/raid1/www/Hosts/bankrupt/TCR_Public/220526.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Thursday, May 26, 2022, Vol. 26, No. 145
Headlines
3200 MYERS STREET: Taps Frank X. Enright as Tax Accountant
ADAMIS PHARMACEUTICALS: Appoints Co-Founder as President, CEO
ADHERA THERAPEUTICS: Incurs $74K Net Loss in First Quarter
AGUILA INC: June 23 Plan Confirmation Hearing Set
ALLSPRING INTERMEDIATE II: Moody's Affirms Ba2 CFR, Outlook Stable
ALSOL CORPORATION: Case Summary & 15 Unsecured Creditors
AR TEXTILES: June 30 Plan Confirmation Hearing Set
ARBORETUM CROSSING: Taps Rochelle McCullough as Legal Counsel
ARCHBISHOP OF AGANA: Unsecured Claims Unimpaired in Plan
ATKORE INC: S&P Upgrades ICR to 'BB' on Record Earnings
BADGER FINANCE: Moody's Affirms 'B3' CFR, Outlook Remains Negative
BANTEC INC: Incurs $723K Net Loss in Second Quarter
BETZ HEATING: June 21 Plan Confirmation Hearing Set
BOY SCOUTS: Sidley Austin Had No Conflict in Bankruptcy Work
BRAZOS ELECTRIC: Bankruptcy Judge Jones to Extend ERCOT Mediation
BRAZOS ELECTRIC: Wants to Set $1.9-Bil. Chapter 11 Claim Trial Date
CAMBER ENERGY: Incurs $169.7 Million Net Loss in 2021
CAMBER ENERGY: Incurs $68.2 Million Net Loss in First Quarter
CE ELECTRICAL: Unsecureds Will be Paid 5% Dividend Under Plan
CHERRY MAN: Committee Taps Kelley Drye & Warren as Legal Counsel
CHERRY MAN: Committee Taps Province LLC as Financial Advisor
COADVANTAGE INC: S&P Alters Outlook to Positive, Affirms 'B-' ICR
COCRYSTAL PHARMA: All Three Proposals Passed at Annual Meeting
COCRYSTAL PHARMA: Gets Extension From Nasdaq Until Nov. 14
CONTINENTAL COUNTRY: Court Approves Disclosure Statement
CROWNROCK LP: Moody's Ups CFR to Ba3 & Sr. Unsecured Notes to B1
CSI COMPRESSCO: Incurs $6.6 Million Net Loss in First Quarter
DIOCESE OF ROCHESTER: Reaches $147 Mil. Settlement With Insurers
ECOLIFT CORPORATION: Court Confirms Reorganization Plan
ETHEMA HEALTH: Incurs $165K Net Loss in First Quarter
EVEREST REAL ESTATE: Court Confirms Third Amended Plan
EYP GROUP: Unsecured Creditors Ask Court to Check Chapter 11 Loan
FCG ACQUISITIONS: S&P Rates New $150MM First-Lien Term Loan 'B-'
FINANCIAL GRAVITY: Incurs $398K Net Loss in Second Quarter
GIRARDI & KEESE: Tom Pal's Scandals Beyond Lion Air
GOGO INC: S&P Hikes Issuer Credit Rating to 'B+', Outlook Stable
GROM SOCIAL: Incurs $3.5 Million Net Loss in First Quarter
HILLMAN SOLUTIONS: S&P Affirms 'B' ICR, Outlook Stable
JASPER PELLETS: US Bank to Hold Public Sale of Interests on May 31
KARTES LEASING: Unsecureds to Recover 60% in Subchapter V Plan
KAYA HOLDINGS: Incurs $1.1 Million Net Loss in First Quarter
KW EXCAVATION: Case Summary & 20 Largest Unsecured Creditors
LECLAIRYAN PLLC: May 31 Administrative Claims Deadline Set
LEGACY EDUCATION: Incurs $543K Net Loss in First Quarter
LTL MANAGEMENT: Judge Tells Houlihan to Rethink $5-Mil. Fee
LTL MANAGEMENT: Talc Claimants Committee's Advisors Approved
LUCERO LLC: Amends Towd Point Claim Pay Details
MACULOGIX INC: To Wind Down Business If It Fails to Pay $23M Debt
MALLINCKRODT PLC: Aims to Save $900 Mil. Chapter 11 Exit Funding
MALLINCKRODT PLC: Says Shareholder's Chapter 11 Stay Bid Untimely
MANHATTAN SCIENTIFICS: Incurs $647K Net Loss in First Quarter
MUSCLEPHARM CORP: Incurs $6.3 Million Net Loss in First Quarter
PETROLIA ENERGY: Incurs $10.3 Million Net Loss in 2020
PHOENIX HOLDINGS: Seeks to Hire Avrum J. Rosen as Legal Counsel
PINE COUNTRY: Taps Abbasi Law Corporation as Bankruptcy Counsel
RLJ LODGING: S&P Alters Outlook to Stable, Affirms 'B+' ICR
ROCKALL ENERGY: Parsley Energy Ex-CEO Bids $85 Mil. to Buy Assets
SALEM HARBOR POWER: Contractor Reaches Chapter 11 Discovery Deal
SB MILLLTOWN: Case Summary & 14 Unsecured Creditors
SKINNICITY INC: Seeks to Hire RHM Law as Bankruptcy Counsel
SPRINGFIELD MEDICAL: Emerges From Bankruptcy as North Star
STEREOTAXIS INC: All Four Proposals Passed at Annual Meeting
SUN PACIFIC: Incurs $41K Net Loss in First Quarter
TRINSEO PLC: Moody's Affirms 'Ba3' CFR & Alters Outlook to Stable
VANTAGE DRILLING: Incurs $14.2 Million Net Loss in First Quarter
VOP-PAL.COM: Incurs $462K Net Loss in Second Quarter
WEINSTEIN CO: Yucaipa Hiding Docs in Sale Row, Says Lantern
YUNHONG CTI: Incurs $21K Net Loss in First Quarter
ZOHAR FUNDS: Bank's $45 Mil. Suit vs. Tilton Will Go to Jury
[^] Recent Small-Dollar & Individual Chapter 11 Filings
*********
3200 MYERS STREET: Taps Frank X. Enright as Tax Accountant
----------------------------------------------------------
3200 Myers Street Partners, LLC received approval from the U.S.
Bankruptcy Court for the Central District of California to employ
Frank X. Enright, an accountant practicing in California.
The Debtor requires a tax accountant to:
a. give advice regarding the tax consequences of the estate's
transactions;
b. give advice regarding the tax consequences of any Chapter 11
plan filed by the Debtor;
c. assist the Debtor in the preparation of tax returns; and
d. provide other accounting and tax-related services, which the
Debtor may require during the pendency of its Chapter 11 case.
Mr. Enright will be paid at the rate of $250 per hour and will be
reimbursed for out-of-pocket expenses incurred.
Mr. Enright received a pre-bankruptcy retainer of $5,000.
As disclosed in court filings, Mr. Enright is a "disinterested
person" within the meaning of Section 101(14) of the Bankruptcy
Code.
Mr. Enright can be reached at:
Frank X. Enright
32332 Camino Capistrano, #100
San Juan Capistrano, CA 92675
Tel: (949) 493-8607
Fax: (949) 493-6997
About 3200 Myers Street Partners
3200 Myers Street Partners, LLC, a company in Costa Mesa, Calif.,
filed a voluntary petition for relief under Chapter 11 of the
Bankruptcy Code (Bankr. C.D. Calif. Case No. 22-10057) on Jan. 14,
2022, listing as much as $10 million in both assets and
liabilities. Robert P. Mosier, chief restructuring officer, signed
the petition.
Judge Scott C. Clarkson oversees the case.
The Debtor tapped Goe Forsythe & Hodges, LLP as bankruptcy counsel;
A. Lavar Taylor, LLP and Cross, Gunter, Witherspoon & Galchus, P.C.
as special counsels; and Mosier & Company, Inc. as restructuring
advisor. Robert Mosier, president and chief executive officer of
Mosier & Company, serves as the Debtor's chief restructuring
officer.
ADAMIS PHARMACEUTICALS: Appoints Co-Founder as President, CEO
-------------------------------------------------------------
Adamis Pharmaceuticals Corporation announced a leadership
transition plan to support its efforts to unlock long-term growth
and value creation opportunities:
* David J. Marguglio, co-founder and chief business officer, has
been appointed president and chief executive officer, effective
immediately.
* Dennis J. Carlo, Ph.D., has retired from the president and
chief executive officer roles, and stepped down from the Board of
Directors, effective immediately.
* Mr. Marguglio will continue his director role, and a search
has commenced to identify a highly qualified and independent
director to fill the vacancy resulting from Dr. Carlo's retirement
from the Company.
Mr. Marguglio commented, "Having led the company to three FDA
product approvals, I want to thank Dennis for his many years of
service and tireless effort to position Adamis as an innovator in
the biopharmaceutical sector. As I step into the CEO role, my goal
is to build on the Company's foundation. I believe advancing and
broadening our product pipeline through new collaborations and
partnerships, combined with growing sales from SYMJEPI and ZIMHI,
which was recently launched, will create significant long-term
value for patients, providers and stockholders alike."
Richard C. Williams, Chairman of the Board, added, "After carefully
considering the right successor for Dennis, who provided strong
leadership over many years, the Board has determined that David is
the ideal leader for Adamis at this pivotal inflection point.
David has the right balance of institutional knowledge and new
ideas for driving value. He is also a proven operator with a firm
understanding of bringing drugs and treatments from concept to
commercialization. Adamis is in good hands with David at the
helm."
In connection with his appointment as president and chief executive
officer, the Company has entered into an employment agreement with
Mr. Marguglio which supersedes and replaces his existing employment
agreement with the Company dated Dec. 31, 2015. The agreement
provides for an initial base salary at a rate of $500,000 per
annum, effective upon the effectiveness of his appointment.
David J. Marguglio Biography
Mr. Marguglio is a co-founder of Adamis and currently serves as
Chief Business Officer and a member of the Board of Directors. He
joined Adamis in 2006 as vice president, Business Development and
Investor Relations and from 2011 to 2017 served as senior vice
president, Corporate Development. Prior to Adamis, Mr. Marguglio
held various positions with Citigroup Global Markets, Salomon Smith
Barney and Merrill Lynch. Before entering the financial industry,
he founded and ran two different startup companies. Mr. Marguglio
began his career as a financial analyst after receiving a degree in
finance and management from the Hankamer School of Business at
Baylor University.
About Adamis Pharmaceuticals
Adamis Pharmaceuticals Corporation --
http://www.adamispharmaceuticals.com-- is a specialty
biopharmaceutical company primarily focused on developing and
commercializing products in various therapeutic areas, including
allergy, opioid overdose, respiratory and inflammatory disease.
Adamis reported a net loss applicable to common stock of $45.83
million for the year ended Dec. 31, 2021, compared to a net loss
applicable to common stock of $49.39 million for the year ended
Dec. 31, 2020.
San Diego, California-based BDO USA, LLP, the Company's auditor
since 2020, issued a "going concern" qualification in its report
dated March 31, 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.
ADHERA THERAPEUTICS: Incurs $74K Net Loss in First Quarter
----------------------------------------------------------
Adhera Therapeutics, Inc. filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q disclosing a net loss
of $74,000 for the three months ended March 31, 2022, compared to a
net loss of $428,000 for the three months ended March 31, 2021.
As of March 31, 2022, the Company had $170,000 in total assets,
$25.67 million in total liabilities, and a total stockholders'
deficit of $25.50 million.
The Company has incurred recurring losses and negative cash flows
from operations since inception and has funded its operating losses
through the sale of common stock, preferred stock, warrants to
purchase common stock, convertible notes and secured promissory
notes. The Company incurred a loss for the three months ended
March 31, 2022 and used cash in operating activities of
approximately $216,000. The Company had an accumulated deficit of
approximately $53.5 million as of March 31, 2022.
Adhera said "In addition, to the extent that the Company continues
its business operations, the Company anticipates that it will
continue to have negative cash flows from operations, at least into
the near future. However, the Company cannot be certain that it
will be able to obtain such funds required for its our operations
at terms acceptable to the Company or at all. General market
conditions, as well as market conditions for companies in the
Company's financial and business position, as well as the ongoing
issues arising from the COVID-19 pandemic, the Ukraine war and
inflation and the Federal Reserve interest rate increases in
response, may make it difficult for the Company to seek financing
from the capital markets, and the terms of any financing may
adversely affect the holdings or the rights of its stockholders.
If the Company is unable to obtain additional financing in the
future, there may be a negative impact on the financial viability
of the Company. The Company plans to increase working capital by
managing its cash flows and expenses, divesting development assets
and raising additional capital through private or public equity or
debt financing. There can be no assurance that such financing or
partnerships will be available on terms which are favorable to the
Company or at all. While management of the Company believes that
it has a plan to fund ongoing operations, there is no assurance
that its plan will be successfully implemented. Failure to raise
additional capital through one or more financings, divesting
development assets or reducing discretionary spending could have a
material adverse effect on the Company's ability to achieve its
intended business objectives. These factors raise substantial
doubt about the Company's ability to continue as a going concern
for a period of twelve months from the issuance date of this
Report."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/737207/000149315222013775/form10-q.htm
About Adhera
Headquartered in Durham, NC, Adhera Therapeutics, Inc. (formerly
known as Marina Biotech, Inc.) -- http://www.adherathera.com-- is
a clinical stage biopharmaceutical company engaged in the
development of novel cancer products and a proprietary vaccine
technology.
Adhera reported a net loss of $6.35 million for the year ended Dec.
31, 2021, compared to a net loss of $3.77 million for the year
ended Dec. 31, 2020. As of Dec. 31, 2021, the Company had $196,000
in total assets, $25.30 million in total liabilities, and a total
stockholders' deficit of $25.11 million.
Boca Raton, Florida-based Salberg & Company, P.A., the Company's
auditor since 2021, issued a "going concern" qualification in its
report dated April 15, 2022, citing that the Company has a net loss
and cash used in operations of approximately $6.4 million and
$665,000 respectively, in 2021 and a working capital deficit,
shareholders' deficit and accumulated deficit of $25.1 million,
$25.1 million and $53 million respectively, at Dec. 31, 2021.
These matters raise substantial doubt about the Company's ability
to continue as a going concern.
AGUILA INC: June 23 Plan Confirmation Hearing Set
-------------------------------------------------
The Official Committee of Unsecured Creditors of debtor Aguila,
Inc. filed with the U.S. Bankruptcy Court for the Southern District
of New York a motion for entry of an order approving the Disclosure
Statement.
On May 19, 2022, Judge Martin Glenn granted the motion and ordered
that:
* The Disclosure Statement is approved.
* June 16, 2022 at 4:00 p.m. is fixed as the last day to
submit each Ballot to be counted as a vote to accept or reject the
Plan.
* June 23, 2022 at 10:00 a.m. in the United States Bankruptcy
Court for the Southern District of New York, One Bowling Green, New
York, New York 10004 is the hearing on confirmation of the Plan.
* June 16, 2022 is fixed as the last day to submit any
objections to the confirmation of the Plan.
* June 20, 2022 is the deadline for filing and service of
replies or an omnibus reply to any objections to confirmation of
the Plan.
A copy of the order dated May 19, 2022, is available at
https://bit.ly/3NAs214 from PacerMonitor.com at no charge.
Counsel to the Official Committee of Unsecured Creditors:
Thomas Slome, Esq.
Amanda Tersigni, Esq.
Cullen and Dykman, LLP
100 Quentin Roosevelt Boulevard
Garden City, NY 11530
Tel: (516) 357-3700
Email: tslome@cullenllp.com
atersigni@cullenllp.com
Michelle McMahon, Esq.
44 Wall Street
New York, New York 10005
(212) 510-2296
Email: mmcmahon@cullenllp.com
About Aguila Inc.
Aguila Inc., a nonprofit homeless services organization in New
York, filed a petition for Chapter 11 protection (Bankr. S.D.N.Y.
Case No. 21- 11776) on Oct. 15, 2021, listing as much as $10
million in both assets and liabilities. Judge Martin Glenn
oversees the case.
The Debtor tapped Robert Leslie Rattet, Esq., at Davidoff Hutcher &
Citron, LLP as legal counsel.
The U.S. Trustee for Region 2 appointed an official committee of
unsecured creditors in the Debtor's Chapter 11 case on Dec. 14,
2021. The committee is represented by Cullen and Dykman, LLP.
ALLSPRING INTERMEDIATE II: Moody's Affirms Ba2 CFR, Outlook Stable
------------------------------------------------------------------
Moody's Investors Service affirmed Allspring Intermediate II LLC's
corporate family rating at Ba2 and its probability of default
rating at Ba2-PD. Moody's also affirmed Allspring Buyer LLC's Ba2
rating on the company's senior secured credit facility consisting
of a $170 million first lien revolver due 2026 and a $1,100 million
original amount first lien term loan due 2028. At the same time,
Moody's assigned a Ba2 rating to Allspring Buyer LLC's proposed
incremental $250 million first lien term loan due 2028 to fund a
dividend to its financial sponsors. Allspring Buyer LLC, the
designated borrower, is a subsidiary of Allspring Intermediate II
(Parent Guarantor). Henceforth, both entities are referred to as
Allspring. The outlook is stable.
RATINGS RATIONALE
"The levering up of the company's balance sheet to fund a
relatively modest dividend weakens Allspring's credit profile and
will constrain the company's financial flexibility in the near
term, particularly in light of the current elevated market
volatility," said Dean Ungar, Moody's Vice President-Senior Credit
Officer.
Pro forma for the dividend recapitalization, Allspring's
debt-to-EBITDA (including Moody's standard adjustments) will
increase to 4.6x from 3.8x as of December 31, 2021, which is high
for the current rating. Following this transaction, Allspring has
limited capacity within its current rating to absorb further
increases in leverage. Despite the leverage increase, the Ba2
rating and stable outlook continue to be supported by Moody's
expectation that Allspring, as a newly independent asset manager,
will generate higher organic AUM growth through investment in sales
and distribution and increase profitability through realization of
operational efficiencies. Furthermore, the company's money market
and short-term fixed income platforms should provide an offset to
the impact of significant market declines in equities an longer
duration fixed income. In particular, the elimination of money
market fee waivers amid higher short-term rates will buffer
market-related EBITDA pressure from these asset classes.
Allspring's Ba2 corporate family rating reflects the company's
revenue scale, diversified asset class and product mix, solid
presence in key distribution channels and strong historical
investment performance. The rating is constrained by high leverage,
weak profit margins and negative organic AUM growth. Furthermore,
given Allspring's private equity ownership, the likelihood of
future re-leveraging transactions to finance dividends also
constrains the rating.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Upward ratings pressure would result if the following occurs: 1)
Debt/EBITDA with Moody's adjustments is sustained below 3.5x; 2)
the pre-tax income margin is sustained above 20%; and 3) improved
net AUM flows.
Downward ratings pressure would result if the following occurs: 1)
Debt/EBITDA with Moody's adjustments is sustained above 4.5x; 2)
pre-tax income margins are sustained below 10%; 3) increasing net
outflows; and 4) increased leverage from additional dividend
recapitalization transactions.
Rating actions:
Issuer: Allspring Intermediate II LLC
Corporate Family Rating affirmed at Ba2
Probability of default rating affirmed at Ba2-PD
Issuer: Allspring Buyer LLC
$250 million Senior Secured First Lien Term Loan assigned at Ba2
$1,100 million Senior Secured First Lien Term Loan affirmed at Ba2
$170 million Senior Secured First Lien Revolving Credit Facility,
affirmed at Ba2
The outlook for Allspring Intermediate II, LLC and Allspring Buyer,
LLC is stable
Allspring Global Investments is the operating subsidiary of
Allspring Intermediate II LLC is headquartered in Charlotte, NC. It
has 23 offices world-wide and had $541 billion in assets under
management as of March 31, 2022.
The principal methodology used in these ratings was Asset Managers
Methodology published in November 2019.
ALSOL CORPORATION: Case Summary & 15 Unsecured Creditors
--------------------------------------------------------
Debtor: Alsol Corporation
237 South Street
Morristown, NJ 07960
Business Description: Alsol Corporation is primarily engaged in
renting and leasing real estate properties.
Chapter 11 Petition Date: May 25, 2022
Court: United States Bankruptcy Court
District of New Jersey
Case No.: 22-14234
Debtor's Counsel: Morris S. Bauer, Esq.
DUANE MORRIS, LLP,
A Delaware Limited Liability Partnership
One Riverfront Plaza
1037 Raymond Blvd., Suite 1800
Newark, NJ 07102
Tel: 973-424-2000
Email: msbauer@duanemorris.com
Estimated Assets: $10 million to $50 million
Estimated Liabilities: $10 million to $50 million
The petition was signed by Lawrence S. Berger as president.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/D5UL65A/Alsol_Corporation__njbke-22-14234__0001.0.pdf?mcid=tGE4TAMA
List of Debtor's 15 Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
1. All American Landscape $392
135 North Lehigh Avenue
Cranford, NJ 07016
2. Art Levy Associates $7,213
18 Dexter Drive
South
Basking Ridge, NJ 07920
3. Avalanche Snow $7,213
13 Carriage Way
Millstone Township, NJ 08510
4. Avon Roof Services $259
c/o Jerry Kotler
44 Standish Avenue
West Orange, NJ 07052
5. BJR Development $234,545
13 Applegate Street
Red Bank, NJ 07701
6. Boraie Development, LLC $44,851
c/o Gibbons, P.C.
Attn: Thomas R. Valen, Esq.
One Gateway Center
Newark, NJ 07102
7. Bussel Realty $3,333
2 Ethel Road,
Suite 202A
Edison, NJ 08817
8. Petillo Enterprises $117,549
47 Dell Avenue
Kenvil, NJ 07847
9. Pinilis-Halpern, LLC $1,721
160 Morris Street
Morristown, NJ 07960
10. Rabinowitz Lubetkin & Tully $198,000
Attn: Jay L. Lubetkin, Esq.
293 Eisenhower Parkway
Suite 100
Livingston, NJ 07039
11. Rasmussen Construction $17,197
P.O. Box 4174
Middletown, NJ 07748
12. Ritter & Plante $9,700
Associates, LLC
4220 Main Street
Philadelphia, PA 19127
13. Snow Removal Specialists $1,342
c/o Berger & Bornstein
237 South Street
Morristown, NJ 07960
14. The Pavese Group, P.A. $953
60 Washington Street
Clar, NJ 07066
15. Verizon $42
P.O. Box 4833
Trenton, NJ
08650
AR TEXTILES: June 30 Plan Confirmation Hearing Set
--------------------------------------------------
On May 18, 2022, debtor AR Textiles, Ltd., filed with the U.S.
Bankruptcy Court for the Eastern District of North Carolina a
Second Amended Disclosure Statement describing Chapter 11 Plan.
On May 19, 2022, Judge David M. Warren conditionally approved the
Disclosure Statement and ordered that:
* June 23, 2022, is fixed as the last day for filing and
serving written objections to the disclosure statement.
* June 30, 2022, at 11:00 a.m. in 300 Fayetteville Street, 3rd
Floor Courtroom, Raleigh, NC 27601 is the hearing on confirmation
of the plan.
* June 23, 2022, is fixed as the last day for filing written
acceptances or rejections of the plan.
* June 23, 2022, is fixed as the last day for filing and
serving written objections to confirmation of the plan.
A copy of the order dated May 19, 2022, is available at
https://bit.ly/3a804vh from PacerMonitor.com at no charge.
Counsel for debtor AR Textiles, Ltd.:
JOSEPH Z. FROST
BLAKE Y. BOYETTE
BUCKMILLER, BOYETTE & FROST, PLLC
4700 Six Forks Road, Suite 150
Raleigh, North Carolina 27609
Tel: 919.296.5040
Fax: 919.977.7101
E-mail: jfrost@bbflawfirm.com
bboyette@bbflawfirm.com
About AR Textiles
Robersonville, N.C.-based AR Textiles Ltd. filed a Chapter 11
petition (Bankr. E.D.N.C. Case No. 21-01441) on June 28, 2021. In
the petition signed by Pasqual Alles, vice president, the Debtor
disclosed $5,744,986 in assets and $22,227,509 in liabilities.
Judge David M. Warren oversees the case. Joseph Z. Frost, Esq., at
Buckmiller, Boyette & Frost, PLLC is the Debtor's legal counsel.
ARBORETUM CROSSING: Taps Rochelle McCullough as Legal Counsel
-------------------------------------------------------------
Laurie Dahl Rea, the Chapter 11 trustee for Arboretum Crossing,
LLC, seeks approval from the U.S. Bankruptcy Court for the Western
District of Texas to employ Rochelle McCullough, LLP as legal
counsel.
The firm's services include:
a. advising the trustee with respect to her powers and duties in
the Debtor's Chapter 11 case;
b. assisting the trustee in her investigation of the acts,
conduct, assets, liabilities and financial condition of the Debtor,
the operation of the Debtor's business and other matters relevant
to the case; and
c. performing such other legal services as may be required and
are in the interest of the bankruptcy estate.
The hourly rates charged by the firm's attorneys and paralegals are
as follows:
Michael R. Rochelle $750 per hour
Kevin D. McCullough $550 per hour
Gregory H. Bevel $600 per hour
Edwin Paul Keiffer $600 per hour
Kathryn G. Reid $450 per hour
Andy Jillson $475 per hour
Shannon Thomas $375 per hour
Wesley Gould $325 per hour
Zack Levick $300 per hour
Paralegals $160 per hour
In addition, the firm will seek reimbursement for out-of-pocket
expenses.
Kevin McCullough, Esq., a partner at Rochelle McCullough, disclosed
in a court filing that his firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Kevin D. McCullough, Esq.
Shannon S. Thomas, Esq.
Rochelle McCullough, LLP
325 N. St. Paul Street, Suite 4500
Dallas, TX 75201
Tel: (214) 953-0182
Fax: (214) 953-0185
Email: kdm@romclaw.com
sthomas@romclaw.com
About Arboretum Crossing
Arboretum Crossing, LLC is an Austin, Texas-based company engaged
in renting and leasing real estate properties.
Arboretum Crossing filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. W.D. Texas Case No.
21-10546) on July 6, 2021, listing up to $50 million in both assets
and liabilities. Natin Paul, authorized agent, signed the
petition.
Judge Tony M. Davis oversees the case.
The Debtor tapped Mark H. Ralston, Esq., at Fishman Jackson
Ronquillo, PLLC as its legal counsel.
