/raid1/www/Hosts/bankrupt/TCR_Public/200520.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Wednesday, May 20, 2020, Vol. 24, No. 140
Headlines
AEMETIS INC: Incurs $12.1 Million Net Loss in First Quarter
ALDO GROUP: Gets Initial CCAA Stay; E&Y Named Monitor
AMERICORE HOLDINGS: July 1 Trustee's Auction of All Assets Set
APPLE LAND: $4.5K Sale of 2009 Chevrolet HHR to Gibbs Approved
CARBO CERAMICS: Appointment of Equity Committee Sought
DIMLUX LLC: Voluntary Chapter 11 Case Summary
ENDO INTERNATIONAL: S&P Rates New $1.11BB Second-Lien Notes 'CCC+'
ENTREC CORPORATION: Chapter 15 Case Summary
ENTREC CORPORATION: Obtains Initial Stay Under CCAA
EVEREADY SERVICES: $90K Cash Sale of Assets to CSMC Approved
EVIO INC: Delays Filing of Quarterly Report Due to COVID-19
EXIDE HOLDINGS: Case Summary & 30 Largest Unsecured Creditors
FIRST MIDWEST: S&P Rates Series A Perpetual Preferred Stock 'BB-'
FLIGHTHUB GROUP: Obtains CCAA Stay Order; MNP Named Monitor
FRICTIONLESS WORLD: $73K Sale of RanchEx Inventory to Dynaline OK'd
GEO GROUP: S&P Alters Outlook to Negative, Affirms 'BB-' ICR
GGI HOLDINGS: U.S. Trustee Appoints Creditors' Committee
GNIRBES INC: U.S. Trustee Unable to Appoint Committee
HARTLAND MMI: Case Summary & 8 Unsecured Creditors
HIGH BRASS: Sale of Pittstown Commercial Property to Sky Approved
HORNBECK OFFSHORE: Case Summary & 30 Largest Unsecured Creditors
INTERNAP TECHNOLOGY: Hires Deloitte to Provide Tax Services
IOTA COMMUNICATIONS: Terminates Spectrum Partners President
JMB CRUSHING: Gets CCAA Initial Order in Canada
JOHN VARVATOS: U.S. Trustee Appoints Creditors' Committee
K3D PROPERTY: Taps Pointe Commercial as Real Estate Broker
KADMON HOLDINGS: Stockholders Elect Six Directors
KRISJENN RANCH: Taps Muller Smeberg as Legal Counsel
LOOKOUT RIDGE: Seeks Approval to Hire Real Estate Broker
MEDCARE PEDIATRIC: Seeks Court Approval to Hire CMCD as Accountant
NOVABAY PHARMACEUTICALS: Amends Pioneer Pharma Promissory Note
NOVABAY PHARMACEUTICALS: CEO Issues Letter to Stockholders
NOVABAY PHARMACEUTICALS: Signs Services Deal with TLF Innovation
NOVAN INC: Delays Filing of Form 10-Q; To Restate Financial Stmts.
ONEWEB GLOBAL: Hires Choate Hall as Corporate Counsel
ONEWEB GLOBAL: Taps Omni Agent Solutions as Administrative Agent
OUTLOOK THERAPEUTICS: Posts $17.5 Million Net Loss in 2nd Quarter
PLEASANTON FITNESS: Selling Gym Equipment to Fitness 1080 for $49K
PLUS THERAPEUTICS: Incurs $1.1 Million Net Loss in First Quarter
PRESSURE BIOSCIENCES: Delays Filing of Quarterly Report
RENTPATH HOLDINGS: Selling All Assets for $588K to CSGP
RUBIE'S COSTUME: U.S. Trustee Appoints Creditors' Committee
SADDY FAMILY: Objection to Seaside Heights Property Sale Approved
SCORPION FITNESS: Appeal on Ch.11 Trustee Appointment Rejected
SKLAR EXPLORATION: FPCC USA Resigns From Creditors' Committee
SOCCER EXPRESS: Obtains Creditor Protection Under CCAA
SVENHARD'S SWEDISH: Dawn Food Resigns From Creditors' Committee
TECHNIPLAS LLC: U.S. Trustee Appoints Creditors' Committee
TOTAL BODY LASER: Case Summary & 14 Unsecured Creditors
UMATRIN HOLDING: Delays Filing of Annual Report
UMATRIN HOLDING: Delays Filing of Quarterly Report Due to COVID-19
WAVE COMPUTING: U.S. Trustee Appoints Creditors' Committee
WOODS SEALING: U.S. Trustee Unable to Appoint Committee
X-TREME BULLETS: P Kay Metal Resigns From Creditors' Committee
*********
AEMETIS INC: Incurs $12.1 Million Net Loss in First Quarter
-----------------------------------------------------------
Aemetis, Inc. reported a net loss of $12.05 million for the three
months ended March 31, 2020, compared to a net loss of $10.67
million for the three months ended March 31, 2019.
Revenues during the first quarter of 2020 were $39.5 million,
compared to $41.9 million for the first quarter of 2019. North
America volume of ethanol sold during the first quarter was 15.7
million gallons compared to 16.2 million gallons in the first
quarter of 2019, at an average price of $1.56 per gallon compared
to $1.68 per gallon. India's biodiesel price was $786 per metric
ton compared to $839 per metric ton, with tons sold decreasing to
3,554 metric tonnes compared to 5,182 tonnes.
Gross loss for the first quarter of 2020 was a $433,000 loss,
compared to a $351,000 loss during the first quarter of 2019.
Selling, general and administrative expenses decreased from $4.2
million during the first quarter of 2019 to $3.9 million during the
first quarter of 2020.
Operating loss decreased to $4.5 million for the first quarter of
2020, compared to operating loss of $4.6 million for the same
period in 2019.
Interest expense, excluding accretion of Series A preferred units
in the Aemetis Biogas LLC subsidiary, was $6.9 million during the
first quarter of 2020 compared to $6.2 million during the first
quarter of 2019. Additionally, the Company's Aemetis Biogas
initiative recognized $960,000 of accretion of the preference
payments on its preferred stock during the first quarter of 2020
compared to $449 thousand during the first quarter of 2019.
Cash at the end of the first quarter of 2020 was $303,000 compared
to $656,000 at the close of the fourth quarter of 2019.
As of March 31, 2020, the Company had $103.81 million in total
assets, $60.95 million in total current liabilities, $209.55
million in total long term liabilities, and a total stockholders'
deficit of $166.69 million.
"During the first quarter of 2020, Aemetis continued to make steady
progress despite significant challenges related to Covid 19
restrictions," said Eric McAfee, chairman and CEO of Aemetis.
"Progress continued on the carbon reduction and revenue expansion
projects to drive significant revenue increases and positive
earnings. In our dairy renewable natural gas project, we completed
and tested the first two dairy digesters and began constructing the
four mile pipeline to connect the two dairies to the Keyes ethanol
plant; we completed the construction and began commercial operation
of the carbon dioxide capture system at our Keyes plant to supply
the newly-built Messer CO2 plant under a long term contract; and we
made progress toward commencing construction of our below zero
carbon content California waste wood ethanol biorefinery.
Importantly, all of the EB-5 investors in our current offering were
granted National Interest Expedite approval to process their
applications at the USCIS in approximately 90 days instead of up to
three years which has significantly increased the number of
interested investors."
A full-text copy of the Quarterly Report is available for free at
the Securities and Exchange Commission's website at:
https://is.gd/YErQ48
About Aemetis
Headquartered in Cupertino, California, Aemetis --
http://www.aemetis.com-- is an advanced renewable fuels and
biochemicals company focused on the acquisition, development and
commercialization of innovative technologies that replace
traditional petroleum-based products by the conversion of ethanol
and biodiesel plants into advanced biorefineries. Founded in 2006,
Aemetis owns and operates a 60 million gallon-per-year ethanol
production facility in the California Central Valley near Modesto.
Aemetis also owns and operates a 50 million gallon per year
renewable chemical and advanced fuel production facility on the
East Coast of India producing high quality distilled biodiesel and
refined glycerin for customers in India and Europe. Aemetis is
building a biogas digester, pipeline and gas cleanup project to
convert dairy waste gas into renewable natural gas, and is
developing a plant to convert waste orchard wood into cellulosic
ethanol. Aemetis holds a portfolio of patents and related
technology licenses for the production of renewable fuels and
biochemicals.
Aemetis recorded a net loss of $39.48 million for the year ended
Dec. 31, 2019, compared to a net loss of $36.29 million for the
year ended Dec. 31, 2018. As of Dec. 31, 2019, Aemetis had $99.90
million in total assets, $57.82 million in total current
liabilities, $196.45 million in total long-term liabilities, and a
total stockholders' deficit of $154.37 million.
ALDO GROUP: Gets Initial CCAA Stay; E&Y Named Monitor
-----------------------------------------------------
The Aldo Group Inc., Southwest Capital Holdings Inc., Aldo US Inc.,
Aldo Marketing LLC, Aldo Shoes West Forty Second LLC, Aldo 1125
Third Avenue Corporation, Aldo 5th Ave. Inc., Aldo 250 West 125
Inc. and 1230 Avenue of the Americas LLC have applied for and
obtained an order under the Companies' Creditor Arrangement Act,
providing certain relief measures while the Companies carry out a
restructuring process, and have applied for similar relief measures
in the United States.
The Companies obtained an Initial Order under the CCAA on May 7,
2020. Pursuant to the CCAA Order granted by the Quebec Superior
Court (Commercial Division), Ernst & Young Inc. was appointed
Monitor of the Companies.
For information on the U.S. Chapter 15 proceedings, contact the
U.S. notification agent Epiq Bankruptcy Solutions, LLC, 757 Third
Avenue, 12th Floor, New York, NY 10017, or go to the U.S.
notification agent’s website at http://dm.epiq11.com/aldo.
This site contains public documents related to the restructuring
proceedings of the Companies https://tinyurl.com/y7yhchph
Attorneys for the Companies:
Davies Ward Phillips & Vineberg LLP
Attn: Denis Ferland
Christian Lachance
Gabriel Lavery-Lepage
Hannah Toledano
1501 McGill College Avenue, 26th Floor
Montreal, QC H3A 3N9
Tel: 514-841-6576
514-841-6522
514-841-6423
514-841-6492
Email: dferland@dwpv.com
clachance@dwpv.com
glaverylepage@dwpv.com
htoledano@dwpv.com
Attorneys for Ernst & Young:
McCarthy Tetrault
Attn: Philippe H. Belanger
Jocelyn Perreault
1000 rue de la Gauchetiere Ouest Bureau 2500
Montreal QC H3B 0A2
Tel 514-397-4203
514-397-7092
Email: pbelanger@mccarthy.ca
jperreault@mccarthy.ca
The Aldo Group Inc. creates and operates desirable footwear and
accessory brands. The organization operates under two signature
brands, ALDO and Call It Spring, and a multi-brand retail concept,
GLOBO. The ALDO Group is also an industry-recognized wholesale
distributor and third-party sourcing provider of fashion footwear,
handbags and accessories.
AMERICORE HOLDINGS: July 1 Trustee's Auction of All Assets Set
--------------------------------------------------------------
Judge Gregory R. Schaaf of the U.S. Bankruptcy Court for the
Eastern District of Kentucky authorized the bidding procedures of
Carol Fox, the Chapter 11 Trustee of Ellwood Medical Center, LLC,
Ellwood Medical Center Real Estate, LLC, and Ellwood Medical Center
Operations, LL, affiliates of Americore Holdings, LLC, in
connection with the auction sale of substantially all assets.
The Assumption and Assignment Procedures set forth in the Motion
and revised by the Bidding Procedures regarding the assumption and
assignment of the Purchased Contracts are approved. On June 5,
2020, the Trustee will serve the Assumption and Assignment Notice
as set forth in the Motion. Objections (if any) to the Assumption
and Assignment Notice will be filed on June 19, 2020 at 5:00 p.m.
(ET).
The Lien and Credit Bidding Procedures set forth in the Motion and
revised by the Bidding Procedures are approved.
On June 8, 2020, the Trustee will file the Proposed Transaction
Documents.
The salient terms of the Bidding Procedures are:
a. Bid Deadline: June 29, 2020 at 5:00 p.m. (ET)
b. Initial Bid: Submit to the Trustee a Modified Agreement
that includes a purchase price for some or all of the Purchased
Assets
c. Deposit: 10% of the bid amount
d. Auction: If more than one Qualified Bid by a Qualified
Bidder is received by the Bid Deadline, the Auction with respect to
the Purchased Assets will take place on July 1, 2020 at 10:00 a.m.
(ET) at the location and subject to the terms set forth in the
Bidding Procedures, provided that the Trustee may change the date
of the Auction to occur on the day before the Sale Hearing.
e. Bid Increments: $100,000
f. Sale Hearing: June 1, 2020
g. Sale Objection Deadline: June 19, 2020 at 5:00 p.m. (ET)
Following the entry of the Order, the Trustee will cause the Order
to be served on the same parties and in the same manner as the
Motion and will file a certificate of service reflecting such
service which will be deemed sufficient for all purposes of the
Order.
The Sale of the Purchased Assets will be on an "as is, where is"
basis and without representations or warranties of any kind, nature
or description. It will also be free and clear of all Interests,
with such Interests to attach to the proceeds (if any) of the Sale
of the Purchased Assets less any customary transfer, recording tax,
and similar costs associated with the closing of the sale, with the
same validity and priority as existed immediately prior to such
Sale.
A copy of the Bidding Procedures is available at
https://tinyurl.com/ya8f7vur from PacerMonitor.com free of charge.
About Americore Holdings
Americore Holdings, LLC and its affiliates, including Americore
Health LLC, own and operate the Ellwood City Medical Center in
Pennsylvania, Southeastern Kentucky Medical Center (formerly
Pineville Community Hospital), Izard County Medical Center in
Arkansas; and St. Alexius Hospital in St. Louis.
Americore Holdings and its affiliates sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. E.D. Ky. Case No.
19-61608) on Dec. 31, 2019. At the time of the filing, the Debtor
had estimated assets of less than $50,000 and liabilities of less
than $50,000. Judge Gregory R. Schaaf oversees the case. Bingham
Greenebaum Doll, LLP is the Debtor's legal counsel.
Carol A. Fox was appointed as the Debtors' Chapter 11 trustee. The
trustee is represented by Baker & Hostetler LLP.
APPLE LAND: $4.5K Sale of 2009 Chevrolet HHR to Gibbs Approved
--------------------------------------------------------------
Judge Catherine J. Furay of the U.S. Bankruptcy Court for the
Western District of Wisconsin authorized Apple Land Sports Supply,
Inc.'s sale of its 2009 Chevrolet HHR, VIN ending 1829, to John
Gibbs for $4,500.
The Vehicle was sold on Aug. 13, 2019. The sale occurred shortly
after the counsel for the Debtor lost an immediate family member to
cancer and acknowledges that it was his fault. There was no lien
on the vehicle and the funds are still being held in the DIP
account of the Debtor for the benefit of administrative and
unsecured creditors.
About Apple Land Sports Supply
Apple Land Sports Supply Inc., a wholesaler of sporting goods,
sought protection under Chapter 11 of the Bankruptcy Code (Bankr.
W.D. Wis. Case No. 19-12609) on Aug. 1, 2019. At the time of the
filing, Apple Land Sports Supply disclosed assets of between $1
million and $10 million and liabilities of the same range. The
case has been assigned to Judge Catherine J. Furay. Apple Land
Sports Supply is represented by Pitt
CARBO CERAMICS: Appointment of Equity Committee Sought
------------------------------------------------------
An equity holder of Carbo Ceramics Inc. asked the U.S. Bankruptcy
Court for the Southern District of Texas to appoint a committee to
represent equity holders of the company in its Chapter 11 case.
In a motion filed in court, Chris Kappos III said "the
circumstances under which [equity holders] are being wiped out are
suspect, extremely fast, and need further scrutiny."
"It is simply unfair for the equity holders to be wiped out by a
self-interested management team that is doing nothing more than the
will of the supporting lenders," Mr. Kappos said, referring to
lenders Wilks Brothers, LLC and Equify Financial LLC.
Wilks Brothers and Equity Financial had earlier reached an
agreement with Carbo Ceramics under which they will acquire the
company through a debt-for-equity exchange pursuant to the
company's proposed Chapter 11 plan of reorganization.
The plan provides for complete elimination of the interests of all
equity interest holders. The disclosure statement detailing the
plan was conditionally approved on April 23. A hearing to consider
confirmation of the plan is set for June 9.
"From the perspective of equity interest holders, the pace at which
this process is proceeding is nothing short of theft of valuable
property rights and confirmation by ambush," Mr. Kappos said.
Accoridng to Mr. Kappos, Carbo Ceramics' "creation of the
perception of extreme urgency appears to have been designed to
accomplish a transfer of disclosed, under–disclosed, and
undisclosed assets of significant value" to the lenders before the
equity holders would be able to present "alternative values and
opportunities" to the court and creditors.
Mr. Kappos is represented by:
Bruce W. Akerly, Esq.
Akerly Law PLLC
878 S. Denton Tap Road, Suite 100
Coppell (DFW), TX 75019
Phone: (469) 444-1864
Email: bakerly@akerlylaw.com
-- and --
David R. Haberbush, Esq.
Haberbush, LLP
444 West Ocean Blvd., Suite 1400
Long Beach, California 90802
Phone: 562-435-3456
Email: dhaberbush@lbinsolvency.com
About CARBO Ceramics
CARBO Ceramics Inc. -- https://carboceramics.com/ -- is a global
technology company providing products and services to the oil and
gas, industrial, and environmental markets. CARBO offers oilfield
ceramic technology products, base ceramic proppant, and frac sand
proppant for use in the hydraulic fracturing of oil and natural gas
wells.
Asset Guard Products Inc., a subsidiary of CARBO, offers products
intended to protect operators' assets, minimize environmental
risks, and lower lease operating expenses through spill prevention,
containment, and countermeasure systems for the oil and gas
industry.
StrataGen, Inc., another subsidiary, offers fracture consulting and
data services and provides a suite of stimulation software
solutions used for designing fracture treatments and for on-site
real-time analysis to assist E&P companies in the efficient
completion of wells and enhancement of oil and natural gas
production.
CARBO Ceramics Inc. and its subsidiaries sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Lead Case No.
20-31973) on March 29, 2020. At the time of the filing, the
Debtors were estimated to have assets of between $100,000,001 and
$500 million and liabilities of the same range.
Judge Marvin Isgur oversees the cases.
Debtors tapped Vinson & Elkins LLP as bankruptcy counsel; Okin
Adams LLP as special counsel; Perella Weinberg Partners L.P. and
Tudor Pickering, Holt & Co. as investment banker; FTI Consulting,
Inc. as financial advisor; Ernst & Young LLP, KPMG LLP, and Weaver
and Tidwell L.L.P. as accountants and tax advisors. Prime Clerk,
the claims agent, maintains this website
https://dm.epiq11.com/case/crc/info
DIMLUX LLC: Voluntary Chapter 11 Case Summary
---------------------------------------------
Debtor: Dimlux, LLC
1780 Orange Tree Lane
Redlands, CA 92373
Business Description: Dimlux, LLC owns developed/ undeveloped/
improved lands in Riverside, San Bernardino,
and Los Angeles counties. The Debtor
previously sought bankruptcy protection on
Feb. 21, 2020 (Bankr. C.D. Calif. 20-11354).
Chapter 11 Petition Date: May 19, 2020
Court: United States Bankruptcy Court
Central District of California
Case No.: 20-13525
Debtor's Counsel: Donald Beury, Esq.
BEURY LAW FIRM
1780 Orange Tree Lane
Redlands, CA 92374
Tel: 909-328-8111
Email: info@beaurylawfirm.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Visman Chow, manager.
The Debtor listed Joel Farkas as its sole unsecured creditor
holding a claim of $90,000.
A copy of the petition is available for free at PacerMonitor.com
at:
https://is.gd/1GHKA5
ENDO INTERNATIONAL: S&P Rates New $1.11BB Second-Lien Notes 'CCC+'
------------------------------------------------------------------
S&P Global Ratings assigned its 'CCC+' issue-level and '6' recovery
ratings to Endo International PLC's proposed $1.11 billon
second-lien secured notes issued by subsidiary Endo Designated
Activity Co. Endo International and its subsidiaries that guarantee
the first-lien debt also guarantee these notes.
