/raid1/www/Hosts/bankrupt/TCR_Public/220729.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Friday, July 29, 2022, Vol. 26, No. 209
Headlines
3I AVI: Seeks to Hire Stinson LLP as Special Patent Counsel
A MEN OF SARASOTA: Wins Interim Cash Collateral Access
A TREME MANAGEMENT: To Seek Plan Confirmation on Aug. 29
ACCURIDE CORP: S&P Downgrades ICR to 'CCC' on Default Risk
ACM DEVELOPMENT: Wellls Fargo Wants Claims Included in Plan
ADLI LAW: Trustee Seeks to Tap Hahn Fife & Company as Accountant
AG PARENT: S&P Affirms 'B-' Issuer Credit Rating, Outlook Positive
ALAMO DRAFTHOUSE: Seeks Dismissal Due to Lack of Funds
ALL YEAR HOLDINGS: Class 3 Unsecured Claims Unimpaired in Plan
ALL YEAR HOLDINGS: Court Approves Disclosure Statement
AMERICAN EAGLE: No Resident Care Concerns, PCO Report Says
ANDREWS FARM: Seeks to Hire William S. Gannon as Legal Counsel
AQUA SHIELD: Asks for Another 90-Day Extension to File Plan
ARCHDIOCESE OF SANTA FE: Seeks Approval to Hire Real Estate Broker
ARCHDIOCESE OF SANTA FE: Taps Fierro & Company as Surveyor
ARMSTRONG FLOORING: AWI Ordered to Release IP for $203M Sale
ARMSTRONG FLOORING: Settles Trademark Dispute With AWI for $1M
AWKNG INC: Gets Interim Cash Collateral Access
AWKNG INC: Seeks Approval to Hire Lansing Roy as Legal Counsel
AWKNG INC: Seeks Approval to Retain CEO
AZUSA PACIFIC: Moody's Rates 2022A/B Refunding Revenue Bonds 'Ba1'
BATH & BODY: S&P Alters Outlook to Stable, Affirms 'BB' ICR
BENJAMIN EYE CARE: Taps Fates Bodily & Parker as Accountant
BLADE GLOBAL: Court Confirms Fourth Amended Plan
BOY SCOUTS: Settles Coed Scouting Trademark Dispute
BRAZOS ELECTRIC: Wants September 1 Plan Exclusivity Extension
BUSINESS CREDIT: Unsecureds Will Get 100% Dividend in Plan
C.L. MAACK: Unsecured Claims to Get 46% Under Plan
CARROLS RESTAURANT: Moody's Cuts CFR to Caa1 & 1st Lien Debt to B1
CATSKILL CASE: Case Summary & 20 Largest Unsecured Creditors
CHARLES DEWEESE: Seeks Cash Collateral Access Thru Aug 29
CHRISTIAN CARE: PCO Taps Greenberg Traurig as Legal Counsel
CHRISTIAN CARE: PCO Taps SAK as Medical Operations Advisor
CNBX PHARMACEUTICALS: Chief Technology Officer Resigns
CORPORATE COLOCATION: Unsecureds to Get 100% Dividend in 36 Months
CORSAMI GROUP: Files Subchapter V Case
DCIJ BEE HIVE: Citizens Community Says Interest Rate Insufficient
DISCOVERY GUARANTOR 2: S&P Assigns 'B-' ICR, Outlook Stable
DLVR INC: Case Summary & 20 Largest Unsecured Creditors
EMPIRE PRIME: Seeks to Hire Joyce W. Lindauer as Legal Counsel
ENVISION HEALTHCARE: Raises $300 Mil. in Newest Debt Move
EVERGREEN ARBORISTS: Seeks to Hire Gabriel Liberman as Counsel
FIRSTENERGY CORP: Directors Fight Over Atty Fees in $180M Deal
FRALEG GROUP: Taps Law Offices of Avrum J. Rosen as Counsel
FRONTIER CHURCH: Files for Chapter 11 to Stop Foreclosure
FROZEN ASSETS: Unsecured Creditors to Get $26K in Plan
FROZEN FOODS: Wins Cash Collateral Access on Final Basis
GAP INC: S&P Alters Outlook to Negative, Affirms 'BB' ICR
GENAPSYS INC: Seeks to Hire Kroll as Administrative Advisor
GENAPSYS INC: Seeks to Hire Richards, Layton & Finger as Counsel
GENAPSYS INC: Taps Lazard Freres & Co. as Investment Banker
GENAPSYS INC: Taps Willkie Farr & Gallagher as Litigation Counsel
GPS HOSPITALITY: Moody's Alters Outlook on 'Caa1' CFR to Negative
HANGER INC: Moody's Puts 'B1' CFR on Review for Downgrade
HEMISPHERE MEDIA: S&P Affirms 'B' ICR, Outlook Stable
ICAN BENEFIT: Trustee Taps Shraiberg Page as Litigation Counsel
IEA INC: Fitch Puts 'B' Rating on Watch Pos. Amid Acquisition
INTERNATIONAL REALTY: Amends Plan to Include Woodmore Unsec. Claim
ION GEOPHYSICAL: Faces Bankruptcy Plan, Sales Pushback
JAX PROPERTIES: Taps Gerald Henberger of Agent Commercial as Broker
K & I BEAUTY: Seeks to Hire Morris Palerm as Legal Counsel
LIQUIGUARD TECHNOLOGIES: Taps Van Horn Law Group as Counsel
LTL MANAGEMENT: Talc Victims Call Claims Estimation Bid Pointless
MAGNOLIA OIL: Moody's Affirms B1 CFR & Alters Outlook to Positive
MESO DELRAY: Taps Bronson Law Offices as Bankruptcy Counsel
NEW MOUNTAIN: Unsecureds to Get 100% Distribution Over 3 Years
OBSIDIAN ENERGY: S&P Assigned 'B-' Issuer Credit Rating
ODONATA LTD: Gets OK to Hire Pick & Zabicki as Bankruptcy Counsel
ODYSSEY CONTRACTING: Appointment of Cardiello as Trustee Approved
OREGON RESEARCH: Case Summary & 20 Largest Unsecured Creditors
ORTIZ A TRUCKING: Unsecureds to Get Share of Income for 3 Years
OVERLOOK ROAD: Seeks to Hire Stanley A. Zlotoff as Legal Counsel
PECOS INN: Case Summary & 11 Unsecured Creditors
POST OAK TX: Plan Exclusivity Extended Until August 15
PWM PROPERTY: SL Green Realty Named Successful Bidder
QHC UPSTATE: 3 of 10 Nursing Homes to Close
REVLON INC: Gets Court Approval to Pay Key Employee Bonuses
RLI SOLUTIONS: Seeks to Hire Calaiaro Valencik as Legal Counsel
RUSSIAN MEDIA: Unsecureds Will Get 10% of Claims in 60 Months
S-TEK 1 LLC: Future Income to Fund Plan Payments
SALINE LODGING: Court Confirms YES's Plan, as Modified
SALINE LODGING: Modifies Treatment of Tri-County Claim
SILVER STATE: Amends Class 2A & 2C Unsecureds' Claims Pay Details
SKAUTO BODY REPAIR: Files Emergency Bid to Use Cash Collateral
SMILE STREET: Seeks to Hire MorrisMargulies as New Counsel
STORCENTRIC INC: Seeks to Hire Jones Walker as Bankruptcy Counsel
STORCENTRIC INC: Taps Force Ten Partners as Financial Advisor
SUNLIGHT RIVER: Gets OK to Tap Josephs Appraisal Group as Appraiser
TAVERN ON LAGRANGE: Unsecureds Will Get 19% of Claims in 60 Months
TEXAS MARINE: Seeks to Tap The Lane Law Firm as Bankruptcy Counsel
UDP LABS: Taps Young Basile Hanlon & MacFarlane as Patent Counsel
VOLUNTEER ENERGY: Asks Court to Extend Exclusivity Thru Nov. 22
VOYAGER DIGITAL: FTC Proposes Joint Bailout Proposal for Customers
VOYAGER DIGITAL: Quinn Emanuel Joins Bankruptcy Team
VOYAGER DIGITAL: Rejects Alameda Buyout Offer
VOYAGER DIGITAL: Says Multiple Parties Interested in Asset Sale
WCP SOLAR: Gets OK to Hire Bach Law Offices as Bankruptcy Counsel
WESTERN AUSTRALIAN: Revenue & Liquidation Proceeds to Fund Plan
WJA ASSET: Creditors to Get Proceeds From Liquidation
ZOHAR FUNDS: Tilton Questioned on Taxes, Investing Fraud Trial
[^] BOOK REVIEW: The Turnaround Manager's Handbook
*********
3I AVI: Seeks to Hire Stinson LLP as Special Patent Counsel
-----------------------------------------------------------
3i AVI, LLC, doing business as Black Widow Imaging, seeks approval
from the U.S. Bankruptcy Court for the Eastern District of Missouri
to employ Stinson, LLP as its special patent counsel.
The Debtor needs a patent counsel to handle its portfolio of
patents used in its business.
Robert Bain, Esq., a partner at Stinson, will be paid at his hourly
rate of $550, plus reimbursement for expenses incurred.
Mr. Bain disclosed in a court filing that the firm is a
"disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.
The firm can be reached through:
Robert M. Bain, Esq.
Stinson, LLP
7700 Forsyth, Ste. 1110
St. Louis, MO 63105
Telephone: (314) 345-7013
Email: Robert.hain@stinson.com
About 3i AVI LLC
3i AVC LLC -- https://blackwidowimaging.com/ -- doing business as
Black Widow Imaging, is an Internet software and services provider
in Wentzville, Mo.
3i AVI, LLC filed for Chapter 11 protection (Bankr. E.D. Mo. Case
No. 22-41053) on April 12, 2022. In the petition signed by Jason
Hauk, managing member, the Debtor disclosed $61,420,000 in total
assets and $159,339 in total liabilities.
Judge Kathy A. Surratt-States oversees the case.
David M. Dare, Esq., at Herren, Dare & Streett and Stinson, LLP
serve as the Debtor's bankruptcy counsel and special patent
counsel, respectively.
A MEN OF SARASOTA: Wins Interim Cash Collateral Access
------------------------------------------------------
The U.S. Bankruptcy Court for the Middle District of Florida, Tampa
Division, authorized the A Men of Sarasota, Inc. to use cash
collateral on an interim basis.
The Debtor is permitted to use cash collateral to pay only the
amounts absolutely necessary to preserve the Debtor's existing
operations pending a further hearing to be held on August 4, 2022,
at 2 p.m.
As adequate protection, each creditor with a security interest in
cash collateral will have a perfected post-petition lien against
cash collateral to the same extent and with the same validity and
priority as the prepetition lien, without the need to file or
execute any document as may otherwise be required under applicable
non bankruptcy law.
The Debtor will maintain insurance coverage for its property in
accordance with the obligations under the loan and security
documents with the Secured Creditor.
A copy of the order is available at https://bit.ly/3vlqFNm from
PacerMonitor.com.
About The A Men of Sarasota, Inc.
The A Men of Sarasota, Inc. sought protection from Chapter 11 of
the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 22-02849) on
July 15, 2022. In the petition signed by Nicholas J. Angelastro,
president, the Debtor disclosed up to $500,000 in assets and up to
$500 million in liabilities.
Judge Catherine Peek McEwen oversees the case.
Jake C. Blanchard, Esq., at Blanchard Law, PA is the Debtor's
counsel.
A TREME MANAGEMENT: To Seek Plan Confirmation on Aug. 29
--------------------------------------------------------
Judge Meredith S. Grabill has entered an order approving the
Disclosure Statement of A Treme Management, LLC.
An evidentiary hearing on confirmation of the Plan will be held on
Monday, Aug. 29, 2022, at 10:00 a.m.
Monday, Aug. 22, 2022, is fixed as the last day for filing and
serving written objections to confirmation of the Plan.
Debtors' counsel is to tabulate the acceptances and/or rejections
of the Plan, certify the Tabulation of Ballots, and file the
Tabulation of Ballots into the record by Thursday, August 25, 2022.
Monday, Aug. 15, 2022, is fixed as the deadline for filing claims
against the Debtor.
Monday, Aug. 22, 2022, is fixed as the last day for serving
acceptances or rejections of the Plan.
Reorganization Plan
According to the First Amended Disclosure Statement, A Treme
Management, LLC's Plan provides for the continuation of the
Debtor's business operations.
The Plan provides for the full payment of Administrative Claims on
the later of the Effective Date, ten days after the date the Claim
is Allowed or the time that the Allowed Claim is due in accordance
with terms and conditions of governing documents.
The Plan provides that the Debtor's only secured creditor,
BankPlus, will be provided an Allowed Secured Claim and an
unsecured deficiency claim, if any, for the balance of the amount
owed, a secured claim to the extent of the value of the collateral
securing its claim and an unsecured deficiency claim to the extent
of any remaining debt. The Debtor may object to BankPlus' Claim as
to any alleged deficiency amount. Any deficiency amount of
BankPlus' Claim will be treated to the extent allowed by the Court
as a Class 2 General Unsecured Claim. As to its allowed secured
claim, BankPlus shall be fixed and allowed as of the Effective Date
in the amount remaining outstanding on BankPlus Note 1 and BankPlus
Note 2, in the approximate amount of $300,000 on BankPlus Note 1
and f $125,000 on BankPlus 2, for an aggregate amount of $ 425,000,
plus accruing interest, and any late fees and expenses that are
due. Debtor's two loans (BankPlus Note 1 and BankPlus Note 2)
(hereinafter sometimes both notes) with First Bank & Trust will be
reinstated upon confirmation of debtor's chapter 11 plan and debtor
will resume making regular monthly mortgage payments, as is
reflected in Note 1 and Note 2, which monthly payments currently
aggregate $3,098.07, subject to any interest rate change on Note 1
or Note 2, as is shown on said notes. Both notes will retain their
demand feature, which provides that either note is payable in full
on demand of the holder. Both notes will survive confirmation and
will continue to be binding obligations of the Debtor after
confirmation and discharge.
The Plan provides that the Debtor's only secured creditor,
BankPlus, will be provided an Allowed Secured Claim and an
unsecured deficiency claim, if any, for the balance of the amount
owed, a secured claim to the extent of the value of the collateral
securing its claim and an unsecured deficiency claim to the extent
of any remaining debt.
General Unsecured Creditors will receive payments in the total
amount of 0% of such creditors allowed claim in quarterly payments
over a period of 7 years, which includes interest at the rates.
The Plan provides that Existing Equity Interests receive no
distributions under the Plan. The Holders of said Existing Equity
Interests are to retain their Interests in the Debtor, but do not
receive any distributions from the Reorganized Debtor unless and
until all payments under the Plan are complete.
The Debtor estimates that there exist approximately 0 Unsecured
Claims in Class 2.
On or before the Effective Date, it is expected that the Debtor
will have sufficient Cash available to fund payments required to be
made at that time under the Plan. The Debtor will have an estimated
$9,758.59 cash on hand, that together with a positive cash flow
will provide the Debtor sufficient cash to fund Plan payments.
Attorney for the Debtor:
Derek Terrell Russ, Esq.
BANKRUPTCY CENTER OF LOUISIANA
700 Camp Street
New Orleans, LA 70130
Tel: (504) 522-1717
Fax: (504) 522-1715
E-mail: derekruss@russlawfirm.net
A copy of the Order dated July 22, 2022, is available at
https://bit.ly/3J5SZss from PacerMonitor.com.
A copy of the First Amended Disclosure Statement dated July 22,
2022, is available at https://bit.ly/3RYojO4 from
PacerMonitor.com.
About A Treme Management
A Treme Management, LLC, a company that operates a commercial
business, filed its voluntary petition for relief under Chapter 11
of the Bankruptcy Code (Bankr. E.D. La. Case No. 21-11418) on Dec.
9, 2021. Judge Meredith S. Grabill oversees the case.
The Debtor is represented by Derek Terrell Russ, Esq., at
Bankruptcy Center of Louisiana.
ACCURIDE CORP: S&P Downgrades ICR to 'CCC' on Default Risk
----------------------------------------------------------
S&P Global Ratings lowered its issuer credit rating on Accuride
Corp. to 'CCC' from 'CCC+'. At the same time, S&P lowered its
issue-level rating on the company's first-lien term loan due
November 2023 to 'CCC' from 'CCC+' and revised its recovery rating
to '4' from '3' following its recent upsizing of its ABL facility.
The '4' recovery rating indicates its expectation for average
(30%-50%; rounded estimate:45%) recovery in the event of a
default.
The negative outlook indicates that S&P could lower the ratings
within the next 12 months if Accuride does not make tangible
progress toward refinancing its ABL and it sees heightened
likelihood of a default event, including a distressed exchange.
Upcoming debt maturities pose refinancing risks.This includes its
recently upsized $168.3 million ABL (about $112.4 million
outstanding as of March 2022) and a $365 million first-lien term
loan (about $348 million currently outstanding as of March 2022).
S&P said, "We believe refinancing risk increases as time passes
because capital markets have become less accommodating due to
rising interest rates and an uncertain economic outlook. We believe
the company will face challenges in refinancing both its ABL and
its term loan prior to maturity."
S&P said, "We expect elevated leverage throughout our forecast
period.The company continues to face higher operating costs despite
achieving fiscal 2021 revenue growth of 45%. While truck and
trailer builds improved and positively affected sales, most of the
increase in revenue was a result of passing through higher raw
material and freight costs to its customers. Accuride's gross
margin continues to be pressured by higher material and shipping
costs, which in turn causes the company's EBITDA margin percentage
to remain flat. We expect Accuride will continue working with its
suppliers to manage input cost increases and to work with its
customers to pass through those increases. However, we believe its
EBITDA margin will remain flat through our forecast period and will
result in sustained elevated leverage. Therefore, we forecast debt
to EBITDA near 13x in 2022 and 2023, and S&P Global
Ratings'-adjusted EBITDA margins in the mid-single-digit percent
area throughout the forecast period.
"We continue to assess Accuride's liquidity as less than adequate.
Accuride recently upsized its ABL to $168.3 million from $145
million to better support its operations. Despite the increased
borrowing capacity, we expect total sources divided by uses to be
0.34x over the next 12 months, and absent a credible refinancing
plan for its ABL facility, a liquidity crisis in the near future
seems plausible.
"The negative outlook reflects our view that we could lower the
rating within the next 12 months if Accuride does not make
significant timely progress in refinancing its debt facilities. It
incorporates our view that Accuride's current capital structure is
unsustainable, and that it may face challenges refinancing its debt
facilities."
S&P could lower the ratings over the next six months if:
-- Accuride does not make timely tangible progress toward
refinancing its ABL and/or term loan, and we saw a heightened
likelihood of a default event, including distressed exchange; or
-- Accuride announced or pursued a restructuring or a debt
exchange that S&P viewed as distressed or took any other action it
viewed as a selective default.
S&P could revise the outlook to stable if:
-- The company refinances its debt facilities and we no longer
believe the company will likely default through a distressed
exchange offer or a conventional default over the subsequent 12
months; or
-- Alternatively, S&P could revise the outlook to developing if
Accuride presents a credible refinancing plan for its debt
facilities and continues to meet other continuing obligations, such
as interest payments.
ESG credit indicators: E-2, S-2, G-3
Governance factors are a moderately negative consideration in our
credit rating analysis of Accuride Corp. S&P views the controlling
ownership by its founders as demonstrating corporate
decision-making that prioritizes the interests of the controlling
owners over other shareholders.
ACM DEVELOPMENT: Wellls Fargo Wants Claims Included in Plan
-----------------------------------------------------------
Wells Fargo Bank, N.A. and Wells Fargo Vendor Financial Services,
LLC filed an objection to ACM Development, LLC's Disclosure
Statement and Plan.
Wells Fargo Bank has filed a Proof of Claim as a secured creditor,
Claim 12-1. Wells Fargo Vendor Financial Services, LLC has filed
a Proof of Claim regarding copier leases, Claim No. 11-1.
Wells Fargo and Wells Fargo Financial point out that the Debtor has
not objected to the Proofs of Claim and has not treated them
appropriately in the proposed Plan.
Wells Fargo and Wells Fargo Financial further point out that the
Plan proposes an extended period of time to file Objections to
Claims, after Confirmation adversely impacting the ability to
determine how to proceed and whether or not for or against the Plan
of Reorganization matters. It is uncertain at this time what the
treatment would be of the creditor's claims.
Attorneys for Wells Fargo Bank, N.A. and Wells Fargo Vendor
Financial Services, LLC:
Arthur C. Neiwirth, Esq.
QUINTAIROS, PRIETO, WOOD & BOYER, P.A.
2400 East Commercial Blvd., Suite 520
Ft. Lauderdale, FL 33308
Tel: (954) 523-7008
Fax: (954) 523-7009
E-mail: aneiwirth@qpwblaw.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.
ADLI LAW: Trustee Seeks to Tap Hahn Fife & Company as Accountant
----------------------------------------------------------------
Gregory Jones, the trustee appointed in the Chapter 11 case of Adli
Law Group PC, seeks approval from the U.S. Bankruptcy Court for the
Central District of California to employ Hahn Fife & Company, LLP
as accountant.
Hahn Fife will render these services:
(a) perform any necessary tax and advisory work required for
the estate;
(b) review and analyze the Debtor's activity during and prior
to the bankruptcy filing;
(c) provide such other forensic accounting services as
requested by the trustee;
(d) assist in the formulation, preparation and confirmation of
a plan of reorganization; and
(e) review financial documents.
The firm's hourly rates range from $80 for staff to $470 for
partner.
In addition, the firm will seek reimbursement for expenses
incurred.
Donald Fife, a certified public accountant and a partner at Hahn
Fife & Company, disclosed in a court filing that the firm is a
"disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.
The firm can be reached through:
Donald T. Fife, CPA
Hahn Fife & Company, LLP
790 E. Colorado Bl., 9th Floor
Pasadena, CA 91101
Telephone: (626) 792-0855
Facsimile: (626) 270-5701
Email: dfife@hahnfife.com
About Adli Law Group
Adli Law Group, PC, a full-service law firm in Los Angeles, filed a
petition for Chapter 11 protection (Bankr. C.D. Cal. Case No.
21-18572) on Nov. 10, 2021, listing $4,552,705 in assets and
$4,538,284 in liabilities. Dariush G. Adli, president, signed the
petition.
Judge Sheri Bluebond oversees the case.
The Debtor tapped Dean G. Rallis Jr., Esq., at Hahn & Hahn, LLP, as
legal counsel and Armanino, LLP as financial advisor.
On March 4, 2022, Gregory K. Jones was appointed as Subchapter V
trustee. Levene, Neale, Bender, Yoo & Golubchik LLP; Armanino, LLP;
and Hahn Fife & Company, LLP serve as the trustee's legal counsel,
financial advisor, and accountant, respectively.
AG PARENT: S&P Affirms 'B-' Issuer Credit Rating, Outlook Positive
------------------------------------------------------------------
S&P Global Ratings affirmed its 'B-' issuer credit rating on AG
Parent Holdings LLC. The outlook remains positive. S&P also
affirmed its 'B-' issue-level rating on the company's first-lien
term loan and revolver and its 'CCC' issue-level rating on its
second-lien term loan.
The positive outlook reflects the strong profitability of the
business and the potential that we will raise our rating in the
next 12 months if the company achieves and sustains adjusted
leverage below 7x and annual FOCF generation (excluding gains from
net working capital inflows) in excess of 3% of its debt.
AG Parent, the parent company of ArisGlobal Holdings LLC, a
relatively small company which specializes in pharmacovigilance
reporting services (about 80% of revenue) experienced about 300
basis points (bps) of margin compression in 2021 primarily due to
higher labor costs. S&P expects a further 150 bps of margin
compression in 2022.
S&P said, "We see the potential for an upgrade as delayed by
pressure on EBITDA margins in 2021, stemming from higher labor
costs, particularly in India. We expect certain one-time costs and
heightened R&D spending to contribute to margin pressure in 2022.
That said, we see elevated potential for an upgrade within the next
12 months, given our expectation for deleveraging from 7.3x in 2021
to about 6.4x in 2022, and for the company to generate and maintain
free cash flow in excess of 6% of debt in 2022 helped by
still-above-average EBITDA margins (near 30%) and due to strong
revenue growth. We expect EBITDA margins to improve to above 30% in
2023, as one-time expenses subside and more favorable labor market
conditions improve retention.
"Given a strong competitive position in pharmacovigilance reporting
services (about 80% of revenue), a clear trend of market share
gains, and strong bookings, we expect ArisGlobal to improve its
financial performance and debt leverage over the next year. We
expect ArisGlobal will gradually improve its leverage and cash flow
metrics as it increases its revenue. We view ArisGlobal's
regulatory, clinical, and medical affairs segments as more
vulnerable to competition given the more fragmented and competitive
landscapes in those markets. Given recent capital spending in these
areas, we see additional upside potential from the company
cross-selling its regulatory, clinical, and medical affairs
products, to customers of its pharmacovigilance services.
"ArisGlobal remains vulnerable to intensifying competition and
changes to the regulatory environment. We believe ArisGlobal's
revenue growth and expanding customer base reflect the superiority
of its pharmacovigilance reporting services. However, Oracle Corp.,
the company's primary competitor in this business, and Veeva
Systems Inc., a leader in the clinical space, have greater
financial resources available than ArisGlobal. We believe high
switching costs constrain ArisGlobal's expansion but also protect
the market share gains it has already secured. We view an
intensification of competition in the safety segment as the
greatest risk to the company's performance. As cloud-based
platforms mature, we believe switching costs will decline and
price-based competition may intensify. In addition, operational
challenges that damage the business's reputation regarding quality
or security could disrupt the business. Although unlikely in the
near term, regulatory changes that simplify safety reporting
requirements (e.g., the international harmonization of data
requirements) could reverse the trend towards outsourcing these
services or intensify pricing pressures.
"Financial sponsor owners could erode credit measures in the
pursuit of debt-funded acquisitions. Given the company's proactive
reduction of debt in 2020 and 2021, we expect leverage will
generally fluctuate in the 5x-7x range in 2023 and beyond and we
don't forecast any specific acquisitions or shareholder
distributions in our base case over the next two years. That said,
ArisGlobal's financial sponsor owners could pursue a more
aggressive financial policy than contemplated in our base case,
particularly as acquisition multiples become more attractive. We
would view leverage above 7x, as more consistent with the 'B-'
rating, than an upgrade to 'B'.
The company operates in a niche industry and its multi-tenant
LifeSphere software platform competes with those of much larger
companies with greater financial resources and a broader array of
products and services. The company splits its operations between
four divisions: safety (about 80% of 2021 revenue), regulatory
(10%), clinical, and medical affairs. The company specializes in a
narrower segment than most rated peers. S&P said, "We view an
intensification of competition in the safety segment as the
greatest risk to the company's performance. Similarly, a
cybersecurity incident that erodes trust in the software vendor
could meaningfully hurt customer retention. We view ArisGlobal's
regulatory, clinical, and medical affairs segments as more
vulnerable to competition given the more fragmented competitive
landscapes in those industries."
S&P said, "The positive outlook on ArisGlobal reflects the strong
profitability of its business and elevated potential that we will
raise our rating in the next 12 months if the company achieves and
maintains S&P Global Ratings-adjusted leverage of less than 7x
while sustaining annual FOCF generation (excluding gains from net
working capital inflows) in excess of 3% of its debt.
"We could raise our rating on ArisGlobal in the next 12 months if
we expect it to achieve and maintain adjusted leverage of below 7x
and sustain annual FOCF generation (excluding net working capital
sources of cash) in excess of 3% of its debt. We would also need
greater visibility around EBITDA margin stability and financial
policy.
"We could revise our outlook on ArisGlobal to stable if we expect
its FOCF to debt to be below 3% (excluding net working capital
sources of cash) or anticipate its leverage will generally remain
above 7x. This could occur due to a more aggressive financial
policy involving debt-financed acquisitions or dividends.
"Alternatively, we could revise the outlook to stable if we expect
EBITDA margins to continue contracting beyond 2022. This could
occur due to operational headwinds, such as those stemming from
intensified competition, an unexpected loss of clients, operational
disruptions that undermine the company's reputation, and/or changes
to regulatory requirements that simplify the safety reporting
process (e.g., the international harmonization of data
requirements)."
ESG credit indicators: E-2, S-2, G-3
ALAMO DRAFTHOUSE: Seeks Dismissal Due to Lack of Funds
------------------------------------------------------
Former dine-in movie theater chain Alamo Drafthouse Cinemas has
asked a Delaware bankruptcy judge for permission to end its Chapter
11 case with a payment of priority claims, saying it lacks the
assets to draw up a bankruptcy-exit plan or provide anything for
its unsecured creditors.
In a motion filed Thursday, June 21, 2022, Alamo said it had no
prospects of putting together a Chapter 11 plan and that continuing
the case would only serve to waste what little assets it has left
on bankruptcy costs and fees.
The Debtors and ALMO Holdings, LLC, the purchaser, worked
diligently from the outset of these Chapter 11 Cases to formulate
and close a sale of substantially all of the Debtors' assets to
preserve the Debtors’ business as a going concern, save thousands
of jobs, and maintain a movie theater business upon which hundreds
of vendors and landlords could continue to depend.
The sale of substantially all of the Debtors' assets closed on May
28, 2021, resulting in the satisfaction of the Debtors' obligations
under the DIP Financing, the Purchaser's agreement to satisfy
certain administrative expense claims, the hiring of the Debtors'
employees to continue operations and the payment or assumption of
certain other liabilities.
Although the Sale proceeds were sufficient to repay the DIP
Facility, the Debtors commenced the Chapter 11 Cases with
approximately $111 million in secured prepetition indebtedness.
Given the extent of the Prepetition Lenders' liens and the
magnitude of their deficiency claim, any value received by the
Debtors' estates on account of Remaining Assets would redound to
the benefit of the Prepetition Lenders, unless they agree
otherwise. Accordingly, there is no reasonable prospect of
distributions from any Debtor's estate to any holders of
prepetition unsecured claims against the Debtors (other than
prepetition claims afforded administrative priority under Section
503(b) of the Bankruptcy Code), and the estates do not and will not
have available funds to fully satisfy priority claims that have
been asserted against them, or partially satisfy general unsecured
claims that have been asserted against them.
The Debtors have explored various options to conclude these Chapter
11 Cases, and believe, after making appropriate considerations,
that a dismissal of these Chapter 11 Cases is the most expeditious
and cost-effective mechanism to wind down the Debtors' affairs. In
reaching this conclusion, the Debtors determined that a dismissal
would not negatively impact creditors (as compared to a chapter 11
plan or conversion to chapter 7) because there are no remaining
assets of any value available for distributions to unsecured
creditors and insufficient funds to support the administrative
costs of pursuing anything but a prompt exit from bankruptcy.
The Debtors are unable to pursue a confirmable chapter 11 plan
because they do not have sufficient assets available to pay all
administrative and priority creditors in full, nor a credible path
to securing a non-insider, impaired consenting class.
About Alamo Drafthouse
The Alamo Drafthouse Cinema -- https://www.drafthouse.com/ -- is an
American cinema chain founded in 1997 in Austin, Texas, that is
famous for its strict policy of requiring its audiences to maintain
proper cinema-going etiquette. Known for offering full meal and
alcohol service at its theaters, the company also operates a movie
merchandise store and an annual genre film festival, Fantastic
Fest. Alamo Drafthouse had 41 locations as of March 31, 2021, with
23 of those locations ran by franchisees.
Alamo Drafthouse Cinemas Holdings, LLC and 33 affiliated companies
filed Chapter 11 petitions (Bankr. D. Del. Lead Case No. 21-10474)
on March 3, 2021. Alamo Drafthouse was estimated to have $100
million to $500 million in assets and liabilities as of the
bankruptcy filing.
The Hon. Mary F. Walrath is the case judge.
The Company tapped Young Conaway Stargatt & Taylor LLP as
bankruptcy counsel and Portage Point Partners as its financial
adviser. The Debtor tapped Houlihan Lokey Capital as its
investment banker, led by Russell Mason, director in the firm's
Financial Restructuring Group. Epiq Corporate Restructuring, LLC,
is the claims agent.
* * *
In May 2021, Bankruptcy Judge Mary F. Walrath authorized Alamo
Drafthouse Cinemas Holdings, LLC, and its affiliated debtors to
sell substantially all assets to ALMO Holdings, LLC. The aggregate
consideration for the purchased assets consists of a credit bid of
the DIP Loans (including the deemed term "roll up" of up to $26
million of Loans under the Credit Agreement) as well as the
assumption of liabilities. ALMO was formed by creditors led by
private equity firm Altamont Capital Management and investment
manager Fortress Investment Group.
ALL YEAR HOLDINGS: Class 3 Unsecured Claims Unimpaired in Plan
--------------------------------------------------------------
All Year Holdings Limited submitted a Second Amended Disclosure
Statement explaining its Chapter 11 Plan of Reorganization.
Following a robust sales and marketing effort, the Debtor entered
into an Investment Agreement, dated March 11, 2022, with Paragraph
Partners LLC (the "Sponsor"), among others, to implement a
comprehensive restructuring of the Debtor and present a path
forward for the Debtor's successful emergence from chapter 11. The
Investment Agreement is the cornerstone of, and is to be
implemented pursuant to, the Plan.
The Investment Agreement provides that, in exchange for one hundred
percent of the equity of the reorganized Debtor, the Sponsor will
contribute $60,000,000 to the Debtor, which is comprised of (a)
$40,000,000 in cash and (b) promissory notes in the aggregate
amount of $20,000,000. The amount of (i) the promissory notes will
increase to $22,000,000 and (ii) the cash contribution may increase
by an additional $200,000, if the Sponsor, or an affiliate of the
Sponsor, consummates a transaction involving the William Vale
hotel.
Importantly, as part of the Investment Agreement, the Sponsor has
agreed to assume all unsecured claims against the Debtor other than
the Claims of holders of the Debtor's various series of notes (the
"Notes" and the holders thereof, "Noteholders") and certain other
discrete categories of Claims set forth therein. The Notes Trustee
is a party to certain provisions of the Investment Agreement and
has preliminarily consented to the Debtor's entry into the
Investment Agreement.
The rights of holders of any Class 1 Priority Non-Tax Claims, Class
2 Other Secured Claims, and Class 3 General Unsecured Claims are
Unimpaired under the Plan. The holders of Class 5 Subordinated
Securities Claims and Class 6 Equity Interests are not entitled to
receive or retain any property under the Plan and are, therefore,
deemed to reject and not entitled to vote on the Plan.
Accordingly, only holders of Class 4 Remaining Unsecured Claims are
Impaired and entitled to vote on the Plan. The class is projected
to have a recovery of approximately 11% to 17%. Class 4 is
comprised of the holders of any Noteholder Claims, Subsidiary Plan
Administrator Claims, and Non-Securities Indemnity Claims. The
Plan provides for material recoveries to the holders of Allowed
Claims in Class 4 (Remaining Unsecured Claims) in the form of Cash,
New Notes, and any potential recoveries on account of certain
Causes of Action that have been preserved for the benefit of
holders of Allowed Class 4 Claims.
The Debtor commenced the Israeli Recognition Proceeding, with the
consent of the JPLs and the approval of the BVI Court, in
furtherance of its efforts to achieve a global resolution of Claims
against, and Interests in, the Debtor, including with respect to
the Debtor's various series of Israeliissued Notes. Because the
Notes were issued by the Debtor on the Tel Aviv Stock Exchange
("TASE"), the Debtor is obligated to comply with certain reporting
requirements under applicable Israeli law, including, without
limitation, reporting obligations related to insolvency
proceedings, debt settlements, mergers or acquisitions, and company
actions outside of the ordinary course of business, and is subject
to the other Israeli laws applicable to reporting companies,
including the Israeli Insolvency and Financial Rehabilitation Law
5778-2018. The Debtor has been advised that, under the applicable
provisions of the Insolvency and Financial Rehabilitation Law
5778-2018, a company must seek approval of the applicable Israeli
court in order to present a debt settlement or plan of
reorganization to its creditors for approval. The Debtor further
understands that the Insolvency and Financial Rehabilitation Law
requires any debt settlement or plan of reorganization be approved
by the company's creditors at a meeting(s) of such creditors
convened in the manner approved by the Israeli court. Accordingly,
as the Debtor is a reporting company in Israel, the Debtor
determined that it was necessary to commence the Israeli
Recognition Proceeding to obtain court approval to convene a
Noteholder meeting to vote on the Plan and the Investment Agreement
(the "Noteholder Meeting") to comply with applicable Israeli
securities laws. Following confirmation of the Plan, the Debtor
intends to also seek recognition of the Plan and the Confirmation
Order in the Israeli Recognition Proceeding.
In addition, the Debtor is seeking authority from the BVI Court to
implement a plan of arrangement (the "BVI Plan of Arrangement")
following which, and subject to the occurrence of the Plan
Effective Date, among other things, (i) the existing Equity
Interests in the Debtor will be cancelled, and (ii) one hundred
percent of the equity in the Reorganized Debtor will be held by the
Sponsor. A hearing before the BVI Court on the Debtor's application
to approve the BVI Plan of Arrangement is scheduled for July 21,
2022. Approval of the terms of the Plan by each of the Israeli
Court and the BVI Court are conditions to closing under the
Investment Agreement.
In developing the Plan, the Debtor gave due consideration to
various exit alternatives and engaged in significant discussions
and negotiations with representatives of the Noteholders, the Notes
Trustee, and other parties in interest. The Debtor also conducted
a careful review of the operations of its direct and indirect
non-debtor subsidiaries, its prospects as an ongoing business,
financial projections developed by management, and estimated
recoveries in a liquidation scenario, and concluded that recoveries
to the Debtor's creditors will be maximized under the Plan. The
Debtor believes that its business and assets have significant value
that would not be realized in a liquidation, either in whole or in
substantial part. Consistent with the liquidation analysis,
appraisals, and other analyses prepared by the Debtor with the
assistance of its advisors, the value of the Debtor is
substantially greater as a going concern than in a liquidation.
The Debtor believes that any alternative to confirmation of the
Plan would result in significant delays, litigation, and additional
costs, which would ultimately lower the recoveries for all holders
of Allowed Claims.
The Estimated Date for Obtaining BVI Court Approval of Plan of
Arrangement will be on July 29, 2022.
The Deadline for Debtor to Submit Opening Brief, Declarations and
Other Affirmative Evidence in Support of Plan Confirmation will be
on August 29, 2022 at 5:00 p.m. (Eastern Time).
The Plan Supplement Filing Deadline will be on September 12, 2022.
The Plan Voting Deadline will be on September 19, 2022 at 5:00 p.m.
(Eastern Time).
The Deadline to Submit Objections, Declarations and Other Evidence
in Opposition to Confirmation will be on September 19, 2022 at 5:00
p.m. (Eastern Time).
The Deadline to Submit Reply and Rebuttal Evidence in Response to
Plan Objections will be on September 29, 2022 at 5:00 p.m. (Eastern
Time).
The Plan Confirmation Hearing will be on October 6, 2022 at 10 a.m.
(Eastern Time).
The Estimated Date for Obtaining Israeli Court Recognition of Plan
and Confirmation Order will be on October 13, 2022.
The BVI Hearing to Approve Termination of JPL Appointment will be
on October 17, 2022.
The Target Plan Effective Date / Closing Date will be on October
20, 2022.
Attorneys for the Debtor:
Gary T. Holtzer, Esq.
Matthew P. Goren, Esq.
WEIL, GOTSHAL & MANGES LLP
767 Fifth Avenue
New York, New York 10153
Telephone: (212) 310-8000
Facsimile: (212) 310-8007
A copy of the Disclosure Statement dated July 20, 2022, is
available at https://bit.ly/3cmJads from PacerMonitor.com.