Laurie Dahl Rea, the Chapter 11 trustee appointed in the Debtor's
bankruptcy case, is represented by Rochelle McCullough, LLP.
ARCHBISHOP OF AGANA: Unsecured Claims Unimpaired in Plan
--------------------------------------------------------
The Archbishop of Agana and the Official Committee of Unsecured
Creditors submitted a Joint Disclosure Statement.
The Plan is based on seven methods of funding. The first method of
funding is through the transfer of certain of the Debtor's real
property to a Trust, and the subsequent sale of that real property
to generate cash. The Plan Proponents estimate that the properties
identified to be sold have an estimated value of $18,358,034, but
the actual value is determined by the real property market in Guam
when the Trustee of the Trust chooses to sell the individual
parcels. Based on the variability of real property prices, the Plan
Proponents estimate the value of the real property could reasonably
vary anywhere between $16,500,000.00 and $23,000,000.00 based on
expected market. The Plan Proponents base their valuations on a
combination of values provided by (i) broker price opinions
provided by the Debtor, specifically a real estate broker on the
Debtor's finance council, Mr. Chris Felix, and (ii) valuation
estimates provided by the Committee's real estate appraiser
Cornerstone Valuation Guam, Inc.
Secondly, the Debtor will contribute $6,609,998.29 in cash
currently held in its bank accounts to fund the Trust.
Third, the Plan will be funded by the Debtor's insurance companies.
The Plan Proponents have reached a settlement one of the Debtor's
insurers, AIG for $18,000,000.00, which settlement will fund the
Trust. In addition, the Debtor will transfer its rights to
insurance to a trust established for Tort Claimants and the Trust
will litigate to obtain judgments against the non-settling
insurance companies or, alternatively, the Debtor's remaining
insurance companies will settle with the Trust for up to $15
million related to the Debtor's direct insurance policies and $55
million related to policies issued to the Boy Scouts of America,
but in which the Debtor hold a separate, independent right from the
Boy Scouts of America as an insured.
Fourth, the Debtor will contribute $200,000.00, funding as detailed
below, to the Unknown Tort Claim reserve, which funds will be used
to pay claims by Tort Claimants who qualify as Unknown Tort
Claimants, with the Debtor renewing the Unknown Tort Claim Reserve
until a maximum of $____ is paid to all Unknown Tort Claimants.
Fifth, Debtor will market and sell FHP/TakeCare Real Property and
Chancery Real Property. The proceeds of the sale will be used as
follows (i) to fund the treatment of the Class 7 Claim, (ii) up to
$250,000.00 to fund Administrative Claims, (iii) up to $500,000.00
to renovate and outfit the Cathedral for use as the Reorganized
Debtor's headquarters and Chancery office and moving expenses, (iv)
$200,000.00 to fund the Unknown Tort Claim Reserve, and (v) after
the payment of the amounts in (i)-(iv) the remaining proceeds will
be distributed to the trust. The UCC shall have the right to
approve the Debtor's real estate agent and the terms and conditions
of the sale of the two properties.
Sixth, the Debtor will provide 50 single-vault ground plot easement
rights shall be provided at the Pigo Catholic Cemetery, upon
request by the Trust. The plots will be set aside from the current
ground inventory. The fifty easement rights currently have a cash
value of $332,500. The fifty easement rights are non-transferable.
A contract will need to be entered into by the Tort Claimant in the
Cemeteries, and the easement amount would be waived on the
contract. Such contracts are exclusive of the opening/closing fees
and standard marker, which under these contracts are collected at
the time of need.
Seventh, the Debtor will provide, for a period of 10 years, three
vouchers per Archdiocesan elementary school will be issued annually
that will encompass grades K through 8th. Such vouchers are
non-transferable and will be awarded only to a student related to a
survivor. For a period of 10 years, two vouchers per Archdiocesan
high school will be issued annually that will encompass 9th through
12th grade. Such vouchers are non-transferable and will be awarded
only to a student related to a survivor.
Thus, between the various forms of funding for the Plan, it is
expected the Tort Claimants will receive the grand total sum of
between $37,019,033.00 and $107,000,000.00, which will be payable
to the trust set up through the Plan and Disclosure Statement
process. These funds will be allocated pursuant to the Trust
Distribution Protocols attached as an exhibit to the Trust
Agreement. In addition, a fund in an amount to be determined will
be established by the Reorganized Debtor to pay Unknown Tort
Claimants pursuant to the Plan, the Trust Distribution Protocols,
and the Trust.
Under the Plan, holders of Class 5 General Unsecured Claims will
receive, directly from the Reorganized Debtor, payment in full of
such allowed Class 5 Claim, without interest, on the Effective
Date. Class 5 is unimpaired.
Attorneys for the Official Committee of Unsecured Creditors for the
Archbishop of Agana:
Robert T. Kugler, Esq.
Edwin H. Caldie, Esq.
Andrew J. Glasnovich, Esq.
STINSON, LLP
50 South Sixth Street, Suite 2600
Minneapolis, MN 55402
Telephone: 612-335-1500
Facsimile: 612-335-1657
E-mail: robert.kugler@stinson.com
ed.caldie@stinson.com
drew.glasnovich@stinson.com
Attorneys for the Debtor:
Ford Elsaesser, Esq.
Bruce A. Anderson, Esq.
ELSAESSER ANDERSON, CHTD.
320 East Neider Avenue, Suite 102
Coeur d'Alene, ID 83815
Tel: (208) 667-2900
Fax: (208) 667-2150
E-mail: ford@eaidaho.com
brucea@eaidaho.com
John C. Terlaje, Esq.
LAW OFFICE OF JOHN C. TERLAJE
Terlaje Professional Bldg., Suite 216, 194 Hernan Cortez Ave.
Hagatna, Guam 96910
Tel: (671) 477-8894/5
E-mail: john@terlaje.net
A copy of the Disclosure Statement dated May 20, 2022, is available
at https://bit.ly/3LDYy1h from PacerMonitor.com.
About Archbishop of Agana
Roman Catholic Archdiocese of Agana -- https://www.aganaarch.org/
-- is an ecclesiastical territory or diocese of the Catholic Church
in the United States. It comprises the United States dependency of
Guam. The Diocese of Agana was established on Oct. 14, 1965, as a
suffragan of the Archdiocese of San Francisco, California. It is a
tax-exempt entity (as described in 26 U.S.C. Section 501).
The Archbishop of Agana, also known as the Roman Catholic
Archdiocese of Agana, sought Chapter 11 protection (D. Guam Case
No. 19-00010) on Jan. 16, 2019. Rev. Archbishop Michael Jude
Byrnes, S.T.D., Archbishop of Agana, signed the petition. The
Archdiocese scheduled $22,962,686 in assets and $45,662,941 in
liabilities as of the bankruptcy filing.
The Hon. Frances M. Tydingco-Gatewood is the case judge.
The archdiocese tapped Elsaesser Anderson, Chtd. as bankruptcy
counsel, Deloitte & Touche, LLP as human resource consultant, and
Pacific Human Resource Services, Inc. as accountant. Blank Rome
LLP, LegalWorks Apostolate PLLC, Davis & Davis P.C., and Camacho
Calvo Law Group serve as the archdiocese's special counsels.
The Office of the U.S. Trustee appointed an official committee of
unsecured creditors on March 6, 2019. Stinson Leonard Street LLP,
The Law Offices of William Gavras, and Hiller Law, LLC serve as the
committee's bankruptcy counsel, local counsel, and special counsel,
respectively.
ATKORE INC: S&P Upgrades ICR to 'BB' on Record Earnings
-------------------------------------------------------
S&P Global Ratings upgraded Atkore Inc. to 'BB' from 'BB-'. At the
same time, S&P raised its rating on Atkore's secured debt to 'BBB-'
from 'BB+'; the recovery rating remains '1'. S&P also revised the
unsecured debt rating to 'BB' from 'BB-'; the recovery rating
remains '4'.
The stable outlook reflects S&P's expectation that Atkore will
maintain its financial policies such that its leverage remains less
than 3x over the next 12 months, even if market conditions and
prices return to more normal levels.
S&P continues to expect Atkore to maintain the adjusted debt/EBITDA
below or near 1x for at least the next year on account of strong
and stable demand in key end markets along with demonstrated
pricing power.
S&P said, "Atkore's debt leverage will likely remain below 1x in
2022 and potentially stay that low in 2023. This incorporates our
projection for about $1 billion-$1.25 billion of adjusted EBITDA in
2022 and about $650 million-$850 million of adjusted EBITDA in
2023. This compares to leverage of about 0.9x in fiscal 2021
(September year-end) based on record EBITDA of about $900 million.
Atkore has demonstrated the ability to generate a solid margin over
its commodity input costs, resulting in several years of improving
EBITDA and a double-digit-percent return on capital. Our
expectations incorporate our assumption for hot-rolled coil (HRC)
prices trending down toward $1,250 per ton for the remainder of
2022, taking into account limited supply in North America. We
assume more normalized metal prices and pricing premiums in 2023.
Counterbalancing its good profitability, Atkore's revenue and cash
flows are sensitive to steel and copper price cycles, especially to
sharp and quick changes in these metal prices. As such, we would
expect Atkore to maintain leverage around 2x-3x under more
normalized market conditions.
"We believe that strong anticipated cash flow generation would
provide the company a good buffer for heightened shareholder
returns and acquisitions in the medium term.
"Atkore generated free cash flow of about $500 million for fiscal
2021 and we expect the company to generate at least this amount in
2022, which we expect will support potentially large share
buybacks. The company repurchased $261 million in the first fiscal
half of 2022 and has doubled their authorization, which expires in
November 2023, to $800 million from $400 million. We also assume
the company will execute on moderately sized acquisitions, although
this is unpredictable. Atkore completed two acquisitions, for a
combined spend of about $39 million, through the first half of
fiscal 2022. Although it is not our base case scenario, we believe
that Atkore could potentially undertake more aggressive spending,
which could temporarily result in elevated leverage. Lastly, we
believe the company will invest approximately $90-120 million per
year in capital expenditures as they invest in projects in areas
such as digital tools and capabilities."
The demand in Atkore's key end markets has improved with tight
supplies driving the rise in metal prices.
Atkore benefits from being one of the top two players in the niche
electrical raceway and cable markets. Atkore is expanding its
business and EBITDA, both organically and via acquisitions, through
productivity initiatives and market-share growth. Currently, Atkore
is experiencing robust demand for PVC electrical conduit and metal
electrical conduits in a supply-constrained market, which has
supported higher premiums resulting in a material increase in
margins over the last 12-15 months. Through the 12 months ended
December 2021, the company's EBITDA margin improved to about 32%
compared with about 21% for the same period the year before. S&P
expects these premiums will moderate in forecast years as supply
catches up to demand.
Despite the recent positive industry momentum, Atkore still has
considerable exposure to the cyclical construction market, and
margin susceptibility to its premiums over volatile metal prices
remain key rating constraints.
Atkore generates a little more than two-thirds of its revenues
directly from the highly cyclical construction industry (majority
nonresidential), which could sharply cut demand during a prolonged
downturn.
S&P said, "The stable outlook on Atkore reflects our expectation
that the company will maintain its financial policies such that its
leverage remains less than 3x over the next 12 months, even if
market conditions and prices return to more normalized levels. This
includes a balanced approach to its key discretionary items, such
as capital expenditures, acquisitions, and shareholder rewards, all
of which we believe the company would scale back in the event of a
downturn."
S&P could lower the rating on Atkore over the next 12 months if:
-- S&P believes leverage could be sustained above 4x, potentially
as the result of weakened margins over volatile input costs; or
-- The company more aggressively pursues debt-financed
acquisitions or share repurchases.
S&P could raise the rating over the next 12 months if Atkore
sustains leverage below 2x taking into account the cyclicality of
its earnings. Equally important would be S&P's belief that the
company would prioritize cash flow by moderating shareholder
returns and discretionary capital spending in a downturn.
S&P believes the company could maintain this leverage if:
-- Its pricing over volatile input costs holds through various
market conditions with supportive financial policy; and
-- Adjusted EBITDA margins remain above 20%, even in more
normalized market conditions.
ESG credit indicators: E-2, S-2, G-2
ESG factors are an overall neutral consideration in our credit
rating analysis of Atkore. Atkore manufactures and distributes
electrical raceway products primarily for the nonresidential
construction and renovation markets, and safety and infrastructure
solutions for the construction and industrial markets. As such, we
assess the environmental risk for Atkore as lower than its steel,
copper, and resin-producing suppliers. The company continues to
improve its safety rates and achieves rates below the industry
average, which is marked by more than a 40% reduction in Atkore's
recordable incident rate since 2015.
BADGER FINANCE: Moody's Affirms 'B3' CFR, Outlook Remains Negative
------------------------------------------------------------------
Moody's Investors Service affirmed the ratings of Badger Finance,
LLC, including the B3 Corporate Family Rating, the B3-PD
Probability of Default Rating, and the B3 rating on the company's
senior secured term loan. The capital structure also includes an
ABL revolving credit facility that is not rated by Moody's. The
outlook remains negative.
The rating affirmation reflects the improved liquidity from the
recent ABL amendment on May 19, 2022, which increased the size of
the ABL from $30 million to $55 million, and also extended the
maturity from September 28, 2022 to September 28, 2027 (with a
springing maturity of June 28, 2024 if the term loan is not
addressed by that date). The affirmation also reflects Moody's
expectation that debt/EBITDA will decrease from 7.6x (on a
Moody's-adjusted basis) as of December 26, 2021, to approximately
6.1x by the end of 2022, assuming Badger is able to successfully
pass-through pricing with limited supply chain disruption and
volume elasticity. Moody's is maintaining the negative outlook,
reflecting the execution risk related to reducing leverage given a
highly challenging operating environment including inflationary
cost pressures, increased working capital investments, and supply
chain headwinds.
The following ratings/assessments are affected by the action:
Ratings Affirmed:
Issuer: Badger Finance, LLC
Corporate Family Rating, Affirmed B3
Probability of Default Rating, Affirmed B3-PD
Senior Secured Bank Credit Facility, Affirmed B3 (LGD4)
Outlook Actions:
Issuer: Badger Finance, LLC
Outlook, Remains Negative
RATINGS RATIONALE
Badger's B3 Corporate Family Rating reflects the company's high
financial leverage, relatively small scale, and high product and
manufacturing concentration. The rating also reflects weak free
cash flow due to inflationary cost pressures, supply chain
challenges, and tax-related distributions to the parent company.
These credit challenges are balanced against the company's fully
integrated manufacturing process-- from green coffee procurement
and roasting to high-speed coffee pod production and packaging --
that enables its low-cost producer strategy. Badger also benefits
from favorable growth prospects in its U.S. single-serve and
ready-to-drink coffee businesses.
Badger's adequate liquidity reflects Moody's expectation of free
cash flow (net of distributions to the parent company) to improve
in 2022 to approximately $5 million, from negative $3 million in
2021. Mandatory annual debt amortization of 1% on the first lien
term loan is approximately $3 million per year and marginally
manageable within the internal cash sources because the company
also holds a minimal $1 million cash balance.
Liquidity is supported by an ABL revolving credit facility. The ABL
was recently amended on May 19, 2022, which increased the size of
the ABL from $30 million to $55 million, and also extended the
maturity from September 28, 2022 to September 28, 2027 (with a
springing maturity of June 28, 2024 if the term loan is not
addressed by that date). As of December 26, 2021, Badger had about
$12 million drawn under the ABL revolver and cash on the balance
sheet was roughly $1 million. The ABL facility contains a springing
fixed charge coverage covenant that is tested only if availability
falls below 10%. Moody's does not expect this covenant test to be
triggered over the next 12 months, but if it does, Moody's expects
the company would be in compliance with modest cushion. There are
no financial maintenance covenants under the term loan.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The negative outlook reflects the execution risk related to
reducing leverage given a highly challenging operating environment
including inflationary cost pressures, increased working capital
investments, and supply chain headwinds.
A rating upgrade could occur if Badger sustains sales and earnings
growth, increases scale and diversification, and liquidity
improves, including consistently stronger free cash flow. Badger
would also need to sustain debt/EBITDA below 5.0x.
A rating downgrade could occur if cost pressures or supply chain
challenges continue to reduce earnings, customer volumes or the
EBITDA margin declines, liquidity deteriorates, refinancing risk
increases, or debt/EBITDA remains elevated.
The principal methodology used in these ratings was Consumer
Packaged Goods Methodology published in February 2020.
Based in Little Chute, Wisconsin, Badger Finance, LLC is an
intermediate holding company of Trilliant Food and Nutrition, LLC.,
Horseshoe Beverage Company, LLC, and affiliated companies. The
company is a U.S. manufacturer of private label and value branded
beverage products, mainly single serve coffee pods. The company's
branded coffee products are primarily sold under its Victor Allen
brand. Badger also recently expanded into ready-to-drink (RTD)
coffee beverages through its Horseshoe Beverages subsidiary. Sales
for the twelve months ended December 26, 2021 were approximately
$239 million. Badger is sponsored by private equity firm Blackstone
Group, which acquired the company in 2017 and holds a majority
equity interest in the company.
BANTEC INC: Incurs $723K Net Loss in Second Quarter
---------------------------------------------------
Bantec, Inc. filed with the Securities and Exchange Commission its
Quarterly Report on Form 10-Q disclosing a net loss of $722,704 on
$369,908 of sales for the three months ended March 31, 2022,
compared to a net loss of $209,986 on $664,896 of sales for the
three months ended March 31, 2021.
For the six months ended March 31, 2022, the Company reported a net
loss of $1.58 million on $772,025 of sales compared to a net loss
of $189,440 on $1.41 million of sales for the same period during
the prior year.
As of March 31, 2022, the Company had $909,832 in total assets,
$16.29 million in total liabilities, and a total stockholders'
deficit of $15.38 million.
Bantec said "We are currently issuing shares under the S-1 offering
but expect to raise additional proceeds with debt securities,
and/or more loans, however if sufficient funding is not available,
we would be required to cease business operations. As a result,
investors would lose all of their investment. Under the terms of
our credit agreement with TCA, all potential new investments must
first be reviewed and approved by TCA, which may constrain our
options for new fundraising. However, we have been in contact with
the receiver for the TCA management companies and funds and do not
expect any such objections over investment opportunities. We are
currently in discussion to undertake a second S1 offering.
"We anticipate our short-term liquidity needs to be approximately
$5,000,000 which will be used to satisfy certain of our existing
current liabilities and we expect gross profits of approximately
$1,000,000. To meet these needs, we intend to complete our equity
financing and refinance or restructure certain existing
liabilities. Once this is completed, and we implement our sales and
marketing plan to sell UAV products, we anticipate minimal
long-term liquidity needs which we expect to meet through equity
financing or short-term borrowings.
"Additionally, we will have to meet all the financial disclosure
and reporting requirements associated with being a publicly
reporting company. Our management will have to spend additional
time on policies and procedures to make sure it is compliant with
various regulatory requirements, especially that of Section 404 of
the Sarbanes-Oxley Act of 2002. This additional corporate
governance time required of management could limit the amount of
time management has to implement the business plan and may impede
the speed of 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/1704795/000121390022026928/f10q0322_bantecinc.htm
About Bantec
Bantec, Inc., a product and service company, through its
subsidiaries and divisions, sells drones and related products
manufactured by third parties to various parties, including
facility managers, engineers, maintenance managers, purchasing
managers and contract officers who work for hospitals,
universities, manufacturers, commercial businesses, local and state
governments and the US Government. The Company also offers
technical services related to drone utilization.
Bantec reported a net loss of $1.88 million for the year ended
Sept. 30, 2021, compared to a net loss of $4.33 million for the
year ended Sept. 30, 2020. As of Sept. 30, 2021, the Company had
$1.46 million in total assets, $16.25 million in total liabilities,
and a total stockholders' deficit of $14.80 million.
Boca Raton, Florida-based Salberg & Company, P.A., the Company's
auditor since 2017, issued a "going concern" qualification in its
report dated Jan. 7, 2022, citing that the Company has a net loss
and cash used in operations of $1,882,071 and $1,576,648
respectively, in fiscal 2021, and has a working capital deficit,
stockholders' deficit and accumulated deficit of $14,709,592,
$14,796,078 and $32,956,840 at Sept. 30, 2021. These matters raise
substantial doubt about the Company's ability to continue as a
going concern.
BETZ HEATING: June 21 Plan Confirmation Hearing Set
---------------------------------------------------
On May 17, 2022, debtor Betz Heating & Air, LLC filed with the U.S.
Bankruptcy Court for the Eastern District of Texas a Plan of
Reorganization. On May 19, 2022, Judge Brenda T. Rhoades ordered
that:
* June 17, 2022 is fixed as the last day for submitting
written acceptances or rejections of the Debtor's proposed Chapter
11 plan.
* June 15, 2022, is fixed as the last day for filing and
serving written objections to confirmation of the Debtor's proposed
Chapter 11 plan.
* June 7, 2022, is fixed as the last day for a creditor to
make an election under 11 U.S.C §1111(b).
* June 21, 2022, at 9:30am at US Bankruptcy Court, 660 North
Central Expwy, Suite 300B, Plano Texas, 75074 is the hearing to
consider the confirmation of the Debtor's proposed Chapter 11
Plan.
A copy of the order dated May 19, 2022, is available at
https://bit.ly/3Ny2BgR from PacerMonitor.com at no charge.
Counsel for the Debtor:
Howard Marc Spector, Esq.
Spector & Cox, PLLC
12770 Coit Road, Suite 850
Dallas, TX 75251
Phone: (214) 365-5377
Fax: (214) 237-3380
Email: hspector@spectorcox.com
About Betz Heating & Air
Betz Heating & Air, LLC, sought protection for relief under Chapter
11 of the Bankruptcy Code (Bankr. E.D. Tex. Case No. 22-40198) on
Feb. 16, 2022, listing up to $100,000 in assets and up to $1
million in liabilities. Judge Brenda T. Rhoades oversees the case.
Howard Marc Spector, Esq., at Spector & Cox, PLLC, is the Debtor's
legal counsel.
BOY SCOUTS: Sidley Austin Had No Conflict in Bankruptcy Work
------------------------------------------------------------
Gina Heeb of Bloomberg Law reports that the Third Circuit ruled
that Sidley Austin LLP had no conflict of interest in representing
the Boy Scouts of America in its bankruptcy case despite the law
firm's connection to one of BSA's insurers.
Century Indemnity Co., a Chubb subsidiary, sought to have Sidley
Austin disqualified from BSA's bankruptcy case, arguing that the
law firm had previously provided legal counsel to Century in
certain reinsurance disputes.
"Because Sidley's representation of BSA did not prejudice Century,
but disqualifying it would have been a significant detriment to
BSA, it was well within the Court's discretion to determine that
the drastic remedy of disqualification was unnecessary," the US
Court of Appeals for the Third Circuit wrote, affirming a district
court's earlier decision.
The district court had upheld a similar conclusion by the US
Bankruptcy Court for the District of Delaware, triggering Century's
appeal to the Third Circuit.
The bankruptcy court "looked carefully at the specific facts before
it and reasonably approved BSA's retention of Sidley," the Third
Circuit said. "This is nowhere close to an abuse of discretion."
The Boy Scouts, which filed for Chapter 11 bankruptcy in February
2020 following former scouts' claims of sexual abuse, has
negotiated with Chubb and other insurers for victim payouts.
Sidley is no longer actively involved in the bankruptcy case
because the attorneys who represented the Boy Scouts moved to a new
firm in September 2020.
"Because Sidley is no longer actively involved in the case, Century
argues that disqualification would no longer prejudice BSA," the
Third Circuit said.
But the bankruptcy court's decision was reviewed "based on the
record before it at the time of its decision," the appeals court
said.
Sidley had stopped its work with Century in the weeks before the
Boy Scouts filed for bankruptcy in February 2020.
The law firm separated itself from the BSA's insurance coverage
issues and didn't receive any relevant confidential or privileged
information, according to the appeals court's opinion. Sidley's
work for Century did not affect its ability to work for the Boy
Scouts, the court said.
The Boy Scouts retained Sidley in September 2018 to explore
restructuring options. It had already hired Haynes and Boone LLP to
advise on insurance coverage issues.
In re: Boy Scouts of America, a/k/a BSA; Delaware BSA, LLC, 3d
Cir., 21-2035, decision 5/24/22
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.
BRAZOS ELECTRIC: Bankruptcy Judge Jones to Extend ERCOT Mediation
-----------------------------------------------------------------
Jeremy Hill of Bloomberg News reports that U.S. Bankruptcy Judge
David R. Jones will extend settlement talks between Brazos Electric
Power Cooperative and Texas' grid operator to June 13, 2022, he
said in a hearing Tuesday, May 24, 2022.
Brazos and the grid operator, the Electric Reliability Council of
Texas, are continuing to work toward a settlement of $1.9 billion
of unpaid power bills.
The mediator, Judge Marvin Isgur, is expected to present a proposal
on Friday to all parties involved in the talks, a lawyer for Brazos
said in the hearing.
Brazos has already previewed two of the "mediation proposals,"
attorney Lou Strubeck said on behalf the power company.
About Brazos Electric Power Cooperative
Brazos Electric Power Cooperative Inc. is a 3,994-megawatt
transmission and generation cooperative which members' service
territory covers 68 counties from the Texas Panhandle to Houston.
It was organized in 1941 and the first cooperative formed in the
Lone Star state with the primary intent of generating and supplying
electrical power. At present, Brazos Electric is the largest
generation and transmission cooperative in the state and is the
wholesale power supplier for its 16 member-owner distribution
cooperatives and one municipal system.
Brazos Electric filed a voluntary petition for relief under Chapter
11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Case No. 21-30725)
on March 1, 2021. At the time of the filing, the Debtor disclosed
assets of between $1 billion and $10 billion and liabilities of the
same range.
Judge David R. Jones oversees the case.
The Debtor tapped Norton Rose Fulbright US, LLP as bankruptcy
counsel, Foley & Lardner LLP and Eversheds Sutherland US LLP as
special counsel, Collet & Associates LLC as investment banker, and
Berkeley Research Group, LLC as financial advisor. Ted B. Lyon &
Associates, The Gallagher Law Firm, West & Associates LLP, Butch
Boyd Law Firm and Boyd Smith Law Firm, PLLC serve as special
litigation counsel. Stretto is the claims and noticing agent.
The U.S. Trustee for Region 7 appointed an official committee of
unsecured creditors in the Debtor's case on March 15, 2021. The
committee is represented by the law firms of Porter Hedges, LLP and
Kramer, Levin, Naftalis & Frankel, LLP. FTI Consulting, Inc. and
Lazard Freres & Co. LLC serve as the committee's financial advisor
and investment banker, respectively.