The '6' recovery rating indicates S&P's expectation of negligible
(0%-10%; rounded estimate: 0%) recovery in the event of default.
This reflects the substantial amount of first-lien debt (about $6
billion) that has higher priority.
These second-lien notes are being issued as part of an exchange
offer in which the company is proposing to replace $2.32 billion of
unsecured notes maturing in 2023 and 2025 with a combination of
first-lien secured notes, second-lien secured notes, and additional
unsecured notes maturing in 2027 and 2028.
S&P does not view this transaction as a distressed exchange (i.e.,
as a default), as it believes lenders are receiving adequate
compensation (higher interest rates and a more senior position in
the capital structure) for the extension of the maturity. S&P views
the senior position as particularly valuable in the context of the
risk of substantial opioid-related liabilities, as the rating
agency expects secured lenders would have priority over unsecured
litigation claims.
S&P views the exchange as a positive for Endo's creditworthiness as
it pushes back the next wave of unsecured maturities, even though
interest rates are slightly higher.
S&P's rating on Endo reflects the company's decent scale (about $3
billion in annual revenues), good product and therapeutic
diversification, strong EBITDA margins (around 40%), and decent
cash flow generation, as well as the presence of the generic
business that contributes to the company's diversification. These
considerations are offset by high leverage (6x for 2019), risk
relating to opioid litigation, near-term patent challenges to its
largest product Vasostrict (over $500 million of revenue in 2019)
from generic companies, and risks to its expectations for
substantial growth in sales of CCH, following the U.S. Food and
Drug Administration's review of CCH for the treatment of
cellulite.
S&P could lower the rating on Endo if it expects leverage to rise
above 7x, even if cash flow remains positive. This could occur if
S&P expects opioid-related liabilities will exceed $1.5 billion, a
significant near-term decline in Vasostrict revenues, or a
reduction in price or volume for the company's other key products.
ISSUE RATINGS - RECOVERY ANALYSIS
Key analytical factors
-- Pro forma for the exchange transaction, S&P expects Endo's
capital structure to consist of a $1 billion first-lien secured
revolver (assumed 85% drawn at default with an interest rate of
LIBOR+500 basis points) due in 2024, a $3.32 billion first-lien
secured term loan B due in 2024, about $2.3 billion of first-lien
secured notes maturing 2024 and 2027, $1.1 billion of second-lien
secured notes, and about $1.4 billion of unsecured notes.
-- S&P expects Endo's EBITDA would need to decline substantially
for the company to default, which could arise from loss of
exclusivity from Vasostrict, poor adoption of CCH for cellulite, or
much higher-than-expected litigation expenses.
-- Alternatively, the company could default if opioid-related
liabilities significantly exceed S&P's base-case expectation. In
that scenario, S&P expects secured lenders would benefit from
having priority over unsecured legal claims.
-- S&P believes Endo would reorganize in the event of a default
because of the strength of its intellectual property--including its
patented drugs and generic drug approvals--as well as its
organizational development, manufacturing, and marketing
expertise.
-- S&P uses an enterprise value methodology to evaluate Endo's
recovery prospects. It values the company on a going-concern basis
using a 6x multiple of the rating agency's projected EBITDA at
emergence from default, consistent with the multiples the rating
agency uses for similar generic and specialty pharmaceutical
companies.
Simulated default assumptions
-- Simulated year of default: 2024
-- EBITDA at emergence: $838 million
-- EBITDA multiple: 6x
-- Gross enterprise value at emergence: $5 billion
Simplified waterfall
-- Net enterprise value (after 5% administrative costs): $4.77
billion
-- Valuation split (obligors/nonobligors): 96%/4%
-- Collateral value available to secured creditors: $4.7 billion
-- Secured first-lien debt: $6.6 billion
-- Recovery expectations: 70%-90% (rounded estimate: 70%)
-- Total value available to second-lien debt: $0 billion
-- Second-lien debt: $1.16 billion
-- Recovery expectations: 0%-10% (rounded estimate: 0%)
-- Total value available to senior unsecured debt: $0 billion
-- Unsecured debt: $3 billion
-- Recovery expectations: 0%-10% (rounded estimate: 0%)
All debt amounts include six months of prepetition interest.
ENTREC CORPORATION: Chapter 15 Case Summary
-------------------------------------------
Lead Debtor: ENTREC Corporation
1400, 350 - 7th Avenue S.W.
Calgary, Alberta T2P 3N9
Canada
Business Description: ENTREC is a heavy haul transportation
and crane solutions provider to the oil
and natural gas, construction,
petrochemical, mining, and power
generation industries.
Foreign Proceeding: Court of Queen's Bench of Alberta
Judicial Centre Calgary
Chapter 15
Petition Date: May 15, 2020
Court: United States Bankruptcy Court
Southern District of Texas
Eight affiliated debtors that concurrently filed voluntary
petitions for relief under Chapter 15 of the Bankruptcy Code:
Debtor Case No.
------ --------
ENTREC Corporation (Lead Debtor) 20-32643
ENT Oilfield Group Ltd. 20-32644
Capstan Hauling Ltd. 20-32645
ENT Capital Corp. 20-32646
ENTREC Holdings Inc. 20-32647
ENTREC Cranes & Heavy Haul Inc. 20-32648
ENTREC Alberta Ltd. 20-32649
ENTREC Services Ltd. 20-32650
Judge: Hon. Marvin Isgur
Court-Appointed
Monitor in CCAA
Proceedings &
Foreign
Representative: ALVAREZ & MARSAL CANADA INC.
Debtors' Counsel: Timothy A. ("Tad") Davidson II, Esq.
David A. Zdunkewicz, Esq.
Philip M. Guffy, Esq.
HUNTON ANDREWS KURTH LLP
600 Travis Street, Suite 4200
Houston, Texas 77002
Tel: 713-220-4200
Email: taddavidson@HuntonAK.com
dzdunkewicz@HuntonAK.com
pguffy@HuntonAK.com
Counsel for
Canadian
Monitor: Steve A. Peirce, Esq.
NORTON ROSE FULBRIGHT US LLP
111 West Houston Street, Suite 1800
San Antonio, TX 78205-3792
Tel: (210) 270-7179
Fax: (210) 270-7205
Email: steve.peirce@nortonrosefulbright.com
- and -
Louis R. Strubeck, Jr., Esq.
NORTON ROSE FULBRIGHT US LLP
2200 Ross Avenue, Suite 2800
Dallas, TX 75201
Tel: (214) 855-8000
Fax: (214) 855-8200
Email: louis.strubeck@nortonrosefulbright.com
- and -
Julie Goodrich Harrison, Esq.
NORTON ROSE FULBRIGHT US LLP
1301 McKinney, Suite 5100
Houston, TX 77010-3095
Tel: (713) 651-5434
Fax: (713) 651-5246
Email: julie.harrison@nortonrosefulbright.com
Estimated Assets: Unknown
Estimated Debts: Unknown
ENTREC CORPORATION: Obtains Initial Stay Under CCAA
---------------------------------------------------
ENTREC Corporation, Capstan Hauling Ltd., ENTREC Alberta Ltd., ENT
Capital Corp., ENTREC Cranes & Heavy Haul Inc., ENTREC Holdings
Inc., ENT Oilfield Group Ltd., and ENTREC Services Ltd. were
granted an initial order to commence proceedings under the
Companies' Creditors Arrangement Act, as amended. Pursuant to the
Initial Order, Alvarez & Marsal Canada Inc. was appointed as
monitor in the CCAA Proceedings.
The Initial Order granted a stay of proceedings until May 25, 2020,
and provided that the during the Stay Period, no proceedings may be
commenced against or in respect of ENTREC.
On May 15, 2020, the Monitor, as foreign representative, filed
petitions for each of the Companies under Chapter 15 of the U.S.
Bankruptcy Code in the United States Bankruptcy Court for the
Southern District of Texas, Jointly Administered Case No.
20-32643.
On May 15, 2020, the U.S. Court in the U.S. Proceedings entered an
order granting provisional relief providing that the Initial Order
is given full force and effect in all respects on an interim basis,
including, without limitation, with respect to property of the
Applicants located in the U.S. Information regarding the U.S.
Proceedings is available on the website of the U.S. notice agent at
https://cases.stretto.com/entrec.
Canadian Counsel to ENTREC Group of Companies:
Miller Thomson LLP
Attn: Rick Reeson, Q.C.
Bryan Hosking
Jeff Carhart
Asim Iqbal
10155 102 Street, Suite 2700
Edmonton, AB T5J 4G8
Email: rreeson@millerthomson.com
bhosking@millerthomson.com
jcarhart@millerthomson.com
aiqbal@millerthomson.com
US Counsel to ENTREC Group of Companies:
Hunton, Andrews Kurth LLP
Attn: Phillip Guffy
Tad Davidson
600 Travis Street, Suite 4200
Houston, TX 77002
Email: pguffy@huntonAK.com
taddavidson@huntonAK.com
Financial Advisor to Lending Syndicate:
PricewaterhouseCoopers
Attn: Greg Prince
Meagan Binder
PwC Tower, 18 York Street, Suite 2600
Toronto, ON M5J 0B2
Email: gregory.n.prince@pwc.com
binder.t.meagan@pwc.com
PricewaterhouseCoopers
Attn: David Bryan
Sean Fleming
Mark Wong
Stantec Tower
10220 - 103 Ave NW, 22nd Floor
Edmonton, AB T5J 0K4
Email: david.j.bryan@pwc.com
sean.e.fleming@pwc.com
mark.wong@pwc.com
Canadian Counsel to ENTREC Officers and Directors:
Ogilvie LLP
Attn: Kentigern Rowan, Q.C.
1400 Canadian Western Bank Place
10303 Jasper Ave.
Edmonton, AB T5J 3N6
Email: krowan@ogilvielaw.com
US Independent Counsel to ENTREC Board of Directors:
Gray Reed
Attn: Joe E. Virene
1300 Post Oak Blvd., Suite 2000
Houston, TX 77056
Email: jvirene@grayreed.com
Gray Reed
Attn: Jason S. Brookner
1601 Elm St., Suite 4600
Dallas, TX 77056
Email: jbrookner@grayreed.com
A copy of the Initial Order and other materials related to these
proceedings is available on the Monitor's web-site:
https://www.alvarezandmarsal.com/entrec
ENTREC Corporation -- http://www.entrec.com/-- provides heavy lift
and specialized transportation services with offerings encompassing
crane services, heavy haul transportation, engineering, logistics
and support.
EVEREADY SERVICES: $90K Cash Sale of Assets to CSMC Approved
------------------------------------------------------------
Judge Harlin DeWayne Hale of the U.S. Bankruptcy Court for the
Northern District of Texas authorized Eveready Services, Inc.'s
sale of assets, consisting mainly of the racking and related moving
equipment and its list of customers, to CSMC, LLC for $90,000,
cash.
The sale is free and clear of all liens, interests, claims and
encumbrances, except for the liens that secure 2020 ad valorem
taxes which will remain attached to the Assets.
At Closing, all proceeds will be paid to Debtor to be held in the
DIP account subject to further Order of the Court.
The sale is final and will be effective and enforceable immediately
upon entry and will not be stayed pursuant to Bankruptcy Rule
6004(g).
About Eveready Services
Eveready Services, Inc., provides specialized logistics services to
interior designers and their craftspeople, suppliers and clientele.
The services offered include delivery, installation, art handling
and installation, receiving, storage, shipping and household
transfer.
Eveready Services sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Tex. Case No. 20-30225) on Jan. 23,
2020. At the time of the filing, the Debtor was estimated to have
assets of between $50,000 and $100,000 and liabilities of between
$1 million and $10 million. The Debtor is represented by Eric A.
Liepins, P.C.
EVIO INC: Delays Filing of Quarterly Report Due to COVID-19
-----------------------------------------------------------
EVIO, Inc. filed a Form 8-K with the Securities and Exchange
Commission notifying its reliance on the SEC's order with respect
to its Quarterly Report on Form 10-Q for the period ended March 31,
2020 the, which was due to be filed with the SEC on or before May
15, 2020.
The SEC issued an order on March 25, 2020, under the Exchange Act
of 1934 extending the deadlines for filing certain reports made
under the Exchange Act, including quarterly reports on Form 10-Q,
for registrants subject to the reporting obligations under the
Exchange Act that have been particularly impacted by the
coronavirus disease 2019 ("COVID-19") and which reports have filing
deadlines between March 1 and July 31, 2020.
The Company is relying on the Order because, in light of COVID-19,
non-essential businesses in Nevada have been closed by the state's
governor's order, as result of which Company personnel, its
auditors, and its legal counsel have been required to work and
communicate remotely, which has impaired their ability to complete
preparation and review of the Report, as well as to assemble all
documents necessary to complete the Report. Accordingly, in
reliance upon the Order, the Company expects to file the Report no
later than June 29, 2020 (which is 45 days from the Deadline).
About EVIO, Inc.
EVIO, Inc., formerly Signal Bay, Inc. -- http://www.eviolabs.com--
provides analytical testing and advisory services to the emerging
legalized cannabis industry. The Company is domiciled in the State
of Colorado, and its corporate headquarters is located in Bend,
Oregon.
BF Borgers CPA PC, in Lakewood, CO, the Company's auditor since
2019, issued a "going concern" qualification in its report dated
Aug. 19, 2019, on the Company's consolidated financial statements
for the year ended Sept. 30, 2018, citing that the Company's
significant operating losses raise substantial doubt about its
ability to continue as a going concern.
EVIO reported a net loss of $11.93 million for the year ended Sept.
30, 2018, following a net loss of $3.59 million for the year ended
Sept. 30, 2017. As of June 30, 2019, the Company had $16.26
million in total assets, $17.11 million in total liabilities, and a
total deficit of $851,407.
EXIDE HOLDINGS: Case Summary & 30 Largest Unsecured Creditors
-------------------------------------------------------------
Lead Debtor: Exide Holdings, Inc.
13000 Deerfield Parkway
Building 200
Milton, Georgia 30004
Business Description: Founded in 1888 and headquartered in
Milton, Georgia, Exide --
https://www.exide.com -- is a stored
electrical energy solutions company and
a producer and recycler of lead-acid
batteries. Across the globe, Exide
batteries power cars, boats, heavy duty
vehicles, golf carts, powersports, and
lawn and garden applications. Its
network power solutions deliver energy
to vast telecommunication networks in
need of uninterrupted power supply.
Chapter 11 Petition Date: May 19, 2020
Court: United States Bankruptcy Court
District of Delaware
Five affiliates that concurrently filed voluntary petitions for
relief under Chapter 11 of the Bankruptcy Code:
Debtor Case No.
------ --------
Exide Holdings, Inc. (Lead Debtor) 20-11157
Exide Technologies, LLC 20-11158
Exide Delaware LLC 20-11161
Dixie Metals Company 20-11159
Refined Metals Corporation 20-11160
Debtors' Counsel: Ray C. Schrock, P.C.
Jacqueline Marcus, Esq.
Sunny Singh, Esq.
WEIL, GOTSHAL & MANGES LLP
767 Fifth Avenue
New York, New York 10153
Tel: (212) 310-8000
Fax: (212) 310-8007
Email: ray.schrock@weil.com
jacqueline.marcus@weil.com
sunny.singh@weil.com
Debtors'
Local
Bankruptcy
Counsel: Daniel J. DeFranceschi, Esq.
Zachary I. Shapiro, Esq.
Brendan J. Schlauch, Esq.
RICHARDS, LAYTON & FINGER, P.A.
One Rodney Square
920 N. King Street
Wilmington, Delaware 19801
Tel: (302) 651-7700
Fax: (302) 651-7701
Email: defranceschi@rlf.com
shapiro@rlf.com
schlauch@rlf.com
Debtors'
Investment
Banker: HOULIHAN LOKEY CAPITAL, INC.
245 Park Avenue, 20th Floor
New York, NY 10167
Debtors'
Claims &
Noticing
Agent: PRIME CLERK LLC
One Grand Central Place
60 East 42nd St., Suite 1440
New York, NY 10165
https://cases.primeclerk.com/Exide2020
Debtors'
Financial
Advisor: ANKURA CONSULTING GROUP, LLC
485 Lexington Avenue
New York, NY 10017
Estimated Assets
(on a consolidated basis): $500 million to $1 billion
Estimated Liabilities
(on a consolidated basis): $1 billion to $10 billion
The petitions were signed by Roy Messing, chief restructuring
officer.
A copy of Exide Holdings' petition is available for free at
PacerMonitor.com at:
https://is.gd/wyn3dU
Consolidated List of Debtors' 30 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
1. California Department of Toxic Regulatory Fee $8,919,150
Substances Control
Attn: Peter G. Thyberg,
Senior Staff Counsel
8800 Cal Center Drive
Sacramento, CA 95826
Tel: 916-255-3246
Email: peter.thyberg@dtsc.ca.gov
2. Daramic Incorporated Trade Debt $3,138,022
Attn: President or General Counsel
5525 US 60 East
Owensboro, KY 42303
Attn: President or General Counsel
Tel: 704-587-8599
3. American Integrated Professional $2,096,259
Services (AIS) Services
Attn: President or
General Counsel
1502 East Opp Street
Wilmington, CA 90744
Tel: 310-522-1168
Fax: 704-587-8796
4. California Department of Government $2,000,000
Toxic Substances Control Obligation
Attn: Peter G. Thyberg
Senior Staff Counsel
8800 Cal Center Drive
Sacramento, CA 95826
Tel: 916-255-3246
Email: peter.thyberg@dtsc.ca.gov
5. Transervice Logistics Inc. Trade Debt $1,984,126
Attn: President or General Counsel
5 Dakota Drive
Lake Success, NY 11042-1188
Tel: 800-645-8018
Fax: 310-522-0474
Email: inquiry@transervice.com
6. Geosyntec Consultants, Inc. Professional $1,365,676
Attn: President or General Counsel Services
900 Broken Sound Parkway, Ste 200
Boca Raton, FL 33487-3513
Tel: 866-676-1101
Fax: 416-867-6793
Email: contact@geosyntec.com
7. Data2Logistics, LLC Trade Debt $1,309,015
Attn: President or General Counsel
PO Box 60083
Ft. Myers, FL 33906
Tel: 239-936-2800
8. Onix Networking Corp. Trade Debt $1,105,000
Attn: President or General Counsel
18519 Detroit Avenue
Lakewood, OH 44107
Tel: 216-529-3000
Email: MARKETING@ONIXNET.COM
9. Doe Run Company Trade Debt $960,802
Attn: Lou Magdits
1801 Park 270 Drive, Suite 300
St. Louis, MO 63146
Tel: 314-453-7100
Fax: 216-529-3020
Email: rrdinfo@doerun.com
10. Leoch Battery Pte. Ltd Trade Debt $930,810
Attn: President or General Counsel
No. 53, Ubi Avenue 1
#03-21 Paya Ubi Industrial Park
408934 Singapore
Tel: 86-755-86036060
Email: export@leoch.com
11. Seibel Modern Trade Debt $902,978
Manufacturing & Welding
Attn: President or General Counsel
38 Palmer Place
Lancaster, NY 14086
Tel: 716-683-1536
Fax: 852-2117-0016
12. Applied Industrial Trade Debt $818,947
Technologies, Inc.
Attn: President or General Counsel
PO Box 905794
Charlotte, NC 28290-5794
Tel: 216-426-4000
Fax: 716-683-2552
13. Remediation Services Inc. Trade Debt $818,572
Attn: President or General Counsel
PO Box 587
Independence, KS 67301
Tel: 720-639-8771
Email: Bob@trapandtreat.com
14. Southwestern Electrical Co Inc. Trade Debt $785,326
Attn: President or General Counsel
1638 E. First St.
Wichita, KS 67214
Tel: 316-263-1264
15. C H Robinson Company, Inc. Trade Debt $715,556
Attn: President or General Counsel
PO Box 9121
Minneapolis, MN 55480-9121
Tel: 952-683-2800
Email: solutions@chrobinson.com
16. Roles Marketing Trade Debt $687,394
International Inc.
