/raid1/www/Hosts/bankrupt/TCR_Public/220817.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Wednesday, August 17, 2022, Vol. 26, No. 228
Headlines
22 ELM RYE: Case Summary & 20 Largest Unsecured Creditors
424 GROUP: Unsecureds' Recovery Lowered to 44% in Plan
8233 ROXBURY: Case Summary & One Unsecured Creditor
ADAMIS PHARMACEUTICALS: Posts $8.4-Mil. Net Loss in Second Quarter
AEARO TECHNOLOGIES: Florida Judge Questions 3M Bankruptcy Strategy
ALARBESH / FERNANDEZ: Gets OK to Hire Eric Gravel as Legal Counsel
ALL AMERICA TRADING: Banana Exporter Files Subchapter V Case
ALTERA INFRASTRUCTURE: Brookfield to Retain Control in Plan Deal
B GARZA SERVICES: Taps Alisha Gordon as Bankruptcy Counsel
BIONIK LABORATORIES: Posts $1.4 Million Net Loss in First Quarter
BOY SCOUTS: Set to Submit Modified Plan After Opinion
BURTS CONSTRUCTION: Seeks to Hire Terra Point as Auctioneer
BUYK CORP: Exclusivity Period Extended Until Nov. 14
CAMMAND MACHINING: Case Summary & 17 Unsecured Creditors
CC HILLCREST: Has Interim OK to Access Cash Collateral
CELSIUS NETWORK: Seeks to Hire Special Litigation Counsel
CENTERRA GOLD: S&C Leads Dispute Resolution with Kyrgyz Republic
CENTURY ALUMINUM: Posts $37.4 Million Net Income in 2nd Quarter
CES ENERGY: S&P Affirms 'B' Rating on C$288MM Unsecured Notes
CH HOLDING: Lender Seeks Sept. 29 Auction of Brooklyn Property LLC
CHINECHEREM EZE: Case Summary & 20 Largest Unsecured Creditors
CHRIS PETTIT: Trustee Taps Compass RE Texas as Real Estate Broker
CLASSIC REFRIGERATION: Seeks to Tap Buchalter as Legal Counsel
CLEARPOINT NEURO: Reports $4.3 Million Net Loss for Second Quarter
CONSTRUCTION MODERN DESIGN: Files for Chapter 11 Bankruptcy
COROTOMAN INC: Trustee Taps Isaac Smith of Realcorp as Realtor
CPV SHORE: S&P Lowers Senior Secured Debt Rating to 'B+'
DARLING INGREDIENTS: $250MM Add-on No Impact on Moody's Ba2 CFR
DAWN ACQUISITIONS: S&P Upgrades ICR to 'CCC', Outlook Negative
EMERALD HOLLOW: Wins Interim Cash Collateral Access
ESCADA AMERICA: Hearing on Exclusivity Bid Set for Aug. 31
FEI HUANG: Seeks Approval to Hire Mike Jaafar Law Firm as Counsel
FINANCE OF AMERICA: Moody's Cuts CFR to Caa1, Outlook Stable
FIRST GUARANTY MORTGAGE: Resolves Chapter 11 Bonuses Fight
FLEETPRIDE INC: Moody's Affirms B3 CFR & Cuts First Lien Debt to B3
FREE SPEECH SYSTEMS: Product Sales Surge After Chapter 11 Filing
FREE SPEECH: Conn. Judge Seriously Concerned on Hook Data Leak
FUSE MEDICAL: Incurs $93K Net Loss in Second Quarter
GABHALTAIS TEAGHLAIGH: Wins Cash Collateral Access Thru Sept 7
GLOBAL PREMIER: Case Summary & 20 Largest Unsecured Creditors
GREYSTAR REAL ESTATE: S&P Alters Outlook to Pos, Affirms 'BB-' ICR
GT REAL ESTATE: Files Plan to Sell Facility, Pay $82M for Claims
HOME DEALS OF MAINE: Taps Thomas Cox as Special Counsel
HUCKLEBERRY PARTNERS: May Use Cash Collateral Thru Sept 21
IGLESIA CRISTIANA: Seeks to Hire Juan Bigas Valedon as Counsel
J.E.H. PROPERTIES: Taps Kirby Aisner & Curley as Legal Counsel
JAXON5 IMPORTS: Gets OK to Hire Norris & Associates as Accountant
JOHNSON & JOHNSON: To Stop Global Talc Baby Powder Sales by 2023
JONES SODA: Incurs $1.4 Million Net Loss in Second Quarter
KEYWAY APARTMENT: Taps Reliable Property Mgmt. as Property Manager
MEDICAL TECHNOLOGY: Seeks to Hire CBRE as Real Estate Broker
MEDWED PROPERTIES: Files Dismissal Motion After 5 Days
NASSAU BREWING: Exclusivity Period Extended to Sept. 30
NEXTSPORT INC: Seeks to Tap Walters & Sklyar as Accountant
NID HOME: Seeks to Tap Rountree Leitman Klein & Geer as Counsel
OFF-SPEC SOLUTIONS: Seeks to Hire CFO Solutions as Consultant
OFF-SPEC SOLUTIONS: Wins Cash Collateral Access Thru Aug 25
OLYMPUS WATER: Moody's Rates New $325MM Senior Secured Notes 'B2'
PAVERS INC: Seeks to Hire Prelle Eron & Bailey as Legal Counsel
PRESS ON HOLDINGS: Voluntary Chapter 11 Case Summary
QUAD/GRAPHICS INC: Moody's Cuts Secured Bank Loans to B1
REVLON INC: A Company in Transition, Future Still Uncertain
ROCKET MORTGAGE: Moody's Affirms Ba1 CFR, Outlook Remains Positive
ROCKING M MEDIA: Committee Taps Loeb & Loeb as Legal Counsel
ROCKING M MEDIA: Committee Taps Swanson Bernard as Legal Counsel
ROYAL CARIBBEAN: S&P Rates New $1BB Senior Unsecured Notes 'B'
RUBY PIPELINE: Gets More Time to File Chapter 11 Plan
RYERSON HOLDING: S&P Upgrades ICR to 'BB-', Outlook Stable
SANDY ROAD: Seeks to Hire Cairncross & Hempelmann as Legal Counsel
SEARS HOLDINGS: Bankruptcy Nearing End After 4 Years
SENSATA TECHNOLOGIES: S&P Rates New $500MM Sr. Unsec. Notes 'BB+'
SOCAL BUILDING: Aug. 30 Auction for VCC, Saticoy Shares
SOUTH TRAIL: Seeks Approval to Hire Nicholas Olivo as Accountant
STATERA BIOPHARMA: Involuntary Chapter 11 Case Summary
STORCENTRIC INC: Committee Seeks to Tap Oxford as Financial Advisor
STORCENTRIC INC: Committee Taps Sheppard Mullin as Lead Counsel
SUREFUNDING LLC: Seeks to Hire Morris James as Substitute Counsel
TIMBER PHARMACEUTICALS: Incurs $9.5M Net Loss in Second Quarter
TOTAL FIRE: Case Summary & 11 Unsecured Creditors
TRANS-LUX CORP: Posts $530K Net Income in Second Quarter
VENTURE GLOBAL: Moody's Hikes Rating on Senior Secured Debt to Ba2
VISTAGEN THERAPEUTICS: Posts $19.8 Million Net Loss in 1st Quarter
WEINSTEIN CO: Bob Weinstein Wins Appeal to Get Scream 4 Profits
WESTBANK HOLDINGS: Trustee Taps Fishman Haygood as Legal Counsel
*********
22 ELM RYE: Case Summary & 20 Largest Unsecured Creditors
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Debtor: 22 Elm Rye Inc.
22 Elm Pl
Rye, NY 10580-2974
Business Description: The Debtor is a restaurant operator
specializing in Mediterranean cuisine.
Chapter 11 Petition Date: August 16, 2022
Court: United States Bankruptcy Court
Southern District of New York
Case No.: 22-22544
Judge: Hon. Sean H. Lane
Debtor's Counsel: H. Bruce Bronson, Esq.
BRONSON LAW OFFICE, P.C.
480 Mamaroneck Ave
Harrison, NY 10528-1621
Tel: (877) 385-7793
Email: hbbronson@bronsonlaw.net
Total Assets: $1,318,000
Total Liabilities: $2,938,497
The petition was signed by Alan Schoening as president.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 20 largest unsecured creditors is available
for free at PacerMonitor.com at:
https://www.pacermonitor.com/view/Z62P5TA/22_Elm_Rye_Inc__nysbke-22-22544__0001.0.pdf?mcid=tGE4TAMA
424 GROUP: Unsecureds' Recovery Lowered to 44% in Plan
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424 Group, Inc, submitted a First Amended Plan of Reorganization
dated August 11, 2022.
The Chapter 11 filing prevented the foreclosure of some of the
Debtor's most valuable intellectual property, specifically a 90%
interest in Italian trademark number 302017000022094 and European
Union trademarks numbers 017961030 and 016411142 which were owned
by the Debtor. These trademarks and the Debtor's other intellectual
property were the most valuable assets of the Chapter 11 bankruptcy
estate ("Estate").
On June 30, 2022, the Court entered its Order Approving the Sale of
Substantially All Assets of the Estate Free and Clear of Liens,
Claims, Interests and Encumbrances, etc. ("Sale Order") pursuant to
which the assets identified in the Asset Purchase Agreement ("APA")
were sold to Buyer following an auction conducted by Debtor's
counsel. The sale to Buyer ("Sale") includes only the assets listed
in the Asset Purchase Agreement ("APA") and did not include the
Debtor's cash, avoiding power claims and other claims and causes of
action. At the Closing, Buyer paid the Debtor the sum of $1,600,000
in cash.
Among the assets remaining in the Estate are the Debtor's claims
against 380 Group, LLC. 380 Group is party to a letter of intent
("LOI") with the Debtor under which the Debtor licensed its
intellectual property to 380 Group pursuant to the terms set forth
therein, including the payment of royalties to the Debtor. 380
Group is in breach of the LOI due to its failure to pay the Debtor
royalties due under the LOI. The Debtor is investigating these
claims and potential tort claims against 380 Group. The Debtor has
engaged Margulies Faith, LLP, as its special litigation counsel to
conduct discovery and pursue the Debtor's rights under the LOI and
applicable law.
Buyer has expressed interest in purchasing the Debtor's rights,
defense and claims against 380 Group (the "380 Claims") and in the
event the Debtor and Buyer come to an agreement concerning the sale
of the 380 Claims, the Debtor will file its motion to request Court
approval of the sale of such claims to Buyer. Depending upon the
terms of such transaction, a sale of the 380 Claims would
presumably immediately increase the amount of cash on hand in the
Estate.
As the Debtor has sold substantially all of its assets and this is
a liquidating Plan, projections for future operations are not
applicable. The Debtor will also seek to liquidate the Causes of
Action to the Plan. The Reorganized Debtor will collect and
distribute all of the proceeds received from the sale and
litigation recoveries on a pro rata basis to the holders of allowed
claims in accordance with the terms of this Plan.
It is currently projected that the holders of allowed general
unsecured claims will receive a distribution equal to approximately
44% percent of their claims.
This Plan of Reorganization proposes to pay creditors of the Debtor
from the sale of all or substantially all of its assets and the
liquidation, through settlement or litigation, of its Causes of
Action. The Reorganized Debtor shall distribute all of the proceeds
from the Sale and the recovery on the Causes of Action in
accordance with the terms of the Plan.
Non-priority unsecured creditors holding allowed claims will
receive distributions, which the proponent of this Plan has valued
at approximately 44 cents on the dollar. This Plan also provides
for the payment of allowed secured, administrative and priority
claims.
Class 3 consists of Nonpriority unsecured creditors. In full
satisfaction of allowed Class 3 Claims, each holder shall be
entitled to receive pro rata distributions from the Reorganized
Debtor in accordance with the terms and provisions of the Plan, in
an amount up to 100% of such holder's allowed Class 3 claim, plus
interest from the petition date at the federal post-judgment
interest rate.
Provided however that no payment shall be made to allowed Class 3
holders unless and until satisfaction of the following conditions:
(i) the entry of a final non appealable order resolving all claim
objections, the settlement of all such disputes or the
establishment of a disputed claim reserve which is either agreed
upon by the Debtor and the disputed claim holder(s) or has been
established by Order of the Court; (ii) payment in full of all
allowed secured, administrative and priority claims; and (iii) the
funding into a segregated reserve of funds up to $250,000 to pay
all projected post confirmation professional fees and expenses
including post confirmation administration and litigating the
Causes of Action, if any.
Class 4 consists of Equity security holders of the Debtor. Class 4
is unimpaired by this Plan, and each holder of an allowed Class 4
Equity Interest shall retain their interest under the Plan.
The Debtor has sold substantially all of its assets, including but
not limited to its intellectual property and inventory. The Debtor
shall either sell its Causes of Action, including the 380 Claims,
or pursue such claims to settlement or judgment and collection, as
appropriate. The Debtor has retained counsel to pursue the 380
Claims and Andrade claims.
A full-text copy of the First Amended Plan of Reorganization dated
August 11, 2022, is available at https://bit.ly/3C1wgwf from
PacerMonitor.com at no charge.
Attorney of the Plan Proponent:
Daniel J. Weintraub, Esq.
James R. Selth, Esq.
Weintraub & Selth, APC
11766 Wilshire Boulevard, Suite 1170
Los Angeles, CA 90025
Tel: (310) 207-1494
Fax: (310) 442-0660
Email: jim@wsrlaw.net
About 424 Group Inc.
424 Group, Inc., a Los Angeles-based company that owns and operates
a clothing store, sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. C.D. Calif. Case No. 21-19407) on Dec. 23,
2021, listing as much as $10 million in both assets and
liabilities. Katrina Sirdofsky, president of 424 Group, signed
the petition.
Judge Sandra R. Klein oversees the case.
Daniel J. Weintraub, Esq., and James R. Selth, Esq., at Weintraub &
Selth, APC, are the Debtor's bankruptcy attorneys.
8233 ROXBURY: Case Summary & One Unsecured Creditor
---------------------------------------------------
Debtor: 8233 Roxbury LLC
8233 Roxbury Road
Los Angeles, CA 90069
Business Description: The Debtor is a Single Asset Real Estate (as
defined in 11 U.S.C. Section 101(51B)).
Chapter 11 Petition Date: August 16, 2022
Court: United States Bankruptcy Court
Central District of California
Case No.: 22-14444
Judge: Hon. Julia W. Brand
Debtor's Counsel: Kevin T. Simon, Esq.
LAW OFFICES OF KEVIN T. SIMON, APC
21241 Ventura Blvd., Suite 253
Woodland Hills, CA 91364
Tel: (818) 783-1674
Fax: (818) 783-6253
Email: kevin@ktsimonlaw.com
Estimated Assets: Unknown
Estimated Liabilities: $1 million to $10 million
The petition was signed by Rick Langley as owner.
The Debtor listed Apex Property Group, LLC as its only unsecured
creditor holding an unknown amount of claim.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/WATKZJA/8233_Roxbury_LLC__cacbke-22-14444__0001.0.pdf?mcid=tGE4TAMA
ADAMIS PHARMACEUTICALS: Posts $8.4-Mil. Net Loss in Second Quarter
------------------------------------------------------------------
Adamis Pharmaceuticals Corporation filed with the Securities and
Exchange Commission its Quarterly Report on Form 10-Q disclosing a
net loss applicable to common stock of $8.40 million on $39,847 of
net revenue for the three months ended June 30, 2022, compared to a
net loss applicable to common stock of $9.31 million on $1.28
million of net revenue for the three months ended June 30, 2021.
For the six months ended June 30, 2022, the Company reported a net
loss applicable to common stock of $18.75 million on $1.19 million
of net revenue compared to a net loss applicable to common stock of
$24.69 million on $2.61 million of net revenue for the same period
in 2021.
As of June 30, 2022, the Company had $17.69 million in total
assets, $10.65 million in total liabilities, and $7.04 million in
total stockholders' equity.
"I committed to the CEO role in May because I could see beyond
Adamis' current position to where it could go. I knew the Company
had strong assets which we could leverage to unlock shareholder
value," said David J. Marguglio, CEO of Adamis. "We have two
FDA-approved products competing in large markets. We have an
ongoing Phase 2/3 trial for Tempol that, if it shows significant
efficacy, could not only potentially become a blockbuster treatment
for COVID-19, but could be potentially expanded to treat other
respiratory diseases. Most importantly, we have a small, yet
devoted team of highly qualified and experienced individuals
committed to both saving patient lives and growing Adamis."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/887247/000138713122008584/admp-10q_063022.htm
About Adamis Pharmaceuticals
Adamis Pharmaceuticals Corporation --
http://www.adamispharmaceuticals.com-- is a specialty
biopharmaceutical company primarily focused on developing and
commercializing products in various therapeutic areas, including
allergy, opioid overdose, respiratory and inflammatory disease.
Adamis reported a net loss applicable to common stock of $45.83
million for the year ended Dec. 31, 2021, compared to a net loss
applicable to common stock of $49.39 million for the year ended
Dec. 31, 2020.
San Diego, California-based BDO USA, LLP, the Company's auditor
since 2020, issued a "going concern" qualification in its report
dated March 31, 2022, citing that the Company has suffered
recurring losses from operations and has a net capital deficiency
that raise substantial doubt about its ability to continue as a
going concern.
AEARO TECHNOLOGIES: Florida Judge Questions 3M Bankruptcy Strategy
------------------------------------------------------------------
Brendan Pierson of Reuters reports that the federal judge
overseeing about 230,000 claims over 3M Co's military-issue
earplugs on Thursday sharply questioned the company's strategy of
offloading its liabilities onto a newly bankrupt subsidiary.
U.S. District Judge M. Casey Rodgers in Pensacola, Florida, who is
presiding over the lawsuits by veterans who say their hearing was
damaged by 3M unit Aearo Technologies' Combat Arms Earplugs Version
2 (CAEv2), said she was concerned that 3M may be trying to dodge
her rulings, which the company has openly criticized in a brief
filed in Indianapolis bankruptcy court.
"What party gets to run to another forum because you don't like the
judge?" she asked 3M lawyer Jessica Lauria, of White & Case, at a
court hearing. "That's why we have appellate review."
Lauria said there was no reason to believe the bankruptcy judge
presiding over Aearo's case would not follow her rulings on
evidentiary issues.
Out of the 16 trials to date in the massive multidistrict
litigation involving 19 service members, plaintiffs have won in 10,
with about $265 million in combined awards to 13 plaintiffs.
Aearo filed for bankruptcy on July 26 and said it had committed $1
billion to resolve the earplug litigation. Days before the filing,
it entered into an agreement to indemnify 3M for all liability
related to CAEv2.
The company, which has denied liability, has argued that the
earplug cases, which name both 3M and Aearo as defendants, should
now be resolved in bankruptcy court.
3M has called the MDL "broken beyond repair," blaming Rodgers'
decision to allow "unvetted" claims on an administrative docket
without filing fees, and rulings excluding scientific evidence from
trials that could have helped the company.
Rodgers is considering two motions from veterans that seek to block
the plan.
One veteran, Guy Cupit, argues that 3M should not be allowed to
claim it is entirely separate from Aearo after failing to raise
that defense over three years of litigation. The other, by Richard
Valle, urges Rodgers to invoke an 18th-century law known as the All
Writs Act, which authorizes district courts to issue orders to
enforce their jurisdiction, to prevent Aearo from taking the claims
into bankruptcy.
Rodgers on Thursday appeared open to that possibility.
"If I believe the bankruptcy was fraudulent and was concocted as a
way to escape this court's jurisdiction, then that may be a perfect
use of the All Writs Act," she said at one point in Thursday's
hearing.
Plaintiffs' lawyers had harsh words for the company at the hearing
as well.
"They should show more shame about what they are doing," said
Valle's lawyer, Ashley Keller of Keller Postman.
The MDL is In re 3M Combat Arms Earplug Products Liability
Litigation, U.S. District Court, Northern District of Florida, No.
19-md-2885.
For the plaintiffs: Adam Wolfson of Quinn Emanuel Urquhart &
Sullivan; Ashley Keller of Keller Postman; Bryan Aylstock, Daniel
Thornburgh and Jennifer Hoekstra of Aylstock, Witkin, Kreis &
Overholtz; Shelley Hutson of Clark, Love & Hutson; Chris Seeger of
Seeger Weiss; and Joseph Messa of Messa & Associates
For 3M: Kimberly Branscome of Dechert; and Jessica Lauria of White
& Case
About Aearo Technologies
Aearo Technologies -- https://earglobal.com/en -- is a 3M company
that designs, manufactures, and sells personal protection
equipment. The Company offers prescription and non-prescription
safety eye wear, face shields, hard hats, and respirators. Aearo
serves customers worldwide.
To address claims related to the Combat Arms Earplugs Version 2,
Aearo Technologies LLC and its affiliates sought protection under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Ind. Lead Case
No. 22-02890) on July 26, 2022. In the petition filed by John R.
Castellano, as authorized signatory, Aearo Technologies estimated
assets and liabilities between $1 billion and $10 billion each.
3M is not a debtor in the Chapter 11 cases. 3M has committed $1
billion to fund a trust allocated for Combat Arms claims.
Kirkland & Ellis LLP is serving as legal counsel and AlixPartners
LLP is serving as restructuring advisor to Aearo Technologies. Ice
Miller LLP, is serving as bankruptcy co-counsel to the Debtors.
Kroll is the claims agent.
PJT Partners is serving as financial advisor and White & Case LLP
is serving as legal counsel to 3M.
ALARBESH / FERNANDEZ: Gets OK to Hire Eric Gravel as Legal Counsel
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Alarbesh / Fernandez, LLC seeks approval from the U.S. Bankruptcy
Court for the Northern District of California to employ Eric
Gravel, Esq., an attorney practicing in San Francisco, Calif., as
its bankruptcy counsel.
Mr. Gravel will render these services:
(a) prepare and file the Debtor's schedules, statement of
financial affairs and related documents;
(b) appear with the Debtor at the first meeting of creditors;
(c) prepare such orders as may be required; and
(d) prepare a disclosure statement and plan of reorganization,
and appear at proceedings related to the confirmation of a plan of
reorganization.
Mr. Gravel will be paid at his hourly rate of $450, plus
reimbursement of expenses incurred.
The attorney also received an initial retainer of $15,000 from the
Debtor.
Mr. Gravel disclosed in a court filing that he is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code.
The attorney can be reached at:
Eric J. Gravel, Esq.
Law Offices of Eric J. Gravel
1390 Market St., Suite 200
San Francisco, CA 94102
Telephone: (650) 931-6000
Email: ctnotices@gmail.com
About Alarbesh / Fernandez LLC
Alarbesh / Fernandez LLC, a California-based domestic liability
company, sought protection under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. N.D. Calif. Case No. 22-40472) on May 17, 2022. In the
petition signed by Moad Alarbesh, managing member, the Debtor
disclosed between $1 million and $10 million in both assets and
liabilities.
Judge Charles Novack oversees the case.
Eric J. Gravel, Esq., serves as the Debtor's counsel.
ALL AMERICA TRADING: Banana Exporter Files Subchapter V Case
------------------------------------------------------------
All America Trading LLC filed for chapter 11 protection in the
Middle District of Florida. The Debtor filed as a small business
debtor seeking relief under Subchapter V of Chapter 11 of the
Bankruptcy Code.
All America Trading LLC ("AAT") is a Florida limited liability
company whose primary place of business is in Orlando, Orange
County, Florida. AAT exports bananas globally. It works virtually
out of the apartment of the principal of AAT, Joe Mudar. Mr. Mudar
is the 100% owner of AAT.
AAT filed for relief under Chapter 11 subchapter V of the
Bankruptcy Code
because it needs to reorganize its debts and quickly utilize cash
collateral in order to move a perishable good -- bananas. Several
of AAT’s secured creditors have initiated garnishment proceedings
in New York, including AJ Equity Group LLC, who obtained a
garnishment of the
main operating account of AAT.
AAT's approximate gross annual income is between $350,000 to
$500,000.
The income for 2022 is wholly dependent upon AAT's ability to
access its cash collateral. The 2020 fiscal year provided $301,225
in gross income for AAT, although much of that was impacted by
Covid. The 2021 fiscal year provided for over $1.5 million in
gross income. This
year, AAT's operations have been severely hindered by the loan
terms of its secured creditors.
The approximate amounts owed to the following classes of creditors
are:
a. There are no priority claims.
b. Secured claims: $386,428.58, secured by $555,000 in assets of
AAT. However, AAT believes most, if not all, of the remaining
unsecured claims are actually secured. AAT is awaiting the proof
attached to those creditors' claims to determine if the current
secured claims are fully secured or under-secured.
c. Unsecured claims: $498,384.39.
AAT's personal property includes the following:
a. Operating Account at PNC Bank, NA – $140,000 is currently
frozen by AJ Equity Group LLC.
b. Operating Account at Truist – $20,000.
c. Accounts Receivable – variable due to fresh fruit issues,
but ranges from $150,000 to $290,000.
d. Current banana inventory – $175,000.
Mr. Mudar is the only employee of AAT, who is paid an annual salary
of
$75,000.
AAT will be seeking relief regarding use of cash collateral,
maintaining its current operating accounts, and payment of officer
salary to Mr. Mudar within the first 14 days of the Petition Date.
AAT's objective with this case is to quickly negotiate payment
terms with its secured creditors that are feasible for its
continued business operations, as well as obtain immediate access
to cash collateral so that it may resume operations of its banana
exports.
A meeting of creditors under 11 U.S.C. Section 341(a) is slated for
Sept. 12, 2022, at 9:00 a.m. in Room Telephonic Conference Line
(877) 801-2055; Participant Passcode 8940738#.
About All America Trading
All America Trading LLC is is a Florida limited liability company
whose primary place of business is in Orlando, Orange County,
Florida. AAT exports bananas globally. It works virtually out of
the apartment of the principal of AAT, Joe Mudar. Mr. Mudar is the
100% owner of AAT.
All America Trading LLC filed a petition for relief under
Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla.
Case No. 22-02876) on August 11, 2022. In the petition filed by
Mudar Y. Mahmoud, as owner, the Debtor reported assets between
$500,000 and $1 million and liabilities between $500,000 and $1
million.
Aaron R. Cohen has been appointed as Subchapter V trustee.
Adina L Pollan, of McGlinchey Stafford, is the Debtor's counsel.
ALTERA INFRASTRUCTURE: Brookfield to Retain Control in Plan Deal
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Altera Infrastructure LP, an offshore energy services provider
owned by affiliates of Brookfield Asset Management, filed for
Chapter 11 bankruptcy protection in Houston.
Altera is a midstream services provider to the oil and gas
industry, supplying critical infrastructure assets to its customers
primarily in offshore regions of the North Sea, Brazil, and the
East Coast of Canada. Altera has 2,450 employees who either serve
as crew or in onshore support roles for Altera's 41 vessels around
the world.
Altera operates in five principal business segments:
(a) the processing and storage of hydrocarbons through
Altera's four wholly owned and two joint-venture floating
production, storage, and offloading vessels ("FPSO"), as well as
the management of FPSOs owned by third parties;
(b) the provision of supplementary storage capabilities
through Altera's two floating storage and off-take vessels
("FSO");
(c) the deployment of eight long-distance towage vessels to
assist with, among other things, the tow from yard to operating
area and installation of large floating production facilities,
storage units, exploration units, and other vessels ("Towage");
(d) the operation of one unit to provide accommodations and
maintenance and safety services to projects on offshore
installations ("Accommodation" and together with FPSO, FSO and
Towage, "FFTA"); and
(e) the transportation of hydrocarbons from offshore oil field
installations to terminals and refineries located onshore, as well
as conventional tanking operations, using Altera's 24 shuttle
tanker vessels ("Shuttle Tankers").
The Debtors consist only of FFTA entities. The FPSO joint ventures
and the Shuttle Tankers entities are not Debtors in these chapter
11 cases.
CFO Jan Rune Steinsland explained in court filings that Altera has
recently faced declining revenues as a result of market headwinds,
contract expirations, and the aging of its fleet, which has
necessitated the recycling or sale of certain older vessels. These
challenges have been exacerbated by significant payment obligations
due under various interest-rate swap arrangements. While the recent
rise in energy prices has helped, Altera's ability to capture that
upside is limited by the terms of its existing contracts and the
fact that re-contracting its most significant assets requires
substantial lead time and investment.
This has resulted in a mismatch between operating cash flows and
the cost of the Debtors' ongoing debt service. Cash flows
currently generated from the FFTA assets are not sufficient to
support the funded debt obligations. Because of this mismatch, the
Debtors have been proactive over the course of this year in
approaching the holders of their funded debt obligations regarding
a balance sheet restructuring, initiating negotiations with their
secured bank lenders and Brookfield Business Partners L.P.
(together with certain of its affiliates and certain of its and
their respective managed funds and accounts, collectively,
"Brookfield") in its capacity as both secured lender and equity
sponsor. After many months, these negotiations have proven
successful. The Debtors have been able to achieve consensus with a
diverse group of stakeholders and enter chapter 11 with the broad
support necessary to efficiently implement a comprehensive balance
sheet restructuring that will position them well for success in the
future. While a group of unsecured noteholders does not presently
support the restructuring, the Debtors intend to continue
negotiations with them during chapter 11 to try to build additional
consensus.
Debtors' Capital Structure
The Debtors' capital structure includes: (a) approximately $552
million of asset-level bank debt (the "Bank Facilities," and the
lenders thereunder, the "Bank Lenders") spread across seven
facilities and secured by certain of the Debtors' vessels and
earnings and guaranteed by Altera Parent; (b) approximately $769
million of secured debt (the "IntermediateCo Obligations") issued
at Altera Parent's 100%-owned direct subsidiary, Altera
Infrastructure Holdings L.L.C. ("IntermediateCo"), which is
structurally junior to the Bank Facilities and also guaranteed by
Altera Parent (and all of which is held by Brookfield); and (c)
approximately $276 million of unsecured notes (the "Altera Parent
Unsecured Notes") issued by Altera Parent, which are structurally
junior to the Bank Facilities and the IntermediateCo Obligations.
The total amount of debt guaranteed by Altera Parent is $1.32
billion. Altera Parent also issued preferred equity with an
aggregate liquidation preference of approximately $408 million.
Brookfield owns 97.98% of Altera Parent's common equity.
Separately, the non-Debtor entities comprising Altera's wholly
owned Shuttle Tankers business and FPSO joint ventures (and certain
direct parent companies thereof) are obligated on approximately
$2.1 billion of additional debt obligations, none of which will be
affected by the Debtors' restructuring or these chapter 11 cases.
