/raid1/www/Hosts/bankrupt/TCR_Public/220603.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Friday, June 3, 2022, Vol. 26, No. 153
Headlines
1320 43RD STREET: Gets OK to Tap Tarter Krinsky & Drogin as Counsel
201 DERMATOLOGY: Appointment of PCO Not Necessary, Court Rules
ABILITY INC: Extends D&O Insurance Policy for Additional Six Months
AC NW RETAIL: Taps Hilco as Real Estate Advisor
AFIQ CORPORATION: Buys 2 Properties, Then Files Subchapter V Case
AMERICAN EAGLE: No Patient Care Concern, PCO Report Says
AREA X INC: Gets OK to Hire David Johnston as Bankruptcy Attorney
ARMSTRONG FLOORING: Hearing Today on Consensual DIP Financing
BANROC CORP: Gets OK to Hire NJ Law as Special Litigation Counsel
BARRETT AND PEREZ: Seeks to Hire Toni Campbell Parker as Counsel
BELLARMINE UNIVERSITY: Moody's Cuts Issuer Rating to Ba1
BETTER 4 YOU: Gets OK to Hire Steptoe & Johnson as Special Counsel
BETTER 4 YOU: Gets OK to Hire Stout Capital as Investment Banker
BLACK NEWS: Committee Seeks to Hire Norton Rose as Counsel
BLUE WHALE STUDIOS: Taps Rountree Leitman & Klein as Counsel
BUILDERS FIRSTSOURCE: S&P Rates New Senior Unsecured Notes 'BB-'
CHILDREN'S CHARITY: Files Chapter 11 With $908K in Debt
CHRIS PETTIT: Case Summary & 20 Largest Unsecured Creditors
CINEMA SQUARE: Has Deal on Cash Collateral Access
CITE LLC: Restaurant at Lake Point Tower Penthouse Up for Sale
CITIZEN PROTECTION: File Bare-Bones Chapter 11 Petition
COVANTA HOLDING: S&P Alters Outlook to Stable, Affirms 'B+' ICR
CROSS RIDGE: Case Summary & 14 Unsecured Creditors
DARLING INGREDIENTS: Fitch Gives BB+ Rating on $500MM Senior Notes
DET MEDICAL: Files for Chapter 11 Without a Lawyer
DING TRANS CORP: Hits Chapter 11 Bankruptcy
DINOZEUS LLC: Files for Chapter 11 Without a Lawyer
DRALA MOUNTAIN: Seeks to Hire Alexander Halpern as Special Counsel
DT MIDSTREAM: Fitch Affirms 'BB+' LongTerm IDR, Outlook Stable
EL MONTE NATURE: Taps Thorsnes Bartolotta as Special Counsel
EQM MIDSTREAM: Fitch Rates Proposed Sr. Unsecured Notes 'BB'
EYP GROUP: Committee Seeks to Hire Bernstein Shur as Counsel
EYP GROUP: Seeks Approval to Hire 'Ordinary Course' Professionals
EYP GROUP: Seeks Approval to Hire Carl Marks as Investment Banker
EYP GROUP: Seeks Approval to Hire DLA Piper as Bankruptcy Counsel
EYP GROUP: Seeks to Hire Epiq Corporate as Administrative Advisor
EYP GROUP: Taps Alex Roque of Berkeley Research as Interim CFO
FAIRPORT BAPTIST: Seeks to Hire Lippes Mathias as Legal Counsel
FINANCIAL INVESTMENTS: Seeks to Hire Gellert as Legal Counsel
FORMATION GROUP: Taps Sheppard Mullin Richter & Hampton as Counsel
FUELCELL ENERGY: Grants Performance Shares Award to Mark Feasel
GENESIS DEVELOPMENT: Taps Spain & Gillon as Legal Counsel
GT REAL ESTATE: Case Summary & 17 Unsecured Creditors
GWG HOLDINGS: MDF Law Files Complaint vs. Centaurus Over L Bonds
GWG HOLDINGS: Seeks to Hire FTI Consulting as Financial Advisor
GWG HOLDINGS: Seeks to Hire Mayer Brown as Counsel
GWG HOLDINGS: Seeks to Hire PJT Partners as Investment Banker
GWG HOLDINGS: Taps Tran Singh as Special Conflicts Counsel
H. I. D. INTERIORS: Taps Craig Dywer as Bankruptcy Attorney
HAMON HOLDINGS: Gets OK to Hire Gellert as Conflicts Counsel
HCA HEALTHCARE: Fitch Affirms 'BB+' LongTerm IDR, Outlook Stable
HEALTHMYNE INC: Seeks to Hire Convergence Healthcare as Advisor
HONX INC: Seeks to Hire Piper Sandler & Co. as Investment Banker
IN TOUCH HEALTH: Court Waives Appointment of PCO
INFOW LLC: Gets Cryptocurrency Gift After Losing Defamation Suits
IRIS HOLDINGS: Moody's Assigns B3 CFR, Outlook Stable
KINETIK HOLDINGS: S&P Assigns 'BB+' ICR, Outlook Stable
LAKES INDUSTRIAL: Gets OK to Hire David W. Brown as Legal Counsel
LARRY BARBER: Seeks Chapter 11 Due to IRS Levy
MAGNOLIA OFFICE: Building Owner Files for Chapter 11 w/ $4.9M Debt
MAXAR TECHNOLOGIES: Moody's Rates New Secured Bank Loans 'B2'
MAXAR TECHNOLOGIES: S&P Rates New $1.5BB Term Loan B 'B'
MID SOUTH UTILITY: Files Subchapter V Case Due to Cash Flow Issues
MULTIPLE BLESS: Voluntary Chapter 11 Case Summary
MURRAY-CALLOWAY HOSPITAL: Moody's Withdraws Ba2 on 2016 Hosp. Bonds
MY ISLAND VISA: Gets OK to Hire Ronald D. Weiss as Legal Counsel
NEW MOUNTAIN: Seeks Approval to Hire Warren Hirsch as Accountant
PARAGON DESIGNER: Gets OK to Hire Geer Law Group as Counsel
PBF HOLDING: S&P Upgrades ICR to 'B+', Outlook Stable
PERA DENTAL: Clinic Files for Chapter 11 to Fend Off Benco
PERA DENTAL: June 16 Hearing on Bid to Waive PCO Appointment
PREMIUM PRODUCTS: Taps Weinstein & St. Germain as Counsel
PRESTIGE PAVERS: Unsecureds Will Get 50% of Claims in 60 Months
PWP INVESTMENTS: Voluntary Chapter 11 Case Summary
RADIATE HOLDCO: S&P Alters Outlook to Negative, Affirms 'B' ICR
RELIEF TELEMED: Proposed Bankruptcy Settlement Scrapped
ROCKALL ENERGY: Taps Brown Fox as Conflicts Counsel
ROSIE'S LLC: Seeks Approval to Hire Kutner Brinen as New Counsel
RUDRA INVESTMENTS: Case Summary & 20 Largest Unsecured Creditors
SEARS HOLDINGS: Sears Hometown to Close 4 Michigan Stores
SID BOYS: Seeks Approval to Hire Philip Kalyvas as Accountant
SK HOLDCO: S&P Downgrades ICR to 'CC', Outlook Negative
SYRACUSE IDA: Fitch Lowers Rating on 2016A/B & 2007B Bonds to 'C'
TENET HEALTHCARE: S&P Rates New 1st-Lien Sr. Secured Notes 'BB-'
THERMA BUILDERS: Gets OK to Hire Bay Area Auction Services
TPC GROUP: Can Roll Debt Into $523M DIP Financing, Judge Says
TPC GROUP: In Chapter 11 After 2019 Plant Explosion, Supply Issues
TPC GROUP: No Plan Deal With Claimants From Plant Explosion Yet
TPC GROUP: Reaches Plan Deal With Redwood, Other Bondholders
TRANSPORTATION DEMAND: Gets OK to Hire Doeren Mayhew as Accountant
TRENT RIVER ADVENTURES: Bend Country Club to Reopen Under New Owner
ZOSANO PHARMA: Case Summary & 20 Largest Unsecured Creditors
ZOSANO PHARMA: Files for Chapter 11 to Sell Assets
ZZ HOME CARE: Case Summary & 18 Unsecured Creditors
[*] Claims Trading Report -- May 2022
[*] Dorsey & Whitney Attorneys, Practices Ranked by Chambers USA
[*] Greenberg Traurig Attorneys Recognized in Chambers USA Guide
[*] MACCO Bags Chapter 11 Reorganization of The Year Award
[^] BOOK REVIEW: Bendix-Martin Marietta Takeover War
*********
1320 43RD STREET: Gets OK to Tap Tarter Krinsky & Drogin as Counsel
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1320 43rd Street Realty, LLC received approval from the U.S.
Bankruptcy Court for the Eastern District of New York to employ
Tarter Krinsky & Drogin, LLP to serve as legal counsel in its
Chapter 11 case.
The firm's services include:
a. giving advice to the Debtor with respect to its powers and
duties in the continued operation of its business and management of
its property;
b. negotiating with creditors of the Debtor in working out a
plan of reorganization, and taking necessary legal steps in order
to confirm the plan;
c. preparing legal papers;
d. appearing before the bankruptcy court; and
e. performing all other necessary legal services for the
Debtor.
The hourly rates charged by the firm's attorneys and paralegals are
as follows:
Partners $525 to $795 per hour
Counsel $495 to $710 per hour
Associates $310 to $510 per hour
Paralegals $250 to $360 per hour
In addition, the firm will seek reimbursement for its out-of-pocket
expenses.
The firm received a retainer of $26,738.
Scott Markowitz, Esq. a partner at Tarter Krinsky & Drogin,
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:
Scott S. Markowitz, Esq.
Tarter Krinsky & Drogin LLP
1350 Broadway, 11th Floor
New York, NY 10018
Tel: (212) 216-8000
Email: smarkowitz@tarterkrinsky.com
About 1320 43rd Street Realty
1320 43rd Street Realty, LLC sought Chapter 11 bankruptcy
protection (Bankr. E.D.N.Y. Case No. 22-40810) on April 19, 2022.
In the petition filed by Zalmen Reisz, managing member, 1320 43rd
Street Realty listed up to $10 million in assets and up to $50,000
in liabilities.
The case is assigned to Judge Nancy Hershey Lord.
Scott Markowitz, Esq., at Tarter Krinsky & Drogin, LLP is the
Debtor's counsel.
201 DERMATOLOGY: Appointment of PCO Not Necessary, Court Rules
--------------------------------------------------------------
Judge Stacey L. Meisel of the U.S. Bankruptcy Court for the
District of New Jersey granted the application of 201 Dermatology
LLC d/b/a Dr. Dev's Medspa that the appointment of a Patient Care
Ombudsman pursuant to Section 333(a)(1) of the Bankruptcy Code is
not necessary for the protection of patients in this proceeding.
A copy of the order is available for free at https://bit.ly/3x6EArO
from PacerMonitor.com.
Proposed Attorneys for Debtor:
Todd S. Cushner, Esq.
CUSHNER & ASSOCIATES, P.C.
399 Knollwood Road, Suite 205
White Plains, NY 10603
Telephone: (914) 600-5502
Email: Todd@cushnerlegal.com
About 201 Dermatology LLC
201 Dermatology LLC -- https://devsmedspa.com/ -- doing business as
Dr Devs Medspa, is a health care company that provides full service
spa and medical services like coolscuulp, liposuction, skin
tightening and many more.
201 Dermatology filed for chapter 11 protection (Bankr. D.N.J. Case
No. 22-12848) on April 7, 2022. In the petition filed by Dr.
Baldev Sandhu M.D., as managing member, 201 Dermatology estimated
assets between $0 and $50,000 and estimated liabilities between
$100,000 and $500,000.
The case is assigned to Honorable Judge Stacey L. Meisel.
Todd S. Cushner, Esq., at Cushner & Associates, P.C., is the
Debtor's counsel.
ABILITY INC: Extends D&O Insurance Policy for Additional Six Months
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The general meeting held on May 12, 2022, approved the extension of
the liability insurance policy of Ability Inc.'s officers and
directors to all directors and officers (except with respect to the
company's CEO, Mr. Anatoly Hurgin) that currently exist in the
company, for an additional six months, i.e., until Aug. 20, 2022.
This is under the same conditions that currently exist as detailed
below:
A. The Insurance Policy applies in Israel and abroad, and it has
liability limits of up to US$5 million per occurrence and for
the period.
B. A deductible in the amount of up to US$100,000, and up to
US$250,000 in respect of a claim in the United States or in
Canada, and in respect of claims relating to securities, a
deductible in the amount of up to US$200,000, and up to
US$750,000 in respect of a claim in the United States or in
Canada.
C. A six-month premium in the amount of US$114,055.
In addition, on May 19, 2022, the Company's audit committee and
board of directors approved in accordance with Regulations 1A1 and
1B(5) the inclusion of the Company's CEO in the insurance policy,
after confirming the engagement is on the same terms as the other
officers in the company, is under market conditions, and will not
materially affect the Company's profitability, assets, or
liabilities.
During the discussions of the Company's audit committee and board
of directors to approve the application of the policy to Mr.
Anatoly Hurgin as stated above, the following reasons were raised:
A. The provision of insurance coverage is necessary in order to
enable the Company's CEO to act freely and for the benefit of the
Company within the framework of his tenure in it, and it is
acceptable and necessary, as is customary in companies with similar
characteristics to those of the company.
B. Regarding the provision of insurance coverage, there is no
justification for distinguishing between the CEO of the company and
other officers and directors of the company. Therefore, it is
proposed to apply the insurance policy to Mr. Anatoly Hurgin, in
the same way as the other officers and directors of the company.
C. The application of insurance coverage to Mr. Anatoly Hurgin is
in accordance with the terms of the policy applicable to all
officers and directors of the company, is under market conditions
(as set on the date of approval of the policy), and will not
materially affect the company's profitability, assets, or
liabilities.
About Ability Inc.
Ability Inc. is a holding company operating through its
subsidiaries Ability Computer & Software Industries Ltd., Ability
Security Systems Ltd., and Telcostar, which provide advanced
interception, geolocation and cyber intelligence products and
solutions that serve the needs and increasing challenges of
security and intelligence agencies, military forces, law
enforcement agencies and homeland security agencies worldwide.
Ability, Inc. reported a loss and comprehensive loss of US$7.60
million for the year ended Dec. 31, 2021, compared to a loss and
comprehensive loss of US$6.71 million for the year ended Dec. 31,
2020. As of Dec. 31, 2021, the Company had US$14.51 million in
total assets, US$31 million in total liabilities, and a total
deficit of $16.49 million.
Ziv Haft, the Company's auditor, issued a "going concern"
qualification in its report dated March 31, 2022, citing that as of
Dec. 31, 2021, the balance of the Company's accrued losses was
about US$50,344,000, and the Company's results for the years ended
Dec. 31, 2021 and 2020 amounted to a loss of US$7,597,000 and
US$6,709,00, respectively. In addition, the Company is under an
investigation of Israel's Ministry of Defense, which ordered
suspension of certain export licenses. Also, the impact of the
global crisis that is taking place these days as a result of the
COVID-19 epidemic, which has an adverse effect on the Company's
business. These factors and others raise significant doubts about
the Company's continued existence as a "going concern".
AC NW RETAIL: Taps Hilco as Real Estate Advisor
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AC NW Retail Investment, LLC and Armstrong New West Retail, LLC
seek approval from the U.S. Bankruptcy Court for the Southern
District of New York to employ Hilco Real Estate, LLC.
The Debtors require a real estate advisor to market and sell their
property located at 250 West 90th St., N.Y.; and to negotiate a
buy-out of the current lease for the premises, identify a
replacement tenant as assignee to the lease, or subtenants to lease
the subject premises.
The firm will be paid as follows:
a. In connection with a lease buy out, the firm will be paid an
amount equal to the greater of (i) $30,000 or (ii) 15 percent of
the consideration provided by tenant in excess of $10.85 million.
b. In connection with a replacement/assigned/sublet lease, the
firm shall earn a fee equal to the replacement/assigned/sublet
lease fee.
c. The firm will be paid an initial fee of $50,000.
d. Property Sales.
-- In the event the property is sold to any party other than
a credit bidding secured party or a designated stalking horse
bidder, the firm will be paid 2.5 percent of the gross sales
proceeds.
-- In the event the property is sold to a secured party that
has "credit bid" all or a portion of its secured claim as part of
its overall bid and final purchase price for the property, the firm
will be paid a commission of $50,000.
-- In the event the successful purchaser is a stalking horse
bidder and such stalking horse bidder purchases the property for
the amount of its initial stalking horse bid amount, the firm will
be paid a commission of 1.5% of the gross sale proceeds.
The firm will also receive reimbursement for out-of-pocket
expenses.
As disclosed in court filings, Hilco Real Estate is a
"disinterested person" within the meaning of Section 101(14) of the
Bankruptcy Code.
The firm can be reached through:
Sarah Baker
Hilco Real Estate, LLC
5 Revere Drive, Suite 320
Northbrook, IL 60062
Tel: (847) 418-2703
Fax: (847) 897-0826
About AC NW Retail Investment and
Armstrong New West Retail
Armstrong New West Retail, LLC owns a commercial condominium unit
located at 250 West 90th Street, New York. The property is a
20,000-square-foot space that was occupied by Atlantic and Pacific
Tea Company until March 2016 under its Food Emporium brand.
Armstrong is 100% owned by AC NW Retail Investment, LLC, which is
100% owned by Benjamin Ringel.
AC NW Retail Investment and Armstrong New West Retail filed Chapter
11 petitions (Bankr. S.D.N.Y. Case Nos. 16-23085 and 16-23086) on
Aug. 9, 2016. The petitions were signed by Benjamin Ringel, sole
equity member.
At the time of the filing, AC NW Retail estimated its assets at $10
million to $50 million and liabilities at $1 million to $10
million. Armstrong estimated its assets and liabilities at $10
million to $50 million.
Judge Robert D. Drain oversees the cases.
Arnold Mitchell Greene, Esq., at Robinsons Brog Leinwand Greene
Genovese & Gluck P.C. serves as the Debtors' bankruptcy counsel.
AFIQ CORPORATION: Buys 2 Properties, Then Files Subchapter V Case
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Afiq Corporation filed for chapter 11 protection in the Eastern
District of New York. The Debtor has elected to seek relief as a
small business debtor under Subchapter V of Chapter 11 of the
Bankruptcy Code.
The Debtor's Subchapter V Plan is due by Aug. 22, 2022.
The Debtor is a New York corporation which owns two real properties
located at (a) 31-18 69th Street Woodside, New York 11377, and (b)
32-37 60th Street, Woodside, New York. Both properties were
acquired by the Debtor pursuant to separate Bargain and Sale Deeds
on May 12, 2022.
The 69th Street Property was acquired by the Debtor for the
consideration of $65,000 subject to all liens and encumbrances
including the mortgages from the previous owner Shahana Islam. The
property is a one family residential property, which is subject to
various liens including a first mortgage lien held by Green Tree
Servicing LLC, with a total payoff of $807,765. The "as is" value
of the property was $993,100 as of May 12, 2022, pursuant to a
Zillow valuation..
Prior to the Debtor's acquisition of the 69th Street Property, it
was owned by Shahana Islam and was the subject of a residential
foreclosure action captioned Green Tree Servicing, LLC, v. Shahana
Islam, et al., bearing Index No. 705006/2021. Greentree obtained a
Judgement of Foreclosure and Sale on Feb. 8, 2018, and had a
foreclosure auction scheduled for May 25.
The 60th Street Property was acquired by the Debtor for the
consideration of $63,000 subject to all liens including the
mortgages from the previous owner Sami Z. Dhanani. The property is
a one family residential property and is subject to various liens,
including a first mortgage lien held by PennyMac Corp., with a
total payoff of $1.144 million as of May 27, 2022, with
reinstatement figures of $611,814. The "as is" value of the 60th
Street as of May 12, 2022, was $1.047 million pursuant to a Zillow
valuation.
Prior to the Debtor's acquisition of the 60th Street Property, it
was owned by Dhanani and was subject to a residential foreclosure
action. PennyMac obtained a Judgment of Foreclosure and Sale dated
May 5, 20_6, and had a foreclosure auction scheduled for May 227,
2022.
It is the Debtor's intention to reorganize by negotiating and
resolving each valid, non-avoidable lien against each property to
the extent it's secured pursuant to Sec. 506(a) by using the funds
generated from the rental properties.
According to court filings, Afiq Corporation estimates between 1
and 49 unsecured creditors. The petition states funds will be
available to unsecured creditors.
The meeting of creditors under 11 U.S.C. Sec. 341(a) is scheduled
to be held on June 24, 2022 at 10:00 a.m. at Teleconference -
Brooklyn.
About Afiq Corporation
Afiq Corporation is the fee simple owner of two properties located
in 69th Street and 60th Street, in Woodside, New York.
Afiq Corporation sought bankruptcy protection under Subchapter V of
Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D.N.Y. Case No.
22-41122) on May 24, 2022. In the petition filed by Syed Mursalien,
as president, Afiq Corporation listed total assets amounting to
$2,040,100 and total liabilities of $1,497,759.
Jeb Singer, Esq., of J. SINGER LAW GROUP, PLLC, is the Debtor's
counsel.
Gerard R Luckman, Esq., has been appointed as Subchapter V trustee.
AMERICAN EAGLE: No Patient Care Concern, PCO Report Says
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Suzanne Koenig, the appointed Patient Care Ombudsman for the
American Eagle Delaware Holdings Company LLC and its Debtor
affiliates, filed with the U.S. Bankruptcy Court for the District
of Delaware a report for the period March 1, 2022 to May 27, 2022,
regarding the Debtors' health care facilities.
During her visits, the PCO observed that the Facilities have
continued to conduct appropriate COVID-19 screening procedures for
all visitors, although mask requirements have changed at the
federal and state levels since the previous report. The Ombudsman
and her representatives noted that all had adequate stocks of
personal protective equipment in accordance with the guidelines of
the Centers for Disease Control and Prevention.
The Ombudsman and her representatives observed the Facilities to be
well-stocked and well-maintained in general. Any issues of
significance have been noted for each Facility where applicable in
its report section.
The Ombudsman's representatives used interviews of residents and
family members as well as record reviews to evaluate care quality
in accordance with the guidelines established by the Ombudsman.
Interviews did not reveal any significant concerns regarding
resident care.
The Ombudsman did not find any major deficiencies with respect to
compliance with the relevant federal, state or local regulations.
Through document reviews and observations, the Ombudsman and her
representatives determined that:
* Medication handling and storage protocols are compliant with
current standards.
* Life enrichment activities conducted at each Facility are
provided on a regular basis and achieve meaningful involvement and
socialization of residents.
* Dining services at the Facilities are offering meals and
snacks that meet the nutritional needs of residents.
* Residents with special needs at meals are receiving
appropriate assistance in a manner that respects their individual
dignity rights.
* Life safety routines including fire, disaster and elopement
drills are continuing. The Ombudsman did not observe any life
safety concerns.
About American Eagle
Established in 2018, Eagle Senior Living --
https://www.eagleseniorliving.org/ -- is a non-profit provider of
senior living services across the United States, providing care on
a daily basis to approximately 1,000 residents. Eagle Senior Living
and related entities operate 15 residential senior care facilities
located across the country, from Colorado, Minnesota, Wisconsin,
and Ohio to Alabama, Tennessee, and Florida.
On Jan. 14, 2022, American Eagle Delaware Holding Company LLC and
16 affiliated companies each filed a petition seeking relief under
Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No.
22-10028) to seek confirmation of their prepackaged plan. The
Debtors' cases have been assigned to Judge J. Kate Stickles.
Parent company American Eagle Lifecare Corporation and management
company Greenbrier Senior Living are not included in the Chapter 11
filing. Greenbrier Senior Living continues to manage all of the
communities.
American Eagle Delaware Holding estimated assets and debt of $10
million to $50 million as of the bankruptcy filing.
The Debtors are represented in the Chapter 11 cases by Polsinelli
PC as legal counsel. FTI Consulting Inc. and Blueprint Healthcare
Real Estate Advisors, LLC serve as financial advisor and real
estate advisor, respectively. Epiq Corporate Restructuring, LLC,
is the claims agent and administrative advisor.
AREA X INC: Gets OK to Hire David Johnston as Bankruptcy Attorney
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Area X Inc. received approval from the U.S. Bankruptcy Court for
the Eastern District of California to employ David Johnston, Esq.,
an attorney practicing in Modesto, Calif., to handle its Chapter 11
case.
The services to be provided by the attorney include:
a. advising the Debtor about its rights, powers and obligations
in the Chapter 11 case and in the management of the estate;
b. taking necessary action to enforce the automatic stay and to
oppose motions for relief from the stay;
c. taking necessary action to recover and avoid any preferential
or fraudulent transfers;
d. appearing with the Debtor's president at the meeting of
creditors, initial interview with the U.S. Trustee, status
conference, and other hearings to be held before the court;
e. reviewing and if necessary, objecting to proofs of claim;
f. taking steps to obtain court authority for the sale or
refinancing of assets if necessary; and
g. preparing a plan of reorganization and a disclosure statement
and taking all steps necessary to bring the plan to confirmation,
if possible.
The firm will be paid at the rate of $400 per hour and will be
reimbursed for its out-of-pocket expenses.
The retainer fee is $2,500.
David Johnston, Esq., 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:
David C. Johnston, Esq.
1600 G Street, Suite 102
Modesto, CA 95354
Tel: (209) 579-1150
Fax: (209) 900-9199
Email: david@johnstonbusinesslaw.com
About Area X Inc.
Area X Inc., filed a Chapter 11 bankruptcy petition (Bankr. E.D.
Calif. Case No. 22-90041) on Feb. 7, 2022, disclosing under $1
million in both assets and liabilities. Judge Ronald H. Sargis
oversees the case.
The Debtor is represented by David C. Johnston, Esq.
ARMSTRONG FLOORING: Hearing Today on Consensual DIP Financing
-------------------------------------------------------------
Armstrong Flooring, Inc. and its debtor-affiliates will return to
the Delaware Bankruptcy Court before the Honorable Mary F. Walrath
on June 3, 2022, at 10:30 a.m. for a final hearing on their request
to obtain a consensual postpetition senior secured priming
financing.
The Consensual DIP Financing consists of:
(a) A senior secured super priority asset-based revolving
credit facility in the aggregate principal amount of (subject to
availability) of $90 million in revolving commitments. Based on the
terms of the DIP Revolver Facility and current borrowings, the
Debtors will have access to approximately $12 million net new money
in incremental availability.
(b) A single advance term loan facility in the amount of
approximately $12 million net new money availability, all of which
would be available upon entry of the Consensual Interim Order.
Upon entry of the Consensual Interim Order, (a) the DIP Revolver
Facility provides for a "creeping" roll-up of all amounts
outstanding under the Prepetition ABL Facility, and (b) the DIP
Term Loan Facility will be rolled-up on a 2:1 basis, i.e., for
reach $1.00 of DIP Term Loans advanced $2.00 of Prepetition Term
Loan Obligations will be rolled into the DIP Term Loan Facility.
The Debtors believe that the terms of the Consensual DIP Financing
are reasonable and appropriate under the circumstances.
The Prepetition Lenders also have consented to (a) the use of Cash
Collateral and (b) to the "priming" liens provided under the DIP
Loan Documents and Consensual Interim Order.
The Debtors noted that the DIP financing offered by JMB Capital
Partners Lending, LLC -- Priming DIP Facilities -- offered an
appealing choice for the Debtors given their only other DIP
financing alternative at the time required an immediate wind down.
The Debtors were acutely aware of the unavoidable shortcoming with
the Priming DIP Facilities: Contentious, costly, and distracting
litigation with the Prepetition Lenders. The Debtors were fully
prepared to pursue this path because, as of the Petition Date, the
Prepetition ABL Secured Parties' only proposal would force the
Debtors to cease to operate as a going concern, eliminate any
going-concern sale option, and force a prompt liquidation. The
Debtors determined, in a proper exercise of their business
judgment, that such a path was not in the best interest of their
estates. Since the Petition Date, however, the circumstances upon
which this decision was made have changed dramatically.
The Debtors indicated they were willing to sacrifice much to reach
consensus with the Prepetition Lenders, however, they were
unwilling to agree to financing that would result in an immediate
wind down of their operations. "Such a path is plainly at odds with
value maximization where numerous interested parties are engaged in
an organized sale process," the Debtors said. Accordingly, the
Debtors refused to be value destructive for the sake of consensus
with the Prepetition Lenders. But, after working tirelessly with
the Prepetition Lenders in May, the circumstances changed -- the
Prepetition Lenders offered a vastly improved DIP financing
proposal.
"The question has never been whether the Debtors require DIP
financing, but rather on what terms that will allow the Debtors to
continue pursuing their marketing and sale efforts while
maintaining ordinary course operations to preserve transactional
optionality," the Debtors said.
Since the Petition Date, the Prepetition Lenders have agreed to
provide DIP financing on terms that are far superior when compared
to the financing they offered at the outset of these Chapter 11
Cases. This proposal, which was the by-product of around-the-clock
negotiations, including an all-day in-person meeting in New York
City, required the Debtors to reevaluate the appropriate DIP
financing package. Unlike the Prepetition Lenders' initial
proposal, the Consensual DIP Financing provides, among other
things, the Debtors with:
(i) $24 million in new money (net of fees) -- to continue
ordinary course operations, including manufacturing, purchases of
certain sourced products, and sales of products,
(ii) flexibility to extend the milestones in certain
circumstances, and
(iii) less restrictive financial covenants that align with the
Debtors' proposed budget.
The Debtors noted that a disruption of the Company's ability to
continue operating and making payments in the normal course would
undermine the sale process and have an adverse impact on the
Debtors' value. Specifically, disruption to the Debtors' supply
chain would likely adversely impact their ability to produce
product in the ordinary course, which would likely result in lower
revenue and therefore lower bids, and in the case of interested
bidders, the possibility of an unfavorable purchase price
adjustment.
The Debtors further believed that, while JMB's Priming DIP
Facilities offered access up to $28.2 million of liquidity (net of
fees), which is more than the net new money under the Consensual
DIP Facilities, any incremental liquidity benefits of the Priming
DIP Financing would likely be consumed by litigation-related costs.
The professional fees necessary to pursue the Priming DIP
Facilities would be significant. Indeed, it would be more than just
the fees associated with a contested DIP hearing, as the
Prepetition Lenders would likely object to many other requests by
the Debtors throughout these Chapter 11 Cases. Accordingly, based
on the facts and circumstances of these Chapter 11 Cases, the
Debtors determined that pursuing the Consensual DIP Financing was
in the best interest of the Debtors' estates and stakeholders.
Each of the Debtors is party to the Credit Agreement, dated as of
December 31, 2018 with Bank of America, N.A., as administrative
agent and in several other capacities, and certain financial
institutions, as lenders. Under the Prepetition ABL Loan Documents,
each of the Debtors granted to the Prepetition ABL Agent, security
interests in and liens upon substantially all of its assets,
including, without limitation, the “ABL Priority Collateral” as
such term is defined in an Amended and Restated Intercreditor
Agreement, dated as of December 30, 2021, among the Prepetition ABL
Agent, the Prepetition Term Loan Agent, and the Debtors.
Each of the Debtors and certain of their affiliates is party to a
Term Loan Agreement, dated as of June 23, 2020 with Pathlight
Capital LP, as administrative agent and in several other capacities
and the lender party thereto. Under the Prepetition Term Loan
Documents, each of the Debtors granted to the Prepetition Term Loan
Agent, security interests in and liens upon substantially all of
its assets including, without limitation, the "Term Loan Priority
Collateral" as such term is defined in the Prepetition
Intercreditor Agreement.
About American Flooring
Armstrong Flooring, Inc. (NYSE: AFI) --
https://www.armstrongflooring.com/ -- is a leading global
manufacturer of flooring products and one of the industry's most
trusted and celebrated brands. The company continually builds on
its resilient, 150-year legacy by delivering on its mission to
create a stronger future for customers through adaptive and
inventive solutions. Headquartered in Lancaster, Pennsylvania,
Armstrong Flooring safely and responsibly operates eight
manufacturing facilities globally.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Del. Case No. 22-10426) on May 8, 2022.
In the petition signed by Michel S. Vermette, president and chief
executive officer, the Debtor disclosed $517,000,000 in assets and
$317,800,000 in liabilities.
Judge Mary F. Walrath oversees the case.
Skadden, Arps, Slate, Meagher and Flom, LLP is the Debtor's
counsel. Riveron Consulting, LP is the financial advisor, Houlihan
Lokey is the investment banker, and Epiq Corporate Restructuring,
LLC is the claims and noticing agent and administrative advisor.
BANROC CORP: Gets OK to Hire NJ Law as Special Litigation Counsel
-----------------------------------------------------------------
Banroc Corp. received approval from the U.S. Bankruptcy Court for
the Middle District of Florida to hire NJ Law, PLLC as its special
litigation counsel.
Nabil Joseph, Esq., attorney at NJ Law, will charge $350 per hour
for his services.
As disclosed in court filings, NJ Law does not have an interest
materially adverse to the interest of the Debtor's estate or
creditors.
The firm can be reached through:
Nabil Joseph, Esq.
NJ Law PLLC
3411 Tamiami Trail N., Ste. 100
Naples, FL 34103
Tel: 239-920-5228
About Banroc Corp.
Banroc Corp. is a Naples, Fla.-based company engaged in real estate
business.
Banroc Corp. filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. M.D. Fla. Case No. 21-01258) on Sept. 22,
2021, listing $2,925,000 in assets and $4,261,913 in liabilities.
Debra Jackson serves as Subchapter V trustee.
Judge Caryl E. Delano oversees the case.
Mike Dal Lago, Esq., at Dal Lago Law and NJ Law, PLLC serve as the
Debtor's bankruptcy counsel and special litigation counsel,
respectively.
BARRETT AND PEREZ: Seeks to Hire Toni Campbell Parker as Counsel
----------------------------------------------------------------
Barrett and Perez Construction, LLC seeks approval from the U.S.
Bankruptcy Court for the Western District of Tennessee to hire the
Law Offices of Toni Campbell Parker to serve as counsel in its
Chapter 11 proceedings.
The normal hourly rate of Toni Campbell Parker, Esq. is $350. Her
firm received a retainer in the amount of $10,000.
As disclosed in court filings, the Law Offices of Toni Campbell
Parker is a "disinterested person" within the meaning of Section
101(14) of the Bankruptcy Code.
The firm can be reached through:
Toni Campbell Parker, Esq.
Law Offices of Toni Campbell Parker
5100 Poplar Ave, Ste. 2008
Memphis, TN38137
Phone: (901) 683-0099
Fax: 866-489-7938
Email: Tparker002@att.net
About Barrett and Perez Construction
Barrett and Perez Construction, LLC is a Millington, Tenn.-based
company that operates in the residential building construction
industry.
Barrett and Perez filed a petition under Chapter 11, Subchapter V
of the Bankruptcy Code (Bankr. W.D. Tenn. Case No. 22-21799) on May
9, 2022, listing $833,875 in assets and $1,004,922 in liabilities.
James E. Bailey, III serves as Subchapter V trustee.
The case is assigned to Judge Denise E. Barnett.
Toni Campbell Parker, Esq., at the Law Offices of Toni Campbell
Parker is the Debtor's counsel.
BELLARMINE UNIVERSITY: Moody's Cuts Issuer Rating to Ba1
--------------------------------------------------------
Moody's Investors Service has downgraded Bellarmine University's
(KY) issuer and revenue bond ratings to Ba1 from Baa3. For fiscal
2021, the university recorded total outstanding debt of $74.5
million. The rating outlook has been revised to negative from
stable.
A list of the Affected Ratings is available at
https://bit.ly/3zj7bLZ
RATINGS RATIONALE
The downgrade of Bellarmine University's issuer rating to Ba1 from
Baa3 and outlook revision to negative from stable reflects
university provided forecasts for potential operating deficits
through at least fiscal 2025 under various scenarios. Revenue
growth is projected to be limited with rising undergraduate tuition
discounting. Absent as yet unidentified measures for expense
reduction or revenue growth, the university will confront a
material and unsustainable fiscal imbalance driving a reduction in
liquidity. Current projections indicate the university will
likely not meet its debt service covenant of 1.1x for fiscal 2022,
absent its pre-deposit of fiscal 2023 debt service during fiscal
2022. While the certified fiscal covenant will not be available
until its audit is completed, management has been proactive and
transparent in disclosing its near-term financial outlook to
financial partners, a positive governance consideration under
Moody's ESG classifications. The rating action is also driven by
social considerations, namely demographic and societal trends. The
university's high reliance on lagging growth in student charges due
to declining tuition pricing power and heightened financial needs
reflects weakening of the university's brand and strategic position
to fair.
The Ba1 issuer rating remains supported by Bellarmine's niche as an
established Catholic university in urban Louisville with notable
and expanding programs and partnerships, particularly oriented
toward health professions. Fiscal 2021 cash and investments of $90
million covered expenses and debt by a modest 1.1x and 1.2x,
respectively. Historically good donor support and an ongoing focus
on realigning academic programs and delivery models to enhance
student demand provide some prospect for revenue stabilization.
While debt affordability will weaken with softer operations, the
university has no additional debt plans at this time.
The Ba1 revenue bond ratings incorporate the issuer rating and
general obligation to pay, along with a pledge of gross revenues
and a mortgage on certain campus properties.
RATING OUTLOOK
The negative outlook acknowledges student market challenges and
inflationary pressures contributing to weaker operations and
potential declines in liquidity over the next several years. The
negative outlook also reflects the potential for additional
negative rating action if the university is unable to obtain a
waiver in the event of a missed financial covenant, as well as
adjust future budgets to achieve financial sustainability.
FACTORS THAT COULD LEAD TO AN UPGRADE OF THE RATINGS
Notable strengthening of brand and strategic positioning,
reflecting stronger student generated and donor revenue and
successful execution of strategic initiatives
Significant and sustained improvement in operating performance
Material and lasting growth in the university's total wealth and
unrestricted liquidity
FACTORS THAT COULD LEAD TO A DOWNGRADE OF THE RATINGS
Inability to gradually improve operating performance beginning in
fiscal 2023
Sustained and material reductions in available liquidity
High reliance on an operating line of credit for operating
liquidity
Inability to achieve covenant compliance or obtain waivers in the
event a missed covenant
LEGAL SECURITY
Bellarmine's outstanding Series 2015, 2017A and 2017B bonds have a
lien and security interest in gross revenues. The bonds are further
secured by a mortgage pledge on certain campus facilities and fully
cash funded debt service reserve fund.
The university has covenanted to charge and maintain tuition, fees
and other charges sufficient to provide Net Revenues Available for
Debt Service at least equal to 1.10x annual debt service on all
long-term indebtedness. For fiscal 2021, debt service coverage of
1.52x provided ample headroom. For fiscal 2022 management reports
that while the certified covenant is not yet available, the
projected covenant is likely to be below 1.1x, absent its
pre-deposit of fiscal 2023 debt service during fiscal 2022. The
university is working with its financial partners to record its
pre-deposit of fiscal 2023 debt service during fiscal 2022, though
the specific details will not be available until later in calendar
year 2022.
PROFILE
Bellarmine University is a small, private, liberal arts university
located in Louisville, Kentucky, founded in 1950 under the Catholic
tradition. Bellarmine offers undergraduate, graduate and
professional degrees, with notable programs in health sciences,
nursing, education and business. For fiscal 2021, the university
recorded $80 million in operating revenue and in fall 2021,
enrolled 3,001 full-time equivalent (FTE) students.
METHODOLOGY
The principal methodology used in these ratings was Higher
Education Methodology published in August 2021.
BETTER 4 YOU: Gets OK to Hire Steptoe & Johnson as Special Counsel
------------------------------------------------------------------
Better 4 You Breakfast, Inc. received approval from the U.S.
Bankruptcy Court for the Central District of California to employ
Steptoe & Johnson, LLP as special counsel.
The Debtor requires legal assistance in matters related to the
proposed sale of its assets, including negotiations and the
handling of motions, applications and sale hearings.
The hourly rates charged by the firm for its services are as
follows:
Partners $1,425 per hour
Of Counsel $1,160 per hour
Paralegals $345 per hour
In addition, the firm will seek reimbursement for its out-of-pocket
expenses.
Jeffrey Reisner, Esq., a partner at Steptoe & Johnson, 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:
Jeffrey M. Reisner, Esq.
Kerri A. Lyman, Esq.
Joshua R. Taylor, Esq.
Steptoe & Johnson, LLP
633 West Fifth Street, Suite 1900
Los Angeles, CA 90071
Telephone: (213) 439-9423
Facsimile: (213) 439-9599
Email: jreisner@steptoe.com
klyman@steptoe.com
jrtaylor@steptoe.com
About Better 4 You Breakfast
Better 4 You Breakfast, Inc. is a school meal vendor based in Los
Angeles, Calif.
Better 4 You Breakfast sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. C.D. Calif. Case No. 22-10994) on Feb. 24,
2022, listing as much as $50 million in both assets and
liabilities. Fernando Castillo, president, signed the petition.
Judge Sheri Bluebond oversees the case.
The Debtor tapped the Law Offices of David A. Tilem as bankruptcy
counsel; Steptoe & Johnson, LLP as special counsel; and Stout
Capital, LLC as investment banker. James Wong, a principal at
Armory Consulting Co., serves as the Debtor's chief restructuring
officer.
The U.S. Trustee for Region 16 appointed an official committee of
unsecured creditors on April 18, 2022. The committee is represented
by Brinkman Law Group, PC.
BETTER 4 YOU: Gets OK to Hire Stout Capital as Investment Banker
----------------------------------------------------------------
Better 4 You Breakfast, Inc. received approval from the U.S.
Bankruptcy Court for the Central District of California to employ
Stout Capital, LLC as investment banker.
The firm's services include:
a. assisting the Debtor in the development and distribution of
selected information, documents and other materials, including, if
appropriate, advising the Debtor in the preparation of an offering
memorandum;
b. assisting the Debtor in evaluating indications of interest
and proposals regarding any transactions from current and potential
lenders, equity investors, acquirers and strategic partners;
c. assisting the Debtor with the negotiation of any
transactions, including participating in negotiations with
creditors and other parties involved in any transactions;
d. providing expert advice and testimony regarding financial
matters related to any transactions;
e. attending meetings of the Debtor's management, creditor
groups, official constituencies and other interested parties, as
the Debtor and the firm mutually agree; and
f. providing such other financial advisory and investment
banking services as may be required by additional issues and
developments.
The firm will be paid as follows:
a. An initial fee of $50,000, payable upon the effective date of
the engagement;
b. A monthly fee of $50,000, payable upon the monthly
anniversary of the engagement and continuing until the earlier of
the completion of a transaction or the termination of the firm's
engagement;
c. A fee upon the closing of a sale based on the aggregate gross
consideration calculated as $650,000 for AGC up to $18.5 million,
plus 3.5% of such AGC that is greater than $18.5 million.