Attn: President or General Counsel
PO Box 210759
Royal Palm Beach, FL 33411
Tel: 561-792-1544
17. Heritage Environmental Services Trade Debt $686,480
Attn: President or General Counsel
PO BOX 933024
Cleveland, OH 44193
Tel: 877-436-8778
Fax: 561-753-3880
18. SMC LLC Trade Debt $685,834
Attn: President or General Counsel
400 Enterprise Drive
Nicholasville, KY 40356
Tel: 859-885-9658
Email: info@SMCkyEMS.com
19. Salesforce.com Inc. Trade Debt $679,357
Attn: President or General Counsel
PO Box 203141
Dallas, TX 75320-3141
Tel: 1-800-NO-SOFTWARE
Fax: 859-885-3986
20. Tulip Molded Trade Debt $676,289
Plastics Corporation
Attn: President or General Counsel
PO Box 105950
Atlanta, GA 30348 5950
Tel: 844-282-7945; 414-963-3120
Fax: 415-901-7040
21. RSR Corporation Trade Debt $643,646
Attn: President or General Counsel
2777 Stemmons Freeway
Dallas, TX 75207
Tel: 214-631-6070
Fax: 414-962-0309
Email: info@rsrna.com
22. Praxair Inc. Trade Debt $595,042
Attn: President or General Counsel
PO Box 281901
Atlanta, GA 30384 1901
Tel: 800-772-9247
Fax: 214-631-6146
Email: info@praxair.com
23. Evergy Trade Debt $567,920
Attn: President or General Counsel
One Kansas City Place
1200 Main St
Kansas City, MO 64105
Tel: 888-471-5275; 800-383-1183
Fax: 800-772-9985
Email: lori.wright@evergy.com
24. ACS, Inc. Trade Debt $556,019
Attn: President or General Counsel
1729 George Jenkins Blvd.
Lakeland, FL 33815
Tel: 863-529-0987
Email: acs.lakeland@gmail.com
25. Kroll Associates, Inc. Professional $537,082
Attn: Joel Bowers Services
55 East 52nd Street
New York, NY 10055
Tel: 212-593-1000
Email: joel.bowers@kroll.com
26. Water Gremlin Company Trade Debt $521,298
Attn: Joel Bowers
4400 Otter Lake Rd.
White Bear Township, MN 55110
Tel: 651-429-7761
27. E-Pallet Inc. Trade Debt $519,761
Attn: President or General Counsel
PO Box 635897
Cincinnati, OH 45263
Tel: 1-888-805-9670
Fax: 651-429-9611
28. Simon's Trucking Inc. Trade Debt $489,919
Attn: President or General Counsel
920 Simon Drive
Farley, IA 52046
Tel: 800-373-2580;-563-744-3304
Fax: 312-297-5956
29. Flow-Rite Controls Trade Debt $472,019
Attn: President or General Counsel
960 74th Street SW
Byron Center, MI 49315
Tel: 616-583-1700
Fax: 563-744-3726
30. Gopher Resource LLC Trade Debt $471,838
Attn: President or General Counsel
3385 South Highway 149
Eagan, MN 55121-2395
Tel: 651-454-3310
Email: Info@GopherResource.com
FIRST MIDWEST: S&P Rates Series A Perpetual Preferred Stock 'BB-'
-----------------------------------------------------------------
S&P Global Ratings said that it has assigned its 'BB-' rating to
First Midwest Bancorp Inc.'s (FMBI) public offering of $100 million
aggregate principal amount of its 7.0% series A noncumulative
perpetual preferred stock. The rating on the preferred stock is
four notches lower than the company's stand-alone credit profile of
'bbb', reflecting the issue's subordination to FMBI's existing and
future subordinated and senior debt. FMBI intends to use the net
proceeds from the offering for general corporate purposes.
"Although we consider instruments of this nature to be a weaker
form of equity capital, we classify FMBI's preferred stock as
having intermediate equity content, and include it in our
calculation of total adjusted capital (TAC), which is the numerator
of our risk-adjusted capital (RAC) ratio. As of Dec. 31, 2019, the
RAC ratio was adequate, in our view, at 9.6%," S&P said.
"We have stable outlooks on our ratings on FMBI and its primary
bank subsidiary, First Midwest Bank. FMBI is concentrated in the
highly competitive Chicago metropolitan area with a sizable
exposure to commercial real estate. We expect some asset quality
deterioration stemming from the effects of the COVID-19 pandemic.
However, we think the relatively low level of loan exposures to
severely affected industries--such as retailers, hotels, and
restaurants--will not disproportionately hurt credit metrics
relative to similarly rated U.S. regional bank peers'. The
preferred issuance will increase TAC in our RAC calculation,
thereby partially offsetting the decline in capital ratios
experienced in the first quarter. In addition, FMBI maintains a
stable core deposit franchise, adequate capital ratios, and
generally conservative lending policies, which we view favorably,"
the rating agency said.
Ratings List
First Midwest Bancorp Inc.
Issuer Credit Rating BBB-/Stable/--
New Rating
First Midwest Bancorp Inc.
Preferred Stock
USD$100 mil Fixed Rate Non-Cumulative
Perpetual Preferred Stock, Series A BB-
FLIGHTHUB GROUP: Obtains CCAA Stay Order; MNP Named Monitor
-----------------------------------------------------------
The Quebec Superior Court for the District of Montreal issued an
initial order appointing MNP Ltd. as monitor to FlightHub Group
Inc. and its affiliates pursuant to the Companies' Creditors
Arrangement Act, and providing the companies with various
protections in virtue of the CCAA. The Court number assigned to
the proceedings is 500-11-058645-207.
MNP Ltd. can be reached at:
MNP Ltd.
Attn: Pierre Marchand, CPA, CMA, CIRP, LIT
Senior Vice-President
Tel: 514-906-4645
Email: pierre.marchand@mnp.ca
Attorneys for the Companies:
Stikeman Elliott LLP
1155 Rene-Levesque Blvd. West, 41st Floor
Montreal, Quebec H3B 3V2
Joseph Reynaud
Tel: 514-397-3019
Email: jreynaud@stikeman.com
Remi Leprevost
Tel: 514-397-6477
Email: rleprevost@stikeman.com
Based in Montreal, FlightHub -- https://www.flighthub.com/ --
operates an online travel company.
FRICTIONLESS WORLD: $73K Sale of RanchEx Inventory to Dynaline OK'd
-------------------------------------------------------------------
Judge Michael E. Romero of the U.S. Bankruptcy Court for the
District of Colorado authorized Frictionless World, LLC's sale of
its remaining RanchEx inventory primarily consists of hardware,
accessories, gate and fencing items, hitches, sprockets, pulleys,
chains, linkage items, wire stretchers and related items, to
Dynaline Industries, Inc. for $73,437, pursuant to their Manual
Purchase Order.
The sale is free and clear of any and all liens, claims and
encumbrances of any nature whatsoever, whether known or unknown.
Any person(s) having notice or knowledge of the within order are
enjoined, prohibited and restrained from possession or using the
RanchEx Inventory or from interfering with the closing or with FW's
or Dynaline's rights under the Manual Purchase Order or the within
order and/or from commencing, continuing or otherwise pursuing or
enforcing any remedy, claim, cause of action, lien or encumbrance
against Dynaline related thereto.
A copy of the Contract is available at https://tinyurl.com/yacgq96e
from PacerMonitor.com free of charge.
About Frictionless World
Frictionless World, LLC -- https://www.frictionlessworld.com/ --
provides professional grade outdoor power equipment, replacement
parts for tractors, hitches and agricultural implements, gate and
fence equipment, lithium ion powered tools, and ice fishing
equipment. It offers brands such as Dirty Hand Tools, RanchEx,
Redback, Trophy Strike and Vinsetta Tools.
Frictionless World sought Chapter 11 protection (Banks. D. Col.
Case No. 19-18459) on Sept. 30, 2019. The Hon. Michael E. Romero is
the case judge. In the petition signed by CEO Daniel Banjo, the
Debtor disclosed total assets of $14,600,503 and total liabilities
of $17,364,542.
The Debtor tapped Wadsworth Garber Warner Conrardy P.C. as
bankruptcy counsel; Thomas P. Howard, LLC as special counsel; r2
Advisors, LLC as financial advisor; and Three Twenty-One Capital
Partners, LLC as investment banker.
The Office of the U.S. Trustee appointed creditors to serve on the
official committee of unsecured creditors on Nov. 20, 2019. JW
Infinity Consulting LLC, is the financial advisor to the Committee.
GEO GROUP: S&P Alters Outlook to Negative, Affirms 'BB-' ICR
------------------------------------------------------------
S&P Global Ratings revised the outlook on U.S.-based private prison
operator The GEO Group Inc. to negative from stable and affirmed
its ratings, including the 'BB-' issuer credit rating.
The U.S. private prison industry is facing a decline in occupancy
in 2020 primarily due to reduced Immigration and Customs
Enforcement (ICE) detentions and revised prison social distancing
requirements. Since early May, ICE detainee populations are down
by around 50% from April levels as the closure of the U.S.-Mexico
border on March 20 deterred crossings and mandated the immediate
return of those that did cross back to their country of origin.
This shut down the incoming flow of detainees to ICE detention
centers, decreasing occupancy levels in Secure Services (65.8% of
revenues as of first quarter 2020). The pressure on ICE populations
is significant for total operating results because the company
generates 28% of its revenues from services provided to the agency,
its largest customer. Compensated man-days in the Secure Segment
(owned and leased beds) was down by about 35,000 in the first
quarter of 2020 (year over year), driving average occupancy to 89%
(compared with 96% in the first quarter of 2019). Man-days and
occupancy levels are poised to take a further hit in the second
quarter following ICE's April 10 guidelines to reduce detention
populations to 75% of capacity, amounting to total revenue declines
for the year in the high-single-digit percent area.
GEO's operating profit and cash flow will decline in 2020 given its
fixed cost base. A predominantly fixed cost base of operating
expenses provides limited flexibility to offset revenue declines,
but guaranteed minimum contract payments give some assurance of a
revenue floor. Due to the transient nature of their populations and
short-term length of stay, about two-thirds of ICE contracts
include fixed minimum guarantee payments to ensure that prison
operators manage facilities to a baseline minimum level of
occupancy and operating capacity. Though many of these facilities
are now operating at or below guarantee levels, staffing level
mandates dictated by contract provisions provide limited wiggle
room to furlough or reduce headcount.
"This presents a challenge to prison operators' ability to counter
rising expenses, but we do expect a reduction in staffing levels
toward the minimum required contract levels, where feasible. We
estimate that fixed costs account for about 70% of total operating
expenses, with labor being the largest contributor. Opportunities
for cash flow management are similarly scarce, though the company
can flex capital spending as the majority is allotted for growth
projects. We expect capital expenditures (capex) to total around
$85 million in 2020 and free operating cash flow to exceed $250
million," S&P said.
Also under pressure is GEO Care (24% of revenues), the company's
rehabilitation and post-release support services segment. In this
segment, compensated man-days (owned and leased beds) in the first
quarter of 2020 were down by 114,000 and 8,000 (year over year) in
Community-based and Youth services, respectively, driving average
occupancy to 70% and 64%, (compared with 74% and 73% in the first
quarter of 2019). GEO Care relies on intake referrals from judicial
proceedings, which are occurring at a compromised frequency as the
judicial system is operating at a limited capacity. In addition,
referrals are also inhibited by the reluctance to introduce new
detainees into a contained population, which is disrupting intake
volumes. S&P expects this to translate to a mid-single-digit
percentage revenue decline for the Care segment in 2020.
The remainder of the business is facing similar headwinds, but to a
lesser extent. In the U.S. Marshals Service segment (12% of
revenues), populations are holding steady because of the limited
amount of court trials, which are extending stay periods by
preventing the release of inmates (though conversely, the intake
process is hindered for the same reason). Overall, S&P believes
that total revenues could decline by 5%-10% this year and adjusted
leverage could climb above 6.5x.
A return to credit measures to near historical levels is likely in
2021. S&P's base case assumes that GEO's operations will
gradually recover starting in late 2020 and the company's
debt-to-EBITDA ratio will improve to mid-5x in 2021, assuming the
COVID-19 pandemic is contained in late 2020. Nevertheless, the
trajectory of the rebound will depend on the lifting of these
containment and distancing directives, the future behavior of
border traffic patterns, and the return to normalized levels
occupancy, as well as any secondary impact from the outcome from
changes in government policies following the U.S. 2020 election.
GEO has some flexibility to manage its debt leverage, if it chooses
to.
Although its base case does not include any changes to its
financial policy, S&P believes the company could also reevaluate
its dividend policies or further delay part of its capital
investment, if needed.
Exposure to regulatory, government policy, and headline risks
remains a constraint to the rating. Like all companies operating
within the U.S. private prison industry, the exposure to change in
regulation and government policy risks represent meaningful event
risks.
-- How long the company's debt costs remain elevated and its
impact on the ability to obtain cost-effective funding to support
acquisitions and capex. In the event the company utilizes a higher
proportion of secured debt, S&P's ratings on the unsecured debt
could potentially be lowered.
-- How successfully California is able to operate under AB-32 and
manage its overcrowded facilities, and the likelihood that similar
initiatives are embraced by large state customers.
-- Changes in state or federal sentencing guidelines and its
impact on inmate populations or change in ICE holding policies or
funding.
-- The likelihood that August 2016 Department of Justice
directive, which was rescinded by the Trump administration in 2017,
is reinstated. The directive aimed to reduce and ultimately end the
use of privately operated prisons at the Federal Bureau of Prisons
(BOP).
-- Its ability to win new business contracts due to either
competitive pressure or reputational issues caused by negative news
headlines.
Environmental, social, and governance (ESG) credit factors for this
credit rating change:
-- Health and safety
"The negative outlook reflects the inherent uncertainty of the
impact of COVID-19 and timing of a rebound in occupancy, including
the risk that we could lower our ratings if we expect that leverage
and cash flow measures will fail to rebound in 2021. Additionally,
we could lower our ratings if revenue visibility, operating
conditions, or financing conditions continue to remain challenged
even if credit measures rebound," S&P said.
"We could lower the rating on GEO if the company is unable to
improve its credit measures, such that forecasted funds from
operations (FFO) to debt remains below 12% and debt to EBITDA
remains in the high-5x area by the end of 2021," the rating agency
said.
In this scenario:
-- Occupancy rates remain low because of changes in state, local,
federal enforcement immigration policies, or sentencing
guidelines.
-- Reduced government spending on private detention space or as a
result of changes in the administration related to the upcoming
election.
-- Per diem rates decline due to COVID- induced stress on state
budgets or administrative changes.
-- Changes in government policies on the use of private detention
centers causes a negative reassessment in S&P's view of the
business.
-- If financing conditions do not improve, constraining investment
policy, liquidity or causing higher refinancing its debt
-- S&P could revise the outlook to stable if the company is able
to reduce its debt leverage to the mid 5x area or better and its
FFO/debt to over 12% and longer term operating and financing
conditions improve for the private detention operators.
-- S&P could revise the outlook to stable over the next 12 to 18
months if the company is able to reduce its debt leverage to the
mid 5x area or better and its FFO/debt to over 12%.
GGI HOLDINGS: U.S. Trustee Appoints Creditors' Committee
--------------------------------------------------------
The Office of the U.S. Trustee appointed a committee to represent
unsecured creditors in the Chapter 11 cases of GGI Holdings, LLC
and its affiliates.
The committee members are:
1. Encino Pinnacle Owner II, LP
c/o Dan Deichert
7247 Meadow Lake Avenue
Dallas, TX 75214
(214) 632-2463
dandeichert@gmail.com
2. Les Mills United States Trading
c/o Kimberly DiNino
363 W. Erie Street, Suite 200
Chicago, IL 60607
(847) 528-0033
Kim.dinino@lesmills.com
3. JVRC Associates, LLP
c/o Lori Kurtz
4779 North Academy Blvd.
Colorado Springs, CO 80918
(719) 492-1024
llkurtz@aol.com
Official creditors' committees serve as fiduciaries to the general
population of creditors they represent. They may investigate the
debtor's business and financial affairs. Committees have the right
to employ legal counsel, accountants and financial advisors at a
debtor's expense.
About GGI Holdings
Founded in 1965, GGI Holdings, LLC and its affiliates, including
Gold's Gym International, Inc. and Golds Holding Corp, operate a
network of company-owned and franchised fitness centers. They own
and operate approximately 95 gyms domestically, and hold franchise
agreements for more than 600 gyms domestically and internationally.
The majority owner -- TRT Holdings, Inc. -- acquired the business
in 2004.
GGI Holdings and affiliates sought Chapter 11 protection (Bankr.
N.D. Texas Lead Case No. 20-31318) on May 4, 2020. GGI Holdings
was estimated to have assets and debt of $50 million to $100
million
The Hon. Harlin Dewayne Hale is the case judge.
The Debtors tapped Dykema Gossett PLLC as bankruptcy counsel. BMC
Group Inc. is the claims agent.
GNIRBES INC: U.S. Trustee Unable to Appoint Committee
-----------------------------------------------------
The U.S. Trustee, until further notice, will not appoint an
official committee of unsecured creditors in the Chapter 11 case of
Gnirbes Inc., according to court dockets.
About Gnirbes Inc.
Gnirbes Inc. sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. S.D. Fla. Case No. 20-13992) on March 26, 2020. At the
time of the filing, the Debtor was estimated to have assets of less
than $50,000 and liabilities of between $100,001 and $500,000.
Judge Mindy A Mora oversees the case. The Debtor is represented by
Kelley, Fulton & Kaplan, P.L.
HARTLAND MMI: Case Summary & 8 Unsecured Creditors
--------------------------------------------------
Debtor: Hartland MMI, LLC
553 East Oakey Blvd
Las Vegas, NV 89104
Business Description: Hartland MMI, LLC is a privately held
company in the special events business. The
Debtor previously sought bankruptcy
protection on Feb. 8, 2017 (Bankr. D. Nev.
17-10549).
Chapter 11 Petition Date: May 18, 2020
Court: United States Bankruptcy Court
District of Nevada
Case No.: 20-12409
Judge: Hon. Mike K. Nakagawa
Debtor's Counsel: Matthew L. Johnson, Esq.
JOHNSON & GUBLER, P.C.
Lakes Business Park
8831 W Sahara Ave
Las Vegas, NV 89117-5865
Tel: (702) 471-0065
E-mail: mjohnson@mjohnsonlaw.com
Total Assets: $2,070,513
Total Liabilities: $105,954
The petition was signed by Garry Hart, manager.
A copy of the petition containing, among other items, a list of the
Debtor's eight unsecured creditors is available for free at
PacerMonitor.com at:
https://is.gd/Sbc9wb
HIGH BRASS: Sale of Pittstown Commercial Property to Sky Approved
-----------------------------------------------------------------
Judge Michael B. Kaplan of the U.S. Bankruptcy Court for the
District of New Jersey authorized High Brass Farm Land Holdings,
LLC's sale of the commercial real property commonly known as 68 Sky
Manor Road, Pittstown, New Jersey to Sky Manor Airport Partners,
LLC.
A hearing on the Motion was held on May 7, 2020.
The sale is free and clear of all liens and interests aside from
the easement and maintenance agreement with Sky Manor, on the terms
and conditions of the contract of sale, with any divested liens to
attach to the proceeds of sale.
The sale of the Real Property will be exempt from any law imposing
a stamp tax or similar tax pursuant to N.J.S.A. 46:15-10(g)
providing an exemption of transfers of a deed by a trustee, DIP, in
bankruptcy or liquidation.
Other closing fees payable by the Debtor may be satisfied from the
proceeds of sale and adjustments to the price as provided for in
the contract of sale may be made at closing.
The proceeds of sale will be applied first to any costs of sale
pursuant to the contract of sale, then to the real estate tax claim
held by the Township of Alexandria, then the applicable U.S.
Trustee statutory fees, including but not limited to disbursements
in connection with the sale, as a carve-out from payment due to
Bank of America, then $80,000 to the Debtor's counsel as a
carve-out from payment due to Bank of America pursuant to the
Debtor's settlement with Bank of America, then any remaining
proceeds to Bank of America.