As of the Petition Date, the Debtors were liable for approximately
$1.6 billion in aggregate principal amount of funded debt
obligations, and, through Altera Parent, had issued $408 million of
outstanding preferred equity. In addition, the entities comprising
the Shuttle Tankers business, the FPSO joint ventures, and certain
other non-Debtors are liable for approximately $2.1 billion in
additional funded debt obligations:
Principal
Outstanding
(USD) as of
Funded Debt Petition Date
----------- -------------
Debtor Facilities:
FPSO Segment
$815M facility due 2023–2026 (Knarr Facility) $290,625,000
$75M facility due 2024 (Petrojarl I Facility) $43,750,000
FSO Segment
$230M facility due 2022 (Gina Krog Facility) $52,026,865
$26.25M facility (Suksan Salamander Facility) $12,500,000
Towage Segment
$185M facility due 2028 (4x ALP Facilities) $101,705,413
$150M of facilities due 2023 (6x ALP Facility) $42,544,000
Accommodation Segment
$112.5M facility due 2023 (Arendal Facility) $8,500,000
IntermediateCo Obligations
$32M facility due 2022 $32,000,000
11.50% PIK Notes due 20267 $736,872,300
Altera Parent Obligations
8.50 % Senior Notes due 2023 $275,730,000
Non-Debtor Facilities:
$120M facility due 2027 (Libra HoldCo Facility) $92,262,744
FPSO Joint Venture Obligations
Joint Venture Secured Debt $221,544,320
Shuttle Tankers Obligations
Secured Vessel-Level Debt $1,256,679,914
Unsecured Notes (Publicly Held) $449,463,619
Unsecured Brookfield PIK Notes $74,912,149
--------------
Total Debt Obligations $3,691,116,324
Through these chapter 11 cases, the Debtors seek to re-profile the
obligations under the Bank Facilities to better match anticipated
vessel-level cash flows, achieve an overall deleveraging through
the equitization of more than $1 billion in junior debt obligations
(comprised of the IntermediateCo Obligations and the Altera Parent
Unsecured Notes), and eliminate Altera Parent's preferred and
common equity.
As reflected in the restructuring support agreement dated as of
August 12, 2022 (the "Restructuring Support Agreement"), Brookfield
(in its capacity as equity sponsor and holder of 100% of the
IntermediateCo Obligations) and 71% of the Bank Lenders (the
"Consenting Bank Lenders") have agreed to support the Debtors'
restructuring.
Restructuring Support Agreement
According to Altera, Brookfield has provided substantial financial
support to Altera since 2019, including through more than $374
million in capital infusions and by exchanging approximately $699
million of indebtedness from cash interest bearing obligations to
"paid in kind" IntermediateCo Obligations that extended the
relevant maturities to 2026. These steps were critical in creating
the necessary runway to reach the agreement embodied in the
Restructuring Support Agreement.
A key component of the RSA is Brookfield's commitment to equitize
the IntermediateCo Obligations in exchange for 100% of the common
equity in reorganized Altera Parent. The Altera Parent Unsecured
Notes will also be equitized under the Restructuring Support
Agreement in exchange for the New Warrants issued by reorganized
Altera Parent.
The Restructuring Support Agreement contemplates the following key
terms, among others:
(a) Brookfield will provide a $50 million new-money
debtor-in-possession financing facility on a junior basis relative
to the claims and liens of the Bank Lenders (together with the
proposed roll-up of a portion of the IntermediateCo RCF, the "DIP
Facility") to fund these chapter 11 cases, which Brookfield has
agreed to equitize, along with certain associated fees, upon
emergence in connection with the restructuring contemplated by the
Restructuring Support Agreement (unless repaid from the proceeds of
an equity rights offering);
(b) Brookfield will equitize all outstanding IntermediateCo
Obligations in return for 100% of the common equity in reorganized
Altera Parent, together with any equitization of the DIP Facility;
(c) the Consenting Bank Lenders will agree to a comprehensive
re-profiling of the Bank Facilities, including maturity extensions,
interest and amortization relief, and other covenant relief, and
will agree to the satisfaction of their Altera Parent guarantees in
exchange for warrants to acquire their pro rata share of 7.6% of
the new common stock of Reorganized Altera Parent (the "New
Warrants");
(d) the Consenting Bank Lenders will agree to the Debtors'
consensual use of their cash collateral;
(e) a corporate reorganization, the result of which will be a
"siloed" FFTA structure providing for certain cross-guarantees to
the Bank Lenders and direct ownership by reorganized Altera Parent
of the Shuttle Tankers business and FPSO joint ventures;
(f) certain of the Consenting Bank Lenders and Brookfield will
agree to provide commitments for an approximately $183 million
new-money financing facility to fund the Debtors' portion of the
financing of the Knarr FPSO upgrade costs under the Knarr
Contract;
(g) the Altera Parent Unsecured Notes will be equitized in
exchange for their pro rata share of the New Warrants;
(h) general unsecured claims at subsidiary Debtors, trade and
contract claims, and administrative and priority claims will
generally be paid in full in cash in the ordinary course of
business; and
(i) all existing common and preferred equity in Altera Parent
will be canceled without any distribution.
With a deal in hand -- and in a significantly strained liquidity
position -- the Debtors commenced these chapter 11 cases to gain
access to the DIP Facility and implement the terms of the
Restructuring Support Agreement. To limit the administrative cost
and burden on the Debtors' businesses, it is critical that the
Debtors move through their chapter 11 process as efficiently as
possible. To that end, the Debtors propose to proceed with these
chapter 11 cases along the following timeline:
(a) no later than 5 days after the Petition Date, the Debtors
shall have obtained entry of an interim order approving the DIP
Facility and authorizing the use of cash collateral;
(b) no later than 45 days after the Petition Date, the Debtors
shall have obtained entry of a final order approving the DIP
Facility and authorizing the use of cash collateral;
(c) no later than 90 days after the Petition Date, the Debtors
shall have obtained entry of an order approving the form of
solicitation materials to be used in connection with voting on the
Debtors' plan of reorganization (the "Plan") and scheduling a
hearing to consider confirmation of the Plan;
(d) no later than 120 days after the Petition Date, the
Debtors shall have obtained confirmation of the Plan; and
(e) no later than the earlier of (i) 150 days after the
Petition Date and (ii) the maturity of the DIP Facility, the
Debtors shall have consummated the transactions contemplated by the
Plan.
About Altera Infrastructure
Westhill, United Kingdom-based Altera Infrastructure L.P. (NYSE:
ALIN-A) is a global energy infrastructure services partnership
primarily focused on the ownership and operation of critical
infrastructure assets in the offshore oil regions of the North Sea,
Brazil and the East Coast of Canada. Altera has consolidated
assets of approximately $3.8 billion comprised of 44 vessels,
including floating production, storage and offloading (FPSO) units,
shuttle tankers, floating storage and offtake (FSO) units,
long-distance towing and offshore installation vessels and a unit
for maintenance and safety (UMS). The majority of Altera's fleet is
employed on medium-term, stable contracts.
After agreeing to a debt-for-equity plan with bank lenders and
owner Brookfield, Altera Infrastructure L.P. and 37 affiliate
sought Chapter 11 protection (Bankr. S.D. Tex. Lead Case No.
22-90130) on Aug. 12, 2022.
As of the Petition Date, the Debtors were liable for approximately
$1.6 billion in aggregate principal amount of funded debt.
Kirkland & Ellis LLP and Jackson Walker LLP serve as the Debtors'
counsel. Stretto is the claims agent.
B GARZA SERVICES: Taps Alisha Gordon as Bankruptcy Counsel
----------------------------------------------------------
B Garza Services, LLC seeks approval from the U.S. Bankruptcy Court
for the District of Maryland to employ the Law Offices of Alisha
Gordon as legal counsel.
The firm will render these services:
(a) meet, consult and represent the Debtor in total capacity;
(b) prepare and file schedules, forms, statements and other
court pleadings;
(c) examine the Debtor's financial situation and render
advice;
(d) gather and perform due diligence to obtain all necessary
documents and paperwork for the Debtor's case;
(e) gather creditor information, proof of ownership of all
real estate owned by the Debtor, online valuations of real and
personal property, and copies of all relevant reports and other
restructuring strategies;
(f) advise the Debtor's discharge implications and tax
liabilities, as necessary;
(g) if applicable, travel to and from the courthouse to
represent the Debtor at the meeting of creditors, extend lift stay,
confirmation hearing and all other court appearances;
(h) review all of the claims filed in the case and telephone
conversations with the claimants, as necessary, for clarification
of claims, misfiled or misclassified claims, and file objections to
said claims, as required;
(i) answer many telephone calls and respond to the many email
correspondence from the Debtor and creditors;
(j) negotiate with secured creditors;
(k) represent the Debtor in any dischargeability actions,
judicial lien avoidances, relief from stay actions, or any other
adversary proceeding;
(l) advise the Debtor to obtain a discharge or final decree to
close the Chapter 11 case;
(m) prepare legal papers; and
(n) represent the Debtor's interests in tangent bankruptcy
proceedings if necessary.
The firm will be paid at its hourly rate of $275, plus
reimbursement of expenses incurred.
Alisha Gordon, Esq., 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:
Alisha Gordon, Esq.
Law Offices of Alisha Gordon
1101 Connecticut Ave NW, Ste. 450
Washington, DC 20036
Telephone: (202) 509-4680
Facsimile: (301) 585-1868
Email: alisha@agordonatlaw.com
About B Garza Services
B Garza Services, LLC sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. D. Md. Case No. 22-14321) on Aug. 8,
2022, listing as much as $1 million in both assets and liabilities.
Byron V. Garza Martinez, executive managing member, signed the
petition.
Judge Lori S. Simpson oversees the case.
Alisha Gordon, Esq., at the Law Offices of Alisha Gordon serves as
the Debtor's counsel.
BIONIK LABORATORIES: Posts $1.4 Million Net Loss in First Quarter
-----------------------------------------------------------------
Bionik Laboratories Corp. filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q disclosing a net loss
of $1.38 million on $242,829 of net revenues for the three months
ended June 30, 2022, compared to a net loss of $450,912 on $671,283
of net revenues for the three months ended June 30, 2021.
As of June 30, 2022, the Company had $4 million in total assets,
$2.41 million in total liabilities, and $1.60 million in total
stockholders' equity.
Rich Russo, chief financial officer and interim chief executive
officer, commented, "Bionik is starting fiscal 2023 with a good
first quarter; we shipped two units, one more than the fourth
quarter of fiscal 2022 and with our strong pipeline, we believe
that we are poised to ship more units in fiscal 2023 than we
shipped last year. At the same time, we are continuing to invest
in targeted sales and marketing initiatives to expand our
distribution channels and commercial footprint in the U.S. and
internationally while also controlling non-revenue related
expenses. During the first quarter, we raised $0.5 million from
existing investors, underscoring their confidence in Bionik's
outlook for growth and enabling us to explore various strategic
growth initiatives."
Gross profit was $0.2 million, a decrease of 69% from $0.5 million
in the first quarter of fiscal 2022. The gross margin was 69%
compared to 81% in the prior year period. The decrease was due to
less units sold in the current period as well as the sale of
certain demonstration inventory in the year ago period, which carry
a higher margin.
Total operating expenses were $1.5 million, an increase of 15%,
compared to $1.3 million in the first quarter of fiscal 2022.
Sales and marketing expenses increased by 71% to $0.6 million for
the current period, primarily due to continued investments in
commercial and marketing initiatives. Research and development
expenses increased 109% to $0.4 million due to increases related to
the Company's collaboration with Bitstrapped, a Google-cloud
platform partner, on our at home therapy web app to facilitate
therapy and collect accurate motion data in a patient's home.
General and administrative expenses decreased by 28% to $0.6
million resulting from a focus on cost containment.
Bionik stated, "Based on our current burn rate, we need to raise
additional capital to fund operations, hire necessary employees we
lost as a result of COVID-19 related furloughs and other
terminations, and meet expected future liquidity requirements. We
are continuously in discussions to raise additional capital, which
may include or be a combination of convertible or term loans and
equity which, if successful, will enable us to continue operations
based on our current burn rate, for the next 12 months; however, we
cannot give any assurance at this time that we will successfully
raise all or some of such capital or any other capital."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1508381/000141057822002199/bnkl-20220630x10q.htm
About BIONIK Laboratories
Bionik Laboratories Corp. -- http://www.BIONIKlabs.com-- is a
robotics company focused on providing rehabilitation and mobility
solutions to individuals with neurological and mobility challenges
from hospital to home. The Company has a portfolio of products
focused on upper and lower extremity rehabilitation for stroke and
other mobility-impaired patients, including three products on the
market and three products in varying stages of development.
Bionik reported a net loss and comprehensive loss of $10.41 million
for the year ended March 31, 2022, compared to a net loss and
comprehensive loss of $13.62 million for the year ended March 31,
2021. As of March 31, 2022, the Company had $4.68 million in total
assets, $1.75 million in total liabilities, and $2.93 million in
total stockholders' equity.
Toronto, Canada-based MNP LLP, the Company's auditor since 2015,
issued a "going concern" qualification in its report dated June 9,
2022, citing that the Company has experienced losses and has a
working capital deficiency and an accumulated deficit. These
conditions, along with other matters, raise substantial doubt about
Company's ability to continue as a going concern.
BOY SCOUTS: Set to Submit Modified Plan After Opinion
-----------------------------------------------------
Vince Sullivan of Law360 reports that the Boy Scouts of America
said Thursday, August 11, 2022, it intends to submit a modified
plan that addresses issues raised by a Delaware bankruptcy judge in
a lengthy opinion that approved the bulk of its $2.7 billion abuse
claim settlement trust proposal.
In a status report, court-appointed mediator Timothy V. P.
Gallagher said the debtor has been working with parties to the
mediation to alter the plan to bring it into alignment with the
conclusions reached by U. S. Bankruptcy Judge Laurie Selber
Silverstein in her July 29 opinion that held short of confirming
the debtor's Chapter 11 plan.
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.
BURTS CONSTRUCTION: Seeks to Hire Terra Point as Auctioneer
-----------------------------------------------------------
Burts Construction, Inc. seeks approval from the U.S. Bankruptcy
Court for the Southern District of Texas to hire Terra Point as its
auctioneer.
The Debtor needs the services of the firm to sell its equipment,
including dozers, tractors and trailers, in an auction.
Terra Point will be paid as follows:
1) a 7 percent commission on the gross sale price of the
equipment;
2) expenses in the amount of $15,000 for advertising, labor,
travel, preparing the equipment for sale, and other expenses; and
3) a 2.5 percent buyers' premium.
Tim Watters, owner of Terra Point, disclosed in a court filing that
the firm is a "disinterested person" within the meaning of Section
101(14) of the Bankruptcy Code.
The firm can be reached through:
Tim Watters
Terra Point
2802 Flintrock Trace, Suite 284
Austin, TX 78738
Phone: 877-772-5998
Email: info@terrapoint.com
About Burts Construction
Burts Construction, Inc. -- https://www.burtsconstruction.com/ --
is a family-owned and operated commercial site work company in
Tomball, Texas. Some of its services include land clearing,
demolition, site preparation, soil stabilization, underground
utilities, and paving.
Burts Construction sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Texas Case No. 22-31700) on June 20,
2022, listing up to $500,000 in assets and up to $10 million in
liabilities. Katherine Burts, president of Burts Construction,
signed the petition.
Judge Christopher M. Lopez oversees the case.
Julie M. Koenig, Esq., at Cooper & Scully, P.C. is the Debtor's
legal counsel.
BUYK CORP: Exclusivity Period Extended Until Nov. 14
----------------------------------------------------
Buyk Corp. obtained a court order extending the exclusivity period
for the company to file a Chapter 11 plan until Nov. 14 and solicit
acceptances from creditors until Jan. 13 next year.
The ruling by Judge Michael Wiles of the U.S. Bankruptcy Court for
the Southern District of New York allows the company to pursue a
bankruptcy plan without the threat of a rival plan from creditors
while it focuses on its restructuring efforts.
Buyk Corp.'s attorney, James Sullivan, Esq., at Windels Marx Lane &
Mittendorf, LLP, said the company requires additional time to
prepare a plan given the size and complexity of its Chapter 11
case.
"Although [Buyk] has made significant progress in the case, there
are several remaining substantial tasks to accomplish, including,
among other things, marketing and selling its intellectual
property, valued at $10 million in its schedules, and completing
the sale of its equipment worth several million dollars," Mr.
Sullivan said in court papers.
About Buyk Corp.
Buyk Corp. is a retail grocery delivery service that was launched
in September 2021. It operated a network of 39 stores in New York
and Chicago.
Buyk filed a Chapter 11 bankruptcy petition (Bankr. S.D.N.Y. Case
No. 22-10328) on March 17, 2022, listing as much as $10 million in
both assets and liabilities. James Walker, chief executive officer,
signed the petition.
Judge Michael E. Wiles oversees the case.
James M. Sullivan, Esq., at Windels Marx Lane & Mittendorf, LLP and
Dmitriy Goykhman, CPA PC serve as the Debtor's legal counsel and
accountant, respectively.
CAMMAND MACHINING: Case Summary & 17 Unsecured Creditors
--------------------------------------------------------
Debtor: Cammand Machining LLC
101 Shafer Dr.
Romeo, MI 48065
Business Description: Cammand Machining specializes in CNC
machining, gun drilling, and surfacing &
design.
Chapter 11 Petition Date: August 16, 2022
Court: United States Bankruptcy Court
Eastern District of Michigan
Case No.: 22-46398
Debtor's Counsel: Scott M. Kwiatkowski, Esq.
GOLDSTEIN BERSHAD & FRIED PC
4000 Town Center
Suite 1200
Southfield, MI 48075
Tel: 248-355-5300
Estimated Assets: $0 to $50,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Clarence Meltzer as managing member.
A copy of the Debtor's list of 17 unsecured creditors is available
for free at PacerMonitor.com at:
https://www.pacermonitor.com/view/MENWQ3Y/Cammand_Machining_LLC__miebke-22-46398__0003.0.pdf?mcid=tGE4TAMA
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/P6QUCAY/Cammand_Machining_LLC__miebke-22-46398__0001.0.pdf?mcid=tGE4TAMA
CC HILLCREST: Has Interim OK to Access Cash Collateral
------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Texas,
Dallas Division, authorized CC Hillcrest, LLC to use cash
collateral on an interim basis in accordance with the budget, with
a 15% variance.
The Debtor requires the use of cash collateral to continue the
operation of its business.
The Debtor is a party to a Loan Agreement dated as of September 17,
2020, with NEF Preservation PB Fund I LP. The Debtor also executed
a Promissory Note in the principal amount of $18,575,000 in favor
of the Secured Lender, and a Deed of Trust, Security Agreement,
Financing Statement, Fixture Filing and Assignment of Leases and
Rents in favor of the Secured Lender. The Secured Lender asserts
that, pursuant to the Loan Documents, substantially all of the
Debtor's assets are subject to the prepetition liens of the Secured
Lender including liens on rents.
As adequate protection, the Secured Lender is granted valid,
binding, enforceable, and automatically perfected liens first
priority replacement and additional liens and security interests.
The Post-Petition Liens granted to the Secured Lender in the Order
are automatically perfected without the need for filing of a UCC-1
financing statement with the Secretary of State's Office or any
other such act of perfection.
To the extent the Post-Petition Liens are not sufficient to
adequately protect the Secured Lender for the diminution in value
of its interests, the Secured Lender will have an allowed
super-priority administrative expense claim as set forth under
section 364(c)(1) of the Bankruptcy Code.
As additional adequate protection, the Debtor will pay monthly debt
service payments that would be required under the Loan Documents,
at the dates and times required under the Loan Documents.
A further hearing on the matter is scheduled for August 30 at 1:30
p.m.
A copy of the order and the Debtor's budget is available at
https://bit.ly/3QoZ46h from PacerMonitor.com.
The Debtor projects $207,327 in gross income and $4,514 in total
administrative expenses on a monthly basis.
About CC Hillcrest, LLC
CC Hillcrest, LLC operates an apartment complex in Mesquite, Texas.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Tex. Case No. 22-31362) on July 29,
2022. In the petition signed by Jared Remington, manager, the
Debtor disclosed up to $50 million in both assets and liabilities.
Judge Scott W. Everett oversees the case.
Joyce W. Lindauer Attorney, PLLC, is the Debtor's counsel.
CELSIUS NETWORK: Seeks to Hire Special Litigation Counsel
---------------------------------------------------------
Celsius Network, LLC and its affiliates seek approval from the U.S.
Bankruptcy Court for the Southern District of New York to employ
Akin Gump Strauss Hauer & Feld, LLP as special litigation counsel.
The Debtors need a special litigation counsel to provide legal
services in connection with specified litigation matters: (i)
Celsius' claims against Jason Stone and his company KeyFi, Inc.,
and (ii) a dispute with Prime Trust, LLC.
The firm agreed to provide a 10 percent discount to its standard
billing rates for this engagement.
The hourly rates of the firm's counsel and staff are as follows:
Partners $1,013 - $1,796
Senior Counsel $761 - $1,274
Counsel $891 - $1,103
Associates $545 - $941
Paraprofessionals $194 - $428
In addition, the firm will seek reimbursement for expenses
incurred.
Prior to the petition date, the firm received payments in the
amount of $3,782,587.82 from Celsius.
The firm also provided the following information in response to the
request for additional information set forth in Section D(1) of the
U.S. Trustee Guidelines:
Question: Did you agree to any variations from, or alternatives
to, your standard or customary billing arrangements for this
engagement?
Response: Yes. Akin Gump Strauss Hauer & Feld agreed to provide a
10% discount to its standard billing rates for this engagement,
which standard rates are consistent with (i) market rates for
comparable services and (ii) the rates that the firm charges and
will charge other comparable Chapter 11 clients, regardless of the
location of the Chapter 11 case.
Question: Do any of the professionals included in this engagement
vary their rate based on the geographic location of the bankruptcy
case?
Response: No rate for any of the professionals included in this
engagement varies based on the geographic location of the Chapter
11 cases.
Question: If you represented the client in the 12 months
prepetition, disclose your billing rates and material financial
terms for the prepetition engagement, including any adjustments
during the 12 months prepetition. If your billing rates and
material financial terms have changed post-petition, explain the
difference and reasons for the difference.
Response: As disclosed above, Akin Gump Strauss Hauer & Feld has
represented Celsius on various matters since March 2021. During
that period, Akin Gump Strauss Hauer & Feld charged Celsius its
standard rates in effect at that time, subject to certain discounts
to the firm's hourly rates. With respect to certain prepetition
work, from March 2021 through December 2021, the firm agreed to
discount hourly rates by 10%, except that my hourly rate was
further discounted so that it was approximately equal to the
discounted rate agreed for a senior corporate partner on
transactional work being undertaken by the firm Gump prepetition.
From January 2021 forward, my rate no longer was subject to a
unique discount. Based on the assumption that it would continue to
perform work for Celsius across numerous practice groups, the firm
agreed to provide tiered discounts at 10%, 12.5% or 15% depending
on aggregate fees received for all work per calendar year;
provided, however, that the firm did not agree to provide any
discount to Celsius in connection with restructuring advice that
the firm provided to Celsius prior to the petition date. In light
of the revised scope of the work that it will perform
post-petition, the firm and the Debtors agreed to a 10% discount to
the firm's standard billing rates for this engagement.
Question: Has your client approved your prospective budget and
staffing plan, and, if so, for what budget period?
Response: Akin Gump Strauss Hauer & Feld expects to develop a
prospective budget and staffing plan to reasonably comply with the
U.S. Trustee's request for information and additional disclosures,
as to which the firm reserves all rights. The Debtors have approved
the firm's proposed hourly billing rates.
Mitchell Hurley, Esq., a partner at Akin Gump Strauss Hauer & Feld,
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:
Mitchell Hurley, Esq.
Dean Chapman, Esq.
Michael Chen, Esq.
Akin Gump Strauss Hauer & Feld, LLP
One Bryant Park
New York, NY 10036
Telephone: (212) 872-1000
Facsimile: (212) 872-1002
Email: mhurley@akingump.com
mchen@akingump.com
About Celsius Network
Celsius Network LLC -- http://www.celsius.network/-- is a
financial services company that generates revenue through
cryptocurrency trading, lending, and borrowing, as well as by
engaging in proprietary trading.
Celsius helps over a million customers worldwide to find the path
towards financial independence through a compounding yield service
and instant low-cost loans accessible via a web and mobile app.
Celsius has a blockchain-based fee-free platform where membership
provides access to curated financial services that are not
available through traditional financial institutions.
The Celsius Wallet claims to be one of the only online crypto
wallets designed to allow members to use coins as collateral to get
a loan in dollars, and in the future, to lend their crypto to earn
interest on deposited coins (when they're lent out).
Crypto lenders such as Celsius boomed during the COVID-19 pandemic,
drawing depositors with high interest rates and easy access to
loans rarely offered by traditional banks. But the lenders'
business model came under scrutiny after a sharp sell-off in the
crypto market spurred by the collapse of major tokens terraUSD and
luna in May 2022.
New Jersey-based Celsius froze withdrawals in June 2022, citing
"extreme" market conditions, cutting off access to savings for
individual investors and sending tremors through the crypto
market.
The list of major crypto firms that have filed for bankruptcy
protection in 2022 now includes Celsius Network, Three Arrows
Capital and Voyager Digital.
Celsius Network LLC and its subsidiaries sought protection under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No.
22-10964) on July 14, 2022. In the petitions filed by Alex
Mashinsky, chief executive officer, Celsius Network estimated
assets and liabilities between $1 billion and $10 billion.
Judge Martin Glenn oversees the cases.
The Debtors tapped Kirkland & Ellis, LLP as legal counsel; Akin
Gump Strauss Hauer & Feld, LLP as special litigation counsel;
Centerview Partners as financial advisor; and Alvarez & Marsal as
restructuring advisor. Stretto is the claims and noticing agent.
CENTERRA GOLD: S&C Leads Dispute Resolution with Kyrgyz Republic
----------------------------------------------------------------
Sullivan & Cromwell LLP (S&C) guided Canadian gold mining company
Centerra Gold in a significant transaction with the Kyrgyz Republic
and its state-owned gold refining company, Kyrgyzaltyn OJSC, among
others, resolving a dispute over the government's seizure last year
of the company's Kumtor mine.
The S&C team helped bring the Kyrgyzstan government to the
bargaining table through a multi-jurisdictional approach in
Canadian court, U.S. bankruptcy court and international
arbitration, coordinating with counsel from six countries. The
transaction, which was finalized on July 29, is a remarkably swift
resolution of this conflict—reached just over a year after the
government's seizure. This is rare in the world of investor-state
disputes, which can drag on for years, if not decades, and where
arbitral awards, if obtained, can be hard to enforce and monetize.
After Kyrgyzstan took control of the mine in May 2021, an S&C
bankruptcy team filed Chapter 11 petitions that placed Centerra's
Kyrgyz subsidiaries under U.S. bankruptcy protection in New York.
The S&C arbitration team had previously responded quickly to the
government's actions by initiating an UNCITRAL arbitration in
Sweden the day before the mine was seized. S&C sought urgent
interim measures to preserve the value of the property. On the eve
of a hearing on the interim measures application, the Kyrgyz
government and Centerra reached an agreement to resolve the dispute
in April 2022.
Before the transaction was approved, legacy creditors of the Kyrgyz
Republic unsuccessfully challenged the closing in the Chapter 11
proceedings and the Ontario court proceedings. U.S. Bankruptcy
Judge Lisa Beckerman dismissed these attempts. The next day, an
Ontario court approved the transaction.
Under the transaction, Centerra received and cancelled all of its
common shares held by Kyrgyzaltyn, which represented 26 percent of
Centerra's outstanding shares worth several hundreds of millions of
dollars. In exchange, Kyrgyzaltyn received from Centerra a 100
percent equity interest in Centerra's Kyrgyz subsidiaries and a
cash payment, with Kyrgyzaltyn and the Kyrgyz Republic assuming all
responsibility for the Kumtor mine.
As part of the transaction, all legal proceedings involving the
parties will be terminated with no admissions of liability. These
include civil and criminal proceedings in the Kyrgyz Republic, the
UNCITRAL arbitration, the Chapter 11 bankruptcy proceedings in the
Southern District of New York and the Ontario court proceedings.
S&C has represented Centerra and its predecessor in matters
connected to the Kumtor mine since the original project financing
in 1994.
The London-based S&C team leading the negotiation and closing of
the agreement consisted of Stewart Robertson, Sam Saunders and
Gabriel Opris. The New York-based arbitration team included Joe
Neuhaus, John Hardiman, Andrew Finn, Mevelyn Ong, Leanna Katz and
Qingyang Song. The New York-based Chapter 11 team advising Kumtor
Gold Company included Jim Bromley, Alexa Kranzley, Christian
Jensen, Lauren Goldsmith, Julie Petiford, Michael Basse, Angela
Zhu, Meng Yu, David Whalen and Andrew Kaufman. Presley Warner and
Craig Jones in London provided English law assistance. Sharon Cohen
Levin advised on related criminal matters.
About Centerra Gold
Headquartered in Toronto, Canada, Centerra Gold Inc. --
https://www.centerragold.com/ -- a gold mining company, engages in
the acquisition, exploration, development, and operation of gold
and copper properties in North America, Turkey, and
internationally. The company explores for gold, copper, and
molybdenum deposits. Its flagship projects include the 100% owned
Mount Milligan gold-copper mine located in British Columbia,
Canada; and the Öksüt Gold Mine located in Turkey.
About Kumtor Gold Inc.
Centerra Gold Inc. is a Canadian mining company that owns and
operates the Kumtor Gold Mine in the Kyrgyz Republic.
Centerra placed subsidiaries, Kumtor Gold Co and Kumtor Operating
Co., into Chapter 11 bankruptcy in the U.S. following
nationalization of the miner's Kumtor gold mine by the Kyrgyz
Republic, a former Soviet republic.
Kumtor Gold Company CSJC and Kumtor Operating Company CSJC sought
Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Case Nos.
21-11051 to 21-11052) on May 31, 2021. Kumtor Gold was estimated to
have $1 billion to $10 billion in assets and $100 million to $500
million in liabilities as of the bankruptcy filing. The Hon. Lisa
G. Beckerman is the case judge. Sullivan & Cromwell LLP, led by
James L. Bromley, is the Debtor's counsel. Stikeman Elliot LLP is
the co-counsel.