In addition, the firm will receive reimbursement for its
out-of-pocket expenses.
Michael Krakovksy, a partner at Stout Capital, 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:
Michael Krakovksy
Stout Capital, LLC
10100 Santa Monica Blvd Suite 1000
Los Angeles, CA 90067
Tel: (310) 414-7870
Email: mkrakovsky@stout.com
About Better 4 You Breakfast
Better 4 You Breakfast, Inc. is a school meal vendor based in Los
Angeles, Calif.
Better 4 You Breakfast sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. C.D. Calif. Case No. 22-10994) on Feb. 24,
2022, listing as much as $50 million in both assets and
liabilities. Fernando Castillo, president, signed the petition.
Judge Sheri Bluebond oversees the case.
The Debtor tapped the Law Offices of David A. Tilem as bankruptcy
counsel; Steptoe & Johnson, LLP as special counsel; and Stout
Capital, LLC as investment banker. James Wong, a principal at
Armory Consulting Co., serves as the Debtor's chief restructuring
officer.
The U.S. Trustee for Region 16 appointed an official committee of
unsecured creditors on April 18, 2022. The committee is represented
by Brinkman Law Group, PC.
BLACK NEWS: Committee Seeks to Hire Norton Rose as Counsel
----------------------------------------------------------
The official committee of unsecured creditors of Black News
Channel, LLC seeks approval from the U.S. Bankruptcy Court for the
Northern District of Florida to employ Norton Rose Fulbright US,
LLP as its legal counsel.
The firm's services include:
a. advising the committee with respect to its rights, duties and
powers in the Debtor's Chapter 11 case;
b. assisting the committee in its consultations with the Debtor
and its professionals relative to the administration of the case;
c. assisting with the committee's investigation of the acts,
conduct, assets, liabilities, and financial condition of the
Debtor, the operation of the Debtor's business and any other
matters relevant to the case;
d. investigating the Debtor's pre-bankruptcy transactions,
including insider transactions and transactions with lenders, and
the validity and enforceability of liens on the Debtor's assets;
e. assisting the committee in its analysis of and negotiations
with the Debtor or any third-party concerning matters related to,
among other things, the terms of a sale, plan of reorganization or
liquidation, or other conclusion of this case;
f. representing the committee at all hearings and other
proceedings;
g. reviewing and analyzing all applications, orders, statements
of operations, and schedules filed with the court and advising the
committee as to their propriety;
h. assisting the committee in preparing legal documents; and
i. performing other necessary legal services.
The hourly rates charged by the firm for its services are as
follows:
Eric Daucher $960 per hour
Howard Seife $960 per hour
Francisco Vazquez $930 per hour
Derek Cash $820 per hour
Michael Berthiaume $640 per hour
In addition, the firm will seek reimbursement for its out-of-pocket
expenses.
Eric Daucher, Esq., a partner at Norton Rose, 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:
Eric C. Daucher, Esq.
Norton Rose Fulbright US, LLP
1301 Avenue of the Americas
New York, NY 10019-6022
Telephone (212) 318-3000
Facsimile (212) 318-3400
Email: Eric.Daucher@NortonRoseFulbright.com
About Black News Channel
Black News Channel, LLC is a news network and the only provider of
24/7 multiplatform programming dedicated to covering the unique
perspectives, challenges and successes of Black and Brown
communities.
Black News Channel sought Chapter 11 bankruptcy protection (Bankr.
N.D. Fla. Case No. 22-40087) on March 28, 2022. In the petition
signed by Maureen Brown, vice president of finance, Black News
Channel listed estimated assets between $10 million and $50 million
and estimated liabilities between $10 million and $50 million.
Judge Karen K. Specie oversees the case.
Richard R. Thames, Esq., at Thames Markey, P.A., is the Debtor's
legal counsel.
On April 12, 2022, the U.S. Trustee for Region 21 appointed an
official committee of unsecured creditors. The committee tapped
Norton Rose Fulbright US, LLP and the law firm of Michael H. Moody
Law, PA as its legal counsels.
BLUE WHALE STUDIOS: Taps Rountree Leitman & Klein as Counsel
------------------------------------------------------------
Blue Whale Studios, LLC seeks approval from the U.S. Bankruptcy
Court for the Northern District of Georgia to employ Rountree
Leitman & Klein, LLC to serve as legal counsel in its Chapter 11
case.
The firm's services include:
a. giving the Debtor legal advice with respect to its powers and
duties in the management of its property;
b. preparing legal papers;
c. assisting in the examination of claims of creditors;
d. assisting in formulation and preparation of a disclosure
statement and plan of reorganization and with the confirmation and
consummation thereof; and
e. performing all other necessary legal services for the
Debtor.
The hourly rates charged by the firm for its services are as
follows:
William A. Rountree $495 per hour
Hal Leitman $425 per hour
David S. Klein $425 per hour
Alexandra Dishun $425 per hour
Benjamin R. Keck $425 per hour
Barret Broussard $395 per hour
Elizabeth Childers $350 per hour
Caitlyn Powers $275 per hour
Law Clerks/Paralegals $195 per hour
In addition, the firm will seek reimbursement for its out-of-pocket
expenses.
The retainer fee is $7,500.
William Rountree, Esq., a partner at Rountree Leitman & Klein,
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:
William A. Rountree, Esq.
Rountree Leitman & Klein, LLC
Century Plaza I, 2987 Clairmont Road Suite 350
Atlanta, GA 30329
Tel: (404) 584-1238
Email: swenger@rlklawfirm.com
About Blue Whale Studios
Blue Whale Studios, LLC filed a petition under Chapter 11,
Subchapter V of the Bankruptcy Code (Bankr. N.D. Ga. Case No.
22-53632) on May 11, 2022, disclosing under $1 million in both
assets and liabilities. Tamara Miles Ogier serves as Subchapter V
trustee.
The Debtor is represented by William A. Rountree, Esq., at Rountree
Leitman & Klein, LLC.
BUILDERS FIRSTSOURCE: S&P Rates New Senior Unsecured Notes 'BB-'
----------------------------------------------------------------
S&P Global Ratings assigned its 'BB-' issue-level rating to U.S.
building materials distributor Builders FirstSource Inc.'s proposed
senior unsecured notes due in 2032. The recovery rating is '5'.
The company intends to use the proceeds with cash on hand to repay
its 2027 notes. S&P said, "We therefore view this transaction as
broadly net debt neutral and expect Builders FirstSource to
maintain adjusted leverage of 2x-3x in a more normalized demand and
commodity pricing environment. Further, we expect it to remain
prudent in financial policy actions such that credit measures stay
within our tolerance range for the rating."
CHILDREN'S CHARITY: Files Chapter 11 With $908K in Debt
-------------------------------------------------------
Children's Charity Partners, a Nevada Limited, filed for chapter 11
protection in the Northern District of California.
The Debtor filed schedules disclosing $2,863,429 in assets against
$907,558 million in liabilities, all secured. Its assets is
comprised of:
* $1,226,429 as beneficiary of a Second Deed of Trust on the
property
located at 70 Wylvale Ave, Moss Beach CA 9403
* $1,400,000 on account of a Promissory Note and Security
Interest in Portfolio of underwater photography owed by Les Fields.
The Portfolio is in the custody of Gaelen Fields and consists of
over 17,000 professional images shot over a 38 year career. ASMP
rate is $200.00 per image. Also in the library are microfiche
documents authenticating Cold War espionage activity. They are
celluloid and only about 100 have been scanned.
* $237,000 on account of a joint venture contract for real estate
development.
Buffalo Park LLC is the secured creditor, owed $907,558 on a debt
backed by a first deed of trust on the property at Moss Beach,
California.
According to the statement of financial revenue, there were no
business revenues during the two years preceding the bankruptcy
filing.
The Debtor's equity holders are Dr. Olivia McMullen-Fields (66.7%)
and Gaelen Fields (33.3%).
According to court documents, Children's Charity Partners estimates
between 1 and 49 unsecured creditors. The petition states funds
will be available to unsecured creditors.
A teleconference meeting of creditors under 11 U.S.C. Section
341(a) is slated for June 28, 2022 at 9:00 A.M.
About Children's Charity Partners
Children's Charity Partners sought protection under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. N.D. Cal. Case No. 22-30254) on
May 24, 2022. In the petition filed by Les Fields, as general
partner, Children's Charity Partners listed estimated assets
between $1 million and $10 million and liabilities between $500,000
and $1 million.
The case is overseen by the Honorable Bankruptcy Judge Hannah L
Blumenstiel.
Kevin Tang, of Tang & Associates, is the Debtor's counsel.
CHRIS PETTIT: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Chris Pettit & Associates, P.C.
11902 Rustic Lane
San Antonio, TX 78230
Chapter 11 Petition Date: June 1, 2022
Court: United States Bankruptcy Court
Western District of Texas
Case No.: 22-50591
Judge: Hon. Craig A. Gargotta
Debtor's Counsel: Michael G. Colvard, Esq.
MARTIN & DROUGHT, P.C.
Weston Centre
112 East Pecan Street
San Antonio, TX 78205
Tel: (210) 227-7591
E-mail: mcolvard@mdtlaw.com
Estimated Assets: $0 to $50,000
Estimated Liabilities: $100 million to $500 million
The petition was signed by Christopher John Pettit as president.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 20 largest unsecured creditors is available
for free at PacerMonitor.com at:
https://www.pacermonitor.com/view/AGH3QAI/Chris_Pettit__Associates_PC__txwbke-22-50591__0001.0.pdf?mcid=tGE4TAMA
CINEMA SQUARE: Has Deal on Cash Collateral Access
-------------------------------------------------
Cinema Square, LLC and Wilmington Trust, National Association -- as
Trustee, for the benefit of the Holders of COMM 2016-DC2 Mortgage
Trust Commercial Mortgage Pass Through Certificates, Series
2016-DC2 -- advised the U.S. Bankruptcy Court for the Central
District of California, Northern Division, that they have reached
an agreement regarding the Debtor's use of cash collateral and now
desire to memorialize the terms of this agreement into an agreed
order.
The parties have reached an agreement to further extend the Cash
Collateral Stipulation dated June 22, 2021. The parties agree that
the Debtor is permitted to use cash collateral until the earlier of
September 30, 2022, or entry of an order dismissing the case, or
until termination as set forth in paragraph 9 of the Cash
Collateral Stipulation.
All other terms and conditions of the Cash Collateral Stipulation
remains unchanged.
A copy of the parties' Agreement and the Debtor's budget for the
period from June to December 2022 is available at
https://bit.ly/3GAWuWN from PacerMonitor.com.
The Debtor projects $448,446 in total operating income and $37,006
in total operating expenses for the period.
About Cinema Square, LLC
Cinema Square, LLC is the owner of a small shopping center located
at 6917 El Camino Real, Atascadero, CA 93422. There are several
tenants, the primary tenant is a movie theater, the Galaxy
Theater.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. C.D. Cal. Case No. 21-10634) on June 14,
2021. In the petition signed by Jeffrey C. Nelson, president, the
Debtor disclosed up to $50 million in assets and up to $10 million
in liabilities.
Judge Deborah J. Saltzman oversees the case.
William C. Beall, Esq., at Beall & Burkhardt, APC is the Debtor's
counsel.
CITE LLC: Restaurant at Lake Point Tower Penthouse Up for Sale
--------------------------------------------------------------
Hilco Real Estate, LLC on May 31 announced August 1, 2022 as the
deadline for persons interested in acquiring the 5,200 square foot
penthouse unit at the top of Lake Point Tower, to submit a bid in
the bankruptcy court- approved sale for the property. Lake Point
Tower is a famed, architecturally-significant skyscraper that
stands alone as the only high-rise building located east of Lake
Shore Drive. The 70th floor circular space sits atop the famous
tower and offers 360-degree, unobstructed panoramas of the city
skyline and Lake Michigan through its floor-to-ceiling windows. The
sale also includes four commercial spaces located on the building's
second floor, totaling approximately 2,650 square feet.
Once the tallest apartment building in the world, the asymmetrical
"Y"-shaped building is well known for its elegant curves and silky
glass appearance. Completed in 1968, the building's undulating
design, absence of corners, together with bronze-tinted windows
framed by gold-anodized aluminum, creates a stunning image as it
reflects the sunlight off Lake Michigan and appears golden. The
building, designed by architects John Heinrich and George
Schipporeit (students of the famed architect Mies van der Rohe),
has been praised as "a singular achievement," and served as the
inspiration for the Burj Khalifa tower in Dubai, United Arab
Emirates, currently the tallest structure in the world.
Hilco also expects meaningful interest in converting the 70th floor
space into a residential unit, with the lower-level suites likely
to be utilized for personal storage. Adding to the allure of this
spectacular residential penthouse, possible options exist to
utilize existing risers/roof areas to create the ultimate outdoor
living space/personal sky deck.
The 70th floor space currently operates as Cite, a 142-seat
world-class restaurant, voted one of The World's Best 17
Restaurants & Bars with Amazing Views by Delish Digital Magazine.
It also received the OpenTable Diners Choice Award for Best Scenic
View, Romantic, & Best Ambiance. Exclusive access to the space is
provided by a private elevator from the 68th floor. The restaurant,
which features a full commercial-grade kitchen, is supported by
four suites located on the building's second floor (207, 209, 209-A
& 224). The spaces include private offices, kitchen prep areas, a
laundry room, walk-in freezers and coolers and various storage
areas.
At the base of the tower, in perfect juxtaposition under the shadow
of the modern obelisk, sits an unassuming Alfred Caldwell-designed,
2.5-acre private park. A spring-fed lagoon hewn of layered
Wisconsin limestone offers visitors a welcomed reprieve from the
surrounding urbanization of the city. Babbling waterfalls are
underscored by a collection of native trees and natural prairie
vegetation. This oasis rests atop the building's parking structure
three stores above street level. Subject to HOA approval, the
building also provides the new owner with access to a playground,
outdoor pool, a completely updated health club including an indoor
pool, racquetball/handball court, a resident lounge/business
center, and a host of other features.
Just beyond Lake Point Tower's grounds sits historic Navy Pier,
Chicago's premier tourist attraction, drawing nearly nine million
visitors annually. Spanning 3,300 linear feet and encompassing over
50 acres, Navy Pier keeps an impressive calendar of events,
offering a host of free public programs, attractions, live music,
theater and dance performances, a world-class children's museum,
art exhibits, diverse cultural celebrations, lake cruises, an array
of dining and shopping options, and free firework displays
throughout the summer.
The property's surrounding Streeterville neighborhood is located
along beautiful Lake Michigan and just north of the Chicago River.
This historic neighborhood has a homey, residential feel as it sits
east of the popular Magnificent Mile on Michigan Avenue. With views
of the legendary Centennial Ferris Wheel, the structure's
Streeterville area contains a combination of hotels, restaurants,
residential high rises, Northwestern University'sFeinberg School of
Medicine, Lurie Children's Hospital of Chicago, Prentice Women's
Hospital at Northwestern Medicine, and cultural venues making it
one of the most exciting Chicago neighborhoods around town.
Steve Madura, senior vice president at Hilco Real Estate, stated,
"I can, without exaggeration, say there is truly no other space in
the entire City of Chicago that compares to the 70th floor of Lake
Point Tower. From the penthouse, it feels like the building is in
the center of Lake Michigan. While it may continue operating as a
restaurant offering guests a spectacular dining experience, I
believe there will be significant interest in converting the space
into a one-of-a-kind personal residence...a veritable castle in the
sky."
Madura continued, "Due to the high-profile nature and desirability
of the space, we expect interest from buyers both nationally and
internationally."
Robert Handler, bankruptcy trustee for Cite, said, "The bankruptcy
process clears the way for the property to free itself from some of
its past financial problems and ensures a direct path to new
ownership."
The bankruptcy court in Chicago has approved procedures for
interested persons to view the space and submit a bid to acquire
the property on or before the August 1, 2022 bid deadline.
Additional information on this once-in-a-lifetime opportunity,
including open house times and dates, due diligence information,
and bid procedures can be obtained mailto:by contacting Chet Evans
at (847) 418-2702 or cevans@hilcoglobal.com or Steve Madura at
(847) 504-2478 or smadura@hilcoglobal.com.
For further information on the property, an explanation of the bid
process or to obtain access to property due diligence documents,
please visit HilcoRealEstate.com or call (855) 755-2300.
About Hilco Real Estate
Hilco Real Estate ("HRE"), a Hilco Global company
(HilcoGlobal.com), is headquartered in Northbrook, Illinois (USA).
HRE is a national provider of strategic real estate disposition
services. Acting as an agent or principal, HRE uses its experience
to advise and execute strategies to assist clients in deriving the
maximum value from their real estate assets. By leveraging
multi-faceted sales strategies & techniques, aggressive
repositioning and restructuring experience, a vast and motivated
network of buyers and sellers, and substantial access to capital,
HRE exceeds expectations even in the most complex transactions.
About Cite LLC
Cite LLC, an American restaurant business, filed its voluntary
petition for relief under Chapter 11 of the Bankruptcy Code (Bankr.
N.D. Ill. Case No. 21-13730) on Dec. 3, 2021. In the petition
signed by Evangeline Gouletas, managing member, the Debtor
disclosed $5,517,547 in total assets and $7,945,223 in total
liabilities.
Judge Janet S. Baer oversees the case.
The Golding Law Offices, PC serves as the Debtor's counsel.
CITIZEN PROTECTION: File Bare-Bones Chapter 11 Petition
-------------------------------------------------------
Citizen Protection Inc. sought bankruptcy protection without
stating a reason.
Citizen Protection Inc., a small business debtor, filed for
bankruptcy protection under Subchapter V of Chapter 11 of the
Bankruptcy Code on May 24, 2020. On May 31, it filed a revised
petition to indicate that it won't proceed under Subchapter V.
According to court documents, Citizen Protection estimates between
1 and 49 unsecured creditors. The petition states that funds will
be available to unsecured creditors.
A telephonic meeting of creditors under 11 U.S.C. Section 341(a)
meeting is slated for June 27, 2022 at 2:00 P.M.
About Citizen Protection
Citizen Protection Inc. provides strategic leadership for the
company by working with the Board and other management to establish
long-range goals, strategies, plans and policies. Plan, develop,
organize, implement, direct and evaluate the organization's fiscal
function and performance.
Citizen Protection Inc. sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. D.P.R. Case No. 22-01475) on May 24,
2022. In the petition filed by Edwin Ayala Figueroa, as president,
Citizen Protection estimated assets and liabilities between $50,000
and $100,000 each.
Javier Vilarino, of VILARINO & ASSOCIATES LLC, is the Debtor's
counsel. Tamarez CPA, LLC, is the Debtor's accountant.
COVANTA HOLDING: S&P Alters Outlook to Stable, Affirms 'B+' ICR
---------------------------------------------------------------
S&P Global Ratings revised its outlook on U.S.-based
waste-to-energy (WtE) provider Covanta Holding Corp. to stable from
positive and affirmed its 'B+' issuer credit rating (ICR). At the
same time, S&P affirmed its 'BB' issue-level rating on the
company's senior secured debt and our 'B' issue-level rating on
Covanta's unsecured debt. The '1' recovery rating on the company's
senior secured debt is unchanged and indicates our expectation for
very high recovery in the event of a default. The '5' recovery
rating on Covanta's unsecured debt is unchanged and indicates S&P's
expectation for modest recovery in the event of a default.
The stable outlook reflects the contracted and hedged nature of
most of Covanta's cash flows, which provides good cash flow
visibility, as well as S&P's belief that S&P Global
Ratings-adjusted leverage will top out at about 6.5x-6.7x in 2022
before starting to decline in 2023.
S&P said, "The outlook revision reflects our expectation of higher
leverage in 2022, with modest improvement beginning in 2023. We
expect S&P Global Ratings-adjusted EBITDA of $520 million-$540
million in 2022, slightly lower than our previous forecast due to
the separation of Covanta's U.K. operations, announced in April
2022. The improvement compared with 2021 is based on higher
commodity prices and higher tip fees, spurred by declining landfill
capacity and increasing transportation costs. In addition, we
expect expenses will decline compared with 2021, as sales, general,
and administration expenses were higher in 2021 due to legal and
administration costs related to the EQT acquisition. However, we
expect Covanta will deleverage at a slower pace than previously
expected. We expect S&P Global Ratings-adjusted debt to EBITDA of
6.5x-6.7x in 2022 and 6.1x-6.3x in 2023.
"Reduced distributions in 2022 will contribute to discretionary
cash flow and deleveraging. EQT has pledged not to take a dividend
from Covanta for the foreseeable future. Because equity dividends
would be unsupportive of the company's credit quality, we believe
this policy will allow Covanta to deleverage. Covanta reduced its
dividend distributions in 2021 to about $45 million from $90
million in 2020; no dividends are projected during our forecast
horizon. We view this as supportive of credit measures. We expect
the company will generate discretionary cash flow of $190
million-$210 million in 2022 given its dividend and capital
spending actions. This will allow Covanta to pay down debt over the
next year.
"The strengths of Covanta's business model support our rating. We
rate Covanta 'B+' despite its current leverage due to our view of
its business strengths. Specifically, Covanta's strongest credit
features are the company's largely predictable cash flows through
contracted service agreements and power hedging arrangements, the
critical infrastructure nature of its assets, its strong operating
track record, its business model (that enables it to earn revenue
from both its inputs [waste] and outputs [power and recycled
metals]), and the dominant competitive position it enjoys among WtE
operators in the U.S. The company also maintains good EBITDA
coverage of interest for the current rating level. We believe all
these features will remain intact.
"The stable outlook reflects our expectation that Covanta will
maintain debt to EBITDA at 6.1x-6.7x during our forecast horizon.
We continue to expect deleveraging over our outlook horizon, albeit
at a slower pace than previously forecast. We expect the company's
owner, EQT, will refrain from taking a dividend and instead will
use discretionary cash flow to reinvest in the company or repay
debt.
"We would consider a negative rating action due to poor operational
performance, including boiler availability of less than 90%, or
further declines in metals and power prices that lead S&P Global
Ratings-adjusted debt to EBITDA to rise above 7x on a sustained
basis or funds from operations (FFO) to debt to fall below 8% on a
sustained basis. In addition, we would consider a negative rating
action if the company's financial policy, which has become more
favorable, in our opinion, becomes more aggressive, including
capital allocations that are disadvantageous to creditors.
"We would consider a positive rating action if Covanta's operating
results remain solid, its performance from recontracting WtE assets
stays strong, and its financial performance improves such that we
believe S&P Global Ratings-adjusted debt to EBITDA and FFO to debt
will remain below 6x and above 12%, respectively, on a sustained
basis."
ESG credit indicators: E-2, S-2, G-2
Environmental factors have a neutral impact on S&P's credit rating
analysis on Covanta. Covanta's role as a waste-to-energy provider
positions it favorably for energy transition as it contracts with
local municipalities to dispose of waste in a somewhat
environmental manner and receives a tipping fee (up to 20% of
overall revenues).
CROSS RIDGE: Case Summary & 14 Unsecured Creditors
--------------------------------------------------
Debtor: Cross Ridge Precision Inc.
121 Flint Road
Oak Ridge, TN 37830
Business Description: The Debtor is a machinery parts manufacturer
in Oak Ridge, Tennessee.
Chapter 11 Petition Date: June 1, 2022
Court: United States Bankruptcy Court
Eastern District of Tennessee
Case No.: 22-30839
Debtor's Counsel: William E. Maddox, Jr., Esq.
WILLIAM E. MADDOX, JR., LLC
P.O. Box 31287
Knoxville, TN 37930
Tel: (865) 293-4953
Fax: (865) 293-4969
Email: wem@billmaddoxlaw.com
Total Assets: $2,281,505
Total Liabilities: $3,391,704
The petition was signed by LJ Elliott as president.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 14 unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/SXUFCXQ/Cross_Ridge_Precision_Inc__tnebke-22-30839__0001.0.pdf?mcid=tGE4TAMA
DARLING INGREDIENTS: Fitch Gives BB+ Rating on $500MM Senior Notes
------------------------------------------------------------------
Fitch Ratings has assigned a 'BB+'/'RR4' rating to Darling
Ingredients, Inc.'s $500 million senior notes offering. Darling's
Rating Outlook is Stable. Net proceeds from the senior notes
offering will be used for general corporate purposes including
acquisitions, repayment of indebtedness and capex.
Darling's 'BB+' rating reflects the company's leading market
position as a globally diversified ingredient processor that is
currently benefitting from higher profitability given elevated
commodity prices for fats and protein. Fitch's forecast assumes
these strong tailwinds moderate over the medium-term but remain
structurally higher that when combined with recent acquisition
announcements could result in a sustainable core EBITDA of at least
$800 million.
Fitch's forecast over the rating horizon assumes Darling will
remain opportunistic with bolt-on acquisitions while managing
leverage around 3.0x or less, with leverage potentially creeping
above 3.0x to consummate transactions and deleveraging largely
through a combination of EBITDA growth and debt reduction post
transaction.
KEY RATING DRIVERS
Strong Recent Performance: While the company's formula-based animal
feed contracts pass a significant portion of the commodity risk to
the supplier, the company retains some commodity exposure such that
when prices are low for commodities like soy oil, palm oil, soy
meal and corn, earnings power is muted with material upside
potential when prices normalize through the cycle. Darling's core
EBITDA during 2015-2019, based on Fitch adjustments, averaged
roughly $450 million with commodity prices near 10-year lows. As
fat and protein prices increased during 4Q20 and continued through
2021, EBITDA has risen materially, increasing to $528 million in
2020 and $872 million in 2021.
Given the rise in commodity prices, Fitch projects Darling's Core
EBITDA around $1 billion for fiscal 2022 with upside potential to
Fitch's EBITDA forecast given that commodity prices could likely
remain elevated. The current geopolitical environment has
significantly increased uncertainty with forecasting agricultural
supply and demand conditions.
$800 Million Sustainable EBITDA: Fitch believes the increased
demand for low carbon fuels underpins structurally higher fat
prices over the cycle that supports increased profitability for
Darling. As such, Fitch believes Darling's core sustainable EBITDA
assuming commodity prices normalize from current levels could be at
least $800 million, which includes animal feed segment EBITDA in
the mid-to-upper $500 million range reflecting increased EBITDA
from announced acquisitions and food segment EBITDA in the upper
$100 million range reflecting increased mix of higher-margin
specialty collagen.
DGD Operations Scaling: Fitch expects Diamond Green Diesel (DGD)
will become a significant contributor to Darling's cash flows once
the Port Arthur facility plant comes online during 4Q22. The new
facility expands the joint venture's (JV) renewable diesel (RD)
production capacity to almost 1.2 billion gallons annually from
around 750 million gallons. Increasing demand for lower carbon
biofuels support RD supply expansion driven by state, federal, and
international government mandates for increasingly stringent carbon
emission standards to reduce green-house gas emissions.
Fitch believes DGD has a first-mover advantage with significantly
greater operating experience relative to peers that can leverage a
low-cost competitive position including access to lower carbon
intensity feedstocks. Fitch's forecast, which assumes the Blender
Tax Credit is not extended past 2022, contemplates a material
dividend distribution from DGD in the upper $400 million range for
2023 that could support projections for EBITDA after associates and
minorities at more than $1.5 billion.
Shifting Capital Allocation Priorities: Fitch expects Darling's
capital allocation policy will evolve during the next 12-18 months.
In 2022, Darling will target capital investments to support the
base business, M&A and opportunistic share repurchases. Darling's
board recently approved a two-year extension of the share
repurchase program and increased the aggregate amount to $500
million. Darling repurchased $168 million in common shares during
2021 and $17 million during 1Q22.
Darling has pursued additional opportunities to bolster its global
supply chain and increase access to low-carbon-intensity
feedstocks. In December 2021, Darling announced an agreement to buy
Valley Proteins' U.S.-based rendering and used cooking oil plants
for around $1.2 billion. The transaction closed in May 2022. In May
2022, Darling announced a definitive agreement to acquire all the
shares of the FASA Group, the largest independent rendering company
in Brazil, for approximately BRL2.8 billion (USD$560 million)
subject to post-closing adjustments and a contingent payment based
on future earnings growth. Closing of the transaction is subject to
customary closing conditions and regulatory approval in Brazil.
Fitch views these acquisitions as good strategic fits with no
geographic overlap that materially increases feedstock capacity for
its U.S. operations. Given expectations for meaningful dividends
from DGD, Fitch's base case for 2023 anticipates that Darling will
increase shareholder returns, including the implementation of a
dividend.
Leverage Expectations: Pro forma for acquisitions, Fitch estimates
leverage (total debt to operating EBITDA after associates and
minorities) in the low-3x range. This compares with leverage of
1.7x in fiscal 2021 and 2.1x in fiscal 2020. Fitch's forecast
assumes Darling could remain acquisitive through tuck-ins or
geographical expansion opportunities.
Fitch expects Darling to manage medium-term leverage around 3.0x or
less, with leverage potentially creeping above 3.0x to consummate
the transaction and deleveraging largely through a combination of
EBITDA growth including DGD dividend contributions and debt
reduction post-transaction. Darling has demonstrated past
commitment toward debt reduction following acquisitions with more
than $500 million of debt reduction following the 2014 acquisition
of VION Ingredients.
Parent Subsidiary Linkage: Fitch's analysis includes a strong
parent/weak subsidiary approach between the parent, Darling
Ingredients, and its subsidiaries. Fitch assesses the quality of
the overall linkage as high, resulting in an equalization of Issuer
Default Ratings (IDRs) across the corporate structure.
DERIVATION SUMMARY
Darling's 'BB+'/Stable ratings reflect its unique global market
position as a collector and processor of waste streams from the
food industry, transforming the products into sustainable
ingredients across diverse applications in the food, feed and fuel
sectors. Supply growth has been supported by increasing global meat
consumption, which has risen linearly in the low single digits
during the past two decades and is expected to continue to increase
driven by growth in population and per capita protein consumption.
Long-term global demand for animal feed, pet food, specialty
collagen and other food and fuel products is supported by growth in
GDP, urbanization and consumer spending.
According to the company, Darling processes roughly 15% of the
world's animal by-products in a highly fragmented market. The
company benefits from global diversification with more than 50% of
sales in North America, roughly one-third of sales in Europe and
the remainder in rest of world. The company's acquisition of Valley
Proteins, Inc. increases exposure to North America.
The ratings are tempered by exposure to commodity volatility as a
material portion of the company's finished products primarily
within the feed segment compete with other commodity substitutes
with some price risk that mutes earnings power in lower commodity
price environment. The potential for change in the regulatory
environment or for crude oil volatility also poses earnings risk.
Darling has exposure to currency fluctuations with roughly half of
earnings (pre-Valley Proteins acquisition) from international
markets including Europe, South America and China.
The company's formula-based contracts pass a significant portion of
the commodity risk to the supplier. However, the company retains
some commodity exposure that when combined with foreign exchange
risk, can mute earnings when commodity prices are low. Darling also
has significant exposure as the largest clean-energy producer of RD
in North America through its 50% interest in the DGD JV with Valero
Energy Corporation (BBB/Stable). Darling's vertically-integrated
supply chain supports access to low carbon feedstock for DGD
including animal fats and used cooking oil.
Compared with other companies in Fitch's agribusiness coverage,
Darling maintains higher profitability except for Ingredion Inc.
(BBB/Stable). Darling's capital intensity is higher than
agribusiness peers due to the corrosive nature of animal by-product
processing. Similarly rated credits in Fitch's agriculture and
protein portfolio include Primary Products (BB/Stable), Ingredion
(BBB/Stable) and Pilgrim's Pride Corporation (PPC; BBB-/Stable).
Primary Products 'BB' rating reflects the strong market position in
the mature corn-derived products industry for the food and
industrial markets, ample liquidity supported by good FCF
expectations, and moderate Fitch-calculated leverage (total debt to
EBITDA after associates and minorities) in the mid-to-lower-3x over
the forecast period. These factors are offset by narrow product
diversification and limited scale.
PPC's ratings are supported by its resilient business profile as
one of the world's largest chicken processors, with a presence in
the U.S., Europe, and Mexico, its diversified product portfolio,
and its vertically integrated operations. PPC generated close to
$1.3 billion of EBITDA in 2021, up from $787 million in 2020 with
leverage (net debt/EBITDA) of 2.2x. Fitch forecasts PPC's net
debt/EBITDA to be below 2.0x at YE 2022 with EBITDA of about $1.7
billion.
Ingredion's 'BBB' Long-Term IDR is supported by its globally
diverse product portfolio and stable underlying business model
focused on starches and sweeteners, with increasing exposure to
higher value, on-trend specialty ingredients. Ingredion's business
model remained relatively resilient during coronavirus restrictions
with manageable pressure on food-away-from-home given its exposure
to stable product categories. Leverage (total debt/EBITDA) was
approximately 2.3x for 2021. Fitch's forecast assumes Ingredion
will maintain long-term leverage in the low-2x.
KEY ASSUMPTIONS
Fitch's Key Assumptions Within the Rating Case for the Issuer
Include:
-- Darling's core EBITDA in fiscal 2021 was $872 million based on
Fitch adjustments including animal feed segment EBITDA in the
low $600 million range reflecting higher commodity prices and
food segment EBITDA approaching $200 million reflecting growth
in collagen markets and higher edible fat prices. For fiscal
2022, Fitch projects Darling Core EBITDA around $1 billion
with upside potential to Fitch's EBITDA forecast given that
commodity prices could likely remain elevated.
-- The current geopolitical environment has significantly
increased uncertainty in agricultural supply and demand
conditions. The May 2022 World Agricultural Supply and Demand
Estimates (WASDE) published by the U.S. Department of
Agriculture projects soybean oil prices of $0.75 per pound and
$0.70 per pound respectively in the 2021/2022 and 2022/2023
marketing years compared with $0.57 per pound for 2020/2021
and $0.30 per pound in 2019/2020. The WASDE projects an
increase in the usage of soy oil feedstock for biofuels to
10.7 billion pounds and 12 billion pounds respectively in the
2021/2022 and 2022/2023 marketing years compared with 8.85
billion pounds in 2020/2021 and 8.66 billion pounds in
2019/2020. The WASDE also projects increased soymeal prices at
$420 per short ton and $400 per short ton respectively for the
2021/2022 and 2022/2023 marketing years compared with $392 in
2020/2021 and $300 in 2019/2020.
-- Core sustainable EBITDA assuming commodity prices normalize
from current levels could be at least $800 million, which
includes animal feed segment EBITDA in the mid-to-upper $500
million range reflecting EBITDA from announced acquisitions
and food segment EBITDA in the upper $100 million range
reflecting increased mix of higher-margin specialty collagen.
-- Capex in the mid $300 million range for fiscal 2022.
-- The forecast assumes phase three of the DGD capacity expansion
completes during 4Q22. Fitch's forecast does not assume the
BTC is extended beyond 2022 with dividend distributions from
DGD in the upper $400 million range in 2023.
-- Given expectations for meaningful dividends from DGD, Fitch's
base case for 2023 anticipates that Darling will increase
shareholder returns, including the implementation of a
dividend.
RATING SENSITIVITIES
Factors that could, individually or collectively, lead to positive
rating action/upgrade:
-- Publicly articulated financial framework or a demonstrated
record of maintaining a consistent credit profile, yielding
increased confidence in leverage (total debt/EBITDA after
associates and minorities) sustaining under 3x combined with
operating performance that is in line with Fitch's current
expectations with sustained core EBITDA of $800 million and
EBITDA after associates and minorities dividends (with
dividend distribution from the DGD JV) above $1 billion in
fiscal 2023.
Factors that could, individually or collectively, lead to negative
rating action/downgrade:
-- Gross leverage (total debt/operating EBITDA after associates
and minorities) sustained above 3.5x as a result of weaker-
than expected core EBITDA or lack of a material dividend
distribution from DGD and/or capital allocation polices
outside of Fitch's expectations, such as large debt-funded M&A
and increased shareholder returns.
BEST/WORST CASE RATING SCENARIO
International scale credit ratings of Non-Financial Corporate
issuers have a best-case rating upgrade scenario (defined as the
99th percentile of rating transitions, measured in a positive
direction) of three notches over a three-year rating horizon; and a
worst-case rating downgrade scenario (defined as the 99th
percentile of rating transitions, measured in a negative direction)
of four notches over three years. The complete span of best- and
worst-case scenario credit ratings for all rating categories ranges
from 'AAA' to 'D'. Best- and worst-case scenario credit ratings are
based on historical performance.
LIQUIDITY AND DEBT STRUCTURE
Ample Committed Liquidity: Fitch views Darling as having ample
liquidity due to committed bank lines and expected FCF generation.
At April 2, 2022, Darling's liquidity consisted of $99 million in
cash and availability of approximately $1.05 billion under the $1.5
billion secured revolving credit facility, which had $396 million
in outstanding borrowings, $50 million in ancillary facilities and
$4 million LOC. Additionally, Darling had delayed-draw term-loan A
availability of $400 million and delayed-draw term loan A-2 of $500
million.
On May 2, 2022, Darling acquired Valley Proteins for approximately
$1.2 billion in cash. The company financed this transaction by
borrowing fully on the $400 million delayed draw term A-1 facility
and $500 million delayed draw term A-2 facility with the remainder
through revolver borrowings.
In December 2021, Darling amended and extended the revolving
facility by increasing the amount to $1.5 billion from $1.0 billion
and extended the maturity to December 2026. The remainder of
Darling's debt structure includes a $200 million term loan B due
2024, EUR515 million senior notes due 2026 and $500 million senior
notes due 2027.
Covenants on the revolving facility require total leverage to not
exceed 5.5x and interest coverage of 3.0x or greater for which
Darling has significant cushion. Terms for the revolving facility
include a collateral release mechanism, subject to term loan B
lender consent, upon Darling achieving investment-grade credit
ratings.
ISSUER PROFILE
Darling maintains a leading position as a globally diversified
collector and processor of food waste streams, transforming the
products into sustainable ingredients in the food, feed and fuel
sectors. Darling also has a 50% interest in the DGD JV, largest
producer of RD in North America.
ESG CONSIDERATIONS
Darling has an ESG Relevance Score of '4' [+] for Exposure to
Social Impacts. Darling's base business focuses on the collection
of animal by-products and repurposing into sustainable ingredients.
Fitch expects the company should benefit from market preferences
and healthy lifestyle trends toward collagen products. The
company's biomass-based diesel JV is also benefiting from social
and regulatory changes which are creating higher demand for
renewable products and as a consequence increased renewable fuel
mandates for the JV. This has a positive impact on the credit
profile, and is relevant to the rating in conjunction with other
factors.
Darling has an ESG Relevance Score of '4' [+] for Energy
Management, as the company's is benefitting from its strategic
decision to invest in the biomass-based diesel industry that is
expected to lead to higher stability and visibility of cash flows,
as a result of the legislative mandates and consumer and corporates
preference for the consumption of renewable products that improve
air quality. This has a positive impact on the credit profile, and
is relevant to the rating in conjunction with other factors.
Unless otherwise disclosed in this section, the highest level of
ESG credit relevance is a score of '3'. This means ESG issues are
credit-neutral or have only a minimal credit impact on the entity,
either due to their nature or the way in which they are being
managed by the entity.
DEBT RATING RECOVERY
---- ------ --------
Darling Ingredients, Inc.
senior unsecured LT BB+ New Rating RR4
DET MEDICAL: Files for Chapter 11 Without a Lawyer
--------------------------------------------------
DET Medical P.C. d/b/a DET Medical, filed a petition for relief
under Subchapter V of chapter 11 protection of the Bankruptcy Code.
The Debtor filed the petition without an attorney signing the
documents.
According to court documents, DET Medical PC estimates between 1
and 49 unsecured creditors. The petition states that funds will be
available to unsecured creditors.
About DET Medical PC
DET Medical PC, doing business as DET Medical, is a medical group
practice located in Jamaica, NY that specializes in Cosmetic,
Plastic & Reconstructive Surgery.
DET Medical P.C. sought bankruptcy protection under Subchapter V of
Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D.N.Y. Case No.
22-41117) on May 24, 2022. In the petition filed by Errol
Thompson, as owner and president, DET Medical estimated assets and
liabilities between $500,000 and $1 million each.
The case is assigned to Honorable Bankruptcy Judge Jil
Mazer-Marino.
Salvatore LaMonica, Esq., has been appointed as Subchapter V
trustee.
DING TRANS CORP: Hits Chapter 11 Bankruptcy
-------------------------------------------
Ding Trans Corp., a small business debtor, filed for bankruptcy
protection under Subchapter V of Chapter 11 of the Bankruptcy Code
on May 24, 2020. The following day, it filed a revised petition to
indicate that it won't proceed under Subchapter V.
According to court filing, Ding Trans Corp. estimates between 1 and
49 unsecured creditors. The petition states that funds will be
available to unsecured creditors.
The case is related to the Chapter 11 case filed by David Navaro
and Orly Navaro (Bankr. E.D.N.Y. Case No. 21-42002) on Aug. 2,
2021.
About Ding Trans Corp.
Ding Trans Corp. is a New York-based transportation company.
Ding Trans Corp. and affiliates sought protection under Chapter 11
of the U.S. Bankruptcy Code (Bankr. E.D.N.Y. Lead Case No.
22-41126) on May 24, 2022. In the petition filed by Shimon Navaro,
president, Ding Trans estimated assets and liabilities between
$100,000 and $500,000. The case is assigned to Honorable
Bankruptcy Judge Jil Mazer-Marino. Alla Kachan, of Law Offices of
Alla Kachan P.C., is the Debtor's counsel.
DINOZEUS LLC: Files for Chapter 11 Without a Lawyer
---------------------------------------------------
Dinozeus LLC filed for chapter 11 protection in the Middle District
of North Carolina but commenced the case without a lawyer.
"The Clerks Office has accepted for filing a petition in the
above-referenced case. Such petition was not filed (or signed) by
an attorney admitted to practice law in the Bankruptcy Court for
the Middle District of North Carolina. A corporation seeking relief
in the Bankruptcy Court is required to be represented in the
bankruptcy case by an attorney who is admitted to practice before
the Bankruptcy Court. Failure of the corporate debtor in this case
to obtain an attorney to appear in this case within 10 days of the
date of this memorandum will result in the filing of a motion to
dismiss the case.
These procedures reflect Federal Court law, which allows
corporations to appear in Federal Courts only through licensed
counsel, and North Carolina state statute (NCGS Sec. 84-4), which
forbids anyone other than a licensed attorney to prepare legal
documents on behalf of a corporation," according to a memorandum
sent by the Bankruptcy Clerk.
A status conference is slated for June 7, 2022.
A meeting of creditors under 11 U.S.C. Section 341(a) is slated for
June 27, 022 at 11:00 A.M. at the Office of UST.
About Dinozeus LLC
Dinozeus LLC is a Single Asset Real Estate (as defined in 11 U.S.C.
Sec. 101(51B).
On May 24, 2022, DINOZEUS LLC filed for chapter 11 protection
(Bankr. M.D.N.C. Case No. 22-10264).