About All Year Holdings Limited
All Year Holdings Limited is a real estate development company
founded by American real estate developer Yoel Goldman. It operates
as a holding company, which, through its direct and indirect
subsidiaries, focuses on the development, construction,
acquisition, leasing and management of residential and commercial
income producing properties in Brooklyn, N.Y. The company's
portfolio includes 1,648 residential units and 69 commercial units
in Bushwick, Williamsburg, and Bedford-Stuyvesant.
All Year Holdings sought Chapter 11 bankruptcy protection (Bankr.
S.D.N.Y. Case No. 21-12051) on Dec. 14, 2021. At the time of the
filing, the Debtor listed $1 billion to $10 billion in assets and
liabilities. Judge Martin Glenn oversees the case.
Weil, Gotshal & Manges LLP, led by Matthew Paul Goren, Esq., is the
Debtor's bankruptcy counsel while Koffsky Schwalb, LLC and Bartov &
Co. serve as special counsels. Donlin Recano & Company, Inc. Is the
Debtor's administrative agent.
On Dec. 16, 2021, the Debtor filed an application under the laws of
the British Virgin Islands with the Eastern Caribbean Supreme Court
in the High Court of Justice, Commercial Division Virgin Islands
(the "BVI Court") seeking the appointment of Paul Pretlove and
Charlotte Caulfield of Kalo (BVI) Limited as joint provisional
liquidators under the applicable provisions of the BVI Insolvency
Act 2003 (the "BVI Proceeding"). The BVI Court entered an order
appointing the JPLs on December 20, 2021 (the "JPL Order").
In addition, on April 14, 2022, with the consent of the JPLs and
the approval of the BVI Court, the Debtor commenced a proceeding in
the District Court of Tel Aviv – Yafo for recognition of the
Chapter 11 Case as a foreign main proceeding under the applicable
provisions of Chapter I, Part C of the Insolvency and
Rehabilitation Law 5778-2018. The Israeli Court entered an order
recognizing the Chapter 11 Case on May 4, 2022.
ALL YEAR HOLDINGS: Court Approves Disclosure Statement
------------------------------------------------------
Judge Martin Glenn has entered an order approving the Disclosure
Statement of All Year Holdings Limited.
The Plan confirmation hearing shall be held on November 2, 2022 at
10:00 a.m. (Eastern Time), which hearing may be adjourned at the
request of the Debtor.
Any objections with respect to the Plan, together with any
declarations and/or other evidence in opposition to the Plan, must
be filed and served no later than October 7, 2022 at 5:00 p.m.
(Eastern Time).
Replies and any rebuttal evidence in response to any Objections
must be filed and served by October 19, 2022 at 5:00 p.m. (Eastern
Time) or, if the Confirmation Hearing is adjourned by the Court,
the date which is not less than 7 days prior to the Confirmation
Hearing.
All briefing and evidence, including trial exhibits, must be
submitted to the Court no later than October 26, 2022 at 5:00 p.m.
(Eastern Time).
The Debtor shall file its opening brief together with any
declarations and/or any other affirmative evidence in support of
Plan confirmation by September 16, 2022 at 5:00 p.m. (Eastern
Time).
The Debtor shall file the Plan Supplement no later than 7 days
prior to the Voting Deadline.
Each general Ballot must be properly executed, completed, and
delivered to the Voting Agent no later than October 7, 2022 at 5:00
p.m. (Eastern Time).
A copy of the Order dated July 22, 2022, is available at
https://bit.ly/3csT8Km from PacerMonitor.com.
About All Year Holdings Limited
All Year Holdings Limited is a real estate development company
founded by American real estate developer Yoel Goldman. It operates
as a holding company, which, through its direct and indirect
subsidiaries, focuses on the development, construction,
acquisition, leasing and management of residential and commercial
income producing properties in Brooklyn, N.Y. The company's
portfolio includes 1,648 residential units and 69 commercial units
in Bushwick, Williamsburg, and Bedford-Stuyvesant.
All Year Holdings sought Chapter 11 bankruptcy protection (Bankr.
S.D.N.Y. Case No. 21-12051) on Dec. 14, 2021. At the time of the
filing, the Debtor listed $1 billion to $10 billion in assets and
liabilities.
Judge Martin Glenn oversees the case.
Weil, Gotshal & Manges LLP, led by Matthew Paul Goren, Esq., is the
Debtor's bankruptcy counsel while Koffsky Schwalb, LLC and Bartov &
Co. serve as special counsels. Donlin Recano & Company, Inc. Is the
Debtor's administrative agent.
AMERICAN EAGLE: No Resident Care Concerns, PCO Report Says
----------------------------------------------------------
Suzanne Koenig, the appointed Patient Care Ombudsman for the
American Eagle Delaware Holdings Company LLC and its
debtor-affiliates, filed with the U.S. Bankruptcy Court for the
District of Delaware a third report for the period May 28, 2022 to
July 26, 2022, regarding the Debtors' health care facilities.
During the Report Period, the Facilities have operated normally
and, except as noted in the individual site reports, comply with
all applicable state and federal regulations. The Ombudsman and her
representatives observed the Facilities to be well-stocked and
well-maintained in general. Any issues of significance have been
noted for each Facility where applicable in its report section.
The Ombudsman's representatives conducted interviews of residents
and family members as well as record reviews to evaluate care
quality delivered in the Facilities. Interviews did not reveal any
significant concerns regarding resident care or resident rights.
The Ombudsman did not find any major deficiencies with respect to
compliance with the relevant federal, state, and local regulations.
Through document reviews and observations, the Ombudsman and her
representatives determined that:
* Medication handling and storage protocols are compliant with
current standards.
* Life enrichment activities conducted at the Facilities are
provided on a regular basis and achieve meaningful involvement and
socialization of residents.
* Dining services at the Facilities offer meals and snacks
that meet the nutritional needs of residents.
* Residents with special needs at meals are receiving
appropriate assistance in a manner that respects their individual
dignity rights.
* Life safety routines including fire, disaster, and elopement
drills are continuing. The Ombudsman did not observe any life
safety concerns.
About American Eagle
Established in 2018, Eagle Senior Living --
https://www.eagleseniorliving.org/ -- is a non-profit provider of
senior living services across the United States, providing care on
a daily basis to approximately 1,000 residents. Eagle Senior Living
and related entities operate 15 residential senior care facilities
located across the country, from Colorado, Minnesota, Wisconsin,
and Ohio to Alabama, Tennessee, and Florida.
On Jan. 14, 2022, American Eagle Delaware Holding Company LLC and
16 affiliated companies each filed a petition seeking relief under
Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No.
22-10028) to seek confirmation of their prepackaged plan. The
Debtors' cases have been assigned to Judge J. Kate Stickles.
Parent company American Eagle Lifecare Corporation and management
company Greenbrier Senior Living are not included in the Chapter 11
filing. Greenbrier Senior Living continues to manage all of the
communities.
American Eagle Delaware Holding estimated assets and debt of $10
million to $50 million as of the bankruptcy filing.
The Debtors are represented in the Chapter 11 cases by Polsinelli
PC as legal counsel. FTI Consulting Inc. and Blueprint Healthcare
Real Estate Advisors, LLC serve as financial advisor and real
estate advisor, respectively. Epiq Corporate Restructuring, LLC,
is the claims agent and administrative advisor.
ANDREWS FARM: Seeks to Hire William S. Gannon as Legal Counsel
--------------------------------------------------------------
Andrews Farm Water Company, Inc. seeks approval from the U.S.
Bankruptcy Court for the District of Massachusetts to hire William
S. Gannon, PLLC to serve as legal counsel in its Chapter 11 case.
The firm's services include:
a. advising the Debtor with respect to its powers and duties
and the continued management and operation of its businesses and
properties;
b. attending meetings and negotiating with representatives of
creditors and other parties in interest, responding to creditor
inquiries, and advising and consulting on the conduct of the case,
including all of the legal and administrative requirements of
operating in Chapter 11;
c. negotiating and preparing a plan of reorganization and all
related documents, and prosecuting the plan through the
confirmation process;
d. representing the Debtor in adversary proceedings or
automatic stay litigation;
e. advising the Debtor in connection with any sale of its
assets;
f. advising the Debtor regarding post-confirmation operations
and consummation of a plan of reorganization;
g. appearing before the bankruptcy court, appellate courts and
the Office of the U.S. Trustee;
h. preparing legal papers; and
i. performing all other necessary legal services for the
Debtor including, without limitation, legal advice relating to
applicable state and federal laws, securities, labor, commercial,
and real estate laws.
The firm received a retainer in the amount of $10,000.
As disclosed in court filings, William S. Gannon is a
"disinterested person" within the meaning of Section 101(14) of the
Bankruptcy Code.
The firm can be reached through:
William S. Gannon, Esq.
William S. Gannon PLLC
740 Chestnut Street
Manchester, New Hampshire 03104
Phone: 603-621-0833
Fax: 603-621-0830
About Andrews Farm Water Company
Andrews Farm Water Company, Inc. filed a petition under Chapter 11,
Subchapter V of the Bankruptcy Code (Bankr. D. Mass. Case No.
22-11004) on July 18, 2022, listing as much as $1 million in both
assets and liabilities. David B. Madoff serves as Subchapter V
trustee.
William S. Gannon, Esq., at William S. Gannon, PLLC and James G.
Grillo, Esq., at Davagian Grillo & Semple serve as the
Debtor's bankruptcy attorneys.
AQUA SHIELD: Asks for Another 90-Day Extension to File Plan
-----------------------------------------------------------
Aqua Shield, Inc., filed a fourth extension motion, seeking to
extend by an additional one 90 days, through and including December
6, 2022, its deadline to confirm a Plan of Reorganization.
Throughout this bankruptcy case, the Debtor has worked diligently
and has complied with all administrative obligations during the
pendency of the case and has timely filed all Operating Reports and
paid Quarterly Fees.
This fourth request is not made for the purposes of delay. The
fourth requested extension of the time period for confirmation, is
necessary due to the fact, that the time to confirm a plan is set
to expire on September 7, 2022, but the Debtor needs an additional
time to resolve the claim of Stephen Frampton and Korri Frampton in
the amount of $100,000 filed on May 19, 2022, and thereafter to
amend a plan and disclosure statement.
During the pendency of this Bankruptcy case, the Debtor made a
sufficient progress in order to be able to propose a feasible plan
of reorganization. The Debtor reached the Settlement agreement
with Krol & O'Connor, which was approved by the Bankruptcy Court.
Consequently, the fourth extension of the time period for
confirmation is vital for the Debtor, it will allow the Debtor to
amend and to confirm a Chapter 11 plan without violating the
Bankruptcy Code and to provide a treatment to its Creditors.
Attorney for the Debtor:
Alla Kachan, Esq.
LAW OFFICES OF ALLA KACHAN, P.C.
2799 Coney Island Avenue, Suite 202
Brooklyn, NY 11235
Tel.: (718) 513-3145
About Aqua Shield
Aqua Shield, Inc., sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. E.D.N.Y. Case No. 20-73191) on Oct. 16,
2020. The case was eventually transferred to the appropriate office
under Case No. 20-43635. Judge Nancy Lord oversees the case.
At the time of the filing, the Debtor had estimated assets of
between $100,001 and $500,000 and liabilities of between $500,001
and $1 million.
The Debtor is represented by the Law Offices of Alla Kachan, P.C.
Bruce Arthur Lean, CPA serves as the Debtor's accountant.
ARCHDIOCESE OF SANTA FE: Seeks Approval to Hire Real Estate Broker
------------------------------------------------------------------
The Roman Catholic Church of the Archdiocese of Santa Fe seeks
approval from the U.S. Bankruptcy Court for the District of New
Mexico to employ Monica Roberts, a real estate broker at Navigation
Realty Group, Home Authority Real Estate to market for sale its
real property located at 11421 Summer Ave. NE, Albuquerque, N.M.
The firm will receive a commission equal to 6 percent of the gross
sales price.
As disclosed in court filings, Navigation Realty Group is a
"disinterested person" within the meaning of Section 101(14) of the
Bankruptcy Code.
The firm can be reached through:
Monica Roberts
Navigation Realty Group
Home Authority Real Estate
13600 Copper NE Ste B
Albuquerque, NM 87123
Phone: (505) 261-6359
About Roman Catholic Church
of The Archdiocese of Santa Fe
The Roman Catholic Church of the Archdiocese of Santa Fe --
https://www.archdiosf.org/ -- is an ecclesiastical territory or
diocese of the southwestern region of the United States in the
state of New Mexico. At present, the Archdiocese of Santa Fe covers
an area of 61,142 square miles. There are 93 parish seats and 226
active missions throughout this area.
The Archdiocese of Santa Fe sought Chapter 11 protection (Bankr.
D.N.M. Case No. 18-13027) on Dec. 3, 2018, to deal with child abuse
claims. It reported total assets of $49,184,579 and total
liabilities of $3,700,000 as of the bankruptcy filing.
Judge David T. Thuma oversees the case.
The archdiocese tapped Elsaesser Anderson, Chtd. and Walker &
Associates, P.C., as bankruptcy counsel; Stelzner, Winter,
Warburton, Flores, Sanchez & Dawes, P.A as special counsel; and
REDW, LLC as accountant.
ARCHDIOCESE OF SANTA FE: Taps Fierro & Company as Surveyor
----------------------------------------------------------
The Roman Catholic Church of the Archdiocese of Santa Fe seeks
approval from the U.S. Bankruptcy Court for the District of New
Mexico to employ Fierro & Company to perform surveying services of
certain real property, utilities, and improvements located at 4000
St. Joseph's Pl., N.M.
The firm will charge these hourly fees:
Engineers $140
CAD Technicians $70
Civil Designers $90
1-Man Crew $165
As disclosed in court filings, Fierro is a "disinterested person"
within the meaning of Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Robert J. Fierro, Esq.
Fierro & Company, LLC
6300 Montano Rd NW Suite C
Albuquerque, NM 87120
Phone: +1 505-352-8930
About Roman Catholic Church
of The Archdiocese of Santa Fe
The Roman Catholic Church of the Archdiocese of Santa Fe --
https://www.archdiosf.org/ -- is an ecclesiastical territory or
diocese of the southwestern region of the United States in the
state of New Mexico. At present, the Archdiocese of Santa Fe covers
an area of 61,142 square miles. There are 93 parish seats and 226
active missions throughout this area.
The Archdiocese of Santa Fe sought Chapter 11 protection (Bankr.
D.N.M. Case No. 18-13027) on Dec. 3, 2018, to deal with child abuse
claims. It reported total assets of $49,184,579 and total
liabilities of $3,700,000 as of the bankruptcy filing.
Judge David T. Thuma oversees the case.
The archdiocese tapped Elsaesser Anderson, Chtd. and Walker &
Associates, P.C., as bankruptcy counsel; Stelzner, Winter,
Warburton, Flores, Sanchez & Dawes, P.A as special counsel; and
REDW, LLC as accountant.
ARMSTRONG FLOORING: AWI Ordered to Release IP for $203M Sale
------------------------------------------------------------
As widely reported, a Delaware bankruptcy judge on Friday, July 22,
2022 ordered Armstrong World Industries Inc. to immediately sign
over perpetual, royalty-free rights to use of the Armstrong brand
for flooring and tile products, allowing bankrupt Armstrong
Flooring Inc. to complete $203.3 million in sales of its businesses
in North America, China and Australia.
Leslie A. Pappas of Law360 reports that U.S. Bankruptcy Judge Mary
F. Walrath found that Armstrong World consented to turning over the
trademark licenses because it didn't object in May to her order on
bidding procedures for a bankruptcy auction, nor did it object
earlier this month to her order approving the sales.
Bloomberg Law recounts that Armstrong Flooring spun out from
Armstrong World in 2016 with a perpetual, royalty-free license to
use the "Armstrong" name. Armstrong World was looking for
compensation for the use of its trademarks by the buyers of
Armstrong Flooring's assets, lawyers representing the former parent
said.
About Armstrong Flooring
Armstrong Flooring, Inc. (NYSE: AFI) --
https://www.armstrongflooring.com/ -- is a leading global
manufacturer of flooring products and one of the industry's most
trusted and celebrated brands. The company continually builds on
its resilient, 150-year legacy by delivering on its mission to
create a stronger future for customers through adaptive and
inventive solutions. Headquartered in Lancaster, Pennsylvania,
Armstrong Flooring safely and responsibly operates eight
manufacturing facilities globally.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Del. Case No. 22-10426) on May 8, 2022.
In the petition signed by Michel S. Vermette, president and chief
executive officer, the Debtor disclosed $517,000,000 in assets and
$317,800,000 in liabilities.
Judge Mary F. Walrath oversees the case.
Skadden, Arps, Slate, Meagher and Flom, LLP is the Debtor's
counsel. Riveron Consulting, LP is the financial advisor, Houlihan
Lokey is the investment banker, and Epiq Corporate Restructuring,
LLC, is the claims and noticing agent and administrative advisor.
ARMSTRONG FLOORING: Settles Trademark Dispute With AWI for $1M
---------------------------------------------------------------
Bankrupt Armstrong Flooring Inc. asked a Delaware judge Monday,
July 25, 2022, to fast-track approval for a $1 million settlement
of a trademark dispute, citing worries that a licensing company's
quick appeal from a Friday order to surrender the rights could
derail Armstrong Flooring's Chapter 11 sale.
The settlement with Armstrong World Industries, Inc. and AWI
Licensing, LLC (collectively, "AWI") resolves an appeal filed this
past Friday evening, July 22, 2022, and a Motion for Stay Pending
Appeal, filed Saturday, July 23, 2022, in the United States
District Court for the District of Delaware with respect to the
bankruptcy Court's Order of July 22, 2022 in Adversary Proceeding
No. 22-50394 (MFW).
The Debtors have been pursuing sales of substantially all of their
assets since the commencement of these Chapter 11 cases on May 8,
2022, building on a lengthy prepetition sales effort. Under the
Court's approved sales procedures, the Debtors have extensively
marketed their assets, held auctions, and entered into
value-maximizing agreements with three separate purchasers for the
sales of the Debtors' North America, Australia-New Zealand and
China businesses under Bankruptcy Code Section 363. In the
Debtors'
judgment, the sales represent the best possible outcome for the
Debtors and their estates and creditors and other
parties-in-interest.
The Appeal and Stay Motion threaten the Debtors' ability to close
the sales by casting a shadow and uncertainty over the finality of
the Order. The Order directed AWI to deliver consents for the
assignment of AFI's trademark license to the buyers prior to each
closing. On
Friday, July 22, at 3 p.m., in accord with the Order, AWI delivered
its consent for the license assignment in connection with the North
American sale. But on Friday evening, July 22, at 7 p.m., AWI filed
the Appeal in the District Court, and, on Saturday, July 23, AWI
filed the Stay Motion.
Because such a stay, if granted, as well as the pendency of the
Appeal itself, could jeopardize the closings of the sales and
result in devastating harm to the Debtors' estates, the Debtors
have
negotiated a resolution with AWI. The settlement provides that in
exchange for a payment of $1 million, AWI will withdraw the Stay
Motion and dismiss the Appeal, and on an accelerated basis deliver
all remaining written consents for the assignments required for the
China and Australia-New Zealand Sales.
The Debtors believe strongly in the merits of their legal position
in the Appeal. The outcome, however, is uncertain, as with all
litigation, and the potential harm to the Debtors and the estates
of a negative outcome is enormous, regardless of its likelihood.
Accordingly, with the approval of the Debtors' secured and DIP
lenders, the Debtors have negotiated an acceptable compromise that
eliminates the threat to closing presented by the Appeal and Stay
Motion and, by this Motion, seek its expedited approval.
About Armstrong Flooring
Armstrong Flooring, Inc. (NYSE: AFI) --
https://www.armstrongflooring.com/ -- is a leading global
manufacturer of flooring products and one of the industry's most
trusted and celebrated brands. The company continually builds on
its resilient, 150-year legacy by delivering on its mission to
create a stronger future for customers through adaptive and
inventive solutions. Headquartered in Lancaster, Pennsylvania,
Armstrong Flooring safely and responsibly operates eight
manufacturing facilities globally.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Del. Case No. 22-10426) on May 8, 2022.
In the petition signed by Michel S. Vermette, president and chief
executive officer, the Debtor disclosed $517,000,000 in assets and
$317,800,000 in liabilities.
Judge Mary F. Walrath oversees the case.
Skadden, Arps, Slate, Meagher and Flom, LLP is the Debtor's
counsel. Riveron Consulting, LP is the financial advisor, Houlihan
Lokey is the investment banker, and Epiq Corporate Restructuring,
LLC, is the claims and noticing agent and administrative advisor.
AWKNG INC: Gets Interim Cash Collateral Access
----------------------------------------------
The U.S. Bankruptcy Court for the Middle District of Florida,
Jacksonville Division, authorized AWKNG, Inc. to use cash
collateral on an interim basis.
The Debtor is permitted to use cash collateral to pay: (a) amounts
expressly authorized by the Court; (b) the current and necessary
expenses set forth in the budget, plus an amount not to exceed 10%
for each line item; and (c) additional amounts as may be expressly
approved in writing by First Citizens Bank & Trust Company.
As adequate protection, each creditor with a security interest in
cash collateral will have a perfected post-petition lien against
cash collateral to the same extent and with the same validity and
priority as the prepetition lien, without the need to file or
execute any document as may otherwise be required under applicable
non bankruptcy law.
The Debtor will maintain insurance coverage for its property in
accordance with the obligations under the loan and security
documents with the Secured Creditor.
The final hearing on the matter is scheduled for September 1, 2022
at 9:30 a.m.
About AWKNG, Inc.
AWKNG, Inc. is a Jacksonville, Florida based non-profit corporation
which operates an online school of theology and mission ministry.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. M.D. Fla. Case No. 22-01434) on July 19,
2022.
In the petition signed by Karla Adcox, chief executive officer, the
Debtor disclosed $100,000 in assets and $500,000 in liabilities.
William B. McDaniel, Esq., at Lansing Roy, PA is the Debtor's
counsel.
AWKNG INC: Seeks Approval to Hire Lansing Roy as Legal Counsel
--------------------------------------------------------------
AWKNG, Inc. seeks approval from the U.S. Bankruptcy Court for the
Middle District of Florida to hire Lansing Roy, P.A. as its legal
counsel.
The firm's services include:
a. advising the Debtor of its rights and duties;
b. preparing pleadings and other court papers, including a
Chapter 11 plan of reorganization;
c. evaluating potential causes of actions the Debtor may have
against other parties and either representing the Debtor in those
actions or coordinating with outside counsel on behalf of the
Debtor; and
d. taking all other necessary actions incident to the proper
administration of the Debtor's Chapter 11 case.
The hourly rates charged by the firm's attorneys and paralegals
are:
Kevin B. Paysinger $350 per hour
William B. McDaniel $325 per hour
Paralegals $75 per hour
The Debtor provided a retainer fee of $16,738 to the firm.
As disclosed in court filings, Lansing Roy is a "disinterested
person" within the meaning of Section 101(14) of the Bankruptcy
Code.
The firm can be reached through:
William B. McDaniel, Esq.
Lansing Roy, P.A.
1710 Shadowood Ln Ste 210
Jacksonville, FL 32207-2184
Tel: 904-391-0030
Fax: 904-391-0031
Email: information@lansingroy.com
About AWKNG Inc.
AWKNG, Inc. is a non-profit corporation, which operates an online
school of theology and mission ministry. It is based in
Jacksonville, Fla.
AWKNG filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. M.D. Fla. Case No. 22-01434) on July 19,
2022, listing up to $100,000 in assets and up to $500,000 in
liabilities. Jerrett M. McConnell serves as Subchapter V trustee.
Judge Jason A. Burgess oversees the case.
The Debtor is represented by William B. McDaniel, Esq., at Lansing
Roy, P.A.
AWKNG INC: Seeks Approval to Retain CEO
---------------------------------------
AWKNG, Inc. seeks approval from the U.S. Bankruptcy Court for the
Middle District of Florida to continue to employ and compensate
Karla Adcox, the company's current president, chairman and chief
executive officer.
Mrs. Adcox's services include:
a. managing the day-to-day operations of the Debtor;
b. overseeing staff, contractors and vendors to ensure there
are no interruptions to student's access to materials and on demand
courses;
c. overseeing existing and soliciting new partnerships,
expansions, curriculums, and offerings for students;
d. creating and managing growth goals, and assisting staff in
making the necessary changes to meet said goals; and
e. creating and managing agenda and board meetings and
presenting financial data, updates and projections to the Debtor's
board of directors.
In the 12 months preceding the petition date, the Debtor has
provided the following salary and benefits to Mrs. Adcox:
a. Gross annual salary of $105,062.50, paid twice per month;
b. Health insurance benefits of approximately $1,819.33 per
month; and
c. Dental insurance benefits of approximately $12.22 per
month.
Mrs. Adcox has no conflicts of interest which would jeopardize her
ability to act as the Debtor's president, chairman and CEO,
according to court filings.
Mrs. Adcox can be reached at:
Karla N Adcox
9978 Vineyard Lake E Rd
Jacksonville, FL 32256-3501
Phone: (904) 813-0359
About AWKNG Inc.
AWKNG, Inc. is a non-profit corporation, which operates an online
school of theology and mission ministry. It is based in
Jacksonville, Fla.
AWKNG filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. M.D. Fla. Case No. 22-01434) on July 19,
2022, listing up to $100,000 in assets and up to $500,000 in
liabilities. Jerrett M. McConnell serves as Subchapter V trustee.
Judge Jason A. Burgess oversees the case.
The Debtor is represented by William B. McDaniel, Esq., at Lansing
Roy, P.A.
AZUSA PACIFIC: Moody's Rates 2022A/B Refunding Revenue Bonds 'Ba1'
------------------------------------------------------------------
Moody's Investors Service has assigned Ba1 ratings to Azusa Pacific
University's (CA) Refunding Revenue Bonds (Azusa Pacific University
Project) Series 2022A and Variable Rate Refunding Revenue Bonds
(Azusa Pacific University Project) Series 2022B in the approximate
amount of around $72 million. The bonds have an expected final
maturity in 2041. At the same time Moody's has also affirmed Azusa
Pacific University's (CA) Ba2 issuer rating and Ba1 rating on
outstanding revenue bonds. As of June 30, 2021, the university had
$116 million of outstanding debt. The outlook is stable.
RATINGS RATIONALE
The affirmation of Azusa Pacific University's Ba2 issuer rating is
supported by its good wealth levels and demonstrated record of
budget discipline. While revenue difficulties will remain, a
willingness and capacity to adjust expenses will prevent material
operating performance weakening over the near-term. Improved
internal monitoring and reporting lessen the likelihood of covenant
violations due to budget shortfalls. The university has articulated
a strategy to pivot enrollment efforts to focus more on graduate
and online programs and away from undergraduate enrollment in light
of decreasing demand for these programs. Further, sizeable holdings
of a highly marketable real estate portfolio in Los Angeles County
help support credit quality. Management has signaled plans to sell
non-core assets which aids prospects of bolstering liquidity --
important given the impact of recent market declines on investments
-- and fund new facilities in the near term as the university
transitions to a smaller more graduate focused institution.
Additionally incorporated in APU's credit profile is a highly
challenging student market reflected in ongoing declines in
enrollment and net tuition revenue. Further, the university's debt
structure introduces operating environment constraints for current
management with multiple covenants that could lead to debt
acceleration. Moody's will monitor the outcome of the Western
Association of Schools and Colleges - Senior College and University
Commission's (WSCUC) recent warning to the university regarding its
compliance with WSCUC's accreditation standards but notes that
there is time for the university to respond in advance of a Spring
2024 visit by the accreditor to review the university's progress in
addressing their concerns.
The assignment and affirmation of the Ba1 debt rating, which is one
notch above the issuer rating, reflects the enhanced security
features that include a secured interest in APU's East Campus and
personal property of the university. As mentioned above, the
university's campus contains marketable real estate holdings.
RATING OUTLOOK
The stable outlook reflects Moody's expectation that APU will
exercise careful expense management in support of easing deficits
over the next several years and will maintain sufficient headroom
above its financial covenants. It additionally incorporates
maintenance of wealth and liquidity levels, despite some declines
in fiscal 2022, which have the potential to rise with planned asset
sales.
FACTORS THAT COULD LEAD TO AN UPGRADE OF THE RATINGS
Material and sustained improvement in operating
performance
Improved strategic position reflected in at least stable
enrollment and gradual net tuition revenue growth
Strengthening of liquidity and overall wealth levels
Reduction of debt structure risks
FACTORS THAT COULD LEAD TO A DOWNGRADE OF THE RATINGS
Evidence of material further weakening of the college's
brand and strategic position
Significant deterioration of EBIDA margins and debt service
coverage
Violations of debt covenants increasing risk of potential
acceleration
Material weakening of leverage profile either through
increased debt or decline in cash and investments
LEGAL SECURITY
The Series 2022A and B Bonds are a general obligation of the
university, secured on a parity basis with the Series 2015B general
obligation bonds, the East Campus (core campus of the university)
and personal property of the university. The mortgage pledge on the
East Campus adds bondholder security beyond an unsecured
obligation, and leads to a one notch upward lift, to a Ba1, for the
bonds.
USE OF PROCEEDS
Proceeds of the Series 2022A and B bonds will be used to refinance
Series 2015A, terminate a swap, fund a debt service reserve fund,
capitalized interest and pay the costs of issuance. The current
refinancing will eliminate exposure to variable rate demand debt
and a swap that will be terminated, however, it will also introduce
new enrollment covenants that if missed can lead to debt
acceleration and a mandatory put date. In addition to the Series
2022A and B Bonds, the university is also issuing unrated Variable
Rate Revenue Bonds Series 2022C Draw-Down Bonds that will amount to
around $10 million.
PROFILE
Azusa Pacific University (APU) was founded in 1899 as an
evangelical, Christian university and is located 26 miles northeast
of Los Angeles in the City of Azusa in the San Gabriel Valley. The
university has two main campuses, an online entity and six regional
centers throughout the area. APU has over 7,300 full-time
equivalent students and total operating revenue of $231 million.
METHODOLOGY
The principal methodology used in these ratings was Higher
Education Methodology published in August 2021.
BATH & BODY: S&P Alters Outlook to Stable, Affirms 'BB' ICR
-----------------------------------------------------------
S&P Global Ratings revised its outlook on Columbus, Ohio-based Bath
& Body Works Inc. (BBWI) to stable from positive and affirmed its
'BB' issuer credit rating.
The stable outlook reflects S&P’s expectation that the company's
credit metrics will recover in fiscal year 2023 as its demand
stabilizes and its operating expenses normalize.
The outlook revision reflects the company's weaker operating
prospects, which will temporarily stretch its credit measures. BBWI
will experience a marked decline in its demand and a reduced margin
this year following its resilient performance in the first quarter.
The company's revenue declined by just 1% year over year in the
first quarter (ended April 30, 2022) as the consumer demand for
bath, beauty, and fragrance products moderated from the elevated
levels during the pandemic. S&P said, "However, we note BBWI's
EBITDA margin declined by more than 200 basis points (bps) during
the quarter, primarily due to about $50 million of inflationary
cost pressures and higher promotional activity. The demand for the
company's products has since slowed amid the challenging economic
backdrop as price-sensitive consumers pull back on discretionary
spending (particularly on at-home products) and pivot toward
promotional offerings. Therefore, we now forecast BBWI's revenue
will decline by the high-single-digit percent area in fiscal year
2022, which is consistent with management's recent guidance of down
mid- to high-single digits."
S&P said, "In addition, we expect the supply chain challenges the
company has been facing will abate somewhat but remain a cost
headwind through the year. In addition, its other costs and
promotional activity will likely remain elevated. BBWI has
indicated more than $200 million in incremental costs in its
guidance for this year related to raw materials, transportation,
and wage pressure. Additionally, it is facing incremental pressure
from the costs associated with its accelerated information
technology (IT) separation from Victoria's Secret (VS) following
its spin-off in August 2021, as well as its CEO transition.
Therefore, we project BBWI's S&P Global Ratings-adjusted EBITDA
margin will be in the 21%-22% range in 2022, which is down
materially from 31% in 2021. We expect the company's margins will
improve to the mid-20% area in 2023 as certain one-time costs roll
off, its expense management initiatives take hold, and freight
pressures ease.
"Although we expect inflationary pressures will likely lead to
lower consumer discretionary spending, at least over the next 12
months, BBWI has been able to retain a good portion of the
customers it acquired during the pandemic through its competitive
customer value proposition, which is benefitting its overall
customer retention rates. The company is driving customer
engagement and traffic to its stores through the expansion of its
buy-online, pick-up in store (BOPIS) offering, which is now
available at more than 700 locations. BBWI's continued investment
in this channel will likely provide it with capabilities on par
with those of its peers and offset some decline in its sales in the
near term. The company remains the leader in its addressable market
with good growth prospects and a solid track record of execution.
Still, the rapid decline in its sales demonstrates the
discretionary, and potentially volatile, nature of the demand for
its products.
"BBWI's low leverage, consistent free operating cash flow (FOCF)
generation, and conservative financial policy provide it with a
cushion to absorb near-term performance volatility. We forecast the
company's S&P Global Ratings-adjusted leverage will be in the low-
to mid-3x area in 2022 before improving to the mid- to high-2x area
in fiscal year 2023 on moderating costs and improving demand.
BBWI's credit measures will likely peak modestly beyond its
conservative financial policy targets, which include public
adjusted debt to EBITDAR in the mid-2x area. The company's leverage
target translates to S&P Global Ratings-adjusted leverage in the
low-2x area given that our calculation nets nearly all of its
balance sheet cash. We also forecast good FOCF generation of $400
million-$500 million in 2022, improving to more than $600 million
in 2023. We anticipate the company will balance shareholder returns
with maintaining a sizable cash cushion (we estimate between $750
million and $1 billion) to absorb unexpected operational
disruptions and support its seasonal working capital requirements.
"The stable outlook on BBWI reflects our expectation for a
low-single-digit increase in its revenue in fiscal year 2023
supported by improving in-store and online demand. We also expect
the company will improve its profitability, including an S&P Global
Ratings-adjusted EBITDA margin in the mid-20% area, as freight
pressures abate and its expense management initiatives take hold,
which will enable it to maintain credit measures in line with our
expectations."
S&P could lower its rating on BBWI if it expects its S&P Global
Ratings-adjusted leverage will exceed 3x on a sustained basis. This
could occur if:
-- Its revenue, profitability, and cash flow deteriorate beyond
our current expectations, perhaps because of a more prolonged
period of reduced demand for discretionary categories--like bath,
beauty, and fragrance--or because of mounting cost pressures; or
-- It adopts a less conservative financial policy, such as
reducing its cash balances below our current expectation to fund
share repurchases, resulting in leverage of more than 3x.
S&P could raise its rating on BBWI if:
-- It exceeds our sales and EBITDA forecast and builds on its
long-term track record of profitable growth. This would demonstrate
an ability to retain consumers and drive sales through varied
economic cycles. It would also lead S&P's to view its long-term
stability and growth prospects more favorably. Under this scenario,
it would also view BBWI's business position as more favorable; and
-- The company demonstrates a commitment to maintaining its
financial policy (which translates to S&P Global Ratings-adjusted
leverage of less than 2.5x) and executing on its operational
initiatives as a stand-alone entity following its separation from
VS.
ESG credit indicators: E-2, S-2, G-2
BENJAMIN EYE CARE: Taps Fates Bodily & Parker as Accountant
-----------------------------------------------------------
Benjamin Eye Care, LLC received approval from the U.S. Bankruptcy
Court for the Northern District of Illinois to employ Fates Bodily
& Parker as its accountant.
The firm's services include:
a) reviewing general ledger and preparing financial
statements, as needed;
b) preparing tax returns, both federal and state;
c) providing federal and state income tax advice to the Debtor
and negotiating with taxing authorities as necessary;
d) assisting the attorneys of record with regard to any legal
issues;
e) assisting the Debtor in inventorying books and records and
advising the Debtor regarding books and records retention;
f) assisting the Debtor in the preparation of budgets and cash
flow projections; and
e) performing all other accounting services for the Debtor.
The firm's rates are as follows:
Partner $275 to $ 375 per hour
Director $250 to $ 350 per hour
Manager $190 per hour
Staff $175 per hour
Fates Bodily & Parker requested a $2,500 retainer.
As disclosed in court filings, Fates Bodily & Parker does not
represent interest adverse to the Debtor or to the estate.
The firm can be reached through:
Tyler Fates, CPA
Fates, Bodily and Parker, PLLC
115 W Orchard St
Itasca, IL 60143
Phone: +1 630-250-9020
About Benjamin Eye Care
Benjamin Eye Care, LLC -- https://benjamineyecare.com/ -- offers
personalized attention, compassionate care and excellence in eye
care. It is based in La Grange, Ill.
Benjamin Eye Care filed a petition under Chapter 11, Subchapter V
of the Bankruptcy Code (Bankr. N.D. Ill. Case No. 22-07349) on June
30. 2022, listing up to $500,000 in assets and up to $10 million in
liabilities. Neema T. Varghese serves as Subchapter V trustee.
Gregory Stern, Esq., Monica O'Brien, Esq., Dennis Quaid, Esq., and
Rachel Sandler, Esq., are the Debtor's bankruptcy attorneys. The
Debtor tapped Fates, Bodily and Parker, PLLC as its accountant.
BLADE GLOBAL: Court Confirms Fourth Amended Plan
------------------------------------------------
Judge M. Elaine Hammond has entered an order confirming Blade
Global Corporation's Fourth Amended Plan of Reorganization dated
March 16, 2022.
The last day for Debtor to move for entry of a final decree and an
order closing this case or to file an application for an extension
of the time to do so is October 11, 2022.
Attorneys for the Debtor:
Heinz Binder, Esq.
Robert G. Harris, Esq.
Wendy Watrous Smith, Esq.
BINDER & MALTER, LLP
2775 Park Avenue
Santa Clara, CA 95050
Tel: (408) 295-1700
Fax: (408) 295-1531
E-mail: Heinz@bindermalter.com
Rob@bindermalter.com
Wendy@bindermalter.com
About Blade Global
Blade Global Corporation, a company that provides data processing,
hosting and related services, filed its voluntary petition for
relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Cal.
Case No. 21-50275) on March 1, 2021. Perry Michael Fischer, sole
director, signed the petition. At the time of filing, the Debtor
estimated $50 million to $100 million in assets and $10 million to
$50 million in liabilities.
Judge M. Elaine Hammond oversees the case.
Binder & Malter, LLP, and Berliner Cohen, LLP, serve as the
Debtor's bankruptcy counsel and special corporate counsel,
respectively.
BOY SCOUTS: Settles Coed Scouting Trademark Dispute
---------------------------------------------------
Dietrich Knauth of Reuters reports that the the Boy Scouts of
America and Girl Scouts have settled their dispute over the Boy
Scouts' right to use the word "scouting" to advertise co-ed
programs, according to a filing in Delaware bankruptcy court on
Friday, July 22, 2022.
The settlement ends a Girl Scouts' lawsuit that the Boy Scouts had
characterized as a "ground war" to counter its entry into girls'
scouting. The Boy Scouts organization prevailed in the trademark
dispute in April, when a federal court in New York ruled that the
Boy Scouts' use of word scouting did not violate the Girl Scouts'
trademarks.
The Girl Scouts agreed to drop its appeal of the April ruling as
part of the settlement, and both sides agreed to drop related
trademark proceedings in other courts and before the Trademark
Trial and Appeal Board. They also agreed to cooperate on the
commercial terms of scouting trademarks in the future, according to
the court filing.
The settlement did not include any payment by either side.
The Boy Scouts announced in 2017 that it would allow girls to join
and later began an ad campaign for co-ed scouting called "Scout Me
In." It changed the name of its main scouting program to "Scouts
BSA" and officially started welcoming girls in 2019.
The Girl Scouts sued in 2018, saying the Boy Scouts' use of
"Scouts" and "Scouting" to market to girls violates its trademarks.