* * *
Kumtor Gold Co. received approval for a voluntary dismissal of its
Chapter 11 case Wednesday, July 27, 2022, after a New York judge
said a deal with the government of Kyrgyzstan and the company's
equity parent was in the best interest of creditors. U.S.
Bankruptcy Judge Lisa G. Beckerman said the agreement among Kumtor,
its parent Centerra Gold Inc., and the Kyrgyz Republic would end
more than a year of disputes about control and ownership of the
gold mine Kumtor had previously operated in that country.
CENTURY ALUMINUM: Posts $37.4 Million Net Income in 2nd Quarter
---------------------------------------------------------------
Century Aluminum Company filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q disclosing net income
of $37.4 million on $856.6 million of total net sales for the three
months ended June 30, 2022, compared to a net loss of $35.1 million
on $528 million of total net sales for the three months ended June
30, 2021.
For the six months ended June 30, 2022, the Company reported net
income of $55.1 million on $1.61 billion of total net sales
compared to a net loss of $175.1 million on $972 million of total
net sales for the six months ended June 30, 2021.
As of June 30, 2022, the Company had $1.59 billion in total assets,
$444.8 million in total current liabilities, $661.2 million in
total noncurrent liabilities, and $479 million in total
shareholders' equity.
Century's liquidity position at quarter end was $225.6 million, an
increase of $71.3 million from the prior quarter.
"We are proud of the Century team for delivering these
second-quarter results in an increasingly complex environment,"
commented President and Chief Executive Officer Jesse Gary.
"Global energy prices have continued to rise over the past several
months, exacerbated by the war in Ukraine, decreased Russian
natural gas flows to Europe and unfavorable weather conditions,"
continued Mr. Gary. "In this environment, we have taken actions
necessary to preserve the competitiveness of our businesses,
including the difficult decision to temporarily curtail operations
at our Hawesville smelter and other measures designed to improve
cash flow while global energy prices remain elevated. As we look
forward, we continue to position Century to benefit from long-term
trends towards value-added aluminum products through our
Grundartangi casthouse and North America casthouse debottlenecking
projects."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/949157/000094915722000046/cenx-20220630.htm
About Century Aluminum Company
Century Aluminum Company -- http://www.centuryaluminum.com-- is a
global producer of primary aluminum and operates aluminum reduction
facilities, or "smelters," in the United States and Iceland.
Century Aluminum reported a net loss of $167.1 million for the year
ended Dec. 31, 2021, a net loss of $123.3 million for the year
ended Dec. 31, 2020, a net loss of $80.8 million for the year ended
Dec. 31, 2019, and a net loss of $66.2 million for the year ended
Dec. 31, 2018. As of March 31, 2022, the Company had $1.69 billion
in total assets, $574 million in total current liabilities, $674.9
million in total noncurrent liabilities, and $439.8 million in
total shareholders' equity.
CES ENERGY: S&P Affirms 'B' Rating on C$288MM Unsecured Notes
-------------------------------------------------------------
S&P Global Ratings affirmed its 'B' issue-level rating and '4'
recovery rating on CES Energy Solutions Corp.'s C$288 million
unsecured notes following the company's announcement of the
potential upsize of its credit facility to C$400 million from C$315
million. The '4' recovery rating on the notes indicates its
expectation for average (30%-50%; rounded estimate: 40%) recovery
in our simulated default scenario. S&P has updated its recovery
analysis, which incorporates a revision to its emergence EBITDA on
CES to C$90 million from C$65 million to reflect the company's
revenue and cash flow growth through the recent industry cycle.
S&P's updated estimated emergence EBITDA, under its simulated
default scenario, contemplates about a 50% reduction of the
company's revenues from its projected 2022 full-year revenue, with
EBITDA margins aligned with the company's realized margins during
the recent industry downturn.
CES recently announced it was updating its notes indenture to
potentially increase the credit facility size by about C$85
million. CES recently increased the credit facility size in July
2022 by C$50 million by exercising the facility's accordion.
S&P said, "Our 'B' issuer credit rating and stable outlook on the
company are unchanged. Our ratings on CES reflect the limited scale
of its operations and product diversity, as well as its weaker
realized margins relative to those of higher-rated peers. While we
project continued improvement in revenues and cash flow generation,
supported by anticipated spending by North American exploration and
production companies during our 2022-2023 forecast period, we
estimate only modest improvement in CES' credit measures, due to
higher working capital requirements. We project CES' adjusted
FFO-to-debt ratio will average 35%-40% over the next two years."
ISSUE RATINGS—RECOVERY ANALYSIS
Key analytical factors:
-- S&P has updated its recovery analysis to incorporate the
contemplated credit facility size increase. S&P's 'B' issue-level
rating and '4' recovery rating are unchanged. The '4' recovery
rating indicates its expectation for average recovery (30%-50%;
rounded estimate: 40%) recovery in our hypothetical default
scenario.
-- S&P's default scenario takes place in 2025 and contemplates a
sustained period of weak crude oil and natural gas prices globally
that leads to a significant reduction in drilling and completion
activity and associated decline in the demand for the company's
products.
-- S&P has valued CES on a going-concern basis using a 5.5x
multiple on the projected emergence EBITDA.
-- S&P's recovery analysis assumes that, in a hypothetical
bankruptcy scenario, secured revolver lenders are fully covered,
with the remaining value available to unsecured noteholders.
-- S&P assumes that 85% of the increased cash flow revolver
facility of C$400 million will be drawn at the time of default.
Simulated default assumptions:
-- Simulated year of default: 2025
-- EBITDA at emergence: C$90 million
-- EBITDA multiple: 5.5x
Simplified waterfall:
-- Net enterprise value (after 5% administrative costs): C$470
million
-- Valuation split in % (obligors/non-obligors): 100/0
-- Collateral value available to secured creditors: C$470 million
-- Secured first-lien debt: C$350 million
--Recovery expectations: Not applicable
-- Total value available to unsecured claims: C$120 million
-- Senior unsecured debt and pari passu claims: C$300 million
--Recovery expectations: 30%-50% (rounded estimate: 40%)
All debt amounts include six months of pre-petition interest.
Ratings List
ISSUE-LEVEL RATINGS AFFIRMED; RECOVERY EXPECTATION REVISED
TO: FROM:
CES ENERGY SOLUTIONS CORP.
Senior Unsecured B B
Recovery Rating 4(40%) 4(30%)
CH HOLDING: Lender Seeks Sept. 29 Auction of Brooklyn Property LLC
-------------------------------------------------------------------
In accordance with applicable provisions of the Uniform Commercial
Code as enacted in New York, by virtue of certain Events of
Defaults under those certain pledged and security agreements dated
as of Sept. 8, 2017, executed and delivered by FPG CH Holding Mezz
LLC ("pledgor") and by virtue of those certain UCC-1 filing
statements made in favor of Pacific Hicks 2 LLC ("secured party")
in accordance with Article 9 of the Uniform Commercial Code of the
State of New York Code, Secured Party will offer for sale, at
public auction, all the pledgor's right, title, and interest in and
to (i) 100% of the limited liability membership interest in 100% of
the limited liability membership interests in FPG CH 350 Hicks LLC,
and FPG CH 91 Pacific LLC ("pledged entity"), and (ii) certain
related rights and property relating thereto.
Secured party's understanding is that the principal asset of the
pledged entity is that certain fee interest in real property
commonly known as 91-95 Pacific Street a/k/a 355 Hicks Street,
Brooklyn, NY 11201 ("Pacific Property") and 350-352 Hicks Street,
Brooklyn, NY 11201.
Mannions Auctions LLC, under the direction of Matthew D. Mannion,
will conduct a public sale consisting of the collateral via online
bidding on Sept. 29, 2022, at 11:00 a.m., in satisfaction of an
indebtedness in the approximate amount of $47,007,462 including
principal, interest on principal, and reasonable fees and costs,
plus default interest through Sept. 29, 2022, subject to open
charges and all additional costs, fees and disbursements permitted
by law.
Online bidding will be made available via Cisco WebEx remote
meeting, meeting link: https://bit.ly/FPGMezz, Access Code: 2558
372 6563, Password: MezzUCC (6399822 from phones and video
systems), Call-in number 1-415-655-0001.
To receive the terms and condition of the sale and bidding
instructions by Sept. 23, 2022, interested parties who intend to
bid on the collateral must contact the secured party's counsel:
Jerold C. Feuerstein, Esq.
Kriss & Feuerstein LLP
360 Lexington Avenue
New York, New York 10158
Tel: (212) 661-2900
Email: jfeuerstein@kandfllp.com
CHINECHEREM EZE: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Chinecherem Eze LLC
24929 Palmilla Drive
Calabasas, CA 91302
Business Description: The Debtor is a Single Asset Real Estate
(as defined in 11 U.S.C. Section 101(51B)).
Chapter 11 Petition Date: August 16, 2022
Court: United States Bankruptcy Court
Central District of California
Case No.: 22-10954
Judge: Hon. Martin R. Barash
Debtor's Counsel: Gary S. Saunders, Esq.
SAUNDERS LAW GROUP
1891 California Avenue, Suite 102
Corona, CA 92881
Tel: (949) 538-1670
Email: garysaunders@saunderslawoffice.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Chinecherem Faith Eze, CEO/owner.
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/PKLRU4I/Chinecherem_Eze_LLC__cacbke-22-10954__0001.0.pdf?mcid=tGE4TAMA
CHRIS PETTIT: Trustee Taps Compass RE Texas as Real Estate Broker
-----------------------------------------------------------------
Eric Terry, the Chapter 11 trustee for Chris Pettit & Associates,
P.C., seeks approval from the U.S. Bankruptcy Court for the Western
District of Texas to hire Compass RE Texas, LLC, Corie Property
Group as his real estate broker.
The trustee requires the assistance of a real estate broker to
market for sale the Debtor's property located at 555 Argyle Ave.,
Alamo Heights, Texas.
Compass will get a commission of 4.5 percent of the sales price in
the event of a sale. The firm may offer to pay other brokers up to
2.75 percent of the sales price out of the 4.5 percent commission.
As disclosed in court filings, Compass is a "disinterested person"
within the meaning of Section 101(14) of the Bankruptcy Code.
The broker can be reached through:
Fred Hutt
Compass RE Texas, LLC
Corie Property Group
5800 Broadway, Suite 205
San Antonio, TX 78209
Mobile: 210-827-3986
Email: fred.hutt@compass.com
coriepropertiesgroup@compass.com
About Chris Pettit & Associates
Chris Pettit & Associates, P.C., a personal injury law firm in
Texas, and principal Christopher John Pettit sought protection
under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Texas
Lead Case No. 22-50591) on June 1, 2022. In the petition filed by
Mr. Pettit, the Debtor listed up to $50,000 in assets and up to
$500,000 in liabilities.
Judge Craig A. Gargotta oversees the case.
Michael G. Colvard, Esq., at Martin & Drought, P.C. is the Debtors'
counsel.
Eric Terry, the Chapter 11 trustee appointed in Chris Pettit &
Associates' case, is represented by Dykema Gossett, PLLC.
CLASSIC REFRIGERATION: Seeks to Tap Buchalter as Legal Counsel
--------------------------------------------------------------
Classic Refrigeration SoCal, Inc. seeks approval from the U.S.
Bankruptcy Court for the Central District of California to employ
Buchalter, A Professional Corporation as its bankruptcy counsel.
Buchalter will render these services:
(a) advise the Debtor with regard to the requirements of the
bankruptcy court, Bankruptcy Code, Bankruptcy Rules and the Office
of the United States Trustee as they pertain to the Debtor;
(b) advise the Debtor with regard to certain rights and
remedies of its bankruptcy estate and the rights, claims and
interests of creditors;
(c) represent the Debtor in any proceeding or hearing in the
bankruptcy court;
(d) conduct examinations of witnesses, claimants or adverse
parties and represent the Debtor in any adversary proceeding;
(e) prepare and assist the Debtor in the preparation of
reports, applications, pleadings and orders;
(f) represent the Debtor with regard to any
debtor-in-possession financing and cash collateral;
(g) assist the Debtor in the negotiation, formulation,
preparation and confirmation of a plan of reorganization;
(h) assist the Debtor in its appeal of the judgment entered in
favor of Hill Phoenix and challenge any claim that Hill Phoenix
asserts against the estate; and
(i) perform any other services which may be appropriate in
Buchalter's representation of the Debtor during its bankruptcy
case.
The hourly rates of Buchalter's counsel and staff are as follows:
Jeffrey K. Garfinkle, Shareholder $795
Caroline Djang, Shareholder $750
Khaled Tarazi, Associate $405
Nicholas Couchot, Associate $360
Shareholders up to $860
Associates $325 - $450
Paralegals $200 - $225
Prior to the petition date, the firm received a total retainer of
$125,000.
Jeffrey Garfinkle, Esq., a shareholder of Buchalter, 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:
Jeffrey K. Garfinkle, Esq.
Buchalter, A Professional Corporation
Attorneys at Law
401 Main Street, Suite 1130
Peoria, IL 61602
Telephone: (949) 760-1121
Facsimile: (949) 720-0182
Email: jgarfinkle@buchalter.com
About Classic Refrigeration SoCal
Classic Refrigeration SoCal Inc. is in the business of designing,
instructing, equipping, servicing and maintaining large cold
storage units throughout Southern California.
Classic Refrigeration SoCal sought protection under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. C.D. Calif. Case No. 22-11239) on
July 25, 2022. In the petition signed by David Rogers, chief
financial officer, the Debtor disclosed $6 million in total assets
and $7 million in total liabilities.
Judge Theodor Albert oversees the case.
Jeffrey K. Garfinkle, Esq., and Carolyn Djang, Esq., at Buchalter,
a Professional Corporation, are the Debtor's attorneys.
CLEARPOINT NEURO: Reports $4.3 Million Net Loss for Second Quarter
------------------------------------------------------------------
ClearPoint Neuro, Inc. filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q disclosing a net loss
of $4.30 million on $5.20 million of total revenue for the three
months ended June 30, 2022, compared to a net loss of $3.74 million
on $3.41 million of total revenue for the three months ended June
30, 2021.
"The ClearPoint Neuro Team has continued to execute against our
four-pillar growth strategy in the second quarter," commented Joe
Burnett, president and CEO. "We achieved another record quarter
for revenue and over 50% growth despite an elevated case
cancellation rate and supply chain disruptions. Our biologics and
drug delivery business led the way and became our largest segment
with product and service revenue growing at more than 70%. The
team also added multiple new pharma and academic partners bringing
our total to more than 45 and keeping pace at approximately one new
partner each month. Our ClearPoint Navigation system was installed
at four additional centers bringing the total new centers to eight
in 2022 across the U.S. and Europe. Our product development team
continues to execute on our pipeline and has additional products
being reviewed by global regulatory bodies.
Particularly of note, the European Commission granted marketing
authorization for Upstaza to our partner PTC Therapeutics. Upstaza
is the first gene therapy approved anywhere in the world to be
dosed by direct infusion into the brain. Consistent with our long
term strategy, the Summary of Product Characteristics for Upstaza
specifically includes the ClearPoint SmartFlow Neuro Cannula as the
device used for minimally invasive infusion of the gene therapy.
We believe the approval of Upstaza, delivered with ClearPoint's
cannula, demonstrates the viability and potential of our drug
delivery partnerships.
At present, we are reaffirming our prior guidance of revenue
between $21.0 and $22.0 million for the year."
The Company has incurred net losses since its inception, which has
resulted in a cumulative deficit at June 30, 2022 of $142.2
million. In addition, the Company's use of cash from operations
amounted to $9.3 million for the six months ended June 30, 2022 and
$12.7 million for the year ended Dec. 31, 2021. Since inception,
the Company has financed its operations principally from the sale
of equity securities and the issuance of notes payable.
As of June 30, 2022, the Company had $60.24 million in total
assets, $17.42 million in total liabilities, and $42.82 million in
total stockholders' equity.
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1285550/000128555022000043/clpt-20220630.htm
About ClearPoint Neuro
ClearPoint Neuro, Inc. formerly MRI Interventions, Inc. --
http://www.clearpointneuro.com-- is a medical device company that
develops and commercializes innovative platforms for performing
minimally invasive surgical procedures in the brain under direct,
intra-procedural magnetic resonance imaging, or MRI, guidance.
Applications of the Company's current product portfolio include
deep-brain stimulation, laser ablation, biopsy, neuro-aspiration,
and delivery of drugs, biologics, and gene therapy to the brain.
Clearpoint Neuro reported a net loss of $14.41 million for the year
ended Dec. 31, 2021, a net loss of $6.78 million for the year ended
Dec. 31, 2020, a net loss of $5.54 million for the year ended Dec.
31, 2019, and a net loss of $6.16 million for the year ended Dec.
31, 2018. As of March 31, 2022, the Company had $61.77 million in
total assets, $16.04 million in total liabilities, and $45.73
million in total stockholders' equity.
CONSTRUCTION MODERN DESIGN: Files for Chapter 11 Bankruptcy
-----------------------------------------------------------
Construction Modern Design Inc filed for chapter 11 protection in
the Eastern District of New York.
The Debtor disclosed $1.029 million in assets against $645,000 in
liabilities in its schedules. The Debtor owns vacant land at
1133-1135 Clay Ave., Bronx, NY, valued at $600,000. It also owns a
single family residence at 249 St. Marks Ave., Freeport, NY, valued
at $429,000.
According to court documents, Construction Modern Design estimates
between 1 and 49 creditors. The petition states funds will be
available to unsecured creditors.
About Construction Modern Design
Construction Modern Design Inc. sought protection under Chapter 11
of the U.S. Bankruptcy Code (Bankr. E.D.N.Y. Case No. 22-41943) on
August 11, 2022.
Francis E Hemmings, of Hemmings & Snell LLP, is the Debtor's
counsel.
COROTOMAN INC: Trustee Taps Isaac Smith of Realcorp as Realtor
--------------------------------------------------------------
Martin Sheehan, the trustee appointed in the Chapter 11 case of
Corotoman Inc., seeks approval from the U.S. Bankruptcy Court for
the Southern District of West Virginia to employ Isaac Smith, a
realtor at Realcorp, Inc.
The trustee needs a realtor to sell the Debtor's property in
Washington Heights, Charleston, W.Va.
Mr. Smith will receive a commission of 6 percent.
The realtor can be reached at:
Isaac N. Smith
Realcorp, Inc.
3818 MacCorkle Avenue, S.E.
Charleston, WV 25304
About Corotoman Inc.
Corotoman Inc. sought Chapter 11 protection (Bankr. S.D. W.Va. Case
No. 19-20134) on March 29, 2019. In the petition signed by John H.
Wellford, III, president, the Debtor disclosed as much as $1
million in both assets and liabilities.
Judge B. McKay Mignault oversees the case.
The Debtor is represented by the Law Office of John Leaberry,
PLLC.
Martin P. Sheehan was appointed as the trustee in this Chapter 11
case. The trustee tapped Sheehan & Associates, PLLC as his legal
counsel.
CPV SHORE: S&P Lowers Senior Secured Debt Rating to 'B+'
--------------------------------------------------------
S&P Global Ratings lowered its rating on CPV Shore Holdings, LLC's
senior secured debt, including the term loan B (TLB) and revolving
credit facility (RCF), to 'B+' from 'BB'. S&P Global Ratings also
revised the recovery rating to '2' from '1', indicating the
expectation for substantial (70%-90%; rounded estimate: 70%)
recovery in a default scenario.
The negative outlook reflects the potential for further
underperformance due to softening spark spreads, higher emission
costs, or deterioration in capacity prices in the upcoming PJM
auctions.
CPV has underperformed relative to S&P's forecast since 2021 and
lags our debt paydown expectations.
S&P said, "The project performed below our expectations in 2021 and
experienced lower capacity factors and declining energy margin due
to the impact of higher-than-anticipated regional greenhouse gas
initiative (RGGI) costs. New Jersey rejoining the RGGI program in
January 2020 has resulted in incremental variable costs for carbon
dioxide emissions for many power generation facilities, including
Woodbridge. At the same time, the project's cash flows were further
affected by the requirement to set aside collateral under its
hedging obligations, which materially impaired its ability to repay
debt via cash flow sweeps.
"In addition, we expect the lower capacity prices will likely
negatively affect CPV's cash flow generation and increase the
amount of debt outstanding at maturity to $330 million from our
previous expectation of $260 million. This results in higher
anticipated residual TLB balance at maturity, which negatively
affects DSCRs in the refinancing period. Under our revised
base-case scenario, we project a minimum DSCR of 1.18x post
refinancing, which is lower than our previous expectation of
1.35x."
For 2022, the project has budgeted a DSCR of about 1.20x and does
not expect any cash flow sweeps for the year. This is a result of
the proactive measure the project is taking by prefunding certain
obligations, which include RGGI-related allowances and RECs/SRECs
associated with its hedges in 2022 in advance of the major
maintenance targeted for spring 2023. Although these measures
result in depressed DSCR and no debt repayment in 2022, they free
up cash in 2023, which the project would likely use for debt
repayment.
Materially lower projected clearing prices will negatively affect
CPV's cash flows.
S&P said, "We now anticipate that capacity prices in PJM-EMAAC will
be materially lower over the longer term. Since capacity revenues
constitute a significant portion of its gross margin (30%-35%), we
expect the project will experience the effects of lower capacity
prices throughout its life, including the refinancing period,
compared with previous assumptions.
"Although capacity prices are increasingly difficult to forecast
due to evolving market rules, demand and supply dynamics, and
generator bidding behavior, we expect they will remain depressed
for the next few auctions, with EMAAC gradually improving to $95
per megawatt-day (/MW-day) by 2027-2028. This change in our PJM
EMAAC capacity price forecast results in approximately 35% lower
capacity revenue from 2023 to 2045 compared with our previous
forecast."
Higher RGGI prices have a negative effect on the project's cash
flow profile.
Since the beginning of 2020, RGGI prices have increased by 144% to
$13.90 per ton (/ton) in June 2022 in the latest auction, from
$5.70/ton in March 2020. Although this represents a real and
potentially increasing cost for thermal-based power generators
across the participating states, theoretically, an increase in
emission costs is also expected to have some corresponding impact
on power prices, which should rise to compensate for the
incremental carbon expense. Efficient generators such as
Woodbridge, whose emissions are lower relative to the marginal
unit, could also be net beneficiaries of this dynamic, as the
increase in systemwide power prices could offset the rise in RGGI
costs--expanding spark spreads, energy margins, and cash flows for
the project.
Pennsylvania's inclusion in RGGI is also creating a new dynamic.
S&P believes that plants in Pennsylvania that are not currently
subject to the increased emissions costs that plants in RGGI states
face will begin to embed those additional costs by raising their
daily bids into the energy market. The net result for efficient
generators such as Woodbridge could be an improvement in capacity
factors and an expansion in spark spreads. That said, the state
will elect a new governor in November 2022, as the current
governor's term expires in early 2023, and he is term limited. It
is unclear if the state will remain in the program after the new
governor is elected.
S&P said, "The negative outlook reflects the potential for further
underperformance due to softening spark spreads, higher emission
costs, or a further deterioration in capacity prices in the
upcoming PJM auctions. Based on our energy and capacity price
assumptions, we expect the project will repay about $40 million
through the remaining TLB period, leading to a debt balance at
maturity of about $330 million. We would lower the rating further
if debt repayment was projected to be weaker than our current
expectation, absent any offsetting improvement in market
conditions.
"We could lower the rating if the project cannot maintain a minimum
DSCR of 1.15x consistently. This could stem from
lower-than-expected capacity factors, weaker energy margins,
depressed capacity prices, higher-than-anticipated RGGI costs, or
unplanned outages that require a full plant shutdown for an
extended period. We would also consider a negative rating action if
the project's cash flow sweeps were materially lower than our
forecast, which would increase the residual TLB balance to more
than $330 million at maturity, and potentially weaken the projected
DSCRs in the post-refinancing period.
"We would revise the outlook to stable if market fundamentals in
the PJM improve significantly in the project's favor, which would
lead to higher cash flows and sweeps, and eventually a
lower-than-anticipated TLB balance at maturity. This could result
from some combination of higher-than-expected spark spreads, or
capacity prices and lower-than-anticipated RGGI costs. In order to
consider revising the outlook to stable, we would expect to see
DSCR of at least 1.25x."
DARLING INGREDIENTS: $250MM Add-on No Impact on Moody's Ba2 CFR
---------------------------------------------------------------
Moody's Investors Service commented on Darling Ingredients Inc.'s
announcement that it will raise approximately $250 million as a
fungible add-on to its existing $750 million senior unsecured 6%
notes due 2030. Proceeds from the senior unsecured notes offering
will be used for general corporate purposes, including repaying
borrowings under the company's $1.5 billion revolving credit
facility due December 2026. There is no impact on the company's Ba2
corporate family rating, Ba2-PD Probability of Default Rating, the
Ba1 rating on its senior secured credit facilities, and the Ba3
rating on its senior unsecured notes. The outlook is unchanged at
positive.
LGD Adjustments:
Issuer: Darling Ingredients Inc.
Senior Secured Bank Credit Facility, LGD Adjusted to (LGD2) of
(LGD3)
RATINGS RATIONALE
Darling had no borrowings under its revolving credit facility at
the end of the quarter ended July 2, 2022; however, on August 1,
2022, the company closed on the acquisition of FASA Group, Brazil's
largest independent rendering company, for approximately $540
million which it partially funded with revolver borrowings.
Moody's estimates that Darling's debt-to-EBITDA as of July 2,
2022, pro-forma for the FASA Group acquisition and the recent
Valley Proteins acquisition was 2.9x versus 2.7x as of the same
date pro-forma solely for the Valley Proteins acquisition. The
FASA Group acquisition is credit negative because it increases
leverage though this is partially mitigated by greater scale and
geographic diversity.
The methodology used in this rating was Protein and Agriculture
published in November 2021.
Darling Ingredients Inc., headquartered in Irving Texas, provides
rendering and recycling services to the food industry. The company
processes food waste such as animal by-products, used cooking oil,
and commercial bakery residuals into ingredients used in diverse
applications in the food, pet food, pharmaceutical, feed, fuel, and
fertilizer industries. Ingredients include gelatin, tallow, feed
grade fats, meat and bone meal, poultry meal, yellow grease, fuel
feed stocks, natural casings, and hides. The company's operations
are primarily located in North America and Europe with a modest
presence in China, South America, and Australia. Darling also owns
a 50% interest in the Diamond Green Energy joint venture with
Valero Energy Corporation. The publicly-traded company generates
annual revenue of about $4.7 billion excluding DGD, and DGD's
revenues for fiscal year ended December 2021 were $2.3 billion.
DAWN ACQUISITIONS: S&P Upgrades ICR to 'CCC', Outlook Negative
--------------------------------------------------------------
S&P Global Ratings raised its issuer credit rating on Dawn
Acquisitions LLC to 'CCC' from 'SD' (selective default) upon review
of Dawn's capital structure following the below-par term loan
purchases by an affiliate of Brookfield Infrastructure.
S&P said, "We view the purchases as a modest credit positive to
Dawn's capital structure, highlighting greater support from
Brookfield. We also raised the issue-level rating on Dawn's secured
first-lien notes to 'B-' from 'D' since we believe these
transactions are unlikely to persist.
"The negative outlook reflects our view that Dawn's operating
challenges will continue through fiscal 2023, which would pressure
the company's already negative free operating cash flow (FOCF) and
liquidity such that a conventional default becomes likely within
the next six months, absent external support from Brookfield."
The term loan purchases have no impact on Dawn's credit metrics or
liquidity position.
Although the debtholders have changed, the debt remains
outstanding, thus there is no immediate impact on S&P's expected
credit ratios or liquidity assessment. Therefore, its ratings are
the same as they were prior to the transactions, based on the
organic cash flows and stand-alone liquidity profile of Dawn. While
Brookfield is now a significant lender in Dawn's term loan, there
is no committed facility from Brookfield that contractually
obligates it to provide ongoing liquidity.
S&P's view the transactions as a modest credit positive.
S&P said, "We believe Brookfield's significant investment in the
company's debt increases the likelihood of cash infusions in its
wholly owned subsidiary.
"Our view of the business is largely unchanged, but we acknowledge
that Dawn is taking steps to improve its prospects.
"The company has closed unprofitable data centers, made efforts to
modernize, and recently invested in growth areas with hyperscale
customers. Still, elevated leverage and weak cash flow profile
underpin the 'CCC' rating.
"The negative outlook reflects our view that Dawn's operating
challenges will continue through fiscal 2023, which would pressure
FOCF deficits and liquidity such that a conventional default
becomes likely in the near term."
S&P could lower the rating if:
-- Dawn's liquidity continues to deteriorate such that a default
or restructuring appears to be inevitable within six months;
-- The company breaches its financial covenants and cannot cure
them; or
-- The below-par term loan purchases from Brookfield restart.
S&P could consider an upgrade to if:
-- Dawn substantially improves its liquidity position; and
-- S&P believed a default is less likely during the next 12
months, which would probably involve external support from
Brookfield.
EMERALD HOLLOW: Wins Interim Cash Collateral Access
---------------------------------------------------
The U.S. Bankruptcy Court for the Western District of North
Carolina, Statesville Division, authorized Emerald Hollow Mine, LLC
to use cash collateral on an interim basis in accordance with the
budget, with a 10% variance.
The Debtor is permitted to use cash collateral to pay operating
expenses.
As adequate protection, World Business Lenders, LLC and any junior
lienholders are granted a replacement security interest and lien
under section 361 of the Bankruptcy Code on all personal property
or collateral which secured the loan of WBL and any junior
lienholders as of the petition date to the extent and with the same
priority as the security interest and lien existed prior to the
petition date along with the proceeds and products thereof.
A continued hearing on the matter is scheduled for September 9,
2022, at 11 a.m.
A copy of the order and the Debtor's four-week budget is available
at https://bit.ly/3pgZWOv from PacerMonitor.com.
The budget provides for total expenses, on a weekly basis, as
follows:
$39,947 for Week 11;
$25,947 for Week 12;
$25,947 for Week 13;
$25,947 for Week 14; and
$25,947 for Week 15.
About Emerald Hollow Mine, LLC
Emerald Hollow Mine, LLC operates an Emerald Mine that is open to
the public for prospecting. The Debtor sought protection under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D.N.C. Case No.
22-50116) on May 16, 2022. In the petition filed by Jason Martin,
member manager, the Debtor disclosed up to $500,000 in assets and
up to $10 million in liabilities.
Judge Laura T. Beyer oversees the case.
