x and 2.0x, limits the strain Global's MLP
business model place places on its liquidity. The company's next
debt maturity is in 2022, when its $375 million senior notes issued
in 2014 come due.
Global's senior unsecured notes are rated B2, one notch below the
B1 CFR, reflecting the contractual subordination and smaller size
of the notes relative to the company's secured bank credit
facilities, which are secured by substantially all the assets of
the firm. The B2 rating on the unsecured notes better reflects its
credit risk than what is suggested by Moody's Loss Given Default
methodology.
The stable rating outlook reflects Moody's view that management
will prudently manage its liquidity and commodity price exposure
and will fund material capital projects or acquisitions with either
a meaningful amount of equity or retained cash flow.
The ratings could be upgraded if Debt to EBITDA is sustained below
4x, while the partnership successfully executes on its growth
strategy. Meaningful growth into more durable, fee-based business
would also supportive of an upgrade. A downgrade could be
considered if margins compress for an extended period of time,
distribution coverage is consistently below 1.2x or if Debt to
EBITDA approaches 6.0x.
The principal methodology used in these ratings was Midstream
Energy published in December 2018.
Global Partners LP is a publicly traded master limited partnership
(MLP) based in Waltham, Massachusetts.
GOLASINSKI HOMES: Seeks to Hire Bankruptcy Attorney
---------------------------------------------------
Golasinski Homes LLC seeks approval from the U.S. Bankruptcy Court
for the Southern District of Texas to hire an attorney in
connection with its Chapter 11 case.
In an application filed in court, the Debtor proposes to employ
David Venable, Esq., an attorney based in Houston, to give legal
advice regarding its powers and duties under the Bankruptcy Code;
prepare a plan of reorganization; represent the Debtor in adversary
proceedings; and provide other legal services related to the case.
The Debtor will pay the attorney an hourly fee of $250. The
attorney received a retainer of $5,217, of which $1,717 was used to
pay the filing fee.
Mr. Venable does not represent any interest adverse to the Debtor,
according to court filings.
Mr. Venable maintains an office at:
David L. Venable, Esq.
13201 Northwest Freeway, Suite 800
Houston, TX 77040
Phone: (713) 956-1400
Fax: (713) 983-8285
Email: david@dlvenable.com
About Golasinski Homes LLC
Golasinski Homes LLC owns in fee simple three real estate
properties in Harris County, Texas, with a total current value of
$1.41 million.
Golasinski Homes sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Texas Case No. 19-33035) on June 2,
2019. At the time of the filing, the Debtor disclosed $1,410,129
in assets and $1,004,609 in liabilities. The case has been
assigned to Judge Jeffrey P. Norman.
GUMP'S HOLDINGS: $650K Sale of IP Assets to GH Approved
-------------------------------------------------------
Judge Mike K. Nakagawa of the U.S. Bankruptcy Court for the
District of Nevada authorized Gump's Holdings, LLC, Gump's Corp.
and Gump's By Mail, Inc., to sell their intellectual property
assets to GH Acquisitions, LLC for $650,000 plus the assumption of
the Assumed Liabilities.
A hearing on the Motion was held on June 19, 2019 at 9:30 a.m.
The assignment of any IP Agreements to the Buyer pursuant to the
APA is approved and authorized. The terms and conditions of the
APA and all payments and transactions contemplated thereunder are
approved in all respects and incorporated in the Order.
The sale is free and clear of all Interests. Any Interests will
attach to the proceeds of the Sale.
The Debtors are authorized, but not directed, to assume and assign
and transfer to the Buyer the IP Agreements free and clear of
Interests, if any.
Notwithstanding the provisions of Bankruptcy Rules 6004(h) and
6006(d), because time is of the essence, the Order will not be
stayed for 14 days after the entry hereof, but will be effective
and enforceable immediately upon issuance thereof.
About Gump's Holdings
Gump's Holdings, LLC -- http://www.gumps.com/-- operates as a
holding company. The company, through its subsidiaries, sells
furniture, lighting, rugs, linens, apparel and jewelry.
Gump's Holdings, Gump's Corp. and Gump's By Mail, Inc. sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Nev.
Case Nos. 18-14683 to 18-14685) on Aug. 3, 2018.
In the petitions signed by Tony Lopez, CFO and chief operating
officer, the Debtor disclosed these assets and liabilities:
Assets Liabilities
------------ ------------
Gump's Holdings, LLC $47,031 $16,456,335
Gump's Corp. $9,812,318 $23,713,258
Gump's By Mail, Inc. $4,198,319 $23,755,942
The Debtors tapped Garman Turner Gordon LLP as counsel, and Lincoln
Partners Advisors LLC as financial advisor. Donlin, Recano &
Company Inc. is the claims and notice agent.
HANNON ARMSTRONG: Fitch to Rate $300MM Unsecured Notes 'BB+'
------------------------------------------------------------
Fitch Ratings has assigned a Long-Term Issuer Default Rating of
'BB+' to HAT Holdings I LLC and HAT Holdings II LLC, which are
indirect subsidiaries of Hannon Armstrong Sustainable
Infrastructure Capital (HASI; Long-Term IDR B+/Stable). The Rating
Outlook is Stable. Concurrently, Fitch expects to assign a rating
of 'BB+' to the $300 million of five-year unsecured notes issued
jointly by HAT Holdings I and II. The notes will be guaranteed by
HASI.
Proceeds from the proposed issuance are expected to be used to
repay a portion of the debt outstanding under the credit facility
to acquire or refinance eligible green projects and for general
corporate purposes.
KEY RATING DRIVERS
The ratings assigned to HAT Holdings I LLC and HAT Holdings II LLC
are equalized with that of parent, reflecting the HASI guarantee,
which is required to remain in place so long as the notes are
outstanding.
The rating on the unsecured notes is expected to be equalized with
HASI's Long-Term Issuer Deafault Rating as it ranks equally with
the outstanding unsecured convertible notes. The rating also
reflects the availability of an unencumbered asset pool, which
suggests average recovery prospects for debtholders under a
stressed scenario. Pro forma for the $300 million offering, Fitch
estimates that unsecured debt (at par) would increase to
approximately 34% of total debt outstanding; up from 12% at 1Q19.
Fitch views the increase favorably, as it enhances the firm's
funding flexibility, and expects the firm to be opportunistic with
regard to future issuance.
HASI had $283 million of borrowings outstanding on its secured
revolving credit facility at 1Q19. Proceeds from the proposed
issuance are expected to be used to pay down the the balance of the
credit facility with $43 million to remian outstanding. Leverage
would increase modestly on a pro forma basis, to 1.60x from 1.52x
at March 31, 2019.
HASI's rating reflects its established, albeit niche, market
position within the renewable energy financing sector, experienced
management team, diversified investment portfolio, strong credit
track record and a fairly conservative underwriting culture. They
also reflect its adherence to leverage targets that are
commensurate with the risk profile of the portfolio, demonstrated
access to public equity markets, and long-term relationships with
its customers.
Rating constraints include a largely secured wholesale funding
profile that results in a high encumbered asset ratio relative to
peers, modest scale, dependence on access to the capital markets to
fund portfolio growth and a limited ability to retain capital due
to dividend distribution requirements as a REIT. Additionally,
HASI's planned opportunistic shift in the company's portfolio mix
toward higher-risk mezzanine debt and common equity exposures is
viewed with caution by Fitch.
The Stable Outlook reflects Fitch's expectation for broadly
consistent operating performance, the continuation of strong asset
quality trends, the management of leverage in a manner that is
consistent with the risk profile of the portfolio and an
improvement in the funding profile with the opportunistic issuance
of additional unsecured debt.
RATING SENSITIVITIES
The ratings assigned to HAT Holdings I LLC and HAT Holdings II LLC
are linked to the IDR of the parent given the guarantees in place
and would be expected to move in tandem.
The unsecured debt rating is linked to the IDR and would be
expected to move in tandem. However, a meaningful decline in the
amount of unsecured debt in the capital structure, in favor of
secured borrowings, and/or a meaningful decline in unencumbered
assets could result in the unsecured debt rating being notched down
from the IDR.
Fitch believes upward rating momentum is limited over the near term
until the credit performance of recent mezzanine debt and common
equity investment vintages can be fully assessed. Thereafter,
upward rating momentum could be driven by demonstrated franchise
resilience in an increasingly competitive environment, the
maintenance of fairly low leverage that is consistent with the risk
profile of the portfolio, enhanced liquidity, and further
improvement in funding flexibility, as demonstrated by an increase
in the proportion of unsecured funding. An upgrade would also be
contingent on the maintenance of strong credit performance on the
portfolio as a whole and consistent core operating performance.
Conversely, negative rating actions could be driven by a sustained
increase in leverage above 2.5x and/or a material shift in HASI's
risk profile, including a material increase in mezzanine debt
and/or equity investments without a commensurate decline in
leverage. A spike in non-accrual levels or write-down in equity
investments, weaker funding flexibility, including a decline in the
proportion of unsecured funding, and/or weaker core earnings
coverage of dividends would also be negative for ratings.
PUBLIC RATINGS WITH CREDIT LINKAGE TO OTHER RATINGS
The ratings assigned to HAT Holdings I LLC and HAT Holdings II LLC
are equalized with that of parent, reflecting the HASI guarantee,
which is required to remain in place so long as the notes are
outstanding.
HDR HOLDING: Case Summary & 30 Largest Unsecured Creditors
----------------------------------------------------------
Two affiliates that filed voluntary petitions seeking relief under
Chapter 11 of the Bankruptcy Code:
Debtor Case No.
------ --------
HDR Holding, Inc. (Lead Case) 19-11396
800 E. Virginia Ave.
West Chester, PA 19380
Schramm, Inc. 19-11397
Business Description: HDR Holding, Inc. and Schramm, Inc. are
manufacturers and suppliers of branded land-
based hydraulic drills and equipment to the
mining, oil and gas, water and other end-
markets. The Debtors' products are sold on
every continent, and the Company and its
products maintain major market positions in
China, Australia, Russia, Latin America, and
Africa. HDR is a holding company and the
direct parent of Schramm, owning 100% of the
equity in Schramm.
On the web: http://www.schramminc.com/
Chapter 11 Petition Date: June 24, 2019
Court: United States Bankruptcy Court
District of Delaware (Delaware)
Judge: Hon. Mary F. Walrath
Debtors' Counsel: Pauline K. Morgan, Esq.
Sean T. Greecher, Esq.
Joseph M. Mulvihill, Esq.
Jared W. Kochenash, Esq.
YOUNG CONAWAY STARGATT & TAYLOR, LLP
Rodney Square
1000 North King Street
Wilmington, Delaware 19801
Tel: (302) 571-6600
Fax: (302) 571-1253
Email: pmorgan@ycst.com
sgreecher@ycst.com
jmulvihill@ycst.com
jkochenash@ycst.com
Debtors'
Investment
Banker: FOCALPOINT PARTNERS, LLC
Debtors'
Notice,
Claims,
Solicitation
Agent and
Administrative
Advisor: EPIQ BANKRUPTCY SOLUTIONS, LLC
https://dm.epiq11.com/case/HDR/dockets
HDR Holding's Estimated Assets: $50 million to $100 million
HDR Holding's Estimated Liabilities: $50 million to $100 million
The petitions were signed by Craig Mayman, chief executive
officer.
A full-text copy of HDR Holding's petition is available for free
at:
http://bankrupt.com/misc/deb19-11396.pdf
List of HDR Holding's 30 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
1. DNOW L.P. Litigation $5,560,887
7402 N. Eldridge Parkway
Houston, TX 77041
Ahsan Mukhtar
Tel: 281-823-4700
Email: Ahsan.Mukhtar@dnow.com
2. Hydro Air Hughes, LLC Trade Debt $312,238
P.O. Box 782056
Philadelphia, PA 19178-2056
Ray Dalrymple
Tel: 800-243-2617
Email: rdalrymple@hydroair.net
3. Doosan Infracore Portable Power Trade Debt $300,000
24523 Network Place
Chicago, IL 60673
Alison Forbes
Tel: 973-618-2500
Email: alison.forbes@doosan.com
4. Leiss Tool & Die Trade Debt $240,032
801 N Pleasant Avenue
Somerset, PA 15501
Sally Shroyer
Tel: 814-444-1444
Email: sshroyer@Leiss.com
5. General Engineering Company Trade Debt $213,597
26485 Hillman Highway
P.O. Box 549
Abingdon, VA 24212
Tanya Kestner
Tel: 276-628-6068
Email: TKestner@generalengr.com
6. Den-Con Tool Company Trade Debt $179,316
5354 South I-35
P.O. Box 96308
Oklahoma City, OK
73143-6308
Crystal Seyfried
Tel: 405-672-5884
Email: crystal@dencon.com
7. Sullivan Palatek Trade Debt $178,023
Dept 152801
P.O. Box 67000
Detroit, MI 48267-1528
Sullivan Palatek
James Freligh
Tel: 219-874-2497
Email: jfreligh@palatek.com
8. Exploration Drill Masters Trade Debt $173,120
Chile S.A.
Avenida Colorado N 01200
Quilicura + Santiago Chile
Nigel Smith
Tel: 56-2-2739-0315
Email: nigelsmith@explorationdrillmasters.com
9. Cordicate Information Trade Debt $168,062
Technology
794 Penllyn Blue Bell Pike
Suite 200
Blue Bell, PA 19422
Sean Baird
Tel: 610-527-9520
Email: sbaird@cordicate.com
10. BDO USA, LLP Professional $144,275
1801 Market Street Service
Suite 1700
Philadelphia, PA 19103
Anthony Diianni
Tel: 215-564-1900
Email: adiianni@bdo.com
11. 920 S Bolmar Associates LP Trade Debt $138,601
c/o J Loew Property Management Inc.
120 Pennsylvania Avenue
Malvern, PA 19355
Eli Kahn
Tel: 610-696-1649
Email: ekahn@ekahndevelopment.com
12. Kutzner Manufacturing Co Inc. Trade Debt $130,871
3255 Meetinghouse Road
Telford, PA 18969
John Mirsch
Tel: 215-721-1712
Email: jmirsch@kutznermanufacturing.com
13. Winston & Strawn LLP Professional $102,737
Metlife Building Service
200 Park Avenue
New York, NY 10166
Bradley C. Vaiana, Esq.
Tel: 212-294-6700
Email: bvaiana@winston.com
14. Ducker Worldwide Professional $86,500
Advisors LLC Service
1250 Maplelawn Drive
Troy, MI 48084
Jamieson Bender
Tel: 248-644-3128
Email: jamieb@ducker.com
15. Sterner's Hydraulics Trade Debt $76,091
864 N West End Blvd.
Quakertown, PA 18951
Tom Steel
Tel: 610-434-1725
Email: tsteel@sternershydraulics.com
16. All Metals Fabricators Inc. Trade Debt $75,225
P.O. Box 954
82 Hayward Road
Acton, MA 01720
Tom Hebling
Tel: 978-263-3904
Email: thebling@goamf.com
17. Universal Engineering Trade Debt $69,848
Services, Inc.
1145 Snelling Avenue North
St Paul, MN 55108
Matt Michele
Tel: 651-714-0552
Email: MattM@ues.net
18. Oracle Support Services Trade Debt $69,342
P.O. Box 203448
Dallas, TX 75320-3448
Jameel Ahamed
Tel: 888-803-7414 ext 10713
Email: jameel.ahamed@oracle.com
19. Aerotek, Inc. Trade Debt $69,095
P.O. Box 198531
Atlanta, GA 30384-8531
Jennifer Mills
Tel: 888-237-6835
Email: jmills@aerotek.com
20. Star Iron Works Trade Debt $59,320
257 Caroline Street
Box 155
Punxsutawney, PA 15767
Kevin Lenz
Tel: 814-427-2555
Email: lenzkr@starironworks.com
21. Track One S.R.L. Trade Debt $52,150
Via Anton Giulio Barrili
115 Modena, Italy
Letizia Rebecchi
Tel: 39 059 9780111
Email: Letizia.Rebecchi@usco.it
22. Piacentino Partnership Trade Debt $50,150
816 East Baltimore Pike
Kennett Square, PA
19348-1890
Tom Piacentino
Tel: 610-444-4200
Email: tjp@lmconline.com
23. Althev Oilfield Service Trade Debt $49,750
Limited
Kristatstraat #1
Paramaribo, Suriname
Saudi Arabia
Allan Williams
Tel: 868 18686 406462
Email: awilliams@althev.com
24. Foley, Inc. Trade Debt $46,528
P.O. Box 828735
Philadelphia, PA 19182-8735
Mary Beth Rosier
Tel: 215-639-4300
Email: MRosier@ransome.com
25. Airline Hydraulics Trade Debt $44,545
Corporation
3557 Progress Dr.
Bensalem, PA 19020
Valerie Vecchione
Tel: 215-638-4700
Email: VVecchione@airlinehyd.com
26. Dalla's Machine Inc. Trade Debt $44,488
4410 Parkview Drive
Schnecksville, PA 18078
Brian Pollitt
Tel: 610-799-2800
Email: brian@dallamachine.com
27. PECO Energy Company Trade Debt $42,162
P.O. Box 37632
and P.O. Box 37629
Philadelphia, PA 19101
Brian Reed
Tel: 215-841-4024
Email: Brian.Reed2@exeloncorp.com
28. Hill+Knowlton Strategies Professional $40,374
P.O. Box 101264 Service
Atlanta, GA 30392-1264
Jeff Marcus
Tel: 212-885-0300
Email: Jeff.Marcus@hkstrategies.com
29. Avondale Machine Trade Debt $39,204
Products Inc.
P.O. Box 208
Avondale, PA 19311
Bob Willard
Tel: 610-268-2121
Email: rwillardamp@verizon.net
30. Constellation NewEnergy Trade Debt $34,988
Gas Division, LLC
P.O. Box 5473
Carol Stream, IL 60197-5473
Erika Morrison
Tel: 855-465-1244
Email: Erika.Morrison@constellation.com
HERC HOLDINGS: Moody's Rates New $1BB Senior Unsecured Notes 'B3'
-----------------------------------------------------------------
Moody's Investors Service assigned a B3 rating to Herc Holdings
Inc.'s new $1.0 billion senior unsecured notes due 2027, and
affirmed the Ba2 ratings on Herc Rentals, Inc.'s senior secured
bank credit facility. The outlook is stable.
The B3 ratings of Herc Spinoff Escrow Issuer, LLC's second lien
notes (due 2022 and 2024) are unaffected. As proceeds from the new
senior unsecured notes will be used to refinance the remaining
second lien notes, Moody's will withdraw the ratings of the second
lien notes once those notes are repaid.
In connection with the debt to be issued at Herc Holdings, Moody's
has also assigned a Corporate Family Rating of B1, Probability
Default Rating of B1-PD, Speculative Grade Liquidity Rating of
SGL-3, and stable outlook to Herc Holdings. Herc Holdings is the
parent company of Herc Rentals. Concurrently, Moody's has withdrawn
the Corporate Family Rating of B1, Probability Default Rating of
B1-PD, and Speculative Grade Liquidity Rating of SGL-3 at Herc
Rentals.
RATINGS RATIONALE
Herc Holdings' ratings reflect Moody's expectations for continued
EBITDA growth and positive free cash flow generation (including
proceeds from the sales of rental equipment) that would sustain
debt to EBITDA (inclusive of Moody's adjustments) below 3.0x
through 2020. Also supporting ratings is management's disciplined
decision to grow mostly organically, without the need for
acquisitions to supplement growth. This is a different strategy
than most of the larger equipment rental companies. The rating is
balanced by the highly competitive and fragmented nature of the
equipment rental market, and Herc's short record as a stand-alone
company, since the spinoff from former parent company, Hertz
Corporation in 2016.
The B3 rating on the new senior unsecured notes at the holding
company level reflects the subordinated position relative to the
security interest of the senior secured bank credit facility. The
notes will be guaranteed, on a senior unsecured basis, by each of
the company's existing and future wholly owned direct and indirect
domestic subsidiaries that guarantee obligations under the ABL
facility, including Herc Rentals.
The SGL-3 liquidity rating reflects adequate liquidity, driven
mostly by the substantial capacity of about $726 million (as of
March 31, 2019) available under its $1.75 billion ABL due June
2021. Moody's expects the company to be free cash positive by
around $50 to $115 million per year through 2020 arising from
EBITDA growth and free cash generation that will pay down the ABL.
The company is likely to maintain only a modest cash position.
The stable outlook reflects Moody's expectations for improving
credit metrics arising from solid execution of the organic growth
strategy leading to margin expansion, growth of EBITDA and free
cash flow generation that will be applied to debt reduction. The
stable outlook also considers its view that event risk will remain
muted in the upcoming years.
Ratings could be upgraded if Herc maintains debt to EBITDA at less
than 3.0x and demonstrates an improved liquidity profile. In
addition, evidence of actions to preserve the credit profile as
demand patterns change as well as sustainability of the EBITDA
margin in the upper 30% level could support a higher rating.
Ratings could be downgraded if the company's liquidity profile were
to weaken significantly, debt to EBITDA were to reach and be
sustained above 4.25x and EBITDA to interest were to fall to below
4.3x. Significant negative free cash generation would also pressure
the rating. Management's unexpected participation in material
acquisitions funded by debt, which significantly alters the
company's financial policy or capital structure, would pressure the
rating as well.
The following summarizes its rating action:
Assignments:
Issuer: Herc Holdings Inc.
Corporate Family Rating, Assigned B1
Probability of Default Rating, Assigned B1-PD
Senior Unsecured Regular Bond/Debenture, Assigned B3 (LGD5)
Speculative Grade Liquidity Rating, Assigned SGL-3
Affirmations:
Issuer: Herc Rentals, Inc.
Senior Secured Bank Credit Facility, Affirmed Ba2 (LGD2)
Withdrawals:
Issuer: Herc Rentals Inc.
Corporate Family Rating, Withdrawn, previously rated B1
Probability of Default Rating, Withdrawn, previously rated B1-PD
Speculative Grade Liquidity Rating, Withdrawn, previously rated
SGL-3
Outlook Actions:
Issuer: Herc Holdings, Inc.
Outlook, Assigned Stable
Issuer: Herc Rentals Inc.
Outlook, Remains Stable
The principal methodology used in these ratings was Equipment and
Transportation Rental Industry published in April 2017.
Herc Holdings, Inc. is the parent holding company which indirectly
owns 100% of Herc Rentals, Inc., the operating company and is 100%
wholly owned by Herc Intermediate Holdings, LLC. Herc Rentals,
Inc., based in Bonita Springs, Florida, is an equipment rental
company with approximately 270 branches in North America. Herc
Rentals, Inc. was separated from The Hertz Corporation in 2016.
Revenues for the last twelve months ended March 31, 2019 was
approximately $2.02 billion.
HILL CONCRETE: Proposed Sale of Personal Property Approved
----------------------------------------------------------
Judge Mark S. Wallace of the U.S. Bankruptcy Court for the Central
District of California authorized Hill Concrete Structures' sale of
the following items of personal property: (i) 2007 Mitsubishi, Lic
#8L45932, service body truck; (ii) 2007 Mitsubishi, Lic #8L45930,
service body truck; (iii) 2000 Ford, Lic #6K04754, flatbed with
lift gate; (iv) Genie forklift; and (v) Total Station surveying
equipment, to a third-party at the reasonable fair market value of
each item as listed on Schedule A.
A hearing on the Motion was held on June 17, 2019 at 2:00 p.m.
The sale is free and clear of any liens, if any (none are known),
including any tax liens which may be subordinated and paid as
priority claims.
The Debtor is authorized to hold the funds from the liquidation of
the Property in their DIP account, and to distribute said funds
only in accordance with a confirmed Chapter 11 Plan or further
order of the Court.
A copy of the Schedule A attached to the Motion is available for
free at:
http://bankrupt.com/misc/Hill_Concrete_44_Sales.pdf
About Hill Concrete Structures
Hill Concrete Structures is a privately held company in La Verne,
CA, that offers concrete and cinder building products.
Hill Concrete Structures sought Chapter 11 protection (Bankr. C.D.
Cal. Case No. 19-10212) on Jan. 21, 2019. The case is assigned to
Mark S. Wallace. In the petition signed by James A. Hill,
president, the Debtor disclosed total assets at $997,122 and
$1,964,669 in debt. The Debtor tapped Michael Jones, Esq., at M
Jones & Associates, PC, as counsel.
HOOSIER HOME: Seeks to Hire Redman Ludwig as Legal Counsel
----------------------------------------------------------
Hoosier Home Team Inc. seeks approval from the U.S. Bankruptcy
Court for the Southern District of Indiana to hire Redman Ludwig PC
as its legal counsel.
The firm will provide services in connection with the Debtor's
Chapter 11 case, which include legal advice regarding its powers
and duties under the Bankruptcy Code; investigation and prosecution
of actions to recover its assets; and the preparation of a
reorganization plan.
Redman Ludwig will charge an hourly fee of $300.
Eric Redman, Esq., the firm's attorney who will be handling the
case, neither represents nor holds any interest adverse to the
Debtor.
Redman Ludwig can be reached through:
Eric C. Redman, Esq.
Redman Ludwig PC
151 N. Delaware St., Suite 1106
Indianapolis, IN 46204
Phone: (317) 685-2426
Email: eredman@redmanludwig.com
About Hoosier Home Team
Hoosier Home Team Inc. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Ind. Case No. 19-04263) on June 11,
2019. At the time of the filing, the Debtor estimated assets of
less than $50,000 and liabilities of less than $50,000. The case
is assigned to Judge Jeffrey J. Graham. Redman Ludwig PC is the
Debtor's counsel.
INPIXON: Iliad Research Swaps $200,000 Note for Shares
------------------------------------------------------
Inpixon and Iliad Research and Trading, L.P., holder of an
outstanding promissory note, issued on Oct. 12, 2018 with an
outstanding balance of $1,226,905 as of June 25, 2019, entered into
an exchange agreement on June 25, 2019, pursuant to which the
Company and the Note Holder agreed to (i) partition a new
promissory note in the form of the Original Note in the original
principal amount equal to $200,000 and then cause the Outstanding
Balance to be reduced by the Exchange Amount; and (ii) exchange the
Partitioned Note for the delivery of 327,869 shares of the
Company's common stock, par value $0.001 per share, at an effective
price per Exchange Share equal to $0.61. The Exchange Shares will
be delivered to the Note Holder on or before June 26, 2019 and the
Exchange will occur with the Note Holder surrendering the
Partitioned Note to the Company on the date when the Exchange
Shares are approved and held by the Note Holder's brokerage firm
for public resale.
As of June 25, 2019, the Company has issued and outstanding (i)
11,286,641 shares of Common Stock, which includes the issuance of
the Exchange Shares, (ii) 1 share of Series 4 Convertible Preferred
Stock which is convertible into 202 shares of Common Stock, (iii)
126 shares of Series 5 Convertible Preferred Stock which are
convertible into approximately 37,838 shares of Common Stock
(subject to rounding for fractional shares), and (iv) warrants to
purchase up to 112,800 shares of Common Stock issued on Jan. 15,
2019 in connection with the Company's rights offering, exercisable
at $3.33 per share.
About Inpixon
Headquartered in Palo Alto, California, Inpixon is a technology
company that helps to secure, digitize and optimize any premises
with Indoor Positioning Analytics (IPA) for businesses and
governments in the connected world. Inpixon Indoor Positioning
Analytics is based on new sensor technology that finds all
accessible cellular, Wi-Fi, Bluetooth and RFID signals anonymously.
Paired with a high-performance, data analytics platform, this
technology delivers visibility, security and business intelligence
on any commercial or government premises worldwide. Inpixon's
products, infrastructure solutions and professional services group
help customers take advantage of mobile, big data, analytics and
the Internet of Things (IoT).
