/raid1/www/Hosts/bankrupt/TCR_Public/220518.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Wednesday, May 18, 2022, Vol. 26, No. 137
Headlines
14860 WATSON ROAD: Files for Bankruptcy Protection
2370 FOREST: Files for Bankruptcy Protection in New Jersey
96 WYTHE: Can't Use Plan Evidence in Trustee Bid, Lender Says
A&C TIMBER: Seeks to Hire Nomberg Law Firm as Bankruptcy Counsel
ADVANTAGE MANAGEMENT: Wins Cash Collateral Access Thru Oct 4
ALTO MAIPO: Unsecureds Unimpaired in Reorganization Plan
AMIT GAURI: UST Seeks Chapter 11 Trustee or Chapter 7 Conversion
ANDREW'S GARDEN: Seeks Cash Collateral Access
ARMATA PHARMACEUTICALS: Incurs $8.8M Net Loss in First Quarter
ARMSTRONG FLOORING: Seeks Appointment of Retiree Committee
ASPIRA WOMEN'S: Incurs $9.3 Million Net Loss in First Quarter
AUNT BETTYE'S: Real Estate Rental Income to Fund Plan
AVINGER INC: Incurs $11.4 Million Net Loss in First Quarter
BATYAH CAPITAL: Seeks Bankruptcy Protection
BEST CAPITAL: Files for Bankruptcy Protection in Florida
BETTER 4 YOU: Committee Taps Brinkman Law Group as Counsel
BOY SCOUTS: Case Could Change Big Bankruptcy Cases Forever
BROOKFIELD WEC: S&P Rates $550MM First-Lien Term Loan 'B'
CARIBBEAN BANANA: Seeks to Hire Almeida & Davila as Legal Counsel
CEN BIOTECH: Delays Filing of First Quarter Form 10-Q
CHERRY MAN: Hamid R. Rafatjoo Appointed as Chapter 11 Trustee
CITIUS PHARMACEUTICALS: Incurs $7.6M Net Loss in Second Quarter
COCRYSTAL PHARMA: Incurs $4.2 Million Net Loss in First Quarter
CRESTVIEW RETIREMENT: Fitch Withdraws 'BB+' Issuer Default Rating
CRYOMASS TECHNOLOGIES: Incurs $2.2-Mil. Net Loss in First Quarter
CYPRESS CREEK: Creditors to Get Proceeds From Liquidation
CYPRESS ENVIRONMENTAL: Court Approves Amended $5 Million DIP Loan
CYPRESS ENVIRONMENTAL: To Give Up Control to Argonaut in Chapter 11
DELCATH SYSTEMS: Incurs $8.2 Million Net Loss in First Quarter
DELIVERANCE HOLY: Unsecured Creditors to Get Nothing in Plan
DIFFUSION PHARMACEUTICALS: Incurs $4.5M Net Loss in First Quarter
DILIGENT SPECIALIZED: Wins Cash Collateral Access Thru May 27
DIOCESE OF CAMDEN: Century Says 7th Amended Plan Incomplete
E.L. SERVICES: Gets Interim Cash Collateral Access
ECOBANK TRANSNATIONAL: Fitch Affirms 'B-' IDR, Outlook Stable
EDISON INT'L: Fitch Affirms BB Rating on Preferred Debt
EMERALD HOLLOW: Files Emergency Bid to Use Cash Collateral
ENVIRONMENTAL REMEDIATION: Seeks Chapter 11 Bankruptcy
ENVISION HEALTHCARE: S&P Upgrades ICR to 'CCC' On Watch Negative
EVERYTHING BLOCKCHAIN: Posts $2.3M Net Income in FY Ended Jan. 31
FAIRPORT BAPTIST HOMES: Files Chapter 11 Bankruptcy to Sell Assets
FAIRPORT BAPTIST: Seeks Cash Collateral Access Thru June 20
FUSE MEDICAL: Incurs $358K Net Loss in First Quarter
GARUDA HOTELS: Seeks Cash Collateral Access
GUARDION HEALTH: Incurs $2.6 Million Net Loss in First Quarter
HAN JOE RO: Files Emergency Bid to Use Cash Collateral
HELIUS MEDICAL: Incurs $4.35 Million Net Loss in First Quarter
HIGHLAND PROPERTY: Unsecureds Will Recover 100% Under Plan
IN TOUCH HEALTH: Taps Law Offices of Douglas M. Engell as Counsel
INGROS FAMILY: Claims to be Paid From Sale of Real Estate
ISABEL LLC: Case Summary & Five Unsecured Creditors
JINZHENG GROUP: Class 11A Unsecureds Will be Paid in Full
JINZHENG GROUP: Hearing on Ch.11 Trustee Bid Continued to July 6
JORDAN HEALTH: Lenders Prep Up Talks Amid Debt, Wage Pressures
KHAF CORP: Wins Interim Cash Collateral Access
KRAFT HEINZ: Fitch Hikes LongTerm IDR From BB+, Outlook Stable
LATAM AIRLINES: Wants Plan Confirmed Over Few Objections
LECLAIRRYAN PLLC: Trustee Reaches $21-Mil. UnitedLex Settlement
LIGHT & WONDER: Posts $28 Million Net Income in First Quarter
LOGOS INC: Files Emergency Bid to Use Cash Collateral
LOVE RENOVATIONS: Hits Bankruptcy Protection
LUCERO LLC: Seeks Approval to Hire J.E. Petersen as Bookkeeper
LUCERO LLC: Seeks Approval to Hire Kokjer as Accountant
MALLINCKRODT PLC: Bankruptcy Exit Loan Hits Snag Amid Market Rout
MEDICAL ACQUISITION: Seeks to Tap David A. Kay as Appellate Counsel
METROPOLITAN PIER: Fitch Hikes Ratings on Expansion Bonds From BB+
MINESEN COMPANY: UST Opposes Combined Hearing on Plan & Disclosures
MST CONSULTING: Unsecureds Owed in Excess of $500 to Recover 20%
MY SIZE: Incurs $2.2 Million Net Loss in First Quarter
NELSON FAMILY: Seeks to Hire C. Taylor Crockett as Legal Counsel
NUZEE INC: Incurs $3.2 Million Net Loss in Second Quarter
O & A ENTERPRISES: Wins Interim Cash Collateral Access
ONDAS HOLDINGS: Incurs $10 Million Net Loss in First Quarter
PANBELA THERAPEUTICS: Incurs $3.7 Million Net Loss in First Quarter
PANO LLC: Omega Roast Beef Files for Chapter 11 Protection
PARKERVISION INC: Posts $332K Net Income in First Quarter
PINNACLE CONSTRUCTORS: Wins Cash Collateral Access
PRECIPIO INC: Incurs $4.6 Million Net Loss in First Quarter
PROJECT CASTLE: S&P Assigns 'B-' ICR, Outlook Stable
PROVENIR LLC: Files Emergency Bid to Use Cash Collateral
PULMATRIX INC: Incurs $5 Million Net Loss in First Quarter
RIOT BLOCKCHAIN: Posts $35.6 Million Net Income in First Quarter
ROCKALL ENERGY: May 24 Hearing on Plan & Disclosures Set
ROCKET MORTGAGE: Fitch Publishes 'BB+' LT IDR, Outlook Positive
SHEKINAH OILFIELD: Amends Plan to Include CP Int'l Unsecured Claim
SOLTERRA RENEWABLE: Hits Chapter 11 Bankruptcy
SPG HOSPICE: Trustee Taps Canterbury Law Group as Special Counsel
STONEWAY CAPITAL: SCC Power Buys Facilities in Argentina
SUNGARD AS: Has Final OK on Cash Collateral Access, $50MM DIP Loan
SWITCH LTD: S&P Places 'BB' ICR on CreditWatch Negative
TALEN ENERGY: May Access $800MM of Billion-Dollar DIP Loan
TARINA TARANTINO: Seeks Approval to Hire Carlsbad as Accountant
TOTAL ENERGY: Case Summary & 20 Largest Unsecured Creditors
TRANQUILITY GROUP: UST Seeks Chapter 11 Trustee Appointment
TRI-WIRE ENGINEERING: MCRC Questions Subordination of Claim
TRI-WIRE ENGINEERING: MGCC Says Its Interest Not Junior in Priority
VCH RANCH: Files Emergency Bid to Use Cash Collateral
VERTEX INC: Incurs $334K Net Loss in First Quarter
VOYAGEUR IMAGING: Seeks Cash Collateral Access
WALLACE HOUSE: Unsecureds Will be Paid From Disposable Income
WESTBANK HOLDINGS: May Use Cash Collateral for Sewer Line Repair
[*] Bankruptcies Down 16.5% for 12 Months Ended March 31, 2022
[*] Colorado Bankruptcies Down 40% in April 2022
[*] Jaffe Raitt's Paul Hage Named Secretary of ABI Exec Committee
[*] Judge Bruce Harwood Named ABI VP for Communications & IT
[*] Skadden's Paul Leake Named ABI's VP for Publications
[*] William H. Henrich Elected ABI Treasurer External
[*] Williams Mullen's Jen McLemore Elected to ABI Exec. Committee
*********
14860 WATSON ROAD: Files for Bankruptcy Protection
--------------------------------------------------
Single Asset Real Estate 14860 Watson Road Real Estate Company, LLC
filed for chapter 11 protection in San Antonio, Texas.
According to court filings, 14860 Watson Road Real Estate estimates
between 1 and 49 unsecured creditors. The petition states that
funds will be available to unsecured creditors.
About 14860 Watson Road Real Estate
14860 Watson Road Real Estate Co. LLC is a Single Asset Real Estate
(as defined in 11 U.S.C. Sec. 101(51B)).
14860 Watson Road Real Estate Company sought Chapter 11 bankruptcy
protection (Bankr. W.D. Tex. Case No. 22-50474) on May 3, 2022. In
the petition filed by Randy Dalton, as manager, the Debtor
estimated up to $50,000 in assets and liabilities.
The case is assigned to Honorable Bankruptcy Chief Judge Craig A
Gargotta.
William R. Davis, Jr, of Langley & Banack, Inc., is the Debtor's
counsel.
2370 FOREST: Files for Bankruptcy Protection in New Jersey
----------------------------------------------------------
Single Asset Real Estate 2370 Forest LLC filed for chapter 11
protection in the District of New Jersey.
According to court documents, 2370 Forest LLC 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 June 2, 2022 at 11:00 a.m.
About 2370 Forest LLC
2370 Forest LLC is a Single Asset Real Estate (as defined in 11
U.S.C. Sec. 101(51B)).
2370 Forest LLC sought Chapter 11 bankruptcy protection (Bankr.
D.N.J. Case No. 22-13637) on May 3, 2022. In the petition filed by
Arthur Spitzer, as member, 2370 Forest LLC listed estimated assets
up to $50,000 and estimated liabilities between $500,000 and $1
million. David L. Stevens, of Scura, Wigfield, Heyer & Stevens, is
the Debtor's counsel.
96 WYTHE: Can't Use Plan Evidence in Trustee Bid, Lender Says
-------------------------------------------------------------
Benefit Street Partners Realty Operating Partnership, L.P., secured
lender of Debtor 96 Wythe Acquisition LLC, and the United States
Trustee are separately asking the U.S. Bankruptcy Court for the
Southern District of New York to appoint a Chapter 11 Trustee for
the Debtor.
Benefit Street believes there is ample cause for the appointment of
a trustee under Section 1104(a)(1) of the Bankruptcy Code without
the need to address Section 1104(a)(2) of the Bankruptcy Code. In
support of its motion, Benefit Street will introduce evidence of
numerous instances of serious misconduct which fit squarely within
the broad definition of cause under Section 1104(a)(1).
Among these are evidence that the Debtor, the Management Company
and their controlling insiders (Toby Moskovits and Michael
Lichtenstein) perpetrated the following:
* In the years preceding the bankruptcy filing, the Debtor,
the Management Company and their controlling insiders transferred
over $12.5 million of Hotel revenues to their affiliates who had no
business with the Hotel and in violation of the Debtor's operating
agreement and the terms of Benefit Street's loan;
* Claim that millions of dollars of these transfers were the
repayment of alleged loans the controlling insiders claim to have
made to the Debtor in violation of the Debtor's operating agreement
and Benefit Street's loan documents, rendering them ultra vires and
unenforceable;
* Affirmatively misrepresented to Benefit Street in writing at
the time the Benefit Street loan was made that no such insider
loans existed thereby inducing Benefit Street's $68 million loan
through fraud, as well as in violation other key provisions of its
loan agreement.
* Five months into the case produced a lengthy form of hotel
management agreement that they had not previously scheduled or
disclosed when asked about under oath at the 341 meeting, and that
they had affirmatively misrepresented to Benefit Street did not
exist at the time the Benefit Street loan was made thereby
fraudulently inducing its $68 million loan;
* Failed to pay approximately $4 million in real property
taxes, thereby incurring unnecessary penalties and 18% interest on
the overdue balance; and
* Bitterly and improperly obstructed and thwarted the
Examiner's investigation and Benefit Street's attempts to take
discovery in connection with the Trustee Motions and with
confirmation.
Benefit Street has filed a motion in limine to preclude the Debtor
from introducing evidence concerning its (i) plan of reorganization
and (ii) operating results at the hearing for the Motions to
Appoint. Benefit Street contends the Debtor appears to be planning
to change the subject, presenting evidence concerning the merits of
its proposed (and hotly contested) plan of reorganization and its
alleged success in operating the Hotel. Multiple pages of its
objection to the Trustee Motions and its witness declarations are
devoted to extolling the purported virtues of its pending plan and
the alleged "success" of its efforts to operate the Hotel. Its
proposed exhibits include copies of its third amended plan and
documents related to Lockwood, the purported plan funder.
Similarly, it has listed its Till expert as a witness for the
trustee hearing.
Those facts, according to Benefit Street, are not relevant to the
analysis of "cause" under Section 1104(a)(1), which is focused only
on whether the actions of the Debtor and its controlling insiders
constitute "cause" to appoint a trustee. Unlike Section 1104(2),
Benefit Street contends this analysis does not turn on the Debtor's
prospects for reorganization or its purported operating results --
matters that are vigorously disputed by Benefit Street. The lender
believes the Debtor's plan is unconfirmable. With a confirmation
hearing scheduled just weeks after the hearing of the Trustee
Motions, it is also inappropriate to entertain testimony on
confirmation issues. Benefit Street notes the Court has recognized
that the issues in the Trustee Motions should be heard and resolved
prior to confirmation of the plan.
"The hearing on the Trustee Motion should not be a backdoor hearing
on confirmation, including the alleged (and disputed) performance
of the Hotel under the control of the insiders who should be
replaced for 'cause' as fiduciaries for the Debtor's estate,"
Benefit Street says.
A copy of the motion is available for free at
https://bit.ly/3wl4pE3 from PacerMonitor.com.
Co-Counsel for Benefit Street Partners:
Adam C. Rogoff, Esq.
P. Bradley O'Neill, Esq.
KRAMER LEVIN NAFTALIS & FRANKEL LLP
1177 Avenue of the Americas
New York, NY 10036
Telephone: (212) 715-9100
Facsimile: (212) 715-8000
- and -
Lee B. Hart, Esq.
NELSON MULLINS RILEY & SCARBOROUGH, LLP
201 17th Street, Suite 1700
Atlanta, GA 30363
Telephone: (404) 322-6000
Facsimile: (404) 322-6050
- and -
Gary M. Freedman, Esq.
NELSON MULLINS RILEY & SCARBOROUGH, LLP
2 South Biscayne Blvd., 21st Floor
Miami, FL 33131
Telephone: (305) 373-9400
Facsimile: (305) 373-9443
About 96 Wythe Acquisition
96 Wythe Acquisition, LLC operates the Williamsburg Hotel, an
eight-story hotel located at 96 Wythe Ave., Brooklyn.
96 Wythe Acquisition sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D.N.Y. Case No. 1-22108) on Feb. 23,
2021, disclosing zero assets and $79,990,206 in liabilities. CRO
David Goldwasser signed the petition.
Judge Robert D. Drain oversees the case.
The Debtor tapped Backenroth Frankel & Krinsky, LLP and Mayer
Brown, LLP as bankruptcy counsel, and Fern Flomenhaft, PLLC as
insurance counsel. Getzler Henrich & Associates, LLC and Hilco Real
Estate, LLC, serve as the Debtor's financial advisors. B. Riley
Advisory Services, is the litigation support consultant.
A&C TIMBER: Seeks to Hire Nomberg Law Firm as Bankruptcy Counsel
----------------------------------------------------------------
A&C Timber, Inc. seeks approval from the U.S. Bankruptcy Court for
the Northern District of Alabama to hire The Nomberg Law Firm to
serve as legal counsel in its Chapter 11 case.
The firm's services include:
a. advising the Debtor regarding its powers and duties in the
continued management of its financial affairs and property;
b. preparing all bankruptcy schedules, lists and legal
documents;
c. reviewing all leases and other corporate papers, and
preparing necessary motions to assume unexpired leases or executory
contracts; and
d. performing all other necessary legal services.
The retainer fee for the firm's services is $12,912.
Steven Altmann, Esq., an attorney at Nomberg, will charge $350 per
hour.
Mr. Altmann disclosed in a court filing that his firm is a
disinterested person as that term is defined in Section 101(14) of
the Bankruptcy Code.
The firm can be reached through:
Steven D. Altmann, Esq.
The Nomberg Law Firm
3940 Montclair Rd, Ste 401
Birmingham, AL 35213
Tel: (205) 930-6900
Fax: (205) 855-4262
Email: steve@nomberglaw.com
About A&C Timber
A&C Timber, Inc. filed a petition under Chapter 11, Subchapter V of
the Bankruptcy Code (Bankr. N.D. Ala. Case No. 22-01051) on May 5,
2022, listing as much as $1 million in both assets and liabilities.
John M Caraway serves as Subchapter V trustee.
Judge Tamara O. Mitchell presides over the case.
Steven D. Altmann, Esq., at Altmann Law Firm, LLC represents the
Debtor as bankruptcy counsel.
ADVANTAGE MANAGEMENT: Wins Cash Collateral Access Thru Oct 4
------------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of Wisconsin
authorized Advantage Management Beaver Dam, LLC and its
debtor-affiliates to use cash collateral on a final basis in
accordance with their agreement with KeyBank National Association
through October 4, 2022.
KeyBank asserts an interest in the Debtor's cash collateral.
The Debtors have requested the Lender to consent to their use of
certain rents, profits, and income (all of which constitutes cash
collateral of Lender) generated in connection with the operation of
certain real properties, improvements thereon, and personal
property associated therewith.
On October 1, 2016, KeyBank extended to Beaver Dam Holdings a loan
in the original principal amount of $4,762,900. The Beaver Dam
Loan is evidenced by a Healthcare Facility Note dated as of October
1, 2016. The indebtedness evidenced by the Beaver Dam Note is
secured by the Healthcare Mortgage, Assignment of Leases, Rents and
Revenue and Security Agreement (Wisconsin) dated as of October 1,
2016 and recorded on October 26, 2016 as Instrument No. 1242896 in
the Office of the Register of Deeds of Dodge County, Wisconsin. The
amount due under the Beaver Dam Loan, as of April 4, 2022, was
$4,367,274.
On October 1, 2016, KeyBank extended to Waupun Holdings a loan in
the original principal amount of $8,057,000. The Waupun Loan is
evidenced by a Healthcare Facility Note (Multistate) dated as of
October 1, 2016. The amount due under the Waupun Loan, as of April
4, 2022, was $7,387,752.
The Debtors and KeyBank desire that the Rents be used to preserve
and maintain the Properties and for the other purposes stated in
the Order in accordance with the terms of the Order.
As adequate protection, the Lender is granted replacement liens
pursuant to Code sections 361(2), 363(e), and 552(b) on all assets
of the Debtors now or hereafter existing. The liens will have the
same seniority and priority as Lender's existing liens on the
Properties evidenced by the Loan Documents. The replacement liens
are immediately valid, enforceable, and fully perfected without the
need of any further filing, recordation or other action.
As further adequate protection for the Debtors' use of the
Collateral, KeyBank will receive, without limitation, the following
adequate protection payments from the Debtors: commencing on July
1, 2022, and continuing on the first day of each month afterwards
until the Court orders otherwise, Beaver Dam Holdings and Waupun
Holdings shall each pay no less than the following amounts to
KeyBank from rents received from Advantage Management Beaver Dam
and Advantage Management Waupun, respectively:
Debtor Interest Ins. Escrow Tax Escrow Total
------ -------- ----------- ---------- -----
Beaver Dam $4,483 $3,839 $2,098 $10,420
Waupun $8,195 $2,267 $4,112 $14,574
These events constitute an "Event of Default:"
a. If a final order is entered dismissing any Debtor's Chapter
11 case, converting the case to a case under Chapter 7 of the Code,
appointing a trustee, whether under Chapter 11 or under Chapter 7,
appointing an examiner to perform any duties of a trustee or the
Debtor other than those set forth in section 1106(a)(3) or (4) of
the Code, or terminating the authority of the Debtor to conduct
business;
b. If any Debtor violates any provision of the Order or any
other Court order;
c. If any Debtor deposits cash in an account in other than the
approved DIP Account, or if there is any conversion of cash
collateral;
d. If any Debtor fails to remain current on post-petition
taxes for the applicable Debtor's Property;
e. If any Debtor fails to maintain insurance as required under
this Order and Lender's Loan Documents;
f. If any Debtor institutes any action seeking to challenge
the validity, perfection, or priority of the Lender's liens granted
under any of the Loan Documents or seeking to avoid any
pre-petition payment to the Lender; or
g. If any Debtor otherwise fails to comply with any
requirement of the Order, the Rules, or the Code, including,
without limitation, the timely filing of monthly operating reports
and other duties imposed on debtors-in-possession under the Code or
Rules.
A copy of the order is available at https://bit.ly/39ryV6s from
PacerMonitor.com.
About Advantage Management Beaver Dam
Advantage Management Beaver Dam, LLC sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. E.D. Wis. Case No.
22-21438) on April 4, 2022. At the time of the filing, the Debtor
disclosed up to $100,000 in assets and up to $10 million in
liabilities.
Judge Beth E. Hanan oversees the case.
Jerome R. Kerkman, Esq., at Kerkman & Dunn serves as the Debtor's
legal counsel.
ALTO MAIPO: Unsecureds Unimpaired in Reorganization Plan
--------------------------------------------------------
Alto Maipo Delaware LLC, et al. submitted an Amended Joint Chapter
11 Plan of Reorganization.
The Debtors seek to consummate the restructuring transactions on
the Effective Date of the Plan. Restructuring transactions
contemplated under the Plan are:
* Working Capital Facility. AES Andes will provide a
super-senior first-lien secured working capital facility in an
aggregate maximum principal amount of $15 million, with a
commitment to fund through, and with a maturity date of, January
15, 2024, which shall be used to fund general corporate purposes
and any costs to the Debtors or the reorganized Debtors associated
with emergence from these Chapter 11 Cases. The Working Capital
Facility shall bear an interest rate of 4.0% per annum and will
rank pari passu with the Amended & Restated Secured Exit Financing
Facility. The repayment of the Working Capital Facility shall occur
prior to any excess cash flow sweep.
* 1L Secured Obligations. The 1L Secured Obligations shall be
issued in the aggregate amount of $1,050,000,000 in the form of
investment-grade style corporate notes and project-finance style
loans, with the form of each Senior Lender's allocation to be in
accordance with that Senior Lender's election. All 1L Secured
Obligations will share the same economic terms and will rank pari
passu with respect to repayment, prepayment, collateral sharing,
and all other similar matters.
* Amended & Restated 2L Secured Obligations. The Amended &
Restated 2L Secured Obligations shall be issued in the aggregate
amount of approximately $993,718,290 (equal to the amount of the
Alto Maipo Senior Secured Obligations as of the Petition Date, plus
the liquidated amount of the interest rate swaps, less the
aggregate principal amount of the 1L Secured Obligations), and
shall be structured as project finance-style loans or notes with
documentation customary for investment-grade corporate credit, at
the discretion of the Senior Lenders. The Amended & Restated 2L
Secured Obligations shall have a maturity of October 15, 2042,
extendable to October 2052 at the individual option of each lender
thereunder.
* AES Andes Shared Services Payments. All AES Andes Shared
Services Payments will continue to be deferred in the form of
disbursements under a new loan (the "Shared Services Loan"), and
such deferral will be subject to the terms set forth as follows and
be documented as an amendment to each of the AES Andes Shared
Services Contracts. The Shared Services Loan shall bear interest
at the same rate as the Amended & Restated 2L Secured Obligations
(including any upside fee), capitalized (PIK) at the end of each
calendar quarter, commencing at the end of the first calendar
quarter following Borrower's exit from bankruptcy. The maturity of
the Shared Services Loan shall be the same as the latest date of
scheduled maturity for any Amended & Restated 2L Secured
Obligations.
* Subordinated Debt. All Subordinated Debt shall be discharged.
At the request of the Debtors, all holders of Subordinated Debt
shall execute the necessary agreements as the Debtors or
Reorganized Debtors may deem necessary to effectuate and document
the re-delivery of all Subordinated Debt to AES Andes or such other
entity as is designated by AES Andes.
* Equity. Each Holder of an Existing Equity Interest shall have
such Existing Equity Interest cancelled, released, and discharged
and without any distribution, in each case, at the Company's
election and to the extent permitted under local laws. Strabag
shall, upon request and at the direction of the Debtors or
Reorganized Debtors, re-deliver its shares to AES Andes or such
other entity as is designated by AES Andes. As part of, inter
alia, the proposed global resolution of the Class 5 DIP Claims and
Intercompany Claims held by AES Andes, and in consideration for,
inter alia, certain deferrals from the Sponsor; an increase in the
size of the Amended & Restated Secured Exit Financing Facility; and
the impairment of the DIP Claims; AES Andes' contribution of up to
$300,000 to satisfy Allowed General Unsecured Claims; and AES
Andes' contribution to satisfy any amounts that the Borrower is
required to pay up to a maximum amount of $10 million to (i) Parque
Arenas SpA ("Parque Arenas") pursuant to a judgment or order (as to
which there is no stay of effectiveness) issued by a court,
arbitral panel, or any other judicial or administrative body of
competent jurisdiction, or a settlement as agreed between the
applicable Debtor and Parque Arenas, in connection with the
litigation brought by Parque Arenas against Alto Maipo before the
5th Civil Court of Santiago, case number (i.e. rol) C-18,215-2020
(the "Parque Arenas General Unsecured Claim") and (ii) the Volcan
Cure/Claim Amount (as described in Annex B hereto) (which $10
million contribution shall not be construed as a cap on the
quantity of damages that may be awarded by a court, arbitral panel,
or any other judicial or administrative body of competent
jurisdiction in connection with claims by Parque Arenas or Volcan
or the payment thereof); AESAndes shall receive 100% of the
reorganized shares in Alto Maipo, which shares shall, in the
future, be diluted subject to the conversion of the Amended &
Restated 2L Secured Obligations and Shared Services Loan on the
terms and subject to the conditions described in the governing
documentation for such instruments.
* CNM Arbitral Award. All proceeds of any CNM Arbitral Award
shall be applied in the following order as and when such proceeds
may be collected by Alto Maipo: (1) to repay the Working Capital
Facility; (2) to repay the Strabag Construction Deferral; (3) to
repay the Deferred 1L Interest; (4) 50% to repay any DIP Loans or
the Amended & Restated Secured Exit Financing Facility amount
outstanding, and 50% to repay the Amended & Restated 2L Secured
Obligations (provided that, to the extent the DSRA is not fully
funded, the Amended & Restated 2L Secured Obligations allocation
shall go instead to fund DSRA up to a $20 million balance); (5) to
the extent the DSRA is not fully funded, to fund the DSRA up to a
$20 million balance; and (6) to repay the Amended & Restated 2L
Secured Obligations.
* Amended & Restated Secured Exit Financing Facility. The DIP
Lender shall provide an Amended & Restated Secured Exit Financing
Facility. The Amended & Restated Secured Exit Financing Facility
shall have a maturity date that is three years after the Effective
Date, shall be granted a super-senior first lien on all assets
(pari passu with the Working Capital Facility), other than proceeds
of reimbursement of VAT that was financed with the proceeds of the
VAT Financing Facility, and shall bear an interest rate of 4.0% per
annum (subject to the deferral of interest payable in 2022 and in
January 2023, which shall accrue interest at 4.0% per annum). The
deferred interest of the Amended & Restated Secured Exit Financing
Facility and the Sponsor Deferrals shall be added to the balance of
the Amended & Restated Secured Exit Financing Facility and shall be
repaid through the amortization of the Amended & Restated Secured
Exit Financing Facility, which shall begin on July 15, 2023.
* VAT Financing Facility. AVAT Financing Facility shall be
arranged in an aggregate total amount of $68.875 million, with a
maturity that is 12 months from the date of issuance, with an
interest rate as provided in the Definitive Documentation, and will
rank pari passu with the 1L Secured Obligations. The VAT Financing
Facility shall be granted a super-senior first lien on the full
amount of VAT refund that may be due to Alto Maipo in connection
with the Supplier Deferred Payment.
Under the Plan, holders of Class 4 General Unsecured Claims will
have its Claim paid in full in cash as follows:
(a) General Unsecured Claims set forth on Annex A totaling
$3,253,297 will be paid from a cash contribution from AES Andes of
up to $300,000 (such contribution, the "AES Andes Annex A
Contribution").
(b) Those General Unsecured Claims set forth in Annex B
totaling $3,198,001,521 to the Plan shall survive unimpaired to be
resolved by a court, arbitral panel, or other judicial or
administrative body of competent jurisdiction, as to which all
parties fully reserve all relevant rights and defenses.
(c) Those General Unsecured Claims set forth on Annexes C totaling
$1,012,031,779 and D totaling $4,791,262,173 will be disallowed and
expunged, or be resolved and released pursuant to the terms of the
Plan.
Class 4 is unimpaired.
The Debtors shall fund distributions under the Plan with (1) cash
on hand, including cash from operations; (2) the Amended & Restated
Secured Obligations; and (3) contributions made by AES Andes to the
extent set forth in this Plan. Cash payments to be made pursuant to
the Plan will be made by the Reorganized Debtors.
Counsel for the Debtors:
Pauline K. Morgan, Esq.
Sean T. Greecher, Esq.
S. Alexander Faris, Esq.
YOUNG CONAWAY STARGATT & TAYLOR, LLP
Rodney Square, 1000 North King Street
Wilmington, Delaware 19801
Telephone: (302) 571-6600
Fax: (302) 571-1253
Email: pmorgan@ycst.com
sgreecher@ycst.com
afaris@ycst.com
- and -
Richard J. Cooper, Esq.
Luke A. Barefoot, Esq.
Jack Massey, Esq.
CLEARY GOTTLIEB STEEN & HAMILTON LLP
One Liberty Plaza
New York, New York 10006
Telephone: (212) 225-2000
Fax: (212) 225-3999
Email: rcooper@cgsh.com
lbarefoot@cgsh.com
jamassey@cgsh.com
A copy of the Plan dated May 4, 2022, is available at
https://bit.ly/3LSWfIp from PacerMonitor.com.
About Alto Maipo
Alto Maipo owns the Alto Maipo Hydroelectric Project, outside
Santiago, Chile, which is currently under construction. The
project comprises two run-of-the-river plants with a combined
installed capacity of 531 megawatts. The run-of-the-river project
is a joint venture between U.S. utility subsidiary AES Gener and
Chilean mining company Antofagasta Minerals (AMSA).
Alto Maipo Delaware LLC and Alto Maipo SpA sought Chapter 11
protection (Bankr. D. Del. Lead Case No. 21-11507) on Nov. 17,
2021. Javier Dib, board president and chief restructuring officer,
signed the petitions. At the time of the filing, Alto Maipo
Delaware LLC estimated between $1 billion and $10 billion in both
assets and liabilities.
The cases are handled by Judge Karen B. Owens.
The Debtors tapped Young Conaway Stargatt & Taylor, LLP and Cleary
Gottlieb Steen & Hamilton LLP as legal counsel; Nelson Contador
Abogados & Consultores SpA as local Chilean counsel; AlixPartners,
LLP as financial advisor; and Lazard Freres & Co. LLC and Lazard
Chile SpA as investment banker. Prime Clerk, LLC, is the claims,
noticing and administrative agent.
AMIT GAURI: UST Seeks Chapter 11 Trustee or Chapter 7 Conversion
----------------------------------------------------------------
Patrick S. Layng, the U.S. Trustee, by and through his counsel, M.
Gretchen Silver, asks the U.S. Bankruptcy Court for the Northern
District of Illinois for entry of a final pre-trial order on his
motion to convert or, in the alternative, appoint a Chapter 11
Trustee for Amit Gauri.
In support of his motion, the U.S. Trustee states:
* On July 20, 2021, the U.S. Trustee filed the Motion to
Convert, which was joined by Parent Petroleum, Inc. on August 6,
2021.
* The matter has been fully briefed and discovery closed on
February 28, 2022.
* The Motion to Convert has been continued from time to time
while the Debtor proposed various plans and disclosure statements,
the most recent of which has been set for confirmation on June 28,
2022.
* It is unclear whether the Court intends to enter a separate
PreTrial Order relating to the Motion to Convert similar to the
form PreTrial Order on the Court's website.
* The U.S. Trustee believes entry of a PreTrial Order on the
Motion to Convert would be of assistance to the parties preparing
for the June 28, 2022 hearing and to the Court.
A copy of the motion is available for free at
https://bit.ly/3MlDj5u from PacerMonitor.com.
About Amit Gauri
Amit Gauri sought Chapter 11 protection (Bankr. N.D. Ill. Case No.
21-03680) on March 22, 2021. The Debtor tapped Carolina Sales,
Esq., at Bauch & Michaels, LLC as counsel.
Amit Gauri owns fuel distribution firm Black Dog Chicago LLC.
Chicago Tribune reported in October 2020 that Gauri was embroiled
in a federal corruption probe and was accused by U.S. Trustee Ha
Nguyen in Black Dog Chicago's bankruptcy case of lying under oath,
hiding assets and secretly cutting tens of thousands of dollars in
checks to himself and family members.
Black Dog Chicago filed for Chapter 11 bankruptcy in Chicago
(Bankr. N.D. Ill. Case No. 19-28245. Judge Janet S. Baer later
converted the case to a liquidation in Chapter 7 on Aug. 4, 2021.
ANDREW'S GARDEN: Seeks Cash Collateral Access
---------------------------------------------
Andrew's Garden, Inc. asks the U.S. Bankruptcy Court for the
Northern District of Illinois, Eastern Division, for authority to
use cash collateral and provide adequate protection.
The Debtor requests the Court for permission to use certain cash
and cash equivalents that allegedly serve as collateral for claims
that might be asserted against the Debtor and its property by:
* the United States Small Business Administration in the
approximate amount of $159,000,
* 24 Capital in the approximate amount of $39,354, and
* TVT 2.0 LLC in the approximate amount of $39,094.
The Debtor, as of May 15, 2022, holds:
* bank accounts totaling approximately $55,704,
* accounts receivable of approximately $91, and
* inventory valued at cost of approximately $216,029 (of which
approximately $13,000 consists of highly perishable goods.
The Chapter 11 filing was due primarily to the COVID-19 pandemic
which forced the closing of the Debtor's second location in
Naperville, Illinois, which had newly opened, thereby saddling the
Debtor with excessive debt.
In order for the Debtor to continue to operate its business, manage
its financial affairs, and effectuate an effective reorganization,
it is essential that the Debtor be authorized to use cash
collateral for, among other things payroll, insurance, utilities,
purchase of inventory, and other miscellaneous items needed in the
ordinary course of business.
The Debtor proposes to use cash collateral and provide adequate
protection to the Secured Parties upon these terms and conditions:
a. The Debtor will permit the Secured Parties to inspect, upon
reasonable notice, and within reasonable business hours, the
Debtor's books and records;
b. The Debtor will maintain and pay premiums for insurance to
cover all of its assets from fire, theft and water damage;
c. The Debtor will, upon reasonable request, make available to
the Secured Parties evidence of that which purportedly constitutes
their collateral or proceeds;
d. The Debtor will properly maintain the Collateral and
properly manage the Collateral; and
e. The Debtor will grant replacement liens to the respective
Secured Parties to the extent of their pre-petition liens, and
attaching to the same assets of the Debtor in which the Secured
Parties asserted pre-petition liens.
A hearing on the matter is scheduled for May 23, 2022 at 9:30 a.m.
A copy of the motion is available at https://bit.ly/3FTy76v from
PacerMonitor.com.
About Andrew's Gardens, Inc.
Based in Wheaton, Illinois, Andrew's Gardens is a European-style
flower shop and unique gift boutique specializing in couture floral
design for everyday deliveries, weddings, and other celebrations.
Andrew's Gardens, Inc., sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. N.D. Ill. Case No. 22-01249) on
February 3, 2022. In the petition signed by Tonya Parravano, vice
president, the Debtor disclosed up to $50,000 in assets and up to
$500,000 in liabilities.
Judge A. Benjamin Goldgar oversee the case.
John Lynch, Esq., at Lynch Law LLC is the Debtor's counsel.
ARMATA PHARMACEUTICALS: Incurs $8.8M Net Loss in First Quarter
--------------------------------------------------------------
Armata Pharmaceuticals, Inc. filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q disclosing a net loss
of $8.77 million on $1.24 million of grant revenue for the three
months ended March 31, 2022, compared to a net loss of $5.50
million on $1.07 million of grant revenue for the three months
ended March 31, 2021.
As of March 31, 2022, the Company had $107.77 million in total
assets, $46.23 million in total liabilities, and $61.54 million in
total stockholders' equity.
As of March 31, 2022, the Company had unrestricted cash and cash
equivalents of $46.4 million. Considering its current cash
resources, management believes the Company's existing resources
will be sufficient to fund its planned operations into the first
quarter of 2023. For the foreseeable future, the Company's ability
to continue its operations is dependent upon its ability to obtain
additional capital.
"We have generally incurred net losses since our inception and our
operations to date have been primarily limited to research and
development and raising capital. As of March 31, 2022, we had an
accumulated deficit of $211.6 million. We anticipate that a
substantial portion of our capital resources and efforts in the
foreseeable future will be focused on completing the development
and seeking to obtain regulatory approval of our product
candidates.
We currently expect to use our existing cash and cash equivalents
for the continued research and development of our product
candidates, including through our targeted phage therapies
strategy, and for working capital and other general corporate
purposes. We expect to continue to incur significant and
increasing operating losses at least for the next several years.
We do not expect to generate product revenue unless and until we
successfully complete development and obtain marketing approval for
at least one of our product candidates," Armata said.
"We may also use a portion of our existing cash and cash
equivalents for the potential acquisition of, or investment in,
product candidates, technologies, formulations or companies that
complement our business, although we have no current
understandings, commitments or agreements to do so. Our existing
cash and cash equivalents will not be sufficient to enable us to
complete all necessary development of any potential product
candidates. Accordingly, we will be required to obtain further
funding through one or more other public or private equity
offerings, debt financings, collaboration, strategic financing,
grants or government contract awards, licensing arrangements or
other sources. Our ability to raise additional capital may be
adversely impacted by potential worsening global economic
conditions and the recent disruptions to, and volatility in,
financial markets in the United States and worldwide resulting from
the ongoing COVID-19 pandemic. Adequate additional funding may not
be available to us on acceptable terms, or at all. If we are
unable to raise capital when needed or on acceptable terms, we may
be required to defer, reduce or eliminate significant planned
expenditures, restructure, curtail or eliminate some or all of our
development programs or other operations, dispose of assets, enter
into arrangements that may require us to relinquish rights to
certain of our product candidates, technologies or potential
markets, file for bankruptcy or cease operations altogether. Any
of these events could have a material adverse effect on our
business, financial condition and results of operations and result
in a loss of investment by our stockholders," the Company said.
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/921114/000155837022008532/armp-20220331x10q.htm
About Armata Pharmaceuticals
Marina del Rey, CA-based Armata is a clinical-stage biotechnology
company focused on the development of pathogen-specific
bacteriophage therapeutics for the treatment of
antibiotic-resistant and difficult-to-treat bacterial infections
using its proprietary bacteriophage-based technology. Armata is
developing and advancing a broad pipeline of natural and synthetic
phage candidates, including clinical candidates for Pseudomonas
aeruginosa, Staphylococcus aureus, and other pathogens. In
addition, in collaboration with Merck, known as MSD outside of the
United States and Canada, Armata is developing proprietary
synthetic phage candidates to target an undisclosed infectious
disease agent. Armata is committed to advancing phage with drug
development expertise that spans bench to clinic including in-house
phage specific GMP manufacturing.
Armata reported a net loss of $23.16 million for the year ended
Dec. 31, 2021, compared to a net loss of $22.18 million for the
year ended Dec. 31, 2020. As of Dec. 31, 2021, the Company had
$69.77 million in total assets, $44.37 million in total
liabilities, and $25.40 million in total stockholders' equity.
San Diego, California-based Ernst & Young LLP, the Company's
auditor since 2019, issued a "going concern" qualification in its
report dated March 17, 2022, citing that the Company has suffered
recurring losses and negative cash flows from operations and has
stated that substantial doubt exists about the Company's ability to
continue as a going concern.
ARMSTRONG FLOORING: Seeks Appointment of Retiree Committee
----------------------------------------------------------
Armstrong Flooring, Inc. is seeking the appointment of an official
committee that will represent retirees in the company's Chapter 11
case.
In its motion filed with the U.S. Bankruptcy Court for the District
of Delaware, Armstrong proposes a committee that will be comprised
of retirees who are currently receiving retirement benefits not
covered by a collective bargaining agreement or that are covered by
a CBA but the union party thereto has elected not to serve as their
authorized representative.
Armstrong provides post-employment medical, prescription drug, and
dental benefits and life insurance benefits to retired U.S.
employees and their spouses and dependents.
As of Jan. 1, 2021, the date of the most recent actuarial valuation
report for the retirement plans, 1,663 retirees and other
beneficiaries participated in the retiree health program, and the
accumulated post-retirement benefit obligation (APBO) attributable
to the entire program was approximately $14.9 million.
Meanwhile, Armstrong provided life insurance benefits to
approximately 2,043 retirees, and the APBO attributable to the
retiree life program was approximately $39.7 million.
The company's attorney, Joseph Larkin, Esq., at Skadden, Arps,
Slate, Meagher & Flom, LLP, said the company will soon move to
suspend contributions under the retirement plans at least through
the conclusion of its sale process and, thereafter, will pursue
permanent modification of the retirement plans.
"Prompt suspension of these obligations would spare [Armstrong's]
estates significant near-term expenditures that would further
deplete [Armstrong's] limited remaining liquidity," Mr. Larkin
said.
"The appointment of a retiree committee to serve as the authorized
representative of the non-represented persons addresses an
essential prerequisite to this objective," the attorney added.
About Armstrong Flooring
Armstrong Flooring, Inc. (NYSE: AFI) --
https://www.armstrongflooring.com/ -- is a global manufacturer of
flooring products. Headquartered in Lancaster, Pa., Armstrong
Flooring operates eight manufacturing facilities globally.