It said the rebrand created confusion and threatened to marginalize
the group.
Both organizations have lost significant membership in recent
years, and the Boy Scouts is trying to finalize a proposed $2.7
billion settlement of thousands of sex abuse claims in bankruptcy
court. The Boy Scouts' proposed reorganization has been awaiting a
judge's decision since the conclusion of a month-long trial on
April 14, 2022.
About Boy Scouts of America
The Boy Scouts of America -- https://www.scouting.org/ -- is a
federally chartered non-profit corporation under title 36 of the
United States Code. Founded in 1910 and chartered by an act of
Congress in 1916, the BSA's mission is to train youth in
responsible citizenship, character development, and self-reliance
through participation in a wide range of outdoor activities,
educational programs, and, at older age levels, career-oriented
programs in partnership with community organizations. Its national
headquarters is located in Irving, Texas.
The Boy Scouts of America and affiliate Delaware BSA, LLC, sought
Chapter 11 protection (Bankr. D. Del. Lead Case No. 20-10343) on
Feb. 18, 2020, to deal with sexual abuse claims.
Boy Scouts of America was estimated to have $1 billion to $10
billion in assets and at least $500 million in liabilities as of
the bankruptcy filing.
The Debtors have tapped Sidley Austin LLP as their bankruptcy
counsel, Morris, Nichols, Arsht & Tunnell LLP as Delaware counsel,
and Alvarez & Marsal North America, LLC, as financial advisor. Omni
Agent Solutions is the claims agent.
The U.S. Trustee for Region 3 appointed a tort claimants' committee
and an unsecured creditors' committee on March 5, 2020. The tort
claimants' committee is represented by Pachulski Stang Ziehl &
Jones, LLP, while the unsecured creditors' committee is represented
by Kramer Levin Naftalis & Frankel, LLP.
BRAZOS ELECTRIC: Wants September 1 Plan Exclusivity Extension
-------------------------------------------------------------
Brazos Electric Power Cooperative, Inc. requests the U.S.
Bankruptcy Court for the Southern District of Texas, Houston
Division to extend the exclusive periods during which the Debtor
may file and solicit votes of the Plan through and including
September 1, 2022, and October 31, 2022, respectively.
Despite unique, if not unprecedented, complexities and challenges
involving the Debtor’s corporate structure and the unprecedented
pre-petition events that forced the Debtor into bankruptcy, the
Debtor now believes it has an agreement in principle with the
majority of the major constituents in this Chapter 11 Case as
reflected in the "Summary of Principal Economic Terms of Mediated
Settlement" (the "Mediated Plan Summary").
The Mediated Plan Summary reflects the result of intense and
concerted efforts of the Debtor, its major stakeholders, and Judge
Isgur, all of whom fully participated in and committed to the
mediation process, which has now spanned several months, beginning
in March 2022.
Since the last exclusivity extension, the Debtor has now objected
to the rejection of damage claims filed by Sandy Creek Energy
Associates L.P. ("SCEA"), the Chapter 7 Trustee for Brazos Sandy
Creek Electric Cooperative, Inc. (the "BSCEC Trustee"), and
Computershare Trust Company, N.A.— the indenture trustee for
BSCEC notes (collectively, the "Rejection Damages Litigation").
The Rejection Damages Litigation is on a fast track to be resolved
in September 2022, with a potential resolution even earlier through
the filing of dispositive motions or the ongoing and "dual-track"
mediation with Judge Isgur. Resolution of the Rejection Damages
Litigation prior to confirmation of the plan will also provide
increased transparency for creditors regarding key plan
provisions.
To this point, the Debtor and its representatives have scheduled an
in-person meeting with ERCOT and its representatives in early
August to work through these and other plan-related issues. The
Debtor is confident that it will finalize and file a plan before
the requested Exclusive Filing Period that will be supported by the
majority of the major constituents in this Chapter 11 Case, and the
Debtor is committed to working closely with these parties to
achieve that result.
Indeed, the Debtor has already circulated key portions of its draft
Plan to various key stakeholders and mediation parties for review
and comment, and the Debtor anticipates working closely with all
such parties to finalize such draft Plan over the next few weeks.
The Debtor is requesting a final extension of the Exclusive Periods
to allow it to continue to work with its key stakeholders to
finalize and file its plan of reorganization and proceed to
confirmation.
A copy of the Debtor's Motion to extend is available at
https://bit.ly/3PD4CK8 from Stretto.com.
About Brazos Electric Power Cooperative
Brazos Electric Power Cooperative Inc. is a 3,994-megawatt
transmission and generation cooperative which members' service
territory covers 68 counties from the Texas Panhandle to Houston.
It was organized in 1941 and the first cooperative formed in the
Lone Star state with the primary intent of generating and supplying
electrical power. At present, Brazos Electric is the largest
generation and transmission cooperative in the state and is the
wholesale power supplier for its 16 member-owner distribution
cooperatives and one municipal system.
Brazos Electric filed a voluntary petition for relief under Chapter
11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Case No. 21-30725)
on March 1, 2021. At the time of the filing, the Debtor disclosed
assets of between $1 billion and $10 billion and liabilities of the
same range.
Judge David R. Jones oversees the case.
The Debtor tapped Norton Rose Fulbright US, LLP as bankruptcy
counsel, Foley & Lardner LLP and Eversheds Sutherland US LLP as
special counsel, Collet & Associates LLC as an investment banker,
and Berkeley Research Group, LLC as financial advisor. Ted B. Lyon
& Associates, The Gallagher Law Firm, West & Associates LLP, Butch
Boyd Law Firm, and Boyd Smith Law Firm, PLLC serve as special
litigation counsel. Stretto is the claims and noticing agent.
The U.S. Trustee for Region 7 appointed an official committee of
unsecured creditors in the Debtor's case on March 15, 2021. The
committee is represented by the law firms of Porter Hedges, LLP and
Kramer, Levin, Naftalis & Frankel, LLP. FTI Consulting, Inc. and
Lazard Freres & Co. LLC serve as the committee's financial advisor
and investment banker, respectively.
BUSINESS CREDIT: Unsecureds Will Get 100% Dividend in Plan
----------------------------------------------------------
Business Credit Solutions of Ohio, LLC, filed with the U.S.
Bankruptcy Court for the Northern District of Ohio a Plan of
Reorganization dated July 25, 2022.
The Debtor is a limited liability company, owned solely by Jeffrey
Melton, who resides at 119 W. High Avenue, in New Philadelphia,
Ohio 44663. At the time of filing, the Debtor owned eight
residential rental properties located in the cities of Canton and
Massillon.
In December 2019, the Debtor defaulted on a loan with its primary
lender Larry Hackenberg who holds a security interest in seven of
the rental properties which are all located in Canton, Ohio (the
"Canton Real Estate"). A sheriff sale was scheduled for September
27, 2021, which precipitated the filing of the present case on
September 26, 2021 (the "Petition Date").
Since filing, the Debtor has continued to operate and rent its
properties. In early 2022, the Debtor sought and obtained court
approval to sell the Canton Real Estate for the sum of $320,000.00.
As a condition of the sale, Hackenberg agreed to accept the net
proceeds from the sale, after payment of outstanding real estate
taxes and customary closing costs, as full payment and resolution
of his claim against the Debtor and the bankruptcy estate. The
closing on the sale shall occur prior to confirmation of this Plan.
In addition to the Canton Real Estate, the Debtor is also the owner
a parcel of real property located at 943 Roseland Avenue in
Massillon, Ohio (hereinafter "Roseland"). Roseland is incumbered by
a consensual mortgage with Toorak Capital Partners, LLC. Michael L.
Quinn Sr. also claims to hold a secured interest in Roseland. The
Debtor initiated and adversary proceeding to determine the liens
the extent and priority of the liens against Roseland. The Debtor
anticipates the parties to the adversary proceeding will stipulate
to the validity and priority of the liens prior to confirmation of
this Plan.
This Plan of Reorganization proposes to pay and resolve all
creditors' claims against the Debtor from the liquidation of the
Debtor's real property pursuant to the terms of this Plan.
This Plan provides for (2) classes of secured claims; (1) class of
unsecured claims; and (1) class of equity security holders. General
unsecured creditors holding allowed claims will receive a lump sum
dividend of 100% within ninety days of the effective date of the
Plan. This Plan also provides for the payment of unclassified
administrative and priority claims in full on the Effective Date of
this Plan with respect to any such claim.
Class 1 consists of the Secured claims of Hackenberg and Stark
County Treasurer. Class 1 is unimpaired by this Plan. The claims of
Hackenberg and the Stark County Treasurer shall be paid in full
prior to confirmation of the Plan from the sale of the Canton Real
Estate.
Class 2 consists of the Secured claims of Toorak and Quinn. Class 2
is impaired by this plan. Each holder of a Class 2 claim shall
retain its security interest in its collateral and be paid in full
upon the sale of Roseland, but in no event later than sixty days
after the Effective Date of the Plan.
Class 3 consists of General unsecured claims. Class 3 is impaired
by this plan. The holder of a Class 3 claim shall be paid in full
within thirty days of the sale of Roseland.
Class 4 consists of Equity interest holders. Class 4 is unimpaired
by this Plan. The holder of an equity interest in the Debtor shall
retain their interest upon confirmation of the Plan.
At any time prior or up to the Effective Date of the Plan, the
Debtor shall market and seek to sell Roseland for the highest
amount obtainable. The Class 2 claimants shall be paid in full at
closing. Any net funds from the sale shall be escrowed by Roderick
Linton Belfance, and be distributed as soon as practicable to the
Class 3 claimants.
In the event there are not sufficient funds available to pay Class
3 claimants in full, which are estimated to be $6,292.45, Jeffrey
Melton shall make a cash contribution to Debtor in an amount
sufficient to permit a 100% distribution to Class 3 claimants. In
the event there are excess funds from the sale of Roseland to pay
Class 3 claimants in full, and after payment of administrative
claims, the balance of the funds shall be paid to Jeffrey Melton.
Attorney for the Debtor:
Steven J. Heimberger, Esq.
Roderick Linton Belfance, LLP
50 S Main St 10th Floor
Akron, OH 44308
Phone: +1 330-434-3000
Email: sheimberger@rlbllp.com
About Business Credit Solutions of
Ohio
Business Credit Solutions of Ohio, LLC filed a petition for Chapter
11 protection (Bankr. N.D. Ohio Case No. 21-61251) on Sept. 26,
2021, listing under $1 million in both assets and liabilities.
Judge Russ Kendig oversees the case. Steven J. Heimberger, Esq.,
at Roderick Linton Belfance, LLP represents the Debtor as legal
counsel.
C.L. MAACK: Unsecured Claims to Get 46% Under Plan
--------------------------------------------------
C.L. Maack, Inc. submitted a First Amended Chapter 11 Plan of
Reorganization.
The Plan proposes to pay creditors holding Allowed Claims out of
Debtor's Net Disposable Income over three years after the Effective
Date of the Plan.
The Plan provides for: a class of priority claims, a class for the
secured claim of Financial Pacific Leasing, a class of nonpriority
unsecured claims and a class of equity security holders.
The Plan provides for payment in full of Allowed Administrative
Claims and Priority Claims on the Effective Date or over such
period of time as the creditor and Debtor may agree and payment in
full of Financial Pacific Leasing's secured claim. The only
Administrative Claims anticipated by Debtor are the Allowed Claims
for fees and costs of Counsel for Debtor and the Subchapter V
Trustee.
The Debtor anticipates that holders of general unsecured claims
will be paid 45.55% of their Allowed Claims if the Claim of the
Gajeras is allowed by the Court in an amount of $12,000.00. The pro
rata distribution to each unsecured creditor will be less if the
claim of the Gajeras is allowed in a greater amount.
Under the Plan, Class 3 All Nonpriority Unsecured Claims total
$1,047,745. Any holder of an Allowed Claim in Class 3 will receive
payments of her, his or its pro rata portion of Debtor's Net
Disposable Income each quarter beginning on the first day of the
first month after the Effective Date determined net of payments of
all Allowed Administrative Claims, Priority Claims and the secured
claim of Financial Pacific Leasing in accordance with the
Projections set forth. Class 3 is impaired.
After the Effective Date, the Debtor will manage its business
affairs without supervision by the Bankruptcy Court and the
Subchapter V Trustee and shall make all payments directly to all
creditors, except as may be required by 11 U.S.C. s 1194(b) or any
order of the Court. Debtor may enter into agreements to transfer,
convey, encumber, use and lease any and all of its remaining assets
or assets acquired hereafter.
Attorneys for the Debtor:
Christopher R. Kaup, Esq.
David M. Barlow, Esq.
TIFFANY & BOSCO, P.A.
Seventh Floor, Camelback Esplanade II
2525 East Camelback Road
Phoenix, Arizona 85016-4237
Telephone: (602) 255-6000
Facsimile: (602) 255-0103
E-Mail: crk@tblaw.com
dmb@tblaw.com
A copy of the Disclosure Statement dated July 22, 2022, is
available at https://bit.ly/3zvN0dv from PacerMonitor.com.
About C.L. Maack
C.L. Maack Inc., owns and operates a general store, souvenir shop,
coffee shop, and bakery operating under the name "Ponderosa
Market." It is based in Pine, Ariz.
C.L. Maack filed a petition for relief under Subchapter V of
Chapter 11 of the Bankruptcy Code (Bankr. D. Ariz. Case No.
22-04046) on June 23, 2022, listing up to $500,000 in assets and up
to $10 million in liabilities.
Michael W. Carmel, Esq., has been appointed Subchapter V trustee.
Judge Paul Sala oversees the case.
Christoper R. Kaup, Esq., at Tiffany & Bosco, P.A., is the Debtor's
legal counsel.
CARROLS RESTAURANT: Moody's Cuts CFR to Caa1 & 1st Lien Debt to B1
------------------------------------------------------------------
Moody's Investors Service downgraded Carrols Restaurant Group,
Inc.'s corporate family rating to Caa1 from B3, its probability of
default rating to Caa1-PD from B3-PD, first lien bank credit
facilities to B1 from Ba3, and unsecured notes to Caa2 from Caa1.
The speculative grade liquidity rating was also downgraded to SGL-3
from SGL-2. The outlook is stable.
The downgrade reflects Carrols weakened operating performance and
very high financial leverage driven by macroeconomic pressures
including wage and commodity inflation which, along with industry
wide staffing shortages, have resulted in reduced store hours and
negative customer traffic. Free cash flow turned strongly negative
in the first quarter due to reduced earnings, repayment of one-half
of the FICA deferral that occurred in 2020 and the first six months
interest payment on the senior notes. Moody's adjusted debt/EBITDA
has increased to around 8.5 times as of April 3, 2022, and
EBIT/interest coverage is well below 1 time. The company has
diminished financial flexibility in the current challenging
operating environment. While Moody's expects performance and credit
metrics to begin to show improvement in late 2022 and 2023,
debt/EBITDA will likely remain well above 6.5x and EBIT/Interest
coverage below 1 time in 2023.
The downgrade to SGL-3 reflects Moody's expectation for adequate
liquidity over the next twelve months. While free cash flow will
remain under pressure over the very near term due to reduced
earnings and capex requirements, liquidity will be supported by
modest balance sheet cash and ample availability under its $215
million revolving credit facility. Moody's expects profitability
and cash flow to begin to show improvement in late 2022. The
company is subject to a springing senior secured leverage ratio
when more than 35% of its revolver is utilized. While cushion could
tighten due to weaker earnings and cash flow in the next two
quarters, Moody's does not expect the test to be triggered. Also
Carrols' debt maturity profile is long dated, with its nearest
maturity being its revolving credit facility in January 2026.
Downgrades:
Issuer: Carrols Restaurant Group, Inc.
Corporate Family Rating, Downgraded to Caa1 from B3
Probability of Default Rating, Downgraded to Caa1-PD from B3-PD
Speculative Grade Liquidity Rating, Downgraded to SGL-3 from
SGL-2
Senior Secured 1st Lien Bank Credit Facility, Downgraded to B1
(LGD2) from Ba3 (LGD2)
Senior Unsecured Regular Bond/Debenture, Downgraded to Caa2 (LGD5)
from Caa1 (LGD4)
Outlook Actions:
Issuer: Carrols Restaurant Group, Inc.
Outlook, Remains Stable
RATINGS RATIONALE
Carrols' Caa1 CFR reflects its historical financial strategy that
supported acquisitive growth and high financial leverage. While its
financial policy is now focused on disciplined capital allocation,
maintaining substantial liquidity and debt reduction, weakened
operating performance has led to very high financial leverage and
reduced liquidity. Moody's debt/EBITDA has deteriorated to about
8.5 times and EBIT/interest coverage is well below 1 time as of
April 3, 2022. While a recovery is expected to begin in late 2022
into 2023, metrics will likely remain weak. Carrols benefits from
geographic diversification across 23 states. However, around 58%
of its units are located in 5 states, exposing the company to
economic and environmental conditions in these states. Carrols
benefits from its material scale, well balanced day-part offerings,
its position as the largest franchisee within the Burger King
system in the US (around 14% of units) and a 15% equity ownership
by Restaurant Brands International, Inc.'s ("RBI"), owner of
1011778 B.C. Unltd Liability Co.(dba Burger King; Ba3 stable).
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The stable outlook reflects Moody's expectation that liquidity will
remain adequate as the company navigates near term challenges, and
that performance, including profitability and cash flow, will begin
to show improvement in late 2022 and 2023 driving improved earnings
and improved credit metrics.
Factors that could result in an upgrade include improved operating
performance leading to debt/EBITDA sustained below 6.5x,
EBIT/Interest rising remaining above 1.0x and improved liquidity
through consistent positive free cash flow and availability under
its revolving credit facility.
Ratings could be downgraded if the company's operating performance
fails to show improvement over the next 12 months, if liquidity
weakens for any reason, or its probability of default otherwise
increases.
Carrols Restaurant Group, Inc. owns and operates approximately
1,026 Burger King and 65 Popeyes restaurants across 23 states in
the Northeast, Midwest, South and Southeast. Revenue for the twelve
months ended April 3, 2022 approached $1.7 billion.
The principal methodology used in these ratings was Restaurants
published in August 2021.
CATSKILL CASE: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Catskill Case Study, LLC
571 7th Street
Brooklyn, NY 11215
Business Description: The Debtor is part of the residential
building construction industry.
Chapter 11 Petition Date: July 28, 2022
Court: United States Bankruptcy Court
Eastern District of New York
Case No.: 22-41817
Judge: Hon. Nancy Hershey Lord
Debtor's Counsel: Gregory M. Messer, Esq.
LAW OFFICE OF GREGORY MESSER
26 Court Street
Suite 2400
Brooklyn, NY 11242
Tel: 718-858-1474
Fax: 718 797-5360
Email: gmesser@messer-law.com
Total Assets: $853,947
Total Liabilities: $5,458,900
The petition was signed by Nicolas Mahedy as managing member.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 20 largest unsecured creditors is available
for free at PacerMonitor.com at:
https://www.pacermonitor.com/view/VSLPXGY/Catskill_Case_Study_LLC__nyebke-22-41817__0001.0.pdf?mcid=tGE4TAMA
CHARLES DEWEESE: Seeks Cash Collateral Access Thru Aug 29
---------------------------------------------------------
Charles Deweese Construction, Inc. asks the U.S. Bankruptcy Court
for the Western District of Kentucky, Bowling Green Division, for
authority to use cash collateral on an interim basis through August
29, 2022.
The Debtor requires the use of cash collateral to meet ongoing and
necessary operating expenses as set forth in the projected budget.
Between April 14, 2017 and March 12, 2018, the Debtor executed and
delivered three promissory notes to Franklin Bank and Trust Company
with a cumulative principal balance of $17,954,000.
Between April 29, 2022 and June 3, 2022, the Debtor executed and
delivered three additional promissory notes to FBT in the
cumulative principal balance of $5,425,000. FBT has filed Proofs of
Claim in this case [Claim Nos. 4, 5, 6, 7, 8, and 9] asserting a
cumulative balance of $19,859,593 due under the Credit Agreements
as of the Petition Date.
As security for repayment of the Debtor's obligations arising under
the Credit Agreements, FBT's pre-petition loans to the Debtor were
secured by multiple real estate mortgages and a Commercial Security
Agreement dated March 12, 2018, which granted FBT a security
interest in all of Debtor's right, title, and interest in, to, and
under all personal property and other assets. FBT perfected its
interest in the cash collateral upon the filing of UCC-1 Financing
Statements with the Kentucky Secretary of State on March 6, 2014
(#2014-26090644-28) and July 15, 2013 (#2013- 2653865-91).
Avtech Capital, LLC has filed a proof of claim in the Debtor's case
and asserts an subordinated interest in Cash Collateral by virtue
of UCC-1 Financing Statements filed of record with the Kentucky
Secretary of State.
As and for adequate protection in consideration of the Debtor's
continued possession and use of cash collateral in the ordinary
course of business, the Debtor proposes to grant FBT and Avtech
replacement liens on all collateral of the same type and respective
priorities upon which each held valid and properly perfected liens
prior to the Petition Date.
The Debtor submits that the proposed replacement liens are
sufficient to protect FBT's and Avtech's respective asserted
interest in the cash collateral. Moreover, with regard to FBT's
security position relative to the Debtor, FBT's mortgage interests
in real estate owned by the Debtor are protected by a substantial
equity cushion.
A copy of the motion is available at https://bit.ly/3vo056h from
PacerMonitor.com.
About Charles Deweese Construction
Charles Deweese Construction --
https://www.charlesdeweeseconstruction.com/ -- is a construction
and engineering company that provides clients with quality
projects on time and within budget.
Charles Deweese Construction, Inc. sought protection under Chapter
11 of the U.S. Bankruptcy Code (Bankr. W.D. Ky. Case No. 22-10355)
on July 1, 2022. In the petition filed by Charles Weldon Deweese,
as president, the Debtor reports estimated assets and liabilities
between $50 million and $100 million.
Tyler R. Yeager, Esq., at Kaplan Johnson Abate & Bird, LLP, is the
Debtor's counsel.
CHRISTIAN CARE: PCO Taps Greenberg Traurig as Legal Counsel
-----------------------------------------------------------
Suzanne Koenig, the patient care ombudsman appointed in the Chapter
11 cases of Christian Care Centers, Inc. and Christian Care Centers
Foundation, Inc., seeks approval from the U.S. Bankruptcy Court for
the Northern District of Texas to hire Greenberg Traurig, LLP as
her legal counsel.
The firm's services include:
(a) representing the ombudsman in any proceeding or hearing in
bankruptcy court, and in any action in other courts where the
rights of the residents may be litigated or affected as a result of
the Debtors' Chapter 11 filing;
(b) advising the ombudsman concerning the requirements of the
Bankruptcy Code and Bankruptcy Rules relating to the discharge of
her duties under Section 333 of the Bankruptcy Code;
(c) assisting the ombudsman in evaluating any resident or
healthcare related issues, including in connection with any sale or
reorganization; and
(d) performing other legal services in accordance with the
ombudsman's powers and duties, including assisting the ombudsman
with reports to the court, retention and fee applications, or other
matters.
The firm will be paid at these rates:
Shareholders/Of Counsel $450 to $1,800 per hour
Associates $250 to $1,075 per hour
Legal Assistants/Paralegals $150 to $525 per hour
As disclosed in court filings, Greenberg Traurig is a
"disinterested person" within the meaning of Section 101(14) of the
Bankruptcy Code.
In accordance with Appendix B-Guidelines for reviewing fee
applications filed by attorneys in larger Chapter 11 cases,
Greenberg Traurig disclosed the following:
-- The firm has not agreed to any variations from, or
alternatives to, its standard or customary billing arrangements for
this engagement.
-- No Greenberg Traurig professional included in the
engagement has varied his rate based on the geographic location of
the bankruptcy cases.
-- Greenberg Traurig was not selected to represent the
ombudsman until after she was appointed by the U.S. trustee on July
5, 2022, i.e., post-petition. The firm's billing rates increased at
the beginning of 2022 from its rates in 2021 but its rates have not
increased following the petition date.
-- The ombudsman and Greenberg Traurig expect to develop a
prospective budget and staffing plan.
The firm can be reached through:
Nancy A. Peterman, Esq.
Greenberg Traurig, LLP
77 West Wacker Drive, Suite 3100
Chicago, IL 60601
Telephone: (312) 456-8400
Facsimile: (312) 899-0341
Email: petermann@gtlaw.com
About Christian Care Centers
Christian Care Centers, Inc. (CCCI) was incorporated in 1947 as a
nonprofit Texas corporation. CCCI, a faith-based organization,
operates three senior living housing and health care campuses in
the Dallas/Fort Worth Metroplex. In addition, CCCI owns unimproved
real property in Dallas County and Tarrant County, adjacent to the
Mesquite and Fort Worth communities.
Meanwhile, Christian Care Centers Foundation, Inc. was incorporated
in 1994 also as a nonprofit Texas corporation. It is a supporting
organization that serves as an endowment organization for CCCI.
CCCI and Christian Care Centers Foundation sought protection under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Texas Lead Case
No. 22-80000) on May 23, 2022. In the petitions signed by Mark
Shapiro, chief restructuring officer, the Debtors disclosed up to
$100 million in both assets and liabilities.
Judge Stacey G. Jernigan oversees the cases.
The Debtors tapped Husch Blackwell, LLP as legal counsel;
Glassratner Advisory & Capital, LLC as restructuring advisor; and
Houlihan Lokey Capital, Inc. as investment banker. Epiq Corporate
Restructuring, LLC is the claims, noticing, and solicitation
agent.
The U.S. Trustee for Region 6 appointed an official committee of
unsecured creditors in the Debtors' Chapter 11 cases on June 3,
2022. The committee is represented by Kane Russell Coleman Logan,
P.C.
Suzanne Koenig, the patient care ombudsman appointed in the
Debtors' cases, tapped Greenberg Traurig, LLP and SAK Management
Services, LLC as her legal counsel and medical operations advisor,
respectively.
CHRISTIAN CARE: PCO Taps SAK as Medical Operations Advisor
----------------------------------------------------------
Suzanne Koenig, the patient care ombudsman appointed in the Chapter
11 cases of Christian Care Centers, Inc. and Christian Care Centers
Foundation, Inc., seeks approval from the U.S. Bankruptcy Court for
the Northern District of Texas to hire SAK Management Services, LLC
as her medical operations advisor.
The firm's services include:
(a) conducting interviews of residents, family members,
guardians and facility staff as required;
(b) reviewing license and governmental permits;
(c) reviewing adequacy of staffing, supplies and equipment;
(d) reviewing safety standards;
(e) reviewing facility maintenance issues or reports;
(f) reviewing resident, family, staff or employee complaints;
(g) reviewing risk management reports;
(h) reviewing litigation relating to the Debtors;
(i) reviewing resident records;
(j) reviewing any possible sale, closure or restructuring of
the Debtors and how it impacts residents;
(k) reviewing other information, as applicable to the Debtors
and their cases, including, without limitation, resident
satisfaction survey results, regulatory reports, utilization review
reports, discharged and transferred resident reports, staff
recruitment plans and nurse/resident/acuity staffing plans;
(l) reviewing various financial information, including,
without limitation, current financial statements, cash projections,
accounts receivable reports and accounts payable reports to the
extent such information may impact resident care; and
(m) assisting the ombudsman with such other services as may be
required under the circumstances of these cases, including any
diligence or investigation required for the reports to be submitted
by the ombudsman.
The firm will charge these hourly fees:
Executives/Principals $450
Vice Presidents $425
Senior Directors/Directors $400
Legal Assistants $250 to $375
As disclosed in court filings, SAK is a "disinterested person"
within the meaning of Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Suzanne Koenig
SAK Management Services, LLC
300 Saunders Road, Suite 300
Riverwoods, IL 60015
Phone: 847-446-8400
Fax: 847-446-8432
About Christian Care Centers
Christian Care Centers, Inc. (CCCI) was incorporated in 1947 as a
nonprofit Texas corporation. CCCI, a faith-based organization,
operates three senior living housing and health care campuses in
the Dallas/Fort Worth Metroplex. In addition, CCCI owns unimproved
real property in Dallas County and Tarrant County, adjacent to the
Mesquite and Fort Worth communities.
Meanwhile, Christian Care Centers Foundation, Inc. was incorporated
in 1994 also as a nonprofit Texas corporation. It is a supporting
organization that serves as an endowment organization for CCCI.
CCCI and Christian Care Centers Foundation sought protection under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Texas Lead Case
No. 22-80000) on May 23, 2022. In the petitions signed by Mark
Shapiro, chief restructuring officer, the Debtors disclosed up to
$100 million in both assets and liabilities.
Judge Stacey G. Jernigan oversees the cases.
The Debtors tapped Husch Blackwell, LLP as legal counsel;
Glassratner Advisory & Capital, LLC as restructuring advisor; and
Houlihan Lokey Capital, Inc. as investment banker. Epiq Corporate
Restructuring, LLC is the claims, noticing, and solicitation
agent.
The U.S. Trustee for Region 6 appointed an official committee of
unsecured creditors in the Debtors' Chapter 11 cases on June 3,
2022. The committee is represented by Kane Russell Coleman Logan,
P.C.
Suzanne Koenig, the patient care ombudsman appointed in the
Debtors' cases, tapped Greenberg Traurig, LLP and SAK Management
Services, LLC as her legal counsel and medical operations advisor,
respectively.
CNBX PHARMACEUTICALS: Chief Technology Officer Resigns
------------------------------------------------------
CNBX Pharmaceuticals' Chief Technology Officer Dr. Eyal Ballan has
resigned his position as CTO and his employment with the Company
ended effective July 20, 2022. Dr. Sanja Goldberg was appointed as
the Company's new chief technology officer on July 24, 2022.
Dr. Goldberg, 46, has held several senior researcher positions at
Israel's largest hospital, Sheba Medical Center's Cancer Research
Lab and Regenerative Research Lab. Additionally she has had
several Executive positions, including at Compugen and at TaGeza
Biopharma where she was VP of Research and Development. Dr.
Goldberg obtained her Ph.D. in Cell Biology from the Department of
Cell Biology and Genetics, Erasmus MC, Rotterdam, the Netherlands,
in 2009, and has since led cutting edge science in her positions
related to cancer and early-stage drug discovery activities.
About CNBX Pharmaceuticals
CNBX Pharmaceuticals Inc. is a U.S. public company and a global
developer of cancer related cannabinoid-based medicine. The
Company's R&D is based in Israel, where it is licensed by the
Ministry of Health to conduct scientific and clinical research on
cannabinoid formulations and cancer. For more information, please
visit www.cannabics.com.
The Company reported a net loss of $3.19 million on zero revenue
for the year ended Aug. 31, 2021, compared to a net loss of $7.47
million on $7,157 of net revenue for the year ended Aug. 31, 2020.
As of May 31, 2022, the Company had $965,740 in total assets, $2.15
million in total current liabilities, and a total stockholders'
deficit of $1.18 million.
Tel-Aviv, Israel-based Weinstein International. C.P.A., the
Company's auditor since 2019, issued a "going concern"
qualification in its report dated Nov. 25, 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.
CORPORATE COLOCATION: Unsecureds to Get 100% Dividend in 36 Months
------------------------------------------------------------------
Corporate Colocation Inc., filed with the U.S. Bankruptcy Court for
the Central District of California a Plan of Reorganization and a
Disclosure Statement dated July 26, 2022.
The Debtor is a California corporation that owns and operates a
datacenter in Los Angeles, California. The Debtor also has an
investment in a datacenter in Denver, Colorado that, upon the
effective date of the Plan, will be operated as a subsidiary of the
Debtor.
This is a reorganizing plan that contemplates the reorganization of
the Debtor. In other words, the Proponent seeks to accomplish
payments under the Plan by collecting monies that are allegedly due
to it.
Class 3 consists of General Unsecured Claims. There are four
subclasses of General Unsecured Claims which will be paid from a
common pot (the "Unsecured Pot") in the amount of about $200,000,
estimated more or less, which will be funded from 36 monthly
payments of about $5,556 per month beginning on the effective date
and continuing for 35 more months. Based on the Proofs of Claim,
and the Schedules, this will provide a 100% dividend over
approximately 36 months commencing on the effective date to
creditors in Class 3 (I.e., Class 3.1 to 3.4). These creditors are
impaired.
Class 4 consists of the Claim of Green Mountain Holdings, LLC, the
Colorado Landlord to Colorado Colocation, LLC. This creditor holds
a guarantee of the Debtor in the capped amount of $150,000 relative
to the building lease in Colorado. The guarantee shall be
reaffirmed, but otherwise the creditor will receive nothing under
the Plan.
Class 5 consists of Subordinated Unsecured Creditors. This Class
shall be paid $10 per claimant, regardless of amount of allowable
claim. These creditors are impaired.
Class 6 consists of interest holders of the Debtor. Victor Goodman
is the 90% shareholder; Jonathan Goodman, his son, is the holder of
the remaining 10%.
In addition to all consideration and amounts paid, they will pay
$100,000 in new value to retain respective interests in the Debtor
(and the Reorganized Debtor) on the effective date. The Debtor
contends that $100,000, plus all other consideration is a fair
amount of new value to pay given the fact that the debtor is
insolvent at this time. The amount of $100,000 is substantial and
necessary for the reorganization.
The Plan will be funded by the following: (a) Funds in
debtor-in-possession accounts as of the effective date in an amount
that varies from day to day but in excess of approximately
$350,000; (b) the sum of $100,000 in new value paid to the Debtor
by insiders; © the availability of approximately $100,000 present
in the bank accounts of Colorado Colocation, Inc.; (d) the sum of
$627,200 being held for the benefit of the Debtor in the trust
account of Margulies Faith LLP, attorney for Victor Goodman; (e)
the net income of Colorado Colocation Inc., which company shall be
merged into this Debtor as of the effective date of this Plan; and
(f) the Debtor's income from future operations of the Denver
facility.
A full-text copy of the Disclosure Statement dated July 26, 2022,
is available at https://bit.ly/3bcCnD3 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
Telephone: (818) 774-9929
Facsimile: (818) 774-9989
Email: ryaspan@yaspanlaw.com
About Corporate Colocation Inc.
Corporate Colocation Inc. -- https://www.corporatecolo.com/ --
operates a large server farm that provides website services to
about 25 subtenants that is located at 530 West Sixth Street, Suite
502 et seq., Los Angeles, California 90014. Corporate Colocation
sought protection under Chapter 11 of the U.S. Bankruptcy Code
(Bankr. C.D. Calif. Case No. 21-12812) on April 7, 2021. In the
petition signed by Jonathan Goodman, president, the Debtor
disclosed $2,284,042 in assets and $5,041,445 in liabilities.
Judge Ernest Robles oversees the case.
Robert M. Yaspan, Esq., at Law Offices of Robert M. Yaspan is the
Debtor's counsel.
530 6th Street, LLC, as landlord, is represented by Jeffrey Lee
Costell, Esq. at Costell & Adelson Law Corporation.
CORSAMI GROUP: Files Subchapter V Case
--------------------------------------
Corsami Group LLC filed for chapter 11 protection in the Northern
District of Georgia, without stating a reason. The Debtor filed as
a small business debtor seeking relief under Subchapter V of
Chapter 11 of the Bankruptcy Code.
According to court filing, Corsami Group estimates between 1 and 49
creditors. The bare-bones petition states funds will not be
available to unsecured creditors.
A meeting of creditors under 11 U.S.C. Section 341(a) is slated for
Aug. 18, 2022 at 2:00 PM.
Non-government proofs of claim are due by Sept. 30, 2022.
About Corsami Group
Corsami Group LLC is carrier company located at 2600 N LAKE DR STE
E, Suwanee, Georgia.
Corsami Group LLC filed a petition for relief under Subchapter V of
Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ga. Case No.
22-55576) on July 22, 2022. In the petition filed by Senei Perez,
as manager, the Debtor estimated assets and liabilities between $1
million and $10 million.
Gary M. Murphey has been appointed as Subchapter V trustee.
Paul Reece Marr, of Paul Reece Marr, P.C., is the Debtor's counsel.
DCIJ BEE HIVE: Citizens Community Says Interest Rate Insufficient
-----------------------------------------------------------------
Citizens Community Federal, N.A. ("CCF"), a secured creditor of
Debtor DCIJ Bee Hive, LLC, objects to the Debtor's Subchapter V
Plan of Reorganization.
CCF is a secured creditor of the Debtor and holds a claim in the
approximate amount of $4,972,208.92 (Claim No. 4). CCF's claim is
secured by assets held or owned by the Debtor as well as assets
held or owned in the name of third parties which are affiliated
with the memory care facility collectively known as Bee Hive Homes
(the "Facility").
The Plan provides that CCF's claim will be amortized over 25 years
at an interest rate of 4.25%. The Plan also references that the
Debtor will service the full amount of the debt owed to CCF
notwithstanding the outcome of the Motion.
CCF has not accepted the Plan as it is presently filed. CCF's claim
is "impaired," and the lack of acceptance by CCF means that the
Plan would need to be confirmed under 11 U.S.C. § 1191(b). That
means that the Plan must meet the requirements of § 1129(b)(2)(A).
That section requires that a secured creditor must receive deferred
cash payments of a value, as of the effective date of the plan,
equal to the allowed amount of such claims.
CCF asserts that the interest rate provided in the Plan -ostensibly
designed to provide CCF with the present value of its allowed claim
– is insufficient. The prime rate is currently 4.75%, and it is
possible that the prime rate may increase prior to the confirmation
hearing (or the effective date of the Plan). The proposed rate is
also well below the contract rate (which is also 4.75%, albeit set
at a time when the prime rate was 3.25%).
CCF contends that the Plan, as proposed, does not comply with the
statutory requirement to provide present value over time, and that
the proposed interest rate fails to satisfy authorities such as
Till v. SCS Credit Corp., 541 U.S. 465 (2004), regarding the
calculation of an appropriate discount rate.
CCF states that the Plan should also indicate that notwithstanding
the stipulated outcome of the Motion, following confirmation of the
Plan the Debtor will remain obligated to pay CCF's claim in full in
accordance with the terms of the Plan.
A full-text copy of CCF's objection dated July 25, 2022, is
available at https://bit.ly/3cGYQsh from PacerMonitor.com at no
charge.
Attorneys for Citizens Community:
BAKKE NORMAN, S.C.
William E. Wallo
Attorney No. 1029646
7 South Dewey Street, Suite 220
Eau Claire, WI 54701
wwallo@bakkenorman.com
About DCIJ Bee Hive
DCIJ Bee Hive, LLC, is a limited liability company that was
organized on September 6, 2016. DCIJ has operated as an assisted
living service provider in Eau Claire, Wisconsin since its
inception. Daniel Pekol is the sole owner/managing member of
DCIJ.
DCIJ Bee Hive sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. W.D. Wis. Case No. 22-10427) on March 25,
2022. In the petition signed by Daniel Peko, managing member,
the Debtor disclosed up to $50,000 in assets and up to $10 million
in liabilities.
Judge Catherine J. Furay oversees the case.
Evan M. Swenson, Esq., at Swenson Law Group, LLC, is the Debtor's
counsel.
DISCOVERY GUARANTOR 2: S&P Assigns 'B-' ICR, Outlook Stable
-----------------------------------------------------------
S&P Global Ratings assigned its 'B-' issuer credit rating to
Discovery Guarantor 2 Ltd. (d/b/a Bayer Environmental Science;
BES)with a stable outlook.
S&P said, "We assigned a 'B-' issue-level rating to the proposed
first-lien credit facilities, which include a revolving credit
facility and term loan, with a recovery rating of '3' (rounded
estimate: 60%).
"We assigned a 'CCC' issue-level rating to the proposed second-lien
term loan, with a recovery rating of '6' (rounded estimate: 0%).