Inpixon reported a net loss of $24.56 million for the year ended
Dec. 31, 2018, compared to a net loss of $35.03 million for the
year ended Dec. 31, 2017. As of March 31, 2019, Inpixon had $20.12
million in total assets, $7.21 million in total liabilities, and
$12.90 million in total stockholders' equity.
Marcum LLP, in New York, the Company's auditor since 2012, issued a
"going concern" qualification in its report dated March 28, 2019,
on the Company's consolidated financial statements for the year
ended Dec. 31, 2018, citing that the Company has a significant
working capital deficiency, has incurred significant losses and
needs to raise additional funds to meet its obligations and sustain
its operations. These conditions raise substantial doubt about the
Company's ability to continue as a going concern.
INSPIRED ENTERTAINMENT: Fitch Assigns 'B(EXP)' IDR, Outlook Stable
------------------------------------------------------------------
Fitch Ratings has assigned Inspired Entertainment, Inc. an expected
Long-Term Issuer Default Rating of 'B(EXP)'. The Rating Outlook is
Stable. Fitch has also assigned Gaming Acquisitions Limited's
planned GBP220 million term loan B (in tranches of GBP140 million
and EUR90 million) an expected senior secured debt rating of
'BB-(EXP)'/'RR2'.
The assignment of final ratings will be contingent on the
satisfactory completion of Inspired's takeover of Novomatic's UK
Gaming Technology Group (NTG), currently expected to complete by
3Q19 and subject to regulatory approvals. The assignment of the
final instrument ratings is also contingent on final documents
conforming to information already received.
The 'B(EXP)' rating reflects the group's leading position as an
innovative provider of virtual, mobile and served-based games.
However, Fitch's assessment is constrained by some lack of
diversification, both by customer and geography, as well as the
modest size of the enlarged group compared with global peers. This
makes Inspired's debt service capabilities vulnerable to economic
downturn, adverse regulatory changes or increased competition. The
rating is supported by Inspired's strong financial profile,
enhanced by moderate leverage, satisfactory profitability with
expected cost synergies offsetting the negative impact of UK
government Triennial Review of maximum betting stakes, and a high
portion of revenue derived from medium-term contracts.
Fitch expects the currently moderate funds from operations adjusted
net leverage could fall to 2.8x in 2022 from 4.3x in 2019. This
should result from positive free cash flow in 2020, helped by cost
savings from NTG's integration. Sustained financial discipline and
smooth integration would be positive for the rating.
KEY RATING DRIVERS
Recurring Revenue Enhances Credit Profile: Inspired has established
itself in the global gaming sector as an innovative and reliable
provider of virtual, mobile and served-based games. This enables
the group to win new contracts for the supply of technology and the
management of online games and virtual sports betting in its
markets. These contracts have a typical duration of three-to-five
years, which support cash flow visibility. According to management,
around 90% of gross profit is derived from recurring revenue
arrangements. Fitch's rating reflects its expectation that the
enlarged group will continue to renew its medium-term contracts on
broadly similar terms.
Moderate Size, Diversification: Fitch believes the current
small-to-moderate size of the merged group will constrain the
rating to the 'B' rating category. The combined group will be
significantly smaller than competitors such as International Game
Technology, Scientific Games or Playtech, which all generate more
than USD1 billion revenue per annum. Fitch sees this relative small
size as potentially constraining Inspired's ability to face off
economic downturns or larger competitors' pricing pressures.
However, if the integration is implemented successfully and
leverage remains moderate, this will provide Inspired with
sufficient financial flexibility to pursue further growth
opportunities.
High Client Concentration Decreasing: Fitch expects the combined
group to derive a significant portion of its profitability from a
small number of clients, with the top 10 representing around 50% of
combined revenue (top five clients generating around 35%). Fitch
also expects some concentration in the UK pub and licensed betting
offices sectors. Inspired has nevertheless concluded medium-term
contracts with these companies, and the churn risk is mitigated by
high associated switching costs. However, the loss of a key
customer would materially affect revenue while competitive pressure
remains intense.
Material Exposure to UK Market: Fitch expects the UK market to
generate a significant 70% of estimated pro forma revenue for 2019.
The continuous decline of the number of pubs in the UK (17% of 2018
pro-forma revenue), and the recent UK government Triennial Review
(maximum GBP2 stake for B2 machines) has put pressure on B2B gaming
technology companies in the UK market. Additionally, Fitch believes
that with responsible gaming becoming part of the political
landscape in the UK and the EU, further regulatory changes could
occur and impact growth prospects and profitability of gaming
operators.
Growth Potential in Certain Markets: The liberalisation of gaming
markets, government's eagerness to find new tax-raising avenues and
an increasing supply of new games should all provide opportunities
for Inspired, be it in the gaming machine sector or virtual sport
branches. The group should be able to leverage its expertise and
reputation and benefit from a limited number of suppliers in the
industry, allowing it to expand and grow in new countries. Inspired
is well-positioned to take advantage of the nascent U.S. online
gaming market, further to recent changes in legislation, although
competition will be intense from native gaming software providers
such as IGT and SGB.
High Capex to Decline: Fitch expects the combined group to reduce
capex intensity to a more normalised level of around USD43 million
from 2020 onwards. This is due to both the now completed capex
related to the Greek OPAP contract (USD27 million capex in
2017-2018) and a change in NTG's business model from revenue
participation arrangements to rental agreements. These rental
agreements require less capex, due to the digitisation of the
business and the longer life of new machines. However, the betting
games market is competitive and games can quickly go into and out
of fashion. As a result companies, such as Inspired, are required
to refresh and/or introduce new games on a regular basis to
maintain sales.
Profitability to Improve: Both Inspired and NTG are engaged in the
B2B gaming technology business, with high complementarity of cost
base. Fitch believes that Inspired should be able to manage the
currently inefficient cost structure of NTG to generate sizeable
cost synergies of around USD10 million per year within 12 months to
offset both the weaker profitability of NTG and the impact of the
UK government Triennial Review. Fitch forecasts FFO margin to
gradually improve to around 25.5% over the next four years, which
is solid for the rating, from an estimated pro-forma 21.4% in
2019.
Moderate Execution Risks: Inspired could be contemplating further
acquisitions of a significant size after NTG, at a time when
headcount reduction may put pressure on operational efficiencies.
Furthermore, a large percentage of the expected NTG margin
improvement is based on contract re-negotiations with UK pub
operators, with only four out of the top eight UK operators having
signed a new agreement. According to management a further three
major operators are close to reaching an agreement.
Opportunistic Financial Policy: Management has a public net
debt/EBITDA target of 2.0x (consistent with FFO adjusted net
leverage of 3.0x-3.5x). However, Fitch does not rule out any
opportunistic, further debt-funded acquisitions that could push
leverage higher, even though this may be temporary. It currently
does not factor in further M&A-driven growth, or dividends, in its
projections; therefore it assumes that FFO adjusted net leverage
could decrease to 2.8x by 2022 from an estimated 4.3x in 2019.
DERIVATION SUMMARY
Inspired is a growing, moderately sized B2B gaming technology
company, with EBITDAR margin and FFO capabilities higher than
peer's such as Intralot S.A. (CCC+). Inspired is smaller and has
slightly weaker profitability (post transaction) than global peers
such as International Game Technology plc (IGT) and Scientific
Gaming Corporation (SGC). This constrains its ability to compete
should these larger groups decide on aggressive marketing and
pricing policies. Inspired has a strong presence in the
fast-growing gaming software market in a diverse number of
countries. Post-merger with Novomatic's UK NTG, the group will have
moderate leverage and a reasonably solid financial profile, which
underpins the 'B(EXP)' IDR.
KEY ASSUMPTIONS
- Revenue to be negatively impacted by the fixed odds betting
terminal (FOBT) GBP2 maximum stake in the UK in 2019. Fitch then
estimates 2%-4% p.a. growth from 2020 onwards, due to the
digitisation of NTG, the execution of the OPAP contract, ramp-up of
operations within the US, and virtual sport revenue increasing;
- Profitability to be impacted by the FOBT GBP2 maximum stake in
2019, before being enhanced by synergies (around USD10 million run
rate), cost discipline and digitisation of NTG. Fitch expects FFO
margin to be around 24% by 2020;
- Capex should decline from 2020 and stabilise at around USD43
million p.a. as a consequence of digitisation of NTG and the end of
OPAP investments. Fitch forecasts capex at around 15% of sales, to
maintain a competitive advantage in high-end products;
- No dividends; and
- GBP/USD exchange rate stable at 1.30
KEY RECOVERY ASSUMPTIONS
Fitch assumes that Inspired would be considered a going concern in
bankruptcy and that it would be re-organised rather than
liquidated.
It has assumed an EBITDA discount of 30%, leading to a
post-restructuring pro-forma EBITDA of USD49.4 million, which it
believes should be sustainable post-restructuring.
It has considered a distressed enterprise value/EBITDA multiple at
5.0x, reflecting Inspired's good profitability and market
position.
Both the GBP20 million senior secured revolving credit facility and
GBP220 million senior secured TLB rank equally with each other.
After deducting 10% for administrative claims, its waterfall
analysis generates an above-average recovery for senior secured
lenders in the 'RR2' band, indicating a 'BB-' instrument rating.
The waterfall analysis recovery output is 71%, at the low-end of
the 'RR2' band.
RATING SENSITIVITIES
Developments That May, Individually or Collectively, Lead to
Positive Rating Action
- Improvement in the business profile through further
diversification of customers and geographies, increased scale
without compromising profitability, smooth renewal of contracts at
existing, or even more beneficial terms, together with a stabilised
regulatory environment in the UK and other key markets
- Maintenance of financial policies and structure with FFO
adjusted gross leverage below 4.0x on a sustained basis
- Sustainable positive FCF margin of at least 3%
- FFO fixed charge cover remaining above 3.0x
Developments That May, Individually or Collectively, Lead to
Negative Rating Action
- Lack of financial discipline, including opportunistic financing
or investment activities, leading to FFO adjusted gross leverage
above 5.5x on a sustained basis especially if combined with
downward pressure, or increased volatility in FCF generation
- Loss of contracts with main customers, leading to shrinking
EBITDA
- Failure to achieve synergies and/or cost discipline resulting
in FFO margin materially below 20% for a sustained period
- FFO fixed charge cover falling below 1.8x on a sustained basis
LIQUIDITY AND DEBT STRUCTURE
Satisfactory Liquidity: The acquisition of NTG is fully
debt-funded. Fitch understands from management that NTG's existing
debt will be repaid before the closing of the acquisition.
Post-merger, Inspired's debt structure will include a GBP220
million equivalent secured TLB and a GBP20 million RCF due 2025.
Fitch forecasts the RCF will be drawn by USD4 million by end-2019,
with full repayment in 2020. Fitch views Inspired's liquidity as
satisfactory and improving over the next four years, due to
positive FCF generation from 2020 onwards.
INSYS THERAPEUTICS: Seeks to Hire Epiq as Administrative Advisor
----------------------------------------------------------------
Insys Therapeutics, Inc., seeks approval from the U.S. Bankruptcy
Court for the District of Delaware to hire Epiq Corporate
Restructuring, LLC as administrative advisor.
The firm will provide bankruptcy administrative services, which
include the solicitation, balloting and tabulation of votes in case
the company and its affiliates file a Chapter 11 plan; preparation
of reports in support of confirmation of the plan; and managing and
coordinating distributions under the plan.
Epiq will charge these hourly fees for claim administration
services:
Clerical/Administrative Support $25 – $45
IT/Programming $65 – $85
Case Managers $70 – $165
Consultants/Directors/VPs $160 – $190
Solicitation Consultant $190
Executive VP, Solicitation $215
Executives No Charge
Brian Karpuk, a director of Epiq, disclosed in court filings that
his firm is "disinterested" as defined in Section 101(14) of the
Bankruptcy Code.
Epiq can be reached through:
Brian Karpuk
Epiq Bankruptcy Solutions, LLC
777 Third Avenue, Third Floor
New York, NY 10017
Phone: (646) 282-2523
About Insys Therapeutics
Headquartered in Chandler, Ariz., Insys Therapeutics, Inc. --
http://www.insysrx.com/-- is a specialty pharmaceutical company
that develops and commercializes innovative drugs and novel drug
delivery systems of therapeutic molecules that improve patients'
quality of life. Using proprietary spray technology and
capabilities to develop pharmaceutical cannabinoids, Insys is
developing a pipeline of products intended to address unmet medical
needs and the clinical shortcomings of existing commercial
products. Insys is committed to developing medications for
potentially treating anaphylaxis, epilepsy, Prader-Willi syndrome,
opioid addiction and overdose, and other disease areas with a
significant unmet need.
As of March 31, 2019, Insys had $172.6 million in total assets,
$336.3 million in total liabilities, and a total stockholders'
deficit of $163.7 million.
On June 10, 2019, Insys Therapeutics and six affiliated companies
filed petitions seeking relief under Chapter 11 of the Bankruptcy
Code (D. Del. Lead Case No. 19-11292). Insys intends to conduct
the asset sales in accordance with Section 363 of the U.S.
Bankruptcy Code.
The Debtors' cases have been assigned to Judge Kevin Gross.
The Debtors tapped Weil, Gotshal & Manges LLP and Richards, Layton
& Finger, P.A., as legal counsel; Lazard Freres & Co. LLC as
investment banker; FTI Consulting, Inc., as financial advisor; and
Epiq Corporate Restructuring, LLC as claims agent.
INSYS THERAPEUTICS: Seeks to Hire Lazard as Investment Banker
-------------------------------------------------------------
Insys Therapeutics, Inc., seeks approval from the U.S. Bankruptcy
Court for the District of Delaware to hire Lazard Freres & Co. LLC
as its investment banker.
The firm will provide these investment banking services in
connection with the Chapter 11 cases filed by the company and its
affiliates:
(a) review and analyze the Debtors' business, operations and
financial projections;
(b) evaluate the Debtors' potential debt capacity in light of
their projected cash flows;
(c) assist in the determination of a range of values for the
Debtors on a going concern basis;
(d) advise the Debtors on tactics and strategies for
negotiating with their stakeholders;
(e) provide financial advice and participate in meetings or
negotiations with the stakeholders and other parties in connection
with any restructuring;
(f) advise the Debtors on the timing, nature, and terms of new
securities, other consideration or inducements to be offered
pursuant to any restructuring;
(g) assist in evaluating any potential financing transaction
by the Debtors, contact potential sources of capital, and assist
the Debtors in implementing such financing;
(h) assist the Debtors in preparing documentation within
Lazard's area of expertise that is required in connection with any
restructuring;
(i) identify and evaluate candidates for any potential sale
transaction, assist in negotiations, and help the Debtors in the
consummation of any sale transaction;
(j) attend meetings of the Board of Directors;
(k) provide testimony; and
(l) provide the Debtors with financial restructuring advice.
The Debtors and Lazard have agreed to this compensation structure:
(a) Monthly Fees. A monthly fee of $200,000
(b) Restructuring Fee. A fee in the amount of $3.5 million,
payable upon the consummation of any restructuring.
(c) Sale Transaction Fee. A fee, payable upon the
consummation of a sale transaction in the amount to be determined
by breaking down the "aggregate consideration" and multiplying each
increment by the corresponding incremental fee (1% to 5%). One-half
of any sale transaction fee paid will be credited against any
restructuring fee subsequently payable.
(d) Financing Fee. A fee, payable upon consummation of a
financing equal to the amount of the applicable fee percentage
(1.5% to 6%) multiplied by the total gross proceeds raised in each
financing. One-half of any financing fee actually paid to Lazard
(without duplication) against any restructuring fee or sale
transaction fee.
(e) Total Fees. The sum of the restructuring fee, sale
transaction fee and financing fee (including any financing fee paid
in connection with any debtor-in-possession financing) actually
paid by the Debtors to Lazard shall not exceed $7 million (after
giving effect to any applicable credits).
Andrew Yearley, managing director of Lazard, disclosed in court
filings that his firm is "disinterested" as defined in Section
101(14) of the Bankruptcy Code.
Lazard can be reached through:
Andrew Yearley
Lazard Freres & Co. LLC
30 Rockefeller Plaza
New York, NY 10112
Phone: +1 212 632 6000
About Insys Therapeutics
Headquartered in Chandler, Ariz., Insys Therapeutics, Inc. --
http://www.insysrx.com/-- is a specialty pharmaceutical company
that develops and commercializes innovative drugs and novel drug
delivery systems of therapeutic molecules that improve patients'
quality of life. Using proprietary spray technology and
capabilities to develop pharmaceutical cannabinoids, Insys is
developing a pipeline of products intended to address unmet medical
needs and the clinical shortcomings of existing commercial
products. Insys is committed to developing medications for
potentially treating anaphylaxis, epilepsy, Prader-Willi syndrome,
opioid addiction and overdose, and other disease areas with a
significant unmet need.
As of March 31, 2019, Insys had $172.6 million in total assets,
$336.3 million in total liabilities, and a total stockholders'
deficit of $163.7 million.
On June 10, 2019, Insys Therapeutics and six affiliated companies
filed petitions seeking relief under Chapter 11 of the Bankruptcy
Code (D. Del. Lead Case No. 19-11292). Insys intends to conduct
the asset sales in accordance with Section 363 of the U.S.
Bankruptcy Code.
The Debtors' cases are been assigned to Judge Kevin Gross.
The Debtors tapped Weil, Gotshal & Manges LLP and Richards, Layton
& Finger, P.A. as legal counsel; Lazard Freres & Co. LLC as
investment banker; FTI Consulting, Inc. as financial advisor; and
Epiq Corporate Restructuring, LLC as claims agent.
INSYS THERAPEUTICS: Seeks to Hire Richards Layton as Co-Counsel
---------------------------------------------------------------
Insys Therapeutics, Inc., seeks approval from the U.S. Bankruptcy
Court for the District of Delaware to hire Richards, Layton &
Finger, P.A.
Richards Layton will serve as co-counsel with Weil, Gotshal &
Manges LLP, the other firm tapped to represent the company and its
affiliates in their Chapter 11 cases.
The firm's hourly rates are:
Directors $700 - $975
Counsel $635 - $650
Associates $350 - $625
Paraprofessionals $265
The attorneys and paralegal designated to provide the services and
their hourly rates are:
Mark Collins $975
John Knight $900
Paul Heath $800
Marcos Ramos $760
Amanda Steele $700
Zachary Shapiro $635
Christopher De Lillo $470
Megan Kenney $420
M. Lynzy McGee $265
Paul Heath, Esq., at Richards Layton, disclosed in court filings
that his firm is "disinterested" as defined in Section 101(14) of
the Bankruptcy Code.
In accordance with Appendix B-Guidelines for reviewing fee
applications filed by attorneys in larger Chapter 11 cases, Mr.
Heath disclosed that his firm has not agreed to a variation of its
standard or customary billing arrangements for its employment with
the Debtors, and that no professional at the firm has varied his
rate based on the geographic location of the Debtors' bankruptcy
cases.
Richards Layton has represented the Debtors since September 2016 in
a derivative litigation and since April 2019 in connection with
their restructuring. Other than the periodic adjustments, the
billing rates and material financial terms of the firm's employment
have not changed post-petition, according to the attorney.
The firm, in conjunction with the Debtors and Weil, is developing a
prospective budget and staffing plan for the Debtors' cases, Mr.
Heath further disclosed.
Richards Layton can be reached through:
Paul N. Heath, Esq.
John H. Knight, Esq.
Amanda R. Steele, Esq.
Zachary I. Shapiro, Esq.
Mark D. Collins, Esq.
Richards, Layton & Finger, P.A.
One Rodney Square
920 N. King Street
Wilmington, Delaware 19801
Tel: (302) 651-7700
Fax: (302) 651-7701
E-mail: heath@rlf.com
knight@rlf.com
steele@rlf.com
shapiro@rlf.com
collins@rlf.com
About Insys Therapeutics
Headquartered in Chandler, Ariz., Insys Therapeutics, Inc. --
http://www.insysrx.com/-- is a specialty pharmaceutical company
that develops and commercializes innovative drugs and novel drug
delivery systems of therapeutic molecules that improve patients'
quality of life. Using proprietary spray technology and
capabilities to develop pharmaceutical cannabinoids, Insys is
developing a pipeline of products intended to address unmet medical
needs and the clinical shortcomings of existing commercial
products. Insys is committed to developing medications for
potentially treating anaphylaxis, epilepsy, Prader-Willi syndrome,
opioid addiction and overdose, and other disease areas with a
significant unmet need.
As of March 31, 2019, Insys had $172.6 million in total assets,
$336.3 million in total liabilities, and a total stockholders'
deficit of $163.7 million.
On June 10, 2019, Insys Therapeutics and six affiliated companies
filed petitions seeking relief under Chapter 11 of the Bankruptcy
Code (D. Del. Lead Case No. 19-11292). Insys intends to conduct
the asset sales in accordance with Section 363 of the U.S.
Bankruptcy Code.
The Debtors' cases are assigned to Judge Kevin Gross.
The Debtors tapped Weil, Gotshal & Manges LLP and Richards, Layton
& Finger, P.A. as legal counsel; Lazard Freres & Co. LLC as
investment banker; FTI Consulting, Inc. as financial advisor; and
Epiq Corporate Restructuring, LLC as claims agent.
INSYS THERAPEUTICS: Seeks to Hire Weil Gotshal as Legal Counsel
---------------------------------------------------------------
Insys Therapeutics, Inc., seeks approval from the U.S. Bankruptcy
Court for the District of Delaware to hire Weil, Gotshal & Manges
LLP as its legal counsel.
The firm will provide services in connection with the Chapter 11
cases filed by the company and its affiliates, which include the
preparation of a bankruptcy plan; the prosecution of actions to
protect their bankruptcy estates; and negotiation of disputes in
which they are involved.
The firm's hourly rates are:
Partners/Counsel $1,050 - $1,600
Associates $560 - $995
Paraprofessionals $240 - $420
During the 90-day period prior to the Debtors' bankruptcy filing,
Weil received payments and advances totaling approximately $8.4
million. As of the Petition Date, the firm held an advance payment
retainer of $3,450,402.
Gary Holtzer, Esq., a partner at Weil, disclosed in court filings
that his firm is "disinterested" as defined in Section 101(14) of
the Bankruptcy Code.
In accordance with Appendix B-Guidelines for reviewing fee
applications filed by attorneys in larger Chapter 11 cases, Mr.
Holtzer disclosed that his firm has not agreed to a variation of
its standard or customary billing arrangements for its employment
with the Debtors, and that no professional at his firm has varied
his rate based on the geographic location of the Debtors'
bankruptcy cases.
Weil was formally engaged by the Debtors since August 2018. From
August to September, the firm's hourly rates were $990 to $1,500
for partners and counsel, $535 to $975 for associates, and $230 to
$385 for paraprofessionals. On Oct. 1, 2018, the firm adjusted its
standard billing rates for its professionals in the normal course
for all of its clients, Mr. Holtzer disclosed.
Weil, in conjunction with the Debtors, is developing a prospective
budget and staffing plan and will review such budget following
the close of the "budget period," according to Mr. Holtzer.
The firm can be reached through:
Gary T. Holtzer, Esq.
Ronit J. Berkovich, Esq.
Candace M. Arthur, Esq.
Olga F. Peshko, Esq.
Weil, Gotshal & Manges LLP
767 Fifth Avenue
New York, New York 10153
Tel: (212) 310-8000
Fax: (212) 310-8007
E-mail: gary.holtzer@weil.com
ronit.berkovich@weil.com
candace.arthur@weil.com
olga.peshko@weil.com
About Insys Therapeutics
Headquartered in Chandler, Ariz., Insys Therapeutics, Inc. --
http://www.insysrx.com/-- is a specialty pharmaceutical company
that develops and commercializes innovative drugs and novel drug
delivery systems of therapeutic molecules that improve patients'
quality of life. Using proprietary spray technology and
capabilities to develop pharmaceutical cannabinoids, Insys is
developing a pipeline of products intended to address unmet medical
needs and the clinical shortcomings of existing commercial
products. Insys is committed to developing medications for
potentially treating anaphylaxis, epilepsy, Prader-Willi syndrome,
opioid addiction and overdose, and other disease areas with a
significant unmet need.
As of March 31, 2019, Insys had $172.6 million in total assets,
$336.3 million in total liabilities, and a total stockholders'
deficit of $163.7 million.
On June 10, 2019, Insys Therapeutics and six affiliated companies
filed petitions seeking relief under Chapter 11 of the Bankruptcy
Code (D. Del. Lead Case No. 19-11292). Insys intends to conduct
the asset sales in accordance with Section 363 of the U.S.
Bankruptcy Code.
The Debtors' cases have been assigned to Judge Kevin Gross.
The Debtors tapped Weil, Gotshal & Manges LLP and Richards, Layton
& Finger, P.A., as legal counsel; Lazard Freres & Co. LLC as
investment banker; FTI Consulting, Inc. as financial advisor; and
Epiq Corporate Restructuring, LLC, as claims agent.
IOWA HEALTHCARE: Court Asked to Approve PenChecks Deal
------------------------------------------------------
Gilmour Consulting LLC, the firm appointed to oversee The Central
Iowa Healthcare Liquidation Trust, asked the U.S. Bankruptcy Court
for the Southern District of Iowa to approve its agreement with
PenChecks Trust Company of America.
Under the deal, PenChecks agrees to assist the liquidating trustee
with the wind-down of the Central Iowa Healthcare Retirement Income
Plan and the final distributions under the retirement plan.
The services to be provided by PenChecks include receiving and
holding in trust funds from the retirement plan; contacting the
remaining participants to complete the documentation necessary to
make distributions; issuing payments to the participants; filing
tax forms and reports related to the distributions; and handling
returned or non-negotiated payments and rolling account balances
for non-responding participants into individual retirement
accounts.
The fees charged by PenChecks for its services are outlined in the
agreement, which can be accessed for free at https://is.gd/Nnk1Pa
PenChecks maintains an office at:
PenChecks Trust Company of America
401 East 8th Street, Suite 200L
Sioux Falls, SD 57103
800.541.3938 toll free
605.271.5129 local
About Central Iowa Healthcare
The Central Iowa Healthcare, formerly doing business as
Marshalltown Medical Surgical Center, is a not-for-profit
corporation formed under the laws of the State of Iowa, and is tax
exempt pursuant to Section 501(c)(3) of the Internal Revenue Code.
It is governed by a 14-member Board of Trustees of which two
members serve on an ex-officio basis.
CIH operates a community hospital in Marshalltown, Iowa, which is
located between Des Moines and Cedar Rapids. Its 49-bed, acute care
facility is the only full-service medical center in the area.
CIH is the sixth largest employer in Marshalltown. According to
U.S. Census 2015 data, Marshalltown's population is estimated at
27,620 and a median income of $50,396.
Declining revenues over the past several years have placed a
considerable financial strain on CIH and led to uncertainty about
the hospital's ability to continue as a going concern.
CIH sought Chapter 11 protection (Bankr. S.D. Iowa Case No.
16-02438) on Dec. 20, 2016. The petition was signed by Dawnett
Willis, acting CEO. The Debtor disclosed $81.91 million total
assets and $20.02 million total liabilities.
The case is assigned to Judge Anita L. Shodeen.
The Debtor hired Bradshaw, Fowler, Proctor & Fairgrave, P.C., as
its legal counsel, and Alvarez & Marsal Healthcare Industry Group,
LLC as its financial advisor. The Debtor engaged Andy Wang, Esq.,
at Wang Kobayashi Austin, LLC, as special counsel.
The U.S. Trustee for the Southern appointed Susan N. Goodman as the
patient care ombudsman for CIH.
On Dec. 28, 2016, the U.S. Trustee appointed an official committee
of unsecured creditors. The Committee is represented by Francis J.
Lawall, Esq., at Pepper Hamilton LLP.
* * *
In March 2017, the bankruptcy court approved the sale of the
Debtors' assets to UnityPoint Health-Waterloo, an affiliate of Des
Moines, Iowa-based UnityPoint Health, for $11.9 million.