The Debtor disclosed $100,000 to $500,000 in assets and
liabilities. Dinozeus estimates between 1 and 49 unsecured
creditors. The petition states that funds will not be available to
unsecured creditors.
DRALA MOUNTAIN: Seeks to Hire Alexander Halpern as Special Counsel
------------------------------------------------------------------
Drala Mountain Center, formerly known as Shambhala Mountain Center,
seeks approval from the U.S. Bankruptcy Court for the District of
Colorado to employ Alexander Halpern, LLC as its special counsel.
The Debtor needs the firm's legal assistance in real estate and
non-profit corporation matters, including legal advice concerning
the status of the mortgages on its real estate.
The firm will charge $140 to $300 per hour for its services.
As disclosed in court filings, Halpern Firm neither represents nor
holds any interest adverse to the Debtor and its estate.
The firm can be reached through:
Alexander Halpern, Esq.
Alexander Halpern LLC
1790 30th St #280
Boulder, CO 80301
Phone: +1 303-449-6180
Email: info@halpernllc.com
About Drala Mountain Center
Drala Mountain, formerly Shambala Mountain Center, is a Tibetan
Buddhist retreat and meditation hub in Colorado.
Drala Mountain filed a petition under Chapter 11, Subchapter V of
the Bankruptcy Code (Bankr. D. Colo. Case No. 22-10656) on Feb. 28,
2022, listing up to $10 million in both assets and liabilities.
Joli A. Lofstedt serves as Subchapter V trustee.
Judge Joseph G. Rosania, Jr. oversees the case.
The Debtor tapped Ropes & Gray, LLP as bankruptcy counsel; Markus
Williams Young & Hunsicker, LLC as local counsel; Alexander
Halpern, LLC as special counsel; Cordes & Company as financial
advisor; and Keegan Linscott and Associates, PC as consultant.
DT MIDSTREAM: Fitch Affirms 'BB+' LongTerm IDR, Outlook Stable
--------------------------------------------------------------
Fitch Ratings has affirmed DT Midstream, Inc.'s (DTM) 'BB+'
Long-Term Issuer Default Rating (IDR). In addition, Fitch has
affirmed the senior secured 'BBB-'/'RR1' loan and note ratings and
the senior unsecured 'BB+'/'RR4' note ratings. The Rating Outlook
is Stable.
The rating reflects long term contracts assuring stable cash flows
and low leverage, limited by exposure to non-investment grade
counterparties. Approximately 50% of revenues are paid under
contracts that have minimum volume commitments (MVC) from
Southwestern Energy Co. (SWN; BB/Stable). Despite MVCs and demand
charges (about 90% of 2022 pipeline segment) stepping down in the
next two years, Fitch expects leverage to be below 4.0x over the
next few years, within the positive sensitivity for an upgrade.
DTM's exposure to low rated counterparties is a limiting factor for
the rating.
KEY RATING DRIVERS
Scale and Scope of Operations: DTM's ratings reflect the benefits
of its size and scale, operating two business segments in multiple
producing basins. While DTM operates in only two basins, the
Marcellus/Utica and the Haynesville, Fitch believes these basins
are the most economic natural gas plays in the US. Approximately
48% of 2021's adjusted EBITDA was from the gathering segment and
52% from the pipeline segment, of which 18% was from cash
distributions from joint ventures from four different pipeline
systems.
Given the favorable position of DTM's assets in the northeast,
success in signing medium term contracts, and an expansion of the
Louisiana Energy Access Pipeline (LEAP) and several other projects,
in Fitch's forecast, the pipeline segment will grow slightly faster
than the gathering segment during the forecast period.
Declining Leverage: Fitch forecasts leverage to drop below 4.0x by
2023. Leverage was 4.4x in 2021, according to Fitch's calculation,
which differs from management's net leverage of 3.9x due to the
treatment of income received from joint ventures (JVs). With a
fully operational system, capex is expected to be manageable,
focusing on incremental, easy to execute projects, funded from cash
flow. Fitch forecasts DTM to be free cash flow positive, while the
company manages growth opportunities, shareholder returns (e.g.
dividend increases) and capex spending. Leverage remains
comfortably below 4.0x through 2025.
Cash Flow Assurance: In 2021, 99% of revenues were fee based, and
significantly, over 80% came from MVCs and demand charges,
eliminating volume risk. Cash flow assurance will remain high in
the near term, but the payments from MVCs and demand charges will
step down over time, increasing cash flow volatility. DTM's
contracts have a weighted average contract life of approximately
nine years. Fitch believes DTM will manage the contract maturities
and pair gathering commitments with firm transportation agreements
to lower the volume risk in the gathering business.
Diverse Assets and Customers: Fitch views DTM's diversity
favorably. The company's assets are primarily located in the
Marcellus/Utica and Haynesville basins. In 2021, approximately 52%
of gathering EBITDA (including proportional revenues from joint
ventures) was from the Marcellus/Utica and 46% from the
Haynesville. The remaining 2% is located outside of these regions.
DTM's focus is on dry gas and its transportation to the northeast
and Gulf Coast, with smaller amounts delivered to the Midwest and
Eastern Canada. Customers include producers (over 60% of revenues
including proportional revenues from joint ventures), followed by
LDCs & utilities, interstate pipelines and other, largely gas
marketers.
Counterparty Exposure and Customer Concentration: Fitch views the
significant concentration in high yield customers as credit
concerns and limitations on DTM's credit profile. In 2021, SWN
generated about 50% of revenues, followed by Antero Resources with
about 8%. Both are high yield. A significant portion were paid
under MVC contracts. SWN's share of revenues increased in 2021 as
the LEAP pipeline completed its first full year of operations. SWN
is one of the largest natural gas producers in the U.S. with a
footprint in the Appalachia and Haynesville basins. To mitigate
counterparty risk, customers have credit enhancements in place. In
recent history, DTM has only had one customer declare bankruptcy
and it did not have an impact on cash flows.
Marcellus/Utica Assets: In the Appalachian basin, DTM's significant
customer is SWN, which has substantial acreage dedications for the
life of the reserves. DTM gathers the majority of SWN's dry gas in
the region. Dry gas moves on the Susquehanna Gathering System's
pipeline with a capacity of 1.4 bcf/d and onto the Millennium
Pipeline. These assets are in SWN's Northeast Appalachia segment,
which is not SWN's growth region for 2022 compared to its Southwest
Appalachia segment.
Haynesville Assets: DTM grew in size and scale with the December
2019 acquisition of the Haynesville assets. It acquired the Blue
Union gathering system and a 150-mile lateral pipeline that was
under construction. The pipeline, LEAP, went into service in August
2020 and is currently expanding its capacity to 1.3 bcf/day. DTM
also receives long-term MVCs/demand charges from its largest
counterparty, SWN. DTM moves gas from the Haynesville on the LEAP
lateral to the Gulf Coast to petrochemical customers, refining
facilities, power plants and liquefied natural gas facilities.
These assets are well positioned to serve the growing needs of LNG
export facilities located in the Gulf Coast.
Pipeline Joint Ventures Add Stability: DTM received cash
distributions from four pipelines, totalling about 20% of adjusted
2021 EBITDA. Fitch adds these distributions to its adjusted EBITDA.
The company's most notable pipeline stakes include Millennium
(26.25% ownership stake), Vector (40%), and NEXUS (50%). These JV
stakes provide DTM with additional diversity and stable cash flows
from long-term contracts. Fitch views these pipelines favorably
given the difficult regulatory process facing construction of new
pipelines and recontracting tailwinds from the positive commodity
environment.
DERIVATION SUMMARY
DTM is the midstream segment spun from DTE Energy Company (DTE; IDR
BBB/Stable) in 2021. It is a platform of about 1,000-mile system of
gathering pipelines and 1,200 miles of pipeline assets that connect
key markets in the Midwest U.S., Eastern Canada, Northeast U.S. and
Gulf Coast regions to production in the largest and most economic
dry gas basins in the United States, the Marcellus/Utica and
Haynesville Basins.
DTM is rated two notches below The Williams Companies, Inc. (WMB;
BBB). The two-notch rating differential is warranted given WMB's
much larger size, scale and diversity. Both companies generate
approximately half of their cash flows from gathering and the
balance from pipelines. WMB's EBITDA is six times greater than DTM.
For the gathering segment, DTM generates most of its revenues from
MVCs in contrast to WMB, which has almost none.
WMB has operations throughout the U.S. while DTM has assets in two
producing basins, albeit, very economic natural gas basins. Also,
the credit quality and diversity of WMB's counterparties are
stronger, as just over half are investment grade, in contrast to
DTM which is concentrated in two high yield customers. WMB ended
2021 with leverage of 4.4x in line with DTM.
KEY ASSUMPTIONS
Fitch's Key Assumptions Within The Rating Case for the Issuer:
-- A Fitch price deck of Henry Hub natural gas prices over the
long-term of $2.50 per thousand cubic feet and West Texas
Intermediate oil prices of $50 per barrel over the long term;
-- Revenues have mid-single digit growth in the forecast period;
-- For the pipeline segment, the Stonewall Gas Pipeline expansion
comes online in 2022 and the LEAP expansion, phase 1, online
in 2024;
-- Capital spending is between $350-400 million, in line with
management guidance;
-- The company generate positive free cash flow (which may be
directed for additional capex, returns for shareholders, or
debt reduction);
-- Dividends grow in line with free cash flow.
RATING SENSITIVITIES
Factors that could, individually or collectively, lead to positive
rating action/upgrade:
-- Improvement in the credit quality of the major counterparties
and leverage (total debt with equity credit to operating
EBITDA) at or below 4.0x on a sustained basis.
Factors that could, individually or collectively, lead to negative
rating action/downgrade:
-- Leverage (total debt with equity credit to operating EBITDA)
be at or above 5.0x on a sustained basis;
-- A significant decline in MVCs/demand charges beyond Fitch's
forecast period may require lower leverage for ratings to
remain unchanged.
BEST/WORST CASE RATING SCENARIO
International scale credit ratings of Non-Financial Corporate
issuers have a best-case rating upgrade scenario (defined as the
99th percentile of rating transitions, measured in a positive
direction) of three notches over a three-year rating horizon; and a
worst-case rating downgrade scenario (defined as the 99th
percentile of rating transitions, measured in a negative direction)
of four notches over three years. The complete span of best- and
worst-case scenario credit ratings for all rating categories ranges
from 'AAA' to 'D'. Best- and worst-case scenario credit ratings are
based on historical performance.
LIQUIDITY AND DEBT STRUCTURE
Adequate Liquidity Expected: As of March 31, 2022, DTM had $281
million of cash on the balance sheet. Fitch believes the secured
revolver, with $742 million available net of the $8 million of LOCs
outstanding, provides DTM with sufficient liquidity through the
forecast period. DTM reduced its exposure to variable rate
obligations, with about 15% of total debt variable rate, down from
about 30% after issuing 10 year fixed rate notes due in 2032 and
repaid a portion of the term loan. The 2032 notes are secured and
have a fallaway provision that releases the lien on the assets if
DTM is rated investment grade by two of the three rating agencies
currently rating the bonds.
ISSUER PROFILE
DTM has a platform of gathering assets and pipeline assets, wholly
owned and through JVs, that connect dry gas to demand centers in
the Midwestern U.S., Eastern Canada, Northeastern U.S. and Gulf
Coast regions to the Marcellus/Utica and Haynesville basins in the
Appalachian and Gulf Coast Basins.
ESG CONSIDERATIONS
Unless otherwise disclosed in this section, the highest level of
ESG credit relevance is a score of '3'. This means ESG issues are
credit-neutral or have only a minimal credit impact on the entity,
either due to their nature or the way in which they are being
managed by the entity.
DEBT RATING RECOVERY PRIOR
---- ------ -------- -----
DT Midstream, Inc. LT IDR BB+ Affirmed BB+
senior unsecured LT BB+ Affirmed RR4 BB+
senior secured LT BBB- Affirmed RR1 BBB-
EL MONTE NATURE: Taps Thorsnes Bartolotta as Special Counsel
------------------------------------------------------------
El Monte Nature Preserve, LLC seeks approval from the U.S.
Bankruptcy Court for the Southern District of California to employ
Thorsnes Bartolotta McGuire LLP as special counsel.
The Debtor needs the firm's legal assistance in connection with a
case (Case No. 37-2021-00048814-CU-CO-CTL) filed in the Superior
Court of California.
The hourly rates charged by the firm for its services are as
follows:
Vincent J. Bartolotta, Jr., Partner $1,000 per hour
Karen R. Frostrom, Partner $650 per hour
John O'Brien, Associate $450 per hour
In addition, the firm will seek reimbursement for its out-of-pocket
expenses.
The Debtor paid a retainer of $107,000.
Vincent Bartolotta, Jr., Esq., a partner at Thorsnes, 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:
Vincent J. Bartolotta, Jr., Esq.
Thorsnes Bartolotta McGuire, LLP
2550 Fifth Ave Floor 11
San Diego, CA 92103
Tel: (619) 236-9363
About El Monte Nature Preserve
El Monte Nature Preserve, LLC filed for Chapter 11 protection
(Bankr. S.D. Calif. Case No. 22-00971) on April 12, 2022, listing
as much as $50 million in both assets and liabilities. William B.
Adams, manager, signed the petition.
Judge Christopher B. Latham oversees the case.
Michael D. Breslauer, Esq., at Solomon Ward Seidenwurm & Smith, LLP
and Thorsnes Bartolotta McGuire, LLP serve as the Debtor's
bankruptcy counsel and special counsel, respectively.
EQM MIDSTREAM: Fitch Rates Proposed Sr. Unsecured Notes 'BB'
------------------------------------------------------------
Fitch Ratings has assigned a EQM Midstream Partners LP's (EQM)
proposed senior unsecured notes offering a 'BB' rating with a
Recovery Rating of 'RR4'. These notes rank pari passu with EQM's
existing and future senior unsecured notes. Proceeds from the notes
are expected to be used to redeem a portion of the outstanding
senior notes due 2023, 2024 and 2025, and for general-corporate
purposes.
Fitch currently rates EQM's Long-Term Issuer Default Rating (IDR)
'BB' and the senior unsecured notes and revolver 'BB'/ 'RR4'. The
Rating Outlook is Negative.
The Negative Outlook reflects Fitch's view that past and potential
trends have reduced EQM's prospects for avoiding a sustained period
of high leverage, and continued uncertainties around the Mountain
Valley Pipeline (MVP) project timeline and execution as it
continues to experience regulatory permitting challenges, which
have caused repeated delays and budget escalation. Fitch estimates
leverage at approximately 5.1x-5.3x at end-2022, and above Fitch's
negative sensitivity of 5.5x at end-2023.
KEY RATING DRIVERS
MVP Overhang: MVP has encountered large schedule delays and cost
overruns due to permitting and environmental challenges. Management
has now guided towards a revised in-service date in 2H23, versus
Fitch's previously assumed end-2022, for higher total project costs
at approximately $6.6 billion from the previously estimated $6.2
billion. As a result, deleveraging has been delayed and Fitch
expects leverage to remain high at end-2022 and through 2023 until
MVP is placed in-service.
Material Execution Risk from MVP: With multiple setbacks, timely
project completion continues to present an execution risk for EQM.
Fitch views this risk to be significant, as any further delays and
setbacks in completing and fully executing this project can have a
negative impact since EQM's earnings growth and strengthening of
its balance sheet metrics is largely driven by this project.
Counterparty Credit Risk: EQM derived roughly 60% of its 2021
revenues from EQT Corporation, its primary counterparty. Due to the
combination of customer concentration and reservation-based
payment, EQT's financial health and credit risk have a strong
bearing on EQM. As EQT is a shipper on MVP, the completion of MVP
will increase the absolute amount of EQT counterparty
concentration. Positively, other MVP shippers also include
affiliates of three highly rated utilities. While EQT has released
a portion of its firm capacity on MVP, Fitch still expects it to
remain EQM's largest customer over Fitch's four-year rating
horizon, as the company provides EQT with critical midstream
infrastructure. EQM also has exposure to high-yield and unrated
counterparties.
EQT Contract Marginally Positive: Under the 2020 renegotiated EQT
gathering contract, EQM benefits from a longer-term schedule of
higher minimum volume commitments (MVCs), a global MVC rate,
Pennsylvania and West Virginia acreage dedications and capex
protections, subject to MVP being placed in-service.
An important positive is that the benefit of certain rate relief to
EQT is temporarily suspended until MVP is placed in service.
However, EQT has a one-year option to forgo $235 million aggregate
rate relief in exchange for a $196 million cash payment since MVP
has not been placed in-service by Jan. 1, 2022. Separately, EQM has
a potential Henry Hub annual upside of up to $60 million through
2024, contingent on MVP being placed in-service. Fitch believes the
contract with EQT has a marginal positive effect on EQM's credit
profile, given the higher MVCs and contract extension.
Limited Geographic and Counterparty Diversification: EQM's business
lines and geographic diversity are limited by strong ties with and
a focus on EQT's production in the Appalachian region. Fitch
typically views single-basin operators with large customer
concentration as being exposed outsized event risk, which could be
triggered by an operating issue at EQT or any production
difficulties in the Appalachian basin.
Despite EQM being in one of the country's most prolific gas basins,
EQT is expected to maintain flat to moderate production growth over
Fitch's rating horizon as exploration and production companies
overall maintain capital discipline and prioritise free cash flow
(FCF) amid natural gas price volatility, basin takeaway constraints
and macro-economic uncertainties.
Reservation Payments Provide Stabillity: Long-term contracts with
firm reservation fees for the gathering and transmission sides of
the business support EQM's operations. As of Dec. 31, 2021, the
firm gathering contracts, and firm transmission and storage
contracts have weighted remaining life of approximately 14 years
and 13 years, respectively. Approximately 64% of 2021 revenue was
from firm reservation fees, which are expected to increase once MVP
is placed in-service. This contract structure provides some
stability to cash flows and protection from volumetric risk.
DERIVATION SUMMARY
EQM operates in the Appalachian basin and has material,
concentrated counterparty exposure to EQT. EQM has larger EBITDA
than DCP Midstream, LP (BBB-/Stable) and EnLink Midstream LLC
(BB+/Positive). All three generate over $1.0 billion in annual
EBITDA. DCP and EnLink operate in multiple basins, and EQM has
lower business risk gas-transportation assets in its portfolio.
However, DCP is much more diverse than EQM and EQM is less diverse
than EnLink.
DCP has higher volume risk, with only about 70% of its gross
margins generated from fee-based contracts versus 90% of EnLink's
gross margins. EQM had approximately 64% of revenue from firm
reservation fees in 2021.
EQM exhibits higher leverage compared with EnLink and DCP, for
which Fitch expects end-2022 leverage at below 4.5x and 3.0x-3.2x,
respectively. Due to the execution challenges of the multi-year MVP
project, these peers are better positioned than EQM, where Fitch
expects leverage to remain high until MVP is in service. Fitch
expects leverage of approximately at 5.1x-5.3x for end-2022.
KEY ASSUMPTIONS
-- Fitch price deck for Henry Hub prices of $4.25/mcf in 2022,
$3.25/mcf in 2023, $2.75/mcf in 2024 and $2.50/mcf thereafter;
-- MVP is complete end-2023 and non-recourse MVP project
financing occurs after Dec. 31, 2023;
-- Dividends and capex for 2022 in line with management guidance.
No dividend growth expected in forecast period; and
-- No acquisitions, asset sales or equity issuance.
RATING SENSITIVITIES
Factors that could, individually or collectively, lead to positive
rating action/upgrade:
-- Positive rating action is not currently viewed as likely in
the medium term until MVP comes into service;
-- Post MVP completion, positive rating action at EQT may lead to
a positive rating action at EQM. The Outlook is unlikely to be
revised to Stable until MVP comes into service.
Factors that could, individually or collectively, lead to negative
rating action/downgrade:
-- Significant long running problems at MVP leading to delays
and/ or cost over-runs, with no foreseeable resolution;
-- Significant credit deterioration at EQT, including but not
limited to liquidity constraints;
-- Leverage (total debt with equity credit/adjusted EBITDA) of
over 5.5x for a sustained period; following the EQM buy-in
transaction, the 5.5x leverage is calculated by referencing
Equitrans Midstream Corporation's (ETRN) consolidated
leverage, in accordance with the consolidated credit profile
treatment under Fitch's Parent-Subsidiary linkage (e.g. adding
the deemed debt portion of the new ETRN preferred shares to
EQM debt);
-- Dividend coverage ratio below 1.0x on a sustained basis;
-- A change in operating profile such that EQM introduces a
material amount of non-fee-based contracts for its gathering
business;
-- Impairments to liquidity;
-- A change in the financial policies set by ETRN that is
materially adverse to EQM's credit quality.
BEST/WORST CASE RATING SCENARIO
International scale credit ratings of Non-Financial Corporate
issuers have a best-case rating upgrade scenario (defined as the
99th percentile of rating transitions, measured in a positive
direction) of three notches over a three-year rating horizon; and a
worst-case rating downgrade scenario (defined as the 99th
percentile of rating transitions, measured in a negative direction)
of four notches over three years. The complete span of best- and
worst-case scenario credit ratings for all rating categories ranges
from 'AAA' to 'D'. Best- and worst-case scenario credit ratings are
based on historical performance.
LIQUIDITY AND DEBT STRUCTURE
Adequate Liquidity: As of March 31, 2022, EQM had approximately
$1.86 billion in liquidity. Cash on balance sheet was approximately
$28 million, in addition to the $1.83 billion available under the
$2.25 billion revolver (availability is after recognizing credit
extensions of $235 million related to the issuance of letters of
credit). As of March 31, 2022, EQM was in compliance with its
covenants. Fitch notes that the definition of leverage under the
bank agreement is different to its own definition of leverage.
Fitch expects EQM to maintain compliance with its covenants in the
near term.
On April 22, 2022, the credit facility was extended through April
2025 and amended to reduce the facility size to $2.16 billion
through October 2023 and $1.55 billion from October 2023 through
April 2025. Among other adjustments, the leverage covenant was
updated through the extension date such that leverage cannot exceed
5.5x with a maximum leverage of 5.85x for four quarters beginning
with mobilization for MVP forward construction. Fitch believes
these adjustments provide EQM with headroom during high MVP-related
capex as delays to MVP in-service date slow deleveraging.
ISSUER PROFILE
EQM is a wholly owned subsidiary of ETRN. The company owns and
operates gathering, transmission, and water assets in the
Appalachian basin, providing services to producers, local
distribution companies and marketers.
SUMMARY OF FINANCIAL ADJUSTMENTS
EQM forecast metrics referred to herein are calculated by
referencing ETRN financial statements, with an adjustment for the
preferred shares to reflect a 50/50 debt-to-equity treatment.
EBITDA in the forecast metrics reflects cash received from EQT that
is booked as deferred revenue rather than revenue; when EQT
payments transition to where the deferred revenue is being
amortized into revenue, this amortization will be removed from
revenue to arrive at EBITDA. Regarding unconsolidated affiliates,
Fitch calculates midstream energy companies' EBITDA by use of cash
distributions from those affiliates, rather than, for example,
rateable EBITDA from those affiliates.
ESG CONSIDERATIONS
EQM has an ESG Relevance Score of '4' for Exposure to Social
Impacts due to continued environmental permitting challenges for
MVP, which has a negative impact on the credit profile, and is
relevant to the rating[s] in conjunction with other factors.
Unless otherwise disclosed in this section, the highest level of
ESG credit relevance is a score of '3'. This means ESG issues are
credit-neutral or have only a minimal credit impact on the entity,
either due to their nature or the way in which they are being
managed by the entity.
DEBT RATING RECOVERY
----- ------ --------
EQM Midstream Partners, LP
senior unsecured LT BB New Rating RR4
EYP GROUP: Committee Seeks to Hire Bernstein Shur as Counsel
------------------------------------------------------------
The official committee of unsecured creditors of EYP Group
Holdings, Inc. and its affiliates seeks approval from the U.S.
Bankruptcy Court for the District of Delaware to hire Bernstein
Shur Sawyer & Nelson, P.A. as its legal counsel.
The firm's services include:
(a) advising the committee of its rights, powers, and duties
in the cases;
(b) assisting the committee in its consultations with the
Debtors relative to the administration of the cases;
(c) reviewing and analyzing all applications, motions, orders,
statements of operations and schedules filed with the bankruptcy
court by the Debtors or third parties, advising the committee as to
their propriety, and, after consultation with the committee, taking
appropriate action in furtherance of the committee's interests and
objectives;
(d) preparing legal papers;
(e) representing the committee at hearings held before the
bankruptcy court and communicating with the committee regarding the
issues raised, as well as the decisions of the bankruptcy court;
(f) assisting the committee in analyzing the claims of the
Debtors' creditors and in negotiating with such creditors;
(g) assisting with the committee's investigation of the acts,
conduct, assets, liabilities and financial condition of the Debtors
and of the operation of the Debtors' businesses;
(h) assisting the committee in its analysis of, and
negotiations with, the Debtors or their creditors concerning
matters related to, among other things, the terms of any plan of
reorganization or liquidation or any Section 363 sale; and
(i) performing all other necessary legal services.
The firm's hourly rates are as follows:
Robert J. Keach Attorney (Shareholder) $685
D. Sam Anderson Attorney (Shareholder) $485
Lindsay Zahradka Milne Attorney (Shareholder) $465
Adam R. Prescott Attorney (Shareholder) $340
Letson Douglass Boots Attorney (Associate) $275
Kyle D. Smith Attorney (Associate) $265
Angela Stewart Paraprofessional $240
Karla Quirk Paraprofessional $210
Christine Mastrogiorgio Paraprofessional $185
As disclosed in court filings, Bernstein is a "disinterested
person" as that phrase is defined in Section 101(14) of the
Bankruptcy Code.
The firm can be reached through:
D. Sam Anderson, Esq.
Bernstein, Shur, Sawyer & Nelson, P.A.
100 Middle Street
P.O. Box 9729
Portland, ME 04104-5029
Phone: (207) 774-1200
Fax: (207) 774-1127
Email: sanderson@bernsteinshur.com
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
and $100 million and liabilities between $100 million and $500
million.
The cases are assigned to Judge Mary F. Walrath.
The Debtors tapped DLA Piper LLP (US) as bankruptcy counsel;
Hollingsworth LLP as special counsel; Carl Marks Advisory Group,
LLC as investment banker, and Alex Roque of Berkeley Research
Group, LLC as interim chief financial officer. Epiq Corporate
Restructuring, LLC is the claims and noticing agent and
administrative advisor.
Ault Alliance, Inc., the DIP lender, is represented by Mintz Levin
Cohn Ferris Glovsky and Popeo, P.C. and Morris Nichols Arsht &
Tunnell, LLP.
The U.S. Trustee for Regions 3 and 9 appointed an official
committee of unsecured creditors on May 4, 2022. The committee is
represented by Bernstein Shur Sawyer & Nelson, P.A.
EYP GROUP: Seeks Approval to Hire 'Ordinary Course' Professionals
-----------------------------------------------------------------
EYP Group Holdings, Inc. and its affiliates seek approval from the
U.S. Bankruptcy Court for the District of Delaware to hire
professionals used in the ordinary course of business.
The "ordinary course" professionals are:
With $25,000 Monthly Cap
Stout Risius Ross
P.O. Box 71770
Chicago, IL 60694-1770
-- Valuation Accounting Services
Bonadio & Co., LLP
Certified Public Accountants 6
Wembley Court Albany, NY 12205
-- Accounting/Auditing Services
KPMG LLP
Dept 0511
PO Box 120511
Dallas, TX 75312-0511
-- Accounting/ Auditing Services
Control Risks Group, LLC
P.O. Box 406287
Atlanta, GA 30384-6287
-- Government Contract Legal Services
Byrne & O'Neill LL
11 Broadway, Suite 910
New York, NY 10004-1314
-- General Legal Services
Schoonover & Moriarty LLC
130 N. Cherry Street Suite 202
Olathe, KS 66061
-- Government Contract Legal Services
Bond, Schoeneck & King, PLLC
22 Corporate Woods Blvd. Suite 501
Albany, NY 12211-2503
-- Employment Law Legal Services
Dowling Law PLLC
P.O. Box 5426
Albany, NY 12205
-- Employment Law Legal Services
With $55,000 Monthly Cap
Holland & Knight LLP
P.O. Box 936937
Atlanta, GA 31193-6937
-- Employment Law Legal Services
Hollingsworth LLP
1350 I Street
N.W. DC 20005
-- United States Government Contract Legal Services
Mullen Coughlin
426 W. Lancaster Avenue, Suite 200
Devon, PA 19333
-- Cybersecurity Legal Services
Finn Partners
301 East 57th St.
New York, NY 10022
-- United States Public Relations Services
The Debtors also seek approval to pay, without a prior application
to the court, 100 percent of fees and disbursements requested in
each OCP's monthly invoice.
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
and $100 million and liabilities between $100 million and $500
million.
The cases are assigned to Judge Mary F. Walrath.
The Debtors tapped DLA Piper LLP (US) as bankruptcy counsel;
Hollingsworth LLP as special counsel; Carl Marks Advisory Group,
LLC as investment banker, and Alex Roque of Berkeley Research
Group, LLC as interim chief financial officer. Epiq Corporate
Restructuring, LLC is the claims and noticing agent and
administrative advisor.
Ault Alliance, Inc., the DIP lender, is represented by Mintz Levin
Cohn Ferris Glovsky and Popeo, P.C. and Morris Nichols Arsht &
Tunnell, LLP.
The U.S. Trustee for Regions 3 and 9 appointed an official
committee of unsecured creditors on May 4, 2022. The committee is
represented by Bernstein Shur Sawyer & Nelson, P.A.
EYP GROUP: Seeks Approval to Hire Carl Marks as Investment Banker
-----------------------------------------------------------------
EYP Group Holdings, Inc. and its affiliates seek approval from the
U.S. Bankruptcy Court for the District of Delaware to hire Carl
Marks Advisory Group, LLC to serve as their investment banker.
The firm's services include:
a. evaluating the Debtors' projected cash flows and advising
on debt capacity, capital structure alternatives, and other
strategic considerations;
b. working collaboratively with the Debtors and senior
management, in developing strategic alternatives available to the
business;
c. preparing and presenting reports that outline the strategic
alternatives available to the Debtors and highlighting the risks
and benefits of each alternative;
d. assisting the Debtors in effectuating the preferred
restructuring path;
e. analyzing and assisting in negotiating terms of any
proposed Restructuring Transaction, Sale Transaction or Financing
Transaction;
f. assisting in the development, preparation, and distribution
of selected information, documents and other materials to
consummate a Transaction;
g. as appropriate, participating in calls with, and presenting
summary findings to the Debtors' constituents;
h. as requested, attending meetings and assisting in any
negotiations on behalf of the Debtors; and
i. rendering other financial advisory and related services as
are requested in coordination with the Debtors and reasonably
acceptable to CMA.
The firm will be paid as follows:
a. Monthly Advisory Fee: A fixed fee at the rate of $75,000
per month, payable in advance, via wire transfer, upon the
execution of the Investment Banking Agreement and at the beginning
of each subsequent monthly period thereafter in which financial
advisory services are to be provided. Fifty percent (50.0%) of the
first four monthly advisory fees shall be creditable against any
transaction fee.
b. Transaction Fee: If, during the period CMA is retained, or
within the "residual period" thereafter, the Debtors enter into a
definitive agreement for a transaction that is subsequently
completed, a fee will be paid in cash and earned in full and due
upon the completion of each transaction with any party during the
term of this agreement or within the residual period. Such fee will
be in an amount equal to the following:
i. A restructuring transaction fee in an amount equal to
$1,250,000.
ii. A sale transaction fee in an amount equal to $1,250,000,
plus 4 percent of the transaction value greater than $65 million.
iii. A financing transaction fee in the amount of 1.5 percent of
senior secured debt, 3 percent of junior/subordinated/mezzanine
debt and 5 percent of equity consideration raised.
Scott Webb, a partner at Carl Marks, disclosed in court filings
that the firm and its professionals are "disinterested" as the term
is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Scott Webb
Carl Marks Advisory Group, LLC
900 Third Avenue
New York, NY 10022
Telephone: (212) 909-8400
Email: swebb@carlmarks.com
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
and $100 million and liabilities between $100 million and $500
million.
The cases are assigned to Judge Mary F. Walrath.
The Debtors tapped DLA Piper LLP (US) as bankruptcy counsel;
Hollingsworth LLP as special counsel; Carl Marks Advisory Group,
LLC as investment banker, and Alex Roque of Berkeley Research
Group, LLC as interim chief financial officer. Epiq Corporate
Restructuring, LLC is the claims and noticing agent and
administrative advisor.
Ault Alliance, Inc., the DIP lender, is represented by Mintz Levin
Cohn Ferris Glovsky and Popeo, P.C. and Morris Nichols Arsht &
Tunnell, LLP.
The U.S. Trustee for Regions 3 and 9 appointed an official
committee of unsecured creditors on May 4, 2022. The committee is
represented by Bernstein Shur Sawyer & Nelson, P.A.
EYP GROUP: Seeks Approval to Hire DLA Piper as Bankruptcy Counsel
-----------------------------------------------------------------
EYP Group Holdings, Inc. and its affiliates seek approval from the
U.S. Bankruptcy Court for the District of Delaware to hire DLA
Piper LLP (US) to serve as legal counsel in their Chapter 11
cases.
The firm will render these services:
(a) advise the Debtors of their rights, powers and duties
while operating and managing their respective businesses and
properties under Chapter 11 of the Bankruptcy Code;
(b) prepare legal documents and review all financial reports
to be filed in the Debtors' cases;
(c) advise the Debtors concerning, and prepare responses to,
legal papers that may be filed by other parties in these cases;
(d) advise the Debtors with respect to, and assist in the
negotiation and documentation relating to, the negotiation and
consummation of transactions contemplated under their Chapter 11
plan;
(e) advise the Debtors regarding actions to collect and
recover property for the benefit of their estates;
(f) advise the Debtors concerning executory contract and
unexpired lease assumption, assignment and rejection;
(g) assist the Debtors in reviewing, estimating and resolving
claims asserted against the estates;
(h) assist the Debtors in complying with applicable laws and
governmental regulations;
(i) commence and conduct litigation necessary and appropriate
to assert rights held by the Debtors, protect assets of the
Debtors' estates or otherwise further the goals of the Debtors in
these Chapter 11 cases; and
(j) provide non-bankruptcy services to the extent requested by
the Debtors.
The firm's hourly rates are as follows:
Richard A. Chesley (Partner) $1,495
R. Craig Martin (Partner) $1,270
Oksana Koltko Rosaluk (Partner) $1,125
Aaron Applebaum (Associate) $1,020
Gregory Juell (Associate) $1,025
Robert Moskalewicz (Associate) $750
Britney Frates (Associate) $675
William Lee Countryman (Paralegal) $450
Richard Chesley, Esq., a partner at DLA Piper, disclosed in court
filings that his firm is "disinterested" within the meaning of
Section 101(14) of the Bankruptcy Code.
In accordance with Appendix B-Guidelines for reviewing fee
applications filed by attorneys in larger Chapter 11 cases, Mr.
Chesley disclosed that the firm has not agreed to a variation of
its standard or customary billing arrangements for its employment
with the Debtor, and that no professional at the firm has varied
his rate based on the geographic location of the Debtors'
bankruptcy cases.
The attorney also disclosed that DLA Piper represented the Debtors
in their restructuring efforts prior to the petition date, and that
the firm charged its standard hourly rates, which are substantially
similar to the billing rates and financial terms that the firm
intends to charge for post-petition work.
Mr. Califano also disclosed that DLA will coordinate with certain
directors on an appropriate budget and staffing plan as matters
arise.
DLA Piper can be reached through:
Richard A. Chesley, Esq.
DLA Piper LLP (US)
444 W Lake St #900
Chicago, IL 60606
Phone: +1 312-368-4000
Fax: +1 312 236 7516
Email: richard.chesley@dlapiper.com
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
and $100 million and liabilities between $100 million and $500
million.
The cases are assigned to Judge Mary F. Walrath.
The Debtors tapped DLA Piper LLP (US) as bankruptcy counsel;
Hollingsworth LLP as special counsel; Carl Marks Advisory Group,
LLC as investment banker, and Alex Roque of Berkeley Research
Group, LLC as interim chief financial officer. Epiq Corporate
Restructuring, LLC is the claims and noticing agent and
administrative advisor.
Ault Alliance, Inc., the DIP lender, is represented by Mintz Levin
Cohn Ferris Glovsky and Popeo, P.C. and Morris Nichols Arsht &
Tunnell, LLP.
The U.S. Trustee for Regions 3 and 9 appointed an official
committee of unsecured creditors on May 4, 2022. The committee is
represented by Bernstein Shur Sawyer & Nelson, P.A.
EYP GROUP: Seeks to Hire Epiq Corporate as Administrative Advisor
-----------------------------------------------------------------
EYP Group Holdings, Inc. and its affiliates seek approval from the
U.S. Bankruptcy Court for the District of Delaware to hire Epiq
Corporate Restructuring, LLC as their administrative advisor.
The firm's services include:
(a) assisting with, among other things, solicitation,
balloting and tabulation of votes, preparing any related reports in
support of confirmation of a Chapter 11 plan, and processing
requests for documents;
(b) preparing an official ballot certification and, if
necessary, testifying in support of the ballot tabulation results;
(c) assisting in the preparation of the Debtors' schedules of
assets and liabilities and statements of financial affairs, and
gathering data in conjunction therewith;
(d) providing a confidential data room, if requested; and
(e) managing and coordinating any distributions pursuant to a
Chapter 11 plan.
Epiq will charge these hourly fees:
Clerical/Administrative Support $25 - $55
IT / Programming $55 - $85
Project Managers/Consultants/ Directors $85 - $175
Solicitation Consultant $175
Executive Vice President, Solicitation $190
Executives No Charge
The firm received a retainer in the amount of $25,000.
Kate Mailloux, a senior director at Epiq, disclosed in court
filings that her firm is "disinterested" as defined in Section
101(14) of the Bankruptcy Code.
Epiq can be reached through:
Kate Mailloux
Epiq Bankruptcy Solutions, LLC
777 Third Avenue, 12th Floor
New York, NY 10017
Phone: (646) 282-2523
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
and $100 million and liabilities between $100 million and $500
million.
The cases are assigned to Judge Mary F. Walrath.
The Debtors tapped DLA Piper LLP (US) as bankruptcy counsel;
Hollingsworth LLP as special counsel; Carl Marks Advisory Group,
LLC as investment banker, and Alex Roque of Berkeley Research
Group, LLC as interim chief financial officer. Epiq Corporate
Restructuring, LLC is the claims and noticing agent and
administrative advisor.
Ault Alliance, Inc., the DIP lender, is represented by Mintz Levin
Cohn Ferris Glovsky and Popeo, P.C. and Morris Nichols Arsht &
Tunnell, LLP.
The U.S. Trustee for Regions 3 and 9 appointed an official
committee of unsecured creditors on May 4, 2022. The committee is
represented by Bernstein Shur Sawyer & Nelson, P.A.
EYP GROUP: Taps Alex Roque of Berkeley Research as Interim CFO
--------------------------------------------------------------
EYP Group Holdings, Inc. and its affiliates seek approval from the
U.S. Bankruptcy Court for the District of Delaware to hire Berkeley
Research Group, LLC and designate the firm's director, Alex Roque,
as interim chief financial officer.
The CFO will render these services:
(a) provide general oversight to the finance team, including
general accounting (including audits and regulatory reporting),
project accounting, and FP&A (reporting, budgeting, and Power BI);
(b) provide guidance to ensure continued progress on current
and planned finance initiatives;
(c) advise and assist the Debtors in preparing and analyzing
cash flow and financial projections related to liquidity and
borrowing needs, including DIP needs;
(d) attend monthly leadership team meetings to present
financial results;
(e) attend other meetings related to financial topics that
would normally include the chief financial officer;
(f) assist in providing information to financial and legal
advisors;
(g) prepare presentations as needed; and
(h) provide other procedures or advisory services as
requested.
A separate team, with interaction from the interim CFO, will assist
in bankruptcy-related processes, including:
(a) assisting in the preparation of the Debtors' schedules of
assets and liabilities and statements of financial affairs;
(b) assisting, as needed, in the preparation of monthly
operating reports and DIP reporting; and
(c) providing other bankruptcy specific services as
requested.
Pursuant to the terms of the Engagement Letter, the fixed fee of
$60,000 per month will cover the provision of the services
delineated therein by the interim CFO as well as certain senior
professional support services provided by John Esposito consistent
with Berkeley's historical billing practice on this engagement.
Additionally, the fees charged by the additional personnel, other
than John Esposito, will be based on Berkeley's standard hourly
rates, as follows:
Managing Director $925 - $1,195
Associate Director/Director $725 - $950
Professional Staff $325 - $725
Support Staff $195 - $300
As disclosed in court filings, Berkeley Research Group is a
"disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.
The firm can be reached through:
Alex Roque, CPA
Berkeley Research Group, LLC
250 Pehle Avenue, Suite 301
Saddle Brook, NJ 07663
Phone: 201-587-7100
Fax: 201-587-7102
Email: aroque@thinkbrg.com
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
and $100 million and liabilities between $100 million and $500
million.
The cases are assigned to Judge Mary F. Walrath.
The Debtors tapped DLA Piper LLP (US) as bankruptcy counsel;
Hollingsworth LLP as special counsel; Carl Marks Advisory Group,
LLC as investment banker, and Alex Roque of Berkeley Research
Group, LLC as interim chief financial officer. Epiq Corporate
Restructuring, LLC is the claims and noticing agent and
administrative advisor.
Ault Alliance, Inc., the DIP lender, is represented by Mintz Levin
Cohn Ferris Glovsky and Popeo, P.C. and Morris Nichols Arsht &
Tunnell, LLP.
The U.S. Trustee for Regions 3 and 9 appointed an official
committee of unsecured creditors on May 4, 2022. The committee is
represented by Bernstein Shur Sawyer & Nelson, P.A.
FAIRPORT BAPTIST: Seeks to Hire Lippes Mathias as Legal Counsel
---------------------------------------------------------------
Fairport Baptist Homes and its affiliates seek approval from the
U.S. Bankruptcy Court for the Western District of New York to
employ Lippes Mathias, LLP to serve as legal counsel in their
Chapter 11 cases.
The firm's services include:
a. administration of the cases and the exercise of oversight
with respect to the Debtors' affairs;
b. preparation of legal papers;
c. appearances in court and at statutory meetings of creditors;
d. negotiation, formulation and confirmation of a plan of
reorganization or liquidation, and matters related thereto;
e. investigation, if any, concerning the assets, liabilities,
financial condition, sale of any of the Debtors' businesses, and
operation issues concerning the Debtors that may be relevant to the
cases;
f. communications with the Debtors' constituents and others
parties; and
g. performance of all of the Debtors' duties and powers under
the Bankruptcy Code.