John C. Woodman, Esq., at Essex Richards, PA is the Debtor's
counsel.
ESCADA AMERICA: Hearing on Exclusivity Bid Set for Aug. 31
----------------------------------------------------------
Judge Sheri Bluebond of the U.S. Bankruptcy Court for the Central
District of California approved a stipulation entered into by
Escada America, LLC and the official committee of unsecured
creditors in connection with the company's bid to remain in control
of its bankruptcy.
The court-approved stipulation sets an Aug. 31 hearing on Escada
America's motion to extend its exclusivity periods; an Aug. 17
deadline for creditors to respond to the motion; and an Aug. 24
deadline for the company to reply to any filed response.
Escada America last month asked for court approval to extend its
exclusivity periods to file a Chapter 11 plan and solicit
acceptances to Oct. 15 and Dec. 14, respectively.
The company said it needs additional time to work on a second
amended plan so as to account for any additional input it may
receive from the committee as it continues to respond to the
committee's initial information requests and related document
production.
Escada America filed its Chapter 11 plan of reorganization on May
12, which proposes to pay general unsecured creditors 15 percent of
their claims.
About Escada America
Escada America, LLC, owner of a clothing store in New York, sought
Chapter 11 bankruptcy protection (Bankr. C.D. Calif. Case No.
22-10266) on Jan. 18, 2022. In the petition filed by Kevin Walsh,
director of finance, the Debtor listed $1 million to $10 million in
both assets and liabilities.
Judge Sheri Bluebond oversees the case.
John Patrick M. Fritz, Esq., at Levene, Neale, Bender, Yoo &
Golubchik, LLP serves as the Debtor's legal counsel while
Holthouse, Carlin & Van Trigt, LLP is the Debtor's accountant.
On May 18, 2022, the U.S. Trustee for Region 16 appointed an
official committee of unsecured creditors in this Chapter 11 case.
Kelley Drye & Warren, LLP serves as the committee's legal counsel.
The Debtor filed its proposed Chapter 11 plan of reorganization and
disclosure statement on May 12, 2022.
FEI HUANG: Seeks Approval to Hire Mike Jaafar Law Firm as Counsel
-----------------------------------------------------------------
Fei Huang LLC seeks approval from the U.S. Bankruptcy Court for the
Northern District of Ohio to employ Mike Jaafar Law Firm, PLLC as
its counsel.
The firm will render these legal services:
(a) advise the Debtor of its rights, powers and duties in the
continued operation and management of its businesses and
properties;
(b) advise the Debtor concerning, and assist in the
negotiation and documentation of financing agreements, debt and
cash collateral orders and related transactions;
(c) review the nature and validity of liens asserted against
the Debtor's property and advise the Debtor concerning the
enforceability of such liens;
(d) advise the Debtor concerning the actions that it may take
to collect and recover property for the benefit of its estate;
(e) prepare legal papers;
(f) advise the Debtor concerning, and prepare responses to
applications, motions, pleadings, notices and other papers that may
be filed and served in this Chapter 11 case;
(g) counsel the Debtor in connection with the formulation,
negotiation and promulgation of plan(s) of reorganization and
related documents;
(h) advise and assist the Debtor in connection with any
disposition of its assets;
(i) advise the Debtor concerning executory contract and
unexpired lease assumptions, assignments and rejections and lease
restructurings; and
(j) perform such other legal services for and on behalf of the
Debtor as may be necessary or appropriate in the administration of
this Chapter 11 case.
The hourly rates of the firm's attorneys are as follows:
Michael Jaafar $250
Matthew Gilmartin $250
In addition, the firm will seek reimbursement for expenses
incurred.
Matthew Gilmartin, Esq., an attorney at Mike Jaafar Law Firm,
disclosed in a court filing that the firm is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code.
The firm can be reached through:
Matthew Gilmartin, Esq.
Mike Jaafar Law Firm PLLC
600 Granger Rd.
Independence, OH 44131
Telephone: (440) 479-8630
Email: Matt7g@att.net
About Fei Huang LLC
Fei Huang, LLC sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Ohio Case No. 22-31129) on Aug. 2,
2022. In the petition filed by Mike Dong, manager, the Debtor
disclosed between $1 million and $10 million in both assets and
liabilities.
Judge John P. Gustafson oversees the case.
Matthew Thomas Gilmartin, Esq., at Mike Jaafar Law Firm, is the
Debtor's counsel.
FINANCE OF AMERICA: Moody's Cuts CFR to Caa1, Outlook Stable
------------------------------------------------------------
Moody's Investors Service has downgraded Finance of America Funding
LLC's (FOA) corporate family rating to Caa1 from B2 and its senior
unsecured debt rating to Caa2 from B3. FOA's outlook was changed to
stable from negative.
Downgrades:
Issuer: Finance of America Funding LLC
LT Corporate Family Rating, Downgraded to Caa1 from B2
Senior Unsecured Regular Bond/Debenture, Downgraded to Caa2 from
B3
Outlook Actions:
Outlook, Changed to Stable from Negative
RATINGS RATIONALE
The two-notch downgrade of FOA's ratings reflects the company's
very high and weakening leverage combined with continued weak
profitability. In the second quarter, FOA reported a net loss of
$168 million, equal to -3.1% of its average assets (ROA), following
a net loss of $64 million in the first quarter, which amounted to
-1.2% ROA. The losses were driven by negative fair value marks due
to spread widening, lower originations, and lower gain on sale
margins. This compares to ROA of 0.8% for 2021 and 2.8% for 2020.
Over the next 12 to 18 months, Moody's expects FOA's and the
mortgage sector's profitability to continue to be challenged as
higher interest rates will result in materially lower origination
volumes and industry excess capacity will keep gain-on-sale margins
low.
Moody's views the company's leverage as very high as measured by
tangible common equity (excluding deferred tax assets) (TCE) to
adjusted tangible assets (excluding loans eligible for repurchase
and home equity conversion mortgages) of 2.6% as of June 30, 2022.
Even after adjusting for the low risk the company retains on its
reverse mortgage securitizations, TCE to Moody's calculated
risk-weighted assets was estimated to be only around 5.0% as of
June 30, 2022.
The company's liquidity position is weaker than that of similarly
rated peers, even though its rated $350 million bonds don't mature
until November 2025. This is because of its exposure to non-US
government agency and non-government-insured loans, which are less
liquid during periods of market stress than US government agency
and government-insured mortgages. Moreover, a high percentage of
the company's assets are encumbered, reducing its ability to access
alternative funding sources.
Fannie Mae, Freddie Mac, Ginnie Mae as well as the company's
financing facilities contain various financial covenants which
primarily relate to required capital, liquidity, leverage, and
profitability. Given its weak financial performance, the company
was not able to comply with certain of these financial covenants in
the second quarter. The company obtained waivers or amendments of
such affected financial covenants and as of June 30, 2022 was in
compliance with all other financial covenants. However, its weak
profitability and weak financial position put it at elevated risk
of further covenant breaches, giving rise to potential event risk
for its bondholders.
The stable outlook reflects Moody's expectation that the company's
current ratings reflect the challenging operating conditions in the
mortgage sector that will continue to pressure FOA's profitability,
making it difficult for the company to reduce its high financial
leverage over the next 12-18 months. The stable outlook also
recognizes that FOA is one of the top-three largest originators of
reverse mortgages, a top-30 retail originator of residential
mortgages, and a leading originator of fix-and-flip residential and
single-family investor mortgages. Its profitable reverse mortgage
business represents a key differentiating positive factor in its
business mix and franchise.
FOA's Caa2 senior unsecured rating is a notch below its Caa1 CFR,
based on the application of Moody's Loss Given Default for
Speculative-Grade Companies methodology and model. The Caa2 rating
considers priority of claim and strength of asset coverage,
including that the unsecured debt is subordinate to FOA's senior
secured revolving credit facilities.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The corporate family and unsecured bond ratings could be upgraded
if the company's financial performance improves materially. This
could be evidenced by demonstrating sustained profitability with
net income (excluding MSR fair value marks) to Moody's calculated
risk-weighted assets above 0.25%, TCE to adjusted tangible assets
(excludes loans eligible for repurchase and home equity conversion
mortgages) above 5.0%, and TCE to Moody's calculated risk-weighted
tangible assets above 10.0%.
The corporate family and unsecured bond ratings could be downgraded
if the company continues to report sizeable losses, if leverage
increases even further or if the company's liquidity profile
deteriorates. The unsecured debt rating could be downgraded if the
ratio of secured corporate debt to unsecured corporate debt
increases and remains above 50% from the current level of around
30%.
The principal methodology used in these ratings was Finance
Companies Methodology published in November 2019.
FIRST GUARANTY MORTGAGE: Resolves Chapter 11 Bonuses Fight
----------------------------------------------------------
Vince Sullivan of Law360 reports that bankrupt mortgage lender
First Guaranty Mortgage Corp. reached an agreement with unsecured
creditors Thursday, August 11, 2022, on its proposed key employee
incentive program, allowing the $1.55 million bonus plan to get a
bankruptcy judge's approval on a consensual basis.
During a virtual hearing, debtor attorney Laura Davis Jones of
Pachulski Stang Ziehl & Jones LLP said the official committee of
unsecured creditors had suggested its own potential executive bonus
plan in the days leading up to the hearing, but the parties
remained far apart on an agreement until just before Thursday's,
August 11, 2022, proceedings began.
On Aug. 11, 2022, the Bankruptcy Court approved a Key Employee
Incentive Plan for the Debtors. The KEIP has five participants:
the CEO, the Chief Information Officer, the Chief Legal Officer,
the EVP - Capital Markets, and EVP - Chief Compliance Officer. A
KEIP participants will earn a threshold amount if a Plan is
confirmed by NOv. 30, 2022, and a target amount if a Plan is
confirmed by Nov. 15, 2022. The total payments will be between
$930,200 and $1.24 million.
About First Guaranty Mortgage
First Guaranty Mortgage Corporation -- https://fgmc.com -- was a
full service, non-bank mortgage lender, offering a full suite of
residential mortgage options tailored to borrowers' different
financial situations. It was one of the leading independent
mortgage companies in the United States that originated residential
mortgages through a national platform.
Just before the bankruptcy filing, as a result of an extreme and
unanticipated liquidity crisis and resultant inability to obtain
additional capital, FGMC ceased all of its mortgage loan
origination activity and separated nearly 80% of its workforce.
FGMC and an affiliate commenced Chapter 11 Cases to evaluate their
options, accommodate their customers, and maximize and preserve
value for all stakeholders.
First Guaranty Mortgage Corporation sought protection under Chapter
11 of the U.S. Bankruptcy Code (Bankr. D. Del Case No. 22-10584) on
June 30, 2022. Affiliate Maverick II Holdings, LLC also sought
bankruptcy protection (Bankr. D. Del. Case No. 22-10583). In the
petition signed by Aaron Samples, chief executive officer, FGMC
disclosed up to $1 billion in both assets and liabilities.
Dentons US LLP and Pachulski Stang Ziehl, and Jones LLP represent
the Debtor as counsel. Kurtzman Carson Consultants, LLC, serves as
the Debtors' claims and notice agent.
LVS II SPE XXXIV LLC, as Cash Flow DIP Lender, is represented by
lawyers at Greenberg Traurig, LLP. The Cash Flow DIP Lender is an
indirect subsidiary of a private investment managed by Pacific
Investment Management Company LLC. B2 FIE IV LLC, an affiliate of
the DIP Lender, owns 100% of the equity interests of FGMC.
Barclays Bank PLC serves as DIP Repo Agent and DIP Repo Purchaser.
Barclays Capital Inc. serves as DIP MSFTA Counterparty. They are
represented by Hunton Andrews Kurth LLP and Potter Anderson &
Corroon LLP.
FLEETPRIDE INC: Moody's Affirms B3 CFR & Cuts First Lien Debt to B3
-------------------------------------------------------------------
Moody's Investors Service affirmed FleetPride, Inc.'s corporate
family rating at B3, probability of default rating at B3-PD and
senior secured second lien term loan rating at Caa2. Concurrently,
Moody's downgraded the senior secured first lien term loan rating
to B3 from B2 following the company's announced increase to its
asset-based lending ("ABL") facility. The outlook is stable.
The affirmation of the B3 CFR reflects FleetPride's improving
credit metrics supported by strong top line growth and operational
execution over the last 12 months. While Moody's expects
FleetPride's organic revenue growth to slow in 2023 following
robust growth in 2021 and 2022, the company should sustain its
improved EBITDA margin and debt/EBITDA between 5.5x and 6x over the
next year.
The downgrade of the senior secured first lien term loan to B3 from
B2 reflects the expectation for a higher amount of ABL borrowings
following the increase of the ABL facility to $300 million from
$225 million. The ABL borrowings maintain a priority claim on
certain current assets, thus ranking the facility ahead of the
first lien term loan in Moody's Loss Given Default framework.
Affirmations:
Issuer: FleetPride, Inc.
Corporate Family Rating, Affirmed B3
Probability of Default Rating, Affirmed B3-PD
Gtd Senior Secured 2nd Lien Term Loan, Affirmed Caa2 (LGD5)
Downgrades:
Issuer: FleetPride, Inc.
Gtd Senior Secured 1st Lien Term Loan, Downgraded to B3 (LGD4)
from B2 (LGD3)
Outlook Actions:
Issuer: FleetPride, Inc.
Outlook, Remains Stable
RATINGS RATIONALE
FleetPride's B3 CFR reflects the company's high financial leverage
under private equity ownership, exposure to cyclical end markets
and adequate liquidity with a history of modest free cash flow.
FleetPride's rating is supported by the company's leading position
as an independent distributor of non-discretionary aftermarket
parts to the heavy-duty truck market, its improving operating
margin and broad inventory selection.
FleetPride's performance is largely tied to trucking and freight
activity in the US. Over the last two years, FleetPride has
outperformed broader industry trends with growth in its e-commerce,
private label and service offerings. Moody's expects FleetPride's
momentum in these areas to continue through 2023 despite an
expectation for a slowdown in the growth of overall freight
activity compared to the past two years. Further, Moody's expects
FleetPride to remain very active in pursuing tuck-in acquisitions
to expand its network and product base. Moody's views FleetPride's
acquisition strategy to be relatively leverage-neutral.
The stable outlook reflects Moody's expectation for FleetPride to
sustain debt/EBITDA below 6x and generate moderately positive free
cash flow over the next twelve months.
FleetPride's liquidity is adequate. The company's liquidity is
primarily supported by its $300 million ABL facility expiring in
2025, which the company utilizes to manage working capital and fund
tuck-in acquisitions. Moody's expects FleetPride's free cash flow
to improve in 2022 and 2023 to about 3% of total debt from higher
earnings, which reflects a step-up from more modest free cash flow
historically.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The ratings could be upgraded if the company improves and maintains
its cash generating ability with free cash flow approaching 5% of
total debt. In addition, expectations for FleetPride to support a
financial policy that would maintain debt-to-EBITDA leverage below
5.75x would support an upgrade.
A downgrade could occur if deteriorating operating results,
debt-financed acquisitions or shareholder dividends result in the
company's leverage ratio being sustained above 7.0 times, RCF/debt
sustained below 4.0%, or if liquidity weakens.
FleetPride is a leading independent US distributor of aftermarket
heavy-duty truck and trailer parts. The company distributes brand
name heavy-duty vehicle parts and select private label brands
through five distribution centers and over 300 branches nationwide.
In addition, the company provides a limited range of remanufactured
products, as well as truck and trailer repair services. Revenue for
the twelve months ended June 30, 2022 was about $1.5 billion.
FleetPride is owned by private equity firm American Securities.
The principal methodology used in these ratings was Distribution &
Supply Chain Services Industry published in June 2018.
FREE SPEECH SYSTEMS: Product Sales Surge After Chapter 11 Filing
----------------------------------------------------------------
James Nani of Bloomberg Law reports that Infowars' parent company
has asked a bankruptcy court for more flexibility in its budget
amid a "surge" in product sales that the business said could climb
to $450,000 per day.
The bankrupt production company of right-wing radio host Alex
Jones, Free Speech Systems LLC, is facing a "crisis" in being able
to fulfill product sales from its website and needs a larger budget
to meet associated costs, the debtor said in an emergency motion
filed Thursday in the Texas bankruptcy court.
Free Speech wants the ability to allow its credit card processor to
remit more money to its fulfillment logistics company, Blue
Ascension LLC, to meet increased costs, it said.
Much of Free Speech's revenue comes from selling nutritional
supplements, it's previously said. It won temporary authority to
spend cash on Aug. 3, 2022.
The sales boost comes as Free Speech will likely face calls in its
bankruptcy for greater scrutiny of its finances after a
high-profile Texas trial ended last week with orders for the
conspiracy theorist and Free Speech to pay nearly $50 million in
damages.
The jury awarded parents Neil Heslin and Scarlett Lewis the damages
years after Jones alleged that the 2012 massacre in Newtown, Conn.,
was fabricated. Their 6-year-old, Jesse Lewis, was killed in the
shooting.
Free Speech's weekly revenues were projected at roughly $595,000 in
recent court documents. But the company's chief restructuring
officer now says its sales could reach as much as $450,000 per day,
according to Thursday's, August 11, 2022, filing.
The company's actual sales have gone over projections for several
reasons, including the addition of new inventory, the filing said.
Sales revenue in the first week after its bankruptcy filing came in
at almost $900,000, the filing said.
"While this is good news on the one hand, it could be
catastrophically dangerous if FSS cannot timely fulfill these new
orders," the company said.
About Free Speech Systems
Free Speech Systems LLC is a broadcast media production and
distribution company that provides broadcasting aural programs by
radio to the public. Free Speech Systems is a family-run business
founded by Alex Jones.
FSS is presently engaged in the business of producing and
syndicating Jones' radio and video talk shows and selling products
targeted to Jones' loyal fan base via the Internet. Today, FSS
produces Alex Jones' syndicated news/talk show (The Alex Jones
Show) from Austin, Texas, which airs via the Genesis Communications
Network on over 100 radio stations across the United States and via
the internet through websites including Infowars.com.
Due to the content of Alex Jones' shows, Jones and FSS have faced
an all-out ban of Infowars from mainstream online spaces. Shunning
from financial institutions and banning Jones and FSS from major
tech companies began in 2018.
Conspiracy theorist Alex Jones has been sued by victims' family
members over Jones' lies that the 2012 Sandy Hook Elementary School
shooting was a hoax.
Jones' InfoW LLC and affiliates, IWHealth, LLC and Prison Planet
TV, LLC, filed petitions under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. S.D. Texas Lead Case No. 22-60020) on April
18, 2022.
The Debtors agreed to the dismissal of the Chapter 11 cases in June
2022 after the Sandy Hook victim families dismissed the three
bankrupt companies from their lawsuits.
Free Speech Systems filed a voluntary petition for relief under
Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex.
Case No. 22-60043) on July 29, 2022. In the petition filed by W.
Marc Schwartz, as chief restructuring officer, the Debtor reported
assets and liabilities between $50 million and $100 million.
Melissa A Haselden has been appointed as Subchapter V trustee.
Raymond William Battaglia, of Law Offices of Ray Battaglia, PLLC,
is the Debtor's counsel.
FREE SPEECH: Conn. Judge Seriously Concerned on Hook Data Leak
--------------------------------------------------------------
Christine DeRosa of Law360 reports that a Connecticut judge on
Wednesday, August 10, 2022, told attorney Norm Pattis the court is
"gravely concerned" that he potentially shared confidential medical
records to unauthorized parties in a case involving his client,
right-wing conspiracy theorist Alex Jones, and the families of
Sandy Hook victims.
Pattis of Pattis & Smith LLC and his attorney, Wesley Mead of the
Mead Law Firm PC, appeared before Judge Barbara N. Bellis of the
Superior Court for the Judicial District of Waterbury after it
became public record last week in Jones' Texas defamation case that
his attorney possibly sent confidential health records protected by
a Connecticut court order to parties.
A full-text copy of the article is available at
https://www.law360.com/bankruptcy/articles/1519756/conn-judge-gravely-concerned-over-sandy-hook-data-leak
About Free Speech Systems LLC
Free Speech Systems LLC is a broadcast media production and
distribution company that provides broadcasting aural programs by
radio to the public. Free Speech Systems is a family-run business
founded by Alex Jones.
FSS is presently engaged in the business of producing and
syndicating Jones' radio and video talk shows and selling products
targeted to Jones' loyal fan base via the Internet. Today, FSS
produces Alex Jones' syndicated news/talk show (The Alex Jones
Show) from Austin, Texas, which airs via the Genesis Communications
Network on over 100 radio stations across the United States and via
the internet through websites including Infowars.com.
Conspiracy theorist Alex Jones has been sued by victims' family
members over Jones' lies that the 2012 Sandy Hook Elementary School
shooting was a hoax.
Jones' InfoW LLC and affiliates, IWHealth, LLC and Prison Planet
TV, LLC, filed petitions under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. S.D. Texas Lead Case No. 22-60020) on April
18, 2022. The Debtors agreed to the dismissal of the Chapter 11
cases in June 2022 after the Sandy Hook victim families dismissed
the three bankrupt companies from their lawsuits.
Jones' Free Speech Systems filed a voluntary petition for relief
under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr.
S.D. Tex. Case No. 22-60043) on July 29, 2022. In the petition
filed by W. Marc Schwartz, as chief restructuring officer, the
Debtor reported assets and liabilities between $50 million and $100
million.
Melissa A Haselden has been appointed as Subchapter V trustee.
Raymond William Battaglia, of Law Offices of Ray Battaglia, PLLC,
is the Debtor's counsel.
FUSE MEDICAL: Incurs $93K Net Loss in Second Quarter
----------------------------------------------------
Fuse Medical, Inc. filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q disclosing a net loss
of $93,319 on $4.67 million of net revenues for the three months
ended June 30, 2022, compared to a net loss of $85,480 on $5.67
million of net revenues for the three months ended June 30, 2021.
For the six months ended June 30, 2022, the Company reported a net
loss of $451,600 on $9.22 million of net revenues compared to a net
loss of $538,803 on $10.11 million of net revenues for the six
months ended June 30, 2021.
As of June 30, 2022, the Company had $19.05 million in total
assets, $22.92 million in total liabilities, and a total
stockholders' deficit of $3.87 million.
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/319016/000156459022029139/fzmd-10q_20220630.htm
About Fuse Medical
Headquartered in Richardson, Texas, Fuse Medical, Inc. --
www.fusemedical.com -- is a manufacturer and distributor of
innovative medical devices for the orthopedic and spine
marketplace. The Company provides a comprehensive portfolio of
products in the orthopedic total joints, sports medicine, trauma,
foot and ankle space, as well as, degenerative and deformity spine,
osteobiologics, wound care, and regenerative medicine products.
Fuse Medical reported a net loss of $1.58 million for the year
ended Dec. 31, 2021, a net loss of $1.43 million for the year ended
Dec. 31, 2020, compared to a net loss of $3.32 million for the year
ended Dec. 31, 2019. As of March 31, 2022, the Company had $17.77
million in total assets, $21.55 million in total liabilities, and a
total stockholders' deficit of $3.78 million.
GABHALTAIS TEAGHLAIGH: Wins Cash Collateral Access Thru Sept 7
--------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Massachusetts
authorized Gabhaltais Teaghlaigh, LLC to use cash collateral on an
interim basis in accordance with the supplemental budget through
the conclusion of a continued telephonic hearing set for September
7, 2022 at 10:30 a.m.
The Debtor is directed to file, as attachments to a supplemental
notice to the motion, (i) a revised budget; (ii) a reconciliation
of budgeted amounts as compared with actual cash receipts and
disbursements on a line item basis, and (iii) a proposed form of
order regarding the continued use of cash collateral beyond the
continued hearing.
A copy of the order is available at https://bit.ly/3SRF1Pt from
PacerMonitor.com.
About Gabhaltais Teaghlaigh
Gabhaltais Teaghlaigh, LLC sought protection under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. D. Mass. Case No. 22-10839) on
June 15, 2022. In the petition filed by Virginia Hung, as member,
Gabaltais Teaghlaigh LLC listed under $50,000 in both assets and
liabilities.
The case is assigned to Judge Christopher J. Panos.
David G. Baker, Esq., at Baker Law Offices is the Debtor's
counsel.
GLOBAL PREMIER: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Global Premier Regency Palms Oxnard, LP
1020 Bismark Way
Oxnard, CA 93033
Business Description: The Debtor operates an assisted living
facility in Oxnard, California.
Chapter 11 Petition Date: August 16, 2022
Court: United States Bankruptcy Court
Central District of California
Case No.: 22-10626
Debtor's Counsel: Garrick A. Hollander, Esq.
WINTHROP GOLUBOW HOLLANDER, LLP
1301 Dove Street, Suite 500
Newport Beach, CA 92660
Tel: 949-720-4100
Email: ghollander@wghlawyers.com
Estimated Assets: $10 million to $50 million
Estimated Liabilities: $10 million to $50 million
The petition was signed by Christine Hanna, managing member of the
General Partner.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/NIOULKQ/Global_Premier_Regency_Palms_Oxnard__cacbke-22-10626__0001.0.pdf?mcid=tGE4TAMA
List of Debtor's 20 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
1. Allied Senior Living $3,500
Resources
Attn: Corporate Officer
107 N Relno Rd #145
Newbury Park, CA 91320
Tel: (805) 209-8009
2. Assisted Living Connections $11,112
Attn: Corporate Officer
5412 Mark Ct
Agoura Hills, CA 91301
Tel: (818) 357-1123
3. Bestway Laundry Solutions $9,100
Attn: Corporate Officer
1035 E. Third St.
Corona, CA 92879-7476
Tel: 951-734-9430
4. BrandConnex, LLC $2,565
Attn: Corporate Officer
99 Wood Avenue
South Suite 304
Iselin, NJ 88300
Tel: 212-916-3689
5. Caring.com $5,499
Attn: Corporate Officer
PO Box 7689
San Francisco, CA 94120
Tel: (855) 909-9192
6. Coastal Occupational $3,030
Attn: Corporate Officer
1901 Outlet Center
Dr #100
Oxnard, CA 93036
Tel: 805-988-3200
7. Connie De La Rosa $2,328
9452 Telephone Rd 276
Ventura, CA 93004
Tel: (805) 200-7756
8. Contempo Creations $2,845
Attn: Corporate Officer
3943 Irvine Blvd, #208
Irvine, CA 92602
Tel: (949) 786-2120
9. Fully Managed Inc. $7,438
Attn: Corporate Officer
1002 Beaverbrook
Road, Unit 2
Kanata, ON K2K1L1
Canada
Tel: 613-591-9800
10. G5 Search $14,638
Marketing Inc
Attn: Polly Boothe/Corp Officer
P O Box 843274
Dallas, TX 75284
Tel: 541-241-8425x2174
11. Grainger Inc. $4,192
Attn: Corporate Officer
Dept 885855025
Palatine, IL
60038-0001
Tel: 800-23-73-17-437
12. HD Supply Facilities $8,976
Maintenance
Attn: Corporate Officer
PO Box 509058
San Diego, CA
92150-9058
Tel: (800) 798-8888
13. Jackson Lewis PC $17,184
Attn: Corporate Officer
PO Box 416019
Boston, MA 22410
Tel: (415) 394-9400
14. Nursecore Management $6,616
Services-NY
Attn: Corp Officer
DEPT# 41753
PO Box 650823
Dallas, TX 75265
Tel: 805-535-1099
15. One on One Sherpa LLC $4,510
Attn: Corporate Officer
PO Box 749405
Atlanta, GA
30374-9405
Tel: 314-432-1234x1007
16. PointClickCare $9,845
Technologies Inc.
Attn: Corporate Officer
PO Box 674802
Detroit, MI 48267
Tel: (800) 277-5889
17. Resident Refund $2,609
Attn: Planck, George Anne
Attn: Korchinski, Joseph
18. Sea Breeze Landscapes $5,600
Attn: Corporate Officer
PO Box 4204
Chatsworth, CA 91313
Tel: (805) 207-3481
19. Sysco Ventura, Inc. $21,237
Attn: Jessica
Lindgren/Corp Officer
1390 Enclave Parkway
Houston, TX 77077
Attn: Jessica
Lindgren/Corp Officer
Tel: 346-422-3164
20. The Home Depot Pro $9,698
Attn: Corporate Officer
PO Box 404284
Atlanta, GA
30384-4284
Tel: 904-421-1400
x108329
GREYSTAR REAL ESTATE: S&P Alters Outlook to Pos, Affirms 'BB-' ICR
------------------------------------------------------------------
S&P Global Ratings revised the outlook on Greystar Real Estate
Partners LLC to positive from stable and affirmed its 'BB-' issuer
credit and issue ratings.
S&P said, "We also affirmed the issue rating on Greystar's 5.75%
senior secured debt due December 2025 at 'BB-'. The recovery rating
of '3' remains unchanged, indicating our expectation for meaningful
recovery (50%-70%) of principal in the event of a payment default.
"The outlook revision reflects Greystar's existing market position
in multifamily property management, better-than-expected
performance throughout the pandemic, and our view that the company
will operate with leverage below 3.0x on a sustained basis. As of
June 30, 2022, Greystar's leverage was 2.1x versus 2.4x at year-end
2021 and 3.0x in June 2021. Our measure of net debt includes $590
million in senior secured notes, $200 million of preferred stock,
$110 million of operating lease, $50 million outstanding on the
revolving credit facility, and about $10.5 million in other debt.
We deduct surplus cash of about $300 million.
"Notwithstanding this, large debt-financed acquisitions or a severe
deterioration in the U.S. or global economy could inhibit the
company's upside potential. From a macroeconomic standpoint, our
economists now expect U.S. GDP growth of 1.8% (versus 2.4% in June
2022) and assess the risk of recession in the next 12 months as 45%
(within a 40%-50% range) and predict risks increasing as we head
into 2023. The rising inflation has led to effective rent levels
increasing by approximately 13% compared with the second quarter of
2021, and occupancy rates were at 94.6%, which provides tailwind.
Although Greystar has strong resiliency in property management
(averaging more than 96% rent collections since March 2020), a
prolonged economic downturn could dampen promote income and curb
the firm's high margin development and construction business.
For the six months ending June 30, 2022, revenues grew by
approximately 35% compared with the same period last year, to $1.97
billion. Property management revenues (45% of revenue) increased by
about 12% to $894 million, while development and construction
revenue (46% of revenue) grew 50% to $904 million. The company has
geographic concentration risk as about 30% and 26% of its contract
receivables related to construction and real estate projects is
from Texas and California, respectively, and a slowdown in those
economies can affect collection. Greystar had $539.2 million of
unfunded investment commitments as of June 30, 2022, representing
the company's portion of the general partner funding commitments
not yet funded to Greystar-sponsored funds and joint ventures. Of
those commitments, $313.3 million relates to new commitments under
Greystar Global Strategic Partners (GGSP) I, in which Greystar
holds a 16.7% interest. As of June 30, 2022, Greystar has $328
million in cash on balance sheet.