On Feb. 9, 2018, the court confirmed the Debtor's Chapter 11 plan
of liquidation. The plan took effect on March 2, 2018. Pursuant
to the plan, all of the remaining assets and unsecured debt of the
Debtor were assigned to The Central Iowa Healthcare Liquidation
Trust. Gilmour Consulting LLC was appointed as liquidating
trustee.
J&D REALTY: Seeks to Hire Lamey Law Firm as Legal Counsel
---------------------------------------------------------
J&D Realty, LLC, seeks approval from the U.S. Bankruptcy Court for
the District of Minnesota to hire Lamey Law Firm, P.A., as its
legal counsel.
The firm will advise the Debtor of its powers and duties under the
Bankruptcy Code and will provide other legal services in connection
with its Chapter 11 case.
The firm's hourly rates are:
John Lamey III, Esq. $335
Associate/Contract Attorneys $250
Law Clerks $150
Paralegals $130
Lamey Law received a $4,217 retainer from the principal of the
Debtor for the filing fee and pre-bankruptcy services.
The firm does not hold any conflict with creditors or other
interested parties in the Debtor's bankruptcy case, according to
court filings.
Lamey Law can be reached through:
John D. Lamey, III, Esq.
Lamey Law Firm, P.A.
980 Inwood Ave. N.
Oakdale, MN 55128-7094
Phone: 651.209.3550
Email: bankrupt@lameylaw.com
Email: jlamey@lameylaw.com
About J&D Realty LLC
J&D Realty, LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Minn. Case No. 19-31968) on June 17,
2019. At the time of the filing, the Debtor disclosed assets of
between $100,001 and $500,000 and liabilities of the same range.
The case is assigned to Judge Katherine A. Constantine.
JAGUAR HEALTH: Regains Compliance with All Nasdaq Listing Rules
---------------------------------------------------------------
Jaguar Health, Inc., received a letter from The Nasdaq Stock Market
Inc. on June 21, 2019 confirming that the bid price deficiency of
Jaguar has been cured, and that the Company is in compliance with
all applicable listing standards. Therefore, the Company's stock
will continue to be listed and trade on The Nasdaq Stock Market.
The Company previously received a letter from the Listing
Qualifications Staff of The Nasdaq Stock Market notifying the
Company that the bid price for the Company's common stock for the
last 30 consecutive business days had closed below the minimum
$1.00 per share required for continued listing under Nasdaq Listing
Rule 5550(a)(2). As previously reported in a Form 8-K filed on May
17, 2019, the Company did not regain compliance and received a
letter from Nasdaq stating that the Company's securities were
subject to delisting from Nasdaq unless the Company timely
requested a hearing before the Nasdaq Hearings Panel. The Company
timely requested a hearing before the Panel, which stayed the
delisting pending the Panel's decision.
About Jaguar Health
Jaguar Health, Inc. -- http://www.jaguar.health-- is a commercial
stage pharmaceuticals company focused on developing novel,
sustainably derived gastrointestinal products on a global basis.
Its wholly-owned subsidiary, Napo Pharmaceuticals, Inc., focuses on
developing and commercializing proprietary human gastrointestinal
pharmaceuticals for the global marketplace from plants used
traditionally in rainforest areas. Jaguar Health's principal
executive offices are located in San Francisco, California.
Jaguar Health reported a net loss of $32.14 million for the year
ended Dec. 31, 2018, compared to a net loss of $21.96 million for
the year ended Dec. 31, 2017. As of March 31, 2019, Jaguar Health
had $40.66 million in total assets, $24.86 million in total
liabilities, $9 million in series A convertible preferred stock,
and $6.79 million in total stockholders' equity.
BDO USA, LLP, in San Francisco, California, the Company's auditor
since 2013, issued a "going concern" opinion in its report dated
April 10, 2019, on the Company's consolidated financial statements
for the year ended Dec. 31, 2018, citing that the Company has
suffered recurring losses from operations and an accumulated
deficit that raise substantial doubt about its ability to continue
as a going concern.
JEFFREY M. MILLIGAN: Janvier Law Represents LStar Claimants
-----------------------------------------------------------
In the Chapter 11 cases of Jeffrey M. Milligan, the law firm
Janvier Law Firm, PLLC, submitted a verified disclosure in
accordance with Rule 2019 of the Federal Rules of Bankruptcy
Procedure.
As of June 21, 2019, Janvier Law Firm currently represents these
interested parties:
(1) LStar Management, LLC
c/o Steven Vining
1400 Sunday Drive, Suite 101
Raleigh, NC 27607
(2) LStar Development Group, Inc.
c/o Steven Vining
1400 Sunday Drive, Suite 101
Raleigh, NC 27607
(3) LS Edenmoor, LLC
c/o Steven Vining
1400 Sunday Drive, Suite 101
Raleigh, NC 27607
(4) LQ Legacy Cemetery Funds Management Company
c/o Steven Vining
1400 Sunday Drive, Suite 101
Raleigh, NC 27607
(5) Landquest Legacy of North Carolina LLC
c/o Steven Vining
1400 Sunday Drive, Suite 101
Raleigh, NC 27607
LStar Management is a North Carolina limited liability company in
which the Debtor has a 15% economic interest, as defined in that
company's operating agreement as amended, in certain real estate
development projects set forth in a separation agreement between
Debtor and LStar Management. The Debtor asserts a claim against
LStar Management for unpaid compensation in its schedules as well
as identifying LStar Management as having a disputed unsecured
claim in excess of $900,000 for moneys paid on Debtor's behalf. On
May 9, 2019, the Bankruptcy Court entered an order pursuant to
Bankruptcy Rule 2004 requiring LStar Management to produce
documents to the Debtor.
LStar Development Group is a North Carolina corporation in which
the Debtor does not own an interest. On May 9, 2019, the Court
entered an order pursuant to Bankruptcy Rule 2004 requiring
Landquest Legacy to produce documents to the Debtor.
LS Edenmoor is a North Carolina limited liability company which is
owned by LStar Management. On May 9, 2019, the Court entered an
order pursuant to Bankruptcy Rule 2004 requiring LS Edenmoor to
produce documents to the Debtor.
LQ Legacy Cemetery Funds Management Company is a North Carolina
nonprofit corporation in which the Debtor does not have an
ownership interest. On May 9, 2019, the Court entered an order
pursuant to Bankruptcy Rule 2004 requiring LQ Legacy to produce
documents to the Debtor.
Landquest Legacy of North Carolina LLC is a North Carolina limited
liability company which owns and maintains cemeteries and in which
the Debtor owns a 20% membership interest. On May 9, 2019, the
Court entered an order pursuant to Bankruptcy Rule 2004 requiring
Landquest Legacy to produce documents to the Debtor.
Janvier Law Firm has fully disclosed to each of the foregoing
clients the possibility that the interests of each may potentially
conflict. Each person or entity has consented to this joint
representation, after full disclosure.
The Firm can be reached at:
JANVIER LAW FIRM, PLLC
William P. Janvier, Esq.
311 E. Edenton Street
Raleigh, NC 27601
Telephone: (919) 582-2323
E-mail: bill@janvierlaw.com
A copy of the Rule 2019 filing from PacerMonitor.com is available
at
http://bankrupt.com/misc/Jeffrey_M_Milligan_69_Rule2019.pdf
The Chapter 11 case is In re Jeffrey M. Milligan (Bankr. E.D.N.C.
Case No. 19-00868), filed Feb. 27, 2019
Trawick H Stubbs, Jr., Esq., at STUBBS & PERDUE, P.A., is the
Debtor's counsel.
JM GRAIN: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------
Debtor: JM Grain, Inc.
12 North Railroad Street
P. O. Box 248
Garrison, ND 58540
Business Description: JM Grain Inc. buys and sells pulse crops.
JM Grain sources its pulses from over 700
independent farmer-producers growing crops
in the fertile fields of Montana and
North Dakota.
On the web: https://www.jmgrain.com/
Chapter 11 Petition Date: June 25, 2019
Court: United States Bankruptcy Court
District of North Dakota (Fargo)
Case No.: 19-30359
Judge: Hon. Shon Hastings
Debtor's Counsel: Caren W. Stanley, Esq.
VOGEL LAW FIRM
P.O. Box 1389
Fargo, ND 58107-1389
Tel: (701) 237-6983
Fax: (701) 476-7676
E-mail: cstanley@vogellaw.com
Estimated Assets: $50,000 to $100,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Justin E. Flaten, president.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 20 largest unsecured creditors is available
for free at:
http://bankrupt.com/misc/ndb19-30359.pdf
JOERNS HEALTHCARE: Case Summary & 30 Largest Unsecured Creditors
----------------------------------------------------------------
Lead Debtor: Joerns WoundCo Holdings, Inc.
aka Quad C JH Holdings, Inc.
2430 Whitehall Park Drive
Charlotte, NC 28273
Business Description: Joerns WoundCo Holdings and its subsidiaries
-- www.joerns.com -- are manufacturers,
distributors, and service providers of
healthcare beds, therapeutic surfaces,
patient handling products, and negative
pressure wound therapy devices, with a
number of brands, including Ultracare XT bed
frame and Hoyer lifts. Founded as the
Joerns Brothers Furniture Company in 1889,
the Company entered the healthcare industry
in 1960. The Debtors have 130 distribution
locations and other facilities located
throughout the United States. The Debtors
are headquartered in Charlotte, North
Carolina and have approximately 1,100
employees in the United States.
Chapter 11 Petition Date: June 24, 2019
Thirteen affiliates that filed voluntary petitions seeking relief
under Chapter 11 of the Bankruptcy Code:
Debtor Case No.
------ --------
Joerns WoundCo Holdings, Inc. (Lead Case) 19-11401
Dynamic Medical Systems, LLC 19-11402
Global Medical, LLC 19-11403
Joerns Healthcare, LLC 19-11404
Joerns Healthcare Mexico Holdings I LLC 19-11405
RCJH Cambridge Technologies, LLC 19-11406
RCJH Merger Sub I, LLC 19-11407
RecoverCare, LLC 19-11408
Joerns Healthcare Mexico Holdings II LLC 19-11409
Scott Technology, LLC 19-11410
Joerns Healthcare Parent LLC 19-11411
Joerns Services LLC 19-11412
Joerns LLC 19-11413
Court: United States Bankruptcy Court
District of Delaware (Delaware)
Debtors'
Restructuring
Counsel: David M. Turetsky, Esq.
Philip M. Abelson, Esq.
Richard A. Graham, Esq.
John J. Ramirez, Esq.
WHITE & CASE LLP
1221 Avenue of the Americas
New York, NY 10020
Tel: (212) 819-8200
Email: david.turetsky@whitecase.com
philip.abelson@whitecase.com
rgraham@whitecase.com
john.ramirez@whitecase.com
Fan B. He, Esq.
WHITE & CASE LLP
200 South Biscayne Boulevard, Suite 4900
Miami, FL 33131
Tel: (305) 371-2700
Email: fhe@whitecase.com
Debtors' Local
Restructuring
Counsel: Jeffrey M. Schlerf, Esq.
Courtney Emerson, Esq.
Katelyn M. Crawford, Esq.
FOX ROTHSCHILD LLP
919 North Market Street, Suite 300
Wilmington, DE 19801
Tel: (302) 654-7444
Email: jschlerf@foxrothschild.com
cemerson@foxrothschild.com
kcrawford@foxrothschild.com
Debtors'
Investment
Banker &
Financial
Advisor: MOELIS & COMPANY
Debtors'
Restructuring
Advisor: CONWAY MACKENZIE, INC.
Debtors'
Claims,
Noticing
Agent and
Administrative
Advisor: EPIQ CORPORATE RESTRUCTURING, LLC
https://dm.epiq11.com/case/JOE/info
Estimated Assets
(on a consolidated basis): $100 million to $500 million
Estimated Liabilities
(on a consolidated basis): $100 million to $500 million
The petitions were signed by John Regan, chief financial officer.
A full-text copy of Joerns WoundCo's petition is available for free
at:
http://bankrupt.com/misc/deb19-11401.pdf
Consolidated List of Debtors' 30 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
1. USI Midatlantic Inc. Trade Payable $616,973
1000 Adams Avenue, Suite 200
Norristown, PA 19403
US
Contact: Mr. James A. Irwin
Chief Executive Officer
Tel: 610-666-5000
2. Linak US Inc. Trade Payable $417,608
2200 Stanley Gault Parkway
Louisville, KY 40223
US
Contact: Bent Jensen, CEO
Tel: 502-253-5595
3. KCI USA Trade Payable $370,593
12930 W Interstate 10
San Antonio, TX 78249-2248
US
Contact: James D. Fitz Morris, VP
Tel: 800-275-4524
4. Blue Grace Logistics Trade Payable $353,627
Corporate Headquarters
2846 S. Fakenburg Rd.
Riverview, FL 33578
US
Contact: Bobby Harris, CEO
Tel: 800-697-4477
5. AnswerThink Inc. Trade Payable $325,016
6000 Feldwood Road
College Park, GA 30349
US
Contact: Gary Baker
Communications Director
Email: gbaker@thehackettgroup.com
6. Kindred Healthcare Trade Payable $244,296
680 S Fourth St
Louisville, KY 40202
US
Contact: Benjamin Breier, CEO
Tel: 502-596-7300
7. Apex Health Care Mfg Inc. Trade Payable $233,890
20 INDL 3rd Rd - TOU Chiao PK
Chia Yi Hsien 000
TW
Contact: Frank Huang
Tel: 886-5-2133889
Email: market@apexcare.com.tw
8. Rayform Ltd. Trade Payable $232,361
Unit 901 Fook YIP Bldg
53-57 Kwai Fung Crescent 000
HK
Contact: Managing Director
Tel: 852-2408-8804
Fax: 852-2498-1271
Email: inquiry@rayform.com.hk
9. Fundamental Administrative Trade Payable $228,656
Services
920 Ridgebrook Road
Sparks, MD 21152
US
Contact: Mark Fulchino, President
Tel: 410-773-1000
10. Endries International Inc. Trade Payable $221,460
714 West Ryan Street
Brillion, WI 54110
US
Contact: Stevens Endries, President
Tel: 920-756-5381
Fax: 920-756-3772
11. Direct Supply Inc. Trade Payable $199,972
7311 W. Green Tree Rd.
Milwaukee, WI 53223
US
Contact: Bob Hills, CEO
Tel: 800-607-1491
12. LJT Texas Trade Payable $185,491
3601 Eberhardt Rd
Temple, TX 76504
US
Contact: Paul Billsborough
Tel: 254-771-2253
13. SR Instruments Inc. Trade Payable $175,145
600 Young St.
Tonawanda, NY 14150
US
Contact: Janelle, Marie
Heimgartner
Tel: 716-693-5977
Fax: 716-693-5854
Email: request@srinstruments.com
14. Rogers Foam Corp Trade Payable $156,505
20 Vernon St
Somersville, MA 02145
US
Contact: David Marotta,
President
Tel: 617-623-3010
15. Morgan, Lewis & Bockius LLP Trade Payable $153,405
1701 Market Street
Philadelphia, PA 19103
US
Contact: Timothy Levin,
Partner
Tel: 215-963-5037
Fax: 215-963-5001
Email: timothy.levin@morganlewis.com
16. SFEG Corporation Trade Payable $144,359
2268 Fairview Blvd
Fairview, TN 37062
US
Contact: Robert McBride, CEO
Tel: 800-793-4793
Fax: 615-799-3199
Email: sales@sfeg.com
17. Caremed Supply Inc. Trade Payable $143,563
7F, No. 2 Lane 235
Xin Tien City 231
TW
Contact: Oscar T.S. Liu,
Managing Director
Tel: 886-2-29186505
Email: sales@caremed.com.tw
18. Roser & J Cowen Logistical Trade Payable $142,248
Services
4695 Towerwood Dr.
Brownsville, TX 78521
US
Contact: John Cowen, CEO
Tel: 956-832-0908
Email: info@rosercowen.com
19. McGuire Woods Trade Payable $130,043
901 E Cary Street
Richmond, VA 23219-4030
US
Contact: George Keith Martin
Partner
Tel: 804-775-1057
Fax: 804-775-1061
Email: gmartin@mcguirewoods.com
20. PGL Perimeter Global Logistics Trade Payable $125,149
2800 Story Rd
Irving, TX 75038
US
Contact: Merry Lamoth, CEO
Tel: 877-701-1919
Email: info@shipPGL.com
21. PricewaterHouseCoopers LLP Trade Payable $115,000
1075 Peachtree Street NE
Suite 2600
Atlanta, GA 30309
US
Contact: Caroline Cheng
General Counsel
Tel: 678-419-1000
Fax: 678-419-1239
22. Iementor Corp Trade Payable $113,107
13717 N Lake Shore Dr
Mequon, WI 53097
US
Contact: Roman Rodichev
President
Tel: 414-892-2900
Fax: 414-376-5575
Email: sales@iementor.com
23. KAP Medical Trade Payable $108,468
1395 Pico St.
Corona, CA 92881
US
Contact: Raj K. Gowda,
President
Tel: 866-527-6331
Fax: 951-340-4361
Email: service@kapmedical.com
24. H Fine & Son Ltd Trade Payable $108,299
Victoria House 93 Manor Farm Rd
Wembly Middlesex Hao-1xB
GB
Contact: Trevor Martin
George Payne, Accountant
Tel: 44(0) 8997 5055
Fax: 44(0) 8997 8410
Email: medicalsales@finegroup.co.uk
25. American Douglas Metals Inc. Trade Payable $107,089
PO Box 8000
Buffalo, NY 14267
US
Contact: Ed Raimonde, CEO
Tel: 716-877-5257
Fax: 716-877-3456
26. DSSI Trade Payable $105,996
6767 N Industrial Road
Milwaukee, WI 53223-5815
US
Contact: Bhawgwan P. Thacker, CEO
Tel: 888-374-3499
Fax: 800-267-1170
Email: Info@DSSI.net
27. Productions Stamping Inc. Trade Payable $103,662
9600 Fallon Avenue
Monticello, MN 55362
US
Contact: Lester Wurm, CEO
Tel: 763-295-8400
Fax: 763-295-8488
Email: info@productionstampinginc.com
28. Clicksoftware Inc. Trade Payable $102,546
35 Corporate Drive, Suite 400
Burlington, MA 01803
US
Contact: Elmer Lai, CFO
Tel: 888-438-3308
Fax: 781-272-6409
29. Ryder Transportation Services Trade Payable $101,207
11690 NW 105th Street
Miami, FL 33178
US
Contact: Robert D. Fatovic,
Executive VP
Tel: 305-500-3725
Fax: 305-500-4129
Email: customer_service-us@ryder.com
30. Concur Technologies Inc. Trade Payable $87,012
62157 Collections Center Dr
Chicago, IL 60693
US
Contact: Chris Arendale, CFO
Tel: 888-883-8411
Fax: 800-401-8412
Email: Chris.Arendale@sap.com
K.D HERCULES: Seeks to Hire Gabor & Marotta as Legal Counsel
------------------------------------------------------------
K.D Hercules Group Inc. seeks approval from the U.S. Bankruptcy
Court for the Eastern District of New York to hire Gabor & Marotta
LLC as its legal counsel.
The firm will provide services in connection with the Debtor's
Chapter 11 case, which include legal advice regarding its powers
and duties under the Bankruptcy Code and the negotiation and
preparation of a plan of reorganization.
The firm's hourly rates are:
Partner $450
Associate $350
Paralegal $125
Gabor & Marotta received a $25,000 retainer as initial
compensation.
The firm does not represent any interest adverse to the Debtor and
its estate, according to court filings.
The firm can be reached through:
Daniel C. Marotta, Esq.
Richard M. Gabor, Esq.
Gabor & Marotta LLC
1878 Victory Boulevard
Staten Island, NY 10314
Phone: 718-390-0555
E-mail: dan@gabormarottalaw.com
rgabor@gabormarottalaw.com
About K.D Hercules Group
K.D Hercules Group Inc. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. E.D.N.Y. Case No. 19-42511) on April 26,
2019. At the time of the filing, the Debtor estimated assets of
less than $500,000 and liabilities of less than $1 million. The
case is assigned to Judge Carla E. Craig.
KEVIN WRIGHT: $75K Private Sale of Philadelphia Property Approved
-----------------------------------------------------------------
Judge Jean K. FitzSimon of the U.S. Bankruptcy Court for the
Eastern District of Pennsylvania authorized Kevin J. Wright's
private sale of the real estate located at 2707 Ingram Street,
Philadelphia, Pennsylvania to Greys Ferry 09, LLC, or its assigns
for $78,500.
The Debtor is authorized to pay at closing, real estate and
transfer taxes, water/sewer liens, 6% realtor's commission to
Keller Williams, Center City and other ordinary settlement costs.
Kevin J. Wright sought Chapter 11 protection (Bankr. E.D. Penn.
Case No. 15-17104) on Oct. 1, 2015.
LARSON & LARSON: Voluntary Chapter 11 Case Summary
--------------------------------------------------
Debtor: Larson & Larson Holdings, LLC
8200 E. Highway 30
P.O. Box 2105
Kearney, NE 68848
Business Description: Larson & Larson Holdings LLC is a
holding company in Kearney, Nebraska.
Chapter 11 Petition Date: June 25, 2019
Court: United States Bankruptcy Court
District of Nebraska (Lincoln Office)
Case No.: 19-41089
Judge: Hon. Shon Hastings
Debtor's Counsel: Galen E. Stehlik, Esq.
STEHLIK LAW FIRM P.C., L.L.O.
724 West Koenig Street
Grand Island, NE 68801
Tel: 308-675-4035
Fax: 308-675-4038
E-mail: galens@lauritsenlaw.com
galen.stehlik@stehliklawfirm.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Jeff Alan Larson, authorized signatory.
The Debtor failed to include in the petition a list of its 20
largest unsecured creditors.
A full-text copy of the petition is available for free at:
http://bankrupt.com/misc/neb19-41089.pdf
LAZER CONSTRUCTION: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: Lazer Construction Company, Inc.
3405 Almeda Genoa Rd
Houston, TX 77047-3611
Business Description: Lazer Construction Company Inc. is a
general contractor providing construction
services, specializing in industrial and
commercial projects.
Chapter 11 Petition Date: June 24, 2019
Court: United States Bankruptcy Court
Southern District of Texas (Houston)
Case No.: 19-33495
Judge: Hon. Jeffrey P. Norman
Debtor's Counsel: Kimberly Anne Bartley, Esq.
WALDRON & SCHNEIDER, L.L.P.
15150 Middlebrook Drive
Houston, TX 77058
Tel: 281-488-4438
Fax: 281-488-4597
E-mail: kbartley@ws-law.com
Total Assets: $8,334,551
Total Liabilities: $9,350,803
The petition was signed by Ousley L. Lacy, president.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 20 largest unsecured creditors is available
for free at:
http://bankrupt.com/misc/txsb19-33495.pdf
M.W.CA ORLANDO: Taps BransonLaw as Legal Counsel
------------------------------------------------
M.W.CA Orlando Commissary LLC received approval from the U.S.
Bankruptcy Court for the Middle District of Florida to hire
BransonLaw, PLLC, as its legal counsel.
The firm will provide services in connection with the Debtor's
Chapter 11 case, which include the preparation of a reorganization
plan and the prosecution of actions to protect its bankruptcy
estate.
BransonLaw's hourly rates range from $350 to $150. The firm was
paid an advance fee of $13,390 for postpetition services and
expenses and the filing fee of $1,717.
Jeffrey Ainsworth, Esq., at BransonLaw, disclosed in court filings
that the firm and its attorneys do not represent any interest
adverse or potentially adverse to the Debtor and its estate.
The firm can be reached through:
Jeffrey S. Ainsworth, Esq.
BransonLaw PLLC
1501 E. Concord Street
Orlando, FL 32803
Telephone: (407) 894-6834
Facsimile: (407) 894-8559
Email: jeff@bransonlaw.com
About M.W.CA Orlando Commissary
M.W.CA Orlando Commissary LLC sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. M.D. Fla. Case No. 19-03317) on May 20,
2019. At the time of the filing, the Debtor estimated assets of
between $500,001 and $1 million and liabilities of the same range.
The case is assigned to Judge Cynthia C. Jackson. BransonLaw PLLC
is the Debtor's counsel.
MARGARET WEHNER: $1M Sale of Beaxar Property to Waggoner Okayed
---------------------------------------------------------------
Judge Craig A. Gargotta of the U.S. Bankruptcy Court for the
Western District of Texas authorized Margaret Sheryl Wehner's sale
of the real property with improvements located in Bexar County,
Texas to Stan Waggoner and/or assigns for $1,125,000.
The Property is described as:
a. Tract 1 - All that certain tract or parcel of land
containing 6.932 acres in Bexar County, Texas, being approximately
2.11 acres out of the Smith Survey No. 1002 1/2, Abstract 1122,
County Block 4565 and approximately 4.822 acres out of the L.T.
Smith Survey 334, Abstract 1102, County Block 4566 and being a
portion of a 13.949 acres described in Volume 5890, Page 2022, Real
Property Records of Bexar County, Texas, and also being the same
tract called 6.932 acres in Volume 17-799, Page 441, Real Property,
Texas of Bexar County, Texas.
b. Tract 2 - Lot 11, Block 3, Terra Mont subdivision Pud, a
subdivision in Bexar County, Texas, according to the Map or Plat
Recorded in Volume 9576, Pages 101-108 of the Deed and Plat
Records, Bexar County, Texas.
The sale is free and clear of all interests, including but not
limited to:
a. Suntrust Mortgage holds a lien dated Oct. 16, 2009, filed
for record on Oct. 22, 2009 and recorded in Volume 14223, Page 150,
of the Official Public Records of Bexar County, Texas on the
property to secure a debt in the approximate amount of $640,549.
b. River City Federal Credit Union holds a vendor's lien dated
June 30, 2009, filed for record on July 1, 2009 and recorded in
Volume 14060, Page 2254, of the Official Public Records of Bexar
County, Texas on the property to secure a debt in the approximate
amount of $67,658.
All the enumerated items and all other interests, liens,
encumbrances and causes of actions shall, upon closing and funding
of the $1,125o,00, be cured, released and extinguished as against
the Property but will attach to the proceeds pending further order
of the Court.
The Debtor has the authority and will pay the following: (i) the
debt of SunTrust Mortgage in the approximate amount of $640,549
plus accrued interest, if any; (ii) the debt of River City Federal
Credit Union in the approximate amount of $67,658, plus accrued
interest, if any; (iii) the usual and customary closing cost, title
policy, survey, if any as authorized by the contracts; and (iv) up
to the sum of $250 in real estate commissions out of the proceeds
of the sale.
The Property is sold "as is, where is" without any warranties or
representations.
With respect to the amount of allowed ad valorem taxes for year
2019 and prior related to the Property (real and personal), such
amounts will be paid by the Title Company and reflected on the
HUD-1. Any liens for 2019 and prior ad valorem taxes on the
Property (real and personal) will attach to the sale proceeds until
said taxes are paid in full. With respect to the estimated amount
of ad valorem taxes for 2019 related to the Property, such amounts
will be prorated between the Buyer and the Debtor as of the Closing
date per the terms of the Commercial Contract. The amount of the
estimated 2019 taxes prorated to the Debtor will be an adjustment
to the amount of cash due from Buyer to the Debtor on the Closing
Date and the Buyer will assume responsibility for the year 2019 ad
valorem taxes incident to the Property (real and personal) and the
year 2019 ad valorem tax lien will be retained against the Property
(real and personal) until such time as the year 2019 ad valorem
taxes are paid in full.
The sum of $4875 will be remitted at closing to the United States
Trustee at US. Trustee Payment Center, P.O. Box 530202, Atlanta, GA
30353-0202 with a notation of the case number 425-19-51172 as
estimated quarterly fees for the second quarter of 2019.
