/raid1/www/Hosts/bankrupt/TCR_Public/220622.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Wednesday, June 22, 2022, Vol. 26, No. 172
Headlines
2017 Q-FACTORY: Seeks Approval to Hire Brown Law Firm as Counsel
819D LLC: Case Summary & 20 Largest Unsecured Creditors
A.G. DILLARD: June 28 Amended Disclosure Statement Hearing Set
ACM DEVELOPMENT: July 21 Disclosure Statement Hearing Set
AGANA ARCHDIOCESE: No Parishes Closing Despite Bankruptcy Case
AINOS INC: Hsiu-Chen Chiu Resigns as Director
ALPHATEC HOLDINGS: All Three Proposals Passed at Annual Meeting
ATLANTA LIGHT: S. Gregory Hays Appointed as Chapter 11 Trustee
AUGUSTUS INTELLIGENCE: Unsecureds to Recover Up to 100% in Plan
AXYEHHO CORPORATION: Fla. Property Owner Files Subchapter V Case
BARTLEY INDUSTRIES: Amends Valliance Bank Claims Pay Details
BIONIK LABORATORIES: Issues $500K Promissory Notes
BITNILE HOLDINGS: Declares Monthly Dividend for Pref. Shareholders
BITNILE HOLDINGS: Offering $46.4M of Series D Preferred Shares
BRIGHT MOUNTAIN: Amends Credit Pact to Obtain $350K Additional Loan
BROOKLYN IMMUNOTHERAPEUTICS: Receives Nasdaq Deficiency Notice
BURTS CONSTRUCTION: Voluntary Chapter 11 Case Summary
CAN B CORP: Signs Deal to Sell $56,250 Promissory Note
CENTURY ALUMINUM: All Three Proposals Passed at Annual Meeting
CORP GROUP: Further Fine-Tunes Plan Documents
CUENTAS INC: Regains Compliance With Nasdaq Listing Rules
CUSTOM TRUCK: All Three Proposals Passed at Annual Meeting
CYPRESS ENVIRONMENTAL: Seeks Approval to Hire Financial Advisor
DAYBREAK OIL: Incurs $398K Net Loss in Fiscal 2022
DH PARKER PROPERTIES: SARE Files Bare-Bones Petition
ELKHORN EXPLORATION: July 20 Plan Confirmation Hearing Set
FOSSIL GROUP: Randy Belcher Quits as EVP Asia Pacific
FRALEG GROUP: Quickly Returns to Chapter 11 Bankruptcy
GUARDION HEALTH: Three Proposals Approved at Annual Meeting
H-CYTE INC: Effects 1,000-1 Reverse Stock Split
H-CYTE INC: Issues $372,500 Notes to Three Investors
HANSABEN INVESTMENTS: Taps Felderstein as Legal Counsel
HOUSTON AMERICAN: Tyler Hayden Kling Ceases to Own Common Shares
HUCKLEBERRY PARTNERS: In Chapter 11 to Sell Waterford Commons
INDIGO PALMS: Continued Operations to Fund Plan Payments
INNOVATION PHARMACEUTICALS: Acquires Minority Stake in Squalus
INTELSAT SA: Considers Wrapping Up Bankruptcy Claims
INTERNATIONAL REALTY: July 27 Disclosure Statement Hearing Set
J.H. EXCAVATION: Court Orders Revisions, Confirms Plan
JCB TRUCKING: Property Sale Proceeds to Fund Plan Payments
KINTARA THERAPEUTICS: Granted Fast Track Designation for VAL-083
LAFORTA-GESTAO: $23.5M Loan Okayed to Stay Afloat in Chapter 11
MALLINCKRODT PLC: To Pay NYAG $58.5M for Fueling Opioid Crisis
MATT HUTCHENS: Seeks Approval to Hire Boyer Terry as Legal Counsel
MILLENNIUM SERVICES: Case Summary & 20 Top Unsecured Creditors
MOVIMIENTO PENTECOSTAL: Unsecureds to be Paid in Full in 60 Months
MTC HOLDINGS: Voluntary Chapter 11 Case Summary
NERAM GROUP: Unsecured Creditors to Recover 100% in Plan
O'BRIEN FAMILY: Case Summary & Four Unsecured Creditors
PETROLIA ENERGY: Reports $447K Net Loss in Q1 2021
PETROTEQ ENERGY: Signs Deal to Reprice Prior Debt Conversions
PIONEER CONTRACTING: Taps Frost & Associates as Special Counsel
PLATINUM GROUP: SA Court Dismisses Challenge to Maseve Mine Sale
PRODUCE DEPOT: Seeks to Hire David S. Friedkin CPA as Accountant
PROFESSIONAL DIVERSITY: Registers 425K Shares Under 2013 Plan
PUERTO RICO: HTA's Debt Reorganization Heading for Creditor Vote
QUANTUM CORP: Director Raghavendra Rau Won't Seek Reelection
QUANTUM CORP: Director Raghavendra Rau Won't Stand for Re-Election
RALSTON-LIPPINCOTT: Seeks to Tap Michael D. Pinsky as Legal Counsel
REGIONAL HEALTH: Signs Separation Agreement With Former CFO
RENNOVA HEALTH: Plans to Develop Mental and Behavioral Health Unit
REVLON INC: India's Reliance Reportedly Considering Acquisition
REVLON INC: Projects $286 Million in DIP Draws Until July 22
REVLON INC: Shares Up After Filing for Bankruptcy
STORECENTRIC INC: Case Summary & 30 Largest Unsecured Creditors
SYMPHONY SOCIETY: Musicians Remain Hopeful Despite Chapter 7
T M GRACE BUILDERS: Taps Kutner Brinen Dickey Riley as Counsel
TALEN ENERGY SUPPLY: Gets Court Okay to Draw More Cash
TAMPA SMOKE: Seeks Approval to Hire Buddy D. Ford as Legal Counsel
TELIGENT INC: Post-Sale Drug Recall Puts Chapter 11 in Doubt
TEN OAKS FITNESS: Fine-Tunes Plan Ahead of Sept. 20 Hearing
TILDEN MARCELLUS: July 21 Plan & Disclosure Hearing Set
TILDEN MARCELLUS: Unsecureds to Get 2% to 7.2% After 2 Auctions
TPC GROUP: Recovery for Unsecureds Still to Be Determined
VERTEX ENERGY: Appoints Alvaro Ruiz as Chief Strategy Officer
VERTEX ENERGY: Appoints James Rhame as Chief Operating Officer
VIVAKOR INC: Signs Employment Agreements With Execs
WB BRIDGE HOTEL: Williamsburg Hotel Up for Bankruptcy Sale
ZOHAR III: Seeks Plan Confirmation Over Patriarch Objection
[*] U.S. Bankruptcy Courts to Begin New Chapter 7 Trustee Payments
*********
2017 Q-FACTORY: Seeks Approval to Hire Brown Law Firm as Counsel
----------------------------------------------------------------
2017 Q-Factory, LLC seeks approval from the U.S. Bankruptcy Court
for the Northern District of Oklahoma to hire Brown Law Firm, P.C.
to serve as legal counsel in its Chapter 11 case.
The firm's services include:
a. negotiating allowed claims and treatment of creditors;
b. rendering legal advice and preparing legal documents and
pleadings concerning claims of creditors, post-petition financing,
executing contracts, sale of assets, and insurance;
c. representing the Debtor at court hearings and other
contested matters;
d. formulating a disclosure statement and plan of
reorganization; and
e. all other matters needed for reorganization.
The firm will charge these hourly fees:
Ron D. Brown, Esq. $350
Associate $250
Paralegal $75
Ron Brown, Esq., at Brown Law Firm, disclosed in a court filing
that all members of his firm are "disinterested" within the meaning
of Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Ron D. Brown, Esq.
R. Gavin Fouts, Esq.
Brown Law Firm, P.C.
715 S. Elgin Ave
Tulsa, OK 74120
Tel: (918) 585-9500
Fax:(866) 552-4874 fax
Email: ron@ronbrownlaw.com
gavin@ronbrownlaw.com
About 2017 Q-Factory
2017 Q-Factory, LLC -- https://qfactorymusic.com -- creates music
and legendary sound design for motion picture advertising, since
1998. The company is based in Tulsa, Okla.
2017 Q-Factory sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. N.D. Okla. Case No. 22-10510) on June 4, 2022. In the
petition filed by Dan Pentecost of Phoenix Music Publishing LLC, as
manager, the Debtor listed up to $10 million in assets and up to
$50,000 in liabilities.
Ron D. Brown, Esq., and R. Gavin Fouts, Esq., at Brown Law Firm,
P.C. are the Debtor's bankruptcy attorneys.
819D LLC: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------
Debtor: 819D LLC
1423 Sharps Point Road
Annapolis, MD 21409
Business Description: The Debtor is engaged in activities related
to real estate.
Chapter 11 Petition Date: June 19, 2022
Court: United States Bankruptcy Court
District of Columbia
Case No.: 22-00101
Judge: Hon. Elizabeth L. Gunn
Debtor's Counsel: Kristen E. Burgers, Esq.
HIRSCHLER FLEISCHER PC
8270 Greensboro Drive
Suite 700
Tysons, VA 22102
Tel: 703-584-8364
Email: kburgers@hirschlerlaw.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Andrew Rubin as president.
A copy of the Debtor's list of 20 largest unsecured creditors is
available for free at PacerMonitor.com at:
https://www.pacermonitor.com/view/ZBISYEY/819D_LLC__dcbke-22-00101__0001.2.pdf?mcid=tGE4TAMA
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/YYFGU5Q/819D_LLC__dcbke-22-00101__0001.0.pdf?mcid=tGE4TAMA
A.G. DILLARD: June 28 Amended Disclosure Statement Hearing Set
--------------------------------------------------------------
Judge Rebecca B. Connelly has entered an order within which June
28, 2022 at 3:00 PM via ZOOM is the hearing to consider the
approval of the Amended Disclosure Statement of A.G Dillard, Inc.
In addition, June 27, 2022 at 3:00 PM is fixed as the deadline for
filing written objections to the Amended Disclosure Statement.
A copy of the order dated June 16, 2022, is available at
https://bit.ly/3tQ2QMS from PacerMonitor.com at no charge.
Counsel for the Debtor:
Robert S. Westermann, Esq.
Brittany B. Falabella, Esq.
Hirschler Fleischer, P.C.
2100 East Cary Street
Richmond, VA 23218-0500
Tel: (804) 771-9500
Fax: (804) 644-0957
Email: rwestermann@hirschlerlaw.com
bfalabella@hirschlerlaw.com
About A.G. Dillard, Inc.
A.G. Dillard, Inc., is an excavating contractor in Troy, Virginia.
It provides a wide variety of site construction services, including
site remodeling, clearing and demolition, pond repair/conversion,
excavating and grading, site concrete, and paving.
A.G. Dillard sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. W.D. Va. Case No. 22-60115) on Feb. 9,
2022. In the petition signed by Alan G. Dillard, III, president,
the Debtor disclosed up to $50 million in both assets and
liabilities.
Robert S. Westermann, Esq. at Hirschler Fleischer, PC, is the
Debtor's counsel.
Blue Ridge Bank, as lender, is represented by Michael D. Mueller,
Esq. at Williams Mullen.
ACM DEVELOPMENT: July 21 Disclosure Statement Hearing Set
---------------------------------------------------------
Judge Lori V. Vaughan has entered an order within which July 21,
2022 at 10:00 a.m. at the United States Bankruptcy Court, Sixth
Floor, Courtroom C, 400 West Washington Street, Orlando, Florida,
32801 is the hearing to consider the Disclosure Statement of ACM
Development, LLC.
In addition, objections to the Disclosure Statement shall be filed
no later than seven days before the date of the Disclosure
Statement Hearing and shall be served on Debtor, its counsel, and
the United States Trustee.
A copy of the order dated June 16, 2022, is available at
https://bit.ly/3b9lVmB from PacerMonitor.com at no charge.
Counsel for the Debtor:
Justin Luna, Esq.
Latham, Luna, Eden & Beaudine, LLP
201 S. Orange Ave., Suite 1400
Orlando, FL 32801
Tel: 407-481-5800
Fax: 407-481-5801
Email: jluna@lathamluna.com
About ACM Development
ACM Development, LLC, provides excavation services and is based in
Ocoee, Fla.
ACM Development filed a petition for Chapter 11 protection (Bankr.
M.D. Fla. Case No. 22-00210) on Jan. 20, 2022, listing up to $10
million in assets and up to $50 million in liabilities. Eric R.
Mynhier, manager, signed the petition.
Judge Lori V. Vaughan oversees the case.
The Debtor tapped Latham, Luna, Eden & Beaudine, LLP and Duerr &
Cullen CPAs, P.A. as its legal counsel and accountant,
respectively.
AGANA ARCHDIOCESE: No Parishes Closing Despite Bankruptcy Case
--------------------------------------------------------------
Haidee Eugenio Gilbert of The Guam Daily Post reports that Catholic
parishioners won't see any parish closures because of the ongoing
bankruptcy case, according to officials of the Archdiocese of
Agana, which has jointly filed with its creditors a proposal to pay
more than 270 survivors of Guam clergy sexual assault anywhere from
$37 million to $107 million.
Of 41 Catholic priests currently in good standing, 36 of them cover
Guam's 26 parishes, the archdiocese said.
"No parishes are closing and that what the archdiocese is giving
away as part of the compensation package to the survivors are
categorized as nonessential properties. Fundamentally, no parish
will close and stop its operation due to this bankruptcy," Rev.
Father Rey Concovar, vicar general for the archdiocese, told The
Guam Daily Post.
Father Mike Crisostomo, vicar for clergy, on Thursday said while
there are 36 priests covering 26 parishes from Yigo to Malesso',
the archdiocese hopes to have more priests available since a number
of the existing ones have been taking on more duties than usual.
Not all priests are qualified to become pastors, and could only
take on administrative duties, he said.
"To answer your question, no parishes are closing at all. Even with
this bankruptcy, the parishes will continue to fulfill their
mission," Crisostomo said.
U.S. District Court Chief Judge Frances Tydingco-Gatewood set a
July 13 hearing on the archdiocese and the Official Committee of
Unsecured Creditors' joint disclosure statement and related
motions.
Those pertain to the proposed compensation to clergy abuse
survivors and to get the archdiocese out of bankruptcy.
The proposed amount includes archdiocese insurance contributions,
cash and estimated future proceeds of real estate sales, including
those adjacent to Catholic churches and schools.
The filing of the joint disclosure statement comes more than three
years after the archdiocese sought bankruptcy protection because of
a flurry of clergy sexual assault claims.
Archbishop Michael Jude Byrnes, from the start, made clear that the
intent has been to compensate abuse survivors while keeping
parishes, schools and ministries open.
"We need to continue our mission even if our resources are meager,"
Convocar said.
The pandemic further strained the archdiocese's finances. Parishes
had to close for weeks because of lockdowns and other restrictions,
resulting in a decline in contributions and donations to parishes
and ministries, church representatives have previously stated.
About Agana Archdiocese
The Roman Catholic Archdiocese of Agana is an ecclesiastical
territory or diocese of the Catholic Church in the United States
that comprises the United States dependency of Guam.
The Roman Catholic Archdiocese of Agana sought Chapter 11
protection (Bankr. D. Guam Case No. 19- 00001) on Jan. 9, 2019. In
the petition signed by Most Rev. Michael Jude Byrnes, Coadjutor
Archbishop of Agana, it listed $22.96 million in assets, with
$45.66 million in liabilities. The case is handled by Honorable
Judge Frances M Tydingco-Gatewood. Edwin H. Caldie, of Stinson
Leonard Street LLP, is the Debtor's counsel.
AINOS INC: Hsiu-Chen Chiu Resigns as Director
---------------------------------------------
The Board of Directors of Ainos, Inc. accepted the resignation of
Hsiu-Chen Chiu as director and as Chairperson of the Compensation
Committee and the Audit Committee.
On June 15, 2022, the Board appointed Pao-Sheng Wei to the Board,
the Compensation Committee and as Chairman of the Compensation
Committee, and the Audit Committee and as Chairman of the Audit
Committee and as an Audit Committee Financial Expert.
Pao-Sheng Wei, 64, serves as a director of the Company, Chairperson
of the Audit Committee of the Board of Directors and in which he
serves the Audit Committee Financial Expert, and Chairperson of the
Compensation Committee. In addition to his roles in the Company,
he also is an Independent Director of Nuvoton Technology
Corporation from June 2022 to present, which is not affiliated with
the Company. Prior to joining the Board, Mr. Wei was Chairman of
KGI Bank, a subsidiary of China Development Financial Holding
Company from September 2014 to June 2022, when he retired as
Chairman. He also served as Chairman of the Taiwan offices of AIG
Investments, AIG General Insurance, KGI Securities, respectively.
In addition to his executive leadership in banking, securities, and
insurance, Mr. Wei was a securities regulator as the Division
Director of Corporate Finance of the Securities and Futures Bureau
of the Financial Supervisory Commission, R.O.C. (Taiwan). Mr. Wei
earned his MBA from the George Washington University in Washington
D.C., USA in 1991.
About Ainos
Ainos, Inc., formerly known as Amarillo Biosciences, Inc., is a
diversified healthcare company engaged in the research and
development and sales and marketing of pharmaceutical and biotech
products. The Company is engaged in developing medical
technologies for point-of-care testing and safe and novel medical
treatment for a broad range of disease indications. The Company is
a Texas corporation incorporated in 1984.
Ainos reported a net loss of $3.89 million for the year ended Dec.
31, 2021, compared to a net loss of $1.45 million for the year
ended Dec. 31, 2020. As of March 31, 2022, the Company had $40.74
million in total assets, $32.65 million in total liabilities, and
$8.08 million in total stockholders' equity.
ALPHATEC HOLDINGS: All Three Proposals Passed at Annual Meeting
---------------------------------------------------------------
Alphatec Holdings, Inc. held its Annual Meeting of Stockholders at
which the stockholders:
(1) elected Elizabeth Altman, Evan Bakst, Andy S. Barnett,
Mortimer Berkowitz III, Quentin Blackford, Karen K. McGinnis, Marie
Meynadier, Patrick S. Miles, David H. Mowry, David R. Pelizzon,
Jeffrey P. Rydin, James L.L. Tullis, and Ward W. Woods as directors
for a term of one year until the 2023 Annual Meeting of
Stockholders and until their respective successors have been duly
elected and qualified, or until their earlier death or
resignation;
(2) ratified the selection of Deloitte & Touche LLP as the
Company's independent registered public accounting firm for its
fiscal year ending Dec. 31, 2022; and
(3) approved, on a non-binding advisory basis, the compensation
of the Company's named executed officers.
About Alphatec Holdings
Alphatec Holdings, Inc. (ATEC) (www.atecspine.com), through its
wholly-owned subsidiaries, Alphatec Spine, Inc. and SafeOp
Surgical, Inc., is a medical device company dedicated to
revolutionizing the approach to spine surgery through clinical
distinction. ATEC architects and commercializes approach-based
technology that integrates seamlessly with the SafeOp Neural
InformatiX System to provide real-time, objective nerve information
that can enhance the safety and reproducibility of spine surgery.
Alphatec reported a net loss of $144.33 million for the year ended
Dec. 31, 2021, a net loss of $78.99 million for the year ended Dec.
31, 2020, a net loss of $57 million for the year ended Dec. 31,
2019, and a net loss of $28.97 million for the year ended Dec. 31,
2018.
ATLANTA LIGHT: S. Gregory Hays Appointed as Chapter 11 Trustee
--------------------------------------------------------------
Judge Paul Baisier of the U.S. Bankruptcy Court for the Northern
District of Georgia approved the appointment of S. Gregory Hays as
Chapter 11 Trustee in the Atlanta Light Bulbs, Inc. case. Mr. Hays
was appointed by the U.S. Trustee for Region 21, Mary Ida Townson.
The Unsecured Creditors' Committee had sought the appointment of a
Chapter 11 Trustee to oversee the Debtor's bankruptcy estate.
A copy of the order is available for free at https://bit.ly/39AxoLH
from PacerMonitor.com.
About Atlanta Light Bulbs, Inc.
Atlanta Light Bulbs, Inc. is a family-owned and operated lighting
company that offers commercial lighting, fixtures, replacement
sockets, ballasts, and LED bulbs.
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.
The Court entered an Order for Relief Under Chapter 11 on May 23,
2022, and directed the Debtor to submit a Chapter 11 Plan and
Disclosure Statement by September 20, 2022.
The petitioning creditors are represented in the case by Jason M.
Torf, Esq. -- jason.torf@icemiller.com -- at Ice Miller LLP.
An Official Committee of Unsecured Creditors has been appointed in
the case. The Committee is represented by Tucker Ellis LLP as
counsel and Baker, Donelson, Bearman, Caldwell & Berkowitz, P.C.
S. Gregory Hays has been appointed as Chapter 11 Trustee. He has
hired Hays Financial Consulting LLC as accountants.
AUGUSTUS INTELLIGENCE: Unsecureds to Recover Up to 100% in Plan
---------------------------------------------------------------
Augustus Intelligence Inc. filed with the U.S. Bankruptcy Court for
the District of Delaware a Revised First Amended Plan of
Liquidation under Subchapter V dated June 14, 2022.
On July 7, 2015, Wolfgang Haupt ("Mr. Haupt") originally formed
Augustus Collective, LLC, a Delaware domestic limited liability
company ("Collective"). On June 29, 2018, Augustus Intelligence
Inc., the debtor and debtor-in-possession herein ("Augustus" or the
"Debtor"), was incorporated in Delaware. That same day, Collective
was converted into and merged with Augustus (the "Conversion").
The Plan provides for the creation of a Litigation Trust. As of the
Effective Date of the Plan, all of the Debtor's Estate Causes of
Action and Assets will be transferred to the Litigation Trust and
the Debtor will be dissolved. A Litigation Trustee shall be
appointed, who shall be the fiduciary responsible for administering
the Litigation Trust, including, among other things, the sale and
liquidation of all remaining Debtor's Assets, pursuing potentially
significant litigation claims of the Estate against third parties,
and objecting to any disputed Claims or Equity Interests.
After the payment of expenses and funding of reserves for the
Litigation Trust, proceeds generated from the sale of the Debtor's
Assets and net recoveries realized from the pursuit of litigation
claims will be distributed to holders of Allowed Expenses and
Claims and Equity holders in accordance the terms of this Plan,
which is consistent with the priority scheme set forth in the
Bankruptcy Code.
The Plan provides that with respect to net recoveries realized
solely from Assigned Litigation Claims, such recoveries will be
distributed Pro Rata among Assigning Equity Interest Holders only.
With respect to net recoveries realized from a combination of
Assigned Litigation Claims and Estate Causes of Action against the
same defendants, the allocation of such recoveries between
Assigning Equity Interest Holders and Holders of Administrative,
Priority and General Unsecured Claims will be determined by the
Bankruptcy Court, after a motion on notice is filed by the
Litigation Trustee.
Class 3 consists of General Unsecured Claims with $2,000,000
$4,400,000 estimated total amount of claims. After payment of or
reserve in full for all Administrative Claims, Priority Tax Claims,
DIP Facility Claim and Class 2 Claims, the Debtor shall pay the
full amount of the Class 3 General Unsecured Claims (without
interest) as soon as the Debtor has available Cash from the Asset
Sales and/or Causes of Action.
In addition, solely to the extent that the Allowed General
Unsecured Claims are not paid in full in Cash, the Holders of
Allowed General Unsecured Claims may be entitled to share Pro Rata
in any net recoveries realized from a combination of Assigned
Litigation Claims and Estate Causes of Action in an amount to be
determined by the Bankruptcy Court, after a motion on notice is
filed by the Litigation Trustee. This Class will receive a
distribution of 0-100% of their allowed claims.
Class 4A consists of Equity Interests – Assigned Litigation
Claims. After payment of or reserve in full for all Administrative
Claims, Priority Tax Claims, DIP Facility Claim, Class 2 Claims and
Class 3 Claims, the Debtor shall pay all excess recoveries Pro Rata
to Holders of Allowed Class 4A and 4B Equity Interests as soon as
the Debtor has available cash from the Asset Sales and/or Causes of
Action (other than Assigned Litigation Claims).
In addition, Holders of Class 4A Equity Interests shall be entitled
to share Pro Rata in any net recoveries realized solely from
Assigned Litigation Claims. In addition, Holders of Class 4A Equity
Interests may be entitled to share Pro Rata in any net recoveries
realized from a combination of Assigned Litigation Claims and
Estate Causes of Action in an amount to be determined by the
Bankruptcy Court, after a motion on notice is filed by the
Litigation Trustee.
Class 4B consists of Equity Interests – Non-Assigned Litigation
Claims. After payment of or reserve in full for all Administrative
Claims, Priority Tax Claims, DIP Facility Claim, Class 2 Claims and
Class 3 Claims, the Debtor shall pay all excess recoveries Pro Rata
to Holders of Allowed Class 4A and 4B Equity Interests as soon as
the Debtor has available Cash from the Asset Sales and/or Causes of
Action (other than Assigned Litigation Claims).
In addition, Holders of Class 4A Equity Interests may be entitled
to share Pro Rata in any net recoveries realized from a combination
of Assigned Litigation Claims and Estate Causes of Action in an
amount to be determined by the Bankruptcy Court, after a motion on
notice is filed by the Litigation Trustee. Holders of Class 4B
Equity Interests shall not be entitled to share in any net
recoveries realized solely from Assigned Litigation Claims.
Class 5 consists of Subordinated Equity Interests. Holders of
Subordinated Equity Interests are entitled to no distribution under
the Plan and are deemed to have rejected the Plan.
The Debtor and Litigation Trustee will implement the Plan through
the sale of Estate Assets subsidiaries and the prosecution of
Estate Causes of Action and Assigned Litigation Claims.
A full-text copy of the Revised First Amended Liquidating Plan
dated June 14, 2022, is available at https://bit.ly/3O6GZsE from
PacerMonitor.com at no charge.
Co-Counsel for the Debtor:
ARCHER & GREINER, P.C.
Bryan J. Hall
300 Delaware Avenue, Suite 1100
Wilmington, Delaware 19801
Tel: 302.777.4350
E-mail: bjhall@archerlaw.com
- and -
THOMPSON COBURN HAHN & HESSEN LLP
Mark T. Power
Joseph Orbach
488 Madison Avenue
New York, New York 10022
Tel: (212) 478-7200
E-mail: mpower@thompsoncoburn.com
jorbach@thompsoncoburn.com
About Augustus Intelligence
Augustus Intelligence Inc. develops artificial intelligence
software technology. Augustus offers its customers and
prospective customers an integrated, all-in-one artificial
intelligence solution to be used in conjunction with the customers'
existing technology in order to maximize efficiencies and improve
profitability.
Augustus Intelligence Inc. filed a petition for relief as a small
business debtor under Subchapter V of Chapter 11 of the Bankruptcy
Code (Bankr. D. Del. Case No. 21-10744) on April 24, 2021. As of
March 31, 2021, the Debtor disclosed total assets of $10,110,349
and total liabilities of $2,763,109. The Hon. John T. Dorsey is
the case judge.
ARCHER & GREINER, P.C., led by Bryan J. Hall, is the Debtor's
counsel. HAHN & HESSEN LLP is the co-counsel. RYNIKER
CONSULTANTS, LLC, is the financial advisor. STRETTO is the
claims agent, maintaining the page
https://cases.stretto.com/augustus/court-docket
The Office of the United States Trustee for Region 3 appointed
Natasha M. Songonuga, Esq., as the Subchapter V Trustee in the
Debtor's case.
AXYEHHO CORPORATION: Fla. Property Owner Files Subchapter V Case
----------------------------------------------------------------
AXYEHHO Corporation, owner of a real property in Broward County,
Florida, has sought chapter 11 bankruptcy protection. The Debtor
filed as a small business debtor seeking relief under Subchapter V
of Chapter 11 of the Bankruptcy Code.
The Debtor owns a residential, single family home at 2026 NE 32
Avenue, Fort Lauderdale, FL 33305. The property is valued at $1.3
million, and serves as collateral to a $1.044 million debt to Eric
Platero.
The Debtor says it has sought bankruptcy protection to preserve
several hundred thousand dollars of equity from foreclosure auction
of
property for the Debtor's estate, any creditors, and/or its
equity.
The Debtor is owned by Ekaterina Pushkarskaya, the president.
According to court documents, AXYEHHO estimates between 1 and 49
creditors. The petition states funds will be available to unsecured
creditors.
About AXYEHHO Corporation
AXYEHHO Corporation owns a real property in Broward County,
Florida.
AXYEHHO Corporation filed a petition for relief under Subchapter V
of Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No.
22-14717) on June 17, 2022. In the petition signed by Ekaterina
Pushkarskaya, as president, the Debtor estimated assets and
liabilities of $1 million to $10 million.
Soneet Kapila has been appointed as Subchapter V Trustee
Stephen C Breuer, of Breuer Law, PLLC, is the Debtor's counsel.
BARTLEY INDUSTRIES: Amends Valliance Bank Claims Pay Details
------------------------------------------------------------
Bartley Industries, Inc., submitted a Fifth Amended Plan of
Reorganization for Small Business under Subchapter V dated June 16,
2022.
Debtor's Fifth Amended Plan is proposed to address recent business
developments impacting feasibility issues in the Plan: (1) Debtor
is moving its business premises to a no cost ($0) facility; (2)
Debtor will sublease its present business premises to generate
$10,500 rent income per month commencing July 1, 2022; Debtor is
entitled to modify the Plan prior to confirmation.
