/raid1/www/Hosts/bankrupt/TCR_Public/220506.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Friday, May 6, 2022, Vol. 26, No. 125
Headlines
230 JACOBS: Creditors to Get 100% of Claims in Plan
317 NORTH CENTER: May 24 Hearing on Amended Disclosure Statement
3200 MYERS: JEMF Buying Pulaski and Jefferson Properties for $2MM
3200 MYERS: JEMF PA Offers $1.43 Million for Zelienople Property
436 PRINCETON: Creditors to Get 100% of Claims in Plan
437 PRINCETON: Creditors to Get 100% of Claims in Plan
7 DOLLARS & UP: Seeks to Hire Rosenberg Musso as Legal Counsel
ABARTA OIL: Unsecureds Will Get 100% of Claims in Liquidating Plan
ADVAXIS INC: Appoints Igor Gitelman as Interim CFO
AGM GROUP: Delays Filing of 2021 Form 20-F
AKOUSTIS TECHNOLOGIES: Incurs $14.8M Net Loss in Third Quarter
ALLIED SYSTEMS: Fails to Prove Ch.11 Breach Suit Damages
AMERICAN EAGLE: Unsecureds Will Recover 0.5% Under Plan
AMPHIL GROUP: Selling Walnut Property to WY LLC for $1.78 Million
ASTROTECH CORP: Fails to Comply With Nasdaq Listing Requirement
BCP V: S&P Assigns 'B-' Issuer Credit Rating on New Debt Issuance
BHUP N. YADAV: Boesters Buying Real Estate in Centralia for $65K
BITNILE HOLDINGS: Unit Makes Additional Investment in Alzamend
BLUE EAGLE: C. Darden Buying Birmingham Rental Property for $260K
BLUE RIBBON: Moody's Downgrades CFR & Senior Secured Debt to B3
BLUE RIBBON: S&P Alters Outlook to Negative, Affirms 'B-' ICR
BLUE WAVE: Taps Totaro & Shanahan as General Insolvency Counsel
BMG EXTERIORS: Files for Chapter 11 Bankruptcy Protection
BOMBARDIER RECREATIONAL: Moody's Hikes CFR to Ba2, Outlook Stable
BORINQUEN NATURAL: July 19 Hearing on Disclosures and Plan
BRAZOS ELECTRIC: Retains Control of Bankruptcy, Extends ERCOT Talks
BREAKAWAY ACQUISITION: S&P Lowers ICR to 'B-', Outlook Negative
CENTURY ALUMINUM: Posts $17.7 Million Net Income in First Quarter
CLARITY HOME CENTER: Files Bankruptcy Protection
COSMOS HOLDINGS: Peter Goldstein Steps Down as Director
CRED INC: Former Exec Alexander Balks at Ch.7 In-Person Appearance
DAIRY FARMERS: Fitch Affirms BB+ Rating on Preferred Debt
DJ MAGIK: U.S. Trustee Unable to Appoint Committee
EAST/ALEXANDER HOLDINGS: U.S. Trustee Unable to Appoint Committee
ELITE HOME: Cash Collateral Access, M&T Bank DIP Loan OK'd
ENDLESS POSSIBILITIES: Gets Cash Collateral Access Thru July
EYP GROUP: Taps Epiq Corporate as Claims and Noticing Agent
EYP GROUP: U.S. Trustee Appoints Creditors' Committee
FIRST COAST: Seeks to Hire Eric A. Liepins as Bankruptcy Counsel
FMBC INVESTMENTS: Seeks to Hire Wilson Group as Real Estate Broker
FORTRESS TRANSPORTATION: Moody's Reviews 'Ba3' CFR for Upgrade
FREDDIE MAC: Posts $3.8 Billion Net Income in First Quarter
GBT TECHNOLOGIES: Tokenize Acquires $100K GTX Promissory Notes
GLAUKOM LLC: Selling Business Assets to Olympus Eye for $104K
GOPHER COURIER: Wins Cash Collateral Access
GROM SOCIAL: Inks Separation Agreement With Chief Operating Officer
GROM SOCIAL: Melvin Leiner Quits as Director
GULF COAST HEALTH: Court Rejects Bankruptcy Plan Due to Releases
H&H 272 GRAND: Seeks to Hire Robinson Brog as Bankruptcy Counsel
HAZELTON DEVELOPMENT: Obtains CCAA Initial Order
HONX INC: Gets Court Okay for Stay of USVI Asbestos Trial
HOYOS INTEGRITY CORP: Files for Chapter 11 Bankruptcy
INPIXON: Buys $6M Convertible Debenture From Unaffiliated Company
INPIXON: Has Until Oct. 24 to Regain Nasdaq Compliance
IQVIA INC: Moody's Affirms 'Ba2' CFR, Outlook Remains Stable
ITURRINO & ASSOCIATES: Gets Court Nod to Use Cash Collateral
JAKKS PACIFIC: Amends Term Loan Credit Facility With BSP Agency
JAKKS PACIFIC: Incurs $3.9 Million Net Loss in First Quarter
JINZHENG GROUP: Bid to Disband Creditors' Committee Opposed
JOE B. CALLOWAY, JR.: Ennis Buying John Deere Tractor for $77K
JOSHUA S. ARMSTRONG: Selling Aircraft and Chevrolet Pickup for 91K
K. ANTHONY INC: Has Deal on Cash Collateral Access
KENWOOD COMMONS: Seeks to Hire Wayne Greenwald as Counsel
LA CASA CANAVERAL: JL Buying Cape Canaveral Vacant Land for $14MM
LATAM AIRLINES:Struggling In Signing Lenders to New Credit Facility
LAUREL APPAREL: Selling All Assets for $250K to 11345737 Canada
LEAR CAPITAL: Govt Agencies Back Appointment of Customers Panel
LEAR CAPITAL: Slams Customers' Move to Create Bankruptcy Committee
LIBERTY POWER: Wins Cash Collateral, $25MM Thru Feb. 28
LIGHT & WONDER: Completes Legal Entity Name, Ticker Symbol Changes
LTL MANAGEMENT: J&J Insurers to Join Mediation Efforts
MD HELICOPTERS: Dutch Govt. Assets $15.5 Mil. Claim on Plant
MEDI BROTHERS: Hits Chapter 11 Bankruptcy
MERCURITY FINTECH: Delays Filing of 2021 Form 20-F
MERCURITY FINTECH: Members Seek to Convene Extraordinary Meeting
MICROVISION INC: Incurs $13.2 Million Net Loss in First Quarter
MONTAUK CLIFFS: Taps Hedgerow Exclusive as Real Estate Broker
MOUNTAIN PROVINCE: Retains Investor Relations Advisor
MUSCLEPHARM CORP: Incurs $6.8 Million Net Loss in Fourth Quarter
NB HOTELS: Court OKs Deal on Cash Collateral Access
NBRFM CORP: Seeks Bankruptcy Protection in New York
NCR CORP: S&P Downgrades ICR to 'B+' on Margin Pressures
NEOVASC INC: To Report First Quarter Financial Results on May 12
NEW BROUGHTON: Wins Final Cash Collateral Access
NORDIC AVIATION: Seeks to Employ KPMG Ireland as Auditor
NUTRIBAND INC: Incurs $6.2 Million Net Loss in FY Ended Jan. 31
OUTERSTUFF LLC: Moody's Alters Outlook on 'Caa2' CFR to Negative
PETROTEQ ENERGY: Incurs $3.4 Million Net Loss in Second Quarter
PHOENIX OF ALBANY: Proposes Auction of Non-Residential Property
PLAMEX INVESTMENT: Taps Gordinier Kang as Outside General Counsel
PUERTO RICO: HTA Files Debt Plan to Cut $4 Billion Debt
PULMATRIX INC: Lowers Quorum Requirement for Stockholder Meeting
PURPLE SHOVEL LLC: Contractor, Military Unit Beat AK-47 Fraud Suit
QURATE RETAIL: S&P Alters Outlook to Negative, Affirms 'BB-' ICR
REDWOOD EMPIRE: Hires Atlas Hospitality as Real Estate Broker
ROCHESTER DIOCESE: Gets Temporary Reprieve on Abuse Cases
ROCKALL: Extends Bid Deadline to May 13, Boosts Creditor Payouts
RYMAN HOSPITALITY: S&P Upgrades ICR to 'B', Outlook Stable
SAN GORGONIO MEMORIAL: Moody's Lowers Rating on GOULT Debt to Ba2
SEARS: Tells 2nd Circuit to Keep $20 Mil. Hurricane Suit Paused
SENIOR CARE LIVING VII: Seeks to Hire Brimmer Burek as Accountant
SKINNICITY INC: Files for Bankruptcy Protection
SRAK CORP: Seeks Bankruptcy Protection in Texas
STONE CLINICAL: Committee Taps Morris as Financial Advisor
STONEMOR INC: To Release First Quarter Results on May 12
SUNGARD AS: Law Firm of Russell Represents Utility Companies
TAVERN ON LAGRANGE: Files for Chapter 11 Bankruptcy Protection
TECHNICAL COMMUNICATIONS: Issues $3M Promissory Note to CEO
THROOP VENTURES: Files for Chapter 11 Bankruptcy
TNBI INC: Seeks Approval to Hire Gellert as Legal Counsel
TOKEN BUYER: Moody's Assigns First Time B3 Corporate Family Rating
TOKEN BUYER: S&P Assigns 'B-' Issuer Credit Rating, Outlook Stable
TOP LINE GRANITE: Gets Court Nod to Use Cash Collateral
U.S. SILICA: Incurs $8.5 Million Net Loss in First Quarter
VIPER PRODUCTS: Payne Buying Ford F-150 XLT Pickup Truck for $24K
W&T OFFSHORE: VP Shahid Ghauri Quits
WALTER ENERGY: Affiliates' 1995 Bankruptcy Axes Benefits Claims
WC MET CENTER: Trustee Selling 3 Austin Properties for $47.6 Mil.
WOUAFF WOUAFF: Files Emergency Bid to Use Cash Collateral
YIM POOI WONG: Selling El Monte Apartment Building for $7.9 Million
YIM POOI WONG: Selling Los Angeles Apartment Building for $3 Mil.
YIM POOI WONG: Selling Monterey Park Apartment Building for $4.4MM
YIM POOI WONG: Selling North Hollywood Apartment Building for $2.6M
YIM POOI WONG: Selling Panorama City Apartment Building for $5.9MM
YIM POOI WONG: Trust Buying Alhambra Apartment Building for $6.75MM
YOUNGBLOOD SKIN: Selling All Assets to YB Cosmetics for $50K
[*] New Hampshire April Bankruptcy Filings Remain in Record Low
[^] BOOK REVIEW: Hospitals, Health and People
*********
230 JACOBS: Creditors to Get 100% of Claims in Plan
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230 Jacobs Creek, LLC, a Debtor Affiliate of 436 Princeton Avenue,
LLC, and 437 Princeton Avenue, LLC, filed with the U.S. Bankruptcy
Court for the District of New Jersey a Disclosure Statement
describing Plan of Reorganization dated May 2, 2022.
230 Jacobs Creek, LLC, one of the Debtors, is a New Jersey limited
liability company, which was formed on December 2, 2016. Patricia
Pulaski is its sole equity interest holder. It is the owner of the
residential dwelling located at 230 Jacobs Creeks Road, Hopewell,
New Jersey. Richard Pulaski, a son of Patricia Pulaski, resides in
this property.
The Debtors were unable to make payment on their monthly mortgage
obligations to MCRW Associates due to Covid setbacks and financial
difficulties. Although it had been requested that the Debtors be
provided some type of forbearance during Covid, MCRW Associates
refused to do so and commenced foreclosure proceedings against each
of the Debtors. On the eve of a sheriff sale for each of the
properties, the Debtors filed their respective Chapter 11 petitions
to preserve their properties' equity and seek refinancing to pay
off their existing secured creditors.
This is a plan of reorganization whereby the proponent seeks to
accomplish payments under the Plan by obtaining funding from a
refinance lender. The Debtors have obtained financing which will be
utilized for the purpose of paying its creditors in the full
allowed amount of claims. The only creditors of the estates are
MCRW Associates, the secured creditor on the real estate owned by
the Debtors, and various taxing authorities.
This plan proposed to pay to MCRW Associates the full amount of the
judgment obtained by it, against the Debtors, in the foreclosure
actions brought in the Superior Court of New Jersey. The plan also
proposes to pay all outstanding real estate taxes owed to taxing
authorities at the time of closing. All administrative claims will
be paid in full from the proceeds of the closing. As all creditors
will be paid in full, no classes of creditors are deemed impaired.
Class 1 consists of the Secured Claim of MCRW in the amount of
$899,451.63. This Class shall be paid full allowed amount of claim
from proceeds of refinance.
Equity interest holder Patricia Pulaski will retain equity
interests.
If the Plan is confirmed, it is expected that Debtor shall have no
remaining indebtedness other than that associated with the plan.
The distributions contemplated under the Plan shall be paid from
the Debtors' post-petition contributions from Debtors' refinancing
of Debtors' properties. It is important to recognize that the
Debtors' properties are desirable residential dwellings in
desirable areas which continue to appreciate and accrue equity in
the present real estate market.
Thus, the probability that Debtors will be successful in their
efforts to achieve that which their plan proposes is likely to be
relatively high. Further, projected expenses included in the
exhibits and schedules were based on past expenditures, are likely
to remain relatively stable, and have been adjusted for inflation.
The Proponents believe that no classes are impaired because all
creditors will be paid 100% of their allowable claim and that
holders of claims in this class are therefore entitled to vote to
accept or reject the Plan. The Proponent believes that all classes
are unimpaired and that holders of claims in these classes
therefore do not have the right to vote to accept or reject the
Plan.
The Plan proposes to pay all allowable claims in full. The Plan
proponent contends that Debtors' financial projections are feasible
in light of the proposed refinance. Accordingly, the Plan
Proponents believe, on the basis of the foregoing, that the Plan is
feasible.
A full-text copy of the Disclosure Statement dated May 2, 2022, is
available at https://bit.ly/3yfbFD1 from PacerMonitor.com at no
charge.
Attorney for Debtors:
Law Offices of Scott E. Kaplan, LLC
5 South Main Street, P.O. Box 157
Allentown, New Jersey 08501
(609) 259-7944
About 230 Jacobs Creek
230 Jacobs Creek is primarily engaged in renting and leasing real
estate properties.
230 Jacobs Creek, LLC, filed a Chapter 11 petition (Bankr. D.N.J.
Case No. 21-19232) on Nov. 30, 2021. LAW OFFICES OF SCOTT E.
KAPLAN, LLC, led by Scott E. Kaplan, is the Debtor's counsel. The
Debtor estimated $500,000 to $1 million in assets and $1 million to
$10 million in liabilities as of the bankruptcy filing.
317 NORTH CENTER: May 24 Hearing on Amended Disclosure Statement
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Judge Benjamin P. Hursh has entered an order that a hearing on
approval of 317 North Center Avenue Building, LLC's Amended
Disclosure Statement will be held on Tuesday, May 24, 2022, at 9:00
a.m. in the Ella Knowles Courtroom, 4th Floor Room 4805, James F.
Battin United States Courthouse, 2601 2nd Avenue North, Billings,
Montana.
The Debtor must file on or before May 6, 2022, an Amended
Disclosure Statement and further amended Chapter 11 Plan. Any
objections to Debtor's Amended Disclosure Statement must be filed
on or before May 18, 2022.
About 317 North Center Avenue Building
317 North Center Avenue Building, LLC, filed a petition for Chapter
11 protection (Bankr. D. Mont. Case No. 21-10118) on Oct. 18, 2021,
listing as much as $500,000 in both assets and liabilities. Judge
Benjamin P. Hursh oversees the case. Patten, Peterman, Bekkedahl &
Green, PLLC and Red Tree CPAs serve as the Debtor's legal counsel
and accountant, respectively.
3200 MYERS: JEMF Buying Pulaski and Jefferson Properties for $2MM
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3200 Myers Street Partners, LLC, seeks approval from the U.S.
Bankruptcy Court for the Central District of California to sell
parcels of real property situated in the counties of Pulaski and
Jefferson, Arkansas, to JEMF PA 64, LLC, which was assigned to JEM
PA AK LLC, for $2 million, in accordance with their Purchase
Contract and Receipt for Deposit dated March 29, 2022, and the
Addendum to the Purchase Contract and Receipt for Deposit of even
date, subject to qualified overbids.
The Properties are being sold on an "as is, where is" basis with no
warranties, recourse, contingencies or representations of any kind
except as may be provided in the Agreement. The Properties are
being sold free and clear of Claims and Interests. As part of the
Motion, the Debtor also seeks an order approving and establishing
bidding procedures to be implemented at the hearing on the Motion
in the event a qualified overbidder is interested in purchasing the
Properties and approving a breakup fee in favor of Buyer in the
event of a successful overbid.
In its Schedule A/B, Debtor scheduled the Properties, which consist
of the following parcels of real property located in Pulaski and
Jefferson counties and include various large, warehouse and
industrial buildings, among other commercial improvements and/or
features, and comprising 10.89 acres among the parcels in Little
Rock and over 4.6 acres for the parcels in Pine Bluff, Arkansas:
1. 905 E. 5th Ave, Pine Bluff, Jefferson County, AR, APN
931-34207-000;
2. 1021 E. 5th Ave Pine Bluff, Jefferson County, AR, APN
930-26215-000'
3. 1313 E. 5th Ave Pine Bluff, Jefferson County, AR, APN
930-26210-000;
4. 1313 E. 5th Ave Pine Bluff, Jefferson County, AR, APN
930-26211-000;
5. 1313 E. 5th Ave Pine Bluff, Jefferson County, AR, APN
930-26212-000;
6. 4113 Asher Ave Little Rock, Pulaski County, AR, APN
34L-297-00-005-00;
7. 3000 Elm St Little Rock, Pulaski County, AR, APN
34L-297-00-003-00;
8. 4117 Asher Ave Little Rock, Pulaski County, AR, APN
34L-291-00-048-00;
9. 4123 Asher Ave Little Rock, Pulaski County, AR, APN
34L-297-00-006-00;
10. 4119 Asher Ave Little Rock, Pulaski County, AR, APN
34L-297-00-007-00;
11. 4119 Asher Ave Little Rock, Pulaski County, AR, APN
34L-297-00-008-00;
12. Asher Ave Little Rock, Pulaski County, AR, APN
34L-297-00-009-00;
13. Lewis St Little Rock, Pulaski County, AR, APN
34L-297-00-010-00;
14. Lewis St Little Rock, Pulaski County, AR, APN
34L-297-00-011-00;
15. 3100 S. Elm St Little Rock, Pulaski County, AR, APN
34L-297-00-001-00;
16. 3015 Lewis St Little Rock, Pulaski County, AR, APN
34L-297-00-013-00;
17. 3013 Lewis St Little Rock, Pulaski County, AR, APN
34L-297-00-012-00;
18. 3201 S. Elm St Little Rock, Pulaski County, AR, APN
34L-293-00-019-00;
19. 31st Senate Dr Little Rock, Pulaski County, AR, APN
34L-293-00-013-00;
20. 3800 W. 31st St Little Rock, Pulaski County, AR, APN
34L-291-00-044-00;
21. 31st Senate Dr Little Rock, Pulaski County, AR, APN
34L-293-00-021-00;
22. 3009 S. Elm St Little Rock, Pulaski County, AR, APN
34L-293-00-018-00;
23. 31st Senate Dr Little Rock, Pulaski County, AR, APN
34L-293-00-010-00;
24. 31st Senate Dr Little Rock, Pulaski County, AR, APN
34L-293-00-012-00; and
25. S Cedar St Little Rock, Pulaski County, AR,
APN34L-293-00-011-00.
tone Bank holds recorded consensual mortgages against some of the
Properties, $1,488,934 in total: (i) 3100 South Elm St., Little
Rock, AR - $416,900.30; (ii) 3013 Lewis Street, Little Rock, AR;
3015 Lewis Street, Little Rock, AR; 4123 Asher, Little Rock, AR;
4119 Asher, Little Rock, AR; 4113 Asher, Little Rock, AR; (iii)
3201 South Elm St., Little Rock, AR - $134,440.52; (iv) 3000 South
Elm, Little Rock, AR - $105,942.64; (v) 3800 W. 31st St., Little
Rock, AR - $178,426.68; (vi) 1021, 1313 and 905 East 5th Street,
Pine Bluff AR - $146,933.02; and (vii) 3009 South Elm St., Little
Rock, AR - $506,290.84.
Stone Bank has filed Proofs of Claim Nos. 21 through 26, attaching
the relevant promissory notes, recorded mortgages, assignments of
rent and related documents and has provided Debtor with payoffs for
the foregoing loans. The Debtor disputes the purported
cross-collateralization of debts, though it intends to pay Stone
Bank in full from the sales proceeds.
Process & Power filed Proof of Claim # 18 on March 22, 2022, in the
amount of $97,678.93.
Hobby Electric filed Proof of Claims Nos. 27 and 28, in the amounts
of $18,646.67 and $45,230.42, respectively.
Elliott Electric filed Proof of Claim No. 32 in the amount of
$17,187.09.
As discussed, the Debtor disputes the validity of the alleged liens
of Hobby Electric and Elliott Electric ("Disputed Mechanics
Liens"). The Debtor is attempting to resolve the Disputed
Mechanics Liens consensually. If a consensual resolution regarding
such liens cannot be reached within a reasonable period of time,
Debtor will be objecting to the claims filed by these alleged
lienholders. Pre-petition Debtor settled the BM Mechanical lien in
the amount of $22,000.
The Debtor has also settled the Process & Power mechanic’s lien
in the amount of $48,400, subject to Court approval. According to
county records, Debtor owes real property taxes for the Properties
situated in Jefferson County in the amount of $5,696.40 as of April
11, 2022. According to county records, Debtor owes real property
taxes for the Properties situated in Pulaski County in the amount
of $158,164.75 as of April 11, 2022.
Pre-petition, and since 2021, the Debtor's local Arkansas broker,
the Hathaway Group, has been actively marketing the Properties for
sale. It listed all of the Debtor's properties for sale in May
2021, including numerous residential houses, a two-building
apartment complex, several industrial buildings, industrial
property in Pine Bluff with a rail spur.
In mid-2021, Debtor hired Tranzon, an auction company, to work with
the Hathway Group as its local broker and to assist in the
marketing and sale of the remaining Properties. The Buyer is one
of the parties that had looked at the properties very closely
during this period of time.
On April 8, 2022, the Debtor filed its application to jointly
employ Tranzon and the Hathaway Group, with total commission of 5%
to be split 2/3 to Tranzon and 1/3 to Hathaway Group. Hathaway
Group and Tranzon will continue to market the Properties until the
Auction is conducted. The offer reflected in the Agreement is the
highest and best offer the Debtor has received for the Properties
to date. Indeed, it is the only offer the Debtor has received that
is sufficient to cover the debt against the Properties.
The proposed sale to the Buyer includes the following salient
terms:
1. The Properties will be sold to Buyer for the total purchase
price of $2 million, subject to overbids;
2. The Buyer has provided Debtor with a non-refundable deposit
of $100,000.
3. The allowed amounts due under the mortgages perfected in
favor of Stone Bank against the Properties in the total approximate
amount of $1,488,934 will be paid from the sales proceeds.
4. The lien of BM Mechanical in the amount of $22,000 will be
paid from the sales proceeds.
5. The lien of Process & Power in the amount of $48,400 will
be paid from the sales proceeds.
6. Any property taxes due and owing will be paid from the
sales proceeds, which Debtor believes total approximately $163,861
for all of the Properties;
7. The approved fees and costs of the sale chargeable to the
Debtor's bankruptcy estate, including commissions due to the
Debtor’s brokers will be paid from the sale proceeds.
8. Except as otherwise set forth herein, the Properties will
be sold free and clear of Claims and Interests pursuant to 11
U.S.C. 363(f), including but not limited to the liens of Stone
Bank, Process & Power, BM Mechanical, Hobby Electric, Elliott
Electric, and unknown encumbrances, liens, claims or interests,
with each of the foregoing encumbrances, liens, claims, or
interests attaching to the net sale proceeds to be held by the
Debtor in such priority, with such effect, and to secure such
amounts as will be determined in accordance with applicable federal
and state law, and such proceeds will continue to be so held by the
Debtor, subject to further order of the Court.
9. The amounts of the alleged liens of Elliott Electric and
Hobby Electric will be held in a segregated account pending the
resolution (whether by agreement or litigation) of the dispute
regarding the validity of such alleged liens.
Based on the foregoing, and the fact that the Debtor does not
anticipate any negative tax consequences from the sale other than
payment of California’s Gross Receipts Tax of $6,000, the Debtor
anticipates the sale will provide a net benefit to the bankruptcy
estate of approximately $69,741.
Between the date of the Motion and the hearing on the sale, the
Debtor will continue to solicit interest in the Properties and
provide information to prospective bidders as well as Buyer. The
purchase price would be paid in cash at closing in an amount not
less than $2.05 million. The Marked Agreement would be accompanied
by a cash deposit of at least 10% of the Qualified Bid. The Bid
Deadline is 5:00 p.m. (PST), three business days prior to the Sale
Hearing.
The Auction will commence at the Sale Hearing and will take place
in Courtroom 5C of the United States Bankruptcy Court, Central
District of California, Santa Ana Division, located at 411 West
Fourth Street, Santa Ana, California 92701, or such other time or
place as the Debtor and/or the Court may direct in writing to all
Qualified Bidders. The Debtor or its counsel will announce prior
to each subsequent round of bidding the minimum incremental
overbid, which for the initial incremental overbid will be $50,000,
and for each subsequent incremental overbid will be an amount that
is not less than $1,000.
In the event that a Qualified Bidder other than the Buyer is the
Successful Bidder for the Properties at Auction, the Buyer will be
entitled to receive a breakup fee in the amount of $25,000, paid
directly to the Buyer at closing from the proceeds of the sale to
the Successful Bidder.
The Debtor seeks to sell the Properties free and clear of Claims
and Interests, including the following liens, claims, or interests:
Stone Bank's mortgages; Process & Power's lien; Hobby Electric's
disputed liens; BM Mechanical's lien; and Elliott Electric's
disputed lien.
Finally, the Debtor asks the Court to waive the 14-day stay
prescribed by Rule 6004(h) of the Federal Rules of Bankruptcy
Procedure.
A hearing on the Motion is set for May 4, 2022 at 1:30 p.m.
A copy of the Agreement is available at
https://tinyurl.com/2p86526m from PacerMonitor.com free of charge.
About 3200 Myers Street Partners
3200 Myers Street Partners, LLC, a company in Costa Mesa, Calif.,
filed a voluntary petition for relief under Chapter 11 of the
Bankruptcy Code (Bankr. C.D. Calif. Case No. 22-10057) on Jan. 14,
2022, listing as much as $10 million in both assets and
liabilities. Robert P. Mosier, chief restructuring officer, signed
the petition.
Judge Scott C. Clarkson oversees the case.
The Debtor tapped Goe Forsythe & Hodges, LLP as bankruptcy
counsel;
A. Lavar Taylor, LLP and Cross, Gunter, Witherspoon & Galchus,
P.C.
as special counsels; and Mosier & Company, Inc. as restructuring
advisor. Robert Mosier, president and chief executive officer of
Mosier & Company, serves as the Debtor's chief restructuring
officer.
3200 MYERS: JEMF PA Offers $1.43 Million for Zelienople Property
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3200 Myers Street Partners, LLC, asks the U.S. Bankruptcy Court for
the Central District of California to authorize the bidding
procedures in connection with sale of the real property commonly
known as 64 Halstead Blvd., Zelienople, PA 16063-1911, to JEMF PA
64, LLC, which assigned its rights to JEM PAC, LLC, for $1,425,000,
in accordance with the terms of their Agreement for the Sale of
Commercial Real Estate dated March 29, 2022, and the Addendum to
Agreement for the Sale of Commercial Real Estate, subject to
overbid.
A hearing on the Motion was set for May 4, 2022, at 1:30 p.m.
The Property is being sold on an "as is, where is" basis with no
warranties, recourse, contingencies or representations of any kind
except as may be provided in the Agreement, and that the Property
sold is free of the Claims and Interests. As part of the Motion,
Debtor also seeks an order approving and establishing bidding
procedures to be implemented at the hearing on the Motion in the
event a qualified overbidder is interested in purchasing the
Property and approving a breakup fee in favor of Buyer in the event
of a successful overbid.
In its Schedule A/B, Debtor scheduled the Property, which consists
of 5.71 acres of land on which a 93,400 square foot warehouse,
distribution and/or light manufacturing building is situated.
Among the building’s square footage is 3,400 square feet of
office space. The Debtor valued the Property at $1.3 million in
its Schedule A/B based on the highest offer for the Property as of
that date. According to the Preliminary Title Report for the
Property, there are no liens or encumbrances against the Property
other than the regular 2022 property tax assessment due in the
amount of $2,581.85.
On Feb. 18, 2022, the Court entered an Order approving the
employment of Cushman & Wakefield | Grant Street Associates, Inc.
to sell the Property. Pre-petition, and since February of 2021,
the Broker has been actively marketing the Property for sale, and
will continue to do so until the Auction is conducted.
The proposed sale to the Buyer includes the following salient
terms:
1. The Property will be sold to Buyer for the total purchase
price of $1,425,000, subject to overbids;
2. The Buyer has provided Debtor with a non-refundable deposit
of $82,000.
3. The Property Tax Installment in the estimated amount of
$2,581.85 will be paid from the sales proceeds;
4. The Property will be sold free and clear of Claims and
Interests, though none are known to the Debtor other than the
Property Tax Installment.
5. The approved fees and costs of the sale chargeable to the
Debtor's bankruptcy estate, including commissions due to the
Debtor’s Broker1 will be paid from the sale proceeds.
6. Except as otherwise set forth herein, the Property will be
sold free and clear of the Claims and Interests, including unknown
encumbrances, liens, claims or interests, with each of the Claims
and Interests, if any are asserted, attaching to the net sale
proceeds.
Based on the foregoing, and the fact that Debtor does not
anticipate any negative tax consequences from the sale other than
payment of $6,000 on account of California's Gross Receipts Tax
applicable to limited liability companies (which Debtor seeks
authority to pay after closing), the Debtor anticipates the sale
will provide a net benefit to the bankruptcy estate of
approximately $1,328,500, calculated as follows: FMV/ Offer
$1,425,000, Costs of Sale (6%) (approx.) $85,500, Property Taxes
(approx.) $5,000, California Gross Receipts Tax $6,000, and the Net
Amount to Estate (est.) $1,328,50.
Between the date of the Motion and the hearing on the sale, the
Debtor will continue to solicit interest in the Property and
provide information to prospective bidders as well as the Buyer.
The overbid purchase price would be paid in cash at closing in an
amount not less than $1,475,000. The Marked Agreement would be
accompanied by a cash deposit of at least 10% of the Qualified Bid.
The Bid Deadline is 5:00 p.m. (PST), three business days prior to
the Sale Hearing.
If any Qualified Bid (other than that of Buyer under the Agreement)
is received by the Bid Deadline, then the Debtor will conduct the
Auction at the Sale Hearing for the right to become the Successful
Bidder. If no Qualified Bid, other than that of Buyer under the
Agreement, is received by the Bid Deadline, then the Debtor will
not conduct the Auction and will designate Buyer's bid as the
Successful Bid for the purposes of these Bidding Procedures.
The Debtor or its counsel will announce prior to each subsequent
round of bidding the minimum incremental overbid, which for the
initial incremental overbid will be $50,000, and for each
subsequent incremental overbid will be an amount that is not less
than $1,000. All bids at the Auction will be made on the record.
In the event that a Qualified Bidder other than the Buyer is the
Successful Bidder for the Property at Auction, the Buyer will be
entitled to receive a breakup fee in the amount of $25,000, paid
directly to the Buyer at closing from the proceeds of the sale to
the
Successful Bidder.
Finally, the Debtor asks the Court to waive the 14-day stay
prescribed by Rule 6004(h) of the Federal Rules of Bankruptcy
Procedure.
About 3200 Myers Street Partners
3200 Myers Street Partners, LLC, a company in Costa Mesa, Calif.,
filed a voluntary petition for relief under Chapter 11 of the
Bankruptcy Code (Bankr. C.D. Calif. Case No. 22-10057) on Jan. 14,
2022, listing as much as $10 million in both assets and
liabilities. Robert P. Mosier, chief restructuring officer, signed
the petition.
Judge Scott C. Clarkson oversees the case.
The Debtor tapped Goe Forsythe & Hodges, LLP as bankruptcy
counsel;
A. Lavar Taylor, LLP and Cross, Gunter, Witherspoon & Galchus,
P.C.
as special counsels; and Mosier & Company, Inc. as restructuring
advisor. Robert Mosier, president and chief executive officer of
Mosier & Company, serves as the Debtor's chief restructuring
officer.
436 PRINCETON: Creditors to Get 100% of Claims in Plan
------------------------------------------------------
436 Princeton Avenue, LLC, a Debtor Affiliate of 230 Jacobs Creek,
LLC, and 437 Princeton Avenue, LLC, filed with the U.S. Bankruptcy
Court for the District of New Jersey a Disclosure Statement
describing Plan of Reorganization dated May 2, 2022.
436 Princeton Avenue, LLC, one of the Debtors, is a New Jersey
limited liability company, which was also formed on December 2,
2016. Patricia Pulaski is its sole equity interest holder. It is
the owner of the residential dwelling located at 436 Princeton
Avenue, Hamilton, New Jersey. This property was recently appraised
for an amount in excess of $495,000.
The aggregate appraised value of the three properties in October,
2019 was in excess of $1,440,000, and which aggregate value
presently exceeds $1,739,000. Through the proposed refinancing,
these Debtors will be able to satisfy the obligations to their
creditors in the full allowed amount of the claims as aforesaid.
The Debtors were unable to make payment on their monthly mortgage
obligations to MCRW Associates due to Covid setbacks and financial
difficulties. Although it had been requested that the Debtors be
provided some type of forbearance during Covid, MCRW Associates
refused to do so and commenced foreclosure proceedings against each
of the Debtors. On the eve of a sheriff sale for each of the
properties, the Debtors filed their respective Chapter 11 petitions
to preserve their properties' equity and seek refinancing to pay
off their existing secured creditors.
This is a plan of reorganization whereby the proponent seeks to
accomplish payments under the Plan by obtaining funding from a
refinance lender. The Debtors have obtained financing which will be
utilized for the purpose of paying its creditors in the full
allowed amount of claims. The only creditors of the estates are
MCRW Associates, the secured creditor on the real estate owned by
the Debtors, and various taxing authorities.
This plan proposed to pay to MCRW Associates the full amount of the
judgment obtained by it, against the Debtors, in the foreclosure
actions brought in the Superior Court of New Jersey. The plan also
proposes to pay all outstanding real estate taxes owed to taxing
authorities at the time of closing. All administrative claims will
be paid in full from the proceeds of the closing. As all creditors
will be paid in full, no classes of creditors are deemed impaired.
Class 1 consists of the Secured Claim of MCRW in the amount of
$899,451.63. This Class shall be paid full allowed amount of claim
from proceeds of refinance.
Equity interest holder Patricia Pulaski will retain equity
interests.
If the Plan is confirmed, it is expected that Debtor shall have no
remaining indebtedness other than that associated with the plan.
The distributions contemplated under the Plan shall be paid from
the Debtors' post-petition contributions from Debtors' refinancing
of Debtors' properties. It is important to recognize that the
Debtors' properties are desirable residential dwellings in
desirable areas which continue to appreciate and accrue equity in
the present real estate market.
Thus, the probability that Debtors will be successful in their
efforts to achieve that which their plan proposes is likely to be
relatively high. Further, projected expenses included in the
exhibits and schedules were based on past expenditures, are likely
to remain relatively stable, and have been adjusted for inflation.
The Proponents believe that no classes are impaired because all
creditors will be paid 100% of their allowable claim and that
holders of claims in this class are therefore entitled to vote to
accept or reject the Plan. The Proponent believes that all classes
are unimpaired and that holders of claims in these classes
therefore do not have the right to vote to accept or reject the
Plan.
The Plan proposes to pay all allowable claims in full. The Plan
proponent contends that Debtors' financial projections are feasible
in light of the proposed refinance. Accordingly, the Plan
Proponents believe, on the basis of the foregoing, that the Plan is
feasible.
A full-text copy of the Disclosure Statement dated May 2, 2022, is
available at https://bit.ly/3KLNA9s from PacerMonitor.com at no
charge.
Attorney for Debtors:
Law Offices of Scott E. Kaplan, LLC
5 South Main Street, P.O. Box 157
Allentown, New Jersey 08501
(609) 259-7944
About 436 Princeton Avenue
436 Princeton Avenue, LLC, is primarily engaged in renting and
leasing real estate properties.
436 Princeton Avenue filed a Chapter 11 petition (Bankr. D.N.J.
Case No. 21 19234) on Nov. 30, 2021. LAW OFFICES OF SCOTT E.
KAPLAN, LLC, led by Scott E. Kaplan, is the Debtor's counsel. The
Debtor estimated $100,000 to $500,000 in assets and $1 million to
$10 million in liabilities as of the bankruptcy filing.
437 PRINCETON: Creditors to Get 100% of Claims in Plan
------------------------------------------------------
437 Princeton Avenue, LLC, a Debtor Affiliate of 230 Jacobs Creek,
LLC, and 436 Princeton Avenue, LLC, filed with the U.S. Bankruptcy
Court for the District of New Jersey a Disclosure Statement
describing Plan of Reorganization dated May 2, 2022.
437 Princeton Avenue, LLC, one of the Debtors, is a New Jersey
limited liability company, which was also formed on December 2,
2016. Patricia Pulaski is its sole equity interest holder. It is
the owner of the residential dwelling located at 437 Princeton
Avenue, Hamilton, New Jersey. This property was recently appraised
for an amount in excess of $449,000.00.
The aggregate appraised value of the three properties in October,
2019 was in excess of $1,440,000.00, and which aggregate value
presently exceeds $1,739,000.00. Through the proposed refinancing,
these Debtors will be able to satisfy the obligations to their
creditors in the full allowed amount of the claims as aforesaid.
The Debtors were unable to make payment on their monthly mortgage
obligations to MCRW Associates due to Covid setbacks and financial
difficulties. Although it had been requested that the Debtors be
provided some type of forbearance during Covid, MCRW Associates
refused to do so and commenced foreclosure proceedings against each
of the Debtors. On the eve of a sheriff sale for each of the
properties, the Debtors filed their respective Chapter 11 petitions
to preserve their properties' equity and seek refinancing to pay
off their existing secured creditors.
This is a plan of reorganization whereby the proponent seeks to
accomplish payments under the Plan by obtaining funding from a
refinance lender. The Debtors have obtained financing which will be
utilized for the purpose of paying its creditors in the full
allowed amount of claims. The only creditors of the estates are
MCRW Associates, the secured creditor on the real estate owned by
the Debtors, and various taxing authorities.
This plan proposed to pay to MCRW Associates the full amount of the
judgment obtained by it, against the Debtors, in the foreclosure
actions brought in the Superior Court of New Jersey. The plan also
proposes to pay all outstanding real estate taxes owed to taxing
authorities at the time of closing. All administrative claims will
be paid in full from the proceeds of the closing. As all creditors
will be paid in full, no classes of creditors are deemed impaired.
Class 1 consists of the Secured Claim of MCRW in the amount of
$899,451.63. This Class shall be paid full allowed amount of claim
from proceeds of refinance.
Equity interest holder Patricia Pulaski will retain equity
interests.
If the Plan is confirmed, it is expected that Debtor shall have no
remaining indebtedness other than that associated with the plan.
The distributions contemplated under the Plan shall be paid from
the Debtors' post-petition contributions from Debtors' refinancing
of Debtors' properties. It is important to recognize that the
Debtors' properties are desirable residential dwellings in
desirable areas which continue to appreciate and accrue equity in
the present real estate market.
Thus, the probability that Debtors will be successful in their
efforts to achieve that which their plan proposes is likely to be
relatively high. Further, projected expenses included in the
exhibits and schedules were based on past expenditures, are likely
to remain relatively stable, and have been adjusted for inflation.
The Proponents believe that no classes are impaired because all
creditors will be paid 100% of their allowable claim and that
holders of claims in this class are therefore entitled to vote to
accept or reject the Plan. The Proponent believes that all classes
are unimpaired and that holders of claims in these classes
therefore do not have the right to vote to accept or reject the
Plan.
The Plan proposes to pay all allowable claims in full. The Plan
proponent contends that Debtors' financial projections are feasible
in light of the proposed refinance. Accordingly, the Plan
Proponents believe, on the basis of the foregoing, that the Plan is
feasible.
A full-text copy of the Disclosure Statement dated May 2, 2022, is
available at https://bit.ly/3OVxsFz from PacerMonitor.com at no
charge.
Attorney for Debtors:
Law Offices of Scott E. Kaplan, LLC
5 South Main Street, P.O. Box 157
Allentown, New Jersey 08501
(609) 259-7944
About 437 Princeton Avenue
437 Princeton Avenue, LLC is primarily engaged in renting and
leasing real estate properties.
437 Princeton Avenue filed a Chapter 11 petition (Bankr. D.N.J.
Case No. 21 19236) on Nov. 30, 2021. LAW OFFICES OF SCOTT E.
KAPLAN, LLC, led by Scott E. Kaplan, is the Debtor's counsel. The
Debtor estimated $100,000 to $500,000 in assets and $1 million to
$10 million in liabilities as of the bankruptcy filing.
7 DOLLARS & UP: Seeks to Hire Rosenberg Musso as Legal Counsel
--------------------------------------------------------------
7 Dollars & Up Clothing Inc., doing business as Designer Outlet,
seeks approval from the US Bankruptcy Court for the Southern
District of New York to employ Rosenberg Musso & Weiner L.L.P as
its counsel.
The firm will render these services:
a) give debtor legal advice with respect to its powers and
duties as debtor-in-possession in the continued operation of its
business and management of its property;
b) prepare on behalf of applicant as debtor-in-possession
necessary petitions, pleadings, orders, reports and other legal
papers;
c) perform all other legal services for applicant as
debtor-in-possession which may be necessary and appropriate in the
conduct of this case.
The firm received a retainer fee of $5,000.
Rosenberg Musso neither represents nor holds any interest adverse
to the Debtor or its estate, according to a court filing.
The firm can be reached through:
Bruce Weiner, Esq.
Rosenberg, Musso & Weiner
26 Court Street Suite 2211
Brooklyn, NY 11242
Telephone: (718) 855-6840
About 7 Dollars & Up Clothing
7 Dollars & Up Clothing Inc. is a clothing retailer in New York.
7 Dollars & Up Clothing Inc., d/b/a Designer Outlet, sought Chapter
11 protection (Bankr. S.D.N.Y. Case No. 22-10441) on April 8, 2022.
In the petition filed by Ramin Gidania, as president, 7 Dollars &
Up Clothing estimated assets between $50,000 and $100,000 and
liabilities between $100,000 and $500,000. The case is assigned to
Honorable Judge Lisa G Beckerman. Bruce Weiner, of Rosenberg, Musso
& Weiner, LLP, is the Debtor's counsel.
ABARTA OIL: Unsecureds Will Get 100% of Claims in Liquidating Plan
------------------------------------------------------------------
ABARTA Oil & Gas Co., LLC, filed with the U.S. Bankruptcy Court for
the Western District of Pennsylvania a Disclosure Statement to
accompany Chapter 11 Plan of Liquidation dated May 2, 2022.
Headquartered in Pittsburgh, Pennsylvania, the Debtor is an
independent oil and gas exploration and production company
operating under the name ABARTA Energy. The Debtor began its
operations by making relatively modest investments with different
oil and gas developers and remained a passive financial partner
through the late 1980.
With the desire of avoiding a Chapter 11 filing, the Debtor and its
professionals negotiated with the Administrative Agent and other
stakeholders in an attempt to obtain time to sell most of its
assets and pursue an orderly wind-down of most of its affairs
outside of bankruptcy. These negotiations proved fruitful
notwithstanding the market headwinds, the Debtor (with the
assistance of Copper Run and its other professionals) was largely
successful in its prepetition sale efforts and was able to close a
number of sale transactions. Material sale transactions that
occurred since 2019 generated nearly $5.5 million in net sale
proceeds and shed approximately $7.7 million in AROs.
After consummation of the transactions, the Debtor's primary
remaining asset was the Chaffee Corners WI. In that regard, after
significant prepetition marketing by Copper Run, the Debtor
successfully negotiated an Asset Purchase Agreement for the sale of
the Chaffee Corners WI with Arch and attempted to consummate this
transaction outside of the bankruptcy process. However, due to,
inter alia, complications and uncertainty surrounding the Chaffee
Corners WI transaction and the fact that liabilities of the Debtor
far exceeded its remaining assets, the Debtor determined that the
best way to maximize the value of the Chaffee Corners WI was to
sell the asset in a court-supervised 363 sale transaction and
otherwise reorganize its affairs in this Chapter 11 Case.
Prepetition, Copper Run facilitated a robust marketing process of
the Chaffee Corners. After eight (8) rounds of competitive bidding,
Repsol emerged as the bidder who submitted the highest and
otherwise best bid with an offer of ten million dollars
($10,000,000) for the Chaffee Corners WI. BKV was selected as the
backup bidder with an offer of nine million nine hundred thousand
dollars ($9,900,000). On January 29, 2022 the Bankruptcy Court
entered an Order approving the sale to Repsol. On February 18,
2022, the Debtor consummated the Chaffee Corners WI sale with
Repsol.
Class 4 shall consist of the Claim of BHE Eastern. The Holder of
the Allowed Class 4 Claim shall receive $50,000.00 in a single
Distribution on the Effective Date; provided, however, in the event
such Holder: (1) opts-out of the releases set forth in the Plan;
(2) objects to being a Releasing Party; (3) votes to reject the
Plan; or (4) contests or objects to the Plan on any grounds, no
Distribution shall be made on account of such Holder's Claim and
the Holder of such Claim shall be entitled to no recovery hereunder
or from the Debtor, the Debtor in Possession or the Reorganized
Debtor. This Class will receive a distribution of 52% of their
allowed claims.
Class 5 shall consist of the Claim of DTI Field Services. The
Holder of the Allowed Class 5 Claim shall receive $500,000.00 in a
single Distribution on the Effective Date; provided, however, in
the event such Holder: (1) opts-out of the releases set forth in
the Plan; (2) objects to being a Releasing Party; (3) votes to
reject the Plan; or (4) contests or objects to the Plan on any
grounds, no Distribution shall be made on account of such Holder's
Claim and the Holder of such Claim shall be entitled to no recovery
hereunder or from the Debtor, the Debtor in Possession or the
Reorganized Debtor. This Class will receive a distribution of 3-18%
of their allowed claims.
Class 6 shall consist of all Unsecured Claims not otherwise
classified in the Plan. Each Class 6 Claim Holder shall receive the
lesser of: (i) Cash in an amount equal to the Allowed amount of
such Claim; or (ii) payment in Cash its pro rata share (determined
as a percentage of all Unsecured Claims) of a Cash reserve of
$75,000.00, on the later of: (a) the Effective Date; or (b) the
date on which such Claim becomes Allowed, or, in each case, as soon
as reasonably practicable thereafter.
The Debtor estimates that it owes no more that $50,000.00 to its
General Unsecured Creditors, and therefore, anticipates that
Holders of Allowed Class 6 Claims will be paid in full (unless
unanticipated Allowed Claims arise. Class 6 Claims are Impaired and
are entitled to vote on the Plan. This Class will receive a
distribution of 100% of their allowed claims.
Class 9 shall consist of the Holders of Equity Interests. On the
Effective Date, all Equity Interests shall be extinguished,
canceled, annulled, and voided, and Holders thereof shall be
entitled to no Distribution whatsoever under the Plan or in the
Chapter 11 Case on account of such Equity Interests.
On the Effective Date, in exchange for $10.00, the Reorganized
Debtor shall issue to Delabarta, Inc. one hundred percent (100%) of
the newly issued Equity Interest of the Reorganized Debtor.
On the Effective Date, all notes, documents, instruments, or
certificates evidencing an Equity Interest in the Debtor shall be
extinguished, canceled, annulled, terminated, and voided and of no
further force and effect as to the Debtor or the Reorganized
Debtor. Holders thereof shall be entitled to no other or additional
Distribution whatsoever under the Plan or in the Chapter 11 Case on
account of such Equity Interests
On the Effective Date, in exchange for $10.00, the Reorganized
Debtor shall issue to Delabarta, Inc. 100% of the newly issued
Equity Interest of the Reorganized Debtor.
A full-text copy of the Disclosure Statement dated May 2, 2022, is
available at https://bit.ly/3OZJcHa from PacerMonitor.com at no
charge.
Counsel for the Debtor:
Paul J. Cordaro, Esq.
Campbell & Levine, LLC
310 Grant St., Suite 1700
Pittsburgh, PA 15219
Tel: 412-261-0310
Fax: 412-261-5066
Email: pcordaro@camlev.com
About ABARTA Oil
ABARTA Oil & Gas Co., LLC is a Pittsburgh, Pa.-based independent
oil and gas exploration and production company operating under the
name ABARTA Energy.
ABARTA filed a petition for Chapter 11 protection (Bankr. W.D. Pa.
Case No. 21-22406) on Nov. 7, 2021, listing up to $10 million in
assets and up to $50 million in liabilities. James A. Taylor,
president and chief executive officer, signed the petition.
Judge Carlota M. Bohm oversees the case.
The Debtor tapped Campbell & Levine, LLC as legal counsel;
MorrisAnderson & Associates, Ltd. as financial advisor and
restructuring advisor; and Copper Run Capital, LLC as investment
banker.
ADVAXIS INC: Appoints Igor Gitelman as Interim CFO
--------------------------------------------------
The Board of Directors of Advaxis, Inc. elected Igor Gitelman, the
Company's VP of finance and chief accounting officer, to serve on
an interim basis as the Company's chief financial officer in
accordance with the Second Amended and Restated By-Laws of the
Company, until his successor is chosen and qualified, or until his
earlier resignation or removal. In this role, Mr. Gitelman will be
the Company's principal financial officer. Kenneth A. Berlin, who
had formerly served as interim chief financial officer, remains the
Company's president and chief executive officer.
Mr. Gitelman, 46, has served as the Company's VP of Finance since
November 2020 and chief accounting officer since February 2021.
Before joining the Company, Mr. Gitelman served as CFO executive
financial consultant for Accu Reference Medical Labs, a clinical
diagnostic laboratory. Before that, from February 2017 through
November 2018, Mr. Gitelman served as a chief accounting officer of
Cancer Genetics, Inc., a drug discovery, preclinical oncology, and
immuno-oncology services company. Prior to that, Mr. Gitelman
served as an assistant to vice president of Finance and Tax at
clinical diagnostic laboratory, BioReference Laboratories, Inc.,
from October 2005 to October 2016. During this time at
BioReference Laboratories, Inc., Mr. Gitelman held various
positions of increasing responsibility managing the Company's
internal audit function, SEC financial reporting, tax and corporate
finance functions.
There is no arrangement or understanding between Mr. Gitelman and
any other persons pursuant to which Mr. Gitelman was appointed as
interim chief financial officer. There are no family relationships
between Mr. Gitelman and any director or executive officer of the
Company, and he has no direct or indirect material interest in any
transaction required to be disclosed pursuant to Item 404(a) of
Regulation S-K, nor are any such transactions currently proposed,
as disclosed in a Form 8-K filed with the Securities and Exchange
Commission.
About Advaxis Inc.
Advaxis, Inc. -- http://www.advaxis.com-- is a clinical-stage
biotechnology company focused on the development and
commercialization of proprietary Lm-based antigen delivery
products. These immunotherapies are based on a platform technology
that utilizes live attenuated Listeria monocytogenes (Lm)
bioengineered to secrete antigen/adjuvant fusion proteins. These
Lm-based strains are believed to be a significant advancement in
immunotherapy as they integrate multiple functions into a single
immunotherapy and are designed to access and direct antigen
presenting cells to stimulate anti-tumor T cell immunity, activate
the immune system with the equivalent of multiple adjuvants, and
simultaneously reduce tumor protection in the tumor
microenvironment to enable T cells to eliminate tumors.
Advaxis reported a net loss of $17.86 million for the year ended
Oct. 31, 2021, a net loss of $26.47 million for the year ended Oct.