As of June 30, 2022, Greystar issued new unconditional and
irrevocable guarantees on construction and multifamily mortgage
loans of $160.5 million (total exposure $1.2 billion). The firm
also guarantees the lien-free completion of construction to
construction lenders and equity providers, which could require it
to complete the construction of a project if the contractor fails
to complete it. Greystar estimated maximum exposures of
approximately $186.2 million on June 30, 2022, and $291.9 million
at Dec. 31, 2021, in connection with outstanding construction
completion guarantees, none of which was required to be recognized
on the consolidated balance sheets. Although S&P views the absolute
size of the liability as very large, it believes the company has
historically managed its exposure through conservative advance
rates (typically 55%-65% of total project costs), institutional
equity sponsorship on most underlying projects, and limited
guarantees (typically limited to the top 15%-30% of individual loan
commitments).
S&P said, "Our positive outlook over the next 12 months--despite
macroeconomic headwinds from higher inflation, rising interest
rates, expected higher unemployment--on Greystar Real Estate
Partners LLC reflects our expectation of leverage staying below
3.0x, EBITDA interest coverage of around 6.0x, and the company
maintaining its existing market leading position in multifamily
property management service.
"We could revise our outlook to stable over the next 12 months if
the company embarks on a large debt-financed acquisition or
operating performance materially weakens, such that leverage
approaches 3.0x.
"We could upgrade the rating over the next 12 months if leverage
remains well below 2.5x with EBITDA interest coverage above 6.0x.
An upgrade would also be predicated on the firm maintaining stable
operating performance through an economic downturn, its existing
market leading position in multifamily property management, and no
new large-scale acquisitions." S&P could also upgrade the ratings
if the firm's outstanding loan guarantees diminish significantly.
S&P's simulated default scenario contemplates a payment default in
2026 because of heightened competition and significant operational
issues.
-- S&P assumes a reorganization following the default, using an
emergence EBITDA multiple of 6.0x to value the company.
-- Simulated year of default: 2026
-- EBITDA at emergence: $99.0 million
-- EBITDA multiple: 6.0x
-- Net enterprise value (after 5% administrative costs): $564.5
million
-- Collateral value available to secured creditors: $564.5
million
-- Total secured debt: $822.8 million
--Recovery expectations: 65%
Note: All debt amounts include six months of prepetition interest.
GT REAL ESTATE: Files Plan to Sell Facility, Pay $82M for Claims
----------------------------------------------------------------
GT Real Estate Holdings, LLC, on Aug. 11, 2022, announced it has
filed
a comprehensive Plan of Reorganization in the U.S. Bankruptcy Court
for the District of Delaware.
Under the terms of the Plan, which is subject to approval by the
Court and creditors, GTRE would have over $82 million available to
resolve allowed claims. The funds for distributions to creditors
are being provided by DT Sports Holding, LLC, under a Plan Sponsor
Agreement with GTRE. DT Sports Holding, LLC previously funded $20
million in Debtor-in-Possession financing. The following amounts
are available for distribution under the Plan:
* $60.5 million in cash funded into a settlement trust for the
benefit of contractors, subcontractors and general unsecured
creditors, which GTRE believes will be sufficient to pay all
allowed claims in full;
* $21.165 million in cash to reimburse York County for all
amounts it contributed to the project, plus interest; and
* $20.0 million or more from the available net proceeds (after
clean-up and senior claims) of the sale of real property to make
payments to the City of Rock Hill.
This Plan reflects GTRE's promise to expeditiously resolve all
claims and make payments to its creditors, including to York County
and the City of Rock Hill. GTRE now has a clear path to emerge
from bankruptcy made possible by substantial commitments from DT
Sports Holding, which has made available to GTRE more than $82
million in cash in an effort to bring this process to an orderly
and equitable conclusion. GTRE believes that the Plan is in the
best interests of its creditors and anticipates that a hearing to
consider approval of the Plan will occur in October of this year.
About GT Real Estate Holdings
GT Real Estate Holdings is a real estate company owned by David
Tepper. It was created to own and develop a mixed-use,
pedestrian-friendly community, sports, and entertainment venue,
that would also include a new headquarters and practice facility
for the Carolina Panthers, a National Football League team,
situated on a 234-acre site located in Rock Hill, South Carolina.
The company suspended further development of the Project in March
2022.
GT Real Estate Holdings sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. D. Del. Case No. 22-10505) on June 2,
2022. In the petition filed by Jonathan Hickman, as chief
restructuring officer, the Debtor reports estimated assets and
liabilities between $100 million and $500 million each.
The Hon. Karen B. Owens is the case judge.
The Debtor tapped White & Case LLP as restructuring counsel; Farnan
LLP, as Delaware counsel; and Alvarez & Marsal as financial
advisor. Kroll Restructuring Administration LLC is the claims
agent.
HOME DEALS OF MAINE: Taps Thomas Cox as Special Counsel
-------------------------------------------------------
Home Deals of Maine, LLC seeks approval from the U.S. Bankruptcy
Court for the District of Maine to hire Thomas Cox, Esq., a
practicing attorney in Portland, Maine, as its special counsel.
The Debtor needs legal assistance in matters related to litigation,
potential claims or adversary proceedings associated with a
mortgage loan made by Finance of America Commercial, LLC in August
2018.
Mr. Cox will be paid at his hourly rate of $400.
As disclosed in court filings, Mr. Cox neither holds nor represents
an interest adverse to the Debtor and its estate.
Mr. Cox holds office at:
Thomas A. Cox, Esq.
P.O. Box 1314
Portland, ME 04104-1314
Tel: (207) 749-6671
Fax: (207) 847-4024
Email: tac@gwi.net
About Home Deals of Maine
Home Deals of Maine, LLC owns 14 rental properties in Maine, with a
total current value of $2.7 million. The company is based in
Waterville, Maine.
Home Deals of Maine filed a petition for Chapter 11 protection
(Bankr. D. Maine Case No. 21-10267) on Oct. 6, 2021, listing
$3,147,975 in assets and $1,650,258 in liabilities. Jo A. Roderick,
sole member, signed the petition.
Judge Peter G. Cary oversees the case.
The Debtor tapped James F. Molleur, Esq., at Molleur Law Office as
bankruptcy counsel, and Thomas Cox, Esq., a practicing attorney in
Portland, Maine, as special counsel.
HUCKLEBERRY PARTNERS: May Use Cash Collateral Thru Sept 21
----------------------------------------------------------
HUCKLEBERRY PARTNERS: May Use Cash Collateral Thru Sept 21
The U.S. Bankruptcy Court for the Middle District of Florida,
Orlando Division, authorized Huckleberry Partners, LLC to use cash
collateral on an interim basis in accordance with the budget, with
a 10% variance.
The Debtor is permitted to use cash collateral to pay: (a) amounts
expressly authorized by the Court; and (b) the current and
necessary expenses set forth in the budget. As discussed in open
court, the line item for "Property Management Fee" is increased
from $2,000 to $2,500. Authorization for use of cash collateral
will remain effective until September 21, 2022 at 2 p.m. or the
closing on the sale for the real property, whichever comes first,
consistent with the budget, however, the parties may jointly agree
to extend the authorization by submitting an agreed order
reflecting such extension, which will require the written consent
of Emerald Creek Capital 3, LLC.
As adequate protection, Emerald is granted a replacement lien on
its post-petition cash collateral to the same extent, priority, and
validity as its pre-petition lien. The Debtor will also maintain
insurance coverage for its property and operations in accordance
with their obligations as debtors-in-possession and as required
under the loan and security documents with the Secured Creditors.
A continued hearing on the matter is scheduled for September 21 at
2 p.m.
A copy of the order and the Debtor's budget is available at
https://bit.ly/3QDoHQw from PacerMonitor.com.
The Debtor projects $55,245 in total income and $45,982 in total
expenses for August 2022.
About Huckleberry Partners
Huckleberry Partners LLC owns and operates a shopping center called
Waterford Commons, which is located at 12789 Waterford Lakes
Parkway, Orlando, Florida. Huckleberry Partners is a
member-managed company -- the only member with decision making
authority is Henry James Herborn, III.
Huckleberry Partners sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. M.D. Fla. Case No. 22-02159). In the
petition filed by Henry James Herborn, Ill, as managing member, the
Debtor estimated assets and liabilities between $1 million and $10
million each. Justin M Luna, Esq., at Latham, Luna, Eden &
Beaudine, LLP, is the Debtor's counsel.
The Debtor's Chapter 11 Plan and Disclosure Statement are due by
Oct. 17, 2022.
IGLESIA CRISTIANA: Seeks to Hire Juan Bigas Valedon as Counsel
--------------------------------------------------------------
Iglesia Cristiana Hefzi-BA (IS.62), Inc. seeks approval from the
U.S. Bankruptcy Court for the District of Puerto Rico to employ
Juan Bigas Valedon, Esq., an attorney practicing in Ponce, P.R., to
handle its Chapter 11 case.
Mr. Bigas will be paid at his hourly rate of $300, plus
reimbursement for expenses incurred.
The attorney also received a retainer of $8,000 from the Debtor.
Mr. Bigas disclosed in a court filing that he is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code.
The attorney can be reached at:
Juan C. Bigas Valedon, Esq.
4ta. Ext. El Monte
63-D Granada Street
Ponce, PR 00730
Telephone: (787) 259-1000
Facsimile: (787) 633-1253
About Iglesia Cristiana Hefzi-BA
Iglesia Cristiana Hefzi-BA (IS.62) Inc. sought bankruptcy
protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr.
D.P.R. Case No. 22-02170) on July 26, 2022. In the petition filed
by Deborah Magaly Alvarez Alvarez, pastora, the Debtor estimated
assets between $1 million and $10 million and liabilities between
$100,000 and $500,000.
Juan Carlos Bigas Valedon, Esq., is the Debtor's counsel.
J.E.H. PROPERTIES: Taps Kirby Aisner & Curley as Legal Counsel
--------------------------------------------------------------
J.E.H. Properties I, LLC and J.E.H. Properties II, LLC seek
approval from the U.S. Bankruptcy Court for the Southern District
of New York to hire Kirby Aisner & Curley, LLP to serve as legal
counsel in their Chapter 11 cases.
The firm's services include:
a. giving advice to the Debtors with respect to their powers
and duties and the continued management of their property and
affairs;
b. negotiating with creditors, working out a plan of
reorganization, and taking the necessary legal steps in order to
effectuate such a plan;
c. preparing legal papers;
d. appearing before the bankruptcy court;
e. attending meetings and negotiating with representatives of
creditors and other parties;
f. advising the Debtors in connection with any potential
refinancing of secured debt and any potential sale of their
business and assets;
g. representing the Debtors in connection with obtaining
post-petition financing;
h. taking any necessary action to obtain approval of a
disclosure statement and confirmation of a plan of reorganization;
and
i. performing all other legal services for the Debtors.
Kirby Aisner & Curley will be paid at these rates:
Partners $450 to $550 per hour
Associates $295 per hour
Paraprofessionals $150 per hour
The firm will also be reimbursed for its out-of-pocket expenses.
Dawn Kirby, Esq., a partner at Kirby Aisner & Curley, disclosed in
a court filing that her firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Dawn Kirby, Esq.
Erica R. Aisner, Esq.
Kirby Aisner & Curley, LLP
700 Post Road, Suite 237
Scarsdale, NY 10583
Tel: (914) 401-9500
Email: dkirby@kacllp.com
eaisner@kacllp.com
About J.E.H. Properties
J.E.H. Properties I, LLC and J.E.H. Properties II, LLC filed their
voluntary petitions for relief under Chapter 11 of the Bankruptcy
Code (Bankr. S.D.N.Y. Case Nos. 22-35449 and 22-35450) on July 20,
2022. At the time of the filing, the Debtors listed as much as $1
million in both assets and liabilities.
Judge Cecelia G. Morris oversees the case.
Dawn Kirby, Esq., at Kirby Aisner & Curley, LLP represents the
Debtors as counsel.
JAXON5 IMPORTS: Gets OK to Hire Norris & Associates as Accountant
-----------------------------------------------------------------
Jaxon5 Imports, LLC received approval from the U.S. Bankruptcy
Court for the Southern District of Texas to hire Norris &
Associates as its accountant.
The firm's hourly rates are as follows:
Accountants $200 per hour
Associates $75 per hour
The firm will receive reimbursement for out-of-pocket expenses
incurred.
Robert Norris, a partner at Norris & Associates, 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:
Robert Norris
Norris & Associates
1614 Holland Avenue
Houston, TX 77029
Phone: 713-453-3310
About Jaxon5 Imports
Jaxon5 Imports, LLC is a licensed and bonded freight shipping and
trucking company running freight hauling business from Cypress,
Texas.
Jaxon5 Imports filed a petition for relief under Subchapter V of
Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Texas Case No.
22-31596) on June 7, 2022, listing as much as $500,000 in both
assets and liabilities. Catherine Stone Curtis has been appointed
as Subchapter V trustee.
Judge Jeffrey P. Norman oversees the case.
Reese W. Baker, Esq., at Baker & Associates and Norris & Associates
serve as the Debtor's legal counsel and accountant, respectively.
JOHNSON & JOHNSON: To Stop Global Talc Baby Powder Sales by 2023
----------------------------------------------------------------
Johnson & Johnson on Thursday, August 11, 2022, said it will switch
to selling cornstarch-based baby powder, halting global sales of
its talcum-based powders that have been the focus of tens of
thousands of injury claims alleging the talc causes ovarian cancer
and mesothelioma.
J&J in 2020 halted sales of talc-based products in the U.S. and
Canada, citing a decline in consumer demand and "misinformation"
about the safety of the products, but will now stop selling the
product globally in 2023, the company said in a brief news release.
The Company said, "As part of a worldwide portfolio assessment, we
have made the commercial decision to transition to an all
cornstarch-based baby powder portfolio. As a result of this
transition, talc-based JOHNSON'S(R) Baby Powder will be
discontinued globally in 2023.
We continuously evaluate and optimize our portfolio to best
position the business for long-term growth. This transition will
help simplify our product offerings, deliver sustainable
innovation, and meet the needs of our consumers, customers and
evolving global trends.
Cornstarch-based JOHNSON'S(R) Baby Powder is already sold in
countries around the world. JOHNSON'S(R) is a flagship global brand
of Johnson & Johnson Consumer Health and we remain fully committed
to ensuring JOHNSON'S(R) products are loved by parents and families
for years to come.
Our position on the safety of our cosmetic talc remains unchanged.
We stand firmly behind the decades of independent scientific
analysis by medical experts around the world that confirms
talc-based JOHNSON'S(R) Baby Powder is safe, does not contain
asbestos, and does not cause cancer."
About Johnson & Johnson
Johnson & Johnson is an American multinational corporation founded
in 1886 that develops medical devices, pharmaceuticals, and
consumer packaged goods. It is the world's largest and most broadly
based healthcare company.
Johnson & Johnson is headquartered in New Brunswick, New Jersey,
the consumer division being located in Skillman, New Jersey. The
corporation includes some 250 subsidiary companies with operations
in 60 countries and products sold in over 175 countries.
The corporation had worldwide sales of $82.6 billion in 2020.
About LTL Management
LTL Management, LLC, is a subsidiary of Johnson & Johnson (J&J),
which was formed to manage and defend thousands of talc-related
claims and oversee the operations of Royalty A&M. Royalty A&M owns
a portfolio of royalty revenue streams, including royalty revenue
streams based on third-party sales of LACTAID, MYLANTA/MYLICON and
ROGAINE products.
LTL Management filed a petition for Chapter 11 protection (Bankr.
W.D.N.C. Case No. 21-30589) on Oct. 14, 2021. The case was
transferred to New Jersey (Bankr. D.N.J. Case No. 21-30589) on Nov.
16, 2021. The Hon. Michael B. Kaplan is the case judge. At the time
of the filing, the Debtor was estimated to have $1 billion to $10
billion in both assets and liabilities.
The Debtor tapped Jones Day and Rayburn Cooper & Durham, P.A., as
bankruptcy counsel; King & Spalding, LLP and Shook, Hardy & Bacon
LLP as special counsel; McCarter & English, LLP as litigation
consultant; Bates White, LLC as financial consultant; and
AlixPartners, LLP as restructuring advisor. Epiq Corporate
Restructuring, LLC, is the claims agent.
An official committee of talc claimants was formed in the Debtor's
Chapter 11 case on Nov. 9, 2021. On Dec. 24, 2021, the U.S. Trustee
for Regions 3 and 9 reconstituted the talc claimants' committee and
appointed two separate committees: (i) the official committee of
talc claimants I, which represents ovarian cancer claimants, and
(ii) the official committee of talc claimants II, which represents
mesothelioma claimants.
The official committee of talc claimants I tapped Genova Burns LLC,
Brown Rudnick LLP, Otterbourg PC and Parkins Lee & Rubio LLP as its
legal counsel. Meanwhile, the official committee of talc claimants
II is represented by the law firms of Cooley LLP, Bailey Glasser
LLP, Waldrep Wall Babcock & Bailey PLLC, Massey & Gail LLP, and
Sherman Silverstein Kohl Rose & Podolsky P.A.
JONES SODA: Incurs $1.4 Million Net Loss in Second Quarter
----------------------------------------------------------
Jones Soda Co. filed with the Securities and exchange Commission
its Quarterly Report on Form 10-Q disclosing a net loss of $1.44
million on $6.02 million of revenue for the three months ended June
30, 2022, compared to net income of $309,000 on $4.46 million of
revenue for the three months ended June 30, 2021.
For the six months ended June 30, 2022, the Company reported a net
loss of $3.10 million on $10.54 million of revenue compared to a
net loss of $410,000 on $7.32 million of revenue for the six months
ended June 30, 2021.
As of June 30, 2022, the Company had $17.67 million in total
assets, $3.48 million in total liabilities, and $14.18 million in
total shareholders' equity.
As of June 30, 2022 and Dec. 31 2021, the Company had cash and
cash-equivalents of approximately $9.3 million and $4.7 million,
respectively, and working capital of approximately $13.9 million
and $6.0 million, respectively. Net cash used in operations during
the six months ended June 30, 2022 and 2021 totaled approximately
$4.9 million and $1.6 million, respectively. Net cash used in
operations increased primarily due to the increase in expenses
related to expanding its business to include cannabis-containing
beverages and related products as of June 30, 2022.
Jones Soda said, "We intend to continually monitor and adjust our
operating plan as necessary to respond to developments in our
business, our markets and the broader economy. In addition, the
continuation of the COVID-19 pandemic and uncertain supply chain
conditions, may reduce demand for certain products, and may
negatively impact our business.
"As of the date of this Report, as a result of our cash on hand, we
believe that our current cash and cash equivalents will be
sufficient to meet the Company's funding requirements for one year
after these condensed consolidated financial statements are
issued."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/0001083522/000143774922020178/jsda20220726_10q.htm
About Jones Soda
Headquartered in Seattle, WA, Jones Soda Co. -- www.jonessoda.com
-- is a craft soda manufacturer with a subsidiary dedicated to
cannabis products. The company markets and distributes premium
craft sodas under the Jones Soda and Lemoncocco brands, and a
variety of cannabis products under the Mary Jones brand. Jones'
mainstream soda line is sold across North America in glass bottles,
cans and on fountain through traditional beverage outlets,
restaurants and alternative accounts. The company is headquartered
in Seattle, Washington.
Jones Soda reported a net loss of $1.81 million for the year ended
Dec. 31, 2021, a net loss of $3 million for the year ended Dec. 31,
2020, and a net loss of $2.78 million for the year ended Dec. 31,
2019. As of March 31, 2022, the Company had $19.02 million in
total assets, $6.51 million in total liabilities, and $12.51
million in total shareholders' equity.
KEYWAY APARTMENT: Taps Reliable Property Mgmt. as Property Manager
------------------------------------------------------------------
Keyway Apartment Rentals, LLC seeks approval from the U.S.
Bankruptcy Court for the District of Maryland to employ Reliable
Property Management, Inc. to manage its 63-unit residential
apartment complex known as Keyway Apartments in Baltimore County,
Md.
The firm's management fee, primarily consisting of 8 percent of the
Debtor's rental income, is approximately $4,500 per month.
Keith Kaiser, president of Reliable Property Management, disclosed
in a court filing that his firm is a "disinterested person" within
the meaning of Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Keith Kaiser
Reliable Property Management, Inc.
1809 E 17th St
Idaho Falls, ID 83404
Phone: 208-535-0799
Fax: 208-552-6816
About Keyway Apartment Rentals
Keyway Apartment Rentals, LLC is a single asset real estate (as
defined in 11 U.S.C. Section 101(51B)). Based in Dundalk, Md., the
Debtor owns apartment buildings valued at $6.5 million.
Keyway Apartment Rentals filed a voluntary petition for relief
under Chapter 11 of the Bankruptcy Code (Bankr. D. Md. Case No.
22-13389) on June 21, 2022. In the petition signed by George
Divel, III, managing member, the Debtor disclosed $6,653,350 in
total assets and $4,252,151 in total liabilities.
Judge Michelle M. Harner oversees the case.
Joseph M. Selba, Esq., at Tydings & Rosenberg, LLP serves as the
Debtor's legal counsel while Reliable Property Management, Inc. is
the Debtor's property manager.
MEDICAL TECHNOLOGY: Seeks to Hire CBRE as Real Estate Broker
------------------------------------------------------------
Medical Technology Associates II, Inc. seeks approval from the U.S.
Bankruptcy Court for the District of Delaware to employ CBRE, Inc.
as its real estate broker.
The Debtor requires a real estate broker to assist with the listing
and marketing of its real property in Malvern, Pa., for sublease
or, in the alternative, to effectuate a recapture and release or
buyout of its obligations under its lease.
If CBRE is the sole broker for the property, CBRE will get a
commission in an amount equal to 6 percent for year 1; 5 percent
for year 2; 4 percent for year 3; and 3 percent on years 4 to 10 of
the base rent payable by the subtenant over the initial term of the
sublease.
As disclosed in court filings, CBRE is a "disinterested person"
within the meaning of Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Bob Zwengler
CBRE, Inc.
Two Liberty Place, Suite 3000
50 S. 16th Street
Philadelphia, PA, 19102
Tel: +1 215 561 8979
Mobile: +1 215 266 6480
Email: Robert.Zwengler@cbre.com
About Medical Technology Associates II
Medical Technology Associates II, Inc. -- https://www.8biomed.com/
-- is a biotechnology venture company in Thousand Oaks, Calif. It
conducts business under the name 8BioMed.
Medical Technology Associates II filed a petition for relief under
Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. D. Del.
Case No. 22-10534) on June 14, 2022, listing up to $10 million in
assets and up to $50 million in liabilities. Richard E. Furtek has
been appointed as Subchapter V trustee.
Judge Craig T. Goldblatt oversees the case.
Michael G. Busenkell, Esq., at Gellert Scali Busenkell & Brown, LLC
and Hangley Aronchick Segal Pudlin & Schiller, P.C. serve as the
Debtor's bankruptcy counsel and special litigation counsel,
respectively.
MEDWED PROPERTIES: Files Dismissal Motion After 5 Days
------------------------------------------------------
On Aug. 11, 2022, Medwed Properties LLC filed for chapter 11
protection in the Southern District of Mississippi. Five days
later, on Aug. 16, the Debtor's counsel filed a motion to dismiss
the case. The Debtor did not explain in filings what prompted the
Chapter 11 filing and why it's now seeking dismissal of the case.
About Medwed Properties
Medwed Properties LLC sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. S.D. Miss. Case No. 22-50882) on
August 11, 2022. In the petition filed by Todd Medwed, as member,
the Debtor reported assets between $500,000 and $1 million and
liabilities of $1 million and $10 million.
Randall R. Saxton, of Saxton Law, PLLC, is the Debtor's counsel.
NASSAU BREWING: Exclusivity Period Extended to Sept. 30
-------------------------------------------------------
Nassau Brewing Company Landlord, LLC obtained a court order
extending the exclusivity periods for the company to file a Chapter
11 plan and solicit acceptances from creditors to Sept. 30 and Nov.
30, respectively.
The ruling by Judge Jil Mazer-Marino of the U.S. Bankruptcy Court
for the Eastern District of New York allows the company to pursue a
plan to exit bankruptcy without the threat of a competing plan.
Nassau has already negotiated a settlement in principle with Nassau
Brewing Company Master Tenant, LLC, holder of a master lease, based
upon the agreed assumption of the lease to preserve certain tax
credits in consideration for providing funding to Nassau's estate.
The companies are awaiting final approval by the State Historic
Preservation Office and National Park Service of the eligibility
for the tax credits before finalizing the settlement and Nassau's
Chapter 11 plan, according to Nassau's attorney, Kevin Nash, Esq.,
at Goldberg Weprin Finkel Goldstein, LLP.
About Nassau Brewing Co.
Nassau Brewing Company Landlord, LLC is a New York limited
liability company organized in 2015 to acquire a property at 945
Bergen Ave., Brooklyn, N.Y.
Nassau Brewing Co. filed a petition for Chapter 11 protection
(Bankr. E.D.N.Y. Case No. 21-41852) on July 16, 2021, listing as
much as $50 million in both assets and liabilities. Sean Rucker,
manager, signed the petition.
Judge Jil Mazer-Marino handles the case.
Goldberg Weprin Finkel Goldstein, LLP, led by Kevin J. Nash, Esq.,
serves as the Debtor's legal counsel.
NEXTSPORT INC: Seeks to Tap Walters & Sklyar as Accountant
----------------------------------------------------------
Nextsport, Inc. seeks approval from the U.S. Bankruptcy Court for
the Northern District of California to employ Walters & Sklyar, LLP
as its accountant.
The Debtor needs an accountant to prepare its 2021 income tax
returns.
The hourly rates of the firm's professionals are as follows:
Partner $425 - $450
Manager $275 - $325
Staff $175 - $225
The Debtor has been informed that the costs to prepare the 2021
income tax returns will not exceed $5,000.
As disclosed in court filings, Walters & Sklyar is a
"disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.
The firm can be reached at:
Walters & Sklyar, LLP
21031 Ventura Blvd., Suite 401
Woodland Hills, CA 91364
Telephone: (818) 975-2040
Facsimile: (818) 975-2045
Email: info@wscpas.net
About Nextsport Inc.
Nextsport, Inc. sought protection under Chapter 11 of the U.S.
Bankruptcy Court (Bankr. N.D. Cal. Case No. 22-40569) on June 13,
2022. In the petition signed by David Lee, chief executive officer,
the Debtor disclosed $13,381,220 in assets and $10,668,143 in
liabilities.
Judge William J. Lafferty oversees the case.
The Debtor tapped Eric A. Nyberg, Esq., at Kornfeld, Nyberg,
Bendes, Kuhner and Little, PC as counsel and Walters & Sklyar, LLP
as accountant.
NID HOME: Seeks to Tap Rountree Leitman Klein & Geer as Counsel
---------------------------------------------------------------
NID Home Solutions, LLC seeks approval from the U.S. Bankruptcy
Court for the Northern District of Georgia to employ Rountree
Leitman Klein & Geer, LLC as its counsel.
The firm will render these legal services:
(a) give the Debtor legal advice with respect to its powers
and duties in the management of its property;
(b) prepare legal papers;
(c) assist in examination of the claims of creditors;
(d) assist with formulation and preparation of the disclosure
statement and plan of reorganization and with the confirmation and
consummation thereof; and
(e) perform all other legal services for the Debtor as may be
necessary herein.
The hourly rates of the firm's attorneys and staff are as follows:
William A. Rountree, Attorney $495
Will B. Geer, Attorney $495
Michael Bargar, Attorney $495
Hal Leitman, Attorney $425
David S. Klein, Attorney $425
Alexandra Dishun, Attorney $425
Benjamin R. Keck, Attorney $425
Barret Broussard, Attorney $395
Ceci Christy, Attorney $350
Elizabeth A. Childers, Attorney $350
Caitlyn Powers, Attorney $275
Zach Beck, Law clerk $195
Sharon M. Wenger, Paralegal $195
Megan Winokur, Paralegal $150
Catherine Smith, Paralegal $150
Yasmin Alamin, Paralegal $150
The firm received a pre-petition retainer of $15,000 from the
Debtor.
Will Geer, Esq., a partner at Rountree Leitman Klein & Geer,
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:
William A. Rountree, Esq.
Will B. Geer, Esq.
Caitlyn Powers, Esq.
Rountree Leitman Klein & Geer, LLC
Century Plaza I
2987 Clairmont Road, Suite 350
Atlanta, GA 30329
Telephone: (404) 584-1238
Facsimile: (404) 704-0246
E-mail: wrountree@rlkglaw.com
wgeer@rlkglaw.com
cpowers@rlkglaw.com
About NID Home Solutions
NID Home Solutions, LLC filed its voluntary petition for relief
under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ga. Case
No. 22-55915) on Aug. 1, 2022, listing as much as $1 million in
both assets and liabilities. Craig Dixon, manager, signed the
petition.
Rountree Leitman Klein & Geer, LLC serves as the Debtor's counsel.
OFF-SPEC SOLUTIONS: Seeks to Hire CFO Solutions as Consultant
-------------------------------------------------------------
Off-Spec Solutions, LLC seeks approval from the U.S. Bankruptcy
Court for the District of Idaho to employ CFO Solutions, LLC, doing
business as Ampleo, as its consultant.
The firm will render these services:
(a) prepare filing schedules;
(b) prepare a plan of reorganization;
(c) communicate with creditors; and
(d) assist in the administration of the Debtor through the
bankruptcy and reorganization.
Paul Judge, an associate at CFO Solutions, will be paid at his
hourly rate of $250.
The firm will be paid a retainer of $25,000.
Mr. Judge 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 Judge
CFO Solutions, LLC dba Ampleo
13601 W. McMillan Rd. #102 PMB 320
Boise, ID 83713
Telephone: (208) 724-2257
About Off-Spec Solutions
Off-Spec Solutions LLC, doing business as Cool Mountain Transport,
is a trucking company located in Nampa, Idaho.
Off-Spec Solutions filed a petition for relief under Subchapter V
of Chapter 11 of the Bankruptcy Code on (Bankr. D. Idaho Case No.