The Debtor is transitioning to its former business premises in
Lindsay Oklahoma owned by founder Bob Bartley. Mr. Bartley has
signed a written agreement that will not charge the Debtor for its
occupation of the former premises. Such transition is in progress
will be completed by June 30, 2022.
Under this fifth amended plan certain changes distinguish from
previous Plans. Debtor is relocated and will pay no rent for 5
years. Subject to approval of the Court, Debtor will sublease its
premises for 60 months producing additional cash of $10,500 per
month. The Valliance Bank claim is directly dealt with by principal
Obligor and co-debtor Affinity Kith, LLC in its anticipated Plan
for liquidation or alternatively, reorganization in case no.
22-10777 pending before this Court.
Benefits of Confirmation:
* Debtor's plan is intended to commit all disposable income to
the Plan which better serves the creditors than would a liquidation
proceeding under Chapter 11. This plan is a 60 month plan.
* Debtor can continue to operate its business which presently
employs about 13 individuals.
* Debtor can continue performing service contracts in
progress, and future contracts.
* Debtor has relocated to a former premises that will not
charge rent.
* Debtor will be better able to address the administrative
claims accrued and accruing herein (compensation of professionals)
by continuing operations.
The Plan Proponent shows that the Debtor will have total disposable
income for the three-year period of no less than $280,440. This
sum is sufficient to pay administrative costs, tax claims, and a
percentage of unsecured claims. The Debtor will continue to pay
the fixed disposable income through a term of 60 months, increasing
the total to $467,400.
The Chapter 11 plan of codebtor Affinity Kith, LLC, in case no.
22-10777 proposes to pay the Valliance Bank's claim in full.
Additionally, Debtor projects that about $1,589 per month for 60
months will fund payment of the fully secured debt of AmeriCredit.
The Debtor further projects that the secured claim of Valliance
Bank will be paid in 60 monthly installments of about
$1,318.00/month.
This Plan of Reorganization proposes to pay creditors of Bartley
Industries, Inc. from future revenues from operations which is the
disposable income of the Debtor, and other cash income, and future
net proceeds from a property sale conducted by Affinity Kith, LLC.
Class 3 non-priority unsecured creditors holding allowed claims
will receive up to 6 prorated distributions capped at its pro-rated
percentage of the funds available for distribution to general
unsecured creditors; Class 4 bifurcated and general unsecured claim
will receive 60 pro-rated distributions estimated to be 38%. This
Plan also provides for the full payment of administrative and
priority claims.
Class 2 Secured Claims:
* AmeriCredit Financial Services, fka GM Financial Services is
fully secured with distinct collateral; its claim(s) will be paid
as filed, amortized over five years at varying contract rates of
interest.
* Valliance Bank is partially secured as described in its
proof of claim. This bifurcated claim is partially secured, and the
secured portion of the claim will be fully paid in 60 approximately
equal installments at 5.25% APR, unless reduced by payment(s) of
the secured mortgage claim filed in Affinity Kith, LLC, Case no.
22-10777 SAH.
Class 3 General unsecured claims (two in class) of less than $3,000
each. General unsecured claims of less than $3,000 will be paid in
up to 6 equal installments, distributions to be made at such time
and in such amounts as the Debtor determines in its sole
discretion. The Debtor requests approval of this limit for
purposes of identifying a convenience class.
Class 4 consists of a separate class for general secured creditor
claims exceeding $3,000, is intended to address the bifurcated
Valliance Bank claim. Payment of this class will commence in
monthly installments on the first day of the month following
satisfaction of all professional administrative claims, Class 1
claims, and Class 2 claims, but not the equity class; this
liability is also addressed by principal obligor and mortgage co
debtor In re Affinity Kith, LLC, case no. 22-10777 (Ch. 11) in its
plan. The co-debtor's plan contemplates 100% payment of the
Valliance Bank fully secured mortgage, which will in turn reduce
the over value of the Class 4 claim, if allowed. The percentage of
repayment of the claim is estimated at a minimum 38%.
A full-text copy of the Fifth Amended Plan dated June 16, 2022, is
available at https://bit.ly/3HARUZc from PacerMonitor.com at no
charge.
Attorney for the Debtor:
B David Sisson, Esq.
305 E Comanche St./P O Box 534
Norman, OK 73070-0534
Tel: (405) 447-2521
Fax: (405) 447-2552
E-mail: sisson@sissonlawoffice.com
About Bartley Industries
Bartley Industries Inc. offers electrical maintenance, repair and
installation services.
The company filed a petition for relief as a small business debtor
under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr.
W.D. Okla. Case No. 21-12565) on Sept. 25, 2021.
In the petition signed by its president, Donna Bartley, the Debtor
listed $1,733,842 in total assets and $2,003,791 in total
liabilities.
Judge Sarah A. Hall oversees the case.
The Law Offices of B David Sisson serve as the Debtor's counsel.
First United Bank & Trust, as lender, is represented by:
William Riley Nix, Esq.
717 North Crockett Street
Sherman TX 75090
Tel: (903) 870-0212
Fax: (903) 870-0109
Email: riley_nix@yahoo.com
BIONIK LABORATORIES: Issues $500K Promissory Notes
--------------------------------------------------
Between June 9, 2022 and June 10, 2022, Bionik Laboratories Corp.
issued convertible promissory notes and borrowed an aggregate of
$500,000 from an affiliate of Remi Gaston-Dreyfus, a director of
the Company ($200,000); an affiliate of Andre-Jacques
Auberton-Herve, the Chairman of the Board of Directors of the
Company ($100,000); and an existing investor and shareholder of the
Company ($200,000). The Holders subscribed to the Notes pursuant
to a Subscription Agreement.
The Company intends to use the net proceeds from the Loans for the
Company's working capital and general corporate purposes.
The Notes bear interest at a fixed rate of 1% per month, computed
based on a 360-day year of twelve 30-day months and will be
payable, along with the principal amount, on the two year
anniversary of the issue date.
The Notes will be convertible into equity of the Company upon the
following events on the following terms:
* On the Maturity Date without any action on the part of the
Holders, the outstanding principal and accrued and unpaid interest
under the Notes will be converted into shares of common stock at a
conversion price equal to the closing price of the Company's common
stock on the Maturity Date.
* Upon the consummation of the next equity or equity linked
round of financing of the Company for cash proceeds, without any
action on the part of the Holder, the outstanding principal and
accrued and unpaid interest under the Note will be converted into
the securities (or units of securities if more than one security
are sold as a unit) issued by the Company in one or more tranches
in the context of the Qualified Financing, based upon the issuance
(or conversion) price of such securities.
The Notes contain customary events of default, which, if uncured,
entitle the Holders to accelerate the due date of the unpaid
principal amount of, and all accrued and unpaid interest on, their
Notes.
About BIONIK Laboratories
Bionik Laboratories Corp. -- http://www.BIONIKlabs.com-- is a
robotics company focused on providing rehabilitation and mobility
solutions to individuals with neurological and mobility challenges
from hospital to home. The Company has a portfolio of products
focused on upper and lower extremity rehabilitation for stroke and
other mobility-impaired patients, including three products on the
market and three products in varying stages of development.
Bionik reported a net loss and comprehensive loss of $10.41 million
for the year ended March 31, 2022, compared to a net loss and
comprehensive loss of $13.62 million for the year ended March 31,
2021. As of March 31, 2022, the Company had $4.68 million in total
assets, $1.75 million in total liabilities, and $2.93 million in
total stockholders' equity.
Toronto, Canada-based MNP LLP, the Company's auditor since 2015,
issued a "going concern" qualification in its report dated June 9,
2022, citing that the Company has experienced losses and has a
working capital deficiency and an accumulated deficit. These
conditions, along with other matters, raise substantial doubt about
Company's ability to continue as a going concern.
BITNILE HOLDINGS: Declares Monthly Dividend for Pref. Shareholders
------------------------------------------------------------------
BitNile Holdings, Inc.'s Board of Directors has declared a monthly
cash dividend of $0.2708333 per share of the Company's outstanding
13.00% Series D Cumulative Redeemable Perpetual Preferred Stock.
The record date for this dividend is June 30, 2022, and the payment
date is July 11, 2022.
Link to NYSE quote for the Company's 13.00% Series D Cumulative
Redeemable Perpetual Preferred Stock:
https://www.nyse.com/quote/XASE:NILEpD
For more information on BitNile and its subsidiaries, BitNile
recommends that stockholders, investors, and any other interested
parties read BitNile's public filings and press releases available
under the Investor Relations section at www.BitNile.com or
available at www.sec.gov.
About BitNile Holdings
BitNile Holdings, Inc. (formerly known as Ault Global Holdings,
Inc.) is a diversified holding company pursuing growth by acquiring
undervalued businesses and disruptive technologies with a global
impact. Through its wholly and majority-owned subsidiaries and
strategic investments, the Company owns and operates a data center
at which it mines Bitcoin and provides mission-critical products
that support a diverse range of industries, including
defense/aerospace, industrial, automotive, telecommunications,
medical/biopharma, and textiles. In addition, the Company extends
credit to select entrepreneurial businesses through a licensed
lending subsidiary. BitNile's headquarters are located at 11411
Southern Highlands Parkway, Suite 240, Las Vegas, NV 89141;
www.BitNile.com.
BitNile reported a net loss of $23.97 million for the year ended
Dec. 31, 2021, a net loss of $32.73 million for the year ended Dec.
31, 2020, a net loss of $32.94 million for the year ended Dec. 31,
2019, and a net loss of $32.98 million for the year ended Dec. 31,
2018. As of March 31, 2022, the Company had $518.92 million in
total assets, $93.74 million in total liabilities, $116.73 million
in redeemable noncontrolling interests in equity of subsidiaries,
and $308.46 million in total stockholders' equity.
BITNILE HOLDINGS: Offering $46.4M of Series D Preferred Shares
--------------------------------------------------------------
BitNile Holdings, Inc. has established an "at-the-market" equity
offering program under which it may sell, from time to time, shares
of its 13.00% Series D Cumulative Redeemable Perpetual Preferred
Stock for aggregate gross proceeds of up to $46,400,000. The
shares of Series D Preferred Stock will be offered through
Ascendiant Capital Markets, LLC, which will act in its capacity as
sales agent.
Pursuant to a sales agreement with the Agent, sales of shares of
the Company's Series D Preferred Stock may be made in transactions
that are deemed to be "at-the-market" offerings, including sales
made by means of ordinary brokers' transactions on the NYSE
American or otherwise at market prices prevailing at the time of
sale or as agreed to with the Agent.
The Company intends to use the net proceeds from the
"at-the-market" equity offering, if any, for the financing of
possible acquisitions of other companies and technologies, the
purchase of bitcoin miners, business expansions and investments and
for working capital and general corporate purposes, which may
include the repayment, refinancing, redemption or repurchase of
future indebtedness or capital stock. The Company does not have
agreements or commitments for any specific acquisitions at this
time.
The shares of Series D Preferred Stock described above are being
offered pursuant to a shelf registration statement on Form S-3
(File No. 333-260618), which was declared effective by the
Securities and Exchange Commission on Nov. 12, 2021. Such shares
of Series D Preferred Stock may be offered only by means of a
prospectus, including a prospectus supplement, forming a part of
the effective registration statement. Before making an investment
in these securities, potential investors should read the prospectus
supplement and the accompanying prospectus for more complete
information about the Company and the "at-the-market" equity
offering program. Potential investors may obtain these documents
for free by visiting EDGAR on the U.S. Securities and Exchange
Commission's website at www.sec.gov. Alternatively, potential
investors may contact the Agent, who will arrange to send them
these documents: Ascendiant Capital Markets, LLC, Attention:
Jennifer Martin, 110 Front Street, Suite 300, Jupiter, Florida
33477, telephone: (561) 427-7788, email: jmartin@ascendiant.com.
About BitNile Holdings
BitNile Holdings, Inc. (formerly known as Ault Global Holdings,
Inc.) is a diversified holding company pursuing growth by acquiring
undervalued businesses and disruptive technologies with a global
impact. Through its wholly and majority-owned subsidiaries and
strategic investments, the Company owns and operates a data center
at which it mines Bitcoin and provides mission-critical products
that support a diverse range of industries, including
defense/aerospace, industrial, automotive, telecommunications,
medical/biopharma, and textiles. In addition, the Company extends
credit to select entrepreneurial businesses through a licensed
lending subsidiary. BitNile's headquarters are located at 11411
Southern Highlands Parkway, Suite 240, Las Vegas, NV 89141;
www.BitNile.com.
BitNile reported a net loss of $23.97 million for the year ended
Dec. 31, 2021, a net loss of $32.73 million for the year ended Dec.
31, 2020, a net loss of $32.94 million for the year ended Dec. 31,
2019, and a net loss of $32.98 million for the year ended Dec. 31,
2018. As of March 31, 2022, the Company had $518.92 million in
total assets, $93.74 million in total liabilities, $116.73 million
in redeemable noncontrolling interests in equity of subsidiaries,
and $308.46 million in total stockholders' equity.
BRIGHT MOUNTAIN: Amends Credit Pact to Obtain $350K Additional Loan
-------------------------------------------------------------------
Bright Mountain Media, Inc. and its subsidiaries, CL Media Holdings
LLC, Bright Mountain Media, Inc., Bright Mountain LLC, MediaHouse,
Inc., entered into the Fourteenth Amendment to Amended and Restated
Senior Secured Credit Agreement with Centre Lane Partners Master
Credit Fund II, L.P., as administrative agent and collateral agent.
The Credit Agreement was amended to provide for an additional loan
amount of $350,000. This term loan matures on June 30, 2023. As
of June 10, 2022, the accumulated term loan principal relative to
the 2022 amendments is $2,700,000.
A full-text copy of the Fourteenth Amendment to Amended and
Restated Senior Secured Credit Agreement is available for free at:
https://www.sec.gov/Archives/edgar/data/0001568385/000149315222016980/ex10-1.htm
About Bright Mountain
Based in Boca Raton, Fla., Bright Mountain Media, Inc. --
www.brightmountainmedia.com -- is an end-to-end digital media and
advertising services platform, efficiently connecting brands with
targeted consumer demographics. In addition to its corporate
website, the Company owns and/or manages 24 websites which are
customized to provide its niche users, including active, reserve
and retired military, law enforcement, first responders and other
public safety employees with products, information and news that
the Company believes may be of interest to them. The Company also
owns an ad network which was acquired in September 2017.
Bright Mountain reported a net loss of $72.71 million for the year
ended Dec. 31, 2020, a net loss of $4.17 million for the year ended
Dec. 31, 2019, and a net loss of $5.22 million for the year ended
Dec. 31, 2018. As of June 30, 2021, the Company had $31.58 million
in total assets, $31.26 million in total liabilities, and $315,466
in total shareholders' equity.
East Brunswick, New Jersey-based WithumSmith+Brown, PC, the
Company's auditor since 2021, issued a "going concern"
qualification in its report dated Dec. 23, 2021, citing that the
Company has suffered recurring losses from operations and has a net
capital deficiency that raise substantial doubt about its ability
to continue as a going concern.
BROOKLYN IMMUNOTHERAPEUTICS: Receives Nasdaq Deficiency Notice
--------------------------------------------------------------
Brooklyn ImmunoTherapeutics, Inc. received a notice from the Nasdaq
Stock Market LLC, stating that the Company is not in compliance
with the minimum bid price requirement of US$1.00 per share under
the Nasdaq Listing Rule 5450(a)(1) based upon the closing bid price
of the Company's common stock for the 30 consecutive business days
prior to the date of the Notice. The Notice has no immediate
effect on the listing or trading of the Company's common stock on
Nasdaq.
Under Nasdaq Listing Rule 5810(c)(3)(A), the Company has 180
calendar days from the date of the Notice, or Dec. 14, 2022, to
regain compliance with the Minimum Bid Requirement, during which
time the Company's common stock will continue to trade on Nasdaq.
If at any time before Dec. 14, 2022, the bid price of the common
shares closes at or above US$1.00 per share for a minimum of 10
consecutive business days, the Company will regain compliance with
the Minimum Bid Requirement. If the Company does not regain
compliance with the Minimum Bid Requirement by Dec. 14, 2022, the
Company may be eligible, upon satisfaction of certain Nasdaq
listing requirements, for an additional period of 180 calendar days
to regain compliance or its common stock may be subject to
delisting from Nasdaq.
The Company will closely monitor the closing bid price of its
common stock and is considering its options to regain compliance
with the Minimum Bid Requirement under the Nasdaq Listing Rules.
About Brooklyn ImmunoTherapeutics
Brooklyn ImmunoTherapeutics (formerly NTN Buzztime, Inc.) is
biopharmaceutical company focused on exploring the role that
cytokine, gene editing, and cell therapy can have in treating
patients with cancer, blood disorders, and monogenic diseases.
Brooklyn ImmunoTherapeutics reported a net loss of $122.31 million
for the year ended Dec. 31, 2021, compared to a net loss of $26.53
million for the year ended Dec. 31, 2020. As of Dec. 31, 2021, the
Company had $32.43 million in total assets, $25.93 million in total
liabilities, and $6.50 million in total stockholders' and members'
equity.
New York, NY-based Marcum LLP, the Company's former auditor, issued
a "going concern" qualification in its report dated April 15, 2022,
citing that the Company has incurred significant losses and needs
to raise additional funds to meet its obligations and sustain its
operations. These conditions raise substantial doubt about the
Company's ability to continue as a going concern.
BURTS CONSTRUCTION: Voluntary Chapter 11 Case Summary
-----------------------------------------------------
Debtor: Burts Construction, Inc.
26117 State Highway 249
Tomball, TX 77375
Business Description: Burts Construction is a family-owned
general contractor that offers, among other
services, land clearing, demolition, site
preparation, soil stabilization, underground
utilities, and paving services.
Chapter 11 Petition Date: June 20, 2022
Court: United States Bankruptcy Court
Southern District of Texas
Case No.: 22-31700
Judge: Hon. Christopher M. Lopez
Debtor's Counsel: Julie M. Koenig, Esq.
COOPER & SCULLY, P.C.
815 Walker St.
Suite 1040
Houston, TX 77002
Tel: (713) 236-6800
Fax: (713) 236-6880
Email: julie.koenig@cooperscully.com
Estimated Assets: $100,000 to $500,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Katherine Burts as president.
The Debtor failed to include in the petition a list of its 20
largest unsecured creditors.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/GKZXAVI/Burts_Construction_Inc__txsbke-22-31700__0001.0.pdf?mcid=tGE4TAMA
CAN B CORP: Signs Deal to Sell $56,250 Promissory Note
------------------------------------------------------
Can B Corp. entered into a definitive agreement with an investor
for the sale of a promissory note and warrants to investor for
total consideration of $56,250.
The Note is in the principal amount of $62,500 with an original
issue discount of 10%. The Note is convertible into common stock
of the Company at a price per share of $4.00, subject to adjustment
pursuant to the terms of the Note. The Note bears interest at the
rate of 12% per year, which increases to 16% per year in the event
of default. The Company has agreed to pay $500 to Investor for
each conversion under the Note to cover its expenses related
thereto. The Company has agreed to reserve at least two times the
number of shares convertible under the Note at all times and has
entered into an irrevocable letter agreement with its transfer
agent to issue Investor shares resulting from its conversion of the
Note and exercise of Warrants. In the event that the Company
issues common stock or securities convertible into common stock at
a price per share less than the conversion price under the Note,
the Note's conversion price will be decreased to match such
dilutive issuance; provided that, in the event a dilutive issuance
occurs in the first 180 days after Note issuance, such adjustment
will not be applied until the date 180 days after the Note is
issued. The Note contains similar most favored nations terms where
the adjustments will take place, if any, no sooner than 180 days
after the Note is issued. The Company may prepay the Note subject
to a 10% prepayment penalty and shall repay all of the Note in the
event its current S-1 offering, as amended, is declared effective
by the Securities and Exchange Commission and shall repay at least
50% of the Note in the event of an alternative financing occurring
after the company has raised at least $1,250,000 in bridge
financing. The Company has agreed to offer Investor the first right
to participate in future financings. The Note otherwise contains
default and other restrictive terms typical of debt finance deals
of this nature. The Note may be accelerated upon an event of
default.
In conjunction with the issuance of the Note to Investor, the
Company also issued Investor Warrants to purchase 9,766 shares of
common stock at a price per share of $6.40. However, if within 180
days after the Warrant issuance the Company's current S-1 offering,
as amended, is declared effective by the SEC, the exercise price
will be adjusted to 120% of the offering price per unit or share
offered. The Company has agreed to register the common stock
issuable upon exercise of the Warrant with the SEC pursuant to a
registration rights agreement. If the shares are not so registered
within 180 days from Warrant issuance, the Warrant shall have a
cashless exercise feature. No fractional shares will be issued
upon exercise of any portion of the Warrant. There are penalties
to the Company in the event it does not timely issue shares upon
exercise of the Warrant. The Warrant has anti-dilution terms
similar to the Warrant, except that if the Company's current S-1
offering, as amended, is declared effective by the SEC and the Note
is paid in full, the exercise price shall never be adjusted due to
a dilutive issuance.
In addition to the foregoing, the Company has agreed to pay $5,000
in Investor's legal fees and to grant Investor piggyback
registration rights requiring the Company to register all common
shares held by Investor resulting from conversion of the Note or
exercise of the Warrants in the event it files a registration
statement with the SEC, excluding certain types of registration
statements where such piggyback rights would not apply. Otherwise,
the Note, Warrants, registration rights agreement and Agreement
contain covenants, representations and warranties typical of
transactions of this type. All such agreements are governed by
Delaware law.
About Can B Corp
Headquartered in Hicksville New York, Canbiola, Inc. (now known as
Can B Corp) -- http://www.canbiola.com-- develops, produces, and
sells products and delivery devices containing CBD. Cannabidiol
("CBD") is one of nearly 85 naturally occurring compounds
(cannabinoids) found in industrial hemp (it is also contained in
marijuana). The Company's products contain CBD derived from Hemp
and include products such as oils, creams, moisturizers, isolate,
and gel caps. In addition to offering white labeled products,
Canbiola has developed its own line of proprietary products, as
well as seeking synergistic value through acquisitions of products
and brands in the Hemp industry.
Can B Corp. reported a net loss of $12.17 million for the year
ended Dec. 31, 2021, compared to a net loss of $8.88 million for
the year ended Dec. 31, 2020. As of March 31, 2022, the Company
had $17 million in total assets, $10.75 million in total
liabilities, and $6.25 million in total stockholders' equity.
Lakewood, Colo.-based BF Borgers CPA PC, the Company's auditor
since 2021, issued a "going concern" qualification in its report
dated April 15, 2022, citing that the Company's significant
operating losses raise substantial doubt about its ability to
continue as a going concern.
CENTURY ALUMINUM: All Three Proposals Passed at Annual Meeting
--------------------------------------------------------------
Century Aluminum Company held its 2022 Annual Meeting of
Stockholders at which the stockholders:
(1) elected Jarl Berntzen, Jennifer Bush, Jesse Gary, Errol
Glasser, Wilhelm van Jaarsveld, and Andrew Michelmore as directors
to serve a one-year term expiring at the annual meeting of
stockholders in 2023;
(2) ratified the appointment of Deloitte & Touche LLP as the
independent registered public accounting firm for the Company for
the year ending Dec. 31, 2022; and
(3) approved through a non-binding advisory vote the 2022
compensation of the Company's named executive officers as described
in the Company's proxy statement.
About Century Aluminum Company
Century Aluminum Company -- http://www.centuryaluminum.com-- is a
global producer of primary aluminum and operates aluminum reduction
facilities, or "smelters," in the United States and Iceland.
Century Aluminum reported a net loss of $167.1 million for the year
ended Dec. 31, 2021, a net loss of $123.3 million for the year
ended Dec. 31, 2020, a net loss of $80.8 million for the year ended
Dec. 31, 2019, and a net loss of $66.2 million for the year ended
Dec. 31, 2018. As of Sept. 30, 2021, the Company had $1.49 billion
in total assets, $515.5 million in total current liabilities,
$653.5 million in total noncurrent liabilities, and $320.2 million
in total shareholders' equity.
CORP GROUP: Further Fine-Tunes Plan Documents
---------------------------------------------
Corp Group Banking S.A., et al., submitted a Seventh Amended Joint
Plan of Liquidation dated June 14, 2022.
On the Effective Date, the Debtors shall pay, in full, in Cash, any
fees due and owing to the U.S. Trustee pursuant to 28 U.S.C. §
1930(a)(6) (the "Statutory Fees").
On and after the Effective Date, the Statutory Fees for each Debtor
shall be paid until the earlier of such time that a particular case
is closed, dismissed or converted to a case under chapter 7 of the
Bankruptcy Code. The Debtors shall file all monthly operating
reports due prior to the Effective Date when they become due, using
UST Form 11-MOR. After the Effective Date, UST Form 11-PCR reports
shall be filed in each of the Debtors' cases when they become due,
until the earlier of such time that a particular case is closed,
dismissed or converted to a case under chapter 7 of the Bankruptcy
Code.
The Amended Plan does not alter the proposed treatment for
unsecured creditors:
* Class 6 consists of the Saga Itau Unsecured Claims. The Saga
Itau Unsecured Claims are hereby Allowed in an aggregate amount
equal to the Second Petition Date Itau Chile Claim Amount. In lieu
of Itau's receipt of a distribution on the Effective Date, the CG
Interhold Restructuring will be consummated.
* Class 7B consists of the CGB Unsecured Notes Claims. The CGB
Unsecured Notes Claims are hereby Allowed in an aggregate principal
amount equal to $543,687,500, plus all other unpaid and outstanding
obligations including any accrued and unpaid interest thereon. On
the Effective Date, except to the extent that a Holder of CGB
Unsecured Notes Claims agrees to less favorable treatment, each
Holder thereof shall receive the following, subject in all respects
to the right of the CGB Unsecured Notes Trustee to assert its
charging lien against such distributions in accordance with the CGB
Unsecured Notes Indenture and the Plan.
-- if such Holder is a Qualified Institutional Buyer, its
pro rata share of (x) (based on the Unsecured Claims Pool) (1) the
CGB Unencumbered Shares (less any such shares sold or to be sold to
fund the Estate Cash Expenses, the CGBUNT Fees and Expenses and the
Litigation Trust Funding Amount), and (2) the Residual Wind Down
Cash, and (y) distributions from the Litigation Trust in accordance
with the Litigation Trust Agreement, subject to the Itau Litigation
Trust Share; and
-- if such Holder is a Non-QIB, its pro rata share of (w)
(based on the Unsecured Claims Pool) the Residual Wind Down Cash,
(x) (based on the CGB Unsecured Notes Claims held by Non-QIBs) the
Non-QIB Cash Distribution, and (y) distributions from the
Litigation Trust in accordance with the Litigation Trust Agreement,
subject to the Itau Litigation Trust Share.
On the Effective Date, each Debtor shall be deemed dissolved under
applicable law for all purposes without the necessity for any
payments to be made in connection therewith. The Debtors or Plan
Administrator, as applicable, are authorized to take any actions
specified in the Plan Supplement that are not inconsistent with the
joint chapter 11 plan of liquidation and are necessary or advisable
to effectuate the foregoing under applicable law.
The purpose of the Wind Down Estates is to distribute the Wind Down
Cash from the Wind Down Account, dissolve the Debtors, with no
objective to continue or engage in the conduct of a trade or
business. The Plan Administrator shall be vested with all powers
and authority set forth in the Plan, shall be deemed to have been
appointed as the Debtors' Estates' representative pursuant to
section 1123(b)(3)(B) of the Bankruptcy Code, and shall have the
duties of a trustee set forth in sections 704(a)(1), 704(a)(2) and
704(a)(5) of the Bankruptcy Code. All actions taken by the Plan
Administrator in its capacity as such under the Plan shall be
deemed to have been taken on behalf of the Wind Down Estates.
The Litigation Trust shall be established on the Effective Date
pursuant to the Litigation Trust Agreement. The Litigation Trustee,
pursuant to the terms of the Litigation Trust, may establish a
reserve (the "Litigation Trust Expense Reserve") from Litigation
Trust Net Recoveries pursuant to the definition of Litigation Trust
Distributable Cash in amounts reasonably deemed necessary for the
payment of costs and expenses of the Litigation Trust, including
but not limited to contingent and/or unliquidated liabilities of
the Litigation Trust. The Litigation Trust Expense Reserve is
subject to funding from Litigation Trust Net Recoveries pursuant to
the definition of Litigation Trust Distributable Cash; provided,
however, that the Itau Litigation Trust Share shall receive
distributions of Litigation Trust Net Recoveries without deduction
for any funding of the Litigation Trust Expense Reserve.
On or after the Effective Date, the Debtors shall be authorized, in
consultation with the Litigation Trustee to submit an order or
separate orders to this Court under certification of counsel
closing any of the Chapter 11 Cases other than the case of CGB
which certification will state whether all Statutory Fees in the
cases to be closed have been paid. The Debtors shall provide a
draft of such certification, along with the proposed form of order
closing the applicable case or cases, to the Office of the U.S.
Trustee at least three business days before the filing of such
certification. In the certification, the Debtors shall indicate
whether the U.S. Trustee concurs that all Statutory Fees have been
paid, and whether the U.S. Trustee has any objection to entry of
the proposed form of order.
Counsel to the Debtors:
Michael H. Torkin, Esq.
Bryce L. Friedman, Esq.
Karen M. Porter, Esq.
David R. Zylberberg, Esq.
Ashley M. Gherlone, Esq.