The stay of the Order granting the Motion under Bankruptcy Rule
6004(h) is waived for cause.
About High Brass Farm Land Holdings
High Brass Farm Land Holdings LLC classifies its business as Single
Asset Real Estate (as defined in 11 U.S.C. Section 101(51B)).
High Brass Farm sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. N.J. Case No. 19-25217) on Aug. 6, 2019.
In the petition signed by its member, Michael J. Merbler, the
Debtor was estimated to have assets ranging from $1 million to $10
million and liabilities of the same range. Judge Michael B. Kaplan
has been assigned to the case. The Debtor is represented by Edmond
M. George, Esq., at Obermayer Rebmann Maxwell & Hippel LLP.
HORNBECK OFFSHORE: Case Summary & 30 Largest Unsecured Creditors
----------------------------------------------------------------
Lead Debtor: Hornbeck Offshore Services, Inc.
103 Northpark Boulevard, Suite 300
Covington, Louisiana 70433
Business Description: The Debtors provide marine
transportation, subsea installation, and
accommodation support services to
exploration and production, oilfield
service, offshore construction, and U.S.
military customers. The Debtors were
incorporated in 1997 and are
headquartered in Covington, Louisiana.
Chapter 11 Petition Date: May 19, 2020
Court: United States Bankruptcy Court
Southern District of Texas
Fifteen affiliates that concurrently filed voluntary petitions for
relief under Chapter 11 of the Bankruptcy Code:
Debtor Case No.
------ --------
Hornbeck Offshore Services, Inc. (Lead Debtor) 20-32679
HOS WELLMAX Services, LLC 20-32016
Energy Services Puerto Rico, LLC 20-32680
HOI Holding, LLC 20-32681
Hornbeck Offshore International, LLC 20-32682
Hornbeck Offshore Navegacao, Ltda. 20-32683
Hornbeck Offshore Operators, LLC 20-32684
Hornbeck Offshore Services, LLC 20-32685
Hornbeck Offshore Transportation LLC 20-32686
Hornbeck Offshore Trinidad & Tobago, LLC 20-32687
HOS de Mexico, S. de R.L. de C.V. 20-32688
HOS de Mexico II, S. de R.L. de C.V. 20-32689
HOS Holding, LLC 20-32690
HOS Port, LLC 20-32691
HOS-IV, LLC 20-32692
Judge: Hon. David R. Jones
Debtors'
General
Bankruptcy
Counsel: Edward O. Sassower, P.C.
Ameneh M. Bordi, Esq.
KIRKLAND & ELLIS LLP
KIRKLAND & ELLIS INTERNATIONAL LLP
601 Lexington Avenue
New York, New York 10022
Tel: (212) 446-4800
Fax: (212) 446-4900
E-mail: edward.sassower@kirkland.com
ameneh.bordi@kirkland.com
- and -
Ryan Blaine Bennett, P.C.
Benjamin M. Rhode, Esq.
KIRKLAND & ELLIS LLP
KIRKLAND & ELLIS INTERNATIONAL LLP
300 North LaSalle Street
Chicago, Illinois 60654
Tel: (312) 862-2000
Fax: (312) 862-2200
Email: ryan.bennett@kirkland.com
benjamin.rhode@kirkland.com
Debtors'
Bankruptcy
Co-Counsel: Matthew D. Cavenaugh, Esq.
Kristhy M. Peguero, Esq.
Jennifer F. Wertz, Esq.
Veronica A. Polnick, Esq.
JACKSON WALKER L.L.P.
1401 McKinney Street, Suite 1900
Houston, Texas 77010
Tel: (713) 752-4200
Fax: (713) 752-4221
Email: mcavenaugh@jw.com
kpeguero@jw.com
jwertz@jw.com
vpolnick@jw.com
Debtors'
Co-Counsel: WINSTEAD PC
Debtors'
Financial
Advisor: GUGGENHEIM SECURITIES, LLC
Debtors'
Restructuring
Advisor: PORTAGE POINT PARTNERS, LLC
Debtors'
Notice,
Claims &
Balloting
Agent: STRETTO
https://cases.stretto.com/hornbeck/
Total Assets as of September 30, 2019: $2,691,806,000
Total Debts as of September 30, 2019: $1,493,912,000
The petitions were signed by Samuel A. Giberga, authorized
signatory.
A copy of Hornbeck Offshore's petition is available for free at
PacerMonitor.com at:
https://is.gd/KusGhf
List of Debtors' 30 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
1. Wilmington Trust, 5.00% Notes Due $450,000,000
National Association 2021 plus interest
50 South Sixth Street
Minneapolis, MN 55402
Nikki Kroll
Tel: 612-217-5624
Emal: nkroll@wilmingtontrust.com
2. Wilmington Trust, 5.875% Notes $225,000,000
National Association due 2020 plus interest
50 South Sixth Street
Minneapolis, MN 55402
Nikki Kroll
Tel: 612-217-5624
Email: nkroll@wilmingtontrust.com
Astromaritima Arbitration $908,596
Navegacao, S.A. Claim
Rua Figueira De Melo
No. 338, Sao Cristovao
Rio De Janeiro, RJ
Brazil
c/o Basilio Avogados
+55 21 2277-4200
Astromaritima
Navegacao, S.A.
+55 21 2295-0610
3. Schottel Inc. Trade Payable $1,056,355
1741 Denley Road
Houma, LA 70363
Jim Fremin
Tel: 504-471-3439
Email: jfremin@schottel.com
4. GE Energy Power Trade Payable $712,189
Generation
PO Box 417441
Boston, MA 02241-7441
Jennifer Maczura
Tel: 412-963-3287
Email: jennifer.maczura@ge.com
5. GNM Maritima Trade Payable $315,688
Internacional
Calle San Carlos
Manzana 201 Lote 10
Residencial San Miguel
Cudad Del Carmen, CM
24157 MX
Cesar Alfredo Medina Albores
Tel: 938-164-6078
Email: calbores@maritima-
internacional.com.mx
6. Huisman North Trade Payable $254,950
America Services LLC
2502 Wehring Road
Rosenberg, TX 77471
Accounting Dept
Attn: Linda
Tel: 832-490-1111
Email: accounting@huisman-na.com
7. Bio-UV Group Trade Payable $234,100
850 Avenue Louis Medard
Lunel, 34400 FR
Lisa Badani
Tel: +33-49-913-7783
Email: lisabadani@bio-uv.com
8. Speedcast Trade Payable $232,475
Communications Inc.
4400 S. Sam Houston
Parkway E
Houston, TX 77048
Dwayne Decuire
Tel: 832-668-2404
Email: collections.america@speedcast.com
9. Mako Unlimited LLC Trade Payable $229,093
PO Box 81487
Lafayette, LA 70598
Wendy Dubose
Tel: 337-857-6009
Email: wendy@makounlimited.com
10. Coastal Distributors Inc. Trade Payable $190,736
211 Venture Blvd
Houma, LA 70360
April Trahan
Tel: 985-851-6774
Email: accounting@coastaldistributors.com
11. Juneau Marine Trade Payable $161,158
Refrigeration
and Air Conditioning Inc.
P.O. Box 1620
Houma, LA 70361-1620
Tracy Leblanc
Tel: 985-873-8739
Email: tracy@rocketmail.com
12. ABS Americas Trade Payable $150,200
PO Box 301249
Dallas, TX
75303-1249
Kelsey Cramer
Tel: 504-262-5203
Email: abscreditcardpayment@eagle.org
13. Kongsberg Maritime Inc. Trade Payable $146,755
10777 Westheimer Road
Suite 1200
Houston, TX 77042
Toya Pinkston
Tel: 713-329-5580
Email: toya.pinkston@km.kongsberg.com
14. Guidance Marine LLC - USA Trade Payable $143,737
1313 McArthur Avenue
Harvye, LA 70058
Colleen Bennett
Tel: 504-305-1120
Email: creditcontrol@guidance.eu.com
15. International Paint Inc. Trade Payable $135,205
PO Box 84702
Dallas, TX 75284-7202
IP Order Desk NOL
Tel: 713-684-5894
Email: iporderdesknol@akzonobel.com
16. Louisiana Machinery LLC Trade Payable $132,708
P.O. Box 536
Reserve, LA 70084
Michael Murzi
Tel: 985-536-0997
Email: michael.murzi@louisianacat.com
17. Marine Fab and Repair Inc. Trade Payable $131,475
211 Venture Blvd
Houma, LA 70360
Tel: 985-851-4638
Email: accounting@coastaldistributors.com
18. Fire Protection Trade Payable $128,356
Service Inc.
PO Box 5218
Houston, TX 77262-5218
Danielle Williams
Tel: 713-924-9600
Email: accounting@fps-usa.com
19. Siemens Industry, Inc. Trade Payable $120,730
PO Box 2715
Carol Stream, IL 60132
Jack Lowenberg
Tel: 770-751-2185
Email: jack.lowenberg@siemens.com
20. NOV Rig Solutions Trade Payable $116,280
Spares
PO Box 201202 Ledger 183
Dallas, TX 75320-1202
Angela White
Tel: 713-868-8715
Email: angela.white@nov.com
21. Taylors International Trade Payable $115,259
Services, Inc.
PO Box 81154
Lafayette, LA 70598
Skylar Savoie
Tel: 337-234-5558
Email: ssavoie@taylors-international.com
22. Motion/Voorhies Trade Payable $111,791
Supply Co
P.O. Box 504606 St.
Louis, MO 63150
Tel: 504-218-1655
Email: arcc.us@motion-ind.com
23. Petroleo Brasileiro Commercial $110,603
S/A - Petrobras Litigation
Avenida Republica Do
Chile, N 65, Rio De
Janeiro/RJ, CEP 20031-912
Brazil
Marco Nery Falbo
Tel: +55-21-32249947
+55-21-32244477
24. DNV GL Noble Denton Trade Payable $98,477
USA LLC
1400 Ravello Drive
Katy, TX 77449
Irene Pena
Tel: 281-396-1118
Email: houston.accountsreceivable@dnvgl.com
25. Seacatalog.com Trade Payable $95,830
2261 Denley Road
Houma, LA 70363
Emily Fazzio
Tel: 985-346-4666
Email: efazzio@okeanus.com
26. Wartsila Dynamic Trade Payable $95,595
Positioning
11710 N Gessner Rd
Suite A
Houston, TX 77064
Debbi Poynter
Tel: 281-233-6245
Email: debi.poynter@wartsila.com
27. Delta Subsea LLC Trade Payable $85,000
550 Club Drive Suite 345
Montgomery, TX 77316
Carole Hlozek
Tel: 936-582-7167
Email: chlozek@deltasubsea-rov.com
28. Shell (Sopus Products) Trade Payable $84,359
DBA Shell (Sopus Products)
PO Box 7247-6236
Philadelphia, PA 19170-6236
Leanel Camporedondo
Tel: 632-490-9024
Email: leanel.camporedondo@shell.com
29. Donovan Marine Inc. Trade Payable $83,785
PO Box 1979
Memphis, TN 38101
Laura Tucker
Tel: 504-488-5731
Email: laurat@donovanmarine.com
30. Beiber Radio LLC Trade Payable $73,306
1150 N Causeway Blvd
Mandeville, LA 70471
Tammy Ward
Tel: 504-341-0123
Email: accts.rec@beierradio.com
INTERNAP TECHNOLOGY: Hires Deloitte to Provide Tax Services
-----------------------------------------------------------
Internap Technology Solutions Inc. and its debtor affiliates seek
approval from the U.S. Bankruptcy Court for the Southern District
of New York to employ Deloitte Tax LLP nunc pro tunc to March 16.
The tax advisory services to be provided by Deloitte Tax include:
(a) Phase I – Baseline Restructuring Analysis. For the Phase
I services, Deloitte Tax will advise Debtors in connection with
their evaluation of the potential U.S. federal income tax effects
of their proposed restructuring. The Phase I services consist of
preparing a baseline restructuring analysis which incorporates
Debtors' historic and projected income tax and financial
information under different restructuring scenarios based on
considerations provided by the Debtors, as follows:
(i) advise Debtors on the potential cash tax effects of their
restructuring;
(ii) incorporate into the analysis the treatment of
cancellation of debt income for tax purposes under Internal Revenue
Code (IRC) Section 108;
(iii) incorporate into the analysis the reduction of tax
attributes (tax basis in assets, tax basis in subsidiary stock, and
net operating loss carryovers) based on Debtors' operating
projections and a technical analysis of the effects of Treasury
Regulation Section 1.1502-28, the interplay with IRC sections 108
and 1017, and the benefits of various tax elections in these
provisions, to determine Debtors' baseline projected
post-bankruptcy tax attribute profile;
(iv) analyze Debtors' existing tax basis balance sheets,
including tax basis in the stock in each of Debtors' U.S.
subsidiaries;
(v) analyze Debtors' existing analysis and documentation
related to the application of IRC Section 382 to historic IRC
Section 382 ownership changes or ownership shifts;
(vi) incorporate into the analysis and advise Debtors on the
effects of tax rules under IRC Sections 382(l)(5) and (l)(6)
including the Debtors' ability to qualify for IRC Section
382(l)(5);
(vii) incorporate into the analysis and advise Debtors on the
potential impact of the Net Unrealized Built-in Gain and
Reorganized Built-in Gain provisions (as defined under IRC Section
382);
(viii) incorporate into the analysis and provide tax advice as
Debtors evaluate and analyze the tax effects of applicable
elections provided for in IRC Sections 108 and 382 as well as
potential bankruptcy restructuring alternatives; and
(ix) provide related tax advisory services as requested by
Debtors and agreed to by Deloitte Tax.
(b) Phase II – Update and Finalize Restructuring Analysis.
As requested by Debtors and as agreed to by Deloitte Tax, for the
Phase II services, the firm will provide tax advice as Debtors
evaluate their potential tax strategies and tax scenarios for the
restructuring, as follows:
(i) advise Debtors on updates to the analysis prepared in
Phase I;
(ii) advise Debtors on the potential U.S. federal income tax
implications of the settlement of intercompany obligations between
one or more members of their U.S. federal consolidated group;
(iii) advise Debtors regarding the treatment of post-petition
interest for U.S. federal income tax purposes;
(iv) advise Debtors as to the state and federal income tax
treatment of pre-bankruptcy and postpetition reorganization costs;
(v) advise Debtors with their evaluation and modeling of the
tax effects of liquidating, disposing of assets, merging or
converting entities as part of the restructuring;
(vi) advise Debtors on state income tax treatment and planning
for restructuring or bankruptcy provisions in various
jurisdictions;
(vii) advise Debtors on income tax return reporting of
restructuring issues and related matters;
(viii) advise Debtors on their response to tax notices and
audits from various taxing authorities;
(ix) advise Debtors in their review and analysis of the tax
treatment of items adjusted for financial reporting purposes as a
result of fresh start accounting as required for the emergence date
of the U.S. financial statements;
(x) assist Debtors in documenting, as appropriate, tax
analysis, development of Debtors' opinions, recommendations,
observations, and correspondence for any proposed restructuring
alternative tax issue or other tax matter;
(xi) advise Debtors regarding other U.S. federal income tax
questions or opportunities that may arise in the course of the
engagement; and
(xii) provide related tax advisory services for the Debtors as
requested by the Debtors and agreed to by Deloitte Tax.
Deloitte Tax will charge the Debtors the following hourly rates for
services rendered:
Partner/Principal/Managing Director $915
Senior Manager $795
Manager $670
Sr. Consultant/Sr. Staff $450
Consultant/Staff $350
In the 90 days prior to the petition date, Debtors paid Deloitte
Tax $216,253.50, including a $50,000 retainer.
Stephen Harrison, a partner at Deloitte Tax, disclosed in court
filings that the firm is a "disinterested person" within the
meaning of Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Stephen Harrison
Deloitte Tax LLP
Suite 2000
191 Peachtree Street NE
Atlanta, GA 30303-1943
Telephone: (404) 220-1500
About Internap Technology Solutions
Internap Corporation (NASDAQ: INAP) -- http://www.INAP.com/-- is a
leading-edge provider of high-performance data center and cloud
solutions with 100 network Points of Presence worldwide. INAP's
full-spectrum portfolio of high-density colocation, managed cloud
hosting and network solutions supports evolving IT infrastructure
requirements for customers ranging from the Fortune 500 to emerging
startups. INAP operates in 21 metropolitan markets, primarily in
North America, with 14 INAP Data Center Flagships connected by a
low-latency, high-capacity fiber network.
On March 16, 2020, Internap Technology Solutions Inc. and six
affiliated debtors, including INAP Corporation, each filed a
voluntary petition for relief under Chapter 11 of the United States
Bankruptcy Code in the United States Bankruptcy Court for the
Southern District of New York. The Debtors have requested that
their cases be jointly administered under lead case In re Internap
Technology Solutions Inc., et al. (Bankr. S.D.N.Y. Case No.
20-20-22393). The petitions were signed by Michael T. Sicoli,
president and chief financial officer (CFO). At the time of the
filing, Internap Technology disclosed estimated assets of $0 to
$50,000 and estimated liabilities of $100 million to $500 million.
Hon. Robert D. Drain oversees the cases.
Debtors tapped FTI Consulting as restructuring advisor, Milbank LLP
as legal counsel, Moelis & Company as financial advisor, Prime
Clerk LLC as claims agent, and Deloitte Tax LLP as tax services
provider.
IOTA COMMUNICATIONS: Terminates Spectrum Partners President
-----------------------------------------------------------
In connection with the winddown of its Spectrum Partners Program
and the shifting of those activities to Iota Spectrum Holdings,
LLC, Iota Communications, Inc. entered into an agreement with
Carole L. Downs to terminate her employment as president, Spectrum
Partners effective July 3, 2020. Ms. Downs will remain a member of
the Board of Directors of the Company. In connection with her
termination of employment, Ms. Downs did not express any
disagreement on any matter relating to the Company's operations,
policies, or practices.
About Iota Communications
Newark, New Jersey-based Iota Communications, Inc., formerly known
as Solbright Group, Inc. -- https://www.iotacommunications.com --
is a wireless network carrier system and software applications
provider dedicated to the Internet of Things. Iota sells
recurring-revenue solutions that optimize energy usage,
sustainability and operations for commercial and industrial
facilities both directly and via third-party relationships. Iota
also offers important ancillary products and services which
facilitate the adoption of its subscription-based services,
including solar energy, LED lighting, and HVAC implementation
services.
Iota Communications reported a net loss of $56.78 million for the
year ended May 31, 2019, compared to a net loss of $16.49 million
for the year ended May 31, 2018. As of Nov. 30, 2019, the Company
had $35.92 million in total assets, $115.05 million in total
liabilities, and a total deficit of $79.13 million.
Friedman LLP, in Marlton, NJ, the Company's auditor since 2016,
issued a "going concern" qualification in its report dated Sept.
13, 2019, citing that the Company has an accumulated deficit and a
working capital deficiency as of May 31, 2019, generated recurring
net losses, and negative cash flows from operating activities that
raise substantial doubt about its ability to continue as a going
concern.
JMB CRUSHING: Gets CCAA Initial Order in Canada
-----------------------------------------------
JMB Crushing Systems Inc. and 2161889 Alberta Ltd. sought and
obtained an initial order from the Court of the Queen's Bench of
Alberta under the Companies' Creditors Arrangement Act, as amended.
The Initial Order provides, among other things, a stay of
proceedings which may be extended from time to time. Pursuant to
the Initial Order FTI Consulting Canada Inc. was appointed monitor
of the Companies.