BRAZOS ELECTRIC: Wants to Set $1.9-Bil. Chapter 11 Claim Trial Date
-------------------------------------------------------------------
Vince Sullivan of Law360 reports that bankrupt power provider
Brazos Electric Power Cooperative Inc. told a Texas judge Tuesday,
May 24, 2022, that it wants to set a date for a trial over the $1.9
billion claim asserted by the Electric Reliability Council of Texas
to resume even as mediation among the various parties is ongoing,
saying it needs to move its case forward.
During a virtual hearing, debtor attorney Louis Strubeck Jr. of
O'Melveny & Myers LLP said the trial, which was suspended in March
to shift to mediation, needs to be scheduled for resumption so it
can quickly be picked back up if mediation does not work out.
About Brazos Electric Power Cooperative
Brazos Electric Power Cooperative Inc. is a 3,994-megawatt
transmission and generation cooperative which members' service
territory covers 68 counties from the Texas Panhandle to Houston.
It was organized in 1941 and the first cooperative formed in the
Lone Star state with the primary intent of generating and supplying
electrical power. At present, Brazos Electric is the largest
generation and transmission cooperative in the state and is the
wholesale power supplier for its 16 member-owner distribution
cooperatives and one municipal system.
Brazos Electric filed a voluntary petition for relief under Chapter
11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Case No. 21-30725)
on March 1, 2021. At the time of the filing, the Debtor disclosed
assets of between $1 billion and $10 billion and liabilities of the
same range.
Judge David R. Jones oversees the case.
The Debtor tapped Norton Rose Fulbright US, LLP as bankruptcy
counsel, Foley & Lardner LLP and Eversheds Sutherland US LLP as
special counsel, Collet & Associates LLC as investment banker, and
Berkeley Research Group, LLC as financial advisor. Ted B. Lyon &
Associates, The Gallagher Law Firm, West & Associates LLP, Butch
Boyd Law Firm and Boyd Smith Law Firm, PLLC serve as special
litigation counsel. Stretto is the claims and noticing agent.
The U.S. Trustee for Region 7 appointed an official committee of
unsecured creditors in the Debtor's case on March 15, 2021. The
committee is represented by the law firms of Porter Hedges, LLP and
Kramer, Levin, Naftalis & Frankel, LLP. FTI Consulting, Inc. and
Lazard Freres & Co. LLC serve as the committee's financial advisor
and investment banker, respectively.
CAMBER ENERGY: Incurs $169.7 Million Net Loss in 2021
-----------------------------------------------------
Camber Energy, Inc. filed with the Securities and Exchange
Commission its Annual Report on Form 10-K disclosing a net loss
attributable to the company of $169.68 million on $401,222 of oil
and gas sales for the year ended Dec. 31, 2021, compared to a net
loss attributable to the company of $52.01 million on $150,814 of
oil and gas sales for the nine months ended Dec. 31, 2020.
As of Dec. 31, 2021, the Company had $46.40 million in total
assets, $118.22 million in total liabilities, and a total
stockholders' deficit of $71.81 million.
Dallas, Texas-based Turner, Stone & Company, L.L.P., the Company's
auditor since 2021, issued a "going concern" qualification in its
report dated May 19, 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.
A full-text copy of the Form 10-K is available for free at:
https://www.sec.gov/Archives/edgar/data/0001309082/000147793222003695/cei_10k.htm
About Camber Energy
Based in Houston, Texas, Camber Energy -- http://www.camber.energy
-- is primarily engaged in the acquisition, development and sale of
crude oil, natural gas and natural gas liquids from various known
productive geological formations, including from the Hunton
formation in Lincoln, Logan, Payne and Okfuskee Counties, in
central Oklahoma; the Cline shale and upper Wolfberry shale in
Glasscock County, Texas; and Hutchinson County, Texas, in
connection with its Panhandle acquisition which closed in March
2018.
CAMBER ENERGY: Incurs $68.2 Million Net Loss in First Quarter
-------------------------------------------------------------
Camber Energy, Inc. filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q disclosing a net loss
attributable to the company of $68.16 million on $136,407 of oil
and gas sales for the three months ended March 31, 2022, compared
to a net loss attributable to the company of $44.78 million on
$65,653 of oil and gas sales for the three months ended March 31,
2021.
As of March 31, 2022, the Company had $48.32 million in total
assets, $116.51 million in total liabilities, and a total
stockholders' deficit of $68.19 million.
As of March 31, 2022, the Company has a working capital deficiency
of approximately $80.4 million. The largest component of current
liabilities creating this working capital deficiency is a
derivative liability of $81 million.
Camber said "Management believes it will be able to continue to
leverage the expertise and relationships of its operational and
technical teams to enhance existing assets and identify new
development and acquisition opportunities in order to improve the
Company's financial position. The Company may have the ability, if
it can raise additional capital, to acquire new assets in a
separate division from existing subsidiaries.
"Nonetheless, recent oil and gas price volatility as a result of
geopolitical conditions and the global COVID-19 pandemic have
already had and may continue to have a negative impact on the
Company's financial position and results of operations. Negative
impacts could include but are not limited to: The Company's ability
to sell our oil and gas production, reduction in the selling price
of the Company's oil and gas, failure of a counterparty to make
required hedge payments, possible disruption of production as a
result of worker illness or mandated production shutdowns, the
Company's ability to maintain compliance with loan covenants and/or
refinance existing indebtedness, and access to new capital and
financing.
"These conditions raise substantial doubt regarding the Company's
ability to continue as a going concern. The Company's ability to
continue as a going concern is dependent upon its ability to
utilize the resources in place to generate future profitable
operations, to develop additional acquisition opportunities, and to
obtain the necessary financing to meet its obligations and repay
its liabilities arising from business operations when they come
due. Management believes the Company will be able to continue to
develop new opportunities and will be able to obtain additional
funds through debt and / or equity financings to facilitate its
development strategy; however, there is no assurance of additional
funding being available. These consolidated financial statements
do not include any adjustments to the recorded assets or
liabilities that might be necessary should the Company have to
curtail operations or be unable to continue in existence."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/Archives/edgar/data/0001309082/000147793222003719/cei_10q.htm
About Camber Energy
Based in Houston, Texas, Camber Energy -- http://www.camber.energy
-- is primarily engaged in the acquisition, development and sale of
crude oil, natural gas and natural gas liquids from various known
productive geological formations, including from the Hunton
formation in Lincoln, Logan, Payne and Okfuskee Counties, in
central Oklahoma; the Cline shale and upper Wolfberry shale in
Glasscock County, Texas; and Hutchinson County, Texas, in
connection with its Panhandle acquisition which closed in March
2018.
Camber Energy reported a net loss attributable to the company of
$169.67 million for the year ended Dec. 31, 2021, compared to a net
loss attributable to the company of $52.01 million for the nine
months ended Dec. 31, 2020. As of Dec. 31, 2021, the Company had
$46.40 million in total assets, $118.22 million in total
liabilities, and a total stockholders' deficit of $71.81 million.
Dallas, Texas-based Turner, Stone & Company, L.L.P., the Company's
auditor since 2021, issued a "going concern" qualification in its
report dated May 19, 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.
CE ELECTRICAL: Unsecureds Will be Paid 5% Dividend Under Plan
-------------------------------------------------------------
Ce Electrical Contractors, LLC, submitted a Seventh Amended Plan of
Reorganization.
This is a plan of reorganization. The Debtor intends to reorganize
its business and to pay dividends to its creditors. The Debtor
will not sell assets to finance the reorganization.
Under the Plan, holders of Class 9 Allowed Unsecured Claims will be
paid a 5% dividend of the allowed amounts of their Claims over 68
months beginning in month 5 of the Plan. In year 1, beginning in
month 5, the monthly payment will be $2,400, the monthly payment
amount in year 2 will be $4,000, the monthly payment amount in year
3 will be $5,999, the monthly payment amount in year 4 will be
$5,999, the monthly payment amount in year 5 will be $10,479, and
the monthly payment amount in year 6 will be $17,198 with $640.00
added to the final payment in month 72. Total payments to this
class will be $543,942. The dividend of 5% is estimated and the
actual dividend may be higher or lower depending on the allowance
of Class 9 claims. If the Court approves the proposed temporary
injunction and Paul Calafiore obtains the sole membership interest
in the Debtor, then at month 36 he will contribute an additional
$50,000 from his own funds and not from the Debtor in new value
monies to the Debtor with the $50,000 to be distributed by the
Debtor to members of Class 9 in month 36. Class 9 is impaired.
A copy of the Plan dated May 20, 2022, is available at
https://bit.ly/3a5xZVo from PacerMonitor.com.
About CE Electrical Contractors
CE Electrical Contractors LLC filed a voluntary petition for relief
under Chapter 11 of the Bankruptcy Code (Bankr. D. Conn. Case No.
21-20211) on March 5, 2021. Paul Calafiore, the managing member,
signed the petition. In the petition, the Debtor disclosed total
assets of $1,625,485 and total liabilities of $8,648,831.
Judge James J. Tancredi oversees the case.
The Debtor tapped The Fox Law Corporation, Inc., as lead bankruptcy
counsel, and Boatman Law LLC as local bankruptcy counsel.
CHERRY MAN: Committee Taps Kelley Drye & Warren as Legal Counsel
----------------------------------------------------------------
The official committee of unsecured creditors of Cherry Man
Industries, Inc. seeks approval from the U.S. Bankruptcy Court for
the Central District of California to employ Kelley Drye & Warren,
LLP as its legal counsel.
The firm's services include:
a. advising the committee regarding its rights, duties and
powers in the Debtor's Chapter 11 case;
b. assisting the committee in its consultations with the Debtor
in connection with the administration of the case;
c. assisting the committee in its investigation of the acts,
conduct, assets, liabilities, and financial condition of the
Debtor;
d. advising the committee on matters generally arising in this
case, including the Debtor's motion to use cash collateral;
e. assisting the committee to evaluate any sale or other
disposition of the Debtor's assets;
f. assisting the committee in the negotiation, formulation,
preparation and confirmation of a plan of reorganization and the
preparation and approval of a disclosure statement;
g. appearing before the bankruptcy court, and any other federal
or state court;
h. preparing legal papers; and
i. performing other necessary legal services.
The hourly rates charged by the firm's attorneys and
paraprofessionals are as follows:
Partners $690 to $1,370 per hour
Special Counsel $455 to $885 per hour
Associates $475 to $785 per hour
Paraprofessionals $135 to $415 per hour
In addition, the firm will seek reimbursement for out-of-pocket
expenses.
Jason Adams, Esq., a partner at Kelley Drye & Warren, disclosed in
a court filing that his firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Jason R. Adams, Esq.
Kelley Drye & Warren LLP
175 Greenwich Street
New York, NY 10007
Tel: (212) 808-7800
Fax: (212) 808-7897
Email: jadams@kelleydrye.com
About Cherry Man Industries
Cherry Man Industries, Inc. 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, Calif.,
with five distribution centers across the U.S.
Cherry Man Industries sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. C.D. Calif. 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.
Judge Neil W. Bason oversees the case.
The Law Offices of Michael Jay Berger serves as the Debtor's legal
counsel.
The U.S. Trustee for Region 15 appointed an official committee of
unsecured creditors on March 31, 2022. Kelley Drye & Warren, LLP
and Province, LLC serve as the committee's legal counsel and
financial advisor, respectively.
CHERRY MAN: Committee Taps Province LLC as Financial Advisor
------------------------------------------------------------
The official committee of unsecured creditors of Cherry Man
Industries, Inc. seeks approval from the U.S. Bankruptcy Court for
the Central District of California to employ Province, LLC as its
financial advisor.
The firm's services include:
a. analyzing the Debtor's budget, assets and liabilities, and
overall financial condition;
b. reviewing financial and operational information furnished by
the Debtor;
c. executing or assisting in monitoring any sale or capital
raise process, reviewing bidding procedures, stalking horse bids,
asset purchase agreements, interfacing with the Debtor's
professionals, and advising the committee regarding the process;
d. scrutinizing the economic terms of various agreements,
including, but not limited to, the Debtor's KEIP and KERP and
various professional retentions;
e. analyzing the Debtor's proposed business plans and developing
alternative scenarios, if necessary;
f. assessing the Debtor's various pleadings and proposed
treatment of unsecured creditor claims therefrom;
g. preparing, or reviewing as applicable, avoidance action and
claim analyses;
h. assisting the committee in reviewing the Debtor's financial
reports, including, but not limited to, statements of financial
affairs, schedules of assets and liabilities, budgets, and monthly
operating reports;
i. advising the committee on the current state of the Debtor's
Chapter 11 case;
j. advising the committee in negotiations with the Debtor and
third parties as necessary;
k. if necessary, participating as a witness in hearings before
the court with respect to matters upon which Province has provided
advice; and
l. other activities approved by the committee and the
committee's counsel, and agreed to by Province.
The hourly rates charged by the firm for its services are as
follows:
Edward Kim, Principal $800
Walter Oh, Managing Director $770
Paul Navid, Senior Director $690
Zach Messenger, Director $590
Paul Baik, Senior Associate $510
Paraprofessionals $185 to $225
In addition, the firm will seek reimbursement for out-of-pocket
expenses.
Edward Kim, a principal at Province, disclosed in a court filing
that his firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Edward Kim
Province, LLC
2360 Corporate Circle, Suite 340
Henderson, NV 89074
Tel: (646) 509-3490
Email: ekim@provincefirm.com
About Cherry Man Industries
Cherry Man Industries, Inc. 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, Calif.,
with five distribution centers across the U.S.
Cherry Man Industries sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. C.D. Calif. 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.
Judge Neil W. Bason oversees the case.
The Law Offices of Michael Jay Berger serves as the Debtor's legal
counsel.
The U.S. Trustee for Region 15 appointed an official committee of
unsecured creditors on March 31, 2022. Kelley Drye & Warren, LLP
and Province, LLC serve as the committee's legal counsel and
financial advisor, respectively.
COADVANTAGE INC: S&P Alters Outlook to Positive, Affirms 'B-' ICR
-----------------------------------------------------------------
S&P Global Ratings revised its outlook to positive from stable and
affirmed all its ratings, including the 'B-' issuer credit rating,
'B' issue-level rating on the first-lien credit facility, and 'CCC'
rating on the second-lien credit facility on Tampa, Fla.-based
professional employer organization (PEO) AQ Carver Buyer Inc.'s
(dba CoAdvantage Inc.).
The positive outlook reflects the potential S&P will raise the
rating if CoAdvantage continues to grow organically with steady
adjusted EBITDA margin expansion, and it believes the company will
maintain leverage below 7x.
The positive outlook reflects CoAdvantage's rapid deleveraging amid
tight labor market conditions. S&P said, "The company's leverage
improved to 6x in 2021 from over 12x in 2020, and we expect it will
improve to the low-5x area in 2022. A declining unemployment rate,
rising wages, and strong new business formations have driven
above-trend growth for gross payroll processed by CoAdvantage
(15.9% in 2021). Additionally, we expect the high fixed-cost
operating leverage of CoAdvantage's processing capacity will
support S&P Global Ratings-adjusted EBITDA margin expansion to the
mid-30% area in 2022 and 2023, from the low-30% area in 2021."
Although industry trends are favorable, macroeconomic risks are
rising. More job openings and high inflation support strong hiring
and wage trends. However, we expect macroeconomic growth will slow
over the next 12 months, significantly decelerating organic revenue
growth to the mid-single-digit percent area. CoAdvantage's
operating performance was relatively stable throughout the COVID-19
pandemic given government stimulus measures supporting its
customers and the company's concentrated exposure to Southeastern
U.S. end-markets less affected by lockdowns. However, the impact of
an extended economic downturn on CoAdvantage's markets remains
uncertain and depends largely on government support for its
customers. CoAdvantage's revenues and EBITDA could decline sharply
in a broad-based, prolonged economic recession.
Financial sponsor ownership presents the risk of a future
leveraging event. While CoAdvantage reduced leverage to 6x at the
end of 2021, S&P believes private equity financial sponsors tend to
maintain elevated leverage to maximize investment returns. S&P
Global Ratings-adjusted leverage was well above 7x as of Aquiline
Capital Partners' leveraged buyout in September 2019. CoAdvantage's
recent deleveraging through rapid EBITDA expansion may provide the
financial flexibility to releverage to fund large dividends or
acquisitions, in S&P's view.
Still, CoAdvantage has not made any large, debt-financed dividends
or acquisitions since the buyout. Instead, it made one relatively
small acquisition funded with a draw on its revolver to modestly
diversify geographically and drive scale benefits and operating
leverage. S&P said, "Based on the highly fragmented nature of the
PEO industry and the inherent scale and diversification benefits
offered to the acquirer, we expect CoAdvantage will continue to
supplement organic growth with acquisitions. PEO industry EBITDA
purchase multiples are high, reflecting its good growth prospects,
low penetration rates, and positive regulatory trends. We expect
the PEO industry should expand in the high-single-digit percent
area over the longer term as penetration rates rise from under 10%
with the increasing regulatory complexity driven by an ongoing work
from home environment. As a result, we believe CoAdvantage's
acquisitions could be high-priced and likely funded with
incremental debt."
The positive outlook reflects the potential of a higher rating if
CoAdvantage continues to grow organically with steady adjusted
EBITDA margin expansion, and we believe the company will maintain
leverage below 7x.
S&P could raise the ratings if CoAdvantage were to maintain solid
operating performance with adjusted leverage beneath 7x. In this
scenario:
-- Favorable macroeconomic conditions support healthy volume
growth and modest EBITDA margin expansion;
-- The company continues to diversify through profitable expansion
into new geographies and segments; and
-- Its financial policy with respect to leveraging shareholder
returns and acquisitions remains reserved.
S&P could revise the outlook to stable if adjusted leverage rises
and remains above 7x. This could occur with:
-- A worsening macroeconomic environment in CoAdvantage's key
geographies, reducing worksite employee volumes and increasing
client losses;
-- Cost overruns, acquisition integration missteps, or a sharp
increase in insurance claims by volume or severity, resulting in
earnings volatility; or
-- Aggressive financial policy choices including large debt-funded
acquisitions or shareholder distributions.
ESG credit indicators: E2, S3, G3
S&P said, "Social factors have a moderately negative consideration
on our rating analysis of CoAdvantage. This reflects the
mission-critical importance of its human resources and payroll
services to its clients and their employees. In addition, there are
high inherent risks and adverse consequences (reputational damage,
legal/regulatory fines, and operational disruptions) if it fails to
protect sensitive information or its critical infrastructure and
applications. Governance is a moderately negative consideration, as
it is for most rated entities owned by private-equity sponsors. We
believe the company's highly leveraged financial risk profile
points to corporate decision-making that prioritizes the interests
of controlling owners. This also reflects generally finite holding
periods and a focus on maximizing shareholder returns."
COCRYSTAL PHARMA: All Three Proposals Passed at Annual Meeting
--------------------------------------------------------------
Cocrystal Pharma, Inc. held its 2022 Annual Meeting of
Stockholders, at which the stockholders:
(1) elected Mr. Roger Kornberg, Dr. Phillip Frost, Mr. Steven
Rubin, Dr. Anthony Japour, and Mr. Richard C. Pfenniger, Jr. as
directors to hold office until the next annual meeting of
stockholders;
(2) voted to ratify the appointment of Weinberg & Company as the
company's independent registered public accounting firm for the
fiscal year ending Dec. 31, 2022; and
(3) voted to approve an amendment to the Certificate of
Incorporation of the company to effect a reverse stock split of all
outstanding shares of its common stock at a ratio to be determined
by the Board of Directors within a range of one-for-four through
one-for-12.
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 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.
COCRYSTAL PHARMA: Gets Extension From Nasdaq Until Nov. 14
----------------------------------------------------------
Cocrystal Pharma, Inc. received a letter from the Nasdaq Stock
Market LLC on May 17, 2022 notifying the Company that it is
eligible for a second 180 calendar day period, or until Nov. 14,
2022, to regain compliance with the Nasdaq Listing Rule 5550(a)(2).
As of the date of the letter, the Company remained noncompliant
with the Rule by failing to maintain a minimum bid price for its
common stock of at least $1.00 per share for 30 consecutive
business days. Prior to the recent letter, the Company had received
the original notice of noncompliance with the Rule from Nasdaq
wherein the Company had been given until May 16, 2022 to regain
compliance.
The Company expects to effect a reverse stock split if needed to
regain compliance with the Rule prior to the expiration of the
Second Grace Period.
The letter has no immediate impact on the listing of the Company's
common stock, which will continue to be listed and traded on The
Nasdaq Capital Market, subject to the Company's compliance with the
other continued listing requirements of The Nasdaq Capital Market.
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 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 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.
CONTINENTAL COUNTRY: Court Approves Disclosure Statement
--------------------------------------------------------
Judge Eddward P. Ballinger Jr. has entered an order that the
Disclosure Statement of Continental Country Club, Inc., an Arizona
Non-profit corporation is approved subject to certain required
supplements.
The Court will consider whether to confirm the Plan at a telephonic
hearing on August 4, 2022, at 10:00 a.m. The Confirmation Hearing
will be held before the Honorable Eddward P. Ballinger, Jr., United
States Bankruptcy Court. Due to the COVID-19 pandemic, parties
attending the hearing are required to do so telephonically.
For interested parties other than the Lakefront Group, any
objections must be filed by July 22, 2022 at 5:00 PM MST.
For the Lakefront Group, any objection to confirmation of the Plan
must be filed by later of July 22, 2022 at 5:00 PM MST or the date
that is 10 days after the Design Disclosure Date.
For all creditors other than the Lakefront Group, the Ballot
Deadline shall be July 22, 2022 at 5:00 PM MST.
For the Lakefront Group, the Ballot Deadline shall be the later of
July 22, 2022 at 5:00 PM MST or the date that is 10 days after the
Design Disclosure Date.
Notwithstanding the approval of the Disclosure Statement for
distribution and Plan solicitation to creditors as provided herein,
prior to the Confirmation Hearing Debtor and its contractors shall
prepare and file with the Court and serve to the Lakefront Group a
final proposed design plan for the Lake Redesign Project that is
proposed as the Lakefront Group's Class 6 Option B treatment under
the Plan. The design plan shall include the location, surface area,
and depth of any water features, as well as any updated cost
estimates, to be included in the Lake Redesign Project. The date
upon which the final design is filed and served to the Lakefront
Group shall be the "Design Disclosure Date".
About Continental Country Club
Continental Country Club is a non-profit Arizona corporation with
its principal place of business in Flagstaff, Arizona. It was
formed in 1972 in order to operate as the homeowners association
for a master planned community developed in Flagstaff by the late
Charles Keating and his affiliated development companies.
Continental Country Club filed a Chapter 11 bankruptcy petition
(Bankr. D. Ariz. Case No. 21-00956) on Feb. 9, 2021. At the time
of the filing, the Debtor listed as much as $10 million in both
assets and liabilities.
Judge Edward P. Ballinger Jr. oversees the case.
The Debtor tapped Engelman Berger, P.C. as its bankruptcy counsel,
and Krupnik & Speas, PLLC and Warner Angle Hallam Jackson &
Formanek PLC as its special counsel.
CROWNROCK LP: Moody's Ups CFR to Ba3 & Sr. Unsecured Notes to B1
----------------------------------------------------------------
Moody's Investors Service upgraded CrownRock, L.P.'s Corporate
Family Rating to Ba3 from B1, Probability of Default rating to
Ba3-PD from B1-PD and ratings of senior unsecured notes to B1 from
B2. The outlook remains stable.
"CrownRock's upgrade reflects the continued expected increase in
production from its core Midland basin acreage," stated Arvinder
Saluja, Moody's Vice President. "We also expect strong credit
metrics and positive free cash flow in 2022-23, which favorably
affect credit risk profile of the company."
Upgrades:
Issuer: CrownRock, L.P.
Corporate Family Rating, Upgraded to Ba3 from B1
Probability of Default Rating, Upgraded to Ba3-PD from B1-PD
Senior Unsecured Regular Bond/Debenture, Upgraded to B1 (LGD4)
from B2 (LGD4)
Outlook Actions:
Issuer: CrownRock, L.P.
Outlook, Remains Stable
RATINGS RATIONALE
CrownRock's Ba3 CFR reflects the continued increase in its
production scale which comfortably exceeded 100 mboe/day in 2021,
large percentage of oil production, Moody's expectation of strong
credit metrics and meaningful levels of free cash flow generation,
and management's track record of growing reserves and production in
the Permian Basin. The company has been able to grow production and
reserves on its productive Midland basin acreage while maintaining
its favorable cost structure and capital efficiency. CrownRock's
good track record of operating and financial performance through a
volatile commodity price environment also supports its credit
profile. CrownRock's CFR also considers its private equity
ownership and the potential for discretionary owner distributions
for the next two years. Moody's expects that the company will
continue to exercise a balanced approach in managing interests of
its lenders and private owners and considers its prudent financial
policies as one of the factors supporting the upgrade of the
ratings. CrownRock has a high concentration in a single basin,
accounting for nearly all its proved reserves and its substantial
PV-10 value.
CrownRock has good liquidity. CrownRock had $135 million of cash
(pro forma for the April 5 distributions to its parent holding
company) and no drawings under its $700 million credit facility, as
of March 31, 2022. The credit facility has an elected borrowing
base of $925 million and matures in February 2024. The revolver
contains two financial covenants: debt / EBITDAX (net of up to $100
million unrestricted cash) of no more than 3.5x and a current ratio
of not less than 1.0x. CrownRock was in compliance with these
covenants as of March 31, 2022, and Moody's expect it to be
compliant through 2022. Substantially all of CrownRock's assets are
pledged as security under the credit facility which limits the
extent to which asset sales could provide a source of additional
liquidity if needed. The company's next notes maturity is in 2025
when its $1.185 billion 5.625% senior notes are due.
The senior notes rated B1 are unsecured and therefore subordinated
to the senior secured credit facility's potential priority claim to
the company's assets. The size of the potential senior secured
claims relative to the unsecured notes outstanding results in the
senior notes being notched below the Ba3 CFR.
The stable outlook reflects Moody's expectation that CrownRock will
maintain strong leverage and cash flow metrics.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The ratings could be upgraded if there is consistent meaningful
positive free cash flow generation and demonstration of successful
balancing of capital returns to shareholders. An upgrade
consideration would also require continued meaningful production
growth and retained cash flow to debt above 40%. The rating could
be downgraded if retained cash flow to debt falls below 30%, debt
to average daily production exceeds $18,000, or CrownRock's
financial policy becomes aggressive.