SIMPSON THACHER & BARTLETT LLP
425 Lexington Avenue
New York, NY 10017
Tel: (212) 455-2000
Fax: (212) 455-2502
E-mail: michael.torkin@stblaw.com
bfriedman@stblaw.com
karen.porter@stblaw.com
david.zylberberg@stblaw.com
ashley.gherlone@stblaw.com
- and -
Pauline K. Morgan, Esq.
Sean T. Greecher, Esq.
Andrew L. Magaziner, Esq.
Elizabeth S. Justison, Esq.
YOUNG CONAWAY STARGATT & TAYLOR, LLP
1000 North King Street
Wilmington, Delaware 19801
Tel: (302) 571-6600
Fax: (302) 571-1253
E-mail: pmorgan@ycst.com
sgreecher@ycst.com
amagaziner@ycst.com
ejustison@ycst.com
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.
CUENTAS INC: Regains Compliance With Nasdaq Listing Rules
---------------------------------------------------------
Cuentas, Inc. received notice from the Nasdaq Capital Market on
June 14, 2022, that the Company had regained compliance with Nasdaq
listing rules 5605(b)(1) and 5605(c)(2) following the recent
appointments of two independent board members to the Company's
board of directors -- Sandra Orihuela and Sara Sooy.
As previously disclosed on the Company's Current Report on Form 8-K
filed with the Securities and Exchange Commission on May 23, 2022,
Ms. Sooy was appointed to the audit committee and Ms. Orihuela was
appointed to the compensation committee.
About Cuentas
Headquartered in Miami, Florida, Cuentas, Inc. --
http://www.cuentas.com-- invests in financial technology and
engages in use of certain licensed technology to provide innovative
telecommunications, mobility, and remittance solutions to unserved,
unbanked, and emerging markets. The Company uses proprietary
technology and certain licensed technology to provide innovative
telecommunications and telecommunications mobility and remittance
solutions in emerging markets. The Company also offers wholesale
telecommunications minutes and prepaid telecommunications minutes
to consumers through its Tel3 division.
Cuentas reported a net loss attributable to the company of $10.73
million for the year ended Dec. 31, 2021, a net loss attributable
to the company of $8.10 million for the year ended Dec. 31, 2020, a
net loss attributable to the company of $1.32 million for the year
ended Dec. 31, 2019, and a net loss of $3.56 million for the year
ended Dec. 31, 2018. As of March 31, 2022, the Company had $9.68
million in total assets, $3.31 million in total liabilities, and
$6.36 million in total stockholders' equity.
CUSTOM TRUCK: All Three Proposals Passed at Annual Meeting
----------------------------------------------------------
Custom Truck One Source, Inc. held an annual meeting of
stockholders at which the stockholders:
(1) elected Bryan Kelln, Georgia Nelson, Fred Ross, and Mary
Jackson as Class C directors to serve until the 2025 annual
meeting of stockholders and until their successors are duly elected
and qualified;
(2) ratified the appointment of Ernst & Young LLP as the
Company's independent registered public accounting firm for fiscal
year ending Dec. 31, 2022; and
(3) approved the Custom Truck One Source, Inc. 2022 Employee
Stock Purchase Plan.
About Custom Truck
Custom Truck One Source, Inc. (formerly known as Nesco Holdings,
Inc.) is a provider of specialty equipment, parts, tools,
accessories and services to the electric utility transmission and
distribution, telecommunications and rail markets in North America.
CTOS offers its specialized equipment to a diverse customer base
for the maintenance, repair, upgrade and installation of critical
infrastructure assets, including electric lines, telecommunications
networks and rail systems. The Company's coast-to-coast rental
fleet of more than 9,600 units includes aerial devices, boom
trucks, cranes, digger derricks, pressure drills, stringing gear,
hi-rail equipment, repair parts, tools and accessories. For more
information, please visit investors.customtruck.com.
Custom Truck reported a net loss of $181.50 million for the year
ended Dec. 31, 2021, a net loss of $21.28 million for the year
ended Dec. 31, 2020, a net loss of $27.05 million for the year
ended Dec. 31, 2019, a net loss of $15.53 million for the year
ended Dec. 31, 2018, and a net loss of $27.10 million for the year
ended Dec. 31, 2017. As of March 31, 2022, the Company had $2.75
billion in total assets, $490.91 million in total current
liabilities, $1.40 billion in total long-term liabilities, and
$858.51 million in total stockholders' equity.
CYPRESS ENVIRONMENTAL: Seeks Approval to Hire Financial Advisor
---------------------------------------------------------------
Cypress Environmental Partners, LP and its affiliates seek approval
from the U.S. Bankruptcy Court for the Southern District of Texas
to hire Piper Sandler & Co., through its restructuring group TRS
Advisors, as their financial advisor and investment banker.
The firm's services include:
a. reviewing and analyzing the assets, liabilities and the
operating and financial strategies of the Debtors;
b. reviewing and analyzing the business plans and financial
projections prepared by the Debtors;
c. evaluating the debt capacity of the Debtors in light of
their projected cash flows, and assisting in the determination of
an appropriate capital structure for the Debtors;
d. evaluating the Debtors' liquidity, including financing
alternatives;
e. assisting the Debtors in raising debt financing, including
developing marketing materials, creating and maintaining a data
room and contact log, initiating contact with potential capital
providers, and running the process for a financing;
f. assisting the Debtors in transaction-related activities,
including developing marketing materials, creating and maintaining
a data room and contact log and initiating and managing contact
with interested buyers throughout the process;
g. assisting the Debtors in planning for dialogue and
negotiations with creditors for a potential transaction, including
with respect to the creditor due diligence process and negotiations
with the various creditor constituencies;
h. assisting the Debtors and their other professionals in
reviewing the terms of any proposed transaction or financing
(whether proposed by the Debtors or by a third party), in
responding thereto and, if directed, in evaluating alternative
proposals for a transaction or financing, as applicable;
i. assisting or participating in negotiations with parties in
interest, including, without limitation, any current or prospective
creditors of, holders of equity in, or claimants against the
Debtors or their respective representatives in connection with a
transaction;
j. advising the Debtors with respect to, and attending,
meetings of the Debtors' Board of Directors, creditor groups and
other interested parties, as reasonably requested with respect to a
transaction or a financing;
k. in the event the Debtors becomes subject to a bankruptcy
proceeding commenced under any applicable statute, and if requested
by the Debtors, participating in hearings before the court and
providing relevant testimony with respect to a financing, a
transaction, or issues arising in connection with any proposed
plan;
l. assisting the Debtors with strategy and planning associated
with managing customer, employee and investor communications with
respect to a transaction or financing; and
m. rendering such other financial advisory and investment
banking services as may be agreed upon by Piper Sandler and the
Debtors.
The firm will be paid as follows:
a. Whether or not a transaction is proposed or consummated, an
advisory fee of $125,000 per month. Fifty percent of the monthly
fee shall be credited against any completion fee; provided that the
sum of the monthly fee credit shall not exceed the completion fee.
b. A fee (the completion fee) of $1.5 million, payable upon
the consummation of any transaction.
c. A new capital fee equal to 3 percent of the face amount of
any secured or unsecured financing raised, including, without
limitation, any debtor-in-possession financing. The new capital fee
shall be earned and payable upon the closing of such financing.
As disclosed in court filings, Piper Sandler is a "disinterested
person" within the meaning of Section 101(14) of the Bankruptcy
Code.
The firm can be reached through:
Sanjiv Shah
Piper Sandler & Co.
800 Nicolette Mall
Minneapolis, MN 55402
Tel: (832) 840-1976
Email: Sanjiv.Shah@psc.com
About Cypress Environmental Partners
Cypress Environmental Partners LP's suite of services includes
inspection, water treatment, and other environmental services that
help their customers protect people, property, infrastructure, and
the environment with a focus on safety and sustainability. Its
primary business -- inspection services -- provides essential
environmental services, including inspection and integrity services
on a variety of infrastructure assets such as midstream pipelines,
oil and gas well gathering systems, natural gas plants, storage
facilities, pumping stations, compression stations, and natural gas
distribution systems.
Cypress Environmental Partners LP and affiliates sought Chapter 11
bankruptcy protection (Bankr. S.D. Tex. Lead Case No. 22-90039) on
May 8, 2022. In the petition filed by Jeffrey Herbers, authorized
signatory, Cypress Environmental Partners LP listed estimated total
assets amounting to $96,978,000 and total liabilities of
$62,418,000.
The case is assigned to Honorable Bankruptcy Judge Hon. Marvin
Isgur.
The Debtors tapped Paul Hastings, LLP as legal counsel and Piper
Sandler & Co., through its restructuring group TRS Advisors, as
financial advisor and investment banker. Kurtzman Carson
Consultants, LLC is the claims agent.
DAYBREAK OIL: Incurs $398K Net Loss in Fiscal 2022
--------------------------------------------------
Daybreak Oil and Gas, Inc. filed with the Securities and Exchange
Commission its Annual Report on Form 10-K disclosing a net loss of
$398,450 on $680,107 of revenue for the 12 months ended Feb. 28,
2022, compared to a net loss of $512,265 on $404,901 of revenue for
the 12 months ended Feb. 28, 2021.
As of Feb. 28, 2022, the Company had $975,704 in total assets,
$4.32 million in total liabilities, and a total stockholders'
deficit of $3.35 million.
Houston, Texas-based MaloneBailey, LLP, the Company's auditor since
2006, issued a "going concern" qualification in its report dated
June 15, 2022, citing that the Company has suffered recurring
losses from operations and has a net capital deficiency that raises
substantial doubt about its ability to continue as a going
concern.
A full-text copy of the Form 10-K is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1164256/000151597122000125/dbrm10k022822.htm
About Daybreak Oil and Gas
Daybreak Oil and Gas, Inc. is an independent crude oil and natural
gas company currently engaged in the exploration, development and
production of onshore crude oil and natural gas in the United
States. The Company is headquartered in Spokane Valley, Washington
with an operations office in Friendswood, Texas. Daybreak owns a
3-D seismic survey that encompasses 20,000 acres over 32 square
miles with approximately 6,500 acres under lease in the San Joaquin
Valley of California. The Company operates production from 20 oil
wells in our East Slopes project area in Kern County, California.
DH PARKER PROPERTIES: SARE Files Bare-Bones Petition
----------------------------------------------------
DH Parker Properties, LLC, filed for chapter 11 protection in the
District of Oregon, without stating a reason. In its bare-bones
petition, DH Parker says it is a Single Asset Real Estate (as
defined in 11 U.S.C. Sec. 101(51B)). DH Parker estimates between 1
and 49 creditors. The petition states funds will be available to
unsecured creditors.
About DH Parker Properties
DH Parker Properties, LLC, sought protection under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. D. Ore. Case No. 22-30979) on June
18, 2022. In the petition filed by Dale Parker, as member, the
Debtor estimated assets between $1 million and $10 million and
estimated liabilities between $500,000 and $1 million. Nicholas J.
Henderson, of Motschenbacher & Blattner, LLP, is the Debtor's
counsel.
ELKHORN EXPLORATION: July 20 Plan Confirmation Hearing Set
----------------------------------------------------------
On June 13, 2022, Elkhorn Exploration Co., filed with the U.S.
Bankruptcy Court for the Eastern District of Texas a Plan of
Reorganization. On June 14, 2022, Judge Brenda T. Rhoades ordered
that:
* July 22, 2022, by 5:00 p.m. is fixed as the last day for
submitting written acceptances or rejections of the Debtor's
proposed Chapter 11 plan.
* July 20, 2022, is fixed as the last day for filing and
serving written objections to confirmation of the Debtor's proposed
Chapter 11 plan.
* July 12, 2022, is fixed as the last day for a creditor to
make an election under 11 U.S.C Sec. 1111(b).
* July 26, 2022, at 9:30 a.m., at the Bankruptcy Court, 660 N
Central Expressway, Third Floor, Plano, Texas 75074 is the hearing
to consider the confirmation of the Debtor's proposed Chapter 11
Plan.
A copy of the order dated June 14, 2022, is available at
https://bit.ly/3b7Q8T8 from PacerMonitor.com at no charge.
Attorney for the Debtor:
Robert T. DeMarco, Esq.
Michael S. Mitchell, Esq.
DeMarco-Mitchell, PLLC
1255 W. 15th Street, 805
Plano, TX 75075
Tel: 972-578-1400
Fax: 972-346-6791
Email: robert@demarcomitchell.com
Email: mike@demarcomitchell.com
About Elkhorn Exploration Co.
Elkhorn Exploration Co filed its voluntary petition for relief
under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Tex. Case No.
22-40356) on March 21, 2022. Judge Brenda T. Rhoades presides
over the case. Robert T. DeMarco, and Michael S. Mitchell, at
DeMarco-Mitchell, PLLC, are the Debtor's bankruptcy attorneys.
FOSSIL GROUP: Randy Belcher Quits as EVP Asia Pacific
-----------------------------------------------------
Randy C. Belcher informed Fossil Group, Inc. of his decision to
resign from his position as executive vice president, Asia Pacific,
effective June 30, 2022, to pursue other interests.
Fossil Group plans to distribute Mr. Belcher's responsibilities
across a number of existing company leaders, as disclosed in a Form
8-K filed with the Securities and Exchange Commission.
About Fossil Group
Headquartered in Richardson, Texas, Fossil Group, Inc. --
www.fossilgroup.com -- is a global design, marketing and
distribution company that specializes in consumer fashion
accessories. The Company's principal offerings include an
extensive line of men's and women's fashion watches and jewelry,
handbags, small leather goods, belts, and sunglasses. In the watch
and jewelry product categories, the Company have a diverse
portfolio of globally recognized owned and licensed brand names
under which its products are marketed.
Fossil Group reported a net loss of $95.94 million in 2020, a net
loss of $50.01 million in 2019, and a net loss of $938,000 in 2018.
As of Oct. 2, 2021, the Company had $1.36 billion in total assets,
$569.38 million in total current liabilities, $343.68 million in
total long-term liabilities, and $442.90 million in total
stockholders' equity.
FRALEG GROUP: Quickly Returns to Chapter 11 Bankruptcy
------------------------------------------------------
Fraleg Group, Inc., has returned to Chapter 11 bankruptcy without
stating a reason.
The Debtor's main asset is real property located at 116 N. Walnut
Street, East Orange, NY. The real property is a vacant
multi-family apartment building, to be redeveloped by the Debtor
The real property is encumbered by a mortgage and loan given by CAF
Borrower
GS LLC, the lone secured creditor of the Debtor.
Fraleg Group, Inc., filed a petition for relief under Subchapter V
of Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case No.
21-bk-42322) on Sept. 14, 2021.
But in mid-May 2022, the Debtor filed a motion to dismiss the
Chapter 11 case, saying that it has secured financing from Fortress
Holdings from which the Debtor will satisfy the secured creditor.
The Debtor is in the final stages of clearing title exceptions, one
of which is the dismissal of the case and Debtor expects to close
as soon as the case is dismissed. From the first meeting with the
United States Trustee, and throughout previous status conferences,
the Debtor has made clear its intent to repay the secured-creditor
by refinancing the loan encumbering the premises.
In the event that the Debtor is unable to complete the refinancing
process, the secured creditor will be free to proceed with a
foreclosure sale
At the behest of the Debtor, the Court entered an order dismissing
the case on June 3, 2022.
But in mid-June 2022, Fraleg Group again filed for Chapter 11
bankruptcy.
The Debtor's Chapter 11 Plan and Disclosure Statement are due by
Oct. 17, 2022.
Hemmings & Snell LLP, led by Francis E. Hemmings, served as counsel
in the previous Chapter 11 case.
About Fraleg Group, Inc.
Fraleg Group, Inc., is a Single Asset Real Estate (as defined in 11
U.S.C. Sec. 101(51B)). The Debtor's main asset is real property
located at 116 N. Walnut Street, East Orange, NY. The real
property is a vacant multi-family apartment building, to be
redeveloped by the Debtor
Fraleg Group, Inc., sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D.N.Y. Case No. 22-41410). In the
petition filed by Andy Alege, as president, the Debtor estimated
assets and liabilities between $1 million and $10 million.
The Debtor's counsel is Avrum J Rosen of Law Offices of Avrum J.
Rosen, PLLC.
GUARDION HEALTH: Three Proposals Approved at Annual Meeting
-----------------------------------------------------------
Guardion Health Sciences, Inc. held its annual meeting of
stockholders at which the stockholders:
(1) elected Robert N. Weingarten, Mark Goldstone, Donald
Gagliano, M.D., Michaela Griggs, and Bret Scholtes as directors to
serve until the Company's next annual meeting of stockholders or
until their successors are elected and qualified, or until their
earlier death, resignation or removal;
(2) ratified the appointment of Weinberg & Company, P.A. as the
Company's independent registered public accounting firm for the
fiscal year ending Dec. 31, 2022;
(3) approved an amendment to the 2018 Plan to increase the number
of shares of common stock issuable thereunder to 10,000,000 shares
from 1,666,666 shares; and
(4) did not approve granting the Board discretionary authority to
effectuate the Reverse Stock Split.
About Guardion Health Sciences
Headquartered in San Diego, California, Guardion Health Sciences,
Inc. -- http://www.guardionhealth.com-- is a specialty health
sciences company that develops clinically supported nutrition,
medical foods and medical devices, with a focus in the ocular
health marketplace. Located in San Diego, California, the Company
combines targeted nutrition with innovative, evidence-based
diagnostic technology.
Guardion Health reported a net loss of $24.75 million for the year
ended Dec. 31, 2021, a net loss of $8.57 million for the year ended
Dec. 31, 2020, a net loss of $10.88 million for the year ended Dec.
31, 2019, and a net loss of $7.77 million for the year ended Dec.
31, 2018. As of March 31, 2022, the Company had $31.62 million in
total assets, $1.83 million in total liabilities, and $29.79
million in total stockholders' equity.
H-CYTE INC: Effects 1,000-1 Reverse Stock Split
-----------------------------------------------
H-Cyte, Inc. amended its Articles of Incorporation to effectuate a
1,000-1 reverse stock split of its common stock. The Reverse Split
was approved by FINRA on June 10, 2022 and effectuated on June 13,
2022.
Pursuant to the Amendment, the Company also reduced the authorized
shares of common stock to 500,000,000. As a result of the Reverse
Split, the Company now has approximately 255,246 shares of common
stock outstanding and 494,579,117 shares of Series A Preferred
Stock outstanding. As a result of the Reverse Stock Split, the
Series A Preferred Stock conversion ratio is now 1,000 shares of
Series A Preferred Stock converts into 1 share of common stock.
Accordingly, the 494,579,117 outstanding shares of Series A
Preferred Stock are now convertible into an aggregate of 494,579
shares of common stock.
About H-CYTE Inc.
Headquartered in Tampa, Florida, H-CYTE Inc. --
http://www.HCYTE.com-- is a hybrid-biopharmaceutical company
dedicated to developing and delivering new treatments for patients
with chronic respiratory and pulmonary disorders.
H-Cyte reported a net loss of $4.80 million for the year ended Dec.
31, 2021, compared to a net loss of $6.46 million on $2.15 million
of revenues for the year ended Dec. 31, 2020. As of Dec. 31, 2021,
the Company had $321,405 in total assets, $4.98 million in total
liabilities, and a total stockholders' deficit of $4.66 million.
Tampa, Florida-based Frazier & Deeter, LLC, the Company's auditor
since 2018, issued a "going concern" qualification in its report
dated Feb. 25, 2022, citing that he Company has negative working
capital, has an accumulated deficit, has a history of significant
operating losses and has a history of negative operating cash flow.
These factors raise substantial doubt about the Company's ability
to continue as a going concern.
H-CYTE INC: Issues $372,500 Notes to Three Investors
----------------------------------------------------
H-Cyte, Inc. entered into a securities purchase agreement for a
total of $272,500 with two accredited investors. The notes issued
are convertible into common stock at a 35% discount to the lowest
trading price in the 20 day period prior to conversion. The notes
bear interest at 10% and are due one year from issuance. For the
first six months, the Company has the right to prepay the notes at
a premium of between 25% and 35% depending on when it is repaid.
The Company also issued a promissory note for $100,000 to another
accredited investor. This note bears interest at 15% (no matter
when repaid) and converts at a discount of 25% of the price of a
public offering or a 25% discount to the vwap of the five days
prior to conversion.
About H-CYTE Inc.
Headquartered in Tampa, Florida, H-CYTE Inc. --
http://www.HCYTE.com-- is a hybrid-biopharmaceutical company
dedicated to developing and delivering new treatments for patients
with chronic respiratory and pulmonary disorders.
H-Cyte reported a net loss of $4.80 million for the year ended Dec.
31, 2021, compared to a net loss of $6.46 million on $2.15 million
of revenues for the year ended Dec. 31, 2020. As of Dec. 31, 2021,
the Company had $321,405 in total assets, $4.98 million in total
liabilities, and a total stockholders' deficit of $4.66 million.
Tampa, Florida-based Frazier & Deeter, LLC, the Company's auditor
since 2018, issued a "going concern" qualification in its report
dated Feb. 25, 2022, citing that he Company has negative working
capital, has an accumulated deficit, has a history of significant
operating losses and has a history of negative operating cash flow.
These factors raise substantial doubt about the Company's ability
to continue as a going concern.
HANSABEN INVESTMENTS: Taps Felderstein as Legal Counsel
-------------------------------------------------------
Hansaben Investments, LLC received approval from the U.S.
Bankruptcy Court for the Northern District of California to hire
Felderstein Fitzgerald Willoughby Pascuzzi & Rios, LLP as its
bankruptcy counsel.
The firm's services include:
a. advising and representing the Debtor with respect to
matters and proceedings in its Chapter 11 case;
b. assisting the Debtor with bankruptcy issues, which may
arise in the operation of its business;
c. assisting the Debtor in the preparation of and
confirmation of a plan of reorganization or other disposition of
the case;
d. advising the Debtor regarding its powers and duties;
e. advising the Debtor with regard to motions and other
developments in the case;
f. advising the Debtor with respect to recovery of assets of
the bankruptcy estate, including preferential payments and
fraudulent transfers;
g. advising the Debtor with respect to potential actions or
claims against third parties;
h. representing the Debtor in any other litigation or
contested matters that may arise in the course of the case;
i. advising the Debtor about the development and confirmation
of a Chapter 11 plan or other disposition of the case; and
j. assisting the Debtor in other matters related to the
case.
The hourly rates charged by the firm's attorneys and legal
assistants are as follows:
Thomas A. Willoughby, Partner $525 per hour
Paul J. Pascuzzi, Managing Partner $525 per hour
Jason E. Rios, Partner $450 per hour
Associates $350 per hour
Legal Assistant $95 per hour
Thomas Willoughby, Esq., a partner at Felderstein, disclosed in a
court filing that his firm is "disinterested" as defined in Section
101(14) of the Bankruptcy Code.
The firm can be reached through:
Thomas A. Willoughby, Esq.
Jennifer E. Niemann, Esq.
Felderstein Fitzgerald Willoughby & Pascuzzi, LLP
400 Capitol Mall, Suite 1750
Sacramento, CA 95814
Telephone: (916) 329-7400
Facsimile: (916) 329-7435
Email: twilloughby@ffwplaw.com
jniemann@ffwplaw.com
About Hansaben Investments
Hansaben Investments, LLC operates the La Quinta Inn & Suites hotel
in Fairfield, Calif.
Hansaben Investments sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Calif. Case No. 22-30258) on May 25,
2022. In the petition filed by Hitesh Patel, as manager, Hansaben
Investments listed up to $50 million in assets and up to $10
million in liabilities.
The case is assigned to Judge Dennis Montali.
Thomas A. Willoughby, Esq., at Felderstein Fitzgerald Willoughby &
Pascuzzi, LLP is the Debtor's counsel.
HOUSTON AMERICAN: Tyler Hayden Kling Ceases to Own Common Shares
----------------------------------------------------------------
Tyler Hayden Kling disclosed in a Schedule 13D filed with the
Securities and Exchange Commission that he ceased to be the
beneficial owner of shares of common stock of Houston American
Energy Corp. on June 13, 2022. The Reporting Person acquired
650,000 Shares, subsequently sold such Shares and currently owns no
equity securities of the Issuer. A full-text copy of the
regulatory filing is available for free at:
https://www.sec.gov/Archives/edgar/data/1156041/000184502522000002/klingsched13dv2.htm
About Houston American Energy
Based in Houston, Texas, Houston American Energy Corp. is a
publicly-traded independent energy company with interests in oil
and natural gas wells, minerals and prospects. The company's
business strategy includes a property mix of producing and
non-producing assets with a focus on the Permian Basin in Texas,
Louisiana and Columbia.
Houston American reported a net loss of $2.51 million for the year
ended Dec. 31, 2019, and a net loss of $4.04 million for the year
ended Dec. 31, 2018. As of June 30, 2021, the Company had $11.15
million in total assets, $443,622 in total liabilities, and $10.71
million in total shareholders' equity.
HUCKLEBERRY PARTNERS: In Chapter 11 to Sell Waterford Commons
-------------------------------------------------------------
Huckleberry Partners LLC filed for chapter 11 protection in the
Middle District of Florida to complete a sale of its shopping
center in Orlando, Florida.
The Debtor was formed in February 2005 as a special purpose entity
to purchase, construct, and operate a shopping center called
Waterford Commons, which is located at 12789 Waterford Lakes
Parkway, Orlando, Florida. The Debtor conducts leasing and daily
management for Waterford Commons. The property is 93% leased with
commercial tenants with long term leases.
The Debtor had gross revenues in the amount of $644,530 for 2021
and the Debtor has gross revenues of $324,084 for 2022.
As of the Petition Date, the Debtor owes approximately $3,706,500
in secured debts. Emerald is owed approximately $3,675,000 on
account of its first mortgage lien, the Orange County Tax Collector
is owed approximately $25,000 (pro-rata for the year) for 2022 real
property taxes, and the Florida Department of Revenue is owed
approximately $6,500 (disputed) on account of a tax lien stemming
from alleged unpaid sales tax.
As of the Petition Date, the Debtor believes there are
approximately $250,000 in non-insider unsecured claims representing
trade debts and legal fees.
Reasons for Filing Bankruptcy
First and foremost, the Debtor filed this bankruptcy case to sell
its Real Property for the benefit of all claimholders and avoid
additional claims against the Debtor. The Debtor holds a
commitment from Amarc Properties II, LLC (an independent
third-party) to purchase the Real Property, along with the
assignment of all tenant leases, for a gross price of $6,275,000.
The Sale is a result of a multiple month negotiation and vetting of
the market for the best and highest offer.
The Debtor will use funds from the sale to pay its senior mortgage
holder, Emerald Creek Capital 3, LLC (as well as other creditors
holding liens on the property), and utilize the remaining funds to
satisfy other creditors' allowed claims. Emerald Creek Capital 3,
LLC, is owed $3,675,000 and Emerald's note is set to mature on June
30, 2022. Debtor hopes to complete the sale of Waterford Common
expeditiously to avoid default interest and other costs and charges
associated with Emerald's claim.
The Debtor has been unable to complete the sale of the Real Estate
and transfer clean title to Amarc Properties because of pending
litigation. The Debtor is implicated directly and indirectly in
two current lawsuits: Case No.: 2016-CA-001357 in Orange County,
Florida and Case No.: 17-011547 in Broward County, Florida. The
Orange County Action has already been removed to this Bankruptcy
Court as Adversary Case No.: 6:22-ap-00050. Debtor further
anticipates the removal of the Broward County Action. The Lawsuits
involve core bankruptcy matters. The consolidation of the Lawsuits
into one forum will promote the efficient administration of the
bankruptcy estate.
The Orange County Action pertains to the misappropriation of monies
belonging to the Debtor by two past members -- Adam Kanter and
Stephanie Shimm a/k/a Stephanie Kanter. The Debtor estimates Adam
Kanter and Stephanie Shimm embezzled more than $4 million dollars
from the Debtor. Additionally, the Broward County Action involves
disputes between Mr. Herborn and Adam Kanter regarding equity
ownership interests in the Debtor.
In sum, the Debtor filed the instant case to preserve its going
concern value, liquidate its Real Property, consolidate the
Lawsuits into one forum, and determine the amount and respective
rights of its creditors' and equity holders' claims. Absent such,
the Debtor may incur significantly more administrative and legal
costs and fees and face claims by the Buyer and the Debtor's broker
for failure to deliver the Real Property consistent with the
parties' agreement.
* * *
According to court filings, Huckleberry Partners estimates between
1 and 49 creditors. The petition states funds will not be
available to unsecured creditors.
About Huckleberry Partners
Huckleberry Partners LLC owns and operates a shopping center called
Waterford Commons, which is located at 12789 Waterford Lakes
Parkway, Orlando, Florida. Huckleberry Partners is a
member-managed company -- the only member with decision making
authority is Henry James Herborn, III.
Huckleberry Partners sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. M.D. Fla. Case No. 22-02159). In the
petition filed by Henry James Herborn, Ill, as managing member, the
Debtor estimated assets and liabilities between $1 million and $10
million each. Justin M Luna, of Latham, Luna, Eden & Beaudine,
LLP, is the Debtor's counsel.
The Debtor's Chapter 11 Plan and Disclosure Statement are due by
Oct. 17, 2022.
INDIGO PALMS: Continued Operations to Fund Plan Payments
--------------------------------------------------------
Indigo Palms Holdings-Daytona, LLC, filed with the U.S. Bankruptcy
Court for the Middle District of Florida a Plan of Reorganization
dated June 16, 2022.
The Debtor owns the real property located at 570 National
Healthcare Drive, Daytona Beach, Florida, 32114; and the Debtor
owns various personal property at said location.