22-00346) on Aug. 5, 2022. In the petition filed by Richard Coyle,
president, the Debtor reported between $1 million and $10 million
in both assets and liabilities.
Judge Noah G. Hillen oversees the case.
The Debtor tapped Matthew Todd Christensen, Esq., at Johnson May,
PLLC as counsel and CFO Solutions, LLC, doing business as Ampleo,
as consultant.
OFF-SPEC SOLUTIONS: Wins Cash Collateral Access Thru Aug 25
-----------------------------------------------------------
The U.S. Bankruptcy Court for the District of Idaho authorized
Off-Spec Solutions, LLC, dba Cool Mountain Transport, to use cash
collateral on an interim basis in accordance with the budget, with
a 10% variance.
The Debtor requires the use of cash collateral to operate its
business in the ordinary course and maintain its properties in
accordance with state and federal law.
The Debtor's lender, Fifth Third Bank, N.A., consented to the
Debtor's use of cash collateral and use, sale or lease of other
Collateral during the term of the Order.
The Debtor is authorized and directed to accept capital
contributions from its existing members in the aggregate amount of
$165,000 –
$45,000 of which will be made on or before August 18, 2022,
$60,000 of which will be made on or before September 8,
2022, and
$60,000 of which will be made on or before September 18,
2022.
The Capital Contributions will be treated as equity in the Debtor
and not debt. The Debtor is authorized to execute any documents
related to the Capital Contributions provided they are consistent
with the Order and in form and substance acceptable to the Lender.
As adequate protection, the Lender is granted valid and perfected,
replacement security interests in, and liens on, all of the
Debtor's right, title and interest in, to and under the Collateral,
subject only to any validly perfected security interest or lien
senior to the liens of the Lender on the Petition Date.
The Replacement Liens granted will constitute valid and duly
perfected security interests and liens.
The Debtor's right to use cash collateral will terminate upon the
earlier of (a) the occurrence of (a) Default occurs, or (b) August
25, 2022 and the Debtor (i) may not use, sell or lease cash
collateral; (ii) will segregate and account for any cash collateral
in its possession, custody or control; and (iii) will hold such
cash collateral for the exclusive benefit of the Lender, subject to
further Court order; provided, however, the obligations and rights
of the Lender and the Debtor with respect to all transactions which
have occurred prior to the Termination Date will remain unimpaired
and unaffected by any such termination and will survive such
termination; provided further upon such termination, the Lender
will be deemed to have retained all of its rights and remedies.
A hearing on the matter is scheduled for August 22 at 1:30 p.m.
A copy of the order is available at https://bit.ly/3zUk4uD from
PacerMonitor.com.
About Off-Spec Solutions
Off-Spec Solutions LLC, doing business as Cool Mountain Transport,
is a trucking company located in Nampa, Idaho.
Off-Spec Solutions LLC filed a petition for relief under Subchapter
V of Chapter 11 of the Bankruptcy Code on (Bankr. D. Idaho Case No.
22-00346) on August 5, 2022. In the petition filed by Richard
Coyle, as president, the Debtor reported between $1 million and $10
million in both assets and liabilities.
Matthew Todd Christensen, Esq., at Johnson May, PLLC, is the
Debtor's counsel.
The Subchapter V trustee is Matthew W. Grimshaw, Esq., at Grimshaw
Law Group, P.C.
OLYMPUS WATER: Moody's Rates New $325MM Senior Secured Notes 'B2'
-----------------------------------------------------------------
Moody's Investors Service has assigned a B2 rating to Olympus Water
US Holding Corporation's proposed $325 million senior secured
notes. The company's B3 Corporate Family Rating, B3-PD probability
of default rating, B2 ratings on the existing senior secured notes
and the first lien term loans, as well as the Caa2 rating on the
senior unsecured notes remain unchanged. The ratings outlook is
stable.
The B2 rated term loans and secured notes risk a downgrade, should
the company continue to issue secured debt and reduce the share of
unsecured debt in the debt capital structure.
The $325 million notes will be used to fund the acquisition of
Clearon Corp. ("Clearon") and the related fees and expenses.
Clearon is a US-based producer of trichloroisocyanuric acid
("trichlor") and dichloroisocyanuric acid ("dichlor"), which are
mainly used for pool and recreational water treatment.
The ratings are subject to review of the final credit agreements.
Assignments:
Issuer: Olympus Water US Holding Corporation
GTD Senior Secured Global Notes, Assigned B2 (LGD3)
RATINGS RATIONALE
The credit implication is negative on Olympus Water from its
debt-funded acquisition of Clearon. Although Olympus Water expects
its pro-forma debt leverage at about 6.3x based on the strong
earnings of the last twelve months, Moody's expect debt leverage
could approach about 8.0x assuming a more normalized level of
earnings. In particular, corporate earnings were boosted by the
exceptionally strong growth in the Pool Solutions segment in the
last twelve months, spurred by new pool builds and price increases
during the pandemic, as well as cost savings from the integration
of Sigura Water into Solenis. Moody's expect Pool Solutions'
earnings will remain volatile considering the commodity nature and
volatile pricing of its products, despite the recurring demand from
pool water treatment.
Olympus Waters' ratings remain unchanged, as Moody's expect the
company will generate free cash flow to reduce debt after recent
strong earnings and there will be meaningful business benefits and
cost synergies from the Clearon acquisition. Clearon is a market
leader in trichlor and dichlor in the US. There will be commercial
opportunities to expand Clearon's production volumes and cost
savings in back office and procurement. Olympus Water will be able
to reduce reliance on external suppliers and gain market shares
with the addition of trichlor and dichlor manufacturing
capabilities. Clearon's newly added production capacity will
support sales growth and mitigate the expected softening in market
pricing.
Olympus Water's B3 CFR is constrained by the aggressive financial
leverage with about $4.3 billion gross debt (including the new
secured notes) on balance sheet. The profit margin of its mature
water treatment business will likely revert to more normalized
levels in the next one to two years after hitting record high in
the last 12-18 months, due to a slowdown in economy and its
exposure to commodity products. Olympus Water's Consumer Solutions
and Industrial Solutions have already shown some softness since
late 2021, but the impact was more than offset by the strong
performance of Pool Solutions.
Recurring demand for water treatment chemicals and elevated sales
prices will allow the company to pass on raw material price
inflation to customers and keep its earnings elevated for a few
more quarters compared to historical levels. Moody's expect the
company to use free cash flows to reduce debt and improve its debt
leverage to stay below 8x, as required for the rating. Management
has indicated earnings growth from consumer packaging, continued
pool builds in the US and Clearon's capacity expansion projects.
Olympus Water's B3 CFR is supported by its leading market positions
in water treatment for pulp and paper manufacturers, industrial
customers, municipalities, residential and commercial pools. The
critical nature of water treatment, low costs relative to total
cost of pool ownership and the company's well established customer
relations lead to good business visibility and recurring revenues.
The rating is also supported by Olympus Water's large business
scale, a diverse customer base in many industries and globally
diversified business operations.
The new $325 million secured notes rank pari passu with the
existing senior secured first lien term loans and the senior
secured notes. They are rated B2, one notch above the B3 CFR,
reflecting their preferential position in the capital structure and
the loss absorption cushion provided by the senior unsecured notes
and other unsecured obligations. Both the first lien term loans and
secured notes share the first priority lien on substantially all
the fixed assets and second priority lien on all ABL collateral.
The $700 million senior unsecured notes are rated Caa2, two notch
below the B3 CFR, due to the effective subordination to a
substantial amount of secured debt.
Olympus Water's adequate liquidity is supported by its available
cash on hand, expected free cash flows and full availability under
the new 5-year $500 million ABL revolver (unrated). The ABL
revolver contains a springing consolidated fixed charge coverage
covenant set at 1.00x. The covenant springs into effect if the ABL
revolver's availability is less than the greater of 10% of the line
cap or $25 million. Moody's expects the company to remain compliant
with this covenant.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATING
Moody's could upgrade the rating with expectations for the company
to improve profitability, reduce adjusted leverage to below 6 times
on a sustained basis, and generate strong free cash flows.
Moody's could downgrade the rating with expectations for declining
volumes, declining profitability, or adjusted financial leverage
above 8 times, negative free cash flow or diminishing liquidity.
The B2 ratings on the secured term loans and notes could be
downgraded, if the company continues to issue secured debt or the
proportion of secured debt increases further relative to the
unsecured debt.
Olympus Water US Holding Corporation produces chemicals used in the
manufacturing process for pulp and paper products, industrial and
municipal water treatment, pool and spa markets. Its products and
service help customers improve operational efficiency, enhance
product quality and reduce environmental impact. In late 2021,
Platinum Equity Advisors, LLC acquired Solenis from Clayton,
Dublier, and Rice and BASF and combined Solenis with its existing
portfolio company Sigura to form Olympus Water. After acquiring
Clearon, the company will have pro-forma sales of about $4.4
billion per annum.
The principal methodology used in this rating was Chemicals
published in June 2022.
PAVERS INC: Seeks to Hire Prelle Eron & Bailey as Legal Counsel
---------------------------------------------------------------
Pavers, Inc. seeks approval from the U.S. Bankruptcy Court for the
District of Kansas to employ Prelle Eron & Bailey, PA as its legal
counsel.
The firm will perform these services:
(a) advise the Debtor of its rights, powers and duties;
(b) advise and assist the Debtor in the negotiation and
documentation of financing agreements, cash collateral orders and
related transactions;
(c) investigate the nature and validity of liens asserted
against the Debtor, and advise the Debtor concerning the
enforceability of said liens;
(d) investigate and advise the Debtor concerning and take such
action as may be necessary to collect income and assets in
accordance with applicable law, and recover property for the
benefit of the estate;
(e) prepare legal papers;
(f) advise the Debtor concerning and prepare responses to
legal documents;
(g) counsel the Debtor in connection with the formulation,
negotiation and promulgation of a Chapter 11 plan or plans and
related documents; and
(h) perform such other legal services for and on behalf of the
Debtor.
The hourly rates of the firm's counsel and staff are as follows:
David Prelle Eron $330
January M. Bailey $275
Laura Prelle $100
Paralegal and Legal Assistant $85
In addition, the firm will seek reimbursement for expenses
incurred.
David Prelle Eron, Esq., a shareholder at Prelle Eron & Bailey,
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:
David Prelle Eron, Esq.
Prelle Eron & Bailey, PA
301 N. Main St., Suite 2000
Wichita, KS 67202
Telephone: (316) 262-5500
Facsimile: (316) 262-5559
Email: david@eronlaw.net
About Pavers Inc.
Pavers Inc. filed a voluntary petition for relief under Chapter 11,
Subchapter V of the Bankruptcy Code (Bankr. D. Kan. Case No.
22-40463) on Aug. 8, 2022, listing up to $10 million in both assets
and liabilities. Prelle Eron & Bailey, PA serves as the Debtor's
counsel.
PRESS ON HOLDINGS: Voluntary Chapter 11 Case Summary
----------------------------------------------------
Debtor: Press on Holdings, LLC
5 Mockingbird Lane
Englewood, CO 80113
Business Description: Press on Holdings is a Single Asset Real
Estate (as defined in 11 U.S.C. Section
101(51B)).
Chapter 11 Petition Date: August 16, 2022
Court: United States Bankruptcy Court
District of Colorado
Case No.: 22-13040
Judge: Hon. Thomas B. Mcnamara
Debtor's Counsel: Aaron A. Garber, Esq.
WADSWORTH GARBER WARNER CONRARDY, P.C.
2580 West Main Street
Suite 200
Littleton, CO 80120
Tel: 303-296-1999
Email: agarber@wgwc-law.com
Total Assets: $9,500,000
Total Liabilities: $5,418,482
The petition was signed by Preston Parsons as managing member.
The Debtor stated it has no creditors holding unsecured claims.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/22VBPHQ/Press_on_Holdings_LLC__cobke-22-13040__0001.0.pdf?mcid=tGE4TAMA
QUAD/GRAPHICS INC: Moody's Cuts Secured Bank Loans to B1
--------------------------------------------------------
Moody's Investors Service downgraded Quad/Graphics, Inc.'s senior
secured bank credit facilities to B1 from Ba3. Moody's has also
affirmed the company's B1 corporate family rating and B1-PD
probability of default rating. Quad's speculative grade liquidity
rating remains unchanged at SGL-2. The outlook remains stable.
"The action reflect shrinking loss absorption cushion supporting
the senior secured debt following the repayment of the senior
unsecured notes" said Aziz Al Sammarai, Moody's Analyst.
Following the repayment of Quad's outstanding $209 million senior
unsecured notes in May 2022, the company has one class of debt, the
B1 rated secured credit facilities. Although, Quad's credit
facilities benefit from first-ranking security claim on the
company's assets, the loss absorption cushion provided by trade
payables and other obligations is not sufficient to provide uplift.
This drives Moody's decision to downgrade the rating of the secured
credit facilities to B1 in line with the company's CFR.
Affirmations:
Issuer: Quad/Graphics, Inc.
Corporate Family Rating, Affirmed B1
Probability of Default Rating, Affirmed B1-PD
Downgrades:
Issuer: Quad/Graphics, Inc.
Senior Secured Bank Credit Facility, Downgraded to B1 (LGD3) from
Ba3 (LGD3)
Outlook Actions:
Issuer: Quad/Graphics, Inc.
Outlook, Remains Stable
RATINGS RATIONALE
Quad's B1 CFR is constrained by: high business risk stemming from
exposure to the secular decline in commercial printing due to
ongoing digital substitution; execution risks as the company
mitigates the secular pressures in commercial printing (retail
inserts, magazines and catalogues) by transforming into an
integrated marketing solutions provider; and potential for
increased competition in the advertising and marketing services
industry. However, the rating benefits from: good market position
and scale in the commercial print market; Moody's expectation that
debt/EBITDA will remain around 3x in 2022 and 2023; the company's
focus on debt repayment from free cash flow and asset sale
proceeds; continued cost reductions, which partially mitigates
inflation pressure on EBITDA; and good liquidity, including its
ability to generate consistent free cash flow.
Quad has good liquidity (SGL-2). Sources exceed $310 million with
about $51 million of mandatory debt repayment and term loan
amortization in the next four quarters. At June 2022, liquidity is
supported by $12 million of cash and around $171 million of
availability (using the most restrictive debt covenant) under the
company's $432.5 million revolving credit facility ($90 million
expires in January 2024 and the remainder in November 2026), and
Moody's expected free cash flow of about $130 million over the next
12 months. The company is subject to total net leverage (with step
downs), senior leverage, and interest coverage covenants; cushion
should exceed 20% on the tightest covenant (total net leverage)
through the next four quarters. Quad has limited ability to
generate liquidity from asset sales.
The stable outlook reflects Moody's expectation that Quad will be
able to address the January 2024 term loan maturity on a timely
basis while maintaining good liquidity, moderate leverage, and
continue its transformation into an integrated marketing solution
service provider.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
A ratings upgrade could be considered if Quad is able to generate
sustainable positive organic EBITDA growth, successfully transform
away from the secular decline in commercial printing, and sustain
leverage below 3x.
A ratings downgrade could be considered if the company is not able
to successfully execute on its transformation away from commercial
printing, leading to ongoing revenue and EBITDA declines. The
ratings could become under pressure if leverage increases towards
4x, or liquidity weakens.
The principal methodology used in these ratings was Media published
in June 2021.
Headquartered in Sussex, Wisconsin, Quad/Graphics, Inc. is a
leading North American commercial printing company. Revenue for the
year ended June 30, 2022 was $3.1 billion.
REVLON INC: A Company in Transition, Future Still Uncertain
-----------------------------------------------------------
Ben Unglesbee of Retail Dive reports that Revlon is very much a
company in transition, with its future still uncertain. The beauty
stalwart, after struggling for years under a massive debt load, is
trying to ease its balance sheet and strengthen its operations in
Chapter 11. With the process ongoing, there's still much to be
decided.
Revlon has plenty to figure out in the immediate term as well. As
Revlon entered bankruptcy, it was scrambling to pay suppliers and
secure supply for its products after many months of struggles.
The company said it has been losing out on product as suppliers
sold to competitors. Revlon was also facing tougher financial
terms from its vendors -- creating a cash crunch that only
exacerbated its supply chain challenges. With the supply
shortfalls, Revlon expressed to the court concerns that it could
lose sales during the holidays and lose shelf space to competitors
in the year to come.
The company's Q2 report, which covers roughly the first two weeks
of its bankruptcy as well as the weeks leading up to it, highlights
its troubles. During the quarter, Revlon swung from a $14.5
million operating profit last year to an operating loss of $29.5
million. Its gross margins shrunk by 370 basis points to 56.8%.
Bankruptcy -- a hugely expensive process due to high-priced
consulting and legal fees -- added $158.3 million in charges for
the quarter. That led the company's net loss to balloon to $275.6
million.
Since filing, Revlon has secured $575 million in special financing
to fund it through the Chapter 11 process. Thanks to the
debtor-in-possession loan, Revlon ended Q2 with $312.5 million in
cash, triple what it had a year ago and crucial to stabilizing its
supply chain, the company has said.
Revlon has also asked for and been granted court permission to
offer bonuses to staff deemed by management to be key to Revlon's
operations. In asking for court approval, Revlon noted its high
turnover in recent years and the struggles corporate staff have had
as suppliers pressured the company.
Despite Revlon's travails and bankruptcy, the company's stock price
has increased several times over since the days leading up to
bankruptcy. In most bankruptcy cases, where creditors have
priority, equity holders are left with minimal if any recovery on
their investment. In Revlon, some shareholders are asking for
approval of a committee to represent their interests, arguing that
the company's current stock price is a sign that the company is
solvent and and retains value.
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.
ROCKET MORTGAGE: Moody's Affirms Ba1 CFR, Outlook Remains Positive
------------------------------------------------------------------
Moody's Investors Service has affirmed Rocket Mortgage, LLC's Ba1
corporate family and long-term senior unsecured ratings. Rocket
Mortgage's outlook remains positive.
Affirmations:
Issuer: Rocket Mortgage, LLC
Corporate Family Rating, Affirmed Ba1
Senior Unsecured Regular Bond/Debenture, Affirmed Ba1
Outlook Actions:
Issuer: Rocket Mortgage, LLC
Outlook, Remains Positive
RATINGS RATIONALE
The affirmation of the ratings reflects the company's strong
franchise in the US mortgage market, supporting its high earnings
potential as well as strong funding profile and capitalization
levels, notwithstanding its recently reported weak second quarter
profitability. The affirmation also captures some key-person
governance risk from its ownership structure, and reflects the
unique strength to Rocket Mortgage's franchise of the potentially
complementary businesses that its parent, Rocket Companies Inc.,
owns.
Moody's said it maintained Rocket Mortgage's positive outlook
despite the challenging market conditions the company and its peers
are currently enduring. The maintained positive outlook reflects
Moody's expectation that over the next 12-18 months, Rocket
Mortgage will strengthen its franchise in purchase originations as
well as continue to right-size its overhead costs to reflect
current origination volumes, and that its longer-term profitability
will materially increase from current levels, up to or above 5% of
net income to assets. In addition, the positive outlook reflects
Moody's expectation that the company's capitalization levels will
remain strong and its current solid funding profile will continue.
After two years of record origination volumes in 2020 and 2021,
interest rate increases during the last several months have driven
down US mortgage origination volumes by almost 50%, particularly
refinance originations. With the company having a higher refinance
origination market share than for purchase originations, it has
seen origination volumes decline more than aggregate originations.
During the second quarter, Rocket Mortgage originated $34.5
billion, compared with around $100 billion per quarter in late 2020
and early 2021.
As origination volumes have declined, mortgage originators have
reduced and continue to reduce overhead, but the industry still has
excess capacity which has pressured gain-on-sale margins. Due to
reduced origination volumes, depressed gain-on-sale margins, and
still elevated overhead expenses, Rocket Companies was barely
profitable in the second quarter, reporting just $60 million in net
income, which represents a 0.95% annualized return on average
assets. Excluding a $267 million write-up in mortgage servicing
rights (MSR) and other non-recurring income, the company had a core
after-tax net loss of around $143 million, compared with net income
of just over $1 billion in the same quarter last year.
In the first half of 2022, Rocket Mortgage was the largest overall
US mortgage originator with a market share of around 7%, as well as
the largest retail originator. Given its strong franchise, Moody's
expects the company will strengthen its franchise in purchase
originations as well as further right-size its overhead costs to
current origination volumes and that longer-term profitability will
materially increase from current levels.
Rocket's capitalization is currently very strong. As loans held for
sale have declined materially with the decline in origination
volumes and shareholder distributions have been limited, Rocket
Companies' tangible common equity (TCE) to tangible managed assets
(TMA) has risen materially over the last year and was 31% as of
June 30, 2022, up from 21% as of year-end 2020.
The company's funding profile is somewhat weaker than those of its
higher-rated non-bank finance company peers. Like other non-bank
mortgage companies, Rocket Mortgage largely relies on secured
repurchase facilities to fund its residential mortgage
originations. However, its funding profile is solid given its very
modest reliance on secured corporate debt, the long tenor of its
unsecured corporate debt, and the availability of a $1 billion
unsecured revolving credit facility. In addition, the company has
more than half of its warehouse/repurchase facilities with original
tenors of more than a year, reducing its refinancing risk;
typically, mortgage origination warehouse facilities have
maturities of 364 days.
Rocket Companies Inc. (NYSE: RKT), the parent of Rocket Mortgage,
LLC, is a publicly traded company. Moody's considers the public
listing as credit positive for Rocket Mortgage because of the
additional disclosure and market discipline associated with being a
public company. However, the benefits are somewhat offset by the
pressure on management from the quarterly earnings and market share
growth expectations of public investors. In addition, Moody's
believes that some key-person governance risks remain with respect
to Dan Gilbert, the company's founder and chairman, who continues
to control the company as its principal stockholder, holding
approximately 79% of all voting rights, and the fact that only
three of the seven board members are independent.
The Ba1 senior unsecured bond rating is at the same level as Rocket
Mortgage's Ba1 corporate family rating, and is derived from the
application of Moody's Loss Given Default for Speculative-Grade
Companies methodology and model, which incorporate their priority
of claim and strength of asset coverage.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The company's ratings could be upgraded if it is able to
demonstrate improved profitability from its purchase mortgage
originations while achieving and maintaining: 1) expected long-term
strong profitability such as net income to assets (excluding MSR
fair value marks) in excess of 5.0%, 2) a strong capital position
with its ratio of tangible common equity (TCE) to tangible managed
assets (TMA) remaining above 20%, 3) solid financial flexibility,
such as keeping its secured debt to gross tangible assets ratio at
less than 50%, 4) low refinance risk on its warehouse facilities
with an average warehouse line maturity runway of more than 12
months, and 5) disciplined growth coupled with continuing to avoid
significant operational or regulatory issues.
The company's ratings could be downgraded if its financial profile
or franchise position weaken. In addition, an aggressive reach for
market share would be viewed negatively. Downward ratings pressure
may develop if Rocket Mortgage's: 1) origination market share drops
materially, 2) profitability weakens whereby Moody's expects its
net income to average assets to remain below 4.0% for an extended
period of time, 3) TCE to TMA ratio declines to less than 17.5%, or
4) percentage of non-government sponsored entity and non-government
loan origination volumes grow to more than 7.5% of its total
originations without a commensurate increase in alternative
liquidity sources and capital to address the riskier liquidity and
asset quality profile that such an increase would entail.
The principal methodology used in these ratings was Finance
Companies Methodology published in November 2019.
ROCKING M MEDIA: Committee Taps Loeb & Loeb as Legal Counsel
------------------------------------------------------------
The official committee of unsecured creditors of Rocking M Media,
LLC and its affiliates seeks approval from the U.S. Bankruptcy
Court for the District of Kansas to hire Loeb & Loeb, LLP as its
legal counsel.
The firm's services include:
a. advising the committee of its rights, powers and duties
with respect to the administration of the Debtors' Chapter 11
cases;
b. attending meetings and negotiating with representatives of
the Debtors, creditors and other parties;
c. advising the committee in connection with any contemplated
sale of assets, disposition of assets or business combinations;
d. advising the committee on matters relating to the
assumption, rejection or assignment of unexpired leases and
executory contracts;
e. assisting the committee in its examination and analysis of
the conduct of the Debtors' affairs;
f. assisting the committee in the review, analysis and
negotiation of any financing or funding agreements;
g. investigating and advising the committee on the validity of
any liens asserted on the Debtors' assets or potential causes of
action and other claims that could be asserted by the Debtors'
estate;
h. taking all necessary actions to protect and preserve the
interests of the committee;
i. preparing legal documents and reviewing financial reports;
j. analyzing, advising, negotiating and preparing a Chapter 11
plan, related disclosure statement, and all related agreements and
documents;
k. appearing before the courts; and
l. performing all other necessary legal services.
Loeb & Loeb has agreed to a 20 percent discount of its hourly rates
as follows:
Partner $520 - $795
Associate $328 - $664
Paralegal $208 - $372
In addition, the firm will receive reimbursement for its
out-of-pocket expenses.
Schuyler Carroll, Esq., a partner at Loeb & Loeb, disclosed in a
court filing that the firm is a "disinterested person" within the
meaning of Section 101(14) of the Bankruptcy Code.
Loeb & Loeb can be reached at:
Schuyler G. Carroll, Esq.
Loeb & Loeb, LLP
345 Park Avenue
New York, NY 10154-1895
Tel: (212) 407-4000/(212) 407-4820
Email: scarroll@loeb.com
About Rocking M Media
Rocking M Media, LLC and its affiliates own and operate radio
stations, radio networks, and digital media platforms that provide
music, news, sports, and weather to its listeners and viewers.
Rocking M Media supports local, regional, and national businesses
and organizations across the State of Kansas as well as Nebraska,
Colorado, Oklahoma, and Texas.
The Debtors sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Kan. Case No. 22-20242) on March 26,
2022. In the petition signed by Monte M. Miller, chief executive
officer, the Debtors disclosed up to $1 million in assets and up to
$10 million in liabilities.
Judge Dale L. Somers oversees the cases.
The Debtors tapped Sharon L. Stolte, Esq., at Sandberg Phoenix &
von Gontard PC as legal counsel and AdamsBrown, LLC as accountant.
Creditors Kansas State Bank of Manhattan, Belate LLC, and Farmers
and Merchants Bank of Colby are represented by Stinson LLP, Spencer
Fane LLP, and Hite, Fanning & Honeyman LLP, respectively.
The U.S. Trustee for Region 20 appointed an official committee of
unsecured creditors in the Debtors' Chapter 11 cases on July 7,
2022. The committee is represented by Loeb & Loeb, LLP.
ROCKING M MEDIA: Committee Taps Swanson Bernard as Legal Counsel
----------------------------------------------------------------
The official committee of unsecured creditors appointed in the
Chapter 11 cases of Rocking M Media, LLC and its affiliates seek
approval from the U.S. Bankruptcy Court for the District of Kansas
to employ Swanson Bernard, LLC as its counsel.
Swanson Bernard will render these services:
(a) advise the committee of their rights, powers, and duties;
(b) advise the committee concerning, and assist in, the
negotiation and documentation of financing agreements, cash
collateral orders and related transactions;
(c) investigate and advise the committee concerning, among
other things, the validity of any liens asserted on any of the
Debtors' assets or potential causes of action or other claims that
could be asserted by or on behalf of the Debtors' estates in
accordance with applicable law;
(d) prepare legal documents;
(e) advise the committee concerning and prepare responses to
legal documents;
(f) advise the committee in connection with the formulation,
negotiation and promulgation of Chapter 11 plans or plans and
related documents; and
(g) perform such other legal services for and on behalf of the
committee.
The hourly rates of the firm's counsel and staff are as follows:
Matthew L. Faul $440
Paralegal and Legal Assistant $180
In addition, the firm will seek reimbursement for expenses
incurred.
Matthew Faul, Esq., an attorney at Swanson Bernard, 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:
Matthew L. Faul, Esq.
Swanson Bernard, LLC
4600 Madison Ave, Suite 600
Kansas City, MO 64112
Telephone: (816) 410-4600
Facsimile: (816) 561-4498
Email: mfaul@swansonbernard.com
About Rocking M Media
Rocking M Media, LLC and its affiliates own and operate radio
stations, radio networks, and digital media platforms that provide
music, news, sports, and weather to its listeners and viewers.
Rocking M Media supports local, regional, and national businesses
and organizations across the State of Kansas as well as Nebraska,
Colorado, Oklahoma, and Texas.
The Debtors sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Kan. Case No. 22-20242) on March 26,
2022. In the petition signed by Monte M. Miller, chief executive
officer, the Debtors disclosed up to $1 million in assets and up to
$10 million in liabilities.
Judge Dale L. Somers oversees the cases.
The Debtors tapped Sharon L. Stolte, Esq., at Sandberg Phoenix &
von Gontard PC as legal counsel and AdamsBrown, LLC as accountant.
Creditors Kansas State Bank of Manhattan, Belate LLC, and Farmers
and Merchants Bank of Colby are represented by Stinson LLP, Spencer
Fane LLP, and Hite, Fanning & Honeyman LLP, respectively.
On July 7, 2022, the U.S. Trustee appointed an official committee
of unsecured creditors in these Chapter cases. The committee tapped
Swanson Bernard, LLC as its counsel.
ROYAL CARIBBEAN: S&P Rates New $1BB Senior Unsecured Notes 'B'
--------------------------------------------------------------
S&P Global Ratings assigned its 'B' issue-level rating and '4'
recovery rating to Royal Caribbean Cruises Ltd.'s proposed $1
billion senior unsecured notes due 2027. The '4' recovery rating
indicates its expectation for average (30%-50%; rounded estimate:
35%) recovery for noteholders in the event of a payment default.
The company intends to use the proceeds from these notes to repay
its 2022 and/or 2023 debt maturities.