31, 2020, a net loss of $16.61 million for the year ended Oct. 31,
2019, and a net loss of $66.51 million for the year ended Oct. 31,
2018.
AGM GROUP: Delays Filing of 2021 Form 20-F
------------------------------------------
AGM Group Holdings Inc. filed a Form 12b-25 with the Securities and
Exchange Commission notifying the delay in the filing of its Annual
Report on Form 20-F for the year ended Dec. 31, 2021.
AGM was unable to file its Form 20-F by the prescribed filing date
because it requires additional time to review its financial
statements to finalize the Form 20-F. The Company anticipates that
it will file the Form 20-F no later than the 15th calendar day
following the prescribed filing date.
About AGM Group Holdings
Headquartered in Wanchai, Hong Kong, AGM Group Holdings Inc. is a
software company, currently providing fintech software and trading
education software and website service.
AGM Group reported a net loss of $1.07 million for the year ended
Dec. 31, 2020, a net loss of $1.56 million for the year ended Dec.
31, 2019, and a net loss of $8.41 million for the year ended Dec.
31, 2018. As of Sept. 30, 2021, the Company had $27.14 million in
total assets, $23.84 million in total liabilities, and $3.30
million in total shareholders' equity.
Flushing, New York-based JLKZ CPA LLP, the Company's auditor since
2019, issued a "going concern" qualification in its report dated
April 22, 2021, citing that the Company has incurred substantial
losses during the year, which raises substantial doubt about its
ability to continue as a going concern.
AKOUSTIS TECHNOLOGIES: Incurs $14.8M Net Loss in Third Quarter
--------------------------------------------------------------
Akoustis Technologies, Inc. filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q disclosing a net loss
of $14.83 million on $4.61 million of revenue for the three months
ended March 31, 2022, compared to a net loss of $10.18 million on
$2.52 million of revenue for the three months ended March 31,
2021.
For the nine months ended March 31, 2022, the Company reported a
net loss of $42.92 million on $10.15 million of revenue compared to
a net loss of $34.04 million on $4.46 million of revenue for the
nine months ended March 31, 2021.
As of March 31, 2022, the Company had $132.09 million in total
assets, $13.65 million in total liabilities, and $118.44 million in
total equity.
Jeff Shealy, founder and CEO of Akoustis, stated, "Despite the
persistent macro headwinds presented by both COVID and
semiconductor supply chain shortages, Akoustis was able to achieve
record revenue and unit growth in the March quarter and we expect
that growth to continue. This is being driven by production ramps
of our patented XBAW RF filter solutions to multiple customers
across the Wi-Fi 6, Wi-Fi 6E, 5G mobile and network infrastructure
and other markets."
Mr. Shealy added, "We continue to experience strong demand and a
growing sales funnel for our Wi-Fi, 5G mobile and CBRS XBAW
filters, as well as our new RFMi resonator and oscillator products.
During the March quarter, we added another tier-1 5G mobile RF
module customer, bringing our total number of mobile customers to
five. We have also recently announced new Wi-Fi design wins, all
of which are expected to ramp into production in calendar 2022."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/0001584754/000121390022022900/f10q0322_akoustis.htm
About Akoustis Technologies
Headquartered in Huntersville, NC, Akoustis is focused on
developing, designing, and manufacturing innovative RF filter
products for the mobile wireless device industry, including for
products such as smartphones and tablets, cellular infrastructure
equipment, and WiFi premise equipment.
Akoustis reported a net loss of $44.16 million for the year ended
June 30, 2021, a net loss of $36.14 million for the year ended June
30, 2020, and a net loss of $29.25 million for the year ended June
30, 2019. As of Dec. 31, 2021, the Company had $134.11 million in
total assets, $10.44 million in total liabilities, and $123.67
million in total equity.
ALLIED SYSTEMS: Fails to Prove Ch.11 Breach Suit Damages
--------------------------------------------------------
Vince Sullivan of Law360 reports that the litigation trustee in the
Chapter 11 case of car hauler Allied Systems Holdings Inc.
successfully proved that a senior lender breached its fiduciary
duties to the debtor by trying to get a better price for itself in
pre-bankruptcy debt sale negotiations, but failed to prove any
damages were warranted.
In a detailed opinion issued late Monday, U. S. Bankruptcy Judge
Christopher S. Sontchi said Yucaipa American Alliance Fund I LP
engaged in self-dealing at the expense of Allied and other
first-lien lenders during negotiations in 2011 with a suitor that
eventually purchased Allied in a Chapter 11 sale.
About Allied Systems Holdings
BDCM Opportunity Fund II, LP, Spectrum Investment Partners LP, and
Black Diamond CLO 2005-1 Adviser L.L.C., filed involuntary
petitions for Allied Systems Holdings Inc. and Allied Systems Ltd.
(Bankr. D. Del. Case Nos. 12-11564 and 12-11565) on May 17, 2012.
The signatories of the involuntary petitions assert claims of at
least $52.8 million for loan defaults by the two companies.
Allied Systems, through its subsidiaries, provides logistics,
distribution, and transportation services for the automotive
industry in North America.
Allied Holdings Inc. first filed for chapter 11 protection (Bankr.
N.D. Ga. Case Nos. 05-12515 through 05-12537) on July 31, 2005.
Jeffrey W. Kelley, Esq., at Troutman Sanders, LLP, represented the
Debtors in the 2005 case. Allied won confirmation of a
reorganization plan and emerged from bankruptcy in May 2007 with
$265 million in first-lien debt and $50 million in second-lien
debt.
The petitioning creditors said Allied defaulted on payments of
$57.4 million on the first lien debt and $9.6 million on the
second. They hold $47.9 million, or about 20% of the first-lien
debt, and about $5 million, or 17%, of the second-lien obligation.
They are represented by Adam G. Landis, Esq., and Kerri K. Mumford,
Esq., at Landis Rath & Cobb LLP; and Adam C. Harris, Esq.,and
Robert J. Ward, Esq., at Schulte Roth & Zabel LLP.
Allied Systems Holdings Inc. formally put itself and 18
subsidiaries into bankruptcy reorganization June 10, 2012,
following the filing of the involuntary Chapter 11 petition.
The Company is being advised by Mark D. Collins, Esq., at Richards,
Layton & Finger, P.A., and Jeffrey W. Kelley, Esq., at Troutman
Sanders, Gowling Lafleur Henderson.
The bankruptcy court process does not include captive insurance
company Haul Insurance Limited or any of the Company's Mexican or
Bermudan subsidiaries. The Company also announced that it intends
to seek foreign recognition of its Chapter 11 cases in Canada.
An official committee of unsecured creditors has been appointed in
the case. The Committee consists of Pension Benefit Guaranty
Corporation, Central States Pension Fund, Teamsters National
Automobile Transporters Industry Negotiating Committee, and General
Motors LLC. The Committee is represented by Sidley Austin LLP.
In January 2014, the U.S. Trustee for Region 3 appointed a
three-member Official Committee of Retirees.
Yucaipa Cos. has 55% of the senior debt and took the position it
had the right to control actions the indenture trustee would take
on behalf of debt holders. The state court ruled in March 2013 that
the loan documents didn't allow Yucaipa to vote.
In March 2013, the bankruptcy court gave the official creditors'
committee authority to sue Yucaipa. The suit includes claims that
the debt held by Yucaipa should be treated as equity or
subordinated so everyone else is paid before the Los Angeles-based
owner. The judge allowed Black Diamond to participate in the
lawsuit against Yucaipa and Allied directors.
Yucaipa American Alliance Fund I, L.P., Yucaipa American Alliance
(Parallel) Fund I, L.P., Yucaipa American Alliance Fund II, L.P.,
Yucaipa American Alliance (Parallel) Fund II, L.P., represented by
Michael R. Nestor, Esq., and Edmund L. Morton, Esq., at Young
Conaway Stargatt & Taylor, LLP; and Robert A. Klyman, Esq., at
Gibson, Dunn & Crutcher LLP.
First Lien Agent, Black Diamond Commercial Finance, L.L.C.,
represented by Adam G. Landis, Esq., and Kerri K. Mumford, Esq., at
Landis Rath & Cobb LLP; and Adam C. Harris, Esq., Robert J. Ward,
Esq., and David M. Hillman, Esq., at Schulte Roth & Zabel LLP.
Allied Systems Holdings, Inc., has changed its name to ASHINC
Corporation.
* * *
ASHINC Corporation, f/k/a Allied Systems Holdings, Inc., and its
debtor affiliates filed with the U.S. Bankruptcy Court for the
District of Delaware a joint Chapter 11 plan of reorganization,
co-proposed by the Committee and the first lien agents.
The Plan provides that certain of the Debtors' assets, the
Litigation Trust Assets, will vest in the Allied Litigation Trust,
and the remainder of the Debtors' assets, including the proceeds
from the sale of substantially all of the Debtors' assets, will
either revest in the Reorganized Debtors or be distributed to the
Debtors' creditors.
AMERICAN EAGLE: Unsecureds Will Recover 0.5% Under Plan
-------------------------------------------------------
American Eagle Delaware Holding Company LLC, et al. submitted a
Modified Third Amended Chapter 11 Plan of Reorganization.
Generally, the Plan provides for (1) the restructuring of the
Debtors' Existing Bond Obligations, (2) the Distribution of Cash to
holders of Allowed Claims in accordance with the priority scheme
established by the Bankruptcy Code or as agreed to by the
Consenting Holders, and (3) retiring prepetition debt.
Under the Plan, holders of Class 7 General Unsecured Claims will
receive such Holder's Pro Rata share of the GUC Fund as full and
complete satisfaction of each Holder's Claim. The Debtors estimate
that the aggregate amount of Allowed General Unsecured Claims will
be approximately $54,202,781.00. The Debtors estimate that the
projected recovery of Holders of Allowed Claims in Class 7 will be
approximately 0.5%. Class 7 is impaired.
On the Effective Date, the GUC Fund shall be transferred to the GUC
Fund Account and vest in the Reorganized Debtors free and clear of
all Liens, claims, and encumbrances. The GUC Fund shall be the only
source of funds used to fund Distributions to Holders of Allowed
Class 7 General Unsecured Claims, and only Holders of Allowed Class
7 General Unsecured Claims shall receive Distributions from the GUC
Fund.
"GUC Fund" means $250,000 Cash to be used to fund Distributions to
Holders of Allowed General Unsecured Claims.
Counsel to the Debtors:
Shanti M. Katona, Esq.
POLSINELLI PC
222 Delaware Avenue, Suite 1101
Wilmington, Delaware 19801
Telephone: (302) 252-0920
Facsimile: (302) 252-0921
E-mail: skatona@polsinelli.com
- and -
David E. Gordon, Esq.
Caryn Wang, Esq.
1201 West Peachtree Street NW, Suite 1100
Atlanta, Georgia 30309
Telephone: (404) 253-6000
Facsimile: (404) 253-6060
E-mail: dgordon@polsinelli.com
cewang@polsinelli.com
A copy of the Disclosure Statement dated April 22, 2022, is
available at https://bit.ly/3vbs9tD from PacerMonitor.com.
About American Eagle
Established in 2018, Eagle Senior Living --
https://www.eagleseniorliving.org/ -- is a non-profit provider of
senior living services across the United States, providing care on
a daily basis to approximately 1,000 residents. Eagle Senior Living
and related entities operate 15 residential senior care facilities
located across the country, from Colorado, Minnesota, Wisconsin,
and Ohio to Alabama, Tennessee, and Florida.
On Jan. 14, 2022, American Eagle Delaware Holding Company LLC and
16 affiliated companies each filed a petition seeking relief under
Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No.
22-10028) to seek confirmation of their prepackaged plan. The
Debtors' cases have been assigned to Judge J. Kate Stickles.
Parent company American Eagle Lifecare Corporation and management
company Greenbrier Senior Living are not included in the Chapter 11
filing. Greenbrier Senior Living continues to manage all of the
communities.
American Eagle Delaware Holding estimated assets and debt of $10
million to $50 million as of the bankruptcy filing.
The Debtors are represented in the Chapter 11 cases by Polsinelli
PC as legal counsel. FTI Consulting Inc. and Blueprint Healthcare
Real Estate Advisors, LLC serve as financial advisor and real
estate advisor, respectively. Epiq Corporate Restructuring, LLC, is
the claims agent and administrative advisor.
AMPHIL GROUP: Selling Walnut Property to WY LLC for $1.78 Million
-----------------------------------------------------------------
Amphil Group, LLC, asks the U.S. Bankruptcy Court for the Central
District of California to sell its property located at 19650
Chalina Drive in Walnut, California 91789, to WY LLC for $1.78
million, subject to higher and better offers.
A hearing on the Motion was set for May 3, 2022, at 11:00 a.m.
The Debtor holds an interest in the Property located. The Property
was purchased by the Debtor in May 2017 for $650,000 for the
purpose of constructing a new single-family residence. The house
located on the Property was demolished and a new single-family
residence built. The Property consists of4 bedrooms and 5
bathrooms.
The Debtor has the following secured creditors:
(1) Los Angeles County Tax Collector for property taxes in an
estimated amount of: $65,024.58;
(2) SSA NE Assets, LLC (Triumph Capital Partners Inc. is the
original lender, who assigned the loan documents to Toorak Repo
Seller 1 Trust, who then assigned to SSA NE Assets, LLC) for a deed
of trust secured by the Property for an estimated $1,461,946.97
pursuant to POC #4, which amount the Debtor disputes.
The Debtor has priority unsecured obligation owed to the IRS for an
estimated amount of $18,960 [POC #2] and one general unsecured
creditor Wells Fargo Bank with an estimated claim amount of
$12,919.14 [POC #1].
The present bankruptcy was filed to stop the foreclosure sale
initiated by SSA NE Assets, LLC against the Property and to sell
the Property to pay its allowed creditors in full.
On March 17, 2022, WY LLC made an offer to purchase the Property
for the sum of $1.78 million. On March 18, 2022, the Seller made
Counter Offer No. 1 for $1.8 million which the Buyer accepted on
March 18, 2022. The escrow for the sale of the Property opened on
March 21, 2022 with Rowland Escrow bearing Escrow No.: 028928-RC.
On March 22, 2022, the Buyer wired the initial required deposit of
$54,000 into the Escrow Account, provided a signed and dated loan
pre-approval letter from Top Financial and presented evidence of
available funds in its Chase bank account to deposit the balance
prior to the close of escrow.
The sale will be free and clear of Liens, Claims and Interest, with
all such Liens, Claims and Interest still unpaid at the close of
escrow, if any, to attach to the net proceeds of the sale of the
Property.
The Debtor believes that the Court may require an opportunity for
overbidding prior to the approval of the proposed sale. As a
result, the Debtor proposes the following overbidding procedures:
(1) The overbid must be all cash and must be at least $1.85
million ($50,000 greater than the current offer), with no
contingencies to closing whatsoever.
(2) Any party who would like to bid on the Property during the
hearing on the Motion must contact the Debtor's counsel at least 24
hours prior to the hearing and provide evidence of financial
resources to the Debtor's reasonable satisfaction. Any overbidder
must also submit, before the time of the hearing, a deposit for the
purchase of the Property, by cashier's check or other cash
equivalent in the amount of at least $450,000, and provide the
Court and the counsel for all parties' proof of funds and ability
to close within an expeditious manner.
(3) Overbid increments will be $25,000 after the initial
overbid.
The Debtor requests that the Court approves the commission of
Re/MAX 2000 Realty and Amy Ji of 3% as the Broker for both the
Seller and the Buyer to be paid through escrow.
By the Motion, the Debtor seeks the approval of the sale of the
Property to the Buyer, or such other person or entity as may
successfully overbid at the hearing.
The Debtor asks the Court to waive the 14-day waiting period set
forth in Bankruptcy Rule 6004(h).
A copy of the Agreement is available at
https://tinyurl.com/mvzab4et from PacerMonitor.com free of charge.
About Amphil Group, LLC
Amphil Group, LLC is the fee simple owner of a single family
residence located at 19650 Chalina Drive, Walnut, CA having a
current value of $2 million.
Amphil Group, LLC filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case. No.
21-18014) on Oct. 18, 2021. The petition was signed by Frank
Hernandez Jr. as managing member. At the time of filing, the
Debtor
estimated $2,000,160 in assets and $1,161,738 in liabilities.
Michael Jay Berger, Esq. at the LAW OFFICES OF MICHAEL JAY BERGER
represents the Debtor as counsel.
ASTROTECH CORP: Fails to Comply With Nasdaq Listing Requirement
---------------------------------------------------------------
The Nasdaq Stock Market, LLC issued a letter to Astrotech
Corporation on April 27, 2022, confirming the Company's
noncompliance with Nasdaq Listing Rule 5605 and informing the
Company of the cure periods.
As previously disclosed by Astrotech in its Form 8-K filed with the
Securities and Exchange Commission on April 26, 2022, Ronald W.
Cantwell, a member of the Board of Directors of the Company, passed
away on April 19, 2022. Mr. Cantwell, an independent director,
served as the chairman of the Audit Committee of the Company's
Board of Directors at the time of his passing.
On April 25, 2022, the Company notified Nasdaq that due to Mr.
Cantwell's death, the Company is no longer in compliance with
Nasdaq Listing Rule 5605(c)(2)(A) and Nasdaq Listing Rule
5606(b)(1), which requires the Audit Committee to be comprised of a
minimum of three independent directors and the Company to maintain
a majority independent board of directors, respectively. Pursuant
to Nasdaq Listing Rule 5605(c)(4)(B) and Nasdaq Listing Rule
5605(b)(1)(A), the Company is entitled to a cure period to regain
compliance with Nasdaq Listing Rule 5605(c)(2)(A) and Nasdaq
Listing Rule 5606(b)(1), which cure periods will expire at the
earlier of the Company's 2022 annual meeting of stockholders or
April 19, 2023, or if the 2022 Annual Meeting is held before Oct.
17, 2022, then the Company must evidence compliance no later than
Oct. 17, 2022. The Company intends to appoint an additional
independent director to the Board and the Audit Committee prior to
the end of the cure periods.
About Astrotech
Astrotech Corporation (NASDAQ: ASTC) --
http://www.astrotechcorp.com-- is a mass spectrometry company that
launches, manages, and commercializes scalable companies based on
its innovative core technology through its wholly-owned
subsidiaries. 1st Detect develops, manufactures, and sells trace
detectors for use in the security and detection market. AgLAB is
developing chemical analyzers for use in the agriculture market.
BreathTech is developing a breath analysis tool to provide early
detection of lung diseases. Astrotech is headquartered in Austin,
Texas.
Astrotech reported a net loss of $7.60 million for the year ended
June 30, 2021, a net loss of $8.31 million for the year ended June
30, 2020, and a net loss of $7.53 million for the year ended June
30, 2019. For the six months ended Dec. 31, 2021, the Company
reported a net loss of $4.21 million. As of Dec. 31, 2021, the
Company had $60.38 million in total assets, $2.83 million in total
liabilities, and $57.55 million in total stockholders' equity.
BCP V: S&P Assigns 'B-' Issuer Credit Rating on New Debt Issuance
-----------------------------------------------------------------
S&P Global Ratings assigned its 'B-' issuer credit rating to
Delaware-based customer experience service provider BCP V Everise
Acquisition LL and its 'B' issue-level and '2' recovery ratings to
the company's senior secured debt.
The stable outlook reflects S&P's expectation for
high-single-digit-percent organic revenue growth with stable
adjusted EBITDA margins, resulting in modest free operating cash
flow generation over the next 12 months.
S&P said, "Our ratings on Everise are constrained by its small size
and scale in a competitive industry, its modest free operating cash
flow (FOCF) generation, and its ownership by a financial sponsor.
Everise participates in the fragmented customer-engagement business
process outsourcing (BPO) industry, which is characterized by
relatively low barriers to entry and intense price competition. The
company is also majority owned by financial sponsor Brookfield
Asset Management, which heightens the risk of a releveraging
transaction. These factors are somewhat offset by the company's
focus on high-growth verticals and higher value-added, more complex
services. While we expect debt leverage in the 4x-4.5x range in
2022, which is relatively low for a financial sponsor-owned
company, we forecast only modest FOCF generation due to capital
expenditures (capex) and working capital needs."
Compared with its global peers, Everise has significant customer
and end-market concentration, and a shorter tenure for its clients.
The healthcare industry represented 66% of revenue in 2021, and the
top two customers accounted for 38% of revenue. S&P believes this
concentration in healthcare, a highly regulated sector, makes the
company vulnerable to regulatory changes, which could limit or
restrict the demand for BPO services. Similarly, the existing
customer concentration exposes Everise to the risk of lower
earnings associated with the loss of one or more key clients. The
average tenure for Everise's top 12 clients was also relatively
short, at five years. The company has made strides to mitigate its
concentration to healthcare by entering the technology vertical in
2018, with U.S.-based technology companies now accounting for 18%
of revenue.
Still, Everise's concentration in the healthcare and new economy
end markets provides some benefits, including better growth
prospects and higher barriers to entry. S&P expects these two
segments to enjoy higher growth rates than more commoditized
verticals such as telecom, which will drive demand for customer
relationship management (CRM) services higher. In addition,
healthcare is a complex and highly regulated industry, and
therefore harder to outsource. Barriers to entry are higher and
workers in the CRM space require more training to meet client
needs. Everise differentiates itself from larger competitors in
this vertical and is able to charge a premium relative to
competitors.
S&P said, "Everise has improved profitability since 2018, and we
believe EBITDA margins will continue to benefit from its focus on
high value-added services and a shift to more nearshore and
offshore operations. After posting weak EBITDA margins in 2018,
margins have steadily improved through 2021. We consider the
company's current profitability levels to be at the higher end of
its peer group, and expect EBITDA margins to remain at this level
through adequate cost controls and disciplined pricing. In
addition, the company's profitability should benefit from the
gradual shift to nearshore or offshore operations, which is a
better margin business than onshore operations due to lower wages.
Still, the company's record for higher-than-average profitability
is short, and there is some uncertainty into the company's ability
to maintain pricing discipline as it expands its customer base.
"Our ratings on Everise are constrained by its financial sponsor
ownership. Our assessment of the company incorporates our view of
the financial policies of most financial sponsor-owned companies,
which focus on generating investment returns over short time
horizons and typically operate with high debt levels. Thus, while
we expect Everise to maintain its EBITDA and improve its cash flow
generation over the next two to three years, we believe further
debt-funded acquisitions or distributions will likely preclude any
significant deleveraging."
The stable outlook reflects S&P's expectation for
high-single-digit-percent organic revenue growth with stable
adjusted EBITDA margins, resulting in modest free operating cash
flow generation over the next 12 months.
S&P could lower the ratings over the next 12 months if Everise's
growth stalls, it consistently generates negative FOCF, and it
believes its liquidity has deteriorated and its capital structure
is unsustainable, which could occur if:
-- The company loses a key client or program;
-- EBITDA margins become pressured due to pricing pressure from
increased competition or wage inflation; or
-- The company makes an outsized debt-funded acquisition or
shareholder distribution.
An upgrade is unlikely within the next 12 months given the
company's limited scale, the high fragmentation and low barriers to
entry that characterize the consumer care outsourcing market, as
well as the company's ownership by a financial sponsor. S&P could
upgrade the ratings if Everise grows revenues and margins, customer
and end-market diversification and improves working capital
management, while posting FOCF/debt above 5% on a sustainable
basis.
ESG credit indicators: E-2, S-3, G-3
S&P said, "Social factors are a moderately negative consideration
in our credit rating analysis of Everise, reflecting the potential
for personal data and security breaches. We see these as risks for
CRM service providers in general. Such risks could arise through
increased regulatory oversight and fines or reputational damage,
affecting a firm's competitive advantage. That said, we do not
assess Everise as demonstrating company-specific weaknesses in the
processing of large volumes of client data relative to other CRM
providers. Governance is a moderately negative consideration, as it
is for most rated entities owned by private-equity sponsors. We
believe the company's highly leveraged financial risk profile
points to corporate decision-making that prioritizes the interests
of the controlling owners. This also reflects private-equity
sponsors' generally finite holding periods and focus on maximizing
shareholder returns."
BHUP N. YADAV: Boesters Buying Real Estate in Centralia for $65K
----------------------------------------------------------------
Bhup N. Yadav and Rita D. Yadav ask the U.S. Bankruptcy Court for
the Southern District of Illinois to authorize the sale of their
real estate located at 326 W. Noleman, in Centralia, Marion County,
Illinois, to Robert M. Boester and Andrea E. Boester for $65,000.
The Debtors own a motel located at 326 W. Noleman, in Centralia,
Marion County, Illinois. It is no longer operating due to health
code violations. The real estate is subject to a mortgage granted
to Community Bank & Trust. As of the date of the Motion, the loan
payoff amount is approximately $52,039.67.
The Debtors and the Buyers entered into an agreement for the sale
of the real estate for $65,000. The sellers are not related to the
Buyers.
The Debtor wishes to sell the real estate free and clear of all
liens according to the terms and conditions stated in the contract.
The lien of Community Bank & Trust will attach to the proceeds of
the sale of the real estate.
A copy of the Contract is available at https://tinyurl.com/2p8kujrs
from PacerMonitor.com free of charge.
Bhup N. Yadav and Rita D. Yadav filed for Chapter 11 bankruptcy
protection (Bankr. S.D. Ill. Case No. 16-60312) on Aug. 11, 2016.
Roy J Dent, Esq., at Orr Law Inc serves as the Debtors' bankruptcy
counsel.
BITNILE HOLDINGS: Unit Makes Additional Investment in Alzamend
--------------------------------------------------------------
BitNile Holdings, Inc.'s wholly owned subsidiary, Digital Power
Lending, LLC has made an additional investment in Alzamend Neuro,
Inc., a related party and early clinical-stage biopharmaceutical
company focused on developing novel products for the treatment of
neurodegenerative diseases and psychiatric disorders.
On March 28, 2022, Alzamend announced the achievement of a key
milestone, that it received the full data set from its Phase 1
clinical trial for AL001. The purpose of the Phase 1
first-in-human trial was to determine the pharmacokinetics, safety
and tolerability of AL001. These data will help Alzamend establish
doses for a planned Phase 2A multiple ascending dose study in
Alzheimer's disease patients. AL001 is a novel lithium-delivery
system; it is a lithium-salicylate-L-proline engineered ionic
cocrystal under development as an oral treatment for patients with
dementia related to mild, moderate, and severe cognitive impairment
associated with Alzheimer's. AL001 has the potential to deliver
benefits of marketed lithium carbonate without current toxicities.
During 2021, DP Lending entered into a securities purchase
agreement with Alzamend to invest $10 million in Alzamend common
stock and warrants, subject to the achievement of certain
milestones. DP Lending had previously funded $6 million pursuant
to the terms of the Agreement and the achievement of certain
milestones related to the U.S. Food and Drug Administration
approval of Alzamend's Investigational New Drug application and
Phase 1a human clinical trials for AL001. On April 26, 2022, DP
Lending funded the remaining $4 million due to achievement of the
final milestone, the receipt of the full data set from Alzamend's
Phase 1 clinical trial for AL001.
Milton "Todd" Ault, III, executive chairman of the Company, stated,
"We are proud to support Alzamend in its endeavors to develop
treatments and cures for Alzheimer's, other neurodegenerative
diseases, and psychiatric disorders. We congratulate Alzamend and
its management team for achieving this important milestone, and we
look forward to Alzamend progressing this potential treatment
through Phase 2A clinical trials commencing next month. We hope
the progress being made on AL001 will encourage the millions who
suffer from Alzheimer's and the millions more who care for them."
The Company has certain ownership and rights to further invest in
Alzamend as follows:
* The Company beneficially owns approximately 9.9 million shares
of Alzamend common stock primarily held by DP Lending;
* The Company has the right to acquire approximately 3.3 million
shares of Alzamend common stock upon the exercise of warrants owned
by DP Lending, however, such warrants cannot be currently exercised
due to beneficial ownership blockers contained therein; and
* For a period of 18 months from the payment of the final
tranche, DP Lending has the right to purchase an additional 6.7
million shares of Alzamend common stock for an aggregate of $10
million, or $1.50 per share, including warrants to purchase 3.3
million shares of Alzamend common stock with an exercise price of
$3.00 per share, on the same terms as in the Agreement, however, no
specific milestones have yet been agreed to with respect to the
additional investment.
Should the Company exercise all warrants and options to invest, it
would own approximately 23.2 million shares with an average cost of
$2.27 per share of common stock, representing approximately 25% of
Alzamend's issued and outstanding common stock, based on the number
of shares currently issued and outstanding and presuming no other
issuances.
About BitNile Holdings
BitNile Holdings, Inc. (formerly known as Ault Global Holdings,
Inc.) is a diversified holding company pursuing growth by acquiring
undervalued businesses and disruptive technologies with a global
impact. Through its wholly and majority-owned subsidiaries and
strategic investments, the Company owns and operates a data center
at which it mines Bitcoin and provides mission-critical products
that support a diverse range of industries, including
defense/aerospace, industrial, automotive, telecommunications,
medical/biopharma, and textiles. In addition, the Company extends
credit to select entrepreneurial businesses through a licensed
lending subsidiary. BitNile's headquarters are located at 11411
Southern Highlands Parkway, Suite 240, Las Vegas, NV 89141;
www.BitNile.com.
BitNile reported a net loss of $23.97 million for the year ended
Dec. 31, 2021, a net loss of $32.73 million for the year ended Dec.
31, 2020, a net loss of $32.94 million for the year ended Dec. 31,
2019, and a net loss of $32.98 million for the year ended Dec. 31,
2018. As of Dec. 31, 2021, the Company had $490.28 million in
total assets, $145.11 million in total liabilities, $116.72 million
in redeemable noncontrolling interests in equity of subsidiaries,
and $228.45 million in total stockholders' equity.
BLUE EAGLE: C. Darden Buying Birmingham Rental Property for $260K
-----------------------------------------------------------------
Blue Eagle Farming, LLC, for and on behalf of the jointly
administered Debtor, Forse Investments, LLC, asks the U.S.
Bankruptcy Court for the Northern District of Alabama to authorize
the sale of the real property located at 509 Ridge, in Birmingham,
Alabama, to Crystal Darden for $260,000, free and clear of any
liens or interests.
The Property was used by the Debtors as a rental property.
On March 24, 2022, the Purchaser signed the General/Financed
Residential Contract to purchase the Property. The Purchase
Agreement was the result of multiple showings and the reception of
three differing bids. The marketing efforts for the Property were
mostly the use of a broker to list the Property for sale. The final
Purchase Price was the result of good-faith, arms'-length
negotiations between the Debtors and Purchaser.
The Purchaser is in no way affiliated with Debtors personally or
professionally. The offered Purchase Price is fair and reasonable
in Debtors' business judgment. The Debtors have concluded that the
sale of the Property presents the best option for maximizing the
value to creditors of their estate.
A copy of the Agreement is available at
https://tinyurl.com/4n66a4s2 from PacerMonitor.com free of charge.
About Blue Eagle Farming
Blue Eagle Farming and H J Farming are engaged in the business of
cattle ranching and farming. Blue Smash Investments operates in
the financial investment industry; War-Horse Properties manages
companies and enterprises; Eagle Ray Investments and Forse
Investments are lessors of real estate while Armor Light, LLC, is
engaged in the business of residential building construction.
Blue Eagle Farming, LLC, and its affiliate H J Farming, LLC,
sought protection under Chapter 11 of the Bankruptcy Code (Bankr.
N.D. Ala. Case Nos. 18-02395 and 18-02397) on June 8, 2018.
On June 9, 2018, five Blue Eagle affiliates filed Chapter 11
petitions: Blue Smash Investments LLC, Eagle Ray Investments LLC,
Forse Investments LLC, Armor Light LLC, and War-Horse Properties,
LLLP (Bankr. N.D. Ala. Case Nos. 18-81707 to 18-81711). The cases
are jointly administered under Case No. 18-02395.
In the petitions signed by Robert Bradford Johnson, general
partner of Blue Eagle Farming, LLC's sole owner, Blue Eagle
estimated $1 million to $10 million in assets and $100 million
to $500 million in liabilities as of the bankruptcy filing.
Judge Tamara O. Mitchell presides over the cases.
Burr & Forman LLP is the Debtors' legal counsel.
BLUE RIBBON: Moody's Downgrades CFR & Senior Secured Debt to B3
---------------------------------------------------------------
Moody's Investors Service downgraded Blue Ribbon, LLC's (Blue
Ribbon, or Pabst) Corporate Family Rating to B3 from B2, its
Probability of Default Rating to B3-PD from B2-PD and its senior
secured debt ratings to B3 from B2. The rating outlook is stable.
The downgrade reflects that debt to Ebitda leverage, which had been
expected to remain below 5.0x following the company's 2021
refinancing and debt reduction, ended above that level for full
year 2021, and is likely to increase to the mid-6x range in 2022,
including Moody's adjustments. The increase, despite planned debt
reduction, will occur because of an expected decline in EBITDA
resulting from higher costs including input costs, which may not be
fully offset by pricing, as well as higher SG&A costs as the
company ramps up investment to support core brands and partner
brands.These investments will include higher marketing spend, trade
spend, adding sales staff, funding the resumption of travel and
generally returning to more normal commercial activities. In
addition, Moody's expects that volume declines will persist across
much of the portfolio, although price increases and growing partner
brand distribution will help to support sales growth. Moody's had
said that leverage above 5.0x could lead to a downgrade and had
previously expected Debt to EBITDA leverage to fall to the mid-4x
range in 2021 and to under 4x by YE 2022. Moody's expects free cash
flow to remain modestly positive in 2022 after the additional
investment, at around $10 million. The company currently has no
outstandings under its $68 million revolver and is not expected to
be materially into the revolver during 2022.
Positively, the company has reduced its required Letters of Credit
with Molson Coors from $30 million to $15 million, freeing up
capacity under the revolver and improving external liquidity. While
operating improvement is likely in 2023, the company has not given
any guidance beyond the current year, and Moody's believes that
restoring leverage to previously expected levels may take longer
than 12-18 months.
The following ratings/assessments are affected by the action:
Ratings Downgraded:
Issuer: Blue Ribbon, LLC
Corporate Family Rating, Downgraded to B3 from B2
Probability of Default Rating, Downgraded to B3-PD from B2-PD
Senior Secured Bank Credit Facility (Revolver and Term Loan),
Downgraded to B3 (LGD3) from B2 (LGD3)
Outlook Actions:
Issuer: Blue Ribbon, LLC
Outlook, Remains Stable
Blue Ribbon's B3 Corporate Family Rating reflects higher than
anticipated leverage but acknowledges that the company continues to
generate free cash flow and is transitioning to a more sustainable
supply chain arrangement by 2024. It also acknowledges but does not
assume, the potential upside should the Irwindale property, which
is held at an unrestricted subsidiary, be sold. The credit
agreement requires that excess proceeds from any sale, subject to
certain limitations, would be applied to reduce debt at Blue Ribbon
until its bank defined net debt to Ebitda is reduced to 2.5x (4.3x
at year end 2021). Over the longer run, the company expects to
expand margins by shifting to a more premium product mix, and
through good growth from partnerships such as its distribution
agreement with Brown Forman in the US for Jack Daniels Country
Cocktails. However, Moody's expects that margins will be pressured
in the current inflationary environment over the next 12-18 months.
The rating is constrained by the company's small scale compared
with much larger brewing peers, and its heavy reliance on its
largest brand, Pabst Blue Ribbon (PBR), which accounts for nearly
half of sales and has seen consistent volume declines.
Moody's expects that the company will continue to face tough
competition from larger competitors. Operating margins remain thin
relative to larger beer producers partly because of the company's
asset lite model. The company expects margin improvement due to
premiumization but the success of the anticipated mix shift remains
to be seen. Blue Ribbon also has more limited geographic diversity
and small scale compared to other beer companies and to other
beverage companies in general. However, its US focus, where beer
production and sales continued throughout the pandemic and off
premise beer consumption saw a lift, led to a smaller revenue
decline than companies with more international footprints. The
rating is supported by Blue Ribbon's well-known, iconic brands, the
strong market position of its largest brand as one of the most
affordable beers in its category, success of certain recent brand
additions and partnerships, minimal need for working capital and
capital investment, and positive free cash flow. Blue Ribbon's
portfolio includes more than 30 active brands some of which are
helping to revitalize and premiumize its portfolio and it has
established important partnerships, including an arrangement to
distribute Jack Daniels Country Cocktails in the US for
Brown-Forman Corporation (A1, stable). While the beer category has
been in decline in the US for some time, Blue Ribbon has
successfully increased pricing which helps to mitigate the volume
declines in many of its beer brands. However, the company needs a
rationale pricing environment to continue to be able to grow
pricing. Blue Ribbon is seeking to reduce reliance on its declining
legacy beer brands over time, and to increase its presence in
premium beers and in the fast-growing premium flavored malt
beverage (FMB) space.
In November 2018 the company settled its lawsuit with Molson Coors
Beverage Company (Baa3, stable) over contract brewing, extending
the length of the co-packing arrangement through 2024. In November
2019, Blue Ribbon announced that it had reached an agreement to
transition its production to City Brewing Company, LLC ("City
Brewing") (B2, stable). This removed the uncertainty surrounding
the phase out of the Molson Coors relationship.
As part of the settlement, Blue Ribbon entered into an agreement
with Molson Coors Beverage Company giving it an option to purchase
one of that company's brewing facilities located in Irwindale,
California. The company executed this agreement in Q4 2020. The
sale of the equipment and leaseholds to City Brewing in Q1 2021
resulted in a $45 million cash inflow that was used to repay debt.
As part of the refinancing, the Irwindale property was put in an
unrestricted subsidiary, and carved out of the borrowing group to
lower management distraction. Originally this was expected to
represent leakage of potential value from any eventual sale of the
property, however the final bank agreement requires that excess
proceeds from any monetization of Irwindale, subject to certain
limitations, would be used to repay Blue Ribbon's debt.
Liquidity was improved by the 2021 refinancing because it extended
maturities which had become current and the revolver was increased
to $68 million. Internally generated cash is expected to be
sufficient to cover cash needs including seasonal working capital.
Moody's does not expect the company to need to draw on its
revolver. External liquidity is considered good, with the $68
million revolver currently needed in part to support a reduced $15
million of L/Cs related to the current co-brewing arrangement. This
leaves $53 million in available liquidity for future unexpected
needs, such as one-time costs. As the company transitions to City
Brewing over the next 3 years, the need for L/Cs will diminish
which will further improve liquidity. The revolving credit facility
has a springing first lien net leverage ratio of 6.0x. Following
the reduction of the Molson Coors L/C requirement, the financial
covenant will only be tested if RC borrowings plus drawn and
unreimbursed letters of credit are greater than 15% of the total
amount of commitments. Even if tested, Moody's expects that the
company will maintain a good cushion under the covenant. Alternate
liquidity is minimal given that the company's assets are pledged to
the secured facilities.
Environmental, Social and Governance considerations:
The coronavirus outbreak, the government measures put in place to
contain it, and volatility in the global economic outlook continue
to disrupt economies and credit markets across sectors and regions.
Although an economic recovery is underway, continuation will be
closely tied to containment of the virus. As a result, the degree
of uncertainty around forecasts is high. Moody's regards the
coronavirus outbreak as a social risk under Moody's ESG framework,
given the substantial implications for public health and safety.
Volatility can be still expected in 2022 due to uncertain demand
characteristics, channel disruptions, and supply chain
disruptions.
In terms of other social factors, Blue Ribbon faces the risk of
shifts in customer behavior as well as health and wellness
considerations including those around the responsible use of
alcohol, factors which can influence consumption of products it
produces. Like other alcoholic beverage companies, Blue Ribbon
monitors its social risks closely, including product quality and
safety, clean labeling and messages about alcohol content and
responsible consumption. While the alcoholic beverage industry is
subject to some risk due to health concerns and the impact of drunk
driving, Blue Ribbon, and the industry as a whole, have made
meaningful efforts to disclose the risks and promote moderate
consumption of alcoholic beverage products.
Blue Ribbon's environmental impact remains low given its asset lite
footprint and is mostly related to packaging and distribution.
Environmental considerations are not a material factor in the
rating.
Blue Ribbon's governance is influenced by its private ownership.
Like many other private firms, Blue Ribbon has been comfortable
operating with high financial leverage, and at times, with very
limited external alternate liquidity. As part of the 2021
refinancing, Blue Ribbon Partners, LLC, which is an investment
platform led by American beverage entrepreneur Eugene Kashper,
became the sole owner. The exit of private equity firms should
allow the company to take a longer term view, while the issuance of
equity to further lower debt, and the commitment to a more
conservative leverage target (a stated target of under 4x going
forward by the company's definition) indicates a focus on reducing
leverage.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The stable rating outlook reflects Moody's expectations that Blue
Ribbon will remain cash flow positive and will endeavor to reduce
leverage after the setback expected in 2022.
The ratings could be upgraded if the company generates good and
predictable free cash flows, successfully executes its growth
strategies to support sustained top line and operating profit
expansion, and reduces leverage. An upgrade would require that
leverage is reduced such that debt to EBITDA (including Moody's
standard adjustments) is sustained below 5.0x and Moody's adjusted
EBITDA minus Capex to interest exceeds 1.5x.
The ratings could be downgraded if operating performance
deteriorates below budget expectations in 2022, if debt/EBITDA
approaches 7x, or if free cash flow is weak or negative. In
addition, leveraged acquisitions or dividend distributions could
also lead to a downgrade.
The principal methodology used in these ratings was Alcoholic
Beverages published in December 2021.
in San Antonio, TX, Blue Ribbon, LLC (parent company of Pabst
Brewing Company) markets and sells a portfolio of iconic American
beer brands. Major brands in the company's portfolio include its
flagship Pabst Blue Ribbon, Lone Star, Rainier, Old Milwaukee, Colt
45 and Schlitz. The company also has Small Town's Not Your Father's
Root Beer (among other hard soda varieties), and Jack Daniels
Country Cocktails on its platform. The company is owned by Blue
Ribbon Partners, LLC, an investment platform led by American
beverage entrepreneur Eugene Kashper. Annual net sales are
approaching $500 million.
BLUE RIBBON: S&P Alters Outlook to Negative, Affirms 'B-' ICR
-------------------------------------------------------------
S&P Global Ratings affirmed its 'B-' issuer credit rating on U.S.
beer marketer Blue Ribbon LLC (Pabst) and revised the outlook to
negative from positive. S&P also affirmed its 'B' issue-level
ratings on the company's senior secured debt.
S&P said, "The negative outlook reflects the potential for a lower
rating if operating performance does not meaningfully improve or if
we believe the Blue Ribbon Holdings group is unable or unwilling to
support Pabst in a stress scenario.
"We expect Pabst will continue to face significant profit pressure
in 2022. Pabst significantly underperformed expectations in 2021
due to poor innovation, a lower than expected contribution from new
brands, and supply chain disruptions. The supply chain disruptions
included industry-wide challenges such as glass and aluminum
shortages as well as severe weather and a cyber-attack that
affected its contract brewer, Molson Coors. The company also
incurred $12 million in unexpected litigation expenses from two
different cases on top of paying a previously anticipated $23
million settlement to a glass supplier. As a result, S&P Global
Ratings'-adjusted EBITDA declined about 15%, free operating cash
flow (FOCF) turned modestly negative, and leverage increased to
nearly 10x (including the mortgage used to buy the Irwindale
property).
"Under new leadership, the company is deemphasizing innovation in
the near term and will focus on reinvesting in its core portfolio.
However, we expect further EBITDA declines in 2022 as the company
steps up investment in selling and marketing activities and faces
inflationary pressures from rising input costs, including freight.
Selling and marketing expenses are rebounding from a low base
during the peak of the COVID-19 pandemic, as the company needs to
increase headcount and reinvest in its brands to support growth. As
such, we expect leverage will remain close to 10x over the next
year unless it sells the Irwindale property and uses the proceeds
to repay mortgage and bank debt.
"Pabst will need to materially improve cash flow generation to meet
its ongoing financial commitments. We forecast modestly negative
FOCF in 2022 due to the weak profitability, some one-time legal
charges, and higher capital investment. We expect FOCF will improve
to about $15 million in 2023 with support from better
profitability, fewer nonrecurring charges, and slightly lower
capital expenditures. However, the company also has growing debt
amortization requirements, exceeding $16 million in 2022 and $18
million in 2023. While we believe the company has sufficient
liquidity sources to meet these obligations over the next year, the
capital structure will not be sustainable over the long term unless
the company can generate consistently stronger cash flow or uses
Irwindale sale proceeds to materially repay debt. As such, we are
lowering our standalone credit profile (SACP) on Pabst to 'ccc+'
from 'b-'. The company's ability to improve cash flow will depend
in part on a consistent ability to minimize non-recurring expenses
such as legal charges. In addition, it will need to defend the
market position of its legacy brands in the below premium category
while also successfully expanding in the flavored malt beverage
category, a key growth driver for the business. We also believe the
company will rely on some continued growth in on premise activity
to support its legacy brands.
"Our ratings now incorporate a lower likelihood of parent support
given the group's recent underperformance. Our ratings on Pabst
include a broader group credit profile assessment of its parent
Blue Ribbon Holding (BRH), which also owns a controlling stake in
City Brewing Co. LLC (B/Stable/--). Through BRH, Pabst is majority
owned by Blue Ribbon Partners, an investment platform led by
American beverage entrepreneur Eugene Kashper. Our 'B-' issuer
credit rating on Pabst reflects a one-notch adjustment to our group
credit profile at BRH." Though both Pabst and City have
underperformed our expectations over the last year, group leverage
continues to support our 'b' group credit profile at BRH.
Although last year's parent equity contribution in the spring to
help Pabst complete a refinancing demonstrates parent support, this
was done in conjunction with a refinancing at City Brewing and may
be less likely to recur given the overall lower than expected
operating performance of the group in aggregate and the near-term
need to reinvest in the group's respective operations to turnaround
performance. This includes weaker-than-expected operating
performance at City Brewing which is not likely to fully rebound in
the near term as that company prioritized capital investments. S&P
said, "Therefore, we revised our view on Pabst's strategic status
within the group to moderately strategic from highly strategic.
This still reflects our view that Pabst is important to the group's
long-term strategy, is unlikely to be sold, and would receive
support from the group in most foreseeable circumstances. This
assessment continues to provide a one notch uplift to our
assessment of Pabst's SACP, bringing the issuer credit rating to
'B-'."
Selling the Irwindale property could enhance Pabst's credit
profile. Pabst acquired a property in Irwindale, Calif. from Molson
Coors in November 2020 as part of an agreement to settle
outstanding litigation. There is a mortgage secured by the
property, which is owned by an unrestricted subsidiary, IBY
Property Owner. S&P said, "We consolidate the mortgage and
financial results of IBY into our analysis of Pabst, though
management views the asset as non-core and has indicated its
intentions to sell it. The property consists of 150 acres of
undeveloped land and a 75-acre brewery that IBY leases to City
Brewing. We believe the company can substantially improve credit
metrics by applying proceeds selling parcels of the property toward
repayment of the mortgage and term loan. However, the timing is
uncertain and the unfavorable macroeconomic environment could
prolong any sales. Our forecast does not incorporate any property
sales."
S&P said, "The negative outlook reflects the potential for a lower
rating if Pabst's operating performance does not improve and we
view group support as unlikely.
"We could lower the rating if we believe Pabst's capital structure
remains unsustainable because of a failure to turnaround operating
performance or if it becomes less likely the BRH group will support
Pabst."
This could occur if:
-- Pabst's operating performance remains weak, potentially due to
ongoing inflationary pressures and poor execution, resulting in
sustained FOCF that cannot support its debt amortization
requirements; and
-- S&P reassess its view of the group's ability or willingness to
support Pabst if the group's overall credit profile materially
deteriorates.
S&P could revise the outlook to stable if Pabst's credit metrics
significantly improve because it stabilizes operating performance
or repays debt with sale proceeds from the Irwindale property. This
could occur if:
-- The company applies proceeds from the sale of the Irwindale
property to pay down the IBY mortgage and the Pabst term loan,
improving Pabst's consolidated leverage to below 6.5x.
-- Pabst expands its JDCC partnership with Brown Forman, offsets
rising input costs with price increases on its legacy brands and
minimizes one-time charges, resulting in ongoing FOCF that exceeds
its debt amortization requirements.
BLUE WAVE: Taps Totaro & Shanahan as General Insolvency Counsel
---------------------------------------------------------------
Blue Wave Enterprise, LLC seeks approval from the U.S. Bankruptcy
Court for the Western District of North Carolina to hire Totaro &
Shanahan as general insolvency counsel.
The firm's services include:
(a) preparing, submitting, and prosecuting any adversary
proceedings that may be necessary to the case including but not
limited to determining the value of real property as collateral and
extinguishing unsecured liens on real property;
(b) reviewing of proofs of claim and if necessary, preparing
formal objections with respect to claims asserted;
(c) opposing any motion sought by trustee, court, and/or
creditors; and
(d) providing other adversary matter that arises during the
case.
The firm's hourly rates are as follows:
David Brienza, Esq. $550.00
Michael R. Totaro, Esq. $550.00
Michael R. Totaro, Esq., one of the firm's attorney who will be
providing the services, disclosed in a court filing that he is a
"disinterested person" as the term is defined in Section 101(14) of
the Bankruptcy Code.
The firm can be reached at:
Michael R. Totaro, Esq.
Totaro & Shanahan
Pacific Palisades, CA 90272
Tel.: (888) 425 2889
About Blue Wave
Blue Wave Enterprise, LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Cal. Case No. 22-01075) on Apr. 24,
2022, listing up to $10 million in assets and $7,334,897 in
liabilities. The petition was signed by David Brienza, managing
member. Judge Christopher B. Latham oversees the case.
The Debtor tapped Totaro & Shanahan as general insolvency counsel.
BMG EXTERIORS: Files for Chapter 11 Bankruptcy Protection
---------------------------------------------------------
BMG Exteriors LLC d/b/a Best Maintenance Group filed for chapter 11
protection in the Southern District of Indiana. According to a
court filing, BMG Exteriors estimates between 1 and 49 unsecured
creditors. The petition states that funds will be available to
unsecured creditors.
About BMG Exteriors LLC
BMG Exteriors LLC, doing business as Best Maintenance Group, is
part of the residential building construction industry. The Debtor
is the fee simple owner of a real property located at 1357 South
Sheffield Avenue Indianapolis, IN, valued at $72,600.
BMG Exteriors LLC sought Chapter 11 bankruptcy protection (Bankr.
S.D. Ind. Case No. 22-01522) on April 26, 2022. In the petition
filed by Mario Martinez, as member, listed estimated total assets
amounting to $100,600 and estimated total liabilities amounting to
$1,092,603. Preeti Gupta, Esq., of PREETI (NITA) GUPTA, ATTORNEY,
is the Debtor's counsel.
BOMBARDIER RECREATIONAL: Moody's Hikes CFR to Ba2, Outlook Stable
-----------------------------------------------------------------
Moody's Investors Service has upgraded Bombardier Recreational
Products Inc.'s ("BRP") corporate family rating to Ba2 from Ba3,
probability of default rating to Ba2-PD from Ba3-PD, its first lien
senior secured revolver rating to Baa2 from Baa3, and its senior
secured term loan B1 rating to Ba2 from Ba3. At the same time
Moody's has assigned a Ba2 rating to the proposed $500 million
senior secured term loan B due 2029. The company's SGL-1
speculative grade liquidity rating remains unchanged. The outlook
is stable.
The proposed $500 million will increase the total senior secured
term loan B to around $2 billion. The proceeds will be used for
general corporate purposes which will include repaying outstanding
balances under BRP's revolving credit facility and funding the
planned C$250 million share repurchase.
"The upgrade to Ba2 reflects BRP's low leverage as a result of
continued strong operating results", said Dion Bate Moody's
analyst. "Moody's expects continued strong demand for BRP's
products over the next year benefitting from a strong order book
and improving dealer inventory. Furthermore, BRP's strong credit
metrics and good liquidity provide sufficient capacity to absorb a
moderate economic contraction.", adds Mr Bate.
Assignments:
Issuer: Bombardier Recreational Products, Inc.
Senior Secured Term Loan B, Assigned Ba2 (LGD4)
Upgrades:
Issuer: Bombardier Recreational Products, Inc.