The real property and personal property are leased to a separate
entity, Indigo Palms, LLC, which holds a state-issued license to
operate and does operate an assisted living facility. On the
Petition Date, the Debtor had no employees. The Debtor had gross
revenue of $165,981 in 2021; and $66,200 in 2022.
Class 4 consists of the Allowed Unsecured Claims against the
Debtor. This Class is Impaired.
* Consensual Plan Treatment: The liquidation value or amount
that unsecured creditors would receive in a hypothetical chapter 7
case is approximately $0. Accordingly, the Debtor proposes to pay
unsecured creditors a pro rata portion of $36,000. Payments will
be made in equal quarterly payments totaling $3,000. Payments
shall commence on the fifteenth day of the month, on the first
month that begins after the Effective Date and shall continue
quarterly for eleven additional quarters. Pursuant to Sec. 1191,
the value to be distributed to unsecured creditors is greater than
the Debtor's projected disposable income to be received in the
3-year period beginning on the date that the first payment is due
under the plan.
* Nonconsensual Plan Treatment: The liquidation value or
amount that unsecured creditors would receive in a hypothetical
chapter 7 case is approximately $0.00. Accordingly, the Debtor
proposes to pay unsecured creditors a pro rata portion of its
Disposable Income. If the Debtor remains in possession, plan
payments shall include the Subchapter V Trustee's administrative
fee which will be billed hourly at the Subchapter V Trustee's then
current allowable blended rate, which shall not exceed the
Disposable Income. Plan Payments shall commence on the fifteenth
day of the month, on the first month that is after the Effective
Date and shall continue quarterly for 11 additional quarters. The
initial estimated quarterly payment shall be $0.
Class 5 consists of any and all equity interests and warrants
currently issued or authorized in the Debtor. This Class is
Unimpaired. Holders of a Class 5 interests shall retain their full
equity interest in the same amounts, percentages, manner and
structure as existed on the Petition Date.
The Plan contemplates that the Reorganized Debtor will continue to
operate the Debtor's business. Except as explicitly set forth in
this Plan, all cash in excess of operating expenses generated from
operation until the Effective Date will be used for Plan Payments
or Plan implementation, cash on hand as of Confirmation shall be
available for Administrative Expenses.
In the event of any revenue shortfall, James River Acquisition
Company agrees to cover any payments required under this Plan of
Reorganization.
A full-text copy of the Plan of Reorganization dated June 16, 2022,
is available at https://bit.ly/3xIzsZT from PacerMonitor.com at no
charge.
Counsel for Debtor:
Jeffrey S. Ainsworth, Esquire
Florida Bar No.: 0060769
E-mail: jeff@bransonlaw.com
Jacob D. Flentke, Esquire
Florida Bar No.: 25482
E-mail: jacob@bransonlaw.com
BransonLaw, PLLC
1501 East Concord Street
Orlando, Florida 32803
Telephone: (407) 894-6834
Facsimile: (407) 894-8559
About Indigo Palms
Indigo Palms Holdings-Daytona, LLC, is a fee simple owner of a real
property located at 570 National Healthcare Drive, Daytona, FL
valued at $2.33 million.
Indigo Palms filed a Chapter 11 bankruptcy petition (Bankr. M.D.
Fla. Case No. 22-00984) on March 18, 2022. Jeffrey S. Ainsworth,
Esq. of BRANSONLAW, PLLC is the Debtor's counsel.
In the petition signed by Jim S. Purdum, secretary of James River
Acquisition Company, Member, the Debtor disclosed $2,603,184 in
total assets and $6,291,542 in total liabilities.
INNOVATION PHARMACEUTICALS: Acquires Minority Stake in Squalus
--------------------------------------------------------------
Innovation Pharmaceuticals Inc. has acquired a minority stake in
Israel-based Squalus Medical, the inventor and developer of the
StingRay Laser System, a novel laser-based thermal ablation
technology designed for treatment of previously inoperable cases of
epilepsy and for improvement of outcomes and enablement of new
treatment options for oncology procedures, including those treating
brain, prostate, liver, breast and lung cancers.
The StingRay System combines new fiber optic technology with an
advanced laser console and computerized intelligent control that
allows an excellent match between the structure of tumors and
epileptic focal points and the energy delivery, while protecting
vital functional areas against thermal damage. The console
integrates advanced imaging modalities, and guides the physician,
making sure the treatment is adjusted to the specific patient needs
with real time energy control.
The StingRay System is supported by Squalus' proprietary
technologies that deliver remarkable properties for controlling
laser energy. These include:
* DiLITT -- Directional Laser Interstitial Thermal Therapy.
DiLITT provides the ability to treat distorted or irregular shapes
through accurate control of the angular energy distribution.
* ExLITT -- Extended LITT. ExLITT offers the ability to easily
treat large volumes through radial control of the energy.
* APM -- Advanced Planning Module. These are the software tools
that control the laser and do the matching between the lesion shape
and energy using smart AI based algorithms.
"What Squalus is doing is truly revolutionary with the potential to
help millions of patients around the world that are precluded from
procedures to provide them relief from epilepsy and cancer because
of the origin of their disease," commented Leo Ehrlich, chief
executive officer at Innovation Pharmaceuticals. "M&A activity in
recent years has demonstrated a robust market for new, safe, and
effective laser-based technologies and we believe that the Squalus
technology has the potential to attract the attention of leaders in
the medical space. Squalus will pursue the FDA 510(k) pathway for
marketing clearance in the U.S. and the corresponding process for a
CE Mark in Europe. This was an ideal investment for us to build
value and diversify our portfolio. We consider the market to be
substantial and the timeline shorter than pharmaceuticals. We
intend to remain active in analyzing other potential value-add
opportunities that can strengthen our company."
"We are thrilled with the investment from Innovation
Pharmaceuticals as we are at a major inflection point with
completing development of the StingRay system and beginning the
process towards commercialization," said Gil Shapira, co-founder of
Squalus Medical."
"The medical community is facing significant challenges with
treatment of resistant epilepsy and various cancers, creating an
immediate need for an advanced and highly controlled energy tool
like the StingRay system to improve patient outcomes and enable new
treatment modalities in key verticals. Our goal is to provide this
solution in the coming years via the U.S. Food and Drug
Administration 510(k) pathway and the European Union's CE Mark,
processes I am very familiar with."
Epilepsy is the most prevalent serious neurologic condition in the
world, affecting about 70 million people. Unfortunately, 30%-40%
of those patients are afflicted with drug resistant epilepsy,
meaning they receive no relief from medication.1
Squalus Medical was founded by Moshe Eshkol and Gil Shapira both
highly experienced specialists in surgical lasers and medical
devices. Squalus and the development of the StingRay system are
also supported by a grant from the BIRD Foundation
(https://www.birdf.com/), a bi-national organization supporting
Israel-US collaboration. Gil Shapira brings 26+ years of
engineering and product development and management experience, with
over 17 years in the surgical laser industry. Gil owns and manages
neoLaser, a company he founded in 2012, and led to revenue growth
and profitability, with a 43% CAGR on its way to more than 1200
global installations and performing 50,000+ surgeries annually in
over 30 countries. Previously, Gil led product development and
marketing at OmniGuide, a successful high-growth laser-based
medical device spin-off out of the Massachusetts Institute of
Technology (MIT).
About Innovation Pharmaceuticals
Innovation Pharmaceuticals Inc. (IPIX) -- http://www.IPharmInc.com
-- is a clinical stage biopharmaceutical company developing a
portfolio of innovative therapies addressing multiple areas of
unmet medical need, including inflammatory diseases, cancer,
infectious disease, and dermatologic diseases.
Innovation reported a net loss of $13.87 million for the year ended
June 30, 2021, a net loss of $6.65 million for the year ended June
30, 2020, and a net loss of $8.68 million for the year ended June
30, 2019. As of March 31, 2022, the Company had $11.66 million in
total assets, $5.84 million in total liabilities, and $5.82 million
in total stockholders' equity.
INTELSAT SA: Considers Wrapping Up Bankruptcy Claims
----------------------------------------------------
Advanced Television reports that lawyers for Intelsat's bankruptcy
filed a motion to the satellite operator's bankruptcy court saying
that they will be applying for a 'Final Decree' on or before June
29th, 2022. The document recognises that there may be other
matters and claims still outstanding after that date.
Intelsat's Fourth Chapter 11 Plan of Reorganisation was filed back
on December 17th 2021, and subsequently accepted by the court with
Intelsat emerging from its Chapter 11 reorganisation on February
23rd 2022.
The lawyers say that -- to date "entities have filed approximately
1,400 proofs of claim against the Debtors on an aggregate basis,
collectively asserting approximately $28.5 billion in
liabilities... The Reorganised Debtors' fourth round of omnibus
objections seeking to expunge, reduce and/or reclassify over
fifty-one claims was recently granted."
Not mentioned, but clearly still outstanding, is the claim by SES
against Intelsat for a greater share of the FCC's incentive payment
in respect of the FCC's C-band reallocation of frequencies.
About Intelsat S.A.
Intelsat S.A. -- http://www.intelsat.com/-- is a publicly held
operator of satellite services businesses, which provides a diverse
array of communications services to a wide variety of clients,
including media companies, telecommunication operators, internet
service providers, and data networking service providers. The
Company is also a provider of commercial satellite communication
services to the U.S. government and other select military
organizations and their contractors. The Company's administrative
headquarters are in McLean, Virginia, and the Company has extensive
operations spanning across the United States, Europe, South
America, Africa, the Middle East, and Asia.
Intelsat S.A. and its debtor-affiliates concurrently filed
voluntary petitions for relief under Chapter 11 of the Bankruptcy
Code (Bankr. E.D. Va. Lead Case No. 20-32299) on May 13, 2020. The
petitions were signed by David Tolley, executive vice president,
chief financial officer, and co-chief restructuring officer. At the
time of the filing, the Debtors disclosed total assets of
$11,651,558,000 and total liabilities of $16,805,844,000 as of
April 1, 2020.
Judge Keith L. Phillips oversees the cases.
The Debtors tapped Kirkland & Ellis LLP and Kutak Rock LLP as legal
counsel; Alvarez & Marsal North America, LLC as restructuring
advisor; PJT Partners LP as financial advisor & investment banker;
Deloitte LLP as tax advisor; and Deloitte Financial Advisory
Services LLP as fresh start accounting services provider. Stretto
is the claims and noticing agent.
The Office of the U.S. Trustee appointed a committee of unsecured
creditors on May 27, 2020. The committee tapped Milbank LLP and
Hunton Andrews Kurth LLP as legal counsel; FTI Consulting, Inc., as
financial advisor; Moelis & Company LLC as investment banker; Bonn
Steichen & Partners as special counsel; and Prime Clerk LLC as
information agent.
INTERNATIONAL REALTY: July 27 Disclosure Statement Hearing Set
--------------------------------------------------------------
Judge Maria Ellena Chavez-Ruark has entered an order within which
July 27, 2022 at 2:00 p.m. is the hearing to consider the approval
of the Disclosure Statement filed by Debtor International Realty
Partners, LLC.
In addition, July 15, 2022, is fixed as the last day for filing and
serving written objections to the Disclosure Statement.
A copy of the order dated June 14, 2022, is available at
https://bit.ly/3QwtqEA from PacerMonitor.com at no charge.
Counsel for the Debtor:
Steven H. Greenfeld, Esq.
325 Ellington Boulevard
Gaithersburg, MD 20878
Tel: (301) 881-8300
About International Realty Partners
International Realty Partners, LLC, is in the business of acquiring
properties, then renovating, remodeling and reselling them.
International Realty Partners filed a Chapter 11 bankruptcy
petition (Bankr. D. Md. Case No. 22-10754) on Feb. 15, 2022,
disclosing under $1 million in both assets and liabilities. The
Debtor is represented by Cohen, Baldinger & Greenfeld, LLC.
J.H. EXCAVATION: Court Orders Revisions, Confirms Plan
------------------------------------------------------
Judge Jeffery A. Deller has entered an order confirming the Small
Business Plan of Reorganization of debtor J.H. Excavation,
LLC, subject to the following:
* The Plan provisions for payment of Professional fees, as
approved by the Bankruptcy Court and for payment of "Trustee Fees"
in Section 2.1.1 of the Plan shall be amended to provide for
payment of allowed claims for professional fees and trustee fees
over a 24 month period as opposed to 60 months as stated in the
Plan.
* The Plan provision for compensation of officers of the
Debtor in Section 2.8 labeled "Post-Confirmation Management" shall
be amended to call for John R. Householder to take draws of $1,000
per week for labor performed and management of the Debtor
* The language of Section 2.6 of the Plan labeled "Payments"
shall be amended to state as follows:
-- "The Debtor shall make Plan payments unless the Plan is
confirmed under §1191(a). If the Plan is confirmed under
§1191(b), except as otherwise provided in the Plan or in the order
confirming the Plan, the Debtor shall have 14 days after
confirmation to file a motion to appoint a disbursing agent who
shall make all Plan payments to creditors under the Plan after
being approved by the Court. The Subchapter V Trustee shall not be
the disbursing agent and shall not make Plan payments for the
Debtor."
A copy of the Plan Confirmation Order dated June 14, 2022, is
available at https://bit.ly/3tKSopR from PacerMonitor.com at no
charge.
Debtor's Counsel:
Christopher M. Frye, Esq.
Steidl and Steinberg, P.C.
2830 Gulf Tower
707 Grant Street
Pittsburgh, PA 15219
Phone: 412-391-8000
Email: chris.frye@steidl-steinberg.com
About J.H. Excavation
J.H. Excavation, LLC, sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. W.D. Pa. Case No. 21-22576) on Dec. 3,
2021, listing up to $500,000 in assets and up to $50,000 in
liabilities. Steidl and Steinberg, P.C., led by Christopher M.
Frye, is the Debtor's legal counsel.
JCB TRUCKING: Property Sale Proceeds to Fund Plan Payments
----------------------------------------------------------
JCB Trucking Enterprises LLC and JKM Storage and Rentals LLC filed
with the U.S. Bankruptcy Court for the Northern District of Indiana
a Joint Small Business Chapter 11 Plan and Disclosure Statement
Under Subchapter V dated June 16, 2022.
Debtors own and operate a trucking operation in multiple counties
within the State of Indiana. Michael Bloom and Jacob Bloom are the
sole owners/members of Debtors. JCB was organized on July 22, 2014,
as an Indiana limited liability company and has operated and
continues to operate. JKM was organized on May 4, 2016, as an
Indiana limited liability company and has operated and continues to
operate.
JCB has its headquarters at the real estate owned by JKM located at
2341 South 30th Street, Lafayette, IN 47909 (the "Real Estate").
The Real Estate is comprised of a large warehouse containing
various fixtures and related personal property (collectively, the
"JKM Property") and approximately 9 acres where both JCB's trucks
and trailers along with trucks and trailers owned by third parties
are stored.
In light of the value of the JKM Property, Debtors anticipate a
sale of the JKM Property will allow JKM to pay its creditors with
Allowed Claims in full and make a distribution of the remaining
sale proceeds to the two members of JKM. The two members of JKM
would then contribute new value to JCB in an amount sufficient to
pay its creditors with Allowed Claims in full. In essence, JKM
would liquidate its Assets while JCB would reorganize and emerge
from these Bankruptcy Cases with a smaller but more sustainable
operation.
The Plan contemplates payments from Debtors to Holders of Allowed
Claims will be made almost exclusively from the proceeds of the
sale of the JKM Property. The sale by public auction of the JKM
Property has been approved by the Court on the terms and conditions
set forth in the Order Granting Motion to Sell Property Free and
Clear of Any Interest (the "Sale Order").
Pursuant to the Sale Order, the JKM Property shall only be sold if
the net proceeds to the estate from the sale of the JKM Property
are greater than the value of the liens asserted against the JKM
Property by Apex, Canam Steel, FMB, Integrity Contractors, Inc.,
Irving, Kokopelli, MP Baker, the SBA, UISC, and United Rentals,
Inc. (collectively, the "Potential Lien Claimants"), which Debtors
estimated to be approximately $2,972,270.52.
To assist with the marketing of the sale of the JKM Property and
conduct the public action, Debtors have requested that Don Smock
Auction Co., Inc. ("DSA"), be employed as broker and auctioneer.
The Debtors will determine the final date for the public auction of
the JKM Property in consultation with DSA. As of the filing of this
Plan, Debtors anticipate the sale date will be delayed to July 28,
2022, at 10:00 a.m., and as required by the Sale Order, Debtors
will provide proper notice to all parties in interest upon
confirmation of the finalize date for the public auction.
Class 9 shall consist of the Allowed Unsecured Claims asserted
against JKM. The Allowed Unsecured Claim included the claim of
Vestor and Associates, Inc. In the amount of $7,159.79. The Allowed
Unsecured Claims against JKM shall be paid in full from the
proceeds of the sale of the JKM Property upon the earlier of (a)
the occurrence of the Effective Date of the Plan if the Closing
Date has already occurred, or (b) the issuance of a Final Order by
the Court authorizing the distribution of such proceeds as required
by Local Rule B-6004-1, at which time the proceeds from the sale of
the JKM Property will be disbursed.
Class 10 shall consist of the Allowed Unsecured Claims asserted
against JCB. The Allowed Unsecured Claims included the claims of
Heritage Interactive Services LLC ($97,479.18); Best-One of Indy
($17,685.98); Chase Ink Card ($68,852.71); American Express
($78,006.68); Lower Great Lakes Kenworth ($167,989.65); and Shannon
Starr ($11,864.46).
The Allowed Unsecured Claims against JCB shall be paid in full from
the proceeds of the sale of the JKM Property upon the earlier of
(a) the occurrence of the Effective Date of the Plan if the Closing
Date has already occurred, or (b) the issuance of a Final Order by
the Court authorizing the distribution of such proceeds as required
by Local Rule B-6004-1, at which time the proceeds from the sale of
the JKM Property will be disbursed.
Class 12 shall consist of the equity interest of Michael Bloom and
Jacob Bloom in each of the Debtors. Michael Bloom owns a 67%
interest in each of the Debtors, and Jacob Bloom owns a 33%
interest in each of the Debtors. Michael Bloom and Jacob Bloom
shall retain their respective interests in each of the Reorganized
Debtors.
The Plan contemplates payments from Debtors to Holders of Allowed
Claims will be made almost exclusively from the proceeds of the
sale of the JKM Property. The sale by public auction of the JKM
Property has been approved by the Court on the terms and conditions
set forth in the Sale Order.
A full-text copy of the Joint Plan and Disclosure dated June 16,
2022, is available at https://bit.ly/3HzZG5z from PacerMonitor.com
at no charge.
Counsel for Debtors:
Sarah L. Fowler, Esq.
Weston E. Overturf, Esq.
Overturf Fowler LLP
9102 N. Meridian Street, Suite 555
Indianapolis, IN 46260
Tel: 317-559-3379
Email: sfowler@ofattorneys.com
wes@ofattorneys.com
About JCB Trucking Enterprises
JCB Trucking Enterprises, LLC is a privately held company operating
in the general freight trucking industry. The company is based in
Lafayette, Ind.
JCB Trucking Enterprises and its affiliate, JKM Storage & Rentals,
LLC, filed petitions under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. N.D. Ind. Lead Case No. 22-40047) on March
18, 2022, listing up to $50,000 in assets and up to $10 million in
liabilities. Douglas R. Adelsperger serves as Subchapter V
trustee.
Judge Robert E. Grant oversees the cases.
Sarah L. Fowler, Esq., at Overturf Fowler, LLP and Heath CPA &
Associates serve as the Debtors' legal counsel and accountant,
respectively.
KINTARA THERAPEUTICS: Granted Fast Track Designation for VAL-083
----------------------------------------------------------------
Kintara Therapeutics, Inc. announced that the United States Food
and Drug Administration has granted Fast Track Designation (FTD) to
Kintara's VAL-083 for the treatment of patients with
newly-diagnosed unmethylated glioblastoma (GBM).
Fast Track is a process designed to facilitate the development, and
expedite the review of drugs to treat serious conditions and fill
an unmet medical need. Some of the significant benefits of FTD
include:
* Enhanced access to the FDA, including opportunities for more
frequent meetings and written consultation throughout the remaining
development of VAL-083.
* Drugs with FTD are eligible to apply for Accelerated Approval
and Priority Review at the time of a New Drug Application (NDA)
submission, which may result in faster product approval.
* FTD also allows for 'rolling review', whereby Kintara may
submit completed sections of the VAL-083 NDA as they become
available, rather than at the end of development.
"We believe Fast Track Designation is indicative of VAL-083's
potential to improve outcomes for patients with GBM, the most
aggressive form of brain cancer," stated Robert E. Hoffman,
president and CEO of Kintara. "We look forward to announcing
top-line data from the international registrational phase 2/3 GBM
AGILE Study around the end of calendar year 2023. Fast Track
Designation allows us to work closely with the FDA and may expedite
our commercial launch of VAL-083, if approved."
About Kintara
Located in San Diego, California, Kintara Therapeutics, Inc.
(formerly DelMar Pharmaceuticals) is dedicated to the development
of novel cancer therapies for patients with unmet medical needs.
Kintara is developing two late-stage, Phase 3-ready therapeutics
for clear unmet medical needs with reduced risk development
programs. The two programs are VAL-083 for GBM and REM-001 for
CMBC.
Kintara reported a net loss of $38.30 million for the year ended
June 30, 2021, compared to a net loss of $9.13 million for the year
ended June 30, 2020. As of March 31, 2022, the Company had $12.80
million in total assets, $3.41 million in total liabilities, and
$9.39 million in total stockholders' equity.
San Francisco, CA-based Marcum LLP, the Company's auditor since
2019, issued a "going concern" qualification in its report dated
Sept. 28, 2021, citing that the Company has incurred significant
losses and needs to raise additional funds to meet its obligations
and sustain its operations. These conditions raise substantial
doubt about the Company's ability to continue as a going concern.
LAFORTA-GESTAO: $23.5M Loan Okayed to Stay Afloat in Chapter 11
---------------------------------------------------------------
Rick Archer of Law360 reports that a Texas bankruptcy judge Friday,
June 17, 2022, gave the bankrupt owners of a Gulf of Mexico oil rig
permission to tap into $23.5 million in Chapter 11 financing after
hearing that the cash is needed immediately to keep its currently
anchorless and uninsured rig fit for sale.
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 10-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.
MALLINCKRODT PLC: To Pay NYAG $58.5M for Fueling Opioid Crisis
--------------------------------------------------------------
New York Attorney General Letitia James announced on June 16, 2022,
that her office secured up to $58.5 million from one of the largest
drug manufacturers of opioids in the country, Mallinckrodt plc
(Mallinckrodt), for its role in fueling the opioid crisis.
Mallinckrodt used deceptive and misleading marketing tactics to
encourage use of its highly addictive opioids that harmed
communities across the country. Mallinckrodt entered into
bankruptcy proceedings shortly after Attorney General James filed a
lawsuit against the company in March 2019. The agreement resolves
those claims and raises the total amount secured by Attorney
General James from opioid manufacturers and distributors to more
than $1.5 billion to combat the opioid crisis.
This is the second agreement that Attorney General James has
reached with Mallinckrodt related to harm it caused New Yorkers.
Earlier, Attorney General James announced that Mallinckrodt would
pay $26.8 million for Medicaid fraud.
"For years, Mallinckrodt pumped millions of addictive and harmful
opioid pills into communities, and today they are being held
accountable for the harm they caused," said Attorney General James.
"As Mallinckrodt grew its profits from its opioid business year
over year, New York's public health crisis worsened, addictions
grew, and lives were lost. This agreement can’t reverse the
devastation, but the $1.5 billion in funds we have already
recovered for New York will help us combat the opioid crisis that
these companies helped create and get us closer to ending this
public health crisis."
In 2019, Attorney General James filed a landmark lawsuit against
opioid distributors and manufacturers, including Mallinckrodt, for
their role in the opioid epidemic. In her lawsuit, Attorney General
James detailed Mallinckrodt's egregious conduct that caused
widespread harm. Shortly after, Mallinckrodt entered into
bankruptcy proceedings, because of an onslaught of lawsuits against
the company. Mallinckrodt emerged from bankruptcy proceedings today
and will have 18 months to determine whether it will prepay claims
worth approximately $41.1 million or pay the state $58.5 million
over eight years for fueling the opioid crisis.
New York was instrumental in negotiations with Mallinckrodt prior
to its bankruptcy filing and during the bankruptcy process,
resulting in significant economic recovery, robust injunctive
relief with a monitor, and a historic commitment by the company to
make its internal documents related to its opioids business
available to the public.
As part of the agreement, Mallinckrodt is funding a repository with
the company's records to make public the role it led in the opioid
epidemic. Thus far, 1.4 million documents have been released.
Mallinckrodt is one of five drug manufacturers to settle claims
made by Attorney General James against the companies for their role
in the opioid epidemic. The manufacturers named in the complaint
included Purdue Pharma and its affiliates, as well as members of
the Sackler Family (owners of Purdue) and trusts they control;
Janssen Pharmaceuticals and its affiliates (including its parent
company Johnson & Johnson); Mallinckrodt LLC and its affiliates;
Endo Health Solutions and its affiliates; Teva Pharmaceuticals USA,
Inc. and its affiliates; and Allergan Finance, LLC and its
affiliates. The distributors named in the complaint were McKesson
Corporation, Cardinal Health Inc., Amerisource Bergen Drug
Corporation, and Rochester Drug Cooperative Inc.
Late last 2021, Attorney General James won an opioid trial against
Teva Pharmaceuticals USA. In December 2021, Attorney General James
reached a $200 million agreement with Allergan. In September 2021,
Attorney General James secured $50 million from Endo to combat the
opioid crisis. In July 2021, McKesson, Cardinal Health, and
Amerisource Bergen agreed to pay $1 billion to New York for their
role in the opioid epidemic. In June 2021, Attorney General James
announced a $230 million settlement that ended Johnson &
Johnson’s sale of opioids nationwide.
Pursuant to the opioid settlement fund, all funds collected by the
state from opioid settlements or litigation victories will be
allocated specifically for abatement efforts in communities
devastated by the opioid epidemic and will not go towards the
state’s general fund.
This matter was led by Senior Advisor and Special Counsel M. Umair
Khan and overseen by First Deputy Attorney General Jennifer Levy.
The settlement was also brought about by the work of Senior
Enforcement Counsel John Oleske and Special Counsel Monica Hanna,
as well as Assistant Attorneys General Conor Duffy, Carol Hunt,
Diane Johnston, Leo O’Toole, Jeremy Pfetsch, Noah Popp, Michael
Reisman, and Lois Saldana; Project Attorneys Wil Handley, Stephanie
Torre, and Eve Woodin; Paralegal Ketty Dautruche; Legal Assistant
David Payne; Director of Research and Analytics Jonathan Werberg;
Data Scientist Gautam Sisodia; Data Analyst Anushua Choudhury;
Information Technology Specialists Hewson Chen and Paige Podolny;
E-Discovery Document Review Specialist Kristin Petrella; and former
Counsel for Opioids and Impact Litigation David Nachman.
About Mallinckrodt PLC
Mallinckrodt -- http://www.mallinckrodt.com/-- is a global
business consisting of multiple wholly-owned subsidiaries that
develop, manufacture, market and distribute specialty
pharmaceutical products and therapies. The company's Specialty
Brands reportable segment's areas of focus include autoimmune and
rare diseases in specialty areas like neurology, rheumatology,
nephrology, pulmonology and ophthalmology; immunotherapy and
neonatal respiratory critical care therapies; analgesics; and
gastrointestinal products. Its Specialty Generics reportable
segment includes specialty generic drugs and active pharmaceutical
ingredients.
On Oct. 12, 2020, Mallinckrodt plc and certain of its affiliates
sought Chapter 11 protection in Delaware (Bankr. D. Del. Lead Case
No. 20-12522) to seek approval of a restructuring that would reduce
total debt by $1.3 billion and resolve opioid-related claims
against them.
Mallinckrodt plc disclosed $9,584,626,122 in assets and
$8,647,811,427 in liabilities as of Sept. 25, 2020.
Judge John T. Dorsey oversees the cases.
The Debtors tapped Latham & Watkins, LLP and Richards, Layton &
Finger, P.A. as their bankruptcy counsel; Arthur Cox and Wachtell,
Lipton, Rosen & Katz as corporate and finance counsel; Ropes &
Gray, LLP as litigation counsel; Torys, LLP as CCAA counsel;
Guggenheim Securities, LLC as investment banker; and AlixPartners,
LLP as restructuring advisor. Prime Clerk, LLC is the claims
agent.
The official committee of unsecured creditors retained Cooley, LLP,
as its legal counsel; Robinson & Cole, LLP as co-counsel; and
Dundon Advisers, LLC as financial advisor.
On Oct. 27, 2020, the U.S. Trustee for Region 3 appointed an
official committee of opioid-related claimants. The OCC tapped
Akin Gump Strauss Hauer & Feld, LLP as its lead counsel; Cole
Schotz as Delaware co-counsel; Province, Inc. as financial advisor;
and Jefferies, LLC as investment banker.
MATT HUTCHENS: Seeks Approval to Hire Boyer Terry as Legal Counsel
------------------------------------------------------------------
Matt Hutchens Tire & Auto, Inc. seeks approval from the U.S.
Bankruptcy Court for the Middle District of Georgia to hire Boyer
Terry, LLC as legal counsel in its Chapter 11 case.