Armstrong Flooring sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Del. Case No. 22-10426) on May 8, 2022,
listing $100 million to $500 million in both assets and
liabilities. Michel S. Vermette, president and chief executive
officer, signed the petition.
Judge Mary F. Walrath oversees the case.
The Debtor tapped Skadden, Arps, Slate, Meagher & Flom, LLP as
bankruptcy counsel; and Friedman Kaplan Seiler & Adelman, LLP,
Chipman Brown Cicero & Cole, LLP and Groom Law Group, Chartered as
special counsels. Riveron Consulting, LP and Houlihan Lokey serve
as the Debtor's financial advisor and investment banker,
respectively. Epiq Corporate Restructuring, LLC is the claims and
noticing agent and administrative advisor.
ASPIRA WOMEN'S: Incurs $9.3 Million Net Loss in First Quarter
-------------------------------------------------------------
Aspira Women's Health Inc. filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q disclosing a net loss
of $9.27 million on $1.89 million of total revenue for the three
months ended March 31, 2022, compared to a net loss of $5.92
million on $1.50 million of total revenue for the three months
ended March 31, 2021.
As of March 31, 2022, the Company had $30.86 million in total
assets, $9.12 million in total liabilities, and $21.74 million in
total stockholders' equity.
The Company ended March 31, 2022 with approximately $27.1 million
in total cash. Cash used in operations in the first quarter of
2022 was $10.2 million compared to $7.6 million in the fourth
quarter of 2021. This increase was primarily driven by research
and development investment, Operational investment, payments
relating to the annual performance plan and legal expenses and
separation payments in connection with our recent reorganization.
"We are pleased to announce our first quarter 2022 results. Strong
commercial performance, especially the trend in new ordering
physicians, should set the stage for commercial success for the
rest of the year," said Nicole Sandford, Aspira's president and
chief executive officer. "We are also pleased to announce the
acceptance of our OVAWatch manuscript, an important milestone on
the path to the expansion of our ovarian cancer product portfolio.
We believe these developments - along with the addition of an
outstanding Executive to our leadership team and the nomination of
two highly qualified Board Members - are strong indicators of
things to come."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/926617/000092661722000032/awh-20220331x10q.htm
About Aspira Women's Health
ASPIRA formerly known as Vermillion, Inc. --
http://www.aspirawh.com-- is transforming women's health with the
discovery, development and commercialization of innovative testing
options and bio-analytical solutions that help physicians assess
risk, optimize patient management and improve gynecologic health
outcomes for women. OVA1 plus combines its FDA-cleared products
OVA1 and OVERA to detect risk of ovarian malignancy in women with
adnexal masses. ASPiRA GenetiXSM testing offers both targeted and
comprehensive genetic testing options with a gynecologic focus.
With over 10 years of expertise in ovarian cancer risk assessment
ASPIRA has expertise in cutting-edge research to inform its next
generation of products. Its focus is on delivering products that
allow healthcare providers to stratify risk, facilitate early
detection and optimize treatment plans.
Aspira Women's reported a net loss of $31.66 million for the year
ended Dec. 31, 2021, a net loss of $17.91 million for the year
ended Dec. 31, 2020, a net loss of $15.24 million for the year
ended Dec. 31, 2019, and a net loss of $11.37 million for the year
ended Dec. 31, 2018. As of Dec. 31, 2021, the Company had $41.08
million in total assets, $10.91 million in total liabilities, and
$30.17 million in total stockholders' equity.
AUNT BETTYE'S: Real Estate Rental Income to Fund Plan
-----------------------------------------------------
Aunt Bettye's Child Development Center, LLC, filed with the U.S.
Bankruptcy Court for the Western District of Oklahoma a Plan of
Reorganization for Small Business dated May 10, 2022.
The Debtor is a Limited Liability Company that has been in
existence since 2010. Its only shareholder is Thomas DeShun
Walton. As the name of the LLC suggests, the Debtor company
initially provided child care services and did so until 2022.
Prior to the order of relief entered February 15, 2022, Debtor
stopped providing child care services. Debtor is now solely in the
business of owning and leasing investment real estate. Even though
Debtor's name may still suggest child care services, it is a
limited liability company that is authorized by the Oklahoma
Secretary of State to conduct business for any lawful purpose.
The Debtor's financial projections show that the Debtor will have
projected disposable income for the 60 month period of $14,212.
The Plan is for 60 months. The first Plan payment is the first
business day following the date that is 14 days after the entry of
the confirmation. The final Plan payment is 60 months thereafter.
This Plan of Reorganization proposes to pay creditors of the Debtor
from future real estate rental income.
There are no priority under Sec. 507(a) or non-priority unsecured
creditors to receive distribution. This Plan also provides for the
payment of administrative claims.
Class 1 consists of the Secured claim of Oklahoma County Treasurer.
Class 1 is unimpaired by this Plan. Each holder of a Class 1 Claim
will be paid in full, in cash.
Class 2 consists of the Secured claim of Ocean Investment Company
LLC. Class 2 is impaired by this Plan. Each holder of a Class 1
Claim will be paid, in cash, at a reduced interest. Creditor in
Class 2 will release its mortgage to Debtor's property upon
successful completion of the Plan.
Class 3 consists of Equity security holders of the Debtor. Thomas
DeShun Walton will retain in full his equity interests of the
Debtor.
The plan will be implemented as required under Sec. 1123(a)(5) of
the Code with the Debtor:
* retaining all property of the estate,
* Modifying the interest rate, providing for installment
payments and the curing of default of secured creditor Ocean
Investment Company, LLC, and
* the payment of secured creditor Oklahoma County Treasurer.
Attorney for Debtor:
Ron D. Brown, Esq.
R. Gavin Fouts, Esq.
Brown Law Firm, P.C.
715 S. Elgin Ave
Tulsa, OK 74120
Phone: (918) 585-9500
Fax: (866) 552-4874
Email: ron@ronbrownlaw.com
gavin@ronbrownlaw.com
About Aunt Bettye's Child Development Center
Aunt Bettye's Child Development Center, LLC, sought protection for
relief under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Okla.
Case No. 22-10245) on Feb. 15, 2021, listing up to $100,000 in
assets and up to $50,000 in liabilities. Thomas D. Walton, manager
and owner, signed the petition.
Judge Sarah A. Hall oversees the case.
Ron D. Brown, Esq., and R. Gavin Fouts, Esq., at Brown Law Firm,
P.C. represent the Debtor as bankruptcy attorneys.
AVINGER INC: Incurs $11.4 Million Net Loss in First Quarter
-----------------------------------------------------------
Avinger, Inc. filed with the Securities and Exchange Commission its
Quarterly Report on Form 10-Q disclosing a net loss applicable to
common stockholders of $11.38 million on $1.89 million of revenues
for the three months ended March 31, 2022, compared to a net loss
applicable to common stockholders of $6.10 million on $2.56 million
of revenues for the three months ended March 31, 2021.
As of March 31, 2022, the Company had $31.61 million in total
assets, $21.38 million in total liabilities, and $10.23 million in
total stockholders' equity.
"We are already seeing improved access and growing case volumes in
the second quarter following the challenges from COVID-19
disruptions and hospital staffing shortages at the start of this
year," commented Jeff Soinski, Avinger's president and CEO. "With
our highly portable Lightbox 3 platform now fully available, it has
never been easier for a new clinical center to experience the
benefits of our proprietary image-guided catheters for the
treatment of PAD. We are also leveraging our recent FDA 510(k)
clearance for an in-stent restenosis (ISR) indication for Pantheris
to drive clinical interest in this highly-differentiated
atherectomy device.
"We expect to expand our recurring revenue base with the filing of
510(k) applications for two new catheters in our peripheral product
portfolio in 2022. We are also making progress on the development
of our first entry into the coronary market, the first ever
image-guided CTO-crossing catheter for the treatment of CAD, which
we believe provides a transformational value opportunity for
Avinger," Mr. Soinski said.
Cash and cash equivalents totaled $20.0 million as of March 31,
2022. The Company raised gross proceeds of $7.6 million in January
2022 through an offering of Series D preferred stock. As of March
31, 2022, 2,400 out of the 7,600 originally issued shares of Series
D preferred stock remained outstanding.
On March 14, 2022, Avinger effected a 1-for-20 reverse stock split
in order to regain compliance with the Nasdaq minimum bid price
requirement. Avinger received notification that it had regained
compliance on March 29, 2022.
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1506928/000143774922011776/avgr20220331_10q.htm
About Avinger
Headquartered in Redwood City, California, Avinger --
http://www.avinger.com-- is a commercial-stage medical device
company that designs and develops image-guided, catheter-based
system for the diagnosis and treatment of patients with Peripheral
Artery Disease (PAD).
Avinger reported a net loss applicable to common stockholders of
21.59 million for the year ended Dec. 31, 2021, a net loss
applicable to common stockholders of $22.87 million for the year
ended Dec. 31, 2020, a net loss applicable to common stockholders
of $23.03 million for the year ended Dec. 31, 2019, and a net loss
applicable to common stockholders of $35.69 million for the year
ended Dec. 31, 2018. As of Dec. 31, 2021, the Company had $29.48
million in total assets, $19.76 million in total liabilities, and
$9.72 million in total stockholders' equity.
BATYAH CAPITAL: Seeks Bankruptcy Protection
-------------------------------------------
Batyah Capital LLC filed for chapter 11 protection in the District
of Central California.
According to court filings, Batyah Capital 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 June 1, 2022 at 10:00 A.M.
About Batyah Capital
Batyah Capital LLC is a Malibu, California-based limited liability
company.
Batyah Capital LLC sought relief under Subchapter V of Chapter 11
of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 22-10331) on May
3, 2022. In the petition filed by Sima Rahimian, as managing
member, Batyah Capital estimated assets between $100,000 and
$500,000 and estimated liabilities between $1 million and $10
million.
The is assigned to Honorable Bankruptcy Judge Ronald A Clifford
III.
Eric Gassman, of Gassman Law, is the Debtor's counsel.
BEST CAPITAL: Files for Bankruptcy Protection in Florida
--------------------------------------------------------
Best Capital Group LLC, d/b/a BCG Wholesale, filed for chapter 11
protection in the Middle District of Florida.
According to Best Capital estimates between 1 and 49 unsecured
creditors. The petition states that funds will be available to
unsecured creditors.
About Best Capital Group
Best Capital Group LLC, doing business as BCG Wholesale, is part of
the financial investment activities industry.
Best Capital Group sought relief under Subchapter V of Chapter 11
of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 22-01797) on May
3, 2022. In the petition filed by Pratikbhai S. Patel, as
president, Best Capital Group estimated assets between $1 million
and $10 million and estimated liabilities between $1 million and
$10 million. Buddy D Ford, of Buddy D. Ford P.A., is the Debtor's
counsel.
Michael C. Markham has been appointed as the Subchapter V Trustee.
BETTER 4 YOU: Committee Taps Brinkman Law Group as Counsel
----------------------------------------------------------
The official committee of unsecured creditors of Better 4 You
Breakfast, Inc. seeks approval from the U.S. Bankruptcy Court for
the Central District of California to hire Brinkman Law Group, PC
as its legal counsel.
The firm's services include:
a) providing legal advice as necessary with respect to the
committee's powers and duties;
b) assisting the committee in investigating the acts, conduct,
assets, liabilities, and financial condition of the Debtor, the
operation of the Debtor's business, potential claims, and any
other matters relevant to the case, to the sale of assets or to the
formulation of a plan of reorganization;
c) participating in the formulation of a plan;
d) providing legal advice with respect to any disclosure
statement and plan;
e) preparing legal papers and appearing in court;
f) assisting the committee in requesting the appointment of a
trustee or examiner, should such action be necessary; and
g) performing other legal services for the committee.
The firm will charge these hourly fees:
Paralegals and Law Clerks $225 - $250
Jory Cook $345
Kelsi J. Hunt $475
David L. Merrill, Of Counsel $595
Daren R. Brinkman $695
Brinkman has agreed to cap its fees in this case at $225,000.
As disclosed in court filings, Brinkman is a disinterested person
within the meaning of Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Daren R. Brinkman, Esq.
Brinkman Law Group, PC
543 Country Club Drive, Suite B
Wood Ranch, CA 93065
Tel: (818) 597-2992
Fax: (818) 597-2998
Email: dbrinkman@brinkmanlaw.com
attorneys@brinkmanlaw.com
About Better 4 You Breakfast
Better 4 You Breakfast, Inc. is a school meal vendor based in Los
Angeles, Calif.
Better 4 You Breakfast sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. C.D. Calif. Case No. 22-10994) on Feb. 24,
2022, listing as much as $50 million in both assets and
liabilities. Fernando Castillo, president, signed the petition.
Judge Sheri Bluebond oversees the case.
Daniel A. Tilem, Esq., at the Law Offices of David A. Tilem and
James Wong, a principal at Armory Consulting Co., serve as the
Debtor's legal counsel and chief restructuring officer,
respectively.
The U.S. Trustee for Region 16 appointed an official committee of
unsecured creditors on April 18, 2022. The committee is represented
by Brinkman Law Group, PC.
BOY SCOUTS: Case Could Change Big Bankruptcy Cases Forever
----------------------------------------------------------
Michael Mooney of Axios Dallas reports that bankruptcy attorneys
across the nation are watching the case of Irving-based Boy Scouts
of America, which is working to settle the largest sex-abuse
lawsuit in history.
Parties involved in the settlement include the national
organization, chapters across the country, religious organizations
that sponsored chapters, insurance companies and more than 80,000
abuse survivors.
Driving the news: A ruling in the case, which involves a $2.7
billion settlement offer to survivors, could come any day.
Catch up quick: Boy Scouts of America filed for Chapter 11
bankruptcy in February 2020, after several states changed laws that
allowed victims to sue over decades-old allegations.
More than 50,000 survivors voted on the proposed settlement, which
averages out to $31,000 per survivor.
The big picture: Regardless of the ruling, the office of the U.S.
Trustee -- part of the Department of Justice -- could appeal based
on the settlement's use of nonconsensual third-party releases,
which could set a precedent for large-scale tort litigation.
These releases allow a company or organization to cap its total
liability after a settlement, meaning nobody else can sue over this
particular issue.
Yes, but: Even if all the parties involved in the suit agree to the
terms of the settlement, the particulars of federal bankruptcy code
could still be a roadblock.
In December, a federal judge in New York rejected Purdue Pharma's
$4.5 billion bankruptcy settlement with thousands of state, local
and tribal governments who sued the company over the opioid
epidemic, ruling that the court doesn't have the legal authority to
release the Sackler family from liability in civil cases.
What they're saying: "If the bankruptcy court rejects this
settlement, or it gets rejected on appeal, the global settlement
architecture will fail," Steven B. Smith, a partner in the
restructuring and finance litigation department at Herrick,
Feinstein LLP in New York, tells Axios.
"These releases are the lynchpin for this type of litigation.
Without them, many companies facing tort exposure will have to
liquidate, and survivors will have to pursue individual
settlements. It'll be a race to the courthouse."
About Boy Scouts of America
The Boy Scouts of America -- https://www.scouting.org/ -- is a
federally chartered non-profit corporation under title 36 of the
United States Code. Founded in 1910 and chartered by an act of
Congress in 1916, the BSA's mission is to train youth in
responsible citizenship, character development, and self-reliance
through participation in a wide range of outdoor activities,
educational programs, and, at older age levels, career-oriented
programs in partnership with community organizations. Its national
headquarters is located in Irving, Texas.
The Boy Scouts of America and affiliate Delaware BSA, LLC, sought
Chapter 11 protection (Bankr. D. Del. Lead Case No. 20-10343) on
Feb. 18, 2020, to deal with sexual abuse claims.
Boy Scouts of America was estimated to have $1 billion to $10
billion in assets and at least $500 million in liabilities as of
the bankruptcy filing.
The Debtors have tapped Sidley Austin LLP as their bankruptcy
counsel, Morris, Nichols, Arsht & Tunnell LLP as Delaware counsel,
and Alvarez & Marsal North America, LLC, as financial advisor. Omni
Agent Solutions is the claims agent.
The U.S. Trustee for Region 3 appointed a tort claimants' committee
and an unsecured creditors' committee on March 5, 2020. The tort
claimants' committee is represented by Pachulski Stang Ziehl &
Jones, LLP, while the unsecured creditors' committee is represented
by Kramer Levin Naftalis & Frankel, LLP.
BROOKFIELD WEC: S&P Rates $550MM First-Lien Term Loan 'B'
---------------------------------------------------------
S&P Global Ratings assigned its 'B' issue-level rating to
Brookfield WEC Holdings Inc.'s (WEC) proposed $550 million
incremental first-lien term loan due 2025. The company plans to use
the proceeds, along with a moderate draw on its current credit
facilities and cash on the balance sheet, to acquire a U.S.-based
utility services company, BHI Energy (BHI; not rated). S&P's
issue-level rating on the company's existing term loan remains 'B'
with a '3' recovery rating.
S&P believes BHI is a good strategic fit for WEC and will further
enhance the company's strong revenue visibility and presence in
power generation facilities across the U.S. While the transaction
will be modestly leveraging in nature, the debt leverage is still
within what it expects for the current ratings.
WEC demonstrated solid operating performance during the fourth
quarter of 2021 with S&P Global Ratings-adjusted margins growing
close to 10% year over year and full-year debt/EBITDA improving to
5.7x. As a result of the proposed transaction and improving overall
operating trends, S&P expects year-end 2022 leverage to be in the
low- to mid-6x range, consistent with our prior forecast.
Issue Ratings - Recovery Analysis
Key analytical factors
-- S&P said, "WEC's capital structure comprises of a $200 million
ABL facility, which we assume is 60% drawn at default, and a $200
million cash-flow revolver, which we assume is 85% drawn at
default. There are also $520 million of unfunded letter-of-credit
facilities to back the company's performance obligations under
various contracts. Our recovery analysis assumes WEC will continue
to perform on the underlying contracts in a default scenario,
leaving this facility undrawn."
-- The ABL facility allows draws by U.S. and foreign subsidiaries
and benefits from a first lien on working-capital assets. The other
loans are borrowed domestically, but $50 million of the cash-flow
revolver is dedicated to a U.K. subsidiary. The term loan (existing
and incremental) and revolver benefit from a first lien on
substantially all domestic nonworking capital assets, a 100% equity
pledge from the first-tier foreign nonobligor, and a second lien on
domestic working-capital assets.
-- S&P's simulated default scenario assumes an acceleration in the
retirement of nuclear plants and the loss of several large
customers amid a general economic downturn. Such a scenario would
cause WEC's EBITDA to drop such that it is no longer sufficient to
cover the company's interest and minimum capital expenditure.
Simulated default assumptions
-- Year of default: 2025
-- EBITDA multiple: 5.5x
-- Emergence EBITDA: $441 million
-- Jurisdiction: U.S.
Simplified waterfall
-- Net enterprise value (after 5% administrative costs): $2.12
billion
-- Obligor/nonobligor valuation split: 54%/46%
-- Estimated priority claims (ABL): $123 million
-- Estimated value available for first-lien debt claims
(collateral plus deficiency): $1.95 billion
-- Estimated first-lien debt claims: $3.66 billion
--First-lien term loan recovery expectations: 50%-70% (rounded
estimate: 50%)
Note: All debt amounts include six months of prepetition interest.
CARIBBEAN BANANA: Seeks to Hire Almeida & Davila as Legal Counsel
-----------------------------------------------------------------
Caribbean Banana, Inc. seeks approval from the U.S. Bankruptcy
Court for the District of Puerto Rico to hire Almeida & Davila,
P.S.C. to serve as its bankruptcy counsel.
Almeida & Davila received a retainer in the amount of $6,000,
against which the firm will bill $250 per hour for the services of
Enrique Almeida Bernal, Esq., or by Zelma Davila Carrasquillo,
Esq.; $175 per hour for associate attorneys' services; and $85 per
hour for paralegal services.
The firm will receive reimbursement for work-related expenses.
As disclosed in court filings, Almeida & Davila is a disinterested
person within the meaning of Section 101(14) of the Bankruptcy
Code.
The firm can be reached through:
Enrique M. Almeida, Esq.
Zelma B. Davila, Esq.
Almeida & Davila, P.S.C.
268 Ponce de Leon Avenue Suite 900
San Juan, PR 00918
P.O. Box 191757
San Juan, PR 00919-1757
Tel. (787) 722-2500
Fax No. (787) 777-1376
Email: enrique.almeida@almeidadavila.com
zelma.davila@almeidadavila.com
About Caribbean Banana
Caribbean Banana, Inc. sought protection for relief under Chapter
11 of the Bankruptcy Code (Bankr. D.P.R. Case No. 22-01302) on May
6, 2022, listing as much as $500,000 in both assets and
liabilities. Judge Maria De Los Angeles Gonzalez presides over the
case.
Enrique Almeida Bernal, Esq., and Zelma B. Davila, Esq., at Almeida
& Davila, P.S.C. are the Debtor's bankruptcy attorneys.
CEN BIOTECH: Delays Filing of First Quarter Form 10-Q
-----------------------------------------------------
CEN Biotech, Inc. filed a Form 12b-25 with the Securities and
Exchange Commission notifying the delay in the filing of its
Quarterly Report on Form 10-Q for the quarter ended March 31, 2022.
The Company was unable to file its Quarterly Report by May 16,
2022, the original due date for such filing, without unreasonable
effort or expense because it requires additional time to complete
its financial statements. This delay principally relates to a
recent change by the Company in both its auditors and its
accountants. The Company's Board of Directors decided to change
auditors after the most recent year end and it took some time to
bring the new auditors up to speed and get the information to them
for review. The Company changed accountants as well which added to
the delay.
The Company expects that it will file the Form 10-Q no later than
the fifth calendar day following the prescribed filing date.
About CEN Biotech Inc.
CEN Biotech, Inc. -- http://www.cenbiotechinc.com-- is focused on
the manufacturing, production and development of Light Emitting
Diode lighting technology and hemp products. The Company intends
to explore the usage of hemp, which it intends to cultivate for
usage in industrial, medical and food products. Its principal
office is located at 300-3295 Quality Way, Windsor, Ontario,
Canada.
CEN Biotech reported a net loss of $18.90 million for the year
ended Dec. 31, 2021, compared to net income of $14.25 million for
the year ended Dec. 31, 2020. As of Dec. 31, 2021, the Company had
$8.44 million in total assets, $10.10 million in total liabilities,
and a total shareholders' deficit of $1.66 million.
New York, New York-based Mazars USA LLP, the Company's former
auditor, issued a "going concern" qualification in its report dated
April 14, 2022, citing that the Company has incurred significant
operating losses and negative cash flows from operations since
inception. The Company also had an accumulated deficit of
$45,964,183 at Dec. 31, 2021. The Company is dependent on
obtaining necessary funding from outside sources, including
obtaining additional funding from the sale of securities in order
to continue their operations. The COVID-19 pandemic has hindered
the Company's ability to raise capital. These conditions raise
substantial doubt about its ability to continue as a going concern.
CHERRY MAN: Hamid R. Rafatjoo Appointed as Chapter 11 Trustee
-------------------------------------------------------------
Judge Neil W. Bason of the U.S. Bankruptcy Court for the Central
District of California approved the appointment of Hamid R.
Rafatjoo as the Chapter 11 Trustee for Cherry Man Industries, Inc.
Mr. Rafatjoo was appointed by U.S. Trustee for Region 16, Peter C.
Anderson.
The appointment resulted from the Court's entry of an order
granting Cathay Bank's motion to appoint Chapter 11 Trustee, or
alternatively, dismiss Chapter 11 Case.
A copy of the order is available for free at https://bit.ly/39oRisy
from PacerMonitor.com.
Proposed Chapter 11 Trustee's contact details:
Hamid R. Rafatjoo (SBN 181564)
RAINES FELDMAN LLP
1800 Avenue of the Stars, 12th Floor
Los Angeles, CA 90067
Telephone: (310) 440-4100
Facsimile: (310) 691-1367
Email: hrafatjoo@raineslaw.com
About Cherry Man Industries
Cherry Man Industries, Inc., a company in El Segundo, Calif.,
sought protection under Chapter 11 of the Bankruptcy Code (Bankr.
C.D. Cal. Case No. 22-11471) on March 17, 2022, listing $100
million to $500 million in assets and $10 million to $50 million in
liabilities. Frank Lin, president of Cherry Man Industries, signed
the petition.
Cherry Man was started in 2002 by Frank Lin. It is one of the
largest nationwide importers and distributors of office furniture
case goods. It is headquartered in El Segundo, California, with
five distribution centers across the United States.
Judge Neil W. Bason oversees the case.
The Law Offices of Michael Jay Berger serves as the Debtor's legal
counsel.
An official committee of unsecured creditors has been appointed in
the case. The Committee has retained Kelley Drye & Warren LLP as
counsel.
CITIUS PHARMACEUTICALS: Incurs $7.6M Net Loss in Second Quarter
---------------------------------------------------------------
Citius Pharmaceuticals, Inc. filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q disclosing a net loss
of $7.56 million on zero revenue for the three months ended March
31, 2022, compared to a net loss of $4.12 million on zero revenue
for the three months ended March 31, 2021.
For the six months ended March 31, 2022, the Company reported a net
loss of $16.79 million on zero revenue compared to a net loss of
$12.27 million on zero revenue for the six months ended March 31,
2021.
As of March 31, 2022, the Company had $127.79 million in total
assets, $9.59 million in total liabilities, and $118.20 million in
total equity.
As of March 31, 2022, the Company had $55.8 million in cash and
cash equivalents and no debt.
As of March 31, 2022, the Company had 146,129,630 common shares
issued and outstanding.
The Company estimates that its available cash resources will be
sufficient to fund its operations through March 2023.
Management Commentary
"We continue to make significant progress with our three clinical
development programs. To date in 2022, we actively engaged with
our U.S. Mino-Lok trial sites to drive increased enrollment as
COVID-19 infections waned, engaged an additional CRO to expand
Mino-Lok patient recruitment to sites outside the U.S., announced
topline results for the Phase 3 trial of I/ONTAK that were
consistent with the prior FDA-approved formulation (ONTAK), and
initiated a Phase 2b study of Halo-Lido for patients suffering from
hemorrhoids. Moreover, we expect additional important catalysts
from these programs in the second half of the calendar year as we
remain on track with a BLA submission for I/ONTAK in the second
half of 2022, and expect to complete enrollment in the Mino-Lok and
Halo-Lido trials by the end of the year," stated Leonard Mazur,
Chairman and CEO of Citius.
"Covid-19 remains an enduring challenge worldwide. Although our
Mino-Lok trial has been impacted, we are actively engaging with
existing sites to drive enrollment during periods of waning
infection, and expanding recruitment sites outside the U.S. to
mitigate the risk of future Covid-19 waves. Our aim is to achieve
the events required to complete the Mino-Lok trial this year,"
added Mr. Mazur.
"The Citius balance sheet remains healthy with $55.8 million in
cash available to execute our near-term plans. As stewards of
Citius shareholders' capital, we focus on creating long-term value
in the business and will continue to evaluate all strategic and
financial options available to us. These may include non-equity
financing, out-licensing agreements, asset sales or other strategic
arrangements that would support the commercialization of our two
late-Phase 3 assets," concluded Mr. Mazur.
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/0001506251/000121390022025975/f10q0322_citiuspharm.htm
About Citius
Headquartered in Cranford, NJ, Citius Pharmaceuticals, Inc. --
http://www.citiuspharma.com-- is a specialty pharmaceutical
company dedicated to the development and commercialization of
critical care products targeting unmet needs with a focus on
anti-infectives, cancer care and unique prescription products.
Citius reported a net loss of $23.05 million for the year ended
Sept. 30, 2021, a net loss of $17.55 million for the year ended
Sept. 30, 2020, a net loss of $15.56 million for the year ended
Sept. 30, 2019, a net loss of $12.54 million for the year ended
Sept. 30, 2018, and a net loss of $10.38 million for the year ended
Sept. 30, 2017. As of Sept. 30, 2021, the Company had $142.43
million in total assets, $9.65 million in total liabilities, and
$132.78 million total equity.
COCRYSTAL PHARMA: Incurs $4.2 Million Net Loss in First Quarter
---------------------------------------------------------------
Cocrystal Pharma, Inc. filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q disclosing a net loss
of $4.21 million for the three months ended March 31, 2022,
compared to a net loss of $2.74 million for the three months ended
March 31, 2021.
"As the Company continues to incur losses, achieving profitability
is dependent upon the successful development, approval and
commercialization of its product candidates, and achieving a level
of revenues adequate to support the Company's cost structure. The
Company may never achieve profitability, and unless and until it
does, the Company will continue to need to raise additional
capital. Management intends to fund future operations through
additional private or public equity offerings and through
arrangements with strategic partners or from other sources. There
can be no assurances, however, that additional funding will be
available on terms acceptable to the Company, or at all, and any
equity financing may be very dilutive to existing stockholders,"
Cocrystal said.
As of March 31, 2022, the Company had $75.37 million in total
assets, $1.79 million in total liabilities, and $73.58 million in
total stockholders' equity.
The Company reported unrestricted cash of $54.8 million as of March
31, 2022, compared with $58.7 million as of Dec. 31, 2021. Net
cash used in operating activities for the first quarter of 2022 was
$3.9 million. The Company reported working capital of $53.8 million
as of March 31, 2022.
Management Commentary
"I am pleased to be reporting progress and important developments
with our antiviral programs for the treatment of influenza and
COVID-19," said Sam Lee, Ph.D., president and co-interim CEO of
Cocrystal. "With our oral PB2 inhibitor, CC-42344 for the
treatment of pandemic and seasonal influenza A, we announced
favorable preliminary safety and pharmacokinetic data from the
first two cohorts of healthy adults in our dose-escalation Phase 1
study underway in Australia. Enrollment in the remaining cohorts
is ongoing."
"We are also advancing toward the start of a Phase 1 study with our
novel, broad-spectrum inhalation SARS-CoV-2 3CL (main) protease
inhibitor CDI-45205 for the treatment of COVID-19. Scale-up
synthesis and process chemistry development are ongoing as we
prepare data to support an IND application," Dr. Lee added.
"Among our goals this year is to complete the CC-42344 Phase 1
influenza study and to initiate two Phase 1 COVID-19 studies with
CDI-45205 and a novel, broad-spectrum orally administered protease
inhibitor designed and developed using our proprietary
structure-based drug discovery platform technology," said James
Martin, CFO and co-interim CEO. "We are well positioned to execute
on these goals in the current challenging economic environment,
given our clean capital structure and a cash balance we believe is
sufficient to fund planned operations through 2023."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1412486/000149315222012782/form10-q.htm
About Cocrystal Pharma
Headquartered in Creek Parkway Bothell, WA, Cocrystal Pharma, Inc.
-- http://www.cocrystalpharma.com-- is a clinical stage
biotechnology company discovering and developing novel antiviral
therapeutics that target the replication machinery of influenza
viruses, hepatitis C viruses, noroviruses, and coronaviruses.
Cocrystal Pharma reported a net loss of $14.19 million for the year
ended Dec. 31, 2021, a net loss of $9.65 million on $2.01 million
of revenues for the year ended Dec. 31, 2020, a net loss of $48.17
million for the year ended Dec. 31, 2019, and a net loss of $49.05
million for the year ended Dec. 31, 2018. As of Dec. 31, 2021, the
Company had $79.39 million in total assets, $1.84 million in total
liabilities, and $77.55 million in total stockholders' equity.
CRESTVIEW RETIREMENT: Fitch Withdraws 'BB+' Issuer Default Rating
-----------------------------------------------------------------
Fitch Ratings has withdrawn the following Issuer Default Rating
(IDR):
-- Crestview Retirement Community (TX) IDR; Previous Rating:
'BB+'/Negative.
Additionally, Fitch has withdrawn its ratings for the following
bonds due to prerefunding activity:
-- New Hope Cultural Education Facilities Finance Corporation (TX)
(MRC Crestview Project) retirement facility revenue bonds series
2016 (prerefunded maturities only -- 64542UCN2, 64542UCS1,
64542UCP7, 64542UCT9, 64542UCQ5,64542UCR3) previous rating:
'BB+'/Negative.
Following the withdrawal of Crestview Retirement Community's
ratings, Fitch will no longer be providing the associated ESG
Relevance Scores for the issuer.
The ratings were withdrawn because the bonds were prerefunded and
the IDR is no longer considered by Fitch to be relevant to the
agency's coverage.
CRYOMASS TECHNOLOGIES: Incurs $2.2-Mil. Net Loss in First Quarter
-----------------------------------------------------------------
Cryomass Technologies Inc. filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q disclosing a net loss
of $2.15 million on zero net sales for the three months ended March
31, 2022, compared to a net loss of $1.05 million on zero net sales
for the three months ended March 31, 2021.
As of March 31, 2022, the Company had $13.33 million in total
assets, $1.57 million in total liabilities, and $11.75 million in
total shareholders' equity.
During 2021 Q2 and Q3, the Company obtained a total of $4,900,000
cash through a convertible debt unit offering consisting of a
convertible note and a warrant to purchase shares. These funds are
available to cover operating expenses while exploring new business
opportunities. On June 23, 2021, the Company consummated purchase
of assets of Cryocann USA Corp.
As of March 31, 2022, the Company had working capital of $2,302,548
and cash balance of $3,594,275. The Company estimates that it
needs approximately $3,000,000 to cover overhead costs plus an
additional $500,000-$2,000,000 to support the capital expenditures
and operations and growth of the assets acquired from CryoCann USA
Corp, over the next twelve months. Management believes it has
sufficient cash available, based on proceeds from two private
placements completed during the previous year to support the
anticipated level of operations for the foreseeable future.
"COVID-19 has resulted in, and may continue to result in,
significant disruption of financial markets, which may reduce the
Company's ability to access capital or its customers' ability to
pay the Company for past or future purchases, which could
negatively affect the Company's liquidity. The Company believes
that the cash balances and cash from operations will be sufficient
to satisfy its cash needs for the next few months until it can
obtain new long-term financing or other sources of capital. If we
are unable to attain additional financing, we will have to seek
additional strategic alternatives and relief from our additional
liabilities accumulated during COVID-19," Cryomass said.
"The impact of COVID-19 developments and uncertainty with respect
to the economic effects of the pandemic have introduced significant
volatility in the financial markets. The uncertainties associated
with COVID-19 related to our industry present risk and doubt about
the Company's ability to continue as a going concern," the Company
said.
Management believes it has sufficient cash available to support an
anticipated level of operations for at least 12 months following
the date of this report, according to Cryomass.
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1533030/000121390022025889/f10q0322_cryomass.htm
About Cryomass
Formerly known as Andina Gold Corp., Cryomass Technologies Inc.'s
business portfolio includes the accounts of Cryomass LLC (formerly
known as General Extract), which is controlled by the Company
through its 100% ownership interest, and CMI, a variable interest
entity for which the Company is deemed to be the primary
beneficiary and therefore is a consolidated entity of Cryomass
Technologies for GAAP purposes.
Cryomass reported a net loss of $12.86 million for the year ended
Dec. 31, 2021, a net loss of $11.82 million for the year ended Dec.
31, 2020, and a net loss of $3.06 million for the year ended Dec.
31, 2019. As of Dec. 31, 2021, the Company had $15.58 million in
total assets, $2.06 million in total liabilities, and $13.52
million in total shareholders' equity.
Lakewood, Colo.-based BF Borgers CPA PC, the Company's auditor
since 2020, issued a "going concern" qualification in its report
dated March 28, 2022, citing that the Company has suffered
recurring losses from operations that raises substantial doubt
about its ability to continue as a going concern.
CYPRESS CREEK: Creditors to Get Proceeds From Liquidation
---------------------------------------------------------
Cypress Creek Emergency Medical Services Association filed with the
U.S. Bankruptcy Court for the Southern District of Texas a Chapter
11 Plan of Liquidation under Subchapter V dated May 10, 2022.
Debtor is a Texas 501(3)(c) non-profit entity formed in 1975 by
volunteer citizens of Northwest Harris County who watched a
neighbor die of a heart attack due to substandard emergency medical
service in the Northwest Harris County, Texas, F.M. 1960 area.
On April 29, 2022, Debtor reached agreement with J&J Realty, LLC to
purchase the real estate at 711 Five Forks for $5.5 million. By the
same date Debtor had reached a separate agreement to sell J&J
Realty, LLC the real estate at 20923 Holzworth for $845,000. The
net effect of the real property sales will generate approximately
$2,771,253.58 to the estate net of Frost Bank's mortgage, which
will be paid off in its entirety.
On April 29, 2022, Debtor filed a motion for approval of a proposed
asset purchase agreement ("THHF APA") with a 501(c)(3) entity
called Texas Helping Hearts Foundation ("THHF"). THHF2 is an entity
affiliated with J&J Realty, LLC. J&J Realty, LLC is lending THHF
the funds necessary to perform under the APA. The overall
transaction contemplates:
* J&J Realty LLC's purchase of Debtor's real estate at 711
Five Forks and 20293 Holzworth;
* As set forth in more detail in the THHF APA, THHF will pay
Debtor the consideration for most (but not all) of Debtor's
personal property; and
* By or at closing, the transaction contemplates (subject to
the THHF's sole discretion) transition of most of Debtor's
approximately 73 full-time (and 20 part time) employees to THHF.
Class 10 consists of General Unsecured Creditors. The Holders of
Allowed Class 10 Claims shall receive pro rata share of
distributions of the remaining Net Distributable Cash, after
payment in full of Allowed Classes 1 through 9, until the earlier
of (i) when the Allowed Class 10 Claims are paid in full, without
interest, or (ii) the Net Distributable Cash is fully depleted.
Class 10 is impaired.
The source of funds to achieve consummation of and carry out the
Plan shall be (i) Proceeds from the liquidation of substantially
all of Debtor's real and personal property, including, but not
limited to, if it closes, liquidation by way of the THHF APA; (ii)
Debtor's Cash; (iii) collection accounts receivable and bad debt
owed to Debtor, including for any service provided on or before
April 19, 2022, and (iv) recoveries, if any, from pursuit of
Reserved Litigation Claims.
A liquidating trust shall be created pursuant to a Liquidating
Trust Agreement. The Liquidating Trust shall be governed by the
Liquidating Trust Agreement, the Plan, and the Confirmation Order.
The terms of the employment of the Liquidating Trustee shall be set
forth in the Liquidating Trust Agreement or the Confirmation Order.
Except as otherwise provided herein, Debtor shall transfer all
remaining rights and assets (not including non transferable
licenses and certifications), including Cash, Remaining Assets
(including for the removal of doubt, insurance policies), Reserved
Litigation Claims, and any Disputed Claims Reserve, to be
administered by the Liquidating Trustee, subject to the terms and
conditions of this Plan.
A full-text copy of the Liquidating Plan dated May 10, 2022, is
available at https://bit.ly/39notg2 from PacerMonitor.com at no
charge.
Attorneys for Debtor:
Annie E. Catmull, Esq.
O'ConnorWechsler PLLC
4400 Post Oak Plaza, Suite 2360
Houston, TX 77027
Tel: (281) 814-5977
Email: aecatmull@o-w-law.com
About Cypress Creek
Cypress Creek Emergency Medical Services Association is an
emergency medical service provider based in Spring, Texas.
Cypress Creek filed a petition for Chapter 11 protection (Bankr.
S.D. Tex. Case No. 21-33733) on Nov. 18, 2021, listing as much as
$10 million in both assets and liabilities. Wren Nealy, Jr., chief
executive officer, signed the petition.
Judge Christopher M. Lopez oversees the case.
The Debtor tapped Annie Catmull, Esq., at O'ConnorWesler, PLLC as
legal counsel and J. Patrick Magill of Magill, PC as chief
restructuring officer.
CYPRESS ENVIRONMENTAL: Court Approves Amended $5 Million DIP Loan
-----------------------------------------------------------------
Vince Sullivan of Law360 reports that energy sector inspection
company Cypress Environmental Partners LP received permission
Friday, May 13, 2022, to borrow up to $5 million in Chapter 11
financing after the debtor made changes to address concerns raised
by a Texas bankruptcy judge earlier this week.
During a virtual hearing, U.S. Bankruptcy Judge Marvin Isgur said
the alterations made to the debtor-in-possession loan documents
resolved his inquiries into the loan package being provided by
prepetition secured lender Argonaut Private Equity. The changes
included amending the estate's budget to reflect a new $250,000
cash pool being made available to general unsecured creditors.
About Cypress Environmental Partners
Cypress Environmental Partners LP's suite of services includes
inspection, water treatment, and other environmental services that
help their customers protect people, property, infrastructure, and
the environment with a focus on safety and sustainability. Its
primary business -- inspection services -- provides essential
environmental services, including inspection and integrity services
on a variety of infrastructure assets such as midstream pipelines,
oil and gas well gathering systems, natural gas plants, storage
facilities, pumping stations, compression stations, and natural gas
distribution systems.
Cypress Environmental Partners LP and affiliates sought Chapter 11
bankruptcy protection (Bankr. S.D. Tex. Lead Case No. 22-90039) on
May 8, 2022. In the petition filed by Jeffrey Herbers, authorized
signatory, Cypress Environmental Partners LP listed estimated total
assets amounting to $96,978,000 and total liabilities of
$62,418,000.
The case is assigned to Honorable Bankruptcy Judge Hon. Marvin
Isgur.
The Debtor's counsels are James Grogan, Esq. of PAUL HASTINGS LLP,
Justin Rawlins, Esq., and Matthew Micheli, Esq. FTI CONSULTING,
INC. is the financial advisor, PIPER SANDLER & CO. is the
investment banker,and KURTZMAN CARSON CONSULTANTS LLC is the claims
agent.
CYPRESS ENVIRONMENTAL: To Give Up Control to Argonaut in Chapter 11
-------------------------------------------------------------------
Cypress Environmental Partners LP filed for Chapter 11 bankruptcy,
outlining plans to have creditor Argonaut Private Equity take
control in exchange for forgiving $58 million of secured debt.
Cypress filed its "pre-packaged" case Sunday, May 8, 2022, after
having previously negotiated restructuring terms with creditors.
The Tulsa, Okla.-based company, which provides pipeline and
infrastructure inspection and testing to utility and energy
companies, plans to quickly wrap up transferring its equity to
Argonaut through proceedings initiated in the U.S. Bankruptcy Court
for the Southern District of Texas.
Cypress Environmental Partners announced that it filed for Chapter
11 bankruptcy protection and reached a restructuring support
agreement with its priority senior secured lender, an affiliate of
Argonaut Private Equity, that is expected to clear approximately
$58 million worth of debt.
Judge Isgur entered a series of interim orders on "first day"
motions that will facilitate Cypress's continued normal business
operations and reorganization efforts, including continuing to pay
employee wages and other obligations. In addition, the Court heard
Cypress's emergency scheduling motion and set a hearing date of
June 21, 2022 to consider both Cypress's prepetition solicitation
and confirmation of its prepackaged plan of reorganization.
Cypress also secured a $5 million debtor-in-possession financing
facility from Argonaut that, combined with cash from operations,
would provide enough liquidity during the Chapter 11 proceedings to
continue business as usual. The facility is subject to court
approval.