Corporate Family Rating, Upgraded to Ba2 from Ba3
Probability of Default Rating, Upgraded to Ba2-PD from Ba3-PD
Senior Secured Term Loan B1, Upgraded to Ba2 (LGD4) from Ba3
(LGD3)
Senior Secured First Lien Revolving Credit Facility, Upgraded to
Baa2 (LGD1) from Baa3 (LGD1)
Outlook Actions:
Issuer: Bombardier Recreational Products, Inc.
Outlook, Remains Stable
RATINGS RATIONALE
BRP's rating benefits from: (1) Moody's expectations that leverage
will remain around 2x for the next 12 to 18 months, which can
absorb around a 30% EBITDA decline from C$1.5 billion as of FY2022,
and is supported by strong pre-season orders and restocking at
dealerships; (2) good market positions in snowmobiles, personal
watercraft, all-terrain vehicles and side-by-side vehicles,
defended with a diversified product profile and well recognized
global brands; (3) demonstrated ability to successfully launch new
products; and (4) very good liquidity.
However, the rating is constrained by: (1) the company's focus on
high-priced, discretionary products whose demand can decline in
difficult economic conditions; specifically in the current
environment of high inflation and increasing interest that will
erode consumers disposal incomes; (2) potential that product sales
have been brought forward during the pandemic and will soften once
dealership inventory levels have return closer to historical
levels; (3) long order lead times given supply chain delays on
input components; and (4) leveraging risk potential with private
ownership voting control of 86%.
BRP has very good liquidity (SGL-1). Sources total around C$1.95
billion compared to about C$25 million of cash usage from term loan
amortization over the next 12 months. BRP's liquidity is supported
by pro forma cash of around C$630 million after the proposed $500
million issuance and planned share repurchase of C$250 million,
full availability under its C$1.1 billion revolver due May 2026,
and Moody's expected free cash flow of around C$240 million in the
next four quarters. BRP's revolver is subject to a minimum fixed
charge ratio covenant at 1.1x if its revolver availability falls
below a certain threshold. Moody's do not expect this covenant to
be applicable in the next four quarters, but there would be good
buffer for the covenant should it become applicable. BRP has
limited flexibility to boost liquidity from asset sales.
The proposed $500 million term loan B due 2029 has the same rating
as the CFR and benefits from the same security and guarantee
package as the current $1.5 billion term loan. BRP's debt
obligations include a Baa2-rated C$1.1 billion revolving credit
facility due May 2026 and a Ba2-rated $2 billion term loan due May
2027 ($1.5 billion) and May 2029 (proposed $500 million). All of
the debt obligations benefit from guarantees of existing and future
subsidiaries. The revolver has a first lien priority interest on
inventory and accounts receivable and a second priority lien on the
remaining assets. The term loan, which comprises most of the debt
capital, has the reciprocal security package and is ranked below
the revolver in the application of Moody's Loss Given Default for
Speculative-Grade Companies methodology.
The stable outlook reflects Moody's expectation that BRP will be
able to navigate the operating challenges and maintain its good
operating performance, liquidity and credit metrics over the next
12-18 months.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The ratings could be upgraded if BRP is able to diversify its
business away from the volatile powersports segment such that cash
flow is less cyclical; maintain at least good liquidity and
sustains adjusted debt/EBITDA well below 2.0x (projected to be 2x
for FY2023, ending January).
The ratings could be downgraded if BRP's operating results
deteriorates such that leverage is sustained above 3x, or if there
is significant deterioration of its liquidity position, possibly
due to negative free cash flow generation.
Bombardier Recreational Products, Inc., headquartered in Valcourt,
Quebec, Canada, is a global manufacturer and distributor of
powersports vehicles and marine products. BRP is publicly traded
and 86% of the votes are controlled by Beaudier Group (owned by the
Bombardier and Beaudoin families), Bain Capital and Caisse de Dépt
et Placement du Quebec. Revenue for the last 12 months ended
January 31, 2022 was C$7.6 billion.
The principal methodology used in these ratings was Consumer
Durables published in September 2021.
BORINQUEN NATURAL: July 19 Hearing on Disclosures and Plan
----------------------------------------------------------
Judge Mildred Caban Flores has entered an order that the
evidentiary hearing, the final approval of Borinquen Natural LLC's
Disclosure Statement and confirmation of the Plan, and all other
matters scheduled for May 3, 2022, at 9:00 AM, are rescheduled, for
cause, for July 19, 2022, at 9:00 AM, via Microsoft Teams.
Judge Mildred Caban Flores has entered an order conditionally
approving the Amended Disclosure Statement of Borinquen Natural
LLC.
The hearing for the consideration of the final approval of the
Amended Disclosure Statement and the confirmation of the Amended
Plan and of such objections as may be made to either will be held
on March 9, 2022, at 9:00 AM, via Microsoft Teams.
The objection to the final approval of the Amended Disclosure
Statement and/or the confirmation of the Amended Plan shall be
filed on/or before 14 days prior to the date of the hearing on
confirmation of the Plan.
The acceptances or rejections of the Amended Plan may be filed in
writing by the holders of all claims on/or before 14 days prior to
the date of the hearing on confirmation of the Plan.
The Plan
Borinquen Natural LLC submitted a Plan and a Disclosure Statement.
As of the Petition Date, Debtor's Schedules listed Debtor's
personal property consisting of checking accounts, security
deposits, accounts receivable, furniture, fixtures, inventory,
equipment, prepaid insurance, and prepaid expenses.
Secured Claims, General Unsecured Claims, as well as Priority Tax
Claims, if any, will be paid from the cash resulting from Debtor's
Operations.
Under the Plan, Class 1 General Unsecured Claims of Vendors and
Trade Creditors totaling $114,579 will be paid in equal monthly
installments of $2,123.10 for principal and interest at 4.25% per
year, for a period of 60 months, equivalent to 100% of their
allowed claims. Class 1 is impaired.
Under the Plan, Class 2 Contingent, Disputed and Unliquidated
General Unsecured Claims in Legal Proceedings totaling $1,480,000
will receive no distribution under the Plan. Class 2 is impaired.
Attorneys for the Debtor:
Myrna L. Ruiz-Olmo, Esq.
MRO Attorneys at Law, LLC
PO Box 367819
San Juan, PR 00936-7819
Tel: 787-404-2204
E-mail: mro@prbankruptcy.com
Web: www.prbankruptcy.com
A copy of the Order dated Jan. 26, 2021, is available at
https://bit.ly/3IJKDp7 from PacerMonitor.com.
A copy of the Disclosure Statement dated Jan. 26, 2021, is
available at https://bit.ly/3AFCVtn from PacerMonitor.com.
About Borinquen Natural
Borinquen Natural, LLC, is a corporation organized under the laws
of the Commonwealth of Puerto Rico. It is a limited liability
company engaged in the distribution and sale of a variety of health
food products. Borinquen Natural owns no real estate properties.
Borinquen Natural filed a voluntary petition for Chapter 11
protection (Bankr. D.P.R. Case No. 21-01058) on March 31, 2021,
listing under $1 million in both assets and liabilities. Judge
Mildred Caban Flores oversees the case.
The Debtor tapped Myrna L. Ruiz-Olmo, Esq., at MRO Attorneys at
Law, LLC, as bankruptcy counsel and Trebilcock & Rovira, LLC as
special litigation counsel. Albert Tamarez-Vasquez, CPA, at Tamarez
CPA, LLC, is the Debtor's accountant.
BRAZOS ELECTRIC: Retains Control of Bankruptcy, Extends ERCOT Talks
-------------------------------------------------------------------
Jeremy Hill of Bloomberg News reports that U.S. Bankruptcy Judge
David R. Jones extended mediation between Brazos Electric Power
Cooperative and Texas' grid operator regarding $1.9 billion of
unpaid power bills.
The parties are making progress in the talks but "there's a lot of
work to be done," attorney Lou Strubeck said on behalf of Brazos in
a bankruptcy hearing on Wednesday
"We think we have a concept that works," he said. "The devil is in
the details, and there are a lot of details here."
Mediation was extended to May 25, 2022 with the option for further
extension.
About Brazos Electric Power Cooperative
Brazos Electric Power Cooperative Inc. is a 3,994-megawatt
transmission and generation cooperative which members' service
territory covers 68 counties from the Texas Panhandle to Houston.
It was organized in 1941 and the first cooperative formed in the
Lone Star state with the primary intent of generating and supplying
electrical power. At present, Brazos Electric is the largest
generation and transmission cooperative in the state and is the
wholesale power supplier for its 16 member-owner distribution
cooperatives and one municipal system.
Brazos Electric filed a voluntary petition for relief under Chapter
11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Case No. 21-30725)
on March 1, 2021. At the time of the filing, the Debtor disclosed
assets of between $1 billion and $10 billion and liabilities of the
same range.
Judge David R. Jones oversees the case.
The Debtor tapped Norton Rose Fulbright US, LLP as bankruptcy
counsel, Foley & Lardner LLP and Eversheds Sutherland US LLP as
special counsel, Collet & Associates LLC as investment banker, and
Berkeley Research Group, LLC as financial advisor. Ted B. Lyon &
Associates, The Gallagher Law Firm, West & Associates LLP, Butch
Boyd Law Firm and Boyd Smith Law Firm, PLLC serve as special
litigation counsel. Stretto is the claims and noticing agent.
The U.S. Trustee for Region 7 appointed an official committee of
unsecured creditors in the Debtor's case on March 15, 2021. The
committee is represented by the law firms of Porter Hedges, LLP and
Kramer, Levin, Naftalis & Frankel, LLP. FTI Consulting, Inc. and
Lazard Freres & Co. LLC serve as the committee's financial advisor
and investment banker, respectively.
BREAKAWAY ACQUISITION: S&P Lowers ICR to 'B-', Outlook Negative
---------------------------------------------------------------
S&P Global Ratings lowered its issuer credit rating on U.S.-based
fitness technology company Breakaway Acquisition LLC's (Wahoo
Fitness) to 'B-' from 'B'. At the same time, S&P lowered its
issue-level rating on its senior secured credit facilities to 'B'
from 'B+'. The recovery rating remains '2', indicating its
expectations for substantial (70%-90%; rounded estimate: 70%)
recovery in the event of a payment default.
S&P said, "The negative outlook reflects the potential for a lower
rating over the next year if we project the capital structure will
become unsustainable or it will sustain EBITDA interest coverage
below 2x because challenging demand conditions persist and the
company cannot rebound in line with our expectations.
"The downgrade reflects weak operating conditions and our
expectation for a material decline in the company's earnings in
2022, which will weaken credit metrics. Wahoo's revenue increased
significantly in the first half of fiscal 2021, driven by strong
end-user customer demand along with tight supply chain conditions
at the end of 2020. Its channel partners thus entered 2021 with
substantially lower inventory on hand. However, end-user customer
demand fell well below expectations in the second half of 2021,
resulting in an over-stocked channel by year-end. Additionally, the
company faces intense competition from larger competitors such as
Garmin and, to a lesser extent, Peloton, who are engaging in
aggressive promotional activity to sell down excess channel
inventory. We understand Wahoo has not engaged in such promotions
because it expects these discounts to be temporary and has better
brand equity to sustain higher prices.
"Further, the company is vulnerable to economic cycles given the
discretionary nature of its products. We recognize the unique
nature of Wahoo's loyal customer base and expect that in a downturn
many would reduce discretionary spending in other areas before
cutting back on cycling-related purchases. Nevertheless, we believe
a large segment of customers would defer purchases of product
upgrades in a recessionary and/or inflationary environment which is
increasingly likely.
"Therefore, we project revenue would drop about 20% and S&P Global
Ratings-adjusted EBITDA about 30% in fiscal 2022, resulting in
elevated leverage of about 5.5x. Sales and profits stabilizing at
these levels would likely be sufficient to maintain the rating.
However, we note the risk that a portion of the high demand in
early 2021 may turn out to be a one-off, with significant
uncertainty remaining on where normalized demand for indoor bike
trainers and accessories would settle following the COVID-19
pandemic.
"Driven by weak industry dynamics and the highly seasonal nature of
the business, Wahoo is at risk of breaching its quarterly financial
net leverage covenant and has launched an amendment to its credit
agreement, including a covenant waiver and tighter restricted
payments. Typically, the company's sales are concentrated in the
back half of the year (about 65% of total revenue), which coincides
with colder months in the Northern Hemisphere and the holiday
season. However, Wahoo reported an unseasonably weaker second half
in fiscal 2021 and projects a seasonably weak first half of fiscal
2022. This will result in weak last-12-months EBITDA and a breach
of the covenant if not waived or loosened. We expect the company to
obtain a covenant waiver from its lender group. Nevertheless, it is
important to note that Wahoo believes point of sale demand for its
products remains strong (certain large retail partners have
reported double-digit percent sales growth in the first two months
of 2022) and that its sales should rebound after oversupply in the
channel is resolved.
"We forecast Wahoo's margins will contract through fiscal year 2022
due to cost inflation. The company is facing higher commodity
prices and freight costs. We understand Wahoo is evaluating price
changes to offset higher costs. However, this may be insufficient
to account for the increasingly inflationary environment. We expect
margins will remain pressured for the next year."
The negative outlook on Wahoo reflects the ongoing operational
hurdles related to weaker than expected demand, intense price
competition, and increasing cost pressures. If the company's cash
flow and liquidity position deteriorate further in 2022, it could
add significant uncertainty to its ability to maintain a
sustainable capital structure.
S&P could lower its rating by the end of 2022 if it believes EBITDA
will not rebound in line with our expectations, resulting in EBITDA
interest coverage sustained below 2x or an unsustainable capital
structure. This could occur due to:
-- Reduced consumer discretionary spending due to substantially
weakened economic conditions;
-- Competitive incursions by financially stronger industry players
or sustained intense competition from rivals;
-- Failure to deliver desirable products due to lagging
innovation; or
-- Inability to manage the supply chain or offset cost inflation
with pricing actions.
If the company cannot close the amendment on terms substantially in
line with the proposal, S&P could lower the rating sooner.
S&P could revise the outlook to stable if it sustains EBITDA
interest coverage above 2x and its forecast covenant cushion
increases to above 15%. This could occur if:
-- Recent demand downturns prove to be temporary;
-- Competitive intensity lessens; and
-- Inflationary conditions subside.
ESG credit indicators: E-2, S-2, G-3
CENTURY ALUMINUM: Posts $17.7 Million Net Income in First Quarter
-----------------------------------------------------------------
Century Aluminum Company reported net income of $17.7 million on
$753.6 million of total net sales for the three months ended March
31, 2022, compared to a net loss of $140 million on $444 million of
total net sales for the three months ended March 31, 2021.
As of March 31, 2022, the Company had $1.69 billion in total
assets, $574 million in total current liabilities, $674.9 million
in total noncurrent liabilities, and $439.8 million in total
shareholders' equity.
Shipments of primary aluminum for the quarter ended March 31, 2022
increased five percent sequentially, driven primarily by the
restart project at Mt. Holly. Net sales for the first quarter of
2022 increased by 14 percent sequentially due to volume and higher
aluminum prices.
First quarter results were negatively impacted by $42.3 million of
net exceptional items, in particular $39.0 million of unrealized
losses on derivative instruments and $3.3 million in share-based
compensation costs. Thus, Century reported an adjusted net income
of $60.7 million for the first quarter of 2022, a $43.5 million
improvement sequentially.
Adjusted EBITDA for the first quarter of 2022 was $105.5 million.
This was an increase of $23.3 million from the prior quarter
primarily driven by higher prices of primary aluminum and volume,
partially offset by higher raw material costs.
Century's liquidity position at quarter end was $154.3 million, an
increase of $54.8 million from the prior quarter.
"We are pleased to report these excellent results for the first
quarter," commented President and Chief Executive Officer Jesse
Gary. "Our investments towards restarting production at Hawesville
and Mt. Holly, combined with the hard work of our employees, have
put us in a great position to benefit from the market conditions
that we are experiencing today.
"Demand remains strong in our core markets in the U.S. and Europe
and inventories have been drawn down to post-financial crisis lows.
While we continue to see inflationary pressure in energy markets
and other key raw materials, our focus on cost discipline and
execution leaves us well situated to benefit from historically high
aluminum prices."
A full-text copy of the press release is available for free at:
https://www.sec.gov/Archives/edgar/data/949157/000094915722000032/exhibit99120220331q1earnin.htm
About Century Aluminum Company
Century Aluminum Company -- http://www.centuryaluminum.com-- is a
global producer of primary aluminum and operates aluminum reduction
facilities, or "smelters," in the United States and Iceland.
Century Aluminum reported a net loss of $167.1 million for the year
ended Dec. 31, 2021, a net loss of $123.3 million for the year
ended Dec. 31, 2020, a net loss of $80.8 million for the year ended
Dec. 31, 2019, and a net loss of $66.2 million for the year ended
Dec. 31, 2018. As of Sept. 30, 2021, the Company had $1.49 billion
in total assets, $515.5 million in total current liabilities,
$653.5 million in total noncurrent liabilities, and $320.2 million
in total shareholders' equity.
CLARITY HOME CENTER: Files Bankruptcy Protection
------------------------------------------------
Single Asset Real Estate Clarity Home Center, LLC filed Chapter 11
protection in the District of New Jersey. According to court
filings, Clarity Home Center estimates between 1 and 49 unsecured
creditors. The petition states that funds will be available to
unsecured creditors.
A telephonic meeting of creditors under 11 U.S.C. Sec. 341(a) is
slated for May 25, 2022 at 9:00 a.m.
About Clarity Home Center LLC
Clarity Home Center LLC is a Single Asset Real Estate (as defined
in 11 U.S.C. § 101(51B)).
Clarity Home Center sought Chapter 11 bankruptcy protection (Bankr.
D.N.J. Case No. 22-13248) on April 21, 2022. In the petition filed
by Marcia M. Medrano, as member, Clarity Home Center estimated
assets between $500,000 and $1 million and estimated liabilities
between $500,000 and $1 million. David L. Stevens, of Scura,
Wigfield, Heyer & Stevens, is the Debtor's counsel.
COSMOS HOLDINGS: Peter Goldstein Steps Down as Director
-------------------------------------------------------
Peter Goldstein resigned from the Board of Directors of Cosmos
Holdings Inc. and from the Board's audit committee effective April
28, 2022. Mr. Goldstein's resignation did not result from any
disagreement with the Company concerning any matter relating to the
Company's operations, policies or practices, as disclosed in a Form
8-K filed with the Securities and Exchange Commission.
On April 28, 2022, the Board appointed Dr. Anastasios Aslidis to
the Board of Directors and as a member of the Board's audit
committee.
Dr. Anastasios Aslidis is currently, and has been since May 5,
2018, the chief financial officer and treasurer and a member of the
Board of Directors of EuroDry. He is also member of the Board of
Directors, treasurer and chief financial officer of Euroseas since
September 2005. Prior to joining Euroseas, Dr. Aslidis was a
partner at Marsoft Inc., an international consulting firm focusing
on investment and risk management in the maritime industry. Dr.
Aslidis has more than 30 years of experience in the maritime
industry. He also served as consultant to the Boards of Directors
of companies (public and private) advising on strategy development,
asset selection and investment timing. Dr. Aslidis holds a Ph.D.
in Ocean Systems Management (1989) from the Massachusetts Institute
of Technology, M.S. in Operations Research (1987) and M.S. in Ocean
Systems Management (1984) also from the Massachusetts Institute of
Technology, and a Diploma in Naval Architecture and Marine
Engineering from the National Technical University of Athens
(1983).
About Cosmos Holdings
Cosmos Holdings Inc., together with its subsidiaries, is an
international pharmaceutical company with a proprietary line of
nutraceuticals and distributor of branded and generic
pharmaceuticals, nutraceuticals, over-the-counter (OTC) medications
and medical devices through an extensive, established EU and UK
distribution network.
Cosmos Holdings reported a net loss of $7.96 million for the year
ended Dec. 31, 2021, compared to net income of $820,786 for the
year ended Dec. 31, 2020. As of Dec. 31, 2021, the Company had
$49.43 million in total assets, $45.05 million in total
liabilities, and $4.38 million in total stockholders' equity.
San Francisco, California-based Armanino LLP, the Company's auditor
since 2019, issued a "going concern" qualification in its report
dated April 15, 2022, citing that the Company has suffered
recurring losses and cash used in operations that raises
substantial doubt about its ability to continue as a going concern.
CRED INC: Former Exec Alexander Balks at Ch.7 In-Person Appearance
------------------------------------------------------------------
Jeff Montgomery of Law360 reports that a bankrupt former executive
of bankrupt cryptocurrency venture Cred Inc. refused to commit
Tuesday, May 3, 2022, to in-person participation in a Delaware
trial on U.S. Trustee efforts to block his discharge from Chapter 7
based on alleged reporting, recordkeeping and fraudulent transfer
violations.
James Alexander, Cred's former chief capital officer, told U.S.
Bankruptcy Judge John T. Dorsey that he would prefer to participate
by videoconference, during a video proceeding that saw the planned
May 12-13 trial postponed and reset for June 10. The delay was
prompted in part by Alexander's failure to respond to a motion for
summary judgment.
About Cred Inc.
Cred Inc. is a cryptocurrency platform that accepts loans of
cryptocurrency from non-U.S. persons and pays interest on those
loans. Cred -- https://mycred.io/ -- is a global financial services
platform serving customers in over 100 countries. Cred is a
licensed lender and allows some borrowers to earn a yield on
cryptocurrency pledged as collateral.
Cred Inc. and its affiliates sought Chapter 11 protection (Bankr.
D. Del. Lead Case No. 20-12836) on Nov. 7, 2020. Cred was estimated
to have assets of $50 million to $100 million and liabilities of
$100 million to $500 million as of the bankruptcy filing.
Judge John T. Dorsey oversees the cases.
The Debtors tapped Paul Hastings LLP as their bankruptcy counsel,
Cousins Law LLC as local counsel, and MACCO Restructuring Group,
LLC as financial advisor. Donlin, Recano & Company, Inc., is the
claims agent.
The U.S. Trustee for Region 3 appointed an official committee of
unsecured creditors in the Debtors' Chapter 11 cases on Dec. 3,
2020. The committee tapped McDermott Will & Emery LLLP as counsel,
and Dundon Advisers LLC as financial advisor.
Robert Stark is the examiner appointed in the Debtors' cases.
Ashby & Geddes, P.A., and Ankura Consulting Group, LLC, serve as
the examiner's legal counsel and financial advisor, respectively.
DAIRY FARMERS: Fitch Affirms BB+ Rating on Preferred Debt
---------------------------------------------------------
Fitch Ratings has affirmed Dairy Farmers of America, Inc.'s (DFA)
ratings including the Long-Term Issuer Default Rating (IDR) at
'BBB' and Short-Term IDR at 'F2'. The Rating Outlook is Stable.
DFA's ratings reflect its substantial scale as the largest U.S.
dairy cooperative, unique financial flexibility associated with its
by-laws, and Fitch's expectations for relatively stable operating
performance over the rating horizon. This is balanced against the
low-margins and commodity-like characteristics of the dairy
industry. DFA has improved its financial profile following
significant M&A by deleveraging its balance sheet through debt
reduction and EBITDA growth. Its total debt with equity
credit-to-EBITDA was 4.5x in 2021.
DFA's revised equity capital plan implemented in 2020 has also
improved financial flexibility to support capital allocation for
increased growth-related investments. Fitch expects that DFA will
continue to evaluate potential M&A opportunities for valued-added
ingredients or assets that increase capabilities over the
medium-to-longer term.
KEY RATING DRIVERS
Stable Operating Performance: DFA has positioned its businesses to
realize profitability in both high and low milk price environments
with a large portion of its business relatively unaffected by milk
pricing. The company realized relatively stable operating
performance during the pandemic supported by diversity in end
markets and product type along with strong demand from export
markets. This helped offset weakness in segments and channels that
were adversely affected including food service and single-serve
consumption, which rebounded in 2021. DFA experienced some
additional pressures in the latter half of 2021 given COVID-19
related challenges and inflation.
EBITDA including associate dividends and capital retains increased
to $558 million based on Fitch adjustments in 2021 compared to
EBITDA of about $520 million in 2020. For 2022, Fitch projects
DFA's EBITDA around $540 million, slightly lower than 2021,
reflecting inflationary cost pressures.
Acquisitions Reshape Commercial Operations: The acquisition of
Stremicks Heritage Foods in 2019 and Dean Foods Company in 2020 has
materially reshaped DFA's commercial operations. The Stremicks
acquisition broadened DFA's product portfolio while diversifying
into plant-based, non-dairy alternatives. This increased DFA's
exposure to higher margin products with materially enhanced
capabilities in extended shelf life and aseptic processing capacity
across key geographical regions. The acquisition of Dean Foods was
also strategically important to ensure a continued outlet for DFA's
members' milk given the strong linkage as Dean represented
approximately 15% of DFA's overall milk sales.
Nevertheless, the transaction increased DFA's exposure to fluid
milk processing, which has lower margins and has experienced
significant long-term structural issues. Traditional milk
consumption is declining (low-to-mid single digit declines during
the past decade including 4% in 2021), and competitive headwinds
have caused past profitability challenges including bankruptcies
for fluid milk processors. DFA has materially improved the
operational trajectory and profitability for the acquired milk
processing assets with integration largely complete. Further plant
divestures could be required given long-term structural fluid milk
declines.
Leverage Expectations: DFA's total debt with equity
credit-to-EBITDA for 2021 was 4.5x (or 2.9x on a Fitch COGS
adjustment) following elevated leverage due to past acquisitions
that roughly doubled the total debt load at its peak in 2020. The
reduction in leverage reflects debt paydown combined with higher
EBITDA. Fitch projects stable debt levels around $2.5 billion with
leverage around 4.6x in 2022. Debt levels and leverage could be
higher depending on the extent DFA pursues additional M&A
opportunities. Fitch expects DFA will remain disciplined in seeking
additional strategic M&A opportunities for valued-added ingredients
or assets that increase capabilities.
Capital Plan Bolsters Cash Flow: DFA's revised capital plan,
effective Jan. 1, 2020, materially increases equity retention for
the cooperative that bolsters financial flexibility to support
capital allocation for increased growth-related investments over
the medium-to-longer term. For 2021, DFA's capital retains
increased to $97 million which compares to $20 million in 2019
prior to the revision. During the next five years, DFA expects to
retain more than $80 million annually.
Unique Payment Subordination: DFA's ratings reflect the unique
financial flexibility associated with its by-laws that, if
required, allow it to reduce milk payments in the 3% to 5% range to
mitigate the potential negative effects of a liquidity stress. The
by-laws and related member agreements also expressly subordinate
farmer payments to debt service. Fitch views this flexibility as a
substantial credit positive.
Farmer Base Key Support: A key aspect in assessing DFA's ability to
subordinate a portion of its milk payments is whether DFA farmers
can absorb a reduced payout. DFA farmers are typically
multi-generation owners with a long-term view and are generally
able to accept shorter-term reduced payments due to changing
industry or operational conditions. In Fitch's opinion, a certain
portion of the DFA farmer base has constrained financial capacity
at lower milk minus feed margin levels with larger farms generally
having greater financial strength. The top quartile for milk
production of DFA's farms has on more than 5,000 cows while the
bottom quartile has around 100 cows.
Farmer profitability has, on average, been acceptable over the past
decade with some periods of stress. Dairy farmer margins (milk
price per cwt less feed costs) experienced significant pressures
during the coronavirus pandemic. However, these pressures were
somewhat offset by supplemental payments from the dairy margin
coverage program (for farmers that elected coverage) combined with
additional payments from the coronavirus food assistance program.
DFA also implements tiered milk pricing plans on a regional basis
to better align supply/demand fundamentals in situations where milk
volumes are in excess of market demand.
DERIVATION SUMMARY
DFA's business profile benefits from the substantial national scale
as the largest U.S. dairy cooperative and its integral market
position in the dairy supply chain based on DFA's expansive
logistics, distribution and commercial processing capabilities that
connect key customers and farmers. DFA's more than 6,000 member
farms produced approximately 57.1 billion pounds of milk in 2021,
representing around 25% of the total U.S. milk production. When
considering non-member milk, DFA marketed approximately 29% of
total U.S. milk production.
DFA's ratings are limited by the commodity-oriented characteristics
within the dairy industry and sensitivity to volatility in raw milk
prices, which can affect earnings. Following the acquisition of the
Dean Foods operations, DFA has increased operational exposure to
fluid milk which has experienced long-term structural declines.
However, overall demand for dairy products is growing in the
low-single digits with a mix shift toward manufactured dairy
products including cheese and butter and away from fluid milk.
Export channels are also a key outlet for milk production to absorb
excess supply particularly for dried milk products as exports
represented around 17% of total U.S. production in 2021 or $7.8
billion in total value, a 18% increase compared to 2020. Total milk
solid export volume increased 10%.
The unique financial flexibility associated with structural
protection mechanisms DFA possesses within its articles of
incorporation, by-laws and milk marketing agreement expressly
subordinates member milk payments and allows for material milk
payment withholdings. Thus, DFA's financial profile is inherently
much stronger than the unadjusted leverage indicates. Fitch
believes these characteristics provide four notches of support to
the ratings and offset leverage (debt / EBITDA) that is high for
the ratings and lower profitability.
DFA's adjusted leverage based on Fitch adjustments assumes a 3%
COGS reduction (Fitch assumption) in farmer milk payments (based on
moving three-year average of $10.3 billion in milk payments in
2021) that would generate roughly $300 million of liquidity, which
was added back to EBITDA to determine adjusted leverage. This
equates to roughly a $0.50 per cwt reduction in the milk payment
check.
Based on its assessment of DFA's financial flexibility and
financial structure, Fitch assigns the higher of two short-term
rating options (F2) for the current rating profile. Any material
weakening in financial flexibility, financial structure or
operating environment conditions could lead to the assignment of
the lower of the two short-term rating options for the current
long-term profile.
Fitch believes DFA's business profile is stronger with
substantially greater operational scale and financial flexibility
than Ocean Spray (BBB-/Stable) or Land O' Lakes (BBB-/Stable). This
materially differentiates DFA from its U.S. cooperative peers as
well as corporations by providing cash flow resiliency in either
challenging operational environments or when addressing regional
supply/demand imbalances.
DFA is not fully comparable to other rated international peers
operating in the dairy market, such as Nestle SA (A+/Stable), Royal
FrieslandCampina NV (RFC; BBB+/Stable) and Fonterra Co-operative
Group Limited (A/Stable) due to material differences in operating
model and regulatory framework. Nestle, which is well-positioned as
the largest food company in the world by revenue and profit, enjoys
balanced geographical diversity between developed and emerging
markets and is the largest global dairy company. DFA, Fonterra and
RFC have relatively similar scale with DFA being the largest milk
handler globally. DFA has lower profitability than RFC and Fonterra
as a significant portion of DFA's revenues in a given year are
generated from pass-through milk volume which materially lowers
overall profitability.
Fonterra's rating benefits from its position as the world's largest
dairy exporter and its inherently defensive profitability,
including effective subordination of New Zealand milk payments.
RFC's 'BBB+' IDR is underpinned by its large scale in the global
dairy market and balanced geographic footprint across developed and
emerging markets.
KEY ASSUMPTIONS
Fitch's Key Assumptions Within the Rating Case for the Issuer
-- In 2022, revenue growth in excess of 20% reflecting higher milk
prices based on an all-milk price in 2022 in the mid-$20 range per
cwt. This is based on April 2022 World Agricultural Supply and
Demand Estimates (WASDE) published by the U.S. Department of
Agriculture that projects an all-milk price of $25.80.
-- EBITDA (including associate dividend and capital retains)
around $540 million in 2022, down modestly from 2021;
-- FCF (adjusted for capital retains) deficit in 2022 reflecting
higher working capital requirements. This compares to strong FCF in
2021 approaching $300 million;
-- Total debt with equity credit-to-EBITDA around 4.6x (upper 2x
on Fitch COGS adjustment) for 2022, in-line with 2021;
-- Fitch does not assume any material bolt-on acquisitions.
RATING SENSITIVITIES
Factors that could, individually or collectively, lead to positive
rating action/upgrade:
-- Over the medium-to-longer term, supportive dairy industry
fundamentals with good operational execution that supports
consistent EBITDA growth and FCF generation (including capital
retains);
-- Publicly articulated financial framework or demonstrated record
of maintaining a consistent credit profile, yielding increased
confidence in total debt with equity credit-to-EBITDA less than 5x
(around 3x or below based on Fitch COGS adjustment).
Factors that could, individually or collectively, lead to negative
rating action/downgrade:
-- Increased dairy-related investments that are debt-funded such
that total debt with equity credit-to-EBITDA would be sustained
above mid-to-upper 5x (around 3.5x or above based on Fitch COGS
adjustment);
-- Meaningful pressure on operating earnings due to cooperative
specific operational challenges, or structural issues in the
industry that increases earnings volatility;
-- A change in bylaws that removes or modifies the subordination
of milk payments or change in financial policy;
-- A sustained period of national adjustments to milk payments
that negatively affects farmer profitability and jeopardizes the
financial strength of the cooperative.
LIQUIDITY AND DEBT STRUCTURE
Comfortable Liquidity: DFA's liquidity is supported by the scale of
its operations, which generates material cash flow with the added
ability to subordinate milk payments. DFA's revised capital plan
that began in January 2020 materially increased retained equity as
expected that supports improved FCF when adjusted for capital
retains.
As of Dec. 31, 2021, DFA had not drawn on its $725 million
five-year unsecured credit facility that matures in November 2024
with a $250 million accordion feature. Availability under the
credit facility is reduced by $34.8 million for outstanding letters
of credit. The credit facility serves as a backstop to support the
company's CP program that had no outstanding borrowings as of Dec.
31, 2021.
The credit facility includes minimum fixed-charge coverage and
leverage financial maintenance covenants for which DFA had a
material cushion. Maturities remain manageable during the next two
years, with $310 million coming due including $150 million in
senior notes and $160 million in term loans in 2022 that Fitch
assumes will be refinanced. Term loan amortization requirements are
modest.
ISSUER PROFILE
DFA is a milk marketing cooperative that serves more than 11,500
dairy farmer member-owners on more than 6,000 farms. As a
vertically integrated cooperative, DFA is also a dairy foods
processor with significant commercial investments in plants and
brands.
Criteria Variation
Fitch uses an adjusted leverage metric to account for the unique
cooperative structural mechanisms that give DFA strong financial
flexibility in the event of a liquidity stress. As a result, the
financial structure is scored at 'bbb' and the financial
flexibility is scored at 'a-', resulting in the higher of the two
Short-Term rating options at 'F2'. Therefore, Fitch believes DFA
has the ability, if required, to nationally reduce milk payments in
the 3% to 5% range or roughly $300 million to $500 million (based
on moving three-year average of $10.3 billion in milk payments as
of 2021) on an annualized basis to mitigate the potential negative
effects of liquidity stress.
This enables the company to generate, if required, a material level
of cash flows with relatively small milk payment reductions
distributed across its member base. Fitch's adjusted leverage
(debt/EBITDA) calculation assumes a 3% COGS reduction (Fitch
assumption) in farmer milk payments based on current milk price and
production levels which is added back to EBITDA to determine
adjusted leverage. The 3% adjustment is a conceptual exercise to
quantify the positive benefits and support to the financial
structure that result from the structural cooperative features.
DFA's past willingness to adjust milk payments at both the national
and regional level (occurs as required in certain regions to cover
the cost of handling excess milk) to protect their financial
profile, demonstrates this flexibility.
SUMMARY OF FINANCIAL ADJUSTMENTS
-- DFA's preferred stock ranks junior to the senior debt. Fitch
grants 50% equity credit to DFA's preferred shares after
considering the junior ranking, perpetuity, the option to defer
dividends, and the cumulative coupon deferral;
-- Fitch adjusted EBITDA to account for affiliate cash
distributions, associate dividends received and capital retains.
Rating Prior
------ -----
Dairy Farmers of America
LT IDR BBB Affirmed BBB
ST IDR F2 Affirmed F2
senior unsecured LT BBB Affirmed BBB
preferred LT BB+ Affirmed BB+
senior unsecured ST F2 Affirmed F2
DJ MAGIK: U.S. Trustee Unable to Appoint Committee
--------------------------------------------------
The U.S. Trustee for Region 21, until further notice, will not
appoint an official committee of unsecured creditors in the Chapter
11 case of DJ Magik Ent., LLC, according to court dockets.
About DJ Magik Ent.
DJ Magik Ent. LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Fla. Case No. 22-12162) on March 18,
2022, listing under $1 million in both assets and liabilities.
Dontarius Spigner, an authorized representative, signed the
petition.
Judge Peter D. Russin oversees the case.
Chad Van Horn, Esq., at Van Horn Law Group, PA serves as the
Debtor's legal counsel.
EAST/ALEXANDER HOLDINGS: U.S. Trustee Unable to Appoint Committee
-----------------------------------------------------------------
The U.S. Trustee for Region 2 on May 3 disclosed in a court filing
that no official committee of unsecured creditors has been
appointed in the Chapter 11 case of East/Alexander Holdings, LLC.
About East/Alexander Holdings
East/Alexander Holdings LLC, a single asset real estate (as defined
in 11 U.S.C. Section 101(51B)), sought Chapter 11 bankruptcy
protection (Bankr. W.D.N.Y. Case No. 22-20151) on April 1, 2022. In
the petition filed by Louis R. Masaschi, managing member, the
Debtor disclosed up to $10 million in assets and up to $50 million
in liabilities.
David H. Ealy, Esq., at Cristo Law Group LLC is the Debtor's legal
counsel.
ELITE HOME: Cash Collateral Access, M&T Bank DIP Loan OK'd
----------------------------------------------------------
The U.S. Bankruptcy Court for the District of New Jersey authorized
Elite Home Products, Inc. to use cash collateral and continue using
the revolving credit facility from M&T Bank, both being subject to
the terms and conditions of the parties' Loan Documents, which will
be fully applicable post-petition, within and for the purposes
specified in the Cash Collateral Budget, with a 15% variance.
The Court said the terms of the Initial Interim Cash Collateral
Order are extended and will remain in full force and effect through
the Final Hearing and entry of a final order with respect to the
Motion.
As previously reported by the Troubled Company Reporter, Elite is a
party to secured loan agreements with the Bank. The original loan
dates back to September 28, 2012. The original loan documentation
included, among other documents, a Credit Agreement, a Revolving
Line Note in the amount of $9 million, a General Security Agreement
and a Continuing Guaranty.
Elite remains within the formula set forth under the borrowing
agreements with the Bank. As of the petition date, the balance due
to the Bank is approximately $2.6 million. As adequate protection
for use of cash collateral, the Bank is granted a replacement
perfected security interest in all post-petition assets of the
Debtor and a post-petition lien and security interest on all
post-petition property and assets of the Debtor within the
definition of the Bank Collateral, to secure the Obligations, which
lien and security interest will be a first priority lien and
security interest.
The Committee Objection is preserved and will be continued to the
Final Hearing, unless prior thereto the parties reach a consensual
resolution of the issues raised therein.
The Final Hearing originally set for May 2 has been adjourned to
May 16 at 11 a.m.
A copy of the order is available at https://bit.ly/37Q9wCZ from
PacerMonitor.com.
About Elite Home Products, Inc.
Elite Home Products, Inc. is a home textile company that offers a
wide variety of sheets, duvets/comforter covers, bedding ensembles,
quilt sets, blankets & throws, and flannel.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. N.J. Case No. 22-12353) on March 24,
2022. In the petition signed by Scott R. Perretz, president, the
Debtor disclosed $6,314,175 in assets and $11,104,637 in
liabilities.
Genova Burns LLC represents the Debtor as lead counsel, Winne Banta
Basralian and Kahn, P.C. is the special counsel, Getzler Henrich
and Associates, LLC is the financial advisor, SAX LLP is the
accountant.
ENDLESS POSSIBILITIES: Gets Cash Collateral Access Thru July
------------------------------------------------------------
The U.S. Bankruptcy Court for the Middle District of Florida, Tampa
Division, has authorized Endless Possibilities, LLC, d/b/a Regymen
Fitness, to use cash collateral in accordance with the budget, with
a 10% variance.
The Debtor is permitted to use cash collateral to pay: (a) amounts
expressly authorized by the Court; (b) the current and necessary
expenses set forth in the budget; (c) additional amounts as may be
expressly approved in writing by its lenders.
The Court says expenditures in excess of the line items in the
budget or not on the budget will not be deemed to be unauthorized
use of cash collateral, unless the recipient cannot establish that
the expense would be entitled to administrative expense priority if
the recipient had extended credit for the expenditure. Expenditures
in excess of the line items in the budget or not on the budget may,
nonetheless, give rise to remedies in favor of the Lenders.
As adequate protection for the Debtor's use of cash collateral,
each creditor with a security interest in cash collateral will have
a perfected post-petition lien against cash collateral to the same
extent and with the same validity and priority as the prepetition
lien, without the need to file or execute any document as may
otherwise be required under applicable non bankruptcy law.
Regymen Fitness, LLC is the Debtor's franchisor. Regymen asserts a
lien on specific pieces of equipment and proceeds thereof.
The Debtor owes Construction Services, Inc. of Tampa, its builder,
for construction services. CSI may assert an interest in the cash
collateral.
A further hearing on the matter is scheduled for July 7, 2022 at
1:30 p.m.
A copy of the order and the Debtor's budget is available at
https://bit.ly/3OOsOJk from PacerMonitor.com.
The Debtor projects $51,800 in monthly average revenue and $51,651
in total expenses.
About Endless Possibilities, LLC
Endless Possibilities, LLC d/b/a Regymen Fitness, operates a
fitness studio with specialized instructors.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. M.D. Fla. Case No. 22-00259) on January 21,
2022. In the petition signed by Gretchen Mitchell, managing member,
the Debtor disclosed up to $500 in assets and up to $10 million in
liabilities.
Judge Catherine Peek McEwen oversees the case.
Scott A. Stichter, Esq., at Stichter, Riedl, Blain and Poster, P.A.
is the Debtor's counsel.
EYP GROUP: Taps Epiq Corporate as Claims and Noticing Agent
-----------------------------------------------------------
EYP Group Holdings seeks approval from the U.S. Bankruptcy Court
for the District of Delaware to hire Epiq Corporate
Restructuring, LLC as claims and noticing agent.
The firm's hourly rates are as follows:
Clerical/Administrative Support $25.00 – $55.00
IT / Programming $55.00 – $85.00
Project Managers/Consultants/ Directors $85.00 – $175.00
Solicitation Consultant $175.00
Executive Vice President, Solicitation $190.00
Before the petition date, the Debtors provided the firm a retainer
in the amount of $25,000.00.
Kate Mailloux, senior director of the firm, disclosed in a court
filing that she is a "disinterested person" as the term is defined
in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Kate Mailloux
Epiq Corporate Restructuring, LLC
777 Third Avenue, 12th Floor
New York, NY 10017
Tel.: +1 646 282 2532
Email: kmailloux@epiqglobal.com
About EYP Group Holdings
EYP Group Holdings is an integrated design firm specializing in
higher education, healthcare, government and science & technology.
EYP Group Holdings and affiliates sought Chapter 11 bankruptcy
protection (Bankr. D. Del. Lead Case No. 22-10367) on April 24,
2022. In the petition filed by Kefalari Mason, as authorized
officer, EYP Group Holdings listed estimated assets between $50
million to $100 million and estimated liabilities between $100
million to $500 million.
The case is assigned to Honorable Bankruptcy Judge Mary F.
Walrath.
The Debtor's counsels are Richard A. Chesley, Esq., Oksana Koltko
Rosaluk, Esq. and R. Craig Martin, Esq. and Aaron S. Applebaum,
Esq. of DLA PIPER LLP (US). HOLLINGSWORTH LLP is the Debtor's
special counsel. CARL MARKS ADVISORY GROUP LLC is its investment
banker, BERKLEY RESEARCH GROUP, LLC is the financial advisor,
BERKLEY RESEARCH GROUP, LLC is the claims agent, and Epiq Corporate
Restructuring, LLC as claims and noticing agent.
EYP GROUP: U.S. Trustee Appoints Creditors' Committee
-----------------------------------------------------
The U.S. Trustee for Regions 3 and 9 on May 4 appointed an official
committee to represent unsecured creditors in the Chapter 11 cases
of EYP Group Holdings, Inc. and its affiliates.
The committee members are:
1. Tom Birdsey
2. Thomas G. McDougall Trust
3. David Watkins
4. Peter Ottavio
5. Leila Kamal
6. John Kempf
7. Paul King
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 EYP Group Holdings
EYP Group Holdings, Inc. is an integrated design firm specializing
in higher education, healthcare, government and science and
technology.
EYP Group Holdings and affiliates sought Chapter 11 bankruptcy
protection (Bankr. D. Del. Lead Case No. 22-10367) on April 24,
2022. In the petition filed by Kefalari Mason, as authorized
officer, EYP Group Holdings listed estimated assets between $50
million to $100 million and estimated liabilities between $100
million to $500 million.
The case is assigned to Judge Mary F. Walrath.
The Debtor's counsels are Richard A. Chesley, Esq., Oksana Koltko
Rosaluk, Esq. and R. Craig Martin, Esq. and Aaron S. Applebaum,
Esq., at DLA Piper LLP (US). Hollingsworth LLP is the Debtor's
special counsel. Carl Marks Advisory Group LLC is its investment
banker, Berkley Research Group, LLC is the financial advisor, and
Berkley Research Group, LLC is the claims agent.
Ault Alliance, Inc., the DIP Lender, is represented by:
Abigail V. O'Brient, Esq.
Mintz Levin Cohn Ferris Glovsky and Popeo, P.C.
2029 Century Park East, Suite 3100
Los Angeles, CA 90067
- and -
Timothy J. McKeon, Esq.
Mintz Levin Cohn Ferris Glovsky and Popeo, P.C.
One Financial Center
Boston, MA 02111
- and -
Robert J. Dehney, Esq.
Matthew B. Harvey, Esq.
Morris Nichols Arsht & Tunnell LLP
1201 N. Market Street, 16th Floor
Wilmington, DE 19801
FIRST COAST: Seeks to Hire Eric A. Liepins as Bankruptcy Counsel
----------------------------------------------------------------
First Coast Energy TX, LLC seeks approval from the U.S. Bankruptcy
Court for the Southern District of Texas to employ Eric A. Liepins,
PC as its bankruptcy counsel.
The Debtor requires the assistance of a legal counsel for the
purpose of orderly liquidating the assets, reorganizing the claims
of the estate, and determining the validity of claims asserted in
the estate.
The hourly rates of the firm's counsel and staff are as follows:
Eric A. Liepins $275
Paralegals and Legal Assistants $30 - $50
In addition, the firm will seek reimbursement for expenses
incurred.
The firm has been paid a retainer of $5,000.
Mr. Liepins, the sole shareholder of the firm, disclosed in a court
filing that the firm is a "disinterested person" as that term is
defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Eric A. Liepins, Esq.
Eric A. Liepins, PC
12770 Coit Road, Suite 850
Dallas, TX 75251
Telephone: (972) 991-5591
Facsimile: (972) 991-5788
About First Coast Energy TX
First Coast Energy TX is an owner and operator of gasoline
stations. The company is based in Rio Grande City, Texas.
First Coast filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. S.D. Texas Case No. 22-70030) on Feb. 28,
2022, listing $731,237 in assets and $1,508,028 in liabilities.
Melissa A Haselden serves as the Debtor's Subchapter V trustee.
Judge Eduardo V. Rodriguez oversees the case.
Holder Law, led by Areya Holder Aurzada, Esq., is the Debtor's
legal counsel.
FMBC INVESTMENTS: Seeks to Hire Wilson Group as Real Estate Broker
------------------------------------------------------------------
FMBC Investments, LLC seeks approval from the U.S. Bankruptcy Court
for the Middle District of Tennessee to employ Matthew Davis and
The Wilson Group Real Estate, LLC as its real estate broker.
The firm will assist in the marketing and sale of the real estate
located at 2404, 2500, 2518, and 0 West Heiman Street, Nashville,
Tennessee 37208.
The firm will receive commission in an amount equal to 3 percent of
the purchase price up to $5 million, and 2 percent for the amount
of the purchase price in excess of $5 million.
Wilson Group is a "disinterested person" under Bankruptcy Code
Secs. 101(14) and 327, according to court filings.
The firm can be reached through:
Matthew Davis
The Wilson Group Real Estate, LLC
304 42nd Ave N
Nashville, TN 37209
Phone: +1 615-385-1414
About FMBC Investments
Nashville, Tenn.-based FMBC Investments, LLC sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Tenn. Case No.
21-01880) on June 18, 2021. At the time of the filing, the Debtor
disclosed $1 million to $10 million in both assets and liabilities.
Judge Charles M. Walker oversees the case.
Dunham Hildebrand, PLLC and the Law Firm of Baggott Law, PLLC serve
as the Debtor's bankruptcy counsel and special counsel,
respectively.
FORTRESS TRANSPORTATION: Moody's Reviews 'Ba3' CFR for Upgrade
--------------------------------------------------------------
Moody's Investors Service placed Fortress Transportation &
Infrastructure Investors LLC's (FTAI) ratings on review for
upgrade, including the company's Ba3 corporate family rating and
Ba3 senior unsecured rating. This follows an announcement [1] of an
approval by FTAI's board of directors to spin-off FTAI's
infrastructure assets and the disclosure of more clarity of the
impact on FTAI's aviation business of the military conflict between
Russia and Ukraine.
On Review for Upgrade:
Issuer: Fortress Trnsp & Infrastructure Investors LLC
Corporate Family Rating, Placed on Review for Upgrade, currently
Ba3
Senior Unsecured Regular Bond/Debenture, Placed on Review for
Upgrade, currently Ba3
Outlook Actions:
Issuer: Fortress Trnsp & Infrastructure Investors LLC
Outlook, Changed To Rating Under Review From Stable
RATINGS RATIONALE / FACTORS THAT COULD LEAD TO AN UPGRADE OR
DOWNGRADE OF THE RATINGS
In its ratings review, Moody's will consider the likely
strengthening of FTAI's capital structure after the spin-off of the
infrastructure assets. Moody's will also consider FTAI's future
investment strategy and liquidity management, capital levels and
dividend policy. FTAI has indicated that all of the recourse debt
associated with the infrastructure assets will form part of the
spin-off. Additionally, in connection with the spin, FTAI intends
to repay completely the secured bridge facility and balance of the
revolving credit facility with remaining funds paying down a
portion of the 2025 unsecured notes.
Moody's believes that FTAI will likely benefit from the spin-off of
infrastructure assets because their sale will reduce FTAI's high
capital investments requirements, even though Moody's expects that
these assets will gradually become increasingly profitable in the
next twelve to eighteen months. The infrastructure assets consist
of Jefferson Terminal, Long Ridge Energy Terminal and Repauno
Delaware Port. Of the three, only Jefferson Terminal has been
consistently profitable ($11.6 million EBITDA for the last 12
months ended March 31, 2022) with Long Ridge Terminal and Repauno
beginning to be marginally profitable this year. Transtar, a
recently acquired former subsidiary of United States Steel
Corporation (Ba3 stable), will also be spun-off and, according to
FTAI, is on track to generate approximately $70 million of annual
EBITDA.
Within its aviation business, FTAI is well positioned to benefit
from an air travel recovery supported by improving demand for the
current generation of narrow-body aircraft globally, such as the
Boeing 737 and Airbus A320 family of aircraft, that are a focus of
FTAI's investment strategy in the sector. In the first quarter of
2022, the company's revenue and earnings moderately declined
(approximately $35 million reduction to EBITDA and $70 million in
additional costs) due to the military conflict between Russia and
Ukraine. In the next 12 months, however, Moody's expects that the
company will continue to benefit from the recovery of global travel
as well as its investments and partnerships with Lockheed Martin
Corporation (A3 stable) and with AAR CORP., a global aerospace and
defense aftermarket solutions company, which will also contribute
to earnings expansion.
FTAI's ratings reflect the credit risks associated with the
company's strategy of opportunistic growth through debt-funded
asset purchases as well as, at times, debt-funded high dividend
payouts. Historically, FTAI's capital as measured by tangible
common equity to tangible managed assets was around 35% (3-year
average). However, it has recently declined and Moody's estimate
that with impairment of the aircraft and engines, stranded in
Russia and Ukraine, that this metric will decline to approximately
15%. On the other hand, Moody's anticipates that FTAI's debt-to-
EBITDA leverage (10.0x based on trailing-twelve months' EBITDA
through March 31, 2022, including impairment of assets in Russia
and one-time costs associated with the military conflict),
following the proposed spin-off of infrastructure assets and
Transtar, will improve and will normalize above the level achieved
prior to the coronavirus pandemic in the next 12 months.