The firm's services include:
a. advising the Debtor regarding its powers and obligations in
the continued operation of its business;
b. preparing legal papers;
c. continuing existing litigation, if any, to which the Debtor
may be a party and conducting examinations incidental to the
administration of its estate;
d. taking necessary actions for the proper preservation and
administration of the Debtor's estate;
e. assisting the Debtor in the preparation and filing of its
statement of financial affairs, schedules and lists;
f. taking necessary actions related to the use by the Debtor
of its property pledged as collateral, including cash collateral,
if any;
g. asserting all claims the Debtor has against others;
h. working with the Subchapter V trustee to comply with all
provisions of the Bankruptcy Code and propose a consensual plan of
reorganization;
i. performing all other necessary legal services for the
Debtor.
The firm will charge these hourly fees:
Attorney $300 - $370
Paralegals $100
The Debtor provided an initial retainer deposit of $4,000.
As disclosed in court filings, Boyer Terry is a "disinterested
person" within the meaning of Section 101(14) of the Bankruptcy
Code.
The firm can be reached through:
Christopher W. Terry, Esq.
Boyer Terry, LLC
348 Cotton Avenue, Suite 200
Macon, GA 31201
Phone: (478) 742-6481
Email: chris@boyerterry.com
About Matt Hutchens Tire & Auto
Matt Hutchens Tire & Auto, Inc., doing business as Mark's
Automotive, operates a general automotive repair business.
Matt Hutchens Tire & Auto filed a petition under Chapter 11,
Subchapter V of the Bankruptcy Code (Bankr. M.D. Ga. Case No.
22-50616) on June 6, 2022, listing as much as $500,000 in both
assets and liabilities. Robert M. Matson serves as Subchapter V
trustee.
The case is assigned to Judge James P. Smith.
Christopher W. Terry, Esq., at Boyer Terry, LLC is the Debtor's
counsel.
MILLENNIUM SERVICES: Case Summary & 20 Top Unsecured Creditors
--------------------------------------------------------------
Debtor: Millennium Services of Florida, LLC
1904 Williams Road
Winter Garden, FL 34787
Business Description: Millennium Services is a landscape
management company headquartered in Winter
Garden, Florida. The Debtor offers a wide
range of customer needs including; HOA
communities, resorts, office parks, shopping
centers, apartment complexes, or hotels
providing landscape maintenance services in
the Greater Orlando area.
Chapter 11 Petition Date: June 20, 2022
Court: United States Bankruptcy Court
Middle District of Florida
Case No.: 22-02173
Debtor's Counsel: Kenneth D. Herron, Jr., Esq.
HERRON HILL LAW GROUP, PLLC
P.O. Box 2127
Orlando, FL 32802
Tel: 407-648-0058
Email: chip@herronhilllaw.com
Estimated Assets: $500,000 to $1 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Michael T. Cox as manager.
A copy of the Debtor's list of 20 largest unsecured creditors is
available for free at PacerMonitor.com at:
https://www.pacermonitor.com/view/4PFIZXQ/Millennium_Services_of_Florida__flmbke-22-02173__0003.0.pdf?mcid=tGE4TAMA
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/4E64Z7I/Millennium_Services_of_Florida__flmbke-22-02173__0001.0.pdf?mcid=tGE4TAMA
MOVIMIENTO PENTECOSTAL: Unsecureds to be Paid in Full in 60 Months
------------------------------------------------------------------
Movimiento Pentecostal Apostolico Cristiano Incorporado filed with
the U.S. Bankruptcy Court for the District of Puerto Rico a Plan of
Reorganization and a Disclosure Statement.
The Debtor filed the instant petition in order to provide a
feasible plan of reorganization to pay creditors pursuant to the
Bankruptcy Code. Debtor filed the bankruptcy voluntary petition
under Chapter 11 seeking protection from the Court in order to
reorganize its finances and to avoid foreclosure of the property
where the church is located.
Debtor expects its monthly disposable income to be approximately
$2,050.00 monthly through the life of the plan; this plus funds
accumulated by the Debtor as available income will allow Debtor to
comply with the proposed monthly payments of $1,428.21 for the five
years of the plan. The funds accumulated by the Debtor as available
income in its most recent operating report will be used by the
Debtor to provide for the payment of administrative expenses and
other expenses of the Debtor in addition to fund the proposed
payment plan.
Class 1 consists of the Secured Claim of Oriental Bank (Claim No.
2). This claim shall be paid in full in the principal amount of
$180,000.00 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
$154,108.57 on the 60th month with proceeds to come from a
refinancing. Class 1 creditor is impaired.
Class 2 consists of General Unsecured Nonpriority Claims. Class 2
includes creditor Coop A/C Roosevelt Roads (Claim No. 1), with a
claim in the amount of $7,528, as allowed, approved and ordered
paid by the Court. This claim shall 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, unless creditor agree
with the Debtor to a different treatment. Class 2 as allowed and
ordered paid by the Court is impaired under the Plan.
The Debtor will be able to execute this plan through the Debtor's
income for the 60 months beginning on the effective date of the
plan, which includes income from offerings to the church and
donations from church activities.
A full-text copy of the Disclosure Statement dated June 16, 2022,
is available at https://bit.ly/3Obkt1E from PacerMonitor.com at no
charge.
The Debtor is represented by:
Enrique M. Almeida, Esq.
Zelma B. Davila, Esq.
Almeida & Davila, P.S.C.
268 Ave. Ponce de Leon
San Juan, PR 00918
Tel: (787) 722-2500
Fax: (787) 777-1376
Email: enrique.almeida@almeidadavila.com
zelma.davila@almeidadavila.com
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.
Movimiento Pentecostal Apostolico Cristiano filed a Chapter 11
bankruptcy petition (Bankr. D.P.R. Case No. 21-02645) on Sept. 1,
2021, listing as much as $500,000 in both assets and liabilities.
The Debtor is represented by Almeida & Davila, P.S.C.
MTC HOLDINGS: Voluntary Chapter 11 Case Summary
-----------------------------------------------
Debtor: MTC Holdings, LLC
357 Cedarcrest Court
Lake Mary, FL 32746
Business Description: The Debtor is a provider of business support
services.
Chapter 11 Petition Date: June 20, 2022
Court: United States Bankruptcy Court
Middle District of Florida
Case No.: 22-02178
Debtor's Counsel: Kenneth D. Herron, Jr., Esq.
HERRON HILL LAW GROUP, PLLC
P.O. Box 2127
Orlando, FL 32802
Tel: 407-647-0058
Email: chip@herronhilllaw.com
Estimated Assets: $0 to $50,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Michael T. Cox as CEO.
The Debtor failed to include in the petition a list of its 20
largest unsecured creditors.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/CQODZMY/MTC_Holdings_LLC__flmbke-22-02178__0001.0.pdf?mcid=tGE4TAMA
NERAM GROUP: Unsecured Creditors to Recover 100% in Plan
--------------------------------------------------------
Neram Group Inc. filed with the U.S. Bankruptcy Court for the
Central District of California a Disclosure Statement describing
Plan of Reorganization dated June 16, 2022.
The Debtor is a California corporation that owns and operates a
12-unit residential apartment house located at 1211, 1215, and 1219
No. El Dorado Street, Ontario, CA, 91764 (the "Property").
The Debtor lost control of the Property when M&A Enterprise, LLC
took over the operation in 2017 but regained control and possession
at the start of this Chapter 11 proceeding. It currently operates
the Property and leases it to tenants and their families.
The Debtor will accomplish the objectives of this Plan in two ways;
(a) by selling the subject real property located at 1211, 1215, and
1219 El Dorado, Ontario, California 91764 ("Property") for the
purpose of funding the payments under the Plan; and (b) by seeking
to recover $3.7 million in overpayments to M&A Enterprises/Miguel
Arreola, a claimant against the Debtor.
To assist the Debtor in formulating the listing price and the
marketing strategy regarding the Property the Debtor has filed or
will shortly file an application to hire an appraiser whose
employment will be subject to the order of the Court.
Subject to the upcoming appraisal valuation, the Debtor believes
that as of the Petition Date the value of the Property is
approximately $2,500,000, more or less. The filed proofs of claim
exceed that amount. Therefore, the Debtor reserves the right under
this Plan to sell the Property without paying all of the secured
claims at the time of sale and instead transferring the claimed
liens to the proceeds pending the resolution of the claims
process.
Class 3 consists of General Unsecured Claims. The allowed General
Unsecured Claims will be paid on a quarterly basis from the
Unsecured Pot over seven years on a pro rata basis determined by
the amount of each allowed claim. The Unsecured Pot will receive up
to 1/28 of the full amount (i.e., 100% payment without interest) of
the allowed claims every three months starting 90 days after the
effective date. This Class will receive a distribution of 100% of
their allowed claims. These creditors are impaired.
Class 4 consists of Interest Holders. Humberto Figuerola is the
100% shareholder. He will pay $15,000 in new value to retain his
interest on the effective date. The Debtor contends that $15,000
is a fair amount of new value to pay given the fact that the Debtor
is insolvent at this time based on the claims filed (prior to the
confirmation of the Plan). The amount of $15,000 is substantial and
necessary for the reorganization. The interest holder is impaired.
The Plan will be funded by the following: (a) Funds in the
debtor-in-possession accounts as of the effective date in an amount
that varies from day to day but in excess of $40,000; (b) the sum
of $15,000 in new value paid to Debtor; (c) the net proceeds from
the sale of the Property; (d) the proceeds, if any, of the
litigation against ARREOLA/M&A; and (e) to the extent applicable
pending sale Debtor's income from future operations.
Debtor has identified several impaired classes that appear likely
to approve the plan. Class 2.1 has one member, SMN Lo, Inc. It has
a secured claim with priority and the differences between the
creditor's calculation and the Debtor's calculation is relatively
small. The second class that will likely to approve the Plan is
Class 3 because the Plan provides for a 100% payout over time. The
third class that will likely approve the Plan is Class 4 which has
one member, Humberto Figuerola. However, he is an insider whose
acceptance will not be enough to trigger the cramdown rules.
A full-text copy of the Disclosure Statement dated June 16, 2022,
is available at https://bit.ly/3QyOryf from PacerMonitor.com at no
charge.
General Counsel for Debtor:
Robert M. Yaspan, Esq.
Joseph G. McCarty, Esq.
Debra R. Brand, Esq.
Law Offices of Robert M. Yaspan
21700 Oxnard Street, Suite 1750
Woodland Hills, CA 91367
Tel: (818) 905-7711
Fax: (818) 501-7711
About Neram Group
Neram Group, Inc. is a company based in Orange, Calif. It is the
fee simple owner of a 12-unit apartment building located at 1211 N.
El Dorado Ave, Ontario, Calif., having a comparable sale value of
$2.5 million.
Neram Group filed a petition for Chapter 11 protection (Bankr. C.D.
Cal. Case No. 22-10268) on Feb. 16, 2022, listing $2,802,000 in
assets and $1,675,000 in liabilities. Humberto Perez Figuerola,
chief executive officer, signed the petition.
Judge Scott C. Clarkson oversees the case.
The Debtor tapped the Law Offices of Robert M. Yaspan as bankruptcy
counsel.
O'BRIEN FAMILY: Case Summary & Four Unsecured Creditors
-------------------------------------------------------
Debtor: The O'Brien Family Land Trust
POB 480060
Fort Lauderdale, FL 33348
Business Description: The O'Brien Family Land Trust is a Single
Asset Real Estate (as defined in 11 U.S.C.
Section 101(51B)). The Debtor is the owner
a property located at 2817 North Atlantic
Blvd., Ft Lauderdale, Fla. valued at $2.7
million.
Chapter 11 Petition Date: June 20, 2022
Court: United States Bankruptcy Court
Southern District of Florida
Case No.: 22-14760
Judge: Hon. Peter D. Russin
Debtor's Counsel: Susan D. Lasky, Esq.
SUE LASKY, PA
320 SE 18 Street
Fort Lauderdale, FL 33316
Tel: 954-400-7474
Email: Jessica@SueLasky.com
Total Assets: $2,700,000
Total Liabilities: $2,270,842
The petition was signed by Carol Storms as trustee.
A full-text copy of the petition containing, among other items, a
list of the Debtor's four unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/J22ARWA/The_OBrien_Family_Land_Trust__flsbke-22-14760__0001.0.pdf?mcid=tGE4TAMA
PETROLIA ENERGY: Reports $447K Net Loss in Q1 2021
--------------------------------------------------
Petrolia Energy Corporation filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q disclosing a net loss
attributable to common stockholders of $447,106 on $1.08 million of
total revenues for the three months ended March 31, 2021, compared
to a net loss attributable to common stockholders of $1.08 million
on $481,121 of total revenues for the three months ended March 31,
2020.
As of March 31, 2021, the Company had $7.40 million in total
assets, $10.94 million in total liabilities, and a total
stockholders' deficit of $3.54 million.
As of March 31, 2021, the Company had total current assets of
$588,950 and total assets of $7,395,902. Its total current
liabilities as of March 31, 2021 were $6,803,802 and its total
liabilities as of March 31, 2021 were $10,935,862. The Company had
negative working capital of $6,214,852 as of March 31, 2021.
The Company's material asset balances are made up of oil and gas
properties and related equipment. Its most significant liabilities
are notes payable and notes payable related party of $4,190,267
along with accounts payable and accrued liabilities. Its largest
accounts payable balance is with the operator of the Cona field.
The largest accrued liabilities are $675,340 of accrued dividends
on our preferred stock and $456,581 owed to related parties for
board fees and other compensation.
Net cash used in operating activities was $46,957 and $239,860 for
the three months ended March 31, 2021 and 2020, respectively. The
primary cause for the decrease was an increase in net income, due
to the increased production in Canada, and the payment of
compensation using stock rather than cash.
Net cash from investing activities was $0.00 for the three months
ended March 31, 2021 compared to net cash used of $1,374,353 for
the three months ended March 31, 2020. The change was primarily
due to the funds used to acquire the Canadian Properties in the
first quarter of March 2020.
Net cash used by financing activities was $12,147 for the three
months ended March 31, 2021; net cash provided by financing
activities was $1,652,674 for the three months ended March 31,
2020. The decrease of $1,640,527 was primarily due to the loan of
$1,418,934 in 2020 from a third party, while no new notes payable
were incurred in the first quarter of 2021.
During the quarter ended March 31, 2021, the Company operated at a
negative cash flow from operations of approximately $15,500 per
month and its auditors have raised a going concern in their audit
report as contained herein.
Petrolia said, "The Company has suffered recurring losses from
operations. These conditions raise substantial doubt about the
Company's ability to continue as a going concern. We plan to
generate profits by working over existing wells, reducing general
and administrative expenses and optimizing the cashflow from our
producing assets. However, we may need to raise additional funds
to workover wells through the sale of our securities, through loans
from third parties or from third parties willing to pay our share
of drilling and completing the wells. We do not have any
commitments or arrangements from any person to provide us with any
additional capital.
"If additional financing is not available when needed, we may need
to cease operations. There can be no assurance that we will be
successful in raising the capital needed to recomplete oil or gas
wells nor that any such additional financing will be available to
us on acceptable terms or at all.
"Management believes that actions presently being taken to obtain
additional funding provide the opportunity for the Company to
continue as a going concern."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1368637/000149315222016886/form10-q.htm
About Petrolia
Petrolia Energy Corporation is engaged in the exploration and
development of oil and gas properties. Since 2015, the Company
has
established a strategy to acquire, enhance and redevelop
high-quality, resource in place assets. As of 2018, the Company
has included strategic acquisitions in western Canada while
actively pursuing the strategy to execute low-cost operational
solutions, and affordable technology.
Petrolia Energy reported a net loss of $10.31 million for the year
ended Dec. 31, 2020, compared to a net loss of $2.89 million for
the year ended Dec. 31, 2019. As of Dec. 31, 2020, the Company had
$7.16 million in total assets, $11.30 million in total liabilities,
and a total stockholders' deficit of $4.14 million.
Houston, Texas-based M&K CPAS, PLLC, the Company's auditor since
2019, issued a "going concern" qualification in its report dated
May 13, 2022, citing that the company suffered recurring net losses
from operations for the years ended December 31, 2020 and 2019 and
has a working capital deficit at Dec. 31, 2020, which raises
substantial doubt about its ability to continue as a going
concern.
PETROTEQ ENERGY: Signs Deal to Reprice Prior Debt Conversions
-------------------------------------------------------------
Petroteq Energy Inc. announced that, pursuant to a request from the
TSX Venture Exchange, the Company has agreed with two arm's length
creditors to amend the terms of two debt conversion transactions
for the settlement of US$538,971 of debt originally announced on
Nov. 27, 2021. These two debt transactions have been previously
reported in the Company's financial filings.
The Company and the two arm's length creditors have agreed to amend
the conversion price from US$0.119 to US$0.175 resulting in an
aggregate issuance of 3,079,833 common shares of the Company in
lieu of 4,529,166 common shares. The trading halt was lifted on
May 27, 2022 and the Company is permitted to submit these
conversion settlements to the Exchange for approval.
The foregoing transactions remain subject to approval of the
directors of the Company and regulatory approval from the Exchange.
The foregoing common shares have not been and will not be
registered under the United States Securities Act of 1933, as
amended, or any state securities laws. One of the creditors is
domiciled in the United States and will be issued 1,712,679 common
shares as "restricted securities", in reliance on exemptions from
U.S. federal and state registration requirements. In addition, the
securities issuable pursuant to the transactions will be subject to
a Canadian four-month hold period.
About Petroteq Energy Inc.
Petroteq Energy Inc. -- www.Petroteq.energy -- is a clean
technology company focused on the development, implementation and
licensing of a patented, environmentally safe and sustainable
technology for the extraction and reclamation of heavy oil and
bitumen from oil sands and mineable oil deposits. Petroteq is
currently focused on developing its oil sands resources at Asphalt
Ridge and upgrading production capacity at its heavy oil extraction
facility located near Vernal, Utah.
Petroteq Energy reported a net loss and comprehensive loss of $9.47
million for the year ended Aug. 31, 2021, a net loss and
comprehensive loss of $12.38 million for the year ended Aug. 31,
2020, and a net loss and comprehensive loss of $15.79 million for
the year ended Aug. 31, 2019. As of Nov. 30, 2021, the Company had
$79.79 million in total assets, $10.67 million in total
liabilities, and $69.12 million in total shareholders' equity.
Vancouver, British Columbia, Canada-based Hay & Watson, the
Company's auditor since 2012, issued a "going concern"
qualification in its report dated Dec. 14, 2021, citing that the
Company has had recurring losses from operations and has a net
capital deficiency, which raises substantial doubt about its
ability to continue as a going concern.
PIONEER CONTRACTING: Taps Frost & Associates as Special Counsel
---------------------------------------------------------------
Pioneer Contracting Corporation, Inc. seeks approval from the U.S.
Bankruptcy Court for the District of Maryland to employ Frost &
Associates, LLC as special counsel on tax matters.
The Debtor requires a special counsel to address, respond, and
conduct through completion the ongoing settlement process to
resolve all outstanding tax liabilities due and owing to the
Internal Revenue Service; assist with current tax compliance
required under the settlement process; and assist with the
resolution of all outstanding matters before the Comptroller of
Maryland.
The firm has requested an initial retainer in the amount of
$5,000.
Alla Cates, Esq., the associate responsible for this matter, will
bill $395 per hour for her services.
Ms. Cates disclosed in a court filing that she neither represents
nor holds any interest adverse to the interest of the Debtor.
Frost & Associates can be reached through:
Alla Cates, Esq.
Frost & Associates, LLC
839 Bestgate Road, Suite 400
Annapolis, MD 21401
Tel: (410) 497-5947
Fax: (888) 235-8405
Email: alla.cates@frosttaxlaw.com
www.FrostTaxLaw.com
About Pioneer Contracting
Pioneer Contracting Corporation, Inc., a company in Glen Burnie,
Md., sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. D. Md. Case No. 22-11451) on March 21, 2022, listing up to
$50,000 in assets and up to $10 million in liabilities. Bhialal B.
Patel, president, signed the petition.
Judge Nancy V. Alquist oversees the case.
The Debtor tapped RLC Lawyers & Consultants as bankruptcy counsel;
Frost & Associates, LLC as special counsel; and Dhaval Patel at QCS
Accounting, Inc. as accountant.
PLATINUM GROUP: SA Court Dismisses Challenge to Maseve Mine Sale
----------------------------------------------------------------
Platinum Group Metals Ltd. reports that the High Court of South
Africa delivered a judgment dismissing a challenge brought by
Africa Wide Mineral Prospecting and Exploration (Pty) Limited, a
wholly owned subsidiary of Wesizwe Platinum Limited, to the 2018
sale of the Maseve Mine. In its judgment the High Court dismissed
all of the claims for which Africa Wide contended and ordered
Africa Wide to make payment of the defendants' costs.
On Nov. 23, 2017, definitive agreements were concluded to dispose
of the share interests in Maseve Investments 11 (Pty) Ltd. to Royal
Bafokeng Platinum Limited ("RBPlat") in a transaction valued at
approximately US$74.0 million. The Maseve Transaction occurred as
a scheme of arrangement by way of two interdependent stages in
accordance with section 115 of the South Africa Companies Act.
Under the Scheme, Africa Wide was required to simultaneously
dispose of its 17.1% interest together with the Company's 82.9%
interest in Maseve. Stage one, being the sale of certain of
Maseve's assets for approximately US$58 million in cash, was
completed on April 5, 2018. Stage two, being the sale of 100% of
Maseve's issued shares to RBPlat in exchange for RBPlat common
shares, was completed on
April 26, 2018.
Notwithstanding that the statutory period to challenge the Scheme
under the Companies Act had expired more than five months earlier,
in September 2018 Africa Wide instituted legal proceedings against
the Company's wholly owned subsidiary, Platinum Group Metals (RSA)
(Pty) Limited, RBPlat and Maseve, seeking to set aside the Maseve
Transaction on the basis, amongst others, that stage one of the
Scheme was completed without the consent of Africa Wide.
In its ruling, the High Court found that Africa Wide had firstly
failed to make its case on the evidence and secondly that, having
failed to challenge the Scheme under the Companies Act, Africa
Wide's case was statutorily barred. Platinum Group CEO Frank
Hallam stated, "We are very satisfied to receive the judgment of
the High Court in this matter. This is the second formal dispute
we have been subjected to by Wesizwe, and we are once again
comforted by the fair, methodical and just functioning of the South
African judicial system. We thank our legal team and our
co-defendants in this matter for their dedicated and professional
actions. We look forward to continuing our focus on the
advancement of the Waterberg Project."
Africa Wide may apply for leave to appeal the June 14, 2022
judgment of the High Court until July 6, 2022.
About Platinum Group Metals
Headquartered in British Columbia, Canada, Platinum Group Metals
Ltd. -- http://www.platinumgroupmetals.net-- is a platinum and
palladium focused exploration, development and operating company
conducting work primarily on mineral properties it has staked or
acquired by way of option agreements or applications in the
Republic of South Africa and in Canada.
Platinum Group reported a loss of $13.06 million for the year ended
Aug. 31, 2021, a loss of $7.13 million for the year ended Aug. 31,
2020, a loss of $16.78 million for the year ended Aug. 31, 2019,
and a loss of $41.02 million for the year ended Aug. 31, 2018.
PRODUCE DEPOT: Seeks to Hire David S. Friedkin CPA as Accountant
----------------------------------------------------------------
Produce Depot USA, LLC seeks court approval to employ David S.
Friedkin, CPA as its accountant.
The firm's services include:
a) gathering and verifying all pertinent information required
to compile and prepare monthly operating reports;
b) preparing monthly operating reports for the Debtor.
David S. Friedkin, CPA will charge $120 per report.
The firm received a retainer in the amount of $1,000.
As disclosed in court filings, David S. Friedkin, CPA is a
"disinterested person" within the meaning of Section 101(14) of the
Bankruptcy Code.
The firm can be reached through:
David S. Friedkin, CPA
David S. Friedkin CPA
601 Haring Farm Ct
Westwood, NJ 07675
Tel: 201-314-3151
Email: dsfriedkin@gmail.com
About Produce Depot USA
Produce Depot, LLC is a merchant wholesaler of grocery and related
products in Brooklyn, N.Y.
Produce Depot sought Chapter 11 bankruptcy protection (Bankr.
E.D.N.Y. Case No. 22-40412) on March 2, 2022, listing zero asset
and $1,660,488 in liabilities. On June 9, 2022, the case was
transferred to the U.S. Bankruptcy Court for the District of New
Jersey.
Alla Kachan, Esq., at the Law Offices of Alla Kachan, P.C. is the
Debtor's counsel.
PROFESSIONAL DIVERSITY: Registers 425K Shares Under 2013 Plan
-------------------------------------------------------------
Professional Diversity Network, Inc. filed a Form S-8 registration
statement with the Securities and Exchange Commission for purposes
of registering an additional 425,473 shares of common stock, $0.01
par value of the Company that may be issued pursuant to the Amended
and Restated Professional Diversity Network, Inc. 2013 Equity
Compensation Plan.
The additional shares are authorized for issuance under the 2013
Plan as a result of amendments to the 2013 Plan that were approved
by the Company's shareholders on June 26, 2017, Nov. 8, 2018 and
June 14, 2021. The shares registered exclude 849,527 shares of
Common Stock previously issued under the 2013 Plan to directors,
officers, and certain employees of the Company in transactions
exempt from the registration requirements of the Securities Act of
1933, as amended. In accordance with applicable guidance of the
Securities and Exchange Commission, the number of shares registered
includes shares underlying outstanding but unexercised stock
options granted under the 2013 Plan. A full-text copy of the
prospectus is available for free at:
https://www.sec.gov/Archives/edgar/data/1546296/000149315222016899/forms-8.htm
About Professional Diversity
Headquartered in Chicago, Illinois, Professional Diversity Network,
Inc. -- https://www.prodivnet.com -- is a global developer and
operator of online and in-person networks that provides access to
networking, training, educational and employment opportunities for
diverse individuals.
Professional Diversity reported a net loss of $2.76 million for the
year ended Dec. 31, 2021, a net loss of $4.35 million for the year
ended Dec. 31, 2020, compared to a net loss of $3.84 million for
the year ended Dec. 31, 2019. As of March 31, 2022, the Company
had $8.15 million in total assets, $5.56 million in total
liabilities, and $2.59 million in total stockholders' equity.
Wilmington, DE-based Ciro E. Adams, CPA, LLC, the Company's auditor
since 2018, in its report dated March 31, 2022, citing that the
Company has incurred significant losses, and needs to raise
additional funds to meet its obligations and sustain its
operations. These conditions raise substantial doubt about the
Company's ability to continue as a going concern.
PUERTO RICO: HTA's Debt Reorganization Heading for Creditor Vote
----------------------------------------------------------------
Rick Archer of Law360 reports that a New York federal judge Friday,
June 17, 2022, sent the plan to restructure the Puerto Rico
Highways and Transportation Authority's $6.7 billion debt out for a
creditor vote, overriding a group of highway engineers who said
their wage litigation claims were wrongly classified.
At the hearing, U.S. District Judge Laura Swain found the
disclosure statement submitted by the Financial Oversight and
Management Board of Puerto Rico was adequate, saying the engineers'
argument that their work was too vital to call their pay claims
unsecured can be resolved at the plan confirmation hearing.
The proposed scheduling order provides for a July 27 deadline for
objections to confirmation, a July 27 voting deadline, and an Aug.
17-18 Plan confirmation hearing.
About Puerto Rico
Puerto Rico is a self-governing commonwealth in association with
the United States that's facing a massive bond debt of $70 billion,
a 68% debt-to-GDP ratio and negative economic growth in nine of the
last 10 years.
The Commonwealth of Puerto Rico has sought bankruptcy protection,
aiming to restructure its massive $74 billion debt-load and $49
billion in pension obligations.
The debt restructuring petition was filed by Puerto Rico's
financial oversight board in U.S. District Court in Puerto Rico
(Case No. 17-01578) on May 3, 2017, and was made under Title III of
2016's U.S. Congressional rescue law known as the Puerto Rico
Oversight, Management, and Economic Stability Act ('PROMESA').
The Financial Oversight and Management Board later commenced Title
III cases for the Puerto Rico Sales Tax Financing Corporation
(COFINA) on May 5, 2017, and the Employees Retirement System (ERS)
and the Puerto Rico Highways and Transportation Authority (HTA) on
May 21, 2017. On July 2, 2017, a Title III case was commenced for
the Puerto Rico Electric Power Authority ("PREPA").
U.S. Chief Justice John Roberts has appointed U.S. District Judge
Laura Taylor Swain to oversee the Title III cases. The Honorable
Judith Dein, a United States Magistrate Judge for the District of
Massachusetts, has been designated to preside over matters that may
be referred to her by Judge Swain, including discovery disputes,
and management of other pretrial proceedings.
Joint administration of the Title III cases, under Lead Case No.
17-3283, was granted on June 29, 2017.
The Oversight Board has hired as advisors, Proskauer Rose LLP and
O'Neill & Borges LLC as legal counsel, McKinsey & Co. as strategic
consultant, Citigroup Global Markets, as municipal investment
banker, and Ernst & Young, as financial advisor.
Martin J. Bienenstock, Esq., Scott K. Rutsky, Esq., and Philip M.
Abelson, Esq., of Proskauer Rose; and Hermann D. Bauer, Esq., at
O'Neill & Borges are on-board as attorneys.
McKinsey & Co. is the Board's strategic consultant, Ernst & Young
is the Board's financial advisor, and Citigroup Global Markets Inc.
is the Board's municipal investment banker.
Prime Clerk LLC is the claims and noticing agent. Prime Clerk
maintains a case web site at
https://cases.primeclerk.com/puertorico
Epiq Bankruptcy Solutions LLC is the service agent for ERS, HTA,
and PREPA.