A copy of the Initial Order and copies of the materials filed in
the CCAA proceedings may be obtained at
http://cfcanada.fticonsulting.com/jmb/
Counsel for the Companies:
Gowling WLG (Canada) LLP
1600, 421 7th Avenue SW
Calgary AB T2P 4K9
Tom Cumming
Tel: 403-298-1938
Email: tom.cumming@gowlingwlg.com
Caireen E. Hanert
Tel: 403-298-1992
Email: caireen.hanert@gowlingwlg.com
Alex Matthews
Tel: 403-298-1018
Email: alex.matthews@gowlingwlg.com
The Court-approved Monitor:
FTI Consulting Canada
520 Fifth Avenue S.W., Suite 1610
Calgary, AB T2P 3R7
Tel: 1-833-738-7742
Fax: 403-232-6116
Email: JMB.Crushing@fticonsulting.com
Deryck Helkaa
Tel: 403-454-6031
Email: deryck.helkaa@fticonsulting.com
Tom Powell
Tel: 1-604-551-9881
Email: tom.powell@fticonsulting.com
Mike Clark
Tel: 1-604-484-9537
Email: Mike.Clark@fticonsulting.com
Counsel for the Monitor:
McCarthy Tetrault LLP
Suite 4000, 421 7th Ave SW
Calgary, AB T2P 4K9
Sean F. Collins
Tel: 403-260-3531
Email: scollins@mccarthy.ca
Pantelis Kyriakakis
Tel: 403-260-3536
Email: pkyriakakis@mccarthy.ca
JMB Crushing Systems Inc. -- https://www.jmbcrush.com -- produces
and supplies aggregates for leading oil field companies, industrial
projects, and road construction throughout Alberta. JMB maintains
a significant inventory of aggregate for immediate distribution,
holding one of the largest supplies of aggregates in Alberta spread
over 48 locations.
JOHN VARVATOS: U.S. Trustee Appoints Creditors' Committee
---------------------------------------------------------
The U.S. Trustee for Region 3 on May 18, 2020, appointed a
committee to represent unsecured creditors in the Chapter 11 cases
of John Varvatos Enterprises, Inc. and its affiliates.
The committee members are:
1. Class Action Claimants
Attn: Tessa Knox
c/o William Dunnegan
Dunnegan & Scileppi LLC
305 Fifth Avenue
New York, NY, 10118
Phone: 212-332-8300
Fax: 212-332-8301
Email: wd@dunnegan.com
2. Vornado Realty Trust
On behalf of its landlord subsidiaries
Attn: Mario Ramierz,
888 Seventh Ave.
New York, NY 10119
Phone: 212-894-7061
Email: mramirez@vno.com
3. Verde Garment Manufacturing Limited
Attn: Philip Mox
31/F King Palace Plaza
52A Sha Tsui Road
Tsuen Wan, Hong Kong
Phone: +852-28010212
Fax: +852-28010299
Email: pmok@verde.com
4. Meenakshi India Limited
Attn: Kishore Kumar Thakur
29/16 Whites Road, 3rd Floor
Royapettah, Chennai, 600014
India
Phone: +91-9940571986
Email: Kishore.thakur@milgroup.net
5. L Industries Limited
Attn: Mr. Lincoln
Pui Kei, Lau, Suite M3, 10/F
Kaiser Estate, Phase 3
11 Hok Yuen Street, Hung Hom
Kowloon, Hong Kong
Phone: +852-35211121
Email: l.lau@eprogp.com
Official creditors' committees serve as fiduciaries to the general
population of creditors they represent. They may investigate the
debtor's business and financial affairs. Committees have the right
to employ legal counsel, accountants and financial advisors at a
debtor's expense.
About John Varvatos Enterprises
John Varvatos Enterprises, Inc. is an American international luxury
men's lifestyle brand founded by fashion designer John Varvatos in
1999. It operates retail stores in the United States and other
countries worldwide. It sells, manufactures and designs fashion
products for men such as sweaters, knits, tees, tailored clothing,
jeans, pants, jackets, and accessories.
John Varvatos Enterprises generates revenue through the sale of
merchandise through department store and specialty wholesale
distribution, a transactional globally accessible website, and its
27 brick and mortar retail locations.
John Varvatos Enterprises, Inc. and its affiliates sought Chapter
11 protection (Bankr. D. Del. Lead Case No. 20-11043) on May 6,
2020.
John Varvatos Enterprises was estimated to have $10 million to $50
million in assets and $100 million to $500 million in liabilities
as of the bankruptcy filing.
The Hon. Mary F. Walrath is the case judge.
The Debtors tapped Morris, Nichols, Arsht & Tunnell LLP as counsel;
Clear Thinking Group as financial advisor; MMG Advisors, Inc. as
investment banker; and Omni Agent Solutions as claims agent.
K3D PROPERTY: Taps Pointe Commercial as Real Estate Broker
----------------------------------------------------------
K3D Property Services, LLC seeks approval from the U.S. Bankruptcy
Court for the Eastern District of Tennessee to employ a real estate
broker to market its properties for lease.
In court papers, Debtor proposes to employ Pointe Commercial Real
Estate, LLC to market its properties located at 5609 and 5613
Tennessee Avenue, Chattanooga, Tenn., and pay the firm a 6 percent
commission of the total rent for the initial term of the lease.
Pointe Commercial will not get a commission on the percentage rents
collected by Debtor. If a lease contains options to renew or extend
and a lease term is renewed or extended whether by virtue of such
options or otherwise, Debtor will pay a commission as if such
option terms were part of the original lease term.
Jon Hughes of Pointe Commercial disclosed in court filings that the
firm is a "disinterested person" within the meaning of Section
101(14) of the Bankruptcy Code.
The firm can be reached through:
Jon B. Hughes
Pointe Commercial Real Estate, LLC
1209 Point Centre Drive
Chattanooga, TN 37421
Telephone: (423) 755-0846
(423) 826-1518
(423) 432-2990
Email: jhughes@pointecre.com
About K3D Property Services
K3D Property Services, LLC offers a variety of services, including
home remodeling, basement finishing, drywall installation and
finishing, tile installation, carpet installation, wall framing,
bathroom remodeling, kitchen remodeling, deck installation and
maintenance, interior and exterior painting, commercial painting,
wallpaper and popcorn ceiling removal, deck staining, concrete
floor coatings, and metal roof painting.
K3D Property Services filed a voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. E.D. Tenn. Case No.
19-15361) on Dec. 23, 2019. The petition was signed by Kenneth
Morris, managing member. At the time of the filing, Debtor had
estimated $1 million to $10 million in both assets and
liabilities.
Judge Shelley D. Rucker oversees the case.
Debtor tapped Farinash & Stofan and The Fox Law Corporation, Inc.
as bankruptcy counsel; The Law Offices of Stephan Wright PLLC as
special counsel; Lucove, Say & Co. as accountant; and Pointe
Commercial Real Estate, LLC as real estate broker.
KADMON HOLDINGS: Stockholders Elect Six Directors
-------------------------------------------------
Kadmon Holdings, Inc. held its 2020 Annual Meeting of Stockholders
on May 13, 2020, at which the stockholders:
(1) elected Harlan W. Waksal, M.D., Tasos G. Konidaris, Eugene
Bauer, M.D., Cynthia Schwalm, David E. Cohen, M.D. MPH,
and Arthur Kirsch as directors to hold office for terms to
expire in one year or until their successors are elected
and qualified;
(2) ratified the selection of BDO USA, LLP as the Company's
independent registered public accounting firm for the
fiscal year ending Dec. 31, 2020.
About Kadmon Holdings
Based in New York, Kadmon Holdings, Inc. -- http://www.kadmon.com/
-- is a clinical-stage biopharmaceutical company that discovers,
develops and delivers transformative therapies for unmet medical
needs. The Company's clinical pipeline includes treatments for
immune and fibrotic diseases as well as immuno-oncology therapies.
Kadmon Holdings recorded a net loss attributable to common
stockholders of $63.43 million for the year ended Dec. 31, 2019,
compared to a net loss attributable to common stockholders of
$56.26 million for the year ended Dec. 31, 2018. As of March 31,
2020, the Company had $181.78 million in total assets, $43.01
million in total liabilities, and $138.77 million in total
stockholders' equity.
BDO USA, LLP, in New York, New York, the Company's auditor since
2010, issued a "going concern" qualification in its report dated
March 5, 2020, citing that the Company has incurred recurring
losses from operations and expects such losses to continue in the
future. These factors raise substantial doubt about the Company's
ability to continue as a going concern.
KRISJENN RANCH: Taps Muller Smeberg as Legal Counsel
----------------------------------------------------
KrisJenn Ranch, LLC received approval from the U.S. Bankruptcy
Court for the Western District of Texas to employ Muller Smeberg,
PLLC as its legal counsel.
Muller Smeberg will advise Debtor of its powers and duties under
the Bankruptcy Code and will provide other legal services in
connection with its Chapter 11 case.
The attorneys and professionals who will render services will be
paid at hourly rates as follows:
Ronald J. Smeberg and Attorneys $325 - $350
Associate Attorneys $250
Legal Assistants/Paralegals $120
Accounting Professionals $250
Ronald Smeberg, Esq., at Muller Smeberg, disclosed in court filings
that the firm is a "disinterested person" within the meaning of
Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Ronald J. Smeberg, Esq.
Muller Smeberg, PLLC
111 W. Sunset Rd.
San Antonio, TX 78209
Telephone: (210) 664-5000
Facsimile: (210) 598-7357
Email: ron@muller-smeberg.com
About KrisJenn Ranch
KrisJenn Ranch, LLC, KrisJenn Ranch, LLC Series Uvalde Ranch, and
KrisJenn Ranch, LLC Series Pipeline Row, a privately held company
in the livestock farming industry, sought protection under Chapter
11 of the Bankruptcy Code (Bankr. W.D. Tex. Case No. 20-50805) on
April 27, 2020. The petition was signed by Larry Wright, Debtor's
manager.
At the time of the filing, Debtor disclosed total assets of
$16,246,409 and total liabilities of $6,548,315. Judge Ronald B.
King oversees the case. Muller Smeberg PLLC is Debtor's legal
counsel.
LOOKOUT RIDGE: Seeks Approval to Hire Real Estate Broker
--------------------------------------------------------
Lookout Ridge, LLC seeks approval from the U.S. Bankruptcy Court
for the Western District of Texas to employ a real estate broker to
assist in the sale of its real property.
In court papers, Debtor proposes to employ Tim Riley of
Riley-McLean to market its 107.76-acre property in Williamson
County, Texas, and pay the real estate broker a 6 percent
commission on the gross sales price.
Tim Riley disclosed in court filings that the firm does not
represent interests adverse to Debtor's bankruptcy estate.
The firm can be reached through:
Tim Riley
Riley-McLean
505 Walsh Street
Austin, TX 78703
Telephone: (512) 960-4676
Email: twr@rileymclean.com
About Lookout Ridge
Lookout Ridge, LLC, is primarily engaged in renting and leasing
real estate properties. Lookout Ridge filed a voluntary petition
under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Tex. Case No.
20-10039) on Jan. 7, 2020. In the petition signed by Drew Hall,
company representative, Debtor was estimated to have $10 million to
$50 million in assets and $1 million to $10 million in liabilities.
Ron Satija, Esq., at Hajjar Peters LLP, is Debtor's legal counsel.
MEDCARE PEDIATRIC: Seeks Court Approval to Hire CMCD as Accountant
------------------------------------------------------------------
MedCare Pediatric Group, LP and its affiliates seek approval from
the U.S. Bankruptcy Court for the Southern District of Texas to
employ CMCD LLC as their accountant.
The services to be provided by the firm include the preparation of
monthly operating reports, financial statements and tax returns.
The hourly rates charged by the firm range from $80 to $200.
CMCD and its professionals are "disinterested persons" within the
meaning of Section 101(14) of the Bankruptcy Code, according to
court filings.
The firm can be reached through:
Mary Chiang
CMCD LLC
9999 Bellaire Blvd., Suite 900
Houston, TX 77036
Telephone: (713) 771-9646
Facsimile: (713) 771-0932
Email: marychiang@cmcdllc.com
About MedCare Pediatric Group
MedCare Pediatric Group, LP and its subsidiaries provide pediatric
services to families. MedCare Pediatric Group is the parent entity
that provides administrative and executive services such as
information technology, human resources and finance for each of the
MedCare entities.
On March 1, 2020, MedCare Pediatric Group and its subsidiaries
sought protection under Chapter 11 of the Bankruptcy Code (Bankr.
S.D. Tex. Lead Case No. 20-31417). At the time of the filing,
MedCare Pediatric Group had estimated assets of between $500,000
and $1 million and liabilities of between $1 million and $10
million. Judge Jeffrey P. Norman oversees the cases. Debtors
tapped Wauson & Probus as their legal counsel and CMCD LLC as their
accountant.
NOVABAY PHARMACEUTICALS: Amends Pioneer Pharma Promissory Note
--------------------------------------------------------------
NovaBay Pharmaceuticals, Inc., entered into a second amendment to
that certain Promissory Note, dated Feb. 27, 2019 payable to
Pioneer Pharma (Hong Kong) Company Limited, as amended by the First
Amendment to Promissory Note, dated June 25, 2019. The Note was
originally issued to the Company by Pioneer Pharma on Feb. 27, 2019
for $1,000,000 and amended on June 25, 2019.
Pursuant to the Second Amendment, the interest payment was amended
from a payment of $300,000 to the delivery of 65,178 units of
NeutroPhase (40ml) to Pioneer Pharma, or an affiliate of Pioneer
Pharma, and certain provisions in the Note regarding voluntary
prepayment were amended to give the Company the right to prepay the
note at any time. All other provisions of the Note, as amended by
the First Amendment, remain in full force and effect.
The Company also announced on May 15, 2020 that it is prepaying the
$1,000,000 principal balance of the Note using proceeds raised
through certain at-the-market equity offerings pursuant to the At
the Market Offering Agreement, dated April 27, 2020, with Ladenburg
Thalmann & Co. Inc., with such agreement having been previously
disclosed in the Company's Current Report on Form 8-K, filed with
the SEC on April 27, 2020. The Company determined to prepay the
Note early, at the Lender's request, to provide the Lender
additional capital needed in order to continue facilitating the
Company's distribution of KN95, in which the Lender acts as an
intermediary.
About Novabay
Heaquartered in Emeryville, California, NovaBay Pharmaceuticals,
Inc. -- http://www.novabay.com/-- is a biopharmaceutical company
focusing on commercializing and developing its non-antibiotic
anti-infective products to address the unmet therapeutic needs of
the global, topical anti-infective market with its two distinct
product categories: the NEUTROX family of products and the
AGANOCIDE compounds. The Neutrox family of products includes
AVENOVA for the eye care market, CELLERX for the aesthetic
dermatology market, and NEUTROPHASE for wound care market.
Novabay reported a net loss and comprehensive loss of $9.66 million
for the year ended Dec. 31, 2019, compared to a net loss and
comprehensive loss of $6.54 million for the year ended Dec. 31,
2018. As of March 31, 2020, the Company had $9.48 million in total
assets, $9.82 million in total liabilities, and a total
stockholders' deficit of $349,000.
OUM & CO. LLP, in San Francisco, California, the Company's auditor
since 2010, issued a "going concern" qualification in its report
dated March 26, 2020 citing that the Company has experienced
operating losses for most of its history and expects expenses to
exceed revenues in 2020. The Company also has recurring negative
cash flows from operations and an accumulated deficit. All of
these matters raise substantial doubt about its ability to continue
as a going concern.
NOVABAY PHARMACEUTICALS: CEO Issues Letter to Stockholders
----------------------------------------------------------
NovaBay Pharmaceuticals, Inc. announced that CEO Justin Hall has
issued the following letter to stockholders:
To My Fellow Stockholders:
As pandemic-related shelter-in-place restrictions are beginning to
lift in certain geographies and Americans are preparing to return
to school, work and social activities, NovaBay has focused on
offering our fellow Americans products they need to help them stay
safe. NovaBay has business contacts around the globe, and we
worked tirelessly with them to secure quality COVID-19
personal-protection and diagnostic products, while at the same time
continuing to advance our previously announced cost-efficient sales
and marketing strategy for Avenova. I'm gratified to report this
parallel strategy is working very well, with combined product sales
in the month of April surpassing our total revenue for the entire
first quarter.
Just as Avenova is considered the highest quality product in its
market segment, we are also confident in the quality of the new
products we are securing for U.S. distribution in response to the
COVID-19 pandemic. Our confidence is based on the reputation of
our suppliers as well as the results from third-party lab testing.
We began selling KN95 masks through our website Avenova.com less
than two months ago, and we are already nearing the milestone of
one million units sold. These KN95 masks are effective in
filtering out at least 95 percent of airborne particles, including
microorganisms, dust, pollen and air pollution, making them ideal
for personal protection in public places. We are highly confident
in their design as they are CE certified and meet the KN95-level
requirements. In order to distinguish them from the many inferior
quality masks currently in the marketplace, our partner mask
manufacturer has submitted the KN95 masks for emergency use
authorization ("EUA") from the U.S. FDA to further validate their
quality. Due to the backlog of new COVID-19 related products
submitted, the FDA has not given us a timeframe for review. While
many Americans continue to have difficulty acquiring masks, our
masks are in stock in the U.S. and ready for immediate shipping,
with customers typically receiving them within a day or two of
ordering.
Most of our current volume is attributable to bulk orders from
large institutions. We expect that pattern will continue in the
near term and that our KN95 mask sales through Avenova.com will
remain fairly steady with April levels. We are also offering a
special promotion combo pack of 30 masks and two bottles of Avenova
for $199. Avenova, with its antimicrobial properties and applied
as a facial spray, is a perfect complement to the mask. I'm pleased
to report that some companies are placing bulk orders for this
combo pack and shipping them directly to their employees’ homes
as a gesture of goodwill.
Less than a month ago, we announced an exclusive U.S. distribution
agreement for a highly sensitive rapid, point-of-care, finger prick
COVID-19 antibody test. Public health experts and leaders across
the country are citing a critical need for mass testing and tracing
procedures for those who have been infected with COVID-19 as a
condition for safely reopening our economy. As work and social
activities resume, we expect that testing will become an even
greater priority to determine who is actively infected and who may
have antibodies against the pathogen. Importantly, we are
confident in the reliability of our product versus some
questionable tests that have been introduced to the market. We
believe the accuracy of our test is comparable to those already
receiving EUA from the FDA. We filed for EUA approval on April 17
and remain in regular contact with the FDA reviewer assigned to
evaluate our test. Regulatory reviews of COVID-19 antibody tests
have been slow as the FDA is tirelessly working through a backlog
of submissions.
To be clear, we will not be selling this point-of-care test until
such time as EUA from the FDA has been received. Once granted, we
will begin marketing the test through our sales team to healthcare
professionals across the country, who then will administer the
test. The test uses a drop of whole blood for the detection of
COVID-19 antibodies, with results available in approximately 10
minutes. Our test detects for the presence of both IgM and IgG.
IgM is usually the first antibody generated by the body in response
to the coronavirus. Later, the IgG antibody is generated and
replaces IgM as the predominant antibody in response to the
infection. While in some ways our test is similar to others on the
market, it is differentiated by its use of a slightly larger blood
sample to improve accuracy and shortened testing time of 10 minutes
versus 20 minutes with others. Additionally, our test is
self-contained without the need for additional materials or
ancillary reagents, which competing tests require. While we are
confident in the quality of our test, because of the fast-changing
regulatory landscape, we cannot give guidance on the timeline for
FDA review or whether we will receive clearance for commercial
marketing and sale. Our sales team is in place and eager for this
new opportunity.
During this time of shelter-in-place, our team is also focusing on
promoting Avenova, both online and to doctors in historically
high-performing territories. We introduced Avenova Direct as a
prescription-strength consumer product last June, and online sales
during the 2020 first quarter accounted for more than half of all
Avenova revenue for the very first time. We previously announced
the introduction of refreshed consumer branding for Avenova with
new packaging and reinvigorating messaging that emphasizes
quality-of-life themes. While e-commerce sales are becoming a
growing percentage of the total, we are pursuing a strategy to
cost-effectively expand our customer base. We are pleased by the
reception to our refreshed branding, and we're open to the
opportunity to increase sales through affiliate relationships to
help reach the 41 million Americans who suffer from blepharitis and
related eye conditions.
NovaBay's proprietary pure hypochlorous acid (HOCl) is a form of an
antibacterial/antimicrobial agent naturally produced by the human
body in response to pathogens. HOCl has also been endorsed by the
Centers for Disease Control and Prevention (CDC) as a disinfectant
useful against SARS-CoV-2. We are conducting third-party
laboratory tests to verify the efficacy of our specific formulation
against the SARS CoV-2 pathogen. The popularity of Avenova could
significantly increase as Americans seek alternative disinfectant
solutions that are proven to be safe and well-tolerated on human
skin, including the face and sensitive area around the eyes.