The hourly rates charged by the firm's attorneys and paralegals are
as follows:
Partners $450 to $475 per hour
Associate $220 per hour
Paralegals $195 per hour
In addition, the firm will seek reimbursement for its out-of-pocket
expenses.
John Mueller, Esq., a partner at Lippes Mathias, 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:
John A. Mueller, Esq.
Lippes Mathias LLP
50 Fountain Plaza Suite 1700
Buffalo, NY 14202
Tel: (716) 853-5100
Fax: (716) 853-5199
Email: jmueller@lippes.com
About Fairport Baptist Homes
Fairport Baptist Homes and its affiliates, Fairport Baptist Homes
Adult Care Facility, Inc., FBH Community Ministries and FBH
Distinctive Living Communities, Inc., operate skilled nursing care
facilities.
Fairport Baptist Homes owns a New York-licensed 142-bed residential
health care facility at the FBH campus in Fairport, N.Y., and 42
independent living units known as Deland Acres.
On May 6, 2022, Fairport Baptist Homes and its affiliates sought
Chapter 11 bankruptcy protection (Bankr. W.D.N.Y. Case No.
22-20220). In the petition filed by Fairport President Thomas H.
Poelma, Fairport Baptist Homes listed $1 million to $10 million in
assets and $10 million to $50 million in liabilities.
The Debtors tapped John A. Mueller, Esq., at Lippes Mathias, LLP as
legal counsel and Epiq Corporate Restructuring, LLC as claims and
noticing agent.
FINANCIAL INVESTMENTS: Seeks to Hire Gellert as Legal Counsel
-------------------------------------------------------------
Financial Investments and Real Estate, LLC received approval from
the U.S. Bankruptcy Court for the Eastern District of Pennsylvania
to hire Gellert Scali Busenkell & Brown, LLC to serve as legal
counsel in its Chapter 11 case.
The firm's services include:
(a) providing legal advice with respect to the powers, rights
and duties of the Debtor in the continued management and operation
of its business;
(b) providing advice related to the legal and administrative
requirements of operating the Debtor's Chapter 11 bankruptcy case,
including assisting the Debtor in complying with the procedural
requirements of the Office of the United States Trustee;
(c) taking all necessary actions to protect and preserve the
Debtor's estate, including prosecuting actions in bankruptcy court
on the Debtor's behalf, defending any action commenced against the
Debtor, and representing the Debtor's interest in any negotiations
or litigation in which the Debtor may be involved, including
objections to the claims filed against the estate;
(d) preparing legal papers;
(e) representing the Debtor's interests at the meeting of
creditors pursuant to Section 341 of the Bankruptcy Code, and at
any other hearing scheduled before the court;
(f) assisting the Debtor in the formulation, negotiation and
implementation of a Chapter 11 plan;
(g) advising the Debtor with respect to the use of cash
collateral;
(h) reviewing claims filed against the Debtor's bankruptcy
estate and advising the Debtor in connection with the possible
prosecution of objections to claims;
(i) advising the Debtor concerning any possible assumption,
assignment, rejection or renegotiation of its executory contracts
and unexpired leases;
(j) coordinating with other professionals employed in the case
to rehabilitate the Debtor's affairs;
(k) performing all other bankruptcy-related legal services for
the Debtor.
The firm will represent the Debtor at the hourly rate of $350, with
a retainer of $11,717.
Gellert Scali does not hold or represent any interest adverse to
the Debtor and is a disinterested person within the meaning of
Sections 327 and 101 of the Bankruptcy Code, according to court
filings.
The firm can be reached through:
Michael A. Cataldo, Esq.
Gellert Scali Busenkell & Brown, LLC
8 Penn Center
1628 John F. Kennedy Boulevard, Suite 1901
Philadelphia, PA 19103
Phone: 302-425-5800
Fax: 302-425-5814
Email: mcataldo@gsbblaw.com
About Financial Investments and Real Estate
Financial Investments and Real Estate, LLC is a Pennsylvania-based
real estate and financial investments company.
Financial Investments and Real Estate sought Chapter 11 bankruptcy
protection (Bankr. E.D. Pa. Case No. 22-11150) on May 3, 2022,
listing as much as $500,000 in both assets and liabilities. Kathryn
Anderson, managing member, signed the petition.
The case is assigned to Judge Magdeline D. Coleman.
Michael A. Cataldo, Esq., at Gellert, Scali, Busenkell & Brown, LLC
is the Debtor's counsel.
FORMATION GROUP: Taps Sheppard Mullin Richter & Hampton as Counsel
------------------------------------------------------------------
Formation Group Fund I, L.P. and its affiliates received approval
from the U.S. Bankruptcy Court for the Northern District of
California to employ Sheppard Mullin Richter & Hampton, LLP to
serve as legal counsel in their Chapter 11 cases.
The firm's services include:
a. advising and assisting the Debtors with respect to compliance
with the requirements of the United States Trustee;
b. advising the Debtors with respect to their powers and
duties;
c. advising the Debtors on the conduct of their respective
bankruptcy cases including all of the legal and administrative
requirements of operating in Chapter 11;
d. attending meetings and negotiating with the representatives
of creditors and other parties in interest, including the Debtors'
various landlords;
e. taking all necessary actions to protect and preserve the
Debtors' estate, including prosecuting actions on the Debtors'
behalf, defending any action commenced against the Debtors, and
representing the Debtors' interests in negotiations concerning
litigation in which they are involved;
f. preparing pleadings;
g. making any court appearances on behalf of the Debtors;
h. assisting the Debtors in the formulation, negotiation,
confirmation, and implementation of a Chapter 11 plan and any
auction, sale or other disposition of their assets; and
i. performing other necessary legal services for the Debtors.
The hourly rates charged by the firm for its services are as
follows:
Ori Katz, Partner $1,255 per hour
Jeannie Kim, Associate $880 per hour
Koray Erbasi, Associate $655 per hour
In addition, the firm will seek reimbursement for its out-of-pocket
expenses.
The Debtor paid the firm a retainer in the amount of $596,878.
Ori Katz, Esq., a partner at Sheppard Mullin Richter & Hampton,
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:
Ori Katz, Esq.
Jeannie Kim, Esq.
Koray Erbasi, Esq.
Sheppard Mullin Richter & Hampton LLP
A Limited Liability Partnership
Four Embarcadero Center, 17th Floor
San Francisco, CA 94111-4109
Tel: (415) 434-9100
Fax: (415) 434-3947
Email: okatz@sheppardmullin.com
jekim@sheppardmullin.com
kerbasi@sheppardmullin.com
About Formation Group Fund I
Formation Group Fund I LP -- https://www.formationgroup.com/ -- is
a venture capital firm in Palo Alto, Calif.
Formation Group Fund I, LP and Formation Group GP I, LLC filed
petitions for Chapter 11 protection (Bankr. N.D. Calif. Case Nos.
22-50302 and 22-50303) on April 10, 2022 while Formation Group
(Cayman) Fund I, L.P. filed its petition (Bankr. N.D. Calif. Case
No. 22-50337) on April 21, 2022. In its petition, Formation Group
Fund I listed up to $50 million in assets and up to $10 million in
liabilities.
Judge M. Elaine Hammond oversees the cases.
Ori Katz, of Sheppard, Mullin, Richter and Hampton is the Debtors'
legal counsel.
FUELCELL ENERGY: Grants Performance Shares Award to Mark Feasel
---------------------------------------------------------------
The Compensation Committee of the Board of Directors of FuelCell
Energy, Inc. granted to Mark Feasel, the Company's executive vice
president and chief commercial officer, performance shares and
time-vesting restricted stock units under the previously-approved
Long Term Incentive Plan (the "LTI Plan"), which is a sub-plan
consisting of awards made under the Company's 2018 Omnibus
Incentive Plan. The grants made to Mr. Feasel were made on
substantially the same terms, with the same performance period and
the same performance metrics, as the grants made to the other
executive officers of the Company on December 10, 2021.
Mr. Feasel's fiscal year 2022 target award value under the LTI Plan
is $360,000. His award, consistent with the awards made to the
other executive officers on Dec. 10, 2021, consists of two equally
weighted components: (1) relative total shareholder return
performance shares (50%) and (2) time-vesting restricted stock
units (50%). The target number of performance shares and the
target number of time-vesting restricted stock units granted to Mr.
Feasel were determined by dividing Mr. Feasel's target award value
by the average closing price of the Company's common stock over the
20 consecutive trading days preceding Dec. 10, 2021, which was
$9.20. Accordingly, Mr. Feasel received a grant of 19,566 relative
TSR performance shares and 19,565 time-based restricted stock units
on May 16, 2022.
Consistent with the awards made to the other executive officers on
Dec. 10, 2021, the TSR performance shares will be earned over the
three-year performance period ending on October 31, 2024, but will
remain subject to a continued service-based vesting requirement
until Dec. 10, 2024. The performance measure for the relative TSR
performance shares is the TSR of the Company relative to the TSR of
the Russell 2000 from Nov. 1, 2021 through Oct. 31, 2024. For
purposes of calculating TSR, the Company's stock price will be
measured using the average closing price over the 20 consecutive
trading days preceding the measurement date.
The time-vesting restricted stock units will vest at a rate of
one-third of the total number of restricted stock units on each of
Dec. 10, 2022, Dec. 10, 2023, and Dec. 10, 2024.
None of the awards granted to Mr. Feasel include any dividend
equivalent or other stockholder rights. To the extent the awards
are earned, they may be settled in shares or cash of an equivalent
value.
About FuelCell Energy
Headquartered in Danbury, Connecticut, FuelCell Energy, Inc. --
http://www.fuelcellenergy.com-- is a global developer of
distributed baseload power solutions through its proprietary fuel
cell technology. The Company targets large-scale power users with
its megawatt-class installations globally, and currently offer
sub-megawatt solutions for smaller power consumers in Europe. The
Company develops turn-key distributed power generation solutions
and operate and provide comprehensive service for the life of the
power plant.
FuelCell reported a net loss of $101.03 million for the year ended
Oct. 31, 2021, a net loss of $89.11 million for the year ended Oct.
31, 2020, a net loss of $77.57 million for the year ended Oct. 31,
2019, and a net loss of $47.33 million for the year ended Oct. 31,
2018. As of Jan. 31, 2022, the Company had $854.69 million in
total assets, $182.65 million in total liabilities, $59.86 million
in redeemable series B preferred stock, $15.45 million in
redeemable noncontrolling interests, and $596.74 million in total
equity.
GENESIS DEVELOPMENT: Taps Spain & Gillon as Legal Counsel
---------------------------------------------------------
Genesis Development Corporation seeks approval from the U.S.
Bankruptcy Court for the Northern District of Alabama to employ
Spain & Gillon, LLC to handle its Chapter 11 case.
The hourly rates charged by the firm for its services are as
follows:
Partners $300 per hour
Paralegals $95 per hour
In addition, the firm will seek reimbursement for its out-of-pocket
expenses.
The retainer fee is $3,000.
Frederick Garfield, Esq., a partner at Spain & Gillon, 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:
Frederick M. Garfield, Esq.
Spain & Gillon, LLC
505 20th Street North, Suite 1200
Birmingham, AL 35203
Tel: (205) 328-4100
Email: fgarfield@spain-gillon.com
About Genesis Development Corporation
Genesis Development Corporation, a real estate developer, filed a
petition under Chapter 11, Subchapter V of the Bankruptcy Code
(Bankr. N.D. Ala. Case No. 22-01080) on May 9, 2022, listing as
much as $1 million in both assets and liabilities. Brian R. Walding
serves as Subchapter V trustee.
The case is assigned to Judge Tamara O Mitchell.
Frederick Mott Garfield, Esq., at Spain & Gillon, LLC is the
Debtor's counsel.
GT REAL ESTATE: Case Summary & 17 Unsecured Creditors
-----------------------------------------------------
Debtor: GT Real Estate Holdings, LLC
800 S Mint Street
Charlotte, NC 28202
Business Description: The Debtor was created to own and develop a
mixed-use, pedestrian-friendly community,
sports, and entertainment venue, that would
also include a new headquarters and practice
facility for the Carolina Panthers, a
National Football League team, situated on a
234-acre site located in Rock Hill, South
Carolina. The Debtor suspended further
development of the Project in March 2022.
Chapter 11 Petition Date: June 1, 2022
Court: United States Bankruptcy Court
District of Delaware
Case No.: 22-10505
Judge: Hon. Karen B. Owens
Debtor's
Delaware
Restructuring
Counsel: Joseph J. Farnan, Jr., Esq.
Brian E. Farnan, Esq.
Michael J. Farnan, Esq.
FARNAN LLP
919 North Market Street, 12th Floor
Wilmington, Delaware 19801
Tel: (302) 777-0300
Email: farnan@farnanlaw.com
bfarnan@farnanlaw.com
mfarnan@farnanlaw.com
Debtor's
Restructuring
Counsel: Thomas E Lauria, Esq.
Varoon Sachdev, Esq.
WHITE & CASE LLP
Southeast Financial Center
200 South Biscayne Boulevard, Suite 4900
Miami, FL 33131
Tel: (305) 371-2700
Email: tlauria@whitecase.com
varoon.sachdev@whitecase.com
Stephen Moeller-Sally, Esq.
Mark Franke, Esq.
Brandon Batzel, Esq.
1221 Avenue of the Americas
New York, NY 10020
Tel: (212) 446-4800
Email: ssally@whitecase.com
mark.franke@whitecase.com
brandon.batzel@whitecase.com
William A. Guerrieri, Esq.
111 South Wacker Drive, Suite 5100
Chicago, IL 60606
Tel: (312) 881-5400
Email: william.guerrieri@whitecase.com
Debtor's
Financial
Advisor: ALVAREZ & MARSAL
Debtor's
Claims &
Noticing
Agent and
Administrative
Advisor: KROLL RESTRUCTURING ADMINISTRATION LLC
Estimated Assets: $100 million to $500 million
Estimated Liabilities: $100 million to $500 million
The petition was signed by Jonathan Hickman as chief restructuring
officer.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/3GXNDCY/GT_Real_Estate_Holdings_LLC__debke-22-10505__0001.0.pdf?mcid=tGE4TAMA
List of Debtor's 17 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
1. Mascaro/Barton Malow, Trade $26,809,900
a Joint Venture
1720 Metropolitan Street
Pittsburgh, PA 15233
Attn: John West
Title: Project Executive
Tel: (412) 215-0973
Email: jwest@mascaroconstruction.com
2. York County, South Carolina Contract $21,000,000
6 South Congress Street Counterparty
P.O. Box 66
York, SC 29745
Attn: David Hudspeth
Title: County Manager
Tel: (803) 684-8550
Email: county.manager@yorkcountygov.com
3. Populous Architects, P.C. Trade $784,534
4800 Main Street
Kansas City, MO 64112
Attn: Scott Radecic
Title: Senior Principal
Tel: (816) 221-1500
Email: Scott.Radecic@populous.com
4. Terracon Consultants, Inc. Trade $211,686
2701 Westport Rd
Charlotte, NC 28208-3608
Attn: Ron Rothfuss
Title: Senior Project Manager
Tel: (704) 509-1777
Email: Ron.Rothfuss@terracon.com
5. Land Design Inc. Trade $206,637
223 North Graham Street
Charlotte, NC 28202
Attn: Chad Kovaleski
Title: Principal
Tel: (704) 333-0325
Email: contactclt@landdesign.com
6. Duke Energy Trade $107,670
3450 Broad St
Suite 105
San Luis Obispo, CA 93401
Attn: Kelly Ayler
Title: Senior Revenue Services Specialist
Tel: (805) 235-2104
Email: kelly.ayler@duke-energy.com
7. S&ME, Inc. Trade $77,401
2724 Discovery Drive, Suite 120
Raleigh, NC 27616
Attn: Robert Chad Bruorton
Title: Project Manager
Tel: (803) 561-9024
8. PMC Trade $52,835
101 W Worthington Ave, Suite 260
Charlotte, NC 28203
Attn: Alexa Evans
Title: Account Executive
Tel: (704) 343-9199
Email: Alexa.Evans@pmc.works
9. REC Solar Trade $36,087
3450 Broad St
Suite 105
San Luis Obispo, CA 93401
Attn: Kelly Ayler
Title: Senior Revenue Services Specialist
Tel: (805) 235-2104
Email: kelly.ayler@duke-energy.com
10. Xenia Hospitality Group Trade $35,000
11508 Providence Road
Charlotte, NC 29277
Attn: Stratos Lambos
Title: CEO
Tel: (704) 622-7496
Email: stratos@xeniahospitality.com
11. Brabendercox Trade $4,900
108 S St SE
Box H
Leesburg, VA 20175
Attn: Tiffany D'Alessandro
Title: Partner
Tel: (703) 896-5300
12. SLS Boston Design Trade $3,000
260 Patermo Ave
Coral Gables, FL 33134
Attn: Michael Sheehan
Title: Principal
Tel: (305) 461-9852
Email: msheehan@slsfire.com
13. CMTA, Inc. Trade $2,001
One University Place
8801 J.M. Keynes Drive, Suite 240
Charlotte, NC 28262
Attn: James Benson
Title: President
Tel: (704) 376-7072
14. Kelley Vieregg Trade $1,625
Interior Design
2304 Sharon Road
Charlotte, NC 28207
Attn: Kelley Vieregg
Title: Owner
Tel: (704) 572-0938
Email: info@kvidinteriors.com
15. Johnston, Allison Trade $1,506
& Hord, P.A.
1065 East Morehead Street
Charlotte, NC 28204
Attn: S. Kyle Agee
Title: Partner
Tel: (704) 332-1181
Email: kagee@jahlaw.com
16. Heidi Edwards Trade $1,350
115 Brown Road
Freeport, PA 16229
Attn: Heidi Edwards
Title: Owner
Tel: (412) 292-7167
Email: edwardsh115@gmail.com
17. City of Rock Hill Utility $115
P.O. Box 11706
Rock Hill, SC 29731-1706
Attn: David V. Vehaun
Title: City Manager
Tel: (803) 329-7017
GWG HOLDINGS: MDF Law Files Complaint vs. Centaurus Over L Bonds
----------------------------------------------------------------
MDF Law announces the filing of a FINRA arbitration complaint
against Centaurus Financial concerning Marc Korsch's recommendation
of GWG L Bonds. The case was filed in Sarasota, Florida. The case
number is FINRA Case No. 22-01118. Mr. Korsch was not named
personally in the arbitration. FINRA Dispute Resolution has already
granted MDF Law's request to expedite the case.
On December 1, 2021, Marc Korsch was barred from the securities
industry by the Financial Industry Regulatory Authority, or FINRA.
In addition to his bar, Mr. Korsch is currently the subject of
numerous pending customer disputes. These disputes concern the sale
of GWG L bonds as well as other high commission products, including
non-traded REITs. More information about these disputes is
disclosed on his public securities license. It can be accessed
here: https://brokercheck.finra.org/individual/summary/5525226
Centaurus Financial has taken steps to formally distance itself
from Marc Korsch. On December 7, 2021, the brokerage firm sent a
letter to clients. The letter tells clients that Mr. Korsch and his
firm, NAV Advisors, ended its affiliation with Centaurus on
February 5, 2021. The letter does not address FINRA’s decision to
bar Marc Korsch nor any of his customer issues. It is noticeably
silent in that regard. The recent complaint filed against Centaurus
Financial concerns Marc Korsch’s recommendation of GWG L Bonds.
GWG Holdings marketed investments called "L Bonds" to investors
nationwide. The FINRA complaint against Centaurus alleges that the
broker-dealer was negligent by approving GWG L Bonds for sale to
its customers. GWG L Bonds were sold to conservative investors who
were mostly elderly. It was marketed as a safe investment that was
guaranteed. and was pitched as a conservative investment with a
guaranteed monthly payment. Unfortunately, the marketing was far
from the truth.
On April 20, 2022, GWG Holdings filed for chapter 11 bankruptcy.
Before filing for bankruptcy, in October 2020, it was served with a
subpoena from the Securities and Exchange Commission. It failed to
disclose the subpoena to investors until November 2021. Many
investors purchased L Bonds not knowing the company was under SEC
investigation. Since making this disclosure, the company’s
accountants resigned, and it stopped making payments to investors
(interest and redemptions). It is expected that GWG L Bond holders
may receive little or nothing at the bankruptcy. MDF Law is
encouraging these individuals to contact our office to learn more
about filing an individual arbitration. The firm currently
represents over 30 investors that have investments of over $4.5
million in GWG L bonds.
We are interested in speaking to investors who lost money investing
with Marc Korsch, regardless of whether you invested in GWG L
bonds. We are particularly interested in speaking to individuals
who lost money investing in non-traded REITs, limited liability
companies or other illiquid "bond" programs. Our attorneys
exclusively represent investors in FINRA arbitrations. We have
handled hundreds of individual FINRA arbitrations. Learn why so
many investors trust us to handle their case. Please call
800-767-8040 and ask to speak with attorneys Marc Fitapelli or
Jeffrey Saxon.
About GWG Holdings Inc.
Headquartered in Dallas Texas, GWG Holdings, Inc. (NASDAQ: GWGH),
conducts its life insurance secondary market business through a
wholly-owned subsidiary, GWG Life, LLC and GWG Life's wholly-owned
subsidiaries.
GWG Holdings and affiliates sought Chapter 11 bankruptcy protection
(Bankr. S.D. Texas Lead Case No. 22-90032) on April 20, 2022. In
the petition filed by Murray Holland, as president and chief
executive officer, GWG Holdings estimated assets between $1 billion
and $10 billion and estimated liabilities between $1 billion and
$10 billion.
The cases are assigned to Honorable Bankruptcy Judge Marvin Isgur.
Charles Stephen Kelley, of Mayer Brown LLP, is the Debtor's
counsel.
National Founders LP, as DIP Lender, is represented by:
Michael Fishel, Esq.
Sidley Austin LLP
1000 Louisiana St., Suite 5900
Houston, TX 77002
Tel: (713) 495-4500
Fax: (713) 495-7799
Email: mfishel@sidley.com
- and -
Matthew A. Clemente, Esq.
Sidley Austin LLP
1 S Dearborn St
Chicago, IL 60603
Tel: (312) 853-7000
Fax: (312) 853-7036
Email: mclemente@sidley.com
- and -
William E. Curtin, Esq.
Sidley Austin LLP
787 7th Ave
New York, NY 10019
Tel: (212) 839-5300
Fax: (212) 839-5599
Email: wcurtin@sidley.com
GWG HOLDINGS: Seeks to Hire FTI Consulting as Financial Advisor
---------------------------------------------------------------
GWG Holdings, Inc. and its affiliates seek approval from the U.S.
Bankruptcy Court for the Southern District of Texas to employ FTI
Consulting, Inc. as their financial advisor.
The firm will provide these services:
a. assist the Debtors in cash forecasting and liquidity
management and assist with future liquidity management, including,
without limitation, the development of budgets and 13-week cash
forecasts;
b. work with the Debtors and their advisors in the preparation,
design, and presentation of proposals to creditors, investors, and
regulatory authorities regarding terms of potential forbearances,
amendments, modifications, or restructuring/reorganization of the
Debtors' existing indebtedness or other financial obligations;
c. provide periodic status reports to senior management
(including the chief executive officer), the Debtors' Board of
Directors, and the other advisors with respect to the progress of
the overall engagement, as requested;
d. analyze and evaluate the likelihood cost savings
initiatives;
e. assist the Debtors in managing vendor and supplier-related
matters;
f. assist the Debtors in the preparation of the statement of
financial affairs;
g. assist the Debtors in the preparation of the statement of
assets and liabilities;
h. assist the Debtors in the preparation of the monthly
operating reports;
i. assist in the development and evaluation of any employee
compensation or reorganization plans, if needed;
j. assist the Debtors in responding to due diligence requests
from lenders, other creditors, lessors, vendors, other
professionals, investors, and regulatory authorities;
k. attend meetings, presentations, and negotiations as may be
requested;
l. provide support and analysis related to potential asset
sales, including assisting with data collection and information
gathering related to third party due diligence, and advising and
assisting the Debtors and other professionals in developing,
negotiating, and executing sales of the Debtors' assets;
m. work closely and discretely with the designated parties to
ensure that accurate and timely data is used in the filing
documents;
n. assist the Debtors in the preparation of financial
projections and analysis for best interest of creditors' test for a
reorganization plan and/or negotiation purposes;
o. assist the Debtors in managing and executing the claims
reconciliation process;
p. provide testimony in the chapter 11 proceedings, as
necessary; and
q. other advisory services as may be reasonably requested by the
Debtors, and as may be customary in this type of engagement.
The hourly rates charged by the firm for its services are as
follows:
Senior Managing Directors $975 to $1,325 per hour
Directors/Senior Directors/
Managing Directors $735 to $960 per hour
Consultants/Senior Consultants $395 to $695 per hour
Administrative/Paraprofessionals $$160 to $300 per hour
In addition, the firm will seek reimbursement for its out-of-pocket
expenses.
Michael Buenzow, a senior managing director at FTI, 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:
Michael Buenzow
FTI Consulting, Inc.
227 West Monroe Street Suite 900
Chicago, IL 60606
Tel: (312) 252-9333
Email: michael.buenzow@fticonsulting.com
About GWG Holdings Inc.
Headquartered in Dallas Texas, GWG Holdings, Inc. (NASDAQ: GWGH)
conducts its life insurance secondary market business through a
wholly-owned subsidiary, GWG Life, LLC, and GWG Life's wholly-owned
subsidiaries.
GWG Holdings Inc. and affiliates sought Chapter 11 bankruptcy
protection (Bankr. S.D. Texas Lead Case No. 22-90032) on April 20,
2022. In the petition filed by Murray Holland, president and chief
executive officer, GWG Holdings estimated assets between $1 billion
and $10 billion and estimated liabilities between $1 billion and
$10 billion.
The cases are assigned to Judge Marvin Isgur.
The Debtors tapped Mayer Brown, LLP and Jackson Walker, LLP as
bankruptcy counsels; Tran Singh, LLP as special conflicts counsel;
FTI Consulting, Inc. as financial advisor; and PJT Partners, LP as
investment banker. Donlin Recano & Company is the Debtors'
notice and claims agent.
National Founders LP, a debtor-in-possession (DIP) lender, is
represented by Michael Fishel, Esq., Matthew A. Clemente, Esq., and
William E. Curtin, Esq., at Sidley Austin, LLP.
GWG HOLDINGS: Seeks to Hire Mayer Brown as Counsel
--------------------------------------------------
GWG Holdings, Inc. and its affiliates seek approval from the U.S.
Bankruptcy Court for the Southern District of Texas to employ Mayer
Brown, LLP to serve as legal counsel in their Chapter 11 cases.
The firm will provide these services:
a. advising the Debtors with respect to their powers and duties
in the continued management and operation of their businesses
and properties;
b. advising and consulting on the conduct of the Chapter 11
cases, including all of the legal and administrative requirements
of operating in Chapter 11;
c. attending meetings and negotiating with representatives of
creditors and other parties in interest;
d. taking all necessary actions to protect and preserve the
Debtors' estates, including prosecuting actions on the Debtors'
behalf, defending any action commenced against the Debtors, and
representing the Debtors in negotiations concerning litigation in
which the Debtors are involved, including objections to claims
filed against the Debtors' estates;
e. preparing pleadings;
f. representing the Debtors in connection with obtaining
authority to continue using cash collateral and post-petition
financing;
g. advising the Debtors in connection with any potential sale of
assets;
h. appearing before the bankruptcy court and any appellate
courts;
i. advising the Debtors regarding tax matters;
j. taking any necessary action to negotiate, prepare and obtain
approval of a disclosure statement and confirmation of a Chapter 11
plan; and
k. performing all other necessary legal services for the Debtors
in connection with the prosecution of these Chapter 11 cases,
including: (i) analyzing the Debtors' leases and contracts and the
assumption and assignment or rejection thereof; (ii) analyzing the
validity of liens against the Debtors; and (iii) advising the
Debtors on corporate and litigation matters.
The hourly rates charged by the firm for its services are as
follows:
Partners $1,175 to $1,635 per hour
Counsel $950 to $1,135 per hour
Associates $550 to $970 per hour
Paraprofessionals $330 to $540 per hour
In addition, the firm will seek reimbursement for its out-of-pocket
expenses.
The Debtor paid the firm a retainer of $2,544,176.25
Thomas Kiriakos, Esq., a partner at Mayer Brown, 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:
Charles S. Kelley, Esq.
Mayer Brown LLP
700 Louisiana Street Suite 3400
Houston, TX 77002-2730
Tel: (713) 238-3000
Email: ckelley@mayerbrown.com
- and -
Thomas S. Kiriakos, Esq.
Louis S. Chiappetta, Esq.
Mayer Brown LLP
71 S. Wacker Drive
Chicago, IL 60606
Tel: (312) 701-0600
Email: tkiriakos@mayerbrown.com
lchiappetta@mayerbrown.com
- and -
Adam C. Paul, Esq.
Lucy F. Kweskin, Esq.
Mayer Brown LLP
1221 Avenue of the Americas
New York, NY 10020-1001
Tel: (212) 506-2500
Email: apaul@mayerbrown.com
lkweskin@mayerbrown.com
About GWG Holdings Inc.
Headquartered in Dallas Texas, GWG Holdings, Inc. (NASDAQ: GWGH)
conducts its life insurance secondary market business through a
wholly-owned subsidiary, GWG Life, LLC, and GWG Life's wholly-owned
subsidiaries.
GWG Holdings Inc. and affiliates sought Chapter 11 bankruptcy
protection (Bankr. S.D. Texas Lead Case No. 22-90032) on April 20,
2022. In the petition filed by Murray Holland, president and chief
executive officer, GWG Holdings estimated assets between $1 billion
and $10 billion and estimated liabilities between $1 billion and
$10 billion.
The cases are assigned to Judge Marvin Isgur.
The Debtors tapped Mayer Brown, LLP and Jackson Walker, LLP as
bankruptcy counsels; Tran Singh, LLP as special conflicts counsel;
FTI Consulting, Inc. as financial advisor; and PJT Partners, LP as
investment banker. Donlin Recano & Company is the Debtors'
notice and claims agent.
National Founders LP, a debtor-in-possession (DIP) lender, is
represented by Michael Fishel, Esq., Matthew A. Clemente, Esq., and
William E. Curtin, Esq., at Sidley Austin, LLP.
GWG HOLDINGS: Seeks to Hire PJT Partners as Investment Banker
-------------------------------------------------------------
GWG Holdings, Inc. and its affiliates seek approval from the U.S.
Bankruptcy Court for the Southern District of Texas to employ PJT
Partners, LP as investment banker.
The firm will provide these services:
a. assist in the evaluation of the Debtors' businesses and
prospects;
b. assist in the development of the Debtors' long-term business
plan and related financial projections;
c. assist in the development of financial data and presentations
to the Debtor's Board of Directors, various creditors and other
third parties;
d. analyze the Debtors' financial liquidity and evaluate
alternatives to improve such liquidity;
e. undertake a financial and market analysis of various
restructuring scenarios and the potential impact of these scenarios
on the recoveries of those stakeholders impacted by the
restructuring;
f. provide financial strategic advice with regard to
restructuring or refinancing the Debtors' obligations;
g. evaluate the Debtors' debt capacity and alternative capital
structures;
h. participate in negotiations among the Debtors and their
creditors, suppliers, lessors, preferred shareholders, and other
interested parties;
i. value securities offered by the Debtors in connection with a
restructuring;
j. provide typical investment banking services in arranging
financing for the Debtors, as requested;
k. provide expert witness testimony concerning any of the
subjects encompassed by the other investment banking services or as
otherwise necessary in any litigation or chapter 11 proceeding;
and
l. provide such other advisory services as are customarily
provided in connection with the analysis and negotiation of a
transaction similar to a potential Restructuring, as requested and
mutually agreed.
The firm will be paid as follows:
a. Monthly Fee. The Debtors shall pay PJT a monthly advisory fee
of $175,000 per month. Fifty percent (50%) of all monthly fees
paid to PJT after $1,050,000 in monthly fees have been paid shall
be credited, only once and without duplication, against any
disposition fee or restructuring fee payable under the Engagement
Letter;
b. Capital Raising Fee. The Debtors shall pay PJT a capital
raising fee for any financing arranged by PJT, earned and payable
upon the closing of such financing; provided that, if a capital
raise arranged by PJT (and use of proceeds generated from such
financing) also qualifies as a restructuring and no other activity
or transaction constituting a restructuring occurs, PJT, in its
sole discretion, may choose to be paid either the capital raising
fee or the restructuring fee but not both; provided further that,
if any portion of the debt or equity financing is raised from
National Founders, L.P. or its affiliates, LNV Corporation or its
affiliates, or The Beneficient Capital Group, L.P. or its
affiliates and subsidiaries, then 50% of the capital raising fee
shall be payable in respect of such portion of the financing or
capital raised from National Founders, LNV or Beneficient. The
capital raising fee will be calculated as:
--- Senior Debt. 1 per cent of the total issuance size for senior
debt financing;
--- Junior Debt. 2 per cent of the total issuance size for junior
debt financing or unsecured debt financing (including, without
limitation, financing that is junior in right of payment, second
lien, subordinated (structurally or otherwise) and unsecured debt;
and
--- Equity Financing. 3 per cent % of the issuance amount for new
money equity financing.
c. Disposition Fee. The Debtors shall pay PJT a disposition fee
for any sale or other disposition of less than substantially all of
the assets and/or equity of the Debtor.
d. Restructuring Fee. The Debtors shall pay PJT an additional
fee equal to $7,750,000, earned and payable upon consummation of a
Restructuring.
The firm will also receive reimbursement for its out-of-pocket
expenses.
Peter Laurinaitis, a partner at PJT Partners, 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:
Peter Laurinaitis
PJT Partners LP
280 Park Avenue
New York, NY 10017
Tel: (212) 364-1001
About GWG Holdings Inc.
Headquartered in Dallas Texas, GWG Holdings, Inc. (NASDAQ: GWGH)
conducts its life insurance secondary market business through a
wholly-owned subsidiary, GWG Life, LLC, and GWG Life's wholly-owned
subsidiaries.
GWG Holdings Inc. and affiliates sought Chapter 11 bankruptcy
protection (Bankr. S.D. Texas Lead Case No. 22-90032) on April 20,
2022. In the petition filed by Murray Holland, president and chief
executive officer, GWG Holdings estimated assets between $1 billion
and $10 billion and estimated liabilities between $1 billion and
$10 billion.
The cases are assigned to Judge Marvin Isgur.
The Debtors tapped Mayer Brown, LLP and Jackson Walker, LLP as
bankruptcy counsels; Tran Singh, LLP as special conflicts counsel;
FTI Consulting, Inc. as financial advisor; and PJT Partners, LP as
investment banker. Donlin Recano & Company is the Debtors'
notice and claims agent.
National Founders LP, a debtor-in-possession (DIP) lender, is
represented by Michael Fishel, Esq., Matthew A. Clemente, Esq., and
William E. Curtin, Esq., at Sidley Austin, LLP.
GWG HOLDINGS: Taps Tran Singh as Special Conflicts Counsel
----------------------------------------------------------
GWG Holdings, Inc. and its affiliates seek approval from the U.S.
Bankruptcy Court for the Southern District of Texas to hire Tran
Singh, LLP as special conflicts counsel.
Tran Singh will provide legal services with respect to any matters
on which Jackson Walker, LLP and Mayer Brown, LLP, the Debtors'
bankruptcy counsel, may have a conflict, including but not limited
to, lease rejection matters.
The firm's hourly rates are as follows:
Attorneys $350 to $475 per hour
Paraprofessionals $85 to $95 per hour
Susan Tran Adams, partner $450 per hour
Brendon Singh $475 per hour
As disclosed in court filings, Tran Singh is a "disinterested
person" within the meaning of Section 101(14) of the Bankruptcy
Code.
The firm can be reached through:
Susan Tran, Esq.
Brendon Singh, Esq.
2502 La Branch Street
Houston, TX 77004
Telephone: (832) 975-7300
Facsimile: (832) 975-7301
Email: Stran@ts-llp.com
Bsingh@ts-llp.com
About GWG Holdings Inc.
Headquartered in Dallas Texas, GWG Holdings, Inc. (NASDAQ: GWGH)
conducts its life insurance secondary market business through a
wholly-owned subsidiary, GWG Life, LLC, and GWG Life's wholly-owned
subsidiaries.
GWG Holdings Inc. and affiliates sought Chapter 11 bankruptcy
protection (Bankr. S.D. Texas Lead Case No. 22-90032) on April 20,
2022. In the petition filed by Murray Holland, president and chief
executive officer, GWG Holdings estimated assets between $1 billion
and $10 billion and estimated liabilities between $1 billion and
$10 billion.
The cases are assigned to Judge Marvin Isgur.
The Debtors tapped Mayer Brown, LLP and Jackson Walker, LLP as
bankruptcy counsels; Tran Singh, LLP as special conflicts counsel;
FTI Consulting, Inc. as financial advisor; and PJT Partners, LP as
investment banker. Donlin Recano & Company is the Debtors'
notice and claims agent.
National Founders LP, a debtor-in-possession (DIP) lender, is
represented by Michael Fishel, Esq., Matthew A. Clemente, Esq., and
William E. Curtin, Esq., at Sidley Austin, LLP.
H. I. D. INTERIORS: Taps Craig Dywer as Bankruptcy Attorney
-----------------------------------------------------------
H. I. D. Interiors, Inc. received approval from the U.S. Bankruptcy
Court for the Southern District of California to employ Craig
Dywer, Esq., a practicing attorney in San Diego, Calif., to handle
its Chapter 11 case.
Mr. Dywer will be paid at the rate of $400 per hour for his
services and will be reimbursed for his out-of-pocket expenses.
In court papers, Mr. Dywer disclosed that he is a "disinterested
person" within the meaning of Section 101(14) of the Bankruptcy
Code.
Mr. Dywer holds office at:
Craig E. Dywer, Esq.
8745 Aero Drive, Suite 301
San Diego, CA 92123
Tel: (858) 268-9909
Fax: (619) 582-1980
Email: craigedwyer@aol.com
About H. I. D. Interiors
H. I. D. Interiors Inc., doing business as H.I.D. Drywall, operates
in the business services industry. It holds a Drywall license
according to the California license board.
H. I. D. Interiors filed a petition for relief under Subchapter V
of Chapter 11 of the Bankruptcy Code (Bankr. S.D. Calif. Case No.
22-01228) on May 9, 2022, listing as much as $1 million in both
assets and liabilities. Barbara R. Gross serves as Subchapter V
trustee.
Judge Margaret M. Mann oversees the case.
Craig E. Dwyer, Esq., a practicing attorney in San Diego, Calif.,
represents the Debtor in its Chapter 11 case.
HAMON HOLDINGS: Gets OK to Hire Gellert as Conflicts Counsel
------------------------------------------------------------
Hamon Holdings Corporation and its affiliates received approval
from the U.S. Bankruptcy Court for the District of Delaware to
employ Gellert Scali Busenkell & Brown, LLC as conflicts counsel.
The Debtors need the firm's legal assistance in insurance matters
and in the event any conflict arises in their Chapter 11
proceedings.
The hourly rates charged by the firm for its services are as
follows:
Michael Busenkell, Partner $550 per hour
Associates/Of Counsel $325 to $450 per hour
Paraprofessionals $105 to $210 per hour
In addition, the firm will seek reimbursement for its out-of-pocket
expenses.
Michael Busenkell, Esq., a partner at Gellert, 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:
Michael Busenkell, Esq.
Gellert Scali Busenkell & Brown, LLC
1201 N. Orange Street, Suite 300
Wilmington, DE 19801
Office: 302-425-5800
Direct Dial: 302-425-5812
Fax: 302-425-5814
Email: mbusenkell@gsbblaw.com
About Hamon Holdings Corporation
Hamon Holdings Corp., a Delaware-based engineering and contracting
company, and its affiliates sought Chapter 11 bankruptcy protection
(Bankr. D. Del. Lead Case No. 22-10375) on April 24, 2022. In the
petition filed by Joseph DeMartino, vice-president, Hamon Holdings
listed up to $50,000 in assets and up to $50,000 in liabilities.
Judge John T. Dorsey oversees the cases.
Jarret P. Hitchings, Esq., at Duane Morris, LLP and Gellert Scali
Busenkell & Brown, LLC serve as the Debtors' bankruptcy counsel and
conflicts counsel, respectively.
HCA HEALTHCARE: Fitch Affirms 'BB+' LongTerm IDR, Outlook Stable
----------------------------------------------------------------
Fitch Ratings has affirmed the Issuer Default Rating (IDR) of HCA
Inc. and its parent, HCA Healthcare, Inc. (HCA) at 'BB+'. In
addition, Fitch has downgraded the ratings of HCA's legacy senior
secured notes to 'BB+'/'RR4' from 'BBB-'/'RR2', in line with all
existing HCA senior unsecured debt and the IDR, due to their
anticipated loss of guarantees from HCA's subsidiaries and the
anticipated fall-away of their collateral, rendering them pari
passu with HCA's senior unsecured debt.
The ranking of HCA's legacy senior secured notes will be updated in
Fitch's databases to "unsecured" from "secured" once the occurrence
of the loss of subsidiary guarantees and fall-away of collateral
has been confirmed.
Fitch has also affirmed the ratings of HCA's senior secured ABL
revolver at 'BBB-'/'RR1', senior secured cash flow revolver and
senior secured term loans at 'BBB-'/'RR2', and senior unsecured
notes at 'BB+'/'RR4', none of which is affected by the release of
subsidiary guarantees and collateral exclusively with respect to
HCA's legacy senior secured notes. The Rating Outlook remains
Stable.
KEY RATING DRIVERS
Leadership Position Stable Amid Near-Term Headwinds: HCA is the
largest for-profit operator of acute care hospitals in the U.S.
measured by revenues, with a broad geographic footprint and
considerable depth of health care services assets in its local
markets. This favorable operating profile helps HCA maintain its
leading profitability despite headwinds to organic operating
growth. After a rebound in results in 2021 from a pandemic-driven
trough in 2020, Fitch expects health care provider operating
margins to face further headwinds in 2022 due primarily to labor
cost pressures.
Coronavirus Recovery Continuing: HCA has ample headroom under the
company's 'BB+' IDR to absorb the continued operational effects of
the pandemic, with notable increases in recent quarters in both
COVID-19 patient volumes and labor cost pressures, the latter due
to general economic conditions and constraints imposed by the
pandemic. HCA's revenue increased on a same-facility basis by 7.8%
in 1Q22 over the prior-year quarter, reflecting increases of 2.7%
in revenue per equivalent admission and 5.0% in equivalent
admissions, the former reflecting a decline in acuity of patients
with the Omicron variant.
Salaries, wages and benefits expense per FTE notably increased by
7.7% on a same-facility basis over the prior-year quarter,
reflecting increased use of exceptionally high cost contract labor
and increased compensation levels for FTE, which drove a rare
reduction in full-year financial guidance by the company. Fitch
expects demand for health care services in 2022 to be comparable
with solid historical levels, with COVID-related admissions
representing approximately 5% of total admissions.