O'Melveny & Myers LLP is counsel to the Commonwealth's Puerto Rico
Fiscal Agency and Financial Advisory Authority (AAFAF), the agency
responsible for negotiations with bondholders.
The Oversight Board named Professor Nancy B. Rapoport as fee
examiner and to chair a committee to review professionals' fees.
* * *
The two Title III plans of adjustment have been confirmed to date,
for the Commonwealth and COFINA debtors.
QUANTUM CORP: Director Raghavendra Rau Won't Seek Reelection
------------------------------------------------------------
Raghavendra Rau, a member of the Board of Directors of Quantum
Corporation, informed the Company of his decision not to stand for
re-election as a member of the Board at the Company's upcoming 2022
annual meeting of stockholders.
Mr. Rau currently serves as the Lead Independent Director, Chair of
the Leadership and Compensation Committee, and as a member of the
Corporate Governance and Nominating Committee. Mr. Rau's decision
not to stand for re-election did not involve any disagreement with
the Company.
About Quantum Corp.
Based in San Jose, California, Quantum Corp. (NYSE:QTM) --
http://www.quantum.com-- provides technology and services that
stores and manages video and video-like data delivering streaming
for video and rich media applications, along with low cost, high
density massive-scale data protection and archive systems. The
Company helps customers capture, create and share digital data and
preserve and protect it for decades.
Quantum Corp reported a net loss of $32.28 million for the year
ended March 31, 2022, a net loss of $35.46 million for the year
ended March 31, 2021, and a net loss of $5.21 million for the year
ended March 31, 2020. As of March 31, 2022, the Company had
$201.64 million in total assets, $328.32 million in total
liabilities, and a total stockholders' deficit of $126.68 million.
QUANTUM CORP: Director Raghavendra Rau Won't Stand for Re-Election
------------------------------------------------------------------
Raghavendra Rau, a member of the Board of Directors of Quantum
Corporation, informed the Company of his decision not to stand for
re-election as a member of the Board at the Company's upcoming 2022
annual meeting of stockholders.
Mr. Rau currently serves as the Lead Independent Director, Chair of
the Leadership and Compensation Committee, and as a member of the
Corporate Governance and Nominating Committee. His decision not to
stand for re-election did not involve any disagreement with the
Company, as disclosed in a Form 8-K filed with the Securities and
Exchange Commission.
About Quantum Corp.
Based in San Jose, California, Quantum Corp. (NYSE:QTM) --
http://www.quantum.com-- provides technology and services that
stores and manages video and video-like data delivering streaming
for video and rich media applications, along with low cost, high
density massive-scale data protection and archive systems. The
Company helps customers capture, create and share digital data and
preserve and protect it for decades.
Quantum reported a net loss of $32.82 million for the year ended
March 31, 2022, a net loss of $35.46 million for the year ended
March 31, 2021, and a net loss of $5.21 million for the year ended
March 31, 2020. As of March 31, 2022, the Company had $201.63
million in total assets, $328.32 million in total liabilities, and
a total stockholders' deficit of $126.68 million.
RALSTON-LIPPINCOTT: Seeks to Tap Michael D. Pinsky as Legal Counsel
-------------------------------------------------------------------
Ralston-Lippincott-Hasbrouck-Ingrassia Funeral Home, Inc. seeks
approval from the U.S. Bankruptcy Court for the Southern District
of New York to hire the Law Office of Michael D. Pinsky, P.C. as
its legal counsel.
The firm's services include:
(a) giving legal advice regarding the powers and duties of a
debtor-in-possession in the continued operation of its business and
the appropriate management of estate property;
(b) preparing all records and reports as required by the
Bankruptcy Rules and the Local Bankruptcy Rules of the Southern
District of New York, and the operating guidelines of the Office of
the United States Trustee;
(c) assisting in the determination of the value of property of
the estate, the treatment of secured debt, the resolution of
claims, the defense of motions for modification of the automatic
stay, the provision of adequate protection, the disposition of
property, and the treatment of claims in connection with a Chapter
11 plan of reorganization;
(d) negotiating and preparing all necessary applications and
proposed orders, including without limitation, applications for the
use of cash collateral, the retention of professionals, payment of
critical vendors, maintenance of utility service, the sale of
estate property, post-petition financing, and other applications
pertinent to the successful resolution of the Debtor's Chapter 11
case;
(e) examining proofs of claim and prosecuting objections to
certain of such claims;
(f) providing advice and preparing documents in connection
with reorganization, including the formulation and preparation of a
disclosure statement and plan of reorganization;
(g) representing the estate's interest in adversary
proceedings; and
(h) all other matters reasonably necessary to restructure the
Debtor's indebtedness and reorganize its financial affairs in this
case.
The hourly rates charged by the firm for its services are as
follows:
Counsels $475
Paralegals $125
In addition, the firm will seek reimbursement for work-related
expenses.
Michael Pinsky, Esq., disclosed in a court filing that his firm is
a "disinterested person" as the term is defined in Section 101(14)
of the Bankruptcy Code.
The firm can be reached at:
Michael D. Pinsky, Esq.
Law Office of Michael D. Pinsky, P.C.
372 Fullerton Ave., #11
Newburgh, NY 12550-3744
Tel: (845) 245-6001
Fax: (845) 684-0547
Email pinsky.bkr.law@gmail.com
About Ralston-Lippincott-Hasbrouck-Ingrassia
Ralston-Lippincott-Hasbrouck-Ingrassia Funeral Home is a death care
services provider offering a complete range of services from
funerals to cremations. It is based in Middletown, N.Y.
Ralston-Lippincott-Hasbrouck-Ingrassia filed a petition under
Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. S.D.N.Y.
Case No. 22-35340) on May 19, 2022, listing as much as $10 million
in both assets and liabilities. Charles Persing serves as
Subchapter V trustee.
Judge Cecelia G. Morris oversees the case.
Michael D. Pinsky, Esq. at the Law Office of Michael D. Pinsky,
P.C. represents the Debtor as counsel.
REGIONAL HEALTH: Signs Separation Agreement With Former CFO
-----------------------------------------------------------
As previously disclosed, on March 21, 2022, Ben Waites, the then
chief financial officer and executive vice president of Regional
Health Properties, Inc., and the Company mutually agreed that Mr.
Waites would relinquish the duties and responsibilities as the
Company's principal financial officer and principal accounting
officer, and he ceased functioning as the Company's principal
financial officer and principal accounting officer as of that
date.
On June 13, 2022, the Company executed a Separation and Release of
Claims Agreement, which provides that Mr. Waites' last day of
active employment was March 21, 2022. Pursuant to the Agreement,
the Company has paid, or will pay, to Mr. Waites: (i) salary and
benefits through March 31, 2022, including any earned but unused
paid time off in accordance with the Company's usual policy and
procedures; (ii) three months of base salary in accordance with the
Company's regular payroll practices; and (iii) a final additional
payment of $24,000, within 30 days following the last base salary
payment, subject to Mr. Waites compliance with the provisions of
the Agreement. Under the Agreement, Mr. Waites has agreed: (i) for
a period of three months, to cooperate with the Company regarding
matters arising out or, of related to, Mr. Waites service to the
Company; and (ii) to customary confidentiality and
non-disparagement covenants. Except as set forth in the Agreement,
Mr. Waites is not entitled to any further compensation or
benefits.
Pursuant to the Agreement: (i) Mr. Waites has released the Company
and related parties from all claims arising out of, or related to,
Mr. Waites's hire, benefits, or employment by, or termination or
separation from, the Company, subject to certain exclusions; and
(ii) in exchange for Mr. Waites's release and the non-revocation
thereof, the Company has released Mr. Waites from all claims that
may be released by law, except for claims with respect to (a)
events, acts or omissions occurring after the parties' execution of
the Agreement, (b) Mr. Waites's breach of any terms of the
Agreement, and (c) any criminal activity or intentional misconduct
by Mr. Waites during his employment with the Company.
About Regional Health Properties
Regional Health Properties, Inc. (NYSE American: RHE) (NYSE
American: RHEpA) -- http://www.regionalhealthproperties.com-- is
a
self-managed healthcare real estate investment company that invests
primarily in real estate purposed for senior living and long-term
healthcare through facility lease and sub-lease transactions.
Regional Health a net loss of $1.18 million for the year ended Dec.
31, 2021, and a net loss of $688,000 for the year ended Dec. 31,
2020. As of Dec. 31, 2021, the Company had $105.70 million in
total assets, $95.30 million in total liabilities, and $10.40
million in total stockholders' equity.
RENNOVA HEALTH: Plans to Develop Mental and Behavioral Health Unit
------------------------------------------------------------------
Rennova Health, Inc. Chief Executive Officer Seamus Lagan joined
Stock Day host Sever Copley to discuss progress with the business
and the Company's plans to develop a mental and behavioral health
division.
Copley started off by asking about the performance of the current
hospital operations. Lagan stated his belief that the business was
now stabilized, helped by the recently secured Critical Access
Designation, and that he believed the operations would now be cash
flow positive and generate a profit.
Copley went on to ask about the status of previously discussed
plans to add mental and behavioral health to the business. Lagan
confirmed that a new division, Myrtle Recovery Centers, Inc., had
been created and that the Company was finalizing a plan to utilize
available space at owned properties to provide these services.
Lagan further explained that having space available reduced the
capital needs to minor refurbishment and decorating costs and
confirmed the intention to employ someone with specific knowledge
of the industry to head up this new division.
Copley then asked what could be expected over a two or three year
period from the Company. Lagan explained the continued need for
rural healthcare and the Company's plans to refine and prove a
profitable model to create a foundation for further acquisitions in
the future.
Copley finished by asking what message Lagan would like the
Company's shareholders to take away from the interview. Lagan
responded by confirming his confidence that the Company can deliver
an excellent service to its customers and make a profit for its
shareholders
To hear Seamus Lagan's entire interview, follow the link to the
podcast here:
Stock Day Media / RENNOVA HEALTH, INC. DISCUSSES PROGRESS AND PLANS
FOR MENTAL AND BEHAVIORAL HEALTH DIVISION WITH THE STOCK DAY
PODCAST (audioboom.com)
Investors Hangout is a proud sponsor of "Stock Day," and Stock Day
Media encourages listeners to visit the company's message board at
https://investorshangout.com/
About Rennova Health
Rennova Health, Inc. -- http://www.rennovahealth.com-- is a
provider of health care services to rural communities. The
Company
owns one operating acute care hospital in Oneida, Tennessee known
as Big South Fork Medical Center (classified as a critical access
hospital), an acute care hospital and physician's office located in
Jamestown, Tennessee that it plans to reopen and operate, and a
rural clinic in Kentucky.
Net loss available to common stockholders for the year ended Dec.
31, 2021, was $500.87 million while the net loss available to
common stockholders for the year ended Dec. 31, 2020, was $281.59
million. As of March 31, 2022, the Company had $19.01 million in
total assets, $47.58 million in total liabilities, and a total
stockholders' deficit of $28.57 million.
Salt Lake City, Utah-based Haynie & Company, the Company's auditor
since 2018, issued a "going concern" qualification in its report
dated April 15, 2022, citing that the Company has recognized
recurring losses and negative cash flows from operations, and
currently has minimal revenue producing activities. This raises
substantial doubt about the Company's ability to continue as a
going concern.
REVLON INC: India's Reliance Reportedly Considering Acquisition
---------------------------------------------------------------
HAPPI.com, citing a report from ET Now, says that Indian
conglomerate Reliance Industries is considering purchasing Revlon
Inc. days after the global beauty company filed for bankruptcy.
According to HAPPI, Reliance has pushed its way into the fashion
and personal care space in recent months as it diversifies away
from its mainstay oil business. It has already established a
foothold in telecom and retail sectors. Revlon obviously is a good
fit with Reliance Industries’ omnichannel plans for beauty &
personal care.
Mukesh Ambani, the sole chair and managing director at Reliance,
was named as the tenth richest person in the world by Forbes in
2022. Reliant has sales of about $100 billion.
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: Projects $286 Million in DIP Draws Until July 22
------------------------------------------------------------
Revlon Inc. received bankruptcy court approval on Friday to access
up to $375 million of a $575 million committed post-petition term
loan financing package.
During a virtual hearing on June 17, U.S. Bankruptcy Judge David S.
Jones granted Revlon initial approval to access $375 million of the
DIP financing and roll up existing asset-based loans while paying
about $76 million to satisfy loans held by foreign nondebtor
affiliates of the company.
Revlon will seek approval of the remaining $200 million at a
hearing on July 22, 2022.
Revlon told the judge it was down to $6 million in cash and would
use the financing to, among other things, fulfill retail customer
orders.
In a filing on June 17, Revlon outlined its interim DIP financing
needs from the Petition Date through July 22, 2022:
Receipts $85,000,000
VENDOR PAYMENTS & INT'L FUNDING
Vendor Payments (Post-Petition) (142,000,000)
International Funding (52,000,000)
-------------
Subtotal (194,000,000)
PAYROLL & DEBT SERVICE
Payroll & Benefits (20,000,000)
Debt Service (31,000,000)
ABL Paydowns (55,000,000)
-------------
Subtotal (106,000,000)
CHAPTER 11
Critical Trade (38,000,000)
Tax & Duty (13,000,000)
Refinancing Fees (17,000,000)
Insurance (1,000,000)
Professional Fees (8,000,000)
Other (1,000,000)
Subtotal (78,000,000)
-------------
Net Cash Flow (293,000,000)
-------------
Beginning Cash 6,000,000
Net Cash Flow (293,000,000)
-------------
Implied DIP Draws (Interim Period) ($286,000,000)
According to papers filed in Court, Revlon obtained:
A) A superpriority, senior secured and priming debtor-in-
possession term loan credit facility in an aggregate
principal amount not to exceed $1.025 billion:
* $575 million of the Term DIP Facility is committed;
* $450 million of the Term DIP Facility is uncommitted
and available in the sole discretion of the Term DIP
Lenders exclusively for the purpose of refinancing all
or a portion of the Prepetition ABL Credit Facility;
* $375 million of the Term DIP Facility is available
immediately upon entry of the Interim Order (including
$76.875 million available exclusively for the purpose
of refinancing all or a portion of the Foreign ABTL
Facility; and
* the remaining $200 million will be available upon entry
of the Final Order.
B) A superpriority, senior secured and priming debtor-in-
possession asset based revolving credit facility in an
aggregate principal amount not to exceed $400 million,
consisting of:
* $270 million in LIFO ABL DIP Commitments, of which
$109 million will be deemed drawn automatically upon
entry of the Interim Order to satisfy the outstanding
Prepetition LIFO ABL Obligations; and
* $130 million of SISO ABL DIP Loans, with the entire
amount deemed drawn automatically upon entry of the
Interim Order to satisfy the outstanding Prepetition
SISO ABL Obligations;
C) A superpriority junior secured debtor-in-possession
intercompany credit facility in an aggregate principal
amount not to exceed the amount of royalty payments owed
by the BrandCo Entities that are licensors under the
BrandCo License Agreements pursuant to the BrandCo
License Agreements that become due and payable on or
after the Petition Date.
Revlon Consumer Products Corporation is the Borrower under each of
the DIP Facilities.
To continue operating in the ordinary course and to make necessary
investments in inventory to minimize value destruction, and to
effectuate an efficient and expeditious restructuring, the Debtors
argued they need immediate access to liquidity.
The Debtors also obtained interim authority to use cash collateral
to fund working capital, capital expenditures, and other general
corporate purposes.
As adequate protection, the Debtors will pay (i) to the Prepetition
BrandCo Agent, on behalf of the holders of Term B1 Loans, adequate
protection payments equal to cash interest accrued since the last
interest payment in respect of the Term B1 Loans at the non-default
interest rate, interest paid in kind under the Prepetition BrandCo
Credit Agreement at the nondefault rate, and default interest in
respect of the Term B-1 Loans, and (ii) the professional fees and
expenses of the Prepetition Secured BrandCo Parties.
Each of the Prepetition Agents, for the benefit of itself and the
applicable Prepetition Secured Parties, will receive valid,
perfected replacement security interest in and lien upon certain
prepetition and postpetition property of the Debtors as adequate
protection against any Diminution in Value of the interests of the
Prepetition Secured Parties in the applicable Prepetition
Collateral.
As further adequate protection against any Diminution in Value of
the interests of the Prepetition Secured Parties in the Prepetition
Collateral, as applicable, each Prepetition Agent, on behalf of
itself and the applicable Prepetition Secured Parties, will receive
an allowed superpriority administrative claim against each of the
Debtors' estates with priority over any and all administrative
expenses and priority or unsecured claims.
An event of default will occur if (i) Revlon, Inc. will cease to
own 100% of the capital stock of Revlon Consumer Products
Corporation, (ii) any person or group shall become the beneficial
owner, directly or indirectly, of greater than 35% of the
outstanding voting securities of Revlon, Inc., or (iii) any BrandCo
Entity will no longer be a direct wholly-owned subsidiary of
Beautyge I, an exempted company incorporated in the Cayman Islands,
or Beautyge I ceases to be a direct wholly-owned subsidiary of
Beautyge Brands USA, Inc.
A copy of the motion is available at https://bit.ly/3OfRiKo from
PacerMonitor.com.
A copy of the order is available at https://bit.ly/39DNl3C from
PacerMonitor.com.
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: Shares Up After Filing for Bankruptcy
-------------------------------------------------
Shares of cosmetics maker Revlon Inc. are trading higher on the New
York Stock Exchange Tuesday, June 21, and have surged since the
company voluntarily filed for chapter 11 bankruptcy protection last
week.
After crashing to an all-time low on Monday, June 13, 2022, the
troubled cosmetics maker's stock has soared 245% for four days as
speculators traded more than 350 million shares on bets of big
returns.
On Friday, business channel ET Now, citing sources, said India's
Reliance Industries is considering buying Revlon. Reliance later
told ET Now that "as a policy, we do not comment on media
speculation and rumors." Revlon's shares rose 91% on Friday.
Bloomberg News reported Friday that the 245% four-day surge by
Revlon, which filed for bankruptcy after amassing massive amounts
of debt amid rampant competition, recalls another wild trade from
back in the height of the pandemic: Hertz.
Almost exactly two years ago, investors piled into Hertz after it
decided to seek bankruptcy protection, triggering a frenzy that
puzzled Wall Street since shareholders rarely get anything when
companies file for Chapter 11.
Yet here we are. Revlon surged 91% in its biggest single-day gain
on record after ET Now reported that Reliance Industries Ltd. is
considering a takeover bid. Those gains built on a 183% jump from
the stock's low of $1.08 on Monday through Thursday's close.
Despite the gains, the stock has shed roughly three-quarters of its
value over the past 2021.
While the company's wild week is reminiscent of Hertz's summer of
2020, it has come with minimal participation from retail traders,
who have been known to flip these kinds of speculative stocks in
hopes of striking it rich.
Retail traders snapped up just $4.1 million Revlon shares over the
past week through Thursday's, June 16, 2022, close, data compiled
by Vanda Research show. That's a drop in the bucket of the nearly
$7 billion in cash the group pushed into the broader market over
the same stretch. The stock's ticker has been mostly absent from
popular forums like Reddit's WallStreetBets and Stocktwits, another
sign the latest rally doesn't have the fingerprints of retail
traders.
Revlon was the fifth-most actively traded stock on Fidelity's
platform, however, the number of sell orders outpaced those to buy
the stock. Out-of-the-money call options, a retail trader favorite
and driver of many previous meme stock rallies, were more active
than normal, but paled in comparison to the flurry of trades seen
across previous retail-fueled rallies.
Markets were closed June 20 in light of the Juneteenth Holiday.
Bloomberg reported June 21 that retail investors dashed into Revlon
Inc. again on Tuesday as stronger appetite for riskier assets
helped fuel a more than 16-fold jump in trading volume for the
stock.
The cosmetic giant, which filed for bankruptcy on June 15 after
amassing large amounts of debt, rose more than 50% in New York,
with over 99 million shares being traded -- more than 16-times the
average seen over the past three months. Since the company tumbled
to an all-time low on June 13, the stock has already powered a 469%
surge as roughly 450 million shares were traded.
Bloomberg has noted that even with the stock's rebound, Revlon's
market value (at $330 million as of June 21) is a far cry from the
$3.7 billion in debt they listed in the bankruptcy filing.
Included in that debt pile is $431 million of outstanding unsecured
bonds that are trading for just six cents on the dollar, a sign
those bondholders expect to recover little, if anything. All of
Revlon's debt obligations would get paid out in full before
shareholders see any of the money, meaning any traders stuck
holding the stock in hopes of a rescue takeout will be left with an
empty bag in a bankruptcy proceeding.
On Friday, June 17, 2022, Revlon got the approval of a US
bankruptcy judge to tap $375 million of new financing on an interim
basis. The company will seek permission to borrow more money at a
later hearing.
Closing prices for Revlon stock in the past seven days:
Date Closing Price Volume
---- ------------- ------
6/13/2022 $1.17 4.7M
6/14/2022 $1.87 115M
6/15/2022 $2.25 50M
6/16/2022 $1.95 44M
6/17/2022 $3.73 146M
6/21/2022 $6.19 181M
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.
STORECENTRIC INC: Case Summary & 30 Largest Unsecured Creditors
---------------------------------------------------------------
Seven affiliates that concurrently filed voluntary petitions for
relief under Chapter 11 of the Bankruptcy Code:
Debtor Case No.
------ --------
StoreCentric Inc. 22-50515
1289 Anvilwood Avenue
Sunnyvale, CA 94809
Connected Data, Inc. 22-50516
1289 Anvilwood Avenue
Sunnyvale, CA 94809
Drobo, Inc. 22-50517
1289 Anvilwood Avenue
Sunnyvale, CA 94809
Retrospect, Inc. 22-50518
1289 Anvilwood Avenue
Sunnyvale, CA 94809
VS Acquisition Company, LLC 22-50519
1289 Anvilwood Avenue
Sunnyvale, CA 94809
Nexsan Corporation 22-50520
1289 Anvilwood Avenue
Sunnyvale, CA 94809
Nexsan Technologies Incorporated 22-50521
1289 Anvilwood Avenue
Sunnyvale, CA 94809
Business Description: The Debtors provide data processing,
hosting, and related services.
Chapter 11 Petition Date: June 20, 2022
Court: United States Bankruptcy Court
Northern District of California
Judge: Hon. Stephen L. Johnson
Debtors' Counsel: John W. Mills, III, Esq.
JONES WALKER LLP
3455 Peachtree Road, NE Suite 1400
Atlanta, GA 30326
Tel: (404) 870-7517
Fax: (404) 870-7557
Email: jmills@joneswalker.com
- and -
Mark A. Mintz, Esq.
JONES WALKER LLP
201 St. Charles Ave, Ste 5100
New Orleans, LA 70170
Tel: (504) 582-8368
Fax: (504) 589-8368
Email: mmintz@joneswalker.com
Each Debtor's
Estimated Assets: $10 million to $50 million
Each Debtor's
Estimated Liabilities: $10 million to $50 million
The petitions were signed by John Couglan as CFO.
A copy of the Debtor's list of 20 largest unsecured creditors is
available for free at PacerMonitor.com at:
Full-text copies of the petitions are available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/IBP7RZI/StorCentric_Inc__canbke-22-50515__0001.0.pdf?mcid=tGE4TAMA
https://www.pacermonitor.com/view/ZVUKZTY/Connected_Data_Inc__canbke-22-50516__0001.0.pdf?mcid=tGE4TAMA
https://www.pacermonitor.com/view/FPF327Q/Drobo_Inc__canbke-22-50517__0001.0.pdf?mcid=tGE4TAMA
https://www.pacermonitor.com/view/MXW6KMI/Retrospect_Inc__canbke-22-50518__0001.0.pdf?mcid=tGE4TAMA
https://www.pacermonitor.com/view/VRRMEVI/VS_Acquisition_Company_LLC__canbke-22-50519__0001.0.pdf?mcid=tGE4TAMA
https://www.pacermonitor.com/view/GFYY4IQ/Nexsan_Corporation__canbke-22-50520__0001.0.pdf?mcid=tGE4TAMA
https://www.pacermonitor.com/view/4XUWM4I/Nexsan_Technologies_Incorporated__canbke-22-50521__0001.0.pdf?mcid=tGE4TAMA
Consoliated List of Debtors' 20 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
1. Libertas Funding Loan $2,756,100
411 West Putnam Street
Suite 220
Greenwich CT 06830
Randy Saluck
Tel: 203-717-0199
Email: randy.saluck@libertasfunding.com
2. Jabil, Inc. Litigation $2,235,145
d/b/a Stack Velocity
Squire Patton Boggs (US) LLP
1211 Avenue of the Americas
26th Floor
New York NY 10036
Victor Genecin
Tel: 212-872-9889
Email: victor.genecin@squirepb.com
3. Comerica Bank Purchase/ $1,239,500
1717 Main Street Acquisition
Suite 3300
Dallas TX 75201
Natali Amir
Tel: 310-297-3023
Email: namir@comercia.com
4. Incap Electromics Slovakia Trade Debts $1,005,185
s.r.o
Vavrecka 311
Namestovo 2901
Slovak Republic
Martin Lastik
Tel: +421 (0) 43 550 4329
Email: martin@lastik@incapcorp.com;
ap.sk@incapcorp.com
5. Crowell & Morring LLP Professional $723,941
515 South Flower Street Services
40th Floor
Los Angeles CA 90071
Renee Delphin‑Rodriguez
Tel: (213) 622-4750
Fax: (213) 622-2690
Email: Rdelphin-Rodriguez@crowell.com;
accountreceivable@crowell.com
6. Exertis Enterprise Trade Debts $659,656
INTEC 1, INTEC Business Park
Wade Road
Basingstoke
Hampshire RG24 8NE
United Kingdom
Maureen West (credit control);
Chris Jones (Sales rep)
Tel: +44 (0) 1256868424
Fax: +44 (0) 1256844123
Email: chrisj@hammerplc.com;
maureen.west@exertisenterprise.com
7. BPM LLP Professional $539,656
2001 North Main Street Services
Suite 360
Walnut Creek CA 94596
Eric Borr
Tel: (617) 721-6243
Fax: (650) 855-6899;
(925) 296 1099
Email: Eborr@bpmca.com
8. EID Loan Loan $500,000
409 3rd St, SW
Washington DC 20416
U.S. Small Business Loan
Administration
Tel: 817-868-2300
Email: disastercustomerservice@sba.gov
9. Adysis Corporation Rent $394,181
1287 Anvilwood Avenue
Sunnyvale CA 94089
Parul Shah
Email: parul.shah@livereachmedia.com
10. Source Support Services Inc Trade Debts $195,340
3505 Newpoint Place
Suite 450
Lawrenceville GA 30043
Jin Huang
Tel: (678) 835-6104
Email: remittance@lsq.com;
sssar@sourcesupport.com
11. Ryan ULC Professional $146,426
6775 Financial Drive Services
Suite 102
Mississauga ON L5N0A4
Canada
Garry Round
Email: ar-requestsCanada@ryanco.com
12. Converge an Arrow Company Trade Debts $143,192
PCG Trading LLC, dba Converge
4 Technologiy drive
Peabody MA 01960
Mike Fassula
Tel: (978) 538-800
Email: mfassula@arrow.com
13. Salesforce.com Trade Debts $142,110
PO Box 203141
Dallas TX 75320-3141
Eric Sawall
Tel: (415) 901-8457
Email: esawall@salesforce.com
14. Celestica International LLP Trade Debts $141,227
213 Harry Walker Parkway South
Newmarket ON L3Y 8T3
Canada
Tom Adams
Tel: (445) 126-4129
Email: thadams@celestica.com
15. ThinkPalm Technologies Pvt Ltd Trade Debts $131,993
B-1, 1st floor, Athulya Building
Infopark SEZ, Infopark Kochi
P.O. Kochi
Kerala 682 042
India
Biju Nair
Tel: +91 484-4104100
Fax: +91 484 4104114
Email: biju.n@thinkpalm.com
16. Sunstein LLP Professional $126,826
100 High Street Services
Boston MA 02110-2321
Steve Abreu
Tel: (617) 443-9292
Email: sabreu@sunsteinlaw.com
17. Mize Inc Trade Debts $104,280
12802 Tampa Oaks Blvd
Suite 320
Temple Terrace FL 33637
Ashok Kartham
Tel: (512) 333-2737;
(800) 8651865
Fax: (800) 865 1865
Email: accounting@m-ize.com
18. M&H LLP Professional $99,268
525 Middlefield Road, Services
Suite 250
Menlo Park CA 94025
Brianna Richardson
Tel: (650) 331-7006
Email: brichardson@mh-llp.com
19. Atlas Technology Group Professional $87,500
2800 Leavenworth Street Services
Suite 250
San Francisco CA 94133
Michael J. Edwards
Email: mike@atlastechgroup.com
20. High-Availabiilty.com Limited Trade Debts $86,740
#1 Haig Court,
Haig road
Knutsford WA168XZ
United Kingdom
Ian Bingle
Tel: +44 (0) 1565 754 459
Email: icab@high-availability.com
21. Arrow Electronics Inc Trade Debts $85,099
PO Box 856829
Minneapolis MN 55485-6829
Mike Fassula
Tel: (303) 705-5391
Email: mfassula@arrow.com
22. Comerica Commercial Card Srvc Trade Debts $79,656
Department #166901
PO Box 55000
Detroit MI 48255-1669
Juan CruzMuniz
Email: jcruzmuniz@comerica.com
23. Touchdouwn PR Ltd Trade Debts $70,533
Atlas Chambers
33 West Street
Brighton BN1 2RE
United Kingdom
Emily Gallagher
Email: egallagher@touchdownpr.com
24. Choice Logistics Trade Debts $70,495
656 Swedesford road
Suite 220
Wayne PA 19087
Tracy J Dawson
Tel: (800) 593-2108
Fax: (907) 344-4154
Email: tdawson@choicelogistics.com
25. FedEx Trade Debts $62,114
PO Box 7221
Pasadena CA 91109-7321
Tel: (800) 622-1147
26. DecisionOne Corporation Trade Debts $56,102
640 Lee Road, 3rd Floor
Wayne PA 19087
Matthew Clark
Tel: (800) 500-5864
Email: matthew.clark@DecisionOne.com
27. Iron System Inc Trade Debts $55,895
980 Mission Court
Fremont CA 94539
Kawaljit Nagi
Tel: (408) 895-5022
Email: kawal@ironsystems.com
28. Axellio Inc. Rent $55,782
2375 Telestar Drive
Suite 150
Colorado Springs CO 80920
Bill Alexander
Tel: (719) 470-1402
Email: bill.alexander@axellio.com
29. Oberhumer.com GmbH Trade Debts $53,851
OK-Platz 1a
Linz A-4020
Austria
Markus Oberhumer
Tel: +43 (0) 732 8903 01
Fax: +43 (0) 732 8903 0115
Email: markus.oberhumer@oberhumer.com
30. Iberville Developments Ltd Rent $52,250
2080 Rene-Levesque ouest
Montreal QC H3H 1R6
Canada
Jim Cooper
Tel: (514) 931-7261
Fax: (514) 931-8638
Email: JCooper@ibervilledev.com
SYMPHONY SOCIETY: Musicians Remain Hopeful Despite Chapter 7
------------------------------------------------------------
SBG San Antonio reports that one day after announcing their
organization is dissolving, the musicians of the San Antonio
Symphony may be out, but they're not down.