"With this important first step, we hope to have our plan confirmed
before the end of June to allow our valuable employees to no longer
be distracted so that they may solely focus on serving our
customers," said Peter C. Boylan III, Chairman, President and CEO
of Cypress.
About Cypress Environmental Partners
Cypress Environmental Partners LP offers suite of services includes
inspection, water treatment, and other environmental services that
help their customers protect people, property, infrastructure, and
the environment with a focus on safety and sustainability. Its
primary business, inspection services, provides essential
environmental services, including inspection and integrity services
on a variety of infrastructure assets such as midstream pipelines,
oil and gas well gathering systems, natural gas plants, storage
facilities, pumping stations, compression stations, and natural gas
distribution systems.
Cypress Environmental Partners LP and affiliates sought Chapter 11
bankruptcy protection (Bankr. S.D. Tex. Lead Case No. 22-90039) on
May 8, 2022. In the petition filed by Jeffrey Herbers, authorized
signatory, Cypress Environmental Partners LP listed estimated total
assets amounting to $96,978,000 and total liabilities of
$62,418,000.
The case is assigned to Honorable Bankruptcy Judge Hon. Marvin
Isgur.
PAUL HASTINGS LLP is the Debtors' counsel. FTI CONSULTING, INC. is
the financial advisor, PIPER SANDLER & CO. is the investment
banker,and KURTZMAN CARSON CONSULTANTS LLC is the claims agent.
DELCATH SYSTEMS: Incurs $8.2 Million Net Loss in First Quarter
--------------------------------------------------------------
Delcath Systems, Inc. filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q disclosing a net loss
of $8.20 million on $207,000 of product revenue for the three
months ended March 31, 2022, compared to a net loss of $6.75
million on $261,000 of product revenue for the three months ended
March 31, 2021.
As of March 31, 2022, the Company had $27.32 million in total
assets, $22.09 million in total liabilities, and $5.23 million in
total stockholders' equity.
The Company has incurred significant losses and has an accumulated
deficit of $429.2 million as of March 31, 2022. The Company said
these losses, among other factors, raise substantial doubt about
its ability to continue as a going concern.
"The Company's existence is dependent upon management's ability to
obtain additional funding sources or to enter into strategic
alliances. Adequate additional financing may not be available to
the Company on acceptable terms, or at all. If the Company is
unable to raise additional capital and/or enter into strategic
alliances when needed or on attractive terms, it would be forced to
delay, reduce, or eliminate its research and development programs
or any commercialization efforts. There can be no assurance that
the Company's efforts will result in the resolution of the
Company's liquidity needs. If the Company is not able to continue
as a going concern, it is likely that holders of its common stock
will lose all of their investment. The accompanying interim
condensed consolidated financial statements do not include any
adjustments that might result should the Company be unable to
continue as a going concern," Delcath said.
"The Company anticipates incurring additional losses until such
time, if ever, that it can generate significant sales. These
circumstances raise substantial doubt about the Company's ability
to continue as a going concern within one year after the date that
the financial statements are issued. Additional working capital
will be required to continue operations. Operations of the Company
are subject to certain risks and uncertainties, including, among
others, uncertainty of product development and clinical trial
results; uncertainty regarding regulatory approval; technological
uncertainty; uncertainty regarding patents and proprietary rights;
comprehensive government regulations; limited commercial
manufacturing, marketing, or sales experience; and dependence on
key personnel," Delcath said.
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/872912/000119312522147433/d290302d10q.htm
About Delcath Systems
Headquartered in New York, NY, Delcath Systems, Inc. --
http://www.delcath.com-- is an interventional oncology company
focused on the treatment of primary and metastatic liver cancers.
The Company's lead product candidate, Melphalan Hydrochloride for
Injection for use with the Delcath Hepatic Delivery System, or
Melphalan/HDS, is designed to administer high-dose chemotherapy to
the liver while controlling systemic exposure and associated side
effects. In Europe, Melphalan/HDS is approved for sale under the
trade name Delcath CHEMOSAT Hepatic Delivery System for Melphalan.
Delcath Systems reported a net loss of $25.65 million for the year
ended Dec. 31, 2021, compared to a net loss of $24.16 million for
the year ended Dec. 31, 2020. As of Dec. 31, 2021, the Company had
$33.12 million in total assets, $21.17 million in total
liabilities, and $11.95 million in total stockholders' equity.
New York, NY-based Marcum LLP, the Company's auditor since 2018,
issued a "going concern" qualification in its report dated March
30, 2022, citing that the Company has a significant working capital
deficiency, has incurred significant losses and needs to raise
additional funds to meet its obligations and sustain its
operations. These conditions raise substantial doubt about the
Company's ability to continue as a going concern.
DELIVERANCE HOLY: Unsecured Creditors to Get Nothing in Plan
------------------------------------------------------------
Deliverance Holy Tabernacle, Inc., filed with the U.S. Bankruptcy
Court for the District of New Jersey a Small Business Plan of
Reorganization dated May 10, 2022.
The Debtor is a church serving an underserved community located at
2 Barnert Place, Paterson, Passaic County, New Jersey (the
"Property").
Prior to commencing this Chapter 11 case, on or about November 22,
2021, a wrongful action was filed in the Superior Court of New
Jersey, Law Division, Passaic County captioned Jocelyn Cruz, as
Power of Attorney for Walter Scott v. Keith Carey and Rita Carey,
bearing Docket No. C-115-21 (the "Complaint"). Plaintiff Jocelyn
Cruz, the grand-daughter of Debtor's former pastor, Walter Scott,
exercised what was represented to be a valid power of attorney for
Mr. Scott, and caused the Complaint to be filed. The Complaint
alleged that Mr. Scott was deprived of his Church and property at 2
Barnert Plan, Paterson, New Jersey demanding surrender the property
to Jocelyn Cruz, as POA for Walter Scott. The Property is not now
nor ever was owned Mr. Scott nor was the Deed ever in Mr. Scott's
name.
The litigation caused the Debtor to have to divert funds for the
operation of the non-profit religious organization to defend
against the wrongful lawsuit draining precious resources which was
burdensome to Debtor's continuing outreach and to its church
operations. The timing of the lawsuit, which was filed during the
Covid-19 Pandemic, compounded the damages due to the restrictions
on the Debtor to provide in-person religious activities at the
church. Donations were limited due to the restrictions on in person
religious services during this period. At all times relevant
thereto, Pastors Rita and Keith Carey continued to provide
out-reach to the community by providing meals and assisting
parishioners to secure employment despite the limitations on funds
and Ms. Cruz's wrongful actions.
The Debtor proposes its plan of reorganization to pay allowed
administrative costs as awarded by the Bankruptcy Court and
priority creditors from its net operating expenses. No
distributions will be made to general unsecured creditors. There
are no secured claims to be paid, cured and/or maintained.
Class 1 consists of the claim of PSE&G. This Class shall receive a
monthly payment of $240.22 from July 1, 2022 to December 31, 2022.
This Class will receive a distribution of 100% of their allowed
claims.
Class 2 consists of the claim of Jocelyn Cruz, as Power of Attorney
for Walter Scott; Jocelyn Cruz, individually. Disputed, contingent
and unliquidated. This Class shall receive no distribution. No
proof of claim was filed. No motion to vacate the automatic stay to
proceed in state court was filed nor granted. Any and all claims
are disputed and claimant is to be enjoined and barred under the
Confirmation Order from taking any action against the Debtor's real
or personal property.
Class 3 consists of the claim of Walter Scott. Disputed, contingent
and unliquidated. This Class shall receive no distribution. No
proof of claim was filed. No motion to vacate the automatic stay to
proceed in state court was filed nor granted. Any and all claim is
disputed and claimant is to be enjoined and barred under the
Confirmation Order from taking any action against the Debtor's real
or personal property.
The Debtor will fund the Plan with contributions from its
parishioners and the community. On Confirmation of the Plan, all
property of the Debtor, tangible and intangible, including, without
limitation, its Property located at for 2 Barnert Place, Paterson,
New Jersey, licenses, furniture, fixtures and equipment, will
revert, free and clear of all Claims and Equitable Interests except
as provided in the Plan, solely to the Debtor. The Debtor expects
to have sufficient cash on hand to make the payments required on
the Effective Date.
The Debtor must submit all or such portion of revenues of the
Debtor to the supervision and control of the Trustee as is
necessary for the execution of the Plan. The Debtor's financial
projections show that the Debtor will have an aggregate annual
average cash flow, after paying operating expenses of $9,000.00.
The final Plan payment is expected to be paid on December 31,
2022.
A full-text copy of the Plan of Reorganization dated May 10, 2022,
is available at https://bit.ly/3sBGDS5 from PacerMonitor.com at no
charge.
Counsel for the Chapter 11 Debtor:
MIDDLEBROOKS SHAPIRO, P.C.
841 Mountain Avenue, First Floor
Springfield, NJ 07081
973-218-6877
middlebrooks@middlebrooksshapiro.com
About Deliverance Holy Tabernacle
Deliverance Holy Tabernacle, Inc., is an operating non-profit
church which provides religious services and outreach to an
underserved community in Paterson, New Jersey. Deliverance Holy
Tabernacle filed a Chapter 11 petition (Bankr. D.N.J. Case No.
21-19784) on Dec. 22, 2021. The Debtor is represented by Melinda
D. Middlebrooks, Esq. of MIDDLEBROOKS SHAPIRO, P.C.
DIFFUSION PHARMACEUTICALS: Incurs $4.5M Net Loss in First Quarter
-----------------------------------------------------------------
Diffusion Pharmaceuticals Inc. filed with the Securities and
Exchange Commission its Quarterly Report on Form 10-Q disclosing a
net loss of $4.53 million for the three months ended March 31,
2022, compared to a net loss of $4.64 million for the three months
ended March 31, 2021.
As of March 31, 2022, the Company had $33.57 million in total
assets, $2.96 million in total current liabilities, and $30.62
million in total stockholders' equity.
"The Company has not generated any revenues from product sales and
has funded operations primarily from the proceeds of public and
private offerings of equity, convertible debt and convertible
preferred stock. Substantial additional financing will be required
by the Company to continue to fund its research and development
activities. No assurance can be given that any such financing will
be available when needed, or at all, or that the Company's research
and development efforts will be successful," Diffusion said.
"The Company regularly explores alternative means of financing its
operations and seeks funding through various sources, including
public and private securities offerings, collaborative arrangements
with third parties and other strategic alliances and business
transactions. The Company does not have any commitments to obtain
additional funds and may be unable to obtain sufficient funding in
the future on acceptable terms, if at all. If the Company cannot
obtain the necessary funding, it will need to delay, scale back or
eliminate some or all of its research and development programs or
enter into collaborations with third parties to commercialize
potential products or technologies that it might otherwise seek to
develop or commercialize independently; consider other various
strategic alternatives, including a merger or sale of the Company;
or cease operations. If the Company engages in collaborations, it
may receive lower consideration upon commercialization of such
products than if it had not entered such arrangements or if it
entered into such arrangements at later stages in the product
development process," Diffusion said.
Operations of the company are subject to certain risks and
uncertainties including various internal and external factors that
will affect whether and when the Company's product candidates
become approved drugs and how significant their market share will
be, some of which are outside of the Company's control. The length
of time and cost of developing and commercializing these product
candidates or failure of them at any stage of the drug approval
process will materially affect the Company's financial condition
and future operations. The Company expects that its existing cash,
cash equivalents and marketable securities as of March 31, 2022
will enable it to fund its operating expenses and capital
expenditure requirements through 2023.
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/0001053691/000143774922012143/dffn20220331_10q.htm
About Diffusion Pharmaceuticals
Diffusion Pharmaceuticals Inc. is an innovative biotechnology
company developing new treatments that improve the body's ability
to bring oxygen to the areas where it is needed most, offering new
hope for the treatment of life-threatening medical conditions.
Diffusion's lead drug TSC was originally developed in conjunction
with the Office of Naval Research, which was seeking a way to treat
hemorrhagic shock caused by massive blood loss on the battlefield.
Diffusion reported a net loss of $24.09 million in 2021, a net loss
of $14.18 million in 2020, and a net loss of $11.80 million in
2019.
DILIGENT SPECIALIZED: Wins Cash Collateral Access Thru May 27
-------------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of Texas, Tyler
Division, authorized Diligent Specialized, LLC to use the alleged
cash collateral of TBS Factoring Service, LLC on an interim basis
in accordance with the budget through May 27, 2022.
The Debtor requires the use of the cash collateral to continue the
Debtor's ordinary course business operations and to maintain the
value of the bankruptcy estate.
TBS Factoring Service, LLC asserts that the Debtor is indebted to
it under various contracts, assignments, security agreements and
other loan instruments entered into prior to the Petition Date and
that the TBS Indebtedness is secured by properly perfected liens on
all or substantially all of the Debtor's assets.
TBS asserts that the TBS indebtedness totals approximately $60,199
as of the Petition Date. TBS further asserts that indebtedness may
increase in the future depending potential charge backs for
accounts purchased by TBS pre-petition.
The Debtor asserts that the correct amount of the secured claim is
$40,199.
As adequate protection for the use of cash collateral, TBS is
granted a post-petition security interest in, and replacement lien
upon, subject only to prior non-avoidable liens, the Debtor's
assets and property of every kind; provided that such Replacement
Lien shall only be to the extent, priority, and validity as existed
on such assets and property of the Debtor as of the Petition Date.
All liens and security interests granted are deemed effective,
valid, and perfected as of the Petition Date, without the necessity
of filing or recording by or with any entity of any documents or
instruments otherwise required to be filed or recorded under
applicable non-bankruptcy law.
To the extent necessary, TBS will each have an administrative
expense pursuant to section 507(b) of the Bankruptcy Code in the
Debtor's Chapter 11 Case and against the Debtor's bankruptcy estate
for the Debtor's use of cash collateral.
These events constitute an "Event of Default":
a. The Debtor's Chapter 11 Case is converted to a case under
Chapter 7 of the Bankruptcy Code;
b. The Court authorizes the expansion of the Subchapter V
Trustee's duties such that the Debtor is removed as a debtor in
possession of the Debtor's estate;
c. Any default under, breach of or failure to comply with, any
provisions of the Interim Order, including a failure to adhere to
the Budget, within a permitted variance of 11% for revenue or
expenditures, which breach is not cured within seven business days
after the Debtor's receipt of written notice thereof;
d. Any lien, security interest or priority purported to be
created by the Interim Order will, for any reason cease to be valid
and enforceable in accordance with the original terms of the
Interim Order, or subsequent orders are entered by the Court
amending, modifying, supplementing, vacating or staying the Interim
Order without the written consent of TBS;
e. The Court enters an order contrary to the provisions of
this Interim Order.
The final hearing on the matter is scheduled for May 26, 2022 at 2
p.m.
A copy of the order is available at https://bit.ly/3w8bA2f from
PacerMonitor.com.
About Diligent Specialized, LLC
Diligent Specialized, LLC is a cargo transport company. Diligent
Specialized sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D. Tex. Case No. 22-60191) on May 2,
2022. In the petition signed by Morris Treat, member and owner, the
Debtor disclosed up to $10 million in both assets and liabilities.
Judge Joshua P. Searcy oversees the case.
Brandon Tittle, Esq., at Tittle Law Group, PLLC is the Debtor's
counsel.
DIOCESE OF CAMDEN: Century Says 7th Amended Plan Incomplete
-----------------------------------------------------------
Century Indemnity Company requests that the Application for an
Order Shortening Time Regarding Approval of the Diocese's Seventh
Amended Disclosure Statement shortening the time period required by
Bankruptcy Rule 3017 pursuant to Fed. R. Bankr. P. 9006(c)(1) be
rejected and that a hearing be set no earlier than 28 days from the
filing of an amended plan that contain the terms pursuant to which
the Plan proponents propose to allow and value direct and indirect
abuse claims.
Century points out that the Plan of Reorganization that is now
before the Court represents a 180-degree sea change in substance
and structure from the Plan that the Diocese agreed to take to a
confirmation hearing. Under the prior Plan, a consensual agreement
to fund the Plan was reached among the Diocese, the Diocese's
parishes, and all of their alleged insurers with the method for
allocating the resulting fixed pot of money among claimants to be
done proportionally based on a point system. In abandoning this
structure, the Diocese by necessity has to set out with specificity
in its new Plan how direct and indirect abuse claims will be
allowed and valued as the point system has no application if the
insurer settlements are repudiated.
Century further points out that nowhere in the Seventh Amended Plan
or Disclosure Statement will the Court find the terms pursuit to
which abuse claims are to be allowed and valued. Rather, the
Diocese admits that Plan Documents now on file do not contain the
procedures for allowing or valuing claims which are the core of the
trust distribution procedures.
Century asserts that the Plan and Disclosure Statement now on file
lacks the sections that explain how claims are to be allowed and
valued, as a result, lacks any information about the ultimate
recovery of claimants. It is a mere placeholder plan which is
unconfirmable. A Disclosure Statement hearing should not be set
until a complete plan is filed. The Seventh Amended Plan
manifestly lacks key sections that are essential to assess the
treatment of claimants—all claimants know is that someone may be
charged to make an assessment of their claim values based upon
whatever that person deems legally and factually relevant. Taken
together, this makes the Seventh Amended Plan as essentially
nothing more than a meaningless placeholder. And there is no reason
to hold an expedited hearing on a Disclosure Statement for an
incomplete Plan.
According to Century, the baseline principles of equity and caselaw
interpreting Fed. R. Bankr. P. 9006(c) also require this Court to
reject the Application. It was the Diocese that decided to
repudiate a settlement that it had asked the Court to approve, and
then to rapidly redraft an incomplete Plan now that nullifies or is
likely nullify insurance coverage. Fed. R. Bankr. P. 9006(c) that
"cause" be shown to shorten time, and "[c]ause is not shown when
the cause for expedited hearing is one of the movant's own making."
.
Counsel for Century Indemnity Company, as successor to CCI
Insurance Company, as successor to Insurance Company of North
America, Federal Insurance Company, and Illinois Union Insurance
Company:
Mark D. Sheridan, Esq.
Mark C. Errico, Esq.
SQUIRE PATTON BOGGS (US) LLP
382 Springfield Ave., Suite 300
Summit, NJ 07401
Telephone: 973-848-5600
E-mail: mark.sheridan@squirepb.com
mark.errico@squirepb.com
Tancred Schiavoni, Esq.
Matthew L. Hinker, Esq.
O'MELVENY & MYERS LLP
Times Square Tower, 7 Times Square
New York, NY 10036
Telephone: 212-326-2000
E-mail: tschiavoni@omm.com
mhinker@omm.com
About The Diocese of Camden, NJ
The Diocese of Camden, New Jersey is a nonprofit religious
corporation organized pursuant to Title 16 of the Revised Statutes
of New Jersey. The Diocese is the secular legal embodiment of the
Roman Catholic Diocese of Camden, a juridic person recognized under
Canon Law.
The Diocese of Camden sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D.N.J. Case No. 20-21257) on Oct. 1, 2020.
The petition was signed by Reverend Robert E. Hughes, vicar General
and vice president. At the time of the filing, the Debtor had
total assets of $53,575,365 and liabilities of $25,727,209. Judge
Jerrold N. Poslusny Jr. oversees the case. McManimon, Scotland &
Baumann, LLC, is the Debtor's legal counsel.
E.L. SERVICES: Gets Interim Cash Collateral Access
--------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of California
authorized E.L. Services, Inc. to use cash collateral on an interim
basis in accordance with the budget attached to the Declaration of
Steve Baca Re Budget dated January 25, 2022.
The Court said that on or before 14 days from entry of the Court
order, any party may object to any item(s) in the budget and
request a hearing.
A further hearing on the matter is scheduled for July 13, 2022 at
10:30 a.m.
A copy of the order is available at https://bit.ly/3l9nliO from
PacerMonitor.com.
About E.L. Services, Inc.
E.L. Services, Inc., a landscape and maintenance company located in
Dublin, California, filed a Chapter 11 petition (Bankr. N.D. Cal.
Case No. 21-41087) on August 25, 2021. On the Petition Date, the
Debtor estimated $50,000 to $100,000 in assets and $1 million to
$10 million in liabilities. The petition was signed by Steven P.
Baca, general manager.
Judge William J. Lafferty oversees the case.
The Debtor tapped Kornfield, Nyberg, Bendes, Kuhner & Little P.C.
to serve as its counsel.
ECOBANK TRANSNATIONAL: Fitch Affirms 'B-' IDR, Outlook Stable
-------------------------------------------------------------
Fitch Ratings has affirmed Ecobank Transnational Incorporated's
(ETI) Long-Term Issuer Default Rating (IDR) at 'B-' with a Stable
Outlook and Viability Rating (VR) at 'b-'.
Fitch has withdrawn ETI's Support Rating and Support Rating Floor
as they are no longer relevant to the agency's coverage following
the publication of its Bank Rating Criteria on November 12, 2021.
In line with the updated criteria, Fitch has assigned ETI a
Government Support Rating (GSR) of 'no support' (ns).
KEY RATING DRIVERS
ETI's Long-Term IDR is driven by its standalone creditworthiness,
as expressed by its VR of 'b-'. ETI is the non-operating bank
holding company (BHC) of Ecobank Group. Its VR is notched down once
from the 'group VR' of 'b' due to high common equity double
leverage (153% at end-2021).
The 'group VR' considers a leading pan-African banking franchise,
strong revenue diversification, improving asset quality, healthy
operating profitability and a strong funding and liquidity profile.
These considerations are balanced against the group's heightened
exposure to foreign exchange (FX) risk and moderate capitalisation
in the context of its risk profile.
High Double Leverage: ETI's VR is one notch below the 'group VR',
reflecting higher failure risk at the BHC due to high common equity
double leverage and the majority of the group's operations being
outside the BHC's jurisdiction of domicile. These considerations
are balanced against prudent BHC liquidity management.
Strong Pan-African Franchise: The group has subsidiaries spanning
33 Sub-Saharan Africa (SSA) countries and assets of USD27 billion
at end-1Q22, making it one of the largest banking groups on the
continent outside of South Africa. Strong revenue diversification
is supported by a broad geographic footprint and significant
non-interest income, which represented 45% of operating income in
2021.
Heightened FX Risk: The group is exposed to the depreciation of SSA
currencies through its equity investments in subsidiaries, given
that its reporting currency is US dollars. The depreciation of
certain SSA currencies led to significant foreign currency (FC)
translation losses through other comprehensive income (OCI) that
exceeded net income in 1Q22. The impact of FC translation losses on
capitalisation is mitigated by risk-weighted assets (RWAs)
deflating in US dollar terms as SSA currencies depreciate.
Asset Quality Improving: The group's impaired loans ratio declined
from 9.7% at end-2019 to 6.3% at end-1Q22 as a result of
write-offs, recoveries and Stage reclassifications. Fitch expects
the ratio to decline further in the short term as some of the
largest impaired loans return to performance. Specific loan loss
allowance coverage of impaired loans (72% at end-1Q22) has also
improved in recent years.
Healthy Profitability: Operating returns on RWAs improved to 3.2%
in 2021 from 2.5% in 2020, driven by greater cost efficiency,
reduced loan impairment charges and declining risk-weight density.
However, the group reports consistent large FC translation losses
through OCI that Fitch expects to increase with pressure on SSA
currencies given rising US interest rates.
Moderate Capital Buffers: The group's common equity Tier 1 (CET1)
capital ratio (10.0% at end-2021) has a moderate buffer over its
current minimum regulatory requirement (8.5% including 2.5% capital
conservation and 1.0% systemically important financial institution
buffers). However, the ratio remains low compared with SSA peers
and we consider it moderate in the context of the group's risk
profile.
Strong Funding Profile: The group's funding profile benefits from a
high percentage of current and savings accounts and low depositor
concentration. The group's low gross loans/customer deposits ratio
(52% at end-2021) reflects its small loan book, which supports
strong liquidity coverage in hard and local currencies. USD490
million of BHC debt matures in 2022, which management expects to
largely refinance through senior unsecured debt issued at BHC
level.
No Support: The 'ns' GSR reflects Fitch's view that support cannot
be relied upon for ETI, as a non-operating BHC, from any sovereign
authority. Fitch believes that some of the group's subsidiaries
could be supported by their respective national authorities, but
such support is unlikely to extend to ETI itself.
RATING SENSITIVITIES
Factors that could, individually or collectively, lead to negative
rating action/downgrade:
ETI's VR and Long-Term IDR would be downgraded if common equity
double leverage increases materially from current levels, which
would result in a widening of the notching between the 'group VR'
and that of the BHC.
The ratings could also be downgraded if large FC translation losses
through OCI erode headroom above the group's CET1 Capital ratio
regulatory requirements or to levels which we would consider to be
no longer commensurate with the group's risk profile. For the
ratings to be downgraded, it is likely that this would be in
conjunction with material weakening of asset quality and operating
profitability.
Factors that could, individually or collectively, lead to positive
rating action/upgrade:
A reduction in common equity double leverage sustainably below the
120% threshold would lead to an upgrade of ETI's VR and Long-Term
IDR.
The ratings could be upgraded if there is a material reduction in
the group's exposure to structural FX risk and a moderation in FC
translation losses.
The GSR is unlikely to be upgraded as Fitch considers the sovereign
authorities' propensity to provide support to ETI unlikely to
change.
OTHER DEBT AND ISSUER RATINGS: KEY RATING DRIVERS
ETI's senior unsecured notes are rated in line with its Long-Term
IDR because in Fitch's view the likelihood of default on these
reflects that of the BHC. The Recovery Rating of these notes is
'RR4', indicating average recovery prospects.
OTHER DEBT AND ISSUER RATINGS: RATING SENSITIVITIES
Factors that could, individually or collectively, lead to negative
rating action/downgrade:
ETI's senior unsecured debt rating would be downgraded if its
Long-Term IDR was downgraded.
Factors that could, individually or collectively, lead to positive
rating action/upgrade:
ETI's senior unsecured debt rating would be upgraded if its
Long-Term IDR was upgraded.
VR ADJUSTMENTS
The Business Profile Score of 'b+' has been assigned below the 'bb'
category implied score due to the following adjustment reason:
Organisational Structure (negative).
BEST/WORST CASE RATING SCENARIO
International scale credit ratings of Financial Institutions and
Covered Bond issuers have a best-case rating upgrade scenario
(defined as the 99th percentile of rating transitions, measured in
a positive direction) of three notches over a three-year rating
horizon; and a worst-case rating downgrade scenario (defined as the
99th percentile of rating transitions, measured in a negative
direction) of four notches over three years. The complete span of
best- and worst-case scenario credit ratings for all rating
categories ranges from 'AAA' to 'D'. Best- and worst-case scenario
credit ratings are based on historical performance.
REFERENCES FOR SUBSTANTIALLY MATERIAL SOURCE CITED AS KEY DRIVER OF
RATING
The principal sources of information used in the analysis are
described in the Applicable Criteria.
ESG CONSIDERATIONS
Unless otherwise disclosed in this section, the highest level of
ESG credit relevance is a score of '3'. This means ESG issues are
credit-neutral or have only a minimal credit impact on the entity,
either due to their nature or the way in which they are being
managed by the entity.
EDISON INT'L: Fitch Affirms BB Rating on Preferred Debt
-------------------------------------------------------
Fitch Ratings has revised Edison International's (EIX) and Southern
California Edison Company's (SCE) Rating Outlook to Positive from
Stable. Fitch has also affirmed both companies' Long- and
Short-Term Issuer Default Ratings (IDR) at 'BBB-'/'F3' and their
instrument ratings as indicated below.
The ratings affirmation considers credit risk from wildfires
involving SCE equipment, cessation of financial pressure from
wildfire liabilities associated with 2017/2018 firestorms in
2023-2024, ongoing efforts to mitigate wildfire exposure and
improve grid resilience and credit-supportive aspects of wildfire
legislation. The ratings also consider regulatory lag associated
with recovery of wildfire mitigation costs.
The Positive Outlook reflects the meaningful decline in major,
utility-sparked wildfires in SCE's service territory post-2018,
despite elevated wildfire activity in California in 2020 and 2021.
Fitch believes the wildfire fund created by Assembly Bill (AB)1054
effectively addresses potential liquidity issues under inverse
condemnation due to future wildfire activity. A key concern is
premature depletion of the wildfire fund due to continued large
utility-sparked wildfires in California.
KEY RATING DRIVERS
Wildfire Risk Update: Fitch believes wildfire risk remains a key
challenge to SCE and EIX creditworthiness along with higher
leverage due to large 2017/2018 third-party wildfire liability
funding costs under inverse condemnation. Nonetheless, progress
made by SCE to improve fire resilience is, in Fitch's opinion,
evident in materially reduced wildfire activity over the past three
years.
Fires in SCE's service territory in 2019 and 2020, where its
equipment may have been involved, include the Saddle Ridge (October
2019) and Bobcat (September 2020) Fires. The Saddle Ridge Fire
destroyed 19 structures and the Bobcat Fire 171. That compares to
1,063 structures destroyed by the Thomas Fire in 2017 and 1,643 by
the Woolsey Fire in 2018.
Unlike the Saddle Ridge and Bobcat fires, which are under
investigation, the Thomas and Woolsey fires have been determined by
the California Department of Forestry and Fire Prevention (Cal
Fire) to have been caused by SCE equipment and the utility has paid
more than $6 billion to settle wildfire plaintiff claims under
inverse condemnation. The California Attorney General's Office has
completed its investigation of the Thomas and Woolsey fires without
pursuing criminal charges.
Recent Credit-Supportive Developments: The significant reduction in
the number of structures destroyed by SCE-sparked wildfires during
2019-2021 compared to 2017-2018 combined with ongoing efforts to
enhance wildfire resilience, credit supportive elements of wildfire
legislation enacted in California and improving projected credit
metrics support the rating affirmation and Positive Outlooks for
EIX and SCE. While Fitch believes efforts underway to minimize
wildfire destruction may be taking root, sustained recurrence of
similarly destructive firestorm activity as 2017-2018 cannot be
ruled out and would result in adverse credit rating actions for EIX
and SCE.
Credit Supportive Legislation Enacted: AB 1054, Senate Bill 901 and
a number of other laws were enacted in California to protect the
public against deadly wildfires. AB 1054 creates a $21 billion
wildfire insurance fund for the three large electric IOUs in
California, including SCE, to defray prudently incurred
wildfire-related liabilities under inverse condemnation (IC) in
excess of $1 billion. California applies IC to IOUs when their
equipment is deemed to have ignited a wildfire, holding them
strictly liable even if they complied with all rules and
regulations. Under IC, payments to wildfire victims are made
relatively quickly and may not be recovered by IOUs until long
after payments have been made, if at all.
The AB 1054 insurance fund is designed to address this mismatch in
cash recovery and liability payments, providing a robust source of
funds to buffer SCE and the other large IOUs from liquidity and
funding challenges associated with large firestorm-related
liabilities. The legislation also authorized a wildfire mitigation
certification process to support IOU efforts to enhance resilience,
a more balanced prudence standard and securitization of certain
wildfire-related costs. Premature exhaustion of the AB 1054 fund
due to elevated wildfire activity and related claims is a concern.
Credit Metrics Improving: Anticipated cessation of 2017-2018
wildfire liability funding pressure in 2023-2024 and recovery of
wildfire resilience costs in rates are expected to improve EIX and
SCE leverage, with notably lower leverage at SCE. Fitch estimates
FFO leverage will average less than 5x at EIX and less than 4x at
SCE during 2022-2026. Higher consolidated leverage at EIX reflects
increasing parent-only debt at EIX in recent years. Given the
relative improvement in SCE's credit metrics, the utility's ratings
under Fitch's PSL criteria would support up to a two-notch
differential in EIX's and SCE's IDR.
EIX's and SCE's credit metrics have been pressured by significant
unrecovered liabilities associated with 2017/2018 wildfires and
regulatory lag associated with wildfire related expenses. The
impact of the costs of participating in the AB 1054 wildfire fund
-- including contributions to the fund, large capex and no equity
return on $1.6 billion of wildfire-related capex -- have also
pressured metrics.
Capex: Elevated SCE capex reflects wildfire-mitigation investment
to enhance grid resilience and modernize the grid to accommodate
greater penetration of distributed resources in support of
California's greenhouse gas reduction goals including
electrification of transportation and buildings.
Fitch's rating case is consistent with SCE's 2022-2025 estimated
annual capex of approximately $6 billion per annum and assumes
authorization of approximately 90% of requested capex for recovery
in future base rate and other regulatory proceedings. Based on
Fitch's rating case, EIX and SCE FFO leverage is projected to
average less than 5.0x and 4.0x, respectively.
2017/2018 Wildfire Liabilities: SCE increased its estimated loss
related to the 2017/2018 wildfire and mudslide events by $416
million in 1Q 2022, bringing the total pre-tax charge booked
through March 31, 2022 to $7.9 billion. The utility has settled
subrogation claims related to the 2017/2018 wildfires, as well as
claims brought by public entities and thousands of individual
plaintiffs. In addition, SCE settled the Safety and Enforcement
Division's (SED) investigation into the 2017/2018 wildfire and
mudslide events, all with no admission of wrongdoing.
With the statute of limitations for submission of wildfire claims
related to the Woolsey fire expected to expire later this month,
further charges related to past wildfire activity should prove
manageable, in Fitch's opinion. Fitch expects SCE to seek recovery
of costs related to the 2017/2018 wildfire and mudslide events but
has not included any recovery in Fitch's rating case.
EIX Debt: Fitch believes EIX's consolidated balance-sheet debt is
manageable, totaling $32 billion as of Mar. 31, 2022, including
holding company and utility preferred and preference securities of
approximately $3.9 billion. EIX parent-only debt and preferred was
$5.1 billion or 16% of total EIX consolidated debt and preferred
securities.
EIX parent-only debt has increased sharply from approximately $400
million at YE 2013. Higher EIX debt is due to funding requirements
at SCE for capex, catastrophic wildfire costs and payments to
creditors of former subsidiary Edison Mission Energy under its
bankruptcy court-approved reorganization plan.
Parent-Subsidiary Rating Linkage: Fitch has determined a
parent-subsidiary relationship exists between EIX and SCE and,
based on the companies' standalone credit profiles (SCP), their
issuer default ratings are the same.
EIX subsidiary SCE accounts for virtually all of EIX's consolidated
earnings and cash flows. As such, Fitch would apply a stronger
subsidiary, weaker parent approach to rating SCE and EIX under
Fitch's parent-subsidiary linkage criteria should their SCPs
diverge, reflecting EIX's dependence on cash flows from SCE to meet
its obligations. In that scenario, legal ring fencing would be
deemed by Fitch to be porous and access and control open, resulting
in a maximum two-notch differential in SCE's and EIX's IDRs.
Securitization Bonds Issued: As authorized under AB 1054, SCE
expects to issue securitization bonds in 2023 to recover
approximately $730 million capital costs and issued a total of $871
million of securitization bonds in February 2021 and February
2022.
Coronavirus Impacts: Fitch does not expect impacts of the
coronavirus to result in adverse credit rating actions for SCE or
its corporate parent. The CPUC has approved the COVID-19 Pandemic
Protections Memorandum Account (CPPMA) to track coronavirus-related
costs for future recovery. Bad debt and other coronavirus costs are
expected to be deferred and recovered through SCE's Residential
Uncollectibles Balancing Account, CPPMA and Catastrophic Event
Memorandum Account.
ESG Considerations: EIX and SCE have Environmental Social and
Governance (ESG) Relevance Scores (RS) of '4' for Exposure to
Environmental Impacts and Exposure to Social Impacts. The scores
reflect Fitch's assessment of wildfire risks to creditworthiness as
being manageable within EIX's and SCE's current rating category.
Both ESG RS consider efforts underway at EIX and SCE to enhance
resilience, mitigate the financial effects associated with
firestorm activity in California while minimizing wildfire
incidence and the frequency and size of safety-related
de-energizations. Post-2018 wildfires in SCE's service territory
have been meaningfully smaller and more manageable and access to
the AB 1054 wildfire fund provides a significant financial buffer
to absorb future wildfire liabilities.
DERIVATION SUMMARY
EIX compares favorably with peer utility holding company PG&E Corp.
(PCG; BB/Stable) and is similarly positioned to Cleco Corporate
Holdings (Cleco; BBB-/Stable) and Puget Energy Inc. (PE;
BBB-/Stable). Both EIX's and PCG's business risk profiles are
seriously challenged by outsized wildfire-related liabilities with
significantly greater adverse effect for PCG. Post-2018 wildfires
in SCE's service territory have been smaller and more manageable
than the 2017/2018 wildfires and the 2021 Dixie Fire which occurred
in PG&E's service territory and, according to Cal Fire, involved
the utility's equipment.
EIX, PCG, Cleco and PE are single utility-holding companies
operating in parts of California (PCG & EIX), Washington (PE) and
Louisiana (Cleco). EIX and PCG are significantly greater in size
and scale than PE or Cleco and parent-only debt is significantly
lower -- approximately 10% to 15% for EIX and PCG versus 30% for PE
and 50% for Cleco. Virtually all of EIX's, PCG's and PE's
consolidated EBITDA is provided by regulated operations and
approximately 75% for Cleco. Fitch estimates FFO leverage will
average just under 5.0x in 2022-2026 better than Fitch's estimate
of 5.0x-6.0x for PE and Cleco. EIX credit metrics are in line with
estimated PCG leverage of just under 5.0x in 2022 and 2023.
EIX's and PCG's respective core utilities SCE and Pacific Gas and
Electric Co. (PG&E; BB/Stable) are among the largest utilities in
the U.S. SCE with 5.2 million electric customers is smaller than
PG&E (5.5 million electric and 4.5 million natural gas customers)
but considerably larger than Jersey Central Power & Light (JCP&L;
BBB-/Positive -- 1.2 million electric customers) and Dayton Power &
Light Company (DP&L; BBB-/Negative -- 0.5 million electric
customers).
All four utilities' have been challenged in recent years by
regulatory and other headwinds. SCE and PG&E are integrated
electric utilities with higher operating risk profiles, in Fitch's
opinion, compared with DP&L's and JCP&L's lower risk transmission
and distribution utility operations.
Legislative initiatives addressing regulatory and wildfire related
liquidity concerns are key factors stabilizing the ratings of SCE
and utility peer PG&E. DP&L's creditworthiness has been adversely
impacted by regulatory developments in Ohio, primarily due to a
PUCO order blocking distribution modernization charges of $105
million per year. At JCP&L, regulatory lag has led to somewhat
weaker credit metrics in recent years, which are expected to
improve due to a more balanced outcome in JCP&L's last base rate
case.
Both DP&L's and JCP&L's ratings also reflect high double leverage
at their respective corporate parent companies. While extreme
weather and climate related events are a risk for JCP&L and DP&L,
catastrophic wildfire risk is, in Fitch' opinion, considerably more
pronounced for SCE and PG&E from a credit perspective.
SCE's FFO leverage is expected by Fitch to average better than 4.0x
during 2022-2026. That compares to better than 5.0x for PG&E. JCP&L
leverage is expected to average less than 5.0x during 2022-2024 and
DP&L's FFO leverage is expected to be between 4.0x and 5.0x.
Uncertainty regarding the magnitude, frequency and destructive
force of California wildfires and associated third party
liabilities heighten regulatory and operating risks for SCE and
PG&E, in Fitch's view, in comparison to its peers.
KEY ASSUMPTIONS
Fitch's Key Assumptions Within Its Rating Case for the Issuer:
-- No rate recovery of 2017-2018 wildfire liabilities;
-- SCE pays approximately $7.9 billion of total wildfire-related
third-party liabilities;
-- No equity return on the first $1.6 billion of wildfire
mitigation plan capex;
-- Capex spend during 2022-2025 of approximately $6 billion per
year on average;
-- Credit supportive federal and state economic regulation;
-- Securitization of approximately $1.2 billion of AB 1054
capital costs 2022-2023;
-- Timely recovery of memo account balances 2022-2025;
-- Balanced funding of SCE's capex program.
RATING SENSITIVITIES
Factors that could, individually or collectively, lead to positive
rating action/upgrade for Edison International:
-- FFO leverage of 5.0x or better on a sustained basis.
Factors that could, individually or collectively, lead to negative
rating action/downgrade for Edison International:
-- Significant debt issuance;
-- A downgrade of SCE;
-- FFO leverage of greater than 5.5x on a sustained basis.
Factors that could, individually or collectively, lead to positive
rating action/upgrade for Southern California Edison:
-- Consistent progress reducing firestorm risk in the
intermediate-to-long term;
-- FFO leverage of 5.0x or better on a sustained basis;
-- Consecutive years of more manageable utility-triggered
wildfire activity consistent with post-2017/2018 levels;
-- No or modest wildfire activity within SCE's service territory
could result in positive resolution of the Rating Outlook
within 12-18 months;
-- Successful implementation of A.B. 1054, with regard to
resiliency initiatives, durability of the wildfire insurance
fund and CPUC interpretation of prudence standards;
-- Better than expected regulatory outcomes with respect to
timeliness and substance.
Factors that could, individually or collectively, lead to negative
rating action/downgrade for Southern California Edison:
-- Continuing catastrophic wildfire activity leading to depletion
of the wildfire fund more quickly than expected and resulting
exposure to incremental wildfire liabilities;
-- Execution risk associated with A.B. 1054, including safety
certification issuance, implementation of the wildfire
insurance fund or unexpectedly large prudence disallowance by
the CPUC;
-- Ineffective operating response to wildfires;
-- Poor PSPS execution, communication and management;
-- Adverse political, legislative or regulatory developments;
-- Increases to FFO-adjusted leverage to greater than 5.5x on a
sustained basis.
BEST/WORST CASE RATING SCENARIO
International scale credit ratings of Non-Financial Corporate
issuers have a best-case rating upgrade scenario (defined as the
99th percentile of rating transitions, measured in a positive
direction) of three notches over a three-year rating horizon; and a
worst-case rating downgrade scenario (defined as the 99th
percentile of rating transitions, measured in a negative direction)
of four notches over three years. The complete span of best- and
worst-case scenario credit ratings for all rating categories ranges
from 'AAA' to 'D'. Best- and worst-case scenario credit ratings are
based on historical performance.
LIQUIDITY AND DEBT STRUCTURE
Fitch believes EIX has ample consolidated liquidity. EIX has
negotiated $4.9 billion of consolidated revolving credit facilities
(RCFs) composed of a $1.5 billion revolver at the corporate parent
and a $3.4 billion revolver at SCE. On a consolidated basis, EIX
had total available borrowing capacity of $4.4 billion and cash and
cash equivalents of $231 million as of Mar. 31, 2022. EIX's $1.5
billion RCF was fully available and the corporate parent had $64
million of cash on hand. SCE ended 1Q 2022 with $2.9 billion
available to be borrowed under its RCF and $119 million of cash on
hand.
Like most utilities, SCE is expected to be FCF negative based on
Fitch's assumptions and its large capex program. Negative FCF is a
function of high capex driven by spending to mitigate catastrophic
wildfire activity and meet California's greenhouse gas reduction
goals. Fitch expects cash shortfalls to be funded with a balanced
mix of debt and equity. EIX and SCE have access to debt capital
markets and Fitch believes debt maturities are manageable.