Americans have become educated to the CDC warning against touching
one's face as this significantly increases the risk of potential
infection. Avenova is manufactured in the U.S. and the supply
chain for its components is currently robust. We are increasing
our advertising to broaden our customer base of regular long-term
users.
Also in keeping with our strategy, we are targeting ophthalmic and
skin care product line extensions that will leverage our salesforce
and our sales channels under economics that make sense for NovaBay.
We are pursuing a range of options including product licensing and
acquisitions.
While we look forward to a return to more normalized business
operation, NovaBay continues to work hard under remote conditions.
I'd like to thank my colleagues for our shared dedication to
success, and also thank our stockholders for your confidence in the
NovaBay team as we build stockholder value.
Sincerely,
Justin Hall
Chief Executive Officer and General Counsel
PS. Please note we are holding a virtual Annual Meeting of
Stockholders on May 26, 2020 beginning at 5:00 p.m. Pacific Time.
Instructions for joining the meeting are in the proxy materials
sent to stockholders as of our Record Date. We appreciate your
support for the initiatives our Board has endorsed.
About Novabay
Heaquartered in Emeryville, California, NovaBay Pharmaceuticals,
Inc. -- http://www.novabay.com/-- is a biopharmaceutical company
focusing on commercializing and developing its non-antibiotic
anti-infective products to address the unmet therapeutic needs of
the global, topical anti-infective market with its two distinct
product categories: the NEUTROX family of products and the
AGANOCIDE compounds. The Neutrox family of products includes
AVENOVA for the eye care market, CELLERX for the aesthetic
dermatology market, and NEUTROPHASE for wound care market.
Novabay reported a net loss and comprehensive loss of $9.66 million
for the year ended Dec. 31, 2019, compared to a net loss and
comprehensive loss of $6.54 million for the year ended Dec. 31,
2018. As of March 31, 2020, the Company had $9.48 million in total
assets, $9.82 million in total liabilities, and a total
stockholders' deficit of $349,000.
OUM & CO. LLP, in San Francisco, California, the Company's auditor
since 2010, issued a "going concern" qualification in its report
dated March 26, 2020 citing that the Company has experienced
operating losses for most of its history and expects expenses to
exceed revenues in 2020. The Company also has recurring negative
cash flows from operations and an accumulated deficit. All of
these matters raise substantial doubt about its ability to continue
as a going concern.
NOVABAY PHARMACEUTICALS: Signs Services Deal with TLF Innovation
----------------------------------------------------------------
NovaBay Pharmaceuticals, Inc. entered into a services agreement
with TLF Bio Innovation Lab, LLC, a Delaware limited liability
corporation, which is retroactively effective as of April 1, 2020.
Pursuant to the Agreement, TLF Bio Innovation will act as the
manager for the market relaunch of antibacterial product CelleRx as
a lifestyle hygiene product, which will include, but is not limited
to, the following services: conducting market and product research,
proposing and coordinating marketing and advertising efforts
through appropriate digital and offline channels and developing a
new direct-to-consumer strategy for CelleRx. The Agreement is for
one year commencing on the Effective Date with the term to be
extended upon mutual written agreement of the Company and TLF Bio
Innovation.
As consideration for such services, the Company will pay TLF Bio
Innovation a monthly fee of $37,500 during the Term. Subject to
the Company receiving shareholder approval to increase its
authorized shares of common stock at its 2020 annual meeting, in
addition to the cash consideration, upon TLF Bio Innovation's
successful completion of certain conditions provided in the
Agreement, the Company will issue purchase warrants exercisable for
up to 2,000,000 shares of the Company's common stock to TLF Bio
Innovation. Warrants exercisable for 500,000 shares of the
Company's common stock will be issued on July 15, 2020 upon the
completion of certain milestones, and Warrants exercisable for
250,000 shares of the Company's common stock will be issued within
15 calendar days of the end of each month of July through December
2020 (or Warrants exercisable for an aggregate amount of up to
1,500,000 shares of the Company's common stock) upon certain
revenue metrics being met at the end of each month. If such
milestones or revenue metrics are not met at the applicable time,
such Warrants will not be issued. The Warrants will have an
exercise price of the average closing price of the Company's common
stock during the month of April 2020 or US$0.865, will expire on
the five-year anniversary of the issuance date, and will contain
customary adjustment provisions in the event of changes in the
capitalization of the Company.
In connection with the above arrangement, the Company and TLF Bio
Innovation also entered into a Securities Purchase Agreement in
which the Company sold 1,000 shares of the Company's common stock
for an aggregate principal amount of $1,030.
No underwriting discounts or commissions will be paid. The
Warrants, if ever issued pursuant to the Agreement, and the Shares
to be issued pursuant to the SPA will not be registered under the
Securities Act of 1933, as amended, and may not be offered or sold
in the United States absent subsequent registration or an
applicable exemption from registration requirements. The Company
is relying on the private placement exemption from registration
provided by Section 4(a)(2) of the Securities Act and by Rule 506
of Regulation D, and in reliance on similar exemptions under
applicable state laws.
About Novabay
Heaquartered in Emeryville, California, NovaBay Pharmaceuticals,
Inc. -- http://www.novabay.com/-- is a biopharmaceutical company
focusing on commercializing and developing its non-antibiotic
anti-infective products to address the unmet therapeutic needs of
the global, topical anti-infective market with its two distinct
product categories: the NEUTROX family of products and the
AGANOCIDE compounds. The Neutrox family of products includes
AVENOVA for the eye care market, CELLERX for the aesthetic
dermatology market, and NEUTROPHASE for wound care market.
Novabay reported a net loss and comprehensive loss of $9.66 million
for the year ended Dec. 31, 2019, compared to a net loss and
comprehensive loss of $6.54 million for the year ended Dec. 31,
2018. As of March 31, 2020, the Company had $9.48 million in total
assets, $9.82 million in total liabilities, and a total
stockholders' deficit of $349,000.
OUM & CO. LLP, in San Francisco, California, the Company's auditor
since 2010, issued a "going concern" qualification in its report
dated March 26, 2020 citing that the Company has experienced
operating losses for most of its history and expects expenses to
exceed revenues in 2020. The Company also has recurring negative
cash flows from operations and an accumulated deficit. All of
these matters raise substantial doubt about its ability to continue
as a going concern.
NOVAN INC: Delays Filing of Form 10-Q; To Restate Financial Stmts.
------------------------------------------------------------------
Novan, Inc., filed with the Securities and Exchange Commission a
Form 12b-25 notifying the delay in the filing of its Quarterly
Report on Form 10-Q for the period ended March 31, 2020.
On May 14, 2020, the Audit Committee of the Board of Directors of
Novan, in consultation with management and BDO USA, LLP, concluded
that, because of a misapplication of the accounting guidance
applicable to the warrants the Company issued in January 2018, the
Company's previously issued consolidated financial statements for
the year ended Dec. 31, 2018 and the interim periods ended March
31, 2019 and 2018, June 30, 2019 and 2018, and Sept. 30, 2019 and
2018 should no longer be relied upon. As such, the Company will
restate its consolidated financial statements for each of the
Affected Periods. In addition, although the Company has determined
it to be immaterial to the Company's consolidated financial
statements for the year ended Dec. 31, 2019, the Company also
intends to revise these financial statements in connection with the
restatement of its consolidated financial statements for the
Affected Periods.
The Company will restate the consolidated financial statements for
the year ended Dec. 31, 2018 in the Company's Amendment No. 1 on
Form 10-K/A for the year ended Dec. 31, 2019. The Company will
restate the consolidated interim financial statements for the
Affected Periods through expanded disclosure in the consolidated
financial statements included in the Form 10-K/A, including
describing the restatement and its impact on previously reported
amounts. The amounts of these adjustments have not yet been
finalized. The Company has not amended and does not intend to
amend the Company's previously filed Annual Report on Form 10-K for
the year ended Dec. 31, 2018 or Quarterly Reports for quarterly
periods in the years ended Dec. 31, 2019 and 2018 to reflect such
restatement.
As a result of the foregoing, the Company is unable to provide
complete financial results for the quarterly period ended
March 31, 2020 by the required due date of May 15, 2020. The
Company is still assessing the impact of the adjustments in various
accounting periods. However, the change in the accounting
treatment for the Warrants and the resulting restatement and
revision of the Company's consolidated financial statements will
have no impact on revenues, operating expenses or operating losses
for any period as the change in fair value of the warrant liability
was presented within other income (expense) and not as a component
of operating loss in the Company's consolidated statements of
operations for each applicable period. The restatement of the
consolidated financial statements for the Affected Periods and the
revision of the consolidated financial statements for the year
ended Dec. 31, 2019 will have no impact on the Company's liquidity
or cash position. The previously reported consolidated net loss,
total liabilities and total stockholders' equity (deficit) during
and as of the end of each Affected Period and as of and for the
year ended Dec. 31, 2019 will be impacted.
The Company is working diligently to complete the Quarterly Report
on Form 10-Q for the quarterly period ended March 31, 2020 as soon
as possible; however, given the scope of the process for the
restatement of its financial results and consolidated financial
statements, the Company is unable to complete and file the 2020
First Quarter Form 10-Q by the required due date of May 15, 2020
without unreasonable effort and expense. The Company does,
however, expect to file such report within five calendar days
thereof. The Company is also presently anticipating filing the
Form 10-K/A on or before May 20, 2020.
About Novan Inc.
Based in Morrisville, North Carolina, Novan Inc. --
http://www.novan.com-- is a clinical development-stage
biotechnology company focused on leveraging nitric oxide's
naturally occurring anti-viral, anti-bacterial, anti-fungal and
immunomodulatory mechanisms of action to treat a range of diseases
with significant unmet needs. Nitric oxide plays a vital role in
the natural immune system response against microbial pathogens and
is a critical regulator of inflammation.
Novan reported a net loss and comprehensive loss of $30.64 million
for the year ended Dec. 31, 2019, compared to a net loss and
comprehensive loss of $12.67 million for the year ended Dec. 31,
2018. As of Dec. 31, 2019, the Company had $29.09 million in total
assets, $52.9 million in total liabilities, and a total
stockholders' deficit of $23.79 million.
BDO USA, LLP, in Raleigh, North Carolina, the Company's auditor
since 2018, issued a "going concern" qualification in its report
dated Feb. 24, 2020, citing that the Company has suffered recurring
losses from operations and has not generated significant revenue or
positive cash flows from operations. These factors raise
substantial doubt about the Company's ability to continue as a
going concern.
ONEWEB GLOBAL: Hires Choate Hall as Corporate Counsel
-----------------------------------------------------
OneWeb Global Limited and its affiliates seek approval from the
U.S. Bankruptcy Court for the Southern District of New York to
employ Choate, Hall & Stewart LLP as their special corporate
counsel nunc pro tunc to March 27.
Choate, Hall & Stewart will provide these professional services in
connection with Debtors' Chapter 11 cases:
(a) assist Debtors in negotiating and drafting credit and
financing agreements;
(b) assist Debtors in negotiating and drafting sale
transaction documents;
(c) advise the Debtors with respect to their compliance with
applicable securities laws and, if applicable, assist in the
preparation and filing of reports with the Securities and Exchange
Commission;
(d) advise Debtors' Boards of Directors and officers regarding
corporate governance issues that arise during the pendency of their
bankruptcy cases; and
(e) perform all other necessary legal services required by
Debtors.
As of Jan. 1, Choate's hourly rates for its professionals are as
follows:
Partners $1,000 - $1,475
Counsel $925 - $1,325
Principals $980 - $1,125
Associates $425 - $1,030
Staff Attorneys $625 - $1,000
Paralegals $265 - $620
The billing rates for the Choate attorneys expected to provide the
services are as follows:
John A Meltaus, Partner $1,115
Louis J. Marett, Partner $1,425
Robert M. Buchanan, Partner $1,425
Wells W. Miller, Principal $1,095
Tobin P. Sullivan, Principal $1,065
Kevin M. Sarro, Associate $865
Sam Alex Bossone, Associate $780
In the year prior to the petition date, Debtors made payments to
Choate on periodic invoices totaling $1,595,632. Additionally,
prior to the petition date, the Debtors made prepayments to Choate
in the approximate amount of $75,000.
John Meltaus, Esq., a partner at Choate, disclosed in court filings
that the firm is a "disinterested person" within the meaning of
Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
John A. Meltaus, Esq.
CHOATE, HALL & STEWART LLP
Two International Place
Boston, MA 02110
Telephone: (617) 248-5092
Facsimile: (617) 502-5092
Email: jmeltaus@choate.com
About OneWeb Global Limited
Founded in 2012, OneWeb Global Limited is a global communications
company developing a low-Earth orbit satellite constellation system
and associated ground infrastructure, including terrestrial
gateways and end-user terminals, capable of delivering
communication services for use by consumers.
OneWeb's business consists of the development of the OneWeb System,
which has included the development of small-next generation
satellites that have been mass-produced through a joint venture and
the development of specialized connections between the satellite
system and the internet and other communications networks through
the SNPs. For more information, visit https://www.oneweb.world.
OneWeb Global Limited and its affiliates sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. S.D. N.Y. Lead Case No.
20-22437) on March 27, 2020. At the time of the filing, Debtors
disclosed assets of between $1 billion and $10 billion and
liabilities of the same range.
Judge Robert D. Drain oversees the cases.
Debtors tapped Milbank, LLP as legal counsel; Guggenheim
Securities, LLC as investment banker; FTI Consulting, Inc. as
financial advisor; Omni Agent Solutions as claims, noticing and
solicitation agent; and Choate, Hall & Stewart LLP as special
corporate counsel.
ONEWEB GLOBAL: Taps Omni Agent Solutions as Administrative Agent
----------------------------------------------------------------
OneWeb Global Limited and its affiliates seek approval from the
U.S. Bankruptcy Court for the Southern District of New York to
employ Omni Agent Solutions as administrative agent, nunc pro tunc
to March 27.
Omni Agent Solutions will provide these bankruptcy administration
services in connection with Debtors' Chapter 11 cases:
(a) assist in the solicitation, balloting and tabulation of
votes, and prepare related reports in support of confirmation of a
Chapter 11 plan;
(b) prepare an official ballot certification and, if
necessary, testify in support of the ballot tabulation results;
(c) assist in the preparation of Debtors' schedules of assets
and liabilities and statements of financial affairs and gather data
in conjunction therewith;
(d) provide a confidential data room, if requested; and
(e) manage and coordinate any distributions pursuant to the
plan.
The hourly rates of Omni's professionals are as follows:
Analyst $35 - $50
Consultants $65 - $160
Senior Consultants $165 - $200
Solicitation and Securities Services $205
Technology/Programming $85 - $135
Prior to the petition date, the Debtors paid the firm a retainer in
the amount of $25,000.
Paul Deutch, the executive vice president of Omni Agent, disclosed
in court filings that the firm is a "disinterested person" within
the meaning of Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Brian K. Osborne
OMNI AGENT SOLUTIONS
5955 De Soto Avenue, Suite 100
Woodland Hills, CA 91367
Telephone: (818) 906-8300
Email: Bosborne@omniagnt.com
About OneWeb Global Limited
Founded in 2012, OneWeb Global Limited is a global communications
company developing a low-Earth orbit satellite constellation system
and associated ground infrastructure, including terrestrial
gateways and end-user terminals, capable of delivering
communication services for use by consumers.
OneWeb's business consists of the development of the OneWeb System,
which has included the development of small-next generation
satellites that have been mass-produced through a joint venture and
the development of specialized connections between the satellite
system and the internet and other communications networks through
the SNPs. For more information, visit https://www.oneweb.world.
OneWeb Global Limited and its affiliates sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. S.D. N.Y. Lead Case No.
20-22437) on March 27, 2020. At the time of the filing, Debtors
disclosed assets of between $1 billion and $10 billion and
liabilities of the same range.
Judge Robert D. Drain oversees the cases.
Debtors tapped Milbank, LLP as legal counsel; Guggenheim
Securities, LLC as investment banker; FTI Consulting, Inc. as
financial advisor; Omni Agent Solutions as claims, noticing and
solicitation agent; and Choate, Hall & Stewart LLP as special
corporate counsel.
OUTLOOK THERAPEUTICS: Posts $17.5 Million Net Loss in 2nd Quarter
-----------------------------------------------------------------
Outlook Therapeutics, Inc., reported a net loss attributable to
common stockholders of $17.46 million on $- of collaboration
revenues for the three months ended March 31, 2020, compared to a
net loss attributable to common stockholders of $11.29 million on
$641,140 of collaboration revenues for the three months ended March
31, 2019.
For the six months ended March 31, 2020, the Company reported a net
loss attributable to common stockholders of $35.94 million on $- of
collaboration revenues, compared to a net loss attributable to
common stockholders of $21.18 million on $1.71 million of
collaboration revenues for the six months ended March 31, 2019.
As of March 31, 2020, the Company had $13.17 million in total
assets, $33.69 million in total liabilities, and a total
stockholders' deficit of $20.52 million. At March 31, 2020, the
Company had cash and cash equivalents of $4.7 million, compared to
$8.0 million at Sept. 30, 2019.
The Company has incurred substantial losses and negative cash flows
from operations since its inception. As of March 31, 2020, the
Company had substantial indebtedness that included $7.8 million
outstanding aggregate principal amount and accrued interest of
convertible senior secured notes that mature on Dec. 31, 2020 and
$3.6 million unsecured notes that were due on demand as of that
date. These factors raise substantial doubt about the Company's
ability to continue as a going concern.
"Over the course of the last quarter, we made notable progress
amidst navigating the uncertainties of the evolving COVID-19
pandemic. Our team remains focused on advancing our ONS-5010
development program as efficiently and rapidly as possible while
focusing on the safety, health and welfare of our employees,
clinical trial site providers and the patients in our trials," said
Lawrence A. Kenyon, president, CEO and CFO of the Company. "With
the execution of the strategic approach that we took at the
beginning of the fiscal year to streamline our capital structure
and regain 100% ownership of any future net profits for ONS-5010,
coupled with the regulatory approach towards potential approval of
ONS-5010 that we continue to advance, I believe Outlook is
well-positioned to build stockholder value in the near- and
long-term."
A full-text copy of the Quarterly Report is available for free at
the Securities and Exchange Commission's website at:
https://is.gd/ntJXO2
About Outlook Therapeutics
Outlook Therapeutics, Inc., formerly known as Oncobiologics, Inc.
-- http://www.outlooktherapeutics.com/-- is a late clinical-stage
biopharmaceutical company working to develop the first FDA-approved
ophthalmic formulation of bevacizumab for use in retinal
indications, including wet AMD, DME and BRVO. If ONS-5010, its
investigational ophthalmic formulation of bevacizumab, is approved,
Outlook Therapeutics expects to commercialize it as the first and
only on-label approved ophthalmic formulation of bevacizumab for
use in treating retinal diseases in the United States, Europe,
Japan and other markets.
Outlook Therapeutics reported a net loss attributable to common
stockholders of $36.04 million for the year ended Sept. 30, 2019,
compared to a net loss attributable to common stockholders of
$48.02 million for the year ended Sept. 30, 2018. As of Dec. 31,
2019, the Company had $10.42 million in total assets, $35.83
million in total liabilities, $5.53 million in total convertible
preferred stock, and a total stockholders' deficit of $30.93
million.
KPMG LLP, in Philadelphia, Pennsylvania, the Company's auditor
since 2015, issued a "going concern" qualification in its report
dated Dec. 19, 2019, on the consolidated financial statements for
the year ended Sept. 30, 2019, citing that the Company has incurred
recurring losses and negative cash flows from operations and has a
stockholders' deficit of $16.1 million, $6.7 million of convertible
senior secured notes that become due on Dec. 22, 2019, $3.6 million
of unsecured indebtedness due on demand and $1.0 million of
unsecured indebtedness also due on demand, but subject to a
forbearance agreement through March 2020, that raise substantial
doubt about its ability to continue as a going concern.
PLEASANTON FITNESS: Selling Gym Equipment to Fitness 1080 for $49K
------------------------------------------------------------------
Pleasanton Fitness, LLC, asks the U.S. Bankruptcy Court for the
Northern District of California to authorize the private sale of an
exercise equipment from its closed gym located at 180 Cross St.,
Tulare, California to Fitness 1080, Inc. for $49,000, cash and free
of contingencies.
