/raid1/www/Hosts/bankrupt/TCR_Public/220621.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Tuesday, June 21, 2022, Vol. 26, No. 171
Headlines
4E BRANDS: Trustee Express Skepticism on Toxic Hand Sanitizer Plan
96 WYTHE ACQUISITION: Trustee Taps Togut Segal & Segal as Counsel
ADULT INTERNATIONAL: Files Subchapter V Case Pro Se
ALL IN JETS: Bernstein Faces Probe in Defunct Company's Case
AMERICAN DE ROSA: Seeks to Hire Brouse McDowell as Legal Counsel
ANDREWS REAL: Seeks to Tap Schneider & Stone as Bankruptcy Counsel
ARKANSAS HOUSE: Unsecureds Will Get 6.50% of Claims over 5 Years
ARMSTRONG FLOORING: Unions Ask Court to Deny Managers' Bonus Plan
ATLANTA LIGHT: Committee Gets OK to Tap Baker Donelson as Counsel
ATLANTA LIGHT: Committee Seeks to Hire Tucker Ellis as Lead Counsel
BASA INVESTMENTS: Transfer or Sale of Properties to Fund Plan
BRAZOS ELECTRIC: Court Rejects $770-Mil. Contract Claim Arbitration
CANOPY GROWTH: S&P Downgrades ICR to 'CCC', Outlook Negative
CAREPATH HEALTHCARE: Seeks to Hire Eric A. Liepins as Legal Counsel
CDP HOLDINGS: In Chapter 11 With One Radiology Site Left
COINBASE GLOBAL: Says Customer Funds Safe From Bankruptcy
CORP GROUP: Gets Court Approval for Liquidation Plan
DAKOTA PLAINS: Ex-Exec. Mike Reger Convicted of Securities Fraud
DH PARKER: Case Summary & One Unsecured Creditor
DIOCESE OF CAMDEN: Must Reveal Accused Clergy Names, Says Trustee
ESCADA AMERICA: Committee Taps Kelley Drye & Warren as Counsel
EVERYTHING BLOCKCHAIN: Incurs $1.5-Mil. Net Loss in First Quarter
FRALEG GROUP: Case Summary & Three Unsecured Creditors
GIRARDI & KEESE: Erika Fails to Pay $2.23-Mil. Tax Bill
GIRARDI & KEESE: Jayne Wants to Get Back $1.4M Diamond Earrings
GPS HOSPITALITY: S&P Alters Outlook to Negative, Affirms 'B-' ICR
HEALTHEQUITY INC: S&P Affirms 'BB-' ICR, Outlook Stable
HOLLY POND: Taps Ciardi Ciardi & Astin as Bankruptcy Counsel
HOME EASY LTD: Files Bare-Bones Chapter 11 Petition
HOME PRODUCTS: Taps PPL Acquisition Group as Auctioneer
HOME STRATEGY: Multi-Unit Residential Property Seeks Chapter 11
HONX INC: Future Claimants' Rep Taps O'ConnorWechsler as Counsel
HONX INC: Future Claimants' Rep Taps Young Conaway as Counsel
IRONSTONE PROPERTIES: Board Okays Purchase of Aristotle Shares
JGR GROUP: June 21 Deadline Set for Panel Questionnaires
KISSIMMEE CONDOS: Says It's in Talks on Plan Settlement
LAFORTA - GESTAO: La Muralla Drill Rig Owner Seeks Chapter 11
LATAM AIRLINES: U.S. Court Approves Reorganization Plan
LEGACY EDUCATION: Gets $50K Loan From ABCImpact I
LIFE TIME: S&P Alters Outlook to Positive, Affirms 'CCC+' ICR
LOS POLINES: June 23 Deadline Set for Panel Questionnaires
LOVE BITES: Court Confirms Subchapter V Plan
MD HELICOPTERS: Gets Court Okay to Sell Assets to Lenders
MERCURITY FINTECH: Incurs US$20.75 Million Net Loss in 2021
MERISOL VILLAGES: Seeks to Tap Carl J. Kolb as Litigation Counsel
MOUNT ST. MARY: S&P Affirms 'BB+' LT Rating on Debt Outstanding
MOVIMIENTO PENTECOSTAL: July 20 Hearing on Disclosure and Plan
NEUMEDICINES INC: Sept. 14 Plan Confirmation Hearing Set
NEW MONARCH: Files for Subchapter V Amid $2.4M Arbitration Award
NORTH JAX CONCRETE: Files Bare-Bones Chapter 11 Petition
OU MEDICINE: S&P Lowers 2018B-C Bond Ratings to 'BB-', Outlook Neg.
OUTTA CONTROL: Unsecureds Will Get 5% of Claims in 60 Months
PARETEUM CORP: Gets Interim Nod for $6 Mil. DIP Loan as Sale Nears
PERA DENTAL: Court Waives Appointment of Patient Care Ombudsman
PRITHVI INVESTMENTS: Taps Diamond McCarthy as Bankruptcy Counsel
PULMATRIX INC: Two Proposals Approved at Annual Meeting
PUNYAKAM PLLC: June 30 Hearing on Motion to Appoint PCO
PURDUE PHARMA: Judge Drain Bids Goodbye ss He Retires June 30
PURDUE PHARMA: Judge to Okay Plan to Cut CEO Bonus by $500,000
PURE BIOSCIENCE: Incurs $760K Net Loss in Third Quarter
REVLON INC: Foresees Intercreditor Conflicts in Chapter 11 Case
REVLON INC: Gets Court Approval for $375 Mil. Fresh Cash Financing
REVLON INC: June 23 Deadline Set for Panel Questionnaires
RICCI TRANSPORT: Taps Rey's Tax & Accounting Services as Accountant
ROOF IT BETTER: Fla. Roofing Contractor Files for Chapter 11
S.A. WAGNER: Taps Knox McLaughlin Gornall & Sennett as Counsel
S.A. WAGNER: Taps McGill, Power, Beil & Associates as Accountant
SABINE STORAGE: Unsecureds to Get Share of Distributable Funds
SEADRILL LTD: Director Boesen Resigns After 4 Months
SERVICE ONE: Trustee Seeks to Hire Rosen Systems as Auctioneer
SHENOUDA HANNA: UST Notes of Discrepancy in Plan & Disclosures
SJA WAPITI: Secured Party to Credit Bid at June 27 Auction
STIMWAVE TECH: June 23 Deadline Set for Panel Questionnaires
STREAM TV: Del. Justices Reverse Stockholder Snub in SeeCubic Row
SWAP.COM INC: Thrift Store Files Subchapter V Case
SYMPHONY SOCIETY OF SAN ANTONIO: To File Chapter 7 Bankruptcy
TEN DOLLAR: Amends Unsecured Creditor Memphis Light Claims Pay
THORNHILL BROTHERS: Creditors to Get Proceeds From Liquidation
UDP LABS: Seeks to Hire Goodwin Procter as Litigation Counsel
UNIFIED SECURITY: Unsecureds Will Get 1% of Claims in 60 Months
V2X INC: S&P Assigns 'B+' Issuer Credit Rating, Outlook Stable
W&T OFFSHORE: Appoints Jonathan Curth as Exec VP, General Counsel
WOODBRIDGE GROUP: Liquidation Trustee Announces Cash Distribution
WROE ENTERPRISES: Unsecureds Get 100% Plus 3% Interest in Plan
ZENABIS GLOBAL: Files Petition for Protection Under CCAA
ZENABIS GROUP: Sundial Is Stalking Horse Bidder for Assets
[*] AIRA Announces CIRA Certification Award Winners
[*] AIRA Announces Leadership Transitions and Awards
[*] AIRA Inducts 2022 Class of Distinguished Fellows
[*] Brown Rudnick Ex-CEO Baldiga Returns to Restructuring Practice
[*] Chris Manderson Joins Ervin Cohen's Corporate, Tax Department
[*] Craig Rasile Joins Winston & Strawn's Restructurings Practice
*********
4E BRANDS: Trustee Express Skepticism on Toxic Hand Sanitizer Plan
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James Nani of Bloomberg Law reports that the Department of
Justice's bankruptcy watchdog told a Texas bankruptcy court that 4E
Brands Northamerica LLC's proposal to destroy and repurpose its
tainted hand sanitizer lacks transparency over costs and needs a
guarantee that its parent company will cover its share.
While 4E's plan to destroy the toxic hand sanitizer has a budgeted
cost of $600,000, the company has failed to give the total cost of
destruction and hasn’t disclosed any competing quotes, the US
Trustee told the U.S. Bankruptcy Court for the Southern District of
Texas on Tuesday, June 14, 2022.
About 4E Brands North America
4E Brands North America manufactured personal care and hygiene
products. Its brand name products include Blumen Hand Sanitizer,
Assured Hand Sanitizer, and various other hand sanitizers and hand
soaps. It is no longer operating.
4E Brands North America sought Chapter 11 bankruptcy protection
(Bankr. S.D. Tex. Case No. 22-50009) on Feb. 22, 2022. In the
petition filed by David Dunn as chief restructuring officer, 4E
Brands North America estimated assets up to $50,000 and liabilities
between $10 million and $50 million. The case is handled by
Honorable Judge David R. Jones. Matthew D. Cavenaugh, Esq., of
JACKSON WALKER, is the Debtor's counsel, and STRETTO is the claims
agent.
96 WYTHE ACQUISITION: Trustee Taps Togut Segal & Segal as Counsel
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Stephen Gray, the trustee appointed in the Chapter 11 case of 96
Wythe Acquisition LLC, seeks approval from the U.S. Bankruptcy
Court for the Southern District of New York to employ Togut, Segal
& Segal LLP as legal counsel.
The firm will render these legal services:
(a) assist and advise the trustee with respect to his powers
and duties;
(b) assist in obtaining control over property of the Debtor's
estate;
(c) assist in any sale of property of the estate;
(d) assist in the retention of other professionals needed by
the trustee;
(e) assist in the trustee's investigation regarding the
Debtor's transactions and transfers to third parties;
(f) take all necessary actions to protect and preserve the
interests of the trustee and the estate;
(g) propose and seek confirmation of a Chapter 11 plan, if
appropriate;
(h) review and prosecute objections to claims, as necessary or
appropriate;
(i) prepare on behalf of the Trustee all necessary legal
papers;
(j) appear before this court or any other court on matters
concerning the interests of the trustee and the Debtor's estate;
and
(k) perform such other tasks as requested by the trustee in
the performance of his duties with respect to the Debtor's estate.
The firm's hourly rates are as follows:
Partners $915 - $1,300
Counsel $810 - $990
Associates $320 - $830
Paralegals and Law Clerks $195 - $410
Albert Togut, Esq., a senior member of Togut, Segal & Segal,
disclosed in a court filing that the firm is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code.
The firm can be reached through:
Albert Togut, Esq.
Frank A. Oswald, Esq.
Neil Berger, Esq.
Griffin Quist, Esq.
Togut, Segal & Segal LLP
One Penn Plaza, Suite 3335
New York, NY 10119
Telephone: (212) 594-5000
Email: altogut@TeamTogut.com
frankoswald@teamtogut.com
neilberger@teamtogut.com
gquist@teamtogut.com
About 96 Wythe Acquisition
96 Wythe Acquisition, LLC operates the Williamsburg Hotel, an
eight-story hotel located at 96 Wythe Ave., Brooklyn, N.Y.
96 Wythe Acquisition sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D.N.Y. Case No. 21-22108) on Feb. 23,
2021, disclosing zero assets and $79,990,206 in liabilities. CRO
David Goldwasser signed the petition.
Judge Robert D. Drain oversees the case.
The Debtor tapped Backenroth Frankel & Krinsky, LLP and Mayer
Brown, LLP as bankruptcy counsel, and Fern Flomenhaft, PLLC as
insurance counsel. Getzler Henrich & Associates, LLC and Hilco Real
Estate, LLC serve as the Debtor's financial advisors. B. Riley
Advisory Services is the litigation support consultant.
Stephen Gray was appointed as Chapter 11 trustee. Togut, Segal &
Segal LLP serves as the trustee's legal counsel.
ADULT INTERNATIONAL: Files Subchapter V Case Pro Se
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Adult International, Inc., filed for chapter 11 protection in the
Northern District of Georgia. The Debtor filed as a small business
debtor seeking relief under Subchapter V of Chapter 11 of the
Bankruptcy Code.
The box on the petition marked "Signature of Attorney" is blank.
The petition does not bear the signature of an attorney.
Therefore, it appears that the corporate debtor commenced this case
pro se. In addition, it does not appear the Debtor has filed an
application to employ an attorney.
The Debtor has not paid any filing fees.
Accordingly, the U.S. Trustee has filed a motion to dismiss the
Debtor's Chapter 11 case, noting that pursuant to applicable
bankruptcy and federal law, a corporation, partnership, or
association may not proceed pro se in bankruptcy.
According to court filings, Adult International estimates between 1
and 49 unsecured creditors. The petition states funds will not be
available to unsecured creditors.
A meeting of creditors under 11 U.S.C. Section 341(a) is slated for
July 21, 2022, at 2:00 p.m. Non-government proofs of claim are due
by Aug. 25, 2022.
A status conference will be held on Aug. 1, 2022 at 1:20 p.m. at
Courtroom 1202, Atlanta.
About Adult International
Adult International, Inc., filed a petition for relief under
Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga.
Case No. 22-54549) on June 16, 2022. In the petition filed by Paul
Samuel, as president, the Debtor estimated assets and liabilities
between $500,000 and $1 million each.
Gary Murphey has been appointed as Subchapter V Trustee.
ALL IN JETS: Bernstein Faces Probe in Defunct Company's Case
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Bruce Golding of New York Post reports that the American tourist
accused of inflating the value of a watch stolen from him in Spain
is being investigated by a bankruptcy trustee over $1.6 million in
questionable transfers shortly before his charter-jet company went
bust -- leaving creditors holding the bag for around $5 million
worth of debt, The Post has learned.
Seth Bernstein has been "credibly" accused of funneling $1 million
in federal COVID-19 relief funds to an investment bank he co-owns,
according to the trustee in the bankruptcy case involving his
defunct JetReady company.
"This was among over $1.6 million allegedly transferred on account
of monies loaned by Bernstein in the few months leading up to the
Debtor's bankruptcy filing," lawyers for trustee Yann Geron wrote
late last month.
"This type of activity alone warrants a full investigation of the
Debtor's financial affairs and conduct of its management."
In response, Manhattan federal bankruptcy Judge Michael Wiles
granted a request that allows Geron to slap Bernstein and other
former JetReady "insiders" and associates with subpoenas to produce
records and submit to questioning under oath.
Bernstein — who owns two properties in Florida, including a
five-bedroom waterfront mansion valued at $2.8 million that’s
protected from seizure by the Sunshine State’s homestead law —
made headlines this week after getting mugged while on a European
vacation with his wife and kids.
Bernstein, 46, allegedly told cops that the Hublot watch ripped off
his wrist in Barcelona was worth more than $800,000, but the Swiss
watchmaker put its value at less than $45,000, a police spokeswoman
for the Mossos d'Esquadra in Catalonia said Wednesday.
He hasn't been charged with making a false statement and "it would
be up to an investigating judge to determine whether any further
action should be taken along those lines," the spokeswoman added.
Bernstein has denied providing the police with any false
information, and on Tuesday, June 14, 2022, told The Post that
Spanish authorities were trying to cover themselves because
Barcelona is "ridden with thieves."
JetReady, which was solely owned by Bernstein, filed for bankruptcy
protection in August 2020 and owes 43 creditors a total of nearly
$5.7 million in unsecured debt, according to court papers.
The creditors include the Port Authority of New York and New
Jersey, which submitted a claim for $45,579 in unpaid landing fees,
and the state Department of Transportation and Department of Labor,
which are seeking $183 and $2, respectively.
The DOT said it was owed rental fees at Long Island's Republic
Airport and late charges. The Labor Department declined to comment,
citing "privacy laws."
Under a Chapter 11 reorganization plan that the judge signed off on
in November, the IRS — which is owed $795,532 — "will receive
all of the proceeds" from the $650,000 sale of JetReady to the
Flying Zebra charter company.
Bernstein will personally cough up $120,000 to pay for
administrative expenses, according to the plan.
About a month before JetReady filed for bankruptcy, the company's
former assistant controller filed a False Claims Act suit under
seal in Miami federal court that accused Bernstein and his company
of misusing nearly all of the $1.17 million in taxpayer money it
got from the government’s pandemic-related Paycheck Protection
Program.
Berstein allegedly directed three wire transfers, totaling $1
million, to Bernstein Equity Partners, which was described as an
investment bank he co-owned.
Nearly $27,000 was sent to a company that builds sports fields and
courts for "construction…at Bernstein's home or another location"
and another $25,000 was donated to a fundraising campaign to build
a drive-in theater in Nantucket, Mass., according to court papers.
In addition, a total of around $47,000 was apparently sent to a
psychiatric clinic and $25,000 went to a company owned by a pilot
who was convicted of fraud charges in 2010 and was "purportedly
'owed'…$49,843.00 for unspecified pilot services," the suit
alleged.
"Payment of these invoices, however, was not an authorized use of
PPP funds, i.e., payroll, rent, mortgage interest, or utilities
expenses," according to the suit.
In August 2021, the US Justice Department announced it had settled
the case for $287,055, with Bernstein's former employee, Victoria
Hablitzel, getting $57,411 for blowing the whistle on her ex-boss.
The announcement said that within one day of receiving the PPP
loan, "Bernstein allegedly diverted $98,929 of the funds to pay for
personal, non-company related expenses."
Bernstein declined to discuss the case with The Post earlier this
week, but on Thursday, June 16, 2022, told the Daily Mail that he
did nothing wrong.
"It was an accounting error and it was settled civilly, I was not
charged criminally," he said.
Neither JetReady's lawyers nor Geron and his team returned emails
seeking comment on the bankruptcy case.
About All In Jets
All In Jets, LLC -- https://www.flyjetready.com/ --operating as
JetReady, is a private jet charter operator and aircraft management
company offering flights worldwide with a floating charter fleet of
heavy to midsize jets including Gulfstream GIVSPs, Gulfstream GIVs,
Challenger 601s and Hawker 800 models.
All In Jets, LLC d/b/a Jet Ready, based in New York, NY, filed a
Chapter 11 petition (Bankr. S.D. N.Y. Case No. 20-11831) on Aug. 9,
2020. In the petition signed by Seth Bernstein, member, the Debtor
was estimated to have $500,000 to $1 million in assets and $1
million to $10 million in liabilities. The Hon. Michael E. Wiles
presides over the case. CIARDI CIARDI & ASTIN, serves as
bankruptcy counsel.
AMERICAN DE ROSA: Seeks to Hire Brouse McDowell as Legal Counsel
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American De Rosa Lamparts, LLC and its affiliates seek approval
from the U.S. Bankruptcy Court for the Northern District of Ohio to
employ Brouse McDowell, LPA as their bankruptcy counsel.
Brouse McDowell will render these legal services:
(a) advise the Debtors regarding their powers and duties;
(b) advise the Debtors with respect to all bankruptcy
matters;
(c) prepare legal papers;
(d) represent the Debtors at all hearings on matters relating
to their affairs and interests before this bankruptcy court, any
appellate courts, the U.S. Supreme Court, and protect the Debtors'
interests;
(e) prosecute and defend litigated matters that may arise
during these Chapter 11 cases;
(f) negotiate and seek approval of a sale of some or all of
the Debtors' assets should such be in the best interests of the
Debtors' estates;
(g) negotiate appropriate transactions and prepare any
necessary documentation related thereto;
(h) represent the Debtors on matters relating to the
assumption or rejection of executory contracts and unexpired
leases;
(i) advise the Debtors with respect to corporate, securities,
real estate, litigation, labor, finance, environmental, regulatory,
tax, healthcare and other legal matters which may arise during the
pendency of these Chapter 11 cases; and
(j) perform all other legal services that are necessary for
the efficient and economic administration of these Chapter 11
cases.
As of the petition date, Brouse McDowell holds a retainer balance
of $38,375.48.
The hourly rates of the firm's attorneys are as follows:
Marc B. Merklin $525
Julie K. Zurn $325
Jack D'Andrea $225
Theresa M. Palcic $195
In addition, the firm will seek reimbursement for expenses
incurred.
Marc Merklin, Esq., a shareholder of Brouse McDowell, disclosed in
a court filing that his firm is a "disinterested person" as that
term is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Marc B. Merklin, Esq.
Brouse McDowell, LPA
388 S. Main Street, Suite 500
Akron, OH 44311
Telephone: (330) 535-5711
Email: mmerklin@brouse.com
About American De Rosa Lamparts
American De Rosa Lamparts, LLC -- https://www.luminancebrands.com/
-- doing business as Magnum Asset Acquisition, is a full spectrum
lighting provider that offers comprehensive choices of residential
lighting, commercial lighting and industrial lighting products.
American De Rosa Lamparts and affiliates, Luminance Acquisition,
LLC, SV-ADL Holdings, LLC, ADL International, LLC, and Hallmark
Lighting, LLC, sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Ohio Lead Case No. 22-50654) on June
8, 2022.
In the petition filed by Amit Dixit, as chief financial officer,
American De Rosa estimated assets between $1 million and $10
million and estimated liabilities between $1 million and $10
million.
The cases are assigned to Judge Alan M. Koschik.
Marc Merklin, Esq., at Brouse McDowell, LPA is the Debtors'
counsel.
ANDREWS REAL: Seeks to Tap Schneider & Stone as Bankruptcy Counsel
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Andrews Real Estate Investments, LLC seeks approval from the U.S.
Bankruptcy Court for the Northern District of Illinois to employ
Schneider & Stone to handle its Chapter 11 case.
The hourly rates of the firm's counsel and staff are as follows:
Attorney $375
Paralegal $175
Ben Schneider, Esq., and Matthew Stone, Esq., attorneys at the Law
Offices of Schneider & Stone, disclosed in a court filing that his
firm is a "disinterested person" as that term is defined in Section
101(14) of the Bankruptcy Code.
The firm can be reached through:
Ben Schneider, Esq.
Matthew Stone, Esq.
Schneider & Stone
8424 Skokie Blvd., Suite 200
Skokie, IL 60077
Telephone: (847) 933-0300
Facsimile: (847) 676-2676
Email: ben@windycitylawgroup.com
About Andrews Real Estate Investments
Andrews Real Estate Investments, LLC is the fee simple owner of six
real estate properties valued at $2 million.
Andrews Real Estate Investments filed for bankruptcy protection
under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. N.D.
Ill. Case No. 22-04861) on April 28, 2022, listing total assets of
$2,000,031 and total liabilities of $115,182. Neema T. Varghese
serves as Subchapter V trustee.
Judge David D. Cleary oversees the case.
Ben Schneider, Esq. and Matthew Stone, Esq., at Schneider & Stone
serve as the Debtor's counsel.
ARKANSAS HOUSE: Unsecureds Will Get 6.50% of Claims over 5 Years
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Arkansas House Works, Inc., filed with the U.S. Bankruptcy Court
for the Western District of Arkansas a Plan of Reorganization for
Small Business dated June 14, 2022.
Since June 1, 1998, the Debtor has been in the business of stone
fabrication and installation. The company started out fabricating
and installing laminate counter tops and solid surface counter
tops, while renting a building in Malvern, Arkansas.
Debtor tried working with every creditor when its financial
problems began. However, Citizens Bank was unwilling to work with
Debtor, which necessitated the filing of this bankruptcy case.
While income varies from month to month in Debtor's business, at
the end of the year it expects to make a profit. Debtor has
recently picked up another account, similar to the account of the
Houston company, and is currently projected to start a school
cafeteria for it in mid to late June 2022. The company has already
purchased the materials for this job.
The Plan Proponent's financial projections show that the Debtor
will have projected disposable income of $37,021.80.
This Plan of Reorganization proposes to pay creditors of the Debtor
from future income.
Class 6 consists of Non-priority unsecured creditors. This class
consists of the allowed general unsecured, non-priority claims, in
the approximate amount of $548,712.23 and includes any amounts of
secured claims that exceed the value of the collateral securing the
claim. Debtor estimates that there will be a dividend pool
accumulated over the next 5 years of the Plan in the amount of
$37,021.80. Therefore, unsecured creditors will receive 6.50%
distribution on their claims.
Class 7 consists of Equity Security Holders of the Debtor. Equity
security holders will retain their equity interest in the property
of the estate.
Upon confirmation, Debtor shall be charged with administration of
the case. Nicholas Chaich will continue to perform his current
position as President of Arkansas House Works, Inc., and payments
for the plan will be made from cash flow from this business. Debtor
may maintain bank accounts under the confirmed Plan in the ordinary
course of business. Debtor may also pay ordinary and necessary
expenses of the administration of the Plan in due course.
Debtor will be authorized and empowered to take such actions as are
required to effectuate this Plan. Debtor will file all quarterly
Post-Confirmation Reports as required by the Office of the United
States Trustee. Debtor will also file the necessary final reports
and may apply for a Final Decree after substantial consummation
and/or the completion of the claims analysis and objection process,
and at such a time as Debtor deems appropriate, unless otherwise
required by the Bankruptcy Court. Debtor shall be authorized to
reopen this case to enforce the terms of the Plan, even after the
entry of a Final Decree, including for the purpose of seeking to
hold a party in contempt or to enforce the confirmation or
discharge injunction or to otherwise afford the Debtor relief.
A full-text copy of the Plan of Reorganization dated June 14, 2022,
is available at https://bit.ly/3zIDynD from PacerMonitor.com at no
charge.
Attorney for the Plan Proponent:
Marc Honey, Esq.
Jennifer Wyse, Esq.
Alexandra Honey, Esq.
Honey Law Firm, P.A.
PO Box 1254
Hot Springs, AR 71902
Tel: (501) 321-1007
Email: mhoney@honeylawfirm.com
About Arkansas House Works
Arkansas House Works, Inc. filed a petition under Chapter 11,
Subchapter V of the Bankruptcy Code (Bankr. W.D. Ark. Case No.
22-70114) on Feb. 2, 2022, listing up to $50,000 in assets and up
to $1 million in liabilities. Beverly I. Brister, Esq., serves as
the Subchapter V trustee.
Judge Bianca M. Rucker oversees the case.
Marc Honey, Esq., at Honey Law Firm, P.A. and Thompson &
Associates, PLLC serve as the Debtor's legal counsel and
accountant, respectively.
ARMSTRONG FLOORING: Unions Ask Court to Deny Managers' Bonus Plan
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Lisa Scheid of Lancaster Online reports that Armstrong Flooring
Inc. unions have challenged a plan by the company to pay bonuses to
mid-level managers who stay through the bankruptcy sale process,
saying it is unfair to union members who may lose their contract
and benefits.
In an objection filed Wednesday, June 15, 2022, attorneys for the
United Steelworkers and International Association of Machinists and
Aerospace Workers argued that the bonuses should be denied.
The unions said the bankruptcy court judge should consider the
bonus plan, called Key Employee Retention Plan, in context with
$4.8 million bonuses given to key management days prior to the
bankruptcy filing.
That $4.8 million payout included accelerated payment of 2022's
long-term incentives.
The Steelworkers union represents approximately 262 employees at
its facilities in Lancaster and Jackson, Mississippi, factories.
The IAM represents 17 employees in Lancaster. It also represents
about 1,000 retirees receiving health and receiving life insurance
benefits from Armstrong Flooring.
The union contrasted those management bonus payments with the
"precarious position" of the union workers and retirees who may
lose their jobs and won't receive the same incentive payments to
stay with the company through the sale that management receives.
The union pointed out that while Armstrong Flooring has said it
wants to find a buyer that will keep the company going, it has
recently sought authorization from a Delaware bankruptcy judge to
reject all the collective bargaining agreements and suspend paying
retiree benefits. Armstrong Flooring has said that it needs to end
contracts because no buyer has indicated it would honor them. The
company said if keeping the contracts were required of buyers it
would not be able to close a sale.
"These employees' earned healthcare, retirement, and other benefits
are in question. Likewise, the retirees may lose the health and
life insurance benefits upon which they rely, and, in light of the
way in which this case is proceeding after executives received
their prepetition bonuses, may do so within a matter of days," the
union said in the court filing.
Bids to buy the company's assets are due June 23 with an auction,
if needed, set for June 27, 2022, and a sale hearing planned for
June 29, 2022. Armstrong Flooring has said it can stretch its $24
million in post-bankruptcy financing until July 7, 2022.
The company has notified 606 Lancaster County workers they could
lose their jobs between June 17 and July 1, 2022.
The bonus plan that Armstrong Flooring is seeking judge's approval
is different from the $4.8 million already doled out to upper
management.
On May 31, 2022 Armstrong Flooring Inc. asked a bankruptcy court to
approve a $745,000 retention bonus plan to keep mid-level managers
on board through the sale of the company.
Armstrong Flooring, which filed for Chapter 11 bankruptcy on May 8,
2022, estimated the bonuses to as many as 50 "key personnel" would
be an average of $14,900 per person. The employees covered include
those in product manufacturing and design, shipping and
transportation, product management, marketing, finance, sales,
human resources and customer service
The bonuses would range from 8% to 12% of the annual base level
salary of key people that executives and their consultants
determined were important to assist in the sale and wind-down of
the company.
The union, in its objection to the mid-level bonuses, said
Armstrong Flooring did not identify the intended recipients of the
payments or even their job titles. The unions said the company
failed to give evidence that it would likely lose those employees
who are critical to the sale.
The unions also said that no document explaining the program has
been produced. Further, the union said the company did not
disclose whether those employees "would otherwise be entitled to
other benefits, such as severance or retention payments, and if so
whether such payments will be waived if monies are received under
the proposed bonus program."
A hearing on the matter is set for June 22, 2022 at 2:30 p.m.
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.
ATLANTA LIGHT: Committee Gets OK to Tap Baker Donelson as Counsel
-----------------------------------------------------------------
The official committee of unsecured creditors appointed in the
Chapter 11 case of Atlanta Light Bulbs, Inc. received approval from
the U.S. Bankruptcy Court for the Northern District of Georgia to
employ Baker, Donelson, Bearman, Caldwell & Berkowitz, PC as
co-counsel with Tucker Ellis, LLP.
The firm will render these legal services:
(a) advise the committee on all legal issues as they arise;
(b) represent and advise the committee regarding the terms of
any sales of assets or plans of reorganization or liquidation, and
assist the committee in negotiations with the Debtor and other
parties;
(c) investigate the Debtor's assets and pre-bankruptcy
conduct, as well as the pre-bankruptcy conduct of the Debtor's
officers, directors and holders of equity interests;
(d) analyze the liens, claims and security interests of any of
the Debtor's secured creditors, and where appropriate, raise
challenges on behalf of the committee;
(e) prepare all necessary legal papers;
(f) represent and advise the committee in all proceedings in
this case;
(g) assist and advise the committee in its administration;
and
(h) provide such other services as are customarily provided by
counsel to a creditors' committee.
The hourly rates of the firm's counsel and staff are as follows:
Senior Bankruptcy Shareholders $735
Bankruptcy Associates $360
Paraprofessionals $160 - $270
In addition, the firm will seek reimbursement for expenses
incurred.
Kathleen Furr, Esq., a shareholder of Baker, Donelson, Bearman,
Caldwell & Berkowitz, disclosed in a court filing that her firm is
a "disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.
The firm can be reached through:
Kathleen G. Furr, Esq.
Baker Donelson Bearman Caldwell & Berkowitz, PC
3414 Peachtree Road, N.E.
Atlanta, GA 30326
Telephone: (404) 577-6000
Facsimile: (404) 221-6501
Email: kfurr@bakerdonelson.com
About Atlanta Light Bulbs
Atlanta Light Bulbs, Inc. is a family-owned and operated lighting
company that offers commercial lighting, fixtures, replacement
sockets, ballasts, and LED bulbs.
A group of creditors, including Halco Lighting Technologies, LLC,
Candela Corporation, and Norcross Electric Supply Company filed an
involuntary petition for relief against Atlanta Light Bulbs, Inc.
under Chapter 11 of U.S. Bankruptcy Code (Bankr. N.D. Ga. Case No.
22-52950) on April 15, 2022.
Judge Paul Baisier oversees the case.
On June 8, 2022, the U.S. Trustee appointed an official committee
of unsecured creditors in this Chapter 11 case. Tucker Ellis, LLP
and Baker, Donelson, Bearman, Caldwell & Berkowitz, PC serve as the
committee's legal counsels.
ATLANTA LIGHT: Committee Seeks to Hire Tucker Ellis as Lead Counsel
-------------------------------------------------------------------
The official committee of unsecured creditors appointed in the
Chapter 11 case of Atlanta Light Bulbs, Inc. seeks approval from
the U.S. Bankruptcy Court for the Northern District of Georgia to
employ Tucker Ellis, LLP as its lead counsel.
The firm will render these legal services:
(a) advise the committee on all legal issues as they arise;
(b) represent and advise the committee regarding the terms of
any sales of assets or plans of reorganization or liquidation, and
assist the committee in negotiations with the Debtor and other
parties;
(c) investigate the Debtor's assets and pre-bankruptcy
conduct, as well as the pre-bankruptcy conduct of the Debtor's
officers, directors and holders of equity interests;
(d) analyze the liens, claims and security interests of any of
the Debtor's secured creditors, and where appropriate, raise
challenges on behalf of the committee;
(e) prepare all necessary legal papers;
(f) represent and advise the committee in all proceedings in
this case;
(g) assist and advise the committee in its administration;
and
(h) provide such other services as are customarily provided by
counsel to a creditors' committee.
The hourly rates of the firm's counsel and staff are as follows:
Senior Partners $870
Associates $330
Legal Assistants $85 - $230
In addition, the firm will seek reimbursement for expenses
incurred.
Jason Torf, Esq., an attorney at Tucker Ellis, disclosed in a court
filing that his firm is a "disinterested person" as that term is
defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Jason M. Torf, Esq.
Brian J. Jackiw, Esq.
Tucker Ellis LLP
233 S. Wacker Dr., Suite 6950
Chicago, IL 60606
Telephone: (312) 256-9432
Email: Jason.Torf@Tuckerellis.com
Brian.jackiw@tuckerellis.com
About Atlanta Light Bulbs
Atlanta Light Bulbs, Inc. is a family-owned and operated lighting
company that offers commercial lighting, fixtures, replacement
sockets, ballasts, and LED bulbs.
A group of creditors, including Halco Lighting Technologies, LLC,
Candela Corporation, and Norcross Electric Supply Company filed an
involuntary petition for relief against Atlanta Light Bulbs, Inc.
under Chapter 11 of U.S. Bankruptcy Code (Bankr. N.D. Ga. Case No.
22-52950) on April 15, 2022.
Judge Paul Baisier oversees the case.
On June 8, 2022, the U.S. Trustee appointed an official committee
of unsecured creditors in this Chapter 11 case. Tucker Ellis, LLP
and Baker, Donelson, Bearman, Caldwell & Berkowitz, PC serve as the
committee's legal counsels.