ISSUER PROFILE
Holding company EIX's core utility, SCE, is one of the largest
investor-owned electric utilities in the U.S. SCE provides
electricity services to 15 million people through five million
customer accounts across a 50,000 square-mile service territory in
Central, Southern and Coastal California.
ESG CONSIDERATIONS
EIX and SCE have ESG Relevance Scores (RS) of '4' for exposure to
environmental impacts, reflecting the constructive impact of AB
1054, including creation of the wildfire fund, and ongoing efforts
by EIX, SCE and the State of California to mitigate catastrophic
wildfire activity. The ESG RS for exposure to environmental factors
is relevant to the companies' ratings and has an impact on EIX's
and SCE's ratings in combination with other factors.
EIX and SCE have an ESG Relevance Scores (RS) of '4' for exposure
to social impacts which are also related to wildfire activity and
its adverse impact on the utility's relationship with customers and
is relevant to the ratings and has an impact on EIX's and SCE's
ratings in combination with other factors.
Unless otherwise disclosed in this section, the highest level of
ESG credit relevance is a score of '3'. This means ESG issues are
credit-neutral or have only a minimal credit impact on the entity,
either due to their nature or the way in which they are being
managed by the entity.
Entity/Debt Rating Prior
----------- ------ -----
Southern California
Edison Company
LT IDR BBB- Affirmed BBB-
ST IDR F3 Affirmed F3
senior unsecured LT BBB Affirmed BBB
preferred LT BB+ Affirmed BB+
senior secured LT BBB+ Affirmed BBB+
senior unsecured ST F3 Affirmed F3
SCE Trust II
preferred LT BB+ Affirmed BB+
SCE Trust IV
preferred LT BB+ Affirmed BB+
SCE Trust VI
preferred LT BB+ Affirmed BB+
SCE Trust V
preferred LT BB+ Affirmed BB+
SCE Trust III
preferred LT BB+ Affirmed BB+
Edison International
LT IDR BBB- Affirmed BBB-
ST IDR F3 Affirmed F3
senior unsecured LT BBB- Affirmed BBB-
preferred LT BB Affirmed BB
senior unsecured ST F3 Affirmed F3
EMERALD HOLLOW: Files Emergency Bid to Use Cash Collateral
----------------------------------------------------------
Emerald Hollow Mine, LLC asks the U.S. Bankruptcy Court for the
Western District of North Carolina, Statesville Division, for
authority to use cash collateral in accordance with the budget,
with a 10% variance and provide adequate protection.
The Debtor believes that the purported senior secured creditor is
World Business Lenders, LLC, UCC File No. 20170018285F,
continuation UCC File No. 20220016335F. Upon further information
and belief, pursuant to the filed UCC Financing Statement, WBL is
allegedly secured by interests in certain property of the Debtor,
including, but not limited to, accounts, accounts receivable and
cash collateral. However, WBL is not the deposit account holder for
the Debtor.
Furthermore, upon a review of the public record, excluding liens
cither terminated via statement or terminated by operation of law,
the Debtor believes that United States Small Business
Administration, UCC File No. 20200101287E filed on July 8, 2020 is
the junior lien holder.
Due to the emergency nature of the filing, the Debtor's lawyer has
not yet had a full opportunity to fully review the Loan Documents
associated with the Creditors.
The Debtor proffers that the Creditors have adequate protection
against the diminution in value of their pre-petition collateral.
Preliminarily, the use of cash collateral in the ordinary course of
business, in and of itself, provides adequate protection in that it
preserves the going concern value of the Debtor's business and
consequently the value of the pre-petition collateral.
Moreover, to protect against diminution in the value of the
pre-petition collateral, the Debtor proposes to provide the
Creditors with replacement liens in post-petition assets to the
same extent and priority as existed pre-petition, for all cash
collateral actually expended during the duration of the interim
cash collateral Order.
Furthermore, as additional adequate protection, the Debtor has
proposed a monthly adequate protection payment of $1,600 to WBL in
the attached Budget.
A copy of the order and the Debtor's six-week budget is available
at https://bit.ly/3yEarRJ from PacerMonitor.com.
The budget provides for total expenses, on a weekly basis, as
follows:
$27,947 for week 1;
$38,947 for week 2;
$24,947 for week 3;
$24,947 for week 4;
$24,947 for week 5; and
$38,947 for week 6.
About Emerald Hollow Mine, LLC
Emerald Hollow Mine, LLC operates an Emerald Mine that is open to
the public for prospecting. The Debtor sought protection under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D.N.C. Case No.
22-50116) on May 16, 2022. In the petition filed by Jason Martin,
member manager, the Debtor disclosed up to $500,000 in assets and
up to $10 million in liabilities.
Judge Laura T. Beyer oversees the case.
John C. Woodman, Esq., at Essex Richards, PA is the Debtor's
counsel.
ENVIRONMENTAL REMEDIATION: Seeks Chapter 11 Bankruptcy
------------------------------------------------------
Environmental Remediation and Financial (ERFS) filed for chapter 11
protection in the District of New Jersey.
According to court filings, ERFS estimates between 1 and 49
unsecured creditors.
A telephonic meeting of creditors under 11 U.S.C. Sec. 341(a)
meeting is slated for June 2, 2022 at 12:00 p.m.
About Environmental Remediation and Financial
Environmental Remediation and Financial Services (ERFS) --
https://www.erfs.com/ -- developed insitu (subsurface) soil and
groundwater remediation technologies, business solutions and
financial programs.
Environmental Remediation and Financial Services sought Chapter 11
bankruptcy protection (Bankr. D.N.J. Case No. 22-13639) on May 3,
2022. In the petition filed by Mark Vigner, as president,
Environmental Remediation estimated assets and liabilities between
1 million and 10 million each.
Marc C Capone, of Gillman, Bruton & Capone, LLC, is the Debtor's
counsel.
ENVISION HEALTHCARE: S&P Upgrades ICR to 'CCC' On Watch Negative
----------------------------------------------------------------
S&P Global Ratings upgraded its issuer credit rating on U.S.
physician staffing and ambulatory services company Envision
Healthcare Corp. to 'CCC' from 'SD' (selective default) and placed
the rating on CreditWatch with negative implications.
S&P's issue level rating on the company's $300 million revolving
credit facility due in October 2023 is unchanged at 'CCC'.
The CreditWatch with negative implications reflects the probability
of a downgrade within the next 90 days if it appears inevitable
that Envision will face a payment default or undertake additional
below par debt repurchases or actions that S&P considers
distressed.
S&P said, "Our 'CCC' issuer credit rating on Envision Healthcare
Corp. reflects the very challenging operating environment within
its physician services segment and our expectation the company will
generate meaningful discretionary cash flow deficits over the next
few years.We expect the combination of patient volume likely
remaining below pre-pandemic levels and volatile, high labor costs,
and payor pressure on rates will keep profitability weak within
Envision's physician services segment. Although patient volume
improved during 2021, we expect patient utilization of emergency
rooms will differ compared to pre-pandemic utilization.
Increasingly, patients with lower-acuity emergent needs are finding
alternatives to the emergency room, including the greater use of
virtual technology. Moreover, the Omicron surge added unanticipated
pressure on visits. In our view, this shift in emergency service
utilization and near-term volatility related to COVID-19 case
surges create significant challenges for Envision's ability to
efficiently manage clinical utilization. Furthermore, the company,
like the rest of the health care industry, faces labor challenges
requiring the use of more expensive locum and overtime labor. We
expect these headwinds will remain in the near term, albeit not as
pronounced as in January and February, and contribute to
meaningfully weaker operating efficiency, profitability, and cash
flow generation within its physician services segment than we
previously expected.
"We continue to view Envision's capital structure as
unsustainable.On April 29, 2022, Envision issued new senior secured
first- and second-lien debt at one of its subsidiaries (AmSurg LLC)
and used the net proceeds of about $2.4 billion to provide the
company with about $1 billion in additional liquidity and $1.3
billion to fund the negotiated open-market discounted repurchases
of about $1.9 billion in legacy debt. The transaction resulted in
an increase in consolidated gross debt of about $520 million and
bolstered the company's unrestricted cash balance to about $1.2
billion. Despite this large cash injection, we believe Envision's
capital structure remains unsustainable based on our expectation
for annual discretionary cash flow deficits of $100 million to $300
million over the next couple of years, inclusive of the
profitability weakness in the physician services segment, expected
significant uses of working capital, increased capital expenditures
to expand its ambulatory services business, and rising interest
rates (just under 90% of the company's debt outstanding is based on
a variable rate). Furthermore, an aggregate amount of about $744
million outstanding under Envision's ABL and revolving credit
facilities comes due October 2023. We believe the company is likely
to have a difficult time refinancing or repaying these obligations
without an unforeseen positive development, thereby making a
default scenario likely within the next 12 months in our view.
"The CreditWatch with negative implications reflects the
probability of a downgrade within the next 90 days if it appears
inevitable that Envision will face a payment default or undertake
additional below par debt repurchases or other actions that we
consider distressed, apart from its debt we currently rate 'D'."
EVERYTHING BLOCKCHAIN: Posts $2.3M Net Income in FY Ended Jan. 31
-----------------------------------------------------------------
Everything Blockchain, Inc. filed with the Securities and Exchange
Commission its Annual Report on Form 10-K disclosing net income of
$2.32 million on $2.48 million of revenue for the year ended Jan.
31, 2022, compared to a net loss of $49.30 million on $62,000 of
revenue for the year ended Jan. 31, 2021.
As of Jan. 31, 2022, the Company had $29.65 million in total
assets, $2.2 million in total liabilities, and $27.45 million in
total stockholders' equity.
Mitzpe Netofa, Israel-based Elkana Amitai CPA, the Company's
auditor since 2022, issued a "going concern" qualification in its
report dated May 10, 2022, citing that the Company suffered losses
from operations in all years since inception, except for the year
ended Jan. 31, 2022. These and other factors raise substantial
doubt about the Company's ability to continue as a going concern.
A full-text copy of the Form 10-K is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1730869/000147793222003122/ebi_10k.htm
About Everything Blockchain
Headquartered in Fleming Island, Florida, Everything Blockchain,
Inc. (fka OBITX, Inc.) is a developer, engineer, and consultant in
the industry of blockchain technologies.
FAIRPORT BAPTIST HOMES: Files Chapter 11 Bankruptcy to Sell Assets
------------------------------------------------------------------
Fairport Baptist Homes and two of its affiliated companies filed
for Chapter 11 bankruptcy in New York to sell their senior living
facilities.
According to court filings, the Debtors intend to effectuate a sale
of all the Debtors' assets, presumably to the Rochester Friendly
Home (or its designee) as the stalking horse bidder and continue
the Debtors' normal operations in the interim.
FBH joins a growing number of senior living facility operators
seeking bankruptcy.
Recognizing the difficult environment, the Debtors sought to
strengthen operations and began discussions in 2018 with another
very well respected and highly regarded local senior care
owner-operator, Rochester Friendly Home, to establish an
affiliation between the organizations.
From a financial standpoint, the Debtors' operations were
essentially break-even throughout 2018 and 2019. Further, through
the first quarter of 2020, FBH had an exceptional occupancy rate of
97.74%. But with the onset of the COVID-19 pandemic in March 2020,
New York implemented various new mandates, requirements and
protocols for senior care facilities. In addition to COVID-19
expenses, occupancy at all of the Debtors’ facilities began to
drop in April 2020. The decline for FBH was severe, with a census
low of 63.99 by September 2021. FBH Adult Care went from 24 units
full down to 19 by October 2021.
Throughout the COVID-19 pandemic, the Debtors and Friendly Home
continued to talk and remained engaged, with the hope of still
pursuing the affiliation. However, upon receipt of MMB's bleak
analysis and outlook for the Debtors, the discussions shifted in
the fall of 2021 to Friendly Home acquiring the Debtors' assets and
operations, potentially via bankruptcy.
Beginning in October 2021, the Debtors' Boards began to further
analyze the bankruptcy sale option and initiated discussions with
various outside professionals. By mid-December 2021, the Debtors'
Boards approved the engagement of LIPPES MATHIAS LLP "to provide
legal representation and counseling with regard to a sale of
[Debtors'] assets, potentially via Chapter 11 bankruptcy." Shortly
thereafter, in early January 2022, the Debtors' Boards approved the
engagement of MERIDIAN MANAGEMENT PARTNERS, LLC, to serve as
financial advisor for the process.
While the initial prognosis called for a bankruptcy filing as early
as mid-February 2022, the Debtors worked with Lippes and Meridian
to quickly identify certain cost-saving measures, which the Debtors
were able to implement and as a result, obtain a bit of additional
time for appropriate pre-filing activities.
Although not as urgent as originally thought, the timeframe for the
Debtors to pursue the bankruptcy sale to Friendly Home was still
very limited. Accordingly, Lippes and Meridian immediately engaged
with many of the interested parties, including but not limited to
the following:
(i) Friendly Home personnel and legal counsel;
(ii) Berkadia, as servicer to the mortgagee on FBH's real
property, the U.S. Department of Housing and Urban Development
("HUD");
(iii) DOH personnel and counsel; and
(iv) Insurance brokers and carriers for the Debtors.
Over the course of the following weeks, the Debtors worked with
their various professionals to achieve the following:
(i) Extensive negotiations and drafting process to finalize then
Asset Purchase Agreement with the Friendly Home;
(ii) Coordination with Meridian to set up data room and related
measures to facilitate bid/sale process during the bankruptcy
proceedings; and
(iii) Preparation of all necessary filings for the pending
Chapter 11 bankruptcy.
Following several weeks of detailed discussions and negotiations,
each of the Debtors' Boards met on April 29, 2022, reviewed an
updated and final 'Term Sheet' from Friendly Home and approved the
proposed sale through the Chapter 11 bankruptcy process.
Based on all of the analysis, the Debtors could potentially
collapse before year-end and fall into involuntary receivership
with the DOH. As such, the proposed sale to Friendly Home
represents the best possible outcome for not only the Debtors, but
all of the residents, staff, local community and creditors. Most
importantly, it will allow the Debtors' non-profit mission of
caring and quality senior care to carry on as part of the Friendly
Home organization.
As part of the proposed sale to Friendly Home, the Debtors worked
with their various professionals to achieve the following:
(iv) Extensive negotiations and drafting process to finalize
the Asset Purchase Agreement with the Friendly Home;
(v) Coordination with Meridian to set up data room and related
measures to facilitate bid/sale process during the bankruptcy
proceedings; and
(vi) Preparation of all necessary filings for the pending
Chapter 11 bankruptcy.
As of the Petition Date, the Debtors' combined assets aggregate
approximately $15,352,442, and their combined liabilities aggregate
approximately $29,108,319. HUD is the only secured creditor of the
Debtors and holds a mortgage against FBH's real property in the
approximate amount of $8,000,000.
About Fairport Baptist Homes
Fairport Baptist Homes, et al., operate skilled nursing care
facilities.
Fairport Baptist Homes owns a New York-licensed 142-bed Residential
Health Care Facility SNF at the FBH campus in Fairport, New York,
and 42 independent living units known as Deland Acres. Fairport
Baptist Homes Adult Care Facility, Inc., owns an Adult Home ALP
with a maximum capacity of 42 residents. FBH Community Ministries
runs a community-based services program called Senior Options for
Independence, operates two volunteer and donation-based retail
stores, The Tool Thrift Shop and Crafts Bits and Pieces, and is the
sole member of Fairport/Perinton Senior Living Council Inc., a
holding company with title to real property located at 29 Durant
Place, Fairport, New York 14450, which is a 12-unit affordable
housing community commonly referred to as the Rose Hollow
Apartments. FBH Distinctive Living Communities, Inc., owns a
41-unit independent living site known as The Woodlands at a
separate location from FBH.
Fairport Baptist Homes and three affiliates sought Chapter 11
bankruptcy protection (Bankr. W.D.N.Y. Case No. 22-20220) on May 6,
2022. In the petition filed by Thomas H. Poelma, as president,
Fairport Baptist Homes estimated assets between $1 million and $10
million and estimated liabilities between $10 million and $50
million. John A. Mueller, of Lippes Mathias LLP, is the Debtors'
counsel.
FAIRPORT BAPTIST: Seeks Cash Collateral Access Thru June 20
-----------------------------------------------------------
Fairport Baptist Homes and its debtor-affiliates ask the U.S.
Bankruptcy Court for the Western District of New York for authority
to use cash collateral in accordance with the proposed budget and
provide adequate protection.
The Debtors require the use of cash collateral to maintain the
ongoing operations of its nursing home services and avoid immediate
and irreparable harm to the Debtors' estate pending a final
hearing.
Berkadia Commercial Mortgage LLC is the Debtors' main secured
creditor.
The Lender is the owner and holder of a Mortgage Note executed by
FBH in favor of the Dormitory Authority of the State of New York
dated March 19, 1997, in the original principal amount of
$22,904,700, as modified by the Mortgage Modification Agreement
between FBH and DASNY dated January 11, 2001, as assigned from
DASNY to Capmark Finance, Inc. dated September 28, 2006, as
modified by the Modification Agreement between FBH and Capmark
which reduced the principal balance to $21,101,162 and lowered the
interest rate, as assigned from Capmark to Lender pursuant to the
Assignment of Mortgage dated December 9, 2009, and as modified by
the Second Allonge to Mortgage Note between FBH and Lender dated
January 20, 2015.
The Lender has consented to the Debtors' use of cash collateral.
The proposed Interim Order provides the following in favor of the
Lender:
1. Expiration of authority to use cash collateral on the
earlier of: (a) June 20, 2022; (b) the conclusion of the final
hearing on the Debtors' use of cash collateral; or (c) termination
of the Order following issuance of a Termination Notice;
2. A replacement lien to the same extent and validity of its
pre-petition interest in the Debtors' assets;
3. Regular payments to the Lender, including payment of legal
fees and expenses;
4. Findings that the Lender's notes, security agreements and
mortgages are valid and fully enforceable in accordance with their
terms; and
5. An allowed superpriority claim pursuant to 11 U.S.C.
section 507(b) to the extent of any diminution in the value of
Lender's collateral.
The Debtors request that the Court conduct an expedited interim
hearing prior the expiration of the 14-day service period, pending
any hearing to be held to consider the final relief requested by
the Motion.
A copy of the motion is available at https://bit.ly/38lUtkN from
PacerMonitor.com.
About Fairport Baptist Homes
Fairport Baptist Homes and affiliates operate skilled nursing care
facilities. The Debtors sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. W.D.N.Y. Case No. 22-20220) on May 6,
2022. In the petition signed by Thomas H. Poelma, president, the
Debtors disclosed up to $10 million in assets and up to $50 million
in liabilities.
John A. Mueller, Esq., at Lippes Mathias LLP is the Debtors'
counsel.
FUSE MEDICAL: Incurs $358K Net Loss in First Quarter
----------------------------------------------------
Fuse Medical, Inc. filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q disclosing a net loss
of $358,281 on $4.55 million of net revenues for the three months
ended March 31, 2022, compared to a net loss of $453,323 on $4.44
million of net revenues for the three months ended March 31, 2021.
As of March 31, 2022, the Company had $17.77 million in total
assets, $21.55 million in total liabilities, and a total
stockholders' deficit of $3.78 million.
The Company considers highly liquid investments with maturities of
three months or less at the time of purchase to be cash
equivalents. There were no cash equivalents at March 31, 2022, and
Dec. 31, 2021. The Company's cash is concentrated in one large
financial institution. The amount of cash held at the financial
institution may at times exceed federally insured limits of
$250,000 per financial institution. The Company has not
experienced any financial institution losses from inception through
March 31, 2022. As of March 31, 2022, and Dec. 31, 2021, there were
deposits of $376,487 and $594,536, respectively, which were greater
than federally insured limits.
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/319016/000156459022019837/fzmd-10q_20220331.htm
About Fuse Medical
Headquartered in Richardson, Texas, Fuse Medical, Inc. --
www.fusemedical.com -- is a manufacturer and distributor of
innovative medical devices for the orthopedic and spine
marketplace. The Company provides a comprehensive portfolio of
products in the orthopedic total joints, sports medicine, trauma,
foot and ankle space, as well as, degenerative and deformity spine,
osteobiologics, wound care, and regenerative medicine products.
Fuse Medical reported a net loss of $1.58 million for the year
ended Dec. 31, 2021, a net loss of $1.43 million for the year ended
Dec. 31, 2020, compared to a net loss of $3.32 million for the year
ended Dec. 31, 2019. As of Dec. 31, 2021, the Company had $18.30
million in total assets, $21.74 million in total liabilities, and a
total stockholders' deficit of $3.43 million.
GARUDA HOTELS: Seeks Cash Collateral Access
-------------------------------------------
Garuda Hotels, Inc. and Welcome Motels II, Inc. ask the U.S.
Bankruptcy Court for the Northern District of New York for
authority to use cash collateral and provide adequate protection.
The Debtors' bankruptcy was precipitated by a steep decline in
income during the COVID-19 era, leading to protracted attempts to
modify a loan collateralized by both properties, and finally to the
need for the protections of Chapter 11, as set forth in more detail
in the Affidavit of Jay Bramhandkar pursuant to Local Rule 2015-2.
The primary secured creditor to both Garuda and Welcome is RSS Comm
201-LC15 NY GHI LLC.
On February 28, 2014, the Debtors entered into a loan agreement
with Ladder Capital Finance, LLC.
In connection with the Loan Agreement, the Debtor executed an
Amended, Restated and Consolidated Promissory Note dated February
28, 2014, in the principal amount of $7,970,000.
As security for the Note, the Debtors executed a Consolidation,
Extension, Modification and Spreader Agreement dated February 28,
2014. The Mortgage grants not only a security interest in the real
properties, but also in personal property.
The security interest was perfected with the filing of a UCC-1
Financing Statement on March 10, 2014 and a UCC-1 Financing
Statement Continuation on October 18, 2018.
The Debtors also executed an assignment of leases and rents dated
February 28, 2014, which was recorded in the Tompkins County
Clerk's Office, Instrument No. 2014-02623.
On March 7, 2014, the aforementioned documents were assigned by
Ladder to Tuebor Captive Insurance Company LLC.
On April 9, 2014, Tuebor Assigned the Loan Documents to U.S. Bank
National Association, as Trustee for the Benefit of the Holders of
Comm 2014-LC15 Mortgage Trust Commercial Mortgage Pass Through
Certificates.
On August 3, 2020, the Mortgage Trust assigned the Loan Documents
to RSS Comm2014-LC15-NY GHI, LLC. RSS filed a UCC-1 Financing
Statement on September 17, 2021.
RSS currently asserts that with default interest the principal
amount due is approximately $11,200,000, which the Debtor disputes.
The Debtor believes the properties are together valued at
approximately $10,000,000.
As adequate protection for the use of cash collateral, the Debtors
will grant RSS replacement liens in all of the Debtor's
post-petition assets and proceeds to the extent that SNB had a
valid security interest in said pre-petition assets on the Petition
Date.
In addition to the liens and security interests proposed to be
granted, as additional adequate protection, the Debtor will pay to
RSS monthly debt service payments, at the contract (non-default)
rate of interest, as set forth in the RSS Note.
A copy of the motion is available at https://bit.ly/3svUysT from
PacerMonitor.com.
About Garuda Hotels, Inc.
Garuda Hotels, Inc. is the operator of a Country Inn and Suites
Hotel and owns the real property upon which the hotel is located,
110 Danby Road, Ithaca, NY. Welcome is the operator of an
Econolodge Hotel and owns the real property upon which the hotel is
located, 2303 Triphammer Road, Ithaca, NY.
Garuda sought protection under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. N.D.N.Y. Case No. 22-30296-5-wak) on May 13, 2022. In
the petition signed by Jay Bramhandkar, president, the Debtor
disclosed up to $10 million in both assets and liabilities.
Erica Aisner, Esq., at Kirby Aisner & Curley LLP is the Debtor's
counsel.
GUARDION HEALTH: Incurs $2.6 Million Net Loss in First Quarter
--------------------------------------------------------------
Guardion Health Sciences, Inc. filed with the Securities and
Exchange Commission its Quarterly Report on Form 10-Q disclosing a
net loss of $2.62 million on $2.38 million of total revenue for the
three months ended March 31, 2022, compared to a net loss of $2.67
million on $233,297 of total revenue for the three months ended
March 31, 2021.
As of March 31, 2022, the Company had $31.62 million in total
assets, $1.83 million in total liabilities, and $29.79 million in
total stockholders' equity.
Notwithstanding the net loss for the three months ended March 31,
2022, management believes that its current cash and short-term
investments as of March 31, 2022 are sufficient to ensure
continuation of the Company as a going concern for at least one
year from the date of this quarterly report.
"The amount and timing of future cash requirements will depend, in
part, on the Company's ability to ultimately achieve operating
profitability. The Company expects to continue to incur net losses
and negative operating cash flows in the near-term and will
continue to incur significant expenses for the development,
commercialization and distribution of its clinical nutrition
products and the successful development and commercialization of
any new products or product lines. The Company may also utilize
cash to fund additional acquisitions or other strategic
initiatives," Guardion said.
The Company may seek to raise additional debt or equity capital to
fund future operations, but there can be no assurances that the
Company will be able to secure such additional financing in the
amounts necessary to fully fund its operating requirements on
acceptable terms, or at all. If the Company is unable to access
sufficient capital resources on a timely basis, the Company may be
forced to reduce or discontinue its product development programs
and curtail or cease its operations.
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1642375/000149315222012925/form10-q.htm
About Guardion Health Sciences
Headquartered in San Diego, California, Guardion --
http://www.guardionhealth.com-- is a specialty health sciences
company that develops clinically supported nutrition, medical foods
and medical devices, with a focus in the ocular health marketplace.
Located in San Diego, California, the Company combines targeted
nutrition with innovative, evidence-based diagnostic technology.
Guardion Health reported a net loss of $24.75 million for the year
ended Dec. 31, 2021, a net loss of $8.57 million for the year ended
Dec. 31, 2020, a net loss of $10.88 million for the year ended Dec.
31, 2019, and a net loss of $7.77 million for the year ended Dec.
31, 2018. As of Dec. 31, 2021, the Company had $23.46 million in
total assets, $1.16 million in total liabilities, and $22.30
million in total stockholders' equity.
HAN JOE RO: Files Emergency Bid to Use Cash Collateral
------------------------------------------------------
Han Joe Ro, LLC asks the U.S. Bankruptcy Court for the Western
District of Washington for authority to use cash collateral on an
interim basis and provide adequate protection to the secured
lenders, Satyam Tumwater LLC and the U.S. Small Business
Administration.
Han Joe Ro explains that cash collateral access will allow the
Debtor to timely and fully pay its employees, trade vendors, and
other operating expenses so as to permit it to continue its
ordinary course operations and to maintain its ongoing business for
the benefit of its estate and creditors.
Adequate protection to be provided to the Secured Lenders for use
of cash collateral includes:
a. Replacement Liens in the Debtor's prepetition assets of the
same kind, type, and nature as the prepetition collateral in which
each respective Secured Lender held a lien, and in the same
validity and enforceability as any prepetition lien in prepetition
collateral;
b. maintenance of insurance on the Debtor's assets; and
c. to the extent of any diminution in value of such Secured
Lender's interests in the prepetition collateral due to cash
collateral use which is not otherwise protected by a Replacement
Lien and/or an assignment of rents, the Secured Lender shall retain
its rights under 11 U.S.C. section 507(b).
On March 1, 2007, the Debtor entered into a loan agreement with
Saehan Bank (succeeded by Bank of Hope) to borrow $2,590,000. The
Debtor used the loan to finance the purchase of the Leased Hotel,
at the time, the Comfort Inn Conference Center Tumwater. The LH
Loan matured by its terms on March 1, 2017, and the parties agreed
to extend the maturity date to July 1, 2018. The current note
holder, Satyam, asserts that the Debtor owes approximately
$3,057,809 to Satyam on account of the LH Loan.
Also on March 1, 2007, the Debtor entered a loan agreement with
Seahan Bank (succeeded by Bank of Hope) to borrow $2,710,000. The
Debtor used the OYO Loan to finance the purchase of the OYO Hotel,
at the time, the GuestHouse Inn. The OYO Loan matured by its terms
on March 1, 2017, and the parties agreed to extend the maturity
date to July 1, 2018. The current note holder, Satyam, asserts
that the Debtor owes approximately $2,920,363 to Satyam on account
of the OYO Loan.
On April 18, 2007, the Debtor entered into two agreements with the
U.S. Small Business Administration for small business loans in the
total sum of $2,000,000 ($1,000,000 for each of the Hotels). The
Debtor used the SBA Loans to finance the purchase of the Hotels.
The SBA Loans mature on June 1, 2027, but the Debtor is in default
on both of the SBA Loans. The SBA Loans are serviced by Evergreen
Business Capital. Based on the records received from Evergreen, the
SBA asserts that the Debtor owes approximately $1,251,949 ($625,974
on each loan) to the SBA on account of the SBA Loans.
The Debtor proposes to provide adequate protection of the Secured
Lenders' interests asserted in its Cash Collateral by granting them
replacement liens in postpetition assets of the same kind, type,
and nature as it holds in prepetition collateral, subject only to a
carveout for the payment of (i) allowed fees and expenses of
professionals whose appointment and compensation has been approved
by the Court, and (ii) payment of fees under 28 U.S.C. section
1930. The Replacement Liens will secure the amount of any
diminution in the value of the Secured Lenders' interests in
prepetition collateral as a result of the Debtor's use of cash
collateral.
The Replacement Liens would be valid, perfected and enforceable
security interests and liens on the Debtor's Postpetition
Collateral without further filing or recording of any document or
instrument or any other action, but only to the extent of cash
collateral used during the term of the Interim Order and any
diminution in value of prepetition collateral, and only to the
extent of the enforceability of the respective Secured Lender's
security interests in such prepetition collateral.
A copy of the motion is available at https://bit.ly/37LjS6V from
PacerMonitor.com.
About Han Joe Ro, LLC
Han Joe Ro, LLC is owned and operated by Cham Joe Ro and her
husband, In Kook Ro. Han Joe Ro operates two adjacent properties
which share one parking lot. Until recently, both properties were
operated as hotel franchises.
The OYO Hotel Tumwater, located at 1600 74th Avenue SW, Tumwater,
WA 98501, is a 59-room limited service hotel constructed in 1999
and situated on a 1.81 acre site. Beginning in September 2020, the
OYO Hotel contracted with Thurston County for temporary use of the
entire facility as a COVID-19 recovery center. That contract
terminated on February 28, 2022, and the property has resumed its
normal operations as the OYO Hotel.
Formerly the Comfort Inn Conference Center Tumwater, the adjacent
premises located at 1620 74th Avenue SW, Tumwater, WA 98501 is a
58-room hotel property with conference facilities constructed in
2001 and situated on a 2.14 acre lot. The franchise agreement with
Choice Hotels was terminated at the end of February 2022. On March
1, 2022, the Leased Hotel entered into a lease with the State of
Washington, Department of Health, which initially ran through the
end of 2022 but was amended to run through April 30, 2027, and may
be renegotiated for an additional five years.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. W.D. Wash. Case No. 22-40597) on May 12,
2022. In the petition signed by Eric Camm, chief restructuring
officer, the Debtor disclosed up to $10 million in both assets and
liabilities.
Richard B. Keeton, Esq, at Bush Kornfeld LLP is the Debtor's
counsel.
HELIUS MEDICAL: Incurs $4.35 Million Net Loss in First Quarter
--------------------------------------------------------------
Helius Medical Technologies, Inc. filed with the Securities and
Exchange Commission its Quarterly Report on Form 10-Q disclosing a
net loss of $4.35 million on $190,000 of total operating revenue
for the three months ended March 31, 2022, compared to a net loss
of $3.36 million on $84,000 of total operating revenue for the
three months ended March 31, 2021.
As of March 31, 2022, the Company had $9.62 million in total
assets, $2.49 million in total liabilities, and $7.13 million in
total stockholders' equity.
"Our ability to generate product revenues sufficient to achieve
profitability will depend heavily on the successful
commercialization of PoNS Therapy in the U.S. As of March 31,
2022, we had an accumulated deficit of $141.4 million. We expect
to continue to incur significant expenses and operating losses for
the foreseeable future. We intend to use our available capital
resources primarily to expand our U.S. commercialization efforts;
fund manufacturing activities for the PoNS device; conduct clinical
trials; and for working capital and general corporate purposes,"
Helius said.
"We believe that our existing capital resources will be sufficient
to fund our operations into the third quarter of 2022, but we will
be required to seek additional funding through the sale of equity
or debt financing to continue to fund our operations thereafter.
We will need additional funding for our planned clinical trial for
stroke. The amount required to fund operations thereafter will
depend on various factors, including timing of approval of clinical
trials, duration and result of clinical trials and other factors
that affect the cost of the clinical trial, manufacturing costs of
product, development of our product for new indications and demand
for our authorized products in the market," the Company said.
There can be no assurance that Helius will be successful in raising
additional capital or that such capital, if available, will be on
terms that are acceptable to the Company. If it is unable to raise
sufficient additional capital, Helius may be compelled to reduce
the scope of its operations and planned capital expenditure or sell
certain assets, including intellectual property, and it may be
forced to cease or wind down operations, seek protection under the
provisions of the U.S. Bankruptcy Code, or liquidate and dissolve
the Company.
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1610853/000156459022019681/hsdt-10q_20220331.htm
About Helius Medical
Helius Medical Technologies -- http://www.heliusmedical.com-- is a
neurotech company focused on neurological wellness. Its purpose is
to develop, license or acquire non-invasive technologies targeted
at reducing symptoms of neurological disease or trauma.
Helius Medical reported a net loss of $18.13 million for the year
ended Dec. 31, 2021, compared to a net loss of $14.13 million for
the year ended Dec. 31, 2020. As of Dec. 31, 2021, the Company had
$14.10 million in total assets, $2.85 million in total liabilities,
and $11.26 million in total stockholders' equity.
Philadelphia, Pennsylvania-based BDO USA, LLP, the Company's
auditor since 2017, issued a "going concern" qualification in its
report dated March 14, 2022, citing that the Company has incurred
substantial net losses since its inception, has an accumulated
deficit of $137.0 million as of Dec. 31, 2021 and the Company
expects to incur further net losses in the development of its
business. These conditions raise substantial doubt about its
ability to continue as a going concern.
HIGHLAND PROPERTY: Unsecureds Will Recover 100% Under Plan
----------------------------------------------------------
Highland Property, LLC, submitted a Plan and a Disclosure
Statement.
All classes under the Plan, priority, secured, and unsecured will
be paid from the cash flow generated from the Debtor's business.
The Debtor's principal, Mr. Bruce Roberts, will provide additional
capital contributions, if needed, to fund the payment requirement
under the plan. The Debtor has also contemplated the sale of
certain properties to reduce the secured value of claims. Under the
current real estate market, certain properties may have a premium
value that can be liquidated to fund plan payments.
Under the Plan, Class 3 Unsecured Creditors total $57,045. Class 3
creditors will receive 100% of their claims over a 60-month period,
paid on a quarterly basis. Class 3 creditors will not receive any
interest on their allowed claims. Class 3 is impaired.
The source of funds for planned payments are profits from business
operations, and equity contributions from Debtor's owner, Mr. Bruce
Roberts.
A copy of the Disclosure Statement dated May 4, 2022, is available
at https://bit.ly/3OZuv6R from PacerMonitor.com.
About Highland Property
Highland Property, LLC, filed a voluntary petition for Chapter 11
protection (Bankr. W.D. Pa. Case No. 21-22083) on Sept. 22, 2021.
Judge Thomas P. Agresti oversees the case. Dennis J. Spyra, Esq.,
serves as the Debtor's legal counsel.
IN TOUCH HEALTH: Taps Law Offices of Douglas M. Engell as Counsel
-----------------------------------------------------------------
In Touch Health, Inc. seeks approval from the U.S. Bankruptcy Court
for the Southern District of Mississippi to hire the Law Offices of
Douglas M. Engell, Inc. to handle its Chapter 11 case.
Douglas Engell, Esq., the firm's attorney who will be providing the
services, will be paid at his hourly rate of $395 while paralegals
will be paid $110 per hour.
The firm will receive reimbursement for work-related expenses.
As disclosed in court filings, the firm does not represent
interests adverse to the Debtor and its estate.
The firm can be reached through:
Douglas M. Engell, Esq.
Law Offices of Douglas M. Engell, Inc.
P.O. Box 309
Marion, MS 39342
Phone: (601)693-6311
Email: dengell@dougengell.com
About In Touch Health
In Touch Health, Inc. filed a petition under Chapter 11, Subchapter
V of the Bankruptcy Code (Bankr. S.D. Case No. 22-00848) on May 3,
2022, listing up to $500,000 in assets and up to $1 million in
liabilities. Robert A. Byrd serves as Subchapter V trustee.
Judge Jamie A Wilson presides over the case.
The Law Offices of Douglas M. Engell, Inc. serves as the Debtor's
bankruptcy counsel.
INGROS FAMILY: Claims to be Paid From Sale of Real Estate
---------------------------------------------------------
The Ingros Family LLC submitted a Plan and a Disclosure Statement.
Funding for the Plan will be derived from the sale of the Debtor's
real estate. Sale proceeds will be used to pay closing costs,
outstanding real estate taxes, administrative claims, and creditors
to the greatest extent possible in accordance with their priority
under the Bankruptcy Code.
The Debtor entered into a Purchase and Sale Agreement with COSMA,
LLC dated January 10, 2022. The purchase price under the agreement
is $3,800,000. The purchase price was heavily negotiated and
during the negotiations, the Debtor sought input from its
court-approved real estate broker in addition to its first and
second position secured creditors whose collective claims exceed
$4,300,000. The Debtor, with the consent of its first two secured
creditors, agreed to forgo a competitive sales process in exchange
for COSMA, LLC agreeing to the $3,800,000 purchase price.
The Debtor's first two secured creditors consist of Enterprise Bank
and Ryan Sharbonno. Their respective lien priority is disputed.
Additionally, Ryan Sharbonno challenges whether Enterprise Bank has
a secured claim as a result of allegedly inaccurately identifying
the borrower and mortgagor on its loan documents. It is undisputed
that Enterprise Bank and Ryan Sharbonno are the first two secured
creditors with respect to the Debtor's real property. Their
dispute was the subject of a prepetition declaratory judgment
action in the Beaver County Court of Common Pleas. Said case was
removed to this Court and is currently pending at 20-02165.
From the sale proceeds, the Debtor will immediately pay its real
estate broker's commission, its legal fees, all standard closing
costs including outstanding real estate taxes and claim number 4-1
in full. The remainder of the sales proceeds will be held in
escrow by, debtor's counsel, Ryan J. Cooney, for the benefit of
Enterprise Bank and Ryan Sharbonno pending a determination or
settlement of their disputes. At the closing on the sale to COSMA,
LLC, any and all claims of Enterprise Bank and Ryan Sharbonno
against the real property or personal property of the Debtor,
whether or not specifically described on Exhibit C to this
Disclosure Statement shall be extinguished and shall instead attach
to the sales proceeds. Enterprise Bank and Ryan Sharbonno shall
execute, in recordable form, and record releases and/or
satisfactions, as applicable, of each document comprising their
respective claims as set out on Exhibit C to this Disclosure
Statement.
All disbursements from the escrow shall either be approved by both
Enterprise Bank and Ryan Sharbonno in writing or be directed by an
Order from the Court. Enterprise Bank and Ryan Sharbonno have both
been provided with notice of the filing of the Plan, as amended.
The Debtor's additional secured creditors consist of Everest
Business Funding, Fundworks, LLC and the U.S. Small business
Administration via UCC-1 filings. The UCC-1s filed by Everest
Business Funding and the Fundworks, LLC were filed by Corporation
Service Company, as Representative. These are also set forth on
Exhibit C to the Disclosure Statement. At the closing on the sale
to COSMA, LLC each additional secured creditor shall execute, in
the appropriate form, terminations of their respective UCC-1
statements, and shall ensure the same are filed with the
Pennsylvania Department of State immediately following such
closing.
Additional mortgages, remain recorded and active by both Advanced
Solutions Consulting Company and First National Bank of
Pennsylvania. Both of these obligations are satisfied yet the
mortgages remain unreleased. Advanced Solutions Consulting Company
and First National Bank of Pennsylvania shall record releases of
their mortgages immediately upon entry of a court order approving
this Plan.
Real property taxes assessed in the name of the Debtor for Parcel
14-001-0220-000-1 for the year 2020 are past-due and payable in the
amount $11,417.12 if paid after May 7, 2022. Such taxes will be
paid in full out of the proceeds of the sale to COSMA, LLC at
closing.
ANY AND ALL OTHER liens, judgments, lis pendens, UCC-1s, or other
encumbrances filed against the Debtor's real property or personal
property to be transferred to COSMA, LLC, whether or not such
liens, judgments, lis pendens, UCC-1s, or other encumbrances, or
secured parties thereunder, are specifically identified herein or
in the Disclosure Statement and Exhibits thereto.
Class 9 General Unsecured Non-Tax Claims total 540,015.
A copy of the Disclosure Statement dated May 4, 2022, is available
at https://bit.ly/3yf7Hu5 from PacerMonitor.com.
About The Ingros Family
The Ingros Family, LLC, a company based in Beaver, Pa., filed a
petition for Chapter 11 protection (Bankr. W.D. Pa. Case No.
20-22606) on Sept. 4, 2020, listing as much as $10 million in both
assets and liabilities. Jeffrey S. Ingros, manager of Ingros
Family, signed the petition.
Judge Carlota M. Bohm oversees the case.
The Debtor tapped Cooney Law Offices, LLC to substitute for Robert
O Lampl Law Office.
ISABEL LLC: Case Summary & Five Unsecured Creditors
---------------------------------------------------
Debtor: Isabel, LLC
330 NW 10th Avenue
Portland, OR 97209
Business Description: Isabel, LLC is a Single Asset Real Estate
debtor (as defined in 11 U.S.C. Section
101(51B)).
Chapter 11 Petition Date: May 17, 2022
Court: United States Bankruptcy Court
District of Oregon
Case No.: 22-30787
Judge: Hon. Peter C. Mckittrick
Debtor's Counsel: Oren B. Haker, Esq.
STOEL RIVES LLP
760 SW Ninth Avenue, Suite 3000
Portland, OR 97205
Tel: 503-224-3380
Email: oren.haker@stoel.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by William M. Tosheff as managing member.
A full-text copy of the petition containing, among other items, a
list of the Debtor's five unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/D2V4KWA/Isabel_LLC__orbke-22-30787__0001.0.pdf?mcid=tGE4TAMA
JINZHENG GROUP: Class 11A Unsecureds Will be Paid in Full
---------------------------------------------------------
After extensive negotiations with creditors, Jinzheng Group (USA),
LLC, has filed a Combined Plan of Reorganization and Disclosure
Statement Dated May 4, 2022.
The Combined Plan provides extensive information about the Jinzheng
Group (USA) LLC's chapter 11 case and a detailed explanation of the
Plan and the financial information and assumptions that underlie
the Plan.