Fitness 1080 was the purchaser of gym equipment from the Debtor's
closed gyms located at (1) 2012 McHenry Ave., Modesto, California
95350, and (2) 1025 N. Adams St., Dixon, California 95620. It was
also the purchaser of gym equipment for a gym that was located at
1570 Hamilton Ave, San Jose, California 95125. Fitness 1080 also
purchased gym equipment from the Debtor pre-petition.
The Equipment subject to the Motion was appropriately marketed,
generating multiple offers. The offer of Fitness 1080 is the
highest and best offer received. The equipment is free of any
liens or encumbrances.
There are no known secured creditors with security interests in the
Property sought to be sold through the Motion. The Motion does not
ask over-bidding. It does not request approval of any broker's
commission or similar compensation.
The Debtor asks that the provisions of Rule 62(a) of the Federal
Rules of Civil Procedure and Rule 6004(h) of the Federal Rules of
Bankruptcy Procedure that would stay the order approving the sale
be waived under the circumstances. It is no longer operating a gym
at the location housing the Property. The potential for the
landlord of 180 Cross St., Tulare, California 93274 to assert
administrative rent increases the longer the Debtor occupies the
property.
The Debtor had aimed to assign the unexpired lease in connection
with 180 Cross St., Tulare, California 93274. It had expressed the
intent to assign the lease in various pleadings. In April 2020,
however, the order assuming the unexpired lease in in connection
with 180 Cross St., Tulare, California 93274 was vacated. And,
because of the delay in negotiations between the landlord, Nomoto
Investments, LLC, the Debtor, and the proposed assignee, the
proposed assignee abandoned sale efforts. After, the Debtor
quickly sought to find purchasers of the gym equipment at 180 Cross
St., Tulare, California 93274, as it will not operate at the
location anymore.
The Property is to be sold as-is, where-is and with-all-faults.
The most likely alternative to the proposed sale is for the
Property to be abandoned, resulting in no benefit to the estate.
If the exercise equipment cannot be sold, the DIP has no present
use for it, and storage costs would be an unwarranted burden upon
the estate. Accordingly, it has determined that the proposed sale
is in the best interests of the estate.
The Debtor asks that the stays imposed by Rule 62(a) of the Federal
Rules of Civil Procedure and Rule 6004(h) of the Federal Rules of
Bankruptcy Procedure be waived. All creditors and
parties-in-interest have been provided with notice and afforded an
opportunity to object, and no party will be prejudiced by waiver of
the applicable stays. The Debtor is no longer operating a gym at
the location housing the equipment sought to be sold. The potential
for the landlord of 180 Cross St., Tulare, California 93274 to
assert administrative rent increases the longer the Debtor occupies
the property. This provides justification for the request for these
waivers.
About Pleasanton Fitness
Pleasanton Fitness, LLC owns and operates a fitness center in
Livermore, Calif.
Pleasanton Fitness, LLC sought Chapter 11 protection (Bankr. N.D.
Cal. Case No. 19-41949) on Aug. 27, 2019. The case is assigned to
Judge Roger L. Efremsky. At the time of the filing, the Debtor was
estimated to have assets in the range of $1 million to $10 million
and $10 million to $50 million in debt. The Debtor tapped Reno
F.R. Fernandez, Esq., at MacDonald Fernandez LLP, as counsel.
PLUS THERAPEUTICS: Incurs $1.1 Million Net Loss in First Quarter
----------------------------------------------------------------
Plus Therapeutics, Inc., reported a net loss of $1.09 million on
$118,000 of development revenues for the three months ended March
31, 2020, compared to a net loss of $3.15 million on $737,000 of
development revenues for the three months ended March 31, 2019.
Net cash used in operating activities for Q1 2020 was approximately
$1.5 million. Plus Therapeutics ended Q1 2020 with approximately
$16.1 million of cash and cash equivalents.
"The first quarter of 2020 was a very important quarter for the
Company as we announced the licensing of multiple rare cancer
product candidates, including a very novel radiotherapeutic for
glioblastoma and potentially multiple other cancers," said Dr. Marc
Hedrick, president and chief executive officer of Plus
Therapeutics. "For the remainder of 2020, we will focus on
completing the enrollment of our ongoing Phase I trial, further
expanding our pipeline and seek expanded partnership that can help
support our development activities."
Plus Therapeutics entered Q1 2020 after completing a significant
corporate transitional year in 2019, in which key financial
transactions and changes to its pipeline were accomplished. The
Company also completed a comprehensive corporate rebrand and
relocated the company to Texas. The transition also provided the
company with an improved financial position and a more sustainable
cost structure.
Plus Therapeutics has three clinical stage drugs and a growing
nanotechnology platform designed to reformulate, deliver and
commercialize multiple novel, proprietary drugs targeting rare
cancers and other diseases. The platform is designed to leverage
new delivery approaches and/or formulations of drugs, potentially
enhancing the safety, efficacy and convenience for patients and
healthcare providers.
As of March 31, 2020, the Company had $20.97 million in total
assets, $20.88 million in total liabilities, and $85,000 in total
stockholders' equity.
The Company has an accumulated deficit of $426.4 million as of
March 31, 2020. Additionally, the Company used net cash of $1.5
million to fund its operating activities for the three months ended
March 31, 2020. These factors raise substantial doubt about the
Company's ability to continue as a going concern.
Plus Therapeutics said, "To date, these operating losses have been
funded primarily from outside sources of invested capital in the
Company's common stock, proceeds raised from the Loan and Security
Agreement, and gross profits. We have had, and we will continue to
have, an ongoing need to raise additional cash from outside sources
to fund our future clinical development programs and other
operations. Our inability to raise additional cash would have a
material and adverse impact on operations and would cause us to
default on our loan."
Plus Therapeutics added, "The Company continues to seek additional
capital through strategic transactions and from other financing
alternatives. Without additional capital, current working capital
will not provide adequate funding to make debt repayments, for
research, sales and marketing efforts and product development
activities at their current levels. If sufficient capital is not
raised, the Company will at a minimum need to significantly reduce
or curtail its research and development and other operations, and
this would negatively affect its ability to achieve corporate
growth goals."
A full-text copy of the Quarterly Report is available for free at
the Securities and Exchange Commission's website at:
https://is.gd/D90Vdr
About Plus Therapeutics
Headquartered in Austin, Texas, Plus Therapeutics, Inc. --
http://www.plustherapeutics.com-- is a clinical-stage
pharmaceutical company focused on the discovery, development, and
manufacturing scale up of complex and innovative treatments for
patients battling cancer and other life-threatening diseases.
Plus Therapeutics reported a net loss of $10.89 million for the
year ended Dec. 31, 2019, compared to a net loss of $12.63 million
for the year ended Dec. 31, 2018. As of Dec. 31, 2019, the Company
had $23.23 million in total assets, $22.07 million in total
liabilities, and $1.16 million in total stockholders' equity.
BDO USA, LLP, in San Diego, California, the Company's auditor since
2016, issued a "going concern" qualification in its report dated
March 30, 2020 citing that the Company has suffered recurring
losses and negative cash flows from operations that raise
substantial doubt about its ability to continue as a going concern.
PRESSURE BIOSCIENCES: Delays Filing of Quarterly Report
-------------------------------------------------------
The board of directors and management of Pressure BioSciences, Inc.
has determined that, in light of the circumstances and uncertainty
surrounding the effects of the COVID-19 coronavirus pandemic on the
Company's business, employees, consultants and service providers,
the Company will delay the filing of its quarterly report on Form
10-Q for the three months ended
March 31, 2020 by up to 45 days in accordance with the SEC's Order
under Section 36 of the Securities Exchange Act of 1934 Modifying
Exemptions From the Reporting and Proxy Delivery Requirements for
Public Companies dated March 25, 2020 (Release No. 34-88465), which
allows for the delay of certain filings required under the
Securities and Exchange Act of 1934, as amended. The Company's
operations and business have experienced disruption due to the
unprecedented conditions surrounding the COVID-19 pandemic
spreading throughout the United States and the world and it is
unable to timely review and prepare the Quarterly Report. The
Company will file its Quarterly Report by no later than June 29,
2020, 45 days after the original due date of its Quarterly Report.
About Pressure Biosciences
Headquartered in South Easton, Massachusetts, Pressure Biosciences,
Inc. -- http://www.pressurebiosciences.com/-- develops and sells
innovative, broadly enabling, pressure-based platform solutions for
the worldwide life sciences industry. Its solutions are based on
the unique properties of both constant (i.e., static) and
alternating (i.e., pressure cycling technology, or "PCT")
hydrostatic pressure. PCT is a patented enabling technology
platform that uses alternating cycles of hydrostatic pressure
between ambient and ultra-high levels to safely and reproducibly
control bio-molecular interactions (e.g., cell lysis, biomolecule
extraction).
Pressure Biosciences recorded a net loss of $11.66 million for the
year ended Dec. 31, 2019, compared to a net loss of $9.70 million
for the year ended Dec. 31, 2018. As of Dec. 31, 2019, the Company
had $1.82 million in total assets, $13.87 million in total
liabilities, and a total stockholders' deficit of $12.05 million.
MaloneBailey, LLP, in Houston, Texas, the Company's auditor since
2015, issued a "going concern" qualification in its report dated
April 14, 2020 citing that the Company has a working capital
deficit, has incurred recurring net losses and negative cash flows
from operations. These conditions raise substantial doubt about
its ability to continue as a going concern.
RENTPATH HOLDINGS: Selling All Assets for $588K to CSGP
-------------------------------------------------------
Judge Brendan L. Shannon of the U.S. Bankruptcy Court for the
District of Delaware amended the bidding procedures of RentPath
Holdings, Inc. and its debtor affiliates that he authorized in
connection with the sale of substantially all assets to CSGP
Holdings, LLC for $587.5 million, cash, plus certain assumed
liabilities, subject to overbid.
Paragraph 34 of the Bidding Procedures Order is amended and
restated as follows: The Debtors will file the Cure Notice with
this Court no later than twenty-one (21) calendar days before the
Sale Hearing. The Debtors will serve the Cure Notice on the
Contract Counterparties by: (i) no later than twenty-five (25)
calendar days before the Sale Hearing for any Cure Notice served by
first-class mail and (ii) no later than twenty-one (21) calendar
days before the Sale Hearing for any Cure Notice served by
overnight mail. Service of the Cure Notice in accordance with this
Order on all Contract Counterparties is hereby deemed to be good
and sufficient notice of the Cure Costs for, and the proposed
assumption and assignment of, the Purchased Contracts to the
Successful Bidder (or as otherwise contemplated by the Successful
Bid). As soon as reasonably practicable after serving the Cure
Notice, the Debtors will post a copy of the Cure Notice on the
Claims Agent Website.
All provisions of the Bidding Procedures Order remain in full force
and effect, except as expressly modified in the Order.
The Debtors are authorized to take all steps necessary or
appropriate to carry out the Order.
A copy of the Agreement and the Bidding Procedures is available at
https://tinyurl.com/v4edn36 from PacerMonitor.com free of charge.
About RentPath
RentPath is a digital marketing solutions company that empowers
millions nationwide to find apartments and houses for rent.
RentPath Holdings, Inc., and 11 affiliates sought Chapter 11
protection (Bankr. D. Del. Lead Case No. 20-10312) on Feb. 12,
2020.
RentPath Holdings was estimated to have $100 million to $500
million in assets and $500 million to $1 billion in liabilities as
of the bankruptcy filing.
Weil, Gotshal & Manges LLP and Richards Layton & Finger are serving
as legal counsel, Moelis & Company LLC is serving as financial
advisor, and Berkeley Research Group, LLC is serving as
restructuring advisor to RentPath. Prime Clerk LLC is the claims
agent.
RUBIE'S COSTUME: U.S. Trustee Appoints Creditors' Committee
-----------------------------------------------------------
The Office of the U.S. Trustee on May 18, 2020, appointed a
committee to represent unsecured creditors in the Chapter 11 cases
of Rubie's Costume Company Inc. and its affiliates.
The committee members are:
1. FedEx Corporate Services, Inc.
3680 Hacks Cross Road, Building H
Memphis, TN 38125
2. Amscan Inc.
Attn: Carol Gips
80 Grasslands Road
Elmsford, NY 10253
3. Unique Industries, Inc.
4750 League Island Boulevard
Philadelphia, PA 19112
Official creditors' committees serve as fiduciaries to the general
population of creditors they represent. They may investigate the
debtor's business and financial affairs. Committees have the right
to employ legal counsel, accountants and financial advisors at a
debtor's expense.
About Rubie's Costume
Rubie's Costume Company Inc. is a distributor, manufacturer and
designer of costume and party-related accessories that serve over
2,000 retail accounts. It also maintains licensing partnerships
with top studios, like Nickelodeon, Warner Bros, Lucasfilm, Marvel,
and Disney for products inspired by WWE, Ghostbusters, Stranger
Things, DC Comics, JoJo Siwa, Harry Potter, Star Wars and many
more.
Rubie's Costume Company and its affiliates sought Chapter 11
protection (Bankr. E.D.N.Y. Lead Case No. 20-71970) on April 30,
2020. The Hon. Alan S. Trust is the case judge.
Rubie's Costume was estimated to have $100 million to $500 million
in assets and $50 million to $100 million in liabilities as of the
filing.
The legal counsel of Rubie's include Meyer, Suozzi, English &
Klein, P.C. and Togut, Segal & Segal LLP. BDO USA, LLP is the
company's restructuring advisor and SSG Capital Advisors LLC is its
investment banker. Kurtzman Carson Consultants is the claims
agent.
SADDY FAMILY: Objection to Seaside Heights Property Sale Approved
-----------------------------------------------------------------
Judge Kathryn C. Ferguson of U.S. Bankruptcy Court for the District
of New Jersey authorized has issued an order resolving the limited
objection of Creditor TCF II NJ, LLC Taxserv as Cust's to Saddy
Family, LLC's sale of the property at 125 Webster Avenue, Seaside
Heights, New Jersey, Block 13, Lot 25, to Linda and Edward Miterko
for $78,750, free and clear of all liens, claims, encumbrances and
interests.
A hearing on the Motion was held on May 12, 2020 at 10:00 a.m.
The parties wished to resolve the matter and have agreed to the
form and entry of the Order.
At the closing on the sale of the Property, the Debtor will redeem
the Tax Lien with the Seaside Heights Tax Collector in the manner
provided for by N.J.S.A. Section 54:5-1 et seq.
About Saddy Family
In 1995, SJV, Inc. was formed for the purposes of operating Karma,
a nightclub in Seaside Heights, NJ. In 1997, LASV, Inc. was formed
for the purposes of operating, Bamboo, another associated nightclub
in Seaside Heights, NJ. Saddy Family was formed as a real estate
holding company for the properties used by SJV and LASV.
Saddy Family, LLC, sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D.N.J. Case No. 19-14223) on Feb. 28, 2019.
The Debtor is related to, and associated with, debtors LASV Inc.
under Case No. 19-14218 and SJV, Inc. under Case No. 19-14220-KCF.
At the time of the filing, Saddy Family was estimated to have
assets of less than $50,000 and liabilities of $1 million to $10
million.
The case is assigned to Judge Christine M. Gravelle.
The Law Office of Eugene D. Roth is the Debtors' counsel.
SCORPION FITNESS: Appeal on Ch.11 Trustee Appointment Rejected
--------------------------------------------------------------
District Judge Lorna G. Schofield denied a motion for leave to file
an interlocutory appeal calling the appointment of a Chapter 11
trustee in the bankruptcy case of Scorpion Fitness Inc. et al.
Judge Schofield directed the Clerk of Court to close this matter.
Salvatore LaMonica has been appointed as Chapter 11 Trustee of
Scorpion Fitness, Inc., and its debtor-affiliates.
On March 11, 2020, the Debtors filed a notice of appeal of the
bankruptcy order appointing the trustee entered on January 30, 2020
was filed. The Debtors also filed a motion requesting a 21-day
extension to appeal the appointment. Judge Schofield initially
ordered that by April 13, 2020, the U.S. Trustee and the Debtors
must file a joint letter stating whether or not bankruptcy
proceedings are under way.
In an April 14 Memorandum, Judge Schofield held that "[a] court may
certify for interlocutory appeal an order that involves (1) a
controlling question of law (2) as to which there is a substantial
ground for difference of opinion and (3) that an immediate appeal
from which may materially advance the ultimate termination of the
litigation." In re Anderson, 550 B.R. at 234 (quoting 28 U.S.C.
Sec. 1292(b)). Judge Schofield is unpersuaded by the appeal.
John Shams, Appellant, pro se.
United States Trustee, Appellee, represented by Paul Kenan
Schwartzberg , Office of The United States Trustee & Andrew D.
Velez-Rivera , Office of The United States Trustee.
About Scorpion Fitness
Scorpion Fitness Inc., own a high-end boutique gym located at 220
Fifth Avenue, New York, NY. Scorpion Fitness filed a Chapter 11
bankruptcy petition (Bankr. S.D.N.Y. Case No. 19-11231) on April
22, 2019, disclosing under $1 million in both assets and
liabilities. The Debtor hired Kevin J. Nash, Esq., at Goldberg
Weprin Finkel Goldstein LLP, as bankruptcy counsel, and Kushnick
Pallaci PLLC, as special construction law counsel.
SKLAR EXPLORATION: FPCC USA Resigns From Creditors' Committee
-------------------------------------------------------------
The U.S. Trustee for Region 19 disclosed in court filings that FPCC
USA, Inc. resigned from the official committee of unsecured
creditors appointed in Sklar Exploration Company, LLC's Chapter 11
case.
The remaining members of the committee are:
1. Stoneham Drilling Corporation
Representative: Heather Stickel
c/o James B. Bailey
Bradley Arant Boult Cummings, LLP
1819 Fifth Avenue North
Birmingham, AL 35203
(205) 521-8913 - phone
(205) 488-6913 - fax
jbailey@bradley.com
2. Mesa Fluids, LLC
Representative: Aaron W. Merrell
1669 S. 580 East
American Fork, UT, 84057
(801) 372-2219 - phone
aaron.merrell@mesafluids.com
3. TCP Cottonwood, L.P.
Representative: Kyle C. McInnis
c/o Eric Lockridge
400 Convention St., Suite 700
Baton Rouge, LA 70802
(225) 389-3756 - phone
eric.lockridge@keanmiller.com
4. RAPAD Well Service Company, Inc.
Representative: Chesley James
c/o Jeremy Retherford
Balch & Bingham, LLP
1901 Sixth Avenue North, Suite 1500
Birmingham, Alabama 35203-4642
(205) 226-3479 - phone
jretherford@balch.com
5. Kelley Brothers Contractors, Inc.
Representative: Jerry Kelley
401 County Farm Rd.
Waynesboro, MS 39367
(601) 323-4175 - phone
(601) 735-2809 - fax
kelleybros@kelleycompanies.com
6. Baker Hughes Company
Representative: Christopher J. Ryan
2001 Rankin Road
Houston, TX 77073
(713) 879-1063 - phone
chris.ryan@bakerhughes.com
About Sklar Exploration Company
Sklar Exploration Company, LLC is an independent exploration
production company owned and managed by Howard F. Sklar. With
offices in Boulder, Colo., Shreveport, La., and Brewton, Ala.,
Sklar owns interests in oil and gas wells located throughout the
United States. Its exploration and production activities have
historically focused on the hydrocarbon-rich Lower Gulf Coast
basins and in the Interior Gulf Coast basins of East Texas, North
Louisiana, South Mississippi, South Alabama, and the Florida
Panhandle. Visit https://sklarexploration.com/
Sklar Exploration Company and Sklarco, LLC, sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. D. Colo. Lead Case No.
20-12377) on April 1, 2020. At the time of the filing, Sklar
Exploration had estimated assets of between $1 million and $10
million and liabilities of between $10 million and $50 million.
Sklarco disclosed assets of between $10 million and $50 million and
liabilities of the same range. Judge Elizabeth E. Brown oversees
the cases. The Debtors are represented by Kutner Brinen, P.C.