BASA INVESTMENTS: Transfer or Sale of Properties to Fund Plan
-------------------------------------------------------------
Basa Investments, LLC, Shepherd Realty Investments, Inc. and Damaca
Investments, LLC submitted a Joint Third Amended Subchapter V Plan
of Reorganization dated June 14, 2022.
The Debtors intend to fund their respective reorganizations and
repayments to creditors from revenues the Debtors project to
generate from the sale or transfer of the Debtors' properties to
the extent necessary after the adjudication of the Debtors' claims
objections. The Debtor has filed objections to claims and intends
to pay all allowed claims in full.
The Debtor's main creditor in this case is Amy Stanley. The Debtors
and Ms. Stanley have been involved in protracted litigation
concerning funds that she claims are loans or investments in either
the Debtors themselves or properties acquired by the Debtors. Ms.
Stanley has filed a proof of claim for $2,604,122.92 as a secured
claim in each of the Debtor's respective cases. The Debtors dispute
that Ms. Stanley is a creditor, secured or unsecured, for the sums
utilized by the Debtors because the Debtors, through their
principal, Ariel Banegas, claim that funds Ms. Stanley either
transferred or utilized by the Debtors either directly or
indirectly were intended by Ms. Stanley and Mr. Banegas to be a
gift to Mr. Banegas.
Accordingly, the Plan is created to address two scenarios. The
first scenario contemplates a disallowance of any claim in favor of
Ms. Stanley. The second scenario contemplates the allowance of a
claim in favor of Ms. Stanley for the amount of transfers made
directly or indirectly to Mr. Banegas for transfers to or for the
respective Debtors' behalf. The Debtors acknowledge that this sum
is $913,987.00.
Damaca intends to sell its interests in the 5329 W. Atlantic Ave.
Property and the 2324 S. Congress Property without regard to
whether Ms. Stanley has an allowed claim. The Debtors believe that
the fair market value of the 5329 W. Atlantic Ave. Property is at
least $380,000 and the fair market value of the 2324 S. Congress
Property is at least $125,000.00. The Debtors believe that the net
proceeds from the sale will be sufficient to pay all allowed
administrative expense, priority and secured and unsecured claims
in full the event that Ms. Stanley does not have an allowed claim.
In the event, Ms. Stanley is determined to have an allowed claim,
the Debtor intends to pay all other creditors with allowed claims
in full from the sale of the 5329 W. Atlantic Ave Property and the
2324 S. Congress Property and the transfer of sufficient property
value to Ms. Stanley to satisfy her claim, if any, subject to any
liens, claims or interests so long as the net value equals the
amount of Ms. Stanley's claim, if any, which the Debtor estimates
will be $913,987.00. The Debtor intends to transfer the following
properties to Ms. Stanley: the 828 Burch Drive Property, the 1342
9th Ave Property and the 944 Market Street Property.
In this case, the Debtors intend to pay creditors in full from
either the sale or transfer of real property owned by the Debtors.
As set forth on the liquidation analysis, the Debtors believe there
will be sufficient funds to satisfy the claims of all creditors
holding allowed claims.
"Effective Date" shall mean the first day of the first calendar
quarter following the sale of the 5329 W. Atlantic Property and the
2324 S. Congress Property.
Class 19 consists of Unsecured Creditors. The Debtor intends to pay
all allowed non-priority, unsecured claims in full. The Debtor
intends to sell the 5329 W. Atlantic Ave. Property and the 2324 S.
Congress Property. In the event that the Court determines that Amy
Stanley is not the holder of an allowed claim, the Debtor believes
that the proceeds from the sale of the 5329 W. Atlantic Avenue
Property and the 2324 S. Congress Property will be sufficient to
allow holders of allowed unsecured claims to be paid in full.
In the event the Court determines, that Amy Stanley is entitled to
an allowed claim for the funds utilized by the Debtors with the
respect to the properties, the Debtors will transfer the following
properties to Ms. Stanley subject to any liens claims and interests
in full satisfaction of her claims:
* The 828 Burch Drive Property. The Debtor estimates that the
fair market value of the 828 Burch Drive Property is at least
$364,000.00. There are approximately $ 7,730.00 in liens, for a net
value of ($356,270).
* The 1342 9th Ave Property. The Debtor estimates that the
fair market value of the 1342 9th Ave Property is $245,000. There
are approximately $5,579.61 in liens on the 1342 9 th Ave Property,
for a net value of $239,420.
* The 944 Market Street Property. The Debtor estimates that
the fair market value of the 944 Market Street Property is
$320,000.00. There are approximately $6,446.83 in liens on the
property, for a net value of $313,553.
The Debtors intend to sell the 5329 W. Atlantic Blvd. Property and
the 2324 S. Congress Property to fund the initial distributions to
administrative expenses claims, priority claims, if any, and
allowed unsecured claims. In the event that Amy Stanley is
determined to have an allowed claim, in addition to selling the
5329 W. Atlantic Avenue Property, the Debtor will transfer such
properties as may be necessary to satisfy Amy Stanley's allowed
claim.
The Debtors, as reorganized, will retain and will be revested in
all property of the estate, excepting property which is to be sold
or otherwise disposed of and executory contracts which are rejected
pursuant to this Plan. The retained property shall be used by the
Debtors in the ordinary course of their respective businesses.
A full-text copy of the Third Amended Joint Plan dated June 14,
2022, is available at https://bit.ly/3zRoGmT from PacerMonitor.com
at no charge.
Attorney for Debtors:
Laudy Luna, Esq.
Cuneo, Reyes & Luna, LLC
2655 S. Le jeune Rd., Suite 804
Coral Gables, FL 33134
Tel: (786) 332-6787
Fax: (786) 204-0687
Email: ll@crllawgroup.com
About Basa Investments
Basa Investments, LLC, is the owner of two real properties and a
commercial property in Florida, having a total current value of
$1.07 million. The company is based in Lake Worth, Fla.
Basa Investments sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Fla. Case No. 22-10741) on Jan. 31,
2022, listing $1.07 million in assets and $1.50 million in
liabilities. Ariel Banegas, managing member, signed the
petition.
Judge Erik P. Kimball oversees the case.
Laudy Luna, Esq., at Cuneo, Reyes & Luna, LLC, serves as the
Debtor's legal counsel.
BRAZOS ELECTRIC: Court Rejects $770-Mil. Contract Claim Arbitration
-------------------------------------------------------------------
Dietrich Knauth of Reuters reports that a judge in Texas overseeing
Brazos Electric Power Cooperative Inc.'s bankruptcy rejected a
request by one of its creditors to arbitrate a contract dispute
worth up to $770 million, saying that the proposed arbitration
could derail the power cooperative's restructuring and harm
consumers in rural Texas at a time when energy prices are already
high.
At a Wednesday, June 15, 2022, court hearing in Houston, attorneys
for creditor Sandy Creek Energy Associates LP pushed for Brazos,
the largest power cooperative in Texas, to arbitrate a contract
dispute outside of bankruptcy court.
U.S. Bankruptcy Judge David Jones sided with Brazos, saying that
Sandy Creek's proposal could "drastically change the landscape" of
the bankruptcy and ultimately harm other creditors, including rural
power customers.
"I do not buy the explanation at all that it's going to be
quicker," Jones said.
Brazos filed for bankruptcy after a historic winter storm in 2021
left millions of Texans without power and triggered a $2 billion
fight between Brazos and the state's electric grid operator. The
deadly storm caused energy prices to spike several thousand percent
and has caused several other energy companies to file for
bankruptcy.
Brazos is attempting to mediate its dispute with the Texas power
grid operator before proposing a restructuring plan in court.
Sandy Creek has said Brazos must pay for its decision to terminate
a power purchase contract at a coal-fired power plant co-owned by
both companies.
Brazos agreed to purchase set amounts of power generated by the
coal plant, and arbitration would quickly clarify how much Brazos
owes for backing out of the deal, attorney Ken Pasquale of Paul
Hastings said.
Brazos refuted Sandy Creek's estimate of $640 million to $770
million in damages and said the dispute should remain in bankruptcy
court. Brazos attorney Holland O'Neil of Foley & Lardner argued
the arbitration would put the bankruptcy on hold until at least
February 2023, and could invite other contract partners to make
similar demands.
Jones said he has been "exceptionally possessive" of the bankruptcy
case due to its potential impact on everyday Texans whose energy
bills may go up at a time when gas prices are $5 a gallon.
"They are not represented, they don't have a lawyer," Jones said.
"They are folks who live in small homes and trailers throughout
Texas, who do not even know this case is going on."
The case is In re Brazos Electric Power Cooperative Inc, U.S.
Bankruptcy Court, Southern District of Texas, No. 21-30725.
For Brazos: Lou Strubeck and Nick Hendrix of O'Melveny & Myers;
Jason Boland, Paul Trahan and Steve Peirce of Norton Rose
Fulbright; Lino Mendiola, Michael Boldt and Jim Silliman of
Eversheds Sutherland (US); and Holland O’Neil of Foley & Lardner
For Sandy Creek Energy Associates: Ken Pasquale of Paul Hastings
For ERCOT: Kevin Lippman, Deborah Perry, Jamil Alibhai and Ross
Parker of Munsch Hardt Kopf & Harr
About Brazos Electric Power Cooperative
Brazos Electric Power Cooperative Inc. is a 3,994-megawatt
transmission and generation cooperative which members' service
territory covers 68 counties from the Texas Panhandle to Houston.
It was organized in 1941 and the first cooperative formed in the
Lone Star state with the primary intent of generating and supplying
electrical power. At present, Brazos Electric is the largest
generation and transmission cooperative in the state and is the
wholesale power supplier for its 16 member-owner distribution
cooperatives and one municipal system.
Brazos Electric filed a voluntary petition for relief under Chapter
11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Case No. 21-30725)
on March 1, 2021. At the time of the filing, the Debtor disclosed
assets of between $1 billion and $10 billion and liabilities of the
same range.
Judge David R. Jones oversees the case.
The Debtor tapped Norton Rose Fulbright US, LLP as bankruptcy
counsel, Foley & Lardner LLP and Eversheds Sutherland US LLP as
special counsel, Collet & Associates LLC as investment banker, and
Berkeley Research Group, LLC as financial advisor. Ted B. Lyon &
Associates, The Gallagher Law Firm, West & Associates LLP, Butch
Boyd Law Firm and Boyd Smith Law Firm, PLLC serve as special
litigation counsel. Stretto is the claims and noticing agent.
The U.S. Trustee for Region 7 appointed an official committee of
unsecured creditors in the Debtor's case on March 15, 2021. The
committee is represented by the law firms of Porter Hedges, LLP and
Kramer, Levin, Naftalis & Frankel, LLP. FTI Consulting, Inc. and
Lazard Freres & Co. LLC serve as the committee's financial advisor
and investment banker, respectively.
CANOPY GROWTH: S&P Downgrades ICR to 'CCC', Outlook Negative
------------------------------------------------------------
S&P Global Ratings lowered its issuer credit rating on Smiths
Falls, Ont.-based Canopy Growth Corp. (CGC), a vertically
integrated cannabis company, to ' CCC' from ' B-' and its
issue-level rating on the company's senior secured debt to 'CCC+'
from 'B'. S&P's '2' recovery rating on the senior secured credit
facilities is unchanged.
The negative outlook reflects our view that CGC's operational
underperformance could lead to weakening liquidity over the next 12
months as the company faces refinancing risk for the C$600 million
convertible debt due July 2023.
EBITDA deficits continue reflecting industry headwinds and changing
consumer preference. S&P said, "We forecast CGC's adjusted EBITDA
deficit to be in the C$400 million-C$450 million range in fiscal
2023 compared with about C$545 million EBITDA deficit in the
previous year. In fiscal 2022, CGC generated revenues of about
C$520 million and posted negative EBITDA, significantly
underperforming our expectation. Operational underperformance was
primarily due to changing consumer preference for premium products,
lower production volumes of in-demand products, headwinds from
higher shipping and distribution costs, and continued pricing
pressure from the illicit market. In addition, delays in rolling
out BioSteel (sports nutrition and hydration drinks) throughout the
U.S. also played a significant role in weaker-than-expected
revenue. In response to industry headwinds and shifting customer
demand, CGC underwent significant restructuring in fiscal 2022 that
included inventory write-downs, optimizing of cultivation
efficiencies, and headcount reduction. Although the revenues could
rise modestly with contributions from increased sales of cannabis
in the premium market space as well as expanded BioSteel
distribution in the U.S., we still forecast negative EBITDA in
fiscal 2023, reflecting increased marketing and promotional costs
amid intense competition."
CGC faces increased operational pressures in a fragmented
marketplace, with an uncertain regulatory environment. S&P said,
"CGC operates in the highly competitive cannabis market, which is
still restricted by provincial regulations (in Canada) and
regulatory uncertainty (in the U.S.); in addition, we believe the
cannabis market is nascent and customer preferences are still
evolving, with low brand loyalty. During fiscal 2022, customer
preference for single-strain and higher-potency dried flower
products was a significant hit to CGC because the company did not
have enough inventory to meet demand for these premium and
mainstream products and had to significantly lower its prices on
value products. This change in customer behavior led CGC to
significantly write down its cannabis inventory while undertaking a
restructuring of various cultivation and manufacturing facilities.
Despite buyers moving away from the illicit market, pricing
pressure remains and demand growth from new consumers is very
modest. In addition, we expect lower demand with increased prices
as cannabis companies attempt to pass on inflationary pressures.
Moreover, in the U.S., cannabis or THC (tetrahydrocannabinol) is
illegal at the federal level (so cannot cross state borders),
therefore limiting the company's ability to expand into the U.S.
market with cannabis-derived THC products on a national scale."
Refinancing risks are elevated for the July 2023 maturity. The
company ended fiscal 2022 with a total cash balance (including
short-term investments) of about C$1.4 billion, down from C$2.3
billion in fiscal 2021. The US$750 million term loan requires CGC
to maintain minimum liquidity of US$200 million at the end of each
quarter. S&P said, "As in fiscal 2022, we forecast that CGC will
have a material EBITDA deficit in fiscal 2023, and for its
liquidity to be only just sufficient to fund cash flow deficits
through March 2023. Notably, however, we estimate that internal
sources of liquidity will be insufficient to service debt repayment
and other expected uses beyond the next 12 months, without CGC
completing a refinancing, receiving a meaningful maturity
extension, or executing a strategic alternative such as an asset
sale. Consequently, we expect an increased refinancing/repayment
risk on the outstanding convertible notes of C$600 million (C$200
million owned by CBI), which would mature on July 15, 2023."
S&P said, "We have reassessed the potential for credit support from
CBI as neutral. We have reassessed the support to CGC as
"non-strategic" and, as a result, CGC does not receive any credit
enhancement on its stand-alone credit profile. Although CBI
provides some operational support to CGC's distribution and retail
operations, and access to its distribution network, we do not
believe CBI will continue to invest a material amount of additional
capital (such as providing extraordinary support) in CGC's
business. Key factors underlying this assessment are continued
underperformance in the Canadian cannabis operations, which is
driving large cash flow deficits; higher debt levels; and continued
uncertainty in U.S. regulations at the federal level, which we
expect could be delayed. In addition, the convertibles and warrants
CBI holds are significantly undervalued and unlikely to be
exercised by CBI thereby limiting any capital infusion to CGC.
"The negative outlook reflects the increasing risk that CGC will
face a liquidity shortfall due to its upcoming debt maturity (C$600
million due July 2023) and our projection for significant negative
cash flow. Therefore, absent a successful near-term refinancing or
maturity extension, we believe there is a high likelihood of a debt
restructuring transaction or conventional default.
"We could downgrade CGC if it is unable to demonstrate credible
plans for refinancing its upcoming C$600 million convertible senior
notes at least six months before the maturity date or the company
announces an exchange or restructuring that we deem tantamount to a
default.
"We could revise our outlook on CGC to stable if the company
addresses the maturity of its convertible notes and we believe its
operating prospects and liquidity sources, including its cash
position, availability under its credit facility, and future cash
flow generation prospects, would be sufficient to support
operations."
ESG credit indicators: E-2, S-3, G-2
S&P said, "Social factors are a moderately negative consideration
in our credit rating analysis of Canopy Growth Corp. The cannabis
industry faces significant regulatory and social risks. In Canada,
companies need to follow both federal and provincial regulations as
well as Health Canada regulations when manufacturing and selling
cannabis. In the U.S., regulations from the U.S. Food and Drug
Administration and regulatory delays in some states also hinder the
growth of the cannabis market. In addition, customer preference may
move away from current products."
CAREPATH HEALTHCARE: Seeks to Hire Eric A. Liepins as Legal Counsel
-------------------------------------------------------------------
Carepath Healthcare System, LLP seeks approval from the U.S.
Bankruptcy Court for the District of Delaware to employ Eric A.
Liepins, PC as its bankruptcy counsel.
The Debtor requires the assistance of a counsel for the purpose of
orderly liquidating the assets, reorganizing the claims of the
estate, and determining the validity of claims asserted in the
estate.
The hourly rates of the firm's counsel and staff are as follows:
Eric A. Liepins $275
Paralegals and Legal Assistants $30 - $50
In addition, the firm will seek reimbursement for expenses
incurred.
The firm has been paid a retainer of $2,500.
Mr. Liepins, the sole shareholder of the firm, disclosed in a court
filing that the firm is a "disinterested person" as that term is
defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Eric A. Liepins, Esq.
Eric A. Liepins, PC
12770 Coit Road, Suite 850
Dallas, TX 75251
Telephone: (972) 991-5591
Facsimile: (972) 991-5788
Email: eric@ealpc.com
About Carepath Healthcare System
Carepath Healthcare System, LLP owns two real properties located in
Frankston and Arlington, Texas, having a total current value of
$1.9 million.
Carepath Healthcare System filed a petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. N.D. Tex. Case No.
22-41333) on June 10, 2022. In the petition signed by Daniel
Ezeukwu, managing member, the Debtor listed $2,028,113 in total
assets and $2,700,673 in total liabilities.
Judge Edward L. Morris oversees the case.
Eric A. Liepins, PC serves as the Debtor's counsel.
CDP HOLDINGS: In Chapter 11 With One Radiology Site Left
--------------------------------------------------------
CDP Holdings Group, LLC, and its affiliates, which owned radiology
sites in the state of New York, have sought bankruptcy protection
in New York.
CDP Holdings Group, LLC, and affiliate Neighborhood Radiology
Management Services, LLC are what is commonly referred to in the
diagnostic imaging industry as management service organizations or
"MSOs" in that they historically provided administrative and
operational non-medical services at various diagnostic imaging
locations.
A number of locations that CDP and NRMS previously operated have
recently closed and/or been sold and at present, there remains one
location currently operating in Forest Hills, New York. NRS PC,
which is owned by D. Matthew Diament, is a radiology practice
through which Dr. Diament provides medical services at the Forest
Hills site.
In 2014, CDP purchased two radiology sites, one in Hewlett and
another in Elmont, NY. In 2015, NRMS Management, as the MSO,
opened a third site on Metropolitan Avenue in Forest Hills, Queens,
and in January and December of 2017, the assets of a fourth and
fifth operation in Astoria and another in Forest Hills, Queens were
added to the enterprise. In 2019, the Debtors commenced build-out
on a new, state of the art, facility in Sunnyside, Queens. During
this same time, growth required additional hiring and at its peak,
the Debtors collectively employed 160 employees. The Debtors
acquired $8 million in new debt to meet the needs of its rapidly
growing enterprise.
Just as the Debtors began to see the light of the end of the
tunnel, the Covid-19 pandemic hit. Construction at Sunnyside was
halted, significant portions of the staff were furloughed, and the
Debtor suffered a decline in revenue of approximately 80%. As the
summer of 2020 approached, the Debtor was forced to permanently
shutter its Elmont location as well as one of its two sites in
Forest Hills.
Like most small businesses during the pandemic -- the Debtors were
in survival mode. Significant efforts were employed to sell
unprofitable sites but buyers were few and far between. The Debtor
closed on the sale of its Astoria location for a mere $215,000 in
cash plus additional consideration. The Debtor also made the very
difficult decision not to open its new site in Sunnyside. When no
buyer materialized for the Sunnyside location, a deal was
ultimately struck with the landlord for $500,000 in exchange for
the consensual termination of the lease and the proceeds were
remitted to the construction lender who was owed nearly $2 million.
In early June, the Debtors made the difficult decision to close
their Hewlett location and possession of the premises was
surrendered to the landlord on June 6, 2022.
The Debtor's remaining location in Forest Hills continues to
struggle every day. It now must carry debt which was accumulated
by an enterprise more than three times its size which is obviously
impossible.
The Debtors continue to search for a solution for its remaining
site. While a sale is still a possibility, the potential of a
strategic transaction with a complimentary business is also being
explored. Specifically, if the Forest Hills facility and practice
was converted to a multi-specialty facility, its potential for
expanded revenues is substantially increased. Such a conversion
will take time to accomplish and likely will require a local
strategic partner.
The Debtors require the protection of the Bankruptcy Code in order
to help sustain and protect their operations until such time as a
sale or restructuring can be accomplished. Both of these options
are being pursued on a dual track and the Debtors are committed to
finding a solution which will benefit their estates, their
respective creditors, and the communities that they serve.
About CDP Holdings Group
CDP Holdings Group, LLC, and affiliate Neighborhood Radiology
Management Services, LLC are management service organizations or
"MSOs" that provide administrative and operational non-medical
services at various diagnostic imaging locations.
CDP Holdings Group and its affiliates sought protection under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D.N.Y. Lead Case
No. 22-41392) on June 16, 2022.
In the petition filed by Daniel DiPeitro, as sole member, CP
Holdings estimated assets between $1 million and $10 million. The
petition states funds will be available to Unsecured Creditors.
Dawn Kirby, of Kirby Aisner & Curley LLP, is the Debtors' counsel.
COINBASE GLOBAL: Says Customer Funds Safe From Bankruptcy
---------------------------------------------------------
Silicon Canals reports that last May 2022, cryptocurrency exchange
Coinbase disclosed its first net loss of $430 million in its Q1
2022 report. As per the report, Coinbase revealed that its revenue
dropped 27 per cent to $1.17 billion, down from $1.6 billion in Q1
2021.
Owing to the poor Q1 performance, the price of Coinbase's junk
bonds also tanked, giving rise to the fear of the company going
bankrupt. This led to concern among people who hold crypto assets
on Coinbase.
To allay these fears, Coinbase's Chief Legal Officer Paul Grewal
clarified the situation in a blog post. He started off the blog by
assuring customers that their funds are safe within the exchange.
"Even though customer assets have always been protected, we know
this was scary -- especially in a down market," says Mr. Grewal.
According to Mr. Grewal, Coinbase protects customers' funds both
legally and physically. He also noted that the exchange has
updated its Retail User Agreement to extend bankruptcy protections
of institutional clients to retail investors.
"We believe that digital assets in our custody have always been
Article 8 financial assets, but have clarified this so that there
will not be any doubt," he says.
Grewal also said that the firm does not lend or take any action,
including lending and trading, with its customers' assets unless
they specifically give instructions to do so.
"Coinbase always holds customer assets 1:1. This means that funds
are available to our customers 24 hours a day, 7 days a week, 365
days of the year," he clarifies.
"We hope that the clarifications above provide you -- our customer
-- with confidence and clarity. We apologize for the confusion
around the disclosure. Even though it was in response to
guidelines applicable to any publicly traded crypto custodian from
an important regulator, it caused unnecessary uncertainty and
anxiety. The crypto space is a dynamic one, and we will always seek
to use the best structures to ensure that our clients' assets are
managed in the safest way possible," mentions Grewal in the blog
post.
18% of Workforce Let Go
Coinbase also announced that it will lay off 18 per cent of its
workforce owing to economic conditions and rapid expansions.
"We appear to be entering a recession after a 10+ year economic
boom. As we operate in this highly uncertain period in the world,
we want to ensure we can successfully navigate a prolonged
downturn," says Brian Armstrong, CEO and co-founder.
"Our team has grown very quickly (>4x in the past 18 months) and
our employee costs are too high to effectively manage this
uncertain market. The actions we are taking today will allow us to
more confidently manage through this period even if it is severely
prolonged," he adds.
According to Armstrong, the company has exceeded the limit of
employee integration.
"We have seen ourselves slow down considerably due to coordination
headwinds, and difficulty fully integrating new team members," he
says.
About Coinbase Global
Founded in 2012, Coinbase Global Inc. is an American company that
operates a cryptocurrency exchange platform, with its principal
place of business located in San Francisco, California. The
Company operates globally and is a leading provider of end-to-end
financial infrastructure and technology for the cryptoeconomy. The
Company offers retail users the primary financial account for the
cryptoeconomy, institutions a state of the art marketplace with a
deep pool of liquidity for transacting in crypto assets, and
ecosystem partners technology and services that enable them to
build crypto-based applications and securely accept crypto assets
as payment.
The Company is a remote-first company -- accordingly, the Company
does not maintain a headquarters.
On April 14, 2021, the Company completed the direct listing of its
Class A common stock on the Nasdaq Global Select Market.
* * *
In its Form 10-Q in May 2022, the Company reported a net loss of
$429.7 million on $1.165 billion of revenue for the quarter ended
March 31, 2022, compared with net profit of $771.5 million on
$1.597 billion of revenue for the same period in 2021.
On June 14, 2022, Coinbase Global announced a restructuring plan to
manage its operating expenses in response to current market
conditions and ongoing business prioritization efforts. The Plan
involves a reduction of the Company's workforce by approximately
1,100 employees, representing approximately 18% of the Company's
global workforce as of June 10, 2022. Following the layoffs, the
Company expects to have 5,000 total employees as of the end of its
current fiscal quarter on June 30, 2022.
CORP GROUP: Gets Court Approval for Liquidation Plan
----------------------------------------------------
Daniel Gill of Bloomberg Law reports that Corp Group Banking SA, a
Chilean financial holding company controlled by billionaire Alvaro
Saieh, won court approval of its Chapter 11 liquidation plan,
calling for its affiliates and Saieh to pay up to $30 million to
partially pay back creditors.
The bankrupt company, a subsidiary of Chilean conglomerate
CorpGroup, will pay unsecured creditors 9% of their $1.3 billion in
claims, according to the plan approved at a hearing Wednesday, June
15, 2022, by Judge J. Kate Stickles of the US Bankruptcy Court for
the District of Delaware.
About Corp Group Banking S.A.
Corp Group Banking SA, a Chilean financial holding company
controlled by billionaire Alvaro Saieh, and Inversiones CG
Financial Chile Dos SpA filed voluntary petitions for relief under
Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No.
21-10969) on June 25, 2021. At the time of the filing, Corp Group
Banking disclosed $500 million to $1 billion in assets and $1
billion to $10 billion in liabilities.
Judge J. Kate Stickles oversees the cases.
The Debtors tapped Simpson Thacher & Bartlett, LLP and Young
Conaway Stargatt & Taylor, LLP as legal counsel. Prime Clerk, LLC
is the Debtors' claims and noticing agent and administrative
advisor.
The U.S. Trustee for Region 3 appointed an official committee of
unsecured creditors on July 20, 2021. The committee tapped Morgan,
Lewis & Bockius, LLP as lead bankruptcy counsel, Robinson & Cole
LLP as Delaware counsel, and NLD Abogados as special Chilean
counsel. FTI Consulting, Inc., serves as the committee's financial
advisor.
DAKOTA PLAINS: Ex-Exec. Mike Reger Convicted of Securities Fraud
----------------------------------------------------------------
The Intelligencer reports a former oil industry executive from
Minnesota who co-founded a facility that loaded crude from the
North Dakota oil patch onto rail cars has been convicted in a stock
manipulation scheme.
A federal jury in New York on Tuesday, June 14, 2022, found Michael
Reger guilty of securities fraud, wrapping up a shareholder lawsuit
filed five years ago against Reger and Ryan Gilbertson, the other
former co-owner of Wayzata-based Dakota Plains Holdings. Reger was
acquitted of insider trading.
The suit alleges that Reger and Gilbertson intentionally
manipulated the price of Dakota Plains stock in its first 20 days
of trading. Gilbertson was convicted in 2018 and sentenced to 12
years in prison for wire fraud, securities fraud and conspiracy to
commit securities fraud.
A federal judge earlier this month preliminarily approved a $14
million settlement between Dakota Plains shareholders and several
other directors and executives of the now-defunct company.
Gilbertson agreed to testify against Reger as part of his
settlement but he doesn't have to pay damages, the Star Tribune
reported.
Reger said he "declined to settle because I believe I did not do
anything wrong and did not harm the company's shareholders. In
fact, my family was the largest shareholder in the company even
when it filed for bankruptcy."
U.S. District Court Judge Jed Rakoff will decide on any damages
Reger must pay to shareholders. A third defendant in the case,
Douglas Hoskins, was sentenced in 2018 for two years in prison for
his role in the scheme.
About Dakota Plains Holdings
Dakota Plains Holdings, Inc. (NYSE MKT: DAKP) --
http://www.dakotaplains.com/-- is an energy company operating the
Pioneer Terminal transloading facility. The Pioneer Terminal is
centrally located in Mountrail County, North Dakota, for Bakken and
Three Forks related Energy & Production activity.
Dakota Plains Holding and six of its wholly owned subsidiaries
filed voluntary Chapter 11 petitions (Bankr. D. Minn. Lead Case No.
16-43711) on Dec. 20, 2016, initiating a process intended to
preserve value and accommodate an eventual going-concern sale of
Dakota Plains' business operations. The petitions were signed by
Marty Beskow, CFO. The cases are assigned to Judge Michael E.
Ridgway.
At the time of the filing, Dakota Plains Holdings disclosed $3.08
million in assets and $75.38 million in liabilities.
Baker & Hostetler LLP serves as legal counsel to the Debtors, while
Ravich Meyer Kirkman McGrath Nauman & Tansey, A Professional
Association, serves as co-counsel. Canaccord Genuity Inc. acts as
the Debtors' financial advisor and investment banker, Carlson
Advisors as accountant, James Thornton as special purpose counsel.
The U.S. Trustee did not appoint an official unsecured creditors
committee.
DH PARKER: Case Summary & One Unsecured Creditor
------------------------------------------------
Debtor: DH Parker Properties, LLC
5823 SE Johnson Creek Blvd.
Portland, OR 97206
Business Description: DH Parker Properties is a Single Asset Real
Estate (as defined in 11 U.S.C. Section
101(51B)).
Chapter 11 Petition Date: June 17, 2022
Court: United States Bankruptcy Court
District of Oregon
Case No.: 22-30979
Debtor's Counsel: Nicholas J. Henderson, Esq.
MOTSCHENBACHER & BLATTNER, LLP
117 SW Taylor St., Suite 300
Portland, OR 97204
Tel: (503) 417-0500
Fax: (503) 417-0501
E-mail: nhenderson@portlaw.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $500,000 to $1 million
The petition was signed by Dale Parker as member.
The Debtor listed Clackamas County Tax Assessor as its only
unsecured creditor holding an unknown amount of claim.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/ALDYM6Y/DH_Parker_Properties_LLC__orbke-22-30979__0001.0.pdf?mcid=tGE4TAMA
DIOCESE OF CAMDEN: Must Reveal Accused Clergy Names, Says Trustee
-----------------------------------------------------------------
James Nani of Bloomberg Law reports that the Department of
Justice's bankruptcy watchdog told a New Jersey bankruptcy court
that the Diocese of Camden in New Jersey and its insurers should be
forced to unseal the names of priests accused of sexual abuse.
The Camden Diocese hasn't shown why the bankruptcy court should
reconsider its decision to require the diocese to release
unredacted records about alleged abusers, the US Trustee told the
court Tuesday, June 14, 2022.
"For some reason, it appears that the debtor continues to fight
against the dissemination of any documents involving information
about the abusers," the Trustee said.
About The Diocese of Camden, NJ
The Diocese of Camden, New Jersey is a nonprofit religious
corporation organized pursuant to Title 16 of the Revised Statutes
of New Jersey. The Diocese is the secular legal embodiment of the
Roman Catholic Diocese of Camden, a juridic person recognized under
Canon Law.
The Diocese of Camden sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D.N.J. Case No. 20-21257) on Oct. 1, 2020.
The petition was signed by Reverend Robert E. Hughes, vicar General
and vice president. At the time of the filing, the Debtor had
total assets of $53,575,365 and liabilities of $25,727,209. Judge
Jerrold N. Poslusny Jr. oversees the case. McManimon, Scotland &
Baumann, LLC, is the Debtor's legal counsel.
ESCADA AMERICA: Committee Taps Kelley Drye & Warren as Counsel
--------------------------------------------------------------
The official committee of unsecured creditors appointed in the
Chapter 11 case of Escada America, LLC seeks approval from the U.S.
Bankruptcy Court for the Central District of California to employ
Kelley Drye & Warren, LLP as its bankruptcy counsel.
The firm will render these legal services:
(a) advise the committee regarding its rights, duties and
powers in the case;
(b) assist and advise the committee in its consultations with
the Debtor in connection with the administration of this case;
(c) assist the committee in its investigation of the acts,
conduct, assets, liabilities, and financial condition of the
Debtor;
(d) advise and represent the committee in connection with
matters generally arising in this case;
(e) assist the committee with the evaluation of any sale or
disposition of assets;
(f) assist and advise the committee with respect to the
Debtor's proposed plan of reorganization and corresponding
disclosure statement;
(g) appear before this court, and any other federal or state
court;
(h) assist and advise the committee on any matters which
affect the rights of unsecured creditors;
(i) prepare legal papers; and
(j) perform such other legal services as may be required or
are otherwise deemed to be in the interests of the committee.
The hourly rates of the firm's counsel and staff are as follows:
Partners $690 - $1,370
Special Counsel $455 - $885
Associates $475 - $785
Paraprofessionals $135 - $415
In addition, the firm will seek reimbursement for expenses
incurred.
Robert LeHane, Esq., a member of Kelley Drye & Warren, disclosed in
a court filing that the firm is a "disinterested person" as that
term is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Robert L. LeHane, Esq.
Kelley Drye & Warren LLP
3 World Trade Center
175 Greenwich Street
New York, NY 10007
Telephone: (212) 808-7800
Email: rlehane@kelleydrye.com
About Escada America
Escada America, owns and operates a clothing store in New York,
sought Chapter 11 bankruptcy protection (Bankr. C.D. Cal. Case No.
22-10266) on Jan. 18, 2022. In the petition filed by Kevin Walsh,
director of finance, the Debtor estimated assets and liabilities
between $1 million and $10 million.
The case is handled by the Honorable Judge Sheri Bluebond.
John Patrick M. Fritz, Esq., at Levene, Neale, Bender, Yoo &
Golubchik LLP is the Debtor's counsel.
On May 18, 2022, the U.S. Trustee appointed an official committee
of unsecured creditors in this Chapter 11 case. Kelley Drye &
Warren, LLP serves as the committee's bankruptcy counsel.