The principal methodology used in these ratings was Independent
Exploration and Production published in August 2021.
CrownRock, L.P. (CrownRock) is an independent exploration and
production (E&P) company whose core area is in the Permian Basin of
West Texas.
CSI COMPRESSCO: Incurs $6.6 Million Net Loss in First Quarter
-------------------------------------------------------------
CSI Compressco L.P. filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q disclosing a net loss
of $6.57 million on $80.01 million of total revenues for the three
months ended March 31, 2022, compared to a net loss of $12.90
million on $69.77 million of total revenues for the three months
ended March 31, 2021.
As of March 31, 2022, the Company had $739.66 million in total
assets, $88.12 million in total current liabilities, $658.30
million in total other liabilities, and a total partners' capital
of ($6.76) million.
The Company said "Our primary cash requirements are for
distributions, working capital requirements, debt service, normal
operating expenses, and capital expenditures. Our potential
sources of funds are our existing cash balances, cash generated
from our operations, asset sales, and long-term and short-term
borrowings, which we believe will be sufficient to meet our working
capital and growth capital requirements during 2022. We have
secured orders from key customers for high-horsepower and electric
compressors which will drive our investment in growth capital and
consume liquidity in 2022."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1449488/000144948822000018/tti-20220331.htm
About Compressco
CSI Compressco L.P. is a provider of compression services and
equipment for natural gas and oil production, gathering, artificial
lift, transmission, processing, and storage. CSI Compressco's
compression and related services business includes a fleet of
approximately 4,900 compressor packages providing approximately 1.2
million in aggregate horsepower, utilizing a full spectrum of low-,
medium- and high-horsepower engines. CSI Compressco also provides
well monitoring and automated sand separation services in
conjunction with compression and related services in Mexico. CSI
Compressco's aftermarket business provides compressor package
reconfiguration and maintenance services. CSI Compressco's
customers comprise a broad base of natural gas and oil exploration
and production, midstream, transmission, and storage companies
operating throughout many of the onshore producing regions of the
United States, as well as in a number of foreign countries,
including Mexico, Canada and Argentina. CSI Compressco is managed
by Spartan Energy Partners.
CSI Compressco reported a net loss of $73.84 million for the year
ended Dec. 31, 2020, compared to a net loss of $20.97 million for
the year ended Dec. 31, 2019. As of Dec. 31, 2020, the Company had
$709.96 million in total assets, $59.41 million in total current
liabilities, $675.88 million in total other liabilities, and a
total partners' deficit of $25.33 million.
* * *
As reported by the TCR on Feb. 25, 2021, Moody's Investors Service
has completed a periodic review of the ratings of CSI Compressco LP
and other ratings that are associated with the same analytical
unit. Moody's said CSI Compressco's Caa1 corporate family rating
reflects its modest scale relative to its peers and high but
improving debt leverage.
DIOCESE OF ROCHESTER: Reaches $147 Mil. Settlement With Insurers
----------------------------------------------------------------
The Diocese of Rochester moves the Bankruptcy Court for entry of an
order approving negotiated settlements with:
(a) certain London Market Companies ("LMI"),
(b) certain Underwriters at Lloyd's, London,
(c) Interstate Fire & Casualty Company and National Surety
Corporation, and
(d) Continental Insurance Company and its affiliates ("CNA").
The settlement with LMI, et al., will provide aggregate settlement
proceeds of $107,750,000 to be combined with an additional
$40,500,000 contribution from the Diocese and other DOR Entities to
make a total of $147,750,000 in funding available for a trust to
compensate survivors of abuse.
Following extensive negotiations in mediation, the Diocese,
together with its parishes and other non-debtor Catholic entities
that share insurance coverage with the Diocese (collectively with
the Diocese, the "DOR Entities"), have reached agreement, subject
to approval by the Court, to resolve all disputes with the Settling
Insurers regarding the availability and extent to which any
policies of insurance issued by the Settling Insurers (the "Subject
Policies") provide coverage for sexual abuse claims asserted
against the DOR Entities. In exchange for settlement of the DOR
Entities' coverage clams, and to buy back the Subject Policies, the
Settling Insurers have agreed to pay an aggregate of $107,250,000
to a survivor trust (the "Trust") to be established pursuant to the
Diocese's forthcoming chapter 11 plan of reorganization (the
"Plan"). The Plan will further provide for the DOR Entities to
make an additional contribution of $40,500,000 to the Trust,
thereby making a total of $147,750,000 available to satisfy abuse
survivor claims.
Last July, the Court denied, without prejudice, a prior motion of
the Diocese seeking approval of a $35 million settlement pursuant
to which LMI would pay $15 million and Interstate would pay $20
million. At the same hearing the Court also denied multiple
motions filed by abuse claimants seeking stay relief to pursue
litigation in state court. In its oral ruling denying both
requests, the Court admonished all parties to "wipe the slate clean
and participate in the mediation with fresh eyes, fresh attitudes,
and minds open to and intent on reaching a global resolution that
will form the basis for a consensual chapter 11 plan."
The Diocese took the Court's words to heart and redoubled its
efforts to seek common ground with the Committee and the insurers
to establish claim valuations and contributions from both insurance
and the DOR Entities that would be reasonable and fair.
The Diocese participated in many mediation sessions and many more
informal negotiations with all parties to the mediation. The
mediation allowed all the parties to exchange information and to
assess the relative strengths and weaknesses of their respective
positions on coverage, claim value, defenses to claims, and other
relevant factors.
Before making the decision to settle with the Settling Insurers,
the Diocese considered several alternative strategies for
monetizing its insurance assets, including moving forward with
litigation in the above-captioned adversary proceeding (the
"Coverage Action") or assigning its insurance policies to the Trust
for post-confirmation coverage litigation.
Ultimately, the Diocese determined that the interests of survivors
in this case would be best served by achieving certainty with
respect to a very substantial insurance contribution rather than
risking the cost, extensive delay, and uncertain outcome of
litigation in pursuit of the theoretical possibility of a larger
recovery at some point in the distant future.
While the Diocese believes it has strong arguments in support of
coverage, the Settling Insurers are likely to raise numerous
complex legal and factual issues that would need to be resolved
before a court could make a decision on whether the Subject
Policies provide coverage, and the extent of such coverage. Even
though the Diocese believes it is ultimately likely to prevail, a
successful coverage defense asserted by any of the Settling
Insurers could significantly hamper the Diocese's ability to
compensate survivors. Additionally, while protracted litigation
would without question result in increased costs, reducing the
funds available for distribution to survivors, there is no
guarantee that the result of litigation would be more favorable
than the proposed settlement terms.
The Settling Insurers have agreed to provide a total of
$107,250,000 in funding for the Trust as follows:
Insurer Settlement Amount
------- -----------------
LMI $16,650,000
Underwriters $1,100,000
Interstate $26,000,000
CNA $63,500,000
------------
TOTAL $107,750,000
These amounts represent an increase from the prior settlement
offers from LMI and Interstate of 11% and 30% respectively, and
includes an additional $64.6 million in additional recoveries from
CNA and Underwriters. When combined with the $40.5 million to be
contributed by the DOR Entities pursuant to the Plan, a total of
$147,750,000 in funding will be available for the survivor Trust.
When evaluated in relation to the approximately 471 unique abuse
claims that were timely filed in this Chapter 11 Case, that would
allow for an average recovery of more than $300,000 per survivor
claim.
The proposed settlement payments to be received from the Settling
Insurers therefore represent a significant step toward funding the
Trust and making a meaningful distribution to survivors.
About The Diocese of Rochester
The Diocese of Rochester in upstate New York provides support to 86
Roman catholic parishes across 12 counties in upstate New York.
It also operates a middle school, Siena Catholic Academy. The
diocese has 86 full-time employees and six part-time employees and
provides medical and dental benefits to an additional 68 retired
priests and two former priests.
The diocese generated $21.88 million of gross revenue for the
fiscal year ending June 30, 2019, compared with a gross revenue of
$24.25 million in fiscal year 2018.
The Diocese of Rochester filed for Chapter 11 bankruptcy protection
(Bankr. W.D.N.Y. Case No. 19-20905) on Sept. 12, 2019, amid a wave
of lawsuits over alleged sexual abuse of children. In the
petition, the diocese was estimated to have $50 million to $100
million in assets and at least $100 million in liabilities.
Bond, Schoenec & King, PLLC and Bonadio & Co. serve as the
diocese's legal counsel and accountant, respectively. Stretto is
the claims and noticing agent.
The U.S. Trustee for Region 2 appointed an official committee of
unsecured creditors in the diocese's Chapter 11 case. Pachulski
Stang Ziehl & Jones, LLP and Berkeley Research Group, LLC serve as
the committee's legal counsel and financial advisor, respectively.
ECOLIFT CORPORATION: Court Confirms Reorganization Plan
-------------------------------------------------------
Judge Edward A. Godoy has entered an order confirming Ecolift
Corporation's Plan of Reorganization dated January 14, 2022.
On Jan. 14, 2022, debtor Ecolift Corporation filed with the U.S.
Bankruptcy Court for the District of Puerto Rico a Disclosure
Statement referring to Chapter 11 Plan.
On March 15, 2022, Judge Edward A. Godoy approved the Disclosure
Statement and ordered that:
* Acceptances or rejections of the Plan may be filed in
writing by the holders of all claims on/or before 14 days prior to
the date of the hearing on confirmation of the Plan.
* Any objection to confirmation of the plan shall be filed
on/or before 14 days prior to the date of the hearing on
confirmation of the Plan.
* The debtor shall file with the Court a statement setting
forth compliance with each requirement in section 1129, the list of
acceptances and rejections and the computation of the same, within
7 working days before the hearing on confirmation.
* May 11, 2022 at 1:30 PM, via Microsoft Teams is the hearing
for the consideration of confirmation of the Plan and of such
objections as may be made to the confirmation of the Plan.
A full-text copy of the order dated March 15, 2022, is available at
https://bit.ly/3qjBFbo from PacerMonitor.com at no charge.
Attorney for the Debtor:
Carmen D. Conde Torres
C. CONDE & ASSOC.
San Jose Street #254, 5th Floor
San Juan, P.R. 00901-1253
Tel: (787) 729-2900
Fax: (787) 729-2203
E-mail: condecarmen@microjuris.com
About Ecolift Corp.
Ecolift Corp. is a manufacturer of aircraft parts and equipment.
Ecolift Corp. sought Chapter 11 protection (Bankr. D.P.R. Case No.
21-02751) on Sept. 17, 2021. In the petition signed by Ernesto Di
Gregorio as president, Ecolift estimated assets of between $1
million and 10 million and liabilities of between $1 million and
$10 million. Carmen D. Conde Torres, Esq., C. CONDE & ASSOC., is
the Debtor's counsel.
ETHEMA HEALTH: Incurs $165K Net Loss in First Quarter
-----------------------------------------------------
Ethema Health Corporation filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q disclosing a net loss
of $164,985 on $1.02 million of revenues for the three months ended
March 31, 2022, compared to a net loss of $2.37 million on $90,793
of revenues for the three months ended March 31, 2021.
As of March 31, 2022, the Company had $6.56 million in total
assets, $16.02 million in total liabilities, $400,000 in preferred
stock, and a total stockholders' deficit of $9.86 million.
Cash used in operating activities was $69,074 and $77,556 for the
three months ended March 31, 2022 and 2021, respectively, a
decrease of $8,482. The decrease is primarily due to the
following:
* A decrease in net loss of $2,203,171
* Offset by a decrease in the movement of non-cash items of
$(1,981,024), primarily due to the movement in the amortization of
debt discount of $(249,845), the movement in the fair value of
warrants granted of $(976,788), and the movement in derivative
liabilities of $(808,535), offset by an increase in depreciation
and amortization of $99,875, primarily related to the acquisition
of Evernia.
* Working capital movements increased by $213,666, primarily due
to an increase in accounts receivable movement of $115,000 and a
decrease in movements of accounts payable of $72,343 due to the
payment of liabilities.
Cash used in investing activities was $72,858 and $336,220 for the
three months ended March 31, 2022 and 2021, respectively. In the
current period the Company invested in leasehold improvements and
furniture and fittings to increase capacity at its Evernia
facility. In the prior period the Company provided working capital
of $336,220 to Evernia, prior to the Company acquiring it.
Cash provided by financing was $46,847 and $279,181 for the three
months ended March 31, 2022 and 2021, respectively, a decrease of
$232,334.
In the prior year the Company received net proceeds after the
repayment of convertible notes of $305,000, during the current
period the Company repaid $201,733 of convertible notes as it
reduces its debt to third parties.
The Company repaid $78,977 of third party debt during the current
period and received short term proceeds of $100,000 from promissory
notes payable. The Company funded the above repayments from
proceeds advanced by its CEO of $259,228 during the current
period.
"Over the next twelve months we estimate that the company will
require approximately $0.5 million in working capital as it
continues to develop the Evernia facility and it is also exploring
several other treatment center options and sources of patients
throughout the country. The company may have to raise equity or
secure debt. There is no assurance that the Company will be
successful with future financing ventures, and the inability to
secure such financing may have a material adverse effect on the
Company's financial condition. In the opinion of management, the
Company's liquidity risk is assessed as medium," Ethema said.
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/792935/000190359622000301/sfsgrst10q051122.htm
About Ethema Health
Headquartered in West Palm Beach, Florida, Ethema Health
Corporation -- http://www.ethemahealth.com-- operates in the
behavioral healthcare space specifically in the treatment of
substance use disorders. Ethema developed a unique style of
treatment over the last eight years and has had much success with
in-patient treatment for adults.
Ethema reported a net loss of $1.57 million for the year ended Dec.
31, 2021, compared to net income of $3.08 million on $338,996 of
revenues for the year ended Dec. 31, 2020. As of Dec. 31, 2021,
the Company had $6.55 million in total assets, $16.01 million in
total liabilities, $400,000 in preferred stock, and a total
stockholders' deficit of $9.86 million.
Sunrise, Florida-based Daszkal Bolton LLP, the Company's auditor
since 2018, issued a "going concern" qualification in its report
dated April 14, 2022, citing that the Company had accumulated
deficit of approximately $44.7 million and negative working
capital
of approximately $13.2 million at Dec. 31, 2021, which raises
substantial doubt about its ability to continue as a going
concern.
EVEREST REAL ESTATE: Court Confirms Third Amended Plan
------------------------------------------------------
Judge Christopher Lopez has entered an order confirming the Third
Amended Plan of Reorganization of Everest Real Estate Investments
LLP.
The record of the Plan confirmation hearing is closed.
Everest received $158,832 from the Provider Relief Fund Program
("PRF") through Health Resources and Services Administration
("HRSA"), an operating division of the U.S. Department of Health
and Human Services. Subject to HRSA's approval, Everest has, or
will, file reports with HRSA regarding its use of the PRF
disbursements. Based on the reports submitted or omitted by
Everest, HRSA will determine whether any funds are owed by Everest.
Any funds owing in Reporting Period 1 will be treated as an
approved unsecured claim. Any funds owing in Reporting Period 2will
be treated as an approved administrative expense. Any reports,
overpayments, or requests for reconsideration, will be treated in
accordance with the applicable Terms and Conditions executed in
connection with the PRF Program, HRSA's procedures, and Federal
grants law.
Everest Real Estate Investments submitted a Third Amended Plan of
Reorganization.
Under the confirmed Plan, Class 4 Unsecured Claims -- Paid
Post-Petition are unimpaired and consists of the prepetition Claims
the Debtor inadvertently paid postpetition due to a delay in
stopping its banks from honoring checks written prepetition
presented postpetition. The Debtor will evaluate these payments
and take appropriate action, where appropriate, to recover these
payments, if any.
Class 6 Non-Insider Unsecured Claims consist of those holding
Allowed Unsecured Claims. Each Class 6 claim will receive
quarterly pro-rata distributions. The Class 6 Claims will be paid
in quarterly payments over approximately 24 months. Class 6 is
impaired.
Class 8 Insider Unsecured Claims consist of insiders of the Debtor.
Whether they file a proof of claim will not alter the provision of
this plan that no distribution will be made by the Debtor on these
claims. These claims will be treated as not allowed. Class 8 is
impaired.
Reorganized Debtor shall continue in the Debtor's business
operations. The Reorganized Debtor shall pay a total of $1,467,500
on the Class 6 claims in ten quarterly payments. There will be
nine payments of $150,000 and a final tenth payment of $117,427.
To the extent the Reorganized Debtor is not able to make any of
these 10 payments, Dr. Thomas Vo, or an entity related to him, will
ensure that the payment will be made by them. Payments will be
made quarterly, the first being due on the 15th day after the
Effective Date. It appears that the distribution on unsecured
claims will be in the 50% range.
For the 36-month projection period, net income will be $15,488.55.
There is some uncertainty associated with this projection. The
projection can be impacted by whether COVID testing requirements
decrease (as has been the case recently, thus reducing gross
revenue) or increases in the event of a resurgence of COVID or some
other pandemic.
A copy of the Plan dated May 20, 2022, is available at
https://bit.ly/3881rJN from PacerMonitor.com.
About Everest Real Estate Investments
Everest Real Estate Investments, LLP -- http://www.setexaser.com/
-- is a health care services provider established in Humble, Texas,
specializing in general acute care hospital. It offers completely
comprehensive medical care, treating both major and minor
injuries.
Everest Real Estate Investments sought protection under Chapter 11
of the Bankruptcy Code (Bankr. S.D. Tex. Case No. 20-34077) on Aug.
14, 2020, listing as much as $50 million in both assets and
liabilities. Thomas Vo, M.D., majority owner of the Debtor's
managing partner, signed the petition.
Judge Christopher M. Lopez oversees the case.
The Debtor tapped The Gerger Law Firm, PLLC, and Haselden Farrow,
PLLC, as its legal counsel and Doeren Mayhew CPAs and Advisors as
its accountant.
EYP GROUP: Unsecured Creditors Ask Court to Check Chapter 11 Loan
-----------------------------------------------------------------
Rick Archer of Law360 reports that the unsecured creditors of
architectural firm EYP Group on Monday, May 23, 2022, asked a
Delaware bankruptcy judge to examine whether the company needs to
draw on the rest of its $5 million in Chapter 11 financing,
particularly since it is coming from EYP's prospective buyer.
In its motion, the unsecured creditors' committee said EYP should
be required to justify why it should be allowed to draw on the rest
of the debtor-in-possession financing, since most of the funds
appear to be earmarked for professional fees unlikely to come due
before the loan is paid off.
About EYP Group Holdings
EYP Group Holdings, Inc., is an integrated design firm specializing
in higher education, healthcare, government and science and
technology.
EYP Group Holdings and affiliates sought Chapter 11 bankruptcy
protection (Bankr. D. Del. Lead Case No. 22-10367) on April 24,
2022. In the petition filed by Kefalari Mason, as authorized
officer, EYP Group Holdings estimated assets between $50 million to
$100 million and liabilities between $100 million to $500 million.
The case is assigned to Judge Mary F. Walrath.
The Debtor's counsels are Richard A. Chesley, Esq., Oksana Koltko
Rosaluk, Esq. and R. Craig Martin, Esq. and Aaron S. Applebaum,
Esq., at DLA Piper LLP (US). Hollingsworth LLP is the Debtor's
special counsel. Carl Marks Advisory Group LLC is its investment
banker, Berkley Research Group, LLC is the financial advisor, and
Berkley Research Group, LLC is the claims agent.
Ault Alliance, Inc., the DIP Lender, is represented by:
Abigail V. O'Brient, Esq.
Mintz Levin Cohn Ferris Glovsky and Popeo, P.C.
2029 Century Park East, Suite 3100
Los Angeles, CA 90067
- and -
Timothy J. McKeon, Esq.
Mintz Levin Cohn Ferris Glovsky and Popeo, P.C.
One Financial Center
Boston, MA 02111
- and -
Robert J. Dehney, Esq.
Matthew B. Harvey, Esq.
Morris Nichols Arsht & Tunnell LLP
1201 N. Market Street, 16th Floor
Wilmington, DE 19801
FCG ACQUISITIONS: S&P Rates New $150MM First-Lien Term Loan 'B-'
----------------------------------------------------------------
S&P Global Ratings assigned its 'B-' issue-level rating and '3'
recovery rating to FCG Acquisitions Inc.'s proposed $150 million
non-fungible incremental first-lien term loan. The '3' recovery
rating indicates its expectation for meaningful (50%-70%; rounded
estimate: 50%) recovery in the event of a default.
FCG will use the proceeds from the proposed term loan, along with
about $19 million of remaining capacity under its second-lien
delayed draw term loan facility, to fund nine acquisitions
currently under letters of intent. S&P said, "This contemplated
level of acquisitions is within the range we incorporated in our
prior base-case scenario, thus the transaction does not materially
alter our forecast for high S&P Global Ratings-adjusted debt
leverage. Therefore, our 'B-' issuer credit rating and stable
outlook on the company are not affected. Furthermore, we expect FCG
to continue to expand organically supported by its increasing
backlog, broad-based end-market strength, stable maintenance,
repair, and overhaul (MRO) demand (about 70% of sales), and
management's ongoing pricing initiatives. Though the capital goods
industry is facing raw material cost inflation, the company has
been successful at passing on cost increases to its customers in a
manner that preserves its gross margins. In addition, we currently
assess FCG's liquidity as adequate due, in part, to the good
availability under its $80 million revolver."
S&P said, "Nevertheless, we forecast the company's S&P Global
Ratings-adjusted debt to EBITDA will remain high at about 8x-9x in
2022 before improving modestly to the 7x-8x range in 2023, assuming
it moderates its acquisition pace so its EBITDA can catch up to its
quickly rising debt load. While we anticipate FCG will remain
acquisitive, further leveraging incremental debt raises would leave
it with no cushion for weaker ratios, particularly if it enters
into acquisition agreements at a time when economic conditions
start to weaken and its end-market demand declines."
The company has maintained an active acquisition pipeline to
supplement its organic growth through bolt-on acquisitions by
consolidating local players in the highly fragmented industrial
distribution industry. Since its leveraged buyout by KKR on April
1, 2021, FCG has completed 19 acquisitions and expects to close on
an additional nine transactions by the end of July. The company's
recent acquisitions have focused on the industrial automation,
valves, pumps, and life sciences end markets.
ISSUE RATINGS--RECOVERY ANALYSIS
Key analytical factors
-- S&P's simulated default scenario contemplates a default
occurring in 2024 due to sharp revenue and margin declines arising
from the combination of an economic contraction, increasing price
competition, and operational inefficiencies.
-- The gross enterprise value of $573 million is based on an
emergence EBITDA of $115 million. S&P believes that the company's
lenders will aim to maximize its value and pursue a reorganization
rather than a liquidation in a default scenario. Therefore, S&P
values FCG on a going-concern basis and apply a 5x multiple to its
projected emergence EBITDA.
Simulated default assumptions
-- Simulated year of default: 2024
-- EBITDA at emergence: $114.6 million
-- EBITDA multiple: 5.0x
-- Jurisdiction: U.S.
-- Revolver facility assumed 85% drawn at default.
Simplified waterfall
-- Gross enterprise value: $572.8 million
-- Net enterprise value (after 5% administrative costs): $544.1
million
-- Valuation split (obligors/nonobligors): 85%/15%
-- Value available to first-lien debt claims from collateral and
pro-rata share of non-collateral claims: $536.6 million
-- Estimated first-lien debt claims: $977.2 million
--Recovery expectations: 50%-70% (rounded estimate: 50%)
-- Value available to second lien claims: $7.7 million
-- Estimated second-lien debt claims and pari passu first-lien
deficiency claims: $629 million
--Recovery expectations: 0%-10% (rounded estimate: 0%)
FINANCIAL GRAVITY: Incurs $398K Net Loss in Second Quarter
----------------------------------------------------------
Financial Gravity Companies, Inc. filed with the Securities and
Exchange Commission its Quarterly Report on Form 10-Q disclosing
a net loss of $397,996 on $1.58 million of total revenue for the
three months ended March 31, 2022, compared to a net loss of
$103,787 on $1.68 million of total revenue for the three months
ended March 31, 2021.
For the six months ended March 31, 2022, the Company reported a net
loss of $472,736 on $3.17 million of total revenue compared to a
net loss of $298,147 on $3.39 million of total revenue for the same
period during the prior year.
As of March 31, 2022, the Company had $3.94 million in total
assets, $2.16 million in total liabilities, and $1.78 million in
total stockholders' equity.
As of March 31, 2022, the Company had cash and cash equivalents of
$177,887. The net decrease in cash was approximately $128,000,
primarily due to cash used in operations.
The Company said these operating results raise doubt about its
ability to continue as a going concern.
"The Company's plans for expansion include attracting additional
clients through marketing efforts with its current and future
brokerage, investment management and insurance agent
representatives, as well as increasing the Tax Master Network, LLC
(TMN) membership and the investment advisory activity of the
members to increase assets under management and the Company's
revenue. Future growth plans will include efforts to increase
advisory headcount through recruiting of individual advisors and
groups of advisors. There is no guaranty that the Company will
achieve these objectives."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1377167/000168316822003639/fingrav_i10q-033122.htm
About Financial Gravity
Headquartered in Austin Texas, Financial Gravity Companies, Inc. is
a parent company of stock brokerage, investment advisory, asset
management, tax planning for business and personal, and financial
advisor services companies.
Financial Gravity reported a net loss of $7.42 million for the year
ended Sept. 30, 2021, compared to a net loss of $791,675 for the
year ended Sept. 30, 2020. As of Dec. 31, 2021, the Company had
$4.35 million in total assets, $2.19 million in total liabilities,
and $2.16 million in total stockholders' equity.
Fort Worth, Texas-based Weaver and Tidwell, LLP, the Company's
auditor since 2020, issued a "going concern" qualification in its
report dated Dec. 29, 2021, citing that the Company incurred a net
loss and a net use of operating cash in the current year and
currently has a retained deficit that raises substantial doubt
about its ability to continue as a going concern.
GIRARDI & KEESE: Tom Pal's Scandals Beyond Lion Air
---------------------------------------------------
Brandon Lowrey of Law360 reports that to keep a steady stream of
clients and cash coming into his firm, famed trial attorney Thomas
V. Girardi for years paid large sums to his old friend George
Hatcher, a low-profile consultant with a long history in the legal
industry's underworld, a Law360 Pulse investigation has found.