"The stable outlook reflects our expectation that BES will generate
stable earnings, maintain at least adequate liquidity, and that the
proposed capital structure would lead to a S&P Global
Ratings-adjusted debt-to-EBITDA ratio of 7x-8x in the next 12
months, which we view as commensurate with the rating."
Cinven, a private equity firm, announced a definitive agreement
with Bayer AG to acquire its environmental science business. S&P
expects the transaction, valued at about $2.6 billion, to be
financed with a mix of bank debt issued by subsidiary Discovery
Purchaser Corp. and common equity by Cinven.
Discovery Guarantor 2 will be the issuer of the audited financial
statements.
S&P said, "Following close of the transaction, we expect BES's pro
forma leverage to be high and remain elevated in the near term.
"We view the initial capital structure as highly leveraged, with
adjusted debt to EBITDA of 7x-8x over the next 12 months. We expect
credit measures to gradually improve as planned cost-reduction
initiatives improve the company's cost base, supported by steady
revenue growth due to continued good demand in North America and
improving leverage within that range. We do not anticipate
significant deleveraging soon given the expectation of aggressive
financial policies linked with financial sponsor ownership.
"Our base case expects weighted-average funds from operations (FFO)
to debt below 8% during the next 24 months but adequate liquidity.
"We base this largely on a high expected interest expense with the
proposed financing. Meanwhile, we expect BES to have adequate
liquidity with support from its FFO, proposed cash flow revolving
credit facility, asset-based lending (ABL) facility, minimal
capital expenditure (capex) requirements due to outsourcing of most
manufacturing, and no material debt obligations due in next 12
months. We also consider higher than usual expected working capital
needs in the first year due to a necessary working capital build-up
after the carve-out, which would lead to negative free cash flow.
However, we expect this spending to normalize. Furthermore, we
remain cognizant of the potential constraints of sponsor ownership
on cash build-up that meets liquidity needs for a low-probability,
high-impact event."
Overall, the highly leveraged financial risk profile also reflects
its private equity ownership.
S&P notes the sponsor's communicated commitment to improve leverage
in coming years and emphasizing liquidity as key priorities,
especially in early years. Nevertheless, it still needs to see a
track record of a clear deleveraging path and prudent financial
policies by the incoming ownership.
BES's business risk profile is constrained by a relatively small
revenue base and narrow product focus, partially offset by leading
positions in niche markets.
It has a revenue base of about $750 million, significantly smaller
than chemical producers such as Corteva Inc., Syngenta AG, and BASF
Corp. that have a much larger footprint in the agricultural
chemicals market, but a smaller penetration in the environmental
science segment. BES has leading market positions in its niche
subsegments across all geographies. Additionally, the company has
an asset-light business model, solely focused on development and
optimization of formulations and sourcing active ingredients
externally. Concentration in supplier contracts adds to business
risk.
BES's business risk profile benefits from good end-market and
customer diversity.
While a smaller size and narrower product focus limit the company's
business profile, its exposure to a broad array of stable and
diverse end markets such as golf and sports, lawn and landscape
management, pest management, public infrastructure, public health
and hygiene, forest conservation, and pastures bodes well for BES
and its earnings stability, particularly during a downturn. The
company's Turf & Ornamentals and Professional Pest Management
segments together account for nearly two-thirds of sales. It also
benefits from low customer concentration and long-standing
relationships with top customers--primarily distributors that
account for most sales. While Bayer's products have some global
brand recognition, which may benefit BES, its glyphosate brands
including globally recognized herbicide Roundup are not part of the
carve-out. BES is also indemnified against liabilities resulting
from ongoing lawsuits involving Roundup.
The business demonstrates strong profitability with mid- to
high-20% EBITDA margins, above average for the specialty chemicals
sector.
S&P said, "We expect margins to gradually increase to about 30% and
above as planned measures to improve the company's cost base take
effect, supported by low-single-digit percentage revenue growth.
BES has managed to pass on higher raw material cost to customers
with price increases in past quarters to maintain profitability,
while margins still declined year over year in 2020 and 2021 due to
mix effects. We remain watchful of how well the business
transitions post carve-out and maintains above average
profitability, considering it has no track record of operating on a
stand-alone basis.
"The stable outlook reflects our expectation that BES will
gradually improve its EBITDA, reducing heightened debt to EBITDA to
a weighted average between 7x and 8x in the next 12 months. We
expect EBITDA margins to approach the high-20% and low-30% area due
to expected growth and cost reduction initiatives by the incoming
sponsors, supported by a stable revenue base. In our base-case
scenario, we assume no material increases in debt to fund
acquisitions. We expect BES to maintain adequate liquidity over the
next 12 months."
S&P could take a negative rating action if:
-- Earnings are lower than projected;
-- The company cannot save costs, execute other growth
initiatives, or adequately pass through increases in raw material
costs. S&P would expect its weighted-average debt to EBITDA to
approach double-digits due to a more than 600 basis points (bps)
decline in base-case EBITDA margins.
-- Negative free cash flows persist for longer than expected,
deteriorating liquidity and risking a covenant breach. S&P expects
negative free cash flows and draws on revolving credit facilities
for the first few quarters; or
-- It pursues any large debt-funded acquisitions or shareholder
rewards.
S&P could take a positive rating action on the company over the
next 12 months if:
-- Margins rise 300 bps due to overachieving against
cost-reduction targets such that it sustains S&P Global
Ratings-adjusted leverage below 6.5x for consecutive quarters; and
-- Management and the sponsor explicitly commit to maintain these
credit metrics.
ESG credit indicators: E-2, S-2, G-3
S&P said, "Environmental and social factors have no material
influence on our rating analysis on BES. Governance is a moderately
negative consideration, as is the case for most rated entities
owned by private-equity sponsors. We believe the company's highly
leveraged financial risk profile points to corporate
decision-making that prioritizes the interests of controlling
owners."
DLVR INC: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------
Debtor: DLVR, Inc.
5555 W. Van Buren St., Suite 235
Phoenix, AZ 85008
Business Description: DLVR is a developer of a cloud
infrastructure platform designed to
optimize, measure, and simplify internet
videos.
Chapter 11 Petition Date: July 27, 2022
Court: United States Bankruptcy Court
District of Arizona
Case No.: 22-04935
Debtor's Counsel: Christopher C. Simpson, Esq.
OSBORN MALEDON, P.A.
2929 N. Central Avenue
Suite 2100
Phoenix, AZ 85012
Tel: 602-640-9349
Fax: 602-640-9050
Email: csimpson@omlaw.com
Total Assets as of June 30, 2022: $342,908
Total Liabilities as of June 30, 2022: $12,780,524
The petition was signed by Michael Gordon, CEO, president,
secretary, and treasurer.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 20 largest unsecured creditors is available
for free at PacerMonitor.com at:
https://www.pacermonitor.com/view/VYVDNOI/DLVR_Inc__azbke-22-04935__0001.0.pdf?mcid=tGE4TAMA
EMPIRE PRIME: Seeks to Hire Joyce W. Lindauer as Legal Counsel
--------------------------------------------------------------
Empire Prime Capital Investments Inc. seeks approval from the U.S.
Bankruptcy Court for the Northern District of Texas to employ Joyce
W. Lindauer Attorney, PLLC as its legal counsel.
The Debtor desires to hire the firm to effectuate a reorganization,
propose a plan of reorganization and effectively move forward in
its bankruptcy proceeding.
The hourly rates of the firm's counsel and staff are as follows:
Joyce W. Lindauer, Esq. $450
Austin Taylor, Associate $275
Sydney Ollar, Associate Attorney $250
Larry Boyd, Law Clerk $195
Dian Gwinnup, Paralegal $195
In addition, the firm will seek reimbursement for out-of-pocket
expenses incurred.
The firm has received a retainer of $10,000, which included the
filing fee of $1,738, from Juan Favela, the Debtor's president.
Joyce Lindauer, Esq., the owner of the firm, disclosed in a court
filing that the firm is a "disinterested person" as defined in
Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Joyce W. Lindauer, Esq.
Joyce W. Lindauer Attorney, PLLC
1412 Main Street, Suite 500
Dallas, TX 75202
Telephone: (972) 503-4033
Facsimile: (972) 503-4034
Email: joyce@joycelindauer.com
About Empire Prime Capital Investments
Empire Prime Capital Investments Inc. sought protection under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Texas Case No.
22-31121) on June 27, 2022. In the petition filed by Juan D.
Favela, president, the Debtor estimated assets of $1 million to $10
million and liabilities less than $1 million.
Judge Michelle V. Larson oversees the case.
Joyce W. Lindauer, Esq., at Joyce W. Lindauer Attorney, PLLC serves
as the Debtor's counsel.
ENVISION HEALTHCARE: Raises $300 Mil. in Newest Debt Move
---------------------------------------------------------
Envision Healthcare, a leading national medical group, on July 22,
2022, announced that it closed the first phase of a refinancing
transaction with a majority of its first lien term loan lenders
and, separately, consummated a refinancing transaction with its
revolving lenders. These transactions align with Envision
Healthcare's long-term commitment to providing high-quality,
patient-centered care and supporting healthcare partners in
improving patients' access to care when and where they need it
most.
As part of the first phase of the term loan refinancing
transaction, Envision Healthcare's first lien term loan facility
was amended to include a $300 million new money "first out"
tranche, in addition to "second out" and "third out" tranches under
the term loan for the conversion of participating loans held by
existing first lien term loan lenders. Loans converting into the
“second out” tranche do so at 17% discount to par. In the
first phase of the term loan refinancing transaction, the $300
million new money was fully funded and loans held by participating
term loan lenders converted into their respective tranches.
The second and final phase of the term loan refinancing transaction
is anticipated to close on or about August 1, 2022. In connection
with the second phase, all first lien term loan lenders that did
not participate in the first phase of the term loan refinancing
transaction will have the opportunity to participate in the new
tranches of term loans (including providing their pro rata share of
the new money "first out" tranche).
Separately, in partnership with lenders under its outstanding
revolving credit facility, Envision Healthcare paid down its
outstanding revolving credit facility and terminated the
commitments thereunder while simultaneously entering into a new
$300 million super senior secured revolving credit facility at
certain of its subsidiaries in its AMSURG business. The new
revolving credit facility is set to mature in May 2026. Credit
Suisse is the administrative agent under the new revolving credit
facility.
“At Envision we are focused on investing in our clinical teams
and the care they deliver," said Jim Rechtin, Chief Executive
Officer of Envision Healthcare. "These transactions give us the
flexibility we need to continue to invest in those teams and grow
our clinical operations."
These transactions collectively provide Envision Healthcare and its
subsidiaries with $300 million in immediate incremental capital to
invest in the business and pursue growth or other value-maximizing
opportunities. The transactions also extend the maturities on all
participating term loan debt through March 2027, refinance the
revolving credit facility due October 2023 and reduce the existing
term loan balance by approximately $450 million in principal
amount, reflecting discount capture in the "second out" tranche.
Envision Healthcare will continue to strengthen services for the
millions of patients who count on Envision Healthcare, continuing
to provide resources for clinicians and investing in the teams who
support both during a period of uncertainty facing the healthcare
industry.
* * *
Eliza Ronalds-Hannon of Bloomberg News reports that the latest debt
maneuver is the struggling physician staffing firm’s latest move
to gain more financial flexibility as it seeks to turn around its
operations. The deal also looks to quell some controversy from an
April 2022 transaction that shifted valuable assets away from some
creditors, drawing lender ire.
About Envision Healthcare
Envision Healthcare Corporation (NYSE: EVHC) is a national medical
group serving hospitals and healthcare systems in specialties such
as anesthesiology, emergency medicine, hospital medicine,
radiology, surgery and women's and children's care. It also
operates more than 250 ambulatory surgery centers across 34 states
through its AMSURG business. The 25,000 clinicians with Envision
Healthcare deliver care to more than 30 million patients every
year.
Envision is controlled by private equity firm KKR & Co..
Envision's investment banker is PJT Partners LP, its financial
advisor is Alvarez & Marsal LLC, and its legal advisor is Kirkland
& Ellis LLP.
EVERGREEN ARBORISTS: Seeks to Hire Gabriel Liberman as Counsel
--------------------------------------------------------------
Evergreen Arborists, Inc. seeks approval from the U.S. Bankruptcy
Court for the Eastern District of California to employ the Law
Offices of Gabriel Liberman, APC to handle its Chapter 11 case.
The hourly rates of the firm's counsel and staff are as follows:
Gabriel E. Liberman $320
Paraprofessionals $150
In addition, the firm will seek reimbursement for expenses
incurred.
The Debtor paid the firm a retainer of $16,738 for pre-bankruptcy
services.
Gabriel Liberman, Esq., an attorney at the Law Offices of Gabriel
Liberman, disclosed in a court filing that the firm is a
"disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.
The firm can be reached through:
Gabriel E. Liberman, Esq.
Law Offices of Gabriel Liberman, APC
1545 River Park Drive, Suite 530
Sacramento, CA 95815
Telephone: (916) 485-1111
Facsimile: (916) 485-1111
Email: Gabe@4851111.com
About Evergreen Arborists
Evergreen Arborists Inc. -- https://www.evergreenarboristsinc.com/
-- is a team of ISA certified arborists and tree service experts
that provide tree removal, trimming and more in Woodland, Davis,
Dixon, Capay Valley, Esparto, Madison, Winters and the surrounding
areas in California.
Evergreen Arborists filed a petition for relief under Subchapter V
of Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Calif. Case
No. 22-21692) on July 7, 2022. In the petition filed by Michael B.
Pryor Jr., president, the Debtor estimated assets between $500,000
and $1 million and liabilities between $1 million and $10 million.
Judge Fredrick E. Clement oversees the case.
The Law Offices of Gabriel Liberman, APC, is the Debtor's counsel.
FIRSTENERGY CORP: Directors Fight Over Atty Fees in $180M Deal
--------------------------------------------------------------
Jessica Corso of Law360 reports that a group of independent
directors appointed to the board of FirstEnergy Corp. in the wake
of a $1 billion bribery scandal have told an Ohio federal court
that attorneys representing company shareholders shouldn't get to
claim a full 27% of a $180 million settlement because they weren't
alone in working to improve the company.
A special litigation committee composed of four independent
directors said in a filing Thursday that they helped institute some
of the corporate reforms that shareholders' attorneys were trying
to take credit for as part of the settlement.
A full-text copy of the article is available at
https://www.law360.com/bankruptcy/articles/1514168/firstenergy-directors-fight-atty-fees-in-180m-settlement
About FirstEnergy Corp.
FirstEnergy Corp is an electric utility headquartered in Akron,
Ohio. It was established when Ohio Edison acquired Centerior
Energy in 1997. Its subsidiaries and affiliates are involved in
the distribution, transmission, and generation of electricity, as
well as energy management and other energy-related services.
In July 2021, FirstEnergy Corp. said it has agreed to pay a $230
million fine for its central role in a bribery scheme -- the goal
of which was to get legislation passed that included a $1 billion
bailout for two of its power plants in Ohio. Federal prosecutors
charged FirstEnergy, based in Akron, Ohio, with conspiring to
commit honest services wire fraud. In a deal with the Justice
department, the utility company agreed to pay the
multimillion-dollar penalty as part of a deferred prosecution
agreement.
FRALEG GROUP: Taps Law Offices of Avrum J. Rosen as Counsel
-----------------------------------------------------------
Fraleg Group, Inc. seeks approval from the U.S. Bankruptcy Court
for the Eastern District of New York to hire the Law Offices of
Avrum J. Rosen, PLLC to serve as legal counsel in its Chapter 11
case.
The firm's services include advising the Debtor of its rights and
duties, overseeing the preparation of necessary reports, conducting
all appropriate investigation or litigation, and other necessary
services in aid of the administration of the Debtor's estate.
The firm's hourly rates are as follows:
Partners $625 per hour
Associates $32 - $52 per hour
Paraprofessional $100 - $150 per hour
The Law Offices of Avrum J. Rosen received a retainer in the amount
of $15,000.
As disclosed in court filings, the Law Offices of Avrum J. Rosen is
a "disinterested person" within the meaning of Section 101(14) of
the Bankruptcy Code.
The firm can be reached through:
Avrum J. Rosen, Esq.
Law Offices of Avrum J. Rosen, PLLC
38 New Street
Huntington, NY 11743
Tel: 631-423-8527
Fax: 631-423-4536
Email: arosen@ajrlawny.com
About Fraleg Group Inc.
Fraleg Group, Inc. is a single asset real estate debtor (as defined
in 11 U.S.C. Section 101(51B)). It is the fee simple owner of two
properties in East Orange, N.J., having a total current value of $4
million.
Fraleg Group sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D.N.Y. Case No. 22-41410) on June 17,
2022, listing as much as $10 million in both assets and
liabilities. Judge Jil Mazer-Marino oversees the case.
The Debtor's counsel is Avrum J. Rosen, Esq., at the Law Offices of
Avrum J. Rosen, PLLC.
FRONTIER CHURCH: Files for Chapter 11 to Stop Foreclosure
---------------------------------------------------------
Frontier Church Incorporated filed for chapter 11 protection in the
Middle District of Florida to stop foreclosure of its property.
The Debtor filed as a small business debtor seeking relief under
Subchapter V of Chapter 11 of the Bankruptcy Code.
Frontier is the only multicultural nondenominational church located
in Leesburg, Florida. The Church currently has approximately 150
members.
Frontier's Church facility and sanctuary are located at 2508
Westside Drive, Leesburg, FL 34748. Frontier owns 3 other parcels
of property.
In October 2017, the Debtor entered into a construction contract
with Emmet Sapp Builders, Inc., to construct an addition at the
Church. In 2019 Sapp filed suit in Lake County Circuit Court
alleging various causes of action including breach of contract and
lien foreclosure. The principal amount that Sapp alleged was due
was approximately $140,000. On June 16, 2022, the Lake County
Circuit Court entered a Judgment in favor of Sapp for a total of
approximately $442,000 (the principal amount of $140,000 plus
interest and attorneys' fees of approximately $300,000). The
Circuit Court scheduled a foreclosure sale of the Debtor's property
at 2508 Westside Dr., Leesburg, Florida for July 26, 2022.
Citizens First Bank holds a first mortgage on the Westside
Property. After the Judgment was entered in favor of Sapp,
Citizens First Bank commenced a mortgage foreclosure action to
foreclose out the Sapp Judgment Lien.
According to court documents, Frontier Church estimates between 1
and 49 creditors. The petition states funds will be available to
unsecured creditors.
A meeting of creditors under 11 U.S.C. Section 341(a) is slated for
August 29, 2022 at 10:00 a.m. telephonically on the following
conference line: 877-801-2055 (participant passcode: 8940738#).
About Frontier Church Incorporated
Frontier Church Incorporated -- https://thefrontierchurch.com/ --
the largest multicultural church that reaches the lost, serves our
community & experiences the presence of God together in UNITY!
On July 25, 2022 Frontier Church Incorporated filed a petition for
relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code
(Bankr. M.D. Fla. Case No. 22-02638). In the petition filed by
Steve G. Yates, as president, the Debtor estimated assets between
$500,000 and $1 million and liabilities between $1 million and $10
million.
Jerrett M. McConnell has been appointed as Subchapter V trustee.
Kenneth D Herron, Jr, of Herron Hill Law Group, PLLC, is the
Debtor's counsel.
FROZEN ASSETS: Unsecured Creditors to Get $26K in Plan
------------------------------------------------------
Frozen Assets Cold Storage, LLC, filed with the U.S. Bankruptcy
Court for the Northern District of Illinois a Chapter 11 Plan of
Reorganization dated July 25, 2022.
Frozen Assets is an Illinois limited liability company organized on
January 28, 2004. The sole owner of Frozen Assets is FAP Investors,
LLC. Frozen Asset's owns all of the membership interests in FACS
Logistics, LLC ("Logistics").
Frozen Assets is a lessor of equipment pursuant to approximately 40
Equipment Leases ("Equipment Leases"). The equipment leased
pursuant to the Equipment Leases ranges from computer-related
equipment to forklifts and similar product-handling equipment. This
equipment is important for the operation of Frozen Assets'
business.
The Debtor initiated its bankruptcy case to explore and implement
an assumption of three real property lease(s) or to renegotiate the
financial obligations of Frozen Assets pursuant to these real
property lease(s), and to file a confirmable Plan of Reorganization
providing to Frozen Assets' creditors more than they would receive
in a Chapter 7 liquidation.
The Class VII Claims are represented by the claims of General
Unsecured Creditors other than the Classes I, II, III, IV, V, VI,
VIII creditors and the Class IX interest holder. Through this Plan
of Reorganization, the Debtor proposed to pay in full to this class
of creditors on or before 14 days from the Effective Date from the
Sources. This payment is approximately $26,000.00.
The Class VIII claims are represented by FAP Investors, LLC for
sums it advanced to the Debtor prior to the commencement of this
case. The Class VIII claims will not be paid until the Allowed
Claims in Classes I, II, III and VII are paid pursuant to the Plan.
Once the creditors from these classes receive their payments, the
Debtor will pay FAP Investors, LLC $500,000 on or before June 1,
2026.
Class IX shall be the interests held by FAP Investors, LLC, the
sole member of the Debtor (unimpaired class). The Class IX interest
holder, FAP Investors LLC will retain their ownership of the
membership interests of the Debtor.
Through this Plan, the Debtor proposes to pay its creditors on
their respective allowed claims from (the "Sources"): (a) proceeds
from the Debtor's accounts receivable generated through services
performed and materials provided to the debtor's existing and
future customers; (b) profits generated through the operations of
Logistics; and, (c) the proceeds from the possible sale of the
assets or business of the Debtor. The term of the Plan shall not
exceed a period of 5 years.
A full-text copy of the Plan of Reorganization dated July 25, 2022,
is available at https://bit.ly/3S3BdKG from PacerMonitor.com at no
charge.
About Frozen Assets
Frozen Assets Cold Storage, LLC is an Illinois limited liability
company organized on January 28, 2004 and a premier provider of
cold storage and 3PL services in Chicago. The Debtor filed Chapter
11 Petition (Bankr. N.D. Ill. Case No. 22-03502) on March 25,
2022.
In the petition signed by Michael Street, chief financial officer
and manager, the Debtor disclosed $0 to $50,000 in assets and $1
million to $10 million in liabilities.
Hon. Jacqueline P. Cox oversees the case. Ariel Weissberg, Esq. Of
WEISBERG AND ASSOCIATES, LTD. is the Debtor's Counsel.
FROZEN FOODS: Wins Cash Collateral Access on Final Basis
--------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York
authorized Frozen Foods Partners, LLC, d/b/a Gourmet Express, LLC,
d/b/a Gourmet Express, to, among other things, continue using the
cash collateral of Iron Horse Credit LLC and sell its postpetition
accounts receivable to Marco Capital, Inc.
The Debtor is permitted to sell its postpetition accounts
receivable to Marco Capital Inc., which sales will be free and
clear of all claims and encumbrances, with advances against
uncollected accounts receivable under the DIP Factoring Agreement
not to exceed the amount of $2,000,000 on a rolling basis.
The Debtor requires the DIP Factoring Facility and cash collateral
in order to, among other things, (i) permit the orderly
continuation of its respective businesses, maintain business
relationships with its vendors, suppliers, customers and other
parties, (ii) make payroll, (iii) pay the costs of the
administration of the Chapter 11 Case and (iv) satisfy other
working capital and general corporate purposes of the Debtor.
Proceeds of the DIP Factoring Agreement will be used solely for the
purposes permitted under the DIP Factoring Agreement, this Final
Order, and in accordance with the DIP Budget.
Marco's purchase of the Debtor's accounts receivable will be deemed
to be free and clear of all liens and encumbrances and each
purchase will be deemed to be a "true sale" and not a loan.
As of the Petition Date, the Debtor was indebted to Iron Horse
under the Iron Horse Credit Agreement and Iron Horse Loan
Documents, in respect of outstanding Advances in the aggregate
principal amount of not less than $1,999,429.
The Debtor granted to Iron Horse, security interests in and
continuing Liens upon substantially all of its assets and
properties.
As adequate protection for the Debtor's use of cash collateral,
Iron Horse is granted valid, binding, enforceable, non-avoidable
and perfected first priority replacement liens on and security
interests in all currently owned and hereafter acquired assets and
properties of Debtor and its estate.
Subject to the DIP Lien Priorities, Iron Horse is granted, pursuant
to Bankruptcy Code sections 507(b) and 361, an allowed
superpriority administrative expense claim to the extent of any
diminution in the value of the Iron Horse Prepetition Collateral.
Iron Horse will be paid as follows:
(i) Marco is authorized and directed on the Debtor's behalf to
remit to Iron Horse, from the proceeds payable to the Debtor for
the sale of its accounts receivable the amount of $120,000 from the
initial purchase by Marco of the Debtor's Qualified Accounts as
additional cash adequate protection;
(ii) Thereafter, the Debtor shall directly pay Iron Horse
$20,000 a week as additional cash adequate protection, which will
be payable on Friday of each week; and
(iii) The Debtor will directly pay Iron Horse $20,000 per month
as additional cash adequate protection, which will be payable on
Friday of the third week of each month; provided that, the Debtor
and Iron Horse have agreed that the Debtor will be permitted to
cease making cash adequate protection payments at such time as the
Specified Overadvance has been fully repaid and the Debtor's
Eligible Inventory is in formula, as determined by Iron Horse in
its sole discretion, upon reviewing the weekly Borrowing Base
Certificate.
The Marco DIP Factoring Liens and the Iron Horse Replacement Liens
will be subject to the following carve-outs: (a) fees and expenses
of any trustee appointed pursuant to sections 701-3 of the
Bankruptcy Code to the extent of $5,000; and (b) professional fees
as earned and allowed by the Court by the counsel retained by the
Debtor and the Subchapter V Trustee solely to the extent that such
funds have been reserved by Marco and transferred to counsel for
the Debtor to be held in a separate account.
The occurrence of any of the following will constitute a
"Termination Event": (a) the occurrence of an Event of Default; (b)
the Debtor's failure to comply in any material respect with any
provision of the Final Order, unless waived by the DIP Secured
Parties, including without limitation, a Material Budget Deviation;
(c) the occurrence of the termination date of the DIP Factoring
Agreement; (d) the failure of Debtor to submit an acceptable
revised four week DIP Budget; or (e) the conversion of the Chapter
11 Case to a case under chapter 7 or the dismissal of the Chapter
11 Case.
A copy of the order and the Debtor's budget from August 1 to August
29, 2022 is available at https://bit.ly/3ozjzkj from
PacerMonitor.com.
The budget provided for total expenses, on weekly basis, as
follows:
$182,170 for the week starting August 1, 2022;
$113,550 for the week starting August 8, 2022;
$133,586 for the week starting August 15, 2022;
$136,660 for the week starting August 22, 2022; and
$235,116 for the week starting August 29, 2022
----------
$7,087,011 Total
About Frozen Foods Partners, LLC
Frozen Foods Partners, LLC is a Delaware limited liability company,
which was established in 2015. Frozen Foods is a consumer products
company engaged in the production, distribution and marketing of
frozen skillet meals under multiple consumer brands. It offers a
diversified portfolio of frozen products including meal kits,
skillet meals, combination of proteins, sauces, pastas and
vegetables, Asian and Mediterranean cuisines, as well as authentic
Latin specialties. Its products offer a quality dining solution for
working families and young adults. Its brands include Gourmet
Dining, Rosetto, La Sabrosa, and Tru Earth, which can presently be
found in many retailers, including Associated Grocers and
SuperValu, as well as private label brands.
Frozen Foods is a privately owned limited liability company.
Genesis Merchant Partners LP and Genesis Merchant Partners II LP
collectively own approximately 72% of the membership equity in
Frozen Foods. Several Class A Preferred members own 28.6% of
Frozen Foods.
Frozen Foods sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D.N.Y. Case No. 21-11897) on November 1,
2021. In the petition signed by Jeffrey Lichtenstein as chief
executive officer, the Debtor disclosed up to $10 million in both
assets and liabilities.
Judge Martin Glenn oversees the case.
Adam P. Wofse, Esq., at LaMonica Herbst and Maniscalco, LLP, is the
Debtor's counsel.
GAP INC: S&P Alters Outlook to Negative, Affirms 'BB' ICR
---------------------------------------------------------
S&P Global Ratings revised its outlook to negative from positive
and affirmed all its ratings on San Francisco-based specialty
apparel retailer The Gap Inc., including its 'BB' issuer credit
rating.
The negative outlook reflects S&P's expectation that operating
results will remain challenged by ongoing macroeconomic trends and
execution risks at Old Navy. It could lower its rating over the
next 12 months if credit metrics weaken beyond its expectation.
The negative outlook reflects weaker-than-expected performance due
to execution missteps at Old Navy and higher costs attributable to
the challenging operating environment. Gap did not keep its good
operating momentum from 2021 as high inflation hampered consumer
demand and the company struggled to manage inventory effectively
because in part of the shift away from casual apparel. Overall,
revenue declined about 13% in the first quarter of 2022, with
operating margins turning negative. The company this month
indicated that second-quarter operating earnings as a percentage of
net sales would be break-even to slightly negative with continued
declining sales and announced Syngal would leave the company.
Operating results at the Old Navy chain, which contributes
approximately half of the group's net sales, weakened meaningfully,
prompting that banner's top executive Nancy Green to leave the
company this year. In particular, the brand suffered from size and
assortment imbalances when it added more women's sizes to improve
inclusion and outreach. It was also hindered by ongoing inventory
delays and merchandising issues. S&P said, "In our view, higher
inventory balances will continue to be met with weaker consumer
demand, leading to higher promotional activity that will carry into
2023. In our view, the company is in the early stages of taking
actions to navigate this operating environment. We believe there
are execution risks involved with the operating initiatives to
drive sales growth and increase margins at Old Navy without a
permanent CEO."
S&P said, "Near-term performance challenges will erode credit
metrics. We forecast Gap's EBITDA margin will contract in 2022 due
to elevated costs for air freight, labor, and increased promotional
activity at Old Navy. Along with declines in revenues, we expect
full-year reported operating margins of about 1% and S&P Global
Ratings-adjusted EBITDA margin to drop to about 10% from 14.5% last
year. As a result, we believe credit metrics will deteriorate
significantly in the next several quarters, raising leverage to the
high-3x area at the end of fiscal 2022 from the mid-2x area at the
end of fiscal 2021. We expect gradual improvement in Gap's credit
metrics, with leverage declining to about 3x at the end of fiscal
2023 as the company works through promotional challenges and
reduces expenses, including a normalization of freight costs. Due
to the anticipated weaker credit measures, we revised our financial
risk profile assessment to significant from intermediate."
Gap continues to benefit from a favorable competitive position
given its diverse banners and leading scale. Athleta, the company's
fastest rising brand, remains well situated in the expanding
activewear apparel segment. Banana Republic benefits from the shift
to occasion and return-to-work wear. S&P said, "We believe the
company's diverse portfolio of brands across the specialty apparel
sector, good brand awareness, despite weakened appeal, among its
leading concepts; and its scale and meaningful online presence of
more than $4 billion in annual sales support its current
competitive position. These characteristics rank Gap ahead of
specialty apparel peer Abercrombie & Fitch Co., but weaker than
off-price retailer Burlington Stores Inc. As such, we revised our
comparable rating modifier to neutral from negative."
The negative outlook reflects the risk of a downgrade over the next
12 months if performance deteriorates and credit measures remain
stretched through 2023.
S&P could lower the ratings if:
-- S&P expects revenue, profitability, and cash flow deterioration
beyond our expectation, due to execution setbacks at Old Navy,
heightened inventory markdowns, or significant negative
macroeconomic trends. Under this scenario, performance turnaround
could be further delayed and loss of market share would cause us to
assess its business less favorably; or
-- Gap shifts to a less conservative financial policy or cannot
manage leverage to 3.5x or less on a sustained basis.
S&P could revise the outlook to stable if:
-- Operating performance improves and execution of operational
initiatives, such as better inventory management, show traction
particularly at the Old Navy brand; and
-- The company maintains a conservative financial policy and S&P
expects it will sustain S&P Global Ratings-adjusted leverage at
less than 3.5x.
ESG credit indicators: E-2, S-2, G-2
GENAPSYS INC: Seeks to Hire Kroll as Administrative Advisor
-----------------------------------------------------------
GenapSys, Inc. seeks approval from the U.S. Bankruptcy Court for
the District of Delaware to employ Kroll Restructuring
Administration, LLC as administrative advisor.
Kroll will render these services:
(a) assist with, among other things, solicitation, balloting
and tabulation of votes, and prepare any related reports, as
required in support of confirmation of a Chapter 11 plan;
(b) prepare an official ballot certification and, if
necessary, testify in support of the ballot tabulation results;
(c) assist with the preparation of the Debtor's schedules of
assets and liabilities and statement of financial affairs and
gather data in conjunction therewith;
(d) provide a confidential data room, if requested;
(e) manage and coordinate any distributions pursuant to a
Chapter 11 plan; and
(f) provide such other processing, solicitation, balloting and
other administrative services.
The hourly rates of the firm's professionals are as follows:
Analyst $35 - $55
Technology Consultant $35 - $95
Consultant/Senior Consultant $70 - $170
Director $175 - $195
Solicitation Consultant $195
Director of Solicitation $215
In addition, the firm will seek reimbursement for expenses
incurred.
Prior to the petition date, the Debtor provided Kroll an advance
retainer in the amount of $40,000.
Benjamin Steele, a managing director at Kroll Restructuring
Administration, disclosed in a court filing that the firm is a
"disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.
The firm can be reached through:
Benjamin J. Steele
Kroll Restructuring Administration LLC
55 East 52nd Street, 17th Floor
New York, NY 10055
Telephone: (212) 593-1000
About GenapSys Inc.
GenapSys Inc. -- https://genapsys.com -- is a biotechnology company
that transforms the human condition by building a scalable,
affordable genomic sequencing ecosystem that will support research
and diagnostics. It is based in Redwood City, Calif.
GenapSys sought protection under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. D. Del. Case No. 22-10621) on July 11, 2022. In the
petition filed by Britton Russell, chief financial officer and
treasurer, the Debtor listed assets between $10 million and $50
million and liabilities between $50 million and $100 million.
Judge Brendan Linehan Shannon oversees the case.
The Debtor tapped Richards, Layton & Finger, PA as bankruptcy
counsel; Willkie Farr & Gallagher LLP as special litigation and
corporate counsel; and Lazard Freres & Co. LLC as investment
banker. Kroll Restructuring Administration LLC is the Debtor's
claims and noticing agent and administrative advisor.
GENAPSYS INC: Seeks to Hire Richards, Layton & Finger as Counsel
----------------------------------------------------------------
GenapSys, Inc. seeks approval from the U.S. Bankruptcy Court for
the District of Delaware to employ Richards, Layton & Finger, PA as
its legal counsel.
The firm will render these legal services:
(a) prepare legal papers;
(b) advise the Debtor of its rights, powers, and duties;
(c) take all necessary actions to protect and preserve the
Debtor's estate;
(d) prepare documents relating to any sale of the Debtor's
assets;
(e) prepare a disclosure statement and any related documents
and pleadings necessary to solicit votes on any plan of
reorganization proposed by the Debtor;
(f) prosecute on behalf of the Debtor any proposed plan and
seek approval of all transactions contemplated therein and in any
amendments thereto; and
(g) perform all other necessary legal services in connection
with the prosecution of this Chapter 11 case.
The hourly rates of the firm's counsel and staff are as follows:
Daniel J. DeFranceschi $1,100
Michael J. Merchant $1,000
Paul N. Heath $1,000
David T. Queroli $675
J. Zachary Noble $550
James F. McCauley $475
Rebecca V. Speaker $315
In addition, the firm will seek reimbursement for expenses
incurred.
Prior to the petition date, the Debtor paid the firm a total
retainer of $150,000.
Daniel DeFranceschi, Esq., a director at Richards, Layton & Finger,
disclosed in a court filing that the firm is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code.
The firm can be reached through:
Daniel J. DeFranceschi, Esq.
Michael J. Merchant, Esq.
David T. Queroli, Esq.
J. Zachary Noble, Esq.
Richards, Layton & Finger, PA
One Rodney Square
920 North King Street
Wilmington, DE 19801
Telephone: (302) 651-7700
Facsimile: (302) 651-7701
Email: defranceschi@rlf.com
merchant@rlf.com
queroli@rlf.com
noble@rlf.com
About GenapSys Inc.
GenapSys Inc. -- https://genapsys.com -- is a biotechnology company
that transforms the human condition by building a scalable,
affordable genomic sequencing ecosystem that will support research
and diagnostics. It is based in Redwood City, Calif.
GenapSys sought protection under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. D. Del. Case No. 22-10621) on July 11, 2022. In the
petition filed by Britton Russell, chief financial officer and
treasurer, the Debtor listed assets between $10 million and $50
million and liabilities between $50 million and $100 million.
Judge Brendan Linehan Shannon oversees the case.
The Debtor tapped Richards, Layton & Finger, PA as bankruptcy
counsel; Willkie Farr & Gallagher LLP as special litigation and
corporate counsel; and Lazard Freres & Co. LLC as investment
banker. Kroll Restructuring Administration LLC is the Debtor's
claims and noticing agent and administrative advisor.
GENAPSYS INC: Taps Lazard Freres & Co. as Investment Banker
-----------------------------------------------------------
GenapSys, Inc. seeks approval from the U.S. Bankruptcy Court for
the District of Delaware to employ Lazard Freres & Co. LLC as
investment banker.
The firm will render these services:
(a) review and analyze the Debtor's business, operations and
financial projections;
(b) evaluate the Debtor's potential debt capacity in light of
its projected cash flows;
(c) assist in the determination of a capital structure for the
Debtor;
(d) assist in the determination of a range of values for the
Debtor on a going concern basis;
(e) advise the Debtor on tactics and strategies for
negotiating with its stakeholders;
(f) render financial advice to the Debtor and participate in
meetings or negotiations with its stakeholders and/or rating
agencies or other appropriate parties in connection with any
restructuring;
(g) advise the Debtor on the timing, nature and terms of new
securities, other consideration or other inducements to be offered
pursuant to any restructuring;
(h) advise and assist the Debtor in evaluating any potential
financing transaction by the Debtor and in contacting potential
sources of capital and assist the Debtor in implementing such
financing;
(i) assist the Debtor in preparing documentation within
Lazard's area of expertise that is required in connection with any
restructuring;
(j) assist the Debtor in identifying and evaluating candidates
for any potential sale transaction, advise the Debtor in connection
with negotiations and aide in the consummation of any sale
transaction;
(k) attend meetings of the board of directors of the Debtor;
(l) provide testimony, as necessary, with respect to matters
on which Lazard has been engaged to advise under the terms of the
engagement letter in any proceeding before the court; and
(m) provide the Debtor with other financial advice.
The firm will be compensated as follows:
(a) a monthly fee of $125,000;
(b) a restructuring transaction fee equal to $1.175 million;
(c) a sale transaction fee equal to the greater of (a) the fee
calculated based on the Aggregate Consideration as set forth in
Schedule I of the Engagement Letter and (b) the restructuring fee;
(d) A financing fee, payable upon consummation of any
financing; and
(e) multiple fees.
Brandon Aebersold, a managing director at Lazard Freres & Co.,
disclosed in a court filing that the firm is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code.
The firm can be reached through:
Brandon Aebersold
Lazard Freres & Co. LLC
30 Rockefeller Plaza
New York, NY 10112
Telephone: (212) 632-6000
About GenapSys Inc.
GenapSys Inc. -- https://genapsys.com -- is a biotechnology company
that transforms the human condition by building a scalable,
affordable genomic sequencing ecosystem that will support research
and diagnostics. It is based in Redwood City, Calif.
GenapSys sought protection under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. D. Del. Case No. 22-10621) on July 11, 2022. In the
petition filed by Britton Russell, chief financial officer and
treasurer, the Debtor listed assets between $10 million and $50
million and liabilities between $50 million and $100 million.