EVERYTHING BLOCKCHAIN: Incurs $1.5-Mil. Net Loss in First Quarter
-----------------------------------------------------------------
Everything Blockchain, Inc. filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q disclosing a net loss
of $1.45 million on $255,000 of revenue for the three months ended
April 30, 2022, compared to net income of $767,000 on $1.08 million
of revenue for the three months ended April 30, 2021.
As of April 30, 2022, the Company had $30.35 million in total
assets, $2.17 million in total liabilities, and $28.18 million in
total stockholders' equity.
The Company has had historically negative cash flow and net losses.
Though the year ended January 31, 2022 resulted in positive cash
flow and net income, there are no assurances the Company will
generate a profit or obtain positive cash flow in the future. The
Company has sustained its solvency through the support of its
shareholder Overwatch Partners, Inc. ("Overwatch"), which raise
substantial doubt about its ability to continue as a going
concern.
Management is taking steps to raise additional funds to address its
operating and financial cash requirements to continue operations in
the next twelve months. Management has devoted a significant
amount of time to the raising of capital from additional debt and
equity financing. However, the Company's ability to continue as a
going concern is dependent upon raising additional funds through
debt and equity financing and generating revenue. There are no
assurances the Company will receive the funding or generate the
revenue necessary to fund operations. The financial statements
contain no adjustments for the outcome of this uncertainty.
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1730869/000147793222004364/ebi_10q.htm
About Everything Blockchain
Headquartered in Fleming Island, Florida, Everything Blockchain,
Inc. (fka OBITX, Inc.) is a developer, engineer, and consultant in
the industry of blockchain technologies.
Mitzpe Netofa, Israel-based Elkana Amitai CPA, the Company's
auditor since 2022, issued a "going concern" qualification in its
report dated May 10, 2022, citing that the Company suffered losses
from operations in all years since inception, except for the year
ended Jan. 31, 2022. These and other factors raise substantial
doubt about the Company's ability to continue as a going concern.
FRALEG GROUP: Case Summary & Three Unsecured Creditors
------------------------------------------------------
Debtor: Fraleg Group, Inc.
931 Lincoln Place
Brooklyn, NY 11213
Business Description: Fraleg Group is a Single Asset Real Estate
debtor (as defined in 11 U.S.C. Section
101(51B)). The Debtor is the fee simple
owner of two properties located in East
Orange, New Jersey having a total current
value of $4 million.
Chapter 11 Petition Date: June 17, 2022
Court: United States Bankruptcy Court
Eastern District of New York
Case No.: 22-41410
Judge: Hon. Nancy Hershey Lord
Debtor's Counsel: Avrum J. Rosen, Esq.
LAW OFFICES OF AVRUM J. ROSEN, PLLC
38 New St
Huntington, NY 10743-3327
Tel: 631-423-8527
Fax: 631-423-4536
Email: arosen@ajrlawny.com
Total Assets: $5,400,200
Total Liabilities: $4,826,005
The petition was signed by Andy Alege as president.
A full-text copy of the petition containing, among other items, a
list of the Debtor's three unsecured creditors is available for
free at PacerMonitor.com at:
https://www.pacermonitor.com/view/HINFTRQ/Fraleg_Group_Inc__nyebke-22-41410__0001.0.pdf?mcid=tGE4TAMA
GIRARDI & KEESE: Erika Fails to Pay $2.23-Mil. Tax Bill
-------------------------------------------------------
Kelly Wynne of People.com reports that Erika Girardi says she's
unable to pay her tax bill, which allegedly amounts to more than $2
million. In a new declaration filed in Los Angeles County on
Tuesday, June 14, 2022, and obtained by PEOPLE on Thursday, Erika
claims she's unable to front the $2,226,986 in California state
taxes she allegedly didn't pay in 2019.
The filing states that Erika, 50, received a notice regarding her
tax payments in May 2022.
"I am in the midst of trying to figure out the basis of this tax
bill with the assistance of my business manager, who is also an
accountant," the document reads. "I do not have the ability to pay
the [California Franchise Tax Board] tax bill."
The Real Housewives of Beverly Hills star said she didn't know if
the tax board was "claiming any sort of lien" in reference to her
$750,000 earrings that were centered in her estranged husband Tom
Girardi's 2020 bankruptcy case.
In January, Erika was asked to turn over the diamond earrings,
which were a gift from Tom. The trustee's court filings obtained by
PEOPLE at the time alleged that the earrings were acquired with
funding from a client trust at Tom's law firm, Girardi Keese, and
were written off as a tax expense. As such, the trustee requested
the earrings be returned and sold in order to pay off Tom's
creditors.
In the recent June 14 filing, Erika stated, "I never worked at the
law firm of GK. I never managed the finances of GK. I never had
access to or knew anything about how TG or GK managed any of their
client trust accounts."
"At the time, based on everything I knew, TG and our marital
community had extensive net worth and TG and GK had very high
income. I had no reason to doubt or question the source of funds
used by TG to buy the earrings," she continued. "I never knew or
heard anything from anyone to the effect that any of the gifts that
TG had given me at any time, including the earrings in 2007, were
bought using money that did not belong to TG or that belonged to
someone else."
Erika also outlined her own assets -- primarily her income from the
Real Housewives franchise -- and added a note about her
relationship with Tom, 83.
"During our marriage, I believed that TG and GK were financially
successful, extremely wealthy, and made large amounts of money,"
she stated, adding that Tom and his law firm "handled all of our
marital finances" after they wed and that she had "absolutely no
involvement in or knowledge" of their actions.
The legal drama surrounding Erika and Tom began when she filed for
divorce in November 2020 after 21 years of marriage.
Less than a month later, Erika and Tom were hit with a lawsuit
accusing them of embezzling settlement money from families who lost
loved ones in a 2018 Boeing plane crash. The lawsuit claimed they
used the money to fund their "lavish Beverly Hills lifestyles,"
according to previous court documents obtained by PEOPLE.
Erika has also been accused of conspiring with Tom and using her
"notoriety" to hide assets as a bankruptcy trustee investigates him
and his firm.
Amid the ongoing scandal, Tom was diagnosed with dementia and
Alzheimer's disease and was placed under a temporary
conservatorship in February 2021, which was then made permanent
months later that July. He is currently living in a "skilled
nursing facility," court documents previously revealed.
About Girardi & Keese
Girardi and Keese or Girardi & Keese was a Los Angeles-based law
firm founded in 1965 by lawyers Thomas Girardi and Robert Keese.
It served clients in California in a variety of legal areas. It
was known for representing plaintiffs against major corporations.
An involuntary Chapter 7 petition (Bankr. C.D. Cal. Case No.
20-21022) was filed in December 2020 against GIRARDI KEESE by
alleged creditors Jill O'Callahan, Robert M. Keese, John Abassian,
Erika Saldana, Virginia Antonio, and Kimberly Archie.
The petitioners' attorneys:
Andrew Goodman
Goodman Law Offices, Apc
Tel: 818-802-5044
E-mail: agoodman@andyglaw.com
Elissa D. Miller, a member of the firm SulmeyerKupetz, has been
appointed as Chapter 7 trustee for GIRARDI KEESE. The Chapter 7
trustee can be reached at:
Elissa D. Miller
333 South Grand Ave., Suite 3400
Los Angeles, California 90071-1406
Telephone: (213) 626-2311
Facsimile: (213) 629-4520
E-mail: emiller@sulmeyerlaw.com
An involuntary Chapter 7 petition was also filed against Thomas
Vincent Girardi (Case No. 20-21020) on Dec. 18, 2020. The Chapter 7
trustee can be reached at:
Jason M. Rund
Email: trustee@srlawyers.com
840 Apollo Street, Suite 351
El Segundo, CA 90245
Telephone: (310) 640-1200
GIRARDI & KEESE: Jayne Wants to Get Back $1.4M Diamond Earrings
---------------------------------------------------------------
Ryan Naumann of Radar Online reports that Real Housewives of
Beverly Hills star Erika Jayne wants her diamond earrings back.
The Bravo star's lawyer has argued that the $1.4 million set
rightfully belongs to his client and should not be sold off to pay
her estranged husband's debts.
As RadarOnline.com previously reported, Jayne's ex Tom Girardi was
forced into bankruptcy by his creditors in 2020. In the bankruptcy
of Girardi's law firm, it was revealed there are over $500 million
in claims. The court-appointed trustee took over control of
Girardi's finances and has been attempting to sell off assets to
collect money for creditors.
As part of the case, the trustee demanded Jayne return a pair of
diamond earrings worth $1.4 million. The jewelry was purchased by
the ex-lawyer in 2007 for $750,000.
The suit claimed Girardi used his client's money to buy the
earrings. Jayne initially refused to hand over the earrings but
then eventually agreed to turn them over -- but only for an
appraiser to check them out.
In her new motion, Jayne's attorney said, "the trustee seeks to
recover a marital gift from an innocent spouse solely for the
purpose of recovering the asset in question for the benefit of
other creditors of [Girardi] who never had any right to the funds
in question."
Further, she argued the statute of limitations has run up on the
matter. Her attorney also makes a point that the money Girardi used
to purchase the earrings came from an "express trust."
She said law states "funds held by a debtor under an express trust
for another are not the property of the estate."
Jayne filed a declaration with her motion writing, "I am not and
never have been an attorney. My career during my marriage to Mr.
Girardi was an entertainer."
"During our marriage, I believed [Tom Girardi] and [his firm] were
financially successful, extremely wealthy and made large amounts of
money," she said. Jayne said Girardi purchased her an expensive
pair of diamond earrings in 2004 or 2005 for either her birthday or
wedding anniversary. "This gift had high sentimental value."
She said the set was stolen by burglars. Girardi eventually bought
Jayne another pair -- the pair in question -- to replace the other.
Jayne said she believed her husband had the funds to purchase the
item.
A judge has yet to rule on the matter.
About Girardi & Keese
Girardi and Keese or Girardi & Keese was a Los Angeles-based law
firm founded in 1965 by lawyers Thomas Girardi and Robert Keese.
It served clients in California in a variety of legal areas. It
was known for representing plaintiffs against major corporations.
An involuntary Chapter 7 petition (Bankr. C.D. Cal. Case No.
20-21022) was filed in December 2020 against GIRARDI KEESE by
alleged creditors Jill O'Callahan, Robert M. Keese, John Abassian,
Erika Saldana, Virginia Antonio, and Kimberly Archie.
The petitioners' attorneys:
Andrew Goodman
Goodman Law Offices, Apc
Tel: 818-802-5044
E-mail: agoodman@andyglaw.com
Elissa D. Miller, a member of the firm SulmeyerKupetz, has been
appointed as Chapter 7 trustee for GIRARDI KEESE. The Chapter 7
trustee can be reached at:
Elissa D. Miller
333 South Grand Ave., Suite 3400
Los Angeles, California 90071-1406
Telephone: (213) 626-2311
Facsimile: (213) 629-4520
E-mail: emiller@sulmeyerlaw.com
An involuntary Chapter 7 petition was also filed against Thomas
Vincent Girardi (Case No. 20-21020) on Dec. 18, 2020. The Chapter 7
trustee can be reached at:
Jason M. Rund
Email: trustee@srlawyers.com
840 Apollo Street, Suite 351
El Segundo, CA 90245
Telephone: (310) 640-1200
About Girardi & Keese
Girardi and Keese or Girardi & Keese was a Los Angeles-based law
firm founded in 1965 by lawyers Thomas Girardi and Robert Keese.
It served clients in California in a variety of legal areas. It
was known for representing plaintiffs against major corporations.
An involuntary Chapter 7 petition (Bankr. C.D. Cal. Case No.
20-21022) was filed in December 2020 against GIRARDI KEESE by
alleged creditors Jill O'Callahan, Robert M. Keese, John Abassian,
Erika Saldana, Virginia Antonio, and Kimberly Archie.
The petitioners' attorneys:
Andrew Goodman
Goodman Law Offices, Apc
Tel: 818-802-5044
E-mail: agoodman@andyglaw.com
Elissa D. Miller, a member of the firm SulmeyerKupetz, has been
appointed as Chapter 7 trustee for GIRARDI KEESE. The Chapter 7
trustee can be reached at:
Elissa D. Miller
333 South Grand Ave., Suite 3400
Los Angeles, California 90071-1406
Telephone: (213) 626-2311
Facsimile: (213) 629-4520
E-mail: emiller@sulmeyerlaw.com
An involuntary Chapter 7 petition was also filed against Thomas
Vincent Girardi (Case No. 20-21020) on Dec. 18, 2020. The Chapter 7
trustee can be reached at:
Jason M. Rund
Email: trustee@srlawyers.com
840 Apollo Street, Suite 351
El Segundo, CA 90245
Telephone: (310) 640-1200
GPS HOSPITALITY: S&P Alters Outlook to Negative, Affirms 'B-' ICR
-----------------------------------------------------------------
S&P Global Ratings revised its outlook on U.S. franchise operator
GPS Hospitality Holding Co. LLC to negative from stable and
affirmed its 'B-' issuer credit rating, reflecting its expectations
for negative free operating cash flow and rising leverage amid the
current operating environment.
At the same time, S&P affirmed its 'B-' issue-level rating on the
company's senior unsecured notes.
S&P said, "The negative outlook indicates that we could lower the
rating within the next 12 months if prolonged operating weakness
due to slowing consumer traffic or rising costs further reduce GPS
Hospitality's EBITDA generation and constrain liquidity, which
could cause us to view its capital structure as unsustainable."
Operating performance has weakened due to ongoing inflationary
pressures. GPS Hospitality recently reported negative sales growth
of 4.2% for the first quarter, primarily driven by declining
customer traffic and rising costs that have hindered cash
generation and profitability. S&P Global Ratings-adjusted EBITDA
margins weakened 90 basis points in fiscal 2021, with further
deterioration expected in fiscal 2022 as inflationary pressures
persist amid lingering headwinds. S&P said, "We expect S&P Global
Ratings-adjusted EBITDA margins will weaken further in 2022 toward
the high-10% area from the mid-12% area in 2021. However, GPS will
likely continue to raise prices on menu items, which should allow
it to offset some pressures. In our view, GPS Hospitality's
position as a quick-service restaurant (QSR) operator leaves the
company vulnerable given the highly fragmented industry it operates
in, along with performance trends being highly susceptible to
franchisor initiatives."
S&P said, "We forecast a highly leveraged capital structure and
weak cash flows this year, with improvements expected in 2023. We
expect S&P Global Ratings-adjusted leverage to climb above the 10x
area with negative free operating cash flow (FOCF) in 2022. We
believe higher commodity costs, maintenance and growth capital
expenditures, and technology investments will affect near-term
FOCF. Given the uncertainty around when macroeconomic conditions
will start to normalize, we do not expect operating performance to
improve in the near term, but expect a modest recovery will follow
in 2023. As a result, we anticipate low-single-digit sales growth
in 2022, primarily due to price actions, but believe store traffic
may slow over the next 12 months. We expect the company will need
to utilize its revolver throughout the year as we forecast cash
generation will remain challenged, but expect working capital
pressures to ease. We anticipate GPS will reduce capital
expenditures this year to limit its cash outflows in an
increasingly uncertain operating environment. Still, we believe it
will need to commit capital to delayed remodels and restaurant
development requirements with franchisor.
"We believe GPS Hospitality has sufficient liquidity to withstand
near-term cash burn. GPS Hospitality's liquidity sources include
roughly $24 million of cash on hand and about $70 million of
availability under its revolving credit facility as of March 27,
2022. In our view, the company's current liquidity is sufficient to
fund operations and service its debt obligations over the near
term. GPS is subject to a springing maximum first-lien leverage
covenant of 7.5x on its revolving credit facility that springs when
more than 35% of revolver capacity is used. The company has
sufficient headroom, however our projected declines in EBITDA this
year, combined with anticipated borrowings, will likely reduce
covenant headroom in the coming quarters. GPS has no near-term
maturities, with its revolving credit facility maturing in 2026 and
its senior secured notes maturing in 2028.
"The company's franchisee model increases its susceptibility to
rising input costs, including commodities and wages. Although GPS
Hospitality's position as one of the largest domestic Burger King
franchisees provides scale benefits, including purchasing
commodities through a national purchasing cooperative, we believe
inflationary pressures will remain elevated this year and continue
to hamper results. Higher labor costs due to wage increases and
staffing needs will continue to weigh on results as we do not
expect higher hourly wage rates to drop. While the rest of the QSR
industry is contending with these same challenges, the company's
highly leveraged capital structure limits its financial flexibility
and reduces its cushion to absorb these higher costs. Competition
in the QSR industry remains intense and we believe value will be
increasingly important to consumers. We believe ongoing menu price
increases and reduced promotional activity may hamper its value
perception, particularly among lower-income customers. In our view,
comparable customer traffic will likely be hit by continuing
economic challenges and higher competition throughout 2022.
"The negative outlook reflects the possibility of a downgrade
within the next 12 months if operating performance pressures due to
supply chain issues, rising costs, or declining consumer demand
intensifies or persists longer than we currently anticipate,
challenging the company's ability to improve EBITDA margins and
profitability."
S&P could lower its rating on GPS if:
-- Cost pressures persist and the company's mitigating actions to
improve operating performance are insufficient, leading to weaker
EBITDA and cash flow generation than our current projections; or
-- S&P expects liquidity to weaken due to further deteriorating
performance and believe the company will continually need to rely
on its revolver.
S&P could revise the outlook to stable if:
-- The company significantly improves its operating profits by
successfully navigating rising commodity and labor cost pressures;
and
-- S&P expects the company will generate positive sustainable free
cash flow.
ESG credit indicators: E-2, S-2, G-2
HEALTHEQUITY INC: S&P Affirms 'BB-' ICR, Outlook Stable
-------------------------------------------------------
S&P Global Ratings affirmed all its ratings on HealthEquity Inc., a
Draper, Utah-based manager of tax-advantaged health savings
accounts (HSA) and other consumer-directed benefits, including its
'BB-' issuer credit rating.
S&P said, "The stable outlook reflects our expectation that
HealthEquity will follow conservative financial policies, with
steady growth in new accounts and assets coupled with stabilization
in commuter benefits. This results in leverage declining below 4x
and free operating cash flow (FOCF) to debt above 5% over the next
12 months.
"We see strong deleveraging prospects from HealthEquity's EBITDA
expansion because of market share growth and rising interest rates.
The company's revenue growth accelerated to 6.9% in the
trailing-12-month period ended in April 2022, following a 0.7%
decline in the trailing 12 months ended in October 2021. This
mainly stemmed from the contributions of recent acquisitions
(Further, Fifth Third Bank, and Health Savings Administers),
organic growth of 918,000 accounts in fiscal 2022 alone, and the
cross-selling of bundled products. However, this is partially
offset by downward trends in commuter benefits, which we expect to
remain depressed for the remainder of the year, as well as
investments to support the growth in volume associated with new
accounts. We expect a considerable amount of these investments to
roll off the following year. HealthEquity's market share improved
to 22.5% (as of December 2021) from 19% (as of June 2021) by HSAs
and 20% market share from 16.7% by HSA assets. Additionally,
enhanced rate products with insurance partners continue to gain
traction, supporting better than expected annualized interest rate
yields. Based on the U.S. Federal Reserve's recent 75 basis point
rate (bps) hike and S&P Global economists' estimate of another 50
bps hike later in the year, we believe the company's revenue growth
will accelerate up to 12% in fiscal 2023.
"We also expect HealthEquity's S&P Global Ratings-adjusted EBITDA
margin will expand to the 23%-24% area from 20% in the prior year.
This is underpinned by the roll-off of WageWorks integration
expenses and one-time transaction-related expenses offset by
efficiencies from cross-selling complementary services. As a
result, we expect leverage to decline below 4x in the next 12
months.
"Heightened recession risk is partially mitigated by good
visibility into the company's revenues and earnings stream. While
we do not expect a recession in the next 12 months, our economists
believe the risks have increased to 25%-35%, up from 20%-30%.
Enrollments and contributions to HSAs could drop during a recession
if unemployment increases. However, we believe these risks are
partially offset by higher interest rates, administration of
Consolidated Omnibus Budget Reconciliation Act benefits, and lower
attrition as employers may be less inclined to switch providers.
"HealthEquity's recurring fee per account and expanding custodial
asset base support our expectation for earnings stability. The
service segment earns a fee paid by network partners, employer
clients, and individual members on per-account-per-month basis;
custodial fees, an interest spread on account balances between the
deposit rate from custodial partners and deposit rate payable to
account holders on HSA assets; and interchange fees on transactions
with account-linked cards. The company also benefits from a highly
flexible cost structure considering the elevated staffing
requirements during peak enrollment season.
"HealthEquity's conservative financial policy continues to provide
some downside rating cushion. Its risk management actions and
financial policies support credit metrics we consider appropriate
for the 'BB-' rating. We base this partly on management's public
comments related to its net debt to EBITDA ceiling of 3x. The
company also has strong liquidity, supported by a healthy amount of
cash on its balance sheet, sizable availability under its credit
facilities, and ample headroom under its covenants. Lastly, it has
a track record of issuing equity ahead of transformative
acquisitions such as WageWorks and Further. While HealthEquity may
pursue tuck-in acquisitions, we believe there is limited room in
the rating for a near-term transformative acquisition.
"The stable outlook reflects our expectation that HealthEquity will
follow conservative financial policies, with steady growth in new
accounts and assets coupled with the stabilization in commuter
benefits. This results in leverage declining below 4x and FOCF to
debt above 5% over the next 12 months."
S&P could lower the rating in the next 12 months if:
-- S&P expects HealthEquity to sustain debt to EBITDA above 4x and
FOCF to debt below 5% with limited prospects of improvement. This
could occur if operational challenges such as customer losses or
operational setbacks associated with the integration of
acquisitions meaningfully reduce performance; or
-- It engages in more aggressive financial policies, such as
debt-financed acquisitions or shareholder returns.
S&P believes an upgrade is unlikely over the next 12 months, unless
the company:
-- Significantly increases scale and operating breadth from new
businesses or acquisitions;
-- Maintains conservative financial policies; and
-- Sustains leverage below 3x.
ESG credit indicators: E-2, S-2, G-2
ESG credit factors have no material influence on S&P's rating
analysis of the company.
HOLLY POND: Taps Ciardi Ciardi & Astin as Bankruptcy Counsel
------------------------------------------------------------
Holly Pond Partners, LLC seeks approval from the U.S. Bankruptcy
Court for the Eastern District of Pennsylvania to employ Ciardi
Ciardi & Astin as its bankruptcy counsel.
The firm will render these legal services:
(a) advise the Debtor regarding its powers and duties;
(b) prepare legal papers; and
(c) perform all other necessary legal services for the
Debtor.
The hourly rates of the firm's attorneys and staff are as follows:
Albert A. Ciardi, III $575
Daniel S. Siedman $375
Dorene Torres, Paralegal $160
Daniel Siedman, Esq., an attorney at Ciardi Ciardi & Astin,
disclosed in a court filing that the firm is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code.
The firm can be reached through:
Daniel S. Siedman, Esq.
Ciardi Ciardi & Astin
1905 Spruce Street
Philadelphia, PA 19103
Telephone: (215) 557-3550
Email: dsiedman@ciardilaw.com
About Holly Pond Partners
Holly Pond Partners, LLC, a company in New Hope, Pa., sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Pa.
Case No. 22-11506) on June 9, 2022. In the petition filed by Eric
Kretschman, managing member, the Debtor estimated between $1
million and $10 million in both assets and liabilities.
Judge Magdeline D. Coleman oversees the case.
Daniel S. Siedman, Esq., at Ciardi Ciardi & Astin, is the Debtor's
counsel.
HOME EASY LTD: Files Bare-Bones Chapter 11 Petition
---------------------------------------------------
Home Easy, Ltd., a small business, filed for chapter 11 protection
in Newark, New Jersey, without stating a reason.
On June 16, 2022, the bankruptcy judge entered an order to show
cause why the case should not be dismissed on account of the
Debtor's failure to file the required documents. A hearing is
scheduled for July 12, 2022 at 10:00 AM at SLM - Courtroom 3A,
Newark.
The missing documents include the Summary of Assets and Liabilities
for Non-Individuals, Declaration Under Penalty of Perjury for Non
Individual Debtors, Statement of Financial Affairs For
Non-Individuals, 20 Largest Unsecured Creditors, List of Equity
Security Holders, Statement of Corporate Ownership, Balance Sheet,
Tax Return, Cash Flow Statement, Statement of Operations, and
Schedules A/B,D,E/F,G,H.
The petition states funds will be available to unsecured
creditors.
A meeting of creditors under 11 U.S.C. Section 341(a) is slated for
July 20, 2022, at 10:00 AM at Telephonic. Proofs of claim are due
by Aug. 24, 2022. Government proofs of claim are due by Dec. 12,
2022.
The Chapter 11 Small Business Debtor's exclusive right to file a
plan expires on Dec. 12, 2022.
About Home Easy
Home Easy, Ltd., is a home improvement products manufacturer and
distributor.
Home Easy, Ltd., filed a petition for relief under Chapter 11 of
the Bankruptcy Code (Bankr. D.N.J. Case No. 22-14897) on June 15,
2022. In the petition filed by Wei Xiao, as manager, the Debtor
estimated assets and liabilities between $1 million and $10
million. Ernest G. Ianetti, of the Law Office of Ernest G.
Ianetti, Esq., is the Debtor's counsel.
HOME PRODUCTS: Taps PPL Acquisition Group as Auctioneer
-------------------------------------------------------
Home Products International, Inc. and Home Products
International-North America, Inc. seek approval from the U.S.
Bankruptcy Court for the Northern District of Illinois to employ
PPL Acquisition Group XV, LLC.
The Debtors need an auctioneer to sell their assets through live
auction.
The proceeds from the sale of the machinery and equipment (M&E)
assets at the auction shall be paid as follows: (a) the first
proceeds in an amount equal to initial payment paid by auctioneer
to the Debtors shall be retained by auctioneer; (b) the next
$250,000 in proceeds shall be paid to the auctioneer to cover sale
expenses; (c) the next proceeds shall be paid to the Debtors until
the Debtors have received the guaranteed amount (inclusive of the
initial payment); and (d) all amounts in excess of the sum of the
guaranteed amount plus $250,000 shall be split 85 percent to the
Debtors and 15 percent to the auctioneer.
PPL Acquisition Group will get a 2 percent commission on the gross
proceeds from the sale of the Debtors' intellectual property, if
any.
Alex Mazer, vice president of PPL Acquisition Group, disclosed in a
court filing that the firm is a "disinterested person" as that term
is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Alex Mazer
PPL Acquisition Group XV, LLC
105 Revere Drive, Suite C
Northbrook, IL 60062
Email: alex@pplgroupllc.com
About Home Products International
Home Products International, Inc. --
https://www.homeproductsinternational.com/ -- is an American
manufacturer of storage, home organization and laundry care
products.
Home Products International, Inc., and affiliate Home Products
International North America, Inc. ("HPI-NA") sought protection
under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ill. Lead
Case No. 22-06276) on June 2, 2022.
In the petition filed by James Auker, as chief financial officer,
HPI estimated assets between $10 million and $50 million and
liabilities between $50,000 and $100 million.
Judge Janet S. Baer oversees the cases.
Edward Green, of Foley & Lardner LLP, is the Debtors' counsel.
HOME STRATEGY: Multi-Unit Residential Property Seeks Chapter 11
---------------------------------------------------------------
Home Strategy Inc. filed for chapter 11 protection in Brooklyn, New
York, without stating a reason.
The Debtor disclosed $1.071 million in total assets against
$727,600 in liabilities in its schedules. The Debtor says its
property at 19-31 197th Street, St. Albans, New York 11412, is
worth $999,000. Secured creditor Fay Servicing, LLC, is owed
$550,000.
According to court documents, Home Strategy estimates between 1 and
49 unsecured creditors. The petition states funds will be
available to unsecured creditors.
A meeting of creditors under 11 U.S.C. Section 341(a) is slated for
July 15, 2022, at 10:00 AM at Teleconference - Brooklyn.
About Home Strategy Inc.
Home Strategy Inc. is a Single Asset Real Estate (as defined in 11
U.S.C. Sec. 101(51B)). It owns a multi-unit residential property
located at 119-31 197th Street, St. Albans, NY 1141.
Home Strategy Inc. sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D.N.Y. Case No. 22-41377) on June 15,
2022. In the petition filed by Christopher Humbert, as president,
the Debtor reports estimated assets between $1 million and $10
million and estimated liabilities betwen $500,000 and $1 million.
Dawn Kirby, of Kirby Aisner & Curley LLP, is the Debtor's counsel.
HONX INC: Future Claimants' Rep Taps O'ConnorWechsler as Counsel
----------------------------------------------------------------
Barbara Houser, a retired judge and legal representative for future
asbestos claimants in HONX, Inc.'s Chapter 11 case, seeks approval
from the U.S. Bankruptcy Court for the Southern District of Texas
to employ O'ConnorWechsler, PLLC as local counsel.
The firm will render these legal services:
(a) provide legal advice and services regarding local rules,
practices, general orders, customs, and procedures, including Fifth
Circuit law;
(b) review and comment on proposed drafts of pleadings to be
filed with the bankruptcy court;
(c) appear in bankruptcy court and at any meeting with any
party in interest on behalf of the future claimants'
representative;
(d) perform all services assigned by the future claimants'
representative; and
(e) provide legal services on matters, if any, in which Young
Conaway Stargatt & Taylor, LLP, the future claimants'
representative's bankruptcy counsel, has a conflict.
The hourly rates of the firm's counsel and staff are as follows:
Annie Catmull $400
Other Attorneys $300 - $400
Paralegal $110 - $150
In addition, the firm will seek reimbursement for expenses
incurred.
Annie Catmull, Esq., an attorney at O'ConnorWechsler, disclosed in
a court filing that her firm is a "disinterested person" as that
term is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Annie E. Catmull, Esq.
O'ConnorWechsler PLLC
4400 Post Oak Parkway, Suite 2360
Houston, TX 77027
Telephone: (281) 814-5977
Email: aecatmull@o-w-law.com
About HONX Inc.
HONX Inc. is a subsidiary of Hess Corporation, a publicly-traded
global energy company. HONX is the corporate successor of Hess Oil
Virgin Islands Corporation, which owned and operated an oil
refinery in St. Croix, U.S. Virgin Islands from the beginning of
its construction in 1965 until a non-operating entity with minimal
assets consisting primarily of a 50% ownership in a joint venture
from 1998 to 2016, and post-2016 it has continued its corporate
existence solely to manage its alleged asbestos liabilities related
to the Refinery.
Honx Inc. sought Chapter 11 bankruptcy protection (Bankr. S.D. Tex.
Case No. 22-90035) on Apr. 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.
The Honorable Barbara J. Houser (Ret.) was appointed as the legal
representative for future asbestos claimants in this Chapter 11
case. Young Conaway Stargatt & Taylor, LLP and O'ConnorWechsler,
PLLC serve as her legal counsel and local counsel, respectively.
HONX INC: Future Claimants' Rep Taps Young Conaway as Counsel
-------------------------------------------------------------
Barbara Houser, a retired judge and legal representative for future
asbestos claimants in HONX, Inc.'s Chapter 11 case, seeks approval
from the U.S. Bankruptcy Court for the Southern District of Texas
to employ Young Conaway Stargatt & Taylor, LLP as her legal
counsel.
The firm will render these legal services:
(a) advise the future claimants' representative regarding her
powers and duties;
(b) take any and all actions necessary to protect and maximize
the value of the Debtor's estate for the purpose of making
distributions to future claimants;
(c) appear on behalf of the future claimants' representative
at hearings, proceedings before the bankruptcy court, and meetings
and other proceedings in the Chapter 11 case, as appropriate;
(d) prepare legal papers;
(e) represent and advise the future claimants' representative
with respect to any contested matter, adversary proceeding, lawsuit
or other proceedings; and
(f) perform any other legal services and other support
requested by the future claimants' representative in connection
with this Chapter 11 case.
The hourly rates of the firm's counsel and staff are as follows:
James L. Patton, Jr., Partner $1,590
Robert S. Brady, Partner $1,160
Edwin J. Harron, Partner $1,105
Sharon M. Zieg, Partner $955
Travis G. Buchanan, Partner $720
Joseph M. Mulvihill, Associate $625
Jared W. Kochenash, Associate $500
Roxanne M. Eastes, Associate $500
Casey S. Cathcart, Paralegal $325
Lisa M. Eden, Paralegal $325
In addition, the firm will seek reimbursement for expenses
incurred.
Edwin Harron, Esq., a partner at Young Conaway Stargatt & Taylor,
disclosed in a court filing that his firm is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code.
The firm can be reached through:
Edwin J. Harron, Esq.
Young Conaway Stargatt & Taylor, LLP
Rodney Square
1000 North King Street
Wilmington, DE 19801
Telephone: (302) 571-6600
Fax: (302) 576-3298
Email: eharron@ycst.com
About HONX Inc.
HONX Inc. is a subsidiary of Hess Corporation, a publicly-traded
global energy company. HONX is the corporate successor of Hess Oil
Virgin Islands Corporation, which owned and operated an oil
refinery in St. Croix, U.S. Virgin Islands from the beginning of
its construction in 1965 until a non-operating entity with minimal
assets consisting primarily of a 50% ownership in a joint venture
from 1998 to 2016, and post-2016 it has continued its corporate
existence solely to manage its alleged asbestos liabilities related
to the Refinery.
Honx Inc. sought Chapter 11 bankruptcy protection (Bankr. S.D. Tex.
Case No. 22-90035) on Apr. 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.
The Honorable Barbara J. Houser (Ret.) was appointed as the legal
representative for future asbestos claimants in this Chapter 11
case. Young Conaway Stargatt & Taylor, LLP and O'ConnorWechsler,
PLLC serve as her legal counsel and local counsel, respectively.
IRONSTONE PROPERTIES: Board Okays Purchase of Aristotle Shares
--------------------------------------------------------------
The Ironstone Properties Board of Directors approved on May 9,
2022, the purchase of 5,037 common shares of Aristotle, LLC, a
privately held company at $19.853 per share from the personal
holdings of Ironstone Properties CEO and Board of Directors member
William Hambrecht for a total of $100,000. Chairman of the Board
William Mayer and William Hambrecht abstained from voting. This
transaction was executed on June 9, 2022. The sales price was
determined using a company value of Aristotle at $150 million.
About Ironstone Properties
Ironstone Properties, Inc.'s main assets are investments in
non-marketable securities of TangoMe Inc., and Buoy Health, Inc.,
and marketable securities of Arcimoto Inc. There can be no
assurance that a market will continue to exist for these
investments.
Ironstone Properties reported a net operating loss of $523,401 for
the 12 months ended Dec. 31, 2021, compared to a net operating loss
of $301,658 for the 12 months ended Dec. 31, 2020. As of March 31,
2022, the Company had $5.48 million in total assets, $3.90 million
in total liabilities, and $1.58 million in total stockholders'
equity.