The title company will pay to the Debtor the balance of the sales
proceeds which will be exempt for the statutory period of time
under the Texas Property Code, unless a creditor or party in
interest files a timely objection to the Debtor's claim of
exemption.
The Net Proceeds will be placed in a designated separate account by
the Debtor and maintained at a Debtor's DIP Account. All funds
disbursed from the account will be reported on the Debtor's Monthly
Operating Report for the period in which the disbursement was
made.
The Debtor's counsel will provide a copy of the fully executed
HUD-1 Settlement Statement or other closing statement generated by
Succession Title Company in connection with the closing of the sale
of the Property to Ms. Leslie Luttrell and Kevin Epstein within
five business days of the closing of the sale of the Property.
The Debtor may enter into the Residential Lease Contract.
Nothing in either the Motion or the Order will be construed to
affect the tax obligations (positively or negatively) upon all
persons or entities affected by the sale.
The stay under Bankruptcy Rules 6004(g) and 6oo6(d) are waived and
are not in effect. The Order will be effective and enforceable
immediately upon entry.
A copy of the Contract attached to the Order is available for free
at:
http://bankrupt.com/misc/Margaret_Wehner_35_Order.pdf
Margaret Sheryl Wehner sought Chapter 11 protection (Bankr. W.D.
Tex. Case No. 19-51172) on May 15, 2019. The Debtor tapped Dean
William Greer, Esq., as counsel.
MONGE PROPERTY: $230K Sale of Los Angeles Property Approved
-----------------------------------------------------------
Judge Ernest M. Robles of the U.S. Bankruptcy Court for the Central
District of California authorized Monge Property Investments,
Inc.'s sale of the real property located at 5908 ½ Fayette Street,
Los Angeles, California to Dino and Rowena Cruz for $230,000.
A hearing on the Motion was held on June 19, 2019 at 11:00 a.m.
The sale is free and clear of any and all liens, claims, interests,
law suits, legal proceedings, suits, actions and other encumbrances
of any and every nature and kind whatsoever and howsoever arising
(whether by contract, by tort or in any other manner or fashion
whatsoever). Any and all liens, claims and encumbrances and other
interests affecting the Subject Property will be paid out of escrow
and if not, will attach solely to the proceeds realized from the
sale.
The payment of commissions as set forth in the Motion is
authorized.
In addition to customary closing costs (including but not limited
to escrow and title charges, government recording and transfer
charges, etc.) and the broker commission, the administrative claim
of Valensi Rose, PLC of $103,274 will be paid in full from escrow.
The automatic stay provisions of 11 U.S.C. Section 362 are modified
to the extent necessary to permit the consummation of the
transaction subject to the Order and in the purchase agreement.
The 14-day waiting period set forth in Bankruptcy Rule 6004(h) is
waived.
About Monge Property Investments
Monge Property Investments, Inc., sought Chapter 11 protection
(Bankr. C.D. Cal. Case No. 12-29275) on May 31, 2012. In the
petition signed by Ruben Monge, Jr., president, the Debtor
estimated assets in the range of $1 million to $10 million and up
to $500,000 in debt.
Judge Thomas B. Donovan is assigned to the case.
On April 9, 2018, an order granting a motion to withdraw Valensi
Rose, PLC, as counsel was entered. The Debtor filed the
substitution of attorney on April 13, 2018. Simon Resnik Hayes
LLC, is presently serving as counsel to the Debtor.
The Debtor's Second Amended Disclosure Statement Describing Second
Amended Chapter 11 Plan of Reorganization was approved by the Court
on Aug. 20, 2018.
MONTEREY RESOURCES: Taps Jones Walker as Legal Counsel
------------------------------------------------------
Monterey Resources LLC and Green Wheel LLC received approval from
the U.S. Bankruptcy Court for the Western District of Louisiana to
hire Jones Walker, LLP, as their legal counsel.
The firm will provide services in connection with the Debtors'
Chapter 11 cases, which include legal advice regarding their
rights, powers and duties under the Bankruptcy Code; negotiation
and documentation of financing agreements and related transactions;
review of claims; assistance in connection with any potential
property disposition; and the preparation of a reorganization plan.
The firm's hourly rates are:
Paraprofessionals $175 - $185
Associates $270
Partners $325 - $525
Mark Mintz, Esq., a partner at Jones Walker, disclosed in court
filings that his firm is "disinterested" as defined in Section
101(14) of the Bankruptcy Code.
Jones Walker can be reached through:
Mark A. Mintz, Esq.
Jones Walker, LLP
201 St. Charles Ave., 49th Floor
New Orleans, LA 70170
Tel: (504) 582-8368 / (504) 582-8000
Fax: (504) 589-8368 / (504) 589-8260
E-mail: mmintz@joneswalker.com
About Monterey Resources
and Green Wheel LLC
Monterey Resources LLC and Green Wheel LLC -- private oil and gas
exploration and production companies -- sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. W.D. La. Case Nos.
19-50596 and 19-50597) on May 14, 2019. At the time of the filing,
the Debtors each disclosed assets of between $10 million and $50
million and liabilities of the same range. The cases are assigned
to Judge John W. Kolwe. Jones Walker, LLP, is the Debtors'
counsel.
NEXTERA ENERGY: Fitch Rates New $700MM Unsecured Notes 'BB+'
------------------------------------------------------------
Fitch Ratings has assigned a 'BB+' rating to the proposed $700
million senior unsecured notes issuance by NextEra Energy Operating
Partners, LP (NEP Opco). NEP Opco is a subsidiary of NextEra Energy
Partners, LP (NEP). Due to strong legal ties, the Issuer Default
Ratings (IDRs) of the two entities both rated 'BB+'. The Rating
Outlook is Stable. Fitch has assigned a 'RR4' Recovery Rating to
the new notes. This reflects Fitch's view that the unsecured debt
at NEP Opco will achieve average recoveries in a default situation
and, hence, the rating on the notes reflects zero notching from the
IDR or 'RR4' on Fitch's Recovery Ratings scale.
The proposed senior unsecured notes will be absolutely and
unconditionally guaranteed by NEP. The notes will also have an
upstream guarantee from NextEra Energy US Partners Holdings, LLC
(US Holdings), which is a subsidiary of NEP Opco. The notes are
structurally subordinated to the revolving credit facility at US
Holdings. NEP Opco intends to use the net proceeds from the
issuance to pay off the outstanding revolver borrowings of $450
million at US Holdings. Any remaining proceeds will be used for
general corporate purposes, which may include the purchase of up to
$240 million of the Genesis Holdco debt pursuant to a cash tender
offer that commenced June 17, 2019.
NEP's ratings are driven by relatively stable and predictable
contracted cash flow generation at its limited recourse project
subsidiaries, the asset and geographic diversity of its wind, solar
and natural gas pipeline portfolio, and strong sponsor affiliation
with NextEra, which is the largest renewable developer in the U.S.
Fitch believes the asset and geographic diversity of NEP's
portfolio and the long-term contractual nature of revenues provide
adequate visibility into the distributions that NEP receives from
its various project subsidiaries. NEP's ratings also take into
account the structural subordination of Holdco debt to the
substantial limited recourse debt at the project level, which is
typically sized to achieve a low to mid-level 'BBB' rating. It also
reflects management's target Holdco debt/parent-only FFO ratio of
4.0x-5.0x.
KEY RATING DRIVERS
Risk Emanating from PG&E's Bankruptcy: NEP has three solar projects
- Genesis (250 MW), Desert Sunlight (275 MW) and Shafter (20 MW) -
which have a power purchase agreement (PPA) for all or portion of
their output with Pacific Gas & Electric (PG&E, Not Rated). NEP is
expected to derive 15% of its 2019 cash available for distribution
(CAFD) from these three projects. PG&E continues to execute on the
PPA but the bankruptcy filing has resulted in a technical default
under each project financing agreement leading to cash to be
trapped at the project level.
Technical Default for Genesis: The Genesis project has a
Holdco-Opco financing structure, which makes servicing of the
Holdco debt entirely reliant on Opco distributions. A bankruptcy
filing by PG&E is considered a technical default under the OpCo
debt, trapping cash at the OpCo level. A default at OpCo has
resulted in a technical default of the HoldCo debt. OpCo has
suspended distributions to HoldCo and HoldCo could suffer payment
default as early as September. Notwithstanding the technical
default caused by the bankruptcy, Genesis has been one of the best
performing assets in NEP's portfolio and is expected to continue as
such with OpCo and HoldCo level DSCRs well north of 2.0x. On June
17, 2019, NEP launched a cash tender offer for all of Genesis
Holdco's outstanding 5.600% senior secured notes due 2038. The
tender offer will expire July 15, 2019.
Other Holdco Structures: Fitch has previously not consolidated any
debt at the non-recourse subsidiaries in its calculation of NEP's
credit metrics. However, given NEP's plans to issue debt to finance
the tender offer, Fitch has decided to include all debt held at
intermediate holding companies in its calculation of NEP's credit
metrics. NEP uses Holdco financing for its natural gas pipeline
assets, which stood at $200 million as of March 31, 2019.
Convertible Equity Portfolio Financings: Fitch favorably views
NEP's recent convertible equity portfolio financings with large
institutional investors. In 2018, NEP purchased 1.4 GW of wind and
solar portfolio from NextEra for $1.3 billion. The transaction was
funded with $573 million of proceeds from the sale of Canadian
assets and the balance with $750 million of convertible equity
portfolio financing with BlackRock Global Energy and Power
Infrastructure Fund (GEPIF). In March 2019, NEP entered into a
similar transaction with KKR. NEP announced plans to buy a 611MW
portfolio from NextEra for $1.02 billion and repay approximately
$220 million of project debt on a portfolio of 581MW of wind
assets. The recapitalized wind assets along with the acquired 611MW
portfolio were placed into a partnership. KKR's Third Global
Infrastructure Investors Fund paid $900 million in exchange for an
equity interest in the partnership. NEP expects to periodically
exercise its right to buy out KKR's equity interest for a fixed
payment equal to $900 million, plus a fixed pre-tax annual return
of approximately 8.3 percent (inclusive of all prior distributions)
in partial interests between the three and a half and six-year
anniversaries of the agreement. Fitch's assignment of 100% equity
credit to these financings is based on the premise that NEP will
exercise its buyout right, as a failure to do so may be punitive,
as NEP's allocation of the distributable cash from the portfolio
would drop materially.
Contractual Cash Flows and Asset Diversity: The distributions that
NEP receives from the non-recourse project subsidiaries are well
diversified. The distributions are split into approximately 59%
wind, 22% solar and 19% natural gas pipelines based on YE 2019
run-rate CAFD. While the solar portfolio is largely CA based, wind
assets are geographically dispersed. Overall, the portfolio derives
37% of its CAFD from West, 26% from Midwest, 20% from South, 12%
from Texas and 4% from Northern U.S. After the latest transaction
with KKR closes, NEP has 47 operating projects compared to 10 in
2014. The asset and geographic diversity and the long-term
contractual nature of revenues provide high visibility into the
distributions from the project subsidiaries to NEP Opco. The
projects have no commodity risk. The concentration risk has also
materially decreased, with the top five projects contributing 45%
of CAFD versus greater than 84% at IPO. The top five projects
include three NET pipelines, Genesis and Desert Sunlight projects.
Robust Outlook for Wind and Solar Generation: Fitch believes
improving economics, customer demand for cleaner generation and
state renewable policy standards (RPS) will continue to drive wind
and solar generation in the U.S. As a result, the Yieldcos should
find no scarcity of renewable assets to acquire from third parties
or their sponsor. NEP's ROFO agreement with NextEra, under which
NextEra will offer an identified set of solar and wind assets for
purchase at market prices, runs till July 1, 2020. NextEra
continues to have a large organic development program so there will
continue to be a large pipeline of wind and solar projects that it
can offer to NEP for purchase. As of Dec 31, 2018, the ROFO
pipeline stood at 1.2GW. Fitch believes NEP can meet its 12%-15%
unit LP distribution growth guidance through 2024 and continue to
have a competitive cost of capital. Fitch's forecasts do not
envisage diversification by NEP into other asset classes and
assumes future investments in its natural gas pipeline assets to be
modest.
NEP's Structural tax Advantages: Even though NEP is a C corporation
for U.S. federal income tax purposes, it is not expected to pay
meaningful federal income taxes for at least 15 years because of
NOLs generated through MACRS depreciation benefits. NEP
distributions up to an investor's outside basis are expected to be
characterized as non-dividend distributions or return of capital
for at least the next eight years. This makes NEP competitive to
MLPs as a yield plus growth vehicle.
Project Debt Sized for IG Rating: The project debt for renewable
projects is typically sized to yield a DSCR greater than 1.2 and
generate a low 'BBB-'/'BBB' rating. Most recent DSCRs provided to
Fitch by NEP indicate that most of the renewable projects are
performing well in excess of their DSCR thresholds of 1.2x (2.75x
NET Pipeline and 1.10x for Desert Sunlight). The debt typically
matures within the expiration date of the long-term contracts on
any project. Approximately 97% of CAFD comes from assets with
either no distribution test (64% of total CAFD) or DSCRs currently
greater than 2.0x.
Target Capital Structure: The ratings of NEP and NEP Opco also take
into account the structural subordination of their debt to the
substantial limited recourse debt at the project level, which, as
aforementioned, is typically sized to achieve a low to mid 'BBB'
rating. It also reflects management's target of maintaining Holdco
debt/parent-only FFO ratio in the 4.0x-5.0x range. Fitch defines
parent-only FFO as project distributions less Holdco G&A expenses,
fee for management service agreement, credit fees and Holdco debt
service costs.
Strong Sponsor Support: NextEra established a ROFO portfolio at the
time of NEP's IPO in 2014, under which it offers to NEP an
identified set of solar and wind assets for purchase at market
prices. Aside from the drop down of 990MWs at IPO, NEP has
purchased approximately 4.0GWs of additional wind and solar assets
from Nextera. The ROFO agreement runs till July 1, 2020, and as of
Dec. 31, 2018, the ROFO pipeline stood at 1.2GW. NextEra has
demonstrated other forms of sponsor support. In the fourth quarter
of 2016, NextEra implemented a structural modification to the
Incentive Distribution Rights fee structure that lowers NEP's cost
of equity and makes future acquisitions more accretive to LP
unitholders. NextEra also provides to NEP its management,
operational and administrative services via various service
agreements and financial management services through a cash sweep
and credit support agreement. These agreements will continue to
exist subject to the determination by NEP Board. The management
service agreement (MSA) between NextEra and NEP has a 20-year
contract life and cannot be terminated, except for cause. However,
NEP's board will have the ability to oversee the MSA.
Wind Variability a Key Risk: Fitch views resource variability as a
key risk factor for NEP since renewable generation is intermittent.
However, solar resource availability has typically been strong and
predictable in Fitch's experience, and the geographical diversity
of NEP's wind projects mitigates wind resource variability to a
large extent. Fitch has used P50 to determine its rating case
production assumption and P90 to determine its stress case
production assumption. The Holdco leverage metrics degrade by
approximately 20 basis points in the stress case as compared with
Fitch's base case before additional stresses are applied in each of
the scenarios.
Slippage in Counterparty Credit Quality: NEP's portfolio of assets
consists of long-term contracted projects with credit worthy
counterparties. NEP's portfolio currently has 16-year contract
life, weighted based on run-rate CAFD. The counterparty credit is
weighted average of 'BBB' based on Fitch and other rating agencies'
ratings. The average counterparty rating has declined from 'A-'
since 2017 in large part due to the decline in ratings for
California utilities. PG&E and SCE comprise 21% of expected 2019
run rate CAFD. The ratings for Pemex, which comprises 11% of
expected 2019 run rate CAFD, have also declined to 'BB+'/Negative
Outlook from 'BBB+'/Stable Outlook in 2016.
DERIVATION SUMMARY
Fitch views NEP's ratings to be positively positioned compared with
those of Atlantica Yield plc (AY; BB/Stable) and Terraform Power
(TERP; BB-/Stable) due to favorable geographic exposure, long-term
contractual cash flows with minimal regulatory risk, and
association with a strong sponsor. These factors more than offset
NEP's relative high leverage and weaker asset composition owing to
a larger concentration of wind assets.
NEP's ratings benefit from a strong sponsor, NextEra, which is the
largest developer and operator of renewable projects in the U.S.
with a strong track record and a solid development pipeline.
NextEra has demonstrated support for NEP in various forms including
structural modification of the Incentive Distribution Rights fee
structure, financial management services agreement and other
services agreements, and access to its development pipeline through
the Right of First Offer (ROFO) agreement. This provides visibility
to NEP's LP distribution per unit growth targets, which at 12%-15%
are more aggressive than those of AY (8%-10%) and TERP (5%-8%).
TERP's sponsor, Brookfield Asset Management (BAM; Not Rated), has
also demonstrated strong support for TERP by providing $650 million
equity to finance the acquisition of Saeta Yield, thereby taking
its ownership interest to 65%. In addition, BAM has committed to
support TERP through key agreements including management services
agreement, access to a 3,500MW ROFO portfolio consisting of
operating wind and solar assets, and a $500 million four-year
secured credit facility at TERP for acquisitions. The support of
AY's new sponsor, Algonquin Power & Utilities Corp. (APUC;
BBB/Stable) is currently untested.
AY's power generation portfolio benefits from a large proportion of
solar generation assets (77% of total MWs) that exhibit less
resource variability. In comparison, NEP's power generation
portfolio consists of a large proportion of wind MWs (84%). TERP's
portfolio consists of 37% solar and 63% wind. NEP's concentration
in wind is mitigated to certain extent by its diverse geographic
footprint. In addition, NEP's natural gas pipeline operations are
not exposed to resource variability, thereby lending stability to
CAFD. Fitch views NEP's geographic exposure in the U.S. (100%) of
its power generation portfolio favorably as compared with TERP's
(64%) and AY's (36%). Both AY and TERP have exposure to potential
adverse changes to Spanish regulatory framework for renewable
assets. In terms of total MWs, approximately 40% of AY's power
generation portfolio is in Spain, compared with 29% for TERP.
NEP's forecast credit metrics are stronger than TERP's but weaker
than AY's. Fitch forecasts NEP's Holdco debt to parent-nly FFO
ratio to be mid to high 4.0x compared with mid to high 5.0x for
TERP and low 3.0x for AY.
Fitch rates AY, NEP and TERP based on a deconsolidated approach
since their portfolio comprises assets financed using non-recourse
project debt or with tax equity. Fitch's Renewable Energy Project
Rating Criteria uses one-year P90 as the starting point in
determining its rating case production assumption. However, Fitch
has used P50 to determine its rating case production assumption for
AY, NEP and TERP since they own a diversified portfolio of
operational wind and solar generation assets. Fitch believes asset
and geographic diversity reduces the impact that a poor wind or
solar resource could have on the distribution from a single
project. Fitch has used P90 to determine its stress case production
assumption. If volatility of natural resources and uncertainty in
the production forecast is high based on operational history and
observable factors, a more conservative probability of exceedance
scenario may be applied in the future.
KEY ASSUMPTIONS
Fitch's Key Assumptions Within Its Rating Case for the Issuer
include:
-- P50 scenario used for base case wind and solar production;
-- Buyout right exercised with GEPIF and NEP to pay 70% of the
buyout in common units with the balance paid in cash;
-- Acquisition of operational and contracted renewable assets
over 2019-2021 to meet 12% to 15% distribution per unit growth;
-- Acquisition CAFD between 8% and 10%;
-- Acquisitions funded with Holdco debt and equity such that
target capital structure is maintained CAFD projections for the
base case uses based on P50 scenario;
-- PG&E continues to perform under its PPAs and emerges out of
bankruptcy in 2022;
-- None of the project debt treated as on-credit.
RATING SENSITIVITIES
Developments That May, Individually or Collectively, Lead to
Positive Rating Action
NEP's partnership agreement requires a substantial portion of
upstream distribution from NEP Opco to be distributed to its
unitholders. In addition, the structural subordination to the
non-recourse project debt caps the IDR at 'BB+'
Developments That May, Individually or Collectively, Lead to
Negative Rating Action
-- Growth strategy underpinned by aggressive acquisitions,
addition of assets in the portfolio that bear material volumetric,
commodity or interest rate risks;
-- Material underperformance in the underlying assets that lends
variability or shortfall to expected cash flow for debt service;
-- Lack of access to equity markets to fund growth that may cast
uncertainty regarding NEP's financial strategy;
-- Distribution payout ratio approaching or exceeding 100%;
-- Holdco FFO-adjusted leverage ratio materially exceeding 4.5x
as long as uncertainty associated with contracts exposed to PG&E's
bankruptcy exists;
-- Holdco FFO-adjusted leverage exceeding 5.0x on a sustainable
basis once issues surrounding PG&E's bankruptcy are resolved.
LIQUIDITY AND DEBT STRUCTURE
Adequate Liquidity: NEP has significantly improved its liquidity
position through the recent upsizing of its credit facility to
$1.25 billion, from $750 million. The upsized facility provides
flexibility for NEP to finance acquisitions partly through revolver
borrowings, which can be subsequently termed out through equity and
debt capital market issuances. The new revolving credit facility
matures February 2024.
PAPA'S GIRL: Case Summary & 4 Unsecured Creditors
-------------------------------------------------
Debtor: Papa's Girl, LLC
dba Fishing Vessel, Papa's Girl
PO Box 250
Oriental, NC 28516
Business Description: Papa's Girl LLC owns a fishing vessel
known as Papa's Girl.
Chapter 11 Petition Date: June 25, 2019
Court: United States Bankruptcy Court
Eastern District of North Carolina
(New Bern Division)
Case No.: 19-02897
Judge: Hon. Stephani W. Humrickhouse
Debtor's Counsel: Clayton W. Cheek, Esq.
THE LAW OFFICES OF OLIVER & CHEEK, PLLC
PO Box 1548
218-C South Front Street
New Bern, NC 28563
Tel: 252 633-1930
Fax: 252 633-1950
E-mail: clayton@olivercheek.com
Total Assets: $1,941
Total Liabilities: $18,008,763
The petition was signed by Garland Christopher Fulcher, manager.
A full-text copy of the petition containing, among other items, a
list of the Debtor's four unsecured creditors is available for free
at:
http://bankrupt.com/misc/nceb19-02897.pdf
PAREXEL INT'L: Moody's Cuts CFR to B3 & Unsecured Notes to Caa2
---------------------------------------------------------------
Moody's Investors Service downgraded the ratings of PAREXEL
International Corporation including the Corporate Family Rating to
B3 from B2, Probability of Default Rating to B3-PD from B2-PD,
senior secured credit facilities to B2 from B1, and unsecured notes
to Caa2 from Caa1. The outlook was changed to stable from
negative.
The ratings downgrade reflects Moody's expectation that PAREXEL's
financial leverage will remain very high due to persistent
operating challenges and declining earnings that will continue into
fiscal 2020 (ending June 2020). PAREXEL'S growth is lagging that of
industry peers, who are reaping the benefits of industry tailwinds
- driven by robust pharmaceutical innovation and increased
outsourcing of clinical research services. Without reducing costs
and remedying quality of service and operational issues with select
customers, PAREXEL will be challenged to return to sustained
backlog and revenue growth. Moody's believes a turnaround in the
company's performance will take more than a year to achieve.
Moody's downgraded the following ratings:
PAREXEL International Corporation:
Corporate Family Rating to B3 from B2
Probability of Default Rating to B3-PD from B2-PD
$300 million senior secured revolving credit facility
expiring 2022 to B2 (LGD3) from B1 (LGD3)
$2.065 billion senior secured term loan due 2024 to B2 (LGD3)
from B1 (LGD3)
$770 million senior unsecured notes due 2025 to Caa2 (LGD5)
from Caa1 (LGD5)
Outlook action:
The outlook was revised to stable from negative.
RATINGS RATIONALE
PAREXEL's B3 Corporate Family Rating reflects Moody's expectation
for persistently high financial leverage and modest cash
generation. Large cash outflows associated with reducing PAREXEL's
cost structure will consume substantially all of its cash flow in
fiscal 2020. Absent planned cost reductions, debt/EBITDA will
increase to over 9x in fiscal 2020 due to declining revenues. This
is evidenced by the company's weak book to bill ratio, below 1.0x,
due to poorly allocated staffing across business needs, weak
technology systems and poor customer service. Failure to address
these issues in the near-term will further weaken PAREXEL's ability
to win new business and reverse revenue and earnings declines.
PAREXEL's rating benefits from good scale and breadth of service
offerings as a Contract Research Organization (CRO). In Moody's
view, CROs have good long-term growth prospects as the
biopharmaceutical industry continues to increase outsourcing of R&D
functions. Further, Moody's expects PAREXEL to maintain adequate
liquidity, including ample cash reserves, which support the
ratings.
The stable outlook reflects Moody's view that despite high
financial leverage, PAREXEL's near-term actions to right-size its
cost structure and improve quality in its service offerings will
lead to a return to revenue growth over the next 18 months.
PAREXEL's good liquidity is supported by more than $450 million of
cash, which takes into consideration $100 million of term loan
repayment in May 2019. Cash flows will be weak in fiscal 2020,
reduced by restructuring costs. PAREXEL has a $300 million undrawn
revolver that expires in September 2022. The revolver has a
springing net senior secured leverage financial covenant that only
applies if more than 35% is drawn. Given the substantial cash
balance, Moody's does not expect the revolver to be drawn in the
next 12 months.
The ratings could be downgraded if PAREXEL fails to reduce its cost
structure or is unable to fix its operating issues such that it
continues to lose market share. Persistent book to bill ratios
below 1.0x would be evidence of this. Weakening of liquidity or
inability to generate positive free cash flow could also lead to a
rating downgrade.
The ratings could be upgraded if PAREXEL demonstrates a return to
market level growth rates, and operating margin improvement.
Adjusted debt/EBITDA sustained below 7x would also be needed for an
upgrade.
Headquartered in Waltham, Massachusetts, PAREXEL International
Corporation is a global biopharmaceutical services company
providing clinical research and logistics, technology solutions and
consulting services for the pharmaceutical, biotechnology, and
medical device industries. Reported total revenue for the twelve
months ended March 31, 2019 was approximately $2.5 billion. The
company is privately held by Pamplona Capital and publicly
available information is limited.
PARKLAND FUEL: Fitch Rates New USD Unsecured Notes 'BB'
-------------------------------------------------------
Fitch Ratings has assigned a rating of 'BB'/'RR4' to Parkland Fuel
Corporation's proposed issuance of U.S. dollar-denominated senior
unsecured notes. Proceeds will be used for general corporate
purposes, including the reduction of outstanding borrowings on the
company's senior secured credit facility.
Parkland's ratings and Stable Outlook reflect its unique business
characteristics as a fully integrated downstream petroleum company,
which features a strong retail fuel presence in Canada and the
Caribbean as well as supporting distribution and logistics
businesses and small relative refining operations. Fitch views the
cash flow stability gained through Parkland's integrated operations
as well as diversified asset base as supportive of higher relative
credit quality. The company has grown measurably over the past few
years through a combination of acquisitions (a few large and many
small), including compelling synergy capture, and steady capital
spending on organic initiatives. Risks remain on successful
integration and synergy capture related to the latest sizable
acquisition in the Caribbean, as well as the cash flow variability
characteristic of the refining industry.
The 'RR4' rating for the proposed senior unsecured notes reflects
Fitch's expectation for 'Average' recovery for the debt security in
the event of default.
KEY RATING DRIVERS
Diversification Across the Downstream Value Chain: Parkland is able
to drive value through its strong retail and commercial service
station footprint by creating and exploiting cost/supply advantages
via the downstream integration, securing attractive margins to
support consistent cash flow generation. This advantage is
meaningful versus non-integrated fuel retailer peers. The company's
diversified business model and vertical integration also help
smooth some of the volatility that is common in the refining space,
supporting higher credit quality versus stand-alone refiner peers.