The ratings could be upgraded if the spin-off occurs as planned and
FTAI maintains its commitment to its planned capital structure and
liquidity management, including its dividend policy, and Moody's
assesses that the company will benefit from an improving operating
environment.
Given the direction of the ratings review, rating downgrades are
unlikely upon completion of the review. The ratings could be
confirmed if the spin-off of the infrastructure assets is not
effectuated.
Fortress Transportation & Infrastructure Investors LLC (FTAI) is an
investor in infrastructure and equipment in the transportation
sector with total assets of $4.8 billion as of March 31, 2022. FTAI
was formed in 2011 and launched an IPO in 2015, resulting in
approximately 99% public ownership with remaining ownership
interests held by affiliates of Fortress Investment Group LLC
(Fortress). FTAI is externally managed by FIG LLC, also a Fortress
affiliate.
The principal methodology used in these ratings was Finance
Companies Methodology published in November 2019.
FREDDIE MAC: Posts $3.8 Billion Net Income in First Quarter
-----------------------------------------------------------
Federal Home Loan Mortgage Corporation filed with the Securities
and Exchange Commission its Quarterly Report on Form 10-Q
disclosing net income of $3.80 billion on $5.85 billion of net
revenues for the three months ended March 31, 2022, compared to net
income of $2.77 billion on $5.27 billion of net revenues for the
three months ended March 31, 2021.
As of March 31, 2022, the Company had $3.11 trillion in total
assets, $3.08 trillion in total liabilities, and $31.71 billion in
total equity.
Michael J. DeVito, chief executive officer, stated, "Freddie Mac
delivered a strong first quarter performance, with net income
exceeding both the first and fourth quarters of 2021.
Single-Family serious delinquencies have declined to their lowest
point in two years, and Multifamily delinquencies are at near
pre-pandemic levels as well. We remain intensely focused on our
expansive mission, with an emphasis on promoting greater equity and
sustainability."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1026214/000102621422000046/fmcc-20220331.htm
About Freddie Mac
Federal National Mortgage Association (Freddie Mac) is a GSE
chartered by Congress in 1970. The Company's public mission is to
provide liquidity, stability, and affordability to the U.S. housing
market. Freddie Mac does this primarily by purchasing residential
mortgage loans originated by lenders. In most instances, it
packages these loans into guaranteed mortgage-related securities,
which are sold in the global capital markets and transfer
interest-rate and liquidity risks to third-party investors. In
addition, the Company transfers mortgage credit risk exposure to
third-party investors through its credit risk transfer programs,
which include securities- and insurance-based offerings. The
Company also invests in mortgage loans and mortgage-related
securities. The Company does not originate loans or lend money
directly to mortgage borrowers.
Since September 2008, Freddie Mac has been operating under
conservatorship with FHFA as Conservator. The support provided by
Treasury pursuant to the Purchase Agreement enables the company to
maintain access to the debt markets and have adequate liquidity to
conduct its normal business operations. The amount of funding
available to Freddie Mac under the Purchase Agreement was $140.2
billion at Dec. 31, 2021.
Pursuant to the Purchase Agreement, Freddie Mac will not be
required to pay a dividend to Treasury on the senior preferred
stock until it has built sufficient capital to meet the capital
requirements and buffers set forth in the Enterprise Regulatory
Capital Framework. As a result, the company was not required to
pay a dividend to Treasury on the senior preferred stock in
December 2021. As the company builds capital during this period,
the quarterly increases in its Net Worth Amount have been, or will
be, added to the aggregate liquidation preference of the senior
preferred stock. The liquidation preference of the senior
preferred stock increased to $100.7 billion on March 31, 2022 based
on the $2.7 billion increase in the Net Worth Amount during the
fourth quarter of 2021, and will increase to $104.4 billion on June
30, 2022 based on the $3.7 billion increase in the Net Worth Amount
during the first quarter of 2022.
GBT TECHNOLOGIES: Tokenize Acquires $100K GTX Promissory Notes
--------------------------------------------------------------
GBT Tokenize Corp, a Nevada corporation which GBT Technologies,
Inc. owns 50% of the outstanding shares of common stock, entered
into a series of agreements with GTX Corp and various note holders
of GTX pursuant to which Tokenize acquires convertible promissory
notes of GTX in the principal amount of $100,000. In addition,
Tokenize acquired 5,000,000 shares of common stock of GTX for a
purchase price of $150,000.
The GTX Notes bear 10% interest per annum and 50% of the principal
may be converted into shares of common stock on a one-time basis at
a conversion price of $0.01 per share. The remaining 50% of the
principal must be paid in cash.
The closing occurred on April 12, 2022.
Magic Agreement
The Company, through its wholly owned subsidiary, Greenwich
International Holdings, a Costa Rica corporation, entered into a
Master Joint Venture and Territorial License Agreement with Magic
Internacional Argentina FC, S.L. and Tokenize which replaced a
prior joint venture entered between the parties.
The purpose of Tokenize is to develop, maintain and support source
codes for its proprietary technologies including advanced mobile
chip technologies, tracking, radio technologies, AI core engine,
electronic design automation, mesh, games, data storage,
networking, IT services, business process outsourcing development
services, customer service, technical support and quality assurance
for business, customizable and dedicated inbound and outbound calls
solutions, as well as digital communications processing for
enterprises and startups, throughout the world, which Technology
Portfolio was previously licensed to the Company for the State of
California.
The Tokenize Agreement provides that the Company shall contribute
150,000,000 shares of common stock of the Company to Tokenize.
Sergio Fridman is the manager of Magic and the beneficial owner of
all outstanding securities of Magic. Magic will contribute cash of
$250,000 into Tokenize in consideration of a promissory note and
agreed to further fund Tokenize with all funds reasonably needed
for implementation of the business purposes as described in the
Tokenize Agreement. The GBT Shares will not be transferable for a
period of five years.
Magic and the Company each own 50% of the outstanding shares of
common stock of Tokenize. The Company pledged its 50% ownership in
Tokenize and its 100% ownership of Greenwich to Magic for providing
that Magic may take possession of such Pledged Securities in the
event the Company executes, delivers and performs any future
agreement or document or judgement resulting in the creation of any
lien, pledge, mortgage, claim, charge or encumbrance upon any
assets of the Company. The Company shall appoint two directors and
Magic shall appoint one director of Tokenize.
The offer, sale and issuance of the above securities was made to an
accredited investor and the Company relied upon the exemptions
contained in Section 4(a)(2) of the Securities Act of 1933, as
amended, and/or Rule 506 of Regulation D promulgated there under
with regard to the sale. No advertising or general solicitation
was employed in offering the securities. The offer and sales were
made to an accredited investor and transfer of the common stock
will be restricted by the Company in accordance with the
requirements of the Securities Act of 1933, as amended.
About GBT
Headquartered in Santa Monica, CA, GBT Technologies, Inc. is
targeting growing markets such as development of Internet of Things
(IoT) and Artificial Intelligence (AI) enabled networking and
tracking technologies, including wireless mesh network technology
platform and fixed solutions, development of an intelligent human
body vitals device, asset-tracking IoT, and wireless mesh networks.
The Company derived revenues from the provision of IT services.
The Company is seeking to generate revenue from the licensing of
its technology.
GBT Technologies reported a net loss of $33.93 million for the year
ended Dec. 31, 2021, a net loss of $17.99 for the year ended
Dec. 31, 2020, and a net loss of $186.51 for the year ended Dec.
31, 2019. As of Dec. 31, 2021, the Company had $4.02 million in
total assets, $32.78 million in total liabilities, and a total
stockholders' deficit of $28.76 million.
Lakewood, Colo.-based BF Borgers CPA PC, the Company's auditor
since 2017, issued a "going concern" qualification in its report
dated March 25, 2022, citing that the Company's significant
operating losses raise substantial doubt about its ability to
continue as a going concern.
GLAUKOM LLC: Selling Business Assets to Olympus Eye for $104K
-------------------------------------------------------------
Glaukom, LLC, seeks approval from the U.S. Bankruptcy Court for the
District of Utah to sell assets to Olympus Eye Associates, PC, for
$104,379, in accordance with the terms of their Asset Purchase
Agreement dated April 13, 2021.
The Debtor, through its medical staff, performs eye surgeries and
related services to numerous patients. During the last two weeks
in January, the Debtor's principal Dr. Gregory M. Christiansen, had
discussions with a potential out-of-state employer regarding
alternative employment. Those discussions eventually led to
Christiansen receiving a proposed employment contract on Jan. 30,
2022. Under the proposed contract, Christiansen would move to Iowa
and start his new employment by June 6, 2022. Christiansen accepted
the new employment. To do so, however, Christiansen needed to sell
the Debtor's ongoing business or otherwise liquidate its assets.
The Debtor believes that selling its operations as a going concern
will provide the highest return on the value of the Debtor's
business and its assets. Selling its business as a going concern,
however, required time for the Debtor to market and sell the
ongoing operations.
The Debtor has been diligently marketing its assets and negotiating
with various interested parties for the sale of its ongoing
business and its assets. As a result of those efforts, the Debtor
has recently received the attached APA from the Buyer, one of the
parties with which the Debtor has been negotiating, offering to
purchase the Property for the sum of $104,379.001. The offer by
the Buyer is a fair and equitable offer according to the Debtor's
assessment.
The Debtor intends to sell its interest in the Property, free and
clear of all liens and interests, with no warranties or guarantees
except as set forth in the APA. To the best of the Debtor's
knowledge, the following creditors have liens on the Property:
Wells Fargo Bank - First lien in the amount of approximately
$28,143.34; and the SBA - Second lien in the amount of
approximately $149,900 for an EIDL loan which is not yet due and
payable.
The Debtor has received the offer for the Property as set forth,
which offer is subject to higher and better offers and subject to
bankruptcy court approval. Any parties desiring to make a higher
and better offer must present the offer in writing to counsel for
the Debtor by May 2, 2022. Upon completion of the sale, the Debtor
will provide the ultimate purchaser with an order approving the
sale of the Property free and clear of liens and interests which
liens and interests will attach to the proceeds of the sale.
The proceeds of the sale will be held in trust in the Debtor's
counsel's client trust account to be distributed in accordance with
the provisions of a confirmed plan of reorganization in the
Debtor's bankruptcy case.
A copy of the Agreement is available at
https://tinyurl.com/4hzhjch3 from PacerMonitor.com free of charge.
About Glaukom LLC
Glaukom, LLC is an ophthalmology practice located in Salt Lake
City, Utah. Its services range from LASIK, cataract surgery,
glaucoma management and surgery, to comprehensive, routine, and
diabetic eye exams.
Glaukom filed its voluntary petition for Chapter 11 protection
(Bankr. D. Utah Case No. 21-24757) on Nov. 5, 2021, listing
$547,603 in total asset and $1,015,696 in total liabilities as of
Dec. 31, 2020. Gregory A. Christiansen, manager, signed the
petition.
Judge Joel T. Marker oversees the case.
Diaz & Larsen and Grove, Mueller and Swank, P.C. serve as the
Debtor's legal counsel and accountant, respectively.
GOPHER COURIER: Wins Cash Collateral Access
-------------------------------------------
The U.S. Bankruptcy Court for the District of Massachusetts
authorized Gopher Courier Service, Inc. to use cash collateral on
the same terms and conditions as the prior order authorizing use of
cash collateral dated February 16, 2022, in accordance with the
amended budget filed on April 26.
The U.S. Department of Treasury, Internal Revenue Service and the
Massachusetts Department of Revenue assert an interest in the cash
collateral.
The February 16 order provided that the Debtor is permitted to use
cash collateral up to the amounts stated for any line item for the
purposes identified in the Budget, with a 15% variance, through the
date of the final hearing.
The telephonic hearing on the matter is scheduled for May 10, 2022
at 4:30 p.m.
A copy of the order is available at https://bit.ly/37S3txM from
PacerMonitor.com.
About Gopher Courier Service
Gopher Courier Services, Inc. filed a Chapter 11 bankruptcy
petition (Bankr. D. Mass. Case No. 21-40929) on Dec. 24, 2021,
disclosing as much as $1 million in both assets and liabilities.
Judge Christopher J. Panos oversees the case.
The Debtor is represented by Robert W. Kovacs Jr., Esq., at Kovacs
Law, P.C.
GROM SOCIAL: Inks Separation Agreement With Chief Operating Officer
-------------------------------------------------------------------
Grom Social Enterprises, Inc., Grom Social, Inc. and Melvin Leiner
entered into an Executive Separation Agreement, pursuant to which
Mr. Leiner retired from his positions as the Company's executive
vice president and chief operating officer. Pursuant to the
Separation Agreement, Mr. Leiner's employment with the Company
ended on April 22, 2022 and Mr. Leiner is to receive separation
payments over a nine month period equal to his base salary, as well
as certain limited health benefits.
In accordance with the Separation Agreement, the Company will pay
to Mr. Leiner the sum of $236,250 in biweekly installments over the
nine month period beginning on the first regular Company pay period
after April 22, 2022 and ending on Jan. 13, 2022. The Separation
Agreement also contains non-disparagement covenants and a mutual
release of claims by the parties thereto.
About Grom Social
Boca Raton, Florida-based Grom Social Enterprises, Inc. --
www.gromsocial.com -- is a media, technology and entertainment
company focused on delivering content to children under the age of
13 years in a safe secure Children's Online Privacy Protection Act
("COPPA") compliant platform that can be monitored by parents or
guardians. The Company operates its business through the following
four wholly-owned subsidiaries: Grom Social, Inc., TD Holdings
Limited, Grom Educational Services, Inc., and Grom Nutritional
Services, Inc.
Grom Social reported a net loss of $10.22 million for the year
ended Dec. 31, 2021, a net loss of $5.74 million for the year ended
Dec. 31, 2020, and a net loss of $4.59 million for the year ended
Dec. 31, 2019. As of Dec. 31, 2021, the Company had $37.85 million
in total assets, $11.73 million in total liabilities, and $26.12
million in total stockholders' equity.
GROM SOCIAL: Melvin Leiner Quits as Director
--------------------------------------------
Melvin Leiner resigned from Grom Social Enterprises, Inc.'s Board
of Directors, effective immediately. He did not serve on any Board
committees at the time of his resignation.
Mr. Leiner did not resign as a result of any disagreement with the
Company on any matter relating to the Company's operations,
policies or practices, as disclosed in a Form 8-K filed with the
Securities and Exchange Commission.
About Grom Social
Boca Raton, Florida-based Grom Social Enterprises, Inc. --
www.gromsocial.com -- is a media, technology and entertainment
company focused on delivering content to children under the age of
13 years in a safe secure Children's Online Privacy Protection Act
("COPPA") compliant platform that can be monitored by parents or
guardians.
Grom Social reported a net loss of $10.22 million for the year
ended Dec. 31, 2021, a net loss of $5.74 million for the year ended
Dec. 31, 2020, and a net loss of $4.59 million for the year ended
Dec. 31, 2019. As of Dec. 31, 2021, the Company had $37.85 million
in total assets, $11.73 million in total liabilities, and $26.12
million in total stockholders' equity.
GULF COAST HEALTH: Court Rejects Bankruptcy Plan Due to Releases
----------------------------------------------------------------
Daniel Gill and James Nani of Bloomberg Law report that bankrupt
former nursing home operator Gulf Coast Health Care LLC lost its
bid for approval of a liquidation plan that would have guaranteed
unsecured creditors at least $10 million.
The Plan improperly provides that third parties would be releasing
non-debtors from liquidation claims without those claimants'
consent, Judge Karen B. Owens of the U.S. Bankruptcy Court for the
District of Delaware said at a hearing Wednesday, May 4, 2022.
Owens said she would have otherwise approved the plan.
The plan would have allowed creditors to recover more than they
would from a Chapter 7 liquidation, passing a key test for court
confirmation, she said.
About Gulf Coast Health Care
Gulf Coast Health Care, LLC, is a licensed operator of 28 skilled
nursing facilities comprising nearly 3,350 licensed beds across
Florida, Georgia, and Mississippi. It provides short-term
rehabilitation, comprehensive post-acute skilled care, long-term
care, assisted living, and therapy services in each of its
facilities.
Gulf Coast Health Care and 61 affiliates sought Chapter 11
protection (Bankr. D. Del. Lead Case No. 21-11336) on Oct. 14,
2021. In the petition signed by Benjamin M. Jones as chief
restructuring officer, Gulf Coast listed up to $50 million in
assets and up to $500 million in liabilities.
The cases are handled by Judge Karen B. Owens.
The Debtors tapped McDermott Will & Emery LLP and Ankura Consulting
Group LLC as legal counsel and restructuring advisor, respectively.
M. Benjamin Jones of Ankura serves as the Debtors' chief
restructuring officer. Epiq Corporate Restructuring, LLC, is the
claims, noticing, and administrative agent.
On Oct. 25, 2021, the U.S. Trustee for Region 3 appointed an
official committee of unsecured creditors in the Chapter 11 cases.
Greenberg Traurig, LLP, and FTI Consulting, Inc., serve as the
committee's legal counsel and financial advisor, respectively.
The Debtor filed its proposed Chapter 11 plan and disclosure
statement on Oct. 28, 2021.
H&H 272 GRAND: Seeks to Hire Robinson Brog as Bankruptcy Counsel
----------------------------------------------------------------
H&H 272 Grand LLC seeks approval from the U.S. Bankruptcy Court for
the Eastern District of New York to hire Robinson Brog Leinwand
Greene Genovese & Gluck P.C. as its counsel.
The firm's services include:
(a) providing legal advice with respect to the Debtor's powers
and duties as a Debtor in Possession under the Bankruptcy Code in
the continued operation of its business and the management of its
property;
(b) negotiating, drafting, and pursuing all documentation
necessary in this chapter 11 case, including, without limitation,
any debtor in possession financing arrangements and the disposition
of the Debtor's assets, by sale or otherwise;
(c) preparing, on behalf of the Debtors, applications,
motions, answers, orders, reports, and other legal papers necessary
to the administration of the Debtor's estate;
(d) negotiating with creditors of the Debtor, preparing a plan
of reorganization and taking the necessary legal steps to
consummate a plan, including, if necessary, negotiations with
respect to financing a plan;
(e) appearing in Court and protecting the interests of the
Debtor before the Court;
(f) attending meetings and negotiating with representatives of
creditors, the United States Trustee, and other
parties-in-interest;
(g) providing legal advice to the Debtor regarding bankruptcy
law, corporate law, corporate governance, tax, litigation, and
other issues attendant to the Debtor's business operations;
(h) taking all necessary actions to protect and preserve the
Debtor's estate including prosecuting actions on the Debtor's
behalf, defending any action commenced against the Debtor, and
representing the Debtor in negotiations concerning litigation in
which the Debtor is involved, including objections to claims filed
against the Debtor's estates; and
(i) performing other legal services.
The firm will be paid at these rates:
Shareholders $500-$800 per hour
Of Counsel $495-$600 per hour
Associates $325-$475 per hour
Legal Assistants $120-$150 per hour
Robinson received advanced payment retainer totaling $25,000 from
Cornell, an affiliate of the Debtor.
Fred Ringer, Esq., a shareholder of Robinson, disclosed in a court
filing that he is a "disinterested person" as the term is defined
in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Fred B. Ringel
Robinson Brog Leinwand Greene Genovese & Gluck P.C.
875 Third Avenue
New York, NY 10022
Tel: (212) 603-6301
Fax: (212) 956-2164
Email: fbr@robinsonbrog.com
About H&H 272 Grand LLC
H&H 272 Grand LLC is engaged in activities related to real estate.
The Debtor is currently under contract to purchase the real
property located at 272-274 Grand Street, Brooklyn, New York. The
Property is currently owned by Grand Mazel, LLC.
H&H 272 Grand LLC filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case No.
22-40693) on April 1, 2022. The petition was signed by David
Goldwasser, Managing Member, FIA Capital Partners LLC, manager. At
the time of filing, the Debtor estimated $1 million to $10 million
in both assets and liabilities.
Judge Jil Mazer-Marino presides over the case.
Fred B. Ringel, Esq. at Robinson Brog Leinwand Greene Genovese &
Gluck P.C. serves as the Debtor's counsel.
HAZELTON DEVELOPMENT: Obtains CCAA Initial Order
------------------------------------------------
Hazelton Development Corporation sought protection from its
creditors under the Companies' Creditors Arrangement Act. Pursuant
to the order issued by the Ontario Superior Court of Justice
(Commercial List) on April 20, 2022 ("Initial Order"), Grant
Thornton Limited was appointed as the monitor under the CCAA
proceedings.
A copy of the Initial Order is available on the Monitor's website
at: https://www.grantthornton.ca/Hazelton.
At present, creditors are not required to file a proof of claim.
The Company and the Monitor will provide creditors with further
information regarding a claims process, if such a process is
initiated. Please note that during the CCAA proceedings:
a) Pursuant to the Initial Order, other than to critical suppliers
(with the Monitor's consent), Hazelton is not permitted to make
payment of amounts owing by the Company to its creditors as at the
date of the Initial Order; however, Hazelton intends to pay for all
duly authorized purchases of goods and services provided to it on
or after April 20, 2022; and
b) The commencement or continuation of any and all proceedings or
enforcement processes and any and all rights and remedies of any
person against Hazelton, its property and its current directors and
officers are stayed pursuant to the Initial Order.
The stay of proceedings and the approval of the interim financing
granted in the Initial Order are intended to allow the Company to
continue operations in the ordinary course while it explores its
strategic options and alternatives. If creditors have questions
regarding the foregoing, they may contact the Monitor's office at:
1 (866) 623-3531 or Hazelton@ca.gt.com.
Monitor can be reached at:
Grant Thorton Limited
200 King Street West, 11th Floor
Toronto, ON M5H 3T4
Daniel Wootton
Email: Dan.wootton@ca.gt.com
Bruce Bando
Email: Bruce.Bando@ca.gt.com
Lawyers for the Monitor:
Thorton Grout Finnigan LLP
100 Wellington St. W #3200
Toronto, ON M5K 1K7
Robert Thornton
Email: RThornton@tgf.ca
Alexander Soutter
Email: ASoutter@tgf.ca
Lawyers for Hazelton Development Corporation:
Miller Thomson LLP
40 King Street West, Suite 5800,
Toronto ON M5H 3S1
Larry Ellis
Email: lellis@millerthomson.com
Tel: 416-595-8639
David Ward
Email: dward@millerthomson.com
Tel: 416-595-8625
Asim Iqbal
Email: aiqbal@milelrthomson.com
Tel: 416-597-6008
Sam Massie
Email: smassie@millerthomson.com
Tel: 416-595-8641
Monica Faheim
Email: mfaheim@millerthomson.com
Tel: 416-597-6087
Hazelton Development Corporation is a closely-held corporation. It
owns the property municipally known as 4064, 4070 and 4078 Dixie
Road, Mississauga, Ontario.
HONX INC: Gets Court Okay for Stay of USVI Asbestos Trial
---------------------------------------------------------
Vince Sullivan of Law360 reports that a bankrupt subsidiary of oil
giant Hess Corp., Honx Inc., successfully sought a stay of an
asbestos injury trial slated to start Monday, May 2, 2022,in the
U.S. Virgin Islands, with a Texas judge ruling Friday, April 29,
2022, that attempts by the plaintiffs to continue the trial against
the debtor's parent company were appropriate.
During a virtual hearing, U.S. Bankruptcy Judge Marvin Isgur said
that HONX Inc. is automatically entitled to a stay of most
litigation against it once it files for bankruptcy and that the
plaintiff's attempt to sever HONX from the asbestos trial violated
that stay.
About Honx Inc.
HONX Inc. is a subsidiary of Hess Corporation, a publicly-traded
global energy company. HONX is the corporate successor of Hess
Oil Virgin Islands Corporation, which owned and operated an oil
refinery in St. Croix, U.S. Virgin Islands from the beginning of
its construction in 1965 until a non-operating entity with minimal
assets consisting primarily of a 50% ownership in a joint venture
from 1998 to 2016, and post-2016 it has continued its corporate
existence solely to manage its alleged asbestos liabilities related
to the Refinery.
Honx Inc. sought Chapter 11 bankruptcy protection (Bankr. S.D. Tex.
Case No. 22-90035) on April 28, 2022.
The case is assigned to Honorable Bankruptcy Judge Marvin Isgur.
In the petition filed by Todd R. Snyder, as chief administrative
officer, Honx Inc. estimated assets between $10 million and $50
million and estimated liabilities between $500 million and $1
billion.
KIRKLAND & ELLIS LLP is the Debtor's counsel. Matthew D.
Cavenaugh, Esq., of JACKSON WALKER LLP, is the Debtor's
co-bankruptcy counsel. PIPER SANDLER COMPANIES/TRS ADVISORS LLC is
its financial advisor. STRETTO, INC., is the noticing agent and
BATES WHITE LLC is the estimation professional.
HOYOS INTEGRITY CORP: Files for Chapter 11 Bankruptcy
-----------------------------------------------------
Hoyos Integrity Corporation filed for chapter 11 protection in the
District of Delaware. According to court filing, Hoyos Integricty
Corporation estimates between 50 and 99 unsecured creditors. The
petition states that funds will be available to unsecured
creditors.
A telephonic meeting of creditors under 11 U.S.C. Sec. 341(a) is
slated for May 31, 2022 at 2:00 P.M.
About Hoyos Integrity Corporation
Hoyos Integrity Corporation -- https://www.hoyosintegrity.com -- is
an information technology company that specializes in the fields of
mobile, security, and technology.
Hoyos Integrity Corporation sought Chapter 11 bankruptcy protection
(Bankr. D. Del.Case No. 22-10365) on April 21, 2022. In the
petition filed by Frank Tobin, as president, Hoyos Integrity
Corporation listed estimated assets between $1 million and $10
million and estimated liabilities between $10 million and $50
million.
The case is assigned to Honorable Bankruptcy Judge Mary F.
Walrath.
Raymond Howard Lemisch, of Klehr Harrison Harvey Branzburg LLP, is
the Debtor's counsel.
INPIXON: Buys $6M Convertible Debenture From Unaffiliated Company
-----------------------------------------------------------------
Inpixon entered into and consummated the transactions contemplated
by a Securities Purchase Agreement with an unaffiliated company
operating in the insurance technology sector, pursuant to which
Inpixon purchased a 10% Original Issue Discount Senior Convertible
Debenture issued by the Seller in an aggregate principal amount of
$6,050,000 for a purchase price of $5,500,000. The Purchase
Agreement is one of a series of securities purchase agreements
which Seller has or will enter into under a private placement of
Debentures commenced in February 2022.
Debenture
Interest, Maturity and Prepayment. Interest on the Debenture
accrues at a rate of 12% per annum, of which 12 months will be
guaranteed, and is payable on each conversion date (as to the
principal amount being converted) and on the maturity date, in
cash, or in shares of Class A common stock of Seller upon a
conversion of all or a portion of the outstanding principal amount
on the Debenture. The Debenture will mature on the date that is 12
months from the Original Issue Date, which may be extended or
accelerated pursuant to the terms of the Debenture. The Seller may
elect to extend the maturity for an additional 3-month period from
the Original Maturity Date, provided, that upon such extension, the
aggregate amount due and payable on the Debenture will be increased
to 130% of the aggregate amount due and payable on the Debenture at
the expiration of the Original Maturity Date. The Seller may
prepay all or any portion of the Debenture, provided, that Seller
will also pay a prepayment premium equal to (i) 20% if prior to the
Original Maturity Date, or (ii) 30%, if during the Extension
Period, of the aggregate amount due and payable on the Debenture at
the time of prepayment, and any prepayment will be made to all
purchasers of Debentures in the 2022 Debenture Offering on a pro
rata basis based on the respective outstanding principal amounts of
the Debentures.
Conversion. At any time after 270 days following the Original
Issue Date, Inpixon may elect to convert all or a portion of the
Debenture. If Seller consummates a public offering of its Class A
common stock for an aggregate price of at least $5,000,000 or a
business combination transaction with a special purpose acquisition
corporation resulting in the listing of the securities of Seller,
or any successor entity to Seller, on a qualified stock exchange,
the outstanding amount on the Debenture will be automatically
converted into Conversion Shares. The number of Conversion Shares
issuable upon a conversion will be the quotient obtained by
dividing the outstanding amount on the Debenture to be converted by
the conversion price, which will be equal to (i) in the event of a
Voluntary Conversion, $5.00 per Conversion Share, which will be
reduced to $4.00 per Conversion Share if there has been no
Mandatory Conversion within 360 days following the Original Issue
Date or an event of default occurs; or (ii) in the event of a
Mandatory Conversion, 75% of the issuance price or merger
consideration per share, as applicable, in the Qualified Offering,
subject to customary adjustments pursuant to the Debenture.
Default Events. Each of the following events will constitute an
event of default under the Debenture: (i) failure to meet a payment
obligation under the Debenture, (ii) failure to observe other
covenants of the Debenture or related agreements, (iii) a default
under the Debenture, related agreements or other material
agreements of Seller, (iv) breach of any material representation or
warranty, (v) bankruptcy, (vi) default under other credit
arrangements of Seller, (vii) a change in control not resulting
from a Qualified Offering, or (viii) any monetary judgment or
similar process entered or filed against the Seller for more than
$250,000 which is unvacated for a 45 day period. If any event of
default occurs, Inpixon may demand an immediate payment of 130% of
the entire outstanding amount on the Debenture, and the interest
rate of the Debenture will be increased to the lesser of (i) 18%
per annum and (ii) the maximum rate permitted under applicable
law.
Subsidiary Guarantee. Each of the direct subsidiaries of the
Seller entered into a guarantee in favor of Inpixon, pursuant to
which each such subsidiary guaranteed the complete payment and
performance by the Seller of its obligations under the Debenture
and related agreements.
About Inpixon
Headquartered in Palo Alto, Calif., Inpixon (Nasdaq: INPX) is an
indoor data company and specializes in indoor intelligence. The
Company's indoor location data platform and patented technologies
ingest and integrate data with indoor maps enabling users to
harness the power of indoor data to create actionable
intelligence.
Inpixon reported a net loss of $70.13 million for the year ended
Dec. 31, 2021, a net loss of $29.21 million for the year ended Dec.
31, 2020, a net loss of $33.98 million for the year ended Dec. 31,
2019, and a net loss of $24.56 million for the year ended Dec. 31,
2018. As of Dec. 31, 2021, the Company had $156.67 million in
total assets, $28.49 million in total liabilities, $44.70 million
in mezzanine equity, and $83.49 million in total stockholders'
equity.
INPIXON: Has Until Oct. 24 to Regain Nasdaq Compliance
------------------------------------------------------
Inpixon received a letter from the Listing Qualifications Staff of
The Nasdaq Stock Market LLC, notifying the Company that it has been
granted an additional 180 calendar day period, or until Oct. 24,
2022, to regain compliance with the Minimum Bid Price Requirement.
The new compliance period is an extension of the initial Compliance
Period.
On Oct. 25, 2021, Inpixon received a letter from Nasdaq indicating
that, based upon the closing bid price of the Company's common
stock for the 30 consecutive business days beginning on Sept. 13,
2021, and ending on Oct. 22, 2021, the Company did not meet the
requirement to maintain a minimum bid price of $1 per share, as set
forth in Nasdaq Listing Rule 5550(a)(2). The letter also indicated
that the Company will be provided with a compliance period of 180
calendar days, or until April 25, 2022, in which to regain
compliance in accordance with Nasdaq Listing Rule 5810(c)(3)(A).
Nasdaq's determination was based on the Company meeting the
continued listing requirement for market value of publicly held
shares and all other applicable requirements for initial listing on
the Nasdaq Capital Market, with the exception of the Minimum Bid
Price Requirement, and the Company's written notice of its
intention to cure the deficiency during the second compliance
period by effecting a reverse stock split, if necessary.
If compliance with the Minimum Bid Price Requirement cannot be
demonstrated by Oct. 24, 2022, Nasdaq will provide written
notification that the Company's common stock will be delisted. In
such event, Nasdaq rules permit the Company to appeal any delisting
determination to a Nasdaq Hearings Panel. Accordingly, there can
be no assurance that the Company will be able to regain compliance
with the Nasdaq listing rules or maintain its listing on the Nasdaq
Stock Market.
About Inpixon
Headquartered in Palo Alto, Calif., Inpixon (Nasdaq: INPX) is an
indoor data company and specializes in indoor intelligence. The
Company's indoor location data platform and patented technologies
ingest and integrate data with indoor maps enabling users to
harness the power of indoor data to create actionable
intelligence.
Inpixon reported a net loss of $70.13 million for the year ended
Dec. 31, 2021, a net loss of $29.21 million for the year ended Dec.
31, 2020, a net loss of $33.98 million for the year ended Dec. 31,
2019, and a net loss of $24.56 million for the year ended Dec. 31,
2018. As of Dec. 31, 2021, the Company had $156.67 million in
total assets, $28.49 million in total liabilities, $44.70 million
in mezzanine equity, and $83.49 million in total stockholders'
equity.
IQVIA INC: Moody's Affirms 'Ba2' CFR, Outlook Remains Stable
------------------------------------------------------------
Moody's Investors Service affirmed the ratings of IQVIA Inc.
including the Ba2 Corporate Family Rating and Ba2-PD Probability of
Default Rating. Moody's also affirmed the Ba1 senior secured credit
facility ratings and the Ba3 unsecured notes ratings. The
Speculative Grade Liquidity Rating remains at SGL-1, and the
outlook remains stable.
The rating affirmation reflects strong operating performance in
FY2021, as well as healthy growth in new business bookings and the
company's backlog. These business tailwinds are partially offset by
Moody's expectation that the company will continue to pursue a
moderately aggressive financial policy, with shareholder friendly
activities and acquisitions taking priority over deleveraging. To
that end, the company has publicly announced its plan to deploy $2
to $3 billion annually towards share repurchase and M&A over the
next few years.
Affirmations:
Issuer: IQVIA Inc.
Corporate Family Rating, Affirmed Ba2
Probability of Default Rating, Affirmed Ba2-PD
Senior Secured Bank Credit Facility, Affirmed Ba1 (LGD2)
Senior Unsecured Regular Bond/Debenture, Affirmed Ba3 (LGD5)
Issuer: IQVIA RDS Inc.
Senior Secured Bank Credit Facility, Affirmed Ba1 (LGD2)
Outlook Actions:
Issuer: IQVIA Inc.
Outlook, Remains Stable
Issuer: IQVIA RDS Inc.
Outlook, Remains Stable
RATINGS RATIONALE
IQVIA's Ba2 Corporate Family Rating reflects the company's
considerable size, scale, and strong market positions as both a
pharmaceutical contract research organization (CRO) and
pharmaceutical data and analytics provider. The ratings are also
supported by the company's good operating cash flow and very good
liquidity. Market dynamics within IQVIA's CRO and data providing
businesses are stable which in Moody's view, will be contributing
to relatively low earnings volatility and predictable free cash
flow over the next few years.
Despite Moody's expectation that IQVIA will generate healthy
earnings over the intermediate-term, Moody's believes debt/EBITDA
will generally be maintained between 4.5 times and 5 times. To that
end, the company has publicly announced its plan to deploy $2 to $3
billion annually towards share repurchase and M&A over the next few
years. IQVIA's ratings are constrained by its moderately aggressive
financial policies as Moody's believes that free cash flow, in
addition to funds raised from incremental debt, will continue to be
prioritized for share repurchases and acquisitions.
The SGL-1 Speculative Grade Liquidity Rating reflects Moody's
expectation that IQVIA will maintain very good liquidity over the
next 12-18 months. Cash and other investments at December 31, 2021
exceeded $1.3 billion. Moody's expects IQVIA to generate free cash
flow of around $1.7 billion in FY2022. Liquidity is also supported
by a $1.5 billion revolving credit facility that expires in 2026;
Moody's expects the company will have periodic draws primarily for
M&A. The revolver and term loans contain financial maintenance
covenants including a maximum secured net leverage test of 4.0
times, and a minimum interest coverage test of 3.5 times. Moody's
expect that the company will maintain very good cushion over the
next 12-18 months.
Social and governance considerations are material to IQVIA's
rating. Social risk considerations relate to pharmaceutical drug
pricing, which could have both positive and negative effects for
IQVIA. Drug pricing pressure in the US may spur the need for
IQVIA's customers to invest more heavily in R&D, which would be a
benefit. However, potential legislation to curb pharmaceutical drug
price inflation could also have a negative impact for IQVIA if
pharma customers look to trim expenses or reduce the scope of
existing projects. Additionally, large mergers could result in
customer consolidation/pricing pressure. Governance considerations
include IQVIA's history of debt-funded share buybacks. Moody's
believes the company will maintain leverage at 4.5x to 5.0x over
time, due to debt-funded shareholder friendly activities and M&A,
more than offsetting organic earnings growth.
The stable rating outlook reflects Moody's expectation that IQVIA
will grow earnings in the high-single digits over the next 12 to 18
months and that debt/EBITDA will generally be maintained between
4.5 and 5.0 times.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Moody's could downgrade IQVIA's ratings if it believes debt to
EBITDA will be sustained above 5.5x. Significant debt-funded
acquisitions or share repurchases could also result in a
downgrade.
Moody's could upgrade the ratings if Moody's expects the company to
maintain debt to EBITDA below 4.5x times, while demonstrating
consistent revenue growth and favorable profit margins.
IQVIA is a leading global provider of outsourced contract research
and contract sales services to pharmaceutical, biotechnology and
medical device companies. The company is also a leading provider of
sales and other market intelligence primarily to the pharmaceutical
and biotech industries. Reported revenues for the twelve months
ended December 31, 2021 were $13.9 billion.
The principal methodology used in these ratings was Business and
Consumer Service Industry published in November 2021.
ITURRINO & ASSOCIATES: Gets Court Nod to Use Cash Collateral
------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Texas, Fort
Worth Division, authorized Iturrino and Associates, Inc., d/b/a Dry
Clean Supercenter at Golden Triangle, to use cash collateral on an
interim basis in accordance with the budget, with a 15% variance.
An immediate and critical need exists for the Debtor to obtain
funds in order to continue the operation of its business.
Lendstream Small Business Finance, LLC f/k/a Business Loan Center,
LLC may claim that substantially all of the Debtor's assets are
subject to the Secured Lender's Prepetition Liens.
To the extent of any diminution in value in the Secured Lender's
Prepetition Collateral, the Secured Lender is granted valid,
binding, enforceable, and perfected liens co-extensive with the
Secured Lender's pre-petition liens in all currently owned or
hereafter acquired property and assets of the Debtor.
The replacement liens granted are automatically perfected without
the need for filing of a UCC-1 financing statement with the
Secretary of State's Office or any other such act of perfection.
The Debtor has been directed to pay the Secured Lender the amount
of $500 on or before April 30, 2022 as adequate protection for use
of cash collateral in the month of April 2022.
The interim authority for the use of cash collateral will extend to
the final hearing scheduled for May 9, 2022 at 1:30 p.m.
A copy of the order and the Debtor's budget is available at
https://bit.ly/38EG6rk from PacerMonitor.com.
The Debtor projects $32,000 in income and $29,765 in expenses for
one month.
About Iturrino and Associates, Inc.
Iturrino and Associates, Inc., d/b/a Dry Clean Supercenter at
Golden Triangle, operates a Dry Clean Super Center located in
Keller, Texas. The Debtor sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. N.D. Tex. Case No. 22-40850-elm11) on
April 18, 2022. In the petition signed by Josh Iturrino, president
and chief executive officer, the Debtor disclosed up to $1 million
in assets and up to $10 million in liabilities.
Judge Edward L. Morris oversees the case.
Joyce Lindauer, Esq., at Joyce W. Lindauer Attorney, PLLC is the
Debtor's counsel.
JAKKS PACIFIC: Amends Term Loan Credit Facility With BSP Agency
---------------------------------------------------------------
Jakks Pacific, Inc. and its subsidiaries entered into a First
Amendment to First Lien Term Loan Facility Credit Agreement with
certain financial institutions as lenders and BSP Agency, LLC, as
administrative agent for each of the lenders.
The amendment provides, among other things, that the Company must
Maintain Qualified Cash of at least: (a) at all times after the
Closing Date and prior to the First Amendment Effective Date,
$20,000,000; (b) at all times during the period commencing on the
First Amendment Effective Date through and including June 30, 2022,
$15,000,000; and (c) at all times on and after July 1, 2022,
through Sept. 30, 2022, $17,500,000; provided, however, that if the
Total Net Leverage Ratio exceeded 1.75:1.00 as of the last day of
the most recently ended month for which financial statements were
required to have been delivered pursuant to Section 5.1(a), then
the amount set forth in this clause (c) shall be increased to
$20,000,000 on the third Business Day following the due date of
such financial statements. Notwithstanding the foregoing, the
Applicable Minimum Cash Amount shall be reduced by $1,000,000 for
every $5,000,000 principal prepayment or repayment of the Term
Loans following the First Amendment Effective Date; provided
however, that, the Applicable Minimum Cash Amount shall in no event
be reduced below $15,000,000.
About Jakks Pacific
JAKKS Pacific, Inc. -- www.jakks.com -- is a designer, manufacturer
and marketer of toys and consumer products sold throughout the
world, with its headquarters in Santa Monica, California. JAKKS
Pacific's popular proprietary brands include Fly Wheels, Kitten
Catfe, Perfectly Cute, ReDo Skateboard Co, X-Power, Disguise, Moose
Mountain, Maui, Kids Only!; a wide range of entertainment-inspired
products featuring premier licensed properties; and C'est Moi, a
new generation of clean beauty.
Jakks Pacific reported a net loss of $5.89 million for the year
ended Dec. 31, 2021, a net loss of $14.14 million for the year
ended Dec. 31, 2020, a net loss of $55.38 million for the year
ended Dec. 31, 2019, compared to a net loss of $42.42 million for
the year ended Dec. 31, 2018. As of Dec. 31, 2021, the Company had
$357.05 million in total assets, $296.07 million in total
liabilities, $3.07 million in preferred stock accrued dividends,
and $57.90 million in total stockholders' equity.
JAKKS PACIFIC: Incurs $3.9 Million Net Loss in First Quarter
------------------------------------------------------------
JAKKS Pacific, Inc. reported a net loss of $3.91 million on $120.88
million of net sales for the three months ended March 31, 2022,
compared to a net loss of $24.05 million on $83.84 million of net
sales for the three months ended March 31, 2021.
As of March 31, 2022, the Company had $315.77 million in total
assets, $259.14 million in total liabilities, $3.42 million in
preferred stock accrued dividends, and $53.21 million in total
stockholders' equity.
The Company's cash and cash equivalents (including restricted cash)
totaled $39.2 million as of March 31, 2022 compared to $45.3
million as of Dec. 31, 2021, and $84.1 million as of March 31,
2021.
Management Commentary
"Our 2022 is off to an exceptional start," said Stephen Berman,
JAKKS chairman and CEO. "For several years we have talked about
maintaining a disciplined focus on growing evergreen toy categories
and brands to deliver consistently improving, yet sustainable,
results. In addition, this approach can also benefit from the
excitement and enthusiasm new entertainment content can generate.
As the year begins, we are starting to see strong results as more
consumers discover and embrace films like Sonic the Hedgehog 2 and
Disney's Encanto, and want to deepen their relationships with the
characters by engaging with a broad array of our toys, Halloween
Costumes, day-to-day role play and many other related products.
"While that endorsement and enthusiasm is exciting and reaffirming
for the teams who bring the product ranges to market, I am equally
excited to share that in addition to the growth of these two
theatrical releases, the balance of the Toy/Consumer Products
business was up mid-single digit percentage in the quarter compared
to prior year. We appreciate the continued support from all of our
stakeholders in working together to overcome continuing
pandemic-driven manufacturing and supply-chain challenges to
deliver these results.
"As anticipated, higher inbound freight expenses continued to weigh
down gross margins, as we expect to be the case for the balance of
the year. Nonetheless, tight cost controls paired with our higher
revenues still generated positive Q1 EBITDA for the first time
since 2008. We have a lot of work to do as we continue to navigate
the unpredictable nature of current events, but are excited by the
opportunities we see ahead of us this year and thinking ahead to
2023."
A full-text copy of the press release is available for free at:
https://www.sec.gov/Archives/edgar/data/1009829/000118518522000522/ex_366358.htm
About Jakks Pacific
JAKKS Pacific, Inc. -- www.jakks.com -- is a designer, manufacturer
and marketer of toys and consumer products sold throughout the
world, with its headquarters in Santa Monica, California. JAKKS
Pacific's popular proprietary brands include Fly Wheels, Kitten
Catfe, Perfectly Cute, ReDo Skateboard Co, X-Power, Disguise, Moose
Mountain, Maui, Kids Only!; a wide range of entertainment-inspired
products featuring premier licensed properties; and C'est Moi, a
new generation of clean beauty.
Jakks Pacific reported a net loss of $5.89 million for the year
ended Dec. 31, 2021, a net loss of $14.14 million for the year
ended Dec. 31, 2020, a net loss of $55.38 million for the year
ended Dec. 31, 2019, compared to a net loss of $42.42 million for
the year ended Dec. 31, 2018. As of Dec. 31, 2021, the Company had
$357.05 million in total assets, $296.07 million in total
liabilities, $3.07 million in preferred stock accrued dividends,
and $57.90 million in total stockholders' equity.
JINZHENG GROUP: Bid to Disband Creditors' Committee Opposed
-----------------------------------------------------------
The official committee of unsecured creditors of Jinzheng Group
(USA), LLC asked the U.S Bankruptcy Court for the Central District
of California to deny the motion filed by the company to disband
the committee.
Jinzheng on March 1 sought the disbandment of the committee, saying
its services are no longer needed in the company's Chapter 11 case.
The company also questioned the membership of the committee,
pointing out that one of its members, Betula Lenta, Inc., is an
insider with an actual conflict of interest while another member,
The Phalanx Group, Inc., was not licensed to perform the services
contracted for.
Attorney for the committee, Jeffrey Dulberg, Esq., at Pachulski
Stang Ziehl & Jones, LLP argued the tasks assigned to the
committee, including the investigation into how the company
conducts its business, are necessary.
"All of these tasks are relevant for the committee in this case. In
fact the committee's constructive role thus far is clearly
evident," Mr. Dulberg said, pointing out that the committee
obtained an assurance from the company of a 100% recovery for
general unsecured creditors under its proposed Chapter 11 plan.
Mr. Dulberg also argued that being an insider would not necessarily
disqualify Betula from serving on the committee.
"While the committee takes no position on [Jinzheng's] objection to
Phalanx claim, such objection is based solely on the lack of a
particular license [Jinzheng] says Phalanx must have had to perform
its services to [Jinzheng]. However, as this court ruled that even
if Phalanx lacked a license, [Jinzheng] was not excused from paying
it," Mr. Dulberg said.
About Jinzheng Group (USA)
Jinzheng Group (USA) LLC, owner of multiple properties in Los
Angeles County, Calif., sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. C.D. Calif. Case No. 21-16674) on Aug. 24,
2021, listing up to $50 million in both assets and liabilities.
Judge Ernest M. Robles oversees the case.
Shioda, Langley & Chang LLP serves as the Debtor's legal counsel.
The U.S. Trustee for Region 16 appointed an official committee of
unsecured creditors on Jan. 25, 2022. The committee is represented
by Pachulski Stang Ziehl & Jones, LLP.
JOE B. CALLOWAY, JR.: Ennis Buying John Deere Tractor for $77K
--------------------------------------------------------------
Joey B. Calloway, Jr., and Cynthia Calloway ask the U.S. Bankruptcy
Court for the Middle District of Alabama to authorize the sale of
their John Deere 7830 Row-Crop Tractor to Brett Ennis for $77,000.
The Debtors owns the Tractor. The Tractor is subject to a loan in
favor of Deere & Company, dba John Deere Financial, and the payoff
balance, good through April 15, 2022, is $22,022.31. The Tractor
Loan is secured by UCC lien in favor of Deere.
The Debtors propose to sell the Tractor to Mr. Ennis for $77,000.
Further, Mr. Ennis will only proceed with the purchase if the
Tractor is conveyed free and clear of liens and security interests.
The proposed sale is in the best interests of the Debtors and their
creditors.
Under the proposed sale, the Debtors would receive approximately
$55,000 after paying off the Tractor Loan. They propose to place
these net proceeds in their attorney's IOLTA account pending
further direction of the Court.
These funds will be used to pay unsecured creditors, including, but
not limited to, Oakes Farms, Inc.
The Counsel for the Debtors has been in discussions with Deere and
Deere consents to the sale, so long as it receives the payoff
proceeds and its lien is satisfied in full.
The Counsel for the Debtors has been in discussions with the
counsel for Oakes regarding the instant sale and will be sure to
serve Oakes with a copy of the Motion.
The Debtors believe that the amount offered by Mr. Ennis is
reasonable in this environment. For reference, Deere, in its proof
of claim, showed that the Debtors paid $76,500 for the Tractor back
in 2018.
The proceeds from the proposed sale for the Tractor greatly exceed
the outstanding balance owed to Deere. The Debtors intend to
satisfy the Tractor Lien with the sale proceeds. Finally, the
Debtors beg the Court's indulgence in considering the proposed sale
at the hearing.
Joey B Calloway, Jr. and Cynthia Calloway sought 11 Chapter 11
protection (Bankr. M.D. Ala. Case No. 21-31917) on Oct. 29, 2021.
The Debtors tapped Stuart Memory, Esq., as counsel.
JOSHUA S. ARMSTRONG: Selling Aircraft and Chevrolet Pickup for 91K
------------------------------------------------------------------
Joshua S. Armstrong asks the U.S. Bankruptcy Court for the Western
District of Washington to authorize the sale of his personal
property generally described as (i) a 1968 Piper Comanche, Model PA
24-260, aircraft with Serial Number 24-4753, to Christopher
Callaghan for the gross sales price of $89,996; and (ii) a 1994
Chevrolet GMT-400 pickup truck, VIN 1GCEK14ZORZ194505, to Maxwell
Tulevech for $900.
Aircraft
The Aircraft is a 1968 Piper Comanche with Registration Number
N10816. The Aircraft has been in possession of Rite Brothers
Aviation Inc. since at least June 8, 2020, when the Debtor paid
Rite Bros a total of $5,000 as a down payment for work on the
Aircraft. The Aircraft was in a disassembled state on the date of
filing, and Rite Bros has since reassembled the Aircraft and
restored it to flightworthy status. Rite Bros is owed $21,674.15
for its postpetition work on the Aircraft, less the $5,000 down
payment, leaving a total balance owed of $16,674.15.
The Trustee listed the Aircraft with his broker Rite Bros on March
18, 2022. On April 1, 2022, the Trustee received an offer of
$89,996 from the Buyer, which is the current highest and best offer
received for the Aircraft. The Buyer has no known affiliation with
the Debtor, and is believed to be an independent, bona fide
purchaser for value. The listing agreement provides for total
broker's fees of 7%.
The Debtor proposes to sell the Aircraft free and clear of all
liens and encumbrances, with any liens and encumbrances attaching
to the proceeds of sale. Notwithstanding the free-and-clear-sale
language, the Debtor proposes to make the following distributions
out of escrow after costs of closing: (a) payment of any accrued
and unpaid property taxes; (b) broker commission of 7%; (c)
approximate balance of $36,151.38 on secured claim to Pilot Bank;
(d) payment of $16,674.15 to Rite Brothers Aviation Inc.; and (e)
remaining net proceeds to the Debtor to be distributed in
accordance with a confirmed Chapter 11 plan.
The Debtor requests a waiver of the 14-day stay of Rule 6004(h).
The sale contract provides for an immediate closing.
The offer was obtained after the Aircraft was listed on the open
market. The Buyer's offer is believed to be good, fair value offer
for the Aircraft. Further sales efforts would not likely materially
improve the benefit for the bankruptcy estate.