When Girardi's vaunted plaintiffs firm Girardi Keese crumbled in
2020 under the revelation that it stole millions of dollars from
the Indonesian widows and orphans of Lion Air Flight 610 crash
victims, it was Hatcher who had lured those clients to him.
Girardi Keese allegedly cut $50,000 monthly checks to Hatcher for
his service.
About Girardi & Keese
Girardi and Keese or Girardi & Keese was a Los Angeles-based law
firm founded in 1965 by lawyers Thomas Girardi and Robert Keese.
It served clients in California in a variety of legal areas. It
was known for representing plaintiffs against major corporations.
An involuntary Chapter 7 petition (Bankr. C.D. Cal. Case No.
20-21022) was filed in December 2020 against GIRARDI KEESE by
alleged creditors Jill O'Callahan, Robert M. Keese, John Abassian,
Erika Saldana, Virginia Antonio, and Kimberly Archie.
The petitioners' attorneys:
Andrew Goodman
Goodman Law Offices, Apc
Tel: 818-802-5044
E-mail: agoodman@andyglaw.com
Elissa D. Miller, a member of the firm SulmeyerKupetz, has been
appointed as Chapter 7 trustee for GIRARDI KEESE. The Chapter 7
trustee can be reached at:
Elissa D. Miller
333 South Grand Ave., Suite 3400
Los Angeles, California 90071-1406
Telephone: (213) 626-2311
Facsimile: (213) 629-4520
E-mail: emiller@sulmeyerlaw.com
An involuntary Chapter 7 petition was also filed against Thomas
Vincent Girardi (Case No. 20-21020) on Dec. 18, 2020. The Chapter 7
trustee can be reached at:
Jason M. Rund
Email: trustee@srlawyers.com
840 Apollo Street, Suite 351
El Segundo, CA 90245
Telephone: (310) 640-1200
GOGO INC: S&P Hikes Issuer Credit Rating to 'B+', Outlook Stable
----------------------------------------------------------------
S&P Global Ratings raised the issuer credit rating on Gogo Inc. to
'B+' from 'B'. At the same time, S&P raised the issue-level rating
on Gogo's first-lien debt to 'B+' from 'B'. The '3' recovery rating
indicates its expectation for meaningful (50%-70%; rounded
estimate: 55%) recovery in an event of default.
The stable outlook reflects S&P's expectation that, despite higher
operating costs related to its 5G network investments, growth in
private fliers and rising data consumption by business aircraft
will support a low- to mid-teen percent expansion in its top line
and margins in the mid-40% area, enabling it to reduce its gross
leverage to the low-4x area by the end of 2023.
Gogo Inc. has settled the remaining $103 million of its convertible
notes that were scheduled to mature on May 15 in stock, reducing
its S&P Global Ratings-adjusted leverage to the high-4x-area
compared with its upgrade trigger of below 5x.
S&P said, "The upgrade follows the equitization of Gogo's remaining
$103 million of convertible notes at maturity. Gogo completed the
conversion of its notes to stock on May 16, reducing its S&P Global
Ratings-adjusted leverage to the high 4x-area from about 5.3x as of
Mar. 31, 2022. The conversion also lowers Gogo's interest expense,
but we expect the benefit to cash flow will be more than offset by
higher capital spending this year because of Gogo's 5G
investments.
"Gogo reported strong first quarter results, and we expect growth
trends to remain favorable over the immediate term. Gogo's
first-quarter revenue and EBITDA grew 26% year over year. The
company experienced double-digit growth in both service and
equipment revenue, driven by increased private flights and rising
data usage on business aircraft. Gogo's flight counts were up 33%,
compared with the same period the previous year while data usage
across its fleet has more than doubled from pre-COVID-19 levels.
Further, domestic business jet activity remains near record levels,
according to data from the Federal Aviation Administration as of
March, which showed flights up 26% compared with March 2019. We
expect these trends to continue given strong demand for private
travel and in-flight connectivity (IFC).
"Further credit metric improvement in 2022 will be limited by 5G
investments. Although we expect 15%-17% revenue growth in 2022,
EBITDA will be weighed down by higher operating expenses related to
5G, such that we project 3%-5% earnings growth. More specifically,
external development and deployment expenses will increase by about
$7 million while marketing, production, and network costs will
increase by about $6 million. Separately, we project about $50
million of one-time 5G-related capital expenditures (capex) such
that free operating cash flow (FOCF) will be modest at about $35
million-$45 million. We believe Gogo's 5G-related investments will
be largely complete by the end of 2022; however its ongoing patent
infringement litigation with SmartSky continues to loom over the
rollout.
"We believe there is significant opportunity to increase earnings
and cash flow in 2023 and beyond, buy competition will intensify.
Increasing aircraft online, coupled with rising data usage, will
likely result in robust revenue growth for the foreseeable future.
Management raised its 2022 revenue guidance slightly to $390
million-$400 million from $380 million-$390 million and said that
EBITDA would be at the higher end of its guidance of $150
million-$160 million (which includes $5 million of estimated
litigation expense related to the SmartSky lawsuit). The company
continues to expect its revenue to grow at a compound annual rate
of 15% from 2021 to 2026, with EBITDA margins approaching 50% in
2026 (from the low-40% area). This will likely translate into FOCF
increasing to about $125 million in 2023 following the deployment
of the 5G network, increasing to over $200 million by 2025.
"That said, we expect increasing competition over time from newer
entrants. For example, SmartSky (which also operates an
air-to-ground [ATG] network) has made inroads into the private jet
market and could become a more significant threat, notwithstanding
the challenges the company has faced executing its plan. In
addition, new low earth orbit (LEO) providers such as Starlink are
likely to capture some growth in the IFC market; however many LEO
constellations are still being deployed and may be initially
focused on other larger markets, including residential broadband
and larger commercial aircraft. However, we believe the added
competition could cause some pricing pressure in the coming years.
"We expect Gogo's new partnership with OneWeb to expand its network
coverage and revenue opportunities globally over the long-term.
Gogo operates a terrestrial ATG network that targets approximately
24,000 business aircraft based in North America. Once OneWeb's LEO
constellation is fully launched and operational (expected in about
two years), the partnership will allow Gogo to pursue the
approximately 14,000 business aircraft outside of North America in
addition to large North American jets that fly globally. Gogo
expects the added capacity from OneWeb's LEO network (which can
operate in tandem with its ATG network) will enable it to offer
higher speeds and lower latency broadband services to its customers
in North America. Still, Gogo's global broadband product is at
least two years away from being commercialized and will require
significant upfront investment (estimated at around $50 million)
over the next few years.
Management has provided greater clarity on its financial policy,
which should result in S&P Global Ratings-adjusted leverage
sustained below 5x. The company has introduced a maximum net
leverage target of below 4x, which it expects to achieve in the
second quarter of 2022 following the note equitization. This ratio
includes $152 million of cash that is netted from debt. However,
S&P's view Gogo's leverage on a gross basis and also include modest
adjustments for operating leases that result in S&P Global
Ratings-adjusted leverage of about 1x higher. Management has also
indicated that its targeted minimum liquidity will be $125 million,
mostly comprising cash. Once Gogo achieves its targeted level of
leverage, it could begin to engage in share repurchases or
dividends. Although this could limit further reduction in debt to
EBITDA, S&P expects the company to employ a disciplined approach
such that leverage is sustained below 5x on an S&P Global
Ratings-adjusted basis.
The stable outlook reflects S&P's expectation that despite higher
operating costs related to its 5G network investments, growth in
private fliers and rising data consumption by business aircraft
will support a low- to mid-teen percent expansion in its top line
and margins in the mid-40% area, enabling it to reduce its gross
leverage to the low-4x area by the end of 2023.
S&P could lower its rating on Gogo if:
-- The company faced increased competition from geostationary
orbit and LEO providers or ATG network operators that pressured its
revenue and earnings and caused its leverage to rise above 5x; or
-- The company engaged in material shareholder distributions.
Although unlikely in the near term, S&P could raise the rating if
Gogo maintained its market share as connectivity penetration in the
business aviation market increased, resulting in revenue and EBITDA
growth, such that debt to EBITDA fell below 4x on a sustained
basis. Under this scenario, an upgrade would be contingent on the
company maintaining a financial policy that allows it to sustain
leverage comfortably below 4x.
ESG credit indicators: E-2, S-2, G-2
GROM SOCIAL: Incurs $3.5 Million Net Loss in First Quarter
----------------------------------------------------------
Grom Social Enterprises, Inc. filed with the Securities and
Exchange Commission its Quarterly Report on Form 10-Q disclosing a
net loss of $3.46 million on $1.23 million of sales for the three
months ended March 31, 2022, compared to a net loss of $2.32
million on $1.88 million of sales for the three months ended March
31, 2021.
As of March 31, 2022, the Company had $37.46 million in total
assets, $9.90 million in total liabilities, and $27.56 million in
total stockholders' equity.
At March 31, 2022, the Company had cash and cash equivalents of
$6,271,328.
Net cash used in operating activities for the three months ended
March 31, 2022 was $1,600,696, compared to net cash used in
operating activities of $988,573 during the three months ended
March 31, 2021, representing an increase in cash used of $612,123,
primarily due to the increase in the Company's net loss, change in
its operating assets and liabilities, and amortization of debt
discounts.
Net cash used in investing activities for the three months ended
March 31, 2022 was $25,825, compared to net cash used in investing
activities of $2,391 during the three months ended March 31, 2021
representing an increase in cash used of $23,434. This change is
attributable to an increase in the amount of fixed assets purchased
and/or leasehold improvements made by the Company's animation
studio in Manilla, Philippines during the three months ended March
31, 2022.
Net cash provided by financing activities for the three months
ended March 31, 2022 was $1,376,522, compared to net cash provided
by financing activities of $1,433,438 for the three months ended
March 31, 2021, representing a decrease in cash provided of
$56,916. The Company's primary sources of cash from financing
activities during the three months ended March 31, 2022 were
attributable to $1,444,000 in proceeds from second tranche of
convertible notes issued to L1 Capital, as compared to $666,500 in
proceeds from the sale of 12% senior secured convertible notes
during the three months ended March 31, 2021. These increases were
offset, in part, by the repayment of convertible notes and loans
payable of $67,478 during the three months ended March 31, 2022, as
compared to repayments of convertible notes and loans for $183,062
during the three months ended March 31, 2021.
The Company believes it has adequate working capital to meet its
operational needs for 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/1662574/000168316822003677/grom_i10q-033122.htm
About Grom Social
Boca Raton, Florida-based Grom Social Enterprises, Inc. --
www.gromsocial.com -- is a media, technology and entertainment
company focused on delivering content to children under the age of
13 years in a safe secure Children's Online Privacy Protection Act
("COPPA") compliant platform that can be monitored by parents or
guardians.
Grom Social reported a net loss of $10.22 million for the year
ended Dec. 31, 2021, a net loss of $5.74 million for the year ended
Dec. 31, 2020, and a net loss of $4.59 million for the year ended
Dec. 31, 2019. As of Dec. 31, 2021, the Company had $37.85 million
in total assets, $11.73 million in total liabilities, and $26.12
million in total stockholders' equity.
HILLMAN SOLUTIONS: S&P Affirms 'B' ICR, Outlook Stable
------------------------------------------------------
S&P Global Ratings affirmed its 'B' issuer credit ratings on
U.S.-based Hillman Solutions Corp. and The Hillman Group Inc.
S&P affirmed its 'B+' issue-level rating on the company's senior
secured debt. The recovery rating on the debt remains '2',
indicating its expectation for substantial (70%-90%; rounded
estimate: 80%) recovery in the event of a payment default.
The stable outlook reflects our expectation that the company's
profitability will remain steady, despite inflationary pressures.
Hillman's financial sponsors, CCMP Capital Investors, L.P. and Oak
Hill Capital Partners, L.P. reduced their ownership in the company
to about 37.3% from about 44.9%, which S&P views as an indication
of their intention to exit their investment over the next 12-24
months. S&P believes Hillman's financial policies have become less
aggressive as a publicly traded company and the company is no
longer a financial sponsor-controlled company, with the sponsors'
ownership dropping below 40%.
S&P said, "In our view, the reduction of financial sponsor
ownership of Hillman Solutions Corp. decreases the risk of
aggressive releveraging and shareholder distributions. While
financial sponsors continue to own a significant share of the
company, they do not maintain a majority of the voting rights, nor
do they exercise control over the company's strategic
decision-making or day-to-day operations. Under financial sponsor
majority ownership, Hillman had a history of large acquisitions,
with S&P Global Ratings-adjusted leverage rising over 7x
occasionally. We believe the company will have a more conservative
financial policy going forward and expect it to continue to
prioritize capital allocation to primarily reinvest in the business
and reduce debt levels. We also expect the company to further
accelerate growth into adjacent categories through tuck-in
acquisitions but believe the company will manage S&P Global
Ratings-adjusted leverage below 6x over the long term. Hillman's
S&P Global Ratings-adjusted leverage declined to 5.9x for the 12
months ended March 26, 2022, compared with 7.6x for the same period
the previous year. The company has publicly communicated its
long-term net leverage target of below 3x, compared with 4.7x for
the 12 months ended March 26, 2022. While we believe Hillman may
exceed its target levels temporarily for acquisitions, we believe
it remains committed to deleveraging over subsequent years.
"Our stable outlook reflects our expectation that the company's
profitability and cash flow will sequentially improve over the next
12 months. The company's profitability declined and cash flow
weakened through the 12 months ended Dec. 25, 2021, due to rising
commodity and shipping costs. S&P Global Ratings-adjusted gross
margin declined by 330 basis points, compared with the previous
year. Following four consecutive quarters of year-over-year
adjusted gross margin contraction, Hillman's gross margin expanded
modestly by 20 basis points year over year during the first quarter
ended March 26, 2022. S&P Global Ratings-adjusted leverage
decreased to 5.9x for the 12 months ended March 31, 2022, compared
with 7.6x for the 12 months ended March 27, 2021. The company's
free operating cash flow was a use of $131 million for the 12
months ended March 31, 2022, compared with $38 million for the same
period the previous year. Cash flow was pressured by declining
profitability and higher inventory investments to sustain high
levels of customer service.
"Hillman implemented its third price increase in March 2022 and
expects to implement another round of price increases effective in
May 2022. We expect the company's recent pricing actions will
increasingly offset rising commodity and shipping costs in fiscal
2022. We forecast S&P Global Ratings-adjusted EBITDA margins to
decline by about 50 basis points in fiscal 2022 because of rising
costs and the lag of realizing incremental pricing actions. We
expect margins to recover starting in 2023 as inflationary pressure
begins to ease.
"We believe consumer demand for residential repair and remodeling
products will slow but remain healthy through the remainder of
2022. ,We expect personal protective equipment demand will continue
to decline due to the broad elimination of mask restrictions. We
believe Hillman is well positioned to benefit over the long term
from positive secular trends in home improvement demand in the
U.S., given its scale, market leading brands, well-established
relationships with large retailers, and growing Robotics & Digital
business. Still, the company's performance is linked to U.S. GDP
growth, trends in the U.S. housing market, and trends with its key
retail customers such as Home Depot Inc. and Lowe's Cos. Inc. and
remains susceptible in an economic downturn. Given the lower price
points of the company's products, Hillman generally fares better
during a recession than many of its peers.
"The stable outlook reflects our expectation that Hillman's
profitability will remain steady, despite inflationary pressures.
We expect the company to maintain debt leverage below 6x in fiscal
2022."
S&P may raise the ratings if it expected adjusted leverage to
remain below 5x over the longer term. S&P believes this could occur
if the company:
-- Sustained and committed to a financial policy that maintains
S&P Global Ratings-adjusted leverage below 5x, even after making
acquisitions;
-- Were able to offset rising inflationary costs through price
increases; and
-- Sustained organic top-line growth and market share gains.
S&P could lower the ratings if leverage rose above 7x. This could
happen if the company:
-- Were unable to offset commodity, labor, and logistics
inflation;
-- Experienced lower consumer demand due to weak macroeconomic
conditions or increased competition; or
-- Engaged in large debt-financed acquisitions, share repurchases,
or other shareholder distributions.
ESG Credit Indicators: To: E-2, S-2, G-2; From E-2, S-2, G-3
S&P said, "ESG factors are a neutral consideration in our credit
rating analysis of Hillman Solutions Corp. We have revised our
Governance indicator to 'G-2' (neutral) from 'G-3' (negative). We
believe Hillman's financial policies have become less aggressive as
a publicly traded company and the company is no longer a financial
sponsor-controlled company, with the sponsors' ownership dropping
below 40%."
JASPER PELLETS: US Bank to Hold Public Sale of Interests on May 31
------------------------------------------------------------------
The U.S. Bank Trust Company National Association, successor in
interest to U.S. Bank National Association, as trustee ("secured
party") will conduct a public sale on May 31, 2022, at 10:00 a.m.
(EST) of all of the membership interests of Jasper Pellets LLC at
the offices of Greenberg Traurig LLP, 3333 Piedmont Road NE, Suite
2500, Atlanta, Georgia 30305, in accordance with the Article 9 of
the Uniform Commercial Code.
Parties interested in participating at the public sale as a bidder
for the collateral must contact the secured party's counsel, John
D. Elrod, by email at elrodj@gtlaw.com or by telephone at
678-553-2100.
The collateral will include all membership interests of the Debtor
held by these pledgors:
-- Charles W. Knight (30% ownership)
-- Fredrick Anthony Nimmer, Jr. (10% ownership)
-- Danny W. Faircloth (30% ownership)
-- Donald F. Harwell (30% ownership)
To be a qualified bidder, a prospective bidder must submit its
offer no later than 12:00 p.m. (EST) on May 27, 2022.
Jasper Pellets LLC owns and operates a wood pellet manufacturing
facility.
KARTES LEASING: Unsecureds to Recover 60% in Subchapter V Plan
--------------------------------------------------------------
Kartes Leasing, LLC, filed with the U.S. Bankruptcy Court for the
District of Arizona a Plan of Reorganization for Small Business
under Subchapter V dated May 19, 2022.
Kartes Leasing is a retail home furnishings store. The Debtor has
one location in Phoenix, Arizona. The Debtor rents home furnishings
and electronics to customers which are obligated to pay on a
monthly basis.
The Debtor has an ongoing dispute with easygates and Premier Easy,
Inc., which the Debtor claims is the successor to easygates. The
Debtor has claims against easygates and Premier Easy for, among
other things, breach of contract of the management agreement,
breach of fiduciary duty under fiduciary duty established by the
management agreement, improper transfer of member interest, and
conversion that it will be bringing in the bankruptcy court.
The final Plan payment is expected to be paid within 60 months
after the Effective Date of the Plan. The final payment will occur
whenever the litigation with easygates/Premier is resolved. To the
extent the Debtor's operations exceed its projections, the Debtor
will pay its administrative and priority claims on an accelerated
basis. This could also speed up the payment to the general
unsecured creditors before the litigation with easygates and
Premier Easy is resolved.
This Plan of Reorganization under chapter 11 of the Bankruptcy
Code, Subchapter V, proposes to pay creditors of the Debtor from
cash flow from continued business operations.
Non-priority, unsecured creditors holding allowed claims will
receive a pro rata estimated at $199,490.59 which would be a return
of 60%. This Plan also provides for full payment of administrative,
priority, and secured claims over the term of the Plan.
Class 3 consists of Non-priority unsecured creditors. The
distribution to the general unsecured creditors is determined by
the recovery the Debtor can obtain against easygates, LLC/Premier
Easy. The Debtor values this claim at $250,000 and on a net basis
after costs of litigation estimates it will recover $150,000.
However, if the claim is greater or less than this amount, whatever
amount is actually recovered will be distributed pro-rata to
general unsecured creditors on a pro-rata basis after all costs of
litigation, in a lump sum. Given an estimated distribution of
$199,490.59 in the case to general unsecured creditors, general
unsecured creditors will receive a return of 60%.
Class 4 consists of Equity Holders. The Debtor shall retain all
assets not distributed to creditors pursuant to the Plan, and such
assets shall be revested in the Debtor upon confirmation of the
Plan, if the Plan confirmation is consensual, or upon closing of
the case, if the Plan confirmation is non-consensual.
Presently, the Debtor asserts that it is owned by EasyNevada, LLC
and that easygates, LLC is not an owner of the Debtor because
easygates, LLC made an assignment for the benefit of creditors.
Section 17-7689 of the Kansas LLC Act. The Debtor asserts
alternatively that easygates, LLC owns less than the 20% of the
Debtor as claimed by easygates, LLC because of easygates, LLC's
failure to make the entirety of required capital contributions.
These are issues in the anticipated Adversary Proceeding.
The Debtor needs operating capital to purchase inventory and to
provide for marketing. Wayne Kartin will provide $30,000 to the
Debtor for its operations in exchange for 100% of the ownership of
the Debtor post-confirmation.
The Debtor shall establish a separate Plan Fund for the management
of all funds for distribution to creditors and claimants. The Plan
Fund will be administered by the Debtor if the plan confirmation is
consensual or by the trustee if plan confirmation is nonconsensual
(unless the Court orders otherwise). The Debtor shall make deposits
into the Plan Fund monthly (no later than the 10th day of each
month), following Plan confirmation.
A full-text copy of the Plan of Reorganization dated May 19, 2022,
is available at https://bit.ly/3sTtFPC from PacerMonitor.com at no
charge.
Counsel for the Debtor:
D. Lamar Hawkins, Esq.
Guidant Law, PLC
402 E. Southern Ave.
Tempe, AZ 85282
Telephone: (602) 888-9229
Facsimile: (480) 725-0087
Email: lamar@guidant.law
About Kartes Leasing
Kartes Leasing, a retail home furnishings store, filed a petition
under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. D.
Ariz. Case No. 22-00997) on Feb. 18, 2022, listing up to $1 million
in assets and up to $500,000 in liabilities.
Judge Brenda Moody Whinery oversees the case.
D. Lamar Hawkins, Esq., at Guidant Law, PLC and the Law Offices of
Peter N. Greenfeld, PC serve as the Debtor's bankruptcy counsel and
special counsel, respectively.
Joseph E. Cotterman serves as the Subchapter V trustee.
KAYA HOLDINGS: Incurs $1.1 Million Net Loss in First Quarter
------------------------------------------------------------
Kaya Holdings, Inc. filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q a net loss of $1.10
million on $188,664 of net sales for the three months ended March
31, 2022, compared to a net loss of $5.51 million on $237,018 of
net sales for the three months ended March 31, 2021. The decrease
in net loss is due to the changes in derivative liabilities, the
decrease in amortization of debt discount and derivative
liabilities expense, as wells as the company continues to have
operating losses.
As of March 31, 2022, the Company had $1.18 million in total
assets, $16.68 million in total liabilities, and a total
stockholders' deficit of $15.5 million.
At March 31, 2022 the Company has a working capital deficiency of
$8,499,291 and is totally dependent on its ability to raise
capital. The Company has a plan of operations and acknowledges that
its plan of operations may not result in generating positive
working capital in the near future. Even though management
believes that it will be able to successfully execute its business
plan, which includes third-party financing and capital issuance,
and meet the Company's future liquidity needs, there can be no
assurances in that regard. The Company said these matters raise
substantial doubt about the Company's ability to continue as a
going concern.
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1530746/000190359622000333/sfskays10q050922.htm
About Kaya Holdings
Kaya Holdings, Inc. -- http://www.kayaholdings.com-- is a
vertically integrated legal marijuana enterprise that produces,
distributes, and/or sells a full range of premium cannabis products
including flower, oils, vape cartridges and cannabis infused
confections, baked goods and beverages through a fully integrated
group of subsidiaries and companies supporting highly distinctive
brands.
Houston, Texas-based M&K CPAS, PLLC, the Company's auditor since
2018, issued a "going concern" qualification in its report dated
April 18, 2022, citing that the Company has suffered net losses
from operations and has a net capital deficiency, which raises
substantial doubt about its ability to continue as a going concern.
KW EXCAVATION: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: KW Excavation, Inc.
824 W. 200 S.
Tooele, UT 84074
Business Description: KW Excavation provides utility system
construction services.
Chapter 11 Petition Date: May 25, 2022
Court: United States Bankruptcy Court
District of Utah
Case No.: 22-21925
Judge: Hon. William T. Thurman
Debtor's Counsel: Knufe Rife, Esq.
RIFE LAW OFFICE
PO Box 2941
Salt Lake City, UT 84110
Tel: 801-809-9986
Email: KARife@RifeLegal.com
Estimated Assets: $50,000 to $100,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Janeice Whitaker, president/owner.
A copy of the Debtor's list of 20 largest unsecured creditors is
available for free at PacerMonitor.com at:
https://www.pacermonitor.com/view/DPSAUKQ/KW_Excavation_Inc__utbke-22-21925__0002.0.pdf?mcid=tGE4TAMA
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/C7GD5RI/KW_Excavation_Inc__utbke-22-21925__0001.0.pdf?mcid=tGE4TAMA
LECLAIRYAN PLLC: May 31 Administrative Claims Deadline Set
----------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of Virginia
entered order setting a May 31, 2022 bar date for filing Chapter 11
applications for administrative expenses incurred on or after Sept.
3, 2019, and before Oct. 4, 2019, other than for amounts allowed
previously by order of the Court or fees arising under Section
1930(a)(6) of the Bankruptcy Code.
Claimants seeking payment of administrative claims must file a
Chapter 11 administrative claim request in the form of a motion or
pleading in accordance with the procedures set forth in the order.
A copy of the order may be obtained by written requests to Paula A.
Beran, Esq., at pberan@tb-lawfirm.com
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
LEGACY EDUCATION: Incurs $543K Net Loss in First Quarter
--------------------------------------------------------
Legacy Education Alliance, Inc. filed with the Securities and
Exchange Commission its Quarterly Report on Form 10-Q disclosing a
net loss of $543,000 on $285,000 of revenue for the three months
ended March 31, 2022, compared to net income of $253,000 on $2.62
million of revenue for the three months ended March 31, 2021.
As of March 31, 2022, the Company had $1.01 million in total
assets, $23.87 million in total liabilities, and a total
stockholders' deficit of $22.87 million.
Alliance Education said "In general, we believe we will experience
an increase in demand for our products and services compared to
recent prior periods as we develop our Building Wealth with Legacy
TM brand and other revenue streams. We believe that our products
and services appeal to those who seek increased financial freedom.
If we experience a prolonged decline in demand for our products and
services, it could have a material adverse effect on our future
operating results.