Having its own retail outlet for finished product sourced both
internally and externally, in addition to having the capability to
move, store and deliver that product to customers provide Parkland
an offset, as well as a simple buffer, to the cyclical lows that
are inherent in the refining industry.
Size, Scale and Asset Quality: Parkland's retail and commercial
franchises in Canada and the Caribbean display size and scale
advantages and geographic and product diversification. Parkland has
over 1,800 retail service stations across Canada and more than 500
in the Caribbean. In Canada and the Caribbean, Parkland has
regionally relevant brands in close proximity to the major
population centers (the company cites that 84% of Canadians live
within a 15 minute drive of a Parkland service station). Parkland
has a dominant retail position in many of the Caribbean countries
where it operates, meaningful shipping capabilities, and control of
essential distribution and supply assets (garnering regulated
margins on roughly 45% of the International business [onshore
volumes only]). Size/scale in the U.S. is very small currently, but
the company is expanding its retail, commercial and wholesale
capabilities off the back of advantages developed just north of the
border.
The juxtapositions within Parkland's refining operations in
Burnaby, British Columbia as it relates to size, scale and asset
quality are distinct. Currently, the company operates only a
single, small capacity, low complexity refinery. Fitch typically
views refining companies with less than 100,000 bpd of capacity as
well as single asset refineries as being more consistent with a 'B'
credit profile, if it were a standalone refining business. Fitch
does believe Parkland's single refinery possesses some geographic
advantages. It is strategically connected by pipeline to the Trans
Mountain Pipeline and its tank farm in Burnaby as well as being
located on Burrard inlet, in close proximity to Vancouver, and
fully integrated with Parkland's commercial/wholesale and retail
businesses in Western Canada, and as such not a merchant refiner.
Fitch believes that these unique characteristics provide more cash
flow and earnings stability than Parkland would have without
integration.
Stable Credit Metrics: To account for the company's material
operating leases, Fitch is utilizing the lease adjusted gross
debt/EBITDAR metric in its analysis of Parkland to incorporate the
off-balance sheet nature of this type of financing (capitalizing
lease expense at an 8x multiple). Fitch forecasts lease adjusted
gross debt/EBITDAR to average between 3.6x-3.9x over 2019-2022. In
contrast, lease adjusted gross debt/EBITDAR stood at 5.4x in 2017.
Fitch believes that the retail, commercial and wholesale fuel
businesses will generate fairly consistent earnings and cash flows
for Parkland, which help insulate the company from the more varied
margins and returns in supply & distribution/refining.
Additionally, management has stated its commitment to keep leverage
within a relatively conservative range (even with acquisitions).
Model Provides Opportunities: The company is expected to grow
earnings and cash flow over the coming years driven by both organic
growth and accretive acquisitions, supporting an improving credit
profile over the forecast period. Vertical downstream integration
serves the dual purpose of garnering reliable, lower cost supply
for retail, commercial and wholesale and allowing for growth within
existing markets and expansion into new markets. Examples of this
include the company's expansion into the highly competitive U.S.
commercial and retail gasoline market by leveraging off supply
advantages developed nearby in Canada. Another example would be the
company's meaningful expansion of its non-fuel offerings at its
retail locations (driving material margin uplift over the past few
years).
Acquisition Proficiencies: Parkland has grown meaningfully over the
past few years largely on the back of successful acquisitions, with
synergy capture after the fact and steady organic growth all along
the way. The company has been able to, with the Ultamar (CAD978
million) and Chevron Canada (CAD1.68 billion) acquisitions, both
acquired in 2017, generate a projected approximately 50% synergy
capture (defined by the company as EBITDA lift post-acquisition).
Earlier in 2019, the company moved into the Caribbean with the
purchase of 75% of Sol Investments for CAD1.5 billion to obtain a
dominant fuel marketing position in 23 countries (generating
roughly CAD210 million in annual adjusted EBITDA, net to Parkland)
with extensive supply and distribution assets. Parkland has been
adept in not only sourcing and closing attractive deals but also in
making the most out of the acquired assets post-transaction,
supporting Fitch's assumptions for modestly improving leverage
metrics beyond the next two fiscal years.
Volatility in Refining: Refining remains one of the most cyclical
of corporate sectors, and is subject to periods of boom and bust,
with sharp swings in crack spreads over the cycle. The last major
bust period was 2009, when collapsing oil prices and lagging costs
led industry margins to collapse. The rebound in market conditions
was also relatively quick, however, as the industry tends to adjust
rapidly. Given the rest of Parkland's portfolio is highly ratable,
refining remains a source of potential variability in results going
forward. The retail, commercial and wholesale fuel and the marine &
aviation and logistics operating segments tend to be less cyclical
and Parkland's positions in Canada and the Caribbean are expected
to benefit from the company's position as one of the largest
competitors in the regions.
DERIVATION SUMMARY
Parkland is somewhat unique relative to Fitch's coverage given its
diversification across the midstream and downstream value chain,
especially given the relatively small size and scale of its
refining operations. From a business line perspective, though
orders of magnitude smaller in size and scale, Fitch sees Marathon
Petroleum Corporation (MPC; BBB/Stable) as a peer. Fitch views a
one full rating category difference between Parkland and MPC as
appropriate given Parkland's distinctive characteristics,
significantly smaller size and scale and weaker relative financial
profile. Credit rating differences, relative to MPC, arise from
Parkland's 'single refiner risk' factor as well as the
substantially smaller size and scale (and complexity) of Parkland's
refining operations. Fitch views similarly rated Sunoco LP (SUN;
BB/Stable) as a relevant peer for the distribution part of
Parkland's business. Differences in credit profile, relative to
SUN, arise from Parkland's advantaged position as a fully
integrated downstream operator. However, Fitch view's SUN as having
greater margin stability due to its multi-year take-or-pay fuel
supply agreement with a 7-Eleven subsidiary (under which SUN will
supply approximately 2.2 billion gallons of fuel annually), as well
as no refining operations. Puma Energy Holdings Pte Ltd
(BB/Negative) is a global integrated midstream and downstream peer
with storage, distribution, fuel-retailing and B2B activities
across the globe. Relative to Parkland, Puma has more exposure to
developing economies and foreign currency risks, globally, a
slightly larger size and scale, and leverage slightly lower, but
generally consistent with Fitch's expectations for Parkland.
Leverage, as measured by lease adjusted gross debt to EBITDAR, is
roughly one half to one full turn worse than MPC and Fitch does not
forecast improvement in that metric for Parkland until later in the
forecast period. Furthermore, Parkland's leverage is expected to be
at least one turn better than Sunoco's over the forecast period,
based on Fitch's expectations for SUN's debt/adjusted EBITDA to
remain between 4.5x-5.0x. Parkland's weaker relative financial
profile is a factor considered in the credit rating difference
between MPC and Parkland.
KEY ASSUMPTIONS
Fitch's Key Assumptions Within Its Rating Case for the Issuer
-- Little to no Canadian retail sales volume growth over the
forecast period but adjusted gross margins improve gradually from
10.0% in 2018 to 10.6% in 2022, driven by successful non-fuel sales
expansions;
-- USA continues to grow through acquisitions with volumes
increasing 15% YOY in 2019 and 2020 before levelling off in 2021,
while margins remain flat with 2018 over the forecast period;
-- Little to no International volume growth but margin
improvement expected as Parkland optimizes logistics/distribution
in these businesses as well as takes costs out of the system;
-- Refining utilization of 92%-93% in years without a major
turnaround;
-- Roughly CAD1.6 billion of organic growth capital spent over
the forecast period bolstered by approximately CAD1.0 billion of
acquisitions (beyond Sol that closed in January 2019);
-- Minimal debt issuances/repayments over the forecast period,
upcoming maturities are assumed to be refinanced.
RATING SENSITIVITIES
Developments That May, Individually or Collectively, Lead to
Positive Rating Action
-- Expected or actual fiscal year with lease adjusted gross debt
to EBITDAR below 3.0x.
Developments That May, Individually or Collectively, Lead to
Negative Rating Action
-- Lease adjusted gross debt to EBITDAR (capitalizing rent at 8x)
above 4.0x on a sustained basis. Attractive acquisitions that push
this metric above the negative sensitivity temporarily will be
reviewed on a case by case basis;
-- Acquisitions that increase overall business risk and/or are
not financed in a balanced manner.
LIQUIDITY
Liquidity Adequate: As of March 31, 2019, Parkland had CAD264
million in cash and CAD616 million in availability under its
revolving credit facility. Parkland has no material maturities
until 2021.
The company amended its secured revolving credit facility on Jan.
8, 2019 (coinciding with the close of the Sol acquisition),
expanding total capacity and extending the maturity date to January
2023. The agreement requires the company to maintain a senior
funded debt to credit facility EBITDA ratio of below 3.5x (as well
as a total funded debt to credit facility EBITDA ratio of below
5.0x) and an interest coverage ratio above 3.0x. As of March 31,
2019, Parkland was in compliance with its covenants, and Fitch
believes that Parkland will remain in compliance with its
covenants. The credit facility is secured by the assignment of
insurance and priority interests on all present and future Parkland
properties and assets.
FULL LIST OF RATING ACTIONS
Fitch has assigned the following rating:
Parkland Fuel Corporation
-- Proposed issuance of senior unsecured notes 'BB'/'RR4'.
Fitch currently rates the following:
Parkland Fuel Corporation
-- Long-Term IDR 'BB';
-- Senior Unsecured 'BB'/'RR4'.
The Rating Outlook is Stable.
PARKLAND FUEL: Moody's Rates Proposed $500MM Unsecured Notes 'B1'
-----------------------------------------------------------------
Moody's Investors Service affirmed Parkland Fuel Corporation's Ba3
corporate family rating, Ba3-PD probability of default rating, B1
senior unsecured notes rating, and assigned a B1 rating to the
company's proposed $500 million guaranteed senior unsecured notes.
Moody's also upgraded the company's speculative grade liquidity
rating to SGL-2 from SGL-3. The outlook remains stable.
Parkland intends to use the net proceeds from the notes offering to
repay the amount outstanding under its US term loan ($250 million
as of March 31, 2019) and the remainder to repay amounts
outstanding under its US and Canadian revolving credit facilities.
"The SGL upgrade reflects the improved availability under the
company's revolving credit facilities post-closing of the notes
issuance," said Peter Adu, Moody's Vice President and Senior
Analyst.
Ratings Affirmed:
Corporate Family Rating, Ba3
Probability of Default Rating, Ba3-PD
$500M Gtd. Senior Unsecured Global Notes due April 2026, B1 to
(LGD4) from (LGD5)
Ratings Assigned:
New $500M Gtd. Senior Unsecured Notes due 2027, B1 (LGD4)
Rating Upgraded:
Speculative Grade Liquidity Rating, to SGL-2 from SGL-3
Outlook Actions:
Outlook, Remains Stable
RATINGS RATIONALE
Parkland's Ba3 CFR benefits from: (1) a strong market presence as
the largest fuel marketer in both Canada and the Caribbean
supported by good brand recognition; (2) established supply
channels in key geographies providing competitive advantages in
sourcing products and creating barriers to entry; (3) geographic
diversification, with about 25% of EBITDA generated outside of
Canada beginning in 2019; (4) expected positive annual free cash
flow generation (above C$200 million) with which to deleverage
after acquisitions; (5) leverage (adjusted Debt/EBITDA) that is
expected to be sustained below 4x (3.6x estimated for LTM Q1/2019,
pro forma for the Caribbean-based SOL Investments Limited
acquisition that closed in January 2019).
Constraints to Parkland's credit profile include: (1) an aggressive
acquisition strategy involving periodically elevated leverage and
substantial integration and execution risks with a developing track
record for large-scale transactions; (2) exposure to multiple new
operational, geo-political and regulatory risks following the
acquisition of the Caribbean business; and (3) volatility tied to
cash flows from the refinery operations as well as trading
activities (involving the purchase, sale and storage of fuel
products).
Parkland has good liquidity (SGL-2). Sources total about C$1.4
billion while uses in the form of debt maturities total C$426
million for the next four quarters (working capital intermediation
facility of C$314 million and current portion of debt and lease
obligations of C$112 million). The company's liquidity is supported
by C$251 million of cash at March 31, 2019, expected free cash flow
of C$250 million in the next four quarters, and about $930 million
of availability under its C$1.4 billion revolving credit facility
due in January 2023 (C$400 million Canadian tranche, $550 million
US tranche and $230 million Caribbean tranche) when the transaction
closes. Parkland has leverage and coverage covenants under its
revolving credit facility and Moody's expects headroom of at least
20% in the next four quarters. Parkland has limited flexibility to
generate liquidity from assets sales.
The stable outlook reflects Moody's expectation that leverage will
be sustained under 4x and free cash flow will remain positive while
the acquired Caribbean business is integrated.
The ratings could be upgraded if Parkland successfully integrates
recent acquisitions and maintains adequate liquidity while
sustaining adjusted Debt/EBITDA below 3.5x (pro forma 3.6x for LTM
Q1/2019). The ratings could be downgraded if Parkland sustains
adjusted Debt/EBITDA above 4.5x (pro forma 3.6x for LTM Q1/2019). A
weakening in liquidity position, possibly due to negative free cash
flow generation for an extended period could also cause a
downgrade.
The principal methodology used in these ratings was Retail Industry
published in May 2018.
Parkland Fuel Corporation, headquartered in Calgary, Alberta, is
the largest marketer of fuel and petroleum products in Canada and
owner of the Burnaby refinery in Vancouver. The company is also a
retailer and distributor of refined petroleum products across eight
states in the US as well as the largest integrated fuel marketer in
the Caribbean. Revenue for the twelve months ended March 31, 2019
was C$15.3 billion (about C$17 billion, pro forma for the SOL
acquisition).
PATRIOT TECHNOLOGIES: Voluntary Chapter 11 Case Summary
-------------------------------------------------------
Debtor: Patriot Technologies, Inc.
8200 E. Highway 30
P.O. Box 2105
Kearney, NE 68848
Business Description: Patriot Technologies Inc. is a privately
held company in Kearney, Nebraska.
Chapter 11 Petition Date: June 25, 2019
Court: United States Bankruptcy Court
District of Nebraska (Lincoln Office)
Case No.: 19-41090
Judge: Hon. Shon Hastings
Debtor's Counsel: Galen E. Stehlik, Esq.
STEHLIK LAW FIRM, P.C., L.L.O.
724 West Koenig Street
Grand Island, NE 68801
Tel: 308-675-4035
Fax: 308-675-4038
E-mail: galens@lauritsenlaw.com
galen.stehlik@stehliklawfirm.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Jeff Alan Larson, authorized signatory.
The Debtor did not file with the petition a list of its 20 largest
unsecured creditors.
A full-text copy of the petition is available for free at:
http://bankrupt.com/misc/neb19-41090.pdf
PERILLON SOFTWARE: Proposes Chapter 11 Plan Following Asset Sale
----------------------------------------------------------------
Perillon Software, Inc., filed a Chapter 11 liquidating plan and
accompanying disclosure statement.
During the pendency of its Chapter 11 proceeding, the Debtor
effectuated a sale of
substantially all of its assets, including, without limitation,
various of its executory contracts to Lisam Safety, Inc., a
disinterested third party. As part of the sale, the Debtor assumed
and assigned to Lisam certain identified executory contracts. As
consideration for the sale, Lisam paid a cash purchase price in the
amount of $2,500,000.00 -- $2,300,000 to the Debtor, and $200,000
into escrow -- together with certain earn-out provisions which
could increase the overall purchase price to $5,000,000. The sale
of the Sale Assets was approved by the Bankruptcy Court on May 17,
2019, and subsequently closed on May 31, 2019.
Subsequent to the Asset Sale, Lisam commenced operations of the
business it purchased and the Debtor itself ceased operations. The
Debtor's Plan is a liquidating plan and contemplates the creation
of a liquidating trust for the purpose of liquidating any remaining
assets of the Debtor, monitoring the payment of the Earn-Out,
review and, if appropriate, objecting to the proofs of claim of
creditors, making distributions to creditors and generally
administering the bankruptcy estate. The Plan contemplates the
payment in full of all secured claims, administrative and priority
claims and a pro rata distribution to the holders of allowed
general unsecured claims, which amount will be based upon the
amount of the Earn-Out received.
Class 4 - Allowed General Unsecured Claims are impaired. Class 4
is comprised of all holders of Allowed general unsecured claims
against the Debtor. This class includes claims arising out of
unpaid promissory notes, trade claims owed by the Debtor, the
undersecured portion of any purported secured claims, and any
portion of a claim of a taxing authority not entitled to treatment
as secured or priority claim. The Debtor estimates that there will
be approximately $7,500,000 in Allowed Class 4 Claims. In full and
complete settlement, satisfaction and release of each Allowed Class
4 Claim, each holder of such claim will receive, on the later to
occur of the Effective Date or the date such claim becomes Allowed,
either: (i) a pro rata beneficial interest in the Liquidating
Trust, entitling such holder to receive a pro rata share of the
distributions made to all Allowed Class 4 claims from the
Liquidating Trustee until each such claim has been paid in full; or
(ii) treatment as agreed between the holder of the Allowed Class 4
Claim and the Liquidating Trustee.
Class 5 - Equity Interests are impaired. In full and complete
settlement, satisfaction and release of all Allowed Class 5
Interests, the holder of an Allowed Class 5 Interest shall receive
either (i) a pro rata share of the Liquidating Trust after payment
in full of all Allowed Class 1, Class 2, Class 3, Class 4 and
Administrative Claims as well as the payment all fees and expenses
of the Liquidating Trustee; or (ii) treatment as agreed between the
holder of an Allowed Class 5 Interest and the Liquidating Trustee.
A full-text copy of the Disclosure Statement dated June 13, 2019,
is available at https://tinyurl.com/y6btrtro from PacerMonitor.com
at no charge.
The Plan is filed by David B. Madoff, Esq., and James C. Gross,
Esq., at Madoff & Khoury LLP, Foxboro, Massachusetts.
About Perillon Software
Founded in 2005, Perillon Software Inc. -- http://www.perillon.com/
-- offers a full suite of software for environmental management,
health and safety, and enterprise risk built on its flexible cloud
platform. The Company's customers include utilities, pipelines,
refineries, automotive manufacturers, construction firms, food
processing companies, cement companies, and more.
Perillon Software filed a voluntary petition under Chapter 11 of
the Bankruptcy Code (Bankr. D. Mass. Case No. 19-40446) on March
22, 2019. In the petition signed by Bardwell C. Salmon, chief
executive officer, the Debtor disclosed $4,077,880 in assets and
$8,348,791 in liabilities. The Hon. Elizabeth D. Katz oversees the
case. David B. Madoff, Esq. at Madoff & Khoury LLP, is the
Debtor's counsel.
PG&E CORP: Fee Examiner Taps Scott McNutt as Legal Counsel
----------------------------------------------------------
Bruce Markell, the fee examiner appointed in the Chapter 11 cases
of PG&E Corporation and Pacific Gas and Electric Co., received
approval from the U.S. Bankruptcy Court for the Northern District
of California to hire Scott McNutt, Esq., as his legal counsel.
The services to be provided by the attorney include assisting the
examiner in reviewing fee applications and other filings to
evaluate the reasonableness of fees charged; preparing objections
to fee applications; and representing the examiner in dealing with
applicants to resolve issues.
Mr. McNutt charges an hourly fee of $850. Other attorneys of his
firm, McNutt Law Group LLP, who may assist him charge between $400
and $650. The hourly rates for paralegal services range from $150
to $250.
Mr. McNutt is "disinterested" as defined in Section 101(14) of the
Bankruptcy Code, according to court filings.
The attorney maintains an office at:
Scott H. McNutt, Esq.
McNutt Law Group LLP
324 Warren Road
San Mateo, CA 94402
Telephone: (415) 760-5601
Email: shm@ml-sf.com
About PG&E Corporation
PG&E Corporation (NYSE: PCG) -- http://www.pgecorp.com/-- is a
Fortune 200 energy-based holding company, headquartered in San
Francisco. It is the parent company of Pacific Gas and Electric
Company, an energy company that serves 16 million Californians
across a 70,000-square-mile service area in Northern and Central
California.
As of Sept. 30, 2018, the Debtors, on a consolidated basis, had
reported $71.4 billion in assets on a book value basis and $51.7
billion in liabilities on a book value basis.
PG&E Corp. and Pacific Gas employ approximately 24,000 regular
employees, approximately 20 of whom are employed by PG&E Corp. Of
Pacific Gas' regular employees, approximately 15,000 are covered by
collective bargaining agreements with local chapters of three labor
unions: (i) the International Brotherhood of Electrical Workers;
(ii) the Engineers and Scientists of California; and (iii) the
Service Employees International Union.
On Jan. 29, 2019, PG&E Corp. and its primary operating subsidiary,
Pacific Gas and Electric Company, filed voluntary Chapter 11
petitions (Bankr. N.D. Cal. Lead Case No. 19-30088).
PG&E Corporation and its regulated utility subsidiary, Pacific Gas
and Electric Company, said they are facing extraordinary challenges
relating to a series of catastrophic wildfires that occurred in
Northern California in 2017 and 2018. The utility said it faces an
estimated $30 billion in potential liability damages from
California's deadliest wildfires of 2017 and 2018.
Weil, Gotshal & Manges LLP and Cravath, Swaine & Moore LLP are
serving as PG&E's legal counsel, Lazard is serving as its
investment banker and AlixPartners, LLP is serving as the
restructuring advisor to PG&E. Prime Clerk LLC is the claims and
noticing agent.
In order to help support the Company through the reorganization
process, PG&E has appointed James A. Mesterharm, a managing
director at AlixPartners, LLP, and an authorized representative of
AP Services, LLC, to serve as Chief Restructuring Officer. In
addition, PG&E appointed John Boken also a Managing Director at
AlixPartners and an authorized representative of APS, to serve as
Deputy Chief Restructuring Officer. Mr. Mesterharm, Mr. Boken and
their colleagues at AlixPartners will continue to assist PG&E with
the reorganization process and related activities. Morrison &
Foerster LLP, as special regulatory counsel.
The Office of the U.S. Trustee appointed an official committee of
unsecured creditors on Feb. 12, 2019. The Committee retained
Milbank LLP as counsel; FTI Consulting, Inc., as financial advisor;
Centerview Partners LLC as investment banker; and Epiq Corporate
Restructuring, LLC as claims and noticing agent.
On Feb. 15, 2019, the U.S. trustee appointed an official committee
of tort claimants. The tort claimants' committee is represented by
Baker & Hostetler LLP.
Bruce A. Markell was appointed as fee examiner. The examiner is
represented by Scott H. McNutt, Esq.
PHI INC: Amends Plan to Add Settlement with Committees, Lender
--------------------------------------------------------------
PHI, Inc., and certain of its affiliates and subsidiaries filed a
second amended joint plan of reorganization and accompanying
disclosure statement to incorporate a settlement stipulation among
the Debtors, the official committee of unsecured Creditors, the
Unsecured Notes Indenture Trustee, Thirty Two, L.L.C., as lender,
and the official committee of equity security holders.
Shortly following the commencement of these Chapter 11 Cases, the
Debtors filed their initial plan and disclosure statement on April
1, 2019. The Original Plan contemplated, among other things, a $70
million rights offering and certain new equity cash out options in
the event that the Unsecured Notes class voted to accept the
Original Plan. Following feedback from the Creditors' Committee,
the Debtors further amended the Original Plan and related
disclosure statement on May 17, 2019, by removing these features.
Shortly following the filing of the First Amended Plan and
Disclosure Statement, the Debtors, the Creditors' Committee, the
Unsecured Notes Indenture Trustee, Thirty Two, and the Equity
Committee, participated in a mediation with the Honorable David R.
Jones, which ultimately led to the filing of the Settlement
Stipulation.
The Plan provides a Minimum Cash Commitment equity raise of $75
million from the Commitment
Parties and provides for the Debtors' ability to secure funded debt
on or before the Effective Date in an aggregate amount (inclusive
of any Reinstated debt) not to
exceed $225 million.
Proceeds of the Minimum Cash Commitment shall be applied only as
follows: (i) first, to ensure that the Cash Balance projected as of
the Effective Date (after taking into account the New Secured
Financing) is not less than Seventy Five Million Dollars
($75,000,000); and (ii) second, to satisfy the payment in full, in
Cash, on the Effective Date, of the Allowed Thirty Two Claim to the
extent that any New Secured Financing is insufficient to satisfy
such payment of the Allowed Thirty Two Claim.
Class 5 - General Unsecured Claims are impaired with projected
recovery of 50 to 55% in the form of New Common Stock or New
Warrants. Each Holder of an Allowed General Unsecured Claim shall
receive, in full and final satisfaction, settlement, release, and
discharge of such Holder’s rights with respect to and under such
Allowed General Unsecured Claim, (i) in accordance with the
citizenship determination procedures set forth in the Plan, its Pro
Rata share of the New Common Stock Distribution, or (ii) to the
extent the New Common Stock may not be issued to a Holder based on
the fact that such Holder is not deemed to be a U.S. Citizen in
accordance with the determination procedures set forth in the
Plan.
Class 2 - Thirty Two Claim are impaired with projected recovery of
97.8% in the form of Cash. On the Effective Date, the Holder of an
Allowed Thirty Two Claim shall receive, in full and final
satisfaction, settlement, release, and discharge of its rights with
respect to and under such Allowed Thirty Two Claim, Cash in the
full amount of the Allowed Thirty Two Claim.
Class 3 - Blue Torch Claim are impaired with projected recovery of
100%. Except to the extent that the Holder of the Allowed Blue
Torch Claim agrees to less favorable treatment, in exchange for
full and final satisfaction, settlement, release, and discharge of
such Blue Torch Claim, the Holder of the Allowed Blue Torch Claim
shall receive the following, as determined by the Debtors with the
consent of the Creditors' Committee (which consent shall not be
unreasonably withheld): (i) payment in full in Cash equal to the
amount of the Allowed Blue Torch Claim; or (ii) Reinstatement of
the Allowed Blue Torch Claim.
Clas 4 - Aircraft Lessor Claims are impaired with projected
recovery of 50 to 55% in the form of New Common Stock or New
Warrants. Each Aircraft Lessor that enters into a Modified Aircraft
Lease shall receive, in full and final satisfaction, settlement,
release, and discharge of such Holder's rights with respect to and
under such Allowed Aircraft Lessor Claim, (i) in accordance with
the citizenship determination procedures set forth in the Plan, its
Pro Rata share of the New Common Stock Distribution, or (ii) to the
extent the New Common Stock may not be issued to a Holder based on
the fact that such Holder is not deemed to be a U.S. Citizen in
accordance with the determination procedures set forth in the
Plan.
Class 6 - Convenience Claims are impaired with projected recovery
of 50% in the form of Cash. Each Holder of a Convenience Claim
shall receive, in full and final satisfaction, settlement, release,
and discharge of such Holder's rights with respect to and under
such Allowed Convenience Claim, the Convenience Claim Distribution.
For the avoidance of doubt, Holders of Allowed General Unsecured
Claims with a Face Amount greater than $25,000 may elect to reduce
the Face Amount of their Allowed General Unsecured Claim to $25,000
by notifying the Voting and Claims Agent of such election on or
prior to the Voting Deadline and receive the treatment specified in
this section for Class 6 Convenience Claims.
Class 7 - Intercompany Claims are impaired. On the Effective Date
or as soon thereafter as is practicable, the Intercompany Claims
may be extinguished or compromised by distribution, contribution,
or otherwise Reinstated, at the discretion of the Debtors (with the
consent of the Creditors' Committee (which consent shall not be
unreasonably withheld)) or the Reorganized Debtors, as applicable,
on or after the Effective Date.
Class 8 - Subordinated Claims are impaired. Subordinated Claims are
subordinated under the Plan and section 510 of the Bankruptcy Code.
The Holders of Subordinated Claims shall not receive or retain any
property under the Plan on account of such Claims, and the
obligations of the Debtors and the Reorganized Debtors on account
of the Subordinated Claims shall be discharged.