In response to the symphony society's announcement Thursday, June
16, 2022, night that they're declaring bankruptcy, the chair of the
musicians of the symphony says she's optimistic about the
orchestra's future. She released a statement that reads in part,
"Now it is time for the musicians to move forward with plans to
organize the full-sized, fully professional orchestra that any city
with a claim to 'major league' status must-have,"
And the musicians' performance board chair stated: "We now have a
chance to build a new and lasting legacy that will be clearly
focused and competent with an unapologetic love of classical music
for at least another 83 years."
Mayor Ron Nirenberg, who is also optimistic says this isn't the end
of San Antonio's Symphony.
"I remain committed to the vision that San Antonio has a
world-class full-size symphony orchestra, but of course to get
there, we need a sustainable financial foundation. And so, I have
faith that this community is going to really be self-examined what
kind of structure is needed to achieve that vision," said Mayor Ron
Nirenberg.
The assets of the symphony lie in the hands of a trustee who will
liquidate them, pay what creditors remain, and close the doors.
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 its 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. Following bankruptcy in the summer of 2003, the following
season was canceled before the revived symphony returned for a
26-week season in 2004.
But years of financial struggles followed, with regular deficits
resulting in a nearly canceled 2018 season.
The Symphony Society of San Antonio board of directors announced
mid-June 2022, that it had reached a unanimous decision to dissolve
the orchestra and file for Chapter 7 bankruptcy. In its
announcement, the board 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."
T M GRACE BUILDERS: Taps Kutner Brinen Dickey Riley as Counsel
--------------------------------------------------------------
T M Grace Builders, Inc. seeks approval from the U.S. Bankruptcy
Court for the District of Colorado to hire Kutner Brinen Dickey
Riley, P.C. to serve as legal counsel in its Chapter 11 case.
The firm's services include:
a. providing the Debtor with legal advice with respect to its
powers and duties;
b. assisting the Debtor in the development of a plan of
reorganization under Chapter 11;
c. filing the necessary pleadings, reports and actions, which
may be required in the continued administration of the Debtor's
property under Chapter 11;
d. taking necessary actions to enjoin and stay until final
decree continuation of pending proceedings, and to enjoin and stay
until final decree commencement of lien foreclosure proceedings and
all matters as may be provided under Section 362 of the Bankruptcy
Code; and
e. performing all other legal services for the Debtor, which
may be necessary.
The hourly rates charged by the firm's attorneys and paralegals are
as follows:
Jeffrey S. Brinen $500
Jenny M. Fujii $410
Keri L. Riley $350
Jonathan M. Dickey $350
Contract Attorney $350
Law Clerk $100
The firm requested a $4,891 post-petition retainer, which will be
paid from funds held in the debtor-in-possession account.
As disclosed in court filings, Kutner Brinen does not represent
interests adverse to the estate in the matter upon which it is to
be engaged.
The firm can be reached through:
Jeffrey S. Brinen, Esq.
Keri L. Riley, Esq.
Kutner Brinen Dickey Riley, P.C.
1660 Lincoln Street, Suite 1720
Denver, CO 80264
Email: jmd@kutnerlaw.com
Telephone: 303-832-3047
E-Mail: klr@kutnerlaw.com
About T M Grace Builders
T M Grace Builders, Inc. is a Colorado corporation engaged as a
construction contractor and residential home builder operating in
the Denver Metro and surrounding areas.
T M Grace Builders sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Colo. Case No. 22-12026) on June 6,
2022, listing up to $50 million in assets and up to $10 million in
liabilities. Anton Shafer, president of T M Grace Builders, signed
the petition.
Judge Kimberley H. Tyson oversees the case.
Jeffrey S. Brinen, Esq., at Kutner Brinen Dickey Riley, P.C. is the
Debtor's counsel.
TALEN ENERGY SUPPLY: Gets Court Okay to Draw More Cash
------------------------------------------------------
Jeremy Hill of Bloomberg News reports that Talen Energy Supply on
Friday won court approval to draw down the rest of a roughly $1.3
billion bankruptcy financing package.
U.S. Bankruptcy Judge Marvin Isgur signed off on an order
authorizing the borrowing in a hearing Friday, June 17, 2022. He
gave approval to borrow $875 million of the debt last May 2022. The
approval follows a settlement with Talen's official unsecured
creditor committee, which had been opposing aspects of the
financing.
Isgur also scheduled a hearing regarding whether to approve Talen's
bankruptcy plan for Oct. 7, 2022. The bankruptcy plan is not yet
on file but has been described in a so-called restructuring
support.
About Talen Energy Corp.
Allentown, Pennsylvania-based Talen Energy Corp. is an independent
power producer founded in 2015. Riverstone Holdings LLC completed
its acquisition of the remaining 65% stake of Talen Energy in 2016
for $5.2 billion.
Talen Energy Corporation, through subsidiary Talen Energy Supply
LLC, is one of the largest competitive power generation and
infrastructure companies in North America. Through subsidiary
Cumulus Growth, TEC is developing a large-scale portfolio of
renewable energy, battery storage, and digital infrastructure
assets across its expansive footprint. On the Web:
https://www.talenenergy.com/
TES owns and/or controls approximately 13,000 Megawatts of
generating capacity in wholesale U.S. power markets, principally in
the Mid-Atlantic, Texas and Montana. Woodlands, Texas-based TES
runs 18 power generation facilities, at eight of which rely on
natural gas to make electricity.
Talen Energy Supply, LLC, and 71 affiliates sought Chapter 11
protection (Bankr. S.D. Tex. Lead Case No. 22-90054) on May 9,
2022. The Hon. Marvin Isgur is the case judge.
Talen Energy Corporation (TEC), its Cumulus Growth subsidiary, and
TES' LMBE subsidiaries are excluded from the in-court process.
TES has retained Weil Gotshal & Manges LLP as its legal advisor,
Evercore as its investment banker and Alvarez & Marsal as its
financial advisor for its restructuring. Kroll is the claims
agent.
TEC is represented by PJT Partners as financial advisors and Vinson
& Elkins as legal counsel.
Cumulus Growth is represented by Ardea Partners and DH Capital as
its investment bankers, and Gibson Dunn as legal counsel.
The Consenting Noteholders are represented by Kirkland & Ellis LLP
and Rothschild & Co US Inc.
TAMPA SMOKE: Seeks Approval to Hire Buddy D. Ford as Legal Counsel
------------------------------------------------------------------
Tampa Smoke Shop, LLC seeks approval from the U.S. Bankruptcy Court
for the Middle District of Florida to hire Buddy D. Ford, P.A. to
serve as legal counsel in its Chapter 11 case.
The firm's services include:
a. advising the Debtor regarding its powers and duties in the
continued operation of its business and management of property of
the estate;
b. preparing and filing schedules of assets and liabilities,
statement of affairs and other documents required by the court;
c. representing the Debtor at the Section 341 creditors'
meeting;
d. advising the Debtor regarding its responsibilities in
complying with the U.S. Trustee's Operating Guidelines and
Reporting Requirements and with the rules of the court;
e. preparing legal papers and appearing at court hearings;
f. protecting the interest of the Debtor in all matters
pending before the court;
g. representing the Debtor in negotiation with its creditors
in the preparation of a Chapter 11 plan; and
h. performing all other necessary legal services for the
Debtor.
The hourly rates of the firm's counsel and staff are as follows:
Buddy D. Ford, Esq. $450
Senior Associate Attorneys $400
Junior Associate Attorneys $350
Senior Paralegal Services $150
Junior Paralegal Services $100
In addition, the firm will seek reimbursement for expenses
incurred.
Prior to the commencement of its case, the Debtor paid the firm an
advance fee of $10,000.
Buddy Ford, Esq., 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:
Buddy D. Ford, Esq.
Jonathan A. Semach, Esq.
Heather M. Reel, Esq.
Buddy D. Ford, P.A.
9301 West Hillsborough Avenue
Tampa, FL 33615-3008
Telephone: (813) 877-4669
Email: Buddy@tampaesq.com
Jonathan@tampaesq.com
Heather@tampaesq.com
About Tampa Smoke Shop
Tampa Smoke Shop, LLC is a limited liability company in Florida,
which conducts business under the name A1 Smoke Shop.
Tampa Smoke Shop sought protection under Subchapter V of Chapter 11
of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 22-02105) on May
25, 2022, listing up to $500,000 in assets and up to $1 million in
liabilities. Michael C Markham has been appointed as Subchapter V
trustee.
Buddy D. Ford, Esq., at Buddy D. Ford, P.A. is the Debtor's
counsel.
TELIGENT INC: Post-Sale Drug Recall Puts Chapter 11 in Doubt
------------------------------------------------------------
Leslie A. Pappas of Law360 reports that the Chapter 11 plan for the
generic-drug maker once known as Teligent Inc. was thrown into
doubt Friday after a bankruptcy court ruled that the company owes a
refund for drugs it sold after bankruptcy and then later recalled
as part of an asset sale.
Drug distributor KeySource Acquisition LLC bought the
pharmaceuticals with the expectation that it would be able to sell
them up until the time they expired, and there was not enough
evidence to show that Teligent, now known as VJGJ Inc., had sold
the products on an "as is" basis, U.S. Bankruptcy Judge Brendan L.
Shannon said.
About Teligent Inc.
Teligent, Inc., a specialty generic pharmaceutical company,
develops, manufactures, markets, and sells generic topical, branded
generic, and generic injectable pharmaceutical products in the
United States and Canada. The company was formerly known as IGI
Laboratories, Inc. and changed its name to Teligent, Inc. in
October 2015. Teligent, Inc. was founded in 1977 and is based in
Buena, N.J.
Teligent Inc. and three affiliates sought Chapter 11 protection
(Bankr. D. Del. Lead Case No. 21-11332) on Oct. 14, 2021. The
cases are handled by Honorable Judge Brendan Linehan Shanno.
As of Aug. 31, 2021, Teligent had total assets of $85 million and
total debt of $135.8 million.
The Debtors tapped Young Conaway Stargatt & Taylor, LLP as
bankruptcy counsel; K&L Gates, LLP as special corporate counsel;
Raymond James & Associates, Inc. as investment banker;
PharmaBioSource Realty, LLC as real estate consultant; and Portage
Point Partners, LLC as restructuring advisor. Vladimir Kasparov of
Portage Point Partners serves as the Debtors' chief restructuring
officer. Epiq Corporate Restructuring, LLC is the claims and
noticing agent and administrative advisor.
The U.S. Trustee for Region 3 appointed an official committee of
unsecured creditors in the Debtors' cases on Oct. 27, 2021. Jenner
& Block, LLP and Saul Ewing Arnstein & Lehr, LLP serve as the
committee's bankruptcy counsel. Province, LLC is the committee's
financial advisor.
Latham & Watkins LLP, serves as co-counsel to the Prepetition First
Lien Parties and the Senior DIP Parties. Morgan Lewis & Bockius LLP
serves as co-counsel to the DIP Junior Term Loan Parties and
Prepetition Second Lien Parties. Morris, Nichols, Arsht & Tunnell
LLP serves as co-counsel to the DIP Parties and Prepetition Secured
Parties. Jenner & Block LLP serves as co-counsel to the Creditors'
Committee. Osler, Hoskin & Harcourt LLP, serves as Canadian
counsel to both the DIP Junior Term Loan Parties and the Senior DIP
Parties. NautaDutilh Avocats Luxembourg S.a r.l., as Luxembourg
serves as counsel to both the DIP Junior Term Loan Parties and the
Senior DIP Parties. TGS Baltric is the Estonian counsel to both
the DIP Junior Term Loan Parties and the Senior DIP Parties.
TEN OAKS FITNESS: Fine-Tunes Plan Ahead of Sept. 20 Hearing
-----------------------------------------------------------
Ten Oaks Fitness, Inc., submitted an Amended Disclosure Statement
in connection with the Plan of Reorganization dated June 16, 2022.
The Debtor has proposed a Plan which would effectively reorganize
its unsecured debts and cure the arrears on the lease with the
Landlord. As far as the SBA loan is concerned, the Debtor intends
to pay the SBA outside of the Chapter 11. Further, it is the intent
of the Debtor to pay all of the Allowed Claims to be paid 100%
pursuant to the Plan.
Class 1 consists of the Claim by the Landlord, Ten Oaks Management,
for pre-petition rent arrears of $44,747.00. In full, complete and
final satisfaction of its Claims, the Landlord shall receive the
treatment as set forth in the 7th Amended Lease Agreement filed
with this Court. In full payment of the $44,747.00 owed to
Landlord, the Debtor shall, upon the Effective Date pay the sum of
$500.00 per month to the Landlord for a period of 24 months.
Beginning on the 25th Month, the Debtor shall pay to the Landlord a
total of $1000.00 per month until the balance of the $44,747.00 is
paid in full.
Class 2 claims consist of the Allowed Unsecured Claims of Insiders
as defined by the Bankruptcy Code. Tiki's Playhouse, Clarence
Fitzgerald and Juan Zakel are the only Holders of Unsecured Insider
Claims against the Debtor. The Claims under Class 2 are impaired.
In full, complete and final satisfaction of the Allowed Claims
under Class 2, the Debtor, shall, subsequent to Month 13 after the
Effective Date, pay a total of $300.00 per month to be disbursed
equally to each creditor under Class 2, until said Claims are paid
in full.
Pursuant to the Plan, cash distributions will be made to Holders of
Allowed Administrative Claims, Priority Claims, Class 1 and 2
Claims and Claims arising from the curing of assumed leases on the
Effective Date from the cash flow of the Debtor.
Discharge of Debtor
If the Plan is confirmed, the provisions of the Plan will bind the
Debtor and all Holders of Claims against, and Interests in, the
Debtor, whether or not they accept the Plan. Confirmation of the
Plan will also discharge the Debtor as of the Effective Date of the
Plan from all debts that arose prior to confirmation. On the
Effective Date, all Holders of Claims and Interests will be
precluded from asserting any Claim against the Debtor or its assets
or properties based upon any transaction or other activity of any
kind that occurred prior to the Effective Date other than the
rights provided under the Plan. Except as otherwise provided in the
Plan the discharge of a Claim pursuant to the Plan does not affect
the liability of any other entity on, or the property of any other
entity with respect to, such Claim.
The Debtor does not intend to discharge the debt to the SBA, as set
forth in both the schedules, the Disclosure Statement and Plan.
Therefore, notwithstanding any language to the contrary, nothing in
the Disclosure Statement or Chapter 11 Plan shall serve to
discharge the Debtor's obligations to the SBA, which debt shall be
paid in full pursuant to its terms.
A hearing on confirmation of the Plan, and on any objections to the
Plan, will be held on September 20, 2022 at 11:00 A.M., at the
United States Bankruptcy Court located at 101 W. Lombard Street,
Baltimore, MD 21201 via video-conference.
A full-text copy of the Amended Disclosure Statement dated June 16,
2022, is available at https://bit.ly/3xIOwHf from PacerMonitor.com
at no charge.
The Debtor is represented by:
Marc A. Ominsky, Esq.
Law Offices of Marc A. Ominsky, LLC
10632 Little Patuxent Pkwy, Ste 249
Columbia, MD 21044
Tel.: (443) 539-8712
Email: info@mdlegalfirm.com
About Ten Oaks Fitness
Ten Oaks Fitness, Inc., filed a petition for Chapter 11 protection
(Bankr. D. Md. Case No. 21-10313) on Jan. 18, 2021, listing up to
$50,000 in assets and up to $500,000 in liabilities. Judge David
E. Rice oversees the case. The Debtor is represented by the Law
Offices of Marc A. Ominsky, LLC.
TILDEN MARCELLUS: July 21 Plan & Disclosure Hearing Set
-------------------------------------------------------
Tilden Marcellus, LLC, filed with the U.S. Bankruptcy Court for the
Western District of Pennsylvania a motion for entry of an order
conditionally approving the Combined Disclosure Statement and Plan
of Liquidation.
On June 14, 2022, Judge Gregory L. Taddonio granted the motion and
ordered that:
* The Combined Plan and Disclosure Statement is conditionally
approved for solicitation purposes only.
* July 21, 2022, at 9:00 a.m. is the Combined Hearing.
* July 13, 2022 is fixed as the last day to file and serve
objections and responses, if any, to final approval and
confirmation of the Combined Plan and Disclosure Statement.
* July 18, 2022 is the deadline for the Debtor and any other
party in interest to file a reply to any objections and or any
memoranda, affidavits, and/or declarations in support of final
approval and confirmation of the Combined Plan and Disclosure
Statement.
* July 13, 2022, at 4:00 p.m. is the Voting Deadline.
A copy of the order dated June 14, 2022, is available at
https://bit.ly/3N4Wobt from PacerMonitor.com at no charge.
Counsel and Co-Counsel for the Debtor:
Beverly Weiss Manne, Esq.
Maribeth Thomas, Esq.
Tucker Arensberg, P.C.
1500 One PPG Place
Pittsburgh, PA 15222
Telephone: (412) 566-1212
Facsimile: (717) 232-6802
Email: bmanne@tuckerlaw.com
mthomas@tuckerlaw.com
MORRIS, NICHOLS, ARSHT & TUNNELL LLP
Robert J. Dehney, Esq.
Matthew B. Harvey, Esq.
Tamara K. Mann, Esq.
S.Christopher Cundra IV, Esq.
1201 N. Market St., 16th Floor
PO Box 1347
Wilmington, DE 19899-1347
Telephone: (302) 658-9200
Facsimile: (302) 658-3989
E-mail: rdehney@morrisnichols.com
mharvey@morrisnichols.com
tmann@morrisnichols.com
scundra@morrisnichols.com
About Tilden Marcellus
Tilden Marcellus, LLC is a Texas limited liability oil and gas
production company, which owns and previously operated certain
working interests in more than 27,000 net leasehold acres within
Potter County and Tioga County, Pa., with over 50 wells previously
in production.
Tilden Marcellus sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. W.D. Penn. Case No. 22-20212) on Feb. 4,
2022. In the petition signed by Jeffrey T. Varsalone, chief
restructuring officer, the Debtor disclosed up to $50 million in
both assets and liabilities.
Judge Gregory L. Taddonio oversees the case.
Morris, Nichols, Arsht and Tunnel, LLP and Tucker Arensberg, PC
serve as the Debtor's lead bankrupcy counsel and local counsel,
respectively. Epiq Corporate Restructuring, LLC is the notice,
claims and balloting agent and administrative advisor.
White Oak Global Advisors, LLC, as the DIP agent and the
prepetition agent, is represented by Davis Polk & Wardwell LLP and
Bowles Rice, LLP.
TILDEN MARCELLUS: Unsecureds to Get 2% to 7.2% After 2 Auctions
---------------------------------------------------------------
Tilden Marcellus, LLC, submitted a First Amended Combined
Disclosure Statement and Plan of Liquidation.
On Jan. 25, 2022, the Debtor retained Petrie as its investment
banker to assist the Debtor with conducting a marketing process to
seek a buyer for substantially all of the Debtor's assets.
On March 8, 2022, the Court entered an order approving bidding
procedures for the Debtor's assets. Four potential bidders
submitted bids by the deadline of April 29, 2022. Bidders White
Oak, S.T.L. Resources, LLC, ABC Holdings I LLC, and Pin Oak Energy
Partners LLC participated at the auction on May 3.
At the auction, the Debtor determined that STL offered the best
offer for the Assets. The bid comprised: (i) cash consideration of
$17.1 million due at closing, (ii) a post-closing payment of $1.76
million, payable in six monthly installments, (iii) payment of Cure
costs for assumption of substantially all the Debtor's Executory
Contracts and Unexpired Leases, and (iv) excluded assets consisting
of, among other things, (a) proceeds from production prior to the
sale closing date, which the Debtor estimated at $1.8 million, and
(b) Estate Causes of Action.
Following the auction, but before the sale hearing scheduled for
May 24, 2022, ABC contacted the Debtor to submit a new bid
consisting of, among other terms, a purchase price equal to $23
million (subject to downward purchase price adjustments) supported
by a $6 million deposit. In accordance with its duty to maximize
value for the Debtor's assets, at the sale hearing the Debtor
applied to the Court to re-open the auction to accept ABC's new bid
and allow STL to submit a topping bid. On May 25, 2022, the Court
granted the Debtor's application and re-opened the auction.
At the auction, the Debtor received a new bid from STL consisting
of, among other terms, (i) cash consideration of $10 million due at
closing, (ii) the Takeback Loans with a face amount of $15 million,
(iii) a post-closing payment of $1 million, payable in six monthly
installments, (iv) payment of Cure costs for assumption of
substantially all the Debtor's Executory Contracts and Unexpired
Leases, and (v) excluded assets consisting of, among other things,
(a) proceeds from production prior to the sale closing date, which
the Debtor estimated at $1.8 million, and (b) Estate Causes of
Action. ABC did not submit a topping bid. The Debtor, in
consultation with the Consultation Parties, determined in its
reasonable business judgment that STL's bid was the highest or
otherwise best bid for the Debtor's assets and decided to pursue
the sale transaction as in the best interest of the Debtor's
Estate.
On May 26, 2022, the Court approved the sale to STL pursuant to the
results of the second auction. The closing of the sale occurred on
June 6, 2022. The Sale Order authorized and directed the Debtor to
use the proceeds of the Sale Transaction and other cash on the
balance sheet as follows:
(i) First, to fund the Wind-Down Reserve;
(ii) Second, to pay the DIP Claims in full;
(iii) Third, to pay the Prepetition Credit Facility Claims and
Prepetition Swap Claim (on a pari passu basis, subject to the
priorities established in the Prepetition Intercreditor
Agreement); and
(iv) Fourth, on the last day of each month before the Effective
Date, to use the Secured Party Excess Cash to pay the DIP Claims,
the Prepetition Credit Facility Claims, and the Prepetition Swap
Claim.
On June 6, 2022, after funding the Wind-Down Reserve, the Debtor
distributed (i) $10 million in cash and $3,115,035.73 in face value
of Takeback Loans to the DIP Agent to pay the DIP Claims and (ii)
$11,884,964.27 in face value of Takeback Loans to the Prepetition
Agent to pay the Prepetition Credit Facility Claims and the
Prepetition Swap Claim.
Under the Plan, Class 3 General Unsecured Claims are estimated to
total between approximately $7.42 million to $9.14 million. Each
holder of an Allowed Claim in Class 3 will receive cash in an
amount equal to its Pro Rata share of the Net Proceeds. UGI has
agreed to waive any right to a distribution, or otherwise
participate in any recovery, from the Liquidating Trust. Class 3
will recover 2.0% to 7.2% of their claims. The estimated recovery
for Class 3 General Unsecured Claims accounts for Net Proceeds that
may be realized from the disposition of the Litigation Assets.
Class 3 is impaired.
The Plan Confirmation Hearing has been scheduled for July 21, 2022,
at 9:00 a.m. (prevailing Eastern Time) to consider (a) final
approval of the Combined Plan and Disclosure Statement (b)
confirmation of the Combined Plan and Disclosure Statement.
Any objection to final approval of the Combined Plan and Disclosure
Statement must filed and served no later than July 13, 2022, at
4:00 p.m. (prevailing Eastern Time).
Ballots must be submitted electronically, or the Claims and
Balloting Agent must actually receive physical, original Ballots by
mail or overnight delivery, on or before the Voting Deadline, which
is July 13, 2022 at 4:00 p.m. (prevailing Eastern Time).
Counsel and Co-Counsel for the Debtor:
Beverly Weiss Manne, Esq.
Maribeth Thomas, Esq.
Kevin L. Hall, Esq.
TUCKER ARENSBERG, P.C.
1500 One PPG Place
Pittsburgh, PA 15222
Telephone: (412) 566-1212
Facsimile: (717) 232-6802
E-mail: bmanne@tuckerlaw.com
mthomas@tuckerlaw.com
khall@tuckerlaw.com
- and -
Robert J. Dehney, Esq.
Matthew B. Harvey, Esq.
Tamara K. Mann, Esq.
Taylor M. Haga, Esq.
S. Christopher Cundra IV, Esq.
MORRIS, NICHOLS, ARSHT & TUNNELL LLP
1201 N. Market St., 16th Floor, PO Box 1347
Wilmington, DE 19899-1347
Telephone: (302) 658-9200
Facsimile: (302) 658-3989
E-mail: rdehney@morrisnichols.com
mharvey@morrisnichols.com
tmann@morrisnichols.com
thaga@morrisnichols.com
scundra@morrisnichols.com
A copy of the Disclosure Statement and Plan of Liquidation dated
June 15, 2022, is available at https://bit.ly/3HuEM7G from
PacerMonitor.com.
About Tilden Marcellus
Tilden Marcellus, LLC is a Texas limited liability oil and gas
production company, which owns and previously operated certain
working interests in more than 27,000 net leasehold acres within
Potter County and Tioga County, Pa., with over 50 wells previously
in production.
Tilden Marcellus sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. W.D. Penn. Case No. 22-20212) on Feb. 4,
2022. In the petition signed by Jeffrey T. Varsalone, chief
restructuring officer, the Debtor disclosed up to $50 million in
both assets and liabilities.
Judge Gregory L. Taddonio oversees the case.
Morris, Nichols, Arsht and Tunnel, LLP and Tucker Arensberg, PC
serve as the Debtor's lead bankruptcy counsel and local counsel,
respectively. Epiq Corporate Restructuring, LLC is the notice,
claims and balloting agent and administrative advisor.
White Oak Global Advisors, LLC, as the DIP agent and the
prepetition agent, is represented by Davis Polk & Wardwell LLP and
Bowles Rice, LLP.
On June 7, 2022, the Debtor filed a combined disclosure statement
and plan of liquidation.
TPC GROUP: Recovery for Unsecureds Still to Be Determined
---------------------------------------------------------
TPC Group Inc., and its Debtor Affiliates filed with the U.S.
Bankruptcy Court for the District of Delaware a Disclosure
Statement for Joint Chapter 11 Plan dated June 16, 2022.
The Plan is the result of extensive, good-faith negotiations
overseen by the Debtors' independent Special Committee and approved
by the Debtors' board of directors, among the Debtors and a number
of their key economic stakeholders, including the ABL DIP Lender,
the Supporting Noteholders, and the Supporting Sponsors.
The ABL DIP Lender has agreed to provide the Exit ABL Facility on
the terms set forth in the Exit ABL Credit Agreement. The
Supporting Noteholders (who collectively hold, in the aggregate,
approximately 100% of the Term Loan DIP Claims, 88% of the 10.875%
Priming Notes and 78% of the Class 3 10.5% Notes Secured Claims)
and the Supporting Sponsors (who collectively hold, in the
aggregate, approximately 99% of the Class 8 Existing Holdings
Interests) support confirmation of the Plan.
The Plan substantially deleverages the Debtors' balance sheet and
establishes sufficient liquidity to operate the Debtors' business
and execute on a business plan that will provide for a sustainable
and successful enterprise going forward.