"Historically, we have funded our working capital and capital
expenditures using cash and cash equivalents on hand. However,
given our decreased operating cash flows during the past pandemic,
it has been necessary for us to manage our cash position to ensure
the future viability of our business. Our cash flows are subject
to a number of risks and uncertainties, including, but not limited
to, earnings, favorable terms from our merchant processors,
seasonality, and fluctuations in foreign currency exchange rates.
"We continue to take steps to ensure our expenses are in line with
our projected cash sales and liquidity requirements for 2022 and
based upon current and anticipated levels of operations, we believe
cash and cash equivalents on hand will not be sufficient to fund
our expected financial obligations and anticipated liquidity
requirements for the fiscal year 2022. However, we are exploring
alternative sources of capital, but there can be no assurances any
such capital will be obtained. For the three months ended March
31, 2022, we had an accumulated deficit, a working capital deficit
and a negative cash flow from operating activities. These
circumstances raise substantial doubt as to our ability to continue
as a going concern. Our ability to continue as a going concern is
dependent upon our ability to generate profits by expanding current
operations as well as reducing our costs and increasing our
operating margins, and to sustain adequate working capital to
finance our operations. The failure to achieve the necessary levels
of profitability and cash flows would be detrimental to us."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1561880/000149315222014133/form10-q.htm
About Legacy Education
Cape Coral, Fla.-based, Legacy Education Alliance, Inc. --
http://www.legacyeducationalliance.com-- is a provider of
practical and value-based educational training on the topics of
personal finance, entrepreneurship, real estate investing
strategies and techniques.
Legacy Education reported a net loss of $566,000 for the year ended
Dec. 31, 2021. As of Dec. 31, 2021, the Company had $1.92 million
in total assets, $24.10 million in total liabilities, and a total
stockholders' deficit of $22.18 million.
Hamilton, New Jersey-based Ram Associates, the Company's auditor
since 2021, issued a "going concern" qualification in its report
dated March 31, 2022, citing that the Company has a net capital
deficiency and an accumulated deficit that raise substantial doubt
about its ability to continue as a going concern.
LTL MANAGEMENT: Judge Tells Houlihan to Rethink $5-Mil. Fee
-----------------------------------------------------------
Steven Church of Bloomberg News reports that the judge overseeing
the case of LTL Management said in court Tuesday, May 24, 2022,
that Houlihan Lokey, the powerhouse investment banker that
specializes in turnarounds, needs to reconsider its request for a
$5 million bonus in Johnson & Johnson's baby powder bankruptcy.
A committee representing people suing J&J has proposed hiring
Houlihan for about $200,000 a month, plus a $5 million success fee
payable if a reorganization plan is approved in the Chapter 11
case, according to bankruptcy attorney Sunni Beville.
"It seems to me you are suggesting Houlihan will get paid for just
being in the room," U.S. Bankruptcy Judge Michael B. Kaplan said.
About Johnson & Johnson
Johnson & Johnson is an American multinational corporation founded
in 1886 that develops medical devices, pharmaceuticals, and
consumer packaged goods. It is the world's largest and most broadly
based healthcare company.
Johnson & Johnson is headquartered in New Brunswick, New Jersey,
the consumer division being located in Skillman, New Jersey. The
corporation includes some 250 subsidiary companies with operations
in 60 countries and products sold in over 175 countries.
The corporation had worldwide sales of $82.6 billion in 2020.
About LTL Management
LTL Management, LLC, is a subsidiary of Johnson & Johnson (J&J),
which was formed to manage and defend thousands of talc-related
claims and oversee the operations of Royalty A&M. Royalty A&M owns
a portfolio of royalty revenue streams, including royalty revenue
streams based on third-party sales of LACTAID, MYLANTA/MYLICON and
ROGAINE products.
LTL Management filed a petition for Chapter 11 protection (Bankr.
W.D.N.C. Case No. 21-30589) on Oct. 14, 2021. The case was
transferred to New Jersey (Bankr. D.N.J. Case No. 21-30589) on Nov.
16, 2021. The Hon. Michael B. Kaplan is the case judge. At the
time of the filing, the Debtor was estimated to have $1 billion to
$10 billion in both assets and liabilities.
The Debtor tapped Jones Day and Rayburn Cooper & Durham, P.A., as
bankruptcy counsel; King & Spalding, LLP and Shook, Hardy & Bacon
LLP as special counsel; McCarter & English, LLP as litigation
consultant; Bates White, LLC as financial consultant; and
AlixPartners, LLP as restructuring advisor. Epiq Corporate
Restructuring, LLC, is the claims agent.
An official committee of talc claimants was formed in the Debtor's
Chapter 11 case on Nov. 9, 2021. On Dec. 24, 2021, the U.S. Trustee
for Regions 3 and 9 reconstituted the talc claimants' committee and
appointed two separate committees: (i) the official committee of
talc claimants I, which represents ovarian cancer claimants, and
(ii) the official committee of talc claimants II, which represents
mesothelioma claimants.
The official committee of talc claimants I tapped Genova Burns LLC,
Brown Rudnick LLP, Otterbourg PC and Parkins Lee & Rubio LLP as its
legal counsel. Meanwhile, the official committee of talc claimants
II is represented by the law firms of Cooley LLP, Bailey Glasser
LLP, Waldrep Wall Babcock & Bailey PLLC, Massey & Gail LLP, and
Sherman Silverstein Kohl Rose & Podolsky P.A.
LTL MANAGEMENT: Talc Claimants Committee's Advisors Approved
------------------------------------------------------------
Vince Sullivan of Law360 reports that a New Jersey bankruptcy judge
approved the retention of several advisory firms to work on behalf
of the claimant committee in the Chapter 11 case of Johnson &
Johnson's bankrupt talc unit, LTL Management, Tuesday, May 24,
2022, saying a court-appointed fee examiner would determine if
their work was necessary or duplicative.
During a hearing in Trenton, U. S. Bankruptcy Judge Michael B.
Kaplan said he would approve the retention of FTI Consulting as
financial adviser and The Brattle Group as talc consultant for the
talc claimants committees over the objections of debtor LTL
Management LLC.
About LTL Management
LTL Management, LLC, is a subsidiary of Johnson & Johnson (J&J),
which was formed to manage and defend thousands of talc-related
claims and oversee the operations of Royalty A&M. Royalty A&M owns
a portfolio of royalty revenue streams, including royalty revenue
streams based on third-party sales of LACTAID, MYLANTA/MYLICON and
ROGAINE products.
LTL Management filed a petition for Chapter 11 protection (Bankr.
W.D.N.C. Case No. 21-30589) on Oct. 14, 2021. The case was
transferred to New Jersey (Bankr. D.N.J. Case No. 21-30589) on Nov.
16, 2021. The Hon. Michael B. Kaplan is the case judge. At the
time of the filing, the Debtor was estimated to have $1 billion to
$10 billion in both assets and liabilities.
The Debtor tapped Jones Day and Rayburn Cooper & Durham, P.A., as
bankruptcy counsel; King & Spalding, LLP and Shook, Hardy & Bacon
LLP as special counsel; McCarter & English, LLP as litigation
consultant; Bates White, LLC as financial consultant; and
AlixPartners, LLP as restructuring advisor. Epiq Corporate
Restructuring, LLC, is the claims agent.
An official committee of talc claimants was formed in the Debtor's
Chapter 11 case on Nov. 9, 2021. On Dec. 24, 2021, the U.S. Trustee
for Regions 3 and 9 reconstituted the talc claimants' committee and
appointed two separate committees: (i) the official committee of
talc claimants I, which represents ovarian cancer claimants, and
(ii) the official committee of talc claimants II, which represents
mesothelioma claimants.
The official committee of talc claimants I tapped Genova Burns LLC,
Brown Rudnick LLP, Otterbourg PC and Parkins Lee & Rubio LLP as its
legal counsel. Meanwhile, the official committee of talc claimants
II is represented by the law firms of Cooley LLP, Bailey Glasser
LLP, Waldrep Wall Babcock & Bailey PLLC, Massey & Gail LLP, and
Sherman Silverstein Kohl Rose & Podolsky P.A.
About Johnson & Johnson
Johnson & Johnson is an American multinational corporation founded
in 1886 that develops medical devices, pharmaceuticals, and
consumer packaged goods. It is the world's largest and most broadly
based healthcare company.
Johnson & Johnson is headquartered in New Brunswick, New Jersey,
the consumer division being located in Skillman, New Jersey. The
corporation includes some 250 subsidiary companies with operations
in 60 countries and products sold in over 175 countries.
The corporation had worldwide sales of $82.6 billion in 2020.
LUCERO LLC: Amends Towd Point Claim Pay Details
-----------------------------------------------
Lucero LLC (the "LLC") and The Elba Lucero Family Trust dated
December 12, 1986 and Amended and Restated August 10, 2005 (the
"Business Trust") (collectively, the "Lucero Estates" or the
"Debtors") submitted an Amended Plan of Reorganization for Small
Business dated May 19, 2022.
The Plan Proponent's financial projections show that the Debtors
will have projected disposable income of $615.15. The final Plan
payment is expected to be paid on January 1, 2025.
Non-priority unsecured creditors holding allowed claims will
receive distributions, which the proponent of this Plan has valued
at approximately 100 cents on the dollar, with interest payable at
0.45%. This Plan also provides for the payment of administrative
and priority claims.
Class 2C consists of all secured property tax claims of the Santa
Clara County Tax Collector re real property commonly known as 1676
Ontario Dr., Santa Clara, CA 94087, A.P.N. 323-35-071. One Payment
on Effective Date, paid in full, in cash, upon the later of the
effective date of this Plan, or the date on which such claim is
allowed by a final non-appealable order. Amount paid by Debtors:
$0.00. $19,661.00 claim amount was already paid pre petition by
Select Portfolio Servicing, Inc. loan servicer for senior lender on
real property commonly known as 1676 Ontario Dr., Santa Clara, CA
94087, A.P.N. 323-35-071.
Class 3B consists of the claim of Towd Point Mortgage Trust
2019HY1, U.S. Bank National Association, as Indenture Trustee re:
recorded deed of trust on real property commonly known as 1676
Ontario Dr., Santa Clara, CA 94087, A.P.N. 323- 35-071. Class 3B
shall receive a 100% dividend with interest payable per note as
follows:
* Contractual terms remain the same, except as otherwise
modified.
* Loan reinstated on Effective Date, in exchange for payment
of $0.00.
* $2,183.08 monthly payment, per note terms.
* approximate contractual loan arrears as of 5/03/2022
totaling $18,058.38 (consisting of monthly payments from 9/01/2021
through 5/31/2022) will be deferred as a noninterest-bearing
principal due as a balloon payment on the maturity date 11/1/2029.
* Escrow advances not recovered in delinquent payments will
not be deferred and will remain on the account to be paid in the
ordinary course of business. There is currently escrow due in the
amount of $19,970.50. In addition, there are currently loan level
advances of $149.00 and late charges of $721.34 that will not be
deferred and will show on the monthly statement as due and owing.
These will be paid in accordance with the note and mortgage and
remain recoverable on the loan.
* Est. balance due by November 1, 2029: $189,398.23.
* Debtor's Stipulation with Select Portfolio Servicing, Inc.
containing all terms of consensual claim treatment. If any terms in
Debtor's Chapter 11 Plan conflict with the terms of this
stipulation the terms of the stipulation will control.
Like in the prior iteration of the Plan, Class 4A non-priority,
noninsider unsecured claimants (excluding disputed claims with no
proof of claim filed) shall receive a 100% dividend with interest
payable at 2.02% (2022 federal post-judgment interest rate per 28
U.S.C. § 1961). Said claims are impaired due to the 36 month
payment term.
For Effective Date payments, at or prior to the confirmation
hearing, the Debtors will confirm deposit into trust of $365,000.00
necessary to make Effective Date payments.
A full-text copy of the Amended Plan of Reorganization dated May
19, 2022, is available at https://bit.ly/39Mw08o from
PacerMonitor.com at no charge.
Attorney for the Debtors:
Matthew D. Metzger, Esq.
Belvedere Legal, PC
1777 Borel Place, Suite 314
San Mateo, CA 94402
Tel: (415) 513-5980
Fax: (415) 513-5985
Email: mmetzger@belvederelegal.com
About Lucero LLC
Lucero, LLC, a company in San Mateo, Calif., sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Cal. Case No.
22-30058) on Jan. 31, 2022, listing up to $10 million in assets and
up to $1 million in liabilities. Henry Richard Lucero, managing
member, signed the petition.
Judge Dennis Montali oversees the case.
Belvedere Legal, PC, led by Matthew D. Metzger, Esq., is the
Debtor's legal counsel.
MACULOGIX INC: To Wind Down Business If It Fails to Pay $23M Debt
-----------------------------------------------------------------
Leslie A. Pappas of Law360 reports that MacuLogix Inc., an
ophthalmology company that specializes in the detection of
age-related macular degeneration, owes $23 million it cannot pay
and will wind down the business in a state liquidation process, the
company said in a petition to Delaware Chancery Court.
Citing ongoing sales difficulties that started with the COVID-19
pandemic, the Middletown, Pennsylvania-based company Friday, May
20, 2022, filed a petition for assignment for the benefit of
creditors, or ABC, a state alternative to a Chapter 7 federal
bankruptcy proceeding. MacuLogix said it has transferred all of its
assets to MLogix (ABC) LLC, a newly formed subsidiary of Rock Creek
Advisors LLC.
About Maculogix Inc.
Maculogix Inc. is a Pennsylvania-based opthalmology firm that
pecializes in the detection of age-related macular degeneration.
MALLINCKRODT PLC: Aims to Save $900 Mil. Chapter 11 Exit Funding
----------------------------------------------------------------
Olivia Raimonde, Jeannine Amodeo and Eliza Ronalds-Hannon of
Bloomberg News report after drugmaker Mallinckrodt PLC struggled to
finance its bankruptcy exit by tapping the leveraged loan market,
it's now seeking to salvage the deal by turning to a group of the
company's creditors.
Perella Weinberg Partners LP, an adviser to the creditor group, has
been involved in discussions over the sale of $650 million of
senior secured notes announced last week, according to people with
knowledge of the matter, who asked not to be identified because the
transaction is private. This is rare in the bond market where new
offerings are typically managed by Wall Street banks.
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.
MALLINCKRODT PLC: Says Shareholder's Chapter 11 Stay Bid Untimely
-----------------------------------------------------------------
Drugmaker Mallinckrodt PLC objected Monday, May 23, 2022, to a
motion from a shareholder seeking to stay the consummation of the
company's Chapter 11 plan pending the outcome of an appeal of a
claims bar date decision, saying the stay motion came months late
and after other, more targeted stay requests were defeated.
Shareholder Darrel Edelman seeks a stay pending appeal of:
(i) the Court's order dated August 26, 2021, denying Edelman's
motion for an order establishing a bar date for the opioid
claimants;
(ii) the Court's order dated March 2, 2022, confirming the
Debtors' chapter 11 plan; and
(iii) the Court's order dated April 14, 2022, authorizing the
Debtors to advance funding to establish the Opioid Creditor Trusts,
the Public Schools' Special Education Initiative, and the Opioid
MDT II.
"As the Stay Motion correctly notes, the Plan is "a multi-billion
dollar reorganization of more than sixty Debtor entities, including
significant proposed settlements of the Debtors' alleged opioid
liabilities and other disputes." Despite that monumental
accomplishment, Edelman (an out-of-the-money shareholder not
entitled to any recovery) seeks to stay the entire Plan from going
effective so that he can pursue his appeals of the Opioid Bar Date
Order and the Confirmation Order. Edelman filed his Stay Motion
(i) approximately nine months after the Opioid Bar Date Order was
entered and four months after his appeal of that order had been
fully briefed, (ii) several months after the Confirmation Order was
entered and his notice
of appeal of that order was filed, and (iii) more than a month
after other parties sought -- and the Bankruptcy Court and the
district court denied -- stays narrower than the one requested here
[Docket Nos. 6685, 6722, 7012; In re Mallinckrodt plc, 2022 WL
1206489 (D. Del. Apr. 22, 2022)]. The only reason given for his
exceedingly late request: a check-the-box exercise to "thwart" the
Debtors from invoking "Equitable Mootness to defeat" his appeals.
This is an extraordinary and untimely request, and the Stay Motion
should be denied," Mallinckrodt tells the Court.
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.
MANHATTAN SCIENTIFICS: Incurs $647K Net Loss in First Quarter
-------------------------------------------------------------
Manhattan Scientifics, Inc. filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q disclosing a net loss
of $647,000 on zero revenue for the three months ended March 31,
2022, compared to net income of $134,000 on zero revenue for the
three months ended March 31, 2021.
As of March 31, 2022, the Company had $2.89 million in total
assets, $1.44 million in total liabilities, $1.06 million in series
D convertible preferred mandatory redeemable shares, and $388,000
in total shareholders' equity.
The Company had working capital deficit was $1,003,000 as of March
31, 2022. The Company had a decrease of $111,000 in cash and cash
equivalents for the three months ended March 31, 2022.
Based upon current projections, Manhattan Scientifics' principal
cash requirements for the next 12 months consists of (1) fixed
expenses, including consulting and professional services and (2)
variable expenses, including technology research and development,
milestone payments and intellectual property protection, and
additional scientific consultants. As of March 31, 2022, the
Company had $121,000 in cash. The Company believed its current
cash position may not be sufficient to maintain its operations for
the next twelve months. Accordingly, the Company may need to
engage in equity or debt financings to secure additional funds. If
it raises additional funds through future issuances of equity or
convertible debt securities, the Company's existing stockholders
could suffer significant dilution, and any new equity securities
the Company issues could have rights, preferences and privileges
superior to those of holders of its common stock. Any debt
financing that the Company secures in the future could involve
restrictive covenants relating to its capital raising activities
and other financial and operational matters, which may make it more
difficult for the Company to obtain additional capital and to
pursue business opportunities, including potential acquisitions.
The Company may not be able to obtain additional financing on terms
favorable to it, if at all.
"If we are unable to obtain adequate financing or financing on
terms satisfactory to us when we require it, our ability to
continue to support our business growth and to respond to business
challenges could be impaired, and our business may be harmed,"
Manhattan Scientifics said.
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1099132/000147793222003314/mhtx_10q.htm
About Manhattan Scientifics
Headquartered in New York, Manhattan Scientifics, Inc., was
established on July 31, 1992 and has one operating wholly-owned
subsidiary: Metallicum, Inc. The Company also holds a 5%,
noncontrolling interest in Imagion Biosystems, Inc. (f/k/a Senior
Scientific LLC). Manhattan Scientifics is focused on technology
transfer and commercialization of these transformative
technologies.
Manhattan Scientifics reported a net loss of $3.64 million for the
year ended Dec. 31, 2021, compared to net income of $4.31 million
for the year ended Dec. 31, 2020. As of Dec. 31, 2021, the Company
had $3.45 million in total assets, $1.36 million in total
liabilities, $1.06 million in series D convertible preferred
mandatory redeemable, authorized shares, and $1.04 million in total
stockholders' equity.
Draper, UT-based-Sadler, Gibb & Associates, LLC, the Company's
auditor since 2020, issued a "going concern" qualification in its
report dated April 5, 2022, citing that the Company has an
accumulated deficit, negative cash flows from operations, and
negative working capital, which raise substantial doubt about its
ability to continue as a going concern.
MUSCLEPHARM CORP: Incurs $6.3 Million Net Loss in First Quarter
---------------------------------------------------------------
MusclePharm Corporation filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q disclosing a net loss
of $6.30 million on $13.10 million of net revenue for the three
months ended March 31, 2022, compared to net income of $94,000 on
$13.12 million of net revenue for the three months ended March 31,
2021.
Mr. Ryan Drexler, the Chairman of the Board of Directors and chief
executive officer, stated, "We delivered sequential revenue
improvement in the first quarter of 2022 with revenue of $13.1
million, up from $10.0 million in the fourth quarter of 2021. This
marks our second consecutive quarter of margin improvement with
margins almost double what they were in the fourth quarter of 2021,
despite the fact that we are facing elevated protein and freight
costs. We believe our strong start to this fiscal year and
continued focus on operating expense reduction has us on track to
deliver growth in sales and margins in 2022."
Mr. Drexler continued, "Our MP Performance Energy drink line
continues to be a bright spot as we have achieved more than $1.6
million in sales since it launched in September 2021 with record
sales for the first quarter, delivering over $1.0 million in net
sales. We are gearing up to launch our female focused line,
FitMiss Energy, in the second quarter of 2022 and believe this new
product will be another great success for our Company and put us on
track to achieve our guidance of $30 million in annual sales by
2023."
As of March 31, 2022, the Company had $11.98 million in total
assets, $50.03 million in total liabilities, and a total
stockholders' deficit of $38.06 million.
Musclepharm said "We have incurred significant losses and
experienced negative cash flows since inception. As of March 31,
2022, we had cash of $0.5 million, a decline of $0.7 million from
the December 31, 2021 balance of $1.2 million. As of March 31,
2022, we had a working capital deficit of $36.3 million, a
stockholders' deficit of $38.1 million and an accumulated deficit
of $211.8 million resulting from recurring losses from operations.
As a result of our history of losses and financial condition, there
is substantial doubt about our ability to continue as a going
concern.
"Our ability to continue as a going concern is dependent upon us
generating profitable operations in the future and/or obtaining the
necessary financing to meet our obligations and repay our
liabilities arising from normal business operations when they come
due. We are evaluating different strategies to obtain financing to
fund our expenses and achieve a level of revenue adequate to
support our current cost structure. Financing strategies may
include, but are not limited to, issuances of capital stock, debt
borrowings, partnerships and/or collaborations.
"We have funded our operations from proceeds from the sale of
equity and debt securities. We will require significant additional
capital to make the investments we need to execute our longer-term
business plan. Our ability to successfully raise sufficient funds
through the sale of debt or equity securities when needed is
subject to many risks and uncertainties and, even if it were
successful, future equity issuances would result in dilution to our
existing shareholders and future debt securities may contain
covenants that limit our operations or ability to enter into
certain transactions.
"We will need to raise additional funding through strategic
relationships, public or private equity or debt financings, grants
or other arrangements to develop and seek regulatory approvals for
our existing and new product candidates. If such funding is not
available, or not available on terms acceptable to us, our current
development plan and plans for expansion of our general and
administrative infrastructure may be curtailed."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1415684/000149315222013900/form10-q.htm
About MusclePharm
Headquartered in Denver, Colorado, MusclePharm Corporation
(OTCQB:MSLP) -- http://www.musclepharm.comand
http://www.musclepharmcorp.com-- is a lifestyle company that
develops, manufactures, markets and distributes branded nutritional
supplements. The Company offers a broad range of performance
powders, capsules, tablets, gels and on-the-go ready to eat snacks
that satisfy the needs of enthusiasts and professionals alike.
MusclePharm reported a net loss of $12.87 million for the year
ended Dec. 31, 2021. As of Dec. 31, 2021, the Company had $11.21
million in total assets, $43.40 million in total liabilities, and a
total stockholders' deficit of $32.19 million.
Orange County, California-based Moss Adams LLP, the Company's
auditor since 2021, issued a "going concern" qualification in its
report dated April 15, 2022, citing that the Company has suffered
recurring losses from operations and has a net capital deficiency
that raise substantial doubt about its ability to continue as a
going concern.
PETROLIA ENERGY: Incurs $10.3 Million Net Loss in 2020
------------------------------------------------------
Petrolia Energy Corporation filed with the Securities and Exchange
Commission its Annual Report on Form 10-K disclosing a net loss of
$10.31 million on $2.89 million of total revenue for the year ended
Dec. 31, 2020, compared to a net loss of $2.89 million on $2.92
million of total revenue for the year ended Dec. 31, 2019.
As of Dec. 31, 2020, the Company had $7.16 million in total assets,
$11.30 million in total liabilities, and a total stockholders'
deficit of $4.14 million.
Houston, Texas-based M&K CPAS, PLLC, the Company's auditor since
2019, issued a "going concern" qualification in its report dated
May 13, 2022, citing that the company suffered recurring net losses
from operations for the years ended December 31, 2020 and 2019 and
has a working capital deficit at Dec. 31, 2020, which raises
substantial doubt about its 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/1368637/000149315222013400/form10-k.htm
About Petrolia
Petrolia Energy Corporation is engaged in the exploration and
development of oil and gas properties. Since 2015, the Company has
established a strategy to acquire, enhance and redevelop
high-quality, resource in place assets. As of 2018, the Company
has included strategic acquisitions in western Canada while
actively pursuing the strategy to execute low-cost operational
solutions, and affordable technology.
PHOENIX HOLDINGS: Seeks to Hire Avrum J. Rosen as Legal Counsel
---------------------------------------------------------------
Phoenix Holdings & Investments LLC seeks approval from the U.S.
Bankruptcy Court for the Eastern District of New York to employ the
Law Offices of Avrum J. Rosen, PLLC to handle its Chapter 11 case.
The hourly rates charged by the firm's attorneys and paralegals are
as follows:
Partners $625 per hour
Associates $325 to $525 per hour
Paraprofessionals $100 to $1500 per hour
In addition, the firm will seek reimbursement for out-of-pocket
expenses.
Avrum Rosen, Esq., a partner at the Law Offices of Avrum J. Rosen,
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:
Avrum J. Rosen, Esq.
Alex E. Tsionis, Esq.
Law Offices of Avrum J. Rosen, PLLC
38 New Street
Huntington, NY 11743
Tel: (631) 423-8527
Fax: 631-423-4536
Email: arosen@ajrlawny.com
About Phoenix Holdings & Investments
Phoenix Holdings & Investments, LLC is a Brooklyn, N.Y.-based
company engaged in renting and leasing real estate properties. It
is the fee simple owner of a real property located at 512 Classon
Ave., Brookyln, which is valued at $1.1 million.
Phoenix Holdings & Investments filed its voluntary petition for
Chapter 11 protection (Bankr. E.D.N.Y. Case No. 22-40292) on Feb.
18, 2022, listing $1,100,000 in assets and $2,056,355 in
liabilities. On Feb. 22, 2022, the case was transferred to the
appropriate office under Case No. 22-70303. On May 9, 2022, the
case was reassigned from Judge Nancy Hershey Lord to Judge
Elizabeth S. Stong and was assigned a new case number (Case No.
22-40981).
The Law Offices of Avrum J. Rosen, PLLC serves as the Debtor's
legal counsel.
PINE COUNTRY: Taps Abbasi Law Corporation as Bankruptcy Counsel
---------------------------------------------------------------
Pine Country, LLC seeks approval from the U.S. Bankruptcy Court for
the Central District of California to employ Abbasi Law Corporation
to handle its Chapter 11 case.