Industry Leading Financial Flexibility: HCA has leading operating
margins within the for-profit hospital industry and has
consistently generated robust free cash flow. Fitch forecasts cash
flow from operations of $7.3 billion in 2022 and cash flow from
operations after capex to debt of nearly 8.0%. HCA proactively
adjusted capital deployment at the onset of the pandemic to
conserve liquidity, halting both common dividends and share
repurchases. As operating conditions recovered, HCA resumed its
previous capital deployment strategy, repurchasing $8.2 billion of
common shares and paying $624 million of dividends in 2021. Fitch
assumes the company will repurchase $8.0 billion of shares in 2022,
while maintaining total leverage in the middle of the 3.0x-4.0x
range considered consistent with the 'BB+' IDR.
Lower Leverage Target: Fitch projects that HCA will sustain total
leverage at approximately 3.5x in the near term, which compares
with its 3.0x-4.0x target gross leverage range. Leverage declined
faster than Fitch expected during the first year of the pandemic in
2020, reflecting resilient top line growth and the effectiveness of
its cost management initiatives to preserve margins. HCA notably
lowered its target leverage range in early 2021 from 3.5x-4.5x to
3.0x-4.0x, and Fitch sees this lower range still affording the
company substantial flexibility in its capital allocation
decisions.
Increasing Focus on M&A: Fitch sees the pandemic reinforcing the
factors driving consolidation in the health care services sector.
Providers are amassing scale to protect profitability as health
insurers and suppliers consolidate and as secular pressures on
government reimbursement persist. Fitch expects M&A to remain part
of HCA's growth strategy, but expects that M&A alone is unlikely to
cause HCA's leverage to exceed Fitch's negative rating sensitivity
level of 4.0x.
While HCA has targeted tuck-in acquisitions in existing markets
historically, two hospital acquisitions in new regions in 2019, and
its acquisition of an 80% stake in Brookdale's home health, hospice
and outpatient therapy business in 2021, demonstrate some
willingness to explore new geographies and service lines. While HCA
has the financial flexibility necessary to execute large-scale
acquisitions, Fitch expects the company is likely to focus on
smaller targets, consistent with its strategy of building
comprehensive health care services networks in select markets with
attractive demographics.
DERIVATION SUMMARY
HCA is well-positioned operationally relative to its three
publicly-traded hospital company peers: Tenet Healthcare Corp.
(B+/Stable), Community Health Systems (CYH; B-/Stable) and
Universal Health Services (BB+/Stable). Compared with CYH, HCA's
hospitals are located in higher-growth urban and suburban markets
and the company is the best positioned in the industry in
developing a continuum of health care services assets in its local
markets. HCA's financial profile is also the strongest within the
peer group reflecting its moderate leverage, industry-leading
profitability and robust free cash flow.
In applying Fitch's Parent and Rating Subsidiary Linkage criteria,
Fitch considers HCA Inc., the wholly-owned subsidiary of HCA
Healthcare, Inc., as modestly stronger than the parent entity given
it is closer to the operating assets. Legal ring-fencing is
considered open due to cross default provisions on the debt of the
two entities. Access and control are also believed to be open due
to common management.
KEY ASSUMPTIONS
Fitch's Key Assumptions Within Its Rating Case for the Issuer:
-- Revenue growth normalizes to approximately 3.5% over the
forecast period;
-- EBITDA margins remain within 20.0%-21.0% over the forecast
period;
-- Common dividends consume $650 million to $700 million of cash
annually;
-- Capital expenditures at 7.0% of revenue annually, equating to
$4.2 billion in 2022;
-- CFFO after capex to total debt of 8.0%-10.0% over the forecast
period; and
-- Leverage (total debt to EBITDA after cash payments to minority
interests) in the 3.4x-3.7x range.
RATING SENSITIVITIES
Factors that could, individually or collectively, lead to positive
rating action/upgrade:
-- HCA maintains leverage (total debt/EBITDA after associate and
minority dividends) at 3.0x or below;
-- HCA maintains CFO after cap ex to total debt above 12%.
Factors that could, individually or collectively, lead to negative
rating action/downgrade:
-- HCA maintains leverage (total debt/EBITDA after associate and
minority dividends) at 4.0x or above;
-- HCA maintains CFO after capex to total debt below 8%.
BEST/WORST CASE RATING SCENARIO
International scale credit ratings of Non-Financial Corporate
issuers have a best-case rating upgrade scenario (defined as the
99th percentile of rating transitions, measured in a positive
direction) of three notches over a three-year rating horizon; and a
worst-case rating downgrade scenario (defined as the 99th
percentile of rating transitions, measured in a negative direction)
of four notches over three years. The complete span of best- and
worst-case scenario credit ratings for all rating categories ranges
from 'AAA' to 'D'. Best- and worst-case scenario credit ratings are
based on historical performance.
LIQUIDITY AND DEBT STRUCTURE
Strong Financial Flexibility: Sources of liquidity total $8.9
billion, including cash on hand of $2.4 billion and $6.5 billion in
available capacity on the company's two committed lines of
revolving credit, both of which mature in 2026. The company notably
has no other significant debt maturities until 2024. HCA has ample
flexibility under financial maintenance covenants in its bank
credit agreement, which limits consolidated net leverage to 6.75x
and contains an incurrence covenant limiting first-lien senior
secured net leverage to 3.75x.
HCA maintained a comfortable liquidity cushion throughout the
pandemic by suspending dividend payments and share repurchases in
March 2020 and establishing a $2.0 billion 364-day revolving credit
facility, which was terminated in January 2021. With conditions
since normalizing, HCA repurchased $8.2 billion of common shares
and paid $624 million of dividends in 2021. For 2022, Fitch expects
HCA to use all $6.5 billion of reported availability under its
January 2022 share repurchase program as of March 31, 2022, in
addition to the payment of approximately $650 million of
dividends.
HCA received $6.6 billion in CARES Act grants and loans during
2020, but chose to return all CARES Act funds received to the
federal government, so there is no effect on the company's reported
revenue, EBITDA and cash flow measures from such fiscal support.
Debt Issue Notching: The ABL facility has a first-lien interest in
substantially all eligible accounts receivable (A/R) of HCA, Inc.
and the guarantors, while the other bank debt has a second-lien
interest in certain of the receivables. Due to this priority
secured interest, the ABL is rated 'BBB-'/'RR1' vs. the senior
secured credit facility, including the cash flow revolver and term
loans, rated 'BBB-'/'RR2'. The availability on the ABL facility is
based on eligible A/R as defined per the company's credit
agreement. Fitch notes that There is a large amount of
non-guarantor value in the capital structure (operating
subsidiaries that are not guarantors of the secured debt comprise
about 40% of total assets).
Given the 'BB+' IDR on HCA Healthcare, Inc. and HCA, Inc., and
given the permanent release of the subsidiary guarantees and
collateral previously securing the legacy senior secured notes
following its attaining investment grade corporate family ratings
from both Moody's and S&P, Fitch downgraded HCA's legacy senior
secured notes to 'BB+'/'RR4' per Fitch's recovery rating criteria
for these bonds as newly-unsecured obligations.
ISSUER PROFILE
HCA is the largest for-profit health care services provider in the
U.S. with a comprehensive network of general acute care hospitals
and outpatient facilities generating $59 billion of annual revenue.
HCA's network is anchored by 175 hospitals across 20 states (with
another seven in the U.K.), including an expansive presence in
Florida and Texas. The company's outpatient operations are
considerable: they include 124 freestanding surgery centers and
over 2000 other ambulatory sites of care, including freestanding
ERs, endoscopy centers, urgent care centers and physician clinics.
Fitch views HCA's outpatient operations as a key complement to its
leading capabilities in high-acuity inpatient services, offering
valuable diversification and synergies.
Fitch further believes HCA's network plays a key role in the
ongoing expansion of its leading local market positions and
contributes to operating margins exceeding those of its peers. As
U.S. health care providers continue to seek operational
efficiencies to offset reimbursement constraints and inflationary
pressures on labor costs, Fitch expects HCA's scale will continue
to differentiate the company as an industry leader.
ESG CONSIDERATIONS
HCA Healthcare, Inc. has an ESG Relevance Score of '4' for Exposure
to Social Impacts due to societal and regulatory pressures to
constrain growth in healthcare spending in the U.S. This has a
negative impact on the credit profile, and is relevant to the
ratings in conjunction with other factors.
Unless otherwise disclosed in this section, the highest level of
ESG credit relevance is a score of '3'. This means ESG issues are
credit-neutral or have only a minimal credit impact on the entity,
either due to their nature or the way in which they are being
managed by the entity.
DEBT RATING RECOVERY PRIOR
---- ------ -------- -----
HCA Healthcare, Inc. LT IDR BB+ Affirmed BB+
HCA Inc. LT IDR BB+ Affirmed BB+
senior secured LT BBB- Affirmed RR1 BBB-
senior unsecured LT BB+ Affirmed RR4 BB+
senior secured LT BBB- Affirmed RR2 BBB-
senior secured LT BB+ Downgrade RR4 BBB-
HEALTHMYNE INC: Seeks to Hire Convergence Healthcare as Advisor
---------------------------------------------------------------
HealthMyne, Inc. seeks approval from the U.S. Bankruptcy Court for
the Western District of Wisconsin to hire Convergence Healthcare
Advisors, LLC to assist in the sale of its business and assets.
The firm's services include:
(a) appraising, valuing or pricing the Debtor's business and
assets;
(b) developing a strategy for the sale of the Debtor's
business and assets;
(c) preparing and reviewing sales documents and management
presentations regarding the sale;
(d) contacting and eliciting interest from possible sale
counterparties;
(e) managing the Debtor's "data room;"
(f) assisting in negotiating agreements effecting the sale;
(g) reviewing and advising the Debtor and its professionals
regarding reports and value opinions that may be offered by other
appraisers, experts or other persons; and
(h) assisting the Debtor in other matters.
The firm received a retainer in the amount of $75,000.
Per the terms of the engagement agreement, the $850,000 flat-fee
has been waived and the firm will instead be paid a success fee at
the closing of the transaction equal to: (i) 4 percent of the
aggregate consideration up to $2.5 million; and (ii) 6 percent of
any aggregate consideration over $2.5 million for services.
As disclosed in court filings, Convergence Healthcare Advisors is a
"disinterested person" within the meaning of Section 101(14) of the
Bankruptcy Code.
The firm can be reached through:
Bryan Lookatch
Convergence Healthcare Advisors, LLC
4151 N. Mulberry Drive, Suite 252
Kansas City, MO 64116
Phone: 312-373-0358
Email: bryan@convergencehc.com
About HealthMyne Inc.
HealthMyne, Inc. provides end-to-end radionomic data management and
analysis. It was founded in 2013 and is headquartered in Madison,
Wis.
HealthMyne filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. W.D. Wisc. Case No. 22-10780) on May 15,
2022, listing up to $10 million in both assets and liabilities.
William E. Wallo serves as Subchapter V trustee.
Judge Catherine J. Furay oversees the case.
Justin M. Mertz, Esq., at Michael Best and Friedrich, LLP is the
Debtor's counsel. Convergence Healthcare Advisors, LLC serves as
the Debtor's advisor in connection with the sale of its business
and assets.
HONX INC: Seeks to Hire Piper Sandler & Co. as Investment Banker
----------------------------------------------------------------
HONX, Inc. seeks approval from the U.S. Bankruptcy Court for the
Southern District of Texas to employ Piper Sandler & Co., through
the firm's restructuring group TRS Advisors, as its investment
banker and financial advisor, and to appoint Todd Snyder as its
chief administrative officer.
The firm's services include:
(a) reviewing the Debtor's assets and liabilities, and the
operating and financial strategies of the Debtor;
(b) reviewing any business plans and financial projections
prepared by the Debtor;
(c) monitoring, and preparing reports of, the actual
performance of the Debtor compared to the business plans, budgets
and financial projections prepared;
(d) evaluating the Debtor's liquidity and liquidity needs, and
working with the Debtor to prepare budgets;
(e) negotiating financing agreements or funding arrangements
for the Debtor;
(f) assisting the Debtor in planning for dialogue and
negotiations in connection with a potential transaction;
(g) assisting the Debtor and its other professionals in
reviewing the terms of any proposed transaction, in responding
thereto and, if directed, in evaluating alternative proposals for a
transaction;
(h) assisting or participating in negotiations with parties in
interest, including, without limitation, any current or prospective
creditors or claimants against the Debtor or their respective
representatives in connection with a potential transaction;
(i) advising the Debtor with respect to, and attending,
meetings of the Debtor's Board of Directors, creditor groups,
claimants and potential claimants, and other interested parties, as
reasonably requested and as needed;
(j) providing relevant testimony and issues arising in
connection with any proposed plan, if requested by the Debtor; and
(k) providing other financial advisory and investment banking
services.
The firm will be compensated as follows:
-- Monthly Fee: $125,000 per month, to be paid on the first
day of the month. Commencing after six full monthly fees have been
earned and paid (excluding the initial monthly fee, if such fee was
for less than a full calendar month), 25 percent of the monthly
fees thereafter shall be credited against any completion fee;
provided that the monthly fee shall not exceed the completion fee.
-- Completion Fee: $2.25 million upon the consummation of any
transaction. A transaction shall mean any compromise, settlement,
adjudication, or other resolution of the liabilities, whether in a
bankruptcy proceeding or not, and whether or not pursuant to a plan
of reorganization or liquidation or other similar transaction.
-- Testimony Fee: $1.75 million for preparing to testify at
deposition or trial or, if necessary, preparing any report in
connection therewith.
As disclosed in court filings, Piper Sandler & Co. is a
"disinterested person" within the meaning of Section 101(14) of the
Bankruptcy Code.
The firm can be reached through:
Todd R. Snyder
Piper Sandler & Co.
7000 North Mopac Expressway, Suite 2102
Austin, TX 78731
Tel: +1 212 205-1451
About HONX Inc.
HONX Inc. is a subsidiary of Hess Corporation, a publicly-traded
global energy company. HONX is the corporate successor of Hess Oil
Virgin Islands Corporation, which owned and operated an oil
refinery in St. Croix, U.S. Virgin Islands from the beginning of
its construction in 1965 until a non-operating entity with minimal
assets consisting primarily of a 50% ownership in a joint venture
from 1998 to 2016, and post-2016 it has continued its corporate
existence solely to manage its alleged asbestos liabilities related
to the Refinery.
Honx Inc. sought Chapter 11 bankruptcy protection (Bankr. S.D.
Texas Case No. 22-90035) on April 28, 2022. In the petition signed
by Todd R. Snyder, chief administrative officer, the Debtor
disclosed up to $50 million in estimated assets and up to $1
billion in estimated liabilities.
Judge Marvin Isgur oversees the case.
The Debtor tapped Kirkland & Ellis and Jackson Walker, LLP as
bankruptcy counsels; Piper Sandler Companies/TRS Advisors, LLC as
investment banker and financial advisor; and Bates White, LLC as
asbestos consultant. Stretto, Inc. is the claims, noticing and
solicitation agent.
IN TOUCH HEALTH: Court Waives Appointment of PCO
------------------------------------------------
Judge Jamie A. Wilson of the U.S. Bankruptcy Court for the Southern
District of Mississippi granted the motion of In Touch Health, Inc.
to waive and dispense with the appointment of a Patient Care
Ombudsman ("PCO") and joinder in motion to waive and dispense with
PCO appointment (the "Joinder") filed by Robert Alan Byrd, the
subchapter V trustee.
The Debtor filed the Motion asserting that the appointment of a PCO
is not necessary because the Debtor has provided for the receipt,
handling and disposition of patient care complaints and has adopted
procedure[s] for dealing with them; facility methodology is
adequately provided for in training and employees materials; to
Debtor's knowledge the State Board has no patient care problems or
issues; the ongoing development, maintenance, and enforcement of
care plans as well as the hiring and sufficiency of the number of
staff members for each clinic who are knowledgeable about the
compliance with state and federal rules for Medicaid/Medicare
reimbursement are adequate and appropriate; and there are no
lawsuits and/or malpractice claims and if any occur they will be
handled and addressed in appropriate manners.
The Trustee agreed that the appointment of a PCO is unnecessary.
Accordingly, the Court finds that the appointment of a PCO in the
Bankruptcy Case is not necessary at this time to protect patients,
to monitor the quality of patient care, or to represent the
interests of patients. The Debtor provides only outpatient care,
which lessens the need for the appointment of a PCO.
Also, nothing in the record suggests that the Debtor's bankruptcy
was predicated by deficiencies in patient care. Moreover, the
Trustee agrees that the appointment of a PCO is unnecessary. If the
facts change to indicate the need for a PCO in the future, the
Court will reconsider appointment upon the filing of an appropriate
motion.
A copy of the order is available for free at https://bit.ly/3mlPC6x
from PacerMonitor.com.
About In Touch Health Inc.
In Touch Health Inc. -- https://intouchhealth.com/contact-us/ -- is
a health care company that provides a Telehealth Network and
Services to support access and delivery of high-quality clinical
care to patients.
In Touch Health Inc. filed a petition for relief under Subchapter V
of Chapter 11 of the Bankruptcy Code (Bankr. S.D. Miss. Case No.
22-00848) on May 3, 2022. In the petition filed by Erica Flak, as
president, In Touch Health estimated assets between $100,000 and
$500,000 and estimated liabilities between $500,000 and $1
million.
The case is assigned to Honorable Bankruptcy Judge Jamie A.
Wilson.
Douglas M. Engell is the Debtor's counsel.
Robert A. Byrd has been appointed as Subchapter V Trustee.
INFOW LLC: Gets Cryptocurrency Gift After Losing Defamation Suits
-----------------------------------------------------------------
Kyle Barr of Gizmodo reports that disinformation peddler, human
tomato, and InfoWars host Alex Jones has an anonymous benefactor
shoveling millions of dollars of bitcoin into his crypto wallet.
The windfall comes on the cusp of a financial disaster for Jones:
he'll soon know just how much he'll be liable for after losing
multiple defamation lawsuits over his lies that the children killed
at Sandy Hook Elementary School in 2012 weren't real.
The Southern Poverty Law Center's Hatewatch reported Thursday, May
26, 2022, that Jones has an unknown crypto millionaire sitting in
his corner. The donor supplied Jones 206 bitcoin worth over $5
million May 19 and 52 bitcoin worth around $2 million in April, all
from a single crypto wallet.
The money landed in Jones' coffers after a "tearjerker" episode of
his InfoWars podcast May 18 that saw the host pleading for more
crypto donations "to prosecute a war" against "the enemy." Jones
often gets support from people who try to remain anonymous,
including some web advertising services.
The donation comes on the heels of Jones' multiple losses in the
defamation cases brought by parents of Sandy Hook victims. Lawyers
for the Sandy Hook families said in court filings that the InfoWars
mouthpiece was trying to hide his company's assets through shell
companies and by filing for Chapter 11 bankruptcy, which shields
companies from civil lawsuits. Jones will not enjoy such
protection, however: federal bankruptcy Judge Julia Manning dropped
all three of Jones' businesses from bankruptcy protection.
Whoever this individual or group is donating to Jones, they don’t
seem to mind flushing more cash down the toilet (AKA, Jones'
mouth). The price of bitcoin hit a peak in April but has since
declined precipitously. It’s now trading at its lowest rates
since late 2020.
Though he's been humbled by the parents of a previous school
shooting, Jones doesn’t seem to be learning from his mistakes.
The most recent school massacre in Uvalde, Texas has spawned
numerous conspiracy theories, and Jones has taken them up with
fervor, as has Arizona Republican Representative Paul Gosar. Jones'
most recent episode of InfoWars May 24, 2022 included him hinting
to his audience that the latest shooting might be staged.
About InfoW LLC
InfoW, LLC, also known as InfoWars, is an American far-right
conspiracy theory and fake news website that is owned by Alex
Jones.
InfoW and affiliates, IWHealth, LLC and Prison Planet TV, LLC,
filed petitions under Chapter 11, Subchapter V of the Bankruptcy
Code (Bankr. S.D. Texas Lead Case No. 22-60020) on April 18, 2022.
Melissa A. Haselden serves as Subchapter V trustee.
In the petition filed by W. Marc Scwartz, chief restructuring
officer, InfoW listed up to $50,000 in assets and up to $10 million
in liabilities.
Judge Christopher M. Lopez oversees the cases.
Kyung S. Lee, Esq., is the Debtor's legal counsel.
IRIS HOLDINGS: Moody's Assigns B3 CFR, Outlook Stable
-----------------------------------------------------
Moody's Investors Service assigned a B3 corporate family rating and
B3-PD probability of default rating to Iris Holdings, Inc. Moody's
also assigned a Ba3 senior secured rating to Iris's $250 million
revolving ABL facility expiring in 2027, a B2 rating to the
proposed senior secured $1.5 billion first lien term loan due 2028
and a Caa2 senior unsecured rating to the proposed $400 million
senior unsecured notes due 2028. The outlook is stable. Iris is a
new acquisition vehicle formed by Clearlake.
Proceeds consisting of $1.9 billion in new opco debt and $909
million of sponsor equity (including $100 million in holdco PIK
notes held by Clearlake) will be used to finance the leveraged
buyout of Intertape Polymer Group Inc. (IPG, Ba2 RUR-down) for $2.6
billion announced in March 2022 by Clearlake Capital Group, L.P.
(Clearlake), taking IPG private. Following the change of control,
existing debt at IPG will be repaid and the corresponding ratings
withdrawn.
"Pro-forma starting leverage for the Clearlake transaction is very
high at around 9x," said Whitney Leavens, Moody's analyst. "We
expect EBITDA growth to support deleveraging toward 7x through
2022, but governance risks will remain heightened given the
aggressive financial policy."
Assignments:
Issuer: Iris Holdings Inc.
Corporate Family Rating, Assigned B3
Probability of Default Rating, Assigned B3-PD
Gtd Senior Secured 1st Lien Term Loan, Assigned B2 (LGD3)
Gtd Senior Secured ABL Revolving Credit Facility, Assigned Ba3
(LGD1)
Senior Unsecured Regular Bond/Debenture, Assigned Caa2 (LGD5)
Outlook Actions:
Issuer: Iris Holdings Inc.
Outlook, Assigned Stable
RATINGS RATIONALE
Iris's CFR is constrained by: (1) high leverage remaining above 7x
through 2022 (pro-forma 9.1x adjusted debt/EBITDA at Dec-21); (2)
exposure to cyclical end markets including retail, manufacturing,
and construction; (3) presence in a fragmented, competitive
landscape with easily replicable products; and (4) heightened
financial policy risks under new private equity ownership. The
rating benefits from: (1) a strong position in the North American
tape market with a broad, product offering including an array of
industrial and specialty products and packaging systems; (2) good
end market diversification with a solid position in the high-growth
e-commerce segment; and (3) a track record of successfully
integrating acquisitions and increasing business through strategic
organic investments.
Iris has adequate liquidity. Pro-forma for the transaction, sources
total about $300 million, consisting of cash on hand of about $10
million, Moody's forecast for about $35 million in positive free
cash flow through Q2 2023, and full availability under the $250
million revolving credit facility expiring in 2027. Uses are
limited to annual mandatory debt amortizations totaling $15
million. Moody's expects the company to utilize the revolver to
manage seasonal swings in working capital and potentially fund
tuck-in M&A transactions. The revolver is subject to springing
covenants with which Moody's expects Iris to remain comfortably in
compliance. The company has limited sources of alternate liquidity
since its assets are encumbered by the secured credit facilities;
however, there is a permitted reinvestment period of 24 months.
The Ba3 $250 million ABL revolver is rated three notches above the
B3 CFR, reflecting its priority security in working capital assets.
The B2 $1.5 billion senior secured first lien term loan is rated
one notch above the CFR, reflecting its first lien status and
position behind the ABL. Both secured facilities benefit from loss
absorption provided by the company's senior unsecured notes and
$100 million subordinated holdco PIK notes held by Clearlake due
2030. The Caa2 rating on the $400 million notes (two notches below
the CFR) reflects their contractual subordination to the first lien
facilities.
As proposed, draft documentation for the new credit facilities
provides covenant flexibility that if utilized could negatively
impact creditors. Notable terms include the following (which remain
subject to ongoing deliberations): Incremental debt capacity up to
the greater of $318 million and 1x of EBITDA, plus unused capacity
reallocated from the general debt basket, plus unlimited amounts
subject to first lien net leverage not exceeding 4.75x (if pari
passu secured). Amounts up to $318 million and 1x of EBITDA may be
incurred with an early maturity date than the initial term loans.
There are no express "blocker" provisions which prohibit the
transfer of specified assets to unrestricted subsidiaries; such
transfers are permitted subject to carve-out capacity and other
conditions. Non-wholly-owned subsidiaries are not required to
provide guarantees; dividends or transfers resulting in partial
ownership of subsidiary guarantors could jeopardize guarantees,
with no explicit protective provisions limiting such guarantee
releases. Asset sale proceeds may be used to make restricted
payments or prepay junior debt (subject to carve-out capacities)
and are not required to prepay first lien debt or reinvest, posing
significant collateral leakage risks. There are no express
protective provisions prohibiting an up-tiering transaction. The
above are contemplated terms subject to ongoing deliberations
regarding incremental capacity and inside maturity sublimits, as
well as the inclusion of some form of "blocker" protection,
guarantee release protection, and up-tiering protection, as well as
the elimination of the permission to use asset sales proceeds to
make RP or prepay junior debt and the final terms of the credit
agreement may be materially different.
Iris has high governance risks. Aggressive financial policy as
reflected by high leverage, potential releveraging for future
debt-funded transactions, and the lack of a track record under new
private equity ownership constrain the rating.
The stable outlook reflects Moody's expectation that leverage will
decline toward 7x during 2022, complemented by positive free cash
flow and the maintenance of adequate liquidity.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The ratings could be upgraded if Iris maintains adjusted
debt/EBITDA below 6x and free cash flow to debt consistently above
4%.
The rating could be downgraded if adjusted debt/EBITDA remains
above 7x, if Iris generates sustained negative free cash flow, or
liquidity weakens.
Iris Holdings, Inc., headquartered in Montreal, Quebec and
Sarasota, Florida, manufactures and sells carton sealing and
industrial and specialty tapes, stretch and shrink films,
protective packaging, woven coated fabrics, and packaging systems
for industrial and retail use across an array of markets such as
food and beverage, manufacturing, construction, and
fulfillment/e-commerce. Revenue for the year ending December 31,
2021 was about $1.5 billion.
The principal methodology used in these ratings was Packaging
Manufacturers: Metal, Glass and Plastic Containers published in
December 2021.
KINETIK HOLDINGS: S&P Assigns 'BB+' ICR, Outlook Stable
-------------------------------------------------------
S&P Global Ratings assigned its 'BB+' issuer credit rating to
subsidiary Kinetik Holdings L.P. The outlook is stable. S&P
assigned its 'BB+' issue-level rating and '3' recovery rating to
the company's senior unsecured notes. The '3' recovery rating
indicates its expectation for meaningful (50%-70%; rounded
estimate: 65%) recovery in the event of a payment default.
S&P said, "At the same time we raised the issuer credit rating and
issue-level ratings on EagleClaw to 'BB+' from 'B' and the issuer
credit rating and issue-level ratings on Raptor II to 'BB+' from
'B-'. We removed the ratings from CreditWatch, where we placed them
with positive implications on Oct. 22, 2021. The outlook on both
companies is stable, the same as the outlook on Kinetik.
"The stable outlook on Kinetik reflects our expectation that the
company will successfully integrate the operations of the acquired
entities, as it reduces its total S&P Global Ratings-adjusted
leverage from 4x in 2022 to approximately 3.5x by 2023."
On February 22, midstream energy company Kinetik Holdings Inc.
(f/k/a Altus Midstream Co.) closed on the merger with BCP Raptor
Holdco L.P., the parent company of EagleClaw Midstream Ventures LLC
(EagleClaw) and BCP Raptor II LLC (Raptor II).
Kinetik is the fourth-largest gas processor in the Permian Basin
and the largest in the Delaware Basin. The merger significantly
improves the gathering and processing capabilities of Kinetik and
increases its size and scale within the most prolific basin in the
U.S. The ability to offer customers midstream services from
wellhead to end market strengthens the company's competitive
position compared to its gathering and processing peers who lack
integration across the midstream value chain. That said, the
company lacks geographic diversity as its operations are
concentrated in one geographic region albeit the lowest cost basin
in the U.S.
Kinetik has some direct commodity price exposure, which is
supportive of cash flows in the current commodity price
environment. Approximately 65% of total EBITDA comes from its
gathering and processing operations and the remainder from its
minority interests in various joint venture (JV) pipelines. The
four JV pipeline assets are newly constructed and require minimal
capital spending, while offering customers downstream connectivity
and market optionality. The pipelines provide cash flow diversity
and de-risks a sizeable portion of Kinetik's annual cash flow
generation given the largely multi-year take-or-pay nature of their
contracts. S&P said, "We view the company to have higher direct
commodity price exposure compared to certain higher-rated
diversified peers. We estimate that between 15%-20% of gross profit
is directly exposed to commodity prices, which could cause some
cash flow pressure during a sustained period of weak commodity
prices. That said we view the Permian to be a top-tier basin and
would expect drilling activity to be curtailed in other geographic
regions first." The company's cash flows are well diversified from
over 30 counterparties and no specific customer accounting for more
than 20% of gross profit. The strength of its cash flows are
supported by a weighted average counterparty credit rating of 'BBB'
and a weighted average contract life of approximately 11 years.
S&P said, "We expect Kinetik to successfully integrate the
operations of the acquired entities.Kinetik's assets have been
easily integrated with minimal spending (less than $30 million).
The excess capacity across the pro forma system reduces the need
for large capital expenditures over our forecast period. The merger
eliminates the need for large spending on new cryogenic facilities
in the near-term. The reduced capital spending will accelerate the
company's free cash flow generation over the immediate term. We
believe the company can benefit from over $50 million of annual
EBITDA synergies from a combination of system integration and cost
savings. We expect the merger to improve the company's gas
capabilities and drive additional commercial opportunities.
"We see a clear path to an improving leverage profile through 2023.
We forecast S&P Global Ratings-adjusted EBITDA in the mid $800
million range in 2022, increasing by 5%-10% in 2023 as gathering
and processing volume flows increase. The cash flows from the JV
pipelines are sufficient to cover all of the gathering and
processing capital spending needs and the forecasted interest
expense on an annualized basis. We forecast the company to generate
surplus free operating cash flow of over $500 million in 2022
resulting in an adjusted debt to EBTIDA ratio in the 3.75x-4x
range. We believe the company is well positioned to fully redeem
its series A preferred units (which we currently treat as 100%
debt) by year-end. The dividend reinvestment program supports
credit measures in accelerating the redemption of the preferred. As
EBITDA increases year-over-year in 2023 we forecast adjusted
leverage to improve to approximately 3.5x.
"We assess Kinetik as being owned by financial sponsors. Affiliates
of Blackstone and I Squared Capital own approximately 70% of
Kinetik's common equity. The material ownership by both entities
that we determine to be private equity results in a financial risk
profile assessment of aggressive. That said, we do not view their
ownership stake to give them full control of the company's cash
flows as Apache Corp. will own approximately 15% and the existing
public shareholders and management own approximately 15% of the
company. Several governance provisions are in place that eliminates
the sponsors' ability to lever up the business. The board consists
of 11 members, of which six are independent of the company or come
from Apache. Apache, Blackstone, and I Squared have agreed to
customary lock-up provisions of their respective holdings until
Feb. 23, 2023. In March 2022 Apache sold 4 million shares with the
first $100 million of proceeds earmarked for Alpine High activity
within 24 months. As a result, the company's trading activity has
meaningfully improved and could continue to improve as the lock-up
period ends, which could allow for the sponsors to partially exit.
"The stable outlook reflects our expectation that the company will
successfully integrate the operations of the acquired entities,
which will allow the company to reduce adjusted leverage from
roughly 4x in 2022 to approximately 3.5x by 2023.
"We could consider a negative rating action on Kinetik if it
experiences prolonged underperformance of its gathering and
processing throughput volumes leading to adjusted debt to EBITDA
being sustained above 4x over the long term. This could also occur
if Kinetik takes a more aggressive financial policy.
"We could consider higher ratings if the company demonstrates a
conservative financial policy such that it sustains adjusted debt
to EBITDA of 3.5x while continuing to grow its scale of operations.
This could also occur if we expect its financial sponsors to reduce
their collective common equity ownership stakes to below 40% in the
intermediate term."
ESG credit indicators: E-3, S-2, G-3 Climate transition risks;
-- Governance structure
S&P said, "Environmental factors are a moderately negative
consideration in our credit rating analysis. As a natural gas
gathering and processing operator in the Delaware Basin, the
company faces multiple risks relating to climate change, including
volume declines from the energy transition affecting the midstream
industry. However, the company has taken steps to better align with
ESG mandates through its commitment to reach net zero GHG emissions
by 2050. Governance is also a moderately negative consideration
given the company's financial sponsor ownership as we think
financial sponsors are more likely to hold these companies for
shorter timeframes and focus on maximizing shareholder returns."
LAKES INDUSTRIAL: Gets OK to Hire David W. Brown as Legal Counsel
-----------------------------------------------------------------
Lakes Industrial, LLC received approval from the U.S. Bankruptcy
Court for the Eastern District of Michigan to hire the Law Offices
of David W. Brown, PLLC to serve as its legal counsel in its
Chapter 11 proceedings.
The firm will charge $250 per hour for its services.
As disclosed in court filings, the Law Offices of David W. Brown is
a "disinterested person" within the meaning of Section 101(14) of
the Bankruptcy Code.
The firm can be reached through:
David W. Brown, Esq.
Law Offices of David W. Brown, PLLC
1820 N. Lapeer Road, Suite 2A
Lapeer, MI 48446
Phone: (810) 245-6082
Email: davidbrownlaw@live.com
About Lake Industrial
Lakes Industrial, LLC filed a petition under Chapter 11, Subchapter
V of the Bankruptcy Code (Bankr. E..D. Mich. Case No. 22-30541) on
April 6, 2022, listing up to $50,000 in assets and up to $100,000
in liabilities. Mark H. Shapiro serves as Subchapter V trustee.
Judge Joel D. Applebaum oversees the case.
David W. Brown, Esq., at the Law Officed of David W. Brown PLLC, is
the Debtor's counsel.
LARRY BARBER: Seeks Chapter 11 Due to IRS Levy
----------------------------------------------
Larry Barber Enterprises, Inc., filed for relief under Subchapter V
of chapter 11 of the Bankruptcy Code in Tampa, Florida.
The Debtor is a Florida corporation with its principal place of
business located at 38743 Otis Allen Road, Zephyrhills, FL 33540.
The Debtor was established in 1998 by Mr. Larry Barber. The Debtor
is family owned and operates as a full-service provider of tower
civil design, construction and maintenance services across the
United States, Puerto Rico, and the U.S. Virgin Islands. More
specifically, the Debtor's civil construction services encompass
design, site preparation, concrete work, fencing, access road
construction, landscaping, and site demolition/debris removal.
The case was filed on an emergency basis due to a Notice of Levy by
the Internal Revenue Service served on a critical client of the
Debtor for past due payroll taxes in the amount of $349,309. The
Debtor intends to cure this deficiency with the Internal Revenue
Service through a Reorganization in this instant bankruptcy case.
The Debtor has already filed in Bankruptcy Court an emergency
motion to enforce the automatic stay and release the IRS levy.
The Debtor has 24 employees, including the Debtor's principal,
Larry Barber who owns 100% of the outstanding stock of the Debtor.
Mr. Barber's wife, Amy Barber, also works full time for the Debtor.
The Debtor anticipates filing an emergency motion to pay
officer/insider salary for Mr. and Mrs. Barber.
The Debtor's first Post-petition payroll run is scheduled to occur
on May 27,
2022, for the pay period of May 14, 2022 to May 25, 2022, which is
$21,290; this does not include any income towards the
insiders/officers of the Debtor. The Debtor anticipates filing an
emergency motion to pay prepetition wages and salaries.
The Debtor does not need DIP financing at this time but may
consider financing options in the future for ongoing expenses as
well as exit financing.
The Debtor felt that bankruptcy relief was needed in order to
provide the best
opportunity to reorganize.
The amounts owed to the three classes of creditors are as follows:
a. Priority Unsecured Creditors: $1,500,000.00
b. Secured Creditors: $107,285.75
c. The amount of unsecured claims: $492,630.00
According to court filings, Larry Barber Enterprises estimates
between 1 and 5 unsecured creditors. The petition states funds
will be available to unsecured creditors.
A telephonic meeting of creditors under 11 U.S.C. Section 341(a) is
slated for June 24, 2022 at 9:30 a.m.
About Larry Barber Enterprises
Established by Larry Barber, Larry Barber Enterprises Inc. is a
full-service provider of tower civil design, construction and
maintenance services across the United States, Puerto Rico, and the
U.S. Virgin Islands. On the Web:
http://www.larrybarberenterprises.com/
Larry Barber Enterprises sought bankruptcy protection under
Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D.
Fla. Case No. 22-02083) on May 24, 2022. In the petition filed by
Larry Barber, as president, Larry Barber Enterprises estimated
assets up to $50,000 and estimated liabilities between $1 million
and $10 million.
Jake C Blanchard, of Blanchard Law, P.A., is the Debtor's counsel.
Amy Denton Mayer has been appointed as Subchapter V trustee.
MAGNOLIA OFFICE: Building Owner Files for Chapter 11 w/ $4.9M Debt
------------------------------------------------------------------
Magnolia Office Investments, LLC, filed for chapter 11 protection
in the Southern District of Florida.
The Debtor, a Single Asset Real Estate, disclosed $5.622 million in
assets against $4.918 million in liabilities in its schedules.
The Debtor owns the commercial office building located at 1211
Governors Square Boulevard, Tallahassee, Florida 3230, valued at
$5.5 million. PS Funding is owed $3.935 million, secured by a
first mortgage on the property. HIF V Lenders, LLC, is owed
$381,200, secured by a second mortgage on the property.
According to court filing, Magnolia Office Investments estimates
between 1 and 49 unsecured creditors. The petition states that
funds will be available to unsecured creditors.
A telephonic meeting of creditors under 11 U.S.C. Creditors 341(a)
is slated for June 24, 2022 at 1:00 P.M.
About Magnolia Office Investments
Magnolia Office Investments LLC is a Single Asset Real Estate (as
defined in 11 U.S.C. Sec. 101(51B)). It owns the commercial office
building located at 1211 Governors Square Boulevard, Tallahassee,
Florida 3230, valued at $5.5 million.
Magnolia Office Investments sought protection under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No. 22-14044) on
May 24, 2022. In the petition signed by Anand Patel, as managing
member, Magnolia Office Investments, LLC listed estimated assets
and liabilities between $1 million and $10 million each.
The case is assigned to Honorable Bankruptcy Judge Erik P. Kimball.
David L. Merrill, Esq., of The Associates, is the Debtor's counsel.
MAXAR TECHNOLOGIES: Moody's Rates New Secured Bank Loans 'B2'
-------------------------------------------------------------
Moody's Investors Service assigned B2 ratings to Maxar Technologies
Inc.'s proposed senior secured bank credit facilities and senior
secured notes. The company's B2 corporate family rating, B2-PD
probability of default rating, B2 ratings on its existing senior
secured debt (revolving credit facility, term loan B and notes),
SGL-2 speculative grade liquidity rating, and stable outlook remain
unchanged.
Maxar plans to use the net proceeds to refinance its existing
secured revolving credit facility, secured term loan B and secured
notes due 2023. Moody's will withdraw the B2 ratings on those
instruments when the transaction closes.
Assignments:
Issuer: Maxar Technologies Inc.
Senior Secured First Lien Term Loan, Assigned B2 (LGD3)
Senior Secured First Lien Multi Currency Revolving Credit
Facility, Assigned B2 (LGD3)
GTD Senior Secured Global Notes, Assigned B2 (LGD3)
RATINGS RATIONALE
Maxar's B2 CFR is constrained by: (1) demand softness in
geosynchronous (GEO) satellites; (2) limited positive free cash
flow generation, driven by capital spending on its next generation
WorldView Legion six satellite constellation; (3) launch and
execution risks for the constellation; and (4) building satellites
before contracts are signed, which raise risks because budgets of
customers have been hit by the COVID-19 pandemic and their demand
for satellite capacity will be impacted. The rating benefits from:
(1) leading market position in satellite-based imaging services as
well as being an important supplier to the US Government; evidenced
by the recently awarded 10-year Electro-Optical Commercial Layer
contract by the U.S. National Reconnaissance Office; (2)
management's demonstrated commitment to deleveraging and Moody's
expectation that leverage (adjusted Debt/EBITDA) will be sustained
below 5x through the end of 2023 (5x for LTM Q1/2022); (3)
potential for sizeable free cash flow generation starting in 2023
after the WorldView Legion satellite constellation becomes
operational; and (4) good liquidity over the next year.
Maxar will have one class of debt when the transaction closes: (1)
new $500 million secured revolving credit facility due in 2027; (2)
new $1.5 billion senior secured term loan B due in 2029; and (3)
senior secured notes - new $500 million due in 2027 and existing
$150 million due in 2027. The revolving credit facility and the
term loan B will have springing maturities in 2027 if the new notes
are not refinanced at least 91 days prior to their maturity. All
the instruments are rated B2, the same level as the CFR, as they
will comprise the bulk of the company's debt capital.
As proposed, the new credit facilities (revolver and term loan) are
expected to provide covenant flexibility that if utilized could
negatively impact creditors. Notable terms include the following:
(1) incremental debt capacity not to exceed the sum of (A) the
greater of $265.5 million and 50% of Adjusted EBITDA; plus (B) an
unlimited amount as would not result in the first lien net leverage
ratio exceeding 3.75x (on a pari passu basis). No portion of the
incremental may be incurred with an earlier maturity than the
initial term loans; (2) the borrower will be permitted to designate
any existing or subsequently acquired subsidiary as an unrestricted
subsidiary, up to carve-out capacity, subject to "blocker"
provisions which prohibit the transfer of any intellectual property
that is material to the operation of the business and its
restricted subsidiaries, taken as a whole, and/or any designation
of any restricted subsidiary that owns material intellectual
property as an unrestricted subsidiary; (3) only wholly-owned US
restricted subsidiaries are required to provide guarantees, raising
the risk of potential guarantee releases if they cease to be
wholly-owned, although the credit agreement is expected to provide
that transactions that cause subsidiaries to cease to be wholly
owned will not result in guarantee releases if undertaken solely
for the purpose of releasing guarantees; and (4) there are some
limitations on up-tiering transactions, including the requirement
that the consent of each lender directly and adversely affected
will be obtained for any amendments that would subordinate the
senior secured facilities in right of payment or lien priority to
any other indebtedness. The above are proposed terms and the final
terms of the credit agreement may be materially different.