JGR GROUP: June 21 Deadline Set for Panel Questionnaires
--------------------------------------------------------
The United States Trustee is soliciting members for committee of
unsecured creditors in the bankruptcy case of JGR Group, Inc..
If a party wishes to be considered for membership on any official
committee that is appointed, it must complete a questionnaire
available at https://bit.ly/3N6OYo7 and return by email it to --
USTPRegion02.NYECF@usdoj.gov -- at the Office of the United States
Trustee so that it is received no later than 12:00 p.m., on June
21, 2022.
If the U.S. Trustee receives sufficient creditor interest in the
solicitation, it may schedule a meeting or telephone conference for
the purpose of forming a committee.
About JGR Group
JGR Group, Inc. -- https://www.ksrenovation.com/ -- doing business
as KS Renovation Group, is a New York-based construction and
engineering company.
JGR Group sought protection under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. S.D.N.Y. Case No. 22-10710) on June 4, 2022. In the
petition filed by Gennadiy Sandikov, the Debtor estimated assets
and liabilities between $1 million to $10 million. Ilevu Yakubov,
of Jacobs PC, is the Debtor's counsel.
KISSIMMEE CONDOS: Says It's in Talks on Plan Settlement
-------------------------------------------------------
Judge Grace E. Robson has entered an order granting Kissimmee
Condos Partnership, LLC, an extension until by July 19, 2022, of
the deadline to file its Disclosure Statement and Plan of
Reorganization, without prejudice to seeking additional extensions
of time upon a showing of cause.
On April 18, 2022, creditor Darren L. Bradham, filed a motion for
relief from the automatic stay. On April 27, 2022, the Court
entered the agreed order granting the motion of Bradham to
designate the Debtor a single asset real estate entity nunc pro
tunc to Petition Date and determine the case to be a Single Asset
Real Estate Case.
In its emergency request for an extension filed on June 16, 2022,
the Debtor explained that the Debtor, Bradham, and parties in
interest have worked diligently to negotiate a comprehensive
settlement of the issues so as to proceed with a consensual Plan.
The Debtor submits a thirty-day extension to file its Plan should
be sufficient to negotiate a final settlement agreement.
The Debtor submits that under the circumstances of this case,
granting the Debtor an extension of time within which to file its
Plan is reasonable, practical and in the best interests of
creditors and the estate. Reaching a final settlement appears to
be foreseeable. Drafting a Plan which may differ materially
depending upon whether the parties can finalize the comprehensive
settlement would be an unnecessary expenditure of resources if it
is likely unnecessary.
About Kissimmee Condos Partnership
Kissimmee Condos Partnership, LLC is a Florida limited liability
company formed on Dec. 10, 2016, to hold and develop two parcels of
real property in Osceola County, Fla. Pre-petition, the company
developed and initiated the project, which includes the Soho at
Lakeside and Tribeca at Lakeside, which are both residential
townhome developments to be built over several phases.
Kissimmee Condos filed a petition under Chapter 11, Subchapter V of
the Bankruptcy Code (Bankr. M.D. Fla. Case No. 22-00994) on March
21, 2022, listing as much as $10 million in both assets and
liabilities. Robert Altman serves as Subchapter V trustee.
Judge Grace E. Robson oversees the case.
R. Scott Shuker, Esq., at Shuker and Dorris, PA, is the Debtor's
legal counsel.
LAFORTA - GESTAO: La Muralla Drill Rig Owner Seeks Chapter 11
-------------------------------------------------------------
LaForta - Gestao e Investimentos filed for bankruptcy protection,
saying it has no money, no revenue stream, likely over $1 billion
in secured debt, and an uncertain path to realizing value from a
sole asset.
The asset requires material investment and attention to maintain
and return to an active operating state. The asset is La Muralla
IV, a 10-year old, sixth-generation, ultra-deepwater
semi-submersible drilling rig. La Muralla currently sits in the
Gulf of Mexico, four miles off the coast of Tampico, Mexico. A
skeleton crew of 17 workers, who are contracted by one of the
operator entities, is aboard the La Muralla to monitor fuel levels
and maintain the operational safety of the rig.
La Muralla is not currently chartered. It is running low on fuel
and has no liquidity with which to acquire more fuel. It does not
have a functioning anchor (perhaps no anchor at all). It is
under-crewed. It is currently prevented from moving by the
harbormaster until a "no dispatch" order is resolved. It is
uninsured.
The Debtor, its parent, and certain of its noteholders have been
working to find a solution for quite some time. At this point,
there is no alternative to chapter 11.
This filing will enable LaForta to access essential financing to
address its numerous issues and pursue a viable path for realizing
value on its asset for the benefit of its creditors. The proposed
DIP financing will provide funds to purchase fuel, reinstate
insurance, and undertake functions necessary for the preservation
of the noteholders' collateral before the hurricane season begins
in earnest.
La Muralla has the potential to be an attractive target for
maritime investors. The relief the Debtor seeks is essential to
preserve and maximize its value for the benefit of all of the
Debtor’s stakeholders.
Noteholders
LaForta is one of three "sister" companies wholly owned by Offshore
Drilling Holding S.A. that each hold a single ultra-deepwater
semi-submersible drilling rig (the other companies' rigs are the
Centenario GR and the Bicentenario.
All three Rig-owning companies and their subsidiaries are
guarantors of
$947 million in principal amount outstanding of 8.375% Senior
Secured Notes due 2020 issued by ODH in 2013 (the "Secured Notes").
The Rigs are the collateral for the Secured Notes.
ODH, LaForta, the other subsidiary guarantors, and an ad hoc group
of Secured Notes holders (the "Noteholder Group"), have been
engaged in discussions for several years regarding the best way to
preserve and maximize value for stakeholders. The Secured Notes
matured in September 2020, and have been in default since
mid-2020.
About four years ago, the Noteholder Group engaged Rothschild & Co.
to represent them. Over two years ago, they engaged Milbank LLP.
As of the
Petition Date, the Noteholder Group includes holders of 45.7% of
the Secured Notes, is in active contact with holders of an
incremental 26.4% of Secured Notes, and has reached out to other
noteholders as well.
LaForta and the Noteholder Group are still soliciting a new charter
for La Muralla. However, in light of the ongoing cash burn, they
determined that LaForta required financing, which would not be
available outside of bankruptcy, and that a sale of La Muralla
through a chapter 11 case will best preserve and maximize value for
all stakeholders.
DIP Financing
Certain members of the Noteholder Group (i.e., the Backstop
Lenders) agreed to provide (open to participation by all holders of
Secured Notes) and backstop $33 million of new money postpetition
financing to fund necessary operational expenses as well as chapter
11 and sale process expenditures. The Budget includes funding for
fuel, crew, supplies, and a cushion for needs that may become
necessary due to weather conditions as we enter the hurricane
season in the Gulf. The Budget also provides funding for the
estate's advisors and D&O and operational insurance for LaForta and
La Muralla.
LaForta and the Noteholder Group intend to move La Muralla to a
port in the Bahamas in anticipation of a sale where it can better
ride out approaching weather conditions in a more cost-effective
and an appropriately resourced port. LaForta intends to begin a
"load out' of crew and equipment in anticipation of the move.
These and other actions are necessary to recertify La Muralla for
transport. The load out is expected to take two-to-three weeks,
with transit to occur soon after.
LaForta is also in the process of binding a new director and
officer liability insurance policy and reinstating a previously
lapsed (a) hull and machinery insurance policy and (b) protection
and indemnity liability policy. The insurance policies will
require completion of the load out and employment of additional
crew members, all to be funded by the postpetition financing.
About La Forta - Gestao e Investmentos
Laforta - Gestao E Investimentos Sociedade Unipessoal LDA is a
private limited liability company organized under the laws of
Portugal. LaForta is one of three "sister" companies wholly owned
by Offshore Drilling Holding S.A. that each hold a single
ultra-deepwater semi-submersible drilling rig. LaForta owns La
Muralla IV, a ten-year old, sixth-generation, ultra-deepwater
semi-submersible drilling rig, while its sister companies own the
rigs Centenario GR and the Bicentenario. ODH is one business among
several Mexico-based companies wholly or indirectly owned by ODH's
ultimate owners.
LaForta - Gestao e Investmentos sought protection under Chapter 11
of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Case No. 22-90126).
In the petition filed by CRO David Weinhoffer, the Debtor estimated
assets between $50 million and $100 million and liabilities between
$1 billion and $10 billion.
Jackson Walker LLP, is the Debtor's counsel. CLIFFORD CHANCE US
LLP is the corporate counsel. Stretto is the claims agent.
LATAM AIRLINES: U.S. Court Approves Reorganization Plan
-------------------------------------------------------
LATAM Airlines Group and its subsidiaries in Brazil, Chile,
Colombia, Ecuador, Peru and the United States on June 18, 2022,
disclosed that the U.S. Bankruptcy Court for the Southern District
of New York approved the group's Plan of Reorganization filed by
LATAM in the context of its Chapter 11 reorganization proceeding.
Backed by nearly all of LATAM's creditors, the Plan is the result
of months of negotiations among major stakeholders, which included
an extensive mediation period. The Plan complies with U.S. and
Chilean legal requirements.
The confirmation order issued by the U.S. Court represents the
latest milestone in the U.S. Chapter 11 process initiated by LATAM
to ensure its long-term sustainability.
"We are very satisfied with the judge's confirmation of our
restructuring plan. This is a very important step in the process to
emerge from Chapter 11, and we will continue working hard to
complete the remaining steps in the coming months," said Roberto
Alvo, CEO of LATAM Airlines Group S.A.
LATAM is now focused on the implementation of the corporate actions
necessary to complete the exit from the Chapter 11 reorganization
process in the coming months. This includes approval at the
Extraordinary Shareholders' Meeting of the new capital structure
contemplated in the Plan, the registration of shares and bonds in
the securities registry of the Financial Market Commission (CMF)
and the implementation of the respective preferential offering
periods of the convertible shares and bonds in favor of LATAM's
current shareholders.
Once effective, the LATAM Plan will inject approximately US$8
billion through a combination of a capital increase, the issuance
of convertible bonds and new debt. This includes US$5.4 billion of
financing backed by major shareholders (Delta Air Lines, Qatar
Airways and Grupo Cueto) and LATAM's major creditors (i.e., the
Parent Ad Hoc Group creditors and certain local bondholders).
LATAM's exit from the Chapter 11 process is expected during the
second half of 2022.
About LATAM Airlines Group
LATAM Airlines Group S.A. -- http://www.latam.com/-- is a
pan-Latin American airline holding company involved in the
transportation of passengers and cargo and operates as one unified
business enterprise. It is the largest passenger airline in South
America.
Before the onset of the COVID-19 pandemic, LATAM offered passenger
transport services to 145 different destinations in 26 countries,
including domestic flights in Argentina, Brazil, Chile, Colombia,
Ecuador and Peru, and international services within Latin America
as well as to Europe, the United States, the Caribbean, Oceania,
Asia and Africa.
LATAM and its 28 affiliates sought Chapter 11 protection (Bankr.
S.D.N.Y. Lead Case No. 20-11254) on May 25, 2020. Affiliates in
Chile, Peru, Colombia, Ecuador and the United States are part of
the Chapter 11 filing.
The Debtors disclosed $21,087,806,000 in total assets and
$17,958,629,000 in total liabilities as of Dec. 31, 2019.
The Hon. James L. Garrity, Jr., is the case judge.
The Debtors tapped Cleary Gottlieb Steen & Hamilton LLP as
bankruptcy counsel, FTI Consulting as restructuring advisor, Lee
Brock Camargo Advogados as local Brazilian litigation counsel, and
Togut, Segal & Segal LLP and Claro & Cia in Chile as special
counsel. The Boston Consulting Group, Inc. and The Boston
Consulting Group UK LLP serve as the Debtors' strategic advisors.
Prime Clerk LLC is the claims agent.
The official committee of unsecured creditors formed in the case
tapped Dechert LLP as its bankruptcy counsel, Klestadt Winters
Jureller Southard & Stevens, LLP as conflicts counsel, UBS
Securities LLC as investment banker, and Conway MacKenzie, LLC as
financial advisor. Ferro Castro Neves Daltro & Gomide Advogados is
the committee's Brazilian counsel.
The Ad Hoc Group of LATAM Bondholders tapped White & Case LLP as
counsel.
Glenn Agre Bergman & Fuentes, LLP, led by managing partner Andrew
Glenn and partner Shai Schmidt, has been retained as counsel to the
Ad Hoc Committee of Shareholders.
LEGACY EDUCATION: Gets $50K Loan From ABCImpact I
-------------------------------------------------
Legacy Education Alliance, Inc. borrowed $50,000 from ABCImpact I,
LLC, a Delaware limited liability company, evidenced by a 10%
Convertible Debenture. Pursuant to the Debenture, the Lender has
the option to loan up to an additional $4,950,000 to the Company.
The Lender is a newly-formed entity in which an affiliate of Barry
Kostiner, the Company's chief executive officer and sole director,
has a non-controlling passive interest.
The maturity date of the Debenture is the earlier of 12 months from
the issue date and the date of a Liquidity Event (as defined in the
Debenture), and is the date upon which the principal and interest
shall be due and payable. The Debenture bears interest at a fixed
rate of 10% per annum. Any overdue accrued and unpaid interest
shall entail a late fee at an interest rate equal to the lesser of
18% per annum or the maximum rate permitted by applicable law,
which shall accrue daily from the date such interest is due through
and including the date of actual payment in full.
The Company intends to use the net proceeds from the Loan for
general corporate purposes and working capital.
The then outstanding and unpaid principal and interest shall be
converted into shares of Company common stock and an equal number
of common stock purchase warrants at the option of the Lender, at a
conversion price per share of $0.05, subject to adjustment
(including pursuant to certain dilutive issuances) pursuant to the
terms of the Debenture. The Debenture is subject to a beneficial
ownership limitation of 4.99% (or 9.99% in the Lender's
discretion).
The Company may not prepay the Note without the prior written
consent of the Lender.
The Note contains customary events of default for a transaction
such as the Loan. If any event of default occurs, the outstanding
principal amount under the Debenture, plus accrued but unpaid
interest, liquidated damages and other amounts owing through the
date of acceleration, shall become, at the Lender's election,
immediately due and payable in cash at the Mandatory Default
Amount. "Mandatory Default Amount" means the sum of (a) the greater
of (i) the outstanding principal amount of the Debenture, plus all
accrued and unpaid interest, divided by the conversion price on the
date the Mandatory Default Amount is either (A) demanded or
otherwise due or (B) paid in full, whichever has a lower conversion
price, multiplied by the VWAP (as defined in the Debenture) on the
date the Mandatory Default Amount is either (x) demanded or
otherwise due or (y) paid in full, whichever has a higher VWAP, or
(ii) 130% of the outstanding principal amount of the Debenture,
plus 100% of accrued and unpaid interest hereon, and (b) all other
amounts, costs, expenses and liquidated damages due in respect of
the Debenture.
The Warrant has an exercise price per share of $0.05, subject to
adjustment (including pursuant to certain dilutive issuances)
pursuant to the terms of the Warrant. The exercise period of the
Warrant is for five years from the issue date.
The exercise of the Warrant is subject to a beneficial ownership
limitation of 4.99% (or 9.99%) of the number of shares of common
stock outstanding immediately after giving effect to such
exercise.
The shares underlying the Debenture and the Warrants have
"piggy-back" registration rights afforded to them.
About Legacy Education
Cape Coral, Fla.-based, Legacy Education Alliance, Inc. --
http://www.legacyeducationalliance.com-- is a provider of
practical and value-based educational training on the topics of
personal finance, entrepreneurship, real estate investing
strategies and techniques.
Legacy Education reported a net loss of $566,000 for the year ended
Dec. 31, 2021. As of March 31, 2022, the Company had $1.01 million
in total assets, $23.87 million in total liabilities, and a total
stockholders' deficit of $22.87 million.
Hamilton, New Jersey-based Ram Associates, the Company's auditor
since 2021, issued a "going concern" qualification in its report
dated March 31, 2022, citing that the Company has a net capital
deficiency and an accumulated deficit that raise substantial doubt
about its ability to continue as a going concern.
LIFE TIME: S&P Alters Outlook to Positive, Affirms 'CCC+' ICR
-------------------------------------------------------------
S&P Global Ratings affirmed its 'CCC+' issuer credit rating on
Minnesota-based athletic center operator Life Time Inc. as well as
all of its issue-level ratings.
S&P said, "Our positive outlook reflects our expectation that the
company will start generating enough EBITDA to cover its fixed
charges in the second half of 2022 or early 2023 and bring leverage
below our 7.5x upgrade threshold.
"We believe Life Time's center memberships will increase
considerably through at least the end of 2022, and that it will
cover its fixed charges with EBITDA in the second half of 2022.
Under our base-case forecast, we expect the company to end 2022
with dues-paying center memberships up in the mid-teens percent
area compared to 2021, or down in the low-teens area compared to
2019. We expect solid membership growth in second-quarter 2022, in
line with the company's guidance for 50,000 center memberships or
more, and low-single-digit percent membership growth in the third
and fourth quarters. We also expect the company could end 2023 with
about the same number of center memberships as 2019, or up around
10% compared to our base-case forecast for 2022. We also expect the
average dues per center membership to increase sequentially from
first-quarter average dues of around $145 to above $150 per member
in the second quarter, and to remain at that level through at least
2023 as the company raises prices for both new and renewing
members. We forecast that the combination of increased center
memberships and higher average center membership dues will result
in 2022 membership dues revenue up approximately 40% compared to
2021, which was up in the high-single-digit percent area compared
to 2019. We expect the company's ancillary revenue categories
including personal training to remain relatively flat compared to
first-quarter 2022 in the low-hundred-million area. As a result, we
expect 2022 revenue to be in the low end of the company's guidance
at around $1.8 billion.
"We also expect relatively good flow-through of incremental revenue
through the remainder of 2022 despite inflationary pressure and
increased occupancy costs following sale leasebacks because we
expect revenue to grow faster than inflation. This could result in
a sequential quarter-over-quarter improvement for quarterly
reported EBITDA margin to approximately 18% by the fourth quarter,
which is lower than the company's 2018 and 2019 margin, but
stronger than first-quarter 2022. We expect that the company could
end 2022 with full-year margin in the mid-single-digit percent
area, and that 2023 margin could be in the high-teens to low 20%
area. This level of revenue and margin, combined with our
expectation for operating lease growth, would result in
lease-adjusted leverage in the mid- to low-7x area.
"Life Time plans to develop new clubs and intends to fund a large
portion of the costs with the proceeds from sale leaseback
transactions. We expect the company to use these proceeds to
partially finance its growth capital spending over the next several
years. We assume Life Time will spend approximately $600 million
annually on capital expenditure (capex) in 2022 and 2023,
developing 12 new clubs in 2022 and 11 in 2023. We also expect the
company will close on $750 million-$760 million in sale leasebacks
in 2022 including more mature clubs, and a smaller amount of
leasebacks in 2023. Our estimate of 2022 sale leasebacks includes
those the company completed in first-quarter 2022, sale leasebacks
currently under contract, and $500 million of sale leasebacks the
company announced it is contemplating but does not yet have under
contract. While we believe Life Time has adequate liquidity to fund
its capital spending needs over the next several years, the timing
of its club development spending typically precedes the closing of
its sale-leaseback transactions, which creates incremental
financing risk.
"We believe that price increases could partially offset fewer
memberships compared to historical levels and significant
inflationary pressure. Life Time announced it intends to raise its
membership prices for new and renewing members, and has begun to
successfully execute that strategy. The company announced that its
new joins in the first quarter came in at an average dues rate of
approximately $166 per month, which compares favorably to its new
join rate in first-quarter 2021 of $135 per month. As a result, we
believe that the company could return to pre-pandemic EBITDA with a
lower per-club membership base than it previously had before the
price changes. However, given significant macroeconomic risk, this
strategy could leave the company vulnerable to a recessionary
environment and drops in consumer spending.
"Our positive outlook reflects our expectation that the company
could start to generate enough EBITDA in the second half of 2022 to
comfortably cover its fixed charges and bring leverage below our
7.5x."
S&P could raise its rating on Life Time if:
-- S&P believes its reported EBITDA can comfortably cover its
fixed charges (including cash interests, maintenance capex, and
debt amortization charges); and
-- It can sustain S&P Global Ratings-adjusted leverage below
7.5x.
S&P could revise its outlook on Life Time to negative or lower its
rating if:
-- S&P believes that the recovery in its membership, revenue, and
EBITDA will slow such that it cannot cover its fixed charges; or
Liquidity becomes strained.
ESG credit indicators: To E-2, S-3, G-3; From E-2, S-4, G-3
S&P said, "Social factors are a now a moderately negative
consideration in our credit rating analysis of Life Time compared
to a negative consideration before. We changed this score because
Life Time's full-service, high-end fitness resorts were
significantly affected by the pandemic in terms of temporary gym
closures, member losses, and memberships placed on hold, leading to
significantly lower revenue and cash burn from operations. Life
Time's paying membership base was down approximately 21% from its
year-end 2019 levels at the end of first-quarter 2021. While we
believe the company's high-quality gyms and lifestyle brand still
resonate with its core members, we anticipate its high-priced
memberships will recover more slowly than low-cost gym
memberships.
"Governance is a moderately negative consideration. We believe the
company's highly leveraged financial risk points to 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 generally
finite holding periods and a focus on maximizing shareholder
returns."
LOS POLINES: June 23 Deadline Set for Panel Questionnaires
----------------------------------------------------------
The United States Trustee is soliciting members for committee of
unsecured creditors in the bankruptcy case of Los Polines Produce
Corp.
If a party wishes to be considered for membership on any official
committee that is appointed, it must complete a Questionnaire
available at https://bit.ly/3QCPjSK and return by email it to --
USTPRegion02.NYECF@usdoj.gov -- at the Office of the United States
Trustee so that it is received no later than 12:00 p.m., on June
23, 2022.
If the U.S. Trustee receives sufficient creditor interest in the
solicitation, it may schedule a meeting or telephone conference for
the purpose of forming a committee.
About Los Polines
Los Polines Produce Corp sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No. 22-10716) on June 6,
2022. The petition was filed pro se.
The Company declared $0 to $50,000 in estimated assets and $100,000
to $500,000 in estimated liabilities. The Company is based in
Bronx, New York.
LOVE BITES: Court Confirms Subchapter V Plan
--------------------------------------------
Judge David W. Hercher has entered an order confirming Love Bites
by Carnie, Inc.'s First Amended Chapter 11, Subchapter V, Plan
Dated March 29, 2022.
At a hearing held June 15, 2022, the Court found that the
requirements for confirmation set forth in 11 U.S.C. Sec. 1129(a)
(except paragraph (15) of that section) and 1191(a) are satisfied.
The Plan provides for an injunction against conduct not otherwise
enjoined under the Bankruptcy Code. The injunction outlined in
Articles 2.5B and 2.2C of the Plan will only be effective as to
those creditors which affirmatively consented to such treatment
and, specifically for those creditors in Classes 9 and 15 of the
Plan, executed and signed a separate agreement entitled "Consent to
Injunctive Relief." The creditors that have consented to such
treatment are:
A. Beneficial State Bank;
B. Corrpac Packaging & Fulfillment;
C. Financial Pacific Leasing, Inc.;
D. QL Titling Trust LTD/Quality Leasing Co., Inc.;
E. SBS Foods, Inc.;
F. Summit Staffing Solutions Inc.;
G. Wells Fargo Equipment Finance; and
H. West Coast Paper Solutions.
The Confirmation Order will act as an injunction (the "Enforcement
Injunction") to stay and restrain from taking any of the following
actions against the Owners (including Tiffany Miller and Carnie
Wilson), or against property in which the Owners hold an interest,
on account of any judgments, claims or causes of action that arise
out of or relate to Claims against the Debtor or the Estate (the
"Enjoined Claims"), including without limitation, (a) commencing or
continuing in any manner any such Enjoined Claim against one or
more of the Owners; (b) enforcing, attaching, collecting or
recovering in any manner any judgment, award, decree, or order on
account of an Enjoined Claim; or (c) creating, perfecting, or
enforcing any lien or encumbrance on account of an Enjoined Claim.
The Enforcement Injunction shall continue in effect until the
earliest to occur of the following: (a) all of the payments
required to be made under this Plan have been paid, and all
Deferred Purchase Payments have been received and distributed to
Creditors pursuant to the terms of this Plan, at which time the
Enforcement Injunction shall be terminated; (b) the Reorganization
Case is dismissed or converted to a proceeding under Chapter 7; or
(c) Dec. 31, 2026.
Small Business Plan
On March 29, 2022, the Debtor and the buyer (Love Bites Acquisition
Partners, LLC) executed an Asset Purchase Agreement ("APA") for the
sale of most of the Debtor's assets. The gross sale price to be
paid to the Debtor is the sum of $1,595,000, of which the sum of
$625,000 is payable in cash at closing (May 16, 2022) (the "Initial
Cash Payment") and the sum of $970,000 is payable through the
issuance of a promissory note (together with certain security as
will be described in the APA) in favor of the Debtor ("Deferred
Purchase Payments"). Both the Initial Cash Payment and the
Deferred Purchase Payments will be used by the Debtor to make
payments under the Plan.
The Plan proposes to treat unsecured claims as follows:
* Class 9 General Unsecured Claims with Personal Guaranty
totaling $425,764.13 will be paid in full without interest.
Distributions will be made pro-rata to Claims in this Class from
the following payments to the Debtor from the Buyer: (a) $17,597.20
from the Initial Cash Payment; (b) quarterly payments (due on March
15, June 15, September 15, and December 15 of each year) of
$16,709.43 beginning on September 15, 2022 and continuing in such
amount through September 15, 2024; (c) quarterly payments (due on
March 15, June 15, Sept. 15, and Dec. 15 of each year) of
$25,042.77 beginning on Dec. 15, 2024 and continuing in such amount
through Sept. 15, 2026; and (d) additional annual payments of
$16,500 on Sept. 15th of 2023, 2024, 2025 and an additional payment
of $7,939.90 on Sept. 15, 2026 plus all funds from the Supplemental
Payment. Upon completion of such payments, and provided that no
event of default has occurred under the Plan, the Claims in this
Class will be deemed satisfied and Creditors in this Class will
satisfy any judgment, cancel any note, remove any account, and
otherwise renounce any Claim against the Debtor and any other
person obligated on the Debt (including guarantors). Class 9 is
impaired.
* Class 10 General Unsecured Claims without Personal Guaranty
totaling $621,399.95 will be paid pro-rata from a distribution of
$100,000 of the Initial Cash Payment (approximately 16% of the
total amount of Claims in this Class). Class 10 is impaired.
* Class 11 General Unsecured Claims Subject to Equitable
Subordination consist of the Unsecured Claims of Tiffany Miller and
Carnie Wilson. Such claimants shall agree to have their Claims
equitably subordinated under section 510(c)(1) to all Claims in
Classes 1-9, herein. The Claims in this Class shall receive no
distributions of any kind under this Plan. Class 11 is impaired.
* Class 12 General Unsecured Claim Subject to Forgiveness
consist of the Unsecured Claims of SBA related to loan(s) made to
the Debtor under the Payment Protection Program ("PPP"). If not
already forgiven, Claims in this Class shall remain eligible for
forgiveness under the terms of the PPP and other applicable
non-bankruptcy law. Class 12 is unimpaired.
The Purchaser can be reached at:
Love Bites Acquisition Partners, LLC
301 SE 2nd Ave.
Portland, OR 97214
Attention: Rich Arnold
Email: rich@driveequitypartners.com
A copy of the Plan Confirmation Order dated June 17, 2022, is
available at https://bit.ly/3xHwZPl from PacerMonitor.com.
About Love Bites by Carnie
Love Bites By Carnie, Inc., is an Oregon corporation headquartered
in Sherwood, Washington, Oregon. Founded in 2014 and incorporated
in 2016, Love Bites creates, manufactures, and distributes
confections such as cheesecakes, cookies, etc. and operates a café
adjacent to its corporate headquarters and production facility.
The business is a woman-owned start-up company and has grown
substantially since its incorporation when it began to attract
attention for placement with a major grocery retailer. As of the
bankruptcy filing, the Debtor employed, collectively, 8 employees
plus the 2 co-founders/owners at its Sherwood location.
Love Bites by Carnie, Inc., sought protection under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. D. Ore. Case No. 21-32073) on Oct.
11, 2021. In the petition signed by CEO Tiffany Miller, the Debtor
disclosed $721,448 in assets and $3,635,699 in liabilities.
Judge David W. Hercher oversees the case.
Douglas R. Ricks, of Vanden Bos and Chapman, LLP, is the Debtor's
counsel.
MD HELICOPTERS: Gets Court Okay to Sell Assets to Lenders
---------------------------------------------------------
Daniel Gill of Bloomberg Law reports that a helicopter manufacturer
once owned by distressed debt investor Lynn Tilton won bankruptcy
court approval of a sale of its assets for up to $210 million.
MDH Holdco LLC is approved to buy substantially all the assets of
bankrupt MD Helicopters Inc., according to an order of Judge Karen
B. Owens of the US Bankruptcy Court for the District of Delaware
following a hearing Friday, June 17, 2022.
MDH will apply $150 million of pre-bankruptcy debt toward the
purchase and will assume the amount of an approved $60 million
post-bankruptcy debtor-in-possession loan that MD Helicopters
actually borrowed to finance the Chapter 11 case.
About MD Helicopters
MD Helicopters Inc. is a global manufacturer and supplier of
commercial and military helicopters, spare parts, and related
services. The Company's sole manufacturing facility is located in
Mesa, Arizona.
MD Helicopters sought Chapter 11 bankruptcy protection (Bankr. D.
Del. Case No. 22-10263) on March 30, 2022.
MD Helicopters estimated assets between $100 million to $500
million and liabilities between $100 million to $500 million.
Suzzanne Uhland, Esq., Adam S. Ravin, Esq., Brett M. Neve, Esq.,
Tianjiao (TJ) Li, Esq., Alexandra M. Zablocki, Esq., at Latham &
Watkins LLP are the Debtors' counsel. Moelis & Company LLC are the
Debtors' investment bankers. AlixPartners, LLP is the restructuring
advisor. Prime Clerk LLC is the notice, claims and balloting agent.
MERCURITY FINTECH: Incurs US$20.75 Million Net Loss in 2021
-----------------------------------------------------------
Mercurity Fintech Holding Inc. filed with the Securities and
Exchange Commission its Annual Report on Form 20-F disclosing a net
loss of US$20.75 million on US$670,171 of total revenues for the
year ended Dec. 31, 2021, compared to a net loss of US$1.65 million
on US$1.40 million of total revenues for the year ended Dec. 31,
2020.
As of Dec. 31, 2021, the Company had US$9.94 million in total
assets, US$1.37 million in total liabilities, and US$8.57 million
in total shareholders' equity.
The Company had US$435,211, US$174,783 and US$440,636 in cash and
cash equivalents as of Dec. 31, 2019, 2020 and 2021, respectively.
On Sept. 8, 2021, the Company issued 571,428,570 ordinary shares to
three investors through private placement for 105.2385 Bitcoins
with a market value of $5 million. On Oct. 19, 2021, the Company
issued 571,428,570 ordinary shares to three investors through
private placement for 5,000,000.00 USD Coins with a market value of
approximately $5 million. These Bitcoins and USD Coins can be sold
for cash at any time on cryptocurrency exchanges. The Company
believes that its current cash balance and anticipated cash flows
from operations will be sufficient to meet its anticipated capital
needs in the next twelve months.
Mercurity said, "If there is any change in business conditions or
other future developments, including any investments we may decide
to pursue, we may also seek to sell additional equity securities or
debt securities or borrow from lending institutions. Financing may
be unavailable in the amounts we need or on terms acceptable to us,
if at all. The sale of additional equity securities, including
convertible debt securities, would dilute our earnings per share.
The incurrence of debt would divert cash for working capital and
capital expenditures to service debt obligations and could result
in operating and financial covenants that restrict our operations
and our ability to pay dividends to our shareholders. If we are
unable to obtain additional equity or debt financing as required,
our business operations and prospects may suffer."
A full-text copy of the Form 20-F is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/0001527762/000141057822001880/tmb-20211231x20f.htm
About Mercurity
Formerly known as JMU Limited, Mercurity Fintech Holding Inc. is a
digital fintech group powered by blockchain technology. The
Company's primary business scope includes digital asset trading,
asset digitization, cross-border remittance and other services,
providing compliant, professional, and highly efficient digital
financial services to its customers. The Company recently began to
narrow in on Bitcoin mining, digital currency investment and
trading, and other related fields. This shift has enabled the
company to deepen its involvement in all aspects of the blockchain
industry, from production to circulation.
Mercurity reported a net loss of $1.65 million for the year ended
Dec. 31, 2020, a net loss of $1.22 million for the year ended Dec.
31, 2019, a net loss of $123.24 million for the year ended Dec. 31,
2018, and a net loss of $161.90 million for the year ended Dec. 31,
2017.
MERISOL VILLAGES: Seeks to Tap Carl J. Kolb as Litigation Counsel
-----------------------------------------------------------------
Merisol Villages, LLC seeks approval from the U.S. Bankruptcy Court
for the Southern District of Texas to employ Carl J. Kolb, PC as
special litigation counsel.
The firm's services include:
(a) assist the Debtor and its principal in analyzing and
prosecuting claims owned by the estate against legal
professionals;
(b) prepare and file such pleadings as necessary to pursue the
estate's claims against legal professionals;
(c) conduct appropriate examinations of witnesses, claimants and
other parties in interest in connection with such litigation;
(d) represent the Debtor in the adversary proceeding;
(e) collect any judgment that may be entered in the adversary
proceeding;
(f) handle any appeals that may result from the adversary
proceeding; and
(g) perform any other legal services that may be appropriate in
connection with the prosecution of the adversary proceeding.
The firm will be paid on a contingency fee basis. A copy of the
employment agreement detailing the compensation terms is available
for free at
http://bankrupt.com/misc/MERISOLVILLAGES_EmploymentContract.pdf
Carl Kolb, 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.
Mr. Kolb holds office at:
Carl J. Kolb, Esq.
Carl J. Kolb, PC
501 Congress Ave., Ste. 150
P.O. Box 309
Austin, TX 78767
Telephone: (737) 227-5573
About Merisol Villages
Merisol Villages, LLC is a single asset real estate debtor (as
defined in 11 U.S.C. Section 101(51B)). It is the fee simple owner
of 25.559 acres located in Port Aransas, Texas, valued at $9.62
million.
Merisol Villages sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Texas Case No. 22-20135) on May 31,
2022. In the petition filed by Charles J. Castor, Jr., sole member,
the Debtor listed between $1 million and $10 million in both assets
and liabilities.