The hourly rates charged by the firm's attorneys and paralegals are
as follows:
Attorneys $400 per hour
Paralegals $25 to $60 per hour
In addition, the firm will seek reimbursement for out-of-pocket
expenses.
Hassan Kobaissi, manager of Pine Country, will pay the firm's legal
fees and costs from non-estate funds directly, or from any company
or business he owns.
Matthew Abbasi, Esq., a partner at Abbasi Law Corporation,
disclosed in a court filing that his firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
Matthew Abbasi, Esq.
Abbasi Law Corporation
6320 Canoga Ave., Suite 220
Woodland Hills, CA 91367
Tel: (310) 358-9341
Fax: (888) 709-5448
Email: matthew@malawgroup.com
About Pine Country LLC
Pine Country, LLC filed a Chapter 11 bankruptcy petition (Bankr.
C.D. Calif. Case No. 22-11899) on April 5, 2022, listing as much as
$1 million in both assets and liabilities. Judge Deborah J.
Saltzman oversees the case.
The Debtor is represented by Matthew Abbasi, Esq., at Abbasi Law
Corporation.
RLJ LODGING: S&P Alters Outlook to Stable, Affirms 'B+' ICR
-----------------------------------------------------------
S&P Global Ratings revised its rating outlook to stable from
negative and affirmed its 'B+' issuer credit rating and the 'BB-'
senior secured rating on the company.
The stable outlook reflects S&P's expectation that a broad recovery
in group and business-transient travel could boost RLJ's measure of
S&P Global Ratings-adjusted debt to EBITDA below its 6.5x downgrade
threshold in 2022.
S&P said, "The outlook revision reflects our revised and more
favorable assumptions for RLJ's revenue per available room
(RevPAR), EBITDA, and leverage in 2022 due to ongoing strong
leisure demand and the anticipated recovery in business transient
and group bookings. As a result, our measure of RLJ's lease and
preferred stock adjusted leverage could improve to around 6x in
2022 absent unanticipated leveraging transactions. Although the
spread of the omicron variant likely slowed the recovery in RLJ's
RevPAR in January and February because of significant cancellations
by corporations and associations, the company reported accelerating
demand in its urban hotels. We assume the company's RevPAR in 2022
could recover to around 10% below 2019. We also expect the company
to expand its EBITDA margin in 2022 to around 2019 levels. These
assumptions result in leverage below our 6.5x downgrade threshold
in 2022. In 2023, we expect that RevPAR improvement above 2019
levels and a modest expansion of EBITDA margin could improve
leverage to around 5x."
RLJ is well-positioned to benefit from the group and business
travel recovery given its portfolio of high-quality assets. RLJ has
a high-quality, geographically diverse portfolio of compact full-
and focused-service hotels. The company's quality assets and its
long-term management contracts with Marriott, Hilton, Hyatt, and
other well-known brands typically support premium pricing and high
occupancy levels. S&P believes RLJ's concentration in upscale and
upper upscale segments will benefit from the assumed recovery in
business travel. However, RLJ's upscale concentration could result
in more volatile RevPAR and EBITDA over the lodging cycle compared
to owners focused on the economy and midscale segments. During an
economic downturn, upper upscale and luxury segment pricing tends
to fall the most and midscale and economy segments the least.
RLJ has 80 unencumbered hotels as defined by its credit agreements.
The unencumbered asset base provides RLJ the flexibility to
monetize individual hotels to reduce debt if needed, even if the
timing may be disadvantageous in a recession scenario. S&P assumes
no asset sales in its base case forecast through 2023 because the
timing and transaction size of noncore asset sales are not easily
quantifiable.
These positive attributes are partly offset by some geographical
concentration in RLJ's portfolio, the cyclical nature of the
lodging industry and high revenue and earnings volatility
associated with hotel ownership.
S&P siad, "We believe RLJ's public financial policy commitment will
probably result in a reduction in leverage over the longer term.The
company has a publicly stated target to reduce leverage to 4x or
below. Although we anticipate leverage to be modestly higher than
its policy target through at least 2023, and the company may use
some moderate portion of its large cash balances to buy back
shares, pay out distributions, or complete hotel acquisitions (to
the extent not partially offset by asset sale or equity proceeds),
we believe RLJ will be motivated to reduce its leverage from
currently elevated levels.
"We include 100% of the perpetual preferred equity in our
calculation of adjusted debt.We typically assign no equity content
to preferred equity issued by a REIT or a similar tax-driven
ownership structure if the instrument includes a dividend stopper
that requires ordinary dividend payments must be stopped before the
preferred coupon can be deferred. In our view, the loss of
favorable tax treatment that would result from a failure to
distribute taxable income if the dividend stopper was triggered
would more than outweigh the cash flow benefit of any coupon
deferral. We believe this gives RLJ a strong incentive to avoid
coupon deferral on the preferred equity, or to redeem it before
deferring preferred coupons.
"The stable outlook reflects our expectation that a broad recovery
in group and business-transient travel volumes could cause RLJ's
measure of S&P Global Ratings-adjusted debt to EBITDA to improve
below our 6.5x downgrade threshold in 2022.
"We could raise the rating if the ongoing group and business
transient travel recovery drives improvement in RLJ's revenue,
EBITDA, and cash flow, such that it would sustain leverage below
5.5x. Additionally, an upgrade would be contingent on an
expectation that RLJ will make capital allocation decisions
consistent with maintaining leverage below 5.5x over the lodging
cycle.
"We could lower the rating if we no longer believed RLJ's revenue
and EBITDA could recover and enable the company to reduce and
sustain our measure of lease-adjusted debt to EBITDA below 6.5x, or
if it engaged in leveraging acquisitions without offsetting asset
sales or equity issuances such that it would sustain leverage above
the downgrade threshold."
ESG credit indicators: To E-2, S-3, G-2; from E-2, S-4, G-2
S&P said, "Social factors are now a moderately negative
consideration in our credit rating analysis of RLJ, reflecting the
company's RevPAR recovery during recent quarters. Still, the
company experienced and unprecedented decline in RevPAR due to the
pandemic. Although this was a rare and extreme disruption that
probably will not recur at the same magnitude, RLJ is unlikely to
recover to 2019 RevPAR until 2023. RLJ has exposure to densely
populated U.S. urban markets sensitive to health and safety
concerns and cater to business and group travel. It is therefore
likely to recover more slowly than the overall lodging industry. In
addition, RLJ's hotel ownership business model entails high
operating leverage and EBITDA sensitivity to revenue fluctuations.
Risk remains around regional health concerns, a slower recovery
among upscale and luxury hotels, and uncertainty over long-term
disruption to group and business travel."
Environmental, social, and governance (ESG) credit factors for this
change in credit rating/outlook and/or CreditWatch status:
-- Social - Health and safety
ROCKALL ENERGY: Parsley Energy Ex-CEO Bids $85 Mil. to Buy Assets
-----------------------------------------------------------------
Jeremy Hill of Bloomberg News reports that Formentera Partners has
bid $85 million for the assets of bankrupt oil and gas company
Rockall Energy Holdings, court papers show.
The cash purchase price is subject to adjustments, according to the
court papers. The driller needs bankruptcy court approval for the
sale to Formentera, the private equity firm co-founded by former
Parsley Energy LLC Chief Executive Officer Bryan Sheffield.
A hearing is scheduled for Wednesday, May 25, 2022.
About Rockall Energy Holdings
Rockall Energy Holdings, LLC is a mid-sized oil exploration and
production company. Rockall, which is based in Dallas, operates in
more than 100,000 net acres split among North Dakota, Mississippi
and Louisiana.
Rockall Energy and its affiliates sought Chapter 11 bankruptcy
protection (Bank. N.D. Tex. Lead Case No. 22-90000) on March 9,
2022. In the petition filed by David Mirkin, as chief financial
officer, Rockall Energy Holdings listed $100 million and $500
million in both assets and liabilities.
The cases are handled by Honorable Judge Mark X. Mullin.
The Debtors tapped Vinson & Elkins, LLP as legal counsel; Lazard
Freres & Co., LLC as investment banker; and Ankura Consulting
Group, LLC, as restructuring advisor. Stretto, Inc. is the claims
agent.
On March 18, 2022, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors. The committee tapped
Pachulski Stang Ziehl & Jones LLP as its counsel and Riveron RTS,
LLC, as financial advisor.
SALEM HARBOR POWER: Contractor Reaches Chapter 11 Discovery Deal
----------------------------------------------------------------
Rick Archer of Law360 reports that Massachusetts power plant Salem
Harbor Power Development told a Delaware bankruptcy judge Tuesday,
May 24, 2022, it will let a contractor take discovery into whether
it has claims against managers or shareholders for the events
leading to the contractor's $237 million arbitration award.
At a brief virtual hearing, counsel for Salem Harbor told U. S.
Bankruptcy Judge Mary F. Walrath that it and its equity owners had
reached a deal to drop their objections to a request by Iberdrola
Energy Projects Inc. to take discovery into whether Salem Harbor
has claims stemming from the contract termination that led to
Iberdrola's arbitration award.
About Footprint Power Salem Harbor Development LP
Salem Harbor Power Development LP, f/k/a Footprint Power Salem
Harbor Development LP (DevCo), owns and operates a 674 MW natural
gas-fired combined-cycle electric power plant located in Salem,
Massachusetts. The Facility, located along Salem Harbor, is a more
efficient and environmentally responsible replacement of a previous
coal-fired power plant located at the same site.
Salem Harbor Power Development LP, f/k/a Footprint Power Salem
Harbor Development LP (DevCo), and its debtor-affiliates sought
protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D.
Del. Lead Case No. 22-10239) on March 23, 2022. In the petition
signed by John R. Castellano, chief restructuring officer, Devco
disclosed up to $1 billion in both assets and liabilities. DevCo
is the only Debtor with business operations. Other than DevCo,
each Debtor's assets consist solely of its membership or
partnership interests, as applicable, in its subsidiaries.
Paul, Weiss, Rifkind, Wharton and Garrison LLP and Young Conaway
Stargatt and Taylor, LLP represent the Debtor as counsel,
Alixpartners as financial advisor, Prime Clerk LLC as claims,
noticing, solicitation and administrative agent, Houlihan Lokey
Capital, Inc. as investment banker.
MUFG Union Bank, N.A., as agent to the prepetition lenders,
retained Mayer Brown LLP, as primary counsel; Potter Anderson &
Corroon LLP, as Delaware counsel; Goodwin Procter LLP, as
Massachusetts counsel; and PJT Partners LP, as financial advisor.
SB MILLLTOWN: Case Summary & 14 Unsecured Creditors
---------------------------------------------------
Debtor: SB Milltown Industrial Realty Holdings, LLC
237 South Street
Morristown, NJ 07960
Business Description: The Debtor is primarily engaged in renting
and leasing real estate properties.
Chapter 11 Petition Date: May 25, 2022
Court: United States Bankruptcy Court
District of New Jersey
Case No.: 22-14233
Debtor's Counsel: Morris S. Bauer, Esq.
DUANE MORRIS LLP, A Delaware Limited
Liability Partnership
One Riverfront Plaza
1037 Raymond Blvd., Suite 1800
Newark, NJ 07102
Tel: 973-424-2000
E-mail: msbauer@duanemorris.com
Estimated Assets: $10 million to $50 million
Estimated Liabilities: $10 million to $50 million
The petition was signed by Lawrence S. Berger as manager.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/DTWJR3Y/SB_Milltown_Industrial_Realty__njbke-22-14233__0001.0.pdf?mcid=tGE4TAMA
List of Debtor's 14 Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
1. All American Landscape $392
135 North Lehigh Avenue
Cranford, NJ 07016
2. Art Levy Associates $350
18 Dexter Drive
South
Basking Ridge, NJ 07920
3. Avalanche Snow $7,213
13 Carriage Way
Millstone Township, NJ
08510
4. Avon Roof Services $259
c/o Jerry Kotler
44 Standish Avenue
West Orange, NJ 07052
5. BJR Development $234,545
13 Applegate Street
Red Bank, NJ 07701
6. Bussel Realty $3,333
2 Ethel Road
Suite 202A
Edison, NJ 08817
7. Petillo Enterprises $117,549
47 Dell Avenue
Kenvil, NJ 07847
8. Pinilis-Halpern, LLC $1,721
160 Morris Street
Morristown, NJ 07960
9. Robinowitz Lubetkin & Tully $198,000
Attn: Jay L. Lubetkin, Esq.
293 Eisenhower Parkway
Suite 100
Livingston, NJ 07039
10. Rasmussen Construction $17,197
P.O. Box 4174
Middletown, NJ 07748
11. Ritter & Plante $9,700
Associates, LLC
4220 Main Street
Philadelphia, PA 19127
12. Snow Removal Specialists $1,342
c/o Berger & Bornstein
237 South Street
Morristown, NJ 07960
13. The Pavese Group, P.A. $953
60 Washington Street
Clark, NJ 07066
14. Verizon $42
P.O. Box 4833
Trenton, NJ 08650
SKINNICITY INC: Seeks to Hire RHM Law as Bankruptcy Counsel
-----------------------------------------------------------
Skinnicity Inc., a Professional Nursing Corp. seeks approval from
the U.S. Bankruptcy Court for the Central District of California to
employ RHM Law, LLP to serve as legal counsel in its Chapter 11
case.
The firm's services include:
a. assisting the Debtor in complying with the requirements of
the Office of the U.S. Trustee;
b. advising the Debtor regarding matters of bankruptcy law,
including the rights and remedies of the Debtor with respect to its
assets and the claims of its creditors;
c. providing legal advice regarding cash collateral matters;
d. conducting examinations of witnesses, claimants or adverse
parties, and assisting in the preparation of reports, accounts and
pleadings;
e. advising the Debtor concerning the requirements of the
Bankruptcy Code and applicable rules;
f. assisting in the negotiation, formulation, confirmation and
implementation of a Chapter 11 plan of reorganization; and
g. appearing before the bankruptcy court on behalf of the Debtor
and performing other necessary legal services.
RHM Law will be paid based upon its normal and usual hourly billing
rates and will be reimbursed for out-of-pocket expenses incurred.
The firm received from the Debtor a retainer of $13,738.
Roksana Moradi-Brovia, Esq., a partner at RHM Law, 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:
Roksana D. Moradi-Brovia, Esq.
Matthew D. Resnik, Esq.
RHM LAW LLP
17609 Ventura Blvd., Suite 314
Encino, CA 91316
Tel: (818) 285-0100
Fax: (818) 855-7013
Email: roksana@RHMFirm.com
matt@RHMFirm.com
About Skinnicity Inc.
Skinnicity Inc., A Professional Nursing Corp., filed a petition
under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. C.D.
Calif. Case No. 22-12306) on April 25, 2022, listing as much as $1
million in both assets and liabilities. Gregory Kent Jones serves
as Subchapter V trustee.
Judge Julia W. Brand oversees the case.
The Debtor is represented by Roksana D. Moradi-Brovia, Esq., and
Matthew D. Resnik, Esq., at RHM Law, LLP.
SPRINGFIELD MEDICAL: Emerges From Bankruptcy as North Star
----------------------------------------------------------
Valley News reports that Springfield health system, Springfield
Medical Care Systems, emerges from bankruptcy as North Star
Health.
The name change for the Springfield-based federally qualified
health center comes after the organization exited Chapter 11
bankruptcy and split from Springfield Hospital in late 2020.
The "North Star" name aims to emphasize the way the organization's
care teams work to help patients "identify their health-related
priorities," by helping them reduce stress, sleep better or eat
healthier, the release said. Making such lifestyle changes can
reduce the risk of diabetes or hypertension, for example. Regular
screenings for cancer, vaccinations and annual wellness checks are
other preventive measures North Star clinicians provide.
"We have many patients tell us about what they want to change in
their lives, and who see us as their guide and companion in that
effort," CEO Josh Dufresne said in the release. "Staff remarked how
we can be like the North Star. Just as the North Star serves as a
guiding light, our care teams meet each person where they're at and
help them reach their health and wellness goals."
The name change also "embraces the wider scope and diversity of the
many communities served by the (federally qualified health center)
across two states," officials said in the release.
The organization includes Charlestown Health Center; Chester Dental
Center; Ludlow Health Center; Ludlow Dental Center; Mountain Valley
Health Center in Londonderry.; North Star Vision (formerly Lane Eye
Associates) in Springfield; Rockingham Health Center, and
Springfield Health Center. It also provides services onsite at four
schools and the Edgar May Recreation Center in Springfield.
The organization then known as Springfield Medical Care Systems and
the related Springfield Hospital first entered bankruptcy in June
2019, following several years of operating losses. Those losses
eventually led to an accumulation of a total of about $20 million
in debt.
Though the organizations separated as part of Chapter 11
restructuring, which was enabled by $6 million in exit funding from
the state of Vermont, they continue to share some services through
what Sunday's, May 22, 2022, news release called a "collaborative
arrangement that supports a robust continuum of care for
patients."
Though the organization’s name has changed, the people running it
have not.
"Our ownership, board of directors and organization have not
changed and our locations, providers and services remain the same,"
Bob Flint, chairman of North Star Health's board, said in the
release.
The transition to North Star Health will be phased in over the
course of a year, beginning with the launch of a new website and
online materials, and followed by updated signs over the coming
months.
The launch of North Star’s new brand comes just about a month
after Lebanon-based Dartmouth Health announced a new name and logo,
which DH aims to use to increase name recognition in the southern
part of New Hampshire.
About Springfield Medical Care Systems
Springfield Medical Care Systems -- https://springfieldmed.org/ --
is a 501(c) non-profit corporation, founded in 2009, as the parent
corporation to its nine-site federally-qualified community health
center network and Springfield Hospital. The Company's healthcare
system integrates primary care, behavioral health, dental, vision,
and hospital care with a broad network of community-based
services.
Springfield Medical Care Systems filed a Chapter 11 bankruptcy
petition (Bankr. D. Vt. Case No. 19-10285) on June 26, 2019.
Springfield Medical estimated $1 million to $10 million in assets
and $10 million to $50 million in liabilities. The Debtor hired
Bernstein Shur Sawyer & Nelson, P.A., as counsel.
About Springfield Hospital
Springfield Hospital, Inc., is a not-for-profit, critical access
hospital located in Springfield, Vermont. As part of Springfield
Medical Care Systems' integrated system of care, including a
network of ten federally qualified community health center sites,
Springfield Hospital serves communities in southeastern Vermont and
southwestern New Hampshire.
Springfield Hospital, Inc., sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. D. Vermont Case No. 19-10283) on June
26, 2019. At the time of the filing, Debtor had estimated $10
million to $50 million in assets and liabilities. The Hon. Colleen
A. Brown oversees the case. Murray, Plumb & Murray is the Debtor's
legal counsel.
STEREOTAXIS INC: All Four Proposals Passed at Annual Meeting
------------------------------------------------------------
Stereotaxis, Inc. held its Annual Meeting of Shareholders at which
the stockholders:
(1) elected Nathan Fischel and Ross Levin as Class III directors
to serve until the Company's 2025 annual meeting;
(2) ratified the appointment of Ernst & Young LLP as the
Company's independent registered public accounting firm for fiscal
year 2022;
(3) approved the Stereotaxis, Inc. 2022 Stock Incentive Plan;
and
(4) approved the Stereotaxis, Inc. 2022 Employee Stock Purchase
Plan.
About Stereotaxis
Based in St. Louis, Missouri, Stereotaxis, Inc. --
http://www.stereotaxis.com-- designs, manufactures and markets an
advanced robotic magnetic navigation system for use in a hospital's
interventional surgical suite, or "interventional lab", that the
Company believes revolutionizes the treatment of arrhythmias by
enabling enhanced safety, efficiency, and efficacy for
catheter-based, or interventional, procedures. The Company's
primary products include the Genesis RMN System, the Odyssey
Solution, and related devices. The Company also offers to its
customers the Stereotaxis Imaging Model S x-ray System.
Stereotaxis reported a net loss of $10.72 million for the year
ended Dec. 31, 2021, a net loss of $6.65 million for the year ended
Dec. 31, 2020, and a net loss of $4.59 million for the year ended
Dec. 31, 2019. As of March 31, 2022, the Company had $57.43
million in total assets, $19.52 million in total liabilities, $5.58
million in series A - convertible preferred stock, and $32.32
million in total stockholders' equity.
SUN PACIFIC: Incurs $41K Net Loss in First Quarter
--------------------------------------------------
Sun Pacific Holding Corp filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q disclosing a net loss
of $41,023 on $98,452 of revenues for the three months ended March
31, 2022, compared to a net loss of $587,802 on $29,110 of revenues
for the three months ended March 31, 2021.
As of March 31, 2022, the Company had $283,623 in total assets,
$3.21 million in total liabilities, and a total stockholders'
deficit of $2.92 million.
As of March 31, 2022, the Company had a working capital deficit of
approximately $2,985,198. The Company intends to seek additional
financing for its working capital, in the form of equity or debt,
to provide it with the necessary capital to accomplish our plan of
operation. There can be no assurance that it will be successful in
our efforts to raise additional capital.
During the three months ended March 31, 2022, the Company generated
$30,623 of cash in operating activities driven materially from its
operating loss offset by collections of receivables and non-cash
expenses. During the three months ended March 31, 2021, the
Company generated $14,002 of cash in operating activities driven
materially from its operating loss offset by non-cash expenses.
During the three months ended March 31, 2021, the Company used
$285,940 for the buildout of the new facility, which was
discontinued in the same quarter.
During the three months ended March 31, 2021, the Company received
approximately $300,000 from financing proceeds driven materially
from the proceeds of the issuance of convertible debt.
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1343465/000149315222013939/form10-q.htm
About Sun Pacific
Headquartered in Manalapan NJ, Sun Pacific Holding Corp --
http://www.sunpacificholding.com-- offers "Next Generation" solar
panel and lighting products by working closely with design,
engineering, integration and installation firms in order to deliver
turnkey solar and other energy efficient solutions. It provides
solar bus stops, solar trashcans and "street kiosks" that utilize
advertising offerings that provide State and local municipalities
with costs efficient solutions. The Company provides general,
electrical, and plumbing contracting services to a range of both
public and commercials customers in support of its goals of
expanding its green energy market reach.
As of Dec. 31, 2021, the Company had $286,705 in total assets,
$3.17 million in total liabilities, and a total stockholders'
deficit of $2.88 million.
Dallas, Texas-based Turner, Stone & Company, L.L.P., the Company's
auditor since 2017, issued a "going concern" qualification in its
report dated April 15, 2022, citing that the Company has suffered
recurring losses from operations since inception and has a
significant working capital deficiency, both of which raise
substantial doubt about its ability to continue as a going concern.
TRINSEO PLC: Moody's Affirms 'Ba3' CFR & Alters Outlook to Stable
-----------------------------------------------------------------
Moody's Investors Service affirmed the Ba3 Corporate Family Rating
rating of Trinseo PLC ("Trinseo") and changed its outlook to stable
from negative. The senior unsecured notes and senior secured bank
credit facility ratings for Trinseo's subsidiary, Trinseo Materials
Operating S.C.A., were also affirmed. After the acquisitions of
Akema's PMMA and Aristech's Surfaces businesses and despite
substantial raw material cost inflation, the company has returned
metrics to levels that support the current rating and make a
downgrade unlikely over the 12-18 months. Trinseo's speculative
grade liquidity rating remains unchanged at SGL-1.
"While Trinseo still faces challenges from increasing raw material
costs and the potential for slowing demand in Europe, they should
still generate more than $600 million in EBITDA in 2022, which
would result in credit metrics at the low end of the range for the
Ba3 rating," stated John Rogers Senior Vice President and Moody's
lead analyst on Trinseo.
Affirmations:
Issuer: Trinseo PLC
Corporate Family Rating, Affirmed Ba3
Probability of Default Rating, Affirmed Ba3-PD
Issuer: Trinseo Materials Operating S.C.A.
Senior Secured Bank Credit Facility, Affirmed Ba2 to (LGD2) from
(LGD3)
Senior Unsecured Regular Bond/Debenture, Affirmed B2 (LGD5)
Outlook Actions:
Issuer: Trinseo Materials Operating S.C.A.
Outlook, Changed To Stable From Negative
Issuer: Trinseo PLC
Outlook, Changed To Stable From Negative
RATINGS RATIONALE
Trinseo's Ba3 CFR reflects its size in terms of revenue and assets,
sustainable or leading market positions in each of its businesses,
good free cash flow generation and an experienced management team
with a track record of relatively conservative financial behavior.
The rating has been tempered by acquisitions that have more than
doubled balance sheet debt over the past year and the volatility in
the Styrenics business (styrene and polystyrene), which management
plans to divest in 2022. Despite turbulent first quarter market
conditions with significant increases in raw material costs, EBITDA
came in on track with the revised full year forecast. Furthermore,
the affirmation of the Ba3 CFR assumes that management will pay
down enough debt after the divestiture of the Styrenics business to
avoid weakening credit metrics on a pro forma basis.
Credit metrics are at the low end of the range for the rating with
leverage at 4.1x as of March 31, 2022 and Retained Cash Flow to
Debt ("RCF/Debt") of 13%. Net debt metrics are stronger given the
company's elevated cash balance of $450 million at 3.4x and 17%,
respectively. Given the difficult geopolitical landscape and the
potential weakening of the overall economy, especially in Europe,
Moody's expects leverage to remain close to but below 4x in in 2022
and RCF/Debt in the mid-teens. A large portion of the company's
Styrenics business, excluding the Americas Styrenics joint venture,
is in Europe. Given the fallout from Russia's invasion of Ukraine,
Moody's believes that the divestiture process could take longer
than expected or not generate the value management expects. Moody's
forecast assumes that any divestiture does not occur until 2023.
After the divestiture, Trinseo would have a smaller, but more
stable, business and financial profile, which would be a positive
for the credit. However, this portfolio of specialty businesses
will still be subject to some margin volatility when there are
large swings in feedstock prices, primarily propylene, methyl
methacrylate, butadiene and specific aromatic compounds.
Trinseo's integration of the businesses acquired in 2021 is
proceeding as expected and synergies should be more evident in the
second half of 2022. Profitability of the Engineered Materials
segment appears to be holding up well, given the unusual increases
in raw material prices. First quarter results demonstrate that
there have been no meaningful delays in passing through price
increases. PMMA markets are very tight in US with strong demand and
limited imports. In Europe PMMA is more readily available given the
slowdown in auto production and potential economic weakening, but
price increases have still been going through.