Maxar is expected to have good liquidity (SGL-2) over the next 12
months. Sources approximate $515 million while the company will
have term loan amortization of about $15 million in this timeframe.
Liquidity sources include $435 million of availability (net of $37
million of drawings and $28 million of letters of credit) under its
new $500 million revolving credit facility due in 2027 and Moody's
expected free cash flow of about $80 million in the next 12 months.
Pro forma as of March 31, 2022, the company will have no cash when
the transaction closes. Maxar's revolver will have leverage and
coverage covenants and cushion is expected to exceed 25% through
the next 12 months. The company has limited flexibility to generate
liquidity from asset sales.
The outlook is stable because Moody's expects improving operating
performance, maintenance of at least adequate liquidity, and
leverage sustained below 5x through the end of 2023 as the company
constructs and launches its WorldView Legion six satellite
constellation.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Moody's will consider upgrading Maxar's ratings if it successfully
launches its WorldView Legion satellite constellation while
sustaining leverage below 5x (5x for LTM Q1/2022).
The ratings could be downgraded if the company sustains leverage
above 6x (5x for LTM Q1/2022) or if liquidity becomes weak.
The principal methodology used in these ratings was Communications
Infrastructure published in February 2022 .
Headquartered in Westminster, Colorado, Maxar provides earth
imagery, geospatial data and analytics, satellites, and satellite
systems to government and commercial customers globally. Revenue
for the twelve months ended March 31, 2022 was about $1.8 billion.
MAXAR TECHNOLOGIES: S&P Rates New $1.5BB Term Loan B 'B'
--------------------------------------------------------
S&P Global Ratings assigned its 'B' rating to Maxar Technologies
Inc.'s proposed $1.5 billion term loan B due 2029 and $500 million
senior secured notes due 2027. The recovery rating is '3', which
indicates its expectation of meaningful (50%-70%; rounded estimate:
60%) recovery in a payment default scenario.
Maxar will use the proceeds from the new term loan and notes to
repay its existing term loan due 2024 and notes due 2023. The new
notes will likely have a lower coupon, which will modestly reduce
the company's interest expense. The company is also replacing its
existing $500 million revolver with a new $500 million revolver,
extending the maturity date to 2027.
Issue Ratings--Recovery Analysis
Key analytical factors:
-- Pro forma for the transaction, the company's capital structure
comprises a $500 million cash flow revolver due 2027 (unrated), a
$1.5 billion term loan B due 2029, $150 million senior secured
notes due 2027, and $500 million senior secured notes due 2027.
-- S&P has valued the company on a going-concern basis using a 5x
multiple of its projected emergence EBITDA.
-- Other key default assumptions include SOFR of 2.5% and the
revolver being 85% drawn.
Simulated default assumptions:
-- Simulated year of default: 2025
-- EBITDA at emergence: $360 million
-- EBITDA multiple: 5x
Simplified waterfall:
-- Net enterprise value (after 5% administrative costs): $1.71
billion
-- Valuation split (obligors/nonobligors): 100%/0%
-- Collateral value available to first-lien debt lenders: $1.61
billion
-- First-lien debt claims: $2.61 billion
--Recovery expectations: 50%-70% (rounded estimate: 60%)
MID SOUTH UTILITY: Files Subchapter V Case Due to Cash Flow Issues
------------------------------------------------------------------
Mid South Utility Services, LLC, filed for bankruptcy protection
under Subchapter V of Chapter 11 of the Bankruptcy Code in West
Palm Beach, Florida.
The Debtor provides services digging underground utility lines.
The Debtor’s business address is located at 5500 Saint Lucie
Boulevard, N2, Fort Pierce, Florida 34946 and is leased.
The Debtor blames its Chapter 11 filing on four merchant cash
advance agreements. The Debtor says it is a party to four merchant
cash advance agreements wherein the daily withdrawal from its bank
account stymied its cash flow.
With respect to secured creditors, BSN2, LLC and Brian Naiman
(jointly) have a lien on some equipment of the Debtor. The amount
due is $132,000.
The Debtor's unsecured obligations are under the four merchant
cash
advance agreements. The face value of the agreements are $100,000.
The Debtor believes about $50,000 is currently due.
The Debtor has filed with the Bankruptcy a motion to confirm that
the automatic stay is in effect and compel creditors BSN2 and
Naiman to comply with the purchase and sale agreement to transfer
title of vehicles and equipment to the Debtor.
The Debtor's assets consist of its bank account, accounts
receivable and equipment. The estimated value of the assets is
$155,712.24, subject to the above lien.
The Petition states that funds will be available to unsecured
creditors.
About Mid South Utility Services
Mid South Utility Services -- http://www.midsouthus.com/-- is a
Fort Pierce, Florida-based provider of services digging underground
utility lines.
On May 25, 2022, Mid South Utility Services filed a petition for
relief under Subchapter V of chapter 11 of the Bankruptcy Code
(Bankr. S.D. Fla. Case No. 22-14081). In the petition filed by
Brian L. Lawson, as member, Mid South Utility Services estimated
assets and liability between $100,000 and $500,000 each.
The case is assigned to Honorable Bankruptcy Judge Mindy A Mora.
Aleida Martinez-Molina has been appointed as Subchapter V Trustee.
The Debtor's counsel:
KELLEY, FULTON, KAPLAN & ELLER, P.L.
Craig I. Kelley
1665 Palm Beach Lakes Blvd.
The Forum - Suite 1000
West Palm Beach, Florida 33401
Telephone No. (561) 491-1200
Facsimile No. (561) 684-3773
MULTIPLE BLESS: Voluntary Chapter 11 Case Summary
-------------------------------------------------
Debtor: Multiple Bless Ziad Family, LLC
310 McLean Ave
Yonkers, NY 10745
Business Description: The Debtor is a Single Asset Real Estate
(as defined in 11 U.S.C. Section 101(51B)).
It owns three real properties in New Jersey
and New York having an aggregate value of
$1.26 million.
Chapter 11 Petition Date: June 2, 2022
Court: United States Bankruptcy Court
Southern District of New York
Case No.: 22-22322
Judge: Hon. Sean H. Lane
Debtor's Counsel: Farva Jafri, Esq.
JAFRI LAW FIRM
50 Evergreen Row
Armonk, NY 10504
Tel: 914-772-8315
Email: farva@jafrilawfirm.com
Total Assets: $1,258,000
Total Liabilities: $562,462
The petition was signed by Farva Jafri as appointed
representative.
The Debtor failed to include in the petition a list of its 20
largest unsecured creditors.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/3PCJ4QI/Ziad_Nassradin__nysbke-22-22322__0001.0.pdf?mcid=tGE4TAMA
MURRAY-CALLOWAY HOSPITAL: Moody's Withdraws Ba2 on 2016 Hosp. Bonds
-------------------------------------------------------------------
Moody's Investors Service has withdrawn the rating on
Murray-Calloway County Public Hospital Corporation's (KY) Hospital
Facilities Revenue Refunding Bonds (Murray-Calloway County Public
Hospital Corporation), Series 2016. At the time of the withdrawal,
the rating on the bonds was Ba2 and the outlook was stable.
RATINGS RATIONALE
Moody's has decided to withdraw the rating for its own business
reasons.
MY ISLAND VISA: Gets OK to Hire Ronald D. Weiss as Legal Counsel
----------------------------------------------------------------
My Island Visa, Inc. received approval from the U.S. Bankruptcy
Court for the Eastern District of New York to employ the Law Firm
of Ronald D. Weiss, P.C. as counsel.
The firm's services include:
a. providing legal advice with respect to the powers and duties
of the Debtor-in-Possession in the continued management of its
property;
b. representing the Debtor before the Bankruptcy Court and at
all hearings on matters pertaining to its affairs, as
Debtor-in-Possession, including contested matters that may arise
during the Chapter 11 case;
c. advising and assisting the Debtor in the preparation and
negotiation of a Plan of Reorganization with its creditors;
d. preparing necessary or desirable applications, motions,
answers, orders, reports, documents, and other legal papers; and
e. performing other legal services for the Debtor which may be
desirable and necessary.
The hourly rates charged by the firm for its services are as
follows:
Attorneys $450 per hour
Paralegals $250 per hour
In addition, the firm will seek reimbursement for its out-of-pocket
expenses.
The retainer fee is $15,000.
Ronald Weiss, Esq., a partner at the Law Firm of Ronald D. Weiss,
P.C., 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:
Ronald D. Weiss, Esq.
Law Firm of Ronald D. Weiss, P.C.
734 Walt Whitman Rd. Suite 203
Melville, NY 11747
Tel: (631) 271-3737
Email: weiss@ny-bankruptcy.com
About My Island Visa Inc.
My Island Visa Inc., a travel company in Copiague, N.Y., sought
Chapter 11 protection (Bankr. E.D.N.Y. Case No. 22-70707) on April
11, 2022, listing up to $1 million in assets and up to $500,000 in
liabilities. Michele Swan, president, signed the petition.
The case is assigned to Judge Alan S Trust.
Ronald D. Weiss, Esq., at the Law Firm of Ronald D. Weiss, P.C. is
the Debtor's counsel.
NEW MOUNTAIN: Seeks Approval to Hire Warren Hirsch as Accountant
----------------------------------------------------------------
New Mountain Laurel Resort & Spa, LLC seeks approval from the U.S.
Bankruptcy Court for the Eastern District of New York to hire
Warren Hirsch, CPA as its accountants.
The firm's services include:
a. preparing federal, state and local tax returns and
supporting schedules;
b. performing general tax consulting services, including
routine tax advice concerning federal, state and local tax matters
related to the preparation of federal, state and local tax
returns;
c. providing routine tax advice concerning federal, state and
local tax matters related to the computation of the Debtor's
taxable income for the current year or future year(s);
d. preparing monthly operating reports, bi-weekly/variance
reports, financial statements and other relevant financial
documents; and
e. furnishing such other services that the Debtor may request
from time to time.
The firm's current hourly billing rates are as follows:
Partners/Principals $300
Paraprofessionals $200
Warren Hirsch is "disinterested" within the meaning of sections
101(14) and 327(a) of the Bankruptcy Code, according to court
filings.
The firm can be reached through:
Warren Hirsch, CPA
Warren Hirsch CPA
273 Merrick Road
Lynbrook, NY 11563
Tel: 516-791-5280
Fax: 516-791-5283
About New Mountain Laurel Resort & Spa
New Mountain Laurel Resort & Spa, LLC is a Delaware limited
liability company with its corporate office located at 139-27
Queens Blvd., Jamaica, New York 11435. New Mountain Laurel is a
management company operating and managing the Mountain Laurel
Resort, which is a 145-guest room hotel, resort and spa, and which
includes 94 timeshare units located in the Pocono Mountains. The
Resort's address is 81 Treetop Drive, White Haven, Pennsylvania
18661.
New Mountain Laurel sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D.N.Y. Case No. 22-40620) on March 25,
2022. In the petition signed by Ana Olson, independent manager, the
Debtor disclosed $728,783 in assets and $6,712,758 in liabilities.
Judge Jil Mazer-Marino oversees the case.
Avrum J. Rosen, Esq., at Law Offices of Avrum J. Rosen, PLLC is the
Debtor's counsel.
PARAGON DESIGNER: Gets OK to Hire Geer Law Group as Counsel
-----------------------------------------------------------
Paragon Designer Services, LLC received approval from the U.S.
Bankruptcy Court for the Northern District of Georgia to employ
Geer Law Group, LLC to handle its Chapter 11 bankruptcy case.
Geer Law Group will be paid at the rate of $425 per hour for
attorneys and $150 per hour for legal assistants. The firm will
also received reimbursement for its out-of-pocket expenses.
The retainer fee is $5,000.
Will Geer, Esq., a partner at Geer Law Group, 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:
Will B. Geer, Esq.
Geer Law Group, LLC
50 Hurt Plaza, SE, Suite 1150
Atlanta, GA 30303
Tel: (678) 587-8740
Fax: (404) 287-2767
Email: wgeer@geerlawgroup.com
About Paragon Designer Services
Paragon Designer Services, LLC filed a petition under Chapter 11,
Subchapter V of the Bankruptcy Code (Bankr. N.D. Ga. Case No.
22-52437) on March 29, 2022, disclosing under $1 million in both
assets and liabilities. Cameron McCord serves as Subchapter V
trustee.
Judge James R. Sacca oversees the case.
The Debtor is represented by Will Geer, Esq., at Geer Law Group,
LLC.
PBF HOLDING: S&P Upgrades ICR to 'B+', Outlook Stable
-----------------------------------------------------
S&P Global Ratings upgraded PBF Holding Co. LLC (PBF Holding) to
'B+' from 'B'. The outlook is stable. S&P also raised the
issue-level ratings on its senior secured debt to 'BB' from 'BB-'
and raised ratings on the senior unsecured debt to 'B+' from 'B'.
The '1' recovery rating on the secured debt and '4' recovery rating
on the unsecured notes are unchanged.
S&P said, "At the same time, we upgraded our issuer credit rating
on PBF Logistics L.P. (PBFX) to 'B+' from 'B'. The outlook is
negative. We raised the rating on the senior unsecured debt to 'B+'
from 'B'. The '3' recovery rating is unchanged.
"The stable outlook on PBF Holding reflects our view that it has
sufficient liquidity over the next 24 months and will generate
surplus free cash flow. The negative outlook on PBFX reflects the
refinancing risk for its 2023 maturities."
PBF Holding successfully extended the maturity of its credit
facility. PBF Holding Co. LLC reduced its near-term refinancing
risk by increasing the total availability of its credit facility to
$4.3 billion from $3.4 billion. The credit facility now includes
two committed tranches, an extended tranche B of $2.75 billion
maturing in January 2025 and an existing tranche A of $1.55 billion
that retains the current maturity date of May 2023. With
approximately $900 million drawn across both tranches, the next
material maturity is now 2025 which includes the $1.25 billion of
senior secured notes maturing May 15, 2025.
PBF Holding refining margins are robust and if sustained will lead
to meaningful surplus cash.The company realized consolidated
refining gross margin per barrel excluding special items above $11
per barrel (bbl) of throughput in the first quarter. These margins
are a meaningful improvement to 2021 levels of roughly $8/bbl. The
first quarter typically produces weaker refining margins in the
year but if sustained at these levels will result in a meaningful
buildup of surplus cash. With refined product pricing at elevated
levels, there is a potential for demand destruction which could
bring refining margins lower from current levels. That said, if the
company realizes refining margins above $11/bbl, the company will
end the year with S&P Global Ratings-adjusted leverage below 2.5x.
This will allow it to continue to focus on debt reduction.
The credit quality of PBFX is dependent on that of PBF Holding.
PBFX continues to face near-term refinancing risk as the entire
capital structure matures in 2023. Its capital structure consists
of a revolving credit facility maturing in July 2023 and $525
million of senior unsecured notes due May 15, 2023. S&P said, "We
expect PBFX to continue to reduce the outstanding borrowings on its
revolver by approximately $20 million to $25 million each quarter,
which as of the end of March had $75 million outstanding. The
partnership has been aggressive in reducing outstanding leverage
over the past few quarters and we expect it to maintain an adjusted
debt-to-EBITDA ratio between 2.5x-3x this year. We believe this
leverage profile positions the partnership to successfully
refinance its capital structure now that the credit facility of PBF
Holding has been extended. That said, if the partnership does not
successfully refinance its capital structure in the latter half of
this year, its credit rating will deteriorate. With most of its
cash flows and volumes coming from its refining company, we
consider the partnership to be moderately strategic to the
enterprise."
PBF Holding
The stable outlook on PBF Holding reflects S&P's expectation that
the robust refining margin environment will allow the company to
generate surplus cash flow, which it can use to reduce outstanding
debt.
S&P could lower the rating if refining margins deteriorate such
that it sustains adjusted leverage above 5x.
S&P could consider higher ratings if refining margins remain at
above midcycle levels and the company uses excess cash to reduce
its debt balance to pre-pandemic levels.
PBFX
The negative outlook on PBFX reflects the refinancing risk related
to its upcoming debt maturities in 2023.
S&P could revise the outlook to stable when the partnership
refinances its capital structure.
S&P could lower the rating if the partnership's liquidity
deteriorates such that it does not take steps to refinance its
notes in the next quarter.
PBF Holding Co. LLC
ESG credit indicators: E-4, S-2, G-2
PBF Logistics L.P.
ESG credit indicators: E-3, S-2, G-2
PERA DENTAL: Clinic Files for Chapter 11 to Fend Off Benco
----------------------------------------------------------
Pera Dental Care, PC, filed for relief under Subchapter V of
Chapter 11 of the Bankruptcy Code.
The Debtor was founded by Vezire Sarak, DDS in 2010. The Debtor is
in the business of providing its general dentistry services to
individuals who live or work in the Washington Heights section of
Manhattan. The services provided by the Debtor consist of routine
cleaning, filling cavities, crowns, bridges and attending to
dentures. Most of the Debtor's patients are struggling financially
and face social and economic challenges. Substantially all of the
Debtor's patients receive government subsidized health insurance
(Medicare, Medicaid or NY State government managed care insurances)
or union benefits. In addition, there are a limited number of
patients who only speak Turkish or prefer communicating in Turkish
(Dr. Sarak's native language).
Dr. Sarak performs all services on behalf of the Debtor. She is
assisted by
office staff who are engaged as independent contractors.
The Debtor currently operates from a premises at 590 W. 172nd, Unit
1F, New York, NY 10032. The Debtor occupies the Premises on a
month to month basis, its lease having expired.
The Debtor's current financial predicament was the result of
losses
suffered from the COVID-19 pandemic. Revenue decreased
significantly during COVID "lock downs." Existing patients
cancelled appointments and very few new patients sought care. The
Debtor did not receive any government grants, loans, funds or
benefits other than limited relief.
The Debtor's primary creditors consist of trade debts, most notably
Benco
Dental Supply Company, a dental supply company which obtained a
default judgment against the Debtor for amounts allegedly due and
owing. The Debtor's Chapter 11 filing was precipitated by Benco's
aggressive collection efforts. The Debtor filed its Chapter 11 case
on an emergency basis to prevent the Sherriff from executing
Benco's judgment.
With COVID restrictions relaxed, the Debtor's business has
improved. However, it is still slower than it was pre-COVID.
Notwithstanding, the Debtor’s principal, Dr. Sarak, believes that
ongoing revenue should be sufficient to pay bills as they become
due (rent, utilities, staff, and lab fees). She is confident that
the Debtor can propose a viable plan.
In the context of this Chapter 11 proceeding, the Debtor's goal is
to continue operations and to fund a plan with increased revenue
* * *
A teleconference meeting of creditors under 11 U.S.C. Section
341(a) is slated for June 21, 2022 at 2:00 P.M.
About Pera Dental Care PC
Pera Dental Care PC is a New York-based dental clinic.
Pera Dental Care, PC sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D.N.Y. Case No. 22-10653) on May 24,
2022. The Debtor
elected to be treated as a Small Business under Sub-Chapter V.
In the petition filed by Vezire Sara, as president, Pera Dental
Care estimated assets up to $50,000 and estimated liabilities
between $100,000 and $500,000. Pera Dental Care PC estimates
between 1 and 49 unsecured creditors. The petition states that
funds will be available to unsecured creditors.
The case is overseen by Honorable Bankruptcy Judge Lisa G
Beckerman.
Anne J. Penachio, of Penachio Malara LLP, is the Debtor's counsel.
Jolene E. Wee was duly appointed to serve as the Sub Chapter V
Trustee.
PERA DENTAL: June 16 Hearing on Bid to Waive PCO Appointment
------------------------------------------------------------
The Honorable Lisa G. Beckerman will hold a hearing June 16, 2022
at 10:00 a.m. on the application of Pera Dental Care, PC, to waive
any requirement to appoint a Patient Care Ombudsman pursuant to
Section 333(a) of the Bankruptcy Code.
The Debtor represents that:
* The appointment of a Patient Care Ombudsman is inapplicable
to the Debtor. The Debtor, which operates a small traditional
dental practice, is not a health care business as defined under
Section 101(27A) of the Bankruptcy Code which would require the
appointment of a Patient Care Ombudsman. Moreover, even if the
Debtor us a health care business, the appointment of a Patient Care
Ombudsman is not necessary for the protection of patients under the
specific facts of the case.
* In this case, the appointment of a Patient Care Ombudsman
would likely interfere with patient care. It would unnecessarily
increase costs for the Debtor which has been struggling since the
advent of the COVID-19 global pandemic. The appointment of a
Patient Care Ombudsman would also likely divert the time and
attention of the Debtor's principal from patient care to dealing
with an ombudsman. It could also distract the Debtor from
formulating a plan.
About Pera Dental
Pera Dental Care, PC, operates a small traditional dental practice.
Pera Dental provides its patients with general dentistry services
consisting of routine cleaning, filling cavities, crowns, bridges,
attending to dentures. It currently operates from a premises at 590
W. 172nd, Unit 1F, New York, NY 10032.
Pera Dental Care, PC filed for Chapter 11 bankruptcy (Bankr.
S.D.N.Y. Case No. 22-10653) on May 23, 2022. Judge Lisa G.
Beckerman presides over the case, listing under $50,000 in assets
and under $500,000 in liabilities.
Proposed Counsel for the Debtor:
Anne Penachio, Esq.
PENACHIO MALARA LLP
245 Main Street, Suit 450
White Plains, NY 10601
Tel: (914) 946-2889
PREMIUM PRODUCTS: Taps Weinstein & St. Germain as Counsel
---------------------------------------------------------
Premium Products of Louisiana, Inc. and Mackenzie Real Estate, LLC
seek approval from the U.S. Bankruptcy Court for the Western
District of Louisiana to employ Weinstein & St. Germain to serve as
legal counsel in their Chapter 11 cases.
The firm charges $350 per hour for attorney's services and $125 per
hour for paralegal services.
In addition, the firm will seek reimbursement for its out-of-pocket
expenses.
Tom St. Germain, Esq., a partner at Weinstein & St. Germain,
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:
Tom St. Germain, Esq.
Weinstein & St. Germain
1103 West University Ave
Lafayette, LA 70506
Tel: (337) 235-4001
Fax: (337) 235-4020
About Premium Products of Louisiana
Premium Products of Louisiana, Inc. is a glass contractor in
Lafayette, La. Its facility is owned by MacKennzie Real Estate,
LLC, an affiliate.
Premium Products and Mackenzie Real Estate sought protection under
Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. W.D. La.
Lead Case No. 22-50307) on May 11, 2022. Armistead Mason Long
serves as Subchapter V trustee.
At the time of the filing, Premium Products listed up to $100,000
in assets and up to $10 million in liabilities while MacKennzie
Real Estate listed up to $1 million in assets and up to $10 million
in liabilities.
Judge John W. Kolwe oversees the cases.
Thomas E. St. Germain, Esq., at Weinstein & St. Germain, LLC is the
Debtors' counsel.
PRESTIGE PAVERS: Unsecureds Will Get 50% of Claims in 60 Months
---------------------------------------------------------------
Prestige Pavers, LLC filed with the U.S. Bankruptcy Court for the
Northern District of Texas a Second Modification to the Plan of
Reorganization under Subchapter V dated May 30, 2022.
This Modification supersedes the prior First Modification filed in
this case and any terms in the Plan that are contrary to the terms
in this Modification are stated as superseding terms.
Class 8 consists of Allowed Unsecured Claims. These Claimants shall
receive 50% of their Allowed Claims in equal monthly installments
over 60 months from the Effective Date. Payments shall commence on
the first day of the first month following the Effective Date and
continue on the first day of each month thereafter.
In the alternative, if the Plan is determined to be a non
consensual plan under Bankruptcy Code Section 1191(b), all the
Debtor"s disposable income equal to $1,630.46 per month will be
paid pro-rata to Class 8 Claimants on a monthly basis over 60
months. "Disposable income" shall mean all income remaining after
the Debtor's payment of its reasonable and necessary expenses.
Class 7B consists of Brandon Slagle Allowed Secured Claim. Prestige
Pavers agrees to pay the Brandon Slagle Allowed Secured Claim in
the amount of $45,000 (the "Allowed Secured Claim Amount") by
certified funds based upon the below payment schedule. The balance
of the Brandon Slagle claim shall be treated as an unsecured claim
in Class 8 of the Plan. Slagle agrees that as long as Prestige
Pavers is current on its payments and not in default, Slagle agrees
there will be no collection activity against Prestige Pavers or its
owner Paul Philstrom.
This Claim is secured by the collateral owned by the Debtor upon
which Slagle holds a lien. Such lien is preserved under this Plan.
Slagle's Allowed Claims are impaired and he may vote to accept or
reject the Plan.
Class 7A consists of Wells Fargo Allowed Secured Claims. This
Claimant shall receive payment in accordance with the terms of its
leases with the Debtor which are now month to month. This Claimant
is not impaired by this Plan.
A full-text copy of the Second Modification to Plan of
Reorganization dated May 30, 2022, is available at
https://bit.ly/3x8SsC3 from PacerMonitor.com at no charge.
Attorney for Debtor:
Joyce W. Lindauer, Esq.
Joyce W. Lindauer Attorney, PLLC
1412 Main Street, Suite 500
Dallas, TX 75202
Telephone: (972) 503-4033
Facsimile: (972) 503-4034
Email: joyce@joycelindauer.com
About Prestige Pavers
Prestige Pavers, LLC filed its voluntary petition for relief under
Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. N.D.
Texas Case No. 21-32271) on Dec. 23, 2021, listing up to $500,000
in assets and up to $1 million in liabilities. Judge Stacey G.
Jernigan oversees the case.
Joyce W. Lindauer, Esq., at Joyce W. Lindauer Attorney, PLLC serves
as the Debtor's legal counsel.
PWP INVESTMENTS: Voluntary Chapter 11 Case Summary
--------------------------------------------------
Debtor: PWP Investments, LLC
4251 Faculty Avenue
Long Beach, CA 90808
Chapter 11 Petition Date: June 1, 2022
Court: United States Bankruptcy Court
Central District of California
Case No.: 22-13044
Judge: Hon. Ernest M. Robles
Debtor's Counsel: Thomas B. Ure, Esq.
URE LAW FIRM
800 West 6th Street, Suite 940
Los Angeles, CA 90017
Tel: 213-202-6070
Fax: 213-202-6075
E-mail: tom@urelawfirm.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Christopher C Uyan as managing member.
The Debtor stated it has no creditors holding unsecured claims.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/CB727DA/PWP_Investments_LLC__cacbke-22-13044__0001.0.pdf?mcid=tGE4TAMA
RADIATE HOLDCO: S&P Alters Outlook to Negative, Affirms 'B' ICR
---------------------------------------------------------------
S&P Global Ratings revised its outlook on U.S.-based cable provider
Radiate Holdco LLC to negative from stable and affirmed all the
ratings, including the 'B' issuer credit rating.
The negative outlook reflects that S&P could tighten its ratings
triggers if broadband subscriber growth does not materialize or
capital spending remains elevated such that the company continues
to generate negative free operating cash flow.
Intensifying competition combined with challenging business
conditions could pressure subscriber metrics. Given the weakness in
first-quarter 2022, it is now unclear whether Radiate can increase
its number of broadband subscribers in 2022 compared with our
previous expectation for about 50,000 net adds in 2022 and about
40,000 in 2023. S&P said, "We have revised our forecast down to
just 5,000 adds in 2022, and 20,000 in 2023. We believe that a pull
forward in demand in 2020 and 2021, delayed home releases, and a
tight labor market have been modest headwinds for the industry.
However, we believe that heightened competition from Comcast and
Charter, which can bundle broadband with wireless service at
competitive prices, has had a greater impact on limiting Radiate's
high-speed data (HSD) subscriber growth."
S&P said, "We believe lower earnings growth and aggressive capital
spending could keep leverage elevated through 2022. We expect
pro-forma earnings growth to slow to the low- to mid-single-digit
percent area in 2022 from the high-single-digit percent area in
2021 on limited broadband subscriber growth and integration costs
associated with the acquisition of WideOpenWest (WoW). In addition,
we believe that the company may need to draw on the revolver to
partially finance its capital spending initiatives for 2022, which
could keep leverage around the first-quarter 2022's annualized
level of 7.0x. Still, we expect integration costs and capital
spending to moderate next year, such that leverage approaches
mid-6x by the end of 2023."
The negative outlook reflects the uncertainty associated with
earnings and subscriber trends over the next 12 months, as there is
limited cushion left in the rating for underperformance in
operating metrics relative to S&P's base case.
S&P could lower the rating over the next year if:
-- The company cannot effectively grow HSD subscribers in 2022,
such that its operating metrics diverge further than peers, causing
us to tighten our rating triggers.
-- The company engages in a more aggressive financial policy, such
that leverage remains above 7x--which could include debt-funded
acquisitions or dividends--though we view this as less likely in
the near-term.
S&P could revise its outlook on Radiate to stable if it
successfully executes its capital spending plans such that HSD
subscriber growth returns to the low- to mid-single-digit percent
area, which should drive improved earnings growth and enable
deleveraging comfortably below 7x.
ESG credit indicators: E-2, S-2, G-3
S&P said, "Governance factors are a moderately negative
consideration in our credit ratings analysis of Radiate. Our
assessment of the company's financial risk profile as highly
leveraged reflects corporate decision-making that prioritizes the
interests of controlling owners, in line with our view of most
rated entities owned by private equity sponsors. Our assessment
also reflects their generally finite holding periods and a focus on
maximizing shareholder returns."
RELIEF TELEMED: Proposed Bankruptcy Settlement Scrapped
-------------------------------------------------------
David Jacob of Greater Baton Rouge Business reports that parties
involved in the Relief Telemed bankruptcy case have agreed to start
over on a possible settlement, as court documents shed new light on
theft accusations against the former CEO and the company's
challenges.
The company's bankruptcy attorney plans to create a new proposal
for the creditors and shareholders to review prior to a scheduled
hearing in July 2022.
Relief accuses founding CEO Vishal Vasanji of transferring at least
$233,825.24 in company funds to two LLCs, one that he controlled
with his wife, brother and sister-in-law, and one owned by two
other relatives.
"Vasanji appears to have paid himself, his mortgage, and his
children’s tuition from the Debtor's operating account," Relief
claims in a court filing.
Vasanji denies any wrongdoing or liability to the company and says
he has claims against Relief.
Relief initially decided to settle with Vasanji to avoid a costly,
prolonged legal battle, and was anticipating at least $500,000 in
billings from UL Lafayette for COVID-19 testing that would allow it
to pay back claim holders with interest. The company's revenue
outlook darkened when the state of Louisiana "effectively declared
an end to the COVID-19 pandemic."
Dr. Chad Prather, one of the company's creditors, objected to the
settlement proposal, arguing that the settlement amount ($60,000)
was not sufficient given the unlawful transfers Vasanji is accused
of making.
Relief Telemed, headquartered at the Nexus Louisiana Tech Park,
rebranded as Relief last year. Company directors in December
voluntarily filed for chapter 11 bankruptcy, which allows the
business to continue operating.
Co-founders Vasanji and James Davis envisioned their on-demand care
delivery platform as "the Waitr of health care." Vasanji reported a
surge in demand for the telemedicine platform as the pandemic raged
in 2020 before pivoting to COVID-19 testing.
About Relief Telemed
Relief Telemed, Inc., filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. M.D. La. Case No.
21-10569) on Dec. 3, 2021. At the time of filing, the Debtor listed
up to $1 million in assets and up to $500,000 in liabilities. Ryan
James Richmond, Esq., at Sternberg, Naccari & White, LLC, is the
Debtor's legal counsel.
ROCKALL ENERGY: Taps Brown Fox as Conflicts Counsel
---------------------------------------------------
Rockall Energy Holdings, LLC and its affiliates seek approval from
the U.S. Bankruptcy Court for the Northern District of Texas to
employ Brown Fox, PLLC as special conflicts counsel.
The Debtors require a special conflicts counsel in the event
conflicts of interest arise between them and parties in interest in
their Chapter 11 cases, including Goldman Sachs Bank USA, Texas
Pacific Group and their affiliates.
The hourly rates charged by the firm's attorneys and paralegals are
as follows:
Cortney Thomas, Partner $450 per hour
Eric Wood, Partner $450 per hour
Other Partners $395 to $850 per hour
Associates $225 to $325 per hour
Paralegals $125 to $150 per hour
In addition, the firm will seek reimbursement for its out-of-pocket
expenses.
Cortney Thomas, Esq., a partner at Brown Fox, 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:
Cortney C. Thomas, Esq.
Brown Fox PLLC
8111 Preston Road, Suite 300
Dallas, TX 75225
Tel: (214) 327-5000
Fax: (214) 327-5001
Email: cort@brownfoxlaw.com
About Rockall Energy Holdings
Rockall Energy Holdings, LLC is a mid-sized oil exploration and
production company.
Rockall Energy and its affiliates sought Chapter 11 bankruptcy
protection (Bank. N.D. Tex. Lead Case No. 22-90000) on March 9,
2022. In the petition filed by David Mirkin, as chief financial
officer, Rockall Energy Holdings 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 bankruptcy counsel;
Brown Fox, PLLC as special conflicts 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.
ROSIE'S LLC: Seeks Approval to Hire Kutner Brinen as New Counsel
----------------------------------------------------------------
Rosie's, LLC seeks approval from the U.S. Bankruptcy Court for the
District of Colorado to hire Kutner Brinen Dickey Riley, P.C. to
substitute for Moye White, LLP.
The firm's services include:
a. providing the Debtor with legal advice with respect to its
powers and duties;
b. assisting the Debtor in the development of a plan of
reorganization under Chapter 11;
c. filing the necessary pleadings, reports and actions, which
may be required in the continued administration of the Debtor's
property under Chapter 11;
d. taking necessary actions to enjoin and stay until final
decree continuation of pending proceedings, and to enjoin and stay
until final decree commencement of lien foreclosure proceedings and
all matters as may be provided under Section 362 of the Bankruptcy
Code; and
e. performing all other legal services for the Debtor, which
may be necessary.
The hourly rates charged by the firm's attorneys and paralegals are
as follows:
Jeffrey Brinen $500
Jenny Fujii $410
Jonathan Dickey $350
Keri Riley $350
Paralegal $100
The firm requested a $50,000 post-petition retainer, which will be
paid from funds held in the debtor-in-possession account.
As disclosed in court filings, Kutner Brinen does not represent
interests adverse to the estate in the matter upon which it is to
be engaged.
The firm can be reached through:
Jonathan M. Dickey, Esq.
Kutner Brinen Dickey Riley, P.C.
1660 Lincoln Street, Suite 1720
Denver, CO 80264
Email: jmd@kutnerlaw.com
Telephone: 303-832-3047
Email: JMD@KutnerLaw.com
About Rosie's LLC
Rosie's, LLC, a Sterling, Colo.-based company engaged in renting
and leasing real estate properties, filed a voluntary petition for
Chapter 11 protection (Bankr. D. Colo. Case No. 21-14259) on Aug.
16, 2021, listing as much as $50 million in both assets and
liabilities. David W. Lebsock, the Debtor's manager, signed the
petition.
Judge Thomas B. Mcnamara oversees the case.
The Debtor is represented by Kutner Brinen Dickey Riley, P.C.
RUDRA INVESTMENTS: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Rudra Investments, LLC
d/b/a Holiday Inn Express Santa Rosa
458 33rd Ave.
San Francisco, CA 94121
Business Description: Rudra Investments is part of the traveler
accommodation industry. The Debtor owns
a 98-room hotel doing business as Holiday
Inn Express located at 2632 Cleveland Ave.
Santa Rosa, Calif., valued at $32 million.
Chapter 11 Petition Date: June 1, 2022
Court: United States Bankruptcy Court
Northern District of California
Case No.: 22-30275
Judge: Hon. Hannah L. Blumenstiel
Debtor's Counsel: Stephen D. Finestone, Esq.
FINESTONE HAYES LLP
456 Montgomery St., 20th Floor
San Francisco, CA 94104
Tel: 415-421-2624
Fax: 415 398-2820
Email: sfinestone@fhlawllp.com
Total Assets: $33,003,300
Total Liabilities: $30,468,537
The petition was signed by Hitesh Patel as manager.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/3JXI4XI/Rudra_Investments_LLC__canbke-22-30275__0001.0.pdf?mcid=tGE4TAMA
List of Debtor's 20 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
1. Access Point Financial Furniture, Fixtures $3,500,000
1 Ravinia Dr., Suite 900 and Equipment
Atlanta, GA 30346
2. Booking.com Trade Debt $3,049
800 Connecticut Ave.
Norwalk, CT 06854
3. Cassie Franks $1,376
241 N. Cloverdale Blvd.
Cloverdale, CA 95425
4. City of Santa Rosa Tade Debt- $4,460
69 Stony Circle City Utilities
Santa Rosa, CA 95401
5. City of Santa Rosa Occupancy $371,660
Revenue and Collections Tax Transfer
P.O. Box 1673
Santa Rosa, CA 95402
6. Dish Network Trade Debt $1,216
9601 S. Meridian Blvd.
Englewood, CO 80112
7. Ecolab Trade Debt $1,633
370 Wabasha St. N
Saint Paul, MN 55102
8. Hansaben Investments, LLC Advances $125,000
c/o Thomas A. Willoughby
500 Capitol Mall, Ste. 2250
Sacramento, CA 95814
9. HD Supply Trade Debt $1,505
3400 Cumberland
Blvd. SE
Atlanta, GA 30339
10. Hewlett Packard Trade Debt $1,098
3 Ravinia Dr.
Atlanta, GA 30346
11. Holiday Hospitality Franchise $286,940
Franchising, LLC Fees
Attn: Jenny Tidwell
Three Ravinia Dr.,
Suite 100
Atlanta, GA 30346
12. Juan Cervantes $1,584
P.O. Box 5154
Santa Rosa, CA 95402
13. Maria Vega Lopez $1,088
452 Bosley St.
Santa Rosa, CA 95401
14. Patricia Rizo $1,376
1905 Spinaker Pl.
Santa Rosa, CA 95403
15. PG&E Utilities $42,982
P.O. Box 997300
Sacramento, CA 95899
16. Recology Trade Debt $1,686
3400 Standish Ave.
Santa Rosa, CA 95407
17. Schindler Trade Debt $1,871
555 McCormick St.
San Leandro, CA 94577
18. Sysco Trade Debt $2,061
245000 Highway 290
Cypress, TX 77429
19. Teresa Ambrocio $1,056
900 Edwards Ave.
Santa Rosa, CA 95401
20. U.S. Small Business Lien on Debtor's $500,000
Administration Personal Property
14925 Kingsport Rd.
Fort Worth, TX 76155
SEARS HOLDINGS: Sears Hometown to Close 4 Michigan Stores
---------------------------------------------------------
Sarah Rahal of The Detroit News reports that Four Sears Hometown
stores have announced permanent shutdowns in Michigan this month
with closeout sales, leaving the storied retail name all but absent
from the state.
Stores in Escanaba, Houghton, Ionia and Sault Ste. Marie posted on
their Facebook sites about the closings, which come less than a
year after Michigan's last Sears department store, in Westland,
closed in June 2021.
Sears Hometown stores are smaller, locally operated outlets that
sell appliances, tools, and law and garden equipment. Stores in
Caro and Fenton remain open.
Up to 70% off merchandise ended at the Houghton store earlier this
month while Escanaba and Ionia sales started on May 13. The Ionia
store indicated it was "closing our doors for good," according to
posts online. The liquidation sale at the Sault Ste. Marie location
started May 27, according to a post on the store's Facebook page.
Sears' parent company Transformco did not announce the closings,
which are among dozens at stores across the country, and
representatives did not respond to a request for comment.
Transformco, which also owns Kmart, earlier this year announced
store closures in Florida. Kmart is down to three stores in New
Jersey. The last Kmart in Michigan, in Marshall, closed in
November.
The company closed Sears' Chicago corporate headquarters earlier
this year. The troubled retailer, once among the largest in the
world, sought Chapter 11 bankruptcy protection in 2018 with
billions of dollars in debt.
Transformco, an entity controlled by former Sears CEO and its
largest shareholder, Edward Lampert, purchased the retailer and 425
stores in a 2019 bankruptcy auction.
Since then, Sears has continued to reduce its retail footprint,
shuttering hundreds of stores, and closed its last full-service
Illinois department store at Woodfield Mall in Schaumburg on Nov.
14, 2021.
According to Forbes, 100 Sears stores were open at the end of
2020.
About Sears Holdings Corp.
Sears Holdings Corporation (OTCMKTS: SHLDQ) --
http://www.searsholdings.com/-- began as a mail ordering catalog
company in 1887 and became the world's largest retailer in the
1960s. At its peak, Sears was present in almost every big mall
across the U.S., and sold everything from toys and auto parts to
mail-order homes. Sears claims to be is a market leader in the
appliance, tool, lawn and garden, fitness equipment, and automotive
repair and maintenance retail sectors.
Sears and Kmart merged to form Sears Holdings in 2005 when they had
3,500 US stores between them. Kmart emerged in 2005 from its own
bankruptcy.
Unable to keep up with online stores and other brick-and-mortar
retailers, a long series of store closings has left it with 687
retail stores in 49 states, Guam, Puerto Rico, and the U.S. Virgin
Islands as of mid-October 2018. At that time, the Company employed
68,000 individuals, of whom 32,000 were full-time employees.
As of Aug. 4, 2018, Sears Holdings had $6.93 billion in total
assets, $11.33 billion in total liabilities and a total deficit of
$4.40 billion.
Unable to cover a $134 million debt payment due Oct. 15, 2018,
Sears Holdings Corporation and 49 subsidiaries sought Chapter 11
protection (Bankr. S.D.N.Y. Lead Case No. 18-23538) on Oct. 15,
2018. The Hon. Robert D. Drain is the case judge.
The Debtors tapped Weil, Gotshal & Manges LLP as legal counsel;
M-III Partners as restructuring advisor; Lazard Freres & Co. LLC as
investment banker; DLA Piper LLP as real estate advisor; and Prime
Clerk as claims and noticing agent.
The U.S. Trustee for Region 2 appointed nine creditors, including
the Pension Benefit Guaranty Corp., and landlord Simon Property
Group, L.P., to serve on the official committee of unsecured
creditors. The committee tapped Akin Gump Strauss Hauer & Feld LLP
as legal counsel; FTI Consulting as financial advisor; and Houlihan
Lokey Capital, Inc. as investment banker.
The U.S. Trustee for Region 2 on July 9, 2019, appointed five
retirees to serve on the committee representing retirees with life
insurance benefits in the Chapter 11 cases.
* * *
In February 2019, Bankruptcy Judge Robert Drain authorized Sears
Holdings approval to sell the business to majority shareholder and
CEO Eddie Lampert for approximately $5.2 billion. Lampert's ESL
Investments, Inc., won an auction to acquire substantially all of
Sears' assets, including the "Go Forward Stores" on a going-concern
basis. The proposal would allow 425 stores to remain open and
provide ongoing employment to 45,000 employees.