Judge Brendan Linehan Shannon oversees the case.
The Debtor tapped Richards, Layton & Finger, PA as bankruptcy
counsel; Willkie Farr & Gallagher LLP as special litigation and
corporate counsel; and Lazard Freres & Co. LLC as investment
banker. Kroll Restructuring Administration LLC is the Debtor's
claims and noticing agent and administrative advisor.
GENAPSYS INC: Taps Willkie Farr & Gallagher as Litigation Counsel
-----------------------------------------------------------------
GenapSys, Inc. seeks approval from the U.S. Bankruptcy Court for
the District of Delaware to employ Willkie Farr & Gallagher, LLP as
special litigation and corporate counsel.
The firm will render these legal services:
(a) advise the Debtor regarding a number of litigations and
related matters and their impact on this Chapter 11 case;
(b) assist the Debtor in the potential sale of its assets;
and
(c) assist the Debtor in corporate, finance and regulatory law
issues relating to its reorganization efforts.
The hourly rates of the firm's counsel and staff are as follows:
Partners and Senior Counsel $1,325 - $1,900
Associates, other Attorneys and Law Clerks $435 - $1,300
Paraprofessionals $295 - $490
In addition, the firm will seek reimbursement for expenses
incurred.
Prior to the petition date, the Debtor paid the firm a total
retainer of $2,545,760.26.
Paul Shalhoub, Esq., a member of Willkie Farr & Gallagher,
disclosed in a court filing that the firm is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code.
The firm can be reached through:
Paul V. Shalhoub, Esq.
Willkie Farr & Gallagher LLP
787 Seventh Avenue
New York, NY 10019-6099
Telephone: (212) 728-8000
Facsimile: (212) 728-8111
Email: pshalhoub@willkie.com
About GenapSys Inc.
GenapSys Inc. -- https://genapsys.com -- is a biotechnology company
that transforms the human condition by building a scalable,
affordable genomic sequencing ecosystem that will support research
and diagnostics. It is based in Redwood City, Calif.
GenapSys sought protection under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. D. Del. Case No. 22-10621) on July 11, 2022. In the
petition filed by Britton Russell, chief financial officer and
treasurer, the Debtor listed assets between $10 million and $50
million and liabilities between $50 million and $100 million.
Judge Brendan Linehan Shannon oversees the case.
The Debtor tapped Richards, Layton & Finger, PA as bankruptcy
counsel; Willkie Farr & Gallagher LLP as special litigation and
corporate counsel; and Lazard Freres & Co. LLC as investment
banker. Kroll Restructuring Administration LLC is the Debtor's
claims and noticing agent and administrative advisor.
GPS HOSPITALITY: Moody's Alters Outlook on 'Caa1' CFR to Negative
-----------------------------------------------------------------
Moody's Investors Service changed GPS Hospitality Holding Company
LLC's outlook to negative from positive. At the same time Moody's
affirmed all of GPS' ratings including its Caa1 corporate family
rating, Caa1-PD probability of default rating and the Caa1 rating
on its senior secured notes due 2028.
The outlook change to negative reflects GPS' weakened operating
performance and unsustainably high financial leverage at its
current earnings level. Macroeconomic pressures, including wage and
commodity inflation, which, along with industry wide staffing
shortages, have resulted in a decline in revenue, customer traffic
and significantly lower profit margins. Credit metrics have
significantly weakened with Moody's adjusted debt/EBITDA at over 10
times as of March 27, 2022 and EBIT/interest coverage of zero.
Weakened earnings, capital investments and its sizable interest
payment due August 11 will also pressure free cash flow over the
very near term.
The affirmation reflects Moody's expectation that GPS' performance
and credit metrics will begin to show improvement in late 2022 and
2023, and that the company has adequate liquidity to weather the
challenging environment over the next twelve months. Liquidity is
supported by $24.5 million of balance sheet cash as of March 2022
and excess availability under its $70 million revolver. The company
is subject to a springing senior secured leverage ratio when more
than 35% of its revolver is utilized. While cushion could tighten
due to reduced earnings and cash flow over the very near term,
Moody's does not expect the test to be triggered. GPS debt maturity
profile is also long dated with its nearest maturity being its
revolving credit facility in August 2026.
Affirmations:
Issuer: GPS Hospitality Holding Company LLC
Corporate Family Rating, Affirmed Caa1
Probability of Default Rating, Affirmed Caa1-PD
Senior Secured Regular Bond/Debenture, Affirmed Caa1 (LGD4)
Outlook Actions:
Issuer: GPS Hospitality Holding Company LLC
Outlook, Changed To Negative From Positive
RATINGS RATIONALE
GPS' Caa1 rating is constrained by governance considerations,
particularly its aggressive financial strategy which, along with
weaker earnings, has led to unsustainably high financial leverage
and weak interest coverage. For the twelve month period ended March
27, 2022, debt/EBITDA exceeded 10x and EBIT/interest was zero.
Moody's also expect that free cash flow will likely come under some
pressure in 2022 due to weakened earnings, capital investments and
its sizable interest payment due August 11. Also considered are
GPS' geographic concentration in Georgia, Louisiana and Michigan
resulting in its operating performance being driven in large part
by economic and environmental conditions in these three states. GPS
benefits from its top three position as a franchisee in the Burger
King system in terms of units as well as its ownership of Popeyes
and Pizza Hut restaurants which performed well during the pandemic.
The company's well balanced day-part and adequate liquidity also
support the rating.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Factors that could result in a downgrade include an inability to
strengthen credit metrics from current levels, a deterioration in
liquidity for any reason, or any increase in the probability of
default.
Factors that could result in an upgrade include a sustained
improvement in operating performance, liquidity and credit metrics.
Specifically, an upgrade would require at least adequate liquidity
with sustained positive free cash flow, with debt/EBITDA sustained
below 6.5x and EBIT/interest expense sustained around 1.0x.
Headquartered in Atlanta, Georgia, GPS Hospitality Holding Company
LLC owns and operates around 394 Burger King restaurants, 19
Popeyes and 62 Pizza Hut locations across 11 states. GPS
Hospitality is privately held and is majority owned by Tom Garrett,
the company's founder and CEO. Annual revenue exceeds $600
million.
The principal methodology used in these ratings was Restaurants
published in August 2021.
HANGER INC: Moody's Puts 'B1' CFR on Review for Downgrade
---------------------------------------------------------
Moody's Investors Service placed the ratings of Hanger, Inc. on
review for downgrade. Ratings on review include the B1 Corporate
Family Rating, B1-PD Probability of Default Rating, and the B1
rating on the first lien senior secured credit facilities. There is
no action on the SGL-1. The outlook is revised to ratings under
review from positive.
On July 21, 2022, Hanger announced that Patient Square Capital
plans to acquire the company for approximately $1.25 billion. The
acquisition is expected to close in the fourth quarter of 2022. The
transaction is still subject to shareholders and regulatory
approvals.
The ratings under review reflects Moody's expectation that if the
acquisition is completed, Hanger will no longer be a public company
and instead will be owned by a private equity sponsor, Patient
Square Capital. As such, governance risk considerations are
material to this rating action.
Ratings placed on review for downgrade include:
Issuer: Hanger, Inc.
Corporate Family Rating, currently B1
Probability of Default Rating, currently B1-PD
Senior Secured First Lien Bank Credit Facilities, currently B1
(LGD3)
Outlook Actions:
Issuer: Hanger, Inc.
Outlook, Changed To Rating Under Review From Positive
RATINGS RATIONALE / FACTORS THAT COULD LEAD TO AN UPGRADE OR
DOWNGRADE OF THE RATINGS
Excluding the ratings review, Hangers' B1 CFR reflects Hanger's
highly specialized nature of operations, as well as its moderate
financial leverage. Moody's forecasts Hanger's adjusted debt to
EBITDA to improve to below 4.0x by the end of 2022 due in part to a
5.1% reimbursement rate increase from CMS. Despite positive rate
increases for 2022, concentration of revenue from the government
remains a risk, with about 50% of total revenue derived from
Medicare and Medicaid.
Hanger benefits from its scale and national footprint relative to
competitors, with about 875 patient care clinics and satellite
locations where it provides customized orthotics and prosthetics to
patients. Moody's expects that Hanger will maintain its market
leading position and will gain from the favorable demand outlook
for the industry. The rating further reflects the steady,
non-cyclical demand of Hanger's businesses and the strong recurring
nature of its revenues.
The Speculative Grade Liquidity Rating of SGL-1 reflects very good
overall liquidity that Moody's believes will be supported by
Hanger's $37 million of cash on the balance sheet as of March 31,
2022, full availability on its $135 million revolving credit
facility and forecasted positive cash flow generation of roughly
$50 million in 2022.
ESG considerations are material to Hanger's credit profile. Like
other healthcare providers, Hanger faces social risks given the
rising concerns around the access and affordability of healthcare
services. Hanger faces elevated social risks due to demographic and
societal trends as over half of its revenue is derived from
government payors and any changes to reimbursement to Medicare or
Medicaid directly impacts revenue and profitability. Hanger is
reliant on a highly specialized workforce comprised of a
combination of board certified clinicians and technicians/fitters
that make the company exposed to labor pressure as attrition can
impact the ability to serve customers in a timely fashion. From a
governance standpoint, Hanger's governance score is currently
moderately negative (G-3) reflecting Hanger's previous weaknesses
related to its financial reporting and internal controls, but has
since been resolved. Moody's anticipates that the governance score
may change with the change in ownership to private equity firm.
The review for downgrade will primarily focus on Hanger's change in
ownership, as well as the treatment of Hanger's debt by the
acquirer along with the updated capital structure. If Hanger's debt
will be fully repaid as part of the transaction, then its ratings
will be withdrawn.
Hanger, Inc., headquartered in Austin, TX, is the leading provider
of orthotic and prosthetic patient care services in the US. The
company owns and operates about 875 patient care clinics and
satellite locations in 47 states and the District of Columbia, with
over 1,650 clinicians. The company generated approximately $1.1
billion in annual revenue for the twelve months ended March 31,
2022.
The principal methodology used in these ratings was Business and
Consumer Services published in November 2021.
HEMISPHERE MEDIA: S&P Affirms 'B' ICR, Outlook Stable
-----------------------------------------------------
S&P Global Ratings affirmed its 'B' issuer credit rating on
Hemisphere Media Group Inc. because it expects the company's
leverage will be in the high-4x area pro forma for the
transactions.
S&P also assigned a 'B' issue-level rating and '3' recovery rating
to the proposed credit facility.
The stable outlook reflects S&P's expectation that the company's
leverage will remain in the mid- to high-4x area over the next 12
months after its take-private transaction.
Hemisphere is launching a $405 million senior secured credit
facility, comprising a $35 million revolver and $370 million term
loan, to fund its take-private transaction.
At the same time, it is selling its negative EBITDA generating
Pantaya streaming product to Univision in exchange for $115 million
in cash and radio stations in Puerto Rico.
Selling Pantaya and acquiring profitable radio assets will greatly
improve near-term leverage and cash flow characteristics. Operating
losses at Pantaya, Hemisphere's subscription video on demand (SVOD)
product, were higher than anticipated in 2021 and resulted in
leverage spiking above 6x at the end of 2021. Selling Pantaya and
acquiring Univision's profitable radio assets will be immediately
accretive to leverage and cash flow, despite the incremental debt
and interest associated with the take-private transaction. S&P
said, "Pro forma for the transaction, we expect Hemisphere's 2022
leverage to be roughly 4.6x. We also expect the company will
generate about 8% to 10% of free operating cash flow (FOCF) to debt
on an annual basis, which is an improvement over its roughly
breakeven FOCF in 2021."
S&P said, "Hemisphere no longer has a clear direct-to-consumer
(DTC) strategy While Pantaya was weighing on near-term credit
metrics, we expected its revenue to increase much faster than the
rest of Hemisphere's business over the next few years. In general,
we view the revenue growth prospects of SVOD services much more
favorably than those of cable networks. Hemisphere will not have to
fund the investments required for Pantaya's growth, but it no
longer has a viable DTC solution to offset the secular pressures
affecting cable networks in the U.S. Its WAPA broadcasting asset
may be more insulated to these pressures for the next few years,
given viewing habits in Puerto Rico, but we still expect WAPA's
growth to be lower than the potential SVOD growth associated with
Pantaya. Additionally, we expect the same trends toward DTC
distribution to eventually take place in Puerto Rico. Hemisphere
will likely have to refocus its DTC strategy over the next few
years to reposition its assets for the future, which could lead to
incremental investment costs and execution risks.
"The transaction increases Hemisphere's exposure to Puerto Rico.
After acquiring Univision's Puerto Rican radio assets and selling
Pantaya, we estimate that 40%-50% of Hemisphere's revenue will come
from Puerto Rico. The territory has a history of economic
volatility due to past debt crises, widespread destruction from
Hurricane Maria in September 2017, and a wave of earthquakes and
aftershocks in January 2020. The natural disasters also resulted in
an extensive population migration to the U.S. mainland, which has
limited Hemisphere's overall growth. While Puerto Rico has
completed its debt restructuring and is expected to receive
additional federal assistance, these positives are offset by our
expectation that there is a 35%-45% chance of a recession within
the next 12 months. We believe Hemisphere's operating performance
remains materially exposed to any future issues facing the region,
given the significant Puerto Rico-based advertising component of
its revenue base."
Hemisphere has limited scale in the U.S. market compared to its
Spanish-language media peers, but retains its leading market share
in Puerto Rico. The market penetration of its cable networks in the
U.S. remains low, which hampers its ability to compete with its
larger and better-capitalized Spanish-language media peers
including Univision Communications Inc. and Telemundo Group Inc..
However, the company is the No. 1 rated TV station in Puerto Rico,
with a leading market share in the territory. The addition of
Univision's radio assets will likely strengthen its presence on the
island and create both revenue and cost synergies with its TV
assets.
The stable outlook reflects S&P's expectation that the company's
leverage will remain in the mid- to high-4x area for the next 12
months after its take-private transaction.
S&P could lower the rating if the company's adjusted leverage rises
above 5x on a sustained basis.
This could occur if:
-- A severe recession results in steep advertising declines and
subscriber losses; and
-- It undertakes a more aggressive financial policy including debt
financed dividends.
S&P could raise the rating if the company expands through
acquisitions, such that it significantly increases its scale and
reduces its significant exposure to Puerto Rico's advertising
market while continuing to keep adjusted leverage below 4x.
ESG credit indicators: E-3, S-2, G-3
S&P said, "Environmental factors are a moderately negative
consideration in our credit rating analysis of Hemisphere. The
company generates about a third of its revenue from its broadcast
network in Puerto Rico, which has been damaged in recent years from
hurricanes and earthquakes. Future natural disasters in the region
could cause regional business disruptions. Governance factors are a
moderately negative consideration, as it is for most rated entities
owned by private-equity sponsors. We believe the company's highly
leveraged financial risk profile points to corporate
decision-making that prioritizes the interests of controlling
owners. This also reflects private-equity sponsors' generally
finite holding periods and focus on maximizing shareholder
returns."
ICAN BENEFIT: Trustee Taps Shraiberg Page as Litigation Counsel
---------------------------------------------------------------
Alan Barbee, the trustee appointed in the Chapter 11 case of iCan
Benefit Group, LLC, seeks approval from the U.S. Bankruptcy Court
for the Southern District of Florida to employ the law firm of
Shraiberg Page, PA as special litigation counsel.
The trustee needs a special counsel to investigate and prosecute
the breach of fiduciary claims against the Debtor's former
officers.
The firm will be paid on a contingency fee basis.
In addition, the firm will seek reimbursement for expenses
incurred.
John Page, Esq., a partner and shareholder at Shraiberg Page,
disclosed in a court filing that the firm is a "disinterested
person" as that term is defined in section 101(14) of the
Bankruptcy Code.
The firm can be reached through:
John E. Page, Esq.
Shraiberg Page, PA
2385 N.W. Executive Center Drive, Suite 300
Boca Raton, FL 33431
Telephone: (561) 443-0800
Facsimile: (561) 998-0047
Email: jpage@slp.law
About iCan Benefit Group
iCan Benefit Group, LLC -- https://icanbenefit.com/ -- is a
licensed insurance agency offering a variety of benefit programs
and insurance products from a number of licensed insurance
companies. It is based in Boca Raton, Fla.
iCan Benefit Group sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Fla. Case No. 21-12567) on March 18,
2021. In the petition signed by Stephen M. Tucker, manager, the
Debtor disclosed $10 million to $50 million in both assets and
liabilities.
Judge Erik P. Kimball oversees the case.
Agentis, PLLC serves as the Debtor's legal counsel.
Alan Barbee was appointed as trustee in this Chapter 11 case. The
trustee tapped the law firm of Shraiberg, Landau & Page, PA as his
counsel.
IEA INC: Fitch Puts 'B' Rating on Watch Pos. Amid Acquisition
-------------------------------------------------------------
Fitch Ratings has placed Infrastructure and Energy Alternatives,
Inc.'s (IEA), IEA Energy Services LLC's and its $300 million senior
unsecured notes' 'B' Ratings on Rating Watch Positive (RWP)
following the announcement that MasTec, Inc. (BBB-/Stable) will
acquire IEA in a transaction valued at approximately $1.1 billion
including the assumption of IEA's debt. Fitch has also placed the
company's senior secured ratings of 'BB'/'RR1' on RWP. The RWP
reflects MasTec's stronger credit profile and for the improved
credit metrics for the combined companies post-deal. Fitch believes
a multi-notch upgrade is likely after the acquisition is completed
assuming IEA is operationally integrated into the MasTec with
common finance functions.
The acquisition of IEA stands to deepen MasTec's clean energy and
infrastructure business and strengthen its market position while
improving the company's overall diversification. The combined
entity's scale would be comparable with large global peers such as
AECOM and Quanta Services. Fitch expects leverage to be elevated
following the completion of the acquisition but believes it will be
reduced to 1.8x by end-2024.
KEY RATING DRIVERS
Strong Position in Renewables: IEA serves construction end markets
such as wind, renewable energy, and rail, as well as industrial
services and is well positioned in the utility scale wind market.
Fitch believes the company's position in these unique and
specialized markets provides benefits, such as visibility into
customers' long-term plans, and expects its incumbency could lead
to additional contract wins.
Combined Entity Better Positioned: Fitch is forecasting MasTec's
sales to reach $12.4 billion in 2023 with a full year of
contribution from the IEA. Post-acquisition, the company's scale
would be comparable with large global peers such as AECOM (2021
Sales: $13.4 billion), Quanta Services (2021 Sales: $13.0 billion)
and Fluor Corporation (2021 Sales: 12.4 billion). At the same time,
MasTec has diverse market-leading positions in mostly non-cyclical
markets in North America including communications, electrical
transmissions, renewables, and oil & gas.
Execution and Integration Risk: The acquisition and integration of
IEA presents risk to MasTec. Nearly all of the IEA's contracts are
on a fixed price and the company has experienced cost overruns in
the past. In contrast, MasTec's has modest fixed-price contract
exposure and a higher percentage of shorter duration, lower risk
specialty contracts that should mitigate the risks of cost
overruns. Fitch recognizes MasTec's favorable track record in
managing integration and contract execution risk.
Modest Leverage and Recovering Margins: IEA's financial profile is
favorable for a 'B' rated engineering and construction (E&C)
company. Fitch views IEA's leverage (gross debt/EBITDA) of 2.8x as
of YE 2021 is low for its rating category and expects the company's
credit metrics to trend lower over the rating horizon. Despite
near-term pressures from the inflationary environment and
disruptions in solar construction and supply chains, Fitch believes
the company's EBITDA margins can be sustained in the
mid-single-digit range during the forecast period. Fitch also
expects the company to post FCF margins in the low-single-digit
range.
DERIVATION SUMMARY
IEA's 'B' rating reflects the company's meaningful execution risk,
demonstrated by the cost overruns that have occurred in the past,
which, along with seasonality, contributed to the company's
temporarily strained liquidity in 1Q19. Pro forma margins are in
line or stronger than other 'B' category E&C peers such as Tutor
Perini (WD, previously B+); however, they could be slightly more
volatile given IEA's smaller scale and lower backlog relative to
size.
Leverage is low for the rating, though it could increase if solar
revenues disappoint in 2023. Fitch believes the company's
diversification improved meaningfully following the two
acquisitions completed in 2018. The company also maintains a strong
position in the wind power construction market, and is well
prepared to compete across the various niche segments in which it
operates.
Fitch considers the relationship between Infrastructure and Energy
Alternatives, Inc and IEA Energy Services, LLC as weak parent and
strong subsidiary. The ratings are consolidated on the basis of
open legal ring-fencing and open access and control.
KEY ASSUMPTIONS
-- Revenue reaches $2.3 billion in 2022 but declines 10% in 2023
as Fitch assumes solar projects are affected by the
Department of Commerce's investigation into the alleged
circumvention of tariffs;
-- Longer-term, Fitch forecasts revenues to increase in the
high-single digit to low double-digit range annually as a
result of new solar power construction, coupled with improved
economics of renewable energy and various states'
governments' planned shifts to renewables;
-- Margins trend toward to 5.5% in the long term;
-- Minimal capex spending requirements;
-- Fitch does not explicitly incorporate any acquisitions into its
forecast, but recognizes the company could use excess cash to
pursue M&A.
RATING SENSITIVITIES
Factors that could, individually or collectively, lead to positive
rating action/upgrade:
-- MasTec completes the acquisition of IEA as planned and
assumes IEA's debt including its $300 million bond;
-- The ratings would be stabilized if acquisition is not
completed and there is no material change to the company's
credit profile.
Factors that could, individually or collectively, lead to negative
rating action/downgrade:
-- Total debt to EBITDA leverage consistently above 3.0x;
-- Strained liquidity position as a result of aggressive
bidding, project mismanagement, or material cost overruns.
LIQUIDITY AND DEBT STRUCTURE
Adequate Liquidity: Fitch considers IEA's liquidity position to be
sufficient at an estimated $161.4 million as of March 2022,
comprised of $28.7 million in cash and $132.7 million of revolver
availability after accounting for outstanding letters of credit
(LoC). Fitch expects current liquidity will be sufficient to cover
typical working capital fluctuations, capex, debt servicing and
other operational cash requirements over the rating horizon.
However, Fitch recognizes that IEA's intra-year liquidity position
could be vulnerable to seasonality, cost overruns and project
delays, which could lead to a strain on the company's financial
profile and potential negative rating action if managed
ineffectively.
ISSUER PROFILE
IEA is a leading diversified infrastructure construction company
with specialized energy and heavy civil expertise. IEA serves the
renewable energy, traditional power and civil infrastructure
industries across the U.S. and delivers complete engineering,
procurement and construction (EPC) services.
Rating Actions
Rating Recovery Prior
------ -------- -----
EA Energy Services LLC
LT IDR B Rating Watch On B
senior secured LT BB Rating Watch On RR1 BB
senior unsecured LT B Rating Watch On RR4 B
Infrastructure and
Energy Alternatives,
Inc. LT IDR B Rating Watch On B
INTERNATIONAL REALTY: Amends Plan to Include Woodmore Unsec. Claim
------------------------------------------------------------------
International Realty Partners, LLC, submitted an Amended
Disclosure Statement for Plan of Reorganization dated July 26,
2022.
Since the filing of the Chapter 11 petition, the Debtor has
continued in possession of its assets and the management of its
affairs as Debtor-in-Possession.
The Plan is based upon the belief that the reorganization of the
Debtor, through the sale of its Property will generate
significantly more funds for repayment of creditors than if the
bankruptcy case were converted to a Chapter 7 liquidation.
Class 6 consists of the claim of the Woodmore North Utility Company
for utility fees arising both prior to and subsequent to the
Petition Date, which are secured by a statutory lien on the
Property. This Allowed Claim of this class will be paid in full,
from the proceeds of the sale of the Property, after the payment
of, or the reservation for, the payment of the claims of Class 4
and Class 5. Class 6 is impaired under the Plan.
Class 7 consists of the General Unsecured Claim of Woodmore North
Homeowner's Association HOA Fees in the amount of $4,503. The
holders of Class 7 Allowed Claims, shall receive, in full and final
satisfaction of their claims against the Estate, a pro rata
distribution (without interest) after payment in full of claims in
Classes 1 through 6 and all costs and expenses of the
administration of these proceedings. Class 7 is impaired class
under the Plan.
Class 8 claims consist of the interests of members of the Debtor.
After the payment of allowed claims in Classes 1 through 7, the
holders of the Class 8 Equity Interests shall be paid their
proportionate share of the remaining net sale proceeds realized
from the Property, without interest. The Debtor does not anticipate
any distribution in this Class. Class 8 is an impaired class under
the Plan.
The funds necessary to implement the Plan shall be generated from
sale of the Property. In the event that the Buyer defaults on his
agreement to purchase the Property, the Debtor will promptly
commence to re-market the Property for sale. All of the proceeds
generated from the sale of the Property, after the satisfaction of
the costs of sale, shall be applied to the payment of the creditors
in accordance with the terms of the Plan.
The Reorganized Debtor shall be responsible after the Effective
Date for the making and implementation of all business decisions
necessary and consistent with consummating the Plan. The
reorganized Debtor may designate, elect or appoint one or more
members, officers or managers to take actions on behalf of the
reorganized Debtor following the Effective Date, and may adopt and
implement, and otherwise create, organizational documents,
operating agreements and procedures as it deems necessary and
appropriate in accordance with applicable non-bankruptcy law.
A full-text copy of the Amended Disclosure Statement dated July 26,
2022, is available at https://bit.ly/3JaD8ce 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.
ION GEOPHYSICAL: Faces Bankruptcy Plan, Sales Pushback
------------------------------------------------------
Alex Wolf of Bloomberg Law reports that seismic mapper Ion
Geophysical Corp. is facing a wave of creditor pushback over its
plan to sell off pieces of its business and wind down in Chapter
11, including objections from the governments of India and
Barbados.
Ion is seeking court approval this week for a bankruptcy plan that
aims to compensate creditors through the distribution of proceeds
from five separate asset sales, valued in the aggregate at more
than $55 million. But several told the US Bankruptcy Court for the
Southern District of Texas in a flurry of filings Monday, July 25,
2022, that the plan and sale agreements should be rejected.
About ION Geophysical Corporation
ION Geophysical Corporation is an innovative, asset-light global
technology company that delivers data-driven decision-making
offerings to offshore energy and maritime operations markets. It is
based in Houston, Texas.
ION Geophysical Corporation and its affiliates sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Texas Lead
Case No. 22-30987) on April 12, 2022. At the time of the filing,
ION Geophysical listed $10 million to $50 million in assets and
$100 million to $500 million in liabilities.
Judge Marvin Isgur oversees the cases.
The Debtors tapped Winston & Strawn, LLP as legal counsel; FTI
Consulting, Inc. as financial consultant; and Perella Weinberg
Partners, LP as investment banker. Epiq Corporate Restructuring,
LLC is the Debtors' notice and claims agent.
The U.S. Trustee for Region 7 appointed an official committee of
unsecured creditors on April 18, 2022. The committee is represented
by White & Case, LLP.
JAX PROPERTIES: Taps Gerald Henberger of Agent Commercial as Broker
-------------------------------------------------------------------
Jax Properties, LLC seeks approval from the U.S. Bankruptcy Court
for the Southern District of California to employ Gerald Henberger,
a real estate broker at Agent Commercial.
The Debtor needs a real estate broker to market and assist with the
sale of its real property located in San Diego, Calif.
The broker will receive a commission of 2 percent of the property's
sale price and any buyer's agent will receive a commission of 2
percent of the purchase price.
As disclosed in court filings, Mr. Henberger is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code.
The broker can be reached at:
Gerald Henberger
Agent Commercial
Mission Viejo, CA
Telephone: (949) 874-7126
About Jax Properties
Jax Properties LLC, a property management company in San Diego,
Calif., sought protection under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. S.D. Cal. Case No. 22-01694) on June 29, 2022. In the
petition filed by Jack Rafiq, principal of corporate manager, the
Debtor disclosed between $10 million and $50 million in estimated
assets and between $1 million and $10 million in estimated
liabilities.
Bernard M. Hansen, Esq., at the Law Office of Bernard M. Hansen is
the Debtor's counsel.
K & I BEAUTY: Seeks to Hire Morris Palerm as Legal Counsel
----------------------------------------------------------
K & I Beauty, LLC seeks approval from the U.S. Bankruptcy Court for
the District of Maryland to hire Morris Palerm, LLC as its legal
counsel.
The firm's services include legal advice regarding the
administration of the Debtor's Chapter 11 case, negotiating a
consent plan for payment of the commercial lease arrears, and the
filing of a plan of reorganization.
Morris Palerm will bill $350 per hour for the services of Terry
Morris, Esq., primary attorney, and $100 per hour for legal
assistants and paralegals.
The firm received an initial retainer payment of $5,000.
The firm can be reached through:
Terry E. Morris, Esq.
Morris Palerm, LLC
751 Rockville Pike, Suite 2A
Rockville, MD 20852
Tel: (301) 424-6290
Fax: (301) 424-6294
Email: tmorris@morrispalerm.com
About K & I Beauty
K & I Beauty, LLC filed a petition for relief under Subchapter V of
Chapter 11 of the Bankruptcy Code (Bankr. D. Md. Case No. 22-13530)
on June 28, 2022, listing up to $50,000 in assets and up to
$500,000 in liabilities. Stephen Metz has been appointed as
Subchapter V trustee.
Terry E. Morris, Esq., at Morris Palerm, LLC is the Debtor's
counsel.
LIQUIGUARD TECHNOLOGIES: Taps Van Horn Law Group as Counsel
-----------------------------------------------------------
Liquiguard Technologies, Inc. seeks approval from the U.S.
Bankruptcy Court for the Southern District of Florida to hire Van
Horn Law Group, P.A. as its legal counsel.
The firm's services include:
(a) advising the Debtor regarding its powers and duties in the
continued management of its business operations;
(b) 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;
(c) preparing legal papers;
(d) protecting the interest of the Debtor in all matters
pending before the court;
(e) representing the Debtor in negotiation with its creditors
in the preparation of a Chapter 11 plan.
The firm's hourly rates range from $150 to $450 for law clerks,
paralegals, and attorneys. In addition, the firm will seek
reimbursement for expenses incurred.
The Debtor paid the firm a retainer of $11,738, which includes the
filing fee of $1,738.
Chad Van Horn, Esq., at Van Horn Law Group, 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:
Chad Van Horn, Esq.
Van Horn Law Group, PA
330 North Andrews Avenue, Suite 450
Fort Lauderdale, FL 33301-1012
Telephone: (954) 637-0000
Email: chad@cvhlawgroup.com
About Liquiguard Technologies
Liquiguard Technologies Inc. -- https://www.liquiguard.com/ --
provides specialty protective coatings to help protect, preserve
and enhance the appearance and useful life of all types of everyday
materials.
Liquiguard Technologies filed a petition for relief under
Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.
Fla. Case No. 22-15388) on July 14, 2022, listing up to $50,000 in
assets and up to $500,000 in liabilities. Aleida Martinez-Molina
has been appointed as Subchapter V trustee.
Judge Peter D. Russin oversees the case.
Chad T. Van Horn, Esq., at Van Horn Law Group, P.A. is the Debtor's
counsel.
LTL MANAGEMENT: Talc Victims Call Claims Estimation Bid Pointless
-----------------------------------------------------------------
James Nani of Bloomberg Law reports that in LTL Management's
Chapter 11 case, a committee representing cancer victims told the
bankruptcy judge that a proposal by the Johnson & Johnson unit to
estimate how many billions of dollars it may owe to people who say
the company's talc made them ill is a "road to nowhere."
The New Jersey bankruptcy court overseeing the Chapter 11 case of
J&J spinoff LTL Management LLC should reject LTL's motion to have
the court estimate the potential cost of what it could owe tort
victims, the committee said in a brief filed Sunday, July 24,
2022.
The filing comes in response to LTL's Friday brief saying
estimation is "the only practical path forward."
About LTL Management
LTL Management, LLC, is a subsidiary of Johnson & Johnson (J&J),
which was formed to manage and defend thousands of talc-related
claims and oversee the operations of Royalty A&M. Royalty A&M owns
a portfolio of royalty revenue streams, including royalty revenue
streams based on third-party sales of LACTAID, MYLANTA/MYLICON and
ROGAINE products.
LTL Management filed a petition for Chapter 11 protection (Bankr.
W.D.N.C. Case No. 21-30589) on Oct. 14, 2021. The case was
transferred to New Jersey (Bankr. D.N.J. Case No. 21-30589) on Nov.
16, 2021. The Hon. Michael B. Kaplan is the case judge. At the time
of the filing, the Debtor was estimated to have $1 billion to $10
billion in both assets and liabilities.
The Debtor tapped Jones Day and Rayburn Cooper & Durham, P.A., as
bankruptcy counsel; King & Spalding, LLP and Shook, Hardy & Bacon
LLP as special counsel; McCarter & English, LLP as litigation
consultant; Bates White, LLC as financial consultant; and
AlixPartners, LLP as restructuring advisor. Epiq Corporate
Restructuring, LLC, is the claims agent.
An official committee of talc claimants was formed in the Debtor's
Chapter 11 case on Nov. 9, 2021. On Dec. 24, 2021, the U.S. Trustee
for Regions 3 and 9 reconstituted the talc claimants' committee and
appointed two separate committees: (i) the official committee of
talc claimants I, which represents ovarian cancer claimants, and
(ii) the official committee of talc claimants II, which represents
mesothelioma claimants.
The official committee of talc claimants I tapped Genova Burns LLC,
Brown Rudnick LLP, Otterbourg PC and Parkins Lee & Rubio LLP as its
legal counsel. Meanwhile, the official committee of talc claimants
II is represented by the law firms of Cooley LLP, Bailey Glasser
LLP, Waldrep Wall Babcock & Bailey PLLC, Massey & Gail LLP, and
Sherman Silverstein Kohl Rose & Podolsky P.A.
A full-text copy of the Bloomberg Article is available at
https://news.bloomberglaw.com/bankruptcy-law/j-j-talc-claimants-seek-to-write-their-own-compensation-plan
About Johnson & Johnson
Johnson & Johnson is an American multinational corporation founded
in 1886 that develops medical devices, pharmaceuticals, and
consumer packaged goods. It is the world's largest and most broadly
based healthcare company.
Johnson & Johnson is headquartered in New Brunswick, New Jersey,
the consumer division being located in Skillman, New Jersey. The
corporation includes some 250 subsidiary companies with operations
in 60 countries and products sold in over 175 countries.
The corporation had worldwide sales of $82.6 billion in 2020.
MAGNOLIA OIL: Moody's Affirms B1 CFR & Alters Outlook to Positive
-----------------------------------------------------------------
Moody's Investors Service affirmed Magnolia Oil & Gas Operating
LLC's B1 Corporate Family Rating, B1-PD Probability of Default
Rating and B2 rating on its senior unsecured notes. The SGL-1
Speculative Grade Liquidity Rating is unchanged. The outlook is
changed to positive from stable.
Affirmations:
Issuer: Magnolia Oil & Gas Operating LLC
Corporate Family Rating, Affirmed B1
Probability of Default Rating, Affirmed B1-PD
Gtd. Senior Unsecured Regular Bond/Debenture, Affirmed B2
Outlook Actions:
Issuer: Magnolia Oil & Gas Operating LLC
Outlook, Changed To Positive From Stable
RATINGS RATIONALE
The change of the outlook to positive reflects Magnolia's
consistently strong financial and operating performance and its
focus on profitable growth.
The affirmation of B1 CFR reflects the company's solid credit
profile, underpinned by its low absolute level of debt, resilient
low cost production and strong free cash flow generation, as well
as prudent financial policies.
Magnolia does not hedge oil prices and therefore has fully
benefited from the substantial strength in oil prices in 2022. The
company generates strong free cash flow even at much lower
commodity prices and instituted a dividend in 2021, it also uses
some of its excess free cash flow to fund share repurchases.
The company continues to develop its operations in the reemerging
Giddings Field, that contributes more than half of its production,
while the share of production from its core producing acreage in
Karnes County is set to decline over time. Magnolia reports a
relatively short life of about 4 years for proved developed
reserves and 5 years for total reserves. Pending an increase in
scale and reserve life, the credit profile is constrained by the
modest size of reserves and short reserve life compared to
similarly rated peers.
Magnolia has very good liquidity, reflected in its SGL-1 rating.
The liquidity position is supported by sizable cash position of
$346 million at March 31, 2022 (87% of debt). Magnolia's very good
liquidity position is also underpinned by its free cash flow
generation that remained resilient during the stressed oil and
natural gas liquid prices in 2020, and the expectation that the
company will not rely on external funding to support operations,
resource development, or distributions to shareholders. The
liquidity position is further supported by full availability under
its senior secured reserve-based revolving credit facility that
matures in 2026. The facility provides for maximum commitments of
$1 billion but Magnolia elected to limit its borrowing base
capacity to $450 million. The facility has financial covenants,
including debt/EBITDA and current ratio. Moody's expects the
company to maintain ample headroom under the covenants in 2021 and
2022. The company's next maturity is $400 million senior notes in
2026.
Magnolia is the issuer of the $400 million senior unsecured notes
and the borrower under the senior secured borrowing base facility
with the borrowing base set at $450 million. The B2 rating of the
notes reflects the effective subordination of the notes to
Magnolia's potential obligations under the senior secured revolving
bank facility.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Magnolia's B1 CFR may be upgraded if the company continues to
deliver growth in its reserve base, particularly in Giddings, while
maintaining a solid financial profile including its low debt levels
and competitive returns on investment compared to peers. The
ratings may be downgraded as a result of rising leverage, with
debt/proved developed reserves above $10/boe, or decline in returns
reflected in the LFCR trending to below 1x. Substantial
utilization of secured bank facility or increase in the size of the
facility may also lead to the downgrade of the B2 rating of the
notes.
The principal methodology used in these ratings was Independent
Exploration and Production published in August 2021.
MESO DELRAY: Taps Bronson Law Offices as Bankruptcy Counsel
-----------------------------------------------------------
Meso Delray, LLC seeks approval from the U.S. Bankruptcy Court fort
the Southern District of New York to employ Bronson Law Offices,
P.C. as its bankruptcy counsel.
The firm's services include:
(a) assisting the Debtor in the administration of its Chapter
11 proceeding;
(b) preparing or reviewing operating reports;
(c) setting a bar date;
(d) reviewing and resolving claims, which should be
disallowed;
(e) defending lift stay motions;
(f) filing a motion to retain a broker and a motion to approve
a sale; and
(g) assisting in drafting a plan of reorganization and all
exhibits and schedules thereto, and seeking confirmation of the
plan; and
(h) all other services necessary to confirm the plan.
Bronson Law Offices will be paid at these rates:
H. Bruce Bronson, Esq. $475 per hour
Paralegal or Legal Assistant $150 to $250 per hour
The firm received a retainer in the amount of $22,500.
As disclosed in court filings, Bronson Law Offices does not
represent any interest adverse to Debtor and its estate.
The firm can be reached through:
H. Bruce Bronson, Esq.
Bronson Law Offices, P.C.
480 Mamaroneck Ave
Harrison, NY 10528-1621
Tel: (877) 385-7793
Email: hbbronson@bronsonlaw.net
About Meso Delray
Meso Delray, LLC operates a restaurant in Delray Beach, Fla.,
specializing in Mediterranean cuisine. It conducts business under
the name Meso Beach House.
Meso Delray sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D.N.Y. Case No. 22-22388) on June 24,
2022, listing as much as $10 million in both assets and
liabilities. Judge Sean H. Lane oversees the case.
H. Bruce Bronson, Esq., at Bronson Law Offices, P.C. is the
Debtor's counsel.
NEW MOUNTAIN: Unsecureds to Get 100% Distribution Over 3 Years
--------------------------------------------------------------
The New Mountain Laurel Resort & Spa, LLC, submitted an Amended
Plan of Reorganization.