Because the transaction is largely debt for debt, S&P's 'B' issuer
credit rating and negative outlook are unchanged. It still expects
Royal Caribbean's S&P Global Ratings-adjusted credit measures to
remain very weak in fiscal year 2022 because of pandemic-related
incremental debt and the gradual recovery of its operations. The
company returned its full fleet to guest operations as of the end
of the second quarter of 2022, in time for the seasonally strong
summer sailing season. Additionally, Royal's EBITDA reached an
inflection point in the second quarter of 2022 when it turned
modestly positive earlier than it had forecasted. The company
reported on its recent earnings call that although its bookings for
the second half of 2022 are below its historical ranges, its
pricing exceeds its 2019 figures (with and without future cruise
credits). Additionally, its guests are booking cruises closer to
sailing than in previous years, which has led its advanced booking
volumes received in the second quarter of 2022 for sailings in the
second half of the year to average 30% above the same period in
2019. Based on Royal's reported forward bookings and pricing, S&P
expects its EBITDA generation will improve in the second half of
2022 but remain much lower than in the second half of 2019. The
company expects to generate $2.9 billion-$3.0 billion of total
revenue and $700 million-$750 million of EBITDA in its seasonally
strong third quarter. Despite its higher capacity, Royal's
third-quarter guidance indicates revenue that is 5%-10% below its
results in the third quarter of 2019 and EBITDA of about 40% below
2019. Lower occupancy and significantly higher fuel costs are a
drag on both its revenue and margin recovery. Royal anticipates its
occupancy will be about 95% in the third quarter, which is
materially lower than the about 111% level in the third quarter of
2019, and its fuel expense is almost 80% higher than it was in
2019.
Demand for cruises in 2023 could absorb capacity increases,
occupancy could recover closer to 2019 levels, and net revenue per
passenger cruise day could slightly exceed 2019 levels. This would
drive a significant increase in the company's EBITDA in 2023
relative to 2022 and improve its S&P Global Ratings-adjusted
leverage below 7.5x in 2023 from unsustainable levels in 2022.
Royal reported that its bookings in all four quarters of 2023 are
currently within its historical ranges and at higher pricing. While
the company's 2023 EBITDA could recover close to, or exceed, its
2019 figures--based on these forward booking trends and the
expected delivery of new ships--macroeconomic headwinds could
disrupt its recovery and reduce the demand for 2023 sailings. In
July, S&P's economists revised their assessment of the likelihood
of a recession occurring over the next 12 months to 45%, with a
40%-50% band given the heightened uncertainty, up from their June
forecast of 35%-45%. Additionally, high inflation that reduces
household purchasing power could cause leisure consumers to pull
back on the ticket price they are willing to pay for travel. If
cruise operators need to lower their prices to fill ships, it could
slow their ability to reduce their leverage, especially if fuel and
other costs remain elevated.
S&P said, "Our negative outlook reflects the possibility we could
lower our rating on Royal if we no longer believe its occupancy and
cash flow in the second half of 2022 is recovering on a run-rate
basis in a manner that would support leverage declining below our
7.5x downgrade threshold in 2023 or if we believe it cannot
generate positive free operating cash flow (net of committed ship
financing) by 2023. We assume that in the current environment of
rising rates, Royal's interest costs could increase. However, we
view the proposed note issuance as a net positive because it will
allow the company to refinance upcoming maturities and its
liquidity remains adequate. However, we could also lower our rating
on Royal if we anticipate any strain on its liquidity position,
which would likely occur because of weaker-than-expected demand or
additional operating restrictions that impair its operations."
ISSUE RATINGS--RECOVERY ANALYSIS
Key analytical factors
-- S&P assigned its 'B' issue-level rating and '4' recovery rating
to Royal's proposed $1 billion senior unsecured notes. The '4'
recovery rating indicates its expectation for average (30%-50%;
rounded estimate: 35%) recovery for noteholders in the event of a
payment default.
-- S&P's issue-level rating on Royal's $2.39 billion of
outstanding senior secured notes remains 'BB-'. The '1' recovery
rating indicates its expectation for very high (90%-100%; rounded
estimate: 95%) recovery.
-- S&P said, "Our issue-level rating on Royal's guaranteed
unsecured notes and revolving credit facilities is 'B+'. The '2'
recovery rating continues to indicate our expectation for
substantial (70%-90%; rounded estimate: 85%) recovery. While our
estimated level of recovery for the guaranteed unsecured notes
would indicate a recovery rating of '1' (90%-100% recovery), we cap
our recovery ratings on the unsecured debt issued by companies we
rate in the 'B' category at '2'. This cap addresses that these
creditors' recovery prospects are at greater risk of being impaired
by the issuance of additional priority or pari passu debt prior to
default."
-- S&P's 'B' issue-level rating and '4' recovery rating on Royal's
existing unsecured and unguaranteed debt are unchanged. However,
the recovery prospects for the company's unsecured and unguaranteed
debt may be impaired if it incurs additional unsecured and
unguaranteed debt.
-- S&P said, "We use a combined enterprise valuation (EV) approach
for Royal and a discrete asset valuation (DAV) for its Silversea
subsidiary to arrive at our estimate of the value available to
cover Royal's debt claims. Our valuation incorporates the residual
value from Silversea, after satisfying outstanding ship-related
debt at Silversea, that will be available to help cover the
unsecured and unguaranteed claims at Royal."
-- Certain of Royal's subsidiaries pledge specific collateral and
provide guarantees of various priorities to different parts of the
capital structure. S&P said, "In our analysis, the recovery
prospects for Royal's debt instruments that benefit from guarantees
reflect the value we attribute to the applicable guarantor
subsidiaries along with the priority of the guarantees supporting
the instrument. The recovery prospects for the debt instruments
that lack subsidiary guarantees reflect their pro rata share of the
value we attribute to the parent on a stand-alone basis and the
residual value, if any, from the guarantor subsidiaries after
accounting for any debt they guarantee." The value from these
subsidiaries is available to cover specific claims on a first-,
second-, or third-priority basis.
-- Specifically:--Royal's secured notes are secured by certain
collateral, including 28 of its ships, up to an amount permitted by
the company's existing debt agreements. The secured notes also
benefit from a guarantee from certain of Royal's subsidiaries,
including Celebrity Cruises Holdings Inc. and Celebrity Cruises
Inc. Under our analysis, the pledged collateral covers most of the
estimated secured claims at default. S&P believes the remaining
secured notes claims at default would be covered by unsecured
guarantees.
--Royal's guaranteed unsecured notes and committed (but
currently undrawn) $700 million 364-day term loan are guaranteed by
Royal's RCI Holdings LLC subsidiary, which holds seven
vessel-owning special-purpose vehicles. Under S&P's analysis, the
guarantees from RCI Holdings LLC fully cover the estimated
guaranteed unsecured notes and term loan balance (which it assumes
is drawn) at default.
--Royal's unsecured revolvers, $861.5 million term loan ($554
million outstanding as of June 30, 2022), and certain other
specified pieces of debt in the capital structure benefit from a
first-priority guarantee from the company's RCL Holdings LLC,
Torcatt Enterprises S.A., RCL Holdings Cooperatief UA, RCL Cruises
Ltd., and RCL Investments Ltd. subsidiaries and a second-priority
guarantee from RCI Holdings LLC. Under S&P's analysis, these
guarantees fully cover the estimated revolvers, term loan, and
other specified claims at default.
-- S&P said, "Royal's export credit agreement (ECA) debt, relating
to various ship-specific financings, benefit from a first-priority
guarantee from Celebrity Cruise Lines Inc. (which is the parent of
secured notes guarantors Celebrity Cruise Holdings Inc. and
Celebrity Cruises Inc.), a second-priority guarantee from RCL
Holdings LLC, Torcatt Enterprises S.A., RCL Holdings Cooperatief
UA, RCL Cruises Ltd., and RCL Investments Ltd., and a
third-priority guarantee from RCI Holdings LLC. Under our analysis,
these guarantees do not fully cover our estimate of the outstanding
ECA debt at default, which includes incremental ECA borrowings
based on our assumptions for ship deliveries over the next few
years. We assume that any deficiency not covered by the guarantees
would rank pari passu with all of Royal's unsecured and
unguaranteed debt."
-- Royal's unsecured and unguaranteed debt benefit from unpledged
value at the parent, residual value from its Silversea subsidiary,
and residual value from other subsidiaries after accounting for
collateral pledges and guarantees provided to other pieces of debt
in the capital structure. Under S&P's analysis, this value covers
only a portion of the estimated unsecured, unguaranteed, and pari
passu deficiency claims at default.
Simulated default assumptions
-- S&P's simulated default scenario contemplates a default
occurring by 2025 due to a significant decline in the company's
cash flow stemming from permanently impaired demand for cruises
following negative publicity and travel advisories for cruising
during the COVID-19 pandemic, a prolonged economic downturn, and/or
increased competitive pressures.
-- S&P estimates a gross enterprise value at emergence of about
$16.4 billion, which reflects its EV of $15.6 billion for Royal and
its DAV for Silversea of $0.8 billion.
-- S&P said, "We arrive at our EV for Royal by applying a 7x
multiple to our estimate of its EBITDA at emergence. This multiple
is at the high end of our range for leisure companies and reflects
Royal's good position as the second-largest global cruise operator,
which we view as a small but underpenetrated part of the overall
travel and vacation industry, and its high-quality brands."
-- S&P said, "The value from Silversea reflects our estimate of
the residual value after satisfying our estimate of claims issued
at Silversea that are outstanding at default. Our calculation of
the DAV at Silversea reflects discounts (20%-50% depending on the
age of the ship) applied to the appraised value or cost of
Silversea's ships, including the recently delivered Silver Moon and
Silver Dawn. We estimate the claims at default at Silversea largely
comprise amounts outstanding under the financings for the Moon and
Dawn."
-- S&P attributes its estimate of the company's gross EV at
emergence to various parts of the capital structure based on its
understanding of the contribution, by asset value, of the parent
and its various subsidiaries that provide security and/or
guarantees.
-- S&P understands Silversea does not guarantee any debt issued by
Royal or its other subsidiaries. Therefore, it assigns all the DAV
at Silversea to the parent.
-- S&P's estimated gross enterprise value at emergence assumes
approximately 47% is available to cover the secured notes, about
29% is available to cover the guaranteed unsecured notes and
committed $700 million term loan facility, just under 10% is
available to cover the guaranteed revolvers and certain other
specified pieces of unsecured debt, and about 15% is available to
cover all remaining unsecured and unguaranteed debt and pari passu
claims that aren't fully covered by the applicable guarantees.
-- In S&P's analysis, any claims of guaranteed debt not fully
covered by the applicable guarantees rank pari passu with all of
Royal's unsecured and unguaranteed debt.
-- S&P includes in the unsecured claims additional tranches of
loans entered into by Royal and various export credit agencies, as
well as new ship debt that S&P expects it to incur prior to the
year of default.
-- S&P assumes Royal's $700 million 364-day term loan facility is
drawn at default.
-- S&P assumes Royal's revolvers are 85% drawn at default.
Simplified waterfall
-- Emergence EBITDA: $2.2 billion
-- EBITDA multiple: 7x
-- Gross enterprise value excluding Silversea: $15.6 billion
-- Residual gross DAV at Silversea: $0.8 billion
-- Total gross enterprise value: $16.4 billion
-- Net enterprise value after administrative expenses (5%): $15.6
billion
-- Total value attributed to entities securing and guaranteeing
the secured notes: $7.3 billion
-- Estimated secured debt at default: $2.5 billion
--Recovery expectations: 90%-100% (rounded estimate: 95%)
-- Residual value: $4.8 billion
-- Residual value (attributed to Celebrity Cruises Holdings Inc.
and Celebrity Cruises Inc.) available for ECA debt that has a
first-priority guarantee from Celebrity Cruise Lines Inc.: $1.8
billion
-- Residual value (attributed to entities other than Celebrity
Cruises) available for unsecured and unguaranteed debt at parent
Royal Caribbean Cruises Ltd.: $3.0 billion
-- Total value attributed to entities guaranteeing the guaranteed
unsecured notes and $700 million credit facility: $4.6 billion
-- Estimated guaranteed unsecured notes and $700 million term loan
balance at default: $1.8 billion
--Recovery expectations: Capped at 70%-90% (rounded estimate:
85%)
-- Residual value available for second-priority guaranteed debt
(revolvers, $554 million term loan, and certain other pieces of
debt): $2.8 billion
-- Total value attributed to entities providing a first-priority
guarantee to Royal's revolvers, $554 million term loan, and certain
other specified pieces of guaranteed debt, and value from
second-priority guarantees: $4.3 billion
-- Estimated revolver, term loan, and other certain guaranteed
balances at default: $3.3 billion
--Recovery expectations: Capped at 70%-90% (rounded estimate:
85%)
-- Residual value available for second-priority guaranteed debt
(ECA debt): $1 billion
-- Total value available to ECA debt from first- and second-
priority guarantees: $2.8 billion
-- Estimated ECA debt at default: $10.3 billion
-- ECA deficiency claims that are pari passu to Royal's unsecured
and unguaranteed debt: $7.5 billion
-- Total value attributed to the parent and remaining enterprise
value from subsidiaries that provide guarantees and collateral:
$5.3 billion
-- Estimated unsecured, unguaranteed, and pari passu deficiency
claims at default: $15 billion
--Recovery expectations: 30%-50% (rounded estimate: 35%)
Note: All debt amounts include six months of prepetition interest.
RUBY PIPELINE: Gets More Time to File Chapter 11 Plan
-----------------------------------------------------
Ruby Pipeline, LLC obtained a court order extending the exclusive
period for the company to file a Chapter 11 plan until Nov. 26 and
solicit acceptances from creditors until Jan. 25 next year.
The ruling by Judge Craig Goldblatt of the U.S. Bankruptcy Court
for the District of Delaware allows the company to pursue its own
plan for emerging from Chapter 11 protection without the threat of
a rival plan from creditors.
Ruby Pipeline originally sought to extend the exclusive filing
period to Jan. 25 and the solicitation period to March 27. The
request, however, received opposition from the official committee
of unsecured creditors and an ad hoc group of noteholders, both of
which proposed to terminate the company's exclusive control of its
bankruptcy.
Kinder Morgan, Inc. and Pembina Pipeline Corporation, equity
sponsors, criticized the proposed termination of the exclusive
period, saying it would usurp Ruby Pipeline's ability to implement
a proper marketing process, chill interest from potential buyers,
and enhance the noteholders' leverage to recover more than 100% of
their claims at the expense of other creditors.
About Ruby Pipeline
Ruby Pipeline, LLC, a Houston-based natural gas pipeline company,
sought Chapter 11 bankruptcy protection (Bankr. D. Del. Case No.
22-10278) on March 31, 2022. In the petition filed by Will W.
Brown, as commercial vice-president, Ruby Pipeline listed $500
million to $1 billion in both assets and liabilities.
Judge Craig T. Goldblatt oversees the case.
Richards, Layton & Finger, P.A. and Weil Gotshal & Manges, LLP are
the Debtor's bankruptcy counsels while PJT Partners, LP is the
investment banker. Kroll Restructuring Administration, LLC,
formerly known as Prime Clerk, LLC, is the claims and noticing
agent and administrative advisor.
Counsel to the Ad Hoc Group and Special Counsel to the Indenture
Trustee are Morris, Nichols, Arsht & Tunnell LLP, and Davis Polk &
Wardwell LLP.
The U.S. Trustee for Region 3 appointed an official committee of
unsecured creditors on April 19, 2022. Brown Rudnick, LLP and
Benesch, Friedlander, Coplan & Aronoff LLP serve as the committee's
bankruptcy counsel and Delaware counsel, respectively.
RYERSON HOLDING: S&P Upgrades ICR to 'BB-', Outlook Stable
----------------------------------------------------------
S&P Global Ratings raised its issuer credit rating on Ryerson
Holding Corp. to 'BB-' from 'B+'. At the same time, S&P
discontinued its issue level rating on the senior secured notes.
The stable outlook indicates that S&P expects Ryerson to maintain
leverage below 2x as it benefits from a robust steel demand outlook
over the next 12-24 months.
Repayment of all the remaining senior secured notes and strong free
cash flow generation this year should boost Ryerson's credit
measures. A strong demand backdrop contributed to record earnings,
which accelerated efforts to reposition its balance sheet to
prepare for growth opportunities. Ryerson has generated about $180
million in free operating cash flow over the last 12 months despite
working capital investment of almost $400 million. This year
Ryerson has redeemed the remaining $300 million of its senior
secured notes, this compares to the the initial issue amount of
$500 million. The lower debt burden and Ryerson's counter cyclical
cash flow business model should enable the company to undertake
discretionary spending toward growth while withstanding inherent
volatility of metal prices and cyclical end markets. As a result,
S&P expects Ryerson to maintain leverage below 2x and undertake
discretionary spending such as capital investment and shareholder
returns in softer market conditions.
Despite slowing demand growth and softer steel prices, robust
demand should continue strong operating performance for Ryerson in
2022 and 2023. S&P said, "We anticipate Ryerson will continue to
generate stronger earnings as a result of solid long-term demand in
Ryerson's manufacturing end markets. Heightened potential for a
recession in the U.S. presents some downside risk to our forecast.
An increased infrastructure spending pipeline, reshoring and
automation trends in the manufacturing industry, robust
construction markets, and consumer demand support a stronger
outlook for the North American steel sector. We anticipate Ryerson
will generate record EBITDA again this year, about $600
million-$800 million, which should translate into free cash flow of
$300 million-$500 million. We anticipate working capital to be a
modest use of cash this year, after a roughly $200 million working
capital investment in the first half. This will likely become a
source of cash in the second half because the steel prices have
softened to below $1,000 per short ton from an average of $1,650
during the first six months of the year. Over the medium term, we
anticipate Ryerson's earnings will moderate from current records
but potentially remain above historical average EBITDA of $200
million."
The risk of company's leverage increasing because of private equity
sponsor ownership is lower after the sponsor reduced holdings to
below 50%. In May, Platinum Equity reduced its ownership stake in
Ryerson to 43% from 54%. This follows the introduction of Ryerson's
dividend policy in 2021. As a result of the larger public float and
Ryerson's capital allocation policy and debt reduction, S&P
believes the risk of leverage increasing above 5x is lower.
The stable outlook indicates S&P expects Ryerson to maintain
leverage below 2x as it benefits from a robust steel demand outlook
over the next 12-24 months.
S&P could lower the rating in the next 12 months if leverage were
to approach 4x. This could result if:
-- The company were to undertake a more aggressive financial
policy, such as a large debt-financed acquisition resulting in an
expectation of leverage remaining elevated for an extended period.
-- There is a material and sustained decline in end-market demand,
such as a 15% drop in volumes processed or a rapid decline in steel
prices, resulting in an inventory price mismatch that could erode
operating margins.
Although unlikely, S&P could raise the rating in the next 12 months
if:
-- Debt to EBITDA remains consistently under 1x in most market
conditions while Ryerson also pursues growth opportunities such as
acquisitions or capital expenditure projects.
-- Ryerson sustains an improved competitive position, such as
market share gains and increased scale and profitability, which
contribute to less earnings volatility.
ESG credit indicators: E-2, S-2, G-2
ESG factors have an overall neutral influence on S&P's credit
rating analysis of Ryerson. Ryerson is a processor and distributor
of steel and aluminum products. As an operator of tools, equipment
and warehouses, Ryerson's environmental exposure is a small
fraction of that of steel and aluminum producers.
SANDY ROAD: Seeks to Hire Cairncross & Hempelmann as Legal Counsel
------------------------------------------------------------------
Sandy Road Farms, LLC seeks approval from the U.S. Bankruptcy Court
for the District of Kansas to employ Cairncross & Hempelmann, P.S.
as co-counsel with McDowell, Rice, Smith & Buchanan, P.C.
The firm's services include:
a. advising the Debtor with respect to its powers and duties
in the continued management and operation of its business;
b. attending meetings and negotiating with representatives of
creditors and other interested parties;
c. taking all necessary actions to protect and preserve the
Debtor's bankruptcy estate, including the prosecution of actions on
its behalf, the defense of any action commenced against it,
negotiations concerning litigation in which it is involved, and
objections to claims filed against the estate;
d. preparing legal papers;
e. attending all hearings;
f. negotiating and preparing a plan of reorganization,
disclosure statement and all related documents, and taking any
necessary action to obtain confirmation of such plan;
g. formulating, negotiating and seeking approval of disclosure
statements and plans of reorganization;
h. handling all appeals of the Debtor and appearing before any
appellate courts to present the positions of the Debtor and the
estate;
i. addressing all requirements of the Office of the U.S.
Trustee in this proceeding; and
j. performing all necessary legal services for the Debtor.
The hourly rates charged by the firm for its services are as
follows:
John R. Rizzardi $650
Aditi Paranjpye $435
Nicole R. Springstroh $310
In addition, Cairncross & Hempelmann will receive reimbursement for
its out-of-pocket expenses.
John Rizzardi, Esq., a partner at Cairncross & Hempelmann,
disclosed in a court filing that his firm is a "disinterested
person" within the meaning of Section 101(14) of the Bankruptcy
Code.
Cairncross & Hempelmann can be reached at:
John R. Rizzardi, Esq.
Christopher L. Young, Esq.
Cairncross & Hempelmann, P.S.
524 Second Avenue, Suite 500
Seattle, WA 98104-2323
Tel: (206) 587-0700
Fax: (206) 587-2308
Email: jrizzardi@cairncross.com
cyoung@cairncross.com
About Sandy Road Farms
Sandy Road Farms, LLC operates in the hog and pig farming industry.
The company is based in Plains, Kan.
Sandy Road Farms sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Kan. Case No. 22-40446) on Aug. 1, 2022.
In the petition filed by Glenn Karlberg, manager and chief
restructuring officer, the Debtor reported assets between $1
million and $10 million and liabilities between $50 million and
$100 million.
McDowell, Rice, Smith & Buchanan, P.C. and Cairncross & Hempelmann,
P.S. serve as the Debtor's legal counsels.
SEARS HOLDINGS: Bankruptcy Nearing End After 4 Years
----------------------------------------------------
Lisa Fickenscher of New York Post reports that former Sears CEO
Eddie Lampert has reached a settlement with his creditors to move
Sears out of bankruptcy for a mere $179 million that would release
the billionaire hedge fund mogul of any liabilities tied to the
epic bankruptcy.
After nearly four years, the largest, longest running bankruptcy
could be ending if a federal bankruptcy judge approves a proposed
settlement between the iconic retailer's former CEO and the
company’s creditors.
Lampert and Sears' creditors -- including vendors who lost millions
of dollars when Sears filed for Chapter 11 bankruptcy protection in
October 2018 -- along with the company's professional advisers,
landlords and investors agreed to a $179 million settlement,
according to court documents.
Lampert was accused of running the billion dollar company -- which
also owned Kmart -- into the ground and looting its assets during
the four-year saga.
There are just a handful of Sears stores left today. But it was
once considered the largest retailer in the world. Together with
Kmart there were about 6,000 stores altogether.
The settlement is "a pittance of what I believe Lampert and his
associates should be asked to pay," said Mark Cohen, director of
retail studies at Columbia University's business school as well as
the former chief executive of Sears Canada.
Mr. Lampert was known for selling off the retailer's real estate
assets to entities that he controlled and then collecting rent from
the stores.
About Sears Holdings Corp.
Sears Holdings Corporation -- http://www.searsholdings.com/--
began as a mail ordering catalog company in 1887 and became the
world's largest retailer in the 1960s. At its peak, Sears was
present in almost every big mall across the U.S., and sold
everything from toys and auto parts to mail-order homes. Sears
claims to be a market leader in the appliance, tool, lawn and
garden, fitness equipment, and automotive repair and maintenance
retail sectors.
Sears and Kmart merged to form Sears Holdings in 2005 when they had
3,500 US stores between them. Kmart emerged in 2005 from its own
bankruptcy.
Unable to keep up with online stores and other brick-and-mortar
retailers, a long series of store closings left it with 687 retail
stores in 49 states, Guam, Puerto Rico, and the U.S. Virgin Islands
as of mid-October 2018. At that time, the Company employed 68,000
individuals.
As of Aug. 4, 2018, Sears Holdings had $6.93 billion in total
assets against $11.33 billion in total liabilities.
Unable to cover a $134 million debt payment due Oct. 15, 2018,
Sears Holdings Corporation and 49 subsidiaries sought Chapter 11
protection (Bankr. S.D.N.Y. Lead Case No. 18-23538) on Oct. 15,
2018. The Hon. Robert D. Drain is the case judge.
The Debtors tapped Weil, Gotshal & Manges LLP as legal counsel;
M-III Partners as restructuring advisor; Lazard Freres & Co. LLC as
investment banker; DLA Piper LLP as real estate advisor; and Prime
Clerk as claims and noticing agent.
The U.S. Trustee for Region 2 appointed nine creditors, including
the Pension Benefit Guaranty Corp., and landlord Simon Property
Group, L.P., to serve on the official committee of unsecured
creditors. The committee tapped Akin Gump Strauss Hauer & Feld LLP
as legal counsel; FTI Consulting as financial advisor; and Houlihan
Lokey Capital, Inc. as investment banker.
The U.S. Trustee for Region 2 on July 9, 2019, appointed five
retirees to serve on the committee representing retirees with life
insurance benefits in the Chapter 11 cases.
* * *
In February 2019, Bankruptcy Judge Robert Drain authorized Sears
Holdings approval to sell the business to majority shareholder and
CEO Eddie Lampert for approximately $5.2 billion. Lampert's ESL
Investments, Inc., won an auction to acquire substantially all of
Sears' assets, including the "Go Forward Stores" on a going-concern
basis. The proposal allowed 425 stores to remain open and provided
ongoing employment to 45,000 employees.
The new parent is Transform SR Brands LLC, doing business as
Transformco, referred to as "New Sears". Transform is an American
privately held company formed on Feb. 11, 2019, to acquire some of
the assets of Sears Holdings Corporation. The new company is owned
by Eddie Lampert's ESL Investments.
SENSATA TECHNOLOGIES: S&P Rates New $500MM Sr. Unsec. Notes 'BB+'
-----------------------------------------------------------------
S&P Global Ratings assigned its 'BB+' issue-level rating and '4'
recovery rating to Attleboro, Mass.-based supplier of sensor-based
solutions Sensata Technologies B.V.'s (BB+/Stable/--) proposed $500
million senior unsecured notes due 2030. The '4' recovery rating
indicates its expectation for average (30%-50%; rounded estimate:
30%) recovery for the senior unsecured lenders in the event of a
payment default.
The company plans to use the proceeds from this issuance to redeem,
repurchase, or otherwise repay its existing $500 million senior
unsecured notes due 2023 or other existing debt. Because this is a
dollar-for-dollar debt repayment, Sensata's leverage will not
increase and the recovery prospects for its senior unsecured
noteholders will remain materially unchanged. Therefore, S&P rates
the new senior unsecured notes at the same level as its issue-level
rating on the company's existing senior unsecured debt.
SOCAL BUILDING: Aug. 30 Auction for VCC, Saticoy Shares
-------------------------------------------------------
Sabag Holdings LLC ("secured party") intends to sell at a public
sale auction the collateral to the highest qualified bidder on Aug.
30, 2022, at 10:00 a.m. (PDT).
The collateral is to be sold in two lots which lots will not be
further divided or sold in any lesser amounts. The collateral
consists of all right, title and interest of SoCal Building
Ventures LLC ("Debtor") in and to the following shares and
membership units:
i) LOT 1 - 5,000 shares of stock in aggregate represented by
Share Certificate number, 4, 5, 6, 7, and 8 each reflecting 1,000
shares, in and to Valley Collective Care Inc., which interest is
purported to constitute 50% of the total outstanding share in
Valley Collective Care Inc.; and
ii) LOT 2 - 500 membership units in aggregate represented by
Membership
Certificate number, 1, 2, 3, 4 and 6, each reflecting 100
membership units, in and to Saticoy Property Management LLC, which
interest is purported to constitute 50% of the total outstanding
membership interests in Saticoy Property Management LLC.
Secured party's interest in the collateral is set forth pursuant to
the terms of that (x) certain security agreement dated March 6,
2020, entered into by and among the Debtor and secured party, to
secured the amounts due pursuant that certain secured promissory
note in the original amount of $5 million dated Dec. 31, 2018, as
amended from time to time, and (y) certain security agreement dated
March 6, 2020, entered into by and among the Debtor and secured
party, to secured the amount due pursuant that certain secured
promissory note in the original amount of $2 million dated April 1,
2019, as amended from time to time.
The auction will be held on the auction date by video and
tele-conference, the details of which will be available at the
website of Braun International:
https://www.braunco.com/valley-collective-care-inc-saticoy-property-management-llc/
The auction will be conducted at the virtual auction site only.
The auction will be conducted by Braun International together with
GT Securities, acting solely in its capacity as auctioneer, on
behalf of the secured party. Braun International can be reached
at:
Braun International
438 Pacific Coast Hwy
Hermosa Beach, CA 90254
Tel: (866) 568-6638
Email: info@braunco.com
SOUTH TRAIL: Seeks Approval to Hire Nicholas Olivo as Accountant
----------------------------------------------------------------
South Trail Autobody, Inc. seeks approval from the U.S. Bankruptcy
Court for the Middle District of Florida to employ Nicholas Olivo,
a certified public accountant at Olivo and Co. CPA.
The firm will perform these services:
(a) prepare the monthly operating reports, net cash flow
reports, and all other financial reports required in this case or
requested by the Subchapter V Trustee or U.S. Trustee; and
(b) prepare the quarterly employer tax returns and the annual
federal income tax returns, and to handle payroll.
Mr. Olivo has agreed to monthly compensation of $600 and expects to
spend at least 5-6 hours a month formulating the financial reports
and returns.
As disclosed in court filings, the accountant is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code.
The accountant can be reached at:
Nicholas Olivo, CPA
Olivo and Co. CPA
1343 Main Street
Third Floor, Suite 306
Sarasota, FL 342436
Telephone: (941) 536-0389
Facsimile: (941) 296-7373
Email: nick@olivosmbcpa.com
About South Trail Autobody
South Trail Autobody, Inc., filed a Chapter 11 bankruptcy petition
(Bankr. M.D. Fla. Case No. 22-02489) on June 22, 2022, disclosing
under $1 million in both assets and liabilities.
Judge Catherine Peek McEwen oversees the case.
The Debtor tapped Benjamin G. Martin, Esq., as counsel and Nicholas
Olivo, CPA, as accountant.
STATERA BIOPHARMA: Involuntary Chapter 11 Case Summary
------------------------------------------------------
Alleged Debtor: Statera Biopharma, Inc.
2537 Research Blvd. Ste. 201
Fort Collins, CO 80526
Business Description: Statera Biopharma is a clinical-stage
biopharmaceutical company developing novel
immunotherapies targeting autoimmune,
neutropenia/anemia, emerging viruses and
cancers based on a proprietary platform
designed to rebalance the body's immune
system and restore homeostasis.
Involuntary Chapter
11 Petition Date: August 16, 2022
Court: United States Bankruptcy Court
District of Colorado
Case No.: 22-13051
Petitioners' Counsel: Timothy M. Swanson, Esq.