SID BOYS: Seeks Approval to Hire Philip Kalyvas as Accountant
-------------------------------------------------------------
Sid Boys, Corp. seeks approval from the U.S. Bankruptcy Court for
the Eastern District of New York to employ Philip Kalyvas, a
certified public accountant practicing in Queens, N.Y.
The Debtor requires an accountant to:
(a) provide monthly accounting services;
(b) provide weekly payroll services;
(c) prepare monthly operating reports;
(d) prepare monthly profit and loss statements and cash flow
statements;
(e) participate in and provide accounting guidance for any
potential settlement negotiations or sale of Kellogg's Diner;
(f) appear before the court; and
(g) perform other necessary accounting and financial
services.
Mr. Kalyvas will charge a flat monthly fee of $500.
As disclosed in court filings, Mr. Kalyvas is a "disinterested
person" within the meaning of Section 101(14) of the Bankruptcy
Code.
Mr. Kalyvas can be reached at:
Philip A. Kalyvas, CPA
Philip A. Kalyvas CPA
3113 23rd Ave # 2
Queens, NY 11105
Phone: +1 718-726-3645
About Sid Boys
Brooklyn, N.Y.-based Sid Boys Corp. is a privately held company
that operates in the restaurant industry specializing in American
and Greek cuisine.
Sid Boys filed its voluntary petition for Chapter 11 protection
(Bankr. E.D.N.Y. Case No. 21-42207) on Aug. 28, 2021, listing
$548,852 in assets and $2,130,284 in liabilities. Irene Siderakis,
owner and president, signed the petition.
Judge Elizabeth S. Stong presides over the case.
The Debtor tapped Rachel L. Kaylie, Esq., at the Law Offices of
Rachel L. Kaylie, PC as bankruptcy counsel; Rivkin Radler, LLP as
special counsel; and Philip A. Kalyvas, CPA as accountant.
SK HOLDCO: S&P Downgrades ICR to 'CC', Outlook Negative
-------------------------------------------------------
S&P Global Ratings downgraded the issuer credit rating on SK Holdco
LLC (d/b/a Service King) to 'CC' from 'CCC-'. The outlook is
negative.
S&P said, "We expect the senior unsecured creditors, principally
Clearlake Capital Group, to convert the senior notes into virtually
all of the equity for Service King's new holding entity at close of
the proposed transaction.
"Further, the company intends to extend the maturity of the senior
secured credit facilities, which we would also qualify as a
distressed exchange on the basis that these creditors will receive
less than full value, regardless of the offsetting compensation
contemplated by means of higher loan pricing and amendment fees.
"We affirmed our issue-level rating of 'C' on the senior unsecured
notes. The recovery rating remains '6', indicating a negligible
recovery (0%-10%; rounded estimate: 0%). At the same time, we
lowered our issue-level rating on the senior secured debt to 'CC'
from 'CCC-'. The '3' recovery rating on this debt indicates a
meaningful recovery (50%-70%; rounded estimate: 55%).
"The negative outlook reflects our expectation that we will lower
the issuer credit rating on Service King to 'SD' and lower the
issue-level ratings to 'D' if and when the transaction closes given
that we consider the credit restructuring of both debt tranches to
qualify as a distressed exchange."
Service King has announced that it entered into a transaction
support agreement (TSA) with a consortium of its creditors to
complete a balance sheet restructuring.
The downgrade follows Service King's announcement that it has
entered into a TSA with a consortium of its senior secured and
unsecured creditors, which would involve a financial restructuring
that we consider tantamount to a distressed exchange. The proposed
TSA would involve eliminating over $500 million of Service King's
indebtedness, exchanging the senior unsecured notes for virtually
all of its equity, and extending the maturity and modifying loan
pricing (including fees paid to the lenders of the bank group) for
the senior secured credit facilities, along with the company
receiving a cash infusion of at least $125 million. The
announcement of the TSA follows weak financial performance that has
been affected by ongoing operational disruptions that first arose
at the onset of the COVID-19 pandemic, followed by supply chain
challenges, and most recently broad inflationary pressures. Service
King has been engaged with core insurance carrier customers to
negotiate bill rate increases to offset inflationary pressures from
rising technician wages, freight and logistics service costs, and
replacement part prices.
S&P said, "We recognize that the TSA requires Service King to
obtain approval from the first-lien creditors to execute the
out-of-court credit restructuring (which the majority of creditors
has already approved) and is actively soliciting approval to
complete the proposed transaction with them. The company has also
suggested an accelerated pre-packaged court-supervised
restructuring process if necessary as an alternative.
"The negative outlook reflects our expectation that we will lower
our issuer credit rating on Service King to 'SD' and lower the
issue-level ratings to 'D' if and when the credit restructuring
transaction closes given that we consider this to be equivalent to
a distressed exchange."
ESG credit indicators: E2, S2, G3
S&P said, "Environmental credit factors have an overall neutral
influence on our rating analysis on SK Holdco LLC. The company is
focused on collision repair, the demand and cost for which will
face no material impact from increased electrification of the
powertrain. While the company must manage its use of paint and
disposal of old parts, the cost of oversight is quite reasonable.
Governance is a moderately negative consideration. Our assessment
of the company's financial risk profile as highly leveraged
reflects corporate decision-making that prioritizes the interests
of the controlling owners, in line with our view of the majority of
rated entities owned by private-equity sponsors. Our assessment
also reflects their generally finite holding periods and a focus on
maximizing shareholder returns."
SYRACUSE IDA: Fitch Lowers Rating on 2016A/B & 2007B Bonds to 'C'
-----------------------------------------------------------------
Fitch Ratings has downgraded the following Syracuse Industrial
Development Agency, New York (SIDA) bonds to 'C' from 'CC':
-- Approximately $198.8 million Payments in Lieu of Taxes (PILOT)
revenue refunding bonds, series 2016A (Carousel Center
Project);
-- Approximately $10.6 million PILOT revenue refunding bonds,
taxable series 2016B (Carousel Center Project);
-- Approximately $69.1 million PILOT revenue bonds, taxable
series 2007B (Carousel Center Project).
SECURITY
The bonds are secured by PILOTs on the original or 'legacy'
Carousel Center mall payable to SIDA by the Carousel Center Company
LP (the Carousel Owner) pursuant to a PILOT agreement and by
interest earnings on the debt service reserves. The debt service
reserve funds total 125% of average annual debt service or about
$31 million.
ANALYTICAL CONCLUSION
The downgrade of the revenue bond ratings to 'C' rating from 'CC'
reflects Fitch's view that the recent decline in the Carousel
Center's valuation to well below the outstanding amount of PILOT
debt will further erode the owner's incentive and ability to make
the increasing annual PILOT payments and that a default of some
kind appears probable. The roughly 25% decline in value compared to
June 2021 reflects reduced mall activity, which was heightened by
the mall's closure during the pandemic and its slow reopening.
There is also a $300 million mortgage loan on the legacy Carousel
Center property along with a $130 million mortgage on the expansion
project, both of which have been securitized as commercial mortgage
pass-through certificates (CMBS). The CMBS loans have benefited
from a special servicer (Wells Fargo & Co; A+/Negative), and its
role in advancing the PILOT payments and the PILOT's strong lien
position in the mall's debt structure had been important rating
considerations. However, in 2019 the special servicer entered into
an agreement with the borrower granting a moratorium on CMBS loan
payments and extension of the loan through June 6, 2022. The loan
was originally due June 2019. Fitch believes the servicer's
incentive to advance PILOT payments for the SIDA revenue bonds has
been further weakened due to the appraised value of Destiny USA
being significantly below the level of outstanding senior SIDA
bonds.
KEY RATING DRIVERS
LEVERAGE RATIO WEAKENING: The most recent appraised valuation
indicates combined PILOT and CMBS debt is more than 4x the revised
value of Destiny USA (the Carousel Center plus the expansion
project) as of May 2022. The potential for recovery to the
pre-pandemic valuation is not yet discernable but appears unlikely
over the medium term.
SERVICER PROVIDES LIQUIDITY: The mortgage servicer, required as
part of the securitization of the underlying commercial loan on the
Carousel Center, is responsible for providing needed liquidity to
cover any shortfalls in PILOT payments until mall operations
recover or the PILOT lien is foreclosed, regardless of the
property's value.
PILOT LIEN STATUS: PILOT payments are on parity with all
governmental fees and charges, all of which are senior to other
payment obligations. Repayment of the CMBS loans is subordinate to
the PILOTs.
NO ISSUER DEFAULT RATING: SIDA has no material exposure to
operating risk. As such, Fitch has not assigned an Issuer Default
Rating (IDR), and there is no related cap on the PILOT bond
rating.
RATING SENSITIVITIES
Factors that could, individually or collectively, lead to positive
rating action/upgrade:
-- Solid evidence that the mall's value will improve to a level
at least modestly above the amount of PILOT debt as the mall
continues to recover from the pandemic-related closure.
Factors that could, individually or collectively, lead to negative
rating action/downgrade:
-- A non-payment of interest or principal would lead to a
downgrade of the IDR to 'D'.
BEST/WORST CASE RATING SCENARIO
International scale credit ratings of Sovereigns, Public Finance
and Infrastructure issuers have a best-case rating upgrade scenario
(defined as the 99th percentile of rating transitions, measured in
a positive direction) of three notches over a three-year rating
horizon; and a worst-case rating downgrade scenario (defined as the
99th percentile of rating transitions, measured in a negative
direction) of three notches over three years. The complete span of
best- and worst-case scenario credit ratings for all rating
categories ranges from 'AAA' to 'D'. Best- and worst-case scenario
credit ratings are based on historical performance.
CURRENT DEVELOPMENTS
There is a $300 million CMBS on the legacy Carousel Center property
along with a $130 million mortgage on the expansion project, which
had been securitized as commercial mortgage pass-through
certificates. Both loans are interest only and were originally due
in June 2019. The loans were transferred to a special servicer on
April 1, 2022 amid questions about the issuer's ability to repay or
refinance the loans coming due June 6, 2022. The loan was
previously transferred to special servicing in April 2020 before an
agreement to defer payments and extend maturity was reached.
The special servicer and the borrower entered into a standstill
agreement in June 2020, which provided pandemic-related relief
including an eight-month moratorium on monthly debt service
payments and an extension of the loan until June 6, 2022.
Fitch believes the servicer is incentivized to advance PILOT
payments for the SIDA revenue bonds as long as the loan is in place
given their senior position. However, the increasingly weak
appraised value may diminish this incentive, which increases the
likelihood of default.
In addition to the sources of information identified in Fitch's
applicable criteria specified below, this action was informed by
information from Lumesis.
DEBT RATING PRIOR
---- ------ -----
Syracuse Industrial
Development Agency (NY)
[Carousel Center PILOT]
Syracuse Industrial LT C Downgrade CC
Development Agency (NY)
/Property Assessment –
PILOT/1 LT
TENET HEALTHCARE: S&P Rates New 1st-Lien Sr. Secured Notes 'BB-'
----------------------------------------------------------------
S&P Global Ratings assigned its 'BB-' issue-level rating and '2'
recovery rating to Tenet Healthcare Corp.'s proposed $1.8 billion
first-lien senior secured notes due in 2030. The '2'recovery rating
indicates its expectation for substantial (70%-90%; rounded
estimate: 70%) recovery in the event of a payment default.
S&P expects the company to use the proceeds to repay its
outstanding unsecured notes due in 2023. S&P's other ratings,
including its 'B+' issuer credit rating, are unchanged.
ISSUE RATINGS - RECOVERY ANALYSIS
Key analytical factors
-- Tenet's capital structure consists of:
--$1.5 billion super-priority asset-backed loan (ABL);
--$10.2 billion of first-lien secured debt;
--$1.5 billion of second-lien notes; and
--$2.9 billion of unsecured debt.
-- S&P values the company on a going-concern basis using a 6x
multiple of our projected emergence EBITDA (which excludes the
physician partners' minority interest). This is consistent with its
treatment of other large, well-diversified hospital operators.
-- S&P estimates that for Tenet to default, EBITDA would need to
decline significantly, most likely due to decreased reimbursement
rates or the loss of key contracts because of local market
competition.
Simulated default assumptions
-- Simulated year of default: 2026
-- EBITDA at emergence: $1.46 billion
-- EBITDA multiple: 6x
Simplified waterfall
-- Net enterprise value (after 5% administrative costs): $8.327
billion
-- Valuation split in % (obligors/nonobligors): 100/0*
-- Priority claims (ABL revolver): $919 million
-- Collateral value available to senior secured lenders: $7.408
billion
-- Senior secured debt: $10.48 billion
--Recovery expectations 70%-90% (rounded estimate: 70%)
-- Collateral value available to second-lien lenders: $0 million
-- Second-lien debt: $1.55 billion
--Recovery expectations: 0%-10% (rounded estimate: $0 million)
-- Collateral value available to unsecured lenders: $0 million
-- Senior unsecured debt: $2.95 billion
--Recovery expectations: 0%-10% (rounded estimate: 0%)
All debt amounts include six months of prepetition interest.
Collateral value equals asset pledge from obligors after priority
claims plus equity pledge from nonobligors after nonobligor debt.
THERMA BUILDERS: Gets OK to Hire Bay Area Auction Services
----------------------------------------------------------
Therma Builders, Inc. received approval from the U.S. Bankruptcy
Court for the Middle District of Florida to hire Bay Area Auction
Services, Inc. to auction some of its personal properties.
The firm will receive a 25 percent commission on all assets (10
percent on titled vehicles); 12 percent buyer's premium assessed to
all buyers; and documented expenses.
As disclosed in court filings, Bay Area Auction Services is a
"disinterested person" within the meaning of Section 101(14) of the
Bankruptcy Code.
The firm can be reached through:
Thomas John Farner
Bay Area Auction Services, Inc.
8010 US Hwy 19 N
Pinellas Park, FL 33781
Phone: +1 727-548-9303
Fax: (727) 548 9403
Email: info@BayAreaAuctionServices.com
About Therma Builders
Therma Builders, Inc., doing business as Tom Craig Remodeling &
Building, sought protection for relief under Chapter 11 of the
Bankruptcy Code (Bankr. M.D. Fla. Case No. 22-00701) on Feb. 23,
2022. At the time of filing, the Debtor listed up to $500,000 in
assets and up to $1 million in liabilities.
Judge Michael G Williamson presides over the case.
Buddy D. Ford, Esq., at Buddy D. Ford, P.A. serves as the Debtor's
legal counsel.
TPC GROUP: Can Roll Debt Into $523M DIP Financing, Judge Says
-------------------------------------------------------------
Rick Archer of Law360 reports that a Delaware bankruptcy judge said
Thursday, May 3, 2022, he was inclined to approve Texas
petrochemical maker TPC Group's $523 million in Chapter 11
financing, saying it allows challenges to the roll-up of hundreds
of millions of prebankruptcy debt into the package.
At an all-day virtual hearing, U. S. Bankruptcy Judge Craig
Goldblatt said he would not edit the roll-up provision out of TPC's
debtor-in-possession financing proposal despite objections by
noteholders who claimed the financing providers could use the
provision to short-circuit a fight over whose notes should have
priority for repayment.
About TPC Group
TPC Group, headquartered in Houston, is a producer of value-added
products derived from petrochemical raw materials such as C4
hydrocarbons, and provider of critical infrastructure and logistics
services along the Gulf Coast. The Company sells its products into
a wide range of performance, specialty and intermediate markets,
including synthetic rubber, fuels, lubricant additives, plastics
and surfactants. With an operating history of more than 75 years,
TPC Group has a manufacturing facility in the industrial corridor
adjacent to the Houston Ship Channel and operates product terminals
in Port Neches, Texas and Lake Charles, Louisiana.
TPC Group Inc. and its subsidiaries sought Chapter 11 protection
(Bankr. D. Del. Lead Case No. 22-10493) on June 1, 2022. TPC Group
estimated assets and debt of $1 billion to $10 billion to $10
billion.
The Hon. Craig T. Goldblatt is the case judge.
Baker Botts L.L.P. is the Debtors' counsel; Morris, Nichols, Arsht
& Tunnell LLP is the co-counsel; Moelis & Company LLC is the
investment banker; and FTI Consulting is the financial advisor.
Simpson Thacher & Bartlett LLP is the special finance counsel.
Kroll Restructuring Administration is the claims agent.
The Supporting Noteholders are advised by Paul Hastings LLP and
Evercore.
Eclipse Business Capital LLC is advised by Goldberg Kohn Ltd.
TPC GROUP: In Chapter 11 After 2019 Plant Explosion, Supply Issues
------------------------------------------------------------------
Texas-based petrochemical maker TPC Group filed for Chapter 11
protection June 1, 2022, in a Delaware bankruptcy court, saying it
is dealing with $1.3 billion in debt and issues including supply
chain problems, commodity prices and liability for a 2019 plant
explosion.
Based in Houston, Texas, the Company owns and operates (a) one
petrochemical processing facility located in Houston, Texas (the
"HNO Facility"); (b) nine active pipelines spanning 113 miles along
the Gulf Coast of Texas and Louisiana; and (c) certain shipping and
maritime logistics assets in Houston and Port Neches, Texas and
Lake Charles, Louisiana, all of which facilitate the Company's
petrochemical processing operations. The Company also owns and
formerly operated a chemical processing facility in Port Neches,
Texas (the "PNO Facility") until the PNO Facility was shut down
following an explosion on November 27, 2019, after which the PNO
Facility was repurposed to function solely as a storage and
shipping terminal.
As of Dec. 31, 2021, the Company had $1.289 billion in revenue with
gross profit of $284 million and sales volume of 2.430 billion
pounds.
In 2021, Crude C4 processing accounted for 60% of revenue and 46%
of gross profit, isobutylene derivates accounted for 16% of revenue
and 31% of gross profit, and fuels accounted for 21% of revenue and
21% of gross profit. Adjusted EBITDA for the year ending December
31, 2021 was $143.9 million, inclusive of insurance recoveries, and
$56.5 million, excluding such insurance recoveries.
The Debtors currently employ 470 individuals, 51 of whom are
represented by five different unions.
The parent, TPC Holdings, Inc., is a privately-owned company that
has, since the December 20, 2012 acquisition, been indirectly
majority owned by FR Sawgrass, L.P. and SK Sawgrass, L.P., and
certain affiliates of both entities (collectively, the "Sponsors"),
with certain current and former members of the Company's senior
leadership team indirectly holding 1% of the Company's equity
interest.
$1.241 Billion of Funded Debt
As of the Petition Date, the Debtors have approximately $1.241
billion in aggregate principal amount of secured funded debt,
comprised of:
* $1.05.5 million outstanding under a Secured ABL Facility with
Bank of America, N.A., as administrative agent and collateral
agent;
* $237.8 million outstanding under $10.875 Priming Secured Notes
issued under an indenture with U.S. Bank National Association, as
trustee and collateral agent; and
* $1.086 billion outstanding under 10.50% Senior Secured Notes
issued under an indenture with U.S. Bank National Association, as
trustee and collateral agent.
The Company has no unsecured funded debt.
The Company faces 7,800 litigation claims that purport to arise out
of or relate to the PNO Incident that have been asserted against
the Debtors. The Debtors consider all as-yet-unresolved PNO Claims
to be contingent and disputed, and the vast majority of the PNO
Claims also remain unliquidated.
As of April 30, 2022, the Debtors estimate that they owe $144
million in accrued and unpaid trade obligations. The Debtors may
have other general unsecured liabilities, including litigation and
regulatory obligations.
Events Leading to Chapter 11 Filing
On Nov. 27, 2019, an explosion occurred at a BD processing unit at
the PNO Facility in Port Neches, Texas. The explosions that rocked
the company's Port Neches plant damaged hundreds of homes and
businesses. Following the PNO Incident, multiple federal, state,
and local government agencies initiated full-scale investigations
of the PNO Incident. The Company said 7,800 litigation claims that
purport to arise out of or relate to the PNO Incident have been
asserted against the Debtors.
Over the past two years, the Debtors' business and liquidity has
been impacted by several adverse events in addition to the PNO
Incident. These include the 2020 oil and gas market crash, the
COVID-19 pandemic, Winter Storm Uri (and lingering effects on
equipment), a shutdown of parts of the HNO Facility (for portions
of September through November 2021) to repair boilers that supply
steam to various part of the HNO facility, and, most recently, the
liquidity impact of trade credit contraction.
Like many other companies, the Company experienced significant
disruptions throughout the pandemic and its impact on the global
economy spread, including materially reduced demand across many of
the Company's flagship product lines. The Company's total revenue
across 2020 decreased by nearly 50% from 2019 and over 50% from
2018 and 2017.
In February 2021, Winter Storm Uri swept across Texas and the
southern United States, bringing in its wake extreme low
temperatures of an unprecedented duration and causing millions of
Americans to lose power to their homes. The Company faced
significant financial impacts from Winter Storm Uri, due to
extended disruptions at the Company's facilities in Texas and
Louisiana, fluctuations and volatility in demand caused by
disruptions to customers and suppliers and lasting damage to
critical equipment at the HNO Facility.
In the months leading up to the filing, the Company has faced
liquidity pressure resulting from adequate assurance demands and
the lowering of credit limits by its suppliers and other trade
counterparties. The Company's vendor communications plans,
supported by the Company's issuance of the Bridge Priming Notes
resulting in approximately $51.5 million of additional liquidity,
have mitigated the impact on the Company, but were unable to offset
it. Among other things, suppliers' credit insurers refused to
insure the Company's credit risk. Certain vendors demanded
adequate assurance, requiring cash in advance or deposits. Others
reduced credit limits, shortened due dates, refused to enter new
contracts without credit support, or refused to ship or release
goods without payment or other credit support.
About TPC Group
TPC Group, headquartered in Houston, is a producer of value-added
products derived from petrochemical raw materials such as C4
hydrocarbons, and provider of critical infrastructure and logistics
services along the Gulf Coast. The Company sells its products into
a wide range of performance, specialty and intermediate markets,
including synthetic rubber, fuels, lubricant additives, plastics
and surfactants. With an operating history of more than 75 years,
TPC Group has a manufacturing facility in the industrial corridor
adjacent to the Houston Ship Channel and operates product terminals
in Port Neches, Texas and Lake Charles, Louisiana.
TPC Group Inc. and its subsidiaries sought Chapter 11 protection
(Bankr. D. Del. Lead Case No. 22-10493) on June 1, 2022. TPC Group
estimated assets and debt of $1 billion to $10 billion to $10
billion.
The Hon. Craig T. Goldblatt is the case judge.
Baker Botts L.L.P. is the Debtors' counsel; Morris, Nichols, Arsht
& Tunnell LLP is the co-counsel; Moelis & Company LLC is the
investment banker; and FTI Consulting is the financial advisor.
Simpson Thacher & Bartlett LLP is the special finance counsel.
Kroll Restructuring Administration is the claims agent.
Eclipse Business Capital LLC is advised by Goldberg Kohn Ltd.
Paul Hastings LLP, and Stroock & Stroock & Lavan LLP are serving as
counsel to the Ad Hoc Noteholder Group that supports the Debtors'
restructuring. Evercore Group L.L.C., is the Group's financial
advisor. Young Conaway Stargatt & Taylor, LLP is local counsel to
the Ad Hoc Noteholder Group. The Supporting Noteholders are funds
controlled by FIG LLC and Fortress Capital Finance III(A)LLC,
Monarch Alternative Capital LP., PGIM Inc., Redwood Capital
Management LLC, and Strategic Value Partners LLC.
Milbank LLP, and Pachulski, Stang, Ziehl & Jones are serving as
counsel to an Ad Hoc Group of Non-Consenting Noteholders, led by
Bayside Capital, Inc., and Cerberus Capital Management, L.P.
TPC GROUP: No Plan Deal With Claimants From Plant Explosion Yet
---------------------------------------------------------------
Texas-based petrochemical maker TPC Group filed for Chapter 11
protection Wednesday, June 1, 2022, in a Delaware bankruptcy court,
two-and-a-half years after explosions rocked the company's Port
Neches, Texas plant damaging hundreds of homes and businesses.
The Company said in bankruptcy court filings that it faces 7,800
litigation claims that purport to arise out of or relate to the PNO
Incident that have been asserted against the Debtors.
On Nov. 27, 2019, an explosion occurred at the company's chemical
processing facility ("PNO Facility") in Port Neches, Texas. The
explosion and subsequent fires resulted in the complete shutdown of
all production at the PNO Facility. Production at the PNO Facility
remains shut down to this day.
Following the PNO Incident, the PNO Facility was repurposed into a
storage terminal. The Company terminated the employment of over
sixty employees as part of a reduction in force initiative
following the PNO Incident. The Company also incurred significant
expenses related to legal and regulatory compliance, health and
safety efforts, and restoring storage and terminal capabilities.
Following the PNO Incident, multiple federal, state, and local
government agencies initiated full-scale investigations of the PNO
Incident. The Company says it has fully cooperated, and continues
to do so, with each agency's respective investigations,
assessments, and requests for information. As of June 1, 2022, the
Company has so far received $575.4 million from insurance and
estimates a remaining coverage of $439.8 million.
Following the PNO Incident, the Company has engaged in a process to
recover proceeds available under its applicable insurance policies,
including $850 million in coverage under its property damage and
business interruption insurance policies, $100 million in coverage
under its liability insurance policies, $25 million in coverage
under its environmental/pollution insurance policies and $35
million in coverage under its marine cargo/inventory policies.
After establishing a claims center to deal with community claims
following the PNO incident, nearly 19,000 evacuation claims have
been processed and paid to affected residents and over 5,700
property claims have been resolved. As of the Petition Date, the
Company has paid settlements in the aggregate amount of
approximately $134.5 million on account of PNO Claims.
Approximately 190 private civil actions related to the PNO Incident
are pending in Texas state court. The actions emerging from the
PNO Incident were assigned to Multidistrict Litigation under Cause
Number A-2020-0236-MDL (the "MDL"). Over 7,000 individual
plaintiffs have claims pending in the MDL and around 322 individual
plaintiffs have cases pending in Jefferson County and Harris
County, Texas which have not yet been dismissed or abated.
In an announcement, June 1, 2022, the company said the majority of
its secured lenders and its equity sponsors had agreed to a
restructuring support agreement for a bankruptcy-exit plan that
will cut $950 million in debt and provide $523 million in
debtor-in-possession financing to keep the company operating
through the bankruptcy.
Since late 2020, the Company said that it has been engaging with a
group of law firms representing PNO Claimants, referred to as the
"PNO Claims Steering Committee," which collectively represent a
supermajority of PNO Claimants in the pending civil litigation
arising from the PNO Incident.
However, the PNO Claimants are not parties to the plan deal.
According to court filings, in parallel with its negotiation of the
RSA, the Company has been engaged in negotiations with the PNO
Claims Steering Committee and certain other stakeholders regarding
a potential settlement that would consensually address the PNO
Claims and obtain the PNO Claimants' support of the Plan. Those
discussions remain ongoing.
About TPC Group
TPC Group, headquartered in Houston, is a producer of value-added
products derived from petrochemical raw materials such as C4
hydrocarbons, and provider of critical infrastructure and logistics
services along the Gulf Coast. The Company sells its products into
a wide range of performance, specialty and intermediate markets,
including synthetic rubber, fuels, lubricant additives, plastics
and surfactants. With an operating history of more than 75 years,
TPC Group has a manufacturing facility in the industrial corridor
adjacent to the Houston Ship Channel and operates product terminals
in Port Neches, Texas and Lake Charles, Louisiana.
TPC Group Inc. and its subsidiaries sought Chapter 11 protection
(Bankr. D. Del. Lead Case No. 22-10493) on June 1, 2022. TPC Group
estimated assets and debt of $1 billion to $10 billion to $10
billion.
The Hon. Craig T. Goldblatt is the case judge.
Baker Botts L.L.P. is the Debtors' counsel; Morris, Nichols, Arsht
& Tunnell LLP is the co-counsel; Moelis & Company LLC is the
investment banker; and FTI Consulting is the financial advisor.
Simpson Thacher & Bartlett LLP is the special finance counsel.
Kroll Restructuring Administration is the claims agent.
The Supporting Noteholders are advised by Paul Hastings LLP and
Evercore.
Eclipse Business Capital LLC is advised by Goldberg Kohn Ltd.
TPC GROUP: Reaches Plan Deal With Redwood, Other Bondholders
------------------------------------------------------------
Texas-based petrochemical maker TPC Group filed for Chapter 11
protection after reaching an agreement with its equity sponsors and
bondholders on a framework for the Company's restructuring, which,
on emergence, is expected to resolve all tort liabilities arising
from an incident at the Company's facility in Port Neches, Texas,
and eliminate from the Company's balance sheet over $950 million of
the Company's approximately $1.3 billion of secured funded debt.
Starting in late 2020, the Company began engaging with a group of
law firms representing PNO Claimants, referred to as the "PNO
Claims Steering Committee," which collectively represent a
supermajority of PNO Claimants in the pending civil litigation
arising from the explosion at the chemical plant facility ("PNO
Facility").
In November 2021, the Company expanded Baker Botts' and Moelis's
roles to include an evaluation of strategic alternatives, including
a comprehensive restructuring. The Company also retained FTI, as
financial advisor.
In December 2021, the Board appointed two independent directors:
Carol Flaton and Paul Aronzon. Upon their appointment to the
Board, the Board formed a special committee, which retained Weil,
Gotshal & Manges LLP to advise on its independent investigation.
Beginning in late November and early December 2021, the Company
began discussions in earnest with an ad hoc group of beneficial
holders of, or investment advisors, sub-advisors, or managers of
discretionary accounts that hold, a supermajority of both the
Priming Notes and the 10.5% Notes regarding a potential
deleveraging transaction. The Ad Hoc Noteholder Group is
represented by Paul Hastings LLP and Evercore Group L.L.C.
The Company also began regular discussions with Bank of America, as
agent under the ABL Facility.
With approximately $53 million of cash interest on the Company's
Priming Notes and 10.5% Notes due on Feb. 1, 2022, the Company on
Feb. 3, 2022, entered into a forbearance agreement with the Ad Hoc
Noteholder Group. The Forbearance Agreement was amended several
times to facilitate continued out-of-court discussions and, most
recently, to direct U.S. Bank to forbear from exercising rights or
remedies with respect to the Company's nonpayment of interest on
the Priming Notes and 10.5% Notes due May 1, 2022.
Deal With Eclipse, Bondholders
On May 9, 2022, with the support of the Special Committee and the
Board, the Company, the Ad Hoc Noteholder Group, and the Supporting
Sponsors entered into a Restructuring Support Agreement with
respect to a transaction that would be implemented subject to the
Company's obtaining a debtor-in-possession ABL facility either from
its existing bank group or from a new ABL lending source. Over the
following weeks, the Company successfully negotiated a replacement
ABL facility with Eclipse Business Capital, together with obtaining
a commitment from Eclipse to provide an exit ABL facility at the
conclusion of these chapter 11 cases.
Thereafter, on May 31, 2022, the Company, the Ad Hoc Noteholder
Group, and the Supporting Sponsors entered into a superseding
Restructuring Support Agreement (the "RSA").
The restructuring transactions contemplated by the RSA are intended
to minimize any potential adverse effects to the Debtors' business,
customers, suppliers, vendors, and employees and to enable the
Company to emerge from chapter 11 with a significantly improved
liquidity profile and better positioned for long-term success.
The restructuring transactions contemplated by the RSA provide for,
among other things:
(i) a restructuring pursuant to a chapter 11 plan funded by a
$300 million equity rights offering, a $150 million rights offering
for paid-in-kind holding company notes, a $350 million issuance of
secured exit notes -- all backstopped by certain members of the Ad
Hoc Noteholder Group, subject to the terms and conditions set forth
in the RSA -- and an $80 million issuance of paid-in-kind holding
company notes;
(ii) the elimination of the vast majority of the Company's funded
debt and other claims from the Company's balance sheet; and
(iii) the financing of the Company's chapter 11 cases through a
debtor-in-possession loan facility provided by certain members of
the Ad Hoc Noteholder Group -- Term DIP Facility -- and the ABL DIP
Facility.
The RSA also contemplates a plan of reorganization that provides a
distribution to holders of general unsecured claims, which would
not otherwise be entitled to receive or retain value under a plan
in these chapter 11 cases, consisting of $5 million in cash plus $5
million in future cash subject to the Company's achieving its
projected 2024 Adjusted EBITDA projection, assuming the class of
general unsecured claims accepts such plan.
The Company said that talks with the PNO Claims Steering Committee
are still ongoing.
The "Supporting Sponsors" consist of (i) FR Sawgrass, L.P.; (ii) SK
Sawgrass, L.P.; (iii) Sawgrass Holdings GP LLC; (iv) Sawgrass
Holdings LP; (v) First Reserve Corporation, L.L.C.; (vi) First
Reserve Management, L.P.; (vii) FR XII Alpha AIV, L.P.; (viii) SK
Capital Partners, L.P.; and (ix) FR XII-A Alpha AIV, L.P., a Cayman
Islands limited partnership.
The Supporting Noteholders are funds controlled by FIG LLC and
Fortress Capital Finance III(A)LLC, Monarch Alternative Capital
LP., PGIM Inc., Redwood Capital Management LLC, and Strategic Value
Partners LLC.
As of the Petition Date, the Ad Hoc Noteholder Group holds in the
aggregate approximately 92% of the $205.5 million outstanding
Priming Notes and approximately 80% of the $930 million outstanding
10.5% Notes. Redwood holds $66.144 million of the Priming Notes
and $270.3 million of the 10.5% Notes.
Paul Hastings LLP, and Stroock & Stroock & Lavan LLP are serving as
counsel to the Ad Hoc Noteholder Group. Evercore Group L.L.C., is
the Group's financial advisor. Young Conaway Stargatt & Taylor,
LLP is local counsel to the Ad Hoc Noteholder Group.
Two bondholders, Bayside Capital, Inc., and Cerberus Capital
Management, L.P., are not supportive of the Plan and have formed an
Ad Hoc Group of Non-Consenting Noteholders. As of June 2, 2022,
Bayside Capital holds $47,000,000 of the 10.5% Notes and Cerberus
Capital holds $43,061,000.00 of 10.5% Notes.
Milbank LLP, and Pachulski, Stang, Ziehl & Jones are serving as
counsel to the Non-Consenting Noteholders.
Supporting Noteholder' lead attorneys:
Paul Hastings LLP
200 Park Avenue
New York, NY 10166
Attention: Kris Hansen, Esq.
Allison Miller, Esq.
Jonathan Canfield, Esq.
Gabriel Sasson, Esq.
E-mail: krishansen@paulhastings.com
allisonmiller@paulhastings.com
joncanfield@paulhastings.com
gabesasson@paulhastings.com
Supporting Sponsors' attorneys:
Latham & Watkins LLP
1271 Avenue of the Americas
New York, New York 10020
Attention: George Davis, Esq.
David Hammerman, Esq.
E-mail: george.davis@lw.com
david.hammerman@lw.com
About TPC Group
TPC Group, headquartered in Houston, is a producer of value-added
products derived from petrochemical raw materials such as C4
hydrocarbons, and provider of critical infrastructure and logistics
services along the Gulf Coast. The Company sells its products into
a wide range of performance, specialty and intermediate markets,
including synthetic rubber, fuels, lubricant additives, plastics
and surfactants. With an operating history of more than 75 years,
TPC Group has a manufacturing facility in the industrial corridor
adjacent to the Houston Ship Channel and operates product terminals
in Port Neches, Texas and Lake Charles, Louisiana.
TPC Group Inc. and its subsidiaries sought Chapter 11 protection
(Bankr. D. Del. Lead Case No. 22-10493) on June 1, 2022. TPC Group
estimated assets and debt of $1 billion to $10 billion to $10
billion.
The Hon. Craig T. Goldblatt is the case judge.
Baker Botts L.L.P. is the Debtors' counsel; Morris, Nichols, Arsht
& Tunnell LLP is the co-counsel; Moelis & Company LLC is the
investment banker; and FTI Consulting is the financial advisor.
Simpson Thacher & Bartlett LLP is the special finance counsel.
Kroll Restructuring Administration is the claims agent.
Eclipse Business Capital LLC is advised by Goldberg Kohn Ltd.
Paul Hastings LLP, and Stroock & Stroock & Lavan LLP are serving as
counsel to the Ad Hoc Noteholder Group that supports the Debtors'
restructuring. Evercore Group L.L.C., is the Group's financial
advisor. Young Conaway Stargatt & Taylor, LLP is local counsel to
the Ad Hoc Noteholder Group. The Supporting Noteholders are funds
controlled by FIG LLC and Fortress Capital Finance III(A)LLC,
Monarch Alternative Capital LP., PGIM Inc., Redwood Capital
Management LLC, and Strategic Value Partners LLC.
Milbank LLP, and Pachulski, Stang, Ziehl & Jones are serving as
counsel to an Ad Hoc Group of Non-Consenting Noteholders, led by
Bayside Capital, Inc., and Cerberus Capital Management, L.P.
TRANSPORTATION DEMAND: Gets OK to Hire Doeren Mayhew as Accountant
------------------------------------------------------------------
Transportation Demand Management, LLC and Transportation Demand
Management Holdings, LLC received approval from the U.S. Bankruptcy
Court for the Western District of Washington to employ Doeren
Mayhew as accountant.
The firm's services include the preparation of annual financial
statements and federal and state income tax returns, and assistance
with payroll tax notices.
The hourly rates charged by the firm for its services are as
follows:
Shareholders $550 per hour
Managers $250 to $375 per hour
Senior CPAs $175 to $250 per hour
Staffs $100 to $175 per hour
In addition, the firm will seek reimbursement for its out-of-pocket
expenses.
Christopher Masters, a partner at Doeren Mayhew, 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:
Christopher Masters
Doeren Mayhew
2600 N Loop W
Houston, TX 77092
Tel: (713) 789-7077
Email: masters@doeren.com
About Transportation Demand Management
Transportation Demand Management, LLC is a motorcoach and minibus
operator in the Pacific Northwest with a fleet of over 90
motorcoaches and mini buses of varying size generating more than
$15M in annual sales.
Transportation Demand Management and its affiliate, Transportation
Demand Management Holdings, LLC, sought protection under Chapter 11
of the Bankruptcy Code (Bankr. W.D. Wash. Lead Case No. 22-10482)
on March 26, 2022. At the time of the filing, Transportation
Demand Management listed as much as $10 million in both assets and
liabilities while Transportation Demand Management Holdings listed
up to $100,000 in assets and up to $10 million in liabilities.
Judge Marc Barreca oversees the cases.
Nathan T. Riordan, Esq., at Wenokur Riordan, PLLC and Doeren Mayhew
serve as the Debtors' legal counsel and accountant, respectively.
TRENT RIVER ADVENTURES: Bend Country Club to Reopen Under New Owner
-------------------------------------------------------------------
Trevor Dunnell of Sun Journal reports that River Bend Country Club
officially under new ownership, opening later this 2022.
The deed was recorded on May 11 and the sale of River Bend Country
Club is official -- the club is now under new ownership.
Formerly owned by Larry Goodwin since June 2017, new owner Carlos
Melo has purchased the country club for $875,000, according to the
Craven County Register of Deeds.
The country club originally went on the market for $1.3 million in
September 2021 and remained open for business until it surprisingly
closed earlier this 2022.
Melo is also the owner of Minnesott Golf & Country Club in Pamlico
County, along with Brandywine Bay Golf Club in Carteret County. In
the last several months, he and his staff have started renovating
the golf course, pro shop and restaurant area.
Residents have already noticed changes to the club during that
time, and within the next several weeks, they will notice a few
more -- mainly a tented area and a familiar face.
Karl Thurber, former club pro and half-owner from 2017 to 2019,
will manage the country club. He has planted roots in River Bend
twice, and with the course now under his management, he says he has
been working around the clock to get the club reopened.
"We are way ahead of schedule," Thurber said. "We have a great team
and are working at warp speed. We've got specific plans, and
people want to know when are we going to open, is the pool going to
open, what is the membership structure going to be."
Thurber's plan is to address questions with a pop-up information
session at the country club. The date of the first session is not
scheduled yet, but he plans on having the information readily
available for residents as well as applications for employment.
The golf course was built in 1977 and purchased and taken over by
Jim Hoffman and Frank Fragale in 1999. Under their management, the
entire property saw over $1.6 million in repairs.
Owners filed for Chapter 11 bankruptcy on March 3, 2020. Chapter
11 bankruptcy allows a company to reorganize its debts while still
staying in business. Bankruptcy is not uncommon in the world of
golf course ownership, as financing is the biggest obstacle,
according to previous reports by the Sun Journal.
Thurber was not able to say how much money in repairs and
renovations the current owner is putting into the property, but he
said it is a "tremendous amount." There is no official opening day
scheduled, but Thurber is shooting for September.
"It depends on the growing of the greens, getting our liquor
license in place, things like that, so that everyone gets a good
feel of what we are doing," Thurber said. "We want it to be ready
for play and not just go in there and open things one at a time."
The whole property is seeing some type of renovation, plans for
renovation.
The clubhouse has been given extra cleaning, roof leaks are being
fixed, and renovations to the bar and floors are coming. Thurber
added the golf course has had quadruple fertilization, the driving
range will have all new netting, and the country club is also
looking to get in a new fleet of golf carts.
The only membership information that will be available in the near
future is a platinum membership which gives a person access to
River Bend, Brandywine, and Minnesott country clubs for $275 per
month. Thurber explained his goal is to have that option available
soon so that members can start taking advantage while the season is
ongoing.
Possibly the second biggest amenity residents are interested in is
what will become of the pool.
Estimates to patchwork the pool were obtained by the new owner with
a possibility of opening the pool by Memorial Day weekend. However,
repair costs delayed that option. Instead, the owner will look to
try and open the pool for a month or two in September.
The course remains under construction, and management has asked for
patience and understanding and for people to stay off the course
until improvements are completed.
"I think everyone is ready, I know we are," added Thurber. "We are
just asking everyone to be patient, I'm going to try and be
available for questions, be very organized and we'll get everything
answered as quickly as we can"
If anyone has questions about the country club, Thurber said they
can be directed to his email at karlthurber@pga.com.
About Trent River Adventures
Trent River Adventures, LLC, a company that owns and operates a
golf course facility in New Bern, N.C., sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.C. Case No.
20-00926) on March 3, 2020. At the time of the filing, the Debtor
disclosed assets of between $1 million and $10 million and
liabilities of the same range. Judge Joseph N. Callaway oversees
the case. The Law Offices of Oliver & Cheek, PLLC and Lori G.
Baldwin, CPA serve as Debtor's legal counsel and accountant,
respectively.
On Aug. 17, 2020, the Order Confirming Plan was entered in the
Debtor's case.
ZOSANO PHARMA: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Zosano Pharma Corporation
34790 Ardentech Court
Fremont, CA 94555
Business Description: Zosana Pharma Corporation is a clinical-
stage biopharmaceutical company.