Judge David R. Jones oversees the case.
Raymond Battaglia, Esq., at the Law Offices of Ray Battaglia, PLLC
and Carl J. Kolb, PC serve as the Debtor's bankruptcy counsel and
special litigation counsel, respectively.
MOUNT ST. MARY: S&P Affirms 'BB+' LT Rating on Debt Outstanding
---------------------------------------------------------------
S&P Global Ratings revised the outlook to stable from negative and
affirmed its 'BB+' long-term rating on Frederick County, Md.'s debt
outstanding, issued for Mount St. Mary's University (MSMU).
"The outlook revision reflects our view of MSMU's improved
operating performance that was near break-even in fiscal 2021 and
management's expectation of an operating surplus for fiscal 2022,"
said S&P Global Ratings credit analyst Ying Huang. "It also
reflects our opinion of the above-average and still strengthening
available resources ratios that partially offset the university's
weak demand profile and lend stability to the rating."
S&P could consider a positive rating action if there is stabilizing
trend of enrollment accompanied by improved demand metrics, and the
university sustains or improves operating performance while
maintaining available resources at least at the current levels.
Credit factors that could result in a negative rating action
include MSMU's trend of enrollment declines or weakening demand
metrics, a material deterioration in available resource ratios,
increasing operating deficits beyond fiscal 2021, or a significant
debt issuance.
As of fiscal year-end 2021, MSMU had approximately $62.2 million in
debt, which includes $57.76 million of fixed debt, $732,000 of
capital leases, and $3.755 million of operating leases.
MOVIMIENTO PENTECOSTAL: July 20 Hearing on Disclosure and Plan
--------------------------------------------------------------
Judge Mildred Caban Flores has entered an order conditionally
approving the Disclosure Statement explaining the Plan of
Movimiento Pentecostal Apostolico Cristiano, Incorporado.
A hearing for the consideration of the final approval of the
Disclosure Statement and the confirmation of the Plan and of such
objections as may be made to either will be held on July 20, 2022,
at 9:00 AM, via Microsoft Teams.
Any objection to the final approval of the Disclosure Statement
and/or the confirmation of the Plan must be filed on/or before 14
days prior to the date of the hearing on confirmation of the Plan.
Acceptances or rejections of the Plan may be filed in writing by
the holders of all claims on/or before 14 days prior to the date of
the hearing on confirmation of the Plan.
The Debtor must file with the Court a statement setting forth
compliance with each requirement in U.S.C. Sec. 1129, the list of
acceptances and rejections and the computation of the same, within
7 working days before the hearing on confirmation.
The Debtor filed a Chapter 11 Small Business Plan and a Disclosure
Statement on June 16, 2022. The Debtor sought Chapter 11
protection from the Court in order to reorganize its finances and
to avoid foreclosure of the property where the church is located.
Under the Plan, Oriental Bank will be paid in full in the principal
amount of $180,000 at an annual interest rate of 6.00% with monthly
payments in the amount of $1,289.58 for 59 months, commencing on
the effective date of plan and a lump sum payment in the amount of
$154,109 on the 60th month with proceeds to come from a
refinancing. Class 2 unsecured claims include creditor Coop A/C
Roosevelt Roads (Claim No. 1), with a claim in the amount of
$7,528, which will be paid in full in the principal amount of
$7,527.64 at an annual interest rate of 4.00% with monthly payments
in the amount of $138.63 for 60 months, commencing on the effective
date of plan.
A copy of the Disclosure Statement is available at
https://www.pacermonitor.com/view/UOHXNZA/MOVIMIENTO_PENTECOSTAL_APOSTOLICO__prbke-21-02645__0046.0.pdf?mcid=tGE4TAMA
About Movimiento Pentecostal
Movimiento Pentecostal Apostolico Cristiano, Incorporado, is a
non-profit corporation duly organized under the laws of the
Commonwealth of Puerto Rico engaged in religious activities and in
the managing of a church located at Urb. Villa Carolina 143, Calle
401, Apt. 7, Carolina, PR 00985-4022.
For the past years, the church has suffered a decrease in the
numbers of parishioners, which directly resulted in a reduction in
the collection of donations at the church. This situation caused
the church to suffer a considerable decrease of income. The church
lacked the necessary income to pay the mortgage payment for the
property where the church is located. It attempted to negotiate
with its main creditors, but the efforts were unsuccessful.
Movimiento Pentecostal filed a petition for Chapter 11 protection
(Bankr. D.P.R. Case No. 21-02645) on Sept. 1, 2021, listing as much
as $500,000 in both assets and liabilities. Judge Mildred Caban
Flores oversees the case. The Debtor tapped Almeida & Davila,
P.S.C. and Tamarez CPA, LLC as legal counsel and accountant,
respectively.
NEUMEDICINES INC: Sept. 14 Plan Confirmation Hearing Set
--------------------------------------------------------
Judge Ernest M. Robles will convene a hearing to consider
confirmation of Neumedicines, Inc.'s Plan on September 14, 2022, at
10:00 a.m.
Aug. 31, 2022, is fixed as the last day for filing and serving
written objections to confirmation of the Plan, as provided in Rule
3020(b)(1) of the Federal Rules of Bankruptcy Procedure.
Sept. 7, 2022, is fixed as the last day on which the Debtor may
file and serve its reply to any opposition to the Confirmation
Motion.
Aug. 5, 2022, is fixed as the last day for creditors and equity
security holders to return to Debtor's counsel ballots containing
written acceptances or rejections of the Plan, which ballots must
be actually received by Debtor's counsel by 5:00 p.m. on such
date.
Aug. 24, 2022, is fixed as the last day on which the Debtor must
file and serve a motion for an order confirming the Plan, including
declarations setting forth a tally of the ballots cast with respect
to the Plan, and attaching thereto the Ballots, and setting forth
evidence that the Debtor has complied with all the requirements for
the confirmation of the Plan.
About Neumedicines Inc.
Neumedicines, Inc. -- https://www.neumedicines.com/ -- is a
clinical-stage biopharmaceutical company in Arcadia, Calif., which
is engaged in the research and development of HemaMax, recombinant
human interleukin 12 (rHuIL-12), for the treatment of cancer in
combination with standard of care (SOC, radiotherapy, chemotherapy,
or immunotherapy) and Hematopoietic Syndrome of Acute Radiation
Syndrome (HSARS) as a monotherapy.
Neumedicines filed a Chapter 11 petition (Bankr. C.D. Cal. Case No.
20-16475) on July 17, 2020. In the petition signed by Timothy
Gallaher, president, the Debtor disclosed total assets of up to
$500,000 and total liabilities of up $10 million.
Judge Ernest M. Robles presides over the case.
The Debtor tapped Weintraub & Seth, APC, as bankruptcy counsel,
Sheppard, Mullin, Richter & Hampton, LLP as special counsel, and
Menchaca & Company, LLP as financial advisor.
NEW MONARCH: Files for Subchapter V Amid $2.4M Arbitration Award
----------------------------------------------------------------
New Monarch Machine Tool, Inc. filed for chapter 11 protection in
the Northern District of New York. The Debtor filed as a small
business debtor seeking relief under Subchapter V of Chapter 11 of
the Bankruptcy Code.
The Debtor designs and manufactures precision high power
metalworking
equipment and services such as vertical, horizontal, bridge, and
traveling column machining centers. The Debtor has 9 employees.
The Debtor's Chapter 11 case was largely precipitated by a disputed
arbitration award issued by the China International Economic and
Trade Arbitration Commissions in the amount of $2,407,385 stemming
from a contract dispute with Chongqing Loncin Engine Parts Co.,
Ltd. a/k/a Chongqing Lightweight Automotive Components Co., Ltd.
and Nanjin Loncin Nemak Precision Machinery Co., Ltd.
The Debtor's assets total $753,900 and its secured liabilities
total $156,107. The Debtor has general unsecured liabilities of
approximately $2,778,935, the majority of which amount stems from
the disputed arbitration award.
The petition states funds will be available to Unsecured
Creditors.
About New Monarch Machine Tool
New Monarch Machine Tool, Inc. -- https://www.monarchmt.com --
offers full line of metalworking equipment and services.
New Monarch Machine Tool, Inc., filed a petition for relief under
Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. N.D.N.Y.
Case No. 22-30384) on June 16, 2022. In the petition filed by
Warren D. Wolfson, as secretary, the Debtor estimated assets and
liabilities between $1 million and $10 million each.
Mark J. Schlant has been appointed as Subchapter V trustee.
Jeffrey A. Dove, of Barclay Damon LLP, is the Debtor's counsel.
NORTH JAX CONCRETE: Files Bare-Bones Chapter 11 Petition
--------------------------------------------------------
North Jax Concrete and Construction LLC filed for chapter 11
protection in the Middle District of Florida without stating a
reason.
According to court filing, North Jax Concrete estimates between 1
and 49 creditors. The petition states funds will be available to
unsecured creditors.
The Debtor's Chapter 11 Plan and Disclosure Statement are due by
Dec. 12, 2022.
About North Jax Concrete and Construction
North Jax Concrete and Construction LLC sought protection under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No.
22-01206) on June 15, 2022. In the petition filed by John C.
Holton III, as managing member, the Debtor estimated assets and
liabilities between $1 million and $10 million each. Byron Wright,
III, of Bruner Wright PA, is the Debtor's counsel.
OU MEDICINE: S&P Lowers 2018B-C Bond Ratings to 'BB-', Outlook Neg.
-------------------------------------------------------------------
S&P Global Ratings lowered its long-term rating on the Oklahoma
Development Finance Authority's series 2018B tax-exempt fixed-rate
bonds and series 2018C taxable fixed-rate bonds, issued for OU
Medicine Inc. (OUMI), which now does business as OU Health, to
'BB-' from 'BB+'. In addition, S&P lowered its underlying rating
(SPUR) on the insured maturities of the authority's series 2018B
and 2018C bonds, also issued for OUMI, to 'BB-' from 'BB+'.
The outlook on all ratings, where applicable, is negative.
"The downgrade reflects OUMI's significant financial profile
deterioration since last review, including below-expectation
operating performance and substantial erosion of its already weak
cash position," said S&P Global Ratings credit analyst Patrick
Zagar. "Actual financial results beginning in the final quarter of
fiscal 2021 and continuing through interim 2022 contrast with our
expectations at last review, which included improved profitability
and cash growth." In addition, driven primarily by heightened labor
expenses and sustained elevated capital spending, the system's
weakened financial cushion has necessitated the issuance of up to
$150 million of unanticipated debt over the coming quarters to
maintain compliance with liquidity covenants and fund critical
capital projects. Lastly, S&P believes governance structure
weaknesses, which we capture under environmental, social, and
governance (ESG) factors, contributes to the rating action stemming
from heightened management turnover and numerous interim leaders
coinciding with sizable organizational changes at OUMI, including
continued build out of capabilities as an independent entity,
launching a new patient tower, and integrating the school's faculty
practice group.
The negative outlook reflects OUMI's limited financial cushion and
downward financial trajectory since our last review and unusually
weak cash position. S&P believes the absolute and relative levels
of system unrestricted reserves preclude a stable outlook,
particularly given OUMI's 45 days' cash on hand liquidity covenant
and upcoming IT system implementation. OUMI's organizational change
and leadership turnover also support the negative outlook.
OUTTA CONTROL: Unsecureds Will Get 5% of Claims in 60 Months
------------------------------------------------------------
Outta Control Sportfishing, Inc., filed with the U.S. Bankruptcy
Court for the Southern District of Florida a Plan of Reorganization
for Small Business dated June 14, 2022.
The Debtor is a corporation. Since August 2021, the Debtor has been
in the business of providing sport fishing excursions to the
general public.
The Plan Proponent's financial projections show that the Debtor
will have projected disposable income of $75,097.20. The Debtor is
committing all projected disposable income into the Plan. The final
Plan payment is expected to be paid within 60 months after
confirmation.
Non-priority unsecured creditors holding allowed claims will
receive distributions, which the proponent of this Plan has valued
at approximately 5 cents on the dollar. This Plan also provides for
the payment of administrative and priority claims.
Class 3 consists of Non-priority unsecured creditors. These
creditors will receive a distribution of 5% for a total of
$75,097.20 payable in 60 monthly payments of $1,251.62 per month
beginning within 30 days upon the effective date of the
confirmation order. The creditors to be treated in this claim are:
* Fourchon Charters, LLC for an amount of $7,000.00.
* L.E.T. Holding of Hollywood, LLC for an amount of
$1,494,944.99. For purposes of a nonconsensual plan, thi spurported
amount remains contested by the Debtor and is disputed, contingent
and unliquidated.
Class 4 consists of Equity security holders of the Debtor. The sole
shareholder, Ralph Hawkins, shall retain 100% of his equity
interest in the Debtor.
The Debtor will continue with its operations. The Debtor will be
obtaining financing from lender Sunshine Equipment in the amount of
$1,200,000.00. The American Patriot vessel is valued at
$1,800,000.00 as provided in Debtor's motion to value. Applying the
first position mortgage owed to Amberjack Cruises, LLC in the
amount of $270,000.00, the remaining equity in the American Patriot
vessel is $1,530,000.00. The Debtor is disputing the claim of LET
on all grounds.
Only for the purpose of attempting to achieve a consensual plan,
the funds from this new loan will be paid to LET in the amount of
$1,200,000.00 within 30 days of the effective date of the plan. The
remaining $330,000.00 of equity in the vessel will be paid to LET
over 60 months in the amount of $5,500.00 per month. For purposes
of a nonconsensual plan, this LET's purported claim remains
contested by the Debtor and is disputed, contingent and
unliquidated.
The Debtor will pay lender Sunshine Equipment as follows:
$1,200,000 with 10% interest payable over 60 months payable at
$16,456.86 per month with a balloon payment of $700,000.00.
Sunshine Equipment will require all other liens to be
subordinated.
Ralph Hawkins will continue to serve as the president of the
reorganized Debtor.
A full-text copy of the Plan of Reorganization dated June 14, 2022,
is available at https://bit.ly/3OhKVXm from PacerMonitor.com at no
charge.
Attorney for the Plan Proponent:
Richard R. Robles, Esq.
Law Offices of Richard R. Robles, P.A.
905 Brickell Bay Drive, Suite 228
Miami, FL 33131
Phone: (305) 755-9200
Email: rrobles@roblespa.com
assistant@roblespa.com
About Outta Control Sportfishing
Outta Control Sportfishing, Inc., a company in Hollywood, Fla.,
filed a petition under Chapter 11, Subchapter V of the Bankruptcy
Code (Bankr. S.D. Fla. Case No. 22-12081) on March 16, 2022,
listing up to $500,000 in assets and up to $10 million in
liabilities.
Judge Peter D. Russin presides over the case.
Tarek Kirk Kiem has been appointed as Subchapter V trustee.
Richard R. Robles, Esq., at the Law Offices of Richard R. Robles,
P.A., is the Debtor's legal counsel.
PARETEUM CORP: Gets Interim Nod for $6 Mil. DIP Loan as Sale Nears
------------------------------------------------------------------
Rick Archer of Law360 reports that a New York bankruptcy judge gave
telecom software maker Pareteum Corp. preliminary approval on
Wednesday, June 15, 2022, to tap $6 million in Chapter 11 financing
after hearing that it needs the funds to reach a sale to its
stalking horse bidders next week.
At a virtual hearing, U.S. Bankruptcy Judge Lisa Beckerman said she
would approve the loan once the company and its unsecured creditors
settle their differences on the company's plans for spending it,
saying it was clear that Pareteum needs funds to keep the lights on
until the sale hearing.
About Pareteum Corporation
Pareteum Corporation is a cloud software communications platform
company which provides communications platform-as-a-service (CPaaS)
solutions offering mobility, messaging, and connectivity and
security services and applications. It has operations in North
America, Latin America, Europe, Middle East, Africa, and the
Asia-Pacific region.
Pareteum and its affiliates sought protection under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 22-10615)
on May 15, 2022. In the petition signed by Laura W. Thomas, interim
chief financial officer, Pareteum disclosed $52,043,000 in assets
and $10,486,000 in liabilities.
Judge Lisa G. Beckerman oversees the cases.
The Debtors tapped Togut, Segal & Segal, LLP as bankruptcy counsel;
King & Spalding, LLP as special counsel; FTI Capital Advisors, LLC
as investment banker; FTI Consulting, Inc. as financial advisor;
and Kurtzman Carson Consultants, LLC as claims, noticing and
balloting agent.
PERA DENTAL: Court Waives Appointment of Patient Care Ombudsman
---------------------------------------------------------------
Judge Lisa G. Beckerman of the U.S. Bankruptcy Court for the
Southern District of New York granted the motion of Pera Dental
Care, PC to waive any requirement of the appointment of a Patient
Care Ombudsman.
The Court held that the requirement to appointment a patient care
ombudsman is waived on an interim basis until August 31, 2022. The
waiver may be further extended, with the written consent of the
United States Trustee, by entry of a further Court order without
the need for a further hearing.
A copy of the order is available for free at https://bit.ly/3QsS4ph
from PacerMonitor.com.
About Pera Dental Care
Pera Dental Care, PC, a New York-based dental clinic, filed a
petition under Chapter 11, Subchapter V of the Bankruptcy Code
(Bankr. S.D.N.Y. Case No. 22-10653) on May 24, 2022, listing up to
$50,000 in assets and up to $500,000 in liabilities. Jolene E. Wee
serves as Subchapter V trustee.
Judge Lisa G. Beckerman oversees the case.
Anne J. Penachio, Esq., at Penachio Malara, LLP is the Debtor's
legal counsel.
PRITHVI INVESTMENTS: Taps Diamond McCarthy as Bankruptcy Counsel
----------------------------------------------------------------
Prithvi Investments, LLC seeks approval from the U.S. Bankruptcy
Court for the Northern District of California to employ Diamond
McCarthy, LLP as its bankruptcy counsel.
Diamond McCarthy will render these legal services:
(a) advise and represent the Debtor with respect to matters
and proceedings in this Chapter 11 case;
(b) assist the Debtor with bankruptcy issues, which may arise
in the operation of the Debtor's business;
(c) assist the Debtor with the preparation of and confirmation
of a plan of reorganization or other disposition of the case;
(d) advise the Debtor with respect to its powers and duties to
the estate;
(e) advise and represent the Debtor with regard to motions and
other developments in the bankruptcy case;
(f) advise the Debtor with respect to recovery of assets of
the bankruptcy estate;
(g) advise the Debtor with respect to potential actions and/or
claims against third parties for the benefit of the estate;
(h) advise the Debtor with respect to any other litigation or
contested matters that may arise in the course of the case;
(i) advise and represent the Debtor about the development and
confirmation of a Chapter 11 Plan or other disposition of the case;
and
(j) assist the Debtor with respect to other matters connected
with the Debtor's Chapter 11 case.
The hourly rates of the firm's counsel and staff are as follows:
Christopher Sullivan, Partner $525
Roxanne Bahadurji, Partner $500
Paralegals $200
In addition, the firm will seek reimbursement for expenses
incurred.
As of the petition date, the balance of the retainer the Debtor had
paid Diamond McCarthy is $10,000.
Christopher Sullivan, Esq., an attorney at Diamond McCarthy,
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 through:
Christopher D. Sullivan, Esq.
Roxanne Bahadurji, Esq.
Diamond McCarthy LLP
150 California Street, Suite 2200
San Francisco, CA 94111
Telephone: (415) 692-5200
Facsimile: (415) 263-9200
Email: csullivan@diamondmccarthy.com
roxanne.bahadurji@diamondmccarthy.com
About Prithvi Investments
Prithvi Investments, LLC C owns and operates a 64-room Quality Inn
and Suites hotel in Santa Rosa, California. In addition to
providing guest rooms, the Hotel has a breakfast dining area and a
fitness room. The Hotel has 68 parking spaces and operates under a
license agreement with Choice Hotel, International Inc.
Prithvi Investments sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Calif. Case No. 22-30259) on May 25,
2022. In the petition filed by Hitesh Patel, president, the Debtor
disclosed up to $50 million in both assets and liabilities.
Judge Dennis Montali oversees the case.
Christopher D. Sullivan, Esq., at Diamond McCarthy LLP is the
Debtor's counsel.
PULMATRIX INC: Two Proposals Approved at Annual Meeting
-------------------------------------------------------
Pulmatrix, Inc. held its 2022 annual meeting of stockholders at
which the stockholders:
(1) elected Teofilo Raad and Richard Batycky, Ph.D. as directors
to serve until the Company's 2025 annual meeting of stockholders or
until successors have been duly elected and qualified; and
(2) ratified the appointment of Marcum LLP as the Company's
independent registered public accounting firm for the 2022 fiscal
year.
About Pulmatrix
Pulmatrix, Inc. -- http://www.pulmatrix.com-- is a clinical stage
biopharmaceutical company developing innovative inhaled therapies
to address serious pulmonary and non-pulmonary disease using its
patented iSPERSE technology. The Company's proprietary product
pipeline includes treatments for serious lung diseases such as
allergic ronchopulmonary aspergillosis and lung cancer, as well as
neurologic disorders such as acute migraine. Pulmatrix's product
candidates are based on iSPERSE, its proprietary engineered dry
powder delivery platform, which seeks to improve therapeutic
delivery to the lungs by maximizing local concentrations and
reducing systemic side effects to improve patient outcomes.
Pulmatrix reported a net loss of $20.17 million for the year ended
Dec. 31, 2021, a net loss of $19.31 million for the year ended Dec.
31, 2020, a net loss of $20.59 million for the year ended Dec. 31,
2019, and a net loss of $20.56 million for the year ended Dec. 31,
2018. As of March 31, 2022, the Company had $54.30 million in
total assets, $11.55 million in total liabilities, and $42.76
million in total stockholders' equity.
PUNYAKAM PLLC: June 30 Hearing on Motion to Appoint PCO
-------------------------------------------------------
Judge Scott H. Gan will hold a hearing June 30, 2022, at 2:00 p.m.
to consider the motion of the United States Trustee to appoint a
Patient Care Ombudsman in the health care business case of
Punyakam, PLLC.
On June 14, 2022, the U.S. Trustee asked the U.S. Bankruptcy Court
for the District of Arizona to enter an order directing the
appointment of a Patient Care Ombudsman pursuant to Section 333 of
the Bankruptcy Code in Punyakam, PLLC's case.
The U.S. Trustee argued that:
* The Debtor owns a medical practice doing business as Avista
Family Medicine. In the Declaration in support of its use of Cash
Collateral, the Debtor represents that the COVID-19 pandemic and
the associated lull in weight loss and aesthetic patients caused a
substantial reduction in revenues and caused defaults on loans.
* Although the Debtor is subject to the Arizona Medical Board,
it is unclear what, if any additional oversight or supervision the
Board provides to physicians who are experiencing financial
distress in their practices. It is unknown if there are any pending
or prior medical malpractice actions against the Debtor regarding
patient care.
* Although the COVID-19 pandemic could have caused a reduction
in the Debtor's revenues, it is also possible that these poor
reviews influenced prospective patients to seek treatment
elsewhere. The primary role of a patient care ombudsman is to
monitor the quality of patient care and to represent the interests
of the patients. Given these reviews, quality of care and patient
safety could be a concern in this case.
* Once patients have gone through the difficult process of
selecting a physician, they would be highly dependent on the Debtor
for their health and safety. Further, due to the small size of the
Debtor's office staff, there is very likely no formal structure in
place to address complaints or seek redress for patient safety
concerns. Given this level of dependency, the appointment of an
independent patient care ombudsman to monitor the quality of
patient care and to represent the interests of the patients appears
appropriate.
A copy of the order is available for free at https://bit.ly/3xZ4Q7U
from PacerMonitor.com.
About Punyakam PLLC
Punyakam, PLLC sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D. Ariz. Case No. 22-03615) on June 6, 2022, listing
under $500,000 in assets and under $1 million in liabilities. Punya
R. Gammage, its member, signed the petition.
D. Lamar Hawkins, Esq., at Guidant Law, PLC is the Debtor's
counsel.
PURDUE PHARMA: Judge Drain Bids Goodbye ss He Retires June 30
-------------------------------------------------------------
Jeremy Hill of Bloomberg News reports that U.S. Bankruptcy Judge
Robert Drain's oversight of Purdue Pharma LP' bankruptcy is coming
to a close, ending a nearly three-year era marked by his shrewd
barbs from the bench and detailed rulings.
Judge Drain, famed for his willingness to lambaste lawyers and his
ability to deliver lengthy rulings from the bench, presided over
his final Purdue Pharma bankruptcy hearing on Wednesday, June 15,
2022. He's scheduled to retire at the end of June 2022 after a
20-year stint in one of the country's busiest bankruptcy courts.
"We collectively owe you a gargantuan debt of gratitude," Marshall
Huebner of Davis Polk & Wardwell said.
Appointed to a second 14-year term a mere 5 years ago, Bankruptcy
Judge Robert D. Drain of the U.S. Bankruptcy Court for the Southern
District of New York in September 2021 announced that he intends to
retire as of June 30, 2022.
Judge Drain has presided over many large, high-profile chapter 11
cases, most recently the Purdue Pharma bankruptcy proceedings, in
which he confirmed the debtors' proposed chapter 11 plan,
including releases of non-debtor Sackler family members, over the
objections of the U.S. Trustee and numerous other stakeholders.
Other major cases that Judge Drain has presided over include
Momentive, Sears, Frontier Airlines, Windstream, and Frontier
Communications. Among other things, Judge Drain was well known for
his willingness to confirm prepackaged chapter 11 plans of
reorganization sometimes within days or even hours of case filing,
provided the debtor could establish that creditors would not be
harmed by the speed of the proceedings.
It will be up to the U.S. Court of Appeals for the Second Circuit
to select a new bankruptcy judge to fill the vacancy left by Judge
Drain's departure.
About Purdue Pharma
Purdue Pharma L.P. and its subsidiaries --
http://www.purduepharma.com/-- develop and provide prescription
medicines and consumer products that meet the evolving needs of
healthcare professionals, patients, consumers and caregivers.
Purdue's subsidiaries include Adlon Therapeutics L.P., focused on
treatment for Attention-Deficit/Hyperactivity Disorder (ADHD) and
related disorders; Avrio Health L.P., a consumer health products
company that champions an improved quality of life for people in
the United States through the reimagining of innovative product
solutions; Imbrium Therapeutics L.P., established to further
advance the emerging portfolio and develop the pipeline in the
areas of CNS, non-opioid pain medicines, and select oncology
through internal research, strategic collaborations and
partnerships; and Greenfield Bioventures L.P., an investment
vehicle focused on value-inflection in early stages of clinical
development.
Opioid makers in the U.S. are facing pressure from a crackdown on
the addictive drug in the wake of the opioid crisis and as state
attorneys general file lawsuits against manufacturers. More than
2,000 states, counties, municipalities and Native American
governments have sued Purdue Pharma and other pharmaceutical
companies for their role in the opioid crisis in the U.S., which
has contributed to the more than 700,000 drug overdose deaths in
the U.S. since 1999.
OxyContin, Purdue Pharma's most prominent pain medication, has been
the target of over 2,600 civil actions pending in various state and
federal courts and other fora across the United States and its
territories.
On Sept. 15 and 16, 2019, Purdue Pharma L.P. and 23 affiliated
debtors each filed a voluntary petition for relief under Chapter 11
of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No.
19-23649), after reaching terms of a preliminary agreement for
settling the massive opioid litigation. The Debtors' consolidated
balance sheet as of Aug. 31, 2019, showed $1.972 billion in assets
and $562 million in liabilities.
U.S. Bankruptcy Judge Robert Drain oversees the cases.
The Debtors tapped Davis Polk & Wardwell, LLP and Dechert, LLP as
legal counsels; PJT Partners as investment banker; AlixPartners as
financial advisor; and Grant Thornton, LLP as tax structuring
consultant. Prime Clerk, LLC, is the claims agent.
Akin Gump Strauss Hauer & Feld LLP and Bayard, P.A., represent the
official committee of unsecured creditors appointed in the Debtors'
bankruptcy cases.
David M. Klauder, Esq., is the fee examiner appointed in the
Debtors' cases. The fee examiner is represented by Bielli &
Klauder, LLC.
* * *
U.S. Bankruptcy Judge Robert Drain in early September 2021 approved
a plan to turn Purdue into a new company (Knoa Pharma LLC) no
longer owned by members of the Sackler family, with its profits
going to fight the opioid epidemic. The Sackler family agreed to
pay $4.3 billion over nine years to the states and private
plaintiffs and in exchange for a lifetime legal immunity. The deal
resolves some 3,000 lawsuits filed by state and local governments,
Native American tribes, unions, hospitals and others who claimed
the company's marketing of prescription opioids helped spark and
continue an overdose epidemic.
Separate appeals to approval of the Plan were filed by the U.S.
Bankruptcy Trustee, California, Connecticut, the District of
Columbia, Maryland, Rhode Island and Washington state, plus some
Canadian local governments and other Canadian entities.
In early March 2022, Purdue Pharma reached a nationwide settlement
over its role in the opioid crisis, with the Sackler family members
boosting their cash contribution to as much as $6 billion. The
settlement was hammered out with attorneys general from the eight
states -- California, Connecticut, Delaware, Maryland, Oregon,
Rhode Island, Vermont and Washington -- and D.C. who had opposed
the previous settlement.
PURDUE PHARMA: Judge to Okay Plan to Cut CEO Bonus by $500,000
--------------------------------------------------------------
Jeremy Hill of Bloomberg News reports that U.S. Bankruptcy Judge
Robert Drain on Wednesday said he would approve a proposal to pay
Purdue Pharma LP Chief Executive Officer Craig Landau a bonus of as
much as $2.5 million if certain performance targets are met.
The maximum payout was slashed by $500,000 as part of a compromise
with a group of US states which don't want Landau leading Purdue.
Judge Drain said he will approve the revised proposal in a
bankruptcy hearing Wednesday, his last hearing overseeing the case
before retiring later this June 2022.
About Purdue Pharma
Purdue Pharma L.P. and its subsidiaries --
http://www.purduepharma.com/-- develop and provide prescription
medicines and consumer products that meet the evolving needs of
healthcare professionals, patients, consumers and caregivers.
Purdue's subsidiaries include Adlon Therapeutics L.P., focused on
treatment for Attention-Deficit/Hyperactivity Disorder (ADHD) and
related disorders; Avrio Health L.P., a consumer health products
company that champions an improved quality of life for people in
the United States through the reimagining of innovative product
solutions; Imbrium Therapeutics L.P., established to further
advance the emerging portfolio and develop the pipeline in the
areas of CNS, non-opioid pain medicines, and select oncology
through internal research, strategic collaborations and
partnerships; and Greenfield Bioventures L.P., an investment
vehicle focused on value-inflection in early stages of clinical
development.
Opioid makers in the U.S. are facing pressure from a crackdown on
the addictive drug in the wake of the opioid crisis and as state
attorneys general file lawsuits against manufacturers. More than
2,000 states, counties, municipalities and Native American
governments have sued Purdue Pharma and other pharmaceutical
companies for their role in the opioid crisis in the U.S., which
has contributed to the more than 700,000 drug overdose deaths in
the U.S. since 1999.
OxyContin, Purdue Pharma's most prominent pain medication, has been
the target of over 2,600 civil actions pending in various state and
federal courts and other fora across the United States and its
territories.
On Sept. 15 and 16, 2019, Purdue Pharma L.P. and 23 affiliated
debtors each filed a voluntary petition for relief under Chapter 11
of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No.
19-23649), after reaching terms of a preliminary agreement for
settling the massive opioid litigation. The Debtors' consolidated
balance sheet as of Aug. 31, 2019, showed $1.972 billion in assets
and $562 million in liabilities.
U.S. Bankruptcy Judge Robert Drain oversees the cases.
The Debtors tapped Davis Polk & Wardwell, LLP and Dechert, LLP as
legal counsels; PJT Partners as investment banker; AlixPartners as
financial advisor; and Grant Thornton, LLP as tax structuring
consultant. Prime Clerk, LLC, is the claims agent.
Akin Gump Strauss Hauer & Feld LLP and Bayard, P.A., represent the
official committee of unsecured creditors appointed in the Debtors'
bankruptcy cases.
David M. Klauder, Esq., is the fee examiner appointed in the
Debtors' cases. The fee examiner is represented by Bielli &
Klauder, LLC.
* * *
U.S. Bankruptcy Judge Robert Drain in early September 2021 approved
a plan to turn Purdue into a new company (Knoa Pharma LLC) no
longer owned by members of the Sackler family, with its profits
going to fight the opioid epidemic. The Sackler family agreed to
pay $4.3 billion over nine years to the states and private
plaintiffs and in exchange for a lifetime legal immunity. The deal
resolves some 3,000 lawsuits filed by state and local governments,
Native American tribes, unions, hospitals and others who claimed
the company's marketing of prescription opioids helped spark and
continue an overdose epidemic.
Separate appeals to approval of the Plan have already been filed by
the U.S. Bankruptcy Trustee, California, Connecticut, the District
of Columbia, Maryland, Rhode Island and Washington state, plus some
Canadian local governments and other Canadian entities.
In early March 2022, Purdue Pharma reached a nationwide settlement
over its role in the opioid crisis, with the Sackler family members
boosting their cash contribution to as much as $6 billion. The
settlement was hammered out with attorneys general from the eight
states -- California, Connecticut, Delaware, Maryland, Oregon,
Rhode Island, Vermont and Washington -- and D.C. who had opposed
the previous settlement.
PURE BIOSCIENCE: Incurs $760K Net Loss in Third Quarter
-------------------------------------------------------
PURE Bioscience, Inc. filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q disclosing a net loss
of $760,000 on $524,000 of total revenue for the three months ended
April 30, 2022, compared to a net loss of $811,000 on $561,000 of
total revenue for the three months ended April 30, 2021.
For the nine months ended April 30, 2022, the Company reported a
net loss of $2.26 million on $1.44 million of total revenue
compared to a net loss of $1.59 million on $3.07 million of total
revenue for the nine months ended April 30, 2021.
As of April 30, 2022, the Company had $2.12 million in total
assets, $550,000 in total current liabilities, and $1.57 million in
total stockholders' equity.
New Members of Management
PURE has hired John Kasperski as vice president of sales after
conducting a national search. Mr. Kasperski has 22 years of
experience in selling products business-to-business. Mr. Kasperski
spent the last 11 years at Ecolab, where he was a District Manager
in the central United States. During this time, the teams he led
consistently exceeded sales goals. Mr. Kasperski's experience in
chemical sales gives him a deep understanding of PURE's customers,
their decision-making processes and buying habits. He is
implementing a sales plan that provides PURE with "boots on the
ground" in the top four regions of the country to service
restaurants, schools, long-term care facilities and hospitality, as
well as a restructure of current PURE corporate accounts to
increase sales revenue and provide customer support. PURE is
currently recruiting for the Midwest and West Coast regions after
attending the annual National Restaurant Association Exposition,
which hosted approximately 55,000 attendees.