Class 10 - Existing PHI Interests are impaired. Holders of an
Existing PHI Interest shall not receive or retain any property
under the Plan on account of such Claims, and the obligations of
the Debtors and the Reorganized Debtors on account of the Existing
PHI Interests shall be discharged.
As of the Effective Date, the Debtors believe they will have
sufficient funds to satisfy Claims under the treatment set forth in
the Plan as well as to implement the Plan.
A blacklined version of the Second Amended Disclosure Statement is
available at https://tinyurl.com/y56bhdqb from PacerMonitor.com at
no charge.
Counsel for the Debtors are Daniel Prieto, Esq., at DLA Piper LLP
(US), in Dallas, Texas; Thomas R. Califano, Esq., at DLA Piper LLP
(US), in New York; and Daniel M. Simon, Esq., David Avraham, Esq.,
and Tara Nair, Esq., at DLA Piper LLP (US), in Chicago, Illinois.
About PHI Inc.
PHI, Inc. -- http://www.phihelico.com/-- is a provider of
helicopter transportation services in the oil and gas industry,
primarily transporting crews and materials, and in the healthcare
and emergency medical services industry, primarily transporting
patients. It is a publicly held company and provides services in
the United States and abroad.
As of the petition date, PHI owns or operates 238 aircraft
worldwide, of which 17 are leased while eight are owned by the
customer and operated by the company. The remaining 213 are owned
by PHI. The company employs 2,218 people, including pilots,
mechanics, medical and administrative staff.
PHI and its affiliates sought protection under Chapter 11 of the
Bankruptcy Code Bankr. N.D. Tex. Lead Case No. 19-30923) on March
14, 2019. At the time of the filing, PHI estimated assets of $1
billion to $10 billion and liabilities of $500 million to $1
billion.
The cases are assigned to Judge Harlin DeWayne Hale.
The companies tapped DLA Piper LLP (US) as their bankruptcy
counsel; Jones Walker LLP as regular outside counsel; Houlihan
Lokey Capital Inc. and FTI Consulting Inc. as financial advisors;
and Prime Clerk LLC as claims, noticing and solicitation agent.
The Office of the U.S. Trustee on March 25 appointed five creditors
to serve on the official committee of unsecured creditors in the
Chapter 11 cases of PHI, Inc. and its affiliates.
Haynes and Boone, LLP, is co-counsel to the Creditors' Committee.
Milbank, LLP, is counsel to the Creditors' Committee. PJT Partners
LP, is investment banker to the Creditors' Committee.
The Office of the U.S. Trustee on April 25 appointed an official
committee of equity security holders in the Chapter 11 cases of
PHI, Inc. and its affiliates. David B. Golubchik, Esq., Eve H.
Karasik, Esq., and Gary E. Klausner, Esq., at Levene, Neale,
Bender, Yoo & Brill L.L.P., in Los Angeles, California; and Jason
S. Brookner, Esq., Lydia R. Webb, Esq., and Amber M. Carson, Esq.,
at Gray Reed & McGraw LLP, in Dallas, Texas, represent the Equity
Committee.
PHI INC: U.S. Trustee Files Amended Disclosure Statement Objection
------------------------------------------------------------------
The United States Trustee for Region 6 filed an amended objection
to first amended disclosure statement for the first amended joint
plan of reorganization of PHI, Inc.
The U.S. Trustee complains that the Plan is patently unconfirmable
because it contains impermissible release and exculpation
provisions.
The U.S. Trustee points out that The Disclosure Statement and Plan
contain release provisions covering myriad nondebtors including
current and former officers, directors, principals, employees,
shareholders, predecessor, managers, managed account funds,
management companies, fund advisors, advisory board members,
partners, agents, financial advisors, attorneys, accountants,
investment bankers, investment advisors, consultants,
representatives, and other professionals, including those of the
Debtors and of the Debtors two principal lenders, Blue Torch
Finance, LLC and Thirty Two, LLC.
The U.S. Trustee further complains that an opt-out release where
parties are required to take affirmative action in order not to
give a release is not a consensual release.
Accordingly, because the opt-out releases make the Plan patently
unconfirmable, the Court should decline to approve the Disclosure
Statement unless and until the Debtors amend the Plan and
Disclosure Statement to provide for truly consensual releases or to
excise the releases in their entirety.
According to the U.S. Trustee, the exculpation provision included
in the Plan should also be modified to clarify that it complies
with 11 U.S.C. Section 524(e), which was never intended to protect
non-debtor parties from "any negligent conduct that occurred during
the course of the bankruptcy" because there is no evidence that the
exculpated parties are "jointly liable for any…pre-petition
debt."
The U.S. Trustee asserts that the Debtors should modify the
Disclosure Statement and the Plan to clarify that no party shall be
released from any causes of action or proceedings brought by any
governmental agencies in accordance with their regulatory
functions, including but not limited to criminal and environmental
matters.
About PHI Inc.
PHI, Inc. -- http://www.phihelico.com/-- is a provider of
helicopter transportation services in the oil and gas industry,
primarily transporting crews and materials, and in the healthcare
and emergency medical services industry, primarily transporting
patients. It is a publicly held company and provides services in
the United States and abroad.
As of the petition date, PHI owns or operates 238 aircraft
worldwide, of which 17 are leased while eight are owned by the
customer and operated by the company. The remaining 213 are owned
by PHI. The company employs 2,218 people, including pilots,
mechanics, medical and administrative staff.
PHI and its affiliates sought protection under Chapter 11 of the
Bankruptcy Code Bankr. N.D. Tex. Lead Case No. 19-30923) on March
14, 2019. At the time of the filing, PHI estimated assets of $1
billion to $10 billion and liabilities of $500 million to $1
billion.
The cases are assigned to Judge Harlin DeWayne Hale.
The companies tapped DLA Piper LLP (US) as their bankruptcy
counsel; Jones Walker LLP as regular outside counsel; Houlihan
Lokey Capital Inc. and FTI Consulting Inc. as financial advisors;
and Prime Clerk LLC as claims, noticing and solicitation agent.
The Office of the U.S. Trustee on March 25 appointed five creditors
to serve on the official committee of unsecured creditors in the
Chapter 11 cases of PHI, Inc. and its affiliates.
Haynes and Boone, LLP, is co-counsel to the Creditors' Committee.
Milbank, LLP, is counsel to the Creditors' Committee. PJT Partners
LP, is investment banker to the Creditors' Committee.
The Office of the U.S. Trustee on April 25 appointed an official
committee of equity security holders in the Chapter 11 cases of
PHI, Inc. and its affiliates. David B. Golubchik, Esq., Eve H.
Karasik, Esq., and Gary E. Klausner, Esq., at Levene, Neale,
Bender, Yoo & Brill L.L.P., in Los Angeles, California; and Jason
S. Brookner, Esq., Lydia R. Webb, Esq., and Amber M. Carson, Esq.,
at Gray Reed & McGraw LLP, in Dallas, Texas, represent the Equity
Committee.
PIER 3 BUILDERS: Case Summary & 13 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Pier 3 Builders LLC
6 Leominster Street
PO Box 372
Westminster, MA 01473
Business Description: Pier 3 Builders LLC is a privately held
company in the residential building
construction business. The Company offers
construction and remodeling services such as
custom home building, additions, basement
remodeling, and more.
Chapter 11 Petition Date: June 24, 2019
Court: United States Bankruptcy Court
District of Massachusetts (Worcester)
Case No.: 19-41022
Judge: Hon. Elizabeth D. Katz
Debtor's Counsel: David M. Nickless, Esq.
NICKLESS, PHILLIPS AND O'CONNOR
625 Main Street
Fitchburg, MA 01420
Tel: (978) 342-4590
Fax: (978) 343-6383
E-mail: dnickless@npolegal.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Brian Campanale, manager.
A copy of the Debtor's list of 13 unsecured creditors is available
for free at:
http://bankrupt.com/misc/mab19-41022_creditors.pdf
A full-text copy of the petition is available for free at:
http://bankrupt.com/misc/mab19-41022.pdf
POST HOLDINGS: Moody's Rates New $500MM Unsecured Notes 'B2'
------------------------------------------------------------
Moody's Investors Service has assigned a B2 rating to Post
Holdings, Inc.'s proposed $500 million 10-year senior unsecured
notes being offered. Proceeds from the proposed notes will be used
for general corporate purposes. All other ratings, including the
company's B1 Corporate Family Rating and Ba1 senior secured debt
rating, are unchanged. The outlook is stable.
"Based on the lack of near term debt maturities and its undrawn
revolving line, we expect that the immediate use of net cash
proceeds will be to supplement cash balances," commented Brian
Weddington, VP -- Senior Credit Officer. "We expect that
eventually, the company's cash pile will be deployed to fund future
acquisitions," added Weddington.
Moody's assumption of a steady pace of acquisitions is reflected in
Post's B1 Corporate Family Rating. As of March 31, 2019 Post was
holding approximately $150 million of cash. The nearest debt
maturity is in May 2024, when a $1.3 billion senior secured term
loan matures.
Ratings assigned:
Post Holdings, Inc.
Proposed $500 million senior unsecured notes due 2029 at B2
(LGD4).
The outlook is stable.
RATINGS RATIONALE
The B1 Corporate Family Rating reflects Post's
growth-through-acquisitions strategy and the resulting periods of
high financial leverage. The ratings are supported by the strong
cash flow generated by the slowly declining, but highly profitable
ready-to-eat (RTE) cereal category, which generates 40% of total
company sales. The company's refrigerated food segment, which
represents 45% of sales, also is an important contributor to
earnings. However, within this segment, the large commercial egg
business generates much lower margins and periodically, high
earnings volatility. Finally, the company's credit profile is
supported by good product diversity, moderate geographic sales
diversity and solid brand equities in high margin categories.
The SGL-1 Speculative Grade Liquidity rating reflects very good
liquidity characterized by over $500 million in annual free cash
flow and over $650 million of excess cash, pro forma the offering.
The stable outlook reflects Moody's expectation that Post will
continue to demonstrate the capacity and willingness to quickly
restore its credit metrics following leveraged acquisitions.
The ratings could be upgraded if the pace of Post's acquisitions
slows, operating profit margins remain stable, and the company
sustains debt/EBITDA below 5.5 times.
The ratings could be downgraded if operating performance
deteriorates, debt to EBITDA is sustained above 6.5 times, or if
free cash flow turns negative.
The principal methodology used in this rating was Global Packaged
Goods published in January 2017.
CORPORATE PROFILE
Based in St. Louis Missouri, Post Holdings manufactures, markets
and distributes food products in categories that include RTE
cereal, retail and foodservice egg and potato products, retail side
dishes, retail cheese and sausage products, protein shakes, bars
and healthy snacks. Annual net sales approximate $5.5 billion.
PROHEALTH RURAL: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Prohealth Rural Health Services, Inc.
dba Prohealth Community Health Center
PO Box 2029
Brentwood, TN 37024
Business Description: Prohealth Rural Health Services Inc. owns
and operates a medical clinic in Brentwood,
Tennessee. The Debtor previously sought
bankruptcy protection on Aug. 29, 2018
(Bankr. M.D. Tenn. Case No. 18-05771).
Chapter 11 Petition Date: June 25, 2019
Court: United States Bankruptcy Court
Middle District of Tennessee (Nashville)
Case No.: 19-04054
Judge: Hon. Randal S. Mashburn
Debtor's Counsel: Henry E. Hildebrand IV, Esq.
DUNHAM HILDEBRAND, PLLC
1704 Charlotte Avenue, Suite 105
Nashville, TN 37203
Tel: 615-933-5851
Fax: 855-510-7142
E-mail: ned@dhnashville.com
- and -
Denis Graham (Gray) Waldron, Esq.
DUNHAM HILDEBRAND, PLLC
2416 21st Avenue South
Nashville, TN 37212
Tel: 629-777-6519
E-mail: gray@dhnashville.com
- and -
Griffin S. Dunham, Esq.
DUNHAM HILDEBRAND, PLLC
2416 21st Avenue South
Suite 303
Nashville, TN 37212
Tel: 615-933-5850
E-mail: griffin@dhnashville.com
Estimated Assets: $100,000 to $500,000
Estimated Liabilities: $10 million to $50 million
The petition was signed by Michael Gaw, chairman.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 20 largest unsecured creditors is available
for free at:
http://bankrupt.com/misc/tnmb19-04054.pdf
PROTEA BIOSCIENCES: LAIDLAW Objects to Disclosure Statement
-----------------------------------------------------------
Laidlaw & Company (UK) Ltd. and PPLL Partners LLC object to the
revised joint disclosure statement relating to the revised joint
plan of liquidation of Protea Biosciences, Inc., and Protea
Biosciences Group, Inc.
Laidlaw and PPLL object to approval of the Revised Disclosure
Statement, which continues to contain most of the objectionable
provisions that were in the original Disclosure Statement and has
added a few more objectionable provisions.
Laidlaw asserts that the Revised Disclosure Statement here
describes a Revised Plan that is unconfirmable under the Bankruptcy
Code and fails to contain adequate information regarding numerous
aspects of the Revised Plan.
Laidlaw points out that the original Disclosure Statement failed to
include information regarding how the then-listed amount of the
$1,300,000.00 value of the AzurRx Stock was calculated.
Laidlaw further points out that the Revised Disclosure Statement
leaves blank spaces so that the value of the restricted Stock can
be inserted as of the close of the markets on the date the court
approves a disclosure statement.
According to Laidlaw, the Debtors fail to provide a process for
filing requests for the allowance of interim fees on a final basis
or for the Court to hold a hearing on final fee applications.
Laidlaw complains that the Revised Disclosure Statement has no
calculation or claims reconciliation to indicate the total amount
of claims listed in the Debtors’ schedules, in addition to those
filed as proofs of claim.
Counsel for Laidlaw and PPLL Partners:
Beverly Weiss Manne, Esq.
Judith K. Fitzgerald, Esq.
Danielle L. Dietrich, Esq.
TUCKER ARENSBERG, P.C.
1500 One PPG Place
Pittsburgh, PA 15222
Phone: 412-566-1212
Email: bmanne@tuckerlaw.com
jfitzgerald@tuckerlaw.com
ddietrich@tuckerlaw.com
-- and --
Terry D. Reed, Esq.
HYMES AND COONTS
23 West Main Street
Buckhannon, WV 26201
Phone: (304) 472-1615
Email: treed@hymesandcoonts.com
About Protea Biosciences
Headquartered in Morgantown, West Virginia, Protea Biosciences Inc.
-- https://www.proteabio.com/ -- is a bioanalytics technology
company that provides analytical and diagnostic solutions for the
rapid and direct identification, mapping and display of the
molecules present in living cells and biological samples.
Protea Biosciences, Inc., and its affiliate Protea Biosciences
Group, Inc., sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. N.D. W.Va. Case Nos. 17-01200 and 17-01201) on Dec. 1,
2017.
At the time of the filing, Protea Biosciences disclosed $5.16
million in assets and $13.64 million in liabilities. Protea
Biosciences Group disclosed $2.7 million in assets and $18.2
million in liabilities.
Judge Patrick M. Flatley presides over the case.
The Debtors hired Buchanan Ingersoll & Rooney PC as their legal
counsel; and Compass Advisory Partners, LLC, as their restructuring
advisor.
PROTEC INSTRUMENT: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Two affiliates that have filed voluntary petitions seeking relief
under Chapter 11 of the Bankruptcy Code:
Debtor Case No.
------ --------
Protec Instrument Corporation 19-12164
38 Edge Hill Road
Waltham, MA 02451
Protec RE Holdings Inc. 19-12165
38 Edge Hill Road
Waltham, MA 02451
Business Description: Protec Instrument Corporation manufactures
analytical instruments.
Protec RE Holdings owns in fee simple a
property located at 38-40 Edge Hill Road,
Waltham, Massachusetts having an appraised
value of $2.17 million.
Chapter 11 Petition Date: June 25, 2019
Court: United States Bankruptcy Court
District of Massachusetts (Boston)
Judge: Hon. Christopher J. Panos
Debtors' Counsel: Nina M. Parker, Esq.
PARKER & ASSOCIATES
10 Converse Place, Suite 201
Winchester, MA 01890
Tel: (781) 729-0005
Fax: (781) 729-0187
E-mail: nparker@ninaparker.com
Protec Instrument's
Total Assets: $3,472,694
Protec Instrument's
Total Liabilities: $2,725,521
Protec RE's
Total Assets: $2,170,000
Protec RE's
Total Liabilities: $2,458,971
The petition was signed by Verena Streber, president.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 20 largest unsecured creditors is available
for free at:
http://bankrupt.com/misc/mab19-12164.pdf
Protec RE stated it has no unsecured creditors. A full-text copy
of the petition is available for free at:
http://bankrupt.com/misc/mab19-12165.pdf
PUMAS CAB: July 17 Plan Confirmation Hearing
--------------------------------------------
The Fourth Amended Disclosure Statement explaining the Fourth
Amended Chapter 11 Plan of Pumas Cab Corp is conditionally
approved.
A joint hearing will be held on July 17, 2019 at 03:30 PM at
Courtroom 3529 (Judge Craig), Brooklyn, NY for final approval of
the Fourth Amended Disclosure Statement pursuant to 11 U.S.C.
Section 1125 and confirmation of the Fourth Amended Plan pursuant
to 11 U.S.C. Section 1129.
Objections to the final approval of the Fourth Amended Disclosure
Statement and confirmation of the Fourth Amended Plan must be in
writing and must be filed and served by July 10, 2019 at 4:00 p.m.
All ballots voting in favor of or against the Fourth Amended Plan
are to be submitted so as to be actually received by counsel for
the Debtor on or before July 10, 2019 at 4:00 p.m.
Counsel for the Debtors shall file a ballot tally and an affidavit
and/or brief in support of confirmation by July 11, 2019.
About Pumas Cab Corp.
Pumas Cab Corp. is a small business debtor as defined in 11 U.S.C.
Section 101(51D) under the taxi and limousine service industry. It
is an affiliate of Quizphi Cab Corp., which sought bankruptcy
protection (Bankr. E.D.N.Y. Case No. 17-44085) on Aug. 7, 2017.
Pumas Cab Corp., based in Astoria, New York, filed a Chapter 11
petition (Bankr. E.D.N.Y. Case No. 17-44151) on Aug. 10, 2017. In
the petition signed by Nelly Lucero, secretary, the Debtor
disclosed $12,415 in assets and $2.64 million in liabilities. The
Hon. Carla E. Craig presides over the Pumas Cab case.
QUIZHPI CAB: July 17 Plan Confirmation Hearing
----------------------------------------------
The Third Amended Disclosure Statement explaining the Third Amended
Chapter 11 Plan of Quizhpi Cab Corp. is conditionally approved.
A joint (CEC) hearing will be held on July 17, 2019 at 3:30 P.M.
for final approval of the Third Amended Disclosure Statement
pursuant to 11 U.S.C. Section 1125 and (CEC) confirmation of the
Third Amended Plan before the Honorable Carla E. Craig, United
States Bankruptcy Judge, United States Bankruptcy Court for the
Eastern District of New York, 271-C Cadman Plaza East, Brooklyn,
New York, Courtroom 3529.
July 10, 2019 is fixed as the last day for filing and serving
written objections to the final approval of the Third Amended
Disclosure Statement and (CEC) confirmation of the Third Amended
Plan.
All ballots voting in favor of or against the Third Amended Plan
are to be submitted so as to be actually received by counsel for
the Debtor on or before July 10, 2019 at 4:00 p.m.
Objections to the final approval of the Third Amended Disclosure
Statement and (CEC) confirmation of the Third Amended Plan must be
in writing and must be filed and served by July 10, 2019 at 4:00
p.m.
About Pumas Cab Corp.
Pumas Cab Corp. is a small business debtor as defined in 11 U.S.C.
Section 101(51D) under the taxi and limousine service industry. It
is an affiliate of Quizphi Cab Corp., which sought bankruptcy
protection (Bankr. E.D.N.Y. Case No. 17-44085) on Aug. 7, 2017.
Pumas Cab Corp., based in Astoria, New York, filed a Chapter 11
petition (Bankr. E.D.N.Y. Case No. 17-44151) on Aug. 10, 2017. In
the petition signed by Nelly Lucero, secretary, the Debtor
disclosed $12,415 in assets and $2.64 million in liabilities. The
Hon. Carla E. Craig presides over the Pumas Cab case.
RENNOVA HEALTH: Gets $1.27M from Additional Debentures Issuance
---------------------------------------------------------------
As previously announced, on June 13, 2019 Rennova Health, Inc.,
closed an offering of $1,250,000 aggregate principal amount of
debentures with certain existing institutional investors pursuant
to the terms of a Bridge Debenture Agreement, dated as of June 13,
2019. The June 13 Agreement provided that on or prior to June 30,
2019, at the mutual election of the Company and the investors, the
investors could purchase an additional $1,250,000 principal amount
on the same terms and conditions as provided in the June 13
Agreement.
On June 21, 2019, the Company and the investors agreed that the
Company would issue, and the investors would purchase, $250,000
principal amount of debentures and on June 24, 2019 the Company and
the investors agreed that the Company would issue, and the
investors would purchase, an additional $1,020,000 aggregate
principal amount of debentures. In connection with the issuances
of the Debentures, the Company received total proceeds of
$1,270,000. The $1,020,000 aggregate principal amount of the
Debentures were issued pursuant to a Bridge Debenture Agreement,
dated as of June 24, 2019.
The Debentures are secured and guaranteed by the Company's
subsidiaries on the same terms as provided in the Securities
Purchase Agreement, dated as of Aug. 31, 2017. The Debentures may
also be exchanged for shares of the Company's Series I-2
Convertible Preferred Stock under the terms of the
previously-announced Exchange Agreement, dated as of Oct. 30, 2017.
Commencing on Aug. 17, 2019, the Debentures will bear interest on
the outstanding principal amount at a rate of 2.5% per month
(increasing to 5% per month on Oct. 12, 2019), payable quarterly
beginning on Oct. 1, 2019. All overdue accrued and unpaid interest
will entail a late fee equal to the lesser of 24% per annum or the
maximum rate permitted by applicable law. Christopher Diamantis, a
director of the Company, is a guarantor of the Debentures.
The Debentures were issued in reliance on the exemption from
registration contained in Section 4(a)(2) of the Securities Act of
1933, as amended, and by Rule 506 of Regulation D promulgated
thereunder as transactions by an issuer not involving a public
offering.
About Rennova Health
Rennova Health, Inc. -- http://www.rennovahealth.com/-- operates
three rural hospitals in Tennessee and provides diagnostics and
supportive software solutions to healthcare providers.
Rennova Health reported a net loss attributable to common
shareholders of $108.5 million for the year ended Dec. 31, 2017,
compared to a net loss attributable to common shareholders of
$32.61 million for the year ended Dec. 31, 2016. As of Sept. 30,
2018, the Company had $19.43 million in total assets, $39.76
million in total liabilities, $5.83 million in redeemable preferred
stock I-1, $3.96 million in redeemable preferred stock I-2, and a
total stockholders' deficit of $30.13 million.
The report from the Company's independent accounting firm Green &
Company, CPAs, in Tampa, Florida, the Company's auditor since 2015,
on the consolidated financial statements for the year ended Dec.
31, 2017, includes an explanatory paragraph stating that the
Company has significant net losses, cash flow deficiencies,
negative working capital and accumulated deficit. These conditions
raise substantial doubt about the company's ability to continue as
a going concern.
RP BROADCASTING: Trustee's $475K Sale of Idaho Radio Stations OK'd
------------------------------------------------------------------
Judge William T. Thurman of the U.S. Bankruptcy Court for the
District of Utah approved (1) the transaction between RP
Broadcasting Idaho, LLC, as the assignee, and RP Broadcasting Idaho
LS, LLC, as the assignor, in accordance with and pursuant to the
Asset Purchase Agreement and the ancillary Local Programming and
Marketing Agreement ("LPMA"); and (2) the concurrent sale
transaction between the Debtor and Purchaser Magic Valley Media,
LLC, in accordance with and pursuant to the Asset Purchase
Agreement, in connection with the sale of all stations based in
Idaho for $475,000.
Mark Hashimoto, the Chapter 11 Trustee of RP Broadcasting Idaho,
LLC, is authorized and directed to consummate the Transactions in
accordance with the Transaction Documents, including, without
limitation, by executing all documents and taking all actions
necessary and appropriate to effectuate and consummate the
Transactions (including the transfer of the Idaho LS Assets and the
transfer and sale of the Idaho Stations Assets) in consideration of
the Purchase Price consideration upon the terms set forth in the
MVM APA and other consideration set forth in the Transaction
Documents, including, without limitation, assuming from Idaho LS
and assigning to MVM the Assigned Contracts.
The Debtor's operation of and broadcast of programming on the
Stations, including the sale of advertising, on the terms of the
LPMA as managed by the Trustee is approved in all respects, and the
Trustee is authorized and directed to execute the LPMA and
consummate the transactions thereunder.
The Trustee's entry into the Escrow Agreement for holding of the
$100,000 escrow deposit from MVM under the MVM APA is approved in
all respects, and the Trustee is authorized and directed to execute
the Escrow Agreement to consummate the transactions thereunder.
The sale is free and clear of all encumbrances and other
Interests.
Following the Closing, the equipment located on the tower located
on Sawtelle Peak in Island Park, Wyoming (whether such equipment is
sold to MVM or retained by the Estate) will be removed from the
Sawtelle Tower by no later than 30 days after the Closing or the
equipment will be deemed abandoned.
Subject to MVM's delivery to the Trustee of cash in an amount equal
to the full purchase price, and fulfillment of all other terms and
conditions of the Purchase Agreements, the Order will be construed
and will constitute for any and all purposes a full and complete
general assignment, conveyance, and transfer of Idaho LS' interest
in the Idaho LS Assets and of the Debtor's interest in the Idaho
Stations Assets (including the Idaho LS Assets to the extent
related to the Idaho Stations) or a bill of sale transferring good
and marketable title in the Idaho LS Assets to the Debtor and the
Idaho Stations Assets (including the Idaho LS Assets to the extent
related to the Idaho Stations) to MVM.
Other than the cure amount to be paid by MVM, there will be no rent
accelerations, assignment fees, increases or any other fees charged
to MVM as a result of the assumption and assignment of the Assigned
Contracts. The Assigned Contracts will remain in full force and
effect in accordance with their terms, and no default will exist
under the Assigned Contracts, nor will there exist any event or
condition which, with the passage of time or giving of notice, or
both, would constitute such a default.
As of the Petition Date, the Debtor and SBA Steel, LLC were parties
to certain agreements with SBA, which consist of radio tower space
for the following broadcast entities: KECH-FM; KSKIFM, and KYZK-FM
pursuant to an Amended and Restated Tower Lease Agreement dated
Dec. 13, 2012, which amends the base lease dated January 31, 1998
between SBA and Chaparral and assigned to the Debtor.
Notwithstanding the provisions of Bankruptcy Rule 6004(h) and
6006(d), the Order will be effective and enforceable immediately
and will not be stayed. Any party objecting to the Order must
exercise due diligence in filing an appeal and pursuing a stay, or
risk its appeal being dismissed as moot.
A copy of the Agreements attached to the Order is available for
free at:
http://bankrupt.com/misc/RP_Broadcasting_215_Order.pdf
About RP Broadcasting Idaho
RP Broadcasting Idaho, LLC, filed a Chapter 11 petition (Bankr. D.
Utah Case No. 16-28578) on Sept. 28, 2016. The petition was signed
by Richard O. Mecham, president and CEO. The Debtor estimated
assets and liabilities at $1 million to $10 million at the time of
the filing.
The Debtor tapped Penrod W. Keith, Esq., at Durham Jones & Pinegar,
P.C., as counsel.
On March 29, 2017, Mark Hashimoto was appointed as the Chapter 11
Trustee for the Debtor's estate. Dorsey & Whitney, LLP, is counsel
for the Trustee.