MOYE WHITE LLP
1400 16th Street, Suite 600
Denver, CO 80202
Tel: 303-292-2900
Email: tim.swanson@moyewhite.com
A full-text copy of the Involuntary Petition is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/32AYGUY/Statera_Biopharma_Inc__cobke-22-13051__0001.0.pdf?mcid=tGE4TAMA
Alleged creditors who signed the petition:
Petitioner Nature of Claim Claim Amount
---------- --------------- ------------
Noreen Griffin Notes, Unpaid Wages & $787,812
100 S. Eola Drive Severance
Unit 1703
Orlando, FL 32801
Stephenson Wilson Unpaid Wages & $643,591
5229 Brickfield Lane Severance
San Diego, CA 92130
Peter Aronstam Unpaid Wages & $661,800
5950 Catesby Street Severance
Boca Raton, FL 33433
STORCENTRIC INC: Committee Seeks to Tap Oxford as Financial Advisor
-------------------------------------------------------------------
The official committee of unsecured creditors appointed in the
Chapter 11 cases of StorCentric, Inc. and its affiliates seeks
approval from the U.S. Bankruptcy Court for the Northern District
of California to employ Oxford Restructuring Advisors LLC as
financial advisors.
Oxford will render these services:
(a) advise the committee with respect to the use of
debtor-in-possession financing proceeds and unencumbered assets;
(b) analyze and monitor the Debtors' historical, current and
projected financial affairs;
(c) monitor and trace as necessary, cash receipts and
disbursements to the appropriate source/asset;
(d) review the Debtors' 13-week cash flow forecast and
underlying support and scrutinize cash receipts and disbursements
on an on-going basis;
(e) review any pre-petition liens of the secured parties;
(f) review and advise the committee on the Debtors' proposed
bidding procedures and other aspects of its sale process;
(g) monitor the asset sale process from initial marketing
through closing and advise the committee regarding various sale
proposals the Debtors are considering;
(h) review proposed payments of pre-petition expenses by the
Debtors (if any) and perform procedures to ensure that the payments
are appropriate;
(i) develop periodic monitoring reports to enable the
committee to effectively evaluate the Debtors' performance and
operating activities on an ongoing basis;
(j) advise and assist the committee and counsel in reviewing
and evaluating any court motions, applications, or other forms of
relief filed by the Debtors, or any other parties-in-interest;
(k) monitor the Debtors' claims management process, analyze
claims, and summarize claims by entity;
(l) advise and assist the committee in identifying and/or
reviewing any significant pre-petition transactions, preference
payments, fraudulent conveyances, and other potential causes of
action that the Debtors' estates may hold against insiders and/or
third parties;
(m) analyze the Debtors' and non-Debtor affiliates' assets and
analyze potential recoveries to creditor constituencies under
various scenarios and prepare the associated recovery waterfall;
(n) attend committee meetings, court hearings, and auctions as
may be required;
(o) as needed, provide expert witness reports and testimony
regarding the Debtors' enterprise valuation, the valuation of any
securities proposed to be issued under any Chapter 11 plan of
reorganization or liquidation for the Debtors, confirmation issues,
or other matters;
(p) assist in analyzing pending and threatened litigation
matters against the Debtors; and
(q) perform other such functions as requested by the committee
or its counsel to assist the committee in these cases.
Oxford has agreed to lower its standard and customary fees by 10
percent for services rendered in these cases.
The hourly rates of the firm's professionals are as follows:
Senior Managing Director $600 - $750
Managing Director $500 - $600
Associates $300 - $500
Paraprofessionals $175
In addition, the firm will seek reimbursement for expenses
incurred.
John Pidcock, a senior managing director at Oxford, 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 B. Pidcock
Oxford Restructuring Advisors LLC
16781 Chagrin Boulevard, Suite 503
Shaker Heights, OH 44120
Telephone: (513) 235-0164
Email: JPidcock@oxfordrestructuring.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. Cal. 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.
On July 5, 2022, the U.S. Trustee for Region 17 appointed an
official committee of unsecured creditors in these Chapter 11
cases. The committee tapped Sheppard, Mullin, Richter & Hampton LLP
as counsel and Oxford Restructuring Advisors LLC as financial
advisors.
STORCENTRIC INC: Committee Taps Sheppard Mullin as Lead Counsel
---------------------------------------------------------------
The official committee of unsecured creditors appointed in the
Chapter 11 cases of StorCentric, Inc. and its affiliates seeks
approval from the U.S. Bankruptcy Court for the Northern District
of California to employ Sheppard, Mullin, Richter & Hampton LLP as
its lead counsel.
The firm will render these services:
(a) advise regarding bankruptcy law;
(b) advise with respect to the committee's rights, powers and
duties in these Chapter 11 cases;
(c) attend and participate in committee meetings;
(d) review financial information furnished by the Debtors to
the committee and investigate various potential claims;
(e) assist in the investigation of the acts, conduct, assets,
liabilities and financial condition of the Debtors;
(f) provide aid and assistance in monitoring the progress and
administration of the Debtors' cases;
(g) provide representation in consultations, meetings,
negotiations and proceedings involving the Debtors, the committee,
and other parties-in-interest;
(h) represent the committee in proceedings or hearings before
this court and such other courts or tribunals, as appropriate;
(i) conduct examinations of witnesses, claimants, or adverse
parties and prepare and assist in the preparation of reports,
accounts, and pleadings related to these cases;
(j) investigate causes of action and claims of the Debtors'
bankruptcy estates against third parties;
(k) advise the committee concerning the requirements of the
Bankruptcy Code and applicable rules as they may affect the
committee in these cases and any related adversary proceedings;
(l) assist the committee and work with the Debtors with regard
to a value-maximizing sale of substantially all of the Debtors'
assets as a going concern or otherwise, subject to overbid at
auction, or other transaction with respect to the Debtors' assets;
(m) advise the committee and work with the Debtors and any
other third-party regarding the formulation, negotiation,
confirmation, and implementation of any Chapter 11 plan;
(n) advise and assist the committee with respect to any
matters involving the U.S. Trustee and the Debtors; and
(o) represent the committee in all other legal aspects of
these cases.
The hourly rates of the firm's counsel and staff are as follows:
Ori Katz, Partner $1,255
J. Barrett Marum, Partner $1,045
Jeannie Kim, Associate $880
Koray Erbasi, Associate $655
Sheppard Mullin will apply a blended rate cap of $800 per hour in
the final fee application.
In addition, the firm will seek reimbursement for expenses
incurred.
Ori Katz, Esq., a partner at Sheppard, Mullin, Richter & Hampton,
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:
Ori Katz, Esq.
J. Barrett Marum, Esq.
Jeannie Kim, Esq.
Sheppard, Mullin, Richter & Hampton LLP
Four Embarcadero Center, 17th Floor
San Francisco, CA 94111-4109
Telephone: (415) 434-9100
Facsimile: (415) 434-3947
Email: okatz@sheppardmullin.com
bmarum@sheppardmullin.com
jekim@sheppardmullin.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. Cal. 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.
On July 5, 2022, the U.S. Trustee for Region 17 appointed an
official committee of unsecured creditors in these Chapter 11
cases. The committee tapped Sheppard, Mullin, Richter & Hampton LLP
as counsel and Oxford Restructuring Advisors LLC as financial
advisors.
SUREFUNDING LLC: Seeks to Hire Morris James as Substitute Counsel
-----------------------------------------------------------------
SureFunding, LLC seeks approval from the U.S. Bankruptcy Court for
the District of Delaware to employ Morris James, LLP to substitute
for Fox Rothschild, LLP.
The firm's services include:
a. advising the Debtor with respect to its powers and duties
in the continued operation of its business, management of its
properties and related matters;
b. preparing and pursuing confirmation of a Chapter 11 plan
and approval of disclosure statement;
c. preparing legal papers and appearing in court; and
d. performing all other legal services for the Debtor in
connection with its Chapter 11 case.
The principal attorneys and paralegals expected to represent the
Debtor are as follows:
Carl N. Kunz, III, Partner $750 per hour
Jeffrey R. Waxman, Partner $750 per hour
Eric J. Monzo, Partner $695 per hour
Brya M. Keilson, Partner $675 per hour
Sarah M. Ennis, Associate $495 per hour
Douglas J. Depta,Paralegal $295 per hour
Stephanie Lisko, Paralegal $295 per hour
As disclosed in court filings, Morris James is a "disinterested
person" within the meaning of Section 101(14) of the Bankruptcy
Code.
The firm can be reached through:
Carl N. Kunz, III, Esq.
Jeffrey R. Waxman, Esq.
Morris James, LLP
500 Delaware Avenue, Suite 1500
Wilmington, DE 19801
Telephone: (302) 888-6800
Facsimile: (302) 571-1750
Email: ckunz@morrisjames.com
jwaxman@morrisjames.com
About SureFunding LLC
Las Vegas-based SureFunding was founded by Jason and Justin
Abernathy in 2014 as a private investment vehicle. It opened in
2015 to outside investors, many of which were family, friends or
business acquaintances. Its investments are in short-term,
high-yield assets.
SureFunding sought Chapter 11 protection (Bankr. D. Del. Case No.
20-10953) on April 14, 2020, listing $10 million to $50 million in
both assets and liabilities.
Judge Laurie Selber Silverstein oversees the case.
Carl N. Kunz, III, Esq., and Jeffrey R. Waxman, Esq., at Morris
James, LLP are the Debtor's bankruptcy attorneys while Ted Gavin of
Gavin/Solmonese, LLC serves as the Debtor's chief restructuring and
liquidation officer.
Bayard, P.A. represents the ad hoc committee of SureFunding
noteholders.
TIMBER PHARMACEUTICALS: Incurs $9.5M Net Loss in Second Quarter
---------------------------------------------------------------
Timber Pharmaceuticals, Inc. filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q disclosing a net loss
of $9.50 million on zero revenue for the three months ended June
30, 2022, compared to a net loss of $2.97 million on $388,819 of
total revenue for the three months ended June 30, 2021.
For the six months ended June 30, 2022, the Company reported a net
loss of $12.57 million on $83,177 of total total revenue compared
to a net loss of $4.84 million on $429,553 of total revenue for the
same period during the prior year.
As of June 30, 2022, the Company had $9.91 million in total assets,
$8.56 million in total liabilities, and $1.35 million in total
stockholders' equity.
The Company has no product revenues, incurred operating losses
since inception, and expects to continue to incur significant
operating losses for the foreseeable future and may never become
profitable. The Company had an accumulated deficit of approximately
$41.5 million at June 30, 2022, a net loss of approximately $12.6
million, and approximately $8.5 million of net cash used in
operating activities for the six months ended June 30, 2022. As of
June 30, 2022, the Company had cash of approximately $8.3 million.
Going Concern
The Company has evaluated whether there are any conditions and
events, considered in the aggregate, that raise substantial doubt
about its ability to continue as a going concern within one year
beyond the filing of this Quarterly Report on Form 10-Q. Based on
such evaluation and the Company's current plans, which are subject
to change, management believes that the Company's existing cash and
cash equivalents as of June 30, 2022, were sufficient only to
satisfy the Company's operating cash needs into the fourth quarter
of 2022. Thus, the Company's current cash on hand at June 30, 2022
was potentially not sufficient to satisfy the Company's operating
cash needs for the twelve months from the filing of this Quarterly
Report on Form 10-Q. The Company closed on a stock and warrant
offering in August 2022. However, with the net proceeds of that
offering, the Company's cash and cash equivalents will be
sufficient only to satisfy the Company's operating cash needs into
the second quarter of 2023.
Timber stated, "The Company will need to raise substantial
additional funds via the issuance of additional debt or equity
and/or the completion of a licensing or other commercial
transaction for one or more of the Company's product candidates.
If the Company is unable to maintain sufficient financial
resources, its business, financial condition and results of
operations will be materially and adversely affected. This could
affect future development and business activities and potential
future clinical studies and/or other future ventures. There can be
no assurance that the Company will be able to obtain the needed
financing on acceptable terms or at all. Additionally, equity or
convertible debt financings will likely have a dilutive effect on
the holdings of the Company's existing stockholders."
"The impact of the worldwide spread of a novel strain of
coronavirus ("COVID-19") has been unprecedented and unpredictable.
Clinical trial activities, including patient enrollment can be
impacted at any time. The Company is continuing to assess the
effect on its operations by monitoring the spread of COVID-19 and
the actions implemented to combat the virus throughout the world
and its assessment of the impact of COVID-19 may change."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/0001504167/000155837022013348/tmbr-20220630x10q.htm
About Timber Pharmaceuticals
Timber Pharmaceuticals, Inc. f/k/a BioPharmX Corporation --
http://www.timberpharma.com-- is a biopharmaceutical company
focused on the development and commercialization of treatments for
orphan dermatologic diseases. The Company's investigational
therapies have proven mechanisms-of-action backed by decades of
clinical experience and well-established CMC (chemistry,
manufacturing and control) and safety profiles. The Company is
initially focused on developing non-systemic treatments for rare
dermatologic diseases including congenital ichthyosis (CI), facial
angiofibromas (FAs) in tuberous sclerosis complex (TSC), and
localized scleroderma.
Timber Pharmaceuticals reported a net loss of $10.64 million for
the year ended Dec. 31, 2021, compared to a net loss of $15.12
million for the year ended Dec. 31, 2020.
Short Hills, New Jersey-based KPMG LLP, the Company's auditor since
2019, issued a "going concern" qualification in its report dated
March 31, 2022, citing that the Company has suffered recurring
losses from operations that raise substantial doubt about its
ability to continue as a going concern.
TOTAL FIRE: Case Summary & 11 Unsecured Creditors
-------------------------------------------------
Debtor: Total Fire Protection, Inc.
1004 N 7th Ave
Brandon, SD 57005-2029
Chapter 11 Petition Date: August 15, 2022
Court: United States Bankruptcy Court
District of South Dakota
Case No.: 22-40224
Judge: Hon. Charles L. Nail, Jr.
Debtor's Counsel: Clair R. Gerry, Esq.
GERRY & KLUM ASK, PROF. LLC
PO Box 966
Sioux Falls, SD 57101-0966
Tel: (605) 336-6400
Email: gerry@sgsllc.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Richard C. Brandt as president.
A copy of the Debtor's list of 11 unsecured creditors is available
for free at PacerMonitor.com at:
https://www.pacermonitor.com/view/5XWWPNQ/Total_Fire_Protection_Inc__sdbke-22-40224__0006.0.pdf?mcid=tGE4TAMA
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/4K344YA/Total_Fire_Protection_Inc__sdbke-22-40224__0001.0.pdf?mcid=tGE4TAMA
TRANS-LUX CORP: Posts $530K Net Income in Second Quarter
--------------------------------------------------------
Trans-Lux Corporation filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q disclosing net income
of $530,000 on $7.30 million of total revenues for the three months
ended June 30, 2022, compared to a net loss of $1.18 million on
$2.89 million of total revenues for the three months ended June 30,
2021.
For the six months ended June 30, 2022, the Company reported net
income of $1.02 million on $10.97 million of total revenues
compared to a net loss of $1.80 million on $5.47 million of total
revenues for the six months ended June 30, 2021.
As of June 30, 2022, the Company had $10.57 million in total
assets, $20.50 million in total liabilities, and a total
stockholders' deficit of $9.93 million.
The Company has incurred significant recurring losses and continues
to have a significant working capital deficiency. The Company
recorded income in the six months ended June 30, 2022, which
included the gain on forgiveness of the PPP loan of $824,000, but
recorded a loss of $5.0 million in the year ended Dec. 31, 2021.
The Company had working capital deficiencies of $8.8 million and
$9.8 million as of June 30, 2022 and Dec. 31, 2021, respectively.
The change in the working capital deficiency was primarily affected
by increases in the accounts receivable and inventories, as well as
decreases in accrued liabilities and current portion of long-term
debt, partially offset by a decreases in cash and prepaids and
other assets, as well as increases in accounts payable, current
lease liabilities and customer deposits.
Trans-Lux said, "The Company is dependent on future operating
performance in order to generate sufficient cash flows in order to
continue to run its businesses. Future operating performance is
dependent on general economic conditions, as well as financial,
competitive and other factors beyond our control, including the
impact of the current economic environment, the spread of major
epidemics (including coronavirus) and other related uncertainties
such as government imposed travel restrictions, interruptions to
supply chains, extended shut down of businesses and the impact of
inflation. In order to more effectively manage its cash resources,
the Company had, from time to time, increased the timetable of its
payment of some of its payables, which delayed certain product
deliveries from our vendors, which in turn delayed certain
deliveries to our customers."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/0000099106/000151316222000109/tlx-20220630.htm
About Trans-Lux
Headquartered in New York, New York, Trans-Lux Corporation --
http://www.trans-lux.com-- designs and manufactures TL Vision
digital video displays for the financial, sports and entertainment,
gaming, education, government, and commercial markets. With a
comprehensive offering of LED Large Screen Systems, LCD Flat Panel
Displays, Data Walls and scoreboards (marketed under Fair-Play by
Trans-Lux), Trans-Lux delivers comprehensive video display
solutions for any size venue's indoor and outdoor display needs.
Trans-Lux reported a net loss of $4.97 million for the 12 months
ended Dec. 31, 2021, compared to a net loss of $4.84 million for
the 12 months ended Dec. 31, 2020. As of Dec. 31, 2021, the
Company had $8.65 million in total assets, $19.60 million in total
liabilities, and a total stockholders' deficit of $10.95 million.
New Haven, CT-based Marcum LLP, the Company's auditor since 2015,
issued a "going concern" qualification in its report dated April
14, 2022, citing that the Company has a significant working capital
deficiency, has incurred significant losses and needs to raise
additional funds to meet its obligations and sustain its
operations. These conditions raise substantial doubt about the
Company's ability to continue as a going concern.
VENTURE GLOBAL: Moody's Hikes Rating on Senior Secured Debt to Ba2
------------------------------------------------------------------
Moody's Investors Service upgraded Venture Global Calcasieu Pass,
LLC's (VGCP) senior secured debt rating to Ba2 from Ba3. The
rating outlook remains positive.
RATINGS RATIONALE
The rating action reflects the substantial progress made by VGCP as
it nears the transition from a construction project to a fully
operating cash flow producing asset with investment grade
characteristics. Significant milestones achieved and factored into
the rating action include all 18 Liquefaction Trains (Blocks 1 –
9) functionally producing liquefied natural gas. The upgrade and
continuing positive outlook also acknowledges that VGCP has
successfully procured natural gas feed stock and loaded and sold
more than 40 pre-COD (commercial operation date) cargoes, which has
meaningfully enhanced its cash position relative to remaining
capital expenditures. Moody's expect VGCP to continue to sell
cargoes on a pre-COD basis until the facility has completed final
commissioning activities, reliability testing, and is commercially
operable as defined under existing Sale and Purchase Agreements
(SPA).
Calcasieu Pass' Ba2 rating considers the fixed capacity type
payments under 20-year, take-or-pay SPA with six separate
creditworthy customers on a free on board basis. The earliest
commercial operation date for the SPAs is January 2023 and Moody's
note that VGCP has a 270 day window thereafter to achieve
commercial operability and commence deliveries under the SPAs.
The rating, however, reflects a degree of uncertainty around the
start of the SPAs as well as VGCP's ability to manage the facility,
including the commercial aspect of procuring natural gas, as
operating activities grow in scale and complexity. This is
particularly relevant given the global pricing volatility
associated with natural gas.
Fixed capacity payments under the SPAs provide significant and
predictable future recurring cash flows that compare favorably to
anticipated annual operating and financing costs. The weighted
average rating of such foundation SPA customers is Baa1 and the
contracted volumes under the 20-year foundation contracts represent
85% of Calcasieu Pass' nameplate capacity. The remaining 15% of
Calcasieu Pass' nameplate capacity has been contracted under short
term (3 and 5 years, respectively) SPAs on a take-or-pay basis with
two additional creditworthy customers. Excluding such short-term
SPAs, Moody's expect Calcasieu Pass to generate from contractual
sources annual recurring EBITDA in excess of $800 million, cash
from operations to adjusted debt at approximately 14% and
debt-to-EBITDA in a range of 6-7 times.
RATING OUTLOOK
The positive outlook reflects an expectation for continued
successful progress toward reaching COD on VGCP's nameplate
capacity of 10 million tonnes per annum (MTPA).
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Factors that could lead to an upgrade
Continued sound procurement activities and operating performance
combined with a clear sight towards the commencement of the
foundation SPAs could trigger an upgrade.
Factors that could lead to a downgrade
Material delays in achieving substantial completion, challenges in
procuring the associated levels of natural gas, or substantial
credit deterioration of VGCP's contractual offtakers could trigger
rating pressure
Calcasieu Pass is primarily engaged in the natural gas liquefaction
and export-related businesses, and is constructing and will own and
operate an LNG export facility consisting of 18 midscale, modular
liquefaction trains, with an expected aggregate nameplate capacity
of 10.0 MTPA of LNG and permitted liquefaction capacity of 12.0
MTPA. Calcasieu Pass is majority owned by Venture Global LNG, Inc.
The principal methodology used in these ratings was Generic Project
Finance Methodology published in January 2022.
VISTAGEN THERAPEUTICS: Posts $19.8 Million Net Loss in 1st Quarter
------------------------------------------------------------------
VistaGen Therapeutics, Inc. filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q disclosing a net loss
and comprehensive loss of $19.78 million on $310,100 of total
revenues for the three months ended June 30, 2022, compared to a
net loss and comprehensive loss of $7.74 million on $354,100 of
total revenues for the three months ended June 30, 2021.
As of June 30, 2022, the Company had $58.73 million in total
assets, $12.67 million in total liabilities, and $46.05 million in
total stockholders' equity.
At June 30, 2022, the Company had cash and cash equivalents of
approximately $52.0 million.
As a result of the deferral of several research and development and
pre-commercial activities involving PH94B, the Company anticipates
a considerable reduction in external spending to conserve cash and
extend the Company's cash runway covering at least the next 12
months.
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1411685/000185173422000432/vtgn20220630_10q.htm
About VistaGen
Headquartered in San Francisco, California, VistaGen Therapeutics,
Inc. -- http://www.vistagen.com-- is a biopharmaceutical company
committed to developing and commercializing innovative medicines
with the potential to go beyond the current standard of care for
anxiety, depression, and other CNS disorders.
VistaGen reported a net loss and comprehensive loss of $47.76
million for the fiscal year ended March 31, 2022, compared to a net
loss and comprehensive loss of $17.93 million for the fiscal year
ended March 31, 2021. As of March 31, 2022, the Company had $74.64
million in total assets, $9.93 million in total liabilities, and
$64.72 million in total stockholders' equity.
San Francisco, California-based WithumSmith+Brown, PC, the
Company's auditor since 2006, issued a "going concern"
qualification in its report dated June 23, 2022, citing that the
Company has suffered negative cash flows from operations and
recurring losses from operations since inception, resulting in an
accumulated deficit of $267.6 million as of March 31, 2022, that
raise substantial doubt about its ability to continue as going
concern.
WEINSTEIN CO: Bob Weinstein Wins Appeal to Get Scream 4 Profits
---------------------------------------------------------------
James Nani of Bloomberg Law reports that Harvey Weinstein's brother
can collect up to $2.3 million in profits from "Scream 4" because
The Weinstein Co.'s agreement to sell its film library to Spyglass
Media Group LLC allowed him to retain his rights to the money, a
district court ruled.
A Delaware district court judge on Aug. 10, 2022, affirmed a
bankruptcy court's ruling that Robert Weinstein's "participation
rights" in the film entitled him to collect the profits from the
2011 slasher movie. Spyglass had appealed the Delaware bankruptcy
court decision from August 2021.
Spyglass also appealed Thursday the district court's decision to
the US Court of Appeals for the Third Circuit.
Spyglass argued that an asset purchase agreement in The Weinstein
Co. bankruptcy excluded Robert Weinstein from receiving any
participation interest from the film after the close of the sale,
according to the decision.
Robert Weinstein said that interpretation of the agreement and sale
order violated contract interpretation principles and made the
agreement "internally inconsistent, illogical, and perhaps
illegal," according to the decision.
The district court agreed with the bankruptcy court's
interpretation of the contract, finding that Spyglass acquired
"Scream 4" subject to allowed liens, and Robert Weinstein is
entitled to the payments, the decision said.
The Weinstein Co. filed for Chapter 11 in March 2018 amid the
fallout of sexual assault and rape claims against its co-founder,
Harvey Weinstein, who is serving a 23-year prison sentence. The
company in May 2018 won approval to sell its assets to Lantern
Entertainment LLC, which is now Spyglass, in a deal worth about
$437 million including debt.
The Weinstein Co. established a $17 million fund to pay Harvey
Weinstein's abuse victims as part of its Chapter 11 plan that
approved in January 2021.
The case is Spyglass Media Grp., LLC v. Weinstein, D. Del., No.
21-01151, opinion 8/10/22.
About The Weinstein Company
The Weinstein Company (TWC) -- http://www.WeinsteinCo.com/-- was a
multimedia production and distribution company launched in 2005 in
New York by Bob and Harvey Weinstein, the brothers who founded
Miramax Films in 1979. TWC also encompasses Dimension Films, the
genre label founded in 1993 by Bob Weinstein. During Harvey and
Bob's tenure at Miramax and TWC, they have received 341 Oscar
nominations and won 81 Academy Awards.
TWC dismissed Harvey Weinstein in October 2017, after dozens of
women came forward to accuse him of sexual harassment, assault or
rape.
The Weinstein Company Holdings LLC and 54 affiliates sought Chapter
11 protection (Bankr. D. Del. Lead Case No. 18-10601) on March 19,
2018, after reaching a deal to sell all assets to Lantern Asset
Management for $310 million.
The Weinstein Company Holdings estimated $500 million to $1 billion
in assets and $500 million to $1 billion in liabilities.
The Hon. Mary F. Walrath served as the case judge.
Cravath, Swaine & Moore LLP acted as the Debtors' bankruptcy
counsel, with the engagement led by Paul H. Zumbro, George E.
Zobitz, and Karin A. DeMasi, in New York.
Richards, Layton & Finger, P.A., served as the local counsel, with
the engagement headed by Mark D. Collins, Paul N. Heath, Zachary I.
Shapiro, Brett M. Haywood, and David T. Queroli, in Wilmington,
Delaware.
The Debtors also tapped FTI Consulting, Inc., as restructuring
advisor; Moelis & Company LLC as investment banker; and Epiq
Bankruptcy Solutions, LLC as claims and noticing agent.
The official committee of unsecured creditors retained Pachulski
Stang Ziehl & Jones, LLP as its legal counsel, and Berkeley
Research Group, LLC, as its financial advisor.
Renamed TWC Liquidation Trust, LLC, following the asset sale, the
Debtors obtained confirmation of their bankruptcy plan on January
26, 2021.
WESTBANK HOLDINGS: Trustee Taps Fishman Haygood as Legal Counsel
----------------------------------------------------------------
Dwayne Murray, the Chapter 11 trustee for Westbank Holdings, LLC,
seeks approval from the U.S. Bankruptcy Court for the Eastern
District of Louisiana to employ Fishman Haygood, LLP as his legal
counsel.
The firm's services include:
a. advising the trustee with respect to the continued
operation and management of the Debtors' businesses and
properties;
b. investigating the nature and validity of claims and liens
asserted against the Debtors' property and representing the trustee
within pending litigation on behalf of the estates concerning
claims and liens against the estates and properties of the
estates;
c. assisting the trustee in obtaining an accounting
professional to perform all accounting functions necessary for the
trustee to bring up to date and maintain the necessary accounting
and financial records such that the business of the Debtors'
estates will be properly accounted for;
d. preparing legal documents and reviewing all financial
reports to be filed;
e. advising the trustee concerning, and preparing, responses
to legal documents which may be filed by other parties;
f. appearing in court;
g. representing the trustee in connection with obtaining
post-petition financing, if necessary;
h. investigating and advising the trustee concerning, and
taking such action as may be necessary to collect, income and
assets in accordance with applicable law, and the recovery of
property for the benefit of the Debtors' estates;
i. assisting the trustee in connection with any potential
property dispositions;
j. advising the trustee concerning executory contract and
unexpired lease assumption, assignment and rejection, and lease
restructuring and characterizations of the estates' property
interests;
k. assisting the trustee in reviewing, estimating, and
resolving claims asserted against the Debtors' estates;
l. assisting the trustee with respect to any referrals as may
be appropriate upon investigations done within the trustee's
duties;
m. commencing, continuing and conducting litigation necessary
and appropriate to assert rights held by the Debtors' estates,
protect assets of the estates or otherwise further the goal of
completing a successful reorganization of the estates;
n. providing corporate transaction services with respect to
transitioning from the Debtors' control of various affiliated
entities to the trustee, modifying entity charter documents and as
necessary operating agreements or bylaws;
o. preparing and pursuing confirmation of a plan of
reorganization and approval of a disclosure statement; and,
p. performing all other legal services for the trustee.
Fishman Haygood's hourly rates are as follows:
William H. Patrick, III $595
Tristan Manthey $570
Other Members $445
Associates $275 - $445
Paralegals $120
As disclosed in court filings, Fishman Haygood is a "disinterested
person" within the meaning of Section 101(14) of the Bankruptcy
Code.
The firm can be reached through:
William H. Patrick, III, Esq.
Fishman Haygood, LLP
201 St. Charles Avenue, Suite 4600
New Orleans, LA 70170-4600
Telephone: (504) 556-5525
Mobile: (504) 556-5525
Fax: (504) 586-5250
Email: wpatrick@fishmanhaygood.com
About Westbank Holdings
Westbank Holdings, LLC is a New Orleans, La.-based company
primarily engaged in renting and leasing real estate properties.
Westbank Holdings and its affiliates filed voluntary petitions for
relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D. La.
Lead Case No. 22-10082) on Jan. 27, 2022. In its petition, Westbank
Holdings listed as much as $50 million in both assets and
liabilities. Joshua Bruno, manager, signed the petition.
Judge Meredith S. Grabill oversees the cases.
Frederick L. Bunol, Esq., at The Derbes Law Firm, LLC, Alvendia
Kelly & Demarest, LLC and G Rowland CPA & Associates serve as the
Debtors' bankruptcy counsel, special counsel and accountant,
respectively. Richard W. Cryar, a partner at F M Reed Company, is
the Debtors' chief restructuring officer.
Dwayne M. Murray, the Chapter 11 trustee appointed in the Debtors'
cases, is represented by Fishman Haygood, LLP.
*********
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Troubled Company Reporter is a daily newsletter co-published
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