PURE also has hired Dr. Zhinong Yan as executive vice president of
Science and Business Development. Dr. Yan has over 30 years of
academic and industry experience in microbiology and food safety.
Since joining PURE, Dr. Yan was instrumental in technical
discussions with Hydrite and other PURE distributors. He also
introduced PURE to global food companies and is guiding research on
applications of PURE Control at the University of Georgia and
California Polytechnic State University, San Luis Obispo. Prior to
joining PURE, Dr. Yan was the executive director of Walmart's Food
Safety Collaboration Center in Beijing, China, and the Food Safety
Director for Ecolab in the Asia Pacific region. Dr. Yan also has
served as the Senior Food Safety Scientist for Commercial Food
Sanitation, Intralox and Mol Belting Systems. Before working in
industry, he was a research assistant professor at Michigan State
University focusing on industry food safety needs, including
sanitation. Dr. Yan has been actively engaged in food
safety-related associations and promoting food safety globally with
his strong leadership and networking. Dr. Yan received his Ph.D.
from Auburn University in plant pathology.
Tom Y. Lee, chief executive officer, said, "The addition of John
Kasperski, Vice President of Sales, to the sales team is the first
step to expand regionally across the United States. The near-term
focus is to develop and service the food preparation, food service,
education, and long-term care segments. We believe supporting our
distributors and current customer base using our new "boots on the
ground" approach will help gain customer acceptance and confidence.
We expect to increase revenue and expand into other regions of the
United States. Dr. Zhinong Yan, Executive Vice President of
Science and Business Development, is another great addition to the
PURE team. We look forward to leveraging Dr. Yan's unique skill
set to grow sales, both foreign and domestic," concluded Lee."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1006028/000149315222016732/form10-q.htm
About PURE Bioscience Inc.
PURE Bioscience, Inc. -- www.purebio.com -- is focused on
developing and commercializing its proprietary antimicrobial
products primarily in the food safety arena. The Company provides
solutions to combat the health and environmental challenges of
pathogen and hygienic control. Its technology platform is based on
patented, stabilized ionic silver, and its initial products contain
silver dihydrogen citrate, better known as SDC. PURE is
headquartered in Rancho Cucamonga, California (San Bernardino
metropolitan area).
PURE Bioscience reported a net loss of $2.32 million for the year
ended July 31, 2021. As of Oct. 31, 2021, the Company had $3.56
million in total assets, $828,000 in total current liabilities, and
$2.73 million in total stockholders' equity. Los Angeles,
California-based Weinberg and Company, P.A., the Company's auditor
since 2019, issued a "going concern" qualification in its report
dated Oct. 28, 2021, citing that the Company has suffered recurring
losses from operations and negative cash flows from operating
activities that raise substantial doubt about its ability to
continue as a going concern.
REVLON INC: Foresees Intercreditor Conflicts in Chapter 11 Case
---------------------------------------------------------------
Vince Sullivan of Law360 reports that bankrupt cosmetics giant
Revlon Inc. previewed some intercreditor disputes that need to be
addressed in the early stages of its Chapter 11 case, saying at an
initial court appearance in New York on Thursday, June 16, 2022,
these issues could impact its efforts to reorganize its nearly $3.7
billion of debt.
Cosmetics maker Revlon has filed for Chapter 11 protection in New
York, the company said Thursday, June 16, 2022. During a virtual
first-day hearing, debtor attorney Paul Basta of Paul Weiss Rifkind
Wharton & Garrison LLP said Revlon's complex capital structure had
led to two critical disputes among creditors that created
uncertainty about the identity of some of its secured lenders.
Revlon Inc. hit bankruptcy late Wednesday, saying it has
encountered a serious liquidity crunch in the face of continuing
supply chain issues that have left it unable to meet the full
customer demand for its products, a situation that has constrained
its access to the full amount under its asset-based lending
facilities.
The company came to court with a complex and top-heavy balance
sheet consisting of: $289 million in secured ABL facilities; $1.878
billion in secured debt arising from a series of 2020 transactions;
$870 million in secured term loan debt; $431 million in unsecured
note debt; and $75 million in loans to foreign non-debtor
affiliates. These amounts don't include accrued interest and other
costs.
One of the chief conflicts raised at the first-day hearing
surrounds a mistaken $894 million payment by Citibank NA as agent
under Revlon's 2016 secured term loans to the lenders under that
facility, he said. The August 2020 payment was supposed to be a
$7.8 million interest payment to the lenders but instead Citibank
sent out money to pay off the entirety of the loan.
Citibank realized the mistake and immediately sent out notices to
the recipients demanding return of the overpayments, which were
made mostly with Citibak's own funds, but lenders that received
about $500 million in payments declined to return the funds,
leading to litigation that Citibank initially lost and appealed to
the Second Circuit Court of Appeals, according to Basta.
"We are waiting for a decision to give us clarity as to who the
lenders are under our 2016 term loan," Basta said. "The pendency
of that litigation has been frustrating to the company because it
hampered our ability to get an out of court restructuring done due
to uncertainty as to who our 2016 term loan lenders are."
Closely linked to that dispute is a separate challenge to a series
of 2020 transactions undertaken by Revlon that created a group of
BrandCos -- Delaware LLCs that each held intellectual property
rights to one or more of Revlon's brands -- and refinanced some
existing debt into $1.8 billion in secured obligations, Basta said.
This challenge, brought by UMB Bank as the replacement agent under
the 2016 term loan facilities, said the BrandCo transactions
amounted to fraudulent transfers of assets to the new subsidiaries
of Revlon and breached the loan documents governing the term
loans.
Basta said this action hasn't been prosecuted after being filed in
August 2020, but that questions about the legitimacy of the BrandCo
transactions could still remain unless addressed soon.
"We don't know whether folks are going to want to challenge that
transaction," Basta said. "If this is going to become a dispute,
it should be raised immediately so it doesn't become a drain on the
estate."
Terms included in a proposed debtor-in-possession loan facility
seek to impose a 60-day deadline for creditors to raise challenges
to secured liens held by prepetition lenders, Basta said.
The proposed DIP would see $575 million in new money term loans
being provided by a group of existing term loan lenders, as well as
a roll-up of $400 million in existing asset-based lending
facilities being provided by existing lenders under prepetition ABL
facilities, according to court filings.
"There is a major liquidity crisis at this company and we're going
to lose substantial value if we don't access that facility
immediately," Basta told the court.
U.S. Bankruptcy Judge David S. Jones heard from the various parties
involved in the case about their thoughts on the proposed DIP
facility, but pushed consideration of the motion for interim
approval of the loan until 9 a.m. Friday morning to give Revlon
time to work with its creditors to resolve issues with the loan.
Judge Jones approved some other first-day motions during Thursday's
hearing, including requests for the debtor to jointly administer
the cases of Revlon and its 50 co-debtors and to maintain its cash
management system.
Basta said the debtor is facing milestones under its post-petition
loans that require it to enter into a restructuring support
agreement with its various lender groups by Nov. 1 and achieve
confirmation of a Chapter 11 plan by April 2023.
Revlon Inc. is represented by Paul M. Basta, Alice Belisle Eaton,
Kyle J. Kimpler, Robert A. Britton, and Brian Bolin of Paul Weiss
Rifkind Wharton & Garrison LLP.
About Revlon Inc.
Revlon Inc. manufactures, markets and sells an extensive array of
beauty and personal care products worldwide, including color
cosmetics; fragrances; skin care; hair color, hair care and hair
treatments; beauty tools; men's grooming products; anti-perspirant
deodorants; and other beauty care products. Today, Revlon's
diversified portfolio of brands is sold in approximately 150
countries around the world in most retail distribution channels,
including prestige, salon, mass, and online.
Since its breakthrough launch of the first opaque nail enamel in
1932, Revlon has provided consumers with high quality product
innovation, performance and sophisticated glamour. In 2016, Revlon
acquired the iconic Elizabeth Arden company and its portfolio of
brands, including its leading designer, heritage and celebrity
fragrances.
Revlon is among the leading global beauty companies, with some of
the world's most iconic and desired brands and product offerings in
color cosmetics, skin care, hair color, hair care and fragrances
under brands such as Revlon, Revlon Professional, Elizabeth Arden,
Almay, Mitchum, CND, American Crew, Creme of Nature, Cutex, Juicy
Couture, Elizabeth Taylor, Britney Spears, Curve, John Varvatos,
Christina Aguilera and AllSaints.
Revlon, Inc., sought Chapter 11 protection (Bankr. S.D.N.Y. Case
No. 22-10760) on June 15, 2022. Fifty affiliates, including Almay,
Inc, Beautyge Brands USA, Inc., and Elizabeth Arden, Inc., also
sought bankruptcy protection on June 15 and June 16, 2022.
Revlon disclosed total assets of $2,328,093,000 against total
liabilities of $3,689,240,395 as of April 30, 2022.
The Hon. David S. Jones is the case judge.
PJT Partners is acting as financial advisor to Revlon and Alvarez &
Marsal is acting as restructuring advisor. Paul, Weiss, Rifkind,
Wharton & Garrison LLP is acting as legal advisor to the Company.
Mololamken, LLC, is the conflicts counsel. Kroll, LLC, is the
claims agent.
REVLON INC: Gets Court Approval for $375 Mil. Fresh Cash Financing
------------------------------------------------------------------
Reuters reports that Revlon Inc received bankruptcy court approval
to borrow $375 million on Friday, saying it would use the funds to
shore up supply chain problems that would otherwise imperil the
cosmetic maker's sales during the busy Christmas season.
U.S. Bankruptcy Judge David Jones in New York approved Revlon's
proposed bankruptcy loan on an interim basis after hearing
testimony that Revlon was down to $6 million in cash and struggling
to fulfill retail customer orders.
Revlon chief restructuring officer Robert Caruso testified Friday
that most of Revlon's raw material vendors have stopped sending
shipments, and many were demanding payment of past debts or
deposits on future deliveries.
Without access to raw materials, Revlon cannot meet sales demands,
leaving the company with dwindling cash to solve its supply
problem, Mr. Caruso added. The company is currently able to fill
70% of customer orders without backlog or cancellations, compared
to an industry standard of 90% to 95%, Mr. Caruso said.
In a worst-case scenario, Revlon could also face impacts into 2023,
since retailers are going to be making long-term decisions in
September about which products to stock, Mr. Caruso said.
"That will play a big role in how customers think about resetting
store shelves for next year," Caruso said in court. "If we are not
able to get the money in and restore our supply chain and meet our
customer orders, we will have a lot of harm to the business.”
Revlon will retain about $300 million of the initial bankruptcy
loan for day-to-day business purposes, and use $75 million to pay
down debts at foreign subsidiaries who are not part of the U.S.
bankruptcy, Caruso said.
Revlon has lined up $575 million in total funding for its
bankruptcy case, and it will seek approval for the remaining $200
million at hearing next month.
Revlon junior creditors and the U.S. Department of Justice's
bankruptcy watchdog raised concerns about some of the terms of that
loan, focusing on fees paid to lenders and the potential to
re-order the priority in which the company's lenders would be
paid.
About Revlon Inc.
Revlon Inc. manufactures, markets and sells an extensive array of
beauty and personal care products worldwide, including color
cosmetics; fragrances; skin care; hair color, hair care and hair
treatments; beauty tools; men's grooming products; anti-perspirant
deodorants; and other beauty care products. Today, Revlon's
diversified portfolio of brands is sold in approximately 150
countries around the world in most retail distribution channels,
including prestige, salon, mass, and online.
Since its breakthrough launch of the first opaque nail enamel in
1932, Revlon has provided consumers with high quality product
innovation, performance and sophisticated glamour. In 2016, Revlon
acquired the iconic Elizabeth Arden company and its portfolio of
brands, including its leading designer, heritage and celebrity
fragrances.
Revlon is among the leading global beauty companies, with some of
the world's most iconic and desired brands and product offerings in
color cosmetics, skin care, hair color, hair care and fragrances
under brands such as Revlon, Revlon Professional, Elizabeth Arden,
Almay, Mitchum, CND, American Crew, Creme of Nature, Cutex, Juicy
Couture, Elizabeth Taylor, Britney Spears, Curve, John Varvatos,
Christina Aguilera and AllSaints.
Revlon, Inc., sought Chapter 11 protection (Bankr. S.D.N.Y. Case
No. 22-10760) on June 15, 2022. Fifty affiliates, including Almay,
Inc, Beautyge Brands USA, Inc., and Elizabeth Arden, Inc., also
sought bankruptcy protection on June 15 and June 16, 2022.
Revlon disclosed total assets of $2,328,093,000 against total
liabilities of $3,689,240,395 as of April 30, 2022.
The Hon. David S. Jones is the case judge.
PJT Partners is acting as financial advisor to Revlon and Alvarez &
Marsal is acting as restructuring advisor. Paul, Weiss, Rifkind,
Wharton & Garrison LLP is acting as legal advisor to the Company.
Mololamken, LLC, is the conflicts counsel. Kroll, LLC, is the
claims agent.
REVLON INC: June 23 Deadline Set for Panel Questionnaires
---------------------------------------------------------
The United States Trustee is soliciting members for committee of
unsecured creditors in the bankruptcy case of Revlon, Inc., et
al.,
If a party wishes to be considered for membership on any official
committee that is appointed, it must complete a questionnaire
available at https://bit.ly/3HB00Rv and return by email it to --
USTPRegion02.NYECF@usdoj.gov -- at the Office of the United States
Trustee so that it is received no later than 12:00 p.m., on June
23, 2022.
If the U.S. Trustee receives sufficient creditor interest in the
solicitation, it may schedule a meeting or telephone conference for
the purpose of forming a committee.
About Revlon Inc.
Revlon Inc. manufactures, markets and sells an extensive array of
beauty and personal care products worldwide, including color
cosmetics; fragrances; skin care; hair color, hair care and hair
treatments; beauty tools; men's grooming products; anti-perspirant
deodorants; and other beauty care products. Today, Revlon's
diversified portfolio of brands is sold in approximately 150
countries around the world in most retail distribution channels,
including prestige, salon, mass, and online.
Since its breakthrough launch of the first opaque nail enamel in
1932, Revlon has provided consumers with high quality product
innovation, performance and sophisticated glamour. In 2016, Revlon
acquired the iconic Elizabeth Arden company and its portfolio of
brands, including its leading designer, heritage and celebrity
fragrances.
Revlon is among the leading global beauty companies, with some of
the world's most iconic and desired brands and product offerings in
color cosmetics, skin care, hair color, hair care and fragrances
under brands such as Revlon, Revlon Professional, Elizabeth Arden,
Almay, Mitchum, CND, American Crew, Creme of Nature, Cutex, Juicy
Couture, Elizabeth Taylor, Britney Spears, Curve, John Varvatos,
Christina Aguilera and AllSaints.
Revlon, Inc., sought Chapter 11 protection (Bankr. S.D.N.Y. Case
No. 22-10760) on June 15, 2022. Fifty affiliates, including Almay,
Inc, Beautyge Brands USA, Inc., and Elizabeth Arden, Inc., also
sought bankruptcy protection on June 15 and June 16, 2022.
Revlon disclosed total assets of $2,328,093,000 against total
liabilities of $3,689,240,395 as of April 30, 2022.
The Hon. David S. Jones is the case judge.
PJT Partners is acting as financial advisor to Revlon and Alvarez &
Marsal is acting as restructuring advisor. Paul, Weiss, Rifkind,
Wharton & Garrison LLP is acting as legal advisor to the Company.
Mololamken, LLC, is the conflicts counsel. Kroll, LLC, is the
claims agent.
RICCI TRANSPORT: Taps Rey's Tax & Accounting Services as Accountant
-------------------------------------------------------------------
Ricci Transport & Recovery, Inc. seeks approval from the U.S.
Bankruptcy Court for the Eastern District of Pennsylvania to employ
Rey's Tax & Accounting Services as its accountant.
The firm will render these services:
(a) prepare the Debtor's 2020 and 2021 federal, state, and
local tax returns;
(b) prepare the monthly operating reports required by the
bankruptcy court, upon request of the Debtor;
(c) provide assistance in developing or assisting plans of
reorganization or disclosure statements; and
(d) tax compliance filings and matters, upon request of the
Debtor.
The firm will be compensated a flat fee of $2,800 per tax year for
the preparation of federal, state, and local tax returns, and $125
per hour for all other professional services.
As disclosed in court filings, Rey's Tax & Accounting Services
neither represents nor holds any interest adverse to the Debtor or
the estate with respect to the matter for which it will be
engaged.
The firm can be reached at:
Rey's Tax & Accounting Services
898 Marcella St.
Philadelphia, PA 19124
Telephone: (215) 533-2355
About Ricci Transport & Recovery
Ricci Transport & Recovery, Inc. sought protection for relief under
Chapter 11 of the Bankruptcy Code (Bankr. E.D. Pa. Case No.
22-10969) on April 14, 2022, listing up to $500,000 in both assets
and liabilities.
Judge Eric L. Frank oversees the case.
Michael A. Cibik, Esq., at Cibik Law, PC and Rey's Tax & Accounting
Services serve as the Debtor's counsel and accountant,
respectively.
ROOF IT BETTER: Fla. Roofing Contractor Files for Chapter 11
------------------------------------------------------------
Roof It Better, LLC, filed for chapter 11 protection in West Palm
Beach, Florida.
The Debtor is a Limited Liability Company organized under the laws
of the State of Florida. The Debtor is a roofing contractor. The
Debtor's primary office is in West Palm Beach, Florida.
The Debtor disclosed $123,700 in assets against $2.102 million in
liabilities in its schedules.
According to court documents, Roof It Better estimates between 1
and 49 creditors. The petition states funds will be available to
unsecured creditors.
A meeting of creditors under 11 U.S.C. Section 341(a) is slated for
July 22, 2022, at 10:00 a.m. by TELEPHONE. The deadline to file a
complaint to determine dischargeability of certain debts is Sept.
20, 2022. Proofs of claim are due by Aug. 24, 2022.
About Roof It Better
Roof It Better, LLC -- https://www.roofitbetter.com/ -- is a
roofing company that handles residential and commercial roof repair
jobs.
Roof It Better sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Fla. Case No. 22-14651) on June 15,
2022. In the petition filed by Teresa Mehaffey, as manager, the
Debtor estimated assets between $100,000 and $500,000 and
liabilities between $1 million and $10 million. Craig I Kelley, of
Kelley, Fulton & Kaplan, P.L., is the Debtor's counsel.
S.A. WAGNER: Taps Knox McLaughlin Gornall & Sennett as Counsel
--------------------------------------------------------------
S.A. Wagner Agency, Inc. seeks approval from the U.S. Bankruptcy
Court for the Western District of Pennsylvania to employ Knox
McLaughlin Gornall & Sennett, PC as its legal counsel.
The firm will render these services:
(a) advise the Debtor regarding its powers and duties under
Chapter 11;
(b) prepare the Debtor's schedule of assets, schedule of
liabilities and statement of financial affairs;
(c) prepare and confirm a Chapter 11 plan of reorganization
and disclosure statement;
(d) other legal actions, as necessary, to avoid liens, object
to claims, enforce the automatic stay, recover preferences and
defend motions and/or complaints against the Debtor;
(e) prepare legal papers; and
(f) perform other legal services for the Debtor as may be
necessary and appropriate in connection with the case.
The firm invoiced the Debtor for pre-bankruptcy services in the
amount of $19,393.50. There were no fees or expenses due to the
firm as of the filing of the petition.
Guy Fustine, Esq., an attorney at Knox McLaughlin Gornall &
Sennett, disclosed in a court filing that the firm is a
"disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.
The firm can be reached through:
Guy C. Fustine, Esq.
Knox McLaughlin Gornall & Sennett, PC
120 West Tenth Street
Erie, PA 16501-1461
Telephone: (814) 459-2800
Email: gfustine@kmgslaw.com
About S.A. Wagner Agency
S.A. Wagner Agency, Inc. -- https://www.sawagner.com -- is an
insurance company that provides the right commercial, personal, and
life insurance policies based on clients' needs.
S.A. Wagner Agency filed a petition for relief under Subchapter V
of Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Pa. Case No.
22-10258) on June 8, 2022, listing up to $1 million in assets and
up to $10 million in liabilities. William G. Krieger has been
appointed as Subchapter V trustee.
Guy C. Fustine, Esq., at Knox McLaughlin Gornall & Sennett, PC and
Jeffrey Beach, CPA, at McGill, Power, Beil & Associates, LLP serve
as the Debtor's counsel and accountant, respectively.
S.A. WAGNER: Taps McGill, Power, Beil & Associates as Accountant
----------------------------------------------------------------
S.A. Wagner Agency, Inc. seeks approval from the U.S. Bankruptcy
Court for the Western District of Pennsylvania to employ McGill,
Power, Beil & Associates, LLP as its accountant.
The firm will render these services:
(a) provide the Debtor with financial and accounting advice;
(b) assist the Debtor in the preparation of the Debtor's tax
returns;
(c) assist the Debtor in the preparation of the Debtor's
monthly operating reports and disclosure statement to be included
in the Debtor's Subchapter V plan of reorganization;
(d) assist the Debtor with the Debtor's taxes; and
(e) perform other accounting services for the Debtor and/or
the business as may be necessary and appropriate in connection with
the case.
The firm will be paid for its services based on its standard hourly
billing rates, plus out-of-pocket expenses.
Jeffrey Beach, CPA, a partner at McGill, Power, Beil & Associates,
disclosed in a court filing that the firm is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code.
The firm can be reached through:
Jeffrey Beach, CPA
McGill, Power, Beil & Associates, LLP
2402 West 8th Street
Erie, PA 16505
Telephone: (814) 455-3642
Email: jbeach@mpbcpa.com
About S.A. Wagner Agency
S.A. Wagner Agency, Inc. -- https://www.sawagner.com -- is an
insurance company that provides the right commercial, personal, and
life insurance policies based on clients' needs.
S.A. Wagner Agency filed a petition for relief under Subchapter V
of Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Pa. Case No.
22-10258) on June 8, 2022, listing up to $1 million in assets and
up to $10 million in liabilities. William G. Krieger has been
appointed as Subchapter V trustee.
Guy C. Fustine, Esq., at Knox McLaughlin Gornall & Sennett, PC and
Jeffrey Beach, CPA, at McGill, Power, Beil & Associates, LLP serve
as the Debtor's counsel and accountant, respectively.
SABINE STORAGE: Unsecureds to Get Share of Distributable Funds
--------------------------------------------------------------
Sabine Storage & Operations, Inc., filed with the U.S. Bankruptcy
Court for the Southern District of Texas a Plan of Reorganization
under Subchapter V dated June 14, 2022.
The Debtor is a Houston-based engineering company founded in 2003
focusing on the development, maintenance, and operation of
underground storage facilities for liquids, gasses, and disposal of
waste.
The Debtor's financial distress leading to this Chapter 11 Case
largely stems from a dispute with The Dow Chemical Company. Through
its efforts pre-Filing Date and in this Chapter 11 Case,
culminating in this Plan, the Debtor has reoriented its business to
focus on providing engineering consulting services and devised a
plant to restructure its finances while continuing to serve its
customers.
The Debtor's pivot has drastically reduced its expenses through
downsizing prior to the Filing Date and, during the Chapter 11
Case, rejecting its now-unnecessary office lease. The Debtor has
also entered into a settlement agreement with Dow, resolving the
dispute through mutual releases among the parties, which agreement
was approved by the Bankruptcy Court on June 7, 2022. The Debtor
believes that the Plan will allow it to have a viable ongoing
business to serve its customers and will provide more value to
Creditors than would be available through liquidation.
The central concept of the Plan is that Jose C. Pereira and Timothy
R. Bauer will provide the Debtor with $105,000.00 comprising the
New Equity Contribution and the Debtor will pay those funds to the
Subchapter V Trustee to make distributions from Distributable Funds
on account of Allowed (a) Non-Ordinary Course Administrative
Expense Claims, (b) Priority Tax Claims, (c) Secured Claims, (d)
Priority Tax Claims, (e) General Unsecured Claims, and (f) Equity
Interests. Additionally, any net proceeds of the Retained Causes of
Action will be received or delivered to the Subchapter V Trustee
for distribution as Distributable Funds.
Ordinary Course Administrative Expenses will be paid by the
Reorganized Debtor in the ordinary course of its business, subject
to procedures for resolving disputes.
Class 1 consists of Secured Claims. Except to the extent that a
holder of an Allowed Class 1 Claim and the Debtor or Reorganized
Debtor agree to a different treatment or such Claim was satisfied
while the Chapter 11 Case was pending pursuant to an order of the
Bankruptcy Court, each holder of an Allowed Class 1 Claim shall
receive, in full satisfaction of such Claim, Cash payments from
Distributable Funds in the Allowed amount of such Claim on the
later of the 30th day after the Effective Date or 30 days after
such Claim becomes an Allowed Claim.
Class 2 consists of Priority Claims. Except to the extent that a
holder of an Allowed Class 2 Claim and the Debtor or Reorganized
Debtor agree to a different treatment or such Claim was satisfied
while the Chapter 11 Case was pending pursuant to an order of the
Bankruptcy Court, each holder of an Allowed Class 2 Claim shall
receive, in full satisfaction of such Claim, Cash payments from
Distributable Funds in the Allowed amount of such Claim on the
later of the 30th day after the Effective Date or 30 days after
such Claim becomes an Allowed Claim.
Class 3 consists of General Unsecured Claims. Except to the extent
that a holder of an Allowed Class 3 Claim and the Debtor or
Reorganized Debtor agree to a less favorable treatment or such
Claim was satisfied while the Chapter 11 Case was pending pursuant
to an order of the Bankruptcy Court, and subject to the Disputed
Claim Reserve, each holder of an Allowed Class 3 Claim shall
receive, in full satisfaction of such Claim, Cash payments in the
amount of the Pro Rata Share of the Distributable Funds remaining
after (a) the satisfaction of all Allowed Non-Ordinary Course
Administrative Expense Claims, Priority Tax Claims, and Class 1 and
2 Claims, and (b) the Subchapter V Trustee PostEffective Date
Compensation. The allowed unsecured claims total $3,436,671.33.
Class 4 consists of Equity Interests. Except to the extent that a
holder of an Allowed Class 4 Interest and the Debtor or Reorganized
Debtor agree to a less favorable treatment, and subject to the
Disputed Claim Reserve, each holder of an Allowed Class 4 Interest
shall receive, in full satisfaction of such Interest, Cash payments
in the amount of the Pro Rata Share of the Distributable Funds
remaining after (a) the satisfaction of all Allowed Non-Ordinary
Course Administrative Expense Claims, Priority Tax Claims, and
Class 1, 2, and 3 Claims, and (b) the Subchapter V Trustee Post
Effective Date Compensation.
The Debtor shall continue to exist and operate its business as the
Reorganized Debtor after the Effective Date. The Reorganized Debtor
shall continue in business and shall carry on its business affairs
without consultation or approval from the Bankruptcy Court. The
Reorganized Debtor shall be free to use or sell its assets, hire,
and compensate professionals and otherwise operate free of the
restrictions, limitations and constraints existing under the
Bankruptcy Code. The Reorganized Debtor shall operate in conformity
with the Plan and shall make any required distributions and
payments timely and in accordance with the Plan.
On or prior to the Effective Date, the New Equity shall deliver to
the Debtor the New Equity Contribution of US$105,000.00 in Cash to
be used to fund this Plan.
The Debtor projects earning sufficient revenue to continue to pay
its ordinary course operating expenses with a moderate disposable
income of approximately $35,000 per year over the next three years.
With this income, and the Cash reserves that the Debtor currently
has and will maintain as the result of the New Equity Contribution,
the Debtor believes that it will be able to meet its obligations to
satisfy the Ordinary Course Administrative Expense Claims.
A full-text copy of the Plan of Reorganization dated June 14, 2022,
is available at https://bit.ly/3O3gt3e from PacerMonitor.com at no
charge.
Counsel for Debtor:
R. J. Shannon, Esq.
SHANNON & LEE LLP
Pennzoil Place
700 Milam Street Suite 1300
Houston, TX 77002
Tel: (713) 715-1660
Email: rshannon@shannonleellp.com
About Sabine Storage & Operations
Sabine Storage & Operations is a Houston-based engineering company,
which focuses on the development, maintenance and operation of
underground storage facilities for liquids and gases, and disposal
of waste.
Sabine Storage & Operations filed a petition under Chapter 11,
Subchapter V of the Bankruptcy Code (Bankr. S.D. Texas Case No.
22-30670) on March 16, 2022, listing $187,486 in assets and
$6,375,762 in liabilities.
Judge Eduardo V. Rodriguez oversees the case.
Chris Quinn serves as Subchapter V trustee.
R.J. Shannon, Esq., at Parkins Lee & Rubio LLP serves as the
Debtor's legal counsel.
SEADRILL LTD: Director Boesen Resigns After 4 Months
----------------------------------------------------
Seadrill Limited (XOAS: SDRL) announced on June 15, 2022 that the
Company has received the resignation of Karen Boesen as a director.
The resignation is effective June 17, 2022. Ms. Boesen informed
the Company that she had no disagreement with the Company on any
matter, including its business, strategic initiatives, policies or
practices.
The Company wishes to express its sincere appreciation to Ms.
Boesen for her service to Seadrill since she took up her board seat
on the Company's emergence from chapter 11.
In November 2021, Seadrill Limited disclosed that a new,
independent, seven-member Board of Directors will assume leadership
of the new parent company of the Seadrill group upon emergence from
Chapter 11. The Board is comprised of Julie Johnson Robertson
(Chair of the Board), Mark McCollum (Chair of Audit Committee),
Karen Dyrskjot Boesen, Jean Cahuzac, Jan Kjaervik, and Andrew
Schultz, and Paul Smith.
Ms. Boesen has more than 20 years' experience from finance and
commercial roles, and more recently general management roles,
within the Oil & Gas industry. She currently serves as the Group
Chief Financial Officer at Sonnedix Group. She has previously held
various CFO roles at TotalEnergies and A.P. Moller-Maersk. She is a
resident of London, England.
About Seadrill Ltd.
Seadrill Limited (OSE: SDRL, OTCQX: SDRLF) --
http://www.seapdrill.com/-- is a deepwater drilling contractor
providing drilling services to the oil and gas industry. As of
March 31, 2018, it had a fleet of over 35 offshore drilling units
that include 12 semi-submersible rigs, 7 drillships, and 16 jack-up
rigs.
On Sept. 12, 2017, Seadrill Limited sought Chapter 11 protection
after reaching terms of a reorganization plan that would
restructure $8 billion of funded debt. It emerged from bankruptcy
in July 2018.
Demand for exploration and drilling has fallen further during the
COVID-19 pandemic as oil firms seek to preserve cash, idling more
rigs and leading to additional overcapacity among companies serving
the industry.
In June 2020, Seadrill wrote down the value of its rigs by $1.2
billion and said it planned to scrap 10 rigs. Seadrill said it is
in talks with lenders on a restructuring of its $5.7 billion bank
debt.
Seadrill Partners LLC, a limited liability company formed by
deepwater drilling contractor Seadrill Ltd. to own, operate and
acquire offshore drilling rigs, along with its affiliates, sought
Chapter 11 protection (Bankr. S.D. Tex. Lead Case No. 20-35740) on
Dec. 1, 2020, after its parent company swept one of its bank
accounts to pay disputed management fees. Mohsin Y. Meghji,
authorized signatory, signed the petitions.
On Feb. 7, 2021, Seadrill GCC Operations Ltd., Asia Offshore
Drilling Limited, Asia Offshore Rig 1 Limited, Asia Offshore Rig 2
Limited, and Asia Offshore Rig 3 Limited sought Chapter 11
protection. Seadrill GCC estimated $100 million to $500 million in
assets and liabilities as of the bankruptcy filing.
Additionally, on Feb. 10, 2021, Seadrill Limited and 114 affiliated
debtors each filed a voluntary petition for relief under Chapter 11
of the United States Bankruptcy Code with the Court. The lead case
is In re Seadrill Limited (Bankr. S.D. Tex. Case No. 21-30427).
Seadrill Limited disclosed $7.291 billion in assets against $7.193
billion in liabilities as of the bankruptcy filing.
In the new Chapter 11 cases, the Debtors tapped Kirkland & Ellis
LLP as counsel; Houlihan Lokey, Inc., as financial advisor; Alvarez
& Marsal North America, LLC as restructuring advisor; Jackson
Walker LLP as co-bankruptcy counsel; Slaughter and May as co
corporate counsel; Advokatfirmaet Thommessen AS as Norwegian
counsel; and Conyers Dill & Pearman as Bermuda counsel. Prime
Clerk LLC is the claims agent.
On April 9, 2021, the board of directors of Debtor Seadrill North
Atlantic Holdings Limited unanimously adopted resolutions
appointing Steven G. Panagos and Jeffrey S. Stein as independent
directors to the board. Seadrill North Atlantic Holdings Limited
tapped Katten Muchin Rosenman LLP as counsel and AMA
CapitalPartners, LLC, as a financial advisor at the sole direction
of independent directors.
* * *
Seadrill's Chapter 11 plan of reorganization was confirmed by the
U.S. Bankruptcy Court for the Southern District of Texas on Oct.
26, 2021. The Company emerged from bankruptcy on Feb. 22, 2022.
The Plan raises $350 million in new financing and reduces the
Company's existing liabilities by $4.9 billion, while leaving
employee, customer, and trade claims unaffected. Existing
shareholders will see their holding in the post emergence entity
decrease to 0.25%.
SERVICE ONE: Trustee Seeks to Hire Rosen Systems as Auctioneer
--------------------------------------------------------------
Mark A. Weisbart, the trustee appointed in the Chapter 11 case of
Service One, LLC, seeks approval from the U.S. Bankruptcy Court for
the Eastern District of Texas to employ Rosen Systems, Inc. as its
auctioneer.
The trustee needs an auctioneer to assist in the sale of the
estate's assets including, but not limited to, vehicles, office
furnishings and equipment, used by the Debtor in the operation of
its business.
The firm will be compensated as follows:
(a) zero percent of the gross sales price, plus reasonable
expenses, with a 10 percent buyer's premium if sold by auction;
and
(b) 10 percent of the gross sales price, plus reasonable
expenses, if brokered or if sold by individual sale.
Rosen Systems President Kyle Rosen disclosed in a court filing that
the firm is a "disinterested person" as that term is defined in
Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Kyle Rosen
Rosen Systems, Inc.
2323 Langford St.
Dallas, TX 75208
Tel: (972) 248-2266
Fax: (972) 248-6887
Email: info@rosensystems.com
About Service One
Service One, LLC specializes in construction, roofing, insurance
estimating and claims, construction and property management, and
renovation services. The company is based in Addison, Texas.
Service One filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. E.D. Tex. Case No. 22-40503) on Apr. 21,
2022, listing as much as $10 million in both assets and
liabilities. Mark A. Weisbart serves as Subchapter V trustee.