Vehicle
The Vehicle is located in Sequim, Washington. The Purchaser,
Maxwell Tulevech, is a 1099 contract worker for the Debtor's
business Olympic Coast Construction, LLC. In 2021, prepetition, the
Purchaser offered to purchase the Vehicle for the gross sales price
of $900 and paid the Debtor $500 toward purchase of the Vehicle. On
March 28, 2022, the Purchaser paid the Debtor the balance of $400
for the Vehicle. The Debtor proposes to sell the Vehicle free and
clear of all liens and encumbrances, with any liens and
encumbrances attaching to the proceeds of sale. The offer is
believed to be a good, fair value offer for the Vehicle, and
further sales efforts would not likely materially improve the
benefit for the bankruptcy estate.
The Trustee requests a waiver of the 14-day stay of Rule 6004(h).
The agreement provides for the sale to be effective immediately.
Based on the foregoing, the Debtor requests that the Court (a)
approves the sale of the Aircraft and related disbursements
consistent with the terms and conditions of the Motion and the
purchase and sale agreement; and (b) approve the sale of the
Vehicle consistent with the terms and conditions of the Motion and
the bill of sale agreement.
Joshua S. Armstrong sought Chapter 11 protection (Bankr. W.D. Wash.
Case No. 21-11983) on Oct. 28, 2021.
K. ANTHONY INC: Has Deal on Cash Collateral Access
--------------------------------------------------
K. Anthony, Incorporated, dba K. Anthony PreSchool Inc., and the
U.S. Internal Revenue Service sought and obtained entry of an order
from the U.S. Bankruptcy Court for the Central District of
California, Los Angeles Division, approving their stipulation on
the Debtor's use of cash collateral.
The parties agree that the Debtor may use cash collateral from
April 30, 2022, through and including the effective date of a
confirmed plan, for ordinary and necessary expenses in accordance
with its proposed budget.
On February 25, 2022, the IRS filed a proof of claim totaling
$1,010,644, comprised of a secured claim in the amount of $821,498,
a priority unsecured claim in the amount of $43,008, and a general
unsecured claim in the amount of $146,138.
The Debtor agrees not use the IRS's cash collateral for payment to
insiders, unless and until the Debtor has satisfied all
requirements under the Bankruptcy Code and Local Bankruptcy Rule
2014-1(a) for payment to insiders.
The Debtor will make monthly adequate protection payments of $1,500
to the IRS to be received by the first of each month. The payments
will continue on a monthly basis until the effective date of a
confirmed plan.
As further adequate protection, the IRS will receive a replacement
lien secured with a first priority lien on all post-petition
accounts receivable and all other property acquired by Debtor up to
the full extent of the value of its prepetition lien(s). This lien
will be in addition to any other liens of the IRS against the
assets and property of Debtor as of the Petition Date.
The replacement lien is valid, perfected, and enforceable and will
not be subject to dispute, avoidance, or subordination. The
replacement lien need not be subject to additional recording. The
IRS is authorized to file a certified copy of the cash collateral
order and any other necessary and related documents.
Any diminution in the value of the collateral over the life of the
bankruptcy case will entitle the IRS to a superpriority claim
pursuant to section 507(b).
The superpriority claim will not entitle the U.S. government to
seek disgorgement of any payments previously paid to any
administrative creditors. However, the U.S. government does not
waive its right to seek disgorgement on any other grounds of
payments made to administrative creditors or to object to any fee
application.
A copy of the stipulation is available at https://bit.ly/3ku9jYJ
from PacerMonitor.com.
A copy of the order is available at https://bit.ly/378wLHS from
PacerMonitor.com.
About K. Anthony, Incorporated
K. Anthony, Incorporated, dba K. Anthony PreSchool Inc., operates a
pre-school educational facility in Inglewood, California. K.
Anthony PreSchool sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. C.D. Cal. Case No. 22-10852) on February
16, 2022. In the petition signed by Margaret Johnson, chief
executive officer, the Debtor disclosed up to $50,000 in assets and
up to $10 million in liabilities.
Judge Sandra R. Klein oversees the case.
Michael Jay Berger, Esq., at the Law Offices of Michael Jay Berger,
is the Debtor's counsel.
KENWOOD COMMONS: Seeks to Hire Wayne Greenwald as Counsel
---------------------------------------------------------
Kenwood Commons LLC seeks approval from the U.S. Bankruptcy Court
for the Southern District of New York to hire Wayne Greenwald,
P.C., as its attorneys.
The firm will render these services:
a.) assist the Debtor in administering this case;
b.) make motions or taking such action as may be appropriate
or necessary under the Bankruptcy Code;
c.) represent the Debtor in prosecuting adversary proceedings
to collect assets of the estate and such other actions as the
Debtor deems appropriate;
d.) take steps as may be necessary for the Debtor to marshal
and protect the estate's assets;
e.) negotiate with the Debtor's creditors in formulating a
plan of reorganization for the Debtor in this case;
f.) draft and prosecute the confirmation of the Debtor's plan
of reorganization in this case; and
g.) render such additional services as the Debtor may require
in this case.
The firm will bill these hourly rates:
Partners $600
Counsels $550
Associates $150-$400
Clerks $75-$170
The firm will be reimbursed for its disbursements incidental to its
representing the Debtor in this case.
The firm agreed to receive an initial retainer of $100,000.
In accordance with Appendix B-Guidelines for Reviewing Applications
for Compensation and Reimbursement of Expenses Filed under 11
U.S.C. Sec. 330 for Attorneys in Larger Chapter 11 Cases, Wayne
Greenwald disclosed that:
-- it has not agreed to any variations from, or alternatives
to, its standard or customary billing arrangements for this
engagement;
-- none of the professionals included in the engagement vary
their rate based on the geographic location of the bankruptcy
case;
-- the firm's billing rates and material financial terms with
respect to this matter have not changed post-petition.; and
-- the firm has not developed a budget and staffing plan for
this case.
The firm can be reached through:
Wayne M. Greenwald, Esq.
WAYNE GREENWALD, P.C.
475 Park Avenue South - 18th Floor
New York, NY 10016
Phone: 212-983-1922
Email: grimlawyers@aol.com
About Kenwood Commons LLC
Kenwood Commons LLC is a real estate company in Hyde Park.
Kenwood Commons LLC sought Chapter 11 bankruptcy protection (Bankr.
S.D.N.Y. Case No. 22-35169) on March 28, 2022. In the petition
filed by Jacob Frydman, as manager, Kenwood Commons estimated
assets between $100 million and $500 million estimated liabilities
between $1 million and $10 million. Wayne M. Greenwald, Esq., of
WAYNE GREENWALD PC, is the Debtor's counsel.
LA CASA CANAVERAL: JL Buying Cape Canaveral Vacant Land for $14MM
-----------------------------------------------------------------
La Casa Canaveral LLC asks the U.S. Bankruptcy Court for the Middle
District of Florida to approve the sale of the real property
located at 700 W. Central Blvd., in Cape Canaveral, Florida 32920,
Parcel ID 24-37-15-00-510 consisting of 7.7 Acres of vacant land
and legally described as Part of Section Lying West of SR 401 as
DESC in ORB 5024 PG 1035 EXC ORB 5619 PG 6509 & 5791 PG 6036, to JL
ALF Investments, Inc., for $14 million.
The Debtor scheduled the Property as having a value of $10.35
million subject to a mortgage in favor of LV Lending, LLC, now
known as Cape Canaveral, LLC, in the amount owed on the Petition
Date of approximately $5 million.
The Secured Creditor has represented and warranted that it
possesses a valid, perfected, enforceable and unavoidable first
mortgage lien on the Property by virtue of a promissory note and
mortgage recorded in the official Records of Brevard County. The
Secured Creditor foreclosed on the Property in Brevard County
Circuit Court, but no Foreclosure Sale was held.
The Debtor requests the entry of an order approving the sale of the
Property free and clear of all liens, claims, encumbrances, and
interests. It asks that any creditor (other than the Secured
Creditor) asserting an interest or secured claim against the
Property be required to assert no later than five days prior to the
hearing on the instant Motion, and substantiate the basis for such
asserted interest or secured claim, or the Court will authorize the
sale of the Property free and clear of any such asserted interest
or security interest, with such claims, at best, being treated as a
general unsecured claim.
Certain creditors filed Proofs of Claims Number 3 through 10
("Bluescape Creditors") and pre-petition recorded Lis Pendens and
clouded the title of the Property in Brevard County Circuit Court
litigation. The Claims of the Bluescape Creditors are in bona fide
dispute. Bluescape creditors loaned $450,000 to the Debtor, but
filed Unsecured Claims in the amount of $931,135.26.
The Debtor respectfully requests that the Court: (a) waives the
14-day stay pursuant to Rule 6004(h), deems the sale order
enforceable immediately upon entry, and authorize the Debtor to
close on the sale immediately upon entry of the Final Sale Order;
(b) authorizes the Debtor to take all actions and execute all
documents it deems reasonable, necessary and/or desirable to
effectuate the requested relief; (c) retain sole and exclusive
personal subject matter jurisdiction to implement, interpret and
enforce the terms of the the Motion and the Final Sale Order; and
(d) adjudicates all claims, controversies and/or disputes arising
from or related to the proposed sale.
The Debtor's Motion is filed in conjunction with its Plan of
Reorganization and pursuant to Section 1146(a) of the Bankruptcy
Code requests that documentary or stamp tax or similar tax not be
required to be paid to Brevard County and it will be ordered to
forego the collection of any such taxes.
A copy of the Vacant Land Contract is available at
https://tinyurl.com/34wwucfp from PacerMonitor.com free of charge.
About La Casa Canaveral
La Casa Canaveral LLC is a single asset real estate debtor (as
defined in 11 U.S.C. Section 101(51B)). It is based in Cocoa
Beach, Fla.
La Casa Canaveral filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No.
21-05584) on Dec. 14, 2021, listing as much as $10 million in
assets. Danny P. Ringdahl, managing member, signed the petition.
Judge Grace E. Robson oversees the case.
Michael A. Saracco, Esq., at Zimmerman, Kiser & Sutcliffe, P.A.,
serves as the Debtor's legal counsel.
LATAM AIRLINES:Struggling In Signing Lenders to New Credit Facility
-------------------------------------------------------------------
Steven Church of Bloomberg News reports that Latam Airlines is
struggling to sign lenders to the new credit facility.
Latam Airlines Group SA is struggling to sign up enough lenders to
extend a $600 million revolving credit facility the company needs
to help it exit bankruptcy.
Not enough current lenders agreed to fund a replacement for the
revolving loan, which matured in March after Latam borrowed the
maximum available, according court papers. In response, Latam
changed its bankruptcy exit proposal in a way that forces investors
to keep loaning the company money, an attorney for one of the
lenders, Glendon Capital Management, said in court Tuesday, May 3,
2022.
About LATAM Airlines Group
LATAM Airlines Group S.A. -- http://www.latam.com/-- is a
pan-Latin American airline holding company involved in the
transportation of passengers and cargo and operates as one unified
business enterprise. It is the largest passenger airline in South
America.
Before the onset of the COVID-19 pandemic, LATAM offered passenger
transport services to 145 different destinations in 26 countries,
including domestic flights in Argentina, Brazil, Chile, Colombia,
Ecuador and Peru, and international services within Latin America
as well as to Europe, the United States, the Caribbean, Oceania,
Asia and Africa.
LATAM and its 28 affiliates sought Chapter 11 protection (Bankr.
S.D.N.Y. Lead Case No. 20-11254) on May 25, 2020. Affiliates in
Chile, Peru, Colombia, Ecuador and the United States are part of
the Chapter 11 filing.
The Debtors disclosed $21,087,806,000 in total assets and
$17,958,629,000 in total liabilities as of Dec. 31, 2019.
The Hon. James L. Garrity, Jr., is the case judge.
The Debtors tapped Cleary Gottlieb Steen & Hamilton LLP as
bankruptcy counsel, FTI Consulting as restructuring advisor, Lee
Brock Camargo Advogados as local Brazilian litigation counsel, and
Togut, Segal & Segal LLP and Claro & Cia in Chile as special
counsel. The Boston Consulting Group, Inc. and The Boston
Consulting Group UK LLP serve as the Debtors' strategic advisors.
Prime Clerk LLC is the claims agent.
The official committee of unsecured creditors formed in the case
tapped Dechert LLP as its bankruptcy counsel, Klestadt Winters
Jureller Southard & Stevens, LLP as conflicts counsel, UBS
Securities LLC as investment banker, and Conway MacKenzie, LLC as
financial advisor. Ferro Castro Neves Daltro & Gomide Advogados is
the committee's Brazilian counsel.
The Ad Hoc Group of LATAM Bondholders tapped White & Case LLP as
counsel.
Glenn Agre Bergman & Fuentes, LLP, led by managing partner Andrew
Glenn and partner Shai Schmidt, has been retained as counsel to the
Ad Hoc Committee of Shareholders.
LAUREL APPAREL: Selling All Assets for $250K to 11345737 Canada
---------------------------------------------------------------
Laurel Apparel Group, LLC, seeks approval from the U.S. Bankruptcy
Court for the Central District of California (i) to sell
substantially all assets and property, which are generally
described as the Debtor's intellectual property, goodwill and
customer relationships and inventory, and are particularly
identified in the Asset and Purchase Agreement, to 11345737 Canada,
Inc., for $250,000, plus such amount as is necessary to cure and
defaults under the Assumed Contracts, subject to overbid; and (ii)
to assume and assign its interest in the Lease of the commercial
premises located at 1638 East 23rd Street Los Angeles, California
90011-1804 and such other executory contracts as Buyer may wish to
acquire.
The proposed stalking horse bidder is the Buyer, or such party that
is the prevailing bidder at the auction. The Buyer and the Debtor
have executed an APA and tendered its deposit to the Debtor to
purchase the Assets.
Pursuant to the APA, the Buyer also has the option, but not the
obligation, to request that the Debtor assume and assign its rights
and interests in that certain lease of the real property located at
1638 East 23rd Street Los Angeles, California 90011-1804
("Premises"), between the Debtor and CC 1 Property, LLC ("Lessor"),
and the Debtor's other executory contracts.
The Debtor and the Buyer executed the APA dated as of April 5,
2022, providing for the sale and acquisition of the Assets for the
sum of $250,000, plus such amount as is necessary to cure and
defaults under the Assumed Contracts, free and clear of all liens,
claims, encumbrances and other interests, with such liens to attach
to the proceeds of sale. Subject to the terms and conditions
thereof, the closing of the sale of the Assets will take place
within five days of the entry of a Bankruptcy Court order approving
the Sale.
To maximize the value received for the Assets and manage the sale
process, the Debtor has proposed the Bid Procedures, which are
subject to a separately filed Motion for Order Approving Bidding
Procedures, etc. filed on April 11, 2022. The Debtor has also
proposed a procedure to provide for the orderly management of the
assumption anmd assignment of any of the Assumed Contracts. The
auction will take place by Zoom on May 2, 2022 and will be
conducted by the Debtor's counsel.
The Debtor has two secured creditors, Hildun Corp. (approximately
$6,360) and the Small Business Administration (approximately
$160,000), and the Purchase Price (along with the collection of the
Debtor's receivables) is sufficient to pay these secured creditors
in full, along with anticipated administrative claims and priority
claims, and provide a significant distribution to the Debtor's
general unsecured creditors.
The Motion must be heard at the ealiest time available due to the
fact that the Debtor is out of cash and is unable to continue in
business. The Debtor's most valuable asset is its brand, customer
relationships and market position. The Debtor is suffering
deterioration to its brand due to its inability to produce and ship
product, develop new product for the market and promote product,
all of which is leading to the devaluation to its most valuable
assets. If a sale of the assets does not close immediately, the
current buyer (and likely other interested parties) will lose
interest because they will miss Fall sales and the attendant income
and the estate may become administratively insolvent.
The Debtor asks the Court to waive the 14-day stay of order
provided in Rules 6004(h) and 6006(d) of the Federal Rules of
Bankruptcy Procedure.
A hearing on the Motion was set for May 4, 2002, at 10:00 a.m.
A copy of the Agreement is available at
https://tinyurl.com/2p8kfkjv from PacerMonitor.com free of charge.
About Laurel Apparel Group
Laurel Apparel Group, LLC is a Los Angeles-based company that
operates an apparel manufacturing business.
Laurel Apparel Group filed a petition under Chapter 11, Subchapter
V of the Bankruptcy Code (Bankr. C.D. Calif. Case No. 22-11974) on
April 7, 2022, listing $425,882 in assets and $1,570,054 in
liabilities. Gregory K. Jones serves as Subchapter V trustee.
Judge Sheri Bluebond presides over case.
Daniel J. Weintraub, Esq., at Weintraub & Selth, APC is the
Debtor's legal counsel.
LEAR CAPITAL: Govt Agencies Back Appointment of Customers Panel
---------------------------------------------------------------
The Alabama Securities Commission and several other government
agencies asked the U.S. Bankruptcy Court for the District of
Delaware to grant the motion filed by Lear Capital, Inc.'s
customers to appoint an official committee that will represent
customers who were allegedly duped into bad precious metal
investments by the company.
Karen Cordry, Esq., an attorney at the National Association of
Attorneys General who represents the agencies, said Lear Capital's
bankruptcy is the sort of case that warrants allowing those 95,000
customers of the company to organize themselves so as to be fairly
represented in the company's Chapter 11 case.
"This case involves claims relating to the sales practices used by
[Lear Capital] in dealing with some 95,000 customers over the
course of its existence," Ms. Cordry said. "In any standard Chapter
11 bankruptcy case, appointment of a creditors' committee to
represent the interests of such persons would be unquestioned."
The Lear Capital customers who filed the motion said the official
committee, if appointed, would investigate the company's business
operations and additional assets that can be liquidated in order to
increase the pool available for creditors.
About Lear Capital
Lear Capital Inc. is a silver and gold coin dealer based in Los
Angeles, Calif.
Lear Capital filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. D. Del. Case No. 22-10165) on March 2,
2022, to weather possible future legal claims associated with its
sales practices as well as customer disclosures. Jami B. Nimeroff
serves as Subchapter V trustee.
As of Feb. 28, 2022, Lear Capital had assets of $34,449,619 against
liabilities of $22,355,066.
Judge Brendan Linehan Shannon oversees the case.
The Debtor tapped Shulman Bastian Friedman & Bui, LLP as general
bankruptcy counsel; Morris James, LLP as local counsel; Mitchell
Silberberg & Knupp, LLP and The Cook Law Firm, P.C. as special
counsels; Paladin Management Group as financial advisor; and Baker
Tilly US, LLP as accountant. BMC Group, Inc. is the claims,
noticing and administrative agent.
LEAR CAPITAL: Slams Customers' Move to Create Bankruptcy Committee
------------------------------------------------------------------
Alex Wolf of Bloomberg Law reports that gold and silver coin dealer
Lear Capital Inc. urged a federal judge to reject efforts by
customers to formally band together in the company's small business
bankruptcy case.
Formal committees give creditors the opportunity in a Chapter 11
case to collectively assert claims while having their expenses
covered by the bankrupt estate. They're common in large corporate
bankruptcy cases, but rare in cases filed under Subchapter V—a
recently enacted method for small companies to conduct a
streamlined Chapter 11 case.
A formal committee is unwarranted for Lear's bankrutpcy because
there is no active customer litigation, the company's attorney
Melissa Davis said.
About Lear Capital
Lear Capital Inc. is a silver and gold coin dealer based in Los
Angeles, Calif.
Lear Capital filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. D. Del. Case No. 22-10165) on March 2,
2022, to weather possible future legal claims associated with its
sales practices as well as customer disclosures. Jami B. Nimeroff
serves as Subchapter V trustee.
As of Feb. 28, 2022, Lear Capital had assets of $34,449,619 against
liabilities of $22,355,066.
Judge Brendan Linehan Shannon oversees the case.
The Debtor tapped Shulman Bastian Friedman & Bui, LLP as general
bankruptcy counsel; Morris James, LLP as local counsel; Mitchell
Silberberg & Knupp, LLP as special litigation and corporate
counsel; Paladin Management Group as financial advisor; and Baker
Tilly US, LLP as accountant. BMC Group, Inc. is the claims,
noticing and administrative agent.
LIBERTY POWER: Wins Cash Collateral, $25MM Thru Feb. 28
-------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Florida,
Fort Lauderdale Division, entered an order authorizing Liberty
Power Holdings, LLC, LPT, LLC and affiliates to continue using cash
collateral and obtain senior secured post-petition financing in the
form of the replacement letters of credit from Silicon Valley
Bank.
SVB has agreed to issue a replacement irrevocable letter of credit
to and in favor of the Public Utility Commission of Texas in the
amount of $500,000, which Replacement LOC remain in place for a
period of one year.
As adequate protection, SVB is granted a first lien and security in
the Pledged Bank Account in respect of the Replacement LOC. SVB's
lien and security interest will not extend or attach to any other
property of the Debtors.
The Debtors are also authorized to use the cash collateral of
Boston Energy Trading and Marketing, LLC to fund the Pledged Bank
Account in the amount of $550,000.
The automatic stay imposed under section 362(a) of the Bankruptcy
Code is modified to the extent necessary to implement the Order,
including, without limitation, to authorize SVB to exercise its
rights to set-off against the funds on deposit in the Pledged Bank
Account in the event of a draw on the Replacement LOC.
The Court will retain exclusive jurisdiction to hear and determine
all matters arising from or related to the implementation,
interpretation and enforcement of the Order.
A copy of the order is available at https://bit.ly/381AGGO from
Stretto, the claims agent.
About Liberty Power
Established in 2001 and headquartered in Fort Lauderdale, Florida,
Liberty Power is one of the largest and longest-tenured
owner-operated retail electricity provider in the United States.
Liberty Power provides large and small businesses, government
agencies and residential customers with competitively priced
electricity, sustainability solutions and exceptional customer
service.
Liberty Power filed a voluntary petition for Chapter 11
reorganization (Bankr. S.D. Fla. Case No. 21-13797) on April 20,
2021. The Debtor estimated $50 million to $100 million in assets
and at least $100 million in liabilities as of the bankruptcy
filing.
Judge Scott M. Grossman oversees the case.
Genovese Joblove & Battista, P.A., is the Debtor's counsel.
Boston Energy Trading and Marketing, LLC, as DIP Lender, is
represented by Eversheds Sutherland (US) LLP
LIGHT & WONDER: Completes Legal Entity Name, Ticker Symbol Changes
------------------------------------------------------------------
Light & Wonder, Inc., formerly known as Scientific Games
Corporation, has completed the previously announced legal entity
name change from Scientific Games Corporation to Light & Wonder,
Inc. in connection with its recently announced rebranding pursuant
to the sale of its Lottery business. Light & Wonder began trading
on NASDAQ under the new ticker symbol "LNW" on April 29, 2022.
The Company said the Light & Wonder name and branding reflects its
strategic vision to become the leading cross-platform global game
company focused on creating and launching great games fully
cross-platform, leveraging its leading platforms and solutions to
enable a seamless player experience. Through a deliberate
cross-platform approach, Light & Wonder delivers a leading
portfolio of iconic games and franchises across online and mobile
and in both real money and free-to-play social gaming markets as
well as in land-based casinos.
Light & Wonder shareholders do not need to take action in
connection with the change in ticker symbol. Their shares
currently trading on NASDAQ under the ticker symbol "SGMS"
automatically commenced trading under the new ticker symbol on
April 29, 2022.
About Light & Wonder
Scientific Games Corporation, doing business as Light & Wonder,
operates a cross-platform games and entertainment business. The
Company brings together over 5,600 employees from six continents to
connect content between land-based and digital channels.
Scientific Games reported net income of $390 million for the year
ended Dec. 31, 2021, a net loss of $548 million for the year ended
Dec. 31, 2020, a net loss of $118 million for the year ended Dec.
31, 2019, and a net loss of $352 million for the year ended Dec.
31, 2018. As of Dec. 31, 2021, the Company had $7.88 billion in
total assets, $9.99 billion in total liabilities, and a total
shareholders' deficit of $2.11 billion.
LTL MANAGEMENT: J&J Insurers to Join Mediation Efforts
------------------------------------------------------
Steven Church of Bloomberg News reports that a judge ruled
Wednesday that Johnson & Johnson's insurers, including Travelers
Casualty and Surety Co., can participate in confidential mediation
between the consumer health-care giant and people who claim baby
powder gave them cancer.
Travelers and other insurers will be added to the list of
participants in the talks, which began several weeks ago, and are
designed to get a deal to end more than 40,000 claims against J&J,
U.S. Bankruptcy Judge Michael B. Kaplan said during a court hearing
in Trenton, New Jersey.
About LTL Management
LTL Management, LLC, is a subsidiary of Johnson & Johnson (J&J),
which was formed to manage and defend thousands of talc-related
claims and oversee the operations of Royalty A&M. Royalty A&M owns
a portfolio of royalty revenue streams, including royalty revenue
streams based on third-party sales of LACTAID, MYLANTA/MYLICON and
ROGAINE products.
LTL Management filed a petition for Chapter 11 protection (Bankr.
W.D.N.C. Case No. 21-30589) on Oct. 14, 2021. The case was
transferred to New Jersey (Bankr. D.N.J. Case No. 21-30589) on Nov.
16, 2021. The Hon. Michael B. Kaplan is the case judge. At the
time of the filing, the Debtor was estimated to have $1 billion to
$10 billion in both assets and liabilities.
The Debtor tapped Jones Day and Rayburn Cooper & Durham, P.A., as
bankruptcy counsel; King & Spalding, LLP and Shook, Hardy & Bacon
LLP as special counsel; McCarter & English, LLP as litigation
consultant; Bates White, LLC as financial consultant; and
AlixPartners, LLP as restructuring advisor. Epiq Corporate
Restructuring, LLC, is the claims agent.
An official committee of talc claimants was formed in the Debtor's
Chapter 11 case on Nov. 9, 2021. On Dec. 24, 2021, the U.S.
Trustee for Regions 3 and 9 reconstituted the talc claimants'
committee and appointed two separate committees: (i) the official
committee of talc claimants I, which represents ovarian cancer
claimants, and (ii) the official committee of talc claimants II,
which represents mesothelioma claimants.
The official committee of talc claimants I tapped Genova Burns LLC,
Brown Rudnick LLP, Otterbourg PC and Parkins Lee & Rubio LLP as its
legal counsel. Meanwhile, the official committee of talc claimants
II is represented by the law firms of Cooley LLP, Bailey Glasser
LLP, Waldrep Wall Babcock & Bailey PLLC, Massey & Gail LLP, and
Sherman Silverstein Kohl Rose & Podolsky P.A.
About Johnson & Johnson
Johnson & Johnson is an American multinational corporation founded
in 1886 that develops medical devices, pharmaceuticals, and
consumer packaged goods. It is the world's largest and most broadly
based healthcare company.
Johnson & Johnson is headquartered in New Brunswick, New Jersey,
the consumer division being located in Skillman, New Jersey. The
corporation includes some 250 subsidiary companies with operations
in 60 countries and products sold in over 175 countries.
The corporation had worldwide sales of $82.6 billion in 2020.
MD HELICOPTERS: Dutch Govt. Assets $15.5 Mil. Claim on Plant
------------------------------------------------------------
Rick Archer of Law360 reports that the government of the
Netherlands is asking a Delaware bankruptcy judge for a ruling that
it holds a senior $15.5 million lien on MD Helicopters Inc.'s
Arizona manufacturing plant, saying the company's proposed Chapter
11 sale can't go forward with the issue unsettled.
In a motion filed Monday, May 2, 2022, the Dutch government said
that — as a consequence of a court judgment for failing to
deliver police helicopters — it holds the only senior lien on
MDHI's headquarters and that the court needs to rule on the issue
before the company's proposed asset sale can happen.
About MD Helicopters
MD Helicopters Inc. is a global manufacturer and supplier of
commercial and military helicopters, spare parts, and related
services. The Company's sole manufacturing facility is located in
Mesa, Arizona.
MD Helicopters sought Chapter 11 bankruptcy protection (Bankr. D.
Del. Case No. 22-10263) on March 30, 2022.
MD Helicopters estimated assets between $100 million to $500
million and liabilities between $100 million to $500 million.
Suzzanne Uhland, Esq., Adam S. Ravin, Esq., Brett M. Neve, Esq.,
Tianjiao (TJ) Li, Esq., Alexandra M. Zablocki, Esq., at Latham &
Watkins LLP are the Debtors' counsel. Moelis & Company LLC are the
Debtors' investment bankers. AlixPartners, LLP is the restructuring
advisor. Prime Clerk LLC is the Notice, Claims and Balloting
Agent.
MEDI BROTHERS: Hits Chapter 11 Bankruptcy
-----------------------------------------
Medi Brothers LLC filed for chapter 11 protection in the Southern
District of Texas. According to court documents, Medi Brothers
estimates between 1 and 49 unsecured creditors. The petition
states that funds will be available to unsecured creditors.
About Medi Brothers
Medi Brothers LLC, doing business as Best Care Pharmacy, is a
community/retail pharmacy in Houston, Texas.
Medi Brothers LLC sought for chapter 11 protection (Bankr. S.D.
Tex. Case No. 22-31085) on April 25, 2022. In the petition filed
by Henry Nguyen, as managing member, Medi Brothers LLC listed total
assets amounting to $1,662,167 and total liabilities of $696,982.
The case is assigned to Honorable Bankruptcy Judge Christopher M.
Lopez. Larry A. Vick is the Debtor's counsel.
MERCURITY FINTECH: Delays Filing of 2021 Form 20-F
--------------------------------------------------
Mercurity Fintech Holding Inc. was unable to timely file its Annual
Report on Form 20-F for the year ended Dec. 31, 2021 without
unreasonable efforts and expenses.
According to the Company's Form 12b-25 filed with the Securities
and Exchange Commission, the delay in filing the Form 20-F is due
principally to the need for additional time by the Company's
auditor to complete its audit of the Company's annual financial
statements for the year ended Dec. 31, 2021 and the Company to
finalize the Form 20-F with its legal counsel. Shanghai Perfect
C.P.A Partnership is headquartered in the City of Shanghai, China
and is currently serving as the Company's independent public
accounting firm for the fiscal year ended Dec. 31, 2021. The
Auditor's operations are restricted because Shanghai, where the
Auditor is currently based, is in a lock-down situation due to the
Chinese governmental restrictions in an effort to constrain
COVID-19 in Shanghai and its surrounding regions. The Company
intends to file the Form 20-F within the 15 calendar-day period set
forth in Rule 12b-25(b) under the Securities Exchange Act of 1934,
as amended.
The Company expects a significant decrease of its annual revenue
during the fiscal year ended Dec. 31, 2021 compared to the
Company's annual revenue in the fiscal year of 2020 primarily due
to the changes of the Company's business direction in 2021. In
addition, the Company expects to incur a significantly higher
amount of net loss in the year ended Dec. 31, 2021 than that of
2020. The Company expects to have a net loss in the estimated
amount of $18 million in the fiscal year of 2021 due to the
issuances of certain restricted stock units and the impairment of
goodwill in 2021. Therefore, the Company needs additional time to
finalize, and for its independent public accounting firm to
complete its audit of, the Company's annual financial statements of
2021.
About Mercurity
Formerly known as JMU Limited, Mercurity Fintech Holding Inc.'s
current principal business is to design and develop digital asset
transaction platforms based on blockchain technologies for
customers to facilitate asset trading, asset digitalization and
cross-border payments and provide supplemental services for such
platforms, such as customized software development services,
maintenance services and compliance support services. The Company
started this new business since its acquisition of Mercurity
Limited (previously known as Unicorn Investment Limited) in May
2019.
Mercurity reported a net loss of $1.65 million for the year ended
Dec. 31, 2020, a net loss of $1.22 million for the year ended Dec.
31, 2019, a net loss of $123.24 million for the year ended Dec. 31,
2018, and a net loss of $161.90 million for the year ended Dec. 31,
2017.
MERCURITY FINTECH: Members Seek to Convene Extraordinary Meeting
----------------------------------------------------------------
The board of directors of Mercurity Fintech Holding Inc. received a
members' requisition signed by both Keith Tan Junjie and Shi Qiu,
who held the fully executed powers of attorney from certain
shareholders of the Company owning more than 30% of the total
issued and outstanding share capital of the Company as of the
Requisition Date. The Requisition requested the Board to convene
an extraordinary general meeting of the Company's shareholders to
reorganize the Company's Board in light of the recent changes of
the directorship.
The Requisition calls for presenting the following proposals at the
Meeting to be convened: 1) removal of each of Laibin Ding, Hua
Zhou, Yunhui Jin, and Wenjie Han as directors of the Board, and 2)
election of Huahui Deng as the chairman of the Board of the
Company, as well as each of Cong Huang, Keith Tan Junjie, Xuehui
He, Shi Qiu, Xiang Qu, and Er-Yi Toh as directors of the Board.
About Mercurity
Formerly known as JMU Limited, Mercurity Fintech Holding Inc.'s
current principal business is to design and develop digital asset
transaction platforms based on blockchain technologies for
customers to facilitate asset trading, asset digitalization and
cross-border payments and provide supplemental services for such
platforms, such as customized software development services,
maintenance services and compliance support services. The Company
started this new business since its acquisition of Mercurity
Limited (previously known as Unicorn Investment Limited) in May
2019.
Mercurity reported a net loss of $1.65 million for the year ended
Dec. 31, 2020, a net loss of $1.22 million for the year ended Dec.
31, 2019, a net loss of $123.24 million for the year ended Dec. 31,
2018, and a net loss of $161.90 million for the year ended Dec. 31,
2017.
MICROVISION INC: Incurs $13.2 Million Net Loss in First Quarter
---------------------------------------------------------------
MicroVision, Inc. filed with the Securities and Exchange Commission
its Quarterly Report on Form 10-Q disclosing a net loss of $13.17
million on $350,000 of total revenue for the three months ended
March 31, 2022, compared to a net loss of $6.23 million on $479,000
of total revenue for the three months ended March 31, 2021.
As of March 31, 2022, the Company had $117.77 million in total
assets, $14.30 million in total liabilities, and $103.47 million in
total shareholders' equity.
The Company has incurred significant losses since inception. The
Company has funded operations to date primarily through the sale of
common stock, convertible preferred stock, warrants, the issuance
of convertible debt and, to a lesser extent, from development
contract revenues, product sales, and licensing activities. At
March 31, 2022, the Company had $55.6 million in cash and cash
equivalents and $47.7 million in short-term investment securities.
Based on the Company's current operating plan, the Company
anticipates that it has sufficient cash and cash equivalents to
fund its operations for at least the next 12 months.
Cash used in operating activities totaled $10.9 million during the
three months ended March 31, 2022 compared to cash used in
operating activities of $4.5 million during the same period in
2021. Cash used in operating activities resulted primarily from
cash used to fund the Company's net loss, after adjusting for
non-cash charges such as share-based compensation, depreciation and
amortization charges and changes in operating assets and
liabilities. The changes in cash used in operating activities were
primarily attributed to increased operating expenses to support the
development of its lidar sensor.
During the three months ended March 31, 2022, net cash used in
investing activities was $16.1 million compared to $565,000 during
the three months ended March 31, 2021. During the three months
ended March 31, 2022, the Company purchased short-term investment
securities totaling $16.7 million and sold short-term investment
securities totaling $1.5 million. Purchases of property and
equipment during the three months ended March 31, 2022 and 2021
were $884,000 and $565,000, respectively.
Net cash used in financing activities totaled $49,000 during the
three months ended March 31, 2022, compared to net cash provided by
financing activities of $63.6 million during the same period of
2021. During the three months ended March 31, 2022, the Company
made principal payments under long-term debt totaling $294,000
related to the loan under the Paycheck Protection Program of the
2020 CARES Act (PPP) administered by the Small Business
Administration. Proceeds received from stock option exercises
totaled $253,000 during the three months ended March 31, 2022
compared to $2.1 million during the same period of 2021. Principal
payments under finance leases were $8,000 during the three months
ended March 31, 2022 and 2021.
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/65770/000113626122000185/form10q.htm
About MicroVision
MicroVision -- http://www.microvision.com-- is a pioneering
company in MEMS based laser beam scanning technology that
integrates MEMS, lasers, optics, hardware, algorithms and machine
learning software into its proprietary technology to address
existing and emerging markets. The Company's integrated approach
uses its proprietary technology to provide solutions for automotive
lidar sensors, augmented reality micro-display engines, interactive
display modules and consumer lidar modules.
MicroVision reported a net loss of $43.20 million for the year
ended Dec. 31, 2021, a net loss of $13.63 million for the year
ended Dec. 31, 2020, a net loss of $26.48 million for the year
ended Dec. 31, 2019, and a net loss of $27.25 million for the year
ended Dec. 31, 2018. As of Dec. 31, 2021, the Company had $130.23
million in total assets, $17.47 million in total liabilities, and
$112.75 million in total shareholders' equity.
MONTAUK CLIFFS: Taps Hedgerow Exclusive as Real Estate Broker
-------------------------------------------------------------
Montauk Cliffs, LLC seeks approval from the U.S. Bankruptcy Court
for the Eastern District of New York to hire Hedgerow Exclusive
Properties to market and sell its property located at 38-42 Old
Montauk Highway, Montauk, NY.
The firm will be paid based on the following arrangements:
(a) if a cooperating broker procures a buyer, a total
commission of 3.25% of the purchase price shall be split between
the two brokers, with 1.25% to the firm as the listing broker and
2% to the procuring broker;
(b) in the event the firm procures a buyer exclusively and
directly, the Agreement contemplates paying the firm at closing
from sale proceeds a flat fee equal to $300,000;
(c) in the event that the lender purchases the property by way
of a credit bid, the commissions payable to the firm will be a flat
fee of $150,000.00.
Preston Kaye, co-founder and managing member of the firm, disclosed
in a court filing that he is a "disinterested person" as the term
is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Preston Kaye
Hedgerow Exclusive Properties
2495 Montauk Highway
Bridgehampton, NY 11932
About White Rabbit Ventures, Inc.
White Rabbit Ventures, Inc. sought protection under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. W.D. Wash. Case No. 22-40173-MJH)
on February 14, 2022. In the petition signed by Wendy J. Marvin,
chief executive officer, the Debtor disclosed up to $1 million in
assets and up to $10 million in liabilities.
Judge Mary Jo Heston oversees the case.
The Debtor tapped Geoffrey Groshong, Esq. at Groshong Law PLLC as
bankruptcy counsel and Colvin + Hallett as special tax counsel.
Hedgerow Exclusive Properties serves as the Debtor's real estate
broker.
MOUNTAIN PROVINCE: Retains Investor Relations Advisor
-----------------------------------------------------
Mountain Province Diamonds Inc. has retained Integrous
Communications as its investor relations advisor.
"We are committed to growing our investor reach and implement best
practices in our corporate communications," stated Mark Wall, CEO
of Mountain Province. "With their decades of experienced assisting
companies like Mountain Province, we selected Integrous
Communications as advisor. Their depth of relationships and sector
expertise provides us with the best-in-class support to communicate
our corporate and operational progress to existing and new
shareholders."
Integrous Communications will assist Mountain Province with
communicating its corporate, financial and investor developments to
current shareholders and prospective investors, while enhancing
awareness of the Company's story within the capital markets.
Richard Matthews, Partner at Integrous Communications, will be the
Company's primary investor contact.
"We are pleased to be engaging with Mountain Province as the
Company's communications advisor," stated Richard Matthews,
managing partner of Integrous Communications. "Mountain Province's
recent milestones and future growth initiatives in both production
and exploration, provides the ideal backdrop for Integrous to
assist in expanding Mountain Province's awareness. We look forward
to assisting with all aspects of management's corporate
communications and investor relations initiatives."
About Mountain Province
Mountain Province is a Canadian-based resource company listed on
the Toronto Stock Exchange under the symbol 'MPVD'. The Company's
registered office and its principal place of business is 161 Bay
Street, Suite 1410, P.O. Box 216, Toronto, ON, Canada, M5J 2S1. The
Company, through its wholly owned subsidiaries 2435572 Ontario Inc.
and 2435386 Ontario Inc., holds a 49% interest in the Gahcho Kue
diamond mine, located in the Northwest Territories of Canada. De
Beers Canada Inc. holds the remaining 51% interest. The Joint
Arrangement between the Company and De Beers is governed by the
2009 amended and restated Joint Venture Agreement.
Mountain Province reported net income of C$276.17 million for the
year ended Dec. 31, 2021, compared to a net loss of C$263.43
million for the year ended Dec. 31, 2020. As of Dec. 31, 2021, the
Company had C$877.50 million in total assets, C$413.31 million in
total current liabilities, C$336,000 in lease obligations, C$92.39
million in decommissioning and restoration liability, C$20.72
million in deferred income tax liabilities, and C$350.74 million in
total shareholders' equity.
Toronto, Canada-based KPMG LLP, the Company's auditor since 1999,
issued a "going concern" qualification in its report dated March
28, 2022, citing that the Company faces liquidity challenges as a
result of liabilities with maturity dates through December 2022 and
short-term financial liquidity needs that raises substantial doubt
about its ability to continue as a going concern.
MUSCLEPHARM CORP: Incurs $6.8 Million Net Loss in Fourth Quarter
----------------------------------------------------------------
MusclePharm Corporation reported a net loss of $6.78 million on
$10.04 million of net revenue for the three months ended Dec. 31,
2021, compared to net income of $2.82 million on $15.13 million of
net revenue for the three months ended Dec. 31, 2020.
For the 12 months ended Dec. 31, 2021, the Company reported a net
loss of $12.87 million on $50.04 million of net revenue compared to
net income of $3.19 million on $64.44 million of net revenue for
the 12 months ended Dec. 31, 2020.
As of Dec. 31, 2021, the Company had $11.21 million in total
assets, $43.40 million in total liabilities, and a total
stockholders' deficit of $32.19 million.
Mr. Ryan Drexler, the chairman of the Board of Directors and chief
executive officer, stated, "I am incredibly proud of the numerous
business achievements we have had in 2021 and year-to-date in 2022,
positioning our Company for growth this fiscal year. Our MP
Beverage team was formed last year and immediately hit the ground
running with the successful launch of our MP Performance Energy
drink line and through strategic distribution and marketing
partnerships has sold an impressive 1.4 million cans since
September of last year. Additionally, the team entered into a
partnership with a first-in-class production company and is
planning to launch a whey protein drink line this summer that will
mark our entry into the fast-growing ready-to-drink protein
category. We also successfully rolled out a reformulated MP Combat
Protein Powder to Costco US and launched a new and improved formula
of two of our top selling products, Combat 100% Whey and Combat
Protein Powder."
Mr. Drexler continued, "Sales and margins in the fourth quarter and
full year 2021 were impacted by industry wide supply chain
shortages; however, our continued focus on operating expense
reduction helped to mitigate and we were able to deliver $50.0
million in revenue for the full year. I am incredibly proud of the
team and we are on track to delivery sequential growth in sales in
the second quarter of 2022. We believe we have the right team and
offerings in place to deliver significant long-term growth."
A full-text copy of the press release is available for free at:
https://www.sec.gov/Archives/edgar/data/1415684/000149315222011382/ex99-1.htm
About MusclePharm
Headquartered in Denver, Colorado, MusclePharm Corporation
(OTCQB:MSLP) -- http://www.musclepharm.comand
http://www.musclepharmcorp.com-- is a lifestyle company that
develops, manufactures, markets and distributes branded nutritional
supplements. The Company offers a broad range of performance
powders, capsules, tablets, gels and on-the-go ready to eat snacks
that satisfy the needs of enthusiasts and professionals alike.
MusclePharm reported a net loss of $12.87 million for the year
ended Dec. 31, 2021. As of Dec. 31, 2021, the Company had $11.21
million in total assets, $43.40 million in total liabilities, and a
total stockholders' deficit of $32.19 million.
Orange County, California-based Moss Adams LLP, the Company's
auditor since 2021, issued a "going concern" qualification in its
report dated April 15, 2022, citing that the Company has suffered
recurring losses from operations and has a net capital deficiency
that raise substantial doubt about its ability to continue as a
going concern.
NB HOTELS: Court OKs Deal on Cash Collateral Access
---------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Texas,
Dallas Division, approved the stipulation filed by:
* NB Hotels Dallas LLC,
* Wells Fargo Bank, National Association as Trustee for Morgan
Stanley Capital Trust 2019-22 for the benefit of the Commercial
Mortgage Pass-Through Certificate Holder, and
* the U.S. Small Business Association
authorizing the Debtor to use cash collateral on an interim basis
in accordance with the budget, with a 10% variance.
As previously reported by the Troubled Company Reporter, the Debtor
filed the Chapter 11 case having suffered through two years of the
COVID-19 pandemic. The loss of revenue as a result of the pandemic
placed the Debtor behind on certain payments.
The Debtor intends to rearrange its affairs and needs to continue
operating in order to pay its ongoing expenses, generate additional
income, and propose a plan in the case. Access to cash collateral
will allow the Debtors to continue ongoing operations.
On February 8, 2019, Morgan Stanley Bank N.A. made a loan to the
Debtor in the original principal amount of $42,840,000. The
Secured Noteholder claims the Loan is evidenced by, among other
things: (i) a promissory note dated February 8, 2019, which was
made and signed by the Borrower and delivered to the Original
Lender in the original principal amount of $42,840,000 and (ii) a
loan agreement between the Debtor as borrower and the Original
Lender as lender, dated February 8, 2019.
The Secured Noteholder claims that, as of the Petition Date, the
total indebtedness due to the Lender under the Loan was at least
$61,005,095, exclusive of funds being held in the lockbox and
reserves held by the Lender.
As adequate protection, the Secured Lender and the SBA are granted
replacement security interests and liens on all the Debtor's
assets and property.
As additional adequate protection, if and to the extent that the
Replacement Liens prove insufficient to adequately protect the
interests of the Secured Lender and the SBA in the Collateral, then
the Secured Lender and the SBA will have a super-priority
administrative claim against the Debtor under Bankruptcy Code
section 507(b).
These events constitute an "event of default:" (i) any violation or
breach of any of the terms of the Cash Collateral Order by the
Debtor; (ii) conversion of this Bankruptcy Case to one under
Chapter 7 of the Bankruptcy Code; (iii) the appointment under
Bankruptcy Code section 1104 of a trustee or an examiner in this
Case; (iv) the dismissal of this Bankruptcy Case under Bankruptcy
Code section 1112; (v) entry of an order under Bankruptcy Code
section 305, dismissing, staying, suspending or abstaining from
hearing the Bankruptcy Case; (vi) the lifting of the automatic stay
under section 362 of the Bankruptcy Code with respect to the
Debtor's interest in the Property; or (vii) the entry of any order
modifying, reversing, revoking, staying, rescinding, vacating, or
amending this Order without the prior express written consent of
the Secured Lender and the SBA or a Court Order.
The final hearing on the matter is scheduled for May 24, 2022 at
1:30 p.m.
A copy of the order is available at https://bit.ly/3vVdi5Y from
PacerMonitor.com.
About NB Hotels Dallas LLC
NB Hotels Dallas LLC owns and operates the Le Meridien Hotel Dallas
located at 13402 Noel Road, Dallas, Texas. The Debtor sought
protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr.
N.D. Tex. Case No. 22-30681) on April 18, 2022. In the petition
signed by Nadir Badruddin, its president, the Debtor disclosed up
to $100 million in both assets and liabilities.
Judge Harlin Dewayne Hale oversees the case.
Joyce W. Lindauer, Esq., at Joyce W. Lindauer Attorney, PLLC is the
Debtor's counsel.
NBRFM CORP: Seeks Bankruptcy Protection in New York
---------------------------------------------------
NBRFM Corp d/b/a Jeff Burton filed for chapter 11 protection in the
Eastern District of New York.
According to court filings, NBRFM Corp. estimates between 1 and 49
unsecured creditors. The petition states that funds will not be
available to unsecured creditors.
About NBRFM Corp.
NBRFM Corp., doing business as Jeff Burton, is an entity registered
with the U.S. General Services Administration (GSA), System for
Award Management (SAM).
NBRFM Corp. sought Chapter 11 bankruptcy protection (Bankr.
E.D.N.Y. Case No. 22-70849) on April 26, 2022. In the petition
filed by Jeffrey Burton, as president, NBRFM Corp. estimated assets
up to $50,000 and liabilities between $50,000 and $100,000.
The case is assigned to Honorable Bankruptcy Judge Louis A.
Scarcella.
NCR CORP: S&P Downgrades ICR to 'B+' on Margin Pressures
--------------------------------------------------------
S&P Global Ratings lowered its issuer credit rating on U.S.-based
NCR Corp. to 'B+' from 'BB-.' At the same S&P lowered its senior
secured issue-level rating to 'BB' from 'BB+' and the unsecured
issue-level rating to 'B' from 'B+.'
S&P said, "The stable outlook reflects our expectation for
underlying business momentum and demand trends to continue
recovering post-pandemic. Although the growth-constrained
environment, supply chain challenges, and cost inflation will
pressure EBITDA such that adjusted leverage will be elevated at
about 6.5x in 2022, we expect steady improvement from 6.7x
currently. The outlook also reflects our expectation for NCR to
manage these challenges successfully through planned cost savings
and inflation mitigation strategies, and cost headwinds to abate
allowing for continued deleveraging.
"The outsized effect from growth constraints and inflation
headwinds will slow NCR's deleveraging progress.
Higher-than-expected costs for hardware companies stemming from the
uncertain macro environment, and persistent supply chain
constraints are stoking significantly higher component costs and
lower profitability. While NCR continued to see some growth amid a
difficult environment, the increasingly challenging headwinds will
lead to lower-than-expected annual EBITDA and free cash flow
generation that will keep adjusted leverage elevated at about 6.5x
in 2022. We estimate pro forma revenues (including Cardtronics)
increased about 3% year over year in the first quarter while S&P
Global Ratings-adjusted EBITDA margin declined to about 11% from
15% one year ago. Inflation drove most of the erosion, despite
hardware representing only 28% of revenues.
"As a result, NCR's adjusted leverage will remain elevated longer
than we initially expected. We forecast adjusted EBITDA margin to
improve somewhat to the 12%-12.5% range in 2022 from about 11% at
the end of the first quarter ended March 31, 2022, leading to
adjusted leverage at about 6.7x. This is well behind our
expectation for adjusted leverage to be below 5.5x within 12 months
of closing the Cardtronics acquisition and further improvements
thereafter. We expect steady deleveraging to below 6.5x over the
next 12 to 18 months as cost savings and price increases are
realized.
"We view NCR's efforts to implement plans including price increases
to help offset higher costs ($50 million-$75 million net benefit to
EBITDA in 2022) in addition to cost savings already identified
related to the Cardtronics transaction ($100 million-$120 million
run-rate by the end of 2022) as positive credit considerations.
While we expect some margin pressures to abate and EBITDA to expand
as the year progresses, improvements will take time and higher
costs may be more difficult to pass through considering the already
contracted hardware business in backlog and inflation challenges
its customers face.
In addition to downside risks from the uncertain macro backdrop and
supply chain disruptions, NCR's strategic business review will
create near-term uncertainty. The company continues to evaluate
strategic alternatives that could include the sale of material
businesses and assets, and the company's merger or sale, among
other transactions. S&P said, "While there is no commitment from
NCR to complete a transaction, we view a strategic review increases
event risk in the near term. While we don't incorporate a
transaction in our rating expectations because predicting a
transaction is difficult, an outcome that includes increased
shareholder returns or debt-financed transactions including the
sale of the company, without any offsetting considerations and
threatens deleveraging as expected would further pressure our
credit rating on the company."
S&P said, "Over time, we may develop a more negative view of NCR's
business if expected merger benefits do not materialize or macro
payments industry trends accelerate technology transitions hurting
legacy automated teller machines (ATM) and point-of-sale (POS)
demand. NCR has high exposure to mature ATM- and POS-related
markets that drive a substantial share of its product, software,
and services revenues. We believe these markets face longer-term
unit growth challenges and constraints as cash transactions decline
amid technology disruption such as emerging digital contactless
payment forms and the broader digitization of banking, particularly
in developed economies where the company has significant exposure.
While cash use is prevalent globally now, we believe investments in
newer technologies like digital and cashless payments accelerated
during the pandemic and are likely to persist, displacing cash
usage longer-term. We expect NCR will experience low- to mid-single
digit revenue growth over the long run driven by demand for higher
value software and services solutions that offset limited hardware
unit growth prospects.