Trinseo's large cash balance of roughly $450 million and almost
full availability under its revolver and accounts receivable
securitization facility provides excellent liquidity and supports
the SGL-1 rating. The $375 million revolver due May 2026 had less
than $6 million of outstanding letters of credit and the $150
million A/R securitization facility due November 2024 has full
availability. The company has a springing covenant in its revolver
which requires the company to maintain a pro forma first lien net
leverage ratio of less than 3.5x if greater than 30% is drawn. The
company is likely to have no difficulty meeting this covenant over
the next 12-18 months, assuming they do not enter into any more
sizable acquisitions.
The stable outlook assumes that the company avoids any meaningful
debt financed acquisitions and that management will pay down a
proportional amount of debt when the divestiture of the Styrenics
business is completed.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
An upgrade is unlikely given the magnitude of debt reduction needed
and the ongoing portfolio restructuring. However, after the Company
completes both the debt reduction and portfolio changes, their CFR
could be upgraded if leverage remain consistently below 3.0x and
Retained Cash Flow/Debt rise closer to 20% on a sustained basis. A
downgrade is unlikely at the current time as credit metrics have
improved to levels that support the Ba3 rating and given the
company's large cash balance. The CFR could be downgraded if
leverage rises above 4.0x and Retained Cash Flow/Debt falls below
10% on a consistent basis.
ESG CONSIDERATIONS
Environmental, social and governance (ESG) factors are important
considerations in Trinseo's credit quality but are not drivers of
this rating action. The company is exposed to environmental and
social risks typical for a large, diversified chemical company. The
company has below average exposure to environmental liabilities as
they have an indemnification on all liabilities prior to the
carve-out from Dow in 2010. Also, the divestiture of the Styrenics
business should significantly reduce the company's emissions and
water usage. The sale of the Styrenics business will also reduce
Trinseo's social risk profile as it will virtually eliminate its
exposure to consumer or packaging applications, which are expected
to be subject to increased regulatory risk on virgin resin
production and increased consumer demand for the use of recycled
resins in consumer applications. Trinseo's governance-related risks
are lower than average as it has an independent board of directors,
detailed reporting requirements typical for a publicly traded
company and management has a track record of support for a
relatively conservative amount of balance sheet debt for a high
yield company.
The principal methodology used in these ratings was Chemical
Industry published in March 2019.
Trinseo PLC. is the world's largest producer of styrene butadiene
(SB) latex, the third largest global producer of polystyrene and a
sizable producer of PMMA, polycarbonate and ABS resins and
compounded engineered polymer blends. The company plans on
divesting its Styrenics operations. After the planned restructuring
Trinseo's revenue is expected to be in the range of $3.5 to $4.0
billion depending on petrochemical feedstock prices.
VANTAGE DRILLING: Incurs $14.2 Million Net Loss in First Quarter
----------------------------------------------------------------
Vantage Drilling International filed with the Securities and
Exchange Commission its Quarterly Report on Form 10-Q disclosing a
net loss of $14.19 million on $58.33 million of total revenue for
the three months ended March 31, 2022, compared to a net loss of
$35.99 million on $20.17 million of total revenue for the three
months ended March 31, 2021.
As of March 31, 2022, the Company had $719.91 million in total
assets, $104.51 million in total current liabilities, $347.27
million in long-term debt (net of discount and financing costs),
$16.50 million in other long-term liabilities, and $251.62 million
in total equity.
Vantage Drilling said "The prolonged low price environment caused
by the spread of COVID-19, the resulting decline in global economic
activity and the oil price and market share volatility began to
reduce our liquidity and capital resources in the second quarter of
2020 through 2021, a trend which extended into the first quarter of
2022 and could extend further into 2022 and beyond. Such events
have had significant adverse consequences for general financial,
business and economic conditions, as well as for the financial,
business and economic position of our business and the business of
our customers and suppliers, and may adversely impact our ability
to derive cash flows from our operations and access capital funding
from third parties in the future.
"We experienced, and could experience further delays in the
collection of certain accounts receivables due to logistical
obstacles resulting from the COVID-19 pandemic, such as office
closures, as well as other impacts to our long-term liquidity.
Governmental measures, such as widespread lock downs, nightly
curfews , territorial entry restrictions and mandates, could impact
our ability to operate in locations where such restrictions and
requirements are in place, including those locations where we
derive material revenue. During these uncertain times, we have
sought, and continue to seek, measures to reduce our operating
costs and preserve cash. We could implement further cost reduction
measures (in addition to those previously put in place in 2020 and
maintained through the Current Period) and alter our general
financial strategy in the near- and long-term."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1465872/000095017022010107/ck0001465872-20220331.htm
About Vantage
Vantage, a Cayman Islands exempted company, is an offshore drilling
contractor, with a fleet of two ultra-deepwater drillships, and
five premium jackup drilling rigs. Vantage's primary business is
to contract drilling units, related equipment and work crews
primarily on a dayrate basis to drill oil and natural gas wells
globally for major, national and independent oil and gas companies.
Vantage also markets, operates and provides management services in
respect of, drilling units owned by others.
Vantage Drilling reported a net loss of $110.25 million for the
year ended Dec. 31, 2021, compared to a net loss of $276.76 million
for the year ended Dec. 31, 2020.
* * *
As reported by the TCR on May 9, 2022, S&P Global Ratings affirmed
its 'CCC' issuer credit rating on Vantage Drilling International.
S&P said the 'CCC' rating reflects the refinancing risk related to
the company's $350 million senior secured notes due November 2023.
VOP-PAL.COM: Incurs $462K Net Loss in Second Quarter
----------------------------------------------------
VoIP-PAL.COM Inc. filed with the Securities and Exchange Commission
its Quarterly Report on Form 10-Q disclosing a loss and
comprehensive loss of $461,733 for the three months ended March 31,
2022, compared to a loss and comprehensive loss of $337,382 for the
three months ended March 31, 2021.
For the six months ended March 31, 2022, the Company reported a
loss and comprehensive loss of $763,273 compared to a loss and
comprehensive loss of $687,339 for the same period during the prior
year.
As of March 31, 2022, the Company had $537,285 in total assets,
$181,288 in total liabilities, and $355,997 in total stockholders'
equity.
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1410738/000149315222013596/form10-q.htm
About VOIP-PAL.com
Since March 2004, VOIP-PAL.com has developed technology and patents
related to Voice-over-Internet Protocol (VoIP) processes. All
business activities prior to March 2004 have been abandoned and
written off to deficit. The Company operates in one reportable
segment being the acquisition and development of VoIP-related
intellectual property including patents and technology.
VOIP-PAL.com reported a loss and comprehensive loss of $2.16
million for the year ended Sept. 30, 2021, compared to a loss and
comprehensive loss of $2.34 million for the year ended Sept. 30,
2020. As of Sept. 30, 2021, the Company had $700,519 in total
assets, $181,599 in total liabilities, and $518,920 in
stockholders' equity.
Vancouver, Canada-based Davidson & Company LLP, the Company's
auditor since 2015, issued a "going concern" qualification in its
report dated Dec. 14, 2021, 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.
WEINSTEIN CO: Yucaipa Hiding Docs in Sale Row, Says Lantern
-----------------------------------------------------------
Craig Clough of Law360 reports that Lantern Asset Management's
attorney complained to a California judge Tuesday, May 24, 2022,
that investor Ron Burkle's Yucaipa Companies is hiding financial
documents requested while defending against Yucaipa's lawsuit over
Lantern's purchase of The Weinstein Co.'s assets and is unwilling
to go under oath about them, which he called "a big red flag."
During a hearing held by Los Angeles Superior Judge Steven J.
Kleifield, Lantern attorney Joseph C. Sarles of Quinn Emanuel
Urquhart & Sullivan LLP suggested Yucaipa is taking a disingenuous
stance in the lawsuit where it is seeking millions in damages from
the $289 million purchase.
About The Weinstein Company
The Weinstein Company (TWC) -- http://www.WeinsteinCo.com/-- was a
multimedia production and distribution company launched in 2005 in
New York by Bob and Harvey Weinstein, the brothers who founded
Miramax Films in 1979. TWC also encompasses Dimension Films, the
genre label founded in 1993 by Bob Weinstein. During Harvey and
Bob's tenure at Miramax and TWC, they have received 341 Oscar
nominations and won 81 Academy Awards.
TWC dismissed Harvey Weinstein in October 2017, after dozens of
women came forward to accuse him of sexual harassment, assault or
rape.
The Weinstein Company Holdings LLC and 54 affiliates sought Chapter
11 protection (Bankr. D. Del. Lead Case No. 18-10601) on March 19,
2018, after reaching a deal to sell all assets to Lantern Asset
Management for $310 million.
The Weinstein Company Holdings estimated $500 million to $1 billion
in assets and $500 million to $1 billion in liabilities.
The Hon. Mary F. Walrath served as the case judge.
Cravath, Swaine & Moore LLP acted as the Debtors' bankruptcy
counsel, with the engagement led by Paul H. Zumbro, George E.
Zobitz, and Karin A. DeMasi, in New York.
Richards, Layton & Finger, P.A., served as the local counsel, with
the engagement headed by Mark D. Collins, Paul N. Heath, Zachary I.
Shapiro, Brett M. Haywood, and David T. Queroli, in Wilmington,
Delaware.
The Debtors also tapped FTI Consulting, Inc., as restructuring
advisor; Moelis & Company LLC as investment banker; and Epiq
Bankruptcy Solutions, LLC as claims and noticing agent.
The official committee of unsecured creditors retained Pachulski
Stang Ziehl & Jones, LLP as its legal counsel, and Berkeley
Research Group, LLC, as its financial advisor.
Renamed TWC Liquidation Trust, LLC, following the asset sale, the
Debtors obtained confirmation of their bankruptcy plan on January
26, 2021.
YUNHONG CTI: Incurs $21K Net Loss in First Quarter
--------------------------------------------------
Yunhong CTI Ltd. filed with the Securities and Exchange Commission
its Quarterly Report on Form 10-Q disclosing a net loss of $21,000
on $5.80 million of net sales for the three months ended March 31,
2022, compared to a net loss of $381,000 on $6.60 million of net
sales for the three months ended March 31, 2021.
As of March 31, 2022, the Company had $18.26 million in total
assets, $14.20 million in total liabilities, and $4.06 million in
total shareholders' equity.
The Company has a cumulative net loss from inception to March 31,
2022 of approximately $23 million. The Company said its cash
resources from operations may be insufficient to meet its
anticipated needs during the next twelve months. If the Company
does not execute its plan, it may require additional financing to
fund its future planned operations.
Yunhong CTI said "The ability of the Company to continue as a going
concern is dependent on the Company obtaining adequate capital to
fund operating losses. Management's plans to continue as a going
concern include raising additional capital through sales of equity
securities and borrowing, continuing to focus our Company on the
most profitable elements, and exploring alternative funding sources
on an as needed basis. However, management cannot provide any
assurances that the Company will be successful in accomplishing any
of its plans. The COVID-19 pandemic, supply chain challenges, and
inflationary pressures have impacted the Company's business
operations to some extent and is expected to continue to do so and,
these impacts may include reduced access to capital. The ability
of the Company to continue as a going concern may be dependent upon
its ability to successfully secure other sources of financing and
attain profitable operations. There is substantial doubt about the
ability of the Company to continue as a going concern for one year
from the issuance of the accompanying consolidated financial
statements."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1042187/000143774922012685/ctib20220331_10q.htm
About Yunhong CTI
Lake Barrington, Illinois-based Yunhong CTI Ltd. --
www.ctiindustries.com -- develops, produces, distributes and sells
a number of consumer products throughout the United States and in
over 30 other countries, and it produces film products for
commercial and industrial uses in the United States. Many of the
Company's products utilize flexible films and, for a number of
years, it has been a leading developer of innovative products which
employ flexible films including novelty balloons, pouches and films
for commercial packaging applications.
Yunhong CTI reported a net loss of $7.55 million for the 12 months
ended Dec. 31, 2021, a net loss of $4.29 million for the 12 months
ended Dec. 31, 2020, and a net loss of $8.07 million for the 12
months ended Dec. 31, 2019.
New York, NY-based RBSM LLP, the Company's auditor since 2019,
issued a "going concern" qualification in its report dated April
15, 2022, citing that the Company has suffered recurring losses
from operations and will require additional capital to continue as
a going concern. This raises substantial doubt about the Company's
ability to continue as a going concern.
ZOHAR FUNDS: Bank's $45 Mil. Suit vs. Tilton Will Go to Jury
------------------------------------------------------------
Rachel Scharf of Law360 reports that a German bank's $45 million
fraud suit against Lynn Tilton and her investment fund will go
before a jury in July 2022, after a Manhattan state judge on
Monday, May 23, 2022, rejected the bank's bid to pivot to a bench
trial because of a spike in coronavirus cases.
During an in-person hearing before New York Supreme Court Justice
Joel M. Cohen, counsel for Norddeutsche Landesbank Girozentrale, or
Nord/LB, said the BA. 2 omicron subvariant of COVID-19 could upend
a jury trial in its long-running litigation against distressed debt
mogul Tilton and her Patriarch Partners companies.
About the Zohar Funds
New York-based Patriarch Partners, LLC, is a private equity firm
specializing in acquisition, buyouts, and turnaround investment in
distressed American companies and brands. Patriarch Partners was
founded by Lynn Tilton in 2000. Lynn Tilton and her affiliates held
substantial equity stakes in portfolio companies, which include
iconic American manufacturing companies with tens of thousands of
employees.
The Zohar funds were created to raise money through selling a form
of notes called collateralized loan obligations to investors that
was then used to extend loans to dozens of distressed mid-size
companies, often in connection with the acquisition of those
companies out of bankruptcy.
Patriarch bought "distressed" companies via funding from a series
of collateralized loan obligations (CLOs) marketed through
Patriarch via its $2.5 billion "Zohar" funds. Tilton placed the
funds into bankruptcy in 2018 in an attempt to keep Patriarch's
portfolio from being liquidated by Zohar creditors including bond
insurer MBIA, which insured $1 billion worth of Zohar notes.
Combined debt of the funds is estimated at $1.7 billion.
Zohar CDO 2003-1, Zohar CDO 2003-1 Corp., Zohar II 2005-1, Limited,
Zohar II 2005-1 Corp., Zohar III, Limited, and Zohar III, Corp.
(collectively, the "Zohar Funds"), sought protection under Chapter
11 of the Bankruptcy Code (Bankr. D. Del. Case Nos. 18-10512 to
18-10517) on March 11, 2018. In the petition signed by Lynn Tilton,
director, the Debtors were estimated to have $1 billion to $10
billion in assets and $500 million to $1 billion in liabilities.
Young Conaway Stargatt & Taylor, LLP, is the Debtors' bankruptcy
counsel.
[^] Recent Small-Dollar & Individual Chapter 11 Filings
-------------------------------------------------------
In re Telmo Guillermo Ortiz
Bankr. E.D.N.Y. Case No. 22-41060
Chapter 11 Petition filed May 16, 2022
represented by: Alla Kachan, Esq.
In re Alarbesh / Fernandez LLC
Bankr. N.D. Cal. Case No. 22-40472
Chapter 11 Petition filed May 17, 2022
See
https://www.pacermonitor.com/view/GEW6VLA/Alarbesh__Fernandez_LLC__canbke-22-40472__0001.0.pdf?mcid=tGE4TAMA
Filed Pro Se
In re RR Builders 2018 LLC
Bankr. S.D. Fla. Case No. 22-13890
Chapter 11 Petition filed May 17, 2022
See
https://www.pacermonitor.com/view/6RYL2SQ/RR_Builders_2018_LLC__flsbke-22-13890__0001.0.pdf?mcid=tGE4TAMA
Filed Pro Se
In re Gezim Agolli
Bankr. N.D. Ga. Case No. 22-53776
Chapter 11 Petition filed May 17, 2022
represented by: Paul Marr, Esq.
In re Allen & Handy Investments LLC
Bankr. D. Mass. Case No. 22-10681
Chapter 11 Petition filed May 17, 2022
See
https://www.pacermonitor.com/view/ZBRYZVY/Allen__Handy_Investments_LLC__mabke-22-10681__0001.0.pdf?mcid=tGE4TAMA
represented by: Michael Van Dam, Esq.
VAN DAM LAW LLP
E-mail: mvandam@vandamlawllp.com
In re Jose Ricardo Tapia and Roberta E. Tapia
Bankr. D. Nev. Case No. 22-50268
Chapter 11 Petition filed May 17, 2022
represented by: Kevin A. Darby, Esq.
In re Jordan Restaurant Group, Inc.
Bankr. M.D. Fla. Case No. 22-01995
Chapter 11 Petition filed May 18, 2022
See
https://www.pacermonitor.com/view/F4SMSWI/Jordan_Restaurant_Group_Inc__flmbke-22-01995__0001.0.pdf?mcid=tGE4TAMA
represented by: Ronald Cutler, Esq.
RONALD CUTLER P.A.
E-mail: thelawoffice@ronaldcutlerpa.com
In re 4 Raven Court Corp
Bankr. S.D.N.Y. Case No. 22-22279
Chapter 11 Petition filed May 18, 2022
See
https://www.pacermonitor.com/view/LVPT6LA/4_Raven_Court_Corp__nysbke-22-22279__0001.0.pdf?mcid=tGE4TAMA
Filed Pro Se
In re Laura Marcela Pignataro
Bankr. S.D.N.Y. Case No. 22-22276
Chapter 11 Petition filed May 18, 2022
represented by: Anne Penachio, Esq.
In re The Crystal Spoon Corp.
Bankr. S.D.N.Y. Case No. 22-22277
Chapter 11 Petition filed May 18, 2022
See
https://www.pacermonitor.com/view/52CK5OI/The_Crystal_Spoon_Corp__nysbke-22-22277__0001.0.pdf?mcid=tGE4TAMA
represented by: Anne Penachio, Esq.
PENACHIO MALARA, LLP
E-mail: frank@pmlawllp.com
In re Julie Ann Buhler
Bankr. M.D. Tenn. Case No. 22-01593
Chapter 11 Petition filed May 18, 2022
represented by: Steven Lefkovitz, Esq.
In re Juan Ramon Correa
Bankr. W.D. Tex. Case No. 22-50530
Chapter 11 Petition filed May 18, 2022
represented by: William Davis, Esq.
LANGLEY & BANACK, INC.
E-mail: wrdavis@langleybanack.com
In re Juan Rodolfo Canales Velasco
Bankr. S.D. Fla. Case No. 22-13954
Chapter 11 Petition filed May 19, 2022
represented by: Jacqueline Calderin, Esq.
In re Affordable Housing Foundation Inc.
Bankr. D. Md. Case No. 22-12693
Chapter 11 Petition filed May 19, 2022
See
https://www.pacermonitor.com/view/HVYKQ7Q/Affordable_Housing_Foundation__mdbke-22-12693__0001.0.pdf?mcid=tGE4TAMA
Filed Pro Se
In re First Coast Entergy MS LLC
Bankr. S.D. Miss. Case No. 22-00961
Chapter 11 Petition filed May 19, 2022
See
https://www.pacermonitor.com/view/S766KVQ/First_Coast_Entergy_MS_LLC__mssbke-22-00961__0001.0.pdf?mcid=tGE4TAMA
represented by: Eileen N. Shaffer, Esq.
ATTORNEY AT LAW
E-mail: eshaffer@eshaffer-law.com
In re 46 Eckert Dr LLC
Bankr. D.N.J. Case No. 22-14059
Chapter 11 Petition filed May 19, 2022
See
https://www.pacermonitor.com/view/RUUBM7A/46_Eckert_Dr_LLC__njbke-22-14059__0001.0.pdf?mcid=tGE4TAMA
represented by: Donald F. Campbell, Jr., Esq.
GIORDANO, HALLERAN & CIESLA, P.C.
E-mail: dcampbell@ghclaw.com
In re CKI, LLC
Bankr. S.D.N.Y. Case No. 22-35339
Chapter 11 Petition filed May 19, 2022
See
https://www.pacermonitor.com/view/NZWC6TY/CKI_LLC__nysbke-22-35339__0001.0.pdf?mcid=tGE4TAMA
represented by: Michael D. Pinsky, Esq.
LAW OFFICE OF MICHAEL D. PINSKY, P.C.
E-mail: michael.d.pinsky@gmail.com
In re Gabrielle Salman
Bankr. S.D.N.Y. Case No. 22-22285
Chapter 11 Petition filed May 19, 2022
represented by: Julie Curley, Esq.
In re Waldridge Property Holdings LLC
Bankr. M.D.N.C. Case No. 22-10254
Chapter 11 Petition filed May 19, 2022
See
https://www.pacermonitor.com/view/AC3HGCI/Waldridge_Property_Holdings_LLC__ncmbke-22-10254__0001.0.pdf?mcid=tGE4TAMA
Filed Pro Se
In re Stadium Bar LLC
Bankr. S.D. Ohio Case No. 22-51438
Chapter 11 Petition filed May 19, 2022
See
https://www.pacermonitor.com/view/UNSJK3A/Stadium_Bar_LLC__ohsbke-22-51438__0001.0.pdf?mcid=tGE4TAMA
represented by: Michael A. Cox, Esq.
GUERRIERI, COX & ASSOCIATES
E-mail: coxecf@gcdebt.com
In re Sirisone Vongkhamsene Nguyen
Bankr. W.D. Okla. Case No. 22-11046
Chapter 11 Petition filed May 19, 2022
represented by: David B. Sisson, Esq.
In re Brian P. Gates
Bankr. D. Conn. Case No. 22-20337
Chapter 11 Petition filed May 20, 2022
represented by: George Tzepos, Esq.
In re Rezdora USA LLC
Bankr. S.D.N.Y. Case No. 22-10647
Chapter 11 Petition filed May 20, 2022
See
https://www.pacermonitor.com/view/K5ELDWA/REZDORA_USA_LLC__nysbke-22-10647__0001.0.pdf?mcid=tGE4TAMA
represented by: Gabriel Del Virginia, Esq.
LAW OFFICE OF GABRIEL DEL VIRGINIA
E-mail: gabriel.delvirginia@verizon.net
In re Heart to Heart Catering, LLC
Bankr. N.D. Tex. Case No. 22-30900
Chapter 11 Petition filed May 20, 2022
See
https://www.pacermonitor.com/view/KKRI4GI/Heart_to_Heart_Catering_LLC__txnbke-22-30900__0001.0.pdf?mcid=tGE4TAMA
represented by: Eric A. Liepins, Esq.
ERIC A. LIEPINS
E-mail: eric@ealpc.com
In re JNF Investments, LLC
Bankr. S.D. Fla. Case No. 22-14005
Chapter 11 Petition filed May 22, 2022
See
https://www.pacermonitor.com/view/VNQGUNQ/JNF_Investments_LLC__flsbke-22-14005__0001.0.pdf?mcid=tGE4TAMA
represented by: Kathy L. Houston, Esq.
THE HOUSTON LAW FIRM P.A.
E-mail: courtdocs@houstonlawfl.com
In re Joseph Thomas Bubonic and Maryann Bubonic
Bankr. C.D. Cal. Case No. 22-10845
Chapter 11 Petition filed May 23, 2022
represented by: Ronald Halpern, Esq.
In re Pegasus Services Group LLC
Bankr. M.D. Fla. Case No. 22-01043
Chapter 11 Petition filed May 23, 2022
See
https://www.pacermonitor.com/view/YI2LXCA/Pegasus_Services_Group_LLC__flmbke-22-01043__0001.0.pdf?mcid=tGE4TAMA
represented by: Thomas C. Adam, Esq.
THE ADAM LAW GROUP P.A.
E-mail: bk@adamlawgroup.com
In re Reid's Educational Child Care Centre LLC
Bankr. M.D. Fla. Case No. 22-01037
Chapter 11 Petition filed May 23, 2022
See
https://www.pacermonitor.com/view/ZU4MFDA/Reids_Educational_Child_Care_Centre__flmbke-22-01037__0001.0.pdf?mcid=tGE4TAMA
represented by: Bryan K. Mickler, Esq.
LAW OFFICES OF MICKLER & MICKLER, LLP
E-mail: bkmickler@planlaw.com
In re Malika Skeete
Bankr. N.D. Ga. Case No. 22-53893
Chapter 11 Petition filed May 23, 2022
In re GoodyHouse LLC
Bankr. W.D. Pa. Case No. 22-20975
Chapter 11 Petition filed May 23, 2022
See
https://www.pacermonitor.com/view/RAZWX7I/GoodyHouse_LLC__pawbke-22-20975__0001.0.pdf?mcid=tGE4TAMA
represented by: Christopher M. Frye, Esq.
STEIDL & STEINBERG, P.C.
E-mail: kenny.steinberg@steidl-
steinberg.com
In re Downtown Ramey Jet Blast Inc.
Bankr. D.P.R. Case No. 22-01456
Chapter 11 Petition filed May 23, 2022
See
https://www.pacermonitor.com/view/X2UOYOY/DOWNTOWN_RAMEY_JET_BLAST_INC__prbke-22-01456__0001.0.pdf?mcid=tGE4TAMA
represented by: Juan C. Bigas-Valedon, Esq.
JUAN C. BIGAS
E-mail: cortequiebra@yahoo.com
*********
Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par. Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable. Those sources may not,
however, be complete or accurate. The Monday Bond Pricing table
is compiled on the Friday prior to publication. Prices reported
are not intended to reflect actual trades. Prices for actual
trades are probably different. Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind. It is likely that some entity
affiliated with a TCR editor holds some position in the issuers
public debt and equity securities about which we report.
Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets. At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled. Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets. A company may establish reserves on its balance sheet for
liabilities that may never materialize. The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.
On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts. The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.
Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals. All titles are
available at your local bookstore or through Amazon.com. Go to
http://www.bankrupt.com/books/to order any title today.
Monthly Operating Reports are summarized in every Saturday edition
of the TCR.
The Sunday TCR delivers securitization rating news from the week
then-ending.
TCR subscribers have free access to our on-line news archive.
Point your Web browser to http://TCRresources.bankrupt.com/and use
the e-mail address to which your TCR is delivered to login.
*********
S U B S C R I P T I O N I N F O R M A T I O N
Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Philadelphia, Pa., USA.
Randy Antoni, Jhonas Dampog, Marites Claro, Joy Agravante,
Rousel Elaine Tumanda, Joel Anthony G. Lopez, Psyche A. Castillon,
Ivy B. Magdadaro, Carlo Fernandez, Christopher G. Patalinghug, and
Peter A. Chapman, Editors.
Copyright 2022. All rights reserved. ISSN: 1520-9474.
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