The key components of the Plan are as follows:
* Treatment of the ABL DIP Claims consisting of, at the Debtors'
option (with the consent of the Required Supporting Noteholders),
either (i) on a dollar-for-dollar basis, conversion of such ABL DIP
Claims into loans and letter of credit participations under the
Exit ABL Facility or (ii) payment in full in Cash from proceeds of
the Exit ABL Facility;
* Payment in full in Cash of the Term Loan DIP Claims;
* Treatment of 10.5% Notes Secured Claims consisting of the
following:
-- Cash in the amount of $350 million, plus all unrestricted
Cash held by the Debtors on the Effective Date in excess of $50
million, with such excess cash to be reduced by (i) any amounts
drawn and letters of credit issued (whether or not drawn) under the
Exit ABL Facility, and (ii) any reserves and other cash
distribution requirements expressly provided under the Plan;
-- 100% of the New Common Shares, subject to dilution by the
Equity Rights Offering Securities, the Equity Direct Allocation
Securities, the Equity Put Option Securities, the Debt Put Option
Securities (together with the Equity Put Option Securities, the
"Put Option Premium Securities"), and the Management Incentive
Plan;
-- 100% of the Equity Subscription Rights (without
oversubscription rights) to participate in a $165 million new money
equity rights offering to purchase New Common Shares in Reorganized
Holdings, which is backstopped by certain Supporting Noteholders;
-- 100% of the Debt Subscription Rights (without
oversubscription rights) to participate in an $82.5 million debt
rights offering to purchase HoldCo Notes, which is backstopped by
certain Supporting Noteholders; and
-- $80 million in principal amount of the HoldCo Notes (the
"Takeback HoldCo Notes");
* Treatment of General Unsecured Claims in the form of:
-- in the event that Class 4 votes to accept the Plan: 100% of
the GUC Trust Interests (which shall entitle the holders thereof to
their Pro Rata share of (i) Cash in the aggregate amount of $5
million plus (ii) the right to receive an additional $5 million in
Cash in the event that the Reorganized Debtors' 2024 Adjusted
EBITDA exceeds $250 million); provided, that distributions on
account of Allowed 10.5% Notes Deficiency Claims will be waived;
or
-- in the event that Class 4 votes to reject the Plan: no
recovery and all General Unsecured Claims will be discharged
without further notice to, approval of or action by any Person or
Entity;
* Cancellation of all Existing Holdings Interests;
* Exit financing consisting of:
-- the Exit ABL Facility, with a maximum committed amount of
$200 million, subject to a borrowing base;
-- the Exit Notes in the principal amount of $350 million,
which will be fully backstopped by certain Supporting Noteholders;
and
-- the new money HoldCo Notes in the aggregate principal
amount of $150 million, which will be fully backstopped certain
Supporting Noteholders; and
* $202.5 million in new capital, consisting of $135.0 million of
Equity Direct Allocation Securities purchased pursuant the Equity
Direct Allocation and $67.5 million of Debt Direct Allocation
Securities purchased pursuant to the Debt Direct Allocation.
The Disclosure Statement still has blanks as to the estimated
allowed amount and percentage recovery for holders of unsecured
claims.
The Debtors engaged with their stakeholders to secure the terms of
a value-maximizing and consensual reorganization. Specifically, the
Debtors, the members of the Ad Hoc Noteholder Group, and the
Supporting Sponsors negotiated and formulated a restructuring
support agreement that would provide the Debtors with additional
liquidity and exit funding, maximize recoveries to all of the
Debtors' creditors, and allow the Debtors to quickly emerge from
chapter 11 on a consensual basis.
On May 9, 2022, with the support of the Special Committee and the
Board, the Company, the members of the Ad Hoc Noteholder Group, and
the Supporting Sponsors entered into an initial restructuring
support agreement with respect to a transaction that would be
implemented, subject to the Company's obtaining a debtor-in
possession ABL facility either from its existing bank group or from
a new ABL lending source.
The Company successfully negotiated a postpetititon senior secured
superpriority priming asset-based revolving loan facility with
Eclipse Business Capital ("Eclipse"; such facility, the "ABL DIP
Facility"), together with obtaining a commitment from Eclipse to
provide an exit ABL facility at the conclusion of these chapter 11
cases. Thereafter, on May 31, 2022, the Company, the members of the
Ad Hoc Noteholder Group, and the Supporting Sponsors entered into a
superseding Restructuring Support Agreement.
A full-text copy of the Disclosure Statement dated June 16, 2022,
is available at https://bit.ly/3tJkXE4 from PacerMonitor.com at no
charge.
Proposed Attorneys for Debtors:
BAKER BOTTS L.L.P.
James R. Prince
Kevin Chiu
2001 Ross Avenue, Suite 900
Dallas, Texas 75201-2980
Telephone: (214) 953-6500
Facsimile: (214) 953-6503
Email: jim.prince@bakerbotts.com
kevin.chiu@bakerbotts.com
BAKER BOTTS L.L.P.
Scott R. Bowling
30 Rockefeller Plaza
New York, New York 10112
Telephone: (212) 408-2500
Facsimile: (212) 259-2501
Email: scott.bowling@bakerbotts.com
BAKER BOTTS L.L.P.
David R. Eastlake
Lauren N. Randle
910 Louisiana Street
Houston, Texas 77002
Telephone: (713) 229-1234
Facsimile: (713) 229-1522
Email: david.eastlake@bakerbotts.com
lauren.randle@bakerbotts.com
MORRIS, NICHOLS, ARSHT & TUNNELL LLP
Robert J. Dehney
Curtis S. Miller
Daniel B. Butz
Matthew O. Talmo
Brian Loughnane
1201 N. Market Street, 16th Floor
P.O. Box 1347
Wilmington, Delaware 19899-1347
Telephone: (302) 658-9200
Facsimile: (302) 658-3989
Email: rdehney@morrisnichols.com
cmiller@ morrisnichols.com
dbutz@ morrisnichols.com
mtalmo@ morrisnichols.com
bloughnane@ morrisnichols.com
About TPC Group
TPC Group, headquartered in Houston, is a producer of value-added
products derived from petrochemical raw materials such as C4
hydrocarbons, and provider of critical infrastructure and logistics
services along the Gulf Coast. The Company sells its products into
a wide range of performance, specialty and intermediate markets,
including synthetic rubber, fuels, lubricant additives, plastics
and surfactants. With an operating history of more than 75 years,
TPC Group has a manufacturing facility in the industrial corridor
adjacent to the Houston Ship Channel and operates product terminals
in Port Neches, Texas and Lake Charles, Louisiana.
TPC Group Inc. and its subsidiaries sought Chapter 11 protection
(Bankr. D. Del. Lead Case No. 22-10493) on June 1, 2022. TPC
Group estimated assets and debt of $1 billion to $10 billion to $10
billion.
The Hon. Craig T. Goldblatt is the case judge.
Baker Botts L.L.P. is the Debtors' counsel; Morris, Nichols, Arsht
& Tunnell LLP is the co-counsel; Moelis & Company LLC is the
investment banker; and FTI Consulting is the financial advisor.
Simpson Thacher & Bartlett LLP is the special finance counsel.
Kroll Restructuring Administration is the claims agent.
Eclipse Business Capital LLC is advised by Goldberg Kohn Ltd.
Paul Hastings LLP, and Stroock & Stroock & Lavan LLP are serving as
counsel to the Ad Hoc Noteholder Group that supports the Debtors'
restructuring. Evercore Group L.L.C., is the Group's financial
advisor. Young Conaway Stargatt & Taylor, LLP is local counsel
to the Ad Hoc Noteholder Group. The Supporting Noteholders are
funds controlled by FIG LLC and Fortress Capital Finance III(A)LLC,
Monarch Alternative Capital LP., PGIM Inc., Redwood Capital
Management LLC, and Strategic Value Partners LLC.
Milbank LLP, and Pachulski, Stang, Ziehl & Jones are serving as
counsel to an Ad Hoc Group of Non-Consenting Noteholders, led by
Bayside Capital, Inc., and Cerberus Capital Management, L.P.
VERTEX ENERGY: Appoints Alvaro Ruiz as Chief Strategy Officer
-------------------------------------------------------------
Vertex Energy, Inc. has appointed Alvaro Ruiz as chief strategy
officer (CSO), a newly created role, effective June 10, 2022. As
CSO, Mr. Ruiz will lead the development and execution of the
Company's strategy, investor relations and corporate development,
including both organic and inorganic growth initiatives.
Since 2013, Mr. Ruiz has served as the Company's executive vice
president of Corporate Development. During his tenure with the
Company, he has been responsible for identifying, developing, and
executing both strategic commercial and market opportunities,
including the execution of the Mobile refinery acquisition in early
2022. Prior to joining Vertex, Mr. Ruiz held numerous senior
management positions across the equipment manufacturing, telecom,
energy, automotive and environmental services sectors. Mr. Ruiz
will continue to report directly to Benjamin P. Cowart, president
and CEO.
"Alvaro is a valued member of our leadership team, one whose
breadth of commercial, operational and capital markets experience
has been integral to the success of Vertex over the last decade,"
stated Benjamin P. Cowart, president and CEO of Vertex, who
continued, "This promotion is a recognition of his many
contributions to our organization, including the pivotal role he
played in both originating and working to obtain the financing for
our recent acquisition of the Mobile refinery. His appointment
also demonstrates our commitment to retaining key talent with a
proven track record of long-term value creation." "During the past
decade, our team has positioned Vertex to become an energy
transition company of scale, one well-equipped to drive long-term
profitable growth," stated Mr. Ruiz, who continued, "From here, our
focus will turn toward a combination of strategic investments in
high-return organic and inorganic growth opportunities, together
with a continued focus on disciplined balance sheet management.
Given continued strength in refined product margins, we believe we
have ample liquidity to support these strategic priorities, while
ensuring continued balance sheet optionality."
Mr. Ruiz is party to an employment agreement with the Company,
which currently provides for him to be paid $302,000 per year in
compensation, which will continue in effect following his
appointment. Mr. Ruiz is eligible for equity compensation
(including, but not limited to, as bonuses) under the Company's
equity compensation plans, as determined from time to time in the
sole discretion of the Compensation Committee of the Board.
About Vertex Energy
Houston-based Vertex Energy, Inc. is an energy transition company
focused on the production and distribution of conventional and
alternative fuels. Vertex owns a refinery in Mobile (AL) with an
operable refining capacity of 75,000 barrels per day and more than
3.2 million barrels of product storage, positioning it as a leading
supplier of fuels in the region. Vertex is also a processor of
used motor oil, with operations located in Houston and Port Arthur
(TX), Marrero (LA), and Columbus (OH). Vertex also owns a
facility, Myrtle Grove, located on a 41-acre industrial complex
along the Gulf Coast in Belle Chasse, LA, with existing
hydroprocessing and plant infrastructure assets, that include nine
million gallons of storage.
Vertex Energy reported a net loss of $7.66 million for the year
ended Dec. 31, 2021, a net loss of $11.40 million for the year
ended Dec. 31, 2020, and a net loss of $5.49 million for the year
ended Dec. 31, 2019. As of Dec. 31, 2021, the Company had $266.06
million in total assets, $192.55 million in total liabilities,
$43.45 million in total temporary equity, and $30.07 million in
total equity.
VERTEX ENERGY: Appoints James Rhame as Chief Operating Officer
--------------------------------------------------------------
Vertex Energy, Inc. has named energy industry veteran James Rhame
as chief operating officer of the Company, effective June 10, 2022.
Mr. Rhame will succeed John Strickland, who will transition into
the newly created role of vice president, Black Oil Operations,
reporting to Mr. Rhame, while continuing to provide both support
and advisory to the Company.
Mr. Rhame brings more than 40 years of refining and petrochemical
management experience, most recently having served as vice
president and general manager for Motiva Chemical, where he led the
integration of the chemicals business into Motiva Enterprises. Mr.
Rhame spent nearly ten years with Flint Hills Resources, a
wholly-owned subsidiary of Koch Industries, where he served in
various senior leadership positions, including vice president of
Olefins and Polymers. Prior to Flint Hills, Mr. Rhame worked with
Shell for more than 23 years, where he was involved in several
roles supporting its downstream operations, including production
manager of the Port Arthur Motiva Refinery, the largest producer of
fuels and base oils in the United States. Mr. Rhame also provided
managerial support to Shell during their ownership of the Mobile
refinery, which was acquired by Vertex in April 2022.
As COO, Mr. Rhame will oversee all operations of the Company while
working to build Vertex into a leading energy transition business,
equipped to generate sustained, profitable growth. He will report
directly to President and CEO, Benjamin P. Cowart.
"James is a high-caliber addition to our senior leadership team.
His decades of industry experience, commitment to operational
excellence, and proven track record of driving strategic
development initiatives make him the right person to help lead our
business during this next important chapter of growth," stated Mr.
Cowart, "As a former Shell executive familiar with our asset base,
he will provide a wealth of knowledge and a steady hand as we
further integrate the Mobile refinery into our portfolio."
"I am honored to join Vertex as its next COO," stated Mr. Rhame.
"It is a pivotal moment for the organization, a period of
transformation during which we believe we are poised to become a
leading independent refiner and producer of conventional and
renewable products. Our cultural commitment to safety,
accountability and operational excellence, together with our
growing portfolio of high-performance energy transition assets, are
anticipated to position us to win market share across the markets
we serve in the years ahead."
The Company has not entered into an employment agreement with Mr.
Rhame. Accordingly, he is employed as the Company's COO on an
at-will basis. Mr. Rhame's annual salary is $316,000, which is
paid in accordance with the Company's standard payroll practice.
Mr. Rhame is eligible for equity compensation (including, but not
limited to, as bonuses) under the Company's equity compensation
plans, as determined from time to time in the sole discretion of
the Compensation Committee of the Board.
The Company plans to enter into a formal employment agreement with
Mr. Rhame in the future and will file a Current Report on Form 8-K
at such time as it enters into an employment agreement with Mr.
Rhame.
About Vertex Energy
Houston-based Vertex Energy, Inc. is an energy transition company
focused on the production and distribution of conventional and
alternative fuels. Vertex owns a refinery in Mobile (AL) with an
operable refining capacity of 75,000 barrels per day and more than
3.2 million barrels of product storage, positioning it as a leading
supplier of fuels in the region. Vertex is also a processor of
used motor oil, with operations located in Houston and Port Arthur
(TX), Marrero (LA), and Columbus (OH). Vertex also owns a
facility, Myrtle Grove, located on a 41-acre industrial complex
along the Gulf Coast in Belle Chasse, LA, with existing
hydroprocessing and plant infrastructure assets, that include nine
million gallons of storage.
Vertex Energy reported a net loss of $7.66 million for the year
ended Dec. 31, 2021, a net loss of $11.40 million for the year
ended Dec. 31, 2020, and a net loss of $5.49 million for the year
ended Dec. 31, 2019. As of Dec. 31, 2021, the Company had $266.06
million in total assets, $192.55 million in total liabilities,
$43.45 million in total temporary equity, and $30.07 million in
total equity.
VIVAKOR INC: Signs Employment Agreements With Execs
---------------------------------------------------
Vivakor, Inc. entered into that certain executive employment
agreement with each of Matthew Nicosia, chief executive officer,
and Tyler Nelson, chief financial officer, pursuant to the approval
of its Board of Directors and on the recommendation of the Board's
Compensation Committee.
The Nicosia Agreement provides an annual base salary of $375,000,
payable in equal installments and paid every two weeks. The
Nicosia Base Salary will increase by $100,000 upon the Company
earning a total of at least $2,000,000 in Earnings before Interest,
Taxes, Depreciation and Amortization (EBITDA) minus (i) any
unrealized gain (add back any unrealized loss) from marketable
securities, (ii) stock based compensation expense, and (iii) stock
options issued for services ("Adjusted EBITDA") during any calendar
year, and the Nicosia Base Salary will continue to increase in
$100,000 increments for each additional $1,000,000 increase in
EBITDA over $2,000,000 during the Term of this Agreement up to
$675,000 at which time the Nicosia Base Salary will continue to
increase in $20,000 increments for each additional $1,000,000
increase in Adjusted EBITDA over $4,000,000. As an inducement to
continue services going forward, Mr. Nicosia shall receive a cash
signing bonus of $125,000, which shall be paid in a lump sum amount
within 60 days after the Effective Date. Pursuant to the Nicosia
Agreement, Mr. Nicosia may resign at any time with or without Good
Reason, as defined in the Nicosia Agreement. The Company may
terminate the Nicosia Agreement for cause or with 30 days' prior
written notice.
The Nelson Agreement provides an annual base salary of $350,000,
payable in equal installments and paid every two weeks. The Nelson
Base Salary will increase by $100,000 upon the Company earning a
total of at least $2,000,000 in Adjusted EBITDA during any calendar
year, and the Nelson Base Salary will continue to increase in
$100,000 increments for each additional $1,000,000 increase in
EBITDA over $2,000,000 during the Term of this Agreement up to
$650,000 at which time the Nelson Base Salary will continue to
increase in $13,500 increments for each additional $1,000,000
increase in Adjusted EBITDA over $4,000,000. As an inducement to
continue services going forward, Mr. Nelson shall receive a cash
signing bonus of $100,000, which shall be paid in a lump sum amount
within 60 days after the Effective Date. Pursuant to the Nelson
Agreement, Mr. Nelson may resign at any time with or without Good
Reason, as defined in the Nelson Agreement. The Company may
terminate the Nelson Agreement for cause or with 30 days' prior
written notice.
On the Effective Date, Mr. Nicosia received stock options to
acquire 955,093 share of the Company's common stock and Mr. Nelson
received stock options to acquire 917,825 shares of the Company's
common stock. The Stock Options, issued pursuant to the Vivakor,
Inc. 2021 Equity and Incentive Plan, which remains subject to
shareholder approval, will vest over two years and are exercisable
at $1.80 per share, 100% of the closing price of the Company's
common stock on the date of grant.
About Vivakor Inc.
Coralville, Iowa-based Vivakor, Inc., is a clean energy technology
company focused in the area of oil remediation and natural
resources. The company currently focuses on its patented
Remediation Processing Centers that allows for the environmentally
friendly recovery of bitumen (heavy crude) and other hydrocarbons
from the remediation of contaminated soils. It is believed to be
the only remediation system that can clean soils with more than 5%
by weight oil contamination while fully recovering the oil and
leaving the soil fully viable for reuse.
Vivakor reported a net loss attributable to the company of $5.48
million for the year ended Dec. 31, 2021, compared to a net loss
attributable to the company of $2.18 million for the year ended
Dec. 31, 2020. As of March 31, 2022, the Company had $54.82
million in total assets, $18.28 million in total liabilities, and
$36.54 million in total stockholders' equity.
WB BRIDGE HOTEL: Williamsburg Hotel Up for Bankruptcy Sale
----------------------------------------------------------
Emily Fu of Commercial Observer reports that a Brooklyn hotel
project that sought bankruptcy protection back in December 2020 is
now up for bankruptcy sale.
Bidding for the under-construction project at 159 Broadway starts
at $28 million. Plans filed for the site outline a 26-story tower
comprising apartments plus a 235-room hotel.
Rosewood Realty Group has been exclusively engaged to market the
bankruptcy sale. One source said that Rosewood is considering
partnering with the previous owners in a joint venture to
recapitalize the project. Cornell Realty appears to be the owner
per previous reporting
"This is an unmatched opportunity to develop what is potentially
North Brooklyn's best development site," said Greg Corbin, the
president of bankruptcy and restructuring at Rosewood Realty Group.
"With its unbeatable location, unobstructed views of Brooklyn and
Manhattan, a roof deck pool, fitness center, restaurant and bars,
the property will provide extensive cash flow and will be an
immense success."
The previous owners, two LLCs filed as 159 Broadway Member and WB
Bridge Hotel, listed assets and liabilities of $10 million to $50
million, respectively, in a Chapter 11 petition filed in Manhattan.
The Chapter 11 court filing covers a planned 26-story tower at 159
Broadway that includes apartments and a 235-room hotel, according
to Bloomberg.
Located in a qualified opportunity zone, the 130,154 square foot
site includes a 25-year industrial and commercial abatement
program tax abatement. The site is currently in the early stages of
excavation and construction can be resumed immediately.
Secured creditor 159 Broadway 1 LLC has proposed a liquidating plan
for the Debtors. The Plan provides for the sale of the hotel
property, the proceeds of which shall be used to pay claims. The
sale shall be conducted following confirmation of the Plan. The
court-approved bid procedures provide for a bid deadline of July
25, 2022, with an auction date (if necessary) set as July 27, 2022
at 11:00 a.m.
About WB Bridge Hotel
WB Bridge Hotel LLC and 159 Broadway Member LLC are the owners of a
hotel and residential tower project in Brooklyn's hip Williamsburg
neighborhood. The project covers a planned 26-story tower at 159
Broadway in Brooklyn, N.Y., that includes apartments and a 235-room
hotel across the street from the legendary Peter Luger Steakhouse.
The Debtors are affiliated with Hollywood, Fla.-based GC Realty
Advisors LLC. They are also affiliated with 85 Flatbush RHO Mezz
LLC, the owner of the Tillary Hotel Brooklyn, located at 85
Flatbush Extension, Brooklyn, N.Y.
WB Bridge Hotel and 159 Broadway Member sought Chapter 11
protection (Bankr. S.D.N.Y. Lead Case No. 20-23288) on Dec. 21,
2020. The Debtors were each estimated to have $10 million to $50
million in assets and liabilities.
Judge Robert D. Drain oversees the cases.
Robinson Brog Leinwand Greene Genovese & Gluck PC is the Debtors'
legal counsel.
The U.S. Trustee for Region 2 appointed an official committee of
unsecured creditors in the Debtors' Chapter 11 cases. The
committee tapped SilvermanAcampora, LLP, as its legal counsel.
Secured creditor 159 Broadway 1 LLC is represented by KRISS &
FEUERSTEIN LLP.
ZOHAR III: Seeks Plan Confirmation Over Patriarch Objection
-----------------------------------------------------------
Zohar III, Corp., et al., ask the Bankruptcy Court to confirm their
Third Amended Plan despite outstanding objections from Lynn Tilton
and Patriarch Partners.
The chapter 11 cases have been pending for more than four years and
the Debtors are on the precipice of exiting under a chapter 11
plan. The Debtors have proposed a Plan that has been unanimously
accepted by all parties who were eligible to vote on it and
actually did so. After extensive discussions with the Office of
the United States Trustee and the Indenture Trustee, the Debtors
have resolved all potential objections to the Plan that such
parties may have raised.
A singular (and limited) objection to confirmation has been lodged
by the Patriarch Stakeholders. The Debtors assert that Patriarch's
remaining objections should be overruled. The Debtors believe they
have established that all requirements for confirmation of the Plan
have been satisfied. Accordingly, they ask the Court to confirm the
Plan.
"The Patriarch Stakeholders do not wish to stand in the way of
confirmation. The current version of the Plan, however, is no
benign attempt to exit bankruptcy for the noble goal of reducing
costs. Instead, the Plan is a blunt instrument intended to
demolish the Patriarch Stakeholders' right to defend themselves
against litigation claims brought by the Debtors and MBIA seeking
hundreds of millions of dollars in damages," the Patriarch
Stakeholders said in their objections.
"Most significantly, the Plan seeks to transfer the Remaining
Assets and Litigation Claims free and clear of the Patriarch
Stakeholders’ equitable subordination claims. Permitting the
Debtors to wipe out third-party equitable subordination claims
through the free and clear provisions of §§ 363(b) or 1141(c)
would not only sanction an impermissibly broad definition of
Claims, Liens or "interests," it would constitute an unauthorized
non-consensual third-party release by shielding the estates' assets
from equitable subordination claims on appeal."
The Patriarch Stakeholders include, without limitation, Ark Angels,
LLC; Ark Angels II, LLC; Ark Angels III, LLC; Ark Angels VIII, LLC;
Ark Investment Partners II, LP; Ark II CLO 2001-1, Ltd.; LD
Investments, LLC; Lynn Tilton; Octaluna LLC; Octaluna II, LLC;
Octaluna III, LLC; Patriarch Partners, LLC; Patriarch Partners
VIII, LLC; Patriarch Partners, XIV, LLC; Patriarch Partners XV,
LLC; Patriarch Partners Management Group, LLC; Patriarch Partners
Agency Services, LLC; and Zohar Holdings, LLC.
The Debtors, however, ask the Court to overrule Patriarch's
equitable subordination objection.
The Debtors point out, "Patriarch argues that the transfer of the
Debtors’ assets to the Post-Emergence Entities "must be made
subject to the Patriarch Stakeholder’s equitable subordination
claims." As an initial matter, Patriarch concedes that its
"equitable subordinate claims ... are not claims against the
Debtors or liens against their assets" or even interests. Given
that its equitable subordination claims are not claims, liens or
interests against or in the Debtors or their assets, Patriarch
appears to be requesting that the Court create for it an in rem
interest in the Debtors' assets that does not exist today.
However, it offers no authority for such a measure, and the Court
should decline to take that measure."
The Debtors note that the Debtors' assets can be sold and
transferred to the Post-Emergence Entities free and clear of
Patriarch's claims (and any rights attendant to such claims). All
Patriarch is entitled to receive from the Debtors on account of its
claims against them, is what the Plan provides for it -- nothing.
"The Zohar Indentures are the primary contracts governing the
relationship between the Debtors and their principal creditors and
shareholders, including Patriarch. Those documents point to one
inescapable conclusion -- unless the Debtors' Class A Noteholders
are paid in full (which they will not be under the Plan), the
Patriarch parties are not entitled to any recovery from the
Debtors' assets, including the valuable claims against Patriarch
included as part of the Litigation Assets. The Plan, through its
classification and treatment scheme and enforcement of the
subordination and priority of payment provisions of the Zohar
Indentures, implements this result. And Patriarch has not objected
to the classification and treatment of Claims and Interests under
the Plan -- nor can it," the Debtors argue.
Changes in 3rd Amended Plan
Zohar III, Corp., et al., ask the Bankruptcy Court to confirm their
Chapter 11 Plan as modified in the “Third Amended” Plan.
Subsequent to the Debtors' solicitation of votes to approve or
reject the Plan, the Debtors made certain changes to the Plan as
originally solicited in response to informal objections from the
Indenture Trustee and U.S. Bank, as well as in consultation with
the Controlling Party and Controlling Class. The modifications do
not materially and adversely change the treatment provided under
the Plan to any Holder of a Claim or Interest. Indeed, there has
been no substantive changes to the actual distributions that will
be made to creditors under the Plan. Many of the changes are
largely clarifying or technical in nature and concern the means by
which the Post-Effective Entities will conduct themselves, and have
been made in consultation with the creditors who will be the
largest stakeholders in the Post-Effective Entities (the
Controlling Class and Controlling Party). In addition, the Plan as
amended continues to comply with the requirements of sections 1122
and 1123 of the Bankruptcy Code.
A copy of the Third Amended Joint Plan of Liquidation dated June
15, 2022, is available at https://bit.ly/3tKS6iH from
PacerMonitor.com.
Attorneys for the Debtors:
James L. Patton, Jr., Esq.
Robert S. Brady, Esq.
Michael R. Nestor, Esq.
Joseph M. Barry, Esq.
Ryan M. Bartley, Esq.
YOUNG CONAWAY STARGATT & TAYLOR, LLP
1000 North King Street
Wilmington, DE 19801
Telephone: (302) 571-6600
Facsimile: (302) 571-1253
About Zohar III, Corp.
Patriarch Partners, LLC, is a family office/private investment firm
founded by diva of distress Lynn Tilton. Since 2000, through
affiliated investment funds, Tilton has had ownership in and
restructured more than 240 companies with combined revenues in
excess of $100 billion, representing more than 675,000 jobs.
Zohar III, Corp., and its affiliates are investment funds
structured as collateralized loan obligations. Tilton formed
collateralized loan funds -- Zohar I, Zohar II, and Zohar III -- in
2003 to borrow $2.5 billion to buy distressed companies.
Tilton has faced an avalanche of lawsuits, including allegations
from the SEC that her Patriarch Partners improperly valued assets
in its Zohar debt funds and extracted about $200 million in excess
fees from investors.
Zohar CDO 2003-1, Zohar CDO 2003-1 Corp., Zohar II 2005-1, Limited,
Zohar II 2005-1 Corp., Zohar III, Limited, and Zohar III, Corp. --
Zohar Funds -- sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D. Del. Case Nos. 18-10512 to 18-10517) on March 11,
2018. In the petition signed by Lynn Tilton, director, the Debtors
were estimated to have $1 billion to $10 billion in assets and $500
million to $1 billion in liabilities.
Young Conaway Stargatt & Taylor, LLP, is the Debtors' bankruptcy
counsel.
[*] U.S. Bankruptcy Courts to Begin New Chapter 7 Trustee Payments
------------------------------------------------------------------
Bankruptcy courts will begin processing an additional $60 per case
payment to eligible chapter 7 bankruptcy trustees for applicable
cases filed or converted in fiscal year 2021. Applicable cases are
chapter 7 cases filed on or after Jan. 12, 2021, through Sept. 30,
2021, or chapter 11, 12, or 13 cases filed on or after Jan. 12,
2021, that are subsequently converted to chapter 7, on or before
Sept. 30, 2021.
To receive the additional payment, eligible chapter 7 trustees must
certify they have rendered services pursuant to the regulations via
the filing of a "Trustee Services Rendered Pursuant to 330(e)"
event in an individual bankruptcy court's Case
Management/Electronic Case Files (CM/ECF) system. Trustees should
allow time for their local bankruptcy court clerk's office to
process payments before inquiring about payment status.
In accordance with the Bankruptcy Administration Improvement Act of
2020, chapter 7 trustees are eligible to receive additional payment
if they render services in cases filed:
under chapter 7 on or after Jan. 12, 2021, to the end of fiscal
year 2026; or originally filed under chapter 11, 12, or 13, on or
after Jan. 12, 2021, and subsequently converted to chapter 7 on or
before the end of fiscal year 2026.
Subsequent annual payments will be issued after the end of each
applicable fiscal year. Amounts available for payment are
determined annually based on the available balance in the United
States Trustee System Fund and the case count of new chapter 7
filings and cases converted to chapter 7 during that fiscal year.
*********
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
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however, be complete or accurate. The Monday Bond Pricing table
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are not intended to reflect actual trades. Prices for actual
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then-ending.
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