The Plan provides for a comprehensive reorganization of the Debtor
to preserve its going concern value and future business. Under this
Plan, the Debtor will (i) pay all of its Administrative Claims in
full on the Effective Date of the Plan and (ii) pay Allowed
Priority Tax Claims pursuant to the time permitted in 11 U.S.C.
section 507(a)(8) together with statutory Interest over 3 years,
(iii) pay other Priority Claims in full in equal monthly payments
over 3 years, (iv) cure any monetary defaults in Allowed Secured
Claims and pay them according to their terms, and (v) make
distributions to each of its Allowed General Unsecured Creditors in
full over three years with monthly distributions of its disposable
income.
The Debtor believes this Plan satisfies the primary goal of Chapter
11, which is to enable the Debtor to reorganize, restructure, and
emerge as a liquidating business that pays all of its creditors in
full over 3 years. The Debtor submits that this Plan will
accomplish these goals and that Confirmation of the Plan will
provide the best possible return to Holders of Claims and is in the
best interests of the Debtor, its Creditors, and members.
With respect to Class 7 Allowed General Unsecured Claims,
commencing 60 days after the Effective Date, Class 7 Claimants will
receive a 100% distribution in 36 monthly payments, without
interest, until all claims are paid in full under this Plan. Class
7 is impaired.
All distributions under this Plan will be provided by the Debtor's
receipt of funds under the Settlement Agreement. Those funds will
be paid into a lock box account established by Holdings and funded
directly by the Tenant, with an ACH payment set up to pay each
monthly amounts due to Hanover under its loan documents, by the
time it is due and the balance of the rental payments to be used to
fund the other Plan Payments.
A Confirmation Hearing will be held on July 27, 2022 at 10:30 a.m.
ET.
Counsel to The New Mountain Laurel Resort & Spa, LLC:
Avrum J. Rosen, Esq.
Alex E. Tsionis, Esq.
LAW OFFICES OF AVRUM J. ROSEN, PLLC
38 New Street
Huntington, New York 11743
Telephone: (631) 423-8527
E-mail: arosen@ajrlawny.com
atsionis@ajrlawny.com
A copy of the Amended Plan of Reorganization dated July 20, 2022,
is available at https://bit.ly/3BcZbNz from PacerMonitor.com.
About New Mountain Laurel Resort & Spa
New Mountain Laurel Resort & Spa, LLC is a Delaware limited
liability company with its corporate office located at 139-27
Queens Blvd., Jamaica, New York 11435. New Mountain Laurel is a
management company operating and managing the Mountain Laurel
Resort, which is a 145-guest room hotel, resort and spa, and which
includes 94 timeshare units located in the Pocono Mountains. The
Resort's address is 81 Treetop Drive, White Haven, Pennsylvania
18661.
New Mountain Laurel sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D.N.Y. Case No. 22-40620) on March 25,
2022. In the petition signed by Ana Olson, independent manager, the
Debtor disclosed $728,783 in assets and $6,712,758 in liabilities.
Judge Jil Mazer-Marino oversees the case.
Avrum J. Rosen, Esq., at Law Offices of Avrum J. Rosen, PLLC is the
Debtor's counsel.
OBSIDIAN ENERGY: S&P Assigned 'B-' Issuer Credit Rating
-------------------------------------------------------
S&P Global Ratings assigned its 'B-' issuer credit rating to
Calgary-based Obsidian Energy Ltd. S&P Global Ratings also assigned
its 'B' issue-level rating and '2' recovery rating to the company's
C$127.6 million senior unsecured notes.
The ratings reflect Obsidian's relatively small scale of production
offset by a diversified product mix and low decline rate. S&P's
ratings also incorporate projected strength in credit measures,
with an adjusted funds from operations (FFO)-to-debt ratio
averaging well above 100% in 2022 and 2023.
The stable outlook reflects S&P's view that, following the
completion of its debt refinancing, the company should have
sufficient availability under the credit facility and not face any
near-term refinancing risks.
The final ratings are in line with S&P's preliminary ratings. There
were no material changes to its base case or the financial
documentation from our initial review.
Obsidian Energy, an exploration and production company has issued
C$127.6 million of senior unsecured notes. The company intends to
use proceeds from this bond issue, along with the first-lien term
loan proceeds, to repay amounts outstanding on its existing notes
and use the balance to repay the portion outstanding under its
credit facility, resulting in a leverage neutral transaction.
The refinancing alleviates near-term maturity risks. Obsidian has
issued C$127.6 million of senior unsecured notes that, along with a
first-lien term loan of C$30 million, are expected to be used to
redeem US$34.7 million of existing notes, and the balance used to
repay the portion outstanding under the credit facility.
Concurrently with the notes issuance, Obsidian has replaced the
existing facility with a new C$175 million credit facility. S&P
believes the recent transactions alleviate the near-term maturity
risks, as both the existing notes and credit facility were due in
November 2022. In addition, while the new credit facility is about
75% drawn currently; S&P believes the company should have about 50%
availability at the end of 2022.
S&P's view of the business risk assessment reflects the relatively
small scale of operations offset by a diversified product mix and
low-decline assets. Obsidian's vulnerable business risk profile
reflects the company's small daily production profile, low net
proved reserves of 104 million barrels of oil equivalent (mmboe),
and relatively high operating costs. The company's projected
production of about 32,000 boe per day (/day) in 2022 lags that of
higher-rated peers such as Tamarack Valley Energy Ltd.
(B/Stable/--; 45,000 boe/day) and Northern Oil & Gas (B/Stable/--;
71,000/per day). The company has operations in Cardium, Peace
River, and Viking, but the Cardium basin accounts for approximately
80% of production. Although the Willesden Green area in Cardium has
relatively stronger well economics, in S&P's view, Obsidian's
limited geographic diversity heightens the company's exposure to
regional commodity prices and makes it vulnerable to adverse price
movements. Partially offsetting this is the company's diversified
product mix (about 40% light oil, 30% gas, 20% heavy oil, and 8%
natural gas liquids).
In addition, the company's cash operating costs are modestly higher
than those of peers, in part due to the proportion of heavy oil in
the product mix and increased transportation expenses to move the
Peace River production volumes. Nevertheless, S&P assesses the
company's profitability, calculated based on a five-year average
EBIT/thousand cubic feet basis, in the middle quartile of the
global peer group. Also supporting the assessment is Obsidian's
lower finding and development (F&D) costs relative to those of
peers and that reflect the cost advantage of operating in the
Cardium region, benefitting from horizontal drilling as well as
ownership of major facilities at its sites. Obsidian's competitive
F&D costs, along with the company's base decline rate of 21% in the
Cardium, lessen the amount of capital spending required to sustain
and increase its reserve base and fuel the company's competitive
full-cycle cost profile. In addition, the company's reserve base
has a high proved developed producing component of 63% and a
moderate reserve life index of eight years, which further mitigates
the future risk and cost of development. While these benefits
provide reasonably good visibility to near- and medium-term
production and cash flow generation, they are not sufficient to
offset the risks inherent to the company's small scale and
geographic concentration.
S&P said, "The rating is also supported by our expectation of
strong credit measures, with an adjusted FFO-to-debt ratio
projected to average 175% in 2022 and 2023 and adjusted
debt-to-EBITDA ratio averaging below 1x. We project Obsidian will
generate meaningfully higher cash flows in 2022 and 2023,
underpinned by the strength in oil and gas prices. Based on our
revised pricing assumptions ("S&P Global Ratings Raises Oil And
Natural Gas Price Assumptions On Further Market Price Step-Ups,"
published June 8, 2022, on RatingsDirect), we estimate Obsidian
will generate adjusted FFO averaging C$475 million annually over
the next two years, a significant increase from 2020 and 2021 FFO
of about C$125 million and C$230 million, respectively. Although we
expect the company to increase capital spending in 2022 with 60
wells planned, we believe it will generate positive free cash flows
of about C$150 million annually. We believe the company will
prioritize repaying down the credit facility from the free cash
flows; the new credit facility is currently 75% drawn but we
project it will be about 50% drawn at the end of 2022. At the same
time, the company is also subject to excess cash flow sweeps and we
believe it could redeem 50% of its notes in 2023. In our view, the
lower absolute debt and higher cash flows underpin the strength in
credit measures, with adjusted FFO to debt expected to average well
above 100% and adjusted debt to EBITDA below 1x in the next two
years. We also believe Obsidian can sustain the current financial
risk assessment under our long-term pricing assumptions, assuming
absolute debt does not increase above C$225 million and management
limits discretionary spending within cash flow generation."
Management needs to demonstrate a conservative financial policy.
Although the company is benefitting from strong commodity prices
and has an absolute debt reduction target, its recent history of
extending maturities on its notes and inability of the management
team to have resolved the refinancing well in advance of the
November 2022 maturity are reflected in S&P's rating. It believes
the company needs to establish a track record of maintaining a
conservative financial policy, specifically demonstrating absolute
debt reduction to levels it can sustain in a lower pricing
environment.
S&P said, "The stable outlook reflects our view that Obsidian will
generate strong credit measures over the next two years supported
by favorable commodity prices. Specifically, we project the company
will generate an adjusted FFO-to-debt ratio averaging well above
100% in 2022 and 2023.We also assume management will ensure
sufficient availability under the new credit facility.
"We could lower the rating over the next 12 months if the
availability under the credit facility decreases meaningfully or if
the FFO-to-debt ratio dropped to an unsustainable level, that is
below 12%. We believe this could occur if commodity prices fell
sharply or management failed to correspondingly reduce capital
spending, resulting in material negative free cash flow
generation.
"We could raise our ratings on Obsidian if it is able to improve
its operational scale to closely align with that of higher-rated
peers. In our view, this would help mitigate the impact of
unanticipated commodity price volatility on cash flow generation.
In this scenario, we would also expect the company to demonstrate a
conservative financial policy. Specifically, we would expect
management to demonstrate absolute debt repayment such that the
company can sustain an FFO-to-debt ratio above 30% under our
long-term pricing assumptions."
ESG credit indicators: E-4, S-2, G-3
S&P said, "Environmental factors are a negative consideration in
our credit rating analysis of Obsidian, an upstream oil and gas
producer of light oil (about 40% of forecast 2022 production),
heavy oil (about 20%), and natural gas (33%). Risks from
accelerating energy transition, declining profitability, adoption
of renewable energy sources, and environmental risks inherent in
hydrocarbon production are reflected in our rating. The company is
investing in initiatives such as minimizing freshwater use, with
monthly average freshwater use having reduced by 55% in 2021 from
2018 levels. In addition, the company is working on decommissioning
abandoned wells and restoring land to its pre-development use.
While we expect operating and full-cycle costs associated with
meeting environmental standards to increase, we do not expect them
to have a rating impact. Although we believe the company's social
practices are in line with the broader oil and gas industry, we
believe risk management practices lag those of peers, given the
lack of track record in achieving the company's debt management
goals in the recent past."
ODONATA LTD: Gets OK to Hire Pick & Zabicki as Bankruptcy Counsel
-----------------------------------------------------------------
Odonata Ltd. received approval from the U.S. Bankruptcy Court for
the Southern District of New York to hire Pick & Zabicki LLP as its
bankruptcy counsel.
The firm's services include:
a. advising the Debtor with respect to its rights and duties;
b. assisting the Debtor in the preparation of its financial
statements, schedules of assets and liabilities, statement of
financial affairs and other reports and documentation required
under the Bankruptcy Code;
c. representing the Debtor at all hearings and other
proceedings relating to its affairs;
d. prosecuting or defending litigated matters that may arise
during the pendency of the Debtor's bankruptcy case;
e. assisting the Debtor in the formulation and negotiation of
a plan of reorganization or liquidation and all related
transactions;
f. assisting the Debtor in analyzing the claims of creditors
and in negotiating with such creditors;
g. preparing legal papers; and
h. performing other necessary legal services.
The firm's hourly rates are as follows:
Partners $415 to $495
Associates $250 to $300
Paraprofessionals $125
Pick & Zabicki received a retainer of $20,000 from the Debtor. It
will also receive reimbursement for out-of-pocket expenses
incurred.
Douglas Pick, Esq., a partner at Pick & Zabicki, 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:
Douglas J. Pick, Esq.
Pick & Zabicki, LLP
369 Lexington Avenue, 12th Floor
New York, NY 10017
Tel: (212) 695-6000
Email: dpick@picklaw.net
About Odonata Ltd.
Odonata Ltd., doing business as Cowlicks Japan, is a multi-services
venture company dedicated to developing a wide range of services
and products through various ventures and venues.
Odonata sought protection under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. S.D.N.Y. Case No. 22-10946) on July 5, 2022, listing
up to $500,000 in assets and up to $1 million in liabilities. Angel
Nieves, president of Odonata, signed the petition.
The case is assigned to Judge Michael E. Wiles.
Douglas J. Pick, Esq., at Pick & Zabicki LLP is the Debtor's
counsel.
ODYSSEY CONTRACTING: Appointment of Cardiello as Trustee Approved
-----------------------------------------------------------------
Judge Carlota M. Bohm of the U.S. Bankruptcy Court for the Western
District of Pennsylvania approved the application of Andrew R.
Vara, United States Trustee for Regions 3 and 9, to appoint Natalie
Lutz Cardiello, Esq., as Chapter 11 Trustee in the case of Odyssey
Contracting Corp.
On July 19, 2022, the Bankruptcy Court entered an order directed
the appointment of a Chapter 11 trustee.
To the best of the United States Trustee's knowledge, Ms.
Cardiello's connections with the Debtor, creditors, and other
parties-in-interest, their respective attorneys and accountants,
the United States Trustee, and persons employed in the Office of
the United States Trustee are limited to the connections set forth
in Ms. Cardiello's Verified Statement.
A copy of the order is available for free at https://bit.ly/3BpeJOu
from PacerMonitor.com.
About Odyssey Contracting
Odyssey Contracting Corp. is a Pennsylvania corporation formed in
1987 and based in Houston, Pennsylvania. Odyssey is engaged in the
business of bridge painting and repair which services it provides
throughout the United States.
Odyssey Contracting Corp. filed a Chapter 11 petition (Bankr. W.D.
Pa. Case No. 15-22330) on June 29, 2015. In the petition signed by
Stavros Semanderes, president, the Debtor estimated $1 million to
$10 million in assets and liabilities.
The Hon. Carlota M. Bohm presides over the case.
Robert O. Lampl, Attorney at Law, serves as the Debtor's counsel.
On Dec. 29, 2016, the Debtor filed a Chapter 11 plan of
reorganization and disclosure statement. Ongoing business
operations will not be the primary source of funding for the
Debtor's Plan. Rather, the primary source of funding for the
Debtor's Plan is the litigation in which the Debtor is seeking
damages in the approximate aggregate amount $28,000,000.
OREGON RESEARCH: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Oregon Research Institute
3800 Sports Way
Springfield, OR 97477
Business Description: ORI is a charitable 501(c) 3 research
center, dedicated entirely to understanding
human behavior and improving the quality of
human life. Funded by research grants from
the National Institutes of Health and by the
United States Department of Education, ORI
scientists study such topics as childhood
obesity and behavioral problems, ways to
strengthen children's social and academic
success, adolescent and adult depression,
promoting health across the agespan,
preventing and treating teen substance use
and abuse, and understanding and preventing
eating disorders.
Chapter 11 Petition Date: July 27, 2022
Court: United States Bankruptcy Court
District of Oregon
Case No.: 22-60978
Judge: Hon. Thomas M. Renn
Debtor's Counsel: Loren S. Scott, Esq.
THE SCOTT LAW GROUP
PO Box 70422
Springfield, OR 97475
Tel: 541-868-8005
Fax: 541-868-8004
Email: lscott@scott-law-group.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $500,000 to $1 million
The petition was signed by Chris Arthun as director of finance and
administration.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 20 largest unsecured creditors is available
for free at PacerMonitor.com at:
https://www.pacermonitor.com/view/UU7MOOQ/Oregon_Research_Institute__orbke-22-60978__0001.0.pdf?mcid=tGE4TAMA
ORTIZ A TRUCKING: Unsecureds to Get Share of Income for 3 Years
---------------------------------------------------------------
Ortiz A Trucking, LLC, filed with the U.S. Bankruptcy Court for the
Middle District of Florida a Plan of Reorganization dated July 25,
2022.
The Debtor is a family owned and operated freight transport company
which provides freight transport throughout the United States for a
fee. The Debtor conducts its operations from a single family home
located at 454 Majestic Gardens Blvd., Winter Haven, Florida 33880
and currently operates with a single employee, Mr. Angel Ortiz.
On September 12, 2020, the Debtor entered into an Installment Sale
Agreement with Angel Pedroza (the "Installment Sale Agreement")
pursuant to which the Debtor purchased a 2007 Kenworth W900L Truck,
VIN: 1XKWDB9X07R193075 (the "Truck") for $70,000.00. Pursuant to
the Agreement, the Debtor remitted a $10,000.00 deposit and monthly
payments of $1,250.00. As of June 2022, the Debtor believed it was
current with its payments under the Agreement and had not received
a notice of default or notice of termination as required under the
Agreement.
Notwithstanding the express provisions of the Agreement, on June 8,
2022, ART Transport, LLC and Angel Pedroza, without cause and in
breach of the terms of the Agreement, took possession of Debtor's
Truck without prior notice to Debtor. Without the Truck, Debtor
cannot operate for the benefit of its various stakeholders,
including its employee and creditors as the Truck is currently the
Debtor's only vehicle capable of conducting operations. As a
result, Debtor commenced this Chapter 11 case to recover its
property, restructure its financial affairs and resume business
operations.
Class 1 consists of the Allowed Secured Claim of ART Transport, LLC
and Angel Pedroza (collectively referred to herein as "ART
Transport"). ART Transport's Class 1 Claim is secured by a lien on
a 2007 Kenworth W900L [VIN#: 1XKWDB9X07R193075] (the "Truck"). In
full satisfaction of its Class 1 Allowed Claim, ART Transport shall
retain its lien on the Truck, and shall receive payment of its
Allowed Class 1 Claim, minus any payments received after the
Petition Date (if any), in equal monthly installments of $1,250.00
due on the 15th of each month until a maturity date of September
15, 2024 in accordance with the terms of the Installment Sale
Agreement.
Class 2 consists of the Allowed Secured Claim of Financial Pacific
Leasing, Inc. ("FPL"). FPL's Class 2 Claim is secured by a lien on
a 2006 Peterbilt 379 [VIN#: 1XP5DB9X56N644349]. FPL shall retain
its lien on the Peterbilt, and shall receive the sale proceeds from
the sale of the Peterbilt which sale shall be completed by the
Debtor within 120 days from the Effective Date. The maximum
Distribution to Class 2 Claimholder shall be equal to the total
amount of the Allowed Class 2 Secured Claim.
Class 3 consists of the Allowed Claim of Spring Funding, LLC.
Pursuant to Bankruptcy Code Section 506, the Class 3 Claim of
Spring Funding is wholly unsecured. Thus, on the Effective Date,
all mortgages/liens held by the Class 3 Claimant shall be
extinguished and, to the extent Spring Funding retains an Allowed
Claim, such Claim shall be treated as an Allowed Unsecured Claim
pursuant to the terms of Class 4. Class 3 is Impaired.
Class 4 consists of all Allowed General Unsecured Claims against
the Debtor. In full satisfaction of their Allowed Class 4 General
Unsecured Claims, Holders of Class 4 Claims shall receive annual
pro rata distributions of the Debtor's Disposable Income over a
term of 3 years from the Effective Date after Administrative Claims
and Priority Claims are satisfied in full.
In addition to the receipt of Debtor's Disposable Income, Class 4
Claimholders shall receive a pro rata share of the net proceeds
recovered from all Causes of Action after payment of professional
fees and costs associated with such collection efforts, and after
Administrative Claims and Priority Claims are paid in full. The
maximum Distribution to Class 4 Claimholders shall be equal to the
total amount of all Allowed Class 4 General Unsecured Claims. Class
4 is Impaired.
Class 5 consists of all equity interests in Ortiz A Trucking, LLC.
Class 5 Interest Holders shall retain their respective Interests in
Ortiz A Trucking, LLC in the same proportions such Interests were
held as of the Petition Date (i.e., 100% Interest to Angel Ortiz).
Class 5 is Unimpaired.
The Plan contemplates the Debtor will continue to manage and
operate its business in the ordinary course, but with restructured
debt obligations. It is anticipated that the Debtor's continued
operations, which mainly involve providing nationwide freight
transport services, will be sufficient to make the Plan Payments.
A full-text copy of the Plan of Reorganization dated July 25, 2022,
is available at https://bit.ly/3zbKXKi from PacerMonitor.com at no
charge.
Attorneys for the Debtor:
Daniel A. Velasquez, Esq.
Latham Luna Eden & Beaudine, LLP
201 S. Orange Ave., Suite 1400
Orlando, FL 32801
Tel: (407) 481-5800
Fax: (407) 481-5801
Email: dvelasquez@lathamluna.com
About Ortiz A Trucking
Ortiz A Trucking, LLC, is a licensed and bonded freight shipping
and trucking company running freight hauling business from Winter
Haven, Florida.
Ortiz A Trucking, LLC, filed a petition for relief under Chapter 11
of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 22-02366) on June
13, 2022. Daniel A Velasquez, of Latham, Luna, Eden & Beaudine,
LLP, is the Debtor's counsel.
OVERLOOK ROAD: Seeks to Hire Stanley A. Zlotoff as Legal Counsel
----------------------------------------------------------------
The Overlook Road Los Gatos Development, LLC seeks approval from
the U.S. Bankruptcy Court for the Northern District of California
to employ Stanley A. Zlotoff, a Professional Corporation to serve
as legal counsel in its Chapter 11 case.
Stanley A. Zlotoff will undertake this representation at its
standard rate of $350 per hour.
The retainer fee requested by the firm is $3,500.
As disclosed in court filings, Stanley A. Zlotoff does not
represent interest adverse to the Debtor and its estate in the
matter upon which it is to be engaged.
The firm can be reached through:
Stanley A. Zlotoff, Esq.
Stanley A. Zlotoff, A Professional Corporation
300 S. First St. Suite 215
San Jose, CA 95113
Tel: (408) 287-5087
Fax: (408) 287-7645
Email: zlotofflaw@gmail.com
About The Overlook Road Los Gatos
The Overlook Road Los Gatos Development LLC is a Single Asset Real
Estate (as defined in 11 U.S.C. Sec. 101(51B)).
The Overlook Road Los Gatos Development sought protection under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Calif. Case No.
22-50557) on June 29, 2022, listing up to $50,000 in assets and up
to $10 million in liabilities. Saul Flores, managing member, signed
the petition.
Stanley A. Zlotoff, Esq., at Stanley A. Zlotoff, A Professional
Corporation is the Debtor's legal counsel.
PECOS INN: Case Summary & 11 Unsecured Creditors
------------------------------------------------
Debtor: Pecos Inn, LLC
2207 West 3rd Street
Pecos, TX 79772
Business Description: The Debtor is the owner of Pecos Inn located
at 2207 West 3rd street valued at $1 million
(based on bank appraisal).
Chapter 11 Petition Date: July 28, 2022
Court: United States Bankruptcy Court
Western District of Texas
Case No.: 22-70099
Judge: Hon. Tony M. Davis
Debtor's Counsel: Eric A. Liepins, Esq.
ERIC A. LIEPINS
12770 Coit Road
Suite 850
Dallas, TX 75251
Tel: 972-991-5591
Fax: 972-991-5788
Email: eric@ealpc.com
Total Assets: $1,230,600
Total Liabilities: $6,415,342
The petition was signed by Ram Kunwar as managing member.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 11 unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/STXNWOY/Pecos_Inn_LLC__txwbke-22-70099__0001.0.pdf?mcid=tGE4TAMA
POST OAK TX: Plan Exclusivity Extended Until August 15
------------------------------------------------------
At the behest of Post Oak TX, LLC, Judge Erik P. Kimball of the
U.S. Bankruptcy Court for the Southern District of Florida, West
Palm Beach Division extended the Debtor's exclusive periods:
(i) to file a plan and disclosure statement through August 15,
2022;
(ii) to solicit acceptances of a plan is extended through October
14, 2022; and
(iii) to challenge the priority and validity of the lien asserted
by RSS JPMBB2014-C25- TX POT, LLC, an affiliate of Rialto Capital
Advisors, LLC (“Rialto”) through August 15, 2022.
The purpose of the extension of exclusivity is to avoid the
commencement of litigation while the parties obtain entry of a
final, non-appealable order approving the settlement agreement. The
Debtor and Rialto have reached the said settlement agreement that
will result in filing a consensual plan and payment of allowed,
general unsecured claims (other than those of insiders) in full.
The settlement agreement is subject to the entry of a final,
non-appealable order.
The Debtor is staying current on its obligations, as reflected by
the cash collateral budgets and monthly operating reports filed in
the case.
A copy of the Debtor's Motion to extend is available at
https://bit.ly/3ouc7Hd from PacerMonitor.com.
A copy of the Court's Extension Order is available at
https://bit.ly/3zxfIdW from PacerMonitor.com.
About Post Oak TX
Post Oak TX, LLC is a West Palm Beach, Fla.-based company operating
in the traveler accommodation industry.
Post Oak TX sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. S.D. Fla. Case No. 21-18563) on Aug. 31, 2021, listing
as much as $100 million in both assets and liabilities. E. Llywd
Ecclestone, Jr., president, signed the petition.
Judge Erik P. Kimball oversees the case.
Andrew Zaron, Esq., at Leon Cosgrove, LLP and Robert J. Dehney,
Esq., at Morris, Nichols, Arsht & Tunnell, LLP are the Debtor's
bankruptcy attorneys. KapilaMukamal, LLP serves as the Debtor's
financial advisor.
PWM PROPERTY: SL Green Realty Named Successful Bidder
-----------------------------------------------------
Becky Yerak of The Wall Street Journal reports that SL Green Realty
Corp. has been named the successful bidder for the bankrupt owner
of 245 Park Ave. in New York City.
SL Green, a publicly traded office landlord and manager, had been
the lead bidder in the sales process, part of the chapter 11
reorganization of PWM Property Management LLC.
In a filing Thursday, July 21, 2022, in the U.S. Bankruptcy Court
in Wilmington, Del., PWM said it received no other serious offers
for the tower.
The proposed deal consists of $1.2 billion of mortgage debt, $568
million of mezzanine debt, $68 million in cash, and the exchange of
$40 million of preferred equity for 100% of the building's owner,
records show.
Earlier this year, Chinese conglomerate HNA Group, a PWM Property
backer, was told in an arbitration proceeding that it owed $185
million to SL Green in a dispute over the skyscraper.
About PWM Property Management
PWM Property Management LLC, et al., are primarily engaged in
renting and leasing real estate properties. They own two premium
office buildings, namely 245 Park Avenue in New York City, a
prominent commercial real estate assets in Manhattan's prestigious
Park Avenue office corridor, and 181 West Madison Street in
Chicago, Illinois.
On Oct. 31, 2021, PWM Property Management LLC and its affiliates
sought Chapter 11 protection (Bankr. D. Del. Lead Case No.
21-11445). PWM estimated assets and liabilities of $1 billion to
$10 billion as of the bankruptcy filing.
The cases are pending before the Honorable Judge Mary F. Walrath
and are being jointly administered for procedural purposes under
Case No. 21-11445.
The Debtors tapped White & Case LLP as restructuring counsel; Young
Conaway Stargatt & Taylor, LLP as local counsel; and M3 Advisory
Partners, LP as restructuring advisor. Omni Agent Solutions is the
claims agent.
QHC UPSTATE: 3 of 10 Nursing Homes to Close
-------------------------------------------
Clark Kauffman, of Iowa Capital Dispatch reports that the planned
sale of an Iowa nursing home chain is in doubt again as the owner
moves to close three of the 10 facilities and the federal
government seeks payment of $2.1 million owed to taxpayers.
The sale involves eight nursing homes and two assisted living
facilities owned by QHC Facilities, an Iowa company that filed for
bankruptcy late last year.
Recently, QHC found a potential buyer for the 10 facilities: Blue
Diamond Equities. But there's now a dispute over whether the sale
can proceed with QHC still owing hundreds of thousands of dollars
in fines for poor quality resident care.
In addition, court records indicate Blue Diamond has notified the
federal government it will not assume Medicare certification for
several of the homes. That has prompted the U.S. Department of
Justice to seek a delay in the bankruptcy proceedings, noting that
the planned sale may not go through since the deadline for
finalizing the deal passed on July 12.
It’s only the latest snag in a long-running struggle to sell the
facilities that are home to hundreds of elderly Iowans.
The eight skilled-nursing facilities owned by QHC are the
Crestridge Care Center in Maquoketa; Crestview Acres in Marion;
Sunnycrest Care Center in Dysart; QHC Fort Dodge Villa; QHC
Humboldt North; QHC Humboldt South; QHC Mitchellville; and QHC
Winterset North. The two assisted living centers are QHC Madison
Square in Winterset and QHC Villa Cottages of Fort Dodge.
Collectively, the facilities have a maximum capacity of more than
700 residents. QHC employs roughly 300 full-time and part-time
workers.
First buyer backs out of deal
QHC's legal odyssey began on December 29 of last year when the
company filed for bankruptcy.
The previous owner of the company, Jerry Voyna, had died several
months before. His wife, Nancy, took over the company, began
looking for a buyer and then filed for bankruptcy. She died in
January, leaving the company to her son, who continued to pursue a
sale of the company and all of its assets.
In March, QHC notified the court it had found a buyer called Cedar
Healthgroup, which had agreed to pay $12.1 million for the chain.
The sale was approved by the court with the understanding that as
part of any sale QHC would have to pay all the fines and penalties
for each home that had its Medicare certification transferred to
Cedar.
Within a few weeks, however, the sale to Cedar fell apart, with a
lawyer for the company raising questions about some of the
facilities being "in imminent danger" of losing Medicare funding
due to quality-of-care issues. QHC asked the court to recognize
Blue Diamond as the new, prevailing bidder. The court agreed, but
then, four weeks ago, QHC notified the court it intended to close
the Sunnycrest, Humboldt South and Mitchellville homes.
Emergency closure sought for three homes
In seeing the court's emergency authorization to shutter the three
facilities, QHC's management company said "a flooring issue"
existed at Humboldt South that could put the home's eight residents
at risk.
As for the Mitchellville facility, which had 20 residents, and
Sunnycrest which had 25 residents, QHC told the court the two homes
were each operating at "a seriously diminished census level making
it uneconomic to continue operations."
Attorneys for the federal government intervened, notifying the
court that the homes were required to have provided 60 days'
written notice of closure to state inspectors, the Iowa Long Term
Care Ombudsman's Office and the residents of each facility.
In addition, the lawyers argued, a facility must have a written,
state-approved plan for the transfer and relocation of all
residents before they can close.
"Protecting the life, health, and safety of the approximately 53
residents still living at the three facilities is the United
States' utmost concern," Department of Justice lawyers argued to
the court.
They noted that Sunnycrest is in a remote area of Iowa and that due
to the lack of other nursing homes nearby, some families "may have
to drive multiple hours to visit a loved one."
The court then ordered QHC to comply with "any applicable
regulations and rules" that govern the process of closing a
Medicare-certified nursing home.
The Iowa Department of Inspections and Appeals says it has approved
plans to close both Humboldt South and Sunnycrest, but has not yet
received a plan from QHC to close the Mitchellville home.
Taxpayers still owed $2.1 million
The court also ordered that any Medicare decertification would not
be effective until the residents were safely transferred out of the
facilities.
Lawyers for the federal government then argued that QHC still must
pay back the COVID-19 Accelerated and Advanced Payments it has
collected and pay the fines and penalties for regulatory
violations, all of which adds up to $2,108,910.
Lawyers for Blue Diamond informed the Department of Justice that if
it decides to move forward with the purchase, it will only accept
the transfer of the Medicare certification agreements for Humboldt
North, Crestridge and possibly the Mitchellville home, and that it
would definitely reject any transfer Medicare certification for the
homes in Fort Dodge and Winterset -- the two homes that, by far,
owe the most in unpaid fines.
According to the federal government, the amounts owed to taxpayers
by each QHC facility are:
Crestridge Care Center: $32,182
Crestview Acres: $93,863
Sunnycrest Care Center: $3,250
Fort Dodge Villa: $865,775
Humboldt North: $32,500
Humboldt South: $67,226
QHC Mitchellville: $385,708
Winterset North: $628,407
A hearing on the matter is now planned for August 1, 2022 but
attorneys with the U.S. Department of Justice are asking the court
to delay that proceeding due to scheduling conflicts.
Lawyers for the government note that QHC and Blue Diamond are still
negotiating which nursing homes Blue Diamond will actually purchase
and operate, and which Medicare-certification agreements will be
assumed by Blue Diamond.
In the meantime, QHC is waging a separate legal battle with Cedar
Healthgroup over the $600,000 deposit put down when it agreed to
buy the chain. The court has yet to issue a ruling in that
dispute.
About QHC Upstate Medical
QHC Upstate Medical P.C. was a medical services provider in several
sites in New York before being forced to shutter in mid-2021.
QHC Upstate Medical P.C. sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No. 22-22410) on July 5,
2022. In the petition filed by Seth Kurtz, as president, the Debtor
estimated assets between $100,000 and $500,000 and liabilities
between $1 million and $10 million. Davidoff Hutcher & Citron LLP
is the Debtor's counsel.
REVLON INC: Gets Court Approval to Pay Key Employee Bonuses
-----------------------------------------------------------
Steven Church of Bloomberg News reports that cosmetics giant Revlon
Inc. won court approval to pay $15.4 million in bonuses to about
150 top employees in order to keep them with the company while it
reorganizes in bankruptcy.
U.S. Bankruptcy Court Judge David S. Jones in Manhattan approved
the request at a video hearing Friday,July 22, 2022, Judge Jones
overruled an objection by the US Trustee, which had argued that at
least six of the employees are barred from such retention payments
because they are company insiders.
The judge sided with company officials who said the duties of the
six showed they don't hold policy-making roles.
In seeking approval of the Motion, the Debtors explained that
implementing the KERP is necessary and appropriate to mitigate
costly disruptions to the Debtors' operations and their
restructuring process, and is therefore a sound exercise of the
Debtors' business judgment. If the KERP is not adopted, the
Debtors are bound to lose non-insider employees' substantial
institutional knowledge and crucial operational know-how. These
substantial and irreversible losses would be a blow to any
business,let alone one beginning down a restructuring path.
The 160 KERP Participants represent approximately 6 percent of the
Debtors' total workforce of approximately 2,824 employees. Of the
160 KERP Participants, 126 have either historically participated in
the Company's annual LTIP or hold outstanding unvested retention-
based equity awards through the Company's historic retention
programs. Because outstanding equity awards held by these KERP
Participants are restricted and cannot be sold, and given that
the Debtors are in a chapter 11 process, such equity awards are
perceived as being of little value and therefore lack substantial
retentive effect.
Upon the Committee's request, the Debtors have updated the revised
proposed order to include language confirming that the Debtors will
not make any retention payments under the KERP to "insiders" as
defined under the Bankruptcy Code. The Committee supports the KERP
as modified.
The U.S. Trustee's objection argues that certain KERP Participants
are presumed to be "insiders" because of their job titles alone and
suggests that such KERP Participants are therefore subject to
section 503(c)(1) of the Bankruptcy Code. In response, the Debtors
point out that none of the KERP Participants sits on or directly
reports to the Debtors' board of directors, and many of the KERP
Participants' duties are limited to individual functions, with
their scope of authority accordingly limited.
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.
RLI SOLUTIONS: Seeks to Hire Calaiaro Valencik as Legal Counsel
---------------------------------------------------------------
RLI Solutions Company seeks approval from the U.S. Bankruptcy Court
for the Western District of Pennsylvania to employ Calaiaro
Valencik as its legal counsel.
The firm's services include:
a) attendance at the first meeting of creditors;
b) advising the Debtor with regard to its rights and
obligations during the Chapter 11 reorganization;
c) representing the Debtor to any motions to convert or
dismiss its bankruptcy case;
d) representing the Debtor in relation to any motions for
relief from stay filed by creditors;
e) preparing a plan of reorganization and disclosure
statement; and
f) preparing any objections to claims.
The firm will charge these hourly fees:
Donald R. Calaiaro, Esq. $395
David Z. Valencik, Esq. $350
Mark B. Peduto, Esq. $300
Andrew K. Pratt, Esq. $300
Paralegal $100
The firm received a retainer of $5,000, plus Chapter 11 filing fee
of $1,738.
As disclosed in court filings, Calaiaro Valencik is a
"disinterested person" within the meaning of Section 101(14) of the
Bankruptcy Code.
The firm can be reached through:
David Z. Valencik, Esq.
Calaiaro Valencik
938 Penn Avenue, Suite 501
Pittsburgh, PA 15222-3708
Phone: (412) 232-0930
Email: dvalencik@c-vlaw.com
About RLI Solutions Company
RLI Solutions Company, doing business as Ronald Lane Inc., sought
protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr.
W.D. Pa. Case No. 22-21375) on July 17, 2022, listing as much as
$10 million in both assets and liabilities. Christopher Lane,
president of RLI Solutions Company, signed the petition.
Judge Thomas P. Agresti oversees the case.
Donald R. Calaiaro, Esq., at Calaiaro Valencik is the Debtor's
legal counsel.
RUSSIAN MEDIA: Unsecureds Will Get 10% of Claims in 60 Months
-------------------------------------------------------------
Russian Media Group LLC d/b/a RTN-WMND filed with the U.S.
Bankruptcy Court for the Eastern District of New York a Disclosure
Statement describing Chapter 11 Plan of Reorganization dated July
26, 2022.
The Debtor is a Russian language television network providing
television network services.
Due to a progressive loss of membership to a steady increase of
pirate television signal distributions in the Russian Federation,
the Debtor experienced continuous financial struggles resulting in
the inability to pay the Intelsat satellite provider the full
monthly service payment. In order to reach a workable resolution
with Intelsat and reorganize other unsecured claims, the Debtor
sought bankruptcy protection on July 1, 2021.
The Plan offers the secured claim of TD Bank, N.A. to be paid in
full, in equal monthly installments, within 60 months commencing
the effective date.
The Plan offers the general unsecured claims a distribution of 10%
to be paid by equal monthly installments within 60 months
commencing on the effective date.
Class II consists of claims of general unsecured creditors in the
Debtor's case totaling $2,333,218.50, to be paid as follows:
* The general unsecured claim of Staples Business Advantage in
the amount of $322.65, will be paid 10% dividend ($32.26) in equal
monthly installment payments in the amount of $0.53 commencing on
the effective date of the plan.
* The general unsecured claim of Min Mac, Trustee for Victor
Mac Gift Trust-2012 in the amount of $25,200.00, will be paid 10%
dividend ($2,520.00) in equal monthly installment payments in the
amount of $42.00 commencing on the effective date of the plan.
* The general unsecured claim of International Media
Distribution, LLC in the amount of $555,269.00, will be paid 10%
dividend ($55,526.90) in equal monthly installment payments in the
amount of $925.44 commencing on the effective date of the plan.
* The general unsecured claim of New York City Economic
Development Corp. in the amount of $76,241.98, will be paid 10%
dividend ($7,624.19) in equal monthly installment payments in the
amount of $127.06 commencing on the effective date of the plan.
* The general unsecured claim of Intelsat US, LLC in the
amount of $1,085,101.64, will be paid 10% dividend ($108,510.16) in
equal monthly installment payments in the amount of $1,808.50
commencing on the effective date of the plan.
* The general unsecured claim of WH Property, Inc. in the
amount of $52,500.00, will be paid 10% dividend ($5,250.00) in
equal monthly installment payments in the amount of $87.50
commencing on the effective date of the plan.