"NCR's elevated adjusted leverage and challenges managing the
difficult environment coupled with high exposure to mature markets
are negative rating considerations, though we expect the company to
execute on its software and services strategy to improve business
visibility. While the current operating backdrop poses risks to
NCR's business stability and ability to pass on cost increases
without significant time lag, the overall impact does not
significantly affect our business risk assessment. We believe NCR
maintains good business scale and positions in the ATM and payments
hardware and services markets. Many of its key operating metrics
show growth that should support future revenue prospects and some
margin improvement over the next year. Additionally, the company
has expanded its business from its traditional hardware and
transaction-based offerings to more recurring software, platform,
and services solutions for payment processing, POS, and self-serve
technologies. We expect the recurring nature of "as-a-service"
offerings increase revenue visibility and may reduce cash flow
volatility as one-time hardware sales become less integral to the
overall solution mix.
"The Cardtronics acquisition adds ATM debit networks and services,
merchant-side payment processing, and expanded geographic footprint
to NCR's capabilities. We expect Cardtronics will help diversify
NCR's services and provide more software and service-oriented
businesses for the combined company and opportunities for margin
expansion as the businesses integrate. Additionally, Cardtronics
may be able to offset some business pressures by increasing ATM
services as banks consolidate footprints and increase ATM
outsourcing. The growth in Cardtronics's ATM bank branding, and
U.S.-focused surcharge-free debit network, AllPoint, may help
growth as financial institutions look to preserve their market
presence in the U.S. and offer convenience for customers.
"The stable outlook reflects our expectation for underlying
business momentum and demand trends to continue recovering
post-pandemic. Although the growth-constrained environment, supply
chain, and cost inflation will pressure EBITDA such that adjusted
leverage will be elevated at about 6.5x in 2022, we expect steady
improvement from 6.7x currently. The outlook also reflects our
expectation for NCR to manage these challenges successfully through
planned cost savings and inflation mitigation strategies, and cost
headwinds to abate allowing for continued deleveraging."
S&P could downgrade the company if:
-- Adjusted leverage does not improve and remains above 6.5x or
FOCF to debt weakens because of continued business challenges and
it is unable to offset margin pressures;
-- It adopts a more aggressive financial policy or pursues
acquisitions or divestitures such that adjusted leverage exceeds
the same level; or
-- Mature industry conditions and digital payments and banking
industry disruptions lead to weakened business growth prospects
causing us to reassess its business risk.
An upgrade is unlikely over the next 12 months considering NCR's
significant debt levels and elevated adjusted leverage. S&P could
consider a higher rating if the company continues to experience
good demand across it segments and expand EBITDA such that leverage
is below 5.5x and FOCF to debt remains at 10% or above, and allows
for headroom to absorb some business volatility. An upgrade would
also require the company to sustain those levels while achieving
its capital allocation objectives.
NEOVASC INC: To Report First Quarter Financial Results on May 12
----------------------------------------------------------------
Neovasc Inc. will report its financial results for the quarter
ended March 31, 2022 on Thursday, May 12, 2022. Neovasc's
President and Chief Executive Officer Fred Colen, and Chris Clark,
chief financial officer, will host a conference call to review the
company's results at 4:30 pm EDT on May 12, 2022.
Interested parties may access the conference call by dialing (877)
407-9208 or (201) 493-6784 (International) and reference Conference
ID 13729200. Participants wishing to join the call via webcast
should use the link posted on the investor relations section of the
Neovasc website at neovasc.com/investors/. A replay of the webcast
will be available approximately 30 minutes after the conclusion of
the call using the link on the Neovasc website.
About Neovasc Inc.
Neovasc -- www.neovasc.com -- is a specialty medical device company
that develops, manufactures and markets products for the rapidly
growing cardiovascular marketplace. The Company develops minimally
invasive transcatheter mitral valve replacement technologies, and
minimally invasive devices for the treatment of refractory angina.
Its products include the Neovasc Reducer, for the treatment of
refractory angina, which is not currently commercially available in
the United States (2 U.S. patients have been treated under
Compassionate Use) and has been commercially available in Europe
since 2015, and Tiara, for the transcatheter treatment of mitral
valve disease, which is currently under clinical investigation in
the United States, Canada, Israel and Europe.
Neovasc reported a net loss of $24.89 million for the year ended
Dec. 31, 2021, following a net loss of $28.70 million for the year
ended Dec. 31, 2020. As of Dec. 31, 2021, the Company had $66.22
million in total assets, $14 million in total liabilities, and
$52.23 million in total equity.
Vancouver, Canada-based Grant Thornton LLP, the Company's auditor
since 2002, issued a "going concern" qualification in its report
dated March 9, 2022, citing that the Company incurred a
comprehensive loss of $25.2 million during the year ended Dec. 31,
2021. These conditions, along with other matters, raise
substantial doubt about the Company's ability to continue as a
going concern as at Dec. 31, 2021.
NEW BROUGHTON: Wins Final Cash Collateral Access
------------------------------------------------
The U.S. Bankruptcy Court for the Middle District of Florida, Tampa
Division, authorized New Broughton Street, LLC to use cash
collateral on a final basis in accordance with the budget.
The Debtor is permitted to use cash collateral to pay: (a) amounts
expressly authorized by the Court, including payments to the US
Trustee for quarterly fees; (b) the current and Necessary expenses
set forth in the budget, and (c) such additional amounts as may be
expressly approved in writing by Grandbridge Real Estate Capital,
LLC. The authorization will continue until further order of the
Court.
The Court said the Debtor will timely perform all obligation of a
debtor-in-possession required by the Bankruptcy Code, Federal Rule
of Bankruptcy Procedure, and the Court orders.
As adequate protection, each creditor with a security interest in
cash collateral will have a perfected post-petition lien against
cash collateral to the same extent and with the same validity and
priority as the prepetition lien, without the need to file or
execute any document as may otherwise be required under applicable
non bankruptcy law.
A copy of the order and the Debtor's budget is available at
https://bit.ly/3vO7WdG from PacerMonitor.com.
The Debtor projects $33,000 in total anticipated income and $30,320
in total expenses for May 2022.
About New Broughton Street, LLC
Broughton Street, LLC sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 8:22-bk-01438) on
April 11, 2022. In the petition signed by Kris Callen, manager, the
Debtor disclosed up to $50,000 in assets and up to $10 million in
liabilities.
Judge Catherine Peek McEwen oversees the case.
Jake C. Blanchard, Esq., at Blanchard Law, P.A. is the Debtor's
counsel.
NORDIC AVIATION: Seeks to Employ KPMG Ireland as Auditor
--------------------------------------------------------
Nordic Aviation Capital Designated Activity Company and its
debtor-affiliates seek approval from the U.S. Bankruptcy Court for
the Eastern District of Virginia to hire KPMG Ireland to provide
audit services to the Debtors incorporated in Ireland and the
United Kingdom.
The firm's hourly rates are as follows:
Partner $763.24
Principal $763.24
Director $546.25
Associate Director $489.04
Manager $316.31
Associate $262.33
Niall Naughton, partner of the firm, disclosed in a court filing
that he is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Niall Naughton
KPMG Ireland
Dublin 2, Ireland
Tel.: +353 (1) 410 1832
Email: niall.naughton@kpmg.ie
About Nordic Aviation Capital
Nordic Aviation Capital is the leading regional aircraft lessor
serving almost 70 airlines in approximately 45 countries. Its fleet
of 475 aircraft includes ATR 42, ATR 72, De Havilland Dash 8,
Mitsubishi CRJ900/1000, Airbus A220 and Embraer E-Jet family
aircraft.
On Dec. 17, 2021, Nordic Aviation Capital Pte. Ltd., NAC Aviation
17 Limited, NAC Aviation 20 Limited, and Nordic Aviation Capital
A/S each filed petitions seeking relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. E.D. Va.). On Dec. 19, 2021, Nordic
Aviation Capital Designated Activity Company and 112 affiliated
companies also filed petitions seeking Chapter 11 relief. The lead
case is In re Nordic Aviation Capital Designated Activity Company
(Bankr. E.D. Va. Lead Case No. 21-33693).
Judge Kevin R. Huennekens oversees the cases.
The Debtors tapped Kirkland & Ellis and Kutak Rock, LLP as
bankruptcy counsels and the law firms of Clifford Chance, LLP,
William Fry, LLP and Gorrissen Federspiel as corporate counsels.
N.M. Rothschild & Sons Limited, Ernst & Young, LLP and
PricewaterhouseCoopers, LLP serve as the Debtors' financial
advisor, restructuring advisor and tax advisor, respectively. Epiq
Corporate Restructuring, LLC is the claims and noticing agent.
NUTRIBAND INC: Incurs $6.2 Million Net Loss in FY Ended Jan. 31
---------------------------------------------------------------
Nutriband Inc. filed with the Securities and Exchange Commission
its Annual Report on Form 10-K disclosing a net loss of $6.18
million on $1.42 million of revenue for the year ended Jan. 31,
2022, compared to a net loss of $2.93 million on $943,702 of
revenue for the year ended Jan. 31, 2021.
As of Jan. 31, 2022, the Company had $12.74 million in total
assets, $880,375 in total liabilities, and $11.86 million in total
stockholders' equity.
As of Jan. 31, 2022, the Company had $4,891,868 in cash and cash
equivalents and working capital of $4,686,112, as compared with
cash and cash equivalents of $151,993 and working capital
deficiency of $2,254,418 as of Jan. 31, 2021. The Company received
proceeds of approximately $8.8 million from the completion of its
public offering, exercise of warrants and the sale of common stock
during the year ended Jan. 31, 2022.
For the year ended Jan. 31, 2022, the Company used cash of
$2,809,223 in its operations. The principal adjustments to the
Company's net loss of $6,176,126 were amortization of debt discount
of $97,477, depreciation and amortization of $308,741, and
stock-based compensation of $1,314,401, and goodwill impairment of
$2,180,836, offset by a gain on extinguishment of debt of $53,028.
For the year ended Jan. 31, 2022, the Company used cash in
investing activities of $81,595 primarily for the purchase of
equipment. During the year ended Jan. 31, 2021, cash received from
acquisition amounted to $66,964.
For the year ended Jan. 31, 2022, the Company had cash flows of
$7,630,721 from financing activities, primarily $9.4 million from
the completion of our public offering, exercise of warrants, and
gross proceeds from the sale of common stock offset by a payment on
long-term debt of $1.5 million and the repurchase of treasury
stock.
A full-text copy of the Form 10-K is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1676047/000121390022022425/f10k2022_nutribandinc.htm
About Nutriband
Nutriband Inc. -- www.nutriband.com -- is primarily engaged in the
development of a portfolio of transdermal pharmaceutical products.
Its lead product under development is an abuse deterrent fentanyl
patch incorporating its AVERSA abuse deterrence technology. AVERSA
technology can be incorporated into any transdermal patch to
prevent the abuse, misuse, diversion, and accidental exposure of
drugs with abuse potential.
Nutriband reported a net loss of $2.72 million for the year ended
Jan. 31, 2020, and a net loss of $3.33 million for the year ended
Jan. 31, 2019. As of Oct. 31, 2021, the Company had $15.43 million
in total assets, $1.11 million in total liabilities, and $14.32
million in total stockholders' equity.
OUTERSTUFF LLC: Moody's Alters Outlook on 'Caa2' CFR to Negative
----------------------------------------------------------------
Moody's Investors Service changed Outerstuff LLC's outlook to
negative from positive. Concurrently, Moody's affirmed the
company's Caa2 corporate family rating, Caa2-PD probability of
default rating and Caa3 senior secured term loan rating.
The change in outlook to negative reflects the company's
approaching 2023 debt maturities and growing risk that supply chain
challenges and inflationary pressures would result in a weaker than
previously expected recovery in 2022. The negative outlook also
reflects Moody's view that liquidity will be weak in the first half
of 2022.
The affirmation of the Caa2 CFR reflects the company's very high
leverage of 20x Moody's-adjusted debt/EBITDA as of December 31,
2021 and near-term maturities, which result in a heightened
probability of default. The affirmation also incorporates the
positive momentum of the business, driven by the growing demand for
children's licensed sports apparel and strong bookings, although
the level of recovery is subject to industry-wide risks.
Moody's took the following rating actions for Outerstuff LLC:
Corporate Family Rating, Affirmed Caa2
Probability of Default Rating, Affirmed Caa2-PD
Senior Secured Bank Credit Facility, Affirmed Caa3 (LGD4)
Outlook, Changed to Negative from Positive
RATINGS RATIONALE
Outerstuff's Caa2 CFR reflects the company's high risk of default
given its very high leverage and weak liquidity including the
December 2023 debt maturities. While revenues exceeded pre-pandemic
levels in the second half of 2021, Outerstuff's earnings and credit
metrics remain very weak, with Moody's-adjusted debt/EBITDA of 20x
as of December 31, 2021 (equivalent to 14x debt/credit agreement
EBITDA). Outerstuff reported strong early 2022 bookings and upside
from new licenses, however there is uncertainty regarding the level
of earnings growth given supply chain disruptions and high input
costs. Further, the company has a history of underperformance
relative to budget in 2015-2019 and 2021, as well as earnings
declines in 2016-2019. The credit profile also reflects the
company's small revenue scale, narrow product concentration
primarily in licensed children's sports apparel and reliance on
licensing arrangements from several sports leagues for a
significant majority of revenue. Moody's expects overall liquidity
to be weak reflecting the upcoming maturities and expectations for
limited revolver availability and tight covenant cushion, partly
balanced by positive annual free cash flow. However, Outerstuff's
cash flow is highly seasonal and typically generated during the
third quarter.
The credit profile is supported by the potential for significant
earnings recovery driven by strong retailer demand for children's
sports apparel as sports events resume. Moody's expects leverage to
be in the high-6x range Moody's-adjusted debt/EBITDA at year-end
2022 and EBITA/interest expense in the high 1x range. In addition,
the credit profile benefits from Outerstuff's diversification
across retail channels, and entrenched market position related to
exclusive license contracts with the NFL, NBA, NHL, MLB, NCAA, MLS
and USA Olympics, which allow it to sell virtually all children's
apparel with the teams' logos. In addition, the children's licensed
sports apparel market is relatively stable because of its low
fashion risk, natural replenishment cycle and consumers' steady
interest in team sports.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
An upgrade would require a timely and economical refinancing of the
company's debt maturities, significantly improved operating
performance and positive free cash flow.
The ratings could be downgraded if refinancing risk increases,
driven by weaker than anticipated earnings recovery and cash flow,
or recovery estimates decline.
Outerstuff is a designer, manufacturer and marketer of licensed
children's and adults' sports apparel. The company generates most
its revenue from products sold under exclusive licenses with the
NFL, NBA, NHL, MLB, MLS, FIFA, USA Olympics and Umbro, as well as
licenses with over 200 NCAA colleges and universities, and sells to
team shops, specialty sports chain stores, department stores and
mass merchants in the US and internationally. The company is
majority owned by company management, including founder and CEO,
Sol Werdiger. Annual revenue is less than $300 million.
The principal methodology used in these ratings was Apparel
published in June 2021.
PETROTEQ ENERGY: Incurs $3.4 Million Net Loss in Second Quarter
---------------------------------------------------------------
Petroteq Energy Inc. reported a net loss of $3.41 million on zero
revenue from licensing fees for the three months ended Feb. 28,
2022, compared to a net loss of $1.03 million on zero revenue from
licensing fees for the three months ended Feb. 28, 2021.
For the six months ended Feb. 28, 2022, the Company reported a net
loss of $5.95 million on zero revenue from licensing fees compared
to a net loss of $1.44 million on $2 million of revenues from
licensing fees for the six months ended Feb. 28, 2021.
As of Feb. 28, 2022, the Company had $83.20 million in total
assets, $10.47 million in total liabilities, and $72.72 million in
total shareholders' equity.
A full-text copy of the Form 8-K is available for free at:
https://www.sec.gov/Archives/edgar/data/1561180/000106299322011300/exhibit99-2.htm
About Petroteq Energy Inc.
Petroteq Energy Inc. -- www.Petroteq.energy -- is a clean
technology company focused on the development, implementation and
licensing of a patented, environmentally safe and sustainable
technology for the extraction and reclamation of heavy oil and
bitumen from oil sands and mineable oil deposits. Petroteq is
currently focused on developing its oil sands resources at Asphalt
Ridge and upgrading production capacity at its heavy oil extraction
facility located near Vernal, Utah.
Petroteq Energy reported a net loss and comprehensive loss of $9.47
million for the year ended Aug. 31, 2021, a net loss and
comprehensive loss of $12.38 million for the year ended Aug. 31,
2020, and a net loss and comprehensive loss of $15.79 million for
the year ended Aug. 31, 2019. As of Nov. 30, 2021, the Company had
$79.79 million in total assets, $10.67 million in total
liabilities, and $69.12 million in total shareholders' equity.
Vancouver, British Columbia, Canada-based Hay & Watson, the
Company's auditor since 2012, issued a "going concern"
qualification in its report dated Dec. 14, 2021, citing that the
Company has had recurring losses from operations and has a net
capital deficiency, which raises substantial doubt about its
ability to continue as a going concern.
PHOENIX OF ALBANY: Proposes Auction of Non-Residential Property
---------------------------------------------------------------
Phoenix of Albany, LLC, asks the U.S. Bankruptcy Court for the
Northern District of New York to authorize the auction sale of the
non-residential real property located at 143 Montgomery Street, in
Albany, New York.
Pursuant to a Deed dated Aug. 15, 2017, the Debtor is the fee owner
of the Property. The Property consists of three adjacent lots
(i.e., tax map numbers 65.20-2-29 (approximately 1.097+/- acres),
65 .20-2—32 (approximately 0.018+/- acres) and
65.20-2-37(approximately 0.095+/— acres)). A vacant commercial
building, which is commonly known as the "Central Warehouse," is
situated on the largest of the three parcels located at 143
Montgomery Street. The other two parcels are vacant.
The Debtor purchased the Property with the intention of using it
initially as an expansion of the businesses operated by the
Debtor's principal, Evan Blum, and then later redeveloping the
Property into a major arts venue that would attract national and/or
international attention promoting up to 700 artists who are not
well-represented by galleries.
Prior to its acquisition by the Debtor, the Property had been
dormant for approximately 25 years resulting in real property and
school taxes accruing thereon going back to at least the 1990's.
When the Debtor acquired the Property in 2017, property and school
taxes had not been paid since 2011. As a result ofa tax assessment
challenge made by the Debtor in 2017, the real property and school
taxes with respect to the Property were reduced from approximately
$100,000 per year to an amount less than approximately $10,000 per
year. By statute, the unpaid real property and school taxes accrued
into liens against the Property ("Tax Liens") in favor of The
County of Albany. There are no other known liens against the
Property.
In 2012, Albany County commenced a tax foreclosure proceeding
against the Property. Upon the Debtor's acquisition of the Property
in 2017, Albany County withdrew the Property from those
proceedings. However, subsequent to the foregoing events, and
rather than pursuing a foreclosure sale, Albany County conducted a
sealed bidding process with respect to the Property through which a
successful eligible bidder (presumably a preferred third-party
developer) could acquire the Property without regard to the
sufficiency of the bid to pay the delinquent taxes. The bidding
process excluded owners of properties with delinquent taxes such
that third-parties were permitted to purchase the property without
paying any ofthe outstanding taxes, while in order for the Debtor
to retain ownership, it would have been required must pay all
outstanding taxes, even the approximately $490,000 in accrued taxes
that the Debtor inherited in
2017.
As a result of these efforts, the Debtor commenced a (prior)
chapter 11 case on June 10, 2021 in the U.S. Bankruptcy Court for
the Northern District of New York (the "NDNY Bankruptcy Court"),
Case No. 21-10584 ("Prior Case"). Unfortunately, the Debtor was
not able to confirm the chapter 11 plan of reorganization which it
had proposed in the Prior Case and, as a result, an Order modifying
the automatic stay with respect to Albany County's rights and
interests with respect to the Property was entered on Dec. 27,
2021. On Feb. 9, 2022, an Order dismissing the Prior Case was
entered.
On Feb. 15, 2022, the Debtor became aware that, notwithstanding its
prior withdrawal of the Property from the tax lien foreclosure
proceeding, Albany County had obtained a default judgment in the
foreclosure proceeding without notice to the Debtor or Mr. Blum. As
such, or about March 3, 2022, the Debtor moved by Order to Show
Cause to vacate the defaultjudgment. Nevertheless, the Albany
County legislature scheduled (and ultimately held) a vote to
approve the transfer of the Property to the bidder selected by
Albany County through the sealed bidding process be held on March
14, 2022 at 6:00 pm. At 4:09 p.m. on March 14, 2022, and so as to
avoid the forfeiture of the value ofProperty, the Debtor commenced
the instant case by filing a voluntary petition for relief under
chapter 1 1 ofthe Bankruptcy Code with the Court.
The Debtor will shortly be filing a proposed Chapter 11 Plan of
Liquidation which will be implemented through a sale of the
Property to the Successful Bidder (if any) at the Auction which
will be conducted with the assistance of the Auctioneer and the
Listing Broker Ten-X as the Debtor's auctioneer in accordance with
the Court-approved Bid Procedures. The proceeds of the sale, if
any, will be paid to creditors under the Plan in order of statutory
priority.
The Debtor believes that, as a result of the sale of the Property
under the proposed sale process, all statutory fees, administrative
expense claims, secured claims and priority tax claims (if any)
will be fully paid, and that all or substantially all ofthe general
unsecured claims will be paid, under the Plan. The Debtor believes
that the sale of the Property to the Successful Bidder is the best
available means to provide value to its creditors under the facts
and circumstances. Accordingly, the Debtor brings the instant
Motion.
The only known liens or encumbrances asserted against the Property
are the Tax Liens held by Albany County which will be satisfied
upon the sale of the Property.
About Phoenix of Albany
Phoenix of Albany, LLC is a limited liability company organized
under the laws of the State of New York. Its sole member is Evan
Blum. It owns real property and improvements at 143 Montgomery
St., and adjacent lots in Albany, N.Y., commonly known as the
"Central Warehouse". Phoenix owns no other assets and is not
currently conducting any business.
Phoenix of Albany filed a voluntary Chapter 11 petition (Bankr.
N.D. N.Y. Case No. 21-10584) on June 10, 2021. Judge Robert E.
Littlefield Jr. oversees the case.
Justin A. Heller, Esq., at Nolan Heller Kauffman, LLP is the
Debtor's legal counsel.
PLAMEX INVESTMENT: Taps Gordinier Kang as Outside General Counsel
-----------------------------------------------------------------
Plamex Investment, LLC and 3100 E. Imperial Investment, LLC seek
approval from the U.S. Bankruptcy Court for the Central District of
California to hire Gordinier Kang & Kim LLP as special outside
general counsel.
The firm agrees that it will not seek to be paid more than $20,000
in total by the Debtors and hereby expressly waive and release any
and all claims, administrative expenses or other rights to payment
that the firm has or may have to recover more than $20,000 in the
chapter 11 cases.
John C. Kang, Esq., partner of the firm, disclosed in a court
filing that he is a "disinterested person" as the term is defined
in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
John C. Kang, Esq.
Gordinier Kang & Kim LLP
1901 Avenue of the Stars, Suite 260
Los Angeles, CA 90067
Tel.: (949) 501-4863
Email: john@gkkllp.com
About Plamex Investment
Plamex Investment, LLC, is a privately held company whose principal
assets are located at 3100 E. Imperial Highway Lynwood, Calif.
Plamex Investment and its affiliate, 3100 E. Imperial Investment,
LLC, sought protection under Chapter 11 of the U.S. Bankruptcy Code
(Bankr. C.D. Calif. Lead Case No. 21-10958) on April 14, 2021.
Donald Chae, designated officer, signed the petitions. Judge Erithe
A. Smith oversees the cases.
At the time of the filing, Plamex Investment disclosed assets of
between $100 million and $500 million and liabilities of the same
range. 3100 E. Imperial Investment had between $10 million and $50
million in both assets and liabilities.
The Debtors tapped Levene, Neale, Bender, Yoo & Brill LLP as the
legal counsel and Gordinier Kang & Kim LLP as special outside
general counsel.
PUERTO RICO: HTA Files Debt Plan to Cut $4 Billion Debt
-------------------------------------------------------
Michelle Kaske of Bloomberg News reports that Puerto Rico's
Highways and Transportation Authority filed its debt-restructuring
plan to the court overseeing its bankruptcy, an agreement that will
allow it to slash $4 billion of bonded debt down to $1.2 billion.
The filing on Monday, May 2, 2022, sets in motion the Highways
Authority's possible exit from its five-year bankruptcy this year.
U.S. District Court Judge Laura Taylor Swain will now review the
restructuring deal.
The plan gives bondholders a combined $264 million cash payment and
$1.2 billion of new Highways Authority bonds. Investors will also
receive a so-called contingent value instrument.
About Puerto Rico
Puerto Rico is a self-governing commonwealth in association with
the United States that's facing a massive bond debt of $70 billion,
a 68% debt-to-GDP ratio and negative economic growth in nine of the
last 10 years.
The Commonwealth of Puerto Rico has sought bankruptcy protection,
aiming to restructure its massive $74 billion debt-load and $49
billion in pension obligations.
The debt restructuring petition was filed by Puerto Rico's
financial oversight board in U.S. District Court in Puerto Rico
(Case No. 17-01578) on May 3, 2017, and was made under Title III of
2016's U.S. Congressional rescue law known as the Puerto Rico
Oversight, Management, and Economic Stability Act ('PROMESA').
The Financial Oversight and Management Board later commenced Title
III cases for the Puerto Rico Sales Tax Financing Corporation
(COFINA) on May 5, 2017, and the Employees Retirement System (ERS)
and the Puerto Rico Highways and Transportation Authority (HTA) on
May 21, 2017. On July 2, 2017, a Title III case was commenced for
the Puerto Rico Electric Power Authority ("PREPA").
U.S. Chief Justice John Roberts has appointed U.S. District Judge
Laura Taylor Swain to oversee the Title III cases. The Honorable
Judith Dein, a United States Magistrate Judge for the District of
Massachusetts, has been designated to preside over matters that may
be referred to her by Judge Swain, including discovery disputes,
and management of other pretrial proceedings.
Joint administration of the Title III cases, under Lead Case No.
17-3283, was granted on June 29, 2017.
The Oversight Board has hired as advisors, Proskauer Rose LLP and
O'Neill & Borges LLC as legal counsel, McKinsey & Co. as strategic
consultant, Citigroup Global Markets, as municipal investment
banker, and Ernst & Young, as financial advisor.
Martin J. Bienenstock, Esq., Scott K. Rutsky, Esq., and Philip M.
Abelson, Esq., of Proskauer Rose; and Hermann D. Bauer, Esq., at
O'Neill & Borges are on-board as attorneys.
McKinsey & Co. is the Board's strategic consultant, Ernst & Young
is the Board's financial advisor, and Citigroup Global Markets Inc.
is the Board's municipal investment banker.
Prime Clerk LLC is the claims and noticing agent. Prime Clerk
maintains a case web site at
https://cases.primeclerk.com/puertorico
Epiq Bankruptcy Solutions LLC is the service agent for ERS, HTA,
and PREPA.
O'Melveny & Myers LLP is counsel to the Commonwealth's Puerto Rico
Fiscal Agency and Financial Advisory Authority (AAFAF), the agency
responsible for negotiations with bondholders.
The Oversight Board named Professor Nancy B. Rapoport as fee
examiner and to chair a committee to review professionals' fees.
* * *
The two Title III plans of adjustment have been confirmed to date,
for the Commonwealth and COFINA debtors.
PULMATRIX INC: Lowers Quorum Requirement for Stockholder Meeting
----------------------------------------------------------------
The board of directors of Pulmatrix, Inc. approved an amendment to
the Company's existing bylaws, effective as of April 28, 2022.
The Amendment amends and restates Article I, Section 4 of the
Company's existing bylaws in its entirety to lower the number of
holders of the shares entitled to vote at a meeting of stockholders
constituting a quorum, in person or by proxy, from a majority to
one-third. Specifically, the restated Section 4 states that "[a]t
any meeting of the stockholders, the holders of one-third of the
voting power of all of the shares of the stock entitled to vote at
the meeting, present in person or by proxy, shall constitute a
quorum for all purposes, unless or except to the extent that the
presence of a larger number may be required by law or by rules of
any stock exchange upon which the Corporation's securities are
listed. Where a separate vote by a class or classes is required,
one-third of the voting power of the shares of such class or
classes present in person or represented by proxy shall constitute
a quorum entitled to take action with respect to that vote on that
matter. If a quorum shall fail to attend any meeting, the chairman
of the meeting may adjourn the meeting to another place, if any,
date, or time."
About Pulmatrix
Pulmatrix, Inc. -- http://www.pulmatrix.com-- is a clinical stage
biopharmaceutical company developing innovative inhaled therapies
to address serious pulmonary and non-pulmonary disease using its
patented iSPERSE technology. The Company's proprietary product
pipeline includes treatments for serious lung diseases such as
allergic ronchopulmonary aspergillosis and lung cancer, as well as
neurologic disorders such as acute migraine. Pulmatrix's product
candidates are based on iSPERSE, its proprietary engineered dry
powder delivery platform, which seeks to improve therapeutic
delivery to the lungs by maximizing local concentrations and
reducing systemic side effects to improve patient outcomes.
Pulmatrix reported a net loss of $20.17 million for the year ended
Dec. 31, 2021, a net loss of $19.31 million for the year ended Dec.
31, 2020, a net loss of $20.59 million for the year ended Dec. 31,
2019, and a net loss of $20.56 million for the year ended Dec. 31,
2018. As of Dec. 31, 2021, the Company had $58.82 million in total
assets, $11.37 million in total liabilities, and $47.45 million in
total stockholders' equity.
PURPLE SHOVEL LLC: Contractor, Military Unit Beat AK-47 Fraud Suit
------------------------------------------------------------------
Martina Barash of Bloomberg Law reports that military unit,
bankrupt Contractor's staff beat AK-47 fraud suit.
Two Czech arms suppliers failed to advance fraud, theft, and other
claims against either employees of the U.S. Special Operations
Command or executives of a military contractor that entered
bankruptcy after allegedly pocketing the government's $3 million
payment for AK-47 assault rifles, the Eleventh Circuit affirmed.
The U.S. properly substituted itself as a defendant in place of the
civilian Special Operations workers who issued the contracts with
Purple Shovel LLC, Judge Gerald Bard Tjoflat said Tuesday, May 3,
2022. And the government enjoys sovereign immunity because the
Federal Tort Claims Act doesn't waive immunity from
misrepresentation-based state law claims, he said.
About Purple Shovel
Based in Tampa, Florida, Purple Shovel, LLC --
http://www.purpleshovel.com/-- is a certified Service Disabled
Veteran-Owned Small Business (SDVOSB) founded in 2010 to provide
value-added solutions to an array of domestic and international
challenges. Purple Shovel affords its clients a single point of
contact to transport materials and aid anywhere in the world,
including remote regions inaccessible to others.
Purple Shovel filed a Chapter 11 petition (Bankr. M.D. Fla. Case
No. 18-04599) on June 1, 2018. In the petition signed by Benjamin
Worrell, manager, the Debtor disclosed $1.01 million in assets and
$12.35 million in liabilities.
Judge Caryl E. Delano is the case judge.
The Law Offices of Norman and Bullington serves as counsel to the
Debtor.
On Aug. 8, 2018, the Office of the U.S. Trustee appointed Gerard A.
McHale Jr. as Chapter 11 trustee for the Debtor. The Chapter 11
Trustee tapped Johnson Pope Bokor Ruppel & Burns, LLP as his legal
counsel, and McHale PA as his accountant.
QURATE RETAIL: S&P Alters Outlook to Negative, Affirms 'BB-' ICR
----------------------------------------------------------------
S&P Global Ratings revised its outlook to negative from stable and
affirmed all its ratings on video commerce and online retailer
Qurate Retail, Inc., including its 'BB-' issuer credit rating.
The negative outlook reflects the possibility of a downgrade within
the next 12 months if prolonged operating weakness due to issues
including execution risks around the company's merchandising
strategy result in lower cash flow levels and tighter liquidity.
S&P said, "The company's recent operating performance has been
weaker than we anticipated, and the timing of a recovery is
uncertain as secular headwinds and a U.S. economic slowdown could
delay the benefits of the company's turn-around strategy. The
outlook revision follows Qurate's weak free cash flow generation in
2021 and our expectations for revenue decline in 2022. The company
reported a consolidated sales decline of 9% and EBITDA margin
contraction of about 170 basis points (bps) in the fiscal fourth
quarter. The sales decline was primarily attributable to the
difficult supply chain environment including missing key
electronics product deliveries during the fourth quarter. In our
view, other temporary setbacks included the fire that occurred at
one of the company's North Carolina fulfillments centers in
December 2021 and inflationary pressure which led to suppressed
demand. The company also saw limited ability to effectively adjust
its merchandising strategy amid the early stages of its turnaround.
It has taken steps to stabilize the business including by
implementing key organizational changes.
"We expect supply chain pressures to ease in the second half of
fiscal 2022 and the company's turnaround should contribute to
rebounding profitability. However, rising inflation will likely
pose an additional burden over the next 12 months and we believe
performance recovery in 2023 has become increasingly uncertain and
the company could underperform our forecast.
"Longer-term macro headwinds such as cord-cutting and declining TV
viewership trends could accelerate. Qurate generates a significant
portion of its revenue from TV viewership, which is in secular
decline due to cord cutting and other factors. We also foresee some
execution risks as the company shifts away from TV viewership in a
cost-effective manner, though we recognize that it has adequate
financial resources to expand its digital and mobile content.
Finally, Qurate remains susceptible to intensified competitive
pressures that could require it to hasten its promotional cadence
to sustain its sales.
"Good cash flow generation and flexibility to manage shareholder
returns remain positive rating considerations. We expect lower free
operating cash flow (FOCF) generation in fiscal 2022 than
historically because of weaker EBITDA generation and increased
working capital, partly due to tight supply leading to more
inventory. However, Qurate maintains sufficient liquidity with
substantial cash and availability under its $3.25 billion revolver.
While the company generated about $2 billion of FOCF in 2021, we
expect its FOCF generation to moderate in the next two years below
$850 million annually in line with the EBITDA decline and the net
working capital outflows as the company continues to navigate the
difficult supply environment. We expect the company to favor debt
repayment over shareholder returns in the medium term given
near-term debt maturities which we expect it will repay with
internally generated cash. Among the company staggered debt
maturities, $750 million senior secured notes are due in March 2023
and $600 million are due in March 2024. We believe repaying this
debt via revolver usage is a possibility in coming months. In 2020,
the company paid nearly $1.3 billion in special cash dividends to
its shareholders and distributed approximately $1.3 billion through
the 8% cash dividend on its preferred stock, which we include in
our calculation of its adjusted debt due to the terms of the
equity. These actions were consistent with its publicly stated
financial policy of maintaining leverage of less than 2.5x at QVC
Inc. Therefore the company has some room to increase its leverage
(by about a half turn) while remaining within this target range.
Our calculation of Qurate's leverage, which reflects its debt
levels and our adjustments, at the overall corporate structure was
3.8x as of year-end 2021.
"The negative outlook reflects the possibility of a downgrade
within the next 12 months if prolonged operating weakness due to
issues including a worsening supply chain environment or execution
risks around the company's merchandising strategy result in lower
cash flow levels and tighter liquidity.
"We could lower our rating on Qurate over the next 12 months if its
adjusted leverage approaches 4.5x or free cash flow remains below
10% on a sustained basis which would tighten the company's
liquidity due to its near-term maturities." This could occur if:
-- Supply chain challenges prolong greater-than-expected inventory
challenges, resulting in S&P Global Ratings-adjusted EBITDA margins
well below 14%; or
-- The company significantly underperforms our expectations and
faces the prospects of depressed sales and profits beyond 2022 due
to operational or sales execution challenges, merchandise missteps,
greater-than-expected cord-cutting patterns, or increased
competitive pressures amid scarce discretionary spending, which
would cause us to assess its business less favorably; or
-- The company's financial policy becomes more aggressive, and it
undertakes shareholder returns, while its performance weakens and
it continues to face near-term maturities.
S&P could revise the outlook to stable if:
-- The supply chain environment improves and Qurate stabilizes its
business by successfully turning around its product execution such
that it can return to revenue growth and EBITDA margins in the
mid-teen percent area; and
-- S&P expects leverage to be maintained below 4.5x as the company
directs part of its cash on hand toward repayment of near-term debt
maturities.
ESG credit indicators: E-2, S-2, G-3
S&P said, "Governance is a moderately negative consideration in our
credit rating analysis of Qurate Retail Inc. Ownership remains
concentrated among key executives, and most directors and officers
have overlapping roles with Liberty Media Corp. (LMC). Gregory B.
Maffei, Chairman of the Board of Qurate and president and chief
executive officer of LMC, beneficially owns approximately 20% of
the voting rights in Qurate, and John C. Malone, who serves as
chairman of the board of LMC and a director of Qurate, beneficially
owns approximately 6.7% of the voting rights in Qurate. Qurate has
executed unconventional financial transactions to return capital to
its shareholders. In 2018, the company contributed most of its
equity investment securities to a newly acquired company (GCI
Communications), which was subsequently split off into an
independent, publicly traded company. This led to a reduction in
collateral available for unsecured debt holders and a lowering of
the issue-level ratings."
REDWOOD EMPIRE: Hires Atlas Hospitality as Real Estate Broker
-------------------------------------------------------------
Redwood Empire Lodging, LP seeks approval from the U.S. Bankruptcy
Court for the District of Arizona to hire Atlas Hospitality Group
as its real estate broker.
The Debtor owns a real property located at 208 N. Lake Powell Blvd,
Page, AZ 86040, commonly known as the Best Western Plus at Lake
Powell (Page Hotel).
The firm will receive a commission equal to 2 percent of the final
gross sale price.
The broker will identify potential purchasers of the Page Hotel,
and solicit offers within the context of any bidding procedures
approved by the Court.
The firm can be reached through:
Alan X. Reay
Atlas Hospitality Group
4695 MacArthur Ct Suite 780
Newport Beach, CA 92660
Phone: +1 949-622-3400
About Redwood Empire Lodging
Redwood Empire Lodging, LP, owns and operates two hotels: the Best
Western Plus located at 208 N. Lake Powell Blvd., Page, Ariz.; and
the Best Western Sonoma Winegrower's Inn located at 6500 Redwood
Drive, Rohnert Park, Calif.
Redwood Empire Lodging sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Ariz. Case No. 21-04678) on June 16,
2021. In the petition signed by Debra Heckert, member, the Debtor
disclosed up to $50 million in both assets and liabilities.
Judge Eddward P. Ballinger Jr. is assigned to the case.
The Debtor tapped Isaac M. Gabriel, Esq., at Dorsey & Whitney LLP
as legal counsel.
ROCHESTER DIOCESE: Gets Temporary Reprieve on Abuse Cases
---------------------------------------------------------
Will Astor of Rochester Beacon reports that in the New Jersey
Diocese of Camden bankruptcy, survivors rejected a settlement in
which the diocese proposed to pay $60 million and insurance
carriers agreed to chip in $30 million to create a fund that would
pay survivors' claims over a 10-year span. The survivors instead
agreed to have the Camden diocese and its parishes pay $87.5
million using their own money to create a fund that would pay
claims over four years.
As part of the settlement, the New Jersey diocese agreed to assign
to survivors the right to pursue claims against its insurers, who
are not contributing to the $87.5 million settlement. That pact has
yet to be approved by the Camden Bankruptcy Court.
That model could be a template for diocesan settlements around the
country including Rochester's, attorney Jeffery Anderson predicted
in an interview on the eve of the April 27 hearing here.
Anderson represents approximately a third of the Camden diocese
abuse claimants and 175 claimants in the Rochester diocese
bankruptcy.
Faced with the prospect of big payouts in states that have passed
laws like New York's CVA, insurance carriers are taking ever
harder-line stances in settlement negotiations, he said.
Settlements like the Camden deal would provide the church with a
possible path to put abuse scandals behind it. And survivors
independently suing carriers could win as much as $1 million apiece
or more, Anderson believes.
Speaking at the April 27 hearing, Anderson told Warren that the
Rochester diocese has more assets and better insurance coverage
than the Camden diocese and maintained that Donato's prediction of
chaos on resumption of the state court cases "is absolutely
incorrect."
About The Diocese of Rochester
The Diocese of Rochester in upstate New York provides support to 86
Roman catholic parishes across 12 counties in upstate New York. It
also operates a middle school, Siena Catholic Academy. The diocese
has 86 full-time employees and six part-time employees and provides
medical and dental benefits to an additional 68 retired priests and
two former priests.
The diocese generated $21.88 million of gross revenue for the
fiscal year ending June 30, 2019, compared with a gross revenue of
$24.25 million in fiscal year 2018.
The Diocese of Rochester filed for Chapter 11 bankruptcy protection
(Bankr. W.D.N.Y. Case No. 19-20905) on Sept. 12, 2019, amid a wave
of lawsuits over alleged sexual abuse of children. In the petition,
the diocese was estimated to have $50 million to $100 million in
assets and at least $100 million in liabilities.
Bond, Schoenec & King, PLLC and Bonadio & Co. serve as the
diocese's legal counsel and accountant, respectively. Stretto is
the claims and noticing agent.
The U.S. Trustee for Region 2 appointed an official committee of
unsecured creditors in the diocese's Chapter 11 case. Pachulski
Stang Ziehl & Jones, LLP and Berkeley Research Group, LLC serve as
the committee's legal counsel and financial advisor, respectively.
ROCKALL: Extends Bid Deadline to May 13, Boosts Creditor Payouts
----------------------------------------------------------------
Jeremy Hill of Bloomberg News reports that bankrupt oil and natural
gas explorer Rockall Energy Holdings has set a new deadline of May
13, 2022 to bid for its assets, and struck a settlement with
low-ranking creditors that provides a guaranteed recovery, a lawyer
for the company said in a hearing on Tuesday, May 3, 2022.
The bid deadline has been pushed out by two weeks, from April 29 to
May 13, 2022
An auction will follow on May 18, 2022, if necessary.
If a baseline bid threshold is not met, Rockall's lenders will take
ownership of the company, according to bankruptcy court papers.
About Rockall Energy Holdings
Rockall Energy Holdings is a mid-sized oil exploration and
production company.
Rockall Energy and its affiliates sought Chapter 11 bankruptcy
protection (Bank. N.D. Tex. Lead Case No. 22-90000) on March 9,
2022. In the petition filed by David Mirkin, as chief financial
officer, Rockall Energy Holdings estimated assets and debt between
$100 million and $500 million.
The cases are handled by Honorable Judge Mark X. Mullin.
The Debtors tapped VINSON & ELKINS LLP as counsel; LAZARD FRERES &
CO., LLC as investment banker; and ANKURA CONSULTING GROUP, LLC, as
restructuring advisor. STRETTO, INC., is the claims agent.
RYMAN HOSPITALITY: S&P Upgrades ICR to 'B', Outlook Stable
----------------------------------------------------------
S&P Global Ratings raised its issuer credit rating on U.S. lodging
REIT Ryman Hospitality Properties Inc. to 'B' from 'B-'.
S&P said, "We also raised the issue-level ratings on the company's
debt one notch, in line with the issuer credit rating. As result,
the senior secured debt rating was raised to 'BB-' from 'B+' and
the senior unsecured debt rating was raised to 'B+' from 'B'.
"The stable outlook reflects our expectation that Ryman's total
RevPAR and EBITDA will continue to recover and its leverage will
improve to below 7x by early 2023.
"The upgrade to 'B' reflects our view that a recovery in group
travel in 2022 could substantially improve the company's total
RevPAR and drive substantial improvement in its credit measures.
Ryman reported on its first quarter earnings call that it currently
has booked group room revenue for this year that is 5% higher than
at the same time in 2019 due to a post-omicron variant burst of
group demand at a higher ADR than 2019. We expect that the group
travel recovery will continue, and even if the booking trend slows
slightly compared with the very strong trend in recent weeks,
Ryman's hospitality segment revenues could improve about 80% in
2022 compared with 2021, and at about levels generated in 2019. In
addition, we expect that Ryman's pro forma entertainment segment
revenue could increase by about 40%-50% in 2022, higher than
revenue generated in 2019, as live entertainment and leisure travel
recovers and the company integrates its Block21 acquisition in
Austin, Texas. We also expect the company could expand its EBITDA
margin materially by about 800 basis points in 2022, modestly below
2019, as the expected recovery in its total RevPAR is modestly
offset by rising labor costs. Therefore, we expect that Ryman's S&P
Global Ratings-adjusted leverage could improve to about 7x in 2022,
its EBITDA coverage of interest expense could improve to about
3x-4x, and free operating cash flow to debt could be about 5%.
"In 2023, we currently assume hospitality segment revenue could
grow by about 10%-15% and pro forma entertainment segment revenues
could grow by about 10%. We also anticipate that EBITDA margin
could improve to about pre-pandemic levels. Therefore, Ryman's S&P
Global Ratings-adjusted leverage could improve to about 6x in 2023.
Its EBITDA coverage of interest expense and free operating cash
flow to debt could improve to more than 4x and more than 5%,
respectively, which would be good for the current rating."
Despite S&P's expectation for an improvement in Ryman's revenue,
EBITDA, and cash flow, it will continue to monitor the following
risk factors:
-- The expected recovery in the company's leverage fails to
materialize because of the weakening macroeconomic environment,
which delays the recovery in business transient and group demand,
particularly among large corporate and group customers;
-- Inflationary or other cost pressures slow its margin recovery;
-- Ryman faces ADR competition, particularly if travel in the U.S.
returns to normal over the coming quarters; or
-- Currently unannounced acquisitions or development projects
increase its leverage.
Atairos and NBCUniversal's strategic investment in Opry
Entertainment Group (OEG) is modestly leveraging under our base
case assumptions and debt adjustments. On April 4, 2022, Ryman
announced that Atairos and NBCUniversal acquired a 30% equity stake
in OEG for approximately $293 million, of which Atairos is directly
investing approximately $278 million and NBCUniversal will directly
invest up to approximately $15 million. In addition, Ryman expects
to issue a new $300 million term loan B facility secured by OEG
assets. Upon close of these transactions, Ryman expects to repay
its outstanding $300 million term loan A and the balance of
borrowings outstanding under its revolving credit facility.
Following its investment, Atairos will retain a put right that will
allow it to put its shares in OEG back to Ryman at 1.5x its initial
investment after four years if it has requested an IPO of OEG and
Ryman declines to do so. It also will have the right to put the
shares back to Ryman after seven years if OEG has not completed an
IPO, sale, or spin off. Ryman will have the option to settle in
cash or stock at its sole discretion. The put rights expire if
Atairos increases its investment above the original 30%. S&P said,
"Our understanding is that Ryman will report a "mezzanine equity"
line item on its balance sheet, which will be equal to the net
present value of the IPO put until year 4, and fair market value of
the put between year 4 and year 7, as long as the put rights remain
outstanding. S&P will add this balance to our measure of Ryman's
debt because the redemption is outside of the issuer's control. For
purposes of calculating our credit measures, we will consolidate
Ryman and OEG because Ryman will retain a majority stake and
control of the board."
S&P said, "Due to its asset quality, we believe Ryman has the
flexibility to issue equity, raise incremental debt, and--although
less likely--sell assets.In May 2021, the company implemented an
at-the-market equity distribution agreement that allowed it to
issue and sell up to 4 million shares (about $375 million at the
current share price). Through the end of the first quarter of 2022,
Ryman had not issued any shares under this facility. However, we
believe that the company could issue equity to add liquidity or
repay debt if group travel recovers at a slower pace than we
currently anticipate. In addition, as a hotel owner, Ryman could
raise cash through asset sales, but there would likely be a limited
pool of buyers for its large group-oriented hotels even amid good
economic circumstances. Specifically, we believe the company could
sell one of its Gaylord-branded properties or one of the assets in
its entertainment segment if it needed to raise liquidity."
Once group travel recovers, Ryman will be well-positioned because
of its asset quality, but it will also likely face a very
competitive market. The company owns high-quality properties that
target groups and convention customers. The growth in the demand
for this type of lodging had been outpacing the expansion in supply
before the pandemic, which allowed Ryman to increase its total
RevPAR at a faster rate than the industry average. In addition, the
customers for these properties typically book far in advance, which
provides the company with good revenue visibility under normal
economic conditions.
If the group travel market becomes highly competitive, hotels in
Las Vegas, for example, may be able to offer lower daily rates than
Ryman due to their ability to generate significant gaming revenue.
In addition, the company has limited asset diversity because it
derives the majority of its revenue from its five Gaylord-branded
properties. The cyclicality of the lodging space and the earnings
volatility associated with its owned-hotel portfolio also increase
the potential for a decline in its cash flow under adverse market
conditions. Furthermore, Ryman occasionally makes significant
capital investments in its properties that increase its leverage.
S&P said, "The stable outlook reflects our expectation that Ryman's
total RevPAR and EBITDA will continue to recover such that its
leverage improves below 7x by early 2023.
"We could raise our rating if we believed Ryman would sustain our
measure of adjusted leverage below 5x over the cycle incorporating
investment and development spending. Given the leveraging impact of
the IPO put under our adjustment, and Ryman's stated long-term net
leverage target of 4.0x-4.5x (unadjusted for the potential put
obligation), it is unlikely that we would consider ratings upside
until an IPO, spin-off, or sale of OEG, or Atairos' exercise of its
purchase option, resulted in the liquidation of the put.
"We could lower our rating if we expected that Ryman's total RevPAR
improvement would be slowed by weaker than currently anticipated
demand for group and leisure travel, inflationary or other cost
pressures, ADR competition, or currently unannounced leveraging
acquisitions or developments, in a manner that sustained leverage
above 7x."
ESG credit indicators: To E-2, S-3, G-2; from E-2, S-4, G-2
S&P said, "Social factors are now a moderately negative
consideration in our credit rating analysis of Ryman, reflecting
the company's RevPAR recovery during recent quarters. This
incorporates the unprecedented decline in RevPAR due to the
pandemic. Although this was a rare and extreme disruption that
probably will not recur at the same magnitude, Ryman is unlikely to
recover to 2019 RevPAR until at least the second half of 2022. In
addition, Ryman's hotel ownership business model entails high
operating leverage and EBITDA sensitivity to revenue fluctuations.
Risk remains around regional health concerns, a slower recovery
among upscale and luxury hotels, and uncertainty over long-term
disruption to group and business travel."
Environmental, social, and governance (ESG) credit factors for this
change in credit rating/outlook and/or CreditWatch status:
-- Social-Health and safety
SAN GORGONIO MEMORIAL: Moody's Lowers Rating on GOULT Debt to Ba2
-----------------------------------------------------------------
Moody's Investors Service has downgraded the rating on San Gorgonio
Memorial Healthcare District, CA's general obligation unlimited tax
(GOULT) debt to Ba2 from Ba1. The downgrade affects approximately
$103 million in outstanding GOULT debt. The outlook is negative.
RATINGS RATIONALE
The downgrade to Ba2 reflects the district's tenuous cash position
and weak finances that have contributed to difficulty in securing a
bridge loan financing for liquidity needs pending the delayed
receipt of approximately $8 million to $9 million in
intergovernmental transfers beyond the end of the fiscal year. The
district has failed to secure interim financing from a bank and is
currently exploring other options, but an extremely weak liquidity
position of 11 days' cash at year end in fiscal 2021 will continue
into fiscal 2022. The rating also incorporates declines in patient
volumes and utilization metrics below budgeted figures contributing
to negative operating cash flow margins in fiscal 2020 and 2021,
and nine-month interim figures for fiscal 2022 reflect continued
negative operating cash flow margins. The impact of COVID-19
significantly eroded patient volumes and contributed to
deteriorated performance as the hospital suspended nonemergency
procedures, particularly during surge periods. While results
through the third quarter are slightly favorable to budget,
operating performance remains extremely weak, violating covenants
of 1.25 times debt service coverage and 50 days' cash on the
district's $2.3 million outstanding revenue bonds and imperiling
its ability to secure additional financing.
The rating also takes into consideration the district's close to
$11.3 billion tax base, which will continue to demonstrate growth
supported by ongoing housing additions. The rating also factors in
the strength of California GO bonds and a security interest created
by statute.
RATING OUTLOOK
The negative outlook reflects an extremely weak cash position and
operating performance that have hindered the district's ability to
secure required interim financing and will remain marginal.
Utilization metrics and payor mix will remain weak, impeding the
district's ability to strengthen and stabilize financial
performance and generate positive cash flow. The outlook also
incorporates the significant long-term risks facing smaller, safety
net providers in growing patient volume and obtaining financing for
future long-term needs including seismic improvements.