Judge Brenda T. Rhoades oversees the case.
Christopher J. Moser, Esq., at Quilling, Selander, Lownds, Winslett
& Moser, PC and Lain, Faulkner & Co., PC serve as the Debtor's
legal counsel and accountant, respectively.
SHENOUDA HANNA: UST Notes of Discrepancy in Plan & Disclosures
--------------------------------------------------------------
The United States Trustee for Regions 3 & 9 filed an objection to
Shenouda Hanna, Inc.'s Disclosure Statement.
The United States Trustee points out that there are three options
for small business debtors in filing disclosure statements: (1) the
court may determine that the plan itself provides adequate
information and that a separate disclosure statement is not
necessary; (2) the court may approve a disclosure statement
submitted on a standard form as approved by the court or adopted
under the bankruptcy rules; and (3) the court may conditionally
approve a disclosure statement subject to final approval after a
notice and a hearing. 11 U.S.C. s 1125(f). The Debtor has not
filed a motion outlining the relief Debtor is seeking from the
Court in connection with the Disclosure Statement. Therefore, the
United States Trustee is unable to determine what relief the Debtor
is seeking at this time.
The U.S. Trustee points out that the Debtor's Disclosure Statement
fails to provide adequate information to enable a hypothetical
investor typical of holders of claims or interests of the relevant
class to make an informed judgment about the Plan. The following
areas of the Debtor's Disclosure Statement do not provide adequate
information as required under section 1125 of the Bankruptcy Code
and should be modified prior to this Court approving the same:
* Bar Date – Debtor has not submitted an order to set a bar
date in this case. The United States Trustee asserts that the
setting and expiration of a bar date is necessary for Debtor to
propose a plan for confirmation.
* Distribution to General Unsecured Creditors - The introduction
to Debtor's Disclosure Statement provides that general unsecured
claims will receive 100% of their allowed claim. However, the Plan
provides a 15% percentage distribution to general unsecured
creditors over 47 months. There is a discrepancy between the
Disclosure Statement and the Plan which may be misleading or
confusing to creditors.
* Executory Contracts - Neither the Disclosure Statement nor
Plan provide a proposed cure amount for assumed contracts or
otherwise address adequate assurance of future performance.
Accordingly, counterparties to assumed contracts lack sufficient
information to assess whether the terms of assumption are
adequate.
* Financial Projections Exhibit – The projections that the
Debtor attached to the Disclosure Statement are not projections of
future income and expenses. Rather, they are a summary of Debtor's
performance for the period Nov. 16, 2021 through March 31, 2022.
While historical performance has some relevance in assessing the
feasibility of a debtor's plan, Debtor provides no information from
which creditors can assess whether Debtor will be able to make the
payments contemplated under the Plan. Without accurate financial
projections, creditors and parties in interest will have no
rational basis for measuring the quality of the reorganization
process and whether the Debtor will be able to comply with its
post-confirmation obligations. The projections should include both
cash flow and earnings estimates, and all payments contemplated
under the plan should be factored into the cash flow projections.
* Absolute Priority Rule – The Plan provides that, while
unsecured creditors will receive less than a 100% distribution, the
existing equity holder will retain his interest in the reorganized
Debtor. This violates the absolute priority rule. The Disclosure
Statement should be amended to provide adequate information to
enable unsecured creditors to understand their rights regarding the
absolute priority rule. See In re Ferguson, 474 B.R. 466, 477
(Bankr. D.S.C. 2012) (denying approval of a disclosure statement
that did "not provide adequate information with respect to the
absolute priority rule").
About Shenouda Hanna Inc.
Shenouda Hanna, Inc., d/b/a Gill's Beverage and Deli, operates a
beverage and deli store with a license from the state of Ohio to
sell spiritous liquors. The current location of the store is 220884
Royalton Road, Strongsville, Ohio.
Shenouda Hanna, Inc., filed a petition for Chapter 11 protection
(Bankr. N.D. Ohio Case No. 21-13871) on Nov.16, 2021, disclosing
$173,215 in assets and $1,803,917 in liabilities. Shenouda Hanna,
president, signed the petition. Judge Jessica E. Price Smith
oversees the case. Guy E. Tweed Ii, Attorney At Law is the
Debtor's legal counsel.
SJA WAPITI: Secured Party to Credit Bid at June 27 Auction
----------------------------------------------------------
Bay Point Capital Partners II LP ("secured party") will conduct a
public sale of M. Stewart Geyer, Jr.'s ("pledgor") membership
interests ("pledged membership interests") in SJA Wapiti LLC, SJA
Wapiti Lot LLC, and GCM RB LLC ("RB") on June 27, 2022, at 10:30
a.m. (prevailing Easter Time) at the Law Offices of Thompson Hine
LLP, Two Alliance Center, 3560 Lenox Road, Suite 1600, Atlanta, GA
30326.
Parties wishing to participate in the sale must register with
Austin Alexander, Esq., of Thompson Hine LLP, at 1-404-407-3683 or
Austin.Alexander@ThompsonHine.com by 9:00 a.m. on June 27, 2022.
The secured party intends to acquire the pledged membership
interests at the sale via credit bid, in an amount that is due and
owing by the borrowers as of the date of the sale.
SJA Wapiti LLC is a Wyoming Domestic Limited-Liability Company.
STIMWAVE TECH: June 23 Deadline Set for Panel Questionnaires
------------------------------------------------------------
The United States Trustee is soliciting members for committee of
unsecured creditors in the bankruptcy case of Stimwave Technologies
Incorporated.
If a party wishes to be considered for membership on any official
committee that is appointed, it must complete a questionnaire
available at https://bit.ly/39Bk9dM and return by email it to
Benjamin A. Hackman -- Benjamin.A.Hackman@usdoj.gov -- at the
Office of the United States Trustee so that it is received no later
than 4:00 p.m., on June 23, 2022.
If the U.S. Trustee receives sufficient creditor interest in the
solicitation, it may schedule a meeting or telephone conference for
the purpose of forming a committee.
About Stimwave Technologies Inc.
Stimwave Technologies Incorporated is a privately-held medical
device company engaged in the development, manufacture,
commercialization and marketing of wireless microsize injectable
medical devices for neurology markets.
Stimwave Technologies Incorporated and affiliate Stimwave LLC
sought protection under Chapter 11 of the U.S. Bankruptcy Code
(Bankr. D. Del. Case No. 22-10541) on June 15, 2022.
In the petition filed by CEO Aure Bruneau, Stimwave Technologies
estimated assets between $50 million and $100 million and
liabilities between $10 million and $50 million.
Young Conaway Stargatt & Taylor, LLP and Gibson, Dunn & Crutcher
LLP serve as the Debtor's counsel. Riverson RTS, LLC, is the
financial advisor; and GLC Advisors & Co., LLC is the investment
banker. Honigman LLP and Jones Day serve as the special counsel.
Kroll Restructuring Administration is the claims agent.
STREAM TV: Del. Justices Reverse Stockholder Snub in SeeCubic Row
-----------------------------------------------------------------
Jeff Montgomery of Law360 reports that the Delaware Supreme Court
vacated on Wednesday, June 15, 2022, a Chancery Court ruling that a
common law "insolvency exception" to state corporation law
eliminates a requirement for a stockholder vote before directors
can hand a broke and debt-ridden company to secured creditors.
The unanimous decision by the five-member court, written by Justice
Karen L. Valihura, removed an injunction approved by Vice
Chancellor J. Travis Laster in December 2020 barring 3-D television
tech venture Stream TV Networks Inc. from interfering in the
company's turnover without a stockholder vote to a
creditor-controlled venture, SeeCubic Inc.
About Stream TV Networks
Philadelphia, Pa.-based Stream TV Networks, Inc. develops
technology intended to display three-dimensional content without
the use of 3D glasses.
On Feb. 24, 2021, Stream TV Networks filed a Chapter 11 petition
(Bankr. D. Del. Case No. 21-10433). Stream TV Networks CEO Mathu
Rajan signed the petition. In the petition, the Debtor listed
assets of about $100 million to $500 million and liabilities of
$100 million to $500 million. Judge Karen B. Owens oversees the
case. Dilworth Paxson, LLP, led by Martin J. Weis, Esq., is the
Debtor's counsel.
The Company's Chapter 11 case was dismissed on May 17, 2021.
Stream TV Networks filed a Chapter 7 bankruptcy petition (Banr. D.
Del. Case No. 21-bk-10848) on May 23, 2021, which case was
dismissed June 10, 2021.
SWAP.COM INC: Thrift Store Files Subchapter V Case
--------------------------------------------------
Swap.com, Inc., filed for chapter 11 protection in North Carolina.
The Debtor filed as a small business debtor seeking relief under
Subchapter V of Chapter 11 of the Bankruptcy Code.
The Debtor is a Delaware corporation that operates an online thrift
and consignment store, offering pre-owned baby, kid's, maternity,
men's and women's apparel and accessories. Currently, the Debtor
has 11 full-time employees and 3 contract employees.
The Debtor disclosed $1.223 million in assets against $3.654
million in liabilities in its schedules. Its inventory is valued
at $531,800 and its swap.com domain name is valued at $50,000. The
company has a business debt of $2.601 million to The Jay Group
Ltd., which debt is unsecured.
Swap.com estimates between 50 and 99 creditors. The petition
states funds will be available to unsecured creditors.
A meeting of creditors under 11 U.S.C. Section 341(a) is slated for
July 11, 2022, at 10:00 AM at Greenville 341 Meeting Room. The
last day to file a complaint is Sept. 9, 2022. Proofs of claim are
due by Oct. 11, 2022.
About Swap.com, Inc.
Swap.com, Inc. -- https://www.swap.com/-- is a consignment company
that helps consumers find affordable, quality secondhand apparel
for the whole family..
Swap.com, Inc., filed a petition for relief under Subchapter V of
Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.C. Case No.
22-01314) on June 16, 2022. In the petition filed by Gray King, as
president and chief executive officer, the Debtor reports estimated
assets and liabilities between $1 million and $10 million each.
Jason L. Hendren, of Hendren Redwine & Malone, PLLC, is the
Debtor's counsel.
SYMPHONY SOCIETY OF SAN ANTONIO: To File Chapter 7 Bankruptcy
-------------------------------------------------------------
Nicholas Frank of San Antonio Report after nearly nine months of a
concert season lost to a musicians’ strike and failed contract
negotiations, the 83-year-old San Antonio Symphony is no more.
Again.
The Symphony Society of San Antonio board of directors announced
Thursday, June 14, 2022, that it had reached a unanimous decision
to dissolve the orchestra and file for Chapter 7 bankruptcy.
The board last declared bankruptcy in the summer of 2003, and the
following season was canceled before the revived symphony returned
for a 26-week season in 2004. Years of financial struggles
followed, with regular deficits resulting in a nearly canceled 2018
season.
In its Thursday, June 16, 2022, announcement, the board of
directors cited the withdrawal from negotiations of the musicians'
union, American Federation of Musicians (AFM) Local 23, in April,
and musicians’ demands for "a budget that is millions of dollars
in excess of what the Symphony can afford."
During negotiations that began in 2021, the musicians and the
orchestra management made multiple proposals to continue the
2021-2022 season with concessions including a reduced schedule and
wage reductions. What ended negotiations was the musicians'
refusal to accept a two-tier wage schedule imposed on them by
management in September, which resulted in a strike that continued
until the season was canceled in May.
The Musicians of the San Antonio Symphony independently organized a
series of public concerts with the help of city residents and
funders including the Symphony League of San Antonio, which donated
$100,000 for eight concerts. Two of those concerts were conducted
by Sebastian Lang-Lessing, who served as music director for 10
years beginning in 2010.
The Symphony Society terminated Lang-Lessing's contract as music
director emeritus for conducting the concerts, citing a breach of
contract.
Lang-Lessing subsequently called for the board to resign.
Reached for comment while conducting in Seoul with the Korea
National Opera, Lang-Lessing said dissolving the orchestra is far
worse than the board resigning, which would have potentially
preserved the organization for a new board to take over.
"If a board resigns, it gives other people the the possibility to
carry on the mission," Lang-Lessing said.
"Instead of admitting failure, they now claim that the musicians
— because of their lack of willingness to negotiate on a plan
that doesn't work — are to be blamed."
Board chair Kathleen Weir Vale could not be reached for comment
prior to publication.
MOSAS chair and principal second violinist Mary Ellen Goree said,
"it's a very sad day." She said the orchestra has been nationally
recognized for its excellence and commitment to the finest artistic
quality.
"I think that the Symphony Society deserved better by its
leadership. I think the musicians have deserved better," Goree
said.
Goree said she and other musicians have donated monetarily to the
Symphony Society over the years, in addition to multiple and
repeated concessions made in efforts to help the orchestra
continue.
She expressed gratitude for the "many hard-working board members
and many hard-working staff members over the decades. I want to
make it clear that the musicians are grateful for their efforts."
The board of directors thanked "the hundreds of talented musicians
and administrative staff who have served our organization since its
founding," and closed its announcement by recognizing "symphonic
music lovers and generous donors and supporters who have sustained
the Symphony since its founding in 1939."
About Symphony Society of San Antonio
Symphony Society of San Antonio is an orchestra in San Antonio,
Texas that aims to delight, inspire, and engage our entire
community through excellent performance, education, and outreach.
Symphony Society Of San Antonio previously filed for Chapter 11
bankruptcy (Bankr. W.D. Tex. Case No. 5:03-bk-53720) on July 3,
2003.
TEN DOLLAR: Amends Unsecured Creditor Memphis Light Claims Pay
--------------------------------------------------------------
Ten Dollar Car Wash, LLC, submitted a Fifth Amended Disclosure
Statement in support of Plan of Reorganization dated June 14,
2022.
The purpose of the Plan is to restructure the Debtor's obligations
so that it can be satisfied in full over time by the Debtor's cash
flow from the operation of the business. The Debtor believes that
the reorganization contemplated by the Plan is in its best interest
and the best interest of all the Debtor's creditors.
Class 5 Unsecured claim of Memphis Light Gas and Water. Memphis
Light Gas and Water shall have an Allowed Unsecured Claim in the
amount of $17,637.95 with a zero percent (0%) interest rate and a
monthly payment of $244.97.
Class 6 consists of the priority claim of the TN Dept. of Labor
Bureau of Unemployment Insurance in the amount of $4,327.68.
Priority claim of TN Dept of Labor-Bureau of Unemployment Insurance
shall have an Allowed Priority Claim in the amount of $4,327.68
with a 9.5 percent (9.5%) interest rate and a monthly payment of
$90.36.
Class 7 consists of the unsecured claim of the TN Dept. of Labor
Bureau of Unemployment Insurance in the amount of $1,102.43.
Unsecured claim of TN Dept of Labor-Bureau of Unemployment
Insurance shall have an Allowed Unsecured Claim in the amount of
$1,102.43 at an interest rate of 9.5 percent (9.5%) with a monthly
payment of $15.31.
The Plan will be funded by the Reorganized Debtor's (a) cash on
hand and monthly income.
A full-text copy of the Fifth Amended Disclosure Statement dated
June 14, 2022, is available at https://bit.ly/3mZyp2Q from
PacerMonitor.com at no charge.
Counsel for the Debtor:
John E. Dunlap, Esq.
THE LAW OFFICE OF JOHN E. DUNLAP
3340 Poplar Ave., Suite 320
Memphis, TN 38111
Tel: (901) 320-1603
Fax: (901) 320-6914
E-mail: dunlap00@gmail.com
About Ten Dollar Car Wash LLC
Ten Dollar Car Wash, LLC, filed its voluntary petition for Chapter
11 protection (Bankr. W.D. Tenn. Case No. 21-23046) on Sept. 17,
2021, listing as much as $500,000 in both assets and liabilities.
Judge M. Ruthie Hagan presides over the case. The Law Office of
John E. Dunlap serves as the Debtor's legal counsel.
THORNHILL BROTHERS: Creditors to Get Proceeds From Liquidation
--------------------------------------------------------------
Thornhill Brothers Fitness, LLC, filed with the U.S. Bankruptcy
Court for the Western District of Louisiana a Chapter 11 Plan of
Liquidation dated June 14, 2022.
The Debtor is in the business of fitness services, and owns and
operates an Anytime Fitness gym in Port Allen, Louisiana, with its
management based in West Monroe, Louisiana. Debtor was founded in
Oklahoma in 2009 by brothers Joseph Thornhill, Steve Thornhill, and
Jimmy Thornhill.
The Subchapter V, Chapter 11 filing was necessitated by the effects
of the COVID-19 pandemic and pending personal injury claim against
Debtor, which was scheduled to be tried by a jury in a matter of
days. Settlement negotiations were unsuccessful, and given the
plaintiffs' demands, an excess judgment was likely. Debtor operated
on thin margins, and lacked the immediate funds or other means to
satisfy an excess judgment, which would preclude the sale of
Debtor's business as a going concern.
Debtor has explored options and, given its financial position,
determined that the best feasible option to curtail additional
debts and service current debts is to effectuate, as quickly as
possible, a liquidation by sale process. Debtor is in the process
of negotiating the sale of the entire business as a going concern.
The proceeds will first be applied in satisfaction of
administrative claims, then applied to general unsecured claims.
The sale will be free and clear of all liens and claims, referring
the same to the proceeds of the sale (the "Plan Sale").
Class 1 consists of the General Unsecured Claims against the Debtor
in the total approximate amount of $130,000, not including the
unliquidated claims of William Flynn and Billie Flynn. Class 1 is
impaired under the Plan and each holder of a General Unsecured
Claim shall be entitled to vote to accept or reject the Plan.
Debtor will conduct a Plan Sale of its business, including accounts
receivable, with the purchaser anticipated to continue operating
the Anytime Fitness location presently operated by Debtor. During
the Distribution Period and after satisfaction of all Allowed
Administrative Expense Claims, each holder of an Allowed General
Unsecured Claim shall be paid in pro rata fashion and without
interest from proceeds of the Plan Sale and all other funds
belonging to Debtor, including those in Debtor's deposit account.
It is anticipated that Class 1 shall receive a nominal fraction of
the value of its respective Allowed General Unsecured Claims.
Debtor reserves the right to request estimation of the value of all
outstanding claims, including those of William Flynn and Billie
Flynn. However, if the Bankruptcy Court approves the pending motion
to compromise the claims of William Flynn and Billie Flynn, it is
anticipated that Class 1 shall receive 100% of the value of its
respective Allowed General Unsecured Claims.
Class 2 shall consist of the equity interests in the Debtor. Class
2 is impaired under the Plan and shall conclusively be deemed to
reject the Plan. However, if the Bankruptcy Court approves the
pending motion to compromise the claims of William Flynn and Billie
Flynn, Class 2 will be deemed impaired but eligible to vote.
The Class 2 Equity Interest Holder Claims will be canceled and take
nothing under the Plan. However, if the Bankruptcy Court approves
the pending motion to compromise the claims of William Flynn and
Billie Flynn, then upon satisfaction of all Allowed Administrative
Expense Claims and Class 1 claims, the Equity Interest Holders will
share pro rata in the balance of funds remaining to Debtor.
In either event, following the performance of all other provisions
of the Plan, the Debtor shall cease operations and will ultimately
forfeit its corporate existence due to inaction.
The Plan will be funded from the proceeds of the Plan Sale, and by
other income generated by the Debtor's business operations, less
all operating and other expenses, including provisions for property
taxes and assessments, necessary extraordinary items, overhead and
capital expenditures made or incurred. The Plan Sale is expected to
close on or before September 1, 2022, and all interests and claims
in any property sold will be referred to the proceeds.
Generally, all claims allowed under this Plan will be paid during
the Distribution Period, with Allowed Administrative Expense claims
to be paid according to Plan. The Liquidating Debtor shall only be
required to dedicate sufficient revenues to fund operations and all
obligations contained in the Plan.
The Debtor believes that the Debtor will be able to complete the
liquidation, with expected closing on the Plan Sale by September 1,
2022. As consummation of the Plan Sale is a condition precedent to
the Effective Date of the Plan, Debtor anticipates it will have
enough cash on hand on the Effective Date of the Plan to pay all
the Claims and expenses that are entitled to be paid on that date,
as well as those which are eligible to be paid on the Distribution
Date.
A full-text copy of the Liquidating Plan dated June 14, 2022, is
available at https://bit.ly/3y3bN80 from PacerMonitor.com at no
charge.
Attorney for the Debtor:
Bradley L. Drell, Esq.
Heather M. Mathews, Esq.
Gold Weems Bruser Sues & Rundell, APLC
P. O. Box 6118
Alexandria, LA 71307-6118
Telephone: (318) 445-6471
Facsimile: (318) 445-6476
Email: bdrell@goldweems.com
hmathews@goldweems.com
About Thornhill Brothers Fitness
Thornhill Brothers Fitness, LLC filed a petition under Chapter 11,
Subchapter V of the Bankruptcy Code (Bankr. W.D. La. Case No.
22-30301) on March 16, 2022, disclosing as much as $1 million in
both assets and liabilities.
Judge John S. Hodge oversees the case.
Thomas R. Willson has been appointed as Subchapter V trustee.
The Debtor is represented by Gold Weems Bruser Sues & Rundell,
APLC.
UDP LABS: Seeks to Hire Goodwin Procter as Litigation Counsel
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UDP Labs, Inc. seeks approval from the U.S. Bankruptcy Court for
the Northern District of California to employ Goodwin Procter, LLP
as special litigation counsel.
The Debtor needs legal assistance in the case styled Sleep Number
Corporation v. Steven Jay Young, et al., Case No.
20-cv-1507-NEB-ECW pending before the U.S. District Court for the
District of Minnesota.
The hourly rates of the firm's counsel and staff are as follows:
Partners $1,020 - $1,480
Associates $675 - $1,095
Paraprofessionals $330 - $560
In addition, the firm will seek reimbursement for expenses
incurred.
Neel Chatterjee, Esq., an attorney at Goodwin Procter, disclosed in
a court filing that the firm is a "disinterested person" as that
term is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Neel Chatterjee, Esq.
Goodwin Procter LLP
601 Marshall Street
Redwood City, CA 94063
Telephone: (650) 752-3100
Facsimile: (650) 853-1038
Email: nchatterjee@goodwinlaw.com
About UDP Labs
UDP Labs Inc., a biometric monitoring start-up company in Los
Gastos, Calif., sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Cal. Case No. 22-50439) on May 20,
2022. In the petition filed by Carl Hewitt, chief technology
officer, the Debtor listed total assets of $4,096,000 and total
debt of $4,681,663.
Judge Stephen L. Johnson oversees the case.
Keller & Benvenutti, LLP and Goodwin Procter LLP serve as the
Debtor's bankruptcy counsel and special litigation counsel,
respectively.
UNIFIED SECURITY: Unsecureds Will Get 1% of Claims in 60 Months
---------------------------------------------------------------
Unified Security Services, Inc., submitted an Amended Disclosure
Statement describing Amended Chapter 11 Plan of Reorganization
dated June 14, 2022.
This is a reorganizing plan that provides for payment to holders of
allowed claims over time. The timing of plan payments to particular
creditor groups will depend upon their classification under the
Amended Plan.
Debtor is optimistic that its projected income will remain steady
during the term of the plan to meet the payment obligations
proposed under the Amended Plan. Debtor's principal, Sherif Antoon,
has been providing financial contribution to the Debtor during the
pendency of this case. Mr. Antoon is financially able and willing
to continue with his contributions on as needed basis to assist the
Debtor with meeting the obligations proposed under the Amended
Plan.
Class 2 consists of General Unsecured Claims. In the present case,
the Debtor estimates that there are approximately $4,820,031.55 in
general unsecured debts. General unsecured claims classified in
Class 2B will receive a total of approximately 1% of their claims
in monthly payments over 60 months. Holders of General Unsecured
Claims will receive their pro-rata share of $803.33 per month for a
total of $48,200.31 for 60 months. The first payment of $803.33
will be due on the Effective Date, followed by 59 consecutive
monthly payments thereafter.
Debtor's interest holder is Sherif Antoon, who is the Debtor's
President and 100% shareholder. Mr. Antoon will retain his equity
interest in the Debtor. Mr. Antoon is not a creditor of the Debtor.
To keep his interest in the Debtor, Mr. Antoon agrees to inject a
one-time $10,000.00 new value contribution from his personal
account to satisfy the absolute priority rule. The payment of the
$10,000.00 new value contribution will be made by Mr. Antoon on the
Effective Date.
The Debtor will fund the Amended Plan from the continued operation
of its security guard business.
The hearing where the Court will determine whether or not to
confirm the Amended Plan will take place on August 9, 2022 at 1:00
p.m. in Courtroom 1545 of the United States Bankruptcy Court
located at 255 E. Temple Street, Los Angeles, CA 90012.
Objections to the confirmation of the Plan must be filed with the
Court and served so that any objections are actually received by
counsel for the Debtor by July 26, 2022.
A full-text copy of the Amended Disclosure Statement dated June 14,
2022, is available at https://bit.ly/3QtDPRk from PacerMonitor.com
at no charge.
Attorneys for Debtor:
Michael Jay Berger, Esq.
Law Offices of Michael Jay Berger
9454 Wilshire Boulevard, 6th Floor
Beverly Hills, CA 90212
Tel: (310) 271-6223
Fax: (310) 271-9805
Email: michael.berger@bankruptcypower.com
About Unified Security Services Inc.
Hawthorne, Calif.-based Unified Security Services, Inc., provides
in person, on-site security personnel to corporations. It was
founded in February 2016 by Sherif Antoon. It currently and
historically generates income from providing on-site security guard
services to commercial sector which includes retail stores,
shopping centers and super markets.
Unified Security Services filed a petition for Chapter 11
protection (Bankr. C.D. Cal. Case No. 21-18392) on Nov. 2, 2021,
listing up to $50,000 in assets and up to $10 million in
liabilities. Sherif Antoon, president of Unified Security
Services, signed the petition.
Judge Sandra R. Klein oversees the case.
Michael Jay Berger, Esq., at the Law Offices of Michael Jay Berger,
is the Debtor's legal counsel.
V2X INC: S&P Assigns 'B+' Issuer Credit Rating, Outlook Stable
--------------------------------------------------------------
S&P Global Ratings assigned its 'B+' issuer credit rating to V2X
Inc.
S&P said, "At the same time, we assigned our 'B+' issue-level
rating and '3' recovery rating to the proposed incremental $260
million term loan. We raised the issue-level rating on the existing
$925 million first-lien term loan to 'B+' from 'B' and revised our
recovery rating to '3' from '4'.
"The stable outlook on V2X reflects our expectation that the
company's credit metrics will remain in line with the rating as it
improves its profitability and expands its contract base. We expect
the company's debt to EBITDA to be near 4.8x in 2022 before
decreasing to the low-4x area in 2023."
Vectrus Inc. and Vertex Aerospace Services Corp. announced in March
2022 that they entered into an all-stock merger to create a
combined company to be named V2X Inc. after the transaction
closes.
The existing Vertex Aerospace Services Corp. debt capital structure
will remain in place along with the addition of a proposed
incremental $260 million first-lien term loan and an asset-based
lending facility (ABL) upsized to $200 million from $100 million.
V2X's operating scale will benefit from the combined capabilities
of Vectrus and Vertex. S&P said, "We believe that V2X will benefit
from the combined capabilities of Vectrus and Vertex due to its
expanded operating scale and its combined contract mix. Vectrus'
focus is facility and base operations support, information
technology and supply chain logistics and Vertex specializes in
higher-margin areas including aerospace and aviation lifecycle
support, system and platform management, and training solutions.
The combined capabilities provide for revenue growth opportunities
in four core markets: operations and logistics, aerospace,
training, and information technology. V2X will have a balanced
contract mix of approximately 50% fixed price and/or time and
materials and 50% cost-plus, as a result of Vectrus's relatively
higher proportion of cost-price business. We view fixed-price terms
as providing an opportunity to improve profitability if executed
efficiently. We view cost-plus terms as relatively lower risk than
fixed-price terms."
Execution risks associated with the integration of Vertex and
Vectrus could temper synergistic benefits and the timing of V2X's
deleveraging. Vertex is in the midst of completing its integration
of Raytheon's defense training, professional services, mission
critical solutions, and modernization and sustainment business
lines it acquired in late 2021. While both Vertex and Vectrus have
a history of consistent operating results, revenue growth and
synergistic benefits will be key to improving EBITDA, on which
V2X's deleveraging depends. Integration challenges, including the
realization of operating efficiencies, such as shared IT systems
and site rationalization could affect the timing of deleveraging.
S&P said, "While we acknowledge the possibility of integration
challenges, it is our view that V2X has identified achievable
opportunities for cost-savings and we forecast V2X's debt to EBITDA
to be near 4.8x in 2022 before decreasing to the low-4x area in
2023."
S&P said, "We expect S&P Global Ratings' adjusted EBITDA margins to
remain relatively stable over our forecast period. Vertex's
capabilities in aerospace and aviation lifecycle support, system
and platform management, training solutions, and other areas, have
generated S&P Global Ratings-adjusted EBITDA margins in the 8%-9%
range. Vectrus' focus in facility and base operations support,
information technology, and supply chain logistics has generated
EBITDA margins in the 4%-5% range. We expect the enhanced
technology and service capabilities of the combined companies to
expand its backlog by allowing V2X to win incremental business that
supports stable EBITDA margins through our forecast period. Thus,
we forecast S&P Global Ratings-adjusted EBITDA margins in the
7.8%-8.3% range in 2022 and 2023.
"The stable outlook on V2X reflects our expectation that its credit
metrics will remain in line with the rating as the company improves
its profitability and expands its contract base. We expect the
V2X's debt to EBITDA to be near 4.8x in 2022 before decreasing to
the low-4x area in 2023. It also reflects our view that the
company's financial sponsor could maintain an aggressive financial
policy before significantly reducing its ownership in the company.
"We could lower our rating on V2X within the next 12 months if its
leverage deteriorates such that its debt to EBITDA reaches above 5x
and we expect it to remain there on a sustained basis."
This would likely occur if:
-- The company is unable to realize the expected cost savings from
its acquisition, causing its margins to be lower than S&P expected;
or
-- The company uses cash on hand to pursue a sizable debt-funded
acquisition.
Although unlikely, S&P could raise its rating on V2X over the next
12 months if its debt to EBITDA improves below 4x; funds from
operations (FFO) to debt improves to mid-20% levels and we expect
these metrics to sustain at these levels.
This would likely occur if:
-- The company is able to realize a higher-than-expected level of
synergies from the acquisition, which leads to a significant
improvement in its profitability as it adds new contracts to
further diversify its business; and
-- The company commits to maintaining leverage of less than 4x on
a sustained basis and it does not pursue significant debt-funded
acquisitions or shareholder dividends.
ESG credit indicators: E2-S2-G3
S&P said, "Governance factors have a moderately negative influence
on our credit rating analysis of V2X, as is the case for most rated
entities owned fully or in part by private-equity sponsors. We
believe the company's aggressive financial risk profile points to
corporate decision-making that could prioritize the interests of
the controlling owners. This also reflects the generally finite
holding periods and a focus on maximizing shareholder returns."
W&T OFFSHORE: Appoints Jonathan Curth as Exec VP, General Counsel
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W&T Offshore, Inc. has appointed Jonathan Curth as executive vice
president, general counsel and corporate secretary, effective
June 14, 2022. Mr. Curth has extensive legal experience working
with public exploration and production companies.
Tracy W. Krohn, chairman and chief executive officer, commented,
"We are excited to have Jonathan join our great executive team at
W&T. His many years serving as both an attorney with international
law firms and as general counsel at public E&P companies, and, in
particular, his involvement with acquisitions, capital markets and
corporate transactions, will complement W&T's strategic vision. We
look forward to his insight as we continue to grow shareholder
value."
Prior to joining W&T, Mr. Curth most recently served as executive
vice president, general counsel, compliance officer and corporate
secretary for Vine Energy, Inc. (now Chesapeake Energy Corp.). His
prior experience also includes interim president & CEO, general
counsel, chief compliance officer, corporate secretary and
executive vice president of Land of Vanguard Natural Resources,
Inc. (now Grizzly Energy, LLC) and assistant general counsel at
Newfield Exploration Company (now Ovintiv Inc.). He also
previously worked at Willkie Farr & Gallagher LLP where he was
senior counsel and at Baker & McKenzie LLP. Mr. Curth is Board
Certified in Oil, Gas and Mineral Law by the Texas Board of Legal
Specialization and has 15 years of experience in oil and gas as an
attorney with a focus on domestic and international transactions,
including acquisitions, divestitures, joint ventures, securities
regulations, corporate financing, restructuring transactions, and
Environmental, Social and Governance matters. Mr. Curth received a
BA degree from Baylor University and a Juris Doctor degree from The
University of Texas School of Law.
About W&T Offshore
W&T Offshore, Inc. -- http://www.wtoffshore.com-- is an
independent oil and natural gas producer with operations offshore
in the Gulf of Mexico and has grown through acquisitions,
exploration and development. As of March 31, 2022, the Company had
working interests in 47 fields in federal and state waters and has
under lease approximately 655,000 gross acres, including
approximately 474,000 gross acres on the Gulf of Mexico Shelf and
approximately 181,000 gross acres in the Gulf of Mexico deepwater.
A majority of the Company's daily production is derived from wells
it operates.
W&T Offshore reported a net loss of $41.48 million for the year
ended Dec. 31, 2021, compared to net income of $37.79 million for
the year ended Dec. 31, 2020. As of Dec. 31, 2021, the Company had
$1.19 billion in total assets, $324.38 million in total current
liabilities, $687.94 million in long-term debt, $368.08 million in
asset retirement obligations (less current portion), $55.39 million
in other liabilities, $113,000 in deferred income taxes, $4.50
million in commitments and contingencies, and a total shareholders'
deficit of $247.18 million.
* * *
In May 2021, S&P Global Ratings affirmed the 'CCC+' issuer credit
rating on Houston-based W&T Offshore Inc.
As reported by the TCR on April 19, 2021, Moody's Investors Service
upgraded W&T Offshore, Inc.'s Corporate Family Rating to Caa1 from
Caa2, Probability of Default Rating to Caa1-PD from Caa2-PD and
senior secured second lien notes rating to Caa2 from Caa3. The
outlook was changed to stable from negative. "The upgrade of W&T
Offshore's ratings reflects higher commodity prices that support
continued positive free cash flow in 2021," said Jonathan Teitel, a
Moody's analyst.
WOODBRIDGE GROUP: Liquidation Trustee Announces Cash Distribution
-----------------------------------------------------------------
Woodbridge Liquidation Trust on June 16, 2022, disclosed that its
Liquidation Trustee, with the approval of the Trust's Supervisory
Board, has declared an aggregate cash distribution of $65 million
on the Trust's Class A Liquidation Trust Interests (the "Class A
Interests"). This amount includes a reserve of approximately
$850,000 for amounts that are or may become payable (a) in respect
of Class A Interests that may be issued in the future upon the
allowance of unresolved bankruptcy claims, (b) in respect of Class
A Interests issued on account of recently allowed claims, (c) for
holders of Class A Interests who failed to cash checks mailed in
respect of prior distributions, (d) for distributions that were
withheld due to pending avoidance actions, and (e) to holders of
Class A Interests for which the Trust is awaiting further
beneficiary information.