On March 1, 2022, the Debtor filed a Motion to Change Membership
and Disband Official Committee of Unsecured Creditors Pursuant to
11 U.S.C. Sec. 1102(a) ("Committee Membership Motion"). In it, the
Debtor argued Betula, Pennington, and Phalanx cannot adequately
represent the interests of unsecured creditors because (i) Betula
is an insider with an actual and unavoidable conflict of interest
as it is currently being sued by Debtor in the Betula Action, (ii)
Pennington is a creditor of Betula -- not the Debtor, and (iii)
Phalanx admits it was not licensed to perform the services
contracted for and, to date, has failed to provide any explanation
or documentation for the services it allegedly provided Debtor. The
Debtor further argued that the Committee should be disbanded
because there is no need for its services as Debtor would be
proposing a plan that will pay allowed general unsecured claims in
full.
Jinzheng Group's Plan is a reorganizing plan. In other words, the
Debtor seeks to make payments under the Plan by a new value
contribution and new financing.
Under the Plan, Class 11A General Unsecured Claims total
$4,317,474. Class 11A allowed claims will be paid in full with
interest at the federal judgment rate as of the Petition Date
(0.07%), from the Petition Date until paid in full.
The allowance of Class 11A claims will be subject to Debtor's right
to object to such claims as well as the conclusion of related
litigation in which the Debtor asserts offsetting claims against
the holder of the Class 11A claim.
Each Class 11A claim shall be paid in full upon the latter of (i)
three years after the Effective Date, or (ii) upon adjudication by
final, non-appealable order or judgment resolving claim objections
and related litigation.
Notwithstanding, should the Debtor in its sole discretion decide to
pay any allowed Class 11A claim early and within two years of the
Effective Date, the Debtor shall be entitled to a 20% early-payment
discount such that Debtor may pay 80% of the allowed Class 11A
claim amount, plus interest at the federal judgment rate as of the
Petition Date (0.07%), in full and final satisfaction of said Class
11A claim. Class 11A is impaired.
Class 11B Subordinated Unsecured Claim of Jianqing Yang total
$43,523,255. No payments under the Plan will be made on behalf of
the Class 11B claim. Class 11B is impaired.
The Plan will be funded by the following:
* Cash on hand in the approximate amount of $250,000;
* Rental income of approximately $42,504/year from Debtor's
expired leases (to holdover tenants) of 2520 and 2526 Lincoln Park,
Los Angeles, CA 9003;1
* A $4,000,000 capital contribution by Jianqing Yang on the
Effective Date;
* The sale of the San Marino Property;
* The sale of the Van Nuys Property;
* Additional capital contributions by Jianqing Yang to the extent
necessary to fund Debtor's payment obligations during the term of
the Plan.
Counsel for the Debtor and Debtor-in-Possession:
Gene H. Shioda, Esq.
Christopher J. Langley, Esq.
Steven P. Chang, Esq.
SHIODA, LANGLEY & CHANG LLP
1063 E. Las Tunas Dr.
San Gabriel, CA 91776
Tel: (626)281-1232
Fax: (626)281-2919
E-mail: ghs@slclawoffice.com
chris@slclawoffce.com
schang@slclawoffice.com
A copy of the Disclosure Statement dated May 4, 2022, is available
at https://bit.ly/3Fk046W from PacerMonitor.com.
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.
JINZHENG GROUP: Hearing on Ch.11 Trustee Bid Continued to July 6
----------------------------------------------------------------
Jinzheng Group (USA) LLC, the Official Committee of Unsecured
Creditors appointed in the Debtor's case, and the United States
Trustee are in communication to resolve their pending Motions, and,
in order to avoid any unnecessary incursion of administrative fees,
stipulate and agree as follows:
* The Debtor withdraws its Objection to the Pachulski
Employment Application and reserves all its rights including but
not limited to the reasonableness of fees, benefit of services to
the Estate and billing rate, to any application for approval of
Pachulski's fees.
* The Hearing on the Committee's Motion to appoint a Trustee
is continued to July 6, 2022, at 10:00 a.m, two weeks following the
hearing on the Debtor's Motion for approval of the Disclosure
Statement. The opposition deadline and reply deadlines shall be
adjusted to confirm with regular deadlines based on the continued
hearing date.
A copy of the stipulation is available for free at
https://bit.ly/3NpgPAJ from PacerMonitor.com.
Counsel for Jinzheng Group:
Gene H. Shioda, Esq.
Christopher J. Langley, Esq.
Steven P. Chang, Esq.
Shioda, Langley & Chang LLP
1063 E. Las Tunas Dr.
San Gabriel, CA 91776
Telephone: (626) 281-1232
Facsimile: (626) 281-2919
Email: ghs@slclawoffice.com
chris@slclawoffce.com
schang@slclawoffice.com
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.
JORDAN HEALTH: Lenders Prep Up Talks Amid Debt, Wage Pressures
--------------------------------------------------------------
Soma Biswas of The Wall Street Journal reports that lenders to
Jordan Health Services, a Dallas-based home healthcare provider,
have hired restructuring advisers in anticipation of negotiations
on the company's debt as it struggles with rising labor costs,
according to people familiar with the matter.
Jordan Health, which in 2018 combined with two other home health
service providers, is grappling with the pressures of rising wages
and the challenges of a merger integration process as well as about
$1 billion in debt, the people also said.
About Jordan Health
Jordan Health Services is a home health care company serving the
entire state of Texas. It believes that home is where the healing
begins, so its nurses, home aides and therapists treat elderly and
pediatric patients in the comfort of their own homes. With more
than 13,000 employees serving thousands of individuals every day,
Jordan is one of the largest home health care providers in Texas.
KHAF CORP: Wins Interim Cash Collateral Access
----------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Texas, Fort
Worth Division, authorized Khaf Corporation 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.
The U.S. Small Business Administration and New Plan Investments LLC
are the Debtor's secured creditors. They assert liens on the
Debtor's personal property including accounts.
As adequate protection for the diminution in value of the Secured
Lenders' interests, the Secured Lenders are granted replacement
liens and security interests, in accordance with Bankruptcy Code
Sections 361 and 363, co-extensive with their pre-petition liens.
The replacement liens granted to the Secured Lenders 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.
A hearing on the matter is scheduled for May 26, 2022 at 1:30 p.m.
A copy of the order and the Debtor's budget is available at
https://bit.ly/3PjXum8 from PacerMonitor.com.
The Debtor projects $250,000 in income and $10,128 in total
expenses.
About Khaf Corporation
Khaf Corporation operates a flooring and remodeling business with
three locations in the D/FW Metroplex in Texas. The Debtor sought
protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr.
N.D. Tex. Case No. 22-40941) on April 27, 2022. In the petition
signed by Jessica Concepcion, owner, the Debtor disclosed up to $1
million in assets and up to $10 million in liabilities.
Judge Edward L. Morris oversees the case.
Joyce W. Lindauer, Esq., at Joyce W. Lindauer Attorney, PLLC is the
Debtor's counsel.
KRAFT HEINZ: Fitch Hikes LongTerm IDR From BB+, Outlook Stable
--------------------------------------------------------------
Fitch Ratings has upgraded the Long-Term Issuer Default Ratings
(IDR) of The Kraft Heinz Company (KHC) and its subsidiary, Kraft
Heinz Foods Company (Kraft Heinz) to 'BBB-' from 'BB+'. Fitch has
also upgraded Kraft Heinz's Short-Term IDR and commercial paper
ratings to 'F3' from 'B'. The unsecured debt has been upgraded to
'BBB-' from 'BB+'/'RR4'. The Rating Outlook is Stable.
The upgrade reflects Fitch's expectation that KHC will sustain the
improved operating trajectory relative to its pre-pandemic profile
given portfolio optimization and repositioning to enable KHC to
focus on faster growing categories and geographies. These efforts,
alongside good cost reduction, strategic investments and balance
sheet management, have improved Fitch's confidence in the company's
ability to generate at least flat organic sales growth and EBITDA
(pro forma for asset sales) at or above the mid-$5 billion range
while sustaining gross debt/EBITDA below 4.0x.
KEY RATING DRIVERS
Improved Business Mix Post Portfolio Optimization: At its September
2020 analyst meeting, KHC announced a realignment of its overall
portfolio strategy by brand and a simplification of its consumer
focus. KHC divided its brand portfolio into three groups -- grow
(65% of 2021 sales), energize (15%) and stabilize (20%) -- with the
objective of driving organic sales growth of 1% to 2% and EBITDA
growth of 2% to 3% annually.
In February 2022, the company updated its target to drive organic
sales growth of 2% to 3% and EBITDA growth of 4% to 6% annually
given early signs of traction against its initiatives. Kraft
expects the organic growth profile of the company to be stronger
post the divestitures of its natural cheese and nuts businesses
with lower direct commodity exposure and private label competition,
with EBITDA margin for the pro forma business about 50 bps higher
at 25% in 2021.
Fitch expects the renewed focus through portfolio segmentation will
enable KHC to focus its investments on brands and categories with
the highest growth opportunities. This along with enhanced
investment opportunities from cost savings should support the
company's ability to generate at least flat organic sales growth
over an elevated base (with top line up 10% since 2019 on a pro
forma basis both on volume and pricing gains) over the medium
term.
Bolt-On M&A Focus: Fitch expects packaged food companies will
continue to look for opportunities to strengthen their portfolio of
brands, largely targeting higher-growth product categories and/or
markets, such as emerging markets, while divesting weaker brands
experiencing sub-par growth or profitability. For example, KHC
announced three small acquisitions in the condiments and sauces
category (with a total purchase price of over $500 million) over
the past year of Assan Foods based in Turkey that closed in October
2021; Just Spices, a German based DTC company acquired in January
2022; and Hemmer, a Brazilian food and beverage company that closed
in April 2022.
EBITDA Expected to Sustain Above Mid-$5 billion: Pro forma for the
divestitures, 2021 revenue and EBITDA was approximately $24 billion
and $6 billion respectively, about 10% higher than comparable 2019
results, reflecting the significant sales lift from the demand
conditions caused by the pandemic. EBITDA margin pro forma for
these divestitures and the exit of the McCafe business in 2020 was
around 25% in 2021 and 2019.
In September 2020, KHC announced a $2 billion cost reduction
target, to be achieved by 2024, representing around 10% of KHC's
cost structure; savings in 2020 and 2021 were $830 million.
Approximately 60% of savings are expected to come from procurement
initiatives like optimized sourcing and external manufacturer
partnership structures. The remaining savings are targeted from
manufacturing/logistics opportunities including supply chain
optimization and better planning processes.
These savings are intended to fund growth investments and mitigate
general cost inflation. For example, KHC plans to expand marketing
spending to 5% of net sales versus 4.3% of sales in 2019. Capex is
expected to average 4% in 2022-2023 before moderating to 3.5% of
revenue beginning 2024, with spending on expanded capacity,
manufacturing flexibility and product innovation tools.
Given actions taken to optimize its portfolio, reduce costs and
increase pricing to offset some of the inflationary pressures,
Fitch has increased confidence in the company's ability to sustain
the improved operating trajectory relative to its pre-pandemic
profile with EBITDA in the mid to high $5 billion range and EBITDA
margin in the 23%-24% range beginning 2023.
In 2022, Fitch expects EBITDA to decline modestly to $5.8 billion
from a pro forma level of $6 billion in 2021, from normalizing
volume levels and significant inflationary pressures. The second
half of 2022 should benefit from the full impact of price increases
and a normalization in some of the supply chain related issues.
However, given unprecedented inflation and uncertain consumer
response, more material volume declines relative to Fitch's 2%
projected decline in 2022 and EBITDA margin compression remain a
risk.
Leverage Expected to Remain Under 4.0x: KHC has a stated target of
sustaining leverage under 4.0x on a net debt/EBITDA basis. Kraft
ended 2021 with net leverage of 2.9x, given EBITDA of $6.3 billion,
total debt of $21.7 billion and cash balances of $3.4 billion. On a
gross basis, leverage declined to 3.4x in 2021 (or 3.7x pro forma
for the divestitures) from 4.4x in 2020 and 5.0x in 2021. The
company completed significant debt paydown of over $6 billion in
2021 with proceeds from the sales of its natural cheese (gross
sales proceeds of $3.2 billion) and nuts businesses (gross proceeds
of $3.4 billion) as well as strong cash flow given the strong
operating performance in 2020 and 2021 that benefited from
increased demand for packaged foods due to the coronavirus
pandemic.
Fitch expects gross leverage to end 2022 at 3.6x post asset sales
and the paydown of 2022 debt maturities, and to remain under 4.0x
thereafter. Fitch expects FCF after dividends of approximately $1
billion annually beginning 2023 to be used for tuck in acquisitions
or further debt paydown.
Parent Subsidiary Linkage: Fitch's analysis includes a weak
parent/strong subsidiary approach between the parent, The Kraft
Heinz Company, and its subsidiary, Kraft Heinz Foods Company. Fitch
assesses the quality of the overall linkage as high that results in
an equalization of IDRs across the corporate structure.
DERIVATION SUMMARY
KHC's ratings reflect the company's significant scale, with $24
billion in pro forma 2021 sales (post the asset sales), strong
EBITDA margins and good cash flow generation. The upgrade reflects
Fitch's expectation that KHC will sustain the improved operating
trajectory relative to its pre-pandemic profile given portfolio
optimization and repositioning to enable KHC to focus on faster
growing categories and geographies.
These efforts, alongside good cost reduction, strategic investments
and balance sheet management, have improved Fitch's confidence in
the company's ability to generate at least flat organic sales
growth and EBITDA (pro forma for asset sales) at or above the
mid-$5 billion range while sustaining gross debt/EBITDA below
4.0x.
Campbell Soup Company's (BBB/Stable) ratings reflect its strong
brands, significant market share in several product categories led
by soup, solid profit margins and consistent FCF generation.
Leverage (total gross debt/EBITDA) declined to 2.9x in fiscal 2021
(ending July) versus 3.5x in fiscal 2020, given the paydown of $1.2
billion in debt maturities. Fitch expects leverage to be in the
low-3x in fiscal 2022 with EBITDA declining close to 10% given
tough yoy comparisons and near-term inflationary pressures.
Fitch expects Campbell to generate annual FCF (after capex and
dividends) of $300 million to $350 million beginning fiscal 2022
and deploy excess cash towards shareholder returns and/or tuck in
acquisitions, below the context of maintaining gross debt/EBITDA
under 3.5x.
Conagra Brands's (BBB-/Stable) ratings reflect its leading position
in the U.S. packaged food space and well-diversified brand
portfolio. Conagra is the fifth largest U.S. packaged foods company
with projected fiscal 2022 revenue of close to $11 billion, and the
portfolio benefits from its concentration in the frozen domain (46%
of total retail sales) and snacking (20%). EBITDA was $2.4 billion
in fiscal 2021 and gross debt/EBITDA came in at 3.7x.
While leverage could spike up temporarily above 4.0x in fiscal 2022
given near-term inflationary pressures, Fitch expects leverage to
return to 4.0x or under beginning fiscal 2023 on low single-digit
organic growth and improved margins.
KEY ASSUMPTIONS
Fitch's Key Assumptions Below Its Rating Case for the Issuer:
-- 2022 revenue is expected to be $25.6 billion, reflecting
organic sales growth of 5% (with 7% from pricing offsetting a 2%
decline in volume), 8% decline related to $2 billion revenue loss
from the full-year impact of the sale of the nuts and cheese
business, and the benefit of a 53rd week. Fitch expects revenue
beginning 2023 to be around $25 billion, versus the $24 billion in
2021 pro forma for divestitures.
-- 2022 EBITDA is projected at around $5.8 billion, with EBITDA
margin of around 22.7% versus a 2021 pro forma EBITDA margin of 25%
given inflationary pressures. EBITDA is expected to remain in the
$5.8 billion range beginning 2023 with EBITDA margin in the 23%-24%
range;
-- FCF (after dividends) is expected to be approximately $350
million in 2022 (inclusive of $620 million in cash taxes related to
the divestiture of the natural cheese business and assuming neutral
working capital) versus $2.5 billion in 2021 and $2.3 billion in
2020. This reflects lower EBITDA relative to 2021 levels due to
business divestitures, higher capex and no working capital
benefits. FCF is expected to be around $1 billion annually
thereafter;
-- Fitch expects gross debt/EBITDA to end 2022 at 3.6x versus 3.4x
in 2021 (3.7x pro forma for divestitures) and 4.3x in 2020. Fitch
expects gross leverage to remain below 4x with FCF to be diverted
towards tuck-in acquisitions or further debt paydown.
RATING SENSITIVITIES
Factors that could, individually or collectively, lead to positive
rating action/upgrade:
-- A positive rating action could be supported by management
achieving its growth targets of 2%-3% organic sales growth, 4%-6%
EBITDA growth, and strong FCF generation, along with a demonstrated
commitment to maintaining gross debt/EBITDA under 3.5x.
Factors that could, individually or collectively, lead to negative
rating action/downgrade:
-- A downgrade would result from topline or margin weakness with
sustained low single-digit sales declines and with EBITDA trending
below $5.5 billion, suggesting longer term-market share
challenges;
-- Gross debt/EBITDA sustained meaningfully above 4.0x due to
EBITDA weakness or financial policy decisions could also result in
negative rating action.
LIQUIDITY AND DEBT STRUCTURE
Adequate Liquidity: The company had cash and cash equivalents of $3
billion and full availability under its $4.1 billion senior
unsecured revolving credit facility maturing July 2025 ($4.1
billion through July 2023 and $4 billion thereafter) as of March
26, 2022. Total debt outstanding stood at around $21.5 billion. The
company has approximately $700 million in debt maturities in 2022,
which Fitch expects KHC to pay down with cash on hand.
The company has approximately $825 million of debt due in 2023 and
$600 million in 2024 which Fitch expects to be largely refinanced.
Fitch expects FCF after dividends of approximately $350 million in
2022 (post $620 million in cash taxes related to the cheese
business divestiture) and close to $1 billion annually thereafter.
Fitch expects excess cash to be deployed towards tuck in
acquisitions or opportunistic debt paydown.
ISSUER PROFILE
KHC is one of the largest packaged food and beverage companies in
the world; pro forma for the sale of the natural cheese and nuts
business, 2021 revenue and EBITDA was approximately $24 billion and
$6 billion, respectively.
SUMMARY OF FINANCIAL ADJUSTMENTS
Adjusted historical EBITDA for stock-based compensation,
integration & restructuring expense, unrealized gains/losses on
commodity hedges, deal costs, impairment losses,
divestiture-related license income, and non-ordinary legal and
regulatory matters.
ESG Considerations
Unless otherwise disclosed in this section, the highest level of
ESG credit relevance is a score of '3'. This means ESG issues are
credit-neutral or have only a minimal credit impact on the entity,
either due to their nature or the way in which they are being
managed by the entity.
Rating Actions
Entity/Debt Rating Prior
----------- ------ -----
H.J. Heinz Finance UK Plc
senior unsecured LT BBB- Upgrade BB+
Kraft Heinz Foods Company
LT IDR BBB- Upgrade BB+
ST IDR F3 Upgrade B
senior unsecured LT BBB- Upgrade BB+
senior unsecured ST F3 Upgrade B
The Kraft Heinz Company
LT IDR BBB- Upgrade BB+
LATAM AIRLINES: Wants Plan Confirmed Over Few Objections
--------------------------------------------------------
LATAM Airlines Group S.A., et al., submitted a memorandum in
support of confirmation of their Joint Plan of Reorganization.
Nearly two years to the date of the Debtors' Initial Petition Date
following the sudden and precipitous decline of their world-class
business as a result of the COVID-19 pandemic, the Debtors are
poised to emerge from bankruptcy with the company's stature as one
of the world's leading airlines intact. Thanks to tremendous
efforts by the Debtors, their management, directors and employees
and advisors, the Debtors have stabilized their business,
right-sized their operations for the future and developed a
comprehensive plan of reorganization that can be confirmed by this
Court and implemented in the United States and other jurisdictions
where the Debtors operate. While many issues in these proceedings
have been hard-fought, the Debtors are proud of their remarkable
achievement – after extensive good-faith, arm's-length
negotiations (including through Court-ordered mediation overseen by
retired Bankruptcy Judge Allan Gropper) with various of the
Debtors' key constituencies, the Plan has garnered overwhelming
support at the ballot box, and its most vocal objectors have now
joined in support.
The Plan provides for a multi-billion-dollar capital infusion that
will further strengthen LATAM's balance sheet, through the issuance
of the New Convertible Notes in the principal amount of over $9
billion, in the aggregate, by Reorganized LATAM Parent, as well as
by an equity rights offering in an amount of $800 million of new
common stock of Reorganized LATAM Parent, $400 million of which
shall be backstopped by the Commitment Creditors in their capacity
as ERO New Common Stock Backstop Parties. The Plan further
provides for the Exit Financing which includes $2.25 billion of new
Exit Notes/Loan and a $500 million revolving credit facility, which
shall be undrawn at emergence.
In all, the Plan is now supported by the Committee, BancoEstado,
the Parent GUC Ad Hoc Group, the Initial W&C Creditor Group Parties
and shareholders holding more than half of LATAM Parent's equity.
And it has been accepted by all Classes of Claims that were
entitled to vote on the Plan. In total, Holders of over $3.8
billion of Claims voted to accept the Plan, representing 81.52% of
the total dollar amount of all votes tabulated on the Plan and
65.62% in number.
To be sure, a few objections remain. The A&P Ad Hoc Group largely
wants to re-litigate the Court's approval of the backstop
arrangements. Dissatisfied with their 100% cash recovery on their
claims, the TLA Claimholders object that more was not taken from
the pockets of less fortunate unsecured creditors to pay them more
than a hundred million dollars in post-petition interest at default
rates. Columbus Hill argues on behalf of a group of minority
shareholders of LATAM Parent that even though a majority of
shareholders support the Plan, Chilean courts will not respect this
Court's confirmation order. And the U.S. Trustee has made its rote
objection to plan releases that has been rejected time and again by
courts in this district, as well as arguing that notwithstanding
the overwhelming support of all constituencies, this Court should
nonetheless deny confirmation altogether because of issues the U.S.
Trustee has with the Debtors' agreements with a small minority of
prior creditors. None of these objections have any merit. So that
the Court can be convinced that all of the legal requirements for
confirmation have been satisfied, this reply will not only address
the arguments made by the few remaining objectors but also those
that have been withdrawn.
The case for confirmation here is compelling, support for the Plan
is widespread and the Debtors are eager to emerge from bankruptcy
and continue the company's upward trajectory. As a global airline
that did not receive billions of dollars of government aid to
weather the COVID-19 storm, the Debtors’ healthy emergence from
Chapter 11 will be a true success story.
A full text copy of the Memorandum is available at
https://cases.ra.kroll.com/LATAM/Home-DownloadPDF?id1=MjEzOTQyMQ==&id2=-1
Counsel for the Debtors:
Richard J. Cooper, Esq.
Lisa M. Schweitzer, Esq.
Luka A. Barefoot, Esq.
Thomas S. Kessler, Esq.
CLEARY GOTTLIEB STEEN & HAMILTON LLP
One Liberty Plaza
New York, New York 10006
Telephone: (212) 225-2000
Facsimile: (212) 225-3999
A copy of the Plan dated May 4, 2022, is available at
https://bit.ly/38e2GXQ from Kroll, the claims agent.
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.
LECLAIRRYAN PLLC: Trustee Reaches $21-Mil. UnitedLex Settlement
---------------------------------------------------------------
Sara Merken and Jacqueline Thomsen of Reuters report that the
trustee overseeing the dissolution of defunct law firm LeClairRyan
has reached a $21 million settlement to resolve her claims that the
firm's joint venture with alternative legal services company
UnitedLex hastened its demise, according to a court transcript in
the case.
A lawyer for court-appointed Chapter 7 trustee Lynn Tavenner
described the details of the agreement during an April 19 hearing
before a bankruptcy judge in Richmond, Virginia.
The proposed settlement agreement has not been formally entered
into the court docket as of Monday. There is a hearing scheduled
for May 25 on a request to restrict public access to the
agreement.
Under the settlement, insurance carrier CNA Financial Corp, which
covered UnitedLex, would pay $12.25 million. UnitedLex and private
equity firm CVC Capital Partners would pay $8.25 million total, and
insurance carrier Travelers would pay an estimated $500,000, the
transcript said. No parties have admitted liability.
Law firm Quinn Emanuel Urquhart & Sullivan, which is outside
counsel to the trustee, would receive $10.5 million in legal fees
out of the settlement at the suggestion of a mediator who helped
craft the deal, Quinn Emanuel attorney Erika Morabito said at the
April hearing.
Morabito declined to comment on Monday. David Barger and J. Gregory
Milmoe of Greenberg Traurig, who represent UnitedLex and its
affiliated entities, did not immediately respond to requests for
comment about the settlement.
Representatives for CNA, CVC and Travelers also didn't immediately
respond to requests for comment.
Tavenner alleged that a joint venture between Richmond-based law
firm LeClairRyan and UnitedLex in 2018 added more debt to the
already struggling firm while it improperly ceded UnitedLex control
over LeClairRyan's operations and its intellectual property.
UnitedLex has denied the claims.
The trustee originally sought at least $128 million in damages.
LeClairRyan dissolved in August 2019 after a spate of partner
exits, and filed for bankruptcy shortly thereafter.
The settlement follows a mediation ordered in February. The
trustee's case against UnitedLex was set to go to trial this week.
The settlement will be paid to the bankruptcy estate in
installments, Morabito said at the hearing last month before Judge
Kevin Huennekens, according to the transcript.
ULX Partners, the joint venture, also agreed to drop two claims
that totaled $12.5 million, which will be waived.
Gary LeClair, the firm's co-founder and longtime leader, was
previously named as a defendant but was dropped from the lawsuit in
January.
Richmond BizSense first reported news of the settlement on Monday.
The case is Lynn Tavenner, as Chapter 7 Trustee v. ULX Partners
LLC, U.S. Bankruptcy Court for the Eastern District of Virginia,
Adversary Proceeding No. 20-03124.
For Lynn Tavenner: Erika Morabito and Brittany Nelson of Quinn
Emanuel Urquhart & Sullivan
For UnitedLex Corp: J. Gregory Milmoe, David Barger and Thomas
McKee of Greenberg Traurig
For Gary LeClair: Andrew Bowman and Scott Sexton of Gentry Locke;
and William Broscious
About LeClairRyan PLLC
Founded in 1988, LeClairRyan PLLC is a national law firm with 385
attorneys, including 160 shareholders, at its peak. The firm
represented thousands of clients, including individuals and local,
regional, and global businesses.
Following massive defections by its attorneys LeClairRyan, members
of the firm in July 2019 voted to effect a wind-down of the
Debtor's operations.
LeClairRyan PLLC sought Chapter 11 protection (Bankr. E.D. Va. Case
No. 19-bk-34574) on Sept. 3, 2019, to effect the wind-down of its
affairs.
In its Chapter 11 petition, the firm listed a range of 200-999
creditors owed between $10 million and $50 million. The firm claims
assets of $10 million to $50 million.
The Hon. Kevin R Huennekens is the case judge.
Richmond attorneys Tyler Brown and Jason Harbour of Hunton Andrews
Kurth represented LeClairRyan in the case. Protiviti was the
Debtor's financial adviser for the liquidation.
The bankruptcy case was converted to a Chapter 7 liquidation on
Oct. 24, 20219. Lynn L. Tavenner was named a Chapter 7 trustee, and
then Benjamin C. Ackerly, a successor trustee.
The Chapter 7 trustee Ackerly's counsel:
Tyler P. Brown
Hunton Andrews Kurth LLP
Tel: 804-788-8200
E-mail: tpbrown@huntonak.com
LIGHT & WONDER: Posts $28 Million Net Income in First Quarter
-------------------------------------------------------------
Light & Wonder, Inc. filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q disclosing net income
of $28 million on $572 million of total revenue for the three
months ended March 31, 2022, compared to a net loss of $9 million
on $453 million of total revenue for the three months ended March
31, 2021.
As of March 31, 2022, the Company had $7.95 billion in total
assets, $10.09 billion in total liabilities, and a total
stockholders' deficit of $2.14 billion.
Barry Cottle, president and chief executive officer of Light &
Wonder, said, "We kicked off 2022 with a number of significant
achievements and strong momentum across our businesses with strong
revenue growth of 26% in the quarter. The sale of our Lottery
Business was another significant milestone as we de-lever and
maximize cash, which transformed our balance sheet reducing our net
debt leverage ratio from a peak of 10.5x just over 15 months ago to
an adjusted net debt leverage ratio of 3.7x, or by approximately 7
turns. We are delivering on our promises to create great content
cross-platform while expanding in high-growth digital markets and
enabling a seamless player experience. With a reconstituted
balance sheet, sustainable double-digit growth and strong cash
generation, we now have the ability to significantly enhance
shareholder value through a disciplined approach to capital
allocation."
"With the right assets, at the right time and with the right
talent, Light & Wonder is fostering a high performance culture with
all the pieces in place to deliver on our vision. We are very
excited about the next phase of our journey and look forward to
discussing our key strategies and the path to drive shareholder
value at our upcoming investor day on May 17th."
Connie James, chief financial officer of Light & Wonder, said, "The
performance during the quarter is reflective of the enthusiasm and
energy felt throughout Light & Wonder as we entered 2022 with
strong momentum across all our businesses, generating double-digit
top and bottom-line growth. I also want to congratulate the team
on the successful close of the Lottery Business sale and
refinancing transactions. Collectively, these transactions
significantly change the complexion of our balance sheet,
substantially reduce our outstanding debt, and meaningfully
strengthen our credit profile."
"With our strengthened balance sheet we are actively executing on
our capital allocation priorities, including $140 million return on
capital through the repurchase of our shares just since the
beginning of March. Going forward we are accelerating our focus on
our operations as we complete these transactions, and the next
phase of our growth strategy will drive further operational
excellence throughout our organization creating sustainable and
profitable long-term growth."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/750004/000075000422000016/sgms-20220331.htm
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.
LOGOS INC: Files Emergency Bid to Use Cash Collateral
-----------------------------------------------------
Logos, Inc. asks the U.S. Bankruptcy Court for the District of
Maryland, Baltimore Division, for authority to use cash collateral
including the payment of wages and dealing with secured creditor as
a critical vendor.
The Debtor requires the use of cash collateral to fund its ongoing
operations, including payroll.
The Debtor needs to use cash collateral in the ordinary course of
business to pay reasonable and ordinary operating expense in
accordance with the budget, with a 20% variance.
The Debtor, because of COVID and other market pressures, is
currently losing monies but has scheduled some large events in the
next two months which will be profitable and will require employees
and the use of cash collateral in the general operation of the
Debtor's restaurant business affairs. After those events, the
Debtor plans to file a liquidating Plan.
On April 1, 2011, Sysco Baltimore, LLC filed a UCC-1 securing,
including potentially cash of the Debtor to secure all of the
Debtor's "obligations to SYSCO and each SYSCO-related company,
whether now existing or hereafter arising."
Sysco is considered by the Debtor to be a "critical vendor" to the
Debtor's restaurant operations.
At the time of the filing of the Debtor's Bankruptcy Petition, the
Debtor did not owe any money to Sysco; however, in order to provide
food and other matters to the planned events at the Debtor's
restaurant, this fact could change during the course of the
Debtor's business during its bankruptcy proceeding. Therefore, the
Debtor believes entering into a Cash Collateral Order may be
appropriate in this bankruptcy proceeding.
As adequate protection, the Debtor proposes to grant Sysco a
security interest of the same priority and to the same extent as
its respective pre-petition security interest in its collateral
base and all profits, offspring, and proceeds of the Sysco secured
claim.
A copy of the motion and the Debtor's May-June 2022 budget is
available at https://bit.ly/3M95Nz8 from PacerMonitor.com.
The Debtor projects $101,261 in total cost of goods sold and
$145,852 in total expenses.
About Logos Inc.
Logos, Inc. filed a voluntary petition for relief under Chapter 11
of the Bankruptcy Code (Bankr. D. Md. Case No. 22-12491) on May 9,
2022, listing up to $50,000 in assets and up to $1 million in
liabilities.
Robert B. Scarlett, Esq., at Scarlett & Croll, PA serves as the
Debtor's legal counsel.
LOVE RENOVATIONS: Hits Bankruptcy Protection
--------------------------------------------
Love Renovations & Design LLC filed for chapter 11 protection in
the Eastern District of Pennsylvania without stating a reason.
According to court documents, Love Renovations estimates between 1
and 49 unsecured creditors. The petition states that funds will be
available to unsecured creditors.
About Love Renovations & Design
Love Renovations & Design LLC sought relief under Subchapter V of
Chapter 11 of the Bankruptcy Code (Bankr. E.D. Penn. Case No.
22-11152) on May 3, 2022. In the petition filed by Margaret Love,
as member and manager, Love Renovations estimated assets between
$500,000 and $1 million and liabilities between $500,000 and $1
million.
The case is assigned to Honorable Bankruptcy Chief Judge Magdeline
D. Coleman.
JEFFREY S. CIANCIULLI, of Weir Greenblatt Pierce, is the Debtor's
counsel.
LUCERO LLC: Seeks Approval to Hire J.E. Petersen as Bookkeeper
--------------------------------------------------------------
Lucero, LLC seeks approval from the U.S. Bankruptcy Court for the
Northern District of California to employ J.E. Petersen, LLC as its
bookkeeper.
The Debtor requires a bookkeeper to prepare its monthly profit and
loss statement and balance sheet, and provide payment processing
services.
The firm will be paid at the rate of $95 per hour and will be
reimbursed for work-related expenses. The retainer fee is $5,000.
As disclosed in court filings, J.E. Petersen does not represent
interests adverse to the Debtor's estate and creditors.
The firm can be reached through:
Jill Petersen
J.E. Petersen, LLC
345 Magellan Ave.
San Francisco, CA 94116
About Lucero LLC
Lucero, LLC, a company in San Mateo, Calif., filed a petition under
Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. N.D. Calif.
Case No. 22-30058) on Jan. 31, 2022, listing up to $10 million in
assets and up to $1 million in liabilities. Christopher Hayes
serves as Subchapter V trustee.
Judge Dennis Montali oversees the case.
The Debtor tapped Matthew D. Metzger, Esq., at Belvedere Legal, PC
as legal counsel; Kokjer, Pierotti, Maiocco & Duck, LLP as
accountant; and J.E. Petersen, LLC as bookkeeper.
LUCERO LLC: Seeks Approval to Hire Kokjer as Accountant
-------------------------------------------------------
Lucero, LLC seeks approval from the U.S. Bankruptcy Court for the
Northern District of California to employ Kokjer, Pierotti, Maiocco
& Duck, LLP as its accountant.
The firm's services include:
a. preparing and filing tax returns;
b. preparing tax projections and tax analysis;
c. analyzing tax claims filed in the Debtor's Chapter 11 case;
d. analyzing the tax impact of potential transactions;
e. analyzing and testifying as to avoidance issues;
f. assisting with liquidation analysis;
g. assisting in preparation of operating reports and
post-confirmation reports, if requested;
h. serving as the Debtor's general accountant and consulting
with the Debtor and its legal counsel as to those matters.
The hourly rates charged by the firm for its services are as
follows:
Richard Pierotti $495
Senior Manager $370
Senior Accountant $315
Senior Staff Accountant $305
Staff Accountant $270
As disclosed in court filings, Kokjer does not represent interests
adverse to the Debtor's bankruptcy estate and creditors.
The firm can be reached through:
Richard Pierotti, CPA
Kokjer, Pierotti, Maiocco & Duck, LLP
Certified Public Accountants
333 Pine Street - 5th Floor
San Francisco, CA 94104
Phone: (415) 981-4224
Fax: (415) 981-2749
About Lucero LLC
Lucero, LLC, a company in San Mateo, Calif., filed a petition under
Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. N.D. Calif.
Case No. 22-30058) on Jan. 31, 2022, listing up to $10 million in
assets and up to $1 million in liabilities. Christopher Hayes
serves as Subchapter V trustee.
Judge Dennis Montali oversees the case.
The Debtor tapped Matthew D. Metzger, Esq., at Belvedere Legal, PC
as legal counsel; Kokjer, Pierotti, Maiocco & Duck, LLP as
accountant; and J.E. Petersen, LLC as bookkeeper.
MALLINCKRODT PLC: Bankruptcy Exit Loan Hits Snag Amid Market Rout
-----------------------------------------------------------------
Jill R. Shah and Jeannine Amodeo of Bloomberg News report
Mallinckrodt PLC's funding plan to exit bankruptcy has hit a snag
as a drop in leveraged loan prices makes it harder for companies to
sell risky debt.
The pharmaceutical firm's $900 million loan deal -- an integral
part of its reorganization -- is about a week past due. Morgan
Stanley, which is managing the sale, is still working on the
offering, and changes to the original terms are expected, according
to a person with knowledge of the matter, who asked not to be
identified discussing a private transaction.
About Mallinckrodt PLC
Mallinckrodt -- http://www.mallinckrodt.com/-- is a global
business consisting of multiple wholly-owned subsidiaries that
develop, manufacture, market and distribute specialty
pharmaceutical products and therapies. The company's Specialty
Brands reportable segment's areas of focus include autoimmune and
rare diseases in specialty areas like neurology, rheumatology,
nephrology, pulmonology and ophthalmology; immunotherapy and
neonatal respiratory critical care therapies; analgesics; and
gastrointestinal products. Its Specialty Generics reportable
segment includes specialty generic drugs and active pharmaceutical
ingredients.
On Oct. 12, 2020, Mallinckrodt plc and certain of its affiliates
sought Chapter 11 protection in Delaware (Bankr. D. Del. Lead Case
No. 20-12522) to seek approval of a restructuring that would reduce
total debt by $1.3 billion and resolve opioid-related claims
against them.
Mallinckrodt plc disclosed $9,584,626,122 in assets and
$8,647,811,427 in liabilities as of Sept. 25, 2020.
Judge John T. Dorsey oversees the cases.
The Debtors tapped Latham & Watkins, LLP and Richards, Layton &
Finger, P.A. as their bankruptcy counsel; Arthur Cox and Wachtell,
Lipton, Rosen & Katz as corporate and finance counsel; Ropes &
Gray, LLP as litigation counsel; Torys, LLP as CCAA counsel;
Guggenheim Securities, LLC as investment banker; and AlixPartners,
LLP as restructuring advisor. Prime Clerk, LLC is the claims
agent.
The official committee of unsecured creditors retained Cooley, LLP
as its legal counsel; Robinson & Cole, LLP as co-counsel; and
Dundon Advisers, LLC as financial advisor.
On Oct. 27, 2020, the U.S. Trustee for Region 3 appointed an
official committee of opioid-related claimants. The OCC tapped
Akin Gump Strauss Hauer & Feld, LLP as its lead counsel; Cole
Schotz as Delaware co-counsel; Province, Inc. as financial advisor;
and Jefferies, LLC as investment banker.
MEDICAL ACQUISITION: Seeks to Tap David A. Kay as Appellate Counsel
-------------------------------------------------------------------
Medical Acquisition Company, Inc. seeks approval from the U.S.
Bankruptcy Court for the Southern District of California to hire
David A. Kay, Attorney at Law, as its appellate counsel.
The Debtor requires the services of the firm in connection with two
separate appeals involving its creditor, Tri-City Healthcare
District. The appellate cases bearing case numbers D079471 and
D079904 are pending before the California Court of Appeal, Fourth
Appellate District Division One.
David Kay, Esq., will charge $395 per hour for his services.
Mr. Kay disclosed in a court filing that his firm is a
disinterested person within the meaning of Section 101(14) of the
Bankruptcy Code.
The firm can be reached through:
David A. Kay, Esq.
David A. Kay, Attorney at Law
Symphony Towers
750 B Street, Suite 3210
San Diego. CA 92101
Phone: (619) 501-2213
About Medical Acquisition Company
Medical Acquisition Company, Inc., a provider of lien-based medical
financial services in Carlsbad, Cal., filed a petition for Chapter
11 protection (Bankr. S.D. Cal. Case No. 22-00058) on Jan. 13,
2022, listing up to $50,000 in assets and up to $10 million in
liabilities. Charles Perez, chief executive officer and chief
operations officer, signed the petition.
Judge Christopher B. Latham oversees the case.
The Debtor tapped Joshi Law Group as bankruptcy counsel; David A.
Kay, Attorney at Law as appellate counsel; and Julie Stencil as
bookkeeper.
METROPOLITAN PIER: Fitch Hikes Ratings on Expansion Bonds From BB+
------------------------------------------------------------------
Fitch Ratings has upgraded the ratings on the Metropolitan Pier and
Exposition Authority's (MPEA or authority) expansion project bonds
to 'BBB' from 'BB+'. The Rating Outlook is Stable.
SECURITY
MPEA expansion project bonds are special limited obligations
payable from amounts received by the trustee from the state-held
expansion project fund, including authority taxes (various leisure
and hospitality-based taxes) and state sales tax deposits (a
portion of state sales taxes) if authority taxes are insufficient.
Payments to the trustee from the expansion project fund are subject
to annual state legislative appropriation.
ANALYTICAL CONCLUSION
The upgrade to 'BBB' reflects Fitch's upgrade of the state's Issuer
Default Rating (IDR) to 'BBB+'. MPEA expansion projects bond
ratings also reflect Fitch's view that pledged state sales tax
deposits will grow with inflation over the long term. The security
structures can withstand a substantial level of decline and still
maintain sum-sufficient debt service coverage. Fitch caps the
rating on the MPEA expansion project bonds at one notch below the
state's IDR based on the requirement for annual appropriation of
sales tax revenues to the bond trustee. This is well below Fitch's
assessment of the underlying credit quality of the dedicated tax
bonds.
KEY RATING DRIVERS
APPROPRIATION REQUIREMENT LINKS RATING TO STATE: Debt service
payment is contingent on the legislature's annual appropriation of
pledged revenue to the indenture trustee, capping the rating well
below Fitch's assessment of the underlying credit quality of the
debt structure. The rating does not consider MPEA's operations, as
state sales tax deposits are collected and owned entirely by the
state before being appropriated directly to the bond trustee
ROBUST COVERAGE AND RESILIENCE: Given the legal leverage
limitations on the Build Illinois bonds and the statutory cap on
state sales tax deposits for expansion project bonds, state sales
taxes can sustain a significant level of decline and still maintain
ample debt service coverage on all obligations. This is consistent
with a 'aaa' assessment of resilience through moderate economic
declines.
SLOW GROWTH PROSPECTS: Pledged revenue growth prospects are in line
with Fitch's expectations for the state's overall economic
prospects and assessed at 'a'. Gains in sales tax revenues will
likely approximate Fitch's long-term expectations for national
inflation.
RATING SENSITIVITIES
Factors that could, individually or collectively, lead to positive
rating action/upgrade:
-- Positive rating action on the state's IDR.
Factors that could, individually or collectively, lead to negative
rating action/downgrade:
-- Negative rating action on the state's IDR.
-- Material weakening of pledged revenue coverage and structural
resilience. Fitch considers this unlikely given the limitations on
additional debt issuance.