FACTORS THAT COULD LEAD TO AN UPGRADE OF THE RATINGS
Sustained improvement in financial performance, especially
liquidity
Demonstrated improvement in patient statistics and physician
utilization metrics
Identification of strong operating partner or funding source for
seismic improvements and other reinvestment
FACTORS THAT COULD LEAD TO A DOWNGRADE OF THE RATINGS
Failure to secure bridge financing to ensure liquidity for
operations
Default or acceleration of direct placement revenue bond or line
of credit stemming from district's failure to meet covenants
Deterioration in liquidity or negative cash flow margins below
projections
Failure to stabilize patient volumes and net patient revenues
LEGAL SECURITY
The district's GOULT bonds are payable from ad valorem taxes that
may be levied against all taxable property within the district
without limitation of rate or amount. In contrast to many other
health care districts, for which county property tax collections
flow directly to bondholders, property taxes flow first to the
district before being remitted for debt service payments. This
payment structure introduces an additional element of uncertainty.
The district's board has executed a deposit and transfer agreement
pursuant to which Riverside County would be directed to forward ad
valorem property tax collections directly to US Bank as Trustee for
subsequent transfer to the paying agent for the GOULT bonds. This
payment process has not yet been put into place although district
officials expect to put this payment process in place prior to any
future issuance of GOULT debt.
PROFILE
Located in northwestern Riverside County, the district includes the
cities of Banning, in which it is located, along with Beaumont,
part of the City of Calimesa and neighboring unincorporated areas
of Cabazon, Cherry Valley and Whitewater. The permanent resident
population of the district is estimated at 95,000 residents. The
San Gorgonio Memorial Hospital, located in Banning, is a 79-bed
general acute care hospital.
METHODOLOGY
The principal methodology used in these ratings was US Local
Government General Obligation Debt published in January 2021.
SEARS: Tells 2nd Circuit to Keep $20 Mil. Hurricane Suit Paused
---------------------------------------------------------------
Eli Flesch of Law360 reports that Sears asked the Second Circuit on
Tuesday, May 3, 2022, to affirm a bankruptcy court's decision to
pause a suit brought by a Puerto Rican mall seeking $20 million in
hurricane damages, saying the operator's claims have the potential
to deplete its bankruptcy funds.
Sears Holding Corp. said Santa Rosa Mall LLC's claims were properly
stayed by a bankruptcy court concerned that the mall's suit could
reduce funds available to Sears' other creditors under a $60
million settlement with the bankrupt retailer's insurers.
About Sears Holdings Corp.
Sears Holdings Corporation (OTCMKTS: SHLDQ) --
http://www.searsholdings.com/-- began as a mail ordering catalog
company in 1887 and became the world's largest retailer in the
1960s. At its peak, Sears was present in almost every big mall
across the U.S., and sold everything from toys and auto parts to
mail-order homes. Sears claims to be is a market leader in the
appliance, tool, lawn and garden, fitness equipment, and automotive
repair and maintenance retail sectors.
Sears and Kmart merged to form Sears Holdings in 2005 when they had
3,500 US stores between them. Kmart emerged in 2005 from its own
bankruptcy.
Unable to keep up with online stores and other brick-and-mortar
retailers, a long series of store closings has left it with 687
retail stores in 49 states, Guam, Puerto Rico, and the U.S. Virgin
Islands as of mid-October 2018. At that time, the Company employed
68,000 individuals, of whom 32,000 were full-time employees.
As of Aug. 4, 2018, Sears Holdings had $6.93 billion in total
assets, $11.33 billion in total liabilities and a total deficit of
$4.40 billion.
Unable to cover a $134 million debt payment due Oct. 15, 2018,
Sears Holdings Corporation and 49 subsidiaries sought Chapter 11
protection (Bankr. S.D.N.Y. Lead Case No. 18-23538) on Oct. 15,
2018. The Hon. Robert D. Drain is the case judge.
The Debtors tapped Weil, Gotshal & Manges LLP as legal counsel;
M-III Partners as restructuring advisor; Lazard Freres & Co. LLC as
investment banker; DLA Piper LLP as real estate advisor; and Prime
Clerk as claims and noticing agent.
The U.S. Trustee for Region 2 appointed nine creditors, including
the Pension Benefit Guaranty Corp., and landlord Simon Property
Group, L.P., to serve on the official committee of unsecured
creditors. The committee tapped Akin Gump Strauss Hauer & Feld LLP
as legal counsel; FTI Consulting as financial advisor; and
Houlihan
Lokey Capital, Inc. as investment banker.
The U.S. Trustee for Region 2 on July 9, 2019, appointed five
retirees to serve on the committee representing retirees with life
insurance benefits in the Chapter 11 cases.
* * *
In February 2019, Bankruptcy Judge Robert Drain authorized Sears
Holdings approval to sell the business to majority shareholder and
CEO Eddie Lampert for approximately $5.2 billion. Lampert's ESL
Investments, Inc., won an auction to acquire substantially all of
Sears' assets, including the "Go Forward Stores" on a going-concern
basis. The proposal would allow 425 stores to remain open and
provide ongoing employment to 45,000 employees.
SENIOR CARE LIVING VII: Seeks to Hire Brimmer Burek as Accountant
-----------------------------------------------------------------
Senior Care Living VII, LLC seeks approval from the U.S. Bankruptcy
Court for the Middle District of Florida to employ Brimmer Burek &
Keelan, LLP, as its accountants.
The firm will assist the Debtor with the preparation of federal
and state tax returns and work related thereto.
The firm estimates that its fees will be approximately $10,000.
BBK is disinterested as such term is defined in the Bankruptcy
Code, according to court filings.
The firm can be reached through:
Heather Kovalsky
Brimmer Burek & Keelan, LLP
5601 Mariner St #200
Tampa, FL 33609
Phone: +1 813-282-3400
About Senior Care Living VII
Senior Care Living VII, LLC sought Chapter 11 bankruptcy protection
(Bankr. M.D. Fla. Lead Case No. 22-00103) on Jan. 10, 2022, listing
up to $50 million in both assets and liabilities.
Michael C. Markham, Esq., at Johnson Pope Bokor Ruppel & Burns, LLP
is the Debtor's legal counsel.
SKINNICITY INC: Files for Bankruptcy Protection
-----------------------------------------------
Skinnicity Inc., A Professional Nursing Corp., filed for chapter 11
protection in the District of Central California.
According to court filings, Skinnicity Inc. estimates between 1 and
49 unsecured creditors. The petition states that funds will be
available to unsecured creditors.
A telephonic meeting of creditors under 11 U.S.C. Sec. 341(a) is
slated for May 18, 2022 at 11:00 a.m.
About Skinnicity Inc.
Skinnicity Inc. -- https://www.skinnicity.com -- is a medical spa.
Skinnicity Inc. sought Chapter 11 bankruptcy protection (Bankr.
C.D. Cal. Case No. 22-12306) on April 25, 2022. In the petition
filed by Dianne Denise Bedford, as CEO, Skinnicity Inc. estimated
assets between $100,000 and $500,000 and liabilities between
$500,000 and $1 million.
The case is assigned to Honorable Bankruptcy Judge Julia W. Brand.
Roksana D. Moradi-Brovia, of RHM Law LLP, is the Debtor's counsel.
SRAK CORP: Seeks Bankruptcy Protection in Texas
-----------------------------------------------
SRAK Corporation filed for chapter 11 protection in the Northern
District of Texas. According to court filing, SRAK Corp. estimates
between 1 and 49 unsecured creditors. The petition states that
funds will be available to unsecured creditors.
About SRAK Corp.
SRAK Corp. is a privately held company in the gasoline stations
business.
SRAK Corporation sought Chapter 11 bankruptcy protection (Bankr.
N.D. Tex. Case No. 22-40931) on April 27, 2022. In the petition
filed by Rajeev Gupta, as owner and president, SRAK Corporation
listed estimated assets between $1 million and $10 million and
estimated liabilities between $1 million and $10 million. Brandon
J. Tittle, of Tittle Law Group, PLLC, is the Debtor's counsel.
STONE CLINICAL: Committee Taps Morris as Financial Advisor
----------------------------------------------------------
The official committee of unsecured creditors of STONE Clinical
Laboratories, LLC seeks approval from the U.S. Bankruptcy Court for
the Eastern District of Louisiana to employ Morris Anderson &
Associates, Ltd. as its financial advisor.
The firm's services include:
a. reviewing financial performance, budgets and forecasts of
Debtor;
b. reviewing and analyzing the feasibility of any chapter 11
plan proposed by Debtor;
c. reviewing and analyzing transactions between the Debtor
and certain insiders and affiliates; and
d. assisting the Committee with financial analysis and advice
as requested.
The firm will be paid at these hourly rates:
Luke Stevenson, Associate Director $335
Dan Dooley, Principal and CEO $695
Daniel F. Dooley, a principal and the chief executive officer of
Morris Anderson, assured the court that the firm is a
"disinterested person" as that phrase is defined in Section 101(14)
of the Bankruptcy Code .
The firm can be reached through:
Daniel F. Dooley
MorrisAnderson & Associates, Ltd
55 West Monroe Street Suite 2350,
Chicago, IL 60603
Phone: (312) 254-0880
Fax: (312) 727-0180
About STONE Clinical Laboratories
STONE Clinical Laboratories, LLC is a full-service clinical
reference laboratory that specializes in preventative and molecular
diagnostics testing. The company is based in New Orleans, La.
On July 15, 2021, Whale Capital, L.P., Hologic, Inc. and Woman's
Hospital Foundation filed an involuntary Chapter 11 petition
against the Debtor. On Jan. 10, 2022, the court entered the order
for relief, thereby, commencing the Chapter 11 case (Bankr. E.D.
La. Case No. 21-10923). The petitioning creditors are represented
by The Derbes Law Firm LLC, Jaffe Raitt Heuer & Weiss P.C., and The
McCarthy Law Firm.
Judge Meredith S. Grabill presides over the case.
Heller, Draper & Horn, LLC and Gordian Seaport Advisors, LLC serve
as the Debtor's legal counsel and investment banker, respectively.
David Asbach, acting U.S. Trustee for Region 5, appointed an
official committee of unsecured creditors on Feb. 3, 2022. The
committee is represented by Liskow & Lewis, APLC.
STONEMOR INC: To Release First Quarter Results on May 12
--------------------------------------------------------
StoneMor Inc. expects to release 2022 first quarter financial
results on Thursday, May 12, 2022 after the market closes. In
connection with this announcement, StoneMor plans to hold a
conference call to discuss its results later that day at 4:30 p.m.
eastern time.
This conference call can be accessed by calling (800) 935-9319. No
reservation number is necessary; however, it is advised that
interested parties access the call-in number 5 to 10 minutes prior
to the scheduled start time to avoid delays. StoneMor will also
host a live webcast of this conference call. Investors may access
the live webcast via the Investors page of the StoneMor website
www.stonemor.com under Events & Presentations.
About StoneMor Inc.
StoneMor Inc. (http://www.stonemor.com),headquartered in Bensalem,
Pennsylvania, is an owner and operator of cemeteries and funeral
homes in the United States, with 304 cemeteries and 72 funeral
homes in 24 states and Puerto Rico. StoneMor's cemetery products
and services, which are sold on both a pre-need (before death) and
at-need (at death) basis, include: burial lots, lawn and mausoleum
crypts, burial vaults, caskets, memorials, and all services which
provide for the installation of this merchandise.
StoneMor reported a net loss of $55.28 million for the year ended
Dec. 31, 2021, a net loss of $8.36 million for the year ended Dec.
31, 2020, and a net loss of $151.94 million for the year ended Dec.
31, 2019. As of Dec. 31, 2021, the Company had $1.74 billion in
total assets, $1.89 billion in total liabilities, and a total
stockholders' deficit of $145.74 million.
SUNGARD AS: Law Firm of Russell Represents Utility Companies
------------------------------------------------------------
Pursuant to Rule 2019 of the Federal Rules of Bankruptcy Procedure,
the Law Firm of Russell R. Johnson III, PLC submitted a verified
statement to disclose that it is representing the utility companies
in the Chapter 11 cases of Sungard AS New Holdings, LLC, et al.
The names and addresses of the Utilities represented by the Firm
are:
a. Arizona Public Service Company
Attn: Gisel Morales
2043 W. Cheryl Dr., Bldg. M
Mail Station 3209
Phoenix, Arizona 85021-1915
b. Georgia Power Company
Attn: Daundra Fletcher
2500 Patrick Henry Parkway
McDonough, GA 30253
c. Massachusetts Electric Company
Attn: Vicki Piazza, D-1
National Grid
300 Erie Boulevard West
Syracuse, NY 13202
d. Public Service Electric and Gas Company
Attn: Alexandra Grant
Assistant Counsel — Litigation
80 Park Plaza, T5D
Newark, New Jersey 07102
e. Sacramento Municipal Utilities District
Attn: Randall J. Hakes, Esq.
6301 S Street, Mailstop A311
Sacramento, California 95817
The nature and the amount of claims of the Utilities, and the times
of acquisition thereof are as follows:
a. The following Utilities have unsecured claims against the
above-referenced Debtors arising from prepetition utility usage:
Massachusetts Electric Company, Public Service Electric and Gas
Company and Sacramento Municipal Utilities District.
b. Arizona Public Service Company and Georgia Power Company
held prepetition deposits that secured prepetition debt.
c. For more information regarding the claims and interests of
the Utilities in these jointly-administered cases, refer to the
Motion and Memorandum of Certain Utility Companies To Vacate,
and/or Reconsider, and/or Modify Order (I) Approving Debtors'
Proposed Form of Adequate Assurance of Payment For Future Utility
Services, (II) Approving Adequate Assurance Procedures, (III)
Prohibiting Utility Providers From Altering, Refusing or
Discontinuing Service, and (IV) Granting Related Relief (Docket No.
131) filed in the above-captioned, jointly-administered, bankruptcy
cases.
The Law Firm of Russell R. Johnson III, PLC was retained to
represent the foregoing Utilities in April 2022. The circumstances
and terms and conditions of employment of the Firm by the Companies
is protected by the attorney-client privilege and attorney work
product doctrine.
The Firm can be reached at:
Russell R. Johnson, III, Esq.
LAW FIRM OF RUSSELL R. JOHNSON III, PLC
2258 Wheatlands Drive
Manakin-Sabot, VA 23103
Telephone: (804) 749-8861
Facsimile: (804) 749-8862
E-mail: russell@russe11johnsonlawfirm.com
A copy of the Rule 2019 filing, downloaded from PacerMonitor.com,
is available at https://bit.ly/3yg6faJ
About Sungard AS New Holdings
Sungard Availability Services is Wayne, Pa.-based
information-technology services provider owned by Angelo Gordon,
Blackstone Credit, FS/KKR Advisor LLC and Carlyle Group Inc.
Sungard provides disaster recovery services, colocation and
network
services, cloud and managed services and workplace recovery to
customers in North America, Europe and Asia.
The company and its affiliates filed for Chapter 11 protection
twice in three years
Sungard filed for Chapter 11 bankruptcy in 2019 with a prepackaged
plan that was approved by a New York bankruptcy court one day after
it was filed.
Sungard AS New Holdings, LLC and affiliates, including Sungard
Availability Services, LP, sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. S.D. Texas Case No. 22-90018) on April
11, 2022. Judge David R. Jones oversees the case.
In the petition signed by Michael K. Robinson, CEO and president,
Sungard AS disclosed up to $1 billion in both assets and
liabilities.
Sungard Availability Services (UK) Limited, an indirect subsidiary
of Holdings, entered into administration in the UK on March 25,
2022. Meanwhile, Sungard Canada filed an application for
recognition in Canada under the Companies Creditors' Arrangement
Act of its Chapter 11 case.
Akin Gump Strauss Hauer & Feld LLP and Jackson Walker serve as
legal counsel to the Debtors. Cassels Brock & Blackwell LLP, serves
as their Canadian legal counsel. DH Capital, LLC and Houlihan
Lokey, Inc., act as investment bankers. FTI Consulting, Inc.
serves as financial and restructuring advisor.
Alvarez & Marsal Canada Inc., serves as Canadian court-appointed
information officer and is represented by Bennett Jones, LLP as
counsel in connection with the Canadian proceedings.
Kroll Restructuring Administration, LLC serves as notice and claims
agent.
Proskauer Rose, LLP and Gray Reed & McGraw, LLP serve as counsel to
Acquiom Agency Services LLC, the Term Loan DIP agent, and Term Loan
DIP lenders.
PNC Bank, National Association, serves as administrative agent and
collateral agent, under the DIP ABL facility. PNC is represented
by Thompson Coburn Hahn & Hessen LLP as counsel.
TAVERN ON LAGRANGE: Files for Chapter 11 Bankruptcy Protection
--------------------------------------------------------------
Tavern on LaGrange Corp d/b/a Tavern on LaGrange filed for chapter
11 protection in the Northern District of Illinois. According to
court filings, Tavern LaGrange Corp. estimates between 1 and 49
unsecured creditors. The petition states that funds will not be
available to unsecured creditors.
A telephonic meeting of creditors under 11 U.S.C. Sec. 341(a) is
slated for June 2, 2022 at 01:30 P.M.
About Tavern on LaGrange Corp.
Tavern on LaGrange Corp. -- https://tavernonlagrange.com/ -- is an
American fine dining restaurant in Countryside, Illinois. It offers
fresh Meats, fresh Seafood and a variety of entrees everyone will
enjoy. Aside from our excellent food we also offer a full bar
stocked with different types of liquors.
Tavern on LaGrange Corp. sought Chapter 11 bankruptcy protection
(Bankr. N.D. Ill.
Case No. 22-04773) on April 26, 2022. In the petition filed by G.
Estevein Perkins, as member and designated corporate, Tavern on
LaGrange Corp. listed estimated assets up to $50,000 and estimated
liabilities betweenf $1 million and $10 million.
The case is assigned to Honorable Bankruptcy Judge A Benjamin
Goldgar.
J Kevin Benjamin, Esq., of Benjamin Legal Services PLC, is the
Debtor's counsel.
TECHNICAL COMMUNICATIONS: Issues $3M Promissory Note to CEO
-----------------------------------------------------------
Technical Communications Corporation issued an amended and restated
demand promissory note in the principal amount of up to $3,000,000
in favor of Carl H. Guild, Jr.
Mr. Guild, the Company's chief executive officer, president and
chairman of the Board, loaned the money to the Company to provide
working capital. The $3,000,000 consists of $1,000,000 previously
loaned to the Company at an interest rate of 6% and $1,000,000 at
an interest rate of 7.5% and an additional $1,000,000 at an
interest rate of 7.5%. The additional funds will be available to
the Company to borrow from Mr. Guild on a revolving basis and the
loan has no specified term year and may be prepaid at any time
without premium or penalty.
About Technical Communications
Concord, Massachusetts-based Technical Communications Corporation
-- http://www.tccsecure.com-- specializes in secure communications
systems and customized solutions to protect highly sensitive voice,
data and video transmitted over a wide range of networks, serving
government entities, military agencies, and corporate enterprises.
Technical Communications Corporation reported a net loss of $1.09
million for the year ended Sept. 25, 2021 compared to a net loss of
$910,650 for the year ended Sept. 26, 2020. As of Dec. 25, 2021,
the Company had $1.83 million in total assets, $2.09 million in
total liabilities, and a total stockholders' deficit of $256,296.
Westborough, Massachusetts-based Stowe & Degon LLC, the Company's
auditor since 2019, issued a "going concern" qualification in its
report dated Dec. 22, 2021, citing that the Company has an
accumulated deficit, has suffered significant net losses and
negative cash flows from operations and has limited working capital
that raises substantial doubt about its ability to continue as a
going concern.
THROOP VENTURES: Files for Chapter 11 Bankruptcy
------------------------------------------------
Single Asset Real Estate Throop Ventures LLC and affiliates filed
for chapter 11 protection in the Eastern District of New York.
According to Throop Ventures LLC estimates between 1 and 49
unsecured creditors. The petition states that funds will be
available to unsecured creditors.
About Throop Ventures LLC
Throop Ventures LLC is a Single Asset Real Estate (as defined in 11
U.S.C. § 101(51B)). It perates the real property known as 417
Throop Avenue, Brooklyn, New York 11221, Block: 1806; Lot: 9. The
Property consists of eight residential units and one commercial
unit. The total rent roll should be $23,050 on a monthly basis.
However, due to the COVID-19 Pandemic the rents have decreased.
Throop Ventures LLC and affiliates sought Chapter 11 bankruptcy
protection (Bankr. E.D.N.Y. Case No. 22-40884) on April 27, 2022.
In the petition filed by Michael Israel, as member, Throop Ventures
LLC listed estimated assets between $1 million and $10 million and
estimated liabilities between $1 million and $10 million.
The case is assigned to Honorable Bankruptcy Judge Elizabeth S.
Stong.
TNBI INC: Seeks Approval to Hire Gellert as Legal Counsel
---------------------------------------------------------
TNBI Inc. seeks approval from the U.S. Bankruptcy Court for the
District of Delaware to hire Gellert Scali Busenkell & Brown, LLC
as its counsel.
The firm's services include:
(a) providing the Debtor with advice and preparing all
necessary documents regarding debt restructuring, bankruptcy and
asset dispositions;
(b) taking all necessary actions to protect and preserve the
Debtor's estate during the pendency of this chapter 11 case,
including the prosecution of actions by the Debtor, the defense of
actions commenced against the Debtor, negotiations concerning
litigation in which the Debtor are involved and objecting to claims
filed against the estate;
(c) preparing on behalf of the Debtor, as
debtor-in-possession, all necessary motions, applications, answers,
orders, reports and papers in connection with the administration of
this chapter 11 case;
(d) counseling the Debtor with regard to their rights and
obligations as debtor-in-possession;
(e) appearing in Court and to protect the interests of the
Debtor before the Court; and
(f) performing all other legal services for the Debtor which
may be necessary and proper in this proceeding.
The firm will be paid at these hourly rates:
Ronald S. Gellert, Esq. $425
Associates/Of Counsel $250 to $325
Paraprofessionals $105 to $210
The firm received a retainer of $50,000.
Ronald Gellert, Esq., a partner of Gellert Scali, assured the court
that the firm is a "disinterested person" as that term is defined
in section 101(14), and does not hold or represent an interest
adverse to the Debtor's estate.
The firm can be reached through:
Ronald S. Gellert, Esq.
Gellert Scali Busenkell & Brown, LLC
1201 N. Orange Street, Suite 300
Wilmington, DE 19801
Phone: 302-425-5806
Email: rgellert@gsbblaw.com
About TNBI Inc.
TNBI Inc. is the creator of a mobile application for using the most
advanced laundromat payment system. The Debtor sought protection
under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case
No. 22-10343) on April 14, 2022. In the petition signed by James
Garrity, chief executive officer, the Debtor disclosed $717,963 in
assets and $2,787,751 in liabilities.
Judge J. Kate Stickles oversees the case.
Ronald S. Gellert, Esq., at Gellert Scali Busenkell and Brown, LLC
is the Debtor's counsel.
TOKEN BUYER: Moody's Assigns First Time B3 Corporate Family Rating
------------------------------------------------------------------
Moody's Investors Service assigned first time ratings to Token
Buyer, Inc. (d/b/a Therm-O-Disc Inc.), including a B3 corporate
family rating and a B3-PD probability of default rating.
Concurrently, Moody's assigned a B2 to the proposed first lien
senior secured term loan and revolving credit facility. Moody's
also assigned a Caa2 to the proposed second lien term loan. The
outlook is stable.
Proceeds from the term loans, along with equity from One Rock
Capital Partners LLC, will primarily be used to fund the
acquisition of Therm-O-Disc Inc., currently a subsidiary of Emerson
Electric Company (A2 stable).
Assignments:
Issuer: Token Buyer, Inc.
Corporate Family Rating, Assigned B3
Probability of Default Rating, Assigned B3-PD
Senior Secured 1st Lien Term Loan, Assigned B2 (LGD3)
Senior Secured 1st Lien Revolving Credit Facility, Assigned B2
(LGD3)
Senior Secured 2nd Lien Term Loan, Assigned Caa2 (LGD5)
Outlook Actions:
Issuer: Token Buyer, Inc.
Outlook, Assigned Stable
RATINGS RATIONALE
Therm-O-Disc Inc.'s ("TOD") B3 CFR reflects the company's modest
revenue base and risks stemming from its planned carveout from
Emerson Electric Company ("Emerson"). The rating also reflects the
potential for revenue volatility given TOD's limited recurring, or
aftermarket, business. This is due to the long-lasting nature of
TOD's products which are built to outlast the useful life of the
appliances or systems into which they are incorporated. Moody's
projects leverage will remain high, with pro forma debt/EBITDA
remaining above 6.0x in 2022. The rating also incorporates risks to
operating performance driven by the potential for variability in
customer order volumes and industry-wide headwinds such as supply
chain constraints and inflation.
The rating is supported by TOD's market leading position in
mission-critical sensing and hermetically sealed safety products.
TOD also benefits from long-standing customer relationships
established during its time as a subsidiary of Emerson and the
inherent stickiness of its products once a customer's product
platform enters production. While Emerson will be its largest
customer by sales, TOD benefits from good customer diversity with
the top ten customers comprising about 40% of sales. TOD will have
a long-term supply agreement with Emerson which will maintain TOD's
existing wallet share with Emerson.
Moody's expects adequate liquidity supported by modestly positive
free cash flow, and an undrawn revolving credit facility of $65
million.
The stable outlook reflects Moody's expectation that TOD will
generate modestly positive free cash flow and will refrain from
meaningful acquisitions or shareholder dividends until the company
has successfully transitioned to a stand-alone enterprise.
As proposed, the new credit facilities are expected to provide
covenant flexibility. Notable terms include the following:
The senior secured credit agreement provides for certain
incremental debt capacity up to the greater of $57 million and 75%
of the Consolidated Adjusted EBITDA, plus unused capacity under the
general debt basket, plus the ability to incur incremental debt in
an unlimited amount subject to 4.45x first lien net leverage (if
pari passu secured, or additional amounts if junior secured). No
portion of the incremental may be incurred with an earlier maturity
than the initial term loans.
The revolving credit facility is expected to have a springing first
lien net leverage test of 7.80x only when more than 40%, of then
outstanding revolving commitment is drawn under the revolving
credit facility at quarter end. The credit agreement permits the
transfer of assets to unrestricted subsidiaries, up to the
carve-out capacities, subject to "blocker" provisions which
prohibit either the transfer of intellectual property that is
material to the business to an unrestricted subsidiary or the
designation of any subsidiary holding such assets as unrestricted.
Non-wholly-owned subsidiaries are not required to provide
guarantees. Expected terms allow the release of guarantees when any
subsidiary ceases to be wholly owned (other than as a result of
sales of equity interests to an affiliate) subject to investment
capacity. The credit agreement provides some limitations on
up-tiering transactions, including the requirement that any
amendment that subordinates the liens or the obligations shall not
be effective unless each adversely affected lender was given an
opportunity to ratably participate in such priming debt. EBITDA is
expected to have add-backs for COVID expenses and lost revenues, as
well as for run rate profits and run rate EBITDA attributable to
potential acquisitions subject to a letter of intent.
The proposed terms and the final terms of the credit agreement may
be materially different.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Ratings could be upgraded if TOD successfully establishes a track
record as a standalone enterprise without disruption to operations
or loss of key customers. In addition, adjusted debt/EBITDA
sustained below 5.0x and free cash flow-to-debt in the mid-single
digits range could lead to an upgrade.
Ratings could be downgraded should there be a sustained decline in
revenue or profitability resulting from poor execution of the
carveout. Weakening of liquidity, EBITA/interest expense that falls
below 1.0x, or an increasingly aggressive financial policy, could
also result in a downgrade.
Therm-O-Disc Inc. is a designer and manufacturer of mission
critical safety sensors and sealed connecting components, such as
bimetal snap controls and thermal cutoff fuses, found in home
appliances as well as air conditioning terminals and temperature
sensors used in HVAC systems. The company generated $382 million of
revenue in fiscal 2021.
The principal methodology used in these ratings was Manufacturing
published in September 2021.
TOKEN BUYER: S&P Assigns 'B-' Issuer Credit Rating, Outlook Stable
------------------------------------------------------------------
S&P Global Ratings assigned its 'B-' issuer credit rating to Token
Buyer Inc. At the same time, S&P assigned its 'B-' issue-level and
'3' recovery ratings to the company's proposed first-lien debt as
well as our 'CCC+' issue-level and '5' recovery ratings to the
proposed second-lien term loan maturing 2030.
S&P said, "The stable outlook reflects our view that the company
will continue demonstrating solid operating performance and
generating positive free operating cash flow (FOCF), enabling it to
maintain S&P Global Ratings-adjusted debt to EBITDA in the low 7x
to high 6x range during the next 12 months."
One Rock Capital Partners LLC is acquiring Therm-O-Disc from
Emerson Electric Co. through newly formed affiliate entity, Token
Buyer Inc. Therm-O-Disc is a leading manufacturer of
safety-critical sensors and hermetic connection products. The
company is issuing debt to fund the transaction, which S&P Global
Ratings expects will close by the end of the second quarter of
calendar 2022.
The proposed debt financing will consist of a $65 million revolving
credit facility due 2027 (undrawn at close), a $355 million
first-lien term loan due 2029, and a $100 million second-lien term
loan due 2030.
Token is a strong participant in the niche global safety sensor and
hermetic seal markets, though its scale and scope of operations is
limited with relatively low product and end-market diversification.
With fiscal 2021 revenues of about $380 million, Token holds
leading market shares in bimetal snap controls and thermal cutoff
fuses, used primarily in HVAC, refrigeration, appliance, and water
heater applications to monitor and control safety limits in order
to prevent overheating or fire. The company also maintains the top
market share in hermetic feedthroughs, which ensure strong
electrical connections across a sealed barrier, notably in HVAC and
refrigeration compressors. S&P said, "Still, we view the scope of
Token's business as relatively small, given its production of niche
products, with about 60% of sales coming from bimetal snap controls
and thermal cutoff fuses. Additionally, we view end-market
concentration as relatively high, as the company generates over 80%
of sales from the HVAC, appliance/refrigeration, and water heater
end markets. In addition, Token also has some customer
concentration with large original equipment manufacturers (OEMs),
with the top five customers accounting for about 30% of sales."
Token benefits from long-tenured customer relationships and stable
component positions on OEM product platforms. Token works closely
with customers and has their safety components spec'd into OEM
product designs. As a result, the company benefits from relatively
sticky demand as components generally remain on product platforms
for their entire lifecycle. S&P believes this supports its stable
customer base, evidenced by long relationship tenures, high wallet
share in its product categories, and minimal churn in Token's top
50 customers over the last three years. Additionally, in
conjunction with the One Rock transaction, Token has entered into a
seven-year supply contract with Emerson, representing about 10% of
sales and guaranteeing a wallet share consistent with historical
levels.
S&P said, "We believe Token will continue to experience stable
operating performance, driven by new and replacement demand in the
company's key end-markets. Although Token has minimal aftermarket
revenues, HVACs, appliances, and water heaters are generally
nondiscretionary items for the end user, which drives relatively
stable replacement demand. Additionally, Token's components are
typically required in these products for regulatory and safety
reasons. As a result, we anticipate revenues to grow in the
mid-single-digit-percentage area in fiscal 2022 (ended Sept. 30)
and in the low- to mid-single-digit-percentage area in fiscal
2023.
"Although we expect relatively stable demand trends and cost
savings from ongoing footprint rationalization, adjusted debt
leverage for the company will remain high compared to higher rated
peers. We project adjusted debt to EBITDA in the low-7x area for
fiscal 2022, falling to the high-6x area entering fiscal 2023,
based on our forecast for mid-single-digit-percent revenue growth
and relatively steady margins in the mid-teens-percent area.
Although we anticipate Token will improve its margin profile over
the next several years as it realizes the full benefits from
footprint rationalization synergies, risks remain due to
macroeconomic headwinds from inflation, supply chain disruptions,
and lockdowns in China (the region represented about 25% of fiscal
2021 revenues). Further, we have factored in some additional risk
as the company transitions to operating as a stand-alone enterprise
with the potential to incur modest unanticipated costs. Our
assessment of the company's financial risk also incorporates its
financial sponsor ownership by One Rock and the potential that debt
leverage could remain high. While we do not expect One Rock to
pursue debt-funded dividends within the next year, we expect it
will opportunistically pursue acquisitions over time that could
keep debt leverage elevated.
"Under our forecast, Token will continue to generate positive FOCF,
and maintain adequate liquidity. We anticipate the company will
generate positive FOCF of approximately $15 million-$20 million
over the next 12 months, supported by earnings growth partially
offset by modest working capital outflows and capital expenditures.
With modest cash on the balance sheet and full availability on its
proposed $65 million revolving credit facility expected
post-transaction, the company should have adequate liquidity over
the next 12 months.
"The stable outlook on Token Buyer Inc. indicates our expectation
that it will generate positive FOCF and maintain debt leverage in
the low-7x to high-6x range over the next 12 months, supported by
stable end-market demand and our expectation for the company to
benefit from cost optimization initiatives."
Although unlikely over the next 12 months given S&P's expectations
for relatively stable and predictable operating trends, S&P could
lower its rating on Token if:
-- The company experiences a significant unexpected reduction in
its key end markets over the next 12 months that drastically
reduces earnings and causes its adjusted debt to EBITDA to
deteriorate, such that we believe the capital structure becomes
unsustainable; or
-- The company's working capital or operating trends deteriorate
materially, leading to negative FOCF, reduced liquidity, or a
heightened risk of a covenant violation.
S&P could raise its rating on Token over the next 12 months if:
-- S&P expects the company's adjusted debt to EBITDA to remain
consistently below 6.5x and anticipate its financial policies,
inclusive of potential future acquisitions and shareholder returns,
will support this improved level of debt leverage over the long
term; and
-- The company is able to continue to generate positive FOCF and
maintain sufficient liquidity; and
-- Establishes a record of successfully operating the company on a
stand-alone basis consistent with the above-mentioned factors.
ESG credit indicators: E-2, S-2, G-3
Governance is a moderately negative consideration, as is the case
for most rated entities owned by private-equity sponsors. S&P
believes Token's highly leveraged financial risk profile points to
corporate decision-making that prioritizes the interests of the
controlling owners. This also reflects the generally finite holding
period and a focus on maximizing shareholder returns.
TOP LINE GRANITE: Gets Court Nod to Use Cash Collateral
-------------------------------------------------------
The U.S. Bankruptcy Court for the District of Massachusetts
authorized Top Line Granite Design Inc. to use cash collateral on a
final basis to pay all reasonable expenses necessary to maintain
and continue usual business operations, substantially in accordance
with the updated budget.
Such use is authorized through the earlier of the conclusion of the
Continued Hearing schedule on the Motion or entry of a further
order regarding the use of Cash Collateral; provided that no
professional fees will be paid absent separate order of the Court
approving payment after filing of fee applications.
A continued hearing on the Debtor's is scheduled for June 24, 2022
at 10 a.m.
As adequate protection, lienholders are granted post-petition
replacement liens and security interests in property of the
Debtor's estate, to the extent of valid perfected security
interests as of the Petition Date not subject to avoidance, in an
amount equivalent to the amount of cash collateral expended by the
Debtor, of the same type, in the same nature and to the same extent
as the Lienholders had in such assets pre-petition to the extent
the Lienholders held validly perfected and unavoidable liens and
security interests as of the Petition Date.
The Post-petition Liens will only secure the amount of any
diminution in the value of the Lienholders' prepetition collateral
constituting cash collateral resulting from the Debtor's use
thereof in the operation of the Debtor's business in the
Post-petition Period.
The Post-petition Liens will have the same priority, validity, and
enforceability as the Lienholders’ liens on their pre-petition
collateral.
As further adequate protection, to the extent funds are available,
the Debtor is authorized to make monthly adequate protection
payments to the Lienholders.
A copy of the order and the Debtor's budget for the period from
April to July is available at https://bit.ly/3P0nh2G from
PacerMonitor.com.
About Top Line Granite Design Inc.
Top Line Granite Design Inc. is a manufacturer of cut stone and
stone products. Top Line offers a selections of kitchen granite,
marble and quartz.
Top Line sought protection under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. D. Mass. Case No. 22-40216) on March 25, 2022. In the
petition signed by Edmilson Ramos, president, the Debtor disclosed
up to $10 million in assets and up to $50 million in liabilities.
Judge Christopher J. Panos oversees the case.
Alan L. Braunstein, Esq., at Riemer and Braunstein LLP is the
Debtor's counsel.
U.S. SILICA: Incurs $8.5 Million Net Loss in First Quarter
----------------------------------------------------------
U.S. Silica Holdings, Inc. filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q disclosing a net loss
of $8.51 million on $304.89 million of total sales for the three
months ended March 31, 2022, compared to a net loss of $20.94
million on $234.42 million of total net sales for the three months
ended March 31, 2021.
As of March 31, 2022, the Company had $2.19 billion in total
assets, $1.58 billion in total liabilities, and $610.79 million in
total stockholders' equity.
Bryan Shinn, chief executive officer, commented, "We started 2022
with a very strong quarter, delivering sequential improvements of
7% in total revenue and 26% in adjusted EBITDA. Macros were very
favorable, with continued robust customer demand, and we delivered
meaningful price increases across both business units in the
quarter. I am pleased to report that the positive market
conditions are continuing, and we expect to deliver even stronger
financial results in the second quarter, and 2022 overall is
shaping up to be a very strong year for profits and cash
generation."
"In our Oil & Gas segment, sand and logistics remained effectively
sold out due to strong well completion demand, particularly in West
Texas. Our teams worked diligently with customers to minimize
disruptions and well site downtime given the overwhelming market
demand. The supply and demand balance in the sand and last mile
logistics market remains very tight, and we have experienced
increased operating costs to serve customers. As a result, sand
and SandBox sales prices and margins have risen substantially and
we continue to sign attractive new contracts."
"In our Industrial & Specialty Products segment, demand remained
strong across end uses and market segments. As we mentioned on
last quarter's call, strong winter storms negatively impacted a few
of our operations during the quarter resulting in higher costs,
delayed shipments and less favorable product sales mix. These were
transitory issues and we expect a very strong rebound in the second
quarter. In addition, we are proactively offsetting West Coast
shipping challenges by utilizing alternate ports across the U.S.
and anticipate an improved product mix coupled with the phase-in of
additional price increases in the second quarter. Given these
actions, we expect the second quarter to be one of the strongest
quarters on record for our Industrial segment and we believe that
first half 2022 Industrial & Specialty Products profitability will
be on or slightly ahead of plan."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1524741/000152474122000012/slca-20220331.htm
About U.S. Silica
Headquartered in Katy, Texas, U.S. Silica Holdings, Inc. --
http://www.ussilica.com-- is a global performance materials
company and a producer of commercial silica used in a wide range of
industrial applications and in the oil and gas industry. In
addition, through its subsidiary EP Minerals, LLC, the Company
produces products derived from diatomaceous earth, perlite,
engineered clays, and non-activated clays.
For the nine months ended Sept. 30, 2021, the Company reported a
net loss of $15.21 million. U.S. Silica reported a net loss of
$34.32 million in 2021, a net loss of $115.12 million in 2020, a
net loss of $329.75 million in 2019, and a net loss of $200.82
million in 2018. As of Dec. 31, 2021, the Company had $2.22
billion in total assets, $1.61 billion in total liabilities, and
$614.08 million in total stockholders' equity.
VIPER PRODUCTS: Payne Buying Ford F-150 XLT Pickup Truck for $24K
-----------------------------------------------------------------
Viper Products & Services, LLC, asks the U.S. Bankruptcy Court for
the Northern District of Texas to authorize the sale of its 2018
Ford F-150 XLT pickup (VIN 1FTEW1E56JKF34737) to Josh Payne for
$24,000.
On Oct. 10, 2018, Viper executed a Motor Vehicle Retail Installment
Sales Contract to purchase the Vehicle. Ally Bank is the owner and
holder of the Note, which is secured by the Vehicle.
Pursuant to Ally Bank's Proof of Claim No. 18-1, the principal and
earned interest due and owing on the Note as of the Petition Date
is $21,935.46.
The proposed bid for the Vehicle is in line with other bids
received by the Debtor to date for vehicles of similar makes and
models.
By the Motion, the Debtor seeks to sell the Vehicle to Payne free
and clear of all liens, claims, encumbrances, and interests, with
all valid liens, claims, encumbrances, and interests, if any,
attaching to the proceeds of the sale.
The Debtor gives notice of its intent to sell the Vehicle described
for the purchase price reflected on the signed offer submitted by
Payne, unless a higher bid is submitted prior to the deadline for
objections set by the Court. Accordingly, if the Debtor receives a
higher bid for the Vehicle prior to the objection deadline or Payne
Withdraws his bid, the party with the highest bid submitted to the
Debtor will be awarded the property.
The Debtor believes the sale, as proposed, is in the best interest
of all creditors of the Estate and should be approved. As Ally Bank
has a first and prior lien on the Vehicle, the Debtor will
immediately pay the proceeds of the sale to Ally Bank to the extent
ofits Note balance. The Debtor is also advised that there are ad
valorem tax liens which will also need to be paid from the net
proceeds of the Vehicle to the extent funds are available. As Vista
Bank also has a lien on all the assets of the Debtor's estate, the
Debtor will pay any remaining proceeds ofthe sale to Vista Bank.
A copy of the Contract is available at https://tinyurl.com/mryv7pfd
from PacerMonitor.com free of charge.
About Viper Products & Services
Viper Products & Services, LLC provides environmentally sound
solutions for the oil and gas industry. Based in Lubbock, Texas,
Viper Products & Services offers oil spill management, testing,
reporting, remediation, reclamation, excavation, and bore and core
drilling services.
Viper Products & Services filed its voluntary petition for relief
under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Texas Case
No.
21-50187) on Dec. 13, 2021, listing $1 million to $10 million in
both assets and liabilities. Zack Tuttle, manager, signed the
petition.
The Debtor tapped McWhorter, Cobb & Johnson, LLP as legal counsel
and Charles W. Darter, Jr. as accountant.
W&T OFFSHORE: VP Shahid Ghauri Quits
------------------------------------
W&T Offshore, Inc. announced that Shahid A. Ghauri, W&T's vice
president, general counsel and corporate secretary left the Company
to pursue other personal interests. Nadege Assale, who has served
as assistant general counsel for the past two years, will assume
the role of acting general counsel until Mr. Ghauri's successor is
named. Mr. Ghauri remained with W&T through April 22, 2022 to
assist in the transition.
Tracy W. Krohn, chairman and chief executive officer, commented,
"We appreciate Shahid's dedicated efforts during his five years
with the Company. He has been a trusted advisor to management and
our Board, as well as being actively involved in the many
transactions we completed during his tenure. We will miss his
insight and wish him the very best in the future."
About W&T Offshore
W&T Offshore, Inc. -- http://www.wtoffshore.com-- is an
independent oil and natural gas producer with operations offshore
in the Gulf of Mexico and has grown through acquisitions,
exploration and development. The Company currently has working
interests in 41 producing fields in federal and state waters and
has under lease approximately 611,000 gross acres, including
approximately 424,000 gross acres on the Gulf of Mexico Shelf and
approximately 187,000 gross acres in the Gulf of Mexico deepwater.
A majority of the Company's daily production is derived from wells
it operates.
W&T Offshore reported a net loss of $41.48 million for the year
ended Dec. 31, 2021, compared to net income of $37.79 million for
the year ended Dec. 31, 2020. As of Dec. 31, 2021, the Company had
$1.19 billion in total assets, $324.38 million in total current
liabilities, $687.94 million in long-term debt, $368.08 million in
asset retirement obligations (less current portion), $55.39 million
in other liabilities, $113,000 in deferred income taxes, $4.50
million in commitments and contingencies, and a total
shareholders'deficit of $247.18 million.
* * *
In May 2021, S&P Global Ratings affirmed the 'CCC+' issuer credit
rating on Houston-based W&T Offshore Inc.
As reported by the TCR on April 19, 2021, Moody's Investors Service
upgraded W&T Offshore, Inc.'s Corporate Family Rating to Caa1 from
Caa2, Probability of Default Rating to Caa1-PD from Caa2-PD and
senior secured second lien notes rating to Caa2 from Caa3. The
outlook was changed to stable from negative. "The upgrade of W&T
Offshore's ratings reflects higher commodity prices that support
continued positive free cash flow in 2021," said Jonathan Teitel, a
Moody's analyst.
WALTER ENERGY: Affiliates' 1995 Bankruptcy Axes Benefits Claims
---------------------------------------------------------------
James Nani of Bloomberg Law reports that Jim Walter Resources and
its affiliated companies' 1995 bankruptcy reorganization removed
their related businesses' obligation to provide future health care
benefits to retired coal workers, the Eleventh Circuit said.
The reorganization discharged any claims against the debtor
companies that arose before their bankruptcy plan was approved, the
U.S. Court of Appeals for the Eleventh Circuit said Tuesday, May 3,
2022.
The Eleventh Circuit's published 2-1 opinion reverses bankruptcy
and Florida district court decisions. It hands a win to the three
Jim Walter Resources' related companies in the case—United States
Pipe and Foundry Company LLC and JW Aluminum Company.
About Walter Energy Inc.
Walter Energy, Inc. -- http://www.walterenergy.com/-- is a
metallurgical coal producer for the global steel industry with
strategic access to steel producers in Europe, Asia and South
America. The Company also produces thermal coal, anthracite,
metallurgical coke and coal bed methane gas, with operations in the
United States, Canada and the United Kingdom.
For the year ended Dec. 31, 2014, the Company reported a net loss
of $471 million following a net loss of $359 million in 2013.
Walter Energy and its affiliates sought Chapter 11 protection
(Bankr. N.D. Ala. Lead Case No. 15-02741) in Birmingham, Alabama on
July 15, 2015, after signing a restructuring support agreement with
first-lien lenders.
Walter Energy disclosed total assets of $5.2 billion and total debt
of $5 billion as of March 31, 2015.
The Debtors tapped Paul, Weiss, Rifkind, Wharton & Garrison as
counsel; Bradley Arant Boult Cummings LLP, as co-counsel; Ogletree
Deakins LLP, as labor and employment counsel; Maynard, Cooper &
Gale, P.C., as special counsel; PJT Partners LP serves as
investment banker, replacing Blackstone Advisory Services, L.P.;
AlixPartners, LLP, as financial advisor, and Kurtzman Carson
Consultants LLC, as claims and noticing agent.
The Bankruptcy Administrator for the Northern District of Alabama
appointed an Official Committee of Unsecured Creditors and an
Official Committee of Retirees. The Creditors Committee tapped
Morrison & Foerster LLP and Christian & Small LLP as attorneys. The
Retiree Committee retained Adams & Reese LLP and Jenner & Block
LLP as attorneys.
The informal group of certain unaffiliated First Lien Lenders and
First Lien Noteholders -- Steering Committee -- retained Akin,
Gump, Strauss, Hauer and Feld LLP as legal advisor, and Lazard
Freres & Co. LLC as financial advisor.
WC MET CENTER: Trustee Selling 3 Austin Properties for $47.6 Mil.
-----------------------------------------------------------------
Randolph N. Osherow, as the duly appointed and acting Chapter 11
trustee of WC Met Center, LLC, seeks approval from the U.S.
Bankruptcy Court for the Western District of Texas to sell the
estate's interests in improved real property and improvements
located at 7401 E. Ben White Blvd., in Austin, Texas 78741; 8201 E.
Riverside Dr., in Austin, Texas 78744; and 7620 Metro Center Dr.,
in Austin, Texas 78744, to Met Center Austin LLC for cash in the
amount of $47,575,000, subject to higher and better bids, and with
such sale free and clear of all liens, claims, and encumbrances.
The Trustee moves for authority to assume and assign certain of the
Debtor's executory contracts, with any existing monetary defaults
cured upon closing of the sale. He asserts that the Purchase Price
is sufficient to pay in full the Debtor's pre-petition secured
creditor, its Chapter 11 administrative expenses, its priority
(tax) creditors, its unsecured creditors, the United States Trustee
fees and the Trustee's compensation and attorney's fees and
expenses.
The Debtor owns the Real Estate. Prior to the Petition Date, the
Debtor, as borrower, obtained a mortgage loan from LoanCore Capital
Credit REIT LLC ("Original Lender") pursuant to a loan agreement,
dated as of April 19, 2018 (as amended from time to time, the
"Prepetition Loan Agreement"). The Loan is evidenced by a
Promissory Note dated April 19, 2018 made by the Debtor in favor of
Original Lender in the principal amount of $48.2 million.
The Loan is secured by, among other things, a certain Deed of
Trust, Assignment of Leases and Rents and Security Agreement, dated
as of April 19, 2018 ("Original Deed of Trust"). To perfect the
liens granted to the Original Lender, the Original Deed of Trust
was recorded with the County Clerk of Travis County, Texas, and
constitutes a valid, first mortgage lien and encumbrance on the
Real Estate.
Pursuant to certain assignment agreements, SKW-B Acquisitions
Seller C, LLC ("Noteholder"), succeeded to the Original Lender as
lender under the Prepetition Loan Documents. The maturity date
under the Prepetition Loan Documents was May 7, 2021. According to
the Debtor: (i) the Debtor failed to satisfy the debt evidenced by
the Prepetition Loan Documents and, accordingly, an event of
default occurred under the Prepetition Loan Documents; and (ii) the
Bankruptcy Case was filed to forestall the Noteholder's attempted
non-judicial foreclosure sale and to afford the Debtor the
opportunity to restructure its financial affairs under the auspices
of chapter 11.
Pursuant to a motion filed Nov. 11, 2021, the Noteholder sought the
entry of an order, pursuant to section 1112(b) of the Bankruptcy
Code, dismissing the Bankruptcy Case, asserting that the case was
filed in bad faith, the Debtor was eschewing its responsibilities
as a debtor in possession, and the Debtor had no real prospect for
a reorganization.
Pursuant to a certain Agreed Order Granting SKW - B Acquisitions
Seller C, LLC Relief From the Automatic Stay and Granting Related
Relief, entered Dec. 22, 2021, the Debtor and the Noteholder
resolved the Dismissal Motion and in doing so agreed, among other
things: (a) that the Debtor would deliver to the Noteholder a Deed
in Lieu of Foreclosure (the "DIL") to be held in escrow; (b) that
the Debtor would be afforded until 11:59 (prevailing Eastern time)
on April 15, 2022 to effectuate a payoff and satisfaction of the
amounts due the Noteholder under the Existing Promissory Note and
Prepetition Loan Documents (such amounts to be calculated as set
forth in the Agreed Order); (c) to allowance of the Noteholder’s
secured claim in the amount of $44,548,842.60 (plus default
interest in the per diem amount of $12,470, and any other allowable
fees and costs accruing from and after Dec. 1, 2021); and (d) that,
in the event the Debtor fails to make timely payment to the
Noteholder by no later than the Payoff Deadline, the automatic stay
would be automatically lifted in order to, in the alternative: (i)
afford the Noteholder the requisite authorization to release the
DIL from escrow and record same; or (ii) pursue a foreclosure of
the Real Estate in accordance with applicable non-bankruptcy law.
Prior to April 11, 2022, the Trustee had no bona fide sale
opportunities or financing options available to him to meet the
monetary requirements in the Agreed Order to remit the Payoff
Amount to the Noteholder by the Payoff Deadline. On the morning of
April 11, 2022, counsel for the Trustee received communications
from counsel for Purchaser inquiring about the sale of the Real
Estate to Purchaser in amount sufficient to fully pay the Payoff
Amount as well as pay all prepetition and postpetition obligations
of the Debtor. The Purchaser, as evidenced by the Motion, offers to
purchase the Real Estate for $47,575,000 with a closing and funding
to the Noteholder of the required Payoff Amount prior to the Payoff
Deadline.
The Purchaser requires for this transaction that the sale be free
and clear of all liens, claims and encumbrances to the fullest
extent allowed by the Bankruptcy Code. The Purchase Price will pay
in full all outstanding encumbrances on the Real Estate.
The Purchaser is also requesting the assumption and assignment of
certain of the Debtor's executory contracts, including unexpired
leases relating to the Real Estate, with any existing monetary
defaults to be cured upon closing of the sale. The Purchaser is not
requesting unusual protections and is not requiring additional
contingencies to close the sale of the Real Estate.