The distribution amounts to $5.63 per Class A Interest, and will be
paid on or about July 15, 2022 to holders of record of Class A
Interests as of close of business on June 30, 2022.
Regarding the distribution, the Trust's Liquidation Trustee Michael
Goldberg said, "I am pleased to be able to announce this additional
interim distribution to our holders. As the Company is approaching
the end of its real estate portfolio liquidation activities and has
only a small number of real estate assets remaining, I would remind
all investors in the Trust that future distributions will be
limited. Once the Company's remaining real property assets have
been liquidated and the net proceeds resulting therefrom, net of
reserves, have been distributed, further distribution(s) are
expected to be materially reliant on future recoveries from
litigation. Such recoveries are uncertain and the amount and timing
of such recoveries are difficult to determine."
About Woodbridge Liquidation Trust
Woodbridge Liquidation Trust is a Delaware statutory trust that,
together with its wholly-owned subsidiary Woodbridge Wind-Down
Entity LLC, was formed on February 15, 2019 to implement the terms
of the First Amended Joint Chapter 11 Plan of Liquidation dated
August 22, 2018 of Woodbridge Group of Companies, LLC and Its
Affiliated Debtors (the "Plan"). The purpose of the Trust is to
prosecute various causes of action acquired by the Trust pursuant
to the Plan, to litigate and resolve claims filed against the
debtors under the Plan, to pay allowed administrative and priority
claims against the debtors (including professional fees), to
receive cash from certain sources and, in accordance with the Plan,
to make distributions of cash to holders of interests in the Trust
subject to the retention of various reserves and after the payment
of Trust expenses and administrative and priority claims. On the
Web: http://www.woodbridgeliquidationtrust.com/
About Woodbridge Group
Headquartered in Sherman Oaks, California, The Woodbridge Group
Enterprise -- http://www.woodbridgecompanies.com/-- was a
comprehensive real estate finance and development company. Its
principal business was buying, improving, and selling high-end
luxury homes. The Woodbridge Group Enterprise also owned and
operated full-service real estate brokerages, a private investment
company, and real estate lending operations. The Woodbridge Group
Enterprise and its management team had been in the business of
providing a variety of financial products for more than 35 years,
and had been primarily focused on the luxury home business for the
past five years. Since its inception, the Woodbridge Group
Enterprise has completed more than $1 billion in financial
transactions. These transactions involved real estate, note buying
and selling, hard money lending, and alternative financial
transactions involving thousands of investors.
Woodbridge filed for bankruptcy as a result of a massive,
multi-year Ponzi scheme perpetrated by Robert Shapiro between (at
least) 2012 and 2017. As part of this fraud, Shapiro, through the
Woodbridge entities, raised over one billion dollars from
approximately 10,000 investors -- as either noteholders or
unitholders.
Woodbridge Group of Companies and certain of its affiliates filed
Chapter 11 bankruptcy petitions (Bankr. D. Del. Lead Case No.
17-12560) on Dec. 4, 2017. Woodbridge estimated assets and
liabilities at between $500 million and $1 billion. The Chapter 11
cases are being jointly administered. Judge Kevin J. Carey presides
over the case.
Samuel A. Newman, Esq., Oscar Garza, Esq., Daniel B. Denny, Esq.,
Jennifer L. Conn, Esq., Eric J. Wise, Esq., Matthew K. Kelsey,
Esq., and Matthew P. Porcelli, Esq., at Gibson, Dunn & Crutcher,
LLP, and Sean M. Beach, Esq., Edmon L. Morton, Esq., Ian J.
Bambrick, Esq., and Allison S. Mielke, Esq., at Young Conaway
Stargatt & Taylor, LLP, served as the Debtors' bankruptcy counsel.
Homer Bonner Jacobs, PA, served as special counsel; Province, Inc.,
as expert consultant; and Moelis & Company LLC, as investment
banker.
The Debtors' financial advisors were Larry Perkins, John Farrace,
Robert Shenfeld, Reece Fulgham, Miles Staglik, and Lissa Weissman
at SierraConstellation Partners, LLC. Beilinson Advisory Group
served as independent management to the Debtors. Garden City
Group, LLC, served as the Debtors' claims and noticing agent.
An official committee of unsecured creditors was appointed in the
Chapter 11 cases on Dec. 14, 2017. Pachulski Stang Ziehl & Jones
served as counsel to the Official Committee of Unsecured Creditors;
and FTI Consulting, Inc., acted as its financial advisor.
On Jan. 23, 2018, the Court approved a settlement providing for the
formation of an ad hoc noteholder group and an ad hoc unitholder
group.
Woodbridge Group said that effective as of Feb. 15, 2019, it has
emerged from chapter 11 bankruptcy following confirmation of its
plan of liquidation. The Plan was confirmed on Oct. 26, 2018.
WROE ENTERPRISES: Unsecureds Get 100% Plus 3% Interest in Plan
--------------------------------------------------------------
Wroe Enterprises, LLC, submitted an Amended Plan of
Reorganization.
Under the Plan, holders of Class 5 Allowed Unsecured Creditors'
Claims will be paid from the income of the business. The Class 5
Creditors will receive their pro rata share of 60 monthly payments
until all allowed Unsecured Creditors have been paid in full with
interest at the rate of 3% per annum. The unsecured creditors shall
receive 100% of their allowed claims under the Plan. Class 5 is
impaired.
The Debtor's obligations under this Plan will be satisfied out of
the ongoing operations of the Reorganized Debtor.
Attorneys for the Debtor:
Eric A. Liepins, Esq.
ERIC A. LIEPINS, P.C.
12770 Coit Road, Suite 850
Dallas, Texas 75251
Tel: (972) 991-5591
Fax: (972) 991-5788
A copy of the Disclosure Statement dated June 15, 2022, is
available at https://bit.ly/3xzDHab from PacerMonitor.com.
About Wroe Enterprises
Wroe Enterprises, LLC, sought protection for relief under Chapter
11 of the Bankruptcy Code (Bankr. N.D. Texas Case No. 22-40218) on
Jan. 31, 2021, listing as much as $1 million in both assets and
liabilities. Eric A. Liepins, P.C., is serving as the Debtor's
legal counsel.
ZENABIS GLOBAL: Files Petition for Protection Under CCAA
--------------------------------------------------------
Zenabis Global Inc. on June 17 disclosed that the Corporation and
its wholly-owned subsidiaries (collectively, the "Zenabis Group")
have filed a petition with the Superior Court of Québec for
protection under the Companies' Creditors Arrangement Act (the
"CCAA"), in order to restructure their business and financial
affairs.
Due to, among other things, margin pressures caused by the
fragmentation of the overall cannabis industry, general operational
and financial underperformance, and financial pressures resulting
from obligations owing to creditors, the Zenabis Group has been
unable to generate positive cash flows and it has consistently
incurred cumulative losses. In addition, the Zenabis Group has
significant obligations and liabilities owing to its senior secured
creditor and its unsecured creditors that it is no longer able to
meet. After careful consideration of all available alternatives,
the Board of Directors of each of the members of the Zenabis Group
determined that it was in the best interest of the Zenabis Group
and all stakeholders to file for an application for creditor
protection under the CCAA.
The initial Court order sought is expected to provide a stay of
creditor claims and the exercise of contractual rights to give the
Zenabis Group the time and stability required to explore the sale
of assets to facilitate the definitive resolution and settlement of
outstanding matters with its senior secured creditor and implement
any other restructuring options that may allow it to maximize the
value of its assets for the benefit of its creditors and other
stakeholders.
As part of the CCAA application, the Corporation will seek approval
of the appointment of Ernst and Young Inc. as the Monitor to
oversee the CCAA proceedings and report to the Court.
Concurrently with the filing, the Zenabis Group has entered into an
Agreement for Purchase and Sale (the"APS") with its senior secured
creditor, 2657408 Ontario Inc., a wholly-owned subsidiary of
Sundial Growers Inc. The petition also requests that the Monitor be
authorized to run a sale and investment solicitation process
("SISP") with the authority to use the APS as a stalking horsein
order to provide interested parties with the opportunity to submit
superior proposals and to enable the Zenabis Group to determine the
highest and best available transaction for Zenabis and its
stakeholders.
Further news releases in respect of the CCAA process will be
provided on an ongoing basis as necessary.
About Zenabis Global
Zenabis Global is a licensed producer of medical and recreational
cannabis. The Zenabis Group's active product brands include
Zenabis (medical cannabis), Namaste (recreational cannabis) and
Re-Up (recreational cannabis).
The Zenabis Group is a Canadian medical and recreational cannabis
cultivator with certain of its affiliates holding or having held
various licences from Health Canada. Until recently, the Zenabis
Group had 1,085,000 sq. ft. of licensed cultivation space in Canada
across the Atholville Facility, the Stellarton Facility and the
Langley Facility. The Zenabis Group also has a cannabis import,
export and processing joint venture with ZenPharm, operating from
Birżebbuġa, Malta.
In June 2021, HEXO Corp. (HEXO), a Canadian-based publicly traded
cannabis company, acquired all of the shares of Zenabis Group in
consideration for shares of the capital of HEXO by way of
court-approved plan of arrangement.
However, commencing in the Fall of 2021, Zenabis Group and its
affiliates decided to proceed with a progressive rationalization of
part of their operations that were either unprofitable or
redundant, which ultimately led to the decommissioning of certain
of its facilities and assets. The Zenabis Group continues to
operate its business and cultivate cannabis with its remaining
assets mainly at the Atholville Facility.
The rationalization process reduced operating expenses and allowed
Zenabis to focus on the Atholville Facility. However, the Zenabis
Group is still not profitable, does not generate sufficient income
and cash flow on its own to meet its obligations as they become
due, carries liabilities exceeding the value of its assets and is
now insolvent
Zenabis Global Inc. and 15 affiliates in mid-June 2022 applied for
an order under the Companies' Creditor Arrangement Act, for certain
relief measures while the Companies carry out a restructuring
process.
As of April 30, 2022, Zenabis Group had aggregate liabilities in
excess of C$128 million.
The Companies obtained an Initial Order under the CCAA on June 17,
2022. Pursuant to the CCAA Order granted by the Quebec Superior
Court (Commercial Division), Ernst & Young Inc. was appointed
Monitor of the Companies.
ZENABIS GROUP: Sundial Is Stalking Horse Bidder for Assets
----------------------------------------------------------
Sundial Growers Inc. on June 20 disclosed that, in the context of
the initial order pursuant to the Companies' Creditors Arrangement
Act (Canada) ("CCAA") pertaining to the Zenabis Group rendered on
June 17, 2022, it entered into a purchase agreement, in the form of
a "stalking horse bid" (the "Bid Agreement"), pursuant to which the
shares of Zenabis Global Inc. and the business and assets of its
direct and indirectly wholly-owned subsidiaries (collectively, the
"Zenabis Group") would be acquired by Sundial. The Bid Agreement is
subject to the approval by the Quebec Superior Court supervising
the CCAA Proceedings, and to potential alternative bids pursuant to
bidding procedures that will follow. All amounts are denominated in
Canadian dollars unless otherwise noted. Subject to the Court's
approval of the Bid Agreement and of bidding procedures that will
be sought on July 5, 2022, the Bid Agreement will set the floor, or
minimum acceptable bid, in a sale and investment solicitation
process, which is designed to achieve the highest and best offer
for the Zenabis Group's business and assets and is under the
supervision of Ernst & Young, acting as CCAA Monitor.
The assets covered by the Bid Agreement include the 380,000 square
foot indoor growing facility located in Atholville, New Brunswick
with an annual production capacity of approximately 46,000 kgs of
dried cannabis and 15,000 kgs of extraction capacity. The facility
received EU GMP certification, providing a license to the facility
to export internationally to Israel, Malta, the United Kingdom, and
the EU. Zenabis Group also has a joint venture agreement with
ZenPharm Limited, based in Malta, allowing for commercial bulk
imports into Malta from the facility in Atholville and subsequent
exports of finished medicinal cannabis products to countries of the
EU and United Kingdom. The Bid Agreement also provides for the
acquisition of a decommissioned 255,000 sq. ft. indoor facility in
Stellarton, Nova Scotia, that was used as a packaging, processing,
and value-added cannabis product manufacturing facility.
Based on HEXO Corp.'s ("HEXO") publicly filed financial statements
and MD&A, contribution from the Zenabis Group to consolidated net
revenue was $11.1 million in the second fiscal quarter of 2022.
HEXO's international net revenues increased by 36% to $8.2 million
in the second fiscal quarter of 2022 and by 312% relative to the
prior year. Zenabis Group's international net revenues consisted of
54% of HEXO's overall international net revenues, increasing by 91%
in the second fiscal quarter of 2022 when compared to the prior
quarter.
More than 100 employees currently work at the Atholville facility,
and Sundial's assessment is that the total capital invested in both
the Atholville and Stellarton facilities to date is approximately
$108 million. The Atholville facility utilizes state-of-the-art
technology, including a fully computerized monitoring system, the
latest HPS and LED lighting technology and seed-to-sale tracking
systems, and grows several different strains with an extensive
library of strains currently under trial which would further
enhance Sundial's existing and expanding portfolio.
History of the Investment
In December 2020, Sundial announced the acquisition of a special
purpose vehicle (the "Investment") which owned $58.9 million of
aggregate principal amount of senior secured debt (the "Senior
Loan") of Zenabis Group. On June 1, 2021, HEXO announced it had
acquired all the issued and outstanding common shares of Zenabis
Global Inc. The Senior Loan remained outstanding following the
acquisition by HEXO and bears interest at a rate of 14% per annum
in addition to monitoring fees and royalties based on quarterly
sales revenue. As at June 16, 2022 the outstanding unpaid principal
balance is $51.9 million.
Commenting on the Bid Agreement, Sundial's CEO Zach George said,
"We are committed to creating continuity for the Zenabis Group's
operations and employees and assisting Zenabis in good faith with
its restructuring. This process has just begun, and we will provide
more information as it becomes available."
About Sundial Growers
Sundial -- http://www.sndlgroup.com/-- is a public company whose
shares are traded on Nasdaq under the symbol "SNDL." Its business
is reported and analyzed under four segments: Cannabis Production
and Cultivation, Cannabis Retail, Liquor Retail, and Investments.
As a licensed producer that crafts small-batch cannabis using
state-of-the-art indoor facilities, Sundial's 'craft-at-scale'
modular growing approach, award-winning genetics, and experienced
growers set us apart. Sundial's brand portfolio includes Top Leaf,
Sundial Cannabis, Palmetto, Spiritleaf Selects and Grasslands.
Sundial is the largest private sector cannabis and liquor retailer
in Canada. The Company's retail banners include Spiritleaf, Value
Buds, Wine and Beyond, Liquor Depot, and Ace Liquor.
Sundial's investment portfolio seeks to deploy strategic capital
through direct and indirect investments and partnerships throughout
the global cannabis industry.
About Zenabis Global
Zenabis Global is a licensed producer of medical and recreational
cannabis. The Zenabis Group's active product brands include
Zenabis (medical cannabis), Namaste (recreational cannabis) and
Re-Up (recreational cannabis).
The Zenabis Group is a Canadian medical and recreational cannabis
cultivator with certain of its affiliates holding or having held
various licences from Health Canada. Until recently, the Zenabis
Group had 1,085,000 sq. ft. of licensed cultivation space in Canada
across the Atholville Facility, the Stellarton Facility and the
Langley Facility. The Zenabis Group also has a cannabis import,
export and processing joint venture with ZenPharm, operating from
Birżebbuġa, Malta.
In June 2021, HEXO Corp. (HEXO), a Canadian-based publicly traded
cannabis company, acquired all of the shares of Zenabis Group in
consideration for shares of the capital of HEXO by way of
court-approved plan of arrangement.
However, commencing in the Fall of 2021, Zenabis Group and its
affiliates decided to proceed with a progressive rationalization of
part of their operations that were either unprofitable or
redundant, which ultimately led to the decommissioning of certain
of its facilities and assets. The Zenabis Group continues to
operate its business and cultivate cannabis with its remaining
assets mainly at the Atholville Facility.
The rationalization process reduced operating expenses and allowed
Zenabis to focus on the Atholville Facility. However, the Zenabis
Group is
still not profitable, does not generate sufficient income and cash
flow on its own to meet its obligations as they become due, carries
liabilities exceeding the value of its assets and is now insolvent
Zenabis Global Inc. and 15 affiliates in mid-June 2022 applied for
an order under the Companies' Creditor Arrangement Act, for certain
relief measures while the Companies carry out a restructuring
process.
As of April 30, 2022, Zenabis Group had aggregate liabilities in
excess of C$128 million.
The Companies obtained an Initial Order under the CCAA on June 17,
2022. Pursuant to the CCAA Order granted by the Quebec Superior
Court (Commercial Division), Ernst & Young Inc. was appointed
Monitor of the Companies.
[*] AIRA Announces CIRA Certification Award Winners
---------------------------------------------------
Rendering financial advisory services in the business turnaround,
restructuring and bankruptcy practice areas requires both special
knowledge and extensive relevant experience. In 1992, the
Association of Insolvency & Restructuring Advisors (AIRA)
established the Certified Insolvency and Restructuring Advisor
(CIRA) program to recognize by public awareness and certification
those individuals who possess a high degree of knowledge and
proficiency across a spectrum of functions related to serving
clients in situations involving distressed and/or insolvent
entities. Each year AIRA recognizes the highest scoring
professionals who complete the CIRA program through awards
sponsored by AlixPartners, LLP. At its June annual conference in
Cleveland, OH, AIRA recognized the following AlixPartners CIRA
Award winners for 2021:
1st Place - Thomas G. Prince, CIRA, AlixPartners, LLP, Houston, TX
2nd Place - David Katz, CIRA, FTI Consulting, Houston, TX
3rd Place - Conor Jackson, CIRA, GLC Advisors & Co., LLC, New York,
NY
The Association of Insolvency and Restructuring Advisors (AIRA) --
http://www.aira.org/-- is a nonprofit professional association
serving financial advisors, accountants, crisis managers, business
turnaround consultants, lenders, investment bankers, attorneys,
trustees, and other individuals involved in the fields of business
turnaround, restructuring, bankruptcy and insolvency. AIRA's
mission is to (i) Unite and support professionals providing
business turnaround, restructuring and bankruptcy services, and
(ii) Develop, promote and maintain professional standards of
practice, including a professional certification through its CIRA
and CDBV programs. For additional conference and program
information, visit https://aira.org/conference/
[*] AIRA Announces Leadership Transitions and Awards
----------------------------------------------------
At its June annual conference in Cleveland, OH, the Association of
Insolvency & Restructuring Advisors (AIRA) announced the following
leadership transitions and awards:
David R. Payne, CIRA, CDBV, D. R. Payne & Associates, Oklahoma
City, OK, named president, succeeding Michael R. Lastowski, Duane
Morris LLP, Wilmington, DE. Mr. Lastowski assumes the role of
chairperson from David Bart, CIRA, CDBV, Baker Tilly, US, LLP,
Chicago, who remains an AIRA board member. Denise Lorenzo, CIRA,
AlixPartners, LLP, New York, NY, transitions from secretary to
president-elect. Boris Steffen, CDBV, Province, Baltimore, MD has
been named secretary.
Emanuel M. Katten Award
Emanuel M. Katten was a founding member of AIRA's predecessor
organization. He was instrumental in the development of the CIRA
program and other association and professional initiatives.
In recognition of Manny's legacy, annually, AIRA conveys its
Emanuel M. Katten Award to an AIRA member with a history of
outstanding service to the association and a substantial
contribution to the profession. This year's honoree is Kenneth J.
Malek, CIRA, CDBV, MalekRemian LLC, Libertyville, IL. Mr. Malek,
like Mr. Katten, is a founding member of the association.
The Association of Insolvency and Restructuring Advisors (AIRA) --
http://www.aira.org/-- is a nonprofit professional association
serving financial advisors, accountants, crisis managers, business
turnaround consultants, lenders, investment bankers, attorneys,
trustees, and other individuals involved in the fields of business
turnaround, restructuring, bankruptcy and insolvency. AIRA's
mission is to (i) Unite and support professionals providing
business turnaround, restructuring and bankruptcy services, and
(ii) Develop, promote and maintain professional standards of
practice, including a professional certification through its CIRA
and CDBV programs. For additional conference and program
information, visit https://aira.org/conference/
[*] AIRA Inducts 2022 Class of Distinguished Fellows
----------------------------------------------------
At its annual conference in Cleveland, OH, on June 9th, the
Association of Insolvency & Restructuring Advisors (AIRA) announced
the induction of its 2022 class of Distinguished Fellows.
Conceived to recognize the significant contributions that AIRA's
senior members have made to the art and science of corporate
restructuring and to the association, the Distinguished Fellows
designation is an academic and professional honor for those AIRA
members who exemplify the highest level of excellence in
professional practice and whose contributions are a significant
positive legacy to our profession and the association.
These individuals have contributed in many ways to the profession
and to AIRA. They have served as a distinguished judge and
educator, provided important leadership to AIRA and other
associations such as Turnaround Management Association (TMA) and
American Bankruptcy Institute (ABI), provided years of service on
the AIRA board, contributed to AIRA's CIRA and CDBV certification
programs, organized and presented to AIRA and other professional
conferences, and published articles and books.
The 2022 Distinguished Fellows are:
Lawrence R. Ahern III, Brown & Ahern, Nashville, TN
Edward P. Bond, CIRA, Bederson LLP, Fairfield, NJ
Jay D. Crom, CIRA, Bachecki, Crom & Co., LLP, South San Francisco,
CA
Walter J. Greenhalgh, Duane Morris LLP, Newark, NJ
Alan Holtz, CIRA, AlixPartners, LLP, New York, NY
Soneet Kapila, CIRA, KapilaMukamal, LLP, Fort Lauderdale, FL
Theodore G. Phelps, CIRA, CDBV, FVLS Consultancy, Spokane, WA
Hon. Jerrold N. Poslusny, Jr., U.S. Bankruptcy Court, D.N.J.
Anthony Sasso, CIRA, Deloitte Fin'l Advisory Svcs LLP, Parsippany,
NJ
Matthew Schwartz, CIRA, Bederson LLP, Fairfield, NJ
Angela Shortall, CIRA, 3Cubed Advisory Services, LLC, Baltimore,
MD
Joel A. Waite,Young Conaway Stargatt & Taylor, LLP, Wilmington, DE
The Association of Insolvency and Restructuring Advisors (AIRA) --
http://www.aira.org/-- is a nonprofit professional association
serving financial advisors, accountants, crisis managers, business
turnaround consultants, lenders, investment bankers, attorneys,
trustees, and other individuals involved in the fields of business
turnaround, restructuring, bankruptcy and insolvency. AIRA's
mission is to (i) Unite and support professionals providing
business turnaround, restructuring and bankruptcy services, and
(ii) Develop, promote and maintain professional standards of
practice, including a professional certification through its CIRA
and CDBV programs. For additional conference and program
information, visit https://aira.org/conference/
[*] Brown Rudnick Ex-CEO Baldiga Returns to Restructuring Practice
------------------------------------------------------------------
Brown Rudnick disclosed that Vincent Guglielmotti has been elected
as the next chief executive officer of the Firm and chair of its
management committee, effective June 15, 2022.
Mr. Guglielmotti will succeed William Baldiga, who will return
full-time to his restructuring practice after leading the Firm
since 2019. During his three-year tenure, Brown Rudnick recorded
best-ever revenue and profits, grew strategically in key practice
areas, and maintained its commitment to pro bono, diversity and
inclusion.
Mr. Guglielmotti, a tax partner in the New York office, was
previously managing director of the Firm's Corporate & Capital
Markets Department. At age 41, he will be the youngest partner to
serve as CEO of the Firm.
"I am honored and humbled to be chosen for this role," said Mr.
Guglielmotti. "Bill is leaving big shoes to fill, but I look
forward to working with all my colleagues to build upon Bill's
achievements. Brown Rudnick is my home and I'm proud of all the
lawyers and staff here, and I am honored to lead the Firm in
supporting our most important stakeholders - our clients."
During his nearly 40-year career at Brown Rudnick, Mr. Baldiga has
served in several leadership roles, including as head of the Firm's
Litigation and Restructuring Department. After the transition is
completed, he will focus on serving his clients. He is currently
representing exiled Chinese dissident Guo Wengui in his $376
million Chapter 11 case. Mr. Baldiga has also received national
attention for his work on other high-profile Chapter 11 cases,
including in connection with the NHL Coyotes in 2009, for the
creditors of Fisker Automotive in 2013, and for The Boston Herald
in 2017.
"When I assumed leadership of the Firm three years ago, I chose
Vince to be a managing director because of his energy, emotional
intelligence and people skills," Mr. Baldiga said. "In the last
several years, Vince has demonstrated a keen insight as to what it
takes to lead the Firm and his practices to the highest levels, and
to compete on a global basis. He instills confidence in others,
inspires the best in those around him, and is completely dedicated
to the success of the Firm. In short, he is a natural leader. I
am thrilled that the future of the Firm is in such good hands."
The leadership change comes as Brown Rudnick continues to make
national headlines for its high-profile matters. Two weeks ago, a
litigation team won a jury verdict for actor Johnny Depp in his
defamation trial against his ex-wife Amber Heard. The Firm is also
representing the Official Committee of Talc Claimants in the
country's largest bankruptcy case: the Chapter 11 filing of LTL
Management, the entity created by Johnson & Johnson to discharge
the company's talc-related liabilities.
Other notable representations include the Coalition of Abused
Scouts for Justice in the Boy Scouts of America bankruptcy
proceedings; Victoria plc's acquisition of Gransier Ceramics; and
market data solutions provider MayStreet's sale to the London Stock
Exchange Group. Last month, Brown Rudnick was ranked among the top
20 law firms advising on venture capital deals in PitchBook's Q1
2022 Global League Tables, including early-stage deals, health care
services and systems and pharma and biotech.
Mr. Guglielmotti will continue his tax practice, which includes
advising clients on mergers and acquisitions, as well as assisting
debtors, creditors and investors to restructure, acquire and sell
financially troubled entities inside and outside of Chapter 11
bankruptcy proceedings.
"My clients aren't getting rid of me that easily," Mr. Guglielmotti
joked. "We still have too much work to do. But I look forward to
hearing from them on how we can further improve our service in
these rapidly changing times. Our Firm is celebrating its 75th
anniversary next year and we've succeeded this long because of our
culture, which is based on teamwork, collaboration and a shared
passion for providing zealous advocacy, deft commercial
representation, and superior service to our clients."
Mr. Guglielmotti joined Brown Rudnick as an associate in 2008 and
was elevated to partner in February 2013. He received his Master of
Laws in Taxation from New York University and his law degree from
Wake Forest. He earned his bachelor's degree from Cornell
University.
About Brown Rudnick LLP
Brown Rudnick is an international law firm that serves clients
around the world from offices in key financial centers across the
United States and Europe. Its lawyers and government relations
professionals work across the United States and Europe, with
offices in key financial centers. Beyond the United States and
Europe, it serves clients around the world.
[*] Chris Manderson Joins Ervin Cohen's Corporate, Tax Department
-----------------------------------------------------------------
Corporate transactional attorney Chris Manderson has joined the
Business, Corporate and Tax Department at Ervin Cohen & Jessup LLP,
the firm announced on June 14.
Mr. Manderson, who joins as Partner, specializes in mergers and
acquisitions, venture capital, debt and equity financing, and
advising public and private company boards and executives.
Over more than two decades in practice, Mr. Manderson has led
negotiations on behalf of a number of California's top companies in
private equity, technology, venture capital, restructuring,
banking, fashion and apparel, action sports and food manufacturing,
among others. Prominent clients have included Morgan Stanley & Co.,
Dole Food Company, Marwit Capital, Saleen Automotive, Inc., Oakley,
Inc., Mossimo, Inc., Rock & Republic Enterprises, Inc. and Amgen
Inc.
Mr. Manderson also advises public and private companies and their
boards in all aspects of corporate governance, securities, finance
and transactional matters, including public and private securities
offerings, going private transactions, hostile takeovers and proxy
contests.
In addition to mainstream transactions, Mr. Manderson handles
distressed and restructuring transactions. In the wake of the 2009
Financial Crisis, he reorganized companies that preserved over $2
billion in NOL tax assets in chapter 11 bankruptcy cases. These
included Real Industry, Inc. (formerly Fremont General Corporation,
a subprime mortgage lender with NOLs over $900 million) and Triad
Guaranty, Inc. (formerly an insurance holding company with NOLs
over $1.1 billion).
Mr. Manderson said the firm's stellar reputation and their aligning
approaches to client service provides great incentive to join the
firm.
"It's exciting to be part of the growth of ECJ's Corporate
practice," said Mr. Manderson. "The firm's culture is appealing,
and I really appreciate the philosophy of comprehensive client
coverage from start to finish."
"We're a one-stop shop for business clients, and the breadth of
Chris' transactional work, coupled with his significant experience
in M&A and tax matters, makes him a great fit for our firm," said
Barry J. MacNaughton, co-managing partner of Ervin Cohen & Jessup.
Mr. Manderson recently helmed the sale of the cloud-based identity
and access management and SSO platform Bitium Inc. to Google Inc.
He has also represented Los Angeles area technology venture capital
investors and venture-backed companies such as Miso Robotics, Inc.
and Nurocor, Inc.
Mr. Manderson began his career as a transactional lawyer
representing public companies, private equity funds, boards and
executives in M&A and finance transactions at Skadden, Arps, Slate,
Meagher & Flom LLP and Paul Hastings LLP. He also served as
Executive Vice President & General Counsel at Real Industry, Inc.,
where he guided the company through a $525 million acquisition of
an aluminum recycling business serving the automotive industry, and
subsequent NASDAQ listing.
Ervin Cohen & Jessup LLP -- http://www.ecjlaw.com/-- is a
full-service firm that provides a broad range of business-related
legal services including corporate law; litigation; intellectual
property & technology law; real estate transactions and finance;
construction & environmental law; tax planning and controversies;
employment law; health care law; bankruptcy, receivership and
reorganization; and estate planning.
[*] Craig Rasile Joins Winston & Strawn's Restructurings Practice
-----------------------------------------------------------------
Winston & Strawn LLP on June 16 announced the addition of two
corporate partners in the firm's rapidly growing Miami office:
Craig V. Rasile, who joins the Corporate Restructurings practice,
and Nicholas E. Rodriguez, who joins the firm's Mergers &
Acquisitions practice. Their arrival closely follows that of the
initial six partners who launched the firm's Miami office on May
19, 2022. It is expected that additional partners will be announced
in the near future.
Messrs. Rasile and Rodriguez come from prestigious law firms
operating in South Florida. Their extensive and proven track
records and experience serve as key additions to the Miami team's
ability to provide strategic counseling on sophisticated domestic
and international transactions.
"Miami is a magnet for capital formation, innovation, and business
growth. That has spurred an increased demand for talented lawyers
who can advise our clients on a wide range of matters involving
complex transactional work," said Miami Office Managing Partner
Enrique J. Martin. "Our two new partners bring the right talent as
well as proven local and international market knowledge to address
our clients' quickly evolving legal and business needs."
Mr. Rasile focuses his practice on restructuring and insolvency
matters, emphasizing bankruptcy, corporate restructuring, workouts,
creditors' rights, and commercial litigation. He represents
debtors, trustees, receivers, private equity funds, and official as
well as ad hoc committees in the retail, health care, energy,
telecommunications, gaming, transportation, logistics, franchise,
manufacturing, REIT, and financial institution industries. With
years of international experience, Craig has been involved in
foreign bankruptcy proceedings in Brazil, the Cayman Islands,
Curacao, Germany, Puerto Rico, St. Thomas, Spain, the United
Kingdom, and Venezuela.
Mr. Rodriguez's diverse corporate practice focuses on representing
strategic and private equity investors in complex domestic and
cross-border M&A and divestiture transactions, national and
international private equity, joint ventures, and restructurings
and recapitalizations. He has extensive experience in numerous
industries, including technology, software, energy, infrastructure,
financial services, media, and telecommunications. Nicholas has
represented clients in the United States, Europe, Asia, and Central
and South America (including Argentina, Brazil, Chile, Colombia,
Costa Rica, the Dominican Republic, El Salvador, Honduras,
Nicaragua, Mexico, Panama, Paraguay, and Uruguay).
"These lawyers are a terrific complement to the Miami team's
extraordinary capabilities," said Winston Chairman Tom Fitzgerald.
"The fact that both of them come from the Miami legal community
means they are ready from day one to help us build new avenues of
service on behalf of clients operating in this high-powered
business destination."
About Winston's Miami Office
Winston & Strawn's Miami office leverages the area's status as a
dynamic financial hub, an epicenter of business activity spanning
numerous industries, and a critical nexus point for banking and
international trade with Latin America and other parts of the
world.
The office serves clients representing some of the global economy's
strongest and fastest-growing sectors, including complex commercial
litigation, mergers and acquisitions, financial services,
cryptocurrency and blockchain, real estate, energy and
infrastructure, bankruptcy, and Latin America.
Winston & Strawn LLP is an international law firm with 16 offices
in North America, South America, Asia, and Europe. More information
about the firm is available at www.winston.com.
*********
Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par. Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable. Those sources may not,
however, be complete or accurate. The Monday Bond Pricing table
is compiled on the Friday prior to publication. Prices reported
are not intended to reflect actual trades. Prices for actual
trades are probably different. Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind. It is likely that some entity
affiliated with a TCR editor holds some position in the issuers
public debt and equity securities about which we report.
Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets. At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled. Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets. A company may establish reserves on its balance sheet for
liabilities that may never materialize. The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.
On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts. The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.
Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals. All titles are
available at your local bookstore or through Amazon.com. Go to
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Monthly Operating Reports are summarized in every Saturday edition
of the TCR.
The Sunday TCR delivers securitization rating news from the week
then-ending.
TCR subscribers have free access to our on-line news archive.
Point your Web browser to http://TCRresources.bankrupt.com/and use
the e-mail address to which your TCR is delivered to login.
*********
S U B S C R I P T I O N I N F O R M A T I O N
Troubled Company Reporter is a daily newsletter co-published
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Rousel Elaine Tumanda, Joel Anthony G. Lopez, Psyche A. Castillon,
Ivy B. Magdadaro, Carlo Fernandez, Christopher G. Patalinghug, and
Peter A. Chapman, Editors.
Copyright 2022. All rights reserved. ISSN: 1520-9474.
This material is copyrighted and any commercial use, resale or
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*** End of Transmission ***