BEST/WORST CASE RATING SCENARIO
International scale credit ratings of Sovereigns, Public Finance
and Infrastructure issuers have a best-case rating upgrade scenario
(defined as the 99th percentile of rating transitions, measured in
a positive direction) of three notches over a three-year rating
horizon; and a worst-case rating downgrade scenario (defined as the
99th percentile of rating transitions, measured in a negative
direction) of three notches over three years. The complete span of
best- and worst-case scenario credit ratings for all rating
categories ranges from 'AAA' to 'D'. Best- and worst-case scenario
credit ratings are based on historical performance. For more
information about the methodology used to determine sector-specific
best- and worst-case scenario credit ratings, visit
https://www.fitchratings.com/site/re/10111579.
CURRENT DEVELOPMENTS
Economic Recovery Picks Up; Continues to Trail National Pace
Illinois' employment recovery has modestly accelerated in recent
months, but overall recovery still lags the national rate. Through
March 2022, Fitch's analysis of BLS data indicates the state had
recovered 82% of the jobs lost at the start of the pandemic versus
the national recovery rate of 93% through the same period. Over the
past six months, Illinois has gained jobs at a faster clip with its
recovery rate up more than 18 percentage points (pps) versus 16 pps
nationally.
The state's official March monthly unemployment rate of 4.7% was
higher than the national 3.8% rate that month. Illinois'
Fitch-adjusted unemployment rate (which adds back the declines in
labor force since February 2020) was higher at 6%, indicating the
state has seen material weakening of its labor markets over the
course of the pandemic, which could be a factor in Illinois' slower
employment recovery.
Revenue Growth Continues to Outpace Projections
State sales taxes totaled $10.4 billion in fiscal 2021, including
certain amounts collected in state nongeneral funds, covering
maximum annual debt service (MADS) on aggregate debt (including
Build Illinois senior and junior bonds and MPEA's expansion project
bonds) by 14.6x. For aggregate MADS Fitch combines the Build
Illinois debt service estimate of $262.3 million provided in MPEA's
most recent March 2022 official statement and the $450 million
maximum annual total deposit of state sales tax revenues for
expansion project bonds' debt service.
Illinois' latest revenue forecast anticipates revenue growth for
fiscal 2022 will be 10% ahead of the enacted budget estimate, and
nearly 9% ahead of the prior year. Revenue improvements largely
reflect economic activity rebounding much faster than anticipated,
supported by vast federal economic support.
Authority Taxes Covering Debt Service
MPEA pays debt service on expansion project bonds first from
"authority taxes" derived from leisure and hospitality-based
activity that have seen solid recovery from the depths of the
pandemic. Authority taxes plummeted to $47.6 million in fiscal 2021
from $158.4 million in fiscal 2019. For the current year, MPEA now
projects collections of $113.4 million, and based on discussions
with management, Fitch anticipates actual collections will
comfortably exceed that level. Combined with the lower debt service
resulting from recent restructurings, the authority has been able
to cover current year debt service ($113.1 million in fiscal 2022)
from authority taxes rather than drawing on the state sales tax
deposits.
The authority anticipates pursuing further restructurings to manage
escalating debt service and a still recovering environment for its
tourism and business travel-dependent tax revenues. Fitch considers
restructurings of debt service as a reasonable approach to managing
near-term authority tax revenue uncertainty. The rating for the
bonds remains dependent on the much broader support from the state
sales tax deposits. Illinois' fiscal 2023 enacted budget includes a
$15 million appropriation for a grant program to attract
conventions, but no operating appropriation for the authority
reflecting its improved fiscal position. Since reopening to large
events in June 2021, the authority has hosted 135 events on its
campus. The authority reports attendance has lagged pre-pandemic
estimates for hosted events, but generally exceeded organizer
revised expectations.
DEDICATED TAX CREDIT PROFILE
Ratings Capped at State Appropriation Risk
The bonds are subject to state appropriation risk given the
appropriation requirement for the authority taxes and state sales
tax deposits used to pay debt service. Bonds are not exposed to
operating risk from MPEA as the state sales tax deposits available
for debt service are solely state revenues, collected and
controlled by the state itself in a fund held within the state
treasury, until they are appropriated directly to the bond trustee
as needed for debt service. State law authorizes state sales tax
deposits solely for transfer to the expansion project fund and to
support debt service on expansion project bonds. State sales taxes
or sales tax deposits never flow to the authority and cannot be
used for authority operations.
If an appropriation is not made, the authority taxes are not able
to be transferred into the expansion project fund and instead,
state sales tax deposits equivalent to debt service are
automatically deposited into the expansion project fund. Without an
appropriation, the transferred state sales tax deposits cannot be
used for debt service, but they are also unavailable for general
state operations. The maximum statutory amount of state sales tax
deposits that could be transferred into the expansion project fund
is $300 million in fiscal 2022 (less than 1% of projected sales tax
revenues), escalating gradually to a maximum of $450 million in
fiscal 2036.
The then-governor's veto of a state budget bill that included
appropriation for expansion project bonds debt service at the start
of fiscal 2016 illustrates the risk posed to bondholders. The
non-appropriation prevented the monthly transfer of funds from the
expansion project fund to the trustee by the July 20 date outlined
in the indenture. Fitch notes the state enacted an appropriation
for transfers to the bond trustee on Aug. 20, thereby preventing an
event of default under the indenture. Illinois also enacted a
timely appropriation in fiscal 2017 despite the ongoing state
budget impasse. In Fitch's view, these actions reflect the state's
strong incentive to ensure timely debt service payments on the
expansion project bonds and support close linkage to the state's
IDR.
In some instances, Fitch will rate appropriation or lease-backed
debt equivalent to a government's IDR if we judge the already
strong incentive for appropriation to be significantly enhanced.
Fitch does not consider the trapping of a modest share of general
fund revenues as described above to be enough of an incentive to
warrant a rating for the expansion project bonds equivalent to the
state's IDR.
Overview of Dedicated Tax Bonds
The bonds are special limited obligations of MPEA, secured by a
pledge of revenues, including amounts received by the trustee from
the expansion project fund, bond proceeds and other moneys and
funds held under the indenture. Deposits to the expansion project
fund are from authority taxes and state sales tax deposits.
Payments to the trustee from the expansion project fund are based
on an annual certification by MPEA to the state comptroller and
treasurer. The authority is a municipal corporation of the state
and would be eligible to file for bankruptcy if the state
legislature authorized such filings for local governments.
Authority taxes, which consist of restaurant, hotel and car rental
and airport departure taxes, as well as part of the Illinois Sports
Facility Authority surplus, are the intended source of expansion
project fund deposits. Authority taxes are subject to state
appropriation both to the expansion project fund and subsequently
to the bond trustee.
If authority taxes are insufficient to make any monthly deposit to
the expansion project fund (as was the case in fiscal 2021), a
portion of the state share of state sales taxes (the state sales
tax deposits) is automatically deposited into the expansion project
fund in amounts sufficient to address the shortfall. This
commitment is subordinate to outstanding Build Illinois sales tax
revenue bonds (senior and junior lien bonds rated A/Stable) that
are issued directly by the state and not subject to annual state
appropriation.
The state sales tax deposits for the expansion project bonds must
be appropriated from the expansion project fund to the trustee in
order to be used for debt service. Under a non-impairment covenant
in the indenture, the state pledges that it will not limit or alter
the basis on which the state sales taxes are collected.
Sales Tax Growth Prospects are Modest
Sales taxes are imposed at a unified state and local rate of 6.25%,
with 80% of collections representing the state's share. With a
relatively slowly growing state economy over the long term, Fitch
considers growth prospects for state sales taxes essentially in
line with our long-term expectations for national inflation. State
sales taxes are economically sensitive, as illustrated by the
cumulative 12% decline during the Great Recession. Revenues
recovered since then, growing regularly though with some volatility
that could be attributed to gasoline prices as the state taxes
gasoline sales as a percentage of the per gallon price.
Fiscal 2019 exhibited very strong growth of nearly 8%, and likely
benefitted from the state's implementation of new regulations
following the U.S. Supreme Court's June 2018 Wayfair decision
expanding states' ability to directly tax remote sellers. Fiscal
2020 revenues declined 2%, reflecting initial effects of the
coronavirus pandemic. In fiscal 2021, revenues increased a robust
13% with the state projecting another nearly 9% increase in the
current fiscal year before revenues contract slightly (1.4%) in
fiscal 2023. The projected contraction in fiscal 2023 is
attributable to an anticipated rotation of consumer spending back
to services (less taxed) from goods (more taxed) as public health
concerns wane, and the continuing ramp-up of a permanent shift of
some sales tax revenues to transportation funding.
Over the long term, Fitch anticipates sales tax growth will
moderate and generally revert to pre-pandemic historical
performance. Between 2007 and 2017 (before the effects of several
policy changes), compound average annual growth in state sales
taxes was 1.2%, just below national inflation.
High Level of Structural Resilience
Fitch considers the security provided by the pledged revenues very
resilient to economic volatility. To evaluate the sensitivity of
the dedicated revenue stream to cyclical decline, Fitch considers
maximum allowable leverage, revenue sensitivity results from
Fitch's FAST model (using a 1% decline in national GDP scenario)
and the largest decline in revenues over the period covered by the
revenue sensitivity analysis. The FAST model output indicates a
2.8% drop in revenue in a moderate recession scenario, while the
largest cumulative historical decline was 12% between fiscals 2008
to 2010.
Fitch assesses resilience of the structure based on a conservative
assumption that the Build Illinois liens would be fully leveraged
to their maximum additional bonds test and that MADS would occur
the same year that the proposed statutory maximum state sales tax
deposit for expansion project bonds of $450 million is reached -
Fitch considers this a de facto cap on debt service. This scenario
is unlikely as current Build Illinois debt service is on a
declining schedule while the maximum state sales tax deposits are
on an ascending schedule.
Nevertheless, in this scenario, the state sales taxes could
withstand an 86% decline, equivalent to more than 30x the decline
projected by FAST in a moderate economic downturn and more than 7x
the largest historical peak-to-trough decline, and still cover
MADS. Given this exceptional level of resilience and the growth
prospects assessment noted above, Fitch's rating on the bonds is
tied to the state's IDR rather than the underlying dedicated tax
bond analysis which would support a much higher rating.
In addition to the sources of information identified in Fitch's
applicable criteria specified below, this action was informed by
information from Lumesis.
Rating Actions
Entity/Debt Rating Prior
----------- ------ -----
Illinois, State of (IL)
[General Government]
Metropolitan Pier &
Exposition Authority (IL) /
Special Tax Revenues/1 LT LT BBB Upgrade BB+
MINESEN COMPANY: UST Opposes Combined Hearing on Plan & Disclosures
-------------------------------------------------------------------
The United States Trustee filed a limited objection to debtor The
Minesen Company's Ex Parte Motion for Entry of an Order: (1)
Conditionally Approving Disclosure Statement, (2) Setting Hearing
and Objection Deadlines on Final Approval of Disclosure Statement
and Confirmation of Plan, and (3) Approving Form of Ballots and
Balloting Procedures.
The United States Trustee submits this case is not appropriate for
a "conditional" approval of the disclosure statement, and a
"combined" hearing on the disclosure statement and plan.
Because this case is not a "small business" case, the United States
Trustee
submits this case is not appropriate for a "conditional" approval
of the disclosure statement, and a "combined" hearing on the
disclosure statement and plan.
According to the United States Trustee, although Section
105(d)(2)(B)(vi) authorizes a court to provide for a combined
hearing on the approval of a disclosure statement and plan
confirmation, such power should not be exercised in a manner
"inconsistent" with another provision of the Bankruptcy Code or
applicable rules of bankruptcy procedure. See Section 105(d)(2).
Thus, Section 105(d) is limited by its terms. The court should not
make an order that is inconsistent with the Bankruptcy Code or
Rules.
About The Minesen Company
The Minesen Company -- http://www.innatschofield.com/-- owns a
transient military lodging facility at Schofield Barracks in
central Oahu known as the Inn at Schofield Barracks. Amenities
include queen-sized beds, coffee maker, refrigerator, microwave,
television, Internet, air conditioning, laundry, and 24-hour
convenience store.
The Minesen Company filed a petition for Chapter 11 protection
(Bankr. D. Hawaii Case No. 19-00849) on July 4, 2019, listing up to
$50 million in assets and up to $10 million in liabilities. Max
Jensen, president of The Minesen Company, signed the petition.
Judge Robert J. Faris oversees the case.
The Debtor tapped Goodsill Anderson Quiin & Stifel as bankruptcy
counsel; Snell & Wilmer, LLP, Keith M. Kiuchi, A Law Corporation
and Crowell & Moring, LLP as special counsels. Joseph M. Salvator
CPA, PC is the Debtor's accountant.
MST CONSULTING: Unsecureds Owed in Excess of $500 to Recover 20%
----------------------------------------------------------------
MST Consulting Inc. d/b/a/ Aim Remodeling & Construction filed with
the U.S. Bankruptcy Court for the Western District of Texas a
Subchapter V Plan of Reorganization dated May 10, 2022.
MST Consulting has been active in the field of residential and
light commercial remodeling since 1985.
MST filed for Subchapter V relief on February 9, 2022 in order to
get the protection of the automatic bankruptcy stay and a chance to
resume business in the ordinary course.
In Chapter 11 Subchapter V Plans the reorganizing Debtor makes
payments to a distribution agent, who then in turn makes payments
to claim holders according to the Plan.
Class 3 consists of Administrative Convenience Claims. The claims
of any general unsecured creditors who are owed $500.00 or less are
to be paid a dividend of 50% of their allowed amounts, in a single
payment within 60 days of Confirmation Effective Date. This
administrative convenience class is impaired.
Class 4 consists of General Unsecured Claims. The claims of any
general unsecured creditors who are owed over $500.00 are to be
paid a dividend of 20% of their allowed amounts, in quarterly
payments starting at $1,000.00 for the Class pro rata on the first
days of September 2023, December 2023, March 2024, and June 2024;
increasing to $3,000.00 for the Class pro rata on the first days of
September 2024, December 2024, March 2025, and June 2025;
increasing to $4,000.00 for the Class pro rata on the first days of
September 2025, December 2025, March 2026, and June 2026. The total
paid to the Class will be $40,000.00 pro rata, an estimated
dividend of 20%. This class is impaired.
A full-text copy of the Subchapter V Plan dated May 10, 2022, is
available at https://bit.ly/3FLOVfm from PacerMonitor.com at no
charge.
Debtor's Counsel:
E.P. Bud Kirk, Esq.
Law Firm of E.P. Bud Kirk
600 Sunland Park Drive, Bldg. Four, Ste. 400
El Paso, TX 79912
Tel: (915) 584-3773
Fax: (915) 581-3452
Email: budkirk@aol.com
About MST Consulting
MST Consulting Inc. filed a petition for Chapter 11 protection
(Bankr. W.D. Tex. Case No. 22-30103) on Feb. 9, 2022, listing up to
$500,000 in both assets and liabilities. Amada S. Flores,
president, signed the petition.
The Debtor tapped the law firm of E.P. Bud Kirk as legal counsel.
MY SIZE: Incurs $2.2 Million Net Loss in First Quarter
------------------------------------------------------
My Size, Inc. filed with the Securities and Exchange Commission its
Quarterly Report on Form 10-Q disclosing a net loss of $2.19
million on $404,000 of revenues for the three months ended March
31, 2022, compared to a net loss of $1.46 million on $27,000 of
revenues for the three months ended March 31, 2021.
As of March 31, 2022, the Company had $12.28 million in total
assets, $2.98 million in total liabilities, and $9.30 million in
total stockholders' equity.
Since the Company's inception, the Company has funded its
operations primarily through public and private offerings of debt
and equity in the State of Israel and in the U.S.
As of March 31, 2022, the Company had cash, cash equivalents, and
restricted cash of $8,112,000 compared to $10,943,000 of cash, cash
equivalents and restricted cash as of Dec. 31, 2021. This decrease
primarily resulted from the Company's operating activities, the
acquisition of Orgad, intercompany loans that was deployed to grow
Orgad's business.
Cash used in operating activities amounted to $2,579,000 for the
three months ended March 31, 2022, compared to $1,271,000 for the
three months ended March 31, 2021. The increase in cash used in
operating activities was mainly due to the acquisition of Orgad and
working capital.
Net cash used in investing activities was $321,000 for the three
months ended March 31, 2022, compared to cash used in investing
activities of $3,000 for the three months ended March 31, 2021.
The increase from the corresponding period was mainly due to the
acquisition of Orgad.
Net cash provided by financing activities was $7,000 for the three
months ended March 31, 2021, compared to $5,369,000 for the three
months ended March 31, 2021. The cash flow from financing
activities for the three months ended March 31, 2021 resulted from
the public offerings that occurred in January 2021 and March 2021
and from proceeds that were received from an investor for warrants
that were exercised.
The Company does not have any material commitments for capital
expenditures during the next twelve months.
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/0001211805/000149315222013059/form10-q.htm
About My Size
Headquartered in Airport City, Israel, My Size, Inc. --
www.mysizeid.com -- is a creator of mobile device measurement
solutions that has developed innovative solutions designed to
address shortcomings in multiple verticals, including the
e-commerce fashion/apparel, shipping/parcel and do it yourself, or
DIY, industries. Utilizing its sophisticated algorithms within its
proprietary technology, the Company can calculate and record
measurements in a variety of novel ways, and most importantly,
increase revenue for businesses across the globe.
My Size reported a net loss of $10.52 million for the year ended
Dec. 31, 2021, a net loss of $6.16 million for the year ended Dec.
31, 2020, and a net loss of $5.50 million for the year ended Dec.
31, 2019. As of Dec. 31, 2021, the Company had $12.56 million in
total assets, $1.70 million in total liabilities, and $10.86
million in total shareholders' equity.
Tel Aviv, Israel-based Somekh Chaikin, member firm of KPMG
International, the Company's auditor since 2017, issued a "going
concern" qualification in its report dated March 18, 2022, citing
that the Company has incurred significant losses and negative cash
flows from operations and has an accumulated deficit that raises
substantial doubt about its ability to continue as a going concern.
NELSON FAMILY: Seeks to Hire C. Taylor Crockett as Legal Counsel
----------------------------------------------------------------
Nelson Family Lawn Care, LLC seeks approval from the U.S.
Bankruptcy Court for the Northern District of Alabama to hire C.
Taylor Crockett, PC to serve as legal counsel in its Chapter 11
case.
The firm will be paid at the rate of $425 per hour and reimbursed
for out-of-pocket expenses incurred.
The retainer fee is $3,000, plus $1,738 filing fee.
C. Taylor Crockett, Esq., disclosed in a court filing that the firm
is a "disinterested person" as the term is defined in Section
101(14) of the Bankruptcy Code.
The firm can be reached at:
C. Taylor Crockett, Esq.
C. Taylor Crockett, PC
2067 Columbiana Road
Birmingham, AL 35216
Tel: (205) 978-3550
Email: taylor@taylorcrockett.com
About Nelson Family Lawn Care
Nelson Family Lawn Care, LLC filed a petition under Chapter 11,
Subchapter V of the Bankruptcy Code (Bank. N.D. Ala. Case No.
22-01068) on May 6, 2022, listing up to $100,000 in assets and up
to $500,000 in liabilities. Steven David Altmann serves as
Subchapter V trustee.
Judge Tamara O. Mitchell oversees the case.
C. Taylor Crockett, Esq., at C. Taylor Crockett, PC represents the
Debtor as legal counsel.
NUZEE INC: Incurs $3.2 Million Net Loss in Second Quarter
---------------------------------------------------------
Nuzee, Inc. filed with the Securities and Exchange Commission its
Quarterly Report on Form 10-Q disclosing a net loss of $3.22
million on $715,073 of net revenues for the three months ended
March 31, 2022, compared to a net loss of $6.09 million on $414,064
of net revenues for the three months ended March 31, 2021.
For the six months ended March 31, 2022, the Company reported a net
loss of $6.03 million on $1.73 million of net revenues compared to
a net loss of $11.98 million on $932,051 of net revenues for the
six months ended March 31, 2021.
As of March 31, 2022, the Company had $13.16 million in total
assets, $2.69 million in total liabilities, and $10.47 million in
total stockholders' equity.
Nuzee said "Since our inception in 2011, we have incurred
significant losses, and as of March 31, 2022, we had an accumulated
deficit of approximately $58.9 million. We have not yet achieved
profitability and anticipate that we will continue to incur
significant sales and marketing expenses prior to recording
sufficient revenue from our operations to offset these expenses.
In the United States, we expect to incur additional losses because
of the costs associated with operating as an exchange-listed public
company. We are unable to predict the extent of any future losses
or when we will become profitable, if at all."
"To date, we have funded our operations primarily with proceeds
from registered public offerings and private placements of shares
of our common stock. Our principal use of cash is to fund our
operations, which includes the commercialization of our single
serve coffee products, the continuation of efforts to improve our
products, administrative support of our operations and other
working capital requirements."
A full-text copy of the For 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/0001527613/000149315222013084/form10-q.htm
About NuZee
NuZee, Inc. (d/b/a Coffee Blenders) is a specialty coffee company
and a single-serve pour-over coffee pouch producer and co-packer.
The Company owns packing equipment developed in Asia for single
serve pour over production. It co-packs single-serve pour-over
coffee and tea bag style coffees for customers in the U.S. market
and also co-packs for the South Korean market.
NuZee reported a net loss of $18.55 million for the year ended
Sept. 30, 2021, a net loss of $9.52 million for the year ended
Sept. 30, 2020, and a net loss of $12.21 million for the year ended
Sept. 30, 2019. Nuzee reported a net loss of $2.80 million for the
three months ended Dec. 31, 2021. As of Dec. 31, 2021, the Company
had $14.26 million in total assets, $1.97 million in total
liabilities, and $12.29 million in total stockholders' equity.
O & A ENTERPRISES: Wins Interim Cash Collateral Access
------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Iowa
authorized O & A Enterprises, LLC to use cash collateral on an
interim basis under the same terms and conditions specified in the
Motion to Use Cash Collateral filed by Austin J. Peiffer on behalf
of O & A Enterprises, LLC dated April 22 and the Supporting
Document filed by O & A Enterprises, LLC dated May 5, 2022.
The final hearing on the Cash Collateral Motion scheduled for May
13, 2022, was cancelled.
A copy of the order is available at https://bit.ly/38mCc6R from
PacerMonitor.com.
About O & A Enterprises
O & A Enterprises, LLC is a company in Norwalk, Iowa, offering
funeral and cremation services.
O & A Enterprises filed a petition under Chapter 11, Subchapter V
of the Bankruptcy Code (Bankr. S.D. Iowa Case No. 22-00295) on
March 27, 2022, listing up to $10 million in both assets and
liabilities. Robert Gainer serves as Subchapter V trustee.
Judge Anita L. Shodeen oversees the case.
Joseph A. Peiffer, Esq., at Ag & Business Legal Strategies is the
Debtor's legal counsel.
ONDAS HOLDINGS: Incurs $10 Million Net Loss in First Quarter
------------------------------------------------------------
Ondas Holdings Inc. filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q disclosing a net loss
of $10.01 million on $410,198 of net revenues for the three months
ended March 31, 2022, compared to a net loss of $3.14 million on
$1.16 million of net revenues for the three months ended March 31,
2021.
As of March 31, 2022, the Company had $111.97 million in total
assets, $8.42 million in total liabilities, and $103.55 million in
total stockholders' equity.
The Company held cash and cash equivalents of $32.1 million as of
March 31, 2022, as compared to $40.8 million as of Dec. 31, 2021.
The decline in cash and cash equivalents is primarily a result of
ongoing investments in both segments to prepare for growth.
"The first quarter marked another period of solid progress as we
continue to execute on our key priorities and prepare for expected
growth in orders and revenue across our business segments in 2022
and beyond," said Eric Brock, Ondas' Chairman and CEO. "Our work
at Ondas Networks this quarter continued to reflect our transition
from market development to platform delivery. We successfully
delivered the second launch order to a Class I railroad, while
beginning the initial, pre-order field work with an additional
Class I railroad and working with contract manufacturers to ensure
we are in a strong position to execute on the anticipated purchase
orders over the course of the year. At American Robotics, we made
notable headway executing on our initial customer installations.
We advanced our strategic initiatives, including growing our patent
portfolio and establishing critical relationships with vendors to
establish a reliable supply chain ahead of our expected growth. We
also recently expanded our FAA approvals for automated drone
operations at seven additional sites and completed the acquisition
of Ardenna, a leading provider of rail infrastructure monitoring
solutions, which we believe enhances American Robotics' ability to
penetrate rail markets with our Scout System.
"As we enter the second half of 2022, we expect to gain traction in
the field across all segments. The progress we are making today
gives us confidence that we will be able to meet our customers'
expectations and deliver best-in-class, end-to-end technology
platforms for mission critical data applications. With a strong
balance sheet, industry-leading talent and field-proven products,
we remain steadfast in our ability to execute on our growth
strategy and, ultimately, deliver long-term shareholder value."
Stewart Kantor, Ondas Networks founder and president, commented:
"We started 2022 strong at Ondas Networks, carrying the momentum
from last year into the first quarter with our team making notable
progress on our growth initiatives. We delivered on our previously
announced 900 MHz launch order and continued our work with a third
Class I railroad in preparation for a substantial 900 MHz launch
order. We completed the selection of contract manufacturers in
advance of expected volume purchase orders, and we continued to
leverage our Rail Lab to facilitate the standardization of major
rail communication networks in North America.
"While we continue to execute on deliveries and invest in a
foundation suitable for growth, we are also accelerating our
business development efforts. During the week of May 16th, we'll
be with Siemens at the annual RSSI exhibition in Kansas City to
further showcase our next-gen MC-IoT wireless platform to the Rail
industry. We also recently hired Kevin Nichter, a rail industry
veteran who brings many years of train operations and
communications expertise and relationships in both freight and
transit rail markets to look at expanded commercialization
opportunities for our platform. Overall, the future is bright at
Ondas Networks, and we remain confident in our ability to execute
on the upcoming growth opportunities."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1646188/000121390022025400/f10q0322_ondasholdings.htm
About Ondas Holdings Inc.
Ondas Holdings Inc., is a provider of private wireless data and
drone solutions through its wholly owned subsidiaries Ondas
Networks Inc. and American Robotics, Inc. Ondas Networks is a
developer of proprietary, software-based wireless broadband
technology for large established and emerging industrial markets.
Ondas Networks' standards-based (802.16s), multi-patented,
software-defined radio FullMAX platform enables Mission-Critical
IoT (MC-IoT) applications by overcoming the bandwidth limitations
of today's legacy private licensed wireless networks. Ondas
Networks' customer end markets include railroads, utilities, oil
and gas, transportation, aviation (including drone operators) and
government entities whose demands span a wide range of mission
critical applications. American Robotics designs, develops, and
markets industrial drone solutions for rugged, real-world
environments. AR's Scout System is a highly automated, AI-powered
drone system capable of continuous, remote operation and is
marketed as a "drone-in-a-box" turnkey data solution service under
a Robot-as-a-Service (RAAS) business model. The Scout System is the
first drone system approved by the FAA for automated operation
beyond-visual-line-of-sight (BVLOS) without a human operator
on-site. Ondas Networks and American Robotics together provide
users in rail, agriculture, utilities and critical infrastructure
markets with improved connectivity and data collection
capabilities.
Ondas Holdings reported a net loss of $15.02 million for the year
ended Dec. 31, 2021, a net loss of $13.48 million for the year
ended Dec. 31, 2020, a net loss of $19.39 million for the year
ended Dec. 31, 2019, and a net loss of $12.10 million for the year
ended Dec. 31, 2018. As of Dec. 31, 2021, the Company had $117.44
million in total assets, $5.20 million in total liabilities, and
$112.23 million in total stockholders' equity.
PANBELA THERAPEUTICS: Incurs $3.7 Million Net Loss in First Quarter
-------------------------------------------------------------------
Panbela Therapeutics, Inc. filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q disclosing a net loss
of $3.67 million for the three months ended March 31, 2022,
compared to a net loss of $2.26 million for the three months ended
March 31, 2021.
As of March 31, 2022, the Company had $11.09 million in total
assets, $4.51 million in total current liabilities, and $6.58
million in total stockholders' equity.
"Q1 and year to date have represented a transformational time of
value creation for Panbela. During the quarter, we signed a
definitive agreement to acquire CPP, presented ovarian cancer data
at AACR and initiated our global randomized trial in pancreatic
cancer," said Jennifer K. Simpson, PhD, MSN, CRNP, president and
chief executive officer of Panbela. "Through the pending
acquisition and organic execution, Panbela is better positioned to
be able to treat more patients, and drive shareholder value."
General and administrative expenses were $1.8 million in the first
quarter of 2022, compared to $1.1 million in the first quarter of
2021. The change is due primarily to expenses, including legal and
financial advisory fees, associated with the acquisition of CPP.
Research and development expenses were $2.2 million in the first
quarter of 2022, compared to $1.1 million in the first quarter of
2021. The change is due primarily to an increase in spending on
our clinical studies as we launched the global ASPIRE clinical
trial.
Total cash was $7.4 million as of March 31, 2022. Total current
assets were $7.9 million and current liabilities were $4.5 million
as of the same date. Also at March 31, 2022, total noncurrent
assets, consisting of cash deposits held by the Company's contract
research organization, were $3.2 million. The company had no debt
as of March 31, 2022.
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1029125/000143774922012129/pbla20220331_10q.htm
About Panbela
Headquartered in Waconia, Minnesota, Panbela Therapeutics, Inc. --
www.Panbela.com -- is a clinical stage biopharmaceutical company
developing disruptive therapeutics for the treatment of patients
with cancer. Its product candidate, SBP-101, is a proprietary
polyamine analogue designed to induce polyamine metabolic
inhibition, a metabolic pathway of critical importance in multiple
tumor types.
Panbela reported a net loss of $10.13 million for the year ended
Dec. 31, 2021, a net loss of $4.77 million for the year ended Dec.
31, 2020, and a net loss of $6.20 million for the year ended Dec.
31, 2019. As of Dec. 31, 2021, the Company had $12.87 million in
total assets, $2.66 million in total liabilities, and $10.21
million in total stockholders' equity.
Tampa, Florida-based Cherry Bekaert, the Company's auditor since
2014, issued a "going concern" qualification in its report date
March 24, 2022, citing that the Company has recurring losses and
negative cash flows from operations that raise substantial doubt
about its ability to continue as a going concern.
PANO LLC: Omega Roast Beef Files for Chapter 11 Protection
----------------------------------------------------------
Pano, LLC, d/b/a Omega Roast Beef & Pizza, filed for chapter 11
protection without stating a reason.
According to court filings, Pano LLC 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 2:00 P.M.
About Pano LLC
Pano LLC -- https://www.omegapizza.menu/ -- doing business as Omega
Roast Beef & Pizza, is a Massachusetts-based pizza restaurant.
Pano LLC sought Chapter 11 bankruptcy protection (Bankr. D. Mass.
Case No. 22-10607) on May 3, 2022. In the petition filed by
Panajot Pandeli, Pano LLC estimated assets and liabilities up to
$50,000 each.
The case is assigned to Honorable Bankruptcy Chief Judge
Christopher J. Panos.
John F. Sommerstein, of the Law Offices of John F. Sommerstein, is
the Debtor's counsel.
PARKERVISION INC: Posts $332K Net Income in First Quarter
---------------------------------------------------------
Parkervision, Inc. filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q disclosing net income
of $332,000 on $0 of licensing revenue for the three months ended
March 31, 2022, compared to a net loss of $2.47 million on $0 of
licensing revenue for the three months ended March 31, 2021.
As of March 31, 2022, the Company had $2.41 million in total
assets, $45.96 million in total liabilities, and a total
shareholders' deficit of $43.55 million.
The Company has incurred significant losses from operations and
negative cash flows from operations in every year since inception
and has utilized the proceeds from the sales of debt and equity
securities and contingent funding arrangements with third parties
to fund its operations, including the cost of litigation. At March
31, 2022, the Company had cash and cash equivalents of
approximately $0.2 million and an accumulated deficit of
approximately $433.1 million. Additionally, a significant amount
of future proceeds that the Company may receive from its patent
enforcement and licensing programs will first be utilized to repay
borrowings and legal fees and expenses under its contingent funding
arrangements. The Company said these circumstances raise
substantial doubt about its ability to continue to operate as a
going concern for a period of one year following the issue date of
these condensed consolidated financial statements.
In May 2022, the Company received proceeds of $0.3 million from the
sale of convertible notes. The Company's current capital
resources, including the proceeds from the May 2022 transaction,
are not sufficient to meet its liquidity needs for the next twelve
months and the Company will be required to seek additional capital.
"Our ability to meet our liquidity needs for the next twelve months
is dependent upon (i) our ability to successfully negotiate
licensing agreements and/or settlements relating to the use of our
technologies by others in excess of our contingent payment
obligations, (ii) our ability to control operating costs, and/or
(iii) our ability to obtain additional debt or equity financing.
We expect that proceeds received by us from patent enforcement
actions and technology licenses over the next twelve months may not
be sufficient to cover our working capital requirements.
"We expect to continue to invest in the support of our patent
enforcement and licensing programs. The long-term continuation of
our business plan is dependent upon the generation of sufficient
revenues from our technologies and/or products to offset expenses
and contingent payment obligations. In the event that we do not
generate sufficient revenues, we will be required to obtain
additional funding through public or private debt or equity
financing or contingent fee arrangements and/or reduce operating
costs. Failure to generate sufficient revenues, raise additional
capital through debt or equity financings or contingent fee
arrangements, and/or reduce operating costs will have a material
adverse effect on our ability to meet our long-term liquidity needs
and achieve our intended long-term business objectives," the
Company said in the Report.
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/914139/000091413922000010/prkr-20220331x10q.htm
About Parkervision
Headquartered in Jacksonville, Florida, ParkerVision, Inc.
(http://www.parkervision.com)has designed and developed
proprietary radio-frequency (RF) technologies that enable advanced
wireless solutions for current and next generation wireless
communication products. ParkerVision is engaged in a number of
patent enforcement actions in the U.S. to protect patented rights
that it believes are broadly infringed by others.
Parkervision reported a net loss of $12.33 million for the year
ended Dec. 31, 2021, a net loss of $19.58 million for the year
ended Dec. 31, 2020, and a net loss of $9.45 million for the year
ended Dec. 31, 2019. As of Dec. 31, 2021, the Company had $3.44
million in total assets, $48.22 million in total liabilities, and a
total shareholders' deficit of $44.78 million.
Fort Lauderdale, Florida-based MSL, P.A., the Company's auditor
since 2019, issued a "going concern" qualification in its report
dated March 29, 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.
PINNACLE CONSTRUCTORS: Wins Cash Collateral Access
--------------------------------------------------
The U.S. Bankruptcy Court for the Middle District of Tennessee,
Nashville Division, authorized Pinnacle Constructors, Inc. to use
cash collateral on an interim basis in accordance with the budget
until the final hearing.
In addition to the expenses set forth in the Budget, the Debtor is
authorized to use cash collateral for payment of: (i) allowed
professional fees and disbursements to the Debtor's professionals,
that are specifically approved by the Court in the case, including
the Subchapter V Trustee, and (ii) any fees payable to the Clerk of
the Bankruptcy Court.
As interim adequate protection for the use of, and any diminution
in the value of, the collateral, Southeast Community Capital
Corporation d/b/a/ Pathway Lending, Renasant Bank, and Commercial
Credit Group are granted replacement security interests in the
Debtor's post-petition property and proceeds thereof. The
replacement liens and security interests granted will be deemed
perfected upon entry of the Order without the necessity of the
Lenders taking possession of any collateral or filing financing
statements or other documents.
The Debtor will keep its assets insured by reasonable and
sufficient insurance coverage as required by the terms of the loan
documents executed by Debtor in favor of the Lenders, and will,
upon request and reasonable notice, provide the Lenders reasonable
information to allow the Lenders to determine the extent to which
the Debtor is complying with the Cash Collateral Budget. In
addition, the Debtor will provide to Renasant proof of insurance on
its collateral, in form and substance satisfactory to Renasant, by
no later than March 11, 2022.
The final hearing on the matter is scheduled for May 23, 2022 at
9:30 a.m.
A copy of the order is available at https://bit.ly/38kD3VF from
PacerMonitor.com.
About Pinnacle Constructors, Inc.
Pinnacle Constructors, Inc. is a Tennessee corporation that
provides underground utility work specializing in large diameter
water, sewer, and storm drainage projects. The company also
performs site grading with a focus on land development in new
subdivisions, and heavy equipment hauling and relocation.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. M.D. Tenn. Case No. 22-00670) on March 4,
2022. In the petition signed by Kevin Webb, president, the Debtor
disclosed up to $10 million in both assets and liabilities.
Nancy King, Esq., at EmergeLaw, PLC is the Debtor's counsel.
Southeast Community Capital Corporation d/b/a/ Pathway Lending, as
lender, is represented by J. Timothy Street, Esq. at Johnston &
Street.
Renasant Bank, as lender, is represented by David W. Houston, IV,
Esq. and J. Patrick Warfield, Esq. at Burr & Forman.
PRECIPIO INC: Incurs $4.6 Million Net Loss in First Quarter
-----------------------------------------------------------
Precipio, Inc. filed with the Securities and Exchange Commission
its Quarterly Report on Form 10-Q disclosing a net loss of $4.58
million on $2.45 million of net sales for the three months ended
March 31, 2022, compared to a net loss of $1.45 million on $1.82
million of net sales for the three months ended March 31, 2021.
As of March 31, 2022, the Company had $27.97 million in total
assets, $5.72 million in total liabilities, and $22.25 million in
total stockholders' equity.
The Company has incurred substantial operating losses and has used
cash in its operating activities for the past several years. As of
March 31, 2022, the Company had an accumulated deficit of $84.7
million, working capital of $7.0 million and net cash used in
operating activities of $2.3 million. The Company said its ability
to continue as a going concern over the next twelve months from the
date of issuance of these condensed consolidated financial
statements in this Quarterly Report on Form 10-Q is dependent upon
a combination of achieving its business plan, including generating
additional revenue and avoiding potential business disruption due
to the novel coronavirus pandemic, and raising additional financing
to meet its debt obligations and paying liabilities arising from
normal business operations when they come due.
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1043961/000155837022008317/prpo-20220331x10q.htm
About Precipio
Omaha, Nebraska-based Precipio, formerly known as Transgenomic,
Inc. -- http://www.precipiodx.com-- is a healthcare solutions
company focused on cancer diagnostics. Its business mission is to
address the pervasive problem of cancer misdiagnoses by developing
solutions to mitigate the root causes of this problem in the form
of diagnostic products, reagents and services.
Precipio reported a net loss of $8.52 million for the year ended
Dec. 31, 2021, compared to a net loss of $10.60 million for the
year ended Dec. 31, 2020. As of Dec. 31, 2021, the Company had
$30.44 million in total assets, $5.84 million in total liabilities,
and $24.60 million in total stockholders' equity.
Hartford, CT-based Marcum LLP, the Company's auditor since 2016,
issued a "going concern" qualification in its report dated March
30, 2022, citing that the Company has incurred significant losses
and needs to raise additional funds to meet its obligations and
sustain its operations. These conditions raise substantial doubt
about the Company's ability to continue as a going concern.
PROJECT CASTLE: S&P Assigns 'B-' ICR, Outlook Stable
----------------------------------------------------
S&P Global Ratings assigned its 'B-' issuer credit rating to
Project Castle Inc. At the same time, S&P assigned our 'B-' issue
level rating and '3' recovery rating to the proposed revolver and
term loan.
S&P said, "We will discontinue all ratings on Deliver Buyer Inc.
following the completion of the acquisition and repayment of its
existing debt, which we expect in the second quarter of 2022.
"The stable outlook reflects our forecast for adjusted leverage to
improve over the next few quarters but remain high through 2022. We
expect Project Castle's EBITDA to grow modestly as the company
capitalizes on favorable e-commerce and warehouse/distribution
center automation trends, and potential incremental revenue
opportunities provided by the increased scale of the combined
company."
Project Castle, the acquisition vehicle established to acquire and
combine Thomas H. Lee Partners' (THL's) portfolio companies Deliver
Buyer Inc. (Material Handling Systems Inc.; MHS) and Fortna Inc.,
plans to issue a new $225 million revolving credit facility and
$1.425 billion term loan to fund the $3.9 billion acquisition price
of MHS and Fortna Inc.
The company will also use funds from $1.2 billion in new cash
equity from Abu Dhabi Investment Authority and $1.416 billion in
rollover equity from THL and management to finance the acquisition
and pay for transaction-related fees and expenses.
S&P said, "Our 'B-' issuer credit rating reflects our forecast for
high adjusted leverage through 2022 and a lack of an established
track record of material debt reduction. Notwithstanding Project
Castle's use of a significant (about 64% of total capitalization)
level of equity to fund the acquisition of MHS and Fortna, we
estimate S&P Global Ratings'-adjusted leverage, pro forma for a
full year of operations of both MHS and Fortna, will be high at
about 8x at transaction close. Further, although we forecast
adjusted leverage will improve in 2022, driven largely by EBITDA
growth, we expect it will remain high, at around 7x by the end of
the year."
Although Project Castle is a new entity, THL did not have a track
record of materially reducing leverage at MHS. Since THL's 2017
leveraged buyout of MHS, the company maintained an aggressive
financial policy consisting of large, debt-funded acquisitions and
a leveraging dividend transaction resulting in S&P Global Ratings
adjusted leverage maintained consistently above 6x.
The increased scale of the combined MHS and Fortna businesses
should drive revenue opportunities and modestly reduce cash flow
volatility. S&P Said, "Although we have not factored revenue
synergies into our forecast, we believe the increased breadth of
product and service offerings and expertise of the combined company
may lead to greater share of wallet at existing customers and the
ability to gain new customers." Combined, MHS and Fortna will be
one of the largest global materials handling solutions providers
with pro-forma revenue of just under $2 billion. Fortna's focus on
warehouse automation solutions for distribution and fulfillment
(D&F) facilities will diversify MHS' highly concentrated revenue
exposure to large courier customers (primarily UPS, FedEx, Amazon,
and DHL) within its core parcel segment. Further, MHS' scaled
manufacturing capacity will provide opportunities to cross sell its
lifecycle services offerings into Fortna's existing customer base.
This should improve the stability and visibility of revenues over
time as the company's business mix shifts toward recurring revenue
aftermarket parts and services and software sales. In addition,
Fortna's upfront collection terms and lower inventories, and its
larger combined overall project base should mitigate some of the
volatility in MHS' stand-alone cash flow profile.
Nevertheless, Project Castle remains vulnerable to some EBITDA
volatility given continued customer concentration with its two
largest courier customers. Further, the project-based, fixed-rate
nature of contract terms and high seasonality in its core systems
integration business could increase the lumpiness of cash flows
with any execution missteps. Historically, MHS' peak intra-year
working capital needs have exceeded $140 million due to project
outlays made in advance of collections and project timeline
challenges combined with some seasonal inventory build ahead of
project installation. Fortna's negative net working capital needs
should improve the stability of cash flow going forward.