As a result, the Trustee, who otherwise faces a likely conversion
of this bankruptcy case to chapter 7 if the sole significant
operating asset of the Estate is surrendered, is now in possession
of an offer to fully pay all pre-petition and post-petition
obligations of the Debtor and the Estate. Consequently, the
Trustee believes the unusual circumstances of the case and the
development of this sale offer warrant the Court's emergency
consideration of the Motion.
The Trustee moves for authority to sell the Debtor's interest in
the Real Estate for the Purchase Price, with such sale free and
clear of all liens, claims and encumbrances.
So as to permit the immediate consummation of the sale of the Real
Estate to Purchaser, the Trustee requests that the Court enter an
order providing that notice of the relief requested satisfies the
Bankruptcy Rules and that the Trustee has established cause to
waive
the 14-day stay under Bankruptcy Rule 6004(h) (to the extent
applicable) for the relief requested.
A copy of the Agreement is available at
https://tinyurl.com/uuwws67b from PacerMonitor.com free of charge.
About WC Met Center LLC
Austin, Texas-based WC Met Center, LLC is a single asset real
estate debtor (as defined in 11 U.S.C. Section 101(51B)).
WC Met Center filed its voluntary petition for Chapter 11
protection (Bankr. W.D. Texas Case No. 21-10698) on Sept. 7, 2021,
listing up to $500 million in assets and up to $100 million in
liabilities. Judge Tony M. Davis oversees the case.
Mark H. Ralston, Esq., at Fishman Jackson Ronquillo, PLLC and
Columbia Consulting Group, PLLC serve as the Debtor's legal
counsel
and financial advisor, respectively.
WOUAFF WOUAFF: Files Emergency Bid to Use Cash Collateral
---------------------------------------------------------
Wouaff Wouff LLC asks the U.S. Bankruptcy Court for the Middle
District of Florida, Tampa Division, for authority to use cash
collateral and provide adequate protection.
The Debtor requires the use of cash collateral to fund operating
expenses necessary to continue the operation of its business,
maintain the estate, maximize the return on its assets, and
otherwise avoid irreparable harm and injury to its business and the
estate.
The lenders that may assert an interest in the Debtor's cash
collateral are:
a. Arsenal Funding;
b. Celtic Bank C/O Bluevine;
c. Cloud Fund LLC;
d. Fortress Merchant Solutions;
e. Fox Business Funding;
f. Loan Builder;
g. Rapid Finance; and
h. U.S. Small Business Administration.
In order to meet growing demand for its services, the Debtor
expanded its operation by growing its fleet of mobile grooming
units. This expansion of the Debtor's sprinter van fleet created
debt service costs which only make sense when the Debtor is staffed
with enough groomers to utilize all of its mobile grooming units.
For a period of time, due to changes in the market for employees,
the Debtor was unable to find employees to serve the growing demand
for its pet grooming services. As such, the Debtor's business
suffered because of payments on its outstanding debts continued
accruing while the Debtor was short staffed. In order to make ends
meet while searching for qualified employees, several Merchant Cash
Advances were used by the Debtor to bridge the gap, the debt
service cost of which caused pre-petition the Debtor to utilize
further high interest financing to pay debt service costs. The
financing included, but was not limited to, funds received pursuant
to agreements by and between pre-petition Debtor and Fox Capital,
CloudFund, and Arsenal/Prosperum Capital respectively. These
agreements are emblematic of the financing practices which
ultimately resulted in the Debtor's bankruptcy because in each case
lender offered funds to be repaid by automatic debits for repayment
amounts which result in APRs in excess of 40%-50% based on the
funds actually received.
In exchange for the Debtor's ability to use cash collateral in the
operation of its business, the Debtor proposes to grant to the
Lenders, as adequate protection, replacement liens to the same
extent, validity, and priority as existed on the Petition Date. In
other words, the Debtor proposes the Lenders' "floating" liens on
the assets would continue to "float" to the same extent, validity,
and priority as existed on the Petition Date, notwithstanding
Section 552 of the Bankruptcy Code.
The Debtor asserts that the Lenders' interests will be adequately
protected by the replacement liens.
A copy of the motion is available at https://bit.ly/3y4eaYG from
PacerMonitor.com.
About Wouaff Wouff LLC
Wouaff Wouff LLC sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. M.D. Fla. Case No. 8:22-bk-01595) on April
21, 2022. In the petition signed by Julian M. Mackenzie, managing
member, the Debtor disclosed up to $50,000 in assets and up to $500
million in liabilities.
Marshall G. Reissman, Esq., at Reissman Law Group, P. A, is the
Debtor's counsel.
YIM POOI WONG: Selling El Monte Apartment Building for $7.9 Million
-------------------------------------------------------------------
Yim Pooi Wong and Lai Hung Wong ask the U.S. Bankruptcy Court for
the Central District of California to authorize the sale of the
property, a 28-unit apartment building, located at 3817 Cogswell
Road, El Monte, California 91732, to Montlake Residential, LLC, or
its assignee for $7.9 million, free and clear of liens, in
accordance with the terms of their Residential Income Purchase
Agreement and Joint Escrow Instructions and its addenda.
The Debtors through their trusts [Yim Pooi Wong as trustee of the
Yim Pooi Wong Revocable Trust dated 8/1/1998 amended 10/31/2014 and
Lai Hung Wong as trustee of the Lai Hung Wong Revocable Trust dated
8/1/1998 amended 10/31/2014] are co-owners of the Property with (i)
Chris Wong and Biyu Liao, (ii) Andy Huang, and (iii) the Huang
Trust. The Debtors have a 1/3 or 33.33% interest in the Property,
Chris Wong and Biyu Liao have a 1/3 or 33.33% interest, Andy Huang
has a 1/6 or 16.66% interest and the Huang Trust has a 1/6 or
16.66% interest in the Property.
On their Schedules A/B and D, the Debtors (i) valued the Property
at $6.3 million based on an appraisal for the Property as of
January 20, 2021, and (ii) listed one lien in favor of East West
Bank of $1,443,772.94. East West Bank has not filed a proof of
claim. Since the Petition Date, the Debtors have been paying and
intend to continue paying this claim in the ordinary course of
business pursuant to the loan documents with East West Bank entered
into prior to the Petition Date and as such, the Debtors believe
that the ultimate amount owed on the lender on the Effective Date
will be reduced to reflect such payments. Through escrow on the
sale of the Property, the amount owed to East West Bank will be
paid in full, or in an amount as agreed to by the secured creditor.
On Dec. 17, 2021, the Debtors filed a Complaint for Sale of
Property under 11 U.S.C. Section 363(h) against Chris Wong and Mary
Wong seeking to sell both the Estate's interest and the interest of
Chris and Mary Wong in the Property (and other real property
jointly owned by Chris Wong) under 11 U.S.C. Section 363(h). This
commenced Adversary Case No. 2:21-ap-1250-VZ. On Jan. 14, 2022,
Chris Wong and Mary Wong filed an Answer in the Adversary Action.
A continued status conference in the Adversary Action is currently
set for May 5, 2022, but the Debtors expect it will be further
continued to allow this Motion to be heard.
On Dec. 20, 2021, the Court entered an order approving the Debtors
Motion in Individual Chapter 11 Case for Order Authorizing Debtors
in Possession to Employ Professional and authorizing the Debtors to
employ CBRE, Inc. as their real estate Broker for the Property. The
Broker agreed that its commission for the Property would be 3% of
the total purchase price and that in the event any broker or agent
other than CBRE Inc. represented a purchaser of the Property, the
commission would be split between CBRE Inc. and the broker
representing the purchaser.
Pursuant to the Sale Procedures Order and the Sale Stipulation, the
Broker has marketed the Property across multiple channels since
early February 2022. There have been multiple inquiries and ten
offers were received. The Buyer's offer is the result of
negotiations for the highest and best offer.
Under the Sale Procedures Order and the Sale Stipulation, the
Debtors reached an agreement with the Co-Owners of the Property
regarding the competitive bid and sale process for the orderly sale
of the Property. The Debtors and the Co-Owners have received an
offer for the Property from the Buyer for $7.9 million.
After payment of the lender lien impacting the Property, secured
real property taxes and costs of the sale including a 3% broker
commission, the Debtors are estimated to receive net sale proceeds
for their interest in the Property of approximately $1,582,111.35.
It is believed that the proposed sale price is for fair market
value. Pursuant to the Sale Procedures Order and the Sale
Stipulation, the Debtors and the Co-Owners, with the assistance of
CBRE, Inc., have invested significant time marketing the Property.
There have been multiple inquiries and five offers were received.
The Buyer's offer is the result of negotiations for the highest and
best offer.
Liens impacting the Property are identified in the Title Report.
Pro-rata unpaid real property taxes will be paid. The lien of East
West Bank will be paid in amounts as agreed to by the secured
creditor and such lien will be released. To the extent there are
disputed unresolved liens, such unresolved liens, if any, will
attach to the proceeds of the sale in the same validity and
priority as prior to the sale, pending
The real estate broker commission will not exceed 3% of the
purchase price and will be paid entirely to the Broker who has
agreed to represent the Buyer. The parties have executed a
Possible Representation of More Than One Buyer or Seller -
Disclosure and Consent.
The capital gains tax liability generated by the sale will be paid
from the sale proceeds but has not yet been determined by the
Debtors. Chris Wong has estimated the Debtors' tax liability at
$436,631. This estimate is taken from Declaration of John Menchaca
filed by Chris Wong in support of his opposition to employ the
Broker.
In summary, the relief requested in the Motion is based on the
Debtors' reasonable business judgment that the sale will benefit
the Estate and creditors and therefore approval of the Motion is
proper. Therefore, good cause exists to grant the Motion so that
the favorable business opportunity is not lost.
The Debtors ask the Court to authorize them to pay the following
from the sale proceeds through escrow: (i) real estate taxes, (ii)
amounts owed to Axos Bank, (iii) real estate commission in the
total amount not to exceed 3% of the sale price, and (iv) escrow
fees and other ordinary costs of sale to be split between the
Debtors and the Co-Owner on the one hand and the Buyer on the other
hand in the manner customary in the County where the Property is
located.
Finally, the Debtors ask the Court to waive the 14-day stay of the
order approving the sale of the Property under Federal Rules of
Bankruptcy Procedure 6004(h).
A hearing on the Motion was set for May 3, 2022, at 11:00 a.m.
A copy of the Agreement is available at
https://tinyurl.com/2p8rahm2 from PacerMonitor.com free of charge.
Yim Pooi Wong and Lai Hung Wong sought Chapter 11 protection
(Bankr. C.D. Cal. Case No. 21-17515) on Sept. 27, 2021. The
Debtors tapped James Bastian, Esq., as counsel.
YIM POOI WONG: Selling Los Angeles Apartment Building for $3 Mil.
-----------------------------------------------------------------
Yim Pooi Wong and Lai Hung Wong ask the U.S. Bankruptcy Court for
the Central District of California to authorize the sale of the
property, a 14-unit apartment building, located at 3235 Andrita
Street, Los Angeles, California 90065, to Ron Mayer-Mayer Capital,
or their assignee for $3 million, free and clear of liens, in
accordance with the terms of their Residential Income Purchase
Agreement and Joint Escrow Instructions and its addenda, subject to
overbid.
The Debtors through Yim Pooi Wong's trust [Yim Pooi Wong as trustee
of the Yim Pooi Wong Revocable Trust dated 8/1/1998 amended
10/31/2014] are co-owners of the Property with Chris Wong. The
Debtors and Chris Wong each have a 50% ownership interest in the
Property. On their Schedules A/B and D, the Debtors (i) valued the
Property at $2.5 million based on an appraisal for the Property as
of Jan. 22, 2021, and (ii) listed one lien in favor of Axos Bank of
$424,939.88. On Nov. 9, 2021, Axos Bank filed a secured Claim 3
asserting an amount owed of $423,622.92.
Since the Petition Date, the Debtors have been paying and intend to
continue paying this claim in the ordinary course of business
pursuant to the loan documents with Axos Bank entered into prior to
the Petition Date and as such, the Debtors believe that the
ultimate amount owed on account of Claim 3 on the Effective Date
will be reduced to reflect such payments. Through escrow on the
sale of the Property, the amount owed to Axos Bank will be paid in
full, or in an amount as agreed to by the secured creditor.
On Dec. 17, 2021, the Debtors filed a Complaint for Sale of
Property under 11 U.S.C. Section 363(h) against Chris Wong and Mary
Wong seeking to sell both the Estate's interest and the interest of
Chris and Mary Wong in the Property (and other real property
jointly owned by Chris Wong) under 11 U.S.C. Section 363(h). This
commenced Adversary Case No. 2:21-ap-1250-VZ. On Jan. 14, 2022,
Chris Wong and Mary Wong filed an Answer in the Adversary Action.
A continued status conference in the Adversary Action is currently
set for May 5, 2022, but the Debtors expect it will be further
continued to allow this Motion to be heard.
On Dec. 20, 2021, the Court entered an order approving the Debtors
Motion in Individual Chapter 11 Case for Order Authorizing Debtors
in Possession to Employ Professional and authorizing the Debtors to
employ CBRE, Inc. as their real estate Broker for the Property. The
Broker agreed that its commission for the Property would be 3% of
the total purchase price and that in the event any broker or agent
other than CBRE Inc. represented a purchaser of the Property, the
commission would be split between CBRE Inc. and the broker
representing the purchaser.
Pursuant to the Sale Procedures Order and the Sale Stipulation, the
Broker has marketed the Property across multiple channels since
early February 2022. There have been multiple inquiries and ten
offers were received. The Buyer's offer is the result of
negotiations for the highest and best offer.
Under the Sale Procedures Order and the Sale Stipulation, the
Debtors reached an agreement with the Co-Owner of the Property
regarding the competitive bid and sale process for the orderly sale
of the Property. The Debtors and the Co-Owner have received an
offer for the Property from the Buyer of $5.9 million, subject to
overbids at an auction to be held prior to the hearing on the
Motion in accordance with an agreed schedule with the Co-Owner
under the Sale Stipulation.
After payment of the lender lien impacting the Property, secured
real property taxes and costs of the sale including a three percent
broker commission, the Debtors are estimated to receive net sale
proceeds for their interest in the Property of approximately
$865,213.54, which amount may increase in the event of a successful
overbid.
The Bid must be accompanied by a cash deposit in an amount equal to
3% of the Bid. The Bid must acknowledge that the Property is being
sold on an "as-is, where-is" basis without warranties of any kind,
expressed or implied. It must bid an initial amount of at least
$100,000 over the Stalking Horse Bid (or $3.1 million).
The Auction will be held at a date, time and place to be scheduled
prior to the hearing on the Motion upon telephonic notice to the
Buyer and the parties having submitted overbids in order to allow
all potential bidders the opportunity to overbid and purchase the
Property. The Debtors' counsel, Shulman Bastian Friedman & Bui LLP
will direct and preside over the Auction. Only Qualified Bidders
(or their qualified representatives) will be entitled to make any
Bids at the Auction. Minimum bid increments during the Auction
will be in the amount of $50,000.
Upon the close of the Auction, the Debtors and the Co-Owner will
determine the Successful Bid. Under the Sale Stipulation, the
Co-Owner will then have up until the time of hearing on the Motion
to give notice of his intent to exercise his Section 363(i) rights
of first refusal with respect to the purchase of the Debtors'
interest in the Property. At the hearing on the Motion, the
Debtors will seek an order approving the sale of the Property to
either the Successful Bidder or the Co-Owner pursuant to the
Co-Owner's Section 363(i) rights of first refusal under the Sale
Stipulation. The hearing date of May 3, 2022 for this Motion is
subject to a continuance, as may be necessary, to allow the
Co-Owner at least 10 days following the Auction to consider whether
he will exercise his rights of first refusal.
It is believed that the proposed sale price is for fair market
value. Pursuant to the Sale Procedures Order and the Sale
Stipulation, the Debtors and the Co-Owner, with the assistance of
CBRE, Inc., have invested significant time marketing the Property.
There have been multiple inquiries and five offers were received.
The Buyer’s offer is the result of negotiations for the highest
and best offer. The proposed sale to the Buyer subject to overbids
is anticipated to provide the Debtors with significant net proceeds
for funding their Plan. The proposed sale will assist the Debtors
in their reorganization goals to generate funds to pay creditors in
full and assist the Debtors in attaining the most value for the
Property for the benefit of the Estate.
Liens impacting the Property are identified in the Title Report.
Pro-rata unpaid real property taxes will be paid. The lien of Axos
Bank will be paid in amounts as agreed to by the secured creditor
and such lien will be released. To the extent there are disputed
unresolved liens, such unresolved liens, if any, will attach to the
proceeds of the sale in the same validity and priority as prior to
the sale, pending agreement with the lienholder or further Court
order.
The real estate broker commission will not exceed 3% of the
purchase price and will be paid entirely to the Broker who has
agreed to represent the Buyer. The parties have executed a
Possible Representation of More Than One Buyer or Seller –
Disclosure and
Consent.
The capital gains tax liability generated by the sale will be paid
from the sale proceeds but has not yet been determined by the
Debtors. Chris Wong has estimated the Debtors' tax liability at
$345,475. This estimate is taken from Declaration of John Menchaca
filed by Chris Wong in support of his opposition to employ the
Broker.
In summary, the relief requested in the Motion is based on the
Debtors' reasonable business judgment that the sale will benefit
the Estate and creditors and therefore approval of the Motion is
proper. Therefore, good cause exists to grant the Motion so that
the favorable business opportunity is not lost.
The Debtors ask the Court to authorize them to pay the following
from the sale proceeds through escrow: (i) real estate taxes, (ii)
amounts owed to Axos Bank, (iii) real estate commission in the
total amount not to exceed 3% of the sale price, and (iv) escrow
fees and other ordinary costs of sale to be split between the
Debtors and the Co-Owner on the one hand and the Buyer on the other
hand in the manner customary in the County where the Property is
located.
Finally, the Debtors ask the Court to waive the 14-day stay of the
order approving the sale of the Property under Federal Rules of
Bankruptcy Procedure 6004(h).
A hearing on the Motion was set for May 3, 2022, at 11:00 a.m.
A copy of the Agreement is available at
https://tinyurl.com/44bvk4w6 from PacerMonitor.com free of charge.
Yim Pooi Wong and Lai Hung Wong sought Chapter 11 protection
(Bankr. C.D. Cal. Case No. 21-17515) on Sept. 27, 2021. The
Debtors tapped James Bastian, Esq., as counsel.
YIM POOI WONG: Selling Monterey Park Apartment Building for $4.4MM
------------------------------------------------------------------
Yim Pooi Wong and Lai Hung Wong ask the U.S. Bankruptcy Court for
the Central District of California to authorize the sale of the
property, a 12-unit apartment building, located at 202 East Hellman
Ave, Monterey Park, Los Angeles County, California 91755, to Kuang
Ching Sung, or his assignee for $4,399,999, free and clear of
liens, in accordance with the terms of their Commercial Purchase
Agreement and Joint Escrow Instructions and its addenda, subject to
overbid.
Under the Sale Procedures Order1 and the Sale Stipulation, the
Debtors reached an agreement with the Co-Owner of the Property
regarding the competitive bid and sale process for the orderly sale
of the Property. The Debtors and the Co-Owner have received an
offer for the Property from the Buyer of $4,399,999. After payment
of the lender lien impacting the Property, secured real property
taxes and costs of the sale including a three percent broker
commission, the Debtors are estimated to receive net sale proceeds
for their interest in the Property of approximately $1,231,282.29.
It is believed that the proposed sale price is for fair market
value. Pursuant to the Sale Procedures Order and the Sale
Stipulation, the Debtors and the Co-Owner, with the assistance of
CBRE, Inc., have invested significant time marketing the Property.
There have been multiple inquiries and eight offers were received.
The Buyer's offer is the result of negotiations for the highest and
best offer. The Debtors and the Co-Owner have agreed not to submit
the Property to further bidding because an auction has essentially
already taken place and none of the other potential purchasers were
willing to offer better terms than the Buyer. The Debtors and the
Co-Owner are in agreement to proceed with the sale without further
bidding as it appears to be the highest and best offer following
the Broker's auction and the Broker has advised that any further
auction will not yield a better result.
The Debtors, through Yim Pooi Wong's trust [Yim Pooi Wong as
trustee of the Yim Pooi Wong Revocable Trust dated 8/1/1998 amended
10/31/2014], have a 50% ownership interest in the Property. Chris
Wong owns the other 50% interest in the Property. On their
Schedules A/B and D, the Debtors (i) valued the Property at $3.6
million based on an appraisal for the Property as of Jan. 29, 2021,
and (ii) listed one lien in favor of JPMorgan Chase Bank, N.A. of
$1,040,636.10.
On Jan. 24, 2022, Chase Bank filed a secured Claim 13 asserting an
amount owed of $1,032,058.47. Since the Petition Date, the Debtors
have been paying and intend to continue paying this claim in the
ordinary course of business pursuant to the loan documents with
Chase Bank entered into prior to the Petition Date and as such, the
Debtors believe that the ultimate amount owed on account of Claim
13 on the Effective Date will be reduced to reflect such payments.
Through escrow on the sale of the Property, the amount owed to
Chase Bank will be paid in full, or in an amount as agreed to by
Chase Bank.
On Dec. 17, 2021, the Debtors filed a Complaint for Sale of
Property under 11 U.S.C. Section 363(h) against Chris Wong and Mary
Wong seeking to sell both the Estate's interest and the interest of
Chris and Mary Wong in the Property (and other real property
jointly owned by Chris Wong) under 11 U.S.C. Section 363(h). This
commenced Adversary Case No. 2:21-ap-1250-VZ. On Jan. 14, 2022,
Chris Wong and Mary Wong filed an Answer in the Adversary Action.
A continued status conference in the Adversary Action is currently
set for May
5, 2022, but the Debtors expect it will be further continued to
allow this Motion to be heard.
On Dec. 20, 2021, the Court entered an order approving the Debtors
Motion in Individual Chapter 11 Case for Order Authorizing Debtors
in Possession to Employ Professional and authorizing the Debtors to
employ CBRE, Inc. as their real estate Broker for the Property. The
Broker agreed that its commission for the Property would be 3% of
the total purchase price and that in the event any broker or agent
other than CBRE Inc. represented a purchaser of the Property, the
commission would be split between CBRE Inc. and the broker
representing the purchaser.
Pursuant to the Sale Procedures Order and the Sale Stipulation, the
Broker has marketed the Property across multiple channels since
early February 2022. There have been multiple inquiries and eight
offers were received. The Buyer's offer is the result of
negotiations for the highest and best offer.
Liens impacting the Property are identified in the Title Report.
Pro-rata unpaid real property taxes will be paid. The lien of
Chase Bank will be paid in an amount as agreed to by the secured
creditor and such lien will be released. To the extent there are
disputed unresolved liens, such unresolved liens, if any, will
attach to the proceeds of the sale in the same validity and
priority as prior to the sale, pending agreement with the
lienholder or further Court order.
The sale of the Property is not subject further bidding.
The real estate broker commission will not exceed 3% of the
purchase price and split between the Debtors Broker and the Buyer's
broker [Berkshire Hathaway Home Services] in amounts as agreed to
by the two brokers.
The capital gains tax liability generated by the sale will be paid
from the sale proceeds but has not yet been determined by the
Debtors. Chris Wong has estimated the Debtors’ tax liability at
$340,188. This estimate is taken from Declaration of John Menchaca
iled by Chris Wong in support of his opposition to employ the
Broker.
It is believed that the proposed sale price is for fair market
value. Pursuant to the Sale Procedures Order and the Sale
Stipulation, the Debtors and the Co-Owners, with the assistance of
CBRE, Inc., have invested significant time marketing the Property.
There have been multiple inquiries and five offers were received.
The Buyer's offer is the result of negotiations for the highest and
best offer.
In summary, the relief requested in the Motion is based on the
Debtors' reasonable business judgment that the sale will benefit
the Estate and creditors and therefore approval of the Motion is
proper. Therefore, good cause exists to grant the Motion so that
the favorable business opportunity is not lost.
The Debtors ask the Court to authorize them to pay the following
from the sale proceeds through escrow: (i) real estate taxes, (ii)
amounts owed to current beneficiary of any deeds of trust impacting
the Property, (iii) real estate commission in the total amount not
to exceed 3% of the sale price, and (iv) escrow fees and other
ordinary costs of sale to be split between the Debtors and the
Co-Owner on the one hand and the Buyer on the other hand in the
manner customary in the County where the Property is located.
Finally, the Debtors ask the Court to waive the 14-day stay of the
order approving the sale of the Property under Federal Rules of
Bankruptcy Procedure 6004(h).
A hearing on the Motion was set for May 3, 2022, at 11:00 a.m.
A copy of the Agreement is available at
https://tinyurl.com/2p8d24td from PacerMonitor.com free of charge.
Yim Pooi Wong and Lai Hung Wong sought Chapter 11 protection
(Bankr. C.D. Cal. Case No. 21-17515) on Sept. 27, 2021. The
Debtors tapped James Bastian, Esq., as counsel.
YIM POOI WONG: Selling North Hollywood Apartment Building for $2.6M
-------------------------------------------------------------------
Yim Pooi Wong and Lai Hung Wong ask the U.S. Bankruptcy Court for
the Central District of California to authorize the sale of the
property, a 12-unit apartment building, located at 6030 Hazelhurst
Pl, North Hollywood, California 91606, to Ron Mayer-Mayer Capital,
or their assignee for $2.6 million, free and clear of liens, in
accordance with the terms of their Residential Income Purchase
Agreement and Joint Escrow Instructions and its addenda.
The Debtors, through their 100% ownership of Yim Pooi & Lai Hung
LLC, have a 42% ownership interest in the Property. Chris Wong and
Biyu Liao own a 31.5% interest and Yee owns a 26.5% interest in the
Property. On their Schedules A/B, the Debtors valued their
interest in Yim Pooi & Lai Hung LLC (which holds title to the
Property) at $945,000. In the Declaration of John Menchaca filed
by Chris Wong in support of his opposition to employ the Broker,
the Property was valued at $2.25 million.
On Dec. 20, 2021, the Court entered an order approving the Debtors
Motion in Individual Chapter 11 Case for Order Authorizing Debtors
in Possession to Employ Professional and authorizing the Debtors to
employ CBRE, Inc. as their real estate Broker for the Property. The
Broker agreed that its commission for the Property would be 3% of
the total purchase price and that in the event any broker or agent
other than CBRE Inc. represented a purchaser of the Property, the
commission would be split between CBRE Inc. and the broker
representing the purchaser.
Pursuant to the Sale Procedures Order and the Sale Stipulation, the
Broker has marketed the Property across multiple channels since
early February 2022. There have been multiple inquiries and ten
offers were received. The Buyer's offer is the result of
negotiations for the highest and best offer.
The proposed sale to the Buyer subject to overbids is anticipated
to provide the Debtors with significant net proceeds for funding
their Plan. After payment of the lender liens impacting the
Property, secured real property taxes and costs of the sale
including a three percent broker commission, the Debtors are
estimated to receive net sale proceeds for their interest in the
Property of approximately $679,248, which amount may increase in
the event of a successful overbid.
The real estate broker commission will not exceed 3% of the
purchase price and will be paid entirely to the Broker who has
agreed to represent the Buyer. The parties have executed a
Possible Representation of More Than One Buyer or Seller -
Disclosure and Consent.
The capital gains tax liability generated by the sale will be paid
from the sale proceeds but has not yet been determined by the
Debtors. Chris Wong has estimated the Debtors’ tax liability at
$356,052. This estimate is taken from Declaration of John Menchaca
filed by Chris Wong in support of his opposition to employ the
Broker.
Under the Sale Procedures Order and the Sale Stipulation, the
Debtors reached an agreement with the Co-Owners of the Property
regarding the competitive bid and sale process for the orderly sale
of the Property. The Debtors and the Co-Owners have received an
offer for the Property from the Buyer of $2.6 million, subject to
overbids at an auction to be held prior to the hearing on the
Motion in accordance with an agreed schedule with the Co-Owners
under the Sale Stipulation.
After payment of the lender lien impacting the Property, secured
real property taxes and costs of the sale including a 3% broker
commission, the Debtors are estimated to receive net sale proceeds
for their interest in the Property of approximately $679,248, which
amount may increase in the event of a successful overbid.
The Bid must be accompanied by a cash deposit in an amount equal to
3% of the Bid. The Bid must acknowledge that the Property is being
sold on an "as-is, where-is" basis without warranties of any kind,
expressed or implied. The Bid must bid an initial amount of at
least $100,000 over the Stalking Horse Bid (or $2.7 million).
Minimum bid increments during the auction will be in the amount of
$50,000.
After the Auction closes, the Debtors and the Co-Owners will
determine the Successful Bid. Under the Sale Stipulation, the
Co-Owners will then have up until the time of hearing on the Motion
to give notice of their intent to exercise their Section 363(i)
rights of first refusal with respect to the purchase of the
Debtors’ interest in the Property. At the hearing on the Motion,
the Debtors will seek an order approving the sale of the Property
to either the Successful Bidder or a Co-Owner pursuant to the
Co-Owners' Section 363(i) rights of first refusal under the Sale
Stipulation. The hearing date of May 3, 2022 for the Motion is
subject to a continuance, as may be necessary, to allow co-owners
at least 10 days following the Auction to consider whether they
will exercise their rights of first refusal.
It is believed that the proposed sale price is for fair market
value. Pursuant to the Sale Procedures Order and the Sale
Stipulation, the Debtors and the Co-Owners, with the assistance of
CBRE, Inc., have invested significant time marketing the Property.
There have been multiple inquiries and five offers were received.
The Buyer's offer is the result of negotiations for the highest and
best offer.
In summary, the relief requested in the Motion is based on the
Debtors' reasonable business judgment that the sale will benefit
the Estate and creditors and therefore approval of the Motion is
proper. Therefore, good cause exists to grant the Motion so that
the favorable business opportunity is not lost.
The Debtors ask the Court to authorize them to pay the following
from the sale proceeds through escrow: (i) real estate taxes, and
(ii) escrow fees and other ordinary costs of sale to be split
between the Debtors and the Buyer in the manner customary in the
County where the Property is located.
Finally, the Debtors ask the Court to waive the 14-day stay of the
order approving the sale of the Property under Federal Rules of
Bankruptcy Procedure 6004(h).
A hearing on the Motion was set for May 3, 2022, at 11:00 a.m.
A copy of the Agreement is available at
https://tinyurl.com/36mnaef8 from PacerMonitor.com free of charge.
Yim Pooi Wong and Lai Hung Wong sought Chapter 11 protection
(Bankr. C.D. Cal. Case No. 21-17515) on Sept. 27, 2021. The
Debtors tapped James Bastian, Esq., as counsel.
YIM POOI WONG: Selling Panorama City Apartment Building for $5.9MM
------------------------------------------------------------------
Yim Pooi Wong and Lai Hung Wong ask the U.S. Bankruptcy Court for
the Central District of California to authorize the sale of the
property, a 28-Unit apartment building, located at 8335 Willis
Avenue, in Panorama City, Los Angeles County, California 91402, to
Ron Mayer-Mayer Capital, or their assignee for $5.9 million, free
and clear of liens, in accordance with the terms of their
Residential Income Purchase Agreement and Joint Escrow Instructions
and its addenda, subject to overbid.
The Debtors through their respective trusts [Yim Pooi Wong,
individually and as trustee of the Yim Pooi Wong Revocable Trust
dated 8/1/1998 amended 10/31/2014; Lai Hung Wong, individually and
as trustee of the Lai Hung Wong Revocable Trust dated 8/1/1998,
amended 10/31/2014] are co-owners of the Property with Chris Wong.
The Debtors have a 5/7th ownership interest in the Property and
Chris Wong has a 2/7th interest in the Property.
On their Schedules A/B and D, the Debtors (i) valued the Property
at $5,294,704.90 based on an appraisal for the Property as of Jan.
25, 2021, and (ii) listed one lien in favor of JPMorgan Chase Bank,
N.A. of $1,179,248.11. On Jan. 24, 2022, Chase Bank filed a
secured Claim 14 asserting an amount owed of $1,175,864.06. Since
the Petition Date, the Debtors have been paying and intend to
continue paying this claim in the ordinary course of business
pursuant to the loan documents with Chase Bank entered into prior
to the Petition Date and as such, the Debtors believe that the
ultimate amount owed on account of Claim 14 on the Effective Date
will be reduced to reflect such payments. Through escrow on the
sale of the Property, the amount owed to Chase Bank will be paid in
full, or in an amount as agreed to by the secured creditor.
On Dec. 17, 2021, the Debtors filed a Complaint for Sale of
Property under 11 U.S.C. Section 363(h) against Chris Wong and Mary
Wong seeking to sell both the Estate's interest and the interest of
Chris and Mary Wong in the Property (and other real property
jointly owned by Chris Wong) under 11 U.S.C. Section 363(h). This
commenced Adversary Case No. 2:21-ap-1250-VZ. On Jan. 14, 2022,
Chris Wong and Mary Wong filed an Answer in the Adversary Action.
A continued status conference in the Adversary Action is currently
set for May 5, 2022, but the Debtors expect it will be further
continued to allow this Motion to be heard.
On Dec. 20, 2021, the Court entered an order approving the Debtors
Motion in Individual Chapter 11 Case for Order Authorizing Debtors
in Possession to Employ Professional and authorizing the Debtors to
employ CBRE, Inc. as their real estate Broker for the Property. The
Broker agreed that its commission for the Property would be 3% of
the total purchase price and that in the event any broker or agent
other than CBRE Inc. represented a purchaser of the Property, the
commission would be split between CBRE Inc. and the broker
representing the purchaser.
Pursuant to the Sale Procedures Order and the Sale Stipulation, the
Broker has marketed the Property across multiple channels since
early February 2022. There have been multiple inquiries and ten
offers were received. The Buyer's offer is the result of
negotiations for the highest and best offer.
Under the Sale Procedures Order and the Sale Stipulation, the
Debtors reached an agreement with the Co-Owner of the Property
regarding the competitive bid and sale process for the orderly sale
of the Property. The Debtors and the Co-Owner have received an
offer for the Property from the Buyer of $5.9 million, subject to
overbids at an auction to be held prior to the hearing on the
Motion in accordance with an agreed schedule with the Co-Owner
under the Sale Stipulation. After payment of the lender lien
impacting the Property, secured real property taxes and costs of
the sale including a three percent broker commission, the Debtors
are estimated to receive net sale proceeds for their interest in
the Property of approximately $2,113,843.10, which amount may
increase in the event of a successful overbid.
Upon the close of the Auction, the Debtors and the Co-Owner will
determine the Successful Bid. Under the Sale Stipulation, the
Co-Owner will then have up until the time of hearing on the Motion
to give notice of his intent to exercise his Section 363(i) rights
of first refusal with respect to the purchase of the Debtors'
interest in the Property. At the hearing on the Motion, the Debtor
will seek an order approving the sale of the Property to either the
Successful Bidder or the Co-Owner pursuant to the Co-Owner's
Section 363(i) rights of first refusal under the Sale Stipulation.
The hearing date of May 3, 2022 on the Motion is subject to a
continuance, as may be necessary, to allow the Co-Owners at least
10 days following the Auction to consider whether they will
exercise their rights of first refusal.
The real estate broker commission will not exceed 3% of the
purchase price and will be paid entirely to the Broker who has
agreed to represent the Buyer. The parties have executed a
Possible Representation of More Than One Buyer or Seller -
Disclosure and Consent.
The capital gains tax liability generated by the sale will be paid
from the sale proceeds but has not yet been determined by the
Debtors. Chris Wong has estimated the Debtors' tax liability at
$1,046,254.00. This estimate is taken from Declaration of John
Menchaca filed by Chris Wong in support of his opposition to employ
the Broker.
In summary, the relief requested in the Motion is based on the
Debtors' reasonable business judgment that the sale will benefit
the Estate and creditors and therefore approval of the Motion is
proper. Therefore, good cause exists to grant the Motion so that
the favorable business opportunity is not lost.
The Debtors ask the Court to authorize them to pay the following
from the sale proceeds through escrow: (i) real estate taxes, (ii)
amounts owed to Chase, (iii) real estate commission in the total
amount not to exceed 3% of the sale price, and (iv) escrow fees and
other ordinary costs of sale to be split between the Debtors and
the Co-Owner on the one hand and the Buyer on the other hand in the
manner customary in the County where the Property is located.
Finally, the Debtors ask the Court to waive the 14-day stay of the
order approving the sale of the Property under Federal Rules of
Bankruptcy Procedure 6004(h).
A hearing on the Motion was set for May 3, 2022, at 11:00 a.m.
A copy of the Agreement is available at
https://tinyurl.com/3wsnnhea from PacerMonitor.com free of charge.
Yim Pooi Wong and Lai Hung Wong sought Chapter 11 protection
(Bankr. C.D. Cal. Case No. 21-17515) on Sept. 27, 2021. The
Debtors tapped James Bastian, Esq., as counsel.
YIM POOI WONG: Trust Buying Alhambra Apartment Building for $6.75MM
-------------------------------------------------------------------
Yim Pooi Wong and Lai Hung Wong ask the U.S. Bankruptcy Court for
the Central District of California to authorize the sale of the
property, a 16-Unit apartment building, located at 1700-1712 S 5th
Street, in Alhambra, California 91803, to The Peitty Chou and Paul
Wong Revocable Trust Dated April 2, 2010, or their assignee, for
$6.75 million, free and clear of liens.
The Debtors, through Yim Pooi Wong's trust [Yim Pooi Wong as
trustee of the Yim Pooi Wong Revocable Trust dated 8/1/1998 amended
10/31/2014], have a 50% ownership interest in the Property. Chris
Wong owns the other 50% interest in the Property.
On their Schedules A/B and D, the Debtors (i) valued the Property
at $5.4 million based on an appraisal for the Property as of
January 31, 2021, and (ii) listed one lien in favor of JPMorgan
Chase Bank, N.A. of $1,703,228.40. On Jan. 24, 2022, Chase Bank
filed a secured Claim 12 asserting an amount owed of $1,689,189.21.
Since the Petition Date, the Debtors have been paying and intend to
continue paying this claim in the ordinary course of business
pursuant to the loan documents with Chase Bank entered into prior
to the Petition Date and as such, the Debtors believe that the
ultimate amount owed on account of Claim 12 on the Effective Date
will be reduced to reflect such payments. Through escrow on the
sale of the Property, the amount owed to Chase Bank will be paid in
full, or in an amount as agreed to by Chase Bank.
On Dec. 17, 2021, the Debtors filed a Complaint for Sale of
Property under 11 U.S.C. Section 363(h) against Chris Wong and Mary
Wong seeking to sell both the Estate's interest and the interest of
Chris and Mary Wong in the Property (and other real property
jointly owned by Chris Wong) under 11 U.S.C. Section 363(h). This
commenced Adversary Case No. 2:21-ap-1250-VZ ("Adversary Action").
On Jan. 14, 2022, Chris Wong and Mary Wong filed an Answer in the
Adversary Action. A continued status conference in the Adversary
Action is currently set for May 5, 2022, but the Debtors expect it
will be further continued to allow this Motion to be heard.
On Dec. 20, 2021, the Court entered an order approving the Debtors
Motion in Individual Chapter 11 Case for Order Authorizing Debtors
in Possession to Employ Professional and authorizing the Debtors to
employ CBRE, Inc. as their real estate Broker for the Property. The
Broker agreed that its commission for the Property would be 3% of
the total purchase price and that in the event any broker or agent
other than CBRE Inc. represented a purchaser of the Property, the
commission would be split between CBRE Inc. and the broker
representing the purchaser.
Pursuant to the Sale Procedures Order and the Sale Stipulation, the
Broker has marketed the Property across multiple channels since
early February 2022. There have been multiple inquiries and ten
offers were received. The Buyer's offer is the result of
negotiations for the highest and best offer.
Under the Sale Procedures Order and the Sale Stipulation, the
Debtors reached an agreement with the Co-Owner of the Property
regarding the competitive bid and sale process for the orderly sale
of the Property. The Debtors and the Co-Owner have received an
offer for the Property from the Buyer of $6.75 million, in
accordance with the terms of their Residential Income Purchase
Agreement and Joint Escrow Instructions and its addenda. After
payment of the lender lien impacting the Property, secured real
property taxes and costs of the sale including a 3% broker
commission, the Debtors are estimated to receive net sale proceeds
for their interest in the Property of approximately $1,927,103.40.
The capital gains tax liability generated by the sale will be paid
from the sale proceeds but has not yet been determined by the
Debtors. Chris Wong has estimated the Debtors' tax liability at
$432,052. This estimate is taken from Declaration of John Menchaca
filed by Chris Wong in support of his opposition to employ the
Broker. To the extent there are disputed unresolved liens, such
unresolved liens, if any, will attach to the proceeds of the sale
in the same validity and priority as prior to the sale, pending
agreement with the lienholder or further Court order.
In summary, the relief requested in the Motion is based on the
Debtors' reasonable business judgment that the sale will benefit
the Estate and creditors and therefore approval of the Motion is
proper. Therefore, good cause exists to grant the Motion so that
the favorable business opportunity is not lost.
The Debtors ask the Court to authorize them to pay the following
from the sale proceeds through escrow: (i) real estate taxes, (ii)
amounts owed to Chase, the current beneficiary of the deed of trust
impacting the Property and (iii) escrow fees and other ordinary
costs of sale to be split between the Debtors and the Buyer in the
manner customary in the County where the Property is located.
Finally, the Debtors ask the Court to waive the 14-day stay of the
order approving the sale of the Property under Federal Rules of
Bankruptcy Procedure 6004(h).
A hearing on the Motion was set for May 3, 2022, at 11:00 a.m.
A copy of the Agreement is available at
https://tinyurl.com/3wsnnhea from PacerMonitor.com free of charge.
Yim Pooi Wong and Lai Hung Wong sought Chapter 11 protection
(Bankr. C.D. Cal. Case No. 21-17515) on Sept. 27, 2021. The
Debtors tapped James Bastian, Esq., as counsel.
YOUNGBLOOD SKIN: Selling All Assets to YB Cosmetics for $50K
------------------------------------------------------------
Youngblood Skin Care Products, LLC, asks the U.S. Bankruptcy Court
for the Central District of California to authorize the sale of
substantially all estate assets to YB Cosmetics, LLC.
The purchase price is $50,000 paid at closing, plus the possibility
of two additional "Deferred Payments" due on March 31, 2023 and
March 31, 2024, calculated as a percentage of the revenue earned by
the Purchaser from the distribution and sale of skin care products
(the "Business") during the calendar year immediately preceding the
year in which the Deferred Payments are to be made, respectively.
The percentage varies from zero percent to two and one-half
percent, depending on whether the Purchaser's revenue earned in the
applicable prior year totals more than specified dollar amounts.
Those revenues must be at least $5.8 million and $7 million in
those two years, respectively, to qualify for any Deferred Payment.
The Purchaser and its affiliates intend to invest up to
approximately $500,000 into the Business and to leverage their
experience in the luxury and beauty industry and their shared
resources for advertising, marketing, purchasing and inventory
management to improve the revenue, operations and profitability of
the Business post-closing.
Based on the foregoing, and acknowledging that there are no
assurances, the Purchaser and the Debtor believe there is a
reasonable possibility that additional consideration will be paid
to the estate over the next two years.
The date, time and place of the hearing on the proposed sale will
be set by the Court pursuant to a concurrently filed application
for order shortening time ("OST Application"). If the OST
Application is granted, you will be given notice of date and time
of the hearing, as set by the Court. If the OST Application is not
granted, the hearing will be held at 11:30 a.m. on May 10, 2022.
Regardless of the date, due to the Covid-19 pandemic, the hearing
will be conducted remotely, using Zoom.Gov video and audio.
The sale will close within five business days after all such
conditions are satisfied.
Although the Debtor believes that the estate's interests in the
Assets to be sold are unencumbered by any third-party lien, claim
or interest, the Purchaser has conditioned its willingness to buy
the Assets upon the inclusion in the Approval Order of provisions
declaring the sale to be free and clear of liens, claims or
interests. Therefore, the Motion requests such relief.
The proposed sale is NOT subject to higher and better bids. No
authorization is sought to pay a commission.
The possible tax consequences to the estate of the sale have not
yet been analyzed, but the book value of the assets being sold is
substantially greater than the sale price, so the Debtor assumes
without investigation or analysis that there will be no taxable
gain from the transaction.
The Debtor requests that the Court waives the 14-day stay periods
under Bankruptcy Rules 6004(h) and 6006(d) or, in the alternative,
if an objection to the Sale is filed, reduces the stay period to
the minimum amount of time needed by the objecting party to file
its
appeal.
A hearing on the Motion is set for May 10, 2022, at 11:30 a.m.
A copy of the Purchase Agreement is available at
https://tinyurl.com/ymca7ub8 from PacerMonitor.com free of charge.
The Purchaser:
YB COSMETICS, LLC
12840 Leyva Street
Norwalk, CA 90650
About Youngblood Skin Care Products
Youngblood Skin Care Products, LLC, a cosmetics company based in
Simi Valley, Calif., filed a petition for Chapter 11 protection
(Bankr. C.D. Calif. Case No. 21-10808) on Aug. 2, 2021, listing as
much as $10 million in both assets and liabilities. Jason Toth,
executive vice president, signed the petition.
Judge Deborah J. Saltzman oversees the case.
The Debtor tapped Hahn & Hahn, LLP as legal counsel and Cohen &
Freedman as accountant. Mike Paulsin is the chief financial
officer.
[*] New Hampshire April Bankruptcy Filings Remain in Record Low
---------------------------------------------------------------
Bob Sanders of NH Business Review reports that there were fewer
bankruptcy filings in New Hampshire last month than in any April
2022 since statistics have been provided by the Bankruptcy Court in
Concord, and they date back to 1986. Yet filings are up since the
record low month set in January 2022.
Some 58 individuals and businesses filed for protection in April
2022, six fewer than the 64 that filed in March 2022, which was a
leap from the 41 that filed in January 2022 and 42 in February
2022.
Still they total nearly 39 percent fewer filings than in April
2021, when 95 filed. To put it in perspective, there were 511
filings in April 2010 in the midst of the last recession, or nearly
9 times as many. In April 1986, there were 62 filings.
"This has to have been the absolute bottom. It's incredible how
spooky it's been," said William Gillen, a bankruptcy attorney based
in Manchester. He attributed the lull in filings to years of
pandemic-related subsidies. "It's unnatural, the hand of government
interfering with the business cycle."
But he noticed a slight increase as subsidies subsided.
So has Sandra Kuhn, a Concord bankruptcy attorney who also
attributed the lull to a backlog in the courts. Now that the courts
are starting to catch up, "Some more people are coming in after
getting sued. They are under the gun."
No businesses filed in April 2022, though there was one household
filing with business related debt.
[^] BOOK REVIEW: Hospitals, Health and People
---------------------------------------------
Author: Albert W. Snoke, M.D.
Publisher: Beard Books
Softcover: 232 pages
List Price: $34.95
Order your personal copy today at
http://www.beardbooks.com/beardbooks/hospitals_health_and_people.html
Hospitals, Health and People is an interesting and very readable
account of the career of a hospital administrator and physician
from the 1930's through the 1980's, the formative years of today's
health care system. Although much has changed in hospital
administration and health care since the book was first published
in 1987, Dr. Snoke's discussion of the evolution of the modern
hospital provides a unique and very valuable perspective for
readers who wish to better understand the forces at work in our
current health care system.
The first half of Hospitals, Health and People is devoted to the
functional parts of the hospital system, as observed by Dr. Snoke
between the late 1930's through 1969, when he served first as
assistant director of the Strong Memorial Hospital in Rochester,
New York, and then as the director of the Grace-New Haven Hospital
in Connecticut. In these first chapters, Dr. Snoke examines the
evolution and institutionalization of a number of aspects of the
hospital system, including the financial and community
responsibilities of the hospital administrator, education and
training in hospital administration, the role of the governing
board of a hospital, the dynamics between the hospital
administrator and the medical staff, and the unique role of the
teaching hospital.
The importance of Hospitals, Health and People for today's readers
is due in large part to the author's pivotal role in creating the
modern-day hospital. Dr. Snoke and others in similar positions
played a large part in advocating or forcing change in our hospital
system, particularly in recognizing the importance of the nursing
profession and the contributions of non-physician professionals,
such as psychologists, hearing and speech specialists, and social
workers, to the overall care of the patient. Throughout the first
chapters, there are also many observations on the factors that are
contributing to today's cost of care. Malpractice is just one
example. According to Dr. Snoke, "malpractice premiums were
negligible in the 1950's and 1960's. In 1970, Yale-New Haven's
annual malpractice premiums had mounted to about $150,000." By the
time of the first publication of the book, the hospital's premiums
were costing about $10 million a year.
In the second half of Hospitals, Health and People, Dr. Snoke
addresses the national health care system as we've come to know it,
including insurance and cost containment; the role of the
government in health care; health care for the elderly; home health
care; and the changing role of ethics in health care. It is
particularly interesting to note the role that Senator Wilbur Mills
from Arkansas played in the allocation of costs of hospital-based
specialty components under Part B rather than Part A of the
Medicare bill. Dr. Snoke comments: "This was considered a great
victory by the hospital-based specialists. I was disappointed
because I knew it would cause confusion in working relationships
between hospitals and specialists and among patients covered by
Medicare. I was also concerned about potential cost increases. My
fears were realized. Not only have health costs increased in
certain areas more than anticipated, but confusion is rampant among
the elderly patients and their families, as well as in hospital
business offices and among physicians' secretaries." This aspect of
Medicare caused such confusion that Congress amended Medicare in
1967 to provide that the professional components of radiological
and pathological in-hospital services be reimbursed as if they were
hospital services under Part A rather than part of the co-payment
provisions of Part B.
At the start of his book, Dr. Snoke refers to a small statue,
Discharged Cured, which was given to him in the late 1940's by a
fellow physician, Dr. Jack Masur. Dr. Snoke explains the
significance the statue held for him throughout his professional
career by quoting from an article by Dr. Masur: "The whole question
of the responsibility of the physician, of the hospital, of the
health agency, brings vividly to mind a small statue which I saw a
great many years ago.it is a pathetic little figure of a man, coat
collar turned up and shoulders hunched against the chill winds,
clutching his belongings in a paper bag-shaking, tremulous,
discouraged. He's clearly unfit for work-no employer would dare to
take a chance on hiring him. You know that he will need much more
help before he can face the world with shoulders back and
confidence in himself. The statuette epitomizes the task of medical
rehabilitation: to bridge the gap between the sick and a job."
It is clear that Dr. Snoke devoted his life to exactly that
purpose. Although there is much to criticize in our current
healthcare system, the wellness concept that we expect and accept
today as part of our medical care was almost nonexistent when Dr.
Snoke began his career in the 1930's. Throughout his 50 years in
hospital administration, Dr. Snoke frequently had to focus on the
big picture and the bottom line. He never forgot the importance of
Discharged Cured, however, and his book provides us with a great
appreciation of how compassionate administrators such as Dr. Snoke
have contributed to the state of patient care today. Albert Waldo
Snoke was director of the Grace-New Haven Hospital in New Haven,
Connecticut from 1946 until 1969. In New Haven, Dr. Snoke also
taught hospital administration at Yale University and oversaw the
development of the Yale-New Haven Hospital, serving as its
executive director from 1965-1968. From 1969-1973, Dr. Snoke worked
in Illinois as coordinator of health services in the Office of the
Governor and later as acting executive director of the Illinois
Comprehensive State Health Planning Agency. Dr. Snoke died in April
1988.
*********
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.
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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
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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
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Each Friday's edition of the TCR includes a review about a book of
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Monthly Operating Reports are summarized in every Saturday edition
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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., Philadelphia, Pa., USA.
Randy Antoni, Jhonas Dampog, Marites Claro, Joy Agravante,
Rousel Elaine Tumanda, Joel Anthony G. Lopez, Psyche A. Castillon,
Ivy B. Magdadaro, Carlo Fernandez, Christopher G. Patalinghug, and
Peter A. Chapman, Editors.
Copyright 2022. All rights reserved. ISSN: 1520-9474.
This material is copyrighted and any commercial use, resale or
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re-mailing and photocopying) is strictly prohibited without prior
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herein is obtained from sources believed to be reliable, but is
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*** End of Transmission ***