SABREE INC: Case Summary & 14 Unsecured Creditors
-------------------------------------------------
Debtor: Sabree Inc.
9687 Gerwig Ln, Ste A
Columbia, MD 21046-2857
Business Description: Sabree Inc. -- http://www.sabreeinc.com/--
is a full service construction contractor
specializing in renovations, new
construction, facilities service and
maintenance, and environmental remediation
services. The Company was founded in 2006
by Tajuddin Sabree.
Chapter 11 Petition Date: June 24, 2019
Court: United States Bankruptcy Court
District of Maryland (Baltimore)
Case No.: 19-18526
Judge: Hon. Michelle M. Harner
Debtor's Counsel: Damani K. Ingram, Esq.
THE INGRAM FIRM, LLC
5457 Twin Knolls Rd., Ste. 301
Columbia, MD 21045
Tel: (410) 992-6603
Fax: (410) 992-6671
E-mail: ingramlawfirm@gmail.com
Estimated Assets: $0 to $50,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Tajuddin I. Sabree, president.
A copy of the Debtor's list of 14 unsecured creditors is available
for free at:
http://bankrupt.com/misc/mdb19-18526_creditors.pdf
A full-text copy of the petition is available for free at:
http://bankrupt.com/misc/mdb19-18526.pdf
SANGO POOL: July 23 Plan Confirmation Hearing
---------------------------------------------
The First Amended Disclosure Statement explaining the First Amended
Chapter 11 Plan of Sango Pool & Spa, LLC, is conditionally
approved.
The hearing on confirmation of the First Amended Plan and approval
of the First Amended Disclosure Statement will be held at 9:00 a.m.
on July 23, 2019, at the U.S. Bankruptcy Court for the Middle
District of Tennessee, Courtroom Three, Second Floor, Customs
House, 701 Broadway, Nashville, Tennessee 37203.
July 12, 2019 is fixed as the last day for filing and serving in
written objections to the First Amended Disclosure Statement.
July 12, 2019 is fixed as the last day for filing and serving
written objections to confirmation of the First Amended Plan.
July 12, 2019 is fixed as the last day for filing written
acceptances or rejections of the Plan.
About Sango Pool and Spa LLC
Sango Pool and Spa, LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. M.D. Tenn. Case No. 18-05552) on August 20,
2018. At the time of the filing, the Debtor disclosed that it had
estimated assets of less than $500,000 and liabilities of less than
$1 million.
Marian F. Harrison presides over the case. Steven L. Lefkovitz,
Esq., at the Law Offices of Lefkovitz & Lefkovitz is the Debtor's
legal counsel.
SIZMEK INC: $30M Sale of AdServer Business to Amazon Approved
-------------------------------------------------------------
Judge Stuart M. Bernstein of the U.S. Bankruptcy Court for the
Southern District of New York authorized Sizmek Inc. and affiliates
to sell their AdServer business, a creative business consisting of
an internet advertising delivery service, to Amazon.com, Inc., for
approximately $30 million.
The sale is free and clear of all Encumbrances. Such Encumbrances
will attach to the proceeds received by Debtors from such sale.
The $30 will be allocated between Debtor Seller and Non-Debtor
Sellers as follows: (1) $12,266,000 to Seller Sizmek Technologies,
Inc.; (2) $3,447,000 to Sizmek UK; and (3) $14,288,000 to Sizmek
Israel.
The Debtors are authorized and directed to assume and assign each
Assigned Contract listed on the Assigned Contracts list to the
Buyer. They are authorized to pay any Sellers' Cure Payments, as
contemplated by the APA.
Notwithstanding anything to the contrary contained in the Order,
Publicis Media, Inc. will retain all rights of adjustment,
reconciliation, setoff and recoupment under its Assigned Contracts
and applicable law.
Oracle America, Inc.'s limited objection to and reservation of
rights regarding the Debtors' Motion is moot to the extent that no
agreement between the Debtors and Oracle is an Assigned Contract at
this time and any agreement has been removed from the schedule of
Assigned Contracts.
The informal objection received by the Debtors from DotC Pte. Ltd
is moot, because no agreement between DotC Pte. Ltd is an Assigned
Contract at this time.
The Debtors also received from Equinix, Equinix Inc.'s limited
objection to the Debtors's Motion objecting to the amount of the
proposed cure and the identification of the contracts for
assumption. Nothing in the Order will authorize the assumption of
any agreement between Equinix Inc. and Debtors, and such contracts
will only be assumed and assigned upon consent of Equinix or
further Order of
the Court.
The Debtors also received from AT&T its limited objection,
objecting to the amount of the proposed cure. Nothing in the Order
will authorize the assumption of any agreement between AT&T and
Debtors, and such contracts will only be assumed and assigned upon
consent of AT&T or further Order of this Court, provided that at
least seven days' written notice of the proposed assumption and
assignment will be furnished to AT&T and its counsel.
The Debtors also received from Hewlett-Packard Financial Services
("HPFS") the limited objection, following the inclusion of one or
more agreements on the proposed list of contracts to be assumed and
assigned as part of the APA. HPFS is a lessor of certain analytic
software, known as Vertica software, to Debtor Seller, pursuant to
that certain Software License Lease Agreement, dated Jan. 1, 2018,
as amended and supplemented from time to time. In addition to the
HPFS Software Lease, HPFS is also a party to that certain Master
Lease and Financing Agreement with Debtor Seller, dated October 31,
2018, as amended and supplemented, including by those specific
Schedules and Annexes, which include various computer equipment
units.
Notwithstanding anything to the contrary, nothing in the Order
shall: (i) authorize the assumption or rejection of any agreement
between HPFS and Debtors; such contracts may only be assumed (or
assumed and assigned) or rejected upon consent of HPFS or further
Order of the Court; or (ii) permit the sale or transfer of software
licenses or equipment free and clear of the HPFS Software Lease or
the HPFS Master Lease and HPFS rights thereunder.
Moreover, until such time as the assumption/rejection issue is
resolved as to the HPFS Software Lease and HPFS Master Lease, only
the Debtor Seller, as the contract counterparty to such agreements,
will be permitted to utilize the software licenses and equipment
subject to HPFS' agreements and the Debtors will continue to timely
pay, or cause to be timely paid, all post-petition obligations
relating to the HPFS agreements until such time as the agreements
are assumed and assigned or rejected by an Order of the Court,
provided that at least 10 days' written notice of the proposed
assumption and assignment or rejection is furnished to HPFS and its
counsel. Nothing in the Order is intended to nor should it be
construed as a waiver of any of HPFS' rights and remedies, under
the HPFS Software Lease, HPFS Master Lease, at law, or in equity.
Pursuant to the APA, the Sellers will enter into a Transition
Services Agreement on the Closing Date pursuant to which the
Sellers will provide to the Buyer, and the Buyer will provide to
the Sellers, certain services for the transitional period followig
Closing. The Debtor Seller is authorized to enter into and perform
under the Transition Services Agreement and to execute and deliver
any additional documentation in support of that agreement.
Pursuant to Bankruptcy Rules 7062, 9014, 6004(h), and 6006(d), the
Order will be effective immediately upon entry and the Debtor
Seller and Buyer are authorized to close the Sale Transaction
immediately upon entry of the Order.
The Sale Transaction will be exempt from any bulk sales or similar
law of any state or jurisdiction.
About Sizmek Inc.
Sizmek Inc. is an online advertising campaign management and
distribution platform for advertisers, media agencies, and
publishers.
Sizmek Inc. filed a voluntary Chapter 11 petition (Bankr. S.D.N.Y.
Case No. 19-10971) on March 29, 2019. Judge Stuart M. Bernstein
oversees the case. Justin R. Bernbrock, Esq., at Kirkland & Ellis
LLP, is the Debtor's counsel.
SOUTH STREEET BRENTWOOD: Case Summary & 2 Unsecured Creditors
-------------------------------------------------------------
Debtor: South Street Brentwood, LLC
13187 Chalon Road
Los Angeles, CA 90049
Business Description: South Street Brentwood LLC owns 1.3 acres
of vacant land neighboring the Brentwood
Country Estates, off of Mandeville Canyon
in Los Angeles, California. Construction of
the Property, which is valued by the Company
at $3.2 million, has not yet commenced.
Chapter 11 Petition Date: June 25, 2019
Court: United States Bankruptcy Court
Central District of California (Los Angeles)
Case No.: 19-17410
Judge: Hon. Neil W. Bason
Debtor's Counsel: Michael Jay Berger, Esq.
LAW OFFICES OF MICHAEL JAY BERGER
9454 Wilshire Blvd 6th Floor
Beverly Hills, CA 90212-2929
Tel: 310-271-6223
Fax: 310-271-9805
E-mail: michael.berger@bankruptcypower.com
Total Assets: $3,200,000
Total Liabilities: $3,777,821
The petition was signed by Samuel Hanson, managing member.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 20 largest unsecured creditors is available
for free at:
http://bankrupt.com/misc/cacb19-17410.pdf
SOUTH TEXAS: Creditors Object to Disclosure Statement
-----------------------------------------------------
Creditors Triple 7 Capital, LLC and Balfour Beatty Construction
filed objections to the approval of the Original and Amended
Disclosure Statements explaining filed by South Texas Innovations
LLC. Titan Formwork Systems, LLC, joins in Triple 7 and Balfour
Beatty's objections.
Balfour complains that the Debtor's Monthly Operating Reports filed
throughout the case, the Disclosure Statement, and the Plan
demonstrate that the title of Debtor's Plan is a misnomer, since
each of the Debtor's filings demonstrate that Debtor has no current
ongoing operations, and has had no operations at any time since the
involuntary petition was filed.
Thus, there are no operations to reorganize, and, frankly, there
is no reason for the Debtor to be in Chapter 11. A motion to
convert the case back to Chapter 7 was filed back in April 2019,
and has now been joined in by at least three (3) creditors, Balfour
notes.
Attorneys for Balfour:
Marc W. Taubenfeld, Esq.
McGuire, Craddock & Strother, P.C.
2501 N. Harwood, Suite 1800
Dallas, TX 75201
Tel: (214) 954-6800
Fax: (214) 954-6850
Email: mtaubenfeld@mcslaw.com
Attorneys for Titan Formwork:
Lisa M. Norman, Esq.
1885 Saint James Place, 15th Floor
Houston, Texas 77056
Tel: 713-850-4200
Fax: 713-850-4211
Email: Lnorman@andrewsmyers.com
About South Texas Innovations
Creditors Titan Formwork Systems LLC, Superior Crushed Stone LC and
T-Star Sawing & Drilling LLC filed a Chapter 7 involuntary petition
(Bankr. S.D. Texas Case No. 18-34245) against South Texas
Innovations LLC on Aug. 3, 2018. The creditors are represented by
Lisa M. Norman, Esq.
On November 1, 2018, the Chapter 7 case was converted to one under
Chapter 11 (Bankr. S.D. Texas Case No. 18-34245). The case has
been assigned to Judge David R. Jones. The Debtor tapped Walker &
Patterson, P.C. as its legal counsel.
SPAR BUSINESS: July 29 Plan Confirmation Hearing
------------------------------------------------
The Disclosure Statement explaining the First Amended Chapter 11
Plan of Reorganization of Spar Business Services, Inc., is
conditionally approved.
A combined hearing to consider the final adequacy of the Debtor's
proposed Disclosure Statement, as well as confirmation of the
Debtor's Plan will be held on July 29, 2019 at 1:30 p.m. at the
United States Bankruptcy Court for the District of Nevada, 300 Las
Vegas Boulevard South, 3rd Floor, Las Vegas, Nevada 89101,
Courtroom No. 1.
All objections to final approval of the Disclosure Statement or to
confirmation of the Debtor's Plan as well as any declarations or
evidence in support of any Objections, must be made in writing and
filed with the Bankruptcy Court by July 15, 2019.
About Spar Business Services
Spar Business Services, Inc., filed a Chapter 11 bankruptcy
petition (Bankr. D. Nev. Case No. 18-16974) on Nov. 23, 2018,
disclosing under $1 million in both assets and liabilities. The
Debtor is represented by Matthew C. Zirzow, Esq., at Larson Zirzow
& Kaplan, LLC.
SUPER QUALITY: Aug. 1 Plan Confirmation Hearing
-----------------------------------------------
A hearing will be held on August 1, 2019 at 9:30 a:m in Courtroom
C, Fifth Floor, U.S. Custom House, 721 19th St., Denver, Colorado,
at which time the Court will hear and consider the following the
final approval of the Disclosure Statement explaining the Amended
Chapter 11 Plan of Super Quality Cleaners, LLC, and confirmation of
the Debtor's Plan, and objections thereto.
Ballots accepting or rejecting the Plan must be submitted by the
holders of all claims or interests on or before 5:00 p.m. on July
24, 2019.
On or before July 24, 2019, any objection to confirmation of the
Plan will be filed with the Court and a copy served on the Debtor's
counsel.
About Super Quality Cleaners
Super Quality Cleaners, LLC is a dry-cleaning plant located in
Colorado Springs, Colorado.
The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D. Colo. Case No. 17-20703) on November 21, 2017. At
the time of the filing, the Debtor disclosed that it had estimated
assets and liabilities of less than $500,000.
Judge Michael E. Romero presides over the case.
The Debtor hired Wadsworth Warner Conrardy, P.C. as its bankruptcy
counsel and Waugh & Goodwin, LLP as its accountant.
An official committee of unsecured creditors has not yet been
appointed in the Chapter 11 case of Super Quality Cleaners, LLC, as
of Jan. 24, according to a court docket.
SURREAL PROPERTIES: July 23 Hearing on Disclosure Statement
-----------------------------------------------------------
The hearing to consider approval of the disclosure statement
explaining the Chapter 11 plan of liquidation of Surreal
Properties, Inc., aka Flagstaff Ballroom will be held at: Courtroom
#2, Max Rosenn US Courthouse, 197 South Main Street,
Wilkes−Barre, PA 18701 on July 23, 2019 at 09:30 AM.
July 18, 2019 is fixed as the last day for filing and serving
written objections to the disclosure statement.
The Plan provides for payment of administrative expenses, priority
claims, and certain
secured creditors in full and provides for partial payment to
certain secured creditors and unsecured creditors. Funds for
implementation of the Plan will be derived from the sale of
Debtor's asset(s) at 600 Flagstaff Rd. Jim Thorpe PA 18229.
A full-text copy of the Disclosure Statement is available at
http://tinyurl.com/y5nftopwfrom PacerMonitor.com at no charge.
About Surreal Properties
Based in Jim Thorpe, Pennsylvania, Surreal Properties, Inc., aka
Flagstaff Ballroom, a Single Asset Real Estate Debtor (as defined
in 11 U.S.C. Section 101(51B)) owning a property located at 600
Flagstaff Rd., in Jim Thorpe, Pennsylvania, filed a voluntary
Chapter 11 Petition (Bankr. M.D.Pa. Case No. 19-00600) on February
12, 2019, and is represented by Patrick James Best, Esq., at ARM
Lawyers, in Stroudsburg, Pennsylvania. The case is assigned to
Hon. Robert N. Opel II.
At the time of filing, the Debtor had assets totaling $2,000,000
and liabilities totaling $1,385,498.
The petition was signed by Timothy R. Markley, president.
UNIVERSITY PHYSICIAN: UP Objects to Disclosure Statement
--------------------------------------------------------
University Pediatricians ("UP") objects to the stipulation for
entry of order confirming the Second Amended Combined Disclosure
Statement and Plan and granting final approval to the Disclosure
Statement explaining University Physician Group's Plan.
UP complains that the Stipulating Parties did not comply with this
Court's ruling based on the transcript of the June 3, 2019
hearing.
UP points out that the Parties actually reached tentative agreement
on changes to Article XIII (E) 1.25 (v) and Paragraphs 13 and 14,
but the Stipulating Parties demanded that UP stipulate to entry "as
to form and substance."
Counsel for UP:
Avery K. Williams, Esq.
WILLIAMS ACOSTA, PLLC
535 Griswold, Suite 1000
Detroit, Michigan 48226
Tel: (313) 963-3873
Email: awilliams@williamsacosta.com
-- and --
Juan A. Mateo, Esq.
Gerald K. Evelyn, Esq.
535 Griswold, Suite 1000
Detroit, MI 48226
Tel: (313) 962-3500
Email: mateoja@aol.com
geraldevelyn@yahoo.com
About University Physician Group
University Physician Group -- http://www.wsupgdocs.org/-- is a
non-profit multi-specialty physician practice group in southeast
Michigan, providing primary and specialty care. Its doctors provide
medical care while conducting groundbreaking research and
continuing education at Wayne State University, one of the nation's
top medical universities.
University Physician Group sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. E.D. Mich. Case No. 18-55138) on Nov.
7, 2018. At the time of the filing, the Debtor estimated assets of
$10 million to $50 million and liabilities of $10 million to $50
million.
The case is assigned to Judge Mark A. Randon. The Debtor tapped
Steinberg Shapiro & Clark as lead counsel, and Robert Bassel, Esq.,
as co-counsel with Steinberg.
The U.S. Trustee for Region 9 appointed an official committee of
unsecured creditors on Nov. 26, 2018. The committee tapped Pepper
Hamilton LLP as its legal counsel.
VANGUARD NATURAL: July 9 Plan Confirmation Hearing
--------------------------------------------------
The Disclosure Statement explaining the Chapter 11 Plan of Vanguard
Natural Resources Inc., et al., is approved.
The hearing at which the Court will consider confirmation of the
Plan will commence on July 9, 2019, at 10:00 a.m., prevailing
Central Time, before the Honorable Judge David R. Jones, in the
United States Bankruptcy Court for the Southern District of Texas,
located at 515 Rusk Street, Houston, Texas 77002.
Pending approval by the Court, the deadline for voting on the Plan
shall be July 2, 2019, at 5:00 p.m., prevailing Central Time.
The deadline for filing objections to the Plan, including with
regard to the treatment of Executory Contracts and Unexpired
Leases, is July 3, 2019, at 5:00 p.m., prevailing Central Time.
Class 9, 10 are impaired—Deemed to Reject. Will receive a notice
substantially in the form attached to the Order as Schedule 6 in
lieu of a Solicitation Package.
James T. Grogan, Esq., and Philip M. Guffy, Esq., at Blank Rome
LLP, in Houston, Texas; Brian E. Schartz, P.C., Esq., at Kirkland &
Ellis LLP, in Houston, Texas; and Christopher Marcus, P.C., Esq.,
and Aparna Yenamandra, Esq., at Kirkland & Ellis LLP, in New York,
represent the Debtors.
About Vanguard Natural Resources
Vanguard Natural Resources Inc. -- https://www.vnrenergy.com/ -- is
an independent exploration and production company focused on the
production and development of oil and natural gas properties in the
United States. Its assets consist primarily of producing and
non-producing oil and natural gas reserves located in the Green
River Basin in Wyoming, the Piceance Basin in Colorado, the Permian
Basin in West Texas and New Mexico, the Arkoma Basin in Oklahoma,
the Gulf Coast Basin in Texas, Louisiana and Alabama, the Big Horn
Basin in Wyoming and Montana, the Anadarko Basin in Oklahoma and
North Texas, the Wind River Basin in Wyoming, and the Powder River
Basin in Wyoming. Headquartered in Houston, the company and its
affiliates have 295 employees.
Vanguard Natural Resources and its affiliates sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Lead Case
No. 19-31786) on March 31, 2019. At the time of the filing, the
Debtors disclosed $1.478 billion in assets and $1.196 billion in
liabilities.
The cases are assigned to Judge David R. Jones.
The Debtors tapped Kirkland & Ellis LLP and Kirkland & Ellis
International LLP as bankruptcy counsel; Blank Rome LLP as
co-counsel with Kirkland; Evercore Group LLC as financial advisor
and investment banker; Opportune LLP as restructuring advisor; and
Prime Clerk LLC as claims and balloting agent and administrative
advisor.
The Office of the U.S. Trustee appointed an official committee of
unsecured creditors on April 11, 2019. The committee tapped Locke
Lord LLP as its legal counsel.
VEA INVESTMENTS: Case Summary & 4 Unsecured Creditors
-----------------------------------------------------
Debtor: VEA Investments LLC
4409 Hoffner Avenue, Suite 402
Orlando, FL 32812
Business Description: VEA Investments LLC owns seven properties
in Orlando, Florida, having a total current
value of $1.67 million.
Chapter 11 Petition Date: June 25, 2019
Court: United States Bankruptcy Court
Middle District of Florida (Orlando)
Case No.: 19-04148
Debtor's Counsel: Jeffrey Ainsworth, Esq.
BRANSONLAW, PLLC
1501 E. Concord Street
Orlando, FL 32803
Tel: (407) 894-6834
Fax: (407) 894-8559
E-mail: jeff@bransonlaw.com
- and -
Robert B. Branson, Esq.
BRANSONLAW PLLC
1501 E. Concord Street
Orlando, FL 32803
Tel: (407) 894-6834
Fax: (407) 894-8559
E-mail: robert@bransonlaw.com
Total Assets: $1,677,350
Total Liabilities: $1,602,591
The petition was signed by Viviana M. Tejada Cruz, managing
member.
A full-text copy of the petition containing, among other items, a
list of the Debtor's four unsecured creditors is available for free
at:
http://bankrupt.com/misc/flmb19-04148.pdf
VERINT SYSTEMS: Moody's Raises CFR to Ba2, Outlook Stable
---------------------------------------------------------
Moody's Investors Service upgraded Verint Systems Inc.'s Corporate
Family Rating to Ba2 from Ba3 and Probability of Default Rating to
Ba2-PD from Ba3-PD. Moody's also upgraded the company's senior
secured first lien term loan and revolver to Ba1 from Ba2. The
upgrade reflects the company's continued growth in both its call
center and cyber intelligence businesses as well as its increasing
profitability. The outlook is stable.
Ratings Rationale
Verint's Ba2 Corporate Family Rating is reflects the company's
strong market positions in the workforce engagement management
software industry and video, communications and cyber security
systems industries. The ratings also reflect its moderately high
leverage (approximately 3.8x at April 30, 2019) which is offset by
strong free cash flow to debt metrics (approximately 22% at April
30, 2019). The strong market positions are bolstered by Verint's
expertise in software that analyzes unstructured data (i.e.
conversations, email, chat, video, data traffic, etc.) and their
development of analytic software tools for specific industries.
Verint is acquisitive however and the ratings reflect the
expectation the company will continue to use a combination of cash
and occasionally debt for future acquisitions. The ratings also
reflect the lumpiness of the company's security business which can
swing significantly in any given reporting period.
The stable outlook reflects the expectation of long term revenue,
EBITDA and cash flow growth while maintaining moderate financial
policies. The outlook accommodates a moderate level of acquisition
activity and volatility in the cyber security business.
The ratings could be upgraded if the company maintains leverage
under 3.25x and free cash flow to debt above 17.5%. The ratings
could be downgraded if leverage exceeds 4.25x or free cash flow to
debt is less than 12.5% on other than a temporary basis.
Consideration will be given however for unusually strong cash
positions. The ratings could be lowered if revenue, EBITDA and free
cash flow were to deteriorate materially, particularly if driven by
a change in market position.
Verint's speculative grade liquidity rating of SGL-1 indicates a
very good liquidity profile driven by cash levels ($451 million as
of April 30, 2019), free cash flow generating capabilities and an
undrawn $300 million revolver.
Upgrades:
Issuer: Verint Systems Inc.
Corporate Family Rating, Upgraded to Ba2 from Ba3
Probability of Default Rating, Upgraded to Ba2-PD from Ba3-PD
Senior Secured Term Loan B, Upgraded to Ba1 (LGD2) from Ba2
(LGD2)
Gtd. Senior Secured Revolving Credit Facility, Upgraded to
Ba1 (LGD2) from Ba2 (LGD2)
Affirmations:
Issuer: Verint Systems Inc.
Speculative Grade Liquidity Rating, Affirmed SGL-1
Outlook Actions:
Issuer: Verint Systems Inc.
Outlook, Changed To Stable From Positive
Verint Systems Inc. provides software and systems for workforce
engagement management, cyber security, communications intelligence,
and video intelligence installations. The company, which has the
majority of its operations in the U.S. and Israel has grown through
a combination of acquisitions and internally developed products.
The company had revenue of approximately $1.26 billion for the LTM
period ended April 2019.
WALDEMAR OGLOZA: $150K Sale of 25% of Placida Property Okayed
-------------------------------------------------------------
Judge Carol A. Doyle of the U.S. Bankruptcy Court for the Northern
District of Illinois authorized Waldemar Ogloza's sale of his 25%
interest in the real property commonly known as 181 North Gulf
Boulevard, Unit #4, Placida, Florida to Darius and Lora Ogloza for
$150,000.
The sale is free and clear of all liens (CG Center, LLC will be
paid $150,000 proceeds of sale), claims, encumbrances or interests
of any kind, with any valid liens, claims, encumbrances or
interests attaching to the proceeds of sale.
The sale and settlement agreements are amended to state, "Within
two (2) business days after the Bankruptcy Court approves the order
of sale of the Property, the purchase and sale will be consummated:
first, by the execution of quitclaim deeds held in possession of
Bach Law Offices, Inc., that are satisfactory to Purchasers but
whose approval will not be unreasonably withheld, transferring
Waldemar's and Elizabeth's entire respective legal and equitable
interests, whether recorded or unrecorded; second, by wire transfer
to Bach Law Offices, Inc. Trust account the sum of $150,000; and
third, by the overnight mailing of the quitclaim deed to Darius
Ogloza upon confirmation of funding by overnight mail."
The settlement resolving Debtor's adversary complaint against
Darius and Lora Ogloza is approved.
Waldemar Ogloza sought Chapter 11 protection (Bankr. N.D. Ill. Case
No. 18-17412) on June 19, 2018. The Debtor tapped Penelope N Bach,
Esq., at Bach Law Offices, as counsel.
WEATHERLY OIL: $1.9M Sale of Overton Assets to Fortune Approved
---------------------------------------------------------------
Judge Marvin Isgur of the U.S. Bankruptcy Court for the Southern
District of Texas authorized Weatherly Oil & Gas, LLC's private
sale of Overton oil and gas assets to Fortune Resource, LLC for
$1.9 million, subject to any adjustments.
The sale is free and clear of all Liens, Claims, and Interests.
All such Liens, Claims, and Interests will attach to the proceeds
of the Sale.
Pursuant to Section 105(a), 363(b)(1), and 365(a) of the Bankruptcy
Code, the Debtor's Sale, assumption, and assignment of the Assumed
Contracts to the Buyer is approved.
The "Exxon Agreements" will mean the three Joint Operating
Agreements and the Farmout Agreement referenced in the Notice of
Cure Amounts for which an Exxon Entity is reflected as a party.
The "Effective Time" of the sale is 12:00 a.m. on May 1, 2019.
The Exxon Entities and the Debtor agree that the Cure Amounts as of
the Effective Time for the Exxon Operating Agreements are correctly
stated on the Cure Notice. The Exxon Entities and the Debtor
further agree that, with respect to Overton Gas Unit 16-3, the
Exxon Entities have a present right to compel reassignment of the
Leases associated with Well 16-3 as provided in the Exxon Farmout
Agreement. The Exxon Entities will be entitled to exercise the
Reassignment Right at any time prior to the expiration of 45 days
from and after the date that the Exxon Entities and their counsel
are provided with written notice that the Sale of the Overton
Assets has closed.
The Buyer assumes the responsibility for payment of the 2019 ad
valorem taxes pertaining to the Overton Assets and the ad valorem
tax liens of Angelina County, Franklin ISD, Gregg County, Jasper
County, Madison County, Navarro County, Normangee ISD, Rains County
AD, Rusk County, Sabine County, San Augustine County, Slocum ISD,
Smith County and Upshur County, for tax year 2019, will be retained
against the Overton Assets until said taxes, including any
penalties and interest that may accrue, are paid in full.