Favorable industry trends should drive continued good revenue
growth, but EBITDA margin expansion may be limited. S&P said, "We
believe the tailwinds that drove solid (35% compound annual growth)
revenue growth at MHS since 2016 will drive continued good demand
at both MHS and Fortna over the next few years. This stems from our
belief that e-commerce will continue to increase as a percent of
total retail sales, and demand will continue to grow for warehouse
automation projects." Project Castle's more than $5 billion backlog
and pipeline supports our expectation for pro forma annual revenue
growth of about 10%.
S&P said, "That said, we believe Project Castle's ability to grow
its EBITDA margin may be more limited. Higher contract costs and
moderating e-commerce penetration may temper demand in the near
term. Although the company derives a competitive advantage from its
expertise gained through solid execution across its long-term
relationships with blue chip couriers, we believe strong
competition from large global providers like Daifuku Co. Ltd.,
Dematic, and Schafer Group could limit the company's negotiating
leverage and pricing power with its customers if industry demand
slows. This could hamper the company's ability to pass on cost
increases, causing S&P Global Ratings' adjusted EBITDA margins to
remain flat at about 10% in 2022 and 2023.
"The stable outlook reflects our forecast for adjusted leverage to
improve over the next few quarters but remain high through 2022. We
expect Project Castle's EBITDA to grow modestly over the next
several quarters as the company capitalizes on favorable e-commerce
and warehouse/distribution center automation trends and potential
incremental revenue opportunities from the combined company's
larger scale.
"We could raise the rating on Project Castle if the company
sustains adjusted leverage under 6.5x and free operating cash flow
to debt in the mid-single-digit percent area. This would likely
occur if integration and project timeline challenges are minimal
such that adjusted EBITDA margin remains around 10% or higher.
Further before raising the rating, we would want to ensure
maintaining adjusted leverage below 6.5x was aligned with the
company's financial policy, including potential future acquisitions
and shareholder returns, and that adjusted leverage would remain
under this level even when incorporating potential modest EBITDA
declines.
"We could lower the ratings if operating challenges result in cash
flow deficits such that covenant headroom declines toward 10%,
available liquidity declines meaningfully, or we come to view the
capital structure as unsustainable if debt leverage significantly
increases."
ESG credit indicators: E-2; S-2; G-3
Governance is a moderately negative consideration, as it is for
most rated entities owned by private-equity sponsors. S&P believes
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.
PROVENIR LLC: Files Emergency Bid to Use Cash Collateral
--------------------------------------------------------
Provenir, LLC asks the U.S. Bankruptcy Court for the Western
District of Texas, San Antonio Division, for authority to use cash
collateral in the ordinary course and provide adequate protection.
The Debtor's primary secured lender is Zions Bancorporation, N.A.
d/b/a Amegy Bank. The Debtor maintains a line of credit with Amegy
in the amount of $600,000, which is presently fully owed. Amegy is
believed to maintain first lien status on all the Debtor's assets
which fully encumbers those assets. The Debtor recently obtained
three merchant cash advance loans for reasons discussed below. Two
of the MCA lenders filed UCC financing statements; however, the
value of the Debtor's assets does not exceed the amount of Amegy's
likely allowed secured claim in the case.
The Debtor representatives believe it currently owes
unsecured/undersecured creditors approximately $1,003,171.
The Debtor is a counterparty to a few leases. First, the Debtor has
a commercial lease with IH-10 Tech Center Limited for approximately
13,000 square feet of office space located at 5723 University
Heights Blvd., in San Antonio. However, 100% of the Debtor's
employees have been working remotely for some time, and the lease
payments are at least four months in arrears. The Debtor's
representatives are evaluating what to do with the space in light
of the working arrangements that were necessitated during the
pandemic, and in light of the fact that many of the Debtor's
employees reside in other states. The Debtor also has some
miscellaneous equipment leases and is presently evaluating whether
or not to assume those leases as well.
The Debtor's problems which led to the bankruptcy filing are almost
entirely attributable to the pandemic and the changes it imparted
on the Debtor's business model. Under the Debtor's business model,
there is a normal lag in payment of its accounts receivable. When
the Debtor meets the staffing needs of a medical provider, it
generates accounts receivable by billing the provider for the
services performed. While the Debtor desires to receive payment for
those services within ten days, this would be a rare occurrence.
Instead, delay in payment from the Debtor's customers by as many as
60 days is normal. However, the Debtor must meet its payroll on a
weekly basis. Therefore, the Debtor effectively must advance the
payments for the labor it furnishes by as much as 7-8 weeks before
it receives payment for those services from the medical providers.
Prior to the pandemic, the Debtor easily met this timing problem
with its cash flow needs by utilizing its line of credit with
Amegy. However, during the pandemic, the demand for medical
services was reduced for various reasons, such as patients desiring
to put off elective procedures. Initially, the Debtor's
representatives kept up with payroll needs by obtaining the maximum
amount of benefits the Debtor was eligible for through the U.S.
Small Business administration's payroll protection program. The
Debtor obtained first and second draw loans, both of which have
been forgiven as authorized by law. Where needed, the Debtor also
drew on the Amegy line of credit to meet its needs during the
slower business period. However, in the last six months, demand for
medical services has increased significantly, resulting in a large
increase in the Debtor's accounts receivable and payroll. In an
attempt to bridge the gap in the timing of its cash flow, the
Debtor took out three merchant cash advance loans in March 2022.
Unfortunately, this did not solve the problem because the MCA loan
repayment terms resulted in taking payments that were too large and
in too short of a time period.
The parties that appear to hold secured claims against the Debtor
which may give rise to cash collateral are AmegyBank Texas,
National Funding, Inc., and Financial Agent Services.
The Debtor proposes to provide adequate protection to all parties
with an interest in cash collateral in the case in the following
manner:
a. All creditors with an interest in cash collateral will be
granted a replacement lien to the same extent, priority and
validity as its pre-petition lien(s);
b. The Debtor request permission to continue to pay Amegy its
monthly interest payment on the line of credit until a plan is
confirmed in the case;
c. The Debtor will continue to operate its business in the
ordinary course of business thus generating additional cash
collateral; and
d. The Debtor will maintain insurance upon the property giving
rise to the cash collateral.
A copy of the motion is available at https://bit.ly/3wuyVdK from
PacerMonitor.com.
About Provenir, LLC
Provenir, LLC provides employment services specializing in
healthcare recruitment. The Debtor sought protection under Chapter
11 of the U.S. Bankruptcy Code (Bankr. W.D. Tex. Case No. 22-50514)
on May 15, 2022. In the petition filed by Brigitta M. Glick,
managing member, the Debtor disclosed $463,311 in assets and
$1,258,237 in liabilities.
Judge Michael M. Parker oversees the case.
H. Anthony Hervol, Esq., at the Law Office of H. Anthony Hervol is
the Debtor's counsel.
PULMATRIX INC: Incurs $5 Million Net Loss in First Quarter
----------------------------------------------------------
Pulmatrix, Inc. filed with the Securities and Exchange Commission
its Quarterly Report on Form 10-Q disclosing a net loss of $4.97
million on $1.16 million of revenues for the three months ended
March 31, 2022, compared to a net loss of $4.10 million on $1.39
million of revenues for the three months ended March 31, 2021.
As of March 31, 2022, the Company had $54.30 million in total
assets, $11.55 million in total liabilities, and $42.76 million in
total stockholders' equity.
For the three months ended March 31, 2022, research and development
expenses were $4.1 million compared to $3.9 million for the same
period in 2021, an increase of $0.3 million. The increase was
primarily due to increased spend of $0.7 million in employment
costs and $0.1 million in rent costs, partially offset by decreased
spend of $0.3 million on preclinical costs related to the Company's
PUR1800 program and $0.2 million on clinical and manufacturing
costs related to the Pulmazole program.
General and administrative expenses were $2.0 million for the three
months ended March 31, 2022, compared to $1.6 million for the three
months ended March 31, 2021, an increase of $0.4 million. The
increase was primarily due to increased spend of $0.1 million in
employment costs, $0.3 million on consulting and legal, and $0.1
million on audit, tax and public company expense, partially offset
by decreased patent expense of $0.1 million.
The Company's total cash and cash equivalents balance as of March
31, 2022 was $47.5 million. The Company expects that its existing
cash and cash equivalents as of March 31, 2022 will enable it to
fund its projected operating expenses and capital expenditures into
Q2 2024.
Ted Raad, chief executive officer of Pulmatrix commented, "We have
prioritized capital towards extending our cash runway through the
Pulmazole Phase 2b top-line data anticipated in Q2 2024. We
anticipate dosing for the Phase 2b study to begin in Q1 2023. Also
in 2022, we will further analyze the PUR1800 Phase 1b data to
finalize a potential Phase 2 study design while we execute to
deliver PUR3100 Phase 1 top-line data in Q4 2022."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/0001574235/000149315222012940/form10-q.htm
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.
RIOT BLOCKCHAIN: Posts $35.6 Million Net Income in First Quarter
----------------------------------------------------------------
Riot Blockchain, Inc. filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q disclosing a net
income of $35.63 million on $79.79 million of total revenue for the
three months ended March 31, 2022, compared to net income of $7.53
million on $23.20 million of total revenue for the three months
ended March 31, 2021.
As of March 31, 2022, the Company had $1.55 billion in total
assets, $162.07 million in total liabilities, and $1.38 billion in
total stockholders' equity.
At March 31, 2022, the Company had approximate balances of cash and
cash equivalents of $113.6 million, working capital of $323.5
million, total stockholders' equity of $1.4 billion and an
accumulated deficit of $202.2 million. To date, the Company has,
in large part, relied on equity financings to fund its operations.
In March 2022, the Company sold 200 Bitcoin for proceeds of
approximately $9.4 million, which was the Company's first sale
since 2020. The Company is monitoring its balance sheet on an
ongoing basis, evaluating the level of Bitcoin retained from
monthly production in consideration of operational and expansion
cash requirements. The Company continues to hold a long-term view
on its Bitcoin holdings and believes it is in the best interest of
its stockholders to have Bitcoin on its balance sheet. The Company
believes its current cash and Bitcoin on hand is sufficient to meet
its operating and capital requirements for at least the next year
from the date these unaudited condensed consolidated financial
statements are issued.
During the three months ended March 31, 2022, the Company paid
approximately $103.2 million as deposits primarily for miners and
as of March 31, 2022, reclassified $39.0 million to property and
equipment in connection with the deployment of miners at the
Whinstone Facility. During the three months ended March 31, 2022,
the Company received 6,894 miners at the Whinstone Facility.
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1167419/000107997322000557/riot_10q-033122.htm
About Riot Blockchain
Headquartered in Castle Rock, Colorado, Riot Blockchain --
http://www.RiotBlockchain.com-- specializes in cryptocurrency
mining with a focus on bitcoin. The Company is expanding and
upgrading its mining operations by securing the most energy
efficient miners currently available. Riot is headquartered in
Castle Rock, Colorado, and the Company's mining facility operates
out of upstate New York, under a co-location hosting agreement with
Coinmint.
Riot Blockchain reported a net loss of $7.93 million for the year
ended Dec. 31, 2021, a net loss of $12.67 million for the year
ended Dec. 31, 2020, a net loss of $20.30 million for the year
ended Dec. 31, 2019, and a net loss of $60.21 million for the year
ended Dec. 31, 2018. As of Dec. 31, 2021, the Company had $1.53
billion in total assets, $173.62 million in total liabilities, and
$1.36 billion in total stockholders' equity.
ROCKALL ENERGY: May 24 Hearing on Plan & Disclosures Set
--------------------------------------------------------
Judge Mark X. Mullin has entered an order conditionally approving
the Disclosure Statement Supplement of Rockall Energy Holdings,
LLC, et al.
The Court also approved the Solicitation and Tabulation Procedures
proposed by the Debtors for distribution of the Solicitation
Package to Holders of Class 4 General Unsecured Claims in
soliciting acceptances and rejections of the Plan.
The Amended Plan and Disclosure Statement Supplement objection
deadline will be on May 11, 2022, at 5:00 p.m. (prevailing Central
Time).
The voting deadline will be on May 18, 2022, at 5:00 p.m.
(prevailing Central Time).
The voting report will be on May 19, 2022.
The reply deadline will be on May 20, 2022.
The combined hearing on the Plan and Disclosure Statement will be
on May 24, 2022, at 1:30 p.m. (prevailing Central Time).
Attorneys for the Debtors:
Michael A. Garza, Esq.
Matthew J. Pyeatt, Esq.
Trevor G. Spears, Esq.
VINSON & ELKINS LLP
2001 Ross Avenue, Suite 3900
Dallas, TX 75201
Tel: (214) 220-7700
Fax: (214) 999-7787
E-mail: mgarza@velaw.com
mpyeatt@velaw.com
tspears@velaw.com
- and -
David S. Meyer, Esq.
George R. Howard, Esq.
Lauren R. Kanzer, Esq.
1114 Avenue of the Americas, 32nd Floor
New York, NY 10036
Tel: (212) 237-0000
Fax: (212) 237-0100
E-mail: dmeyer@velaw.com
ghoward@velaw.com
lkanzer@velaw.com
About Rockall Energy
Privately held Rockall Energy Holdings, LLC, and its affiliates are
primarily engaged in oil and natural gas exploration and
production, with over 100,000 net acres located in the Williston
Basin in North Dakota and the Salt Basin plays in Louisiana and
Mississippi. Dallas-based Rockall also owns assets in Mississippi
that the Company believes are well-suited to develop a carbon
capture utilization and storage business, including enhanced oil
recovery and CO2 sequestration.
Rockall sought protection under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. N.D. Tex. Case No. 22-90000) on March 9, 2022. In the
petition signed by David Mirkin, chief financial officer, the
Debtor disclosed up to $500 million in both assets and
liabilities.
Judge Mark X. Mullin oversees the case.
Vinson & Elkins LLP is the Debtor's counsel. Lazard Freres & Co.
LLC serves as investment banker to the Debtors.
Pachulski Stang Ziehl & Jones LLP serves as counsel to the
Creditors' Committee.
ROCKET MORTGAGE: Fitch Publishes 'BB+' LT IDR, Outlook Positive
---------------------------------------------------------------
Fitch Ratings has published Rocket Mortgage, LLC's 'BB+' Long-Term
Issuer Default Rating (IDR). The Rating Outlook is Positive. In
addition, Fitch has published Rocket's 'BB+' unsecured debt
rating.
Rocket Mortgage is the largest mortgage lender in the U.S. and an
indirect subsidiary and the flagship business of Rocket Companies,
Inc., which is a public company listed on the NYSE.
KEY RATING DRIVERS
Rocket's rating reflects its strong execution in 2020-2021 to
solidify its position as the leading mortgage franchise in the
U.S., as evidenced by increasing originations and market share and
strong earnings generation, although reduced from the recent
cyclical highs, and substantial growth in retained earnings. The
ratings also reflect Rocket's experienced and tenured management
team with extensive industry background, a robust, integrated
technology platform and solid asset quality performance in its
servicing portfolio. Rocket's affiliation with the broader Rocket
Companies platform and Rock Holdings Inc. (RHI) also provides the
benefits of strategic partnerships and contingent funding
availability.
The Positive Outlook reflects significant improvements in Rocket's
funding profile with increased unsecured debt and associated growth
in unencumbered assets, a continued extension of the duration of
secured funding facilities, as well as the addition of substantial
contingent liquidity resources, along with its improved leverage
profile. The Outlook also reflects Fitch's expectation that
earnings generation will continue to be strong long term, although
2022 could represent a cyclical low, and distributions will
moderate from current levels to ensure leverage stability.
Primary rating constraints for non-bank mortgage companies include
the highly cyclical nature of the mortgage origination business and
the capital intensity and valuation volatility of mortgage
servicing rights (MSRs) within the servicing business, a reliance
on secured, short-term, wholesale funding facilities, and interest
rate hedging, which can introduce liquidity risks, along with
intense legislative and regulatory scrutiny. Rating constraints
specific to Rocket include elevated key person risk related to its
founder, Dan Gilbert, who continues to exercise significant control
over the company as the majority shareholder, as well as a still
evolving corporate governance framework.
The company's pre-tax returns on average assets (ROAA) moderated in
2021, to 19.1%, from the strong 31.8% seen in 2020, driven by
slowing originations and compression in gain on sale (GOS) margins
resulting from increased competition. Fitch expects Rocket's
profitability to decline further in the near term as originations
contract and the normalization in GOS margins continues, but should
remain comparable to historical levels seen prior to the 2020-2021
cyclical highs.
Rocket's gross debt to tangible equity, which is Fitch's primary
leverage metric, amounted to 2.4x at YE 2021, down from 2.9x at YE
2020. Fitch expects leverage to remain stable over the Outlook
horizon as shareholder distributions should match earnings
generation while overall funding needs moderate with reduced
originations. Corporate leverage, which excludes the balances under
origination funding facilities, was 0.8x at YE 2021. Fitch expects
corporate leverage to grow from here but remain at-or-below 1x.
Rocket's unsecured funding mix grew to 22% of total debt at YE 2021
from 15% at YE 2020. Rocket has also made strides to extend the
duration of its funding facilities in recent years, with 74% of its
warehouse funding facilities now greater than one year in duration.
A substantial portion of loan originations have been funded with
cash (self-funded portfolio) which has increased unencumbered
assets. However, the average duration is still below that of other
non-bank financial institutions, which exposes Rocket to higher
liquidity and refinancing risk. Fitch would view further extensions
of funding duration and increases in unsecured funding favorably.
Liquidity resources include approximately $1.5 billion of
unrestricted cash as of YE 2021, a $1 billion committed unsecured
line of credit, and $325 million availability on secured MSR lines,
in addition to $3.5 billion in self-funded loans and $12.1 billion
in additional warehouse capacity to fund originations. Rocket has
also added to its contingent liquidity with new intercompany lines,
which amount to over $5 billion in uncommitted capacity. Fitch
views the liquidity profile to be strong and a credit strength
relative to peers.
The asset quality of Rocket's servicing portfolio remains solid,
with delinquencies low relative to peers and the overall market.
Loans in pandemic-related forbearance programs continue to decline
and were below 0.8% of total loans at YE 2021. Delinquencies could
tick up in the near term if macroeconomic pressures pick up;
however, Rocket is not subject to material asset quality risks as
nearly all originated loans are government/agency eligible and sold
shortly after origination. Rocket has exposure to potential
repurchase or indemnification claims on loans sold under certain
warranty provisions, although claims in recent years have been
minimal.
The senior unsecured debt rating is equalized with Rocket's
Long-Term IDR, given significant unencumbered assets that are
available to senior noteholders, partially offset by the ability to
incur secured debt in a priority position, which suggests average
recovery prospects in a stress scenario.
RATING SENSITIVITIES
Factors that could, individually or collectively, lead to negative
rating action/downgrade:
Factors that could, individually or collectively, lead to negative
rating action/downgrade, including an Outlook revision to Stable,
include a sustained increase in leverage above 4.0x, a decrease in
unsecured funding availability or reduction in unencumbered assets
that constrains the company's funding flexibility, and/or an
inability to maintain sufficient liquidity to manage future
servicer advances or margin calls. A meaningful increase of
regulatory scrutiny of the company and/or industry, or if Rocket
were to incur substantial fines that negatively impact its
franchise or operating performance, could also drive negative
rating momentum.
Factors that could, individually or collectively, lead to positive
rating action/upgrade:
Factors that could, individually or collectively, lead to an
upgrade of the Long-Term IDR include an increase in unsecured debt
to total debt approaching 35%, a continued extension of funding
duration and/or proportion of committed funding such that
multi-year funding and self-funding account for 80% of the loans
held for sale, leverage sustained at or below 2.5x, a demonstration
of through the cycle profitability with maintenance of adjusted
EBITDA interest coverage above 6x, as well as demonstrated
effectiveness of corporate governance policies including clear
guidelines around shareholder distributions.
Rocket's existing senior unsecured debt ratings are primarily
sensitive to changes in the issuer's Long-Term IDR and would be
expected to move in tandem; however, a material reduction in
unencumbered assets could result in notching between Rocket's
Long-Term IDR and the unsecured notes.
BEST/WORST CASE RATING SCENARIO
International scale credit ratings of Financial Institutions and
Covered Bond issuers have a best-case rating upgrade scenario
(defined as the 99th percentile of rating transitions, measured in
a positive direction) of three notches over a three-year rating
horizon; and a worst-case rating downgrade scenario (defined as the
99th percentile of rating transitions, measured in a negative
direction) of four notches over three years. The complete span of
best- and worst-case scenario credit ratings for all rating
categories ranges from 'AAA' to 'D'. Best- and worst-case scenario
credit ratings are based on historical performance.
ESG CONSIDERATIONS
Rocket has an ESG Relevance Score of '4' for Governance Structure
due to elevated key person risk related to its founder and majority
shareholder, Dan Gilbert, who has significant control over the
company. An ESG Relevance Score of '4' means Governance Structure
is relevant to Rocket's rating but not a key rating driver.
However, it does have an impact to the rating in combination with
other factors.
Rocket also has an ESG Relevance Score of '4' for Customer Welfare
— Fair Messaging, Privacy and Data Security, due to its exposure
to compliance risks that include fair lending practices, debt
collection practices and consumer data protection, which has a
negative impact on the credit profile and is relevant to the rating
in conjunction with other factors.
Except for the matters discussed above, the highest level of ESG
credit relevance is a score of '3'. This means ESG issues are
credit-neutral or have only a minimal credit impact on the entity,
either due to their nature or the way in which they are being
managed by the entity.
DEBT RATING
---- ------
Rocket Mortgage LLC LT IDR BB+ Publish
senior unsecured LT BB+ Publish
SHEKINAH OILFIELD: Amends Plan to Include CP Int'l Unsecured Claim
------------------------------------------------------------------
Shekinah Oilfield Services, Inc., submitted a First Amended
Subchapter V Plan of Reorganization dated May 10, 2022.
The Plan generally provides for the repayment of allowed secured
claims and otherwise provides for a total distribution of $10,000
to general unsecured creditors.
Class 3 consists of First National Bank of Albany/Breckenridge
Operating Note. Class 3 consists of the Promissory Note (Proof of
Claim No. 9) in the original principal amount of $1,130,011.52 (the
"FNB Facility"). The indebtedness evidenced by the Class 3 claim
for the FNB Facility, and Proof of Claim No. 9, will be modified to
and will be allowed and treated as a secured claim in the total
amount of $400,000.00 consisting of
* a first tranche in the original principal amount of
$350,000.00 which amount will bear interest at the rate of 5.00%
per annum from the Effective Date and will be paid in 60 equal
monthly installments and amortized over 60 months from the
Effective Date with payments commencing on the first full day of
the of the first full calendar month following the Effective Date,
and
* a second tranche in the original principal amount of
$50,000.00 that shall not bear interest and which shall be due and
payable as a balloon payment due on the first day of the month on
the 61st full calendar month following the Effective Date.
There will be no deficiency claim of or for FNB in Class 8 as a
result of the modification of the indebtedness, and the entire
indebtedness for both the underlying obligations of the FNB
Facility and for any guaranty related to the FNB Facility will be
deemed to be in the total amount of $400,000.00 as of the Effective
Date.
Class 6 consists of the Equipment Finance Agreement between the
Debtor and Financial Pacific Leasing, Inc. for the lease-purchase
of a various collateral as shown in Proof of Claim No. 5. The
Debtor shall surrender (or already has surrendered) the
FPCollateral in full and complete satisfaction of the claims of
Financial Pacific. This treatment applies to and fully resolves
Proof of Claim No. 5.
Class 7 consists of CP International Unsecured claim with setoff.
The Debtor and CP International, Inc. ("CPI") previously were the
subject of a prepetition distribution agreement and/or consignment
agreement whereby CPI placed certain equipment inventory with the
Debtor or for sale by the Debtor and the remittance of proceeds to
CPI. The last known balance of approximately $321,209 is
unenforceable against the Debtor.
* CPI will receive no distribution from the Debtor, and any
claim will be deemed to be barred by limitations and/or by the
setoffs which have accrued to date on account of the storage of the
equipment inventory. To the extent necessary, this treatment
constitutes an objection to the claim of CPI under Code § 502.
* With respect to the disposition of the remaining equipment
inventory, unless CPI retrieves such equipment inventory within 60
days of the Effective Date, then the Debtor will consider such
remaining equipment inventory to be forever abandoned and to
constitute the property of the Debtor.
Class 8 consists of General Unsecured Claims. As set forth in
SHEK302, the Class 8 general unsecured creditors consist of general
unsecured claims asserted in aggregate amount of approximately
$114,273.00. The holders of allowed claims in Class 8 will receive
a pro rata distribution of $2,000 per year for each of the 5 years
following the Effective Date, with a distribution occurring at the
end of each calendar quarter commencing with the first full
calendar order following the Effective Date.
Payments and distributions under the Plan will be funded by the
continued operations of the Debtor.
A full-text copy of the First Amended Subchapter V dated May 10,
2022, is available at https://bit.ly/3yAXDvy from PacerMonitor.com
at no charge.
Counsel to the Debtor:
Jeff Carruth, Esq.
Weycer, Kaplan, Pulaski, & Zuber, P.C.
3030 Matlock Road, Suite 201
Arlington, TX 76105
Tel: (713) 341-1158
Fax: (866) 666-5322
Email: jcarruth@wkpz.com
About Shekinah Oilfield Services
Albany, Texas-based Shekinah Oilfield Services, Inc. filed a
petition for Chapter 11 protection (Bankr. N.D. Tex. Case No.
21-10152) on Nov. 2, 2021, listing up to $1 million in assets and
up to $10 million in liabilities. James L. Knight, president of
Shekinah, signed the petition.
Judge Robert L. Jones oversees the case.
Weycer, Kaplan, Pulaski, & Zuber, P.C. and Lee Law Firm, PLLC serve
as the Debtor's bankruptcy counsel.
SOLTERRA RENEWABLE: Hits Chapter 11 Bankruptcy
----------------------------------------------
Solterra Renewable Technologies Inc. filed for chapter 11
protection in the Western District of Texas.
According to court documents, Solterra Renewable 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 June 1, 2022 at 2:00 p.m.
About Solterra Renewable Technologies
Solterra Renewable Technologies Inc. produces and distributes a
thin film quantum dot photovoltaic solar cells.
Solterra Renewable Technologies filed for relief under Subchapter V
of Chapter 11 of the Bankruptcy COde (Bankr. W.D. Tex. Case No.
22-10297) on May 3, 2022. In the petition filed by Stephen
Squires, as CEO, Solterra Renewable estimated assets between
$100,000 and $500,000 and estimated liabilities between $500,000
and $1 million. Deirdre Carey Brown, of Hoover Slovacek LLP, is
the Debtor's counsel.
SPG HOSPICE: Trustee Taps Canterbury Law Group as Special Counsel
-----------------------------------------------------------------
James Cross, the Chapter 11 trustee for SPG Hospice, LLC, received
approval from the U.S. Bankruptcy Court for the District of Arizona
to hire Canterbury Law Group as his special counsel.
The firm's services include:
(a) assisting the trustee in the analysis of any actions under
Chapter 5 of the Bankruptcy Code, or otherwise arising under state
law;
(b) litigating claims, which the trustee deems necessary to
the administration of the Debtor's estate;
(c) assisting the trustee in any objections to claims, if
necessary;
(d) assisting the trustee in the preparation of a Chapter 11
plan of reorganization or liquidation; and
(e) performing other related legal services for the trustee.
The firm will charge these fees:
Partners $400 to $450
Paralegals $140 to $195
As disclosed in court filings, Canterbury Law Group does not
represent creditors or any other parties in interest in the
Debtor's Chapter 11 case.
The firm can be reached through:
Jonathan P. Ibsen, Esq.
Canterbury Law Group, LLP
14300 N. Northsight Blvd., Suite 129
Scottsdale, AZ 85260
Phone: +1 480-744-7711
Email: jibsen@clgaz.com
About SPG Hospice
SPG Hospice, LLC sought protection for relief under Chapter 11 of
the Bankruptcy Code (Bankr. D. Ariz. Case No. 22-02385) on April
19, 2022. At the time of filing, the Debtor listed up to $50,000 in
assets and up to $500,000 in liabilities.
Jonathan P. Ibsen, Esq., at Canterbury Law Group, LLP serves as the
Debtor's legal counsel.
James Cross is the Chapter 11 trustee appointed in the Debtor's
Chapter 11 case. The trustee is represented by James E. Cross,
Esq., at Cross Law Firm, PLC.
STONEWAY CAPITAL: SCC Power Buys Facilities in Argentina
--------------------------------------------------------
SCC Power plc ("SCC Power") announced May 17, 2022, that, together
with related entities, it has acquired the business enterprise of
Stoneway Capital Corporation ("Stoneway"), consisting of four power
generation facilities located in Argentina with an aggregate
installed capacity of 737 MW.
The acquisition and restructuring transactions were effected
pursuant to the chapter 11 plan (the "Chapter 11 Plan") and the
plan of arrangement pursuant to the Canada Business Corporations
Act (the "CBCA Plan" and, together with the Chapter 11 Plan, the
"Plans") of Stoneway and its affiliated debtors-in-possession,
which went effective on May 17, 2022.
As consideration for the assets, SCC Power issued to certain
creditors and interest holders of Stoneway U.S.$17,861,000 6.000%
Secured First Lien Notes due 2028, U.S.$310,000,000 8.000% Secured
Second Lien Notes due 2028 and U.S.$200,000,000 4.000% Secured
Third Lien Notes due 2032. The first interest payment under the
notes is due on September 15, 2022.
Hernan Walker, representative of MSU, stated: "We have a great
challenge ahead as we focus on stabilizing the operations and
enhance cash flow generation in order to maximize value to all
stakeholders."
SCC Power was represented in the acquisition and restructuring by
Simpson Thacher & Bartlett LLP, Maples and Calder, McCarthy
Tétrault LLP, Stewart McKelvey and Tavarone, Rovelli, Salim &
Miani.
Stoneway was represented in the acquisition and restructuring by
Shearman & Sterling LLP, Bennett Jones LLP, Bomchil, Carey Olsen
and Lazard Frères & Co. LLC.
The ad hoc group of holders (and their investment advisors,
sub-advisors, and managers with discretionary authority) of
Stoneway Capital Corporation's 10.000% senior secured notes due
2027 was represented by Cleary Gottlieb Steen & Hamilton LLP,
Osler, Hoskin & Harcourt LLP, Bruchou, Fernández Madero &
Lombardi, Conyers Dill & Pearman and Rothschild & Co. US Inc.
The lenders under the mezzanine loan were represented by Dechert
LLP, Goodmans LLP, and Walkers.
UMB Bank NA, as US Trustee and Collateral Agent, and TMF Trust
Argentina S.A., as Argentine Collateral Trustee, were represented
by Perkins Coie LLP and Marval O'Farrell & Mairal, respectively.
About SCC Power
SCC Power is a public limited company organized under the laws of
England and Wales wholly controlled by the Stoneway Custody
Statutory Trust, whose ultimate beneficiary is MSU Energy Holding
Ltd.
About MSU Energy Holding
MSU Energy Holding Ltd, based in the United Kingdom, is the
controlling shareholder of MSU Energy S.A., an Argentine power
generator which owns and operates three state-of-the-art combined
cycle plants with an aggregate installed capacity of 750MW.
About Stoneway Capital Corp.
Stoneway Capital Corporation is a limited corporation incorporated
in New Brunswick, Canada, formed for the purpose of owning and
operating, through its Argentine subsidiaries, power generation
projects that will provide electricity to the wholesale electricity
markets in Argentina. The Argentine subsidiaries operate four
power-generating plants in Argentina that provide electricity to
the wholesale electricity market in Argentina.
Stoneway is 100% owned by GRM Energy Investment Limited.
On Oct. 8, 2020, Stoneway commenced proceedings under the Canada
Business Corporations Act (the "CBCA"). The Debtors were well on
the way toward closing the consensual restructuring when on Dec. 4,
2020, the Argentine Supreme Court issued a decision in a noise
discharge dispute involving one of the Generation Facilities
located in Pilar, Argentina. The Argentine Supreme Court decision
created significant uncertainty as it overturned a ruling by the
federal appeals court in San Martin, Buenos Aires.
As a result of the looming expiration of a informal standstill
arrangement, the Debtors commenced chapter 11 cases in the U.S. to
put the automatic stay in place, maintain the status quo pending
resolution of the various issues in Argentina, and ensure that
neither the Indenture Trustee nor the Argentine Trustee takes any
action that could be detrimental or value destructive to the
Company.
Stoneway Capital Ltd. and five related entities, including Stoneway
Capital Corp., sought Chapter 11 bankruptcy protection (Bankr.
S.D.N.Y. Case No. 21-10646) on April 7, 2021. Stoneway estimated
liabilities of $1 billion to $10 billion and assets of $500 million
to $1 billion.
Judge James L. Garrity, Jr. oversees the cases.
The Debtors tapped Shearman & Sterling LLP as bankruptcy counsel,
Bennett Jones LLP as Canadian counsel, Lazard Freres & Co. LLC as
investment banker, and RSM Canada LLP as tax services provider.
Prime Clerk, LLC is the claims agent and administrative advisor.
On Feb. 10, 2022, the Debtors filed their proposed joint Chapter 11
plan and disclosure statement with the court.
SUNGARD AS: Has Final OK on Cash Collateral Access, $50MM DIP Loan
------------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Texas,
Houston Division, authorized Sungard AS New Holdings, LLC and its
debtor-affiliates to use cash collateral on a final basis and
obtain postpetition financing.
The Debtors have obtained a $50 million postpetition revolving
credit facility among Sungard AS New Holdings III, LLC, as
borrower, Sungard AS New Holdings II, LLC, as guarantor, and all
other Debtors other than Sungard AS New Holdings, LLC (TopCo), as
additional borrowers or guarantors, and PNC Bank, National
Association, as administrative agent under the ABL DIP Facility.
Pursuant to the Interim DIP Order, $13.5 million of the Debtors'
Cash maintained in a deposit account with and controlled by the
Prepetition ABL Agent will be repaid to the ABL Lenders upon entry
of the Interim DIP Order and applied on a dollar-for-dollar basis
as a permanent reduction to the Maximum Revolving Advance Amount,
subject to the rights of third parties to challenge the ABL DIP
Lenders' liens and interests.
The Debtors also have obtained a new money delayed-draw term loan
facility consisting of (1) $41.15 million in new money loans
available from and after entry of the Interim Order in accordance
with the terms of the Approved Budget and an additional $54.15
million in new money loans available from and after entry of the
Final Order. About $16.33 million of the "Final Term Loan DIP
Amount" will be available only in the event of an extension of the
maturity date. Acquiom Agency Services LLC, serves as
administrative agent and collateral agent under the Term Loan DIP
Facility and the lenders party thereto from time to time.
The Debtors are authorized to use cash collateral until the
expiration of the Remedies Notice Period, which is five business
days following the Termination Date.
As of the Petition Date, pursuant to the Prepetition ABL Documents,
the Debtors were indebted to the Prepetition ABL Secured Parties
for loans and advances in the aggregate principal amount of $29
million outstanding and letters of credit issued and outstanding
in the approximate aggregate amount of $11.05 million under the
Prepetition ABL Credit Documents, together with accrued and unpaid
interest, any fees, expenses and disbursements.
As of the Petition Date, pursuant to the Prepetition 1L Term Loan
Documents, the Prepetition 1L Term Loan Obligors were indebted and
jointly and severally liable to the Prepetition 1L Term Loan
Secured Parties in the aggregate principal amount outstanding under
the Prepetition 1L Term Loan Documents of approximately $101
million, together with accrued and unpaid interest, any fees,
expenses and disbursements. The Prepetition 1L Term Loan
Obligations do not include $7 million of principal plus accrued
interest, premiums (if any), costs, fees, expenses and other
obligations incurred pursuant to the Amendment No. 2 to Credit
Agreement, dated as of April 7, 2022.
As of the Petition Date, pursuant to (i) the Prepetition New 2L
Term Loan Documents, the Prepetition New 2L Term Loan Obligors were
indebted to the Prepetition New 2L Term Loan Secured Parties in the
aggregate principal amount outstanding under the Prepetition New 2L
Term Loan Documents of approximately $277.66 million and (ii) the
Prepetition Existing 2L Term Loan Documents, the Prepetition
Existing 2L Term Loan Obligors were indebted and jointly and
severally liable to the Prepetition Existing 2L Term Loan Secured
Parties in the aggregate principal amount outstanding under the
Prepetition Existing 2L Term Loan Documents of approximately $8.9
million.
As adequate protection, the Prepetition ABL Agent will receive, for
the benefit of the Prepetition ABL Secured Parties and the
Prepetition 1L Term Loan Agent will receive, for the benefit of the
Prepetition 1L Term Loan Secured Parties continuing valid, binding,
enforceable and perfected postpetition replacement liens,
administrative superpriority expense claims in each of the Chapter
11 Cases (other than in the Chapter 11 Case of TopCo), and monthly
reimbursement payments of reasonable fees and expenses.
A copy of the order is available at https://bit.ly/3l6fQce from
PacerMonitor.com.
About Sungard AS New Holdings, LLC
Sungard AS New Holdings, LLC and affiliates provide disaster
recovery services, colocation and network services, cloud and
managed services and workplace recovery to customers in North
America, Europe and Asi. The Debtors sought protection under
Chapter 11 of the U.S. Bankruptcy Court (Bankr. S.D. Tex. Case No.
22-90018) on April 11, 2022. In the petition signed by Michael K.
Robinson, as chief executive officer and president, the Debtor
disclosed up to $1 billion in both assets and liabilities.
Judge David R. Jones oversees the case.
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 Chapter 11 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.
SWITCH LTD: S&P Places 'BB' ICR on CreditWatch Negative
-------------------------------------------------------
S&P Global Ratings Ratings placed the 'BB' issuer credit rating on
CreditWatch with negative implications on Switch Ltd.
The CreditWatch placement reflects S&P's view that the company will
likely need to raise incremental debt to fund the purchase price of
Switch.
Switch Ltd. announced that Digital Bridge Group Ltd. and IFM
Investors Pty Ltd. will acquire all its outstanding shares in an
all-cash transaction for $11 billion including debt.
The pro forma capital structure for the acquisition is currently
unknown.
Upon close of the transaction, S&P would expect the existing debt
to be repaid. As a result, it would withdraw the ratings on the
debt at the current rating level.
Switch's leverage will likely increase because of this transaction.
It is highly likely the acquisition of Switch by Digital Bridge and
IFM Investors will require additional debt to fund the purchase
price of Switch given the high purchase multiple of about 30x
EBITDA. Therefore, under the new structure, Switch could have a
weaker credit profile than it does currently.
Financial covenants in Switch's bond offerings contain a change of
control provision that is likely to require it to tender the
existing bonds. Switch's existing bonds contain a change of control
provision such that within 30 days of the change of control, the
company would need to tender the existing notes (assuming 90% of
debtholder approval) at 101% of the principal amount of the notes,
plus accrued and unpaid interest. If the existing bonds are
retired, S&P would withdraw its issue-level ratings.
S&P said, "We expect to resolve the CreditWatch placement when the
acquisition closes in the second half of 2022. The eventual ratings
outcome would be contingent on receiving more information about the
Digital Bridge portfolio, any synergies between existing assets,
clarity on the new capital structure, and financial policies of the
new owners. If the transaction fails to close, we would reassess
the company and most likely affirm our current ratings."
TALEN ENERGY: May Access $800MM of Billion-Dollar DIP Loan
----------------------------------------------------------
Talen Energy Supply, LLC and its affiliates sought and obtained
entry of an order authorizing the use of cash collateral on an
interim basis and obtain post-petition financing.
TES sought authority to obtain post-petition financing pursuant to
senior secured superpriority debtor-in-possession credit facilities
subject to the terms and conditions set forth in the Superpriority
Secured New Money Debtor-in-Possession Credit Agreement and the
Superpriority Senior Secured Continuing Letter of Credit
Debtor-in-Possession Credit Agreement consisting of:
a. A new money term loan facility in the aggregate principal
amount of $1 billion, of which $800 million will be available
immediately upon entry of the Interim Order;
b. A revolving credit facility with aggregate commitments of
$300 million, including a letter of credit sub-facility in an
aggregate amount of up to $75 million to issue new letters of
credit, of which $75 million will be available immediately upon
entry of the Interim Order; and
c. A letter of credit facility, which will be available
immediately upon entry of the Interim Order, in the aggregate
amount of $457,905,219 consisting of all letters of credit
outstanding under the Prepetition Revolving Credit Facility as of
the Petition Date which will be deemed issued under the DIP
Continuing LC Credit Agreement; by and among, in each case, the
Borrower, the Guarantors, Citibank, N.A. as administrative agent
and collateral trustee for each of the DIP Facilities and, with
respect to the DIP New Money Credit Agreement, the Term Lenders,
Revolving Lenders, and Issuing Lenders.
As of the Petition Date, TES and the other Prepetition Credit
Parties were justly and lawfully indebted and liable to the
Prepetition Revolving Credit Facility Secured Parties with respect
to all obligations on account of amounts available for drawing
under the Existing Letters of Credit in an aggregate amount of
$457,905,219.
Citibank, N.A. serves as administrative agent under the Prepetition
Revolving Credit Facility.
As of the Petition Date, TES and the other Prepetition Credit
Parties were indebted to the Prepetition Term Loan Facility Secured
Parties in the aggregate principal amount of not less than $428
million.
Wilmington Trust Company serves as term loan administrative agent
under the Prepetition Term Loan Facility.
As of the Petition Date, the Prepetition Commodity Accordion
Facility Borrowers and the other Prepetition Credit Parties were
indebted to the Prepetition Commodity Accordion Facility Secured
Parties in the aggregate principal amount of not less than $848
million.
Alter Domus (US) LLC serves as administrative agent under the
Prepetition Commodity Accordion Facility.
The Debtors have an immediate and critical need to obtain the DIP
Financing and to use Prepetition First Lien Collateral (including
cash collateral) in order to permit, among other things, the
orderly continuation of the operation of their businesses, to
maintain business relationships with vendors, suppliers, and
customers, to make payroll, to make capital expenditures, to enter
into, and continue to perform under hedging transactions and the
PPSA Inventory Purchase, to satisfy other working capital and
operational needs and to fund expenses of the Chapter 11 Cases.
As adequate protection for the use of cash collateral, the
Prepetition Agents, for their own benefit and for the benefit of
the other Prepetition First Lien Secured Parties, are granted
valid, perfected security interests in and liens upon all of the
DIP Collateral that is owned by the Prepetition Credit Parties.
Each of the Prepetition Agents, for their own benefit and for the
benefit of the other Prepetition First Lien Secured Parties, is
granted, subject to the Carve Out, an allowed superpriority
administrative expense claim as provided for in section 507(b) of
the Bankruptcy Code.