Chapter 11 Petition Date: June 1, 2022
Court: United States Bankruptcy Court
District of Delaware
Case No.: 22-10506
Judge: Hon. Kate J. Stickles
Debtor's Counsel: Dennis A. Meloro, Esq.
GREENBERG TRAURIG, LLP
1007 North Orange Street, Suite 1200
Wilmington, DE 19801
Tel: (302) 661-7000
Email: melorod@gtlaw.com
Debtor's
Financial
Advisor: SIERRACONSTELLATION PARTNERS, LLC
Debtor's
Claims &
Noticing
Agent: KURTZMAN CARSON CONSULTANTS LLC
Total Assets: $26,445,000
Total Debts: $12,392,000
The petition was signed by Steven Lo, president and chief executive
officer.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/4CV3Z4Q/Zosano_Pharma_Corporation__debke-22-10506__0001.0.pdf?mcid=tGE4TAMA
List of Debtor's 20 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
1. Patheon Manufacturing Contract $2,436,788
Services LLC
5900 Martin Luther King Jr. Highway
Greenville, NC 27834
Kimberly Pipho
Email: kimberly.pipho@thermofisher.com
2. Aptar CSP Technologies Contract $483,368
Zone D'Activite Du Sandholz
Niederbronn-Les-Bains, 67110
Maud Bournonville
Email: maud.bournonville@aptar.com
3. BMR - 34790 Ardentech Court Lease $384,115
4570 Executive Drive, Suite 400 Liability
San Diego, CA 92121
Katy Offermann
Tel: (510) 505-6052
Email: Katy.Offermann@biomedrealty.com
4. Worldwide Clinical Trials Professional $382,170
8605 Cross Park Drive Services
Austin, TX 78754
Email: SM_GlobalAR@worldwide.com
5. CSP Technologies Inc. Contract $341,935
1000 W. Veterans Blvd
Auburn, AL 36832-6938
Melissa Atkinson
Email: melissa.atkinson@aptar.com
6. Harro Hofliger Equipment $230,266
Packaging Systems Inc. Manufacturing
350 S. Main St.
Doylestown, PA 18901
Viola Eisenmann
Email: Viola.Eisenmann@hoefliger.de
7. Therma LLC Engineering $151,016
1601 Las Plumas Ave. Services
San Jose, CA 95133-1613
Jasmine Gonzales
Email: jagonzales@therma.com
8. Pitt County Tax Collector Tax Liability $136,454
111 S. Washington Street
Greenville, NC 27858
Tax Collector
Tel: (252) 902-3412
Email: PittTaxAssessor@pittcountync.gov
9. D F King Professional $114,746
48 Wall St. Services
New York, NY 1000
Krystal Scrudato
Email: kscrudato@dfking.com
10. J.M. O'Neill, Inc. Construction $107,105
354 Earhart Way Services
Livermore, CA 94551
Email: info@jmoneill.com
11. Broadridge ICS, Inc. Professional $99,861
51 Mercedes Way Services
Edgewood, NY 11717
Email: BSG.INVOICES@BROADRIDGE.COM
12. Tecomet, Inc. Trade Debt $96,281
503 S. Vincent Ave.
Azusa, CA 9170
Wendy Clark
Email: Wendy.Clark@Tecomet.com
13. Mayer Brown LLP Professional $85,750
230 South LaSalle Street Services
Chicago, IL 60604-1404
Email: us-billing-support@mayerbrown.com
14. MasterControl, Inc. Software $80,955
6350 South 3000 East Services
Salt Lake City, UT 84121
Email: ar@mastercontrol.com
15. QAD, Inc. Software $73,281
100 Innovation Place Services
Santa Barbara, CA 93108
Frieda Brandt
Email: fzb@qad.com
16. County of Alameda Tax Liability $67,332
Administration Building
1221 Oak Street, Suite 555
Oakland, CA 94612-1499
Tel: (510) 272-6800
Fax: (510) 272-6807
17. Experic, LLC Contract $54,000
2 Clarke Drive, Suite #2
Cranbury, NJ 8512
Email: AR@expericServices.com
18. SMC, Ltd Contract $48,735
18 Independence Dr.
Devens, MA 1434
Email: iqms@smcltd.com
19. Butler Snow LLP Professional $41,953
P.O. Box 6010 Services
Ridgeland, MS 39158-6010
James J. Lawless, Jr.
Tel: (610) 691-3308
Email: Jim.Lawless@butlersnow.com
20. ATL Corp Trade Debt $36,913
W140 N9504 Fountain Blvd.
Menomonee Falls, WI 53051
Tel: (262) 437-7720
ZOSANO PHARMA: Files for Chapter 11 to Sell Assets
--------------------------------------------------
Zosano Pharma Corporation (NASDAQ:ZSAN), a clinical-stage
biopharmaceutical company, on June 1, 2022, filed a voluntary
petition for relief under Chapter 11 of the Bankruptcy Code.
Zosano said in a statement it continues to operate its business as
a "debtor-in-possession" under the jurisdiction of the Bankruptcy
Court and in accordance with the applicable provisions of the
Bankruptcy Code and orders of the Bankruptcy Court. Zosano is
seeking approval of a variety of "first day" motions containing
customary relief intended to enable the company to continue its
ordinary course operations and to facilitate an orderly wind down
of its operations. The company intends to sell substantially all
of its assets during the bankruptcy case.
Additional information about the Chapter 11 case, including access
to Bankruptcy Court documents, is available online at
http://www.kccllc.net/ZosanoPharma,a website administered by KCC,
a third-party bankruptcy claims and noticing agent.
About Zosano Pharma Corporation
Zosana Pharma Corporation is a clinical-stage biopharmaceutical
company.
Zosano Pharma Corporation filed a Chapter 11 bankruptcy petition
(Bankr. D. Del. Case No. 22-10506) on June 1, 2022. The Debtor
disclosed $26,445,000 in assets against $12,392,000 in
liabilities.
The Hon. Kate J. Stickles is the case judge.
The Debtor tapped GREENBERG TRAURIG, LLP as counsel; and
SIERRACONSTELLATION PARTNERS, LLC as financial advisor. KURTZMAN
CARSON CONSULTANTS LLC is the claims agent.
ZZ HOME CARE: Case Summary & 18 Unsecured Creditors
---------------------------------------------------
Debtor: ZZ Home Care, LLC
d/b/a Home Instead
d/b/a Home Instead Senior Care Franchise 574
928 S. Main Street
Burlington, NC 27215
Business Description: ZZ Home is a privately held company that
owns a home health care business based in
Burlington, North Carolina with a satellite
office in Asheville, North Carolina.
Chapter 11 Petition Date: May 31, 2022
Court: United States Bankruptcy Court
Middle District of North Carolina
Case No.: 22-10281
Judge: Hon. Lena M. James
Debtor's Counsel: Rebecca F. Redwine, Esq.
HENDREN, REDWINE & MALONE, PLLC
4600 Marriott Drive
Suite 150
Raleigh, NC 27612
Tel: (919) 420-7867
Fax: (919) 420-0475
Email: rredwine@hendrenmalone.com
Total Assets: $111,123
Total Liabilities: $1,348,501
The petition was signed by Michael Zurilla as member manager.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 18 unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/DJZ6F4I/ZZ_Home_Care_LLC__ncmbke-22-10281__0001.0.pdf?mcid=tGE4TAMA
[*] Claims Trading Report -- May 2022
-------------------------------------
There were at least 140 claims that changed hands in Chapter 11
corporate cases in May 2022:
No. of Claims
Debtor Transferred
------ -----------
LATAM Airlines Group S.A. 53
Brazos Electric Power Cooperative, Inc. 18
Lehman Brothers Holdings Inc. 12
Easterday Farms 10
Cortlandt Liquidating LLC, et al. 7
Linkmeyer Properties, LLC, et al. 6
Rental Car Intermediate Holdings, LLC 5
Alpha Entertainment LLC 2
Beaulieu Group, LLC, et al. 2
Ditech Holding Corporation 2
Easterday Ranches, Inc. 2
HFV Liquidating Trust 2
Mallinckrodt plc 2
Polymer Instrumentation & Consulting Services Ltd 2
Specialty Retail Shops Holding Corp. 2
Barton Blvd, LLC 1
Ben F Blanton Construction Inc 1
C&C Entity, L.P. 1
CEC Entertainment Holdings, LLC 1
CEP Reorganization, Inc. 1
CFO Management Holdings, LLC 1
Fresh Acquisitions, LLC 1
Katerra, Inc. 1
Purdue Pharma L.P. 1
Rockdale Marcellus, LLC 1
RTW Retailwinds, Inc. 1
SHURWEST, LLC 1
Spherature Investments LLC 1
The Diocese of Camden, New Jersey 1
Tilden Marcellus, LLC 1
VJGJ, INC. 1
A. In LATAM Airlines' cases:
BANK OF AMERICA, N.A.
c/o Bank of America Merrill Lynch
Bank of America Tower – 3rd Floor
One Bryant Park
New York, NY 10036
Attn: Ante Jakic
Tel: (646) 855-7450
E-mail: Ante.Jakic@bofa.com
PENTWATER CREDIT MASTER FUND LTD.
PWCM MASTER FUND LTD.
c/o Pentwater Capital Management LP
1001 10th Ave. South - Suite 216
Naples, FL 34102
Tel: (312) 589-6430
B. In Brazos Electric Power Cooperative's case:
Fair Harbor Capital, LLC
Ansonia Finance Station
PO Box 237037
New York, NY 10023
Tel: (212) 967-4035
CORBIN OPPORTUNITY FUND, L.P.
c/o Corbin Capital Partners, L.P.
590 Madison Avenue, 31st Floor
New York, NY 10022
C. In Lehman Brothers Holdings' cases:
LONDON INTERNATIONAL CAPITAL LTD
London International Capital Ltd.
20-22 Wenlock Road
London, United Kingdom
Attn: Marcus von Thiele
E-mail: Marcus.vonthiele@londonic.co
D. In Easterday Farms' Chapter 11 case:
CRG Financial LLC
100 Union Ave
Cresskill, NJ 07626
E. In the cases of Cortlandt Liquidating, LLC, et al., formerly
Century 21 Department Stores LLC, et al.
Bradford Capital Holdings, LP
P.O. Box 4353
Clifton, NJ 07012
Attn: Brian L. Brager
E-mail: bbrager@bradforcapitalmgmt.com
[*] Dorsey & Whitney Attorneys, Practices Ranked by Chambers USA
----------------------------------------------------------------
International law firm Dorsey & Whitney LLP on June 1 disclosed
that 75 of its lawyers and 32 of its practices across eight of its
U.S. offices were ranked by Chambers and Partners in its annual
survey, Chambers USA: America's Leading Lawyers for Business 2022.
In addition to the practices in eight Dorsey offices that were
ranked at the state level, the Firm's Cannabis Law, Corporate/M&A,
Energy: Mining & Metals – Transactional, ERISA Litigation,
International Trade: Export Controls & Economic Sanctions, and
Native American Law practices were ranked on the national level.
The following Dorsey lawyers were ranked individually by Chambers
in its latest guide:
National
Christopher Doerksen – Energy: Mining & Metals (Transactional)
Skip Durocher – Native American Law
Andrew Holly – ERISA Litigation
Justin Huff – International Trade: CFIUS Experts
Stephen Lucke – ERISA Litigation
Wells Parker – Energy: Mining & Metals (Transactional)
Sativa Rasmussen – Cannabis Law: Western U.S.
Richard Silberberg – International Arbitration: Arbitrators
Mary Streitz – Native American Law
Anchorage
Louisiana Cutler – Litigation: General Commercial
Michael Mills – Corporate/M&A; Bankruptcy/Restructuring
Joan Travostino – Real Estate
Denver
Charlene Krogh – Intellectual Property
Lee Osman – Intellectual Property
Gregory Tamkin – Intellectual Property
Des Moines
Rebecca Brommel – Litigation: General Commercial
William Miller – Litigation: General Commercial
Minneapolis
Jonathan Abram – Capital Markets: Debt & Equity
Rebecca Bernhard – Immigration
Theresa Bevilacqua – Litigation: General Commercial
Elizabeth Buckingham – Intellectual Property
Michelle Grant – Litigation: General Commercial
Mark Hamel – Real Estate
Cam Hoang – Capital Markets: Debt & Equity
Jocelyn Knoll – Construction
James Langdon – Litigation: General Commercial
Jay Lindgren – Real Estate: Zoning & Land Use
Michael Lindsay – Antitrust
Ed Magarian – Litigation: White-Collar Crime & Government
Investigations
John Marsalek – Corporate/M&A
John Marti – Litigation: White-Collar Crime & Government
Investigations
David Meyer – Real Estate
Ryan Mick – Labor & Employment
Marcus Mollison – Real Estate
Robert Olson – Real Estate
Melissa Raphan – Labor & Employment
Robert Rosenbaum – Corporate/M&A
Eric Ruzicka – Construction
Jaime Stilson – Antitrust
Alyson Van Dyk – Real Estate
Steve Wells – Litigation: General Commercial
RJ Zayed – Litigation: White-Collar Crime & Government
Investigations
Missoula
Steve Bell – Litigation: General Commercial
Courtney Ellis – Corporate/M&A
Erin McCrady – Corporate/M&A
Dan Semmens – Corporate/M&A
New York
Sandra Edelman – Intellectual Property: Trademark, Copyright &
Trade Secrets
Bruce Ewing – Intellectual Property: Trademark, Copyright & Trade
Secrets
Salt Lake City
Aaron Barker – Intellectual Property
Alan Bell – Corporate/M&A
Bryon Benevento – Litigation: General Commercial
Matthew Bethards – Intellectual Property
Mark Burghardt – Natural Resources & Environment
Matt Durham – Labor & Employment
Brett Foster – Intellectual Property
L. Grant Foster – Intellectual Property
Megan Houdeshel – Natural Resources & Environment
Catherine Parrish Lake – Intellectual Property
Benjamin Machlis – Natural Resources & Environment
Steve Marsden – Litigation: General Commercial
Chris Martinez – Litigation: General Commercial
David Marx – Corporate/M&A
Mark Miller – Intellectual Property
Kimberly Neville – Litigation: General Commercial
Neela Pack – Corporate/M&A
Wells Parker – Natural Resources & Environment
Bryan Pratt – Intellectual Property
Marcus Simon – Intellectual Property
Nolan Taylor – Corporate/M&A
Matthew Wells – Corporate/M&A
Seattle
Chris Barry – Corporate/M&A
Michael Droke – Labor & Employment
Kimton Eng – Intellectual Property
Aaron Goldstein – Labor & Employment
John Hollinrake – Tax
Paul Meiklejohn – Intellectual Property
The following Dorsey practices were ranked by Chambers in its
latest guide:
Nationwide
Cannabis Law
Corporate/M&A: Highly Regarded
Energy: Mining & Metals – Transactional
ERISA Litigation
International Trade: Export Controls & Economic Sanctions: Highly
Regarded
Native American Law
Anchorage
Corporate/M&A
Litigation: General Commercial
Denver
Intellectual Property
Des Moines
Litigation: General Commercial
Minneapolis
Antitrust
Capital Markets: Debt & Equity
Construction
Corporate/M&A
Immigration
Intellectual Property
Labor & Employment
Litigation: General Commercial
Litigation: White-Collar Crime & Government Investigations
Real Estate
Missoula
Corporate/M&A
Litigation: General Commercial
Natural Resources & Environment
New York
Corporate/M&A: Highly Regarded
Intellectual Property: Trademark, Copyright & Trade Secrets
Salt Lake City
Corporate/M&A
Intellectual Property
Litigation: General Commercial
Natural Resources & Environment
Seattle
Corporate/M&A
Intellectual Property
Tax
Chambers surveys and interviews clients and lawyers across the
United States to determine which firms and attorneys are considered
leaders in their field. Rankings assess key qualities in the legal
field, including technical legal ability, professional conduct,
client service, commercial astuteness, diligence and commitment.
In February 2022, Dorsey announced that Chambers Global 2022 ranked
Dorsey attorneys including Christopher Barry (Canada: Corporate/M&A
– Expertise Based Abroad; USA: Corporate/M&A – Foreign Expert,
Canada), Catherine Pan-Giordano (USA: Corporate/M&A – Foreign
Expert, China), and Rich Silberberg (International Arbitration;
Arbitrators).
About Dorsey & Whitney LLP
Clients have relied on Dorsey since 1912 as a valued business
partner. With 20 locations across the United States and in Canada,
Europe and the Asia-Pacific region, Dorsey provides an integrated,
proactive approach to its clients' legal and business needs. Dorsey
represents a number of the world's most successful companies from a
wide range of industries, including leaders in banking & financial
institutions; development & infrastructure; energy & natural
resources; food, beverage & agribusiness; healthcare; and
technology, as well as major non-profit and government entities.
[*] Greenberg Traurig Attorneys Recognized in Chambers USA Guide
----------------------------------------------------------------
Global law firm Greenberg Traurig, LLP has more than 220 attorneys
recognized in the 2022 Chambers USA Guide. The firm is recognized
in more than 70 of the guide's practice areas across 22 regions.
Chambers and Partners, a UK-based publisher, notes that it selects
attorneys and practice areas for inclusion based on thousands of
interviews with practicing lawyers and clients around the world.
In the USA Guide, attorneys and practice areas are ranked by
placement in "bands," with Band 1 being the highest placement.
Attorneys can also be designated by market and practice on the
"Star Individual," "Eminent Practitioner," "Senior Statespeople,"
"Up and Coming," "Star Associate," or "Associate to Watch" lists,
or named to the "Spotlight Table."
Five of the firm's practice areas were recognized in the Nationwide
category for the first time: Food & Beverage: Regulatory &
Litigation; Life Sciences; Projects: Power & Renewables:
Transactional; Real Estate Investment Trusts (REITs); and Special
Purpose Acquisition Companies (SPACs).
The following Greenberg Traurig attorneys are recognized in special
categories, in addition to any other rankings and mentions.
Star Individuals:
Lori G. Cohen (Product Liability & Mass Torts and Litigation: Trial
Lawyers, USA - Nationwide) is vice chair of Greenberg Traurig,
co-chair of the firm's Global Litigation Practice, and co-chair of
the firm's Trial Practice Group. She has been recognized on the
Star Individual list for Product Liability & Mass Torts since 2019.
This is the first time she is recognized on the Star Individual
list for Litigation: Trial Lawyers.
Richard C. McCrea, Jr. (Labor & Employment, Florida) is a
shareholder in the Tampa office and has been recognized on the Star
Individual list since 2010.
Eminent Practitioners
Dennis J. Block (Corporate/M&A, New York) is senior chairman of the
Global Mergers & Acquisitions (M&A) Practice and a shareholder in
the New York office. He has been recognized on the Eminent
Practitioner list since 2014.
Robert D. Lane, Jr. (Real Estate, Pennsylvania: Philadelphia &
Surrounds) leads the Philadelphia officeReal Estate Practice. This
is the first time he is recognized in the USA Guide.
Keith J. Shapiro (Bankruptcy/Restructuring, Illinois) is of counsel
in the firm's Restructuring & Bankruptcy Practice. He has been
recognized on the Eminent Practitioner list since 2015.
Senior Statespeople
Matthew B. Gorson (Real Estate, Florida: South) is senior chairman
of the firm and a shareholder in the Miami office. He has been
recognized on the Senior Statesman list since 2016.
Robert S. Kant (Corporate/M&A, Arizona) is a shareholder in the
firm's Phoenix office. He has been recognized on the Senior
Statesman list since 2019.
Barry Richard (Litigation: Appellate and Litigation: General
Commercial, Florida) is a shareholder in the firm's Tallahassee,
New York, and Washington, D.C. offices. He has been recognized on
the Senior Statesman list for both practices since 2014.
Spotlight Table
Lori G. Cohen (Product Liability: Pharmaceutical, USA - Nationwide)
has been recognized since 2010 in the Spotlight Table for Product
Liability: Pharmaceutical.
Mary-Olga Lovett (Litigation: Trial Lawyers, Texas) is senior vice
president of the firm. This is the first time she is recognized in
the USA Guide.
Up and Coming
Farah S. Ahmed (Real Estate: Finance, New York) is a shareholder in
the New York office.
Jacob D. Bundick (Litigation: General Commercial, Nevada) is a
shareholder in the Las Vegas, Houston, and Dallas offices.
Michael H. Davis (Real Estate, California: Southern) is a
shareholder and co-chair of the Los Angeles Real Estate Practice.
Charles C. Dunham, IV (Healthcare, Texas) is a shareholder in the
Houston office.
David Freylikhman (Real Estate, New Jersey) is a shareholder in the
New Jersey and New York offices.
Nathan Hurlbut (Corporate/M&A, Utah) is a shareholder in the Salt
Lake City office.
Meredith L. Katz (Real Estate, Illinois) is a shareholder and
co-chair of the firm's Chicago Real Estate Practice.
Kimberley Dempster Neilio (Labor & Employment, Colorado) is an of
counsel in the Denver office.
Erica L. Okerberg (Gaming & Licensing, Nevada) is a shareholder in
the Las Vegas office.
Bethani R. Oppenheimer (Banking & Finance, Georgia) is a
shareholder in the Atlanta office.
Timothy F. Stanfield (Insurance, Florida) is a shareholder in the
Tallahassee office.
Alicia Sienne Voltmer (Labor & Employment, Texas) is a shareholder
in the Dallas office.
Associates to Watch
Christian Brito (Insurance, Florida) is an associate in the firm's
Fort Lauderdale office.
Nationwide, Greenberg Traurig was recognized on 21 practice area
lists:
Bankruptcy/ Restructuring: The Elite
Corporate/M&A: Highly Regarded
Energy: Oil & Gas Regulatory & Litigation
Environment
Food & Beverages: Regulatory & Litigation
Franchising
Gaming & Licensing
Healthcare: Highly Regarded
Immigration
Labor & Employment
Leisure & Hospitality
Life Sciences
Native American Law
Privacy & Data Security: Highly Regarded
Product Liability & Mass Torts: The Elite
Product Liability: Consumer Class Actions
Projects: Power & Renewables: Transactional
Real Estate
REITs
Retail
SPACs
Additionally, Greenberg Traurig was recognized in the areas listed
below at the state level in various markets:
Banking & Finance
Bankruptcy/ Restructuring
Construction
Corporate/Commercial
Corporate/M&A
Corporate/M&A & Private Equity
Corporate/M&A: Highly Regarded
Corporate/M&A: Private Equity: Highly Regarded
Employee Benefits & Executive Compensation
Energy & Natural Resources
Energy: State Regulatory & Wholesale Electric Market
Environment
Gaming & Licensing
Healthcare
Immigration
Insurance
Insurance: Regulatory
Intellectual Property
Intellectual Property: Patent
Intellectual Property: Trademark, Copyright & Trade Secrets
Labor & Employment
Labor & Employment: Highly Regarded
Life Sciences
Litigation: Appellate
Litigation: General Commercial
Litigation: General Commercial: Highly Regarded
Litigation: General Commercial: The Elite
Litigation: Product Liability
Litigation: Securities
Litigation: White-Collar Crime & Government Investigations
Public Finance
Real Estate
Real Estate: Mainly Dirt
Real Estate: Zoning/Land Use
Tax
Below is the full listing of Greenberg Traurig attorneys recognized
on 2022 USA Guide lists in the following markets and practice
areas:
Attorney | Market | USA Guide Practice Area
Joseph Agostino | New Jersey | Intellectual Property
Farah S. Ahmed | New York | Real Estate: Finance
Samantha Ahuja | USA - Nationwide | Leisure & Hospitality
Emilio J. Alvarez-Farre | Florida | Banking & Finance:
Transactional
Alan I. Annex | USA - Nationwide | SPACs
Tricia A. Asaro | New York | Healthcare
M. Adel Aslani-Far | New York | Corporate/M&A
Alexandra Bach Lagos | Florida; Litigation: Product Liability |
Florida; Litigation: General Commercial
Stephen Baird | Minnesota | Intellectual Property
Scott J. Bakal | Florida | Tax
Ian C. Ballon | California | Intellectual Property: Trademark,
Copyright & Trade Secrets
Kerri L. Barsh | Florida | Environment
Michael J. Baum | Illinois | Real Estate
Christopher L. Bell | Texas | Environment
Donn A. Beloff | Florida: South | Corporate/M&A & Private Equity
Sean W. Bezark | Illinois | Environment: Mainly Transactional
Charles S. Birenbaum | California | Labor & Employment
Daniel H. Black | California | Media & Entertainment:
Transactional
Brian H. Blaney | Arizona | Corporate/M&A
Elizabeth "Heidi" G. Bloch | Texas | Litigation: Appellate
Dennis J. Block | New York | Corporate/M&A
Warren S. Bloom | Florida | Public Finance
Theodore I. Blum | Georgia | Corporate/M&A
Thomas J. Bond | Texas | Insurance: Regulation
Michael J. Bonner | Nevada | Corporate/Commercial
Scott J. Bornstein | New York | Intellectual Property: Patent
James N. Boudreau | Pennsylvania | Labor & Employment
Francis (Frank) R. Bradley III | Texas | Banking & Finance
Timothy W. Bratcher | Georgia | Banking & Finance
Christian Brito | Florida | Insurance
Alan J. Brody | New Jersey | Bankruptcy/Restructuring
Burt Bruton | Florida: South | Real Estate
Jacob D. Bundick | Nevada | Litigation: General Commercial
Gregory J. Casas | Texas | Antitrust
Trevor J. Chaplick | District of Columbia | Corporate/M&A & Private
Equity
Michael J. Cherniga | Florida | Healthcare
Jeffrey A. Chester | USA - Nationwide | Projects: Power &
Renewables: Transactional
Jeffery M. Chiow | USA - Nationwide | Government Contracts
Francis A. Citera | USA - Nationwide | Product Liability: Consumer
Class Actions
Marc A. Clayton | Nevada; Gaming & Licensing | USA - Nationwide;
Gaming & Licensing
Joseph C. Coates III | Florida | Litigation: Securities
Joshua D. Cohen | Pennsylvania | Real Estate: Finance
Lori G. Cohen | Georgia; Litigation: General Commercial | USA -
Nationwide; Litigation: Trial Lawyers | USA - Nationwide; Product
Liability & Mass Torts | USA - Nationwide; Product Liability:
Pharmaceutical
Joseph F. Coniglio | Texas | Healthcare
Jay L. Cooper | California | Media & Entertainment: Transactional:
Mainly Talent
Jordan D. Cowman | Texas | Labor & Employment
Cindy J.K. Davis | Georgia | Banking & Finance
Jaret L. Davis | Florida: South | Corporate/M&A & Private Equity
Michael H. Davis | California: Southern | Real Estate
James J. DeCarlo | New Jersey | Intellectual Property
Albert A. del Castillo | Florida | Public Finance
Jean M. DeLuca | Massachusetts | Public Finance
John A. DeTore | Massachusetts | Energy & Natural Resources
Karl G. Dial | Texas | Litigation: Securities
Lauren E.H. DiFrancesco | Utah | Litigation: General Commercial
Timothy W. Donovan | USA - Nationwide | REITs: Tax
Robert J. Downing | Florida | Energy & Natural Resources
Dominic E. Draye | Arizona | Litigation: Appellate
Brian L. Duffy | Colorado | Litigation: General Commercial
Charles C. Dunham, IV | Texas | Healthcare
Jared E. Dwyer | Florida | Litigation: White-Collar Crime &
Government Investigations
David J. Dykeman | Massachusetts | Intellectual Property
Richard A. Edlin | New York | Litigation: General Commercial
Troy A. Eid | Colorado; Environment | USA - Nationwide; Native
American Law
John A. Eliason | USA - Nationwide | Projects: Renewables &
Alternative Energy
Seth J. Entin | Florida | Tax
Robert C. Epstein | New Jersey | Construction
Iris Escarra | Florida: South | Real Estate: Zoning/Land Use
Orlando L. Evora | Florida: North & Central | Real Estate
Kristine J. Feher | New Jersey | Labor & Employment
Joel Feldman | Georgia | Intellectual Property
Mark E. Ferrario | Nevada | Litigation: General Commercial
G. Michelle Ferreira | California: Northern | Tax
Lindsay J. Fiore | Arizona | Labor & Employment
Bruce Fischer | California: Southern | Real Estate
Gregory A. Fishman | California: Southern | Real Estate
Michael T. Fishman | Illinois | Real Estate
Steven D. Fleissig | New Jersey | Real Estate
Carl A. Fornaris | Florida | Banking & Finance: Regulatory Banking
& Finance: Transactional
Kyle K. Fox | Texas: Austin & Surrounds | Corporate/M&A
David Freylikhman | New Jersey | Real Estate
Mark R. Galis | Illinois; Intellectual Property | Illinois;
Intellectual Property: Trademark, Copyright & Trade Secrets
Tracy L. Gerber | Florida | Litigation: Securities; Labor &
Employment
John F. Gibbons | Illinois | Litigation: White-Collar Crime &
Government Investigations
Richard J. Giusto | Florida: South | Real Estate
Jerrold F. Goldberg | New York | Labor & Employment
Jodi R. Goodheart | Nevada | Real Estate
Matthew B. Gorson | Florida: South | Real Estate
Alan R. Greenfield | USA - Nationwide | Franchising
Michelle Rowe Hallsten | California: Sacramento | Corporate/M&A
Susan L. Heller | California | Intellectual Property: Trademark,
Copyright & Trade Secrets: International
Jennifer Hermansky | Pennsylvania | Immigration
Edward S. Hershfield | Massachusetts | Real Estate
Joseph A. Herz | USA - Nationwide | REITs
Shari L. Heyen | Texas | Bankruptcy/Restructuring
Adam S. Hoffinger | District of Columbia | Litigation: White-Collar
Crime & Government Investigations
Nathan Hurlbut | Utah | Corporate/M&A
John B. Hutton III | Florida: South | Bankruptcy/Restructuring
Harold N. Iselin | New York | Healthcare
Robert J. Ivanhoe | New York | Real Estate: Mainly Dirt
Annette Jarvis | Colorado | Bankruptcy/ Restructuring
David Jay | New Jersey | Litigation: General Commercial
John C. Jeppsen | Nevada | Corporate/Commercial
Robert C. Jones | USA - Nationwide | Government Relations
Kate Kalmykov | New York | Immigration
Robert S. Kant | Arizona | Corporate/M&A
Barbara T. Kaplan | USA - Nationwide | Tax: Controversy
Roger B. Kaplan | New Jersey | Litigation: General Commercial
Fred E. Karlinsky | Florida | Insurance
Meredith L. Katz | Illinois | Real Estate
Bradford D. Kaufman | Florida | Litigation: Securities
Gregory W. Kehoe | Florida | Litigation: White-Collar Crime &
Government Investigations
Mark J. Kelson | California | Corporate/M&A: Private Equity
Glenn S. Kerner | USA - Nationwide | Product Liability & Mass
Torts
Galit Kierkut | New Jersey | Labor & Employment
Gary S. Kleinman | New York | Real Estate: Mainly Dirt
Michael N. Kreitzer | Florida | Litigation: General Commercial
David B. Kurzweil | Georgia | Bankruptcy/Restructuring
Emily Ladd-Kravitz | Massachusetts | Private Equity: Venture
Capital Investment
Riley Lagesen | Oregon | Corporate/M&A
Robert D. Lane Jr. | Pennsylvania: Philadelphia & Surrounds | Real
Estate
Wendy Johnson Lario | New Jersey | Labor & Employment
Nancy B. Lash | Florida: South | Real Estate
Gregory K. Lawrence | USA - Nationwide | Energy: Electricity
(Regulatory & Litigation)
James R. Leahy | Texas: Houston & Surrounds | Litigation: General
Commercial
Kimberly S. LeCompte | Florida: South | Real Estate
Peter H. Lieberman | Illinois | Corporate/M&A
Corey E. Light | Illinois | Real Estate
Timothy Long | California | Labor & Employment
Mary-Olga Lovett | Texas: Houston & Surrounds; Litigation: General
Commercial | Texas; Litigation: Trial Lawyers
Eric W. Macaux | Massachusetts | Energy & Natural Resources
Kara L. MacCullough | Florida: South | Corporate/M&A & Private
Equity
Ian R. Macdonald | Georgia | Immigration
Jim Mace | Nevada | Real Estate
Steven M. Malina | Illinois | Litigation: Securities
Michael L. Malone | Texas | Healthcare
David G. Mandelbaum | Pennsylvania | Environment
Bruce I. March | Florida: South | Corporate/M&A & Private Equity
Milos Markovic | Illinois | Real Estate
Bradley L. Marsh | California | Tax: State and Local
Joel D. Maser | Florida | Tax
Dwayne L. Mason | Texas | Intellectual Property
Terence P. McCourt | Massachusetts | Labor & Employment
Richard C. McCrea, Jr. | Florida | Labor & Employment
Ben McGuire | Massachusetts | Public Finance
Scott Mendeloff | Illinois | Litigation: White-Collar Crime &
Government Investigations
Scott Meza | Virginia: Northern | Corporate/M&A
William Michael, Jr. | Minnesota | Litigation: White-Collar Crime &
Government Investigations
Nelson F. Migdal | District of Columbia; Real Estate | USA -
Nationwide; Leisure & Hospitality
David I. Miller | New York | Litigation: White-Collar Crime &
Government Investigations
Matthew W. Miller | Florida: South | Corporate/M&A & Private
Equity
Christopher H. Milton | Massachusetts | Real Estate
Kenneth M. Minesinger | USA - Nationwide | Energy: Oil & Gas
(Regulatory & Litigation)
Katie Molloy | Florida | Labor & Employment
Anna H. Morzy | Illinois | Immigration
Michael G. Murphy P.E. | Florida | Construction
Marc J. Musyl | Colorado | Corporate/M&A
Nathan J. Muyskens | District of Columbia | Litigation:
White-Collar Crime & Government Investigations
Jessica Natali | Pennsylvania | Litigation: White-Collar Crime &
Government Investigations
Kimberley Dempster Neilio | Colorado | Labor & Employment
Howard L. Nelson | USA - Nationwide | Energy: Oil & Gas (Regulatory
& Litigation)
Christopher J. Neumann | Colorado | Environment
Jon T. Neumann | Arizona | Insurance; Litigation: General
Commercial
Glenn Newman | New York | Tax: State & Local
Kent Newsome | Texas | Real Estate
Courtney B. Noce | Georgia | Immigration
Neil Oberfeld | Colorado | Real Estate
Erica Okerberg | Nevada | Gaming & License
David W. Oppenheim | USA - Nationwide | Franchising
Bethani Oppenheimer | Georgia | Banking & Finance
David G. Palmer | Colorado | Litigation: General Commercial
Breton H. Permesly | USA - Nationwide | Franchising
Nancy A. Peterman | Illinois | Bankruptcy/Restructuring
Sanford C. Presant | California: Southern | Tax
Justin J. Prochnow | USA - Nationwide | Food & Beverages:
Regulatory & Litigation
Stephanie J. Quincy | Arizona | Labor & Employment
Laura Siegel Rabinowitz | USA - Nationwide | International Trade:
Customs
Stephen L. Rabinowitz | New York | Real Estate: Mainly Dirt
Magan Pritam Ray | California: San Francisco, Silicon Valley &
Surrounds | Employee Benefits & Executive Compensation
Laura Foote Reiff | District of Columbia; USA - Nationwide |
Immigration
Barry Richard | Florida | Litigation: Appellate; Litigation:
General Commercial
Jon S. Robins | Pennsylvania: Philadelphia & Surrounds; Real Estate
| Pennsylvania; Real Estate: Finance
Bobby Rosenbloum | Georgia | Intellectual Property
Tina M. Ross | Texas | Real Estate
Steven C. Russo | New York | Environment
Nataliya Rymer | Pennsylvania | Immigration
Martha A. Sabol | USA - Nationwide | Gaming & Licensing
Doreen U. Saia | New York; Energy: State Regulatory & Wholesale
Electric Market | USA - Nationwide; Energy: Electricity (Regulatory
& Litigation)
Gary A. Saul | Florida: South | Real Estate
Elliot H. Scherker | Florida | Litigation: Appellate
Barry J. Schindler | New Jersey | Intellectual Property
Ozzie A. Schindler | Florida | Tax
Benjamin Schladweiler | Delaware | Intellectual Property
Martha J. Schoonover | District of Columbia; Immigration | USA -
Nationwide; Immigration
David I. Schulman | USA - Nationwide | Sports Law: Esports
Jay A. Segal | New York | Real Estate: Zoning/Land Use
Barry Senterfitt | Texas | Insurance: Regulatory
Francis J. Serbaroli | New York | Healthcare
Keith Shapiro | Illinois | Bankruptcy/Restructuring
Meredith Singer | Florida: South | Real Estate
Richard A. Sirus | Illinois | Employee Benefits & Executive
Compensation
Louis Smith | New Jersey | Litigation: General Commercial
Timothy F. Stanfield | Florida | Insurance
Howard J. Steinberg | California | Bankruptcy/Restructuring
Michele L. Stocker | Florida | Litigation: General Commercial
Jonathan L. Sulds | New York | Labor & Employment
Michael J. Sullivan | Florida: North & Central; Real Estate | USA -
Nationwide; Leisure & Hospitality
Alan N. Sutin | Florida | Intellectual Property
Michael J. Thomas | Florida | Construction
Daniel J. Tyukody | California | Litigation: Securities
Gregg R. Vermeys | Nevada | Real Estate
Alicia Sienne Voltmer | Texas | Labor & Employment
Diane E. Vuocolo | Pennsylvania: Philadelphia & Surrounds |
Bankruptcy/Restructuring
Dale Wainwright | Texas | Litigation: Appellate
Charles "Skip" Watson | Texas | Litigation: Appellate
Jennifer Weddle | USA - Nationwide | Native American Law
David B. Weinstein | Florida; Environment | Florida; Litigation:
General Commercial | Florida; Litigation: White-Collar Crime &
Government Investigations
David E. Wells | Florida: South | Corporate/M&A & Private Equity
Quinn Williams | Arizona | Corporate/M&A
Edward R. Winkofsky | USA - Nationwide | Gaming & Licensing
Jeremy D. Zangara | Arizona | Corporate/M&A
About Greenberg Traurig
Greenberg Traurig, LLP -- http://www.gtlaw.com/-- has more than
2400 attorneys in 43 locations in the United States, Europe, Latin
America, Asia, and the Middle East. The firm, often recognized for
its focus on philanthropic giving, innovation, diversity, and pro
bono, reported gross revenue of over $2 Billion for FY 2021. The
firm is consistently among the top firms on the Am Law 100, Am Law
Global 100, NLJ 250, and Law360 (US) 400. On the debut 2022 Law360
Pulse Leaderboard, it is a Top 15 firm.
[*] MACCO Bags Chapter 11 Reorganization of The Year Award
----------------------------------------------------------
The M&A Advisor, recognized as the world's premier leadership
organization for mergers & acquisition, restructuring and corporate
finance professionals, announced that MACCO Restructuring Group,
who served as Debtor's Financial Advisor, in the high profile
cryptocurrency bankruptcy case of Cred, Inc. (Case No. 20-12836, in
the United States Bankruptcy Court, District of Delaware, Jointly
Administered) was named the WINNER of The Chapter 11 Reorganization
of The Year (between $250MM AND $500MM). McDermott Will & Emory,
counsel to Cred's Committee of Unsecured Creditors, was also name a
winner in this category.
On learning of the award, Drew McManigle, Founder and CEO of MACCO
said, "We're honored to have been chosen from hundreds of
participating companies who represent the best of the distressed
investing and reorganization community in 2021!" He continued,
"We're very proud of the entire Cred/MACCO team who have been
recognized for their understanding of the complex and dynamic
cryptocurrency business, their outstanding hard work during the
bankruptcy case and for their exemplary professionalism." James
Grogan, a Partner at Paul Hastings, LLP served as Debtor's
counsel.
The award will be presented at a Black-Tie Gala on Wednesday,
September 21, 2022 in New York City that is a feature of the 2022
Leadership in Dealmaking Summit featuring over 350 of the
industry's leading professionals.
MACCO Restructuring Group, LLC is a national, middle-market focused
interim leadership and financial advisory based in Houston with
offices in Las Vegas, Denver, Oklahoma City,
Wilmington/Philadelphia, and New York City. MACCO's professionals
possess real world business experience and have managed and led
companies across a wide-array of industries while acting as CEOs,
CROs, CFOs, Senior Workout Lenders, and Fiduciaries.
[^] BOOK REVIEW: Bendix-Martin Marietta Takeover War
----------------------------------------------------
MERGER: The Exclusive Inside Story of the Bendix-Martin Marietta
Takeover War
Author: Peter F. Hartz
Publisher: Beard Books
Soft cover: 418 pages
List Price: $34.95
Review by Gail Owens Hoelscher
William Agee, the youngest man ever to head one of the top 100
American corporations, seemed unstoppable. In 1977, at the age of
39, he took over Bendix Corporation, an aerospace, automotive, and
industrial firm, determined to diversify the company out of the
automotive industry. In his words, "Automobile brakes are in the
winter of their life and so is the entire automobile industry."
He
sold off a few Bendix units, got some cash together, and began to
look for acquisitions.
Then Agee's relationship with Mary Cunningham burst into the news.
Agee had promoted Cunningham from his executive assistant to vice
president, to the outrage of other Bendix employees. Their affair,
replete with power, brains, youth, good looks, charm, denial, and
deceit, fascinated the American public. Cunningham was forced to
leave Bendix to work for Seagrams, with the entire country
wondering just how well she would do. The two divorced their
respective spouses and married soon thereafter. To the chagrin of
many, Cunningham continued to play a pivotal role in Bendix
affairs.
Eager to regain his standing, Agee turned to acquisition as soon
as
the gossip died down. A failed attempt to acquire RCA left him
more determined than ever. He then set his sights on
Martin-Marietta, an undervalued gem in the 1982 stock market
slump.
Thus began an all-out war of tenders and countertenders, egoism
and
conceit, half-truths and dissimulation, and sudden alliances and
last-minute court decisions.
This is a very exciting account of the war's scuffles, skirmishes,
and battles. The author, son of a long-time Bendix director, was
able to interview some of the major participants who most likely
would have refused the requests of other authors. Some gave him
access to personal notes from the various proceedings. The author
thoroughly researched the documents involved in the takeover war,
as well as news reports and press releases. He explains the
complicated legal maneuverings very clearly, all the while keeping
the reader entertained with the personal lives and thoughts of the
players.
People love this book. The New York Times Book Review said
"Aggression and treachery, hairbreadth escapes and last-minute
reversals, "white knights" and "shark repellants" - all of these
and more can be found in the true-life adventure of the
Bendix-Martin Marietta merger war." The Wall Street Journal said
"Merger brims with tension, authentic-sounding dialogue and
insider detail."
Peter F. Hartz was born in Toronto, Canada, in 1953, and moved to
the U.S. as a child. He holds degrees from Colgate University and
Brown University. He lives in Toluca Lake, California.
*********
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*** End of Transmission ***