SOCCER EXPRESS: Obtains Creditor Protection Under CCAA
------------------------------------------------------
On application by Kahunaverse Sports Group Inc. and Soccer Express
Trading Corp., the Supreme Court of British Columbia entered an
order granting the Companies protection from their creditors
pursuant to the Companies' Creditors Arrangement Act as amended.
Under the Initial Order, PricewaterhouseCoopers Inc. was appointed
the Monitor of the Companies. These proceedings are a continuation
of proceedings which commenced on March 11, 2020, when the
Companies filed notices of intention to file a proposal under the
Bankruptcy and Insolvency Act.
On April 28, 2020, PwC in its capacity as proposed monitor filed
its pre-filing report to Court which provided an overview of the
Companies and the Monitor's comments on the relief sought by the
Companies including in respect of interim financing, the
designation adidas Canada Limited as a critical supplier and
certain Court-ordered charges.
According to court documents, the Companies have closed their
retail stores due to the COVID-19 pandemic. The projections assume
that the Winnipeg, Mississauga and Coquitlam stores will be
gradually reopened in mid-May and early June according to projected
return to business timelines announced by the respective provincial
governments. During the Forecast Period, the Companies will
continue to sell through e-commerce platforms and will process Team
Sales orders. Once retail stores are reopened, payroll and
inventory purchases will increase due to increased sales
activities;
By order in the BIA Proceedings dated March 30, 2020, the Court
previously approved the term sheet among Greyrock Capital
Incorporated, and the Companies dated March 27, 2020, and an
Interim lender's Charge in the amount of $1.4 million. Through the
period from March 30, 2020 up to May 2, 2020, the Companies' have
drawn $750,000 under the interim financing agreement.
The Monitor has set up a website at
https://www.pwc.com/ca/kahunaverse.
The Monitor:
PriceWaterhouseCoopers Inc.
Attn: Neil Bunker
Patricia Marshall
Jing Shi
250 Howe Street, Suite 1400
Vancouver, BC V6C 3S7
Tel: 604-806-7209
Email: neil.p.bunker@pwc.com
patricia.marshall@pwc.com
jing.shi@pwc.com
Counsel for Soccer Express Trading Corp. and Kahunaverse Sports
Group Inc.
Clark Wilson LLP
Attn: Chris Ramsay
Katie G. Mak
Deborah Hamann-Trou (Paralegal)
900 - 885 West Georgia Street
Vancouver, BC V6C 3H1
Tel: 604-687-5700
Fax: 604-687-6314
Email: CRamsay@cwilson.com
KMak@cwilson.com
DHamann-Trou@cwilson.com
Counsel for Greyrock Capital Incorporated:
Lawson Lundell LLP
Attn: Kimberley Robertson
Suite 1600 Cathedral Place
925 W Georgia St.
Vancouver, BC V6C 3L2
Email: Email: krobertson@lawsonlundell.com
Counsel for the DIP Lender, Greyrock Capital Incorporated:
Taylor McCaffrey LLP
Attn: Jack Fleming
David Jackson
2200 - 201 Portage Avenue
Winnipeg, MB R3B 3L3
Email: jfleming@tmlawyers.com
djackson@tmlawyers.com
Counsel for the Proposal Trustee:
McMillan LLP
Attn: Vicki Tickle
Lucy Williams
Julie Hutchinson (assistant)
Royal Centre, Suite 1500
1055 West Georgia St.
Vancouver, BC V6E 4N7
Tel: 236-826-3022
Email: vicki.tickle@mcmillan.ca
Lucy.Williams@mcmillan.ca
Julie.Hutchinson@mcmillan.ca
Soccer Express Trading Corp. --
https://www.soccerx.com/retail-store -- provides institutional and
team sporting equipment, apparel and accessories.
SVENHARD'S SWEDISH: Dawn Food Resigns From Creditors' Committee
---------------------------------------------------------------
The U.S. Trustee for Region 17 disclosed in court filings that Dawn
Food Products resigned from the official committee of unsecured
creditors appointed in Svenhard's Swedish Bakery's Chapter 11
case.
The remaining members of the committee are:
(1) Allied Packing Corp.
Representative: Steven D. Smith
2025 S. 27th Street
Phoenix, AZ 85034
steves@alliedonline.com
(2) Northern California General Teamsters Security Fund
Representative: David Hawley
P.O. Box 2330 Stockton, CA 95201
dave@teamsters137.com
(3) Douglas D. Prola
273 Reardon Street
Oakdale, CA 95361-8900
Dprola50@gmail.com
(4) Bill D. Pruitt
960 N Stonewood St.
La Habra, CA 90631
Billyboy47@aol.com
(5) Divine Enterprises
Representative: Nick Yarmolyuk
3555 Cincinnati Ave.
Rocklin, CA 95765
Nick@divinetrans.com
(6) Bakery and Confectionery Union and
Industry International Pension Fund
Representative: Steven D. Brock
10401 Connecticut Ave.
Kensington, MD 20895-3951
About Svenhard's Swedish Bakery
Svenhard's Swedish Bakery is a privately held company that
primarily engaged in manufacturing fresh and frozen bread and other
bakery products. It is based in Fresno, Calif.
Svenhard's Swedish Bakery filed a Chapter 11 petition (Bankr. E.D.
Cal. Case No. 19-15277) on Dec. 19, 2019. In the petition signed
by David Kunkel, chief operating officer, the Debtor was estimated
to have $1 million to $10 million in assets and $10 million to $50
million in liabilities. The Hon. Rene Lastreto II is the presiding
judge.
The Debtor tapped Zolkin Talerico LLP as its bankruptcy counsel.
Gary Garrigues Law Firm and Cera, LLP serve as special litigation
counsel.
TECHNIPLAS LLC: U.S. Trustee Appoints Creditors' Committee
----------------------------------------------------------
The U.S. Trustee for Regions 3 and 9 appointed a committee to
represent unsecured creditors in the Chapter 11 cases of
Techniplas, LLC and its affiliates.
The committee members are:
1. Dupont Specialty Products USA, LLC
Attn: Scott H. Roof
Chestnut Run Plaza
974 Centre Road
Wilmington, DE 19805
Phone: (574) 229 - 2596
2. Nexeo Plastics, LLC
Attn: Debbie Smith
1780 Hughes Landing Blvd., Suite 1000
The Woodlands, TX 77380
Phone: (614) 613-3246
3. Teknor Apex Co.
Attn: Bruce Galletly
505 Central Ave.
Pawtucket, RI 02861
Phone: (401) 300-1376
4. Asahi Kasei Plastics North America, Inc.
Attn: Heather Gramza
900 East Van Ripper Road
Fowlerville, MI 48836
Phone: (517) 749-5162
5. C&L Tube, Inc.
Attn: Louis Cabral
193 Exeter Rd., London
ON, Canada
Phone: (226) 448–7458
Official creditors' committees serve as fiduciaries to the general
population of creditors they represent. They may investigate the
debtor's business and financial affairs. Committees have the right
to employ legal counsel, accountants and financial advisors at a
debtor's expense.
About Techniplas LLC
Techniplas, LLC, headquartered in Nashotah, Wisconsin USA, is a
privately held producer of technical plastic components for the
automotive, transportation and electrical industry. Techniplas is
specialized in thermoplastic and thermo-set molding and has
expertise in metal-to-plastic conversion, light weighting and tool
design. Techniplas employed about 2,357 employees in its operations
as of December 2018 and generated revenue of $529 million in 2018.
As of December 2020, Techniplas had total assets worth $258.6
million and liabilities worth $331 million, according to court
filing.
Techniplas, LLC, and its affiliates sought Chapter 11 protection
(Bankr. D. Del. Lead Case No. 20-11049) on May 6, 2020.
The Debtors were estimated to have $100 million to $500 million in
assets and liabilities.
The Debtors tapped White & Case LLP as counsel; Fox Rothschild LLP
as restructuring counsel; Miller Buckfire & Co., LLC as investment
banker; FTI Consulting, Inc. as restructuring advisor; and Epiq
Corporate Restructuring, LLC as claims agent.
TOTAL BODY LASER: Case Summary & 14 Unsecured Creditors
-------------------------------------------------------
Debtor: Total Body Laser Center, LLC
26 Schroeder Ct Suite 120
Madison, WI 53711
Business Description: Total Body Laser Center, LLC --
https://totalbodylasermedspa.com --
is a medical grade skin care specialist
that offers tattoo removal, hair removal,
laser skin treatments, scar & stretch mark
removal, spider vein removal, and toenail
fungus treatment.
Chapter 11 Petition Date: May 19, 2020
Court: United States Bankruptcy Court
Western District of Wisconsin
Case No.: 20-11328
Debtor's Counsel: Wade M. Pittman, Esq.
PITTMAN & PITTMAN LAW OFFICES, LLC
712 Main Street
La Crosse, WI 54601
Tel: (608) 784-0841
E-mail: Info@PittmanandPittman.com
Total Assets: $138,150
Total Liabilities: $1,026,300
The petition was signed by Stacey Friedrich, owner/member.
A copy of the petition containing, among other items, a list of the
Debtor's 14 unsecured creditors is available for free at
PacerMonitor.com at:
https://is.gd/loR5zz
UMATRIN HOLDING: Delays Filing of Annual Report
-----------------------------------------------
Umatrin Holding Limited filed a Form 12b-25 with the Securities and
Exchange Commission notifying the delay in the filing of its Annual
Report on Form 10-K for the period ended Dec. 31, 2019.
Umatrin was unable, without unreasonable effort or expense, to file
its Annual Report within the prescribed time because of delays in
completing the preparation of its financial statements and its
management discussion and analysis. The original filing date
applicable to smaller reporting companies was March 30, 2020. On
March 30, 2020, due to the impact of the COVID-19, the Company
filed a current report on Form 8-K to extend the filing date to no
later than May 14, 2020, pursuant to the order promulgated by the
Securities and Exchange Commission on March 4, 2020 in Release No.
34-88318 relating to the Securities Exchange Act of 1934, as
amended as modified on March 25, 2020 in Release No. 34-88465.
However, due to further delay experienced by the Company in
completing its financial statements and other disclosures in the
Annual Report, the Company is still in the process of compiling
required information to complete the Annual Report and its
independent registered public accounting firm requires additional
time to complete its review of the financial statements for the
fiscal year ended Dec. 31, 2019 to be incorporated in the Annual
Report. The Company is continuing to work diligently and expects
to file the Annual Report by no later than May 29, 2020.
About Umatrin
Umatrin Holding Limited (formerly known as Golden Opportunities
Corporation) was incorporated in the state of Delaware on Feb. 2,
2005. The Company was originally incorporated in order to locate
and negotiate with a targeted business entity for the combination
of that target company with the Company. On Jan. 6, 2016, the
Company acquired 80% of the equity interests of U Matrin Worldwide
SDN BHD in exchange for the issuance of a total of 100,000,000
shares of its common stock to the two holders of Umatrin, Dato' Sri
Eu Hin Chai and Dato' Liew. Immediately following the Share
Exchange, the business of Umatrin became the business of UMHL. The
UMHL operation office remained in Malaysia and the business market
will remain focus in Asia. Umatrin provides technology and
services to enable consumers, merchants and other participants to
conduct business in its cloud-based trading system.
Umatrin Holding reported a net loss of $453,120 for the year ended
Dec. 31, 2018, compared to a net loss of $728,261 for the year
ended Dec. 31, 2017.
WWC, P.C., in San Mateo, CA, the Company's auditor since 2016,
issued a "going concern" qualification in its report dated April
16, 2019, on the consolidated financial statements for the year
ended Dec. 31, 2018, citing that as of Dec. 31, 2018 and 2017, the
Company had working capital deficits, and during those years then
ended, it had incurred substantial losses. These factors raised
substantial doubt about the Company's ability to continue as going
concern as of Dec. 31, 2017, and that doubt remained during the
year ended Dec. 31, 2018. During the year, the Company maintained
solvency through raising capital through the issuances of new
shares and related parties' advances.
UMATRIN HOLDING: Delays Filing of Quarterly Report Due to COVID-19
------------------------------------------------------------------
As a result of the global outbreak of the COVID-19, Umatrin Holding
Limited is unable to meet the filing deadline of the Quarterly
Report for the three months ended March 31, 2020 as the Company's
operation is conducted in Malaysia. In order to avoid the risk of
the virus spreading, the Malaysian government required enterprises
to temporarily close offices and cease production. The local
Malaysia government issued a movement control order starting March
18, 2020 till March 31, 2020, which was subsequently extended to
April 14, 2020 thereafter extended to April 28, 2020 and to May 12,
2020. During the above period, all businesses are closed and
cannot operate as usual. The Company has been following the
recommendations of local health authorities to minimize exposure
risk for its team members in March, April and May including the
temporary closures of its offices and having team members work
remotely. As a result, the Company said, its Quarterly Report will
not be completed by the filing deadline, due to insufficient time
to facilitate the internal and external review process.
In accordance with the order promulgated by the Securities and
Exchange Commission on March 4, 2020 in Release No. 34-88318
relating to the Securities Exchange Act of 1934, as amended as
modified on March 25, 2020 in Release No. 34-88465, the Company
will file the Quarterly Report within 45 calendar days of the
required date, which shall be no later than June 29, 2020. The
Company will evaluate its need for an additional extension under
Rule 12b-25 at that time, as contemplated by the Order.
About Umatrin
Umatrin Holding Limited (formerly known as Golden Opportunities
Corporation) was incorporated in the state of Delaware on Feb. 2,
2005. The Company was originally incorporated in order to locate
and negotiate with a targeted business entity for the combination
of that target company with the Company. On Jan. 6, 2016, the
Company acquired 80% of the equity interests of U Matrin Worldwide
SDN BHD in exchange for the issuance of a total of 100,000,000
shares of its common stock to the two holders of Umatrin, Dato' Sri
Eu Hin Chai and Dato' Liew. Immediately following the Share
Exchange, the business of Umatrin became the business of UMHL. The
UMHL operation office remained in Malaysia and the business market
will remain focus in Asia. Umatrin provides technology and
services to enable consumers, merchants and other participants to
conduct business in its cloud-based trading system.
Umatrin Holding reported a net loss of $453,120 for the year ended
Dec. 31, 2018, compared to a net loss of $728,261 for the year
ended Dec. 31, 2017.
WWC, P.C., in San Mateo, CA, the Company's auditor since 2016,
issued a "going concern" qualification in its report dated April
16, 2019, on the consolidated financial statements for the year
ended Dec. 31, 2018, citing that as of Dec. 31, 2018 and 2017, the
Company had working capital deficits, and during those years then
ended, it had incurred substantial losses. These factors raised
substantial doubt about the Company's ability to continue as going
concern as of Dec. 31, 2017, and that doubt remained during the
year ended Dec. 31, 2018. During the year, the Company maintained
solvency through raising capital through the issuances of new
shares and related parties' advances.
WAVE COMPUTING: U.S. Trustee Appoints Creditors' Committee
----------------------------------------------------------
James Snyder, acting U.S. trustee for Region 12, on May 18, 2020,
appointed a committee to represent unsecured creditors in the
Chapter 11 cases of Wave Computing, Inc. and its affiliates.
The committee members are:
1. Synopsis, Inc.
Representative: Ean Sewell
690 E. Middlefield Rd.
Mountain View, CA 94043-4010
Ean.Sewell@synopsys.com
2. Avnet, Inc.
Representative: Dennis Losik
2211 S. 47th Street
Phoenix, AZ 85034
Dennis.losik@avnet.com
3. Ensilica India PVT Ltd.
Representative: Ramesha Doddamane
Ensilica India Pvt Ltd
#2064, 2nd Floor, Siri Iris, 24th Main
1st Sector, Hsr Layout
Bengaluru 560102, India
pm.suresh@ensilica.com
Ramesha.doddamane@ensilica.com
4. Sintegra, Inc.
Representative: Bharat Gohil
2328 Walsh Ave. Suite E
Santa Clara, CA 95051
bharat@sintegra.com
info@sintegra.com
5. PFIL North America Inc.
Representative: Dinna Bayangos
303 Twin Dolphin Drive, Ste. 600
Redwood City, CA 94065
dbayangos@ayala-namerica.com
Official creditors' committees serve as fiduciaries to the general
population of creditors they represent. They may investigate the
debtor's business and financial affairs. Committees have the right
to employ legal counsel, accountants and financial advisors at a
debtor's expense.
About Wave Computing
Wave Computing, Inc., a start up company focusing on the machine
learning industry, and its affiliates sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. N.D. Calif. Lead Case No.
20-50682) on April 27, 2020. At the time of the filing, Debtors
had estimated assets of between $1 million and $10 million and
liabilities of between $50 million and $100 million. Judge Elaine
M. Hammond oversees the cases. Debtor is represented by Sidley
Austin, LLP.
WOODS SEALING: U.S. Trustee Unable to Appoint Committee
-------------------------------------------------------
The U.S. Bankruptcy Administrator for the Middle District of
Alabama disclosed in a court filing that no official committee of
unsecured creditors has been appointed in the Chapter 11 case of
Woods Sealing and Striping, Inc.
About Woods Sealing and Striping
Woods Sealing and Striping, Inc. sought protection under Chapter 11
of the Bankruptcy Code (Bankr. M.D. Ala. Case No. 20-80453) on
March 26, 2020. At the time of the filing, Debtor disclosed assets
of between $500,001 and $1 million and liabilities of the same
range. Debtor is represented by Michael A. Fritz Sr., Esq.
X-TREME BULLETS: P Kay Metal Resigns From Creditors' Committee
--------------------------------------------------------------
The U.S. Trustee for Region 17 disclosed in court filings that P
Kay Metal, Inc. resigned from the official committee of unsecured
creditors appointed in the Chapter 11 cases of X-Treme Bullets,
Inc. and its affiliates.
The remaining members of the committee are:
(1) Crow Shooting Supply
Attn: Bryan Stuntebeck
200 S. Front Street
Montezuma, IA 50171
Phone: (641) 623-8523
Fax: (641)-623-8123
Email: bryan.stuntebeck@crowshootingsupply.com
Identified Counsel:
Kesha Tanabe, Esq.
4304 34th Ave S.
Minneapolis, MN 55406
Phone: (612) 735-0188
Email: kesha@tanabelaw.com
(2) Binary Anvil, Inc.
Attn: John Kraft
22525 SE 64th Place, Suite 257
Issaquah, WA 98027
Phone: (425) 557-3649
Fax: (425) 557-3605
Identified Counsel:
David E. Reed, Esq.
11120 NE 2nd Street, Suite 200
Bellevue, WA 98004
About X-Treme Bullets
X-Treme Bullets, Inc., and its subsidiaries are in the business of
manufacturing and selling small arms ammunition components,
assembling ammunition, custom building ammunition manufacturing
equipment, and repairing and refurbishing existing ammunition
manufacturing equipment. They sell ammunition from company-owned
brands, which they manufacture in-house, as well as ammunition from
third-party brands, which they source as finished goods. They
operate a pro duction facility in Carson City, Nevada and operate
four facilities in Idaho, including three production facilities and
one distribution center.
X-Treme Bullets and certain affiliates filed sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. D. Nev. Lead Case
No. 18-50609) on June 8, 2018. In the petition signed by David
Howell, president, Debtors estimated assets and liabilities at $10
million to $50 million.
Judge Bruce T. Beesley oversees the cases.
Debtors tapped Harris Law Practice LLC as counsel, and Winthrop
Couchot Golubow Hollander, LLP, as co-counsel. J. Michael Issa of
GlassRatner Advisory & Capital Group, LLC, serves as chief
restructuring officer.
On July 23, 2018, the U.S. Trustee for Region 17 appointed an
official committee of unsecured creditors in Debtors' cases. The
committee hired Goldstein & McClintock LLLP as bankruptcy counsel;
Hartman & Hartman, P.C. as local counsel; and BDO USA, LLC as
financial advisor.
*********
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 2020. All rights reserved. ISSN: 1520-9474.
This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers. Information contained
herein is obtained from sources believed to be reliable, but is
not guaranteed.
The TCR subscription rate is $975 for 6 months delivered via
e-mail. Additional e-mail subscriptions for members of the same
firm for the term of the initial subscription or balance thereof
are $25 each. For subscription information, contact Peter A.
Chapman at 215-945-7000.
*** End of Transmission ***