* The general unsecured claim of Encompass Digital Media in
the amount of $538,583.31, will be paid 10% dividend ($53,858.33)
in equal monthly installment payments in the amount of $897.63
commencing on the effective date of the plan.
Grigory Davidzon and Sam Katsman, the equity interest holders,
shall retain their interest in the Debtor following confirmation,
in consideration of a new value contribution, being made by them as
the equity holders, toward the payment of general unsecured
creditor claims, as needed.
Grigory Davidzon, as a Debtor's president and 67% shareholder, will
continue to be employed by the reorganized debtor. Sam Katsman, as
a Debtor's vice president and 23% shareholder, will continue to be
employed by the reorganized debtor.
The Plan will be financed from continuing operating income,
reorganized business operations of the Debtor, from the timely
collections of outstanding receivables, as well as from funds
accumulated in the Debtor's in Possession accounts.
A full-text copy of the Disclosure Statement dated July 26, 2022,
is available at https://bit.ly/3voUWee from PacerMonitor.com at no
charge.
Attorney for the Debtor:
Alla Kachan, Esq.
Law Offices of Alla Kachan, P.C.
2799 Coney Island Avenue, Suite 202
Brooklyn, NY 11235
Tel: (718) 513-3145
Fax: (347) 342-3156
Email: alla@kachanlaw.com
About Russian Media Group
Russian Media Group, LLC, a Brooklyn, N.Y.-based company doing
business as TRN-WMNB, filed a petition for Chapter 11 protection
(Bankr. E.D.N.Y. Case No. 21-41741) on July 1, 2021, listing
$625,956 in assets and $1,532,402 in liabilities. Sam Katsman,
vice-president of Russian Media Group, signed the petition.
Judge Elizabeth S. Stong oversees the case.
The Law Offices of Alla Kachan, P.C. and Wisdom Professional
Services Inc. serve as the Debtor's legal counsel and accountant,
respectively.
S-TEK 1 LLC: Future Income to Fund Plan Payments
------------------------------------------------
S-Tek 1, LLC, filed with the U.S. Bankruptcy Court for the District
of New Mexico a Second Plan of Reorganization under Subchapter V
dated July 25, 2022.
S-Tek was organized in August of 2018 under the laws of the State
of New Mexico. Since its organization, S-Tek has been owned by
Randy Asselin, Christopher Castillo, and Pacific Premier Trust
Company (or a predecessor trust).
On July 8, 2022, Debtor filed its Motion for Declaratory Ruling
that Certain Collateral Has Inconsequential Value Under 11 U.S.C.
§ 1111(b)(1)(B)(i) (the "Motion for Declaratory Ruling"). The
Motion for Declaratory Ruling asked the Court to decide whether
certain collateral, in isolation, would be deemed to be of
inconsequential value within the meaning of the Exception. As of
the filing of this Plan, the Motion for Declaratory Ruling is under
advisement.
This Plan contemplates two contingencies in relation to the Motion
for Declaratory Ruling: (Contingency 1) The Court grants the Motion
for Declaratory Ruling; and (Contingency 2) The Court denies the
Motion for Declaratory Ruling.
Under Option A, claims and interests shall be treated as follows
under this Plan:
Class 1 consists of the $30,000 Secured portion of claim of
Surv-Tek. Debtor will retain its trade name, web domain, and phone
number, and Surv-Tek will retain its security interest therein
until its Class 1 claim is paid in full. Debtor shall pay the
$30,000 claim to Surv-Tek in equal monthly payments beginning on
the Initial Distribution Date and continuing each month through and
including March of 2029, the last month prior to the Maturity Date
set forth in the Closing Agreement, or such other maturity date as
the Bankruptcy Court shall require, consistent with principles of
fairness and equity.
The $30,000 secured portion of Surv-Tek's claim shall accrue
interest from the Effective Date. The interest rate shall be the
the non-default rate of 5% per annum specified under the Promissory
Note in the Closing Agreement unless the Court finds that the Plan
is confirmable only by providing for the Class 1 claim to accrue
interest at the Promissory Note's default interest rate. If so,
then Surv-Tek's class 1 claim shall accrue interest at 12% per
annum.
Class 2 consists of All non-priority unsecured claims of
non-insiders. Noninsider holders of allowed non-priority claims
shall be paid pro rata from monthly payments of $750 per month each
month for five years. Total payments to Class 2 shall equal
$45,000. Debtor estimates that under Option A, Class 2 claims will
total approximately $1,615,000, and will receive about 2.8% of
their claims.
Class 3 consists of the unsecured claim of Ready Capital for a PPP
loan. Pre petition, S-Tek applied for forgiveness of the PPP loan
administered through Ready Capital, and Debtor believes that,
although such forgiveness has not yet been processed, it remains
eligible for forgiveness post-bankruptcy. This claim is classified
as unimpaired because the anticipated loan forgiveness for which
S-Tek applied represents a contractual or non-bankruptcy statutory
entitlement of the Debtor under the paycheck protection program.
Class 4 consists of the Debtor's equity interest holders. Debtor's
equity interest holders shall retain their equity interest under
the Plan.
Under Option B, claims and interests shall be treated as follows
under this Plan:
Class 1 consists of the Wholly secured claim of Surv-Tek. Debtor
will retain none of the collateral in which Surv-Tek has a security
interest, to the extent of Surv-Tek's security interest. Surv-Tek
has made the § 1111(b) election through which its entire claim is
treated as secured, notwithstanding the lower value of its
collateral. Debtor proposes that surrender of the Collateral be
deemed to effect a total satisfaction of Surv-Tek's claim unless
the Court finds that a different treatment is necessary to make the
Plan confirmable.
Class 2 consists of All non-priority unsecured claims of
non-insiders. Noninsider holders of allowed non-priority claims
shall be paid pro rata from monthly payments of $750 per month each
month for five years. Total payments to Class 2 shall equal
$45,000. Debtor estimates that under Option B, if Debtor's
surrender of collateral effects a total satisfaction of Surv-Tek's
claim, then Class 2 claims will total approximately $208,000, and
will receive about 21.6% of their claims.
Debtor estimates that under Option B, if Debtor's surrender of
collateral does not effect a total satisfaction of Surv-Tek's
claim, then Class 2 claims will total approximately $1,635,000, and
will receive about 2.8% of their claims. Both of the estimates
assume successful challenges by the Debtor of the claims of Salls
Brothers Construction, Inc.; Blackgarden Law; and Guebert, Gentile,
Piazza, P.C. In addition, the estimate assumes that Surv Tek
succeeds in adding its entire pre-petition claimed enforcement fees
of $159,151.13 to its claim against the Debtor.
Class 3 consists of the unsecured claim of Ready Capital for a PPP
loan. Pre petition, S-Tek applied for forgiveness of the PPP loan
administered through Ready Capital, and Debtor believes that,
although such forgiveness has not yet been processed, it remains
eligible for forgiveness post-bankruptcy. This claim is classified
as unimpaired because the anticipated loan forgiveness for which
S-Tek applied represents a contractual or non-bankruptcy statutory
entitlement of the Debtor under the paycheck protection program.
Class 4 consists of the Debtor's equity interest holders. Debtor's
equity interest holders shall retain their equity interest under
the Plan.
The Reorganized Debtor will fund Plan Payments from future income
of the Reorganized Debtor and, in the Reorganized Debtor's
discretion, other property of the Reorganized Debtor.
A full-text copy of the Second Amended Plan dated July 25, 2022, is
available at https://bit.ly/3ODJgeo from PacerMonitor.com at no
charge.
Counsel for Debtor:
Nephi D. Hardman, Esq.
NEPHI D. HARDMAN ATTORNEY AT LAW, LLC
9400 Holly Ave NE, Bldg 4
Albuquerque, NM 87122
Tel: (505) 944-2494
Fax: (505) 392-5177
E-mail: nephi@turnaroundbk.com
About S-Tek 1
Based in Albuquerque, N.M., S-Tek 1 LLC, also known as SurvTek --
https://www.survtek.com/ -- is a land surveying and consulting firm
providing services to both the private and public sectors
throughout New Mexico.
S-Tek 1 filed a Chapter 11 petition (Bankr. D.N.M. Case No.
20-12241) on Dec. 2, 2020. In its petition, the Debtor disclosed
$355,177 in assets and $2,251,153 in liabilities. Randy Asselin,
managing member, signed the petition.
Judge Robert H. Jacobvitz presides over the case.
The Debtor tapped Nephi D. Hardman Attorney at Law, LLC as its
bankruptcy counsel and FPM & Associates, LLC as its accountant.
SALINE LODGING: Court Confirms YES's Plan, as Modified
------------------------------------------------------
Judge Maria L. Oxholm has entered an order approving the Disclosure
Statement of Saline Lodging Group, LLC filed by Creditor Your
Enterprise Solutions, LLC ("YES"), with the addition to
specifically provide that the Adversary Proceeding filed by YES
against Tri-County is to be dismissed with prejudice and the
objection filed by YES to the proof of claim filed by Tri-County
shall be withdrawn with prejudice.
The Plan is approved and confirmed pursuant to Sections 1129(a) and
1129(b) of the Bankruptcy Code.
Classes 1, 4, 5, 6 and 7 are impaired under the Plan.
As no ballots were received from creditors in Class 1, this Class
is deemed to have not accepted the Plan. Class 2, which is not
impaired, is deemed to have accepted the Plan pursuant to 11 U.S.C.
Section 1126(f). Class 3, which submitted ballots, has accepted
the Plan. The Plan has been accepted by the sole member of Class
4. While the holder of the sole claim in Class 5 has voted to
accept the Plan, the Plan does not provide for the Class to receive
or retain any property on account of such claim -- thus the class
is deemed to not have accepted the Plan. While Class 6 voted to
accept the Plan, the class is deemed to not have accepted the Plan.
Class 7 is deemed to not have accepted the Plan.
YES has orally proposed to modify the Plan treatment of Class 3
creditor Tri-County Electric Company of Washtenaw County to provide
that the dispute of that claim has been resolved such that YES has
purchased such claim, that such purchased claim need not be paid at
Closing, and that no funds are required to be escrowed therefore.
Tri-County has consented to such modification. No other parties are
adversely impacted by such modification.
Section III, Class 1 of the Plan provides for the payment of fees
payable under 28 U.S.C. Section 1930.
YES has filed its Modification of Liquidating Plan to provide that
the Class 3 claim held by Tri-County has been assigned to YES and
that such Claim need not be paid on the Effective Date. Any
modifications to the Plan do not cause the Plan to fail to meet the
requirements of Sections 1122 and 1123 of the Bankruptcy Code,
comply with the provisions of Section 1127(a) of the Bankruptcy
Code, and do not adversely affect the treatment afforded under the
Plan to the holders of Claims entitled to vote on the Plan. This
modification has been accepted by Tri-County. No further notice or
solicitation thereon is required.
Effective upon YES's payment of (a) $25,000 to the Debtor to be
applied to payment of the claims in Class 1, (b) obligations due to
the holders of tax claims in Class 2, and (c) the claim of Chelsea
Lumber in Class 3, the conveyance of the Property to YES will be a
legal, valid and effective transfer of the Property to YES and will
be and is free and clear of any and all liens, claims and/or any
other interests of any party or parties, and will vest YES with all
right, title and interest of the Debtor to the Property free and
clear of all such liens, claims and interests, including, but not
limited to the following:
A. The mortgage lien of YES held pursuant to assignment from
First State Bank as reflected by a mortgage dated February 28,
2019, recorded on March 8, 2019, in Liber 5294, Page 938, Washtenaw
County Records;
B. That certain Assignment of Leases and Rents in favor of
First State Bank dated February 28, 2019, recorded March 8, 2019 in
Liber 5294, Page 939, Washtenaw County Records;
C. That certain Financing Statement in favor of First State
Bank dated March 8, 2019, recorded in Liber 5294, Page 940,
Washtenaw County Records;
D. That certain Notice of Professional Services Contract file
by J. Bradley Moore & Associates Architects Inc. recorded August
14, 2019, in Liber 5315, Page 301, Washtenaw County Records;
E. That certain lis pendens recorded by Acoustic Ceiling &
Partition in Liber 5358, Page 246, Washtenaw County Records;
F. That certain Claim of Lien filed by Chelsea Lumber Company
recorded March 4, 2020 in Liber 5344, Page 502, Washtenaw County
Records;
G. That certain Claim of Lien filed by Quality Roofing Inc.,
recorded March 6, 2020 in Liber 5344, Page 972, Washtenaw County
Records;
H. That certain Claim of AAA Toilets Inc., recorded April 7,
2020 in Liber 5348 Page 415, Washtenaw County Records;
I. That certain notice of lis pendens recorded by Tri-County
Electric Company of Washtenaw County in Liber 5410, Page 630,
Washtenaw County Records;
J. That certain notice of lis pendens recorded by Chelsea
Lumber Company in Liber 5375, Page 481, Washtenaw County Records;
K. That certain claim of lien filed by Hoffman Plastering LLC
recorded May 12, 2020, in Liber 5354, Page 354, Washtenaw County
Records;
L. That certain Mortgage in favor of William J. Long, Jr.
recorded July 10, 2020, in Liber 5363, Page 662; and
M. That certain Mortgage in favor of William J. Long, Jr.
recorded July 10, 2020, in Liber 5363, Page 663.
Effective upon YES's payment of (a) $25,000 to the Debtor to be
applied to payment of the claims in Class 1, (b) the obligations
due to the holders of tax claims in Class 2, and (c) the claim of
Chelsea Lumber in Class 3, and the conveyance by the Debtor of the
Property to YES, each of the Recorded Lien Documents, and the liens
and claims evidenced thereby, will be deemed to be discharged and
of no further force and effect.
The Debtor shall hold the $25,000 tendered by YES for payment of
fees due pursuant to 28 U.S.C. section 1930 and to creditors
holding Class 1 claims, to be disbursed pursuant to order(s) of the
Court allowing such claims and directing distribution. If and to
the extent that the fees and allowed amounts are less than $25,000
in the aggregate, the excess amount shall be refunded to YES.
About Saline Lodging Group
Saline, Mich.-based Saline Lodging Group is a Michigan corporation
formed on February 4, 2017, to own and run a hotel and restaurant
at 1250 E. Michigan Ave., Saline, Michigan. The hotel and
restaurant is a three story, 63-room hotel, with 40 double queen
suites, 10 king room suites, and three long-term suites.
Saline Lodging Group filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. E.D. Mich. Case No.
21-47210) on Sept. 6, 2021, listing as much as $10 million in both
assets and liabilities. Judge Maria L. Oxholm presides over the
case. Donald Darnell, Esq., at Darnell Law Office represents the
Debtor as legal counsel.
SALINE LODGING: Modifies Treatment of Tri-County Claim
------------------------------------------------------
Creditor, Your Enterprise Solutions, LLC ("YES"), filed a
Liquidating Combined Plan and Disclosure Statement for Saline
Lodging Group, LLC on June 7, 2022.
By an order dated June 16, 2022, the Bankruptcy Court preliminarily
approved the Disclosure Statement.
YES proposes the following modification to its Plan and Disclosure
Statement pursuant to 11 U.S.C. Section 1127 and Bankruptcy Rule
3019(a).
The treatment of Class 3 is to be modified as follows:
The treatment of the lien claim of Tri-County Electric Company
of Washtenaw County ("Tri-County"), was asserted in the sum of
$335,124.00. It is to be paid to the holder thereof in the sum of
$160,000.00 on the later of (i) the Effective Date, (ii) ten (10)
days after the entry of a Final Order determining the Allowed Claim
of Tri-County, or (iii) such date as YES may elect.
The treatment of all other holders of Class 3 claims shall remain
as provided in the Plan.
Tri-County has approved of this modification. This modification
does not adversely change the treatment of the claim of any
creditor or the interest of any equity security holder who has not
accepted in writing the modification.
Attorneys for Your Enterprise Solutions, LLC:
Geoffrey L. Silverman, Esq.
Melinda B. Oviatt, Esq.
32300 Northwestern Highway, Suite 200
Farmington Hills, MI
Tel: (248) 855-6500
E-mail: gsilverman@fwf-law.com
moviatt@fwf-law.com
About Saline Lodging Group
Saline, Mich.-based Saline Lodging Group is a Michigan corporation
formed on February 4, 2017, to own and run a hotel and restaurant
at 1250 E. Michigan Ave., Saline, Michigan. The hotel and
restaurant is a three story, 63-room hotel, with 40 double queen
suites, 10 king room suites, and three long-term suites.
Saline Lodging Group filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. E.D. Mich. Case No.
21-47210) on Sept. 6, 2021, listing as much as $10 million in both
assets and liabilities. Judge Maria L. Oxholm presides over the
case. Donald Darnell, Esq., at Darnell Law Office represents the
Debtor as legal counsel.
SILVER STATE: Amends Class 2A & 2C Unsecureds' Claims Pay Details
-----------------------------------------------------------------
Silver State Broadcasting, LLC and its Debtor Affiliates submitted
a First Amended Disclosure Statement describing First Amended Plan
of Reorganization dated July 26, 2022.
The Court granted the Debtors' Turnover Motion requiring the
Receiver to immediately turn over to the Debtors all of their
assets and file an Accounting with the Court by April 8, 2022. The
Receiver has done very little to comply with his duties under the
Turnover Order.
Because of the inadequacy of the Receiver's purported accounting,
the Debtors filed a motion seeking to take the Rule 2004
examination of the Receiver to obtain additional information about
the Debtors' financial condition during the Receivership. The Rule
2004 examination of the Receiver was taken on June 13, 2022 and
July 8, 2022.
Class 2A consists of disputed unsecured claims collectively against
all three Debtors. Debtors have objected to each of these creditor
claims, with a hearing scheduled for August 24, 2022, at 1:30 p.m.
The Class 2A Disputed Unsecured Claims, estimated in the total
amount of $0.00 shall be resolved through the formal claim
objection process or by agreement of the parties. Any allowed
claims that result shall be paid in full by all 3 Debtors equally
on the later of the effective date, or within five business days
after any order allowing the claims becomes final and unappealable,
with interest of 1% per annum or lesser till rate from the petition
date, until paid.
Class 2C consists of allowed unsecured claim against Silver State
in the amount of $37,644.73, as of the Petition Date. The Class 2C
Allowed Unsecured Claims shall be paid in full by Debtor Silver
State with interest of 1% per annum or lesser till rate from the
petition date until paid, on the later of the effective date, or
within five business days after any order allowing the claims
becomes final and unappealable.
Class 3 consists of the shareholder's equity interests in the
Debtors specifically Royce International Broadcasting, Inc. as to a
100% stock ownership interest in each Debtor. The equity interests
of the shareholders of the Debtors existing on the Petition Date
shall remain unchanged.
The Debtors shall fund the proposed Plan payments through ongoing
Radio Station Group revenues, proceeds of the sale of Golden
State's KREV FM license and related radio station assets, or funds
provided by Edward Stolz and his related Trusts. Edward Stolz
and/or his related Trusts has assets that he is willing to
contribute to the Debtors that exceed $2,000,000.
A full-text copy of the First Amended Disclosure Statement dated
July 26, 2022, is available at https://bit.ly/3ozJ7Ov from
PacerMonitor.com at no charge.
Attorneys for the Debtors:
Stephen R. Harris, Esq.
Harris Law Practice LLC
6151 Lakeside Drive, Suite 2100
Reno, NV 89511
Tel.: (775) 786-7600
Email: steve@harrislawreno.com
About Silver State
Broadcasting
Las Vegas-based Silver State Broadcasting, LLC and its affiliates,
Major Market Radio, LLC and Golden State Broadcasting, LLC, filed
voluntary petitions for Chapter 11 protection (Bankr. D. Nev. Lead
Case No. 21-14978) on Oct. 19, 2021. Edward R. Stolz, manager of
Silver State Broadcasting, signed the petitions. In its
petition, Silver State listed up to $50 million in assets and up to
$1 million in liabilities.
Judge August B. Landis oversees the cases.
Stephen R. Harris, Esq., at Harris Law Practice, LLC, represents
the Debtors.
SKAUTO BODY REPAIR: Files Emergency Bid to Use Cash Collateral
--------------------------------------------------------------
SKAuto Body Repair, Inc. asks the U.S. Bankruptcy Court for the
Northern District of Georgia, Atlanta Division, for authority to
use cash collateral to pay operational and administrative
expenses.
Shannon K. Abernathy incorporated the Debtor in the State of
Georgia on August 14, 2007, as S.K. Abernathy, Inc. On June 11,
2015, the name was changed to SKAuto Body Repair, Inc. Abernathy is
the Debtor's sole shareholder, C.E.O., and C.F.O.
In addition to its leased premises having a local address of 2490
S. Main Street, Suite C, Kennesaw, GA, 30144, at one point the
Debtor also operated shops in Arizona, North Carolina, and
Tennessee. Those out of state locations, however, proved to be
unprofitable. The Debtor closed those locations during the past few
years and now operates solely out of its Kennesaw, Georgia
location. In the meantime, however, the Debtor fell behind with a
variety of accounts payable which necessitated seeking bankruptcy
relief. Although it may fluctuate, the Debtor currently employs 9
W-2 employees, which includes the officers and Abernathy's son
Dylan Abernathy.
AKZO Nobel Coatings, Inc. asserts a claim against the Debtor and
Shannon Abernathy personally in the amount of $244,450 as evidenced
by pre-Petition supply and security agreements, a judgment dated
September 14, 2021, and a Writ of Fieri Facias filed January 20,
2022 in the Cobb County, Georgia public records.
Kabbage, Inc. asserts a claim against the Debtor, and perhaps
against Shannon Abernathy personally, in the amount of $13,450,
evidenced by pre-Petition business loan agreements.
Keystone Automotive Industries, Inc. asserts a claim against the
Debtor and Shannon Abernathy personally in the amount of $725,342
as evidenced by pre-Petition supply and security agreements.
Included in the $725,342 claim amount is the $244,450 claim of AKZO
Nobel as Keystone, AKZO Nobel, and Debtor were all parties to one
of the pre-petition supply agreements.
The Debtor intends to use the cash collateral from the period
commencing on the Petition Date and ending on the earlier of the
following dates or events: (a) the appointment of a Chapter 11
Trustee; (b) the conversion of this Bankruptcy Case to a case under
Chapter 7 of the Bankruptcy Code; (c) the occurrence of a default
hereunder which remains uncured as provided herein; (d) the entry
of an order dismissing the Bankruptcy Case and such Order becoming
effective pursuant to its terms; or (e) further order of this
Bankruptcy Court.
As adequate protection, the parties with an interest in the cash
collateral will be granted a replacement lien on all property of
the kind and in the same priority as the respective liens of
Respondents attached as of the Petition Date.
These events constitute an "Event of Default":(i) the conversion or
dismissal of the case; or (ii) the appointment of a trustee or an
examiner with expanded powers in the case; and (iii) Debtor's
failure to comply with the Interim Order and the Final Order.
A copy of the motion and the Debtor's budget for the period from
July 2022 to May 2024 is available at https://bit.ly/3BnD9rn from
PacerMonitor.com.
The Debtor projects $184,788 in total income and $49,972 in total
expenses for July 2022.
The Debtor projects $185,850 in total income and $50,221 in total
expenses for August 2022.
The Debtor projects $186,919 in total income and $50,472 in total
expenses for September 2022.
About SKAuto Body Repair
SKAuto Body Repair Inc. is a premier auto body and repair
specialist located in Kennesaw, Georgia.
SKAuto Body Repair Inc. filed a petition for relief under
Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D.
Ga. Case No. 22-55573) on July 22, 2022. In the petition filed by
Shannon Abernathy, as CEO and CFO, the Debtor estimated assets
between $100,000 and $500,000 and liabilities between $1 million
and $10 million.
John T. Whaley filed by Trustee. has been appointed as Subchapter V
trustee.
Paul Reece Marr, of Paul Reece Marr, P.C., is the Debtor's
counsel.
SMILE STREET: Seeks to Hire MorrisMargulies as New Counsel
----------------------------------------------------------
Smile Street Dental, LLC seeks approval from the U.S. Bankruptcy
Court for the District of Maryland to hire MorrisMargulies, LLC to
substitute for Meridian Law, LLC.
The firm's services include:
a. representing the Debtor in its Chapter 11 case and advising
the Debtor as to its rights, duties and powers;
b. preparing legal documents and negotiating and formulating a
plan of reorganization for the Debtor;
c. representing the Debtor at all hearings, meeting of
creditors, conferences, trials, and other proceedings in its
bankruptcy case; and
d. performing such other legal services as may be necessary in
connection with the case.
The firm received a retainer in the amount of $5,000.
As disclosed in court filings, MorrisMargulies neither holds nor
represents an interest adverse to the Debtor's estate.
The firm can be reached through:
Frank Morris II, Esq.
MorrisMargulies, LLC
8201 Corporate Drive, Suite 260
Landover, MD 20785
Phone: 301-731-1000
Fax: 301-731-1206
Email: frankmorrislaw@yahoo.com
About Smile Street Dental
Smile Street Dental, LLC filed its voluntary petition for relief
under Chapter 11 of the Bankruptcy Code (Bankr. D. Md. Case No.
22-12046) on April 18, 2022, listing as much as $1 million in both
assets and liabilities. Dr. Amber Royal, member, signed the
petition.
Judge David E. Rice oversees the case.
Frank Morris II, Esq., at MorrisMargulies, LLC serves as the
Debtor's counsel.
STORCENTRIC INC: Seeks to Hire Jones Walker as Bankruptcy Counsel
-----------------------------------------------------------------
StorCentric, Inc. seeks approval from the U.S. Bankruptcy Court for
the Northern District of California to employ Jones Walker, LLP as
its bankruptcy counsel.
The firm's services include:
a. advising the Debtor with respect to its rights, powers, and
duties in the continued operation and management of its
businesses;
b. preparing and pursuing confirmation of a plan of
reorganization and approval of a disclosure statement;
c. preparing legal documents and reviewing all financial
reports to be filed;
d. advising the Debtor concerning the preparation of responses
to legal documents, which may be filed by other parties;
e. appearing in court;
f. representing the Debtor in connection with the use of cash
collateral or obtaining post-petition financing;
g. advise the Debtor in the negotiation and documentation of
financing agreements, cash collateral orders, and related
transactions;
h. investigating the nature and validity of liens asserted
against property of the Debtor, and advising the Debtor concerning
the enforceability of liens;
i. taking necessary actions to collect income and assets, and
recover property for the benefit of the Debtor's estate;
j. assisting the Debtor in connection with any potential
property dispositions;
k. advising the Debtor concerning executory contract and
unexpired lease assumption, assignment or rejection;
l. taking all necessary actions to protect and preserve the
Debtor's estate, including the prosecution of actions on the
Debtor's behalf, the defense of any actions commenced against the
Debtor, the negotiation of disputes in which the Debtor is
involved, and the preparation of objections, as necessary, to
relief sought and claims filed against the estate;
m. performing legal services with respect to matters relating
to corporate governance and matters involving the fiduciary duties
of the Debtor and its officers, directors and managers; and
o. providing other necessary legal services for the Debtor.
Jones Walker will charge these hourly fees:
Partners $700
Associates $495
Paraprofessionals $265
Mark Mintz, Esq., a partner at Jones Walker, disclosed in court
filings that his firm does not have any interests adverse to the
Debtor's estate, creditors and equity interest holders.
In accordance with Appendix B-Guidelines for reviewing fee
applications filed by attorneys in larger Chapter 11 cases, Mr.
Mintz disclosed in court filings that his firm has not agreed to a
variation of its standard or customary billing arrangements for its
employment with the Debtor, and that no Jones Walker professional
has varied his rate based on the geographic location of the
Debtor's bankruptcy case.
Jones Walker represented the Debtor for years prior to the petition
date. The billing rates and material financial terms in connection
with such representation have not changed post-petition other than
due to annual and customary firm-wide adjustments to the firm's
hourly rates in the ordinary course of its business, Mr. Mintz
further disclosed.
Jones Walker has consulted with the Debtor and agreed upon an
approved budget and staffing plan for the firm's engagement,
according to the Debtor's attorney.
The firm can be reached through:
Mark A. Mintz, Esq.
Jones Walker, LLP
201 St. Charles Ave
New Orleans, LA 70170-5100
Direct: 504.582.8368
Fax: 504.589.8368
Email: mmintz@joneswalker.com
About StorCentric Inc.
StorCentric, Inc. develops software and security systems to
mitigate cybersecurity threats to ensure data is not compromised.
StorCentric and its affiliates sought protection under Chapter 11
of the U.S. Bankruptcy Code (Bankr. N.D. Calif. Case No. 22-50515)
on June 20, 2022. In the petitions filed by John Coughlan, chief
financial officer, StorCentric disclosed up to $50 million in both
assets and liabilities.
Judge M. Elaine Hammond oversees the cases.
The Debtors tapped John W. Mills, III, Esq., at Jones Walker LLP as
counsel and Force Ten Partners, LLC as financial advisor.
STORCENTRIC INC: Taps Force Ten Partners as Financial Advisor
-------------------------------------------------------------
StorCentric, Inc. and its affiliates seek approval from the U.S.
Bankruptcy Court for the Northern District of California to employ
Force Ten Partners, LLC as financial advisor.
The firm will render these services:
1) Court Disclosures
(a) assist in the preparation of first day motions and
developing procedures and processes necessary to implement such
motions;
(b) assist with monthly operating reports, schedules, statements
of financial affairs, and other financial information and
disclosures required during the pendency of the cases;
(c) assist the Debtors and legal counsel with preparation of all
case motions requiring financial information or analysis; and
(d) assist with the development and maintenance of a creditor
matrix, claims and other parties in interest information.
2) Post-Petition Accounting/Cash Flow/Operations
(a) assist with developing accounting and operating procedures
to segregate post-petition business transactions;
(b) assist with monitoring of all cash disbursements;
(c) assist with preparing cash collateral budgets and weekly
monitoring and compliance thereof; and
(d) assist with business operating activities as necessary.
3) Investment Banking Services
(a) assist the Debtors in identifying and evaluating parties
interested in facilitating transactions;
(b) advise the Debtors on tactics and strategies for negotiating
with potential parties to a transaction, creditors, and other
stakeholders, and participate in such negotiations;
(c) assist the Debtors in preparing materials describing the
Debtors for distribution and presentation to parties that might be
interested in a transaction;
(d) advise the Debtors on the timing, nature, and terms of new
securities, other consideration, or other inducements to be offered
pursuant to any transaction;
(e) assist in the Debtors' over-bid process related to the
proposed sale of their assets; and
(f) render financial advice to the Debtors related to a
transaction and participate in meetings or negotiations with
creditors, stakeholders, or other appropriate parties.
4) Plan Services
(a) render general financial advice, financial analytics, and
modeling;
(b) assist in preparing the plan of liquidation or
reorganization and disclosure statement;
(c) assist with the review, classification, and quantification
of claims against the estates under the plan of liquidation or
reorganization;
(d) assist in the identification of executory contracts and
unexpired leases and performing the cost/benefit evaluations with
respect to the assumption or rejection of each, as needed;
(e) assist in effecting the plan of liquidation or
reorganization; and
(f) render such other general business consulting or such
additional assistance as the Debtors' management or counsel may
deem necessary.
The hourly rates of the firm's professionals are as follows:
Adam Meislik, Partner $850
Chad Kurtz, Managing Director $650
Darryl Myers, Managing Director $495
Camden Alchanati, Associate $395
Partners $750 - $950
Managing Directors $475 - $650
Directors, Associates, and Staff $225 - $475
The Debtors will pay the firm a transaction fee equal to 5 percent
of the gross proceeds for its investment bankruptcy services.
In addition, the firm will seek reimbursement for expenses
incurred.
Adam Meislik, a member of Force Ten Partners, disclosed in a court
filing that the firm is a "disinterested person" as that term is
defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Adam Meislik
Force Ten Partners, LLC
5271 California Ave., Suite 270
Irvine, CA 92617
Telephone: (949) 357-2359
Email: ameislik@force10partners.com
About StorCentric Inc.
StorCentric, Inc. develops software and security systems to
mitigate cybersecurity threats to ensure data is not compromised.
StorCentric and its affiliates sought protection under Chapter 11
of the U.S. Bankruptcy Code (Bankr. N.D. Calif. Case No. 22-50515)
on June 20, 2022. In the petitions filed by John Coughlan, chief
financial officer, StorCentric disclosed up to $50 million in both
assets and liabilities.
Judge M. Elaine Hammond oversees the cases.
The Debtors tapped John W. Mills, III, Esq., at Jones Walker LLP as
counsel and Force Ten Partners, LLC as financial advisor.
SUNLIGHT RIVER: Gets OK to Tap Josephs Appraisal Group as Appraiser
-------------------------------------------------------------------
Sunlight River Crossing, LLC received approval from the U.S.
Bankruptcy Court for the District of Arizona to employ Josephs
Appraisal Group as appraiser.
The firm will provide these services:
(a) prepare an appraisal report related to the Debtor's real
property located at 700 N. Page Springs Road, Cornville, Arizona;
(b) prepare deposition; and
(c) attend at deposition or evidentiary hearing, if
necessary.
The firm will be paid at the rate of $1,500 for its appraisal
services and $300 per hour for preparation and attendance at
deposition or evidentiary hearing.
Michael Wright, a member of Josephs Appraisal Group, disclosed in a
court filing that the firm is a "disinterested person" as that term
is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Michael Wright
Josephs Appraisal Group
1641 E. Osborn Rd., Ste 8
Phoenix, AZ 85016
Telephone: (602) 955-4050
About Sunlight River Crossing
Cornville, Ariz.-based Sunlight River Crossing, LLC filed a
petition under Chapter 11, Subchapter V of the Bankruptcy Code
(Bankr. D. Ariz. Case No. 21-04364) on June 4, 2021, listing as
much as $10 million in both assets and liabilities. Joseph E.
Cotterman of Gallagher & Kennedy serves as Subchapter V trustee.
Judge Brenda K. Martin presides over the case.
Keery McCue PLLC, Sonoran Capital Advisors LLC and Jade Accounting
Inc. serve as the Debtor's legal counsel, financial advisor, and
accountant, respectively.
988, LLC, as lender, is represented by Bryan Wayne Goodman of
Goodman & Goodman, PLC.
TAVERN ON LAGRANGE: Unsecureds Will Get 19% of Claims in 60 Months
------------------------------------------------------------------
Tavern on LaGrange Corp. filed with the U.S. Bankruptcy Court for
the Northern District of Illinois a Subchapter V Plan of
Reorganization for Small Business dated July 26, 2022.
The Debtor is a corporation doing business as Tavern On LaGrange.
It is a neighborhood Tavern in Countryside, Illinois that has been
in operation since February 29, 2020 under this current ownership,
and was previously in business for many years prior to the new
ownership group taking over.
Since reopening Tavern on LaGrange Corp had a judgment against it
by an unsecured creditor who then levied its bank accounts. As a
result Tavern on LaGrange Corp sought to reorganize under sub
chapter V of chapter 11 of the bankruptcy code in order to remain
in business.
The Debtor proposes this Plan to restructure its current
indebtedness and to address all outstanding Claims against and
Interests in the Debtor.
This Plan under the Code proposes to pay creditors of the Debtor
from future income from operations of the business ("Property")
received by the Debtor over the next 3 year period beginning 30
days following the effective date of the Plan in accordance with
section 1191(c)(2)(B).
Non-Priority unsecured creditors holding allowed claims will
receive distributions, which the proponent of this Plan has valued
at approximately 19 cents on the dollar. This Plan also provides
for the payment of administrative and priority claims and all
Professional Fees.
Class 2 consists of Secured Claims of Creditors holding secured
interest in Cash Collateral. Payable in full without interest over
a period of 60 months with an estimated payment of $3,804.77 per
month or $11,414.31 per quarter, within 30 days after the effective
date of the plan or the first current quarter after the effective
date of the plan, whichever is later. Secured Claims total
$228,286.19
Class 3 consists of the Secured Claim of Ally Bank, Centra Funding
and Amur Financial. Claim 3 is non impaired and being paid as
agreed $1,155.55 per month (on the $61,767.05 claim) and has been
paid as agreed since the filing of the petition and will be paid in
the same manner as the loan agreement attached to the POC-7 filed
by Ally Bank.
Class 4 consists of General unsecured creditors. Unsecured
creditors shall receive approximately 19% of claims, pro rata over
60 months at a rate of $1,333.33 per month or $4,000.00 per quarter
commencing within 30 days after the effective date of the plan or
the first current quarter after the effective date of the plan,
whichever is later.
Amount of unsecured claims filed total $418,310.77 to be paid pro
rata to all unsecured claims at 19%. Payments to Unsecured
Creditors shall not exceed $80,000.00 even if that results in a
payment of less than 19%.
Class 5 consists of Equity Security Holders of the Debtor. Equity
Security Holders will not receive a distribution under the Plan.
This class is impaired. Equity security holders shall retain their
interest in the Debtor.
The Debtor will serve as the Disbursing Agent for the Plan and the
Debtor will administer the Plan and any payments. The plan will be
funded by the continued operations of the Debtor and income and
cash flow of the business derived from operations of the Debtor.
A full-text copy of the Plan of Reorganization dated July 26, 2022,
is available at https://bit.ly/3cMPA66 from PacerMonitor.com at no
charge.
Debtor's Counsel:
J. Kevin Benjamin, Esq.
Benjamin Legal Services PLC
1016 West Jackson Blvd.
Chicago, IL 60607-2914
Telephone: (312) 853-3100
Email: jkb@benjaminlaw.com
About Tavern on Lagrange Corp.
Tavern on Lagrange Corp. is a privately held company that operates
an upscale bistro at 5403 South La Grange Road, Countryside, IL
60525. The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Ill. Case No. 22-04773) on April 26,
2022. In the petition signed by Estevein G. Perkins, as manager and
designated corporate representative, the Debtor disclosed up to
$50,000 in assets and up to $10 million in liabilities.
Judge Benjamin A. Goldgar oversees the case.
J. Kevin Benjamin, Esq., at Benjamin Legal Services is the Debtor's
counsel.
TEXAS MARINE: Seeks to Tap The Lane Law Firm as Bankruptcy Counsel
------------------------------------------------------------------
Texas Marine Supplies, LLC seeks approval from the U.S. Bankruptcy
Court for the Southern District of Texas to employ The Lane Law
Firm, PLLC as its legal counsel.
The firm will render these legal services:
(a) assist, advise and represent the Debtor relative to the
administration of the Chapter 11 case;
(b) assist, advise and represent the Debtor in analyzing its
assets and liabilities, investigating the extent and validity of
lien and claims, and participating in and reviewing any proposed
asset sales or dispositions;
(c) attend meetings and negotiate with the representatives of
the secured creditors;
(d) assist the Debtor in the preparation, analysis, and
negotiation of any plan of reorganization and disclosure statement
accompanying any plan of reorganization;
(e) take all necessary action to protect and preserve the
interests of the Debtor;
(f) appear, as appropriate, before this court, the appellate
courts, and other courts in which matters may be heard and to
protect the interests of the Debtor; and
(g) perform all other necessary legal services in this case.
The hourly rates of the firm's counsel and staff are as follows:
Robert C. Lane $550
Supervising Attorneys $475
Associate Attorneys $350 - $400
Paraprofessionals $125 - $175
In addition, the firm will seek reimbursement for expenses
incurred.
The firm received a total retainer of $23,750 from the Debtor.
Robert Lane, Esq., an attorney at The Lane Law Firm, disclosed in a
court filing that the firm is a "disinterested person" as the term
is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Robert C. Lane, Esq.
Joshua D. Gordon, Esq.
Christopher C. West, Esq.
The Lane Law Firm, PLLC
6200 Savoy, Suite 1150
Houston, TX 77036
Telephone: (713) 595-8200
Facsimile: (713) 595-8201
Email: notifications@lanelaw.com
Joshua.gordon@lanelaw.com
Chris.west@lanelaw.com
About Texas Marine Supplies
Texas Marine Supplies, LLC sought protection under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. S.D. Texas Case No. 22-32055) on
July 25, 2022, listing as much as $1 million in both assets and
liabilities. Gilberto Sanchez Zamora, president, signed the
petition.