The Carve-Out means the sum of: (i) all fees required to be paid to
the clerk of the Court and to the U.S. Trustee under 28 U.S.C.
section 1930(a) plus interest at the statutory rate pursuant to 31
U.S.C. section 3717; (ii) all reasonable and documented fees and
expenses, in an aggregate amount not to exceed $100,000, incurred
by a trustee under Section 726(b) of the Bankruptcy Code; (iii) to
the extent allowed at any time, whether by interim or final
compensation or other order, all accrued and unpaid claims for
fees, costs and expenses incurred by persons or firms retained by
the Debtors pursuant to sections 327, 328, or 363 of the Bankruptcy
Code or retained by any official committee appointed in the Cases
pursuant to sections 328 or 1103 of the Bankruptcy Code; (iv) any
Professional Fees of the Debtors incurred after the first business
day following delivery by of the Carve Out Notice, to the extent
allowed at any time, whether by interim order, procedural order or
otherwise, in an aggregate amount not to exceed $20,000,000; any
Professional Fees of the Committee incurred after the first
business day following delivery by of the Carve Out Notice, to the
extent allowed at any time, whether by interim order, procedural
order or otherwise, in an aggregate amount not to exceed
$1,000,000, provided, that nothing will be construed to, impair the
ability of any party to object to the allowance of the fees,
expenses, reimbursement or compensation described in the order on
any grounds.
The final hearing on the matter is scheduled for June 8, 2022 at
3:30 p.m.
A copy of the motion is available at https://bit.ly/3LdJ9nQ from
PacerMonitor.com.
A copy of the order and the Debtors' 13-week budget through the
week ended August 5, 2022 is available at https://bit.ly/39gu0Fa
from PacerMonitor.com.
The Debtor projects $1,064,000 in total receipts and $199,600,000
in total operating disbursements.
About Talen Energy Supply, LLC
Talen Energy Supply, LLC, and its affiliates are energy and power
generation companies in North America, owning and/or controlling
approximately 13,000 megawatts of generating capacity in wholesale
U.S. power markets in the mid-Atlantic, Massachusetts, Texas, and
Montana. In addition to geographic diversity, the Company's
generation fleet reflects significant technological and fuel
diversity including nuclear, natural gas, oil, and coal, with
certain of the Company's facilities capable of utilizing multiple
fuel sources.
The Debtors sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Tex. Case No. 22-90054) on May 9,
2022. In the petitions signed by Andrew M. Wright, general counsel
and secretary, the Debtors disclosed up to $50 billion in both
assets and liabilities on a consolidated basis.
Judge Marvin Isgur oversees the case.
The Debtors tapped Weil, Gotshal & Manges LLP as legal counsel,
Evercore Group, LLC as investment banker, Alvarez and Marsal North
America, LLC as financial advisor, and Kroll Restructuring
Administration, LLC as claims agent.
TARINA TARANTINO: Seeks Approval to Hire Carlsbad as Accountant
---------------------------------------------------------------
Tarina Tarantino Management, LLC seeks approval from the U.S.
Bankruptcy Court for the Central District of California to hire
Carlsbad Certified Public Accountants to prepare its 2021 tax
returns.
Kelsey Oswald, a certified public accountant at Carlsbad , will be
paid at the rate of $125 per hour for her services.
As disclosed in court filings, Carlsbad neither represents nor
holds any interest adverse to the Debtor and its estate.
The firm can be reached through:
Kelsey Oswald, CPA
Carlsbad Certified Public Accountants
5741 Palmer Way, Suite A
Carlsbad, CA 92010
Phone: (760) 438-9500
Fax: (760) 438-9596
About Tarina Tarantino Management
Tarina Tarantino Management, LLC is the 100% owner of a commercial
real property located at 908-910 S. Broadway, Los Angeles, Calif.
Tarina sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. C.D. Calif. Case No. 22-11910) on April 5, 2022, listing
$18,181,129 in assets and $8,317,564 in liabilities. Tarina
President Alfonso Campos signed the petition.
Judge Barry Russell oversees the case.
David B. Golubchik, Esq., at Levene, Neale, Bender, Yoo and
Golubchik, LLP and Carlsbad Certified Public Accountants serve as
the Debtor's legal counsel and accountant, respectively.
TOTAL ENERGY: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Total Energy Resources, LLC
1667 Route 228, Suite 302
Cranberry Twp, PA 16066
Business Description: Total Energy is a natural gas supplier &
electricity broker, serving businesses in
Western Pennsylvania and Eastern Ohio.
Chapter 11 Petition Date: May 17, 2022
Court: United States Bankruptcy Court
Western District of Pennsylvania
Case No.: 22-20950
Debtor's Counsel: Brian C. Thompson, Esq.
THOMPSON LAW GROUP, P.C.
125 Warrendale-Bayne Road
Suite 200
Warrendale, PA 15086
Tel: 724-799-8404
Fax: 724-799-8409
Email: bthompson@thompsonattorney.com
Total Assets: $1,494,425
Total Liabilities: $0
The petition was signed by Ryan M. Williams as managing member.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 20 largest unsecured creditors is available
for free at PacerMonitor.com at:
https://www.pacermonitor.com/view/6XLXM5A/Total_Energy_Resources_LLC__pawbke-22-20950__0001.0.pdf?mcid=tGE4TAMA
TRANQUILITY GROUP: UST Seeks Chapter 11 Trustee Appointment
-----------------------------------------------------------
Daniel J. Casamatta, Acting United States Trustee for Region 13,
moves the U.S. Bankruptcy Court for the Western District of
Missouri for an order to remove the principals of Tranquility
Group, LLC, and its affiliates and direct the appointment of a
chapter 11 trustee in these cases for these reasons:
* For nearly 14 months in bankruptcy, the Debtors failed to
disclose the existence of more than 60 timeshare interests on the
Debtors' resort property, with none of the owners listed on the
schedules or the mailing matrix—depriving them of notice and due
process as the claims bar date passed and the Debtors formulated a
plan of reorganization before pivoting to a potential sale of the
resort.
* The Debtors' management is in disarray, with the managing
member and the chief operating officer trading accusations of
misconduct and blaming each other for the developing debacle over
the timeshare interests -- which the Debtors' managers apparently
failed to properly establish.
* In connection with the Debtors' attempt to obtain court
approval for a sale of the resort property, managing member Patsy
O'Kieffe has allegedly made misrepresentations to timeshare owners
about their rights and whether their timeshare interests would
survive the sale.
The appointment of a trustee under Section 1104(a)(1) of the
Bankruptcy Code for fraud, dishonesty, gross mismanagement, and
other cause is warranted based on pre- and post-petition
mismanagement by the Debtors' principals. The appointment is also
justified under Section 1104(a)(2) because it would serve the best
interests of creditors.
A copy of the motion is available for free at
https://bit.ly/3FPDe7F from PacerMonitor.com.
About Tranquility Group
Tranquility Group, LLC is a Ridgedale, Mo.-based company that owns
a vacation destination offering tree houses, log cabins, and
bungalows.
Tranquility Group filed a voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. W.D. Mo. Case No.
21-60120) on Feb. 26, 2021. Michael R. Hyams, chief operating
officer and partner, signed the petition. At the time of the
filing, the Debtor had between $1 million and $10 million in both
assets and liabilities.
Judge Cynthia A. Norton oversees the case.
The Debtor tapped Berman, DeLeve, Kuchan & Chapman, LLC as
bankruptcy counsel; G & H Tax & Accounting as accountant; and
Judson Poppen, Esq., a practicing attorney in Springfield, Mo., as
special counsel.
TRI-WIRE ENGINEERING: MCRC Questions Subordination of Claim
-----------------------------------------------------------
Massachusetts Capital Resource Company ("MCRC") objects to the
Disclosure Statement Regarding Liquidating Plan Dated April 1, 2022
Jointly Proposed by Tri-Wire Engineering Solutions, Inc. and
Creditors Committee.
MCRC points out that the Disclosure Statement does not provide any
factual basis for the subordination of the MCRC claim, assess the
likelihood of the success of any such claims or reflect the impact
on the Plan if the plan proponents are unsuccessful in achieving
such subordination. The statements of the Plan proponents offer no
facts at all aside from a cursory reference to the JPM settlement,
an outcome that differs materially from the one projected in the
Disclosure Statement, and otherwise fail to establish any legal or
factual basis for the subordination of the MCRC claim.
The MCRC claim has not been subordinated. Absent such action by
the Court, the claim should be separately classified as a secured
claim to the extent of the value of its collateral and otherwise be
treated as an unsecured claim with all other unsecured claims.
MCRC asserts that the Disclosure Statement, despite the passage of
the bar date, provides no estimate of the total amount of unsecured
claims in the discussion of the treatment of those claims. While
the Disclosure Statement at p. 5 references claims "according to
the Schedules" a more refined estimate should be provided 96 claims
have been filed and a reasonable estimate appears to be available
to an informed reviewer without extraordinary effort. The absence
of this information impairs the ability of creditors to determine
the import of any projected or estimated recoveries.
According to MCRC, while the Plan is a liquidating plan, conversion
to a case under Chapter 7 remains a conceivable alternative and
should be discussed in the Disclosure Statement.
MCRC complains that the Plan contemplates the equitable
subordination of the MCRC claim, but no legal or factual basis
exists for that action and the plan proponents have taken no action
to achieve that result.
Attorney for the Massachusetts Capital Resource Company:
Peter J. Haley, Esq.
NELSON MULLINS RILEY & SCARBOROUGH LLP
One Financial Center, Suite 3500
Boston, MA 02111
Tel: (617) 217-4714
E-mail: peter.haley@nelsonmullins.com
About Tri-Wire Engineering
Tri-Wire Engineering Solutions, Inc. -- https://www.triwire.net/ --
provides installation, construction, maintenance and other
technical support services to cable and telecommunications
companies throughout North America. Tri-Wire Engineering was
formed in 1999 and is headquartered in Tewksbury, Mass.
Tri-Wire sought protection under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. D. Mass. Case No. 21-11322 on September 13, 2021. In
the petition filed by Ruben V. Klein, president, the Debtor
disclosed up to $10 million in assets and up to $50 million in
liabilities.
Casner & Edwards, LLP is the Debtor's counsel. Getzler Henrich &
Associates LLC is the financial advisor and turnaround consultant.
SSG Advisors, LLC serves as investment banker.
TRI-WIRE ENGINEERING: MGCC Says Its Interest Not Junior in Priority
-------------------------------------------------------------------
Massachusetts Growth Capital Corporation ("MGCC"), a secured
creditor of the Debtor, objects to: (i) Motion for Order Approving
Disclosure Statement, Scheduling Plan Confirmation Hearing, and
Establishing Related Deadlines and Plan Solicitation Procedures;
and (ii) the proposed Disclosure Statement Regarding Liquidating
Plan Dated April 1, 2022 Jointly Proposed by Debtor and Creditors'
Committee filed by Tri-Wire Engineering Solutions, Inc. and the
Creditors Committee appointed in this case.
MGCC's perfected security interest is not junior in priority to the
security interest of MCRC. MGCC and MCRC entered into a
Subordination Agreement, dated February 28, 2020, pursuant to which
MCRC expressly subordinated its claims against the Debtor to the
claims of MGCC against the Debtor. MCRC also expressly subordinated
its security interest in the Debtor's personal property to MGCC's
security interest in the Debtor's personal property. Accordingly,
the Disclosure Statement must be amended to describe MGCC's
security interest in the Debtor's property as having second
priority, as stated in its Loan documents. Upon information and
belief, the Plan proponents have agreed to amend the Disclosure
Statement to reflect that MGCC holds a second priority security
interest in the Debtor's property.
MGCC objects to certain terms of the Plan that treat MGCC's secured
claim in a manner not authorized by the Bankruptcy Code or
applicable law. Where a Disclosure Statement describes a Plan
which, on its face, cannot be confirmed, the Court should deny
approval of the Disclosure Statement on that basis. Such action is
warranted so as not to subject the estate to the expense of
soliciting votes and seeking confirmation of such a plan.
MGCC objects to the proposed treatment of its Class Three Claim in
Section 4.3 of the Plan which Section provides for MGCC's liens and
security interests to be "extinguished." Section 4.3 states, in
pertinent part, as follows:
* On the Effective Date, any and all liens and security interests
in property of the Estate granted to MGCC to secure the MGCC Claim
shall be deemed extinguished.
MGCC's claim, liens and security interests are not avoidable as a
preference, fraudulent transfer or for any other reason. There are
no grounds to equitably subordinate MGCC's claim, liens and
security interests. No party has challenged MGCC's claim, liens and
security interests or asserted that MGCC's Secured Claim is not
allowable under 11 U.S.C. §506(a).
MGCC points out that the Disclosure Statement describes JPM's Class
One secured claim (which appears to be the JPM Distribution Claim
in the amount of $7,452,911.36) as being "equal to the value of its
remaining collateral—primarily, the Debtor's cash and accounts
receivable, if any." The Plan appears to grant JPM the right to
recover on any other collateral for its claim including cash
collateral. Accordingly, JPM's Class One Claim may be reduced from
sources other than the proceeds of the Wade Litigation and other
Creditor Trust distributions. Additionally, the amount of JPM's
Class One Claim may also be reduced by the expiration and/or
cancellation of letters of credit which comprise over 80% of such
claim.
Attorney for the Massachusetts Growth Capital Corporation:
James M. Liston, Esq.
Jonathan M. Hixon, Esq.
HACKETT FEINBERG P.C.
155 Federal Street, 9th Floor
Boston, MA 02110
Tel: (617) 422-0200
E-mail: jml@bostonbusinesslaw.com
jmh@bostonbusinesslaw.com
About Tri-Wire Engineering Solutions
Tri-Wire Engineering Solutions, Inc. -- https://www.triwire.net/ --
provides installation, construction, maintenance and other
technical support services to cable and telecommunications
companies throughout North America. Tri-Wire Engineering was
formed in 1999 and is headquartered in Tewksbury, Mass.
Tri-Wire sought protection under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. D. Mass. Case No. 21-11322 on September 13, 2021. In
the petition filed by Ruben V. Klein, president, the Debtor
disclosed up to $10 million in assets and up to $50 million in
liabilities.
Casner & Edwards, LLP is the Debtor's counsel. Getzler Henrich &
Associates LLC is the financial advisor and turnaround consultant.
SSG Advisors, LLC serves as investment banker.
VCH RANCH: Files Emergency Bid to Use Cash Collateral
-----------------------------------------------------
VCH Range-Florida, LLC asks the U.S. Bankruptcy Court for the
Middle District of Florida, Fort Myers Division, for authority to
use cash collateral and set hearing prior to May 23, 2022.
The Debtor seeks authority to utilize its cash collateral in the
regular course of business and pay its expenses so that it may
continue to operate as a going concern.
The Debtor owes Farm Credit of Florida ACA approximately $64,000 in
connection with a note and security agreement encumbering the
Debtor's assets, including cash collateral. A UCC-1 financing
statement was recorded on April 9, 2020 and March 26, 2021 with the
Florida Secured Transaction Registry.
As part of the Debtor's operation, the Debtor manages the cattle
that are owned by Hollingsworth Cattle, LLC, formerly known as TOT
Cattle, LLC, Triple D Cattle, LLC, and by Nancy Lynn Hollingsworth
Mills. Hollingsworth Cattle and Triple D Cattle are two entities
which that are part of seven businesses which are owned, in varying
proportions, by members of the Hollingsworth family. The Debtor's
business includes paying for all operational expenses associated
with the cattle ranch such as labor, feed, lease payments for the
grazing lease and other related expenses. The Debtor receives
payments once calves are sold.
As of the Petition Date, the Debtor estimates the value of Farm
Credit's collateral consisting of cash, accounts receivable, and
personal property is approximately $43,282.
The Debtor is anticipating receiving revenue from the sale of
calves of approximately:
* $80,000 in May 2022,
* 150,000 in July 2022, and
* $140,000 in September 2022.
Some of the revenue received from the Calf Sales is Farm Credit's
cash collateral.
As adequate protection, the Debtor will provide Farm Credit with
the following:
a. Monthly payments of $5,000 per month until further Court
order pursuant to the budget. The Debtor may accrue the $5,000 per
month payments and pay $15,000 on a quarterly basis depending on
current cash flow and anticipated expenses.
b. A post-petition replacement lien equal in validity and
dignity as it existed prepetition.
c. Proof of insurance upon request of same.
d. Right of inspection upon reasonable notice to the Debtor.
A copy of the motion and the Debtor's budget for the period from
May to October 2022 is available at https://bit.ly/3Me3yL0 from
PacerMonitor.com.
The Debtor projects $80,000 in total income and $44,118 in total
expenses for May 2022.
About VCH Ranch - Florida
VCH Ranch - Florida, LLC owns and operates a cattle ranch in
Arcadia, Florida. The Debtor sought protection for relief under
Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No.
22-00129) on Feb. 1, 2022, listing up to $1 million in assets and
up to $500,000 in liabilities.
Alberto F. Gomez, Jr., Esq., at Johnson Pope Bokor Ruppel & Burns,
LLP serves as the Debtor's legal counsel.
VERTEX INC: Incurs $334K Net Loss in First Quarter
--------------------------------------------------
Vertex, Inc. filed with the Securities and Exchange Commission its
Quarterly Report on Form 10-Q disclosing a net loss of $334,000 on
$114.98 million of total revenues for the three months ended March
31, 2022, compared to net income of $2.29 million on $98.24 million
of total revenues for the three months ended March 31, 2021.
As of March 31, 2022, the Company had $697.51 million in total
assets, $464.68 million in total liabilities, and $232.83 million
in total stockholders' equity.
As of March 31, 2022, the Company had unrestricted cash and cash
equivalents of $97.3 million and retained earnings of $24.5
million. The Company's primary sources of capital to date have been
from sales of its solutions, proceeds from bank lending facilities
and the initial public offering of its Class A common stock in July
2020. On March 8, 2022, the Company entered into the Second
Amendment which increased its existing $100 million credit facility
to a $250 million facility consisting of a $50 million term loan
and a $200 million line of credit. The proceeds will be used for
working capital, capital expenditures, permitted acquisitions and
general corporate purposes. The Company has no outstanding
borrowings under the line of credit at March 31, 2022.
Vertex said "We believe that our existing cash resources and our
bank line of credit will be sufficient to meet our capital
requirements and fund our operations for at least the next 12
months. However, if these sources are insufficient to satisfy our
liquidity requirements, we may seek to sell additional equity or
debt securities. If we raise additional funds by issuing equity
securities, our stockholders would experience dilution. Debt
financing, if available, may involve covenants restricting our
operations or our ability to incur additional debt. Any debt
financing or additional equity that we raise may contain terms that
are not favorable to us or our stockholders. Additional financing
may not be available at all, or in amounts or on terms unacceptable
to us."
Vertex Chief Financial Officer John Schwab said, "We saw continued
growth in Q1 across key metrics including Annual Recurring Revenue
and Net Revenue Retention rates. During the first quarter, we
refinanced our credit facility to increase operational flexibility
and we continued to make strategic investments in the business to
drive sustained growth and shareholder value."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1806837/000155837022008154/verx-20220331x10q.htm
About Vertex
Vertex, Inc. -- www.vertexinc.com -- is a global provider of
indirect tax software and solutions. The Company's mission is to
deliver the most trusted tax technology enabling global businesses
to transact, comply and grow with confidence. Vertex provides
solutions that can be tailored to specific industries for major
lines of indirect tax, including sales and consumer use, value
added and payroll. Headquartered in North America, and with
offices in South America and Europe, Vertex employs over 1,300
professionals and serves companies across the globe.
Vertex reported a net loss of $1.48 million for the year ended Dec.
31, 2021, compared to a net loss of $75.08 million for the year
ended Dec. 31, 2021.
VOYAGEUR IMAGING: Seeks Cash Collateral Access
----------------------------------------------
Voyageur Imaging, LLC asks the U.S. Bankruptcy Court for the
District of Minnesota for authority to use cash collateral and
provide adequate protection.
The Debtor explains that without immediate access to cash
collateral, the Debtor would be at serious risk of shutdown due to
strained liquidity. The Debtor needs the use of cash collateral to,
among other things, pay regularly occurring bills and provide
adequate protection to the secured lender in the case, CorTrust NA,
as the Court orders.
The Debtor and CorTrust have entered into a series of loan and
financing agreements since 2013.
The total amount owed by the Debtor to CorTrust is currently
$138,999, with monthly payments of $2,928.
Dr. Steven Johnson is a nationally renowned radiologist and is the
100% owner and managing member of two related LLCs. The Debtor,
Voyageur Imaging, LLC, was founded in 2011 and operates an MRI
clinic at its office in St. Paul, Minnesota. It typically has
$1,500,000 to $2,000,000 in income yearly.
Voyageur Radiology, LLC was founded in 2008 and is located in
Stillwater Minnesota. Voyageur Radiology provides the reading of
radiological scans, X-Rays, MRIs and CT Scans which are taken
remotely throughout various clinics in the other states,
transmitted to Voyageur Radiology through the use of specialty
hardware and encrypted software, and then read and reported on by
Voyageur Radiology.
Starting in the mid 2010s, Voyageur Radiology began using the
services of a third party, 7 Medical Systems, LLC and its two
principals, Jason Studsrud and Hunt Russell, to assist Voyageur
Radiology in its practice. 7 Medical and its two principals
performed various services for the Voyageur Radiology at various
times Beginning in 2017, 7 Medical began purchasing hardware and
software for the benefit of Voyageur Radiology’s business. This
equipment would be financed by contracts with various entities
throughout the country on lease-to-own transactions.
7 Medical insisted, however, that the Debtor, and not Voyageur
Radiology be the principal entity signing on these financial
contracts. In some instances, Voyageur Radiology and Dr. Johnson
personally executed guarantees for the financing. Eventually, the
Debtor became obligated on financing for 12 contracts with various
financial entities having obligations in excess of $2,000,000 and
payments of more than $40,000 per month Dr. Johnson trusted 7
Medical to handle the business affairs of Voyageur Radiology and,
because of his extremely busy schedule, would trust that the
documents he was signing on behalf of the Debtor were, in fact
legitimate, financing deals where equipment and software was being
purchased and sent to remote site radiology offices to be used in
connection with Voyageur Radiology's business.
However, while 7 Medical did provide hardware and software to
several clinics around the country, eventually Dr. Johnson came to
suspect that 7 Medical Systems was not, in fact, purchasing all of
the medical equipment or software that he agreed to pay for, but
was instead providing phony invoices to financing companies,
pocketing the money and sticking the Debtor with debts for
fictitious equipment.
When 7 Medical was asked to provide a list of all clinics who had
received the equipment and software it allegedly purchased on
behalf of Voyageur Imaging, they obfuscated and delayed their
responses. The Debtor has to this day no idea of what was actually
purchased and delivered by 7 Medical. Once 7 Medical presented the
Debtor and Dr. Johnson with paperwork to sign with the financing
companies 7 Medical was invoicing, neither Debtor nor Dr. Johnson
nor Voyageur Radiology had any further involvement with the
equipment and software allegedly acquired by 7 Medical.
7 Medical was in frequent financial distress. In one instance, the
principals asked Dr. Johnson and the Debtor to obtain $400,000 in
financing from Hewlett Packard Corporation for the purchase of
computer equipment. 7 Medical provided written assurances to Dr.
Johnson that it would reimburse the Debtor for all payments made
to
Hewlett Packard. However, 7 Medical failed and later refused to pay
Hewlett Packard, forcing the Debtor to pay back the obligation to
Hewlett Packard.
Although 7 Medical represented to the Debtor that they were the
creators of the proprietary software that allows for encrypted
medical scans to be delivered to Voyageur Radiology, in fact 7
Medical purchased the software from a third-party developer and
failed to pay the developer what they owed for the software. As a
result 7 Medical confessed judgment to the third-party developer
and owed hundreds of thousands of dollars in early 2020, without
telling Dr. Johnson, at the time it asked Dr. Johnson and the
Debtor to obtain millions of dollars of equipment lease financing.
Eventually, because of continuing financial pressures, upon
information and belief, 7 Medical sold its assets in an Article 9
sale to a related third party and ceased doing business, leaving
the Debtor to pay on 12 financial contracts, some of which were
complete frauds.
The Debtor has spent the past two years paying on the twelve
contracts, paying over $800,000 in total during that time. The
Debtor believes that if they had not had to pay the debts of 7
Medical and had actually had the additional revenue from all of the
contracts that 7 Medical said were being sold to new clinics, that
they would not be in financial distress. The Debtor has sought to
satisfy its contractual obligations to the finance companies by
entering into various forbearance and restructuring deals, but the
weight of the financing has made satisfaction of all of the
financing companies impossible. Litigation was recently begun by
NewLane Financing and based on that suit and the threats of
additional suits by some of the other finance companies, the Debtor
made the decision to file for Chapter 11 reorganization.
In 2020 and 2021 the Debtor also obtained two Paycheck Protection
Plan loans from the Small Business Association as part of the
federal Government's COVID-19 Relief Program. These PPP loans were
subject to a second-position blanket lien in the assets of the
Debtor, including its cash assets. The SBA perfected its interest
in those assets by filing a UCC Financing Statement in the
Minnesota Secretary of State's office (State of Minnesota document
number 117619500735 filed on July 15, 2020). The two PPP loans have
been forgiven. The SBA has not yet released its lien, however, the
Debtor believes the SBA currently has no interest in its cash
collateral.
As adequate protection to CorTrust, the Debtor proposes to (i)
grant replacement liens in their collateral; (ii) report and
account for the use of any cash proceeds by the Debtor on a monthly
basis; and (iii) keep the cash and other personal property
collateral insured; to provide a payment to CorTrust for the loan
in the amount set out in the loan documents ($2,928.46 per month
plus any applicable bank charges). The Debtor proposes to grant
CorTrust a replacement lien in any new post-petition assets
generated by the Debtor having the same dignity, priority and
extent as existed on the Petition Date.
A hearing on the matter is scheduled for May 19, 2022 at 10:30
a.m.
The final hearing is scheduled for June 9 at 11 a.m.
A copy of the motion is available at https://bit.ly/3MoJl5i from
PacerMonitor.com.
About Voyageur Imaging, LLC
Voyageur Imaging, LLC was founded in 2011 and operates an MRI
clinic at its office in St. Paul, Minnesota. The Debtor sought
protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D.
Minn. Case No. 22-30753) on May 16, 2022. In the petition signed by
Steven Johnson, MD, as CEO, the Debtor disclosed $1,036,691 in
assets and $1,474,922 in liabilities.
Judge William J. Fisher oversees the case.
Kenneth C. Edstrom, Esq., at Sapienta Law Group is the Debtor's
counsel.
WALLACE HOUSE: Unsecureds Will be Paid From Disposable Income
-------------------------------------------------------------
Wallace House Corporation submitted a Plan and a Disclosure
Statement.
Under the Plan, Class 2 General Unsecured Claims total $1,455.
Class 2 Claims will be paid a pro rata share of the Debtor's
disposable income over a period of 5 years. The first payment will
be made within 30 days of the Effective Date of the Plan. Class 2
is impaired.
Class 3 Priority Unsecured Claims will be paid in full on or before
the effective date of the Plan. Class 3 is unimpaired.
The Plan will be funded from rental income received from the
Wallace House Property and from capital contributions from the
Debtor's sole shareholder.
Attorneys for the Debtor:
Charles A. Higgs, Esq.
LAW OFFICE OF CHARLES A. HIGGS
2 Depot Plaza
Bedford Hills, NY
Tel: (917) 673-3768
E-mail: Charles@Freshstartesq.com
A copy of the Disclosure Statement dated May 4, 2022, is available
at https://bit.ly/3kHLPzz from PacerMonitor.com.
About Wallace House Corporation
Wallace House Corporation is a corporation incorporated in
Kentucky, with its office and mailing address in Eastchester, New
York. Its primary asset is the real property known as 323 North
Ninth Street, Paducah, KY 42001. The Wallace House is a multi-unit
historical property located in Pudacah, KY. The Wallace House
suffered significant weather damage as a result of several strong
storms that occurred.
The weather damage, reduced the rooms that were available to the
Debtor to rent out, thus decreasing income, while also causing the
Debtor to suffer unanticipated increased expenses; ultimately
resulting in the Debtor's bankruptcy filing.
On Jan. 24, 2020, the Debtor filed a voluntary petition for relief
under chapter 7 of title 11, of the United States Bankruptcy Code
(Bankr. S.D.N.Y. Case No. 20-22122).
The Debtor's motion to Convert the case to Chapter 11 was granted
by order dated August 6, 2020. The Debtor has continued in
possession of its property and has continued in management of its
affairs as a debtor-in-possession pursuant to Sections 1107 and
1108 of the Bankruptcy Code.
The Debtor is represented by Law Office of Charles A. Higgs.
WESTBANK HOLDINGS: May Use Cash Collateral for Sewer Line Repair
----------------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of Louisiana
authorized Westbank Holdings, LLC and its debtor-affiliates to use
cash collateral to pay Schaub's Plumbing and Heating, LLC for its
services.
The Debtors are permitted to employ Schaub's Plumbing and Heating,
LLC to repair the sewer line at buildings 2217, 2219, 2205, 2207,
2104, and 2102.
The Debtors are directed to provide to counsel for Federal National
Mortgage Association an update as to the status of the sewer repair
every two or three days once work begins and a copy of the final
invoice.
A copy of the order is available at https://bit.ly/39hrxKu from
PacerMonitor.com.
About Liberty Park Apartments
Westbank Holdings, LLC, et al, are limited liability companies that
operate five low-income apartment complexes in New Orleans. The
complexes are owned and operated by Joshua Bruno.
Westbank Holdings, LLC, Cypress Park Apartments II, LLC, Liberty
Park Apartments, LLC, and Forest Park Apartments, LLC, sought
Chapter 11 protection (Bankr. E.D. La. Case Nos. 22-10082 to
22-10086) on Jan. 27, 2022. In the petition signed by Joshua Bruno
as manager, Liberty Park Apartments estimated assets between
$500,000 and $1 million and estimated liabilities between $1
million and $10 million.
The cases are handled by Honorable Judge Meredith S. Grabill.
Frederick L. Bunol, Esq., of The Derbes Law Firm, LLC, is the
Debtors' counsel.
[*] Bankruptcies Down 16.5% for 12 Months Ended March 31, 2022
--------------------------------------------------------------
Bankruptcy filings continued a steep two-year-long fall that
coincided with the start of the coronavirus (COVID-19). Filings
fell 16.5% for the 12-month period ending March 31, 2022. According
to statistics released by the Administrative Office of the U.S.
Courts, the March 2022 annual bankruptcy filings totaled 395,373,
compared with 473,349 cases in the previous year.
Filings fell both for businesses and non-business bankruptcies,
compared with the year ending March 2021. Non-business filings fell
by a total of 15.7%, while business filings fell 33.9%.
This year's 12-month filing total for the quarter ending March 31
is slightly more than half of the total reported in March 2020,
when the pandemic began. That year's 12-month total was 764,282.
[*] Colorado Bankruptcies Down 40% in April 2022
------------------------------------------------
Christopher Wood of Greeley Tribune reports that Colorado
bankruptcy filings dropped 40% in April compared with the same
period a year ago, continuing a pattern of declines seen throughout
2021 and thus far in 2022.
Filings also dropped in Boulder, Broomfield, Larimer and Weld
counties compared with the year-ago period.
That's according to a BizWest analysis of U.S. Bankruptcy Court
data. Numbers cited include all new filings, including open, closed
and dismissed cases. Colorado recorded 415 bankruptcy filings in
April, compared with 694 in April 2021.
Year to date, the state has recorded 1,514 bankruptcy filings,
compared with 2,325 in the first four months of 2021, down 34.8%.
Among counties in the Boulder Valley and Northern Colorado:
* Weld County bankruptcy filings totaled 27 bankruptcy filings in
April, down from 56 recorded a year ago, a decline of 51.8%.
Year-to-date filings totaled 116, compared with 174 a year ago,
down 33%. Weld County recorded 42 bankruptcy filings in March
2022.
* Larimer County filings totaled 28 in April, compared with 33 a
year ago, down 15%. Filings in the first four months of the year
totaled 91, compared with 106 in the first four months of 2021, a
drop of 14.1%. Larimer County recorded 29 bankruptcy filings in
March 2022.
* Boulder County recorded 12 bankruptcy filings in April,
compared with 31 in April 2021, down 61.3%. The county recorded 55
filings year to date, down from 94 in the first four months of
2021, down 41.5%. Boulder County recorded 19 bankruptcy filings in
March 2022.
* Broomfield recorded two bankruptcy filings in April, down from
five in April 2021, a decrease of 60%. Year-to-date filings totaled
17, compared with 23 a year ago, down 26%. Broomfield recorded six
bankruptcy filings in March 2022.
[*] Jaffe Raitt's Paul Hage Named Secretary of ABI Exec Committee
-----------------------------------------------------------------
The American Bankruptcy Institute (ABI) announced May 16, 2022,
that Paul Hage of Jaffe Raitt Heuer & Weiss (Southfield, Mich.) has
been named to a two-year term as the Secretary for ABI's Executive
Committee. An ABI member since 2006, Hage is a member of ABI's
Board of Directors, the education director of ABI's Emerging
Industries and Technology Committee in addition to belonging to six
other ABI membership committees, is a co-director of ABI's Conrad
B. Duberstein National Bankruptcy Moot Court Competition,
contributes to the Benchnotes column in the ABI Journal, is an
inaugural member of ABI's "40 Under 40" program and is a frequent
speaker at ABI events.
Hage is a partner in the Southfield, Mich., office of Jaffe Raitt
Heuer & Weiss and chairs the firm's Insolvency and Reorganization
Practice Group. He specializes in representing asset-purchasers,
unsecured creditors' committees, debtors, secured and unsecured
creditors, and trustees in bankruptcy proceedings nationwide.
Hage earned his B.A. from James Madison College at Michigan State
University and his J.D. from Loyola University Chicago School of
Law. He earned his LL.M. in Bankruptcy from St. John's University
School of Law. Hage is Board Certified in Business Bankruptcy Law
by the American Board of Certification and is an adjunct professor
at the University of Michigan Law School.
The complete list of directors and officers is available at
http://www.abi.org/about-us/board-directors.
About ABI
The American Bankruptcy Institute -- http://www.abiworld.org/-- is
the largest multi-disciplinary, nonpartisan organization dedicated
to research and education on matters related to insolvency. ABI
was founded in 1982 to provide Congress and the public with
unbiased analysis of bankruptcy issues. The ABI membership
includes nearly 10,000 attorneys, accountants, bankers, judges,
professors, lenders, turnaround specialists and other bankruptcy
professionals providing a forum for the exchange of ideas and
information.
[*] Judge Bruce Harwood Named ABI VP for Communications & IT
------------------------------------------------------------
The American Bankruptcy Institute (ABI) announced May 15, 2022,
that Bankruptcy Judge Bruce Harwood (D.N.H., Manchester) has been
named to a two-year term as ABI Vice President-Communications &
Information Technology. An ABI member since 1989, Judge Harwood
previously served as Secretary of ABI's Executive Committee and
co-chaired ABI's Northeast Bankruptcy Conference, and he has served
on the ABI Board of Directors' Communication, Information and
Technology Committee and as Northeast Regional Chair of the ABI
Endowment Fund's Development Committee.
Judge Harwood was appointed to the bench of the U.S. Bankruptcy
Court for the District of New Hampshire in March 2013. He
previously had chaired the Bankruptcy, Insolvency and Creditors'
Rights Group at Sheehan Phinney Bass + Green in Manchester, N.H.,
where he represented business debtors, asset-purchasers, secured
and unsecured creditors, creditors' committees and trustees in
bankruptcy and served on the panel of chapter 7 trustees in New
Hampshire. Judge Harwood also mediated disputes arising in
debtor/creditor relations and represents insurance and banking
regulators in connection with the rehabilitation and liquidation of
insolvent insurers and trust companies. He was named in the
bankruptcy law section of The Best Lawyers in America for more than
10 years, as well as in New England Super Lawyers, and he has been
honored in the Chambers USA guides with a "Band 1" ranking in the
field of corporate/commercial bankruptcy. He is also a Fellow of
the American College of Bankruptcy. Judge Harwood received his
B.A. from Northwestern University and his J.D. from Washington
University School of Law.
The complete list of directors and officers is available at
https://www.abi.org/about-us/board-of-directors.
About ABI
The American Bankruptcy Institute -- http://www.abiworld.org/-- is
the largest multi-disciplinary, nonpartisan organization dedicated
to research and education on matters related to insolvency. ABI
was founded in 1982 to provide Congress and the public with
unbiased analysis of bankruptcy issues. The ABI membership
includes nearly 10,000 attorneys, accountants, bankers, judges,
professors, lenders, turnaround specialists and other bankruptcy
professionals providing a forum for the exchange of ideas and
information.
[*] Skadden's Paul Leake Named ABI's VP for Publications
--------------------------------------------------------
The American Bankruptcy Institute (ABI) announced May 16, 2022,
that Paul Leake of Skadden, Arps, Slate, Meagher & Flom LLP (New
York) has been named to a two-year term as ABI Vice
President-Publications. An ABI member since 2011, Leake is a
member of ABI's Board of Directors and has served on the advisory
boards of ABI's New York City Bankruptcy Conference, Complex
Financial Restructuring Program, VALCON and Views from the Bench
program.
Leake is global head of Skadden's corporate restructuring practice
and has led numerous large and complex U.S. and cross-border
corporate workouts and restructurings. He represents debtors,
commercial banks and bank groups, distressed investment funds,
noteholder committees, official creditors' committees and
distressed investors in all forms of corporate restructurings.
Leake is regularly listed in rankings of leading restructuring
lawyers in the U.S. and globally, including Chambers USA, Chambers
Global, The Legal 500, K&A Restructuring Register, IFLR1000, The
Best Lawyers in America and Turnarounds & Workouts. He has
published and lectured extensively on U.S. and transnational
insolvency matters.
Leake is a member of the board of directors of Her Justice, a
nonprofit organization that supports women living in poverty in New
York City by recruiting and mentoring volunteer lawyers to provide
free legal help to address individual and systemic legal barriers.
He also is a Fellow of the American College of Bankruptcy. Leake
received his B.A. from Amherst College in 1985 and his J.D. from
Columbia University in 1988.
The complete list of directors and officers is available at
https://www.abi.org/about-us/board-of-directors
About ABI
The American Bankruptcy Institute -- http://www.abiworld.org/-- is
the largest multi-disciplinary, nonpartisan organization dedicated
to research and education on matters related to insolvency. ABI
was founded in 1982 to provide Congress and the public with
unbiased analysis of bankruptcy issues. The ABI membership
includes nearly 10,000 attorneys, accountants, bankers, judges,
professors, lenders, turnaround specialists and other bankruptcy
professionals providing a forum for the exchange of ideas and
information.
[*] William H. Henrich Elected ABI Treasurer External
-----------------------------------------------------
The American Bankruptcy Institute (ABI) announced May 16, 2022,
that William H. Henrich of Getzler Henrich & Associates LLC
(Syosset, N.Y.) has been named to a two-year term as ABI Treasurer.
An ABI member since 1998, Henrich was recently an at-large member
of ABI's Executive Committee, has been active in numerous ABI
committees, and is a frequent speaker at ABI events. He will serve
a term of two years on ABI's Executive Committee.
Henrich is co-chair of Getzler Henrich & Associates LLC in New York
and has more than 30 years of experience in turnaround and crisis
management, loan workouts, bankruptcy consulting and performance
improvement. He has also advised secured and unsecured creditors
in chapter 11 bankruptcy proceedings, including developing plans of
reorganization and providing bankruptcy forensic analysis to
support litigation. Prior to joining Getzler Henrich, he served in
Arthur Andersen's corporate recovery services group, and in 1982 he
started its New York bankruptcy and restructuring practice. A past
president of the Turnaround Management Association's New York
chapter, he frequently speaks and writes on turnaround and
bankruptcy issues. Henrich is a CPA and received his B.B.A. from
Baruch College, City University of New York, and his M.B.A. from
Harvard Business School.
The complete list of directors and officers is available at
http://www.abi.org/about-us/board-directors
About ABI
The American Bankruptcy Institute -- http://www.abiworld.org/-- is
the largest multi-disciplinary, nonpartisan organization dedicated
to research and education on matters related to insolvency. ABI
was founded in 1982 to provide Congress and the public with
unbiased analysis of bankruptcy issues. The ABI membership
includes nearly 10,000 attorneys, accountants, bankers, judges,
professors, lenders, turnaround specialists and other bankruptcy
professionals providing a forum for the exchange of ideas and
information.
[*] Williams Mullen's Jen McLemore Elected to ABI Exec. Committee
-----------------------------------------------------------------
The American Bankruptcy Institute (ABI) announced May 16, 2022,
that Jennifer McLemore of Williams Mullen (Richmond, Va.) has been
elected to serve as an at-large member of ABI's Executive
Committee.
An ABI member since 2004, McLemore is a co-chair of ABI's Unsecured
Trade Creditors Committee and a member of ABI's Young and New
Members Committee, and she is a member of ABI's "40 Under 40"
Steering Committee, a member of the advisory board for ABI's
Southeast Bankruptcy Workshop and a frequent speaker at ABI events.
She will serve a term of three years on the 60-member ABI Board of
Directors.
McLemore is a partner with Williams Mullen in Richmond, Va., where
she focuses her practice on representing creditors and debtors in
chapter 7 and 11 bankruptcy proceedings and, on a limited basis,
creditors in chapter 13 bankruptcy cases. She previously was a
partner in Christian & Barton's Bankruptcy group.
From August 2001-02, McLemore was a judicial clerk for Hon. F. G.
Rockwell III and Hon. William R. Shelton, both of the Circuit Court
of Chesterfield County, Va., and from August 2002 through August
2003, she clerked for Hon. Douglas O. Tice Jr., Chief Judge of the
U.S. Bankruptcy Court for the Eastern District of Virginia. She
received her J.D. from the University of Richmond School of Law in
2001 and her B.A. from Miami University (Ohio) in 1998.
The complete list of directors and officers is available at
http://www.abi.org/about-us/board-directors.
About ABI
The American Bankruptcy Institute -- http://www.abiworld.org/-- is
the largest multi-disciplinary, nonpartisan organization dedicated
to research and education on matters related to insolvency. ABI was
founded in 1982 to provide Congress and the public with unbiased
analysis of bankruptcy issues. The ABI membership includes nearly
10,000 attorneys, accountants, bankers, judges, professors,
lenders, turnaround specialists and other bankruptcy professionals
providing a forum for the exchange of ideas and information.
*********
Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par. Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable. Those sources may not,
however, be complete or accurate. The Monday Bond Pricing table
is compiled on the Friday prior to publication. Prices reported
are not intended to reflect actual trades. Prices for actual
trades are probably different. Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind. It is likely that some entity
affiliated with a TCR editor holds some position in the issuers
public debt and equity securities about which we report.
Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets. At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled. Assets, for example, reported at historical cost
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assets. A company may establish reserves on its balance sheet for
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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
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.
Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals. All titles are
available at your local bookstore or through Amazon.com. Go to
http://www.bankrupt.com/books/to order any title today.
Monthly Operating Reports are summarized in every Saturday edition
of the TCR.
The Sunday TCR delivers securitization rating news from the week
then-ending.
TCR subscribers have free access to our on-line news archive.
Point your Web browser to http://TCRresources.bankrupt.com/and use
the e-mail address to which your TCR is delivered to login.
*********
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Troubled Company Reporter is a daily newsletter co-published
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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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*** End of Transmission ***