All time periods set forth in the Order will be calculated in
accordance with Bankruptcy Rule 9006(a).
The requirements set forth in Bankruptcy Local Rule 9013-1 and the
Complex Case Procedures are satisfied by the contents of the
Motion.
Notwithstanding Bankruptcy Rules 6004(h) and 6006(d), the Order
will be effective and enforceable immediately upon entry thereof.
About Weatherly Oil
Weatherly Oil & Gas, LLC -- https://www.weatherlyop.com/ -- is a
Fort Worth-based oil and natural gas company primarily focused on
exploiting natural resources in the Ark-La-Tex region. Weatherly
is operated by an affiliate Weatherly Operating, LLC.
Weatherly Oil & Gas filed a voluntary petition under Chapter 11 of
the US Bankruptcy Code (Bankr. S.D. Tex. Case No. 19-31087) on Feb.
28, 2019. In the petition signed by CRO Scott Pinsonnault, the
Debtor estimated $50 million to $100 million in assets and $100
million to $500 million in liabilities.
Matthew D. Cavenaugh, Esq., at Jackson Walker LLP, serves as
counsel to the Debtor.
WHEATON MEDICAL: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Wheaton Medical, S.C.
dba Ilinois Back Institute Wheaton
dba Ilinois Back Institute Arlington Heights
dba Ilinois Back Institute Berwyn
dba Ilinois Back Institute Orland Park
315 S. Naperville Road
Wheaton, IL 60187
Business Description: Wheaton Medical, S.C. is a medical group
offering non-surgical, non-invasive
treatment for chronic and severe back pain.
Chapter 11 Petition Date: June 24, 2019
Court: United States Bankruptcy Court
Northern District of Illinois (Eastern Division)
Case No.: 19-17922
Judge: Hon. Donald R. Cassling
Debtor's Counsel: John J. Lynch, Esq.
LYNCH LAW OFFICES, P.C.
1011 Warrenville Road, Suite 150
Lisle, IL 60532
Tel: 630-960-4700
Fax: 630-960-4755
E-mail: jlynch@lynch4law.com
Estimated Assets: $0 to $50,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Dr. Jeffrey G. Winternheimer,
president.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 20 largest unsecured creditors is available
for free at:
http://bankrupt.com/misc/ilnb19-17922.pdf
WHITE STAR: Clark Hill Represents RedZone Coil, et al.
------------------------------------------------------
In the Chapter 11 cases of White Star Petroleum Holdings, LLC, et
al., the law firms of Clark Hill, PLLC and Clark Hill Strasburger
submitted a verified statement under Rule 2019 of the Federal Rules
of Bankruptcy Procedure to disclose that it represents these
parties:
Claim
-----
(1) RedZone Coil Tubing, LLC $285,965
2001 Kirby Drive, Suite 200
Houston, TX 77019
(2) SJL Well Service, LLC $741,753
2001 Kirby Drive, Suite 200
Houston, TX 77019
(3) Seitel Data, Ltd. [Contingent]
10811 S. Westview Circle Drive
Suite 100, Bdg. C
Houston, TX 77043
RedZone Coil Tubing currently holds an unsecured claim against the
Debtors’ estate in the approximate amount of $285,965 related to
a series of transactions whereby RedZone Coil Tubing, LLC provided
well services to the Debtors. Red Zone reserves its right to file
a mineral lien against the Debtors in connection with wells on
which it performed work and has not yet been paid. In the event
that RedZone files a mineral lien, its claim will be classified as
secured.
SJL Well Service currently holds an unsecured claim against the
Debtors' estate in the approximate amount of $741,753 related to a
series of transactions whereby SJL provided well services to the
Debtors. SJL reserves its right to file mineral liens against the
Debtors in connection with wells on which it performed work and has
not yet been paid. In the event that SJL files a mineral lien, its
claim will be classified as secured.
Seitel Data Ltd. holds a claim in a contingent amount against the
Debtors' estate in relation to prepetition executory contracts
between Seitel and the Debtors. The Debtors have not assumed or
rejected these contracts.
Counsel for RedZone Coil Tubing, et al., can be reached at:
CLARK HILL, PLC
Karen M. Grivner, Esq.
824 N. Market St., Ste. 710
Wilmington, DE 19801
Telephone: (302) 250-4749
Fax: (302) 421-9439
- and -
CLARK HILL STRASBURGER
Robert P. Franke, Esq.
Audrey L. Hornisher, Esq.
901 Main Street, Suite 6000
Dallas, TX 75202
Phone: (214) 651-4300
Fax: (214) 651-4330
- and -
CLARK HILL STARSBURGER
Duane J. Brescia, Esq.
720 Brazos, Suite 700
Austin TX 78701
Telephone: (512) 499-3647
Fax: (512) 499-3660
A copy of the Rule 2019 filing from PacerMonitor.com is available
at http://bankrupt.com/misc/WhiteStar_64_Rule2019.pdf
About White Star Petroleum Holdings
White Star Petroleum Holdings, LLC and its subsidiaries --
http://www.wstr.com/-- are engaged in the acquisition,
development, exploration and production of oil, natural gas and
natural gas liquids located in the Mid-Continent region in the
United States. The Debtors are headquartered in Oklahoma City and
employ 169 people. As of December 2018, the Debtors owned 315,000
net leasehold acres, primarily in Creek, Dewey, Garfield, Lincoln,
Logan, Noble, and Payne counties of Oklahoma.
White Star Petroleum Holdings, LLC and its subsidiaries sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del.
Lead Case No. 19-11179) on May 28, 2019. At the time of the
filing, the Debtors estimated assets of between $500 million and $1
billion and liabilities of between $100 million and $500 million.
The cases are assigned to Judge Brendan Linehan Shannon.
The Debtors tapped Sullivan & Cromwell LLP as bankruptcy counsel;
Morris, Nichols, Arsht & Tunnell LLP as Sullivan's co-counsel;
Guggenheim Securities, LLC as investment banker; Alvarez & Marsal
North America, LLC as restructuring advisor; and Kurtzman Carson
Consultants LLC as claims and noticing agent.
WILLIAM LYON: Moody's Rates New $300MM Unsecured Notes 'B2'
-----------------------------------------------------------
Moody's Investors Service assigned a B2 rating to William Lyon
Homes, Inc.'s proposed $300 million of senior unsecured notes due
2027. All other ratings for the company remain unchanged. The
outlook is stable.
The proceeds from the proposed notes will be used to redeem $300
million of Lyon's existing $350 million 7% senior unsecured notes
due 2022. The transaction is modestly credit positive as it extends
the company's debt maturity profile. Also, while the note offering
is immediately debt-neutral, the company's plan to retire the
remainder of its 2022 notes with balance sheet cash by year end
will contribute to modest deleveraging. At March 31, 2019, Lyon's
debt to capitalization leverage stood at approximately 58.4% and
homebuilding interest coverage at 2.5x (inclusive of Moody's
adjustments).
RATINGS RATIONALE
The company's B2 Corporate Family Rating reflects its: 1) high
adjusted debt to capitalization leverage; 2) integration risk
associated with the RSI Communities acquisition completed in 2018;
3) cost pressures faced by the homebuilding industry, including
land, labor, building materials, and the reduced pricing power
given a softer demand environment, which will weigh on margins; and
4) high, albeit significantly reduced, California concentration.
At the same time, the ratings are supported by Lyon's: 1) size and
scale with revenues in excess of $2 billion; 2) respectable market
share positions, particularly in California, where the company is
long established and well-known; 3) geographic diversity
accomplished through acquisitions, organic growth and entry into
new markets; 4) exposure to the entry-level segment, which Moody's
expects will grow faster than other product categories; and 5)
Moody's expectations for stable conditions in the US homebuilding
market over the next 12 to 18 months.
The stable outlook reflects Moody's expectation of healthy industry
conditions in the homebuilding industry translating into slow
growth and modest credit metrics improvement over the next 12 to 18
months.
Ratings assigned:
Issuer: William Lyon Homes, Inc.
Proposed $300 million senior unsecured notes due 2027, B2 (LGD4)
The company's SGL-2 speculative grade liquidity rating reflects its
good liquidity profile, supported by a cash balance of about $46
million as of March 31, 2019 and $248 million of availability under
its $365 million revolving credit facility, the absence of
significant debt maturities until 2023 given the proposed
refinancing, and a largely unencumbered asset base.
The ratings could be upgraded if Lyon reduces its Moody's adjusted
debt leverage (total adjusted homebuilding debt to book
capitalization) comfortably below 55%, increases its tangible net
worth above $1 billion, improves EBIT interest coverage to above
3.0x, and strengthens its liquidity.
The ratings could be downgraded if adjusted debt leverage increases
above 65%, EBIT interest coverage declines below 2.0x, GAAP cash
flow from operations turn sharply negative, or liquidity
deteriorates.
The principal methodology used in this rating was Homebuilding And
Property Development Industry published in January 2018.
Established in 1956 and headquartered in Newport Beach, CA, William
Lyon Homes, Inc. designs, builds, and sells single-family attached
and detached homes in California, Arizona, Colorado, Nevada,
Oregon, and Washington. Through its acquisition of RSI Communities,
which closed on March 9, 2018, Lyon now operates in Texas as well.
Revenues and net income for the trailing 12-month period ended
March 31, 2019 were $2.2 billion and $91 million, respectively.
WINFIELD APARTMENT: Voluntary Chapter 11 Case Summary
-----------------------------------------------------
Debtor: Winfield Apartment Partners, LLC
aka Canterbury Village
740 S 75th St.
Omaha, NE 68114
Business Description: Winfield Apartment Partners LLC is
primarily engaged in renting and leasing
real estate properties.
Chapter 11 Petition Date: June 25, 2019
Court: United States Bankruptcy Court
District of Nebraska (Omaha Office)
Case No.: 19-80944
Judge: Hon. Thomas L. Saladino
Debtor's Counsel: Robert Vaughan Ginn, Esq.
ROBERT V. GINN, ATTORNEY
1337 South 101 Street, Ste 209
Omaha, NE 68124
Tel: 402-398-5434
E-mail: rvginn@cox.net
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by John C. Foley, Central States
Development, managing member.
The Debtor did not include a list of its 20 largest unsecured
creditors at the time of the filing.
A full-text copy of the petition is available for free at:
http://bankrupt.com/misc/neb19-80944.pdf
WP CITYMD: Moody's Puts B3 LongTerm IDR on Review Uncertain
-----------------------------------------------------------
Moody's Investors Service placed the ratings of WP CityMD Bidco LLC
under review -- direction uncertain, including its B3 Long Term
Corporate Family Rating, B3-PD Probability of Default Rating, B3
first lien term loan due 2024, as well as the company's first lien
revolving credit facility expiring in 2022.
These rating actions follow the announcement that CityMD will be
merging with Summit Medical Group (unrated). Summit Medical Group,
operates as a physician-owned multispecialty practice in New
Jersey.
The ratings are being placed under review with an uncertain
direction given the added scale and geographic diversity for the
combined entity, but higher integration risk merging the urgent
care centers of CityMD with the more specialized doctor practices
provided by Summit. The rating review will focus on the financial
leverage and capacity for debt service resulting from the merger
transaction as well as the ongoing financial policies for the
combined entity. The review will also focus on the merged
companies' scale, diversity, opportunities for synergies and
potential for operating disruption from the merger and
integration.
On Review Direction Uncertain:
Issuer: WP CityMD Bidco LLC
Corporate Family Rating, Placed on Review Direction Uncertain,
currently B3
Probability of Default Rating, Placed on Review Direction
Uncertain, currently B3-PD
Senior Secured 1st lein Term Loan, Placed on Review Direction
Uncertain, currently B3 (LGD3)
Senior Secured 1st lien Revolving Credit Facility, Placed on
Review Direction Uncertain, currently B3 (LGD3)
Outlook Actions:
Issuer: WP CityMD Bidco LLC
Outlook, Changed To Rating Under Review From Stable
RATINGS RATIONALE
Notwithstanding the rating review, CityMD's B3 Corporate Family
rating reflects its high financial leverage, estimated to be above
six times with geographic concentration in New York City and the
surrounding area. The credit profile benefits from CityMD's focus
on urgent care services, which has relatively stable demand. The
stable demand is a result of the essential nature of care sought,
high population density in the company's key markets and a
favorable payer mix. The company also benefits from its well-known
brand presence in the greater New York City area.
The principal methodology used in these ratings was Business and
Consumer Service Industry published in October 2016.
CityMD operates as an urgent care provider, offering an extensive
number of services that include x-rays, laboratory testing and
screening, pediatric care, and physical exams. CityMD serves
patients in the States of New York, New Jersey, and Washington.
CityMD has more than 120 locations in NY, NJ, and Washington State
and has treated over 3 million patients.
XENETIC BIOSCIENCES: Signs Consent Agreement with Warrant Holders
-----------------------------------------------------------------
Xenetic Biosciences, Inc., in connection with its previously
announced reverse stock split, has entered into a consent agreement
with certain holders of warrants to purchase shares of the
Company's common stock whose consent was required to effect the
reverse stock split. In consideration of the Holders' consent, the
Company agreed to issue the Holders warrants to purchase an
aggregate of 100,000 shares of the Company's common stock, on a
pre-split basis, at an exercise price per share based on a volume
weighted average price for the five trading days following the
effectiveness of the reverse stock split, as further described in
the Consent Warrants. On a post-split basis, the Company will
issue Consent Warrants to purchase an aggregate of 8,335 shares of
Company common stock to the Holders.
The issuance of the warrants was not registered under the
Securities Act of 1933, as amended, or the securities laws of any
state, and were issued in reliance on the exemption from
registration afforded by Section 4(a)(2) and Regulation D (Rule
506) under the Securities Act and corresponding provisions of state
securities laws, which exempt transactions by an issuer not
involving any public offering.
About Xenetic Biosciences
Lexington, Massachusetts-based Xenetic Biosciences, Inc., is a
clinical-stage biopharmaceutical company focused on the discovery,
research and development of next-generation biologic drugs and
novel orphan oncology therapeutics. Xenetic's lead investigational
product candidate is oncology therapeutic XBIO-101 (sodium
cridanimod) for the treatment of progesterone resistant endometrial
cancer.
Xenetic Biosciences reported a net loss of $7.30 million for the
year ended Dec. 31, 2018, compared to a net loss of $3.59 million
for the year ended Dec. 31, 2017. As of March 31, 2019, Xenetic
Biosciences had $16.45 million in total assets, $4.93 million in
total liabilities, and $11.51 million in total stockholders'
equity.
Marcum LLP, in Boston, Massachusetts, the Company's auditor since
2015, issued a "going concern" qualification in its report dated
March 29, 2019 on the Company's consolidated financial statements
for the year ended Dec. 31, 2018, citing that the Company has had
recurring net losses and continues to experience negative cash
flows from operations. These conditions raise substantial doubt
about its ability to continue as a going concern.
[^] Recent Small-Dollar & Individual Chapter 11 Filings
-------------------------------------------------------
In re Tolliver's Auto Sales and Body Shop, Inc.
Bankr. E.D. Ark. Case No. 19-13194
Chapter 11 Petition filed June 19, 2019
See http://bankrupt.com/misc/areb19-13194.pdf
represented by: Oswald C. "Rusty" Sparks, Esq.
CADDELL REYNOLDS LAW FIRM
E-mail: rsparks@justicetoday.com
In re Mothers Touch Learning Center Scenic LLC
Bankr. W.D. Mo. Case No. 19-60709
Chapter 11 Petition filed June 19, 2019
See http://bankrupt.com/misc/mowb19-60709.pdf
represented by: Ted L. Tinsman, Esq.
DOUGLAS HAUN & HEIDEMANN, P.C.
E-mail: ted@dhhlawfirm.com
In re Pedro Barona
Bankr. D. N.J. Case No. 19-22208
Chapter 11 Petition filed June 19, 2019
Filed Pro Se
In re Samson Ivan Blue
Bankr. D.N.M. Case No. 19-11450
Chapter 11 Petition filed June 19, 2019
represented by: Gerald R. Velarde, Esq.
E-mail: velardepc@hotmail.com
In re 7777 NY, LLC
Bankr. S.D.N.Y. Case No. 19-23195
Chapter 11 Petition filed June 19, 2019
Filed Pro Se
In re Lewis M. Irving
Bankr. E.D. Pa. Case No. 19-13930
Chapter 11 Petition filed June 19, 2019
represented by: David A. Scholl, Esq.
LAW OFFICE OF DAVID A. SCHOLL
E-mail: judgescholl@gmail.com
In re John Martin Caden
Bankr. M.D. Pa. Case No. 19-02658
Chapter 11 Petition filed June 19, 2019
represented by: Michael P. Kruszewski, Esq.
QUINN, BUSECK, LEEMHUIS, TOOHEY, & KROTO
E-mail: mkruszewski@quinnfirm.com
In re Eduardo Zavala Garcia and Amalia Perez Garcia
Bankr. E.D. Cal. Case No. 19-12653
Chapter 11 Petition filed June 20, 2019
represented by: Leonard K. Welsh, Esq.
In re Nuvidorra, Inc.
Bankr. M.D. Fla. Case No. 19-05832
Chapter 11 Petition filed June 20, 2019
See http://bankrupt.com/misc/flmb19-05832.pdf
represented by: Melody D. Genson, Esq.
LAW OFFICES OF MELODY GENSON
E-mail: melodydgenson@verizon.net
In re DAH University Hospitality LLC
Bankr. M.D. Fla. Case No. 19-05845
Chapter 11 Petition filed June 20, 2019
See http://bankrupt.com/misc/flmb19-05845.pdf
represented by: Timothy W. Gensmer, Esq.
TIMOTHY W GENSMER, PA
E-mail: timgensmer@aol.com
tim@timgensmer.com
In re Nabil Z. Abadeer
Bankr. N.D. Ill. Case No. 19-17514
Chapter 11 Petition filed June 20, 2019
represented by: David P. Lloyd, Esq.
DAVID P. LLOYD, LTD.
E-mail: courtdocs@davidlloydlaw.com
In re Shalimar, Inc.
Bankr. D. Mass. Case No. 19-12085
Chapter 11 Petition filed June 20, 2019
See http://bankrupt.com/misc/mab19-12085.pdf
represented by: Michael Van Dam, Esq.
VAN DAM LAW LLP
E-mail: mvandam@vandamlawllp.com
In re Law Holdings, LLC
Bankr. D. Md. Case No. 19-18332
Chapter 11 Petition filed June 19, 2019
Filed Pro Se
In re Shinder Pal and Jojinder Pal Kaur
Bankr. D.N.J. Case No. 19-22241
Chapter 11 Petition filed June 20, 2019
represented by: E. Richard Dressel, Esq.
FLASTER GREENBERG
E-mail: rick.dressel@flastergreenberg.com
In re 596 Meyersville Road, LLC
Bankr. D.N.J. Case No. 19-22261
Chapter 11 Petition filed June 20, 2019
Filed Pro Se
In re Throop Ventures LLC
Bankr. E.D.N.Y. Case No. 19-43829
Chapter 11 Petition filed June 20, 2019
Filed Pro Se
In re Victor Raul Benites
Bankr. E.D.N.Y. Case No. 19-43836
Chapter 11 Petition filed June 20, 2019
represented by: Alla Kachan, Esq.
E-mail: alla@kachanlaw.com
In re Beyond Service, Inc.
Bankr. N.D. Ill. Case No. 19-17650
Chapter 11 Petition filed June 21, 2019
See http://bankrupt.com/misc/ilnb19-17650.pdf
represented by: Ben L. Schneider, Esq.
SCHNEIDER & STONE
E-mail: ben@windycitylawgroup.com
In re Robert Wheatley
Bankr. N.D. Ill. Case No. 19-17777
Chapter 11 Petition filed June 21, 2019
represented by: Kenneth E. Kaiser, Esq.
E-mail: kkaiser264@aol.com
In re Hamakor Group, LLC
Bankr. N.D. Ill. Case No. 19-17778
Chapter 11 Petition filed June 21, 2019
See http://bankrupt.com/misc/ilnb19-17778.pdf
represented by: Ben L. Schneider, Esq.
SCHNEIDER & STONE
E-mail: ben@windycitylawgroup.com
In re CRR, Inc.
Bankr. D. Md. Case No. 19-18480
Chapter 11 Petition filed June 21, 2019
See http://bankrupt.com/misc/mdb19-18480.pdf
represented by: Elton Norman, Esq.
THE NORMAN LAW FIRM PLLC
E-mail: enorman@normanlawfirm.net
In re Clay Foods, LLC
Bankr. S.D. W.Va. Case No. 19-20273
Chapter 11 Petition filed June 21, 2019
See http://bankrupt.com/misc/wvsb19-20273.pdf
represented by: Joseph W. Caldwell, Esq.
CALDWELL & RIFFEE
E-mail: joecaldwell@frontier.com
chuckriffee@frontier.com
In re Javier Cortez
Bankr. N.D. Cal. Case No. 19-41442
Chapter 11 Petition filed June 23, 2019
represented by: Michael J. Yesk, Esq.
YESK LAW
E-mail: yesklaw@gmail.com
In re Ruben J. Rodriguez
Bankr. D. Colo. Case No. 19-15325
Chapter 11 Petition filed June 20, 2019
represented by: Lee M. Kutner, Esq.
E-mail: lmk@kutnerlaw.com
In re William Allan Major
Bankr. D. Colo. Case No. 19-15331
Chapter 11 Petition filed June 20, 2019
Filed Pro Se
In re Inner Circle 1223, LLC
Bankr. D.C. Case No. 19-00404
Chapter 11 Petition filed June 21, 2019
See http://bankrupt.com/misc/dcb19-00404.pdf
represented by: Richard L. Gilman, Esq.
GILMAN & EDWARDS, LLC
E-mail: goodlawyers@gilmanedwards.com
rgilman@gilmanedwards.com
In re Carlos D. Polotzola
Bankr. W.D. La. Case No. 19-50749
Chapter 11 Petition filed June 21, 2019
represented by: Thomas E. St. Germain, Esq.
WEINSTEIN LAW FIRM
E-mail: ecf@weinlaw.com
In re Black Eagle Trans.Corp
Bankr. E.D.N.C. Case No. 19-02850
Chapter 11 Petition filed June 21, 2019
See http://bankrupt.com/misc/nceb19-02850.pdf
represented by: George M. Oliver, Esq.
THE LAW OFFICES OF OLIVER & CHEEK, PLLC
E-mail: efile@ofc-law.com
In re Peter S. Rivoli and Lynne M. Rivoli
Bankr. W.D.N.Y. Case No. 19-20628
Chapter 11 Petition filed June 21, 2019
represented by: Daniel F. Brown, Esq.
ANDREOZZI BLUESTEIN LLP
E-mail: dfb@andreozzibluestein.com
In re Zato Investments Ltd. Co.
Bankr. E.D. Ark. Case No. 19-13288
Chapter 11 Petition filed June 24, 2019
See http://bankrupt.com/misc/areb19-13288.pdf
represented by: Stanley V. Bond, Esq.
BOND LAW OFFICE
E-mail: attybond@me.com
In re Lightning Technology, Inc.
Bankr. C.D. Calif. Case No. 19-12448
Chapter 11 Petition filed June 24, 2019
See http://bankrupt.com/misc/cacb19-12448.pdf
represented by: Bert Briones, Esq.
RED HILL LAW GROUP
E-mail: bb@redhilllawgroup.com
In re Ralph M Cooke, IV
Bankr. D.C. Case No. 19-00413
Chapter 11 Petition filed June 24, 2019
represented by: Augustus T. Curtis, Esq.
COHEN, BALDINGER & GREENFELD, LLC
E-mail: augie.curtis@cohenbaldinger.com
In re Kevin K. Tamlyn and Julie M. Tamlyn
Bankr. N.D. Ill. Case No. 19-17828
Chapter 11 Petition filed June 23, 2019
represented by: J. Kevin Benjamin, Esq.
BENJAMIN & BRAND LLP
E-mail: attorneys@benjaminlaw.com
In re JB and Company Chevron LLC
Bankr. D.N.M. Case No. 19-11504
Chapter 11 Petition filed June 24, 2019
See http://bankrupt.com/misc/nmb19-11504.pdf
represented by: Michael K. Daniels, Esq.
MICHAEL K. DANIELS
E-mail: mike@mdanielslaw.com
In re Norval Curtis
Bankr. E.D.N.Y. Case No. 19-74560
Chapter 11 Petition filed June 24, 2019
Filed Pro Se
In re Licker & Whine Pet Market LLC
Bankr. M.D. Tenn. Case No. 19-04025
Chapter 11 Petition filed June 24, 2019
See http://bankrupt.com/misc/tnmb19-04025.pdf
represented by: Steven L. Lefkovitz, Esq.
LEFKOVITZ & LEFKOVITZ, PLLC
E-mail: slefkovitz@lefkovitz.com
In re Orlando Bojorquez
Bankr. N.D. Cal. Case No. 19-30672
Chapter 11 Petition filed June 24, 2019
Filed Pro Se
In re Las Palmas, LLC
Bankr. M.D. Fla. Case No. 19-05994
Chapter 11 Petition filed June 25, 2019
See http://bankrupt.com/misc/flmb19-05994.pdf
represented by: Kenneth H. Keefe, Esq.
THE KEEFE LAW GROUP, P.A.
E-mail: ken@keefelawgroup.com
In re Morrell Neely
Bankr. N.D. Ill. Case No. 19-17973
Chapter 11 Petition filed June 25, 2019
represented by: Christopher L. Muzzo, Esq.
THE FURNIER MUZZO GROUP LLC
E-mail: cmuzzo@furnierlaw.com
In re Jeff Alan Larson
Bankr. D. Neb. Case No. 19-41088
Chapter 11 Petition filed June 25, 2019
represented by: Galen E. Stehlik, Esq.
STEHLIK LAW FIRM PC LLO
E-mail: galens@lauritsenlaw.com
In re MarQuita Marshell Doss
Bankr. N.D. Tex. Case No. 19-32072
Chapter 11 Petition filed June 25, 2019
represented by: Areya Holder, Esq.
HOLDER LAW
E-mail: areya@holderlawpc.com
In re Terry Alan Barens Smith
Bankr. W.D. Wash. Case No. 19-12372
Chapter 11 Petition filed June 25, 2019
Filed Pro Se
*********
Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par. Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable. Those sources may not,
however, be complete or accurate. The Monday Bond Pricing table
is compiled on the Friday prior to publication. Prices reported
are not intended to reflect actual trades. Prices for actual
trades are probably different. Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind. It is likely that some entity
affiliated with a TCR editor holds some position in the issuers
public debt and equity securities about which we report.
Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets. At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled. Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets. A company may establish reserves on its balance sheet for
liabilities that may never materialize. The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.
On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts. The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.
Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals. All titles are
available at your local bookstore or through Amazon.com. Go to
http://www.bankrupt.com/books/to order any title today.
Monthly Operating Reports are summarized in every Saturday edition
of the TCR.
The Sunday TCR delivers securitization rating news from the week
then-ending.
TCR subscribers have free access to our on-line news archive.
Point your Web browser to http://TCRresources.bankrupt.com/and use
the e-mail address to which your TCR is delivered to login.
*********
S U B S C R I P T I O N I N F O R M A T I O N
Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA.
Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine
Tumanda, Valerie Udtuhan, Howard C. Tolentino, Carmel Paderog,
Meriam Fernandez, Joel Anthony G. Lopez, Cecil R. Villacampa,
Sheryl Joy P. Olano, Psyche A. Castillon, Ivy B. Magdadaro, Carlo
Fernandez, Christopher G. Patalinghug, and Peter A. Chapman, Editors.
Copyright 2019. All rights reserved. ISSN: 1520-9474.
This material is copyrighted and any commercial use, resale or
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re-mailing and photocopying) is strictly prohibited without prior
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*** End of Transmission ***