Judge Jeffrey P. Norman oversees the case.
The Lane Law Firm, PLLC serves as the Debtor's counsel.
UDP LABS: Taps Young Basile Hanlon & MacFarlane as Patent Counsel
-----------------------------------------------------------------
UDP Labs, Inc. received approval from the U.S. Bankruptcy Court for
the Northern District of California to employ Young Basile Hanlon &
MacFarlane, P.C. as its patent counsel.
The Debtor requires the assistance of a patent counsel to maintain
intellectual property matters in good standing with the U.S. Patent
and Trademark Office and foreign offices.
The firm's customary rates are as follows:
Partners $600 per hour
Associates $530 per hour
Paraprofessionals $150 per hour
The firm will charge the Debtor a 16.7 percent discount on its
customary rates.
Francine Nesti, Esq., a partner at Young Basile Hanlon &
MacFarlane, disclosed in court filings that his firm does not have
any interests adverse to the Debtor's estate, creditors and equity
interest holders.
In accordance with Appendix B-Guidelines for reviewing fee
applications filed by attorneys in larger Chapter 11 cases, Ms.
Nesti disclosed the following:
-- the firm has extended a 16.7 percent discount on its
customary rates to the Debtor, consistent with its prior billing
arrangements with it;
-- no professional at the firm who is included in the
engagement has varied his rate based on the geographic location of
the bankruptcy case;
-- the firm has represented the Debtor since Aug. 1, 2018 and
has extended a 16.7 percent discount to the Debtor for its services
since the engagement; and
-- the firm is developing a prospective budget and staffing
plan for this Chapter 11 case.
Young Basile Hanlon & MacFarlane can be reached through:
Francine Nesti, Esq.
Young Basile Hanlon & MacFarlane, P.C.
3001 West Big Beaver Rd. Suite 624
Troy, MI 48084-3107
Phone: 248-649-3333
Fax: 248-649-3338
Email: info@youngbasile.com
About UDP Labs
UDP Labs Inc., a biometric monitoring start-up company in Los
Gastos, Calif., sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Calif. Case No. 22-50439) on May 20,
2022. In the petition filed by Carl Hewitt, chief technology
officer, the Debtor listed total assets of $4,096,000 and total
debt of $4,681,663.
Judge Stephen L. Johnson oversees the case.
Keller & Benvenutti, LLP, Young Basile Hanlon & MacFarlane, P.C.,
and Goodwin Procter, LLP serve as the Debtor's bankruptcy counsel,
patent counsel and special litigation counsel, respectively.
VOLUNTEER ENERGY: Asks Court to Extend Exclusivity Thru Nov. 22
---------------------------------------------------------------
Volunteer Energy Services, Inc., asks the U.S. Bankruptcy Court for
the Southern District of Ohio, Eastern Division, to extend their
exclusive periods to file and solicit votes for a Chapter 11 plan
through and including November 22, 2022, and January 19, 2023,
respectively.
As of the Petition Date, the Debtor served approximately 212,000
retail electricity and natural gas customers throughout Ohio,
Michigan, Kentucky, and Pennsylvania. In order to generate any
value from the Debtor's customer contracts in this Chapter 11 Case,
the Debtor had to propose, obtain approval of, and consummate a
sale of such contracts on an expedited basis. These required
negotiations with not only the buyer of the contracts but local
distribution companies to help facilitate the transfer of customer
contracts to the buyer and delay the "roll off" of the Debtor's
customers to the default utility to allow sufficient time to
consummate the sale.
The complicated and expedited sale process added a level of
complexity to this Chapter 11 Case. In addition, the Debtor
operated in a highly-regulated industry and ensured compliance with
the regulatory requirements in the various states in which the
Debtor operated, adding more complexity to the Debtor's case.
The Debtor has made good faith progress towards winding down its
business and concluding this Chapter 11 Case while simultaneously
maximizing the value of its estate for the benefit of creditors,
stakeholders, and other parties in interest. The Debtor has been
working collaboratively with its key creditor constituencies and
these efforts have helped pave the way for the Debtor to continue
working towards the conclusion of the Chapter 11 Case.
This is the Debtor's first request for an extension of the
Exclusivity Periods and the Debtor's Chapter 11 Case has been
pending for just under four months.
The Objection Deadline is scheduled for August 15, 2022, and the
Hearing Date is on August 25, 2022, at 9:30 a.m. (ET)
A copy of the Debtor's Motion to extend is available at
https://bit.ly/3zztflp from Epiq11.com.
About Volunteer Energy Services
Volunteer Energy Services, Inc., an electric power provider based
in Pickerington, Ohio, sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Ohio Case No. 22-50804) on March 25,
2022. In the petition signed by David Warner, chief financial
officer, the Debtor disclosed up to $100 million in both assets and
liabilities.
Judge C. Kathryn Preston oversees the case.
McDermott Will & Emery, LLP and Isaac Wiles and Burkholder, LLC
serve as the Debtor's lead bankruptcy counsel and local counsel,
respectively. GlassRatner Advisory & Capital Group, LLC, doing
business as B. Riley Advisory Services, is the Debtor's financial
advisor. Epiq Corporate Restructuring, LLC as its administrative
advisor.
VOYAGER DIGITAL: FTC Proposes Joint Bailout Proposal for Customers
------------------------------------------------------------------
Nicholas Otieno of Blockchain News reports that according to a
joint proposal between FTX and Alameda Ventures, a trading firm
founded by Bankman-Fried, Voyager customers will be able to claim a
part of their funds that were frozen more than three weeks ago. It
is, however, unclear how much each customer will be able to
receive.
As per the joint plan, Alameda Ventures will buy all of Voyager's
digital assets and digital asset loans, except Voyager's loans to
the bankrupt crypto hedge fund Three Arrows Capital.
Voyager's clients could then get some of their funds if they open
an account with FTX. Such customers could either make withdrawals
of their cash balance immediately or use the funds to buy digital
assets on FTX's platform, FTX said.
Customers are expected to participate voluntarily, the company
added.
FTX expects to close the deal in early August, subject to the
requirements of the Chapter 11 process and the need for court
approval.
In a statement on Friday, Sam Bankman-Fried, said: "Voyager's
customers did not choose to be bankruptcy investors holding
unsecured claims. The goal of our joint proposal is to help
establish a better way to resolve an insolvent crypto business –
a way that allows customers to obtain early liquidity and reclaim a
portion of their assets without forcing them to speculate on
bankruptcy outcomes and take one-sided risks."
As per the joint proposal, FTX would not buy Voyager's loans to
Three Arrows Capital or others under litigation claims. The joint
proposal expects Voyager to pursue its rights with regards to Three
Arrows Capital matters and use any recoveries to supplement fund
distributions to customers, whether or not such clients open
accounts with FTX.
Helping Failing Crypto Firms
The joint proposal comes two weeks after Voyager filed for Chapter
11 bankruptcy less than a week after suspending trading and
withdrawals due to the current crypto market crash.
The move comes days after the company issued a default notice to
the bankrupt hedge fund firm Three Arrows Capital (3AC) for failure
to make required payments on a loan.
Many recent problems within the crypto industry can be traced back
to the spectacular collapse of TerraUSD stablecoin in May. And
contagion spread across risky crypto projects. Crypto firms like
Celsius, BlockFi, Voyager capital, and Three Arrows Capital (3AC),
among others, became exposed to insolvency fears
Late last month, Sam Bankman-Fried announced that they had given
some crypto firms who suffered due to 3AC liquidation a line of
credit worth $750 million. FTX offered a bailout worth $750 million
to keep two crypto lenders solvent: $500 million for Voyager and
$250 million for BlockFi.
On June 22, 2022 Voyager signed an agreement with Alameda Ventures
for a revolving line of credit and gaining access to additional
capital to meet its customers' liquidity needs.
About Voyager Digital
Based in Toronto, Canada, Voyager Digital Holdings Inc. --
https://www.investvoyager.com/ -- runs a cryptocurrency platform.
Voyager claims to offer a secure way to trade over 100 different
crypto assets using its easy-to-use mobile application. Through
its subsidiary Coinify ApS, Voyager provides crypto payment
solutions for both consumers and merchants around the globe.
Voyager Digital Holdings Inc. and two affiliates sought protection
under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Lead
Case No. 22-10943) on July 5, 2022. In the petition filed by
Stephen Ehrlich, as chief executive officer, the Debtor estimated
assets and liabilities between $1 billion and $10 billion.
The Debtors tapped KIRKLAND & ELLIS LLP as general bankruptcy
counsel; BERKELEY RESEARCH GROUP, LLC, as financial advisor; MOELIS
& COMPANY as investment banker; and CONSELLO GROUP as strategic
financial advisor. STRETTO, INC., is the claims agent.
VOYAGER DIGITAL: Quinn Emanuel Joins Bankruptcy Team
----------------------------------------------------
Roy Strom of Bloomberg Law reports that crypto brokerage Voyager
Digital Holdings Inc. has hired a major law firm to investigate
company insiders' role in a massive loan to troubled hedge fund
Three Arrows Capital.
Manhattan lawyer Susheel Kirpalani is leading the Quinn Emanuel
Urquhart & Sullivan team handling the probe, according to a
Thursday, July 21, 2022, court filing. Kirpalani is charging the
company roughly $2,000-an-hour for his services.
Voyager in March 2022 lent Three Arrows 15,250 Bitcoins and $350
million before the hedge fund imploded, triggered by the TerraUSD
stablecoin collapse and broader crypto asset declines, court
documents show.
The coins and cash are valued at $674 million, according to a
bankruptcy claim Voyager made this week against Three Arrows, which
is liquidating assets in a British Virgin Islands court. It’s
unclear if Voyager will collect its unsecured claim in the process,
but it has said it’s pursuing "all available avenues" to collect
the money.
The Quinn Emanuel legal team is looking into whether Voyager should
bring claims against "insiders" related to the Three Arrows loan,
according to a court document filed Thursday.
Kirpalani and the other lawyers are representing a Voyager special
committee composed of two independent directors who joined the
company when it filed Chapter 11 bankruptcy earlier this month.
Kirpalani, chair of Quinn Emanuel’s bankruptcy and restructuring
group, declined to comment on his appointment.
He’s a highly rated New York restructuring partner who has
represented independent directors or special committees in the
bankruptcies of J. Crew Group Inc., J.C. Penney Company Inc., and
others. He also played a role in the liquidation of Bernard
Madoff’s defunct firm.
Kirpalani's hourly rate is typically $2,130 an hour, the firm said
in the court filing, but he and the other lawyers will provide a
10% discount on their rates, a standard practice in bankruptcy
cases. Quinn Emanuel's first-year associates on the case typically
charge $830 an hour, according to the filing.
A handful of Big Law attorneys charge more than $2,000 an hour
after billing rates surged during a period of intense demand for
corporate lawyers over the past two years.
The Voyager special committee includes Jill Frizzley, a former Weil
Gotshal & Manges restructuring partner who now provides independent
board advisory services as president of Wildrose Partners.
Three Arrows’ founders, Su Zhu and Kyle Davies, resurfaced five
weeks after the firms collapse, Bloomberg reported. The pair,
compared the implosion to the failure of Long Term-Capital
Management, is moving operations to Dubai.
Lawyers from Kirkland & Ellis are representing Voyager in the
closely-watched bankruptcy case, which could provide important
rulings on how crypto assets are treated in restructurings. The
firm also represents troubled crypto lenders Celsius Network LLC
and Babel Finance, as it has emerged as an early leader in
restructuring advice to busted crypto firms.
About Voyager Digital
Based in Toronto, Canada, Voyager Digital Holdings Inc. --
https://www.investvoyager.com/ -- runs a cryptocurrency platform.
Voyager claims to offer a secure way to trade over 100 different
crypto assets using its easy-to-use mobile application. Through
its subsidiary Coinify ApS, Voyager provides crypto payment
solutions for both consumers and merchants around the globe.
Voyager Digital Holdings Inc. and two affiliates sought protection
under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Lead
Case No. 22-10943) on July 5, 2022. In the petition filed by
Stephen Ehrlich, as chief executive officer, the Debtor estimated
assets and liabilities between $1 billion and $10 billion.
The Debtors tapped KIRKLAND & ELLIS LLP as general bankruptcy
counsel; BERKELEY RESEARCH GROUP, LLC, as financial advisor; MOELIS
& COMPANY as investment banker; and CONSELLO GROUP as strategic
financial advisor. STRETTO, INC., is the claims agent.
VOYAGER DIGITAL: Rejects Alameda Buyout Offer
---------------------------------------------
Brian Newar of Cointelegraph reports that centralized crypto lender
Voyager Digital Holdings has rejected an offer from FTX and its
investment arm Alameda Ventures to buy out its digital assets on
the grounds that the actions "are not value-maximizing" and
potentially "harms customers."
In a rejection letter filed in court on Sunday, July 24, 2022, as
part of its ongoing bankruptcy proceedings, Voyager's lawyers
denounced the offer made public by FTX, FTX US and Alameda on
Friday, July 22, 2022, to buy out all of Voyager's assets and
outstanding loans — except the defaulted loan to Three Arrows
Capital (3AC).
The letter states that making such offers public could jeopardize
any other potential deals by subverting "a coordinated,
confidential, competitive bidding process," adding that "AlamedaFTX
violated many obligations to the Debtors and the Bankruptcy
Court."
Voyager's representatives suggested that their own proposed plan to
reorganize the company is better as they say it would promptly
deliver all of their customers' cash and as much of their crypto as
possible.
Voyager filed for bankruptcy on July 5, 2022 in the Southern
District of New York for insolvency worth more than $1 billion
after crypto hedge fund 3AC defaulted on a $650 million loan from
the firm.
On Friday, July 22, 2022, the three companies tied to FTX CEO Sam
Bankman-Fried offered Voyager a deal that would see Alameda would
assume all of Voyager's assets and use FTX or FTX US to sell and
disperse them proportionally to users affected by the bankruptcy.
In FTX's press release, Bankman-Fried said that his proposal was a
way for Voyager users to recover their losses and move on from the
platform:
"Voyager's customers did not choose to be bankruptcy investors
holding unsecured claims. The goal of our joint proposal is to help
establish a better way to resolve an insolvent crypto business."
Bankman-Fried doubled down on his firm's reasoning for proposing to
acquire Voyager in a Twitter thread late on Sunday. He stated that
Voyager's customers have "been through enough already," and should
be able to claim their assets if they want them sooner than later
because bankruptcy proceedings "can take years."
About Voyager Digital
Based in Toronto, Canada, Voyager Digital Holdings Inc. --
https://www.investvoyager.com/ -- runs a cryptocurrency platform.
Voyager claims to offer a secure way to trade over 100 different
crypto assets using its easy-to-use mobile application. Through
its subsidiary Coinify ApS, Voyager provides crypto payment
solutions for both consumers and merchants around the globe.
Voyager Digital Holdings Inc. and two affiliates sought protection
under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Lead
Case No. 22-10943) on July 5, 2022. In the petition filed by
Stephen Ehrlich, as chief executive officer, the Debtor estimated
assets and liabilities between $1 billion and $10 billion.
The Debtors tapped KIRKLAND & ELLIS LLP as general bankruptcy
counsel; BERKELEY RESEARCH GROUP, LLC, as financial advisor; MOELIS
& COMPANY as investment banker; and CONSELLO GROUP as strategic
financial advisor. STRETTO, INC., is the claims agent.
VOYAGER DIGITAL: Says Multiple Parties Interested in Asset Sale
---------------------------------------------------------------
Bankrupt crypto broker Voyager Digital Holdings Inc. said it has
received interest from more than three dozen prospective buyers for
its plans to sell nearly all of its assets or seek investment.
Voyager has reached out to over 80 potential parties that would be
interested in such a deal, according to the company's filing
Thursday, July 21, 2022, seeking approval of auction procedures.
Thirty seven of those parties have signed confidentiality
agreements.
The Debtors though haven't identified a stalking horse bidder that
will purchase the assets absent definitive bids from other parties.
The Debtors though reserve the right to identify a stalking horse
bidder two days before the scheduled Aug. 29 auction.
Dual-Track Campaign
Jared Dermont, a Managing Director and head of the Financial
Institutions Group at Moelis & Company LLC, said that beginning on
or about June 20, 2022, Moelis initiated a dual-track marketing
campaign to solicit interest in, among other possible deal
structures: (a) a sale of the Debtors' entire business to either a
financial sponsor or a strategic company in the cryptocurrency
industry (a "Sale") and (b) a capital raise whereby a third party
(individually or as part of a consortium) would provide a capital
infusion into the Debtors' business enterprise (a "Financing,”
and together with a Sale, a "Transaction") to allow the Debtors to
weather the current volatility in public equity markets, the
decline in cryptocurrency prices, and dislocation in the
cryptocurrency industry caused, in part, by the decline of 3AC and
the collapse of the Terra Luna ecosystem.
To that end, Moelis initially reached out to 60 potential financial
and strategic partners across the globe (collectively, the
"Potential Counterparties") -- a process that has now continued in
earnest post-petition with outreach to 83 Potential Counterparties
in the aggregate -- including domestic and international strategic
cryptocurrency-related businesses and private equity and other
investment firms that currently have crypto-related investments
and/or historical experience investing in the cryptocurrency
industry.
By July 21, 2022, 37 of the Potential Counterparties had entered
into confidentiality agreements with the Debtors. Parties who
executed
a confidentiality agreement received a copy of the Debtors'
investor presentation and access to a virtual data room containing
thousands of files with certain information regarding the Debtors'
business operations, finances, material contracts, tax information,
and incorporation documents.
In addition, parties that signed confidentiality agreements were
offered the opportunity to participate in telephone conferences
with the Debtors’ management team as well as to request
additional due diligence information.
The Debtors, intent on moving expeditiously through the chapter 11
process and to generate positive momentum, filed the Joint Plan of
Reorganization of Voyager Digital Holdings, Inc. and its Debtor
Affiliates Pursuant to Chapter 11 of the Bankruptcy Code on the
first day of these cases. The Plan proposes to reorganize the
company and return to customers their FBO cash and as much of the
cryptocurrency on Voyager's platform as soon as possible. The Plan
also proposes to provide customers with additional recovery in the
form of both equity of reorganized Voyager and any recovery the
Debtors realize from Three Arrows Capital. The standalone Plan
complements the Debtors' ongoing marketing efforts by setting a
floor against which potential Transactions will be measured.
The proposed bidding procedures provide the Debtors with the
opportunity to continue their marketing process in earnest and to
work with Potential Counterparties on the terms of a potential
transaction that may provide more value for stakeholders than the
standalone Plan. The proposed bidding procedures contemplate an
Aug. 26 deadline for initial bids and an Aug. 29 auction.
About Voyager Digital
Based in Toronto, Canada, Voyager Digital Holdings Inc. --
https://www.investvoyager.com/ -- runs a cryptocurrency platform.
Voyager claims to offer a secure way to trade over 100 different
crypto assets using its easy-to-use mobile application. Through
its subsidiary Coinify ApS, Voyager provides crypto payment
solutions for both consumers and merchants around the globe.
Voyager Digital Holdings Inc. and two affiliates sought protection
under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Lead
Case No. 22-10943) on July 5, 2022. In the petition filed by
Stephen Ehrlich, as chief executive officer, the Debtor estimated
assets and liabilities between $1 billion and $10 billion.
The Debtors tapped KIRKLAND & ELLIS LLP as general bankruptcy
counsel; BERKELEY RESEARCH GROUP, LLC, as financial advisor; MOELIS
& COMPANY as investment banker; and CONSELLO GROUP as strategic
financial advisor. STRETTO, INC., is the claims agent.
WCP SOLAR: Gets OK to Hire Bach Law Offices as Bankruptcy Counsel
-----------------------------------------------------------------
WCP Solar Services, LLC received approval from the U.S. Bankruptcy
Court for the Northern District of Illinois to hire Bach Law
Offices, Inc. to serve as legal counsel in its Chapter 11 case.
The firm's services include negotiation with creditors; preparation
of a Chapter 11 plan and disclosures statement; examination and
resolution of claims filed against the Debtor's estate; and
representation in adversary matters.
The firm will be paid at the rate of $425 per hour and will be
reimbursed for out-of-pocket expenses incurred. The retainer fee is
$11,738, inclusive of filing fee.
Paul Bach, Esq., a partner at Bach Law Offices, 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:
Paul M. Bach, Esq.
Bach Law Offices, Inc.
P.O. Box 1285
Northbrook, IL 60062
Telephone: (847) 564-0808
Email: pnbach@bachoffices.com
About WCP Solar Services
WCP Solar Services, LLC filed its voluntary petition for relief
under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ill. Case No.
22-07424) on July 1, 2022. The petition was signed by Everton
Walters as authorized representative of the Debtor. At the time of
the filing, the Debtor listed up to $50,000 in assets and up to $10
million in liabilities.
Judge David D. Cleary presides over the case.
Paul M. Bach, Esq., at Back Law Offices, Inc. serves as the
Debtor's counsel.
WESTERN AUSTRALIAN: Revenue & Liquidation Proceeds to Fund Plan
---------------------------------------------------------------
Western Australian Holdings, LLC, filed with the U.S. Bankruptcy
Court for the Western District of North Carolina a Disclosure
Statement describing Plan of Reorganization dated July 25, 2022.
The Debtor is a Florida limited liability company authorized to do
business in North Carolina under a Certificate of Authority. Since
August 2014, the Debtor has owned certain real property located in
Haywood County, North Carolina (the "Real Property").
Historically, the Debtor operated a business venture on the Real
Property known as Majors Estate, a vacation and event venue
consisting of a 200+ acre mountain ranch with 7 residential log
cabins, plus a barn, chapel and reception hall. The bankruptcy case
was filed in response to a foreclosure initiated by the Debtor's
senior lender, DCR Mortgage 10 Sub 2, LLC. The Debtor filed
bankruptcy in order to protect its assets from foreclosure and
ensure that all non-insider creditors in this case are paid in
full.
The Debtor's Plan of Reorganization is based upon the Debtor's
belief that the interests of its creditors will be best served if
it is allowed to market the Real Property and the related personal
property as a going concern at fair market value and use the
Liquidation Proceeds from such sale to maximize the value for the
benefit of all creditors of the Estate.
The Debtor will pay the administrative costs upon such mutually
acceptable terms as the parties may agree from the Liquidation
Proceeds.
Class IV consists of Non-Insider General Unsecured Claims.
Claimants in this Class will receive pro-rata distributions from
the Liquidation Proceeds remaining from the sale of the Property,
if any, after payment to creditors in all senior classes in
accordance with the various treatments. This Class will be
impaired.
Class V consists of Insider General Unsecured Claims. Claimants in
this Class will receive pro-rata distributions from the Liquidation
Proceeds remaining from the sale of the Property, if any, after
payment to creditors in all senior classes in accordance with the
various treatments. This class will be impaired.
Class VI consists of Equity Security Holders. The equity security
holder shall retain his ownership interest in the Debtor. The
equity security holder shall not receive any distributions or
retain any value on account of his interest in the Debtor unless
and until all senior classes of creditors are paid. This class will
be unimpaired.
The Debtor shall make payments under the Plan from revenue
generated by the continued operation of the Debtor's business and
from the Liquidation Proceeds. The Debtor shall deposit all revenue
into a designated bank account and disburse all funds in accordance
with the terms of this Plan.
The Debtor will endeavor to sell the Property. The Property shall
be marketed free and clear of all liens, claims and interests, with
all liens, claims and interests being transferred to the proceeds
of sale, which will be distributed in accordance with the terms of
the Plan. The marketing and sale of the Property shall be for an
initial period of up to 6 months from the Effective Date (the
"Initial Marketing Period").
A full-text copy of the Disclosure Statement dated July 25, 2022,
is available at https://bit.ly/3cNLnz3 from PacerMonitor.com at no
charge.
Counsel for the Debtor:
Jason L. Hendren, Esq.
Rebecca F. Redwine, Esq.
Benjamin E.F.B. Waller, Esq.
Hendren Redwine & Malone, PLLC
4600 Marriott Drive, Suite 150
Raleigh, NC 27612
Tel: (919) 573-1422
Fax: (919) 420-0475
Email: jhendren@hendrenmalone.com
rredwine@hendrenmalone.com
bwaller@hendrenmalone.com
About Western Australian Holdings
Western Australian Holdings, LLC -- https://www.majorsestate.com/
-- operates a 200-acre mountain ranch. Based in Clyde, N.C., the
company conducts business under the name Majors Estate.
Western Australian Holdings sought Chapter 11 bankruptcy protection
(Bankr. W.D.N.C. Case No. 22-10058) on April 27, 2022. In the
petition filed by Timothy F. Majors, manager, the Debtor listed up
to $10 million in assets and up to $50 million in liabilities.
Judge George R. Hodges oversees the case.
Hendren Redwine & Malone, PLLC and David M. Cole, CPA, LLC serve as
the Debtor's legal counsel and accountant, respectively.
WJA ASSET: Creditors to Get Proceeds From Liquidation
-----------------------------------------------------
WJA Real Estate Opportunity Fund I, LLC ("WJA REO Fund I"), and CA
Real Estate Opportunity Fund I, LLC ("CA REO Fund I")(together, the
"REO Fund I Debtors"), Debtor Affiliates of WJA Asset Management,
LLC, filed with the U.S. Bankruptcy Court for the Central District
of California a Disclosure Statement describing Joint Chapter 11
Plan of Liquidation dated July 26, 2022.
The REO Fund I Debtors are part of a network of entities or "Funds"
formed by William Jordan to offer investment opportunities to
individuals. William Jordan Investments, Inc. ("WJI"), was the
registered investment advisor.
Collectively, the Debtors held the following types of assets: (1)
cash; (2) real estate; (3) deeds of trust; (4) promissory notes;
and (5) stock or membership units in third party companies, which,
in turn, either operate a business or own a real estate development
project.
As of the date of the filing of this Disclosure Statement, WJA REO
Fund I is holding cash of approximately $2,349,739.00 and CA REO
Fund I is holding cash of approximately $41.00. It is currently
unknown when CA REO Fund I will receive a distribution from WJA REO
Fund I on account of its 4.76% membership interest.
The Plan is a liquidation plan which contemplates that the REO Fund
I Debtors will liquidate their assets and distribute their proceeds
and funds on hand to their respective Creditors and Interest
Holders in accordance with the priorities set forth in the
Bankruptcy Code. The REO Fund I Debtors are not being substantively
consolidated.
Class 2 consists of General Unsecured Claims incurred in the
operation of the business of WJA REO Fund I. This Class has an
estimated total amount of $1,085,249.55, depending upon the outcome
of the review of the General Unsecured Claims.
Within 120 days of the Effective Date, WJA REO Fund I will make an
initial Pro Rata Distribution of the Available Cash, if any, to the
holders of Allowed Class 2 Claims. To the extent Allowed Class 2
Claims are not Paid in Full by the initial Pro Rata Distribution
and provided that there is Available Cash, WJA REO Fund I will make
additional interim and/or final Pro Rata Distributions of Available
Cash.
The timing of such additional Distributions will be in the
discretion of WJA REO Fund I. If there is sufficient Available Cash
for all Allowed Class 2 Claims to be fully satisfied, then payments
on Allowed Class 2 Claims will include simple interest at the
federal judgment rate in effect on the Effective Date from the WJA
REO Fund I Petition Date through the date that each Allowed Class 2
Claim is Paid in Full.
Class 3 consists of Holders of equity in WJA REO Fund. After the
Effective Date and within 30 days of all Allowed Class 2 Claims
being Paid in Full, WJA REO Fund I will make an initial Pro Rata
Distribution of Available Cash, if any, to the Interest Holders.
WJA REO Fund I may, but is not required to, make additional
discretionary interim Pro Rata distributions of Available Cash to
the Interest Holders. Provided that all assets of WJA REO Fund I
have been liquidated, abandoned or otherwise administered, WJA REO
Fund I will make a final Pro Rata distribution of Available Cash,
if any, to the Interest Holders after all other Allowed Claims have
been Paid in Full and after any disputes about the amount of an
Interest Holder's percentage interest in WJA REO Fund I are
resolved by a Final Order.
Class 5 consists of General Unsecured Claims incurred in the
operation of the business of CA REO Fund I. This class has an
estimated total amount of $5,269.65, depending upon the outcome of
the review of the General Unsecured Claims. Within 120 days of the
Effective Date, CA REO Fund I will make an initial Pro Rata
Distribution of the Available Cash, if any, to the holders of
Allowed Class 5 Claims. To the extent Allowed Class 5 Claims are
not Paid in Full by the initial Pro Rata Distribution and provided
that there is Available Cash, CA REO Fund I will make additional
interim and/or final Pro Rata Distributions of Available Cash.
The timing of such additional Distributions will be in the
discretion of CA REO Fund I. If there is sufficient Available Cash
for all Allowed Class 5 Claims to be fully satisfied, then payments
on Allowed Class 5 Claims will include simple interest at the
federal judgment rate in effect on the Effective Date from the CA
REO Fund I Petition Date through the date that each Allowed Class 5
Claim is Paid in Full.
Class 6 consists of Holders of equity in CA REO Fund I. After the
Effective Date and within 30 days of all Allowed Class 5 Claims
being Paid in Full, CA REO Fund I will make an initial Pro Rata
Distribution of Available Cash, if any, to the Interest Holders. CA
REO Fund I may, but is not required to, make additional
discretionary interim Pro Rata distributions of Available Cash to
the Interest Holders. Provided that all assets of CA REO Fund I
have been liquidated, abandoned or otherwise administered, CA REO
Fund I will make a final Pro Rata distribution of Available Cash,
if any, to the Interest Holders after all other Allowed Claims have
been Paid in Full and after any disputes about the amount of an
Interest Holder's percentage interest in CA REO Fund I are resolved
by a Final Order.
The REO Fund I Debtors will liquidate their Estate assets and
distribute their proceeds and funds on hand to their respective
Creditors and Interest Holders as set forth in the Plan. The REO
Fund I Debtors are not being substantively consolidated under the
Plan.
As of October 31, 2022, 2019, WJA REO Fund I is projected to have
Available Cash of approximately $2,349,739.00 and no accrued
operating liabilities other than its Professional Fee Claims and
ordinary expenses of its Estate. It is currently unknown when CA
REO Fund I will receive a distribution from WJA REO Fund I on
account of its 4.76% membership interest.
A full-text copy of the Disclosure Statement dated July 26, 2022,
is available at https://bit.ly/3OGEEny from PacerMonitor.com at no
charge.
Attorneys for the Debtors:
Philip E. Strok, Esq.
Kyra E. Andrassy, Esq.
Robert S. Marticello, Esq.
Michael L. Simon, Esq.
SMILEY WANG-EKVALL, LLP
3200 Park Center Drive, Suite 250
Costa Mesa, California 92626
Telephone: 714 445-1000
Facsimile: 714 445-1002
E-mail: pstrok@swelawfirm.com
kandrassy@swelawfirm.com
rmarticello@swelawfirm.com
msimon@swelawfirm.com
About WJA Asset Management
Luxury Asset Purchasing International, LLC, et al., are part of a
network of entities or "Funds" formed to offer a range of
investment opportunities to individuals. Many of the existing funds
are performing and some Funds had substantial gains. However,
certain Funds, i.e., those invested in private trust deeds secured
by real estate, suffered losses.
William Jordan Investments, Inc. ("Advisor"), is a registered
investment advisor. Laguna Hills, California-based WJA Asset
Management, LLC ("Manager"), is the managing member of Luxury, et
al. William Jordan was the president and sole owner of Advisor and
was the sole member and manager of Manager.
On May 18, 2017, Luxury and its affiliates filed voluntary
petitions under Chapter 11 of the United States Bankruptcy Code. On
May 25, 2017, four other affiliated filed voluntary Chapter 11
petitions. On June 6, 2017, CA Real Estate Opportunity Fund III
filed its Chapter 11 petition. The Debtors' cases are jointly
administered under Bankr. C.D. Cal. Lead Case No. 17-11996, and the
Debtors continue to operate their businesses and manage their
affairs as DIP.
Pursuant to court orders, Howard Grobstein is now serving as the
chief restructuring officer of the Debtors and Mr. Jordan no longer
has any ongoing role in the Debtors' operations.
At the time of the filing, WJA estimated assets of less than
$500,000 and liabilities of $1 million to $10 million.
Judge Scott C. Clarkson presides over the cases.
Lei Lei Wang Ekvall, Esq., Philip E. Strok, Esq., Robert S.
Marticello, Esq., and Michael L. Simon, Esq., at Smiley
Wang-Ekvall, LLP, serve as counsel to the Debtors. Ann Moore of
Norton Moore Adams has been tapped as special counsel. Elite
Properties Realty is the broker.
ZOHAR FUNDS: Tilton Questioned on Taxes, Investing Fraud Trial
--------------------------------------------------------------
Pete Brush of Law360 reports that distressed debt manager Lynn
Tilton defiantly sparred Monday, July 25, 2022, in New York state
court with lawyers for a large German bank that accused her of
"picking our pocket" to the tune of $45 million, allegedly by using
the bank's investment money for unauthorized, risky stock
transactions.
Tilton, 63, testified before a jury of nine, including three
alternates, in a trial being handled by Manhattan Supreme Court
Justice Joel M. Cohen that opened July 14, 2022 and is expected to
last as long as two more weeks.
A full-text copy of the article is available at
https://www.law360.com/bankruptcy/articles/1514633/testy-tilton-questioned-on-taxes-investing-in-fraud-trial
About the Zohar Funds
New York-based Patriarch Partners, LLC, is a private equity firm
specializing in acquisition, buyouts, and turnaround investment in
distressed American companies and brands. Patriarch Partners was
founded by Lynn Tilton in 2000. Lynn Tilton and her affiliates
held substantial equity stakes in portfolio companies, which
include iconic American manufacturing companies with tens of
thousands of employees.
The Zohar funds were created to raise money through selling a form
of notes called collateralized loan obligations to investors that
was then used to extend loans to dozens of distressed mid-size
companies, often in connection with the acquisition of those
companies out of bankruptcy.
Patriarch bought "distressed" companies via funding from a series
of collateralized loan obligations (CLOs) marketed through
Patriarch via its $2.5 billion "Zohar" funds. Tilton placed the
funds into bankruptcy in 2018 in an attempt to keep Patriarch's
portfolio from being liquidated by Zohar creditors including bond
insurer MBIA, which insured $1 billion worth of Zohar notes.
Combined debt of the funds is estimated at $1.7 billion.
Zohar CDO 2003-1, Zohar CDO 2003-1 Corp., Zohar II 2005-1, Limited,
Zohar II 2005-1 Corp., Zohar III, Limited, and Zohar III, Corp.
(collectively, the "Zohar Funds"), sought protection under Chapter
11 of the Bankruptcy Code (Bankr. D. Del. Case Nos. 18-10512 to
18-10517) on March 11, 2018. In the petition signed by Lynn
Tilton, director, the Debtors were estimated to have $1 billion to
$10 billion in assets and $500 million to $1 billion in
liabilities.
Young Conaway Stargatt & Taylor, LLP, is the Debtors' bankruptcy
counsel.
[^] BOOK REVIEW: The Turnaround Manager's Handbook
--------------------------------------------------
Author: Richard S. Sloma
Publisher: Beard Books
Soft cover: 226 pages
List Price: $34.95
Review by Gail Owens Hoelscher
In the introduction to this book, the author suggests that an
accurate subtitle could be "How to Become a Successful Company
Doctor." Using everyday medical analogies throughout, he targets
"corporate general practitioners" charged with the fiscal health of
their companies.
As with many human diseases, early detection of turnaround
situations is critical. The author describes turnaround situations
as a continuum differentiated by length of time to disaster: "Cash
Crunch," "Cash Shortfall," "Quantity of Profit," and "Quality of
Profit."
The book centers on 13 steps to a successful turnaround. The steps
are presented in a flowchart form that relates one to another.
Extensive data collection and analysis are required, including the
quantification of 28 symptoms, the use of 48 diagnostic and
analytical tools, and up to 31 remedial actions. (In case the
reader balks at the effort called for, the author points out that
companies that collect and analyze such data on a regular basis
generally don't find themselves in a turnaround situation to begin
with!)
The first step is to determine which of 28 symptoms are plaguing
the company. The symptoms generally pertain to manufacturing firms,
but can be applied to service or retail companies as well. Most of
the symptoms should be familiar to the reader, but the author lays
them out systematically, and relates them to the analytical tools
and remedial actions found in subsequent chapters. The first seven
involve the inability to make various payments, from debt service
to purchase commitments. Others include excessive debt/equity
ratio; eroding gross margin; increasing unit overhead expenses;
decreasing product line profitability; decreasing unit sales; and
decreasing customer profitability.
Step 2 employs 48 diagnostic and analytical tools to derive
inferences from the symptom data and to judge the effectiveness of
any proposed remedy. The author begins by saying ". . . if the
only tool you have is a hammer, you will view every problem only as
a nail!" He then proceeds to lay out all 48 tools in his medical
bag, which he sorts into two kinds, macro- and micro- tools.
Macro-tools require data from several symptoms or assess and
evaluate more than a single symptom, whereas micro-tools more
general-purpose in function. The 12 macro-tools run from "The Art
of Approximation" to "Forward-Aged Margin Dollar Content in Order
Backlog." The 36 micro-tools include "Product Line Gross Margin
Percent Profitability," Finance/Administration People-Related
Expenses As Percent Of Sales," and "Cumulative Gross $ by Region."
Next, managers are directed to 31 possible remedial actions,
categorized by the four stage turnaround continuum described above.
The first six actions are to be considered at the Cash Crunch
stage, and range from a fire-sale of inventory to factoring
accounts receivable. The next six deal with reducing
people-related expenses, followed by 13 actions aimed at reducing
product- and plant-related expenses. The subsequent five actions
include eliminating unprofitable products, customers, channels,
regions, and reps. Finally, managers are advised on increasing
sales and improving gross margin by cost reduction in various
ways.
The remaining steps involve devising the actual turnaround plan,
ensuring management and employee ownership of the plan, and
implementing and monitoring the plan. The advice is comprehensive,
sensible and encouraging, but doesn't stoop to clich, or empty
motivational babble. The author has clearly operated on patients
before and his therapeutics have no doubt restored many a firm's
financial health.
*********
Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par. Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable. Those sources may not,
however, be complete or accurate. The Monday Bond Pricing table
is compiled on the Friday prior to publication. Prices reported
are not intended to reflect actual trades. Prices for actual
trades are probably different. Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
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public debt and equity securities about which we report.
Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets. At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
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equity securities trade in public market are determined by more
than a balance sheet solvency test.
On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts. The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.
Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals. All titles are
available at your local bookstore or through Amazon.com. Go to
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Monthly Operating Reports are summarized in every Saturday edition
of the TCR.
The Sunday TCR delivers securitization rating news from the week
then-ending.
TCR subscribers have free access to our on-line news archive.
Point your Web browser to http://TCRresources.bankrupt.com/and use
the e-mail address to which your TCR is delivered to login.
*********
S U B S C R I P T I O N I N F O R M A T I O N
Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Philadelphia, Pa., USA.
Randy Antoni, Jhonas Dampog, Marites Claro, Joy Agravante,
Rousel Elaine Tumanda, Joel Anthony G. Lopez, Psyche A. Castillon,
Ivy B. Magdadaro, Carlo Fernandez, Christopher G. Patalinghug, and
Peter A. Chapman, Editors.
Copyright 2022. All rights reserved. ISSN: 1520-9474.
This material is copyrighted and any commercial use, resale or
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re-mailing and photocopying) is strictly prohibited without prior
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herein is obtained from sources believed to be reliable, but is
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*** End of Transmission ***